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BancorpSouth Announces Third Quarter 2021 Results

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BancorpSouth Bank (NYSE: BXS) reported a net income of $70.4 million for Q3 2021, translating to $0.65 per diluted share. Total pre-tax pre-provision net revenue reached $90.1 million, while total deposits saw an increase of $722.2 million, representing a 12.2% annualized growth. The bank experienced organic net loan growth of $121.6 million (3.3% annualized). Credit quality metrics remained strong with a negative provision for credit losses of $7.0 million. Additionally, the merger with Cadence Bancorporation is set to close on October 29, 2021, potentially creating a $48 billion institution.

Positive
  • Achieved quarterly net income of $70.4 million, or $0.65 per diluted share.
  • Generated $90.1 million in pre-tax pre-provision net revenue (PPNR).
  • Increased total deposits and customer repos by $722.2 million, or 12.2% annualized.
  • Recorded organic net loan growth of approximately $121.6 million, or 3.3% annualized.
  • Maintained strong credit quality metrics with a negative provision for credit losses of $7.0 million.
Negative
  • Net income decreased compared to $71.5 million in Q3 2020 and $73.2 million in Q2 2021.
  • Noninterest revenue fell to $84.4 million from $89.9 million in Q3 2020.
  • Net interest margin declined to 2.86% from 3.31% in Q3 2020.

TUPELO, Miss., Oct. 25, 2021 /PRNewswire/ -- BancorpSouth Bank (NYSE: BXS) (the Company) today announced financial results for the quarter ended September 30, 2021.

Highlights for the third quarter of 2021 included:

  • Achieved quarterly net income available to common shareholders of $70.4 million, or $0.65 per diluted common share, and net operating income available to common shareholders – excluding MSR – of $73.3 million, or $0.68 per diluted common share.
  • Generated $90.1 million in pre-tax pre-provision net revenue (PPNR), or 1.29 percent of average assets on an annualized basis.
  • Generated organic total deposit and customer repo growth of $722.2 million for the quarter, or 12.2 percent on an annualized basis, and total organic net loan growth of approximately $121.6 million, or 3.3 percent on an annualized basis, excluding Paycheck Protection Program (PPP) activity.
  • Fee income businesses continue to perform at a high level as mortgage origination volume totaled $788.9 million for the quarter while insurance commission revenue grew over 9 percent compared to the third quarter of 2020.
  • Continued stability in credit quality metrics including net recoveries of $2.1 million for the quarter; recorded negative provision for credit losses of $7.0 million for the quarter.
  • Repurchased 1,742,474 shares of outstanding common stock at a weighted average price of $28.69 per share.
  • Maintained strong regulatory capital metrics; estimated total risk-based capital of 14.27 percent at September 30, 2021 compared to 14.50 percent at June 30, 2021.
  • Recorded a charge of $2.4 million in accordance with Accounting Standards Codification (ASC) 715 "Compensation – Retirement Benefits" to reflect the settlement accounting impact of elevated lump sum retirement payments that have occurred in 2021.
  • Recently received shareholder and regulatory approval to complete merger with Cadence Bancorporation, the parent company of Cadence Bank N.A., which is expected to close effective October 29, 2021, and create an approximately $48 billion institution on a pro forma basis that will be the 6th largest bank headquartered in the Company's nine-state footprint.

"Our third quarter financial results reflect many key successes despite certain continued industry headwinds, particularly related to the net interest margin dynamics," remarked Dan Rollins, Chairman and Chief Executive Officer.  "While our back office and support teams have been focused on preparing for the closing and operational integration of the Cadence transaction, our customer facing teammates are continuing to generate growth.  We reported deposit and customer repo growth of over $722 million for the quarter while net organic loan growth totaled approximately $122 million, which marks the second consecutive quarter of net organic loan growth.  We are obviously pleased to see continued economic stability across our footprint as well as improved loan demand.  We are also proud of the results reported by our fee income businesses.  Our mortgage team generated $789 million in production volume for the quarter while our insurance commission revenue totaled $35.8 million, representing growth of just over nine percent compared to the third quarter of 2020."

"As we look at other highlights for the quarter, our credit quality metrics continue to remain very strong.  We had a negative provision for credit losses of $7.0 million for the quarter, which was driven by net recoveries of $2.1 million for the quarter combined with stability in our other credit quality metrics.  From a capital management standpoint, we were active in our share repurchase program as we repurchased approximately 1.7 million shares of common stock during the third quarter, which is the first activity in our repurchase program since prior to the pandemic.  We still have approximately 4.3 million shares available for repurchase this year under our authorized repurchase plan."

Earnings Summary

The Company reported net income available to common shareholders of $70.4 million, or $0.65 per diluted common share, for the third quarter of 2021, compared with net income available to common shareholders of $71.5 million, or $0.69 per diluted common share, for the third quarter of 2020 and net income available to common shareholders of $73.2 million, or $0.69 per diluted common share, for the second quarter of 2021.  The Company reported net operating income available to common shareholders – excluding MSR – of $73.3 million, or $0.68 per diluted common share, for the third quarter of 2021, compared with $71.2 million, or $0.69 per diluted common share, for the third quarter of 2020 and $90.6 million, or $0.86 per diluted common share, for the second quarter of 2021.

The Company reported PPNR of $90.1 million, or 1.29 percent of average assets on an annualized basis, for the third quarter of 2021 compared to $111.0 million, or 1.89 percent of average assets on an annualized basis, for the third quarter of 2020 and $119.9 million, or 1.80 percent of average assets on an annualized basis, for the second quarter of 2021.

Net Interest Revenue

Net interest revenue was $181.5 million for the third quarter of 2021, an increase of 3.2 percent from $175.9 million for the third quarter of 2020 and an increase of 0.7 percent from $180.2 million for the second quarter of 2021.  The fully taxable equivalent net interest margin was 2.86 percent for the third quarter of 2021, compared with 3.31 percent for the third quarter of 2020 and 2.99 percent for the second quarter of 2021.  Yields on net loans and leases were 4.46 percent for the third quarter of 2021, compared with 4.54 percent for the third quarter of 2020 and 4.43 percent for the second quarter of 2021, while yields on total interest earning assets were 3.15 percent for the third quarter of 2021, compared with 3.77 percent for the third quarter of 2020 and 3.31 percent for the second quarter of 2021. 

The net interest margin, excluding accretable yield, was 2.81 percent for the third quarter of 2021, compared with 3.23 percent for the third quarter of 2020 and 2.94 percent for the second quarter of 2021, while yields on net loans and leases, excluding accretable yield, were 4.38 percent for the third quarter of 2021, compared with 4.44 percent for the third quarter of 2020 and 4.35 percent for the second quarter of 2021.  Net interest income for the third quarter of 2021 included approximately $1.0 million of accelerated PPP fee income recognition resulting from the payoff of loans that were forgiven by the Small Business Administration (SBA) during the quarter.  The average cost of deposits was 0.24 percent for the third quarter of 2021, compared with 0.44 percent for the third quarter of 2020 and 0.27 percent for the second quarter of 2021.

Balance Sheet Activity

Loans and leases, net of unearned income, decreased $12.8 million during the third quarter of 2021 while deposits and customer repos increased $722.2 million.  Forgiveness payments were received on PPP loans during the quarter totaling approximately $135.0 million.  Excluding the impact of PPP activity, total organic loan growth totaled approximately $121.6 million, or 3.3 percent annualized compared to June 30, 2021.  There were no acquisitions closed during the third quarter of 2021.  

Provision for Credit Losses and Allowance for Credit Losses

Earnings for the third quarter of 2021 reflect a negative provision for credit losses of $7.0 million, compared with a provision for credit losses of $16.0 million for the third quarter of 2020 and a provision for credit losses of $11.5 million for the second quarter of 2021.  The negative provision for credit losses recorded during the third quarter of 2021 is primarily attributed to improvement in overall credit quality and a reduction in the level of classified loan balances.  Net recoveries for the third quarter of 2021 were $2.1 million, or 0.05 percent of net loans and leases on an annualized basis, compared with net charge-offs of $1.4 million for the third quarter of 2020 and net recoveries of $1.8 million for the second quarter of 2021.  The allowance for credit losses was $260.3 million, or 1.74 percent of net loans and leases, at September 30, 2021, compared with $250.6 million, or 1.64 percent of net loans and leases, at September 30, 2020, and $265.7 million, or 1.77 percent of net loans and leases, at June 30, 2021.   The allowance for credit losses coverage, excluding the impact of PPP loans, was 1.74 percent of net loans and leases at September 30, 2021, compared with 1.78 percent at September 30, 2020 and 1.79 percent at June 30, 2021.  

Total non-performing assets were $100.3 million, or 0.36 percent of total assets, at September 30, 2021, compared with $157.3 million, or 0.67 percent of total assets, at September 30, 2020, and $101.8 million, or 0.37 percent of total assets, at June 30, 2021.  Other real estate owned was $16.5 million at September 30, 2021, compared with $6.4 million at September 30, 2020 and $17.3 million at June 30, 2021.

Noninterest Revenue

Noninterest revenue was $84.4 million for the third quarter of 2021, compared with $89.9 million for the third quarter of 2020 and $101.9 million for the second quarter of 2021.  These results include a positive mortgage servicing rights (MSR) valuation adjustment of $2.0 million for the third quarter of 2021, compared with a positive MSR valuation adjustment of $0.4 million for the third quarter of 2020 and a negative MSR valuation adjustment of $1.9 million for the second quarter of 2021.  Valuation adjustments in the MSR asset are driven primarily by fluctuations in interest rates period over period.

Mortgage production and servicing revenue was $11.0 million for the third quarter of 2021, compared with $26.7 million for the third quarter of 2020 and $11.0 million for the second quarter of 2021.  Mortgage origination volume for the third quarter of 2021 was $788.9 million, compared with $937.7 million for the third quarter of 2020 and $906.4 million for the second quarter of 2021.  Home purchase money volume was $511.1 million for the third quarter of 2021, compared with $568.4 million for the third quarter of 2020 and $619.0 million for the second quarter of 2021.  Of the total mortgage origination volume for the third quarter of 2021, $257.8 million was portfolio loans, compared with $218.0 million for the third quarter of 2020 and $344.1 million for the second quarter of 2021.

Credit card, debit card, and merchant fee revenue was $11.4 million for the third quarter of 2021, compared with $9.9 million for the third quarter of 2020 and $11.6 million for the second quarter of 2021.  Deposit service charge revenue was $10.3 million for the third quarter of 2021, compared with $8.9 million for the third quarter of 2020 and $8.8 million for the second quarter of 2021.  Wealth management revenue was $7.1 million for the third quarter of 2021, compared with $6.5 million for the third quarter of 2020 and $7.5 million for the second quarter of 2021.  Insurance commission revenue was $35.8 million for the third quarter of 2021, compared with $32.8 million for the third quarter of 2020 and $36.1 million for the second quarter of 2021.  Other noninterest revenue was $6.9 million for the third quarter of 2021, compared with $4.8 million for the third quarter of 2020 and $7.1 million for the second quarter of 2021.  Additionally, second quarter 2021 results included a $21.6 million gain on the sale of PPP loans. 

Noninterest Expense

Noninterest expense for the third quarter of 2021 was $179.9 million, compared with $154.5 million for the third quarter of 2020 and $174.0 million for the second quarter of 2021.  Salaries and employee benefits expense was $113.0 million for the third quarter of 2021, compared with $104.2 million for the third quarter of 2020 and $108.2 million for the second quarter of 2021.  Occupancy expense was $13.4 million for the third quarter of 2021, compared with $13.1 million for the third quarter of 2020 and $13.2 million for the second quarter of 2021.  Other noninterest expense was $43.2 million for the third quarter of 2021, compared with $31.2 million for the third quarter of 2020 and $46.0 million for the second quarter of 2021.  Merger-related expense, which is included as a component of other noninterest expense, was $3.4 million for the third quarter of 2021, compared with merger-related expense of $0.1 million for the third quarter of 2020 and $10.0 million for the second quarter of 2021.  Noninterest expense for the third quarter of 2021 included a charge of $2.4 million in accordance with ASC 715 "Compensation – Retirement Benefits" to reflect the settlement accounting impact of elevated lump sum retirement pension payouts in 2021.

Capital Management

The Company's ratio of shareholders' equity to assets was 10.77 percent at September 30, 2021, compared with 11.81 percent at September 30, 2020 and 11.12 percent at June 30, 2021.  The ratio of tangible common shareholders' equity to tangible assets was 6.82 percent at September 30, 2021, compared with 7.56 percent at September 30, 2020 and 7.11 percent at June 30, 2021. 

During the third quarter of 2021, the Company repurchased 1,742,474 shares of its common stock at a weighted average price of $28.69 pursuant to its share repurchase program.  The Company has 4,257,526 shares remaining on its current share repurchase authorization, which will expire on December 31, 2021. 

Estimated regulatory capital ratios at September 30, 2021 were calculated in accordance with the Basel III capital framework as well as the interagency final rule published on September 30, 2020 entitled "Revised Transition of the Current Expected Credit Losses Methodology for Allowances".  The Company is a "well capitalized" bank, as defined by federal regulations, at September 30, 2021, with Tier 1 risk-based capital of 11.63 percent and total risk-based capital of 14.27 percent, compared with required minimum levels of 8 percent and 10 percent, respectively, in order to qualify for "well capitalized" classification. 

Summary

Rollins concluded, "As we move into the fourth quarter, our team is looking forward to the opportunity to finish the year strong.  With PPP being mostly behind us, the renewed focus of our bankers on getting out and taking care of customers is evident in our loan and deposit growth success.  The economies across our footprint are open and performing quite well with minimal lingering impact from the pandemic.  Our mortgage team continues to produce at strong levels despite the expected headwinds on refinance activity while our insurance team is winning new customers and taking advantage of a firmer premium market.  Finally, we recently received shareholder and regulatory approval to complete our merger with Cadence and we look forward to the opportunity to close the transaction before the end of this month. The optimism around our Company regarding the impact the transaction will have for our teammates, customers, communities, and shareholders is at an all-time high."

TRANSACTIONS

Cadence Bancorporation (NYSE: CADE)

On April 12, 2021, the Company announced the signing of a definitive merger agreement (the Cadence Merger Agreement) with Cadence Bancorporation, the parent company of Cadence Bank N.A., (collectively referred to as Cadence), pursuant to which Cadence will be merged with and into the Company (the Cadence Merger).  Cadence operates 99 full-service banking offices in the southeast.  As of September 30, 2021, Cadence collectively reported total assets of $19.8 billion, total loans of $11.5 billion and total deposits of $17.1 billion.  Under the terms of the Cadence Merger Agreement, each Cadence shareholder will receive 0.70 shares of the Company's common stock in exchange for each share of Cadence common stock they hold.  In addition, Cadence will pay a one-time special dividend of $1.25 per share on October 28, 2021.  For more information regarding the Cadence Merger, see our Current Report on Form 8-K that was filed with the Federal Deposit Insurance Corporation (FDIC) on April 12, 2021.  The Cadence Merger Agreement has been unanimously approved by the Boards of Directors and shareholders of the Company and Cadence.  The Company recently received all required regulatory approvals to complete the merger with Cadence.  Subject to the satisfaction of all closing conditions, the Cadence Merger is expected to close effective October 29, 2021, although the Company can provide no assurance that the Cadence Merger will close on that date.  The target closing date of October 29, 2021 has been accelerated from the previously announced date of October 31, 2021.  The Company will begin trading on the NYSE under the ticker symbol CADE on that date.

FNS Bancshares, Inc.

On May 1, 2021, the Company completed the merger with FNS Bancshares, Inc., the parent company of FNB Bank, (collectively referred to as FNS), pursuant to which FNS was merged with and into the Company.  FNS operated 17 full-service banking offices in Alabama, Georgia and Tennessee.  The merger expanded the Company's presence in Jackson, DeKalb and Marshall counties in Alabama and the Chattanooga, Tennessee-Georgia and Nashville-Davidson-Murfreesboro-Franklin, Tennessee metropolitan statistical areas.  As of May 1, 2021, FNS collectively reported total assets of $826.6 million, total loans of $464.7 million and total deposits of $720.7 million.  Under the terms of the definitive merger agreement, the Company issued approximately 2,975,000 shares of the Company's common stock plus $18.0 million in cash for all outstanding shares of FNS.  For more information regarding this transaction, see our Current Report on Form 8-K that was filed with the FDIC on May 3, 2021.  The purchase accounting for this transaction is considered provisional as management continues to identify and assess information regarding the nature of the acquired assets and liabilities and reviews the associated valuation assumptions and methodologies.

National United Bancshares, Inc.

On May 1, 2021, the Company completed the merger with National United Bancshares, Inc., the parent company of National United, (collectively referred to as National United), pursuant to which National United was merged with and into the Company.  National United operated 6 full-service banking offices in the Killeen-Temple, Texas; Waco, Texas; and Austin-Round Rock-Georgetown, Texas metropolitan statistical areas.  As of May 1, 2021, National United collectively reported total assets of $817.3 million, total loans of $434.6 million and total deposits of $742.9 million.  Under the terms of the definitive merger agreement, the Company issued approximately 3,110,000 shares of the Company's common stock plus $33.25 million in cash for all outstanding shares of National United.  For more information regarding this transaction, see our Current Report on Form 8-K that was filed with the FDIC on May 3, 2021.  The purchase accounting for this transaction is considered provisional as management continues to identify and assess information regarding the nature of the acquired assets and liabilities and reviews the associated valuation assumptions and methodologies.

Non-GAAP Measures and Ratios

This news release presents certain financial measures and ratios that are not calculated in accordance with U.S. generally accepted accounting principles (GAAP).  A discussion regarding these non-GAAP measures and ratios, including reconciliations of non-GAAP measures to the most directly comparable GAAP measures and definitions for non-GAAP ratios, appears under the caption "Reconciliation of Non-GAAP Measures and Other Non-GAAP Ratio Definitions"  beginning on page 24 of this news release.

Statement Regarding Impact of COVID-19 Pandemic

The Company prioritizes the health and safety of its teammates and customers, and it will continue to do so throughout the duration of the COVID-19 pandemic.  At the same time, the Company remains focused on improving shareholder value, managing credit exposure, challenging expenses, enhancing the customer experience and supporting the communities it serves. Lastly, as a SBA Preferred Lender, the Company participated in the SBA's PPP for the betterment of its customers and the communities that it serves.

In the presentation that accompanies this news release and in its earnings conference call, the Company has sought and will seek to describe the historical and future impact of the COVID-19 pandemic (including any variant of the COVID-19 virus) on the Company's assets, business, cash flows, financial condition, liquidity, prospects and results of operations, including the information and discussions regarding negative pressure on its net interest margin and loan demand.  Although the Company believes that the statements that pertain to future events, results and trends and their impact on the Company's business are reasonable at the present time, those statements are not historical facts and are based upon current assumptions, expectations, estimates and projections, many of which, by their nature, are beyond the Company's control.  Accordingly, all discussions regarding future events, results and trends and their impact on the Company's business, even in the near term, are necessarily uncertain given the fluid and evolving nature of the pandemic.

If the health, logistical or economic effects of the pandemic worsen, or if the assumptions, expectations, estimates or projections that underlie the Company's statements regarding future effects or trends prove to be incorrect, then the Company's actual assets, business, cash flows, financial condition, liquidity, prospects and results of operations and the trading prices of its capital stock may be materially and adversely impacted in ways that the Company cannot reasonably forecast.

Accordingly, when reading this news release and the accompanying presentation and when listening to the earnings conference call, undue reliance should not be placed upon any statement pertaining to future events, results and trends and their impact on the Company's business in future periods.

Conference Call and Webcast

The Company will conduct a conference call to discuss its third quarter 2021 financial results on October 26, 2021, at 10:00 a.m. (Central Time).  This conference call will be an interactive session between management and analysts. Interested parties may listen to this live conference call via Internet webcast by accessing www.bancorpsouth.investorroom.com/webcasts. The webcast will also be available in archived format at the same address.

About BancorpSouth Bank

BancorpSouth Bank (NYSE: BXS) is headquartered in Tupelo, Mississippi, with approximately $28 billion in assets.  BancorpSouth operates approximately 315 full service branch locations as well as additional mortgage, insurance, and loan production offices in Alabama, Arkansas, Florida, Georgia, 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 and Instagram: @MyBXS; or connect with us through LinkedIn.

Forward-Looking Statements

Certain statements made in this news release are not statements of historical fact and constitute "forward-looking statements" within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and are subject to the safe harbor created thereby under the Private Securities Litigation Reform Act of 1995. These statements are often, but not always, made through the use of words or phrases such as "anticipate," "aspire," "assume," "believe," "budget," "contemplate," "continue," "could," "estimate," "expect," "forecast," "foresee," "goal," "hope," "indicate," "intend," "may," "might," "outlook," "plan," "project," "projection," "predict," "prospect," "potential," "roadmap," "seek," "should," "target," "will," and "would," or the negative versions of those words or other comparable words of a future or forward-looking nature. These forward-looking statements include, without limitation, discussions regarding general economic, interest rate, real estate market, competitive, employment, and credit market conditions, including the impact of the COVID-19 pandemic (including any variant of the COVID-19 virus) on the Company's business; the Company's: assets; business; cash flows; financial condition; liquidity; prospects; results of operations; deposit and customer repo growth; interest and fee-based revenue; capital resources; capital metrics; efficiency ratio; valuation of mortgage servicing rights; net income; net interest revenue; non-interest revenue; net interest margin; interest expense; non-interest expense; earnings per share; interest rate sensitivity; interest rate risk; balance sheet and liquidity management; off-balance sheet arrangements; fair value determinations; asset quality; credit quality; credit losses; provision and allowance for credit losses, impairments, charge-offs, recoveries and changes in loan volumes; investment securities portfolio yields and values; ability to manage the impact of pandemics, natural disasters and other force majeure events; adoption and use of critical accounting policies; adoption and implementation of new accounting standards and their effect on the Company's financial results and the Company's financial reporting; utilization of non-GAAP financial metrics; declaration and payment of dividends; ability to pay dividends or coupons on the Company's 5.5% Series A Non-Cumulative Perpetual Preferred Stock, par value $0.01 per share, or the 4.125% Fixed-to-Floating Rate Subordinated Notes due November 20, 2029; mortgage origination volume; mortgage servicing and production revenue; insurance commission revenue; implementation and execution of cost savings initiatives; ability to successfully litigate, resolve or otherwise dispense with threatened, pending, ongoing and future litigation and governmental, administrative and investigatory matters; ability to successfully complete pending or future acquisitions, dispositions and other strategic growth opportunities and initiatives; ability to successfully obtain regulatory approval for acquisitions and other growth initiatives; ability to successfully integrate and manage acquisitions; opportunities and efforts to grow market share; reputation; ability to compete with other financial institutions; ability to recruit and retain key employees and personnel; access to capital markets; availability of capital; investments in the securities of other financial institutions; and ability to operate the Company's regulatory compliance programs in accordance with applicable law.

Forward-looking statements are based upon management's expectations as well as certain assumptions and estimates made by, and information available to, the Company's management at the time such statements were made. Forward-looking statements are not historical facts, are not guarantees of future results or performance and are subject to certain known and unknown risks, uncertainties and other factors that are beyond the Company's control and that may cause actual results to differ materially from those expressed in, or implied by, such forward-looking statements. These risks, uncertainties and other factors include, without limitation, potential delays or other problems in implementing and executing the Company's growth, expansion and acquisition strategies, including delays in obtaining regulatory or other necessary approvals or the failure to realize any anticipated benefits or synergies from any acquisitions or growth strategies; the risks of changes in interest rates and their effects on the level and composition of deposits, loan demand and the values of loan collateral, securities and interest sensitive assets and liabilities; the failure of assumptions underlying the establishment of reserves for possible credit losses, fair value for loans and other real estate owned; changes in real estate values; the availability of and access to capital; possible downgrades in the Company's credit ratings or outlook which could increase the costs or availability of funding from capital markets; the ability to attract new or retain existing deposits or to retain or grow loans; the ability to grow additional interest and fee income or to control noninterest expense; the potential impact of the proposed phase-out of the London Interbank Offered Rate ("LIBOR") or other changes involving LIBOR; competitive factors and pricing pressures, including their effect on the Company's net interest margin; general economic, unemployment, credit market and real estate market conditions, and the effect of such conditions on the creditworthiness of borrowers, collateral values, the value of investment securities and asset recovery values; changes in legal, financial and/or regulatory requirements; recently enacted and potential legislation and regulatory actions and the costs and expenses to comply with new and/or existing legislation and regulatory actions, including those actions in response to the COVID-19 pandemic such as the Coronavirus Aid, Relief, and Economic Security Act (the "CARES Act"), the Economic Aid to Hard-Hit Small Businesses, Nonprofits, and Venues Act (the "Economic Aid Act") and any related rules and regulations; changes in U.S. Government monetary and fiscal policy; FDIC special assessments or changes to regular assessments; the enforcement efforts of federal and state bank regulators; possible adverse rulings, judgments, settlements and other outcomes of pending, ongoing and future litigation and governmental, administrative and investigatory matters (including litigation or actions arising from the Company's participation in and administration of programs related to the COVID-19 pandemic (including, among other things, the PPP loan programs authorized by the CARES Act and the Economic Aid Act); the ability to keep pace with technological changes, including changes regarding maintaining cybersecurity; the impact of failure in, or breach of, the Company's operational or security systems or infrastructure, or those of third parties with whom the Company does business, including as a result of cyber-attacks or an increase in the incidence or severity of fraud, illegal payments, security breaches or other illegal acts impacting the Company or the Company's customers; natural disasters or acts of war or terrorism; the adverse effects of the ongoing global COVID-19 pandemic, including the magnitude and duration of the pandemic, and the effect of actions taken to mitigate the impact of the COVID-19 pandemic on the Company, the Company's employees, the Company's customers, the global economy and the financial markets; international or political instability; impairment of the Company's goodwill or other intangible assets; losses of key employees and personnel; adoption of new accounting standards, including the effects from the adoption of the current expected credit loss methodology on January 1, 2020, or changes in existing standards; the occurrence of any event, change or other circumstances that could give rise to the right of one or both of the parties to terminate the Cadence Merger Agreement; the outcome of any legal proceedings that have been or may be instituted against the Company or Cadence in respect of the Cadence Merger; the possibility that the Cadence Merger will not close when expected or at all because required approvals are not received or other conditions to the closing are not satisfied on a timely basis or at all, or are obtained subject to conditions that are not anticipated; the ability of the Company and Cadence to meet expectations regarding the timing, completion and accounting and tax treatments of the Cadence Merger; the risk that any announcements relating to the Cadence Merger could have adverse effects on the market price of the common stock of either or both parties to the Cadence Merger; the possibility that the anticipated benefits of the Cadence Merger will not be realized when expected or at all, including as a result of the impact of, or problems arising from, the integration of the two companies or as a result of the strength of the economy and competitive factors in the areas where the Company and Cadence do business; certain restrictions during the pendency of the Cadence Merger that may impact the parties' ability to pursue certain business opportunities or strategic transactions; the possibility that the Cadence Merger may be more expensive to complete than anticipated, including as a result of unexpected factors or events; diversion of management's attention from ongoing business operations and opportunities; the possibility that the parties may be unable to achieve expected synergies and operating efficiencies in the Cadence Merger within the expected timeframes or at all and to successfully integrate Cadence's operations and those of the Company; such integration may be more difficult, time consuming or costly than expected; revenues following the Cadence Merger may be lower than expected; potential adverse reactions or changes to business or employee relationships, including those resulting from the announcement or completion of the Cadence Merger; the Company and Cadence's success in executing their respective business plans and strategies and managing the risks involved in the foregoing; the dilution caused by the Company's issuance of additional shares of its capital stock in connection with the Cadence Merger and other factors as detailed from time to time in the Company's press and news releases, periodic and current reports and other filings the Company files with the FDIC.

The foregoing factors should not be construed as exhaustive and should be read in conjunction with those factors that are set forth from time to time in the Company's periodic and current reports filed with the FDIC, including those factors included in the Company's Annual Report on Form 10-K for the year ended December 31, 2020 under the heading "Item 1A. Risk Factors," in the Company's Quarterly Reports on Form 10-Q under the heading "Part II-Item 1A. Risk Factors" and in the Company's Current Reports on Form 8-K.

Although the Company believes that the expectations reflected in these forward-looking statements are reasonable as of the date of this news release, if one or more events related to these or other risks or uncertainties materialize, or if the Company's underlying assumptions prove to be incorrect, actual results may prove to be materially different from the results expressed or implied by the forward-looking statements. Accordingly, undue reliance should not be placed on any forward-looking statements. The forward-looking statements speak only as of the date of this news release, and the Company does not undertake any obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by applicable law. New risks and uncertainties may emerge from time to time, and it is not possible for the Company to predict their occurrence or how they will affect the Company.  All written or oral forward-looking statements attributable to the Company are expressly qualified in their entirety by this section.

 

BancorpSouth Bank

Selected Financial Information

(Dollars in thousands, except per share data)

(Unaudited)


















Quarter Ended

Quarter Ended

Quarter Ended

Quarter Ended

Quarter Ended

Year to Date

Year to Date


9/30/2021

6/30/2021

3/31/2021

12/31/2020

9/30/2020

9/30/2021

9/30/2020

Earnings Summary:








Interest revenue

$                  199,511

$                  199,129

$                  192,783

$                  199,287

$                  200,670

$          591,423

$          600,206

Interest expense

17,967

18,947

19,994

22,351

24,739

56,908

86,175

Net interest revenue

181,544

180,182

172,789

176,936

175,931

534,515

514,031

Provision for credit losses

(7,000)

11,500

-

5,794

16,000

4,500

83,250

Net interest revenue, after provision








   for credit losses

188,544

168,682

172,789

171,142

159,931

530,015

430,781

Noninterest revenue

84,420

101,943

87,936

78,826

89,924

274,299

257,678

Noninterest expense

179,889

173,984

155,823

167,117

154,505

509,696

483,765

Income before income taxes

93,075

96,641

104,902

82,851

95,350

294,618

204,694

Income tax expense

20,350

21,102

23,347

14,046

21,525

64,799

45,448

Net income

$                    72,725

$                    75,539

$                    81,555

$                    68,805

$                    73,825

$          229,819

$          159,246

Less: Preferred dividends

2,372

2,372

2,372

2,372

2,372

7,116

7,116

Net income available to common shareholders

$                    70,353

$                    73,167

$                    79,183

$                    66,433

$                    71,453

$          222,703

$          152,130









Balance Sheet - Period End Balances








Total assets

$             28,060,496

$             27,612,365

$             25,802,497

$             24,081,194

$             23,555,422

$     28,060,496

$     23,555,422

Total earning assets

25,572,354

25,129,873

23,542,657

21,792,725

21,340,371

25,572,354

21,340,371

Total securities

10,053,372

9,084,111

7,640,268

6,231,006

5,659,785

10,053,372

5,659,785

Loans and leases, net of unearned income

14,991,245

15,004,039

15,038,808

15,022,479

15,327,735

14,991,245

15,327,735

Allowance for credit losses

260,276

265,720

241,117

244,422

250,624

260,276

250,624

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

1,426,266

1,646,031

1,023,252

1,160,267

1,320,671

1,426,266

1,320,671

Paycheck protection program (PPP) loans (included in loans and leases above)

32,771

167,144

1,146,000

975,421

1,212,246

32,771

1,212,246

Remaining loan mark on acquired loans

9,863

13,037

10,069

13,886

16,198

9,863

16,198

Total deposits

23,538,711

22,838,486

21,173,186

19,846,441

19,412,979

23,538,711

19,412,979

Total deposits and securities sold under agreement to repurchase

24,243,834

23,521,621

21,833,671

20,484,156

20,024,434

24,243,834

20,024,434

Long-term debt

4,082

4,189

4,295

4,402

4,508

4,082

4,508

Junior subordinated debt securities

307,776

307,601

297,425

297,250

297,074

307,776

297,074

Total shareholders' equity

3,023,257

3,069,574

2,825,198

2,822,477

2,782,539

3,023,257

2,782,539

Common shareholders' equity

2,856,264

2,902,581

2,658,205

2,655,484

2,615,546

2,856,264

2,615,546









Balance Sheet - Average Balances








Total assets

$             27,616,585

$             26,666,296

$             24,545,560

$             23,660,503

$             23,318,877

$     26,287,396

$     22,408,734

Total earning assets

25,220,602

24,211,759

22,346,075

21,497,938

21,241,896

23,936,675

20,320,121

Total securities

9,539,814

8,067,109

6,606,027

5,820,425

5,309,982

8,081,730

4,738,392

Loans and leases, net of unearned income

14,915,728

15,470,539

15,029,076

15,219,402

15,369,684

15,138,032

14,905,435

PPP loans (included in loans and leases above)

73,783

973,036

1,062,423

1,139,959

1,207,097

699,459

729,126

Total deposits

23,162,450

22,385,883

20,472,080

19,600,863

19,258,930

22,016,659

18,210,053

Total deposits and securities sold under agreement to repurchase

23,914,986

23,092,969

21,123,774

20,272,881

19,940,330

22,720,800

18,832,679

Long-term debt

4,168

4,714

4,378

4,488

4,592

4,419

4,697

Junior subordinated debt securities

307,671

304,056

297,318

297,145

296,969

303,053

296,794

Total shareholders' equity

3,058,307

2,954,834

2,813,001

2,774,589

2,729,870

2,942,946

2,709,077

Common shareholders' equity

2,891,314

2,787,841

2,646,008

2,607,596

2,562,877

2,775,952

2,542,075









Nonperforming Assets:








Non-accrual loans and leases

$                    59,622

$                    61,664

$                    73,142

$                    96,378

$                  122,108

$            59,622

$          122,108

Loans and leases 90+ days past due, still accruing

17,012

15,386

21,208

14,320

17,641

17,012

17,641

Restructured loans and leases, still accruing

7,165

7,368

6,971

10,475

11,154

7,165

11,154

Non-performing loans (NPLs)

83,799

84,418

101,321

121,173

150,903

83,799

150,903

Other real estate owned

16,515

17,333

9,351

11,395

6,397

16,515

6,397

Non-performing assets (NPAs)

$                  100,314

$                  101,751

$                  110,672

$                  132,568

$                  157,300

$          100,314

$          157,300









Financial Ratios and Other Data:








Return on average assets

1.04%

1.14%

1.35%

1.16%

1.26%

1.17%

0.95%

Operating return on average assets-excluding MSR*

1.09%

1.40%

1.28%

1.23%

1.26%

1.25%

1.03%

Return on average shareholders' equity

9.43%

10.25%

11.76%

9.87%

10.76%

10.44%

7.85%

Operating return on average shareholders' equity-excluding MSR*

9.82%

12.62%

11.13%

10.49%

10.72%

11.17%

8.56%

Return on average common shareholders' equity

9.65%

10.53%

12.14%

10.14%

11.09%

10.73%

7.99%

Operating return on average common shareholders' equity-excluding MSR*

10.06%

13.04%

11.47%

10.80%

11.05%

11.50%

8.75%

Return on average tangible equity*

14.10%

15.21%

17.35%

14.66%

16.08%

15.50%

11.79%

Operating return on average tangible equity-excluding MSR*

14.68%

18.73%

16.42%

15.58%

16.03%

16.59%

12.85%

Return on average tangible common equity*

14.85%

16.08%

18.46%

15.54%

17.13%

16.40%

12.41%

Operating return on average tangible common equity-excluding MSR*

15.48%

19.92%

17.44%

16.56%

17.08%

17.59%

13.58%

Pre-tax pre-provision net revenue to total average assets*

1.29%

1.80%

1.64%

1.59%

1.89%

1.57%

1.82%

Noninterest income to average assets

1.21%

1.53%

1.45%

1.33%

1.53%

1.40%

1.54%

Noninterest expense to average assets

2.58%

2.62%

2.57%

2.81%

2.64%

2.59%

2.88%

Net interest margin-fully taxable equivalent

2.86%

2.99%

3.15%

3.29%

3.31%

2.99%

3.39%

Net interest margin-fully taxable equivalent, excluding net accretion








  on acquired loans and leases

2.81%

2.94%

3.08%

3.24%

3.23%

2.94%

3.33%

Net interest rate spread

2.72%

2.83%

2.97%

3.07%

3.06%

2.83%

3.12%

Efficiency ratio (tax equivalent)*

67.52%

61.55%

59.64%

65.16%

57.98%

62.90%

62.52%

Operating efficiency ratio-excluding MSR (tax equivalent)*

65.79%

57.66%

60.74%

62.87%

58.03%

61.31%

60.83%

Loan/deposit ratio

63.69%

65.70%

71.03%

75.69%

78.96%

63.69%

78.96%

Price to earnings multiple (close)

10.79

10.08

12.07

12.88

9.18

10.79

9.18

Market value to common book value

111.41%

106.01%

125.39%

105.98%

75.99%

111.41%

75.99%

Market value to common book value (avg)

104.34%

113.49%

119.10%

97.56%

83.75%

111.00%

90.07%

Market value to common tangible book value

172.40%

162.77%

190.14%

161.00%

116.01%

172.40%

116.01%

Market value to common tangible book value (avg)

161.46%

174.26%

180.60%

148.21%

127.86%

171.77%

137.50%

Employee FTE

4,770

4,835

4,546

4,596

4,691

4,770

4,691









*Denotes non-GAAP financial measure.  Refer to related disclosure and reconciliation on pages 24 and 25.

 

BancorpSouth Bank

Selected Financial Information

(Dollars in thousands, except per share data)

(Unaudited)


















Quarter Ended

Quarter Ended

Quarter Ended

Quarter Ended

Quarter Ended

Year to Date

Year to Date


9/30/2021

6/30/2021

3/31/2021

12/31/2020

9/30/2020

9/30/2021

9/30/2020

Credit Quality Ratios:








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

(0.05%)

(0.05%)

0.09%

0.29%

0.04%

0.00%

0.15%

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

(0.19%)

0.30%

0.00%

0.15%

0.42%

0.04%

0.75%

Allowance for credit losses to net loans and leases

1.74%

1.77%

1.60%

1.63%

1.64%

1.74%

1.64%

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

1.74%

1.79%

1.74%

1.74%

1.78%

1.74%

1.78%

Allowance for credit losses to non-performing loans and leases

310.60%

314.77%

237.97%

201.71%

166.08%

310.60%

166.08%

Allowance for credit losses to non-performing assets

259.46%

261.15%

217.87%

184.37%

159.33%

259.46%

159.33%

Non-performing loans and leases to net loans and leases

0.56%

0.56%

0.67%

0.81%

0.98%

0.56%

0.98%

Non-performing loans and leases to net loans and leases, excluding








  acquired loans and leases

0.50%

0.49%

0.54%

0.62%

0.74%

0.50%

0.74%

Non-performing assets to total assets

0.36%

0.37%

0.43%

0.55%

0.67%

0.36%

0.67%

Non-performing assets to total assets, excluding acquired loans and leases

0.31%

0.31%

0.34%

0.42%

0.49%

0.31%

0.49%

















Equity Ratios:








Total shareholders' equity to total assets

10.77%

11.12%

10.95%

11.72%

11.81%

10.77%

11.81%

Total common shareholders' equity to total assets

10.18%

10.51%

10.30%

11.03%

11.10%

10.18%

11.10%

Tangible shareholders' equity to tangible assets*

7.44%

7.73%

7.71%

8.26%

8.30%

7.44%

8.30%

Tangible shareholders' equity to tangible assets-excluding PPP loans*

7.45%

7.78%

8.08%

8.63%

8.77%

7.45%

8.77%

Tangible common shareholders' equity to tangible assets*

6.82%

7.11%

7.04%

7.54%

7.56%

6.82%

7.56%

Tangible common shareholders' equity to tangible assets-excluding PPP loans*

6.83%

7.15%

7.38%

7.87%

7.99%

6.83%

7.99%









Capital Adequacy:








Common  Equity Tier 1 capital

10.73%

10.89%

10.97%

10.74%

10.64%

10.73%

10.64%

Tier 1 capital

11.63%

11.80%

11.95%

11.74%

11.65%

11.63%

11.65%

Total capital

14.27%

14.50%

14.65%

14.48%

14.20%

14.27%

14.20%

Tier 1 leverage capital

8.13%

8.25%

8.59%

8.67%

8.59%

8.13%

8.59%

   Estimated for current quarter
















Common Share Data:








Basic earnings per share

$                        0.65

$                        0.69

$                        0.77

$                        0.65

$                        0.70

$                2.11

$                1.47

Diluted earnings per share

0.65

0.69

0.77

0.65

0.69

2.11

1.47

Operating earnings per share*

0.69

0.84

0.78

0.69

0.70

2.31

1.51

Operating earnings per share- excluding MSR*

0.68

0.86

0.73

0.69

0.69

2.26

1.61

Cash dividends per share

0.200

0.190

0.190

0.190

0.185

0.580

0.555

Book value per share

26.73

26.72

25.90

25.89

25.50

26.73

25.50

Tangible book value per share*

17.27

17.41

17.08

17.04

16.71

17.27

16.71

Market value per share (last)

29.78

28.33

32.48

27.44

19.38

29.78

19.38

Market value per share (high)

30.55

33.18

35.59

28.54

24.29

35.59

31.61

Market value per share (low)

24.87

27.59

26.95

18.77

18.11

24.87

17.21

Market value per share (avg)

27.89

30.33

30.85

25.26

21.36

29.67

22.97

Dividend payout ratio

30.71%

27.43%

24.62%

29.34%

26.56%

27.46%

37.64%

Total shares outstanding

106,853,316

108,614,595

102,624,818

102,561,480

102,558,459

106,853,316

102,558,459

Average shares outstanding - basic

108,028,577

105,626,612

102,622,111

102,569,547

102,564,466

105,425,767

103,174,106

Average shares outstanding - diluted

108,250,102

105,838,056

102,711,584

102,817,409

102,839,749

105,599,914

103,466,957

















Yield/Rate:








(Taxable equivalent basis)








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

4.46%

4.43%

4.53%

4.55%

4.54%

4.47%

4.70%

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








  net accretion on acquired loans and leases

4.38%

4.35%

4.43%

4.49%

4.44%

4.39%

4.62%

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








  net accretion on acquired loans and leases - excluding PPP loans

4.36%

4.39%

4.49%

4.53%

4.55%

4.42%

4.72%

PPP loans

8.79%

3.80%

3.69%

3.99%

3.11%

3.92%

2.84%

Available-for-sale securities:








  Taxable

1.20%

1.21%

1.32%

1.53%

1.64%

1.24%

1.85%

  Tax-exempt

2.88%

2.77%

3.52%

3.40%

3.67%

3.04%

3.97%

Short-term, FHLB and other equity investments

0.20%

0.16%

0.11%

0.13%

0.19%

0.16%

0.47%

  Total interest earning assets and revenue

3.15%

3.31%

3.51%

3.70%

3.77%

3.31%

3.96%

Deposits

0.24%

0.27%

0.33%

0.38%

0.44%

0.28%

0.53%

  Demand - interest bearing

0.31%

0.34%

0.40%

0.47%

0.53%

0.35%

0.66%

  Savings

0.09%

0.09%

0.11%

0.15%

0.18%

0.10%

0.20%

  Other time

0.91%

1.00%

1.14%

1.28%

1.41%

1.02%

1.53%

  Total interest bearing deposits

0.36%

0.41%

0.48%

0.57%

0.65%

0.41%

0.77%

Short-term borrowings

0.10%

0.12%

0.13%

0.26%

0.25%

0.12%

0.63%

Total interest bearing deposits and short-term borrowings

0.35%

0.40%

0.46%

0.55%

0.63%

0.40%

0.76%

Junior subordinated debt

4.47%

4.47%

4.46%

4.05%

4.24%

4.46%

4.44%

Long-term debt

4.81%

4.46%

4.88%

4.84%

4.85%

4.71%

4.87%

  Total interest bearing liabilities and expense

0.43%

0.47%

0.54%

0.63%

0.71%

0.48%

0.84%

Interest bearing liabilities to interest earning assets

66.04%

66.24%

66.87%

65.99%

65.61%

66.36%

67.58%

Net interest tax equivalent adjustment

$                         446

$                         550

$                         569

$                         709

$                         618

$              1,564

$              2,057









*Denotes non-GAAP financial measure.  Refer to related disclosure and reconciliation on pages 24 and 25.

   

 

BancorpSouth Bank

Consolidated Balance Sheets

(Unaudited)








Sep-21

Jun-21

Mar-21

Dec-20

Sep-20


(Dollars in thousands)

Assets






Cash and due from banks

$               301,246

$               331,873

$               263,289

$               284,095

$               306,164

Interest bearing deposits with other banks






and Federal funds sold

150,778

629,390

336,253

133,273

39,782

Available-for-sale securities, at fair value

10,053,372

9,084,111

7,640,268

6,231,006

5,659,785

Loans and leases*

15,011,588

15,023,228

15,056,559

15,039,239

15,344,006

  Less:  Unearned income

20,343

19,189

17,751

16,760

16,271

             Allowance for credit losses

260,276

265,720

241,117

244,422

250,624

Net loans and leases

14,730,969

14,738,319

14,797,691

14,778,057

15,077,111

Loans held for sale

342,871

403,046

518,352

397,076

304,215

Premises and equipment, net

533,999

533,276

508,508

508,147

508,149

Accrued interest receivable

97,630

98,575

106,355

106,318

110,185

Goodwill

958,304

957,474

851,612

851,612

847,531

Other identifiable intangibles

52,235

54,659

53,581

55,899

54,757

Bank owned life insurance

359,740

355,660

335,707

333,264

331,799

Other real estate owned

16,515

17,333

9,351

11,395

6,397

Other assets

462,837

408,649

381,530

391,052

309,547

Total Assets

$           28,060,496

$           27,612,365

$           25,802,497

$           24,081,194

$           23,555,422

Liabilities






Deposits:






  Demand:  Noninterest bearing

$            7,700,216

$            7,619,308

$            6,990,880

$            6,341,457

$            6,336,792

                  Interest bearing

10,285,371

9,671,662

9,067,373

8,524,010

8,170,402

  Savings

3,054,756

2,939,958

2,678,276

2,452,059

2,325,980

  Other time

2,498,368

2,607,558

2,436,657

2,528,915

2,579,805

Total deposits

23,538,711

22,838,486

21,173,186

19,846,441

19,412,979

Securities sold under agreement to repurchase

705,123

683,135

660,485

637,715

611,455

Federal funds purchased






   and other short-term borrowing

-

-

-

-

95,217

Accrued interest payable

11,334

8,718

11,879

10,885

15,286

Junior subordinated debt securities

307,776

307,601

297,425

297,250

297,074

Long-term debt

4,082

4,189

4,295

4,402

4,508

Other liabilities

470,213

700,662

830,029

462,024

336,364

Total Liabilities

25,037,239

24,542,791

22,977,299

21,258,717

20,772,883

Shareholders' Equity






Preferred stock

166,993

166,993

166,993

166,993

166,993

Common stock

267,133

271,536

256,562

256,404

256,396

Capital surplus

688,637

730,294

563,481

565,187

565,635

Accumulated other comprehensive (loss) income

(82,627)

(34,575)

(43,459)

11,923

18,490

Retained earnings

1,983,121

1,935,326

1,881,621

1,821,970

1,775,025

Total Shareholders' Equity

3,023,257

3,069,574

2,825,198

2,822,477

2,782,539

Total Liabilities & Shareholders' Equity

$           28,060,496

$           27,612,365

$           25,802,497

$           24,081,194

$           23,555,422



*Includes $32.8 million, $167.1 million, $1.146 billion, $975.4 million and $1.212 billion in PPP loans at September 30, 2021, June 30, 2021, March 31, 2021, December 31, 2020 and September 30, 2020, respectively.

 

BancorpSouth Bank

Consolidated Average Balance Sheets

(Unaudited)








Sep-21

Jun-21

Mar-21

Dec-20

Sep-20


(Dollars in thousands)

Assets






Cash and due from banks

$               288,199

$               365,647

$               261,519

$               247,799

$               232,421

Interest bearing deposits with other banks






and Federal funds sold

495,982

302,845

412,313

171,650

257,057

Available-for-sale securities, at fair value

9,539,814

8,067,109

6,606,027

5,820,425

5,309,982

Loans and leases*

14,935,392

15,488,980

15,045,837

15,235,827

15,386,721

  Less:  Unearned income

19,664

18,441

16,761

16,425

17,037

             Allowance for credit losses

264,067

245,095

242,935

247,049

236,536

Net loans and leases

14,651,661

15,225,444

14,786,141

14,972,353

15,133,148

Loans held for sale

242,422

361,999

289,755

277,600

296,352

Premises and equipment, net

534,071

526,960

508,551

508,053

507,190

Accrued interest receivable

93,248

100,357

102,190

105,513

104,435

Goodwill

957,899

910,448

851,612

852,472

847,744

Other identifiable intangibles

53,567

52,564

54,876

54,858

56,045

Bank owned life insurance

357,429

348,378

333,837

332,543

330,642

Other real estate owned

16,939

12,293

11,043

14,872

7,754

Other assets

385,354

392,252

327,696

302,365

236,107

Total Assets

$           27,616,585

$           26,666,296

$           24,545,560

$           23,660,503

$           23,318,877

Liabilities






Deposits:






  Demand:  Noninterest bearing

$            7,579,513

$            7,367,832

$            6,484,703

$            6,391,006

$            6,340,942

                  Interest bearing

10,027,346

9,598,550

8,956,420

8,268,528

8,022,755

  Savings

3,001,406

2,851,113

2,550,095

2,386,034

2,280,860

  Other time

2,554,185

2,568,388

2,480,862

2,555,295

2,614,373

Total deposits

23,162,450

22,385,883

20,472,080

19,600,863

19,258,930

Securities sold under agreement to repurchase

752,536

707,086

651,694

672,018

681,400

Federal funds purchased






   and other short-term borrowing

8,706

3,901

1,500

3,893

36,696

Accrued interest payable

10,801

11,169

11,607

14,175

15,589

Junior subordinated debt securities

307,671

304,056

297,318

297,145

296,969

Long-term debt

4,168

4,714

4,378

4,488

4,592

Other liabilities

311,946

294,653

293,982

293,332

294,831

Total Liabilities

24,558,278

23,711,462

21,732,559

20,885,914

20,589,007

Shareholders' Equity






Preferred stock

166,993

166,993

166,993

166,993

166,993

Common stock

270,098

266,676

256,536

256,422

256,412

Capital surplus

717,022

674,949

563,529

568,343

563,267

Accumulated other comprehensive (loss) income

(35,408)

(30,614)

(5,090)

12,432

24,758

Retained earnings

1,939,602

1,876,830

1,831,033

1,770,399

1,718,440

Total Shareholders' Equity

3,058,307

2,954,834

2,813,001

2,774,589

2,729,870

Total Liabilities & Shareholders' Equity

$           27,616,585

$           26,666,296

$           24,545,560

$           23,660,503

$           23,318,877



*Includes $73.8 million, $973.0 million, $1.062 billion, $1.140 billion and $1.207 billion in PPP loans for the quarter ended September 30, 2021, June 30, 2021, March 31, 2021, December 31, 2020 and September 30, 2020, respectively.

 

Consolidated Condensed Statements of Income

(Dollars in thousands, except per share data)

(Unaudited)
















Quarter Ended


Year to Date


Sep-21


Jun-21


Mar-21


Dec-20


Sep-20


Sep-21


Sep-20

INTEREST REVENUE:














Loans and leases

$     168,066


$    171,305


$      169,195


$     174,072


$    175,810


$   508,566


$   525,993

Deposits with other banks

195


97


108


50


74


400


1,020

Federal funds sold, securities purchased














   under agreement to resell, FHLB and 














      other equity investments

67


28


6


6


52


101


545

Available-for-sale securities:














    Taxable

28,617


23,983


21,192


21,895


21,280


73,792


63,571

    Tax-exempt

490


676


687


760


986


1,853


3,224

Loans held for sale

2,076


3,040


1,595


2,504


2,468


6,711


5,853

        Total interest revenue

199,511


199,129


192,783


199,287


200,670


591,423


600,206















INTEREST EXPENSE:














Interest bearing demand

7,723


8,247


8,796


9,766


10,773


24,766


37,926

Savings

672


626


700


872


1,012


1,998


3,245

Other time

5,861


6,428


6,966


8,189


9,287


19,255


30,751

Federal funds purchased and securities sold














   under agreement to repurchase

204


206


203


276


279


613


2,006

Short-term and long-term debt

42


44


45


47


49


131


2,383

Junior subordinated debt

3,463


3,387


3,269


3,201


3,338


10,119


9,862

Other

2


9


15


-


1


26


2

        Total interest expense

17,967


18,947


19,994


22,351


24,739


56,908


86,175















        Net interest revenue

181,544


180,182


172,789


176,936


175,931


534,515


514,031

  Provision for credit losses

(7,000)


11,500


-


5,794


16,000


4,500


83,250

        Net interest revenue, after provision for














          credit losses

188,544


168,682


172,789


171,142


159,931


530,015


430,781















NONINTEREST REVENUE:














Mortgage banking

13,058


9,105


25,310


20,129


27,097


47,473


66,124

Credit card, debit card and merchant fees

11,428


11,589


9,659


10,053


9,938


32,676


28,194

Deposit service charges

10,324


8,849


8,477


9,708


8,892


27,650


28,221

Security (losses)gains, net

(195)


96


82


63


18


(17)


(5)

Insurance commissions

35,773


36,106


30,667


29,815


32,750


102,546


95,471

Wealth management

7,147


7,543


8,465


6,751


6,471


23,155


19,462

Gain on sale of PPP loans

-


21,572


-


-


-


21,572


-

Other

6,885


7,083


5,276


2,307


4,758


19,244


20,211

        Total noninterest revenue

84,420


101,943


87,936


78,826


89,924


274,299


257,678















NONINTEREST EXPENSE:














Salaries and employee benefits

112,968


108,188


101,060


97,215


104,219


322,216


320,594

Occupancy, net of rental income

13,443


13,187


12,814


13,004


13,053


39,444


38,651

Equipment

5,534


4,967


4,564


4,756


4,519


15,065


13,930

Deposit insurance assessments

2,330


1,638


1,455


1,696


1,522


5,423


5,030

Pension settlement expense

2,400


-


-


5,846


-


2,400


-

Other

43,214


46,004


35,930


44,600


31,192


125,148


105,560

        Total noninterest expense

179,889


173,984


155,823


167,117


154,505


509,696


483,765

        Income before income taxes

93,075


96,641


104,902


82,851


95,350


294,618


204,694

Income tax expense

20,350


21,102


23,347


14,046


21,525


64,799


45,448

        Net income

$       72,725


$      75,539


$        81,555


$       68,805


$      73,825


$   229,819


$   159,246

Less: Preferred dividends

2,372


2,372


2,372


2,372


2,372


7,116


7,116

        Net income available to common shareholders

$       70,353


$      73,167


$        79,183


$       66,433


$      71,453


$   222,703


$   152,130















Net income per common share: Basic

$           0.65


$          0.69


$            0.77


$           0.65


$          0.70


$         2.11


$         1.47

                                                   Diluted

$           0.65


$          0.69


$            0.77


$           0.65


$          0.69


$         2.11


$         1.47

 

BancorpSouth Bank

Selected Loan Data

(Dollars in thousands)

(Unaudited)












Quarter Ended


Sep-21


Jun-21


Mar-21


Dec-20


Sep-20

LOAN AND LEASE PORTFOLIO:










Commercial and industrial










   Commercial and industrial-non real estate

2,005,206


2,056,034


2,865,706


2,673,429


2,937,608

   Commercial and industrial-owner occupied

2,241,310


2,273,433


2,260,456


2,281,127


2,297,008

      Total commercial and industrial

4,246,516


4,329,467


5,126,162


4,954,556


5,234,616

Commercial real estate










   Agricultural

370,467


350,067


337,710


317,994


333,839

   Construction, acquisition and development

1,797,559


1,926,421


1,707,800


1,728,682


1,700,030

   Commercial real estate

3,443,967


3,323,883


3,127,510


3,211,434


3,229,959

      Total commercial real estate

5,611,993


5,600,371


5,173,020


5,258,110


5,263,828

Consumer










   Consumer mortgages

4,078,787


3,991,790


3,700,076


3,726,241


3,704,490

   Home equity

619,541


625,365


608,924


630,097


658,708

   Credit cards

83,764


84,699


81,499


89,077


85,760

      Total consumer

4,782,092


4,701,854


4,390,499


4,445,415


4,448,958

All other

350,644


372,347


349,127


364,398


380,333

      Total loans

$  14,991,245


$  15,004,039


$  15,038,808


$   15,022,479


$  15,327,735











ALLOWANCE FOR CREDIT LOSSES:










Balance, beginning of period

$       265,720


$       241,117


$       244,422


$       250,624


$       237,025











Loans and leases charged-off:










Commercial and industrial

(1,488)


(1,882)


(2,946)


(5,511)


(1,001)

Commercial real estate

(131)


(623)


(1,383)


(5,062)


(738)

Consumer

(831)


(961)


(1,076)


(1,584)


(804)

All other

(863)


(396)


(501)


(875)


(599)

     Total loans charged-off

(3,313)


(3,862)


(5,906)


(13,032)


(3,142)











Recoveries:










Commercial and industrial

3,635


3,053


1,093


816


457

Commercial real estate

797


1,299


195


142


267

Consumer

585


965


920


592


754

All other

352


345


393


280


263

     Total recoveries

5,369


5,662


2,601


1,830


1,741











Net recoveries(charge-offs)

2,056


1,800


(3,305)


(11,202)


(1,401)











Initial allowance on loans purchased with credit deterioration

-


12,803


-


-


-











Provision:










   Initial provision for loans acquired during the quarter

-


11,500


-


-


-

   Provision for credit losses related to loans and leases

(7,500)


(1,500)


-


5,000


15,000

     Total provision for loans and leases

(7,500)


10,000


-


5,000


15,000











Balance, end of period

$       260,276


$       265,720


$       241,117


$       244,422


$       250,624











Average loans for period

$ 14,915,728


$ 15,470,539


$ 15,029,076


$ 15,219,402


$ 15,369,684











Ratio:










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

(0.05%)


(0.05%)


0.09%


0.29%


0.04%











RESERVE FOR UNFUNDED COMMITMENTS*










Balance, beginning of period

$           8,544


$           7,044


$           7,044


$           6,250


$           5,250

Provision for credit losses for unfunded commitments

500


1,500


-


794


1,000

Balance, end of period

$           9,044


$           8,544


$           7,044


$           7,044


$           6,250











*The Reserve for Unfunded Commitments is classified in other liabilities on the balance sheet.




 

BancorpSouth Bank

Selected Loan Data

(Dollars in thousands)

(Unaudited)














Quarter Ended



Sep-21


Jun-21


Mar-21


Dec-20


Sep-20

BXS ORIGINATED LOANS AND LEASES:






















Loans and leases charged off:











Commercial and industrial











   Commercial and industrial-non real estate


$            (901)


$        (1,108)


$        (1,971)


$         (1,991)


$           (490)

   Commercial and industrial-owner occupied


(331)


(471)


(187)


(303)


(434)

     Total commercial and industrial


(1,232)


(1,579)


(2,158)


(2,294)


(924)

Commercial real estate











   Agricultural


-


-


(94)


(124)


-

   Construction, acquisition and development


-


(113)


(344)


(1,709)


-

   Commercial real estate


(3)


(110)


(27)


(1,704)


(155)

     Total real estate


(3)


(223)


(465)


(3,537)


(155)

Consumer











   Consumer mortgages


(243)


(398)


(181)


(537)


(70)

   Home equity


(112)


(64)


(50)


(395)


(41)

   Credit cards


(435)


(476)


(733)


(458)


(682)

     Total consumer


(790)


(938)


(964)


(1,390)


(793)

All other


(723)


(315)


(399)


(698)


(459)

     Total loans charged off


(2,748)


(3,055)


(3,986)


(7,919)


(2,331)












Recoveries:











Commercial and industrial











   Commercial and industrial-non real estate


305


1,014


387


645


231

   Commercial and industrial-owner occupied


673


325


61


27


163

     Total commercial and industrial


978


1,339


448


672


394

Commercial real estate











   Agricultural


3


(65)


5


23


3

   Construction, acquisition and development


87


1,184


51


73


55

   Commercial real estate


19


(403)


36


45


208

     Total real estate


109


716


92


141


266

Consumer











   Consumer mortgages


200


359


392


221


350

   Home equity


75


199


219


149


130

   Credit cards


271


254


297


211


270

     Total consumer


546


812


908


581


750

All other


310


287


325


249


235

     Total recoveries


1,943


3,154


1,773


1,643


1,645












Net (charge-offs)/recoveries


$            (805)


$              99


$        (2,213)


$         (6,276)


$           (686)

 

BancorpSouth Bank

Selected Loan Data

(Dollars in thousands)

(Unaudited)












Quarter Ended


Sep-21


Jun-21


Mar-21


Dec-20


Sep-20

ACQUIRED LOANS AND LEASES:




















Loans and leases charged off:










Commercial and industrial










   Commercial and industrial-non real estate

$            (255)


$           (303)


$           (298)


$         (2,352)


$             (70)

   Commercial and industrial-owner occupied

(1)


-


(490)


(865)


(7)

     Total commercial and industrial

(256)


(303)


(788)


(3,217)


(77)

Commercial real estate










   Agricultural

-


-


(4)


(31)


-

   Construction, acquisition and development

-


(12)


(463)


(64)


-

   Commercial real estate

(128)


(388)


(451)


(1,430)


(583)

     Total real estate

(128)


(400)


(918)


(1,525)


(583)

Consumer










   Consumer mortgages

(21)


(23)


(112)


(194)


(11)

   Home equity

(20)


-


-


-


-

   Credit cards

-


-


-


-


-

     Total consumer

(41)


(23)


(112)


(194)


(11)

All other

(140)


(81)


(102)


(177)


(140)

     Total loans charged off

(565)


(807)


(1,920)


(5,113)


(811)











Recoveries:










Commercial and industrial










   Commercial and industrial-non real estate

328


1,304


644


134


63

   Commercial and industrial-owner occupied

2,329


410


1


10


-

     Total commercial and industrial

2,657


1,714


645


144


63

Commercial real estate










   Agricultural

148


73


81


1


-

   Construction, acquisition and development

-


81


2


-


-

   Commercial real estate

540


429


20


-


1

     Total real estate

688


583


103


1


1

Consumer










   Consumer mortgages

38


151


11


9


2

   Home equity

1


2


1


2


2

   Credit cards

-


-


-


-


-

     Total consumer

39


153


12


11


4

All other

42


58


68


31


28

     Total recoveries

3,426


2,508


828


187


96











Net recoveries/(charge-offs)

$           2,861


$         1,701


$        (1,092)


$         (4,926)


$           (715)

 

BancorpSouth Bank

Selected Loan Data

(Dollars in thousands)

(Unaudited)












Quarter Ended


Sep-21


Jun-21


Mar-21


Dec-20


Sep-20

NON-PERFORMING ASSETS










NON-PERFORMING LOANS AND LEASES:










  Nonaccrual Loans and Leases










    Commercial and industrial










       Commercial and industrial-non real estate

$    13,170


$        10,485


$          9,703


$    12,768


$        17,936

       Commercial and industrial-owner occupied

11,382


11,872


15,019


15,783


18,343

         Total commercial and industrial

24,552


22,357


24,722


28,551


36,279

    Commercial real estate










       Agricultural

2,356


1,284


2,293


5,013


5,907

       Construction, acquisition and development

3,292


2,582


8,494


9,738


10,434

       Commercial real estate

8,403


13,483


12,838


16,249


32,554

         Total commercial real estate

14,051


17,349


23,625


31,000


48,895

    Consumer










       Consumer mortgages

20,035


20,532


23,535


32,951


32,872

       Home equity

786


686


847


2,657


3,325

       Credit cards

74


122


131


173


144

         Total consumer

20,895


21,340


24,513


35,781


36,341

    All other

124


618


282


1,046


593

         Total nonaccrual loans and leases

$    59,622


$        61,664


$        73,142


$    96,378


$      122,108











  Loans and Leases 90+ Days Past Due, Still Accruing:

17,012


15,386


21,208


14,320


17,641

  Restructured Loans and Leases, Still Accruing

7,165


7,368


6,971


10,475


11,154

     Total non-performing loans and leases

$    83,799


$        84,418


$      101,321


$   121,173


$      150,903











OTHER REAL ESTATE OWNED:

16,515


17,333


9,351


11,395


6,397











Total Non-performing Assets

$  100,314


$      101,751


$      110,672


$   132,568


$      157,300











  BXS originated assets

$    83,420


$        81,039


$        85,266


$    97,025


$      109,418

  Acquired assets

16,894


20,712


25,406


35,543


47,882

Total Non-performing Assets

$  100,314


$      101,751


$      110,672


$   132,568


$      157,300











Additions to Nonaccrual Loans and Leases During the Quarter

$    19,858


$        16,005


$        10,029


$    11,087


$        19,973











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










    BXS originated loans

$    33,476


$        36,748


$        34,929


$    40,424


$        42,978

    Acquired loans

7,452


10,701


2,798


6,048


5,694

         Total Loans and Leases 30-89 days past due, still accruing

$    40,928


$        47,449


$        37,727


$    46,472


$        48,672

 

BancorpSouth Bank

Selected Loan Data

(Dollars in thousands)

(Unaudited)












September 30, 2021








Purchased





Special





Credit




Pass

Mention

Substandard

Doubtful

Loss

Impaired

Deteriorated (Loss)


Total

LOAN PORTFOLIO BY INTERNALLY ASSIGNED GRADE:










Commercial and industrial










   Commercial and industrial-non real estate

$   1,959,590

$          1,691

$        31,373

$         161

$                 -

$    5,150

$                 7,241


$           2,005,206

   Commercial and industrial-owner occupied

2,178,251

-

50,892

-

-

9,582

2,585


2,241,310

     Total commercial and industrial

4,137,841

1,691

82,265

161

-

14,732

9,826


4,246,516

Commercial real estate










   Agricultural

363,182

-

4,982

-

-

-

2,303


370,467

   Construction, acquisition and development

1,752,717

-

36,992

-

-

1,209

6,641


1,797,559

   Commercial real estate

3,280,770

-

154,459

-

-

4,934

3,804


3,443,967

     Total commercial real estate

5,396,669

-

196,433

-

-

6,143

12,748


5,611,993

Consumer










   Consumer mortgages

4,013,294

-

63,495

-

-

1,817

181


4,078,787

   Home equity

613,923

-

5,618

-

-

-

-


619,541

   Credit cards

83,764

-

-

-

-

-

-


83,764

     Total consumer

4,710,981

-

69,113

-

-

1,817

181


4,782,092

All other

341,464

-

9,118

-

-

-

62


350,644

     Total loans

$  14,586,955

$          1,691

$      356,929

$         161

$                 -

$  22,692

$               22,817


$         14,991,245











  BXS originated loans

$  13,242,424

$            947

$      191,135

$         161

$                 -

$  20,756

$                      -


$         13,455,423

  Acquired loans*

1,344,531

744

165,794

-

-

1,936

22,817


1,535,822

     Total Loans

$  14,586,955

$          1,691

$      356,929

$         161

$                 -

$  22,692

$               22,817


$         14,991,245












June 30, 2021








Purchased





Special





Credit




Pass

Mention

Substandard

Doubtful

Loss

Impaired

Deteriorated (Loss)


Total

LOAN PORTFOLIO BY INTERNALLY ASSIGNED GRADE:










Commercial and industrial










   Commercial and industrial-non real estate

$   2,005,765

$                 -

$        40,286

$         171

$                 -

$    1,885

$                 7,927


$           2,056,034

   Commercial and industrial-owner occupied

2,193,141

4,000

63,638

-

-

7,452

5,202


2,273,433

     Total commercial and industrial

4,198,906

4,000

103,924

171

-

9,337

13,129


4,329,467

Commercial real estate










   Agricultural

341,430

-

6,326

-

-

-

2,311


350,067

   Construction, acquisition and development

1,879,040

-

40,498

-

-

714

6,169


1,926,421

   Commercial real estate

3,150,789

-

159,066

-

-

9,316

4,712


3,323,883

     Total commercial real estate

5,371,259

-

205,890

-

-

10,030

13,192


5,600,371

Consumer










   Consumer mortgages

3,926,705

-

63,645

-

-

1,256

184


3,991,790

   Home equity

619,269

-

6,096

-

-

-

-


625,365

   Credit cards

84,699

-

-

-

-

-

-


84,699

     Total consumer

4,630,673

-

69,741

-

-

1,256

184


4,701,854

All other

362,556

-

9,726

-

-

-

65


372,347

     Total loans

$  14,563,394

$          4,000

$      389,281

$         171

$                 -

$  20,623

$               26,570


$         15,004,039











  BXS originated loans

$  13,007,886

$          4,000

$      219,242

$         171

$                 -

$  13,989

$                      -


$         13,245,288

  Acquired loans*

1,555,508

-

170,039

-

-

6,634

26,570


1,758,751

     Total Loans

$  14,563,394

$          4,000

$      389,281

$         171

$                 -

$  20,623

$               26,570


$         15,004,039





















*Includes certain loans that are no longer included in the "Net book value of acquired loans" on page 10 as a result of maturity, refinance, or other triggering event.

 

BancorpSouth Bank

Selected Loan Data

(Dollars in thousands)

(Unaudited)
































Quarter Ended


Sep-21


Jun-21


Mar-21


Dec-20


Sep-20

LOAN PORTFOLIO BY INTERNALLY ASSIGNED GRADE:










Pass

$ 14,586,955


$ 14,563,394


$ 14,646,582


$ 14,602,079


$   14,877,943

Special Mention

1,691


4,000


5,005


8,736


-

Substandard

356,929


389,281


336,410


358,988


372,483

Doubtful

161


171


171


172


178

Loss

-


-


-


-


-

Impaired

22,692


20,623


28,615


29,545


49,818

Purchased Credit Deteriorated (Loss)

22,817


26,570


22,025


22,959


27,313

   Total

$ 14,991,245


$ 15,004,039


$ 15,038,808


$ 15,022,479


$   15,327,735











BXS ORIGINATED LOAN PORTFOLIO BY INTERNALLY










   ASSIGNED GRADE:










Pass

$ 13,242,424


$ 13,007,886


$ 13,635,053


$ 13,459,529


$   13,592,460

Special Mention

947


4,000


5,005


8,736


-

Substandard

191,135


219,242


252,140


259,682


252,875

Doubtful

161


171


171


172


178

Loss

-


-


-


-


-

Impaired

20,756


13,989


18,188


17,520


30,909

Purchased Credit Deteriorated (Loss)

-


-


-


-


-

   Total

$ 13,455,423


$ 13,245,288


$ 13,910,557


$ 13,745,639


$   13,876,422











ACQUIRED LOAN PORTFOLIO BY INTERNALLY










   ASSIGNED GRADE:










Pass

$   1,344,531


$   1,555,508


$   1,011,529


$   1,142,550


$    1,285,483

Special Mention

744


-


-


-


-

Substandard

165,794


170,039


84,270


99,306


119,608

Doubtful

-


-


-


-


-

Loss

-


-


-


-


-

Impaired

1,936


6,634


10,427


12,025


18,909

Purchased Credit Deteriorated (Loss)

22,817


26,570


22,025


22,959


27,313

   Total

$   1,535,822


$   1,758,751


$   1,128,251


$   1,276,840


$    1,451,313

 

BancorpSouth Bank

Geographical Information

(Dollars in thousands)

(Unaudited)












September 30, 2021


Alabama





Tennessee





and Florida





and





Panhandle

Arkansas

Louisiana

Mississippi

Missouri

Georgia

Texas

Other

Total

LOAN AND LEASE PORTFOLIO:










Commercial and industrial










   Commercial and industrial-non real estate

$    182,165

$    147,774

$    164,144

$    358,266

$      46,722

$    119,220

$    980,483

$        6,432

$   2,005,206

   Commercial and industrial-owner occupied

296,901

150,397

212,613

568,629

64,155

125,754

822,219

642

2,241,310

     Total commercial and industrial

479,066

298,171

376,757

926,895

110,877

244,974

1,802,702

7,074

4,246,516

Commercial real estate










   Agricultural

31,474

66,918

19,761

68,667

7,740

12,433

161,840

1,634

370,467

   Construction, acquisition and development

218,553

62,127

49,126

268,816

25,166

112,315

1,061,430

26

1,797,559

   Commercial real estate

480,620

288,383

235,542

712,747

200,883

230,962

1,290,255

4,575

3,443,967

     Total commercial real estate

730,647

417,428

304,429

1,050,230

233,789

355,710

2,513,525

6,235

5,611,993

Consumer










   Consumer mortgages

718,510

323,108

344,606

799,621

117,138

366,822

1,371,961

37,021

4,078,787

   Home equity

125,707

43,229

68,332

197,630

15,971

119,929

48,554

189

619,541

   Credit cards

-

-

-

-

-

-

-

83,764

83,764

     Total consumer

844,217

366,337

412,938

997,251

133,109

486,751

1,420,515

120,974

4,782,092

All other

60,220

27,091

31,581

118,815

1,391

20,895

89,544

1,107

350,644

     Total loans

$  2,114,150

$  1,109,027

$  1,125,705

$  3,093,191

$    479,166

$  1,108,330

$  5,826,286

$    135,390

$  14,991,245











Loan growth, excluding loans acquired during










    the quarter (annualized)

(6.76%)

(9.79%)

(19.52%)

(15.13%)

(9.53%)

9.61%

15.15%

12.31%

(0.34%)

Loan growth, excluding PPP loans (annualized)

(3.90%)

(6.78%)

(14.13%)

(12.34%)

(5.13%)

17.14%

17.98%

28.99%

3.21%











NON-PERFORMING LOANS AND LEASES:










Commercial and industrial










   Commercial and industrial-non real estate

$           447

$           721

$        2,233

$        4,090

$           938

$           314

$        5,243

$           187

$        14,173

   Commercial and industrial-owner occupied

361

554

923

1,986

161

-

9,023

-

13,008

     Total commercial and industrial

808

1,275

3,156

6,076

1,099

314

14,266

187

27,181

Commercial real estate










   Agricultural

63

218

-

1,521

-

-

612

-

2,414

   Construction, acquisition and development

1,094

629

128

25

-

193

1,351

-

3,420

   Commercial real estate

1,807

169

2,460

845

-

-

4,375

-

9,656

     Total commercial real estate

2,964

1,016

2,588

2,391

-

193

6,338

-

15,490

Consumer










   Consumer mortgages

8,955

4,071

3,234

9,961

1,204

3,349

5,752

2,197

38,723

   Home equity

111

39

250

357

73

506

-

-

1,336

   Credit cards

-

-

-

-

-

-

-

673

673

     Total consumer

9,066

4,110

3,484

10,318

1,277

3,855

5,752

2,870

40,732

All other

47

2

43

151

-

6

141

6

396

     Total loans

$      12,885

$        6,403

$        9,271

$      18,936

$        2,376

$        4,368

$      26,497

$        3,063

$        83,799











NON-PERFORMING LOANS AND LEASES










   AS A PERCENTAGE OF OUTSTANDING:










Commercial and industrial










   Commercial and industrial-non real estate

0.25%

0.49%

1.36%

1.14%

2.01%

0.26%

0.53%

2.91%

0.71%

   Commercial and industrial-owner occupied

0.12%

0.37%

0.43%

0.35%

0.25%

0.00%

1.10%

0.00%

0.58%

     Total commercial and industrial

0.17%

0.43%

0.84%

0.66%

0.99%

0.13%

0.79%

2.64%

0.64%

Commercial real estate










   Agricultural

0.20%

0.33%

0.00%

2.22%

0.00%

0.00%

0.38%

0.00%

0.65%

   Construction, acquisition and development

0.50%

1.01%

0.26%

0.01%

0.00%

0.17%

0.13%

0.00%

0.19%

   Commercial real estate

0.38%

0.06%

1.04%

0.12%

0.00%

0.00%

0.34%

0.00%

0.28%

     Total commercial real estate

0.41%

0.24%

0.85%

0.23%

0.00%

0.05%

0.25%

0.00%

0.28%

Consumer










   Consumer mortgages

1.25%

1.26%

0.94%

1.25%

1.03%

0.91%

0.42%

5.93%

0.95%

   Home equity

0.09%

0.09%

0.37%

0.18%

0.46%

0.42%

0.00%

0.00%

0.22%

   Credit cards

N/A

N/A

N/A

N/A

N/A

N/A

N/A

0.80%

0.80%

     Total consumer

1.07%

1.12%

0.84%

1.03%

0.96%

0.79%

0.40%

2.37%

0.85%

All other

0.08%

0.01%

0.14%

0.13%

0.00%

0.03%

0.16%

0.54%

0.11%

     Total loans

0.61%

0.58%

0.82%

0.61%

0.50%

0.39%

0.45%

2.26%

0.56%

 

BancorpSouth Bank

Noninterest Revenue and Expense

(Dollars in thousands)

(Unaudited)
















Quarter Ended


Year to Date


Sep-21


Jun-21


Mar-21


Dec-20


Sep-20


Sep-21


Sep-20

NONINTEREST REVENUE:














Mortgage banking excl. MSR and MSR Hedge market value adj

$    11,009


$        11,013


$        17,929


$    19,917


$        26,667


$   39,951


$   79,150

MSR and MSR Hedge market value adjustment

2,049


(1,908)


7,381


212


430


7,522


(13,026)

Credit card, debit card and merchant fees

11,428


11,589


9,659


10,053


9,938


32,676


28,194

Deposit service charges

10,324


8,849


8,477


9,708


8,892


27,650


28,221

Securities (losses)gains, net

(195)


96


82


63


18


(17)


(5)

Insurance commissions

35,773


36,106


30,667


29,815


32,750


102,546


95,471

Trust income

4,735


4,434


5,129


4,046


3,902


14,298


11,979

Annuity fees

50


50


51


53


53


151


162

Brokerage commissions and fees

2,362


3,059


3,285


2,652


2,516


8,706


7,321

Gain on sale of PPP loans

-


21,572


-


-


-


21,572


-

Bank-owned life insurance

4,217


1,845


2,020


2,425


1,902


8,082


5,756

Other miscellaneous income

2,668


5,238


3,256


(118)


2,856


11,162


14,455

     Total noninterest revenue

$    84,420


$      101,943


$        87,936


$    78,826


$        89,924


$ 274,299


$ 257,678















NONINTEREST EXPENSE:














Salaries and employee benefits

$  112,968


$      108,188


$      101,060


$    97,215


$      104,219


$ 322,216


$ 320,594

Occupancy, net of rental income

13,443


13,187


12,814


13,004


13,053


39,444


38,651

Equipment

5,534


4,967


4,564


4,756


4,519


15,065


13,930

Deposit insurance assessments

2,330


1,638


1,455


1,696


1,522


5,423


5,030

Pension settlement expense

2,400


-


-


5,846


-


2,400


-

Advertising

988


783


1,004


899


826


2,775


2,843

Foreclosed property expense

2,189


649


1,021


2,122


(278)


3,859


1,952

Telecommunications

1,600


1,517


1,398


1,448


1,462


4,515


4,435

Public relations

1,166


1,012


741


897


1,130


2,919


2,269

Data processing

11,297


11,024


10,424


9,980


9,477


32,745


28,816

Computer software

5,502


4,887


5,113


5,301


4,779


15,502


14,073

Amortization of intangibles

2,424


2,401


2,318


2,499


2,357


7,143


7,106

Legal

814


774


1,166


1,474


(316)


2,754


1,957

Merger expense

3,442


9,962


1,649


212


129


15,053


5,133

Postage and shipping

1,414


1,317


1,547


1,418


1,199


4,278


3,838

Other miscellaneous expense

12,378


11,678


9,549


18,350


10,427


33,605


33,138

     Total noninterest expense

$  179,889


$      173,984


$      155,823


$   167,117


$      154,505


$ 509,696


$ 483,765















INSURANCE COMMISSIONS:














Property and casualty commissions

$    26,413


$        26,040


$        21,949


$    21,304


$        24,060


$   74,402


$   68,950

Life and health commissions

6,543


7,130


6,494


5,915


6,072


20,167


19,018

Risk management income

676


611


613


829


609


1,900


1,681

Other

2,141


2,325


1,611


1,767


2,009


6,077


5,822

     Total insurance commissions

$    35,773


$        36,106


$        30,667


$    29,815


$        32,750


$ 102,546


$   95,471

 

BancorpSouth Bank

Selected Additional Information

(Dollars in thousands)

(Unaudited)








Quarter Ended


Sep-21

Jun-21

Mar-21

Dec-20

Sep-20

MORTGAGE SERVICING RIGHTS:






Fair value, beginning of period

$       60,615

$        60,332

$        47,571

$      44,944

$        40,821

Additions to mortgage servicing rights:






   Originations of servicing assets

5,798

6,833

5,588

6,608

7,041

Changes in fair value:






   Due to payoffs/paydowns

(3,919)

(2,946)

(3,273)

(3,898)

(3,198)

   Due to change in valuation inputs or






     assumptions used in the valuation model

2,190

(3,604)

10,446

(83)

280

   Other changes in fair value

-

-

-

-

-

Fair value, end of period

$       64,684

$        60,615

$        60,332

$      47,571

$        44,944







MORTGAGE BANKING REVENUE:






Production revenue:






   Origination

$         9,284

$          8,646

$        15,955

$      18,561

$        23,632

   Servicing

5,644

5,313

5,247

5,254

6,233

   Payoffs/Paydowns

(3,919)

(2,946)

(3,273)

(3,898)

(3,198)

     Total production revenue

11,009

11,013

17,929

19,917

26,667

Market value adjustment on MSR

2,190

(3,604)

10,446

(83)

280

Market value adjustment on MSR Hedge

(141)

1,696

(3,065)

295

150

Total mortgage banking revenue

$       13,058

$          9,105

$        25,310

$      20,129

$        27,097



















Mortgage loans serviced

$  7,455,113

$   7,407,690

$   7,259,808

$  7,330,293

$   7,218,090

MSR/mtg loans serviced

0.87%

0.82%

0.83%

0.65%

0.62%







AVAILABLE-FOR-SALE SECURITIES, at fair value






U.S. Government agencies

2,575,564

2,758,412

2,642,646

$  2,871,408

$   3,116,458

U.S. Government agency issued residential






   mortgage-back securities

5,826,087

4,709,540

3,438,246

2,421,409

1,625,325

U.S. Government agency issued commercial






   mortgage-back securities

1,518,556

1,478,058

1,414,345

806,206

758,116

Obligations of states and political subdivisions

112,152

117,248

126,589

113,953

141,896

Corporate bonds

21,013

20,853

18,442

18,030

17,990

Total available-for-sale securities

$ 10,053,372

$   9,084,111

$   7,640,268

$  6,231,006

$   5,659,785

 


BancorpSouth Bank
Reconciliation of Non-GAAP Measures and Other Non-GAAP 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 available to common shareholders, net operating income-excluding MSR, net operating income available to common shareholders-excluding MSR, pre-tax pre-provision net revenue, total operating expense, tangible shareholders' equity to tangible assets, tangible shareholders' equity to tangible assets-excluding PPP loans, tangible common shareholders' equity to tangible assets, tangible common shareholders' equity to tangible assets-excluding PPP loans, return on average tangible equity, return on average tangible common equity, operating return on average tangible equity-excluding MSR, operating return on average tangible common equity-excluding MSR,  operating return on average assets-excluding MSR, operating return on average shareholders' equity-excluding MSR, operating return on average common shareholders' equity-excluding MSR, pre-tax pre-provision net revenue to total average assets, average tangible book value per common share, operating earnings per common share, operating earnings per common 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, Net Operating Income Available to Common Shareholders, Net Operating Income-Excluding MSR, and Net Operating Income Available to Common Shareholders-excluding MSR to Net Income:




Quarter ended


Year to Date




9/30/2021


6/30/2021


3/31/2021


12/31/2020


9/30/2020


9/30/2021


9/30/2020

















Net income


$      72,725


$      75,539


$        81,555


$           68,805


$           73,825


$         229,819


$       159,246

Plus:

Merger expense, net of tax


2,583


7,476


1,238


159


97


11,297


3,852


Initial provision for acquired loans,
















  net of tax


-


8,631


-


-


-


8,631


751


Pension settlement expense, net of tax


1,801


-


-


4,388


-


1,801


-

Less:

Security (losses)gains, net of tax


(147)


72


62


48


13


(13)


(4)

Net operating income


$      77,256


$      91,574


$        82,731


$           73,304


$           73,909


$         251,561


$       163,853

Less:

Preferred dividends


2,372


2,372


2,372


2,372


2,372


7,116


7,116

Net operating income available to















common shareholders


$      74,884


$      89,202


$        80,359


$           70,932


$           71,537


$         244,445


$       156,737

































Net operating income


$      77,256


$      91,574


$        82,731


$           73,304


$           73,909


$         251,561


$       163,853

Less:

MSR market value adjustment, net of tax


1,538


(1,432)


5,539


159


323


5,645


(9,776)

Net operating income-excluding MSR


$      75,718


$      93,006


$        77,192


$           73,145


$           73,586


$         245,916


$       173,629

Less:

Preferred dividends


2,372


2,372


2,372


2,372


2,372


7,116


7,116

Net operating income available to common















shareholders-excluding MSR


$      73,346


$      90,634


$        74,820


$           70,773


$           71,214


$         238,800


$       166,513

































Reconciliation of Net Income to Pre-Tax Pre-Provision Net Revenue




























Net income


$      72,725


$      75,539


$        81,555


$           68,805


$           73,825


$         229,819


$       159,246

Plus:

Provision for credit losses


(7,000)


11,500


-


5,794


16,000


4,500


83,250


Merger expense


3,442


9,962


1,649


212


129


15,053


5,133


Pension settlement expense


2,400


-


-


5,846


-


2,400


-


Income tax expense


20,350


21,102


23,347


14,046


21,525


64,799


45,448

Less:

Security (losses)gains


(195)


96


82


63


18


(17)


(5)


MSR market value adjustment


2,049


(1,908)


7,381


212


430


7,522


(13,026)

Pre-tax pre-provision net revenue


$      90,063


$    119,915


$        99,088


$           94,428


$         111,031


$         309,066


$       306,108

































Reconciliation of Total Operating Expense to Total Noninterest Expense:



























Total noninterest expense


$    179,889


$    173,984


$      155,823


$         167,117


$         154,505


$         509,696


$       483,765

Less:

Merger expense


3,442


9,962


1,649


212


129


15,053


5,133


Pension settlement expense


2,400


-


-


5,846


-


2,400


-

Total operating expense


$    174,047


$    164,022


$      154,174


$         161,059


$         154,376


$         492,243


$       478,632

 

BancorpSouth Bank

Reconciliation of Non-GAAP Measures and Other Non-GAAP 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


Year to Date




9/30/2021


6/30/2021


3/31/2021


12/31/2020


9/30/2020


9/30/2021


9/30/2020

Tangible assets















Total assets


$  28,060,496


$   27,612,365


$   25,802,497


$  24,081,194


$  23,555,422


$  28,060,496


$  23,555,422

Less:  

Goodwill


958,304


957,474


851,612


851,612


847,531


958,304


847,531


Other identifiable intangible assets


52,235


54,659


53,581


55,899


54,757


52,235


54,757

Total tangible assets


$  27,049,957


$   26,600,232


$   24,897,304


$  23,173,683


$  22,653,134


$  27,049,957


$  22,653,134

Less:  

PPP loans


32,771


167,144


1,146,000


975,421


1,212,246


32,771


1,212,246

Total tangible assets-excluding PPP loans


$  27,017,186


$   26,433,088


$   23,751,304


$  22,198,262


$  21,440,888


$  27,017,186


$  21,440,888

















PERIOD END BALANCES:















Tangible shareholders' equity















Total shareholders' equity


$   3,023,257


$    3,069,574


$    2,825,198


$   2,822,477


$    2,782,539


$   3,023,257


$   2,782,539

Less:

Goodwill


958,304


957,474


851,612


851,612


847,531


958,304


847,531


Other identifiable intangible assets


52,235


54,659


53,581


55,899


54,757


52,235


54,757

Total tangible shareholders' equity


$   2,012,718


$    2,057,441


$    1,920,005


$   1,914,966


$    1,880,251


$   2,012,718


$   1,880,251

Less:

Preferred stock


166,993


166,993


166,993


166,993


166,993


166,993


166,993

Total tangible common shareholders' equity


$   1,845,725


$    1,890,448


$    1,753,012


$   1,747,973


$    1,713,258


$   1,845,725


$   1,713,258

















AVERAGE BALANCES:















Tangible shareholders' equity















Total shareholders' equity


$   3,058,307


$    2,954,834


$    2,813,001


$   2,774,589


$    2,729,870


$   2,942,946


$   2,709,077

Less:

Goodwill


957,899


910,448


851,612


852,472


847,744


907,042


846,850


Other identifiable intangible assets


53,567


52,564


54,876


54,858


56,045


53,664


57,704

Total tangible shareholders' equity


$   2,046,841


$    1,991,822


$    1,906,513


$   1,867,259


$    1,826,081


$   1,982,240


$   1,804,523

Less:

Preferred stock


166,993


166,993


166,993


166,993


166,993


166,993


167,002

Total tangible common shareholders' equity


$   1,879,848


$    1,824,829


$    1,739,520


$   1,700,266


$    1,659,088


$   1,815,247


$   1,637,521

















Total average assets


$  27,616,585


$   26,666,296


$   24,545,560


$  23,660,503


$  23,318,877


$  26,287,396


$  22,408,734

Total shares of common stock outstanding


106,853,316


108,614,595


102,624,818


102,561,480


102,558,459


106,853,316


102,558,459

Average shares outstanding-diluted


108,250,102


105,838,056


102,711,584


102,817,409


102,839,749


105,599,914


103,466,957

















Tangible shareholders' equity to tangible assets (1)


7.44%


7.73%


7.71%


8.26%


8.30%


7.44%


8.30%

Tangible shareholders' equity to tangible assets-excluding PPP loans (2)


7.45%


7.78%


8.08%


8.63%


8.77%


7.45%


8.77%

Tangible common shareholders' equity to tangible assets (3)


6.82%


7.11%


7.04%


7.54%


7.56%


6.82%


7.56%

Tangible common shareholders' equity to tangible assets-excluding PPP loans (4)


6.83%


7.15%


7.38%


7.87%


7.99%


6.83%


7.99%

Return on average tangible equity (5)


14.10%


15.21%


17.35%


14.66%


16.08%


15.50%


11.79%

Return on average tangible common equity (6)


14.85%


16.08%


18.46%


15.54%


17.13%


16.40%


12.41%

Operating return on average tangible equity-excluding MSR (7)


14.68%


18.73%


16.42%


15.58%


16.03%


16.59%


12.85%

Operating return on average tangible common equity-excluding MSR (8)


15.48%


19.92%


17.44%


16.56%


17.08%


17.59%


13.58%

Operating return on average assets-excluding MSR (9)


1.09%


1.40%


1.28%


1.23%


1.26%


1.25%


1.03%

Operating return on average shareholders' equity-excluding MSR (10)


9.82%


12.62%


11.13%


10.49%


10.72%


11.17%


8.56%

Operating return on average common shareholders' equity-excluding MSR (11)


10.06%


13.04%


11.47%


10.80%


11.05%


11.50%


8.75%

Pre-tax pre-provision net revenue to total average assets (12)


1.29%


1.80%


1.64%


1.59%


1.89%


1.57%


1.82%

Tangible book value per common share (13)


$          17.27


$           17.41


$           17.08


$          17.04


$          16.71


$          17.27


$          16.71

Operating earnings per common share (14)


$            0.69


$             0.84


$             0.78


$            0.69


$            0.70


$            2.31


$            1.51

Operating earnings per common share-excluding MSR (15)


$            0.68


$             0.86


$             0.73


$            0.69


$            0.69


$            2.26


$            1.61



(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)

Tangible shareholders' equity to tangible assets-excluding PPP loans 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, other identifiable intangible assets, and PPP loans.



(3)

Tangible common shareholders' equity to tangible assets is defined by the Company as total shareholders' equity less preferred stock, goodwill and other identifiable intangible assets, divided by the difference of total assets less goodwill and other identifiable intangible assets.



(4)

Tangible common shareholders' equity to tangible assets-excluding PPP loans is defined by the Company as total shareholders' equity less preferred stock, goodwill and other identifiable intangible assets, divided by the difference of total assets less goodwill, other identifiable intangible assets, and PPP loans.



(5)

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



(6)

Return on average tangible common equity is defined by the Company as annualized net income available to common shareholders divided by average tangible common shareholders' equity.



(7)

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



(8)

Operating return on average tangible common equity-excluding MSR is defined by the Company as annualized net operating income available to common shareholders-excluding MSR divided by average tangible common shareholders' equity.



(9)

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



(10)

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.



(11)

Operating return on average common shareholders' equity-excluding MSR is defined by the Company as annualized net operating income available to common shareholders-excluding MSR divided by average common shareholders' equity.



(12)

Pre-tax pre-provision net revenue to total average assets is defined by the Company as annualized pre-tax pre-provision net revenue divided by total average assets adjusted for other non-operating items included in the definition and calculation of net operating income-excluding MSR.



(13)

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

















(14)

Operating earnings per common share is defined by the Company as net operating income available to common shareholders divided by average common shares outstanding-diluted.

















(15)

Operating earnings per common share-excluding MSR is defined by the Company as net operating income available to common shareholders-excluding MSR divided by average common 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.

 

Cision View original content:https://www.prnewswire.com/news-releases/bancorpsouth-announces-third-quarter-2021-results-301407869.html

SOURCE BancorpSouth Bank

FAQ

What are BancorpSouth’s earnings for Q3 2021?

BancorpSouth reported a net income of $70.4 million for Q3 2021.

What is the expected impact of the merger with Cadence on BancorpSouth?

The merger with Cadence Bancorporation is expected to create a $48 billion institution, enhancing BancorpSouth's market position.

How much did BancorpSouth increase its deposits in Q3 2021?

BancorpSouth increased its total deposits by $722.2 million, a 12.2% annualized growth.

What was BancorpSouth's net interest margin in Q3 2021?

The net interest margin for Q3 2021 was 2.86%, down from 3.31% in Q3 2020.

When will the merger with Cadence Bancorporation close?

The merger is expected to close on October 29, 2021.

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