8-K
SouthState Bank Corp (SSB)
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 26, 2023

SOUTHSTATE CORP ORATION
(Exact name of registrant as specified in its charter)
| <br><br><br><br> | <br><br> | <br><br><br><br> |
|---|---|---|
| South Carolina<br><br>(State or Other Jurisdiction of<br><br>Incorporation) | 001-12669<br><br>(Commission File Number) | 57-0799315<br><br>(IRS Employer<br><br>Identification No.) |
| <br><br><br><br> | | <br><br> |
|---|---|---|
| 1101 First Street South , Suite 202<br><br>Winter Haven , FL<br><br>(Address of principal executive offices) | | 33880<br><br>(Zip Code) |
( 863 ) 293-4710
(Registrant’s telephone number, 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(s) | Name of each exchange on which registered |
| Common stock, par value $2.50 per share | SSB | Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
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|---|---|---|---|
| Item 2.02 | | | Results of Operations and Financial Condition. |
On January 26, 2023, SouthState Corporation (“SouthState” or the “Company”) issued a press release announcing its financial results for the three and twelve-month periods ended December 31, 2022, along with certain other financial information. Copies of the Company’s press release and presentation are attached as Exhibit 99.1 and 99.2, respectively, to this report and incorporated herein by reference.
SouthState will host a conference call on January 27, 2023 at 10 a.m. (ET) to discuss the Company’s fourth quarter 2022 results. Investors may call in (toll free) by dialing (844) 200-6205 within the U.S. and 929-526-1599 for all other locations (passcode 040590; host: Will Matthews, CFO).
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|---|---|---|---|---|
| Item 7.01 | | Regulation FD Disclosure. |
On January 26, 2023, the Company also made available the presentation (“Presentation”) prepared for use with the press release during the earnings conference call on January 27, 2023. Attached hereto and incorporated herein as Exhibit 99.2 is the text of that presentation.
The information contained in this Item 7.01 of this Current Report, including the information set forth in the Presentation filed as Exhibit 99.2 to, and incorporated in, this Current Report, is being "furnished" and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
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|---|---|---|
| Item 8.01 | | Other Events. |
First Quarter 2023 Shareholder Dividend
The Board of Directors of the Company declared a quarterly cash dividend on its common stock of $0.50 per share, payable on February 17, 2023 to shareholders of record as of February 10, 2023.
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|---|---|---|---|---|
| Item 9.01 | | Financial Statements and Exhibits. | ||
| | | | | |
| | | (d) | | Exhibits: |
| | | | | |
| | | Exhibit No. | | Description |
| | | | | |
| | | Exhibit 99.1 | | Press Release, dated January 26, 2023 |
| | | | | |
| | | Exhibit 99.2 | | Presentation for SouthState Corporation Earnings Call |
| | | | | |
| | | Exhibit 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
Cautionary Statement Regarding Forward Looking Statements
Statements included in this communication, which are not historical in nature are intended to be, and are hereby identified as, forward-looking statements for purposes of the safe harbor provided by Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements are based on, among other things, management’s beliefs, assumptions, current expectations, estimates and projections about the financial services industry, the economy and SouthState. Words and phrases such as “may,” “approximately,” “continue,” “should,” “expects,” “projects,” “anticipates,” “is likely,” “look ahead,” “look forward,” “believes,” “will,” “intends,” “estimates,” “strategy,” “plan,” “could,” “potential,” “possible” and variations of such words and similar expressions are intended to identify such forward-looking statements. 2
SouthState cautions readers that forward-looking statements are subject to certain risks, uncertainties and assumptions that are difficult to predict with regard to, among other things, timing, extent, likelihood and degree of occurrence, which could cause actual results to differ materially from anticipated results. Such risks, uncertainties and assumptions, include, among others, the following: (1) economic downturn risk, potentially resulting in deterioration in the credit markets, inflation, greater than expected noninterest expenses, excessive loan losses and other negative consequences, which risks could be exacerbated by potential continued negative economic developments resulting from the Covid19 pandemic, or from federal spending cuts and/or one or more federal budget-related impasses or actions; (2) interest rate risk primarily resulting from the interest rate environment, the number and pace of interest rate increases, and their impact on the Bank’s earnings, including from the correspondent and mortgage divisions, housing demand, the market value of the bank’s loan and securities portfolios, and the market value of SouthState’s equity; (3) risks related to the merger and integration of SouthState and Atlantic Capital including, among others, (i) the risk that the cost savings and any revenue synergies from the merger may not be fully realized or may take longer than anticipated to be realized, (ii) the risk that the integration of Atlantic Capital’s operations into SouthState’s operations will be more costly or difficult than expected or that the parties are otherwise unable to successfully integrate Atlantic Capital’s businesses into SouthState’s businesses, (iii) the amount of the costs, fees, expenses and charges related to the merger, and (iv) reputational risk and the reaction of each company's customers, suppliers, employees or other business partners to the merger; (4) risks relating to the continued impact of the Covid19 pandemic on the Company, including to efficiencies and the control environment due to the changing work environment; (5) the impact of increasing digitization of the banking industry and movement of customers to on-line platforms, and the possible impact on the Bank’s results of operations, customer base, expenses, suppliers and operations; (6) controls and procedures risk, including the potential failure or circumvention of our controls and procedures or failure to comply with regulations related to controls and procedures; (7) potential deterioration in real estate values; (8) the impact of competition with other financial institutions, including deposit and loan pricing pressures (including those resulting from the CARES Act) and the resulting impact, including as a result of compression to net interest margin; (9) risks relating to the ability to retain our culture and attract and retain qualified people; (10) credit risks associated with an obligor’s failure to meet the terms of any contract with the Bank or otherwise fail to perform as agreed under the terms of any loan-related document; (11) risks related to the ability of the Company to pursue its strategic plans which depend upon certain growth goals in our lines of business; (12) liquidity risk affecting the Bank’s ability to meet its obligations when they come due; (13) risks associated with an anticipated increase in SouthState’s investment securities portfolio, including risks associated with acquiring and holding investment securities or potentially determining that the amount of investment securities SouthState desires to acquire are not available on terms acceptable to SouthState; (14) price risk focusing on changes in market factors that may affect the value of traded instruments in “mark-to-market” portfolios; (15) transaction risk arising from problems with service or product delivery; (16) compliance risk involving risk to earnings or capital resulting from violations of or nonconformance with laws, rules, regulations, prescribed practices, or ethical standards; (17) regulatory change risk resulting from new laws, rules, regulations, accounting principles, proscribed practices or ethical standards, including, without limitation, the possibility that regulatory agencies may require higher levels of capital above the current regulatory-mandated minimums and including the impact of the CARES Act, the Consumer Financial Protection Bureau regulations, and the possibility of changes in accounting standards, policies, principles and practices, including changes in accounting principles relating to loan loss recognition (CECL); (18) strategic risk resulting from adverse business decisions or improper implementation of business decisions; (19) reputation risk that adversely affects earnings or capital arising from negative public opinion; (20) cybersecurity risk related to the dependence of SouthState on internal computer systems and the technology of outside service providers, as well as the potential impacts of internal or external security breaches, which may subject the company to potential business disruptions or financial losses resulting from deliberate attacks or unintentional events; (21) reputational and operational risks associated with environment, social and governance (ESG) matters, including the impact of recently issued proposed regulatory guidance and regulation relating to climate change; (22) greater than expected noninterest expenses; (23) excessive loan losses; (24) potential deposit attrition, higher than expected costs, customer loss and business disruption associated with the Atlantic Capital integration, and potential difficulties in maintaining relationships with key personnel; (25) reputational risk and possible higher than estimated reduced revenue from announced changes in the Bank’s consumer overdraft programs; (26) the risks of fluctuations in market prices for SouthState common stock that may or may not reflect economic condition or performance of SouthState; (27) the payment of dividends on SouthState common stock, which is subject to legal and regulatory limitations as well as the discretion of the board of directors of SouthState, SouthState’s performance and other factors; (28) ownership dilution risk associated with potential acquisitions in which SouthState’s stock may be issued as consideration for an acquired company; (29) operational, technological, cultural, regulatory, legal, credit and other risks associated with the exploration, consummation and integration of potential future acquisitions, whether involving stock or3
cash consideration; (30) major catastrophes such as hurricanes, tornados, earthquakes, floods or other natural or human disasters, including infectious disease outbreaks, such as the ongoing Covid19 pandemic, and the related disruption to local, regional and global economic activity and financial markets, and the impact that any of the foregoing may have on SouthState and its customers and other constituencies; (31) terrorist activities risk that results in loss of consumer confidence and economic disruptions; and (32) other factors that may affect future results of SouthState, as disclosed in SouthState’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K, filed by SouthState with the U.S. Securities and Exchange Commission (“SEC”) and available on the SEC’s website at http://www.sec.gov, any of which could cause actual results to differ materially from future results expressed, implied or otherwise anticipated by such forward-looking statements.
All forward-looking statements speak only as of the date they are made and are based on information available at that time. SouthState does not undertake any obligation to update or otherwise revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by federal securities laws. As forward-looking statements involve significant risks and uncertainties, caution should be exercised against placing undue reliance on such statements. 4
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.
| | | |
|---|---|---|
| SOUTHSTATE CORPORATION | ||
| | (Registrant) | |
| | | |
| | By: | /s/ William E. Matthews, V |
| | | William E. Matthews, V |
| | | Senior Executive Vice President and |
| | | Chief Financial Officer |
Dated: January 26, 2023
5
Exhibit 99.1

| <br><br><br><br> | | |
|---|---|---|
| SouthState Corporation Reports Fourth Quarter 2022 Results<br><br>Declares Quarterly Cash Dividend | For Immediate Release | |
| | Media Contact | |
| | Jackie Smith, 803.231.3486 |
WINTER HAVEN, FL – January 26, 2023 – SouthState Corporation (NASDAQ: SSB) today released its unaudited results of operations and other financial information for the three-month and twelve-month periods ended December 31, 2022.
“The resilience of SouthState’s deposit franchise drove our performance in the 4th quarter and in 2022", said John C. Corbett, Chief Executive Officer. "With a cumulative deposit beta of 5% and a total cost of deposits of 21 basis points, our net interest margin expanded 120 basis points in 2022 and our PPNR per share increased 60% from the same quarter last year. In addition to the strength of the deposit franchise, our loan portfolio grew 19% annualized in the current quarter and asset quality metrics remain pristine. With the benefit of continued population migration to our southeast markets, our team is energized about the prospects for 2023 and the years ahead."
Highlights of the fourth quarter of 2022 include:
Returns
| ● | Reported Diluted Earnings per Share (“EPS”) of $1.88; Adjusted Diluted EPS (Non-GAAP) of $1.90 |
|---|---|
| ● | Net Income of $143.5 million; Adjusted Net Income (Non-GAAP) of $144.7 million |
| --- | --- |
| ● | Return on Average Common Equity of 11.4% and Reported Return on Average Tangible Common Equity (Non-GAAP) of 20.2%; Adjusted Return on Average Tangible Common Equity^^(Non-GAAP) of 20.3%* |
| --- | --- |
| ● | Return on Average Assets (“ROAA”) of 1.28%; Adjusted ROAA (Non-GAAP) of 1.29%* |
| --- | --- |
| ● | Pre-Provision Net Revenue (“PPNR”) per weighted average diluted share (Non-GAAP) of $3.03, up 11% from the prior quarter’s $2.74 and up 60% from $1.89 in the year ago quarter |
| --- | --- |
| ● | Book Value per Share of $67.04 increased by $2.01 per share compared to the prior quarter |
| --- | --- |
| ● | Tangible Book Value (“TBV”) per Share (Non-GAAP) of $40.09, up $2.12 from the prior quarter |
| --- | --- |
Performance
| ● | Net Interest Income of $396 million; Core Net Interest Income (excluding loan accretion and deferred fees on PPP) (Non-GAAP) increased $36 million from prior quarter |
|---|---|
| ● | Net Interest Margin (“NIM”), non-tax equivalent and tax equivalent (Non-GAAP) of 3.96% and 3.99%, respectively, up 41 basis points from prior quarter |
| --- | --- |
| ● | Noninterest Income of $63 million down $10 million compared to the prior quarter due to correspondent banking and capital markets income and mortgage banking; Noninterest Income represented 0.57% of average assets for the fourth quarter of 2022 |
| --- | --- |
| ● | Noninterest Expense, excluding merger and branch consolidation related expense (Non-GAAP), increased $1 million compared to the prior quarter |
| --- | --- |
| ● | 5.5% revenue growth with 0.5% expense growth generated 5.0% operating leverage in the quarter |
| --- | --- |
| ● | Efficiency Ratio improved to 48% from the prior quarter’s 53%; Adjusted Efficiency Ratio (Non-GAAP) improved to 48% from the prior quarter’s 50% |
| --- | --- |
| ● | $47.1 million Provision for Credit Losses (“PCL”) driven by changing economic forecasts and loan portfolio growth, in spite of net loan recoveries and only $873 thousand in total net charge-offs (including DDA charge-offs) |
| --- | --- |
Balance Sheet
| ● | Loans increased $1.3 billion, or 19% annualized, led by consumer real estate, commercial and industrial, and construction and land development loans; ending loan to deposit ratio of 83% |
|---|---|
| ● | Deposits declined $559 million, or 6% annualized; total deposit cost was 0.21%, up 13 basis points from prior quarter |
| --- | --- |
| ● | Began applying settle-to-market accounting to variation margin payments for centrally cleared swaps, resulting in an offset of $824 million recorded with market value of derivatives in Other Assets and $8.5 million of interest cost during the current quarter. Refer to the non-interest income table on page 6 and note 8 on page 11 for more details. |
| --- | --- |
Subsequent Events
| ● | The Board of Directors of the Company declared a quarterly cash dividend on its common stock of $0.50 per share, payable on February 17, 2023 to shareholders of record as of February 10, 2023 |
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∗ Annualized percentages
Financial Performance
| | | | | | | | | | | | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | | Three Months Ended | | Twelve Months Ended | | |||||||||||||||||
| (Dollars in thousands, except per share data) | | Dec. 31, | | Sep. 30, | | Jun. 30, | | Mar. 31, | | Dec. 31, | | Dec. 31, | | Dec. 31, | | |||||||
| INCOME STATEMENT | | 2022 | | 2022 | | 2022 | | 2022 | | 2021 | | 2022 | | 2021 | | |||||||
| Interest income | | | | | | | | | | | | | | | | | | | | | | |
| Loans, including fees (1) | | $ | 359,552 | | $ | 312,856 | | $ | 272,000 | | $ | 233,617 | | $ | 238,310 | | $ | 1,178,026 | | $ | 990,519 | |
| Investment securities, trading securities, federal funds sold and securities | | | | | | | | | | | | | | | | | | | | | | |
| purchased under agreements to resell (8) | | | 64,337 | | | 63,476 | | | 54,333 | | | 36,854 | | | 29,063 | | | 218,999 | | | 94,285 | |
| Total interest income | | | 423,889 | | | 376,332 | | | 326,333 | | | 270,471 | | | 267,373 | | | 1,397,025 | | | 1,084,804 | |
| Interest expense | | | | | | | | | | | | | | | | | | | | | | |
| Deposits (8) | | | 19,945 | | | 7,534 | | | 4,914 | | | 4,591 | | | 5,121 | | | 36,984 | | | 33,182 | |
| Federal funds purchased, securities sold under agreements | | | | | | | | | | | | | | | | | | | | | | |
| to repurchase, and other borrowings | | | 7,940 | | | 6,464 | | | 5,604 | | | 4,362 | | | 4,156 | | | 24,370 | | | 18,447 | |
| Total interest expense | | | 27,885 | | | 13,998 | | | 10,518 | | | 8,953 | | | 9,277 | | | 61,354 | | | 51,629 | |
| Net interest income (8) | | | 396,004 | | | 362,334 | | | 315,815 | | | 261,518 | | | 258,096 | | | 1,335,671 | | | 1,033,175 | |
| Provision (recovery) for credit losses | | | 47,142 | | | 23,876 | | | 19,286 | | | (8,449) | | | (9,157) | | | 81,855 | | | (165,273) | |
| Net interest income after provision (recovery) for credit losses | | | 348,862 | | | 338,458 | | | 296,529 | | | 269,967 | | | 267,253 | | | 1,253,816 | | | 1,198,448 | |
| Noninterest income (8) | | | 63,392 | | | 73,053 | | | 86,756 | | | 86,046 | | | 91,902 | | | 309,247 | | | 354,252 | |
| Noninterest expense | | | | | | | | | | | | | | | | | | | | | | |
| Operating expense | | | 227,957 | | | 226,754 | | | 225,779 | | | 218,324 | | | 217,392 | | | 898,813 | | | 869,473 | |
| Merger and branch consolidation related expense | | | 1,542 | | | 13,679 | | | 5,390 | | | 10,276 | | | 6,645 | | | 30,888 | | | 67,242 | |
| Extinguishment of debt cost | | | — | | | — | | | — | | | — | | | — | | | — | | | 11,706 | |
| Total noninterest expense | | | 229,499 | | | 240,433 | | | 231,169 | | | 228,600 | | | 224,037 | | | 929,701 | | | 948,421 | |
| Income before provision for income taxes | | | 182,755 | | | 171,078 | | | 152,116 | | | 127,413 | | | 135,118 | | | 633,362 | | | 604,279 | |
| Income taxes provision | | | 39,253 | | | 38,035 | | | 32,941 | | | 27,084 | | | 28,272 | | | 137,313 | | | 128,736 | |
| Net income | | $ | 143,502 | | $ | 133,043 | | $ | 119,175 | | $ | 100,329 | | $ | 106,846 | | $ | 496,049 | | $ | 475,543 | |
| | | | | | | | | | | | | | | | | | | | | | | |
| Adjusted net income (non-GAAP) (2) | | | | | | | | | | | | | | | | | | | | | | |
| Net income (GAAP) | | $ | 143,502 | | $ | 133,043 | | $ | 119,175 | | $ | 100,329 | | $ | 106,846 | | $ | 496,049 | | $ | 475,543 | |
| Securities gains, net of tax | | | — | | | (24) | | | — | | | — | | | (2) | | | (24) | | | (81) | |
| Initial provision for credit losses - NonPCD loans and UFC from ACBI, net of tax | | | — | | | — | | | — | | | 13,492 | | | — | | | 13,492 | | | — | |
| Merger and branch consolidation related expense, net of tax | | | 1,211 | | | 10,638 | | | 4,223 | | | 8,092 | | | 5,255 | | | 24,163 | | | 52,740 | |
| Extinguishment of debt cost, net of tax | | | — | | | — | | | — | | | — | | | — | | | — | | | 9,081 | |
| Adjusted net income (non-GAAP) | | $ | 144,713 | | $ | 143,657 | | $ | 123,398 | | $ | 121,913 | | $ | 112,099 | | $ | 533,680 | | $ | 537,283 | |
| | | | | | | | | | | | | | | | | | | | | | | |
| Basic earnings per common share | | $ | 1.90 | | $ | 1.76 | | $ | 1.58 | | $ | 1.40 | | $ | 1.53 | | $ | 6.65 | | $ | 6.76 | |
| Diluted earnings per common share | | $ | 1.88 | | $ | 1.75 | | $ | 1.57 | | $ | 1.39 | | $ | 1.52 | | $ | 6.60 | | $ | 6.71 | |
| Adjusted net income per common share - Basic (non-GAAP) (2) | | $ | 1.91 | | $ | 1.90 | | $ | 1.64 | | $ | 1.71 | | $ | 1.61 | | $ | 7.16 | | $ | 7.63 | |
| Adjusted net income per common share - Diluted (non-GAAP) (2) | | $ | 1.90 | | $ | 1.89 | | $ | 1.62 | | $ | 1.69 | | $ | 1.59 | | $ | 7.10 | | $ | 7.58 | |
| Dividends per common share | | $ | 0.50 | | $ | 0.50 | | $ | 0.49 | | $ | 0.49 | | $ | 0.49 | | $ | 1.98 | | $ | 1.92 | |
| Basic weighted-average common shares outstanding | | | 75,639,640 | | | 75,605,960 | | | 75,461,157 | | | 71,447,429 | | | 69,651,334 | | | 74,550,708 | | | 70,393,262 | |
| Diluted weighted-average common shares outstanding | | | 76,326,777 | | | 76,182,131 | | | 76,094,198 | | | 72,110,746 | | | 70,289,971 | | | 75,181,305 | | | 70,888,896 | |
| Effective tax rate | | | 21.48% | | | 22.23% | | | 21.66% | | | 21.26% | | | 20.92% | | | 21.68% | | | 21.30% | |
2
Performance and Capital Ratios
| | | | | | | | | | | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | | Three Months Ended | | Twelve Months Ended | | | |||||||||||||||
| | | Dec. 31, | | Sep. 30, | | Jun. 30, | | Mar. 31, | | Dec. 31, | | Dec. 31, | | Dec. 31, | | | |||||
| | | 2022 | | 2022 | | 2022 | | 2022 | | 2021 | | 2022 | | 2021 | | | |||||
| PERFORMANCE RATIOS | | | | | | | | | | | | | | | | | | | | | |
| Return on average assets (annualized) (8) | | | 1.28 | % | | 1.17 | % | | 1.05 | % | | 0.95 | % | | 1.03 | % | 1.12 | % | 1.19 | % | |
| Adjusted return on average assets (annualized) (non-GAAP) (2) (8) | | | 1.29 | % | | 1.27 | % | | 1.09 | % | | 1.15 | % | | 1.08 | % | 1.20 | % | 1.35 | % | |
| Return on average common equity (annualized) | | | 11.41 | % | | 10.31 | % | | 9.36 | % | | 8.24 | % | | 8.84 | % | 9.84 | % | 10.01 | % | |
| Adjusted return on average common equity (annualized) (non-GAAP) (2) | | | 11.50 | % | | 11.13 | % | | 9.69 | % | | 10.01 | % | | 9.28 | % | 10.59 | % | 11.31 | % | |
| Return on average tangible common equity (annualized) (non-GAAP) (3) | | | 20.17 | % | | 17.99 | % | | 16.59 | % | | 13.97 | % | | 14.63 | % | 17.16 | % | 16.64 | % | |
| Adjusted return on average tangible common equity (annualized) (non-GAAP) (2) (3) | | | 20.33 | % | | 19.36 | % | | 17.15 | % | | 16.79 | % | | 15.30 | % | 18.40 | % | 18.68 | % | |
| Efficiency ratio (tax equivalent) | | | 47.96 | % | | 53.14 | % | | 54.92 | % | | 62.99 | % | | 61.27 | % | 54.21 | % | 65.55 | % | |
| Adjusted efficiency ratio (non-GAAP) (4) | | | 47.63 | % | | 50.02 | % | | 53.59 | % | | 60.05 | % | | 59.39 | % | 52.34 | % | 59.88 | % | |
| Dividend payout ratio (5) | | | 26.40 | % | | 28.44 | % | | 31.03 | % | | 33.71 | % | | 32.02 | % | 29.54 | % | 28.43 | % | |
| Book value per common share | | $ | 67.04 | | $ | 65.03 | | $ | 66.64 | | $ | 68.30 | | $ | 69.27 | | | | | | |
| Tangible book value per common share (non-GAAP) (3) | | $ | 40.09 | | $ | 37.97 | | $ | 39.47 | | $ | 41.05 | | $ | 44.62 | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
| CAPITAL RATIOS | | | | | | | | | | | | | | | | | | | | | |
| Equity-to-assets (8) | | | 11.6 | % | | 11.1 | % | | 11.0 | % | | 11.2 | % | | 11.5 | % | | | | | |
| Tangible equity-to-tangible assets (non-GAAP) (3) (8) | | | 7.2 | % | | 6.8 | % | | 6.8 | % | | 7.1 | % | | 7.7 | % | | | | | |
| Tier 1 leverage (6) (8) * | | | 8.7 | % | | 8.4 | % | | 8.0 | % | | 8.5 | % | | 8.1 | % | | | | | |
| Tier 1 common equity (6) (8) * | | | 11.0 | % | | 11.0 | % | | 11.1 | % | | 11.4 | % | | 11.8 | % | | | | | |
| Tier 1 risk-based capital (6) (8) * | | | 11.0 | % | | 11.0 | % | | 11.1 | % | | 11.4 | % | | 11.8 | % | | | | | |
| Total risk-based capital (6) (8) * | | | 13.0 | % | | 13.0 | % | | 13.0 | % | | 13.3 | % | | 13.6 | % | | | | | |
| * | The regulatory capital ratios presented above include the assumption of the transitional method relative to the CARES Act in relief of COVID-19 pandemic on the economy and financial institutions in the United States. The referenced relief allows a total five-year “phase in” of the CECL impact on capital and relief over the next two years for the impact on the allowance for credit losses resulting from COVID-19. | ||||||||||||||||||||
| --- | --- |
3
Balance Sheet
| | | | | | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | | Ending Balance | | |||||||||||||
| (Dollars in thousands, except per share and share data) | | Dec. 31, | | Sep. 30, | | Jun. 30, | | Mar. 31, | | Dec. 31, | | |||||
| BALANCE SHEET | | 2022 | | 2022 | | 2022 | | 2022 | | 2021 | | |||||
| Assets | | | | | | | | | | | | | | | | |
| Cash and due from banks | | $ | 548,387 | | $ | 394,794 | | $ | 561,516 | | $ | 588,372 | | $ | 476,653 | |
| Federal funds sold and interest-earning deposits with banks (8) | | | 764,176 | | | 2,529,415 | | | 4,259,490 | | | 5,604,419 | | | 6,244,918 | |
| Cash and cash equivalents | | | 1,312,563 | | | 2,924,209 | | | 4,821,006 | | | 6,192,791 | | | 6,721,571 | |
| | | | | | | | | | | | | | | | | |
| Trading securities, at fair value | | | 31,263 | | | 51,940 | | | 88,088 | | | 74,234 | | | 77,689 | |
| Investment securities: | | | | | | | | | | | | | | | | |
| Securities held to maturity | | | 2,683,241 | | | 2,738,178 | | | 2,806,465 | | | 2,827,769 | | | 1,819,901 | |
| Securities available for sale, at fair value | | | 5,326,822 | | | 5,369,610 | | | 5,666,008 | | | 5,924,206 | | | 5,193,478 | |
| Other investments | | | 179,717 | | | 179,755 | | | 179,815 | | | 179,258 | | | 160,568 | |
| Total investment securities | | | 8,189,780 | | | 8,287,543 | | | 8,652,288 | | | 8,931,233 | | | 7,173,947 | |
| Loans held for sale | | | 28,968 | | | 34,477 | | | 73,880 | | | 130,376 | | | 191,723 | |
| Loans: | | | | | | | | | | | | | | | | |
| Purchased credit deteriorated | | | 1,429,731 | | | 1,544,562 | | | 1,707,592 | | | 1,939,033 | | | 1,987,322 | |
| Purchased non-credit deteriorated | | | 5,943,092 | | | 6,365,175 | | | 6,908,234 | | | 7,633,824 | | | 5,890,069 | |
| Non-acquired | | | 22,805,039 | | | 20,926,566 | | | 19,319,440 | | | 16,983,570 | | | 16,050,775 | |
| Less allowance for credit losses | | | (356,444) | | | (324,398) | | | (319,708) | | | (300,396) | | | (301,807) | |
| Loans, net | | | 29,821,418 | | | 28,511,905 | | | 27,615,558 | | | 26,256,031 | | | 23,626,359 | |
| Other real estate owned ("OREO") | | | 1,023 | | | 2,160 | | | 1,431 | | | 3,290 | | | 2,736 | |
| Premises and equipment, net | | | 520,635 | | | 531,160 | | | 562,781 | | | 568,332 | | | 558,499 | |
| Bank owned life insurance | | | 964,708 | | | 960,052 | | | 953,970 | | | 942,922 | | | 783,049 | |
| Mortgage servicing rights | | | 86,610 | | | 90,459 | | | 87,463 | | | 83,339 | | | 65,620 | |
| Core deposit and other intangibles | | | 116,450 | | | 125,390 | | | 132,694 | | | 140,364 | | | 128,067 | |
| Goodwill | | | 1,923,106 | | | 1,922,525 | | | 1,922,525 | | | 1,924,024 | | | 1,581,085 | |
| Other assets (8) | | | 922,172 | | | 980,557 | | | 854,506 | | | 829,786 | | | 928,111 | |
| Total assets | | $ | 43,918,696 | | $ | 44,422,377 | | $ | 45,766,190 | | $ | 46,076,722 | | $ | 41,838,456 | |
| | | | | | | | | | | | | | | | | |
| Liabilities and Shareholders' Equity | | | | | | | | | | | | | | | | |
| Deposits: | | | | | | | | | | | | | | | | |
| Noninterest-bearing | | $ | 13,168,656 | | $ | 13,660,244 | | $ | 14,337,018 | | $ | 14,052,332 | | $ | 11,498,840 | |
| Interest-bearing (8) | | | 23,181,967 | | | 23,249,545 | | | 24,097,601 | | | 24,598,679 | | | 23,555,989 | |
| Total deposits | | | 36,350,623 | | | 36,909,789 | | | 38,434,619 | | | 38,651,011 | | | 35,054,829 | |
| Federal funds purchased and securities | | | | | | | | | | | | | | | | |
| sold under agreements to repurchase | | | 556,417 | | | 557,802 | | | 669,999 | | | 770,409 | | | 781,239 | |
| Other borrowings | | | 392,275 | | | 392,368 | | | 392,460 | | | 405,553 | | | 327,066 | |
| Reserve for unfunded commitments | | | 67,215 | | | 52,991 | | | 32,543 | | | 30,368 | | | 30,510 | |
| Other liabilities (8) | | | 1,477,239 | | | 1,588,241 | | | 1,196,144 | | | 1,044,973 | | | 841,872 | |
| Total liabilities | | | 38,843,769 | | | 39,501,191 | | | 40,725,765 | | | 40,902,314 | | | 37,035,516 | |
| | | | | | | | | | | | | | | | | |
| Shareholders' equity: | | | | | | | | | | | | | | | | |
| Common stock - $2.50 par value; authorized 160,000,000 shares | | | 189,261 | | | 189,191 | | | 189,103 | | | 189,403 | | | 173,331 | |
| Surplus | | | 4,215,712 | | | 4,207,040 | | | 4,195,976 | | | 4,214,897 | | | 3,653,098 | |
| Retained earnings | | | 1,347,042 | | | 1,241,413 | | | 1,146,230 | | | 1,064,064 | | | 997,657 | |
| Accumulated other comprehensive loss | | | (677,088) | | | (716,458) | | | (490,884) | | | (293,956) | | | (21,146) | |
| Total shareholders' equity | | | 5,074,927 | | | 4,921,186 | | | 5,040,425 | | | 5,174,408 | | | 4,802,940 | |
| Total liabilities and shareholders' equity | | $ | 43,918,696 | | $ | 44,422,377 | | $ | 45,766,190 | | $ | 46,076,722 | | $ | 41,838,456 | |
| | | | | | | | | | | | | | | | | |
| Common shares issued and outstanding | | | 75,704,563 | | | 75,676,445 | | | 75,641,322 | | | 75,761,018 | | | 69,332,297 | |
4
Net Interest Income and Margin
| | | | | | | | | | | | | | | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | | Three Months Ended | | ||||||||||||||||||||||
| | | Dec. 31, 2022 | | Sep. 30, 2022 | | Dec. 31, 2021 | | ||||||||||||||||||
| (Dollars in thousands) | | Average | | Income/ | | Yield/ | | Average | | Income/ | | Yield/ | | Average | | Income/ | | Yield/ | | ||||||
| YIELD ANALYSIS | | Balance | | Expense | | Rate | | Balance | | Expense | | Rate | | Balance | | Expense | | Rate | | ||||||
| Interest-Earning Assets: | | | | | | | | | | | | | | | | | | | | | | | | | |
| Federal funds sold and interest-earning deposits with banks (8) | | $ | 1,849,877 | | $ | 16,491 | | 3.54% | | $ | 3,403,421 | | $ | 18,190 | | 2.12% | | $ | 5,934,353 | | $ | 2,216 | | 0.15% | |
| Investment securities | | | 8,286,894 | | | 47,846 | | 2.29% | | | 8,705,657 | | | 45,286 | | 2.06% | | | 6,945,952 | | | 26,847 | | 1.53% | |
| Loans held for sale | | | 25,633 | | | 401 | | 6.21% | | | 47,119 | | | 620 | | 5.22% | | | 206,920 | | | 1,526 | | 2.93% | |
| Total loans, excluding PPP | | | 29,480,843 | | | 359,120 | | 4.83% | | | 28,267,741 | | | 312,172 | | 4.38% | | | 23,445,336 | | | 230,337 | | 3.90% | |
| Total PPP loans | | | 12,489 | | | 31 | | 0.98% | | | 27,236 | | | 64 | | 0.93% | | | 363,083 | | | 6,447 | | 7.04% | |
| Total loans held for investment | | | 29,493,332 | | | 359,151 | | 4.83% | | | 28,294,977 | | | 312,236 | | 4.38% | | | 23,808,419 | | | 236,784 | | 3.95% | |
| Total interest-earning assets (8) | | | 39,655,736 | | | 423,889 | | 4.24% | | | 40,451,174 | | | 376,332 | | 3.69% | | | 36,895,644 | | | 267,373 | | 2.88% | |
| Noninterest-earning assets (8) | | | 4,774,158 | | | | | | | | 4,534,539 | | | | | | | | 4,328,068 | | | | | | |
| Total Assets | | $ | 44,429,894 | | | | | | | $ | 44,985,713 | | | | | | | $ | 41,223,712 | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| Interest-Bearing Liabilities (“IBL”): | | | | | | | | | | | | | | | | | | | | | | | | | |
| Transaction and money market accounts (8) | | $ | 17,044,865 | | $ | 16,901 | | 0.39% | | $ | 17,503,416 | | $ | 5,353 | | 0.12% | | $ | 16,492,540 | | $ | 2,230 | | 0.05% | |
| Savings deposits | | | 3,536,330 | | | 1,021 | | 0.11% | | | 3,621,493 | | | 488 | | 0.05% | | | 3,267,366 | | | 135 | | 0.02% | |
| Certificates and other time deposits | | | 2,444,361 | | | 2,023 | | 0.33% | | | 2,627,280 | | | 1,693 | | 0.26% | | | 2,889,741 | | | 2,756 | | 0.38% | |
| Federal funds purchased | | | 186,232 | | | 1,694 | | 3.61% | | | 240,814 | | | 1,312 | | 2.16% | | | 493,776 | | | 107 | | 0.09% | |
| Repurchase agreements | | | 363,336 | | | 253 | | 0.28% | | | 376,985 | | | 194 | | 0.20% | | | 390,212 | | | 150 | | 0.15% | |
| Other borrowings | | | 435,806 | | | 5,993 | | 5.46% | | | 392,427 | | | 4,958 | | 5.01% | | | 326,921 | | | 3,899 | | 4.73% | |
| Total interest-bearing liabilities (8) | | | 24,010,930 | | | 27,885 | | 0.46% | | | 24,762,415 | | | 13,998 | | 0.22% | | | 23,860,556 | | | 9,277 | | 0.15% | |
| Noninterest-bearing liabilities ("Non-IBL") (8) | | | 15,427,380 | | | | | | | | 15,101,738 | | | | | | | | 12,568,742 | | | | | | |
| Shareholders' equity | | | 4,991,584 | | | | | | | | 5,121,560 | | | | | | | | 4,794,414 | | | | | | |
| Total Non-IBL and shareholders' equity | | | 20,418,964 | | | | | | | | 20,223,298 | | | | | | | | 17,363,156 | | | | | | |
| Total Liabilities and Shareholders' Equity | | $ | 44,429,894 | | | | | | | $ | 44,985,713 | | | | | | | $ | 41,223,712 | | | | | | |
| Net Interest Income and Margin (Non-Tax Equivalent) (8) | | | | | $ | 396,004 | | 3.96% | | | | | $ | 362,334 | | 3.55% | | | | | $ | 258,096 | | 2.78% | |
| Net Interest Margin (Tax Equivalent) (non-GAAP) (8) | | | | | | | | 3.99% | | | | | | | | 3.58% | | | | | | | | 2.79% | |
| Total Deposit Cost (without Debt and Other Borrowings) | | | | | | | | 0.21% | | | | | | | | 0.08% | | | | | | | | 0.06% | |
| Overall Cost of Funds (including Demand Deposits) | | | | | | | | 0.29% | | | | | | | | 0.14% | | | | | | | | 0.10% | |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| Total Accretion on Acquired Loans (1) | | | | | $ | 7,350 | | | | | | | $ | 9,550 | | | | | | | $ | 7,707 | | | |
| Total Deferred Fees on PPP Loans | | | | | $ | — | | | | | | | $ | — | | | | | | | $ | 5,655 | | | |
| Tax Equivalent (“TE”) Adjustment | | | | | $ | 2,397 | | | | | | | $ | 2,345 | | | | | | | $ | 1,734 | | | |
| (1) | The remaining loan discount on acquired loans to be accreted into loan interest income totals $72.1 million as of December 31, 2022. | ||||||||||||||||||||||||
| --- | --- |
5
Noninterest Income and Expense
| | | | | | | | | | | | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | | Three Months Ended | | Twelve Months Ended | | |||||||||||||||||
| | | Dec. 31, | | Sep. 30, | | Jun. 30, | | Mar. 31, | | Dec. 31, | | Dec. 31, | | Dec. 31, | | |||||||
| (Dollars in thousands) | | 2022 | | 2022 | | 2022 | | 2022 | | 2021 | | 2022 | | 2021 | | |||||||
| Noninterest Income: | | | | | | | | | | | | | | | | | | | | | | |
| Fees on deposit accounts | | $ | 34,480 | | $ | 31,188 | | $ | 33,658 | | $ | 28,902 | | $ | 30,293 | | $ | 128,228 | | $ | 105,641 | |
| Mortgage banking (loss) income | | | (545) | | | 2,262 | | | 5,480 | | | 10,594 | | | 12,044 | | | 17,790 | | | 64,599 | |
| Trust and investment services income | | | 9,867 | | | 9,603 | | | 9,831 | | | 9,718 | | | 9,520 | | | 39,019 | | | 36,981 | |
| Securities gains, net | | | — | | | 30 | | | — | | | — | | | 2 | | | 30 | | | 102 | |
| Correspondent banking and capital market income (8) | | | 16,760 | | | 20,552 | | | 27,604 | | | 27,994 | | | 30,216 | | | 92,910 | | | 110,005 | |
| Interest on centrally-cleared variation margin (8) | | | (8,451) | | | (4,125) | | | (1,536) | | | (44) | | | 8 | | | (14,155) | | | 43 | |
| Total Correspondent banking and capital market income (8) | | | 8,309 | | | 16,427 | | | 26,068 | | | 27,950 | | | 30,224 | | | 78,755 | | | 110,048 | |
| Bank owned life insurance income | | | 6,723 | | | 6,082 | | | 6,246 | | | 5,260 | | | 4,932 | | | 24,311 | | | 18,410 | |
| Other | | | 4,558 | | | 7,461 | | | 5,473 | | | 3,622 | | | 4,887 | | | 21,114 | | | 18,471 | |
| Total Noninterest Income (8) | | $ | 63,392 | | $ | 73,053 | | $ | 86,756 | | $ | 86,046 | | $ | 91,902 | | $ | 309,247 | | $ | 354,252 | |
| | | | | | | | | | | | | | | | | | | | | | | |
| Noninterest Expense: | | | | | | | | | | | | | | | | | | | | | | |
| Salaries and employee benefits | | $ | 140,440 | | $ | 139,554 | | $ | 137,037 | | $ | 137,673 | | $ | 137,321 | | $ | 554,704 | | $ | 552,030 | |
| Occupancy expense | | | 22,412 | | | 22,490 | | | 22,759 | | | 21,840 | | | 22,915 | | | 89,501 | | | 92,225 | |
| Information services expense | | | 19,847 | | | 20,714 | | | 19,947 | | | 19,193 | | | 18,489 | | | 79,701 | | | 74,417 | |
| OREO and loan related expense (income) | | | 78 | | | 532 | | | (3) | | | (238) | | | (740) | | | 369 | | | 2,029 | |
| Business development and staff related | | | 5,851 | | | 5,090 | | | 4,916 | | | 4,276 | | | 4,577 | | | 20,133 | | | 16,677 | |
| Amortization of intangibles | | | 8,027 | | | 7,837 | | | 8,847 | | | 8,494 | | | 8,517 | | | 33,205 | | | 35,192 | |
| Professional fees | | | 3,756 | | | 3,495 | | | 4,331 | | | 3,749 | | | 2,639 | | | 15,331 | | | 10,629 | |
| Supplies and printing expense | | | 2,411 | | | 2,621 | | | 2,400 | | | 2,189 | | | 2,179 | | | 9,621 | | | 9,659 | |
| FDIC assessment and other regulatory charges | | | 6,589 | | | 6,300 | | | 5,332 | | | 4,812 | | | 4,965 | | | 23,033 | | | 17,982 | |
| Advertising and marketing | | | 2,669 | | | 2,170 | | | 2,286 | | | 1,763 | | | 2,375 | | | 8,888 | | | 7,959 | |
| Other operating expenses | | | 15,877 | | | 15,951 | | | 17,927 | | | 14,573 | | | 14,155 | | | 64,327 | | | 50,674 | |
| Merger and branch consolidation related expense | | | 1,542 | | | 13,679 | | | 5,390 | | | 10,276 | | | 6,645 | | | 30,888 | | | 67,242 | |
| Extinguishment of debt cost | | | — | | | — | | | — | | | — | | | — | | | — | | | 11,706 | |
| Total Noninterest Expense | | $ | 229,499 | | $ | 240,433 | | $ | 231,169 | | $ | 228,600 | | $ | 224,037 | | $ | 929,701 | | $ | 948,421 | |
6
Loans and Deposits
The following table presents a summary of the loan portfolio by type (dollars in thousands):
| | | | | | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | | Ending Balance | | |||||||||||||
| (Dollars in thousands) | | Dec. 31, | | Sep. 30, | | Jun. 30, | | Mar. 31, | | Dec. 31, | | |||||
| LOAN PORTFOLIO | | 2022 | | 2022 | | 2022 | | 2022 | | 2021 | | |||||
| Construction and land development * † | | $ | 2,860,360 | | $ | 2,550,552 | | $ | 2,527,062 | | $ | 2,316,313 | | $ | 2,029,216 | |
| Investor commercial real estate* | | | 8,769,201 | | | 8,641,316 | | | 8,393,630 | | | 8,158,457 | | | 7,432,503 | |
| Commercial owner occupied real estate | | | 5,460,193 | | | 5,426,216 | | | 5,421,725 | | | 5,346,583 | | | 4,970,116 | |
| Commercial and industrial, excluding PPP | | | 5,303,379 | | | 4,962,616 | | | 4,760,355 | | | 4,447,279 | | | 3,516,485 | |
| Consumer real estate * | | | 6,475,210 | | | 5,977,120 | | | 5,505,531 | | | 4,988,736 | | | 4,806,958 | |
| Consumer/other | | | 1,299,415 | | | 1,263,362 | | | 1,279,790 | | | 1,179,697 | | | 928,240 | |
| Total loans, excluding PPP | | | 30,167,758 | | | 28,821,182 | | | 27,888,093 | | | 26,437,065 | | | 23,683,518 | |
| PPP loans | | | 10,104 | | | 15,121 | | | 47,173 | | | 119,362 | | | 244,648 | |
| Total Loans | | $ | 30,177,862 | | $ | 28,836,303 | | $ | 27,935,266 | | $ | 26,556,427 | | $ | 23,928,166 | |
* Single family home construction-to-permanent loans originated by the Company’s mortgage banking division are included in construction and land development category until completion. Investor commercial real estate loans include commercial non-owner occupied real estate and other income producing property. Consumer real estate includes consumer owner occupied real estate and home equity loans.
† Includes single family home construction-to-permanent loans of $904.1 million, $881.3 million, $795.7 million, $733.7 million, and $686.5 million for the quarters ended December 31, 2022, September 30, 2022, June 30, 2022, March 31, 2022, and December 31, 2021, respectively.
| | | | | | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | | Ending Balance | | |||||||||||||
| (Dollars in thousands) | | Dec. 31, | | Sep. 30, | | Jun. 30, | | Mar. 31, | | Dec. 31, | | |||||
| DEPOSITS | | 2022 | | 2022 | | 2022 | | 2022 | | 2021 | | |||||
| Noninterest-bearing checking | | $ | 13,168,656 | | $ | 13,660,244 | | $ | 14,337,018 | | $ | 14,052,332 | | $ | 11,498,840 | |
| Interest-bearing checking | | | 8,955,519 | | | 8,741,447 | | | 8,953,332 | | | 9,275,208 | | | 9,018,987 | |
| Savings | | | 3,464,351 | | | 3,602,560 | | | 3,616,819 | | | 3,479,743 | | | 3,350,547 | |
| Money market (8) | | | 8,342,111 | | | 8,369,826 | | | 8,823,025 | | | 9,015,186 | | | 8,376,380 | |
| Time deposits | | | 2,419,986 | | | 2,535,712 | | | 2,704,425 | | | 2,828,542 | | | 2,810,075 | |
| Total Deposits (8) | | $ | 36,350,623 | | $ | 36,909,789 | | $ | 38,434,619 | | $ | 38,651,011 | | $ | 35,054,829 | |
| | | | | | | | | | | | | | | | | |
| Core Deposits (excludes Time Deposits) (8) | | $ | 33,930,637 | | $ | 34,374,077 | | $ | 35,730,194 | | $ | 35,822,469 | | $ | 32,244,754 | |
7
Asset Quality
| | | | | | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | | Ending Balance | | |||||||||||||
| | | Dec. 31, | | Sep. 30, | | Jun. 30, | | Mar. 31, | | Dec. 31, | | |||||
| (Dollars in thousands) | | 2022 | | 2022 | | 2022 | | 2022 | | 2021 | | |||||
| NONPERFORMING ASSETS: | | | | | | | | | | | | | | | | |
| Non-acquired | | | | | | | | | | | | | | | | |
| Non-acquired nonaccrual loans and restructured loans on nonaccrual | | $ | 44,671 | | $ | 34,374 | | $ | 20,716 | | $ | 19,582 | | $ | 18,700 | |
| Accruing loans past due 90 days or more | | | 2,358 | | | 2,358 | | | 1,371 | | | 22,818 | | | 4,612 | |
| Non-acquired OREO and other nonperforming assets | | | 245 | | | 114 | | | 93 | | | 464 | | | 590 | |
| Total non-acquired nonperforming assets | | | 47,274 | | | 36,846 | | | 22,180 | | | 42,864 | | | 23,902 | |
| Acquired | | | | | | | | | | | | | | | | |
| Acquired nonaccrual loans and restructured loans on nonaccrual | | | 59,554 | | | 61,866 | | | 63,526 | | | 59,267 | | | 56,718 | |
| Accruing loans past due 90 days or more | | | 1,992 | | | 1,430 | | | 4,418 | | | 12,768 | | | 251 | |
| Acquired OREO and other nonperforming assets | | | 922 | | | 2,234 | | | 1,577 | | | 3,118 | | | 2,875 | |
| Total acquired nonperforming assets | | | 62,468 | | | 65,530 | | | 69,521 | | | 75,153 | | | 59,844 | |
| Total nonperforming assets | | $ | 109,742 | | $ | 102,376 | | $ | 91,701 | | $ | 118,017 | | $ | 83,746 | |
| | | | | | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | | Three Months Ended | | |||||||||||||
| | | Dec. 31, | | Sep. 30, | | Jun. 30, | | Mar. 31, | | Dec. 31, | | |||||
| | | 2022 | | 2022 | | 2022 | | 2022 | | 2021 | | |||||
| ASSET QUALITY RATIOS: | | | | | | | | | | | | | | | | |
| Allowance for credit losses as a percentage of loans | | | 1.18% | | | 1.12% | | | 1.14% | | | 1.13% | | | 1.26% | |
| Allowance for credit losses as a percentage of loans, excluding PPP loans | | | 1.18% | | | 1.14% | | | 1.15% | | | 1.14% | | | 1.27% | |
| Allowance for credit losses as a percentage of nonperforming loans | | | 328.29% | | | 324.30% | | | 355.11% | | | 262.50% | | | 375.94% | |
| Net charge-offs (recoveries) as a percentage of average loans (annualized) | | | 0.01% | | | (0.02)% | | | 0.03% | | | 0.04% | | | 0.02% | |
| Total nonperforming assets as a percentage of total assets | | | 0.25% | | | 0.23% | | | 0.20% | | | 0.26% | | | 0.20% | |
| Nonperforming loans as a percentage of period end loans | | | 0.36% | | | 0.35% | | | 0.32% | | | 0.43% | | | 0.34% | |
Current Expected Credit Losses (“CECL”)
Below is a table showing the roll forward of the ACL and UFC for the fourth quarter of 2022:
| | | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | | Allowance for Credit Losses ("ACL and UFC") | | ||||||||||
| | | NonPCD ACL | | PCD ACL | | Total ACL | | UFC | | ||||
| Ending balance 9/30/2022 | | $ | 270,919 | | $ | 53,479 | | $ | 324,398 | | $ | 52,991 | |
| Charge offs | | | (3,783) | | | — | | | (3,783) | | | — | |
| Acquired charge offs | | | (331) | | | (553) | | | (884) | | | — | |
| Recoveries | | | 2,290 | | | — | | | 2,290 | | | — | |
| Acquired recoveries | | | 827 | | | 677 | | | 1,504 | | | — | |
| Provision (recovery) for credit losses | | | 39,684 | | | (6,765) | | | 32,919 | | | 14,224 | |
| Ending balance 12/31/2022 | | $ | 309,606 | | $ | 46,838 | | $ | 356,444 | | $ | 67,215 | |
| | | | | | | | | | | | | | |
| Period end loans (includes PPP Loans) | | $ | 28,748,131 | | $ | 1,429,731 | | $ | 30,177,862 | | | N/A | |
| Reserve to Loans (includes PPP Loans) | | | 1.08% | | | 3.28% | | | 1.18% | | | N/A | |
| Period end loans (excludes PPP Loans) | | $ | 28,738,027 | | $ | 1,429,731 | | $ | 30,167,758 | | | N/A | |
| Reserve to Loans (excludes PPP Loans) | | | 1.08% | | | 3.28% | | | 1.18% | | | N/A | |
| Unfunded commitments (off balance sheet) * | | | | | | | | | | | $ | 10,173,471 | |
| Reserve to unfunded commitments (off balance sheet) | | | | | | | | | | | | 0.66% | |
* Unfunded commitments exclude unconditionally cancelable commitments and letters of credit.
Conference Call
The Company will host a conference call to discuss its fourth quarter results at 10:00 a.m. Eastern Time on January 27, 2023. Callers wishing to participate may call toll-free by dialing 844-200-6205. The number for international participants is (929) 526-1599. The conference ID number is 040590. Alternatively, individuals may listen to the live webcast of the presentation by visiting SouthStateBank.com. An audio replay of the live webcast is expected to be available by the evening of January 27, 2023 on the Investor Relations section of SouthStateBank.com.
SouthState Corporation is a financial services company headquartered in Winter Haven, Florida. SouthState Bank, N.A., the Company’s nationally chartered bank subsidiary, provides consumer, commercial, mortgage and wealth management solutions to more than one million customers throughout Florida, Alabama, Georgia, the Carolinas and Virginia. The Bank also serves clients coast to coast through its correspondent banking division. Additional information is available at SouthStateBank.com.
8
Non-GAAP Measures
Statements included in this press release include non-GAAP measures and should be read along with the accompanying tables that provide a reconciliation of non-GAAP measures to GAAP measures. Although other companies may use calculation methods that differ from those used by SouthState for non-GAAP measures, Management believes that these non-GAAP measures provide additional useful information, which allows readers to evaluate the ongoing performance of the Company. Non-GAAP measures should not be considered as an alternative to any measure of performance or financial condition as promulgated under GAAP, and investors should consider the company's performance and financial condition as reported under GAAP and all other relevant information when assessing the performance or financial condition of the company. Non-GAAP measures have limitations as analytical tools, and investors should not consider them in isolation or as a substitute for analysis of the company's results or financial condition as reported under GAAP.
| | | | | | | | | | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars and shares in thousands, except per share data) | | Three Months Ended | | |||||||||||||||||
| PRE-PROVISION NET REVENUE ("PPNR") (NON-GAAP) | | Dec. 31, 2022 | | | Sep. 30, 2022 | | | Jun. 30, 2022 | | | Mar. 31, 2022 | | | Dec. 31, 2021 | | |||||
| Net income (GAAP) | | $ | 143,502 | | | $ | 133,043 | | | $ | 119,175 | | | $ | 100,329 | | | $ | 106,846 | |
| Provision (recovery) for credit losses | | | 47,142 | | | | 23,876 | | | | 19,286 | | | | (8,449) | | | | (9,157) | |
| Tax provision | | | 39,253 | | | | 38,035 | | | | 32,941 | | | | 27,084 | | | | 28,272 | |
| Merger and branch consolidation related expense | | | 1,542 | | | | 13,679 | | | | 5,390 | | | | 10,276 | | | | 6,645 | |
| Securities gains | | | — | | | | (30) | | | | — | | | | — | | | | (2) | |
| Pre-provision net revenue (PPNR) (Non-GAAP) | | $ | 231,439 | | | $ | 208,603 | | | $ | 176,792 | | | $ | 129,240 | | | $ | 132,604 | |
| | | | | | | | | | | | | | | | | | | | | |
| Average asset balance (GAAP) | | $ | 44,429,894 | | | $ | 44,985,713 | | | $ | 45,576,742 | | | $ | 42,907,268 | | | $ | 41,223,712 | |
| PPNR ROAA | | | 2.07 | % | | | 1.84 | % | | | 1.56 | % | | | 1.22 | % | | | 1.28 | % |
| | | | | | | | | | | | | | | | | | | | | |
| Diluted weighted-average common shares outstanding | | | 76,327 | | | | 76,182 | | | | 76,094 | | | | 72,111 | | | | 70,290 | |
| PPNR per weighted-average common shares outstanding | | $ | 3.03 | | | $ | 2.74 | | | $ | 2.32 | | | $ | 1.79 | | | $ | 1.89 | |
| | | | | | | | | | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | | Three Months Ended | | |||||||||||||||||
| CORE NET INTEREST INCOME (NON-GAAP) | | Dec. 31, 2022 | | | Sep. 30, 2022 | | | Jun. 30, 2022 | | | Mar. 31, 2022 | | | Dec. 31, 2021 | | |||||
| Net interest income (GAAP) (8) | | $ | 396,004 | | | $ | 362,334 | | | $ | 315,815 | | | $ | 261,518 | | | $ | 258,096 | |
| Less: | | | | | | | | | | | | | | | | | | | | |
| Total accretion on acquired loans | | | 7,350 | | | | 9,550 | | | | 12,770 | | | | 6,741 | | | | 7,707 | |
| Total deferred fees on PPP loans | | | — | | | | — | | | | 8 | | | | 983 | | | | 5,655 | |
| Core net interest income (Non-GAAP) | | $ | 388,654 | | | $ | 352,784 | | | $ | 303,037 | | | $ | 253,794 | | | $ | 244,734 | |
| | | | | | | | | | | | | | | | | | | | | |
| NET INTEREST MARGIN ("NIM"), TAX EQUIVALENT (NON-GAAP) | | | | | | | | | | | | | | | | | | | | |
| Net interest income (GAAP) (8) | | $ | 396,004 | | | $ | 362,334 | | | $ | 315,815 | | | $ | 261,518 | | | $ | 258,096 | |
| Total average interest-earning assets (8) | | | 39,655,736 | | | | 40,451,174 | | | | 40,899,365 | | | | 38,564,661 | | | | 36,895,644 | |
| NIM, non-tax equivalent (8) | | | 3.96 | % | | | 3.55 | % | | | 3.10 | % | | | 2.75 | % | | | 2.78 | % |
| | | | | | | | | | | | | | | | | | | | | |
| Tax equivalent adjustment (included in NIM, tax equivalent) | | | 2,397 | | | | 2,345 | | | | 2,249 | | | | 1,885 | | | | 1,734 | |
| Net interest income, tax equivalent (Non-GAAP) (8) | | $ | 398,401 | | | $ | 364,679 | | | $ | 318,064 | | | $ | 263,403 | | | $ | 259,830 | |
| NIM, tax equivalent (Non-GAAP) (8) | | | 3.99 | % | | | 3.58 | % | | | 3.12 | % | | | 2.77 | % | | | 2.79 | % |
9
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | | Three Months Ended | | | Twelve Months Ended | | ||||||||||||||||||||||
| (Dollars in thousands, except per share data) | | Dec. 31, | | | Sep. 30, | | | Jun. 30, | | | Mar. 31, | | | Dec. 31, | | | Dec. 31, | | | Dec. 31, | | |||||||
| RECONCILIATION OF GAAP TO NON-GAAP | | 2022 | | | 2022 | | | 2022 | | | 2022 | | | 2021 | | | 2022 | | | 2021 | | |||||||
| Adjusted Net Income (non-GAAP) (2) | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Net income (GAAP) | | $ | 143,502 | | | $ | 133,043 | | | $ | 119,175 | | | $ | 100,329 | | | $ | 106,846 | | | $ | 496,049 | | | $ | 475,543 | |
| Securities gains, net of tax | | | — | | | | (24) | | | | — | | | | — | | | | (2) | | | | (24) | | | | (81) | |
| PCL - NonPCD loans and UFC, net of tax | | | — | | | | — | | | | — | | | | 13,492 | | | | — | | | | 13,492 | | | | — | |
| Merger and branch consolidation related expense, net of tax | | | 1,211 | | | | 10,638 | | | | 4,223 | | | | 8,092 | | | | 5,255 | | | | 24,163 | | | | 52,740 | |
| Extinguishment of debt cost, net of tax | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | 9,081 | |
| Adjusted net income (non-GAAP) | | $ | 144,713 | | | $ | 143,657 | | | $ | 123,398 | | | $ | 121,913 | | | $ | 112,099 | | | $ | 533,680 | | | $ | 537,283 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Adjusted Net Income per Common Share - Basic (2) | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Earnings per common share - Basic (GAAP) | | $ | 1.90 | | | $ | 1.76 | | | $ | 1.58 | | | $ | 1.40 | | | $ | 1.53 | | | $ | 6.65 | | | $ | 6.76 | |
| Effect to adjust for securities gains | | | — | | | | (0.00) | | | | — | | | | — | | | | (0.00) | | | | (0.00) | | | | (0.00) | |
| Effect to adjust for PCL - NonPCD loans and UFC, net of tax | | | — | | | | — | | | | — | | | | 0.19 | | | | — | | | | 0.19 | | | | — | |
| Effect to adjust for merger and branch consolidation related expense, net of tax | | | 0.01 | | | | 0.14 | | | | 0.06 | | | | 0.12 | | | | 0.08 | | | | 0.32 | | | | 0.74 | |
| Effect to adjust for extinguishment of debt cost | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | 0.13 | |
| Adjusted net income per common share - Basic (non-GAAP) | | $ | 1.91 | | | $ | 1.90 | | | $ | 1.64 | | | $ | 1.71 | | | $ | 1.61 | | | $ | 7.16 | | | $ | 7.63 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Adjusted Net Income per Common Share - Diluted (2) | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Earnings per common share - Diluted (GAAP) | | $ | 1.88 | | | $ | 1.75 | | | $ | 1.57 | | | $ | 1.39 | | | $ | 1.52 | | | $ | 6.60 | | | $ | 6.71 | |
| Effect to adjust for securities gains | | | — | | | | (0.00) | | | | — | | | | — | | | | (0.00) | | | | (0.00) | | | | (0.00) | |
| Effect to adjust for PCL - NonPCD loans and UFC, net of tax | | | — | | | | — | | | | — | | | | 0.19 | | | | — | | | | 0.18 | | | | — | |
| Effect to adjust for merger and branch consolidation related expense, net of tax | | | 0.02 | | | | 0.14 | | | | 0.05 | | | | 0.11 | | | | 0.07 | | | | 0.32 | | | | 0.74 | |
| Effect to adjust for extinguishment of debt cost | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | 0.13 | |
| Adjusted net income per common share - Diluted (non-GAAP) | | $ | 1.90 | | | $ | 1.89 | | | $ | 1.62 | | | $ | 1.69 | | | $ | 1.59 | | | $ | 7.10 | | | $ | 7.58 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Adjusted Return on Average Assets (2) | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Return on average assets (GAAP) (8) | | | 1.28 | % | | | 1.17 | % | | | 1.05 | % | | | 0.95 | % | | | 1.03 | % | | | 1.12 | % | | | 1.19 | % |
| Effect to adjust for securities gains | | | — | % | | | (0.00) | % | | | — | % | | | — | % | | | (0.00) | % | | | (0.00) | % | | | (0.00) | % |
| Effect to adjust for PCL - NonPCD loans and UFC, net of tax | | | — | % | | | — | % | | | — | % | | | 0.13 | % | | | — | % | | | 0.03 | % | | | — | % |
| Effect to adjust for merger and branch consolidation related expense, net of tax | | | 0.01 | % | | | 0.10 | % | | | 0.04 | % | | | 0.07 | % | | | 0.05 | % | | | 0.05 | % | | | 0.14 | % |
| Effect to adjust for extinguishment of debt cost | | | — | % | | | — | % | | | — | % | | | — | % | | | — | % | | | — | % | | | 0.02 | % |
| Adjusted return on average assets (non-GAAP) (8) | | | 1.29 | % | | | 1.27 | % | | | 1.09 | % | | | 1.15 | % | | | 1.08 | % | | | 1.20 | % | | | 1.35 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Adjusted Return on Average Common Equity (2) | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Return on average common equity (GAAP) | | | 11.41 | % | | | 10.31 | % | | | 9.36 | % | | | 8.24 | % | | | 8.84 | % | | | 9.84 | % | | | 10.01 | % |
| Effect to adjust for securities gains | | | — | % | | | (0.00) | % | | | — | % | | | — | % | | | (0.00) | % | | | (0.00) | % | | | (0.00) | % |
| Effect to adjust for PCL - NonPCD loans and UFC, net of tax | | | — | % | | | — | % | | | — | % | | | 1.11 | % | | | — | % | | | 0.27 | % | | | — | % |
| Effect to adjust for merger and branch consolidation related expense, net of tax | | | 0.09 | % | | | 0.82 | % | | | 0.33 | % | | | 0.66 | % | | | 0.44 | % | | | 0.48 | % | | | 1.11 | % |
| Effect to adjust for extinguishment of debt cost | | | — | % | | | — | % | | | — | % | | | — | % | | | — | % | | | — | % | | | 0.19 | % |
| Adjusted return on average common equity (non-GAAP) | | | 11.50 | % | | | 11.13 | % | | | 9.69 | % | | | 10.01 | % | | | 9.28 | % | | | 10.59 | % | | | 11.31 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Return on Average Common Tangible Equity (3) | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Return on average common equity (GAAP) | | | 11.41 | % | | | 10.31 | % | | | 9.36 | % | | | 8.24 | % | | | 8.84 | % | | | 9.84 | % | | | 10.01 | % |
| Effect to adjust for intangible assets | | | 8.76 | % | | | 7.68 | % | | | 7.23 | % | | | 5.73 | % | | | 5.79 | % | | | 7.32 | % | | | 6.63 | % |
| Return on average tangible equity (non-GAAP) | | | 20.17 | % | | | 17.99 | % | | | 16.59 | % | | | 13.97 | % | | | 14.63 | % | | | 17.16 | % | | | 16.64 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Adjusted Return on Average Common Tangible Equity (2) (3) | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Return on average common equity (GAAP) | | | 11.41 | % | | | 10.31 | % | | | 9.36 | % | | | 8.24 | % | | | 8.84 | % | | | 9.84 | % | | | 10.01 | % |
| Effect to adjust for securities gains | | | — | % | | | (0.00) | % | | | — | % | | | — | % | | | (0.00) | % | | | (0.00) | % | | | (0.00) | % |
| Effect to adjust for PCL - NonPCD loans and UFC, net of tax | | | — | % | | | — | % | | | — | % | | | 1.11 | % | | | — | % | | | 0.27 | % | | | — | % |
| Effect to adjust for merger and branch consolidation related expense, net of tax | | | 0.10 | % | | | 0.82 | % | | | 0.33 | % | | | 0.66 | % | | | 0.43 | % | | | 0.48 | % | | | 1.11 | % |
| Effect to adjust for extinguishment of debt cost | | | — | % | | | — | % | | | — | % | | | — | % | | | — | % | | | — | % | | | 0.19 | % |
| Effect to adjust for intangible assets | | | 8.82 | % | | | 8.23 | % | | | 7.46 | % | | | 6.78 | % | | | 6.03 | % | | | 7.81 | % | | | 7.37 | % |
| Adjusted return on average common tangible equity (non-GAAP) | | | 20.33 | % | | | 19.36 | % | | | 17.15 | % | | | 16.79 | % | | | 15.30 | % | | | 18.40 | % | | | 18.68 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Adjusted Efficiency Ratio (4) | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Efficiency ratio | | | 47.96 | % | | | 53.14 | % | | | 54.92 | % | | | 62.99 | % | | | 61.27 | % | | | 54.21 | % | | | 65.55 | % |
| Effect to adjust for merger and branch consolidation related expense | | | (0.33) | % | | | (3.12) | % | | | (1.33) | % | | | (2.94) | % | | | (1.88) | % | | | (1.87) | % | | | (5.67) | % |
| Adjusted efficiency ratio | | | 47.63 | % | | | 50.02 | % | | | 53.59 | % | | | 60.05 | % | | | 59.39 | % | | | 52.34 | % | | | 59.88 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Tangible Book Value Per Common Share (3) | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Book value per common share (GAAP) | | $ | 67.04 | | | $ | 65.03 | | | $ | 66.64 | | | $ | 68.30 | | | $ | 69.27 | | | | | | | | | |
| Effect to adjust for intangible assets | | | (26.95) | | | | (27.06) | | | | (27.17) | | | | (27.25) | | | | (24.65) | | | | | | | | | |
| Tangible book value per common share (non-GAAP) | | $ | 40.09 | | | $ | 37.97 | | | $ | 39.47 | | | $ | 41.05 | | | $ | 44.62 | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Tangible Equity-to-Tangible Assets (3) | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Equity-to-assets (GAAP) (8) | | | 11.56 | % | | | 11.08 | % | | | 11.01 | % | | | 11.23 | % | | | 11.48 | % | | | | | | | | |
| Effect to adjust for intangible assets | | | (4.31) | % | | | (4.30) | % | | | (4.18) | % | | | (4.16) | % | | | (3.77) | % | | | | | | | | |
| Tangible equity-to-tangible assets (non-GAAP) (8) | | | 7.25 | % | | | 6.78 | % | | | 6.83 | % | | | 7.07 | % | | | 7.71 | % | | | | | | | | |
Certain prior period information has been reclassified to conform to the current period presentation, and these reclassifications had no impact on net income or equity as previously reported.
10
Footnotes to tables:
| (1) | Includes loan accretion (interest) income related to the discount on acquired loans of $7.3 million, $9.6 million, $12.8 million, $6.7 million, and $7.7 million, respectively, during the five quarters above. | |||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (2) | Adjusted earnings, adjusted return on average assets, adjusted EPS, and adjusted return on average equity are non-GAAP measures and exclude the gains or losses on sales of securities, merger and branch consolidation related expense, initial PCL on nonPCD loans and unfunded commitments from acquisitions and extinguishment of debt cost. Management believes that non-GAAP adjusted measures provide additional useful information that allows readers to evaluate the ongoing performance of the company. Non-GAAP measures should not be considered as an alternative to any measure of performance or financial condition as promulgated under GAAP, and investors should consider the company's performance and financial condition as reported under GAAP and all other relevant information when assessing the performance or financial condition of the company. Non-GAAP measures have limitations as analytical tools, and investors should not consider them in isolation or as a substitute for analysis of the company's results or financial condition as reported under GAAP. Adjusted earnings and the related adjusted return measures (non-GAAP) exclude the following from net income (GAAP) on an after-tax basis: (a) pre-tax merger and branch consolidation related expense of $1.5 million, $13.7 million, $5.4 million, $10.3 million, and $6.6 million for the quarters ended December 31, 2022, September 30, 2022, June 30, 2022, March 31, 2022, and December 31, 2021, respectively; and (b) net securities gains of $30,000 and $2,000 for the quarters ended September 30, 2022 and December 31, 2021, respectively; and (c) initial PCL on nonPCD loans and unfunded commitments acquired from ACBI of $17.1 million for the quarter ended March 31, 2022. | |||||||||||||||||||||||
| --- | --- | |||||||||||||||||||||||
| (3) | The tangible measures are non-GAAP measures and exclude the effect of period end or average balance of intangible assets. The tangible returns on equity and common equity measures also add back the after-tax amortization of intangibles to GAAP basis net income. Management believes that these non-GAAP tangible measures provide additional useful information, particularly since these measures are widely used by industry analysts for companies with prior merger and acquisition activities. Non-GAAP measures should not be considered as an alternative to any measure of performance or financial condition as promulgated under GAAP, and investors should consider the company's performance and financial condition as reported under GAAP and all other relevant information when assessing the performance or financial condition of the company. Non-GAAP measures have limitations as analytical tools, and investors should not consider them in isolation or as a substitute for analysis of the company's results or financial condition as reported under GAAP. The sections titled "Reconciliation of Non-GAAP to GAAP" provide tables that reconcile non-GAAP measures to GAAP. | |||||||||||||||||||||||
| --- | --- | |||||||||||||||||||||||
| (4) | Adjusted efficiency ratio is calculated by taking the noninterest expense excluding merger and branch consolidation related expense and amortization of intangible assets, divided by net interest income and noninterest income excluding securities gains (losses). The pre-tax amortization expenses of intangible assets were $8.0 million, $7.8 million, $8.8 million, $8.5 million, and $8.5 million for the quarters ended December 31, 2022, September 30, 2022, June 30, 2022, March 31, 2022, and December 31, 2021, respectively. | |||||||||||||||||||||||
| --- | --- | |||||||||||||||||||||||
| (5) | The dividend payout ratio is calculated by dividing total dividends paid during the period by the total net income for the same period. | |||||||||||||||||||||||
| --- | --- | |||||||||||||||||||||||
| (6) | December 31, 2022 ratios are estimated and may be subject to change pending the final filing of the FR Y-9C; all other periods are presented as filed. | |||||||||||||||||||||||
| --- | --- | |||||||||||||||||||||||
| (7) | Loan data excludes mortgage loans held for sale. | |||||||||||||||||||||||
| --- | --- | |||||||||||||||||||||||
| (8) | During the fourth quarter of 2022, the Company determined the variation margin payments for its interest rate swaps centrally cleared through London Clearing House ("LCH") and Chicago Mercantile Exchange ("CME") met the legal characteristics of daily settlements of the derivatives rather than collateral. As a result, the variation margin payment and the related derivative instruments are considered a single unit of account for accounting and financial reporting purposes. Depending on the net position, the fair value of the single unit of account is reported in other assets or other liabilities on the consolidated balance sheets, as opposed to interest-earning deposits or interest-bearing deposits. In addition, the expense or income attributable to the variation margin payments for the centrally cleared swaps is reported in noninterest income, specifically within correspondent and capital markets income, as opposed to interest income or interest expense. The daily settlement of the derivative exposure does not change or reset the contractual terms of the instrument. The table below discloses the net change in all the balance sheet and income statement line items, as well as performance metrics, impacted by the correction from collateralize-to-market to settle-to-market accounting treatment for prior periods. There was no impact to net income or equity as previously reported. | |||||||||||||||||||||||
| --- | --- | |||||||||||||||||||||||
| | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | Three Months Ended | | | Nine Months Ended | | | Twelve Months Ended | | |||||||||||||||
| (Dollars in thousands) | | Sep. 30, | | | Jun. 30, | | | Mar. 31, | | | Dec. 31, | | | Sep. 30, | | | Dec. 31, | | ||||||
| INCOME STATEMENT | | 2022 | | | 2022 | | | 2022 | | | 2021 | | | 2022 | | | 2021 | | ||||||
| Interest income: | | | | | | | | | | | | | | | | | | | | | | | | |
| Effect to interest income on federal funds sold and interest-earning | | | | | | | | | | | | | | | | | | | | | | | | |
| deposits with banks | | $ | 1,522 | | | $ | 674 | | | $ | 7 | | | $ | (8) | | | $ | 2,203 | | | $ | (43) | |
| Interest expense: | | | | | | | | | | | | | | | | | | | | | | | | |
| Effect to interest expense on money market deposits | | | (2,603) | | | | (862) | | | | (37) | | | | — | | | | (3,502) | | | | — | |
| Net interest income: | | | | | | | | | | | | | | | | | | | | | | | | |
| Net effect to net interest income | | $ | 4,125 | | | $ | 1,536 | | | $ | 44 | | | $ | (8) | | | $ | 5,705 | | | $ | (43) | |
| Noninterest Income: | | | | | | | | | | | | | | | | | | | | | | | | |
| Effect to correspondent banking and capital market income | | $ | (4,125) | | | $ | (1,536) | | | $ | (44) | | | $ | 8 | | | $ | (5,705) | | | $ | 43 | |
| | | | | | | | | | | | | | | | | | | | | | | | | |
| BALANCE SHEET | | | | | | | | | | | | | | | | | | | | | | | | |
| Assets: | | | | | | | | | | | | | | | | | | | | | | | | |
| Effect to federal funds sold and interest-earning deposits with banks | | $ | 114,514 | | | $ | 98,907 | | | $ | 160,185 | | | $ | (121,576) | | | | | | | | | |
| Effect to other assets | | | (870,746) | | | | (540,139) | | | | (285,004) | | | | — | | | | | | | | | |
| Net effect to total assets | | $ | (756,232) | | | $ | (441,232) | | | $ | (124,819) | | | $ | (121,576) | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | |
| Liabilities: | | | | | | | | | | | | | | | | | | | | | | | | |
| Effect to money market deposits | | $ | (756,232) | | | $ | (441,232) | | | $ | (124,819) | | | $ | — | | | | | | | | | |
| Effect to other liabilities | | | — | | | | — | | | | — | | | | (121,576) | | | | | | | | | |
| Net effect to total liabilities | | $ | (756,232) | | | $ | (441,232) | | | $ | (124,819) | | | $ | (121,576) | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | |
| AVERAGE BALANCES | | | | | | | | | | | | | | | | | | | | | | | | |
| Interest-earning assets: | | | | | | | | | | | | | | | | | | | | | | | | |
| Effect to federal funds sold and interest-earning deposits with banks | | $ | 210,108 | | | $ | 211,970 | | | $ | 37,638 | | | $ | (135,996) | | | | | | | | | |
| Noninterest-earning assets: | | | | | | | | | | | | | | | | | | | | | | | | |
| Noninterest-earning assets | | | 5,103,869 | | | | 5,160,394 | | | | 4,419,309 | | | | 4,328,068 | | | | | | | | | |
| Effect to noninterest-earning assets | | | (569,329) | | | | (483,017) | | | | (76,702) | | | | — | | | | | | | | | |
| Net effect to total average assets | | $ | (359,221) | | | $ | (271,047) | | | $ | (39,064) | | | $ | (135,996) | | | | | | | | | |
| Interest-bearing liabilities: | | | | | | | | | | | | | | | | | | | | | | | | |
| Effect to transaction and money market accounts | | $ | (359,221) | | | $ | (271,047) | | | $ | (1,387) | | | $ | — | | | | | | | | | |
| Noninterest-bearing liabilities: | | | | | | | | | | | | | | | | | | | | | | | | |
| Effect to Non-IBL | | | — | | | | — | | | | (37,677) | | | | (135,996) | | | | | | | | | |
| Net effect to total average liabilities | | $ | (359,221) | | | $ | (271,047) | | | $ | (39,064) | | | $ | (135,996) | | | | | | | | | |
11
| | | | | | | | | | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | | Three Months Ended | | | Twelve Months Ended | | ||||||||||||||
| | | Sep. 30, | | | Jun. 30, | | | Mar. 31, | | | Dec. 31, | | | Dec. 31, | | |||||
| YIELD ANALYSIS | | 2022 | | | 2022 | | | 2022 | | | 2021 | | | 2021 | | |||||
| Interest-earning assets: | | | | | | | | | | | | | | | | | | | | |
| Effect to federal funds sold and interest-earning deposits with banks | | | 0.05 | % | | | 0.03 | % | | | — | % | | | — | % | | | | |
| Effect to total interest-earning assets | | | (0.01) | % | | | (0.01) | % | | | (0.01) | % | | | 0.02 | % | | | | |
| Interest-bearing liabilities: | | | | | | | | | | | | | | | | | | | | |
| Effect to transaction and money market accounts | | | (0.06) | % | | | (0.01) | % | | | 0.00 | % | | | — | % | | | | |
| Effect to total interest-bearing liabilities | | | (0.04) | % | | | (0.01) | % | | | 0.00 | % | | | — | % | | | | |
| | | | | | | | | | | | | | | | | | | | | |
| Net effect to NIM | | | 0.02 | % | | | 0.00 | % | | | — | % | | | 0.01 | % | | | | |
| Net effect to NIM, TE (non-GAAP) | | | 0.03 | % | | | — | % | | | — | % | | | 0.01 | % | | | | |
| | | | | | | | | | | | | | | | | | | | | |
| PERFORMANCE RATIOS | | | | | | | | | | | | | | | | | | | | |
| Effect to return on average assets (annualized) | | | 0.01 | % | | | 0.01 | % | | | — | % | | | 0.01 | % | | | — | % |
| Effect to adjusted return on average assets (annualized) (non-GAAP) (2) | | | 0.01 | % | | | 0.01 | % | | | — | % | | | — | % | | | 0.01 | % |
| | | | | | | | | | | | | | | | | | | | | |
| Effect to equity-to-assets | | | 0.2 | % | | | 0.1 | % | | | — | % | | | 0.1 | % | | | | |
| Effect to tangible equity-to-tangible assets (non-GAAP) (3) | | | 0.1 | % | | | — | % | | | 0.1 | % | | | — | % | | | | |
| Effect to Tier 1 leverage | | | 0.1 | % | | | 0.1 | % | | | — | % | | | — | % | | | | |
| Effect to Tier 1 common equity | | | — | % | | | — | % | | | — | % | | | — | % | | | | |
| Effect to Tier 1 risk-based capital | | | — | % | | | — | % | | | — | % | | | — | % | | | | |
| Effect to Total risk-based capital | | | 0.1 | % | | | — | % | | | — | % | | | — | % | | | | |
12
Cautionary Statement Regarding Forward Looking Statements
Statements included in this communication, which are not historical in nature are intended to be, and are hereby identified as, forward-looking statements for purposes of the safe harbor provided by Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements are based on, among other things, management’s beliefs, assumptions, current expectations, estimates and projections about the financial services industry, the economy and SouthState. Words and phrases such as “may,” “approximately,” “continue,” “should,” “expects,” “projects,” “anticipates,” “is likely,” “look ahead,” “look forward,” “believes,” “will,” “intends,” “estimates,” “strategy,” “plan,” “could,” “potential,” “possible” and variations of such words and similar expressions are intended to identify such forward-looking statements.
SouthState cautions readers that forward-looking statements are subject to certain risks, uncertainties and assumptions that are difficult to predict with regard to, among other things, timing, extent, likelihood and degree of occurrence, which could cause actual results to differ materially from anticipated results. Such risks, uncertainties and assumptions, include, among others, the following: (1) economic downturn risk, potentially resulting in deterioration in the credit markets, inflation, greater than expected noninterest expenses, excessive loan losses and other negative consequences, which risks could be exacerbated by potential continued negative economic developments resulting from the Covid19 pandemic, or from federal spending cuts and/or one or more federal budget-related impasses or actions; (2) interest rate risk primarily resulting from the interest rate environment, the number and pace of interest rate increases, and their impact on the Bank’s earnings, including from the correspondent and mortgage divisions, housing demand, the market value of the bank’s loan and securities portfolios, and the market value of SouthState’s equity; (3) risks related to the merger and integration of SouthState and Atlantic Capital including, among others, (i) the risk that the cost savings and any revenue synergies from the merger may not be fully realized or may take longer than anticipated to be realized, (ii) the risk that the integration of Atlantic Capital’s operations into SouthState’s operations will be more costly or difficult than expected or that the parties are otherwise unable to successfully integrate Atlantic Capital’s businesses into SouthState’s businesses, (iii) the amount of the costs, fees, expenses and charges related to the merger, and (iv) reputational risk and the reaction of each company's customers, suppliers, employees or other business partners to the merger; (4) risks relating to the continued impact of the Covid19 pandemic on the Company, including to efficiencies and the control environment due to the changing work environment; (5) the impact of increasing digitization of the banking industry and movement of customers to on-line platforms, and the possible impact on the Bank’s results of operations, customer base, expenses, suppliers and operations; (6) controls and procedures risk, including the potential failure or circumvention of our controls and procedures or failure to comply with regulations related to controls and procedures; (7) potential deterioration in real estate values; (8) the impact of competition with other financial institutions, including deposit and loan pricing pressures (including those resulting from the CARES Act) and the resulting impact, including as a result of compression to net interest margin; (9) risks relating to the ability to retain our culture and attract and retain qualified people; (10) credit risks associated with an obligor’s failure to meet the terms of any contract with the Bank or otherwise fail to perform as agreed under the terms of any loan-related document; (11) risks related to the ability of the Company to pursue its strategic plans which depend upon certain growth goals in our lines of business; (12) liquidity risk affecting the Bank’s ability to meet its obligations when they come due; (13) risks associated with an anticipated increase in SouthState’s investment securities portfolio, including risks associated with acquiring and holding investment securities or potentially determining that the amount of investment securities SouthState desires to acquire are not available on terms acceptable to SouthState; (14) price risk focusing on changes in market factors that may affect the value of traded instruments in “mark-to-market” portfolios; (15) transaction risk arising from problems with service or product delivery; (16) compliance risk involving risk to earnings or capital resulting from violations of or nonconformance with laws, rules, regulations, prescribed practices, or ethical standards; (17) regulatory change risk resulting from new laws, rules, regulations, accounting principles, proscribed practices or ethical standards, including, without limitation, the possibility that regulatory agencies may require higher levels of capital above the current regulatory-mandated minimums and including the impact of the CARES Act, the Consumer Financial Protection Bureau regulations, and the possibility of changes in accounting standards, policies, principles and practices, including changes in accounting principles relating to loan loss recognition (CECL); (18) strategic risk resulting from adverse business decisions or improper implementation of business decisions; (19) reputation risk that adversely affects earnings or capital arising from negative public opinion; (20) cybersecurity risk related to the dependence of SouthState on internal computer systems and the technology of outside service providers, as well as the potential impacts of internal or external security breaches, which may subject the company to potential business disruptions or financial losses resulting from deliberate attacks or unintentional events; (21) reputational and operational risks associated with environment, social and governance (ESG) matters, including the impact of recently issued proposed regulatory guidance and regulation relating to climate change; (22) greater than expected noninterest expenses; (23) excessive loan losses; (24) potential deposit attrition, higher than expected costs, customer loss and business disruption associated with the Atlantic Capital integration, and potential difficulties in maintaining relationships with key personnel; (25) reputational risk and possible higher than estimated reduced revenue from announced changes in the Bank’s consumer overdraft programs; (26) the risks of fluctuations in market prices for SouthState common stock that may or may not reflect economic condition or performance of SouthState; (27) the payment of dividends on SouthState common stock, which is subject to legal and regulatory limitations as well as the discretion of the board of directors of SouthState, SouthState’s performance and other factors; (28) ownership dilution risk associated with potential acquisitions in which SouthState’s stock may be issued as consideration for an acquired company; (29) operational, technological, cultural, regulatory, legal, credit and other risks associated with the exploration, consummation and integration of potential future acquisitions, whether involving stock or cash consideration; (30) major catastrophes such as hurricanes, tornados, earthquakes, floods or other natural or human disasters, including infectious disease outbreaks, such as the ongoing Covid19 pandemic, and the related disruption to local, regional and global economic activity and financial markets, and the impact that any of the foregoing may have on SouthState and its customers and other constituencies; (31) terrorist activities risk that results in loss of consumer confidence and economic disruptions; and (32) other factors that may affect future results of SouthState, as disclosed in SouthState’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K, filed by
13
SouthState with the U.S. Securities and Exchange Commission (“SEC”) and available on the SEC’s website at http://www.sec.gov, any of which could cause actual results to differ materially from future results expressed, implied or otherwise anticipated by such forward-looking statements.
All forward-looking statements speak only as of the date they are made and are based on information available at that time. SouthState does not undertake any obligation to update or otherwise revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by federal securities laws. As forward-looking statements involve significant risks and uncertainties, caution should be exercised against placing undue reliance on such statements.
14
Exhibit 99.2
| Earnings Call 4Q 2022 January 27, 2023<br>Exhibit 99.2 | |
|---|---|
| DISCLAIMER2Statementsincludedinthiscommunication,whicharenothistoricalinnatureareintendedtobe,andareherebyidentifiedas,forward-lookingstatementsforpurposesofthesafeharborprovidedbySection27AoftheSecuritiesActof1933andSection21EoftheSecuritiesExchangeActof1934.Forward-lookingstatementsarebasedon,amongotherthings,management’sbeliefs,assumptions,currentexpectations,estimatesandprojectionsaboutthefinancialservicesindustry,theeconomyandSouthState.Wordsandphrasessuchas“may,”“approximately,”“continue,”“should,”“expects,”“projects,”“anticipates,”“islikely,”“lookahead,”“lookforward,”“believes,”“will,”“intends,”“estimates,”“strategy,”“plan,”“could,”“potential,”“possible”andvariationsofsuchwordsandsimilarexpressionsareintendedtoidentifysuchforward-lookingstatements.<br>SouthStatecautionsreadersthatforward-lookingstatementsaresubjecttocertainrisks,uncertaintiesandassumptionsthataredifficulttopredictwithregardto,amongotherthings,timing,extent,likelihoodanddegreeofoccurrence,whichcouldcauseactualresultstodiffermateriallyfromanticipatedresults.Suchrisks,uncertaintiesandassumptions,include,amongothers,thefollowing:(1)economicdownturnrisk,potentiallyresultingindeteriorationinthecreditmarkets,inflation,greaterthanexpectednoninterestexpenses,excessiveloanlossesandothernegativeconsequences,whichriskscouldbeexacerbatedbypotentialcontinuednegativeeconomicdevelopmentsresultingfromtheCovid19pandemic,orfromfederalspendingcutsand/oroneormorefederalbudget-relatedimpassesoractions;(2)interestrateriskprimarilyresultingfromtheinterestrateenvironment,thenumberandpaceofinterestrateincreases,andtheirimpactontheBank’searnings,includingfromthecorrespondentandmortgagedivisions,housingdemand,themarketvalueofthebank’sloanandsecuritiesportfolios,andthemarketvalueofSouthState’sequity;(3)risksrelatedtothemergerandintegrationofSouthStateandAtlanticCapitalincluding,amongothers,(i)theriskthatthecostsavingsandanyrevenuesynergiesfromthemergermaynotbefullyrealizedormaytakelongerthananticipatedtoberealized,(ii)theriskthattheintegrationofAtlanticCapital’soperationsintoSouthState’soperationswillbemorecostlyordifficultthanexpectedorthatthepartiesareotherwiseunabletosuccessfullyintegrateAtlanticCapital’sbusinessesintoSouthState’sbusinesses,(iii)theamountofthecosts,fees,expensesandchargesrelatedtothemerger,and(iv)reputationalriskandthereactionofeachcompany'scustomers,suppliers,employeesorotherbusinesspartnerstothemerger;(4)risksrelatingtothecontinuedimpactoftheCovid19pandemicontheCompany,includingtoefficienciesandthecontrolenvironmentduetothechangingworkenvironment;(5)theimpactofincreasingdigitizationofthebankingindustryandmovementofcustomerstoon-lineplatforms,andthepossibleimpactontheBank’sresultsofoperations,customerbase,expenses,suppliersandoperations;(6)controlsandproceduresrisk,includingthepotentialfailureorcircumventionofourcontrolsandproceduresorfailuretocomplywithregulationsrelatedtocontrolsandprocedures;(7)potentialdeteriorationinrealestatevalues;<br>(8)theimpactofcompetitionwithotherfinancialinstitutions,includingdepositandloanpricingpressures(includingthoseresultingfromtheCARESAct)andtheresultingimpact,includingasaresultofcompressiontonetinterestmargin;(9)risksrelatingtotheabilitytoretainourcultureandattractandretainqualifiedpeople;(10)creditrisksassociatedwithanobligor’sfailuretomeetthetermsofanycontractwiththeBankorotherwisefailtoperformasagreedunderthetermsofanyloan-relateddocument;(11)risksrelatedtotheabilityoftheCompanytopursueitsstrategicplanswhichdependuponcertaingrowthgoalsinourlinesofbusiness;(12)liquidityriskaffectingtheBank’sabilitytomeetitsobligationswhentheycomedue;(13)risksassociatedwithananticipatedincreaseinSouthState’sinvestmentsecuritiesportfolio,includingrisksassociatedwithacquiringandholdinginvestmentsecuritiesorpotentiallydeterminingthattheamountofinvestmentsecuritiesSouthStatedesirestoacquirearenotavailableontermsacceptabletoSouthState;(14)priceriskfocusingonchangesinmarketfactorsthatmayaffectthevalueoftradedinstrumentsin“mark-to-market”portfolios;(15)transactionriskarisingfromproblemswithserviceorproductdelivery;(16)complianceriskinvolvingrisktoearningsorcapitalresultingfromviolationsofornonconformancewithlaws,rules,regulations,prescribedpractices,orethicalstandards;(17)regulatorychangeriskresultingfromnewlaws,rules,regulations,accountingprinciples,proscribedpracticesorethicalstandards,including,withoutlimitation,thepossibilitythatregulatoryagenciesmayrequirehigherlevelsofcapitalabovethecurrentregulatory-mandatedminimumsandincludingtheimpactoftheCARESAct,theConsumerFinancialProtectionBureauregulations,andthepossibilityofchangesinaccountingstandards,policies,principlesandpractices,includingchangesinaccountingprinciplesrelatingtoloanlossrecognition(CECL);(18)strategicriskresultingfromadversebusinessdecisionsorimproperimplementationofbusinessdecisions;(19)reputationriskthatadverselyaffectsearningsorcapitalarisingfromnegativepublicopinion;(20)cybersecurityriskrelatedtothedependenceofSouthStateoninternalcomputersystemsandthetechnologyofoutsideserviceproviders,aswellasthepotentialimpactsofinternalorexternalsecuritybreaches,<br>whichmaysubjectthecompanytopotentialbusinessdisruptionsorfinanciallossesresultingfromdeliberateattacksorunintentionalevents;(21)reputationalandoperationalrisksassociatedwithenvironment,socialandgovernance(ESG)matters,includingtheimpactofrecentlyissuedproposedregulatoryguidanceandregulationrelatingtoclimatechange;(22)greaterthanexpectednoninterestexpenses;(23)excessiveloanlosses;(24)potentialdepositattrition,higherthanexpectedcosts,customerlossandbusinessdisruptionassociatedwiththeAtlanticCapitalintegration,andpotentialdifficultiesinmaintainingrelationshipswithkeypersonnel;(25)reputationalriskandpossiblehigherthanestimatedreducedrevenuefromannouncedchangesintheBank’sconsumeroverdraftprograms;(26)therisksoffluctuationsinmarketpricesforSouthStatecommonstockthatmayormaynotreflecteconomicconditionorperformanceofSouthState;(27)thepaymentofdividendsonSouthStatecommonstock,whichissubjecttolegalandregulatorylimitationsaswellasthediscretionoftheboardofdirectorsofSouthState,SouthState’sperformanceandotherfactors;(28)ownershipdilutionriskassociatedwithpotentialacquisitionsinwhichSouthState’sstockmaybeissuedasconsiderationforanacquiredcompany;(29)operational,technological,cultural,regulatory,legal,creditandotherrisksassociatedwiththeexploration,consummationandintegrationofpotentialfutureacquisitions,whetherinvolvingstockorcashconsideration;(30)majorcatastrophessuchashurricanes,tornados,earthquakes,floodsorothernaturalorhumandisasters,includinginfectiousdiseaseoutbreaks,suchastheongoingCovid19pandemic,andtherelateddisruptiontolocal,regionalandglobaleconomicactivityandfinancialmarkets,andtheimpactthatanyoftheforegoingmayhaveonSouthStateanditscustomersandotherconstituencies;(31)terroristactivitiesriskthatresultsinlossofconsumerconfidenceandeconomicdisruptions;and(32)otherfactorsthatmayaffectfutureresultsofSouthState,asdisclosedinSouthState’sAnnualReportonForm10-K,QuarterlyReportsonForm10-Q,andCurrentReportsonForm8-K,filedbySouthStatewiththeU.S.SecuritiesandExchangeCommission(“SEC”)andavailableontheSEC’swebsiteathttp://www.sec.gov,anyofwhichcouldcauseactualresultstodiffermateriallyfromfutureresultsexpressed,impliedorotherwise<br>anticipatedbysuchforward-lookingstatements.<br>Allforward-lookingstatementsspeakonlyasofthedatetheyaremadeandarebasedoninformationavailableatthattime.SouthStatedoesnotundertakeanyobligationtoupdateorotherwisereviseanyforward-lookingstatements,whetherasaresultofnewinformation,futureevents,orotherwise,exceptasrequiredbyfederalsecuritieslaws.Asforward-lookingstatementsinvolvesignificantrisksanduncertainties,cautionshouldbeexercisedagainstplacingunduerelianceonsuchstatements. | |
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| $36Billion in deposits<br>$30Billion in loans<br>$44Billion in assets<br>$5.8Billion market cap(1)FinancialmetricsasofDecember31,2022;marketcapasofJanuary25,2023SouthState CorporationOverview of Franchise (1)3<br>(251)<br>#1 in Florida#3 in South Carolina<br>Top 30Forbes 100 Best Banks<br>in America<br>2022<br>16 Greenwich Excellence and Best Brand awards from Coalition Greenwich<br>Ranked #30by S&P Global | |
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| Local MarketLeadershipOur business model supports the unique character of the communities we serve and encourages decision making by the banker that is closest to the customer.Long-TermHorizonWe think and act like owners and measure success over entire economic cycles. We<br>prioritize soundness before short-term profitability and growth.RemarkableExperiencesWe will make our customers’ lives better by anticipating their needs and<br>responding with a sense of urgency. Each of us has the freedom, authority and<br>responsibility to do the right thing for our customers.Meaningful and LastingRelationshipsWe communicate with candor and transparency. The relationship is more valuable<br>than the transaction.Greater PurposeWe enable our team members to pursue their ultimate purpose in life—their personal faith, their family, their service to community.The WHATThe HOW<br>Guiding PrinciplesCore Values<br>Leadership<br>The WHY<br>To invest in the entrepreneurial spirit, pursue excellence and inspire a greater purpose.4 | |
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| 17.8%13.7%12.8%11.9%8.9%8.3%6.0%FLSCGANCVAU.S.ALActual Population Growth 2010-2023<br>$10.1B$12.2B$1.7B<br>$1.7B$6.9B$11.0B$0.7B$0.5B$6.2B$6.5B<br>$2.7B$2.0B<br>LoansDepositsPOSITIONED FOR THE FUTURE IN THE BEST GROWTH MARKETS IN AMERICA 5<br>$280$299$655$736$762$1,403ALSCVANCGAFLGDP by State($ in billions)<br>5.0%4.3%3.7%3.7%2.6%2.1%1.9%FLSCGANCVAU.S.ALProjected Population Growth 2023-2028<br>$3.2$3.5$4.0$4.1$4.3$18.3$25.0UKIndiaGermanySSB FootprintJapanChinaUSGDP ($ in trillions)<br>The combined GDP of<br>SouthState’s 6 state branch<br>footprint would represent the<br>world’s fourth largest economy.<br>Population increase (in millions)3.3 0.6 1.2 1.1 0.7 25.8 0.31.0 0.2 0.4 0.4 0.2 7.20.1<br>Loans and deposits as of 12/31/22; excludes $1.9B of loans and $2.5B of deposits from internal accounts and national lines ofbusinessCountry GDP as of 2022; State GDP as of 3Q22Sources: S&P Global, International Monetary Fund, US Bureau of Economic AnalysisPopulation increase (in millions) | |
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| Source: U.S. Census BureauPANDEMIC ACCELERATES POPULATION MIGRATION TO THE SOUTH<br>Net Domestic Migration in SouthState FootprintFlorida622,476North Carolina211,867South Carolina165,948Georgia128,089Alabama65,355Virginia-29,775TOTAL1,163,960 | |
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| INVESTMENT THESIS7<br>•High growth markets•Low-cost core deposit base•Diversified revenue streams •Strong credit quality and disciplined underwriting •Energetic and experienced management team with entrepreneurial ownership culture •True alternative to the largest banks with capital markets platform and upgraded<br>technology solutions | |
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| Quarterly Results | |
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| HIGHLIGHTS | LINKED QUARTER<br>Dollars in millions, except per share data(1)For end note descriptions, see Earnings Presentation End Notes starting on slide 429<br>3Q224Q22GAAPNet Income$<br>133.0<br>$<br>143.5<br>EPS (Diluted)$<br>1.75<br>$<br>1.88<br>Return on AverageAssets<br>1.17<br>%<br>1.28<br>%Non-GAAP(1)Return on AverageTangible Common Equity<br>17.99<br>%<br>20.17<br>%Non-GAAP,Adjusted(1)Net Income$<br>143.7<br>$<br>144.7<br>EPS (Diluted)$<br>1.89<br>$<br>1.90<br>Return on AverageAssets<br>1.27<br>%<br>1.29<br>%Return on AverageTangible Common Equity<br>19.36<br>%<br>20.33<br>% |
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| QUARTERLY HIGHLIGHTS | 4Q 2022<br>(1),(2) & (4) For end note descriptions, see Earnings Presentation End Notes starting on slide 42(3)ExcludingACBIacquisitiondatebalances10•Reported Earnings per Share (“EPS”) of $1.88; Adjusted Diluted EPS (non-GAAP) of $1.90•Pre-Provision Net Revenue (“PPNR”)(non-GAAP)(2)of $231.4 million, or 2.07% PPNR ROAA(2)•PPNR per diluted share (non-GAAP)(2)of $3.03, up 11% from the prior quarter’s $2.74 and up 60% from $1.89 one year ago•Loans increased $1.3 billion, or 19% annualized from prior quarter; increased 17%(3)over the last year•Deposits declined $559 million, or 6% annualized; total deposit cost was 0.21%, up 13 basis points from prior quarter•Core net interest income(non-GAAP)(4) increased $36 million from prior quarter•5.5% revenue growth with 0.5% expense growth generated 5.0% operating leverage in the quarter •Adjusted efficiency ratio (non-GAAP)(1)improved to 48% from the prior quarter’s 50%•Net charge-offs of $873 thousand, or 0.01% annualized; net loan recoveries excluding DDA charge-offs; Provision for Credit Losses (“PCL”) of $47.1 million |
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| PPNR PER DILUTED SHARE(1)<br>$1.89 $1.79 $2.32 $2.74 $3.03 $1.50 $2.00 $2.50<br> $3.00<br> $3.504Q211Q222Q223Q224Q22<br>(1)For end note descriptions, Earnings Presentation End Notes starting on slide 4211 | |
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| NET INTEREST MARGIN(1)<br>$244.7 $253.8 $303.0 $352.8 $388.6 $13.4 $7.7 $12.8 $9.5 $7.4<br>$258.1<br>$261.5<br>$315.8<br>$362.3<br>$396.0<br>2.79%<br>2.77%<br>3.12%<br>3.58%<br>3.99%2.4%2.8%<br>3.2%<br>3.6%<br>4.0%<br>4.4%<br> $100<br> $150<br> $200<br> $250<br> $300<br> $350<br> $4004Q211Q222Q223Q224Q22$ in millions<br>Net Interest Income excld. Accretion<br>AccretionNet Interest Income<br>Net Interest Margin<br>120 bps improvement in Net Interest Margin(3)(4Q21-4Q22)<br>Dollarsinmillions(1)For end note descriptions, see Earnings Presentation End Notes starting on slide 42(2)Accretion includes PPP loans deferred fees and loan discount accretion(3)Tax equivalent12<br>(2)(2)(3) | |
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| LOAN PRODUCTION VS LOAN GROWTH<br>$7,060 $6,583 $9,954 $13,121 $682 $(623)$953 $4,112 ($2,000)$1,500$5,000$8,500$12,000$15,5002019202020212022$ in millions<br>Loan Production<br>Loan Portfolio Growth<br>Dollarsinmillions(1)2022loanproductionexcludesproductionbylegacyACBIfromMarch~July22(pre-coresystemconversion);2022loanportfoliogrowthexcludesacquisitiondateloanbalancesacquiredfromACBI(2)2019loanproductionexcludesproductionfromNationalBankofCommerce(“NBC”)during1Q19;NationalCommerceCorporation,theholdingcompanyofNBC,wasacquiredbyCenterStatein2Q2019(3)ExcludesloansheldforsaleandPPP;loanproductionindicatescommittedbalancetotal;loanportfoliogrowthindicatesannualloanendingbalancegrowth,excludingloansheldforsaleandPPP(4)Forendnotedescriptions,seeEarningsPresentationEndNotesstartingonslide4213(1)(2)(3)(3)(4)(4)(1) | |
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| QTD Production ($mm)$1,381$1,062$693<br>Refinance31%8%6%<br>Purchase69%92%94%<br>81%19%4Q22MORTGAGE BANKING DIVISION<br>(1)Includes pipeline, LHFS and MBS forwards14<br>Highlights<br>Quarterly Mortgage Production<br>Gain on Sale Margin<br>•Mortgage banking income of ($545) thousand in 4Q 2022 compared to $2.3 million in 3Q 2022•Secondary pipeline of $39 million at 4Q 2022, as compared to $76 million at 3Q 2022•Recorded MSR write-down of $3 million in Q4 2022<br>2.83%2.87%2.13%2.16%1.36%4Q211Q222Q223Q224Q22<br>Mortgage Banking Income ($mm)<br>47%53%4Q21<br>Portfolio<br>Secondary<br>78%22%3Q22<br>4Q213Q224Q22<br>Secondary Market<br>Gain on Sale, net $15,417 $3,501 $460<br>Fair Value Change(1)(5,081)(1,968)317<br> Total Secondary Market Mortgage Income $10,336 $1,533 $777<br>MSR<br>Servicing Fee Income $3,620 $4,170 $4,160<br>Fair Value Change / Decay(1,912)(3,441)(5,482)<br> Total MSR-Related Income $1,708 $729 $ (1,322)<br>Total Mortgage Banking Income $ 12,044 $2,262 $(545) | |
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| Cumulative ConsumerR/E Loan Growth ($)$(12)$(98)$(264)$(486)$(625)$(712)$(727)$(653)$(535)$(18)$454$952($300)($150)$0$150$300$450$600<br>$(12)$(86)$(167)$(221)$(139)$(87)$(15)$73 $119 $517 $472 $498 3.63%3.46%3.25%3.04%3.08%3.00%3.04%3.25%4.25%5.54%6.21%7.08%3.07%4.49%4.11%4.56%4.33%2.85%3.13%2.83%2.87%2.13%2.16%1.36% -% 2.0% 4.0%<br> 6.0%<br> 8.0% $(300) $(100) $100 $300 $500<br> $7001Q202Q203Q204Q201Q212Q213Q214Q211Q222Q223Q224Q22$ in millions<br>Consumer R/E Loan Growth ($)<br>30-yr Fixed Mortgage Rate<br>GOS Margin<br>RESIDENTIAL MORTGAGE PORTFOLIO GAIN ON SALE (“GOS”) MARGIN AND INTEREST RATES<br>Dollarsinmillions(1)&(2)Forendnotedescriptions,seeEarningsPresentationEndNotesstartingonslide4215(1)(2)(2) | |
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| •Provides capital markets hedging (ARC), fixed income sales, international, clearing and other services to over 1,000 financial institutions across the country CORRESPONDENT BANKING DIVISION16<br>1,191Financial Institution Clients<br>Correspondent banking and capital market income<br> $ 30,216 $ 27,994 $ 27,604 $ 20,552 $ 16,760<br>Interest on centrally-cleared variation margin(1)<br> 8 (44) (1,536) (4,125) (8,451)<br> Total Correspondent Banking and Capital Market Income<br> $ 30,224 $ 27,950 $ 26,068 $ 16,427 $ 8,309<br>$30.2<br>$28.0<br>$26.1<br>$16.4<br>$8.3 $0.0$5.0$10.0$15.0$20.0$25.0$30.0<br>$35.0 $- $5 $10 $15<br> $20<br> $25 $30 $354Q211Q222Q223Q224Q22$ in millionsCorrespondent Revenue Breakout<br>ARC Revenues<br>FI Revenues<br>Operational RevenuesTotal Revenue(1)Interestoncentrally-clearedvariationmargin(expenseorincome)isincludedinARCrevenuewithinCorrespondentBankingandCapitalMarketsIncome | |
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| Interest Rate Sensitivity | |
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| 35%34%31%Checking Accounts CompositionCommercialSmall BusinessRetail<br>Noninterest-bearing Checking$13.2BInterest-bearing Checking$9.0BSavings$3.5BMoney Market$8.3BTime Deposits$2.4B<br>Data as of December 31, 2022Dollars in billions except for average checking balances† Core deposits defined as non-time deposits(1) Source: S&P Global Market Intelligence; 4Q22 MRQs available as of January 25, 2023; Peers as disclosed in the most recent SSB proxy statement<br>61%43%32%49%7%8%0%20%40%60%80%100%SSBPeer Average (1)Deposit Mix vs. Peers<br>Checking Accounts<br>MM & Savings<br>Time DepositsPREMIUM CORE†DEPOSIT FRANCHISE18Total Deposits$36.4 BillionDeposits by Type•Total cost of deposits for 4Q22: 21 bps<br>Checking TypeAvg. Checking BalanceCommercial$312,000Small Business$52,000Retail$11,500 | |
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| INTEREST RATE RISK PROFILE<br>(2.9)%(1.2)%—% 1.2% 2.2% (4.0)% (3.0)% (2.0)% (1.0)% 0.0%<br> 1.0% 2.0%<br> 3.0%Down 100 bpsDown 50 bpsBaseUp 50 bpsUp 100 bpsPercentage Change in Net Interest IncomeInstantaneous Shock/Static Balance Sheet(1)19<br>50%50%30%41%20%9%0%10%20%<br>30%40%50%60% Variable Equals 1 Month or Less Variable Equals 12 Months or LessLoan Repricing Frequency (excluding PPP)<br>Fixed<br>Variable<br>Adjustable<br>(1)Denotes percentage change in net interest income from the base case scenario that reflects the consensus forecast published mid-January 2023. The consensus forecast projects yield curve inversion. Interest rate shocks are applied to consensus forecast. Deposit betas have been accelerated to reflect sensitivities from December 31, 2022. Weighted average total deposit costs have increased twenty-five basis points since the Federal Reserve began raising rates in March 2022.19 | |
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| REMAIN WELL-POSITIONED DURING CURRENT CYCLE –PREVIOUS AND CURRENT RISING INTEREST RATE CYCLE<br>HistoricdepositbetaexcludeslegacyACBI20<br>0.11%0.75%2.17%3.64%0.05%0.05%0.08%0.21%0.0%1.0%2.0%3.0%4.0%1Q222Q223Q224Q22<br>0.16%0.37%0.37%0.40%0.45%0.70%0.95%1.16%1.20%1.45%1.74%1.92%2.22%2.40%2.40%0.12%0.12%0.11%0.11%0.12%0.13%0.15%0.17%0.19%0.25%0.34%0.44%0.52%0.56%0.64%0.0%1.0%2.0%<br>3.0%4.0%4Q151Q16<br>2Q16<br>3Q16<br>4Q16<br>1Q172Q173Q174Q17<br>1Q18<br>2Q183Q184Q181Q192Q19<br>24% deposit beta in previous cycleAverage Fed Funds RateCost of Deposits<br>5% deposit beta in current cycle to date | |
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| Balance Sheet | |
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| LOAN AND DEPOSIT TRENDS<br>$23.7 $26.4 $27.9 $28.8 $30.2<br>$23.9B<br>$26.6B<br>$27.9B<br>$28.8B<br>$30.2B $- $5.0B $10.0B $15.0B $20.0B $25.0B $30.0B<br> $35.0B<br> $-<br> $8<br> $16<br> $24<br> $324Q211Q222Q223Q224Q22$ in billionsLoans(1)<br>Loans excld. PPP<br>Total Loans<br>DollarsinbillionsAmountsmaynottotalduetorounding(1)Excludesloansheldforsale22<br>$11.5 $14.1 $14.3 $13.7 $13.2 $9.0 $9.3 $9.0 $8.7 $9.0 $11.8 $12.5 $12.4 $12.0 $11.8 $2.8 $2.8 $2.7 $2.5 $2.4<br>$35.1B<br>$38.7B<br>$38.4B<br>$36.9B<br>$36.4B $- $50,000,000.0B $100,000,000.0B $150,000,000.0B $200,000,000.0B $250,000,000.0B $300,000,000.0B $350,000,000.0B $- $6 $12 $18 $24<br> $30 $36 $424Q211Q222Q223Q224Q22$ in billionsDeposits<br>Noninterest-bearing Checking<br>Interest-bearing Checking<br>MMA & Savings<br>Time Deposits | |
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| Investor CRE (2)29%Owner-Occupied CRE18%C&I18%Consumer RE22%Cons / Other4%CDL (1)9%TOTAL LOAN PORTFOLIO23<br>Data as of December 31, 2022Loan portfolio balances, average balances or percentage exclude loans held for sale and PPP loans(1) CDL includes residential construction, commercial construction, and all land development loans (2) Investor CRE includes nonowner-occupied CRE and other income producing property(3) Excludes SELF loans acquired from ACBI<br>Loan TypeNo. of LoansBalanceAvg. Loan BalanceConstr., Dev. & Land5,357$2.9B$533,900Investor CRE8,8298.8B993,300Owner-Occupied CRE8,1115.4B673,200C & I18,9315.3B280,200Consumer RE41,3246.5B156,700Cons / Other(3)46,8511.1B23,100Total(3)129,403$30.0B$231,500<br>Loan RelationshipsTop 10Represents ~ 2% of total loansTop 20Represents ~ 4% of total loansLoans by TypeTotal Loans$30.2 Billion | |
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| 0.35%0.44%0.33%0.35%0.36%<br>0.0%<br>0.3%<br>0.5%<br>0.8%<br>1.0%4Q211Q222Q223Q224Q22Nonperforming Assets to Loans & OREO<br>2.11%2.03%1.76%1.78%1.61%1.02%0.97%0.80%0.71%0.54%1.09%1.06%0.96%1.07%1.07%0%1%<br>2%<br>3%<br>4%4Q211Q222Q223Q224Q22Criticized & Classified Asset Trends<br>Combined<br>Special Mention / Assets<br>Substandard / AssetsASSET QUALITY METRICS<br>Dollarsinmillions(1)ExcludesloansheldforsaleandPPPloans24<br>0.02%0.04%0.03%(0.02)%0.01% (0.05)% 0.05% 0.15% 0.25%4Q211Q222Q223Q224Q22Net Charge-Offs(Recoveries) to Loans<br>($9.2)($8.4)$19.3 $23.9 $47.1 $1.0 $2.3 $2.3 $(1.3)$0.9 ($10)$0$10$20<br>$30$40$504Q211Q222Q223Q224Q22<br>$ in millions<br>Provision for Credit Losses & Net Charge-Offs (Recoveries)<br>Provision for Credit Losses<br>Net Charge-Offs (Recoveries) | |
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| CAPITAL RATIOS<br>3Q224Q22(2)Tangible Common Equity(1)<br>6.8<br>%<br>7.2<br>%Tier 1 Leverage<br>8.4<br>%<br>8.7<br>%Tier 1 Common Equity<br>11.0<br>%<br>11.0<br>%Tier 1 Risk-Based Capital<br>11.0<br>%<br>11.0<br>%Total Risk-Based Capital<br>13.0<br>%<br>13.0<br>%BankCRE Concentration Ratio<br>248<br>%<br>249<br>%Bank CDL Concentration Ratio<br>60<br>%<br>65<br>%<br>(1)Forendnotedescriptions,seeEarningsPresentationEndNotesstartingonslide42(2)Preliminary25 | |
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| Appendix | |
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| BRANCH OPTIMIZATION<br>85 BranchesAverage Size $40M<br>422 Branches Acquired Plus12 DeNovo Branches<br>268 Branches Consolidated or Sold<br>251 BranchesAverage Size $145M<br>~<br>263%<br>growth in deposits per branch<br>854342682512009 …..……………..………..……....…………………………….. 4Q 202227<br>252 Branches 3Q22<br>1 Legacy ACBI Branch Consolidated<br>251 Branches 4Q224thQuarter 2022 Activity | |
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| DIGITAL TRENDS 2022 COMPARED TO 202128<br>Digital SalesDigital ServicesDigital Payments<br>20%Mobile Users14% Online Checking Accounts103% Zelle Transactions28% Online Consumer Loans43% Bank to Bank Transactions<br>6% Digital Deposits | |
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| $39.13$41.16$44.62$40.09$1.88 $3.80 $5.78 $0.45 $2.54 $4.02<br>$39.13<br>$43.49<br>$50.96<br>$49.89 $(20.00) $(10.00) $- $10.00 $20.00 $30.00 $40.00 $50.00 $60.00 $- $20.00 $40.00 $60.002019202020212022<br>Tangible Book Value per Share ("TBVPS")<br>Cumulative Dividends since FYE 2019<br>Cumulative Repurchases per Share since FYE 2019Cumulative Change in AOCI per Share since FYE 2019<br>$0.64 $(0.34)$(8.97)TANGIBLE BOOK VALUE PER SHARE(1) PLUS CAPITAL RETURN PER SHARE<br>(1)For end note descriptions, see Earnings Presentation End Notes starting on slide 4229 | |
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| CURRENT & HISTORICAL 5-QTR PERFORMANCE(1)<br>74%75%79%83%86%26%25%21%17%14%<br>$352M<br>$348M<br>$405M<br>$438M<br>$462M<br>3.83%0.0%0.7%<br>1.3%2.0%<br>2.6%3.3%3.9%<br>0%<br>20%<br>40%<br>60%<br>80%<br>100%<br>120%4Q211Q222Q223Q224Q22Revenue Composition<br>NIM, TE / Revenue<br>Noninterest Income / Revenue<br>Avg. 10-year UST<br>Total Revenue<br>Dollarsinmillions(1)Forendnotedescriptions,seeEarningsPresentationEndNotesstartingonslide42(2)Annualized<br>$92 $86 $87 $73 $63<br>0.88%0.81%0.76%0.64%0.57%0.5%0.6%0.7%<br>0.8%0.9%1.0%<br> $-<br> $20<br> $40<br> $60<br> $80<br> $100<br> $120<br> $1404Q211Q222Q223Q224Q22$ in millionsNoninterest Income<br>Noninterest Income<br>Noninterest Income / Avg. Assets<br>$260 $263 $318 $365 $398 2.79%2.77%3.12%3.58%3.99%2.0%<br>2.5%<br>3.0%3.5%4.0%<br>4.5%<br> $200<br> $300<br> $4004Q211Q222Q223Q224Q22$ in millionsNet Interest Margin (“NIM”, TE)<br>NIM, TE ($)<br>NIM, TE (%)<br>61%63%55%53%48%59%60%54%50%48%<br>0%<br>15%<br>30%<br>45%<br>60%<br>75%<br>90%4Q211Q222Q223Q224Q22Efficiency Ratio<br>Efficiency Ratio<br>Adjusted Efficiency Ratio30(2) | |
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| LOSS ABSORPTION CAPACITY | 4Q 2022<br>4Q22% of Total Loans(1)Allowance for Credit Losses (“ACL”)<br>Non-PCD ACL$309.6PCD ACL46.8Total ACL$356.41.18%Unrecognized Discount –Acquired Loans (2)72.10.24%Total ACL plus Unrecognized Discount on Acquired Loans$428.51.42%Total Loans Held for Investment (1)$30,1684Q22% of Unfunded CommitmentsReserve for Unfunded Commitments<br>Reserve for unfunded commitments67.20.66%Total Unfunded Commitments$10,173<br>Dollars in millions(1)Excludes PPP loans and loan held for sale(2)Includes mark on loans from ACBI and prior SSB acquisitionsTotals shown above may not foot due to rounding31 |
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| 41%30%22%5%1%0.2%Municipal Bond Rating<br>AAA<br>AA+<br>AA<br>AA-<br>A+<br>A<br>Dollars in billions, unless otherwise noted; data as of December 31, 2022Amounts may not total due to rounding† Investment portfolio excludes non-marketable equity<br>(1)MBS issued by U.S. government agencies or sponsored enterprises (commercial and residential collateral)(2)Investment securities yield include non-marketable equity and trading securities(3)Excludes principal receivable balance as of December 31, 2022(4)Based on current par value<br>1.53%1.75%2.03%2.06%2.29%<br>1.0%<br>1.4%<br>1.7%<br>2.1%<br>2.4%<br>4Q21<br>1Q22<br>2Q22<br>3Q22<br>4Q22<br>Investment Securities Yield(2)HIGH QUALITY INVESTMENT PORTFOLIO<br>72%13%8%7%Investment Portfolio†Composition<br>Agency MBS(1)<br>Municipal<br>Treasury & agency<br>Other<br>TypeAFS<br>HTM<br>BalanceDuration (yrs)(3)BalanceDuration (yrs)Agency MBS(1) $3.3B5.4$2.4B6.0Municipal$1.1B8.8−−Treasury & agency$0.5B2.5$0.2B5.8Other $0.4B3.5$0.1B6.8Total$5.3B5.7$2.7B5.932Total InvestmentPortfolio†$8.0 Billion•94% of municipal portfolio is AA or higher rated•~$307 million in documented ESG investments and ~$123 million CRA eligible investments(4) | |
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| LOAN PORTFOLIO –NON OWNER-OCCUPIEDCOMMERCIAL REAL ESTATE(1)<br>Balance and average loan size in millions(1)Includes loan types representing 2% or more of investor CRE portfolio; based on the total portfolio of $8.1 billion, excluding 1-4 family rental properties and agricultural loans(2)Weighted average DSC and LTV information from the Company’s September 30, 2022stress test using commitment balances, totaling approximately $5.5 billion; excludes loans below $1.5 million, unless part ofa larger relationship(3)Represents % of each loan type balance33<br>Loan TypeBalanceAvg Loan SizeWtdAvg DSC(2)WtdAvg LTV(2)AL%FL%GA%NC%SC%VA%OTHER%Non-Accrual %(3)Substandard & Accruing %(3)Special Mention%(3)Retail$2,144 $1.61.6957%2%57%16%6%10%2%6%0.00%0.53%0.22%Office1,235 1.31.6762%3%44%20%4%21%4%4%0.03%0.54%1.10%Hotel990 4.31.6459%4%20%11%12%37%11%5%0.19%3.09%3.32%Warehouse / Industrial975 1.31.7559%5%49%20%7%11%3%4%—%0.29%0.25%Multifamily769 1.51.6457%8%29%29%5%22%4%4%—%0.42%0.72%Medical470 1.51.8459%2%54%11%6%13%8%6%—%0.26%1.12%Self Storage324 3.01.5458%6%40%19%0%26%0%10%—%—%0.19%Nursing Home173 3.81.9759%1%<br>20%32%11%25%10%2%12.04%2.95%5.55% | |
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| LOAN PORTFOLIO –CONSUMER, RESIDENTIAL MORTGAGE AND HELOC<br>Credit Indicator3Q224Q22HELOCMORTGAGEHELOCMORTGAGEWtd. Avg. Credit Score of Originations770774774774Wtd. Avq. Credit Score of Portfolio768759772764Wtd. Avg. LTV(2)59%77%59%77%Wtd. Avg. DTI of Originations31%33%31%33%Utilization Rate37%N/A38%N/A<br>(1)By net book balance(2)LTV calculated using most recent appraisal and based on loan amount34<br>Credit Indicator3Q224Q22NPL Ratio (Non-Accruals & 90+ DPD & Accruing)0.37%0.35%Net Charge-Offs Ratio0.01%0.00%30+ DPD Ratio (Accruing & Non-Accruing)0.55%0.52%90+ DPD Ratio (Accruing and Non-Accruing)0.14%0.12%<br>70%15%12%3%Consumer, Residential Mtg and HELOC Segment<br>Mortgage<br>HELOCs<br>Other Consumer<br>CD-Secured•43%(1)of HELOCs are first mortgage | |
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| NON-GAAP RECONCILIATIONS –RETURN ON AVG. TANGIBLE COMMON EQUITY & PPNR RETURN ON AVG. ASSETS<br>DollarsinthousandsThetangiblemeasuresarenon-GAAPmeasuresandexcludetheeffectofperiodendoraveragebalanceofintangibleassets;thetangiblereturnsonequityandcommonequitymeasuresalsoaddbacktheafter-taxamortizationofintangiblestoGAAPbasisnetincome.35<br>Return on Average Tangible Equity3Q224Q22Net income (GAAP)133,043$ 143,502$ Plus:Amortization of intangibles7,837 8,027 Effective tax rate, excluding DTA write-off22% 21% Amortization of intangibles, net of tax6,095 6,303<br>Net income plus after-tax amortization of intangibles (non-GAAP)139,138$ 149,805$<br>Average shareholders common equity5,121,560$ 4,991,584$ Less:Average intangible assets2,052,4632,044,469Average tangible common equity3,069,097$ 2,947,115$ Return on Average Tangible Common Equity (Non-GAAP)18.0%20.2%PPNR Return on Average Assets 3Q224Q22PPNR, Adjusted (Non-GAAP)208,603$ 231,439$ Average assets 44,985,713 44,429,894 PPNR ROAA1.84%2.07% | |
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| NON-GAAP RECONCILIATIONS –ADJUSTED NET INCOME & ADJUSTED EARNINGS PER SHARE (“EPS”)<br>Dollarsinthousands,exceptforpersharedata36<br>Adjusted Net Income3Q224Q22Net income (GAAP)133,043$ 143,502$ Plus:Securities gains, net of tax(24) - Merger and branch consolidation related expense, net of tax10,638 1,211 Adjusted Net Income (Non-GAAP)143,657$ 144,713$ Adjusted EPS 3Q224Q22Diluted weighted-average common shares76,182 76,327 Adjusted net income (non-GAAP)143,657$ 144,713$ Adjusted EPS, Diluted (Non-GAAP)1.89$ 1.90$ | |
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| NON-GAAP RECONCILIATIONS –ADJUSTED RETURN ON AVG. ASSETS & AVG. TANGIBLE COMMON EQUITY<br>DollarsinthousandsThetangiblemeasuresarenon-GAAPmeasuresandexcludetheeffectofperiodendoraveragebalanceofintangibleassets;thetangiblereturnsonequityandcommonequitymeasuresalsoaddbacktheafter-taxamortizationofintangiblestoGAAPbasisnetincome.37Dollars in thousands, except for per share data<br>Adjusted Return on Average Assets3Q224Q22Adjusted net income (non-GAAP)143,657$ 144,713$ Total average assets44,985,713 44,429,894 Adjusted Return on Average Assets (Non-GAAP)1.27%1.29%Adjusted Return on Average Tangible Common Equity3Q224Q22Adjusted net income (non-GAAP)143,657$ 144,713$ Plus:Amortization of intangibles, net of tax6,095 6,303 Adjusted net income plus after-tax amortization of intangibles (non-GAAP)149,752$ 151,016$ Average tangible common equity3,069,097$ 2,947,115$ Adjusted Return on Average Tangible Common Equity (Non-GAAP)19.36%20.33% | |
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| NON-GAAP RECONCILIATIONS –NET INTEREST MARGIN & CORE NET INTEREST INCOME (EXCLD. FMV & PPP ACCRETION)<br>Dollarsinthousands38Dollars in thousands, except for per share data<br>Net Interest Margin - Tax Equivalent (Non-GAAP)4Q211Q222Q223Q224Q22Net interest income (GAAP)258,096$ 261,518$ 315,815$ 362,334$ 396,004$ Tax equivalent adjustments1,734 1,885 2,249 2,345 2,397 Net interest income (tax equivalent) (Non-GAAP)259,830$ 263,403$ 318,064$ 364,679$ 398,401$ Average interest earning assets36,895,644$ 38,564,661$ 40,899,365$ 40,451,174$ 39,655,736$ Net Interest Margin - Tax Equivalent (Non-GAAP)2.79%2.77%3.12%3.58%3.99%Core Net Interest Margin excluding FMV & PPP Accretion (Non-GAAP)4Q211Q222Q223Q224Q22Net interest income (GAAP)258,096$ 261,518$ 315,815$ 362,334$ 396,004$ Less: Total accretion on acquired loans7,707 6,741 12,770 9,550 7,350 Deferred fees on PPP loans5,655 983 8 - - Core Net Interest Margin excluding FMV & PPP Accretion (Non-GAAP)244,734$ 253,794$ 303,037$ 352,784$ 388,654$ | |
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| NON-GAAP RECONCILIATIONS –PPNR, ADJUSTED, PPNR/WEIGHTED AVG. CS & CORRESPONDENT & CAPITAL MARKETS INCOME (UNAUDITED)<br>Dollarsandweightedaveragecommonsshareoutstandinginthousandsexceptpersharedata39<br>4Q211Q222Q223Q224Q22<br>SSBSSBSSBSSBSSB<br>Net interest income (GAAP)258,096$ 261,518$ 315,815$ 362,334$ 396,004$<br>Plus:<br>Noninterest income 91,902 86,046 86,756 73,053 63,392<br>Less:<br>Gain on sale of securities2 - - 30 -<br>Total revenue, adjusted (non-GAAP)349,996$ 347,564$ 402,571$ 435,357$ 459,396$<br>Less:<br>Noninterest expense224,037 228,600 231,169 240,433 229,499<br>PPNR (Non-GAAP)125,959$ 118,964$ 171,402$ 194,924$ 229,897$<br>Plus:<br>Merger and branch consolidation related expense6,645 10,276 5,390 13,679 1,542<br>FHLB prepayment penalty- - - - -<br>Branch consolidation and cost save initiatives- - - - -<br>Extinguishment of debt cost- - - - -<br>Total adjustments6,645$ 10,276$ 5,390$ 13,679$ 1,542$<br>PPNR, Adjusted (Non-GAAP)132,604$ 129,240$ 176,792$ 208,603$ 231,439$<br>Weighted average common shares outstanding, diluted 70,290 72,111 76,094 76,182 76,327<br>PPNR, Adjusted per Weighted Avg. Common Shares Outstanding, Diluted (Non-GAAP)1.89$ 1.79$ 2.32$ 2.74$ 3.03$<br>4Q211Q222Q223Q224Q22SSBSSBSSBSSBSSB<br>ARC revenues16,695$ 15,106$ 13,389$ 5,102$ 1,398$<br>FI revenues11,317 10,697 10,151 9,201 3,757<br>Operational revenues2,212 2,147 2,528 2,124 3,154<br>Total Correspondent & Capital Market Income30,224$ 27,950$ 26,068$ 16,427$ 8,309$<br>PPNR, Adjusted & PPNR, Adjusted per Weighted Avg. Common Shares Oustanding, Diluted (Non-GAAP)<br>Correspondent & Capital Market Income | |
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| NON-GAAP RECONCILIATIONS –CURRENT & HISTORICAL: EFFICIENCY RATIOS (UNAUDITED)<br>Dollarsinthousands40<br>4Q211Q222Q223Q224Q22<br>Noninterest expense (GAAP)224,037$ 228,600$ 231,169$ 240,433$ 229,499$<br>Less: Amortization of intangible assets8,517 8,494 8,847 7,837 8,027<br>Adjusted noninterest expense (non-GAAP)215,520$ 220,106$ 222,322$ 232,596$ 221,472$<br>Net interest income (GAAP)258,096$ 261,518$ 315,815$ 362,334$ 396,004$<br>Tax Equivalent ("TE") adjustments1,734 1,885 2,249 2,345 2,397<br>Net interest income, TE (non-GAAP)259,830$ 263,403$ 318,064$ 364,679$ 398,401$<br>Noninterest income (GAAP)91,902$ 86,046$ 86,756$ 73,053$ 63,392$<br>Less: Gain on sale of securities2 - - 30 -<br>Adjusted noninterest income (non-GAAP)91,900$ 86,046$ 86,756$ 73,023$ 63,392$<br>Efficiency Ratio (Non-GAAP)61%63%55%53%48%<br>Noninterest expense (GAAP)224,037$ 228,600$ 231,169$ 240,433$ 229,499$<br>Less:<br>Merger and branch consolidation related expense6,645 10,276 5,390 13,679 1,542<br>Amortization of intangible assets8,517 8,494 8,847 7,837 8,027<br>Total adjustments15,162$ 18,770$ 14,237$ 21,516$ 9,569$<br>Adjusted noninterest expense (non-GAAP)208,875$ 209,830$ 216,932$ 218,917$ 219,930$<br>Adjusted Efficiency Ratio (Non-GAAP)59%60%54%50%48% | |
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| NON-GAAP RECONCILIATIONS –TANGIBLE BOOK VALUE / SHARE & TANGIBLE COMMON EQUITY RATIO<br>Dollarsinthousands,exceptforpersharedata41<br>Tangible Book Value per Common Share2019202020212022Shareholders' common equity2,373,013$ 4,647,880$ 4,802,940$ 5,074,927$ Less: Intangible assets1,052,716 1,726,534 1,709,152 2,039,556 Tangible shareholders' common equity1,320,297$ 2,921,346$ 3,093,788$ 3,035,371$ Common shares issued and outstanding33,744,385 70,973,477 69,332,297 75,704,563 Tangible Book Value per Common Share (Non-GAAP)39.13$ 41.16$ 44.62$ 40.09$ Tangible Common Equity ("TCE") Ratio3Q224Q22Tangible common equity (non-GAAP)2,873,271$ 3,035,371$ Total assets (GAAP)44,422,377 43,918,696 Less:Intangible assets2,047,915 2,039,556 Tangible asset (non-GAAP)42,374,462$ 41,879,140$ TCE Ratio (Non-GAAP)6.8%7.2% | |
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| 42EARNINGS PRESENTATION END NOTESSlide 9 End Notes(1)The tangible measures are non-GAAP measures and exclude the effect of period end or average balance of intangible assets. The tangible returns on equity and common equity measures also add back the after-tax amortization of intangibles to GAAP basis net income; other adjusted figures presented are also Non-GAAP financialmeasures that exclude the impact of branch consolidation and merger-related expenses and gain on sales of securities -See reconciliation of GAAP to Non-GAAP measures in Appendix.Slide 10 End Notes(1)Adjusted figures exclude the impact of merger and branch consolidation related expense andgain on sale of securities; Core net interest income excluding loan accretion and net deferred fees on PPP is also a non-GAAP financial measure; Adjusted efficiency ratio is calculated by taking the noninterest expense excluding merger and branchconsolidation related expense, gain on sales of securities, and amortization of intangible assets -See reconciliation of GAAP to Non-GAAP measures in Appendix.(2)Adjusted PPNR, PPNR ROAA and PPNR per weighted average diluted share are Non-GAAP financial measures that exclude the impact of merger and branch consolidation related expenseand gain on sales of securities-See reconciliation of GAAP to Non-GAAP measures in Appendix.(4) Excluding loan accretion and net deferred fees on PPP loansSlide11EndNotes(1)AdjustedPPNRperweightedaveragedilutedshares;thisisaNon-GAAPfinancialmeasurethatexcludestheimpactofmergerandbranchconsolidationrelatedexpenseandgainonsaleofsecurities-SeereconciliationofGAAPtoNon-GAAPmeasuresinAppendix.Slide12EndNotes(1)TaxequivalentNIMisaNon-GAAPfinancialmeasure-SeereconciliationofGAAPtoNon-GAAPmeasuresinAppendix.Slide13EndNotes(4) The combined historical information referred to in this presentation as the “Combined Business Basis” presented is based on the reported GAAP results of the Company and CenterState for the applicable periods without adjustments and the information included in this release has not been prepared in accordance with Article 11 of Regulation S-X, and therefore does not reflect any of the pro forma adjustments that would be required thereby.All Combined Business Basis financial information should be reviewed in connection the historical information of the Company and CenterState, as applicable. The combined historical information excludes ACBI.Slide15EndNotes(1)Thecombinedhistoricalinformationreferredtointhispresentationasthe“CombinedBusinessBasis”presentedisbasedonthereportedGAAPresultsoftheCompanyandCenterStatefortheapplicableperiodswithoutadjustmentsandtheinformationincludedinthisreleasehasnotbeenpreparedinaccordancewithArticle11ofRegulationS-X,andthereforedoesnotreflectanyoftheproformaadjustmentsthatwouldberequiredthereby.AllCombinedBusinessBasisfinancialinformationshouldbereviewedinconnectionthehistoricalinformationoftheCompanyandCenterState,asapplicable.ThecombinedhistoricalinformationexcludesACBI.(2)AsaresultoftheconversionoflegacyCenterState’scoresystemtotheCompany’scoresystemcompletedin2Q2021,severalloanswerereclassifiedtoconformwiththeCompany’sloansegmentation,mostnotablyresidentialinvestmentloanswhichwerereclassedfromconsumerR/Etoinvestorcommercialrealestatecategory.ConsumerR/Eloansasof1Q20,therefore,werereportedbasedonthepre-reclassificationfigures.TheCompanyestimatedre-classificationsforthe2Q20from1Q20andforthe1Q20from4Q19growthpercentagesforthecomparisonpurposes.Slide25EndNotes(1)Thetangiblemeasuresarenon-GAAPmeasuresandexcludetheeffectofperiodendbalanceofintangibleassets-SeereconciliationofGAAPtoNon-GAAPmeasuresinAppendix. | |
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| 43EARNINGS PRESENTATION END NOTESSlide29EndNotes(1)Thetangiblemeasureisanon-GAAPmeasureandexcludestheeffectofperiodendbalancesofintangibleassets-SeereconciliationofGAAPtoNon-GAAPmeasuresinAppendix.Slide30EndNotes(1)Total revenue and noninterest income are adjusted by gains or losses on sales of securities and tax equivalent adjustments; Tax equivalent NIM, efficiency ratio and adjusted efficiency ratio are Non-GAAP financial measures; Adjusted Efficiency Ratio excludes the impact of merger and branch consolidation related expense, gain on sales of securities, and amortization expense on intangible assets, as applicable –See Current & Historical Efficiency Ratios and Net Interest Margin reconciliation in Appendix. | |
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