BANCORPSOUTH, INC. 
By TUPELO, Miss., April 21, 2014 /PRNewswire/ -- BancorpSouth, Inc. (NYSE: BXS) today announced financial results for the quarter ended March 31, 2014.
Highlights for the first quarter of 2014 included:
-- Net income of $28.4 million or $0.30 per diluted share.
-- Announced the signing of definitive merger agreements with Ouachita
Bancshares Corp., parent company of Ouachita Independent Bank
(collectively referred to as "OIB"), headquartered in Monroe, Louisiana,
and Central Community Corporation, parent company of First State Bank
Central Texas (collectively referred to as "First State Bank"),
headquartered in Temple, Texas.
-- Generated net loan growth of $110.4 million, or 5.0 percent annualized,
which represents the fourth consecutive quarter of net loan growth.
-- Reported deposit growth of $38.0 million, or 1.4 percent annualized.
-- Produced $31.6 million of insurance commission revenue, which represents
the highest level of quarterly insurance commission revenue in the
Company's history.
-- Continued progress toward reducing non-interest expenses.
-- Net interest margin remained stable at 3.54 percent compared with 3.52
percent for the fourth quarter of 2013.
-- Non-performing loans and leases ("NPLs") declined $27.2 million, or 22.5
percent, compared to the fourth quarter of 2013, while non-performing
assets ("NPAs") decreased $32.9 million, or 17.3 percent, over the same
period.
The Company reported net income of $28.4 million, or $0.30 per diluted share, for the first quarter of 2014 compared with net income of $20.8 million, or $0.22 per diluted share, for the first quarter of 2013 and net income of $27.7 million, or $0.29 per diluted share, for the fourth quarter of 2013.
"Our financial results continue to benefit from the daily efforts of our people to grow our Company and to improve operating performance," remarked Dan Rollins, Chief Executive Officer. "Our insurance team generated $31.6 million of commission revenue, including $3.1 million contributed by the GEM agency team in Houston, which was acquired near the end of 2013. Even without the incremental GEM agency revenue, this is the largest quarterly amount of insurance commission revenue generated in our Company's history. This speaks to the success of our legacy team to continue to win new business. Our results also reflect continued positive momentum with our lending efforts. We are pleased to report loan growth for the quarter of just over $110 million, or 5 percent on an annualized basis. Net loan growth, combined with the benefit from the re-pricing of high cost time deposits, allowed us to continue to maintain our net interest margin at a relatively stable level."
"We are also excited about the opportunities presented by the two bank transactions that we announced during the quarter," commented Rollins. "OIB is a bank we have a tremendous amount of respect for in a market we already serve. We expect to gain synergies from the footprint overlap in Monroe and Shreveport while adding a very skilled lending team that will help us grow. First State Bank presents an opportunity to expand our footprint into Central Texas, which is a high growth market we have not previously served. We believe both of these transactions will allow us to better leverage our existing back office and support structure."
Earnings for the quarter reflect no recorded provision for credit losses, which is consistent with no recorded provision for the fourth quarter of 2013 and a decline from $4.0 million for the first quarter of 2013. NPLs declined $27.2 million, or 22.5 percent, during the first quarter of 2014 to $93.3 million at March 31, 2014 compared with $120.4 million at December 31, 2013 and declined $113.8 million, or 55.0 percent, from $207.0 million at March 31, 2013. In addition, total NPAs declined $32.9 million, or 17.3 percent, to $156.9 million at March 31, 2014 compared with $189.7 million at December 31, 2013 and declined $146.5 million, or 48.3 percent, from $303.3 million at March 31, 2013. Net charge-offs were $3.5 million for the first quarter of 2014 compared with $0.7 million for the fourth quarter of 2013 and $5.9 million for the first quarter of 2013.
Net Interest Revenue
Net interest revenue was $101.5 million for the first quarter of 2014, an increase of 3.5 percent from $98.1 million for the first quarter of 2013 and a decrease of 0.9 percent from $102.4 million for the fourth quarter of 2013. The fully taxable equivalent net interest margin was 3.54 percent for the first quarter of 2014 compared to 3.37 percent for the first quarter of 2013 and 3.52 percent for the fourth quarter of 2013. Yields on loans and leases declined to 4.48 percent for the first quarter of 2014 compared with 4.70 percent for the first quarter of 2013 and 4.52 percent for the fourth quarter of 2013, while yields on total interest earning assets were relatively flat at 3.85 percent for the first quarter of 2014 compared with 3.87 percent for the first quarter of 2013 and 3.86 percent for the fourth quarter of 2013. The average cost of deposits declined to 0.31 percent for the first quarter of 2014 from 0.43 percent for the first quarter of 2013 and 0.34 percent for the fourth quarter of 2013.
Asset, Deposit and Loan Activity
Total assets were $13.1 billion at March 31, 2014 compared with $13.4 billion at March 31, 2013. Total deposits were $10.8 billion at March 31, 2014 compared with $11.2 billion at March 31, 2013. Loans and leases, net of unearned income, were $9.1 billion at March 31, 2014 compared with $8.6 billion at March 31, 2013.
The decrease in time deposits of $323.1 million, or 12.8 percent, at March 31, 2014 compared to March 31, 2013 was partially offset by growth in noninterest bearing demand deposits, which increased $142.2 million, or 5.5 percent, over the same period. Additionally, savings deposits increased $84.6 million, or 7.0 percent, while interest bearing demand deposits declined $256.8 million, or 5.3 percent, over the same period. As of March 31, 2014, $763.4 million of time deposits were scheduled to mature during the following two quarters at a weighted average rate of 0.53 percent.
Provision for Credit Losses and Allowance for Credit Losses
For the first quarter of 2014, no provision for credit losses was recorded, compared with $4.0 million for the first quarter of 2013 and no provision for the fourth quarter of 2013. Net charge-offs for the first quarter of 2014 were $3.5 million, compared with $5.9 million for the first quarter of 2013 and $0.7 million for the fourth quarter of 2013. Recoveries of previously charged-off loans were $4.5 million for the first quarter of 2014, compared with $3.9 million for the first quarter of 2013 and $7.6 million for the fourth quarter of 2013. Annualized net charge-offs were 0.16 percent of average loans and leases for the first quarter of 2014, compared with 0.27 percent for the first quarter of 2013 and 0.03 percent for the fourth quarter of 2013.
NPLs were $93.3 million, or 1.03 percent of net loans and leases, at March 31, 2014, compared with $207.0 million, or 2.41 percent of net loans and leases, at March 31, 2013, and $120.4 million, or 1.34 percent of net loans and leases, at December 31, 2013. The allowance for credit losses was $149.7 million, or 1.65 percent of net loans and leases, at March 31, 2014 compared with $162.6 million, or 1.89 percent of net loans and leases, at March 31, 2013 and $153.2 million, or 1.71 percent of net loans and leases, at December 31, 2013.
NPLs at March 31, 2014 consisted primarily of $77.5 million of nonaccrual loans, compared with $92.2 million of nonaccrual loans at December 31, 2013. Payments received on nonaccrual loans during the first quarter of 2014 totaled $23.2 million, compared with payments received on such loans of $25.3 million during the fourth quarter of 2013. NPLs at March 31, 2014 also included $1.9 million of loans 90 days or more past due and still accruing, compared with $1.2 million of such loans at December 31, 2013, and included restructured loans still accruing of $13.8 million at March 31, 2014, compared with $27.0 million of such loans at December 31, 2013. Early stage past due loans, representing loans 30-89 days past due, totaled $28.3 million at March 31, 2014 compared to $33.8 million at December 31, 2013.
Included in nonaccrual loans at March 31, 2014 were $44.2 million of loans, or 57.0 percent of total nonaccrual loans, that were paying as agreed, compared with $48.1 million, or 52.2 percent of total nonaccrual loans, at December 31, 2013. These loans were generally placed on nonaccrual status because the collateral values were less than the outstanding balances, and because of uncertainty as to whether the borrowers possessed adequate liquidity or would be able to generate sufficient cash flow to satisfy the debt given the short-fall in collateral values. Such loans are generally deemed to be impaired, with a specific reserve established for the difference in the balance owed and the disposition value of the collateral.
Other real estate owned ("OREO") decreased $5.7 million to $63.6 million during the first quarter of 2014 from $69.3 million at December 31, 2013. This net decrease reflected $4.9 million of OREO added through foreclosure, offset by sales of OREO of $8.8 million. Write-downs in the value of existing properties were $1.8 million for the first quarter of 2014 compared to $1.1 million for the fourth quarter of 2013. Sales of OREO during the first quarter of 2014 resulted in a net loss of $0.5 million compared to a net loss of $0.9 million for the fourth quarter of 2013. At March 31, 2014, OREO was carried at 44.5 percent of the aggregate loan balances at the time of foreclosure, compared with 43.6 percent at December 31, 2013.
Noninterest Revenue
Noninterest revenue was $66.5 million for the first quarter of 2014, compared with $71.3 million for the first quarter of 2013 and $65.1 million for the fourth quarter of 2013. These results included a negative mortgage servicing rights ("MSR") valuation adjustment of $1.5 million for the first quarter of 2014 compared with a positive MSR valuation adjustment of $1.0 million for the first quarter of 2013 and a positive MSR valuation adjustment of $2.9 million for the fourth quarter of 2013.
Excluding the MSR valuation adjustments, net mortgage lending revenue was $4.9 million for the first quarter of 2014, compared with $11.3 million for the first quarter of 2013 and $6.7 million for the fourth quarter of 2013. Mortgage origination volume for the first quarter of 2014 was $197.1 million, compared with $425.9 million for the first quarter of 2013 and $222.3 million for the fourth quarter of 2013.
Credit and debit card fee revenue was $7.8 million for the first quarter of 2014, compared with $7.5 million for the first quarter of 2013 and $8.3 million for the fourth quarter of 2013. Deposit service charge revenue was $12.5 million for the first quarter of 2014, compared with $12.8 million for the first quarter of 2013 and $13.6 million for the fourth quarter of 2013. Insurance commission revenue was $31.6 million for the first quarter of 2014, compared with $26.6 million for the first quarter of 2013 and $21.4 million for the fourth quarter of 2013.
Noninterest Expense
Noninterest expense for the first quarter of 2014 was $126.7 million, compared with $135.4 million for the first quarter of 2013 and $127.8 million for the fourth quarter of 2013. Salaries and employee benefits expense was $78.9 million for the first quarter of 2014 compared to $79.4 million for the first quarter of 2013 and $75.5 million for the fourth quarter of 2013. Foreclosed property expense was $2.6 million for the first quarter of 2014 compared with $2.4 million for the first quarter of 2013 and $2.8 million for the fourth quarter of 2013. Deposit insurance assessments were $1.6 million for the first quarter of 2014 compared to $2.8 million for the first quarter of 2013 and $2.7 million for the fourth quarter of 2013. Additionally, noninterest expense for the first quarter of 2014 included $0.6 million of merger related expenses. Noninterest expense for the first quarter of 2013 included a pre-tax charge of $6.8 million to increase the litigation accrual related to probable losses associated with various legal proceedings.
Capital Management
BancorpSouth is a "well capitalized" financial holding company, as defined by federal regulations, with Tier 1 risk-based capital of 13.18 percent at March 31, 2014 and total risk based capital of 14.44 percent, compared with required minimum levels of 6 percent and 10 percent, respectively, for "well capitalized" classification. The Company's equity capitalization consists of 100 percent common stock. BancorpSouth's ratio of shareholders' equity to assets was 11.83 percent at March 31, 2014, compared with 10.94 percent at March 31, 2013 and 11.61 percent at December 31, 2013. The ratio of tangible shareholders' equity to tangible assets was 9.69 percent at March 31, 2014, compared with 8.96 percent at March 31, 2013 and 9.44 percent at December 31, 2013.
Recent Transaction Announcements
On December 18, 2013, BancorpSouth Insurance Services, Inc. acquired the assets of Houston, Texas based GEM Insurance Agencies, LP ("GEM"). GEM was formed in 1954 and produces annual commission revenues of approximately $9 million. As a part of the transaction, the Company's existing Houston office will re-locate into GEM's current office located at 3355 West Alabama Street in Houston. The combined operations are expected to produce annual revenues of approximately $11 million.
On January 8, 2014, the Company announced the signing of a definitive merger agreement with Ouachita Bancshares Corp., parent company of Ouachita Independent Bank (collectively referred to as "OIB"), headquartered in Monroe, Louisiana, pursuant to which Ouachita Bancshares Corp. will be merged with and into the Company. OIB operates 12 full-service banking offices along the I-20 corridor and has loan production offices in Madison, Mississippi and Natchitoches, Louisiana. As of December 31, 2013, OIB, on a consolidated basis, reported total assets of $652.5 million, total loans of $477.8 million and total deposits of $549.7 million. Under the terms of the definitive agreement, the Company will issue a maximum of 3,675,000 shares of the Company's common stock plus $22.875 million in cash for all outstanding shares of Ouachita Bancshares Corp.'s capital stock, subject to certain conditions and potential adjustments. The terms of the agreement provide for a collar with respect to the total deal value ranging from $99 million to $112 million. The merger has been unanimously approved by the Board of Directors of each company and was approved by OIB shareholders on April 8, 2014. The transaction is expected to close shortly after receiving all required regulatory approvals.
On January 21, 2014, the Company announced the signing of a definitive merger agreement with Central Community Corporation, headquartered in Temple, Texas, pursuant to which Central Community Corporation will be merged with and into the Company. Central Community Corporation is the parent company of First State Bank Central Texas ("First State Bank"), which is headquartered in Austin, Texas. First State Bank operates 31 full-service banking offices in central Texas. As of December 31, 2013, Central Community Corporation, on a consolidated basis, reported total assets of $1.3 billion, total loans of $555.5 million and total deposits of $1.1 billion. Under the terms of the definitive agreement, the Company will issue approximately 7,250,000 shares of the Company's common stock plus $28.5 million in cash for all outstanding shares of Central Community Corporation's capital stock, subject to certain conditions and potential adjustments. The merger has been unanimously approved by the Board of Directors of each company. The transaction is subject to certain conditions, including the approval by Central Community Corporation's shareholders and receipt of all required regulatory approvals.
On April 9, 2014, BancorpSouth Insurance Services, Inc. announced the acquisition of the assets of Lafayette, Louisiana based Knox Insurance Group, LLC. Knox was formed in 1972 and currently produces annual revenues of approximately $3 million. Knox will continue to operate under current leadership in its current location in Lafayette.
Summary
Rollins concluded, "We believe that the financial results for the first quarter and the transaction announcements that we have made reflect progress towards the goals that have been communicated. We were able to reduce total non-interest expense for the third consecutive quarter, despite seasonally high personnel-related costs as well as the addition of the GEM team at the end of 2013. With that said, we still have a lot of work to do to improve our legacy core expense base. Our lending group produced net loan growth for the fourth consecutive quarter and our insurance team reported record performance. Additionally, we anticipate that the recent transactions that have been announced, both the bank and the insurance businesses, will provide us with additional resources to achieve our growth goals while also allowing us to better leverage our current operating structure."
Conference Call
BancorpSouth will conduct a conference call to discuss its first quarter 2014 results on April 22, 2014, at 10:00 a.m. (Central Time). Investors may listen via the Internet by accessing BancorpSouth's website at http://www.bancorpsouth.com. A replay of the conference call will be available at BancorpSouth's website for at least two weeks following the call.
About BancorpSouth, Inc.
BancorpSouth, Inc. is a financial holding company headquartered in Tupelo, Mississippi, with $13.1 billion in assets. BancorpSouth Bank, a wholly-owned subsidiary of BancorpSouth, Inc., operates 292 commercial banking, mortgage, and insurance locations in Alabama, Arkansas, Florida, Louisiana, Mississippi, Missouri, Tennessee and Texas, including an insurance location in Illinois.
In connection with the proposed merger of Ouachita Bancshares Corp. with and into BancorpSouth, BancorpSouth has filed a registration statement on Form S-4 with the Securities and Exchange Commission. Shareholders of BancorpSouth and Ouachita Bancshares Corp. are encouraged to read the registration statement, including the proxy statement/prospectus that is a part of the registration statement, because it contains important information about the merger, BancorpSouth and Ouachita Bancshares Corp. The proxy statement/prospectus and other relevant documents are available for free on the SEC's web site (www.sec.gov), and the proxy statement/prospectus is available for free from the Corporate Secretary of each of BancorpSouth and Ouachita Bancshares Corp.
In connection with the proposed merger of Central Community Corporation with and into BancorpSouth, BancorpSouth has filed a registration statement on Form S-4 with the Securities and Exchange Commission. Shareholders of BancorpSouth and Central Community Corporation are encouraged to read the registration statement, including the proxy statement/prospectus that is a part of the registration statement, because contains important information about the merger, BancorpSouth and Central Community Corporation The proxy statement/prospectus and other relevant documents are available for free on the SEC's web site (www.sec.gov), and the proxy statement/prospectus is available for free from the Corporate Secretary of each of BancorpSouth and Central Community Corporation
Forward-Looking Statements
Certain statements contained in this news release may not be based on 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," "estimate," "expect," "may," "might," "will," "would," "could" or "intend." These forward-looking statements include, without limitation, statements relating to non-accrual loans, revenue estimates for the Company's operations in Houston, Texas following the closing of the transaction with GEM, the terms and closing of the proposed transactions with Ouachita Bancshares Corp. and Central Community Corporation, acceptance by customers of Ouachita Bancshares Corp. and Central Community Corporation of the Company's products and services, the retention of key personnel, Knox's continued operations, the opportunities to enhance market share in certain markets and market acceptance of the Company generally in new markets, the impact of cost-saving initiatives, our ability to improve efficiency, and our use of non-GAAP financial measures.
We caution you 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 because of a variety of factors. These factors may include, but are not limited to, the ability to obtain required regulatory approval for the OIB merger and shareholder and regulatory approvals for the First State Bank merger, the ability of the Company, Ouachita Bancshares Corp. and Central Community Corp. to close the mergers, the ability of the Company to retain key personnel after the pending mergers and the Knox acquisition, 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, losses resulting from the significant amount of the Company's other real estate owned, limitations on the Company's ability to declare and pay dividends, the impact of legal or administrative proceedings, 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 or 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 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 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, 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, other factors generally understood to affect the financial results of financial services companies and other factors detailed from time to time in the Company's press releases and filings with the Securities and Exchange Commission.
BancorpSouth, Inc.
Selected Financial Information
(Dollars in thousands, except per share data)
(Unaudited)
Quarter Ended Quarter Ended Quarter Ended Quarter Ended Quarter Ended
3/31/2014 12/31/2013 9/30/2013 6/30/2013 3/31/2013
--------- ---------- --------- --------- ---------
Earnings Summary:
Interest revenue $110,599 $112,510 $111,961 $112,009 $113,027
Interest expense 9,076 10,093 11,720 13,796 14,949
----- ------ ------ ------ ------
Net interest revenue 101,523 102,417 100,241 98,213 98,078
Provision for credit losses - - 500 3,000 4,000
--- --- --- ----- -----
Net interest revenue, after provision
for credit losses 101,523 102,417 99,741 95,213 94,078
Noninterest revenue 66,517 65,125 62,514 76,109 71,318
Noninterest expense 126,707 127,830 129,397 142,251 135,371
------- ------- ------- ------- -------
Income before income taxes 41,333 39,712 32,858 29,071 30,025
Income tax expense 12,889 12,014 8,001 8,316 9,220
------ ------ ----- ----- -----
Net income $28,444 $27,698 $24,857 $20,755 $20,805
======= ======= ======= ======= =======
Balance Sheet - Period End Balances
Total assets $13,143,555 $13,029,733 $12,916,153 $13,217,705 $13,393,135
Total earning assets 11,948,897 11,814,060 11,765,785 11,961,836 12,263,743
Total securities 2,426,758 2,466,989 2,554,156 2,644,939 2,607,176
Loans and leases, net of unearned income 9,068,376 8,958,015 8,773,115 8,678,714 8,581,538
Allowance for credit losses 149,704 153,236 153,974 161,047 162,601
Total deposits 10,811,790 10,773,836 10,717,946 10,961,618 11,164,926
Long-term debt 85,835 81,714 83,500 33,500 33,500
Total shareholders' equity 1,554,676 1,513,130 1,480,611 1,459,793 1,465,180
Balance Sheet - Average Balances
Total assets $13,087,128 $12,955,127 $12,928,505 $13,146,040 $13,249,374
Total earning assets 11,958,836 11,869,072 11,846,790 12,060,189 12,154,624
Total securities 2,452,178 2,511,888 2,598,786 2,616,274 2,520,414
Loans and leases, net of unearned income 9,022,155 8,830,917 8,682,966 8,588,673 8,580,329
Total deposits 10,825,308 10,739,352 10,745,945 10,938,489 11,090,989
Long-term debt 87,767 81,714 62,848 33,500 33,500
Total shareholders' equity 1,537,897 1,501,928 1,474,047 1,475,211 1,462,140
Nonperforming Assets:
Non-accrual loans and leases $77,531 $92,173 $121,353 $149,542 $188,190
Loans and leases 90+ days past due, still accruing 1,949 1,226 1,479 1,440 1,125
Restructured loans and leases, still accruing 13,776 27,007 21,502 16,953 17,702
Non-performing loans (NPLs) 93,256 120,406 144,334 167,935 207,017
------ ------- ------- ------- -------
Other real estate owned 63,595 69,338 76,853 88,438 96,314
------ ------ ------ ------ ------
Non-performing assets (NPAs) $156,851 $189,744 $221,187 $256,373 $303,331
Financial Ratios and Other Data:
Return on average assets 0.88% 0.85% 0.76% 0.63% 0.64%
Return on average shareholders' equity 7.50% 7.32% 6.69% 5.64% 5.77%
Return on tangible equity 9.28% 9.16% 8.29% 7.12% 7.19%
Pre-tax pre-provision return on average assets 1.28% 1.22% 1.02% 0.98% 1.04%
Non-interest income to average assets 2.06% 1.99% 1.92% 2.32% 2.18%
Non-interest expense to average assets 3.93% 3.91% 3.97% 4.34% 4.14%
Net interest margin-fully taxable equivalent 3.54% 3.52% 3.45% 3.36% 3.37%
Net interest rate spread 3.43% 3.39% 3.32% 3.21% 3.21%
Efficiency ratio (tax equivalent) 74.16% 75.00% 78.11% 80.25% 78.55%
Loan/deposit ratio 83.87% 83.15% 81.85% 79.17% 76.86%
Price to earnings mult (avg) 23.33 25.68 22.66 20.34 18.74
Market value to book value 154.13% 160.04% 128.22% 115.42% 105.88%
Market value to book value (avg) 150.43% 143.60% 126.22% 107.59% 98.61%
Market value to tangible book value 192.80% 201.75% 159.52% 144.16% 132.21%
Market value to tangible book value (avg) 188.17% 181.04% 157.02% 134.39% 123.12%
Headcount FTE 3,981 4,005 3,994 4,077 4,229
BancorpSouth, Inc.
Selected Financial Information
(Dollars in thousands, except per share data)
(Unaudited)
Quarter Ended Quarter Ended Quarter Ended Quarter Ended Quarter Ended
3/31/2014 12/31/2013 9/30/2013 6/30/2013 3/31/2013
--------- ---------- --------- --------- ---------
Credit Quality Ratios:
Net charge-offs to average loans and leases (annualized) 0.16% 0.03% 0.35% 0.21% 0.27%
Provision for credit losses to average loans and leases (annualized) 0.00% 0.00% 0.02% 0.14% 0.19%
Allowance for credit losses to net loans and leases 1.65% 1.71% 1.76% 1.86% 1.89%
Allowance for credit losses to non-performing loans and leases 160.53% 127.27% 106.68% 95.90% 78.54%
Allowance for credit losses to non-performing assets 95.44% 80.76% 69.61% 62.82% 53.61%
Non-performing loans and leases to net loans and leases 1.03% 1.34% 1.65% 1.94% 2.41%
Non-performing assets to net loans and leases 1.73% 2.12% 2.52% 2.95% 3.53%
Equity Ratios:
Total shareholders' equity to total assets 11.83% 11.61% 11.46% 11.04% 10.94%
Tangible shareholders' equity to tangible assets 9.69% 9.44% 9.43% 9.04% 8.96%
Capital Adequacy:
Tier 1 capital 13.18% 12.99% 13.25% 14.21% 14.06%
Total capital 14.44% 14.25% 14.50% 15.47% 15.31%
Tier 1 leverage capital 10.04% 9.93% 9.93% 10.58% 10.33%
Estimated for current quarter
Common Share Data:
Basic earnings per share $0.30 $0.29 $0.26 $0.22 $0.22
Diluted earnings per share 0.30 0.29 0.26 0.22 0.22
Cash dividends per share 0.05 0.05 0.05 0.01 0.01
Book value per share 16.19 15.89 15.55 15.34 15.39
Tangible book value per share 12.95 12.60 12.50 12.28 12.33
Market value per share (last) 24.96 25.42 19.94 17.70 16.30
Market value per share (high) 26.24 25.54 20.77 18.06 16.52
Market value per share (low) 22.46 19.64 17.76 14.72 14.14
Market value per share (avg) 24.36 22.81 19.63 16.50 15.18
Dividend payout ratio 16.80% 17.19% 19.15% 4.59% 4.55%
Total shares outstanding 96,004,679 95,231,691 95,211,602 95,190,797 95,174,441
Average shares outstanding - basic 95,629,890 95,217,203 95,201,238 95,177,167 94,595,897
Average shares outstanding - diluted 95,952,611 95,644,383 95,519,318 95,405,965 94,756,356
Yield/Rate:
(Taxable equivalent basis)
Loans, loans held for sale, and leases net of unearned income 4.48% 4.52% 4.55% 4.62% 4.70%
Available-for-sale securities:
Taxable 1.50% 1.51% 1.50% 1.55% 1.70%
Tax-exempt 5.58% 5.52% 5.61% 5.47% 5.53%
Short-term investments 0.25% 0.25% 0.25% 0.25% 0.25%
Total interest earning assets and revenue 3.85% 3.86% 3.85% 3.82% 3.87%
Deposits: 0.31% 0.34% 0.36% 0.39% 0.43%
Demand - interest bearing 0.17% 0.18% 0.18% 0.21% 0.26%
Savings 0.13% 0.13% 0.12% 0.14% 0.18%
Other time 1.06% 1.13% 1.18% 1.23% 1.27%
Short-term borrowings 0.07% 0.07% 0.07% 0.07% 0.07%
Total int bearing dep & s/t borrowings 0.30% 0.30% 0.35% 0.37% 0.42%
Junior subordinated debt 2.86% 2.96% 6.57% 7.16% 7.23%
Long-term debt 2.91% 2.94% 3.19% 4.18% 4.21%
Total interest bearing liabilities and expense 0.42% 0.46% 0.53% 0.61% 0.66%
Interest bearing liabilities to interest earning assets 73.51% 72.91% 74.15% 74.70% 75.54%
Net interest tax equivalent adjustment $2,823 $2,893 $2,905 $2,931 $2,939
BancorpSouth, Inc.
Consolidated Balance Sheets
(Unaudited)
Mar-14 Dec-13 Sep-13 Jun-13 Mar-13
------ ------ ------ ------ ------
(Dollars in thousands)
Assets
------
Cash and due from banks $199,214 $208,961 $199,464 $268,647 $147,947
Interest bearing deposits with other banks 390,896 319,462 361,401 526,608 969,506
Available-for-sale securities, at fair value 2,426,758 2,466,989 2,554,156 2,644,939 2,607,176
Loans and leases 9,103,850 8,993,888 8,806,392 8,711,023 8,614,791
Less: Unearned income 35,474 35,873 33,277 32,309 33,253
Allowance for credit losses 149,704 153,236 153,974 161,047 162,601
Net loans and leases 8,918,672 8,804,779 8,619,141 8,517,667 8,418,937
Loans held for sale 62,867 69,593 77,114 111,574 105,523
Premises and equipment, net 314,367 315,260 314,441 313,079 313,980
Accrued interest receivable 42,666 42,150 43,034 41,425 44,696
Goodwill 286,800 286,800 275,173 275,173 275,173
Other identifiable intangibles 25,021 26,079 15,179 15,865 16,586
Bank owned life insurance 240,077 239,434 236,969 235,015 233,007
Other real estate owned 63,595 69,338 76,853 88,438 96,314
Other assets 172,622 180,888 143,228 179,275 164,290
Total Assets $13,143,555 $13,029,733 $12,916,153 $13,217,705 $13,393,135
=========== =========== =========== =========== ===========
Liabilities
-----------
Deposits:
Demand: Noninterest bearing $2,725,042 $2,644,592 $2,597,762 $2,610,768 $2,582,859
Interest bearing 4,583,481 4,582,450 4,493,359 4,667,041 4,840,330
Savings 1,297,344 1,234,130 1,220,227 1,210,497 1,212,736
Other time 2,205,923 2,312,664 2,406,598 2,473,312 2,529,001
Total deposits 10,811,790 10,773,836 10,717,946 10,961,618 11,164,926
Federal funds purchased and
securities sold under agreement
to repurchase 456,303 421,028 418,623 382,871 353,742
Accrued interest payable 4,050 4,836 5,156 5,230 5,519
Junior subordinated debt securities 23,198 31,446 31,446 160,312 160,312
Long-term debt 85,835 81,714 83,500 33,500 33,500
Other liabilities 207,703 203,743 178,871 214,381 209,956
Total Liabilities 11,588,879 11,516,603 11,435,542 11,757,912 11,927,955
Shareholders' Equity
--------------------
Common stock 240,012 238,079 238,029 237,976 237,936
Capital surplus 320,969 312,900 312,798 312,074 311,091
Accumulated other comprehensive loss (22,060) (29,959) (39,389) (39,333) (13,120)
Retained earnings 1,015,755 992,110 969,173 949,076 929,273
Total Shareholders' Equity 1,554,676 1,513,130 1,480,611 1,459,793 1,465,180
Total Liabilities & Shareholders' Equity $13,143,555 $13,029,733 $12,916,153 $13,217,705 $13,393,135
=========== =========== =========== =========== ===========
BancorpSouth, Inc.
Consolidated Average Balance Sheets
(Unaudited)
Mar-14 Dec-13 Sep-13 Jun-13 Mar-13
------ ------ ------ ------ ------
(Dollars in thousands)
Assets
------
Cash and due from banks $168,056 $163,948 $163,322 $160,615 $169,259
Interest bearing deposits with other banks 449,207 471,695 487,075 765,729 963,600
Available-for-sale securities, at fair value 2,452,178 2,511,888 2,598,786 2,616,274 2,520,414
Loans and leases 9,058,081 8,864,983 8,715,894 8,621,849 8,615,503
Less: Unearned income 35,926 34,066 32,928 33,176 35,174
Allowance for credit losses 153,615 153,443 160,609 163,252 166,210
Net loans and leases 8,868,540 8,677,474 8,522,357 8,425,421 8,414,119
Loans held for sale 35,297 54,572 77,964 89,513 90,281
Premises and equipment, net 315,804 315,174 312,724 313,147 316,672
Accrued interest receivable 39,336 39,665 39,354 39,317 40,806
Goodwill 286,800 279,091 275,173 275,173 275,173
Other identifiable intangibles 25,420 18,658 15,446 16,142 16,876
Bank owned life insurance 239,969 237,657 235,708 233,670 231,814
Other real estate owned 69,086 77,211 86,545 91,505 97,336
Other assets 137,435 108,094 114,051 119,534 113,024
Total Assets $13,087,128 $12,955,127 $12,928,505 $13,146,040 $13,249,374
=========== =========== =========== =========== ===========
Liabilities
-----------
Deposits:
Demand: Noninterest bearing $2,647,376 $2,667,667 $2,551,812 $2,522,577 $2,463,436
Interest bearing 4,657,785 4,484,269 4,530,219 4,707,277 4,891,412
Savings 1,260,838 1,224,588 1,216,599 1,208,454 1,173,603
Other time 2,259,309 2,362,828 2,447,315 2,500,181 2,562,538
Total deposits 10,825,308 10,739,352 10,745,945 10,938,489 11,090,989
Federal funds purchased and
securities sold under agreement
to repurchase 458,436 469,245 441,807 399,789 360,178
Accrued interest payable 4,400 5,051 5,391 5,481 7,026
Junior subordinated debt securities 23,748 31,446 86,074 160,312 160,312
Long-term debt 87,767 81,714 62,848 33,500 33,500
Other liabilities 149,572 126,391 112,393 133,258 135,229
Total Liabilities 11,549,231 11,453,199 11,454,458 11,670,829 11,787,234
Shareholders' Equity
--------------------
Common stock 238,853 238,038 237,997 237,956 236,922
Capital surplus 314,117 312,835 312,349 311,480 311,603
Accumulated other comprehensive loss (23,644) (32,267) (43,695) (15,277) (10,313)
Retained earnings 1,008,571 983,322 967,396 941,052 923,928
Total Shareholders' Equity 1,537,897 1,501,928 1,474,047 1,475,211 1,462,140
Total Liabilities & Shareholders' Equity $13,087,128 $12,955,127 $12,928,505 $13,146,040 $13,249,374
=========== =========== =========== =========== ===========
BancorpSouth, Inc.
Consolidated Condensed Statements of Income
(Dollars in thousands, except per share data)
(Unaudited)
Quarter Ended
-------------
Mar-14 Dec-13 Sep-13 Jun-13 Mar-13
------ ------ ------ ------ ------
INTEREST REVENUE:
Loans and leases $98,744 $99,989 $98,836 $98,524 $99,092
Deposits with other banks 276 299 310 483 602
Available-for-sale securities:
Taxable 7,547 7,963 8,218 8,405 8,700
Tax-exempt 3,715 3,810 3,866 3,911 3,960
Loans held for sale 317 449 731 686 673
--- --- --- --- ---
Total interest revenue 110,599 112,510 111,961 112,009 113,027
------- ------- ------- ------- -------
INTEREST EXPENSE:
Interest bearing demand 1,920 2,036 2,061 2,423 3,125
Savings 391 387 383 422 513
Other time 5,890 6,746 7,271 7,671 8,041
Federal funds purchased and securities sold
under agreement to repurchase 78 84 80 70 63
Long-term debt 629 605 501 349 348
Junior subordinated debt 168 235 1,424 2,860 2,857
Other - - - 1 2
--- --- --- --- ---
Total interest expense 9,076 10,093 11,720 13,796 14,949
----- ------ ------ ------ ------
Net interest revenue 101,523 102,417 100,241 98,213 98,078
Provision for credit losses - - 500 3,000 4,000
--- --- --- ----- -----
Net interest revenue, after provision for
credit losses 101,523 102,417 99,741 95,213 94,078
------- ------- ------ ------ ------
NONINTEREST REVENUE:
Mortgage lending 3,394 9,605 5,134 17,892 12,346
Credit card, debit card and merchant fees 7,843 8,324 8,834 8,324 7,523
Deposit service charges 12,536 13,570 13,679 12,824 12,832
Trust income 3,568 3,717 3,332 3,192 3,210
Security gains (losses), net (4) 29 (5) 3 19
Insurance commissions 31,599 21,397 23,800 25,862 26,641
Other 7,581 8,483 7,740 8,012 8,747
----- ----- ----- ----- -----
Total noninterest revenue 66,517 65,125 62,514 76,109 71,318
------ ------ ------ ------ ------
NONINTEREST EXPENSE:
Salaries and employee benefits 78,883 75,466 73,532 78,284 79,414
Occupancy, net of rental income 10,287 9,935 10,360 10,577 10,237
Equipment 4,499 4,298 4,555 4,585 4,948
Deposit insurance assessments 1,600 2,687 3,325 2,939 2,804
Voluntary early retirement expense - - - 10,850 -
Write-off and amortization of bond issue cost 12 12 2,907 38 38
Other 31,426 35,432 34,718 34,978 37,930
------ ------ ------ ------ ------
Total noninterest expenses 126,707 127,830 129,397 142,251 135,371
------- ------- ------- ------- -------
Income before income taxes 41,333 39,712 32,858 29,071 30,025
Income tax expense 12,889 12,014 8,001 8,316 9,220
------ ------ ----- ----- -----
Net income $28,444 $27,698 $24,857 $20,755 $20,805
======= ======= ======= ======= =======
Net income per share: Basic $0.30 $0.29 $0.26 $0.22 $0.22
===== ===== ===== ===== =====
Diluted $0.30 $0.29 $0.26 $0.22 $0.22
===== ===== ===== ===== =====
BancorpSouth, Inc.
Selected Loan Data
(Dollars in thousands)
(Unaudited)
Quarter Ended
-------------
Mar-14 Dec-13 Sep-13 Jun-13 Mar-13
------ ------ ------ ------ ------
LOAN AND LEASE PORTFOLIO:
Commercial and industrial $1,581,251 $1,529,249 $1,503,809 $1,552,762 $1,480,916
Real estate
Consumer mortgages 2,047,001 1,976,073 1,931,171 1,880,338 1,871,312
Home equity 498,283 494,339 490,361 482,068 482,398
Agricultural 229,602 234,576 234,547 237,914 249,467
Commercial and industrial-owner occupied 1,488,380 1,473,320 1,422,077 1,375,711 1,334,974
Construction, acquisition and development 748,027 741,458 723,609 709,499 728,092
Commercial real estate 1,847,983 1,846,039 1,795,352 1,754,841 1,739,533
Credit cards 105,988 111,328 105,112 103,251 98,803
All other 521,861 551,633 567,077 582,330 596,043
------- ------- ------- ------- -------
Total loans $9,068,376 $8,958,015 $8,773,115 $8,678,714 $8,581,538
---------- ---------- ---------- ---------- ----------
ALLOWANCE FOR CREDIT LOSSES:
Balance, beginning of period $153,236 $153,974 $161,047 $162,601 $164,466
Loans and leases charged off:
Commercial and industrial (201) (837) (889) (1,008) (1,938)
Real estate
Consumer mortgages (1,945) (1,435) (2,996) (3,114) (1,614)
Home equity (318) (287) (379) (201) (602)
Agricultural (696) (238) (169) (327) (2)
Commercial and industrial-owner occupied (1,206) (1,041) (1,684) (830) (300)
Construction, acquisition and development (1,666) (1,784) (1,727) (2,036) (1,198)
Commercial real estate (901) (1,039) (2,441) (3,720) (3,141)
Credit cards (559) (559) (750) (557) (450)
All other (583) (1,108) (837) (462) (492)
Total loans charged off (8,075) (8,328) (11,872) (12,255) (9,737)
------ ------ ------- ------- ------
Recoveries:
Commercial and industrial 1,076 1,361 820 747 589
Real estate
Consumer mortgages 538 1,735 1,516 708 1,108
Home equity 184 97 66 184 260
Agricultural 9 34 48 120 13
Commercial and industrial-owner occupied 358 734 297 1,439 254
Construction, acquisition and development 1,637 2,483 953 360 886
Commercial real estate 323 784 221 3,634 339
Credit cards 131 133 164 184 148
All other 287 229 214 325 275
Total recoveries 4,543 7,590 4,299 7,701 3,872
----- ----- ----- ----- -----
Net charge-offs (3,532) (738) (7,573) (4,554) (5,865)
Provision charged to operating expense - - 500 3,000 4,000
Balance, end of period $149,704 $153,236 $153,974 $161,047 $162,601
-------- -------- -------- -------- --------
Average loans for period $9,022,155 $8,830,917 $8,682,966 $8,588,673 $8,580,329
========== ========== ========== ========== ==========
Ratio:
Net charge-offs to average loans (annualized) 0.16% 0.03% 0.35% 0.21% 0.27%
==== ==== ==== ==== ====
BancorpSouth, Inc.
Selected Loan Data
(Dollars in thousands)
(Unaudited)
Quarter Ended
-------------
Mar-14 Dec-13 Sep-13 Jun-13 Mar-13
------ ------ ------ ------ ------
NON-PERFORMING ASSETS
NON-PERFORMING LOANS AND LEASES:
Nonaccrual Loans and Leases
Commercial and industrial $3,023 $3,079 $5,498 $6,225 $7,009
Real estate
Consumer mortgages 24,353 25,645 30,569 34,226 39,012
Home equity 2,740 3,695 3,287 3,862 4,272
Agricultural 651 1,260 4,086 5,007 6,667
Commercial and industrial-owner occupied 14,122 18,568 18,138 17,084 20,719
Construction, acquisition and development 9,968 17,567 26,127 39,315 51,728
Commercial real estate 21,496 20,972 31,468 40,940 55,318
Credit cards 168 119 196 398 418
All other 1,010 1,268 1,984 2,485 3,047
----- ----- ----- ----- -----
Total nonaccrual loans and leases $77,531 $92,173 $121,353 $149,542 $188,190
------- ------- -------- -------- --------
Loans and Leases 90+ Days Past Due, Still Accruing:
Commercial and industrial $287 $27 $15 $ - $22
Real estate
Consumer mortgages 1,307 888 1,178 1,107 842
Home equity 12 - - - -
Agricultural - - - - -
Commercial and industrial-owner occupied - - - - -
Construction, acquisition and development - - - - -
Commercial real estate - 311 - 120 -
Credit cards 297 - 263 213 261
All other 46 - 23 - -
Total loans and leases 90+ days past due, still accruing 1,949 1,226 1,479 1,440 1,125
----- ----- ----- ----- -----
Restructured Loans and Leases, Still Accruing 13,776 27,007 21,502 16,953 17,702
Total non-performing loans and leases 93,256 120,406 144,334 167,935 207,017
------ ------- ------- ------- -------
OTHER REAL ESTATE OWNED: 63,595 69,338 76,853 88,438 96,314
------ ------ ------ ------ ------
Total Non-performing Assets $156,851 $189,744 $221,187 $256,373 $303,331
======== ======== ======== ======== ========
Additions to Nonaccrual Loans and Leases During the Quarter $22,479 $18,556 $21,182 $21,890 $22,294
======= ======= ======= ======= =======
Loans and Leases 30-89 Days Past Due, Still Accruing:
Commercial and industrial $2,616 $2,817 $1,909 $1,517 $1,764
Real estate
Consumer mortgages 12,236 14,150 10,914 11,887 11,720
Home equity 1,587 1,828 1,278 1,315 1,567
Agricultural 302 495 761 569 757
Commercial and industrial-owner occupied 3,248 4,081 1,995 1,323 956
Construction, acquisition and development 2,848 1,993 3,920 1,835 4,292
Commercial real estate 3,953 5,574 5,818 535 1,331
Credit cards 592 655 688 668 544
All other 963 2,189 1,634 1,591 1,473
--- ----- ----- ----- -----
Total Loans and Leases 30-89 days past due, still accruing $28,345 $33,782 $28,917 $21,240 $24,404
======= ======= ======= ======= =======
Credit Quality Ratios:
Provision for credit losses to average loans and leases (annualized) 0.00% 0.00% 0.02% 0.14% 0.19%
Allowance for credit losses to net loans and leases 1.65% 1.71% 1.76% 1.86% 1.89%
Allowance for credit losses to non-performing assets 95.44% 80.76% 69.61% 62.82% 53.61%
Allowance for credit losses to non-performing loans and leases 160.53% 127.27% 106.68% 95.90% 78.54%
Non-performing loans and leases to net loans and leases 1.03% 1.34% 1.65% 1.94% 2.41%
Non-performing assets to net loans and leases 1.73% 2.12% 2.52% 2.95% 3.53%
BancorpSouth, Inc.
Selected Loan Data
(Dollars in thousands)
(Unaudited)
Quarter Ended
-------------
Mar-14 Dec-13 Sep-13 Jun-13 Mar-13
------ ------ ------ ------ ------
REAL ESTATE CONSTRUCTION, ACQUISITION
AND DEVELOPMENT ("CAD") PORTFOLIO:
Outstanding Balance
Multi-family construction $11,339 $7,702 $7,974 $8,902 $8,182
One-to-four family construction 221,790 224,286 203,988 202,603 193,032
Recreation and all other loans 36,897 36,868 41,762 42,132 42,909
Commercial construction 177,264 150,847 139,041 117,901 111,702
Commercial acquisition and development 122,051 128,157 136,206 136,174 154,997
Residential acquisition and development 178,686 193,598 194,638 201,787 217,270
------- ------- ------- ------- -------
Total outstanding balance $748,027 $741,458 $723,609 $709,499 $728,092
======== ======== ======== ======== ========
Nonaccrual CAD Loans
Multi-family construction $ - $ - $ - $ - $ -
One-to-four family construction 2,824 2,937 3,249 6,193 8,154
Recreation and all other loans 919 728 782 800 978
Commercial construction - 865 1,686 2,765 3,381
Commercial acquisition and development 2,224 6,890 11,150 14,225 14,240
Residential acquisition and development 4,001 6,147 9,260 15,332 24,975
----- ----- ----- ------ ------
Total nonaccrual CAD loans $9,968 $17,567 $26,127 $39,315 $51,728
====== ======= ======= ======= =======
CAD Loans 90+ Days Past Due, Still Accruing:
Multi-family construction $ - $ - $ - $ - $ -
One-to-four family construction - - - - -
Recreation and all other loans - - - - -
Commercial construction - - - - -
Commercial acquisition and development - - - - -
Residential acquisition and development - - - - -
Total CAD loans 90+ days past due, still accruing $ - $ - $ - $ - $ -
=============== ================== ================== =============== ==================
Restructured CAD Loans, Still Accruing
Multi-family construction $ - $ - $ - $ - $ -
One-to-four family construction - 1,274 1,028 867 -
Recreation and all other loans 13 13 15 15 17
Commercial construction - 346 348 351 -
Commercial acquisition and development 402 1,990 2,010 2,030 2,047
Residential acquisition and development 1,192 3,111 3,162 3,458 5,148
----- ----- ----- ----- -----
Total restructured CAD loans, still accruing $1,607 $6,734 $6,563 $6,721 $7,212
====== ====== ====== ====== ======
Total Non-performing CAD loans $11,575 $24,301 $32,690 $46,036 $58,940
======= ======= ======= ======= =======
CAD NPL as a % of Outstanding CAD Balance
Multi-family construction - - - - -
One-to-four family construction 1.3% 1.9% 2.1% 3.5% 4.2%
Recreation and all other loans 2.5% 2.0% 1.9% 1.9% 2.3%
Commercial construction 0.0% 0.8% 1.5% 2.6% 3.0%
Commercial acquisition and development 2.2% 6.9% 9.7% 11.9% 10.5%
Residential acquisition and development 2.9% 4.8% 6.4% 9.3% 13.9%
Total CAD NPL as a % of outstanding CAD balance 1.5% 3.3% 4.5% 6.5% 8.1%
BancorpSouth, Inc.
Selected Loan Data
(Dollars in thousands)
(Unaudited)
March 31, 2014
--------------
Special
Pass Mention Substandard Doubtful Loss Impaired Total
---- ------- ----------- -------- ---- -------- -----
LOAN PORTFOLIO BY INTERNALLY ASSIGNED GRADE:
Commercial and industrial $1,535,172 $13,043 $31,741 $ - $ - $1,295 $1,581,251
Real estate
Consumer mortgages 1,936,837 243 104,486 310 - 5,125 2,047,001
Home equity 483,746 343 13,456 96 - 642 498,283
Agricultural 210,346 563 18,257 - - 436 229,602
Commercial and industrial-owner occupied 1,420,813 3,887 56,124 510 - 7,046 1,488,380
Construction, acquisition and development 697,094 1,556 40,713 768 - 7,896 748,027
Commercial real estate 1,757,573 - 71,374 198 - 18,838 1,847,983
Credit cards 105,988 - - - - - 105,988
All other 509,729 68 11,876 - - 188 521,861
Total loans $8,657,298 $19,703 $348,027 $1,882 $ - $41,466 $9,068,376
========== ======= ======== ====== ================== ======= ==========
December 31, 2013
-----------------
Special
Pass Mention Substandard Doubtful Loss Impaired Total
---- ------- ----------- -------- ---- -------- -----
LOAN PORTFOLIO BY INTERNALLY ASSIGNED GRADE:
Commercial and industrial $1,495,972 $978 $30,886 $99 $ - $1,314 $1,529,249
Real estate
Consumer mortgages 1,859,094 1,531 108,615 427 - 6,406 1,976,073
Home equity 478,283 250 14,570 96 - 1,140 494,339
Agricultural 214,728 779 18,187 - - 882 234,576
Commercial and industrial-owner occupied 1,409,757 116 50,853 849 - 11,745 1,473,320
Construction, acquisition and development 674,299 1,459 49,401 587 - 15,712 741,458
Commercial real estate 1,751,553 386 76,199 420 - 17,481 1,846,039
Credit cards 111,328 - - - - - 111,328
All other 538,467 71 12,832 - - 263 551,633
Total loans $8,533,481 $5,570 $361,543 $2,478 $ - $54,943 $8,958,015
========== ====== ======== ====== ================== ======= ==========
BancorpSouth, Inc.
Geographical Information
(Dollars in thousands)
(Unaudited)
March 31, 2014
--------------
Alabama Greater Corporate
and Florida Memphis Texas and Banking
Panhandle Arkansas* Mississippi* Missouri Area Tennessee* Louisiana and Other Total
--------- -------- ----------- -------- ---- --------- --------- --------- -----
LOAN AND LEASE PORTFOLIO:
Commercial and industrial $80,620 $188,455 $282,829 $34,165 $23,138 $80,065 $279,379 $612,600 $1,581,251
Real estate
Consumer mortgages 149,108 264,744 689,847 64,206 105,566 162,701 501,316 109,513 2,047,001
Home equity 64,648 40,076 163,896 21,039 67,421 72,663 66,554 1,986 498,283
Agricultural 7,797 68,685 57,168 3,471 14,492 11,611 61,959 4,419 229,602
Commercial and industrial-owner occupied 173,560 167,136 479,186 65,786 92,641 89,244 293,217 127,610 1,488,380
Construction, acquisition and development 100,165 66,985 193,818 22,190 77,559 103,894 149,859 33,557 748,027
Commercial real estate 262,639 304,695 280,466 198,179 98,039 107,520 425,729 170,716 1,847,983
Credit cards - - - - - - - 105,988 105,988
All other 30,706 54,338 136,963 2,368 38,539 37,585 78,648 142,714 521,861
Total loans $869,243 $1,155,114 $2,284,173 $411,404 $517,395 $665,283 $1,856,661 $1,309,103 $9,068,376
======== ========== ========== ======== ======== ======== ========== ========== ==========
CAD PORTFOLIO:
Multi-family construction $1,910 $998 $481 $ - $ - $5,757 $2,193 $ - $11,339
One-to-four family construction 36,950 14,774 46,541 5,004 10,833 69,004 38,042 642 221,790
Recreation and all other loans 1,700 7,674 11,912 572 4,462 1,091 9,486 - 36,897
Commercial construction 21,710 15,459 46,304 4,158 19,245 5,507 34,371 30,510 177,264
Commercial acquisition and development 10,821 14,669 34,571 5,846 19,308 9,481 26,557 798 122,051
Residential acquisition and development 27,074 13,411 54,009 6,610 23,711 13,054 39,210 1,607 178,686
Total CAD loans $100,165 $66,985 $193,818 $22,190 $77,559 $103,894 $149,859 $33,557 $748,027
======== ======= ======== ======= ======= ======== ======== ======= ========
NON-PERFORMING LOANS AND LEASES:
Commercial and industrial $1,316 $1,128 $1,235 $ - $19 $132 $807 $312 $4,949
Real estate
Consumer mortgages 1,488 1,655 9,364 385 2,718 2,502 2,391 7,255 27,758
Home equity 707 124 442 - 315 637 542 3 2,770
Agricultural - 423 191 269 201 - 191 1 1,276
Commercial and industrial-owner occupied 3,432 2,765 6,502 541 1,097 3,105 1,231 - 18,673
Construction, acquisition and development 2,541 235 3,481 - 2,017 310 2,644 347 11,575
Commercial real estate 4,326 8 2,986 6,589 3,307 3,804 1,282 1,177 23,479
Credit cards - - - - - - - 1,663 1,663
All other 13 111 291 - 40 277 371 10 1,113
Total loans $13,823 $6,449 $24,492 $7,784 $9,714 $10,767 $9,459 $10,768 $93,256
======= ====== ======= ====== ====== ======= ====== ======= =======
NON-PERFORMING LOANS AND LEASES
AS A PERCENTAGE OF OUTSTANDING:
Commercial and industrial 1.63% 0.60% 0.44% 0.00% 0.08% 0.16% 0.29% 0.05% 0.31%
Real estate
Consumer mortgages 1.00% 0.63% 1.36% 0.60% 2.57% 1.54% 0.48% 6.62% 1.36%
Home equity 1.09% 0.31% 0.27% 0.00% 0.47% 0.88% 0.81% 0.15% 0.56%
Agricultural 0.00% 0.62% 0.33% 7.75% 1.39% 0.00% 0.31% 0.02% 0.56%
Commercial and industrial-owner occupied 1.98% 1.65% 1.36% 0.82% 1.18% 3.48% 0.42% 0.00% 1.25%
Construction, acquisition and development 2.54% 0.35% 1.80% 0.00% 2.60% 0.30% 1.76% 1.03% 1.55%
Commercial real estate 1.65% 0.00% 1.06% 3.32% 3.37% 3.54% 0.30% 0.69% 1.27%
Credit cards - - - - - - - 1.57% 1.57%
All other 0.04% 0.20% 0.21% 0.00% 0.10% 0.74% 0.47% 0.01% 0.21%
Total loans 1.59% 0.56% 1.07% 1.89% 1.88% 1.62% 0.51% 0.82% 1.03%
==== ==== ==== ==== ==== ==== ==== ==== ====
*Excludes the Greater Memphis Area.
BancorpSouth, Inc.
Selected Additional Information
(Dollars in thousands)
(Unaudited)
March 31, 2014
--------------
Alabama Greater
and Florida Memphis Texas and
Panhandle Arkansas* Mississippi* Missouri Area Tennessee* Louisiana Other Total
--------- -------- ----------- -------- ---- --------- --------- ----- -----
OTHER REAL ESTATE OWNED:
Commercial and industrial $84 $ - $ - $ - $ - $ - $ - $ - $84
Real estate
Consumer mortgages 822 232 2,465 62 68 199 5 - 3,853
Home equity 442 - 556 - - - - - 998
Agricultural 907 - 216 - 1,083 - - - 2,206
Commercial and industrial-owner occupied 33 33 1,703 - 827 25 105 - 2,726
Construction, acquisition and development 15,035 94 10,853 861 20,114 3,871 257 - 51,085
Commercial real estate 352 316 568 - 1,036 - 106 - 2,378
All other - - 85 - - - 147 33 265
Total loans $17,675 $675 $16,446 $923 $23,128 $4,095 $620 $33 $63,595
======= ==== ======= ==== ======= ====== ==== === =======
Quarter Ended
-------------
Mar-14 Dec-13 Sep-13 Jun-13 Mar-13
------ ------ ------ ------ ------
OTHER REAL ESTATE OWNED:
Balance, beginning of period $69,338 $76,853 $88,438 $96,314 $103,248
Additions to foreclosed properties
New foreclosed property 4,855 7,868 9,536 9,639 2,222
Reductions in foreclosed properties
Sales (8,767) (14,272) (19,333) (15,641) (7,811)
Writedowns (1,831) (1,111) (1,788) (1,874) (1,345)
Balance, end of period $63,595 $69,338 $76,853 $88,438 $96,314
======= ======= ======= ======= =======
FORECLOSED PROPERTY EXPENSE
Loss (gain) on sale of other real estate owned $466 $949 $352 $166 $(200)
Writedown of other real estate owned 1,831 1,111 1,788 1,874 1,345
Other foreclosed property expense 258 771 1,158 1,205 1,209
Total foreclosed property expense $2,555 $2,831 $3,298 $3,245 $2,354
====== ====== ====== ====== ======
*Excludes the Greater Memphis Area.
BancorpSouth, Inc.
Noninterest Revenue and Expense
(Dollars in thousands)
(Unaudited)
Quarter Ended
-------------
Mar-14 Dec-13 Sep-13 Jun-13 Mar-13
------ ------ ------ ------ ------
NONINTEREST REVENUE:
Mortgage lending $3,394 $9,605 $5,134 $17,892 $12,346
Credit card, debit card and merchant fees 7,843 8,324 8,834 8,324 7,523
Deposit service charges 12,536 13,570 13,679 12,824 12,832
Trust income 3,568 3,717 3,332 3,192 3,210
Securities gains (losses), net (4) 29 (5) 3 19
Insurance commissions 31,599 21,397 23,800 25,862 26,641
Annuity fees 772 566 719 543 483
Brokerage commissions and fees 1,576 1,037 2,005 2,068 2,093
Bank-owned life insurance 1,849 2,466 1,954 2,008 1,887
Other miscellaneous income 3,384 4,414 3,062 3,393 4,284
Total noninterest revenue $66,517 $65,125 $62,514 $76,109 $71,318
======= ======= ======= ======= =======
NONINTEREST EXPENSE:
Salaries and employee benefits $78,883 $75,466 $73,532 $78,284 $79,414
Occupancy, net of rental income 10,287 9,935 10,360 10,577 10,237
Equipment 4,499 4,298 4,555 4,585 4,948
Deposit insurance assessments 1,600 2,687 3,325 2,939 2,804
Voluntary early retirement expense - - - 10,850 -
Amortization of bond issue cost 12 12 2,907 38 38
Advertising 632 1,436 1,210 1,169 743
Foreclosed property expense 2,555 2,831 3,298 3,245 2,354
Telecommunications 2,248 1,971 2,227 2,184 2,099
Public relations 822 972 1,105 1,175 1,005
Data processing 2,741 2,939 2,772 2,783 2,468
Computer software 2,423 2,197 2,190 2,146 1,963
Amortization of intangibles 1,419 819 686 722 743
Legal 1,878 2,537 4,626 3,896 9,366
Merger expense 560 - - - -
Postage and shipping 1,287 1,133 1,027 1,074 1,135
Other miscellaneous expense 14,861 18,597 15,577 16,584 16,054
Total noninterest expense $126,707 $127,830 $129,397 $142,251 $135,371
======== ======== ======== ======== ========
INSURANCE COMMISSIONS:
Property and casualty commissions $19,987 $15,588 $18,372 $18,762 $16,878
Life and health commissions 5,010 4,525 4,061 5,093 4,688
Risk management income 705 648 628 573 650
Other 5,897 636 739 1,434 4,425
Total insurance commissions $31,599 $21,397 $23,800 $25,862 $26,641
======= ======= ======= ======= =======
BancorpSouth, Inc.
Selected Additional Information
(Dollars in thousands)
(Unaudited)
Quarter Ended
-------------
Mar-14 Dec-13 Sep-13 Jun-13 Mar-13
------ ------ ------ ------ ------
MORTGAGE SERVICING RIGHTS:
Fair value, beginning of period $54,662 $51,025 $49,001 $41,478 $37,882
Additions to mortgage servicing rights:
Originations of servicing assets 1,460 1,984 3,826 4,012 4,268
Changes in fair value:
Due to payoffs/paydowns (1,138) (1,240) (1,560) (1,739) (1,705)
Due to change in valuation inputs or
assumptions used in the valuation model (1,547) 2,894 (240) 5,252 1,037
Other changes in fair value (1) (1) (2) (2) (4)
Fair value, end of period $53,436 $54,662 $51,025 $49,001 $41,478
======= ======= ======= ======= =======
MORTGAGE LENDING REVENUE:
Origination $1,964 $3,590 $2,862 $10,471 $9,187
Servicing 4,115 4,361 4,072 3,908 3,827
MSR payoffs/paydowns (1,138) (1,240) (1,560) (1,739) (1,705)
MSR valuation adjustment (1,547) 2,894 (240) 5,252 1,037
Total mortgage lending revenue $3,394 $9,605 $5,134 $17,892 $12,346
====== ====== ====== ======= =======
Mortgage loans serviced $5,568,828 $5,577,325 $5,543,619 $5,393,580 $5,236,852
MSR/mtg loans serviced 0.96% 0.98% 0.92% 0.91% 0.79%
AVAILABLE-FOR-SALE SECURITIES, at fair value
U.S. Government agencies $1,419,269 $1,458,349 $1,519,459 $1,581,570 $1,517,725
Government agency issued residential
mortgage-back securities 241,596 250,234 268,367 292,586 334,550
Government agency issued commercial
mortgage-back securities 234,059 230,912 229,412 227,381 196,459
Obligations of states and political subdivisions 523,811 519,405 528,889 535,337 550,475
Other 8,023 8,089 8,029 8,065 7,967
Total available-for-sale securities $2,426,758 $2,466,989 $2,554,156 $2,644,939 $2,607,176
========== ========== ========== ========== ==========
BancorpSouth, Inc.
Reconciliation of Non-GAAP Measures
(Dollars in thousands, except per share amounts)
(Unaudited)
Certain financial information included in this press release are determined by methods other than in accordance with GAAP. Management believes such measures are relevant to understanding the capital position and performance of the Company. The non-
GAAP financial measures presented in this press release are tangible shareholders' equity to tangible assets, return on tangible equity, pre-tax pre-provision return on average assets, and tangible book value per share. Additionally, disclosure
of these non-GAAP financial measures provides a meaningful base for comparability to other financial institutions. Non-GAAP financial measures are not formally defined by GAAP, and other entities may use calculation methods different than those
used by the Company.
Reconciliation of Pre-tax, Pre-provision Earnings:
Quarter ended
-------------
3/31/2014 12/31/2013 9/30/2013 6/30/2013 3/31/2013
--------- ---------- --------- --------- ---------
Net income $28,444 $27,698 $24,857 $20,755 $20,805
Plus: Provision for credit losses - - 500 3,000 4,000
Income tax expense 12,889 12,014 8,001 8,316 9,220
Pre-tax, pre-provision earnings $41,333 $39,712 $33,358 $32,071 $34,025
======= ======= ======= ======= =======
Reconciliation of Tangible Assets and Tangible Shareholders' Equity to
Total Assets and Total Shareholders' Equity:
Quarter ended
-------------
3/31/2014 12/31/2013 9/30/2013 6/30/2013 3/31/2013
--------- ---------- --------- --------- ---------
Tangible assets
Total assets $13,143,555 $13,029,733 $12,916,153 $13,217,705 $13,393,135
Less: Goodwill 286,800 286,800 275,173 275,173 275,173
Other identifiable intangible assets 25,021 26,079 15,179 15,865 16,586
Total tangible assets $12,831,734 $12,716,854 $12,625,801 $12,926,667 $13,101,376
Tangible shareholders' equity
Total shareholders' equity $1,554,676 $1,513,130 $1,480,611 $1,459,793 $1,465,180
Less: Goodwill 286,800 286,800 275,173 275,173 275,173
Other identifiable intangible assets 25,021 26,079 15,179 15,865 16,586
Total tangible shareholders' equity $1,242,855 $1,200,251 $1,190,259 $1,168,755 $1,173,421
Total average assets $13,087,128 $12,955,127 $12,928,505 $13,146,040 $13,249,374
Total common shares outstanding 96,004,679 95,231,691 95,211,602 95,190,797 95,174,441
Tangible shareholders' equity to tangible assets* 9.69% 9.44% 9.43% 9.04% 8.96%
Return on tangible equity ** 9.28% 9.16% 8.29% 7.12% 7.19%
Pre-tax pre-provision return on average assets *** 1.28% 1.22% 1.02% 0.98% 1.04%
Tangible book value per share**** $12.95 $12.60 $12.50 $12.28 $12.33
* Tangible shareholders' equity to tangible assets is defined by the Company as total shareholders'
equity less goodwill and other identifiable intangible assets, divided by the difference of total
assets less goodwill and other identifiable intangible assets.
** Return on tangible equity is defined by the Company as annualized net income divided by tangible
shareholders' equity.
*** Pre-tax pre-provision return on average assets is defined by the Company as annualized pre-tax
pre-provision earnings divided by total average assets.
**** Tangible book value per share is defined by the Company as tangible shareholders' equity divided by
total common shares outstanding.
SOURCE BancorpSouth, Inc.
