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BancorpSouth Announces First Quarter 2019 Financial Results

TUPELO, Miss., April 17, 2019 /PRNewswire/ -- BancorpSouth Bank (BXS) (the "Company") today announced financial results for the quarter ended March 31, 2019.

Highlights for the first quarter of 2019 included:

  • Reported quarterly net income of $51.6 million, or $0.52 per diluted share.
  • Earnings were impacted by a negative pre-tax mortgage servicing rights ("MSR") valuation adjustment of $4.9 million.
  • Net operating income – excluding MSR – of $55.9 million, or $0.56 per diluted share, which represents an increase of 3.7 percent on a per share basis, compared with the first quarter of 2018.
  • Net interest margin – excluding accretable yield – increased to 3.74 percent, compared with 3.71 percent for the fourth quarter of 2018.
  • Continued strong credit quality reflected by provision for credit losses of $0.5 million for the quarter; improvement in non-performing and classified asset levels.
  • Reported balance sheet growth of 7% on an annualized basis including deposit growth of $623 million, or 18% on an annualized basis, while loans were essentially flat.
  • Announced the signing of definitive merger agreements with Van Alstyne Financial Corporation, the parent company of Texas Star Bank, and Summit Financial Enterprises, Inc., the parent company of Summit Bank, National Association.
  • Repurchased 1.0 million shares of outstanding common stock at a weighted average price of $27.60 per share.
  • Completed the acquisitions of Casey Bancorp, Inc., the parent company of Grand Bank of Texas, and Merchants Trust, Inc., the parent company of Merchants Bank, effective April 1, 2019, which will collectively add over $400 million in loans and over $500 million in deposits to the Company's presence in Texas and Alabama in the second quarter.

The Company reported net income of $51.6 million, or $0.52 per diluted share, for the first quarter of 2019, compared with net income of $53.5 million, or $0.54 per diluted share, for the first quarter of 2018 and net income of $47.1 million, or $0.47 per diluted share, for the fourth quarter of 2018.  The Company reported net operating income – excluding MSR – of $55.9 million, or $0.56 per diluted share, for the first quarter of 2019, compared with $53.6 million, or $0.54 per diluted share, for the first quarter of 2018 and $56.4 million, or $0.57 per diluted share, for the fourth quarter of 2018. 

Net operating income – excluding MSR – is a non-GAAP financial measure used by management to assess the core operating performance of the Company.  This measure excludes items such as recognized securities gains and losses, MSR valuation adjustments, restructuring charges, merger-related expenses, and other one-time charges. 

"As we look at our successes for the first quarter, we are excited about the recent transaction announcements with Texas Star Bank and Summit Bank," remarked Dan Rollins, BancorpSouth Chairman and Chief Executive Officer.  "The addition of Texas Star Bank will significantly enhance our presence in the Dallas-Forth Worth, Texas CMSA while the Summit Bank transaction will provide us with additional scale in the Florida Panhandle.  We look forward to these two great banks joining our Company during the second half of 2019.  As we look at our financial results for the quarter, we noted several key accomplishments despite the adverse impact of the MSR adjustment on earnings.   We reported continued expansion in our net interest margin – excluding accretable yield – which increased to 3.74 percent for the first quarter from 3.71 percent for the fourth quarter of 2018.   Consistent with historical seasonal trends, we saw meaningful deposit growth while loans were essentially flat for the quarter.   Total deposit growth was $623 million, or 18 percent on an annualized basis.  Given the pullback in the market, we repurchased one million shares of stock during the quarter at a weighted average price of $27.60 per share, most of which occurred during the latter part of the quarter."

"Finally, we are pleased to have recently completed our mergers with Grand Bank of Texas and Merchants Bank.  Mike Casey and his team will bolster our efforts to expand in the Dallas and Texas Hill Country markets while Joe Bedwell, Jim Reid, and their team will help us further our penetration in Mobile, Alabama while also allowing us to enter new markets in surrounding counties.  We anticipate completing the operational integration of these banks during the second quarter of this year."

Net Interest Revenue

Net interest revenue was $152.6 million for the first quarter of 2019, an increase of 10.5 percent from $138.1 million for the first quarter of 2018 and a decrease of 0.2 percent from $152.9 million for the fourth quarter of 2018.  The fully taxable equivalent net interest margin was 3.86 percent for the first quarter of 2019, compared with 3.67 percent for the first quarter of 2018 and 3.80 percent for the fourth quarter of 2018.  Yields on net loans and leases were 5.09 percent for the first quarter of 2019, compared with 4.60 percent for the first quarter of 2018 and 4.94 percent for the fourth quarter of 2018, while yields on total interest earning assets were 4.57 percent for the first quarter of 2019, compared with 4.05 percent for the first quarter of 2018 and 4.45 percent for the fourth quarter of 2018.  The net interest margin, excluding accretable yield, was 3.74 percent for the first quarter of 2019, compared with 3.60 percent for the first quarter of 2018 and 3.71 percent for the fourth quarter of 2018 while yields on net loans and leases, excluding accretable yield, were 4.95 percent for the first quarter of 2019, compared with 4.51 percent for the first quarter of 2018 and 4.83 percent for the fourth quarter of 2018.  The average cost of deposits was 0.63 percent for the first quarter of 2019, compared with 0.31 percent for the first quarter of 2018 and 0.52 percent for the fourth quarter of 2018.

Asset, Deposit and Loan Activity

Total assets were $18.3 billion at March 31, 2019, compared with $17.2 billion at March 31, 2018.  Loans and leases, net of unearned income, were $13.1 billion at March 31, 2019, compared with $12.3 billion at March 31, 2018.  Total deposits were $14.7 billion at March 31, 2019, compared with $13.9 billion at March 31, 2018.  These balance sheet comparisons include the impact of the acquisition of Icon Capital Corporation, which closed effective October 1, 2018.  Balance sheet totals for Icon Capital Corporation at the time of closing are disclosed in the "Transactions" section of this news release.

Provision for Credit Losses and Allowance for Credit Losses

Earnings for the first quarter of 2019 reflect a provision for credit losses of $0.5 million, compared with a provision of $1.0 million for both the first and fourth quarters of 2018.  Net charge-offs for the first quarter of 2019 were $4.1 million, compared with net recoveries of $0.2 million for the first quarter of 2018 and net charge-offs of $1.9 million for the fourth quarter of 2018.  The allowance for credit losses was $116.5 million, or 0.89 percent of net loans and leases, at March 31, 2019, compared with $119.4 million, or 0.97 percent of net loans and leases, at March 31, 2018 and $120.1 million, or 0.92 percent of net loans and leases, at December 31, 2018.  The allowance for credit losses coverage metrics were impacted by loans acquired in the acquisition that closed during the fourth quarter of 2018.

Total non-performing assets were $97.0 million, or 0.74 percent of net loans and leases, at March 31, 2019, compared with $90.9 million, or 0.74 percent of net loans and leases, at March 31, 2018, and $106.0 million, or 0.81 percent of net loans and leases, at December 31, 2018.  Other real estate owned was $9.7 million at March 31, 2019, compared with $9.4 million at March 31, 2018 and $9.3 million at December 31, 2018.

Noninterest Revenue

Noninterest revenue was $64.2 million for the first quarter of 2019, compared with $78.9 million for the first quarter of 2018 and $59.0 million for the fourth quarter of 2018.  These results include a negative MSR valuation adjustment of $4.9 million for the first quarter of 2019, compared with a positive MSR valuation adjustment of $5.5 million for the first quarter of 2018 and a negative MSR valuation adjustment of $8.1 million for the fourth quarter of 2018.  Valuation adjustments in the MSR asset are driven primarily by fluctuations in interest rates period over period.   

Excluding the MSR valuation adjustment, mortgage banking revenue was $6.9 million for the first quarter of 2019, compared with $7.7 million for the first quarter of 2018 and $4.8 million for the fourth quarter of 2018.  Mortgage origination volume for the first quarter of 2019 was $291.7 million, compared with $291.9 million for the first quarter of 2018 and $305.0 million for the fourth quarter of 2018.  Of the total mortgage origination volume for the first quarter of 2019, $54.1 million was portfolio loans, compared with $61.0 million for the first quarter of 2018 and $47.3 million for the fourth quarter of 2018.

Credit card, debit card, and merchant fee revenue was $8.9 million for the first quarter of 2019, compared with $9.6 million for the first quarter of 2018 and $9.9 million for the fourth quarter of 2018.  Deposit service charge revenue was $10.8 million for the first quarter of 2019, compared with $10.9 million for the first quarter of 2018 and $11.7 million for the fourth quarter of 2018.  Wealth management revenue was $5.6 million for the first quarter of 2019, compared with $5.7 million for the first quarter of 2018 and $5.5 million for the fourth quarter of 2018.  Other noninterest revenue was $6.7 million for the first quarter of 2019, compared with $10.4 million for the first quarter of 2018 and $7.0 million for the fourth quarter of 2018.  Insurance commission revenue was $30.2 million for the first quarter of 2019, compared with $29.1 million for the first quarter of 2018 and $28.0 million for the fourth quarter of 2018. 

Noninterest Expense

Noninterest expense for the first quarter of 2019 was $150.0 million, compared with $147.7 million for the first quarter of 2018 and $152.3 million for the fourth quarter of 2018.  Salaries and employee benefits expense was $97.2 million for the first quarter of 2019, compared with $91.2 million for the first quarter of 2018 and $92.0 million for the fourth quarter of 2018.  Occupancy expense was $11.6 million for the first quarter of 2019, compared with $10.8 million for the first quarter of 2018 and $12.1 million for the fourth quarter of 2018.  Other noninterest expense was $34.6 million for the first quarter of 2019, compared with $39.6 million for the first quarter of 2018 and $42.5 million for the fourth quarter of 2018.  Additionally, merger-related expense for the first quarter of 2019 was $0.9 million, compared with merger-related expense of $5.7 million for the first quarter of 2018 and $4.5 million for the fourth quarter of 2018. 

Capital Management

The Company's equity capitalization is comprised entirely of common stock.  The Company's ratio of shareholders' equity to assets was 12.16 percent at March 31, 2019, compared with 11.99 percent at March 31, 2018 and 12.25 percent at December 31, 2018.  The ratio of tangible shareholders' equity to tangible assets was 8.41 percent at March 31, 2019, compared with 8.69 percent at March 31, 2018 and 8.46 percent at December 31, 2018.

During the first quarter of 2019, the Company repurchased 1,000,000 shares of its outstanding common stock at a weighted average price of $27.60 per share pursuant to its share repurchase program which is intended to comply with Rules 10b-18 and 10b5-1 promulgated under the Securities and Exchange Act of 1934, as amended.  During the fourth quarter of 2018, the Company repurchased 2,973,416 shares of its outstanding common stock at a weighted average price of $30.22 per share, which completed the previous authorization.  As of March 31, 2019, the Company had 2,000,000 remaining shares available for repurchase under its current share repurchase authorization, which expires on December 31, 2019.  

Estimated regulatory capital ratios at March 31, 2019 were calculated in accordance with the Basel III capital framework.  The Company is a "well capitalized" bank, as defined by federal regulations, at March 31, 2019, with Tier 1 risk-based capital of 10.79 percent and total risk-based capital of 11.60 percent, compared with required minimum levels of 8 percent and 10 percent, respectively, in order to qualify for "well capitalized" classification. 

Summary

Rollins concluded, "We are off to a great start through the first three months of 2019.  Our financial performance reflects many of the same trends that we've talked about for some time now.  We saw continued improvement in our core net interest margin while our credit quality trends remained very stable.  We also continue to manage total operating expenses in a very tight range.  Finally, we are pleased with our ability to execute on our strategic plan.  The transactions with Merchants Bank and Grand Bank were closed in less than five months from the announcement date.   In addition, we announced two additional transactions with Texas Star Bank and Summit Bank in March.  We are excited about the additional value that each of these four banks will add to our Company as we continue to expand, particularly in higher growth markets."

TRANSACTIONS

Van Alstyne Financial Corporation

On March 5, 2019, the Company announced the signing of a definitive merger agreement ("Texas Star Merger Agreement") with Van Alstyne Financial Corporation and its wholly owned subsidiary, Texas Star Bank, (collectively referred to as "Texas Star"), pursuant to which Texas Star agreed to be merged with and into the Company (the "Texas Star Merger").  Texas Star operates 7 full-service banking offices in Collin and Grayson counties in Texas, and one loan production office in Durant, Oklahoma.  As of March 31, 2019, Texas Star, on a consolidated basis, reported total assets of $380.9 million, total loans of $330.8 million and total deposits of $331.3 million.  Under the terms of the Texas Star Merger Agreement, the Company expects to issue approximately 2,100,000 shares of the Company's common stock plus $20.5 million in cash for all outstanding shares of Van Alstyne Financial Corporation's capital stock.  For more information regarding the Texas Star Merger, see our Current Report on Form 8-K that was filed with the Federal Deposit Insurance Corporation ("FDIC") on March 5, 2019.  The Texas Star Merger Agreement has been unanimously approved by the Boards of Directors of both the Company and Texas Star. Texas Star has agreed to convene a meeting of its shareholders to vote upon the approval of the Texas Star Merger Agreement. Subject to the satisfaction of all closing conditions, including the receipt of all required regulatory approvals, the Texas Star Merger is expected to be completed during the second half of 2019, although the Company can provide no assurance that the Texas Star Merger will close during this time period or at all.

Summit Financial Enterprises, Inc.

On March 5, 2019, the Company announced the signing of a definitive merger agreement (the "Summit Merger Agreement") with Summit Financial Enterprises, Inc. and its wholly owned subsidiary, Summit Bank, (collectively referred to as "Summit"), pursuant to which Summit agreed to be merged with and into the Company (the "Summit Merger").  Summit operates 4 offices located in Panama City, Panama City Beach, Fort Walton Beach, and Pensacola, Florida.  As of March 31, 2019, Summit, on a consolidated basis, reported total assets of $519.4 million, total loans of $277.1 million and total deposits of $449.2 million.  Under the terms of the Summit Merger Agreement, the Company expects to issue approximately 2,500,000 shares of the Company's common stock plus $20.0 million in cash for all outstanding shares of Summit Financial Enterprises, Inc.'s capital stock.  For more information regarding the Summit Merger, see our Current Report on Form 8-K that was filed with the FDIC on March 5, 2019.  The Summit Merger Agreement has been unanimously approved by the Boards of Directors of both the Company and Summit. Summit has agreed to convene a meeting of its shareholders to vote upon the approval of the Summit Merger Agreement. Subject to the satisfaction of all closing conditions, including the receipt of all required regulatory approvals, the Summit Merger is expected to be completed during the second half of 2019, although the Company can provide no assurance that the Summit Merger will close during this time period or at all.

Casey Bancorp, Inc.

On April 1, 2019, the Company completed the merger with Casey Bancorp, Inc. and its wholly owned subsidiary, Grand Bank of Texas, (collectively referred to as "Grand Bank"), pursuant to which Grand Bank was merged with and into the Company (the "Grand Bank Merger").  Grand Bank operated 4 full-service banking offices in the cities of Dallas, Grand Prairie, Horseshoe Bay and Marble Falls, all in Texas.  As of April 1, 2019, Grand Bank, on a consolidated basis, reported total assets of $341.0 million, total loans of $261.0 million and total deposits of $324.0 million.  Under the terms of the definitive merger agreement, the Company issued approximately 1,275,000 shares of the Company's common stock plus $14.6 million in cash for all outstanding shares of Casey Bancorp, Inc.'s capital stock.  For more information regarding the Grand Bank Merger, see our Current Report on Form 8-K that was filed with the FDIC on April 1, 2019. 

Merchants Trust, Inc.

On April 1, 2019, the Company completed the merger with Merchants Trust, Inc. and its wholly owned subsidiary, Merchants Bank (collectively referred to as "Merchants"), pursuant to which Merchants was merged with and into the Company (the "Merchants Merger").  Merchants, which was based in Jackson, Alabama, operated 6 full-service banking offices in Clarke and Mobile counties in Alabama.  As of April 1, 2019, Merchants, on a consolidated basis, reported total assets of $225.0 million, total loans of $154.0 million and total deposits of $205.0 million.  Under the terms of the definitive merger agreement, the Company issued approximately 950,000 shares of the Company's common stock plus $9.6 million in cash for all outstanding shares of Merchants Trust, Inc.'s capital stock.  For more information regarding the Merchants Merger, see our Current Report on Form 8-K that was filed with the FDIC on April 1, 2019. 

Icon Capital Corporation

Effective October 1, 2018, the Company completed the merger with Icon Capital Corporation and its wholly owned subsidiary, Icon Bank of Texas, National Association (collectively referred to as "Icon"), pursuant to which Icon was merged with and into the Company (the "Icon Merger").  Icon was headquartered in Houston, Texas and operated 7 full-service banking offices in the Houston, Texas metropolitan area.  As of October 1, 2018, Icon, on a consolidated basis, reported total assets of $760.4 million, total loans of $650.4 million and total deposits of $675.8 million.  Under the terms of the definitive merger agreement, the Company issued approximately 4,125,000 shares of the Company's common stock plus $17.5 million in cash, $7 million of which was placed in a separate non-interest bearing escrow account that is to be paid if certain conditions are met, as described in the Current Report on Form 8-K filed with the FDIC on October 1, 2018, for all outstanding shares of Icon Capital Corporation's capital stock.  For more information regarding the Icon Merger, see our Current Report on Form 8-K that was filed with the FDIC on October 1, 2018.  The purchase accounting for this transaction is considered provisional as management continues to identify and assess information regarding the nature of the acquired assets and liabilities and reviews the associated valuation assumptions and methodologies.

Non-GAAP Measures and Ratios

This news release presents certain financial measures and ratios that are not calculated in accordance with U.S. generally accepted accounting principles ("GAAP").  A discussion regarding these non-GAAP measures and ratios, including reconciliations of non-GAAP measures to the most directly comparable GAAP measures and definitions for non-GAAP ratios, appears under the caption "Reconciliation of Non-GAAP Measures and Other Non-GAAP Ratio Definitions"  beginning on page 22 of this news release.

Conference Call and Webcast

The Company will conduct a conference call to discuss its first quarter 2019 financial results on April 18, 2019, at 10:00 a.m. (Central Time).  This conference call will be an interactive session between management and analysts. Interested parties may listen to this live conference call via Internet webcast by accessing www.BancorpSouth.investorroom.com/Webcasts. The webcast will also be available in archived format at the same address.

About BancorpSouth Bank

BancorpSouth Bank (BXS) is headquartered in Tupelo, Mississippi, with approximately $19 billion in assets.  BancorpSouth operates approximately 295 full service branch locations as well as additional mortgage, insurance, and loan production offices in Alabama, Arkansas, Florida, Louisiana, Mississippi, Missouri, Tennessee and Texas, including an insurance location in Illinois.  BancorpSouth is committed to a culture of respect, diversity, and inclusion in both its workplace and communities. To learn more, visit our Community Commitment page at www.bancorpsouth.com.  Like us on Facebook; follow us on Twitter: @MyBXS; or connect with us through LinkedIn.

Forward-Looking Statements

Certain statements contained in this news release may not be based upon historical facts and are "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements may be identified by their reference to a future period or periods or by the use of forward-looking terminology such as "anticipate," "believe," "could," "estimate," "expect," "foresee," "hope," "intend," "may," "might," "plan," "will," or "would" or future or conditional verb tenses and variations or negatives of such terms. These forward-looking statements include, without limitation, those relating to the benefits, costs, synergies and financial and operational impact of the Icon, Grand Bank, Merchants, Texas Star and Summit Mergers (referred to collectively as the "Mergers") on the Company, the acceptance by customers of Icon, Grand Bank, Merchants, Texas Star and Summit of the Company's products and services after the closing of the Mergers, the opportunities to enhance market share in certain markets and market acceptance of the Company generally in new markets, the Company's ability to operate its regulatory compliance programs consistent with federal, state and local laws, including its Bank Secrecy Act ("BSA") and anti-money laundering ("AML") compliance program and its fair lending compliance program, the Company's compliance with the consent order it entered into with the Consumer Financial Protection Bureau and the United States Department of Justice related to the Company's fair lending practices (the "Consent Order"), the impact of the Tax Cuts and Jobs Act of 2017 on the Company and its operations and financial performance, amortization expense for intangible assets, goodwill impairments, loan impairment, utilization of appraisals and inspections for real estate loans, maturity, renewal or extension of construction, acquisition and development loans, net interest revenue, fair value determinations, the amount of the Company's non-performing loans and leases, credit quality, credit losses, liquidity, off-balance sheet commitments and arrangements, valuation of mortgage servicing rights, allowance and provision for credit losses, early identification and resolution of credit issues, utilization of non-GAAP financial measures, the ability of the Company to collect all amounts due according to the contractual terms of loan agreements, the Company's reserve for losses from representation and warranty obligations, the Company's foreclosure process related to mortgage loans, the resolution of non-performing loans that are collaterally dependent, real estate values, fully-indexed interest rates, interest rate risk, interest rate sensitivity, the impact of interest rates on loan yields, calculation of economic value of equity, impaired loan charge-offs, diversification of the Company's revenue stream, the growth of the Company's insurance business and commission revenue, the growth of the Company's customer base and loan, deposit and fee revenue sources, liquidity needs and strategies, sources of funding, net interest margin, declaration and payment of dividends, the utilization of the Company's share repurchase program, the implementation and execution of cost saving initiatives, improvement in the Company's efficiencies, operating expense trends, future acquisitions, dispositions and other strategic growth opportunities and initiatives and the impact of certain claims and ongoing, pending or threatened litigation, administrative and investigatory matters.

The Company cautions readers not to place undue reliance on the forward-looking statements contained in this news release, in that actual results could differ materially from those indicated in such forward-looking statements as a result of a variety of factors. These factors may include, but are not limited to, the Company's ability to operate its regulatory compliance programs consistent with federal, state and local laws, including its BSA/AML compliance program and its fair lending compliance program, the Company's ability to successfully implement and comply with the Consent Order, the ability of the Company to meet expectations regarding the benefits, costs, synergies, and financial and operational impact of the Icon, Grand Bank, Merchants, Texas Star and Summit Mergers, the possibility that any of the anticipated benefits, costs, synergies and financial and operational improvements of the Icon, Grand Bank, Merchants, Texas Star and Summit Mergers will not be realized or will not be realized as expected, the ability of the Company and Texas Star and Summit to complete the Texas Star Merger and Summit Merger, the ability of the Company and Texas Star and Summit to satisfy the conditions to the completion of the Texas Star Merger and Summit Merger, including the approval of the merger transaction by Texas Star and Summit shareholders and the receipt of all regulatory approvals required for the Texas Star Merger and Summit Merger on the terms expected in the Texas Star Merger Agreement and the Summit Merger Agreement, the ability of the Company and Texas Star and Summit to meet expectations regarding the timing, completion and accounting and tax treatments of the Texas Star Merger and Summit Merger, the possibility that any of the anticipated benefits of the Texas Star Merger and Summit Merger will not be realized or will not be realized as expected, the failure of the Texas Star Merger or Summit Merger to close for any other reason, the effect of any announcements regarding the Texas Star Merger or Summit Merger on the Company's operating results, the possibility that the Texas Star Merger and Summit Merger may be more expensive to complete than anticipated, including as a result of unexpected factors or events, the lack of availability of the Company's filings mandated by the Exchange Act from the SEC's publicly available website after November 1, 2017, the impact of any ongoing pending or threatened litigation, administrative and investigatory matters involving the Company, conditions in the financial markets and economic conditions generally, the adequacy of the Company's provision and allowance for credit losses to cover actual credit losses, the credit risk associated with real estate construction, acquisition and development loans, limitations on the Company's ability to declare and pay dividends, the availability of capital on favorable terms if and when needed, liquidity risk, governmental regulation, including the Dodd-Frank Act, and supervision of the Company's operations, the short-term and long-term impact of changes to banking capital standards on the Company's regulatory capital and liquidity, the impact of regulations on service charges on the Company's core deposit accounts, the susceptibility of the Company's business to local economic and environmental conditions, the soundness of other financial institutions, changes in interest rates, the impact of monetary policies and economic factors on the Company's ability to attract deposits or make loans, volatility in capital and credit markets, reputational risk, the impact of the Tax Cuts and Jobs Act of 2017 on the Company and its operations and financial performance, the impact of the loss of any key Company personnel, the impact of hurricanes or other adverse weather events, any requirement that the Company write down goodwill or other intangible assets, diversification in the types of financial services the Company offers, the growth of the Company's insurance business and commission revenue, the growth of the Company's loan, deposit and fee revenue sources, the Company's ability to adapt its products and services to evolving industry standards and consumer preferences, competition with other financial services companies, risks in connection with completed or potential acquisitions, dispositions and other strategic growth opportunities and initiatives, the Company's growth strategy, interruptions or breaches in the Company's information system security, the failure of certain third-party vendors to perform, unfavorable ratings by rating agencies, dilution caused by the Company's issuance of any additional shares of its common stock to raise capital or acquire other banks, bank holding companies, financial holding companies and insurance agencies, the utilization of the Company's share repurchase program, the implementation and execution of cost saving initiatives, other factors generally understood to affect the assets, business, cash flows, financial condition, liquidity, prospects and/or results of operations of financial services companies and other factors detailed from time to time in the Company's press and news releases, reports and other filings with the FDIC. Forward-looking statements speak only as of the date that they were made, and, except as required by law, the Company does not undertake any obligation to update or revise forward-looking statements to reflect events or circumstances that occur after the date of this news release.

 

 

BancorpSouth Bank

Selected Financial Information

(Dollars in thousands, except per share data)

(Unaudited)














Quarter Ended

Quarter Ended

Quarter Ended

Quarter Ended

Quarter Ended


3/31/2019

12/31/2018

9/30/2018

6/30/2018

3/31/2018

Earnings Summary:






Interest revenue

$                    181,133

$                    178,850

$                    163,158

$                    159,290

$                    152,195

Interest expense

28,579

25,969

21,023

17,162

14,117

Net interest revenue

152,554

152,881

142,135

142,128

138,078

Provision for credit losses

500

1,000

-

2,500

1,000

Net interest revenue, after provision






   for credit losses

152,054

151,881

142,135

139,628

137,078

Noninterest revenue

64,220

59,031

71,616

72,456

78,934

Noninterest expense

149,968

152,342

142,409

145,182

147,701

Income before income taxes

66,306

58,570

71,342

66,902

68,311

Income tax expense

14,708

11,473

4,659

12,856

14,820

Net income

$                      51,598

$                      47,097

$                      66,683

$                      54,046

$                      53,491







Balance Sheet - Period End Balances






Total assets

$               18,314,183

$               18,001,540

$               17,249,175

$               17,222,491

$               17,185,772

Total earning assets

16,426,872

16,144,098

15,594,549

15,600,037

15,593,366

Total securities

2,692,499

2,749,188

2,826,359

2,828,754

2,989,767

Loans and leases, net of unearned income

13,071,059

13,112,149

12,449,995

12,418,114

12,296,849

Allowance for credit losses

116,499

120,070

121,019

119,920

119,434

Net book value of acquired loans (included in loans and leases above)

1,191,673

1,310,089

835,939

926,996

1,076,208

Remaining loan mark on acquired loans

30,782

37,366

13,368

14,485

19,330

Total deposits

14,692,609

14,069,966

13,347,193

13,476,558

13,894,301

Long-term debt

5,503

6,213

33,182

33,214

32,963

Total shareholders' equity

2,226,585

2,205,737

2,116,375

2,072,083

2,060,487







Balance Sheet - Average Balances






Total assets

$               18,033,513

$               17,879,081

$               17,059,865

$               17,094,283

$               16,918,568

Total earning assets

16,156,235

16,056,656

15,465,260

15,496,007

15,374,336

Total securities

2,704,383

2,784,437

2,814,751

2,906,235

2,966,917

Loans and leases, net of unearned income

13,078,221

13,063,422

12,433,701

12,334,756

12,084,020

Total deposits

14,445,834

14,072,416

13,387,849

13,539,324

13,563,510

Long-term debt

5,826

17,403

33,196

33,147

34,433

Total shareholders' equity

2,212,748

2,191,852

2,089,746

2,051,452

2,012,639







Nonperforming Assets:






Non-accrual loans and leases

$                      68,949

$                      70,555

$                      55,532

$                      60,045

$                      65,303

Loans and leases 90+ days past due, still accruing

8,471

18,695

2,934

6,335

6,519

Restructured loans and leases, still accruing

9,874

7,498

7,564

6,982

9,681

Non-performing loans (NPLs)

87,294

96,748

66,030

73,362

81,503

Other real estate owned

9,686

9,276

4,301

7,828

9,362

Non-performing assets (NPAs)

$                      96,980

$                    106,024

$                      70,331

$                      81,190

$                      90,865







Financial Ratios and Other Data:






Return on average assets

1.16%

1.05%

1.55%

1.27%

1.28%

Operating return on average assets-excluding MSR*

1.26%

1.25%

1.28%

1.31%

1.29%

Return on average shareholders' equity

9.46%

8.52%

12.66%

10.57%

10.78%

Operating return on average shareholders' equity-excluding MSR*

10.24%

10.20%

10.45%

10.88%

10.80%

Return on tangible equity*

14.16%

12.81%

17.76%

15.00%

15.08%

Operating return on tangible equity-excluding MSR*

15.34%

15.33%

14.66%

15.44%

15.11%

Noninterest income to average assets

1.44%

1.31%

1.67%

1.70%

1.89%

Noninterest expense to average assets

3.37%

3.38%

3.31%

3.41%

3.54%

Net interest margin-fully taxable equivalent

3.86%

3.80%

3.67%

3.71%

3.67%

Net interest margin-fully taxable equivalent, excluding net accretion






  on acquired loans and leases

3.74%

3.71%

3.62%

3.63%

3.60%

Net interest rate spread

3.56%

3.53%

3.43%

3.52%

3.52%

Efficiency ratio (tax equivalent)*

68.85%

71.52%

66.29%

67.31%

67.66%

Operating efficiency ratio-excluding MSR (tax equivalent)*

66.89%

66.86%

66.34%

66.36%

66.79%

Loan/deposit ratio

88.96%

93.19%

93.28%

92.15%

88.50%

Price to earnings multiple (avg)

16.60

11.67

15.07

17.07

17.77

Market value to book value

125.56%

118.27%

152.23%

156.95%

153.77%

Market value to book value (avg)

132.05%

131.34%

158.19%

159.33%

159.14%

Market value to tangible book value

189.14%

178.79%

216.28%

225.06%

220.18%

Market value to tangible book value (avg)

198.92%

198.55%

224.75%

228.47%

227.87%

Employee FTE

4,370

4,445

4,270

4,366

4,305







*Denotes non-GAAP financial measure.  Refer to related disclosure and reconciliation on pages 22 and 23.











Credit Quality Ratios:






Net charge-offs(recoveries) to average loans and leases (annualized)

0.12%

0.06%

(0.04%)

0.07%

(0.01%)

Provision for credit losses to average loans and leases (annualized)

0.02%

0.03%

0.00%

0.08%

0.03%

Allowance for credit losses to net loans and leases

0.89%

0.92%

0.97%

0.97%

0.97%

Allowance for credit losses to net loans and leases, excluding acquired loans and leases

0.98%

1.02%

1.04%

1.05%

1.07%

Allowance for credit losses to non-performing loans and leases

133.46%

124.11%

183.28%

163.46%

146.54%

Allowance for credit losses to non-performing assets

120.13%

113.25%

172.07%

147.70%

131.44%

Non-performing loans and leases to net loans and leases

0.67%

0.74%

0.53%

0.59%

0.66%

Non-performing assets to net loans and leases

0.74%

0.81%

0.56%

0.65%

0.74%







Equity Ratios:






Total shareholders' equity to total assets

12.16%

12.25%

12.27%

12.03%

11.99%

Tangible shareholders' equity to tangible assets*

8.41%

8.46%

8.96%

8.71%

8.69%













Capital Adequacy:






Common  Equity Tier 1 capital

10.79%

10.84%

11.71%

11.42%

11.30%

Tier 1 capital

10.79%

10.84%

11.71%

11.42%

11.30%

Total capital

11.60%

11.68%

12.60%

12.30%

12.18%

Tier 1 leverage capital

9.03%

9.06%

9.68%

9.38%

9.39%

   Estimated for current quarter












Common Share Data:






Basic earnings per share

$                          0.52

$                          0.47

$                          0.68

$                          0.55

$                          0.54

Diluted earnings per share

0.52

0.47

0.67

0.55

0.54

Operating earnings per share*

0.52

0.51

0.57

0.56

0.58

Operating earnings per share- excluding MSR*

0.56

0.57

0.56

0.56

0.54

Cash dividends per share

0.17

0.17

0.17

0.14

0.14

Book value per share

22.48

22.10

21.48

20.99

20.68

Tangible book value per share*

14.92

14.62

15.12

14.64

14.44

Market value per share (last)

28.22

26.14

32.70

32.95

31.80

Market value per share (high)

33.45

33.50

35.40

35.45

35.55

Market value per share (low)

25.76

24.31

32.45

30.60

30.90

Market value per share (avg)

29.68

29.03

33.98

33.45

32.91

Dividend payout ratio

32.78%

35.93%

25.15%

25.62%

25.85%

Total shares outstanding

99,066,856

99,797,271

98,525,516

98,700,509

99,636,779

Average shares outstanding - basic

99,506,952

99,541,965

98,646,087

98,906,619

98,765,789

Average shares outstanding - diluted

99,717,119

99,720,219

98,819,905

99,057,054

98,942,268













Yield/Rate:






(Taxable equivalent basis)






Loans, loans held for sale, and leases net of unearned income

5.09%

4.94%

4.72%

4.67%

4.60%

Loans, loans held for sale, and leases net of unearned income, excluding






  net accretion on acquired loans and leases

4.95%

4.83%

4.64%

4.57%

4.51%

Available-for-sale securities:






  Taxable

2.04%

1.92%

1.80%

1.77%

1.72%

  Tax-exempt

4.63%

4.47%

4.40%

4.39%

4.30%

Short-term, FHLB and other equity investments

2.67%

2.84%

2.04%

2.02%

1.54%

  Total interest earning assets and revenue

4.57%

4.45%

4.21%

4.15%

4.05%

Deposits

0.63%

0.52%

0.43%

0.34%

0.31%

  Demand - interest bearing

0.85%

0.70%

0.59%

0.43%

0.36%

  Savings

0.30%

0.30%

0.24%

0.15%

0.13%

  Other time

1.46%

1.26%

1.06%

0.95%

0.89%

Short-term borrowings

2.16%

2.06%

1.79%

1.62%

1.25%

Total interest bearing deposits and short-term borrowings

1.01%

0.91%

0.77%

0.62%

0.51%

Junior subordinated debt

N/A

N/A

N/A

N/A

0.00%

Long-term debt

4.88%

4.12%

4.06%

4.11%

4.17%

  Total interest bearing liabilities and expense

1.01%

0.92%

0.78%

0.63%

0.53%

Interest bearing liabilities to interest earning assets

71.15%

69.79%

69.12%

70.27%

70.91%

Net interest tax equivalent adjustment

$                        1,035

$                        1,088

$                        1,088

$                        1,119

$                        1,205







*Denotes non-GAAP financial measure.  Refer to related disclosure and reconciliation on pages 22 and 23.





 

 

BancorpSouth Bank

Consolidated Balance Sheets

(Unaudited)









Mar-19

Dec-18

Sep-18

Jun-18

Mar-18



(Dollars in thousands)


Assets







Cash and due from banks

$                207,486

$                239,960

$                169,493

$                198,374

$                180,104


Interest bearing deposits with other banks







and Federal funds sold

490,667

92,476

138,677

152,566

127,345


Available-for-sale securities, at fair value

2,692,499

2,749,188

2,826,359

2,828,754

2,989,767


Loans and leases

13,086,801

13,129,012

12,464,877

12,433,152

12,312,346


  Less:  Unearned income

15,742

16,863

14,882

15,038

15,497


             Allowance for credit losses

116,499

120,070

121,019

119,920

119,434


Net loans and leases

12,954,560

12,992,079

12,328,976

12,298,194

12,177,415


Loans held for sale

138,379

140,300

132,080

153,396

141,979


Premises and equipment, net

432,540

361,859

342,947

339,372

342,353


Accrued interest receivable

59,038

57,054

56,369

51,921

52,856


Goodwill

699,073

695,720

590,292

588,004

580,900


Other identifiable intangibles

49,396

50,896

36,475

39,031

40,590


Bank owned life insurance

305,315

308,324

304,687

306,116

304,850


Other real estate owned

9,686

9,276

4,301

7,828

9,362


Other assets

275,544

304,408

318,519

258,935

238,251


Total Assets

$           18,314,183

$           18,001,540

$           17,249,175

$           17,222,491

$           17,185,772


Liabilities







Deposits:







  Demand:  Noninterest bearing

$             4,201,695

$             4,124,744

$             4,007,158

$             4,135,322

$             4,035,830


                  Interest bearing

6,353,731

5,898,851

5,535,689

5,509,901

5,945,359


  Savings

1,855,024

1,836,167

1,783,602

1,810,149

1,843,264


  Other time

2,282,159

2,210,204

2,020,744

2,021,186

2,069,848


Total deposits

14,692,609

14,069,966

13,347,193

13,476,558

13,894,301


Securities sold under agreement to repurchase

481,567

416,008

403,724

407,704

469,114


Federal funds purchased







   and other short-term borrowing

630,000

1,095,000

1,095,000

1,025,022

500,000


Accrued interest payable

9,718

8,543

7,330

5,961

5,525


Long-term debt

5,503

6,213

33,182

33,214

32,963


Other liabilities

268,201

200,073

246,371

201,949

223,382


Total Liabilities

16,087,598

15,795,803

15,132,800

15,150,408

15,125,285


Shareholders' Equity







Common stock

247,667

249,493

246,314

246,751

249,092


Capital surplus

462,256

484,482

439,590

441,950

465,699


Accumulated other comprehensive loss

(69,924)

(80,491)

(91,650)

(88,751)

(85,994)


Retained earnings

1,586,586

1,552,253

1,522,121

1,472,133

1,431,690


Total Shareholders' Equity

2,226,585

2,205,737

2,116,375

2,072,083

2,060,487


Total Liabilities & Shareholders' Equity

$           18,314,183

$           18,001,540

$           17,249,175

$           17,222,491

$           17,185,772


 

 

BancorpSouth Bank

Consolidated Average Balance Sheets

(Unaudited)









Mar-19

Dec-18

Sep-18

Jun-18

Mar-18



(Dollars in thousands)


Assets







Cash and due from banks

$                213,415

$                218,553

$                179,098

$                203,220

$                202,141


Interest bearing deposits with other banks







and Federal funds sold

238,194

62,516

57,204

66,035

182,488


Available-for-sale securities, at fair value

2,704,383

2,784,437

2,814,751

2,906,235

2,966,917


Loans and leases

13,094,817

13,079,321

12,448,814

12,350,226

12,099,694


  Less:  Unearned income

16,596

15,899

15,113

15,470

15,674


             Allowance for credit losses

118,352

120,426

120,678

119,622

118,840


Net loans and leases

12,959,869

12,942,996

12,313,023

12,215,134

11,965,180


Loans held for sale

86,294

96,588

112,387

144,400

98,662


Premises and equipment, net

430,675

372,488

340,456

342,395

343,098


Accrued interest receivable

54,296

54,156

50,437

48,767

47,770


Goodwill

695,787

668,544

588,777

583,188

544,840


Other identifiable intangibles

50,115

47,567

37,529

39,752

17,811


Bank owned life insurance

306,134

305,888

305,476

305,016

301,982


Other real estate owned

9,555

15,048

6,245

8,997

9,300


Other assets

284,796

310,300

254,482

231,144

238,379


Total Assets

$           18,033,513

$           17,879,081

$           17,059,865

$           17,094,283

$           16,918,568


Liabilities







Deposits:







  Demand:  Noninterest bearing

$             4,078,027

$             4,284,521

$             4,076,890

$             3,976,039

$             3,822,216


                  Interest bearing

6,283,089

5,753,655

5,495,517

5,697,444

5,898,269


  Savings

1,837,197

1,836,148

1,794,229

1,820,013

1,801,128


  Other time

2,247,521

2,198,092

2,021,213

2,045,828

2,041,897


Total deposits

14,445,834

14,072,416

13,387,849

13,539,324

13,563,510


Securities sold under agreement to repurchase

457,875

447,727

427,583

416,839

445,840


Federal funds purchased







   and other short-term borrowing

664,056

953,137

918,153

875,641

667,546


Accrued interest payable

9,998

8,305

6,617

5,600

5,177


Long-term debt

5,826

17,403

33,196

33,147

34,433


Other liabilities

237,176

188,241

196,721

172,280

189,423


Total Liabilities

15,820,765

15,687,229

14,970,119

15,042,831

14,905,929


Shareholders' Equity







Common stock

248,810

250,752

246,635

247,120

247,189


Capital surplus

475,390

497,330

441,779

444,379

447,576


Accumulated other comprehensive loss

(78,255)

(91,541)

(89,244)

(88,962)

(71,205)


Retained earnings

1,566,803

1,535,311

1,490,576

1,448,915

1,389,079


Total Shareholders' Equity

2,212,748

2,191,852

2,089,746

2,051,452

2,012,639


Total Liabilities & Shareholders' Equity

$           18,033,513

$           17,879,081

$           17,059,865

$           17,094,283

$           16,918,568


 

 

BancorpSouth Bank

Consolidated Condensed Statements of Income

(Dollars in thousands, except per share data)

(Unaudited)
















Quarter Ended







Mar-19


Dec-18


Sep-18


Jun-18


Mar-18


INTEREST REVENUE:











Loans and leases

$  163,679


$  162,237


$   147,404


$  143,029


$  136,568


Deposits with other banks

1,516


457


243


331


664


Federal funds sold, securities purchased











   under agreement to resell, FHLB and 











      other equity investments

374


344


295


226


191


Available-for-sale securities:











    Taxable

12,437


12,208


11,529


11,554


11,313


    Tax-exempt

2,121


2,308


2,394


2,435


2,504


Loans held for sale

1,006


1,296


1,293


1,715


955


        Total interest revenue

181,133


178,850


163,158


159,290


152,195













INTEREST EXPENSE:











Interest bearing demand

13,139


10,191


8,113


6,075


5,278


Savings

1,338


1,367


1,087


667


584


Other time

8,065


6,967


5,399


4,862


4,457


Federal funds purchased and securities sold











   under agreement to repurchase

1,775


2,563


2,071


1,898


1,341


Short-term and long-term debt

4,262


4,880


4,353


3,660


2,455


Other

-


1


-


-


2


        Total interest expense

28,579


25,969


21,023


17,162


14,117













        Net interest revenue

152,554


152,881


142,135


142,128


138,078


  Provision for credit losses

500


1,000


-


2,500


1,000


        Net interest revenue, after provision for











          credit losses

152,054


151,881


142,135


139,628


137,078













NONINTEREST REVENUE:











Mortgage banking

2,040


(3,275)


6,517


6,904


13,265


Credit card, debit card and merchant fees

8,874


9,941


9,857


10,530


9,564


Deposit service charges

10,766


11,699


11,278


10,767


10,901


Security gains(losses), net

39


162


(54)


(2)


27


Insurance commissions

30,180


27,981


31,705


32,965


29,130


Wealth management

5,635


5,534


6,016


5,745


5,697


Other

6,686


6,989


6,297


5,547


10,350


        Total noninterest revenue

64,220


59,031


71,616


72,456


78,934













NONINTEREST EXPENSE:











Salaries and employee benefits

97,228


92,013


89,646


91,451


91,197


Occupancy, net of rental income

11,551


12,107


11,690


11,103


10,804


Equipment

3,888


3,837


3,994


3,804


3,754


Deposit insurance assessments

2,740


1,866


2,954


3,129


2,360


Other

34,561


42,519


34,125


35,695


39,586


        Total noninterest expense

149,968


152,342


142,409


145,182


147,701


        Income before income taxes

66,306


58,570


71,342


66,902


68,311


Income tax expense

14,708


11,473


4,659


12,856


14,820


        Net income

$    51,598


$   47,097


$     66,683


$    54,046


$   53,491













Net income per share: Basic

$       0.52


$       0.47


$        0.68


$       0.55


$       0.54


                                  Diluted

$       0.52


$       0.47


$        0.67


$       0.55


$       0.54


     

 

BancorpSouth Bank

Selected Loan Data

(Dollars in thousands)

(Unaudited)












Quarter Ended


Mar-19


Dec-18


Sep-18


Jun-18


Mar-18

LOAN AND LEASE PORTFOLIO:










Commercial and industrial

1,728,897


$   1,766,515


$   1,617,293


$    1,668,174


$  1,695,718

Real estate










   Consumer mortgages

3,242,769


3,259,390


3,184,674


3,143,215


3,000,479

   Home equity

663,120


663,572


655,213


653,450


655,634

   Agricultural

309,931


318,038


315,842


315,828


313,470

   Commercial and industrial-owner occupied

2,128,763


2,267,902


2,157,177


2,147,176


2,102,493

   Construction, acquisition and development

1,322,671


1,286,786


1,103,532


1,346,370


1,377,153

   Commercial real estate

3,169,117


3,026,214


2,923,791


2,636,533


2,640,503

Credit cards

99,260


105,569


102,353


102,790


102,114

All other

406,531


418,163


390,120


404,578


409,285

     Total loans

$ 13,071,059


$ 13,112,149


$ 12,449,995


$  12,418,114


$ 12,296,849











ALLOWANCE FOR CREDIT LOSSES:










Balance, beginning of period

$     120,070


$      121,019


$     119,920


$       119,434


$     118,200











Loans and leases charged-off:










Commercial and industrial

(819)


(1,042)


(322)


(1,057)


(484)

Real estate










   Consumer mortgages

(185)


(298)


(210)


(366)


(134)

   Home equity

(353)


(237)


(227)


(107)


(143)

   Agricultural

-


(6)


(6)


(6)


(12)

   Commercial and industrial-owner occupied

-


(237)


(315)


(279)


(41)

   Construction, acquisition and development

-


(142)


(41)


(66)


(163)

   Commercial real estate

(3,815)


(594)


-


(946)


(35)

Credit cards

(955)


(816)


(596)


(830)


(794)

All other

(831)


(761)


(941)


(551)


(725)

     Total loans charged-off

(6,958)


(4,133)


(2,658)


(4,208)


(2,531)











Recoveries:










Commercial and industrial

360


504


1,558


684


372

Real estate










   Consumer mortgages

1,081


419


522


361


95

   Home equity

75


86


58


72


333

   Agricultural

4


304


20


10


79

   Commercial and industrial-owner occupied

100


40


413


46


80

   Construction, acquisition and development

714


197


564


308


1,262

   Commercial real estate

78


139


200


149


53

Credit cards

218


245


198


367


220

All other

257


250


224


197


271

     Total recoveries

2,887


2,184


3,757


2,194


2,765











Net (charge-offs) recoveries 

(4,071)


...