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0001475841false00014758412021-01-212021-01-21

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): January 21, 2021

NATIONAL BANK HOLDINGS CORPORATION
(Exact name of registrant as specified in its charter)

Delaware

001-35654

27-0563799

(State or other jurisdiction
of incorporation)

(Commission
File Number)

(IRS Employer
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 2.02. Results of Operations and Financial Conditions. *

On January 21, 2021, National Bank Holdings Corporation (“NBHC”) issued a press release announcing its financial results for the quarter ended December 31, 2020, which press release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.

Item 2.05. Costs Associated With Exit or Disposal Activities. *

On January 21, 2021, National Bank Holdings Corporation (the “Company”) announced its decision to consolidate seven of its banking center locations primarily in its Community Banks of Colorado market, with one location in its Bank Midwest market and one in its Hillcrest Bank market. The Company plans to integrate these locations into other banking centers within its network. These actions are a result of the Company’s continued focus on balancing physical locations and digital banking channels, driven by increased client usage of online and mobile banking and a commitment to further invest in digital banking technology. The Company expects to complete a substantial majority of these actions by June 30, 2021.

The Company anticipates annual expense savings of approximately $2.2 million upon completion of these consolidations. The Company expects to incur total pre-tax expense related to the consolidations of approximately $1.3 million, including approximately $1.2 million related to facilities expense. The Company expects to recognize the majority of these expenses during the first quarter of 2021, with the remainder incurred by the end of the second quarter of 2021.

Item 2.06. Material Impairments. *

The information contained in Item 2.05 above relating to asset impairment charges is incorporated into this Item 2.06 by reference.

Item 7.01. Regulation FD Disclosure. *

On January 21, 2021, NBHC issued, distributed, made available to investors, and posted on its website, the press release and accompanying financial tables reflecting its financial results for the quarter ended December 31, 2020, also furnished as Exhibit 99.1 hereto and incorporated herein by reference.

On January 21, 2021, NBHC issued, distributed, made available to investors, and posted on its website, a Supplemental Disclosure document, also furnished as Exhibit 99.2 hereto and incorporated herein by reference.

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Item 9.01. Financial Statements and Exhibits. *

(d) Exhibits

Exhibit No.

    

Description of Exhibit

99.1

Press release dated January 21, 2021

99.2

Supplemental Disclosure dated January 21, 2021

104

Cover Page Interactive Data File (embedded within the Inline XBRL document and contained in Exhibit 101)

*The information contained in Items 2.02, 2.05, 2.06, 7.01 and 9.01 of this Current Report on Form 8-K is being “furnished” and shall not be deemed “filed” for purposed of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any registration statement or other filings of the Registrant under the Securities Act of 1933, as amended, except as shall be set forth by specific reference in such filing.

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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.

National Bank Holdings Corporation

By:

/s/ Angela N. Petrucci

Name: Angela N. Petrucci

Title: Chief Administrative Officer and General Counsel

Date: January 21, 2021

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Exhibit 99.1

Graphic

National Bank Holdings Corporation Announces

Fourth Quarter and Record Full Year 2020 Financial Results

Denver, Colorado - (Globe Newswire) – National Bank Holdings Corporation (NYSE: NBHC) reported:

For the quarter

For the quarter - adjusted(1)

For the year

For the year - adjusted (1)

4Q20

3Q20

4Q19

4Q20

3Q20

4Q19

2020

2019

2020

2019

Net income ($000's)

$

27,169

$

27,893

$

19,519

$

27,329

$

28,224

$

19,519

$

88,591

$

80,365

$

90,397

$

81,054

Earnings per share - diluted

$

0.87

$

0.90

$

0.62

$

0.88

$

0.91

$

0.62

$

2.85

$

2.55

$

2.91

$

2.57

Return on average tangible assets(2)

1.67%

1.76%

1.35%

1.68%

1.78%

1.35%

1.44%

1.42%

1.47%

1.43%

Return on average tangible common equity(2)

15.55%

16.49%

12.07%

15.64%

16.69%

12.07%

13.27%

13.07%

13.54%

13.18%

                                                      

(1)

See non-GAAP reconciliation starting on page 14.

(2)

Quarterly ratios are annualized.

In announcing these results, Chief Executive Officer Tim Laney shared, “I am pleased to announce that our solid performance during the fourth quarter contributed to record full year earnings of $2.85 per share. In the face of the pandemic, my teammates came together to serve our clients and communities while also taking care of each other. An intense focus on the safety and soundness of the Bank resulted in full-year net charge-offs of just six basis points. The diversity and granularity of our loan portfolio continues to produce desirable results. Further, we built on our relationship banking model to grow our low cost transaction deposits 28.8% in the fourth quarter, compared to the same period in the prior year.”

Mr. Laney added, “We are proud to have been recognized in Fortune’s 100 Fastest Growing Companies in 2020 and among the top public companies for shareholder value creation. With a strong Common Equity Tier 1 ratio of 14.70% coupled with a sizable liquidity position, we believe we are well positioned for growth in 2021. We will continue to execute our disciplined approach to pursuing growth opportunities while maintaining an intense focus on expense management as we prudently navigate the current economic challenges side-by-side with our clients and our communities.”

Fourth Quarter 2020 Results

(All comparisons refer to the third quarter of 2020, except as noted)

Net income totaled $27.2 million during the fourth quarter of 2020, or $0.87 per diluted share, compared to $27.9 million, or $0.90 per diluted share, during the third quarter of 2020. Adjusting for banking center consolidation-related expenses, net income totaled $27.3 million, or $0.88 per diluted share, compared to $28.2 million, or $0.91 per diluted share, during the third quarter of 2020. The return on average tangible assets was 1.67%, compared to 1.76% in the prior quarter, and the return on average tangible common equity was 15.55%, compared to 16.49%, in the prior quarter.

Net Interest Income

Fully taxable equivalent net interest income totaled $49.8 million, increasing $1.8 million, driven by an increase in PPP-related income from PPP loan forgiveness. PPP loan fees were $5.2 million in the fourth quarter of 2020, compared to $1.5 million in the prior quarter. As of December 31, 2020, the remaining unamortized PPP loan fees totaled $3.4 million. The fully taxable equivalent net interest margin was 3.24%, widening three basis points from the prior quarter. The yield on earning assets decreased four basis points largely due to the

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remix of assets into lower-yielding cash balances, partially offset by accelerated loan fee income from PPP loan forgiveness. Our cost of funds decreased by seven basis points to 0.33%.

Loans

Total loans ended the quarter at $4.4 billion, decreasing $202.4 million, of which $172.2 million was related to PPP loans forgiven during the quarter. Excluding PPP loans, total loans decreased by $30.2 million, or 2.9% annualized. During the quarter, we continued our careful approach to extending new credit as well as continuing an intense focus on managing credit risk and yield. Fourth quarter loan originations totaled $272.5 million, which were $140.0 million higher than the third quarter 2020 and $2.9 million higher than last year’s fourth quarter. We continue to maintain a granular and well diversified loan portfolio with self-imposed concentration limits. In light of the strain placed on industries by the COVID-19 pandemic, we have carefully evaluated and continue to closely monitor our entire loan portfolio. We have highlighted our current highly impacted industries and COVID-19 related loan modifications within the accompanying Supplemental Disclosure.

Asset Quality and Provision for Loan Losses

No provision for loan losses was recorded during the fourth quarter under the CECL model due to the impact of the model’s underlying economic forecast, qualitative factors and a low level of charge-offs. Annualized net charge-offs totaled 0.11% of total loans, compared to 0.04% in the prior quarter. Non-performing loans (comprised of non-accrual loans and non-accrual TDRs) totaled 0.47% of total loans, compared to 0.41% at September 30, 2020. The allowance for credit losses as a percentage of total loans increased three basis points to 1.37% at December 31, 2020. Excluding PPP loans, non-performing loans totaled 0.49% of total loans, and the allowance for credit losses as a percentage of totals loans totaled 1.43% at December 31, 2020.

Deposits

Average transaction deposits (defined as total deposits less time deposits) increased $172.1 million, or 15.3% annualized, and average total deposits increased $141.4 million, or 10.2% annualized, to $5.7 billion as of December 31, 2020. The mix of transaction deposits to total deposits improved 91 basis points to 82.6% at December 31, 2020. The loan to deposit ratio totaled 76.7% at December 31, 2020, compared to 81.1% at September 30, 2020.

The cost of transaction deposits decreased three basis points from the prior quarter to 0.15%. The cost of total deposits decreased seven basis points from the prior quarter to 0.33%.

Non-Interest Income

Non-interest income totaled $33.4 million during the fourth quarter, representing a decrease of $11.2 million, or 25.1%, entirely due to seasonal decreases in mortgage banking income. Service charges and bank card fees increased a combined $0.5 million, and OREO-related income increased $0.2 million.

Non-Interest Expense

Non-interest expense totaled $48.4 million during the fourth quarter, representing a decrease of $6.9 million largely due to lower mortgage banking performance-related compensation. The fully taxable equivalent efficiency ratio improved 160 basis points to 57.9% at December 31, 2020, compared to 59.5% at September 30, 2020. Adjusting for banking center consolidation-related expense, the fully taxable equivalent efficiency ratio improved to 57.6% at December 31, 2020.

Income tax expense totaled $6.3 million during the fourth quarter, compared to $6.8 million during the prior quarter. The effective tax rate was 18.9% and 19.7% for the fourth and third quarters, respectively.

Capital

Capital ratios continue to be strong and in excess of federal bank regulatory agency “well capitalized” thresholds. The Tier 1 leverage ratio at December 31, 2020 for the consolidated company and NBH Bank was 10.70% and 9.23%, respectively. Shareholders’ equity totaled $820.7 million at December 31, 2020 and increased $21.3 million from the prior quarter due to higher retained earnings.

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Common book value per share increased $0.66 to $26.79 at December 31, 2020. The quarter’s earnings, net of dividends paid, increased the tangible common book value per share by $0.69 to $23.09 at December 31, 2020. Excluding accumulated other comprehensive income, the tangible book value per share increased $0.73 to $22.77 at December 31, 2020.

Recent Events

The COVID-19 pandemic has caused substantial disruption to the communities we serve and has changed the way we live and work.  We continue to remain committed to ensuring our associates, clients and communities are receiving the support they need during these challenging times. Our banking centers remain operational through our drive-thru services and on an appointment-only basis in the lobbies. We have continued to leverage our digital banking platform with our clients. Our teams have been working diligently to support our clients who are experiencing financial hardship due to COVID-19 through participation in the SBA’s Paycheck Protection Program, including assistance with PPP loan forgiveness applications, and loan modifications, as needed. While the initial release of the vaccine is promising, the length of time that the government-mandated measures must remain in place to address COVID-19 is unknown. The pandemic has already had a significantly negative impact to the U.S. labor market, consumer spending and business operations, and it is not clear how quickly the vaccine can be widely deployed and when government-mandated measures will be removed.

Year-Over-Year Review

(All comparisons refer to the full year 2019, except as noted)

Net income totaled a record $88.6 million during 2020, or $2.85 per diluted share, an increase of $8.2 million, or 10.2%. Adjusting for banking center consolidation-related expenses, net income totaled $90.4 million, or $2.91 per diluted share, an increase of $9.3 million, or 11.5%. The return on average tangible assets was 1.44%, compared to 1.42% in the prior year, and the return on average tangible common equity was 13.27%, compared to 13.07%, in the prior year. The adjusted return on average tangible assets was 1.47%, compared to 1.43% in the prior year, and the adjusted return on average tangible common equity was 13.54%, compared to 13.18% during the prior year.

Fully taxable equivalent net interest income totaled $198.0 million, decreasing $12.8 million, or 6.1%, driven by declines in short-term interest rates as a result of monetary policy actions by the Federal Reserve. Average earning assets increased $427.8 million, or 8.0%, primarily driven by average loan growth of $255.7 million, including average PPP loan growth of $225.9 million, and average increases in interest-bearing cash balances of $182.8 million. These increases were partially offset by a decrease in average investment securities of $81.6 million. The fully taxable equivalent net interest margin narrowed 51 basis points to 3.42% due to lower earning asset yields. The yield on earning assets decreased 76 basis points, led by a 73 basis point decrease in the originated loan portfolio yields that resulted from a decline in short-term interest rates as a result of monetary policy actions by the Federal Reserve. The cost of deposits decreased 19 basis points to 0.45%.

Loans outstanding totaled $4.4 billion, decreasing $61.7 million, or 1.4%, from the prior year, largely due to lower commercial and industrial loans of $140.9 million, or 10.0%, that were offset by PPP loans of $176.1 million. New loan originations over the trailing 12 months totaled $1.2 billion, led by commercial loan originations of $807.3 million, which included PPP loan originations of $358.9 million.

Average non-interest bearing demand deposits increased $338.9 million, or 29.2%. Average transaction deposits increased $642.8 million, or 17.9%, and average total deposits increased $606.4 million, or 13.0%, to $5.3 billion as of December 31, 2020. Spot transaction deposits increased $1.0 billion to $4.7 billion at December 31, 2020, improving the mix of transaction deposits to total deposits by 490 basis points to 82.6% at December 31, 2020. The mix of non-interest bearing demand deposits to total deposits improved to 37.2% from 25.0% at December 31, 2019.

A CECL model driven provision for loan losses of $17.6 million was recorded during 2020, including a $0.1 million provision for unfunded loan commitment reserves, to provide coverage for the impact of deteriorating economic conditions as a result of COVID-19. Net charge-offs on loans totaled 0.06% of total loans, compared to 0.19% in the prior year. Non-performing loans to total loans decreased

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two basis points to 0.47%, compared to 0.49% at December 31, 2019. The allowance for credit losses totaled 1.37% of total loans, compared to 0.88% at December 31, 2019 and included a CECL adoption Day 1 increase of $5.8 million. Excluding PPP loans, the allowance for credit losses as a percentage of total loans increased to 1.43% at December 31, 2020.

Non-interest income totaled $140.3 million, representing an increase of $57.5 million, or 69.5%, driven by an increase in mortgage banking income. Service charges and bank card fees decreased a combined $2.1 million and were impacted by changes in consumer behavior due to COVID-19.

Non-interest expense totaled $206.2 million, representing an increase of $25.4 million, or 14.1%, largely due to higher mortgage banking performance-related compensation. Banking center consolidation-related expense totaled $2.3 million, compared to $0.9 million during the prior year. The consolidations of 12 banking centers were announced in the second quarter of 2020 and were substantially complete at December 31, 2020. Other non-interest expense decreased by $1.4 million largely due to decreases in travel as well as marketing and development expenses. Additionally, included in the prior period were net gains on the sale of OREO of $7.2 million, compared to minimal net gains on the sale of OREO recorded in 2020.

Income tax expense totaled $20.8 million, compared to $15.8 million during 2019. Included in income tax expense was $2.2 million of benefit during 2019 from stock compensation activity. The effective tax rate for 2020 was 19.0%, compared to 18.7% in the prior year, adjusting for stock compensation activity. The lower rate compared to the statutory rate reflects the continued success of our tax strategies and tax exempt income.

Conference Call

Management will host a conference call to review the results at 11:00 a.m. Eastern Time on Friday, January 22, 2021. Interested parties may listen to this call by dialing (877) 272-6762 / (615) 800-6832 (International) using the Conference ID of 4472264 and asking for the NBHC Fourth Quarter Earnings conference call. A telephonic replay of the call will be available beginning approximately four hours after the call’s completion through February 4, 2021, by dialing (855) 859-2056 (United States) / (404) 537-3406 (International) using the Conference ID of 4472264. The earnings release and an on-line replay of the call will also be available on the Company’s website at www.nationalbankholdings.com by visiting the investor relations area.

About Non-GAAP Financial Measures

Certain of the financial measures and ratios we present, including “tangible assets,” “return on average tangible assets,” “tangible common equity,” “return on average tangible common equity,” “tangible common book value per share,” “tangible common book value, excluding accumulated other comprehensive loss, net of tax,” “tangible common book value per share, excluding accumulated other comprehensive loss, net of tax,” “tangible common equity to tangible assets,” “adjusted efficiency ratio,” “adjusted non-interest expense,” “adjusted non-interest expense to average assets,” “adjusted net income,” “adjusted earnings per share - diluted,” “adjusted return on average tangible assets,” “adjusted return on average tangible common equity,” and “fully taxable equivalent” metrics, are supplemental measures that are not required by, or are not presented in accordance with, U.S. generally accepted accounting principles (GAAP). We refer to these financial measures and ratios as “non-GAAP financial measures.” We consider the use of select non-GAAP financial measures and ratios to be useful for financial and operational decision making and useful in evaluating period-to-period comparisons. We believe that these non-GAAP financial measures provide meaningful supplemental information regarding our performance by excluding certain expenditures or assets that we believe are not indicative of our primary business operating results or by presenting certain metrics on a fully taxable equivalent basis. We believe that management and investors benefit from referring to these non-GAAP financial measures in assessing our performance and when planning, forecasting, analyzing and comparing past, present and future periods.

These non-GAAP financial measures should not be considered a substitute for financial information presented in accordance with GAAP and you should not rely on non-GAAP financial measures alone as measures of our performance. The non-GAAP financial measures we present may differ from non-GAAP financial measures used by our peers or other companies. We compensate for these limitations by providing the equivalent GAAP measures whenever we present the non-GAAP financial measures and by including a reconciliation

4


of the impact of the components adjusted for in the non-GAAP financial measure so that both measures and the individual components may be considered when analyzing our performance.

A reconciliation of non-GAAP financial measures to the comparable GAAP financial measures is included at the end of the financial statement tables.

About National Bank Holdings Corporation

National Bank Holdings Corporation is a bank holding company created to build a leading community bank franchise delivering high quality client service and committed to stakeholder results. Through its bank subsidiary, NBH Bank, National Bank Holdings Corporation operates a network of 89 banking centers, serving individual consumers, small, medium and large businesses, and government and non-profit entities. Its banking centers are located in its core footprint of Colorado, the greater Kansas City region, Texas, Utah and New Mexico. Its comprehensive residential mortgage banking group primarily serves the bank’s core footprint. NBH Bank operates under the following brand names: Community Banks of Colorado and Community Banks Mortgage, a division of NBH Bank, in Colorado, Bank Midwest and Bank Midwest Mortgage in Kansas and Missouri, and Hillcrest Bank and Hillcrest Bank Mortgage in Texas, Utah and New Mexico.  Additional information about National Bank Holdings Corporation can be found at www.nationalbankholdings.com.

For more information visit: cobnks.com, bankmw.com, hillcrestbank.com or nbhbank.com. Or, follow us on any of our social media sites:

Community Banks of Colorado: facebook.com/cobnks, twitter.com/cobnks, instagram.com/cobnks;

Bank Midwest: facebook.com/bankmw, twitter.com/bank_mw, instagram.com/bankmw;

Hillcrest Bank: facebook.com/hillcrestbank, twitter.com/hillcrest_bank;

NBH Bank: twitter.com/nbhbank;

or connect with any of our brands on LinkedIn.

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements contain words such as “anticipate,” “believe,” “can,” “would,” “should,” “could,” “may,” “predict,” “seek,” “potential,” “will,” “estimate,” “target,” “plan,” “project,” “continuing,” “ongoing,” “expect,” “intend” or similar expressions that relate to the Company’s strategy, plans or intentions. Forward-looking statements involve certain important risks, uncertainties and other factors, any of which could cause actual results to differ materially from those in such statements. Such factors include, without limitation, the “Risk Factors” referenced in our most recent Form 10-K filed with the Securities and Exchange Commission (SEC), other risks and uncertainties listed from time to time in our reports and documents filed with the SEC, and the following factors: ability to execute our business strategy; business and economic conditions; effects of a prolonged government shutdown; economic, market, operational, liquidity, credit and interest rate risks associated with the Company’s business; effects of any changes in trade, monetary and fiscal policies and laws; changes imposed by regulatory agencies to increase capital standards; effects of inflation, as well as, interest rate, securities market and monetary supply fluctuations; changes in the economy or supply-demand imbalances affecting local real estate values; changes in consumer spending, borrowings and savings habits; with respect to our mortgage business, the inability to negotiate fees with investors for the purchase or our loans or our obligation to indemnify purchasers or repurchase related loans; the Company’s ability to identify potential candidates for, consummate, integrate and realize operating efficiencies from, acquisitions, consolidations and other expansion opportunities; the Company's ability to realize anticipated benefits from enhancements or updates to its core operating systems from time to time without significant change in client service or risk to the Company's control environment; the Company's dependence on information technology and telecommunications systems of third party service providers and the risk of systems failures, interruptions or breaches of security; the Company’s ability to achieve organic loan and deposit growth and the composition of such growth; changes in sources and uses of funds; increased competition in the financial services industry; the effect of changes in accounting policies and practices; the share price of the Company’s stock; the Company's ability to realize deferred

5


tax assets or the need for a valuation allowance; continued consolidation in the financial services industry; ability to maintain or increase market share and control expenses; costs and effects of changes in laws and regulations and of other legal and regulatory developments; technological changes; the timely development and acceptance of new products and services; the Company’s continued ability to attract, hire and maintain qualified personnel; ability to implement and/or improve operational management and other internal risk controls and processes and reporting system and procedures; regulatory limitations on dividends from the Company's bank subsidiary; changes in estimates of future loan reserve requirements based upon the periodic review thereof under relevant regulatory and accounting requirements; widespread natural and other disasters, pandemics, dislocations, political instability, acts of war or terrorist activities, cyberattacks or international hostilities; adverse effects due to the novel Coronavirus Disease 2019 (COVID-19) on the Company and its clients, counterparties, employees, and third-party service providers, and the adverse impacts on our business, financial position, results of operations, and prospects; impact of reputational risk; and success at managing the risks involved in the foregoing items. The Company can give no assurance that any goal or plan or expectation set forth in forward-looking statements can be achieved and readers are cautioned not to place undue reliance on such statements. The forward-looking statements are made as of the date of this press release, and the Company does not intend, and assumes 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.

Contact:

Analysts/Institutional Investors: Aldis Birkans, Chief Financial Officer, (720) 554-6640, [email protected]

Media: Jody Soper, Chief Marketing Officer, (303) 784-5925, [email protected]

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NATIONAL BANK HOLDINGS CORPORATION

FINANCIAL SUMMARY

Consolidated Statements of Operations (Unaudited)

(Dollars in thousands, except share and per share data)

For the three months ended

For the years ended

December 31, 

    

September 30, 

    

December 31, 

    

December 31, 

    

December 31, 

2020

2020

2019

2020

2019

Total interest and dividend income

$

53,288

$

52,302

$

59,616

$

218,002

$

242,601

Total interest expense

 

4,732

 

5,587

 

9,228

 

25,056

 

36,771

Net interest income

 

48,556

 

46,715

 

50,388

 

192,946

 

205,830

Taxable equivalent adjustment

1,260

1,275

1,290

5,103

5,065

Net interest income FTE(1)

49,816

47,990

51,678

198,049

210,895

Provision for loan losses

 

 

1,200

 

1,180

 

17,630

 

11,643

Net interest income after provision for loan losses FTE(1)

 

49,816

 

46,790

 

50,498

 

180,419

 

199,252

Non-interest income:

Service charges

 

4,000

 

3,742

 

4,416

 

14,962

 

17,895

Bank card fees

 

4,240

 

4,039

 

3,649

 

15,446

 

14,595

Mortgage banking income

 

23,138

 

34,943

 

10,309

 

102,384

 

42,346

Other non-interest income

 

1,695

 

1,733

 

1,740

 

7,079

 

7,601

OREO-related income

 

284

 

75

 

168

 

387

 

315

Total non-interest income

 

33,357

 

44,532

 

20,282

 

140,258

 

82,752

Non-interest expense:

Salaries and benefits

 

32,919

 

38,614

 

30,653

 

141,170

 

122,732

Occupancy and equipment

6,619

6,878

6,908

27,473

27,336

Professional fees

 

864

 

714

 

658

 

2,946

 

3,256

Other non-interest expense

 

6,725

 

7,443

 

6,849

 

27,947

 

29,347

Problem asset workout

 

807

 

1,064

 

736

 

3,148

 

3,186

(Gain) loss on sale of OREO, net

 

(13)

 

(119)

 

7

 

(38)

 

(7,193)

Core deposit intangible asset amortization

296

295

296

1,183

1,183

Banking center consolidation-related expense

208

432

2,348

898

Total non-interest expense

48,425

 

55,321

 

46,107

 

206,177

 

180,745

Income before income taxes FTE(1)

 

34,748

 

36,001

 

24,673

 

114,500

 

101,259

Taxable equivalent adjustment

1,260

1,275

1,290

5,103

5,065

Income before income taxes

33,488

34,726

23,383

109,397

96,194

Income tax expense

 

6,319

 

6,833

 

3,864

 

20,806

 

15,829

Net income

$

27,169

$

27,893

$

19,519

$

88,591

$

80,365

Earnings per share - basic

$

0.88

$

0.91

$

0.62

$

2.87

$

2.57

Earnings per share - diluted

0.87

0.90

0.62

2.85

2.55

                                                      

(1)

    

Net interest income is presented on a GAAP basis and fully taxable equivalent (FTE) basis, as the Company believes this non-GAAP measure is the preferred industry measurement for this item. The FTE adjustment is for the tax benefit on certain tax exempt loans using the federal tax rate of 21% for each period presented.

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NATIONAL BANK HOLDINGS CORPORATION

Consolidated Statements of Financial Condition (Unaudited)

(Dollars in thousands, except share and per share data)

December 31, 2020

September 30, 2020

December 31, 2019

ASSETS

Cash and cash equivalents

$

605,565

$

445,103

$

110,190

Investment securities available-for-sale

 

661,955

 

572,523

 

638,249

Investment securities held-to-maturity

 

376,615

 

320,001

 

182,884

Non-marketable securities

 

16,493

 

29,598

 

29,751

Loans

 

4,353,726

 

4,556,121

 

4,415,406

Allowance for credit losses

 

(59,777)

 

(60,979)

 

(39,064)

Loans, net

 

4,293,949

 

4,495,142

 

4,376,342

Loans held for sale

 

247,813

 

273,003

 

117,444

Other real estate owned

 

4,730

 

4,590

 

7,300

Premises and equipment, net

 

106,982

 

108,860

 

112,151

Goodwill

 

115,027

 

115,027

 

115,027

Intangible assets, net

 

17,928

 

15,017

 

11,361

Other assets

 

212,893

 

221,812

 

194,813

Total assets

$

6,659,950

$

6,600,676

$

5,895,512

LIABILITIES AND SHAREHOLDERS' EQUITY

Liabilities:

Non-interest bearing demand deposits

$

2,111,045

$

1,533,676

$

1,184,945

Interest bearing demand deposits

 

514,286

 

976,133

 

738,496

Savings and money market

 

2,064,769

 

2,079,585

 

1,755,538

Total transaction deposits

 

4,690,100

 

4,589,394

 

3,678,979

Time deposits

 

986,132

 

1,027,066

 

1,058,153

Total deposits

 

5,676,232

 

5,616,460

 

4,737,132

Securities sold under agreements to repurchase

 

22,897

 

23,904

 

56,935

Federal Home Loan Bank advances

 

 

 

207,675

Other liabilities

 

140,130

 

160,955

 

126,850

Total liabilities

 

5,839,259

 

5,801,319

 

5,128,592

Shareholders' equity:

Common stock

 

515

 

515

 

515

Additional paid in capital

 

1,011,362

 

1,010,145

 

1,009,223

Retained earnings

 

223,175

 

202,238

 

164,082

Treasury stock

 

(424,127)

 

(424,621)

 

(408,962)

Accumulated other comprehensive income, net of tax

 

9,766

 

11,080

 

2,062

Total shareholders' equity

 

820,691

 

799,357

 

766,920

Total liabilities and shareholders' equity

$

6,659,950

$

6,600,676

$

5,895,512

SHARE DATA

Average basic shares outstanding

 

30,784,896

 

30,756,116

 

31,299,989

Average diluted shares outstanding

 

31,032,648

 

30,924,223

 

31,525,911

Ending shares outstanding

 

30,634,291

 

30,594,412

 

31,176,627

Common book value per share

$

26.79

$

26.13

$

24.60

Tangible common book value per share(1) (non-GAAP)

23.09

22.40

20.89

Tangible common book value per share, excluding accumulated other comprehensive income(1) (non-GAAP)

22.77

22.04

20.83

CAPITAL RATIOS

Average equity to average assets

12.27%

12.22%

12.91%

Tangible common equity to tangible assets(1)

10.80%

10.57%

11.27%

Tier 1 leverage ratio

10.70%

10.60%

11.04%

Common equity tier 1 risk-based capital ratio

14.70%

14.25%

13.21%

Tier 1 risk-based capital ratio

14.70%

14.25%

13.21%

Total risk-based capital ratio

15.83%

15.40%

14.08%

                                                      

(1)

    

Represents a non-GAAP financial measure. See non-GAAP reconciliations starting on page 14.

8


NATIONAL BANK HOLDINGS CORPORATION

Loan Portfolio

(Dollars in thousands)

Period End Loan Balances by Type

December 31, 2020

December 31, 2020

vs. September 30, 2020

vs. December 31, 2019

December 31, 2020

September 30, 2020

% Change

December 31, 2019

% Change

Originated:

Commercial:

Commercial and industrial

$

1,248,530

$

1,228,550

1.6%

$

1,380,248

(9.5)%

Municipal and non-profit

870,410

883,065

(1.4)%

833,707

4.4%

Owner-occupied commercial real estate

464,417

460,487

0.9%

414,477

12.0%

Food and agribusiness

205,189

210,818

(2.7)%

245,320

(16.4)%

PPP loans(1)

176,106

348,257

(49.4)%

100.0%

Total commercial

2,964,652

3,131,177

(5.3)%

2,873,752

3.2%

Commercial real estate non-owner occupied

542,642

515,415

5.3%

505,479

7.4%

Residential real estate

581,555

614,449

(5.4)%

651,656

(10.8)%

Consumer

18,581

20,196

(8.0)%

21,030

(11.6)%

Total originated

4,107,430

4,281,237

(4.1)%

4,051,917

1.4%

Acquired:

Commercial:

Commercial and industrial

22,102

23,984

(7.8)%

31,284

(29.4)%

Municipal and non-profit

381

576

(33.9)%

3,819

(90.0)%

Owner-occupied commercial real estate

51,821

55,929

(7.3)%

75,645

(31.5)%

Food and agribusiness

5,108

5,740

(11.0)%

7,807

(34.6)%

Total commercial

79,412

86,229

(7.9)%

118,555

(33.0)%

Commercial real estate non-owner occupied

89,354

101,672

(12.1)%

125,426

(28.8)%

Residential real estate

77,105

86,478

(10.8)%

118,762

(35.1)%

Consumer

425

505

(15.8)%

746

(43.0)%

Total acquired

246,296

274,884

(10.4)%

363,489

(32.2)%

Total loans

$

4,353,726

$

4,556,121

(4.4)%

$

4,415,406

(1.4)%

                                                      

(1)

    

PPP loan balances are net of fees and costs and include principal totaling $179,531 and $356,913 as of December 31, 2020 and September 30, 2020, respectively.

Originations(1)

Fourth quarter

Third quarter

Second quarter

First quarter

Fourth quarter

2020

2020

2020

2020

2019

Commercial:

Commercial and industrial

$

96,625

$

11,354

$

(8,726)

$

118,999

$

69,048

Municipal and non-profit

25,348

6,083

49,679

13,968

46,114

Owner occupied commercial real estate

 

36,085

 

23,758

 

22,078

 

37,372

 

46,965

Food and agribusiness

 

19,191

 

13,876

 

(10,480)

 

(6,787)

 

20,348

PPP loans

 

122

 

358,798

 

 

Total commercial

177,249

55,193

411,349

163,552

182,475

Commercial real estate non-owner occupied

 

52,018

 

24,937

 

18,992

 

80,792

 

41,256

Residential real estate

 

41,355

 

49,786

 

29,024

 

46,273

 

43,493

Consumer

 

1,858

 

2,980

 

2,206

 

2,320

 

2,315

Total

$

272,480

$

132,896

$

461,571

$

292,937

$

269,539

                                                      

(1)

    

Originations are defined as closed end funded loans and net fundings under revolving lines of credit. Net funding under revolving lines of credit were $50,982, ($27,899), ($55,826), $48,789 and $1,756 as of the fourth quarter 2020, third quarter 2020, second quarter 2020, first quarter 2020 and fourth quarter 2019, respectively.

9


NATIONAL BANK HOLDINGS CORPORATION

Summary of Net Interest Margin

(Dollars in thousands)

For the three months ended

For the three months ended

For the three months ended

December 31, 2020

September 30, 2020

December 31, 2019

Average

    

    

Average

    

Average

    

    

Average

    

Average

    

    

Average

balance

Interest

rate

balance

Interest

rate

balance

Interest

rate

Interest earning assets:

Originated loans FTE(1)(2)

$

4,129,155

$

43,200

4.16%

$

4,343,335

$

40,973

3.75%

$

4,002,813

$

46,466

4.61%

Acquired loans

 

259,233

 

5,715

8.77%

 

284,653

 

6,593

9.21%

 

377,330

7,525

7.91%

Loans held for sale

248,326

1,699

2.72%

230,390

1,683

2.91%

181,550

1,657

3.62%

Investment securities available-for-sale

 

574,642

 

2,177

1.52%

 

559,330

 

2,784

1.99%

 

642,297

3,413

2.13%

Investment securities held-to-maturity

 

369,812

 

1,410

1.53%

 

242,511

 

1,253

2.07%

 

187,274

1,257

2.68%

Other securities

 

18,195

 

212

4.66%

 

29,640

 

221

2.98%

 

29,681

471

6.35%

Interest earning deposits and securities purchased under agreements to resell

 

509,150

 

135

0.11%

 

254,931

 

70

0.11%

 

17,096

117

2.72%

Total interest earning assets FTE(2)

$

6,108,513

$

54,548

3.55%

$

5,944,790

$

53,577

3.59%

$

5,438,041

$

60,906

4.44%

Cash and due from banks

$

73,768

$

73,274

$

76,568

Other assets

 

514,053

 

525,324

 

448,596

Allowance for credit losses

 

(60,844)

 

(60,372)

 

(38,746)

Total assets

$

6,635,490

$

6,483,016

$

5,924,459

Interest bearing liabilities:

Interest bearing demand, savings and money market deposits

$

2,746,597

$

1,776

0.26%

$

2,957,604

$

1,990

0.27%

$

2,429,417

$

3,101

0.51%

Time deposits

 

1,008,297

 

2,949

1.16%

 

1,038,983

 

3,501

1.34%

 

1,062,511

4,464

1.67%

Securities sold under agreements to repurchase

 

23,410

 

7

0.12%

 

22,667

 

10

0.18%

 

57,870

149

1.02%

Federal Home Loan Bank advances

 

 

0.00%

 

1,141

 

86

29.99%

 

301,433

1,514

1.99%

Total interest bearing liabilities

$

3,778,304

$

4,732

0.50%

$

4,020,395

$

5,587

0.55%

$

3,851,231

$

9,228

0.95%

Demand deposits

$

1,898,171

$

1,515,058

$

1,177,958

Other liabilities

 

144,532

 

155,205

 

130,576

Total liabilities

 

5,821,007

 

5,690,658

 

5,159,765

Shareholders' equity

 

814,483

 

792,358

 

764,694

Total liabilities and shareholders' equity

$

6,635,490

$

6,483,016

$

5,924,459

Net interest income FTE(2)

$

49,816

$

47,990

$

51,678

Interest rate spread FTE(2)

3.05%

3.04%

3.49%

Net interest earning assets

$

2,330,209

$

1,924,395

$

1,586,810

Net interest margin FTE(2)

3.24%

3.21%

3.77%

Average transaction deposits

$

4,644,768

$

4,472,662

$

3,607,375

Average total deposits

5,653,065

5,511,645

4,669,886

Ratio of average interest earning assets to average interest bearing liabilities

161.67%

147.87%

141.20%

                                                      

(1)

    

Originated loans are net of deferred loan fees, less costs, which are included in interest income over the life of the loan.

(2)

    

Presented on a fully taxable equivalent basis using the statutory tax rate of 21%. The tax equivalent adjustments included above are $1,260, $1,275 and $1,290 for the three months ended December 31, 2020, September 30, 2020 and December 31, 2019, respectively.

10


NATIONAL BANK HOLDINGS CORPORATION

Summary of Net Interest Margin

(Dollars in thousands)

For the year ended December 31, 2020

For the year ended December 31, 2019

Average

  

    

  

Average

Average

  

    

  

Average

balance

Interest

rate

balance

Interest

rate

Interest earning assets:

Originated loans FTE(1)(2)

$

4,237,091

$

171,592

4.05%

$

3,838,229

$

183,502

4.78%

Acquired loans

 

299,901

 

27,909

9.31%

 

443,025

 

35,992

8.12%

Loans held for sale

185,182

5,628

3.04%

113,183

4,407

3.89%

Investment securities available-for-sale

 

591,870

 

11,406

1.93%

 

713,686

 

15,472

2.17%

Investment securities held-to-maturity

 

248,006

 

5,099

2.06%

 

207,784

 

5,825

2.80%

Other securities

 

26,903

 

1,157

4.30%

 

28,060

 

1,770

6.31%

Interest earning deposits and securities purchased under agreements to resell

 

206,911

 

314

0.15%

 

24,106

 

698

2.90%

Total interest earning assets FTE(2)

$

5,795,864

$

223,105

3.85%

$

5,368,073

$

247,666

4.61%

Cash and due from banks

$

74,461

$

76,788

Other assets

 

511,721

 

430,402

Allowance for credit losses

 

(55,778)

 

(38,142)

Total assets

$

6,326,268

$

5,837,121

Interest bearing liabilities:

Interest bearing demand, savings and money market deposits

$

2,730,857

$

8,605

0.32%

$

2,426,963

$

13,277

0.55%

Time deposits

 

1,038,107

 

15,024

1.45%

 

1,074,506

16,526

1.54%

Securities sold under agreements to repurchase

 

28,585

 

132

0.46%

 

60,445

668

1.11%

Federal Home Loan Bank advances

 

95,418

 

1,295

1.36%

 

269,207

6,300

2.34%

Total interest bearing liabilities

$

3,892,967

$

25,056

0.64%

$

3,831,121

$

36,771

0.96%

Demand deposits

$

1,497,940

$

1,159,080

Other liabilities

 

147,075

 

108,997

Total liabilities

 

5,537,982

 

5,099,198

Shareholders' equity

 

788,286

 

737,923

Total liabilities and shareholders' equity

$

6,326,268

$

5,837,121

Net interest income FTE(2)

$

198,049

$

210,895

Interest rate spread FTE(2)

3.21%

3.65%

Net interest earning assets

$

1,902,897

$

1,536,952

Net interest margin FTE(2)

3.42%

3.93%

Average transaction deposits

$

4,228,797

$

3,586,043

Average total deposits

5,266,904

4,660,549

Ratio of average interest earning assets to average interest bearing liabilities

148.88%

140.12%

                                                      

(1)

    

Originated loans are net of deferred loan fees, less costs, which are included in interest income over the life of the loan.

(2)

    

Presented on a fully taxable equivalent basis using the statutory tax rate of 21%. The tax equivalent adjustments included above are $5,103 and $5,065 for the years ended December 31, 2020 and December 31, 2019, respectively.

11


NATIONAL BANK HOLDINGS CORPORATION

Allowance for Credit Losses and Asset Quality

(Dollars in thousands)

Allowance for Credit Losses Analysis

As of and for the three months ended

December 31, 2020

September 30, 2020

December 31, 2019

Beginning allowance for credit losses

$

60,979

$

60,465

$

38,710

Charge-offs

 

(1,259)

 

(619)

(937)

Recoveries

57

133

111

Provision

 

 

1,000

 

1,180

Ending allowance for credit losses ("ACL")

$

59,777

$

60,979

$

39,064

Ratio of annualized net charge-offs to average total loans during the period

0.11%

0.04%

0.07%

Ratio of annualized net charge-offs to average total loans excluding PPP loans during the period

0.11%

0.04%

0.07%

Ratio of ACL to total loans outstanding at period end

1.37%

1.34%

0.88%

Ratio of ACL to total loans outstanding excluding PPP loans at period end

1.43%

1.45%

0.88%

Ratio of ACL to total non-performing loans at period end

293.21%

322.95%

179.62%

Total loans

$

4,353,726

$

4,556,121

$

4,415,406

Average total loans during the period

4,431,694

4,677,630

4,401,803

Average total loans excluding PPP loans during the period

4,160,520

4,329,458

4,401,803

Total non-performing loans

20,387

18,882

21,748

Past Due and Non-accrual Loans

December 31, 2020

September 30, 2020

December 31, 2019

Loans 30-89 days past due and still accruing interest

$

968

$

6,587

$

6,349

Loans 90 days past due and still accruing interest

 

162

 

161

 

1,662

Non-accrual loans

 

20,387

 

18,882

 

21,748

Total past due and non-accrual loans

$

21,517

$

25,630

$

29,759

Total 90 days past due and still accruing interest and non-accrual loans to total loans

0.47%

0.42%

0.53%

Asset Quality Data

December 31, 2020

September 30, 2020

December 31, 2019

Non-performing loans

$

20,387

$

18,882

$

21,748

OREO

 

4,730

 

4,590

 

7,300

Other repossessed assets

 

17

 

 

Total non-performing assets

$

25,134

$

23,472

$

29,048

Accruing restructured loans

$

13,945

$

21,786

$

6,885

Total non-performing loans to total loans

0.47%

0.41%

0.49%

Total non-performing loans to total loans excluding PPP loans

0.49%

0.45%

0.49%

Total non-performing assets to total loans and OREO

0.58%

0.51%

0.66%

Total non-performing assets to total loans and OREO excluding PPP loans

0.60%

0.56%

0.66%

12


NATIONAL BANK HOLDINGS CORPORATION

Key Ratios

As of and for the three months ended

As of and for the years ended

December 31, 

    

September 30, 

    

December 31, 

    

December 31, 

December 31, 

2020

    

2020

    

2019

    

2020

2019

Key Ratios(1)

Return on average assets

1.63%

1.71%

1.31%

1.40%

1.38%

Return on average tangible assets(2)

1.67%

1.76%

1.35%

1.44%

1.42%

Return on average tangible assets, adjusted(2)

1.68%

1.78%

1.35%

1.47%

1.43%

Return on average equity

13.27%

14.00%

10.13%

11.24%

10.89%

Return on average tangible common equity(2)

15.55%

16.49%

12.07%

13.27%

13.07%

Return on average tangible common equity, adjusted(2)

15.64%

16.69%

12.07%

13.54%

13.18%

Loan to deposit ratio (end of period)

76.70%

81.12%

93.21%

76.70%

93.21%

Non-interest bearing deposits to total deposits (end of period)

37.19%

27.31%

25.01%

37.19%

25.01%

Net interest margin(4)

3.16%

3.13%

3.68%

3.33%

3.83%

Net interest margin FTE(2)(4)

3.24%

3.21%

3.77%

3.42%

3.93%

Interest rate spread FTE(2)(5)

3.05%

3.04%

3.49%

3.21%

3.65%

Yield on earning assets(3)

3.47%

3.50%

4.35%

3.76%

4.52%

Yield on earning assets FTE(2)(3)

3.55%

3.59%

4.44%

3.85%

4.61%

Cost of interest bearing liabilities(3)

0.50%

0.55%

0.95%

0.64%

0.96%

Cost of deposits

0.33%

0.40%

0.64%

0.45%

0.64%

Non-interest income to total revenue FTE(2)

40.11%

48.13%

28.19%

41.46%

28.18%

Non-interest expense to average assets

2.90%

3.39%

3.09%

3.26%

3.10%

Non-interest expense to average assets, adjusted(2)

2.89%

3.37%

3.09%

3.22%

3.08%

Efficiency ratio

58.76%

60.30%

64.82%

61.52%

62.22%

Efficiency ratio FTE(2)

57.87%

59.47%

63.66%

60.59%

61.15%

Efficiency ratio FTE, adjusted(2)

57.62%

59.01%

63.66%

59.90%

60.84%

Total Loans Asset Quality Data(6)(7)(8)

Non-performing loans to total loans

0.47%

0.41%

0.49%

0.47%

0.49%

Non-performing loans to total loans excluding PPP loans

0.49%

0.45%

0.49%

0.49%

0.49%

Non-performing assets to total loans and OREO

0.58%

0.51%

0.66%

0.58%

0.66%

Non-performing assets to total loans and OREO excluding PPP loans

0.60%

0.56%

0.66%

0.60%

0.66%

Allowance for credit losses to total loans

1.37%

1.34%

0.88%

1.37%

0.88%

Allowance for credit losses to total loans excluding PPP loans

1.43%

1.45%

0.88%

1.43%

0.88%

Allowance for credit losses to non-performing loans

293.21%

322.95%

179.62%

293.21%

179.62%

Net charge-offs to average loans(1)

0.11%

0.04%

0.07%

0.06%

0.19%

                                                      

(1)

    

Quarter-to-date ratios are annualized.

(2)

    

Ratio represents non-GAAP financial measure. See non-GAAP reconciliations starting on page 14.

(3)

    

Interest earning assets include assets that earn interest/accretion or dividends. Any market value adjustments on investment securities or loans are excluded from interest earning assets.

(4)

    

Net interest margin represents net interest income, including accretion income on interest earning assets, as a percentage of average interest earning assets.

(5)

    

Interest rate spread represents the difference between the weighted average yield on interest earning assets and the weighted average cost of interest bearing liabilities.

(6)

Non-performing loans consist of non-accruing loans and restructured loans on non-accrual.

(7)

Non-performing assets include non-performing loans and other real estate owned.

(8)

Total loans are net of unearned discounts and fees.

13


NATIONAL BANK HOLDINGS CORPORATION

NON-GAAP FINANCIAL MEASURES AND RECONCILIATIONS

(Dollars in thousands, except share and per share data)

Tangible Common Book Value Ratios

December 31, 2020

September 30, 2020

December 31, 2019

Total shareholders' equity

$

820,691

$

799,357

$

766,920

Less: goodwill and core deposit intangible assets, net

 

(122,575)

 

(122,871)

 

(123,758)

Add: deferred tax liability related to goodwill

 

9,155

 

8,927

 

8,241

Tangible common equity (non-GAAP)

$

707,271

$

685,413

$

651,403

Total assets

$

6,659,950

$

6,600,676

$

5,895,512

Less: goodwill and core deposit intangible assets, net

 

(122,575)

 

(122,871)

 

(123,758)

Add: deferred tax liability related to goodwill

 

9,155

 

8,927

 

8,241

Tangible assets (non-GAAP)

$

6,546,530

$

6,486,732

$

5,779,995

Tangible common equity to tangible assets calculations:

Total shareholders' equity to total assets

12.32%

12.11%

13.01%

Less: impact of goodwill and core deposit intangible assets, net

(1.52)%

(1.54)%

(1.74)%

Tangible common equity to tangible assets (non-GAAP)

10.80%

10.57%

11.27%

Tangible common book value per share calculations:

Tangible common equity (non-GAAP)

$

707,271

$

685,413

$

651,403

Divided by: ending shares outstanding

 

30,634,291

 

30,594,412

 

31,176,627

Tangible common book value per share (non-GAAP)

$

23.09

$

22.40

$

20.89

Tangible common book value per share, excluding accumulated other comprehensive income calculations:

Tangible common equity (non-GAAP)

$

707,271

$

685,413

$

651,403

Accumulated other comprehensive income, net of tax

 

(9,766)

 

(11,080)

 

(2,062)

Tangible common book value, excluding accumulated other comprehensive income, net of tax (non-GAAP)

 

697,505

 

674,333

 

649,341

Divided by: ending shares outstanding

 

30,634,291

 

30,594,412

 

31,176,627

Tangible common book value per share, excluding accumulated other comprehensive income, net of tax (non-GAAP)

$

22.77

$

22.04

$

20.83

14


NATIONAL BANK HOLDINGS CORPORATION

(Dollars in thousands, except share and per share data)

Return on Average Tangible Assets and Return on Average Tangible Equity

As of and for the three months ended

As of and for the years ended

December 31, 

    

September 30, 

    

December 31, 

    

December 31, 

    

December 31, 

2020

    

2020

    

2019

    

2020

    

2019

Net income

$

27,169

$

27,893

$

19,519

$

88,591

$

80,365

Add: impact of core deposit intangible amortization expense, after tax

 

228

 

226

 

225

 

910

 

899

Net income adjusted for impact of core deposit intangible amortization expense, after tax

$

27,397

$

28,119

$

19,744

$

89,501

$

81,264

Average assets

$

6,635,490

$

6,483,016

$

5,924,459

$

6,326,268

$

5,837,121

Less: average goodwill and core deposit intangible asset, net of deferred tax liability related to goodwill

 

(113,594)

 

(114,122)

 

(115,665)

 

(114,031)

 

(116,104)

Average tangible assets (non-GAAP)

$

6,521,896

$

6,368,894

$

5,808,794

$

6,212,237

$

5,721,017

Average shareholders' equity

$

814,483

$

792,358

$

764,694

$

788,286

$

737,923

Less: average goodwill and core deposit intangible asset, net of deferred tax liability related to goodwill

 

(113,594)

 

(114,122)

 

(115,665)

 

(114,031)

 

(116,104)

Average tangible common equity (non-GAAP)

$

700,889

$

678,236

$

649,029

$

674,255

$

621,819

Return on average assets

1.63%

1.71%

1.31%

1.40%

1.38%

Return on average tangible assets (non-GAAP)

1.67%

1.76%

1.35%

1.44%

1.42%

Return on average equity

13.27%

14.00%

10.13%

11.24%

10.89%

Return on average tangible common equity (non-GAAP)

15.55%

16.49%

12.07%

13.27%

13.07%

Fully Taxable Equivalent Yield on Earning Assets and Net Interest Margin

As of and for the three months ended

As of and for the years ended

December 31, 

September 30, 

December 31, 

December 31, 

December 31, 

2020

2020

2019

2020

2019

Interest income

$

53,288

    

$

52,302

    

$

59,616

    

$

218,002

$

242,601

Add: impact of taxable equivalent adjustment

 

1,260

 

1,275

 

1,290

 

5,103

 

5,065

Interest income FTE (non-GAAP)

$

54,548

$

53,577

$

60,906

$

223,105

$

247,666

Net interest income

$

48,556

$

46,715

$

50,388

$

192,946

$

205,830

Add: impact of taxable equivalent adjustment

 

1,260

 

1,275

 

1,290

 

5,103

 

5,065

Net interest income FTE (non-GAAP)

$

49,816

$

47,990

$

51,678

$

198,049

$

210,895

Average earning assets

$

6,108,513

$

5,944,790

$

5,438,041

$

5,795,864

$

5,368,073

Yield on earning assets

 

3.47%

 

3.50%

 

4.35%

 

3.76%

 

4.52%

Yield on earning assets FTE (non-GAAP)

 

3.55%

 

3.59%

 

4.44%

 

3.85%

 

4.61%

Net interest margin

 

3.16%

 

3.13%

 

3.68%

 

3.33%

 

3.83%

Net interest margin FTE (non-GAAP)

 

3.24%

 

3.21%

 

3.77%

 

3.42%

 

3.93%

15


Efficiency Ratio

As of and for the three months ended

As of and for the years ended

December 31, 

    

September 30, 

    

December 31, 

    

December 31, 

    

December 31, 

2020

    

2020

    

2019

    

2020

    

2019

Net interest income

$

48,556

$

46,715

$

50,388

$

192,946

$

205,830

Add: impact of taxable equivalent adjustment

 

1,260

 

1,275

 

1,290

 

5,103

 

5,065

Net interest income, FTE (non-GAAP)

$

49,816

$

47,990

$

51,678

$

198,049

$

210,895

Non-interest income

$

33,357

$

44,532

$

20,282

$

140,258

$

82,752

Non-interest expense

$

48,425

$

55,321

$

46,107

$

206,177

$

180,745

Less: core deposit intangible asset amortization

(296)

 

(295)

 

(296)

 

(1,183)

 

(1,183)

Non-interest expense, adjusted for core deposit intangible asset amortization

$

48,129

$

55,026

$

45,811

$

204,994

$

179,562

Non-interest expense, adjusted for core deposit intangible asset amortization

$

48,129

$

55,026

$

45,811

$

204,994

$

179,562

Banking center consolidation-related expense

 

(208)

 

(432)

 

 

(2,348)

 

(898)

Adjusted non-interest expense (non-GAAP)

$

47,921

$

54,594

$

45,811

$

202,646

$

178,664

Efficiency ratio

58.76%

60.30%

64.82%

61.52%

62.22%

Efficiency ratio FTE (non-GAAP)

57.87%

59.47%

63.66%

60.59%

61.15%

Adjusted efficiency ratio FTE (non-GAAP)

57.62%

59.01%

63.66%

59.90%

60.84%

16


Adjusted Financial Results

As of and for the three months ended

As of and for the years ended

December 31, 

September 30, 

December 31, 

December 31, 

December 31, 

2020

2020

2019

2020

2019

Adjustments to net income:

Net income

$

27,169

$

27,893

$

19,519

$

88,591

$

80,365

Adjustments(1)(2)

 

160

 

331

 

 

1,806

 

689

Adjusted net income (non-GAAP)

$

27,329

$

28,224

$

19,519

$

90,397

$

81,054

Adjustments to earnings per share:

Earnings per share - diluted

$

0.87

$

0.90

$

0.62

$

2.85

$

2.55

Adjustments(1)(2)

 

0.01

 

0.01

 

 

0.06

 

0.02

Adjusted earnings per share - diluted (non-GAAP)

$

0.88

$

0.91

$

0.62

$

2.91

$

2.57

Adjustments to return on average tangible assets:

Adjusted net income (non-GAAP)

$

27,329

$

28,224

$

19,519

$

90,397

$

81,054

Add: impact of core deposit intangible amortization expense, after tax

228

226

225

910

899

Net income adjusted for impact of core deposit intangible amortization expense, after tax

27,557

28,450

19,744

91,307

81,953

Average tangible assets (non-GAAP)

 

6,521,896

 

6,368,894

 

5,808,794

 

6,212,237

 

5,721,017

Adjusted return on average tangible assets (non-GAAP)

1.68%

1.78%

1.35%

1.47%

1.43%

Adjustments to return on average tangible common equity:

Net income adjusted for impact of core deposit intangible amortization expense, after tax

$

27,557

$

28,450

$

19,744

$

91,307

$

81,953

Average tangible common equity (non-GAAP)

700,889

678,236

649,029

674,255

621,819

Adjusted return on average tangible common equity (non-GAAP)

15.64%

16.69%

12.07%

13.54%

13.18%

Adjustments to non-interest expense:

Non-interest expense

$

48,425

$

55,321

$

46,107

$

206,177

$

180,745

Adjustments(1)(2)

208

432

2,348

898

Adjusted non-interest expense (non-GAAP)

48,217

54,889

46,107

203,829

179,847

Non-interest expense to average assets, adjusted (non-GAAP)

2.89%

3.37%

3.09%

3.22%

3.08%

(1) Adjustments:

Non-interest expense adjustments:

Banking center consolidation-related expense

$

208

$

432

$

$

2,348

$

898

Tax expense impact

 

(48)

 

(101)

 

 

(542)

 

(209)

Adjustments (non-GAAP)

$

160

$

331

$

$

1,806

$

689

                                                      

(2)

    

Non-GAAP adjustments presented for the year ended December 31, 2019 have been updated to conform to the current period presentation.

17


Exhibit 99.2

GRAPHIC

FOURTH QUARTER 2020 NATIONAL BANK HOLDINGS CORPORATION SUPPLEMENTAL DISCLOSURE JANUARY 21, 2021 EXHIBIT 99.2

GRAPHIC

2020 FINANCIAL HIGHLIGHTS CAPITAL 14.7% Common Equity Tier 1 Ratio LIQUIDITY Loan to deposit ratio of 77% NET INCOME $88.6 million TRANSACTION DEPOSIT GROWTH 15.3% annualized linked quarter ACL / LOANS 1.37% 1.43% excluding PPP loans EXPENSE 57.9% efficiency ratio FTE ‒ Strong capital levels with $365 million in excess capital over 7.0% common equity tier 1 risk-based regulatory requirement ‒ Ample liquidity with access to $2.2 billion in readily available funds ‒ Record 2020 full-year net income of $88.6 million, a 10.2% increase over 2019 and a third consecutive year of double digit growth ‒ Relationship-based banking provides for strong core deposit base ‒ 37% of deposit balances in non-interest bearing deposits ‒ Full-year net charge-offs of six basis points; decreasing levels of non-accrual loans to total loans from prior year; credit loss allowance increased by 53% since 12/31/19 ‒ Remain very focused on expense management 2

GRAPHIC

COVID-19 HIGH IMPACT INDUSTRIES AS OF 12/31/20 RESTAURANTS OIL & GAS RETAILERS LOAN OUTSTANDINGS $209.9 MILLION $126.9 MILLION $29.4 MILLION OF TOTAL LOANS 4.8% OF TOTAL LOANS 2.9% OF TOTAL LOANS 0.7% CLIENTS 95 CLIENTS 157 QUICK SERVICE 80% ESSENTIAL BUSINESSES 58% AVERAGE SR DEBT TO CAP 34% NO NEW LOANS IN 5 YEARS COMMERCIAL MULTIFAMILY RETAIL HOTEL & LODGING INDUSTRIES AND LOAN TYPES WITH NO DIRECT EXPOSURE Aviation Cruise Lines Energy Services Auto Manufacturing/ Dealer Floor Plans Indirect Auto Car Leasing Hedge Funds Convention Centers Credit Cards Malls Taxi/Ride Share $181.2 MILLION $71.4 MILLION $51.9 MILLION OF TOTAL LOANS 4.2% CLIENTS 35 AVERAGE LTV 54% OF TOTAL LOANS 1.6% CLIENTS 27 AVERAGE LTV 60% OF TOTAL LOANS 1.2% CLIENTS 52 AVERAGE LTV 53% CRE NON-OWNER OCCUPIED CLIENTS 5 LOAN OUTSTANDINGS LOAN OUTSTANDINGS LOAN OUTSTANDINGS LOAN OUTSTANDINGS LOAN OUTSTANDINGS 5 HOSPITALS/ MEDICAL $207.8 MILLION OF TOTAL LOANS 4.8% MUNICIPAL CRITICAL ACCESS HOSPITALS 61% CLIENTS 163 LOAN OUTSTANDINGS

GRAPHIC

LOANS OUTSTANDING LOANS MODIFIED(1) (2) COMMERCIAL EXCLUDING PPP 2,868.0 66.0% 44.7 1.6% CRE NON-OWNER OCCUPIED 632.0 14.5% 126.4 20.0% RESIDENTIAL REAL ESTATE 658.6 15.1% 2.5 0.4% CONSUMER 19.0 0.4% -- TOTAL EXCLUDING PPP 4,177.6 96.0% 173.6 4.2% PPP 176.1 4.0% TOTAL LOANS 4,353.7 100.0% $ $ ‒ Modification requests handled individually on a relationship basis; weekly cash flow forecast monitoring implemented for business clients; and as appropriate, cash equity injections required ‒ Recognizing that certain clients could face a longer revenue recovery path, the Bank is working with these clients on re-stabilization structures, requiring additional cash equity injections and certain restrictive covenants COVID MODIFICATIONS AS OF 12/31/20 $ $ $ (MM) | % $ (MM) | %(3) 4 (2) 96% of our modifications require monthly interest payments (1) Represents loans currently on a COVID-related modification plan as of December 31, 2020 $ (3) Loans modified as a percentage of total loan segment