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): April 30, 2020

HBT FINANCIAL, INC.

(Exact name of registrant as specified in its charter)

 

(888) 897‑2276

(Registrant’s telephone number, including area code)

N/A

(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 ( see General Instruction A.2. below):

 

Securities registered pursuant to Section 12(b) of the Act:

 

 

 

 

 

Item 2.02 Results of Operations and Financial Condition.

On April 30, 2020, HBT Financial, Inc. (the “Company”) issued a press release announcing its financial results for the first quarter ended March 31, 2020 (the “Earnings Release”). A copy of the Earnings Release is furnished as Exhibit 99.1 to this Current Report on Form 8‑K (this “Report”).

The information set forth under Item 7.01 is also furnished pursuant to this Item 2.02.

Item 7.01.  Regulation FD Disclosure

On April 30, 2020, the Company made available on its website a slide presentation regarding the Company's response to the COVID-19 pandemic and providing supplemental information related to its loan portfolio and other financial data.  The slide presentation is furnished as Exhibit 99.2 to this Report.

The information contained in Items 2.02 and 7.01, including Exhibits 99.1  and 99.2 furnished herewith, shall not be deemed “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, nor shall it be deemed incorporated by reference into any registration statement or other documents pursuant to the Securities Act of 1933, as amended, or into any filing or other document pursuant to the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

 

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.

 

EXHIBIT 99.1

 

 

HBT FINANCIAL, INC. ANNOUNCES

FIRST QUARTER 2020 FINANCIAL RESULTS

 

First Quarter Highlights

(1) See "Reconciliation of Non-GAAP Financial Measures" below for reconciliation of non-GAAP financial measures to their most comparable GAAP financial measures.

 

Bloomington, IL, April 30, 2020 – HBT Financial, Inc. (NASDAQ: HBT) (the “Company” or “HBT Financial”), the holding company for Heartland Bank and Trust Company and State Bank of Lincoln, today reported net income of $6.2 million, or $0.23 diluted earnings per share, for the first quarter of 2020. This compares to net income of $16.1 million, or $0.61 diluted earnings per share, for the fourth quarter of 2019, and net income of $18.7 million, or $1.04 diluted earnings per share, for the first quarter of 2019.

 

Fred L. Drake, Chairman and Chief Executive Officer of HBT Financial, said, “The COVID-19 pandemic has presented unprecedented challenges for our team and for our customers.  However, for several generations, our banks have been a source of strength for our customers and communities during difficult times.  Our top priority is supporting our employees and customers and maintaining the health and safety of all involved.  Many of our employees have been able to work remotely and we took the difficult step of closing our lobbies, with visits limited to appointment only. Our team has worked hard to minimize customer impact and continue our commitment to excellent service. Our retail staff continues to assist our clients with essential banking needs, and our lenders are in regular contact with our borrowers, working closely with them for the best solutions under the current circumstances.  Through April 24, 2020, we had funded $141 million of PPP (Payroll Protection Program) loans, for 1,129 businesses in our communities.   HBT Financial is well positioned, with an attractive deposit base, strong capital levels and a track record of safety and soundness. We are committed to uphold our Midwestern values of hard work, perseverance and doing the right thing as we continue to support our stakeholders in this crisis.”

 

C Corp Equivalent Net Income

 

Prior to October 11, 2019, the Company operated as an S Corporation for U.S. federal and state income tax purposes. Effective October 11, 2019, the Company voluntarily revoked its S Corporation status and became a taxable entity (C Corporation). As such, any periods prior to October 11, 2019 only reflect state replacement taxes. To facilitate comparison, the Company reports its C Corp equivalent financial results, which do not reflect the additional shares issued in the initial public offering (the “IPO”) for periods prior to the IPO.

 

The Company reported C Corp equivalent net income of $15.1 million, or $0.58 diluted earnings per share, for the fourth quarter of 2019 and C Corp equivalent net income of $14.0 million, or $0.78 diluted earnings per share, for the first quarter of 2019.

Adjusted Net Income

 

In addition to reporting C Corp equivalent results, the Company believes adjusted net income and adjusted earnings per share, which adjust for the additional C Corp equivalent tax expense for periods prior to October 11, 2019, net earnings (losses) from closed or sold operations, charges related to termination of certain employee benefit plans, realized gains (losses) on sales of securities, and mortgage servicing rights (“MSR”) fair value adjustments, provide investors with additional insight into its operational performance. The Company reported adjusted net income of $8.4 million, or $0.30 adjusted diluted earnings per share, for the first quarter of 2020. This compares to adjusted net income of $14.4 million, or $0.55 adjusted diluted earnings per share, for the fourth quarter of 2019, and adjusted net income of $14.4 million, or $0.80 adjusted diluted earnings per share, for the first quarter of 2019 (see "Reconciliation of Non-GAAP Financial Measures" tables).

 

Net Interest Income and Net Interest Margin

 

Net interest income for the first quarter of 2020 was $30.7 million, a decrease of 5.0% from $32.3 million for the fourth quarter of 2019. The decrease was primarily attributable to lower yields on loans and securities and a decrease in average interest-earning assets.

 

Relative to the first quarter of 2019, net interest income decreased $3.8 million, or 11.0%. The decline was primarily attributable to lower yields on average interest-earning assets.

 

Net interest margin for the first quarter of 2020 was 4.00%, including 5 basis points attributable to acquired loan discount accretion, compared to 4.12%, including 2 basis points attributable to acquired loan discount accretion, for the fourth quarter of 2019. The decrease was primarily attributable to a decline in average loan yields, lower average loan balances, and lower securities yields and balances.

 

Relative to the first quarter of 2019, net interest margin decreased from 4.44%, including 18 basis points attributable to acquired loan discount accretion, due primarily to lower loan yields and an increase in lower-yielding cash balances, partially offset by lower balances in time deposits and a lower cost of interest-bearing demand deposits.

 

The Federal Open Market Committee lowered its target federal funds rate 50 basis points on March 3, 2020 and 100 basis points on March 16, 2020. The Company expects the cumulative decrease of 150 basis points in the target federal funds rate in March 2020 to continue placing downward pressure on its net interest margin in 2020.

 

Noninterest Income

 

Noninterest income for the first quarter of 2020 was $5.3 million, a decrease of 49.2% from $10.3 million for the fourth quarter of 2019. First quarter 2020 results included a negative $2.2 million mortgage servicing rights (“MSR”) fair value adjustment compared to $0.6 million gain on the fair value adjustment of the MSR asset in the fourth quarter of 2019. Lower gains on foreclosed assets and reduced fees on customer-related interest rate swaps, included in other noninterest income, also contributed to noninterest income decline.

 

Relative to the first quarter of 2019, noninterest income decreased 29.9% from $7.5 million. The decline was primarily attributable to a larger negative MSR fair value adjustment and nonrecurring gains on sales of First Community Title Services, Inc. and HBT Insurance of $0.8 million in the first quarter 2019.

 

Noninterest Expense

 

Noninterest expense for the first quarter of 2020 was $23.3 million, compared with $22.0 million for the fourth quarter of 2019. The increase was primarily attributable to higher employee benefits expense, as first quarter of 2020 results included a $0.8 million charge for the supplemental executive retirement plan (SERP) which was terminated in June 2019. The SERP liability varies inversely with interest rates and resulted in a $0.4 million benefit in the fourth quarter of 2019. The SERP will be liquidated in June 2020. In addition, an increase in medical benefit expenses were partially offset by a decrease in the cash-settled stock appreciation rights (SAR) liability due primarily to changes in the Company’s stock price. The employee benefits expense related to the cash-settled SAR liability resulted in a benefit of $0.3 million in the first quarter of 2020, an expense of $0.4 million in the fourth quarter 2019, and a benefit of $0.1 million in the first quarter of 2019. FDIC insurance expense was higher in the first quarter of 2020 due to the

impact of the application of small bank assessment credits in the fourth quarter of 2019. Other noninterest and occupancy expenses increased in the first quarter of 2020, but were largely offset by lower loan collection and servicing and furniture and equipment expenses.

 

Relative to the first quarter of 2019, noninterest expense increased 4.9% from $22.2 million. The increase was primarily due to higher employee benefits costs associated with the SERP charge in the first quarter of 2020 and an increase in medical benefit expenses, as higher salaries and data processing costs were offset by lower furniture and equipment, FDIC insurance, and loan collection and servicing expenses.

 

Loan Portfolio

 

Total loans outstanding, before allowance for loan losses, were $2.13 billion at March 31, 2020, compared with $2.16 billion at December 31, 2019 and $2.18 billion at March 31, 2019. The $30.9 million decline in loans from December 31, 2019 was primarily due to a $39.2 million reduction in CRE – non-owner occupied balances, a $9.0 million decline in municipal, consumer and other loans, and a $7.9 million reduction in commercial and industrial balances, which were partially offset by a $20.9 million increase in agricultural and farmland loans, primarily due to the addition of a new senior lender in one of our markets at the beginning of the year, and a $7.4 million increase in construction and land development loans.

 

Deposits

 

Total deposits were $2.73 billion at March 31, 2020, compared with $2.78 billion at December 31, 2019, and $2.82 billion at March 31, 2019. The $46.6 million decrease in total deposits from December 31, 2019 included expected outflows from a small number of retail deposit accounts that had increased by $40.2 million in the fourth quarter of 2019. Declines in time, noninterest-bearing, interest-bearing demand and money market balances more than offset a modest increase in savings deposit balances in the first quarter of 2020.

 

Asset Quality

 

Nonperforming loans totaled $15.4 million, or 0.72% of total loans, at March 31, 2020, compared with $19.0 million, or 0.88% of total loans, at December 31, 2019, and $13.9 million, or 0.64% of total loans, at March 31, 2019. The decline in nonperforming loans from the end of the prior quarter was primarily attributable to payoffs and paydowns.

 

The Company recorded a provision for loan losses of $4.4 million for the first quarter of 2020, compared with $0.1 million for the fourth quarter of 2019. The increase in provision for loan losses was primarily due to $3.3 million reserve build related to adjustments to qualitative factors to reflect the economic weakness resulting from the COVID-19 pandemic. The remaining $1.1 million of the provision was primarily due to a $1.3 million increase in a specific reserve related to one credit offset by a decrease in specific reserves related to several other credits.

 

Net charge-offs for the first quarter of 2020 were $0.6 million, or 0.11% of average loans on an annualized basis compared to $0.6 million, or 0.11% of average loans on an annualized basis, for the fourth quarter of 2019, and $0.3 million, or 0.05% of average loans on an annualized basis, for the first quarter of 2019.

 

The Company’s allowance for loan losses was 1.22% of total loans and 169.70% of nonperforming loans at March 31, 2020, compared with 1.03% of total loans and 117.06% of nonperforming loans at December 31, 2019.

 

Capital

 

At March 31, 2020, the Company exceeded all regulatory capital requirements under Basel III and was considered to be ‘‘well-capitalized’’, as summarized in the following table:

 

(1) See "Reconciliation of Non-GAAP Financial Measures" below for reconciliation of non-GAAP financial measures to their most comparable GAAP financial measures.

 

About HBT Financial, Inc.

 

HBT Financial, Inc. is headquartered in Bloomington, Illinois and is the holding company for Heartland Bank and Trust Company and State Bank of Lincoln. The banks provide a comprehensive suite of business, commercial, wealth management, and retail banking products and services to individuals, businesses and municipal entities throughout Central and Northeastern Illinois through 64 branches. As of March 31, 2020, HBT had total assets of $3.2 billion, total loans of $2.1 billion, and total deposits of $2.7 billion. HBT is a longstanding Central Illinois company, with banking roots that can be traced back 100 years.

 

Non-GAAP Financial Measures

 

Some of the financial measures included in this press release are not measures of financial performance recognized in accordance with GAAP. These non-GAAP financial measures include net interest income (tax-equivalent basis), net interest margin (tax-equivalent basis), originated loans and acquired loans and any ratios derived therefrom, efficiency ratio (tax-equivalent basis), tangible common equity to tangible assets, tangible book value per share, adjusted net income, adjusted return on average assets, adjusted return on average stockholders' equity, and adjusted return on average tangible common equity. Our management uses these non-GAAP financial measures, together with the related GAAP financial measures, in its analysis of our performance and in making business decisions. Management believes that it is a standard practice in the banking industry to present these non-GAAP financial measures, and accordingly believes that providing these measures may be useful for peer comparison purposes. These disclosures should not be viewed as substitutes for the results determined to be in accordance with GAAP; nor are they necessarily comparable to non-GAAP financial measures that may be presented by other companies. See our reconciliation of non-GAAP financial measures to their most directly comparable GAAP financial measures in the "Reconciliation of Non-GAAP Financial Measures" tables.

 

Forward-Looking Statements

 

Readers should note that in addition to the historical information contained herein, this press release includes "forward-looking statements" within the meanings of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including but not limited to statements about the Company’s plans, objectives, future performance, goals, future earnings levels, and future loan growth. These statements are subject to many risks and uncertainties, that could cause actual results to differ materially from those anticipated in the forward-looking statements. Factors that could cause actual results to differ materially from these forward-looking statements include, but are not limited to: the severity, magnitude and duration of the COVID-19 pandemic; the direct and indirect impacts of the COVID-19 pandemic and governmental responses to the pandemic on our operations and our customers’ businesses; the disruption of global, national, state and local economies associated with the COVID-19 pandemic, which could affect our capital levels and earnings, impair the ability of our borrowers to repay outstanding loans, impair collateral values and further increase our allowance for credit losses; our asset quality and any loan charge-offs; changes in interest rates and general economic, business and political conditions in the United States generally or in Illinois in particular, including in the financial markets; changes in business plans as

circumstances warrant; risks relating to acquisitions; and other risks detailed from time to time in filings made by the Company with the Securities and Exchange Commission. Readers should note that the forward-looking statements included in this press release are not a guarantee of future events, and that actual events may differ materially from those made in or suggested by the forward-looking statements. Forward-looking statements generally can be identified by the use of forward-looking terminology such as "will," "propose," "may," "plan," "seek," "expect," "intend," "estimate," "anticipate," "believe" or "continue," or similar terminology. Any forward-looking statements presented herein are made only as of the date of this press release, and the Company does not undertake any obligation to update or revise any forward-looking statements to reflect changes in assumptions, the occurrence of unanticipated events, or otherwise.

 

CONTACT:

Matthew Keating

HBTIR@hbtbank.com

(310) 622-8230

HBT Financial, Inc.

Consolidated Financial Summary

Consolidated Statements of Income

 

HBT Financial, Inc.

Consolidated Financial Summary

Consolidated Balance Sheets

 

 

HBT Financial, Inc.

Consolidated Financial Summary

 

 

 

 

HBT Financial, Inc.

Consolidated Financial Summary

 

*        Annualized measure.

HBT Financial, Inc.

Consolidated Financial Summary