South State Corporation (NASDAQ: SSB) today released its
unaudited results of operations and other financial information for
the three-month and six-month periods ended June 30, 2018.
Highlights for the second quarter of 2018 include the
following:
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- Second quarter 2018 financial
results:
- Net income was $40.5 million, compared
with $42.3 million in the first quarter of 2018, a decrease of $1.8
million
- Diluted EPS of $1.09 compared with
$1.15, a decrease of $0.06
- Adjusted net income (non-GAAP) was
$52.7 million, compared to $51.2 million, a 2.8% increase, or $1.5
million
- Adjusted diluted EPS (non-GAAP) of
$1.43, compared to $1.39, a 2.9% increase
- There are four specific items to note:
(1) completed the system conversion from the Park Sterling (PSTB)
merger and closed 10 branches; (2) net loan growth totaled $191.6
million, or 7.2% annualized; (3) total deposits were flat and
interest expense increased by $3.1 million; and (4) increased the
cash dividend to $0.35 per share, up $0.01 per share over last
quarter.
- Performance ratios second quarter
2018 compared to first quarter 2018
- Return on average assets totaled 1.12%
compared to 1.19%
- Adjusted return on average assets
(non-GAAP) was 1.45% compared to 1.44%
- Return on average equity totaled 6.96%
compared to 7.41%
- Return on average tangible equity
(non-GAAP) was 13.79% compared to 14.69%
- Adjusted return on average tangible
equity (non-GAAP) increased to 17.68% from 17.60%
- Efficiency ratio was 65.6% down from
66.7%, due primarily to lower salaries and employee benefits
- Adjusted efficiency ratio (non-GAAP)
was 57.3% an improvement from 60.0% (excluding merger-related and
conversion expenses and securities losses (gains))
- Balance sheet linked quarter
- Cash and cash equivalents decreased by
$247.7 million
- Net loan growth for the quarter totaled
$191.6 million, or 7.2% annualized, spread across consumer real
estate, commercial & industrial, and commercial owner occupied
real estate, with limited CRE growth
- Noninterest bearing deposits increased
by $32.0 million, or 4.1% annualized; and interest bearing deposits
decreased by $56.8 million, or 2.7% annualized, led by a reduction
in brokered deposits of $54.3 million
- Other borrowings decreased $99.8
million from repayment of FHLB advances during the quarter
- Shareholders’ equity increased $25.8
million, primarily from net income, net of the dividends paid, of
$27.9 million offset by accumulated other comprehensive loss
(“AOCI”) of $5.7 million, net of tax, primarily from the available
for sale securities portfolio
- Total equity to total assets increased
to 16.12% from 15.81%
- Tangible equity to tangible assets
(non-GAAP) increased to 9.45% from 9.20%
- Asset quality
- Nonperforming assets (NPAs) increased
by $8.1 million, or 23.9%, to $42.2 million at June 30, 2018,
primarily due to properties from branch closures related to the
merger with PSTB taken into other real estate owned (OREO), from
the level at March 31, 2018, and increased by $7.8 million, or
22.70% from June 30, 2017
- NPAs to total assets increased to 0.29%
at June 30, 2018, from 0.23% at March 31, 2018 and improved from
0.31% at June 30, 2017
- Net charge-offs on non-acquired loans
were 0.01% annualized, or $189,000, compared to $367,000, or 0.02%
annualized in the first quarter of 2018. Compared to the second
quarter of 2017, net charge offs totaled $756,000, or 0.05%
annualized.
- Net charge-offs on acquired non-credit
impaired loans were 0.14% annualized, or $1.1 million, compared to
0.02% annualized, or $169,000 in the first quarter of 2018. In the
second quarter of 2017, net charge-offs were 0.10% annualized, or
$429,000.
- Coverage ratio of ALLL on non-acquired
non-performing loans was 322% at June 30, 2018 compared to 316% at
March 31, 2018 and 297% at June 30, 2017.
Quarterly Cash Dividend
The Board of Directors of South State Corporation declared a
quarterly cash dividend on July 26, 2018, of $0.35 per share
payable on its common stock. This per share amount is higher by
$0.01 per share, or 2.9%, compared to last quarter and $0.02 per
share, or 6.1%, higher than the same quarter one year ago. The
dividend will be payable on August 24, 2018 to shareholders of
record as of August 17, 2018.
Durbin Impact
Effective July 1, 2018, the cap on interchange fees under the
Durbin amendment will be in effect for the Company. We expect lower
interchange income of approximately $8.5 million (pre-tax) during
the last half of 2018.
Park Sterling – Fair Value Adjustments
During the second quarter of 2018, the Company adjusted the fair
values of certain acquired assets and liabilities. These
adjustments are reflected below in the column labeled “6/30/2018
Fair Value Adjustments”. The adjustments include the following:
1. Loans were adjusted to reflect movement
between acquired credit impaired (ACI) loan portfolio and acquired
noncredit impaired (ANCI) loan portfolio, and the movement in
interest rates (from 9/30/2017) between initial fair values and
interest rates at November 30, 2017. The fair value adjustment
(discount) on these loans totaled $9.1 million, with $2.4 million
related to credit and $6.7 million related to noncredit. This
resulted in more acquired loan interest income during the second
quarter of 2018 of approximately $516,000.
2. Intangible assets (core deposit
intangible) increased by $3.3 million from the movement in interest
rates, resulting in more amortization expense during the second
quarter of 2018 of $321,000.
3. Interest-bearing liabilities (time
deposits) fair values were adjusted as well for the movement in
interest rates resulting in less premium than originally valued.
This resulted in higher interest expense during the second quarter
of 2018 of $236,000.
The reduction in net income resulting from all of these
adjustments totaled approximately $41,000, pre-tax.
South State Corporation
Fair Value of Park Sterling Corporation
11/30/2017
Net Assets 11/30/2017 Initial
3/3/31/2018
6/30/2018
Acquired at As Recorded Fair Value Fair
Value Fair Value Date of (Dollars in thousands)
by PSTB Adjustments Adjustments
Adjustments Acquisition Assets Cash and cash
equivalents $ 116,454 $ -- $ 116,454 Investment securities 461,261
1,444 (a) 219 462,924 Loans held for sale 2,200 68,686 (b) (50 ) 46
70,882 Loans 2,346,612 (95,878 ) (c) -- (9,131 )
(1)
2,241,603 Premises and equipment 61,059 (4,882 ) (d) (387 ) 55,790
Intangible assets 73,090 (46,915 ) (e) 3,321
(2)
29,496 Other real estate owned and repossessed assets 2,549 (429 )
(f) 210 2,330 Bank owned life insurance 72,703 -- 72,703 Deferred
tax asset 17,963 11,596 (g) 3 2,022 31,584 Other assets
21,595 (476 ) (h) 21,119 Total assets $
3,175,486 $ (66,854 ) $ (5 ) $ (3,742 ) $ 3,104,885
Liabilities Deposits: Noninterest-bearing $ 561,874 $ -- $
561,874 Interest-bearing 1,886,810 2,692 (i)
(612 )
(3)
1,888,890 Total deposits 2,448,684 2,692 -- (612 ) 2,450,764
Federal funds purchased and securites sold
under agreements to repurchase
-- -- -- Other borrowings 329,249 11,689 (j) 340,938 Other
liabilities 24,179 2,131 (k)
26,310 Total liabilities 2,802,112 16,512
-- (612 ) 2,818,012 Net
identifiable assets acquired over liablities assumed 373,374
(83,366 ) (5 ) (3,130 ) 286,873 Goodwill -- 402,951
5 3,130 406,086 Net
assets acquired over liabilities assumed $ 373,374 $ 319,585
$ -- $ -- $ 692,959
Consideration:
South State Corporation common shares issued 7,480,343 Purchase
price per share of the Company's common stock $ 92.05
Company common stock issued and cash
exchanged for fractional shares
$ 688,654 Cash paid for stock option redemptions 4,305 Fair value
of total consideration transferred $ 692,959
Initial Fair Value
Adjustments: (a) Adjustment reflects marking the securities
portfolio to fair value as of the acquisition date. (b) Adjustment
reflects a reclass of $68.7 million by SSB of Shared National
Credits (loans) from loans held for investment to loans held for
sale. (c) Adjustment reflects the fair value adjustments (discount)
of $60.9 million based upon the Company's evaluation of acquired
loans. This amount excludes the allowance for loan losses (ALLL)
and fair value adjustment (discount) of $12.5 million and $21.3
million, respectively recorded by PSTB and is net of the $68.7
million reclass related to the Shard National Credits noted in (b)
above. (d) Adjustment reflects the fair value adjustments based on
the Company's evaluation of the acquired premises and equipment.
(e) Adjustment reflects the recording of a 1.66% CDI on the
acquired deposit accounts that totaled $26.2 million offset by a
write-off of $73.1 million of existing goodwill and CDI acquired
from PSTB.
(f) Adjustment reflects the fair value
adjustments to other real estate owned (OREO) based on the
Company's evaluation of the acquired OREO portfolio.
(g) Adjustment to record deferred taxes related to the fair value
adjustments and an adjustment from the PSTB rate to the SSB rate.
(h) Adjustment reflects the write-off of accrued interest
receivable and certain prepaid expenses.
(i) Adjustment reflects the premium for
fixed maturity time deposits of $2.95 million offset by the
write-off of existing fair value marks.
(j) Adjustment reflects fair value adjustment (discount) of $2.4
million of PSTB's trust preferred securities offset by the
write-off of existing PSTB discount on senior debt and TRUPs of
$14.0 million. (k) Adjustment reflects the fair value adjustments
to employee benefit plans of $1.5 million along with other
adjustments of miscellaneous liabilities.
Second Quarter 2018 Financial
Performance
Three Months Ended Six Months Ended (Dollars
in thousands, except per share data)
June 30, Mar.
31, Dec. 31, Sept. 30, June 30, June
30, INCOME STATEMENT 2018 2018 2017
2017 2017 2018 2017 Interest
income Loans, including fees (8)
$ 129,852 $ 127,041 $
108,319 $ 95,864 $ 93,600
$ 256,893 $ 185,352
Investment securities, federal funds sold
and securities purchased under agreements to resell
11,880 11,007 9,505 8,547 9,179
22,887 18,413 Total
interest income
141,732 138,048 117,824 104,411 102,779
279,780 203,765
Interest expense Deposits
10,009 6,913 4,220 2,974 2,661
16,922 5,158
Federal funds purchased, securities sold
under agreements to repurchase, and other borrowings
2,161 2,162 1,330 1,118 1,087
4,323 2,214 Total
interest expense
12,170 9,075 5,550 4,092 3,748
21,245 7,372
Net interest income 129,562
128,973 112,274 100,319 99,031
258,535 196,393 Provision for
loan losses
4,478 2,454 3,808 2,062 2,313
6,932 6,020
Net interest income after provision for loan losses
125,084 126,519 108,466 98,257 96,718
251,603 190,373
Noninterest income*
37,525 40,555 36,762 33,735 35,316
78,080 69,533 Pre-tax operating expense*
96,410
102,167 84,645 77,718 79,974
198,577 161,455 Branch
consolid./acquisition and merger expense
14,096 11,296
17,621 1,551 4,307
25,392 25,331
Total noninterest expense
110,506 113,463 102,266 79,269
84,281
223,969 186,786
Income before provision for income
taxes 52,103 53,611 42,962 52,723 47,753
105,714
73,120 Provision for income taxes, includes deferred tax
revaluation
11,644 11,285 40,541 17,677 15,930
22,929
23,033
Net income $ 40,459 $ 42,326 $ 2,421 $ 35,046
$ 31,823
$ 82,785 $ 50,087
Adjusted net income
(non-GAAP) (3) Net income (GAAP) $ 40,459 $
42,326 $ 2,421 $ 35,046 $ 31,823
$ 82,785 $ 50,087
Securities losses (gains), net of tax
505 -- (22) (349) (73)
505 (73) Provision for income
taxes, deferred tax revaluation
613 -- 26,558 -- --
613 -- Branch consolid./acquisition and merger expense, net
of tax
11,112 8,918 12,431 1,031 2,870
20,030 18,007
Adjusted net income (non-GAAP) $ 52,689 $ 51,244 $
41,388 $ 35,728 $ 34,620
$ 103,933 $ 68,021 Basic
earnings per common share
$ 1.10 $ 1.15 $ 0.08 $ 1.20 $ 1.09
$ 2.25 $ 1.73 Diluted earnings per common share
$
1.09 $ 1.15 $ 0.08 $ 1.19 $ 1.08
$ 2.24 $ 1.71 Adjusted
net income per common share - Basic (non-GAAP) (3)
$ 1.44 $
1.40 $ 1.31 $ 1.23 $ 1.19
$ 2.84 $ 2.35 Adjusted net income
per common share - Diluted (non-GAAP) (3)
$ 1.43 $ 1.39 $
1.30 $ 1.22 $ 1.18
$ 2.82 $ 2.33 Dividends per common share
$ 0.34 $ 0.33 $ 0.33 $ 0.33 $ 0.33
$ 0.67 $ 0.66
Basic weighted-average common shares outstanding
36,676,887
36,646,198 31,654,947 29,114,574 29,094,908
36,656,689
28,985,390 Diluted weighted-average common shares outstanding
36,928,981 36,899,068 31,905,505 29,385,041 29,364,916
36,909,739
29,252,321 Effective tax rate
22.35% 21.05% 94.36% 33.53%
33.36%
21.69% 31.50%
* These lines include a
reclassfiication of network costs directly related to interchange
and debit card transaction fees. ASU 2014-09 - Revenue
recognition requires netting of these expenses with the
related revenue. All periods have been adjusted for this
reclassification, and there was no impact to net income or capital
for any period presented.
The Company reported consolidated net income of $40.5 million,
or $1.09 per diluted common share for the three-months ended June
30, 2018, a $1.8 million decrease from the first quarter of 2018.
Interest income was up $3.7 million as a result of an increase in
non-acquired loan interest income of $5.5 million during the second
quarter, partially offset by lower acquired interest income of $2.8
million, as the acquired loan portfolio continued to decline during
the quarter. Interest expense increased by $3.1 million, with $1.8
million increase from transaction and money market accounts,
$812,000 attributable to certificate and other time deposits and
$486,000 in savings accounts. These increases in interest expense
were due to the continued higher cost of the deposit base. The
Company’s cost of funds was 0.55% for the second quarter of 2018,
an increase of 0.14% from the first quarter of 2018. Compared to
the second quarter of 2017, cost of funds increased by 0.33% which
was primarily the result of the addition of Park Sterling funding
cost and increases related to the Company’s deposit base. The total
provision for loan losses increased $2.0 million compared to the
first quarter of 2018. Valuation allowance (impairment) related to
acquired loans was $359,000 higher than in the first quarter of
2018, as several pools had reduced cash flows and extensions of
timing of expected cash flows. The provision for loan losses
related to acquired non-credit impaired loans was higher by $1.1
million, compared to the first quarter of 2018. One loan was
charged off during the quarter which totaled approximately
$750,000. The provision for loan losses on non-acquired loans was
$738,000 higher compared to the first quarter of 2018 due primarily
to loan growth during the quarter. Noninterest income decreased by
$3.0 million. Mortgage banking income was down $1.6 million and
acquired loan recoveries declined $808,000. Salaries and employee
benefits were $7.4 million lower. This decline was due to lower to
payroll taxes, $2.8 million in bonuses paid to all employees during
the first quarter, and fewer FTEs. Many noninterest expense
categories were lower for the second quarter of 2018 due to the
conversion and branch closures related to the Park Sterling
merger.
Income Tax Expense
During the second quarter of 2018, the Company’s effective
income tax rate was 22.35%, or $11.6 million. As a result of the
changes in fair value of the Park Sterling opening balance sheet,
the Company recorded $613,000 in additional income tax expense
related to the revaluation of deferred taxes. Without this charge,
the effective rate for the second quarter was 21.17%, compared to
the first quarter of 2018 was 21.05%. On a year-to-date basis, the
effective rate was 21.69%, including the additional deferred tax
charge and 21.11% without the charge.
“We continued to produce attractive levels of profitability in
the second quarter,” said Robert R. Hill, Jr., CEO of South State
Corporation. “The recently announced management changes put into
place the next generation of leadership at South State. Our bank’s
talented team combined with high growth markets, good core funding,
a diverse loan portfolio and a solid capital base put us in a good
competitive position.”
Balance Sheet and Capital
Ending Balance
June 30,
Mar. 31,
Dec. 31,
Sept. 30,
June 30,
BALANCE SHEET 2018 2018
2017 2017
2017 Assets Cash and cash equivalents
$
396,849 $ 644,504 $ 377,627 $ 403,934
$ 431,890 Investment securities: Securities held to
maturity
499 1,274 2,529 3,678 4,166 Securities available
for sale, at fair value
1,577,999 1,640,837 1,648,193
1,319,454 1,340,427 Other investments
19,229
23,479 23,047 13,664
14,301 Total investment securities
1,597,727 1,665,590 1,673,769
1,336,796 1,358,894 Loans held
for sale
36,968 42,690
70,890 46,321 65,995 Loans:
Acquired credit impaired
551,979 597,274 618,803 578,863
602,481 Acquired non-credit impaired
3,076,424
3,274,938 3,507,907 1,455,555 1,585,981 Non-acquired
7,197,539
6,762,512 6,492,155 6,230,327 5,992,393 Less allowance for
non-acquired loan losses
(47,874 )
(45,203 ) (43,448 ) (41,541 ) (40,149 ) Loans,
net
10,778,068
10,589,521 10,575,417
8,223,204 8,140,706 Other real estate owned
("OREO")
17,222 11,073 11,203 13,527 14,430 Premises and
equipment, net
245,288 253,605 255,565 198,146 201,539 Bank
owned life insurance
227,588 226,222 225,132 151,402 150,476
Deferred tax asset
48,853 46,736 45,902 41,664 39,921
Mortgage servicing rights
35,107 34,196 31,119 29,937 29,930
Core deposit and other intangibles
69,975 70,376 73,789
50,472 52,966 Goodwill
1,002,722 999,592 999,586 597,236
595,817 Other assets
110,121 105,004
126,590 76,471 71,877
Total assets
$
14,566,488
$ 14,689,109
$
14,466,589
$ 11,169,110 $ 11,154,441
Liabilities and Shareholders' Equity Deposits:
Noninterest-bearing
$
3,152,828
$ 3,120,818 $ 3,047,432 $ 2,505,570 $ 2,635,147 Interest-bearing
8,485,461 8,542,280
8,485,334 6,556,451 6,396,507
Total deposits
11,638,289
11,663,098 11,532,766
9,062,021 9,031,654
Federal funds purchased and securities
sold under agreements to repurchase
331,969 357,574 286,857 291,099 334,018 Other borrowings
115,754 215,589 216,385 83,307 98,147 Other liabilities
132,109 130,269 121,661
99,858 85,137 Total liabilities
12,218,121 12,366,530
12,157,669 9,536,285 9,548,956
Shareholders' equity: Preferred stock - $.01 par value;
authorized 10,000,000 shares
-- -- -- -- -- Common stock -
$2.50 par value; authorized 80,000,000 shares
92,064 91,958
91,899 73,168 73,148 Surplus
1,811,446 1,807,989 1,807,601
1,136,352 1,134,328 Retained earnings
480,928 452,982
419,847 427,093 401,706 Accumulated other comprehensive loss
(36,071 ) (30,350 ) (10,427 )
(3,788 ) (3,697 ) Total shareholders' equity
2,348,367 2,322,579 2,308,920
1,632,825 1,605,485 Total
liabilities and shareholders' equity
$
14,566,488
$ 14,689,109
$
14,466,589
$ 11,169,110 $ 11,154,441 Common shares
issued and outstanding
36,825,556
36,783,438 36,759,656 29,267,369
29,259,264
At June 30, 2018, the Company’s total assets were $14.6 billion,
a decrease of $122.6 million from March 31, 2018, and an increase
of $3.4 billion, or 30.6% from June 30, 2017. During the second
quarter of 2018, cash and cash equivalents decreased by $247.7
million. This was the result of a decline in total deposits, other
borrowings, federal funds purchased and securities sold under
repurchase agreements on the liability side, and total loans
increasing by $191.6 million, or 7.2% annualized, as nonacquired
loans increased by $435.0 million, and acquired loans declined by
$243.5 million. Partially offsetting these uses of cash was a
decline in investment securities by $67.9 million.
The Company’s book value per common share increased to $63.77
per share at June 30, 2018, compared to $63.14 at March 31, 2018
and $54.87 at June 30, 2017. The increase in capital during the
second quarter of 2018 of $25.8 million was related to net income
totaling $40.5 million, partially offset by $12.5 million dividend
paid to shareholders. AOCI reduced capital by $5.7 million.
Tangible book value (“TBV”) per common share increased by $0.59 per
share to $34.64 at June 30, 2018, compared to $34.05 at March 31,
2018, and increased by $1.94 per share, or 5.9%, from $32.70 at
June 30, 2017. The quarterly increase of $0.59 per share in
tangible book value was the result of (1) earnings per share,
excluding amortization of intangibles, of $1.18, offset by the
dividend paid to shareholders of $0.34 per share; (2) a decrease in
AOCI of $0.16 per share; (3) an increase from the exercise of stock
options and issuance of stock related to employee stock purchase
plan of $0.09 per share; and (4) a decrease of $0.18 per share due
to additional goodwill and core deposit intangible from the
revaluation of PSTB acquired assets and liabilities performed in
the second quarter of 2018.
“We continue to absorb and realign the 60% growth in assets from
our two mergers in 2017, and this strategy is producing a core
balance sheet both in terms of loans and funding,” said John C.
Pollok, CFO. “The result of this balanced earnings equation creates
tremendous optionality moving forward.”
Three Months Ended Six Months Ended
June 30, Mar. 31, Dec. 31,
Sept. 30, June 30, June 30,
June 30, PERFORMANCE RATIOS 2018
2018 2017 2017 2017 2018
2017 Return on average assets (annualized)
1.12%
1.19% 0.08% 1.25% 1.15%
1.15% 0.92% Adjusted return on
average assets (annualized) (non-GAAP) (3)
1.45% 1.44% 1.33%
1.28% 1.25%
1.45% 1.25% Return on average equity
(annualized)
6.96% 7.41% 0.51% 8.57% 7.98%
7.18%
6.39% Adjusted return on average equity (annualized) (non-GAAP) (3)
9.06% 8.98% 8.75% 8.73% 8.69%
9.02% 8.68% Return on
average tangible common equity (annualized) (non-GAAP) (7)
13.79% 14.69% 1.59% 14.93% 14.16%
14.23% 11.56%
Adjusted return on average tangible common equity (annualized)
(non-GAAP) (3) (7)
17.68% 17.60% 15.83% 15.21% 15.34%
17.64% 15.44% Efficiency ratio (tax equivalent)
65.63% 66.67% 68.01% 58.79% 62.18%
66.16% 69.57%
Adjusted efficiency ratio (non-GAAP) (9)
57.26% 60.04%
56.29% 57.64% 59.00%
58.65% 60.14% Dividend payout ratio (2)
30.93% 28.68% 399.30% 27.56% 30.33%
29.78% 38.53%
Book value per common share
$ 63.77 $ 63.14 $ 62.81 $ 55.79
$ 54.87 Tangible common equity per common share (non-GAAP) (7)
$
34.64 $ 34.05 $ 33.61 $ 33.66 $ 32.70
CAPITAL
RATIOS Equity-to-assets
16.12% 15.81% 15.96% 14.62%
14.39% Tangible equity-to-tangible assets (non-GAAP) (7)
9.45% 9.20% 9.23% 9.36% 9.11% Tier 1 common equity (6)
12.0% 11.8% 11.6% 12.1% 11.9% Tier 1 leverage (6)
10.6% 10.5% 10.4% 10.3% 10.1% Tier 1 risk-based capital (6)
13.0% 12.8% 12.6% 12.9% 12.8% Total risk-based capital (6)
13.4% 13.3% 13.0% 13.5% 13.3%
OTHER DATA
Number of branches
169 179 182 129 129 Number of employees
(full-time equivalent basis)
2,654 2,700 2,719 2,255 2,261
Asset Quality
Ending Balance
June 30, Mar. 31, Dec. 31, Sept. 30,
June 30, (Dollars in thousands)
2018
2018 2017
2017 2017 NONPERFORMING
ASSETS: Non-acquired Non-acquired nonperforming loans
$ 14,870 $ 14,307 $ 14,831 $ 12,896 $ 13,499
Non-acquired OREO and other nonperforming assets
8,179 2,363 2,536
6,330 4,633 Total non-acquired nonperforming
assets
23,049 16,670
17,367 19,226 18,132
Acquired Acquired nonperforming loans
9,590 8,233
9,447 6,401 5,793 Acquired OREO and other nonperforming assets
9,527 9,139 9,263
7,846 10,439 Total acquired
nonperforming assets
19,117 17,372
18,710 14,247 16,232
Total nonperforming assets
$ 42,166 $
34,042 $ 36,077 $ 33,473 $ 34,364
Three Months Ended
Six Months Ended June 30, Mar. 31, Dec.
31, Sept. 30, June 30, June 30, June
30, 2018 2018
2017 2017 2017
2018 2017 ASSET QUALITY
RATIOS:
Allowance for non-acquired loan losses as
a percentage of non-acquired loans (1)
0.67 % 0.67 % 0.67 % 0.67 % 0.67 %
0.67
% 0.67 %
Allowance for non-acquired loan losses as
a percentage of non-acquired nonperforming loans
321.95 % 315.95 % 292.95 % 322.12 % 297.42 %
321.95 % 297.42 %
Net charge-offs on non-acquired loans as a
percentage of average non-acquired loans (annualized) (1)
0.01 % 0.02 % 0.02 % 0.04 % 0.05 %
0.02
% 0.05 %
Net charge-offs on acquired non-credit
impaired loans as a percentage of average acquired non-credit
impaired loans (annualized) (1)
0.14 % 0.02 % 0.07 % 0.00 % 0.10 %
0.08
% 0.09 %
Total nonperforming assets as a percentage
of total assets
0.29 % 0.23 % 0.25 % 0.30 % 0.31 %
Excluding
Acquired Assets NPLs as a percentage of period end non-acquired
loans (1)
0.21 % 0.21 % 0.23 % 0.21 % 0.23 %
Total nonperforming assets as a percentage
of total non-acquired loans and repossessed assets (1) (4)
0.32 % 0.25 % 0.27 % 0.31 % 0.30 %
Total nonperforming assets as a percentage
of total assets (5)
0.16 % 0.11 % 0.12 % 0.17 % 0.16 %
Total nonperforming assets increased by $8.1 million to $42.2
million, representing 0.29% of total assets, an increase of 6 basis
points from the balance at March 31, 2018. The increase was
primarily the result of the closing of branches acquired in the
Park Sterling merger during the second quarter which increased OREO
by $6.0 million. Non-accrual loans increased by $1.9 million during
the quarter, however, remain at very low levels. The allowance for
loan losses as a percentage of non-acquired nonaccrual loans was
322%, up from 316% in the first quarter of 2018.
During the second quarter of 2018, the Company reported $9.6
million in nonperforming loans related to “acquired non-credit
impaired loans.” This was an increase of $1.4 million from the
balance at March 31, 2018; and an increase of $3.8 million higher
than the balance at June 30, 2017, due primarily to the overall
growth within this loan portfolio. Additionally, acquired
nonperforming OREO and other assets owned increased by $388,000
from the balance at March 31, 2018 and declined by $912,000 from
the balance of June 30, 2018.
At June 30. 2018, the allowance for non-acquired loan losses was
$47.9 million, or 0.67%, of non-acquired period-end loans and $45.2
million, or 0.67%, at March 31, 2018, and $40.1 million, or 0.67%
at June 30, 2017. Net charge-offs within the non-acquired portfolio
were $189,000, or 0.01% annualized, in the second quarter of 2018,
compared to $367,000 for the first quarter of 2018, or 0.02%
annualized. Second quarter 2017 net charge-offs totaled $756,000,
or 0.05% annualized. The net charge-offs over the past several
quarters were primarily from overdraft and ready reserve accounts.
Net charge-offs related to the non-acquired loan portfolio were in
a net recovery position over the past four quarters. During the
second quarter of 2018, the provision for non-acquired loan losses
totaled $2.9 million compared to $2.1 million in the first quarter
of 2018, and $2.5 million in the second quarter of 2017. The
non-acquired provision for loan losses in the second quarter of
2018 and first quarter of 2017 resulted primarily from the risk and
uncertainties in new and expanded markets resulting from the merger
with PSTB.
Net charge offs related to “acquired non-credit impaired loans”
were $1.1 million, or 0.14% annualized, in the second quarter of
2018; and the Company recorded a provision for loan losses,
accordingly. This charge off level was primarily the result of a
specific relationship, and was not representative of a particular
trend within any of our markets. Net charge-offs in the first
quarter of 2018 totaled $169,000, or 0.02% annualized, and in the
second quarter of 2017, net charge-offs totaled $429,000, or 0.10%
annualized.
During the second of 2018, the Company recorded net impairment
within certain acquired credit impaired loan pools totaling
$522,000 compared to $163,000 valuation allowance in the first
quarter of 2018. During the second quarter of 2017, the Company
recorded net release of $572,000. Impairments are recognized
immediately and releases are generally spread over time.
Total OREO increased to $17.2 million at June 30, 2018, up from
$11.1 million at March 31, 2018. The $6.1 million increase was
primarily the result of 10 branches closed during the second
quarter of 2018. The Company expects the OREO balance to decline
over the coming quarters as these assets are sold.
Net Interest Income and Margin
Three Months Ended
June 30, 2018 March 31, 2018 June 30, 2017
(Dollars in thousands)
Average Income/ Yield/
Average Income/ Yield/ Average
Income/ Yield/ YIELD ANALYSIS Balance
Expense Rate Balance Expense
Rate Balance Expense Rate
Interest-Earning Assets: Federal funds sold, reverse repo,
and time deposits
$ 203,189 $ 1,218
2.40 % $ 165,752 $ 660 1.61 % $ 266,672 $ 762 1.15 %
Investment securities (taxable)
1,439,334 9,048
2.52 % 1,453,480 8,788 2.45 % 1,206,992 7,020 2.33 %
Investment securities (tax-exempt)
213,712 1,614
3.03 % 212,719 1,559 2.97 % 188,496 1,397 2.97 %
Loans held for sale
32,313 337 4.18 %
32,517 307 3.83 % 48,171 460 3.83 % Loans
10,723,400
129,515 4.84 % 10,604,506
126,734 4.85 % 8,040,180 93,140 4.65 % Total
interest-earning assets
12,611,948 141,732
4.51 % 12,468,974 138,048 4.49 % 9,750,511 102,779
4.23 % Noninterest-earning assets
1,934,359
1,960,659 1,321,170
Total Assets
$
14,546,307
$
14,429,633
$ 11,071,681
Interest-Bearing Liabilities:
Transaction and money market accounts
$ 5,203,265
$ 4,691 0.36 % $ 5,221,974 $ 2,893 0.22
% $ 3,951,515 $ 1,021 0.10 % Savings deposits
1,459,851
1,160 0.32 % 1,443,868 674 0.19 % 1,379,719
526 0.15 % Certificates and other time deposits
1,784,269
4,158 0.93 % 1,758,223 3,346 0.77 % 1,050,225
1,114 0.43 % Federal funds purchased and repurchase agreements
339,917 642 0.76 % 343,974 454 0.54 %
329,256 240 0.29 % Other borrowings
165,940
1,519 3.67 % 225,496 1,708 3.07
% 106,413 847 3.19 % Total interest-bearing
liabilities
8,953,242 12,170 0.55 %
8,993,535 9,075 0.41 % 6,817,128 3,748 0.22 % Noninterest-bearing
liabilities
3,260,626 3,120,746 2,655,961 Shareholders'
equity
2,332,439 2,315,352 1,598,592
Total Non-IBL and shareholders' equity
5,593,065
5,436,098 4,254,553
Total liabilities and
shareholders' equity $ 14,546,307
$
14,429,633
$ 11,071,681
Net interest income and margin (NON-TAX EQUIV.)
$ 129,562 4.12 % $ 128,973 4.19 % $
99,031 4.07 %
Net interest margin (TAX EQUIVALENT)
4.14 % 4.22 % 4.13 %
Overall Cost of Funds
(including demand deposits) 0.40 % 0.31 % 0.16 %
Non-taxable equivalent net interest income was $129.6 million
for the second quarter of 2018, a $589,000 increase from the first
quarter of 2018, resulting from the additional interest income on
nonacquired loans, which was mostly offset by a decline in acquired
loan interest income and higher interest expense. The highlights
are below:
1. Average balance of non-acquired loans
increased by approximately $384.1 million and resulted in
non-acquired loan interest income of $70.7 million, a $5.5 million
increase from the first quarter of 2018. The yield on total
non-acquired loans was 4.06% up from 4.01% in the first quarter of
2018.
2. Acquired loan interest income decreased
$2.8 million from the first quarter of 2018, to $58.8 million. The
yield on acquired loans for the second quarter of 2018 was 6.30%,
an increase of seven basis points from the first quarter of 2018,
while the average balance of acquired loans declined by $265.2
million during the second quarter of 2018. This decline in average
balance was the result of the continued decline of the acquired
loan portfolio. In addition, during the second quarter of 2018, the
Company reviewed additional acquired loans acquired in the PSTB
merger and adjusted their fair values. Any future decline in the
acquired loan yield will be primarily dependent upon the level of
loan pay downs and pay-offs each quarter. The second quarter of
2018 total loan yield was 4.84% down from 4.85% in the first
quarter of 2018 and up from 4.65% in the second quarter of
2017;
3. Interest expense increased by $3.1 million
in the second quarter of 2018 compared to the first quarter of
2018. This increase was within all categories of funding, except
other borrowings. Deposit rates continued to increase in the rising
rate environment and accounted for all of the increase. Interest
expense on other borrowings declined due to the repayment of FHLB
advances totaling $100.0 million in the second quarter of 2018. The
rate increased in other borrowings due to the rate paid on trust
preferred debt, which is tied to a floating rate (three month LIBOR
plus a spread). Total cost of funds on interest-bearing liabilities
was 55 basis points, an increase of 14 basis points from the first
quarter of 2018 and up 33 basis points from the second quarter of
2017. The inclusion of the Park Sterling funding balances resulted
in an increase in the Company’s interest-bearing liabilities of
approximately $2.1 billion from the second quarter of 2017.
Tax-equivalent net interest margin declined 8 basis points from
the first quarter of 2018 and improved by 1 basis point from the
second quarter of 2017. During the second quarter of 2018, the
Company’s average total assets increased to $14.5 billion from
$14.4 billion at March 31, 2018 and from $11.1 billion at June 30,
2017. Average earning assets totaled $12.6 billion up $143.0
million compared to the first quarter of 2018. Average
interest-bearing liabilities totaled $9.0 billion for the second
quarter of 2018 which was flat compared to the first quarter 2018;
and up from $6.8 billion for the second quarter of 2017. Average
non-interest bearing demand deposits increased by $139.9 million
during the second quarter of 2018; and increased by $604.7 million
from June 30, 2017, due primarily to the merger with Park Sterling
and growth during the past year. Including the impact of
noninterest bearing deposits, the Company’s cost of funds was 40
basis points for the second quarter of 2018 compared to 31 basis
points in the first quarter of 2018, and compared to 16 basis
points in the second quarter of 2017.
Accretable Yield Rollforward
(Acquired credit impaired loans) June 30, 2018 June
30, Mar. 31, Dec. 31, Sept. 30, June
30, (Dollars in thousands) 2018 2018
2017 2017 2017 Balance at beginning of
period
$
129,857
$ 133,095 $ 132,575 $ 139,283
$
149,723
Interest income *
(12,829
)
(12,366 ) (13,561 ) (14,362 ) (14,297 ) Additions from Georgia Bank
& Trust Acquisition
-
- 307 - - Additions (decreases) from Park Sterling Bank Acquisition
(1,460
)
- 8,829 - - Improved cash flows affecting nonaccretable difference
6,381
9,204 5,118 7,756 3,954 Other changes, net
(145
)
(76 ) (173 ) (102 ) (97 )
Balance at end of period
$
121,804
$ 129,857 $ 133,095 $ 132,575
$
139,283
* Interest income does not include interest income from loan
advances post-acquisition on lines of credit, late fees or other
loan fees.
The table above reflects the quarterly roll forward of the
acquired credit impaired loan accretable yield, including a fair
value adjustment of $1.5 million recorded in the second quarter of
2018 for the Park Sterling merger.
The Company recognized noncash loan interest income from the
discount (fair value adjustment) on the acquired noncredit impaired
loan portfolio of $7.6 million, $9.6 million, $6.1 million; $2.2
million; and $3.3 million, respectively during the five quarters.
The remaining balance of the discount on the acquired noncredit
impaired loan portfolio totals $43.6 million at June 30, 2018.
Noninterest Income and Expense
June 30, Mar. 31, Dec. 31, Sept.
30, June 30, June 30, June 30, (Dollars in
thousands)
2018 2018
2017 2017 2017
2018 2017 Noninterest income:
Fees on deposit accounts *
$ 22,612 $ 22,543 $ 21,224
$ 20,143 $ 19,897
$
45,155
$ 39,398 Mortgage banking income
3,317 4,948 3,744 3,446
5,195
8,265 10,764 Trust and investment services income
7,567 7,514 6,698 6,310 6,452
15,081 12,393
Securities (losses) gains, net
(641 ) -- 33 525 110
(641 ) 110
Recoveries of fully charged off acquired loans
2,167 2,975
2,925 1,944 2,171
5,142 3,703 Other
2,503
2,575 2,138 1,367 1,491
5,078 3,165 Total noninterest income
$
37,525 $ 40,555 $ 36,762 $ 33,735 $ 35,316
$
78,080
$ 69,533
Noninterest expense: Salaries and
employee benefits
$ 55,026 $ 62,465 $ 50,735 $ 47,245
$ 47,580
$
117,491
$ 96,466 Net occupancy expense
7,815 8,166 6,707 6,214 6,048
15,981 12,436 Information services expense
8,903
9,738 6,686 6,003 6,413
18,641 12,773 Furniture and
equipment expense
4,519 4,626 4,146 3,751 3,877
9,145
7,671 Bankcard expense *
311 691 558 443 628
1,002
1,180 OREO expense and loan related
1,037 1,661 1,073 1,753
1,753
2,698 3,895 Business development and staff related
2,765 2,082 2,107 1,728 1,958
4,847 4,028
Amortization of intangibles
3,722 3,413 2,857 2,494 2,495
7,135 5,002 Professional fees
1,898 1,699 1,338 1,265
1,599
3,597 3,372 Supplies, printing and postage expense
1,406 1,392 1,433 1,491 1,570
2,798 3,224 FDIC
assessment and other regulatory charges
3,277 1,263 895 918
989
4,540 2,111 Advertising and marketing
1,163 736
1,563 852 989
1,899 1,548 Other operating expenses
4,568 4,235 4,547 3,561 4,075
8,803 7,749 Merger
& branch consolidation expense
14,096
11,296 17,621 1,551 4,307
25,392 25,331 Total noninterest expense
$
110,506
$ 113,463 $ 102,266 $ 79,269 $ 84,281
$
223,969
$ 186,786
* The company reclassified network
expenses directly related to interchange and transaction fee income
out of bankcard expense and into fees on deposit accounts, pursuant
to ASC 606, Revenue from Contracts with Customers. This resulted in
lower noninterest income and lower noninterest expense in all
periods presented as follows:
Reclassification amount $ 3,002 $ 2,963 $
2,336 $ 2,305 $ 2,258
$ 5,965 $ 4,476
Noninterest income totaled $37.5 million during the second
quarter of 2018, a decrease of $3.0 million from the first quarter
of 2018. The decrease was primarily attributable to mortgage
banking income and acquired loan recoveries. The following provides
additional explanations of noninterest income:
- Lower mortgage banking income of $1.6
million, from secondary market which was down $563,000 due to lower
sales volume, with more loans being retained on balance sheet; and
the income related to the mortgage servicing rights, net of the
hedge, declined $1.0 million as treasury rates and spreads compared
to mortgage rates were more muted than the sharp increase to both
experienced in the first quarter resulting in higher gains in Q1 of
2018;
- Lower recoveries on acquired loans by
$808,000; and
- Securities losses on the disposition of
certain lower yielding assets totaling $641,000.
Compared to the second quarter of 2017, noninterest income grew
by $2.2 million. The increase was primarily related to the merger
with PSTB:
1. Higher trust and investment services income of $1.1
million,
2. Higher fees on deposit accounts with more customers from the
merger totaling $2.7 million, and
3. Higher other income of $1.0 million from cash surrender value
of bank owned life insurance and capital markets income.
4. These increases were partially offset by $1.9 million decline
in mortgage banking income from the secondary market aspect of our
mortgage line of business; and
5. Securities losses recorded in 2Q 2018 of $641,000 compared to
$110,000 gain from 2Q 2017.
Noninterest expense was $110.5 million in the second quarter of
2018, a decrease of $3.0 million from $113.5 million in the first
quarter of 2018. Merger and conversion related expense increased
$2.8 million from the cost incurred in the first quarter of 2018,
as the system conversion related to the Park Sterling merger was
completed and 10 branches were closed during the second quarter of
2018. Salaries and employee benefits declined $7.4 million due
primarily to:
(1) Payment of $2.8 million in bonuses to
employees 1Q 2018;
(2) Reduced payroll taxes (FICA and
unemployment taxes) totaling $2.3 million; and
(3) Fewer FTEs resulting in lower salary
& benefits totaling $2.0 million
FDIC assessment and other regulatory charges increased by $2.0
million in the second quarter of 2018 compared to the first quarter
of 2018. The normal quarterly expense is expected to be
approximately $2.3 million given our current asset size and risk
within the balance sheet. Many other expenses came in lower than
the prior quarter, which is reflective of the conversion and the
closure of 10 branches during the quarter.
Compared to the second quarter of 2017, noninterest expense was
$26.2 million higher. The net increase was primarily due to five
categories of expense: (1) salaries and benefits increased $7.4
million due primarily to the additional employees from Park
Sterling and the related benefits and incentives, (2) information
services increased $2.5 million due primarily to the branches added
from Park Sterling, (3) net occupancy and furniture and equipment
expense increased by $1.8 million and $642,000, respectively, due
to the addition of branches added from Park Sterling, (4) $2.3
million increase in the FDIC assessment related to exceeding $10.0
billion in assets, and (5) amortization of intangibles increased
$1.2 million from additional core deposit intangible related to
Park Sterling. Merger-related and conversion cost increased $9.8
million. In the second quarter of 2017, these cost were primarily
related to the merger with Southeastern Bank Financial Corporation,
compared to PSTB conversion/merger-related cost in the second
quarter of 2018.
South State Corporation will hold a conference call tomorrow,
July 31, 2018 at 10 a.m. Eastern Time, during which management will
review earnings and performance trends. Callers wishing to
participate may call toll-free by dialing 877-506-9272. The number
for international participants is 412-380-2004. The conference ID
number is 10121321. Participants can also listen to the live audio
webcast through the Investor Relations section of
www.SouthStateBank.com. A replay will be available beginning July
31, 2018 by 2:00 p.m. Eastern Time until 9:00 a.m. on August 14,
2018. To listen to the replay, dial 877-344-7529 or 412-317-0088.
The passcode is 10121321.
South State Corporation is a financial services company
headquartered in Columbia, South Carolina with approximately $14.6
billion in assets. South State Bank, the company’s primary
subsidiary, provides consumer, commercial, mortgage, and wealth
management solutions throughout the Carolinas, Georgia and
Virginia. South State has served customers since 1934. Additional
information is available at www.SouthStateBank.com.
Non-GAAP Measures
Statements included in this press release include non-GAAP
measures and should be read along with the accompanying tables
which provide a reconciliation of non-GAAP measures to GAAP
measures. Management believes that these non-GAAP measures provide
additional useful information which allows readers to evaluate the
ongoing performance of the Company. Non-GAAP measures should not be
considered as an alternative to any measure of performance or
financial condition as promulgated under GAAP, and investors should
consider the company's performance and financial condition as
reported under GAAP and all other relevant information when
assessing the performance or financial condition of the company.
Non-GAAP measures have limitations as analytical tools, and
investors should not consider them in isolation or as a substitute
for analysis of the company's results or financial condition as
reported under GAAP.
Three Months Ended
Six Months Ended
(Dollars in thousands, except per share data)
June 30,
Mar.31, Dec. 31, Sept.
30, June 30, June 30, June
30, RECONCILIATION OF GAAP TO Non-GAAP
2018 2018 2017
2017 2017
2018 2017 Adjusted net income
(non-GAAP) (3) Net income (GAAP)
$ 40,459 $
42,326 $ 2,421 $ 35,046 $ 31,823
$
82,785
$ 50,087 Securities losses (gains), net of tax
505 -- (22 )
(349 ) (73 )
505 (73 ) Provision for income taxes - Deferred
Tax Asset Write-Off
613 -- 26,558 -- --
613 -- Merger
and branch consolidation/acq. expense, net of tax
11,112 8,918 12,431
1,031 2,870
20,030
18,007 Adjusted net income (non-GAAP)
$
52,689 $ 51,244 $ 41,388 $ 35,728
$ 34,620
$
103,933
$ 68,021
Adjusted net income per common
share - Basic (3) Earnings per common share - Basic (GAAP)
$ 1.10 $ 1.15 $ 0.08 $ 1.20 $ 1.09
$
2.25 $ 1.73 Effect to adjust for securities losses (gains)
0.01 -- (0.00 ) (0.01 ) (0.00 )
0.01 -- Effect to
adjust for provision for income tax DTA Write-Off
0.02 --
0.84 -- --
0.02 -- Effect to adjust for merger & branch
consol./acq expenses
0.31 0.25
0.39 0.04 0.10
0.56 0.62 Adjusted net income per
common share - Basic (non-GAAP)
$ 1.44 $ 1.40
$ 1.31 $ 1.23 $ 1.19
$
2.84 $ 2.35
Adjusted net income per
common share - Diluted (3) Earnings per common share - Diluted
(GAAP)
1.09 $ 1.15 $ 0.08 $ 1.19 $ 1.08
$ 2.24
$ 1.71 Effect to adjust for securities losses (gains)
0.01
-- (0.00 ) (0.01 ) (0.00 )
0.01 0.00 Effect to adjust for
provision for income tax DTA Write-Off
0.02 -- 0.83 - --
0.02 -- Effect to adjust for merger & branch consol./acq
expenses
0.31 0.24 0.39
0.04 0.10
0.55
0.62 Adjusted net income per common share -
Diluted (non-GAAP)
$ 1.43 $ 1.39 $ 1.30
$ 1.22 $ 1.18
$ 2.82 $
2.33
Adjusted Return of Average Assets (3)
Return on average assets (GAAP)
1.12 % 1.19 % 0.08 %
1.25 % 1.15 %
1.15 % 0.92 % Effect to adjust for
securities losses (gains)
0.01 % 0.00 % 0.00 % 0.00 %
0.00 %
0.01 % 0.00 % Effect to adjust for provision
for income tax DTA Write-Off
0.02 % 0.00 % 0.85 %
-0.01 % 0.00 %
0.01 % 0.00 % Effect to adjust for
merger & branch consol./acq expenses
0.30
% 0.25 % 0.40 % 0.04 % 0.10 %
0.28 % 0.33 % Adjusted return on
average assets (non-GAAP)
1.45 % 1.44 %
1.33 % 1.27 % 1.25 %
1.45
% 1.25 %
Adjusted Return of Average Equity
(3) Return on average equity (GAAP)
6.96 % 7.41 %
0.51 % 8.57 % 7.98 %
7.18 % 6.39 % Effect to adjust
for securities losses (gains)
0.09 % 0.00 % 0.00 %
-0.09 % -0.02 %
0.04 % -0.01 % Effect to adjust for
provision for income tax DTA Write-Off
0.11 % 0.00 %
5.62 % 0.00 % 0.00 %
0.11 % 0.00 % Effect to adjust
for merger & branch consol./acq expenses
1.90
% 1.57 % 2.62 % 0.25 % 0.73 %
1.69 % 2.30 % Adjusted return on
average equity (non-GAAP)
9.06 % 8.98 %
8.75 % 8.73 % 8.69 %
9.02
% 8.68 %
Adjusted Return on Average Common
Tangible Equity (3) (7) Return on average common equity (GAAP)
6.96 % 7.41 % 0.51 % 8.57 % 7.98 %
7.18
% 6.39 % Effect to adjust for securities losses (gains)
0.09 % 0.00 % 0.00 % -0.09 % -0.02 %
0.04
% -0.01 % Effect to adjust for provision for income tax DTA
Write-Off
0.11 % 0.00 % 5.62 % 0.00 % 0.00 %
0.11 % 0.00 % Effect to adjust for merger &
branch consol./acq expenses
1.91 % 1.56 % 2.63 % 0.25
% 0.72 %
1.74 % 2.30 % Effect to adjust for
intangible assets
8.61 % 8.63 %
7.07 % 6.48 % 6.66 %
8.57 %
6.76 % Adjusted return on average common tangible equity
(non-GAAP)
17.68 % 17.60 % 15.83
% 15.21 % 15.34 %
17.64 %
15.44 %
Tangible Book Value Per Common Share (7) Book
value per common share (GAAP)
$ 63.77 $ 63.14 $ 62.81
$ 55.79 $ 54.87 Effect to adjust for intangible assets
(29.13 ) (29.09 ) (29.20 )
(22.13 ) (22.17 ) Tangible book value per common share
(non-GAAP)
$ 34.64 $ 34.05 $ 33.61
$ 33.66 $ 32.70
Tangible
Equity-to-Tangible Assets (7) Equity-to-assets (GAAP)
16.12 % 15.81 % 15.96 % 14.62 % 14.39 % Effect to
adjust for intangible assets
-6.67 %
-6.61 % -6.73 % -5.26 % -5.28 % Tangible
equity-to-tangible assets (non-GAAP)
9.45 %
9.20 % 9.23 % 9.36 % 9.11 %
Footnotes to tables:
(1) Loan data excludes mortgage loans held for sale. (2) The
dividend payout ratio is calculated by dividing total dividends
paid during the period by the total net income for the same period.
(3)
Adjusted earnings, adjusted return on
average assets, and adjusted return on average equity are non-GAAP
measures and exclude the after-tax effect of gains on acquisitions,
gains or losses on sales of securities,
other-than-temporary-impairment (OTTI), and merger and branch
consolidation related expense. It also reflects an adjustment for
the deferred tax asset revaluation in the second quarter of 2018
and the fourth quarter of 2017. Management believes that non-GAAP
adjusted measures provide additional useful information that allows
readers to evaluate the ongoing performance of the company.
Non-GAAP measures should not be considered as an alternative to any
measure of performance or financial condition as promulgated under
GAAP, and investors should consider the company's performance and
financial condition as reported under GAAP and all other relevant
information when assessing the performance or financial condition
of the company. Non-GAAP measures have limitations as analytical
tools, and investors should not consider them in isolation or as a
substitute for analysis of the company's results or financial
condition as reported under GAAP. Adjusted earnings and the related
adjusted return measures (non-GAAP) exclude the following from net
income (GAAP) on an after-tax basis: (a) pre-tax merger and branch
consolidation related expense of $14.1 million, $11.3 million,
$17.6 million, $1.6 million, and $4.3 million, for the quarters
ended June 30, 2018, March 31, 2018, December 31, 2017, September
30, 2017, and June 30, 2017, respectively; and (b) securities gains
(losses), net of ($641,000), $33,000, $525,000 and $110,000 for the
quarter ended June 30, 2018, December 31, 2017, September 30, 2017
and June 30, 2017. In the second quarter of 2018 and the fourth
quarter of 2017, the Company revalued its net deferred tax assets
with the Tax Act of 2017 with an increase in our income tax
provision of $613,000 and $26.6 million, respectively.
(4) Repossessed assets include OREO and other nonperforming assets.
(5) Calculated by dividing total non-acquired NPAs by total assets.
(6) June 30, 2018 ratios are estimated and may be subject to change
pending the final filing of the FR Y-9C; all other periods are
presented as filed. (7) The tangible measures are non-GAAP measures
and exclude the effect of period end or average balance of
intangible assets. The tangible returns on equity and common equity
measures also add back the after-tax amortization of intangibles to
GAAP basis net income. Management believes that these non-GAAP
tangible measures provide additional useful information,
particularly since these measures are widely used by industry
analysts for companies with prior merger and acquisition
activities. Non-GAAP measures should not be considered as an
alternative to any measure of performance or financial condition as
promulgated under GAAP, and investors should consider the company's
performance and financial condition as reported under GAAP and all
other relevant information when assessing the performance or
financial condition of the company. Non-GAAP measures have
limitations as analytical tools, and investors should not consider
them in isolation or as a substitute for analysis of the company's
results or financial condition as reported under GAAP. The sections
titled "Reconciliation of Non-GAAP to GAAP" provide tables that
reconcile non-GAAP measures to GAAP. (8) Includes noncash loan
interest income related to the discount on acquired performing
loans of $7.6 million, $9.6 million, $6.1 million, $2.2 million,
and $3.3 million, respectively during the five quarters above. (9)
Adjusted efficiency ratio is calculated by taking the noninterest
expense excluding branch consolidation cost and merger cost divided
by net interest income and noninterest income excluding securities
gains (losses) and OTTI.
Cautionary Statement Regarding Forward Looking Statements
Statements included in this communication, which are not
historical in nature are intended to be, and are hereby identified
as, forward looking statements for purposes of the safe harbor
provided by Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934. Forward
looking statements generally include words such as “expects,”
“projects,” “anticipates,” “believes,” “intends,” “estimates,”
“strategy,” “plan,” “potential,” “possible” and other similar
expressions. South State Corporation (“South State”) cautions
readers that forward looking statements are subject to certain
risks and uncertainties that could cause actual results to differ
materially from anticipated results. Such risks and uncertainties,
include, among others, the following possibilities: (1) the
outcome of any legal proceedings instituted against South State or
Park Sterling Corporation (“Park Sterling”); (2) the
possibility that the anticipated benefits of the transaction are
not 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 South State and Park
Sterling do business; (3) the possibility that the transaction
may be more expensive to complete than anticipated, including as a
result of unexpected factors or events; (4) diversion of
management’s attention from ongoing business operations and
opportunities; (5) potential adverse reactions or changes to
business or employee relationships, including those resulting from
the announcement or completion of the transaction; (6) South
State’s ability to complete the integration of Park Sterling
successfully; (7) credit risks associated with an obligor’s
failure to meet the terms of any contract with the bank or
otherwise fail to perform as agreed under the terms of any
loan-related document; (8) interest risk involving the effect
of a change in interest rates on the bank’s earnings, the market
value of the bank’s loan and securities portfolios, and the market
value of South State’s equity; (9) liquidity risk affecting
the bank’s ability to meet its obligations when they come due;
(10) risks associated with an anticipated increase in South
State’s investment securities portfolio, including risks associated
with acquiring and holding investment securities or potentially
determining that the amount of investment securities South State
desires to acquire are not available on terms acceptable to South
State; (11) price risk focusing on changes in market factors that
may affect the value of traded instruments in “mark-to-market”
portfolios; (12) transaction risk arising from problems with
service or product delivery; (13) compliance risk involving risk to
earnings or capital resulting from violations of or nonconformance
with laws, rules, regulations, prescribed practices, or ethical
standards; (14) regulatory change risk resulting from new laws,
rules, regulations, accounting principles, proscribed practices or
ethical standards, including, without limitation, increased capital
requirements (including, without limitation, the impact of the
capital rules adopted to implement Basel III), Consumer
Financial Protection Bureau rules and regulations, and
potential changes in accounting principles relating to loan loss
recognition; (15) strategic risk resulting from adverse business
decisions or improper implementation of business decisions; (16)
reputation risk that adversely affects earnings or capital arising
from negative public opinion; (17) terrorist activities risk that
results in loss of consumer confidence and economic disruptions;
(18) cybersecurity risk related to the dependence of South State
and Park Sterling on internal computer systems and the technology
of outside service providers, as well as the potential impacts of
third party security breaches, subjects each company to potential
business disruptions or financial losses resulting from deliberate
attacks or unintentional events; (19) economic downturn risk
potentially resulting in deterioration in the credit markets,
greater than expected non-interest expenses, excessive loan losses
and other negative consequences, with risks could be exacerbated by
potential negative economic developments resulting from federal
spending cuts and/or one or more federal budget-related impasses or
actions; (20) greater than expected noninterest expenses; (21)
excessive loan losses; (22) failure to realize synergies and other
financial benefits from, and to limit liabilities associated with,
mergers and acquisitions within the expected time frame; (23)
potential deposit attrition, higher than expected costs, customer
loss and business disruption associated with merger and acquisition
integration, including, without limitation, potential difficulties
in maintaining relationships with key personnel and other
integration related-matters; (24) the risks of fluctuations in
market prices for South State common stock that may or may not
reflect economic condition or performance of South State; (25) the
payment of dividends on South State common stock is subject to
regulatory supervision as well as the discretion of the board of
directors of South State, South State’s performance and other
factors; and (26) other risks and uncertainties disclosed in South
State’s or Park Sterling’s most recent Annual Report on
Form 10-K filed with the U.S. Securities and Exchange
Commission (“SEC) or disclosed in documents filed or furnished by
South State or Park Sterling with or to the SEC after the filing of
such Annual Reports on Form 10-K, and of which could cause
actual results to differ materially from future results expressed,
implied or otherwise anticipated by such forward-looking
statements.
All forward-looking statements speak only as of the date they
are made and are based on information available at that time. South
State does not undertake any obligation to update or otherwise
revise any forward-looking statements, whether as a result of new
information, future events, or otherwise, except as required by
federal securities laws. As forward-looking statements involve
significant risks and uncertainties, caution should be exercised
against placing undue reliance on such statements.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20180730005661/en/
South State CorporationMedia Contact:Kellee McGahey,
843-529-5574orAnalyst Contact:Jim Mabry, 843-529-5593
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