Attached files

file filename
EX-99.2 - CONFERENCE CALL PRESENTATION - VANTAGESOUTH BANCSHARES, INC.a2q2013earningsconferenc.htm
8-K - 8-K - VANTAGESOUTH BANCSHARES, INC.form8-k.htm


CONTACT:
Terry Earley, CFO
VantageSouth Bancshares, Inc.
Phone: (919) 659-9015
Email: Terry.Earley@vsb.com

FOR IMMEDIATE RELEASE

VantageSouth Bancshares, Inc. Announces Net Income of $3.7 million and Annualized Loan Growth of 24 percent in the Second Quarter of 2013

RALEIGH, N.C., July 30, 2013 – VantageSouth Bancshares, Inc. (NYSE MKT: VSB), the holding company for VantageSouth Bank, today reported unaudited financial results for the quarter ended June 30, 2013. Highlights for the second quarter of 2013 include the following:

Net income was $3.7 million in 2Q 2013 compared to a net loss of $806 thousand in 1Q 2013 and net income of $338 thousand in 2Q 2012.

Operating earnings, which excludes securities gains, a one-time acquisition gain, and merger and conversion costs, were $2.8 million in 2Q 2013 compared to a loss of $422 thousand in 1Q 2013 and earnings of $360 thousand in 2Q 2012.

VSB completed the merger and system conversion of ECB Bancorp, Inc. ("ECB") in 2Q 2013. The ECB merger generated a one-time gain of $8.2 million in 2Q 2013, while merger and system conversion costs totaled $12.0 million in 2Q 2013 compared to $1.6 million in 1Q 2013 and $6 thousand in 2Q 2012.

Annualized net loan growth was approximately 24 percent in 2Q 2013, excluding acquired ECB loans, which was driven by loan originations of $154.2 million.

Net interest margin expanded to 4.67 percent in 2Q 2013 from 4.24 percent in 1Q 2013 and 4.33 percent in 2Q 2012.

Operating non-interest income, which excludes a one-time acquisition gain, increased to $4.9 million in 2Q 2013 as the Company continued to expand its government guaranteed lending and mortgage businesses and acquired a merchant banking platform and expanded its deposit-related fee income base through the ECB merger.

Asset quality continued to improve as nonperforming assets decreased to 1.33 percent of total assets as of June 30, 2013 from 1.48 percent of total assets as of March 31, 2013 and 1.71 percent of total assets as of December 31, 2012.

Operating efficiency, which represents operating expenses to total operating revenues, improved to 75.9 percent in 2Q 2013 from 82.5 percent in 1Q 2013 and 82.8 percent in 2Q 2012.

Effective July 22, 2013, the Company transferred the listing of its common stock to the NYSE MKT, LLC under the ticker symbol "VSB" and changed its name from Crescent Financial Bancshares, Inc. to VantageSouth Bancshares, Inc.






"We completed the ECB merger and system conversion in the second quarter while continuing to build on our core business momentum," stated Scott Custer, CEO of the Company. Mr. Custer continued, "The operating scale provided by the ECB merger coupled with the hard work of our top-notch associates propelled the Company in the second quarter and allowed us to improve our financial performance in almost every aspect, including revenue growth, core loan growth, net interest margin expansion, improved asset quality, and better operating efficiency. We are excited about our new markets, associates, clients, and stockholders in eastern North Carolina and look forward to serving the banking needs of these communities for many years to come. By focusing on constantly providing excellent client service and through a targeted and disciplined acquisition, we made some important strides this quarter in becoming the bank of choice for businesses, business owners and professionals in our markets."

ECB Merger

On April 1, 2013, the Company completed the merger of ECB with and into VSB (the "ECB merger"). The ECB merger was completed pursuant to an Agreement and Plan of Merger dated as of September 25, 2012 (the "Merger Agreement"). Immediately following the ECB merger, The East Carolina Bank, a wholly-owned subsidiary of ECB, was merged with and into VantageSouth Bank. Upon the closing of the ECB merger, each outstanding share of ECB common stock was converted into the right to receive 3.55 shares of VSB common stock. The aggregate merger consideration consisted of 10,312,186 shares of VSB common stock. Based upon the $3.94 per share closing price of VSB common stock on March 28, 2013, the aggregate purchase price totaled $40.6 million.

Pursuant to the Merger Agreement, the Company agreed to exchange each share of ECB’s Fixed Rate Cumulative Perpetual Preferred Stock, Series A, into one share of VSB Fixed Rate Cumulative Perpetual Preferred Stock, Series B. At the closing of the ECB merger, the Company also issued a warrant to purchase 514,693.2 shares of VSB common stock to the U.S. Department of the Treasury (“Treasury”) in exchange for the warrant issued by ECB to Treasury on January 16, 2009 to purchase 144,984 shares of ECB’s common stock. The warrant issuance reflects the exchange ratio associated with the ECB merger.

In connection with the ECB merger, the Company applied the acquisition method of accounting to ECB's balance sheet. Therefore, all acquired assets and liabilities were adjusted to fair value, and the historical allowance for loan losses was eliminated. The Company recorded a one-time acquisition gain of $8.2 million in 2Q 2013, which reflected the amount by which the fair value of acquired net assets exceeded the combined purchase price and fair value of non-controlling interests. The Company has a one-year measurement period from the acquisition date to finalize the recorded fair values of net assets acquired. The acquisition gain may change if initial fair value estimates are revised within the measurement period. The acquisition of ECB increased the Company's total assets by 77 percent, deposits by 81 percent, and stockholders' equity by 39 percent at the merger date. Therefore, the Company's results of operations and financial position were significantly impacted in 2Q 2013 by the ECB merger.

VantageSouth Bank Merger into Crescent

On November 30, 2012, VantageSouth Bank ("Legacy VantageSouth") was merged with and into Crescent State Bank, a wholly-owned banking subsidiary of Crescent Financial Bancshares, Inc. ("Crescent"), and the combined bank was re-branded as VantageSouth Bank. This merger was a combination of commonly controlled companies since both banks were subsidiaries of Piedmont Community Bank Holdings, Inc. ("Piedmont"), and it was accounted for in a manner similar to a pooling of interests transaction. Thus, the Company's financial statements were retrospectively adjusted to combine the financial condition and results of operations of Crescent and Legacy VantageSouth from the date the two companies became commonly controlled.

Further, because of the application of push-down accounting to the books of Legacy VantageSouth on February 1, 2012 when Piedmont purchased the bank's remaining non-controlling equity interests, reporting periods prior to this date are denoted as "2012 Predecessor Period" (January 1 to January 31, 2012) and periods after this date are denoted as "2012 Successor Period" (February 1 to June 30, 2012).






Results of Operations

2Q 2013 compared to 2Q 2012

Net income was $3.7 million in the second quarter of 2013 compared to $338 thousand in the second quarter of 2012. After preferred stock dividends and accretion, net income available to common stockholders was $3.0 million, or $0.07 per common share, in the second quarter of 2013 compared to a net loss of $29 thousand, or $0.00 per common share, in the second quarter of 2012. Operating earnings, which excludes securities gains, the ECB acquisition gain, and merger and conversion costs, improved to $2.8 million in second quarter 2013 from $360 thousand in the second quarter of 2012 as the Company improved its financial performance following the ECB merger by increasing net interest income, lowering provision for loan losses, increasing non-interest income, and by reducing its operating efficiency ratio. Similarly, pre-tax, pre-provision operating earnings increased to $6.0 million in the second quarter of 2013 from $2.2 million in the second quarter of 2012.

Year-to-Date

Net income was $2.9 million in the first six months of 2013 while net income was $395 thousand in the 2012 Successor Period and $529 thousand in the 2012 Predecessor Period. After dividends and accretion on preferred stock, net income available to common stockholders was $1.8 million, or $0.04 per common share, in the first six months of 2013, while net loss attributable to common stockholders was $216 thousand, or $0.01 per common share, in the 2012 Successor Period, and net income available to common stockholders was $407 thousand, or $0.01 per common share, in the 2012 Predecessor Period.

Net Interest Income

2Q 2013 compared to 2Q 2012

Net interest income was $20.4 million in the second quarter of 2013 compared to $10.0 million in the second quarter of 2012. The increase in net interest income was the result of a significant increase in earning assets from organic business activity and the ECB merger as well as an improved net interest margin. Average earning assets increased from $937.7 million in the 2Qsecond quarter of 2012 to $1.75 billion in the second quarter of 2013. Over this period, average loan balances increased by $611.5 million, of which $466.7 million was from acquired ECB loans, and average investment securities balances increased by $222.2 million. In addition, average deposits increased by $768.6 million, of which $736.1 million was from the ECB merger.

The Company's net interest margin expanded from 4.33 percent in the second quarter of 2012 to 4.67 percent in the second quarter of 2013. The improved net interest margin was due to lower costs on interest-bearing liabilities and slightly higher yields on earning assets. The yield on earning assets increased from 5.09 percent in the second quarter of 2012 to 5.12 percent in the second quarter of 2013, which reflected increased loan yields partially offset by lower yields on investment securities. The increase in loan yields was a product of higher acquired ECB loan yields, which included a favorable impact from acquisition accounting fair value adjustments, partially offset by lower prevailing market loan rates on new loan originations. Securities yields declined as the Company reinvested principal paydowns and proceeds from sales at lower current market rates and as yields on the acquired ECB securities portfolio were lowered to current market rates.

The cost of interest-bearing liabilities declined from 0.91 percent in the second quarter of 2012 to 0.51 percent in the second quarter of 2013, which primarily reflected a lower cost of deposits as the Company adjusted interest rates it pays on certain checking and money market accounts in the second quarter of 2013 and incorporated the ECB deposit base. Further, in order to fund loan growth and to hedge the risk of rising interest rates on the Company's financial condition, the Company increased its level of borrowings in the current quarter in the form of FHLB advances which also lowered overall funding costs.






In the second quarter of 2013, the Company entered into a series of forward starting interest rate swaps on $75.0 million of short-term FHLB advances. Beginning in the second quarter of 2015, these interest rate swaps will exchange the short-term variable interest rate the Company is to pay on the advances with fixed interest rates ranging from 1.65 to 1.72 percent. These interest rate swaps are considered effective cash flow hedges; therefore, changes in the fair value of the hedges, net of tax, are recorded to other comprehensive income. The purpose of these cash flow hedges is to mitigate the risk that potentially rising interest rates pose to the Company's tangible book value since the fair value of investment securities generally declines in a rising interest rate environment and the fair value of these cash flow hedges generally increases in a rising interest rate environment. In the second quarter of 2013, the fair value of the investment securities portfolio declined net of tax by $6.5 million, or $0.14 per outstanding common share, primarily due to increases in market interest rates, while the fair value of cash flow hedges increased net of tax by $2.4 million, or $0.05 per outstanding common share, thus partially reducing the negative impact of lower securities values to tangible book value. The Company's management and board of directors actively manage interest rate risk, and based on its interest rate risk modeling, the Company believes its balance sheet is appropriately positioned for changing interest rate scenarios in the short term and long term.

Income accretion on purchased loans totaled $6.2 million in the second quarter of 2013, which consisted of $3.9 million of accretion on purchased credit-impaired ("PCI") loans and $2.3 million of accretion income on purchased non-impaired loans. PCI loan accretion represents all interest income recorded for those loans in the period while accretion income on purchased non-impaired loans represents accretion of the fair value discount on the effective yield method, which increased interest income above contractual yields. Time deposit fair value amortization totaled $966 thousand, and net amortization of short-term borrowings and long-term debt totaled $18 thousand, which reduced interest expense. Acquisition accounting amortization reduced the Company's cost of interest-bearing liabilities by 0.26 percent in the second quarter of 2013.

Year-to-Date

Net interest income in the first six months of 2013 totaled $30.4 million while net interest income totaled $16.9 million in the 2012 Successor Period and $3.6 million in the 2012 Predecessor Period. Average earning assets totaled $1.35 billion in the first six months of 2013, which was a significant increase from $945.6 million in the 2012 Successor Period and $934.3 million in the 2012 Predecessor Period. The increase in average interest-earning assets was primarily the result of assets acquired in the ECB merger as well as organic loan growth.

Net interest margin was 4.53 percent in the first six months of 2013, which was an increase from 4.36 percent in the 2012 Successor Period but a slight decrease from 4.55 percent in the 2012 Predecessor Period. The increase in net interest margin from the 2012 Successor Period was primarily due to a reduction in the cost of interest-bearing liabilities which fell from 0.91 percent in the 2012 Successor Period to 0.60 percent in the first six months of 2013. Declining yields on interest-earning assets partially offset the improvement in the cost of interest-bearing liabilities due to the origination of new loans at lower current market rates and the reinvestment of principal paydowns and proceeds from sales of securities at lower current market rates. The average yield on loans decreased from 6.08 percent in the 2012 Successor Period and 6.15 percent in the 2012 Predecessor Period to 5.97 percent in the first six months of 2013, and the average yield on investment securities declined from 2.70 percent in the 2012 Successor Period and 2.74 percent in the 2012 Predecessor Period to 2.15 percent in the first six months of 2013.

Income accretion on purchased loans totaled $9.7 million in the first six months of 2013, which consisted of $7.3 million of accretion on purchased credit-impaired ("PCI") loans and $2.4 million of accretion income on purchased non-impaired loans. Time deposit fair value amortization totaled $1.4 million, which reduced interest expense, while net accretion of short-term borrowings and long-term debt totaled $19 thousand, which increased interest expense. Time deposit amortization, net of accretion on short-term borrowings and long-term debt reduced the Company's cost of interest-bearing liabilities by 0.24 percent in the first six months of 2013. Income accretion on purchased loans totaled $6.9 million and $1.6 million in the 2012 Successor Period and 2012 Predecessor Period, respectively. Net amortization of fair value premiums on interest-bearing liabilities in the 2012 Successor Period and 2012 Predecessor Period totaled $1.4 million and $298 thousand, respectively, which reduced the Company's cost of interest-bearing liabilities by 0.42 percent and 0.45 percent, respectively.






Provision for Loan Losses and Asset Quality

2Q 2013 compared to 2Q 2012

Provision for loan losses was $1.5 million in the second quarter of 2013 compared to $2.0 million in the second quarter of 2012. The allowance for loan and lease losses ("ALLL") and related provision were calculated for the Company's following three portfolio categories: non-acquired loans, purchased non-impaired loans, and PCI loans. In the second quarter of 2013, the non-acquired loan provision was $1.5 million, purchased non-impaired loan provision was $356 thousand, and the Company recognized a PCI loan provision recovery of $397 thousand, which reduced the ALLL.

The following table summarizes the changes in the ALLL for each loan category in 2Q 2013 and 2Q 2012.
(Dollars in thousands)
 
Non-Acquired
 
Purchased Non-Impaired
 
Purchased Credit-Impaired
 
Total

 
 
 
 
 
 
 
 
2Q 2013:
 
 
 
 
 
 
 
 
Balance at April 1, 2013
 
$
2,834

 
$
210

 
$
2,483

 
$
5,527

Net charge-offs
 
(28
)
 
(566
)
 

 
(594
)
Provision for loan losses
 
1,533

 
356

 
(397
)
 
1,492

Balance at June 30, 2013
 
$
4,339

 
$

 
$
2,086

 
$
6,425

 
 
 
 
 
 
 
 
 
2Q 2012:
 
 
 
 
 
 
 
 
Balance at April 1, 2012
 
$
1,236

 
$
371

 
$

 
$
1,607

Net charge-offs
 

 
(610
)
 

 
(610
)
Provision for loan losses
 
401

 
873

 
772

 
2,046

Balance at June 30, 2012
 
$
1,637

 
$
634

 
$
772

 
$
3,043

 
 
 
 
 
 
 
 
 

The reduction in provision for loan losses in the second quarter of 2013 compared to the prior year second quarter was primarily due to improvements in expected cash flows on the Company's PCI loans, which generated a net provision recovery of $397 thousand in the second quarter of 2013, and lower provision on purchased non-impaired loans. The lower provision on purchased loans was partially offset by higher provision on the non-acquired loan portfolio as the balance of this portfolio increased by $137.7 million in the second quarter of 2013, which was a significantly higher growth rate than in the prior year.

The ALLL was $6.4 million, or 0.49 percent of total loans as of June 30, 2013 compared to $5.5 million, or 0.70 percent of total loans as of March 31, 2013 and $4.0 million, or 0.52 percent of total loans as of December 31, 2012. Adjusted ALLL, which includes the ALLL and net acquisition accounting fair value adjustments for acquired loans, represented 3.70 percent of total loans as of June 30, 2013 compared to 2.54 percent as of March 31, 2013 and 2.70 percent as of December 31, 2012.

Nonperforming loans as a percentage of total loans was 1.14 percent as of June 30, 2013, which was a decline from 1.48 percent as of March 31, 2013 and 1.67 percent as of December 31, 2012. Total nonperforming assets (which include nonaccrual loans, loans past due 90 days or more and still accruing, and foreclosed assets) as a percentage of total assets as of June 30, 2013 was 1.33 percent, which was a decline from 1.48 percent as of March 31, 2013 and 1.71 percent as of December 31, 2012. The decline in nonperforming assets was due to the ECB merger as well as the Company's continuing efforts to resolve legacy problem assets while maximizing value. These resolution efforts have included a combination of asset sales through various channels and successful loan workout plans.

Year-to-Date

Provision for loan losses was $3.4 million in the first six months of 2013 while provision for loan losses totaled $2.9 million in the 2012 Successor Period and $195 thousand in the 2012 Predecessor Period.






The following table summarizes the changes in ALLL for each loan category in the six months ended June 30, 2013.
(Dollars in thousands)
 
Non-Acquired
 
Purchased Non-Impaired
 
Purchased Credit-Impaired
 
Total
 
 
 
 
 
 
 
 
 
Balance at January 1, 2013
 
$
2,665

 
$
55

 
$
1,278

 
$
3,998

Net charge-offs
 
(118
)
 
(887
)
 

 
(1,005
)
Provision for loan losses
 
1,792

 
832

 
808

 
3,432

Balance at June 30, 2013
 
$
4,339

 
$

 
$
2,086

 
$
6,425


Non-Interest Income

2Q 2013 compared to 2Q 2012

Non-interest income totaled $13.1 million in the second quarter of 2013, which was a significant increase from $2.4 million in the second quarter of 2012. Non-interest income in the current quarter included a one-time acquisition gain of $8.2 million related to the ECB merger, which reflected the amount by which the fair value of acquired net assets exceeded the combined purchase price and fair value of non-controlling interests.

Service charges and fees on deposit accounts increased by $968 thousand primarily due to the addition of deposit accounts acquired in the ECB merger. Mortgage banking income increased by $326 thousand with the addition of mortgage lenders in eastern North Carolina and improving residential real estate markets which provided more lending opportunities for home purchases. Government-guaranteed lending income, which includes gains on sales of the guaranteed portion of certain SBA loans originated by the Company as well as servicing fees on previously sold SBA loans, increased by $486 thousand. The Company sells the guaranteed portion of certain SBA loans in the secondary market without recourse and recognizes gains as those loans are sold at a premium.

Year-to-Date

Non-interest income totaled $16.6 million in the first six months of 2013 while non-interest income totaled $3.9 million in the 2012 Successor Period and $657 thousand in the 2012 Predecessor Period. Non-interest income in the current year-to-date period included a one-time acquisition gain of $8.2 million related to the ECB merger. Securities gains totaled $1.2 million in the first six months of 2013 as the Company recognized gains upon selling the majority of its municipal bonds for balance sheet management and tax purposes. Additionally, service charges and fees on deposits, mortgage banking income, government-guaranteed lending income, and bank-owned life insurance income totaled $2.0 million, $1.5 million, $2.2 million, and $505 thousand, respectively, in the first six months of 2013.

Non-Interest Expense

2Q 2013 compared to 2Q 2012

Non-interest expense totaled $31.1 million in the second quarter of 2013 which was a significant increase from $10.3 million in the second quarter of 2012. The increase in expenses was primarily due to $12.0 million in merger and conversion-related costs in the second quarter of 2013, which included professional fees, severance, and other expenses required to close the ECB merger as well as costs to convert ECB's data processing, technology, signage, and branch network to the Company's integrated platform. Additionally, salaries and employee benefits, occupancy and equipment, data processing, and other non-interest expense categories increased primarily due to the ECB merger which added employees, branch and other facilities, and equipment to the Company's expense base. The Company's operating efficiency ratio, which excludes non-recurring merger and conversion costs, improved from 82.8 percent in the second quarter of 2012 to 75.9 percent in the second quarter of 2013. Much of the improvement in the operating efficiency ratio was due to increased scale and operating leverage provided by the ECB merger combined with cost cutting measures implemented during the second quarter of 2013 which will begin to fully benefit the Company in the third quarter of 2013. For example, full time equivalent employees for the combined Company decreased from 520 as of March 31, 2013 to 485 as of June 30, 2013.






Year-to-Date

Non-interest expense totaled $43.8 million in the first six months of 2013 while non-interest expense totaled $17.7 million in the 2012 Successor Period and $3.2 million in the 2012 Predecessor Period. Expenses in the first six months of 2013 were significantly impacted by ECB merger and system conversion costs, which totaled $13.6 million, as well as a higher general expense run rate following the ECB merger. The Company's operating efficiency ratio was 78.2 percent in the first six months of 2013 compared to 82.9 percent in the 2012 Successor Period and 74.7 percent in the 2012 Predecessor Period.

Income Taxes

The Company’s income tax benefit was $2.8 million in the second quarter of 2013 compared to $259 thousand in the second quarter of 2012. Taxable income is calculated using pre-tax net income adjusted for the one-time acquisition gain in the second quarter of 2013, non-taxable municipal investment income, bank-owned life insurance income, and non-deductible merger costs. The Company’s income tax benefit was $3.2 million in the first six months of 2013. The income tax benefit was $255 thousand in the 2012 Successor Period, and income tax expense was $270 thousand in the 2012 Predecessor Period.

Linked Quarter Comparison

Net income was $3.7 million in the second quarter of 2013 compared to a net loss of $806 thousand in the first quarter of 2013. After preferred stock dividends and accretion, net income available to common stockholders was $3.0 million, or $0.07 per common share, in the second quarter of 2013 compared to a net loss attributable to common stockholders of $1.2 million, or $0.03 per common share, in the first quarter of 2013. Operating earnings, which excludes securities gains, the ECB acquisition gain, and merger and conversion costs, improved to $2.8 million in the second quarter of 2013 from a loss of $422 thousand in the first quarter of 2013 as the Company improved its financial performance following the ECB merger by increasing net interest income, lowering provision for loan losses, increasing non-interest income, and by reducing its operating efficiency ratio. Similarly, pre-tax, pre-provision earnings increased to $6.0 million in the second quarter of 2013 from $1.2 million in the first quarter of 2013.

Net interest income was $20.4 million in the second quarter of 2013 compared to $9.9 million in the first quarter of 2013. The increase in net interest income was the result of a significant increase in earning assets from organic business activity and the ECB merger as well as an improved net interest margin. Average earning assets increased from $956.1 million in the first quarter of 2013 to $1.75 billion in the second quarter of 2013. Over this period, average loan balances increased by $533.2 million, of which $466.7 million was from acquired ECB loans, and average investment securities balances increased by $250.9 million. In addition, average deposits increased by $751.0 million, of which $736.1 million was from the ECB merger.

The Company's net interest margin expanded from 4.24 percent in the first quarter of 2013 to 4.67 percent in the second quarter of 2013. The improved net interest margin was due to lower costs on interest-bearing liabilities and higher yields on earning assets. The cost of interest-bearing liabilities declined from 0.76 percent in the first quarter of 2013 to 0.51 percent in the second quarter of 2013, which primarily reflected a lower cost of deposits as the Company adjusted interest rates it pays on certain checking and money market accounts in the second quarter of 2013 and incorporated the ECB deposit base. Further, in order to fund loan growth and to hedge the risk of rising interest rates on the Company's tangible book value, the Company increased its level of borrowings in the current quarter in the form of FHLB advances, which also lowered overall funding costs in the quarter. Core net interest margin, which excludes the impact of acquisition accounting, was 3.64 percent in the second quarter of 2013 compared to 3.63 percent in the first quarter of 2013.

Provision for loan losses was $1.5 million in the second quarter of 2013 compared to $1.9 million in the first quarter of 2013. The reduction in provision for loan losses in the second quarter of 2013 was primarily due to improvements in expected cash flows on the Company's PCI loans, which generated a net provision recovery of $397 thousand in the second quarter of 2013, and lower provision on purchased non-impaired loans. The lower provision on purchased loans was partially offset by higher provision on the non-acquired loan portfolio as the balance of this portfolio increased by $137.7 million in the second quarter of 2013, which was a significantly higher growth rate than in the prior quarter.






Non-interest income totaled $13.1 million in the second quarter of 2013, which was a significant increase from $3.5 million in the first quarter of 2013. Non-interest income in the current quarter included a one-time acquisition gain of $8.2 million related to the ECB merger, which reflected the amount by which the fair value of acquired net assets exceeded the combined purchase price and fair value of non-controlling interests. Service charges and fees on deposit accounts increased by $1.0 million primarily due to the addition of deposit accounts acquired in the ECB merger. Mortgage banking income increased by $705 thousand with the addition of mortgage lenders in eastern North Carolina and improving residential real estate markets which provided more lending opportunities for home purchases.

Non-interest expense totaled $31.1 million in the second quarter of 2013, which was a significant increase from $12.7 million in the first quarter of 2013. Higher expenses on a linked quarter basis were partially due to a $10.4 million increase in merger and conversion-related costs. Additionally, salaries and employee benefits, occupancy and equipment, data processing, and other non-interest expense categories increased primarily due to the ECB merger which added employees, branch and other facilities, and equipment to the Company's expense base. The Company's operating efficiency ratio, which excludes merger and conversion costs, improved from 82.5 percent in the first quarter of 2013 to 75.9 percent in the second quarter of 2013.

****

VantageSouth Bank is a state-chartered bank operating forty-six banking offices in central and eastern North Carolina. The common stock of VantageSouth Bancshares, Inc. is listed on the NYSE MKT, LLC under the symbol VSB. Investors can access additional corporate information, product descriptions and online services through VantageSouth Bank’s website at www.VantageSouth.com.

Conference Call

VSB will conduct a conference call at 10:00 a.m. EDT today to discuss today's press release. The conference call will be broadcast live over the Internet and can be accessed by any interested party at http://www.VantageSouth.com (under the Investor Relations section). A telephone playback of the conference call will be available approximately one hour after the completion of the call by dialing (800) 633-8284 and entering passcode 21668871.

Non-GAAP Financial Measures

Statements included in this press release include non-GAAP financial measures and should be read along with the accompanying tables which provide a reconciliation of non-GAAP financial measures to GAAP financial measures. The Company's management uses these non-GAAP financial measures, including: (i) net operating earnings (loss); (ii) pre-tax, pre-provision operating earnings; (iii) operating non-interest income, (iv) operating efficiency ratio, (v) adjusted allowance for loan losses to loans; and (vi) tangible common equity, in their analysis of the Company's performance. Net operating earnings (loss) excludes the following from net income (loss): securities gains, a one-time acquisition gain, merger and conversion costs, and the income tax effect of adjustments. Pre-tax, pre-provision operating earnings excludes the following from net income (loss): provision for loan losses, income tax expense (benefit), securities gains, a one-time acquisition gain, and merger and conversion costs. The operating efficiency ratio excludes a one-time acquisition gain and merger and conversion costs from the efficiency ratio. Adjusted allowance for loan losses adds net acquisition accounting fair value discounts to the allowance for loan losses. Tangible common equity excludes preferred stock as well as goodwill and other intangible assets, net, from total stockholders' equity.

Management believes that non-GAAP financial measures provide additional useful information that allows readers to evaluate the ongoing performance of the Company. Non-GAAP financial 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 financial 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. 






Forward-looking Statements

Information in this press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements involve risks and uncertainties that could cause actual results to differ materially, including without limitation, risks associated with the ownership by Piedmont of a majority of the Company’s voting power, including the possibility of the interests of Piedmont differing from other Company stockholders or any change in management, strategic direction, business plan, or operations, the ability of our management to successfully integrate the Company’s business and execute its business plan across several geographic areas, local economic conditions affecting retail and commercial real estate, disruptions in the credit markets, changes in interest rates, adverse developments in the real estate market affecting the value and marketability of collateral securing loans made by the Bank, the failure of assumptions underlying loan loss and other reserves, competition, our ability to successfully integrate any businesses that we acquire, and the risk of new and changing regulation. Additional factors that could cause actual results to differ materially are discussed in the Company’s filings with the Securities and Exchange Commission, including without limitation its Annual Report on Form 10-K, its Quarterly Reports on Form 10-Q, and its Current Reports on Form 8-K. The forward-looking statements in this press release speak only as of the date of the press release, and the Company does not assume any obligation to update such forward-looking statements.






QUARTERLY RESULTS OF OPERATIONS
 
Three Months Ended
(Dollars in thousands, except per share data)
June 30,
2013
 
March 31, 2013
 
December 31, 2012
 
September 30, 2012
 
June 30,
2012
 
 
 
 
 
 
 
 
 
 
Interest income
 
 
 
 
 
 
 
 
 
Loans
$
20,376

 
$
10,697

 
$
10,898

 
$
10,810

 
$
10,707

Investment securities
2,005

 
815

 
855

 
1,036

 
1,070

Federal funds sold and interest-earning deposits
21

 
16

 
20

 
16

 
33

Total interest income
22,402

 
11,528

 
11,773

 
11,862

 
11,810

Interest expense
 
 
 
 
 
 
 
 
 
Deposits
1,619

 
1,302

 
1,309

 
1,320

 
1,462

Short-term borrowings
42

 
12

 
10

 
3

 
4

Long-term debt
313

 
270

 
279

 
274

 
311

Total interest expense
1,974

 
1,584

 
1,598

 
1,597

 
1,777

Net interest income
20,428

 
9,944

 
10,175

 
10,265

 
10,033

Provision for loan losses
1,492

 
1,940

 
1,167

 
1,077

 
2,046

Net interest income after provision for loan losses
18,936

 
8,004

 
9,008

 
9,188

 
7,987

Non-interest income
 
 
 
 
 
 
 
 
 
Service charges and fees on deposit accounts
1,525

 
515

 
508

 
523

 
557

Mortgage banking
1,096

 
391

 
771

 
1,127

 
770

Government-guaranteed lending
1,058

 
1,119

 
1,718

 
776

 
572

Bank-owned life insurance
310

 
195

 
208

 
215

 
203

Gain (loss) on sales of available for sale securities
123

 
1,092

 
603

 
483

 
(27
)
Gain on acquisition
8,241

 

 

 

 

Other
743

 
150

 
325

 
208

 
315

Total non-interest income
13,096

 
3,462

 
4,133

 
3,332

 
2,390

Non-interest expense
 
 
 
 
 
 
 
 
 
Salaries and employee benefits
11,009

 
5,991

 
6,588

 
5,648

 
5,513

Occupancy and equipment
2,408

 
1,547

 
1,321

 
1,385

 
1,353

Data processing
1,075

 
644

 
698

 
644

 
594

FDIC insurance premiums
400

 
227

 
216

 
205

 
229

Professional services
914

 
497

 
684

 
800

 
584

Foreclosed asset expenses
79

 
183

 
662

 
251

 
295

Other loan-related expense
792

 
461

 
352

 
419

 
335

Merger and conversion costs
11,961

 
1,601

 
2,114

 
547

 
6

Other
2,502

 
1,516

 
1,719

 
1,241

 
1,389

Total non-interest expense
31,140

 
12,667

 
14,354

 
11,140

 
10,298

Income (loss) before income taxes
892

 
(1,201
)
 
(1,213
)
 
1,380

 
79

Income tax expense (benefit)
(2,808
)
 
(395
)
 
(3,326
)
 
95

 
(259
)
Net income (loss)
3,700

 
(806
)
 
2,113

 
1,285

 
338

Dividends and accretion on preferred stock
705

 
369

 
368

 
367

 
367

Net income available (loss attributable) to common stockholders
$
2,995

 
$
(1,175
)
 
$
1,745

 
$
918

 
$
(29
)
 
 
 
 
 
 
 
 
 
 
NET INCOME (LOSS) PER COMMON SHARE
 
 
Basic
$
0.07

 
$
(0.03
)
 
$
0.05

 
$
0.03

 
$

Diluted
$
0.07

 
$
(0.03
)
 
$
0.05

 
$
0.03

 
$

 
 
 
 
 
 
 
 
 
 
WEIGHTED AVERAGE COMMON SHARES
 
 
 
 
 
 
 
 
Weighted average common shares outstanding - basic
45,916,707

 
35,758,033

 
35,728,359

 
35,725,915

 
35,723,442

Weighted average common shares outstanding - diluted
45,935,330

 
35,758,033

 
35,806,191

 
35,749,168

 
35,723,442









Three Months Ended
(Dollars in thousands, except per share data)
June 30,
2013
 
March 31, 2013
 
December 31, 2012
 
September 30, 2012
 
June 30,
2012
 
 
 
 
 
 
 
 
 
 
PERFORMANCE RATIOS
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Return on average assets
0.75
 %
 
(0.30
)%
 
0.79
 %
 
0.49
 %
 
0.13
 %
Return on average equity
6.27
 %
 
(1.88
)%
 
4.84
 %
 
2.98
 %
 
0.80
 %
Yield on earning assets, tax equivalent
5.12
 %
 
4.91
 %
 
5.05
 %
 
5.18
 %
 
5.09
 %
Cost of interest-bearing liabilities
0.51
 %
 
0.76
 %
 
0.80
 %
 
0.83
 %
 
0.91
 %
Net interest margin, tax equivalent
4.67
 %
 
4.24
 %
 
4.37
 %
 
4.49
 %
 
4.33
 %
Efficiency ratio
92.89
 %
 
94.49
 %
 
100.32
 %
 
81.93
 %
 
82.89
 %
Net loan charge-offs
0.18
 %
 
0.21
 %
 
0.17
 %
 
0.44
 %
 
0.35
 %
 
 
 
 
 
 
 
 
 
 
Reconciliation of GAAP to Non-GAAP
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
OPERATING EARNINGS
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income (loss) (GAAP)
$
3,700

 
$
(806
)
 
$
2,113

 
$
1,285

 
$
338

Securities (gains) losses
(123
)
 
(1,092
)
 
(603
)
 
(483
)
 
27

Gain on acquisition
(8,241
)
 

 

 

 

Merger and conversion costs
11,961

 
1,601

 
2,114

 
547

 
6

Income tax effect of adjustments
(4,484
)
 
(125
)
 
(89
)
 
33

 
(11
)
Deferred tax asset valuation allowance reversal

 

 
(3,300
)
 

 

Net operating earnings (loss) (Non-GAAP)
$
2,813

 
$
(422
)
 
$
235

 
$
1,382

 
$
360

 
 
 
 
 
 
 
 
 
 
PRE-TAX, PRE-PROVISION OPERATING EARNINGS
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income (loss) (GAAP)
$
3,700

 
$
(806
)
 
$
2,113

 
$
1,285

 
$
338

Provision for loan losses
1,492

 
1,940

 
1,167

 
1,077

 
2,046

Income tax expense (benefit)
(2,808
)
 
(395
)
 
(3,326
)
 
95

 
(259
)
Pre-tax, pre-provision income (loss)
2,384

 
739

 
(46
)
 
2,457

 
2,125

Securities (gains) losses
(123
)
 
(1,092
)
 
(603
)
 
(483
)
 
27

Gain on acquisition
(8,241
)
 

 

 

 

Merger and conversion costs
11,961

 
1,601

 
2,114

 
547

 
6

Pre-tax, pre-provision operating earnings (Non-GAAP)
$
5,981

 
$
1,248

 
$
1,465

 
$
2,521

 
$
2,158

 
 
 
 
 
 
 
 
 
 
OPERATING NON-INTEREST INCOME
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Non-interest income (GAAP)
$
13,096

 
$
3,462

 
$
4,133

 
$
3,332

 
$
2,390

Gain on acquisition
(8,241
)
 

 

 

 

Operating non-interest income (non-GAAP)
$
4,855

 
$
3,462

 
$
4,133

 
$
3,332

 
$
2,390

 
 
 
 
 
 
 
 
 
 
OPERATING EFFICIENCY RATIO
 
 
 
 
 
 

 
 
 
 
 
 
 
 
 
 
 
 
Efficiency ratio (GAAP)
92.89
 %
 
94.49
 %
 
100.32
 %
 
81.93
 %
 
82.89
 %
Effect to adjust for gain on acquisition
30.28
 %
 
 %
 
 %
 
 %
 
 %
Effect to adjust for merger and conversion costs
(47.31
)%
 
(11.94
)%
 
(14.77
)%
 
(4.02
)%
 
(0.04
)%
Operating efficiency ratio (Non-GAAP)
75.86
 %
 
82.55
 %
 
85.55
 %
 
77.91
 %
 
82.85
 %
 
 
 
 
 
 
 
 
 
 





YEAR-TO-DATE RESULTS OF OPERATIONS
 
Successor
Company
 
 
Predecessor Company
(Dollars in thousands, except per share data)
Six Months Ended
June 30, 2013
 
Period from February 1 to June 30, 2012
 
 
Period from January 1 to
January 31, 2012
 
 
 
 
 
 
 
Interest income
 
 
 
 
 
 
Loans
$
31,073

 
$
18,009

 
 
$
3,807

Investment securities
2,820

 
1,826

 
 
395

Federal funds sold and interest-earning deposits
37

 
49

 
 
4

Total interest income
33,930

 
19,884

 
 
4,206

Interest expense
 
 
 
 
 
 
Deposits
2,921

 
2,457

 
 
530

Short-term borrowings
54

 
6

 
 

Long-term debt
583

 
512

 
 
103

Total interest expense
3,558

 
2,975

 
 
633

Net interest income
30,372

 
16,909

 
 
3,573

Provision for loan losses
3,432

 
2,915

 
 
195

Net interest income after provision for loan losses
26,940

 
13,994

 
 
3,378

Non-interest income
 
 
 
 
 
 
Service charges and fees on deposit accounts
2,040

 
906

 
 
194

Mortgage banking
1,487

 
1,266

 
 
225

Government-guaranteed lending
2,177

 
566

 
 
98

Bank-owned life insurance
505

 
337

 
 
70

Gain on sales of available for sale securities
1,215

 
165

 
 

Gain on acquisition
8,241

 

 
 

Other
893

 
622

 
 
70

Total non-interest income
16,558

 
3,862

 
 
657

Non-interest expense
 
 
 
 
 
 
Salaries and employee benefits
17,000

 
9,013

 
 
1,737

Occupancy and equipment
3,955

 
2,162

 
 
396

Data processing
1,719

 
1,039

 
 
212

FDIC insurance premiums
627

 
506

 
 
141

Professional services
1,411

 
1,125

 
 
144

Foreclosed asset expenses
262

 
390

 
 
11

Other loan-related expense
1,253

 
752

 
 
162

Merger and conversion costs
13,562

 
503

 
 
78

Other
4,018

 
2,226

 
 
355

Total non-interest expense
43,807

 
17,716

 
 
3,236

Income (loss) before income taxes
(309
)
 
140

 
 
799

Income tax expense (benefit)
(3,203
)
 
(255
)
 
 
270

Net income
2,894

 
395

 
 
529

Dividends and accretion on preferred stock
1,074

 
611

 
 
122

Net income available (loss attributable) to common stockholders
$
1,820

 
$
(216
)
 
 
$
407

 
 
 
 
 
 
 
NET INCOME (LOSS) PER COMMON SHARE
 
 
 
 
 
 
Basic
$
0.04

 
$
(0.01
)
 
 
$
0.01

Diluted
$
0.04

 
$
(0.01
)
 
 
$
0.01

 
 
 
 
 
 
 





 
Successor
Company
 
 
Predecessor Company
(Dollars in thousands, except per share data)
Six Months Ended
June 30, 2013
 
Period from February 1 to June 30, 2012
 
 
Period from January 1 to
January 31, 2012
 
 
 
 
 
 
 
PERFORMANCE RATIOS
 
 
 
 
 
 
 
 
 
 
 
 
 
Return on average assets
0.38%
 
0.09%
 
 
0.58%
Return on average equity
2.84%
 
0.56%
 
 
3.67%
Yield on earning assets, tax equivalent
5.06%
 
5.13%
 
 
5.35%
Cost of interest-bearing liabilities
0.60%
 
0.91%
 
 
0.95%
Net interest margin, tax equivalent
4.53%
 
4.36%
 
 
4.55%
Efficiency ratio
93.35%
 
85.29%
 
 
76.50%
Net loan charge-offs
0.19%
 
0.39%
 
 
—%
 
 
 
 
 
 
 
Reconciliation of GAAP to Non-GAAP
 
 
 
 
 
 
 
 
 
 
 
 
 
OPERATING EARNINGS
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income (GAAP)
$
2,894

 
$
395

 
 
$
529

Securities gains
(1,215
)
 
(165
)
 
 

Gain on acquisition
(8,241
)
 

 
 

Merger and conversion costs
13,562

 
503

 
 
78

Income tax effect
(4,609
)
 
(129
)
 
 
(30
)
Net operating earnings (Non-GAAP)
$
2,391

 
$
604

 
 
$
577

 
 
 
 
 
 
 
PRE-TAX, PRE-PROVISION OPERATING EARNINGS
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income (GAAP)
$
2,894

 
$
395

 
 
$
529

Provision for loan losses
3,432

 
2,915

 
 
195

Income tax expense (benefit)
(3,203
)
 
(255
)
 
 
270

Pre-tax, pre-provision income
3,123

 
3,055

 
 
994

Securities (gains) losses
(1,215
)
 
(165
)
 
 

Gain on acquisition
(8,241
)
 

 
 

Merger and conversion costs
13,562

 
503

 
 
78

Pre-tax, pre-provision operating earnings (Non-GAAP)
$
7,229

 
$
3,393

 
 
$
1,072

 
 
 
 
 
 
 
OPERATING NON-INTEREST INCOME

 
 
 
 
 
 
 
 
 
 
 
 
Non-interest income (GAAP)
$
16,558

 
$
3,862

 
 
$
657

Gain on acquisition
(8,241
)
 

 
 

Operating non-interest income (non-GAAP)
$
8,317

 
$
3,862

 
 
$
657

 
 
 
 
 
 
 
OPERATING EFFICIENCY RATIO
 
 
 
 
 
 
 
 
 
 
 
 
 
Efficiency ratio (GAAP)
93.35
 %
 
85.29
 %
 
 
76.50
 %
Effect to adjust for gain on acquisition
19.88
 %
 

 
 

Effect to adjust for merger and conversion costs
(35.05
)%
 
(2.42
)%
 
 
(1.84
)%
Operating efficiency ratio (Non-GAAP)
78.17
 %
 
82.87
 %
 
 
74.66
 %
 
 
 
 
 
 
 






QUARTERLY BALANCE SHEETS
 
Ending Balances
(Dollars in thousands)
June 30,
 
March 31,
 
December 31,
 
September 30,
 
June 30,
 
2013
 
2013
 
2012
 
2012
 
2012
Assets
 
 
 
 
 
 
 
 
 
Cash and due from banks
$
29,264

 
$
11,020

 
$
15,735

 
$
13,187

 
$
18,776

Interest-earning deposits with banks
57,689

 
4,092

 
7,978

 
3,821

 
6,817

Federal funds sold
855

 
29,125

 
26,750

 
20,550

 
44,535

Investment securities available for sale
376,536

 
154,634

 
136,311

 
153,742

 
173,757

Investment securities held to maturity
200

 
194

 
180

 
166

 
130

Loans held for sale
21,390

 
8,671

 
16,439

 
8,239

 
7,357

Loans
1,323,981

 
794,623

 
763,416

 
739,028

 
696,872

Allowance for loan losses
(6,425
)
 
(5,527
)
 
(3,998
)
 
(3,146
)
 
(3,043
)
Net loans
1,317,556

 
789,096

 
759,418

 
735,882

 
693,829

Federal Home Loan Bank stock
6,904

 
2,382

 
2,307

 
2,172

 
3,894

Premises and equipment, net
42,917

 
17,885

 
17,351

 
17,068

 
17,130

Bank-owned life insurance
32,642

 
20,138

 
19,976

 
19,800

 
19,620

Foreclosed assets
11,632

 
4,752

 
5,837

 
6,697

 
7,772

Deferred tax asset, net
58,560

 
37,525

 
36,659

 
33,162

 
33,590

Goodwill
26,254

 
26,254

 
26,254

 
26,254

 
26,254

Other intangible assets, net
6,343

 
2,266

 
2,376

 
2,487

 
2,597

Accrued interest receivable and other assets
20,678

 
8,008

 
11,654

 
10,842

 
11,771

Total assets
$
2,009,420

 
$
1,116,042

 
$
1,085,225

 
$
1,054,069

 
$
1,067,829

 
 
 
 
 
 
 
 
 
 
Liabilities
 
 
 
 
 
 
 
 
 
Deposits:
 
 
 
 
 
 
 
 
 
Non-interest demand
$
197,229

 
$
73,756

 
$
71,613

 
$
111,725

 
$
102,596

Interest-bearing demand
344,515

 
188,463

 
188,843

 
139,768

 
146,027

Money market and savings
482,672

 
270,994

 
260,966

 
241,324

 
245,913

Time
630,283

 
370,710

 
351,800

 
360,172

 
372,074

Total deposits
1,654,699

 
903,923

 
873,222

 
852,989

 
866,610

Short-term borrowings
68,002

 
6,000

 
7,500

 

 

Long-term debt
45,341

 
28,902

 
19,864

 
24,326

 
24,288

Accrued interest payable and other liabilities
11,505

 
4,818

 
10,698

 
5,243

 
7,050

Total liabilities
1,779,547

 
943,643

 
911,284

 
882,558

 
897,948

 
 
 
 
 
 
 
 
 
 
Stockholders' equity
 
 
 
 
 
 
 
 
 
Preferred stock, no par value
42,437

 
24,715

 
24,657

 
24,601

 
24,544

Common stock, $0.001 par value
46

 
36

 
36

 
36

 
36

Common stock warrant
1,457

 
1,325

 
1,325

 
1,325

 
1,325

Additional paid-in capital
188,408

 
147,738

 
147,510

 
146,655

 
146,648

Retained earnings (accumulated deficit)
416

 
(2,578
)
 
(1,405
)
 
(3,200
)
 
(4,115
)
Accumulated other comprehensive income (loss)
(2,891
)
 
1,163

 
1,818

 
2,094

 
1,443

Total stockholders' equity
229,873

 
172,399

 
173,941

 
171,511

 
169,881

Total liabilities and stockholders' equity
$
2,009,420

 
$
1,116,042

 
$
1,085,225

 
$
1,054,069

 
$
1,067,829

 
 
 
 
 
 
 
 
 
 
Supplemental information on components of accumulated other comprehensive income (loss):
 
 
 
 
 
 
 
 
Investment securities available for sale, net of tax
$
(5,115
)
 
$
1,374

 
$
2,085

 
$
2,367

 
$
1,443

Cash flow hedges, net of tax
2,224

 
(211
)
 
(267
)
 
(273
)
 

Total accumulated other comprehensive income (loss)
$
(2,891
)
 
$
1,163

 
$
1,818

 
$
2,094

 
$
1,443

 
 
 
 
 
 
 
 
 
 





 
Ending Balances
 
June 30,
 
March 31,
 
December 31,
 
September 30,
 
June 30,
 
2013
 
2013
 
2012
 
2012
 
2012
COMMON SHARE DATA
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Book value per common share
$
4.07

 
$
4.13

 
$
4.18

 
$
4.11

 
$
4.07

Tangible book value per common share
$
3.36

 
$
3.33

 
$
3.37

 
$
3.31

 
$
3.26

Ending shares outstanding
46,038,808

 
35,779,127

 
35,754,247

 
35,747,576

 
35,749,689

 
 
 
 
 
 
 
 
 
 
CAPITAL RATIOS
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Tangible equity to tangible assets
9.98
%
 
13.23
%
 
13.75
%
 
13.92
%
 
13.57
%
Tangible common equity to tangible assets
7.83
%
 
10.96
%
 
11.42
%
 
11.52
%
 
11.21
%
VantageSouth Bank:
 
 
 
 
 
 
 
 
 
Tier 1 leverage ratio
8.26
%
 
11.08
%
 
11.45
%
 
9.89
%
 
9.41
%
Tier 1 risk-based capital ratio
10.22
%
 
13.13
%
 
13.66
%
 
12.82
%
 
12.02
%
Total risk-based capital ratio
11.11
%
 
14.58
%
 
14.96
%
 
13.28
%
 
12.49
%
Crescent State Bank:
 
 
 
 
 
 
 
 
 
Tier 1 leverage ratio
N/A

 
N/A

 
N/A

 
12.21
%
 
12.11
%
Tier 1 risk-based capital ratio
N/A

 
N/A

 
N/A

 
13.81
%
 
14.22
%
Total risk-based capital ratio
N/A

 
N/A

 
N/A

 
15.20
%
 
15.61
%
 
 
 
 
 
 
 
 
 
 
ASSET QUALITY DATA
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Nonperforming loans
$
15,116

 
$
11,792

 
$
12,770

 
$
14,023

 
$
17,983

Foreclosed assets
11,632

 
4,752

 
5,837

 
6,697

 
7,772

Total nonperforming assets
$
26,748

 
$
16,544

 
$
18,607

 
$
20,720

 
$
25,755

 
 
 
 
 
 
 
 
 
 
Allowance for loan losses to loans
0.49
%
 
0.70
%
 
0.52
%
 
0.43
%
 
0.44
%
Nonperforming loans to total loans
1.14
%
 
1.48
%
 
1.67
%
 
1.90
%
 
2.58
%
Nonperforming assets to total assets
1.33
%
 
1.48
%
 
1.71
%
 
1.97
%
 
2.41
%
Restructured loans not included in categories above
$
550

 
$
558

 
$
104

 
$

 
$

 
 
 
 
 
 
 
 
 
 
Reconciliation of GAAP to Non-GAAP
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
ADJUSTED ALLOWANCE FOR LOAN LOSSES
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Allowance for loan losses (GAAP)
$
6,425

 
$
5,527

 
$
3,998

 
$
3,146

 
$
3,043

Net acquisition accounting fair value discounts to loans
42,534

 
14,688

 
16,633

 
17,962

 
18,582

Adjusted allowance for loan losses
48,959

 
20,215

 
20,631

 
21,108

 
21,625

Loans
$
1,323,981

 
$
794,623

 
$
763,416

 
$
739,028

 
$
696,872

Adjusted allowance for loan losses to loans (Non-GAAP)
3.70
%
 
2.54
%
 
2.70
%
 
2.86
%
 
3.10
%
 
 
 
 
 
 
 
 
 
 
TANGIBLE COMMON EQUITY
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total stockholder's equity (GAAP)
$
229,873

 
$
172,399

 
$
173,941

 
$
171,511

 
$
169,881

Less: Preferred stock
42,437

 
24,715

 
24,657

 
24,601

 
24,544

Less: Goodwill and other intangible assets, net
32,597

 
28,520

 
28,630

 
28,741

 
28,851

Tangible common equity (Non-GAAP)
$
154,839

 
$
119,164

 
$
120,654

 
$
118,169

 
$
116,486

 
 
 
 
 
 
 
 
 
 





QUARTERLY NET INTEREST MARGIN ANALYSIS
 
Three months ended
June 30, 2013
 
Three months ended
March 31, 2013
 
Three months ended
June 30, 2012
(Dollars in thousands)
Average
Balance
 
Interest*
 
Yield/Cost*
 
Average
Balance
 
Interest*
 
Yield/Cost*
 
Average
Balance
 
Interest*
 
Yield/Cost*
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Assets
 

 
 

 
 

 
 
 
 
 
 
 
 

 
 

 
 

Loans
$
1,316,237

 
$
20,376

 
6.21
%
 
$
783,023

 
$
10,697

 
5.54
%
 
$
704,723

 
$
10,707

 
6.11
%
Investment securities
394,398

 
2,008

 
2.04

 
143,475

 
857

 
2.42

 
172,228

 
1,138

 
2.66

Federal funds and other
43,719

 
21

 
0.19

 
29,625

 
16

 
0.22

 
60,791

 
33

 
0.22

Total interest-earning assets
1,754,354

 
22,405

 
5.12
%
 
956,123

 
11,570

 
4.91
%
 
937,742

 
11,878

 
5.09
%
Non-interest-earning assets
225,912

 
 

 
 

 
134,333

 
 
 
 
 
128,305

 
 

 
 

Total assets
$
1,980,266

 
 

 
 

 
$
1,090,456

 
 
 
 
 
$
1,066,047

 
 

 
 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Liabilities and Equity
 

 
 

 
 

 
 
 
 
 
 
 
 

 
 

 
 

Interest-bearing demand
$
333,215

 
183

 
0.22
%
 
$
183,667

 
139

 
0.31
%
 
$
144,283

 
$
162

 
0.45
%
Money market and savings
484,685

 
346

 
0.29

 
264,917

 
343

 
0.53

 
234,163

 
395

 
0.68

Time
620,441

 
1,090

 
0.70

 
363,248

 
820

 
0.92

 
382,972

 
905

 
0.95

Total interest-bearing deposits
1,438,341

 
1,619

 
0.45

 
811,832

 
1,302

 
0.65

 
761,418

 
1,462

 
0.77

Short-term borrowings
58,292

 
42

 
0.29

 
7,200

 
12

 
0.68

 
2,889

 
4

 
0.56

Long-term debt
45,465

 
313

 
2.76

 
23,211

 
270

 
4.72

 
22,764

 
311

 
5.49

Total interest-bearing liabilities
1,542,098

 
1,974

 
0.51
%
 
842,243

 
1,584

 
0.76
%
 
787,071

 
1,777

 
0.91
%
Noninterest-bearing deposits
192,459

 
 

 
 

 
67,970

 
 
 
 
 
100,767

 
 

 
 

Other liabilities
8,846

 
 

 
 

 
6,427

 
 
 
 
 
7,237

 
 

 
 

Total liabilities
1,743,403

 
 

 
 

 
916,640

 
 
 
 
 
895,075

 
 

 
 

Stockholders’ equity
236,863

 
 

 
 

 
173,816

 
 
 
 
 
170,972

 
 

 
 

Total liabilities and stockholders’ equity
$
1,980,266

 
 

 
 

 
$
1,090,456

 
 

 
 
 
$
1,066,047

 
 

 
 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net interest income, taxable equivalent
 

 
$
20,431

 
 

 
 

 
$
9,986

 
 
 
 

 
$
10,101

 
 

Interest rate spread
 

 
 

 
4.61
%
 
 
 
 
 
4.15
%
 
 

 
 

 
4.18
%
Tax equivalent net interest margin
 

 
 

 
4.67
%
 
 
 
 
 
4.24
%
 
 

 
 

 
4.33
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Percentage of average interest-earning assets to average interest-bearing liabilities
 

 
 

 
113.76
%
 
 
 
 
 
113.52
%
 
 

 
 

 
119.14
%
* Taxable equivalent basis
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 





YEAR-TO-DATE NET INTEREST MARGIN ANALYSIS
 
Successor Company
 
 
Predecessor Company
 
Six months ended
June 30, 2013
 
Period from February 1 to
June 30, 2012
 
 
Period from January 1 to
January 31, 2012
(Dollars in thousands)
Average
Balance
 
Interest*
 
Yield/Cost*
 
Average
Balance
 
Interest*
 
Yield/Cost*
 
 
Average
Balance
 
Interest*
 
Yield/Cost*
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Assets
 

 
 

 
 

 
 

 
 

 
 

 
 
 
 
 
 
 
Loans
$
1,049,646

 
$
31,073

 
5.97
%
 
$
717,407

 
$
18,009

 
6.08
%
 
 
$
730,387

 
$
3,807

 
6.15
%
Investment securities
268,589

 
2,866

 
2.15

 
174,542

 
1,941

 
2.70

 
 
180,220

 
419

 
2.74

Federal funds and other
36,672

 
37

 
0.20

 
53,610

 
49

 
0.22

 
 
23,719

 
4

 
0.20

Total interest-earning assets
1,354,907

 
33,976

 
5.06
%
 
945,559

 
19,999

 
5.13
%
 
 
934,326

 
4,230

 
5.35
%
Non-interest-earning assets
180,565

 
 

 
 

 
121,443

 
 

 
 

 
 
134,240

 
 
 
 

Total assets
$
1,535,472

 
 

 
 

 
$
1,067,002

 
 

 
 

 
 
$
1,068,566

 
 
 
 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Liabilities and Equity
 

 
 

 
 

 
 

 
 

 
 

 
 
 
 
 
 
 

Interest-bearing demand
$
258,441

 
323

 
0.25
%
 
$
151,751

 
$
318

 
0.51
%
 
 
$
172,363

 
$
108

 
0.74
%
Money market and savings
374,801

 
689

 
0.37

 
224,160

 
634

 
0.69

 
 
184,716

 
96

 
0.61

Time
491,845

 
1,909

 
0.78

 
386,767

 
1,505

 
0.94

 
 
404,999

 
326

 
0.95

Total interest-bearing deposits
1,125,087

 
2,921

 
0.52

 
762,678

 
2,457

 
0.78

 
 
762,078

 
530

 
0.82

Short-term borrowings
32,751

 
54

 
0.33

 
3,766

 
6

 
0.39

 
 
968

 

 

Long-term debt
34,333

 
583

 
3.42

 
23,333

 
512

 
5.32

 
 
24,217

 
103

 
5.02

Total interest-bearing liabilities
1,192,171

 
3,558

 
0.60
%
 
789,777

 
2,975

 
0.91
%
 
 
787,263

 
633

 
0.95
%
Noninterest-bearing deposits
130,215

 
 

 
 

 
100,070

 
 

 
 

 
 
107,156

 
 
 
 

Other liabilities
7,634

 
 

 
 

 
6,739

 
 

 
 

 
 
4,184

 
 
 
 

Total liabilities
1,330,020

 
 

 
 

 
896,586

 
 

 
 

 
 
898,603

 
 
 
 

Stockholders’ equity
205,452

 
 

 
 

 
170,416

 
 

 
 

 
 
169,963

 
 
 
 

Total liabilities and stockholders’ equity
$
1,535,472

 
 

 
 

 
$
1,067,002

 
 

 
 

 
 
$
1,068,566

 
 
 
 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net interest income, taxable equivalent
 

 
$
30,418

 
 

 
 

 
$
17,024

 
 

 
 
 
 
$
3,597

 
 

Interest rate spread
 

 
 

 
4.46
%
 
 

 
 

 
4.22
%
 
 
 
 
 
 
4.40
%
Tax equivalent net interest margin
 

 
 

 
4.53
%
 
 

 
 

 
4.36
%
 
 
 
 
 
 
4.55
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Percentage of average interest-earning assets to average interest-bearing liabilities
 

 
 

 
113.65
%
 
 

 
 

 
119.72
%
 
 
 
 
 
 
118.68
%
* Taxable equivalent basis