8-K
Old National Bancorp /In/ (ONB)
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): April 20, 2020
OLD NATIONAL BANCORP
(Exact name of Registrant as specified in its charter)
| Indiana | 001-15817 | 35-1539838 |
|---|---|---|
| (State or other jurisdiction<br> <br>of incorporation) | (Commission<br> <br>File Number) | (IRS Employer<br> <br>Identification No.) |
| One Main Street<br> <br>Evansville, Indiana | 47708 | |
| --- | --- | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (800) 731-2265
(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:
| ☐ | 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)) |
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Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading<br> <br>Symbol(s) | Name of each exchange<br> <br>on which registered |
|---|---|---|
| Common Stock, No Par Value | ONB | The NASDAQ Stock Market LLC |
Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (s230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (s240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the Registrant has elected not to use 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 Condition. |
|---|
On April 20, 2020, Old National Bancorp (the “Company”) issued a press release (“Press Release”) reporting its financial results for the first quarter of 2020. The Press Release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference. A slide presentation outlining first quarter 2020 earnings, strategic developments, and the Company’s financial outlook will be available on the “Investor Relations” section of the Company’s website to complement the conference call to be held on April 20, 2020, at 8:00 a.m. CDT and will be accessible at http://www.oldnational.com immediately before the conference call begins.
Forward-Looking Statements
In this report, we have made various statements regarding current expectations or forecasts of future events, which speak only as of the date the statements are made. These statements are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are also made from time-to-time in press releases and in oral statements made by the officers of the Company. Forward-looking statements can be identified by the use of the words “expect,” “may,” “could,” “intend,” “project,” “estimate,” “believe,” “anticipate,” and other words of similar meaning. Such forward-looking statements are based on assumptions and estimates, which although believed to be reasonable, may turn out to be incorrect, such as statements about the potential impacts of the COVID-19 pandemic. Therefore, undue reliance should not be placed upon these estimates and statements. We cannot assure that any of these statements, estimates, or beliefs will be realized and actual results may differ from those contemplated in these “forward-looking statements.” We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events, or otherwise. You are advised to consult further disclosures we may make on related subjects in our filings with the SEC.
| Item 9.01 | Financial Statements and Exhibits. |
|---|
(d) Exhibits.
| Exhibit<br> <br>No. | Description | |
|---|---|---|
| 99.1 | Press Release issued by Old National Bancorp on April 20, 2020 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
2
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.
Date: April 20, 2020
| OLD NATIONAL BANCORP | |
|---|---|
| By: | /s/ Brendon B. Falconer |
| Brendon B. Falconer | |
| Senior Executive Vice President and | |
| Chief Financial Officer |
3
EX-99.1
Exhibit 99.1
| Old National Bancorp<br><br><br>One Main Street<br><br><br>Evansville, IN 47708<br><br><br>oldnational.com |  |
|---|---|
| Media: Kathy A. Schoettlin (812) 465-7269<br><br><br>Investors: Lynell J. Walton (812) 464-1366 |
Old National reports 1^st^ quarter earnings,
announces $1.2 million commitment to COVID-19 relief efforts
and support programs for clients
Evansville, Ind. (April 20, 2020)
OldNational Bancorp (NASDAQ: ONB) reports 1Q20 net income of $22.6 million, diluted EPS of $0.13.
Adjusted^1^ net income of $42.1 million, or $0.25 per diluted share.
CEO COMMENTARY:
“While we are pleased with our 1^st^ quarter progress and the implementation of the ONB Way strategic initiatives,
our commitment and focus today is on supporting our clients, team members and communities during the COVID-
19 pandemic,” said Chairman & CEO Jim Ryan. “With this goal in mind, we are giving $1.2 million to COVID-19 relief
efforts - both immediate and near-term - while also working diligently to help our clients take advantage of our own
internal relief programs and the various government support programs. I’d also like to thank our team members for
their hard work and unwavering commitment to serving our clients and communities during this difficult time.”
FIRST QUARTER HIGHLIGHTS^2^:
| Net Income | • Net income of $22.6 million<br><br><br><br> <br>• Earnings per share of<br>$0.13 |
|---|---|
| Net Interest Income/NIM | • Net interest income on a fully taxable equivalent basis was $147.1 million<br>compared to $152.2 million<br> <br><br><br><br>• Net interest margin on a fully taxable equivalent basis was 3.31% compared to 3.46% |
| Operating Performance | • Pre-provision net revenue^1^<br>(“PPNR”) was $45.9 million<br> <br><br><br><br>• Adjusted PPNR^1^ was $77.4 million, up 2.9%<br>over first quarter of 2019<br> <br><br><br><br>• Noninterest expense was $158.7 million<br><br><br><br> <br>• Adjusted noninterest expense^1^ was $122.0 million<br> <br><br><br><br>• Efficiency ratio^1^ was 77.71%<br><br><br><br> <br>• Adjusted efficiency ratio^1^ was 59.31%, a 166 basis point improvement |
| Loans and<br><br><br>Credit<br><br><br>Quality | • End-of-period total loans^3^<br>were $12,438.8 million compared to $12,164.4 million<br> <br><br><br><br>• Represents 9.0% annualized growth<br><br><br><br> <br>• End-of-period commercial and<br>commercial real estate loans were $8,330.0 million<br> <br><br><br><br>• Represents 13.6% annualized growth<br><br><br><br> <br>• First-quarter total<br>commercial production was $647.3 million; March 31 pipeline was $2.8 billion<br> <br><br><br><br>• Provision for credit losses was $17.0 million<br><br><br><br> <br>• Net charge-offs were $6.5<br>million, or 0.21% annualized, compared to net charge-offs of $3.6 million<br> <br><br><br><br>• Non-performing loans were 1.16% of total loans compared to 1.19% |
| Return<br><br><br>Profile &<br><br><br>Capital | • Return on average common equity was 3.20%<br><br><br><br> <br>• Return on average tangible<br>common equity^1^ was 5.86%<br> <br><br><br><br>• Adjusted return on average tangible common<br>equity^1^ was 10.35%<br> <br><br><br><br>• Repurchased 4.9 million shares of common stock during the current quarter |
| Notable<br><br><br>Items | • Day one increase to the allowance for credit losses was $41.3 million and to the<br>unfunded commitment liability was $4.5 million due to the adoption of CECL<br> <br><br><br><br>• $31.2 million in ONB Way charges<br><br><br><br> <br>• $5.5 million in tax credit<br>amortization |
| ^1^ | Non-GAAP financial measure that Management believes is useful inevaluating the financial results of the Company – please refer to the Non-GAAP reconciliations contained in this release |
| --- | --- |
| ^2^ | Comparisons are on a linked-quarter basis, unless otherwise noted |
| --- | --- |
| ^3^ | Includes loans held for sale |
| --- | --- |
OLD NATIONAL’S RESPONSE TO COVID-19
COMMITTING $1.2 MILLION TO COVID-19 RELIEF EFFORTS WITHIN OUR COMMUNITIES
To best serve our communities during this time of need, Old National is committing $1.2 million for COVID-19 relief.
This includes:
| • | $600,000 in funding focused on meeting the immediate needs in our communities, with an emphasis on low-to-moderate income communities. |
|---|---|
| • | $600,000 in Old National Bank Foundation grant funding that will focus on longer-term restorative and<br>transformational needs within our communities. |
| --- | --- |
SUPPORTING OUR CLIENTS THROUGH RELIEF MEASURES
To assist our consumer and business clients during this time of need, Old National is providing relief in several ways:
| • | Approving loan payment extensions and waiving or refunding certain banking fees for clients experiencing a COVID-19-related hardship. |
|---|---|
| • | Aiding thousands of our clients by administering the Small Business Administration’s Paycheck Protection<br>Program (PPP). Through April 16, 2020, we have approved approximately $1.35 billion in total loan volume through the PPP. |
| --- | --- |
THE ONB WAY: OLD NATIONAL’S NEW STRATEGIC PLAN
Old National is implementing a new strategic plan – and overall way of doing business – designed to keep our clients at the center of all we do. Known as The ONB Way, it includes:
| • | Realigning the organization into clearly defined segments to align leaders and relationship managers with<br>the client segment they can best serve (while not wavering on our commitment to community). |
|---|---|
| • | Deepening client relationships through integrated Commercial, Community Banking and Wealth teams.<br> |
| --- | --- |
| • | Simplifying and improving theend-to-end banking/borrowing journey while adhering to strong risk management principles. |
| --- | --- |
| • | Creating a new Wealth Division that combines wealth management, investments and private banking for a<br>simplified, highly consultative client experience firmly rooted in financial planning. |
| --- | --- |
| • | Investing in our operational and IT infrastructure to meet our clients “where they are” and<br>ensure that we keep pace with technology and client digital expectations. |
| --- | --- |
BRANCH NETWORK OPTIMIZATION
Another component of The ONB Way is the optimization of our branch network. This optimization, which includes 31 banking center consolidations scattered throughout the footprint, reflects an ongoing shift among our clients toward digital banking solutions. The consolidation of 12 of these banking centers occurred on April 13, 2020, and the remaining 19 are anticipated to be consolidated on April 24, 2020. Many of the facilities to be consolidated are in smaller markets, several of which were added in recent years through partnership activity. By state, these consolidations include 10 banking centers in both Wisconsin and Indiana, five in Michigan, four in Minnesota and two in Kentucky.
RESULTS OF OPERATIONS
Old National Bancorp reported first-quarter 2020 net income of $22.6 million, or $0.13 per diluted share.
Included in the first quarter were pre-tax charges of $31.2 million for ONB Way. Excluding these charges from the current quarter and netting out debt securities gains, adjusted net income was $42.1 million, or $0.25 per diluted share.
LOANS
Strong commercial activity resulted in double-digit commercial loan growth.
| • | Period-end total loans were $12,438.8 million at March 31,<br>2020, compared to $12,164.4 million at December 31, 2019, and represents an increase of 9.0% annualized growth. |
|---|---|
| • | Commercial and industrial loans increased $156.3 million to $3,046.6 million, or 21.6% annualized<br>growth; commercial real estate loans increased $116.7 million to $5,283.5 million, or 9.0% annualized growth; consumer loans increased $0.6 million to $1,726.7 million and residential mortgage loans increased $0.9 million to<br>$2,382.1 million. |
| --- | --- |
| • | Commercial loan production in the first quarter was $647.3 million;<br>period-end pipeline totaled $2.8 billion. |
| --- | --- |
| • | Average total loans in the first quarter were $12,192.3 million, an increase of $123.2 million from the<br>fourth quarter of 2019. |
| --- | --- |
DEPOSITS
A low-cost core deposit franchise continues to be one of Old National’s strengths.
| • | Period-end total deposits were $14,305.4 million at March 31,<br>2020, a decrease of $248.0 million from the fourth quarter of 2019. |
|---|---|
| • | On average, total deposits in the first quarter were $14,327.8 million, compared to $14,602.9 million<br>in the fourth quarter of 2019. |
| --- | --- |
NET INTEREST INCOME AND MARGIN
Net interest income and margin lower with decline in accretion income and fewer days.
| • | Net interest income decreased to $143.8 million in the first quarter of 2020 from $148.9 million in the<br>fourth quarter of 2019. |
|---|---|
| • | The net interest margin on a fully taxable equivalent basis decreased 15 basis points to 3.31% compared to 3.46%<br>in the fourth quarter of 2019. |
| --- | --- |
| • | Accretion income was $6.7 million, or 15 basis points of net interest margin, in the first quarter of 2020<br>compared to $9.5 million, or 21 basis points of net interest margin, in the fourth quarter of 2019. In the first quarter of 2020, accretion income was 3.4% of adjusted total revenue. |
| --- | --- |
| • | Interest collected on nonaccrual loans was $0.7 million, or 1 basis point of net interest margin, in the<br>first quarter of 2020 compared to $2.4 million, or 5 basis points of net interest margin, in the fourth quarter of 2019. |
| --- | --- |
| • | The cost of total deposits declined 9 basis points to 0.34% in the first quarter of 2020 while the cost of total<br>interest-bearing deposits decreased 11 basis points to 0.48%. |
| --- | --- |
CREDIT QUALITY AND CECL
Strong credit quality remains a hallmark of the Old National franchise.
| • | Day one increase to the allowance for credit losses was $41.3 million due to the adoption of CECL. Of this<br>day one amount, $27.1 million applies to previously acquired loans. |
|---|---|
| • | Day one increase to the unfunded commitment liability was $4.5 million due to the adoption of CECL.<br> |
| --- | --- |
| • | Provision for credit losses was $17.0 million in the first quarter of 2020, driven higher by the economic<br>forecast which now includes the impact of novel coronavirus pandemic. |
| --- | --- |
| • | Net charge-offs in the first quarter were $6.5 million, or 0.21% of total average loans, and 30-89 day delinquencies of 0.26%. |
| --- | --- |
| • | Non-performing loans decreased as a percentage of total loans to 1.16%.<br> |
| --- | --- |
| • | Loans acquired from previous acquisitions were recorded at fair value at the acquisition date. As of<br>March 31, 2020, the remaining discount on these acquired loans was $67.0 million. |
| --- | --- |
| • | The allowance for credit losses was $106.4 million, or 0.86% of total loans at March 31, 2020.<br> |
| --- | --- |
NONINTEREST INCOME
Noninterest income increased due to strong mortgage banking revenue and an increase in capital markets income.
| • | Total noninterest income for the first quarter of 2020 was $57.5 million, an increase of $9.8 million<br>from the fourth quarter of 2019. |
|---|---|
| • | Mortgage banking revenue increased $5.5 million and capital markets income increased $1.3 million when<br>compared to the fourth quarter of 2019. |
| --- | --- |
NONINTEREST EXPENSE
First quarter results demonstrated continued discipline with respect to expense management, helping to drive positive operating leverage^1^.
| • | Noninterest expense for the first quarter of 2020 was $158.7 million and included $31.2 million in ONB<br>Way charges and $5.5 million in tax credit amortization. |
|---|---|
| • | Excluding these items, adjusted noninterest expense for the first quarter was $122.0 million, compared to<br>the $125.6 million in adjusted noninterest expense in the fourth quarter of 2019. |
| --- | --- |
| • | The first quarter efficiency ratio was 77.71%, while the adjusted efficiency ratio was 59.31%.<br> |
| --- | --- |
| • | Adjusted operating leverage^1^ was +102 basis points for the<br>first quarter of 2020 as compared to the first quarter of 2019. |
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INCOME TAXES
| • | On a fully taxable-equivalent basis, income tax expense in the first quarter was $6.3 million, resulting in<br>a 21.7% FTE tax rate. |
|---|---|
| • | Income tax expense included $1.8 million in tax credit benefit. |
| --- | --- |
CAPITAL AND LIQUIDITY
Capital ratiosremain strong.
| • | At the end of the first quarter, total risk-based capital was 12.3% and regulatory tier 1 capital was 11.4%.<br> |
|---|---|
| • | Tangible common equity to tangible assets was 8.81% at the end of the first quarter compared to 9.09% in the<br>fourth quarter of 2019. |
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| • | The Company repurchased 4.9 million shares of common stock during the first quarter of 2020 at a weighted<br>average price of $16.05, excluding commissions. |
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| • | A low loan to deposit ratio of 87%, combined with existing funding sources plus available unencumbered,<br>high-quality collateral, provides strong liquidity. |
| --- | --- |
NON-GAAP RECONCILIATIONS
| ($ in millions, except EPS, shares in 000s) | 1Q20 | Adjustments^4^ | Adjusted 1Q20 | ||||||
|---|---|---|---|---|---|---|---|---|---|
| Total Revenues (FTE) | $ | 204.6 | ($ | 5.2 | ) | $ | 199.4 | ||
| Less: Provision for Credit Losses | (17.0 | ) | — | (17.0 | ) | ||||
| Less: Noninterest Expenses | (158.7 | ) | 31.2 | (127.5 | ) | ||||
| Income before Income Taxes (FTE) | $ | 28.9 | $ | 26.0 | $ | 54.9 | |||
| Income Taxes | 6.3 | 6.5 | 12.8 | ||||||
| Net Income | $ | 22.6 | $ | 19.5 | $ | 42.1 | |||
| Average Shares Outstanding | 168,404 | — | 168,404 | ||||||
| Earnings Per Share - Diluted | $ | 0.13 | $ | 0.12 | $ | 0.25 | |||
| ^4^ | Tax-effect calculations use the current statutory FTE tax rates(federal + state) | ||||||||
| --- | --- | ||||||||
| ($ in millions) | 1Q20 | 4Q19 | |||||||
| --- | --- | --- | --- | --- | --- | --- | |||
| Net Interest Income | $ | 143.8 | $ | 148.9 | |||||
| Add: FTE Adjustment | 3.3 | 3.3 | |||||||
| Net Interest Income (FTE) | $ | 147.1 | $ | 152.2 | |||||
| Average Earning Assets | $ | 17,774.0 | $ | 17,577.8 | |||||
| Net Interest Margin (FTE) | 3.31 | % | 3.46 | % | |||||
| ($ in millions) | 1Q20 | 1Q19 | |||||||
| --- | --- | --- | --- | --- | --- | --- | |||
| Net Interest Income | $ | 143.8 | $ | 147.0 | |||||
| Add: FTE Adjustment | 3.3 | 3.2 | |||||||
| Net Interest Income (FTE) | $ | 147.1 | $ | 150.2 | |||||
| Add: Total Noninterest Income | 57.5 | 46.4 | |||||||
| Less: Noninterest Expense | (158.7 | ) | (123.0 | ) | |||||
| Pre-Provision Net Revenue | $ | 45.9 | $ | 73.6 | |||||
| Less: Debt Securities Gains/Losses | (5.2 | ) | 0.1 | ||||||
| Add: ONB Way Charges | 31.2 | — | |||||||
| Add: Merger and Integration Charges | — | 1.2 | |||||||
| Add: Amortization of Tax Credit Investments | 5.5 | 0.3 | |||||||
| Adjusted Pre-Provision Net Revenue | $ | 77.4 | $ | 75.2 | |||||
| ($ in millions) | 1Q20 | 4Q19 | 1Q19 | ||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Noninterest Expense | $ | 158.7 | $ | 134.7 | $ | 123.0 | |||
| Less: ONB Way Charges | (31.2 | ) | (8.2 | ) | — | ||||
| Less: Merger and Integration Charges | — | (0.2 | ) | (1.2 | ) | ||||
| Noninterest Expense less Charges | $ | 127.5 | $ | 126.3 | $ | 121.8 | |||
| Less: Amortization of Tax Credit Investments | (5.5 | ) | (0.7 | ) | (0.3 | ) | |||
| Adjusted Noninterest Expense | $ | 122.0 | $ | 125.6 | $ | 121.5 | |||
| Less: Intangible Amortization | (3.8 | ) | (3.9 | ) | (4.5 | ) | |||
| Adjusted Noninterest Expense Less Intangible Amortization | $ | 118.2 | $ | 121.7 | $ | 117.0 | |||
| Net Interest Income | $ | 143.8 | $ | 148.9 | $ | 147.0 | |||
| FTE Adjustment | 3.3 | 3.3 | 3.2 | ||||||
| Net Interest Income (FTE) | $ | 147.1 | $ | 152.2 | $ | 150.2 | |||
| Total Noninterest Income | 57.5 | 47.7 | 46.4 | ||||||
| Total Revenue (FTE) | $ | 204.6 | $ | 199.9 | $ | 196.6 | |||
| Less: Debt Securities Gains/Losses | (5.2 | ) | (0.4 | ) | 0.1 | ||||
| Adjusted Total Revenue (FTE) | $ | 199.4 | $ | 199.5 | $ | 196.7 | |||
| Efficiency Ratio | 77.71 | % | 65.57 | % | 60.26 | % | |||
| Adjusted Efficiency Ratio | 59.31 | % | 60.97 | % | 59.51 | % | |||
| Operating Leverage^5^ (basis points) | (2,498 | ) | |||||||
| Adjusted Operating Leverage^6^ (basis<br>points) | 102 | ||||||||
| ^5^ | Year-over-year basis point change in noninterest expenses plus change in total revenue<br> | ||||||||
| --- | --- | ||||||||
| ^6^ | Year-over-year basis point change in adjusted noninterest expense plus change in adjusted total revenue<br> | ||||||||
| --- | --- | ||||||||
| ($ in millions) | 1Q20 | 4Q19 | |||||||
| --- | --- | --- | --- | --- | --- | --- | |||
| Net Income | $ | 22.6 | $ | 49.2 | |||||
| Add: Intangible Amortization (net of<br>tax^7^) | 2.9 | 3.0 | |||||||
| Tangible Net Income | $ | 25.5 | $ | 52.2 | |||||
| Less: Securities Gains/Losses (net of<br>tax^7^) | (3.9 | ) | (0.3 | ) | |||||
| Add: ONB Way Charges (net of tax^7^) | 23.4 | 6.2 | |||||||
| Add: Merger & Integration Charges (net of tax^7^) | — | 0.1 | |||||||
| Adjusted Tangible Net Income | $ | 45.0 | $ | 58.2 | |||||
| Average Total Shareholders’ Equity | $ | 2,833.5 | $ | 2,832.9 | |||||
| Less: Average Goodwill | (1,037.0 | ) | (1,037.0 | ) | |||||
| Less: Average Intangibles | (58.1 | ) | (61.9 | ) | |||||
| Average Tangible Shareholders’ Equity | $ | 1,738.4 | $ | 1,734.0 | |||||
| Return on Average Tangible Common Equity | 5.86 | % | 12.03 | % | |||||
| Adjusted Return on Average Tangible Common Equity | 10.35 | % | 13.44 | % | |||||
| ^7^ | Tax-effect calculations use the current statutory FTE tax rates(federal + state) | ||||||||
| --- | --- |
CONFERENCE CALL AND WEBCAST
Old National will host a conference call and live webcast at 8:00 a.m. Central Time on Monday, April 20, 2020, to review first-quarter 2020 financial results. The live audio web cast of the call, along with the corresponding presentation slides, will be available on the Company’s Investor Relations web page at oldnational.com and will be archived there for 12 months. A replay of the call will also be available from 11:00 a.m. Central Time on April 20 through May 4. To access the replay, dial 1-855-859-2056, Conference ID Code 9178738.
ABOUT OLD NATIONAL
Old National Bancorp (NASDAQ: ONB), the holding company of Old National Bank, is the largest bank holding company headquartered in Indiana. With $20.7 billion in assets, it ranks among the top 100 banking companies in the U.S. and has been recognized as aWorld ’ s Most Ethical Company by the Ethisphere Institute for nine consecutive years. Since its founding in Evansville in 1834, Old National Bank has focused on community banking by building long-term, highly valued partnerships and keeping our clients at the center of all we do. This is an approach to business that we call The ONB Way. Today, Old National’s footprint includes Indiana, Kentucky, Michigan, Wisconsin and Minnesota. In addition to providing extensive services in retail and commercial banking, Old National offers comprehensive wealth management, investment and capital market services. For more information and financial data, please visit Investor Relations at oldnational.com.
USE OF NON-GAAP FINANCIAL MEASURES
This earnings release contains GAAP financial measures and non-GAAP financial measures where management believes it to be helpful in understanding Old National’s results of operations or financial position. Where non-GAAP financial measures are used, the comparable GAAP financial measure, as well as the reconciliation to the comparable GAAP financial measure, can be found in the tables of this release.
FORWARD-LOOKING STATEMENT
This press release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, descriptions of Old National Bancorp’s (“Old National’s”) financial condition, results of operations, asset and credit quality trends and profitability. Forward-looking statements can be identified by the use of the words “anticipate,” “believe,” “expect,” “intend,” “could” and “should,” and other words of similar meaning. These forward-looking statements express management’s current expectations or forecasts of future events and, by their nature, are subject to risks and uncertainties, such as statements about the potential impacts of the COVID-19 pandemic. There are a number of factors that could cause actual results to differ materially from those in such statements. Factors that might cause such a difference include, but are not limited to: the severity, magnitude and duration of the COVID-19 pandemic, including impacts of the pandemic and of businesses’ and governments’ responses to the pandemic on our operations and personnel, and on commercial activity and demand across our and our customers’ businesses; market, economic, operational, liquidity, credit and interest rate risks associated with Old National’s business(including developments and volatility arising from the COVID-19 pandemic); competition; government legislation and policies (including the impact of the Dodd-Frank Wall Street Reform and Consumer Protection Act and its related regulations); ability of Old National to execute its business plan, including the anticipated impact from the ONB Way strategic plan that may differ from current estimates; changes in the economy which could materially impact credit quality trends and the ability to generate loans and gather deposits; failure or circumvention of our internal controls; failure or disruption of our information systems; significant changes in accounting, tax or regulatory practices or requirements, including the impact of the new CECL standard as well as changes to address the impact of COVID-19; new legal obligations or liabilities or unfavorable resolutions of litigations; disruptive technologies in payment systems and other services traditionally provided by banks; computer hacking and other cybersecurity threats; other matters discussed in this press release; and other factors identified in our Annual Report on Form 10-K and other periodic filings with the SEC. These forward-looking statements are made only as of the date of this press release, and Old National does not undertake an obligation to release revisions to these forward-looking statements to reflect events or conditions after the date of this press release.
Financial Highlights (unaudited)
($ and shares in thousands, except per share data)
| Three Months Ended | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| March 31, | December 31, | March 31, | |||||||
| 2020 | 2019 | 2019 | |||||||
| Income Statement | |||||||||
| Net interest income | $ | 143,771 | $ | 148,899 | $ | 147,048 | |||
| Provision for loan losses (1) | 16,950 | 1,264 | 1,043 | ||||||
| Noninterest income | 57,502 | 47,726 | 46,416 | ||||||
| Noninterest expense | 158,744 | 134,743 | 123,041 | ||||||
| Net income | 22,640 | 49,185 | 56,276 | ||||||
| Per Common Share Data | |||||||||
| Net income (diluted) | $ | 0.13 | $ | 0.29 | $ | 0.32 | |||
| Average diluted shares outstanding | 168,404 | 170,186 | 175,368 | ||||||
| Book value | 17.10 | 16.82 | 15.82 | ||||||
| Stock price | 13.19 | 18.29 | 16.40 | ||||||
| Dividend payout ratio | 108 | % | 45 | % | 41 | % | |||
| Tangible common book value (2) | 10.48 | 10.35 | 9.44 | ||||||
| Performance Ratios | |||||||||
| Return on average assets | 0.44 | % | 0.97 | % | 1.14 | % | |||
| Return on average common equity | 3.20 | % | 6.94 | % | 8.29 | % | |||
| Return on average tangible common equity (2) | 5.86 | % | 12.03 | % | 14.88 | % | |||
| Net interest margin (FTE) | 3.31 | % | 3.46 | % | 3.51 | % | |||
| Efficiency ratio (3) | 77.71 | % | 65.57 | % | 60.26 | % | |||
| Net charge-offs (recoveries) to average loans | 0.21 | % | 0.12 | % | 0.03 | % | |||
| Allowance for loan losses to ending loans (1) | 0.86 | % | 0.45 | % | 0.46 | % | |||
| Non-performing loans to ending loans | 1.16 | % | 1.19 | % | 1.41 | % | |||
| Balance Sheet | |||||||||
| Total loans | $ | 12,384,612 | $ | 12,117,524 | $ | 12,068,977 | |||
| Total assets | 20,741,141 | 20,411,667 | 20,084,420 | ||||||
| Total deposits | 14,305,362 | 14,553,397 | 14,429,270 | ||||||
| Total borrowed funds | 3,245,214 | 2,744,728 | 2,639,038 | ||||||
| Total shareholders’ equity | 2,823,435 | 2,852,453 | 2,751,872 | ||||||
| Capital Ratios (2) | |||||||||
| Risk-based capital ratios (EOP): | |||||||||
| Tier 1 common equity | 11.4 | % | 12.1 | % | 11.8 | % | |||
| Tier 1 | 11.4 | % | 12.1 | % | 11.8 | % | |||
| Total | 12.3 | % | 13.0 | % | 12.7 | % | |||
| Leverage ratio (to average assets) | 8.5 | % | 8.9 | % | 8.8 | % | |||
| Total equity to assets (averages) | 13.91 | % | 14.01 | % | 13.70 | % | |||
| Tangible common equity to tangible assets | 8.81 | % | 9.09 | % | 8.66 | % | |||
| Nonfinancial Data | |||||||||
| Full-time equivalent employees | 2,736 | 2,709 | 2,908 | ||||||
| Number of branches | 192 | 192 | 193 | ||||||
| (1) | Beginning January 1, 2020, calculation is based on current expected loss methodology. Prior to<br>January 1, 2020, calculation was based on incurred loss methodology. | ||||||||
| --- | --- | ||||||||
| (2) | See “Non-GAAP Measures” table. Ratios are estimated at<br>March 31, 2020. | ||||||||
| --- | --- | ||||||||
| (3) | Efficiency ratio is defined as noninterest expense before amortization of intangibles as a percent of FTE net<br>interest income and noninterest revenues, excluding net gains from debt securities transactions. This presentation excludes amortization of intangibles and net debt securities gains, as is common in other company releases, and better aligns with<br>true operating performance. | ||||||||
| --- | --- |
FTE - Fully taxable equivalent basis EOP - End of period actual balances N/A - Not applicable
Income Statement (unaudited)
($ and shares in thousands, except per share data)
| Three Months Ended | ||||||||
|---|---|---|---|---|---|---|---|---|
| March 31, | December 31, | March 31, | ||||||
| 2020 | 2019 | 2019 | ||||||
| Interest income | $ | 167,999 | $ | 176,553 | $ | 178,918 | ||
| Less: interest expense | 24,228 | 27,654 | 31,870 | |||||
| Net interest income | 143,771 | 148,899 | 147,048 | |||||
| Provision for loan losses (1) | 16,950 | 1,264 | 1,043 | |||||
| Net interest income after provision for loan losses | 126,821 | 147,635 | 146,005 | |||||
| Wealth management fees | 8,884 | 9,468 | 8,535 | |||||
| Service charges on deposit accounts | 10,077 | 10,714 | 10,826 | |||||
| Debit card and ATM fees | 4,998 | 5,360 | 5,503 | |||||
| Mortgage banking revenue | 11,119 | 5,626 | 5,011 | |||||
| Investment product fees | 5,874 | 5,679 | 5,271 | |||||
| Capital markets income | 4,328 | 3,043 | 2,517 | |||||
| Company-owned life insurance | 3,080 | 2,937 | 3,188 | |||||
| Other income | 4,452 | 4,329 | 5,702 | |||||
| Gains (losses) on sales of debt securities | 5,174 | 437 | (103 | ) | ||||
| Gains (losses) on derivatives | (484 | ) | 133 | (34 | ) | |||
| Total noninterest income | 57,502 | 47,726 | 46,416 | |||||
| Salaries and employee benefits | 79,173 | 74,974 | 71,183 | |||||
| Occupancy | 15,133 | 14,184 | 14,578 | |||||
| Equipment | 5,305 | 3,958 | 4,474 | |||||
| Marketing | 3,097 | 3,631 | 3,723 | |||||
| Data processing | 9,467 | 9,080 | 9,341 | |||||
| Communication | 2,798 | 2,450 | 3,054 | |||||
| Professional fees | 4,293 | 9,986 | 2,910 | |||||
| Loan expenses | 1,771 | 1,873 | 1,912 | |||||
| FDIC assessment | 1,609 | 1,529 | 2,087 | |||||
| Amortization of intangibles | 3,776 | 3,946 | 4,472 | |||||
| Amortization of tax credit investments | 5,515 | 710 | 260 | |||||
| Other expense | 26,807 | 8,422 | 5,047 | |||||
| Total noninterest expense | 158,744 | 134,743 | 123,041 | |||||
| Income before income taxes | 25,579 | 60,618 | 69,380 | |||||
| Income tax expense | 2,939 | 11,433 | 13,104 | |||||
| Net income | $ | 22,640 | $ | 49,185 | $ | 56,276 | ||
| Diluted Earnings Per Share | ||||||||
| Net income | $ | 0.13 | $ | 0.29 | $ | 0.32 | ||
| Average Common Shares Outstanding | ||||||||
| Basic | 167,748 | 169,235 | 174,734 | |||||
| Diluted | 168,404 | 170,186 | 175,368 | |||||
| Common shares outstanding at end of period | 165,109 | 169,616 | 173,979 | |||||
| (1) | Beginning January 1, 2020, calculation is based on current expected loss methodology. Prior to<br>January 1, 2020, calculation was based on incurred loss methodology. | |||||||
| --- | --- |
Balance Sheet (unaudited)
($ in thousands)
| March 31, | December 31, | March 31, | |||||||
|---|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | 2019 | |||||||
| Assets | |||||||||
| Federal Reserve Bank account | $ | 130,295 | $ | 29,141 | $ | 101,033 | |||
| Money market investments | 9,349 | 12,430 | 10,909 | ||||||
| Investments: | |||||||||
| Treasury and government-sponsored agencies | 530,904 | 610,666 | 782,486 | ||||||
| Mortgage-backed securities | 3,210,000 | 3,183,861 | 2,684,330 | ||||||
| States and political subdivisions | 1,302,395 | 1,275,643 | 1,252,448 | ||||||
| Other securities | 497,709 | 485,862 | 498,977 | ||||||
| Total investments | 5,541,008 | 5,556,032 | 5,218,241 | ||||||
| Loans held for sale, at fair value | 54,209 | 46,898 | 14,082 | ||||||
| Loans: | |||||||||
| Commercial | 3,046,579 | 2,890,296 | 3,042,790 | ||||||
| Commercial and agriculture real estate | 5,283,464 | 5,166,792 | 5,023,620 | ||||||
| Consumer: | |||||||||
| Home equity | 561,789 | 559,021 | 553,264 | ||||||
| Other consumer loans | 1,164,929 | 1,167,126 | 1,205,418 | ||||||
| Subtotal of commercial and consumer loans | 10,056,761 | 9,783,235 | 9,825,092 | ||||||
| Residential real estate | 2,327,851 | 2,334,289 | 2,243,885 | ||||||
| Total loans | 12,384,612 | 12,117,524 | 12,068,977 | ||||||
| Total earning assets | 18,119,473 | 17,762,025 | 17,413,242 | ||||||
| Allowance for loan losses (1) | (106,380 | ) | (54,619 | ) | (55,559 | ) | |||
| Non-earning Assets: | |||||||||
| Cash and due from banks | 203,533 | 234,766 | 211,174 | ||||||
| Premises and equipment, net | 462,364 | 490,925 | 490,216 | ||||||
| Operating lease<br>right-of-use assets | 86,819 | 95,477 | 109,916 | ||||||
| Goodwill and other intangible assets | 1,093,323 | 1,097,099 | 1,108,802 | ||||||
| Company-owned life insurance | 450,148 | 448,967 | 444,551 | ||||||
| Net deferred tax assets | 17,576 | 29,705 | 59,430 | ||||||
| Loan servicing rights | 24,132 | 25,368 | 24,254 | ||||||
| Other assets | 390,153 | 281,954 | 278,394 | ||||||
| Total non-earning assets | 2,728,048 | 2,704,261 | 2,726,737 | ||||||
| Total assets | $ | 20,741,141 | $ | 20,411,667 | $ | 20,084,420 | |||
| Liabilities and Equity | |||||||||
| Noninterest-bearing demand deposits | $ | 4,058,559 | $ | 4,042,286 | $ | 3,903,314 | |||
| Interest-bearing: | |||||||||
| Checking and NOW accounts | 4,105,006 | 4,149,639 | 3,742,241 | ||||||
| Savings accounts | 2,853,305 | 2,845,423 | 2,941,361 | ||||||
| Money market accounts | 1,746,798 | 1,833,819 | 1,780,756 | ||||||
| Other time deposits | 1,469,185 | 1,589,988 | 1,835,110 | ||||||
| Total core deposits | 14,232,853 | 14,461,155 | 14,202,782 | ||||||
| Brokered CD’s | 72,509 | 92,242 | 226,488 | ||||||
| Total deposits | 14,305,362 | 14,553,397 | 14,429,270 | ||||||
| Federal funds purchased and interbank borrowings | 560,770 | 350,414 | 325,030 | ||||||
| Securities sold under agreements to repurchase | 318,067 | 327,782 | 342,480 | ||||||
| Federal Home Loan Bank advances | 2,130,263 | 1,822,847 | 1,719,944 | ||||||
| Other borrowings | 236,114 | 243,685 | 251,584 | ||||||
| Total borrowed funds | 3,245,214 | 2,744,728 | 2,639,038 | ||||||
| Operating lease liabilities | 95,830 | 99,500 | 114,040 | ||||||
| Accrued expenses and other liabilities | 271,300 | 161,589 | 150,200 | ||||||
| Total liabilities | 17,917,706 | 17,559,214 | 17,332,548 | ||||||
| Common stock, surplus, and retained earnings | 2,685,278 | 2,796,246 | 2,749,252 | ||||||
| Accumulated other comprehensive income (loss), net of tax | 138,157 | 56,207 | 2,620 | ||||||
| Total shareholders’ equity | 2,823,435 | 2,852,453 | 2,751,872 | ||||||
| Total liabilities and shareholders’ equity | $ | 20,741,141 | $ | 20,411,667 | $ | 20,084,420 | |||
| (1) | Beginning January 1, 2020, calculation is based on current expected loss methodology. Prior to<br>January 1, 2020,calculation was based on incurred loss methodology. | ||||||||
| --- | --- |
Average Balance Sheet and Interest Rates (unaudited)
($ in thousands)
| Three Months Ended | Three Months Ended | Three Months Ended | ||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| March 31, 2020 | December 31, 2019 | March 31, 2019 | ||||||||||||||||||||||
| Average | Income (1)/ | Yield/ | Average | Income (1)/ | Yield/ | Average | Income (1)/ | Yield/ | ||||||||||||||||
| Earning Assets: | Balance | Expense | Rate | Balance | Expense | Rate | Balance | Expense | Rate | |||||||||||||||
| Money market and other interest-earning investments | $ | 58,406 | $ | 349 | 2.41 | % | $ | 87,835 | $ | 530 | 2.39 | % | $ | 58,701 | $ | 278 | 1.92 | % | ||||||
| Investments: | ||||||||||||||||||||||||
| Treasury and government-sponsored agencies | 583,971 | 3,697 | 2.53 | % | 546,266 | 3,547 | 2.60 | % | 705,417 | 3,902 | 2.21 | % | ||||||||||||
| Mortgage-backed securities | 3,171,650 | 19,065 | 2.40 | % | 3,172,818 | 18,844 | 2.38 | % | 2,497,368 | 17,603 | 2.82 | % | ||||||||||||
| States and political subdivisions | 1,273,156 | 11,409 | 3.58 | % | 1,211,850 | 11,133 | 3.67 | % | 1,232,355 | 11,453 | 3.72 | % | ||||||||||||
| Other securities | 494,500 | 3,216 | 2.60 | % | 489,889 | 3,585 | 2.93 | % | 497,604 | 4,440 | 3.57 | % | ||||||||||||
| Total investments | 5,523,277 | 37,387 | 2.71 | % | 5,420,823 | 37,109 | 2.74 | % | 4,932,744 | 37,398 | 3.03 | % | ||||||||||||
| Loans: (2) | ||||||||||||||||||||||||
| Commercial | 2,907,297 | 29,053 | 3.95 | % | 2,891,641 | 31,925 | 4.32 | % | 3,122,402 | 36,035 | 4.62 | % | ||||||||||||
| Commercial and agriculture real estate | 5,188,597 | 62,439 | 4.76 | % | 5,129,638 | 66,959 | 5.11 | % | 4,989,622 | 65,076 | 5.22 | % | ||||||||||||
| Consumer: | ||||||||||||||||||||||||
| Home equity | 558,356 | 5,631 | 4.06 | % | 561,125 | 6,426 | 4.54 | % | 588,366 | 7,596 | 5.24 | % | ||||||||||||
| Other consumer loans | 1,167,802 | 12,219 | 4.21 | % | 1,153,924 | 12,245 | 4.21 | % | 1,192,496 | 11,802 | 4.01 | % | ||||||||||||
| Subtotal commercial and consumer loans | 9,822,052 | 109,342 | 4.48 | % | 9,736,328 | 117,555 | 4.79 | % | 9,892,886 | 120,509 | 4.94 | % | ||||||||||||
| Residential real estate loans | 2,370,295 | 24,244 | 4.09 | % | 2,332,835 | 24,641 | 4.23 | % | 2,259,243 | 23,931 | 4.24 | % | ||||||||||||
| Total loans | 12,192,347 | 133,586 | 4.35 | % | 12,069,163 | 142,196 | 4.64 | % | 12,152,129 | 144,440 | 4.76 | % | ||||||||||||
| Total earning assets | $ | 17,774,030 | $ | 171,322 | 3.84 | % | $ | 17,577,821 | $ | 179,835 | 4.05 | % | $ | 17,143,574 | $ | 182,116 | 4.26 | % | ||||||
| Less: Allowance for loan losses (3) | (83,244 | ) | (57,162 | ) | (55,789 | ) | ||||||||||||||||||
| Non-earning Assets: | ||||||||||||||||||||||||
| Cash and due from banks | $ | 287,601 | $ | 278,324 | $ | 229,957 | ||||||||||||||||||
| Other assets | 2,388,092 | 2,419,792 | 2,490,524 | |||||||||||||||||||||
| Total assets | $ | 20,366,479 | $ | 20,218,775 | $ | 19,808,266 | ||||||||||||||||||
| Interest-Bearing Liabilities: | ||||||||||||||||||||||||
| Checking and NOW accounts | $ | 4,104,778 | $ | 2,860 | 0.28 | % | $ | 4,121,021 | $ | 3,812 | 0.37 | % | $ | 3,693,886 | $ | 3,142 | 0.34 | % | ||||||
| Savings accounts | 2,828,177 | 1,298 | 0.18 | % | 2,842,996 | 1,586 | 0.22 | % | 2,935,710 | 2,283 | 0.32 | % | ||||||||||||
| Money market accounts | 1,784,169 | 2,507 | 0.57 | % | 1,839,258 | 3,558 | 0.77 | % | 1,702,655 | 2,826 | 0.67 | % | ||||||||||||
| Other time deposits | 1,562,074 | 5,186 | 1.34 | % | 1,642,773 | 6,101 | 1.47 | % | 1,840,514 | 7,102 | 1.56 | % | ||||||||||||
| Total interest-bearing deposits | 10,279,198 | 11,851 | 0.46 | % | 10,446,048 | 15,057 | 0.57 | % | 10,172,765 | 15,353 | 0.61 | % | ||||||||||||
| Brokered CD’s | 84,099 | 447 | 2.14 | % | 109,504 | 637 | 2.31 | % | 191,443 | 1,091 | 2.31 | % | ||||||||||||
| Total interest-bearing deposits and CD’s | 10,363,297 | 12,298 | 0.48 | % | 10,555,552 | 15,694 | 0.59 | % | 10,364,208 | 16,444 | 0.64 | % | ||||||||||||
| Federal funds purchased and interbank borrowings | 392,857 | 1,240 | 1.27 | % | 95,973 | 437 | 1.80 | % | 316,998 | 1,918 | 2.45 | % | ||||||||||||
| Securities sold under agreements to repurchase | 329,091 | 384 | 0.47 | % | 337,786 | 469 | 0.55 | % | 361,261 | 662 | 0.74 | % | ||||||||||||
| Federal Home Loan Bank advances | 1,965,130 | 7,768 | 1.59 | % | 1,843,357 | 8,359 | 1.80 | % | 1,672,376 | 9,931 | 2.41 | % | ||||||||||||
| Other borrowings | 240,276 | 2,538 | 4.23 | % | 251,565 | 2,695 | 4.29 | % | 249,794 | 2,915 | 4.67 | % | ||||||||||||
| Total borrowed funds | 2,927,354 | 11,930 | 1.64 | % | 2,528,681 | 11,960 | 1.88 | % | 2,600,429 | 15,426 | 2.41 | % | ||||||||||||
| Total interest-bearing liabilities | $ | 13,290,651 | $ | 24,228 | 0.73 | % | $ | 13,084,233 | $ | 27,654 | 0.84 | % | $ | 12,964,637 | $ | 31,870 | 1.00 | % | ||||||
| Noninterest-Bearing Liabilities and Shareholders’ Equity | ||||||||||||||||||||||||
| Demand deposits | $ | 3,964,493 | $ | 4,047,308 | $ | 3,846,828 | ||||||||||||||||||
| Other liabilities | 277,812 | 254,296 | 282,615 | |||||||||||||||||||||
| Shareholders’ equity | 2,833,523 | 2,832,938 | 2,714,186 | |||||||||||||||||||||
| Total liabilities and shareholders’ equity | $ | 20,366,479 | $ | 20,218,775 | $ | 19,808,266 | ||||||||||||||||||
| Net interest rate spread | 3.11 | % | 3.21 | % | 3.26 | % | ||||||||||||||||||
| Net interest margin (FTE) | 3.31 | % | 3.46 | % | 3.51 | % | ||||||||||||||||||
| FTE adjustment | $ | 3,323 | $ | 3,282 | $ | 3,198 | ||||||||||||||||||
| (1) | Interest income is reflected on a fully taxable equivalent basis<br>(FTE). | |||||||||||||||||||||||
| --- | --- | |||||||||||||||||||||||
| (2) | Includes loans held for<br>sale. | |||||||||||||||||||||||
| --- | --- | |||||||||||||||||||||||
| (3) | Beginning January 1, 2020, calculation is based on current expected loss methodology. Prior to<br>January 1, 2020, calculation was based on incurred loss methodology. | |||||||||||||||||||||||
| --- | --- |
Asset Quality (EOP) (unaudited)
($ in thousands)
| Three Months Ended | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| March 31, | December 31, | March 31, | |||||||
| 2020 | 2019 | 2019 | |||||||
| Beginning allowance for loan losses | $ | 54,619 | $ | 56,910 | $ | 55,461 | |||
| Impact of adopting ASC 326 on 1/1/2020 (1) | 41,347 | N/A | N/A | ||||||
| Provision for loan losses (1) | 16,950 | 1,264 | 1,043 | ||||||
| Gross charge-offs | (8,445 | ) | (6,304 | ) | (2,892 | ) | |||
| Gross recoveries | 1,909 | 2,749 | 1,947 | ||||||
| Net (charge-offs) recoveries | (6,536 | ) | (3,555 | ) | (945 | ) | |||
| Ending allowance for loan losses (1) | $ | 106,380 | $ | 54,619 | $ | 55,559 | |||
| Net charge-offs (recoveries) / average loans (2) | 0.21 | % | 0.12 | % | 0.03 | % | |||
| Average loans outstanding (2) | $ | 12,182,704 | $ | 12,058,109 | $ | 12,147,560 | |||
| EOP loans outstanding (2) | 12,384,612 | $ | 12,117,524 | $ | 12,068,977 | ||||
| Allowance for loan losses / EOP loans (1)(2) | 0.86 | % | 0.45 | % | 0.46 | % | |||
| Underperforming Assets: | |||||||||
| Loans 90 Days and over (still accruing) | $ | 658 | $ | 570 | $ | 560 | |||
| Non-performing loans: | |||||||||
| Nonaccrual loans (3) | 126,987 | 126,412 | 152,881 | ||||||
| Renegotiated loans | 17,040 | 18,338 | 17,123 | ||||||
| Total non-performing loans | 144,027 | 144,750 | 170,004 | ||||||
| Foreclosed properties | 2,163 | 2,169 | 3,279 | ||||||
| Total underperforming assets | $ | 146,848 | $ | 147,489 | $ | 173,843 | |||
| Classified and Criticized Assets: | |||||||||
| Nonaccrual loans (3) | 126,987 | 126,412 | 152,881 | ||||||
| Substandard accruing loans | 181,157 | 169,689 | 210,680 | ||||||
| Loans 90 days and over (still accruing) | 658 | 570 | 560 | ||||||
| Total classified loans - “problem loans” | $ | 308,802 | $ | 296,671 | $ | 364,121 | |||
| Other classified assets | 2,616 | 2,933 | 2,715 | ||||||
| Criticized loans - “special mention loans” | 238,011 | 234,841 | 268,836 | ||||||
| Total classified and criticized assets | $ | 549,429 | $ | 534,445 | $ | 635,672 | |||
| Non-performing loans / EOP loans (2) | 1.16 | % | 1.19 | % | 1.41 | % | |||
| Allowance to non-performing loans (1)(4) | 74 | % | 38 | % | 33 | % | |||
| Under-performing assets / EOP loans (2) | 1.19 | % | 1.22 | % | 1.44 | % | |||
| EOP total assets | $ | 20,741,141 | $ | 20,411,667 | $ | 20,084,420 | |||
| Under-performing assets / EOP assets | 0.71 | % | 0.72 | % | 0.87 | % |
EOP - End of period actual balances
| (1) | Beginning January 1, 2020, calculation is based on current expected loss methodology. Prior to<br>January 1, 2020, calculation was based on incurred loss methodology. |
|---|---|
| (2) | Excludes loans held for sale. |
| --- | --- |
| (3) | Includes renegotiated loans totaling $11.8 million at March 31, 2020, $13.8 million at<br>December 31, 2019 and $27.0 million at March 31, 2019. |
| --- | --- |
| (4) | Includes acquired loans that were recorded at fair value in accordance with ASC 805 at the date of acquisition.<br>As such, the credit risk was incorporated in the fair value recorded and no allowance for loan losses was recorded for 2019 quarter ends. |
| --- | --- |
Non-GAAP Measures (unaudited)
($ in thousands)
| Three Months Ended | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| March 31,<br>2020 | December 31,<br>2019 | March 31,<br>2019 | |||||||
| Actual End of Period Balances | |||||||||
| GAAP shareholders’ equity | $ | 2,823,435 | $ | 2,852,453 | $ | 2,751,872 | |||
| Deduct: | |||||||||
| Goodwill | 1,036,994 | 1,036,994 | 1,036,258 | ||||||
| Intangibles | 56,329 | 60,105 | 72,544 | ||||||
| 1,093,323 | 1,097,099 | 1,108,802 | |||||||
| Tangible shareholders’ equity | $ | 1,730,112 | $ | 1,755,354 | $ | 1,643,070 | |||
| Average Balances | |||||||||
| GAAP shareholders’ equity | $ | 2,833,523 | $ | 2,832,938 | $ | 2,714,186 | |||
| Deduct: | |||||||||
| Goodwill | 1,036,994 | 1,036,994 | 1,036,258 | ||||||
| Intangibles | 58,127 | 61,963 | 74,849 | ||||||
| 1,095,121 | 1,098,957 | 1,111,107 | |||||||
| Average tangible shareholders’ equity | $ | 1,738,402 | $ | 1,733,981 | $ | 1,603,079 | |||
| Actual End of Period Balances | |||||||||
| GAAP assets | $ | 20,741,141 | $ | 20,411,667 | $ | 20,084,420 | |||
| Add: | |||||||||
| Trust overdrafts | 119 | 31 | 28 | ||||||
| Deduct: | |||||||||
| Goodwill | 1,036,994 | 1,036,994 | 1,036,258 | ||||||
| Intangibles | 56,329 | 60,105 | 72,544 | ||||||
| 1,093,323 | 1,097,099 | 1,108,802 | |||||||
| Tangible assets | $ | 19,647,937 | $ | 19,314,599 | $ | 18,975,646 | |||
| Risk-weighted assets | $ | 14,420,130 | $ | 14,073,929 | $ | 13,966,569 | |||
| GAAP net income | $ | 22,640 | $ | 49,185 | $ | 56,276 | |||
| Add: | |||||||||
| Amortization of intangibles (net of tax) | 2,849 | 2,976 | 3,373 | ||||||
| Tangible net income | $ | 25,489 | $ | 52,161 | $ | 59,649 | |||
| Tangible Ratios | |||||||||
| Return on tangible common equity | 5.89 | % | 11.89 | % | 14.52 | % | |||
| Return on average tangible common equity | 5.86 | % | 12.03 | % | 14.88 | % | |||
| Return on tangible assets | 0.52 | % | 1.08 | % | 1.26 | % | |||
| Tangible common equity to tangible assets | 8.81 | % | 9.09 | % | 8.66 | % | |||
| Tangible common equity to risk-weighted assets | 12.00 | % | 12.47 | % | 11.76 | % | |||
| Tangible common book value (1) | 10.48 | 10.35 | 9.44 | ||||||
| Tangible common<br>equity presentation includes other comprehensive income as is common in other company releases. | |||||||||
| (1) Tangible common shareholders’ equity divided by common<br>shares issued and outstanding at period-end. | |||||||||
| Tier 1 common equity (2) | $ | 1,643,912 | $ | 1,706,727 | $ | 1,643,496 | |||
| Risk-weighted assets | 14,420,130 | 14,073,929 | 13,966,569 | ||||||
| Tier 1 common equity to risk-weighted assets (2) | 11.40 | % | 12.13 | % | 11.77 | % | |||
| (2) Amounts are estimated at March 31, 2020. |