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GWB

Great Western Bancorp, Inc. (GWB)

$

30.88

-0.50 (-1.62%)


Key metrics

Financial statements

Free cash flow per share

Free cash flow per share

4.0640

Market cap

Market cap

0

Price to sales ratio

Price to sales ratio

0

Debt to equity

Debt to equity

0.1906

Current ratio

Current ratio

0

Income quality

Income quality

1.1387

Average inventory

Average inventory

0

ROE

ROE

0.1719



Technology

Technology

Technology – consumer electronics

Largecap

Largecap

With a market cap of 121,78 bil stock is ranked 1

Low risk

Low risk

ISS score of this stock is ranked 1


Company description

Profile

Great Western Bancorp, Inc. operates as the bank holding company for Great Western Bank that provides business and agri-business banking, retail banking, and wealth management services in the United States. The company offers noninterest-bearing demand accounts, interest-bearing demand accounts, interest-bearing non-transaction accounts, time deposits, and corporate credit cards. It also provides commercial real estate (CRE) loans, including owner-occupied and non-owner-occupied CRE loans, multifamily residential real estate loans, and construction and development loans; commercial non-real estate loans, such as working capital and other shorter-term lines of credit, and fixed-rate loans; short-term working capital funding, long-term and-related lending, and other tailored services to agri-businesses; and residential mortgage, home equity, personal, auto, and other loans, as well as lines of credit. In addition, the company offers wealth management solutions comprising financial planning, private banking, investment management, and trust services; cash management, online business deposit, and wire transfer services; crop insurance; and online, telephone, and mobile banking services. It primarily serves hospitality/tourism, agri-business, freight and transport, and healthcare sectors. As of September 30, 2021, the company operated 174 branches in 130 communities in Arizona, Colorado, Iowa, Kansas, Minnesota, Missouri, Nebraska, North Dakota, and South Dakota, as well as 163 ATMs. Great Western Bancorp, Inc. was founded in 1935 and is headquartered in Sioux Falls, South Dakota.


News

GWB

zacks.com

3 years ago

Great Western Bancorp (GWB) Q1 Earnings Miss Estimates

Great Western Bancorp (GWB) delivered earnings and revenue surprises of -2.74% and 2.79%, respectively, for the quarter ended December 2021. Do the numbers hold clues to what lies ahead for the stock?

GWB

businesswire.com

3 years ago

Great Western Bancorp, Inc. Announces Earnings for the Quarter Ending on December 31, 2021

SIOUX FALLS, S.D.--(BUSINESS WIRE)---- $GWB--Great Western Bancorp, Inc. Announces Earnings for the Quarter Ending on December 31, 2021

GWB

businesswire.com

3 years ago

Great Western Bancorp, Inc. Announces Earnings for the Quarter Ending on December 31, 2021

SIOUX FALLS, S.D.--(BUSINESS WIRE)--Great Western Bancorp, Inc. (NYSE: GWB) ("GWBI" or the "Company") today reported net income of $39.2 million, or $0.71 per diluted share, for the quarter ending on December 31, 2021, compared to net income of $51.9 million, or $0.93 per diluted share, for the previous quarter. "We had a great start to the new fiscal year with continued asset quality improvement punctuated by core loan growth," said Mark Borrecco, President and Chief Executive Officer. "Asset quality improved further with a 12.8% reduction in nonperforming assets and an 8.7% reduction in criticized loans held for investment, and loans excluding PPP grew $71.1 million, or $190.0 million when excluding criticized loan repayments and reduced mortgage warehouse line balances. Our recent performance positions us well as we approach the consummation of our partnership with First Interstate. We look forward to being able to better support our customers and communities." Pending Merger of First Interstate Bancorp and Great Western Bancorp On September 16, 2021, First Interstate BancSystem, Inc. (NASDAQ: FIBK) (“FIBK”), parent company of First Interstate Bank, and GWBI, parent company of Great Western Bank, announced they had entered into a definitive agreement under which the companies will combine in an all‐stock transaction. Under the terms of the agreement, which was unanimously approved by both companies’ Boards of Directors, GWBI will merge into FIBK and the combined holding company and bank will operate under the First Interstate name and brand with the company’s headquarters remaining in Billings, Montana. With regulatory and stockholder approvals having been obtained, and subject to satisfaction of the closing conditions set forth in the agreement, the transaction is expected to close on or around February 1, 2022. Net Interest Income and Net Interest Margin1 Net interest income was $95.3 million for the quarter, up $0.2 million, while net interest margin was 3.05%, a 5 basis point decrease from 3.10%. Adjusted net interest income2, which includes derivative interest expense recognized in noninterest income, was $92.4 million, up $0.4 million, and adjusted net interest margin2 was 2.95%, a 5 basis point decrease from 3.00%. Loan interest reflects a $1.0 million net decrease largely related to lower loan yields, partially offset by a $0.3 million increase in recoveries of interest on nonaccrual loans, all partially offset with a $0.9 million increase in securities and other interest driven largely by increased volumes. The increase in interest income was partially offset by a $0.1 million decrease in time deposit interest combined with a net $0.1 million decrease in interest on other interest bearing deposits. The decrease in time deposit interest resulted from a decrease in volumes and a 4 basis point decrease in yield to 0.33%, while the decrease in interest on other interest bearing deposits was driven primarily by a 1 basis point decrease in yield to 0.10%. The 5 basis point decrease in adjusted net interest margin2 was driven by a 5 basis point decrease from excess liquidity and a 4 basis point net decrease from lower loan yields, partially offset by a 4 basis point increase from the impact of PPP fee amortization and recovery of interest on nonaccrual loans. Noninterest Income Noninterest income was $19.4 million for the quarter, up $3.5 million from the prior quarter. This increase includes a net $0.4 million increase in adjustments for loans and derivatives accounted for at fair value. The remaining increase was driven by a $2.4 million increase from swap fee revenue sharing and a $1.0 million increase in service charges from seasonal crop insurance premiums and new revenue from redesigned deposit products, partially offset by a $0.3 million combined decrease from slightly lower wealth management fees, mortgage income and other income. Noninterest Expense Noninterest expense was $62.2 million for the quarter, down $1.5 million from the prior quarter. The decrease was driven by $6.2 million decrease in professional fees due to lower merger-related consulting costs and lower examination accruals, a $0.5 million decrease in advertising costs due to lower spend ahead of the merger, and a $0.4 million decrease in occupancy and equipment costs related to rent and utilities. These were partially offset by a $1.8 million increase in other repossessed property expenses driven primarily by lower gains on sale and a $3.7 million increase in salaries and benefits driven largely by retention costs and share-based compensation. The efficiency ratio2 was 54.0% for the quarter, compared to 57.2% for the prior quarter. Provision for Income Taxes Income tax expense was $10.8 million for the quarter, down $3.9 million from the prior quarter, yielding an effective rate of 21.6% compared to 22.1%. Loans and Deposits Total loans outstanding were $8.13 billion as of December 31, 2021, down $50.8 million from the prior quarter. The decrease in loans during the quarter was driven by a $121.9 million decrease in PPP loans, an $85.4 million decrease from repayments on several criticized loans, and a $33.5 million net decrease in warehouse lines of credit, all partially offset by $190.0 million net increase from increased agricultural loan volumes related to end of year tax planning and increased commercial and construction loan originations. Total loans outstanding include loans secured by hotels with a principal balance of $75.1 million, of which $69.4 million were substandard and $4.5 million were special mention, that were subject to an agreement to sell. These loans were transferred to held for sale and written down to their estimated fair value of $65.8 million at December 31, 2021, representing the proceeds expected to be received in January 2022. The outstanding PPP loan balance was $90.1 million as of December 31, 2021, down from $212.0 million in the prior quarter. Total deposits were $11.76 billion as of December 31, 2021, up $450.4 million from the prior quarter, driven by a $235.0 million increase in noninterest-bearing deposits and a $215.4 million increase in interest-bearing deposits. Asset Quality The ACL was $236.3 million as of December 31, 2021, down $9.7 million from $246.0 million in the prior quarter. The provision for credit losses on loans was $1.0 million for the quarter, compared to a $20.9 million benefit in the prior quarter. The ratio of ACL to total loans was 2.91% as of December 31, 2021, down from 3.01% in the prior quarter. Excluding PPP loans, the ratio was 2.94% for the current quarter, down from 3.09% in the prior quarter. Net charge-offs were $9.7 million, or 0.47% of average total loans (annualized) for the quarter, up $5.6 million and 27 basis points from the prior quarter, respectively. Excluding the impact from the sale of loans secured by hotels, net charge-offs were $0.4 million, or 0.02% of average total loans (annualized). Included within total loans are approximately $505.1 million of loans with long-term, fixed rate structures for which management has elected the fair value accounting option, down from $524.5 million in the prior quarter. These loans are excluded from CECL and the ACL, but management has estimated that approximately $22.1 million of the fair value adjustment for these loans relates to credit risk, compared to $22.3 million in the prior quarter. Nonaccrual loans were $158.7 million as of December 31, 2021, down $39.2 million from $197.9 million in the prior quarter, largely driven by repayments on multiple agricultural and commercial nonaccrual loans along with the transfer of one agricultural relationship to OREO. Classified loans were $551.9 million as of December 31, 2021, down $53.0 million from $604.9 million in the prior quarter, and special mention loans were $321.3 million as of December 31, 2021, down $30.2 million. Included in the classified loan balance is $65.8 million of loans secured by hotels that were held for sale as of December 31, 2021, the sale of which closed in January 2022. Total other repossessed property balances were $17.8 million as of December 31, 2021, up $13.4 million from the prior quarter due largely to the transfer of an agricultural relationship from nonaccrual to OREO. A summary of total credit-related charges incurred during the current, previous and comparable three month periods is presented below: GREAT WESTERN BANCORP, INC. Summary of Credit-Related Charges (Unaudited) For the three months ended: Item Included within F/S Line Item(s): December 31, 2021 September 30, 2021 December 31, 2020 (dollars in thousands) Provision for (reversal of) credit losses Provision for credit losses $ 988 $ (20,934 ) $ 11,899 Net other repossessed property charges (income) Net loss on repossessed property and other related expenses 464 (1,313 ) 345 Net recovery of interest income on nonaccrual loans Interest income on loans (1,811 ) (1,526 ) (2,913 ) Net realized credit loss on derivatives Change in fair value of FVO loans and related derivatives — — 210 Loan fair value adjustment related to credit Change in fair value of FVO loans and related derivatives (255 ) (990 ) 1,464 Total credit-related charges $ (614 ) $ (24,763 ) $ 11,005 We continue to evaluate the impact of the COVID-19 pandemic on our loan portfolio. Industries such as hotels & resorts (excluding casino hotels), casino hotels, restaurants, arts and entertainment, oil & energy, retail malls, airlines and healthcare have experienced varied business disruptions due to COVID-19. Since the beginning of the pandemic we have been closely monitoring the following loan segments (excluding PPP and held for sale loans) given elevated industry risk from COVID-19: hotels & resorts (excluding casino hotels) with $539.5 million, or 6.7% of total loans, restaurants with $141.7 million, or 1.8% of total loans, arts and entertainment with $149.3 million, or 1.9% of total loans, senior care with $340.7 million, or 4.2% of total loans, and skilled nursing with $198.3 million, or 2.5% of total loans, all as of December 31, 2021, with $192.1 million, or 2.4%, of these loans being classified as of December 31, 2021 and loan exposure in other segments of the identified industries being either immaterial or having not shown general distress thus far. Capital Total capital and tier 1 capital ratios were 16.5% and 15.3%, respectively, as of December 31, 2021, compared to 16.3% and 15.1% as of September 30, 2021. The common equity tier 1 capital and tier 1 leverage ratios were 14.5% and 10.7%, respectively, as of December 31, 2021, compared to 14.3% and 10.6% as of September 30, 2021. All regulatory capital ratios remain above regulatory minimums to be considered "well capitalized." At the time of the anticipated February 1, 2022 merger closing, GWBI shares will be exchanged for shares of FIBK Class A common stock and accordingly will be eligible to receive any dividends on FIBK Class A common stock that are declared by the FIBK board of directors with a record date after the effective date of the merger. About Great Western Bancorp, Inc. Great Western Bancorp, Inc. is the holding company for Great Western Bank, a full-service regional bank focused on relationship-based business banking. Great Western Bank offers small and mid-sized businesses a focused suite of financial products and a range of deposit and loan products to retail customers through several channels, including the branch network, online banking system, mobile banking applications and customer care centers. The bank services its customers through more than 170 branches in nine states: Arizona, Colorado, Iowa, Kansas, Minnesota, Missouri, Nebraska, North Dakota and South Dakota. To learn more about Great Western Bank visit www.greatwesternbank.com. Forward-Looking Statements This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which involve inherent risks and uncertainties. Statements about GWBI’s, FIBK's or the combined company's expectations, beliefs, plans, strategies, predictions, forecasts, objectives, assumptions or future events or performance are not historical facts and may be forward-looking. These statements are often, but not always, made through the use of words or phrases such as “anticipates,” “believes,” “can,” “could,” “may,” “predicts,” “potential,” “should,” “will,” “estimate,” “plans,” “projects,” “continuing,” “ongoing,” “expects,” “views,” “intends” and similar words or phrases. In particular, the statements included in this press release concerning GWBI’s expected performance and strategy, strategies for managing troubled loans, the appropriateness of the ACL, the impact on the business arising from the COVID-19 pandemic, the interest rate environment and the business combination transaction between GWBI and FIBK (the "Transaction") are not historical facts and are forward-looking. Accordingly, the forward-looking statements in this press release are only predictions and involve estimates, known and unknown risks, assumptions and uncertainties that could cause actual results to differ materially from those expressed. All forward-looking statements are necessarily only estimates of future results, and there can be no assurance that actual results will not differ materially from expectations, and, therefore, you are cautioned not to place undue reliance on such statements. In addition to factors previously disclosed in GWBI's and FIBK's reports filed with the U.S. Securities and Exchange Commission (the "SEC") and those identified elsewhere in this press release, the following factors, among others, could cause actual results to differ materially from forward-looking statements or historical performance: the occurrence of any event, change or other circumstance that could give rise to the right of one or both of the parties to terminate the definitive merger agreement between GWBI and FIBK; the outcome of any legal proceedings that may be instituted against GWBI or FIBK; the possibility that the Transaction does not close when expected, or other approvals and other conditions to closing are not received or satisfied on a timely basis or at all; the risk that the benefits from the Transaction may not be fully realized or may take longer to realize than expected, including as a result of changes in, or problems arising from, general economic and market conditions, interest and exchange rates, monetary policy, laws and regulations and their enforcement, and the degree of competition in the geographic and business areas in which GWBI and FIBK operate; the ability to promptly and effectively integrate the businesses of GWBI and FIBK; the possibility that the Transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events; reputational risk and potential adverse reactions of GWBI's or FIBK's customers, employees or other business partners, including those resulting from the announcement or completion of the Transaction; the dilution caused by FIBK's issuance of additional shares of its capital stock in connection with the Transaction; the diversion of management's attention and time from ongoing business operations and opportunities on merger-related matters; and the impact of the global COVID-19 pandemic on GWBI's and FIBK's businesses, the ability to complete the Transaction or any of the other foregoing risks. These factors are not necessarily all of the factors that could cause GWBI's, FIBK's or the combined company's actual results, performance, or achievements to differ materially from those expressed in or implied by any of the forward-looking statements. Other unknown or unpredictable factors also could harm GWBI's, FIBK's or the combined company's results. All forward-looking statements attributable to GWBI, FIBK or the combined company, or persons acting on GWBI's or FIBK's behalf, are expressly qualified in their entirety by the cautionary statements set forth above. Forward-looking statements speak only as of the date they are made and GWBI and FIBK do not undertake or assume any obligation to update publicly any of these statements to reflect actual results, new information or future events, changes in assumptions, or changes in other factors affecting forward-looking statements, except to the extent required by applicable law. If GWBI or FIBK update one or more forward-looking statements, no inference should be drawn that GWBI or FIBK will make additional updates with respect to those or other forward-looking statements. Further information regarding GWBI, FIBK and the factors which could affect the forward-looking statements contained herein can be found in GWBI's Annual Report on Form 10-K for the fiscal year ended September 30, 2021, and in other filings with the SEC and in FIBK's Annual Report on Form 10-K for the fiscal year ended December 31, 2020, Form 10-Q for the quarters ended March 31, 2021, June 30, 2021, and September 30, 2021, and its other filings with the SEC. GREAT WESTERN BANCORP, INC. Consolidated Financial Data (Unaudited) At and for the three months ended: December 31, 2021 September 30, 2021 June 30, 2021 March 31, 2021 December 31, 2020 (dollars in thousands, except share and per share amounts) Operating Data: Interest income (FTE) $ 99,563 $ 99,500 $ 104,219 $ 110,574 $ 117,195 Interest expense $ 4,243 $ 4,440 $ 5,161 $ 6,127 $ 7,689 Noninterest income $ 19,389 $ 15,852 $ 19,371 $ 17,193 $ 14,148 Noninterest expense $ 62,169 $ 63,699 $ 60,505 $ 59,103 $ 57,449 Provision for (reversal of) credit losses $ 988 $ (20,934 ) $ (20,699 ) $ (5,000 ) $ 11,899 Net income $ 39,221 $ 51,891 $ 58,749 $ 51,299 $ 41,319 Adjusted net income ¹ $ 39,221 $ 51,891 $ 58,749 $ 51,299 $ 41,319 Common shares outstanding 55,199,193 55,116,503 55,116,095 55,111,403 55,105,105 Weighted average diluted common shares outstanding 55,538,895 55,546,917 55,524,979 55,456,399 55,247,343 Earnings per common share - diluted $ 0.71 $ 0.93 $ 1.06 $ 0.93 $ 0.75 Adjusted earnings per common share - diluted ¹ $ 0.71 $ 0.93 $ 1.06 $ 0.93 $ 0.75 Performance Ratios: Net interest margin (FTE) ¹ ² 3.05 % 3.10 % 3.23 % 3.51 % 3.63 % Adjusted net interest margin (FTE) ¹ ² 2.95 % 3.00 % 3.13 % 3.40 % 3.52 % Return on average total assets ² 1.19 % 1.59 % 1.81 % 1.64 % 1.30 % Return on average common equity ² 12.9 % 17.5 % 21.2 % 19.8 % 15.2 % Return on average tangible common equity ¹ ² 13.0 % 17.7 % 21.4 % 20.0 % 15.3 % Efficiency ratio ¹ 54.0 % 57.2 % 50.9 % 48.4 % 46.2 % Capital: Tier 1 capital ratio 15.3 % 15.1 % 14.5 % 13.5 % 12.7 % Total capital ratio 16.5 % 16.3 % 16.0 % 15.1 % 14.3 % Tier 1 leverage ratio 10.7 % 10.6 % 10.1 % 10.0 % 9.7 % Common equity tier 1 ratio 14.5 % 14.3 % 13.7 % 12.8 % 12.0 % Tangible common equity / tangible assets ¹ 9.1 % 9.3 % 8.8 % 8.4 % 8.3 % Book value per share - GAAP $ 22.15 $ 21.80 $ 21.07 $ 19.85 $ 19.39 Tangible book value per share ¹ $ 22.07 $ 21.71 $ 20.97 $ 19.75 $ 19.28 Asset Quality: Nonaccrual loans $ 158,651 $ 197,936 $ 210,083 $ 284,541 $ 292,357 Other repossessed property $ 17,840 $ 4,479 $ 11,498 $ 17,529 $ 18,086 Nonaccrual loans / total loans 1.95 % 2.42 % 2.48 % 3.16 % 3.07 % Net charge-offs (recoveries) $ 9,718 $ 4,140 $ 5,211 $ 7,841 $ 30,358 Net charge-offs (recoveries) / average total loans ² 0.47 % 0.20 % 0.24 % 0.34 % 1.22 % Allowance for credit losses / total loans 2.91 % 3.01 % 3.19 % 3.28 % 3.24 % Special mention loans $ 321,292 $ 351,499 $ 374,782 $ 512,320 $ 453,484 Classified loans (substandard or worse) ³ $ 551,935 $ 604,877 $ 612,175 $ 673,854 $ 716,948 Criticized loans (special mention or worse) ³ $ 873,227 $ 956,376 $ 986,957 $ 1,186,174 $ 1,170,432 1 This is a non-GAAP financial measure management believes is helpful to interpreting our financial results. See the tables at the end of this document for the calculation of the measure and reconciliation to the most comparable GAAP measure. 2 Annualized for all partial-year periods. 3 Includes $65.8 million, $0.0 million and $0.0 million of loans held for sale at December 31, 2021 , September 30, 2021 and December 31, 2020, respectively. GREAT WESTERN BANCORP, INC. Consolidated Income Statement (Unaudited) At and for the three months ended: December 31, 2021 September 30, 2021 June 30, 2021 March 31, 2021 December 31, 2020 (dollars in thousands) Interest income Loans $ 87,236 $ 88,052 $ 93,328 $ 100,274 $ 107,323 Investment securities 9,843 8,916 8,642 8,318 8,119 Federal funds sold and other 970 958 654 405 155 Total interest income 98,049 97,926 102,624 108,997 115,597 Interest expense Deposits 2,580 2,778 3,505 4,479 5,992 FHLB advances and other borrowings 877 878 867 856 880 Subordinated debentures and subordinated notes payable 786 784 789 792 817 Total interest expense 4,243 4,440 5,161 6,127 7,689 Net interest income 93,806 93,486 97,463 102,870 107,908 Provision for (reversal of) credit losses ¹ 988 (20,934 ) (20,699 ) (5,000 ) 11,899 Net interest income after provision for loan and lease losses 92,818 114,420 118,162 107,870 96,009 Noninterest income Service charges and other fees 10,922 9,901 9,005 8,599 9,624 Wealth management fees 3,541 3,659 3,477 3,182 3,029 Mortgage banking income, net 1,297 1,400 2,157 3,690 4,090 Net gain (loss) on sale of securities and other assets 6 2 — (1 ) 248 Derivative interest expense (2,939 ) (3,035 ) (3,117 ) (3,182 ) (3,393 ) Change in fair value of FVO loans and related derivatives 254 988 4,110 42 (1,672 ) Other derivative income 4,312 817 1,530 3,255 898 Other 1,996 2,120 2,209 1,608 1,324 Total noninterest income 19,389 15,852 19,371 17,193 14,148 Noninterest expense Salaries and employee benefits 41,116 37,370 40,239 39,125 37,554 Data processing and communication 7,273 7,701 7,054 6,545 6,226 Occupancy and equipment 5,080 5,441 5,105 5,511 5,213 Professional fees 2,857 9,039 4,644 3,734 3,915 Advertising 645 1,121 602 477 556 Net loss (gain) on repossessed property and other related expenses 464 (1,313 ) (760 ) (54 ) 345 Goodwill and intangible assets impairment — — — — — Other 4,734 4,340 3,621 3,765 3,640 Total noninterest expense 62,169 63,699 60,505 59,103 57,449 Income before income taxes 50,038 66,573 77,028 65,960 52,708 Provision for income taxes 10,817 14,682 18,279 14,661 11,389 Net income $ 39,221 $ 51,891 $ 58,749 $ 51,299 $ 41,319 1 For the three months ended December 31, 2021, this line includes a $1.0 million increase in provision for unfunded commitments reserve. For the three months ended December 31, 2020, this line includes a $0.1 million reversal of provision for unfunded commitments reserve. GREAT WESTERN BANCORP, INC. Summarized Consolidated Balance Sheet (Unaudited) As of December 31, 2021 September 30, 2021 June 30, 2021 March 31, 2021 December 31, 2020 (dollars in thousands) Assets Cash and cash equivalents $ 1,936,768 $ 1,552,260 $ 1,756,345 $ 1,383,071 $ 1,061,796 Investment securities 2,798,855 2,710,953 2,383,959 2,265,261 2,059,615 Total loans ¹ 8,134,243 8,185,053 8,477,783 9,011,352 9,517,876 Allowance for credit losses (236,320 ) (246,038 ) (270,298 ) (295,953 ) (308,794 ) Loans, net 7,897,923 7,939,015 8,207,485 8,715,399 9,209,082 Other assets 718,014 709,240 722,440 650,008 483,890 Total assets $ 13,351,560 $ 12,911,468 $ 13,070,229 $ 13,013,739 $ 12,814,383 Liabilities and stockholders' equity Noninterest-bearing deposits $ 2,843,561 $ 2,608,579 $ 2,958,488 $ 2,845,309 $ 2,858,455 Interest-bearing deposits 8,917,314 8,701,887 8,579,289 8,718,745 8,514,863 Total deposits 11,760,875 11,310,466 11,537,777 11,564,054 11,373,318 Securities sold under agreements to repurchase 72,444 91,289 80,167 63,153 80,355 FHLB advances and other borrowings 120,000 120,000 120,000 120,000 120,000 Other liabilities 175,345 188,234 171,216 172,613 172,209 Total liabilities 12,128,664 11,709,989 11,909,160 11,919,820 11,745,882 Stockholders' equity 1,222,896 1,201,479 1,161,069 1,093,919 1,068,501 Total liabilities and stockholders' equity $ 13,351,560 $ 12,911,468 $ 13,070,229 $ 13,013,739 $ 12,814,383 1 Total loans includes $67.6 million, $2.9 million and $11.6 million of loans held for sale at December 31, 2021, September 30, 2021 and December 31, 2020, respectively GREAT WESTERN BANCORP, INC. Loan Portfolio Summary (Unaudited) As of Fiscal year-to-date: December 31, 2021 September 30, 2021 Change ($) Change (%) (dollars in thousands) Construction and development $ 468,590 $ 394,712 $ 73,878 18.7 % Owner-occupied CRE 1,353,872 1,357,715 (3,843 ) (0.3 ) % Non-owner-occupied CRE ¹ 2,246,597 2,191,848 54,749 2.5 % Multifamily residential real estate 511,851 539,063 (27,212 ) (5.0 ) % Total commercial real estate 4,580,910 4,483,338 97,572 2.2 % Agriculture 1,484,201 1,428,614 55,587 3.9 % Commercial non-real estate 1,335,920 1,535,394 (199,474 ) (13.0 ) % Residential real estate ² 637,629 628,098 9,531 1.5 % Consumer and other ³ 95,583 109,609 (14,026 ) (12.8 ) % Total loans $ 8,134,243 $ 8,185,053 $ (50,810 ) (0.6 ) % 1 Non-owner-occupied CRE includes $65.8 million and $0.0 million of loans held for sale at December 31, 2021 and September 30, 2021, respectively. 2 Residential real estate includes $1.8 million and $2.9 million of loans held for sale at December 31, 2021 and September 30, 2021, respectively. 3 Other loans primarily include consumer and commercial credit cards, customer deposit account overdrafts, leases and loans in process. GREAT WESTERN BANCORP, INC. Net Interest Margin (FTE) (Unaudited) Three Months Ended December 31, 2021 September 30, 2021 December 31, 2020 Average Balance Interest (FTE) Yield / Cost ¹ Average Balance Interest (FTE) Yield / Cost ¹ Average Balance Interest (FTE) Yield / Cost ¹ (dollars in thousands) Assets Interest-bearing bank deposits $ 1,586,681 $ 639 0.16 % $ 1,466,674 $ 607 0.16 % $ 492,105 $ 155 0.12 % Other interest-earning assets 131,069 331 1.00 % 127,321 351 1.09 % — — — % Investment securities 2,758,162 9,843 1.42 % 2,531,714 8,916 1.40 % 1,905,771 8,119 1.69 % Non-ASC 310-30 loans, net 7,931,967 88,750 4.44 % 8,053,490 89,626 4.42 % 9,567,679 108,921 4.52 % Loans, net 7,931,967 88,750 4.44 % 8,053,490 89,626 4.42 % 9,567,679 108,921 4.52 % Total interest-earning assets 12,407,879 99,563 3.18 % 12,179,199 99,500 3.24 % 11,965,555 117,195 3.89 % Noninterest-earning assets 721,290 741,138 614,946 Total assets $ 13,129,169 $ 99,563 3.01 % $ 12,920,337 $ 99,500 3.05 % $ 12,580,501 $ 117,195 3.70 % Liabilities and Stockholders' Equity Noninterest-bearing deposits $ 2,715,486 $ 2,898,276 $ 2,664,117 Interest-bearing deposits 8,104,781 $ 1,979 0.10 % 7,696,542 $ 2,066 0.11 % 7,278,073 $ 3,966 0.22 % Time deposits 713,736 601 0.33 % 759,420 712 0.37 % 1,187,148 2,026 0.68 % Total deposits 11,534,003 2,580 0.09 % 11,354,238 2,778 0.10 % 11,129,338 5,992 0.21 % Securities sold under agreements to repurchase 81,739 15 0.07 % 88,511 17 0.08 % 78,639 18 0.09 % FHLB advances and other borrowings 120,000 862 2.85 % 120,032 861 2.85 % 120,000 862 2.85 % Subordinated debentures and subordinated notes payable 108,981 786 2.86 % 108,947 784 2.85 % 108,846 817 2.98 % Total borrowings 310,720 1,663 2.12 % 317,490 1,662 2.08 % 307,485 1,697 2.19 % Total interest-bearing liabilities 11,844,723 $ 4,243 0.14 % 11,671,728 $ 4,440 0.15 % 11,436,823 $ 7,689 0.27 % Noninterest-bearing liabilities 77,517 71,844 61,601 Stockholders' equity 1,206,929 1,176,765 1,082,077 Total liabilities and stockholders' equity $ 13,129,169 $ 12,920,337 $ 12,580,501 Net interest spread 2.87 % 2.90 % 3.43 % Net interest income and net interest margin (FTE) $ 95,320 3.05 % $ 95,060 3.10 % $ 109,506 3.63 % Less: Tax equivalent adjustment 1,514 1,574 1,598 Net interest income and net interest margin - ties to Statements of Comprehensive Income $ 93,806 3.00 % $ 93,486 3.05 % $ 107,908 3.58 % 1 Annualized for all partial-year periods. Non-GAAP Financial Measures and Reconciliation We rely on certain non-GAAP financial measures in making financial and operational decisions about our business. We believe that each of the non-GAAP financial measures presented is helpful in highlighting trends in our business, financial condition and results of operations which might not otherwise be apparent when relying solely on our financial results calculated in accordance with GAAP. We disclose net interest income and related ratios and analysis on a taxable-equivalent basis, which may also be considered non-GAAP financial measures. We believe this presentation to be the preferred industry measurement of net interest income as it provides a relevant comparison of net interest income arising from taxable and tax-exempt sources. In addition, certain performance measures, including the efficiency ratio and net interest margin utilize net interest income on a taxable-equivalent basis. In particular, we evaluate our profitability and performance based on our adjusted net income, adjusted earnings per common share, pre-tax pre-provision income ("PTPP"), tangible net income and return on average tangible common equity. Our adjusted net income and adjusted earnings per common share exclude the after-tax effect of items with a significant impact to net income that we do not believe to be recurring in nature, (e.g., one-time acquisition expenses as well as the second quarter of fiscal year 2020 COVID-19 impact on credit and other related charges and the impairment of goodwill and certain intangible assets). Our PTPP income excludes total provision for credit losses, credit gains/losses on loans held for investment measured at fair value and goodwill impairment. Our tangible net income and return on average tangible common equity exclude the effects of amortization expense relating to intangible assets and our acquisitions of other institutions. We believe these measures help highlight trends associated with our financial condition and results of operations by providing net income and return information excluding significant nonrecurring items (for adjusted net income and adjusted earnings per common share), measure our ability to generate capital by providing net income excluding credit losses (for PTPP income) and measure net income based on our cash payments and receipts during the applicable period (for tangible net income and return on average tangible common equity). We also evaluate our profitability and performance based on our adjusted net interest income, adjusted net interest margin, adjusted interest income on loans and adjusted yield on loans. We adjust each of these four measures to include the derivative interest expense we use to manage interest rate risk on certain of our loans, which we believe economically offsets the interest income earned on the loans. Similarly, we evaluate our operational efficiency based on our efficiency ratio, which excludes the effect of amortization of core deposit and other intangibles (a non-cash expense item) and includes the tax benefit associated with our tax-advantaged loans. We evaluate our financial condition based on the ratio of our tangible common equity to our tangible assets and the ratio of our tangible common equity to common shares outstanding. Our calculation of this ratio excludes the effect of our goodwill and other intangible assets. We believe this measure is helpful in highlighting the common equity component of our capital and because of its focus by federal bank regulators when reviewing the health and strength of financial institutions in recent years and when considering regulatory approvals for certain actions, including capital actions. We also believe the ratio of our tangible common equity to common shares outstanding is helpful in understanding our stockholders’ relative ownership position as we undertake various actions to issue and retire common shares outstanding. Reconciliations for each of these non-GAAP financial measures to the closest GAAP financial measures are included in the tables below. Each of the non-GAAP financial measures presented should be considered in context with our GAAP financial results included in this release. GREAT WESTERN BANCORP, INC. Reconciliation of Non-GAAP Measures (Unaudited) At and for the three months ended: December 31, 2021 September 30, 2021 June 30, 2021 March 31, 2021 December 31, 2020 (dollars in thousands except share and per share amounts) Adjusted net income and adjusted earnings per common share: Net income (loss) - GAAP $ 39,221 $ 51,891 $ 58,749 $ 51,299 $ 41,319 Weighted average diluted common shares outstanding 55,538,895 55,546,917 55,524,979 55,456,399 55,247,343 Earnings per common share - diluted $ 0.71 $ 0.93 $ 1.06 $ 0.93 $ 0.75 Pre-tax pre-provision income ("PTPP"): Income before income taxes - GAAP $ 50,038 $ 66,573 $ 77,028 $ 65,960 $ 52,708 Add: Provision for (reversal of) credit losses - GAAP 988 (20,934 ) (20,699 ) (5,000 ) 11,899 Add: Change in fair value of FVO loans and related derivatives - GAAP (254 ) (988 ) (4,110 ) (42 ) 1,672 Pre-tax pre-provision income $ 50,772 $ 44,651 $ 52,219 $ 60,918 $ 66,279 Tangible net income and return on average tangible common equity: Net income (loss) - GAAP $ 39,221 $ 51,891 $ 58,749 $ 51,299 $ 41,319 Add: Amortization of intangible assets and COVID-19 related impairment of goodwill and certain intangible assets, net of tax 239 239 253 261 261 Tangible net income $ 39,460 $ 52,130 $ 59,002 $ 51,560 $ 41,580 Average common equity $ 1,206,929 $ 1,176,765 $ 1,113,791 $ 1,049,388 $ 1,082,077 Less: Average goodwill and other intangible assets 5,004 5,244 5,485 5,742 6,004 Average tangible common equity $ 1,201,925 $ 1,171,521 $ 1,108,306 $ 1,043,646 $ 1,076,073 Return on average common equity * 12.9 % 17.5 % 21.2 % 19.8 % 15.2 % Return on average tangible common equity ** 13.0 % 17.7 % 21.4 % 20.0 % 15.3 % * Calculated as net income - GAAP divided by average common equity. Annualized for partial-year periods. ** Calculated as tangible net income divided by average tangible common equity. Annualized for partial-year periods. Adjusted net interest income and adjusted net interest margin (fully-tax equivalent basis), on non-ASC 310-30 loans: Net interest income - GAAP $ 93,806 $ 93,486 $ 97,463 $ 102,870 $ 107,908 Add: Tax equivalent adjustment 1,514 1,574 1,595 1,577 1,598 Net interest income (FTE) 95,320 95,060 99,058 104,447 109,506 Add: Derivative interest expense (2,939 ) (3,035 ) (3,117 ) (3,182 ) (3,393 ) Adjusted net interest income (FTE) $ 92,381 $ 92,025 $ 95,941 $ 101,265 $ 106,113 Average interest-earning assets $ 12,407,879 $ 12,179,199 $ 12,299,046 $ 12,073,497 $ 11,965,555 Net interest margin (FTE) * 3.05 % 3.10 % 3.23 % 3.51 % 3.63 % Adjusted net interest margin (FTE) ** 2.95 % 3.00 % 3.13 % 3.40 % 3.52 % * Calculated as net interest income (FTE) divided by average interest earning assets. Annualized for partial-year periods. ** Calculated as adjusted net interest income (FTE) divided by average interest earning assets. Annualized for partial-year periods. Adjusted interest income and adjusted yield (fully-tax equivalent basis), on non-ASC 310-30 loans: Interest income - GAAP $ 87,236 $ 88,052 $ 93,328 $ 100,274 $ 107,323 Add: Tax equivalent adjustment 1,514 1,574 1,595 1,577 1,598 Interest income (FTE) 88,750 89,626 94,923 101,851 108,921 Add: Derivative interest expense (2,939 ) (3,035 ) (3,117 ) (3,182 ) (3,393 ) Adjusted interest income (FTE) $ 85,811 $ 86,591 $ 91,806 $ 98,669 $ 105,528 Average non-ASC310-30 loans $ 7,931,967 $ 8,053,490 $ 8,500,919 $ 9,016,221 $ 9,567,679 Yield (FTE) * 4.44 % 4.42 % 4.48 % 4.58 % 4.52 % Adjusted yield (FTE) ** 4.29 % 4.27 % 4.33 % 4.44 % 4.38 % * Calculated as interest income (FTE) divided by average loans. Annualized for partial-year periods. ** Calculated as adjusted interest income (FTE) divided by average loans. Annualized for partial-year periods. Efficiency ratio: Total revenue - GAAP $ 113,195 $ 109,338 $ 116,834 $ 120,063 $ 122,056 Add: Tax equivalent adjustment 1,514 1,574 1,595 1,577 1,598 Total revenue (FTE) $ 114,709 $ 110,912 $ 118,429 $ 121,640 $ 123,654 Noninterest expense $ 62,169 $ 63,699 $ 60,505 $ 59,103 $ 57,449 Less: Amortization of intangible assets and COVID-19 related impairment of goodwill and certain intangible assets 239 239 253 261 261 Tangible noninterest expense $ 61,930 $ 63,460 $ 60,252 $ 58,842 $ 57,188 Efficiency ratio * 54.0 % 57.2 % 50.9 % 48.4 % 46.2 % * Calculated as the ratio of tangible noninterest expense to total revenue (FTE). Tangible common equity and tangible common equity to tangible assets: Total stockholders' equity $ 1,222,896 $ 1,201,479 $ 1,161,069 $ 1,093,919 $ 1,068,501 Less: Goodwill and other intangible assets 4,912 5,151 5,390 5,643 5,904 Tangible common equity $ 1,217,984 $ 1,196,328 $ 1,155,679 $ 1,088,276 $ 1,062,597 Total assets $ 13,351,560 $ 12,911,468 $ 13,070,229 $ 13,013,739 $ 12,814,383 Less: Goodwill and other intangible assets 4,912 5,151 5,390 5,643 5,904 Tangible assets $ 13,346,648 $ 12,906,317 $ 13,064,839 $ 13,008,096 $ 12,808,479 Tangible common equity to tangible assets 9.1 % 9.3 % 8.8 % 8.4 % 8.3 % Tangible book value per share: Total stockholders' equity $ 1,222,896 $ 1,201,479 $ 1,161,069 $ 1,093,919 $ 1,068,501 Less: Goodwill and other intangible assets 4,912 5,151 5,390 5,643 5,904 Tangible common equity $ 1,217,984 $ 1,196,328 $ 1,155,679 $ 1,088,276 $ 1,062,597 Common shares outstanding 55,199,193 55,116,503 55,116,095 55,111,403 55,105,105 Book value per share - GAAP $ 22.15 $ 21.80 $ 21.07 $ 19.85 $ 19.39 Tangible book value per share $ 22.07 $ 21.71 $ 20.97 $ 19.75 $ 19.28 1 All references to net interest income and net interest margin are presented on a fully-tax equivalent basis unless otherwise noted. 2 This is a non-GAAP financial measure management believes is helpful to understanding trends in our business that may not be fully apparent based only on the most comparable GAAP financial measure. Further information on this financial measure and a reconciliation to the most comparable GAAP financial measure is provided at the end of this release.

GWB

prnewswire.com

3 years ago

Constellation Energy Set to Join S&P 500; Others to Join S&P MidCap 400 and S&P SmallCap 600

NEW YORK, Jan. 26, 2022 /PRNewswire/ -- S&P Dow Jones Indices will make the following changes to the S&P 500, S&P MidCap 400, and S&P SmallCap 600: Constellation Energy Corp. (NASD:CEG) will replace The Gap Inc. (NYSE:GPS) in the S&P 500, The Gap will replace Jack in the Box Inc. (NASD:JACK) in the S&P MidCap 400, and Jack in the Box will replace Spectrum Pharmaceuticals Inc.(NASD:SPPI) in the S&P SmallCap 600 prior to the opening of trading on Thursday, February 3. S&P 500 and 100 constituent Exelon Corp. (NASD: EXC) is spinning off Constellation Energy in a transaction expected to be completed on February 2.

GWB

zacks.com

3 years ago

Great Western Bancorp (GWB) Reports Next Week: What to Know Ahead of the Release

Great Western Bancorp (GWB) doesn't possess the right combination of the two key ingredients for a likely earnings beat in its upcoming report. Get prepared with the key expectations.

GWB

businesswire.com

3 years ago

First Interstate BancSystem and Great Western Bancorp Receive Final Regulatory and Shareholder Approvals to Merge

BILLINGS, Mont. & SIOUX FALLS, S.D.--(BUSINESS WIRE)--First Interstate BancSystem, Inc. (NASDAQ: FIBK) (“FIBK”), parent company of First Interstate Bank, and Great Western Bancorp, Inc. (NYSE: GWB) (“GWB”), parent company of Great Western Bank, jointly announced today that they have received all required regulatory clearances as well as approvals of the shareholders of FIBK and stockholders of GWB related to the proposed merger of FIBK and GWB and the merger of FIBK’s and GWB’s respective subsidiary banks, First Interstate Bank and Great Western Bank. The combined holding company will operate under the First Interstate BancSystem name and brand with the combined company’s headquarters remaining in Billings, Montana. The merger is expected to be completed on or around February 1, 2022, subject to satisfaction of customary closing conditions. “This is an historic moment for our company,” noted FIBK President and CEO Kevin Riley. "Since we started discussions with Great Western, we’ve known this opportunity would be a tremendous partnership. It’s exciting to know our shareholders see the same value and possibilities.” The combined company leverages the strengths of both organizations, creating a diversified, community-focused banking franchise with a network of more than 300 branches across 14 states. With assets totaling over $32 billion, the pro forma company establishes FIBK as a premier banking franchise in the West. “Great Western is looking forward to becoming a part of the First Interstate family, and we are eager to demonstrate to our shareholders, our clients, and our communities how beneficial this partnership is for all involved,” said Mark Borrecco, President and CEO of GWB. Following the completion of the merger, FIBK will provide GWB clients with comprehensive information relating to the anticipated conversion of their accounts, which is expected to occur in May 2022, at which time Great Western Bank branches will become First Interstate Bank branches. Until systems are integrated, FIBK and GWB clients will continue to be served through their respective branches, websites, and mobile apps. About First Interstate BancSystem, Inc. First Interstate BancSystem, Inc. is a financial services holding company headquartered in Billings, Montana. It is the parent company of First Interstate Bank, a community bank with $19.3 billion in assets as of September 30, 2021. First Interstate proudly delivers financial solutions across Idaho, Montana, Oregon, South Dakota, Washington, and Wyoming. A recognized leader in community banking services, First Interstate is driven by strong values as well as a commitment to delivering a rewarding experience to its employees, strong returns to shareholders, exceptional products and services to its clients, and resources to the communities it serves. More information is available at www.firstinterstate.com. About Great Western Bancorp, Inc. Great Western Bancorp, Inc. is the holding company for Great Western Bank, a full-service regional bank with approximately $13 billion in assets as of September 30, 2021, focused on relationship-based business banking. Great Western Bank offers small and mid-sized businesses a focused suite of financial products and a range of deposit and loan products to retail customers through several channels, including the branch network, online banking system, mobile banking applications and customer care centers. The bank services its customers through more than 170 branches in nine states: Arizona, Colorado, Iowa, Kansas, Minnesota, Missouri, Nebraska, North Dakota, and South Dakota. To learn more about Great Western Bank, visit www.greatwesternbank.com. Cautionary Note Regarding Forward Looking Statements This communication contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Rule 175 promulgated thereunder, and Section 21E of the Securities Exchange Act of 1934, as amended, and Rule 3b-6 promulgated thereunder, which involve inherent risks and uncertainties. Any statements about FIBK’s, GWB’s or the combined company’s plans, objectives, expectations, strategies, beliefs, or future performance or events constitute forward-looking statements. Such statements are identified as those that include words or phrases such as “believes,” “expects,” “anticipates,” “plans,” “trend,” “objective,” “continue,” or similar expressions or future or conditional verbs such as “will,” “would,” “should,” “could,” “might,” “may,” or similar expressions. Forward-looking statements involve known and unknown risks, uncertainties, assumptions, estimates, and other important factors that change over time and could cause actual results to differ materially from any results, performance, or events expressed or implied by such forward-looking statements. Such forward-looking statements include but are not limited to statements about the benefits of the business combination transaction between FIBK and GWB (the “Transaction”), including future financial and operating results, the combined company’s plans, objectives, expectations and intentions, and other statements that are not historical facts. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from those projected. In addition to factors previously disclosed in FIBK’s and GWB’s reports filed with the U.S. Securities and Exchange Commission (the “SEC”) and those identified elsewhere in this document, the following factors, among others, could cause actual results to differ materially from forward-looking statements or historical performance: the occurrence of any event, change, or other circumstance that could give rise to the right of one or both of the parties to terminate the definitive merger agreement between FIBK and GWB; the outcome of any legal proceedings that may be instituted against FIBK or GWB; the possibility that the Transaction does not close when expected or at all because required approvals and other conditions to closing are not received or satisfied on a timely basis or at all (and the risk that such approvals may result in the imposition of conditions that could adversely affect the combined company or the expected benefits of the Transaction); the risk that the benefits from the Transaction may not be fully realized or may take longer to realize than expected, including as a result of changes in, or problems arising from, general economic and market conditions, interest and exchange rates, monetary policy, laws and regulations and their enforcement, and the degree of competition in the geographic and business areas in which FIBK and GWB operate; the ability to promptly and effectively integrate the businesses of FIBK and GWB; the possibility that the Transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events; reputational risk and potential adverse reactions of FIBK’s or GWB’s customers, employees or other business partners, including those resulting from the announcement or completion of the Transaction; the dilution caused by FIBK’s issuance of additional shares of its capital stock in connection with the Transaction; the diversion of management’s attention and time from ongoing business operations and opportunities on merger-related matters; and the impact of the global COVID-19 pandemic on FIBK’s or GWB’s businesses, the ability to complete the Transaction or any of the other foregoing risks. These factors are not necessarily all of the factors that could cause FIBK’s, GWB’s or the combined company’s actual results, performance, or achievements to differ materially from those expressed in or implied by any of the forward-looking statements. Other unknown or unpredictable factors also could harm FIBK’s, GWB’s or the combined company’s results. All forward-looking statements attributable to FIBK, GWB, or the combined company, or persons acting on FIBK’s or GWB’s behalf, are expressly qualified in their entirety by the cautionary statements set forth above. Forward-looking statements speak only as of the date they are made and FIBK and GWB do not undertake or assume any obligation to update publicly any of these statements to reflect actual results, new information or future events, changes in assumptions, or changes in other factors affecting forward-looking statements, except to the extent required by applicable law. If FIBK or GWB update one or more forward-looking statements, no inference should be drawn that FIBK or GWB will make additional updates with respect to those or other forward-looking statements. Further information regarding FIBK, GWB and factors which could affect the forward-looking statements contained herein can be found in FIBK’s registration statement on Form S-4, as amended, as well as FIBK’s Annual Report on Form 10-K for the fiscal year ended December 31, 2020, its Quarterly Reports on Form 10-Q for the three-month periods ended March 31, 2021, June 30, 2021 and September 30, 2021, and its other filings with the SEC, and in GWB’s Annual Report on Form 10-K for the fiscal year ended September 30, 2021, and its other filings with the SEC. Category: M & A

GWB

businesswire.com

3 years ago

First Interstate BancSystem and Great Western Bancorp Receive Final Regulatory and Shareholder Approvals to Merge

BILLINGS, Mont. & SIOUX FALLS, S.D.--(BUSINESS WIRE)--First Interstate BancSystem, Inc. (NASDAQ: FIBK) (“FIBK”), parent company of First Interstate Bank, and Great Western Bancorp, Inc. (NYSE: GWB) (“GWB”), parent company of Great Western Bank, jointly announced today that they have received all required regulatory clearances as well as approvals of the shareholders of FIBK and stockholders of GWB related to the proposed merger of FIBK and GWB and the merger of FIBK's and GWB's respective subsi

GWB

businesswire.com

3 years ago

Great Western Bancorp, Inc. Announces Earnings Date for the Quarter Ending on December 31, 2021

SIOUX FALLS, S.D.--(BUSINESS WIRE)--Great Western Bancorp, Inc. (NYSE:GWB) (“GWB” or the “Company”), the parent company of Great Western Bank (www.greatwesternbank.com), announced today that it will release financial results for the quarter ending on December 31, 2021 on Thursday, January 27, 2022. Given the pending merger with First Interstate BancSystem, Inc. (NASDAQ: FIBK) (“FIBK”), this date coincides with FIBK’s earnings release conference call on January 28, 2022, and Great Western will not be conducting an earnings conference call this quarter. The press release and the slide presentation relating to Great Western’s earnings results will be available on the Company’s Investor Relations website, ir.greatwesternbank.com. About Great Western Bancorp, Inc. Great Western Bancorp, Inc. is the holding company for Great Western Bank, a full-service regional bank focused on relationship-based business and agribusiness banking. Great Western Bank offers small and mid-sized businesses a focused suite of financial products and a range of deposit and loan products to retail customers through several channels, including the branch network, online banking system, mobile banking applications and customer care centers. The bank services its customers through more than 170 branches in nine states: Arizona, Colorado, Iowa, Kansas, Minnesota, Missouri, Nebraska, North Dakota and South Dakota. To learn more about Great Western Bank visit www.greatwesternbank.com. Cautionary Note Regarding Forward Looking Statements This communication contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Rule 175 promulgated thereunder, and Section 21E of the Securities Exchange Act of 1934, as amended, and Rule 3b-6 promulgated thereunder, which involve inherent risks and uncertainties. Any statements about FIBK’s, GWB’s or the combined company’s plans, objectives, expectations, strategies, beliefs, or future performance or events constitute forward-looking statements. Such statements are identified as those that include words or phrases such as “believes,” “expects,” “anticipates,” “plans,” “trend,” “objective,” “continue,” or similar expressions or future or conditional verbs such as “will,” “would,” “should,” “could,” “might,” “may,” or similar expressions. Forward-looking statements involve known and unknown risks, uncertainties, assumptions, estimates, and other important factors that change over time and could cause actual results to differ materially from any results, performance, or events expressed or implied by such forward-looking statements. Such forward-looking statements include but are not limited to statements about the benefits of the Transaction, including future financial and operating results, the combined company’s plans, objectives, expectations and intentions, and other statements that are not historical facts. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from those projected. In addition to factors previously disclosed in FIBK’s and GWB’s reports filed with the U.S. Securities and Exchange Commission (the “SEC”) and those identified elsewhere in this document, the following factors, among others, could cause actual results to differ materially from forward-looking statements or historical performance: the occurrence of any event, change, or other circumstance that could give rise to the right of one or both of the parties to terminate the definitive merger agreement between FIBK and GWB; the outcome of any legal proceedings that may be instituted against FIBK or GWB; the possibility that the Transaction does not close when expected or at all because all required regulatory, shareholder or other approvals and other conditions to closing are not received or satisfied on a timely basis or at all (and the risk that such approvals may result in the imposition of conditions that could adversely affect the combined company or the expected benefits of the Transaction); the risk that the benefits from the Transaction may not be fully realized or may take longer to realize than expected, including as a result of changes in, or problems arising from, general economic and market conditions, interest and exchange rates, monetary policy, laws and regulations and their enforcement, and the degree of competition in the geographic and business areas in which FIBK and GWB operate; the ability to promptly and effectively integrate the businesses of FIBK and GWB; the possibility that the Transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events; reputational risk and potential adverse reactions of FIBK’s or GWB’s customers, employees or other business partners, including those resulting from the announcement or completion of the Transaction; the dilution caused by FIBK’s issuance of additional shares of its capital stock in connection with the Transaction; the diversion of management’s attention and time from ongoing business operations and opportunities on merger-related matters; and the impact of the global COVID-19 pandemic on FIBK’s or GWB’s businesses, the ability to complete the Transaction or any of the other foregoing risks. These factors are not necessarily all of the factors that could cause FIBK’s, GWB’s or the combined company’s actual results, performance, or achievements to differ materially from those expressed in or implied by any of the forward-looking statements. Other unknown or unpredictable factors also could harm FIBK’s, GWB’s or the combined company’s results. All forward-looking statements attributable to FIBK, GWB, or the combined company, or persons acting on FIBK’s or GWB’s behalf, are expressly qualified in their entirety by the cautionary statements set forth above. Forward-looking statements speak only as of the date they are made and FIBK and GWB do not undertake or assume any obligation to update publicly any of these statements to reflect actual results, new information or future events, changes in assumptions, or changes in other factors affecting forward-looking statements, except to the extent required by applicable law. If FIBK or GWB update one or more forward-looking statements, no inference should be drawn that FIBK or GWB will make additional updates with respect to those or other forward-looking statements. Further information regarding FIBK, GWB and factors which could affect the forward-looking statements contained herein can be found in the registration statement on Form S-4, as well as FIBK’s Annual Report on Form 10-K for the fiscal year ended December 31, 2020, its Quarterly Reports on Form 10-Q for the three-month periods ended March 31, 2021, June 30, 2021 and September 30, 2021, and its other filings with the SEC, and in GWB’s Proxy Statement filed December 16, 2021 relating to the merger, Annual Report on Form 10-K for the fiscal year ended September 30, 2021, and its other filings with the SEC. Additional Information about the Transaction and Where to Find It This communication is being made with respect to the proposed transaction involving FIBK and GWB. This material is not a solicitation of any vote or approval of GWB stockholders and is not a substitute for the joint proxy statement/prospectus or any other documents that GWB may send to stockholders in connection with the proposed merger. This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities. In connection with the Transaction, FIBK has filed with the SEC a Registration Statement on Form S-4 to register the shares of FIBK capital stock to be issued in connection with the Transaction. The Registration Statement includes a joint proxy statement of FIBK and GWB that also constitutes a prospectus of FIBK. The registration statement on Form S-4 was declared effective by the SEC on December 16, 2021, and FIBK and GWB commenced mailing the definitive joint proxy statement/prospectus to their shareholders and stockholders, respectively, on or about December 16, 2021. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT ON FORM S-4 AND THE JOINT PROXY STATEMENT/PROSPECTUS INCLUDED WITHIN THE REGISTRATION STATEMENT ON FORM S-4, AS WELL AS ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC IN CONNECTION WITH THE TRANSACTION OR INCORPORATED BY REFERENCE INTO THE JOINT PROXY STATEMENT/PROSPECTUS, BECAUSE THEY CONTAIN IMPORTANT INFORMATION REGARDING FIBK, GWB, THE TRANSACTION AND RELATED MATTERS. Investors and security holders may obtain free copies of these documents and other documents filed with the SEC by FIBK or GWB through the website maintained by the SEC at http://www.sec.gov or from FIBK at its website, www.fibk.com, or from GWB at its website, www.greatwesternbank.com. Documents filed with the SEC by FIBK are available free of charge by accessing the “SEC Filings” page of FIBK’s website at www.fibk.com/sec-filings, or alternatively by directing a request by mail or telephone to First Interstate BancSystem, Inc., 401 N. 31st Street, Billings, Montana, 59116, Attention: John Stewart, Deputy Chief Financial Officer, telephone: 406-255-5311, and documents filed with the SEC by GWB are available free of charge by accessing GWB’s website at www.greatwesternbank.com under the tab “Investor Relations” and then under the heading “Financial Info – Documents” or, alternatively, by directing a request by telephone or mail to Great Western Bancorp Inc., 225 South Main Avenue, Sioux Falls, South Dakota 57104, (605) 988-9253. Participants in the Solicitation FIBK, GWB, and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from the shareholders of FIBK and stockholders of GWB in connection with the Transaction under the rules of the SEC. Information about the interests of the directors and executive officers of FIBK and GWB and other persons who may be deemed to be participants in the solicitation of shareholders of FIBK and stockholders of GWB in connection with the Transaction and a description of their direct and indirect interests, by security holdings or otherwise, is included in the joint proxy statement/prospectus related to the Transaction. Additional information about FIBK, the directors and executive officers of FIBK and their ownership of FIBK common stock is also set forth in the definitive proxy statement for FIBK’s 2021 Annual Meeting of Shareholders, as filed with the SEC on Schedule 14A on April 14, 2021, and other documents subsequently filed by FIBK with the SEC. Additional information about GWB, the directors and executive officers of GWB and their ownership of GWB common stock can also be found in GWB’s Proxy Statement relating to the merger as filed with the SEC on December 16, 2021, GWB’s Annual Report on Form 10-K for the fiscal year ended September 30, 2021, as filed with the SEC on November 24, 2021, and other documents subsequently filed by GWB with the SEC. Free copies of these documents may be obtained as described above.

GWB

businesswire.com

3 years ago

Great Western Bancorp, Inc. Announces Earnings Date for the Quarter Ending on December 31, 2021

SIOUX FALLS, S.D.--(BUSINESS WIRE)---- $GWB--Great Western Bancorp, Inc. Announces Earnings Date for the Quarter Ending on December 31, 2021

GWB

businesswire.com

3 years ago

First Interstate BancSystem Receives Regulatory Approvals from the Federal Reserve System and Montana Division of Banking for Great Western Bancorp Merger

BILLINGS, Mont. & SIOUX FALLS, S.D.--(BUSINESS WIRE)--First Interstate BancSystem, Inc. (NASDAQ: FIBK) (“FIBK”), parent company of First Interstate Bank, and Great Western Bancorp, Inc. (NYSE: GWB) (“GWB”), parent company of Great Western Bank, today jointly announced that they have received the required regulatory clearances from the Board of Governors of the Federal Reserve System and the Montana Division of Banking and Financial Institutions related to the proposed merger of FIBK and GWB and the merger of FIBK’s and GWB’s respective subsidiary banks, First Interstate Bank and Great Western Bank. The merger of GWB into FIBK and the transaction is expected to close in February 2022, subject to other customary closing conditions set forth in the merger agreement between FIBK and GWB, including regulatory approval from the Division of Banking of the South Dakota Department of Labor and Regulation and receipt of the requisite approvals of the shareholders of FIBK and stockholders of GWB at their upcoming special meetings on January 19, 2022. The combined holding company will operate under the First Interstate name and brand with the company’s headquarters remaining in Billings, Montana. The combined company leverages the strengths of both organizations, creating a diversified, community-focused banking franchise with a network of more than 300 branches across 14 states. With assets totaling over $32 billion, the pro forma company establishes FIBK as the premier banking franchise in the West. "We are pleased to have received regulatory approval from the Federal Reserve and from the State of Montana regarding our partnership with Great Western Bank," said Kevin Riley, FIBK President and CEO. "We are eager to expand First Interstate’s community banking model into eight new states and look forward to building relationships with the employees and clients who call these beautiful regions home.” After closing, FIBK will provide GWB customers comprehensive information relating to the anticipated conversion of their accounts in May 2022, at which time GWB branches will become FIBK branches. Until then, clients will continue to be served through their respective GWB and FIBK branches, websites, and mobile apps. “We’re excited to join forces, and confident that both companies’ stakeholders will benefit from this partnership,” said Mark Borrecco, GWB President and CEO. “We’ll be able to offer customers access to additional branch locations and new products and services, provide new growth and professional development opportunities to our employees, deliver additional returns to our shareholders, and have an even greater impact on our communities.” About First Interstate BancSystem, Inc. First Interstate BancSystem, Inc. is a financial services holding company headquartered in Billings, Montana. It is the parent company of First Interstate Bank, a community bank with $19.3 billion in assets as of September 30, 2021. First Interstate proudly delivers financial solutions across Idaho, Montana, Oregon, South Dakota, Washington, and Wyoming. A recognized leader in community banking services, First Interstate is driven by strong values as well as a commitment to delivering a rewarding experience to its employees, strong returns to shareholders, exceptional products and services to its clients, and resources to the communities it serves. More information is available at www.firstinterstate.com. About Great Western Bancorp, Inc. Great Western Bancorp, Inc. is the holding company for Great Western Bank, a full-service, $13 billion regional bank focused on relationship-based business banking. Great Western Bank offers small and mid-sized businesses a focused suite of financial products and a range of deposit and loan products to retail customers through several channels, including the branch network, online banking system, mobile banking applications, and customer care centers. The bank services its customers through more than 170 branches in nine states: Arizona, Colorado, Iowa, Kansas, Minnesota, Missouri, Nebraska, North Dakota, and South Dakota. To learn more about Great Western Bank, visit www.greatwesternbank.com. Cautionary Note Regarding Forward-Looking Statements This communication contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Rule 175 promulgated thereunder, and Section 21E of the Securities Exchange Act of 1934, as amended, and Rule 3b-6 promulgated thereunder, which involve inherent risks and uncertainties. Any statements about FIBK’s, GWB’s or the combined company’s plans, objectives, expectations, strategies, beliefs, or future performance or events constitute forward-looking statements. Such statements are identified as those that include words or phrases such as “believes,” “expects,” “anticipates,” “plans,” “trend,” “objective,” “continue,” or similar expressions or future or conditional verbs such as “will,” “would,” “should,” “could,” “might,” “may,” or similar expressions. Forward-looking statements involve known and unknown risks, uncertainties, assumptions, estimates, and other important factors that change over time and could cause actual results to differ materially from any results, performance, or events expressed or implied by such forward-looking statements. Such forward-looking statements include but are not limited to statements about the benefits of the business combination transaction between FIBK and GWB (the “Transaction”), including future financial and operating results, the combined company’s plans, objectives, expectations and intentions, and other statements that are not historical facts. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from those projected. In addition to factors previously disclosed in FIBK’s and GWB’s reports filed with the U.S. Securities and Exchange Commission (the “SEC”) and those identified elsewhere in this document, the following factors, among others, could cause actual results to differ materially from forward-looking statements or historical performance: the occurrence of any event, change, or other circumstance that could give rise to the right of one or both of the parties to terminate the definitive merger agreement between FIBK and GWB; the outcome of any legal proceedings that may be instituted against FIBK or GWB; the possibility that the Transaction does not close when expected or at all because required regulatory, shareholder or other approvals and other conditions to closing are not received or satisfied on a timely basis or at all (and the risk that such approvals may result in the imposition of conditions that could adversely affect the combined company or the expected benefits of the Transaction); the risk that the benefits from the Transaction may not be fully realized or may take longer to realize than expected, including as a result of changes in, or problems arising from, general economic and market conditions, interest and exchange rates, monetary policy, laws and regulations and their enforcement, and the degree of competition in the geographic and business areas in which FIBK and GWB operate; the ability to promptly and effectively integrate the businesses of FIBK and GWB; the possibility that the Transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events; reputational risk and potential adverse reactions of FIBK’s or GWB’s customers, employees or other business partners, including those resulting from the announcement or completion of the Transaction; the dilution caused by FIBK’s issuance of additional shares of its capital stock in connection with the Transaction; the diversion of management’s attention and time from ongoing business operations and opportunities on merger-related matters; and the impact of the global COVID-19 pandemic on FIBK’s or GWB’s businesses, the ability to complete the Transaction or any of the other foregoing risks. These factors are not necessarily all of the factors that could cause FIBK’s, GWB’s or the combined company’s actual results, performance, or achievements to differ materially from those expressed in or implied by any of the forward-looking statements. Other unknown or unpredictable factors also could harm FIBK’s, GWB’s or the combined company’s results. All forward-looking statements attributable to FIBK, GWB, or the combined company, or persons acting on FIBK’s or GWB’s behalf, are expressly qualified in their entirety by the cautionary statements set forth above. Forward-looking statements speak only as of the date they are made and FIBK and GWB do not undertake or assume any obligation to update publicly any of these statements to reflect actual results, new information or future events, changes in assumptions, or changes in other factors affecting forward-looking statements, except to the extent required by applicable law. If FIBK or GWB update one or more forward-looking statements, no inference should be drawn that FIBK or GWB will make additional updates with respect to those or other forward-looking statements. Further information regarding FIBK, GWB and factors which could affect the forward-looking statements contained herein can be found in the registration statement on Form S-4, as well as FIBK’s Annual Report on Form 10-K for the fiscal year ended December 31, 2020, its Quarterly Reports on Form 10-Q for the three-month periods ended March 31, 2021, June 30, 2021 and September 30, 2021, and its other filings with the SEC, and in GWB’s Annual Report on Form 10-K for the fiscal year ended September 30, 2021, and its other filings with the SEC. Additional Information about the Transaction and Where to Find It This communication is being made with respect to the proposed transaction involving FIBK and GWB. This material is not a solicitation of any vote or approval of GWB stockholders and is not a substitute for the joint proxy statement/prospectus or any other documents that GWB may send to stockholders in connection with the proposed merger. This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities. In connection with the Transaction, FIBK has filed with the SEC a Registration Statement on Form S-4 to register the shares of FIBK capital stock to be issued in connection with the Transaction. The Registration Statement includes a joint proxy statement of FIBK and GWB that also constitutes a prospectus of FIBK. The registration statement on Form S-4 was declared effective by the SEC on December 16, 2021, and FIBK and GWB commenced mailing the definitive joint proxy statement/prospectus to their shareholders and stockholders, respectively, on or about December 16, 2021. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT ON FORM S-4 AND THE JOINT PROXY STATEMENT/PROSPECTUS INCLUDED WITHIN THE REGISTRATION STATEMENT ON FORM S-4, AS WELL AS ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC IN CONNECTION WITH THE TRANSACTION OR INCORPORATED BY REFERENCE INTO THE JOINT PROXY STATEMENT/PROSPECTUS, BECAUSE THEY CONTAIN IMPORTANT INFORMATION REGARDING FIBK, GWB, THE TRANSACTION AND RELATED MATTERS. Investors and security holders may obtain free copies of these documents and other documents filed with the SEC by FIBK or GWB through the website maintained by the SEC at http://www.sec.gov or from FIBK at its website, www.fibk.com, or from GWB at its website, www.greatwesternbank.com. Documents filed with the SEC by FIBK are available free of charge by accessing the “SEC Filings” page of FIBK’s website at www.fibk.com/sec-filings, or alternatively by directing a request by mail or telephone to First Interstate BancSystem, Inc., 401 N. 31st Street, Billings, Montana, 59116, Attention: John Stewart, Deputy Chief Financial Officer, telephone: 406-255-5311, and documents filed with the SEC by GWB are available free of charge by accessing GWB’s website at www.greatwesternbank.com under the tab “Investor Relations” and then under the heading “Financial Info – Documents” or, alternatively, by directing a request by telephone or mail to Great Western Bancorp Inc., 225 South Main Avenue, Sioux Falls, South Dakota 57104, (605) 988-9253. Participants in the Solicitation FIBK, GWB, and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from the shareholders of FIBK and stockholders of GWB in connection with the Transaction under the rules of the SEC. Information about the interests of the directors and executive officers of FIBK and GWB and other persons who may be deemed to be participants in the solicitation of shareholders of FIBK and stockholders of GWB in connection with the Transaction and a description of their direct and indirect interests, by security holdings or otherwise, is included in the joint proxy statement/prospectus related to the Transaction. Additional information about FIBK, the directors and executive officers of FIBK and their ownership of FIBK common stock is also set forth in the definitive proxy statement for FIBK’s 2021 Annual Meeting of Shareholders, as filed with the SEC on Schedule 14A on April 14, 2021, and other documents subsequently filed by FIBK with the SEC. Additional information about GWB, the directors and executive officers of GWB and their ownership of GWB common stock can also be found in GWB’s Annual Report on Form 10-K for the fiscal year ended September 30, 2021, as filed with the SEC on November 24, 2021, and other documents subsequently filed by GWB with the SEC. Free copies of these documents may be obtained as described above.

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