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 period ended September 30, 2016. Highlights
of the third quarter 2016 include the following:
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- Net income was $28.1 million for the 3Q 2016, a $3.6 million
increase, from 2Q 2016, while adjusted net income (non-GAAP) was $28.6
million, up $67,000 from 2Q 2016
-
Earnings per share (EPS) – diluted was $1.16 for 3Q 2016 compared
to $1.01 in 2Q 2016 and to $1.04, or 11.5% increase, compared in
3Q 2015;
-
Adjusted net income per share – diluted was $1.18 for 3Q 2016 and
2Q 2016, and $1.12, or a 5.4% increase, compared to 3Q 2015;
-
Increased dividend paid to common shareholders by 24.0%, or $0.06
per share, compared to September 30, 2015
- Net loan growth during 3Q 2016 was $108.8 million, or 6.7%
annualized
-
Non-acquired loan growth totaled $191.2 million, or 15.8%
annualized growth; which
-
Outpaced acquired loan runoff of $82.4 million
- Performance ratios 3Q 2016 compared to 2Q 2016
-
Return on average assets improved to 1.28% compared to 1.13%
-
Adjusted return on average assets (non-GAAP) was 1.30% from 1.32%
-
Return on average tangible equity increased to 15.86% compared to
14.59%
-
Adjusted return on average tangible equity (non-GAAP) declined to
16.11% from 16.85%
-
Efficiency ratio improved to 62.3% compared to 64.5%
-
Adjusted efficiency ratio (non-GAAP) was 61.7% up from 60.8%
(excluding branch consolidation and merger expenses and the charge
for the early termination of the FDIC loss share agreements in 2Q
2016)
- Balance sheet 3Q 2016 compared to 2Q 2016
-
Investment securities portfolio declined by $65.4 million during
the third quarter
-
Noninterest bearing deposits increased by $58.9 million, or 11.1%
annualized
-
Shareholders’ equity increased $19.8 million, primarily from net
income less the quarterly dividend
-
Equity to assets improved to 12.78% from 12.66%
-
Tangible equity to tangible assets improved to 8.84% from 8.66%
- Asset quality improvement in 3Q 2016 compared to 2Q 2016
-
Nonperforming assets (NPAs) declined by 7.4%, or $3.4 million, to
$42.5 million
-
NPAs to total assets improved to 0.48% from 0.53%
-
Net charge offs on non-acquired loans were 0.03% down from 0.06%
-
Net charge offs on acquired non-credit impaired loans remained at
0.07%
-
Coverage ratio of ALLL on non-acquired non-performing loans
improved to 248.6% from 201.1%
Quarterly Cash Dividend
The Board of Directors of South State Corporation has declared a
quarterly cash dividend of $0.32 per share payable on its common stock.
This per share amount is $0.01 per share, or 3.2% higher than the
dividend paid in the immediately preceding quarter and is $0.06 per
share, or 23.1%, higher than a year ago. The dividend will be payable on
November 18, 2016 to shareholders of record as of November 11, 2016.
Merger with Southeastern Bank Financial Corporation (“SBFC” or
“Southeastern”)
On June 17, 2016, we announced jointly the signing of a definitive
merger agreement with SBFC. As of June 30, 2016, SBFC, headquartered in
Augusta, Georgia, had approximately $1.9 billion in assets, $1.6 billion
in deposits and $1.0 billion in loans. This merger will add 12 offices
in the Augusta, GA and Aiken, SC markets. Southeastern currently ranks
second in market share in the Augusta metro market. Under the terms of
the agreement, shareholders of Southeastern are expected to receive
0.7307 shares of South State Corporation stock for each share of SBFC
common stock. Special shareholder meetings for Southeastern and South
State to ratify the merger proposal were held on October 18, 2016 and
were approved. All regulatory approvals have been received from the
Georgia Department of Banking and Finance, South Carolina State Board of
Financial Institutions, the Federal Deposit Insurance Corporation and
the Federal Reserve of Richmond. Closing is currently scheduled on or
around January 3, 2017 and the system conversion is scheduled to occur
in the first quarter of 2017.
Branch Initiatives - Update
The Company announced the consolidation of eleven locations during the
second, third and fourth quarters of 2016. During the second quarter,
the Company closed eight locations and one location was closed in the
third quarter. There are two remaining locations which will be closed,
one in the fourth quarter of 2016 and one in the first quarter of 2017.
The expected branch closure cost and anticipated cost savings remain on
target as previously disclosed.
Third Quarter 2016 Financial Performance
| Three Months Ended |
|
| Nine Months Ended |
| (Dollars in thousands, except per share data) | Sept. 30, |
| June 30, |
| Mar. 31, |
| Dec. 31, |
| Sept. 30, | | | Sept. 30, |
| INCOME STATEMENT | 2016 | | 2016 | | 2016 | | 2015 | | 2015 | | | 2016 |
| 2015 |
| Interest income | | | | | | | | | | | | | | |
|
Loans, including fees (8)
| $ | 77,344 | | |
$
|
77,154
| | |
$
|
77,254
| | |
$
|
77,462
| | |
$
|
79,857
| | | | $ | 231,752 | | |
$
|
238,111
| |
|
Investment securities, federal funds sold and securities
| | | | | | | | | | | | | | |
|
purchased under agreements to resell
|
| 5,937 |
| |
|
6,225
|
| |
|
6,561
|
| |
|
6,314
|
| |
|
5,705
|
| | |
| 18,723 |
| |
|
16,214
|
|
|
Total interest income
| | 83,281 | | | |
83,379
| | | |
83,815
| | | |
83,776
| | | |
85,562
| | | | | 250,475 | | | |
254,325
| |
| Interest expense | | | | | | | | | | | | | | |
|
Deposits
| | 1,412 | | | |
1,368
| | | |
1,600
| | | |
1,794
| | | |
1,811
| | | | | 4,380 | | | |
5,550
| |
|
Federal funds purchased, securities sold under agreements
| | | | | | | | | | | | | | |
|
to repurchase, and other borrowings
|
| 624 |
| |
|
612
|
| |
|
613
|
| |
|
550
|
| |
|
736
|
| | |
| 1,849 |
| |
|
2,434
|
|
|
Total interest expense
|
| 2,036 |
| |
|
1,980
|
| |
|
2,213
|
| |
|
2,344
|
| |
|
2,547
|
| | |
| 6,229 |
| |
|
7,984
|
|
| Net interest income | | 81,245 | | | |
81,399
| | | |
81,602
| | | |
81,432
| | | |
83,015
| | | | | 244,246 | | | |
246,341
| |
|
Provision for loan losses (1)
|
| 912 |
| |
|
2,727
|
| |
|
2,557
|
| |
|
826
|
| |
|
1,075
|
| | |
| 6,198 |
| |
|
5,038
|
|
| Net interest income after provision for loan losses |
| 80,333 |
| |
|
78,672
|
| |
|
79,045
|
| |
|
80,606
|
| |
|
81,940
|
| | |
| 238,048 |
| |
|
241,303
|
|
|
Noninterest income
|
| 35,340 |
| |
|
32,118
|
| |
|
30,041
|
| |
|
29,197
|
| |
|
29,771
|
| | |
| 97,499 |
| |
|
86,358
|
|
|
Pre-tax operating expense
| | 72,482 | | | |
72,281
| | | |
71,072
| | | |
70,264
| | | |
70,103
| | | | | 215,834 | | | |
209,880
| |
|
Branch consolidation and merger expense
|
| 709 |
| |
|
1,573
|
| |
|
958
|
| |
|
1,617
|
| |
|
3,091
|
| | |
| 3,240 |
| |
|
5,328
|
|
|
Total noninterest expense
|
| 73,191 |
| |
|
73,854
|
| |
|
72,030
|
| |
|
71,881
|
| |
|
73,194
|
| | |
| 219,074 |
| |
|
215,208
|
|
| Income before provision for income taxes | | 42,482 | | | |
36,936
| | | |
37,056
| | | |
37,922
| | | |
38,517
| | | | | 116,473 | | | |
112,453
| |
|
Provision for income taxes
|
| 14,387 |
| |
|
12,420
|
| |
|
12,562
|
| |
|
12,387
|
| |
|
13,377
|
| | |
| 39,368 |
| |
|
38,515
|
|
| Net income | $ | 28,095 |
| |
$
|
24,516
|
| |
|
24,494
|
| |
|
25,535
|
| |
|
25,140
|
| | |
| 77,105 |
| |
|
73,938
|
|
| | | | | | | | | | | | | |
|
| Adjusted net income (non-GAAP) (3) | | | | | | | | | | | | | | |
| Net income (GAAP) | $ | 28,095 | | |
$
|
24,516
| | |
$
|
24,494
| | |
$
|
25,535
| | |
$
|
25,140
| | | | $ | 77,105 | | |
$
|
73,938
| |
|
Securities (gains) losses, net of tax
| | -- | | | |
--
| | | |
(81
|
)
| | |
--
| | | |
--
| | | | | (81 | ) | | |
--
| |
|
Other than temporary impairment, net of tax
| | -- | | | |
--
| | | |
--
| | | |
329
| | | |
-
| | | | | -- | | | |
--
| |
|
FDIC LSA early termination, net of tax
| | -- | | | |
2,938
| | | |
--
| | | |
--
| | | |
--
| | | | | 2,938 | | | |
--
| |
|
Branch consolidation expense
|
| 468 |
| |
|
1,044
|
| |
|
634
|
| |
|
1,089
|
| |
|
2,017
|
| | |
| 2,146 |
| |
|
3,503
|
|
| Adjusted net income (non-GAAP) | $ | 28,563 |
| |
$
|
28,498
|
| |
$
|
25,047
|
| |
$
|
26,953
|
| |
$
|
27,157
|
| | | $ | 82,108 |
| |
$
|
77,441
|
|
| | | | | | | | | | | | | |
|
|
Basic earnings per common share
| $ | 1.17 | | |
$
|
1.02
| | |
$
|
1.02
| | |
$
|
1.06
| | |
$
|
1.05
| | | | $ | 3.21 | | |
$
|
3.09
| |
|
Diluted earnings per common share
| $ | 1.16 | | |
$
|
1.01
| | |
$
|
1.01
| | |
$
|
1.05
| | |
$
|
1.04
| | | | $ | 3.18 | | |
$
|
3.05
| |
|
Adjusted net income per common share - Basic (non-GAAP) (3)
| $ | 1.19 | | |
$
|
1.19
| | |
$
|
1.04
| | |
$
|
1.12
| | |
$
|
1.13
| | | | $ | 3.42 | | |
$
|
3.23
| |
|
Adjusted net income per common share - Diluted (non-GAAP) (3)
| $ | 1.18 | | |
$
|
1.18
| | |
$
|
1.04
| | |
$
|
1.11
| | |
$
|
1.12
| | | | $ | 3.40 | | |
$
|
3.20
| |
|
Dividends per common share
| $ | 0.31 | | |
$
|
0.30
| | |
$
|
0.28
| | |
$
|
0.26
| | |
$
|
0.25
| | | | $ | 0.89 | | |
$
|
0.72
| |
|
Basic weighted-average common shares outstanding
| | 24,016,075 | | | |
23,995,054
| | | |
23,969,080
| | | |
23,986,795
| | | |
23,984,417
| | | | | 23,988,774 | | | |
23,955,562
| |
|
Diluted weighted-average common shares outstanding
| | 24,278,294 | | | |
24,237,457
| | | |
24,191,065
| | | |
24,267,937
| | | |
24,285,228
| | | | | 24,229,196 | | | |
24,234,802
| |
|
Effective tax rate
| | 33.87 | % | | |
33.63
|
%
| | |
33.90
|
%
| | |
32.66
|
%
| | |
34.73
|
%
| | | | 33.80 | % | | |
34.25
|
%
|
The Company reported consolidated net income of $28.1 million, or $1.16
per diluted common share for the three-months ended September 30, 2016,
a $3.6 million increase from the second quarter of 2016. Interest income
was down $98,000 primarily from lower income on investment securities
and securities purchased under agreements to resell. Interest expense
increased by $56,000 due primarily to higher average balances of
transaction and money market accounts and savings accounts. The
provision for loan losses decreased compared to the second quarter by
$1.8 million due primarily to a lower provision for loan losses on
non-acquired loans of $1.7 million which was driven by our overall
improvement in credit quality. Noninterest income increased by $3.2
million from the reduction in the amortization of the indemnification
asset of $4.4 million (with the termination of loss share agreements in
the second quarter), partially offset by lower other income of $1.1
million related to the resolution of an acquired loan in the second
quarter. Noninterest expense decreased by $662,000 with $864,000 coming
from branch consolidation and merger expenses and $1.9 million related
to operational charge offs taken in the second quarter, lower sales and
use tax, and lower secondary mortgage repurchase activity. These
decreases were offset by increases in salaries and benefits of $1.4
million and higher OREO and loan related cost of $1.2 million. During
the quarter, our effective income tax rate increased to 33.87% from
33.63% in the second quarter of 2016 due primarily to the increase in
pretax net income of $3.6 million.
“Third quarter results continued to build on the success of the first
six months of 2016. Return on average assets equaled 1.28% and the
return on average tangible common equity was 15.86%, said Robert R.
Hill, Jr., CEO of South State Corporation. “This performance also
reflects continued investments in people and technology to prepare South
State for additional growth. Southeastern and South State have now
received all necessary regulatory and shareholder approvals to close the
merger and we look forward to their team officially joining South State
in early January. Lastly, our Board has approved a quarterly dividend
rate increase to $0.32 per share, a 23% increase from last year.”
Balance Sheet and Capital
| Ending Balance |
| Sept. 30, |
| June 30, |
| Mar. 31, |
| Dec. 31, |
| Sept. 30, |
| BALANCE SHEET | 2016 | | 2016 | | 2016 | | 2015 | | 2015 |
| Assets | | | | | | | | | |
|
Cash and cash equivalents
| $ | 507,517 |
| |
$
|
481,912
|
| |
$
|
697,277
|
| |
$
|
695,794
|
| |
$
|
889,380
|
|
|
Investment securities:
| | | | | | | | | |
|
Securities held to maturity
| | 6,851 | | | |
7,921
| | | |
7,920
| | | |
9,314
| | | |
9,314
| |
|
Securities available for sale, at fair value
| | 925,374 | | | |
989,610
| | | |
978,047
| | | |
1,009,541
| | | |
885,798
| |
|
Other investments
|
| 9,482 |
| |
|
9,529
|
| |
|
9,539
|
| |
|
8,893
|
| |
|
9,031
|
|
|
Total investment securities
|
| 941,707 |
| |
|
1,007,060
|
| |
|
995,506
|
| |
|
1,027,748
|
| |
|
904,143
|
|
|
Loans held for sale
|
| 57,052 |
| |
|
48,926
|
| |
|
34,933
|
| |
|
41,649
|
| |
|
48,985
|
|
|
Loans:
| | | | | | | | | |
|
Acquired credit impaired
| | 632,617 | | | |
658,835
| | | |
692,437
| | | |
733,870
| | | |
768,606
| |
|
Acquired non-credit impaired
| | 885,657 | | | |
941,886
| | | |
999,238
| | | |
1,049,538
| | | |
1,107,440
| |
|
Non-acquired
| | 5,008,113 | | | |
4,816,875
| | | |
4,472,668
| | | |
4,220,726
| | | |
3,994,716
| |
|
Less allowance for non-acquired loan losses (1)
|
| (37,319 | ) | |
|
(36,939
|
)
| |
|
(35,115
|
)
| |
|
(34,090
|
)
| |
|
(35,116
|
)
|
|
Loans, net
|
| 6,489,068 |
| |
|
6,380,657
|
| |
|
6,129,228
|
| |
|
5,970,044
|
| |
|
5,835,646
|
|
| FDIC receivable for loss share agreements
| | - | | | |
-
| | | |
2,091
| | | |
4,401
| | | |
7,942
| |
|
Other real estate owned ("OREO")
| | 22,211 | | | |
22,427
| | | |
25,953
| | | |
30,554
| | | |
31,378
| |
|
Premises and equipment, net
| | 179,450 | | | |
177,950
| | | |
176,412
| | | |
174,537
| | | |
174,662
| |
|
Bank owned life insurance
| | 103,427 | | | |
102,815
| | | |
102,199
| | | |
101,588
| | | |
100,967
| |
|
Deferred tax asset
| | 25,357 | | | |
25,915
| | | |
32,045
| | | |
37,827
| | | |
40,090
| |
|
Mortgage servicing rights
| | 23,064 | | | |
22,350
| | | |
23,697
| | | |
26,202
| | | |
24,665
| |
|
Core deposit and other intangibles
| | 41,738 | | | |
43,629
| | | |
45,521
| | | |
47,425
| | | |
49,982
| |
| Goodwill | | 338,340 | | | |
338,340
| | | |
338,340
| | | |
338,340
| | | |
338,342
| |
|
Other assets
|
| 68,234 |
| |
|
72,012
|
| |
|
67,555
|
| |
|
61,239
|
| |
|
53,694
|
|
|
Total assets
| $ | 8,797,165 |
| |
$
|
8,723,993
|
| |
$
|
8,670,757
|
| |
$
|
8,557,348
|
| |
$
|
8,499,876
|
|
| | | | | | | | |
|
| Liabilities and Shareholders' Equity | | | | | | | | | |
|
Deposits:
| | | | | | | | | |
|
Noninterest-bearing
| $ | 2,176,155 | | |
$
|
2,117,246
| | |
$
|
2,020,632
| | |
$
|
1,976,480
| | |
$
|
1,927,309
| |
|
Interest-bearing
|
| 5,071,251 |
| |
|
5,046,680
|
| |
|
5,141,316
|
| |
|
5,123,948
|
| |
|
5,150,700
|
|
|
Total deposits
|
| 7,247,406 |
| |
|
7,163,926
|
| |
|
7,161,948
|
| |
|
7,100,428
|
| |
|
7,078,009
|
|
|
Federal funds purchased and securities
| | | | | | | | | |
|
sold under agreements to repurchase
| | 305,268 | | | |
341,064
| | | |
312,034
| | | |
288,231
| | | |
260,521
| |
|
Other borrowings
| | 55,306 | | | |
55,254
| | | |
55,210
| | | |
55,158
| | | |
55,107
| |
|
Other liabilities
|
| 65,053 |
| |
|
59,406
|
| |
|
59,511
|
| |
|
54,147
|
| |
|
57,927
|
|
|
Total liabilities
|
| 7,673,033 |
| |
|
7,619,650
|
| |
|
7,588,703
|
| |
|
7,497,964
|
| |
|
7,451,564
|
|
| | | | | | | | |
|
|
Shareholders' equity:
| | | | | | | | | |
|
Preferred stock - $.01 par value; authorized 10,000,000 shares
| | -- | | | |
--
| | | |
--
| | | |
--
| | | |
--
| |
|
Common stock - $2.50 par value; authorized 40,000,000 shares
| | 60,523 | | | |
60,488
| | | |
60,445
| | | |
60,407
| | | |
60,529
| |
|
Surplus
| | 705,124 | | | |
703,445
| | | |
701,462
| | | |
703,929
| | | |
706,227
| |
|
Retained earnings
| | 354,490 | | | |
333,900
| | | |
316,642
| | | |
298,919
| | | |
279,681
| |
|
Accumulated other comprehensive income (loss)
|
| 3,995 |
| |
|
6,510
|
| |
|
3,505
|
| |
|
(3,871
|
)
| |
|
1,875
|
|
|
Total shareholders' equity
|
| 1,124,132 |
| |
|
1,104,343
|
| |
|
1,082,054
|
| |
|
1,059,384
|
| |
|
1,048,312
|
|
|
Total liabilities and shareholders' equity
| $ | 8,797,165 |
| |
$
|
8,723,993
|
| |
$
|
8,670,757
|
| |
$
|
8,557,348
|
| |
$
|
8,499,876
|
|
| | | | | | | | |
|
|
Common shares issued and outstanding
| | 24,209,122 | | | |
24,195,226
| | | |
24,177,833
| | | |
24,162,657
| | | |
24,211,793
| |
At September 30, 2016, the Company’s total assets were $8.8 billion, an
increase of $73.2 million from June 30, 2016 and an increase of $239.8
million from December 31, 2015. During the third quarter of 2016, the
Company experienced asset growth primarily in loans of $108.8 million,
excluding the change in the allowance for loan losses, and in cash and
cash equivalents of $25.6 million. These increases were primarily offset
by a decline in the investment securities portfolio of $65.4 million.
Mortgage servicing rights increased by $714,000 primarily from the
increased volume of loans serviced during the quarter. Total deposits
increased $83.5 million due to noninterest-bearing deposit growth of
$58.9 million, or 11.1% annualized, and interest-bearing deposits
increased by $24.6 million, resulting mainly from an increase in savings
and money market accounts, partially offset by a decline in time
deposits. Fed funds purchased and securities sold under repurchase
agreements decreased by $35.8 million during the third quarter to $305.3
million.
The Company’s book value per common share increased to $46.43 per share
at September 30, 2016, compared to $45.64 at June 30, 2016, and $43.84
at December 31, 2015. Capital increased $19.8 million due primarily to
net income of $28.1 million, which was offset by the common dividend
paid of $7.5 million. Accumulated other comprehensive income (“AOCI”)
decreased during the third quarter of 2016 due to the decline in
unrealized gains in the AFS securities portfolio during the quarter of
$2.7 million, net of tax. Tangible book value (“TBV”) per common share
increased by $0.87 per share to $30.73 at September 30, 2016, compared
to $29.86 at June 30, 2016, and increased by $2.85 per share from $27.88
at December 31, 2015. The quarterly increase was the result of earnings
per share, excluding amortization of intangibles, of $1.21, stock
compensation related activity of $0.07 per share, offset by the dividend
paid to shareholders of $0.31 per share and the decrease in AOCI
(primarily lower unrealized gain in the AFS portfolio) of $0.10 per
share.
The total risk-based capital (RBC) ratio is estimated to be 12.9% up
from June 30, 2016 of 12.6%, due primarily to our asset mix moving from
higher risk weighted categories to lower risk weighted categories, and
the increase in capital discussed above. Total RBC was down from
December 31, 2015 of 13.3%, due primarily to loan growth during the year
and the termination of our loss share agreements with the FDIC during
the second quarter of 2016. Tier 1 leverage ratio increased from 9.5% at
June 30, 2016 to 9.7% at September 30, 2016.
“Over the past year, our tangible equity has increased $3.47 per share,
or 12.7%, to $30.73 per share,” said John C. Pollok, COO and CFO.
“During the third quarter, our asset quality continued to improve as
nonaccrual loans declined by $3.2 million from second quarter, net
charge offs were 3 basis points annualized on non-acquired loans and 7
basis points on acquired noncredit impaired loans.”
| Three Months Ended |
|
| Nine Months Ended |
| Sept. 30, |
| June 30, |
| Mar. 31, |
| Dec. 31, |
| Sept. 30, | | | Sept. 30, |
| Sept. 30, |
| PERFORMANCE RATIOS | 2016 | | 2016 | | 2016 | | 2015 | | 2015 | | | 2016 | | 2015 |
|
Return on average assets (annualized)
| | 1.28 | % | | |
1.13
|
%
| | |
1.15
|
%
| | |
1.19
|
%
| | |
1.20
|
%
| | | 1.19 | % | |
1.22
|
%
|
|
Operating return on average assets (annualized) (non-GAAP) (3)
| | 1.30 | % | | |
1.32
|
%
| | |
1.18
|
%
| | |
1.25
|
%
| | |
1.29
|
%
| | | 1.27 | % | |
1.28
|
%
|
|
Return on average equity (annualized)
| | 10.00 | % | | |
9.02
|
%
| | |
9.18
|
%
| | |
9.57
|
%
| | |
9.61
|
%
| | | 9.41 | % | |
9.71
|
%
|
|
Operating return on average equity (annualized) (non-GAAP) (3)
| | 10.17 | % | | |
10.48
|
%
| | |
9.38
|
%
| | |
10.10
|
%
| | |
10.39
|
%
| | | 10.02 | % | |
10.17
|
%
|
|
Return on average tangible common equity (annualized) (non-GAAP) (7)
| | 15.86 | % | | |
14.59
|
%
| | |
15.04
|
%
| | |
15.99
|
%
| | |
15.72
|
%
| | | 15.18 | % | |
15.97
|
%
|
|
Operating return on average tangible common equity (annualized)
(non-GAAP) (3) (7)
| | 16.11 | % | | |
16.85
|
%
| | |
15.36
|
%
| | |
16.82
|
%
| | |
16.92
|
%
| | | 16.12 | % | |
16.69
|
%
|
|
Efficiency ratio (tax equivalent)
| | 62.30 | % | | |
64.54
|
%
| | |
64.07
|
%
| | |
64.17
|
%
| | |
64.39
|
%
| | | 63.62 | % | |
64.20
|
%
|
|
Operating efficiency ratio (9)
| | 61.70 | % | | |
60.81
|
%
| | |
63.22
|
%
| | |
62.72
|
%
| | |
61.67
|
%
| | | 61.88 | % | |
62.61
|
%
|
|
Dividend payout ratio (2)
| | 26.71 | % | | |
29.61
|
%
| | |
27.64
|
%
| | |
24.66
|
%
| | |
24.07
|
%
| | | 27.93 | % | |
23.55
|
%
|
|
Book value per common share
| $ | 46.43 | | |
$
|
45.64
| | |
$
|
44.75
| | |
$
|
43.84
| | |
$
|
43.30
| | | | | | |
|
Tangible common equity per common share (non-GAAP) (7)
| $ | 30.73 | | |
$
|
29.86
| | |
$
|
28.88
| | |
$
|
27.88
| | |
$
|
27.26
| | | | | | |
| | | | | | | | | | | | | |
|
| CAPITAL RATIOS | | | | | | | | | | | | | | |
|
Equity-to-assets
| | 12.78 | % | | |
12.66
|
%
| | |
12.48
|
%
| | |
12.38
|
%
| | |
12.33
|
%
| | | | | |
|
Tangible equity-to-tangible assets (non-GAAP) (7)
| | 8.84 | % | | |
8.66
|
%
| | |
8.43
|
%
| | |
8.24
|
%
| | |
8.14
|
%
| | | | | |
|
Tier 1 common equity (6)
| | 11.5 | % | | |
11.2
|
%
| | |
11.6
|
%
| | |
11.8
|
%
| | |
11.8
|
%
| | | | | |
|
Tier 1 leverage (6)
| | 9.7 | % | | |
9.5
|
%
| | |
9.4
|
%
| | |
9.3
|
%
| | |
9.3
|
%
| | | | | |
|
Tier 1 risk-based capital (6)
| | 12.3 | % | | |
12.0
|
%
| | |
12.4
|
%
| | |
12.7
|
%
| | |
12.7
|
%
| | | | | |
|
Total risk-based capital (6)
| | 12.9 | % | | |
12.6
|
%
| | |
13.0
|
%
| | |
13.3
|
%
| | |
13.4
|
%
| | | | | |
| | | | | | | | | | | | | |
|
| OTHER DATA | | | | | | | | | | | | | | |
|
Number of branches
| | 117 | | | |
118
| | | |
126
| | | |
127
| | | |
129
| | | | | | |
|
Number of employees (full-time equivalent basis)
| | 2,039 | | | |
2,032
| | | |
2,039
| | | |
2,058
| | | |
2,083
| | | | | | |
Asset Quality
| Ending Balance |
|
| |
| |
| Sept. 30, |
| June 30, |
| Mar. 31, |
| Dec. 31, |
| Sept. 30, | | | | | |
| (Dollars in thousands) | 2016 | | 2016 | | 2016 | | 2015 | | 2015 | | | | | |
| NONPERFORMING ASSETS: | | | | | | | | | | | | | | |
| Non-acquired | | | | | | | | | | | | | | |
|
Non-acquired nonperforming loans
| $ | 15,010 | | |
$
|
18,372
| | |
$
|
19,235
| | |
$
|
18,747
| | |
$
|
23,871
| | | | | | |
|
Non-acquired OREO and other nonperforming assets
|
| 6,614 |
| |
|
6,862
|
| |
|
7,779
|
| |
|
8,783
|
| |
|
5,980
|
| | | | | |
|
Total non-acquired nonperforming assets
|
| 21,624 |
| |
|
25,234
|
| |
|
27,014
|
| |
|
27,530
|
| |
|
29,851
|
| | | | | |
| Acquired | | | | | | | | | | | | | | |
|
Acquired nonperforming loans
| | 4,633 | | | |
4,438
| | | |
3,951
| | | |
3,817
| | | |
4,130
| | | | | | |
|
Acquired OREO and other nonperforming assets
|
| 16,279 |
| |
|
16,258
|
| |
|
18,946
|
| |
|
22,395
|
| |
|
25,979
|
| | | | | |
|
Total acquired nonperforming assets
|
| 20,912 |
| |
|
20,696
|
| |
|
22,897
|
| |
|
26,212
|
| |
|
30,109
|
| | | | | |
|
Total nonperforming assets
| $ | 42,536 |
| |
$
|
45,930
|
| |
$
|
49,911
|
| |
$
|
53,742
|
| |
$
|
59,960
|
| | | | | |
| | | | | | | | | | | | | |
|
| Three Months Ended | | | Nine Months Ended |
| Sept. 30, | | June 30, | | Mar. 31, | | Dec. 31, | | Sept. 30, | | | Sept. 30, | | Sept. 30, |
| 2016 | | 2016 | | 2016 | | 2015 | | 2015 | | | 2016 | | 2015 |
| ASSET QUALITY RATIOS: | | | | | | | | | | | | | | |
|
Allowance for non-acquired loan losses as a
| | | | | | | | | | | | | | |
|
percentage of non-acquired loans (1)
| | 0.75 | % | | |
0.77
|
%
| | |
0.79
|
%
| | |
0.81
|
%
| | |
0.88
|
%
| | | 0.75 | % | |
0.88
|
%
|
|
Allowance for non-acquired loan losses as a
| | | | | | | | | | | | | | |
|
percentage of non-acquired nonperforming loans
| | 248.63 | % | | |
201.06
|
%
| | |
182.56
|
%
| | |
181.84
|
%
| | |
147.11
|
%
| | | 248.63 | % | |
147.11
|
%
|
|
Net charge-offs on non-acquired loans as a percentage of
| | | | | | | | | | | | | | |
|
average non-acquired loans (annualized) (1)
| | 0.03 | % | | |
0.06
|
%
| | |
0.09
|
%
| | |
0.14
|
%
| | |
0.09
|
%
| | | 0.06 | % | |
0.07
|
%
|
|
Net charge-offs on acquired non-credit impaired loans as a percentage
| | | | | | | | | | | | | | |
|
of average acquired non-credit impaired loans (annualized) (1)
| | 0.07 | % | | |
0.07
|
%
| | |
0.08
|
%
| | |
0.08
|
%
| | |
-0.05
|
%
| | | 0.08 | % | |
0.24
|
%
|
|
Total nonperforming assets as a percentage
| | | | | | | | | | | | | | |
|
of total assets
| | 0.48 | % | | |
0.53
|
%
| | |
0.58
|
%
| | |
0.63
|
%
| | |
0.71
|
%
| | | | | |
| Excluding Acquired Assets | | | | | | | | | | | | | | |
|
NPLs as a percentage of period end non-acquired loans (1)
| | 0.30 | % | | |
0.38
|
%
| | |
0.43
|
%
| | |
0.44
|
%
| | |
0.60
|
%
| | | | | |
|
Total nonperforming assets as a percentage of
| | | | | | | | | | | | | | |
|
total non-acquired loans and repossessed assets (1) (4)
| | 0.43 | % | | |
0.52
|
%
| | |
0.60
|
%
| | |
0.65
|
%
| | |
0.75
|
%
| | | | | |
|
Total nonperforming assets as a percentage
| | | | | | | | | | | | | | |
|
of total assets (5)
| | 0.25 | % | | |
0.29
|
%
| | |
0.31
|
%
| | |
0.32
|
%
| | |
0.35
|
%
| | | | | |
During the third quarter of 2016, overall asset quality improved as NPAs
declined by $3.4 million, or 7.4%, to $42.5 million, and represented
0.48% of total assets. Compared to September 30, 2015, NPAs have
declined by $17.4 million, or 29.1%, and represented 0.71% of total
assets. During the third quarter of 2016, non-acquired NPAs, excluding
acquired loans and acquired OREO, declined by $3.6 million, or 14.3%, to
$21.6 million. Non-acquired nonperforming loans decreased by $3.4
million, or 18.3%, and non-acquired OREO and other assets repossessed
decreased $248,000, or 3.6%. Non-acquired NPAs as a percentage of total
non-acquired loans and repossessed assets declined to 0.43% compared to
0.52% in the second quarter of 2016.
During the third quarter, the Company reported $4.6 million in
nonperforming loans related to “acquired non-credit impaired loans”.
This was an increase of $195,000 from the second quarter of 2016.
Additionally, acquired nonperforming OREO and other assets owned
remained level at $16.3 million from June 30, 2016 and have declined by
$6.1 million from December 31, 2015.
At September 30, 2016, the allowance for non-acquired loan losses was
$37.3 million, or 0.75%, of non-acquired period-end loans. The current
allowance for loan losses provides 2.49 times coverage of period-end
non-acquired nonperforming loans, up from 2.01 times at June 30, 2016,
and 1.82 times at December 31, 2015. At September 30, 2015, this
coverage was 1.47 times. Net charge-offs within the non-acquired
portfolio were $394,000, or 0.03% annualized, in the third quarter
compared to $676,000 for the second quarter, or 0.06% annualized. Third
quarter 2015 net charge-offs totaled $875,000, or 0.09% annualized.
During the third quarter of 2016, the provision for non-acquired loan
losses totaled $775,000 compared to $2.5 million in the second quarter
of 2016.
Net charge offs related to “acquired non-credit impaired loans” were
$160,000, or 0.07% annualized, and the Company recorded a provision for
loan losses, accordingly, during the third quarter of 2016. These
charge-offs have been relatively flat over the past four quarters
ranging from $160,000 to $213,000. This was higher than the third
quarter of 2015 when the Company experienced net recoveries of $132,000.
Total OREO decreased by $216,000 during the third quarter of 2016 to
$22.2 million at September 30, 2016. This small decline was the result
of the disposition of 27 properties, offset by the assets foreclosed on
during the quarter. Overall, OREO and troubled loan related costs
increased by $1.2 million compared to the second quarter 2016, and
decreased by $632,000 compared to the third quarter of 2015. The
increase from second quarter of 2016 was the result of more write downs
of property which are under contract to sell or new appraisals. The
improvement in this expense from third quarter of 2015 was primarily the
result of lower “cost to carry” on smaller balances (including taxes,
insurance and maintenance) and reduced write downs of these assets.
Net Interest Income and Margin
| Three Months Ended |
| September 30, 2016 |
| June 30, 2016 |
| September 30, 2015 |
| (Dollars in thousands) | Average |
| Income/ |
| Yield/ | | Average |
| Income/ |
| Yield/ | | Average |
| Income/ |
| Yield/ |
| YIELD ANALYSIS | Balance | | Expense | | Rate | | Balance | | Expense | | Rate | | Balance | | Expense | | Rate |
| Interest-Earning Assets: | | | | | | | | | | | | | | | | | |
|
Federal funds sold, reverse repo, and time deposits
| $ | 354,007 | | $ | 666 | | 0.75 | % | |
$
|
469,326
| |
$
|
756
| |
0.65
|
%
| | |
638,760
| |
$
|
487
| |
0.30
|
%
|
|
Investment securities (taxable)
| | 842,128 | | | 4,309 | | 2.04 | % | | |
847,611
| | |
4,477
| |
2.12
|
%
| | |
724,306
| | |
4,106
| |
2.25
|
%
|
|
Investment securities (tax-exempt)
| | 122,323 | | | 962 | | 3.13 | % | | |
126,934
| | |
992
| |
3.14
|
%
| | |
138,560
| | |
1,112
| |
3.18
|
%
|
|
Loans held for sale
| | 41,246 | | | 350 | | 3.38 | % | | |
37,616
| | |
317
| |
3.39
|
%
| | |
57,435
| | |
560
| |
3.87
|
%
|
|
Loans
|
| 6,463,485 | |
| 76,994 | | 4.74 | % | |
|
6,268,711
| |
|
76,837
| |
4.93
|
%
| |
|
5,806,211
| |
|
79,297
| |
5.42
|
%
|
|
Total interest-earning assets
| | 7,823,189 | | | 83,281 | | 4.24 | % | | |
7,750,198
| | |
83,379
| |
4.33
|
%
| | |
7,365,272
| | |
85,562
| |
4.61
|
%
|
|
Noninterest-earning assets
|
| 931,204 | | | | | |
|
946,308
| | | | | |
|
959,335
| | | | |
| Total Assets | $ | 8,754,393 | | | | | |
$
|
8,696,506
| | | | | |
$
|
8,324,607
| | | | |
| | | | | | | | | | | | | | | | |
|
| Interest-Bearing Liabilities: | | | | | | | | | | | | | | | | | |
|
Transaction and money market accounts
| $ | 3,327,790 | | $ | 683 | | 0.08 | % | |
$
|
3,319,119
| |
$
|
660
| |
0.08
|
%
| |
$
|
3,118,508
| |
$
|
683
| |
0.09
|
%
|
|
Savings deposits
| | 786,904 | | | 121 | | 0.06 | % | | |
770,582
| | |
116
| |
0.06
|
%
| | |
705,499
| | |
111
| |
0.06
|
%
|
|
Certificates and other time deposits
| | 942,532 | | | 608 | | 0.26 | % | | |
1,004,288
| | |
592
| |
0.24
|
%
| | |
1,147,770
| | |
1,017
| |
0.35
|
%
|
|
Federal funds purchased and repurchase agreements
| | 318,124 | | | 137 | | 0.17 | % | | |
324,105
| | |
137
| |
0.17
|
%
| | |
296,469
| | |
95
| |
0.13
|
%
|
|
Other borrowings
|
| 55,275 | |
| 487 | | 3.51 | % | |
|
55,228
| |
|
475
| |
3.46
|
%
| |
|
55,081
| |
|
641
| |
4.62
|
%
|
|
Total interest-bearing liabilities
| | 5,430,625 | | | 2,036 | | 0.15 | % | | |
5,473,322
| | |
1,980
| |
0.15
|
%
| | |
5,323,327
| | |
2,547
| |
0.19
|
%
|
|
Noninterest-bearing liabilities
| | 2,206,461 | | | | | | |
2,129,976
| | | | | | |
1,963,827
| | | | |
|
Shareholders' equity
|
| 1,117,307 | | | | | |
|
1,093,208
| | | | | |
|
1,037,453
| | | | |
|
Total Non-IBL and shareholders' equity
|
| 3,323,768 | | | | | |
|
3,223,184
| | | | | |
|
3,001,280
| | | | |
| Total liabilities and shareholders' equity | $ | 8,754,393 | | | | | |
$
|
8,696,506
| | | | | |
$
|
8,324,607
| | | | |
| Net interest income and margin (NON-TAX EQUIV.) | | | $ | 81,245 | | 4.13 | % | | | |
$
|
81,399
| |
4.18
|
%
| | | |
$
|
83,015
| |
4.47
|
%
|
| Net interest margin (TAX EQUIVALENT) | | | | | 4.18 | % | | | | | |
4.27
|
%
| | | | | |
4.52
|
%
|
Non-taxable equivalent net interest income was $81.2 million for the
third quarter of 2016, a $154,000 decrease from the second quarter of
2016, resulting primarily from the following:
1. A $280.1 million increase in the average balance of non-acquired
loans partially offset by the yield decreasing to 3.81% during the third
quarter from 3.86% in the second quarter which resulted in an increase
in non-acquired loan interest income of approximately $2.6 million; and
2. An $85.3 million decrease in the average balance of acquired loans
from the second quarter of 2016, coupled with a 28 basis point decline
in the yield resulted in a decline in acquired loan interest income of
$2.4 million. The yield declined on acquired loans from 7.94%, in the
second quarter of 2016, to 7.66%, in the third quarter of 2016, due
primarily to cash received in the second quarter of 2016 on a zero
carrying value pool and the renewals of certain acquired loans which
increased the weighted average lives of the loan pools. As the total
loan portfolio continues to remix (more non-acquired loans and less
acquired loans), the yield on the total loan portfolio declined from
4.93% in the second quarter of 2016 to 4.74% in the third quarter of
2016. Compared to the third quarter of 2015, the loan portfolio yield
declined from 5.42%; and
3. Interest expense increased by $56,000 from the second quarter of
2016. This increase was within all categories of funding and primarily
the result of higher average balances. Compared to the third quarter of
2015, interest expense declined $511,000, primarily the result of lower
interest expense on certificates and other time deposits with $205.2
million decline in the average balance, and from lower interest expense
of $154,000 on other borrowings where $20.6 million of trust preferred
securities repriced to a lower floating rate from a fixed rate in
September of 2015.
Tax-equivalent net interest margin decreased 9 basis points from the
second quarter of 2016 and declined by 34 basis points from the third
quarter of 2015. The Company’s average yield on interest-earning assets
decreased 9 basis points while the average rate on interest-bearing
liabilities remained unchanged at 15 basis point in the third quarter
and second quarter of 2016. During the third quarter of 2016, the
Company’s average total assets increased to $8.8 billion from $8.7
billion at June 30, 2016 and from $8.3 billion at September 30, 2015.
Average earning assets totaled $7.8 billion up $73.0 million compared to
the second quarter of 2016, and up from $7.4 billion at September 30,
2015. Average interest-bearing liabilities declined to $5.4 billion for
the third quarter of 2016 down from $5.5 billion at June 30, 2016, and
up from $5.3 billion at September 30, 2015. Average non-interest bearing
demand deposits increased by $76.5 million during the quarter and by
$242.6 million from September 30, 2015. Including the impact of
noninterest bearing deposits, the Company’s cost of funds equaled 11
basis points in the third quarter and second quarter of 2016.
Noninterest Income and Expense
| Three Months Ended |
| Nine Months Ended |
| Sept. 30, |
| Jun. 30, |
| Mar. 31, |
| Dec. 31, |
| Sept. 30, | | Sept. 30, |
| Sept. 30, |
| (Dollars in thousands) | 2016 | | 2016 | | 2016 | | 2015 | | 2015 | | 2016 | | 2015 |
| Noninterest income: | | | | | | | | | | | | | |
|
Fees on deposit accounts
| $ | 20,776 | |
$
|
21,539
| | |
$
|
20,125
| | |
$
|
21,076
| | |
$
|
19,212
| | | $ | 62,440 | | |
$
|
53,403
| |
|
Mortgage banking income
| | 6,286 | | |
5,620
| | | |
4,198
| | | |
3,229
| | | |
4,817
| | | | 16,104 | | | |
18,532
| |
|
Trust and investment services income
| | 4,877 | | |
4,911
| | | |
4,785
| | | |
4,643
| | | |
5,489
| | | | 14,573 | | | |
15,474
| |
|
Securities gains, net
| | -- | | |
--
| | | |
122
| | | |
--
| | | |
--
| | | | 122 | | | |
--
| |
|
Other than temporary impairment
| | -- | | |
--
| | | |
--
| | | |
(489
|
)
| | |
--
| | | |
--
| | | |
--
| |
|
Amortization of FDIC indemnification asset
| | -- | | |
(4,427
|
)
| | |
(1,475
|
)
| | |
(1,467
|
)
| | |
(1,871
|
)
| | | (5,902 | ) | | |
(7,120
|
)
|
|
Recoveries of fully charged off acquired loans
| | 2,207 | | |
2,002
| | | |
921
| | | |
877
| | | |
879
| | | | 5,130 | | | |
2,099
| |
|
Other
|
| 1,194 | |
|
2,473
|
| |
|
1,365
|
| |
|
1,328
|
| |
|
1,245
|
| |
| 5,032 |
| |
|
3,970
|
|
|
Total noninterest income
| $ | 35,340 | |
$
|
32,118
|
| |
$
|
30,041
|
| |
$
|
29,197
|
| |
$
|
29,771
|
| | $ | 97,499 |
| |
$
|
86,358
|
|
| | | | | | | | | | | | |
|
| Noninterest expense: | | | | | | | | | | | | | |
|
Salaries and employee benefits
| $ | 41,972 | |
$
|
40,537
| | |
$
|
41,432
| | |
$
|
40,550
| | |
$
|
40,013
| | | $ | 123,941 | | |
$
|
120,754
| |
|
Net occupancy expense
| | 5,464 | | |
5,541
| | | |
5,359
| | | |
5,427
| | | |
5,395
| | | | 16,364 | | | |
15,678
| |
|
Information services expense
| | 5,237 | | |
5,082
| | | |
5,034
| | | |
4,734
| | | |
4,736
| | | | 15,353 | | | |
13,076
| |
|
Furniture and equipment expense
| | 3,234 | | |
3,072
| | | |
2,851
| | | |
2,772
| | | |
2,554
| | | | 9,157 | | | |
8,461
| |
|
Bankcard expense
| | 2,940 | | |
3,040
| | | |
2,879
| | | |
2,607
| | | |
2,448
| | | | 8,859 | | | |
6,713
| |
|
OREO expense and loan related
| | 2,085 | | |
874
| | | |
1,774
| | | |
1,845
| | | |
2,717
| | | | 4,733 | | | |
7,750
| |
|
Business development and staff related
| | 1,698 | | |
2,035
| | | |
1,706
| | | |
1,630
| | | |
1,797
| | | | 5,439 | | | |
5,927
| |
|
Amortization of intangibles
| | 1,891 | | |
1,892
| | | |
1,904
| | | |
2,266
| | | |
2,078
| | | | 5,687 | | | |
6,058
| |
|
Professional fees
| | 1,758 | | |
1,576
| | | |
1,329
| | | |
1,156
| | | |
1,383
| | | | 4,663 | | | |
4,377
| |
|
Supplies, printing and postage expense
| | 1,345 | | |
1,757
| | | |
1,808
| | | |
1,528
| | | |
1,377
| | | | 4,910 | | | |
4,391
| |
| FDIC assessment and other regulatory charges
| | 1,001 | | |
1,017
| | | |
1,144
| | | |
1,029
| | | |
1,248
| | | | 3,162 | | | |
3,685
| |
|
Advertising and marketing
| | 790 | | |
858
| | | |
645
| | | |
920
| | | |
1,054
| | | | 2,293 | | | |
2,918
| |
|
Other operating expenses
| | 3,067 | | |
4,999
| | | |
3,207
| | | |
3,800
| | | |
3,303
| | | | 11,273 | | | |
10,092
| |
|
Branch consolidation and merger-related expense
|
| 709 | |
|
1,573
|
| |
|
958
|
| |
|
1,617
|
| |
|
3,091
|
| |
| 3,240 |
| |
|
5,328
|
|
|
Total noninterest expense
| $ | 73,191 | |
$
|
73,853
|
| |
$
|
72,030
|
| |
$
|
71,881
|
| |
$
|
73,194
|
| | $ | 219,074 |
| |
$
|
215,208
|
|
Noninterest income was higher than the second quarter of 2016 by
approximately $3.2 million to $35.3 million. The increase was the result
of the following:
-
Lower amortization of the FDIC indemnification asset by $4.4 million
due to the early termination of all loss share agreements during the
second quarter and which eliminated this ongoing amortization;
-
Higher mortgage banking income of $666,000 due primarily to an
increased volume of mortgage loans sold and the related gain in the
secondary market;
-
Higher recoveries on acquired credit impaired loans of $205,000;
offset by
-
Lower fees on deposit accounts totaling $763,000. The decrease was the
result of less bankcard income where the second quarter reflected
higher income from shared revenue received from VISA; and
-
Lower other income of $1.3 million which was the result of the
resolution of acquired credit impaired loan during the second quarter
of 2016.
Compared to the third quarter of 2015, noninterest income grew by $5.6
million due to the following:
1. $1.6 million improvement in fees on deposit accounts related to
bankcard services and service charges on deposit accounts primarily the
result of the purchase of Bank of America branches in the third quarter
of 2015,
2. $1.3 million improvement from recoveries on acquired loans as a
result of the early termination of LSAs in the second quarter of 2016,
3. $1.5 million improvement in mortgage banking income primarily from
higher gains on the sale of mortgage loans sold in the secondary market,
and
4. $1.9 million improvement in the amortization of the FDIC
indemnification asset with LSA termination in the second quarter of
2016, partially offset by a
5. Decrease in trust and investment income of $612,000.
Noninterest expense was $73.2 million in the third quarter of 2016, a
decrease of $662,000 from $73.9 million in the second quarter of 2016.
This decrease was due primarily to $864,000 decline in expenses related
to branch consolidation and our merger with Southeastern and a $1.9
million decline in other expense attributable to lower operational
charge offs, lower sales and use tax, lower charitable donations and
lower costs related to the repurchase of loans previously sold in the
secondary market. These decreases were offset by an increase in salaries
and benefits of $1.4 million due to an increase in incentives,
self-funded medical cost, and the discretionary match of our 401(k), and
an increase in OREO and other troubled loan cost of $1.2 million due
primarily to write downs of assets either under contract or from updated
appraisals.
Compared to the third quarter of 2015, noninterest expense was flat with
offsetting increases and decreases within all categories. The
improvements were in the following categories: branch consolidation and
merger expenses by $2.4 million due to the purchase of 13 Bank of
America branches in the third quarter of 2015; $632,000 in OREO and
troubled loan cost due to lower balance of OREO and less cost to carry
these assets; $264,000 in advertising and marketing expense which
relates to discretionary spending; and $247,000 in FDIC assessment.
These improvements were offset by an increase in salary and employee
benefits of $2.0 million due to higher cost related to our self-funded
medical plan, merit increases, and the hiring of staff to support $10.0
billion in assets; $680,000 in furniture and equipment expense and
$501,000 in information services expense due to our expansion with the
13 Bank of America branches acquired and cost related to growing to
$10.0 billion in assets; and $492,000 in bankcard expense due to the
increase in customers primarily from the 13 branches acquired from Bank
of America.
South State Corporation will hold a conference call today, October 21st
at 10 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 10092013.
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 21st by 2:00 p.m. Eastern
Time until 9:00 a.m. on November 5, 2016. To listen to the replay, dial
877-344-7529 or 412-317-0088. The passcode is 10092013.
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 24 South Carolina counties, 13 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 $8.8 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 which 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.
| Three Months Ended |
|
| Nine Months Ended |
| (Dollars in thousands, except per share data) | Sept. 30, |
| June 30, |
| Mar. 31, |
| Dec. 31, |
| Sept. 30, | | | Sept. 30, |
| Sept. 30, |
| RECONCILIATION OF NON-GAAP TO GAAP | 2016 | | 2016 | | 2016 | | 2015 | | 2015 | | | 2016 | | 2015 |
| Adjusted net income (non-GAAP) (3) | | | | | | | | | | | |
| | |
|
Adjusted net income (non-GAAP)
| $ | 28,563 | | |
$
|
28,498
| | |
$
|
25,047
| | |
$
|
26,953
| | |
$
|
27,157
| | | | $ | 82,108 | | |
$
|
77,441
| |
|
Securities (gains) losses, net of tax
| | -- | | | |
--
| | | |
81
| | | |
--
| | | |
--
| | | | | 81 | | | |
--
| |
Other than temporary impairment (OTTI), net of tax
| | -- | | | |
--
| | | |
--
| | | |
(329
|
)
| | |
--
| | | | | -- | | | |
--
| |
|
FDIC LSA early termination, net of tax
| | -- | | | |
(2,938
|
)
| | |
--
| | | |
--
| | | |
--
| | | | | (2,938 | ) | | |
--
| |
|
Branch consolidation expense, net of tax
|
| (468 | ) | |
|
(1,044
|
)
| |
|
(634
|
)
| |
|
(1,089
|
)
| |
|
(2,017
|
)
| | |
| (2,146 | ) | |
|
(3,503
|
)
|
|
Net income (GAAP)
| $ | 28,095 |
| |
$
|
24,516
|
| |
$
|
24,494
|
| |
$
|
25,535
|
| |
$
|
25,140
|
| | | $ | 77,105 |
| |
$
|
73,938
|
|
| | | | | | | | | | | | | |
|
| Adjusted net income per common share - Basic (3) | | | | | | | | | | | | | | |
|
Adjusted net income per common share - Basic (non-GAAP)
| $ | 1.19 | | |
$
|
1.19
| | |
$
|
1.04
| | |
$
|
1.12
| | |
$
|
1.13
| | | | $ | 3.42 | | |
$
|
3.23
| |
|
Effect to adjust for securities gains (losses)
| |
--
| | | |
--
| | | |
0.01
| | | |
--
| | | |
--
| | | | | 0.01 | | | |
--
| |
|
Effect to adjust for OTTI
| |
--
| | | |
--
| | | |
--
| | | |
(0.01
|
)
| | |
--
| | | | |
--
| | | |
--
| |
|
Effect to adjust for FDIC LSA early termination
| |
--
| | | |
(0.12
|
)
| | |
--
| | | |
--
| | | |
--
| | | | | (0.12 | ) | | |
--
| |
|
Effect to adjust for branch consolidation expenses
|
| (0.02 | ) | |
|
(0.05
|
)
| |
|
(0.03
|
)
| |
|
(0.05
|
)
| |
|
(0.08
|
)
| | |
| (0.10 | ) | |
|
(0.14
|
)
|
|
Earnings per common share - Basic (GAAP)
| $ | 1.17 |
| |
$
|
1.02
|
| |
$
|
1.02
|
| |
$
|
1.06
|
| |
$
|
1.05
|
| | | $ | 3.21 |
| |
$
|
3.09
|
|
| | | | | | | | | | | | | |
|
| Adjusted net income per common share - Diluted (3) | | | | | | | | | | | | | | |
|
Adjusted net income per common share - Diluted (non-GAAP)
| $ | 1.18 | | |
$
|
1.18
| | |
$
|
1.04
| | |
$
|
1.11
| | |
$
|
1.12
| | | | $ | 3.40 | | |
$
|
3.20
| |
|
Effect to adjust for securities gains (losses)
| |
--
| | | |
--
| | | |
--
| | | |
--
| | | |
--
| | | | |
--
| | | |
--
| |
|
Effect to adjust for OTTI
| |
--
| | | |
--
| | | |
--
| | | |
(0.01
|
)
| | |
--
| | | | |
--
| | | |
--
| |
|
Effect to adjust for FDIC LSA early termination
| |
--
| | | |
(0.12
|
)
| | |
--
| | | |
--
| | | |
--
| | | | | (0.12 | ) | | |
--
| |
|
Effect to adjust for branch consolidation expenses
|
| (0.02 | ) | |
|
(0.05
|
)
| |
|
(0.03
|
)
| |
|
(0.05
|
)
| |
|
(0.08
|
)
| | |
| (0.10 | ) | |
|
(0.15
|
)
|
|
Earnings per common share - Diluted (GAAP)
| $ | 1.16 |
| |
$
|
1.01
|
| |
$
|
1.01
|
| |
$
|
1.05
|
| |
$
|
1.04
|
| | | $ | 3.18 |
| |
$
|
3.05
|
|
| | | | | | | | | | | | | |
|
| Adjusted Return of Average Assets (3) | | | | | | | | | | | | | | |
|
Adjusted return on average assets (non-GAAP)
| | 1.30 | % | | |
1.32
|
%
| | |
1.18
|
%
| | |
1.25
|
%
| | |
1.29
|
%
| | | | 1.27 | % | | |
1.28
|
%
|
|
Effect to adjust for securities gains (losses)
| | -- | | | |
--
| | | |
--
| | | |
--
| | | |
--
| | | | | -- | | | |
--
| |
|
Effect to adjust for OTTI
| | -- | | | |
--
| | | |
--
| | | |
-0.02
|
%
| | |
--
| | | | | -- | | | |
--
| |
|
Effect to adjust for FDIC LSA early termination
| | -- | | | |
-0.14
|
%
| | |
--
| | | |
--
| | | |
--
| | | | | -0.05 | % | | |
--
| |
|
Effect to adjust for branch consolidation expenses
|
| -0.02 | % | |
|
-0.05
|
%
| |
|
-0.03
|
%
| |
|
-0.04
|
%
| |
|
-0.09
|
%
| | |
| -0.03 | % | |
|
-0.06
|
%
|
|
Return on average assets (GAAP)
|
| 1.28 | % | |
|
1.13
|
%
| |
|
1.15
|
%
| |
|
1.19
|
%
| |
|
1.20
|
%
| | |
| 1.19 | % | |
|
1.22
|
%
|
| | | | | | | | | | | | | |
|
| Adjusted Return of Average Equity (3) | | | | | | | | | | | | | | |
|
Adjusted return on average equity (non-GAAP)
| | 10.17 | % | | |
10.48
|
%
| | |
9.38
|
%
| | |
10.10
|
%
| | |
10.39
|
%
| | | | 10.02 | % | | |
10.17
|
%
|
|
Effect to adjust for securities gains (losses)
| | -- | | | |
--
| | | |
0.03
|
%
| | |
--
| | | |
--
| | | | | 0.01 | % | | |
--
| |
|
Effect to adjust for OTTI
| | -- | | | |
--
| | | |
--
| | | |
-0.12
|
%
| | |
--
| | | | | -- | | | |
--
| |
|
Effect to adjust for FDIC LSA early termination
| | -- | | | |
-1.08
|
%
| | |
--
| | | |
--
| | | |
--
| | | | | -0.36 | % | | |
--
| |
|
Effect to adjust for branch consolidation and conversion expenses
|
| -0.17 | % | |
|
-0.38
|
%
| |
|
-0.23
|
%
| |
|
-0.41
|
%
| |
|
-0.78
|
%
| | |
| -0.26 | % | |
|
-0.46
|
%
|
|
Return on average equity (GAAP)
|
| 10.00 | % | |
|
9.02
|
%
| |
|
9.18
|
%
| |
|
9.57
|
%
| |
|
9.61
|
%
| | |
| 9.41 | % | |
|
9.71
|
%
|
| | | | | | | | | | | | | |
|
| Adjusted Return on Average Common Tangible Equity (3) (7) | | | | | | | | | | | | | | |
|
Adjusted return on average common tangible equity (non-GAAP)
| | 16.11 | % | | |
16.85
|
%
| | |
15.36
|
%
| | |
16.82
|
%
| | |
16.92
|
%
| | | | 16.12 | % | | |
16.69
|
%
|
|
Effect to adjust for securities gains (losses)
| | -- | | | |
--
| | | |
0.03
|
%
| | |
--
| | | |
--
| | | | | 0.01 | % | | |
--
| |
|
Effect to adjust for OTTI
| | -- | | | |
--
| | | |
--
| | | |
-0.12
|
%
| | |
--
| | | | | -- | | | |
--
| |
|
Effect to adjust for FDIC LSA early termination
| | -- | | | |
-1.08
|
%
| | |
--
| | | |
--
| | | |
--
| | | | | -0.36 | % | | |
--
| |
|
Effect to adjust for branch consolidation and conversion expenses
| | -0.17 | % | | |
-0.38
|
%
| | |
-0.24
|
%
| | |
-0.41
|
%
| | |
-0.77
|
%
| | | | -0.26 | % | | |
-0.46
|
%
|
|
Effect to adjust for intangible assets
|
| -5.94 | % | |
|
-6.36
|
%
| |
|
-5.97
|
%
| |
|
-6.72
|
%
| |
|
-6.54
|
%
| | |
| -6.10 | % | |
|
-6.52
|
%
|
|
Return on average common equity (GAAP)
|
| 10.00 | % | |
|
9.02
|
%
| |
|
9.18
|
%
| |
|
9.57
|
%
| |
|
9.61
|
%
| | |
| 9.41 | % | |
|
9.71
|
%
|
| | | | | | | | | | | | | |
|
| Tangible Book Value Per Common Share (7) | | | | | | | | | | | | | | |
|
Tangible book value per common share (non-GAAP)
| $ | 30.73 | | |
$
|
29.86
| | |
$
|
28.88
| | |
$
|
27.88
| | |
$
|
27.26
| | | | | | |
|
Effect to adjust for intangible assets
|
| 15.70 |
| |
|
15.78
|
| |
|
15.87
|
| |
|
15.96
|
| |
|
16.04
|
| | | | | |
|
Book value per common share (GAAP)
| $ | 46.43 |
| |
$
|
45.64
|
| |
$
|
44.75
|
| |
$
|
43.84
|
| |
$
|
43.30
|
| | | | | |
| | | | | | | | | | | | | |
|
| Tangible Equity-to-Tangible Assets (7) | | | | | | | | | | | | | | |
|
Tangible equity-to-tangible assets (non-GAAP)
| | 8.84 | % | | |
8.66
|
%
| | |
8.43
|
%
| | |
8.24
|
%
| | |
8.14
|
%
| | | | | |
|
Effect to adjust for intangible assets
|
| 3.94 | % | |
|
4.00
|
%
| |
|
4.05
|
%
| |
|
4.14
|
%
| |
|
4.19
|
%
| | | | | |
|
Equity-to-assets (GAAP)
|
| 12.78 | % | |
|
12.66
|
%
| |
|
12.48
|
%
| |
|
12.38
|
%
| |
|
12.33
|
%
| | | | | |
Footnotes to tables:
(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) Adjusted net income, adjusted return on average assets, and adjusted
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, branch consolidation and merger expense, and FDIC LSA early
termination cost. Management believes that non-GAAP adjusted 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. Adjusted net income and the related
adjusted return measures (non-GAAP) exclude the following from net
income (GAAP) on an after-tax basis: (a) pre-tax branch consolidation
and merger expense of $709,000, $1.6 million, $958,000, $1.6 million,
and $3.1 million for the quarters ended September 30, 2016, June 30,
2016, March 31, 2016, December 31, 2015, and September 30, 2015,
respectively; (b) OTTI of $489,000 for the quarter ended December 31,
2015; (c) securities gains of $122,000 for the quarter ended March 31,
2016, and (d) FDIC LSA early termination cost of $4.4 million for the
quarter ended June 30, 2016.
(4) Repossessed assets include OREO and other nonperforming assets.
(5) Calculated by dividing total non-acquired NPAs by total assets.
(6) September 30, 2016 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.
(7) 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.
(8) Includes noncash loan interest income related to the discount on
acquired performing loans of $1.1 million; $1.2 million; $1.6 million;
$1.8 million; and $1.6 million, respectively during the five quarters
above; and $3.9 million and $4.7 million for the nine months ended
September 30, 2016, and 2015, respectively.
(9) Adjusted efficiency ratio is calculated by taking the noninterest
expense excluding branch consolidation and merger cost divided by net
interest income and noninterest income excluding securities gains
(losses), OTTI and FDIC early termination of the loss share agreement,
which occurred in the second quarter of 2016.
Cautionary Statement Regarding Forward Looking Statements
Statements included in this communication 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 27A of
the Securities Act of 1933 and Section 21E of the Securities Exchange
Act of 1934. The words “may,” “will,” “anticipate,” “should,” “would,”
“believe,” “contemplate,” “expect,” “estimate,” “continue,” “may,” and
“intend,” as well as other similar words and expressions of the future,
are intended to identify forward looking statements. South State
Corporation (“SSB”) 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: the
occurrence of any event, change or other circumstances that could give
rise to right of one or both of the parties to terminate the definitive
merger agreement between SSB and Southeastern Bank Financial Corporation
(“SBFC”); the outcome of any legal proceedings that may be instituted
against SSB or SBFC; the failure to obtain necessary regulatory
approvals (and the risk that such approvals may result in the imposition
of conditions that could adversely affect the combined company or the
expected benefits of the transaction), and shareholder approvals or to
satisfy any of the other conditions to the transaction on a timely basis
or at all; the possibility that the anticipated benefits of the
transaction are not realized when expected or at all, including as a
result of the impact of, or problems arising from, the integration of
the two companies or as a result of the strength of the economy and
competitive factors in the areas where SSB and SBFC do business; the
possibility that the transaction may be more expensive to complete than
anticipated, including as a result of unexpected factors or events;
diversion of management’s attention from ongoing business operations and
opportunities; potential adverse reactions or changes to business or
employee relationships, including those resulting from the announcement
or completion of the transaction; SSB’s ability to complete the
acquisition and integration of SBFC successfully; credit risk associated
with an obligor’s failure to meet the terms of any contract with the
bank or otherwise fail to perform as agreed; interest risk involving the
effect of a change in interest rates on both the bank’s earnings and the
market value of the portfolio equity; liquidity risk affecting the
bank’s ability to meet its obligations when they come due; price risk
focusing on changes in market factors that may affect the value of
traded instruments in “mark-to-market” portfolios; transaction risk
arising from problems with service or product delivery; compliance risk
involving risk to earnings or capital resulting from violations of or
nonconformance with laws, rules, regulations, prescribed practices, or
ethical standards; strategic risk resulting from adverse business
decisions or improper implementation of business decisions; reputation
risk that adversely affects earnings or capital arising from negative
public opinion; terrorist activities risk that results in loss of
consumer confidence and economic disruptions; cybersecurity risk related
to SSB’s 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; economic downturn risk resulting
changes in the credit markets, greater than expected noninterest
expenses, excessive loan losses and other factors and the implementation
of federal spending cuts currently scheduled to go into effect; and
other factors that may affect future results of SSB and SBFC. Additional
factors that could cause results to differ materially from those
described above can be found in SSB’s Annual Report on Form 10-K for the
year ended December 31, 2015 and in its subsequent Quarterly Reports on
Form 10-Q, including for the quarters ended June 30, 2016 and March 31,
2016, each of which is on file with the Securities and Exchange
Commission (the “SEC”) and available in the “Investor Relations” section
of SSB’s website, http://www.southstatebank.com,
under the heading “SEC Filings” and in other documents SSB files with
the SEC, and in SBFC’s Annual Report on Form 10-K for the year ended
December 31, 2015 and in its subsequent Quarterly Reports on Form 10-Q,
including for the quarters ended June 30, 2016 and March 31, 2016, each
of which is on file with the SEC and in other documents SBFC files with
the SEC.
All forward-looking statements speak only as of the date they are made
and are based on information available at that time. Neither SSB nor
SBFC assumes any obligation to update forward-looking statements to
reflect circumstances or events that occur after the date the
forward-looking statements were made or to reflect the occurrence of
unanticipated events except as required by federal securities laws. As
forward-looking statements involve significant risks and uncertainties,
caution should be exercised against placing undue reliance on such
statements.

View source version on businesswire.com: http://www.businesswire.com/news/home/20161021005104/en/
South State Corporation
Media Contact:
Donna Pullen,
803-765-4558
or
Analyst Contact:
Jim Mabry, 843-529-5593
Source: South State Corporation