Lakeland Financial Corporation (LKFN)
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AGM 2021

Apr 13, 2021

Speaker 1

Well, good afternoon, everyone. I'm David Findlay, the President and CEO of Lake City Bank. And I appreciate your patience as we work through some technology challenges to get this meeting started. To say that the last year or all of 2020 and into 2021 has been a year of challenge and change is an essential understatement of all time. For all of us in all of our businesses, all of our communities, it's been an incredibly difficult year.

And yet as we look back on the year 2020 and as we look to our start of 2021, we're immensely proud at Lake City Bank of what we've accomplished in the year of COVID-nineteen. We did not take our foot off the accelerator throughout the last year and we continue to serve clients whether that be remotely through our digital banking solutions or directly through our drive thrus or now back again in person in our branches. We just haven't lost a beat as it relates to taking care of customers day in and day out. I would be very remiss if I didn't pause and congratulate everybody on the Lake City Bank team, particularly those in our retail offices who have worked throughout the entire year to continue to take care of customers under very trying circumstances. As you all know, we opened our offices again 3 weeks ago.

We're very pleased to have the offices open. Our customers are happy to see us. We're more than happy to see them. And the other thing that's happened in the last 3 weeks is we've rolled out Lake City Bank Digital, our next generation digital banking solution. Again, something we knew we had to do as we moved into the future, as we've seen a dramatic shift in client usage of our Internet and mobile banking solutions.

We have not missed a beat in taking care of customers both in the offices and out of the offices. We processed in the last 13 months nearly $700, 000, 000 of Paycheck Protection Program loans. We continue to serve our commercial customers through those programs and again our day to day interaction with them albeit in a different environment. The digital banking platform gives us a robust platform to move into the future. We have 3 new branches under development today.

1 of them in a very exciting opportunity in our Elkhart, Indiana market, where we're going to be the 1st in school branch in the Elkhart Community Schools. It's going to be a tremendous opportunity for us to go in and do a little bit of experimentation as to understanding what the next generation of bank clients look for in a bank, how they'll use us, what products and services will matter to them. And so the development pipeline is full, but it's full of new opportunities and new ideas. 1 thing has become clear in the last year and that's that we can't sit still when it comes to leveraging the bank's strength of its people. And that leveraging of those people comes through those branches, but it also quite honestly comes through the technology that we're even using today for this meeting.

So we appreciate everybody's role both as customers and shareholders. We appreciate the relationships we have with you. And with that, I will turn it over to Mike Kubacki, our Chairman of the Board, who happens to be celebrating his birthday today. So happy birthday, Mike.

Speaker 2

Welcome, everyone. We are excited to be hosting a virtual meeting again this year, which allows us to be more inclusive and reach a greater number of our shareholders. As is our custom, we will conduct the business portion of our meeting first and answer questions at the end. Though we may not be able to answer every question, we will do our best to provide a response to as many as possible. This meeting is now officially called to order.

Before we begin, I'd like to recognize a few people. First, our directors, they are Blake Augsberger, Rob Bartels, Darianne Christian, Dan Evans, Jason Hundley, Emily Fashon, Steve Ross, Brian Smith, Brad Toothaker, Ron Truax and Scott Welch. Representing our management committee is Keira Clark, Rick Donovan, Mike Gavin, Stephanie Linoiski, Lisa O'Neill, Eric Ottinger, Kristin Pruitt and John Steiner. I'd also like to acknowledge retired Director, Tom Hyatt, who just attended his last meeting as the Director of Lakeland Financial Corporation. Tom has served this company with grace and wisdom during his 15 year tenure on the board.

We have all benefited greatly from working with Tom, and we will all miss him. The company has appointed Broadridge Financial Services to act as Inspector of the Election. The Board of Directors fixed February 22, 2021 as the record date for determining shareholders entitled to vote at this meeting. An affidavit has been delivered attesting to the fact that appropriate notice was mailed on or about March 4, 2021, to all shareholders as of the record date, and that affidavit will be incorporated into the minutes of this meeting. The shareholder list shows that as of the record date, there were 25, 700, 000 shares of common stock outstanding and entitled to vote.

We are informed by the Inspector of Election that there are represented in person or by proxy shares of common stock totaling 22, 500, 000 votes or approximately 87.4% of the voting power on the record date. Since this represents more than a majority of the voting power of all issued and outstanding stock entitled to vote, a quorum is present for purposes of transacting business. Now, I will present the matters to be voted upon. Please note that we will give shareholders an opportunity to comment on the proposals themselves after all proposals have been presented. Proposal number 1 is the election of directors to hold office until the 2022 annual meeting of shareholders or until their successors are duly elected and qualified.

Proposal number 2 is the advisory vote to approve the compensation of our named executive officers as described in the proxy statement. Proposal number 3 is the ratification of the appointment of Crowe LLP as independent registered public accounting firm for the fiscal year ending December 31, 2021. If any stockholder would like to make a comment regarding any of the proposals, please submit your comment through the web portal. The polls are now open. Any shareholders who haven't yet voted or wish to change their vote may do so by clicking on the voting button on the web portal and following the instructions there.

Shareholders who have sent in their proxies or voted via telephone or Internet and do not want to change their votes do not need to take any further action. Now that everyone has had the opportunity to vote, I now declare the polls for the Annual Shareholder Meeting closed. We have been informed by the Inspector of Election that the preliminary vote report shows the nominees for election to the Board have been duly elected, the compensation of the named executive officers has been approved by Advisory Vote and the appointment of Crowe LLP has been ratified. We will be reporting the final vote results in a Form 8 ks to be filed within 4 business days. Now, I'd like to turn the meeting back over to David Findlay for a presentation about our business.

Speaker 1

Great. Thank you, Mike. 1 question did pop up as you were going through your presentation, Mike, and it was related to our long term strategy. And the question was where do we see our strategy going long term? Will it be organic growth as it has been or will mergers and acquisitions play any role in it?

And that's a question that both Mike and I have a long history of answering. We've grown the bank for the better part of the last 30 years without any acquisition activity. And the organic growth that we've undergone over that 30 year time period has taken us from a $500, 000, 000 bank into a $6, 000, 000, 000 bank today. And that has clearly been a strategy that's worked for the shareholders. And quite honestly, it's worked for our clients and our communities.

While we look at mergers and acquisitions as a potential activity, it's not at the core of what our strategy has been. We'll continue to look at every opportunity that arises, but it's safe to say that it is not our primary growth strategy nor will it be as we move forward. So with that, I'll move through some slides that really talk about our performance over the last year, but really over a much longer period of time because at the end of the day, that's what matters to the shareholders the most. I'll jump to Slide 3, which is the long term success for shareholders. We love this slide and we love it because we're at the top of it in the pyramid.

But more importantly, we love it because it's a measurement of our performance over a very long period of time. It reflects what Mike and I and the balance of this team have done as we've built the bank over the last decade. It starts with the 223 banks in the country that are publicly traded between $1, 000, 000, 000 $10, 000, 000, 000 The first cut that goes against that filter is how many of those have been profitable for each of the last 10 years. And very quickly, the 223 gets cut down to 100 and 3 banks that have demonstrated profitability year in and year out for the past 10 years. The next cut is how many of those banks have had consecutive increases in pretax, pre provision earnings since 2012, which is really the end of the great recession.

Very quickly, that 163 gets cut to 35. And then the last measure of performance over a long period of time, of those 35, which banks have produced a return on equity of greater than 13.5% and that's only 6 banks in the nation out of the 223 at start. We're very proud of the fact that we've been on the top of this pyramid for the last decade. It's nothing new and it's really a reflection of the long term consistency of what we've done. On the next slide, you'll see a Bank Director Magazine feature cover that was shared or published late last year.

That slide measures performance in a different way, but again over a very long period of time. And as we did in the previous slide, of all the banks in the nation, we're ranked number 4 by BankDirector Magazine as 1 of the top 25 banks in the country measuring profitability, capital adequacy and asset quality, 3 core attributes of a high performing bank. And again, that's over a long period of time. And then finally, on the next slide of a look back even longer than the 10 years is the last 25 plus years. This is a graph that measures our performance from a net income perspective over that 25 year period, but also in the text data in the middle of this page, you can see we've grown loans at 11% year in and year out over the on a compound annual growth rate over the past 25 years.

And then we've grown deposits equally as well at 10%. Our net income growth has been at a CAGR of 13% and our earnings per share at 12%. Again, we demonstrate that we not only do it consistently, but consistently over a very long period of time. We had slightly down earnings in 2020, which we're actually quite proud of. Our earnings of $48, 300, 000 I'm sorry, dollars 84, 300, 000 was not a record, but was close to last year's performance in a year when we had much higher levels of loan loss provisioning and expenses that were related to COVID-nineteen and managing the business through it.

So those 3 slides tell a wonderful story of a long period of time performance. The next slide talks about the geography of who we are and where we are. I think it's well known by all of our shareholders that we're located primarily in North Central and Northeast Indiana and Central Indiana in the Indianapolis market. Indianapolis is new to us. We've been there a decade as of 2021, but it has really become another foundational cornerstone of our ability to grow organically year in and year out in the footprint we have.

We're particularly proud of the Lake City Bank team and its ability to grow organically in markets that we've been in a long time. We opened in Warsaw 149 years ago next month. We moved to Elkhart 30 years ago in 1990 with our first office in that market and into Fort Wayne in 1998. Every step of the way, the growth that we've undergone in the markets has been driven by our people, 1 at a time, 1 branch at a time, 1 loan at a time, 1 deposit at a time. It's the hard way to grow a business, it's the hard way to create a franchise, but it's the process that we believe best creates shareholder value for you all as our shareholders.

It is not the easiest way to grow a balance sheet, but it's the best way for shareholders. The next slide features our leadership team. And as Mike celebrates his birthday today, I'm on the cusp of a seminal birthday as well this year. And yet I look at this leadership team and you can see as you scan the faces here, it is a relatively useful leadership team. It's a leadership team that has a lot of path in front of us for future growth, but it's also 1 that's very ingrained in Lake City Bank and the Lake City Bank culture.

As you can see on this slide, we averaged 13 years of experience at Lake City Bank and 27 years of total experience on average. And that includes Keira Clark, our new Chief Human Resource Officer that doesn't even get 1 year worth of credit. So clearly, the team that we've got assembled to run the bank and has been together a long time, including Mike in his current capacity as a Chair, have cohesively worked together over a very long period of time to move the bank forward. Another step forward in 2021 that we've taken is the transition of our core values. For the first time in the last 20 years, we amended our core values.

And as you can see on this slide, we introduced a critical core value, particularly relevant to today's world of inclusivity. We've always felt that we were an inclusive organization. We believe we manage the bank and the business and our relationships in our communities in an inclusive way. But with the events of the last year, we believe that it is critical that we make inclusivity a key core value of the bank and we publicly state where we stand on that and where we're going. Under Kiara Clark's leadership, our new Chief Human Resource Officer, we've got a diversity and inclusivity task force that's come together and is working to ensure that the way we run the business, the way we make hiring decisions, the way we make marketing decisions, the way we make expansion decisions reflects the critical role of diversity and inclusion in our markets.

So we're very proud of that single change to the core value. And while it's only a word, it's 1 that means a lot when we put it up on the boardroom wall or on the wall of our Lake City University People Development Center. Then when you move on to what our culture is on the next slide, culture is at the core of who we are. Every bank says they've got great culture, but at the end of the day, we know ours does. It matters immensely to our success.

It matters immensely to our ability to grow the bank and run it and retain good people. And every step we make, we look at it and ask what's the impact to our culture, what are we going to do to make sure that whatever decision we're making influences our culture in a positive sense and never in a negative sense. That's a very difficult challenge to walk through day in and day out, but it drives our decision making each and every day. Our vision on the next slide speaks to what we're driven by and it's simple. And this has been the same for the entire 20 years this vision statement has been around.

We're driven by the growth of shareholder value and the delivery of competitive banking services through a progressive business model that preserves the principles and ideals of a community bank. The building on the right in this slide is the building I'm sitting in right now. It is a building that was built in 1959 as a main office bank building and expanded in 1971 when they bolted a second floor onto it. It looks a little different today. We've remodeled it.

But what we haven't remodeled is the mindset and the perspective and the way we run the organization that the people before me and Mike and the leadership team before us had when they ran the bank. We have to remain a community bank regardless of how big the balance sheet gets because that's the driver of our success, that and the mindset of culture that we bring. On the next slide, this is a newer 1. Innovation and technology, products and services and our brand, It's an expectation of you as shareholders. It's an expectation of our clients and it's critical that we have to be technology and innovation focused to remain competitive and at the forefront of the competitive landscape.

Lake City Bank Digital is doing that. In the middle of the crisis, we've implemented a new technology platform that will bring us into the next generation of digital banking services with mobile and Internet banking. We cannot let our foot off the accelerator of technology and technology innovation. And then finally, shareholder vision, you can see creation of shareholder value will result from the successful long term execution of our mission. This is not a short term strategy.

We will never make decisions that impair long term shareholder value creation to benefit ourselves in a month, a quarter or a year. The strategy we have going back to John Myers' question about growth, the strategy we have is about growing the bank smartly, growing the bank efficiently and running it the right way, not for quarterly earnings, not for annual earnings, but for the long marathon of earnings year in and year out, which we started this presentation about. Then our last slide is 1 that we're immensely proud of. I hope you can see this, but this is the total shareholder return for Lakeland Financial shareholders over the time period December 31, 2000 to December 31, 2020. Over that 20 year time period, Lakeland Financial Corporation's total return to shareholders was 2, 059%.

When you compare that to other peers in the bank group, the Standard and Poor's U. S. Bank Index, up 145 percent the S and P 500, the entire sector, up 3 22% total return and then the S and P 500 Financials, another measure of banks and other financial service institutions, up 91%. When you compare any of those numbers to our 20 59 percent total return to shareholders over the 20 years, we've just proven year in year out that we know how to create value, create value for shareholders in an efficient way and do it with the mindset of a community bank. So with that, I will conclude my comments on the financial performance and pause and we'll drift over and see if we've got any other questions in the queue.

And Mike, I see that there are currently no questions.

Speaker 2

That's correct.

Speaker 1

So we'll turn it over to you, Mike, for concluding remarks.

Speaker 2

Well, we certainly appreciate those of you that are on the line and we greatly value your support of us over the many years. We will we run the bank with a lot of things in mind. It kind of starts with our people internally. It's you kind of then your team tries to do the best job that it can do for our customers. And then we try to generate shareholder returns off of that, a very simple organic strategy that nevertheless requires total focus.

And so again, we appreciate your many of you shareholders have been with us a long time and we appreciate it. So thanks for attending today.

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