MidWestOne Financial Group, Inc. (MOFG) Earnings Call Transcript & Summary

Welcome to the 2021 Annual Meeting of MidWestOne Financial Group, Inc. shareholders. This meeting may contain certain forward-looking statements within the meaning of such term in the Private Securities Litigation Reform Act of 1995. The company and its representatives may, from time to time, make written or oral statements that are forward-looking and provide information other than historical information. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results to be materially different from any results, levels of activity, performance or achievements expressed or implied by any forward-looking statement. Forward-looking statements, which may be based upon beliefs, expectations and assumptions of our management and on information currently available to management are generally identifiable by the use of words such as believe, expect, anticipate, should, could, would, plans, goals, intend, project, estimate, forecast, may or other similar expressions. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those expressed in or implied by these statements. Listeners are cautioned not to place undue reliance on any such forward-looking statements, which speak only as of the date made. Additionally, the company undertakes no obligation to update any statement in light of new information or future events, except as required under federal securities law. You may submit questions anytime up until 30 seconds after the CEO's presentation. I would now like to introduce the first presenter, Kevin Monson, Chairman of the Board for MidWestOne.

Thanks, and good afternoon to all attending online and in person. I'm Kevin Monson, Chairman of MidWestOne. I'd like to welcome you all to MidWestOne's 2021 Annual Meeting. We are delighted you can join us this afternoon and participate in this event. Our meeting will be limited to 60 minutes, including a brief question-and-answer session at the end of the presentations. This meeting will be recorded for playback purposes. At this time, I call the meeting to order and will introduce the directors of the company and the bank. In addition to myself, our current directors are Larry Albert, Charles Funk, Douglas Greeff, Jennifer Hauschildt, Nathaniel Kaeding, Charles Schrup III, Douglas True, Richard Donohue, Janet Godwin, Richard Hartig Matthew Hayek, Tracy McCormick, Ruth Stanoch and Kurt Weise. Additionally, our Director Emeritus are John Cosa and W. Richard Summerwell. We are very proud of these Board members and are grateful for their dedicated service. This is your annual meeting. We want it to be as informative as possible. And now to the business of the meeting. Your voting instructions will be carried out this afternoon by the appointed proxies. They are Charlie Funk and Barry Ray. If anyone present wishes to vote in person rather than by proxy, a ballot packet for that purposes will be distributed to you at the appropriate time. I do not see anyone here present requesting a proxy. This year, we used the SEC's notice and access rule that allows us to furnish our proxy materials over the internet to our shareholders instead of mailing paper copies of those materials to each shareholder. Notice of this meeting, containing the instructions on how to access our proxy materials and vote was mailed on or about March 16, 2021, to all shareholders of record as of the record date March 4, 2021. The polls have been open for voting on the matters listed in the notice since March 16, 2021, and we'll close for voting when discussion has been completed on all proposals. Since no shareholder nominations or proposals were filed in advance of this meeting, the business of this meeting is limited to the matters listed in the notice. The notice of meeting and affidavit of the distribution of the notice will be inserted in the company's minute book. Ken Urmie, the secretary of this meeting has reported that there are in excess of 12,987,293 common shares represented at this meeting which constitutes approximately 81.26% of the outstanding shares entitled to vote here today. Because the majority of the voting shares are represented here today, a quorum is present. As Chairman of this meeting, I declared a properly constituted meeting duly organized and ready for business. We will now proceed with the business of the meeting. The prior Annual Meeting of the Shareholders was held on April 16, 2020. I will entertain a motion that we dispense with the reading of the minutes of that meeting.

Proposed.

Is there a second?

I second.

Is there any discussion? If not, all those in favor say aye.

Aye.

Opposed? The motion is carried. Ken Urmie has been appointed to act as inspector of election. Ken has been duly sworn in as the inspector of election and his oath will be filed with the records of this meeting. That completes the necessarily -- necessary formalities. We will proceed with the voting. We will complete voting on the 3 proposals together. This matter is the election -- the first matter is the election of 5 Class II members of the Board of Directors who will each serve a 3-year term. As listed in the company's proxy statement, the Board of Directors has nominated Richard R. Donohue, Richard J. Hartig, Nathaniel J. Kaeding, Ruth E. Stanoch and Kurt R. Weise to serve as Class II Directors for the 3-year terms ending in 2024 and until their successors are duly elected and have qualified. The nominations are already before the meeting, so no further action with respect to them is required. The next item of business is a nonbinding advisory resolution regarding the compensation of the company's named executive officers, a description of which was contained in the proxy statement for this meeting. Accordingly, I now will entertain a motion to accept the following resolution: resolved that MidWestOne Financial Group Incorporated shareholders approve on an advisory basis the compensation of the company's named executive officers as described in the section caption Compensation Discussion and Analysis, and the tabular disclosure and narrative discussion regarding the named executive officer compensation under Executive Compensation contained in the company's proxy statement dated March 16, 2021. Is there a motion?

I move.

Second?

Second.

Thank you. The final item of business is the ratification of the appointment of RSM US LLP as the company's independent registered public accounting firm for the fiscal year ending December 31, 2021. A discussion of which was contained in the proxy statement for this meeting. Accordingly, I now will entertain a motion to ratify such appointment. Is there a motion?

I move.

Second? Motion has been made and seconded. Thank you. At this time, I will ask our host if there are any shareholder questions specific to the proposals or voting that we can answer at this time.

There are no questions at this time related to the proposals.

Thank you. We will now proceed to vote. If any shareholder listening to the webcast has not already voted, please vote at this time. We will allow 15 additional seconds. [Voting]

Okay. Thank you. The polls are hereby closed on these matters. That concludes the voting at this meeting. While the votes are being tallied, we would like to review the company's financials. I am pleased to introduce our Chief Financial Officer, Barry Ray.

Thank you, Kevin. In a moment, Charlie will speak more about the year that was 2020, including the challenges your company faced and the resilience of the company's employees in responding to those challenges. I will limit my commentary to the financial outcomes from the year. For starters, banks like ours earn most of their revenue from assets such as loans and investments, and thus, total assets and asset growth are offsided banking measures. This chart depicts total assets in millions at year-end for each of the previous 13 years. And as you can see, your company grew assets in all but one of the years shown. Also depicted is the fact that growth was realized both organically and via strategic acquisition. You may also note that total assets at year-end 2020 were up nearly 20% from year-end 2019, and I will speak more to that fact momentarily. This slide presents a summary of full year 2020 operating results as well as a trend of revenue growth and expense management. Focusing on the left-hand side of the slide, net income for 2020 was $6.6 million or $0.41 per diluted common share, down from $43.6 million or $2.93 per diluted common share in 2019. There were 2 primary drivers to this market decrease in year-over-year net income, goodwill impairment and increased credit loss estimates stemming from the adoption of new accounting guidance coupled with the recession induced by the COVID-19 pandemic. With respect to goodwill, we recorded a $31.5 million noncash impairment charge as of September 30, 2020. Briefly, the goodwill asset is recognized in connection with merger and acquisition activity and represents the price the company paid in excess of the estimated fair value of the target company. Accounting rules require us to evaluate the carrying value of goodwill annually or whenever indicators of impairment exist. The COVID-19 pandemic caused a significant decline in stock market valuations, including your company stock price and such a decline is one indicator of potential impairment. Without getting further into the weeds, our evaluation as of September 30, 2020, indicated goodwill was impaired, and accordingly, we recognized a $31.5 million noncash charge to write-down goodwill to a value of $62.5 million. The second driver of reduced earnings in 2020 was the adoption of new credit loss accounting guidance in the first quarter of 2020, commonly referred to as CECL. This accounting change significantly altered the way we estimate our credit losses. Further, as the timing of adoption coincided with the shutdown of many businesses across the country from the COVID-19 pandemic, our credit loss estimates spiked significantly in early 2020 and continue to remain elevated during the second and third quarters of 2020. As a result, credit loss expense was elevated and earnings were reduced. The next slide illustrates 5-year trends in selected profitability measures and ratios. In the top section, both return on average assets and return on average equity in 2020 reflected the impact to earnings from the adoption of CECL and goodwill impairment, whereas return on average tangible equity excludes the goodwill impairment. In the bottom section, the lower right-hand chart shows our efficiency ratio. This ratio tells us how much it costs the company to earn $1. The lower this ratio, the better. Our objective is to manage this ratio down to the mid-50s. In short, with respect to profitability, we continue to pursue shareholder returns that place us in the top half of our MidWest peers. To that end, we were generally pleased with the direction of those returns in 2018 and '19. While 2020 set us back a bit, we remain committed to the pursuit. Most of our revenue is derived from net interest income, the difference between what we earn on loans and investments and what we pay on deposits and borrowings. Net interest income is influenced by the volume of loans and deposits as well as the net interest margin. As you can see, we were able to grow net interest income in 2020 despite the reduction in the net interest margin. Keeping with the same theme, to drive growth and net interest income, we seek to make high quality loans to our customers and work to diversify the loan portfolio to minimize credit risks. The chart on the right shows the volume of average loans for each period and the related loan yield for that period. Average loan growth in 2020 was approximately 12.5% from 2019 and was bolstered by SBA PPP loan originations. Loan yields decreased 69 basis points from 2019, reflecting the impact from the Federal Reserve Board's zero interest-rate policy beginning in March of 2020, coupled with a relatively flat yield curve throughout 2020. Customer deposits provide a stable source of low cost funding, which is essential to the bank's long-term profitability. As of year-end 2020, total deposits were up 22% from the prior year-end, from a combination of adding new customer accounts, government stimulus payments and customers having fewer opportunities for discretionary spending on items such as travel and restaurants. This growth in deposits was a driver of the 20% growth in total assets I referenced earlier as we primarily invested those deposit funds into debt securities. While not shown here, the company's investment portfolio more than doubled in size from year-end 2019 to end 2020 at $1.7 billion. Debt securities, while lower-yielding in loans still boost our net interest income and serve as both an important source of liquidity and a tool to manage interest rate risk. Next, I will talk a bit about the company's noninterest income and expenses. In addition to deposit account related service charges and fees, we generate noninterest income from a variety of financial products and services, including Trust activities, investment services, mortgage banking and debit and credit card revenue. As shown in the chart on the left, noninterest income was $38.6 million in 2020, 24% higher than 2019. This result reflected a full year of ATBancorp operations, which was acquired in May of 2019, and increased revenue from the company's home mortgage line of business stemming from historically low mortgage rates throughout most of 2020. Moving on to expenses. Effective expense control is an important contributor to the company's financial performance. The largest noninterest expense components are those related to compensation and occupancy. Optically, you see a large increase in expenses in 2020 from 2019. However, most of that increase was attributable to the $31.5 million noncash goodwill impairment charge we discussed earlier, coupled with a full year of ATBancorp operations. I earlier referenced the importance of loan quality to earnings growth. We measure our asset quality by, among other things, the level of our informed loans and the magnitude of credit losses or net charge-offs. We also maintain an allowance for credit losses to absorb expected losses in our loan portfolio. The chart on the left depicts our levels of nonperforming loans, which generally are those loans that are not complying with their contractual terms with respect to principal and interest payments. The increase in nonperforming loans from 2018 to '19 perfectly reflected the addition of nonperforming loans acquired in the 2019 ATBancorp acquisition. In 2020, given the pandemic, banking regulators eased requirements related to reporting certain delinquent borrowers. This concession afforded us the opportunity to more effectively work with affected loan customers to assist them through the pandemic. Given the credit challenges we expected beginning in March of 2020, we were pleased with only a slight uptick in nonperforming loans at year-end 2020. That increase reflected certain loans deteriorating because of the pandemic, partially offset by resolution of a significant amount of legacy nonperforming loans. As I mentioned earlier, the way we estimate credit losses changed significantly in 2020 and you can see the impact of that change in the line chart on the right is our allowance for credit losses as a percentage of loans was significantly higher, 1.59% at year-end 2020 than year-end 2019. That increase reflected the new accounting guidance, CECL, coupled with credit quality uncertainty stemming from the pandemic. Positively, also in the chart on the right, you can see the level of our net loan charge-offs has consistently declined over the past 3 years, which is a testament to the good work of our credit administration team, led by our Chief Credit Officer, Gary Sims. Capital provides a cushion against unexpected losses and supports growth. The banking regulatory agencies have established several measures to assess capital adequacy and those regulatory measures are included here on the bottom left and right-hand side. From a regulatory perspective, the company has committed to staying above the well-capitalized minimums. In addition to those regulatory measures, we also monitor the tangible common equity or TCE ratio. We believe a TCE ratio of 8% to 9% is consistent with the company's risk profile, and we're within that range from 2017 to 2019. With the influx of deposits in 2020 fueling balance sheet growth, the TCE ratio drifted below that range at year-end 2020. We believe we will build capital back to our desired range in the near-term through earnings retention. Finally, in 2020, we were pleased to increase our dividend 8.6% from the prior year to $0.88 per share. We expect to have the earnings capacity and capital strength to continue to pay a shareholder dividend. Kevin?

Thank you, Barry. And now I'd like to introduce our Chief Executive Officer, Charlie Funk, to say a few words.

Thank you, Kevin. It's a pleasure to be able to address our shareholders at this, the 86th annual meeting of this venerable company. In the 20-plus years I've been in this position, we've had good years, okay years and a few we'd like to forget. But I know we've never seen a year like 2020, and I hope we never see one again. Barry did a nice job laying out the financial performance of our company in 2020. We were coming off a record earnings year in 2019, and we had high expectations for 2020, until the pandemic changed everything seemingly overnight in March of last year. When I think of financial performance in 2020, I think of several things. First, in January 2020, we adopted a new credit loss guidance commonly referred to as CECL, which significantly changed the manner in which we account for our loan loss reserves. This change, coupled with the pandemic, resulted in a very large first quarter credit loss expense, which was followed by more normal but still relatively large provisions in quarters 2 and 3, and then a release of reserves into income in the fourth quarter. Never have we seen this sort of volatility of loan loss reserves, but we should get used to it. We think this volatility is here to stay under CECL. The positive news in all of this, we ended 2020 with what we consider a very strong loan loss reserve that sets us up well for whatever 2021 and beyond gives to us. Second, we took a $31.5 million charge for goodwill impairment. Again, Barry aptly described this, and I only want to reinforce that this, in no way, affected our regulatory capital or liquidity ratios. From a practical financial point of view, this was as close as possible to a nonevent. Third, the pandemic sparked several federal government stimulus programs. These programs combined a lift deposit total significantly for MidWestOne and the entire banking industry as the government printing press has worked over time. As such, our assets were significantly higher at year-end, more than $5.550 billion compared to $4.650 billion at year-end 2019. The this lift in deposits came at a time of very low loan demand during tough economic times. In addition, the Federal Reserve's zero interest-rate policy, which began most recently in March 2020 had a significant impact on our financial performance via a much lower net interest margin. So combined these 3 things, large deposit inflows, lower core loan totals and lower margins and our operating environment became much more difficult in 2020. There is one last thing to note regarding financial performance, and that is our lines of business that produce noninterest income, namely mortgage and wealth management, excelled in 2020. For mortgage, our home mortgage center had an outstanding year and served our customers well as they refinanced existing mortgages or purchased new homes. It was the best year for our mortgage operation in our history with 2,156 loan originations totaling more than $465 million, and that allowed us to collect over $11 million in loan fees. Our wealth management unit has 2 primary drivers of fee income, the Trust Department and the investment services department. Collectively, these 2 departments saw a 19.8% increase in fee income in 2020. Our Trust Department continued to progress with its integration of the former ATBancorp Trust Department from our 2019 acquisition. Despite operating on 2 separate data systems for the entire year and not collecting court appointed fees due to delays caused by the pandemic, Trust, nevertheless increased its revenue in 2020. And last but not least, our investment services department had a record year in 2020. All 3 of these departments, mortgage, trust and investment services operate with impeccable integrity and always with the goal of providing the right advice and products to the best benefit of our customers. And our customers appreciate this terrific counsel and good service by continuing to reward us with additional business. To summarize, it was not our highest earnings year in 2020, but it was a year in which we stood strong in the face of significant economic headwinds. We are financially stronger today than when I stood before you a year ago, and this is no small statement, given what we have been through for these past 12 months. Of course, it was the pandemic, which will be most remembered -- the most remembered element of 2020. Our annual report does a superb job of chronicling the hard work and achievements of so many at MidWestOne. If you haven't had an opportunity to review our report, please do so, and you will gain an appreciation for the team effort it took to bring our company, customers and communities through this year. Time does not allow me to go into great detail today about our efforts to deal with the pandemic and its associated issues, but here are a few things to note. When the U.S. government launched its payment protection program via the small business administration, or SBA, last spring, the MidWestOne team sprang into action. We serve nearly 3,500 customers who collectively received $345 million in PPP loans. In many cases, these funds were the difference between the business staying open and having to shut its stores. And for many of these businesses' employees, it was the difference between having a job or facing unemployment. As I speak today, we are well into round 2 of PPP and have passed the $155 million mark in the second round of loans underwritten. To say that many of our bankers worked long hours to get needed funds to our customers as quickly as possible is an understatement. This was one of MidWestOne's finest hours in 2020. Having an experienced and talented SBA staff gave us a leg up on many of our competitors. Once again, think about what we did, 3,500 businesses served with more than $345 million of emergency funds. In March of 2020, when COVID began to move across the United States, we quickly pivoted our banking operations and took measures to protect our employees and customers. This necessitated closing branch lobbies and sending many of our employees from our offices to work from home. We were able to pull this off with minimal disruption to our customers, and we applaud our staff in the collective way they responded to this new normal. It was vitally important to our nation's economy that despite the pandemic, commerce continued to be conducted, and I am proud to say that our team answered the bell in the markets we served. Our customers pivoted along with us, gravitating different service channels, including our branch drive up lanes and our digital products, such as mobile and online banking. Here again, it is significant that our company's leaders stepped up to assure that we were doing all we could for our staff and for our customers. I cannot stress enough how much extra effort this entailed. This extra effort took place in the face of great uncertainty and will forever be appreciated and never forgotten. As we turn to the future, we do so with renewed hope. While COVID continues to rear its ugly head, our journey through this dark forest allows us to see the clearing from here. Financially, MidWestOne is in a strong position. We believe we have more than ample capital to weather these uncertain economic times. As we reported to you in 2020, we received an investment-grade rating from Kroll, which is a ratings agency similar to Moody's or S&P, and in July 2020, we issued $65 million in subordinated debt. When prudent, we also took advantage of the equity market volatility to repurchase our stock at attractive prices and we have the commitment and the capacity to continue to do so when we deem it in our shareholders' best interest. We raised our dividend to shareholders in January, and we have the capacity to continue to pay our dividend, and yes, increase it in the years ahead. Those who have followed our company for some time know that we experienced asset quality problems beginning in late 2016, which continued through 2018. I am pleased to report that our net loan charge-offs in 2020 were at the lowest level in the past 5 years, and our strong loan loss reserves exceeded 1.50% of loans adjusted for PPP at the end of 2020. In late 2020, we embarked on an 18-month strategic "sprint" to prepare MOFG for the future. Why 18 months? We felt there was too much uncertainty to construct a 5-year plan, but we believe that was important to lay out our priorities for an intermediate period of time. At MidWestOne, such discussions always begin with our culture. Our culture allows us to attract employees who believe and model our 5 operating principles. These employees then deliver good results to satisfy our 4 key constituencies, customers, employees, communities and shareholders. During the past few months, MidWestOne received national recognition as a 2021 Top Workplace USA by Energage, a company that measures employee engagement and satisfaction on a national level. This recognition was based on anonymous employee feedback and MidWestOne was 1 of 1,100 companies that participated in this exercise. We do believe these results ratify our intense focus on maintaining our culture as we grow. Our long-time mission statement is to take care of our customers and those who should be. This means something quite different in 2021 than it did at the turn of the century. How we communicate with customers has changed. How customers transact their affairs with our company has changed significantly and for a large segment of our customer base. In our strategic agenda, we, therefore, place a high emphasis on remaining attentive to our customer base as well as developing new and better ways to provide products and services. 2021 will be a year in which we roll out a new business banking platform for our small business customers. We aim to provide these important customers with a digital platform to apply for business loans with the goal of decisioning these loans in a very short period of time, often 1 day or less. Why do this? It will provide an easier application process for our customers, and it will render faster approval decisions. It is also a more efficient process for the bank. So we, therefore, believe this is a win-win proposition. We are mindful that the 2020s will demand an even more efficient banking model than was so in the past decade. To be sure, the MOFG efficiency ratio, as you heard Barry say, was a very respectable 57% in 2020, and this progress was welcomed. This means we only spent -- we spent only about $0.57 to generate each dollar of revenue. This is a respectable amount for a bank our size. Despite that solid performance in 2020, we know we must continue to improve efficiency over the next few years. And this means constantly reevaluating our organizational structure with the goal of efficiently providing a quality product at a reasonable price. An important component of efficient operations for bank's lock hours is the branch network. Thus, we regularly evaluate our network to ensure alignment with our company's strategic objectives and our customers' evolving service preferences. As you may know, over the past 2 years, we have closed offices in Dubuque and West -- in Dubuque and Des Moines, Iowa; Hazel Green and North Hudson, Wisconsin; and Newport, Minnesota. These closures resulted in little loss business and demonstrated our commitment to prudent expense management. We will continue to look for opportunities to reduce our branch footprint though it's also important to note that we are being deliberate and rational in this exercise. Finally, our technology offerings to our customers must continue to evolve and improve. One reason we've been able to permanently close offices is that our digital capabilities have continued to advance. In 2020, we rolled out a new digital personal banking app for our customers. We've barely scratched the surface in terms of the potential tasks our customers will be able to perform on this app. It's a high priority in 2021 to bring these enhancements to our customers. The already discussed business banking platform is another example of delivering enhanced technology. Before closing, I would call your attention to our first quarter earnings report, which was released a week ago. We had the best quarter in our company's history with earnings of $21.6 million and $1.35 per diluted common share. The earnings report was highlighted by continued noninterest income generation from wealth management and the home mortgage center as well as very good deposit and balance sheet growth. Notably, we continue to make excellent progress with the credit quality of our loan portfolio with only 4 basis points of net charge-offs, a very low number for the second consecutive quarter. In summary, we are off to a great start in 2021. The most important task I have today is to say thank you. Thank you to our nearly 800 employees who gave their all in 2020. Thank you to a strong and talented senior management team that provided outstanding leadership during tumultuous times. Not one-time did this group fledge from its responsibilities in 2020. Thank you to our new President, Len Devaisher, for choosing MidWestOne. Len is off to a strong start with our company, and it was easy to relinquish my role as President for someone of Len's caliber. Thank you to our Board of Directors, which has not met in person for more than a year. Our Board cares deeply about this company, and discussion is more often than not robust in our meetings. Our shareholders are well served by this group. Last but not least, thanks to our shareholders. We are fortunate that we have a great many shareholders who have been investors in our company for many decades. Thank you for your loyalty and for sticking with us through thick and thin. We do not say this often enough. To end my presentation, I show a graph that depicts the total return of MOFG, and it compares the return of MOFG with an index of SNL MidWest banks between $1 billion and $10 billion in assets over the period from January 1, 2009, to December 31, 2020. January 1, 2009, is approximately the time that MidWestOne became a public company, thus the comparison. Through all of the highs and lows over the years, MOFG has outperformed the average $1 billion to $10 billion MidWestOne Bank in stock price performance over this time period. So as you can see, our long-term shareholders have fared very well indeed. And on that high note, I end by simply saying, I truly believe the best is yet to come for MidWestOne.

Thank you, Charlie, and thank you for your great comments. Now we'll ask that our hosts join us to help coordinate and announce questions.

[Operator Instructions] There are no questions. So at this point, I will turn it back over to you, Mr. Monson.

Thank you. I believe the votes have now been tallied, and I will ask that the inspector to present the results of the voting. The results of the vote. First, each of the nominees received a plurality of the votes cast. Accordingly, all of the nominees have been elected as Class II Directors of the company. Second, the company's compensation program for its named executive officers received the affirmative vote of a majority of the shares present in person or by proxy at this meeting and entitled to vote. Accordingly, the shareholders have advised our Board of Directors that our compensation program be approved. And third, the appointment of RSM US LLP as our company independent registered public accounting firm for the fiscal year ending December 31, 2021, received the affirmative vote of a majority of the shares present in person or by proxy at this meeting and entitled to vote. Accordingly, the appointment of RSM US LLP as the company's independent registered public accounting firm has been ratified by the company's shareholders. A certificate of inspector of election will be filed in the company's minute book with the minutes of this meeting. I would like to thank our shareholders for being so supportive and our employees for continuing to provide great service to our customers. That completes the items on today's agenda. If there is no further business to come before the meeting, I would entertain a motion for adjournment.

So moved.

Seconded.

Motion has been made and seconded. All those in favor aye.

Aye.

The meeting has adjourned. Thank you so very much for attending and listening on the conference call. We hope to see you all next year. I'd like now to turn it over to the host to bring the audio webcast to a conclusion.

Thank you very much. The Annual Meeting for MidWestOne has now come to an end. For any further details, please visit MidWestOne's Investor Relations website, midwestonefinancial.com. Thank you for attending. You may now disconnect.