TUPELO, Miss., July 20, 2016 /PRNewswire/ -- BancorpSouth, Inc. (NYSE: BXS) today announced financial results for the quarter ended June 30, 2016.

Highlights for the second quarter of 2016 included:


    --  Net income of $34.7 million, or $0.37 per diluted share.
    --  Generated net loan growth of $131.3 million, or 5.1 percent on an
        annualized basis.
    --  Reached a settlement with the Consumer Financial Protection Bureau and
        the U.S. Department of Justice of their joint investigation of the
        Company's fair lending practices.
    --  Earnings were adversely impacted by a negative mortgage servicing rights
        ("MSR") valuation adjustment of $4.1 million.
    --  Net operating income - excluding MSR of $37.2 million, or $0.39 per
        diluted share.
    --  Continued stable credit quality; recorded provision for credit losses of
        $2.0 million for the quarter.
    --  Net interest margin remained stable at 3.56 percent.
    --  Continued progress toward leveraging cost structure as total noninterest
        expense was essentially flat compared to both the second quarter of 2015
        and the first quarter of 2016, excluding disclosed non-operating items.

The Company reported net income of $34.7 million, or $0.37 per diluted share, for the second quarter of 2016 compared with net income of $39.7 million, or $0.41 per diluted share, for the second quarter of 2015 and net income of $22.5 million, or $0.24 per diluted share, for the first quarter of 2016.

The Company reported net operating income - excluding MSR of $37.2 million, or $0.39 per diluted share, for the second quarter of 2016 compared to $37.0 million, or $0.39 per diluted share, for the second quarter of 2015 and $36.9 million, or $0.39 per diluted share, for the first quarter of 2016.

"During the second quarter, we announced a settlement with the Consumer Financial Protection Bureau and the U.S. Department of Justice regarding their joint investigation of our fair lending practices," remarked Dan Rollins, BancorpSouth Chairman and Chief Executive Officer. "This settlement did not materially impact our second quarter financial results as we previously recorded an associated liability of $13.8 million during the first quarter of this year. We believe putting this matter behind us was in the best interests of our customers, teammates, and shareholders. We are excited to move forward continuing to do what we do best, which is serve our customers and communities as well as deliver returns to our shareholders.

"Despite this distraction, our core financial results continue to improve. Our mortgage team generated production volume of $462.6 million during the quarter, which contributed to mortgage production and servicing revenue totaling $13.1 million. Total mortgage banking revenue was adversely impacted by a negative MSR valuation adjustment of $4.1 million. We reported loan growth of $131.3 million, or 5.1 percent annualized, while our net interest margin remained stable at 3.56 percent. Finally, we continue to challenge expenses and hold our core operating expenses in a tight range quarter after quarter. Our operating efficiency ratio - excluding MSR was 68.2 percent for the quarter, which is reflective of the hard work of our teammates and the focus placed on challenging every dollar we spend."

Net Interest Revenue

Net interest revenue was $112.3 million for the second quarter of 2016, an increase of 4.7 percent from $107.3 million for the second quarter of 2015 and an increase of 1.0 percent from $111.2 million for the first quarter of 2016. The fully taxable equivalent net interest margin was 3.56 percent for the second quarter of 2016 compared to 3.54 percent for the second quarter of 2015 and 3.56 percent for the first quarter of 2016. Yields on loans and leases were 4.20 percent for the second quarter of 2016 compared with 4.23 percent for the second quarter of 2015 and 4.21 percent for the first quarter of 2016, while yields on total interest earning assets were 3.78 percent for the second quarter of 2016 compared with 3.78 percent for the second quarter of 2015 and 3.78 percent for the first quarter of 2016. The average cost of deposits was 0.21 percent for the second quarter of 2016 compared to 0.23 percent for the second quarter of 2015 and 0.21 percent for the first quarter of 2016.

Asset, Deposit and Loan Activity

Total assets were $14.1 billion at June 30, 2016 compared with $13.6 billion at June 30, 2015. Loans and leases, net of unearned income, were $10.6 billion at June 30, 2016 compared with $10.0 billion at June 30, 2015.

Total deposits were $11.4 billion at June 30, 2016 compared with $11.1 billion at June 30, 2015. A decrease in time deposits of $54.4 million, or 2.8 percent, at June 30, 2016 compared to June 30, 2015 and a decrease in interest bearing demand deposits of $42.8 million, or 0.9 percent were more than offset by growth in other lower cost deposits. Noninterest bearing demand deposits increased $221.5 million, or 7.6 percent, over the same period, while savings deposits increased $105.1 million, or 7.5 percent.

Provision for Credit Losses and Allowance for Credit Losses

Earnings for the quarter reflect a provision for credit losses of $2.0 million, compared to a negative provision of $5.0 million for the second quarter of 2015 and a provision of $1.0 million for the first quarter of 2016. Total non-performing assets ("NPAs") were $94.9 million, or 0.90 percent of net loans and leases, at June 30, 2016 compared with $103.7 million, or 1.04 percent of net loans and leases, at June 30, 2015, and $106.9 million, or 1.02 percent of net loans and leases, at March 31, 2016.

Net charge-offs for the second quarter of 2016 were $1.6 million, compared with net recoveries of $6.7 million for the second quarter of 2015 and net charge-offs of $1.0 million for the first quarter of 2016. Gross charge-offs were $4.3 million for the second quarter of 2016, compared with $5.0 million for the second quarter of 2015 and $3.2 million for the first quarter of 2016. Gross recoveries of previously charged-off loans were $2.7 million for the second quarter of 2016, compared with $11.7 million for the second quarter of 2015 and $2.3 million for the first quarter of 2016. Annualized net charge-offs were 0.06 percent of average loans and leases for the second quarter of 2016, compared with annualized net recoveries of 0.27 percent for the second quarter of 2015 and annualized net charge-offs of 0.04 percent for the first quarter of 2016.

Non-performing loans ("NPLs") were $80.2 million, or 0.76 percent of net loans and leases, at June 30, 2016, compared with $79.4 million, or 0.79 percent of net loans and leases, at June 30, 2015, and $94.2 million, or 0.90 percent of net loans and leases, at March 31, 2016. The allowance for credit losses was $126.9 million, or 1.20 percent of net loans and leases, at June 30, 2016, compared with $138.3 million, or 1.38 percent of net loans and leases, at June 30, 2015 and $126.5 million, or 1.21 percent of net loans and leases, at March 31, 2016.

NPLs at June 30, 2016 consisted primarily of $68.6 million of nonaccrual loans, compared with $81.9 million of nonaccrual loans at March 31, 2016. NPLs at June 30, 2016 also included $1.9 million of loans 90 days or more past due and still accruing, compared with $4.6 million of such loans at March 31, 2016, and included restructured loans still accruing of $9.7 million at June 30, 2016, compared with $7.8 million of such loans at March 31, 2016. Early stage past due loans, representing loans 30-89 days past due, totaled $31.9 million at June 30, 2016 compared to $23.6 million at March 31, 2016. Other real estate owned increased $2.0 million to $14.7 million during the second quarter of 2016 from $12.7 million at March 31, 2016.

Noninterest Revenue

Noninterest revenue was $69.7 million for the second quarter of 2016, compared with $74.3 million for the second quarter of 2015 and $65.5 million for the first quarter of 2016. These results included a negative MSR valuation adjustment of $4.1 million for the second quarter of 2016 compared with a positive MSR valuation adjustment of $4.3 million for the second quarter of 2015 and a negative MSR valuation adjustment of $8.0 million for the first quarter of 2016. Valuation adjustments in the MSR asset are driven primarily by fluctuations in interest rates period over period.

Excluding the MSR valuation adjustments, mortgage banking revenue was $13.1 million for the second quarter of 2016, compared with $9.8 million for the second quarter of 2015 and $10.6 million for the first quarter of 2016. Mortgage origination volume for the second quarter of 2016 was $462.6 million, compared with $417.2 million for the second quarter of 2015 and $315.4 million for the first quarter of 2016.

Credit and debit card fee revenue was $9.5 million for the second quarter of 2016, compared with $9.3 million for the second quarter of 2015 and $9.0 million for the first quarter of 2016. Deposit service charge revenue was $11.0 million for the second quarter of 2016, compared with $11.5 million for the second quarter of 2015 and $11.0 million for the first quarter of 2016. Insurance commission revenue was $28.8 million for the second quarter of 2016, compared with $29.3 million for the second quarter of 2015 and $33.2 million for the first quarter of 2016. Wealth management revenue was $5.3 million for the second quarter of 2016, compared with $5.5 million for the second quarter of 2015 and $5.1 million for the first quarter of 2016.

Noninterest Expense

Noninterest expense for the second quarter of 2016 was $128.7 million, compared with $128.2 million for the second quarter of 2015 and $142.3 million for the first quarter of 2016. Salaries and employee benefits expense was $81.8 million for the second quarter of 2016 compared to $79.8 million for the second quarter of 2015 and $82.5 million for the first quarter of 2016. Occupancy expense was $10.1 million for the second quarter of 2016, compared with $10.4 million for the second quarter of 2015 and $10.3 million for the first quarter of 2016. Other noninterest expense was $30.9 million for the second quarter of 2016, compared to $31.6 million for the second quarter of 2015 and $33.2 million for the first quarter of 2016. Total noninterest expense for the first quarter of 2016 included a total charge of $13.8 million to reflect the probable and estimable liability associated with the joint investigation by the Consumer Financial Protection Bureau and the U.S. Department of Justice, $10.3 million of which is reflected as regulatory settlement expense and $3.5 million of which is included in other noninterest expense. The settlement of this matter did not have a material financial impact on second quarter 2016 financial results.

Capital Management

The Company's equity capitalization is comprised entirely of common stock. BancorpSouth's ratio of shareholders' equity to assets was 12.12 percent at June 30, 2016, compared with 12.32 percent at June 30, 2015 and 12.06 percent at March 31, 2016. The ratio of tangible shareholders' equity to tangible assets was 10.11 percent at June 30, 2016, compared with 10.26 percent at June 30, 2015 and 10.05 percent at March 31, 2016.

Estimated regulatory capital ratios at June 30, 2016 were calculated in accordance with the Basel III capital framework. BancorpSouth is a "well capitalized" financial holding company, as defined by federal regulations, with Tier 1 risk-based capital of 12.37 percent at June 30, 2016 and total risk based capital of 13.45 percent, compared with required minimum levels of 8 percent and 10 percent, respectively, for "well capitalized" classification.

Transactions

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 11 full-service banking offices along the I-20 corridor and has a loan production office in Madison, Mississippi. As of June 30, 2016, OIB, on a consolidated basis, reported total assets of $667.1 million, total loans of $481.2 million and total deposits of $570.7 million. Under the terms of the definitive agreement, the Company will issue approximately 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 merger has been unanimously approved by the Board of Directors of each company and was approved by OIB shareholders on April 8, 2014. On February 25, 2015, the Company re-filed the merger application for the merger with Ouachita Bancshares Corp. with the appropriate regulatory agencies. On June 30, 2015, the Company announced the merger agreement was extended through December 31, 2015 to allow for additional time to obtain the necessary regulatory approvals and to satisfy all closing conditions. Although the merger agreement has not been extended beyond December 31, 2015, the amended agreement remains in effect until terminated by the Board of Directors of the Company or OIB. The terms of the amended agreement provide for a minimum total deal value of $111.1 million but also allow Ouachita Bancshares Corp. to terminate the agreement if the average closing price of the Company's common stock declines below a certain threshold prior to closing. The transaction is expected to close shortly after receiving all required regulatory approvals, although the Company can provide no assurance that the merger will close timely or at all.

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 June 30, 2016, Central Community Corporation, on a consolidated basis, reported total assets of $1.4 billion, total loans of $601.9 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 and was approved by Central Community Corporation shareholders on April 24, 2014. On February 25, 2015, the Company re-filed the merger application for the merger with Central Community Corporation with the appropriate regulatory agencies. On June 30, 2015, the Company announced the merger agreement was extended through December 31, 2015 to allow for additional time to obtain the necessary regulatory approvals and to satisfy all closing conditions. Although the merger agreement has not been extended beyond December 31, 2015, the amended agreement remains in effect until terminated by the Board of Directors of the Company or Central Community Corporation. The terms of the amended agreement provide for a minimum total deal value of $202.5 million but also allow Central Community Corporation to terminate the agreement if the average closing price of the Company's common stock declines below a certain threshold prior to closing. The transaction is expected to close shortly after receiving all required regulatory approvals, although the Company can provide no assurance that the merger will close timely or at all.

For the most recent information regarding the status of the merger with Ouachita Bancshares Corp. and the status of the merger with Central Community Corporation in our periodic reports, please refer to the section titled "Recent Acquisitions and Transaction Activity" in Part I, Item 1, and Part I, Item 1A, of the Annual Report on Form 10-K that was previously filed with the SEC on February 23, 2016.

Summary

Rollins concluded, "Our financial results reflect the same simple story we have been communicating quarter after quarter. We continue to grow revenue while managing total noninterest expense in a very tight range. Revenue growth has been driven by increases in net interest income as we grow our balance sheet and maintain a stable net interest margin as well growth in certain of our non-interest products, including mortgage banking revenue. Our insurance teammates continue to focus on growing our customer base to battle industry pricing headwinds. I'm confident we are positioned to continue to improve our operating performance and enhance shareholder value as we move forward."

Conference Call

BancorpSouth will conduct a conference call to discuss its second quarter 2016 results on July 21, 2016, 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. (NYSE: BXS) is a financial holding company headquartered in Tupelo, Mississippi, with $14.1 billion in assets. BancorpSouth Bank, a wholly-owned subsidiary of BancorpSouth, Inc., operates 238 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 terms, timing and closings of the proposed mergers with Ouachita Bancshares Corp. and Central Community Corporation, 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 (the "CFPB") and the United States Department of Justice ("DOJ") related to the Company's fair lending practices (the "Consent Order"), the acceptance by customers of Ouachita Bancshares Corp. and Central Community Corporation of the Company's products and services if the proposed mergers close, the outcome of any instituted, pending or threatened material litigation, 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, additions to OREO, credit quality, credit losses, liquidity, off-balance sheet commitments and arrangements, valuation of mortgage servicing rights, allowance and provision for credit losses, continued weakness in the economic environment, 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, calculation of economic value of equity, impaired loan charge-offs, troubled debt restructurings, diversification of the Company's revenue stream, liquidity needs and strategies, sources of funding, net interest margin, declaration and payment of dividends, cost saving initiatives, improvement in the Company's efficiencies, operating expense trends, future acquisitions and consideration to be used therefor, 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, Ouachita Bancshares Corp. and Central Community Corporation to obtain regulatory approval of and close the proposed mergers, the willingness of Ouachita Bancshares Corp. and Central Community Corporation to proceed with the proposed mergers, which they are no longer contractually obligated to complete, the potential impact upon the Company of the delay in the closings of these proposed mergers, 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, losses resulting from the significant amount of the Company's OREO, 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 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 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 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 SEC. 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, Inc.

                                                                                                                                       Selected Financial Information

                                                                                                                                (Dollars in thousands, except per share data)

                                                                                                                                                 (Unaudited)



                                                                                                      Quarter Ended                          Quarter Ended                    Quarter Ended              Quarter Ended              Quarter Ended

                                                                                                                      6/30/2016                                  3/31/2016                  12/31/2015                 9/30/2015                  6/30/2015
                                                                                                                      ---------                                  ---------                  ----------                 ---------                  ---------

    Earnings Summary:

    Interest revenue                                                                                                   $119,423                                    $117,972                     $118,050                   $118,201                    $114,630

    Interest expense                                                                                                      7,107                                       6,813                        6,820                      7,131                       7,321
                                                                                                                          -----                                       -----                        -----                      -----                       -----

    Net interest revenue                                                                                                112,316                                     111,159                      111,230                    111,070                     107,309

    Provision for credit losses                                                                                           2,000                                       1,000                            -                   (3,000)                    (5,000)
                                                                                                                          -----                                       -----                          ---                    ------                      ------

    Net interest revenue, after provision

       for credit losses                                                                                                110,316                                     110,159                      111,230                    114,070                     112,309

    Noninterest revenue                                                                                                  69,683                                      65,515                       67,386                     62,953                      74,314

    Noninterest expense                                                                                                 128,718                                     142,300                      148,351                    126,450                     128,177
                                                                                                                        -------                                     -------                      -------                    -------                     -------

    Income before income taxes                                                                                           51,281                                      33,374                       30,265                     50,573                      58,446

    Income tax expense                                                                                                   16,589                                      10,825                        9,096                     16,230                      18,733
                                                                                                                         ------                                      ------                        -----                     ------                      ------

    Net income                                                                                                          $34,692                                     $22,549                      $21,169                    $34,343                     $39,713
                                                                                                                        =======                                     =======                      =======                    =======                     =======


    Balance Sheet - Period End Balances

    Total assets                                                                                                    $14,137,160                                 $13,926,398                  $13,798,662                $13,787,424                 $13,634,931

    Total earning assets                                                                                             12,977,030                                  12,760,031                   12,656,791                 12,663,944                  12,492,532

    Total securities                                                                                                  2,103,883                                   2,016,373                    2,082,329                  2,161,125                   2,251,153

    Loans and leases, net of unearned income                                                                         10,575,978                                  10,444,697                   10,372,778                 10,219,576                  10,007,571

    Allowance for credit losses                                                                                         126,935                                     126,506                      126,458                    133,009                     138,312

    Total deposits                                                                                                   11,364,367                                  11,486,697                   11,331,161                 11,141,946                  11,134,961

    Long-term debt                                                                                                      365,588                                      67,681                       69,775                     71,868                      73,962

    Total shareholders' equity                                                                                        1,713,043                                   1,679,793                    1,655,444                  1,644,820                   1,680,196


    Balance Sheet - Average Balances

    Total assets                                                                                                    $14,027,786                                 $13,851,661                  $13,724,595                $13,632,581                 $13,516,546

    Total earning assets                                                                                             12,963,056                                  12,830,000                   12,628,685                 12,548,967                  12,443,960

    Total securities                                                                                                  2,069,058                                   2,037,739                    2,110,195                  2,207,935                   2,211,931

    Loans and leases, net of unearned income                                                                         10,513,732                                  10,372,925                   10,321,299                 10,110,995                   9,868,318

    Total deposits                                                                                                   11,437,422                                  11,431,480                   11,182,750                 11,140,542                  11,148,246

    Long-term debt                                                                                                      219,434                                      67,750                       69,775                     71,868                      73,962

    Total shareholders' equity                                                                                        1,690,906                                   1,668,465                    1,650,924                  1,680,123                   1,659,991


    Nonperforming Assets:

    Non-accrual loans and leases                                                                                        $68,638                                     $81,926                      $83,028                    $70,237                     $67,766

    Loans and leases 90+ days past due, still accruing                                                                    1,875                                       4,567                        2,013                      1,436                       1,568

    Restructured loans and leases, still accruing                                                                         9,687                                       7,753                        9,876                     18,578                      10,109

    Non-performing loans (NPLs)                                                                                          80,200                                      94,246                       94,917                     90,251                      79,443
                                                                                                                         ------                                      ------                       ------                     ------                      ------

    Other real estate owned                                                                                              14,658                                      12,685                       14,759                     23,696                      24,299
                                                                                                                         ------                                      ------                       ------                     ------                      ------

    Non-performing assets (NPAs)                                                                                        $94,858                                    $106,931                     $109,676                   $113,947                    $103,742
                                                                                                                        =======                                    ========                     ========                   ========                    ========


    Financial Ratios and Other Data:

    Return on average assets                                                                                              0.99%                                      0.65%                       0.61%                     1.00%                      1.18%

    Operating return on average assets-excluding MSR*                                                                     1.07%                                      1.07%                       0.86%                     1.09%                      1.10%

    Return on average shareholders' equity                                                                                8.25%                                      5.44%                       5.09%                     8.11%                      9.60%

    Operating return on average shareholders' equity-excluding MSR*                                                       8.84%                                      8.89%                       7.12%                     8.88%                      8.94%

    Return on tangible equity*                                                                                            9.99%                                      6.63%                       6.25%                    10.23%                     11.66%

    Operating return on tangible equity-excluding MSR*                                                                   10.70%                                     10.84%                       8.75%                    11.21%                     10.87%

    Noninterest income to average assets                                                                                  2.00%                                      1.90%                       1.95%                     1.83%                      2.21%

    Noninterest expense to average assets                                                                                 3.69%                                      4.13%                       4.29%                     3.68%                      3.80%

    Net interest margin-fully taxable equivalent                                                                          3.56%                                      3.56%                       3.58%                     3.59%                      3.54%

    Net interest rate spread                                                                                              3.47%                                      3.47%                       3.48%                     3.49%                      3.44%

    Efficiency ratio (tax equivalent)*                                                                                   69.77%                                     79.39%                      81.86%                    71.56%                     69.52%

    Operating efficiency ratio-excluding MSR (tax equivalent)*                                                           68.21%                                     68.66%                      73.89%                    69.45%                     71.16%

    Loan/deposit ratio                                                                                                   93.06%                                     90.93%                      91.54%                    91.72%                     89.88%

    Price to earnings multiple (avg)                                                                                      19.07                                       17.33                        18.17                      16.98                       18.80

    Market value to book value                                                                                          125.23%                                    119.81%                     136.46%                   135.80%                    148.34%

    Market value to book value (avg)                                                                                    124.62%                                    116.78%                     142.53%                   140.68%                    142.10%

    Market value to tangible book value                                                                                 153.53%                                    147.04%                     168.15%                   167.71%                    182.42%

    Market value to tangible book value (avg)                                                                           152.78%                                    143.33%                     175.64%                   173.74%                    174.75%

    Headcount FTE                                                                                                         4,028                                       3,966                        3,970                      3,903                       3,935


    *Denotes non-GAAP financial measure.  Refer to related disclosure and reconciliation on pages 19 and 20.


                                                                                                                          BancorpSouth, Inc.
                                                                                                                    Selected Financial Information
                                                                                                             (Dollars in thousands, except per share data)
                                                                                                                              (Unaudited)


                                                                                                              Quarter Ended                                Quarter Ended            Quarter Ended              Quarter Ended              Quarter Ended

                                                                                                                                 6/30/2016                               3/31/2016                12/31/2015                 9/30/2015                  6/30/2015
                                                                                                                                 ---------                               ---------                ----------                 ---------                  ---------

    Credit Quality Ratios:

    Net (recoveries) charge-offs to average loans and leases (annualized)                                                            0.06%                                   0.04%                     0.25%                     0.09%                    (0.27%)

    Provision for credit losses to average loans and leases (annualized)                                                             0.08%                                   0.04%                     0.00%                   (0.12%)                    (0.20%)

    Allowance for credit losses to net loans and leases                                                                              1.20%                                   1.21%                     1.22%                     1.30%                      1.38%

    Allowance for credit losses to non-performing loans and leases                                                                 158.27%                                 134.23%                   133.23%                   147.38%                    174.10%

    Allowance for credit losses to non-performing assets                                                                           133.82%                                 118.31%                   115.30%                   116.73%                    133.32%

    Non-performing loans and leases to net loans and leases                                                                          0.76%                                   0.90%                     0.92%                     0.88%                      0.79%

    Non-performing assets to net loans and leases                                                                                    0.90%                                   1.02%                     1.06%                     1.11%                      1.04%


    Equity Ratios:

    Total shareholders' equity to total assets                                                                                      12.12%                                  12.06%                    12.00%                    11.93%                     12.32%

    Tangible shareholders' equity to tangible assets*                                                                               10.11%                                  10.05%                     9.96%                     9.88%                     10.26%



    Capital Adequacy:

    Common  Equity Tier 1 capital                                                                                                   12.17%                                  12.14%                    12.07%                    12.08%                     12.60%

    Tier 1 capital                                                                                                                  12.37%                                  12.34%                    12.27%                    12.29%                     12.81%

    Total capital                                                                                                                   13.45%                                  13.43%                    13.37%                    13.45%                     14.04%

    Tier 1 leverage capital                                                                                                         10.66%                                  10.61%                    10.61%                    10.56%                     10.96%

       Estimated for current quarter


    Common Share Data:

    Basic earnings per share                                                                                                         $0.37                                    $0.24                      $0.22                      $0.36                       $0.41

    Diluted earnings per share                                                                                                        0.37                                     0.24                       0.22                       0.36                        0.41

    Operating earnings per share*                                                                                                     0.37                                     0.34                       0.33                       0.36                        0.41

    Operating earnings per share- excluding MSR*                                                                                      0.39                                     0.39                       0.31                       0.39                        0.39

    Cash dividends per share                                                                                                          0.10                                     0.10                       0.10                       0.10                        0.08

    Book value per share                                                                                                             18.12                                    17.79                      17.58                      17.50                       17.37

    Tangible book value per share*                                                                                                   14.78                                    14.49                      14.27                      14.17                       14.12

    Market value per share (last)                                                                                                    22.69                                    21.31                      23.99                      23.77                       25.76

    Market value per share (high)                                                                                                    24.18                                    23.64                      27.23                      26.54                       26.68

    Market value per share (low)                                                                                                     20.19                                    18.69                      22.44                      22.09                       22.83

    Market value per share (avg)                                                                                                     22.58                                    20.77                      25.06                      24.62                       24.68

    Dividend payout ratio                                                                                                           22.58%                                  41.85%                    44.46%                    28.01%                     18.25%

    Total shares outstanding                                                                                                    94,546,091                               94,438,626                 94,162,728                 93,969,994                  96,755,530

    Average shares outstanding - basic                                                                                          94,461,025                               94,369,211                 94,111,408                 96,202,871                  96,625,794

    Average shares outstanding - diluted                                                                                        94,694,795                               94,593,540                 94,384,443                 96,467,728                  96,957,441



    Yield/Rate:

    (Taxable equivalent basis)

    Loans, loans held for sale, and leases net of unearned income                                                                    4.20%                                   4.21%                     4.15%                     4.22%                      4.23%

    Available-for-sale securities:

      Taxable                                                                                                                        1.40%                                   1.40%                     1.48%                     1.40%                      1.40%

      Tax-exempt                                                                                                                     5.36%                                   5.36%                     5.32%                     5.32%                      5.44%

    Short-term investments                                                                                                           0.39%                                   0.33%                     0.22%                     0.20%                      0.24%

      Total interest earning assets and revenue                                                                                      3.78%                                   3.78%                     3.79%                     3.82%                      3.78%

    Deposits                                                                                                                         0.21%                                   0.21%                     0.21%                     0.22%                      0.23%

      Demand - interest bearing                                                                                                      0.18%                                   0.17%                     0.18%                     0.18%                      0.19%

      Savings                                                                                                                        0.12%                                   0.12%                     0.12%                     0.12%                      0.12%

      Other time                                                                                                                     0.75%                                   0.73%                     0.71%                     0.76%                      0.79%

    Short-term borrowings                                                                                                            0.15%                                   0.14%                     0.12%                     0.12%                      0.11%

    Total interest bearing deposits & short-term borrowings                                                                          0.29%                                   0.28%                     0.28%                     0.30%                      0.31%

    Junior subordinated debt                                                                                                         3.23%                                   3.18%                     2.93%                     2.87%                      2.86%

    Long-term debt                                                                                                                   1.21%                                   3.08%                     2.95%                     2.91%                      2.90%

      Total interest bearing liabilities and expense                                                                                 0.32%                                   0.31%                     0.31%                     0.32%                      0.34%

    Interest bearing liabilities to interest earning assets                                                                         69.47%                                  69.75%                    69.23%                    69.68%                     70.36%

    Net interest tax equivalent adjustment                                                                                          $2,493                                   $2,558                     $2,601                     $2,558                      $2,628


    *Denotes non-GAAP financial measure.  Refer to related disclosure and reconciliation on pages 19 and 20.


                                                                                    BancorpSouth, Inc.

                                                                               Consolidated Balance Sheets

                                                                                       (Unaudited)


                                                 Jun-16                                  Mar-16                      Dec-15             Sep-15             Jun-15
                                                 ------                                  ------                      ------             ------             ------

                                                        (Dollars in thousands)

    Assets
    ------

    Cash and due from banks                                $186,381                                         $197,538           $154,192           $159,923            $183,541

    Interest bearing deposits with other banks               86,472                                          148,915             43,777            113,068              34,438

    Available-for-sale securities, at fair value          2,103,883                                        2,016,373          2,082,329          2,161,125           2,251,153

    Loans and leases                                     10,604,547                                       10,475,528         10,404,326         10,254,013          10,041,455

      Less:  Unearned income                                 28,569                                           30,831             31,548             34,437              33,884

                 Allowance for credit losses                126,935                                          126,506            126,458            133,009             138,312

    Net loans and leases                                 10,449,043                                       10,318,191         10,246,320         10,086,567           9,869,259

    Loans held for sale                                     210,698                                          150,046            157,907            170,175             199,370

    Premises and equipment, net                             305,694                                          306,765            308,125            304,317             303,837

    Accrued interest receivable                              39,645                                           41,401             40,901             41,599              41,065

    Goodwill                                                294,901                                          291,498            291,498            291,498             291,498

    Other identifiable intangibles                           20,831                                           19,664             20,545             21,466              22,415

    Bank owned life insurance                               255,240                                          253,427            251,534            249,825             247,983

    Other real estate owned                                  14,658                                           12,685             14,759             23,696              24,299

    Other assets                                            169,714                                          169,895            186,775            164,165             166,073

    Total Assets                                        $14,137,160                                      $13,926,398        $13,798,662        $13,787,424         $13,634,931
                                                        ===========                                      ===========        ===========        ===========         ===========

    Liabilities
    -----------

    Deposits:

      Demand:  Noninterest bearing                       $3,133,460                                       $3,103,321         $3,031,528         $3,053,439          $2,911,972

                      Interest bearing                    4,838,704                                        5,033,565          5,003,806          4,794,656           4,881,469

      Savings                                             1,512,694                                        1,506,942          1,442,336          1,409,856           1,407,616

      Other time                                          1,879,509                                        1,842,869          1,853,491          1,883,995           1,933,904

    Total deposits                                       11,364,367                                       11,486,697         11,331,161         11,141,946          11,134,961

    Federal funds purchased and

        securities sold under agreement

        to repurchase                                       415,949                                          431,089            405,937            425,203             375,980

    Short-term Federal Home Loan Bank borrowings

       and other short-term borrowing                             -                                               -            62,000            224,500              92,500

    Accrued interest payable                                  3,727                                            3,305              3,071              3,353               3,494

    Junior subordinated debt securities                      23,198                                           23,198             23,198             23,198              23,198

    Long-term debt                                          365,588                                           67,681             69,775             71,868              73,962

    Other liabilities                                       251,288                                          234,635            248,076            252,536             250,640

    Total Liabilities                                    12,424,117                                       12,246,605         12,143,218         12,142,604          11,954,735

    Shareholders' Equity
    --------------------

    Common stock                                            236,365                                          236,097            235,407            234,925             241,889

    Capital surplus                                         286,994                                          283,800            282,934            278,998             337,272

    Accumulated other comprehensive loss                   (27,587)                                        (32,144)          (41,825)          (36,355)           (41,288)

    Retained earnings                                     1,217,271                                        1,192,040          1,178,928          1,167,252           1,142,323

    Total Shareholders' Equity                            1,713,043                                        1,679,793          1,655,444          1,644,820           1,680,196

    Total Liabilities & Shareholders' Equity            $14,137,160                                      $13,926,398        $13,798,662        $13,787,424         $13,634,931
                                                        ===========                                      ===========        ===========        ===========         ===========


                                                                                    BancorpSouth, Inc.

                                                                           Consolidated Average Balance Sheets

                                                                                       (Unaudited)


                                                 Jun-16                                   Mar-16                      Dec-15             Sep-15             Jun-15
                                                 ------                                   ------                      ------             ------             ------

                                                        (Dollars in thousands)

    Assets
    ------

    Cash and due from banks                                $117,193                                           $71,528           $159,696           $159,569            $152,792

    Interest bearing deposits with other banks              237,635                                           316,108             69,552             72,438             212,634

    Available-for-sale securities, at fair value          2,069,058                                         2,037,739          2,110,195          2,207,935           2,211,931

    Loans and leases                                     10,543,795                                        10,405,063         10,353,913         10,144,874           9,903,034

      Less:  Unearned income                                 30,063                                            32,138             32,614             33,879              34,716

                 Allowance for credit losses                126,103                                           126,567            132,375            137,547             140,483

    Net loans and leases                                 10,387,629                                        10,246,358         10,188,924          9,973,448           9,727,835

    Loans held for sale                                     142,632                                           103,227            127,638            157,598             151,077

    Premises and equipment, net                             307,600                                           308,065            306,881            304,948             305,335

    Accrued interest receivable                              36,887                                            38,306             38,142             38,847              38,268

    Goodwill                                                292,620                                           291,498            291,498            291,498             291,498

    Other identifiable intangibles                           19,796                                            19,987             20,880             21,812              22,780

    Bank owned life insurance                               254,191                                           252,422            250,577            248,798             246,872

    Other real estate owned                                  15,666                                            14,523             21,049             24,008              27,190

    Other assets                                            146,879                                           151,900            139,563            131,682             128,334

    Total Assets                                        $14,027,786                                       $13,851,661        $13,724,595        $13,632,581         $13,516,546
                                                        ===========                                       ===========        ===========        ===========         ===========

    Liabilities
    -----------

    Deposits:

      Demand:  Noninterest bearing                       $3,122,153                                        $3,014,896         $3,106,947         $2,992,903          $2,895,451

                      Interest bearing                    4,957,827                                         5,102,648          4,782,234          4,822,567           4,899,467

      Savings                                             1,510,250                                         1,468,262          1,421,361          1,413,187           1,404,336

      Other time                                          1,847,192                                         1,845,674          1,872,208          1,911,885           1,948,992

    Total deposits                                       11,437,422                                        11,431,480         11,182,750         11,140,542          11,148,246

    Federal funds purchased and

        securities sold under agreement

        to repurchase                                       443,340                                           431,260            466,865            439,503             399,447

    Short-term Federal Home Loan Bank borrowings

       and other short-term borrowing                         4,275                                            10,484            107,408             62,136               6,555

    Accrued interest payable                                  3,509                                             3,248              3,340              3,600               3,457

    Junior subordinated debt securities                      23,198                                            23,198             23,198             23,198              23,198

    Long-term debt                                          219,434                                            67,750             69,775             71,868              73,962

    Other liabilities                                       205,702                                           215,776            220,335            211,611             201,690

    Total Liabilities                                    12,336,880                                        12,183,196         12,073,671         11,952,458          11,856,555

    Shareholders' Equity
    --------------------

    Common stock                                            236,176                                           235,946            235,227            240,473             241,540

    Capital surplus                                         284,818                                           282,796            282,076            325,118             332,993

    Accumulated other comprehensive loss                   (32,820)                                         (36,184)          (38,618)          (40,476)           (38,534)

    Retained earnings                                     1,202,732                                         1,185,907          1,172,239          1,155,008           1,123,992

    Total Shareholders' Equity                            1,690,906                                         1,668,465          1,650,924          1,680,123           1,659,991

    Total Liabilities & Shareholders' Equity            $14,027,786                                       $13,851,661        $13,724,595        $13,632,581         $13,516,546
                                                        ===========                                       ===========        ===========        ===========         ===========


                                                                                                                  BancorpSouth, Inc.

                                                                                                     Consolidated Condensed Statements of Income

                                                                                                    (Dollars in thousands, except per share data)

                                                                                                                     (Unaudited)


                                                                      Quarter Ended                                    YTD
                                                                    -------------                                  ---

                                                      Jun-16                        Mar-16                           Dec-15                       Sep-15          Jun-15           Jun-16            Jun-15
                                                      ------                        ------                           ------                       ------          ------           ------            ------

    INTEREST REVENUE:

    Loans and leases                                         $109,078                      $107,805                              $107,164                $107,086         $103,428          $216,883           $205,563

    Deposits with other banks                                     229                           263                                    40                      36              126               492                362

    Available-for-sale securities:

        Taxable                                                 6,009                         5,888                                 6,550                   6,490            6,424            11,897             13,268

        Tax-exempt                                              2,924                         3,032                                 3,137                   3,226            3,335             5,956              6,712

    Loans held for sale                                         1,183                           984                                 1,159                   1,363            1,317             2,167              2,222
                                                                -----                           ---                                 -----                   -----            -----             -----              -----

            Total interest revenue                            119,423                       117,972                               118,050                 118,201          114,630           237,395            228,127
                                                              -------                       -------                               -------                 -------          -------           -------            -------


    INTEREST EXPENSE:

    Interest bearing demand                                     2,208                         2,163                                 2,166                   2,209            2,262             4,371              4,445

    Savings                                                       451                           443                                   434                     431              426               894                838

    Other time                                                  3,436                         3,354                                 3,356                   3,646            3,827             6,790              7,835

    Federal funds purchased and securities sold

       under agreement to repurchase                              159                           140                                   112                     104               85               299                167

    Long-term debt                                                665                           530                                   581                     571              556             1,195              1,133

    Junior subordinated debt                                      187                           183                                   171                     168              165               370                328

    Other                                                           1                             -                                    -                      2                -                1                (1)
                                                                  ---                           ---                                  ---                    ---              ---              ---                ---

            Total interest expense                              7,107                         6,813                                 6,820                   7,131            7,321            13,920             14,745
                                                                -----                         -----                                 -----                   -----            -----            ------             ------


            Net interest revenue                              112,316                       111,159                               111,230                 111,070          107,309           223,475            213,382

      Provision for credit losses                               2,000                         1,000                                     -                (3,000)         (5,000)            3,000           (10,000)
                                                                -----                         -----                                   ---                 ------           ------             -----            -------

            Net interest revenue, after provision for

              credit losses                                   110,316                       110,159                               111,230                 114,070          112,309           220,475            223,382
                                                              -------                       -------                               -------                 -------          -------           -------            -------


    NONINTEREST REVENUE:

    Mortgage banking                                            9,043                         2,618                                10,522                   2,339           14,102            11,661             22,669

    Credit card, debit card and merchant fees                   9,495                         8,961                                 9,414                   9,282            9,298            18,456             17,837

    Deposit service charges                                    11,018                        11,014                                11,836                  12,150           11,527            22,032             22,779

    Security gains, net                                            86                             2                                    48                      33               41                88                 55

    Insurance commissions                                      28,803                        33,249                                25,348                  28,584           29,319            62,052             62,812

    Wealth Management                                           5,347                         5,109                                 5,375                   5,567            5,508            10,456             11,718

    Other                                                       5,891                         4,562                                 4,843                   4,998            4,519            10,453              9,759
                                                                -----                         -----                                 -----                   -----            -----            ------              -----

            Total noninterest revenue                          69,683                        65,515                                67,386                  62,953           74,314           135,198            147,629
                                                               ------                        ------                                ------                  ------           ------           -------            -------


    NONINTEREST EXPENSE:

    Salaries and employee benefits                             81,832                        82,467                                80,177                  81,354           79,759           164,299            160,938

    Occupancy, net of rental income                            10,109                        10,273                                10,434                  10,819           10,419            20,382             20,613

    Equipment                                                   3,295                         3,765                                 3,569                   3,742            4,024             7,060              7,998

    Deposit insurance assessments                               2,582                         2,288                                 2,630                   2,191            2,377             4,870              4,688

    Regulatory settlement                                           -                       10,277                                     -                      -               -           10,277                  -

    Other                                                      30,900                        33,230                                51,541                  28,344           31,598            64,130             70,873
                                                               ------                        ------                                ------                  ------           ------            ------             ------

            Total noninterest expense                         128,718                       142,300                               148,351                 126,450          128,177           271,018            265,110
                                                              -------                       -------                               -------                 -------          -------           -------            -------

            Income before income taxes                         51,281                        33,374                                30,265                  50,573           58,446            84,655            105,901

    Income tax expense                                         16,589                        10,825                                 9,096                  16,230           18,733            27,414             33,922
                                                               ------                        ------                                 -----                  ------           ------            ------             ------

            Net income                                        $34,692                       $22,549                               $21,169                 $34,343          $39,713           $57,241            $71,979
                                                              =======                       =======                               =======                 =======          =======           =======            =======


    Net income per share: Basic                                 $0.37                         $0.24                                 $0.22                   $0.36            $0.41             $0.61              $0.75
                                                                =====                         =====                                 =====                   =====            =====             =====              =====

                                      Diluted                   $0.37                         $0.24                                 $0.22                   $0.36            $0.41             $0.60              $0.74
                                                                =====                         =====                                 =====                   =====            =====             =====              =====


                                                                                            BancorpSouth, Inc.

                                                                                            Selected Loan Data

                                                                                          (Dollars in thousands)

                                                                                                (Unaudited)


                                                                     Quarter Ended
                                                                   -------------

                                                 Jun-16                            Mar-16                        Dec-15             Sep-15             Jun-15
                                                 ------                            ------                        ------             ------             ------

    LOAN AND LEASE PORTFOLIO:

    Commercial and industrial                            $1,698,089                        $1,716,477                    $1,747,774         $1,710,497         $1,730,142

    Real estate

       Consumer mortgages                                 2,549,989                         2,480,828                     2,472,202          2,447,132          2,374,122

       Home equity                                          614,686                           605,228                       589,752            573,566            558,460

       Agricultural                                         251,566                           239,422                       259,360            252,381            239,884

       Commercial and industrial-owner occupied           1,644,618                         1,654,577                     1,617,429          1,605,811          1,596,244

       Construction, acquisition and development          1,021,218                           966,362                       945,045            900,875            860,407

       Commercial real estate                             2,254,653                         2,233,742                     2,188,048          2,141,398          2,081,394

    Credit cards                                            108,101                           106,714                       112,165            109,576            110,552

    All other                                               433,058                           441,347                       441,003            478,340            456,366
                                                            -------                           -------                       -------            -------            -------

         Total loans                                    $10,575,978                       $10,444,697                   $10,372,778        $10,219,576        $10,007,571
                                                        -----------                       -----------                   -----------        -----------        -----------


    ALLOWANCE FOR CREDIT LOSSES:

    Balance, beginning of period                           $126,506                          $126,458                      $133,009           $138,312           $136,660


    Loans and leases charged-off:

    Commercial and industrial                                 (748)                            (140)                      (6,193)           (2,010)           (1,436)

    Real estate

       Consumer mortgages                                     (477)                            (710)                      (1,146)           (1,382)             (575)

       Home equity                                            (224)                            (550)                        (147)             (314)             (245)

       Agricultural                                            (10)                             (11)                         (16)               (9)                 -

       Commercial and industrial-owner occupied               (660)                            (154)                        (357)             (645)             (404)

       Construction, acquisition and development              (280)                            (226)                        (221)             (203)             (272)

       Commercial real estate                                 (870)                            (245)                        (122)           (1,477)           (1,117)

    Credit cards                                              (614)                            (720)                        (723)             (706)             (527)

    All other                                                 (417)                            (487)                        (623)             (628)             (441)

         Total loans charged-off                            (4,300)                          (3,243)                      (9,548)           (7,374)           (5,017)
                                                             ------                            ------                        ------             ------             ------


    Recoveries:

    Commercial and industrial                                   339                               212                           354                897                282

    Real estate

       Consumer mortgages                                       499                               455                           596                461              1,024

       Home equity                                              246                                80                           123                 90                185

       Agricultural                                              96                                36                            20                 59                 36

       Commercial and industrial-owner occupied                 101                               125                           307              1,831                146

       Construction, acquisition and development                524                               272                         1,061              1,084              8,978

       Commercial real estate                                   509                               683                           149                187                600

    Credit cards                                                199                               181                           152                170                183

    All other                                                   216                               247                           235                292                235

         Total recoveries                                     2,729                             2,291                         2,997              5,071             11,669
                                                              -----                             -----                         -----              -----             ------


    Net (charge-offs) recoveries                            (1,571)                            (952)                      (6,551)           (2,303)             6,652


    Provision charged to operating expense                    2,000                             1,000                             -           (3,000)           (5,000)

    Balance, end of period                                 $126,935                          $126,506                      $126,458           $133,009           $138,312
                                                           --------                          --------                      --------           --------           --------


    Average loans for period                            $10,513,732                       $10,372,925                   $10,321,299        $10,110,995         $9,868,318
                                                        ===========                       ===========                   ===========        ===========         ==========


    Ratio:

    Net (charge-offs) recoveries to average
     loans (annualized)                                       0.06%                            0.04%                        0.25%             0.09%           (0.27%)
                                                               ====                              ====                          ====               ====             ======


                                                                                                          BancorpSouth, Inc.

                                                                                                          Selected Loan Data

                                                                                                        (Dollars in thousands)

                                                                                                              (Unaudited)


                                                                                          Quarter Ended
                                                                                        -------------

                                                                         Jun-16                               Mar-16                 Dec-15           Sep-15            Jun-15
                                                                         ------                               ------                 ------           ------            ------

    NON-PERFORMING ASSETS

    NON-PERFORMING LOANS AND LEASES:

      Nonaccrual Loans and Leases

        Commercial and industrial                                                $8,675                                      $10,248           $8,493           $15,697             $9,740

        Real estate

           Consumer mortgages                                                    19,309                                       22,968           21,637            21,959             21,636

           Home equity                                                            2,734                                        3,564            4,021             3,664              3,550

           Agricultural                                                           1,107                                          932              921               484                259

           Commercial and industrial-owner occupied                              16,021                                       16,633           16,512            12,690             14,007

           Construction, acquisition and development                              6,086                                        7,720            9,130             4,240              5,411

           Commercial real estate                                                14,197                                       19,417           21,741            10,730             12,397

        Credit cards                                                                159                                          188              188               215                157

        All other                                                                   350                                          256              385               558                609
                                                                                    ---                                          ---              ---               ---                ---

             Total nonaccrual loans and leases                                  $68,638                                      $81,926          $83,028           $70,237            $67,766
                                                                                -------                                      -------          -------           -------            -------


      Loans and Leases 90+ Days Past Due, Still Accruing:                         1,875                                        4,567            2,013             1,436              1,568

      Restructured Loans and Leases, Still Accruing                               9,687                                        7,753            9,876            18,578             10,109

         Total non-performing loans and leases                                   80,200                                       94,246           94,917            90,251             79,443
                                                                                 ------                                       ------           ------            ------             ------


    OTHER REAL ESTATE OWNED:                                                     14,658                                       12,685           14,759            23,696             24,299
                                                                                 ------                                       ------           ------            ------             ------


    Total Non-performing Assets                                                 $94,858                                     $106,931         $109,676          $113,947           $103,742
                                                                                =======                                     ========         ========          ========           ========


    Additions to Nonaccrual Loans and Leases During the Quarter                 $10,553                                      $15,933          $34,050           $22,271            $35,315
                                                                                =======                                      =======          =======           =======            =======


      Loans and Leases 30-89 Days Past Due, Still Accruing:

        Commercial and industrial                                                $3,748                                       $3,758           $2,409            $4,985             $3,081

        Real estate

           Consumer mortgages                                                    15,784                                       11,985           15,128            10,789             10,622

           Home equity                                                            2,842                                        2,414            2,456             1,455              2,527

           Agricultural                                                             367                                          240              303               393                116

           Commercial and industrial-owner occupied                               2,854                                          669            1,018             3,888              2,643

           Construction, acquisition and development                              1,137                                        1,489            1,070             1,218              1,120

           Commercial real estate                                                 3,776                                        1,831              830               798              1,651

        Credit cards                                                                677                                          569              677               788                529

        All other                                                                   712                                          606              744             1,334              1,481
                                                                                    ---                                          ---              ---             -----              -----

             Total Loans and Leases 30-89 days past due, still accruing         $31,897                                      $23,561          $24,635           $25,648            $23,770
                                                                                =======                                      =======          =======           =======            =======


    Credit Quality Ratios:

    Provision for credit losses to average loans and leases (annualized)          0.08%                                       0.04%           0.00%          (0.12%)           (0.20%)

    Allowance for credit losses to net loans and leases                           1.20%                                       1.21%           1.22%            1.30%             1.38%

    Allowance for credit losses to non-performing loans and leases              158.27%                                     134.23%         133.23%          147.38%           174.10%

    Allowance for credit losses to non-performing assets                        133.82%                                     118.31%         115.30%          116.73%           133.32%

    Non-performing loans and leases to net loans and leases                       0.76%                                       0.90%           0.92%            0.88%             0.79%

    Non-performing assets to net loans and leases                                 0.90%                                       1.02%           1.06%            1.11%             1.04%


                                                                                     BancorpSouth, Inc.

                                                                                     Selected Loan Data

                                                                                   (Dollars in thousands)

                                                                                        (Unaudited)


                                                                    June 30, 2016
                                                                  -------------

                                                                                  Special

                                                 Pass                               Mention               Substandard           Doubtful       Loss                  Impaired           Total
                                                 ----                               -------               -----------           --------       ----                  --------           -----

    LOAN PORTFOLIO BY INTERNALLY ASSIGNED GRADE:

    Commercial and industrial                          $1,654,279                     $                -               $36,866            $91                  $384             $6,469          $1,698,089

    Real estate

       Consumer mortgages                               2,482,105                                    298                 66,614             14                     -               958           2,549,989

       Home equity                                        603,039                                      -                10,163              -                    -             1,484             614,686

       Agricultural                                       242,721                                      -                 8,085              -                    -               760             251,566

       Commercial and industrial-owner occupied         1,585,978                                    516                 45,682            375                     -            12,067           1,644,618

       Construction, acquisition and development        1,003,045                                      -                12,809              -                    -             5,364           1,021,218

       Commercial real estate                           2,202,501                                      -                38,867            151                     -            13,134           2,254,653

    Credit cards                                          108,101                                      -                     -             -                    -                 -            108,101

    All other                                             424,932                                      -                 8,027             99                     -                 -            433,058

         Total loans                                  $10,306,701                                   $814               $227,113           $730                  $384            $40,236         $10,575,978
                                                      ===========                                   ====               ========           ====                  ====            =======         ===========



                                                                  March 31, 2016
                                                                  --------------

                                                                                  Special

                                                 Pass                               Mention               Substandard           Doubtful       Loss                  Impaired           Total
                                                 ----                               -------               -----------           --------       ----                  --------           -----

    LOAN PORTFOLIO BY INTERNALLY ASSIGNED GRADE:

    Commercial and industrial                          $1,672,249                     $                -               $35,633           $394    $                -            $8,201          $1,716,477

    Real estate

       Consumer mortgages                               2,407,869                                      -                69,215             11                     -             3,733           2,480,828

       Home equity                                        593,500                                      -                 9,938              -                    -             1,790             605,228

       Agricultural                                       229,935                                      -                 8,632              -                    -               855             239,422

       Commercial and industrial-owner occupied         1,595,424                                      -                47,293              -                    -            11,860           1,654,577

       Construction, acquisition and development          944,533                                      -                15,908              -                    -             5,921             966,362

       Commercial real estate                           2,166,616                                      -                49,440            400                     -            17,286           2,233,742

    Credit cards                                          106,714                                      -                     -             -                    -                 -            106,714

    All other                                             436,409                                      -                 4,838            100                     -                 -            441,347

         Total loans                                  $10,153,249                     $                -              $240,897           $905    $                -           $49,646         $10,444,697
                                                      ===========                     ==================              ========           ====    ==================           =======         ===========


                                                                                                                           BancorpSouth, Inc.

                                                                                                                        Geographical Information

                                                                                                                         (Dollars in thousands)

                                                                                                                               (Unaudited)


                                                                           June 30, 2016
                                                                        -------------

                                                   Alabama

                                                 and Florida

                                                  Panhandle             Arkansas              Louisiana            Mississippi                   Missouri             Tennessee            Texas             Other                Total
                                                  ---------             --------              ---------            -----------                   --------             ---------            -----             -----                -----

    LOAN AND LEASE PORTFOLIO:

    Commercial and industrial                                  $146,268              $198,348             $196,156                 $680,183                   $93,190             $117,291          $221,574              $45,079           $1,698,089

    Real estate

       Consumer mortgages                                       318,323               326,634              225,181                  815,895                    80,713              286,004           472,988               24,251            2,549,989

       Home equity                                               93,400                43,484               67,923                  226,158                    23,427              145,122            13,701                1,471              614,686

       Agricultural                                               7,684                79,186               27,600                   67,078                     3,571               13,942            52,505                    -             251,566

       Commercial and industrial-owner occupied                 199,074               174,811              198,307                  668,400                    49,294              140,535           214,197                    -           1,644,618

       Construction, acquisition and development                121,768               102,732               55,618                  322,841                    22,212              148,243           247,804                    -           1,021,218

       Commercial real estate                                   346,711               359,930              227,451                  613,773                   198,254              176,006           330,778                1,750            2,254,653

    Credit cards                                                      -                    -                   -                       -                        -                   -                -             108,101              108,101

    All other                                                    71,387                47,848               29,070                  172,686                     4,189               34,789            53,328               19,761              433,058

         Total loans                                         $1,304,615            $1,332,973           $1,027,306               $3,567,014                  $474,850           $1,061,932        $1,606,875             $200,413          $10,575,978
                                                             ==========            ==========           ==========               ==========                  ========           ==========        ==========             ========          ===========


    NON-PERFORMING LOANS AND LEASES:

    Commercial and industrial                                      $124                  $519               $2,933                   $5,620               $         -                $181            $1,547               $1,002              $11,926

    Real estate

       Consumer mortgages                                           731                 3,037                2,003                    6,532                     1,117                  695             1,541                6,239               21,895

       Home equity                                                  390                 1,302                  224                      428                         -                 392                 -                   2                2,738

       Agricultural                                                   -                    -                   -                   1,192                         -                   -                -                   -               1,192

       Commercial and industrial-owner occupied                   1,842                 2,099                1,794                    9,107                     1,808                   47               630                    -              17,327

       Construction, acquisition and development                     54                   569                   21                    5,559                     1,180                    -               48                    -               7,431

       Commercial real estate                                       904                 1,093                1,564                   11,593                         -                   -              160                    -              15,314

    Credit cards                                                      -                    -                   -                       -                        -                   -                -               1,261                1,261

    All other                                                        99                   688                   70                      184                         -                  37                 -                  38                1,116
                                                                    ---                   ---                  ---                      ---                       ---                 ---               ---                 ---

         Total loans                                             $4,144                $9,307               $8,609                  $40,215                    $4,105               $1,352            $3,926               $8,542              $80,200
                                                                 ======                ======               ======                  =======                    ======               ======            ======               ======              =======


    NON-PERFORMING LOANS AND LEASES

       AS A PERCENTAGE OF OUTSTANDING:

    Commercial and industrial                                     0.08%                0.26%               1.50%                   0.83%                    0.00%               0.15%            0.70%               2.22%               0.70%

    Real estate

       Consumer mortgages                                         0.23%                0.93%               0.89%                   0.80%                    1.38%               0.24%            0.33%              25.73%               0.86%

       Home equity                                                0.42%                2.99%               0.33%                   0.19%                    0.00%               0.27%            0.00%               0.14%               0.45%

       Agricultural                                               0.00%                0.00%               0.00%                   1.78%                    0.00%               0.00%            0.00%                 N/A               0.47%

       Commercial and industrial-owner occupied                   0.93%                1.20%               0.90%                   1.36%                    3.67%               0.03%            0.29%                 N/A               1.05%

       Construction, acquisition and development                  0.04%                0.55%               0.04%                   1.72%                    5.31%               0.00%            0.02%                 N/A               0.73%

       Commercial real estate                                     0.26%                0.30%               0.69%                   1.89%                    0.00%               0.00%            0.05%                 N/A               0.68%

    Credit cards                                                    N/A                  N/A                 N/A                     N/A                      N/A                 N/A              N/A               1.17%               1.17%

    All other                                                     0.14%                1.44%               0.24%                   0.11%                    0.00%               0.11%            0.00%               0.19%               0.26%

         Total loans                                              0.32%                0.70%               0.84%                   1.13%                    0.86%               0.13%            0.24%               4.26%               0.76%
                                                                   ====                  ====                 ====                     ====                      ====                 ====              ====                 ====                 ====


                                                                                BancorpSouth, Inc.

                                                                         Noninterest Revenue and Expense

                                                                              (Dollars in thousands)

                                                                                   (Unaudited)


                                                           Quarter Ended                                     YTD
                                                         -------------                                   ---

                                         Jun-16                           Mar-16                           Dec-15          Sep-15          Jun-15          Jun-16            Jun-15
                                         ------                           ------                           ------          ------          ------          ------            ------

    NONINTEREST REVENUE:

    Mortgage banking                              $9,043                                $2,618                     $10,522          $2,339         $14,102           $11,661         $22,669

    Credit card, debit card and merchant
     fees                                          9,495                                 8,961                       9,414           9,282           9,298            18,456          17,837

    Deposit service charges                       11,018                                11,014                      11,836          12,150          11,527            22,032          22,779

    Securities gains, net                             86                                     2                          48              33              41                88              55

    Insurance commissions                         28,803                                33,249                      25,348          28,584          29,319            62,052          62,812

    Trust income                                   3,493                                 3,430                       3,469           3,653           3,543             6,923           7,579

    Annuity fees                                     465                                   477                         449             539             470               942           1,028

    Brokerage commissions and fees                 1,389                                 1,202                       1,457           1,375           1,495             2,591           3,111

    Bank-owned life insurance                      1,813                                 1,893                       1,881           1,842           1,835             3,706           3,734

    Other miscellaneous income                     4,078                                 2,669                       2,962           3,156           2,684             6,747           6,025

         Total noninterest revenue               $69,683                               $65,515                     $67,386         $62,953         $74,314          $135,198        $147,629
                                                 =======                               =======                     =======         =======         =======          ========        ========


    NONINTEREST EXPENSE:

    Salaries and employee benefits               $81,832                               $82,467                     $80,177         $81,354         $79,759           164,299        $160,938

    Occupancy, net of rental income               10,109                                10,273                      10,434          10,819          10,419            20,382          20,613

    Equipment                                      3,295                                 3,765                       3,569           3,742           4,024             7,060           7,998

    Deposit insurance assessments                  2,582                                 2,288                       2,630           2,191           2,377             4,870           4,688

    Regulatory settlement                              -                               10,277                           -              -              -           10,277               -

    Advertising                                    1,043                                   633                       1,009             812           1,686             1,676           2,467

    Foreclosed property expense                    1,309                                 1,181                       3,014             808           1,625             2,490           3,596

    Telecommunications                             1,259                                 1,295                       1,322           1,267           1,323             2,554           2,637

    Public relations                                 599                                   661                         702             588             794             1,260           1,479

    Data processing                                6,685                                 6,391                       6,092           6,156           5,898            13,076          11,900

    Computer software                              2,732                                 2,660                       2,609           2,595           2,690             5,392           5,296

    Amortization of intangibles                      869                                   880                         922             948           1,061             1,749           2,093

    Legal                                          1,754                                 4,535                      19,434           1,233           1,998             6,289           9,679

    Merger expense                                     1                                     1                          13               8               4                 2               4

    Postage and shipping                             985                                 1,117                       1,139           1,030           1,194             2,102           2,366

    Other miscellaneous expense                   13,664                                13,876                      15,285          12,899          13,325            27,540          29,356

         Total noninterest expense              $128,718                              $142,300                    $148,351        $126,450        $128,177          $271,018        $265,110
                                                ========                              ========                    ========        ========        ========          ========        ========


    INSURANCE COMMISSIONS:

    Property and casualty commissions            $20,417                               $19,877                     $18,814         $21,155         $21,145           $40,294         $41,818

    Life and health commissions                    6,252                                 5,615                       5,823           5,775           6,202           $11,867          11,614

    Risk management income                           592                                   623                         672             709             637            $1,215           1,303

    Other                                          1,542                                 7,134                          39             945           1,335            $8,676           8,077

         Total insurance commissions             $28,803                               $33,249                     $25,348         $28,584         $29,319           $62,052         $62,812
                                                 =======                               =======                     =======         =======         =======           =======         =======


                                                                                               BancorpSouth, Inc.

                                                                                        Selected Additional Information

                                                                                             (Dollars in thousands)

                                                                                                  (Unaudited)


                                                                         Quarter Ended
                                                                       -------------

                                                     Jun-16                            Mar-16                           Dec-15            Sep-15            Jun-15
                                                     ------                            ------                           ------            ------            ------

    MORTGAGE SERVICING RIGHTS:

    Fair value, beginning of period                            $50,544                                $57,268                     $52,973           $55,924            $49,190

    Additions to mortgage servicing rights:

       Originations of servicing assets                          3,723                                  2,612                       3,065             4,231              4,344

    Changes in fair value:

       Due to payoffs/paydowns                                 (2,066)                               (1,380)                    (1,633)          (1,872)           (1,930)

       Due to change in valuation inputs or

         assumptions used in the valuation model               (4,092)                               (7,954)                      2,865           (5,308)             4,321

       Other changes in fair value                                 (1)                                   (2)                        (2)              (2)               (1)

    Fair value, end of period                                  $48,108                                $50,544                     $57,268           $52,973            $55,924
                                                               =======                                =======                     =======           =======            =======


    Production revenue:

       Origination                                             $10,523                                 $7,208                      $4,909            $5,154             $7,395

       Servicing                                                 4,678                                  4,744                       4,381             4,365              4,316

       Payoffs/Paydowns                                        (2,066)                               (1,380)                    (1,633)          (1,872)           (1,930)
                                                                ------                                 ------                      ------            ------             ------

         Total production revenue                               13,135                                 10,572                       7,657             7,647              9,781

    Market value adjustment                                    (4,092)                               (7,954)                      2,865           (5,308)             4,321
                                                                ------                                 ------                       -----            ------              -----

    Total mortgage banking revenue                              $9,043                                 $2,618                     $10,522            $2,339            $14,102
                                                                ======                                 ======                     =======            ======            =======


    Mortgage loans serviced                                 $6,156,258                             $6,096,220                  $6,011,236        $5,942,736         $5,802,407

    MSR/mtg loans serviced                                       0.78%                                 0.83%                      0.95%            0.89%             0.96%


    AVAILABLE-FOR-SALE SECURITIES, at fair value

    U.S. Government agencies                                $1,310,803                             $1,196,167                  $1,244,640        $1,255,717         $1,336,846

    Government agency issued residential

       mortgage-back securities                                180,178                                189,741                     140,540           206,878            217,191

    Government agency issued commercial

       mortgage-back securities                                193,475                                207,908                     260,693           229,922            224,450

    Obligations of states and political subdivisions           399,391                                408,537                     417,499           451,600            458,322

    Other                                                       20,036                                 14,020                      18,957            17,008             14,344

    Total available-for-sale securities                     $2,103,883                             $2,016,373                  $2,082,329        $2,161,125         $2,251,153
                                                            ==========                             ==========                  ==========        ==========         ==========


                                                                                                                            BancorpSouth, Inc.

                                                                                                      Reconciliation of Non-GAAP Measures and Other Ratio Definitions

                                                                                                             (Dollars in thousands, except per share amounts)

                                                                                                                                (Unaudited)



    Management evaluates the Company's capital position and operating performance by utilizing certain financial measures not calculated in accordance with U.S. Generally Accepted Accounting Principles (GAAP), including net operating income, net operating income-excluding MSR,
     tangible shareholders' equity to tangible assets, return on tangible equity, operating return on tangible equity-excluding MSR,  operating return on average assets-excluding MSR, operating return on average shareholders' equity-excluding MSR, tangible book value per share,
     operating earnings per share, operating earnings per share-excluding MSR, efficiency ratio (tax equivalent) and operating efficiency ratio-excluding MSR (tax equivalent).  The Company has included these non-GAAP financial measures in this news release for the applicable
     periods presented.  Management believes that the presentation of these non-GAAP financial measures (i) provides important supplemental information that contributes to a proper understanding of the Company's capital position and operating performance, (ii) enables a more
     complete understanding of factors and trends affecting the Company's business and (iii) allows investors to evaluate the Company's performance in a manner similar to management, the financial services industry, bank stock analysts and bank regulators.  Reconciliations of these
     non-GAAP financial measures to the most directly comparable GAAP financial measures are presented in the tables below.  These non-GAAP financial measures should not be considered as substitutes for GAAP financial measures, and the Company strongly encourages investors to
     review the GAAP financial measures included in this news release and not to place undue reliance upon any single financial measure.  In addition, because non-GAAP financial measures are not standardized, it may not be possible to compare the non-GAAP financial measures
     presented in this news release with other companies' non-GAAP financial measures having the same or similar names.


    Reconciliation of Net Operating Income and Net Operating Income-Excluding MSR to Net Income:


                                                                                                                                                                                                              Quarter ended
                                                                                                                                                                                                              -------------

                                                                                                                                                             6/30/2016                    3/31/2016                    12/31/2015                    9/30/2015                    6/30/2015
                                                                                                                                                             ---------                    ---------                    ----------                    ---------                    ---------


    Net income                                                                                                                                     $34,692                       $22,549                       $21,169                        $34,343                       $39,713

    Plus:                                                                                           Merger expense, net of tax                                                        1                             1                              8                             5                 3

                                                                                                    Legal charge, net of tax                                                          -                            -                        10,246                             -                -

                                                                                                    Regulatory related charges, net of tax                                            -                        9,412                              -                            -                -

    Less:                                                                                           Security gains, net of tax                                                       53                             2                             30                            20                26

    Net operating income                                                                                                                           $34,640                       $31,960                       $31,393                        $34,328                       $39,690
                                                                                                                                                   =======                       =======                       =======                        =======                       =======


    Less:                                                                                           MSR market value adjustment, net of tax                                     (2,537)                      (4,931)                         1,776                       (3,291)            2,679

    Net operating income-excluding MSR                                                                                                             $37,177                       $36,891                       $29,617                        $37,619                       $37,011
                                                                                                                                                   =======                       =======                       =======                        =======                       =======


                                                                                                                      BancorpSouth, Inc.

                                                                                                Reconciliation of Non-GAAP Measures and Other Ratio Definitions

                                                                                                       (Dollars in thousands, except per share amounts)

                                                                                                                          (Unaudited)




    Reconciliation of Tangible Assets and Tangible Shareholders' Equity to

    Total Assets and Total Shareholders' Equity:


                                                                                                                                                                                          Quarter ended
                                                                                                                                                                                          -------------

                                                                                                                                  6/30/2016                        3/31/2016                       12/31/2015                        9/30/2015                        6/30/2015
                                                                                                                                  ---------                        ---------                       ----------                        ---------                        ---------

    Tangible assets

    Total assets                                                                                                                $14,137,160                       $13,926,398                       $13,798,662                       $13,787,424                       $13,634,931

    Less:                                                                     Goodwill                                                                 294,901                           291,498                           291,498                           291,498                          291,498

                                                                              Other identifiable intangible assets                                      20,831                            19,664                            20,545                            21,466                           22,415


    Total tangible assets                                                                                         $13,821,428                       $13,615,236                       $13,486,619                       $13,474,460                       $13,321,018


    Tangible shareholders' equity

    Total shareholders' equity                                                                                     $1,713,043                        $1,679,793                        $1,655,444                        $1,644,820                        $1,680,196

    Less:                                                                     Goodwill                                                                 294,901                           291,498                           291,498                           291,498                          291,498

                                                                              Other identifiable intangible assets                                      20,831                            19,664                            20,545                            21,466                           22,415


    Total tangible shareholders' equity                                                                            $1,397,311                        $1,368,631                        $1,343,401                        $1,331,856                        $1,366,283


    Total average assets                                                                                          $14,027,786                       $13,851,661                       $13,724,595                       $13,632,581                       $13,516,546

    Total common shares outstanding                                                                                                              94,546,091                        94,438,626                        94,162,728                        93,969,994                       96,755,530

    Average shares outstanding-diluted                                                                                                           94,694,795                        94,593,540                        94,384,443                        96,467,728                       96,957,441


    Tangible shareholders' equity to tangible assets (1)                                                                                             10.11%                           10.05%                            9.96%                            9.88%                          10.26%

    Return on tangible equity (2)                                                                                                                     9.99%                            6.63%                            6.25%                           10.23%                          11.66%

    Operating return on tangible equity-excluding MSR (3)                                                                                            10.70%                           10.84%                            8.75%                           11.21%                          10.87%

    Operating return on average assets-excluding MSR (4)                                                                                              1.07%                            1.07%                            0.86%                            1.09%                           1.10%

    Operating return on average shareholders' equity-excluding MSR (5)                                                                                8.84%                            8.89%                            7.12%                            8.88%                           8.94%

    Tangible book value per share (6)                                                                                  $14.78                            $14.49                            $14.27                            $14.17                            $14.12

    Operating earnings per share (7)                                                                                    $0.37                             $0.34                             $0.33                             $0.36                             $0.41

    Operating earnings per share-excluding MSR (8)                                                                      $0.39                             $0.39                             $0.31                             $0.39                             $0.39



                                                                       (1)    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.


                                                                       (2)   Return on tangible equity is defined by the Company as annualized net income divided by tangible shareholders' equity.


                                                                       (3)    Operating return on tangible equity-excluding MSR is defined by the Company as annualized net operating income-
                                                                               excluding MSR divided by tangible shareholders' equity.


                                                                       (4)    Operating return on average assets-excluding MSR is defined by the Company as annualized net operating income-
                                                                               excluding MSR divided by total average assets.


                                                                       (5)    Operating return on average shareholders' equity-excluding MSR is defined by the Company as annualized net operating
                                                                               income-excluding MSR divided by average shareholders' equity.


                                                                       (6)    Tangible book value per share is defined by the Company as tangible shareholders' equity divided by total common shares
                                                                               outstanding.


                                                                       (7)    Operating earnings per share is defined by the Company as net operating income divided by average shares outstanding-
                                                                               diluted.


                                                                       (8)    Operating earnings per share-excluding MSR is defined by the Company as net operating income-excluding MSR divided by
                                                                               average shares outstanding-diluted.


    Efficiency Ratio (tax equivalent) and Operating Efficiency Ratio-excluding MSR (tax equivalent) Definitions


    The efficiency ratio (tax equivalent) and the operating efficiency ratio-excluding MSR (tax equivalent) are supplemental financial measures utilized in management's internal evaluation of the Company's use of resources and are not defined under GAAP. The efficiency ratio (tax equivalent) is calculated by
     dividing total noninterest expense by total revenue, which includes net interest income plus noninterest income plus the tax equivalent adjustment.  The operating efficiency ratio-excluding MSR (tax equivalent) excludes expense items otherwise disclosed as non-operating from total noninterest expense.  In
     addition, the MSR valuation adjustment as well as securities gains and losses are excluded from total revenue.

To view the original version on PR Newswire, visit:http://www.prnewswire.com/news-releases/bancorpsouth-announces-second-quarter-2016-financial-results-300301705.html

SOURCE BancorpSouth, Inc.