Annual Report
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2016 Annual Report GreatWesternBank.com 1 Great Western Bancorp, Inc. Making Life Great 2 TO OUR STOCKHOLDERS Focusing on What Matters As a locally-focused community bank, our company has always been about building meaningful relationships with the individuals and businesses we serve. Simply put, our mission is to Make Life Great. We do that by living our values of putting the customer first and doing the right thing. Making Life Great is part of our culture and our employees live up to those values every day. In FY16, Making Life Great was defined in a number of new and exciting ways. Our financial performance for the most recent fiscal year was once again strong. Net income grew by 20.1% year- over-year and fully-diluted EPS increased by 21.6%. Each of these measures are calculated excluding the impact of non-recurring costs we incurred related to the acquisition of HF Financial Corp. Our return on average tangible common equity was an impressive 15.1%, driven largely by our outstanding efficiency ratio of 49.6%. Finally, we increased our quarterly dividend to $0.17 per share, an increase of 21%. Driving performance and results has always been a part of Making Life Great, but in FY16 our company delivered under pressure. Four months after National Australia Bank, Ltd. completed its divestiture of GWB, we returned to the acquisition arena and announced our agreement to acquire HF Financial Corp., a strong South Dakota-based organization with $1.2 billion in total assets. The acquisition, valued at $142 million, signaled a clear indication to the market that we were returning to our acquisitive roots. The transaction added a presence in two key markets, Fargo, ND and Minneapolis, MN, and boosted our company over $10 billion in consolidated View our 2016 Interactive Annual Report at www.GreatWesternBank.com/2016. 3 Great Western Bancorp, Inc. total assets, a key regulatory threshold, which will subject us to greater regulatory scrutiny and governance requirements. We have been working on a number of projects to prepare to meet these requirements for some time now and I am confident we will be up to the challenge. Understanding that we can’t be successful with growth through acquisitions alone, we grew organically by focusing on existing and new markets, including establishing a branch presence in Waterloo, IA and Scottsdale, AZ. Making Life Great in FY16 also meant we grew our products and service lines by offering our customers improvements to our digital banking platform, our business cash management offering and by improving the way we communicate in our increasingly technological world. Ken Karels We have been managing credit risk resulting from lower commodity prices President & Chief Executive Officer for some time now. There is no doubt our customers in the agriculture industry are under pressure and will likely continue to be for the next couple of years. But I believe we will manage through this downturn in part because of our diversified loan portfolio and because of our experience in the agriculture arena. We stand ready to manage the future of banking with the challenges in net interest margin, cost and regulatory compliance as we have navigated these successfully in the past. We want to be a part of the solution to challenges facing our communities. In FY16, Making Life Great meant creating a new program at Great Western Bank to help our neighbors. Our Making Life Great Grants initiative grew out of a desire to help solve many of the complex issues facing our “Simply put, our communities. We’re excited to see how we can grow our commitment to corporate responsibility in the areas aligned with our strategic priorities of mission is to affordable housing, financial literacy, economic development and more. Make Life Great. We know that in order to be successful as a company our people must first be successful. We are fortunate to have capable, engaged, dedicated We do that and empowered employees and I would like to thank them for their contributions to our success. by living our We welcomed a couple of new directors to our board over the past year. Jim values of putting Brannen joined our board in October 2015. Jim brings a wealth of banking experience as well as valuable expertise in public company governance as the customer CEO of Iowa-based FBL Financial. In October 2016, we welcomed Jim Israel to our board. We value his financial and risk management expertise as past first and doing president of Deere & Company Worldwide Financial Services Division. We also want to recognize outgoing board chairman Andrew “Skip” Hove who the right thing.” will be leaving us in February. Skip has provided many years of dedicated service. I want to thank our entire board for their guidance over these past 12 eventful months of Making Life Great. Ken Karels President & Chief Executive Officer Making Life Great 4 Financial Highlights At and for the fiscal years ended September 30, 2016, 2015 and 2014 (Dollars in thousands except per share amounts) 2016 2015 2014 Operating Data: Interest and dividend income (FTE) $ 403,232 $ 369,957 $ 357,139 Interest expense 33,524 29,884 32,052 Noninterest income 42,537 33,890 39,781 Noninterest expense 207,640 186,794 200,222 Provision for loan and lease losses 16,955 19,041 684 Net income 121,253 109,065 104,952 Adjusted net income1 130,982 109,065 104,952 Earnings per common share - diluted $ 2.14 $ 1.90 $ 1.81 Adjusted earnings per common share - diluted1 2.31 1.90 1.81 Performance Ratios: Net interest margin (FTE) 3.96% 3.94% 4.02% Adjusted net interest margin (FTE)1 3.74% 3.68% 3.79% Return on average total assets 1.16% 1.12% 1.14% Return on average common equity 7.9% 7.5% 7.3% Return on average tangible common equity1 15.1% 15.4% 16.6% Efficiency ratio1 49.6% 48.0% 50.4% Balance Sheet Highlights: Total assets $ 11,531,180 $ 9,798,654 $ 9,371,429 Loans 8,682,644 7,325,198 6,787,467 Deposits 8,604,790 7,387,065 7,052,180 Stockholders’ equity 1,663,391 1,459,346 1,421,090 Capital: Tier 1 capital ratio 11.1% 10.9% 11.8% Total capital ratio 12.2% 12.1% 12.9% Tier 1 leverage ratio 9.5% 9.1% 9.1% Common equity tier 1 ratio 10.2% 10.1% N/A Tangible common equity / tangible assets1 8.5% 8.3% 8.2% Tangible book value per share1 $ 15.55 $ 13.66 $ 12.25 Asset Quality: Nonaccrual loans $ 126,395 $ 68,289 $ 78,905 OREO 10,282 15,892 49,580 Nonaccrual loans / total loans 1.46% 0.93% 1.16% Net charge-offs (recoveries) / average total loans 0.12% 0.13% 0.14% Allowance for loan and lease losses / total loans 0.74% 0.78% 0.70% 1 This is a non-GAAP financial measure management believes is helpful to interpreting our financial results. See the disclosures related to non-GAAP measures in our 10-K for the calculation and reconciliation to the most comparable GAAP measure. 5 Great Western Bancorp, Inc. Our Great Western Bank Blog showcases timely and thoughtful articles designed to GWB Blog inform our customers on a variety of topics. Visit our blog to learn more about our community involvement at www.GreatWesternBank.com/blog. Making Life Great 6 Great Western Bank remains committed to giving back to the diverse communities in which we work and live. In FY16, Great Western Bank contributed $2.05 million in sponsorships and donations to the many communities we serve. COMMUNITY INVOLVEMENT $2.05 By the Numbers Million IN SPONSORSHIPS Great Western Bank has always believed AND DONATIONS in doing the right thing and putting the customer first. These values are embedded within our corporate philosophy. We know that in order to be successful as a company our communities must also thrive. That is Non-profits why Great Western Bank is committed to Served Making Life Great and giving back to help those in need. 1,000+ NEW INITIATIVE FOR 2016 Working Together In FY16, Great Western Bank introduced a new initiative aimed at bolstering our commitment to corporate responsibility. The quarterly Making Life Great Grants are meant to help shape vibrant communities. We want to be part of the solutions to Great Western Bank’s Making Life Great Grant check presentation to the many unique challenges facing our communities. Hawthorn Hill Home Connection program in Des Moines, Iowa. 7 Great Western Bancorp, Inc. Our Leadership Great Western Bank Leadership Team Corporate Secretary Donald J. Straka General Counsel Pamela Russo Assistant Corporate Secretary Ken Karels Peter Chapman Stephen Ulenberg Doug Bass President & CEO Executive VP & CFO Executive VP & CRO Regional President Bryan Kindopp Cheryl Olson Andy Pederson Scott Erkonen Regional President Head of Marketing Head of People CIO and Learning & & Culture Development Board of Directors Andrew Hove Jr. Ken Karels James Brannen Frances Grieb Thomas Henning Chairman President & CEO James Israel Stephen Lacy Daniel Rykhus James Spies For the fiscal year ended September 30, 2016 Form 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2016 Or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-36688 Great Western Bancorp, Inc. (Exact name of registrant as specified in its charter) Delaware 47-1308512 (State or other jurisdiction of (IRS Employer incorporation or organization) Identification Number) 225 South Main Avenue Sioux Falls, South Dakota 57104 (Address of principal executive offices) (Zip Code) (605) 334-2548 Registrant’s telephone number, including area code Securities registered pursuant to Section 12(b) of the Act: Title of Each Class Name of Each Exchange on Which Registered Common Stock, $0.01 par value per share New York Stock Exchange Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.