First Financial Bancorp. (FFBC) 8-K First Financial Bancorp Reports Fourth Quarter and Full Year

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 26, 2011 

FIRST FINANCIAL BANCORP.

(Exact name of registrant as specified in its charter)

Ohio	0-12379	31-1042001
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
201 East Fourth Street, Suite 1900
Cincinnati, Ohio		45202
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code:  (513) 979-5837

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 (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Form 8-K First Financial Bancorp.

Item 2.02       Results of Operations and Financial Condition.

On January 26, 2011, First Financial Bancorp. issued its earnings press release that included the results of operations and financial condition for the fourth quarter and full year of 2010.  A copy of the earnings press release is attached as Exhibit 99.1.

The earnings press release includes some non-GAAP financial measures.  The first non-GAAP financial measure, Net interest margin (fully tax equivalent), appears in the table entitled “Consolidated Financial Highlights” under the section “Key Financial Ratios.”  It also appears in the two tables entitled “Consolidated Quarterly Statements of Income”, as well as the “Consolidated Statements of Income” under “Additional Data”.  The second non-GAAP measure appears in the tables entitled “Additional Data” at the bottom of the two “Consolidated Quarterly Statements of Income” pages and the “Consolidated Statements of Income” page.  The tax equivalent adjustment to net interest income recognizes the income tax savings when comparing taxable and tax-exempt assets and assumes a 35% tax rate.  Management believes that it is a standard practice in the banking industry to present net interest margin and net interest income on a fully tax equivalent basis.  Therefore, management believes these measures provide useful information to investors by allowing them to make peer comparisons.  Management also uses these measures to make peer comparisons.

Below is a table showing “net interest income” calculated and presented in accordance with GAAP and the adjustments made to arrive at the non-GAAP financial measure “net interest income – tax equivalent.”  The table also shows “net interest margin” calculated and presented in accordance with GAAP and the method used to arrive at the non-GAAP financial measure “net interest margin (fully tax equivalent).”

	Three Months Ended															Twelve Months Ended
	Dec. 31,			Sep. 30,			June 30,			Mar. 31,			Dec. 31,			Dec. 30,
	2010			2010			2010			2010			2009			2010			2009
	(Dollars in thousands)
Net interest income	$	67,906		$	67,846		$	67,738		$	72,020		$	73,182		$	275,510		$	175,983
Tax equivalent adjustment		220			222			212			212			295			866			1,265
Net interest income - tax equivalent	$	68,126		$	68,068		$	67,950		$	72,232		$	73,477		$	276,376		$	177,248
Average earning assets		5,792,624			5,867,311			6,000,760			5,971,305			6,241,790			5,907,399			4,342,804
Net interest margin*		4.65	%		4.59	%		4.53	%		4.89	%		4.65	%		4.66	%		4.05	%
Net interest margin (fully tax equivalent)*		4.67	%		4.60	%		4.54	%		4.91	%		4.67	%		4.68	%		4.08	%

*  Margins are calculated using net interest income annualized divided by average earning assets.

The earnings press release also includes some non-GAAP ratios in the “Consolidated Financial Highlights” page.  These ratios are:  (1) Return on average tangible common shareholders' equity; (2) Ending tangible common equity as a percent of ending tangible assets; (3) Ending tangible common equity as a percent of risk-weighted assets; (4) Average tangible common equity as a percent of average tangible assets; and (5) Tangible book value per common share.  The Ending tangible common equity as a percent of ending tangible assets and Average tangible common equity as a percent of average tangible assets are also shown in the “Regulatory Capital” section of the “Capital Adequacy” page in the earnings release.  The following table provides a reconciliation of these ratios to GAAP.  The company considers these critical metrics with which to analyze banks.  The ratios have been included in the earnings press release to facilitate a better understanding of the company’s capital structure and financial condition.

	Three Months Ended															Twelve Months Ended
	Dec. 31,			Sep. 30,			June 30,			Mar. 31,			Dec. 31,			Dec. 30,
	2010			2010			2010			2010			2009			2010			2009
	(Dollars in thousands, except per share data)
Net income available to common shareholders (a)	$	14,300		$	15,579		$	17,774		$	9,733		$	12,795		$	57,386		$	217,759
Average total shareholders' equity	$	697,016		$	684,112		$	671,051		$	679,567		$	654,631		$	682,987		$	466,610
Less:
Average Preferred stock		0			0			0			(47,521	)		(78,573	)		(11,717	)		(78,241	)
Goodwill		(51,820	)		(51,820	)		(51,820	)		(51,820	)		(51,820	)		(51,820	)		(51,820	)
Intangible assets		(5,604	)		(6,049	)		(6,614	)		(7,058	)		(7,461	)		(5,604	)		(7,461	)
Average tangible common equity (b)		639,592			626,243			612,617			573,168			516,777			613,846			329,088
Add back: Average preferred stock		0			0			0			47,521			78,573			11,717			78,241
Average tangible shareholders' equity (c)		639,592			626,243			612,617			620,689			595,350			625,563			407,329
Total shareholders' equity		697,394			690,931			681,556			667,759			649,958			697,394			649,958
Less:
Preferred stock		0			0			0			0			(79,195	)		0			(79,195	)
Goodwill		(51,820	)		(51,820	)		(51,820	)		(51,820	)		(51,820	)		(51,820	)		(51,820	)
Intangible assets		(5,604	)		(6,049	)		(6,614	)		(7,058	)		(7,461	)		(5,604	)		(7,461	)
Tangible common equity (d)		639,970			633,062			623,122			608,881			511,482			639,970			511,482
Add back: Preferred stock		0			0			0			0			79,195			0			79,195
Tangible shareholders' equity (e)		639,970			633,062			623,122			608,881			590,677			639,970			590,677
Total assets		6,250,225			6,154,500			6,583,635			6,548,896			6,657,593			6,250,225			6,657,593
Less:
Goodwill		(51,820	)		(51,820	)		(51,820	)		(51,820	)		(51,820	)		(51,820	)		(51,820	)
Intangible assets		(5,604	)		(6,049	)		(6,614	)		(7,058	)		(7,461	)		(5,604	)		(7,461	)
Ending tangible assets (f)		6,192,801			6,096,631			6,525,201			6,490,018			6,598,312			6,192,801			6,598,312
Risk-weighted assets (g)		3,687,224			3,595,295			3,628,978			3,715,280			3,903,566			3,687,224			3,903,566
Total average assets		6,270,480			6,408,479			6,621,021			6,647,541			6,840,393			6,485,632			4,734,809
Less:
Goodwill		(51,820	)		(51,820	)		(51,820	)		(51,820	)		(51,820	)		(51,820	)		(51,820	)
Intangible assets		(5,604	)		(6,049	)		(6,614	)		(7,058	)		(7,461	)		(5,604	)		(7,461	)
Average tangible assets (h)		6,213,056			6,350,610			6,562,587			6,588,663			6,781,112			6,428,208			4,675,528
Ending common shares outstanding (i)		58,064,977			58,057,934			58,062,655			57,833,969			51,433,821			58,064,977			51,433,821
Ratios
Return on average tangible common shareholders' equity (a)/(b)		8.87	%		9.87	%		11.64	%		6.89	%		9.82	%		9.35	%		66.17	%
Ending tangible common equity as a percent of:
Ending tangible assets (d)/(f)		10.33	%		10.38	%		9.55	%		9.38	%		7.75	%		10.33	%		7.75	%
Risk-weighted assets (d)/(g)		17.36	%		17.61	%		17.17	%		16.39	%		13.10	%		17.36	%		13.10	%
Average tangible common equity as a percent
of average tangible assets (b)/(h)		10.29	%		9.86	%		9.33	%		8.70	%		7.62	%		9.55	%		7.04	%
Tangible book value per common share (d)/(i)	$	11.02		$	10.90		$	10.73		$	10.53		$	9.94		$	11.02		$	9.94
Ending tangible shareholders' equity to
ending tangible assets (e)/(f)		10.33	%		10.38	%		9.55	%		9.38	%		8.95	%		10.33	%		8.95	%
Average tangible shareholders' equity to
average tangible assets (c)/(h)		10.29	%		9.86	%		9.33	%		9.42	%		8.78	%		9.73	%		8.71	%

First Financial Bancorp also provided electronic presentation slides on its web site used in connection with the earnings conference call. A copy of the electronic presentation slides is included in this Report as Exhibit 99.2.

First Financial Bancorp. does not intend for this Item 2.02 or Exhibits 99.1 or 99.2 to be treated as “filed” for purposes of the Securities Exchange Act of 1934, as amended, or incorporated by reference into its filings under the Securities Act of 1933, as amended.

Item 9.01 Exhibits.

(d) Exhibits:

The following exhibits shall not be deemed to be “filed” for purposes of the Securities Act.

99.1 First Financial Bancorp. Press Release dated January 26, 2011 – Furnished.

99.2 First Financial Bancorp. January 27, 2011 Earnings Call slides – Furnished.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

FIRST FINANCIAL BANCORP.
By:	/s/ J. Franklin Hall
	J. Franklin Hall
	Executive Vice President and
	Chief Financial Officer

Date:  January 27, 2011

Form 8-K First Financial Bancorp.

Exhibit Index

Exhibit No.	Description
99.1	First Financial Bancorp. Press Release dated January 26, 2011.
99.2	First Financial Bancorp. January 27, 2011 Earnings Call slides.