8-K
National Bank Holdings Corp (NBHC)
UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549
FORM 8-K
CURRENT REPORTPursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 2, 2021
NATIONAL BANK HOLDINGS CORP ORATION (Exact name of registrant as specified in its charter)
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|---|---|---|---|---|
| Delaware | | 001-35654 | | 27-0563799 |
| (State or other jurisdiction <br>of incorporation) | | (Commission<br>File Number) | | (IRS Employer<br>Identification No.) |
7800 East Orchard Road , Suite 300 , Greenwood Village , Colorado **** 80111 (Address of principal executive offices) (Zip Code)
303 - 892-8715 (Registrant’s telephone, including area code)
Not Applicable (Former name or former address, if changed since last report.)
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)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class: | **** | Trading Symbol | **** | Name of each exchange on which registered: |
|---|---|---|---|---|
| Class A Common Stock | | NBHC | | NYSE |
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. ☐
Item 7.01. Regulation FD Disclosure.
Representatives from National Bank Holdings Corporation (“NBHC”) intend to use the materials filed herewith in one or more meetings with investors and analysts from time to time. NBHC also intends to make the materials available on its website (http://www.nationalbankholdings.com). NBHC is furnishing the slides as Exhibit 99.1 to this Current Report on Form 8-K.
The information contained in this Item 7.01 and the exhibit referenced herein are being “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act of 1934, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act of 1934.
Cautionary Statements Regarding Forward-Looking Information
This Current Report on Form 8-K and the exhibit filed herewith contain forward-looking statements. Any statements about NBHC’s expectations, beliefs, plans, predictions, forecasts, objectives, assumptions or future events or performance are not historical facts and may be forward-looking. These statements are only predictions and involve estimates, known and unknown risks, assumptions and uncertainties. NBHC’s actual results could differ materially from those expressed in or contemplated by such forward-looking statements as a result of a variety of factors, some of which are more fully described in the exhibit hereto and in NBHC’s filings with the Securities and Exchange Commission. You are cautioned not to place undue reliance on such statements. Any forward-looking statement speaks only as of the date on which it is made, and NBHC undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events or circumstances, except as required by applicable law.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description of Exhibit | |
|---|---|---|
| 99.1 | | National Bank Holdings Corporation Investor Presentation |
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| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document and contained in Exhibit 101) |
SIGNATURE
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.
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| | National Bank Holdings Corporation |
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| By: | /s/ Angela N. Petrucci |
| | Name: Angela N. Petrucci |
| | Title: Chief Administrative Officer & General Counsel |
| Date: November 2, 2021 | |
Exhibit 99.1
| Investor Presentation<br>Q3 – 2021 |
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| Forward-Looking Statements<br>2<br>This presentation contains “forward-looking statements” within the meaning of the Private<br>Securities Litigation Reform Act of 1995. Forward-looking statements contain words such as<br>“anticipate,” “believe,” “can,” “would,” “should,” “could,” “may,” “predict,” “seek,” “potential,”<br>“will,” “estimate,” “target,” “plan,” “project,” “continuing,” “ongoing,” “expect,” “intend” or similar<br>expressions that relate to the Company’s strategy, plans or intentions. Forward-looking<br>statements involve certain important risks, uncertainties and other factors, any of which could<br>cause actual results to differ materially from those in such statements. Such factors include,<br>without limitation, the “Risk Factors” referenced in our most recent Form 10-K filed with the<br>Securities and Exchange Commission (SEC), other risks and uncertainties listed from time to<br>time in our reports and documents filed with the SEC, and the following factors: ability to<br>execute our business strategy (including our digital strategy); business and economic<br>conditions; effects of any potential government shutdowns; economic, market, operational,<br>liquidity, credit and interest rate risks associated with the Company’s business; effects of any<br>changes in trade, monetary and fiscal policies and laws; changes imposed by regulatory<br>agencies to increase capital standards; effects of inflation, as well as, interest rate, securities<br>market and monetary supply fluctuations; changes in the economy or supply-demand<br>imbalances affecting local real estate values; changes in consumer spending, borrowings and<br>savings habits; with respect to our mortgage business, the inability to negotiate fees with<br>investors for the purchase or our loans or our obligation to indemnify purchasers or repurchase<br>related loans; the Company’s ability to identify potential candidates for, consummate, integrate<br>and realize operating efficiencies from, acquisitions, consolidations and other expansion<br>opportunities; the Company's ability to realize anticipated benefits from enhancements or<br>updates to its core operating systems from time to time without significant change in client<br>service or risk to the Company's control environment; the Company's dependence on<br>information technology and telecommunications systems of third party service providers and<br>the risk of systems failures, interruptions or breaches of security; the Company’s ability to<br>achieve organic loan and deposit growth and the composition of such growth; changes in<br>sources and uses of funds; increased competition in the financial services industry; the effect<br>of changes in accounting policies and practices; the share price of the Company’s stock; the<br>Company's ability to realize deferred tax assets or the need for a valuation allowance;<br>continued consolidation in the financial services industry; ability to maintain or increase market<br>share and control expenses; costs and effects of changes in laws and regulations and of other<br>legal and regulatory developments; technological changes; the timely development and<br>acceptance of new products and services; the Company’s continued ability to attract, hire and<br>maintain qualified personnel; ability to implement and/or improve operational management and<br>other internal risk controls and processes and reporting system and procedures; regulatory<br>limitations on dividends from the Company's bank subsidiary; changes in estimates of future<br>credit reserve requirements based upon the periodic review thereof under relevant regulatory<br>and accounting requirements; widespread natural and other disasters, pandemics,<br>dislocations, political instability, acts of war or terrorist activities, cyberattacks or international<br>hostilities; adverse effects due to the novel Coronavirus Disease 2019 (COVID-19) on the<br>Company and its clients, counterparties, employees, and third-party service providers, and the<br>adverse impacts on our business, financial position, results of operations, and prospects;<br>impact of reputational risk; and success at managing the risks involved in the foregoing items.<br>The Company can give no assurance that any goal or plan or expectation set forth in forward-<br>looking statements can be achieved and readers are cautioned not to place undue reliance on<br>such statements. The forward-looking statements are made as of the date of this press<br>release, and the Company does not intend, and assumes no obligation, to update any forward-<br>looking statement to reflect events or circumstances after the date on which the statement is<br>made or to reflect the occurrence of unanticipated events or circumstances, except as required<br>by applicable law.<br>Further Information: This presentation should be read together with “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and the consolidated financial statements and the related notes thereto<br>included in our Form 10-K and quarterly reports |
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| About Non-GAAP Financial Measures<br>3<br>Certain of the financial measures and ratios we present, including “average tangible assets,”<br>“return on average tangible assets,” “average tangible common equity,” “return on average<br>tangible common equity,” “tangible common equity to tangible assets,” “adjusted net income,”<br>“adjusted earnings per share – diluted,” “adjusted return on average tangible assets,”<br>“adjusted return on average tangible common equity,” and “fully taxable equivalent” metrics,<br>are supplemental measures that are not required by, nor presented in accordance with, U.S.<br>generally accepted accounting principles (GAAP). We refer to these financial measures and<br>ratios as “non-GAAP financial measures.” We consider the use of select non-GAAP financial<br>measures and ratios to be useful for financial and operational decision making and useful in<br>evaluating period-to-period comparisons. We believe that these non-GAAP financial measures<br>provide meaningful supplemental information regarding our performance by excluding certain<br>expenditures or assets that we believe are not indicative of our primary business operating<br>results or by presenting certain metrics on a fully taxable equivalent basis. We believe that<br>management and investors benefit from referring to these non-GAAP financial measures in<br>assessing our performance and when planning, forecasting, analyzing and comparing past,<br>present and future periods. These non-GAAP financial measures should not be considered a<br>substitute for financial information presented in accordance with GAAP and you should not rely<br>on non-GAAP financial measures alone as measures of our performance. The non-GAAP<br>financial measures we present may differ from non-GAAP financial measures used by our<br>peers or other companies. We compensate for these limitations by providing the equivalent<br>GAAP measures whenever we present the non-GAAP financial measures and by including a<br>reconciliation of the impact of the components adjusted for in the non-GAAP financial measure<br>so that both measures and the individual components may be considered when analyzing our<br>performance.<br>A reconciliation of non-GAAP financial measures to the comparable GAAP financial measures<br>is included in the appendix. |
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| Table of Contents<br>Financial Performance 08<br>Credit 14<br>Balance Sheet 18<br>Management Team 22<br>Corporate Governance Overview 25<br>Appendix 33 |
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| (1)As of September 30th, 2021<br>(2)Represents a non-GAAP financial measure. See Appendix for a reconciliation of these measures.<br>(3)Annualized<br>Attractive Markets Company Highlights<br>Headquarters Denver, CO<br>Banking Centers(1) 81<br>Listing NYSE: NBHC<br>5<br>40 banking centers<br>‒Front Range contributed<br>96% of Colorado’s<br>population growth between<br>2010 and 2015 (1)<br>‒#1 in Labor Supply (Forbes)<br>‒#2 Best Economy in the<br>U.S. (U.S. News)<br>‒#4 Best State for Business<br>(U.S. News)<br>2 commercial banking<br>locations in Texas<br>1 banking center in Utah<br>4 banking centers in New<br>Mexico<br>‒Utah: #1 Best Economy in<br>the U.S. (U.S. News)<br>‒Utah: #8 Best State for<br>Business (U.S. News)<br>‒Texas: #9 Largest<br>Economy by GDP in the<br>World (PR Newswire)<br>34 banking centers<br>‒Overland Park, KS - central<br>hub for the #1 county in<br>Kansas by household<br>income and projected<br>population growth(2)<br>‒Overland Park, KS #7 on<br>“2020 Top 100 Best Places<br>to Live” (Livability)<br>‒Kansas City, MO #90 on<br>“2020 Top 100 Best Places<br>to Live” (Livability)<br>‒Kansas City, MO #11 Best<br>City for Jobs in 2018 (CBS<br>MoneyWatch)<br>(1)Colorado State Demography Office –<br>“Colorado’s 2016 Population & Economic Overview”<br>(2)Ranking based on aggregate population growth for 2019-2024<br>Balance Sheet 3Q21<br>Total Assets (mm) $7,101<br>Total Loans (mm) $4,422<br>Total Deposits (mm) $6,135<br>Key Ratios YTD21<br>Common Equity Tier 1 14.6%<br>Tier 1 Leverage 10.4%<br>ROATA(2)(3) 1.39%<br>ROATCE(2)(3) 13.04%<br>Net Interest Margin FTE(2)(3) 2.92%<br>Loan / Deposit Ratio 72.1%<br>ACL / Loans 1.11%<br>Efficiency Ratio FTE(2) 64.0% |
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| Recent Recognition<br>6<br>Fortress Balance<br>Sheet <br>Robust<br>Profitability<br>U.S. News:<br>Best Places to Live Rankings<br>Positioned in<br>Attractive Markets <br>Premium Valuation <br>#1<br>Largest Publicly Traded Bank<br>HQ’d in Colorado<br>#1 and #5<br>Boulder, CO and Austin, TX<br>Market Presence in Top 5 Best<br>Places to Live(1)<br>#3<br>Colorado Market Share<br>(Among Local Banks)(2)<br>#8<br>Missouri Market Share<br>(Among Local Banks(2)<br>Consistently<br>Regarded as a<br>Top Tier Bank <br>#1<br>Colorado<br>Small Bank<br>in 2021<br>In total value<br>creation(3) &<br>#62 of 100 #86<br>2020<br>Job Creation Lender<br>of the Year(4)<br>Sources: S&P Global Market Intelligence<br>(1)U.S. News, published 7/13/2021<br>(2)Deposit data as of 6/30/2021. Figures include banks<br>headquartered in respective state<br>(3)Represents a three-year annualized total shareholder<br>return based on data reported by Fortune (10/2020)<br>(4)US Small Business Administration Colorado District Office<br>From FORTUNE. © 2020 FORTUNE Media IP Limited All<br>rights reserved. Used under license.<br> |
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| $0.22<br>$0.34<br>$0.54<br>$0.75<br>$0.80<br>$0.65<br>2016 2017 2018 2019 2020 YTD21<br>7<br>Shareholder Returns<br>(50%)<br>(40%)<br>(30%)<br>(20%)<br>(10%)<br>0%<br>10%<br>20%<br>30%<br>40%<br>50%<br>NBHC KRX Regional Bank Index<br>Source: S&P Global Market Intelligence, FactSet Research Systems, Bloomberg; market data as of 9/30/2021<br>(1)Index of approximately 50 regional banks tracked by KBW<br>Total Shareholder Returns Since 2017 (Through 9/30/2021) Historical Dividend Per Share<br>Dividend Payout Ratio Target<br>30 - 40%<br>of core earnings<br>CAGR: 38%<br>35.1%<br>23.2% |
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| Financial Performance |
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| Liquidity<br>Loan to deposit ratio of 72.1%<br>Capital Ratios<br>14.6% Common Equity Tier 1 Ratio<br>Q3 2021 Financial Highlights<br>(1) Represents a non-GAAP financial measure. See Appendix for a reconciliation<br>of these measures.<br>9<br>.. Announced strategic investments in Finstro Global Holdings, Inc. and<br>Figure technologies<br>.. Grew loans 16.5% annualized over 2Q21<br>.. Record loan originations of $413.3 million<br>.. Pre-provision net revenue growth of 16.2% annualized over 2Q21<br>.. Strong capital, $379 million excess capital over 7.0% common equity<br>tier 1 requirement<br>.. Record low non-performing assets to total loans and OREO of 0.39%<br>Expense<br>64.0% efficiency ratio FTE(1) YTD<br>Net Income<br>$70.8 million YTD<br>Transaction Deposit Growth<br>23.9% YTD, over 3Q20<br>ACL / Loans<br>1.11% |
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| 10<br>Profitable Steady Growth<br>$4.9<br>$23.1<br>$80.4<br>$6.3<br>YE15 YE16 YE17 YE18 YE19 YE20 YTD21<br>Net Income<br>Non-Adjusted<br>Adjusted<br>$0.14<br>$0.79<br>$2.55<br>$2.27<br>YE15 YE16 YE17 YE18 YE19 YE20 YTD21<br>EPS (Fully Diluted)<br>Non-Adjusted Adjusted<br>($ in millions)<br>0.17%<br>0.57%<br>0.38%<br>1.15%<br>1.42% 1.44% 1.39%<br>0.82%<br>1.26%<br>YE15 YE16 YE17 YE18 YE19 YE20 YTD21<br>ROATA(1)<br>Non-Adjusted<br>Adjusted 84.3%<br>68.8% 68.6% 68.6%<br>61.2% 60.6% 64.0%<br>YE15 YE16 YE17 YE18 YE19 YE20 YTD21<br>Efficiency Ratio FTE(1)<br>$23.1<br>$53.7 $54.7<br>$83.4<br>$112.9<br>$132.1<br>$81.3<br>YE15 YE16 YE17 YE18 YE19 YE20 YTD21<br>Pre-Provision Net Revenue FTE(1)<br>($ in millions)<br>$88.6 $2.85<br>1.29%<br>5.04%<br>3.61%<br>11.60%<br>13.07% 13.27% 13.04%<br>7.75%<br>12.76%<br>YE15 YE16 YE17 YE18 YE19 YE20 YTD21<br>ROATCE(1)<br>Non-Adjusted<br>Adjusted<br>(2) (2)<br>$70.8<br>$20.4<br>$14.6<br>$35.0<br>$61.5<br>$67.8<br>(1) (1)<br>$1.26<br>$0.73<br>$2.16<br>$0.53<br>$1.95<br>$0.21<br>(1) (1)<br>(1) (1)<br>(1)Represents a non-GAAP financial measure. See Appendix for a reconciliation of these measures.<br>(2)Annualized<br>(1) (1) |
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| 11<br>Growth Trends<br>$4.7 $4.6<br>$4.8<br>$5.7<br>$5.9<br>$6.7<br>$7.1<br>YE15 YE16 YE17 YE18 YE19 YE20 3Q21<br>Total Assets<br>$2.6<br>$2.9<br>$3.2<br>$4.1<br>$4.4<br>$4.2 $4.3<br>$0.2<br>YE15 YE16 YE17 YE18 YE19 YE20 3Q21<br>Total Loans<br>Non-PPP Loans<br>PPP Loans<br>$553.3<br>$478.9 $482.0<br>$577.4<br>$651.4<br>$707.3<br>$732.9<br>YE15 YE16 YE17 YE18 YE19 YE20 3Q21<br>($ in billions) ($ in billions) ($ in millions)<br>Tangible Common Equity(1)<br>(1)Represents a non-GAAP financial measure. See Appendix for a reconciliation of these measures.<br>$4.4 $4.4<br>$0.1 |
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| 12<br>Focus On Efficiency<br>.. FTE efficiency ratio of 64.0%<br>.. We have consolidated or sold 48 banking centers, or 47%, since 4Q11<br>4Q11 3Q21<br>103<br>+ 24<br>M&A(1)<br>Banking Centers<br>Opened<br>Consolidations /<br>Closures<br>Banking Center Roll-forward<br>81<br>+ 2<br>- 48<br>(1)Includes our Peoples acquisition completed on January 1, 2018 and our Pine River acquisition completed on August 1, 2015 |
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| Regulatory Capital<br>13<br>TIER 1 LEVERAGE 10.4%<br>COMMON EQUITY TIER 1 RISK-BASED 14.6%<br>TIER 1 RISK-BASED 14.6%<br>TOTAL RISK-BASED 15.5%<br>TANGIBLE COMMON EQUITY TO TANGIBLE<br>ASSETS(1) 10.5%<br>Capital Ratios – 3Q21<br>(1)Represents a non-GAAP financial measure. See Appendix for a reconciliation of these measures.<br>.. $379 million in excess capital over 7.0% common equity tier 1 risk-<br>based regulatory requirement<br>.. Double-leverage ratio just 87.4%<br>.. Holding company cash reserves of $83 million sufficient to support<br>12 quarters of shareholder dividend payouts |
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| Credit |
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| 15<br>Uniquely Diversified $4.3 Billion Loan Portfolio(1)<br>Concentrations<br>.. Self-imposed concentration limits ensure a granular and diverse loan portfolio and<br>protect against downside risk to any particular industry or real estate sector<br>.. Individual industry sectors are limited to no more than 15% of total loan<br>commitments, with the majority being 10% or less<br>.. Non owner-occupied CRE is 87% of risk-based capital and no specific property<br>type exceeds 5%<br>.. New commercial loans originated YTD:<br>- Average funding of $1.3 million<br>- Weighted average commitment, including unused, of $1.7 million<br>.. Residential loans originated YTD:<br>- Average funding of $307 thousand<br>- Average FICO of 766<br>- Average LTV of 73%<br>.. Top 25 client relationships as of Sept 2021:<br>- Average funded balance of $17 million<br>- Average commitment of $24 million<br>Granular and Well-Diversified Loan Portfolio<br>3%<br>4%<br>Consumer<br>16%<br>Non Owner-<br>Occupied<br>CRE<br>15%<br>C&I and Owner<br>Occupied CRE<br>69%<br>(1)Excluding PPP loans of $76.8 million<br>C&I and Owner Occupied CRE , 69% Non Owner Occupied CRE, 15%<br>Government & Municipal, 12% Hotel & Lodging, 5%<br>Equipment Leasing, 7% Office, 2%<br>Educational Services, 6% Multifamily, 2%<br>Restaurant, 6% Commercial Construction, 1%<br>Transportation & Warehousing, 5% Land Development, 1%<br>Agribusiness, 4% All Other, 4%<br>Lender Finance, 3%<br>Retail Trade, 3% Consumer, 16%<br>Real Estate Rental & Leasing, 2% Residential Sr. Lien, 14%<br>Manufacturing, 2% Residential Jr. Lien, 1%<br>Materials & Construction Companies, 1% Consumer, 1%<br>Financial Services, 1%<br>Wholesale Trade, 1%<br>Food and Other, 1%<br>Oil & Gas, 1%<br>All Other C&I, 14% |
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| 16<br>Strong Credit Quality History<br>0.16%<br>YE18 YE19 YE20 YTD21<br>Originated loan charge-offs Acquired loan charge-offs<br>0.25% 0.26% 0.34% 0.19%<br>0.60% 0.40% 0.26%<br>0.20%<br>YE18 YE19 YE20* 3Q21<br>Non-performing loans Acquired non-performing loans and OREO<br>Non-performing Asset Composition Non-performing Loans<br>Net Charge-Offs(1) Total Classified Loans<br>$50<br>$38<br>$50 $44<br>1.2% 0.9% 1.2%<br>1.0%<br>YE18 YE19 YE20 3Q21<br>Total classified loans % of total loans<br>0.85%<br>0.66%<br>(1)As a % of average total loans<br>(2)Annualized<br>0.04%<br>0.20%<br>0.02%<br>$25 $22 $20 $13<br>0.60% 0.49% 0.47% / 0.49%*<br>0.29% / 0.30%*<br>YE18 YE19 YE20 3Q21<br>Non-performing loans Non-performing loans as a % of total loans<br>0.06%<br>* Excludes PPP loans<br>0.60%*<br>* Excludes PPP loans. Non-performing assets to total loans and OREO totaled 0.58% for YE20<br>(2)<br>0.39%<br>0.03%<br>($ in millions)<br>.. Allowance for loan losses coverage equal to 383% of non-performing loans<br>.. Acquisition fair value marks on acquired loans total $7.7 million, 4.2% of acquired loans or 0.2% of total loans |
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| 17<br>Allowance For Credit Loss<br>.. Allowance to total loan coverage of 1.11% provides coverage for economic uncertainty<br>ACL(1)<br>1/1/2020<br>$44.9<br>ACL/Total Loans<br>1.02%<br>All dollars in millions<br>(1)Investment securities portfolio consists of U.S. agency mortgage backed securities requiring no ACL<br>ACL(1)<br>9/30/2021<br>$49.2<br>ACL/Total Loans<br>1.11% |
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| Balance Sheet |
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| . Portfolio built on a relationship-banking strategy, with emphasis on depository and treasury management relationships<br>.. Self-imposed concentration limits; majority of industry sectors limited to 5% or less of total loan commitments<br>.. Industries requiring in-depth knowledge are managed by specialty banking teams, with dedicated specialist underwriters<br>.. New loan originations over the trailing 12 months totaled $1.3 billion, led by commercial loan originations of $895.8 million, which included<br>PPP loan originations of $121.1 million<br>.. Record level of loan originations in 3Q21 of $413.3 million, led by commercial loan originations of $301.7 million<br>FY15 FY16 FY17 FY18 FY19 FY20 3Q21<br>(1)Excludes loans held-for-sale<br>$0.9<br>$1.0 $1.0<br>$1.2 $1.2 $1.2<br>$1.3<br>TTM: Trailing Twelve Months<br>TTM<br>Owner Occupied<br>CRE<br>17%<br>CRE<br>15%<br>Resi<br>Mortgage<br>14%<br>Other Consumer<br>1%<br>PPP<br>2%<br>C & I<br>51%<br>Loan Composition<br>($4.4 Billion)<br>Non-PPP Loan Originations<br>($ in millions)<br>Total Loan Originations(1)<br>($ in billions)<br>19<br>Solid Loan Growth<br>$132.8<br>$272.5<br>$173.1<br>$362.1<br>$413.3<br>3Q20 4Q20 1Q21 2Q21 3Q21 |
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| High Quality, Highly Liquid<br>Investment Portfolio<br>20<br>.. 99.8% of portfolio is U.S. agency/sponsored<br>agency backed<br>.. 3Q21 yield of 1.48%<br>.. 49% of portfolio in Held-to-Maturity<br>.. Zero allowance for credit losses needed on<br>investment securities portfolio, as portfolio is<br>primarily backed by U.S. agencies<br>$1.3 Billion Investment Portfolio(1)<br>U.S. Agency/Sponsored Agency<br>MBS<br>U.S. Agency/Sponsored Agency<br>CMO<br>Other<br>(1) Excludes FHLB/FRB stock.<br>0.2%<br>42.8%<br>57.0% |
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| Strong Transaction Deposit Growth<br>.. Average transaction deposits increased 5.2% annualized,<br>3Q21 over 2Q21<br>.. The mix of transaction deposits to total deposits improved 72<br>basis points to 85.7%, 3Q21 over 2Q21<br>.. Cost of deposits decreased three basis points, 3Q21 over<br>2Q21, to 0.21%<br>Growing Low Cost Transaction Accounts Deposit Composition<br>Low Cost Deposits<br>($ in billions)<br>$3.5 $3.6<br>$4.2<br>$5.1<br>$1.1 $1.1 $1.0 $0.9<br>YE18 YE19 YE20 YTD21<br>Average Transaction Deposits Average Time Deposits<br>39% 41% 47% 49%<br>37% 37% 36% 37%<br>21% 19% 14% 12%<br>3% 3% 3% 2%<br>$4.5 $4.7 $5.7 $6.1<br>0%<br>50%<br>100%<br>YE18 YE19 YE20 3Q21<br>Demand & NOW Savings & MM CDs < $250k CDs >= $250k Total<br>76%<br>Non-<br>Time<br>78%<br>Non-<br>Time<br>83%<br>Non-<br>Time<br>86%<br>Non-<br>Time<br>2.50%<br>1.75%<br>0.25%<br>0.25%<br>0.25% 0.37% 0.27% 0.13%<br>0.45%<br>0.64%<br>0.45%<br>0.24%<br>FY18 FY19 FY20 YTD21<br>Fed Funds rate Cost of transaction deposits Cost of deposits<br>21<br>Low Cost Transaction Deposits |
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| Management Team |
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| 23<br>Experienced Management Team<br>Nicole Van Denabeele<br>EVP, Chief Accounting Officer and<br>President, Bank Midwest<br>• 18 years of financial services experience<br>• Controller at Polsinelli, PC<br>• Senior Vice President, Assistant Controller at UMB<br>Financial Corporation<br>• Started career in public accounting at Deloitte, LLP<br>Christopher Randall<br>EVP, Commercial, Specialty and Business Banking<br>• 25+ years of banking experience<br>• Previously Senior Managing Director, Specialty Banking<br>since 2013<br>• Director and Founder of CoBiz<br>Structured Finance<br>• Executive of Marquette Financial Companies<br>Ruth Stevenson<br>EVP, Chief Client Executive, Deposit Operations<br>Executive and Regional President<br>• 45+ years of financial services experience<br>• Served in a number of roles with Peoples Bank over an<br>18-year period<br>• Worked in a variety of roles, including President of a<br>community bank, Director of Retail, Director of a<br>mortgage division and Operations Manager for a<br>mortgage division Brendan Zahl<br>EVP, Personal, Private and<br>Residential Banking<br>• 20+ years of banking experience<br>• Retail, Commercial Deposit and Lending Management<br>at Peoples National Bank; served as Peoples National<br>Bank CEO from 2012-2017<br>• Progressive leadership growth during 10-year tenure at<br>FirstBank<br>Tim Laney<br>Chairman, President & CEO<br>(40 years in banking)<br>• Head of Business Services at Regions Financial, where he also led the transformation of<br>wholesale lines of business<br>• Senior management roles in small business, commercial banking, private banking,<br>corporate marketing and change management and Management Operating Committee<br>member at Bank of America; also served as President, Bank of America, Florida<br>Richard Newfield<br>Chief Risk Management Officer<br>(37 years in banking)<br>• Head of Business Services Credit at Regions Financial<br>• Senior roles in risk management, credit, commercial banking, global bank debt and<br>corporate marketing at Bank of America<br>Aldis Birkans<br>Chief Financial Officer<br>(23 years in financial industry)<br>• Senior Vice President, Treasurer at NBHC<br>• Vice President, Assistant Treasurer at M&I Bank<br>• Senior Vice President, Corporate and Investment Bank Treasury at Citigroup<br>Angela Petrucci<br>Chief Administrative Officer & General Counsel<br>(20 years in legal and banking)<br>• Senior Vice President, General Counsel at NBH Bank<br>• In House Counsel at Accenture and an associate at Chapman and Cutler LLP<br>• Started career as a commercial banker at First Chicago Bank (now JP Morgan<br>Chase)<br>Valerie Kramer<br>EVP, Chief Digital Officer<br>• 20+ years of financial services experience<br>• Served in multiple Treasury Management<br>and Client Solution roles with NBH Bank,<br>including Treasury Management Director,<br>over a 13 year period |
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| 24<br>Management & Directors<br>NBHC MANAGEMENT & DIRECTORS BENEFICIAL OWNERSHIP(1) PERCENT OF CLASS(2)<br>G. Timothy Laney 555,620 1.82%<br>Aldis Birkans 52,904 0.17%<br>Richard U. Newfield, Jr. 182,698 0.60%<br>Angela Petrucci 12,813 0.04%<br>Ralph W. Clermont 82,174 0.27%<br>Robert E. Dean 31,965 0.10%<br>Fred J. Joseph 17,344 0.06%<br>Micho F. Spring 34,311 0.11%<br>Burney S. Warren, III 28,437 0.09%<br>Art Zeile 13,358 0.04%<br>Patrick Sobers 28,743 0.09%<br>All current NBHC management and directors as a group (11 persons) 1,040,367 3.39%<br>Beneficial Ownership (as of 9/30/21)<br>(1) Includes unvested restricted shares for which the director or officer has voting power and shares issuable upon the exercise of options as well as indirect ownership. Does not include unvested performance stock units.<br>(2) Calculated in accordance with Item 403 of Regulation S-K, and based on 30,288,131 shares of Class A common stock outstanding and entitled to vote and 155,467 shares of unvested restricted stock entitled to vote. |
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| Corporate Governance |
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| 26<br>Best Practices In Governance and Compensation<br>Corporate Governance<br> Lead Independent Director with robust role and responsibilities<br> Majority independent Board<br> No short-selling, hedging, or pledging of NBHC shares (applies to all NBHC<br>and NBH Bank insiders)<br> Annual election of Board members and say-on-pay vote<br> Fully independent Audit & Risk, Compensation, and Nominating & Governance<br>Committees<br> Annual Director and Committee evaluation process<br> Board-adopted Code of Conduct that applies to all directors, officers, and<br>employees<br> Published Corporate Governance Guidelines<br>Executive Compensation<br> Provide the majority of compensation in the form of variable, performance-<br>based elements<br> Ensure a strong link between financial and operational goals, shareholder<br>value creation, and executive compensation<br> Conduct shareholder engagement on compensation- and governance-<br>related issues, and respond to shareholder feedback as appropriate<br> Enforce stock ownership guidelines for executives (5x base salary for CEO<br>and 4/2x base salary for other NEOs) and non-employee directors (5x<br>annual Board cash retainer)<br> Provide for a clawback of incentive compensation in the event of a material<br>restatement of financial or operating results<br> Impose a double-trigger change-in-control requirement before vesting of<br>outstanding, unvested equity awards is accelerated<br> Use an independent compensation consultant<br> Conduct annual risk assessment of compensation program<br> Annual say-on-pay vote<br>NBHC’s corporate governance policies and executive compensation practices support our business and<br>align with best practices |
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| Fred J. Joseph<br>.. Financial services regulator for 30 years as the Banking<br>and Securities Commissioner for the State of Colorado<br>.. Member of the Investor Issues Committee for FINRA<br>I N A<br>Compensation Independent Governance &<br>Nominating Committee Chair Audit & Risk Appointed within the<br>last five years<br>G. Timothy Laney<br>.. President, CEO and Chairman<br>.. Former Sr Executive VP & Head of Business<br>Services at Regions Financial<br>.. 24-year tenure at Bank of America, and a member of<br>Bank of America’s Management Operating Committee<br>N C * I<br>Robust Lead Director<br>Responsibilities<br>.. Mr. Clermont presides at all Board<br>meetings where the Chairman is not<br>present and at all executive sessions<br>of independent Directors<br>.. Acts as liaison between Chairman<br>and independent Directors<br>.. Reviews and approves Board<br>meeting agendas and information<br>presented to Board<br>.. Engages with major shareholders as<br>needed<br>.. As the independent Lead Director,<br>Mr. Clermont is an ex officio member<br>of all Board committees with full<br>voting rights<br>NBHC Board of Directors<br>A<br>Burney S. Warren<br>.. Former Executive Vice President and Director of M&A<br>for Branch Banking and Trust Company<br>.. During his tenure at BB&T, Warren successfully<br>completed over 50 bank and non-bank acquisitions<br>I C A *<br>Art Zeile<br>.. Current CEO of DHI Group<br>.. Extensive experience in software, telecommunications,<br>internet, datacenter and security technologies, with a<br>particular focus on cybersecurity<br>.. Began career as an Officer in the U.S. Air Force<br>Patrick Sobers<br>.. 30+ years of financial services experience<br>.. 10 years with NBH Bank (Former EVP, Head of Business<br>and Consumer Banking)<br>.. Member of NBH Bank’s board of directors since 2017<br>.. Several leadership positions at Bank of America, including<br>Southeast Region’s Consumer Banking Executive<br>27<br>Ralph W. Clermont<br>.. Lead Independent Director<br>.. Former Managing Partner of KPMG, St. Louis office<br>.. Over 39 years of banking and audit experience<br>I N A C *<br>Robert E. Dean<br>.. Former Senior Managing Director of Ernst & Young<br>Corporate Finance<br>.. Practiced corporate, banking and securities law with<br>Gibson, Dunn & Crutcher<br>I N A C *<br>I A C<br>Micho F. Spring<br>.. Chair of Global Corporate Practice at Weber Shandwick<br>.. Formerly CEO of Boston Telecommunications Company<br>.. Served four years as Deputy Mayor of Boston<br>I N A<br>A Alka Gupta<br>.. Fortune 500 executive and tech entrepreneur with deep<br>experience in digital transformation<br>.. Currently a Venture Partner at Fin Venture Capital<br>.. Co-Founder of and former President at GlobaliD, Inc.<br>I |
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| 28<br>NBHC Board Represents a Diverse Range of<br>Qualifications and Skills<br>5<br>4<br>9<br>8<br>6<br>9<br>3<br>3<br>CEO or President of<br>Private or Public<br>Company<br>Other Public Board<br>Experience<br>Financial or Audit<br>Background<br>Financial Services<br>Industry<br>Marketing or Sales<br>Background<br>Community or<br>Governmental Service<br>Legal or Regulatory<br>Experience<br>IT, Cyber, or Fintech<br>Background<br>Experience or<br>Expertise Number of Directors<br>Experienced leaders<br>capable of<br>overseeing execution<br>and challenging<br>management<br>Critical industry<br>knowledge and<br>involvement in local<br>communities<br>Critical to overseeing<br>management’s<br>execution of strategy |
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| 29<br>Board’s Role in Oversight of Risk<br>The Board is actively engaged in NBHC’s risk management.<br>Robust Risk Oversight at Board Level<br>Risk Board Oversight Actions<br>Cybersecurity<br>Evolving nature and complexity of the threats from organized<br>cybercriminals and hackers<br>NBHC Audit and Risk Committee is responsible for oversight<br>of the Company’s operational (including cybersecurity) and<br>reputational risks<br>Employs detection and response mechanisms designed to<br>contain and mitigate security incidents<br>Human Capital/Diversity<br>Stagnant, poorly diversified boards are not only concerning<br>to shareholders, but are also viewed unfavorably by proxy<br>advisers such as ISS and Glass Lewis<br>NBHC Nominating and Governance Committee considers<br>diversity in its assessment of potential nominees to the Board<br>Extend focus on diversity and inclusion to Bank Board which<br>is diverse in experience as well as race and gender<br>Market/Credit Risk<br>NBH’s business is highly susceptible to credit risk and<br>market fluctuations in the value of real estate and other<br>collateral<br>NBHC Audit and Risk Committee is responsible for the<br>oversight of the Company’s market, credit and liquidity risk<br>Implements strict credit concentration limits by industry and<br>real estate type, requires credit decisions to be made<br>independent of bankers and line management, regularly<br>reviews detailed credit reporting, including risk mitigation<br>trends, and oversees credit stress testing twice a year.<br>Adopts and oversees comprehensive liquidity and market<br>risk policies<br>Compensation<br>Misalignment between the compensation program and<br>business strategy can result in substantial risk for the<br>Company and its shareholders<br>NBHC Compensation Committee oversees compensation<br>risk to identify any practices that present unacceptable risk to<br>NBH<br>Conducts annual risk assessment of compensation program |
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| 30<br>Overview of NBH Bank Board of Directors<br>NBH Bank Board Composition<br>Aldis Birkans<br>Chief Financial Officer<br>Christopher Randall<br>EVP, Commercial, Specialty and Business Banking<br>Ralph Clermont<br>(see Slide 27)<br>Patrick Sobers<br>(see Slide 27)<br>Fred Joseph<br>(see Slide 27)<br>Micho Spring<br>(see Slide 27)<br>Tim Laney<br>President, CEO and Chairman<br>Ruth Stevenson<br>EVP, Chief Client Executive, Deposit Operations Executive and Regional President<br>Richard Newfield<br>Chief Risk Management Officer<br>Brendan Zahl<br>EVP, Personal, Private and Residential Banking<br>Angela Petrucci<br>Chief Administrative Officer & General Counsel<br>– Our NBH Bank Board members participate in both the Audit and Risk Committee meetings and Board Meetings for<br>National Bank Holdings Corporation to ensure an added level of compliance and oversight<br>– Our Bank Board is diverse in experience as well as race and gender<br>In addition to the NBHC Board, there is an added layer of oversight through the<br>Board of Directors of NBH Bank, NBHC’s wholly-owned subsidiary |
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| Long Term<br>Incentive<br>Award<br>41%<br>Annual Cash<br>Incentive Award<br>30%<br>Base Salary<br>29%<br>31<br>Executive Compensation Program NBH’s executive compensation practices align management incentives with long-term shareholder interests<br>Components of Executive Compensation (2020)<br>2020 Compensation Breakdown Additional Compensation Features<br>Component Metrics<br>Base Salary<br>(Cash)<br>• Reviewed annually<br>− Increased only in limited circumstances (e.g., expanded job<br>responsibilities)<br>Annual Cash Incentive<br>Award<br>(At-Risk Cash)<br>• 2020 Corporate Measures(1):<br>− Core Net Income (30%)<br>− Asset Quality (20%)<br>− Loan Growth (10%)<br>− Total Deposit Growth (10%)<br>− Enterprise Risk Management (15%)<br>− Qualitative (15%)<br>Long-Term Incentive Award<br>(PSUs, Options & Restricted<br>Stock)<br>• 3-year Relative ROTA*<br>• 3-year Relative TSR<br>*Prior to the 2020 award, the Committee utilized a Cumulative EPS<br>metric instead of a Relative Return on Tangible Assets Metric<br>Link to Strategy<br>• Among other things, attract and retain executives capable of driving achievement of the Company’s<br>strategic objectives<br>• Ensure the goals and interests of management are aligned with those of our shareholders, clients,<br>and communities we serve<br>• Balance compensation to reward both short-term results and the strategic decisions and actions<br>necessary to run a sustainable business and create long-term value<br>• Motivate executives to deliver a high level of performance and achieve strategic goals within clear<br>and acceptable risk parameters<br>• Attract and retain highly qualified executives through a balance of cash and equity compensation<br>• Financial metrics and relative targets established are a reflection of what Compensation Committee<br>deems important to align the NEO’s performance with the achievement of the Company’s strategic<br>goals and key long-term financial targets<br>• Evaluate executive compensation and Company performance relative to peers<br>• Stock Ownership Guidelines:<br>− CEO: 5x base salary<br>− NEOs: CFO (4x base salary), CRMO and CAO (2x base salary)<br>• Clawback provisions in place to recover performance-based compensation from NEOs under<br>certain circumstances<br>• Usage of an independent compensation consultant (F.W. Cook)<br>• Frequent outreach to shareholders<br>• Greater emphasis on “at risk” pay since 2014<br>Compensation Metrics Tied to Long-Term Strategy<br>CEO Other NEOs<br>At Risk<br>At Risk: 71% At Risk: 60%<br>Long-Term<br>Incentive<br>Award<br>32%<br>Annual Cash<br>Incentive<br>Reward<br>28%<br>Base Salary<br>40%<br>(1) Corporate measures apply to compensation of CEO, CFO, CRMO, and CAO; as a bank business line EVPs, NEO Randall’s and NEO Zahl’s<br>Annual Cash Incentive Award is based on the following measures: Direct Contribution (45%), Core Net Income (5.0%), Asset Quality (7.5%), Loan<br>Growth (12.5%), Total Deposit Growth (15%), Enterprise Risk Management (7.5%), and Qualitative (7.5%). |
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| 32<br>Environmental, Social and Governance<br>(ESG) Matters<br>Environmental<br>.. Committed to using environmentally friendly office products and materials and optimizing our office and banking center space.<br>.. Continued investment in our mobile and digital platforms, resulting in a reduction in paper and fuel emissions.<br>.. Providing financing for green and sustainable businesses and actively exploring opportunities to invest in these industries.<br>Community<br>Engagement &<br>Support<br>.. Support a number of causes with a focus on helping people find work, affordable housing, and become financially empowered.<br>.. Grant associates eight paid hours each year to donate their time to non-profit organizations.<br>.. Completed our 6th annual Do More Charity Challenge®, contributing to a wide range of nonprofits in our communities.<br>.. Donated to nonprofits making masks and hand sanitizer available to healthcare workers and first responders during the COVID-19 pandemic.<br>Human Capital<br>.. We believe that equity, diversity and inclusion are important elements in building and sustaining a successful organization and a positive, results-driven culture.<br>.. We strive for all of our associates to feel safe and empowered at work. To that end, we maintain a whistleblower hotline that allows associates and others to<br>anonymously voice concerns.<br>.. Our Company takes workplace safety very seriously. In addition, from the onset of the pandemic and into the month of May 2021, we provided premium COVID-<br>19 related pay for associates whose job functions required them to be physically present.<br>Equity, Diversity<br>and Inclusion<br>.. Our Equity, Diversity and Inclusion efforts are driven by an Equity, Diversity and Inclusion Committee comprised of a multi-disciplinary group of associates<br>throughout NBH Bank with the support of the executive management team.<br>.. As of December 31, 2020, 68% of the Company’s workforce is female and 57% of the Company’s managerial roles are held by women.<br>.. In 2020, we hired 390 associates, and 74% of those new associates were female and 33% were minorities.<br>NBH’s long-standing commitment to ESG in all of its business activities |
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| Appendix |
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| As of and for the nine<br>months ended<br>Return on Average Tangible Assets and Return on Average Tangible Equity 30-Sep-21 31-Dec-20 31-Dec-19 31-Dec-18 31-Dec-17 31-Dec-16 31-Dec-15<br>Net income 70.8 $ 88.6 $ 80.4 $ 61.5 $ 14.6 $ 23.1 $ 4.9 $<br>Add: impact of core deposit intangible amortization expense, after tax 0.7 0.9 0.9 1.6 3.3 3.3 3.3<br>Net income adjusted for impact of core deposit intangible amortization expense, after tax 71.5 $ 89.5 $ 81.3 $ 63.1 $ 17.8 $ 26.4 $ 8.2 $<br>Average assets 6,977.5 $ 6,326.3 $ 5,837.1 $ 5,607.5 $ 4,705.2 $ 4,652.0 $ 4,831.1 $<br>Less: average goodwill and core deposit intangible, net of deferred tax asset related to goodwill (112.3) (114.0) (116.1) (188.5) (53.0) (60.0) (66.5)<br>Average tangible assets (non-GAAP) 6,865.2 $ 6,212.2 $ 5,721.0 $ 5,489.0 $ 4,652.3 $ 4,592.0 $ 4,764.5 $<br>Average shareholders' equity 845.8 $ 788.3 $ 737.9 $ 662.4 $ 546.7 $ 583.7 $ 701.5 $<br>Less: average goodwill and core deposit intangible, net of deferred tax asset related to goodwill (112.3) $ (114.0) $ (116.1) (118.5) (53.0) (60.0) (66.5)<br>Average tangible common equity (non-GAAP) 733.5 $ 674.3 $ 621.8 $ 543.9 $ 493.8 $ 523.7 $ 634.9 $<br>Return on average assets 1.36% 1.40% 1.38% 1.10% 0.31% 0.50% 0.10%<br>Return on average tangible assets (non-GAAP) 1.39% 1.44% 1.42% 1.15% 0.38% 0.57% 0.17%<br>Return on average equity 11.20% 11.24% 10.89% 9.28% 2.67% 3.95% 0.70%<br>Return on average tangible common equity (non-GAAP) 13.04% 13.27% 13.07% 11.60% 3.61% 5.04% 1.29%<br>As of and for the nine<br>months ended<br>Fully Taxable Equivalent Net Interest Margin 30-Sep-21<br>Net interest income 137.7 $<br>Add: impact of taxable equivalent adjustment 3.9<br>Net interest income, fully taxable equivalent (non-GAAP) 141.5 $<br>Average earning assets 6,475.9 $<br>Net interest margin 2.84%<br>Net interest margin, fully taxable equivalent (non-GAAP) 2.92%<br>As of and for the years ended<br>34<br>Reconciliation of Non-GAAP Measures<br>($ in millions, except per share) |
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| Adjusted Financial Results 31-Dec-18 31-Dec-17<br>Adjustments to net income:<br>Net income 61.5 $ 14.6 $<br>Adjustments (1) 6.3 20.4<br>Adjusted net income (non-GAAP) 67.8 $ 35.0 $<br>Adjustments to earnings per share:<br>Earnings per share - diluted 1.95 $ 0.53 $<br>Adjustments (1) 0.21 0.73<br>Adjusted earnings per share - diluted (non-GAAP) 2.16 $ 1.26 $<br>Adjustments to return on average tangible assets:<br>Adjusted net income (non-GAAP) 67.8 $ 35.0 $<br>Add: impact of core deposit intangible amortization expense, after tax 1.6 3.3<br>Net income adjusted for impact of core deposit intangible amortization expense, after tax 69.4 38.3<br>Average tangible assets (non-GAAP) 5,489.0 4,652.3<br>Adjusted return on average tangible assets (non-GAAP) 1.26% 0.82%<br>Adjustments to return on average tangible common equity:<br>Adjusted net income (non-GAAP) 67.8 $ 35.0 $<br>Add: impact of core deposit intangible amortization expense, after tax 1.6 3.3<br>Net income adjusted for impact of core deposit intangible amortization expense, after tax 69.4 $ 38.3 $<br>Average tangible common equity (non-GAAP) 543.9 493.8<br>Adjusted return on average tangible common equity (non-GAAP) 12.76% 7.75%<br>(1)Adjustments:<br>Non-interest expense adjustments:<br>Acquisition-related expenses(2) 8.0 $ 2.7 $<br>Tax reform bonuses(3) - 0.5<br>Total pre-tax adjustments (non-GAAP) 8.0 3.2<br>Collective tax expense impact (1.6) (1.2)<br>Deferred tax asset re-measurement - 18.5<br>Adjustments (non-GAAP) 6.3 $ 20.4 $<br>As of and for the years ended<br>35<br>Reconciliation of Non-GAAP Measures (cont’d)<br>($ in millions, except per share)<br>(2) Represents non-recurring acquisition expense related to the Peoples acquisition<br>(3) Represents a special $1,000 bonus payment to 491 associates made in connection with the Tax Cuts and Jobs Act enacted in 2017 |
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| Efficiency Ratio 30-Sep-21 31-Dec-20 31-Dec-19 31-Dec-18 31-Dec-17 31-Dec-16 31-Dec-15<br>Net interest income 137.7 $ 192.9 $ 205.8 $ 197.4 $ 146.3 $ 145.6 $ 156.9 $<br>Add: impact of taxable equivalent adjustment 3.9 5.1 5.1 4.5 5.9 4.1 2.7<br>Net interest income, FTE (non-GAAP) 141.5 $ 198.0 $ 210.9 $ 201.9 $ 152.2 $ 149.7 $ 159.6 $<br>Non-interest income 87.1 $ 140.3 $ 82.8 $ 70.8 $ 39.2 $ 40.0 $ 21.4 $<br>Non-interest expense 147.3 $ 206.2 $ 180.7 $ 189.3 $ 136.7 $ 136.0 $ 158.0 $<br>Less: core deposit intangible asset amortization (0.9) (1.2) (1.2) (2.2) (5.3) (5.5) (5.4)<br>Non-interest expense, adjusted for CDI amortization 146.4 $ 205.0 $ 179.6 $ 187.2 $ 131.3 $ 130.5 $ 152.6 $<br>Efficiency ratio 65.14% 61.52% 62.22% 69.78% 70.80% 70.30% 85.55%<br>Efficiency ratio FTE (non-GAAP) 64.04% 60.59% 61.15% 68.64% 68.63% 68.79% 84.28%<br> As of and for the<br>nine months ended<br>Pre-provision net revenue, FTE 30-Sep-21 31-Dec-20 31-Dec-19 31-Dec-18 31-Dec-17 31-Dec-16 31-Dec-15<br>Net interest income 137.7 $ 192.9 $ 205.8 $ 197.4 $ 146.3 $ 145.6 $ 156.9 $<br>Add: impact of taxable equivalent adjustment 3.9 5.1 5.1 4.5 5.9 4.1 2.7<br>Net interest income, FTE (non-GAAP) 141.5 $ 198.0 $ 210.9 $ 201.9 $ 152.2 $ 149.7 $ 159.6 $<br>Non-interest income 87.1 140.3 82.8 70.8 39.2 40.0 21.4<br>Non-interest expense (147.3) (206.2) (180.7) (189.3) (136.7) (136.0) (158.0)<br>Pre-provision net revenue, FTE (non-GAAP) 81.3 $ 132.1 $ 112.9 $ 83.4 $ 54.7 $ 53.7 $ 23.1 $<br>As of and for the nine<br>months ended<br>As of and for the years ended<br>As of and for the years ended<br>36<br>Reconciliation of Non-GAAP Measures (cont’d)<br>($ in millions, except per share) |
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| As of and for the<br>nine months ended<br>Tangible Common Book Value Ratios 30-Sep-21 31-Dec-20 31-Dec-19 31-Dec-18 31-Dec-17 31-Dec-16 31-Dec-15<br>Total shareholders' equity 844.7 $ 820.7 $ 766.9 $ 695.0 $ 532.4 $ 536.2 $ 617.5 $<br>Less: goodwill and core deposit intangibles, net (121.7) (122.6) (123.8) (124.9) (61.2) (66.6) (72.1)<br>Add: deferred tax liability related to goodwill 9.8 9.2 8.2 7.3 10.9 9.3 7.8<br>Tangible common equity (non-GAAP) 732.9 $ 707.3 $ 651.4 $ 577.4 $ 482.0 $ 478.9 $ 553.3 $<br>Total assets 7,101.0 $ 6,660.0 $ 5,895.5 $ 5,676.7 $ 4,843.5 $ 4,573.0 $ 4,683.9 $<br>Less: goodwill and core deposit intangibles, net (121.7) (122.6) (123.8) (124.9) (61.2) (66.6) (72.1)<br>Add: deferred tax liability related to goodwill 9.8 9.2 8.2 7.3 10.9 9.3 7.8<br>Tangible assets (non-GAAP) 6,989.1 $ 6,546.5 $ 5,780.0 $ 5,559.1 $ 4,793.1 $ 4,515.8 $ 4,619.6 $<br>Total shareholders' equity to total assets 11.90% 12.32% 13.01% 12.24% 10.99% 11.72% 13.18%<br>Tangible common equity to tangible assets (non-GAAP) 10.49% 10.80% 11.27% 10.39% 10.06% 10.61% 11.98%<br>As of and for the years ended<br>37<br>Reconciliation of Non-GAAP Measures (cont’d)<br>($ in millions, except per share) |
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| Thank you. |
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