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Executives

Jim Giancola - President and Chief Executive Officer

Jay Fritz - Executive Vice President

Dan Kadolph - Chief Financial Officer

Analysts

David Rochester - FBR Capital Markets

David Konrad - KBW

Brad Milsaps - Sandler O'Neill

Daniel Cardenas - Howe Barnes

Terry Burke - Private Investor

Midwest Banc Holdings Inc. (MBHI) Q4 2007 Earnings Call January 29, 2008 10:00 AM ET

Operator

Welcome to the Midwest Banc Holdings Incorporated Fourth Quarter Conference Call. (Operator Instructions).

This presentation contains forward-looking statements. Actual results may differ materially from the results suggested by these forward-looking statements for a number of reasons. These forward-looking statements are within the meaning of Section 27-A of the Securities Act of 1933, as amended, and Section 21-E of the Securities Exchange Act of 1934, as amended, and should be reviewed in conjunction with the company's annual report on Form 10-K and other publicly available information regarding the company, copies of which are available from the company upon request and on the company's website at www.midwestbanc.com. Such publicly available information sets forth certain risks and uncertainties related to the company's business, which should be considered in evaluating forward-looking statements.

(Operator Instructions).

Now I would like to turn the conference over to Jim Giancola, President and CEO. Please go ahead, sir.

Jim Giancola

Thank you. Good morning, everyone. Thank you for participating this morning. There are a number of members of our management team in the room with me this morning to help with questions at the end. As is our fashion, we are not going to reread the press release data, but rather try and hit on the strategic issues and the major trends that we see in our business.

About 85% of our income comes from spread. Margins in 2007 were at approximately 20-year lows. A flat to inverted yield curve is obviously very negative to our regional banks' net interest margin. At least, as importantly, and in our case, perhaps more important, the aberration in the relationship between LIBOR and Fed funds at the time really exacerbated the problems with margin at Midwest in the fourth quarter.

To say it as simply as possible, we borrow at LIBOR, we lend at prime. LIBOR, until January, was about 100 to 125 points above the Fed funds. Today, it's 25 points below the Fed funds. That change will be margin-friendly as our pricing resets make their way through our balance sheet.

The other interesting thing that's going on with net interest margin is we're seeing the first signs of risk-based pricing coming back into the market; and I don't want to overstate that point. We are seeing the beginning of it. It's most apparent on the commercial real estate side as the conduits have essentially gone away, and that business is now finding its way back to the banks.

That coupled with the fact that anything that is real estate related scares everyone, we are beginning to see some pricing come back in on the CRE-related deals. Clearly, the volume of those deals is still down, but pricing is beginning to improve. Our margin was a disappointing 2.93% in the fourth quarter, and we'll tell you that margin in December was at 3.06%, and for the reasons I just mentioned, we think that that trend will continue through the first quarter.

Change of subjects here, I'll talk for a second about Northwest Suburban, that transaction closed on October 1. We converted them to our technology platform on October 26, all the signs changed, and the conversion was completed three weeks after closing. We lost no members of their sales team, as was our experience with the Royal transaction a year ago.

John Eilering, the President of Northwest Suburban, has assumed responsibility for our fee businesses. We are optimistic that he can have a significant impact in growing, particularly, our cash management business in 2008. We announced a restructuring charge of approximately $1.3 million when we announced the transaction and, in fact, posted that charge in the fourth quarter, essentially on the number that we previously estimated.

Cost saves are currently at just over 20%. At yearend, there are more to come. We announced 22% of the transaction and we are comfortable that we will get to that number early in 2008.

The company, in total, is down about 40 FTEs from January 1, 2007 to December 31. About half of those reductions are a function of the transaction, and the other half improved efficiency at our organization. So, headcount is down about 8% year-over-year.

Some of you have a passing interest in loan quality, and so let me touch on that. Our trends continue to be stable to slightly improved. Watchlist credits are up modestly for the third quarter as we integrate the credits from Northwest Suburban.

For the year, our provision exceeded charge-offs by about $750,000. Charge-offs in the fourth quarter were 37 basis points, 20 basis points for the year. We did charge-off 15 new relationships that were fully reserved for in the fourth quarter. That $2 million credit made up essentially all of our charge-offs for the quarter. And as I said, it's fully accounted for in 114 calculation.

Non-accrual trends, non-performing trends, as you can see in the report, improved slightly from prior yearend and from the third quarter. So, again, no surprises, Trend is continuing to improve.

I'm sorry to report that there is no news that I am able to disclose on the Large Problem Credit. You can see that we have inadequate reserve. I think, as most of you know, it is in bankruptcy. There has been some movement, but we are really not at liberty to talk about it according to our lawyers right now. We will keep you posted if there's anything significant and disclose if it actually transpires.

Been a lot of noise in the investment portfolios in our industry, I'm happy to report that 99% of our portfolio is AA or better; the majority of it better. We have no CDO, no subprime, no Alt-A exposure. We do have some Fannie and Freddie preferred that are below par. But they have recovered about 30% of their loss in the last eight weeks, and we believe that trend will continue. We consulted with numerous experts and came to the conclusion that these are not other than temporarily impaired.

We did a capital raise in December, not the friendliest market to go out and try and raise capital, but we were successful in doing that, just having ensured that we retain our well capitalized status with our existing capital base in our budgeted earnings. There are no current plans to change our dividend practices.

I'm going to just touch on loans for a second before I pass it on to Jay Fritz. In the report, for the first time you'll see a reclassification of our loan portfolio. We've done that because we believe the risk profile of owner occupied commercial real estate is significantly different than traditional commercial real estate, and so what you see is our commercial industrial portfolio goes from a previously reported 19%, up to 41% of the total portfolio when we reclassify owner-operator manufacturing and other businesses from CRE to C&I. We're depending on the cash flow of the business to pay us back, not the sale of the collateral.

The migration to C&I from CRE in our portfolio continues. Everybody understands the real estate slow down, our acquisition strategy directed at diversifying the portfolio, and adding to both C&I staff and to C&I loans, we believe would be validated in any economic environment. But in the current economic environment, it has been a godsend for us as the CRI business -- I mean the CRE business is flat to down and C&I business has been very robust for us.

With that I'm going to turn it over to Jay for some more specific comments about deposit and loan activity at the bank.

Jay Fritz

Thank you, Jim. You know, well prior to the current difficult credit environment, Midwest Bank took steps to strengthen our credit processes. First, weekly meetings: we use weekly officer meetings with our commercial bankers to report on any deteriorating credit before reaching past to our non-performing status.

Secondly, we gather quarterly with the Head of Loan Review to discuss the status of riskier credit, seeking improvement over time or movement out of the portfolio.

Construction Loan Administration allows us better monitoring of construction loans to guard against the [price] out of balance situation. And, finally, we also continue to sell credit exposure above $25 million.

Now, no doubt these actions have contributed to over $250 million in CRE, Commercial Real Estate paydowns during 2007. With paydowns exceeding 25% of our portfolio, our commercial real estate portfolio through '07 has been flat, flat to down as Jim pointed out. We remain committed to serving existing clients and new real estate customers who establish meaningful deposit relationships with us and present an acceptable risk profile.

For example, we recently committed to do a $17 million real estate deal through an existing client that had about $800,000 in DDA balances with us. With the understanding that those balances would rise to over $1 million, and the real estate transaction itself represented 50% advance against value, we're delighted with those kinds of deals.

C&I growth of 13.5% for the year was strong given several paydowns of watch list credits. We received approximately $11 million in a payoff from a supplier to the auto industry in the third quarter. We also experienced significant fourth quarter paydowns of $20 million. Unfortunately these paydowns were from two healthy customers. One transaction went to a long term lender as planned, while the second involved a longstanding manufacturing company who moved their production and equipment financing to China, a sign of the times

While building quality loans is margin friendly, deposits are even more important in this environment. The Commercial Banking department represents approximately 66% of our core non-CD balances at our banks, with retail banking representing the balance of about 34%.

Core balances for the company of $938 million have grown 4% at year-end from 12/31/06 levels and that's exclusive of Northwest Suburban bank. If those deposits were included, core deposit growth is 24%.

A key product sold to our affluent customers in both retail and commercial banking is a relationship checking account called Elite Checking. Balances in this account have more than doubled since the beginning of '07 to just under $60 million representing nearly 20% new money. We have only penetrated approximately 10% of our business relationships at this time and we look for continuing deposit growth in this product.

Our focus in retail banking is on building relationships and we monitor cross-selling successes. In December of '05, 64% of our households were single-service, improving to 61% in '06 and further improving to 50% with the Northwest Suburban bank acquisition. Currently, our 47,000 households use on average 1.9 services, which is in line with survey averages by Harlin Financial 47 banks nationwide at slightly over 2. But, we are seeking and expecting to continue to improve this number to aggressive cross selling.

Our Trust departments saw assets under management grow 16.4% during the year to $256 million from $220 million, while pre-tax contribution from of Wealth Management rose to over $1 million, a 65% increase over the '06 number.

Driving much of this improved performance was a stronger traffic contribution from MFIS, our broker/dealer and insurance subsidiary. We will continue to invest resources into Wealth Management to enhance the significance of this area to our overall corporate performance.

And, finally, let me close with the comment on our merger with Northwest Suburban bank. The effort of John Eilering and Steve Markovits, our new partners, coupled with the dedicated group of Midwest bankers all seeking to learn from one another, helped result in a successful merger. In coming together, we see our common culture displayed in our intense desire to better serve our customer and support our community.

Thank you, folks. Now back to Jim.

Jim Giancola

At this point, if there are any questions, we'd be happy to take them.

Question-and-Answer Session

Operator

(Operator Instructions). The first question is from David Rochester, FBR Capital Markets.

David Rochester - FBR Capital Markets

Hi. Good morning, guys. Thanks for taking my question.

Jim Giancola

Good morning.

Jay Fritz

Good morning.

David Rochester - FBR Capital Markets

Did you guys quantify the NPAs that came over from the Northwest transaction, and perhaps provide some details of the loan types there?

Jim Giancola

Northwest Suburban loan classifications were materially different than ours. We have reclassified all of their loans by our classifications now and, also in that way, year-end. But, next third to fourth quarter comparison is very difficult. The estimate is about a third of the actual dollar increase in classified credits came from Northwest Suburban, the rest from the old Midwest portfolio.

Jay Fritz

And, I think it's also important to say that there were really no surprises in the Northwest Suburban portfolio. As Jim pointed out, their grading system is a little bit different from ours, just like Royal system was different from ours. And, we have corrected that system. Basically, their portfolio is about one-half C&I and about one-half real estate, and, again, we really had no surprises from that portfolio.

Jim Giancola

David, I think the fundamental thing that's going on with the Royal transaction now -- the Northwest Suburban transaction is we brought relatively clean portfolios, and then when we average the numbers in, they actually make our numbers look a little bit better.

David Rochester - FBR Capital Markets

Okay. Thanks for the color there. Also, on the net charge-offs, what loan type was that 2 million charge-off, you mentioned the long-term?

Jim Giancola

It was a manufacturing company…

David Rochester - FBR Capital Markets

Okay.

Jim Giancola

…that again long-term customer…

Jay Fritz

Yeah. It was a 15-year relationship. It was in the tool and dye industry. And management did not grow with the time and it was a slow death. But now it's behind us.

David Rochester - FBR Capital Markets

Okay. Have you seen any evidence that commercial business credit has started to deteriorate in your market or are you still seeing strength there?

Jim Giancola

On the C&I side, we see pretty good trends. On the CRE side, things are clearly slow. Absorption rates are lower than we would have liked, projects are taking longer to sell out. What we are experiencing is pretty typical of what's being experienced around the country.

David Rochester - FBR Capital Markets

Okay. And you talked about pricing and the margin and whatnot, could you remind us what portion of the borrowings repriced LIBOR and what portion of the loans repriced with either prime or LIBOR following the transaction?

Jim Giancola

About 60% of the loan portfolio is variable rate. The overwhelming majority of that has declined. The overwhelming majority of the purchase position, which is about $1 billion all-in, is -- the overwhelming majority of that is LIBOR-based in one term or another. Some changing immediately, some 30 days, some 90 days, not very much longer than that, and so the rate changes that I talked about should be an evidence -- the benefit should be in evidence as we go through the first quarter.

David Rochester - FBR Capital Markets

Okay. Thanks for that. And on the expense side, you mentioned some consulting fees in the press release. Is there anything here that was one-time in nature that we should be pulling out for next quarter?

Jim Giancola

Well, the biggest problem with the professional fee relate to the workout on the Large Problem Credit. And I think we disclosed the exact amount in the press release.

David Rochester - FBR Capital Markets

Yeah.

Jim Giancola

600 plus of that was related to credit workouts, and so, again, defining the time.

David Rochester - FBR Capital Markets

Okay.

Jim Giancola

Credit improves, that number goes down.

David Rochester - FBR Capital Markets

Okay. And one last one, just on the Problem Credit, what are the days on the appraisals on the underlying collateral for those loans and how often do you review those appraisals for change?

Jim Giancola

None of them are over a year old, most of them fresher than that. All of them significantly discounted from the appraised value for the determination of our 114 calculation.

David Rochester - FBR Capital Markets

Okay. Great. Thanks a lot guys.

Jim Giancola

You are very welcome.

Operator

The next question is from David Konrad, KBW. Go ahead sir.

David Konrad - KBW

Good morning. Just had a quick follow-up question regarding the run-rate of expenses. Did I hear you say correctly in the remarks that about 20% of the cost saves -- or what levels the cost saves are already in this quarter? What should we look for as a run-rate going forward?

Jim Giancola

At the end of the quarter, the very end, we had achieved a little over 20% reduction in the original Northwest Suburban operating expenses. That number will continue to drag up a little bit in the fourth quarter. By the end of the first quarter, we would have fully realized all the savings we are going to realize. Remember, when you look at run rates for expenses, in January that is typically the month where we get whacked with all of the payroll taxes we calculate.

David Konrad - KBW

Right.

Jim Giancola

And so expenses are always high in the first quarter, salary adjustments, etcetera get adjusted in the first quarter.

David Konrad - KBW

Okay. Great. Thank you.

Jim Giancola

You are welcome.

Operator

(Operator Instructions). The next question is from Brad Milsaps, Sandler O'Neill. Go ahead sir.

Brad Milsaps - Sandler O'Neill

Hey, good morning.

Jim Giancola

Good morning, Brad.

Jay Fritz

Good morning.

Brad Milsaps - Sandler O'Neill

Hey, Jim, I was just having a hard time. Can you give me the ARMs around on the tax rate for modeling purposes in 2008? Where do you think would be a good place to start?

Jim Giancola

I am going to defer to Dan or Jan on that.

Dan Kadolph

Brad, this is Dan Kadolph. Our tax rates, as we mentioned last quarter, there will be some changes here in Illinois in 2008 and in 2009 as it relates to a few legislations that were coupled with tax plan strategies that we have had in place which will functionally go away in 2008 and further diminish those benefits in 2009. However, there have been some very recent tax reversals, in part, that will soften it below, at least in the next year or two. The tax rate that we talked about last quarter, if these changes already were commensurate for '07, it would have been around 21% and that would probably be in the range, 21-22%, probably in the reasonable range, as far as our expectations for 2008 go.

Brad Milsaps - Sandler O'Neill

Okay. And, then just to know, not to harp on the expense aspect too much, but looking back at Northwest numbers. It looks like they incurred a fair number of expenses before the deal closed. I am just kind of curious; do you think you might be able to accelerate some of those cost saves to get them in before the third quarter of 2008?

Jim Giancola

Those will be realized, I believe, in the first quarter of 2008. About that third quarter, I misspoke.

Brad Milsaps - Sandler O'Neill

Okay, great. Thank you.

Operator: The next question is from Daniel Cardenas, Howe Barnes. Go ahead sir.

Daniel Cardenas - Howe Barnes

Good morning. Can you comment on what your loan pipeline looks like?

Jim Giancola

Dan, we can't hear you, I am sorry.

Daniel Cardenas - Howe Barnes

How about now?

Jay Fritz

That's very good.

Daniel Cardenas - Howe Barnes

All right. Sorry about that. Can you guys comment on how your loan pipeline looks committed to the first quarter?

Jim Giancola

It looks fairly solid. I think, again, the trends that you saw towards the end of last year will be evidence of that. Again, we're looking at double-digit growth on the C&I. We're looking at flat to slightly up, slightly down on the CRE, depending on pay up profile of some of these large customers. So, again, I think we're high single digits for the year. That's probably where I would estimate the number.

Jay Fritz

I agree with that, and I'll tell you that in our latest new business report, we are getting some attractive C&I relationships from some of our brethren on the South Street that have gone through some organizational shifts.

Daniel Cardenas - Howe Barnes

And, then can you comment on any new hires from La Salle, have you guys made any?

Jay Fritz

We have not. But we continue to talk with folks. One of the things we're seeking to do in the area of new hires is to probably deepen our talent pool on the Wealth Management side. We are looking far ahead of Wealth Management, which will take a business, which is performing well and growing in double digits, but make it more significant to our company, that's number one on our list right now.

Jim Giancola

Dan, we've in the last 18 months added 35 C&I lenders through two acquisitions. And again that strategy is different, but of the some of the strategies you see in the marketplace, you know, those people come with books of business. And so we’ve got a lot of new faces in here and a lot of capabilities that we didn't have before to give those people additional product to sell and we think we have a team that continues to grow the C&I book in double-digits. We do have a search out for a couple of positions. We've been unwilling to bring on folks, pay big upfront, signing bonuses and the hope that they can move their book. That's just the way we view it. And, again, with 35 new lenders through two acquisitions we feel like we're having plenty of horsepower to compete in the marketplace.

Daniel Cardenas - Howe Barnes

Okay. Then one last question, given that charge-offs exceeded provisions this quarter, we saw your loan loss reserve level drop a bit. What are your thoughts on that? Do you feel comfortable at the current levels or do you think we're going to see some building in 2008?

Jay Fritz

I'd like to see it build by not having any charge-offs. That said, we do a very in-depth FAS 114 calculation, and you get to do what the numbers say you can do. And, so, it's a collaborative effort. Everyone is comfortable with the levels that we have now. Those of us with more gray hair than others would like to see the number higher, and justifying that is a part of the challenge that we take. So I would not expect that we would see significant build in the provision, I mean in your reserve, but you will see us replace any reserve losses from charge-offs with additional provisions.

Daniel Cardenas - Howe Barnes

Okay, great. Thank you.

Jay Fritz

You're welcome.

Jim Giancola

You're welcome.

Operator

(Operator Instructions). The next question is from Terry Burke, a Private Investor. Go ahead, please.

Terry Burke - Private Investor

Good morning, gentlemen.

Jim Giancola

Good morning.

Jay Fritz

Good morning.

Terry Burke - Private Investor

Can you comment on the main contributing factors to the comparatively precipitous fall in PPS?

Jim Giancola

I'm not sure I understand your question.

Jay Fritz

PPS is what we're struggling with.

Terry Burke - Private Investor

Yeah, price per share. A shareholder-type question.

Jim Giancola

Yeah. Well, we are all shareholders too and we feel your pain. We're going to present later on today to our Board a chart that shows the performance of stock with all of the other bank stocks. Basically, the industry has been trashed and all the bank stocks have sort of gone down in a pod. We have gone down in the last year slightly more than the average bank, but only slightly more that the average bank. Over the past six months, our performance has been fairly typical of the Chicago banks.

That said, what we need is for the banking industry to come back into favor, and so much of the trading activity in stocks now, ETFs and mutual funds. And when people don't like banks there is selling pressure and when people do like bank there is buying pressure and the stocks go up. Our industry is out of faith, and it's hard to fight that trend. We are trying to do the right things in terms of building infrastructure, reducing expenses, getting on top of credit issues as quickly as we can to deal with this issue, and to be prepared when the tide comes back in to benefit from those investments.

But, I don't know that I can answer the question anymore specifically than that. We are in the wrong industry right now, and these things go in cycles and they will be back, and what we are going to see is insider buying not insider selling. And, we still have confidence that we're on the right track, and this is going to be a good investment for the long-term.

Jay Fritz

And we definitely believe that following the fundamentals of good banking, which is to add good relationship credits that are high in quality, will serve us well going forward.

Terry Burke - Private Investor

Okay. Thank you, gentlemen.

Jim Giancola

Thank you. Thank you, thanks for the question

Operator

We have a follow-up question from Brad Milsaps, Sandler O'Neill. Go ahead, please.

Brad Milsaps - Sandler O'Neill

Hi, Jim, just one quick follow-up question. In terms of how you're thinking about your growth plans, etcetera, you paid out roughly 70% of your earnings this year. I know you had several non-recurring things. Just so you know, where the backdrop is going against the higher tax rate next year? I know you'll get the cost saves, etcetera, but just curious how that you're thinking regarding what your growth plans are etcetera, just a little bit more color?

Jim Giancola

We have run 2008 at various margin levels and I would encourage you to do the same. We are so dependent on margin. There has been so much margin pressure in '07 and we see that beginning to alleviate in '08. If nothing else changes, if there is no growth. But, we are in a better rate environment and it impacts earnings in a pretty dramatic way. And, I think for all of you model runners, if you take the margin and you run it at 310 and 325 or 350 and 375, and hold everything else constant; you see a dramatic change in the earnings of this company.

Now we are in the process of redoing our budget again, we didn't have 125 basis point reductions in prime budget in January. So we're re-doing that, but we are a little liability sensitive and we think that margin improvement is going to enable us to build capital, continue the dividend policy and pay out at a lower percentage.

Brad Milsaps - Sandler O'Neill

And did I hear you correctly, you said the margin in December was 306?

Jim Giancola

Yes, I did.

Brad Milsaps - Sandler O'Neill

Do you think Jim, just kind of a philosophical question, do you think Chicago, historically, and it has not been a market that has yielded a lot of high margin banks. I guess, based on your comments of 25 or 50 basis points of expansion, you feel that getting back to kind of a high threes is not at the realm of possibility?

Jim Giancola

Well, understanding that we've got brethren in California who are in the 5's and low 6's, I don't think if that was a realm. There was a good article in the American Banker about the impact that Countrywide's demise is going to have on pricing. By just getting a big player like that out of the marketplace, it really does help pricing. We don't have a CD that we're offering now with a handle over 3.75. You go back to six weeks, it was five.

Again, that takes time to run through the balance sheet, but it does run through the balance sheet. And, so, I think we will see margin expansion, I don't think we'd be in the 3.10s for all of 2008 and it's just really a question of what happens to rates and what happens to rates in relationship to other rates. We have LIBOR who are going to stay at or below Fed fund. If that happens, that hurts.

Jay Fritz

And, also to that point when the banking industry was in vogue, there were many small de novo banks who were rewarded by acquisition for just growth and growth of loan, and that created some renegade pricing in our industry. We think that those days are behind us. We think institutions will not be just rewarded for growth, but we'll have to show bottom line profitability and that will improve our situation here in Chicago metro, which is the wonderful demographic marketplace.

Brad Milsaps - Sandler O'Neill

Okay. Great, thank you.

Jim Giancola

Thanks.

Operator

There are no more questions at this time. Mr. Giancola I will turn the call over to you for some closing comments.

Jim Giancola

Okay. Thanks for your interest this morning, another interesting quarter. Looks like the funds are finally starting to come out and we are cautiously optimistic for a better '08. If you have additional questions, feel free to give us a buzz and happy to talk with you. And again, thanks for your participation.

Jay Fritz

Thank you.

Operator

The conference has ended. You may now disconnect your lines. Thank you.

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Source: Midwest Banc Holdings Q4 2007 Earnings Call Transcript
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