8-K - AUB - Equibles

United States

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 22, 2021

ATLANTIC UNION BANKSHARES CORPORATION

(Exact name of registrant as specified in its charter)

Virginia	001-39325	54-1598552
(State or other jurisdiction	(Commission	(I.R.S. Employer
of incorporation)	File Number)	Identification No.)

1051 East Cary Street

Suite 1200

Richmond , Virginia **** 23219

(Address of principal executive offices, including Zip Code)

Registrant’s telephone number, including area code: (804) 633-5031

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $1.33 per share	AUB	The NASDAQ Global Select Market
Depositary Shares, Each Representing a 1/400^th^ Interest in a Share of 6.875% Perpetual Non-Cumulative Preferred Stock, Series A	AUBAP	The NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company	☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.	☐
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Item 2.02 Results of Operations and Financial Condition.

On July 22, 2021, Atlantic Union Bankshares Corporation (the “Company”) issued a press release announcing its financial results for the three and six months ended June 30, 2021. A copy of the press release is being furnished as Exhibit 99.1 hereto and is incorporated herein by reference.

Attached as Exhibit 99.2 and incorporated herein by reference is a presentation that the Company will use in connection with a webcast and conference call for analysts at 9:00 a.m. Eastern Time on Thursday, July 22, 2021. This presentation is also available under the Presentations link in the Investor Relations section of the Company’s website at https://investors.atlanticunionbank.com.

The information disclosed in or incorporated by reference into this Item 2.02, including Exhibits 99.1 and 99.2, is furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description of Exhibit
99.1		Press release dated July 22, 2021 regarding second quarter 2021 results.
99.2		Atlantic Union Bankshares Corporation presentation.
104		Cover Page Interactive Data File – the cover page iXBRL tags are embedded within the Inline XBRL document

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	ATLANTIC UNION BANKSHARES CORPORATION
Date: July 22, 2021	By:	/s/ Robert M. Gorman
		Robert M. Gorman
		Executive Vice President and
		Chief Financial Officer

Exhibit 99.1

Contact: Robert M. Gorman - (804) 523-7828

Executive Vice President / Chief Financial Officer

ATLANTIC UNION BANKSHARES REPORTS SECOND QUARTER RESULTS

Richmond, Va., July 22, 2021 – Atlantic Union Bankshares Corporation (the “Company” or “Atlantic Union”) (Nasdaq: AUB) today reported net income available to common shareholders of $82.4 million and basic and diluted earnings per common share of $1.05 for the second quarter ended June 30, 2021. Pre-tax pre-provision adjusted operating earnings^(1)^ were $77.0 million for the second quarter ended June 30, 2021.

Net income available to common shareholders was $135.6 million and basic and diluted earnings per common share of $1.72 for the six months ended June 30, 2021. Adjusted operating earnings available to common shareholders^(1)^ were $147.2 million, diluted operating earnings per common share^(1)^ were $1.87, and pre-tax pre-provision adjusted operating earnings^(1)^ were $145.6 million for the six months ended June 30, 2021.

“Atlantic Union delivered solid financial results in the second quarter reflective of steadily improving economic conditions as the headwinds from COVID-19 continued to subside,” said John C. Asbury, president and chief executive officer of Atlantic Union*. “During the second quarter, loan balances grew modestly, credit quality remained pristine and our capital and liquidity positions continue to be strong.*

“As we head into the second half of 2021, we expect that loan growth will accelerate as economic activity picks up over the next several quarters and credit losses will remain historically low due to the positive economic outlook. Operating under the mantra of soundness, profitability and growth – in that order of priority - Atlantic Union remains committed to generating sustainable, profitable growth and building long term value for our shareholders.”

Small Business Administration (“SBA”) Paycheck Protection Program (“PPP”)

The Company has participated in the SBA PPP under the Coronavirus Aid, Relief, and Economic Security (“CARES”) Act (“PPP Round One”), which was intended to provide economic relief to small businesses that have been adversely impacted by the COVID-19 global pandemic (“COVID-19”). The Company processed over 11,000 PPP loans totaling $1.7 billion in 2020 pursuant to the CARES Act. The loans carry a 1% interest rate. As of June 30, 2021, PPP Round One loans have a recorded investment of $337.7 million and unamortized deferred fees of $2.0 million.

Certain provisions of the CARES Act, including additional PPP funding, were extended during December 2020 and expired on May 31, 2021 (“PPP Round Two”). The Company processed over 5,000 loans pursuant to PPP Round Two, with a recorded investment of $546.1 million and unamortized deferred fees of $22.4 million as of June 30, 2021. The loans carry a 1% interest rate.

In addition to an insignificant amount of PPP loan pay offs, the Company has processed $1.3 billion^(*)^ of loan forgiveness on 9,800 PPP loans^(*)^ through June 30, 2021. In the second quarter of 2021, 4,500 PPP Round One^(*)^ loans totaling $696.0 million^(*)^ were processed for forgiveness and 500 PPP Round Two loans^(*)^ totaling $9.0 million^(*)^ were processed for forgiveness.

Share Repurchase Program

On May 4, 2021, the Company’s Board of Directors authorized a share repurchase program (or the “Repurchase

Program”) to purchase up to $125 million worth of the Company’s common stock in open market transactions or privately negotiated transactions, including pursuant to a trading plan in accordance with Rule 10b5-1 and/or Rule 10b-18 under the Exchange Act. The Repurchase Program expires on June 30, 2022 and replaced the prior repurchase program that was due to expire on June 30, 2021. Under the Repurchase Program, 1.1 million shares were repurchased

for $42.3 million in the aggregate during the quarter ended June 30, 2021. As of June 30, 2021, the Company has remaining repurchase authorization of $82.7 million available under the Repurchase Program.

^(*)^ PPP values are rounded and approximate values

NET INTEREST INCOME

For the second quarter of 2021, net interest income was $140.5 million, an increase from $134.9 million reported in the first quarter of 2021. Net interest income (FTE)^(1)^was $143.7 million in the second quarter of 2021, an increase of $5.7 million from the first quarter of 2021. The increases in the net interest income and net interest income (FTE) were primarily driven by the increase in PPP loan accretion included in interest income to $11.5 million in the second quarter of 2021 from $7.8 million in the first quarter of 2021, an increase of $176.8 million in average earning assets and the higher calendar day count in the second quarter. The second quarter net interest margin increased 6 basis points to 3.15% from 3.09% in the previous quarter, while the net interest margin (FTE)^(1)^increased 7 basis points to 3.23% from 3.16% during the same period as a result of stable earning asset yields compared to the first quarter and a 7 basis point decline in cost of funds.

The Company’s net interest margin (FTE)^(1)^ includes the impact of acquisition accounting fair value adjustments. Net accretion related to acquisition accounting declined $167,000 from the prior quarter to $3.9 million for the quarter ended June 30, 2021. The first and second quarters of 2021 and the remaining estimated net accretion impact are reflected in the following table (dollars in thousands):


			Deposit
	Loan		Accretion		Borrowings
	Accretion		(Amortization)		Amortization		Total
For the quarter ended March 31, 2021	$	4,287		20		(198)	$	4,109
For the quarter ended June 30, 2021		4,132		12		(202)		3,942
For the remaining six months of 2021 (estimated)		3,607		(17)		(407)		3,183
For the years ending (estimated):
2022		6,166		(43)		(829)		5,294
2023		4,594		(32)		(852)		3,710
2024		3,756		(4)		(877)		2,875
2025		2,877		(1)		(900)		1,976
2026		2,298		—		(926)		1,372
Thereafter		10,374		—		(8,945)		1,429
Total remaining acquisition accounting fair value adjustments at June 30, 2021	$	33,672		(97)		(13,736)	$	19,839

ASSET QUALITY

Overview

During the second quarter of 2021, nonperforming assets (“NPAs”) as a percentage of loans decreased slightly and remained low at 0.28% at June 30, 2021. Accruing past due loan levels as a percentage of total loans held for investment at June 30, 2021 decreased 7 basis points as compared to March 31, 2021 and were 10 basis points lower than accruing past due loan levels at June 30, 2020. Net charge-off levels remained low at less than 0.01% of average loans for the second quarter 2021, which is a 3 basis point decrease from the first quarter of 2021, and a 9 basis point decrease from the second quarter of 2020. The allowance for credit losses (“ACL”) totaled $128.3 million at June 30, 2021, a $27.5 million decrease from the prior quarter due to lower expected losses than previously estimated and improvements in the macroeconomic outlook.

Nonperforming Assets

At June 30, 2021, NPAs totaled $38.1 million, a decrease of $6.1 million from March 31, 2021. NPAs as a percentage of total outstanding loans at June 30, 2021 were 0.28%, a decrease of 3 basis points from 0.31% at March 31, 2021. Excluding the impact of the PPP loans^(1)^, NPAs as a percentage of total adjusted loans held for investment were 0.30% at June 30, 2021, a decrease of 5 basis points from 0.35% at March 31, 2021.

The following table shows a summary of nonperforming asset balances at the quarter ended (dollars in thousands):


	****	June 30,		****	March 31,		****	December 31,		****	September 30,		****	June 30,
		2021			2021			2020			2020			2020
Nonaccrual loans		$	36,399		$	41,866		$	42,448		$	39,023		$	39,624
Foreclosed properties			1,696			2,344			2,773			4,159			4,397
Total nonperforming assets		$	38,095		$	44,210		$	45,221		$	43,182		$	44,021

The following table shows the activity in nonaccrual loans for the quarter ended (dollars in thousands):


	****	June 30,		****	March 31,		****	December 31,		****	September 30,		****	June 30,
		2021			2021			2020			2020			2020
Beginning Balance		$	41,866		$	42,448		$	39,023		$	39,624		$	44,022
Net customer payments			(9,307)			(4,133)			(4,640)			(2,803)			(6,524)
Additions			4,162			3,821			8,211			2,790			3,206
Charge-offs			(183)			(270)			(146)			(588)			(1,088)
Loans returning to accruing status			(153)			—			—			—			8
Transfers to foreclosed property			14			—			—			—			—
Ending Balance		$	36,399		$	41,866		$	42,448		$	39,023		$	39,624

The following table shows the activity in foreclosed properties for the quarter ended (dollars in thousands):


	****	June 30,		****	March 31,		****	December 31,		****	September 30,		****	June 30,
		2021			2021			2020			2020			2020
Beginning Balance		$	2,344		$	2,773		$	4,159		$	4,397		$	4,444
Additions of foreclosed property			14			—			—			—			—
Valuation adjustments			—			—			(35)			—			—
Proceeds from sales			(572)			(419)			(1,357)			(254)			(55)
Gains (losses) from sales			(90)			(10)			6			16			8
Ending Balance		$	1,696		$	2,344		$	2,773		$	4,159		$	4,397

Past Due Loans

Past due loans still accruing interest totaled $25.1 million or 0.18% of total loans held for investment at June 30, 2021, compared to $36.0 million or 0.25% of total loans held for investment at March 31, 2021, and $40.5 million or 0.28% of total loans held for investment at June 30, 2020. Excluding the impact of the PPP loans^(1)^, past due loans still accruing interest were 0.20% of total adjusted loans held for investment at June 30, 2021, compared to 0.28% of total adjusted loans held for investment at March 31, 2021, and 0.32% of total adjusted loans held for investment at June 30, 2020. Of the total past due loans still accruing interest, $8.7 million or 0.06% of total loans held for investment were loans past due 90 days or more at June 30, 2021, compared to $9.8 million or 0.07% of total loans held for investment at March 31, 2021, and $19.3 million or 0.13% of total loans held for investment at June 30, 2020.

Net Charge-offs

Net charge-offs totaled $69,000 or less than 0.01% of total average loans (annualized) for the quarter ended June 30, 2021, compared to $1.2 million or 0.03% for the first quarter of 2021, and $3.3 million or 0.09% for the second quarter of 2020. Excluding the impact of the PPP loans^(1)^, net charge-offs for the second quarter of 2021 were less than 0.01% of total adjusted average loans on an annualized basis, compared to 0.04% for the first quarter of 2021, and 0.10% for the second quarter of 2020.

Provision for Credit Losses

For the quarter ended June 30, 2021, the Company recorded a negative provision for credit losses of $27.4 million, compared to a negative provision of credit losses of $13.6 million in the previous quarter, and which decreased $61.6 million compared to the provision for credit losses of $34.2 million recorded during the same quarter in 2020. The provision for credit losses for the second quarter of 2021 reflected a negative provision of $24.6 million in provision for loan losses and a negative provision of $2.8 million for unfunded commitments. The decrease in the provision for credit losses as compared to the same quarter in 2020 was driven by the benign credit impacts since the pandemic began, the significant recovery in the economy since last year, as well as the improvement in the economic forecast utilized in estimating the ACL as of June 30, 2021.

Allowance for Credit Losses

At June 30, 2021, the ACL was $128.3 million and included an allowance for loan and lease losses (“ALLL”) of $118.3 million and a reserve for unfunded commitments (“RUC”) of $10.0 million. The ACL at June 30, 2021 decreased $27.5 million from March 31, 2021, due to lower expected losses than previously estimated as a result of benign credit quality metrics to date and an improved economic outlook due to the roll-out of COVID-19 vaccines and the impact of government stimulus inclusive of PPP loan funding. The ACL as a percentage of total loans was 0.94% at June 30, 2021 and 1.09% at March 31, 2021. When excluding PPP loans^(1)^, which are 100% guaranteed by the SBA, the ACL as a percentage of total adjusted loans at June 30, 2021 decreased 22 basis points to 1.00% from the prior quarter.

At June 30, 2021, the ALLL decreased $24.7 million and the RUC decreased $2.8 million from March 31, 2021. The ALLL as a percentage of the total loan portfolio was 0.86% at June 30, 2021 and 1.00% at March 31, 2021. When excluding PPP loans^(1)^, which are 100% guaranteed by the SBA, the ALLL as a percentage of total adjusted loans decreased 20 basis points from the prior quarter to 0.92% at June 30, 2021. The ratio of the ALLL to nonaccrual loans was 324.9% at June 30, 2021, compared to 341.4% at March 31, 2021.

NONINTEREST INCOME

Noninterest income decreased $2.5 million to $28.5 million for the quarter ended June 30, 2021 from $31.0 million in the prior quarter, primarily driven by a $3.6 million decline in mortgage banking income driven by lower mortgage origination volumes and a decline in loan-related interest rate swap income of $433,000 due to lower transaction volumes. In addition, there was a decline in unrealized gains on equity method investments of approximately $1.1 million during the second quarter of 2021. These quarterly declines were partially offset by increases in several other non-interest income categories including, an increase in service charges on deposit accounts of $1.1 million related to service charges on deposit accounts, higher debit card interchange fees of $356,000, an increase in bank owned life insurance income of $944,000 primarily due to life insurance proceeds received during the quarter, and an increase in fiduciary and asset management fees of $344,000 due to growth in assets under management.

NONINTEREST EXPENSE

Noninterest expense decreased $19.9 million to $92.0 million for the quarter ended June 30, 2021 from $111.9 million in the prior quarter. The decreases in non-interest expense was primarily driven by the recognition of debt extinguishment costs of $14.7 million during the first quarter of 2021, resulting from the prepayment of $200.0 million in long-term

FHLB advances. Salaries and benefits declined by approximately $1.9 million primarily due to decreases in payroll related taxes, which are typically seasonally higher in the first quarter. Professional services declined $552,000 primarily due to legal fees and costs related to strategic projects recognized in the first quarter of 2021. In addition, noninterest expense decreased $1.3 million due to costs related to the Company’s closure of five branches in February 2021 recognized during the first quarter of 2021. OREO and related credit expenses declined from the first quarter of 2021 by approximately $795,000, primarily driven by gains of $930,000 on the sale of closed branches during the second quarter. These net reductions were offset by an increase of $694,000 in marketing and advertising expenses and an increase in technology and data processing of $315,000. Noninterest expense for the second quarter of 2021 also included approximately $200,000 in costs related to the Company’s response to the COVID-19 pandemic and approximately $250,000 in expenses related to PPP loan forgiveness processing incurred during the second quarter of 2021.

INCOME TAXES

The effective tax rate for the three months ended June 30, 2021 was 18.3%, compared to 16.8% for the three months ended March 31, 2021. The increase in the effective tax rate is primarily due to changes in the proportion of tax-exempt income to pre-tax income.

BALANCE SHEET

At June 30, 2021, total assets were $20.0 billion, an increase of $134.7 million or approximately 2.7% (annualized) from March 31, 2021, and an increase of $237.0 million or approximately 1.2% from June 30, 2020. The increase in assets from the prior quarter was primarily driven by an increase in cash and cash equivalents, as well as net growth in the investment securities portfolio. The increase in assets from the prior quarter was partially offset by a decrease in loans due to PPP loan forgiveness. The increase in assets from the prior year was primarily driven by net growth in the

investment securities portfolio and organic loan growth, partially offset by a decrease in loans due to PPP loan forgiveness.

At June 30, 2021, loans held for investment (net of deferred fees and costs) were $13.7 billion, including $859.4 million in PPP loans, a decrease of $574.4 million or 16.1% (annualized) from March 31, 2021, and average loans decreased $92.2 million or 2.6% (annualized) from the prior quarter. Excluding the effects of the PPP^(1)^, loans held for investment (net of deferred fees and costs) increased $79.0 million or 2.5% (annualized) from March 31, 2021, and average loans increased $29.5 million or 0.9% (annualized) from the prior quarter. Loans held for investment (net of deferred fees and costs) decreased $610.7 million or 4.3% from June 30, 2020, while quarterly average loans increased $14.2 million or 0.1% from the same period in the prior year. Excluding the effects of the PPP^(1)^, loans held for investment (net of deferred fees and costs) at June 30, 2021 increased $128.6 million or 1.0% from the same period in the prior year, and quarterly average loans during the second quarter of 2021 increased $100.5 million or 0.8% from the same period in the prior year. In addition to an insignificant amount of PPP loan payoffs, the Company processed approximately $705.0 million of loan forgiveness on approximately 5,000 PPP loans during the second quarter of 2021, in addition to $165.0 million of loan forgiveness on approximately 2,500 PPP loans during the first quarter of 2021.

At June 30, 2021, total deposits were $16.7 billion, an increase of $361.2 million or approximately 8.9% (annualized) from March 31, 2021, and average deposits increased $425.9 million or 10.6% (annualized) from the prior quarter. Deposits increased $1.1 billion or 6.8% from June 30, 2020, and quarterly average deposits increased $1.5 billion or 10.3% from the same period in the prior year. The increases in deposits from the prior quarter and prior year were primarily due to the impact of PPP loan related deposits and government stimulus actions.

The following table shows the Company’s capital ratios at the quarters ended:


	****	June 30,	****	March 31,	****	June 30,	****
		2021		2020		2020	****
Common equity Tier 1 capital ratio ^(2)^		10.56	%	10.56	%	9.88	%
Tier 1 capital ratio ^(2)^		11.67	%	11.70	%	11.03	%
Total capital ratio ^(2)^		14.05	%	14.25	%	13.81	%
Leverage ratio (Tier 1 capital to average assets) ^(2)^		9.20	%	9.18	%	8.82	%
Common equity to total assets		12.91	%	12.81	%	12.41	%
Tangible common equity to tangible assets ^(1)^		8.40	%	8.24	%	7.74	%

^(2)^ All ratios at June 30, 2021 are estimates and subject to change pending the Company’s filing of its FR Y9-C. All other periods are presented as filed.

During the second quarter of 2021, the Company declared and paid cash dividends of $0.28 per common share, an increase of $0.03, or approximately 12.0%, compared to both the first quarter of 2021 and the second quarter of 2020. During the second quarter of 2021, the Company also declared and paid a quarterly dividend on the outstanding shares of Series A Preferred Stock of $171.88 per share (equivalent to $0.43 per outstanding depositary share).

On May 4, 2021, the Company’s Board of Directors authorized the Repurchase Program to purchase up to $125 million worth of the Company’s common stock in open market transactions or privately negotiated transactions, including pursuant to a trading plan in accordance with Rule 10b5-1 and/or Rule 10b-18 under the Exchange Act. The Repurchase Program expires on June 30, 2022 and replaced the prior repurchase program that was due to expire on June 30, 2021. As part of the Repurchase Program, 1.1 million shares (or $42.3 million) were repurchased during the quarter ended June 30, 2021. As of June 30, 2021, the Company is authorized to repurchase approximately $82.7 million of the Company’s common stock.

^(1)^ These are financial measures not calculated in accordance with GAAP. For a reconciliation of these non-GAAP financial measures, see Alternative Performance Measures (non-GAAP) section of the Key Financial Results.

ABOUT ATLANTIC UNION BANKSHARES CORPORATION

Headquartered in Richmond, Virginia, Atlantic Union Bankshares Corporation (Nasdaq: AUB) is the holding company for Atlantic Union Bank. Atlantic Union Bank has 129 branches and approximately 150 ATMs located throughout Virginia, and in portions of Maryland and North Carolina. Certain non-bank financial services affiliates of Atlantic

Union Bank include: Atlantic Union Equipment Finance, Inc., which provides equipment financing; Old Dominion Capital Management, Inc., and its subsidiary, Outfitter Advisors, Ltd., and Dixon, Hubard, Feinour, & Brown, Inc., which provide investment advisory services; Atlantic Union Financial Consultants, LLC, which provides brokerage services; and Union Insurance Group, LLC, which offers various lines of insurance products.

SECOND QUARTER 2021 EARNINGS RELEASE CONFERENCE CALL

The Company will hold a conference call and webcast for analysts on Thursday, July 22, 2021 at 9:00 a.m. Eastern Time during which management will review the second quarter 2021 financial results and provide an update on recent activities. Interested parties may participate in the call toll-free by dialing (866) 220-4170; international callers wishing to participate may do so by dialing (864) 663-5235. The conference ID number is 2240959. Management will conduct a listen-only webcast with accompanying slides, which can be found at: https://edge.media-server.com/mmc/p/e3ix8xvr.

A replay of the webcast, and the accompanying slides, will be available on the Company’s website for 90 days at: https://investors.atlanticunionbank.com/.

NON-GAAP FINANCIAL MEASURES

In reporting the results as of and for the periods ended June 30, 2021, the Company has provided supplemental performance measures on a tax-equivalent, tangible, operating, adjusted or pre-tax pre-provision basis. These non-GAAP financial measures are a supplement to GAAP, which is used to prepare the Company’s financial statements, and should not be considered in isolation or as a substitute for comparable measures calculated in accordance with GAAP. In addition, the Company’s non-GAAP financial measures may not be comparable to non-GAAP financial measures of other companies. The Company uses the non-GAAP financial measures discussed herein in its analysis of the Company’s performance. The Company’s management believes that these non-GAAP financial measures provide additional understanding of ongoing operations, enhance comparability of results of operations with prior periods and show the effects of significant gains and charges in the periods presented without the impact of items or events that may obscure trends in the Company’s underlying performance. For a reconciliation of these measures to their most directly comparable GAAP measures and additional information about these non-GAAP financial measures, see Alternative Performance Measures (non-GAAP) section of the Key Financial Results.

FORWARD-LOOKING STATEMENTS

Certain statements in this press release may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements, including without limitation, statements made in Mr. Asbury’s quotes are statements that include, projections, predictions, expectations, or beliefs about future events or results that are not statements of historical fact. Such forward-looking statements are based on various assumptions as of the time they are made, and are inherently subject to known and unknown risks, uncertainties, and other factors, some of which cannot be predicted or quantified, that may cause actual results, performance, or achievements to be materially different from those expressed or implied by such forward-looking statements. Forward-looking statements are often accompanied by words that convey projected future events or outcomes such as “expect,” “believe,” “estimate,” “plan,” “project,” “anticipate,” “intend,” “will,” “may,” “view,” “opportunity,” “potential,” or words of similar meaning or other statements concerning opinions or judgment of the Company and its management about future events. Although the Company believes that its expectations with respect to forward-looking statements are based upon reasonable assumptions within the bounds of its existing knowledge of its business and operations, there can be no assurance that actual results, performance, or achievements of, or trends affecting, the Company will not differ materially from any projected future results, performance, or achievements expressed or implied by such forward-looking statements. Actual future results, performance, achievements or trends may differ materially from historical results or those anticipated depending on a variety of factors, including, but not limited to the effects of or changes in:

●	changes in interest rates;
●	general economic and financial market conditions, in the United States generally and particularly in the markets in which the Company operates and which its loans are concentrated, including the effects of declines in real estate values, an increase in unemployment levels and slowdowns in economic growth, including as a result of COVID-19;
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●	the quality or composition of the loan or investment portfolios and changes therein;
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●	demand for loan products and financial services in the Company’s market area;
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●	the Company’s ability to manage its growth or implement its growth strategy;
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●	the effectiveness of expense reduction plans;
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●	the introduction of new lines of business or new products and services;
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●	the Company’s ability to recruit and retain key employees;
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●	the incremental cost and/or decreased revenues associated with exceeding $10 billion in assets;
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●	real estate values in the Bank’s lending area;
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●	an insufficient ACL;
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●	changes in accounting principles;
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●	the Company’s liquidity and capital positions;
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●	concentrations of loans secured by real estate, particularly commercial real estate;
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●	the effectiveness of the Company’s credit processes and management of the Company’s credit risk;
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●	the Company’s ability to compete in the market for financial services and increased competition from fintech companies;
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●	technological risks and developments, and cyber threats, attacks, or events;
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●	the potential adverse effects of unusual and infrequently occurring events, such as weather-related disasters, terrorist acts or public health events (such as COVID-19), and of governmental and societal responses thereto; these potential adverse effects may include, without limitation, adverse effects on the ability of the Company's borrowers to satisfy their obligations to the Company, on the value of collateral securing loans, on the demand for the Company's loans or its other products and services, on supply chains and methods used to distribute products and services, on incidents of cyberattack and fraud, on the Company’s liquidity or capital positions, on risks posed by reliance on third-party service providers, on other aspects of the Company's business operations and on financial markets and economic growth;
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●	the effect of steps the Company takes in response to COVID-19, the severity and duration of the pandemic, the uncertainty regarding new variants of COVID-19 that have emerged, the speed and efficacy of vaccine and treatment developments, the impact of loosening or tightening of government restrictions, the pace of recovery when the pandemic subsides and the heightened impact it has on many of the risks described herein;
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●	the discontinuation of LIBOR and its impact on the financial markets, and the Company’s ability to manage operational, legal and compliance risks related to the discontinuation of LIBOR and implementation of one or more alternate reference rates,
---	---
●	performance by the Company’s counterparties or vendors;
---	---
●	deposit flows;
---	---
●	the availability of financing and the terms thereof;
---	---
●	the level of prepayments on loans and mortgage-backed securities;
---	---
●	legislative or regulatory changes and requirements, including the impact of the CARES Act, as amended by the CAA, and other legislative and regulatory reactions to COVID-19;
---	---
●	potential claims, damages, and fines related to litigation or government actions, including litigation or actions arising from the Company’s participation in and administration of programs related to COVID-19, including, among other things, the CARES Act, as amended by the CAA;
---	---
●	the effects of changes in federal, state or local tax laws and regulations;
---	---
●	monetary and fiscal policies of the U.S. government, including policies of the U.S. Department of the Treasury and the Federal Reserve;
---	---
●	changes to applicable accounting principles and guidelines; and
---	---
●	other factors, many of which are beyond the control of the Company.
---	---

Please refer to the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 and related disclosures in other filings, which have been filed with the SEC and are available on the SEC’s website at www.sec.gov. All of the forward-looking statements made in this press release are expressly qualified by the cautionary statements contained or referred to herein. The actual results or developments anticipated may not be realized or, even if substantially realized, they may not have the expected consequences to or effects on the Company or its businesses or operations. Readers are cautioned not to rely too heavily on the forward-looking statements contained in this press release. Forward-looking statements speak only as of the date they are made and the Company does not undertake any obligation to update, revise or clarify these forward-looking statements, whether as a result of new information, future events or otherwise.

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

KEY FINANCIAL RESULTS

(Dollars in thousands, except share data)


		As of & For Three Months Ended									As of & For Six Months Ended
	****	06/30/21		****	03/31/21		****	06/30/20		****	06/30/21			06/30/20
Results of Operations		(unaudited)			(unaudited)			(unaudited)			(unaudited)			(unaudited)
Interest and dividend income		$	150,852		$	147,673		$	162,867		$	298,525		$	334,193
Interest expense			10,304			12,775			25,562			23,079			61,880
Net interest income			140,548			134,898			137,305			275,446			272,313
Provision for credit losses			(27,414)			(13,624)			34,200			(41,037)			94,396
Net interest income after provision for credit losses			167,962			148,522			103,105			316,483			177,917
Noninterest income			28,466			30,985			35,932			59,451			64,838
Noninterest expenses			91,971			111,937			102,814			203,908			198,459
Income before income taxes			104,457			67,570			36,223			172,026			44,296
Income tax expense			19,073			11,381			5,514			30,453			6,498
Net income			85,384			56,189			30,709			141,573			37,798
Dividends on preferred stock			2,967			2,967			—			5,934			—
Net income available to common shareholders		$	82,417		$	53,222		$	30,709		$	135,639		$	37,798

Interest earned on earning assets (FTE) ^(1)^		$	153,996		$	150,726		$	165,672		$	304,722		$	339,755
Net interest income (FTE) ^(1)^			143,692			137,951			140,110			281,643			277,875
Total revenue (FTE) ^(1)^			172,158			168,936			176,042			341,094			342,713
Pre-tax pre-provision adjusted operating earnings ^(8)^			77,043			68,563			70,390			145,606			138,492

Key Ratios
Earnings per common share, diluted		$	1.05		$	0.67		$	0.39		$	1.72		$	0.48
Return on average assets (ROA)			1.72	%		1.16	%		0.64	%		1.44	%		0.41	%
Return on average equity (ROE)			12.46	%		8.38	%		4.96	%		10.44	%		3.06	%
Return on average tangible common equity (ROTCE) ^(2) (3)^			21.44	%		14.58	%		9.46	%		18.06	%		6.13	%
Efficiency ratio			54.42	%		67.48	%		59.35	%		60.89	%		58.86	%
Net interest margin			3.15	%		3.09	%		3.23	%		3.12	%		3.35	%
Net interest margin (FTE) ^(1)^			3.23	%		3.16	%		3.29	%		3.19	%		3.42	%
Yields on earning assets (FTE) ^(1)^			3.46	%		3.46	%		3.90	%		3.46	%		4.18	%
Cost of interest-bearing liabilities			0.35	%		0.43	%		0.84	%		0.39	%		1.03	%
Cost of deposits			0.18	%		0.23	%		0.53	%		0.20	%		0.68	%
Cost of funds			0.23	%		0.30	%		0.61	%		0.27	%		0.76	%

Operating Measures^(4)^
Adjusted operating earnings		$	85,384		$	67,736		$	30,682		$	153,120		$	37,640
Adjusted operating earnings available to common shareholders			82,417			64,769			30,682			147,186			37,640
Adjusted operating earnings per common share, diluted		$	1.05		$	0.82		$	0.39		$	1.87		$	0.48
Adjusted operating ROA			1.72	%		1.40	%		0.64	%		1.56	%		0.41	%
Adjusted operating ROE			12.46	%		10.10	%		4.96	%		11.29	%		3.04	%
Adjusted operating ROTCE ^(2) (3)^			21.44	%		17.58	%		9.46	%		19.54	%		6.11	%
Adjusted operating efficiency ratio (FTE) ^(1)(7)^			51.35	%		55.38	%		53.28	%		53.34	%		54.04	%

Per Share Data
Earnings per common share, basic		$	1.05		$	0.67		$	0.39		$	1.72		$	0.48
Earnings per common share, diluted			1.05			0.67			0.39			1.72			0.48
Cash dividends paid per common share			0.28			0.25			0.25			0.53			0.50
Market value per share			36.22			38.36			23.16			36.22			23.16
Book value per common share			33.30			32.37			31.32			33.30			31.32
Tangible book value per common share ^(2)^			20.59			19.78			18.54			20.59			18.54
Price to earnings ratio, diluted			8.60			14.12			14.77			10.44			23.99
Price to book value per common share ratio			1.09			1.19			0.74			1.09			0.74
Price to tangible book value per common share ratio ^(2)^			1.76			1.94			1.25			1.76			1.25
Weighted average common shares outstanding, basic			78,819,697			78,863,468			78,711,765			78,841,462			79,001,058
Weighted average common shares outstanding, diluted			78,843,724			78,884,235			78,722,690			78,863,859			79,020,036
Common shares outstanding at end of period			77,928,948			79,006,331			78,713,056			77,928,948			78,713,056


		As of & For Three Months Ended									As of & For Six Months Ended
	****	06/30/21		****	03/31/21		****	06/30/20		****	06/30/21			06/30/20		****
Capital Ratios		(unaudited)			(unaudited)			(unaudited)			(unaudited)			(unaudited)
Common equity Tier 1 capital ratio ^(5)^			10.56	%		10.56	%		9.88	%		10.56	%		9.88	%
Tier 1 capital ratio ^(5)^			11.67	%		11.70	%		11.03	%		11.67	%		11.03	%
Total capital ratio ^(5)^			14.05	%		14.25	%		13.81	%		14.05	%		13.81	%
Leverage ratio (Tier 1 capital to average assets) ^(5)^			9.20	%		9.18	%		8.82	%		9.20	%		8.82	%
Common equity to total assets			12.91	%		12.81	%		12.41	%		12.91	%		12.41	%
Tangible common equity to tangible assets ^(2)^			8.40	%		8.24	%		7.74	%		8.40	%		7.74	%

Financial Condition
Assets		$	19,989,356		$	19,854,612		$	19,752,317		$	19,989,356		$	19,752,317
Loans held for investment, net			13,697,929			14,272,280			14,308,646			13,697,929			14,308,646
Securities			3,491,669			3,317,442			2,672,557			3,491,669			2,672,557
Earning Assets			17,824,283			17,889,174			17,680,876			17,824,283			17,680,876
Goodwill			935,560			935,560			935,560			935,560			935,560
Amortizable intangibles, net			49,917			53,471			65,105			49,917			65,105
Deposits			16,659,219			16,298,017			15,605,139			16,659,219			15,605,139
Borrowings			380,079			563,600			1,125,030			380,079			1,125,030
Stockholders' equity			2,747,597			2,709,732			2,618,226			2,747,597			2,618,226
Tangible common equity ^(2)^			1,595,763			1,554,344			1,451,197			1,595,763			1,451,197

Loans held for investment, net of deferred fees and costs
Construction and land development		$	838,722		$	884,303		$	1,247,939		$	838,722		$	1,247,939
Commercial real estate - owner occupied			2,069,658			2,083,155			2,067,087			2,069,658			2,067,087
Commercial real estate - non-owner occupied			3,712,607			3,671,471			3,455,125			3,712,607			3,455,125
Multifamily real estate			860,081			842,906			717,719			860,081			717,719
Commercial & Industrial			2,990,622			3,599,884			3,555,971			2,990,622			3,555,971
Residential 1-4 Family - Commercial			637,485			658,051			715,384			637,485			715,384
Residential 1-4 Family - Consumer			823,355			816,916			841,051			823,355			841,051
Residential 1-4 Family - Revolving			559,014			563,786			627,765			559,014			627,765
Auto			411,073			406,349			380,053			411,073			380,053
Consumer			195,036			215,711			311,362			195,036			311,362
Other Commercial			600,276			529,748			389,190			600,276			389,190
Total loans held for investment		$	13,697,929		$	14,272,280		$	14,308,646		$	13,697,929		$	14,308,646

Deposits
NOW accounts		$	3,777,540		$	3,612,135		$	3,618,523		$	3,777,540		$	3,618,523
Money market accounts			4,450,724			4,244,092			4,158,325			4,450,724			4,158,325
Savings accounts			1,032,171			991,418			824,164			1,032,171			824,164
Time deposits of $250,000 and over			566,180			619,040			689,693			566,180			689,693
Other time deposits			1,610,032			1,764,933			1,968,474			1,610,032			1,968,474
Time deposits			2,176,212			2,383,973			2,658,167			2,176,212			2,658,167
Total interest-bearing deposits		$	11,436,647		$	11,231,618		$	11,259,179		$	11,436,647		$	11,259,179
Demand deposits			5,222,572			5,066,399			4,345,960			5,222,572			4,345,960
Total deposits		$	16,659,219		$	16,298,017		$	15,605,139		$	16,659,219		$	15,605,139

Averages
Assets		$	19,922,978		$	19,686,854		$	19,157,238		$	19,805,569		$	18,358,579
Loans held for investment, net			13,971,939			14,064,123			13,957,711			14,017,777			13,275,817
Loans held for sale			36,790			63,022			56,846			49,834			53,783
Securities			3,420,329			3,209,377			2,648,967			3,315,435			2,635,202
Earning assets			17,868,938			17,692,095			17,106,132			17,781,005			16,334,901
Deposits			16,500,541			16,074,650			14,960,386			16,288,772			14,153,621
Time deposits			2,270,217			2,490,432			2,667,268			2,379,716			2,711,384
Interest-bearing deposits			11,446,768			11,491,129			10,941,368			11,468,826			10,681,393
Borrowings			399,855			574,678			1,344,994			486,784			1,395,539
Interest-bearing liabilities			11,846,623			12,065,807			12,286,362			11,955,610			12,076,932
Stockholders' equity			2,747,864			2,719,941			2,489,969			2,733,980			2,487,807
Tangible common equity ^(2)^			1,594,311			1,562,575			1,446,948			1,578,531			1,462,875


		As of & For Three Months Ended									As of & For Six Months Ended
	****	06/30/21		****	03/31/21		****	06/30/20		****	06/30/21			06/30/20		****
Asset Quality		(unaudited)			(unaudited)			(unaudited)			(unaudited)			(unaudited)
Allowance for Credit Losses (ACL)
Beginning balance, Allowance for loan and lease losses (ALLL)		$	142,911		$	160,540		$	141,043		$	160,540		$	42,294
Add: Day 1 impact from adoption of CECL			—			—			—			—			47,484
Add: Recoveries			1,876			2,469			1,411			4,345			3,571
Less: Charge-offs			1,945			3,641			4,677			5,586			11,828
Add: Provision for loan losses			(24,581)			(16,457)			32,200			(41,038)			88,456
Ending balance, ALLL		$	118,261		$	142,911		$	169,977		$	118,261		$	169,977

Beginning balance, Reserve for unfunded commitment (RUC)		$	12,833		$	10,000		$	9,000		$	10,000		$	900
Add: Day 1 impact from adoption of CECL			—			—			—			—			4,160
Add: Provision for unfunded commitments			(2,833)			2,833			2,000			—			5,940
Ending balance, RUC		$	10,000		$	12,833		$	11,000		$	10,000		$	11,000
Total ACL		$	128,261		$	155,744		$	180,977		$	128,261		$	180,977

ACL / total outstanding loans			0.94	%		1.09	%		1.26	%		0.94	%		1.26	%
ACL / total adjusted loans^(9)^			1.00	%		1.22	%		1.42	%		1.00	%		1.42	%
ALLL / total outstanding loans			0.86	%		1.00	%		1.19	%		0.86	%		1.19	%
ALLL / total adjusted loans^(9)^			0.92	%		1.12	%		1.34	%		0.92	%		1.34	%
Net charge-offs / total average loans			0.00	%		0.03	%		0.09	%		0.02	%		0.13	%
Net charge-offs / total adjusted average loans^(9)^			0.00	%		0.04	%		0.10	%		0.02	%		0.14	%
Provision for loan losses/ total average loans			(0.71)	%		(0.47)	%		0.93	%		(0.59)	%		1.34	%
Provision for loan losses/ total adjusted average loans^(9)^			(0.77)	%		(0.52)	%		1.02	%		(0.65)	%		1.48	%
	`
Nonperforming Assets ^(6)^
Construction and land development		$	2,685		$	2,637		$	3,977		$	2,685		$	3,977
Commercial real estate - owner occupied			6,969			7,016			8,924			6,969			8,924
Commercial real estate - non-owner occupied			3,026			1,958			1,877			3,026			1,877
Multifamily real estate			113			—			33			113			33
Commercial & Industrial			1,908			2,023			2,708			1,908			2,708
Residential 1-4 Family - Commercial			4,200			9,190			5,784			4,200			5,784
Residential 1-4 Family - Consumer			13,489			14,770			12,029			13,489			12,029
Residential 1-4 Family - Revolving			3,726			3,853			3,626			3,726			3,626
Auto			179			303			584			179			584
Consumer			104			116			81			104			81
Other Commercial			—			—			1			—			1
Nonaccrual loans		$	36,399		$	41,866		$	39,624		$	36,399		$	39,624
Foreclosed property			1,696			2,344			4,397			1,696			4,397
Total nonperforming assets (NPAs)		$	38,095		$	44,210		$	44,021		$	38,095		$	44,021
Construction and land development		$	186		$	189		$	473		$	186		$	473
Commercial real estate - owner occupied			2,276			3,180			7,851			2,276			7,851
Commercial real estate - non-owner occupied			827			817			878			827			878
Multifamily real estate			—			—			366			—			366
Commercial & Industrial			1,088			654			178			1,088			178
Residential 1-4 Family - Commercial			759			576			578			759			578
Residential 1-4 Family - Consumer			2,725			3,041			5,099			2,725			5,099
Residential 1-4 Family - Revolving			561			917			1,995			561			1,995
Auto			168			154			181			168			181
Consumer			156			248			1,157			156			1,157
Other Commercial			—			—			499			—			499
Loans ≥ 90 days and still accruing		$	8,746		$	9,776		$	19,255		$	8,746		$	19,255
Total NPAs and loans ≥ 90 days		$	46,841		$	53,986		$	63,276		$	46,841		$	63,276
NPAs / total outstanding loans			0.28	%		0.31	%		0.31	%		0.28	%		0.31	%
NPAs / total adjusted loans^(9)^			0.30	%		0.35	%		0.35	%		0.30	%		0.35	%
NPAs / total assets			0.19	%		0.22	%		0.22	%		0.19	%		0.22	%
ALLL / nonaccrual loans			324.90	%		341.35	%		428.97	%		324.90	%		428.97	%
ALLL/ nonperforming assets			310.44	%		323.25	%		386.13	%		310.44	%		386.13	%


		As of & For Three Months Ended									As of & For Six Months Ended
	****	06/30/21		****	03/31/21		****	06/30/20		****	06/30/21			06/30/20		****
Past Due Detail ^(6)^		(unaudited)			(unaudited)			(unaudited)			(unaudited)			(unaudited)
Construction and land development		$	798		$	865		$	1,683		$	798		$	1,683
Commercial real estate - owner occupied			1,450			3,426			1,679			1,450			1,679
Commercial real estate - non-owner occupied			1,501			1,055			930			1,501			930
Multifamily real estate			156			187			—			156			—
Commercial & Industrial			948			3,086			1,602			948			1,602
Residential 1-4 Family - Commercial			710			1,803			480			710			480
Residential 1-4 Family - Consumer			764			6,831			1,229			764			1,229
Residential 1-4 Family - Revolving			919			1,397			1,924			919			1,924
Auto			1,333			1,035			1,176			1,333			1,176
Consumer			545			595			844			545			844
Other Commercial			375			407			456			375			456
Loans 30-59 days past due		$	9,499		$	20,687		$	12,003		$	9,499		$	12,003
Construction and land development		$	310		$	473		$	294		$	310		$	294
Commercial real estate - owner occupied			2,008			514			430			2,008			430
Commercial real estate - non-owner occupied			78			1,413			369			78			369
Multifamily real estate			—			81			—			—			—
Commercial & Industrial			1,733			613			296			1,733			296
Residential 1-4 Family - Commercial			565			798			2,105			565			2,105
Residential 1-4 Family - Consumer			992			808			3,817			992			3,817
Residential 1-4 Family - Revolving			678			284			1,048			678			1,048
Auto			165			165			290			165			290
Consumer			297			314			561			297			561
Other Commercial			—			88			—			—			—
Loans 60-89 days past due		$	6,826		$	5,551		$	9,210		$	6,826		$	9,210

Past Due and still accruing		$	25,071		$	36,014		$	40,468		$	25,071		$	40,468
Past Due and still accruing / total loans			0.18	%		0.25	%		0.28	%		0.18	%		0.28	%
Past Due and still accruing / total adjusted loans^(9)^			0.20	%		0.28	%		0.32	%		0.20	%		0.32	%

Troubled Debt Restructurings
Performing		$	13,053		$	13,670		$	15,303		$	13,053		$	15,303
Nonperforming			6,231			6,058			5,042			6,231			5,042
Total troubled debt restructurings		$	19,284		$	19,728		$	20,345		$	19,284		$	20,345

Alternative Performance Measures (non-GAAP)
Net interest income (FTE) ^(1)^
Net interest income (GAAP)		$	140,548		$	134,898		$	137,305		$	275,446		$	272,313
FTE adjustment			3,144			3,053			2,805			6,197			5,562
Net interest income (FTE) (non-GAAP)^^		$	143,692		$	137,951		$	140,110		$	281,643		$	277,875
Noninterest income (GAAP)			28,466			30,985			35,932			59,451			64,838
Total revenue (FTE) (non-GAAP)		$	172,158		$	168,936		$	176,042		$	341,094		$	342,713

Average earning assets		$	17,868,938		$	17,692,095		$	17,106,132		$	17,781,005		$	16,334,901
Net interest margin			3.15	%		3.09	%		3.23	%		3.12	%		3.35	%
Net interest margin (FTE)			3.23	%		3.16	%		3.29	%		3.19	%		3.42	%

Tangible Assets ^(2)^
Ending assets (GAAP)		$	19,989,356		$	19,854,612		$	19,752,317		$	19,989,356		$	19,752,317
Less: Ending goodwill			935,560			935,560			935,560			935,560			935,560
Less: Ending amortizable intangibles			49,917			53,471			65,105			49,917			65,105
Ending tangible assets (non-GAAP)		$	19,003,879		$	18,865,581		$	18,751,652		$	19,003,879		$	18,751,652

Tangible Common Equity ^(2)^
Ending equity (GAAP)		$	2,747,597		$	2,709,732		$	2,618,226		$	2,747,597		$	2,618,226
Less: Ending goodwill			935,560			935,560			935,560			935,560			935,560
Less: Ending amortizable intangibles			49,917			53,471			65,105			49,917			65,105
Less: Perpetual preferred stock			166,357			166,357			166,364			166,357			166,364
Ending tangible common equity (non-GAAP)		$	1,595,763		$	1,554,344		$	1,451,197		$	1,595,763		$	1,451,197

Average equity (GAAP)		$	2,747,864		$	2,719,941		$	2,489,969		$	2,733,980		$	2,487,807
Less: Average goodwill			935,560			935,560			935,560			935,560			935,560
Less: Average amortizable intangibles			51,637			55,450			67,136			53,533			69,210
Less: Average perpetual preferred stock			166,356			166,356			40,325			166,356			20,162
Average tangible common equity (non-GAAP)		$	1,594,311		$	1,562,575		$	1,446,948		$	1,578,531		$	1,462,875

ROTCE **** ^(2)(3)^
Net income available to common shareholders (GAAP)		$	82,417		$	53,222		$	30,709		$	135,639		$	37,798
Plus: Amortization of intangibles, tax effected			2,819			2,947			3,336			5,765			6,813
Net income available to common shareholders before amortization of intangibles (non-GAAP)		$	85,236		$	56,169		$	34,045		$	141,404		$	44,611

Return on average tangible common equity (ROTCE) ^(2) (3)^			21.44	%		14.58	%		9.46	%		18.06	%		6.13	%


		As of & For Three Months Ended									As of & For Six Months Ended
	****	06/30/21		****	03/31/21		****	06/30/20		****	06/30/21			06/30/20		****
		(unaudited)			(unaudited)			(unaudited)			(unaudited)			(unaudited)
Operating Measures^(4)^
Net income (GAAP)		$	85,384		$	56,189		$	30,709		$	141,573		$	37,798
Plus: Net loss related to balance sheet repositioning, net of tax			—			11,609			8,141			11,609			9,539
Less: Gain on sale of securities, net of tax			—			62			8,168			62			9,697
Adjusted operating earnings (non-GAAP)			85,384			67,736			30,682			153,120			37,640
Less: Dividends on preferred stock			2,967			2,967			—			5,934			—
Adjusted operating earnings available to common shareholders (non-GAAP)		$	82,417		$	64,769		$	30,682		$	147,186		$	37,640

Noninterest expense (GAAP)		$	91,971		$	111,937		$	102,814		$	203,908		$	198,459
Less: Amortization of intangible assets			3,568			3,730			4,223			7,298			8,624
Less: Losses related to balance sheet repositioning			—			14,695			10,306			14,695			10,306
Adjusted operating noninterest expense (non-GAAP)		$	88,403		$	93,512		$	88,285		$	181,915		$	179,529

Noninterest income (GAAP)		$	28,466		$	30,985		$	35,932		$	59,451		$	64,838
Less: Losses related to balance sheet repositioning			—			—			—			—			(1,769)
Less: Gain on sale of securities			—			78			10,339			78			12,275
Adjusted operating noninterest income (non-GAAP)		$	28,466		$	30,907		$	25,593		$	59,373		$	54,332

Net interest income (FTE) (non-GAAP)^(1)^		$	143,692		$	137,951		$	140,110		$	281,643		$	277,875
Adjusted operating noninterest income (non-GAAP)			28,466			30,907			25,593			59,373			54,332
Total adjusted revenue (FTE) (non-GAAP) ^(1)^		$	172,158		$	168,858		$	165,703		$	341,016		$	332,207

Efficiency ratio			54.42	%		67.48	%		59.35	%		60.89	%		58.86	%
Adjusted operating efficiency ratio (FTE) ^(1)(7)^			51.35	%		55.38	%		53.28	%		53.34	%		54.04	%

Operating ROTCE ^(2)(3)(4)^
Adjusted operating earnings available to common shareholders (non-GAAP)		$	82,417		$	64,769		$	30,682		$	147,186		$	37,640
Plus: Amortization of intangibles, tax effected			2,819			2,947			3,336			5,765			6,813
Adjusted operating earnings available to common shareholders before amortization of intangibles (non-GAAP)		$	85,236		$	67,716		$	34,018		$	152,951		$	44,453

Average tangible common equity (non-GAAP)		$	1,594,311		$	1,562,575		$	1,446,948		$	1,578,531		$	1,462,875
Adjusted operating return on average tangible common equity (non-GAAP)			21.44	%		17.58	%		9.46	%		19.54	%		6.11	%

Pre-tax pre-provision adjusted operating earnings ^(8)^
Net income (GAAP)		$	85,384		$	56,189		$	30,709		$	141,573		$	37,798
Plus: Provision for credit losses			(27,414)			(13,624)			34,200			(41,037)			94,396
Plus: Income tax expense			19,073			11,381			5,514			30,453			6,498
Plus: Net loss related to balance sheet repositioning			—			14,695			10,306			14,695			12,075
Less: Gain on sale of securities			—			78			10,339			78			12,275
Pre-tax pre-provision adjusted operating earnings (non-GAAP)		$	77,043		$	68,563		$	70,390		$	145,606		$	138,492

Weighted average common shares outstanding, diluted			78,843,724			78,884,235			78,722,690			78,863,859			79,020,036
Pre-tax pre-provision earnings per share, diluted		$	0.98		$	0.87		$	0.89		$	1.85		$	1.75

Adjusted Loans ^(9)^
Loans held for investment (net of deferred fees and costs)(GAAP)		$	13,697,929		$	14,272,280		$	14,308,646		$	13,697,929		$	14,308,646
Less: PPP adjustments (net of deferred fees and costs)			859,386			1,512,714			1,598,718			859,386			1,598,718
Total adjusted loans (non-GAAP)		$	12,838,543		$	12,759,566		$	12,709,928		$	12,838,543		$	12,709,928

Average loans held for investment (net of deferred fees and costs)(GAAP)		$	13,971,939		$	14,064,123		$	13,957,711		$	14,017,777		$	13,275,817
Less: Average PPP adjustments (net of deferred fees and costs)			1,187,641			1,309,326			1,273,883			1,248,147			1,273,883
Total adjusted average loans (non-GAAP)		$	12,784,298		$	12,754,797		$	12,683,828		$	12,769,630		$	12,001,934


		As of & For Three Months Ended									As of & For Six Months Ended
	****	06/30/21		****	03/31/21		****	06/30/20		****	06/30/21			06/30/20
		(unaudited)			(unaudited)			(unaudited)			(unaudited)			(unaudited)
Mortgage Origination Held for Sale Volume ^(10)^
Refinance Volume		$	73,330		$	118,918		$	121,389		$	192,248		$	178,424
Purchase Volume			88,747			67,957			61,131			156,704			114,681
Total Mortgage loan originations held for sale		$	162,077		$	186,875		$	182,520		$	348,952		$	293,105
% of originations held for sale that are refinances			45.2	%		63.6	%		66.5	%		55.1	%		60.9	%

Wealth
Assets under management ("AUM")		$	6,396,010		$	6,056,475		$	5,271,288		$	6,396,010		$	5,271,288

Other Data
End of period full-time employees			1,884			1,869			1,973			1,884			1,973
Number of full-service branches			129			129			149			129			149
Number of automatic transaction machines ("ATMs")			149			153			169			149			169

(1)	These are non-GAAP financial measures. Net interest income (FTE) and total adjusted revenue (FTE), which are used in computing net interest margin (FTE) and adjusted operating efficiency ratio (FTE), respectively, provide valuable additional insight into the net interest margin and the efficiency ratio by adjusting for differences in tax treatment of interest income sources. The entire FTE adjustment is attributable to interest income on earning assets, which is used in computing yield on earning assets. Interest expense and the related cost of interest-bearing liabilities and cost of funds ratios are not affected by the FTE components.
(2)	These are non-GAAP financial measures. Tangible assets and tangible common equity are used in the calculation of certain profitability, capital, and per share ratios. The Company believes tangible assets, tangible common equity and the related ratios are meaningful measures of capital adequacy because they provide a meaningful base for period-to-period and company-to-company comparisons, which the Company believes will assist investors in assessing the capital of the Company and its ability to absorb potential losses.
---	---
(3)	These are non-GAAP financial measures. The Company believes that ROTCE is a meaningful supplement to GAAP financial measures and useful to investors because it measures the performance of a business consistently across time without regard to whether components of the business were acquired or developed internally.
---	---
(4)	These are non-GAAP financial measures. Adjusted operating measures exclude the gains or losses related to balance sheet repositioning (principally composed of gains and losses on debt extinguishment) and gains or losses on sale of securities. The Company believes these non-GAAP adjusted measures provide investors with important information about the combined economic results of the organization’s operations.
---	---
(5)	All ratios at June 30, 2021 are estimates and subject to change pending the Company’s filing of its FR Y9-C. All other periods are presented as filed.
---	---
(6)	These balances reflect the impact of the CARES Act and the Joint Guidance, which provides relief for TDR designations and also provides guidance on past due reporting for modified loans.
---	---
(7)	The adjusted operating efficiency ratio (FTE) excludes the amortization of intangible assets and gains or losses related to balance sheet repositioning (principally composed of gains and losses on debt extinguishment). This measure is similar to the measure utilized by the Company when analyzing corporate performance and is also similar to the measure utilized for incentive compensation. The Company believes this adjusted measure provides investors with important information about the combined economic results of the organization’s operations.
---	---
(8)	This is a non-GAAP financial measure. Pre-tax pre-provision adjusted earnings excludes the provision for credit losses, which can fluctuate significantly from period-to-period under the CECL methodology, income tax expense, gains or losses related to balance sheet repositioning (principally composed of gains and losses on debt extinguishment), and gains or losses on sale of securities. The Company believes this adjusted measure provides investors with important information about the combined economic results of the organization’s operations.
---	---
(9)	These are non-GAAP financial measures. PPP adjustment impact excludes the SBA guaranteed loans funded during 2020 and 2021. The Company believes loans held for investment (net of deferred fees and costs), excluding PPP is useful to investors as it provides more clarity on the Company’s organic growth. The Company also believes that the related non-GAAP financial measures of past due loans still accruing interest as a percentage of total loans held for investment (net of deferred fees and costs), excluding PPP, are useful to investors as loans originated under the PPP carry an SBA guarantee. The Company believes that the ALLL as a percentage of loans held for investment (net of deferred fees and costs), excluding PPP, is useful to investors because of the size of the Company’s PPP originations and the impact of the embedded credit enhancement provided by the SBA guarantee.
---	---
(10)	Prior periods have been restated to adjust for certain mortgage loans held for investment that were previously included.
---	---

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(Dollars in thousands, except share data)


	June 30,		December 31,		June 30,
	2021		2020		2020
ASSETS		(unaudited)		(audited)		(unaudited)
Cash and cash equivalents:
Cash and due from banks	$	268,682	$	172,307	$	202,947
Interest-bearing deposits in other banks		593,271		318,974		636,211
Federal funds sold		3,217		2,013		2,862
Total cash and cash equivalents		865,170		493,294		842,020
Securities available for sale, at fair value		2,873,405		2,540,419		2,019,164
Securities held to maturity, at carrying value		541,439		544,851		547,561
Restricted stock, at cost		76,825		94,782		105,832
Loans held for sale, at fair value		32,726		96,742		55,067
Loans held for investment, net of deferred fees and costs		13,697,929		14,021,314		14,308,646
Less allowance for loan and lease losses		118,261		160,540		169,977
Total loans held for investment, net		13,579,668		13,860,774		14,138,669
Premises and equipment, net		161,114		163,829		164,321
Goodwill		935,560		935,560		935,560
Amortizable intangibles, net		49,917		57,185		65,105
Bank owned life insurance		427,727		326,892		327,075
Other assets		445,805		514,121		551,943
Total assets	$	19,989,356	$	19,628,449	$	19,752,317
LIABILITIES
Noninterest-bearing demand deposits	$	5,222,572	$	4,368,703	$	4,345,960
Interest-bearing deposits		11,436,647		11,354,062		11,259,179
Total deposits		16,659,219		15,722,765		15,605,139
Securities sold under agreements to repurchase		89,749		100,888		77,216
Other short-term borrowings		—		250,000		—
Long-term borrowings		290,330		489,829		1,047,814
Other liabilities		202,461		356,477		403,922
Total liabilities		17,241,759		16,919,959		17,134,091
Commitments and contingencies
STOCKHOLDERS' EQUITY
Preferred stock, $10.00 par value		173		173		173
Common stock, $1.33 par value		103,091		104,169		104,126
Additional paid-in capital		1,881,395		1,917,081		1,911,985
Retained earnings		709,866		616,052		540,638
Accumulated other comprehensive income (loss)		53,072		71,015		61,304
Total stockholders' equity		2,747,597		2,708,490		2,618,226
Total liabilities and stockholders' equity	$	19,989,356	$	19,628,449	$	19,752,317

Common shares outstanding		77,928,948		78,729,212		78,713,056
Common shares authorized		200,000,000		200,000,000		200,000,000
Preferred shares outstanding		17,250		17,250		17,250
Preferred shares authorized		500,000		500,000		500,000

ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(Dollars in thousands, except share data)


	Three Months Ended						Six Months Ended
	June 30,		March 31,		June 30,		June 30,		June 30,
	2021		2021		2020		2021		2020
Interest and dividend income:
Interest and fees on loans	$	130,570	$	128,006	$	143,234	$	258,576	$	294,361
Interest on deposits in other banks		86		77		155		163		1,017
Interest and dividends on securities:
Taxable		10,519		10,353		11,267		20,872		22,895
Nontaxable		9,677		9,237		8,211		18,914		15,920
Total interest and dividend income		150,852		147,673		162,867		298,525		334,193
Interest expense:
Interest on deposits		7,238		9,128		19,861		16,366		48,375
Interest on short-term borrowings		21		48		186		69		1,526
Interest on long-term borrowings		3,045		3,599		5,515		6,644		11,979
Total interest expense		10,304		12,775		25,562		23,079		61,880
Net interest income		140,548		134,898		137,305		275,446		272,313
Provision for credit losses		(27,414)		(13,624)		34,200		(41,037)		94,396
Net interest income after provision for credit losses		167,962		148,522		103,105		316,483		177,917
Noninterest income:
Service charges on deposit accounts		6,607		5,509		4,930		12,116		12,508
Other service charges, commissions and fees		1,735		1,701		1,354		3,436		2,978
Interchange fees		2,203		1,847		1,697		4,050		3,321
Fiduciary and asset management fees		6,819		6,475		5,515		13,294		11,499
Mortgage banking income		4,619		8,255		5,826		12,874		7,847
Gains on securities transactions		—		78		10,339		78		12,275
Bank owned life insurance income		3,209		2,265		2,027		5,475		4,076
Loan-related interest rate swap fees		1,321		1,754		5,484		3,075		9,432
Other operating income		1,953		3,101		(1,240)		5,053		902
Total noninterest income		28,466		30,985		35,932		59,451		64,838
Noninterest expenses:
Salaries and benefits		50,766		52,660		49,896		103,426		100,013
Occupancy expenses		7,140		7,315		7,224		14,454		14,357
Furniture and equipment expenses		3,911		3,968		3,406		7,880		7,147
Technology and data processing		7,219		6,904		6,454		14,123		12,623
Professional services		4,408		4,960		2,989		9,369		6,297
Marketing and advertising expense		2,738		2,044		2,043		4,782		4,782
FDIC assessment premiums and other insurance		2,319		2,307		2,907		4,626		5,768
Other taxes		4,435		4,436		4,120		8,871		8,240
Loan-related expenses		1,909		1,877		2,501		3,786		5,198
Amortization of intangible assets		3,568		3,730		4,223		7,298		8,624
Loss on debt extinguishment		—		14,695		10,306		14,695		10,306
Other expenses		3,558		7,041		6,745		10,598		15,104
Total noninterest expenses		91,971		111,937		102,814		203,908		198,459
Income before income taxes		104,457		67,570		36,223		172,026		44,296
Income tax expense		19,073		11,381		5,514		30,453		6,498
Net income	$	85,384	$	56,189	$	30,709		141,573		37,798
Dividends on preferred stock		2,967		2,967		—		5,934		—
Net income available to common shareholders	$	82,417	$	53,222	$	30,709	$	135,639	$	37,798

Basic earnings per common share	$	1.05	$	0.67	$	0.39	$	1.72	$	0.48
Diluted earnings per common share	$	1.05	$	0.67	$	0.39	$	1.72	$	0.48

AVERAGE BALANCES, INCOME AND EXPENSES, YIELDS AND RATES (TAXABLE EQUIVALENT BASIS)


	For the Quarter Ended
	June 30, 2021								March 31, 2021
	AverageBalance		****	InterestIncome / Expense ^(1)^		****	Yield /Rate^(1)(2)^	****	AverageBalance		****	InterestIncome / Expense ^(1)^		****	Yield /Rate^(1)(2)^
	(unaudited)									(unaudited)
Assets:
Securities:
Taxable	$	2,028,637		$	10,519		2.08%		$	1,906,585		$	10,353		2.20%
Tax-exempt		1,391,692			12,249		3.53%			1,302,792			11,693		3.64%
Total securities		3,420,329			22,768		2.67%			3,209,377			22,046		2.79%
Loans, net ^(3) (4)^		13,971,939			130,840		3.76%			14,064,123			128,122		3.69%
Other earning assets		476,670			388		0.33%			418,595			558		0.54%
Total earning assets		17,868,938		$	153,996		3.46%			17,692,095		$	150,726		3.46%
Allowance for loan and lease losses		(137,997)								(157,802)
Total non-earning assets		2,192,037								2,152,561
Total assets	$	19,922,978							$	19,686,854

Liabilities and Stockholders' Equity:
Interest-bearing deposits:
Transaction and money market accounts	$	8,159,890		$	1,809		0.09%		$	8,060,328		$	2,152		0.11%
Regular savings		1,016,661			55		0.02%			940,369			59		0.03%
Time deposits ^(5)^		2,270,217			5,374		0.95%			2,490,432			6,917		1.13%
Total interest-bearing deposits		11,446,768			7,238		0.25%			11,491,129			9,128		0.32%
Other borrowings ^(6)^		399,855			3,066		3.08%			574,678			3,647		2.57%
Total interest-bearing liabilities		11,846,623		$	10,304		0.35%			12,065,807		$	12,775		0.43%

Noninterest-bearing liabilities:
Demand deposits		5,053,773								4,583,521
Other liabilities		274,718								317,585
Total liabilities		17,175,114								16,966,913
Stockholders' equity		2,747,864								2,719,941
Total liabilities and stockholders' equity	$	19,922,978							$	19,686,854
Net interest income				$	143,692							$	137,951

Interest rate spread							3.11%								3.03%
Cost of funds							0.23%								0.30%
Net interest margin							3.23%								3.16%

(1)	Income and yields are reported on a taxable equivalent basis using the statutory federal corporate tax rate of 21%.
(2)	Rates and yields are annualized and calculated from actual, not rounded amounts in thousands, which appear above.
---	---
(3)	Nonaccrual loans are included in average loans outstanding.
---	---
(4)	Interest income on loans includes $4.1 million and $4.3 million for the three months ended June 30, 2021 and March 31, 2021, respectively, in accretion of the fair market value adjustments related to acquisitions.
---	---
(5)	Interest expense on time deposits includes $12,000 and $20,000 for the three months ended June 30, 2021 and March 31, 2021, respectively, in accretion of the fair market value adjustments related to acquisitions.
---	---
(6)	Interest expense on borrowings includes $202,000 and $198,000 for the three months ended March 31, 2021 and March 31, 2021, in amortization of the fair market value adjustments related to acquisitions.
---	---

Exhibit 99.2

2nd Quarter FY2021<br>Earnings<br>Presentation<br>Nasdaq: AUB<br>July 22, 2021
Forward Looking Statements<br>2<br>Certain statements in this presentation may constitute “forward-looking statements” within the<br>meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements<br>are statements that include, projections, predictions, expectations, or beliefs about future<br>events or results that are not statements of historical fact. Such forward-looking statements are<br>based on various assumptions as of the time they are made, and are inherently subject to<br>known and unknown risks, uncertainties, and other factors, some of which cannot be predicted<br>or quantified, that may cause actual results, performance, or achievements to be materially<br>different from those expressed or implied by such forward-looking statements. Forward-looking<br>statements are often accompanied by words that convey projected future events or outcomes<br>such as “expect,” “believe,” “estimate,” “plan,” “project,” “anticipate,” “intend,” “will,” “may,”<br>“view,” “opportunity,” “potential,” or words of similar meaning or other statements concerning<br>opinions or judgment of the Company and its management about future events. Although the<br>Company believes that its expectations with respect to forward-looking statements are based<br>upon reasonable assumptions within the bounds of its existing knowledge of its business and<br>operations, there can be no assurance that actual results, performance, or achievements of, or<br>trends affecting, the Company will not differ materially from any projected future results,<br>performance, or achievements expressed or implied by such forward-looking statements.<br>Actual future results, performance, achievements or trends may differ materially from historical<br>results or those anticipated depending on a variety of factors, including, but not limited to the<br>effects of or changes in:<br>• changes in interest rates;<br>• general economic and financial market conditions, in the United States generally and<br>particularly in the markets in which the Company operates and which its loans are<br>concentrated, including the effects of declines in real estate values, an increase in<br>unemployment levels and slowdowns in economic growth, including as a result of COVID-19;<br>• the quality or composition of the loan or investment portfolios and changes therein;<br>• demand for loan products and financial services in the Company’s market area;<br>• the Company’s ability to manage its growth or implement its growth strategy;<br>• the effectiveness of expense reduction plans;<br>• the introduction of new lines of business or new products and services;<br>• the Company’s ability to recruit and retain key employees;<br>• the incremental cost and/or decreased revenues associated with exceeding $10 billion in<br>assets;<br>• real estate values in the Bank’s lending area;<br>• an insufficient ACL;<br>• changes in accounting principles;<br>• the Company’s liquidity and capital positions;<br>• concentrations of loans secured by real estate, particularly commercial real estate;<br>• the effectiveness of the Company’s credit processes and management of the Company’s<br>credit risk;<br>• the Company’s ability to compete in the market for financial services and increased<br>competition from fintech companies;<br>• technological risks and developments, and cyber threats, attacks, or events;<br>• the potential adverse effects of unusual and infrequently occurring events, such as weather-<br>related disasters, terrorist acts or public health events (such as COVID-19), and of<br>governmental and societal responses thereto; these potential adverse effects may include,<br>without limitation, adverse effects on the ability of the Company's borrowers to satisfy their<br>obligations to the Company, on the value of collateral securing loans, on the demand for the<br>Company's loans or its other products and services, on supply chains and methods used to<br>distribute products and services, on incidents of cyberattack and fraud, on the Company’s<br>liquidity or capital positions, on risks posed by reliance on third-party service providers, on<br>other aspects of the Company's business operations and on financial markets and economic<br>growth;<br>• the effect of steps the Company takes in response to COVID-19, the severity and duration of<br>the pandemic, the uncertainty regarding new variants of COVID-19 that have emerged, the<br>speed and efficacy of vaccine and treatment developments, the impact of loosening or<br>tightening of government restrictions, the pace of recovery when the pandemic subsides and<br>the heightened impact it has on many of the risks described herein;<br>• the discontinuation of LIBOR and its impact on the financial markets, and the Company’s<br>ability to manage operational, legal and compliance risks related to the discontinuation of<br>LIBOR and implementation of one or more alternate reference rates,<br>• performance by the Company’s counterparties or vendors;<br>• deposit flows;<br>• the availability of financing and the terms thereof;<br>• the level of prepayments on loans and mortgage-backed securities;<br>• legislative or regulatory changes and requirements, including the impact of the CARES Act,<br>as amended by the CAA, and other legislative and regulatory reactions to COVID-19;<br>• potential claims, damages, and fines related to litigation or government actions, including<br>litigation or actions arising from the Company’s participation in and administration of programs<br>related to COVID-19, including, among other things, the CARES Act, as amended by the CAA;<br>• the effects of changes in federal, state or local tax laws and regulations;<br>• monetary and fiscal policies of the U.S. government, including policies of the U.S. Department<br>of the Treasury and the Federal Reserve;<br>• changes to applicable accounting principles and guidelines; and<br>• other factors, many of which are beyond the control of the Company.<br>Please refer to the “Risk Factors” and “Management’s Discussion and Analysis of Financial<br>Condition and Results of Operations” sections of the Company’s Annual Report on Form 10 K<br>for the year ended December 31, 2020 and related disclosures in other filings, which have<br>been filed with the SEC and are available on the SEC’s website at www.sec.gov. All of the<br>forward-looking statements made in this presentation are expressly qualified by the cautionary<br>statements contained or referred to herein. The actual results or developments anticipated may<br>not be realized or, even if substantially realized, they may not have the expected<br>consequences to or effects on the Company or its businesses or operations. Readers are<br>cautioned not to rely too heavily on the forward-looking statements contained in this<br>presentation. Forward-looking statements speak only as of the date they are made and the<br>Company does not undertake any obligation to update, revise or clarify these forward-looking<br>statements, whether as a result of new information, future events or otherwise.
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Additional Information<br>3<br>Non-GAAP Financial Measures<br>This presentation contains certain financial information determined by<br>methods other than in accordance with generally accepted accounting<br>principles in the United States (“GAAP”). These non-GAAP disclosures<br>have limitations as analytical tools and should not be considered in<br>isolation or as a substitute for analysis of our results as reported under<br>GAAP, nor are they necessarily comparable to non-GAAP performance<br>measures that may be presented by other companies. The Company<br>uses the non-GAAP financial measures discussed herein in its analysis<br>of the Company’s performance. The Company’s management believes<br>that these non-GAAP financial measures provide additional<br>understanding of ongoing operations, enhance comparability of results of<br>operations with prior periods and show the effects of significant gains<br>and charges in the periods presented without the impact of items or<br>events that may obscure trends in the Company’s underlying<br>performance.<br>Please see “Reconciliation of Non-GAAP Disclosures” at the end of this<br>presentation for a reconciliation to the nearest GAAP financial measure.<br>No Offer or Solicitation<br>This presentation does not constitute an offer to sell or a solicitation of an<br>offer to buy any securities. No offer of securities shall be made except by<br>means of a prospectus meeting the requirements of the Securities Act of<br>1933, as amended, and no offer to sell or solicitation of an offer to buy<br>shall be made in any jurisdiction in which such offer, solicitation or sale<br>would be unlawful.<br>About Atlantic Union Bankshares Corporation<br>Headquartered in Richmond, Virginia, Atlantic Union Bankshares<br>Corporation (Nasdaq: AUB) is the holding company for Atlantic Union<br>Bank. Atlantic Union Bank has 129 branches and approximately 150<br>ATMs located throughout Virginia, and in portions of Maryland and North<br>Carolina. Certain non-bank financial services affiliates of Atlantic Union<br>Bank include: Atlantic Union Equipment Finance, Inc., which provides<br>equipment financing; Old Dominion Capital Management, Inc., and its<br>subsidiary, Outfitter Advisors, Ltd., and Dixon, Hubard, Feinour, &<br>Brown, Inc., which provide investment advisory services; Atlantic Union<br>Financial Consultants, LLC, which provides brokerage services; and<br>Union Insurance Group, LLC, which offers various lines of insurance<br>products.<br>Effective March 1, 2021, Middleburg Financial, the Bank’s wealth<br>management division was rebranded to Atlantic Union Bank Wealth<br>Management, and Middleburg Investment Services, LLC changed its<br>name to Atlantic Union Financial Consultants, LLC.
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2021 Operating Environment<br>4<br>Soundness Profitability Growth<br>At June 30,2021<br>Assets $20.0B<br>Loans $13.7B<br>Deposits $16.7B<br>Managed through COVID-19<br>pandemic:<br>• Pivoted to a new remote<br>work and branch<br>operating model<br>• Focused on Teammates,<br>clients, communities and<br>shareholders<br>• SBA Paycheck<br>Protection Program<br>• Adapting to meet new<br>reality<br>AUB governing philosophy –“Soundness, Profitability, & Growth – in that order of priority”<br>Focused on the safety,<br>soundness and profitability<br>of the Company:<br>• Take care of our<br>Teammates and clients<br>• Mitigate credit risk<br>• Align the expense base<br>to the new revenue<br>reality<br>• Achieve and maintain<br>top-tier financial<br>performance<br>Regardless of the operating environment, our goal of achieving<br>and maintaining top-tier financial performance remains the same<br>AUB(129)<br>AUB LPO (3)
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2021 Operating Environment – Managing through the Pandemic<br>5<br>Soundness Profitability Growth<br>During challenging times, it is important to remember our governing philosophy –“Soundness,<br>Profitability, & Growth – in that order of priority”<br> This core philosophy is serving us well as we manage the Company through the current coronavirus<br>pandemic crisis.<br>We continue to effectively manage through the pandemic with an intense focus on:<br> Taking care of our Teammates and clients – they will remember how we treated them during this<br>period.<br> Mitigating credit risk – batten down the hatches and protect the Bank by working with our business<br>and consumer clients to assist them through these tough times.<br> Aligning the expense base to the lower for longer interest rate environment – ensure sustained<br>top tier financial performance on the other side.<br>We believe that by effectively managing through this crisis, we have become a stronger, more agile<br>company that is well positioned to take advantage of growth opportunities as economic activity<br>normalizes.
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Core Values Refined<br>6<br>CARING<br>Working together toward common<br>goals, acting with kindness, respect<br>and a genuine concern for others.<br>COURAGEOUS<br>Speaking openly, honestly and<br>accepting our challenges and mistakes<br>as opportunities to learn and grow.<br>COMMITTED<br>Driven to help our clients, Teammates<br>and company succeed, doing what is<br>right and accountable for our actions.<br>Diversity Equity Inclusion Statement<br>Atlantic Union Bank embraces diversity of thought and identity to better serve our stakeholders<br>and achieve our purpose. We commit to cultivating a welcoming workplace where Teammate and<br>customer perspectives are valued and respected.<br>Culture<br>How we come together and interact as a team to accomplish our business and societal goals.
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Customer Experience Successes<br>7<br>AUB Overall<br>(Verint/Foresee) 2019 2020 YOY<br>Overall Satisfaction 86 87 +1<br>Recommend AUB 85 87 +2<br>Increase Business 84 86 +2<br>Make Banking Easy 87% 88% +1%<br>Net Promoter Score(NPS) 57 61 +4<br>Atlantic Union Bank is ranked #1 in Customer Satisfaction with Consumer Banking in the Mid-Atlantic<br>Region, according to J.D. Power. In addition, Atlantic Union Bank received the highest score in the<br>following study factors within the Mid-Atlantic Region of the J.D. Power study: Convenience;<br>Communication and Advice; Product and Fees; and Channel Activities.<br>AUB sees year over year improvements in Net Promoter Score,<br>making banking easier and other key customer metrics.<br>Recently Recognized By:<br>For J.D. Power 2021 award information, visit jdpower.com/awards
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Excellence in Small Business Banking<br>8<br>2020 Greenwich Excellence Award Winner, South Region<br>Greenwich Excellence 2020 Awards<br>Based on over 12,000 interviews with small businesses across the country.<br>95<br>74<br>70 69<br>0<br>10<br>20<br>30<br>40<br>50<br>60<br>70<br>80<br>90<br>100<br>Atlantic Union Bank Big Bank #1 Big Bank #2 Big Bank #3<br>Overall Satisfaction<br>In Greenwich’s annual study of over 600 banks nationally, Atlantic Union is #1 among small businesses in the South Region<br>with $1 - $10mm in revenue. Atlantic Union believes that the successful launch of PPP and support of the Small Business<br>Community during pandemic likely contributed to this accolade.
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Banking Differently<br>9<br>Digital logins 63%<br>Mobile check deposits 46%<br>Zelle utilization 196%<br>Card control active users 241%<br>Commercial Mobile Deposits 49%<br>Q2 2021 Digital Banking Capability Enhancements<br>• Completed the business E-banking platform upgrade to the Digital One platform.<br>• Rolled out a dedicated Atlantic Union Bank Wealth Management branded mobile<br>application and implemented a new Personal Finance Portal powered by Black<br>Diamond.<br>From June 30, 2020 to June 30, 2021
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2021 Operating Environment – Managing through the Pandemic<br>10<br>Soundness Profitability Growth<br>During challenging times, it is important to remember our governing philosophy –“Soundness,<br>Profitability, & Growth – in that order of priority”<br> This core philosophy is serving us well as we manage the Company through the current coronavirus<br>pandemic crisis.<br>We continue to effectively manage through the pandemic with an intense focus on:<br> Taking care of our Teammates and clients – they will remember how we treated them during this<br>period.<br> Mitigating credit risk – batten down the hatches and protect the Bank by working with our business<br>and consumer clients to assist them through these tough times.<br> Aligning the expense base to the lower for longer interest rate environment – ensure sustained<br>top tier financial performance on the other side.<br>We believe that by effectively managing through this crisis, we have become a stronger, more agile<br>company that is well positioned to take advantage of growth opportunities as economic activity<br>normalizes.
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Q2 2021 Financial Performance At-a-Glance<br>11<br>For non-GAAP financial measures, see reconciliation to most directly comparable GAAP measures in<br>“Appendix – Reconciliation of Non-GAAP Disclosures”<br>Note: all tables presented dollars in thousands, expect per share amounts<br>.. Net income available to common shareholders for the<br>second quarter of 2021 was $82.4 million or $1.05 per<br>share, up $29.2 million or 38 cents per share from the<br>prior quarter, primarily due to the decline in noninterest<br>expense related to lower balance sheet restructuring<br>costs, a $13.8 million decrease in the provision for credit<br>losses, and increased net interest income related to higher<br>PPP accretion, an increase in average earning asset<br>balances, and a higher day count.<br>.. Adjusted operating earnings (non-GAAP) increased $17.6<br>million to $85.4 million for 2Q 2021 from $67.7 million in<br>the first quarter primarily due to a $13.8 million decrease<br>in the provision for credit losses, lower noninterest<br>expense and higher net interest income driven by the $3.7<br>million increase in PPP loan fee accretion interest income<br>due to higher levels of PPP loans processed for<br>forgiveness during the current quarter versus the prior<br>quarter.<br>2Q2021 1Q2021<br>Net Income avaliable to common shareholders $ 82,417 $ 53,222<br>Common EPS, diluted $ 1.05 $ 0.67<br>ROE 12.46% 8.38%<br>ROTCE (non-GAAP) 21.44% 14.58%<br>ROA 1.72% 1.16%<br>Efficiency ratio 54.42% 67.48%<br>Net interest margin 3.15% 3.09%<br>Reporting Earnings Metrics<br>2Q2021 1Q2021<br>Adjusted operating earnings available to common shareholders $ 82,417 $ 64,769<br>Adjusted operating common EPS, diluted $ 1.05 $ 0.82<br>Adjusted operating ROA 1.72% 1.40%<br>Adjusted operating ROTCE 21.44% 17.58%<br>Adjusted operating efficiency ratio (FTE) 51.35% 55.38%<br>Net interest margin (FTE) 3.23% 3.16%<br>Adjusted operating earnings PTPP $ 77,043 $ 68,563<br>PTPP = Pre-tax Pre-provision<br>Adjusted Operating Earnings Metrics - non-GAAP
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Q2 Allowance For Credit Loss (ACL) and Provision for Credit Losses<br>12<br>Q2 Macroeconomic Forecast<br>Q2 Additional Considerations<br>Moody’s June Baseline Forecast<br>• US GDP averages 6.9% growth<br>in 2021 and 5% in 2022. The<br>unemployment rate averages<br>5.4% in 2021 and 3.7% in 2022.<br>• Virginia’s unemployment rate<br>averages 3.2% over the 2-year<br>forecast, declining to 2.8% by Q2<br>2023; compares to a March<br>forecast of 4% average and<br>ending at 3.5%.<br>• 2-year reasonable and<br>supportable period; followed by<br>reversion to the historical loss<br>average over 2 years.<br>• Additional qualitative factors for<br>COVID-19 sensitive portfolios<br>and adjustments to account for<br>the probability of worse-than<br>Baseline economic performance.<br>Regulatory Capital: Opted into 2 year CECL adoption capital impact delay with 25% of cumulative Day 2 impact added back to Common<br>Equity Tier 1 capital through 2021. 3-year regulatory CECL capital phase-in begins in 2022.<br>$ in millions<br>Allowance for Loan &<br>Lease Losses<br>Reserve for Unfunded<br>Commitments<br>Allowance for<br>Credit Losses<br>1/1/2020 CECL<br>Opening Balance %<br>of loans<br>$90MM<br>..71%<br>$5MM<br>..04%<br>$95MM<br>..75%<br>CECL Adoption<br>through Q1 2021<br>+$53MM<br>• Increase attributable to<br>COVID-19 induced<br>recession; large<br>increase for COVID-19<br>sensitive portfolios<br>+$8MM<br>• Increase due to<br>higher expected loss<br>related to COVID-19<br>environment<br>+$61MM<br>• $61 million build ($73<br>million provision for<br>credit losses less $12<br>million net charge-offs)<br>3/31/2021<br>Ending Balance %<br>of loans<br>$143MM<br>(1.00%;<br>1.12% excl. PPP loans)<br>$13MM<br>(.09%;<br>..10% excl. PPP loans)<br>$156MM<br>(1.09%;<br>1.22% excl. PPP loans)<br>Q2 2021<br>-$25MM<br>• Decrease due to<br>improved baseline<br>economic outlook and<br>continued strong credit<br>metrics<br>-$3MM<br>• Decrease due to<br>lower expected loss<br>rates, attributable<br>primarily to improved<br>economic outlook.<br>-$28MM<br>• $27 million benefit<br>from Provision for<br>Credit Losses and<br>minimal net charge-<br>offs<br>6/30/2021<br>Ending Balance %<br>of loans<br>$118MM<br>(.86%;<br>..92% excl. PPP loans)<br>$10MM<br>(.07%;<br>..08% excl. PPP loans)<br>$128MM<br>(.94%;<br>1.00% excl. PPP loans)<br>Note: Figures may not foot due to rounding
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3.16% 3.23%<br>2.50%<br>2.60%<br>2.70%<br>2.80%<br>2.90%<br>3.00%<br>3.10%<br>3.20%<br>3.30%<br>Quarter 1 NIM<br>Core Loan Yield<br>with fees<br>PPP Loans with<br>Fees<br>Securities Yield<br>Earning Asset Mix<br>Core Deposit Rate<br>Funding Mix and<br>Borrowing Rate<br>Quarter 2 NIM<br>Net Interest Margin (FTE): Drivers of Change Q1 2021 to Q2 2021<br>-5 bps<br>10 bps<br>-2 bps -2 bps<br>3.23% 4 bps 2 bp<br>13<br>Q2 2021 Net Interest Margin<br>Market Rates<br>2Q2021 1Q2021<br>EOP Avg EOP Avg<br>Fed funds 0.25% 0.25% 0.25% 0.25%<br>Prime 3.25% 3.25% 3.25% 3.25%<br>1-month Libor 0.10% 0.10% 0.11% 0.12%<br>2-year Treasury 0.25% 0.17% 0.16% 0.13%<br>10 - year Treasury 1.47% 1.58% 1.74% 1.31%<br>Margin Overview<br>2Q2021 1Q2021<br>Net interest margin (FTE) 3.23% 3.16%<br>Loan yield 3.76% 3.69%<br>Investment yield 2.67% 2.79%<br>Earning asset yield 3.46% 3.46%<br>Cost of deposits 0.18% 0.23%<br>Cost of interest-bearing deposits 0.25% 0.32%<br>Cost of borrowings 3.08% 2.57%<br>Cost of funds 0.23% 0.30%<br>Presented on an FTE basis<br>Approximately 15% of the loan portfolio (ex. PPP) have floors<br>Loan Portfolio Pricing Mix<br>2Q2021 2Q2021<br>with PPP w/o PPP<br>Fixed 53% 49%<br>1 Month Libor 32% 34%<br>Prime 9% 10%<br>Other 6% 6%<br>Total 100% 100%<br>Total Loan Yield +5 bps<br>Figures may not foot due to rounding
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14<br>Noninterest income decreased from the prior quarter to $28.5 million from $31.0<br>million due to:<br>.. A decline of $3.6 million in mortgage banking income driven by a seasonal<br>decline in mortgage origination volumes and lower refinance loan volume;<br>.. A decline in interest rate swap income of $433,000 due to lower transaction<br>volumes; and<br>.. A decline of approximately $1.1 million in unrealized gains on equity method<br>investments;<br>.. Second quarter increases include an increase in service charges on deposit<br>accounts of $1.1 million;<br>.. An increase in BOLI insurance income of $944,000 primarily due to life<br>insurance proceeds received;<br>.. An increase of $356,000 related to higher debit card interchange fees; and<br>.. An increase in fiduciary and asset management fees of $344,000.<br>Q2 2021 Noninterest Income and Noninterest Expense<br>Noninterest expense decreased from the prior quarter to $92.0 million from $111.9 million<br>due to:<br>.. Lower loss on debt extinguishment driven by the recognition of FHLB prepayment<br>costs of $14.7 million during the first quarter;<br>.. A decline of approximately $1.9 million in salaries and benefits primarily driven by<br>lower payroll related taxes, which are typically seasonally higher in the first quarter;<br>.. A $552,000 decline in professional service costs due to legal fees and costs related to<br>strategic projects recognized in the first quarter;<br>.. A decline of approximately $1.3 million due to costs related to the closure of five<br>branches in February 2021 recognized during the first quarter;<br>.. OREO and related credit expenses declined from the first quarter of 2021 by<br>approximately $795,000, primarily driven by gains of $930,000 on the sale of closed<br>branches;<br>.. An increase of $694,000 in marketing and advertising expenses;<br>.. An increase of $315,000 in technology and data processing expenses;<br>.. COVID-19 related expenses of $200,000 for the second quarter down from $300,000<br>in the first quarter; and<br>.. Approximately $250,000 in expenses related to PPP loan forgiveness incurred during<br>the second quarter down from $500,000 in the first quarter.<br>$ in thousands 2Q2021 1Q2021<br>Service charges on deposit accounts $ 6,607 $ 5,509<br>Other service charges, commissions and fees 1,735 1,701<br>Interchange fees 2,203 1,847<br>Fiduciary and asset management fees 6,819 6,475<br>Mortgage banking income 4,619 8,255<br>Bank owned life insurance income 3,209 2,265<br>Loan-related interest rate swap fees 1,321 1,754<br>Other operating income 1,953 3,179<br>Total noninterest income $ 28,466 $ 30,985<br>Less: Gain on sale of securities - 78<br>Total Adjusted operating noninterest<br> income (non-GAAP) $ 28,466 $ 30,907<br>Noninterest Income<br>$ in thousands 2Q2021 1Q2021<br>Salaries and benefits $ 50,766 $ 52,660<br>Occupancy expenses 7,140 7,315<br>Furniture and equipment expenses 3,911 3,968<br>Technology and data processing 7,219 6,904<br>Professional services 4,408 4,960<br>Marketing and advertising expense 2,738 2,044<br>FDIC assessment premiums and other insurance 2,319 2,307<br>Other taxes 4,435 4,436<br>Loan-related expenses 1,909 1,877<br>Amortization of intangible assets 3,568 3,730<br>Loss on debt extinguishment - 14,695<br>Other expenses 3,558 7,041<br>Total noninterest expenses $ 91,971 $ 111,937<br>Less: amortization of intangible assets 3,568 3,730<br>Less: Loss on debt extinguishment - 14,695<br>Total adjusted operating noninterest<br>expense (non-GAAP) $ 88,403 $ 93,512<br>Noninterest Expense
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15<br>Q2 2021 Loan and Deposit Growth<br>For non-GAAP financial measures, see reconciliation to most directly comparable GAAP measures in<br>“Appendix – Reconciliation of Non-GAAP Disclosures”<br>• At June 30, 2021, loans held for investment decreased $574<br>million or -16.1% (annualized) from the prior quarter driven by<br>approximately $705 million of PPP loans that were forgiven in<br>the second quarter.<br>• Excluding PPP loans, total loans increased by 2.5%<br>(annualized)<br>• For the second quarter, total Commercial loans increased<br>3.5% (annualized) driven by an increase in C&I of 8.6%<br>(annualized) and non-owner occupied CRE of 4.5%<br>(annualized), partially offset by declines in construction<br>loans and commercial residential secured loans.<br>• Consumer loans declined 2.9% (annualized) in the quarter,<br>driven by net attrition in the home equity line portfolio and<br>third party consumer balance run-off, partially offset by<br>growth in indirect auto balances and residential 1-4 Family<br>loans.<br>• Average loan yields increased 7 basis points during the<br>quarter primarily due to increased PPP fee accretion<br>income resulting from higher SBA forgiven PPP loans<br>during the second quarter.<br>• Deposits increased $361.2 million, or 8.9% (annualized) in<br>the second quarter from the prior quarter due to higher money<br>market, savings, NOW and demand deposits, partially offset<br>by declines in time deposits.<br>• Low cost transaction accounts comprised 54% of total<br>deposit balances at the end of the second quarter, which is<br>above first quarter levels of 53%.<br>• The cost of deposits declined by 5 basis points during the<br>quarter driven by interest bearing deposit costs declining<br>by 7 basis points from the first quarter due to the continued<br>aggressive repricing of deposits and the maturity of high<br>cost time deposits in the quarter.
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Strong Capital Position at June 30, 2021<br>16<br>Capital Ratio<br>Regulatory<br>Well<br>Capitalized<br>Atlantic<br>Union<br>Bankshares<br>Atlantic<br>Union Bank<br>Common Equity Tier 1<br>Ratio (CET1) 7.0% 10.6% 13.2%<br>Tier 1 Capital Ratio 8.5% 11.7% 13.2%<br>Total Risk Based Capital<br>Ratio 10.5% 14.0% 13.6%<br>Leverage Ratio 5.0% 9.2%<br>(9.8% ex. PPP)<br>10.4%<br>(11.1% ex. PPP)<br>Tangible Common Equity<br>Ratio (non-GAAP)4 - 8.4%<br>(8.8% ex. PPP)<br>10.4%<br>(10.9% ex. PPP)<br>*Capital information presented herein is based on estimates and subject to change pending the Company’s filing of its regulatory reports<br>Stress Testing<br>• As a matter of sound enterprise risk management practice,<br>the Company periodically conducts capital, credit and<br>liquidity stress tests for scenarios such as the current<br>operating environment.<br>• Results from these internal stress tests provides confidence<br>that throughout the pandemic crisis AUB will remain well-<br>capitalized and that it has the necessary liquidity and access<br>to multiple funding sources to meet the challenges of<br>COVID-19.<br>Capital Management<br>• Atlantic Union capital management objectives are to:<br>• Maintain designation as a “well capitalized” institution.<br>• Ensure capital levels are commensurate with the<br>Company’s risk profile, capital stress test projections,<br>and strategic plan objectives.<br>• Tangible common equity above 8.5% is considered<br>excess capital assuming “well capitalized” regulatory<br>capital ratios are maintained.<br>• Excess capital can be deployed for share<br>repurchases, higher shareholder dividends<br>and/or acquisitions.<br>• The Company’s capital ratios are well above regulatory well<br>capitalized levels as of 6/30/2021.<br>• During the second quarter, the Company paid dividends of<br>$0.28 per common share, up 12% from the prior quarter’s<br>dividend, and $171.88 per outstanding share of Series A<br>Preferred Stock. In addition, the company repurchased 1.1<br>million shares for $42.3 million under its $125 million share<br>repurchase authorization.<br>Figures may not foot due to rounding<br>4) Non-GAAP financial measure. For non-GAAP financial measures, see reconciliation to most directly comparable GAAP<br>measures in “Appendix – Reconciliation of Non-GAAP Disclosures”<br>Quarterly Roll Forward<br>Common Equity<br>Tier 1 Ratio<br>Tangible<br>Common Equity<br>Ratio<br>Tangible Book<br>Value per Share<br>At 3/31/21 10.56% 8.24% $19.78<br>Pre-Provision Net Income 0.45% 0.35% 0.84<br>After-Tax Provision 0.15% 0.12% 0.29<br>CECL Transition Adjustment (1) -0.05% -- --<br>Common Dividends (2) -0.19% -0.15% (0.36)<br>Share Repurchases -0.29% -0.22% (0.26)<br>AOCI & Other 0.11% 0.12% 0.30<br>Asset Growth -0.19% -0.06% --<br>At 6/30/21 - Reported 10.56% 8.40% $20.59<br>PPP Loan Balances Impact (3) -- 0.40% --<br>At 6/30/21 - Excluding PPP Balances 10.56% 8.79% $20.59<br>(1) 25% of the increase in ACL as compared to the Day 1 estimate of CECL<br>(2) 28 cents per share<br>(3) Approximately $860 million
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Appendix
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Strong Liquidity Position and Multiple Sources of Liquidity<br>18<br>• Strong liquidity metrics: ~$7.4 billion in unrestricted cash, unpledged securities, and<br>secured and unsecured borrowing capacity as of June 30, 2021<br>• Loans to Total Deposits Ratio of 82% at June 30, 2021<br>• Paycheck Protection Program loans of approximately $0.9 billion outstanding at June<br>30, 2021 are being funded with deposits and wholesale borrowings<br>• Holding company cash of $49.5 million with available dividend capacity (net of current<br>year’s dividends paid) of $255 million from bank to holding company without prior<br>regulatory approval<br>Liquidity Sources (June 30, 2021) Amount ($mm)<br>Total Cash and Cash Equivalents (unrestricted) $746<br>Unpledged Investment Securities (market value) 2,261<br>FHLB Borrowing Availability 3,134<br>Fed Discount Window Availability 259<br>Fed Funds Lines 997<br>Line of Credit at Correspondent Bank 25<br>Total Liquidity Sources $7,422
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Reconciliation of Non-GAAP Disclosures<br>19<br>Operating Earnings Per Share<br>The Company has provided supplemental performance measures on a tax-equivalent, tangible, operating,<br>adjusted, or pre-tax pre-provision basis. These non-GAAP financial measures are supplements to GAAP, which is<br>used to prepare the Company’s financial statements, and should not be considered in isolation or as a substitute<br>for comparable measures calculated in accordance with GAAP. In addition, the Company’s non-GAAP financial<br>measures may not be comparable to non-GAAP financial measures of other companies. The Company uses the<br>non-GAAP financial measures discussed herein in its analysis of the Company’s performance. The Company’s<br>management believes that these non-GAAP financial measures provide additional understanding of ongoing<br>operations, enhance comparability of results of operations with prior periods and show the effects of significant<br>gains and charges in the periods presented without the impact of items or events that may obscure trends in the<br>Company’s underlying performance.
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Reconciliation of Non-GAAP Disclosures<br>20<br>Operating Earnings Per Share<br>Adjusted operating measures exclude the gains or losses related to balance sheet repositioning (principally composed of gains and losses on debt<br>extinguishment) and gains or losses on sale of securities. The Company believes these non-GAAP adjusted measures provide investors with important<br>information about the combined economic results of the organization’s operations. The adjusted operating efficiency ratio (FTE) excludes the amortization of<br>intangible assets and gains or losses related to balance sheet repositioning (principally composed of gains and losses on debt extinguishment). This measure is<br>similar to the measure utilized by the Company when analyzing corporate performance and is also similar to the measure utilized for incentive compensation.<br>The Company believes this adjusted measure provides investors with important information about the combined economic results of the organization’s<br>operations.
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Reconciliation of Non-GAAP Disclosures<br>21<br>Operating Earnings Per Share<br>Net interest income (FTE) and total adjusted revenue (FTE), which are used in computing net interest margin (FTE) and adjusted operating efficiency<br>ratio (FTE), respectively, provide valuable additional insight into the net interest margin and the efficiency ratio by adjusting for differences in tax<br>treatment of interest income sources. The entire FTE adjustment is attributable to interest income on earning assets, which is used in computing yield on<br>earning assets. Interest expense and the related cost of interest-bearing liabilities and cost of funds ratios are not affected by the FTE components.<br>(Dollars in thousands) 2Q2021 1Q2021 2Q2020<br>Net interest income (GAAP) 140,548 $ 134,898 $ 137,305 $<br>FTE adjustment 3,144 3,053 2,805<br>Net interest income (FTE) (non-GAAP) 143,692 $ 137,951 $ 140,110 $<br>Noninterest income (GAAP) 28,466 30,985 35,932<br>Total revenue (FTE) (non-GAAP) 172,158 $ 168,936 $ 176,042 $<br>Average earning assets 17,868,938 $ 17,692,095 $ 17,106,132 $<br>Net interest margin (GAAP) 3.15% 3.09% 3.23%<br>Net interest margin (FTE) 3.23% 3.16% 3.29%<br>NET INTEREST MARGIN<br>For the three months ended
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Reconciliation of Non-GAAP Disclosures<br>22<br>Tangible assets, tangible common equity, and leverage ratio are used in the calculation of certain profitability, capital, and per share ratios. The<br>Company believes tangible assets, tangible common equity, leverage ratio, and the related ratios are meaningful measures of capital adequacy because<br>they provide a meaningful base for period-to-period and company-to-company comparisons, which the Company believes will assist investors in<br>assessing the capital of the Company and its ability to absorb potential losses.
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Reconciliation of Non-GAAP Disclosures<br>23<br>Operating Earnings Per Share The Company believes that return on tangible common equity (ROTCE) is a meaningful supplement to GAAP financial measures and useful to investors<br>because it measures the performance of a business consistently across time without regard to whether components of the business were acquired or<br>developed internally. Adjusted operating measures exclude the gains or losses related to balance sheet repositioning (principally composed of gains and<br>losses on debt extinguishment) and gains or losses on sale of securities. The Company believes these non-GAAP adjusted measures provide investors<br>with important information about the combined economic results of the organization’s operations.<br>(Dollars in thousands, except per share amounts) 2Q2021 1Q2021 2Q2020<br>Return on equity (ROE)<br>Adjusted operating earnings available to common shareholders (non-GAAP) 82,417 $ 64,769 $ 30,682 $<br>Plus: Amortization of intangibles, tax effected 2,819 2,947 3,336<br>Net operating earnings available to common shareholders before amortization of<br>intangibles (non-GAAP) 85,236 $ 67,716 $ 34,018 $<br>Average common equity (GAAP) 2,747,864 $ 2,719,941 $ 2,489,969 $<br>Less: Average goodwill 935,560 935,560 935,560<br>Less: Average amortizable intangibles 51,637 55,450 67,136<br>Less: Average perpetual preferred stock 166,356 166,356 40,325<br>Average tangible common equity (non-GAAP) 1,594,311 $ 1,562,575 $ 1,446,948 $<br>ROE (GAAP) 12.46% 8.38% 4.96%<br>Return on tangible common equity (ROTCE)<br>Net Income available to common shareholders (GAAP) 82,417 $ 53,222 $ 30,709 $<br>Plus: Amortization of intangibles, tax effected 2,819 2,947 3,336<br>Net Income available to common shareholdes before amortization of intangibles<br>(non-GAAP) 85,236 $ 56,169 $ 34,045 $<br>ROTCE 21.44% 14.58% 9.46%<br>Adjusted operating ROTCE (non-GAAP) 21.44% 17.58% 9.46%<br>OPERATING MEASURES<br>For the three months ended
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Reconciliation of Non-GAAP Disclosures<br>24<br>Operating Earnings Per Share<br>Pre-tax pre-provision adjusted earnings excludes the provision for credit losses, which can fluctuate significantly from period-to-period under the CECL<br>methodology, income tax expense, gains or losses related to balance sheet repositioning (principally composed of gains and losses on debt<br>extinguishment), and gains or losses on sale of securities. The Company believes this adjusted measure provides investors with important information<br>about the combined economic results of the organization’s operations.<br>(Dollars in thousands, except per share amounts) 2Q2021 1Q2021 2Q2020<br>Net income<br>Net income (GAAP) 85,384 $ 56,189 $ 30,709 $<br>Plus: Provision for credit losses (27,414) (13,624) 34,200<br>Plus: Income tax expense 19,073 11,381 5,514<br>Plus: Net losses related to balance sheet repositioning - 14,695 10,306<br>Less: Gain on sale of securities - 78 10,339<br>PTPP adjusted operating earnings (non-GAAP) 77,043 $ 68,563 $ 70,390 $<br>PRE-TAX PRE-PROVISION ADJUSTED OPERATING EARNINGS<br>For the three months ended
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Reconciliation of Non-GAAP Disclosures<br>25<br>($ IN THOUSANDS)<br>Operating Earnings Per Share PPP adjustment impact excludes the SBA guaranteed loans funded during 2020 and 2021. The Company believes loans held for investment (net of<br>deferred fees and costs), excluding PPP is useful to investors as it provides more clarity on the Company’s organic growth. The Company also believes<br>that the related non-GAAP financial measures of past due loans still accruing interest as a percentage of total loans held for investment (net of deferred<br>fees and costs), excluding PPP, are useful to investors as loans originated under the PPP carry an SBA guarantee. The Company believes that the<br>ALLL as a percentage of loans held for investment (net of deferred fees and costs), excluding PPP, is useful to investors because of the size of the<br>Company’s PPP originations and the impact of the embedded credit enhancement provided by the SBA guarantee.<br>(Dollars in thousands)<br>As of June 30,<br>2021<br>As of March 31,<br>2021<br>As of June 30,<br>2020<br>Allowance for loan and lease losses (ALLL) 118,261 $ 142,911 $ 169,977 $<br>Reserve for unfunded commitment (RUC) 10,000 12,833 11,000<br>Allowance for credit losses (ACL) 128,261 $ 155,744 $ 180,977 $<br>Loans held for investment (net of deferred fees and costs)(GAAP) 13,697,929 $ 14,272,280 $ 14,308,646 $<br>Less: PPP adjustments (net of deferred fees and costs) 859,386 1,512,714 1,598,718<br>Total adjusted loans (non-GAAP) 12,838,543 $ 12,759,566 $ 12,709,928 $<br>Average loans held for investment (net of deferred fees and costs)(GAAP) 13,971,939 $ 14,064,123 $ 13,957,711 $<br>Less: Average PPP adjustments (net of deferred fees and costs) 1,187,641 1,309,326 1,273,883<br>Total adjusted average loans (non-GAAP) 12,784,298 $ 12,754,797 $ 12,683,828 $<br>ALLL to total loans held for investment (GAAP) 0.86% 1.00% 1.19%<br>ALLL to total adjusted held for investment, excluding PPP (non-GAAP) 0.92% 1.12% 1.34%<br>ACL to total loans held for investment (GAAP) 0.94% 1.09% 1.26%<br>ACL to total adjusted loans 1.00% 1.22% 1.42%<br>ALLOWANCE FOR CREDIT LOSS RATIOs AND TOTAL ADJUSTED LOANS
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