SAFE HARBOR STATEMENT
This Quarterly Report on Form 10-Q (including any information incorporated
herein by reference) contains, and future oral and written statements of
Heartland Financial USA, Inc. ("HTLF") and its management may contain,
forward-looking statements within the meaning of Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934,
as amended, with respect to the business, financial condition, results of
operations, plans, objectives and future performance of HTLF.
Any statements about HTLF's expectations, beliefs, plans, objectives,
assumptions or future events or performance are not historical facts and may be
forward-looking. These forward-looking statements are generally identified by
the use of words such as "believe," "expect," "anticipate," "plan," "intend,"
"estimate," "project," "may," "will," "would," "could," "should," "opportunity,"
"potential" or other similar or negative expressions of these words or phrases.
Although HTLF has made these statements based on management's experience,
beliefs, expectations, assumptions and best estimate of future events, the
ability of the company to predict results or the actual effect or outcomes of
plans or strategies is inherently uncertain, and there may be events or factors
that management has not anticipated. Therefore, the accuracy and achievement of
such forward-looking statements and estimates are subject to a number of risks,
many of which are beyond the ability of management to control or predict, that
could cause actual results to differ materially from those in its
forward-looking statements. These factors, which the company currently believes
could have a material effect on its operations and future prospects include,
among others, those described below and in the risk factors in HTLF's reports
filed with the Securities and Exchange Commission ("SEC"), including the "Risk
Factors" section under Item 1A of Part I of the company's Annual Report on Form
10-K for the year ended December 31, 2021:
•COVID-19 Pandemic Risks, including risks related to the ongoing COVID-19
pandemic and measures enacted by the U.S. federal and state governments and
adopted by private businesses in response to the COVID-19 pandemic;
•Economic and Market Conditions Risks, including risks related to changes in the
U.S. economy in general and in the local economies in which HTLF conducts its
operations and future civil unrest, natural disasters, terrorist threats or acts
of war;
•Credit Risks, including risks of increasing credit losses due to deterioration
in the financial condition of HTLF's borrowers, changes in asset and collateral
values and climate and other borrower industry risks which may impact the
provision for credit losses and net charge-offs;
•Liquidity and Interest Rate Risks, including the impact of capital market
conditions and changes in monetary policy on our borrowings and net interest
income;
•Operational Risks, including processing, information systems, cybersecurity,
vendor, business interruption, and fraud risks;
•Strategic and External Risks, including competitive forces impacting our
business and strategic acquisition risks;
•Legal, Compliance and Reputational Risks, including regulatory and litigation
risks; and
•Risks of Owning Stock in HTLF, including stock price volatility and dilution as
a result of future equity offerings and acquisitions.
These risks and uncertainties should be considered in evaluating forward-looking
statements made by HTLF or on its behalf, and undue reliance should not be
placed on these statements. There can be no assurance that other factors not
currently anticipated by HTLF will not materially and adversely affect the
company's business, financial condition and results of operations. In addition,
many of these risks and uncertainties are currently amplified by and may
continue to be amplified by the COVID-19 pandemic and the impact of varying
governmental responses that affect HTLF's employees, customers and the economies
where they operate. All statements in this Quarterly Report on Form 10-Q,
including forward-looking statements, speak only as of the date they are made.
HTLF does not undertake and specifically disclaims any obligation to publicly
release the results of any revisions which may be made or to correct or update
any forward-looking statement to reflect events or circumstances after the date
of such statements or to reflect the occurrence of anticipated or unanticipated
events or to otherwise update any statement in light of new information or
future events. Further information concerning HTLF and its business, including
additional factors that could materially affect HTLF's financial results, is
included in the company's filings with the SEC.
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CRITICAL ACCOUNTING ESTIMATES
The preparation of financial statements requires management to make estimates
and judgments that affect the reported amounts of assets, liabilities, income
and expenses. These estimates are based upon historical experience and on
various other assumptions that management believes are reasonable under the
circumstances. Among other things, the estimates form the basis for making
judgments about the carrying values of assets and liabilities that are not
readily apparent from other sources. Actual results may differ from these
estimates under different assumptions or conditions. The estimates and judgments
that management believes have the most effect on HTLF's reported financial
position and results of operations are described as critical accounting policies
in the company's Annual Report on Form 10-K for the year ended December 31,
2021. There have been no significant changes in the critical accounting
estimates or the assumptions and judgments utilized in applying these estimates
since December 31, 2021.
OVERVIEW
Heartland Financial USA, Inc. is a financial services company operating under
the brand name "HTLF". HTLF's independently branded and chartered banks serve
communities in Arizona, California, Colorado, Illinois, Iowa, Kansas, Minnesota,
Missouri, Montana, New Mexico, Texas and Wisconsin. HTLF is committed to its
core commercial business supported by a strong retail operation and provides a
diversified line of financial services and products including treasury
management, wealth management, investments and residential mortgages. As of June
30, 2022, HTLF had eleven banking subsidiaries with 121 locations.
HTLF's results of operations depend primarily on net interest income, which is
the difference between interest income from interest earning assets and interest
expense on interest bearing liabilities. Noninterest income, which includes
service charges and fees, loan servicing income, trust income, brokerage and
insurance commissions, securities gains, net gains on sale of loans held for
sale, and income on bank owned life insurance, also affects the results of
operations. HTLF's principal operating expenses, aside from interest expense,
consist of the provision for credit losses, salaries and employee benefits,
occupancy and equipment costs, professional fees, advertising, core deposit and
customer relationship intangibles amortization and other real estate and loan
collection expenses.
HTLF reported the following results for the quarter ended June 30, 2022,
compared to the quarter ended June 30, 2021:
•net income available to common stockholders of $49.9 million compared to $59.6
million, a decrease of $9.7 million or 16%,
•earnings per diluted common share of $1.17 compared to $1.41, a decrease of
$0.24 or 17%,
•net interest income of $142.5 million compared to $141.2 million, an increase
of $1.2 million or 1%,
•return on average common equity was 11.55% compared to 12.07%,
•return on average assets was 1.06% compared to 1.35%, and
•return on average tangible common equity (non-GAAP) was 18.35% compared to
18.05%.
HTLF reported the following results for the six months ended June 30, 2022
compared to the six months ended June 30, 2021:
•net income available to common stockholders of $90.9 million compared to $110.4
million, a decrease of $19.5 million or 18%.
•earnings per diluted common share of $2.14 compared to $2.61, a decrease of
$0.47 or 18%,
•net interest income of $277.1 million compared to $280.8 million, a decrease of
$3.7 million or 1%,
•return on average common equity was 9.82% compared to 11.29%,
•return on average assets was 0.99% compared to 1.27%, and
•return on average tangible common equity (non-GAAP) was 15.08% compared to
16.99%.
For the second quarter of 2022, net interest margin was 3.18% (3.22% on a fully
tax-equivalent basis, non-GAAP), which compares to 3.37% (3.41% on a fully
tax-equivalent basis, non-GAAP) for the second quarter of 2021. For the first
six months of 2022, net interest margin was 3.13% (3.17% on a fully
tax-equivalent basis, non-GAAP) which compares to 3.40% (3.45% on a fully tax
equivalent basis, non-GAAP) for the first six months of 2021.
The efficiency ratio on a fully tax-equivalent basis (non-GAAP) was 57.66% for
the second quarter of 2022 compared to 57.11% for the same quarter of 2021. For
the first six months of 2022, the efficiency ratio on a fully tax-equivalent
basis (non-GAAP) was 61.02% compared to 56.86% for the first six months of 2021.
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Total assets were $19.66 billion at June 30, 2022, an increase of $383.9 million
or 2% since December 31, 2021. Securities represented 37% of total assets at
June 30, 2022, and 40% of total assets at December 31, 2021. Total loans held to
maturity were $10.68 billion at June 30, 2022 compared to $9.95 billion at
December 31, 2021, which was an increase of $723.6 million or 7%. Excluding
total Paycheck Protection Program ("PPP") loans, total loans held to maturity
increased $900.5 million or 9% since year-end 2021.
The total allowance for lending related credit losses was $119.1 million or
1.12% of total loans at June 30, 2022, compared to $125.6 million or 1.26% of
total loans at December 31, 2021.
Total deposits were $17.23 billion as of June 30, 2022, compared to $16.42
billion at December 31, 2021, an increase of $808.3 million or 5%.
Total equity was $1.77 billion at June 30, 2022, compared to $2.18 billion at
December 31, 2021. Book value per common share was $39.19 at June 30, 2022,
compared to $49.00 at year-end 2021. The unrealized loss on securities available
for sale, net of applicable taxes, was $485.8 million at June 30, 2022, compared
to an unrealized loss of $4.4 million, net of applicable taxes, at December 31,
2021.
Refer to "Non-GAAP Financial Measures" for additional information on the usage
and presentation of the foregoing non-GAAP measures, and refer to the financial
tables under "Financial Highlights" for the reconciliations to the most directly
comparable GAAP measures.
2022 Developments
Charter Consolidation Update
During the second quarter of 2022, the consolidation of HTLF's eleven separate
bank charters advanced from planning to execution. Citywide Banks is now
operating as a division of HTLF Bank, completing the first stage of charter
consolidation. Each of the remaining charters will be consolidated into HTLF
Bank in the following 10 stages of the project, using a template that retains
their current brands, local leadership and local decision making. The final
stage is expected to be completed by the end of 2023. Consolidation
restructuring costs are projected to be $19.0-$20.0 million, with approximately
$14.0-$15.0 million of expenses remaining to be incurred through 2023. Total
costs incurred since the project started in the fourth quarter of 2021 through
June 30, 2022 were $4.7 million, of which $2.4 million was incurred in the
second quarter of 2022. For the six months ended June 30, 2022, consolidation
restructuring costs of $2.8 million have been incurred. Charter consolidation is
designed to eliminate redundancies and improve HTLF's operating efficiency and
capacity to support ongoing product and service enhancements and current and
future growth. The resulting efficiencies and expansion in capacity are
projected to generate financial benefits of approximately $20.0 million annually
when the project is completed with core operating expenses expected to decline
to 2.15% or less of average assets.
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