8-K

WEBSTER FINANCIAL CORP (WBS)

8-K 2022-10-20 For: 2022-10-20
View Original
Added on April 08, 2026

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): October 20, 2022

_________________________

WEBSTER FINANCIAL CORPORATION

(Exact name of registrant as specified in its charter)

Delaware 001-31486 06-1187536
(State or other jurisdiction<br>of incorporation) (Commission<br>File Number) (IRS Employer<br>Identification No.)

200 Elm Street, Stamford, Connecticut 06902

(Address and zip code of principal executive offices)

203-578-2202

(Registrant’s telephone number, including area code)

______________________________________________________________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

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

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbols Name of each exchange on which registered
Common Stock, par value $0.01 per share WBS New York Stock Exchange
Depositary Shares, each representing 1/1000th interest in a share of 5.25% Series F Non-Cumulative Perpetual Preferred Stock WBS-PrF New York Stock Exchange
Depositary Shares, each representing 1/40th interest in a share of 6.50% Series G Non-Cumulative Perpetual Preferred Stock WBS-PrG New York Stock Exchange

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

Emerging growth company ☐

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

Item 2.02 Results of Operations and Financial Condition

On October 20, 2022, Webster Financial Corporation (the Company) issued a press release reporting its results of operations for the quarter ended September 30, 2022. That press release is attached hereto as Exhibit 99.1.

Information contained herein, including Exhibit 99.1, shall not be deemed filed for the purposes of the Securities Exchange Act of 1934, nor shall such information or Exhibit be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such a filing.

Item 7.01 Regulation FD Disclosure

On October 20, 2022, the Company will hold a conference call to discuss its financial results for the quarter ended September 30, 2022, including the press release and other matters relating to the Company. Presentation slides and a link to the live webcast will be available via Webster's Investor Relations website at investors.websterbank.com.

Item 9.01 Financial Statements and Exhibits

(d)Exhibits.

Exhibit<br>Number Description
99.1 Press release datedOctober 20, 2022
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

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

WEBSTER FINANCIAL CORPORATION
(Registrant)
Date: October 20, 2022 /s/ Albert J. Wang
Albert J. Wang
Executive Vice President and Chief Accounting Officer

Document

Exhibit 99.1

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WEBSTER REPORTS

THIRD QUARTER 2022 EPS OF $1.31; ADJUSTED EPS OF $1.46

STAMFORD, Conn., October 20, 2022 - Webster Financial Corporation (NYSE: WBS), the holding company for Webster Bank, N.A. and its HSA Bank division, today announced net income available to common shareholders of $229.8 million, or $1.31 per diluted share, for the quarter ended September 30, 2022, compared to $93.7 million, or $1.03 per diluted share, for the quarter ended September 30, 2021.

Third quarter 2022 results include $36.8 million pre-tax, ($27.2 million after tax), or $0.15 per diluted share, of expenses related to the merger, strategic initiatives, and other charges. Excluding these expenses, earnings per diluted share would have been $1.46 for the quarter ended September 30, 2022. Reported results prior to the first quarter of 2022 reflect legacy Webster Financial results only.

“Third quarter results reflect the strong progress our colleagues have made in creating a high performing and differentiated company,” said John R. Ciulla, president and chief executive officer. “While executing on integration activities, we have maintained a laser-focus on our clients, resulting in financial performance that exceeds the targets we set forth at the announcement of the MOE more than a year ago.”

Highlights for the third quarter of 2022:

•Revenue of $664.6 million.

•Period end loan and lease balance of $47.8 billion; 80 percent commercial loans and leases, 20 percent consumer loans, and a loan to deposit ratio of 89 percent.

•Period end deposit balance of $54.0 billion.

•Provision for credit losses totaled $36.5 million.

•Charges related to the merger, strategic initiatives, and other totaled $36.8 million.

•Return on average assets of 1.38 percent; adjusted 1.54 percent (non-GAAP).

•Return on average tangible common equity of 18.62 percent; adjusted 20.76 percent (non-GAAP).

•Net interest margin of 3.54 percent, up 26 basis points from prior quarter.

•Common equity tier 1 ratio of 10.82 percent.

•Efficiency ratio (non-GAAP) of 41.17 percent.

•Tangible common equity ratio of 7.27 percent.

•Repurchased approximately $100 million in shares under Webster's share repurchase program.

“Not only were our financial results strong this quarter, the underlying drivers of increases in profitability should provide tailwinds into the future,” said Glenn MacInnes, executive vice president and chief financial officer. “Our net interest income should continue to benefit from higher interest rates, and we continue to execute on the efficiencies created in our recent merger.”

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Increases in the balance sheet and income statement, when compared to a year ago, are largely attributable to the merger with Sterling Bancorp on January 31, 2022.

Line of Business performance compared to the third quarter of 2021

Commercial Banking

Webster’s Commercial Banking segment serves businesses that have more than $2 million of revenue through our business banking, middle market, asset-based lending, equipment finance, commercial real estate, sponsor finance, and treasury services business units. Additionally, our Wealth group provides wealth management solutions to business owners, operators, and consumers within our targeted markets and retail footprint. As of September 30, 2022, Commercial Banking had $38.5 billion in loans and leases and $20.8 billion in deposit balances.

Commercial Banking Operating Results:

Three months ended September 30,
(In thousands) 2022 2021
Net interest income $333,554 152,012 119.4 %
Non-interest income 40,497 22,782 77.8
Operating revenue 374,051 174,794 114.0
Non-interest expense 102,415 50,244 (103.8)
Pre-tax, pre-provision net revenue $271,636 124,550 118.1
At September 30,
(In millions) 2022 2021
Loans and leases $38,493 14,655 162.7 %
Deposits 20,828 10,103 106.2
AUA / AUM (off balance sheet) 2,121 2,847 (25.5)

All values are in US Dollars.

Pre-tax, pre-provision net revenue increased $147.1 million to $271.6 million in the quarter as compared to prior year. The increase in balances and income was largely attributable to the merger. Net interest income increased $181.5 million to $333.6 million, primarily driven by the merger, organic growth in loans and deposits since the merger, and the impact of the rising rate environment. Non-interest income increased $17.7 million to $40.5 million, with $18.8 million driven by the merger, partially offset by lower direct investment income. Non-interest expense increased $52.2 million to $102.4 million, with $47.2 million due to the merger, and $5.0 million primarily to support loan and deposit growth.

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HSA Bank

Webster’s HSA Bank division offers a comprehensive consumer-directed healthcare solution that includes health savings accounts, health reimbursement arrangements, flexible spending accounts and commuter benefits. Health savings accounts are distributed nationwide directly to employers and individual consumers, as well as through national and regional insurance carriers, benefit consultants and financial advisors. As of September 30, 2022, HSA Bank had $11.1 billion in total footings comprising $7.9 billion in deposit balances and $3.2 billion in assets under administration through linked investment accounts.

HSA Bank Operating Results:

Three months ended September 30,
(In thousands) 2022 2021
Net interest income $58,567 42,074 39.2 %
Non-interest income 25,842 24,756 4.4
Operating revenue 84,409 66,830 26.3
Non-interest expense 36,725 32,374 (13.4)
Pre-tax, net revenue $47,684 34,456 38.4
At September 30,
(Dollars in millions) 2022 2021
Number of accounts (thousands) 3,133 3,003 4.3 %
Deposits $7,889 7,329 7.6
Linked investment accounts (off balance sheet) 3,233 3,427 (5.7)
Total footings $11,122 10,756 3.4

All values are in US Dollars.

Pre-tax net revenue increased $13.2 million to $47.7 million in the quarter as compared to prior year. Net interest income increased $16.5 million to $58.6 million, primarily due to an increase in net deposit spread and growth in deposits. Non-interest income increased $1.1 million to $25.8 million, due primarily to increased interchange revenue. Non-interest expense increased $4.4 million to $36.7 million, primarily due to incremental expenses from Bend's acquired business and higher compensation, temporary help, and travel expenses.

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Consumer Banking

Consumer Banking serves consumer and business banking customers primarily throughout southern New England and the New York Metro and Suburban markets. Consumer Banking is comprised of the Consumer Lending and Small Business Banking (businesses that have less than $2 million of revenue) business units, as well as a distribution network consisting of 201 banking centers and 354 ATMs, a customer care center, and a full range of web and mobile-based banking services. Additionally, our Webster Investment Services group provides investment services to consumers and small business owners within our targeted markets and retail footprint. As of September 30, 2022, Consumer Banking had $9.3 billion in loans and $23.9 billion in deposit balances, as well as $7.4 billion in assets under administration.

Consumer Banking Operating Results:

Three months ended September 30,
(In thousands) 2022 2021
Net interest income $195,748 98,572 98.6 %
Non-interest income 33,838 24,292 39.3
Operating revenue 229,586 122,864 86.9
Non-interest expense 109,588 73,212 (49.7)
Pre-tax, pre-provision net revenue $119,998 49,652 141.7
At September 30,
(In millions) 2022 2021
Loans $9,302 6,925 34.3 %
Deposits 23,859 12,591 89.5
AUA (off balance sheet) 7,369 4,194 75.7

All values are in US Dollars.

Pre-tax, pre-provision net revenue increased $70.3 million to $120.0 million in the quarter as compared to prior year. The increase in balances and income was largely attributable to the merger. Net interest income increased $97.2 million to $195.7 million, with $71.7 million driven by the merger, and $25.5 million driven by deposit and loan growth, coupled with the impact of the rising rate environment. Non-interest income increased $9.5 million to $33.8 million, with $6.1 million driven by the merger, and $4.7 million from higher deposit, loan, and investment services income, partially offset by $1.5 million in lower mortgage banking fee income. Non-interest expense increased $36.4 million to $109.6 million, primarily driven by $38.4 million of incremental expenses due to the merger, partially offset by lower shared services charges.

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Consolidated financial performance:

Quarterly net interest income compared to the third quarter of 2021:

•Net interest income was $551.0 million compared to $229.7 million.

•Net interest margin was 3.54 percent compared to 2.80 percent. The yield on interest-earning assets increased by 104 basis points, and the cost of interest-bearing liabilities increased by 32 basis points.

•Average interest-earning assets totaled $62.2 billion and increased by $29.3 billion, or 89.2 percent.

•Average loans and leases totaled $46.2 billion and increased by $24.7 billion, or 114.6 percent.

•Average deposits totaled $54.0 billion and increased by $24.1 billion, or 80.8 percent.

Quarterly provision for credit losses:

•The provision for credit losses reflects a $36.5 million expense in the quarter, contributing to a $2.8 million increase in the allowance for credit losses on loans and leases and a $5.2 million increase in reserves on unfunded commitments. The provision for credit losses reflected an expense of $12.2 million in the prior quarter, compared to $7.8 million a year ago.

•Net charge-offs were $28.5 million, compared to $9.6 million in the prior quarter and $0.9 million a year ago. The ratio of net charge-offs to average loans and leases on an annualized basis was 0.25 percent, compared to 0.09 percent in the prior quarter and 0.02 percent a year ago.

•The allowance for credit losses on loans and leases represented 1.20 percent of total loans and leases at September 30, 2022, compared to 1.25 percent at June 30, 2022 and 1.46 percent at September 30, 2021. The allowance represented 274 percent of nonperforming loans and leases at September 30, 2022 compared to 231 percent at June 30, 2022 and 309 percent at September 30, 2021.

Quarterly non-interest income compared to the third quarter of 2021:

•Total non-interest income was $113.6 million compared to $83.8 million, an increase of $29.8 million. The increase primarily reflects the impact of the merger with Sterling, offset by lower direct investment income and mortgage banking revenue. Total non-interest income includes a net $0.3 million related to a gain on the early termination of repurchase agreements partially offset by a loss on the sale of investment securities.

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Quarterly non-interest expense compared to the third quarter of 2021:

•Total non-interest expense was $330.1 million compared to $180.2 million, an increase of $149.9 million. Total non-interest expense includes a net $26.7 million of merger and strategic initiatives and a $10.5 million donation to the Webster Bank Charitable Foundation, compared to $5.8 million of merger and strategic initiative related charges a year ago. Excluding those charges, total non-interest expense increased $118.5 million which primarily reflects the impact of the merger with Sterling.

Quarterly income taxes compared to the third quarter of 2021:

•Income tax expense was $64.1 million compared to $29.8 million, and the effective tax rate was 21.5 percent compared to 23.7 percent. The lower effective tax rate in the current period primarily reflects higher levels of tax-exempt income and tax credits than a year ago, partially offset by the effects of increased income overall in 2022 compared to 2021.

Investment securities:

•Total investment securities, net were $14.6 billion, compared to $15.2 billion at June 30, 2022 and $9.4 billion at September 30, 2021. The carrying value of the available-for-sale portfolio included $941.8 million of net unrealized losses, compared to net unrealized losses of $609.8 million at June 30, 2022 and net unrealized gains of $44.7 million at September 30, 2021. The carrying value of the held-to-maturity portfolio does not reflect $855.9 million of net unrealized losses, compared to net unrealized losses of $539.4 million at June 30, 2022 and net unrealized gains of $152.9 million at September 30, 2021.

Loans and Leases:

•Total loans and leases were $47.8 billion, compared to $45.6 billion at June 30, 2022 and $21.6 billion at September 30, 2021. Compared to June 30, 2022, commercial loans and leases increased by $1.1 billion, commercial real estate loans increased by $0.7 billion, residential mortgages increased by $0.4 billion, while consumer loans decreased by $28.4 million.

•Compared to a year ago, commercial loans and leases increased by $11.5 billion, commercial real estate loans increased by $12.3 billion, residential mortgages increased by $2.5 billion, and consumer loans increased by $1.3 million.

•Loan originations for the portfolio were $5.1 billion, compared to $5.0 billion in the prior quarter and $2.0 billion a year ago. In addition, $1.5 million of residential loans were originated for sale in the quarter, compared to $5.0 million in the prior quarter and $56.7 million a year ago.

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Asset quality:

•Total nonperforming loans and leases were $209.5 million, or 0.44 percent of total loans and leases, compared to $247.5 million, or 0.54 percent of total loans and leases, at June 30, 2022 and $101.8 million, or 0.47 percent of total loans and leases, at September 30, 2021. As of September 30, 2022, $82.0 million of nonperforming loans and leases were contractually current.

•Past due loans and leases were $46.4 million, compared to $51.7 million at June 30, 2022 and $17.1 million at September 30, 2021.

Deposits and borrowings:

•Total deposits were $54.0 billion, compared to $53.1 billion at June 30, 2022 and $30.0 billion at September 30, 2021. Core deposits to total deposits were 95.2 percent, compared to 95.2 percent at June 30, 2022 and 93.7 percent at September 30, 2021. The loan to deposit ratio was 88.5 percent, compared to 86.0 percent at June 30, 2022 and 71.9 percent at September 30, 2021.

•Total borrowings were $5.9 billion, compared to $5.3 billion at June 30, 2022 and $1.3 billion at September 30, 2021.

Capital:

•The return on average common shareholders’ equity and the return on average tangible common shareholders’ equity were 11.78 percent and 18.62 percent, respectively, compared to 11.61 percent and 14.16 percent, respectively, in the third quarter of 2021.

•The tangible equity and tangible common equity ratios were 7.70 percent and 7.27 percent, respectively, compared to 8.12 percent and 7.71 percent, respectively, at September 30, 2021. The common equity tier 1 risk-based capital ratio was 10.82 percent, compared to 11.77 percent at September 30, 2021.

•Book value and tangible book value per common share were $43.32 and $27.69, respectively, compared to $35.78 and $29.63, respectively, at September 30, 2021.

•Repurchased approximately $100 million in shares under Webster's share repurchase program.

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***

Webster Financial Corporation (NYSE:WBS) is the holding company for Webster Bank, N.A. and its HSA Bank Division. Webster is a leading commercial bank in the Northeast that provides a wide range of digital and traditional financial solutions across three differentiated lines of business: Commercial Banking, Consumer Banking and its HSA Bank division, one of the country's largest providers of employee benefits solutions. Headquartered in Stamford, CT, Webster is a values-driven organization with $69 billion in assets. Its core footprint spans the northeastern U.S. from New York to Massachusetts, with certain businesses operating in extended geographies. Webster Bank is a member of the FDIC and an equal housing lender. For more information about Webster, including past press releases and the latest annual report, visit the Webster website at www.websterbank.com.

Conference Call

A conference call covering Webster’s third quarter 2022 earnings announcement will be held today, Thursday, October 20, 2022 at 9:00 a.m. Eastern Time. To listen to the live call, please dial 888-330-2446, or 240-789-2732 for international callers. The passcode is 8607257. The webcast, along with related slides, will be available via Webster's Investor Relations website at investors.websterbank.com. A replay of the conference call will be available for one week via the website listed above, beginning at approximately 12:00 noon (Eastern) on October 20, 2022. To access the replay, dial 800-770-2030, or 647-362-9199 for international callers. The replay conference ID number is 8607257.

Media Contact

Alice Ferreira, 203-578-2610

acferreira@websterbank.com

Investor Contact

Emlen Harmon, 212-309-7646

eharmon@websterbank.com

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Forward-Looking Statements

This release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (the “Act”). Forward-looking statements can be identified by words such as “believes,” “anticipates,” “expects,” “intends,” “targeted,” “continue,” “remain,” “will,” “should,” “may,” “plans,” “estimates,” and similar references to future periods; however, such words are not the exclusive means of identifying such statements. Examples of forward-looking statements include, but are not limited to: (i) projections of revenues, expenses, income or loss, earnings or loss per share, and other financial items; (ii) statements of plans, objectives, and expectations of Webster or its management or Board of Directors; (iii) statements of future economic performance; and (iv) statements of assumptions underlying such statements. Forward-looking statements are based on Webster’s current expectations and assumptions regarding its business, the economy, and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks, and changes in circumstances that are difficult to predict. Webster’s actual results may differ materially from those contemplated by the forward-looking statements, which are neither statements of historical fact nor guarantees or assurances of future performance. Factors that could cause actual results to differ from those discussed in the forward-looking statements include, but are not limited to: (1) our ability to successfully integrate the operations of Webster and Sterling Bancorp and realize the anticipated benefits of the merger; (2) our ability to successfully execute our business plan and strategic initiatives, and manage any risks or uncertainties; (3) our ability to successfully achieve the anticipated cost reductions and operating efficiencies from planned strategic initiatives, including process automation, organization simplification, and spending reductions, and avoid any higher than anticipated costs or delays in the ongoing implementation; (4) local, regional, national, and international economic conditions and the impact they may have on us and our customers; (5) volatility and disruption in national and international financial markets, including as a result of geopolitical conflict such as the war between Russia and Ukraine; (6) the potential adverse effects of the ongoing novel coronavirus (COVID-19) pandemic, or other unusual and infrequently occurring events, and any governmental or societal responses thereto; (7) changes in laws and regulations, including those concerning banking, taxes, dividends, securities, insurance, and healthcare, with which we and our subsidiaries must comply; (8) adverse conditions in the securities markets that lead to impairment in the value of our investment securities and goodwill; (9) inflation, changes in interest rates, and monetary fluctuations; (10) the replacement of and transition from the London Interbank Offered Rate (LIBOR) to the Secured Overnight Financing Rate (SOFR) as the primary interest rate benchmark; (11) the timely development and acceptance of new products and services and the perceived value of those products and services by customers; (12) changes in deposit flows, consumer spending, borrowings, and savings habits; (13) our ability to implement new technologies and maintain secure and reliable technology systems; (14) the effects of any cyber threats, attacks or events or fraudulent activity; (15) performance by our counterparties and vendors; (16) our ability to increase market share and control expenses; (17) changes in the competitive environment among banks, financial holding companies, and other financial services providers; (18) changes in the level of non-performing assets and charge-offs; (19) changes in estimates of future reserve requirements based upon the periodic review thereof under relevant regulatory and accounting requirements; (20) the effect of changes in accounting policies and practices applicable to us, including the impact of recently adopted accounting guidance; (21) legal and regulatory developments including the resolution of legal proceedings or regulatory or other governmental inquiries and the results of regulatory examinations or reviews; (22) our ability to appropriately address social, environmental, and sustainability concerns that may arise from our business activities; and (23) the other factors that are described in the Company’s Annual Report on Form 10-K and Quarterly Reports on Form 10-Q under the headings “Risk Factors” and “Management Discussion and Analysis of Financial Condition and Results of Operations.” Any forward-looking statement made by the Company in this release speaks only as of the date on which it is made. Factors or events that could cause the Company’s actual results to differ may emerge from time to time, and it is not possible for the Company to predict all of them. The Company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.

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Non-GAAP Financial Measures

In addition to results presented in accordance with GAAP, this press release contains certain non-GAAP financial measures. A reconciliation of net income, ROATCE, and other performance ratios, in each case as adjusted, is included in the accompanying selected financial highlights table.

We believe that providing certain non-GAAP financial measures provides investors with information useful in understanding our financial performance, our performance trends and financial position. We utilize these measures for internal planning and forecasting purposes. We, as well as securities analysts, investors, and other interested parties, also use these measures to compare peer company operating performance. We believe that our presentation and discussion, together with the accompanying reconciliations, provides a complete understanding of factors and trends affecting our business and allows investors to view performance in a manner similar to management. These non-GAAP measures should not be considered a substitute for GAAP basis measures and results, and we strongly encourage investors to review our consolidated financial statements in their entirety and not to rely on any single financial measure. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies’ non-GAAP financial measures having the same or similar names.

WEBSTER FINANCIAL CORPORATION<br><br>Selected Financial Highlights (unaudited)
At or for the Three Months Ended
(In thousands, except per share data) September 30,<br>2022 June 30,<br>2022 March 31,<br>2022 December 31,<br>2021 September 30,<br>2021
Income and performance ratios:
Net income (loss) $ 233,968 $ 182,311 $ (16,747) $ 111,038 $ 95,713
Net income (loss) available to common shareholders 229,806 178,148 (20,178) 109,069 93,745
Earnings (loss) per diluted common share 1.31 1.00 (0.14) 1.20 1.03
Return on average assets 1.38 % 1.10 % (0.12) % 1.26 % 1.10 %
Return on average tangible common shareholders' equity (non-GAAP) 18.62 14.50 (1.36) 16.23 14.16
Return on average common shareholders’ equity 11.78 9.09 (1.25) 13.35 11.61
Non-interest income as a percentage of total revenue 17.10 19.90 20.88 28.44 26.73
Asset quality:
Allowance for credit losses on loans and leases $ 574,325 $ 571,499 $ 569,371 $ 301,187 $ 314,922
Nonperforming assets 211,627 250,242 251,206 112,590 104,209
Allowance for credit losses on loans and leases / total loans and leases 1.20 % 1.25 % 1.31 % 1.35 % 1.46 %
Net charge-offs (recoveries) / average loans and leases (annualized) 0.25 0.09 0.10 (0.02) 0.02
Nonperforming loans and leases / total loans and leases 0.44 0.54 0.57 0.49 0.47
Nonperforming assets / total loans and leases plus OREO 0.44 0.55 0.58 0.51 0.48
Allowance for credit losses on loans and leases / nonperforming loans and leases 274.12 230.88 229.48 274.36 309.44
Other ratios:
Tangible equity (non-GAAP) 7.70 % 8.12 % 8.72 % 8.39 % 8.12 %
Tangible common equity (non-GAAP) 7.27 7.68 8.26 7.97 7.71
Tier 1 risk-based capital (a) 11.37 11.65 12.05 12.32 12.39
Total risk-based capital (a) 13.41 13.91 14.41 13.64 13.79
Common equity tier 1 risk-based capital (a) 10.82 11.09 11.46 11.72 11.77
Shareholders’ equity / total assets 11.33 11.83 12.55 9.85 9.57
Net interest margin 3.54 3.28 3.21 2.73 2.80
Efficiency ratio (non-GAAP) 41.17 45.25 48.73 54.85 54.84
Equity and share related:
Common equity $ 7,542,431 $ 7,713,809 $ 7,893,156 $ 3,293,288 $ 3,241,152
Book value per common share 43.32 43.82 44.32 36.36 35.78
Tangible book value per common share (non-GAAP) 27.69 28.31 28.94 30.22 29.63
Common stock closing price 45.20 42.15 56.12 55.84 54.46
Dividends declared per common share 0.40 0.40 0.40 0.40 0.40
Common shares issued and outstanding 174,116 176,041 178,102 90,584 90,588
Weighted-average common shares outstanding - Basic 173,868 175,845 147,394 90,052 90,038
Weighted-average common shares outstanding - Diluted 173,944 175,895 147,533 90,284 90,232
(a) Presented as preliminary for September 30, 2022 and actual for the remaining periods.
WEBSTER FINANCIAL CORPORATION<br><br>Consolidated Balance Sheets (unaudited)
--- --- --- --- --- --- ---
(In thousands) September 30,<br>2022 June 30,<br>2022 September 30,<br>2021
Assets:
Cash and due from banks $ 286,487 $ 294,482 $ 161,369
Interest-bearing deposits 326,638 607,323 2,442,790
Securities:
Available for sale 8,085,044 8,638,358 3,410,443
Held to maturity, net 6,505,838 6,547,998 5,986,308
Total securities, net 14,590,882 15,186,356 9,396,751
Loans held for sale 898 388 24,969
Loans and Leases:
Commercial 19,642,624 18,520,595 8,159,127
Commercial real estate 18,830,948 18,141,670 6,522,679
Residential mortgages 7,617,955 7,223,728 5,167,527
Consumer 1,732,348 1,760,750 1,731,002
Total loans and leases 47,823,875 45,646,743 21,580,335
Allowance for credit losses on loans and leases (574,325) (571,499) (314,922)
Loans and leases, net 47,249,550 45,075,244 21,265,413
Federal Home Loan Bank and Federal Reserve Bank stock 373,044 329,424 75,936
Premises and equipment, net 434,721 449,578 209,573
Goodwill and other intangible assets, net 2,721,040 2,729,551 557,360
Cash surrender value of life insurance policies 1,230,641 1,228,484 572,368
Deferred tax asset, net 369,737 269,790 96,489
Accrued interest receivable and other assets 1,468,928 1,424,401 571,240
Total Assets $ 69,052,566 $ 67,595,021 $ 35,374,258
Liabilities and Shareholders' Equity:
Deposits:
Demand $ 13,849,812 $ 13,576,152 $ 7,154,835
Health savings accounts 7,889,310 7,777,786 7,329,405
Interest-bearing checking 9,203,220 9,547,749 4,181,825
Money market 11,156,579 10,884,656 3,958,700
Savings 9,340,372 8,736,712 5,517,189
Certificates of deposit 2,311,484 2,554,102 1,884,373
Brokered certificates of deposit 258,110
Total deposits 54,008,887 53,077,157 30,026,327
Securities sold under agreements to repurchase and other borrowings 1,265,414 1,743,782 655,871
Federal Home Loan Bank advances 3,510,717 2,510,810 113,334
Long-term debt 1,074,844 1,076,559 564,114
Accrued expenses and other liabilities 1,366,294 1,188,925 628,423
Total liabilities 61,226,156 59,597,233 31,988,069
Preferred stock 283,979 283,979 145,037
Common shareholders' equity 7,542,431 7,713,809 3,241,152
Total shareholders’ equity 7,826,410 7,997,788 3,386,189
Total Liabilities and Shareholders' Equity $ 69,052,566 $ 67,595,021 $ 35,374,258
WEBSTER FINANCIAL CORPORATION<br><br>Consolidated Statements of Income (unaudited)
--- --- --- --- --- --- --- --- ---
Three months ended September 30, Nine months ended September 30,
(In thousands, except per share data) 2022 2021 2022 2021
Interest income:
Interest and fees on loans and leases $ 525,960 $ 196,273 $ 1,303,774 $ 572,728
Interest and dividends on securities 91,569 43,362 237,297 133,895
Loans held for sale 40 57 73 201
Total interest income 617,569 239,692 1,541,144 706,824
Interest expense:
Deposits 37,492 4,571 57,350 16,104
Borrowings 29,074 5,430 51,883 16,413
Total interest expense 66,566 10,001 109,233 32,517
Net interest income 551,003 229,691 1,431,911 674,307
Provision for credit losses 36,531 7,750 237,619 (39,500)
Net interest income after provision for loan and lease losses 514,472 221,941 1,194,292 713,807
Non-interest income:
Deposit service fees 50,807 40,258 150,019 122,166
Loan and lease related fees 26,769 10,881 77,355 27,056
Wealth and investment services 11,419 9,985 33,260 29,475
Mortgage banking activities 86 1,525 616 5,486
Increase in cash surrender value of life insurance policies 7,718 3,666 22,694 10,802
(Loss) on sale of investment securities, net (2,234) (2,234)
Other income 19,071 17,460 56,894 38,249
Total non-interest income 113,636 83,775 338,604 233,234
Non-interest expense:
Compensation and benefits 173,983 105,352 545,641 310,706
Occupancy 23,517 12,430 93,725 42,090
Technology and equipment 45,283 28,441 142,182 84,081
Marketing 3,918 3,721 10,868 9,452
Professional and outside services 21,618 7,074 91,041 37,875
Intangible assets amortization 8,511 1,124 23,700 3,395
Loan workout expenses 580 203 1,992 924
Deposit insurance 8,026 3,855 19,996 11,560
Other expenses 44,635 18,037 118,938 55,164
Total non-interest expense 330,071 180,237 1,048,083 555,247
Income before income taxes 298,037 125,479 484,813 391,794
Income tax expense 64,069 29,766 85,281 93,968
Net income 233,968 95,713 399,532 297,826
Preferred stock dividends (4,162) (1,968) (11,756) (5,906)
Net income available to common shareholders $ 229,806 $ 93,745 $ 387,776 $ 291,920
Weighted-average common shares outstanding - Diluted 173,944 90,232 165,813 90,186
Earnings per common share:
Basic $ 1.31 $ 1.03 $ 2.32 $ 3.23
Diluted 1.31 1.03 2.32 3.22
WEBSTER FINANCIAL CORPORATION<br><br>Five Quarter Consolidated Statements of Income (unaudited)
--- --- --- --- --- --- --- --- --- --- ---
Three Months Ended
(In thousands, except per share data) September 30,<br>2022 June 30,<br>2022 March 31,<br>2022 December 31,<br>2021 September 30,<br>2021
Interest income:
Interest and fees on loans and leases $ 525,960 $ 431,538 $ 346,276 $ 189,985 $ 196,273
Interest and dividends on securities 91,569 82,202 63,526 45,990 43,362
Loans held for sale 40 7 26 45 57
Total interest income 617,569 513,747 409,828 236,020 239,692
Interest expense:
Deposits 37,492 12,459 7,399 4,027 4,571
Borrowings 29,074 14,628 8,181 5,211 5,430
Total interest expense 66,566 27,087 15,580 9,238 10,001
Net interest income 551,003 486,660 394,248 226,782 229,691
Provision for credit losses 36,531 12,243 188,845 (15,000) 7,750
Net interest income after provision for loan and lease losses 514,472 474,417 205,403 241,782 221,941
Non-interest income:
Deposit service fees 50,807 51,385 47,827 40,544 40,258
Loan and lease related fees 26,769 27,907 22,679 9,602 10,881
Wealth and investment services 11,419 11,244 10,597 10,111 9,985
Mortgage banking activities 86 102 428 733 1,525
Increase in cash surrender value of life insurance policies 7,718 8,244 6,732 3,627 3,666
(Loss) on sale of investment securities, net (2,234)
Other income 19,071 22,051 15,772 25,521 17,460
Total non-interest income 113,636 120,933 104,035 90,138 83,775
Non-interest expense:
Compensation and benefits 173,983 187,656 184,002 109,283 105,352
Occupancy 23,517 51,593 18,615 13,256 12,430
Technology and equipment 45,283 41,498 55,401 28,750 28,441
Marketing 3,918 3,441 3,509 2,599 3,721
Professional and outside services 21,618 15,332 54,091 9,360 7,074
Intangible assets amortization 8,511 8,802 6,387 1,118 1,124
Loan workout expenses 580 732 680 244 203
Deposit insurance 8,026 6,748 5,222 4,234 3,855
Other expenses 44,635 42,425 31,878 21,009 18,037
Total non-interest expense 330,071 358,227 359,785 189,853 180,237
Income (loss) before income taxes 298,037 237,123 (50,347) 142,067 125,479
Income tax expense (benefit) 64,069 54,812 (33,600) 31,029 29,766
Net income (loss) 233,968 182,311 (16,747) 111,038 95,713
Preferred stock dividends (4,162) (4,163) (3,431) (1,969) (1,968)
Net income (loss) available to common shareholders $ 229,806 $ 178,148 $ (20,178) $ 109,069 $ 93,745
Weighted-average common shares outstanding - Diluted 173,944 175,895 147,533 90,284 90,232
Earnings (loss) per common share:
Basic $ 1.31 $ 1.00 $ (0.14) $ 1.20 $ 1.03
Diluted 1.31 1.00 (0.14) 1.20 1.03
WEBSTER FINANCIAL CORPORATION<br><br>Consolidated Average Balances, Interest, Yields and Rates, and Net Interest Margin on a Fully Tax-equivalent Basis (unaudited)
--- --- --- --- --- --- --- --- --- --- --- --- ---
Three Months Ended September 30,
2022 2021
(Dollars in thousands) Average<br>balance Interest Yield/rate Average<br>balance Interest Yield/rate
Assets:
Interest-earning assets:
Loans and leases $ 46,229,678 $ 532,062 4.52 % $ 21,538,513 $ 197,015 3.60 %
Investment securities (a) 15,039,510 93,561 2.40 8,911,291 43,868 2.01
Federal Home Loan and Federal Reserve Bank stock 326,860 1,875 2.28 76,212 290 1.51
Interest-bearing deposits (b) 585,807 3,278 2.19 2,334,986 896 0.15
Loans held for sale 580 40 n/m 11,328 57 2.03
Total interest-earning assets 62,182,435 $ 630,816 3.96 % 32,872,330 $ 242,126 2.92 %
Non-interest-earning assets 5,823,755 2,021,962
Total Assets $ 68,006,190 $ 34,894,292
Liabilities and Shareholders' Equity:
Interest-bearing liabilities:
Demand deposits $ 13,590,667 $ % $ 7,182,116 $ %
Health savings accounts 7,854,425 1,146 0.06 7,346,239 1,463 0.08
Interest-bearing checking, money market and savings 29,798,562 33,808 0.45 13,363,703 1,794 0.05
Certificates of deposit and brokered deposits 2,716,885 2,538 0.37 1,957,286 1,314 0.27
Total deposits 53,960,539 37,492 0.28 29,849,344 4,571 0.06
Securities sold under agreements to repurchase and other borrowings 1,369,126 6,242 1.78 544,311 721 0.52
Federal Home Loan Bank advances 2,402,596 13,814 2.25 120,714 492 1.59
Long-term debt (a) 1,075,683 9,018 3.47 564,692 4,217 3.22
Total borrowings 4,847,405 29,074 2.38 1,229,717 5,430 1.82
Total interest-bearing liabilities 58,807,944 $ 66,566 0.45 % 31,079,061 $ 10,001 0.13 %
Non-interest-bearing liabilities 1,108,202 439,830
Total liabilities 59,916,146 31,518,891
Preferred stock 283,979 145,037
Common shareholders' equity 7,806,065 3,230,364
Total shareholders' equity 8,090,044 3,375,401
Total Liabilities and Shareholders' Equity $ 68,006,190 $ 34,894,292
Tax-equivalent net interest income 564,250 232,125
Less: tax-equivalent adjustments (13,247) (2,434)
Net interest income $ 551,003 $ 229,691
Net interest margin 3.54 % 2.80 %
(a) For the purposes of our average yield/rate and margin computations, unsettled trades on investment securities and unrealized gain (loss) balances on securities available-for-sale and senior fixed-rate notes hedges are excluded.
(b) Interest-bearing deposits is a component of cash and cash equivalents.
WEBSTER FINANCIAL CORPORATION<br><br>Consolidated Average Balances, Interest, Yields and Rates, and Net Interest Margin on a Fully Tax-equivalent Basis (unaudited)
--- --- --- --- --- --- --- --- --- --- --- --- ---
Nine Months Ended September 30,
2022 2021
(Dollars in thousands) Average<br>balance Interest Yield/rate Average<br>balance Interest Yield/rate
Assets:
Interest-earning assets:
Loans and leases $ 42,125,526 $ 1,317,941 4.14 % $ 21,477,967 $ 574,984 3.54 %
Investment securities (a) 14,548,116 246,788 2.22 8,878,820 136,727 2.09
Federal Home Loan and Federal Reserve Bank stock 252,559 4,768 2.52 77,040 909 1.58
Interest-bearing deposits (b) 623,866 4,711 1.00 1,434,552 1,419 0.13
Loans held for sale 12,160 73 0.80 11,515 201 2.33
Total interest-earning assets 57,562,227 $ 1,574,281 3.60 % 31,879,894 $ 714,240 2.98 %
Non-interest-earning assets 5,448,419 1,968,707
Total Assets $ 63,010,646 $ 33,848,601
Liabilities and Shareholders' Equity:
Interest-bearing liabilities:
Demand deposits $ 12,758,489 $ % $ 6,800,456 $ %
Health savings accounts 7,809,082 3,358 0.06 7,414,332 4,720 0.09
Interest-bearing checking, money market and savings 27,887,362 48,992 0.23 12,579,762 5,117 0.05
Certificates of deposit and brokered deposits 2,649,328 5,000 0.25 2,146,218 6,267 0.39
Total deposits 51,104,261 57,350 0.15 28,940,768 16,104 0.07
Securities sold under agreements to repurchase and other borrowings 1,006,391 9,876 1.29 522,638 2,216 0.56
Federal Home Loan Bank advances 1,198,754 17,034 1.87 131,606 1,539 1.54
Long-term debt (a) 1,017,120 24,973 3.40 565,866 12,658 3.22
Total borrowings 3,222,265 51,883 2.16 1,220,110 16,413 1.85
Total interest-bearing liabilities 54,326,526 $ 109,233 0.27 % 30,160,878 $ 32,517 0.14 %
Non-interest-bearing liabilities 1,043,313 373,609
Total liabilities 55,369,839 30,534,487
Preferred stock 268,202 145,037
Common shareholders' equity 7,372,605 3,169,077
Total shareholders' equity 7,640,807 3,314,114
Total Liabilities and Shareholders' Equity $ 63,010,646 $ 33,848,601
Tax-equivalent net interest income 1,465,048 681,723
Less: tax-equivalent adjustments (33,137) (7,416)
Net interest income $ 1,431,911 $ 674,307
Net interest margin 3.35 % 2.85 %
(a) For the purposes of our average yield/rate and margin computations, unsettled trades on investment securities and unrealized gain (loss) balances on securities available-for-sale and senior fixed-rate notes hedges are excluded.
(b) Interest-bearing deposits is a component of cash and cash equivalents.
WEBSTER FINANCIAL CORPORATION Five Quarter Loan and Lease Balances (unaudited)
--- --- --- --- --- --- --- --- --- --- ---
(Dollars in thousands) September 30,<br>2022 June 30,<br>2022 March 31,<br>2022 December 31,<br>2021 September 30,<br>2021
Loan and Lease Balances (actual):
Commercial non-mortgage $ 17,838,905 $ 16,628,317 $ 15,578,594 $ 7,509,538 $ 7,172,345
Asset-based lending 1,803,719 1,892,278 1,807,545 1,067,248 986,782
Commercial real estate 18,830,948 18,141,670 17,584,947 6,603,180 6,522,679
Residential mortgages 7,617,955 7,223,728 6,798,199 5,412,905 5,167,527
Consumer 1,732,348 1,760,750 1,767,200 1,678,858 1,731,002
Total Loan and Lease Balances 47,823,875 45,646,743 43,536,485 22,271,729 21,580,335
Allowance for credit losses on loans and leases (574,325) (571,499) (569,371) (301,187) (314,922)
Loans and Leases, net $ 47,249,550 $ 45,075,244 $ 42,967,114 $ 21,970,542 $ 21,265,413
Loan and Lease Balances (average):
Commercial non-mortgage $ 16,780,780 $ 15,850,507 $ 12,568,454 $ 7,304,985 $ 7,280,258
Asset-based lending 1,811,073 1,851,956 1,540,301 1,010,874 956,535
Commercial real estate 18,503,077 17,756,151 13,732,925 6,575,865 6,510,100
Residential mortgages 7,384,704 6,905,509 6,322,495 5,309,127 5,036,329
Consumer 1,750,044 1,756,575 1,748,654 1,701,250 1,755,291
Total Loan and Lease Balances $ 46,229,678 $ 44,120,698 $ 35,912,829 $ 21,902,101 $ 21,538,513
WEBSTER FINANCIAL CORPORATION<br><br>Five Quarter Nonperforming Assets and Past Due Loans and Leases (unaudited)
--- --- --- --- --- --- --- --- --- --- ---
(Dollars in thousands) September 30,<br>2022 June 30,<br>2022 March 31,<br>2022 December 31,<br>2021 September 30,<br>2021
Nonperforming loans and leases:
Commercial non-mortgage $ 80,002 $ 112,006 $ 108,460 $ 63,553 $ 40,774
Asset-based lending 25,115 25,862 5,494 2,114 2,139
Commercial real estate 49,054 49,935 74,581 5,058 15,972
Residential mortgages 25,563 27,213 27,318 15,591 19,327
Consumer 29,782 32,514 32,258 23,462 23,558
Total nonperforming loans and leases $ 209,516 $ 247,530 $ 248,111 $ 109,778 $ 101,770
Other real estate owned and repossessed assets:
Residential mortgages $ 2,024 $ 2,558 $ 2,582 $ 2,276 $ 1,759
Consumer 87 154 513 536 680
Total other real estate owned and repossessed assets $ 2,111 $ 2,712 $ 3,095 $ 2,812 $ 2,439
Total nonperforming assets $ 211,627 $ 250,242 $ 251,206 $ 112,590 $ 104,209 Past due 30-89 days:
--- --- --- --- --- --- --- --- --- --- ---
Commercial non-mortgage $ 17,440 $ 6,006 $ 8,025 $ 9,340 $ 5,537
Asset-based lending 24,103
Commercial real estate 6,050 25,587 20,533 921 821
Residential mortgages 12,577 10,781 9,307 3,561 3,447
Consumer 9,656 9,275 9,379 5,576 7,158
Total past due 30-89 days $ 45,723 $ 51,649 $ 71,347 $ 19,398 $ 16,963
Past due 90 days or more and accruing 711 8 124 2,507 107
Total past due loans and leases $ 46,434 $ 51,657 $ 71,471 $ 21,905 $ 17,070
Five Quarter Changes in the Allowance for Credit Losses on Loans and Leases (unaudited)
--- --- --- --- --- --- --- --- --- --- ---
For the Three Months Ended
(Dollars in thousands) September 30,<br>2022 June 30,<br>2022 March 31,<br>2022 December 31,<br>2021 September 30,<br>2021
ACL on loans and leases, beginning balance $ 571,499 $ 569,371 $ 301,187 $ 314,922 $ 307,945
Initial allowance on PCD loans and leases (1) 88,045
Provision 31,352 11,728 189,068 (14,980) 7,898
Charge-offs:
Commercial portfolio 31,356 18,757 11,248 799 1,723
Consumer portfolio 1,453 896 1,120 1,382 2,053
Total charge-offs 32,809 19,653 12,368 2,181 3,776
Recoveries:
Commercial portfolio 1,413 7,765 1,364 1,107 142
Consumer portfolio 2,870 2,288 2,075 2,319 2,713
Total recoveries 4,283 10,053 3,439 3,426 2,855
Total net charge-offs (recoveries) 28,526 9,600 8,929 (1,245) 921
ACL on loans and leases, ending balance $ 574,325 $ 571,499 $ 569,371 $ 301,187 $ 314,922
ACL on unfunded loan commitments, beginning balance $ 20,149 $ 19,640 $ 13,104 $ 12,170 $ 11,974
Acquisition of Sterling 6,749
Provision 5,180 509 (213) 934 196
ACL on unfunded loan commitments, ending balance $ 25,329 $ 20,149 $ 19,640 $ 13,104 $ 12,170
Total ending balance $ 599,654 $ 591,648 $ 589,011 $ 314,291 $ 327,092

(1)Represents the establishment of the initial reserve for PCD loans and leases net of $48 million in charge-offs recognized upon completion of the merger in accordance with GAAP.

WEBSTER FINANCIAL CORPORATION

Reconciliations to GAAP Financial Measures

The Company evaluates its business based on certain ratios that utilize non-GAAP financial measures. The Company believes the use of these non-GAAP financial measures provides additional clarity in assessing the results and financial position of the Company. Other companies may define or calculate supplemental financial data differently.

The efficiency ratio, which measures the costs expended to generate a dollar of revenue, is calculated excluding certain non-operational items. Return on average tangible common shareholders' equity (ROATCE) measures the Company’s net income available to common shareholders, adjusted for the tax-effected amortization of intangible assets, as a percentage of average shareholders’ equity less average preferred stock and average goodwill and intangible assets. The tangible equity ratio represents shareholders’ equity less goodwill and intangible assets divided by total assets less goodwill and intangible assets. The tangible common equity ratio represents shareholders’ equity less preferred stock and goodwill and intangible assets divided by total assets less goodwill and intangible assets. Tangible book value per common share represents shareholders’ equity less preferred stock and goodwill and intangible assets divided by common shares outstanding at the end of the period. Core deposits express total deposits less certificates of deposit and brokered time deposits. Adjusted net income (loss) available to common shareholders, adjusted diluted earnings per share (EPS), adjusted ROATCE, and adjusted return on average assets (ROAA) are calculated by excluding after tax non-operational items including merger-related expenses and the initial non-PCD provision related to the merger. See the tables below for reconciliations of these non-GAAP financial measures with financial measures defined by GAAP.

At or for the Three Months Ended
(In thousands, except per share data) September 30,<br>2022 June 30,<br>2022 March 31,<br>2022 December 31,<br>2021 September 30,<br>2021
Efficiency ratio:
Non-interest expense $ 330,071 $ 358,227 $ 359,785 $ 189,853 $ 180,237
Less: Foreclosed property activity (393) (358) (75) (347) (142)
Intangible assets amortization 8,511 8,802 6,387 1,118 1,124
Operating lease depreciation 2,115 2,425 1,632
Strategic initiatives and other (1) 11,617 (152) (4,140) 600 (4,011)
Merger related 25,536 66,640 108,495 10,560 9,847
Debt prepayment costs 2,526
Non-interest expense $ 282,685 $ 280,870 $ 247,486 $ 175,396 $ 173,419
Net interest income $ 551,003 $ 486,660 $ 394,248 $ 226,782 $ 229,691
Add: Tax-equivalent adjustment 13,247 11,732 8,158 2,397 2,434
Non-interest income 113,636 120,933 104,035 90,138 83,775
Other income (2) 11,186 3,805 3,082 431 327
Less: Operating lease depreciation 2,115 2,425 1,632
(Loss) on sale of investment securities, net (2,234)
Other (3) 2,548
Income $ 686,643 $ 620,705 $ 507,891 $ 319,748 $ 316,227
Efficiency ratio 41.17% 45.25% 48.73% 54.85% 54.84%
Return on average tangible common shareholders' equity:
Net income (loss) $ 233,968 $ 182,311 $ (16,747) $ 111,038 $ 95,713
Less: Preferred stock dividends 4,162 4,163 3,431 1,969 1,968
Add: Intangible assets amortization, tax-effected 6,724 6,954 5,046 883 888
Adjusted income (loss) $ 236,530 $ 185,102 $ (15,132) $ 109,952 $ 94,633
Adjusted income (loss), annualized basis $ 946,120 $ 740,408 $ (60,528) $ 439,808 $ 378,532
Average shareholders' equity $ 8,090,044 $ 8,125,518 $ 6,691,490 $ 3,411,911 $ 3,375,401
Less: Average preferred stock 283,979 283,979 236,121 145,037 145,037
Average goodwill and other intangible assets 2,725,200 2,733,827 2,007,266 556,784 557,902
Average tangible common shareholders' equity $ 5,080,865 $ 5,107,712 $ 4,448,103 $ 2,710,090 $ 2,672,462
Return on average tangible common shareholders' equity 18.62% 14.50% (1.36)% 16.23% 14.16%

(1)Strategic initiatives and other is comprised of a contribution to the Webster foundation of $10.5 million (included within other non-interest expense), professional & outside services of $1.4 million, and occupancy of $(0.2) million.

(2)Other income includes the taxable equivalent of net income generated from low income housing tax-credit investments.

(3)Other is comprised of a $2.5 million gain related to the early termination of repurchase agreements.

WEBSTER FINANCIAL CORPORATION

Reconciliations to GAAP Financial Measures (continued)

At or for the Three Months Ended
(In thousands, except per share data) September 30,<br>2022 June 30,<br>2022 March 31,<br>2022 December 31,<br>2021 September 30,<br>2021
Tangible equity:
Shareholders' equity $ 7,826,410 $ 7,997,788 $ 8,177,135 $ 3,438,325 $ 3,386,189
Less: Goodwill and other intangible assets 2,721,040 2,729,551 2,738,353 556,242 557,360
Tangible shareholders' equity $ 5,105,370 $ 5,268,237 $ 5,438,782 $ 2,882,083 $ 2,828,829
Total assets $ 69,052,566 $ 67,595,021 $ 65,131,484 $ 34,915,599 $ 35,374,258
Less: Goodwill and other intangible assets 2,721,040 2,729,551 2,738,353 556,242 557,360
Tangible assets $ 66,331,526 $ 64,865,470 $ 62,393,131 $ 34,359,357 $ 34,816,898
Tangible equity 7.70% 8.12% 8.72% 8.39% 8.12%
Tangible common equity:
Tangible shareholders' equity $ 5,105,370 $ 5,268,237 $ 5,438,782 $ 2,882,083 $ 2,828,829
Less: Preferred stock 283,979 283,979 283,979 145,037 145,037
Tangible common shareholders' equity $ 4,821,391 $ 4,984,258 $ 5,154,803 $ 2,737,046 $ 2,683,792
Tangible assets $ 66,331,526 $ 64,865,470 $ 62,393,131 $ 34,359,357 $ 34,816,898
Tangible common equity 7.27% 7.68% 8.26% 7.97% 7.71%
Tangible book value per common share:
Tangible common shareholders' equity $ 4,821,391 $ 4,984,258 $ 5,154,803 $ 2,737,046 $ 2,683,792
Common shares outstanding 174,116 176,041 178,102 90,584 90,588
Tangible book value per common share $ 27.69 $ 28.31 $ 28.94 $ 30.22 $ 29.63
Core deposits:
Total deposits $ 54,008,887 $ 53,077,157 $ 54,356,283 $ 29,847,029 $ 30,026,327
Less: Certificates of deposit 2,311,484 2,554,102 2,821,097 1,797,770 1,884,373
Brokered certificates of deposit 258,110
Core deposits $ 51,439,293 $ 50,523,055 $ 51,535,186 $ 28,049,259 $ 28,141,954
Three months ended September 30, 2022
--- --- --- ---
Adjusted ROATCE:
Net income $ 233,968
Less: Preferred stock dividends 4,162
Add: Intangible assets amortization, tax-effected 6,724
Strategic initiatives and other, tax-effected 8,467
Merger related, tax-effected 18,968
Loss on sale of investment securities, net, tax-effected 1,628
Other, tax-effected (1,857)
Adjusted income $ 263,736
Adjusted income, annualized basis $ 1,054,944
Average shareholders' equity $ 8,090,044
Less: Average preferred stock 283,979
Average goodwill and other intangible assets 2,725,200
Average tangible common shareholders' equity $ 5,080,865
Adjusted return on average tangible common shareholders' equity 20.76 %
Adjusted ROAA:
Net income $ 233,968
Add: Strategic initiatives and other, tax-effected 8,467
Merger related, tax-effected 18,968
Loss on sale of investment securities, net, tax-effected 1,628
Other, tax-effected (1,857)
Adjusted income $ 261,174
Adjusted income, annualized basis $ 1,044,696
Average assets $ 68,006,190
Adjusted return on average assets 1.54 %
(In millions, except per share data)
--- --- --- --- --- --- ---
GAAP to adjusted reconciliation:
Three months ended September 30, 2022
Pre-Tax Income Net Income Available to Common Shareholders Diluted EPS
Reported (GAAP) $ 298.0 $ 229.8 $ 1.31
Merger related expenses 25.5 19.0 0.11
Strategic initiatives and other 11.3 8.2 0.04
Adjusted (non-GAAP) $ 334.9 $ 257.0 $ 1.46

22