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): November 28, 2016
HOMETRUST BANCSHARES, INC.
(Exact name of registrant as specified in its charter)
Maryland | 001-35593 | 45-5055422 | ||
(State or other jurisdiction of incorporation) | (Commission File No.) | (IRS Employer Identification Number) | ||
10 Woodfin Street, Asheville, North Carolina | 28801 | |||
(Address of principal executive offices) | (Zip Code) | |||
Registrant's telephone number, including area code: (828) 259-3939 |
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)) |
Item 7.01 Regulation FD Disclosure
Attached hereto as Exhibit 99.1 and incorporated herein by reference are presentation materials for the annual meeting of stockholders of HomeTrust Bancshares, Inc. held on November 28, 2016.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
99.1 | Annual Meeting Presentation Materials | |
2
SIGNATURE
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.
HOMETRUST BANCSHARES, INC. | |||
Date: November 28, 2016 | By: | /s/ Tony J. VunCannon | |
Tony J. VunCannon | |||
Executive Vice President, Chief Financial Officer, and Treasurer | |||
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EXHIBIT INDEX
Exhibit No. | Description |
99.1 | Annual Meeting Presentation Materials |
ANNUAL MEETING
NOVEMBER 28, 2016
Executing Our Strategic Plan With A Sense Of Urgency
This presentation includes “forward‐looking statements” within the meaning of the Private Securities
Litigation Reform Act of 1995. Such statements often include words such as “believe,” “expect,”
“anticipate,” “estimate,” and “intend” or future or conditional verbs such as “will,” “would,” “should,”
“could,” or “may.” Forward‐looking statements are not historical facts but instead represent management’s
current expectations and forecasts regarding future events many of which are inherently uncertain and
outside of our control. Actual results may differ, possibly materially from those currently expected or
projected in these forward‐looking statements. Factors that could cause our actual results to differ
materially from those described in the forward‐looking statements, include expected cost savings,
synergies and other financial benefits from pending and recent acquisitions might not be realized within
the expected time frames or at all, and costs or difficulties relating to integration matters might be greater
than expected; increased competitive pressures; changes in the interest rate environment; changes in
general economic conditions and conditions within the securities markets; legislative and regulatory
changes; and other factors described in HomeTrust’s latest annual Report on Form 10‐K and Quarterly
Reports on Form 10‐Q and other filings with the Securities and Exchange Commission‐which are available
on our website at www.hometrustbanking.com and on the SEC’s website at www.sec.gov. Any of the
forward‐looking statements that we make in this presentation or our SEC filings are based upon
management’s beliefs and assumptions at the time they are made and may turn out to be wrong because
of inaccurate assumptions we might make, because of the factors illustrated above or because of other
factors that we cannot foresee. We do not undertake and specifically disclaim any obligation to revise any
forward‐looking statements to reflect the occurrence of anticipated or unanticipated events or
circumstances after the date of such statements. These risks could cause our actual results for fiscal 2016
and beyond to differ materially from those expressed in any forward‐looking statements by, or on behalf
of, us and could negatively affect our operating and stock performance.
2
Forward-looking Statements
3
HomeTrust Bancshares, Inc. Overview
Headquarters: Asheville, NC Exchange/Ticker: NASDAQ: HTBI
Founded: 1926 Number of Employees: 446
Locations: 39 (NC,SC,VA,TN) Stock Price: $24.00(1)
Total Assets: $2.8 billion Price to TBV: 124%
Total Loans: $1.8 billion Market Cap: $432.0 million(1)
Total Deposits: $1.8 billion Average Daily Trading Volume: 39,305
(1)
Outstanding
Shares: 18,000,750(1)
Shares
Repurchased (2)
(since conversion on
July 11, 2012)
5,351,065
or approx. 29%
Financial data as of 9/30/16
(1)As of 11/25/16
Phase I: Created a Foundation For Growth
Lines of Business – Infrastructure and Talent
Markets To Grow In
Phase II: Executing Our Strategic Plan with a Sense of Urgency
Sound and Profitable Organic Growth
Loans
Deposits
Lower our efficiency ratio
Noninterest income growth
Expense management
Streamlining current processes
Continue buying back shares opportunistically
Highly accretive in-market acquisitions
Transitioning to a High Performing Community Bank
Consistently improving performance
Creating value for shareholders
4
Transitioning to a High Performing Community Bank
5
Strong Footprint for Growth
6
Commercial Production by Market
Legacy / New Markets
$23
$38
$57
$54
$70
$12
$141
$256
$69
$195
$326
2012 2013 2014 2015 2016
$‐
$50
$100
$150
$200
$250
$300
$350
Commercial Production
Legacy New markets Total Commercial Production
83%
73%
82% 27%
17%
Fiscal Year Ended
Production by market above excludes municipal leases.
Dollars in millions
18%
7
Loan Portfolio Composition
5-Year CAGR of 8.27%
Dollars in millions
Increased commercial loan
portfolio by $339 million or
82% since 2012
$621 $602 $660 $651 $624
$200 $181
$223
$335 $459
$411
$383
$615
$700
$750
$‐
$200
$400
$600
$800
$1,000
$1,200
$1,400
$1,600
$1,800
$2,000
2012 2013 2014 2015 2016
L
o
a
n
B
a
l
a
n
c
e
Fiscal Year Ended
1‐4 Family Other Retail Consumer Commercial
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Total Deposits
51% 47% 40% 31% 25%
49%
53%
60%
69%
75%
$0
$250
$500
$750
$1,000
$1,250
$1,500
$1,750
$2,000
2012* 2013 2014 2015 2016 09/30/2016
Time Deposits Core Deposits (checking, savings, money market)
$1,803
$1,155
$1,239
$1,583
$1,872
Fiscal Year Ended
*Excludes $264.2 million in stock conversion escrow account
$1,794
77%
23%
Dollars in millions
9
Checking Accounts
$231
$256
$419
$591
$629 $651
$0
$100
$200
$300
$400
$500
$600
$700
2012 2013 2014 2015 2016 9/30/2016
Dollars in millions
Fiscal Year Ended
10
Increase Noninterest Income Growth
Treasury Management
Increased deposit product pricing January 2016
Deposit fees increased 8% in 4th quarter fiscal 2016
compared to 3rd quarter
Added new/improved merchant services program
Increased fee income from provider
New purchase card program
Bank receives larger share of debit card revenue
Increased discipline and monitoring of fee waivers and refunds
Mortgage Banking
Increased originations
Added loan officers in new markets
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Creating Efficiencies/Expense Management
October 2015 – consolidated six branches - $1.2MM in
expected annual savings
December 2015 – Converted from a national bank charter to a
state chartered bank - $350,000 in expected annual savings
May 2016 – Branch optimization staffing study - $375,000 in
expected annual savings
June 2016 – Changed health care insurance providers to avoid
$700,000 expense increase for the coming fiscal year
Continued rigorous focus on efficiencies/expense management
(Dollars in thousands, except per share amounts)
Source: Company documents previously filed with the SEC
12
Stock Buybacks
Percent
Purchased Shares Total Cost
Avg Cost /
Share
1st Buyback (completed 4/29/13) 4% 846,400 13,299$ 15.71$
2nd Buyback (completed 12/2/13) 5% 1,041,245 17,055$ 16.38$
3rd Buyback (completed 11/18/14) 5% 989,183 15,589$ 15.76$
4th Buyback (completed 8/5/15) 5% 1,023,266 16,298$ 15.93$
5th Buyback (completed on 1/20/16) 5% 971,271 18,089$ 18.62$
6th Buyback (approved on 12/15/15) 5% 479,700 8,634$ 18.00$
Total repurchased through June 30, 2016 29% 5,351,065 88,964$ 16.63$
Remaining Shares to be purchased through 6th Buyback 443,155
Total Shares Repurchased / Authorized 5,794,220
13
TriSummit – Compelling Transaction
Significant market overlap to increase efficiencies
Shared community bank culture
Experienced commercial & retail banking teams
Ability to expand TriSummit’s current relationships
Extensive due diligence
30% earnings accretion in fiscal 2018
14
Growth Since Conversion – Including TriSummit
Mutual/Stock
Conversion Pro Forma (1)
09/30/2012 09/30/2016 $ %
A Total Assets $ 1,603 $ 3,082 $ 1,479 92%
B Total Loan Portfolio $ 1,203 $ 2,133 $ 930 77%
1-4 Family 611 690 79 13%
HELOC’s & Other Consumer 195 385 190 97%
Indirect Auto - 122 122 100%
Commercial Real Estate 232 596 364 157%
Commercial Constr. & Development 38 140 102 267%
Other Commercial 127 201 74 58%
C Total Deposit Portfolio $ 1,160 $ 2,078 918 79%
Checking Accounts 239 728 489 205%
Money Market/Savings 337 806 469 139%
Time Deposits 584 544 (40) -7%
D Locations 20 41 21 105%
Conversion
Change Since
(1) Pro Forma based on SNL Financial and Company filings as of 9/30/16. Certain adjustments have been
made in relation to acquisition accounting as required by U.S. GAAP.
100
120
140
160
180
200
220
240
07/11/2012
09/30/2012
12/31/2012
03/31/2013
06/30/2013
09/30/2013
12/31/2013
03/31/2014
06/30/2014
09/30/2014
12/31/2014
03/31/2015
06/30/2015
09/30/2015
12/31/2015
03/31/2016
06/30/2016
09/30/2016
11/25/2016
HTBI (IPO Price @ $10)
HTBI
NASDAQ Bank
NASDAQ
15
Total Shareholder Return Performance
16
Quarter Ended September 30, 2016 Highlights
(Dollars in thousands, except per share amounts)
Source: October 28, 2016 earnings release.
As Reported 09/30/2016 09/30/2015 Amount Percent
Net income 3,824$ 2,564$ 1,260$ 49%
EPS 0.22$ 0.14$ 0.08$ 57%
ROA 0.55% 0.37% 0.18% 49%
Net Interest Margin (tax equivalent) 3.44% 3.37% 0.07% 2%
Organic Loan Growth:
$ Growth 24,020$ 26,457$
% Growth (annualized) 5.70% 6.60%
Organic Loan Growth - Excluding 1-4 Family:
$ Growth 32,268$ 32,078$
% Growth (annualized) 11.40% 12.50%
Change
Thank you Stan Allen and Andy Smith!
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Celebrating Leadership and Service
HomeTrust Directors retiring today
Stan Allen Andy Smith
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Transitioning to a High Performing Community Bank
Phase I: Created a Foundation For Growth
Phase II: Executing Our Strategic Plan with a Sense of Urgency
Transitioning to a High Performing Community Bank
Consistently improving performance
Creating value for shareholders
Thank You Shareholders &
HomeTrust Team!
Thank You Shareholders
and HomeTrust Team!
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In accordance with the Rules of Conduct, each
shareholder or proxyholder has an opportunity to
ask questions or make comments.
After you are recognized, proceed to the microphone.
Please identify yourself by stating your name and
whether you are a stockholder or hold the proxy for
a shareholder.
In order to provide all shareholders an opportunity to
speak, questions and/or comments should be limited
to two minutes per shareholder.
Please direct all questions and comments to the
Chairman, President and Chief Executive Officer.
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Questions and Comments