8-K
NICOLET BANKSHARES INC (NIC)
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): October 24, 2023
NICOLET BANKSHARES, INC.
(Exact name of registrant as specified in its charter)
| Wisconsin | 001-37700 | 47-0871001 |
|---|---|---|
| (State or other jurisdiction<br>of incorporation) | (Commission<br>File Number) | (IRS Employer<br>Identification No.) |
111 North Washington Street
Green Bay, Wisconsin 54301
(Address of principal executive offices)
(920) 430-1400
(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:
| ☐ | 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)) | | --- | --- |
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, par value $0.01 per share | NIC | New York Stock Exchange |
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 2.02 | Results of Operations and Financial Condition. |
|---|
On October 24, 2023, Nicolet Bankshares, Inc. (“Nicolet”) announced its earnings for the quarter ended September 30, 2023. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Pursuant to General Instruction B.2 of Form 8-K, the information in this Item 2.02 and Exhibit 99.1, is being furnished to the Securities and Exchange Commission and shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section. Furthermore, the information in this Item 2.02 and Exhibit 99.1, shall not be deemed to be incorporated by reference into Nicolet’s filings 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. | | --- | --- || Exhibit No. | Description of Exhibit | | --- | --- | | 99.1 | Press Release, dated October 24, 2023 | | 104 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document |
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 hereunto duly authorized.
| Date: | October 24, 2023 | NICOLET BANKSHARES, INC. | |
|---|---|---|---|
| By: | /s/ H. Phillip Moore, Jr. | ||
| H. Phillip Moore, Jr. | |||
| Chief Financial Officer |
Document
Exhibit 99.1
FOR IMMEDIATE RELEASE
NICOLET BANKSHARES, INC. ANNOUNCES THIRD QUARTER 2023 RESULTS
•Net income of $17 million or adjusted net income (non-GAAP) of $23 million for third quarter 2023, compared to net income of $23 million in prior quarter, and net income of $19 million or adjusted net income (non-GAAP) of $25 million for third quarter 2022
•Net income of $31 million and adjusted net income (non-GAAP) of $73 million for first nine months of 2023, compared to $67 million and adjusted net income (non-GAAP) of $71 million for first nine months of 2022, significantly impacted by first quarter balance sheet repositioning
•Change in Wisconsin tax law resulted in one-time $9.1 million charge to state income tax expense in current quarter with expected lower effective tax rate in future periods
•Quarterly net interest margin of 3.16%, an increase of 2 bps over second quarter
•Wealth assets under management increased 24% from year-end 2022
Green Bay, Wisconsin, October 24, 2023 - Nicolet Bankshares, Inc. (NYSE: NIC) (“Nicolet”) announced third quarter 2023 net income of $17 million and earnings per diluted common share of $1.14, compared to net income of $23 million and earnings per diluted common share of $1.51 for second quarter 2023, and net income of $19 million and earnings per diluted common share of $1.29 for third quarter 2022. Net income for the nine months ended September 30, 2023 was $31 million and earnings per diluted common share of $2.05, compared to net income of $67 million and earnings per diluted common share of $4.72 for the nine months ended September 30, 2022.
On July 1, 2023, Wisconsin’s Governor signed the State Budget, retroactive to January 1, 2023, which included language that provides financial institutions with an exemption from state taxable income for interest, fees, and penalties earned on loans to existing Wisconsin-based business or agriculture purpose loans that are $5 million or less in balance on January 1, 2023, and to new loans that meet the criteria. The impact to Nicolet moving forward will be a reduction / elimination of State income taxes being expensed, resulting in an estimated effective tax rate of 19.5% (compared to a 25% effective tax rate previously). However, the elimination of State income tax expense will also cause a valuation allowance to be set up for the State-related deferred tax asset as of the effective date of the legislation, requiring a one-time $9.1 million charge to state income tax expense in the third quarter.
Net income reflected certain non-core items and the related tax effect of each, including the first quarter U.S. Treasury securities sale loss, change in Wisconsin tax law, expected loss (provision expense) on the Signature Bank sub debt investment (acquired in an acquisition), merger-related expenses, Day 2 credit provision expense required under the CECL model, as well as gains / (losses) on other assets and investments. These non-core items negatively impacted earnings per diluted common share $0.40 for third quarter 2023, $0.02 for second quarter 2023, and $0.45 for third quarter 2022. For the nine months ended September 30, 2023, these non-core items negatively impacted earnings per diluted common share $2.82, and negatively impacted earnings per diluted common share $0.33 for the comparable nine-month period of 2022.
“Our recent quarterly results continue to show Nicolet’s resilience in a challenging operating environment,” said Mike Daniels, President and CEO of Nicolet. “We have a saying at Nicolet - 'control what you can control.' This quarter, our core operations, which we can control, are solid and driven by top-line revenue growth, an increase in core deposits, and another positive movement in our net interest margin. Our customers continue to perform remarkably well despite the macroeconomic headwinds of a tight labor market and higher costs due to inflation. We are encouraged by the momentum we have heading into the final quarter of the year.”
Daniels continued, “The passage of the 2024 Wisconsin State Budget with the state tax exemption for community banks will have a meaningful impact on the earnings for Wisconsin banks this year and going forward. I want to thank our state lawmakers for recognizing the value and importance of Wisconsin community banks and for putting positive actions behind their words.”
Nicolet’s financial performance and certain balance sheet line items were impacted by the timing and size of Nicolet’s August 2022 acquisition of Charter Bankshares, Inc. (“Charter”). Certain income statement results, average balances, and related ratios for 2022 include contributions from Charter from the acquisition date. At acquisition, Charter added assets of $1.1 billion, loans of $827 million, and deposits of $869 million.
Balance Sheet Review
At September 30, 2023, period end assets were $8.4 billion, a decrease of $66 million (1%) from June 30, 2023, mostly maturities and paydowns of investment securities, partly offset by higher cash balances. Total loans increased slightly ($16 million) from June 30, 2023, with growth in residential real estate and agriculture loans, offset by slowing commercial loan demand. Total deposits of $7.2 billion at September 30, 2023, decreased $16 million from June 30, 2023, with lower customer transaction account balances and a reduction in noncore deposits, offset by growth in customer time deposits. Total borrowings declined $50 million due to the maturity of a short-term FHLB advance. Total capital was $974 million at September 30, 2023, a decrease of $3 million since June 30, 2023, with earnings more than offset by unfavorable market valuations on available for sale securities.
Asset Quality
Nonperforming assets were $32 million and represented 0.37% of total assets at September 30, 2023, compared to $27 million or 0.32% at June 30, 2023, and $40 million or 0.45% at September 30, 2022. The allowance for credit losses-loans was $63 million and represented 1.01% of total loans at September 30, 2023, compared to $63 million (or 1.01% of total loans) at June 30, 2023, and $60 million (or 1.01% of total loans) at September 30, 2022. Asset quality trends remain solid and loan net charge-offs were negligible.
Income Statement Review - Quarter
Net income was $17 million and adjusted net income (non-GAAP) was $23 million for third quarter 2023, compared to net income of $23 million for second quarter 2023.
Net interest income was $61 million for third quarter 2023, up $2 million from second quarter 2023, the net effect of higher interest income and higher interest expense. The higher interest income was largely attributable to the repricing of new and renewed loans in a rising interest rate environment along with a shift of maturing investments (mostly U.S. Treasury securities) into investable cash balances at higher rates. The increase in interest expense was due to both higher average balances and higher average rates, reflecting the rising interest rate environment as well as a shift to higher rate deposit products (mostly time deposits). The net interest margin for third quarter 2023 was 3.16%, up 2 bps from 3.14% for second quarter 2023. The yield on interest-earning assets increased 25 bps (to 5.15%) due to the maturity of U.S. Treasury securities reinvested as investable cash, as well as the rising interest rate environment, while the cost of funds increased 29 bps (to 2.83%) for third quarter 2023, attributable mainly to the repricing of deposits and funding in the higher interest rate environment.
Noninterest income of $17 million for third quarter 2023 was minimally changed from second quarter 2023. Excluding net asset gains (losses), noninterest income for third quarter 2023 was $17 million, a $1 million decrease from second quarter 2023. The sequential quarter decrease included an unfavorable change in the fair value of nonqualified deferred compensation plan assets, partly offset by higher wealth revenue (from growth in accounts and assets under management, though tempered by unfavorable market-related changes) and net mortgage income.
Noninterest expense of $46 million for third quarter 2023, increased $1 million compared to second quarter 2023. Personnel expense was minimally changed with higher salaries, incentives, and health insurance substantially offset by a decrease in the fair value of nonqualified deferred compensation plan liabilities. Non-personnel expenses increased 4% between the sequential quarters, mostly higher data processing (volume-based system processing) and office expense.
Income tax expense was $15 million (effective tax rate 46.09%) for third quarter 2023, compared to $8 million (effective tax rate 25.85%) for second quarter 2023. The change in income tax expense included a $9.1 million charge to income tax expense to establish a tax valuation allowance, partly offset by a $3.0 million reduction to income tax expense to reverse amounts recorded in the first half of 2023, both related to the Wisconsin tax law change noted above.
Subsequent Event
On October 2, 2023, Nicolet sold its member interest in UFS, LLC for proceeds of $10 million and a pre-tax gain of approximately $9 million. This gain on sale will be realized during fourth quarter 2023.
About Nicolet Bankshares, Inc.
Nicolet Bankshares, Inc. is the bank holding company of Nicolet National Bank, a growing, full-service, community bank providing services ranging from commercial, agricultural and consumer banking to wealth management and retirement plan services. Founded in Green Bay in 2000, Nicolet National Bank operates branches in Wisconsin, Michigan, and Minnesota. More information can be found at www.nicoletbank.com.
Use of Non-GAAP Financial Measures
This communication contains non-GAAP financial measures, such as non-GAAP adjusted net income, non-GAAP adjusted earnings per diluted common share, tangible book value per common share, return on average tangible common equity, and tangible common equity to tangible assets. Management believes such measures to be helpful to management, investors and others in understanding Nicolet’s results of operations or financial position. When non-GAAP financial measures are used, the comparable GAAP financial measures, as well as the reconciliation of the non-GAAP measures to the GAAP financial measures, are provided. See “Reconciliation of Non-GAAP Financial Measures (Unaudited)” below. The non-GAAP net income measure and related reconciliation provide information useful to investors in understanding the operating performance and trends of Nicolet and also aid investors in comparing Nicolet’s financial performance to the financial performance of peer banks. Management considers non-GAAP financial ratios to be critical metrics with which to analyze and evaluate financial condition and capital strengths. While non-GAAP financial measures are frequently used by stakeholders in the evaluation of a corporation, they have limitations as analytical tools and should not be considered in isolation or as a substitute for analyses of results as reported under GAAP.
Forward Looking Statements “Safe Harbor” Statement Under the Private Securities Litigation Reform Act of 1995
Certain statements contained in this communication, which are not statements of historical fact, constitute “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act. Forward-looking statements generally can be identified by words or phrases such as, without limitation, “anticipate,” “believe,” “aim,” “can,” “conclude,” “continue,” “could,” “estimate,” “expect,” “foresee,” “goal,” “intend,” “may,” “might,” “outlook,” “possible,” “plan,” “predict,” “project,” “potential,” “seek,” “should,” “target,” “will,” “will likely,” “would,” or the negative of these terms or other comparable terminology, as well as similar expressions, and in this press release include our statements about our expected future effective tax rate.
Forward-looking statements are not historical facts but instead express only management’s beliefs regarding future results or events, many of which, by their nature, are inherently uncertain and outside of management’s control. It is possible that actual results and outcomes may differ, possibly materially, from the anticipated results or outcomes indicated in these forward-looking statements. Risks, uncertainties and other factors that could cause the actual results to differ materially from the statements, include, but are not limited to future legislative changes to the taxes imposed upon Nicolet. Additional factors which could affect the forward looking statements can be found in Nicolet’s 2022 Annual Report on Form 10-K, as well subsequent filings with the SEC and are available on the SEC’s website at www.sec.gov.
Any forward-looking statements included in this press release are made as of the date hereof and are based on information available to management at that time. Except as required by law, Nicolet disclaims any obligation to update or revise any forward-looking statement contained in this press release to reflect new information or events or circumstances that occur after the date the forward-looking statements were made.
| Nicolet Bankshares, Inc. | |||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Consolidated Balance Sheets (Unaudited) | |||||||||||||||||||||
| (In thousands, except share data) | 9/30/2023 | 6/30/2023 | 3/31/2023 | 12/31/2022 | 9/30/2022 | ||||||||||||||||
| Assets | |||||||||||||||||||||
| Cash and due from banks | $ | 109,414 | $ | 122,021 | $ | 93,462 | $ | 121,211 | $ | 118,537 | |||||||||||
| Interest-earning deposits | 436,466 | 383,185 | 20,718 | 33,512 | 319,745 | ||||||||||||||||
| Cash and cash equivalents | 545,880 | 505,206 | 114,180 | 154,723 | 438,282 | ||||||||||||||||
| Certificates of deposit in other banks | 7,598 | 9,808 | 11,293 | 12,518 | 13,510 | ||||||||||||||||
| Securities available for sale, at fair value | 793,826 | 921,108 | 1,023,176 | 917,618 | 949,597 | ||||||||||||||||
| Securities held to maturity, at amortized cost | — | — | — | 679,128 | 686,424 | ||||||||||||||||
| Other investments | 58,367 | 57,578 | 57,482 | 65,286 | 79,279 | ||||||||||||||||
| Loans held for sale | 6,500 | 3,849 | 4,962 | 1,482 | 3,709 | ||||||||||||||||
| Loans | 6,239,257 | 6,222,776 | 6,223,732 | 6,180,499 | 5,984,437 | ||||||||||||||||
| Allowance for credit losses - loans | (63,160) | (62,811) | (62,412) | (61,829) | (60,348) | ||||||||||||||||
| Loans, net | 6,176,097 | 6,159,965 | 6,161,320 | 6,118,670 | 5,924,089 | ||||||||||||||||
| Premises and equipment, net | 117,744 | 117,278 | 112,569 | 108,956 | 106,648 | ||||||||||||||||
| Bank owned life insurance (“BOLI”) | 168,223 | 167,192 | 166,107 | 165,137 | 165,166 | ||||||||||||||||
| Goodwill and other intangibles, net | 396,208 | 398,194 | 400,277 | 402,438 | 407,117 | ||||||||||||||||
| Accrued interest receivable and other assets | 145,719 | 142,450 | 140,988 | 138,013 | 122,095 | ||||||||||||||||
| Total assets | $ | 8,416,162 | $ | 8,482,628 | $ | 8,192,354 | $ | 8,763,969 | $ | 8,895,916 | |||||||||||
| Liabilities and Stockholders' Equity | |||||||||||||||||||||
| Liabilities: | |||||||||||||||||||||
| Noninterest-bearing demand deposits | $ | 2,020,074 | $ | 2,059,939 | $ | 2,094,623 | $ | 2,361,816 | $ | 2,477,507 | |||||||||||
| Interest-bearing deposits | 5,162,314 | 5,138,665 | 4,833,956 | 4,817,105 | 4,918,395 | ||||||||||||||||
| Total deposits | 7,182,388 | 7,198,604 | 6,928,579 | 7,178,921 | 7,395,902 | ||||||||||||||||
| Short-term borrowings | — | 50,000 | 50,000 | 317,000 | 280,000 | ||||||||||||||||
| Long-term borrowings | 197,754 | 197,577 | 197,448 | 225,342 | 225,236 | ||||||||||||||||
| Accrued interest payable and other liabilities | 61,559 | 58,809 | 54,535 | 70,177 | 56,315 | ||||||||||||||||
| Total liabilities | 7,441,701 | 7,504,990 | 7,230,562 | 7,791,440 | 7,957,453 | ||||||||||||||||
| Stockholders' Equity: | |||||||||||||||||||||
| Common stock | 147 | 147 | 147 | 147 | 147 | ||||||||||||||||
| Additional paid-in capital | 626,348 | 624,897 | 623,746 | 621,988 | 620,392 | ||||||||||||||||
| Retained earnings | 431,317 | 417,863 | 398,966 | 407,864 | 380,263 | ||||||||||||||||
| Accumulated other comprehensive income (loss) | (83,351) | (65,269) | (61,067) | (57,470) | (62,339) | ||||||||||||||||
| Total stockholders' equity | 974,461 | 977,638 | 961,792 | 972,529 | 938,463 | ||||||||||||||||
| Total liabilities and stockholders' equity | $ | 8,416,162 | $ | 8,482,628 | $ | 8,192,354 | $ | 8,763,969 | $ | 8,895,916 | |||||||||||
| Common shares outstanding | 14,757,565 | 14,717,938 | 14,698,265 | 14,690,614 | 14,673,197 | ||||||||||||||||
| Nicolet Bankshares, Inc. | |||||||||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | |||||||
| Consolidated Statements of Income (Loss) (Unaudited) | |||||||||||||||||||||
| For the Three Months Ended | For the Nine Months Ended | ||||||||||||||||||||
| (In thousands, except per share data) | 9/30/2023 | 6/30/2023 | 3/31/2023 | 12/31/2022 | 9/30/2022 | 9/30/2023 | 9/30/2022 | ||||||||||||||
| Interest income: | |||||||||||||||||||||
| Loans, including loan fees | $ | 87,657 | $ | 84,091 | $ | 79,142 | $ | 76,367 | $ | 63,060 | $ | 250,890 | $ | 167,313 | |||||||
| Taxable investment securities | 4,351 | 4,133 | 4,961 | 5,771 | 5,350 | 13,445 | 15,612 | ||||||||||||||
| Tax-exempt investment securities | 1,424 | 1,476 | 1,737 | 1,915 | 1,181 | 4,637 | 2,503 | ||||||||||||||
| Other interest income | 6,452 | 2,357 | 1,536 | 1,703 | 1,127 | 10,345 | 2,734 | ||||||||||||||
| Total interest income | 99,884 | 92,057 | 87,376 | 85,756 | 70,718 | 279,317 | 188,162 | ||||||||||||||
| Interest expense: | |||||||||||||||||||||
| Deposits | 34,964 | 29,340 | 24,937 | 12,512 | 4,638 | 89,241 | 9,240 | ||||||||||||||
| Short-term borrowings | 474 | 1,108 | 3,212 | 2,624 | 594 | 4,794 | 622 | ||||||||||||||
| Long-term borrowings | 2,972 | 2,570 | 2,506 | 2,528 | 2,496 | 8,048 | 6,431 | ||||||||||||||
| Total interest expense | 38,410 | 33,018 | 30,655 | 17,664 | 7,728 | 102,083 | 16,293 | ||||||||||||||
| Net interest income | 61,474 | 59,039 | 56,721 | 68,092 | 62,990 | 177,234 | 171,869 | ||||||||||||||
| Provision for credit losses | 450 | 450 | 3,090 | 1,850 | 8,600 | 3,990 | 9,650 | ||||||||||||||
| Net interest income after provision for credit losses | 61,024 | 58,589 | 53,631 | 66,242 | 54,390 | 173,244 | 162,219 | ||||||||||||||
| Noninterest income: | |||||||||||||||||||||
| Wealth management fee income | 6,057 | 5,870 | 5,512 | 5,170 | 5,009 | 17,439 | 15,700 | ||||||||||||||
| Mortgage income, net | 2,020 | 1,822 | 1,466 | 1,311 | 1,728 | 5,308 | 7,186 | ||||||||||||||
| Service charges on deposit accounts | 1,492 | 1,529 | 1,480 | 1,502 | 1,589 | 4,501 | 4,602 | ||||||||||||||
| Card interchange income | 3,321 | 3,331 | 3,033 | 3,100 | 3,012 | 9,685 | 8,543 | ||||||||||||||
| BOLI income | 1,090 | 1,073 | 1,200 | 1,151 | 966 | 3,363 | 2,667 | ||||||||||||||
| Asset gains (losses), net | 31 | (318) | (38,468) | 260 | (46) | (38,755) | 2,870 | ||||||||||||||
| Deferred compensation plan asset market valuations | (457) | 499 | 946 | 314 | (571) | 988 | (2,354) | ||||||||||||||
| LSR income, net | 1,108 | 1,135 | 1,155 | (324) | (517) | 3,398 | (1,042) | ||||||||||||||
| Other noninterest income | 1,879 | 1,900 | 1,832 | 2,362 | 1,830 | 5,611 | 4,902 | ||||||||||||||
| Total noninterest income | 16,541 | 16,841 | (21,844) | 14,846 | 13,000 | 11,538 | 43,074 | ||||||||||||||
| Noninterest expense: | |||||||||||||||||||||
| Personnel expense | 23,944 | 23,900 | 24,328 | 23,705 | 24,136 | 72,172 | 65,008 | ||||||||||||||
| Occupancy, equipment and office | 9,027 | 8,845 | 8,783 | 8,246 | 7,641 | 26,655 | 21,476 | ||||||||||||||
| Business development and marketing | 1,869 | 1,946 | 2,121 | 2,303 | 2,281 | 5,936 | 6,169 | ||||||||||||||
| Data processing | 4,643 | 4,218 | 3,988 | 3,871 | 3,664 | 12,849 | 10,647 | ||||||||||||||
| Intangibles amortization | 1,986 | 2,083 | 2,161 | 2,217 | 1,628 | 6,230 | 4,399 | ||||||||||||||
| FDIC assessments | 1,500 | 1,009 | 540 | 480 | 480 | 3,049 | 1,440 | ||||||||||||||
| Merger-related expense | — | 26 | 163 | 492 | 519 | 189 | 1,172 | ||||||||||||||
| Other noninterest expense | 2,769 | 2,930 | 2,791 | 2,675 | 2,218 | 8,490 | 6,344 | ||||||||||||||
| Total noninterest expense | 45,738 | 44,957 | 44,875 | 43,989 | 42,567 | 135,570 | 116,655 | ||||||||||||||
| Income (loss) before income tax expense | 31,827 | 30,473 | (13,088) | 37,099 | 24,823 | 49,212 | 88,638 | ||||||||||||||
| Income tax expense (benefit) | 14,669 | 7,878 | (4,190) | 9,498 | 6,313 | 18,357 | 21,979 | ||||||||||||||
| Net income (loss) | $ | 17,158 | $ | 22,595 | $ | (8,898) | $ | 27,601 | $ | 18,510 | $ | 30,855 | $ | 66,659 | |||||||
| Earnings (loss) per common share: | |||||||||||||||||||||
| Basic | $ | 1.16 | $ | 1.54 | $ | (0.61) | $ | 1.88 | $ | 1.33 | $ | 2.10 | $ | 4.88 | |||||||
| Diluted | $ | 1.14 | $ | 1.51 | $ | (0.61) | $ | 1.83 | $ | 1.29 | $ | 2.05 | $ | 4.72 | |||||||
| Common shares outstanding: | |||||||||||||||||||||
| Basic weighted average | 14,740 | 14,711 | 14,694 | 14,685 | 13,890 | 14,716 | 13,648 | ||||||||||||||
| Diluted weighted average | 15,100 | 14,960 | 14,694 | 15,110 | 14,310 | 15,044 | 14,127 | ||||||||||||||
| Nicolet Bankshares, Inc. | |||||||||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Consolidated Financial Summary (Unaudited) | |||||||||||||||||||||
| For the Three Months Ended | For the Nine Months Ended | ||||||||||||||||||||
| (In thousands, except share & per share data) | 9/30/2023 | 6/30/2023 | 3/31/2023 | 12/31/2022 | 9/30/2022 | 9/30/2023 | 9/30/2022 | ||||||||||||||
| Selected Average Balances: | |||||||||||||||||||||
| Loans | $ | 6,230,336 | $ | 6,237,757 | $ | 6,201,780 | $ | 6,087,146 | $ | 5,391,258 | $ | 6,223,396 | $ | 4,975,432 | |||||||
| Investment securities | 962,607 | 1,068,144 | 1,508,535 | 1,701,531 | 1,625,453 | 1,177,762 | 1,591,551 | ||||||||||||||
| Interest-earning assets | 7,676,895 | 7,497,935 | 7,830,590 | 7,963,485 | 7,161,120 | 7,667,911 | 6,818,966 | ||||||||||||||
| Cash and cash equivalents | 513,250 | 203,883 | 127,726 | 179,381 | 167,550 | 283,032 | 316,381 | ||||||||||||||
| Goodwill and other intangibles, net | 397,052 | 399,080 | 401,212 | 403,243 | 363,211 | 399,100 | 346,488 | ||||||||||||||
| Total assets | 8,417,456 | 8,228,600 | 8,570,623 | 8,688,741 | 7,856,131 | 8,404,999 | 7,550,894 | ||||||||||||||
| Deposits | 7,156,577 | 6,941,037 | 7,060,262 | 7,222,415 | 6,643,247 | 7,052,978 | 6,408,863 | ||||||||||||||
| Interest-bearing liabilities | 5,385,292 | 5,212,285 | 5,391,107 | 5,262,278 | 4,730,209 | 5,329,540 | 4,613,360 | ||||||||||||||
| Stockholders’ equity (common) | 983,133 | 967,142 | 970,108 | 954,970 | 890,205 | 973,509 | 863,272 | ||||||||||||||
| Selected Ratios: (1) | |||||||||||||||||||||
| Book value per common share | $ | 66.03 | $ | 66.42 | $ | 65.44 | $ | 66.20 | $ | 63.96 | $ | 66.03 | $ | 63.96 | |||||||
| Tangible book value per common share (2) | $ | 39.18 | $ | 39.37 | $ | 38.20 | $ | 38.81 | $ | 36.21 | $ | 39.18 | $ | 36.21 | |||||||
| Return on average assets | 0.81 | % | 1.10 | % | (0.42) | % | 1.26 | % | 0.93 | % | 0.49 | % | 1.18 | % | |||||||
| Return on average common equity | 6.92 | 9.37 | (3.72) | 11.47 | 8.25 | 4.24 | 10.32 | ||||||||||||||
| Return on average tangible common equity (2) | 11.62 | 15.95 | (6.34) | 19.85 | 13.93 | 7.18 | 17.25 | ||||||||||||||
| Average equity to average assets | 11.68 | 11.75 | 11.32 | 10.99 | 11.33 | 11.58 | 11.43 | ||||||||||||||
| Stockholders’ equity to assets | 11.58 | 11.53 | 11.74 | 11.10 | 10.55 | 11.58 | 10.55 | ||||||||||||||
| Tangible common equity to tangible assets (2) | 7.21 | 7.17 | 7.21 | 6.82 | 6.26 | 7.21 | 6.26 | ||||||||||||||
| Net interest margin | 3.16 | 3.14 | 2.91 | 3.39 | 3.48 | 3.07 | 3.36 | ||||||||||||||
| Efficiency ratio | 58.27 | 58.60 | 60.69 | 52.79 | 55.62 | 59.16 | 54.68 | ||||||||||||||
| Effective tax rate | 46.09 | 25.85 | 32.01 | 25.60 | 25.43 | 37.30 | 24.80 | ||||||||||||||
| Selected Asset Quality Information: | |||||||||||||||||||||
| Nonaccrual loans | $ | 29,507 | $ | 25,278 | $ | 38,895 | $ | 38,080 | $ | 38,326 | $ | 29,507 | $ | 38,326 | |||||||
| Other real estate owned - closed branches | 884 | 958 | 1,347 | 1,347 | 1,506 | 884 | 1,506 | ||||||||||||||
| Other real estate owned | 1,147 | 520 | 628 | 628 | 628 | 1,147 | 628 | ||||||||||||||
| Nonperforming assets | $ | 31,538 | $ | 26,756 | $ | 40,870 | $ | 40,055 | $ | 40,460 | $ | 31,538 | $ | 40,460 | |||||||
| Net loan charge-offs (recoveries) | $ | 101 | $ | 51 | $ | 167 | $ | 597 | $ | 216 | $ | 319 | $ | 133 | |||||||
| Allowance for credit losses-loans to loans | 1.01 | % | 1.01 | % | 1.00 | % | 1.00 | % | 1.01 | % | 1.01 | % | 1.01 | % | |||||||
| Net loan charge-offs to average loans (1) | 0.01 | 0.01 | 0.01 | 0.04 | 0.02 | 0.01 | 0.00 | ||||||||||||||
| Nonperforming loans to total loans | 0.47 | 0.41 | 0.62 | 0.62 | 0.64 | 0.47 | 0.64 | ||||||||||||||
| Nonperforming assets to total assets | 0.37 | 0.32 | 0.50 | 0.46 | 0.45 | 0.37 | 0.45 | ||||||||||||||
| Stock Repurchase Information: | |||||||||||||||||||||
| Common stock repurchased (dollars) (3) | $ | — | $ | 1,519 | $ | — | $ | 786 | $ | — | $ | 1,519 | $ | 60,697 | |||||||
| Common stock repurchased (full shares) (3) | — | 26,853 | — | 10,000 | — | 26,853 | 661,662 |
(1)Income statement-related ratios for partial-year periods are annualized.
(2)See Reconciliation of Non-GAAP Financial Measures below for a reconciliation of these financial measures.
(3)Reflects common stock repurchased under board of director authorizations for the common stock repurchase program.
| Nicolet Bankshares, Inc. | ||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Consolidated Loan & Deposit Metrics (Unaudited) | ||||||||||||||||||
| (In thousands) | 9/30/2023 | 6/30/2023 | 3/31/2023 | 12/31/2022 | 9/30/2022 | |||||||||||||
| Period End Loan Composition | ||||||||||||||||||
| Commercial & industrial | $ | 1,237,789 | $ | 1,318,567 | $ | 1,330,052 | $ | 1,304,819 | $ | 1,268,252 | ||||||||
| Owner-occupied commercial real estate (“CRE”) | 971,397 | 969,202 | 969,064 | 954,599 | 954,933 | |||||||||||||
| Agricultural | 1,108,261 | 1,068,999 | 1,065,909 | 1,088,607 | 1,017,498 | |||||||||||||
| Commercial | 3,317,447 | 3,356,768 | 3,365,025 | 3,348,025 | 3,240,683 | |||||||||||||
| CRE investment | 1,130,938 | 1,108,692 | 1,146,388 | 1,149,949 | 1,132,951 | |||||||||||||
| Construction & land development | 326,747 | 337,389 | 333,370 | 318,600 | 306,446 | |||||||||||||
| Commercial real estate | 1,457,685 | 1,446,081 | 1,479,758 | 1,468,549 | 1,439,397 | |||||||||||||
| Commercial-based loans | 4,775,132 | 4,802,849 | 4,844,783 | 4,816,574 | 4,680,080 | |||||||||||||
| Residential construction | 76,289 | 108,095 | 134,782 | 114,392 | 101,286 | |||||||||||||
| Residential first mortgage | 1,136,748 | 1,072,609 | 1,014,166 | 1,016,935 | 970,384 | |||||||||||||
| Residential junior mortgage | 195,432 | 184,873 | 177,026 | 177,332 | 176,428 | |||||||||||||
| Residential real estate | 1,408,469 | 1,365,577 | 1,325,974 | 1,308,659 | 1,248,098 | |||||||||||||
| Retail & other | 55,656 | 54,350 | 52,975 | 55,266 | 56,259 | |||||||||||||
| Retail-based loans | 1,464,125 | 1,419,927 | 1,378,949 | 1,363,925 | 1,304,357 | |||||||||||||
| Total loans | $ | 6,239,257 | $ | 6,222,776 | $ | 6,223,732 | $ | 6,180,499 | $ | 5,984,437 | ||||||||
| Period End Deposit Composition | ||||||||||||||||||
| Noninterest-bearing demand | $ | 2,020,074 | $ | 2,059,939 | $ | 2,094,623 | $ | 2,361,816 | $ | 2,477,507 | ||||||||
| Interest-bearing demand | 955,746 | 1,030,919 | 1,138,415 | 1,279,850 | 1,242,961 | |||||||||||||
| Money market | 1,933,227 | 1,835,523 | 1,886,879 | 1,707,619 | 1,769,444 | |||||||||||||
| Savings | 789,045 | 821,803 | 865,824 | 931,417 | 939,832 | |||||||||||||
| Time | 1,484,296 | 1,450,420 | 942,838 | 898,219 | 966,158 | |||||||||||||
| Total deposits | $ | 7,182,388 | $ | 7,198,604 | $ | 6,928,579 | $ | 7,178,921 | $ | 7,395,902 | ||||||||
| Brokered transaction accounts | $ | 146,517 | $ | 173,107 | $ | 233,393 | $ | 252,829 | $ | 252,891 | ||||||||
| Brokered time deposits | 457,433 | 566,405 | 289,181 | 339,066 | 386,101 | |||||||||||||
| Total brokered deposits | $ | 603,950 | $ | 739,512 | $ | 522,574 | $ | 591,895 | $ | 638,992 | ||||||||
| Customer transaction accounts | $ | 5,551,575 | $ | 5,575,077 | $ | 5,752,348 | $ | 6,027,873 | $ | 6,176,853 | ||||||||
| Customer time deposits | 1,026,863 | 884,015 | 653,657 | 559,153 | 580,057 | |||||||||||||
| Total customer deposits (core) | $ | 6,578,438 | $ | 6,459,092 | $ | 6,406,005 | $ | 6,587,026 | $ | 6,756,910 | ||||||||
| Nicolet Bankshares, Inc. | ||||||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Net Interest Income and Net Interest Margin Analysis (Unaudited) | ||||||||||||||||||
| For the Three Months Ended | ||||||||||||||||||
| September 30, 2023 | June 30, 2023 | September 30, 2022 | ||||||||||||||||
| Average | Average | Average | Average | Average | Average | |||||||||||||
| (In thousands) | Balance | Interest | Rate | Balance | Interest | Rate | Balance | Interest | Rate | |||||||||
| ASSETS | ||||||||||||||||||
| Total loans (1) (2) | $ | 6,230,336 | $ | 87,701 | 5.54 | % | $ | 6,237,757 | $ | 84,132 | 5.35 | % | $ | 5,391,258 | $ | 63,095 | 4.60 | % |
| Investment securities (2) | 962,607 | 6,235 | 2.59 | % | 1,068,144 | 6,094 | 2.28 | % | 1,625,453 | 6,989 | 1.72 | % | ||||||
| Other interest-earning assets | 483,952 | 6,452 | 5.23 | % | 192,034 | 2,357 | 4.87 | % | 144,409 | 1,127 | 3.09 | % | ||||||
| Total interest-earning assets | 7,676,895 | $ | 100,388 | 5.15 | % | 7,497,935 | $ | 92,583 | 4.90 | % | 7,161,120 | $ | 71,211 | 3.91 | % | |||
| Other assets, net | 740,561 | 730,665 | 695,011 | |||||||||||||||
| Total assets | $ | 8,417,456 | $ | 8,228,600 | $ | 7,856,131 | ||||||||||||
| LIABILITIES AND STOCKHOLDERS' EQUITY | ||||||||||||||||||
| Interest-bearing core deposits | $ | 4,491,858 | $ | 27,628 | 2.44 | % | $ | 4,278,502 | $ | 22,728 | 2.13 | % | $ | 3,974,448 | $ | 3,353 | 0.33 | % |
| Brokered deposits | 651,745 | 7,336 | 4.47 | % | 640,643 | 6,612 | 4.14 | % | 468,010 | 1,285 | 1.09 | % | ||||||
| Total interest-bearing deposits | 5,143,603 | 34,964 | 2.70 | % | 4,919,145 | 29,340 | 2.39 | % | 4,442,458 | 4,638 | 0.41 | % | ||||||
| Wholesale funding | 241,689 | 3,446 | 5.58 | % | 293,140 | 3,678 | 4.96 | % | 287,751 | 3,090 | 4.25 | % | ||||||
| Total interest-bearing liabilities | 5,385,292 | $ | 38,410 | 2.83 | % | 5,212,285 | $ | 33,018 | 2.54 | % | 4,730,209 | $ | 7,728 | 0.65 | % | |||
| Noninterest-bearing demand deposits | 2,012,974 | 2,021,892 | 2,200,789 | |||||||||||||||
| Other liabilities | 36,057 | 27,281 | 34,928 | |||||||||||||||
| Stockholders' equity | 983,133 | 967,142 | 890,205 | |||||||||||||||
| Total liabilities and stockholders' equity | $ | 8,417,456 | $ | 8,228,600 | $ | 7,856,131 | ||||||||||||
| Net interest income and rate spread | $ | 61,978 | 2.32 | % | $ | 59,565 | 2.36 | % | $ | 63,483 | 3.26 | % | ||||||
| Net interest margin | 3.16 | % | 3.14 | % | 3.48 | % | ||||||||||||
| Loan purchase accounting accretion (3) | $ | 1,637 | 0.10 | % | $ | 1,636 | 0.10 | % | $ | 1,075 | 0.05 | % | ||||||
| For the Nine Months Ended | ||||||||||||||||||
| September 30, 2023 | September 30, 2022 | |||||||||||||||||
| Average | Average | Average | Average | |||||||||||||||
| (In thousands) | Balance | Interest | Rate | Balance | Interest | Rate | ||||||||||||
| ASSETS | ||||||||||||||||||
| Total loans (1) (2) | $ | 6,223,396 | $ | 251,019 | 5.33 | % | $ | 4,975,432 | $ | 167,413 | 4.45 | % | ||||||
| Investment securities (2) | 1,177,762 | 19,575 | 2.22 | % | 1,591,551 | 19,273 | 1.62 | % | ||||||||||
| Other interest-earning assets | 266,753 | 10,345 | 5.13 | % | 251,983 | 2,734 | 1.44 | % | ||||||||||
| Total interest-earning assets | 7,667,911 | $ | 280,939 | 4.85 | % | 6,818,966 | $ | 189,420 | 3.67 | % | ||||||||
| Other assets, net | 737,088 | 731,928 | ||||||||||||||||
| Total assets | $ | 8,404,999 | $ | 7,550,894 | ||||||||||||||
| LIABILITIES AND STOCKHOLDERS' EQUITY | ||||||||||||||||||
| Interest-bearing core deposits | $ | 4,365,843 | $ | 69,943 | 2.14 | % | $ | 3,923,687 | $ | 6,846 | 0.23 | % | ||||||
| Brokered deposits | 619,870 | 19,298 | 4.16 | % | 450,311 | 2,394 | 0.71 | % | ||||||||||
| Total interest-bearing deposits | 4,985,713 | 89,241 | 2.39 | % | 4,373,998 | 9,240 | 0.28 | % | ||||||||||
| Wholesale funding | 343,827 | 12,842 | 4.93 | % | 239,362 | 7,053 | 3.91 | % | ||||||||||
| Total interest-bearing liabilities | 5,329,540 | $ | 102,083 | 2.56 | % | 4,613,360 | $ | 16,293 | 0.47 | % | ||||||||
| Noninterest-bearing demand deposits | 2,067,265 | 2,034,865 | ||||||||||||||||
| Other liabilities | 34,685 | 39,397 | ||||||||||||||||
| Stockholders' equity | 973,509 | 863,272 | ||||||||||||||||
| Total liabilities and stockholders' equity | $ | 8,404,999 | $ | 7,550,894 | ||||||||||||||
| Net interest income and rate spread | $ | 178,856 | 2.29 | % | $ | 173,127 | 3.20 | % | ||||||||||
| Net interest margin | 3.07 | % | 3.36 | % | ||||||||||||||
| Loan purchase accounting accretion (3) | $ | 4,908 | 0.10 | % | $ | 2,636 | 0.06 | % |
(1) Nonaccrual loans and loans held for sale are included in the daily average loan balances outstanding.
(2) The yield on tax-exempt loans and tax-exempt investment securities is computed on a tax-equivalent basis using a federal tax rate of 21%, and adjusted for the disallowance of interest expense.
(3) Loan purchase accounting accretion included in Total loans above, and the related impact to net interest margin.
| Nicolet Bankshares, Inc. | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Reconciliation of Non-GAAP Financial Measures (Unaudited) | ||||||||||||||
| At or for the Three Months Ended | At or for the Nine Months Ended | |||||||||||||
| (In thousands, except per share data) | 9/30/2023 | 6/30/2023 | 3/31/2023 | 12/31/2022 | 9/30/2022 | 9/30/2023 | 9/30/2022 | |||||||
| Adjusted net income (loss) reconciliation: (1) | ||||||||||||||
| Net income (loss) (GAAP) | $ | 17,158 | $ | 22,595 | $ | (8,898) | $ | 27,601 | $ | 18,510 | $ | 30,855 | $ | 66,659 |
| Adjustments: | ||||||||||||||
| Provision expense (2) | — | — | 2,340 | — | 8,000 | 2,340 | 8,000 | |||||||
| Assets (gains) losses, net | (31) | 318 | 38,468 | (260) | 46 | 38,755 | (2,870) | |||||||
| Merger-related expense | — | 26 | 163 | 492 | 519 | 189 | 1,172 | |||||||
| Adjustments subtotal | (31) | 344 | 40,971 | 232 | 8,565 | 41,284 | 6,302 | |||||||
| Tax on Adjustments (3) | (6) | 86 | 10,243 | 58 | 2,141 | 8,050 | 1,576 | |||||||
| Tax - Wisconsin Tax Law Change | 6,151 | — | — | — | — | 9,118 | — | |||||||
| Adjusted net income (Non-GAAP) | $ | 23,284 | $ | 22,853 | $ | 21,830 | $ | 27,775 | $ | 24,934 | $ | 73,207 | $ | 71,386 |
| Diluted earnings (loss) per common share: | ||||||||||||||
| Diluted earnings (loss) per common share (GAAP) | $ | 1.14 | $ | 1.51 | $ | (0.61) | $ | 1.83 | $ | 1.29 | $ | 2.05 | $ | 4.72 |
| Adjusted Diluted earnings per common share (Non-GAAP) | $ | 1.54 | $ | 1.53 | $ | 1.45 | $ | 1.84 | $ | 1.74 | $ | 4.87 | $ | 5.05 |
| Tangible assets: (4) | ||||||||||||||
| Total assets | $ | 8,416,162 | $ | 8,482,628 | $ | 8,192,354 | $ | 8,763,969 | $ | 8,895,916 | ||||
| Goodwill and other intangibles, net | 396,208 | 398,194 | 400,277 | 402,438 | 407,117 | |||||||||
| Tangible assets | $ | 8,019,954 | $ | 8,084,434 | $ | 7,792,077 | $ | 8,361,531 | $ | 8,488,799 | ||||
| Tangible common equity: (4) | ||||||||||||||
| Stockholders’ equity (common) | $ | 974,461 | $ | 977,638 | $ | 961,792 | $ | 972,529 | $ | 938,463 | ||||
| Goodwill and other intangibles, net | 396,208 | 398,194 | 400,277 | 402,438 | 407,117 | |||||||||
| Tangible common equity | $ | 578,253 | $ | 579,444 | $ | 561,515 | $ | 570,091 | $ | 531,346 | ||||
| Tangible average common equity: (4) | ||||||||||||||
| Average stockholders’ equity (common) | $ | 983,133 | $ | 967,142 | $ | 970,108 | $ | 954,970 | $ | 890,205 | $ | 973,509 | $ | 863,272 |
| Average goodwill and other intangibles, net | 397,052 | 399,080 | 401,212 | 403,243 | 363,211 | 399,100 | 346,488 | |||||||
| Average tangible common equity | $ | 586,081 | $ | 568,062 | $ | 568,896 | $ | 551,727 | $ | 526,994 | $ | 574,409 | $ | 516,784 |
Note: Numbers may not sum due to rounding.
(1)The adjusted net income measure and related reconciliation provide information useful to investors in understanding the operating performance and trends of Nicolet and also to aid investors in the comparison of Nicolet’s financial performance to the financial performance of peer banks.
(2)Provision expense for 2023 is attributable to the expected loss on our investment in Signature Bank sub debt, and the provision expense for 2022 is attributable to the Day 2 allowance from the acquisition of Charter Bankshares, Inc.
(3)The effective tax rate for periods prior to the July 1, 2023, effective date of the Wisconsin tax law change assumed an effective tax rate of 25%, and periods subsequent to the effective date assumed an effective tax rate of 19.5%.
(4)The ratios of tangible book value per common share, return on average tangible common equity, and tangible common equity to tangible assets exclude goodwill and other intangibles, net. These financial ratios have been included as they are considered to be critical metrics with which to analyze and evaluate financial condition and capital strength.
9