Form 8-K FIRST INTERSTATE BANCSYS For: Jan 27

January 27, 2015 5:05 PM EST



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): January 27, 2015
------------------------------
FIRST INTERSTATE BANCSYSTEM, INC.
(Exact name of registrant as specified in its charter)
------------------------------
Montana
001-34653
81-0331430
(State or other jurisdiction of
incorporation or organization)
(Commission
File No.)
(IRS Employer
Identification No.)
401 North 31st�Street, Billings, MT
59116
(Address of principal executive offices, including
(zip code)
(406) 255-5390
(Registrants telephone number, including area code)
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�2.02 Results of Operations and Financial Condition.
On January 27, 2015, First Interstate BancSystem, Inc. (the Registrant) issued a press release regarding its financial results for the quarter ended December 31, 2014. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated by reference herein. The information in this report shall not be treated as filed for purposes of Section�18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933 or the Securities Exchange Act of 1934.
Item�9.01 Financial Statements and Exhibits.
(c) Exhibit 99.1  Press Release dated January 27, 2015 regarding the Registrants financial results for the quarter ended December 31, 2014.





SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: January 27, 2015
FIRST INTERSTATE BANCSYSTEM, INC.
By:
/s/ ED GARDING
Ed Garding
President and Chief Executive Officer





For Immediate Release
Contact:
��
Marcy Mutch
��
NASDAQ: FIBK
��
Investor Relations Officer
First Interstate BancSystem, Inc.
(406) 255-5322
��
www.FIBK.com

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First Interstate BancSystem, Inc. Reports Fourth Quarter Earnings;
Increases Dividend by 25%; Sets Annual Meeting Date

����������������
Billings, MT - January 27, 2015 - First Interstate BancSystem, Inc. (NASDAQ: FIBK) reports fourth quarter 2014 net income of $22.8 million, or $0.49 per share, a 19% increase over third quarter 2014 net income of $19.2 million, or $0.42 per share. Included in fourth quarter net income were non-core expenses related to the acquisition of Mountain West Financial Corp of $2.4 million. Exclusive of non-core items, the Company's fourth quarter 2014 core net income was $24.3 million, or $0.53 per share, as compared to core net income of $22.3 million, or $0.49 per share, for third quarter 2014.

For the year ended December 31, 2014, the Company reported net income of $84.4 million, or $1.87 per share, compared to $86.1 million, or $1.96 per share in 2013. Exclusive of non-core items, which included acquisition costs and litigation accruals, the Company's 2014 core net income was $89.3 million, or $1.98 per share, as compared to core net income of $86.1 million, or $1.96 per share, in 2013.

FOURTH QUARTER HIGHLIGHTS

"
Successful integration of Mountain West Bank operations into First Interstate Bank
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"
Continued improvement in asset quality with non-performing assets decreasing $13.4 million to 0.91% of total assets as of December 31, 2014
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"
Net loan charge-offs of $149 thousand, or 0.01% of average loans, annualized
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"
12.7% loan growth year-over-year, of which 4.4% was organic
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"
14.2% deposit growth year-over-year, of which 5.8% was organic

We delivered another solid quarter of earnings growth driven by positive trends in revenues, improved efficiencies, and improving credit quality, said Ed Garding, President and Chief Executive Officer of First Interstate BancSystem, Inc. These positive trends have helped us to offset the pressure we are seeing on our net interest margin due to the continued low interest rate environment," Mr. Garding continued. "We are pleased with the smooth integration of Mountain West's banking operations, and we are seeing the positive impact from this acquisition that we anticipated," said Mr. Garding.
Our improving earnings power has enabled us to increase our quarterly dividend another 25% to $0.20 per common share. We are pleased to be able to generate this strong return for our shareholders and we look forward to delivering another positive year in 2015, said Mr. Garding.
DIVIDEND DECLARATION

On January 22, 2015, the Company's board of directors declared a dividend of $0.20 per common share payable on
February 13, 2015 to owners of record as of February 2, 2015. This dividend equates to a 2.9% annual yield based on the $27.85 average closing price of the Company's common stock during fourth quarter 2014, and reflects a 25% increase from dividends paid during third quarter 2014 of $0.16 per common share.

1




ANNUAL MEETING DATE SET

On January 22, 2015, the Company's Board of Directors voted that the Annual Meeting of Shareholders be held on May 20, 2015, at the First Interstate Bank Operations Center, 1800 Sixth Avenue North, Billings, Montana at 4:00 p.m. Mountain Daylight Time. The record date for determination of shareholders entitled to notice of, and to vote at, the Annual Meeting is March 16, 2015.

RESULTS OF OPERATIONS

Net Interest Income. Deposit growth combined with corresponding increases in interest earning assets resulted in an increase in net interest income on a fully taxable equivalent basis. Net interest income increased $456 thousand to $66.6 million during fourth quarter 2014, as compared to $66.1 million during third quarter 2014, and increased $11.3 million to $252.8 million in 2014, as compared to $241.5 million in 2013. Interest accretion related to the fair valuation of acquired loans contributed $1.1 million of interest income during fourth quarter 2014, as compared to $1.3 million during third quarter 2014.

Despite increases in net interest income, the Company's net interest margin ratio decreased 17 basis points to 3.38% during fourth quarter 2014, as compared to 3.55% during the third quarter 2014. Exclusive of the accelerated interest accretion related to early payoffs of acquired loans and the impact of recoveries of charged-off interest, the Company's net interest margin ratio declined 14 basis points to 3.32% during fourth quarter 2014, as compared to 3.46% during third quarter 2014. During fourth quarter 2014, growth in average deposits outpaced growth in average loans. Excess liquidity was invested in lower yielding interest bearing deposits in banks and investment securities, which caused the Company's net interest margin ratio to decline by approximately 10 basis points compared to third quarter 2014. The remaining 4 basis point compression in net interest margin ratio was primarily due to lower yields on average outstanding loans and a change in loan mix.

During 2014, the Company's net interest margin ratio decreased to 3.49%, from 3.54% in 2013. Declines in yields earned on the Company's loan and investment portfolios were partially offset by increases in average outstanding loans, reductions in funding costs and lower average outstanding time deposits. Exclusive of the accelerated interest accretion related to early payoffs of acquired loans and the impact of recoveries of charged-off interest, the Company's net interest margin ratio was 3.43% during 2014 and 3.52% during 2013.
Non-Interest Income. Non-interest income increased $2.0 million to $31.4 million during fourth quarter 2014, as compared to $29.4 million during third quarter 2014. During fourth quarter 2014, the Company recognized gains aggregating $1.2 million on the sale of two bank buildings, received an insurance death benefit of $823 thousand and recorded a volume bonus of $616 thousand from its card payment network. Also contributing to the increase in non-interest income during fourth quarter 2014, as compared to third quarter 2014, were increases of $1.2 million in debit card interchange fees resulting from higher transaction volumes. Partially offsetting these increases was a $1.8 million seasonal decline in income from the origination and sale of mortgage loans.

Non-interest income decreased slightly to $111.4 million in 2014, as compared to $111.7 million in 2013. Decreases in income for the origination and sale of loans in 2014, as compared to 2013, were largely offset by increases in debit and credit card interchange fees, life insurance income, gains on the sale of two bank buildings and increases in wealth management revenues.

Income from the origination and sale of loans decreased $1.8 million to $5.6 million during fourth quarter 2014, as compared to $7.3 million during third quarter 2014, due to the combined impact of lower home purchase loan production and increased retention of select mortgage loan production in the Company's residential real estate loan portfolio. Overall mortgage loan production decreased 11% during fourth quarter 2014, as compared to third quarter 2014. Loans originated for home purchases accounted for approximately 71% of the Company's mortgage loan production during fourth quarter 2014, as compared to 81% during third quarter 2014. Income from the origination and sale of loans decreased 30% to $23.9 million for the twelve months ended December 31, 2014, as compared to $34.3 million in 2013, with production volume decreasing 18% year-over-year.

Non-Interest Expense. Non-interest expense decreased $3.3 million to $61.7 million during fourth quarter 2014, as compared to $65.0 million during third quarter 2014. Third and fourth quarter 2014 non-interest expense includes $5.0 million and $2.4 million, respectively, of acquisition and pending litigation expenses which the Company considers non-core. Exclusive of these non-core expenses, non-interest expense decreased $621 thousand to $59.3 million during fourth quarter 2014, compared to $59.9 million during third quarter 2014. During fourth quarter 2014, increases in advertising, business meals, entertainment and furniture and equipment expenses were more than offset by lower incentive bonus accruals and decreases in group health insurance costs.


2



Non-interest expense increased $14.8 million to $236.9 million in 2014, as compared to $222.1 million in 2013. Exclusive of non-core expenses, non-interest expense increased $6.8 million, or 3%, to $228.9 million in 2014, compared to $222.1 million in 2013. Year-over-year increases in non-interest expense are primarily attributable to the additional operating costs of Mountain West Financial Corp, which was acquired on July 31, 2014, and costs associated with software upgrades.

Salaries and wages expense decreased $2.2 million to $23.7 million during fourth quarter 2014, as compared to $25.9 million during third quarter 2014, primarily due to lower incentive bonus accruals and decreases in commissioned pay. Salaries and wages expense increased $2.4 million to $96.5 million in 2014, as compared to $94.2 million in 2013 due to the personnel costs associated with the acquisition of Mountain West Financial Corp and inflationary wage increases. These increases were partially offset by lower incentive bonus accruals.

Employee benefits expense decreased $1.0 million to $6.8 million during fourth quarter 2014, as compared to $7.8 million during third quarter 2014, primarily due to the reversal of previously accrued health insurance expense reflective of favorable claims experienced during 2014. Employee benefits expense for the year ended December 31, 2014 decreased $208 thousand, or less than 1%, to $30.1 million, as compared to $30.3 million in 2013.

Furniture and equipment expense increased $782 thousand to $4.1 million during fourth quarter 2014, compared to $3.3 million during third quarter 2014, due to software costs associated with the implementation of new software systems including software to assist in accounting for acquired credit impaired loans, process mortgage loans and automate certain reconciliation functions. Furniture and equipment expense increased $1.3 million to $13.8 million in 2014, as compared to $12.6 million in 2013 due to the addition of facilities in conjunction with the acquisition of Mountain West Financial Corp and costs associated with software upgrades.

Other expenses increased $1.3 million to $16.6 million during fourth quarter 2014, as compared to $15.3 million during third quarter 2014, primarily due to increases in advertising, business meals and entertainment expenses that typically occur during the fourth quarter of each year. Other expenses increased $3.5 million to $59.2 million in 2014, as compared to $55.7 million in 2013 primarily due to additional costs associated with the acquisition of Mountain West Financial Corp.
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BALANCE SHEET
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Total loans increased $43 million, or less than 1%, to $4.9 billion as of December 31, 2014, as compared to September 30, 2014. Increases in residential real estate and consumer loans were partially offset by seasonal declines in agricultural loans.

Residential real estate loans grew $43 million to $1.0 billion as of December 31, 2014, from $957 million as of September 30, 2014, due to retention of 1-4 family residential real estate loans that are primarily five to fifteen year adjustable rate and conventional mortgages.

Consumer loans increased $17 million to $762 million as of December 31, 2014, from $745 million as of September 30, 2014, primarily due to increases in indirect consumer loans. Indirect consumer loans grew organically $15 million to $553 million as of December 31, 2014, from $538 million as of September 30, 2014, due to continued expansion of the Company's indirect lending program within existing markets.

Agricultural loans decreased $12 million to $125 million as of December 31, 2014, from $137 million as of September 30, 2014, due to seasonal reductions in operating lines that typically occur during the fourth quarter of each year.

Commercial real estate loans decreased $47 million to $1.6 billion as of December 31, 2014, from $1.7 billion as of
September 30, 2014, and construction loans increased $51 million to $418 million as of December 31, 2014, from $367 million as of September 30, 2014. These fluctuations were due to the fourth quarter 2014 reclassification of certain commercial construction and land acquisition and development loans acquired from Mountain West Financial Corp from the commercial real estate category into the construction loan category consistent with the Company's current loan classification structure.

Premises and equipment decreased $12 million to $195 million as of December 31, 2014, from $207 million as of
September 30, 2014, primarily due to the sale of vacated Mountain West Financial Corp property and equipment at its carrying value of $8 million. In addition, during fourth quarter 2014, the Company sold two bank buildings with carrying values totaling $2 million at a net gain of $1.2 million.


3



Other real estate owned, or OREO, decreased $5 million to $13 million as of December 31, 2014, from $18 million as of September 30, 2014. During fourth quarter 2014, the Company sold OREO properties with carrying values of $5 million at a net gain of $532 thousand. As of December 31, 2014, the composition of OREO properties was 43% land acquisition and development, 34% commercial, 20% residential, 2% agricultural and 1% construction.

Total deposits increased $47 million, or less than 1.0%, to $7.0 billion as of December 31, 2014, as compared to September 30, 2014. During fourth quarter 2014, the Company experienced a shift in the mix of deposits away from interest bearing demand deposits to non-interest bearing demand deposits. As of December 31, 2014, the mix of total deposits was 26% non-interest bearing demand, 30% interest bearing demand, 26% savings and 18% time. This compares to 24% non-interest bearing demand, 32% interest bearing demand, 26% savings and 18% time as of September 30, 2014.

Subordinated debentures held by subsidiary trusts decreased $20 million, to $82 million as of December 31, 2014, from $102 million as of September 30, 2014. During December 2014, the Company repaid $20 million of subordinated debentures acquired as part of the Mountain West Financial Corp acquisition.

ASSET QUALITY
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Asset quality continued to improve during fourth quarter 2014 with non-performing assets ending the year at $78 million, or 0.91% of total assets. This compares to $92 million, or 1.08% of total assets, as of September 30, 2014. Additionally, criticized loans remained stable at $353 million as of December 31, 2014, and net loan charge-offs declined to $149 thousand during fourth quarter 2014, as compared to $4 million during third quarter 2014.

The Company recorded a $118 thousand provision for loan losses during fourth quarter 2014, compared to $261 thousand during third quarter 2014. The allowance for loan losses as a percentage of period end loans remained stable at 1.52% as of December 31, 2014, compared to 1.53% as of September 30, 2014. During the year ended December 31, 2014, the Company reversed provisions for loan losses of $6.6 million, as compared to a provision reversals of $6.1 million in 2013. Provision reversals are reflective of continued improvement and stabilization of credit quality.

STOCK REPURCHASE PROGRAM

On January 23, 2015, the Company's board of directors approved the repurchase of up to 1,000,000 shares of the Company's outstanding Class A common stock from time to time through open market or privately negotiated transactions, as market and business conditions permit. Share repurchases will be conducted in a manner intended to comply with the safe harbor provisions of Rule 10b-18 promulgated under the Securities Exchange Act of 1934, as amended. Repurchased shares will be returned to authorized but unissued shares of Class A common stock in accordance with Montana law.

Fourth Quarter 2014 Conference Call for Investors

First Interstate BancSystem, Inc. will host a conference call to discuss fourth quarter 2014 results at 11:00 a.m. Eastern Time (9:00 a.m. Mountain Time) on Wednesday, January 28, 2015. The conference call will be accessible by telephone and through the Internet. Participants may join the call by dialing 1-877-507-0356 or by logging on to www.FIBK.com. The call will be recorded and made available for replay after 1:00 p.m. Eastern Time (11:00 a.m. Mountain Time) on January 28, 2015 through 9:00 a.m. Eastern Time (7:00 a.m. Mountain Time) on February 28, 2015, by dialing 1-877-344-7529 (using conference ID 10057253). The call will also be archived on our website, www.FIBK.com, for one year.
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About First Interstate BancSystem, Inc.
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First Interstate BancSystem, Inc. is a financial and bank holding company incorporated in 1971 and headquartered in Billings, Montana. The Company operates 79 banking offices, including detached drive-up facilities, in 41 communities in Montana, Wyoming and western South Dakota. Through First Interstate Bank, the Company delivers a comprehensive range of banking products and services to individuals, businesses, municipalities and other entities throughout the Company's market areas.


4



Cautionary Note Regarding Forward-Looking Statements and Factors that Could Affect Future Results

This press release 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, that involve inherent risks and uncertainties. Any statements about our 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 could cause actual results to differ materially from any results, performance or events expressed or implied by such forward-looking statements. The following factors, among others, may cause actual results to differ materially from current expectations in the forward-looking statements, including those set forth in this report: continuing or worsening business and economic conditions, adverse economic conditions affecting Montana, Wyoming and western South Dakota, credit losses, lending risk, adequacy of the allowance for loan losses, impairment of goodwill, changes in interest rates, access to low-cost funding sources, dependence on the Companys management team, ability to attract and retain qualified employees, governmental regulation and changes in regulatory, tax and accounting rules and interpretations, failure of technology, inability to meet liquidity requirements, failure to manage growth, competition, ineffective internal operational controls, environmental remediation and other costs, reliance on external vendors, litigation pertaining to fiduciary responsibilities, failure to effectively implement technology-driven products and services, soundness of other financial institutions, inability of our bank subsidiary to pay dividends, implementation of new lines of business or new product or service offerings, change in dividend policy, volatility of Class�A common stock, decline in market price of Class�A common stock, dilution as a result of future equity issuances, uninsured nature of any investment in Class�A common stock, voting control of Class�B stockholders, anti-takeover provisions, controlled company status, and subordination of common stock to Company debt.
These factors are not necessarily all of the factors that could cause our actual results, performance or achievements to differ materially from those expressed in or implied by any of our forward-looking statements. Other unknown or unpredictable factors also could harm our results.

All forward-looking statements attributable to us or persons acting on our 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 we 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 laws. If we update one or more forward-looking statements, no inference should be drawn that we will make additional updates with respect to those or other forward-looking statements.




5



FIRST INTERSTATE BANCSYSTEM, INC. AND SUBSIDIARIES
Consolidated Financial Summary
(Unaudited, $ in thousands, except per share data)
2014
2013
INCOME STATEMENT SUMMARIES
4th Qtr
3rd Qtr
2nd Qtr
1st Qtr
4th Qtr
Net interest income
$
65,516

$
65,082

$
59,727

$
58,136

$
59,974

Net interest income on a fully-taxable equivalent ("FTE") basis
66,585

66,129

60,806

59,243

61,109

Provision for loan losses
118

261

(2,001
)
(5,000
)
(4,000
)
Non-interest income:
Other service charges, commissions and fees
11,429

10,458

9,699

9,156

9,458

Income from the origination and sale of loans
5,554

7,346

6,380

4,660

5,602

Wealth management revenues
4,775

5,157

4,609

4,455

4,350

Service charges on deposit accounts
4,432

4,331

3,929

3,875

4,086

Investment securities gains (losses), net
(19
)
(8
)
17

71

(25
)
Other income
5,190

2,079

1,937

1,889

2,203

Total non-interest income
31,361

29,363

26,571

24,106

25,674

Non-interest expense:
Salaries and wages
23,717

25,914

24,440

22,442

24,335

Employee benefits
6,812

7,841

7,164

8,313

7,289

Occupancy, net
4,770

4,534

4,253

4,239

4,206

Furniture and equipment
4,120

3,338

3,157

3,201

3,192

Outsourced technology services
2,468

2,346

2,309

2,300

2,382

Other real estate owned (income) expense, net
(61
)
(58
)
(134
)
(19
)
1,292

Core deposit intangible amortization
855

688

354

354

354

Non-core expenses
2,368

5,052

597





Other expenses
16,604

15,303

13,780

13,508

14,735

Total non-interest expense
61,653

64,958

55,920

54,338

57,785

Income before taxes
35,106

29,226

32,379

32,904

31,863

Income taxes
12,330

10,071

11,302

11,511

11,088

Net income
$
22,776

$
19,155

$
21,077

$
21,393

$
20,775

Core net income**
$
24,260


$
22,302

$
21,438

$
21,349

$
20,791

PER COMMON SHARE DATA
Net income - basic
$
0.50

$
0.43

$
0.48

$
0.49

$
0.47

Net income - diluted
0.49

0.42

0.47

0.48

0.47

Core net income - diluted
0.53

0.49

0.48

0.48

0.47

Cash dividend paid
0.16

0.16

0.16

0.16

0.14

Book value at period end
19.85

19.40

18.95

18.60

18.15

Tangible book value at period end**
15.07

14.61

14.71

14.37

13.89

OUTSTANDING COMMON SHARES
At period-end
45,788,415

45,672,922

44,255,012

44,390,095

44,155,063

Weighted-average shares - basic
45,485,548

44,911,858

44,044,260

43,997,815

43,888,261

Weighted-average shares - diluted
46,037,344

45,460,288

44,575,963

44,620,776

44,541,497

SELECTED ANNUALIZED RATIOS
Return on average assets
1.05
%
0.93
%
1.12
%
1.16
%
1.10
%
Core return on average assets**
1.12

1.09

1.14

1.16

1.10

Return on average common equity
10.09

8.55

10.18

10.74

10.32

Core return on average common equity**
10.75

9.96

10.36

10.72

10.32

Return on average tangible common equity**
13.34

11.17

13.16

14.00

13.49

Net FTE interest income to average earning assets
3.38

3.55

3.54

3.52

3.52


6



FIRST INTERSTATE BANCSYSTEM, INC. AND SUBSIDIARIES
Consolidated Financial Summary
(Unaudited, $ in thousands, except per share data)
2014
2013
INCOME STATEMENT SUMMARIES
Net interest income
$
248,461

$
236,967

Net interest income on a fully-taxable equivalent ("FTE") basis
252,763

241,460

Provision for loan losses
(6,622
)
(6,125
)
Non-interest income:
Other service charges, commissions and fees
40,742

35,977

Income from the origination and sale of loans
23,940

34,254

Wealth management revenues
18,996

17,085

Service charges on deposit accounts
16,567

16,837

Investment securities gains (losses), net
61

1

Other income
11,095

7,525

Total non-interest income
111,401

111,679

Non-interest expense:
Salaries and wages
96,513

94,155

Employee benefits
30,130

30,338

Occupancy, net
17,796

16,587

Furniture and equipment
13,816

12,554

Outsourced technology services
9,423

9,029

Other real estate owned (income) expense, net
(272
)
2,291

Core deposit intangible amortization
2,251

1,418

Non-core expenses
8,017



Other expenses
59,195

55,697

Total non-interest expense
236,869

222,069

Income before taxes
129,615

132,702

Income taxes
45,214

46,566

Net income
$
84,401

$
86,136

Core net income**
$
89,349

$
86,135

PER COMMON SHARE DATA
Net income - basic
$
1.89

$
1.98

Net income - diluted
1.87

1.96

Core net income - diluted
1.98

1.96

Cash dividend paid
0.64

0.41

OUTSTANDING COMMON SHARES
Weighted-average shares - basic
44,615,060

43,566,681

Weighted-average shares - diluted
45,210,561

44,044,602

SELECTED ANNUALIZED RATIOS
Return on average assets
1.06
%
1.16
%
Core return on average assets**
1.12

1.16

Return on average common equity
9.86

11.05

Core return on average common equity**
10.44

11.05

Return on average tangible common equity**
12.88

14.59

Net FTE interest income to average earning assets
3.49

3.54




7



FIRST INTERSTATE BANCSYSTEM, INC. AND SUBSIDIARIES
Consolidated Financial Summary - continued
(Unaudited, $ in thousands)
2014
2013
BALANCE SHEET SUMMARIES
Dec 31
Sept 30
Jun 30
Mar 31
Dec 31
Assets:
Cash and cash equivalents
$
798,670

$
819,963

$
503,648

$
610,531

$
534,827

Investment securities
2,287,110

2,169,774

2,093,985

2,095,088

2,151,543

Loans held for investment:
Commercial real estate
1,639,422

1,686,509

1,464,947

1,452,967

1,449,174

Construction real estate
418,269

367,420

361,009

354,349

351,635

Residential real estate
999,903

957,282

894,502

868,836

867,912

Agricultural real estate
167,659

158,940

162,428

160,570

173,534

Consumer
762,471

745,482

707,035

670,406

671,587

Commercial
740,073

736,908

727,482

707,237

676,544

Agricultural
124,859

136,587

130,280

108,376

111,872

Other
3,959

2,316

2,016

3,626

1,734

Mortgage loans held for sale
40,828

62,938

56,663

38,471

40,861

Total loans
4,897,443

4,854,382

4,506,362

4,364,838

4,344,853

Less allowance for loan losses
74,200

74,231

78,266

81,371

85,339

Net loans
4,823,243

4,780,151

4,428,096

4,283,467

4,259,514

Premises and equipment, net
195,212

207,181

180,341

179,942

179,690

Goodwill and intangible assets (excluding mortgage servicing rights)
218,870

218,799

187,502

187,858

188,214

Company owned life insurance
153,821

152,761

138,899

138,027

122,175

Other real estate owned, net
13,554

18,496

16,425

16,594

15,504

Mortgage servicing rights, net
14,038

13,894

13,443

13,474

13,546

Other assets
105,418

100,333

89,040

92,844

99,638

Total assets
$
8,609,936

$
8,481,352

$
7,651,379

$
7,617,825

$
7,564,651


Liabilities and stockholders' equity:

Deposits:
Non-interest bearing
$
1,791,364

$
1,637,151

$
1,533,484

$
1,458,460

$
1,491,683

Interest bearing
5,214,848

5,322,348

4,645,558

4,676,677

4,642,067

Total deposits
7,006,212

6,959,499

6,179,042

6,135,137

6,133,750

Securities sold under repurchase agreements
502,250

432,478

462,985

488,898

457,437

Accounts payable, accrued expenses and other liabilities
72,006

63,713

51,456

48,770

52,489

Long-term debt
38,067

36,882

36,893

36,905

36,917

Subordinated debentures held by subsidiary trusts
82,477

102,916

82,477

82,477

82,477

Total liabilities
7,701,012

7,595,488

6,812,853

6,792,187

6,763,070

Stockholders' equity:
Common stock
323,596

321,132

283,697

286,553

285,535

Retained earnings
587,862

572,362

560,469

546,444

532,087

Accumulated other comprehensive income (loss)
(2,534
)
(7,630
)
(5,640
)
(7,359
)
(16,041
)
Total stockholders' equity
908,924

885,864

838,526

825,638

801,581

Total liabilities and stockholders' equity
$
8,609,936

$
8,481,352

$
7,651,379

$
7,617,825

$
7,564,651

CONSOLIDATED CAPITAL RATIOS
Total risk-based capital
16.15
%
*
16.34
%
16.69
%
16.83
%
16.75
%
Tier 1 risk-based capital
14.52

*
14.71

15.02

15.16

14.93

Tier 1 common capital to total risk-weighted assets
13.08

*
12.89

13.45

13.55

13.31

Leverage Ratio
9.61

*
10.42

10.35

10.27

10.08

Tangible common stockholders' equity to tangible assets**
8.22

8.07

8.72

8.58

8.32




8



FIRST INTERSTATE BANCSYSTEM, INC. AND SUBSIDIARIES
Consolidated Financial Summary - continued
(Unaudited, $ in thousands)
2014
2013
ASSET QUALITY
Dec 31
Sep 30
Jun 30
Mar 31
Dec 31
Allowance for loan losses
$
74,200

$
74,231

$
78,266

$
81,371

$
85,339

As a percentage of period-end loans
1.52
%
1.53
%
1.74
%
1.86
�%
1.96
%
Net charge-offs (recoveries) during quarter
$
149

$
4,296

$
1,104

$
(1,032
)
$
3,651

Annualized as a percentage of average loans
0.01
%
0.36
%
0.10
%
(0.10
)%
0.34
%

Non-performing assets:

Non-accrual loans
$
62,182

$
71,915

$
79,166

$
88,114

$
94,439

Accruing loans past due 90 days or more
2,576

1,348

1,494

1,664

2,232

Total non-performing loans
64,758

73,263

80,660

89,778

96,671

Other real estate owned
13,554

18,496

16,425

16,594

15,504

Total non-performing assets
78,312

91,759

97,085

106,372

112,175

As a percentage of:
Total loans and OREO
1.59
%
1.88
%
2.15
%
2.43
�%
2.57
%
Total assets
0.91
%
1.08
%
1.27
%
1.40
�%
1.48
%
����
ASSET QUALITY TRENDS
Provision for Loan Losses
Net
Charge-offs (Recoveries)
Allowance for Loan Losses
Accruing Loans 30-89 Days Past Due
Accruing TDRs
Non-Performing Loans
Non-Performing Assets
Q4 2011
$
13,751

$
21,473

$
112,581

$
75,603

$
37,376

$
204,094

$
241,546

Q1 2012
11,250

7,929

115,902

58,531

36,838

185,927

230,683

Q2 2012
12,000

25,108

102,794

55,074

35,959

136,374

190,191

Q3 2012
9,500

13,288

99,006

48,277

35,428

127,270

167,241

Q4 2012
8,000

6,495

100,511

34,602

31,932

110,076

142,647

Q1 2013
500

3,107

97,904

41,924

35,787

100,535

133,005

Q2 2013
375

(249
)
98,528

39,408

23,406

105,471

128,253

Q3 2013
(3,000
)
2,538

92,990

39,414

21,939

96,203

114,740

Q4 2013
(4,000
)
3,651

85,339

26,944

21,780

96,671

112,175

Q1 2014
(5,000
)
(1,032
)
81,371

41,034

19,687

89,778

106,372

Q2 2014
(2,001
)
1,104

78,266

24,250

23,531

80,660

97,085

Q3 2014
261

4,296

74,231

38,400

20,956

73,263

91,759

Q4 2014
118

149

74,200

28,848

20,952

64,758

78,312

����
CRITICIZED LOANS
Special Mention
Substandard
Doubtful
Total
Q4 2011
$
240,903

$
269,794

$
120,165

$
630,862

Q1 2012
242,071

276,165

93,596

611,832

Q2 2012
220,509

243,916

81,473

545,898

Q3 2012
223,306

229,826

66,179

519,311

Q4 2012
209,933

215,188

42,459

467,580

Q1 2013
197,645

197,095

43,825

438,565

Q2 2013
192,390

161,786

52,266

406,442

Q3 2013
180,850

168,278

42,415

391,543

Q4 2013
159,081

154,100

45,308

358,489

Q1 2014
174,834

161,103

31,672

367,609

Q2 2014
160,271

155,744

29,115

345,130

Q3 2014
156,469

156,123

39,450

352,042

Q4 2014
154,084

163,675

34,854

352,613


*Preliminary estimate - may be subject to change.
**See Non-GAAP Financial Measures included herein for a discussion regarding core net income, tangible book value per common share, core return on average assets, core return on average common equity, return on average tangible common equity and tangible common stockholders' equity to tangible assets.

9




FIRST INTERSTATE BANCSYSTEM, INC. AND SUBSIDIARIES
Average Balance Sheets
(Unaudited, $ in thousands)
Three Months Ended
December 31, 2014
September 30, 2014
December 31, 2013
Average
Balance
Interest
Average
Rate
Average
Balance
Interest
Average
Rate
Average
Balance
Interest
Average
Rate
Interest earning assets:
Loans (1) (2)
$
4,870,509

$
61,619

5.02
%
$
4,751,928

$
61,445

5.13
%
$
4,323,504

$
55,920

5.13
%
Investment securities (2)
2,195,178

9,413

1.70

2,094,449

8,953

1.70

2,134,052

9,649

1.79

Interest bearing deposits in banks
745,171

504

0.27

548,794

374

0.27

430,912

275

0.25

Federal funds sold
597





1,909

3

0.62

789

1

0.50

Total interest earnings assets
7,811,455

71,536

3.63

7,397,080

70,775

3.80

6,889,257

65,845

3.79

Non-earning assets
774,963

753,324

601,996

Total assets
$
8,586,418

$
8,150,404

$
7,491,253

Interest bearing liabilities:
Demand deposits
$
2,148,522

$
538

0.10
%
$
2,100,931

$
532

0.10
%
$
1,807,865

$
510

0.11
%
Savings deposits
1,845,601

634

0.14

1,751,595

616

0.14

1,600,723

592

0.15

Time deposits
1,252,410

2,369

0.75

1,217,023

2,339

0.76

1,219,796

2,484

0.81

Repurchase agreements
481,901

56

0.05

439,739

52

0.05

431,397

62

0.06

Other borrowed funds
11





1,781

27

6.01

14





Long-term debt
38,037

558

5.82

36,886

482

5.18

36,983

486

5.21

Subordinated debentures held by subsidiary trusts
98,930

796

3.19

89,142

598

2.66

82,477

602

2.90

Total interest bearing liabilities
5,865,412

4,951

0.33

5,637,097

4,646

0.33

5,179,255

4,736

0.36

Non-interest bearing deposits
1,751,023

1,570,121

1,461,126

Other non-interest bearing liabilities
74,378

54,722

51,674

Stockholders equity
895,605

888,464

799,198

Total liabilities and stockholders equity
$
8,586,418

$
8,150,404

$
7,491,253

Net FTE interest income
66,585

66,129

61,109

Less FTE adjustments (2)
(1,069
)
(1,047
)
(1,135
)
Net interest income from consolidated statements of income
$
65,516

$
65,082

$
59,974

Interest rate spread
3.30
%
3.47
%
3.43
%
Net FTE interest margin (3)
3.38
%
3.55
%
3.52
%
Cost of funds, including non-interest bearing demand deposits (4)
0.26
%
0.26
%
0.28
%

(1)
Average loan balances include non-accrual loans. Interest income on loans includes amortization of deferred loan fees net of deferred loan costs, which is not material.
(2)
Interest income and average rates for tax exempt loans and securities are presented on an FTE basis.
(3)
Net FTE interest margin during the period equals the difference between annualized interest income on interest earning assets and the annualized interest expense on interest bearing liabilities, divided by�average interest earning assets for the period.
(4)
Calculated by dividing total annualized interest on interest bearing liabilities by the sum of total interest bearing liabilities plus non-interest bearing deposits.


10



FIRST INTERSTATE BANCSYSTEM, INC. AND SUBSIDIARIES
Average Balance Sheets
(Unaudited, $ in thousands)
Twelve Months Ended
December 31, 2014
December 31, 2013
Average
Balance
Interest
Average
Rate
Average
Balance
Interest
Average
Rate
Interest earning assets:
Loans (1) (2)
$
4,602,907

$
233,273

5.07
%
$
4,281,673

$
222,450

5.20
%
Investment securities (2)
2,122,587

36,755

1.73

2,151,495

38,695

1.80

Interest bearing deposits in banks
506,067

1,334

0.26

391,515

992

0.25

Federal funds sold
1,391

7

0.50

2,852

18

0.63

Total interest earnings assets
7,232,952

271,369

3.75

6,827,535

262,155

3.84

Non-earning assets
715,846

600,919

Total assets
$
7,948,798

$
7,428,454

Interest bearing liabilities:
Demand deposits
$
1,992,565

$
2,094

0.11
%
$
1,751,990

$
1,963

0.11
%
Savings deposits
1,723,073

2,444

0.14

1,566,211

2,445

0.16

Time deposits
1,198,053

9,241

0.77

1,289,108

11,392

0.88

Repurchase agreements
454,265

237

0.05

456,840

294

0.06

Other borrowed funds
8





10





Long-term debt
37,442

2,016

5.38

37,102

1,936

5.22

Preferred stock pending redemption






2,329

159

6.83

Subordinated debentures held by subsidiary trusts
88,304

2,574

2.91

82,477

2,506

3.04

Total interest bearing liabilities
5,493,710

18,606

0.34

5,186,067

20,695

0.40

Non-interest bearing deposits
1,543,079

1,411,270

Other non-interest bearing liabilities
56,147

51,587

Stockholders equity
855,862

779,530

Total liabilities and stockholders equity
$
7,948,798

$
7,428,454

Net FTE interest income
252,763

241,460

Less FTE adjustments (2)
(4,302
)
(4,493
)
Net interest income from consolidated statements of income
$
248,461

$
236,967

Interest rate spread
3.41
%
3.44
%
Net FTE interest margin (3)
3.49
%
3.54
%
Cost of funds, including non-interest bearing demand deposits (4)
0.26
%
0.31
%

(1)
Average loan balances include non-accrual loans. Interest income on loans includes amortization of deferred loan fees net of deferred loan costs, which is not material.
(2)
Interest income and average rates for tax exempt loans and securities are presented on an FTE basis.
(3)
Net FTE interest margin during the period equals the difference between interest income on interest earning assets and the interest expense on interest bearing liabilities, divided by�average interest earning assets for the period.
(4)
Calculated by dividing total interest on interest bearing liabilities by the sum of total interest bearing liabilities plus non-interest bearing deposits.







11



Non-GAAP Financial Measures
��������
In addition to results presented in accordance with generally accepted accounting principles in the United States of America, or GAAP, this release contains certain non-GAAP financial measures that management uses to provide supplemental perspectives on capital adequacy, operating results, performance trends and financial condition. These non-GAAP financial measures may not be comparable to similarly titled measures reported by other companies because other companies may not calculate these non-GAAP measures in the same manner. As a result, the usefulness of these measures to investors may be limited, and they should not be considered in isolation or as a substitute for measures prepared in accordance with GAAP.
����
The Company adjusts certain capital adequacy measures to exclude intangible assets except mortgage servicing rights. Management believes these non-GAAP financial measures, which are intended to complement the capital ratios defined by banking regulators, are useful to investors in evaluating the Company's performance due to the importance that analysts place on these ratios and also allow investors to compare certain aspects of the Company's capitalization to other companies.

The Company also adjusts earnings and certain performance ratios to exclude non-core revenues and expenses, including investment securities net gains or losses, acquisition expenses consisting primarily of travel expenses and professional fees, and nonrecurring litigation expenses. Management believes these non-GAAP financial measures are useful to investors in evaluating operating trends by excluding amounts which the Company views as unrelated to its normalized operations. These non-core income and expense adjustments are presented net of estimated income tax expense.

The following table reconciles the above described non-GAAP financial measures to their most directly comparable GAAP financial measures as of the dates indicated.


12



FIRST INTERSTATE BANCSYSTEM, INC. AND SUBSIDIARIES
Reconciliation of Non-GAAP Financial Measures
(Unaudited, $ in thousands, except share and per share data)

2014
2013
As Of or For the Quarter Ended
Dec 31
Sep 30
Jun 30
Mar 31
Dec 31
Net income
$
22,776

$
19,155

$
21,077

$
21,393

$
20,775

Adj: investment securities (gains) losses, net
19

8

(17
)
(71
)
25

Plus: acquisition & nonrecurring litigation expenses
2,368

5,052

597





Adj: income taxes
(903
)
(1,913
)
(219
)
27

(9
)
Total core net income
(A)
24,260

22,302

21,438

21,349

20,791

Total non-interest income
$
31,361

$
29,363

$
26,571

$
24,106

$
25,674

Adj: investment securities (gains) losses, net
19

8

(17
)
(71
)
25

Total core non-interest income
31,380

29,371

26,554

24,035

25,699

Net interest income
65,516

65,082

59,727

58,136

59,974

Total core revenue
$
96,896

$
94,453

$
86,281

$
82,171

$
85,673

Total non-interest expense
$
61,653

$
64,958

$
55,920

$
54,338

$
57,785

Less: acquisition & nonrecurring litigation expenses
(2,368
)
(5,052
)
(597
)




Core non-interest expense
$
59,285

$
59,906

$
55,323

$
54,338

$
57,785

Total quarterly average stockholders' equity
(B)
$
895,605

$
888,464

$
830,117

$
807,940

$
799,198

Less: average goodwill and other intangible assets (excluding mortgage servicing rights)
(218,407
)
(208,346
)
(187,710
)
(188,078
)
(188,415
)
Average tangible common stockholders' equity
(C)
$
677,198

$
680,118

$
642,407

$
619,862

$
610,783

Total stockholders' equity, period-end
$
908,924

$
885,864

$
838,526

$
825,638

$
801,581

Less: goodwill and other intangible assets (excluding mortgage servicing rights)
(218,870
)
(218,799
)
(187,502
)
(187,858
)
(188,214
)
Total tangible common stockholders' equity
(D)
$
690,054

$
667,065

$
651,024

$
637,780

$
613,367

Total assets
$
8,609,936

$
8,481,352

$
7,651,379

7,617,825

7,564,651

Less: goodwill and other intangible assets (excluding mortgage servicing rights)
(218,870
)
(218,799
)
(187,502
)
(187,858
)
(188,214
)
Tangible assets
(E)
$
8,391,066

$
8,262,553

$
7,463,877

$
7,429,967

$
7,376,437

Total quarterly average assets
(F)
$
8,586,418

$
8,150,404

$
7,556,122

$
7,487,960

$
7,491,253

Total common shares outstanding, period end
(G)
45,788,415

45,672,922

44,255,012

44,390,095

44,155,063

Weighted-average common shares - diluted
(H)
46,037,344

45,460,288

44,575,963

44,620,776

44,541,497

Core earnings per share, diluted
(A/H)
$
0.53

$
0.49

$
0.48

$
0.48

$
0.47

Tangible book value per share, period-end
(D/G)
15.07

14.61

14.71

14.37

13.89

Annualized net income
(I)
$
90,361

$
75,995

$
84,540

$
86,761

$
82,423

Annualized core net income
(J)
96,249

88,481

85,988

86,582

82,486

Core return on average assets
(J/F)
1.12
%
1.09
%
1.14
%
1.16
%
1.10
%
Core return on average common equity
(J/B)
10.75

9.96

10.36

10.72

10.32

Return on average tangible common equity
(I/C)
13.34

11.17

13.16

14.00

13.49

Tangible common stockholders' equity to tangible assets
(D/E)
8.22

8.07

8.72

8.58

8.32

��������

13



FIRST INTERSTATE BANCSYSTEM, INC. AND SUBSIDIARIES
Reconciliation of Non-GAAP Financial Measures (continued)
(Unaudited, $ in thousands, except share and per share data)

As Of or For the Year Ended
Dec 31, 2014
Dec 31, 2013
Net income
$
84,401

$
86,136

Adj: investment securities (gains) losses, net
(61
)
(1
)
Plus: acquisition & nonrecurring litigation expenses
8,017



Adj: income taxes
(3,008
)


Total core net income
(A)
89,349

86,135

Total non-interest income
$
111,401

$
111,679

Adj: investment securities (gains) losses, net
(61
)
(1
)
Total core non-interest income
111,340

111,678

Net interest income
248,461

236,967

Total core revenue
$
359,801

$
348,645

Total non-interest expense
$
236,869

$
222,069

Less: acquisition & nonrecurring litigation expenses
(8,017
)


Core non-interest expense
$
228,852

$
222,069

Total average stockholders' equity
(B)
$
855,862

$
779,530

Less: average goodwill and other intangible assets (excluding mortgage servicing rights)
(200,740
)
(188,954
)
Average tangible common stockholders' equity
(C)
$
655,122

$
590,576

Total average assets
(D)
$
7,948,798

$
7,428,454

Total common shares outstanding, period end
(E)
45,788,415

44,155,063

Weighted-average common shares - diluted
(F)
45,210,561

44,044,602

Core earnings per share, diluted
(A/F)
$
1.98

$
1.96

Net income
(G)
$
84,401

$
86,136

Core net income
(H)
89,349

86,135

Core return on average assets
(H/D)
1.12
%
1.16
%
Core return on average common equity
(H/B)
10.44

11.05

Return on average tangible common equity
(G/C)
12.88

14.59











First Interstate BancSystem, Inc.
P.O. Box 30918���� Billings, Montana 59116 ����(406) 255-5390
www.FIBK.com

14


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