Bancorp. of Southern Indiana Annual Report

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1 Bancorp. of Southern Indiana 2017 Annual Report

2 Message To Shareholders I am pleased to report that 2017 proved to be a very eventful year that resulted in sound financial performance. As many of you know, after being at the helm of Bancorp. of Southern Indiana (BSI) and Jackson County Bank (JCB) for nearly 37 years, Dave Geis retired on April 28, I had the privilege of working closely with Dave for the last 15 years and want to personally thank him for his mentoring and guidance. His leadership of the organization was very instrumental in the growth and success of BSI and JCB, which was to the benefit of our shareholders, employees, customers and communities. I am truly honored to serve as only the ninth president of JCB in its nearly 118-year history. I look forward to upholding the principles and values of JCB and embrace the opportunity to lead this organization. May 15th marked JCB s formal entrance into the Monroe County market with the opening of JCB s Loan and Financial Center located at 17th and College Avenue. JCB had established its lending presence in that market in 2010 with a boots on the ground approach. That success and future growth opportunities were important factors in JCB making a commitment to the community by establishing a physical location. Nearly two months later on July 10th, JCB proudly opened its doors in Columbus to the new Central Avenue Banking Center. The new full-service state-of-the-art banking center provides greater conveniences and also is home to dedicated commercial and mortgage lending officers, as well as a licensed investment representative so that JCB can better serve our customers. JCB is continually committed to providing products and services that enhance our customers banking experience. Two recent mobile enhancements include the CardValet app and Business Mobile Banking. These powerful online tools provide security and convenience and demonstrate JCB s commitment to meeting the needs of our customers. We also continue to invest in our organization s future, and are currently in the process of replacing our loan platform system with the goal of not only improving the customer experience, but also creating internal operational efficiencies. Further, JCB has replaced its traditional data lines with newer fiber optic technology in all locations. This will significantly increase the speed of communications and data transmission, as well as provide the necessary infrastructure for future technological advancements.

At December 31, 2017, BSI s total assets grew to $513,629,000, which was an increase of $16,416,000, or 3.3%.

Gross loans outstanding experienced an increase of $36,089,000 to end the year at $367,824,000.

Further funding the increase in outstanding loan balances were reductions in cash and cash equivalents, interest-bearing CDs with other financial institutions and securities held in the institution s

The aforementioned increase in outstanding loan balances resulted in an improvement in BSI s net interest income of approximately $1,484,000, or 11.7% over the prior year.

Offsetting these earning increases were increases in provision for loan loss expense, noninterest expense, and income tax expense.

$475,000, which was $75,000 higher than 2016. Noninterest expense increased $774,000, or 5.7%, in 2017.

3 At December 31, 2017, BSI s total assets grew to $513,629,000, which was an increase of $16,416,000, or 3.3%. This growth achieved during the year resulted in BSI eclipsing the $500 million mark for the first time in its history. Gross loans outstanding experienced an increase of $36,089,000 to end the year at $367,824,000. Partially funding this tremendous loan growth was an increase of approximately $14,022,000 in funding sources. Further funding the increase in outstanding loan balances were reductions in cash and cash equivalents, interest-bearing CDs with other financial institutions and securities held in the institution s investment portfolio. Consolidated net income for 2017 was $3,287,000, which was $75,000, or 2.3% higher than the $3,212,000 recorded in The aforementioned increase in outstanding loan balances resulted in an improvement in BSI s net interest income of approximately $1,484,000, or 11.7% over the prior year. Noninterest income increased $412,000, or 8.5% during the year, which was highlighted by the $223,000 increase in fiduciary income recorded. Offsetting these earning increases were increases in provision for loan loss expense, noninterest expense, and income tax expense. The growth in the outstanding loan balances also resulted in the need for management to increase the Allowance for Loan and Lease Losses; therefore, the 2017 provision for loan loss amounted to $475,000, which was $75,000 higher than Noninterest expense increased $774,000, or 5.7%, in The majority of this increase was a result of one-time costs associated with benefit obligations paid in connection with retirements of former employees, along with increased salaries and benefit costs associated with five staff additions made throughout the year. Income tax expense for 2017 was significantly higher than in past years primarily due to the Tax Cuts and Jobs Act signed into law on December 22nd by President Donald Trump. BSI, along with all other companies, was required to adjust all deferred tax assets and liabilities recorded on its books from the current statutory rate of 34% to the new 21% corporate tax rate. The result of this action was an approximate $690,000 increase to income tax expense, and accounted for approximately 71% of the year-over-year increase in income tax expense. Given the significance of this one-time charge, a summary has been provided near the end of this letter which attempts to illustrate the impact on select 2017 financial measurements. BSI s board of directors was pleased to increase the cash dividend to $0.94 for 2017, which resulted in a dividend payout ratio of 38.81%. The dividend yield for 2017 was 1.68%, which was significantly lower compared to the 2.85% in A major contributing factor in this difference was the beginning of the year market price of $56.00 was significantly higher compared to the beginning of the year market price of $32.67 that existed in BSI s asset quality continues to show improvement with nonperforming assets to total assets ending 2017 at 1.03%, compared to 1.82% at the end of Net loan losses also declined in 2017 to $60,000, which was $138,000 lower than the $198,000 posted in the prior year. Marvin S. Veatch, President 2017 ANNUAL REPORT // B A N C O R P. O F S O U T H E R N I N D I A N A BSI continues to maintain a strong capital position, with total capital amounting to $49,744,000 as of December 31, Likewise, JCB is considered to be a well-capitalized banking organization in accordance with regulatory standards. continued PAGE 3

4 2017 Results WITH Impact of New Tax Law Change Net income $3,287,000 $3,212,000 $ 75,000 ROAA 0.64% 0.63% 0.01% ROAE 6.61% 6.69% -0.08% EPS $ 2.42 $ 2.37 $ 0.05 Book Value $ $ $ 1.86 Price/Earnings 25.20% 23.63% 1.57% Price/Book % % 5.47% Dividend Payout 38.81% 39.29% -0.48% Dividend Yield 1.68% 2.85% -1.17% 2017 Results WITHOUT Impact of New Tax Law Change Net income $ 3,977,000 $3,212,000 $ 765,000 ROAA 0.77% 0.63% 0.14% ROAE 7.99% 6.69% 1.30% EPS $ 2.93 $ 2.37 $ 0.56 Book Value $ $ $ 2.37 Price/Earnings 20.82% 23.63% -2.81% Price/Book % % 3.18% Dividend Payout 32.08% 39.29% -7.21% Dividend Yield 1.68% 2.85% -1.17% I am very optimistic about what 2018 holds for BSI and JCB. Much work has been done in 2017 to position the organization well for growth in 2018 and beyond. Contributing to this optimism is JCB s continued robust loan demand, including loans that have closed and are waiting to be funded, along with those loans currently in the pipeline. The US economic outlook is healthy according to key economic indicators, including GDP growth, unemployment, inflation and interest rates. The Fed increased interest rates three times during 2017, and it is expected this trend will continue into As noted above, the one-time impact of the Tax Cuts and Jobs Act which was signed into law on December 22nd was significant, and to highlight the current year impact, above is a summary of select financial performance measures based on not only 2017 actual results, but also those results had the Tax Cuts and Jobs Act not been signed into law in Thank you to all of our stakeholders for your business, investment and confidence in BSI and JCB. We embrace our ongoing commitment to serve our shareholders, employees, customers and communities and are determined to be the community bank of choice in the markets we serve. Marvin S. Veatch President PAGE ANNUAL REPORT // BANCORP. OF SOUTHERN INDIANA

Meet the President Marvin Veatch was raised on his family s farm in Rush County, Indiana, and was instilled with a sense of personal responsibility and an ethic of hard work.

Farming was definitely a career option I considered, recalls Marvin, but I was intrigued by the corporate world and wanted to explore those potential opportunities.

My father and brother each served on the board of directors of local community banks, he said, which piqued my interest in the banking field.

Marvin s commitment to community extends beyond the bank to a long list of volunteer and community service roles including, but not limited to, Jackson County Industrial Development Corporation,

I ve learned from every volunteer role I have held, but the one that is most fulfilling to me is my service to the Boys & Girls Club.

The sense of fulfillment Marvin enjoys from his banking career still hinges on his involvement in the community. There will always be a place for a community bank, he said.

They are engaged and have a vested interest in the communities we serve. Marvin and his wife Beth quickly learned after moving to Seymour that community is supremely important.

5 Meet the President Marvin Veatch was raised on his family s farm in Rush County, Indiana, and was instilled with a sense of personal responsibility and an ethic of hard work. These traits have remained deeply ingrained in Marvin, and he continues to hold true to them at JCB to provide the best community banking experience for its customers. Farming was definitely a career option I considered, recalls Marvin, but I was intrigued by the corporate world and wanted to explore those potential opportunities. Those opportunities arose at a young age when Marvin gained banking experience during summer jobs while in college. My father and brother each served on the board of directors of local community banks, he said, which piqued my interest in the banking field. I quickly realized that banking was so much more than numbers. Banking is about the people in the communities they serve and helping them reach their financial goals. Marvin s commitment to community extends beyond the bank to a long list of volunteer and community service roles including, but not limited to, Jackson County Industrial Development Corporation, Seymour Rotary Club, and the Greater Seymour Chamber of Commerce, where he just finished up his stint as Board Chair. I ve learned from every volunteer role I have held, but the one that is most fulfilling to me is my service to the Boys & Girls Club. You can see the positive impact the Club has on a daily basis with kids engaged in fun and characterbuilding activities that will help them become productive and responsible citizens. The sense of fulfillment Marvin enjoys from his banking career still hinges on his involvement in the community. There will always be a place for a community bank, he said. Whether sponsoring a local little league team or partnering with non-profit organizations working to improve the community, you ll see that our team members are the ones that make things happen. They are engaged and have a vested interest in the communities we serve. Marvin and his wife Beth quickly learned after moving to Seymour that community is supremely important. There are so many wonderful people in Seymour and Jackson County, and we have been blessed to be able to raise our daughter, Katherine, in a community where people are genuine, friendly, and truly care. Despite his busy schedule, Marvin still finds time to follow IU athletics, the Indiana Pacers, Indianapolis Colts, and the Cincinnati Reds. While he also enjoys spending time on the golf course, his absolutely favorite past time is following his daughter Katherine s volleyball activities. Marvin Veatch with his wife Beth and daughter Katherine 2017 ANNUAL REPORT // B A N C O R P. O F S O U T H E R N I N D I A N A PAGE 5

6 CONSOLIDATED FINANCIAL HIGHLIGHTS (Dollar amounts in thousands except per share data) Operating Results: Percentage Change Net interest income $ 14,213 $ 12, % Noninterest income 5,284 4, % Noninterest expense 14,297 13, % Net income 3,287 3, % Cash dividends paid 1,276 1, % Return on average equity 6.61% 6.69% -1.20% Return on average assets 0.64% 0.63% 1.59% Per Share Data: Net income $ 2.42 $ % Dividends % Book value % Number of average shares outstanding 1,357,134 1,357, % Number of shares outstanding 1,357,134 1,357, % Number of stockholders % Year-End Totals: Assets $ 513,629 $ 497, % Deposits 415, , % Loans held-for-sale % Loans, net 364, , % Stockholders equity 49,744 47, % Averages: Assets $ 512,955 $ 506, % Deposits 409, , % Loans held-for-sale % Loans, net 347, , % Stockholders equity 49,726 48, % Asset Quality: Nonperforming assets / Assets 1.03% 1.82% % Nonperforming assets / Capital + Allowance 10.01% 18.14% % Allowance / Nonperforming loans 70.58% 50.59% 39.51% Additional financial information, including the audited consolidated financial statements, can be accessed at jcbank.com/know-jcb-bsi/bsi-investor-relations/financial-information PAGE ANNUAL REPORT // BANCORP. OF SOUTHERN INDIANA

7 FIVE YEAR SUMMARY Assets: (Dollar amounts in thousands except per share data) Cash and cash equivalents $ 9,636 $ 18,324 $ 53,071 $ 47,646 $ 28,463 Interest-bearing CDs with other financial institutions 18,321 21,293 21,270 11,960 6,360 Investments 92,945 98,472 85,955 74,947 86,397 Loans held-for-sale Loans, net 364, , , , ,421 Bank premises and equipment, net 7,153 5,131 6,319 4,284 4,314 Other assets 20,853 24,203 21,432 22,380 25,365 Total assets $ 513,629 $ 497,213 $ 494,909 $ 454,881 $ 440,850 Liabilities: Noninterest-bearing deposits $ 74,579 $ 67,278 $ 71,337 $ 64,946 $ 61,400 Interest-bearing deposits 341, , , , ,227 Total deposits 415, , , , ,627 Short-term borrowings 4,132 32,164 27,164 8,348 12,435 Long-term debt 39,000 40,000 44,000 43,000 45,000 Other liabilities 5,054 5,190 4,036 4,396 5,127 Total liabilities 463, , , , ,189 Stockholders equity 49,744 47,214 46,622 44,137 39,661 Total liabilities and stockholders equity $ 513,629 $ 497,213 $ 494,909 $ 454,881 $ 440,850 Summary of Operations: Interest income $ 16,753 $ 14,961 $ 14,116 $ 14,378 $ 15,063 Interest expense 2,540 2,232 2,294 2,357 2,435 Net interest income 14,213 12,729 11,822 12,021 12,628 Provision for loans losses (150) 925 Net interest income after provision for loan losses 13,738 12,329 11,722 12,171 11,703 Noninterest income 5,284 4,872 4,777 5,264 4,953 Noninterest expense 14,297 13,523 12,566 12,693 12,324 Income before income taxes 4,725 3,678 3,933 4,742 4,332 Provision for income taxes 1, Net income $ 3,287 $ 3,212 $ 3,260 $ 3,751 $ 3,512 Earnings per share $ 2.42 $ 2.37 $ 2.40 $ 2.76 $ 2.58 Cash dividends per share $ 0.94 $ 0.93 $ 0.93 $ 0.93 $ 0.83 Average shares outstanding 1,357,134 1,357,134 1,357,134 1,357,356 1,361, ANNUAL REPORT // BANCORP. OF SOUTHERN INDIANA PAGE 7

Retiring Director Retiring Director David L. Bottorﬀ JCB President Marvin S.

Bottorff retired from the BSI and JCB Board of Directors in January 2018.

name has been synonymous with JCB for many, many years.

tenure at the bank, including serving as bank president and chairman of the

Dave s contributions to BSI and JCB would most definitely make his father

Chairman of the Board Jim McCoy added, Dave s financial aptitude and corporate

into the organization it is today. Bottorff retired from Cummins, Inc.

During his time on the board, Dave served as Chairman of the Directors

8 Retiring Director Retiring Director David L. Bottorﬀ JCB President Marvin S. Veatch announced that David L. Bottorff retired from the BSI and JCB Board of Directors in January Veatch thanked Dave for his twenty years of service and stated, The Bottorff name has been synonymous with JCB for many, many years. Dave s father, Gerald Gebe Bottorff, worked in many capacities during his tenure at the bank, including serving as bank president and chairman of the board, and has the distinction of having served JCB for a total of 71 years. Dave s contributions to BSI and JCB would most definitely make his father proud. Chairman of the Board Jim McCoy added, Dave s financial aptitude and corporate experience that he brought to the board room was instrumental in shaping BSI into the organization it is today. Bottorff retired from Cummins, Inc., where he was Worldwide Distributor Business Unit Controller. During his time on the board, Dave served as Chairman of the Directors Financial Planning Committee and also served on the Audit, Human Resource and Investment Committees of JCB. Bottorff was unanimously voted as Director Emeritus by JCB s Board of Directors. PAGE ANNUAL REPORT // B A N C O R P. O F S O U T H E R N I N D I A N A

9 Board of Directors JOSEPH M. BLACK JR. Attorney, Standing Trustee, Chapters 12 and 13 for the Southern District of Indiana MARK A. DENNIS Founder and Principal Owner, Mark Dennis and Company, CPA Inc. WARREN L. FORGEY President and CEO, Schneck Medical Center DAVID M. GEIS President, Bancorp. of Southern Indiana (Retired) President and CEO, JCB (Retired) SUSAN G. JUDD Community Volunteer JAMES T. MCCOY Chairman of the Board, Bancorp. of Southern Indiana and JCB President, JayC Food Stores (Retired) MARSHALL E. ROYALTY Owner, Crane Hill Machine & Fabrication BRIAN P. RUSSELL President and Founder, Russell Development Company MARVIN S. VEATCH President, Bancorp. of Southern Indiana President and CEO, JCB Directors Emeriti DAVID L. BOTTORFF Worldwide Distributor Business Unit Controller, Cummins Inc. (Retired) JOHN D. BRITTON Seymour Community School Corp., Administrator (Retired) JAMES A. JOHNSON President, Midway Supply Corp. (Retired) CHARLES A. REBBER Former Chairman, Hoosier Parts Warehouse (Retired) 2017 ANNUAL REPORT // BANCORP. OF SOUTHERN INDIANA PAGE 9

10 Officers Officers of Bancorp. of Southern Indiana JAMES T. MCCOY Chairman of the Board of Directors MARVIN S. VEATCH President THOMAS F. CUTTER Vice President/Treasurer SUSAN E. HASKETT Vice President/Secretary Senior Leadership of JCB MARVIN S. VEATCH President, Chief Executive Officer THOMAS F. CUTTER Senior Vice President, Chief Financial Officer SUSAN E. HASKETT Senior Vice President, Chief Administrative Officer MARY ELLEN JAYNES Senior Vice President, Chief Credit Administration Officer JEFFREY B. NOLTING Senior Vice President, Chief Lending Officer Officers of JCB JIM D. GRAY, JR. Vice President, Commercial Banker, Treasury Management GARY E. GREEN Vice President, Information Systems DAVID W. KROMPHARDT Vice President, Area Executive Bartholomew County MARK J. MALONEY Vice President, Retail Lending HOLLY A. SIPE Vice President, Organizational Services GEORGE F. SPRAY Vice President, Investment Management and Trust Services MELODIE K. YARNELL Vice President, Risk, Compliance and Security JENNIFER L. AULT Assistant Vice President, Branch Administration and Service Delivery RICHARD A. BICKNELL Assistant Vice President, Retail Loan Officer JERI A. BURBRINK Assistant Vice President, Retail Loan Officer WILLIAM D. CLARK Assistant Vice President, Retail Loan Credit Officer DAVID A. ELLIS Assistant Vice President, Commercial Banker BRANDON L. HUNSLEY Assistant Vice President, Investment Management and Trust Services MARY ANNE JORDAN Assistant Vice President, Retail Loan Area Manager ELLEN L. MACY Assistant Vice President, Investment Management and Trust Services CHRISTOPHER R. MARKS Assistant Vice President, Information Security TIMOTHY G. RISEN Assistant Vice President, Commercial Banker MICHELLE K. SCHAEFER Assistant Vice President, Commercial Banker DIANA L. SCHRADER Assistant Vice President, Loan Operations LESLIE A. UNRUE Assistant Vice President, Deposit and Electronic Banking Operations PATRICK G. BALLARD Officer, JCB Investment Services BRIAN G. CHASTAIN Officer, Special Assets ROBIN E. COLLINGSWORTH Officer, Retail Loans JESSICA D. DICKEN Officer, Mortgage Loan Originator JOSEPH T. GREEN Officer, Facilities and Purchasing BRENDA JO HABENICHT Officer, Loan Production Office Leader CHRISTY A. HAVRANEK Officer, Mortgage Loan Originator SARA BEVERS HILDRETH Officer, Marketing JULIE A. KLOOTE Officer, Commercial Analyst PATRICK N.H. LECLAIRE Officer, Controller LINDA L. REICHENBACKER Officer, Trust Operations L. DARLENE SCHEPMAN Officer, Accounting KIM A. STEIN Officer, Internal Audit PAMELA V. STRINGER Officer, Retail Loan Underwriter SHARLA R. TODD Officer, Commercial Banker, Treasury Management AMANDA M. YOUNG Officer, Retail Loans PAGE ANNUAL REPORT // BANCORP. OF SOUTHERN INDIANA

12 Seymour 125 South Chestnut Street Seymour, Indiana (812) Columbus 400 Washington Street Columbus, Indiana (812) East Tipton Street Seymour, Indiana (812) West Jonathan Moore Pike Columbus, Indiana (812) West Tipton Street Seymour, Indiana (812) Central Avenue Columbus, Indiana (812) Brownstown 108 West Commerce Street Brownstown, Indiana (812) North Vernon 611 A North State Street North Vernon, Indiana (812) Bedford th Street Bedford, Indiana (812) Bloomington 1280 North College Avenue; Suite 4 Bloomington, Indiana (812) jcbank.com

LIFE. MADE AFFORDABLE. BUILDING NEW THE CHARTWAY

LIFE. MADE AFFORDABLE. BUILDING THE NEW CHARTWAY 2 0 1 8 A N N U A L R E P O R T OUR VISION SERVING OUR COMMUNITIES TO MAKE YOUR LIFE AFFORDABLE. OUR MISSION OUR VALUES THE CHARTWAY FAMILY OF MEMBERS AND