South State Corporation Reports Operating Results of $1.00 Per Share

October 28, 2014

Increases Quarterly Cash Dividend

COLUMBIA, S.C.--(BUSINESS WIRE)-- South State Corporation (NASDAQ: SSB) today released its unaudited results of operations and other financial information for the three-month and nine-month periods ended September 30, 2014. Highlights of the third quarter 2014 include the following:

  • Net income available to common shareholders of $19.3 million, or $0.80 diluted EPS in 3Q 2014, up 7.7%, compared to $17.9 million, or $0.74 diluted EPS in 2Q 2014, and up 67.9% from $11.5 million, or $0.52 diluted EPS in 3Q 2013;
  • Operating earnings of $24.2 million, or $1.00 diluted operating EPS, up 9.1%, compared to $22.2 million, or $0.92 diluted operating EPS in 2Q 2014, and up 28.3% from $18.8 million, or $0.85 diluted operating EPS in 3Q 2013 (operating earnings exclude merger and branding expenses and include preferred stock dividends paid);
  • Successfully executed the system conversion related to the First Financial merger and rebranded the Company to South State Bank;
  • Return on average assets was 0.96% annualized in 3Q 2014, up from 0.91% in 2Q 2014 and 0.66% in 3Q 2013; Operating return on average assets was 1.21% annualized in 3Q 2014 compared to 1.12% in 2Q 2014 and 1.07% in 3Q 2013;
  • Return on average tangible common equity was 14.0% annualized in 3Q 2014 compared to 13.6% in 2Q 2014, and 10.4% in 3Q 2013; Operating return on average tangible common equity was 17.2% in 3Q 2014 compared to 16.6% in 2Q 2014 and 16.4% in 3Q 2013;
  • Tangible common equity per share increased by $0.66 during the third quarter to $24.78;
  • Net charge-offs of non-acquired loans increased to 0.26% annualized in 3Q2014, compared to 0.17% annualized in 2Q 2014 and decreased from 0.45% annualized in 3Q 2013;
  • Operating efficiency ratio decreased to 61.3% in 3Q2014, compared to 63.6% in 2Q2014 and 64.3% in 3Q2013;
  • Legacy loan growth for 3Q 2014 was $130.1 million or 16.4% annualized.

Quarterly Cash Dividend

The Board of Directors of South State Corporation has declared a quarterly cash dividend of $0.22 per share payable on its common stock. This per share amount is $0.01 per share, or 4.8% higher than the dividend paid in the immediately preceding quarter and is $0.03 per share, or 15.8%, higher than a year ago. The dividend will be payable on November 21, 2014 to shareholders of record as of November 14, 2014.

Third Quarter 2014 Financial Performance

Please refer to the accompanying tables for detailed comparative data on results of operations and financial results.

The Company reported consolidated net income available to common shareholders of $19.3 million, or $0.80 per diluted common share for the three months ended September 30, 2014 up from $17.9 million, or $0.74 per diluted common share for the three months ended June 30, 2014. The $1.4 million increase was primarily the result of a lower provision for income taxes of $1.0 million. During the quarter, our effective income tax rate declined to 30.16% compared to 34.30%. This decrease was primarily the result of additional tax credits (both federal and state related) included in the December 31, 2013 returns filed in September 2014 than what was included in the 2013 income tax provision, and additional tax credits for 2014. These additional tax credits for 2014 were the result of our investment in certain tax advantaged community projects and “new job” related credits in South Carolina.

“Our third quarter results were highlighted by operating return on tangible equity exceeding 17%, operating return on average assets of 1.21% and a year over year increase in operating earnings of 28.3%,” said Robert R. Hill, Jr., CEO of South State Corporation. “We are also pleased to achieve $1.00 in operating earnings per share for the third quarter, a number we have previously discussed as a post integration target for the company. Our team has done an outstanding job with our merger and branding integration that was completed during the third quarter. The company's performance has allowed a third consecutive quarterly dividend increase to $0.22 per share this quarter, an increase of 15.8% in our dividend year over year.”

Asset Quality

During the third quarter of 2014, the Company’s trend of improved asset quality continued, excluding acquired loans and acquired other real estate owned (OREO), as nonperforming loans declined by $4.8 million, or 13.7%. Non-acquired nonperforming assets (NPAs) as a percentage of total non-acquired loans and repossessed assets declined to 1.20% compared to 1.39% in the second quarter of 2014. NPAs, excluding acquired NPAs, declined by $4.5 million from the second quarter 2014 level of $44.3 million.

During the third quarter, the Company reported $5.9 million in nonperforming loans related to “acquired non-credit impaired loans”. In addition, acquired nonperforming OREO and other assets owned declined by $3.0 million from June 30, 2014. Total nonperforming assets, including acquired assets, declined from $89.9 million at June 30, 2014 to $88.2 million at September 30, 2014. From September 30, 2013, total nonperforming assets, including acquired assets, has declined by more than 30%, or $38.0 million.

At September 30, 2014, the allowance for non-acquired loan losses was $34.8 million or 1.05% of non-acquired period-end loans. The current allowance for loan losses provides 1.14 times coverage of period-end non-acquired nonperforming loans, up from 1.00 times at the end of the second quarter of 2014. Net charge-offs within the non-acquired portfolio were $2.1 million for the quarter or 0.26% annualized, up from the second quarter of 2014 of $1.3 million or 0.17% annualized, and down from the second quarter of 2013 of $3.0 million or 0.45% annualized.

During the quarter, net charge offs related to “acquired non-credit impaired loans” were $438,000 or 0.12% annualized, and the Company recorded a provision for loan losses, accordingly.

Total OREO decreased by $2.5 million during the third quarter to $51.2 million compared to the second quarter of 2014 of $53.7 million. Non-acquired OREO increased by $357,000, while acquired (covered and uncovered) OREO declined by $2.8 million. This decline was the result of our continued effort in disposition of these assets. Additionally, OREO assets (both acquired and non-acquired) were written down during the quarter by approximately $2.3 million, an increase of $2.0 million over the write downs from second quarter. As a result, our OREO and loan related costs were up significantly during the quarter to $3.4 million compared to the second quarter of $1.9 million.

Net Interest Income and Margin

Non-taxable equivalent net interest income was $80.4 million for the third quarter of 2014, a $605,000 decrease from the second quarter of 2014, resulting primarily from the following:

1. A $140.4 million decrease in the average balance of acquired loans from the second quarter of 2014, coupled with a decrease of 5 basis points in the yield on acquired loans from 7.33% to 7.28% which resulted in a decrease of $2.4 million; which was mostly offset by

2. Non-acquired loans average balance growing by more than $184.5 million and the yield on these loans declined from 4.18% during the second quarter to 4.15% resulting in an increase in interest income of $2.1 million; and

3. The increase in interest expense from funding sources was $122,000. Certificates and other time deposits accounted for approximately half of the increase and money market accounts the other half, as the deposit base of both categories declined during the quarter and the related rate paid increased by 4 basis points and 1 basis point, respectively.

Tax-equivalent net interest margin decreased 10 basis points from the second quarter of 2014 and by 46 basis points from the third quarter of 2013. The Company’s average yield on interest-earning assets decreased 9 basis points while the average rate on interest-bearing liabilities increased 1 basis point from the second quarter of 2014. During the third quarter of 2014, the Company’s average total assets slightly increased to $8.0 billion and average earning assets remained at $6.9 billion. Average interest-bearing liabilities declined by approximately $78.8 million. Average non-interest bearing demand deposits increased by $65.1 million during the quarter and by $297.0 million from September 30, 2013.

Noninterest Income and Expense

Noninterest income was flat from the second quarter of 2014 at $24.5 million for the third quarter 2014. All categories declined, except for the amortization of the FDIC indemnification asset and other revenue, which combined offset the declines in all categories. Compared to the third quarter of 2013, noninterest income grew significantly by $9.3 million due primarily to the First Financial merger which included three months of revenue in 2014 compared to two months of the quarter in 2013. Additionally, the amortization of the indemnification asset declined by approximately $2.8 million.

Noninterest expense was $75.1 million in the third quarter of 2014, down from $75.9 million from the second quarter of 2014. This decrease from the second quarter of 2014 was primarily due to lower cost in all categories totaling approximately $2.7 million, which was the result of the system conversion in July and eight branch closures throughout the quarter. These lower costs were offset by increases in OREO and loan related expenses of $1.5 million and merger and brand-related expense of $336,000 to $6.8 million. The efficiency ratio for the quarter was 71.0%, down from 71.5% in the second quarter. Our operating efficiency ratio, which excludes merger and brand-related expenses and OREO and loan related expenses, declined to 61.3% compared to 63.6% in the second quarter.

Compared to the third quarter of 2013, noninterest expense was slightly down from the third quarter of 2013 which was $75.4 million. There was a significant increase as a result of the First Financial merger in salaries and benefits expense of approximately $5.6 million, which was offset by declines in merger and branding related expenses, information services, advertising and marketing, and in other expense.

Balance Sheet and Capital

At September 30, 2014, the Company’s total assets were $7.9 billion, down from $8.0 billion at September 30, 2013, and flat from $7.9 billion at December 31, 2013. Since December 31, 2013, the Company has experienced asset growth in the following areas: cash and short-term investments by $23.6 million, or 4.9%, non-acquired loans by $439.5 million, or 15.3%, loans held for sale by $42.1 million, or 137.5%, and the investment securities portfolio by $13.4 million, or 1.7%. Loans held for sale increased primarily from the increase in closings of mortgage loans from the pipeline. Fully offsetting these increases were decreases in acquired loans by $463.7 million, the FDIC receivable by $55.5 million and OREO by $13.7 million.

The Company’s book value per common share increased to $40.07 per share at September 30, 2014, compared to $39.50 at June 30, 2014. Capital increased by $14.0 million due primarily to net income of $19.3 million, which was offset by the common dividend paid of $5.1 million. Accumulated comprehensive income decreased by $1.5 million, net of tax, in the third quarter, primarily the result of change in the fair value of the available for sale investment securities portfolio. As of September 30, 2014, capital was within $3.0 million from the level at September 30, 2013 even with the redemption of $65.0 million of preferred stock in March of 2014. Tangible book value (“TBV”) per common share increased by $0.66 per share to $24.78 at September 30, 2014, from $24.12 at June 30, 2014. This increase was primarily the result of the strong net income during the quarter, net of the dividend paid to shareholders.

In addition, tangible common equity to tangible assets increased to 7.94% at September 30, 2014 up from 7.63% at the end of the second quarter of 2014. Tangible common equity was 6.87% at September 30, 2013.

The total risk-based capital ratio is estimated to be around 14.1% up from June 30, 2014 of 13.8%. Tier 1 leverage ratio increased to approximately 9.1% from 8.9% at June 30, 2014. The increase was driven by net income for the quarter. The Company’s capital position remains “well-capitalized” by all measures at September 30, 2014.

“Our balance sheet continued to strengthen during the quarter as nonperforming assets declined both in loans and in OREO. Non-acquired loans now comprise more than 58% of our total loans compared to 56% last quarter. The FDIC receivable balance declined another $12.8 million through cash collections and negative accretion. Our capital position improved by $14.0 million and noninterest bearing deposits increased another $31.0 million,” said John C. Pollok, COO and CFO.

South State Corporation will hold a conference call today, October 28th, at 11 a.m. Eastern Time during which management will review earnings and performance trends. Callers wishing to participate may call toll-free by dialing 877-506-9272. The number for international participants is 412-380-2004. The conference ID number is 10053513. Participants can also listen to the live audio webcast through the Investor Relations section of www.SouthStateBank.com. A replay will be available beginning October 28th by 2:00 p.m. Eastern Time until 9:00 a.m. on November 12, 2014. To listen to the replay, dial 877-344-7529 or 412-317-0088. The pass code is 10053513.

South State Corporation is the largest bank holding company headquartered in South Carolina. Founded in 1933, the company’s primary subsidiary, South State Bank, has been serving the financial needs of its local communities in 19 South Carolina counties, 12 Georgia counties and 4 North Carolina counties for over 80 years.The bank also operates Minis & Co., Inc. and First Southeast 401K Fiduciaries, Inc., both registered investment advisors; and First Southeast Investor Services, Inc., a limited purpose broker-dealer. South State Corporation has assets of approximately $7.9 billion and its stock is traded under the symbol SSB on the NASDAQ Global Select Market. More information can be found at www.SouthStateBank.com.

Non-GAAP Measures

Statements included in this press release include non-GAAP measures and should be read along with the accompanying tables which provide a reconciliation of non-GAAP measures to GAAP measures. Management believes that these non-GAAP measures provide additional useful information. Non-GAAP measures should not be considered as an alternative to any measure of performance or financial condition as promulgated under GAAP, and investors should consider the company's performance and financial condition as reported under GAAP and all other relevant information when assessing the performance or financial condition of the company. Non-GAAP measures have limitations as analytical tools, and investors should not consider them in isolation or as a substitute for analysis of the company's results or financial condition as reported under GAAP.

Cautionary Statement Regarding Forward Looking Statements

Statements included in this report which are not historical in nature are intended to be, and are hereby identified as, forward looking statements for purposes of the safe harbor provided by Section 21E of the Securities Exchange Act of 1934. Forward looking statements generally include words such as “expects,” “projects,” “anticipates,” “believes,” “intends,” “estimates,” “strategy,” “plan,” “potential,” “possible” and other similar expressions. The Company cautions readers that forward looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from anticipated results. Such risks and uncertainties, include, among others, the following possibilities: (1) the outcome of any legal proceedings instituted against the Company; (2) credit risks associated with an obligor’s failure to meet the terms of any contract with the bank or otherwise fail to perform as agreed under the terms of any loan-related document; (3) interest risk involving the effect of a change in interest rates on the bank’s earnings, the market value of the bank's loan and securities portfolios, and the market value of the Company's equity; (4) liquidity risk affecting the bank’s ability to meet its obligations when they come due; (5) risks associated with an anticipated increase in the Company's investment securities portfolio, including risks associated with acquiring and holding investment securities or potentially determining that the amount of investment securities the Company desires to acquire are not available on terms acceptable to the Company; (6) price risk focusing on changes in market factors that may affect the value of traded instruments in “mark-to-market” portfolios; (7) transaction risk arising from problems with service or product delivery; (8) compliance risk involving risk to earnings or capital resulting from violations of or nonconformance with laws, rules, regulations, prescribed practices, or ethical standards; (9) regulatory change risk resulting from new laws, rules, regulations, accounting principles, proscribed practices or ethical standards, including, without limitation, increased capital requirements (including, without limitation, the impact of the capital rules adopted to implement Basel III), Consumer Financial Protection Bureau rules and regulations, and potential changes in accounting principles relating to loan loss recognition; (10) strategic risk resulting from adverse business decisions or improper implementation of business decisions; (11) reputation risk that adversely affects earnings or capital arising from negative public opinion; (12) terrorist activities risk that results in loss of consumer confidence and economic disruptions; (13) cybersecurity risk related to our dependence on internal computer systems and the technology of outside service providers, as well as the potential impacts of third-party security breaches, subjects the company to potential business disruptions or financial losses resulting from deliberate attacks or unintentional events; (14) economic downturn risk potentially resulting in deterioration in the credit markets, greater than expected non-interest expenses, excessive loan losses and other negative consequences, which risks could be exacerbated by potential negative economic developments resulting from federal spending cuts and/or one or more federal budget-related impasses or actions; (15) greater than expected noninterest expenses; (16) excessive loan losses; (17) failure to realize synergies and other financial benefits from, and to limit liabilities associated with, mergers and acquisitions, including, without limitation, the merger with First Financial Holdings, Inc. ("FFCH"), within the expected time frame; (18) potential deposit attrition, higher than expected costs, customer loss and business disruption associated with merger and acquisition integration, including, without limitation, with respect to FFCH, and including, without limitation, potential difficulties in maintaining relationships with key personnel and other integration related-matters; (19) the risks of fluctuations in market prices for Company common stock that may or may not reflect economic condition or performance of the Company; (20) the payment of dividends on Company common stock is subject to regulatory supervision as well as the discretion of the board of directors of the Company, the Company's performance and other factors; and (21) other risks and uncertainties disclosed in the Company's most recent Annual Report on Form 10-K filed with the SEC or disclosed in documents filed or furnished by the Company with or to the SEC after the filing of such Annual report on Form 10-K, any of which could cause actual results to differ materially from future results expressed, implied or otherwise anticipated by such forward looking statements. The Company undertakes no obligation to update or otherwise revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

 
SOUTH STATE CORPORATION AND SUBSIDIARY
(Unaudited)
(Dollars in thousands, except per share data)
 
                          Third            
Three Months EndedQuarterNine Months EndedYTD
September 30,June 30,March 31,December 31,September 30,2014 - 2013September 30,2014 - 2013
EARNINGS SUMMARY (non tax equivalent)20142014201420132013% Change20142013% Change
Interest income(A) $84,348 $ 84,831 $ 87,463 $ 88,748 $ 83,793 0.7 % $256,642 $ 197,494 29.9 %
Interest expense   3,979     3,858     3,996     4,359     4,038   -1.5 %   11,833       8,648   36.8 %
Net interest income 80,369 80,973 83,467 84,389 79,755 0.8 % 244,809 188,846 29.6 %
Provision for loan losses (1) 2,091 2,169 849 (12 ) 659 217.3 % 5,109 1,898 169.2 %
Noninterest income 24,453 24,399 20,545 20,683 15,170 61.2 % 69,397 33,173 109.2 %
Noninterest expense   75,058     75,889     77,415     83,896     75,408   -0.5 %   228,362       166,735   37.0 %
Income before provision for income taxes 27,673 27,314 25,748 21,188 18,858 46.7 % 80,735 53,386 51.2 %
Provision for income taxes   8,346     9,368     8,832     7,204     6,804   22.7 %   26,546       18,151   46.3 %
Net income 19,327 17,946 16,916 13,984 12,054 60.3 % 54,189 35,235 53.8 %
Preferred stock dividends   --     --     1,073     812     542     1,073     542  
Net income available to common shareholders (GAAP) $19,327   $ 17,946   $ 15,843   $ 13,172   $ 11,512   67.9 % $53,116   $ 34,693   53.1 %
 
Effective tax rate 30.16% 34.30 % 34.30 % 34.00 % 36.08 % 32.88% 34.00 %
 
Basic weighted-average common shares 23,898,982 23,892,245 23,873,178 23,825,636 21,893,528 9.2 % 23,889,546 18,517,610 29.0 %
Diluted weighted-average common shares 24,160,461 24,140,600 24,116,174 24,079,350 22,127,979 9.2 % 24,139,374 18,717,181 29.0 %
 
Earnings per common share - Basic $0.81 $ 0.75 $ 0.66 $ 0.55 $ 0.53 52.8 % $2.22 $ 1.87 18.7 %
Earnings per common share - Diluted 0.80 0.74 0.66 0.55 0.52 53.8 % 2.20 1.85 18.9 %
 
Cash dividends declared per common share $0.21 $ 0.20 $ 0.19 $ 0.19 $ 0.19 10.5 % $0.60 $ 0.55 9.1 %
Dividend payout ratio (2) 26.22% 26.89 % 28.91 % 34.74 % 39.71 % -34.0 % 27.25% 30.84 % -11.6 %
 
Operating Earnings (non-GAAP) (3)
Net income (GAAP) $19,327 $ 17,946 $ 16,916 $ 13,984 $ 12,054 60.3 % $54,189 $ 35,235 53.8 %
Securities (gains) losses, net of tax 63 (58 ) -- -- -- 5 --
Merger and branding related expense, net of tax   4,781     4,277     3,932     6,147     7,326   -34.7 %   12,982     9,224  
Net operating earnings (loss) (non-GAAP) 24,171 22,165 20,848 20,131 19,380 24.7 % 67,176 44,459 51.1 %
Preferred stock dividends   --     --     1,073     812     542     1,073     542  
Net operating earnings (loss) available to common shareholders (non-GAAP) $24,171   $ 22,165   $ 19,775   $ 19,319   $ 18,838   28.3 % $66,103   $ 43,917   50.5 %
 
Operating earnings (loss) per common share - Basic $1.01 $ 0.93 $ 0.83 $ 0.81 $ 0.86 17.4 % $2.77 $ 2.37 16.9 %
Operating earnings (loss) per common share - Diluted 1.00 0.92 0.82 0.80 0.85 17.6 % 2.74 2.35 16.6 %
 
 
Third
AVERAGE for Quarter EndedQuarterAVERAGE for Nine MonthsYTD
September 30,June 30,March 31,December 31,September 30,2014 - 2013September 30,September 30,2014 - 2013
BALANCE SHEET HIGHLIGHTS20142014201420132013% Change20142013% Change
Loans held for sale $50,116 $ 50,423 $ 29,386 $ 35,673 $ 53,204 -5.8 % $39,456 $ 48,161 -18.1 %
Acquired non-credit impaired loans 1,429,100 1,479,412 1,575,392 1,635,418 1,227,822 16.4 % 1,495,667 406,374 268.1 %
Acquired credit impaired loans, net of allowance for acquired loan losses 987,874 1,077,960 1,162,467 1,247,891 1,199,761 -17.7 % 1,073,420 1,050,662 2.2 %
Non-acquired loans 3,246,025 3,061,529 2,909,175 2,793,522 2,698,580 20.3 % 3,073,530 2,634,362 16.7 %
Total loans (1) 5,662,999 5,618,901 5,647,034 5,676,831 5,126,163 10.5 % 5,642,617 4,091,398 37.9 %
FDIC receivable for loss share agreements 38,061 60,967 83,010 105,554 116,849 -67.4 % 60,515 123,500 -51.0 %
Total investment securities 822,833 810,909 801,263 699,592 656,658 25.3 % 811,747 579,646 40.0 %
Intangible assets 369,460 374,021 377,265 379,894 308,729 19.7 % 373,553 186,628 100.2 %
Earning assets 6,930,480 6,910,549 6,842,708 6,880,973 6,254,128 10.8 % 6,852,027 5,086,351 34.7 %
Total assets 7,952,004 7,942,953 7,959,787 7,977,604 7,214,418 10.2 % 7,950,384 5,808,156 36.9 %
Noninterest-bearing deposits 1,656,120 1,591,002 1,485,014 1,510,734 1,359,137 21.9 % 1,579,427 1,115,407 41.6 %
Interest-bearing deposits 4,900,038 4,986,465 5,033,181 5,098,095 4,626,023 5.9 % 4,972,736 3,679,676 35.1 %
Total deposits 6,556,158 6,577,467 6,518,195 6,608,829 5,985,160 9.5 % 6,552,163 4,795,083 36.6 %
Federal funds purchased and repurchase agreements 256,000 247,672 273,636 229,382 251,551 1.8 % 259,038 289,143 -10.4 %
Other borrowings 101,090 101,763 102,269 101,948 93,849 7.7 % 101,202 67,818 49.2 %
Shareholders' common equity (excludes preferred stock) 959,536 942,935 931,961 914,335 790,554 21.4 % 944,912 607,385 55.6 %
Shareholders' equity 959,536 942,935 994,073 979,335 837,185 14.6 % 965,388 623,099 54.9 %
 
 
South State Corporation
(Unaudited)
(Dollars in thousands)
                          Third
ENDING BalanceQuarter
September 30,June 30,March 31,December 31,September 30,2014 - 2013
BALANCE SHEET HIGHLIGHTS2014201420142013   2013% Change
Loans held for sale $72,639 $ 56,407 $ 57,200 $ 30,586 $ 51,207 41.9 %
Acquired non-credit impaired loans 1,377,343 1,447,583 1,512,201 1,600,935 1,665,334 -17.3 %
Acquired credit impaired loans 988,524 1,056,495 1,124,809 1,232,256 1,328,888 -25.6 %
Non-acquired loans 3,304,708 3,174,625 2,979,958 2,865,216 2,741,242 20.6 %
Total loans (1) 5,670,575 5,678,703 5,616,968 5,690,965 5,735,464 -1.1 %
FDIC receivable for loss share agreements 30,983 43,766 67,984 93,947 115,773 -73.2 %
Total investment securities 826,021 816,648 814,533 812,603 652,610 26.6 %
Intangible assets 368,979 371,118 375,315 377,655 379,883 -2.9 %
Allowance for acquired credit impaired loan losses (8,032) (9,159 ) (11,046 ) (11,618 ) (12,260 ) -34.5 %
Allowance for non-acquired loan losses (1) (34,804) (35,422 ) (34,669 ) (34,331 ) (36,145 ) -3.7 %
Premises and equipment 173,425 184,113 187,127 188,114 184,959 -6.2 %
Total assets 7,896,132 7,993,686 7,990,975 7,931,498 8,028,441 -1.6 %
Noninterest-bearing deposits 1,654,308 1,623,291 1,581,157 1,487,798 1,477,793 11.9 %
Interest-bearing deposits 4,863,920 4,952,847 5,049,496 5,067,699 5,181,315 -6.1 %
Total deposits 6,518,228 6,576,138 6,630,653 6,555,497 6,659,108 -2.1 %
Federal funds purchased and repurchase agreements 231,229 280,595 254,985 211,401 233,792 -1.1 %
Other borrowings 101,127 101,045 100,963 102,060 101,347 -0.2 %
Total liabilities 6,929,137 7,040,668 7,056,812 6,950,029 7,058,415 -1.8 %
Shareholders' common equity (excludes preferred stock) 966,995 953,018 934,163 916,469 905,026 6.8 %
Shareholders' equity 966,995 953,018 934,163 981,469 970,026 -0.3 %
 
Common shares issued and outstanding 24,135,220 24,130,006 24,118,243 24,104,124 24,066,545 0.3 %
 
Third
ENDING BalanceQuarter
September 30,June 30,March 31,December 31,September 30,2014 - 2013
NONPERFORMING ASSETS (ENDING BALANCE) (7)20142014201420132013% Change
Non-acquired
Non-acquired nonaccrual loans $20,419 $ 26,546 $ 29,190 $ 31,333 $ 38,631 -47.1 %
Restructured loans 9,633 8,409 8,156 10,690 10,837 -11.1 %
Non-acquired other real estate owned ("OREO") 9,360 9,003 12,187 13,456 16,555 -43.5 %
Accruing loans past due 90 days or more 429 358 96 258 122 251.6 %
Other nonperforming assets   --     --     --     --     --  
Total non-acquired nonperforming assets   39,841     44,316     49,629     55,737     66,145   -39.8 %

Acquired non-credit impaired loans

Acquired nonaccrual loans 5,359 -- -- -- --
Acquired accruing loans past due 90 days or more   501     --     --     --     --  
Total acquired non-credit impaired loans   5,860     --     --     --     --  
Acquired OREO and other nonperforming assets
OREO covered under FDIC loss share agreements 18,961 21,999 29,003 27,520 40,543 -53.2 %
OREO not covered under FDIC loss share agreements 22,929 22,732 22,957 23,941 18,775 22.1 %
Other nonperforming assets   640     811     1,032     943     718  
Total acquired OREO and other nonperforming assets   42,530     45,542     52,992     52,404     60,036   -29.2 %
Total acquired nonperforming assets   48,390     45,542     52,992     52,404     60,036   -19.4 %
Total nonperforming assets $88,231   $ 89,858   $ 102,621   $ 108,141   $ 126,181   -30.1 %
 
Excluding Acquired Assets
NPLs as a percentage of period end non-acquired loans   0.92%   1.11 %   1.26 %   1.48 %   1.81 %

Total nonperforming assets as a percentage of total non-acquired loans and repossessed assets (1) (4)

  1.20%   1.39 %   1.66 %   1.94 %   2.40 %

Total nonperforming assets as a percentage of total assets (5)

  0.50%   0.55 %   0.62 %   0.70 %   0.82 %
Including Acquired Assets
NPLs as a percentage of period end loans   0.64%   0.62 %   0.67 %   0.74 %   0.86 %

Total nonperforming assets as a percentage of total loans and repossessed assets (1) (4)

  1.54%   1.57 %   1.81 %   1.88 %   2.16 %

Total nonperforming assets as a percentage of total assets

  1.12%   1.12 %   1.28 %   1.36 %   1.57 %
 
 
South State Corporation
(Unaudited)
(Dollars in thousands)
          Third    

Quarter Ended

QuarterNine Months Ended     YTD
September 30,     June 30,     March 31,     December 31,     September 30,2014 - 2013September 30,     September 30,2014 - 2013
ALLOWANCE FOR LOAN LOSSES (1)20142014201420132013% Change20142013% Change
Non-acquired Loans:
Balance at beginning of period $35,422 $ 34,669 $ 34,331 $ 36,145 $ 38,625 -8.3 % $34,331 $ 44,378 -22.6 %
Loans charged off (1,500) (1,359 ) (901 ) (2,778 ) (3,815 ) -60.7 % (3,760) (10,790 ) -65.2 %
Overdrafts charged off (1,213) (530 ) (469 ) (389 ) (479 ) 153.2 % (2,212) (1,331 ) 66.2 %
Loan recoveries 362 413 817 1,215 1,095 -66.9 % 1,592 2,357 -32.5 %
Overdraft recoveries   213     144     221     138     154   38.3 %   578     513   12.7 %
Net charge-offs (2,138) (1,332 ) (332 ) (1,814 ) (3,045 ) -29.8 % (3,802) (9,251 ) -58.9 %
Provision for loan losses on non-acquired loans   1,520     2,085     670     --     565   169.0 %   4,275     1,018   319.9 %
Balance at end of period, non-acquired loans $34,804   $ 35,422   $ 34,669   $ 34,331   $ 36,145   -3.7 % $34,804   $ 36,145   -3.7 %
Acquired Non-Credit Impaired Loans:
Balance at beginning of period $-- $ -- $ -- $ -- $ -- $-- $ --
Loans charged off (879) -- -- -- -- (879) --
Overdrafts charged off -- -- -- -- -- -- --
Loan recoveries 441 -- -- -- -- 441 --
Overdraft recoveries   --     --     --     --     --     --     --  
Net charge-offs (438) -- -- -- -- (438) --
Provision for loan losses on acquired non-credit impaired loans   438     --     --     --     --     438     --  
Balance at end of period, acquired non-credit impaired loans   --     --     --     --     --     --     --  
 
Total provision for loan losses charged to operations $2,091   $ 2,169   $ 849   $ (12 ) $ 659   $5,109   $ 1,898  
 

Allowance for non-acquired loan losses as a percentage of non-acquired loans (1)

  1.05%   1.12 %   1.16 %   1.20 %   1.32 %   1.05%   1.32 %

Allowance for non-acquired loan losses as a percentage of non-acquired nonperforming loans

  114.18%   100.31 %   92.59 %   81.20 %   72.89 %   114.18%   72.89 %

Net charge-offs on non-acquired loans as a percentage of average non-acquired loans (annualized) (1)

  0.26%   0.17 %   0.05 %   0.26 %   0.45 %   0.17%   0.47 %

Net charge-offs on acquired non-credit impaired loans as a percentage of average acquired non-credit impaired loans (annualized) (1)

  0.12%   0.00 %   0.00 %   0.00 %   0.00 %   0.04%   0.00 %
 
DAY 2 VALUATION ALLOWANCE ON ACQUIRED CREDIT IMPAIRED LOANS
Balance at beginning of period $9,159 $ 11,046 $ 11,618 $ 12,260 $ 14,461 $11,618 $ 17,218
Provision for loan losses on acquired credit impaired loans:

Provision for loan losses before benefit attributable to FDIC loss share agreements

(658

)

(1,438 ) 304 73 (456 ) (1,792) (991 )
Benefit attributable to FDIC loss share agreements   791     1,522     (125 )   (85 )   550     2,188     1,871  
Net provision for loan losses on acquired credit impaired loans   133     84     179     (12 )   94     396     880  

Provision for loan losses recorded through the FDIC loss share receivable

(791) (1,522 ) 125 85 (550 ) (2,188) (1,871 )
Reduction due to loan removals (12)   (469)   (449 )   (876 )   (715 )   (1,745 )   (1,794)   (3,967 )
Balance at end of period, acquired credit impaired loans $8,032   $ 9,159   $ 11,046   $ 11,618   $ 12,260   $8,032   $ 12,260  
 
 
South State Corporation
(Unaudited)
(Dollars in thousands, except per share data)
                          Third
ENDING BalanceQuarter
September 30,June 30,March 31,December 31,September 30,2014 - 2013
LOAN PORTFOLIO (ENDING balance) (1)20142014201420132013% Change
Acquired loans:
Acquired covered loans:
Commercial non-owner occupied real estate:
Construction and land development $22,291 $ 30,859 $ 37,757 $ 43,396 $ 50,582 -55.9 %
Commercial non-owner occupied   36,653   47,017   50,814   53,525   62,985 -41.8 %
Total commercial non-owner occupied real estate 58,944 77,876 88,571 96,921 113,567 -48.1 %
Consumer real estate:
Consumer owner occupied 31,757 36,017 37,111 38,946 41,379 -23.3 %
Home equity loans   35,471   33,684   34,627   35,884   37,943 -6.5 %
Total consumer real estate 67,228 69,701 71,738 74,830 79,322 -15.2 %
Commercial owner occupied real estate 54,776 72,247 78,861 88,722 93,309 -41.3 %
Commercial and industrial 10,450 11,711 11,964 14,475 16,596 -37.0 %
Other income producing property 22,445 27,521 29,471 31,739 37,543 -40.2 %
Consumer non real estate   821   1,583   1,772   1,878   2,322 -64.6 %
Total acquired covered loans 214,664 260,639 282,377 308,565 342,659 -37.4 %
Acquired non-covered loans:
Commercial non-owner occupied real estate:
Construction and land development 76,167 86,830 96,981 129,289 134,342 -43.3 %
Commercial non-owner occupied   192,322   191,637   204,094   226,530   245,046 -21.5 %
Total commercial non-owner occupied real estate 268,489 278,467 301,075 355,819 379,388 -29.2 %
Consumer real estate:
Consumer owner occupied 879,302 912,346 951,131 981,834 1,013,022 -13.2 %
Home equity loans   303,615   313,318   324,686   335,241   349,517 -13.1 %

Total consumer real estate

1,182,917 1,225,664 1,275,817 1,317,075 1,362,539 -13.2 %
Commercial owner occupied real estate 188,482 188,490 200,370 211,030 230,849 -18.4 %
Commercial and industrial 62,003 69,953 76,016 98,046 111,135 -44.2 %
Other income producing property 146,819 154,100 160,498 171,544 183,996 -20.2 %
Consumer non real estate   302,493   326,765   340,857   371,112   383,656 -21.2 %
Total acquired non-covered loans   2,151,203   2,243,439   2,354,633   2,524,626   2,651,563 -18.9 %
Total acquired loans 2,365,867 2,504,078 2,637,010 2,833,191 2,994,222 -21.0 %
Non-acquired loans:
Commercial non-owner occupied real estate:
Construction and land development 385,318 371,751 319,441 299,951 288,199 33.7 %
Commercial non-owner occupied   318,470   302,961   285,145   291,170   282,678 12.7 %
Total commercial non-owner occupied real estate 703,788 674,712 604,586 591,121 570,877 23.3 %
Consumer real estate:
Consumer owner occupied 702,521 637,071 595,652 548,170 498,734 40.9 %
Home equity loans   276,341   271,028   263,057   257,139   255,291 8.2 %
Total consumer real estate 978,862 908,099 858,709 805,309 754,025 29.8 %
Commercial owner occupied real estate 881,403 849,048 845,728 833,513 814,259 8.2 %
Commercial and industrial 355,580 353,211 333,574 321,824 301,845 17.8 %
Other income producing property 154,822 151,928 158,186 143,204 140,024 10.6 %
Consumer non real estate 183,451 170,982 147,710 136,410 116,312 57.7 %
Other   46,802   66,645   31,465   33,835   43,900 6.6 %
Total non-acquired loans   3,304,708   3,174,625   2,979,958   2,865,216   2,741,242 20.6 %
Total loans (net of unearned income) (1) $5,670,575 $ 5,678,703 $ 5,616,968 $ 5,698,407 $ 5,735,464 -1.1 %
 
Loans held for sale $72,639 $ 56,407 $ 57,200 $ 30,586 $ 51,207 41.9 %
 
 
South State Corporation
(Unaudited)
(Dollars in thousands, except per share data)
 
      Quarter Ended         Nine Months Ended
September 30,     June 30,     March 31,     December 31,     September 30,September 30,     September 30,
SELECTED RATIOS2014201420142013201320142013
 
Return on average assets (annualized)   0.96%   0.91 %   0.86 %   0.70 %   0.66 % 0.91% 0.81 %
 
Operating return on average assets (annualized) (non-GAAP) (3)   1.21%   1.12 %   1.06 %   1.00 %   1.07 % 1.13% 1.02 %
 
Return on average common equity (annualized)   7.99%   7.63 %   6.89 %   5.72 %   5.78 % 7.52% 7.64 %
 
Return on average equity (annualized)   7.99%   7.63 %   6.90 %   5.67 %   5.71 % 7.50% 7.56 %
 
Operating return on average common equity (annualized) (non-GAAP) (3)   9.99%   9.43 %   8.61 %   8.38 %   9.45 % 9.35% 9.67 %
 
Operating return on average equity (annualized) (non-GAAP) (3)   9.99%   9.43 %   8.51 %   8.16 %   9.18 % 9.30% 9.54 %
 
Return on average tangible common equity (annualized) (non-GAAP) (10)   13.97%   13.62 %   12.59 %   10.90 %   10.39 % 13.41% 11.82 %
 
Operating return on average tangible common equity (annualized) (non-GAAP) (10)   17.23%   16.59 %   15.47 %   15.46 %   16.43 % 16.45% 14.75 %
 
Return on average tangible equity (annualized) (non-GAAP) (10)   13.97%   13.62 %   12.03 %   10.25 %   9.88 % 13.19% 11.39 %
 
Net interest margin (tax equivalent)   4.65%   4.75 %   4.99 %   4.91 %   5.11 % 4.83% 5.03 %
 
Efficiency ratio (tax equivalent)   70.98%   71.52 %   73.84 %   79.22 %   78.74 % 72.11% 74.26 %
 
Operating efficiency ratio excluding OREO expense   61.32%   63.62 %   64.06 %   66.30 %   64.27 % 63.06% 64.19 %
 
Book value per common share $40.07   $ 39.50   $ 38.73   $ 40.72   $ 40.31  
 
Tangible common equity per common share (non-GAAP) (10) $24.78   $ 24.12   $ 23.17   $ 22.35   $ 21.82  
 
Common shares issued and outstanding   24,135,220     24,130,006     24,118,243     24,104,124     24,066,545  
 
Common equity-to-assets   12.25%   11.92 %   11.69 %   11.55 %   11.27 %
 
Equity-to-assets   12.25%   11.92 %   11.69 %   12.37 %   12.08 %
 
Tangible common equity-to-tangible assets (non-GAAP) (10)   7.94%   7.63 %   7.34 %   7.13 %   6.87 %
 
Tangible equity-to-tangible assets (non-GAAP) (10)   7.94%   7.63 %   7.34 %   7.99 %   7.72 %
 
Tier 1 leverage (9)   9.1%   8.9 %   8.6 %   9.3 %   10.0 %
 
Tier 1 risk-based capital (9)   13.2%   12.9 %   12.7 %   13.5 %   13.1 %
 
Total risk-based capital (9)   14.1%   13.8 %   13.6 %   14.4 %   14.4 %
 
 
South State Corporation
(Unaudited)
(Dollars in thousands, except per share data)
 
      Quarter Ended         Nine Months Ended     YTD
September 30,     June 30,     March 31,     December 31,     September 30,September 30,     September 30,2014 - 2013
RECONCILIATION OF NON-GAAP TO GAAP2014201420142013201320142013% Change
 
Pre-tax, Pre-provision Operating Earnings (6)
Net income (GAAP) $19,327 $ 17,946 $ 16,916 $ 13,984 $ 12,054 $54,189 $ 35,235 53.8 %
Provision for loan losses (1) 2,091 2,169 849 (12 ) 659 5,109 1,898 169.2 %
Provision for income taxes   8,346     9,368     8,832     7,204     6,804     26,546       18,151   46.3 %
Pre-tax, pre-provision income 29,764 29,483 26,597 21,176 19,517 85,844 55,284 55.3 %
Securities gains 90 (88 ) -- -- -- 2 --
Merger and branding related expense   6,846     6,510     5,985     9,314     10,397     19,341     13,220  
Pre-tax, pre-provision operating earnings (non-GAAP) $36,700   $ 35,905   $ 32,582   $ 30,490   $ 29,914   $105,187   $ 68,504   53.5 %
 
Operating Return of Average Assets (3)
Operating return on average assets (non-GAAP) 1.21% 1.12 % 1.06 % 1.00 % 1.07 % 1.13% 1.02 %
Effect to adjust for securities gains (losses) 0.00% 0.00 % 0.00 % 0.00 % 0.00 % 0.00% 0.00 %
Effect to adjust for merger and branding related expenses   -0.25%   -0.21 %   -0.20 %   -0.30 %   -0.41 %   -0.22%   -0.21 %
Return on average assets (GAAP)   0.96%   0.91 %   0.86 %   0.70 %   0.66 %   0.91%   0.81 %
 
Operating Return of Average Common Equity (3)
Operating return on average equity (non-GAAP) 9.99% 9.43 % 8.61 % 8.38 % 9.45 % 9.35% 9.67 %
Effect to adjust for securities gains (losses) -0.03% 0.02 % 0.00 % 0.00 % 0.00 % 0.00% 0.00 %
Effect to adjust for merger and branding related expenses   -1.97%   -1.82 %   -1.72 %   -2.66 %   -3.67 %   -1.83%   -2.03 %
Return on average common equity (GAAP)   7.99%   7.63 %   6.89 %   5.72 %   5.78 %   7.52%   7.64 %
 
Operating Return of Average Equity (3)
Operating return on average equity (non-GAAP) 9.99% 9.43 % 8.51 % 8.16 % 9.18 % 9.30% 9.54 %
Effect to adjust for securities gains (losses) -0.03% 0.02 % 0.00 % 0.00 % 0.00 % 0.00% 0.00 %
Effect to adjust for merger and branding related expenses   -1.97%   -1.82 %   -1.61 %   -2.49 %   -3.47 %   -1.80%   -1.98 %
Return on average equity (GAAP)   7.99%   7.63 %   6.90 %   5.67 %   5.71 %   7.50%   7.56 %
 
Return on Average Common Tangible Equity
Return on average common tangible equity (non-GAAP) 13.97% 13.62 % 12.59 % 10.90 % 10.39 % 13.41% 11.82 %
Effect to adjust for intangible assets   -5.98%   -5.99 %   -5.70 %   -5.18 %   -4.61 %   -5.89%   -4.18 %
Return on average common equity (GAAP)   7.99%   7.63 %   6.89 %   5.72 %   5.78 %   7.52%   7.64 %
 
Operating Return on Average Common Tangible Equity
Operating return on average common tangible equity (non-GAAP) 17.23% 16.59 % 15.47 % 15.46 % 16.43 % 16.45% 14.75 %
Effect to adjust for securities gains (losses) -0.03% 0.02 % 0.00 % 0.00 % 0.00 % 0.00% 0.00 %
Effect to adjust for merger and branding related expenses -1.98% -1.82 % -1.71 % -2.67 % -3.68 % -1.84% -2.03 %
Effect to adjust for intangible assets   -7.24%   -7.17 %   -6.87 %   -7.07 %   -6.97 %   -7.09%   -5.08 %
Return on average common equity (GAAP)   7.99%   7.63 %   6.89 %   5.72 %   5.78 %   7.52%   7.64 %
 
Return on Average Tangible Equity (10)
Return on average tangible equity (non-GAAP) 13.97% 13.62 % 12.03 % 10.25 % 9.88 % 13.19% 11.39 %
Effect to adjust for intangible assets   -5.98%   -5.99 %   -5.13 %   -4.58 %   -4.17 %   -5.69%   -3.83 %
Return on average equity (GAAP)   7.99%   7.63 %   6.90 %   5.67 %   5.71 %   7.50%   7.56 %
 
Operating efficiency ratio excluding OREO expense
Operating efficiency ratio excluding OREO expense 61.32% 63.62 % 64.06 % 66.30 % 64.27 % 63.06% 64.19 %
Effect to adjust for OREO and loan related expense 3.19% 1.77 % 4.07 % 4.13 % 3.61 % 2.91% 4.60 %
Effect to adjust for merger and branding expenses   6.47%   6.13 %   5.71 %   8.79 %   10.86 %   5.93%   2.19 %
Efficiency ratio (Tax Equivalent)   70.98%   71.52 %   73.84 %   79.22 %   78.74 %   72.11%   74.26 %
 
Tangible Book Value Per Common Share (10)
Tangible book value per common share (non-GAAP) $24.78 $ 24.12 $ 23.17 $ 22.35 $ 21.82
Effect to adjust for intangible assets   15.29     15.38     15.56     18.36     18.49  
Book value per common share (GAAP) $40.07   $ 39.50   $ 38.73   $ 40.72   $ 40.31  
 
Tangible Common Equity-to-Tangible Assets
Tangible common equity-to-tangible assets (non-GAAP) 7.94% 7.63 % 7.34 % 7.13 % 6.87 %
Effect to adjust for intangible assets   4.31%   4.29 %   4.35 %   4.42 %   4.40 %
Common equity-to-assets (GAAP)   12.25%   11.92 %   11.69 %   11.55 %   11.27 %
 
Tangible Equity-to-Tangible Assets (10)
Tangible equity-to-tangible assets (non-GAAP) 7.94% 7.63 % 7.34 % 7.99 % 7.72 %
Effect to adjust for intangible assets   4.31%   4.29 %   4.35 %   4.38 %   4.36 %
Equity-to-assets (GAAP)   12.25%   11.92 %   11.69 %   12.37 %   12.08 %
 
 
South State Corporation
(Unaudited)
(Dollars in thousands)
 
      Three Months Ended
September 30, 2014     September 30, 2013
Average     Interest     AverageAverage     Interest     Average
YIELD ANALYSISBalanceEarned/PaidYield/RateBalanceEarned/PaidYield/Rate
 
Interest-Earning Assets:
Federal funds sold, reverse repo, and time deposits $392,407$4300.43% 418,103 $ 505 0.48 %
Investment securities (taxable) 676,2303,9822.34% 507,575 3,315 2.59 %
Investment securities (tax-exempt) 146,6031,2363.34% 149,083 1,202 3.20 %
Loans held for sale 52,2413752.85% 53,204 543 4.05 %
Acquired loans, net of allowance for acquired loan losses 2,416,97444,3697.28% 2,427,583 48,458 7.92 %
Non-acquired loans (1)   3,246,025     33,9564.15%   2,698,580     29,770 4.38 %
Total interest-earning assets 6,930,48084,3484.83% 6,254,128 83,793 5.32 %
 
Noninterest-Earning Assets:
Cash and due from banks 168,320 124,562
Other assets 888,442 874,312
Allowance for non-acquired loan losses   (35,238)   (38,584 )
Total noninterest-earning assets   1,021,524     960,290  
Total Assets$7,952,004   $ 7,214,418  
 
Interest-Bearing Liabilities:
Transaction and money market accounts $2,892,934$8950.12% $ 2,560,731 $ 831 0.13 %
Savings deposits 664,3951260.08% 561,773 115 0.08 %
Certificates and other time deposits 1,342,7091,3740.41% 1,503,519 1,765 0.47 %
Federal funds purchased and repurchase agreements 256,000870.13% 251,551 92 0.15 %
Other borrowings   101,090     1,4975.88%   93,849     1,235 5.22 %
Total interest-bearing liabilities 5,257,1283,9790.30% 4,971,423 4,038 0.32 %
 
Noninterest-Bearing Liabilities:
Demand deposits 1,656,120 1,359,137
Other liabilities   79,220     46,673  
Total noninterest-bearing liabilities ("Non-IBL") 1,735,340 1,405,810
Shareholders' equity   959,536     837,185  
Total Non-IBL and shareholders' equity   2,694,876     2,242,995  
Total liabilities and shareholders' equity$7,952,004   $ 7,214,418  
   
Net interest income and margin (NON-TAX EQUIV.)$80,3694.60% $ 79,755 5.06 %
Net interest margin (TAX EQUIVALENT)4.65% 5.11 %
 
 
South State Corporation
(Unaudited)
(Dollars in thousands)
 
      Nine Months Ended
September 30, 2014     September 30, 2013
Average     Interest     AverageAverage     Interest     Average
YIELD ANALYSISBalanceEarned/PaidYield/RateBalanceEarned/PaidYield/Rate
 
Interest-Earning Assets:
Federal funds sold, reverse repo, and time deposits $358,207$1,3310.50% $ 367,146 $ 1,366 0.50 %
Investment securities (taxable) 664,12111,8602.39% 427,386 7,572 2.37 %
Investment securities (tax-exempt) 147,6263,4633.14% 152,260 3,582 3.15 %
Loans held for sale 40,0931,1313.77% 45,406 1,262 3.72 %
Acquired loans, net of allowance for acquired loan losses 2,569,087142,1507.40% 1,457,036 96,319 8.84 %
Non-acquired loans (1)   3,073,530     96,7074.21%   2,634,362     87,393 4.44 %
Total interest-earning assets 6,852,664256,6425.01% 5,083,596 197,494 5.19 %
 
Noninterest-Earning Assets:
Cash and due from banks 210,428 113,584
Other assets 922,411 652,442
Allowance for non-acquired loan losses   (35,119)   (41,466 )
Total noninterest-earning assets   1,097,720     724,560  
Total Assets$7,950,384   $ 5,808,156  
 
Interest-Bearing Liabilities:
Transaction and money market accounts $2,888,371$2,5300.12% $ 2,084,504 $ 2,007 0.13 %
Savings deposits 665,3433690.07% 422,548 276 0.09 %
Certificates and other time deposits 1,419,0084,1570.39% 1,172,624 3,450 0.39 %
Federal funds purchased and repurchase agreements 259,0382770.14% 289,143 343 0.16 %
Other borrowings   101,202     4,5005.95%   67,818     2,572 5.07 %
Total interest-bearing liabilities 5,332,96211,8330.30% 4,036,637 8,648 0.29 %
 
Noninterest-Bearing Liabilities:
Demand deposits 1,579,427 1,115,407
Other liabilities   72,607     33,013  
Total noninterest-bearing liabilities ("Non-IBL") 1,652,034 1,148,420
Shareholders' equity   965,388     623,099  
Total Non-IBL and shareholders' equity   2,617,422     1,771,519  
Total liabilities and shareholders' equity$7,950,384   $ 5,808,156  
   
Net interest income and margin (NON-TAX EQUIV.)$244,8094.78% $ 188,846 4.97 %
Net interest margin (TAX EQUIVALENT)4.83% 5.03 %
 
 
South State Corporation
(Unaudited)
(Dollars in thousands)
          Third        
Three Months EndedQuarterNine Months EndedYTD
September 30,     June 30,     March 31,     December 31,     September 30,2014 - 2013September 30,2014 - 2013
NONINTEREST INCOME & EXPENSE20142014201420132013% Change2014     2013% Change
Noninterest income:
Service charges on deposit accounts $9,126 $ 9,144 $ 8,988 $ 10,098 $ 8,966 1.8 % 27,258 20,462 33.2 %
Bankcard services income 7,489 7,741 7,084 7,252 6,476 15.6 % 22,314 14,614 52.7 %
Mortgage banking income 4,124 4,683 3,291 2,489 1,342 207.3 % 12,098 6,629 82.5 %
Trust and investment services income 4,490 4,812 4,543 4,316 3,593 25.0 % 13,845 8,345 65.9 %
Securities gains, net (8) (90) 88 -- -- -- (2) --
Amortization of FDIC indemnification asset (4,825) (5,815 ) (7,078 ) (7,429 ) (7,625 ) 36.7 % (17,718) (22,106 ) -19.8 %
Other   4,139     3,746     3,717     3,957     2,418   71.2 %   11,602     5,229   121.9 %
Total noninterest income $24,453   $ 24,399   $ 20,545   $ 20,683   $ 15,170   61.2 % $69,397   $ 33,173   109.2 %
 
Noninterest expense:
Salaries and employee benefits $40,029 $ 40,276 $ 39,093 $ 40,634 $ 34,463 16.2 % $119,398 $ 81,461 46.6 %
Information services expense 3,417 4,313 4,424 4,323 3,905 -12.5 % 12,154 10,087 20.5 %
OREO expense and loan related 3,374 1,875 4,064 4,375 3,461 -2.5 % 9,313 9,383 -0.7 %
Net occupancy expense 5,387 5,731 5,640 5,855 5,079 6.1 % 16,758 11,696 43.3 %
Furniture and equipment expense 3,166 3,264 3,741 3,824 3,513 -9.9 % 10,171 8,295 22.6 %
Merger and branding related expense 6,846 6,510 5,985 9,314 10,397 -34.2 % 19,341 13,220 46.3 %
Business development and staff related 1,482 1,756 1,578 1,773 1,233 20.2 % 4,816 3,737 28.9 %
FDIC assessment and other regulatory charges 1,268 1,267 1,576 1,193 1,521 -16.6 % 4,111 3,841 7.0 %
Bankcard expense 2,141 2,187 2,192 2,283 1,865 14.8 % 6,520 4,264 52.9 %
Amortization of intangibles 2,080 2,084 2,104 2,287 1,738 19.7 % 6,268 3,794 65.2 %
Professional fees 1,068 1,190 1,243 1,438 1,329 -19.6 % 3,501 2,780 25.9 %
Advertising and marketing 837 1,054 1,093 1,301 1,313 -36.3 % 2,984 2,803 6.5 %
Other   3,963     4,382     4,682     5,296     5,591   -29.1 %   13,027     11,374   14.5 %
Total noninterest expense $75,058   $ 75,889   $ 77,415   $ 83,896   $ 75,408   -0.5 % $228,362   $ 166,735   37.0 %
 
Notes:

(A) Includes noncash loan interest income related the discount on acquired performing loans on $2.4 million; $2.2 million; $3.0 million; $3.5 million; and $2.5 million, respectively during the five quarters above, and for the nine months ended the amounts were $7.6 million and $3.6 million.

(1) Loan data excludes mortgage loans held for sale.
(2) The dividend payout ratio is calculated by dividing total dividends paid during the period by the total net income for the same period.
(3) Operating earnings, operating return on average assets, and operating return on average equity are non-GAAP measures and exclude the after-tax effect of gains on acquisitions, gains or losses on sales of securities, OTTI, and merger and branding related expense. Management believes that non-GAAP operating measures provide additional useful information that allows readers to evaluate the ongoing performance of the company. Non-GAAP measures should not be considered as an alternative to any measure of performance or financial condition as promulgated under GAAP, and investors should consider the company's performance and financial condition as reported under GAAP and all other relevant information when assessing the performance or financial condition of the company. Non-GAAP measures have limitations as analytical tools, and investors should not consider them in isolation or as a substitute for analysis of the company's results or financial condition as reported under GAAP. Operating earnings and the related operating return measures (non-GAAP) exclude the following from net income (GAAP) on an after-tax basis: (a) pre-tax merger and branding related expense of $6.8 million, $6.5 million, $6.0 million, $9.3 million, and $10.4 million, for the quarters ended September 30, 2014, June 30, 2014, March 31, 2014, December 31, 2013, and September 30, 2013, respectively; and (b) securities gains (losses) of ($90,000) and $88,000 for the quarters ended September 30, 2014 and June 30, 2014.
 
(4) Repossessed assets includes OREO and other nonperforming assets.
(5) Calculated by dividing total non-acquired NPAs by total assets.
(6) Pre-tax, pre-provision operating earnings is a non-GAAP measure and excludes the effect of the provision for loan losses, the provision for income taxes, the gains on acquisitions, gains or losses on sales of securities, OTTI, and merger and branding related expense. Management believes that non-GAAP pre-tax, pre-provision operating earnings provides additional useful information that allows readers to evaluate the ongoing performance of the company. Non-GAAP measures should not be considered as an alternative to any measure of performance or financial condition as promulgated under GAAP, and investors should consider the company's performance and financial condition as reported under GAAP and all other relevant information when assessing the performance or financial condition of the company. Non-GAAP measures have limitations as analytical tools, and investors should not consider them in isolation or as a substitute for analysis of the company's results or financial condition as reported under GAAP.
 
(7) Acquired credit impaired loans are not included in non-performing assets because the accretion method is being used for these acquired loan pools.
(8) If an other-than-temporary impairment charge was recorded during the quarter, the amount would be reflected in the "securities gains (losses), net" line item.
(9) September 30, 2014 ratios are estimated and may be subject to change pending the final filing of the FR Y-9C; all other periods are presented as filed. All ratios are rounded down to one decimal point.
(10) The tangible measures are non-GAAP measures and exclude the effect of period end or average balance of intangible assets. The tangible returns on equity and common equity measures also add back the after-tax amortization of intangibles to GAAP basis net income. Management believes that these non-GAAP tangible measures provide additional useful information, particularly since these measures are widely used by industry analysts for companies with prior merger and acquisition activities. Non-GAAP measures should not be considered as an alternative to any measure of performance or financial condition as promulgated under GAAP, and investors should consider the company's performance and financial condition as reported under GAAP and all other relevant information when assessing the performance or financial condition of the company. Non-GAAP measures have limitations as analytical tools, and investors should not consider them in isolation or as a substitute for analysis of the company's results or financial condition as reported under GAAP. The sections titled "Reconciliation of Non-GAAP to GAAP" provide tables that reconcile non-GAAP measures to GAAP.
(11) Classified asset data excludes acquired assets.
(12) The allowance for acquired loan losses is reduced for any loan removals, which occur when a loan has been fully paid off, fully charged off, sold or transferred to OREO.
 
 
SOUTH STATE CORPORATION AND SUBSIDIARY
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in thousands, except par value)
 
      September 30,     December 31,     September 30,
201420132013
ASSETS(Unaudited)(Unaudited)
Cash and cash equivalents:
Cash and due from banks $269,480 $ 184,611 $ 292,625
Interest-bearing deposits with banks 7,382 32,632 4,720

Federal funds sold and securities purchased under agreements to resell

  226,166     262,218     347,821  
Total cash and cash equivalents   503,028     479,461     645,166  
Investment securities:

Securities held to maturity (fair value of $11,019, $12,891, and $12,992, respectively)

10,389 12,426 12,426
Securities available for sale, at fair value 805,114 786,791 626,798
Other investments   10,518     13,386     13,386  
Total investment securities   826,021     812,603     652,610  
Loans held for sale   72,639     30,586     51,207  
Loans:

Acquired credit impaired (covered of $197,944, $289,123, and $321,969, respectively; non-covered of $782,548, $931,515 and $994,659, respectively), net of allowance for loan losses

980,492 1,220,638 1,316,628

Acquired non-credit impaired (covered of $9,459, $7,824, and $8,430, respectively; non-covered of $1,367,884, $1,593,111 and $1,656,904, respectively)

1,377,343 1,600,935 1,665,334
Non-acquired 3,304,708 2,865,216 2,741,242
Less allowance for non-acquired loan losses   (34,804)   (34,331 )   (36,145 )
Loans, net   5,627,739     5,652,458     5,687,059  
Goodwill 317,688 317,688 317,688
Premises and equipment, net 173,425 188,114 184,959
Bank owned life insurance 98,505 97,197 96,551
FDIC receivable for loss share agreements 30,983 86,447 115,773
Deferred tax asset 60,322 72,914 73,135

Other real estate owned (covered of $18,771, $27,520, and $40,543, respectively; non-covered of $32,479, $37,398, and $35,330, respectively)

51,250 64,918 75,873
Core deposit and other intangibles 51,291 59,908 62,195
Mortgage servicing rights 22,052 20,729 18,908
Other assets   61,189     48,475     47,317  
Total assets $7,896,132   $ 7,931,498   $ 8,028,441  
 
LIABILITIES AND SHAREHOLDERS' EQUITY
Deposits:
Noninterest-bearing $1,654,308 $ 1,487,798 $ 1,477,793
Interest-bearing   4,863,920     5,067,699     5,181,315  
Total deposits 6,518,228 6,555,497 6,659,108

Federal funds purchased and securities sold under agreements to repurchase

231,229 211,401 233,792
Other borrowings 101,127 102,060 101,347
Other liabilities   78,553     81,071     64,168  
Total liabilities   6,929,137     6,950,029     7,058,415  
 
Shareholders' equity:

Preferred stock - $.01 par value; authorized 10,000,000 shares; 0, 65,000, and 0 shares issued and outstanding, respectively

-- 1 1

Common stock - $2.50 par value; authorized 40,000,000 shares; 24,135,220, 24,104,124, and 24,066,545 shares issued and outstanding, respectively

60,338 60,260 60,166
Surplus 700,579 762,354 760,507
Retained earnings 207,219 168,577 159,980
Accumulated other comprehensive (loss)   (1,141)   (9,723 )   (10,628 )
Total shareholders' equity   966,995     981,469     970,026  
Total liabilities and shareholders' equity $7,896,132   $ 7,931,498   $ 8,028,441  
 
 
SOUTH STATE CORPORATION AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
(Dollars in thousands, except per share data)
 
      Three Months Ended     Nine Months Ended
September 30,September 30,
2014     20132014     2013
Interest income:
Loans, including fees $78,700 $ 78,771 $239,988 $ 184,974
Investment securities:
Taxable 3,982 3,315 11,860 7,572
Tax-exempt 1,236 1,202 3,463 3,582

Federal funds sold and securities purchased under agreements to resell

  430     505     1,331     1,366  
Total interest income   84,348     83,793     256,642     197,494  
Interest expense:
Deposits 2,395 2,711 7,056 5,733

Federal funds purchased and securities sold under agreements to repurchase

87 92 277 343
Other borrowings   1,497     1,235     4,500     2,572  
Total interest expense   3,979     4,038     11,833     8,648  
Net interest income 80,369 79,755 244,809 188,846
Provision for loan losses   2,091     659     5,109     1,898  

Net interest income after provision for loan losses

  78,278     79,096     239,700     186,948  
Noninterest income:
Service charges on deposit accounts 9,126 8,966 27,258 20,462
Bankcard services income 7,489 6,476 22,314 14,614
Mortgage banking income 4,124 1,342 12,098 6,629
Trust and investment services income 4,490 3,593 13,845 8,345
Securities gains (losses), net (90) -- (2) --
Amortization of FDIC indemnification asset (4,825) (7,625 ) (17,718) (22,106 )
Other   4,139     2,418     11,602     5,229  
Total noninterest income   24,453     15,170     69,397     33,173  
Noninterest expense:
Salaries and employee benefits 40,029 34,463 119,398 81,461
Information services expense 3,417 3,905 12,154 10,088
OREO expense and loan related 3,374 3,461 9,313 9,383
Net occupancy expense 5,387 5,079 16,758 11,696
Furniture and equipment expense 3,166 3,513 10,171 8,296
Merger and branding related expense 6,846 10,397 19,341 13,220
FDIC assessment and other regulatory charges 1,268 1,521 4,111 3,841
Bankcard expense 2,141 1,865 6,520 4,264
Amortization of intangibles 2,080 1,738 6,268 3,794
Professional fees 1,068 1,329 3,501 2,780
Advertising and marketing 837 1,313 2,984 2,803
Other   5,445     6,824     17,843     15,109  
Total noninterest expense   75,058     75,408     228,362     166,735  
Earnings:
Income before provision for income taxes 27,673 18,858 80,735 53,386
Provision for income taxes   8,346     6,804     26,546     18,151  
Net income19,327 12,054 54,189 35,235
Preferred stock dividends -- 542 1,073 542
Accretion on preferred stock discount   --     --     --     --  
Net income available to common shareholders$19,327   $ 11,512   $53,116   $ 34,693  
Earnings per common share:
Basic $0.81   $ 0.53   $2.22   $ 1.87  
Diluted $0.80   $ 0.52     2.20     1.85  
 
Dividends per common share $0.21   $ 0.19   $0.60   $ 0.55  
 
Weighted-average common shares outstanding:
Basic 23,899 21,894 23,890 18,518
Diluted 24,160 22,128 24,139 18,717
 

South State Corporation
Media Contact:
Donna Pullen, 803-765-4558
or
Analyst Contact:
John Pollok, 803-765-4628

Source: South State Corporation