BancorpSouth Announces Record Annual Earnings

TUPELO, Miss., Jan. 22, 2020 /PRNewswire/ -- BancorpSouth Bank (NYSE: BXS) (the "Company") today announced financial results for the quarter and year ended December 31, 2019.

Annual highlights for 2019 included:

• Surpassed $20 billion in total assets for the first time in the Company's history, ending the year at $21.1 billion in total assets.
• Achieved record net income of $234.3 million, or $2.30 per diluted common share, and record net operating income – excluding mortgage servicing rights ("MSR") – of $255.4 million, or $2.51 per diluted common share, which represents an increase of 12.6 percent on a per share basis compared to 2018.
• Net interest margin – excluding accretable yield – increased to 3.72 percent from 3.64 percent for 2018.
• Generated organic total deposit growth of approximately $1.0 billion, or 7 percent for the year.
• Continued strong credit quality reflected by provision for credit losses of $1.5 million for the year; net charge-offs of $2.5 million for 2019, which represents 0.02 percent of average loans.
• Improvement in cost structure; operating efficiency ratio – excluding MSR – improved to 64.9 percent compared to 66.6 percent for 2018.
• Completed mergers with Casey Bancorp, Inc., Merchants Trust, Inc., Van Alstyne Financial Corporation and Summit Financial Enterprises, Inc. – collectively contributing $1.0 billion in loans and $1.3 billion in deposits.
• Repurchased 2,466,438 shares of outstanding common stock at a weighted average price of $28.20 per share.

Highlights for the fourth quarter of 2019 included:

• Achieved quarterly net income of $65.8 million, or $0.63 per diluted common share.
• Earnings were positively impacted by a pre-tax MSR valuation adjustment of $3.2 million, while merger-related expenses totaling $5.8 million adversely impacted earnings for the quarter.
• Achieved net operating income – excluding MSR – of $67.8 million, or $0.65 per diluted common share, which represents an increase of 14.0 percent on a per share basis compared with the fourth quarter of 2018.
• Generated organic total deposit growth for the quarter of approximately $385 million, or 9.5 percent on an annualized basis.
• Continued strong credit quality reflected by net recoveries of $2.2 million and no recorded provision for credit losses for the quarter; non-performing and classified asset levels remained stable.
• Repurchased 293,357 shares of outstanding common stock at a weighted average price of $32.46 per share.
• Enhanced capital structure through underwritten public offerings of $300 million of the Company's 4.125 percent Fixed-to-Floating Rate Subordinated Notes and $172.5 million of its 5.50 percent Series A Non-Cumulative Perpetual Preferred Stock.
• Completed the acquisition of Texas First Bancshares, Inc., the parent company of Texas First State Bank, effective January 1, 2020, which will add over $185 million in loans and approximately $370 million in deposits to the Company's Central Texas presence in the first quarter of 2020.

The Company reported net income of $65.8 million, or $0.63 per diluted common share, for the fourth quarter of 2019, compared with net income of $47.1 million, or $0.47 per diluted common share, for the fourth quarter of 2018 and net income of $63.8 million, or $0.63 per diluted common share, for the third quarter of 2019.  The Company reported net operating income – excluding MSR – of $67.8 million, or $0.65 per diluted common share, for the fourth quarter of 2019, compared with $56.4 million, or $0.57 per diluted common share, for the fourth quarter of 2018 and $69.7 million, or $0.69 per diluted common share, for the third quarter of 2019. 

Additionally, the Company reported net income of $234.3 million, or $2.30 per diluted common share, for the year ended December 31, 2019 compared with $221.3 million, or $2.23 per diluted common share, for the year ended December 31, 2018.  The Company reported net operating income – excluding MSR – of $255.4 million, or $2.51 per diluted common share, for the year ended December 31, 2019 compared with $220.7 million, or $2.23 per diluted common share, for the year ended December 31, 2018. 

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

At its regular quarterly meeting today, the Board of Directors of the Company declared quarterly cash dividends of $0.185 per share of common stock and $0.34375 per share of Series A Preferred Stock.  The common stock dividend is payable on April 1, 2020 to shareholders of record at the close of business on March 13, 2020.  The preferred stock dividend is payable on February 20, 2020 to shareholders of record at the close of business on February 5, 2020.

"We are pleased to report record financial results for 2019," remarked Dan Rollins, Chairman and Chief Executive Officer.  "First and foremost, we are excited to pass the $20 billion mark in total assets.  This achievement is a tremendous milestone for our Company and a testament to the hard work and success of our teammates in growing our Company both organically and through acquisitions.  We also reported record annual income, both on a GAAP basis and an operating basis.  Our net operating income – excluding MSR – of $255.4 million, or $2.51 per diluted common share, represented an increase of over 12 percent compared to 2018.   While the net interest margin has been under recent pressure primarily as a result of a shift in earning asset mix, we were able to improve our net interest margin – excluding accretable yield from 3.64 percent for 2018 to 3.72 percent for 2019.  The earnings asset mix shift was attributable primarily to our ability to grow deposits approximately $1.0 billion, or 7 percent, organically while loans were essentially flat for the year on an organic basis.  Finally, our ability to maintain strong credit quality and improve our efficiency has been instrumental in our success." 

"As we look at our fourth quarter results, the highlights are much the same.  We reported net operating income – excluding MSR – of $67.8 million, or $0.65 per diluted common share, which represents an increase of 14.0 percent compared to the fourth quarter of 2018.  We had another great quarter of organic deposit growth, which totaled $385 million, or 9.5 percent annualized.  We were also active in the capital markets during the quarter, raising $300 million from the offering of subordinated debt and $172.5 million from the offering of preferred stock.  These transactions allowed us to take advantage of historically low interest rates and improve our capital structure.  As we move into 2020, efficiently managing and deploying this additional capital will be of utmost importance."

Net Interest Revenue

Net interest revenue was $170.8 million for the fourth quarter of 2019, an increase of 11.7 percent from $152.9 million for the fourth quarter of 2018 and an increase of 2.5 percent from $166.6 million for the third quarter of 2019.  The fully taxable equivalent net interest margin was 3.76 percent for the fourth quarter of 2019, compared with 3.80 percent for the fourth quarter of 2018 and 3.88 percent for the third quarter of 2019.  Yields on net loans and leases were 5.13 percent for the fourth quarter of 2019, compared with 4.94 percent for the fourth quarter of 2018 and 5.16 percent for the third quarter of 2019, while yields on total interest earning assets were 4.48 percent for the fourth quarter of 2019, compared with 4.45 percent for the fourth quarter of 2018 and 4.63 percent for the third quarter of 2019.  The net interest margin, excluding accretable yield, was 3.61 percent for the fourth quarter of 2019, compared with 3.71 percent for the fourth quarter of 2018 and 3.76 percent for the third quarter of 2019, while yields on net loans and leases, excluding accretable yield, were 4.95 percent for the fourth quarter of 2019, compared with 4.83 percent for the fourth quarter of 2018 and 5.02 percent for the third quarter of 2019.  The average cost of deposits was 0.68 percent for the fourth quarter of 2019, compared with 0.52 percent for the fourth quarter of 2018 and 0.71 percent for the third quarter of 2019.

Balance Sheet Activity

Loans and leases, net of unearned income, decreased $31.1 million during the fourth quarter of 2019 and have increased $1.0 billion since December 31, 2018.  Excluding acquired balances, loans were essentially flat for both the fourth quarter and the full year 2019.  Deposits increased $384.9 million during the fourth quarter of 2019 and deposits have increased $2.3 billion since December 31, 2018.  Excluding acquired deposits, total deposits increased approximately $1.0 billion, or 7.2 percent, during 2019.

Provision for Credit Losses and Allowance for Credit Losses

Earnings for the fourth quarter of 2019 reflect no provision for credit losses, compared with a provision of $1.0 million for the fourth quarter of 2018 and $0.5 million for the third quarter of 2019.  Net recoveries for the fourth quarter of 2019 were $2.2 million, compared with net charge-offs of $1.9 million for the fourth quarter of 2018 and net recoveries of $0.7 million for the third quarter of 2019.  The allowance for credit losses was $119.1 million, or 0.85 percent of net loans and leases, at December 31, 2019, compared with $120.1 million, or 0.92 percent of net loans and leases, at December 31, 2018, and $116.9 million, or 0.83 percent of net loans and leases, at September 30, 2019.  The allowance for credit losses coverage metrics were impacted by loans acquired in the acquisitions that closed during the second quarter of 2019 and the third quarter of 2019.

Total non-performing assets were $118.3 million, or 0.84 percent of net loans and leases, at December 31, 2019, compared with $106.0 million, or 0.81 percent of net loans and leases, at December 31, 2018, and $116.0 million, or 0.82 percent of net loans and leases, at September 30, 2019.  Other real estate owned was $6.7 million at December 31, 2019, compared with $9.3 million at December 31, 2018 and $7.9 million at September 30, 2019.

Noninterest Revenue

Noninterest revenue was $74.7 million for the fourth quarter of 2019, compared with $59.0 million for the fourth quarter of 2018 and $75.4 million for the third quarter of 2019.  These results include a positive MSR valuation adjustment of $3.2 million for the fourth quarter of 2019, compared with a negative MSR valuation adjustment of $8.1 million for the fourth quarter of 2018 and a negative MSR valuation adjustment of $4.0 million for the third quarter of 2019.  Valuation adjustments in the MSR asset are driven primarily by fluctuations in interest rates period over period.   

Mortgage production and servicing revenue was $6.9 million for the fourth quarter of 2019, compared with $4.8 million for the fourth quarter of 2018 and $11.3 million for the third quarter of 2019.  Mortgage origination volume for the fourth quarter of 2019 was $504.9 million, compared with $305.0 million for the fourth quarter of 2018 and $536.1 million for the third quarter of 2019.  Of the total mortgage origination volume for the fourth quarter of 2019, $106.4 million was portfolio loans, compared with $47.3 million for the fourth quarter of 2018 and $112.1 million for the third quarter of 2019.

Credit card, debit card, and merchant fee revenue was $9.8 million for the fourth quarter of 2019, compared with $9.9 million for the fourth quarter of 2018 and $9.8 million for the third quarter of 2019.  Deposit service charge revenue was $12.2 million for the fourth quarter of 2019, compared with $11.7 million for the fourth quarter of 2018 and $11.9 million for the third quarter of 2019.  Wealth management revenue was $6.6 million for the fourth quarter of 2019, compared with $5.5 million for the fourth quarter of 2018 and $6.7 million for the third quarter of 2019.  Other noninterest revenue was $8.3 million for the fourth quarter of 2019, compared with $7.0 million for the fourth quarter of 2018 and $8.1 million for the third quarter of 2019.  Insurance commission revenue was $27.7 million for the fourth quarter of 2019, compared with $28.0 million for the fourth quarter of 2018 and $31.5 million for the third quarter of 2019. 

Noninterest Expense

Noninterest expense for the fourth quarter of 2019 was $162.4 million, compared with $152.3 million for the fourth quarter of 2018 and $159.6 million for the third quarter of 2019.  Salaries and employee benefits expense was $97.1 million for the fourth quarter of 2019, compared with $92.0 million for the fourth quarter of 2018 and $101.2 million for the third quarter of 2019.  The decline in salaries and employee benefits expense was related to an accrual true-up of approximately $4.0 million as a result of the improved performance of employee benefit plans in 2019 compared to 2018.  Occupancy expense was $12.3 million for the fourth quarter of 2019, compared with $12.1 million for the fourth quarter of 2018 and $12.3 million for the third quarter of 2019.  Other noninterest expense was $46.0 million for the fourth quarter of 2019, compared with $42.5 million for the fourth quarter of 2018 and $39.4 million for the third quarter of 2019.  Additionally, merger-related expense for the fourth quarter of 2019 was $5.8 million, compared with merger-related expense of $4.5 million for the fourth quarter of 2018 and $4.1 million for the third quarter of 2019. 

Capital Management

The Company's ratio of shareholders' equity to assets was 12.75 percent at December 31, 2019, compared with 12.25 percent at December 31, 2018 and 12.54 percent at September 30, 2019.  The ratio of tangible common shareholders' equity to tangible assets was 8.09 percent at December 31, 2019, compared with 8.46 percent at December 31, 2018 and 8.47 percent at September 30, 2019.

During November 2019, the Company completed an underwritten public offering of $300.0 million aggregate principal amount of its 4.125 percent Fixed-to-Floating Rate Subordinated Notes due November 20, 2029 (the "Notes") and an underwritten public offering of $172.5 million  of its 5.50 percent Series A Non-Cumulative Perpetual Preferred Stock, par value $0.01 per share (the "Series A Preferred Stock"). For additional details regarding the terms of the Notes, including those related to interest rates and interest payment dates, redemption, seniority, and maturity, and the terms of the Series A Preferred Stock, including those related to dividends and dividend payment dates, redemption, seniority, and maturity, please refer to the offering circulars related to each offering that the Company filed with the Federal Deposit Insurance Corporation ("FDIC") on November 15, 2019.  The Company intends to use the net proceeds from the offerings for general corporate purposes, potentially including repurchases of shares of its common stock, future acquisitions and ongoing working capital needs. 

During the fourth quarter of 2019, the Company repurchased 293,357 shares of its outstanding common stock at a weighted average price of $32.46 per share pursuant to its share repurchase program, which is intended to comply with Rules 10b-18 and 10b5-1 promulgated under the Securities and Exchange Act of 1934, as amended (the "Exchange Act").  For the full year of 2019, the Company repurchased 2,466,438 shares of its outstanding common stock at a weighted average price of $28.20 per share.  On December 12, 2019, the Company announced that its Board of Directors authorized a new share repurchase program to purchase up to an aggregate of 8.0 million shares of the Company's common stock. This new share repurchase program became effective January 2, 2020 and will expire on December 31, 2020.

Estimated regulatory capital ratios at December 31, 2019 were calculated in accordance with the Basel III capital framework.  The Company is a "well capitalized" bank, as defined by federal regulations, at December 31, 2019, with Tier 1 risk-based capital of 11.60 percent and total risk-based capital of 14.17 percent, compared with required minimum levels of 8 percent and 10 percent, respectively, in order to qualify for "well capitalized" classification. 

Summary

Rollins concluded, "We are pleased with our accomplishments in 2019 and excited about what lies ahead in 2020.   We recently closed our previously announced merger with Texas First Bancshares, Inc.  We are excited to welcome Rodney Kroll and his team to our Company as we enter the Waco, Texas market and expand our presence in other surrounding markets.  As we venture into the new year, we will look for ways to continue to grow our Company, enhance our technology and customer experience, and ultimately deliver improved returns to our shareholders."

TRANSACTIONS

Texas First Bancshares, Inc.

On January 1, 2020, the Company completed the merger with Texas First Bancshares, Inc., the parent company of Texas First State Bank, (collectively referred to as "Texas First"), pursuant to which Texas First was merged with and into the Company.  Texas First operated 6 full-service banking offices in the Waco, Texas and Killeen-Temple, Texas metropolitan statistical areas ("MSA").  As of January 1, 2020, Texas First collectively reported total assets of $396.9 million, total loans of $185.7 million and total deposits of $369.3 million.  Under the terms of the definitive merger agreement, the Company issued approximately 1,040,000 shares of the Company's common stock plus $13.0 million in cash for all outstanding shares of Texas First.  For more information regarding this transaction, see our Current Report on Form 8-K that was filed with the FDIC on January 2, 2020.

Van Alstyne Financial Corporation & Summit Financial Enterprises, Inc.

On September 1, 2019, the Company completed the mergers with Van Alstyne Financial Corporation and its wholly owned subsidiary, Texas Star Bank (collectively referred to as "Texas Star"), pursuant to which Texas Star was merged with and into the Company, and with Summit Financial Enterprises, Inc. and its wholly owned subsidiary, Summit Bank (collectively referred to as "Summit"), pursuant to which Summit was merged with and into the Company.  Texas Star operated 7 full-service banking offices in Collin and Grayson counties in Texas, and one loan production office in Durant, Oklahoma, while Summit operated 4 offices located in Panama City, Panama City Beach, Fort Walton Beach, and Pensacola, Florida.  As of September 1, 2019, Texas Star and Summit collectively reported total assets of $805.2 million, total loans of $610.2 million and total deposits of $794.2 million.  Under the terms of the definitive merger agreements, the Company issued approximately 4,600,000 shares of the Company's common stock plus $48.2 million in cash for all outstanding shares of both institutions.  For more information regarding these transactions, see our Current Report on Form 8-K that was filed with the FDIC on September 3, 2019.  The purchase accounting for these transactions 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.

Casey Bancorp, Inc. & Merchants Trust, Inc.

On April 1, 2019, the Company completed the mergers with Casey Bancorp, Inc. and its wholly owned subsidiary, Grand Bank of Texas (collectively referred to as "Grand Bank"), pursuant to which Grand Bank was merged with and into the Company, and with Merchants Trust, Inc. and its wholly owned subsidiary, Merchants Bank (collectively referred to as "Merchants"), pursuant to which Merchants was merged with and into the Company.  Grand Bank operated 4 full-service banking offices in the cities of Dallas, Grand Prairie, Horseshoe Bay and Marble Falls, all in Texas, while Merchants, which was based in Jackson, Alabama, operated 6 full-service banking offices in Clarke and Mobile counties in Alabama.  As of April 1, 2019, Grand Bank and Merchants collectively reported total assets of $566.0 million, total loans of $415.0 million and total deposits of $529.0 million.  Under the terms of the definitive merger agreements, the Company issued approximately 2,225,000 shares of the Company's common stock plus $24.2 million in cash for all outstanding shares of both institutions.  For more information regarding these transactions, see our Current Report on Form 8-K that was filed with the FDIC on April 1, 2019.  The purchase accounting for these transactions is considered provisional as management continues to identify and assess information regarding the nature of the acquired assets and liabilities and reviews the associated valuation assumptions and methodologies.

Non-GAAP Measures and Ratios

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

Conference Call and Webcast

The Company will conduct a conference call to discuss its fourth quarter 2019 financial results on January 23, 2020, 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 $21 billion in assets.  BancorpSouth operates approximately 310 full service branch locations as well as additional mortgage, insurance, and loan production offices in Alabama, Arkansas, Florida, Louisiana, Mississippi, Missouri, Tennessee and Texas, including an insurance location in Illinois.  BancorpSouth is committed to a culture of respect, diversity, and inclusion in both its workplace and communities. To learn more, visit our Community Commitment page at www.bancorpsouth.com.  Like us on Facebook; follow us on Twitter: @MyBXS; or connect with us through LinkedIn.

Forward-Looking Statements

Certain statements 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, 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 "may," "should," "could," "predict," "potential," "believe," "will likely result," "expect," "continue," "will," "anticipate," "seek," "aspire," "roadmap," "achieve," "estimate," "intend," "plan," "project," "projection," "forecast," "goal," "target," "would," and "outlook," or the negative version of those words or other comparable words of a future or forward-looking nature. These forward-looking statements include, without limitation, those relating to the benefits, costs, synergies and financial and operational impact of the Grand Bank, Merchants, Texas Star, Summit and Texas First mergers on the Company, the acceptance by customers of Grand Bank, Merchants, Texas Star, Summit and Texas First of the Company's products and services after the closing of the mergers, the opportunities to enhance market share in certain markets and market acceptance of the Company generally in new markets, the Company's ability to operate its regulatory compliance programs consistent with federal, state and local laws, including its Bank Secrecy Act ("BSA") and anti-money laundering ("AML") compliance program and its fair lending compliance program, the Company's compliance with the consent order it entered into with the Consumer Financial Protection Bureau and the United States Department of Justice related to the Company's fair lending practices (the "Consent Order"), the Company's ability to pay dividends or coupons on Series A Preferred Stock or the Notes or its ability to ultimately repay the Notes or otherwise comply with the terms of such instruments, amortization expense for intangible assets, goodwill impairments, loan impairments, utilization of appraisals and inspections for real estate loans, maturity, renewal or extension of construction, acquisition and development loans, net interest revenue, fair value determinations, the amount of the Company's non-performing loans and leases, credit quality, credit losses, liquidity, off-balance sheet commitments and arrangements, valuation of mortgage servicing rights, allowance and provision for credit losses, early identification and resolution of credit issues, utilization of non-GAAP financial measures, the ability of the Company to collect all amounts due according to the contractual terms of loan agreements, the Company's reserve for losses from representation and warranty obligations, the Company's foreclosure process related to mortgage loans, the resolution of non-performing loans that are collaterally dependent, real estate values, fully-indexed interest rates, interest rate risk, interest rate sensitivity, the impact of interest rates on loan yields, calculation of economic value of equity, impaired loan charge-offs, diversification of the Company's revenue stream, the growth of the Company's insurance business and commission revenue, the growth of the Company's customer base and loan, deposit and fee revenue sources, liquidity needs and strategies, the ability of the Company to access successfully the capital and credit markets when needed or as desired, sources of funding, net interest margin, declaration and payment of dividends, the utilization of the Company's share repurchase program, the implementation and execution of cost saving initiatives, improvement in the Company's efficiencies, operating expense trends, future acquisitions, dispositions and other strategic growth opportunities and initiatives, and the impact of certain claims and ongoing, pending or threatened litigation, administrative and investigatory matters.

These forward-looking statements are not historical facts, and are based upon current expectations, estimates and projections about the Company's industry, management's beliefs and certain assumptions made by management, many of which, by their nature, are inherently uncertain, involve risk and are beyond the Company's control. The inclusion of these forward-looking statements should not be regarded as a representation by the Company or any other person that such expectations, estimates and projections will be achieved. Accordingly, the Company cautions that any such forward-looking statements are not guarantees of future performance and are subject to risks, assumptions and uncertainties that are difficult to predict and that are beyond BancorpSouth's control. These risks, assumptions and uncertainties may include, but are not limited to, the Company's ability to operate its regulatory compliance programs consistent with federal, state and local laws, including its BSA/AML compliance program and its fair lending compliance program, the Company's ability to successfully implement and comply with the Consent Order, [the ability of the Company to meet expectations regarding the benefits, costs, synergies, and financial and operational impact of the Grand Bank, Merchants, Texas Star, Summit and Texas First mergers, the possibility that any of the anticipated benefits, costs, synergies and financial and operational improvements of the Grand Bank, Merchants, Texas Star, Summit and Texas First mergers will not be realized or will not be realized as expected, the ability of the Company and Texas First to meet expectations regarding the timing, completion and accounting and tax treatments of the Texas First merger, the possibility that any of the anticipated benefits of the Texas First merger will not be realized or will not be realized as expected, the effect of any announcements regarding the Texas First merger on the Company's operating results, the possibility that the Texas First merger may be more expensive to complete than anticipated, including as a result of unexpected factors or events, the lack of availability of the Company's filings mandated by the Exchange Act from the Securities and Exchange Commission's publicly available website after November 1, 2017, the impact of any ongoing pending or threatened litigation, administrative and investigatory matters involving the Company, conditions in the financial markets and economic conditions generally, the adequacy of the Company's provision and allowance for credit losses to cover actual credit losses, the credit risk associated with real estate construction, acquisition and development loans, limitations on the Company's ability to declare and pay dividends, the availability of capital on favorable terms if and when needed, liquidity risk, governmental regulation, including the Dodd-Frank Wall Street Reform and Consumer Protection Act, and supervision of the Company's operations, the short-term and long-term impact of changes to banking capital standards on the Company's regulatory capital and liquidity, the impact of regulations on service charges on the Company's core deposit accounts, the susceptibility of the Company's business to local economic and environmental conditions, the soundness of other financial institutions, changes in interest rates, the impact of monetary policies and economic factors on the Company's ability to attract deposits or make loans, volatility in capital and credit markets, reputational risk, the impact of the loss of any key Company personnel, the impact of hurricanes or other adverse weather events, any requirement that the Company write down goodwill or other intangible assets, diversification in the types of financial services the Company offers, the growth of the Company's insurance business and commission revenue, the growth of the Company's loan, deposit and fee revenue sources, the Company's ability to adapt its products and services to evolving industry standards and consumer preferences, competition with other financial services companies, risks in connection with completed or potential acquisitions, dispositions and other strategic growth opportunities and initiatives, the Company's growth strategy, interruptions or breaches in the Company's information system security, the failure of certain third-party vendors to perform, unfavorable ratings by rating agencies, dilution caused by the Company's issuance of any additional shares of its capital stock to raise capital or acquire other banks, bank holding companies, financial holding companies and insurance agencies, the utilization of the Company's share repurchase program, the implementation and execution of cost saving initiatives, other factors generally understood to affect the assets, business, cash flows, financial condition, liquidity, prospects and/or results of operations of financial services companies, and other factors detailed from time to time in the Company's press and news releases, reports and other filings with the Federal Deposit Insurance Corporation.

Although the Company believes that the expectations reflected in these forward-looking statements are reasonable as of the date of this news release, actual results may prove to be materially different from the results expressed or implied by the forward-looking statements. 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 differ materially from the Company's forward-looking statements. Accordingly, undue reliance should not be placed on any such forward-looking statements. Any forward-looking statement speaks 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 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.