Welcome to Wintrust Financial Corporation 2016 Third Quarter and Year-to-date Earnings Conference Call. At this time all participants are in a listen-only mode. [Operator Instructions] Following a review of the results by Edward Wehmer, Chief Executive Officer and President; and David Dykstra, Senior Executive Vice President and Chief Operating Officer, there will be a formal question-and-answer session. During the course of today's call, Wintrust’s management may make statements that constitute projections, expectations, beliefs or similar forward-looking statements. Actual results could differ materially from the results anticipated or projected in any such forward-looking statements. The company's forward-looking assumptions that could cause the actual results to differ materially from the information discussed during this call are detailed in the third quarter and year-to-date earnings press release and in the company's most recent Form 10-K and any subsequent filings on the file with the SEC. As a reminder, this conference call is being recorded. I will now turn the conference call over to Mr. Edward Wehmer.

Good afternoon everybody and thanks for joining us for our third quarter earnings call. I am here with Dave Dykstra, our Chief Operating Officer; Dave Stoehr, our Chief Financial Officer; and Kate Boege, our General Counsel. Our call will as usual take the normal format, I will discuss some general comments about the quarter, Dave Dykstra will go into detail on other income and other expense categories, he will turn it back to me and we can summarize the quarter and talks about the future and then we will take some questions. In general we are very pleased with the results this quarter. We showed good progress on all fronts and we continue to grow profitably and profitably into our overhead base, and prospects for continued growth remain very positive. Highlights for the quarter, record earnings to 53.1 million or $0.92 a share, up from the second quarter and up from previous year by about 38%. Year-to-date earnings of $152.3 million or $2.72 per share were up 26%. If you look at the quarter, odd-ball items actually in our opinion went against us just based on the way we look at it. We had a $3.3 million gain on securities offset by $2.5 million mortgage servicing rights evaluation adjustment and $1.8 million in legal dispute accruals, if you add those up its 1 million negative in pre-tax. So that’s kind of the way we look at it. Evaluation charge was obviously a factor of market rates and prepayment speed and should and could turn around if rates ever go up. The $1.5 million legal arbitration award, now typically we do not comment on litigation related matters, however in this case we would note that we’re extremely disappointed by and strongly disagree with the award made by the arbitration panel. We…

Thanks Ed. In the management’s income section our wealth management revenue totaled $19.3 million for the third quarter of 2016 which was up from $18.9 million recorded in the prior quarter and also up from the $18.2 million recorded in the year ago quarter. The trust and asset management component of this revenue category remained stable at $12.6 million in both the current quarter and the prior quarter. Brokerage revenue component increased to approximately $6.75 million in the third quarter compared to $6.3 million in the prior year quarter. Overall the third quarter of 2016 represents the highest wealth management fee levels in our company's history. The mortgage banking revenue decline $2.1 million or 6% to 34.7 million in the third quarter from the 36.8 million recorded in the prior quarter and was 24% higher than the 27.9 million recorded in the third quarter of last year. As Ed mentioned, the decrease in this category's revenue from the second quarter was a result of the $2.5 million negative fair value adjustment related to our mortgage servicing right. This was primarily resulting from actual prepayments during the quarter and higher projected prepayment speed [ph]. Although, we can’t predict future interest rate movements and customer’s behavior and we certainly don’t expect a similarly size negative fair value adjustment in the near term. Going on about mortgages, the company originated and sold approximately $1.3 billion and $1.2 billion of mortgage loans in the third and second quarters of 2016 effectively and that compared to $974 million of mortgage loans originated in the third quarter of last year. And the mix of loan volume related to the purchased home activity was approximately 57% in this quarter compared to 65% last quarter. Similar to our wealth management revenues in the third quarter of 2016, represented…

Thanks Dave. So a bit of summary here. First, what I'm sure is a preemptive strike, I'm sure you're all wondering how the Wells Fargo issue will affect Wintrust. As a result of the situation, the regulators will be looking closely at this type of activity in all banks. In fact, this has already started. So for the record, Wintrust does not have and never has had a system-wide incentive based retail banking cross-sales program. Our culture is more relationship and know your customer base. Exactly what you would expect from a community banking origination like ours. However, a few of our banks have periodically and occasionally using incentive based cross-sell plans. These were very modest in design and certainly not egregious. Each of these plans were well controlled and the results were reviewed and again incentive payments were extremely modest. We have never experienced any problem with these plans. In anticipation of regulatory scrutiny we are taking a closer look at all of these plans and their results, over which any of these plans were conducted over past few years. Based upon our culture, our internal controls and the nature of this plans, we do not expect to have any finding related to that. So summarizing the quarter, we are very pleased with the quarter. Hopefully we can fly the W flag, just like the Cubs were flying it recently and hopefully continue to do so. Dave talked about marketing expenditures, I hope continue through the end of October and don’t end pre-maturely, as they relate to our sponsorship with the Cubbies. We are going to continue to execute our growth plans and capitalize on our excess operating leverage to balance profitable growth in all areas of our business. Growth will occur both organically and through acquisition, as mentioned our acquisition pipelines remain active in all areas of our business and you can be assured that we will maintain our historic discipline in evaluating these opportunities. We have good momentum in all fronts and all market. Loan pipelines are consistently strong, credit remains solid, though we continue to cull the portfolio for any cracks, and we will move quickly to resolve those. We have always been well positioned for higher rates and acquisition even improved more so in this quarter. As always we will be nimble and take advantage of what the markets give us. So you can be assured of our best efforts to deliver shareholder value, and our drive to become Chicago's bank and Milwaukee's bank. And now we will take some questions.

Thank you. [Operator Instruction] Our first question is from Jon Arfstrom with RBC Capital Markets. You may begin.

I was waiting for the Cubs reference, and we got it, so that's good. Question for you on the margin, Ed. It seems like there is -- obviously it was down a little bit but it seems explainable, and maybe some of it has to do with the liquidity management growth. But give us an idea of how you're feeling about the margin, absent any rate hikes, and then maybe touch on what you think a 25 basis point hike could do for you?

Well, you know that my view is 320 plus or minus 10 next year. We didn’t expect the money market rates to go as low as they are. We have cut back, I think -- we’re thinking rates as low as they’re going to go, we cut back on the duration of our liquidity management portfolio, as is evidenced through part of our -- by how our interest rate sensitivity grew this quarter. The rise in LIBOR has helped us nicely, so far it should continue to help us. We do have a portion of our portfolio that is tied to LIBOR and that should continue to help on the loan side. Cost of funds should creep up a little, we’re doing more organically now which costs a little bit more money to do. But again if you got the loan demand to cover, and the loans, you're getting more yield on loans, that should overall more than -- the increase in long yields should more than offset any increase in our funding costs. 25 basis point rise in the prime rate, if it's a parallel shift in the curve, it should be very beneficial to us. You can basically interpolate the numbers there, but I think you got to concentrate now on net interest income and maintaining and trying to improve the margin. But we can't, you know this low rate environment is killing everybody. We are making the bet that the rates are going to start going up and it should be very beneficial to us and help raise our margin even more. So 25 basis points rise would probably mean on an annualized, if it happened in December based on the portfolios it stands to be 10 million 11 million for us over the course of the year, pretaxed in the margin, that would be right Dave. Dave Stoehr, first time he's ever talked on one of these. So about $10 million, $11 million on a quarter, even that, the LIBOR increases will help that also. That comes in all the time in our portfolio. So in general a rising rate environment is extremely good for us. That is now a bigger beach ball [ph] underwater, that hopefully won't come propping up soon, but who knows with the election and what's going on. So we're just trying we have to keep our loan yields up, we need to continue to get more efficient with our growth and bring our overhead ratios down and we are well prepared for higher rates and it can only help.

Okay. That helps. And then just the other big line item, the mortgage banking business. Dave, you signaled a bit of a slowdown, I think most of us would expect that. But maybe give us an idea what you're seeing so far in the fourth quarter? And Ed or Dave, do you still -- do you see growth potential for this business in 2017 or are there some headwinds you think we need to be aware of?

It stacks up now, October and November look pretty strong. December is usually seasonally slower. But a rise in rates will probably stall it a little bit. We are well positioned to accordion our expenses, which is really the most important thing to do timely in an environment where your volumes are going down. But we've got a good reputation, we've got a good company, when we see opportunities for one thing slowdown, we still believe that a number of independents will want to align with somebody. I think it was always the consensus before and so this is in the market and so this drop in rates brought upon this bulge in volumes for the industry. But I think when they fall off a little bit we will have opportunity to expand our footprints and our capabilities over the next year, but we're having record quarters now. I think if rates drop a little bit those will fall off, but I still think it can be a very profitable business for us long-term and it's kind of an internal balance sheet hedge, when rates go up our margin is positioned to grow up higher to make-up the difference in the mortgage loans. So we're committed to that business, people are always going to need mortgages and we are very good at what we do and we will continue to look for opportunities there.

Alright, thanks for the help.

Thank you. Our next question is from David Long with Raymond James. You may begin.

Regarding the franchise finance portfolio, how did the yields -- you mentioned they positively impacted. Can you give us any numbers around what the positive impact may have been in the quarter from that? And then also regarding the franchise finance business, have you had -- did you have any expenses that came in this year, maybe with some hires that would have been on -- came on either this quarter or earlier this year related to that business?

Well, it came on early in the year we have added some, but we had the plumbing in place before we flushed. We worked on that transactional a long time and had higher number peoples from GE and a few more people have come on, but nothing really material and it’s just come on overtime. The portfolio itself now had outstanding about $855 million in the overall franchise portfolio and over $1 billion in commitments. Our pipeline are pretty strong here, as we this is a new niche business for us and something that we get into a niche, we want to grow and dominate it. So the weighted average yields on that portfolio is about 4.33% at the end of the quarter and so it’s pretty good yield for us, it’s an area we understand and know, We've got the expertise in hand, and we intend to grow it.

Got it, and then the second question regarding M&A, it sounded in early September when we spoke that you were still getting a lot of phone calls, and just want to see what you're thinking about the backdrop for M&A here.

I don’t think the market has changed that much. I think we’re spacing them out a little bit more than we have in the past. But we still see opportunities out there. We’re still concentrating on banks under $1 billion who have that community bank culture that assimilates so well with ours. So we -- this quarter was all organic growth, we are very good at organic growth and we are also very good at acquisitions and I think if you can expand without a major increase in price expectations for banks of that size, you probably can see us still being relatively active in that market.

Cool. Thanks, Ed. Let's hope we can wave that W flag this evening.

We sure will.

Thank you. Our next question is from Kevin Fitzsimmons with Hovde Group. You may begin.

Was just wondering what you guys have observed or heard about related to commercial -- the regulatory commercial real estate thresholds, and specifically, is it an opportunity and a bit of a threat at the same time? And by that I mean, you guys I don't believe are close to the limits for your sub banks. And we've heard from commercial real estate heavy banks that are retrenching, that maybe there is some improved pricing and structure on some of those loans, so it's an opportunity. On the other hand, we've also heard that a lot of traditionally heavy commercial real estate banks, since they're pulling back from that are diving into C&I, and that's affecting the pricing there. So are you seeing either of those, that phenomenon, related to your business? Thanks.

On the commercial real-estate side yes you are right on all fronts. We are nowhere near the regulatory limits in that asset classification. We do have capacity there, but again its commercial real-estate so we’re being very, very selective. We are seeing more opportunities and we’re turning down a lot more opportunities, not just pricing expectations. People are still interesting, borrower pricing expectations are interesting and we're holding the line. We’ve seen a lot of volume and I tell our guys, it’s not because you’re good looking guys, it’s because nobody else can do it, they’re up against the limits and they have other concentration issues. So we see it is an opportunity, we’re being very selective in the areas we do get into, we’re not doing land development or any of those crazy things, but we also see it as an opportunity as you pointed out to take on selective transactions that are very profitable to us to maintain and we are going to increased pricing on those relatively speaking for the most part. The only bubble area we see in the market is the apartments, that’s the only ones we’re afraid of here. Our opinion is that pretty soon all of the Millennials will want to live downtown. Eventually going to start having babies and decide they don’t want to live in 1,000 square feet at 5 bucks a foot and they’re going to want green space and will be moving out to the suburbs. So we think that there is an apartment glut. We do in terms of development in Chicago, so we do have a couple going up, but they are with very, very attractive sponsors, names you would all know and very, very low advancement. So we’re very comfortable with that. On the C&I side, the rates, rates on C&I haven’t really moved that much begin with. So they couldn’t be that much more pressure on them. That being said, we lost a deal, a very nice deal on a contractor, somebody paid 100 over LIBOR to a contractor too. That’s a little crazy in our book. But we were nowhere near that pricing. So you are seeing a little bit of it, as people still scrounge for earning assets. Many of the banks who are trying to get into C&I really don’t have the plumbing in place, the capabilities in place, international capabilities, the syndication capabilities, the expertise, the treasury management capabilities to play in that market. So we’re not seen too much -- the deals we want, we're not seeing too much competition in that regard. So you kind of were right on all fronts, but we are navigating those waters well.

Just a quick follow-up. I've noticed the net overhead ratio is something that definitely is on an improving trend. The ROA, I'm just wondering -- I know there's a lot of moving parts there. When does the or what keeps the improvement in the net overhead ratio from translating into improvement, or more measurable improvement in the ROA? Is it a matter of waiting for rates to increase, or is it a matter of that you guys are not holding back from making investments quarter to quarter, and it's a timing thing, or is it a bit of both?

Well, if we see an investment we want to make, we’ll make it. We don’t time things like that. It’s the margin. So the margin -- just the margin keeps coming down because of rate environment, we can keep up with it through our growth, but -- and continue to position for higher rates. But we’ve had this discussion, I think with you and with a lot of folks about how much we don’t like dilution and we are more than willing to rather than pay a big price and let three years’ worth of earnings go out the back door to start something from scratch and invest in a business and grow it. We can continue to increase earnings at double-digit rates. I don’t know any bank stocks that trade on ROA, they trade on earnings growth and tangible book value growth and those are two items that we run our business on. So of course, we would like to get a higher ROA, but we would like to [indiscernible], we’re a growth company. We’re more interested in increasing tangible book value increasing our earnings, and continuing to grow the ROA, the best we can. But again, I haven’t seen anybody trading on ROA. We should be between 90-97 something basis points going forward. It just depends on where the margin goes and we want to continue to go earnings and invest with the old Grand Dotted Pedal Book in mind of increasing tangible book value and increasing earnings at a double-digit rate and growing assets.

Great. Thanks.

Thank you. Our next question is from Chris McGratty with KBW. You may begin.

Dave, on the fee income, I may have missed it in the prepared remarks. You had a decent ramp in the other miscellaneous income, around $4 million last year, a little over $8 million now. Can you just remind me what's in that, and what sustainability might be?

The big number that we included in the total non-interest income is -- the swap fees are in there. They have increased over time, a little volatile, depending where the market rates are at. Our Tricom subsidiary is in there, that’s are stable. The other things in there that we do have letter of credit fees that we generate for our clients, lots of miscellaneous stuff in there, we got foreign currency translation fees, if we sell any property the gains or losses go through there, our interchange revenue on our debit cards and credit cards go through there. It's a lot of miscellaneous stuff. So I just think as the business is growing, we are just generating more fees from our customers on all those variety of products.

Okay. Great. Maybe Ed, for you, on the capital question. You're obviously optimistic about growth. I think obviously you talked about potentially some Tier 2 down the road. How should we be thinking about timing of maybe additional capital, based on pipeline comments?

We always look at and its capital and cash are the things at the holding company are the things we look at. We probably got $600 million, $700 million worth of growth or assets now tried up in the mortgage business that could fall off, fall more than in half, which gives you a little bit more capacity. So really, we'll play it by ear, but as of right now our earnings are pretty good, we’re supporting everything and internally if opportunities present themselves or growth -- those continue to grow at levels experienced last quarter and which we have really pre-funded with that last capital offering, we are not afraid to go back of the market and raise additional capital as long as we can keep it accretive to our shareholders.

Understood. Thanks. Maybe one last one. The comments on LIBOR, I was wondering if you could specify, number one, the exposure to the one month LIBOR, and also the three month, fee ballpark figures would be helpful.

Yes, Chris this is Dave. If you look at our overall loan portfolio, we got about roughly 29% of our loan were tied to one month LIBOR, another roughly 15% to 16% are tied to 12 month LIBOR and that’s primarily our life insurance premium finance portfolio, they re-price once a year basis on 12 month LIBOR predominantly. Then we’ve also got about 16%, 17% of our loans that are tied to a primary. And about a third of the portfolio is fixed and then the rest a few percent are tied to three month LIBOR and that’s about it. So if you boil it down about 29% is the one month LIBOR and 15% to 16% is 12 month and 16%-ish prime. So both are --.

So a couple basis points helper, is that about fair in the third quarter?

Yes.

Okay thanks.

Thank you. Our next question is from Brad Milsaps with Sandler O'Neill. You may begin.

Dave just want to follow-up on the liquidity management book. Can you talk a little bit more about the mix maybe how it changed, maybe relative to the second quarter? Are you holding more cash on average or was it more you just bought really short-time securities. Just trying to get a sense of maybe how that could spring bring back kind of over the back half of the year, with the long end maybe moved up a little bit now or it may not if you are just holding more cash. Just kind of curious kind of what the mix is in that book?

We end up June really with cash and Fed funds about $700 million. In September we were probably about $820 million or so as we had a little bit more cash on the book. Our securities portfolio stayed roughly the same, but there is a fair amount of prepayments on the agency securities and some of those were at premiums. So you are seeing a little bit of headwinds on premium amortization on government agency securities that we hold on the book. And rates have been down, so the reinvestment of those hasn’t been [technical difficulty]. Just some headwinds on that portfolio, but we are slightly liquid as Ed mentioned earlier then we were last quarter.

We don't get real excited about 1.5% mortgage-backed securities.

Yeah no not at all. Do you have the dollar amount of what that the premium amortization was this quarter maybe relative to last?

Brad, I don't have it handy with me right here. I don't want to misspeak. But I tell you what, we'll make sure we mention that in the Q.

Okay and then it didn’t look like there was a lot of additional accretion income from the GE book that came over in the charts that you include, but was there any significant mark there or any potential for that bucket to increase?

No not really.

Okay, and then just got a final a bigger picture question and you answered this to some degree with kind of the breakdown of the LIBOR and prime loans, but just looking back over the last year we've had the move in the LIBOR this quarter we had once that increase yet new loan yields are basically about the same can you talk little bit about competition is that just more reflective of you having to give a little bit more on spread because that maybe we had thought you would have maybe captured a little bit more of some of those increases in the loan yield kind of on a year-over-year basis, but the competitive environment maybe as such that just hasn’t been -- it hasn’t been possible. So just trying to get a sense of what the next one will mean can you capture more of it?

We always thought we thought some pick-up in our long yields this for I think where we saw the pressure over the last year, but we still had stuff going out the back door so to speak with older deals that were higher price that matured or got refinanced. So that was a fair amount of our pressure on the margin over the last year but we’re seeing the rates go up.

We are seeing the rates go up but remember too, we're bleeding of accretion, Brad. [Multiple Speakers].

Even if I -- just for that it look like you cannot still fight, no I certainly understand.

I think we will be happy to see that but -- we spreads are relative with the same what they have been. We don’t -- standing there is a little bit better. So I think a lot of it might be accretion, we’ll have to look at that and again we’ll get back to you on that.

Okay. All right. Thanks, guys. Appreciate it.

Thank you. [Operator Instructions] Our next question is from Terry McEvoy with Stephens. You may begin.

Hi. I guess you really cranked up to deposit growth last quarter and I think Dave you mentioned maybe some of the expenses and the impact on just deposit yield last quarter. As you think about the fourth quarter now that the portfolio purchase is behind you, from our perspective should we kind of target loan growth pretty consistent with deposit growth in Q4?

Well. We got to look at and see what’s happens and goes down with mortgages too, where that goes. But our pipeline is as strong as it’s ever been, notwithstanding this pipeline which is all very strong commercial real-estate pipeline is about $1.5 billion kind of weighted basis a little over 900 million for the next 90 days and that’s consistent with back -- the second -- the pipeline goes down in the third quarter basically as guys play golf and used to good weather and the fourth quarter basically pops up, it’s usually one of our busier quarter. So I would expect that they have reasonable loan growth in the fourth quarter and our loan to deposit ratio if we take out the mortgages that’s up for sale and coverage is right around 89.8% and that’s an area we are comfortable with. So having it grow proportionately now with deposits and loans would be fine. But I think it’s a reasonable expectation.

And then just a follow-up [Multiple Speakers].

We’ll pick up a little bit and just the tiny bit of capacity with the acquisition that we’re closing.

And then just as a follow-up, thanks for running through sales practices and competitions practices within the branch and Wintrust has been unique businesses have you looked at maybe your sales practices across the company in terms of compensation, motivation to make sure you’re comfortable with how they’re conducted?

Yeah, I mean the other ones there is, there is no cross sell, there is really no ability to do anything -- there is commission based businesses, The premium enhanced P &C business is commission based, but you really -- that would to show up pretty quick that it was going on there. You got to book the loans and we do due diligence on those, on the mortgage side same thing, with all the work you do down at mortgages it’s hard to get anything to fall through those cracks. So this nature loves businesses and how they work, we don’t have any other cross-sales or any sort of special bonus initiatives to brining business on the books, it’s all commission based and after the fact commission based. So with claw backs for deals that close too fast, or they re-price too fast, or whatever. So we are very comfortable with the rest of that, we just don’t have a lot of it. It’s not our culture.

That’s good to hear. Thank you.

Thank you. Our next question comes from Kevin Reevey with D.A. Davidson. You may begin.

So one question I had is, I noticed your commercial and industrial loan you had some pretty small linked quarter growth there. Was that pretty broad based or was that a particular industry or area that we saw the bulk of the growth come from?

Well, that commercial and industrial line item’s got the franchise loans purchased in it. So that $555 million of loans we bought from GE would be included in that line. So we’ve backed that out, the rest of it looks like relatively normal growth.

Okay. Got you. And then have you been any of your clients being feeling any effects of the budget stalemate that’s been going on for about 18 months, 19 months in Springfield it at all?

Those are been going on for about 10 years.

Yes. Feels like it.

We do have a number of in our not for profit area, we do see there’s some, there’s a lot of pain there, actually. A number of our clients who are not for profit charities who have had to cut back or just stop in terms of their activities and what they’re doing because the state isn’t paying them. So we’ve seen the effects for sure, we’ve managed through those effects, as has the management of those entities. But other than that, it’s a mess. But eventually they’ll have pull it, they have to do something to get through it. But in terms of our C&I business, we don’t by design do much business with governments other than buying maybe some of their securities, because I just don’t trust them. I don’t trust the Federal Government, I don’t trust the State Government. We don’t do a heck of a lot of business with them. So for the most part it’s just affected charities and they have been able to navigate through them.

Okay. Great. Best of luck.

Thank you. Our next question comes from Nathan Rice with Piper Jaffray. You may begin.

A lot of my questions have been asked and answered. Just maybe a quick one on the servicing portfolio. Just curious what the appetite to grow that is from here, I think over the last couple of quarters the mortgage servicing portfolio has grown by roughly 20%. Just curious what the outlook is for that going forward in terms of --?

It probably will continue to grow. We have the capabilities now. We built up enough bulk in our mortgage servicing area. I guess one of the unanticipated benefits of the Dodd-Frank movement was to centralize mortgage servicing in one place, which gave us, and took it out of the 15 banks and put it in one place where we could have that specific required expertise which then gave us the capacity to start. Servicing more. I never liked taking mortgage loans made in our footprint by Wintrust mortgage and selling those to somebody else to servicing them, didn’t make a lot of sense to me. So now we can keep them in house, service them ourselves. So I would have expected they would continue to grow overtime, because we like our customers to stay with us and not give them to other people.

Okay. That’s all I had. Thank you.

Great. Thank you.

Thank you. I’m showing no further questions at this time. I’d like to turn the conference back over to Edward Wehmer for closing remarks.

Thank you everybody for dialing in. Thanks for your support of Wintrust and we look forward to talking you at the end, what hopefully will be a record year. Thank you.

Ladies and gentlemen, this concludes today’s conference. Thank you for participation and have a wonderful day.