MAINSOURCE FINANCIAL GROUP -- NASDAQ, MSFG -- Announces Fourth Quarter and Full Year 2015 Operating Results and Increase to Common Dividend

GREENSBURG, Ind., Jan. 26, 2016 /PRNewswire/ -- Archie M. Brown, Jr., President and Chief Executive Officer of MainSource Financial Group, Inc. (NASDAQ: MSFG) announced today the unaudited financial results for the quarter and year ended December 31, 2015.  For the three months ended December 31, 2015, the Company recorded net income of $9.1 million, or $0.42 per common share, compared to net income of $6.6 million, or $0.30 per common share, in the fourth quarter of 2014.  During the fourth quarter of 2015 the Company incurred costs of $114 thousand related to its acquisition of five branches from Old National Bank ("ONB") and $250 thousand related to its announcement of the closing of four branches.  During the fourth quarter of 2014 the Company incurred a $3.1 million pre-tax charge ($2.2 million on an after-tax basis) related to its acquisition of MBT Bancorp.

For the twelve months ended December 31, 2015, the Company reported net income of $35.5 million, or $1.62 per common share, compared to net income in 2014 of $29.0 million, or $1.39 per common share.  The primary drivers of the increase in net income in 2015 compared to 2014 were an increase in net interest income and the full-year impact of the acquisition of MBT Bancorp.

The Company also announced that the Board of Directors declared a first quarter common dividend of $0.15 per share at its January 25, 2016 meeting.  This represents an increase of $.01 per share, or 7%, from the dividend paid during the previous quarter.  The dividend is payable on March 15, 2016 to common shareholders of record as of March 5, 2016.

Mr. Brown commented, "I am very pleased with our fourth quarter and full year results.  Excluding non-operating expenses related to the third quarter branch acquisition and branch closures, our net income for the quarter and year was at the highest level in the Company's history.  Our late 2014 acquisition of MBT Bancorp and August, 2015 purchase of five branches, combined with strong loan growth and checking account acquisition, were the primary contributors to our record performance.  As a result, we are very pleased to announce another dividend increase. This 7% increase brings our annualized dividend to $.60 per common share and a current dividend yield of 3%."

Mr. Brown continued, "We experienced strong revenue growth in 2015.  Net revenue for the fourth quarter increased 7% from the same period one year ago and was 11% higher year over year.  We are very pleased with loan growth for the quarter and year.  Loans grew at an annualized pace of 15% for the quarter and helped us finish the year with growth of 10%.  Most of the loan growth in 2015 was organic and is the result of our strategy to expand into nearby higher growth areas in the last several years.  One of our largest successes for the year was growth in non-interest bearing checking account balances.  For the year, checking account balances grew by 24%.  We are equally encouraged by our fee income growth.  For the quarter, non-interest income was up 9% over the fourth quarter of 2014.  Significant increases in service charge and interchange income more than offset a decline in mortgage banking revenue.  For the year, non-interest income was 17% higher than the prior year as we experienced large increases in most fee categories."

Mr. Brown continued, "Asset quality continued to improve during the quarter and year as we remain focused on prudent loan growth and attentive management of our loan portfolio.  Non-performing assets (including troubled debt restructurings) declined 7% from September 30th and 43% from December 31, 2014.  As of December 31, 2015, NPAs as a percentage of total assets were .53%.  Similarly, loan delinquency and charge-offs from the company continue to be at cycle lows."

Mr. Brown concluded, "During the quarter, we announced our agreement to acquire Cheviot Financial Corp, a $579 million asset institution headquartered in Cincinnati.  This acquisition greatly enhances our presence in the Greater Cincinnati area and is consistent with our strategy to systematically expand in the three large metropolitan areas that are very close to our headquarters.  The integration planning is well underway and, subject to regulatory approval and customary closing conditions, we hope to complete the merger in the second quarter of 2016."

4th QUARTER RESULTS

NET INTEREST INCOME

Net interest income was $26.2 million for the fourth quarter of 2015 compared to $24.9 million for the same period a year ago.  An increase in the earning asset base due primarily to the organic loan growth for the year was the primary reason for the increase in net interest income.  Net interest margin, on a fully-taxable equivalent basis, was 3.68% for the fourth quarter of 2015 which was seven basis points below the fourth quarter of 2014 and four basis points lower than the third quarter of 2015.  The Company's net interest margin decreased from a year ago due to the repricing of the asset side of the balance sheet.  While deposit and other funding costs have decreased over the same period, many of these accounts have reached, or are approaching, their floors.

NON-INTEREST INCOME

The Company's non-interest income was $12.7 million for the fourth quarter of 2015 compared to $11.6 million in the same period in 2014.  Increases in service charges on deposit accounts and interchange income were partially offset by a decrease in mortgage banking income.  Service charges increased from the same period a year ago as the Company grew its checking account base on an organic basis by five percent.  The increase in checking accounts also contributed to the increase in interchange income.  In addition the Company changed its debit card provider from Visa to MasterCard during 2015.  Mortgage banking income decreased by $0.5 million from the same period a year ago due to the overall decrease in refinancing activity.

NON-INTEREST EXPENSE

The Company's non-interest expense was $26.2 million for the fourth quarter of 2015 compared to $28.0 million for the same period in 2014.  As previously discussed, during the fourth quarter of 2014 the Company incurred $3.1 million in costs related to the acquisition of MBT Bancorp.   Excluding these expenses, total non-interest expense would have been $24.9 million in the fourth quarter of 2014.  During the fourth quarter of 2015 the Company incurred costs of $114 thousand related to its acquisition of five branches from ONB and $250 thousand related to its announcement of the closing of four branches.  The increase in expenses in 2015 compared to 2014 was primarily related to an increase in employee costs due to the acquisition of the ONB branches in the third quarter of 2015 and normal merit increases.

FULL YEAR RESULTS

NET INTEREST INCOME

Net interest income was $102.7 million for the full year 2015, which represents an increase of $8.2 million when compared to the twelve months ended December 31, 2014.  Net interest margin, on a fully-taxable equivalent basis, decreased from 3.82% in 2014 to 3.74% in 2015.  As interest rates have remained at historic lows for an extended period of time, the Company's asset base has continued to reprice lower.  The Company's cost of funds also decreased over the same period but to a lesser extent.  Offsetting the decrease in the Company's net interest margin, average earning assets increased by $293 million in 2015 compared to 2014 as the Company realized the full year effect of the MBT Bancorp acquisition, the partial year effect of the ONB branch purchase and $160 million in organic loan growth in 2015.

NON-INTEREST INCOME

The Company's non-interest income was $50.3 million for the full year 2015 compared to $43.0 million for 2014.  All major categories of fee income increased year over year.  The primary driver of the increase in non-interest income year over year was the full year effect of the MBT Bancorp acquisition.  In addition, the Company changed its debit card provider in 2015 from Visa to MasterCard which had a positive impact on interchange income.

NON-INTEREST EXPENSE

The Company's non-interest expense was $105.6 million for the full year 2015 compared to $99.2 million for 2014.  During 2015, the Company incurred non-operating expenses of $2.4 million related to the prepayment of an FHLB advance and $0.7 million related to the acquired ONB branches.  Excluding these costs, 2015 non-interest expenses would have been $102.5 million.  Excluding the previously discussed $3.1 million in costs related to the acquisition of MBT, the Company's non-interest expenses would have been $96.1 million in 2014.  The increase in non-interest expenses year over year was primarily due to the full year effect of the MBT Bancorp acquisition and the partial year effect of the acquired ONB branches.

ASSET QUALITY

Non-performing assets (NPA's) were $18.0 million as of December 31, 2015, a decrease of $13.5 million from year-end 2014 and a decrease of $1.3 million on a linked-quarter basis.  NPA's represented 0.53% of total assets as of December 31, 2015 compared to 0.58% as of September 30, 2015 and 1.01% as of December 31, 2014.  Net charge-offs were $0.8 million for the fourth quarter of 2015 and represented 0.16% of average loans on an annualized basis.  The Company incurred $825 thousand of loan loss provision expense for the fourth quarter of 2015.  This was primarily due to the charge-offs during the quarter and the loan growth realized during the quarter.  Offsetting these amounts was an overall improvement in credit quality as all categories of problem loans decreased on a linked-quarter basis.  For the full year 2015, net charge-offs were $2.9 million or 0.14% of average loans.  The Company's allowance for loan losses as a percent of total outstanding loans was 1.02% as of December 31, 2015 compared to 1.18% as of December 31, 2014.  The decrease in the allowance for loan losses as a percent of outstanding loans year over year was primarily related to the overall improvement in the Company's credit quality.

(1) Tangible common equity, tangible assets and tangible book value per share are non-GAAP financial measures calculated using GAAP amounts. Tangible common equity is calculated by excluding the balance of preferred stock, goodwill and other intangible assets from the calculation of stockholders' equity. Tangible assets are calculated by excluding the balance of goodwill and other intangible assets from the calculation of total assets. Tangible book value per share is calculated by dividing tangible common equity by the number of shares outstanding. The Company believes that these non-GAAP financial measures provide information to investors that is useful in understanding its financial condition. Because not all companies use the same calculation of tangible common equity and tangible assets, this presentation may not be comparable to other similarly titled measures calculated by other companies. A reconciliation of these non-GAAP financial measures is provided below (dollars in thousands, except per share data).

MainSource Financial Group is listed on the NASDAQ National Market (under the symbol: "MSFG") and is a community-focused, financial holding company with assets of approximately $3.4 billion. The Company operates 85 full-service offices throughout Indiana, Illinois, Kentucky and Ohio through its banking subsidiary, MainSource Bank, headquartered in Greensburg, Indiana. Through its non-banking subsidiary, MainSource Title LLC, the Company provides various related financial services.

Forward-Looking Statements

Except for historical information contained herein, the discussion in this press release includes certain 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, which are covered by the safe harbor provisions of such sections.  These statements are based upon management expectations, goals and projections, which are subject to numerous assumptions, risks and uncertainties (many of which are beyond management's control). Factors which could cause future results to differ materially from these expectations include, but are not limited to, the following: general economic conditions; legislative and regulatory initiatives; monetary and fiscal policies of the federal government; deposit flows; the costs of funds; general market rates of interest; interest rates on competing investments; demand for loan products; demand for financial services; changes in accounting policies or guidelines; changes in the quality or composition of the Company's loan and investment portfolios; the Company's ability to integrate acquisitions; and other factors, including various "risk factors" as set forth in our most recent Annual Report on Form 10-K and in other reports we file from time to time with the Securities and Exchange Commission.  These reports are available publicly on the SEC website, www.sec.gov, and on the Company's website, www.mainsourcefinancial.com.

Additional Information for Cheviot Shareholders

In connection with the proposed merger, MainSource will file with the SEC a Registration Statement on Form S-4 that will include a Proxy Statement of Cheviot and a Prospectus of MainSource (the "Proxy Statement/Prospectus"), as well as other relevant documents concerning the proposed transaction. This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval. CHEVIOT SHAREHOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT AND THE PROXY STATEMENT/PROSPECTUS REGARDING THE PROPOSED MERGER WHEN IT BECOMES AVAILABLE AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. A free copy of the Proxy Statement/Prospectus, as well as other filings containing information about MainSource and Cheviot, may be obtained at the SEC's Internet site (http://www.sec.gov). You will also be able to obtain these documents, free of charge, from MainSource at www.mainsourcebank.com under the tab "Investor Relations" and from Cheviot at www.cheviotsavings.com under the tab "Investor Relations". Alternatively, these documents, when available, can be obtained free of charge from MainSource upon written request to MainSource Financial Group, Inc., Attn: Corporate Secretary, 2105 North State Road 3 Bypass, Greensburg, Indiana 47240 or by calling (812) 663-6734 or from Cheviot upon written request to Cheviot Financial Corp., Attn: Investor Relations, 3723 Glenmore Avenue, Cheviot, Ohio 45211 or by calling (513) 661-0457.

MainSource and Cheviot and certain of their directors and executive officers may be deemed to be participants in the solicitation of proxies from the shareholders of Cheviot in connection with the proposed merger. Information about the directors and executive officers of MainSource is set forth in the proxy statement for MainSource's 2015 annual meeting of shareholders, as filed with the SEC on a Schedule 14A on March 25, 2015. Information about the directors and executive officers of Cheviot is set forth in the proxy statement for Cheviot's 2015 annual meeting of shareholders, as filed with the SEC on a Schedule 14A on March 12, 2015.  Additional information regarding the interests of those participants and other persons who may be deemed participants in the transaction may be obtained by reading the Proxy Statement/Prospectus regarding the proposed merger when it becomes available. Free copies of this document may be obtained as described in the preceding paragraph.

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SOURCE MainSource Financial Group, Inc.

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http://www.mainsourcefinancial.com