Document
false0000857855
0000857855
2019-10-22
2019-10-22
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): October 22, 2019
UNITED COMMUNITY BANKS, INC.
(Exact name of registrant as specified in its charter)
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Georgia | | 001-35095 | | 58-1807304 |
(State or other jurisdiction of incorporation) | | (Commission file number) | | (IRS Employer Identification No.) |
125 Highway 515 East
Blairsville, Georgia 30512
(Address of principal executive offices)
Registrant’s telephone number, including area code:
(706) 781-2265
Not applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Securities registered pursuant to Section 12(b) of the Act: |
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Title of Each Class | Trading Symbol(s) | Name of Each Exchange on Which Registered |
Common stock, par value $1 per share | UCBI | Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
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Item 2.02 | Results of Operations and Financial Condition. |
| On October 22, 2019, United Community Banks, Inc. (“United”) issued a press release announcing financial results for the third quarter of 2019. The press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. |
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Item 7.01 | Regulation FD Disclosure. |
| On October 23, 2019, United will hold an earnings conference call and webcast at 11:00 a.m. (Eastern Time) to discuss financial results for the third quarter of 2019. The press release referenced above in Item 2.02 contains information about how to access the conference call and webcast. A copy of the slide presentation to be used during the earnings call and webcast is furnished as Exhibit 99.2 to this Current Report on Form 8-K. The slide presentation also will be available on our website, www.ucbi.com, under the “Investor Relations – Events and Presentations” section. |
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Item 9.01 | Financial Statements and Exhibits. |
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(d) Exhibits | The following exhibit index lists the exhibits that are either filed or furnished with the Current Report on Form 8-K. |
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Exhibit No. | Description |
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104 | The cover page from this Current Report on Form 8-K, formatted in Inline XBRL. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| UNITED COMMUNITY BANKS, INC. |
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| By: | /s/ Jefferson L. Harralson |
| | Jefferson L. Harralson |
| | Executive Vice President and |
| | Chief Financial Officer |
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Date: October 22, 2019 | |
Exhibit
For Immediate Release
For more information:
Jefferson Harralson
Chief Financial Officer
(864) 240-6208
Jefferson_Harralson@ucbi.com
United Community Banks, Inc. reports Third Quarter Results
EPS of $0.60 and ROA of 1.51%; Operating ROA reaches 1.58%
GREENVILLE, SC - October 22, 2019
United Community Banks, Inc. (NASDAQ: UCBI) (“United”) today reported strong third quarter financial results, including solid year-over-year loan and deposit growth, record operating efficiency and strong asset quality. Diluted earnings per share were $0.60, an increase of $0.06 or 11% from a year ago. Excluding merger-related and other charges, diluted operating earnings per share were $0.63, up 15% over last year. United’s return on assets (“ROA”) was 1.51% and its return on common equity was 12.2% for the quarter. On an operating basis, United’s ROA was 1.58% and its return on tangible common equity was 16.4%.
In the third quarter, loans grew at a 3% annualized rate, or at 4% annualized excluding the planned runoff of the discontinued indirect auto portfolio. With this loan growth and continued balance sheet remixing opportunities, United maintained its net interest margin during the quarter, despite declining interest rates. Core transaction deposits grew by $105 million, or 6% annualized, and total customer deposits increased by $197 million during the quarter. Finally, United’s combination of revenue growth and expense management resulted in a 55.64% efficiency ratio, or 53.90% on an operating basis, which represented a new Company best for the second consecutive quarter.
“We are pleased to report such a successful quarter, which is a testament to our team and their tireless dedication to providing outstanding customer service and to executing on our plans to deliver top quartile results,” said Lynn Harton, Chairman and CEO of United. “I am also tremendously proud that United was named one of the "Best Banks to Work For" by American Banker for the third year in a row. This honor is achieved through the focus and
energy of our bankers to build a company where great people can find fulfillment in helping others reach their financial goals."
Third Quarter 2019 Financial Highlights:
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• | EPS growth of 11% over last year, or 15% on an operating basis |
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• | Return on assets of 1.51%, or 1.58% excluding merger-related and other charges |
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• | Return on common equity of 12.2% |
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• | Return on tangible common equity of 16.4% excluding merger-related and other charges |
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• | Loan production of $896 million compared to $778 million in Q3 2018 |
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• | Loan growth, excluding planned runoff of the indirect portfolio of 4% for the quarter and 7% year-to-date on an annualized basis, excluding the acquisition of First Madison on May 1, 2019 |
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• | Loan growth of $89 million, excluding planned run off of the indirect portfolio, was more than funded by core transaction deposit growth of $105 million |
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• | Mortgage locks of $508 million, a company high, compared to $298 million a year ago |
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• | Stable net interest margin of 4.12% was flat compared to the second quarter and up 17 basis points from a year ago |
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• | Efficiency ratio of 55.64%, or 53.90%, excluding merger-related and other charges |
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• | Net charge-offs of 12 basis points, up one basis point from last quarter and remaining at historically low levels |
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• | Nonperforming assets of 0.24% of total assets, compared with 0.21% at June 30, 2019 and 0.19% at September 30, 2018 |
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• | Repurchased approximately 195,000 shares at an average price of $26.51 in the quarter |
Conference Call
United will hold a conference call, Wednesday, October 23, 2019, at 11 a.m. ET to discuss the contents of this press release and to share business highlights for the quarter. To access the call, dial (877) 380-5665 and use the conference number 8899475. The conference call also will be webcast and available for replay for 30 days by selecting “Events & Presentations” within the Investor Relations section of United’s website at www.ucbi.com.
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UNITED COMMUNITY BANKS, INC. | | | | | | | | | | | | | | | | | | |
Selected Financial Information | | | | | | | | | | | | | | | | | | |
| | 2019 | | 2018 | | Third Quarter 2019 - 2018 Change | | For the Nine Months Ended September 30, | | YTD 2019 - 2018 Change |
(in thousands, except per share data) | | Third Quarter | | Second Quarter | | First Quarter | | Fourth Quarter | | Third Quarter | | | 2019 | | 2018 | |
INCOME SUMMARY | | | | | | | | | | | | |
| | | | | | |
Interest revenue | | $ | 140,615 |
| | $ | 139,156 |
| | $ | 136,516 |
| | $ | 133,854 |
| | $ | 128,721 |
| | | | $ | 416,287 |
| | $ | 366,226 |
| | |
Interest expense | | 21,277 |
| | 21,372 |
| | 20,882 |
| | 18,975 |
| | 16,611 |
| | | | 63,531 |
| | 42,355 |
| | |
Net interest revenue | | 119,338 |
| | 117,784 |
| | 115,634 |
| | 114,879 |
| | 112,110 |
| | 6 | % | | 352,756 |
| | 323,871 |
| | 9 | % |
Provision for credit losses | | 3,100 |
| | 3,250 |
| | 3,300 |
| | 2,100 |
| | 1,800 |
| | 72 |
| | 9,650 |
| | 7,400 |
| | 30 |
|
Noninterest income | | 29,031 |
| | 24,531 |
| | 20,968 |
| | 23,045 |
| | 24,180 |
| | 20 |
| | 74,530 |
| | 69,916 |
| | 7 |
|
Total revenue | | 145,269 |
| | 139,065 |
| | 133,302 |
| | 135,824 |
| | 134,490 |
| | 8 |
| | 417,636 |
| | 386,387 |
| | 8 |
|
Expenses | | 82,924 |
| | 81,813 |
| | 76,084 |
| | 78,242 |
| | 77,718 |
| | 7 |
| | 240,821 |
| | 228,043 |
| | 6 |
|
Income before income tax expense | | 62,345 |
| | 57,252 |
| | 57,218 |
| | 57,582 |
| | 56,772 |
| | 10 |
| | 176,815 |
| | 158,344 |
| | 12 |
|
Income tax expense | | 13,983 |
| | 13,167 |
| | 12,956 |
| | 12,445 |
| | 13,090 |
| | 7 |
| | 40,106 |
| | 37,370 |
| | 7 |
|
Net income | | 48,362 |
| | 44,085 |
| | 44,262 |
| | 45,137 |
| | 43,682 |
| | 11 |
| | 136,709 |
| | 120,974 |
| | 13 |
|
Merger-related and other charges | | 2,605 |
| | 4,087 |
| | 739 |
| | 1,234 |
| | 592 |
| | | | 7,431 |
| | 6,111 |
| | |
Income tax benefit of merger-related and other charges | | (600 | ) | | (940 | ) | | (172 | ) | | (604 | ) | | (141 | ) | | | | (1,712 | ) | | (890 | ) | | |
Net income - operating (1) | | $ | 50,367 |
| | $ | 47,232 |
| | $ | 44,829 |
| | $ | 45,767 |
| | $ | 44,133 |
| | 14 |
| | $ | 142,428 |
| | $ | 126,195 |
| | 13 |
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| | | | | | | | | | | | | | | | | | |
PERFORMANCE MEASURES | | | | | | | | | | | | | | | | | | |
Per common share: | | | | | | | | | | | | | | | | | | |
Diluted net income - GAAP | | $ | 0.60 |
| | $ | 0.55 |
| | $ | 0.55 |
| | $ | 0.56 |
| | $ | 0.54 |
| | 11 |
| | $ | 1.70 |
| | $ | 1.51 |
| | 13 |
|
Diluted net income - operating (1) | | 0.63 |
| | 0.59 |
| | 0.56 |
| | 0.57 |
| | 0.55 |
| | 15 |
| | 1.77 |
| | 1.57 |
| | 13 |
|
Cash dividends declared | | 0.17 |
| | 0.17 |
| | 0.16 |
| | 0.16 |
| | 0.15 |
| | 13 |
| | 0.50 |
| | 0.42 |
| | 19 |
|
Book value | | 20.16 |
| | 19.65 |
| | 18.93 |
| | 18.24 |
| | 17.56 |
| | 15 |
| | 20.16 |
| | 17.56 |
| | 15 |
|
Tangible book value (3) | | 15.90 |
| | 15.38 |
| | 14.93 |
| | 14.24 |
| | 13.54 |
| | 17 |
| | 15.90 |
| | 13.54 |
| | 17 |
|
Key performance ratios: | | | | | | | | | | | | | | | | | | |
Return on common equity - GAAP (2)(4) | | 12.16 | % | | 11.45 | % | | 11.85 | % | | 12.08 | % | | 11.96 | % | | | | 11.83 | % | | 11.43 | % | | |
Return on common equity - operating (1)(2)(4) | | 12.67 |
| | 12.27 |
| | 12.00 |
| | 12.25 |
| | 12.09 |
| | | | 12.32 |
| | 11.93 |
| | |
Return on tangible common equity - operating (1)(2)(3)(4) | | 16.38 |
| | 15.88 |
| | 15.46 |
| | 15.88 |
| | 15.81 |
| | | | 15.92 |
| | 15.62 |
| | |
Return on assets - GAAP (4) | | 1.51 |
| | 1.40 |
| | 1.44 |
| | 1.43 |
| | 1.41 |
| | | | 1.45 |
| | 1.32 |
| | |
Return on assets - operating (1)(4) | | 1.58 |
| | 1.50 |
| | 1.45 |
| | 1.45 |
| | 1.42 |
| | | | 1.51 |
| | 1.38 |
| | |
Net interest margin (fully taxable equivalent) (4) | | 4.12 |
| | 4.12 |
| | 4.10 |
| | 3.97 |
| | 3.95 |
| | | | 4.11 |
| | 3.88 |
| | |
Efficiency ratio - GAAP | | 55.64 |
| | 57.28 |
| | 55.32 |
| | 56.73 |
| | 56.82 |
| | | | 56.09 |
| | 57.52 |
| | |
Efficiency ratio - operating (1) | | 53.90 |
| | 54.42 |
| | 54.78 |
| | 55.83 |
| | 56.39 |
| | | | 54.36 |
| | 55.98 |
| | |
Equity to total assets | | 12.53 |
| | 12.25 |
| | 12.06 |
| | 11.60 |
| | 11.30 |
| | | | 12.53 |
| | 11.30 |
| | |
Tangible common equity to tangible assets (3) | | 10.16 |
| | 9.86 |
| | 9.76 |
| | 9.29 |
| | 8.95 |
| | | | 10.16 |
| | 8.95 |
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ASSET QUALITY | | | | | | | | | | | | | | | | | | |
Nonperforming loans | | $ | 30,832 |
| | $ | 26,597 |
| | $ | 23,624 |
| | $ | 23,778 |
| | $ | 22,530 |
| | 37 |
| | $ | 30,832 |
| | $ | 22,530 |
| | 37 |
|
Foreclosed properties | | 102 |
| | 75 |
| | 1,127 |
| | 1,305 |
| | 1,336 |
| | (92 | ) | | 102 |
| | 1,336 |
| | (92 | ) |
Total nonperforming assets ("NPAs") | | 30,934 |
| | 26,672 |
| | 24,751 |
| | 25,083 |
| | 23,866 |
| | 30 |
| | 30,934 |
| | 23,866 |
| | 30 |
|
Allowance for loan losses | | 62,514 |
| | 62,204 |
| | 61,642 |
| | 61,203 |
| | 60,940 |
| | 3 |
| | 62,514 |
| | 60,940 |
| | 3 |
|
Net charge-offs | | 2,723 |
| | 2,438 |
| | 3,130 |
| | 1,787 |
| | 1,466 |
| | 86 |
| | 8,291 |
| | 4,326 |
| | 92 |
|
Allowance for loan losses to loans | | 0.70 | % | | 0.70 | % | | 0.73 | % | | 0.73 | % | | 0.74 | % | | | | 0.70 | % | | 0.74 | % | | |
Net charge-offs to average loans (4) | | 0.12 |
| | 0.11 |
| | 0.15 |
| | 0.09 |
| | 0.07 |
| | | | 0.13 |
| | 0.07 |
| | |
NPAs to loans and foreclosed properties | | 0.35 |
| | 0.30 |
| | 0.29 |
| | 0.30 |
| | 0.29 |
| | | | 0.35 |
| | 0.29 |
| | |
NPAs to total assets | | 0.24 |
| | 0.21 |
| | 0.20 |
| | 0.20 |
| | 0.19 |
| | | | 0.24 |
| | 0.19 |
| | |
| | | | | | | | | | | | | | | | | | |
AVERAGE BALANCES ($ in millions) | | | | | | | | | | | | | | | | | | |
Loans | | $ | 8,836 |
| | $ | 8,670 |
| | $ | 8,430 |
| | $ | 8,306 |
| | $ | 8,200 |
| | 8 |
| | $ | 8,647 |
| | $ | 8,124 |
| | 6 |
|
Investment securities | | 2,550 |
| | 2,674 |
| | 2,883 |
| | 3,004 |
| | 2,916 |
| | (13 | ) | | 2,701 |
| | 2,863 |
| | (6 | ) |
Earning assets | | 11,568 |
| | 11,534 |
| | 11,498 |
| | 11,534 |
| | 11,320 |
| | 2 |
| | 11,534 |
| | 11,197 |
| | 3 |
|
Total assets | | 12,681 |
| | 12,608 |
| | 12,509 |
| | 12,505 |
| | 12,302 |
| | 3 |
| | 12,600 |
| | 12,209 |
| | 3 |
|
Deposits | | 10,531 |
| | 10,493 |
| | 10,361 |
| | 10,306 |
| | 9,950 |
| | 6 |
| | 10,462 |
| | 9,896 |
| | 6 |
|
Shareholders’ equity | | 1,588 |
| | 1,531 |
| | 1,478 |
| | 1,420 |
| | 1,394 |
| | 14 |
| | 1,533 |
| | 1,367 |
| | 12 |
|
Common shares - basic (thousands) | | 79,663 |
| | 79,673 |
| | 79,807 |
| | 79,884 |
| | 79,806 |
| | — |
| | 79,714 |
| | 79,588 |
| | — |
|
Common shares - diluted (thousands) | | 79,667 |
| | 79,678 |
| | 79,813 |
| | 79,890 |
| | 79,818 |
| | — |
| | 79,718 |
| | 79,598 |
| | — |
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AT PERIOD END ($ in millions) | | | | | | | | | | | | | | | | | | |
Loans | | $ | 8,903 |
| | $ | 8,838 |
| | $ | 8,493 |
| | $ | 8,383 |
| | $ | 8,226 |
| | 8 |
| | $ | 8,903 |
| | $ | 8,226 |
| | 8 |
|
Investment securities | | 2,515 |
| | 2,620 |
| | 2,720 |
| | 2,903 |
| | 2,873 |
| | (12 | ) | | 2,515 |
| | 2,873 |
| | (12 | ) |
Total assets | | 12,809 |
| | 12,779 |
| | 12,506 |
| | 12,573 |
| | 12,405 |
| | 3 |
| | 12,809 |
| | 12,405 |
| | 3 |
|
Deposits | | 10,757 |
| | 10,591 |
| | 10,534 |
| | 10,535 |
| | 10,229 |
| | 5 |
| | 10,757 |
| | 10,229 |
| | 5 |
|
Shareholders’ equity | | 1,605 |
| | 1,566 |
| | 1,508 |
| | 1,458 |
| | 1,402 |
| | 14 |
| | 1,605 |
| | 1,402 |
| | 14 |
|
Common shares outstanding (thousands) | | 78,974 |
| | 79,075 |
| | 79,035 |
| | 79,234 |
| | 79,202 |
| | — |
| | 78,974 |
| | 79,202 |
| | — |
|
((1) Excludes merger-related and other charges which includes termination of pension plan in the third quarter of 2019, executive retirement charges in the second quarter of 2019 and amortization of certain executive change of control benefits. (2) Net income divided by average realized common equity, which excludes accumulated other comprehensive income (loss). (3) Excludes effect of acquisition related intangibles and associated amortization. (4) Annualized.
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UNITED COMMUNITY BANKS, INC. | | | | | | | | | | | | | | |
Non-GAAP Performance Measures Reconciliation |
Selected Financial Information | | | | | | | | | | | | | | |
| | 2019 | | 2018 | | For the Nine Months Ended September 30, |
| | Third Quarter | | Second Quarter | | First Quarter | | Fourth Quarter | | Third Quarter | | 2019 | | 2018 |
(in thousands, except per share data) | | | | | | | |
| | | | | | | | | | | | | | |
Expense reconciliation | | | | |
| | |
| | |
| | |
| | | | |
Expenses (GAAP) | | $ | 82,924 |
| | $ | 81,813 |
| | $ | 76,084 |
| | $ | 78,242 |
| | $ | 77,718 |
| | $ | 240,821 |
| | $ | 228,043 |
|
Merger-related and other charges | | (2,605 | ) | | (4,087 | ) | | (739 | ) | | (1,234 | ) | | (592 | ) | | (7,431 | ) | | (6,111 | ) |
Expenses - operating | | $ | 80,319 |
| | $ | 77,726 |
| | $ | 75,345 |
| | $ | 77,008 |
| | $ | 77,126 |
| | $ | 233,390 |
| | $ | 221,932 |
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Net income reconciliation | | | | | | | | | | | | | | |
Net income (GAAP) | | $ | 48,362 |
| | $ | 44,085 |
| | $ | 44,262 |
| | $ | 45,137 |
| | $ | 43,682 |
| | $ | 136,709 |
| | $ | 120,974 |
|
Merger-related and other charges | | 2,605 |
| | 4,087 |
| | 739 |
| | 1,234 |
| | 592 |
| | 7,431 |
| | 6,111 |
|
Income tax benefit of merger-related and other charges | | (600 | ) | | (940 | ) | | (172 | ) | | (604 | ) | | (141 | ) | | (1,712 | ) | | (890 | ) |
Net income - operating | | $ | 50,367 |
| | $ | 47,232 |
| | $ | 44,829 |
| | $ | 45,767 |
| | $ | 44,133 |
| | $ | 142,428 |
| | $ | 126,195 |
|
| | | | | | | | | | | | | | |
Diluted income per common share reconciliation | | | | | | | | | | | | | | |
Diluted income per common share (GAAP) | | $ | 0.60 |
| | $ | 0.55 |
| | $ | 0.55 |
| | $ | 0.56 |
| | $ | 0.54 |
| | $ | 1.70 |
| | $ | 1.51 |
|
Merger-related and other charges | | 0.03 |
| | 0.04 |
| | 0.01 |
| | 0.01 |
| | 0.01 |
| | 0.07 |
| | 0.06 |
|
Diluted income per common share - operating | | $ | 0.63 |
| | $ | 0.59 |
| | $ | 0.56 |
| | $ | 0.57 |
| | $ | 0.55 |
| | $ | 1.77 |
| | $ | 1.57 |
|
| | | | | | | | | | | | | | |
Book value per common share reconciliation | | | | | | | | | | | | | | |
Book value per common share (GAAP) | | $ | 20.16 |
| | $ | 19.65 |
| | $ | 18.93 |
| | $ | 18.24 |
| | $ | 17.56 |
| | $ | 20.16 |
| | $ | 17.56 |
|
Effect of goodwill and other intangibles | | (4.26 | ) | | (4.27 | ) | | (4.00 | ) | | (4.00 | ) | | (4.02 | ) | | (4.26 | ) | | (4.02 | ) |
Tangible book value per common share | | $ | 15.90 |
| | $ | 15.38 |
| | $ | 14.93 |
| | $ | 14.24 |
| | $ | 13.54 |
| | $ | 15.90 |
| | $ | 13.54 |
|
| | | | | | | | | | | | | | |
Return on tangible common equity reconciliation | | | | | | | | | | | | | | |
Return on common equity (GAAP) | | 12.16 | % | | 11.45 | % | | 11.85 | % | | 12.08 | % | | 11.96 | % | | 11.83 | % | | 11.43 | % |
Merger-related and other charges | | 0.51 |
| | 0.82 |
| | 0.15 |
| | 0.17 |
| | 0.13 |
| | 0.49 |
| | 0.50 |
|
Return on common equity - operating | | 12.67 |
| | 12.27 |
| | 12.00 |
| | 12.25 |
| | 12.09 |
| | 12.32 |
| | 11.93 |
|
Effect of goodwill and other intangibles | | 3.71 |
| | 3.61 |
| | 3.46 |
| | 3.63 |
| | 3.72 |
| | 3.60 |
| | 3.69 |
|
Return on tangible common equity - operating | | 16.38 | % | | 15.88 | % | | 15.46 | % | | 15.88 | % | | 15.81 | % | | 15.92 | % | | 15.62 | % |
| | | | | | | | | | | | | | |
Return on assets reconciliation | | | | | | | | | | | | | | |
Return on assets (GAAP) | | 1.51 | % | | 1.40 | % | | 1.44 | % | | 1.43 | % | | 1.41 | % | | 1.45 | % | | 1.32 | % |
Merger-related and other charges | | 0.07 |
| | 0.10 |
| | 0.01 |
| | 0.02 |
| | 0.01 |
| | 0.06 |
| | 0.06 |
|
Return on assets - operating | | 1.58 | % | | 1.50 | % | | 1.45 | % | | 1.45 | % | | 1.42 | % | | 1.51 | % | | 1.38 | % |
| | | | | | | | | | | | | | |
Efficiency ratio reconciliation | | | | | | | | | | | | | | |
Efficiency ratio (GAAP) | | 55.64 | % | | 57.28 | % | | 55.32 | % | | 56.73 | % | | 56.82 | % | | 56.09 | % | | 57.52 | % |
Merger-related and other charges | | (1.74 | ) | | (2.86 | ) | | (0.54 | ) | | (0.90 | ) | | (0.43 | ) | | (1.73 | ) | | (1.54 | ) |
Efficiency ratio - operating | | 53.90 | % | | 54.42 | % | | 54.78 | % | | 55.83 | % | | 56.39 | % | | 54.36 | % | | 55.98 | % |
| | | | | | | | | | | | | | |
Tangible common equity to tangible assets reconciliation | | | | | | | | | | | | | | |
Equity to total assets (GAAP) | | 12.53 | % | | 12.25 | % | | 12.06 | % | | 11.60 | % | | 11.30 | % | | 12.53 | % | | 11.30 | % |
Effect of goodwill and other intangibles | | (2.37 | ) | | (2.39 | ) | | (2.30 | ) | | (2.31 | ) | | (2.35 | ) | | (2.37 | ) | | (2.35 | ) |
Tangible common equity to tangible assets | | 10.16 | % | | 9.86 | % | | 9.76 | % | | 9.29 | % | | 8.95 | % | | 10.16 | % | | 8.95 | % |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
UNITED COMMUNITY BANKS, INC. | | | | | | | | | | | | |
Financial Highlights | | | | | | | | | | | | |
Loan Portfolio Composition at Period-End | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| 2019 | | 2018 | | Linked Quarter Change | | Year over Year Change |
(in millions) | Third Quarter | | Second Quarter | | First Quarter | | Fourth Quarter | | Third Quarter | | |
LOANS BY CATEGORY | | | | | | | | | | | | | |
Owner occupied commercial RE | $ | 1,692 |
| | $ | 1,658 |
| | $ | 1,620 |
| | $ | 1,648 |
| | $ | 1,673 |
| | $ | 34 |
| | $ | 19 |
|
Income producing commercial RE | 1,934 |
| | 1,939 |
| | 1,867 |
| | 1,812 |
| | 1,788 |
| | (5 | ) | | 146 |
|
Commercial & industrial | 1,271 |
| | 1,299 |
| | 1,284 |
| | 1,278 |
| | 1,194 |
| | (28 | ) | | 77 |
|
Commercial construction | 1,001 |
| | 983 |
| | 866 |
| | 796 |
| | 761 |
| | 18 |
| | 240 |
|
Equipment financing | 729 |
| | 674 |
| | 606 |
| | 565 |
| | 509 |
| | 55 |
| | 220 |
|
Total commercial | 6,627 |
| | 6,553 |
| | 6,243 |
| | 6,099 |
| | 5,925 |
| | 74 |
| | 702 |
|
Residential mortgage | 1,121 |
| | 1,108 |
| | 1,064 |
| | 1,049 |
| | 1,035 |
| | 13 |
| | 86 |
|
Home equity lines of credit | 669 |
| | 675 |
| | 684 |
| | 694 |
| | 702 |
| | (6 | ) | | (33 | ) |
Residential construction | 229 |
| | 219 |
| | 200 |
| | 211 |
| | 198 |
| | 10 |
| | 31 |
|
Consumer | 257 |
| | 283 |
| | 302 |
| | 330 |
| | 366 |
| | (26 | ) | | (109 | ) |
Total loans | $ | 8,903 |
| | $ | 8,838 |
| | $ | 8,493 |
| | $ | 8,383 |
| | $ | 8,226 |
| | $ | 65 |
| | $ | 677 |
|
| | | | | | | | | | | | | |
LOANS BY MARKET | | | | | | | | | | | | | |
North Georgia | $ | 1,002 |
| | $ | 1,002 |
| | $ | 970 |
| | $ | 981 |
| | $ | 992 |
| | — |
| | 10 |
|
Atlanta | 1,740 |
| | 1,745 |
| | 1,524 |
| | 1,507 |
| | 1,493 |
| | (5 | ) | | 247 |
|
North Carolina | 1,117 |
| | 1,084 |
| | 1,074 |
| | 1,072 |
| | 1,078 |
| | 33 |
| | 39 |
|
Coastal Georgia | 611 |
| | 604 |
| | 603 |
| | 588 |
| | 610 |
| | 7 |
| | 1 |
|
Gainesville | 246 |
| | 244 |
| | 243 |
| | 247 |
| | 235 |
| | 2 |
| | 11 |
|
East Tennessee | 435 |
| | 446 |
| | 458 |
| | 477 |
| | 460 |
| | (11 | ) | | (25 | ) |
South Carolina | 1,705 |
| | 1,674 |
| | 1,674 |
| | 1,645 |
| | 1,586 |
| | 31 |
| | 119 |
|
Commercial Banking Solutions | 1,916 |
| | 1,884 |
| | 1,766 |
| | 1,658 |
| | 1,530 |
| | 32 |
| | 386 |
|
Indirect auto | 131 |
| | 155 |
| | 181 |
| | 208 |
| | 242 |
| | (24 | ) | | (111 | ) |
Total loans | $ | 8,903 |
| | $ | 8,838 |
| | $ | 8,493 |
| | $ | 8,383 |
| | $ | 8,226 |
| | $ | 65 |
| | $ | 677 |
|
|
| | | | | | | | | | | | | | | | | | |
UNITED COMMUNITY BANKS, INC. | | | | | | | | | | | | |
Financial Highlights | | | | | | | | | | | | |
Credit Quality | | | | | | | | | | | | |
| | 2019 | | | | | | |
(in thousands) | | Third Quarter | | Second Quarter | | First Quarter | | | | | | |
NONACCRUAL LOANS | | | | | | | | | | | | |
Owner occupied RE | | $ | 8,430 |
| | $ | 8,177 |
| | $ | 7,030 |
| | | | | | |
Income producing RE | | 2,030 |
| | 1,331 |
| | 1,276 |
| | | | | | |
Commercial & industrial | | 2,625 |
| | 2,366 |
| | 1,666 |
| | | | | | |
Commercial construction | | 1,894 |
| | 1,650 |
| | 473 |
| | | | | | |
Equipment financing | | 1,974 |
| | 2,047 |
| | 1,813 |
| | | | | | |
Total commercial | | 16,953 |
| | 15,571 |
| | 12,258 |
| | | | | | |
Residential mortgage | | 9,475 |
| | 8,012 |
| | 8,281 |
| | | | | | |
Home equity lines of credit | | 3,065 |
| | 1,978 |
| | 2,233 |
| | | | | | |
Residential construction | | 597 |
| | 494 |
| | 347 |
| | | | | | |
Consumer | | 742 |
| | 542 |
| | 505 |
| | | | | | |
Total | | $ | 30,832 |
| | $ | 26,597 |
| | $ | 23,624 |
| | | | | | |
| | | | | | | | | | | | |
NONACCRUAL LOANS ACTIVITY | | | | | | | | | | | | |
Beginning Balance | | $ | 26,597 |
| | $ | 23,624 |
| | $ | 23,778 |
| | | | | | |
Loans placed on non-accrual | | 8,722 |
| | 8,316 |
| | 6,759 |
| | | | | | |
Payments received | | (2,107 | ) | | (3,212 | ) | | (3,520 | ) | | | | | | |
Loan charge-offs | | (2,278 | ) | | (2,131 | ) | | (2,714 | ) | | | | | | |
Foreclosures | | (102 | ) | | — |
| | (679 | ) | | | | | | |
Ending Balance | | $ | 30,832 |
| | $ | 26,597 |
| | $ | 23,624 |
| | | | | | |
|
| | | | | | | | | | | | | | | | | | | | | |
| | 2019 |
| | Third Quarter | | Second Quarter | | First Quarter |
(in thousands) | | Net Charge-Offs | | Net Charge-Offs to Average Loans (1) | | Net Charge-Offs | | Net Charge-Offs to Average Loans (1) | | Net Charge-Offs | | Net Charge-Offs to Average Loans (1) |
NET CHARGE-OFFS BY CATEGORY | | | | | | | | | | | | |
Owner occupied RE | | $ | (39 | ) | | (0.01 | )% | | $ | (58 | ) | | (0.01 | )% | | $ | (64 | ) | | (0.02 | )% |
Income producing RE | | 431 |
| | 0.09 |
| | 241 |
| | 0.05 |
| | 177 |
| | 0.04 |
|
Commercial & industrial | | 691 |
| | 0.21 |
| | 1,141 |
| | 0.35 |
| | 1,356 |
| | 0.43 |
|
Commercial construction | | (247 | ) | | (0.10 | ) | | (162 | ) | | (0.07 | ) | | (325 | ) | | (0.16 | ) |
Equipment financing | | 1,174 |
| | 0.67 |
| | 890 |
| | 0.56 |
| | 1,281 |
| | 0.89 |
|
Total commercial | | 2,010 |
| | 0.12 |
| | 2,052 |
| | 0.13 |
| | 2,425 |
| | 0.16 |
|
Residential mortgage | | 158 |
| | 0.06 |
| | (125 | ) | | (0.05 | ) | | 13 |
| | — |
|
Home equity lines of credit | | 83 |
| | 0.05 |
| | (111 | ) | | (0.07 | ) | | 215 |
| | 0.13 |
|
Residential construction | | (5 | ) | | (0.01 | ) | | 199 |
| | 0.38 |
| | (22 | ) | | (0.04 | ) |
Consumer | | 477 |
| | 0.70 |
| | 423 |
| | 0.58 |
| | 499 |
| | 0.64 |
|
Total | | $ | 2,723 |
| | 0.12 |
| | $ | 2,438 |
| | 0.11 |
| | $ | 3,130 |
| | 0.15 |
|
| | | | | | | | | | | | |
(1) Annualized. | | | | | | | | | | | | |
UNITED COMMUNITY BANKS, INC. Consolidated Balance Sheets (Unaudited) |
| | | | | | | | |
(in thousands, except share and per share data) | | September 30, 2019 | | December 31, 2018 |
ASSETS | | | | |
Cash and due from banks | | $ | 108,389 |
| | $ | 126,083 |
|
Interest-bearing deposits in banks (includes restricted cash of $5,326 and $6,702) | | 252,670 |
| | 201,182 |
|
Cash and cash equivalents | | 361,059 |
| | 327,265 |
|
Debt securities available for sale | | 2,272,046 |
| | 2,628,467 |
|
Debt securities held to maturity (fair value $248,546 and $268,803) | | 243,028 |
| | 274,407 |
|
Loans held for sale at fair value | | 54,625 |
| | 18,935 |
|
Loans and leases, net of unearned income | | 8,903,266 |
| | 8,383,401 |
|
Less allowance for loan and lease losses | | (62,514 | ) | | (61,203 | ) |
Loans and leases, net | | 8,840,752 |
| | 8,322,198 |
|
Premises and equipment, net | | 215,435 |
| | 206,140 |
|
Bank owned life insurance | | 201,955 |
| | 192,616 |
|
Accrued interest receivable | | 33,233 |
| | 35,413 |
|
Net deferred tax asset | | 34,591 |
| | 64,224 |
|
Derivative financial instruments | | 43,755 |
| | 24,705 |
|
Goodwill and other intangible assets | | 343,340 |
| | 324,072 |
|
Other assets | | 165,667 |
| | 154,750 |
|
Total assets | | $ | 12,809,486 |
| | $ | 12,573,192 |
|
LIABILITIES AND SHAREHOLDERS' EQUITY | | | | |
Liabilities: | | | | |
Deposits: | | | | |
Noninterest-bearing demand | | $ | 3,527,815 |
| | $ | 3,210,220 |
|
NOW and interest-bearing demand | | 2,210,352 |
| | 2,369,631 |
|
Money market | | 2,206,496 |
| | 2,002,670 |
|
Savings | | 699,131 |
| | 669,886 |
|
Time | | 1,890,431 |
| | 1,598,391 |
|
Brokered | | 222,292 |
| | 683,715 |
|
Total deposits | | 10,756,517 |
| | 10,534,513 |
|
Federal Home Loan Bank advances | | 40,000 |
| | 160,000 |
|
Long-term debt | | 240,245 |
| | 267,189 |
|
Derivative financial instruments | | 16,244 |
| | 26,433 |
|
Accrued expenses and other liabilities | | 151,055 |
| | 127,503 |
|
Total liabilities | | 11,204,061 |
| | 11,115,638 |
|
Shareholders' equity: | | | | |
Common stock, $1 par value; 150,000,000 shares authorized; 78,974,199 and 79,234,077 shares issued and outstanding | | 78,974 |
| | 79,234 |
|
Common stock issuable; 660,581 and 674,499 shares | | 11,327 |
| | 10,744 |
|
Capital surplus | | 1,495,267 |
| | 1,499,584 |
|
Retained earnings (accumulated deficit) | | 5,594 |
| | (90,419 | ) |
Accumulated other comprehensive income (loss) | | 14,263 |
| | (41,589 | ) |
Total shareholders' equity | | 1,605,425 |
| | 1,457,554 |
|
Total liabilities and shareholders' equity | | $ | 12,809,486 |
| | $ | 12,573,192 |
|
UNITED COMMUNITY BANKS, INC. Consolidated Statements of Income (Unaudited) |
| | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | Nine Months Ended September 30, |
(in thousands, except per share data) | | 2019 | | 2018 | | 2019 | | 2018 |
Interest revenue: | | | | | | | | |
Loans, including fees | | $ | 122,645 |
| | $ | 108,335 |
| | $ | 357,575 |
| | $ | 308,296 |
|
Investment securities, including tax exempt of $1,118 and $1,052, and $3,409 and $3,049 | | 17,744 |
| | 19,899 |
| | 57,638 |
| | 56,448 |
|
Deposits in banks and short-term investments | | 226 |
| | 487 |
| | 1,074 |
| | 1,482 |
|
Total interest revenue | | 140,615 |
| | 128,721 |
| | 416,287 |
| | 366,226 |
|
| | | | | | | | |
Interest expense: | | | | | | | | |
Deposits: | | | | | | | | |
NOW and interest-bearing demand | | 3,214 |
| | 1,985 |
| | 10,283 |
| | 4,483 |
|
Money market | | 5,126 |
| | 3,177 |
| | 14,100 |
| | 7,853 |
|
Savings | | 41 |
| | 33 |
| | 115 |
| | 117 |
|
Time | | 8,732 |
| | 5,746 |
| | 25,687 |
| | 12,900 |
|
Total deposit interest expense | | 17,113 |
| | 10,941 |
| | 50,185 |
| | 25,353 |
|
Short-term borrowings | | 429 |
| | 274 |
| | 838 |
| | 772 |
|
Federal Home Loan Bank advances | | 521 |
| | 1,791 |
| | 2,695 |
| | 5,551 |
|
Long-term debt | | 3,214 |
| | 3,605 |
| | 9,813 |
| | 10,679 |
|
Total interest expense | | 21,277 |
| | 16,611 |
| | 63,531 |
| | 42,355 |
|
Net interest revenue | | 119,338 |
| | 112,110 |
| | 352,756 |
| | 323,871 |
|
Provision for credit losses | | 3,100 |
| | 1,800 |
| | 9,650 |
| | 7,400 |
|
Net interest revenue after provision for credit losses | | 116,238 |
| | 110,310 |
| | 343,106 |
| | 316,471 |
|
| | | | | | | | |
Noninterest income: | | | | | | | | |
Service charges and fees | | 9,916 |
| | 9,112 |
| | 27,429 |
| | 26,831 |
|
Mortgage loan and other related fees | | 8,658 |
| | 5,262 |
| | 17,750 |
| | 15,928 |
|
Brokerage fees | | 1,699 |
| | 1,525 |
| | 4,624 |
| | 3,598 |
|
Gains from sales of SBA/USDA loans | | 1,639 |
| | 2,605 |
| | 4,412 |
| | 6,784 |
|
Securities gains (losses), net | | — |
| | 2 |
| | (118 | ) | | (1,302 | ) |
Other | | 7,119 |
| | 5,674 |
| | 20,433 |
| | 18,077 |
|
Total noninterest income | | 29,031 |
| | 24,180 |
| | 74,530 |
| | 69,916 |
|
Total revenue | | 145,269 |
| | 134,490 |
| | 417,636 |
| | 386,387 |
|
| | | | | | | | |
Noninterest expenses: | | | | | | | | |
Salaries and employee benefits | | 50,501 |
| | 47,146 |
| | 146,161 |
| | 135,384 |
|
Communications and equipment | | 6,223 |
| | 5,590 |
| | 18,233 |
| | 15,071 |
|
Occupancy | | 5,921 |
| | 5,779 |
| | 17,424 |
| | 16,939 |
|
Advertising and public relations | | 1,374 |
| | 1,442 |
| | 4,256 |
| | 4,341 |
|
Postage, printing and supplies | | 1,618 |
| | 1,574 |
| | 4,733 |
| | 4,896 |
|
Professional fees | | 4,715 |
| | 3,927 |
| | 11,930 |
| | 11,435 |
|
FDIC assessments and other regulatory charges | | 314 |
| | 2,228 |
| | 3,571 |
| | 6,677 |
|
Amortization of intangibles | | 1,210 |
| | 1,681 |
| | 3,845 |
| | 5,426 |
|
Merger-related and other charges | | 2,541 |
| | 115 |
| | 6,981 |
| | 4,449 |
|
Other | | 8,507 |
| | 8,236 |
| | 23,687 |
| | 23,425 |
|
Total noninterest expenses | | 82,924 |
| | 77,718 |
| | 240,821 |
| | 228,043 |
|
Net income before income taxes | | 62,345 |
| | 56,772 |
| | 176,815 |
| | 158,344 |
|
Income tax expense | | 13,983 |
| | 13,090 |
| | 40,106 |
| | 37,370 |
|
Net income | | $ | 48,362 |
| | $ | 43,682 |
| | $ | 136,709 |
| | $ | 120,974 |
|
| | | | | | | | |
Net income available to common shareholders | | $ | 48,011 |
| | $ | 43,381 |
| | $ | 135,727 |
| | $ | 120,124 |
|
| | | | | | | | |
Net income per common share: | | | | | | | | |
Basic | | $ | 0.60 |
| | $ | 0.54 |
| | $ | 1.70 |
| | $ | 1.51 |
|
Diluted | | 0.60 |
| | 0.54 |
| | 1.70 |
| | 1.51 |
|
Weighted average common shares outstanding: | | | | | | | | |
Basic | | 79,663 |
| | 79,806 |
| | 79,714 |
| | 79,588 |
|
Diluted | | 79,667 |
| | 79,818 |
| | 79,718 |
| | 79,598 |
|
|
|
Average Consolidated Balance Sheets and Net Interest Analysis |
For the Three Months Ended September 30, |
|
| | | | | | | | | | | | | | | | | | | | | | |
| | 2019 | | 2018 |
(dollars in thousands, fully taxable equivalent (FTE)) | | Average Balance | | Interest | | Average Rate | | Average Balance | | Interest | | Average Rate |
Assets: | | | | | | | | | | | | |
Interest-earning assets: | | | | | | | | | | | | |
Loans, net of unearned income (FTE) (1)(2) | | $ | 8,835,585 |
| | $ | 122,526 |
| | 5.50 | % | | $ | 8,199,856 |
| | $ | 108,197 |
| | 5.23 | % |
Taxable securities (3) | | 2,379,927 |
| | 16,626 |
| | 2.79 |
| | 2,763,461 |
| | 18,847 |
| | 2.73 |
|
Tax-exempt securities (FTE) (1)(3) | | 170,027 |
| | 1,502 |
| | 3.53 |
| | 152,939 |
| | 1,417 |
| | 3.71 |
|
Federal funds sold and other interest-earning assets | | 182,935 |
| | 616 |
| | 1.35 |
| | 203,707 |
| | 751 |
| | 1.47 |
|
Total interest-earning assets (FTE) | | 11,568,474 |
| | 141,270 |
| | 4.85 |
| | 11,319,963 |
| | 129,212 |
| | 4.53 |
|
| | | | | | | | | | | | |
Noninterest-earning assets: | | | | | | | | | | | | |
Allowance for loan losses | | (63,474 | ) | | | | | | (62,322 | ) | | | | |
Cash and due from banks | | 116,922 |
| | | | | | 123,290 |
| | | | |
Premises and equipment | | 221,930 |
| | | | | | 216,775 |
| | | | |
Other assets (3) | | 836,951 |
| | | | | | 703,915 |
| | | | |
Total assets | | $ | 12,680,803 |
| | | | | | $ | 12,301,621 |
| | | | |
| | | | | | | | | | | | |
Liabilities and Shareholders' Equity: | | | | | | | | | | | | |
Interest-bearing liabilities: | | | | | | | | | | | | |
Interest-bearing deposits: | | | | | | | | | | | | |
NOW and interest-bearing demand | | $ | 2,123,910 |
| | 3,214 |
| | 0.60 |
| | $ | 1,963,312 |
| | 1,985 |
| | 0.40 |
|
Money market | | 2,277,162 |
| | 5,126 |
| | 0.89 |
| | 2,078,116 |
| | 3,177 |
| | 0.61 |
|
Savings | | 695,297 |
| | 41 |
| | 0.02 |
| | 680,640 |
| | 33 |
| | 0.02 |
|
Time | | 1,879,801 |
| | 8,053 |
| | 1.70 |
| | 1,545,020 |
| | 3,351 |
| | 0.86 |
|
Brokered time deposits | | 102,078 |
| | 679 |
| | 2.64 |
| | 434,182 |
| | 2,395 |
| | 2.19 |
|
Total interest-bearing deposits | | 7,078,248 |
| | 17,113 |
| | 0.96 |
| | 6,701,270 |
| | 10,941 |
| | 0.65 |
|
Federal funds purchased and other borrowings | | 73,733 |
| | 429 |
| | 2.31 |
| | 50,767 |
| | 274 |
| | 2.14 |
|
Federal Home Loan Bank advances | | 88,261 |
| | 521 |
| | 2.34 |
| | 331,413 |
| | 1,791 |
| | 2.14 |
|
Long-term debt | | 243,935 |
| | 3,214 |
| | 5.23 |
| | 296,366 |
| | 3,605 |
| | 4.83 |
|
Total borrowed funds | | 405,929 |
| | 4,164 |
| | 4.07 |
| | 678,546 |
| | 5,670 |
| | 3.32 |
|
Total interest-bearing liabilities | | 7,484,177 |
| | 21,277 |
| | 1.13 |
| | 7,379,816 |
| | 16,611 |
| | 0.89 |
|
| | | | | | | | | | | | |
Noninterest-bearing liabilities: | | | | | | | | | | | | |
Noninterest-bearing deposits | | 3,453,174 |
| | | | | | 3,249,218 |
| | | | |
Other liabilities | | 155,107 |
| | | | | | 278,764 |
| | | | |
Total liabilities | | 11,092,458 |
| | | | | | 10,907,798 |
| | | | |
Shareholders' equity | | 1,588,345 |
| | | | | | 1,393,823 |
| | | | |
Total liabilities and shareholders' equity | | $ | 12,680,803 |
| | | | | | $ | 12,301,621 |
| | | | |
| | | | | | | | | | | | |
Net interest revenue (FTE) | | | | $ | 119,993 |
| | | | | | $ | 112,601 |
| | |
Net interest-rate spread (FTE) | | | | | | 3.72 | % | | | | | | 3.64 | % |
Net interest margin (FTE) (4) | | | | | | 4.12 | % | | | | | | 3.95 | % |
| |
(1) | Interest revenue on tax-exempt securities and loans has been increased to reflect comparable interest on taxable securities and loans. The rate used was 26%, reflecting the statutory federal income tax rate and the federal tax adjusted state income tax rate. |
| |
(2) | Included in the average balance of loans outstanding are loans on which the accrual of interest has been discontinued and loans that are held for sale. |
| |
(3) | Securities available for sale are shown at amortized cost. Pretax unrealized gains of $35.1 million in 2019 and unrealized losses of $49.9 million in 2018 are included in other assets for purposes of this presentation. |
| |
(4) | Net interest margin is taxable equivalent net interest revenue divided by average interest-earning assets. |
|
|
Average Consolidated Balance Sheets and Net Interest Analysis |
For the Nine Months Ended September 30, |
|
| | | | | | | | | | | | | | | | | | | | | | |
| | 2019 | | 2018 |
(dollars in thousands, fully taxable equivalent (FTE)) | | Average Balance | | Interest | | Average Rate | | Average Balance | | Interest | | Average Rate |
Assets: | | |
| | |
| | |
| | |
| | |
| | |
|
Interest-earning assets: | | |
| | |
| | |
| | |
| | |
| | |
|
Loans, net of unearned income (FTE) (1)(2) | | $ | 8,646,622 |
| | $ | 357,541 |
| | 5.53 | % | | $ | 8,124,269 |
| | $ | 307,981 |
| | 5.07 | % |
Taxable securities (3) | | 2,532,070 |
| | 54,229 |
| | 2.86 |
| | 2,712,900 |
| | 53,399 |
| | 2.62 |
|
Tax-exempt securities (FTE) (1)(3) | | 168,787 |
| | 4,579 |
| | 3.62 |
| | 150,014 |
| | 4,106 |
| | 3.65 |
|
Federal funds sold and other interest-earning assets | | 186,402 |
| | 1,913 |
| | 1.37 |
| | 209,836 |
| | 2,123 |
| | 1.35 |
|
Total interest-earning assets (FTE) | | 11,533,881 |
| | 418,262 |
| | 4.85 |
| | 11,197,019 |
| | 367,609 |
| | 4.39 |
|
| | | | | | | | | | | | |
Non-interest-earning assets: | | | | | | | | | | | | |
Allowance for loan losses | | (62,664 | ) | | | | | | (61,259 | ) | | | | |
Cash and due from banks | | 121,889 |
| | | | | | 138,809 |
| | | | |
Premises and equipment | | 220,872 |
| | | | | | 217,339 |
| | | | |
Other assets (3) | | 785,862 |
| | | | | | 717,555 |
| | | | |
Total assets | | $ | 12,599,840 |
| | | | | | $ | 12,209,463 |
| | | | |
| | | | | | | | | | | | |
Liabilities and Shareholders' Equity: | | | | | | | | | | | | |
Interest-bearing liabilities: | | | | | | | | | | | | |
Interest-bearing deposits: | | | | | | | | | | | | |
NOW and interest-bearing demand | | $ | 2,199,607 |
| | 10,283 |
| | 0.63 |
| | $ | 2,098,734 |
| | 4,483 |
| | 0.29 |
|
Money market | | 2,187,822 |
| | 14,100 |
| | 0.86 |
| | 2,113,972 |
| | 7,853 |
| | 0.50 |
|
Savings | | 685,167 |
| | 115 |
| | 0.02 |
| | 671,883 |
| | 117 |
| | 0.02 |
|
Time | | 1,761,374 |
| | 20,338 |
| | 1.54 |
| | 1,534,823 |
| | 8,288 |
| | 0.72 |
|
Brokered time deposits | | 292,835 |
| | 5,349 |
| | 2.44 |
| | 298,653 |
| | 4,612 |
| | 2.06 |
|
Total interest-bearing deposits | | 7,126,805 |
| | 50,185 |
| | 0.94 |
| | 6,718,065 |
| | 25,353 |
| | 0.50 |
|
Federal funds purchased and other borrowings | | 44,898 |
| | 838 |
| | 2.50 |
| | 58,144 |
| | 772 |
| | 1.78 |
|
Federal Home Loan Bank advances | | 142,876 |
| | 2,695 |
| | 2.52 |
| | 392,227 |
| | 5,551 |
| | 1.89 |
|
Long-term debt | | 252,686 |
| | 9,813 |
| | 5.19 |
| | 295,966 |
| | 10,679 |
| | 4.82 |
|
Total borrowed funds | | 440,460 |
| | 13,346 |
| | 4.05 |
| | 746,337 |
| | 17,002 |
| | 3.05 |
|
Total interest-bearing liabilities | | 7,567,265 |
| | 63,531 |
| | 1.12 |
| | 7,464,402 |
| | 42,355 |
| | 0.76 |
|
| | | | | | | | | | | | |
Noninterest-bearing liabilities: | | | | | | | | | | | | |
Noninterest-bearing deposits | | 3,335,450 |
| | | | | | 3,178,387 |
| | | | |
Other liabilities | | 164,350 |
| | | | | | 199,848 |
| | | | |
Total liabilities | | 11,067,065 |
| | | | | | 10,842,637 |
| | | | |
Shareholders' equity | | 1,532,775 |
| | | | | | 1,366,826 |
| | | | |
Total liabilities and shareholders' equity | | $ | 12,599,840 |
| | | | | | $ | 12,209,463 |
| | | | |
| | | | | | | | | | | | |
Net interest revenue (FTE) | | | | $ | 354,731 |
| | | | | | $ | 325,254 |
| | |
Net interest-rate spread (FTE) | | | | | | 3.73 | % | | | | | | 3.63 | % |
Net interest margin (FTE) (4) | | | | | | 4.11 | % | | | | | | 3.88 | % |
| |
(1) | Interest revenue on tax-exempt securities and loans has been increased to reflect comparable interest on taxable securities and loans. The rate used was 26%, reflecting the statutory federal income tax rate and the federal tax adjusted state income tax rate. |
| |
(2) | Included in the average balance of loans outstanding are loans on which the accrual of interest has been discontinued and loans that are held for sale. |
| |
(3) | Securities available for sale are shown at amortized cost. Pretax unrealized gains of $4.94 million in 2019 and unrealized losses of $40.4 million in 2018 are included in other assets for purposes of this presentation. |
| |
(4) | Net interest margin is taxable equivalent net-interest revenue divided by average interest-earning assets. |
About United Community Banks, Inc.
United Community Banks, Inc. (NASDAQ: UCBI) is a bank holding company headquartered in Blairsville, Georgia, with executive offices in Greenville, South Carolina. United is one of the southeast region’s largest full-service financial institutions with $12.8 billion in assets, and 147 offices in Georgia, North Carolina, South Carolina and Tennessee. It operates principally through United Community Bank, its bank subsidiary, which specializes in personalized community banking services for individuals, small businesses and companies. Services include a full range of consumer and commercial banking products, including mortgage, advisory, and treasury management. Respected national research firms consistently recognize United Community Bank for outstanding customer service. For five of the past six years, J.D. Power has ranked United Community Bank first in customer satisfaction in the Southeast. In 2019, for the sixth consecutive year, Forbes magazine included United on its list of the 100 Best Banks in America, and for the first time included United on its list of The World’s Best Banks. Additional information about UCBI and the Bank can be found at www.ucbi.com.
Non-GAAP Financial Measures
This press release, including the accompanying financial statement tables, contains financial information determined by methods other than in accordance with generally accepted accounting principles, or GAAP. This financial information includes certain operating performance measures, which exclude merger-related and other charges that are not considered part of recurring operations, such as “operating net income,” “operating net income per diluted common share,” “operating earnings per share,” “tangible book value per common share,” “operating return on common equity,” “operating return on tangible common equity,” “operating return on assets,” “operating efficiency ratio,” and “tangible common equity to tangible assets.” These non-GAAP measures are included because United believes they may provide useful supplemental information for evaluating United’s underlying performance trends. These measures should be viewed in addition to, and not as an alternative to or substitute for, measures determined in accordance with GAAP, and are not necessarily comparable to non-GAAP measures that may be presented by other companies. To the extent applicable, reconciliations of these non-GAAP measures to the most directly comparable measures as reported in accordance with GAAP are included with the accompanying financial statement tables.
# # #
a3q19irpresentation
3Q INVESTOR PRESENTATION October 22, 2019 Member FDIC. © 2019 United Community Bank
Disclosures CAUTIONARY STATEMENT This Investor Presentation contains forward-looking statements, as defined by federal securities laws, including statements about United Community Banks, Inc. (“United”) and its financial outlook and business environment. These statements are based on current expectations and are provided to assist in the understanding of our operations and future financial performance. Our operations and such performance involves risks and uncertainties that may cause actual results to differ materially from those expressed or implied in any such statements. For a discussion of some of the risks and other factors that may cause such forward- looking statements to differ materially from actual results, please refer to United’s filings with the Securities and Exchange Commission, including its 2018 Annual Report on Form 10-K under the section entitled “Forward-Looking Statements.” Forward- looking statements speak only as of the date they are made, and we undertake no obligation to update or revise forward-looking statements. NON-GAAP MEASURES This Investor Presentation includes financial information determined by methods other than in accordance with generally accepted accounting principles (“GAAP”). This financial information includes certain operating performance measures, which exclude merger-related and other charges that are not considered part of recurring operations. Such measures include: “Earnings per share – operating,” “Diluted earnings per share – operating,” “Tangible book value per share,” “Return on common equity – operating,” “Return on tangible common equity – operating,” “Return on assets – operating,” “Efficiency ratio – operating,” “Expenses – operating,” and “Tangible common equity to tangible assets.” Management has included these non-GAAP measures because it believes these measures may provide useful supplemental information for evaluating United’s underlying performance trends. Further, management uses these measures in managing and evaluating United’s business and intends to refer to them in discussions about our operations and performance. Operating performance measures should be viewed in addition to, and not as an alternative to or substitute for, measures determined in accordance with GAAP, and are not necessarily comparable to non-GAAP measures that may be presented by other companies. To the extent applicable, reconciliations of these non-GAAP measures to the most directly comparable GAAP measures can be found in the ‘Non-GAAP Reconciliation Tables’ included in the exhibits to this Presentation. 2
United Community Banks, Inc. $12.8 $8.9 Committed to Service Since 1950 Billion in Assets Billion in Total Loans $2.3 $10.8 Billion in Total Deposits Billion Market Cap 180% Price / TBV 1.58% Return on average assets - 12.6x operating Price / EPS (2020E) Full Service Branch Network Extended Navitas and SBA Markets 55.64% 12.4% Efficiency ratio - GAAP Metro-focused branch network with Offered in 48 states across the CET1 locations in the fastest growing MSAs in continental U.S. the Southeast Our SBA business has $80.2 million in 53.90% Top 10 market share in GA and SC 2019 originations and includes both an Efficiency ratio – operating(1) 142 branch locations, 5 loan production in-footprint business and a national offices, and 5 mortgage loan offices business with 11 specific verticals across GA, NC, SC and TN Our Navitas subsidiary lends on essential use commercial equipment and makes up 8.2% of loans 0.63% 0.24% Cost of Deposits One of the lowest cost of NPAs / Assets deposit bases in the Market data as of October 17, 2019 (1) See non-GAAP reconciliation table slides at the end of the exhibits for a reconciliation of Southeast operating performance measures to GAAP performance measures 3
United’s Priorities Service People Performance Best-in-Class A great place to Sustainable top- customer work for great quartile ROA service across people all channels Return on assets – operating of 1.58% in 3Q19, up 8 basis points from 2Q19 4
Attractive Markets – United Deposits RALEIGH $0.5 bn KNOXVILLE $0.5 bn GREENVILLE / SPARTANBURG $1.0 bn CHARLESTON / MYRTLE BEACH $0.5 bn ATLANTA $2.9 bn Density of United Branch Locations Source: S&P Global Market Intelligence 5 United deposits as of 6/30/2019
Profitability Above Peers Return on Assets - GAAP Return on Equity - GAAP 1.50% 12.50% 1.45% 1.45% 12.00% 11.83% 1.40% 11.50% 1.35% 1.31% 11.00% 1.30% 10.50% 10.13% 1.25% 10.00% 1.20% 9.50% 1.15% 9.00% 1.10% 8.50% 1.05% 8.00% 1.00% 2019 YTD 2019 YTD UCBI KRX Peers UCBI KRX Peers Achieved top quartile ROA target in 2019 Note: Peer comparison banks comprise the KBW Regional Bank Index (ticker: KRX) Source: S&P Global Market Intelligence 6 United results as of 3Q19; KRX results as of 2Q19
12.16% Return on common equity - $0.60 GAAP Earnings per share - 16.38% 3Q19 Highlights GAAP Return on tangible common equity - operating Earnings Per Share Return on Assets $0.63 1.58% 15% $0.59 $0.60 $0.63 $0.54 $0.55 $0.55 1.51% Earnings per share - YOY growth in 1.50% operating, up 15% YOY Book value per share 1.42% 1.41% 1.40% 3Q18 2Q19 3Q19 3Q18 2Q19 3Q19 GAAP Operating (1) GAAP Operating (1) 1.51% 17% YOY growth in Tangible Return on assets - GAAP book value per share Book Value Per Share Dividends Per Share $19.65 $20.16 $0.58 $17.56 $0.50 $15.38 $15.90 $0.38 Annualized 3Q EOP $13.54 1.58% loan growth of Return on assets - operating 4%, excluding indirect auto runoff of $24mm 3Q18 2Q19 3Q19 2017 2018 YTD 2019 GAAP Operating (1) Dividends per share $0.17 Core transaction deposit growth of Quarterly Dividend, $105 mm up 13% YOY in 3Q (1) See non-GAAP reconciliation table slides at the end of the exhibits for a 7 reconciliation of operating performance measures to GAAP performance
Net Interest Revenue / Margin(1) $ in millions $119.3 $117.7 $112.1 Net interest revenue increased $1.6 mm (1%) vs. 2Q19 and $7.2 mm (6%) vs. 3Q18 Net interest margin flat quarter-over-quarter and up 17 bps YoY Benefited from organic loan growth, strong low cost deposit growth and a continued shift towards loans from securities Accretable yield contributed $4.2 mm or 15 bps to 3Q19 NIM vs. 12 bps in 2Q19, which partially offset the impact of rate cuts 3.95% 4.12% 4.12% 3Q18 2Q19 3Q19 Net Interest Revenue Net Interest Margin (1) (1) Net interest margin is calculated on a fully-taxable equivalent basis 8
Valuable Deposit Mix 3Q19 Total Deposits $10.8 billion Time 18% 33% of deposits are Demand Deposits DDA 33% UCBI cost of deposits down 2 bps to 0.63% in 3Q19 Savings 6% UCBI cost of deposits significantly lower than KRX peer levels (0.65% in 2Q19 vs. KRX peers at 0.86%) 22% MMDA 21% NOW Note: Peer comparison banks comprise the KBW Regional Bank Index (ticker: KRX) 9 Source: S&P Global Market Intelligence
Strong Core Transaction Deposit Growth $ in billions $7.503 $7.398 EOP transaction accounts increased $105 mm in 3Q19 to $7.5 bn and increased $547 mm YTD $7.091 Money market deposits up $79 mm from 2Q19, which drove the majority of 3Q19 core transaction growth Transaction accounts increased 10% annualized YTD First Madison closed on May 1st and added $138 mm in core transaction deposits in 2Q19 1Q19 2Q19 3Q19 Note: Transaction accounts include demand deposits, NOW, money market and savings accounts 10
Loans 3Q19 Total Loans $8.9 billion Residential Construction Annualized linked-quarter loan growth was Home Equity $65 mm, or 3% 2% 8% Excluding the impact of planned indirect auto Residential runoff and the addition of First Madison, YTD Mortgage loan growth was 7% annualized 13% (1) C&I 41% Diversified portfolio, weighted towards C&I Other 3% Consumer Well within regulatory guidance on construction and CRE levels The 100%/300% ratios stand at 87% and 211% of Tier 1 risk-based capital, respectively 22% CRE 11% Commercial Construction (1) C&I includes commercial and industrial loans, owner-occupied CRE loans and equipment finance loans 11
Noninterest Income $ in millions $29.0 Linked Quarter $1.6 Fees up $4.5 mm $24.2 $24.5 Mortgage fees up $3.3 mm driven mainly by record production ($508 mm in 3Q19 rate locks vs. $390 mm in $1.5 $2.6 $8.7 2Q19) SBA fees up $0.17 mm from 2Q19 to $1.6 mm from 2Q19 $5.3 $5.3 Year-over-Year $1.7 $1.6 Fees up $4.9 mm $1.5 Rate locks up 71% compared to last year ($508 mm in $7.1 3Q19 vs. $298 mm in 3Q18) $7.1 3Q19 SBA loan sales of $21.0 mm, down 42% from $36.0 $5.7 mm in 3Q18 due to strategic change to hold more production $9.1 $9.0 $9.9 3Q18 2Q19 3Q19 Service Charges Other Brokerage Mortgage SBA 12
Expense Discipline $ in millions $82.9 $81.8 $80.3 Linked Quarter $77.7 $77.1 $77.7 GAAP and operating expenses increased 1% and 3%, respectively Revenue driven brokerage and mortgage commissions drove the majority of the increase in salary and benefits expense compared to last quarter 57.3% First Madison operating expenses added $1.1 mm in 3Q19 Operating efficiency ratio improved 52 bps to 53.9% 56.8% Year-over-Year 55.6% 56.4% Market expansions and acquisitions drove GAAP and operating expenses higher by 7% and 4%, respectively Continued cost control efforts help drive operating efficiency 54.4% ratio improvement of 249 bps 53.9% 3Q18 2Q19 3Q19 Expenses Efficiency Ratio GAAP GAAP (1) Operating (1) Operating (1) See non-GAAP reconciliation table slides at the end of the exhibits for a reconciliation of operating performance 13 measures to GAAP performance measures
Credit Quality Provision for Credit Losses Net Charge-Offs as % $ in millions of Average Loans $3.25 $3.10 0.12% 0.11% $1.80 0.07% 3Q18 2Q19 3Q19 3Q18 2Q19 3Q19 Allowance for Loan Losses Non-Performing Assets as % of Total Assets 0.74% 0.70% 0.70% 0.24% 0.21% 0.19% 3Q18 2Q19 3Q19 3Q18 2Q19 3Q19 14
Capital Ratios Holding Company 3Q18 2Q19 3Q19 Common Equity Tier 1 Capital 12.0 % 12.1 % 12.4 % Tier 1 Risk-Based Capital 12.3 12.4 12.7 Total Risk-Based Capital 14.2 14.2 14.5 Leverage 9.5 10.0 10.2 Tangible Common Equity to 8.9 9.9 10.2 Tangible Assets All regulatory capital ratios significantly above “well-capitalized” Quarterly dividend of $0.17 per share (up 13% YoY) Repurchased a total of 195,443 shares outstanding in 3Q19 at an average price of $26.51 for a total of $5.2 mm; $37 mm remaining on current share repurchase authorization *3Q19 Capital Ratios are preliminary 15
Key Strengths Culture and business model that attracts both bankers and potential acquisition partners Positioned well in many of the South's fastest-growing markets Superior customer service helps drive strong core deposit growth Well-developed credit model that drives consistent performance through cycles Liquid balance sheet and strong capital offer flexibility in changing rate environments 16
3Q INVESTOR PRESENTATION Exhibits Member FDIC. © 2019 United Community Bank
Who We Are Full-Service Regional Bank with a Strong Culture Rooted in Sound Credit Underwriting & Growth Cultural Pillars Customer Service Is at Our Foundation Underwriting conservatism and portfolio diversification High-Quality Top quartile credit quality performance Balance Prudent capital, liquidity and interest-rate risk management Sheet Focused on improving return to shareholders with increasing ROTCE and dividend growth Managing a steady margin with minimal accretion income Fee revenue expansion through focused growth initiatives Continued operating expense discipline while investing in Profitability growth opportunities Executing on M&A cost savings High-quality, low-cost core deposit base Addition of Commercial Banking Solutions platforms (middle- market banking, SBA lending, senior care, income-property lending, asset-based lending, builder finance, renewable energy, equipment finance) and actively pursuing additional lending platforms Growth Entered into and continue to target new markets with team lift-outs Continuous emphasis on and enhancement of Mortgage product offerings to drive loan and revenue growth Acquisitions that fit our footprint and culture and deliver 18 desired financial returns
AWARDS & RECOGNITION 19
Who We Are Focused on High-Growth MSAs in Southeast 2024 (2) 2019-2024 Strong Demographic Profile Projected Fastest Growing Projected 2019 Median Southeast MSAs (1) Population Population Household ’19 – ’24 Projected Population Growth Growth Income 1. Myrtle Beach, SC 9.66% 485,770 $55,203 5.2% 3.6% 2. Cape Coral, FL 8.46% 757,170 $62,988 3. Orlando, FL 8.13% 2,589,416 $65,275 UCBI US 4. Charleston, SC 8.11% 799,117 $70,920 ’19 – ’24 Projected Household Income Growth 5. Raleigh, NC 8.02% 1,366,959 $85,734 6. Naples, FL 7.86% 381,728 $73,715 10.8% 7. Lakeland, FL 7.55% 705,037 $54,996 8.8% 8. North Port, FL 7.53% 825,378 $66,059 UCBI US 9. Charlotte, NC 7.29% 2,591,118 $73,487 10. Jacksonville, FL 6.92% 1,549,094 $67,247 Median Household Income 17. Atlanta, GA 6.52% 6,017,552 $77,092 $63,174 $57,412 19. Greenville, SC 6.18% 912,621 $62,654 20. Savannah, GA 6.15% 395,004 $68,589 23. Spartanburg, SC 5.93% 340,535 $55,507 UCBI US UCBI MSA Presence (Branch and or LPO) Source: S&P Global Market Intelligence 20 (1) Includes MSAs with a population of greater than 300,000 (2) Weighted by State deposits
Commercial RE Diversification – 9/30/2019 Commercial Real Estate - Income Producing % Outstanding Total Outstanding $1.9 billion Other 15% Office Buildings 22% Multi-Residential Properties 7% 9% Warehouse 17% Retail Buildings 10% Hotels/Motels 10% 10% Assisted Living/Nursing Investor Home/Rehab Centers Outstanding Average Loan Size Residential (in thousands ) Commercial Construction $466 Commercial RE: Composite CRE 452 Owner-Occupied 370 Income-Producing 562 21
Strong Credit Culture 2. Add Significant Talent CEO with deep knowledge and 1. Process Change experience in credit In 2014, centralized and 2015 Rob Edwards brought in to lead streamlined consumer underwriting team (BB&T, TD Bank) and related functions Senior credit risk team now has large Significantly strengthened bank credit risk experience commercial process for approvals and monitoring 3. Concentration Management: BUILT TO Size 5. Concentration Management: OUTPERFORM In house project lending limit of $20 Product mm, legal lending limit of $366 mm IN THE NEXT Construction & CRE ratio as a Relationship limit of $35 mm percentage of Tier 1 RBC = CYCLE $125 mm of SNC’s outstanding, 87%/211% $207 mm committed C&D > 30% in cycle, now 15.1% Top 25 relationships = $632 mm, Land in C&D $246 mm 7.1 % of total loans Navitas 8.2% of loans Granular product concentration limits 4. Concentration Management: Geography Four state franchise with mix of metro and rural markets 22
Non-GAAP Reconciliation Tables $ in thousands, except per share data 3Q18 4Q18 1Q19 2Q19 3Q19 (1) (1) (1) (1) (1) Diluted Earnings per share Diluted earnings per share - GAAP $ 0.54 $ 0.56 $ 0.55 $ 0.55 $ 0.60 Merger-related and other charges 0.01 0.01 0.01 0.04 0.03 Diluted earnings per share - Operating 0.55 0.57 0.56 0.59 0.63 Return on Assets Return on assets - GAAP 1.41 % 1.43 % 1.44 % 1.40 % 1.51 % Merger-related and other charges 0.01 0.02 0.01 0.10 0.07 Return on assets - Operating 1.42 % 1.45 % 1.45 % 1.50 % 1.58 % Book Value per share Book Value per share - GAAP $ 17.56 $ 18.24 $ 18.93 $ 19.65 $ 20.16 Effect of goodwill and other intangibles (4.02) (4.00) (4.00) (4.27) (4.26) Tangible book value per share $ 13.54 $ 14.24 $ 14.93 $ 15.38 $ 15.90 (1) Merger-related and other charges for 3Q19, 2Q19, 1Q19, 4Q18, 3Q18, 2Q18 and 1Q18 include $64 thousand, $193 thousand, $193 thousand, $269 thousand, $478 thousand, $593 thousand and $593 thousand, respectively, of intangible amortization resulting from payments made to 23 executives under their change of control agreements. The resulting intangible assets are being amortized over 12 to 24 months.
Non-GAAP Reconciliation Tables $ in thousands, except per share data 3Q18 4Q18 1Q19 2Q19 3Q19 (1) (1) (1) (1) (1) Return on Tangible Common Equity Return on common equity - GAAP 11.96 % 12.08 % 11.85 % 11.45 % 12.16 % Effect of merger-related and other charges 0.13 0.17 0.15 0.82 0.51 Return on common equity - Operating 12.09 12.25 12.00 12.27 12.67 Effect of goodwill and intangibles 3.72 3.63 3.46 3.61 3.71 Return on tangible common equity - Operating 15.81 % 15.88 % 15.46 % 15.88 % 16.38 % Expenses Expenses - GAAP $ 77,718 $ 78,242 $ 76,084 $ 81,813 $ 82,924 Merger-related and other charges (592) (1,234) (739) (4,087) (2,605) Expenses - Operating $ 77,126 $ 77,008 $ 75,345 $ 77,726 $ 80,319 Efficiency Ratio Efficiency Ratio - GAAP 56.82 % 56.73 % 55.32 % 57.28 % 55.64 % Merger-related and other charges (0.43) (0.90) (0.54) (2.86) (1.74) Efficiency Ratio - Operating 56.39 % 55.83 % 54.78 % 54.42 % 53.90 % Tangible common equity to tangible assets Common Equity to assets ratio - GAAP 11.30 % 11.59 % 12.06 % 12.26 % 12.53 % Effect of goodwill and intangibles (2.35) (2.30) (2.30) (2.40) (2.37) Tangible common equity to tangible assets ratio 8.95 % 9.29 % 9.76 % 9.86 % 10.16 % (1) Merger-related and other charges for 3Q19, 2Q19, 1Q19, 4Q18, 3Q18, 2Q18 and 1Q18 include $64 thousand, $193 thousand, $193 thousand, $269 thousand, $478 thousand, $593 thousand and $593 thousand, respectively, of intangible amortization resulting from payments made to 24 executives under their change of control agreements. The resulting intangible assets are being amortized over 12 to 24 months.