- -------------------------------------------------------------------------------- NEWS RELEASE DATE: July 19, 2006 4:30 p.m. E.S.T. CONTACT: James L. Saner, Sr., President and CEO MainSource Financial Group, Inc. 812-663-0157 - -------------------------------------------------------------------------------- MAINSOURCE FINANCIAL GROUP-NASDAQ, MSFG - Announces Earnings for the Second Quarter 2006 Greensburg, Indiana (NASDAQ: MSFG) James L. Saner, Sr., President & Chief Executive Officer of MainSource Financial Group, announced today the unaudited results for the quarter ended June 30, 2006. The Company reported diluted earnings per share of $0.35, which represents a 5.4% decrease from the $0.37 per share reported in the second quarter of 2005. Net income was $5.5 million in the second quarter of 2006 compared to $4.3 million for the same period a year ago. Key measures of the financial performance of the Company are return on average shareholders' equity and return on average assets. Return on average shareholders' equity was 11.11% for the second quarter of 2006 while return on average assets was 1.10% for the same period. The Company consummated its acquisitions of HFS Bank and Peoples Ohio Financial Corporation during the quarter. The acquisitions added approximately $434 million in total assets, $365 million in loans and $258 million in deposits. Mr. Saner stated, "We are pleased with our second quarter results given the interest rate environment and increased pressure on our margin. We were able to consummate our northeast Indiana acquisition as well as the acquisition which takes our company into Ohio. Both of these transactions are expected to be neutral to our earnings per share in 2006 and accretive to earnings in 2007. During the second quarter we announced the purchase of five small branch offices in Indiana from First Financial Bancorp, headquartered in Hamilton, Ohio. All of these offices are in our current markets and will increase our market share in each of the three counties. Mr. Saner added, "We are especially pleased with the organic growth from our existing bank subsidiaries. Excluding the recent acquisitions, our total loan portfolio grew in the second quarter at an annualized rate of 8.4%. In addition, our deposits also grew at an annualized rate of 12.8%. We believe we will see our business loan portfolio continue to grow but deposit growth will be extremely competitive. We will complete our acquisition of the branches mentioned above and begin the process of core systems conversion of our new affiliates in the third quarter. We continue to place emphasis on organic growth, improving our efficiency ratio, and expanding commercial services in the geographic territories of our new acquisitions, all in hopes of having third and fourth quarters exceeding the operating earnings per share MainSource delivered in the first and second quarters." NET INTEREST INCOME - ------------------- Net interest income was $16.4 million for the second quarter of 2006, which represents an increase of 24.4% versus the second quarter of 2005. The increase was due primarily to acquisitions and a corresponding increase in average earning assets. Net interest margin, on a fully-taxable equivalent basis, was 3.82% for the second quarter of 2006 versus 4.04% for the first quarter of 2006 and 4.00% for the fourth quarter of 2005. The acquisitions of the thrift institutions in the first and second quarters of 2006 and their corresponding lower net interest margins were the primary cause for the decrease in the Company's net interest margin. In addition, the Company is operating in very competitive markets for all deposits, especially core deposits. This environment, coupled with the increase in short-term borrowing rates, has resulted in a higher than expected increase in the overall cost of funds. NON-INTEREST INCOME - ------------------- The Company's non-interest income increased to $5.9 million for the second quarter of 2006 compared to $4.8 million for the same period in 2005. The increase was primarily due to the aforementioned acquisitions. Excluding acquisition activity, the Company's non-interest income would have been $5.4 million, an increase of 12.5% compared to the same period a year ago. The Company settled its interest rate swap agreement and realized a pre-tax gain of $0.5 million. NON-INTEREST EXPENSE - -------------------- The Company's non-interest expense was $14.6 million for the second quarter of 2006 compared to $11.9 million for the same period in 2005. Increases in employee costs, occupancy expenses, equipment expenses, and intangibles amortization were primarily attributable to acquisitions closed since the third quarter of 2005 and first quarter of 2006. These increases were partially offset by a decrease in other expenses (excluding the acquisitions) due primarily to the cost savings derived from the consolidation of the Company's Indiana banking charters in 2005. The Company's efficiency ratio was 63.9% for the second quarter of 2006 compared to 64.2% in the second quarter of 2005. For the first six months of 2006, the Company's efficiency ratio was 63.4% compared to 66.2% for the same period a year ago. ASSET QUALITY - ------------- Non-performing assets were $21.5 million as of June 30, 2006 compared to $14.3 million as of June 30, 2005 and $17.4 million as of March 31, 2006. This increase is primarily due to the acquisitions closed in the first and second quarters of 2006. In total the three recent acquisitions added $8.6 million of non-performing assets with $4.9 million being added in the second quarter of 2006. As a percent of total assets, non-performing assets have remained relatively flat over the past several quarters and were 0.90% of total assets as of June 30, 2006. Net charge-offs for the second quarter of 2006 equaled 0.22% of average outstanding loans compared to 0.25% for the second quarter of 2005. For the first six months of 2006, net charge-offs have equaled 0.20% of average outstanding loans, which was similar to the 0.19% of net charge-offs incurred for the same period in 2005. MAINSOURCE FINANCIAL GROUP (unaudited) (Dollars in thousands except per share data) Income Statement Summary Three months ended June 30 Six months ended June 30 -------------------------- ------------------------ 2006 2005 2006 2005 ---------------- ---------------- --------------------- ------------------ Interest Income $28,582 $19,533 $51,237 $38,226 Interest Expense 12,174 6,348 20,595 12,336 ---------------- ---------------- --------------------- ------------------ Net Interest Income 16,408 13,185 30,642 25,890 Provision for Loan Losses 363 340 723 460 Noninterest Income: Insurance commissions 521 523 941 1,110 Mortgage banking 564 679 1,144 1,225 Service charges on deposit accounts 2,303 1,805 4,154 3,471 Gain/(losses) on sales of securities - 213 61 224 Other 2,507 1,619 4,494 3,388 ---------------- ---------------- --------------------- ------------------ Total Noninterest Income 5,895 4,839 10,794 9,418 Noninterest Expense: Employee 8,309 6,886 15,714 13,762 Occupancy 1,164 824 2,222 1,723 Equipment 1,245 985 2,379 2,015 Intangible amortization 469 295 890 590 Other 3,415 2,873 5,798 5,867 ---------------- ---------------- --------------------- ------------------ Total Noninterest Expense 14,602 11,863 27,003 23,957 Earnings Before Income Taxes 7,338 5,821 13,710 10,891 Provision for Income Taxes 1,856 1,495 3,442 2,775 ---------------- ---------------- --------------------- ------------------ Net Income $5,482 $4,326 $10,268 $8,116 ================ ================ ===================== ================== Three months ended June 30 Six months ended June 30 -------------------------- ------------------------ Average Balance Sheet Data 2006 2005 2006 2005 ---------------- ---------------- --------------------- ------------------ Gross Loans $1,284,394 $911,109 $1,137,498 $915,978 Earning Assets 1,779,892 1,370,550 1,637,452 1,367,062 Total Assets 2,006,436 1,519,903 1,830,224 1,516,225 Noninterest Bearing Deposits 162,782 140,007 158,138 137,831 Interest Bearing Deposits 1,404,511 1,062,596 1,289,434 1,064,552 Total Interest Bearing Liabilities 1,628,947 1,241,673 1,476,503 1,241,324 Shareholders' Equity 197,938 128,394 180,992 126,290 Three months ended June 30 Six months ended June 30 -------------------------- ------------------------ Per Share Data 2006 2005 2006 2005 ---------------- ---------------- --------------------- ------------------ Diluted Earnings Per Share $0.35 $0.37 $0.70 $0.70 Cash Dividends Per Share 0.140 0.130 0.275 0.260 Market Value - High 19.04 21.62 19.45 22.92 Market Value - Low 16.35 17.30 16.35 17.81 Average Outstanding Shares (diluted) 15,772,464 11,751,831 14,750,888 11,649,538 Three months ended June 30 Six months ended June 30 -------------------------- ------------------------ Key Ratios 2006 2005 2006 2005 ---------------- ---------------- --------------------- ------------------ Return on Average Assets 1.10% 1.15% 1.13% 1.08% Return on Average Equity 11.11% 13.66% 11.44% 12.96% Net Interest Margin 3.82% 4.04% 3.92% 3.95% Efficiency Ratio 63.86% 64.20% 63.42% 66.24% Net Overhead to Average Assets 1.74% 1.87% 1.79% 1.93% Balance Sheet Highlights As of June 30 2006 2005 ---------------- ---------------- Total Loans (Excluding Loans Held for $1,551,661 $913,326 Sale) Allowance for Loan Losses 14,426 11,275 Total Securities 483,735 446,400 Goodwill and Intangible Assets 121,963 45,150 Total Assets 2,375,265 1,540,312 Noninterest Bearing Deposits 189,168 146,398 Interest Bearing Deposits 1,567,387 1,104,036 Other Borrowings 358,734 123,308 Shareholders' Equity 239,915 154,973 Other Balance Sheet Data As of June 30 2006 2005 ---------------- ---------------- Book Value Per Share $13.36 $11.74 Loan Loss Reserve to Loans 0.93% 1.23% Nonperforming Assets to Total Assets 0.90% 0.93% Outstanding Shares 17,956,624 13,210,268 Asset Quality As of June 30 2006 2005 ---------------- ---------------- Loans Past Due 90 Days or More and Still Accruing $528 $257 Non-accrual Loans 16,332 12,894 Other Real Estate Owned 4,606 1,175 ---------------- ---------------- Total Nonperforming Assets $21,466 $14,326 Net Charge-offs - YTD $1,102 $882 Net Charge-offs as a % of average loans 0.20% 0.19% MainSource Financial Group, Inc., headquartered in Greensburg, Indiana, is listed on the NASDAQ National Market (under the symbol:"MSFG") and is a community-focused, financial holding company with assets of approximately $2.4 billion. The Company operates 66 offices in 29 Indiana counties, six offices in three Illinois counties, and six offices in two Ohio counties through its five banking subsidiaries, MainSource Bank, Greensburg, Indiana, MainSource Bank of Illinois, Kankakee, Illinois, MainSource Bank - Crawfordsville, Crawfordsville, Indiana, MainSource Bank - Hobart, Hobart, Indiana, and MainSource Bank - Ohio, Troy, Ohio. Through its non-banking subsidiaries, MainSource Insurance LLC, MainSource Title LLC, and MainSource Mortgage LLC, the Company and its banking subsidiaries provide various related financial services. Forward-Looking Statements - -------------------------- Except for historical information contained herein, the discussion in this press release may include certain forward-looking statements based upon management expectations. Factors which could cause future results to differ materially from these expectations include the following: general economic conditions; legislative and regulatory initiatives; monetary and fiscal policies of the federal government; deposit flows; the costs of funds; general market rates of interest; interest rates on competing investments; demand for loan products; demand for financial services; changes in accounting policies or guidelines; changes in the quality or composition of the Company's loan and investment portfolios; the Company's ability to integrate acquisitions; and the impact of our continuing acquisition strategy.