Business Wire | Jul 22, 2020 06:26AM EDT

Cadence Bancorporation Reports Second Quarter 2020 Financial Results

Jul. 22, 2020

HOUSTON--(BUSINESS WIRE)--Jul. 22, 2020--Cadence Bancorporation (NYSE: CADE) ("Cadence") today announced a net loss for the quarter ended June 30, 2020 of ($56.1) million or ($0.45) per share, compared to net income of $48.3 million or $0.37 per share for the quarter ended June 30, 2019, and a net loss of ($399.3) million or ($3.15) per share for the quarter ended March 31, 2020. Adjusted net (loss) income(1), excluding non-routine income and expenses(2) (and the goodwill impairment charge for first quarter 2020), was ($56.9) million or ($0.45) per share for the second quarter of 2020, compared to $51.3 million or $0.40 per share for the quarter ended June 30, 2019 and compared to $12.5 million or $0.10 per share for the quarter ended March 31, 2020.

"The challenge and uncertainty of the second quarter in many ways brought out the best in Cadence and I am proud of how our team operated and served our customers through it all. Our pre-provision results continue to showcase a key strength of our operations, highlighted by our increased net interest income and continued expense management. That noted, clearly the credit backdrop is very challenging, as our portfolio has been meaningfully impacted by the COVID-19 pandemic and related economic shutdown. This quarter, we again spent a great deal of time critically reviewing our portfolios to ensure we are fully reflecting the realities of the environment. While the trajectory of the pandemic and its impact on the economy remain uncertain, we are very confident that our risk management and robust capital position will allow Cadence to exit this crisis in a strong position," stated Paul B. Murphy, Jr., Chairman and Chief Executive Officer of Cadence Bancorporation.

Second Quarter 2020 Highlights:

Second quarter 2020 highlights (compared to the linked quarter where applicable) are as follows:

* Adjusted pre-tax pre-provision net revenue(1) for the second quarter of 2020 remained consistent at $95.0 million, a decrease of $1.1 million or 1.2% compared to the second quarter of 2019 and an increase of $2.0 million or 2.1% compared to the first quarter of 2020. As a percent of average assets, adjusted pre-tax pre-prevision net revenue was 2.06%, 2.18%, and 2.11% for the second quarter of 2020, second quarter of 2019 and first quarter of 2020, respectively. * We originated $1.0 billion of loans under the Paycheck Protection Program ("PPP") during the second quarter of 2020. These PPP loans are 100% federally guaranteed and were fully funded by core deposits. * Total deposits increased $1.6 billion as non-interest bearing deposits increased $1.3 billion to 32% of total deposits. At the same time, we aggressively managed funding costs, with total deposit costs at 0.46%, representing a decline of 50 basis points from prior quarter. * Our tax equivalent net interest margin ("NIM") remained notable at 3.51%, in spite of the impact of lower interest rates, lower yielding PPP loans and securities, and lower accretion income on acquired loans. The gain on our collar transaction and our deposit cost management continue to provide a strong foundation to our NIM. * Adjusted expenses (see Table 10) declined by $5.1 million and we realized an adjusted efficiency ratio(1) of 47.9%, down from 49.9%. * The provision for credit losses for the second quarter 2020 was $158.8 million compared to $83.4 million in the linked quarter reflecting degradation of economic forecasts, depressed energy markets and COVID-19 driven stress. As of June 30, 2020, our Allowance for Credit Losses ("ACL") was 2.71% of total loans, up from 1.83% at March 31, 2020. Excluding PPP loans, our ACL was 2.93% at June 30, 2020. * Capital remained very strong with our Common Equity Tier 1 capital ratio increasing to 11.7% and total risk weighted capital increasing to 14.3%, providing a robust capital base well-positioned for the current environment. * Annualized returns on average assets and tangible common equity for the second quarter of 2020 were (1.22%) and (10.56%), respectively, compared to 1.10% and 12.23%, respectively, for the second quarter of 2019 and (9.08%) and 3.86%, respectively, for the first quarter of 2020. * Adjusted annualized returns on average assets(1) and adjusted tangible common equity(1) for the second quarter of 2020 were (1.24%) and (10.73%), respectively, compared to 1.17% and 12.96%, respectively, for the second quarter of 2019 and 0.28% and 3.62%, respectively, for the first quarter of 2020.

Balance Sheet:

Total assets were $18.9 billion as of June 30, 2020, an increase of $1.4 billion or 7.7% from June 30, 2019, and an increase of $1.6 billion or 9.4% from March 31, 2020 driven by the issuance of PPP loans and meaningful growth in deposits impacted by fiscal stimulus during the second quarter.

Cash and Cash Equivalents at June 30, 2020 totaled $1.9 billion as compared to $0.8 billion at June 30, 2019 and compared to $0.6 billion at March 31, 2020. The $1.3 billion increase in the second quarter of 2020 resulted from the increase of $1.6 billion in deposits during this quarter.

Loans at June 30, 2020 totaled $13.7 billion as compared to $13.6 billion at June 30, 2019, an increase of $71.2 million or 0.5%. Loans increased $306.9 million or 2.3% from $13.4 billion at March 31, 2020. The linked quarter increase included the origination of $1.0 billion in PPP loans, offset by approximately $693 million of net loan paydowns and payoffs. The declines were driven by reductions in the C&I segment, including paydowns of defensive draws taken in March, and strategic declines in the restaurant, energy and leveraged loan sectors as we work to reduce select exposures.

Investment Securities at June 30, 2020 totaled $2.7 billion or 14.1% of total assets as compared to $1.7 billion or 9.6% of total assets at June 30, 2019, an increase of $976.6 million or 58.0%. Investment securities for the second quarter of 2020 increased $199.8 million from $2.5 billion, or 14.3% of total assets at March 31, 2020. The increase in securities from both the prior year and linked quarter is a result of substantial growth in deposits and lower loan originations outside of the PPP loans. Securities acquired during the second quarter include primarily investment grade municipal bonds and agency-backed mortgages.

Goodwill at June 30, 2020 totaled $43.1 million, down from $483.2 million at June 30, 2019 and unchanged from March 31, 2020. As previously reported, the Company recorded a $443.7 million ($412.9 million, after-tax), non-cash goodwill impairment charge in the first quarter of 2020. The remaining goodwill at June 30, 2020 relates to our registered investment advisory subsidiary and trust division.

Total Deposits at June 30, 2020 were $16.1 billion, an increase of $1.6 billion or 10.9% from both the June 30, 2019 and March 31, 2020 levels. Second quarter 2020 core deposits increased by 11.3% as a result of customers maintaining additional liquidity in the current environment and broader impacts of fiscal stimulus. Non-interest bearing deposits increased to $5.2 billion at June 30, 2020 or 32.5% of total deposits, up from $3.3 billion or 22.8% at June 30, 2019 and up from $4.0 billion or 27.3% of total deposits at March 31, 2020.

Shareholders' equity was $2.0 billion at June 30, 2020, a decrease of $380.6 million or 15.7% from June 30, 2019, and a decrease of $68.1 million or 3.2% from March 31, 2020. The linked quarter decrease included the quarterly net loss of $56.1 million, $6.3 million in cash dividends, and a decrease of $7.2 million in other comprehensive income which was largely driven by a decrease in the realized gain on the interest rate collar as amounts were recognized in interest income. The year over year decrease was impacted by the goodwill impairment in the first quarter of 2020.

Tangible common shareholders' equity(1) was $1.9 billion at June 30, 2020, an increase of $77.7 million or 4.2% from June 30, 2019 and a decrease of $62.6 million or 3.2% from March 31, 2020. The linked quarter decrease resulted from the same factors noted above.

* Total shareholders' equity to total assets and tangible equity to tangible assets were 10.8% and 10.2%, respectively, at June 30, 2020 compared to 13.9% and 10.8% at June 30, 2019, and 12.3% and 11.5% at March 31, 2020, respectively. * Tangible book value per share(1) was $15.15 as of June 30, 2020, an increase of $0.94 or 6.6% from $14.21 as of June 30, 2019 and a decrease of $0.50 or 3.2% from $15.65 as of March 31, 2020. * Total outstanding shares at June 30, 2020 were 125.9 million.

Tangible common equity to tangible assets was 10.2% at June 30, 2020, and quarter end capital ratios remained robust and other than the leverage ratio, increased during the quarter due to lower risk weighted assets.

6/30/2020 3/31/2020 6/30/2019

Common equity Tier 1 capital 11.7% 11.4% 10.9%

Tier 1 leverage capital 9.5% 10.1% 10.3%

Tier 1 risk-based capital^ 11.7% 11.4% 10.9%

Total risk-based capital 14.3% 13.8% 12.9%

Asset Quality:

Credit quality metrics during the second quarter of 2020 reflected worsening economic factors as a result of COVID-19 and depressed energy prices, along with associated increased stress of certain borrowers, predominantly in the Restaurant and Energy categories.

* Net charge-offs for the second quarter of 2020 were $32.6 million or 0.94% annualized of average loans compared to $18.6 million or 0.54% annualized and $32.5 million or 0.99% annualized for the quarters ended June 30, 2019 and March 31, 2020, respectively. The current quarter charge-offs included $14.2 million in Energy, $13.4 million in General C&I and $4 million in Restaurant sectors. * Provision for credit losses for the second quarter of 2020 was $158.8 million as compared to $28.9 million for the second quarter of 2019 and $83.4 million for the first quarter of 2020. The current quarter's provision was significantly impacted by an economic forecast that was adversely affected by the COVID-19 pandemic and depressed oil prices, as well as associated net credit migration within certain portfolios. Our calculation for the ACL used the baseline scenario provided by a nationally recognized service, as adjusted for qualitative and environmental factors. * The ACL was $370.9 million or 2.71% of total loans as of June 30, 2020, as compared to $115.3 million or 0.85% of total loans as of June 30, 2019, and $245.2 million or 1.83% of total loans as of March 31, 2020. * Loans 30-89 days past due were 0.19% of total loans at June 30, 2020, compared to 0.16% at June 30, 2019 and 0.19% at March 31, 2020. * Accruing loans 90 days or more past due were 0.02% of total loans at June 30, 2020, compared to 0.23% at June 30, 2019 and 0.01% at March 31, 2020. * NPL as a percent of total loans were 1.64% at June 30, 2020, compared to 0.80% at June 30, 2019 and 1.19% at March 31, 2020. NPL totaled $224.4 million, $108.8 million and $159.7 million as of June 30, 2019 and March 31, 2020, respectively. * The ACL to total nonperforming loans ("NPL") was 165.3% as of June 30, 2020, as compared to 106.1% as of June 30, 2019, and 153.6% as of March 31, 2020. * Total criticized loans (see Table 6) at June 30, 2020 were $1.0 billion or 7.37% of total loans as compared to $408.5 million or 3.00% at June 30, 2019 and $665.7 million or 4.97% at March 31, 2020. The linked quarter increase included net downgrades predominantly in Restaurant and Energy and to a lesser extent CRE credits, partially mitigated by net reductions in general C&I credits.

Total Revenue:

Total operating revenue(1) for the second quarter of 2020 was $184.7 million, down $7.8 million or 4.1% from the same period in 2019 and down $3.9 million or 2.1% from the linked quarter.

Net interest income Net interest income for the second quarter of 2020 was $154.7 million, a decrease of $6.1 million or 3.8% from the same period in 2019 and an increase of $1.2 million or 0.8% from the first quarter of 2020. The linked quarter increase resulted primarily from the ability of our lower deposit costs and hedging income to more than offset the impact of declines in LIBOR on our loan portfolio. Loan interest income, excluding accretion and PPP loans, declined $23.8 million during the quarter, and was more than offset by $16.6 million in lower deposit interest expense and $9.8 million in additional hedge income.

* We aggressively lowered our interest rates on deposits resulting in a 52% reduction in costs of total deposits to 0.46% for the quarter compared to 0.96% for the linked quarter. Additionally, noninterest-bearing deposits as a percent of total deposits increased significantly to 32.5% from 27.3% in the prior quarter. Total interest-bearing liabilities declined by 61 basis points to 0.78% from 1.39% in the first quarter of 2020. * Hedge income and collar gain recognition for the second quarter of 2020 was $17.7 million as compared to $7.9 million for the first quarter of 2020. * Accretion on acquired loans totaled $7.6 million for the second quarter of 2020, adding 17 basis points to the NIM as compared to $9.8 million and 23 basis point for the first quarter of 2020. * Our NIM for the second quarter of 2020 was 3.51% as compared to 3.97% for the second quarter of 2019 and 3.80% for the first quarter of 2020.

PPP loans averaged $664 million in the second quarter at a yield of 2.38%, and along with cash in deposits associated with these loans, negatively impacted our second quarter NIM by 11 basis points. In addition to the impact of PPP loans, the second quarter 2020 NIM declined 8 basis points due to lower LIBOR and earning asset mix shifts, 6 basis points due to lower accretion, and 4 basis points due to excess liquidity as a result of fiscal stimulus and customer behavior. Specifically, the NIM change during the quarter included:

Quarterly Change $ MM NIM

1Q 2020 Net Interest Income $ 153.8 3.80 %

Loans (ex PPP & accretion) (23.8 ) -0.70 %

Deposits 16.6 0.43 %

Hedge Income 9.8 0.23 %

Accretion (2.2 ) -0.06 %

Securities (1.8 ) -0.05 %

Cash (1.5 ) -0.04 %

Borrowings 0.2 0.01 %

NIM before PPP loans & cash* $ 151.1 3.62 %

PPP Loans & associated cash 4.0 -0.11 %

2Q 2020 Net Interest Margin $ 155.1 3.51 %

Calculated by removing the quarterly average balance of PPP loans and* income, as well as the quarterly average balance of cash associated with unused PPP funds.

Noninterest income for the second quarter of 2020 was $30.0 million, a decrease of $1.8 million or 5.6% from the same period of 2019 and a decrease of $5.1 million or 14.6% from the linked quarter. Adjusted noninterest income(1) for the second quarter of 2020 was $27.7 million, a decrease of $3.6 million or 11.5% from the second quarter of 2019, and a decrease of $4.4 million or 13.8% from the linked quarter.

* The linked quarter results reflected slowed business activity as a result of COVID-19, including decreases in credit related fees, service charges on deposits, and $1.8 million in net writedowns on alternative investments. These impacts were partially offset by increases in investment advisory revenue and mortgage banking income given the robust related markets. * Noninterest income as a percent of total revenue for the second quarter of 2020 was 16.2% as compared to 16.5% for the second quarter of 2019 and 18.6% for the linked quarter.

Noninterest expense (excluding goodwill impairmentcharge for first quarter 2020) for the second quarter of 2020 was $88.6 million, a decrease of $11.9 million or 11.8% from the same period in 2019 and a decrease of $5.3 million or 5.7% from the linked quarter. Adjusted noninterest expense(2), which excludes the impact of non-routine items(2), was $87.4 million, down $8.6 million or 8.9% from the second quarter of 2019 and down $5.1 million or 5.6% from the first quarter of 2020. Cadence has consistently demonstrated the ability to effectively manage expense levels in various economic environments, evidenced with the expense and efficiency declines this quarter. The linked quarter decrease in noninterest expenses (excluding the goodwill impairment charge) resulted from:

* Decrease of $1.6 million in personnel costs driven by reductions in regular compensation and employment taxes; * $1.3 million less in merger related expenses; * Decrease of $3.6 million in other expenses including: $0.8 million in special asset expenses; $0.7 million in travel expenses; $0.5 million in ATM and debit card expenses; and $0.5 million in operational losses; and * Partially offset by an increase of $1.5 million in FDIC insurance assessment.

Adjusted efficiency ratio(1) for the second quarter of 2020 was 47.9%, improving from the linked quarter ratio of 49.9% with lower expenses and decreased from the prior year's second quarter ratio of 50.0%.

^ Considered a non-GAAP financial measure. See Table 10 "Reconciliation of(1) Non-GAAP Financial Measures" for a reconciliation of our non-GAAP measures to the most directly comparable GAAP financial measure.

^ See Table 10 for a detail of non-routine income and expenses.(2)

Taxes:

The effective tax rate for the second quarter of 2020 was 10.6% compared to 7.7% for the linked quarter and 23.3% for the second quarter of 2019.

Dividend:

On July 21, 2020, the board of directors of Cadence Bancorporation approved a quarterly cash dividend in the amount of $0.05 per share of outstanding common stock, representing an annualized dividend of $0.20 per share. The dividend will be paid on August 7, 2020 to holders of record of Cadence's Class A common stock on July 31, 2020.

Supplementary Financial Tables (Unaudited):

Supplementary financial tables (unaudited) are included in this release following the customary disclosure information.

Second Quarter 2020 Earnings Conference Call:

Cadence Bancorporation executive management will host a conference call to discuss second quarter 2020 results on Wednesday, July 22, 2020, at 7:30 a.m. CT / 8:30 a.m. ET. Slides to be presented by management on the conference call can be viewed by visiting www.cadencebancorporation.com and selecting "Events & Presentations" then "Presentations".

Conference Call Access:

To access the conference call, please dial one of the following numbers approximately 10-15 minutes prior to the start time to allow time for registration and use the Elite Entry Number provided below.

Dial in (toll free): 1-888-317-6003

International dial in: 1-412-317-6061

Canada (toll free): 1-866-284-3684

Participant Elite Entry Number: 2169431

For those unable to participate in the live presentation, a replay will be available through August 5, 2020. To access the replay, please use the following numbers:

US Toll Free: 1-877-344-7529

International Toll: 1-412-317-0088

Canada Toll Free: 1-855-669-9658

Replay Access Code: 10145370

Webcast Access:

The call and corresponding presentation slides will be webcast live on the home page of the Company's website: www.cadencebancorporation.com.

About Cadence Bancorporation:

Cadence Bancorporation (NYSE: CADE), headquartered in Houston, Texas, is a regional financial holding company with $18.9 billion in total assets as of June 30, 2020. Its wholly owned subsidiary, Cadence Bank, N.A., operates 98 branch locations in Alabama, Florida, Georgia, Mississippi, Tennessee and Texas, and provides corporations, middle-market companies, small businesses and consumers with a full range of innovative banking and financial solutions. Services and products include commercial and business banking, treasury management, specialized lending, asset-based lending, commercial real estate, SBA lending, foreign exchange, wealth management, investment and trust services, financial planning, retirement plan management, payroll and insurance services, consumer banking, consumer loans, mortgages, home equity lines and loans, and credit cards. Clients have access to leading-edge online and mobile solutions, interactive teller machines, and more than 55,000 ATMs. The Cadence team of 1,800 associates is committed to exceeding customer expectations and helping their clients succeed financially.

Cautionary Statement Regarding Forward-Looking Information

This communication contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements reflect our current views with respect to, among other things, future events and our results of operations, financial condition and financial performance. These statements are often, but not always, made through the use of words or phrases such as "may," "should," "could," "predict," "potential," "believe," "will likely result," "expect," "continue," "will," "anticipate," "seek," "estimate," "intend," "plan," "projection," "would" and "outlook," or the negative version of those words or other comparable words of a future or forward-looking nature. These forward-looking statements are not historical facts, and are based on current expectations, estimates and projections about our industry, management's beliefs and certain assumptions made by management, many of which, by their nature, are inherently uncertain and beyond our control. Accordingly, we caution you that any such forward-looking statements are not guarantees of future performance and are subject to risks, assumptions and uncertainties that are difficult to predict.

Although we believe that the expectations reflected in these forward-looking statements are reasonable as of the date made, actual results may prove to be materially different from the results expressed or implied by the forward-looking statements. Such factors include, without limitation, the "Risk Factors" referenced in our Registration Statement on Form S-3 filed with the Securities and Exchange Commission (the "SEC") on May 21, 2018, and our Registration Statement on Form S-4 filed with the SEC on July 20, 2018, other risks and uncertainties listed from time to time in our reports and documents filed with the SEC, including our Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q, and the following factors: business and economic conditions generally and in the financial services industry, nationally and within our current and future geographic market areas; economic, market, operational, liquidity, credit and interest rate risks associated with our business; deteriorating asset quality and higher loan charge-offs; the laws and regulations applicable to our business; our ability to achieve organic loan and deposit growth and the composition of such growth; increased competition in the financial services industry, nationally, regionally or locally; our ability to maintain our historical earnings trends; our ability to raise additional capital to implement our business plan; material weaknesses in our internal control over financial reporting; systems failures or interruptions involving our information technology and telecommunications systems or third-party servicers; the composition of our management team and our ability to attract and retain key personnel; the fiscal position of the U.S. federal government and the soundness of other financial institutions; the composition of our loan portfolio, including the identity of our borrowers and the concentration of loans in energy-related industries and in our specialized industries; the portion of our loan portfolio that is comprised of participations and shared national credits; the amount of nonperforming and classified assets we hold; the extent of the impact of the COVID-19 pandemic on us and our customers, counterparties, employees, and third-party service providers, and the impacts to our business, financial position, results of operations, and prospects; the impact on our financial condition, results of operations, financial disclosures, and future business strategies related to the implementation of FASB Accounting Standards Update 2016-13, Financial Instruments - Credit Losses, commonly referred to as CECL. Cadence can give no assurance that any goal or plan or expectation set forth in forward-looking statements can be achieved and readers are cautioned not to place undue reliance on such statements. The forward-looking statements are made as of the date of this communication, and Cadence does not intend, and assumes no obligation, to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events or circumstances, except as required by applicable law.

About Non-GAAP Financial Measures

Certain of the financial measures and ratios we present, including "efficiency ratio," "adjusted efficiency ratio," "adjusted noninterest expenses," "adjusted operating revenue," "tangible common equity ratio," "tangible book value per share" and "return on average tangible common equity", "adjusted return on average tangible common equity", "adjusted return on average assets", "adjusted diluted earnings per share", and "pre-tax, pre-provision net revenue" are supplemental measures that are not required by, or are not presented in accordance with, U.S. generally accepted accounting principles (GAAP). We refer to these financial measures and ratios as "non-GAAP financial measures." We consider the use of select non-GAAP financial measures and ratios to be useful for financial and operational decision making and useful in evaluating period-to-period comparisons. We believe that these non-GAAP financial measures provide meaningful supplemental information regarding our performance by excluding certain expenditures or assets that we believe are not indicative of our primary business operating results or by presenting certain metrics on a fully taxable equivalent basis.

We believe that management and investors benefit from referring to these non-GAAP financial measures in assessing our performance and when planning, forecasting, analyzing and comparing past, present and future periods.

These non-GAAP financial measures should not be considered a substitute for financial information presented in accordance with GAAP and you should not rely on non-GAAP financial measures alone as measures of our performance. The non-GAAP financial measures we present may differ from non-GAAP financial measures used by our peers or other companies. We compensate for these limitations by providing the equivalent GAAP measures whenever we present the non-GAAP financial measures and by including a reconciliation of the impact of the components adjusted for in the non-GAAP financial measure so that both measures and the individual components may be considered when analyzing our performance. A reconciliation of non-GAAP financial measures to the comparable GAAP financial measures is included at the end of the financial statement tables (Table 10).

Table 1 - Selected Financial Data

As of and for the Three Months Ended

(In thousands, June 30, March 31, December 31, September 30, June 30,except share and per share data) 2020 2020 2019 2019 2019

Statement of Operations Data

Interest income $ 177,175 $ 192,754 $ 207,620 $ 213,149 $ 217,124

Interest expense 22,461 39,286 46,709 52,962 56,337

Net interest income 154,714 153,468 160,911 160,187 160,787

Provision for 158,811 83,429 27,126 43,764 28,927 credit losses

Net interest income (4,097 ) 70,039 133,785 116,423 131,860 after provision

Noninterest income 29,950 35,069 33,898 34,642 31,722

Noninterest expense 88,620 537,653 100,519 94,283 100,529 ^(1)

(Loss) income (62,767 ) (432,545 ) 67,164 56,782 63,053 before income taxes

Income tax (6,653 ) (33,234 ) 15,738 12,796 14,707 (benefit) expense

Net (loss) income $ (56,114 ) $ (399,311 ) $ 51,426 $ 43,986 $ 48,346

Weighted averagecommon shares outstanding

Basic 125,924,652 126,630,446 127,953,742 128,457,491 128,791,933

Diluted 125,924,652 126,630,446 128,003,089 128,515,274 129,035,553

(Loss) earnings per share

Basic $ (0.45 ) $ (3.15 ) $ 0.40 $ 0.34 $ 0.37

Diluted (0.45 ) (3.15 ) 0.40 0.34 0.37

Period-End Balance Sheet Data

Cash and cash $ 1,899,369 $ 609,351 $ 988,764 $ 1,061,102 $ 766,259 equivalents

Investment 2,661,433 2,461,644 2,368,592 1,705,325 1,684,847 securities

Total loans, net of 13,699,097 13,392,191 12,983,655 13,637,042 13,627,934 unearned income

Allowance for 370,901 245,246 119,643 127,773 115,345 credit losses

Total assets 18,857,753 17,237,918 17,800,229 17,855,946 17,504,005

Total deposits 16,069,282 14,489,505 14,742,794 14,789,712 14,487,821

Noninterest-bearing 5,220,109 3,959,721 3,833,704 3,602,861 3,296,652 deposits

Interest-bearing 10,849,173 10,529,784 10,909,090 11,186,851 11,191,169 deposits

Borrowings andsubordinated 372,222 372,440 372,173 371,892 376,240 debentures

Total shareholders' 2,045,480 2,113,543 2,460,846 2,475,944 2,426,072 equity

Average Balance Sheet Data

Investment $ 2,487,467 $ 2,397,275 $ 2,003,339 $ 1,650,902 $ 1,716,550 securities

Total loans, net of 13,884,220 13,161,371 13,423,435 13,719,286 13,921,873 unearned income

Allowance for 267,464 201,785 132,975 119,873 106,656 credit losses

Total assets 18,500,600 17,694,018 17,843,383 17,621,163 17,653,511

Total deposits 15,774,787 14,574,614 14,749,327 14,539,420 14,645,110

Noninterest-bearing 4,587,673 3,658,612 3,648,874 3,456,807 3,281,383 deposits

Interest-bearing 11,187,115 10,916,002 11,100,454 11,082,613 11,363,727 deposits

Borrowings andsubordinated 372,547 439,698 374,179 381,257 441,619 debentures

Total shareholders' 2,118,796 2,446,810 2,471,398 2,447,189 2,331,855 equity

(1) For the quarter ended March 31, 2020, includes the non-cash goodwill impairment charge of $443.7 million, $412.9 million after-tax.

Table 1 (Continued) - Selected Financial Data

As of and for the Three Months Ended

(Inthousands, June 30, March December September June 30,except share 31, 31, 30, and per 2020 2019 2020 2019 2019share data)

Per Share Data:

Book value $ 16.24 $ 16.79 $ 19.29 $ 19.32 $ 18.84

Tangible book 15.15 15.65 14.65 14.66 14.21 value ^(1)

Cashdividends 0.050 0.175 0.175 0.175 0.175 declared

Dividend (11.11 ) (5.56 ) 43.75 % 51.47 % 47.30 %payout ratio % %

Performance Ratios:

Return onaverage (10.65 ) (65.64 ) 8.26 % 7.13 % 8.32 %common equity % %^ (2)

Return onaveragetangiblecommon (10.56 ) 3.86 11.82 10.43 12.23

equity^ (1)(2)

Return onaverage (1.22 ) (9.08 ) 1.14 0.99 1.10 assets ^(2)

Net interest 3.51 3.80 3.89 3.94 3.97 margin ^(2)

Efficiency 47.99 285.17 51.60 48.39 52.22 ratio^ (1)

Adjustedefficiency 47.93 49.88 50.91 48.07 49.97 ratio^ (1)

Asset Quality Ratios:

Total NPA tototal loans,OREO, 1.74 % 1.31 % 0.97 % 0.84 % 0.85 %

and other NPA

Totalnonperformingloans ("NPL") 1.64 1.19 0.92 0.79 0.80 to

total loans

Total ACL to 2.71 1.83 0.92 0.94 0.85 total loans

ACL to total 165.30 153.61 100.07 118.17 106.08 NPL

Netcharge-offs 0.94 0.99 1.04 0.91 0.54 to averageloans^ (2)

Capital Ratios:

Totalshareholders' 10.8 % 12.3 % 13.8 % 13.9 % 13.9 %equity toassets

Tangiblecommon equityto tangible 10.2 11.5 10.9 10.9 10.8

assets ^(1)

Common equityTier 1 11.7 11.4 11.5 11.0 10.9 capital

Tier 1leverage 9.5 10.1 10.3 10.3 10.3 capital ^(3)

Tier 1risk-based 11.7 11.4 11.5 11.0 10.9 capital^ (3)

Totalrisk-based 14.3 13.8 13.7 13.1 12.9 capital ^(3)

Considered a non-GAAP financial measure. See Table 10 "Reconciliation of(1) Non-GAAP Financial Measures" for a reconciliation of our non-GAAP measures to the most directly comparable GAAP financial measure.

(2) Annualized.

(3) Current quarter regulatory capital ratios are estimates.

Table 2 - Average Balances/Yield/Rates

For the Three Months Ended June 30,

2020 2019

Average Income/ Yield/ Average Income/ Yield/

(In thousands) Balance Expense Rate Balance Expense Rate

ASSETS

Interest-earning assets:

Loans, net of unearned income ^(1)

Originated loans $ 11,173,408 $ 125,922 4.53 % $ 10,044,825 $ 135,946 5.43 %

ANCI portfolio 2,512,163 32,967 5.28 3,586,344 55,266 6.18

PCD portfolio ^(3) 198,649 3,965 8.03 290,704 10,799 14.90

Total loans 13,884,220 162,854 4.72 13,921,873 202,011 5.82

Investment securities

Taxable 2,269,017 12,207 2.16 1,500,971 10,298 2.75

Tax-exempt ^(2) 218,450 1,948 3.59 215,579 2,061 3.83

Total investment 2,487,467 14,155 2.29 1,716,550 12,359 2.89 securities

Federal funds sold and 1,342,779 328 0.10 597,988 2,667 1.79 short-term investments

Other investments 77,337 247 1.28 67,124 520 3.11

Total interest-earning 17,791,803 177,584 4.01 16,303,535 217,557 5.35 assets

Noninterest-earning assets:

Cash and due from banks 176,716 111,337

Premises and equipment 127,413 128,067

Accrued interest and 672,132 1,217,228 other assets

Allowance for credit (267,464 ) (106,656 ) losses

Total assets $ 18,500,600 $ 17,653,511

LIABILITIES AND SHAREHOLDERS' EQUITY

Interest-bearing liabilities:

Demand deposits $ 8,368,151 $ 7,511 0.36 % $ 7,732,568 $ 30,195 1.57 %

Savings deposits 291,874 179 0.25 251,270 245 0.39

Time deposits 2,527,090 10,451 1.66 3,379,889 20,298 2.41

Total interest-bearing 11,187,115 18,141 0.65 11,363,727 50,738 1.79 deposits

Other borrowings 149,973 937 2.51 300,897 3,051 4.07

Subordinated debentures 222,574 3,383 6.11 140,722 2,548 7.26

Total interest-bearing 11,559,662 22,461 0.78 11,805,346 56,337 1.91 liabilities

Noninterest-bearing liabilities:

Demand deposits 4,587,673 3,281,383

Accrued interest and 234,469 234,927 other liabilities

Total liabilities 16,381,804 15,321,656

Shareholders' equity 2,118,796 2,331,855

Total liabilities and $ 18,500,600 $ 17,653,511 shareholders' equity

Net interest income/net 155,123 3.23 % 161,220 3.45 %interest spread

Net yield on earningassets/net interest 3.51 % 3.97 %margin

Taxable equivalent adjustment:

Investment securities (409 ) (433 )

Net interest income $ 154,714 $ 160,787

_____________________

(1) Nonaccrual loans are included in loans, net of unearned income. No adjustment has been made for these loans in the calculation of yields.

(2) Interest income and yields are presented on a fully taxable equivalent basis using an income tax rate of 21%.

Prior to the adoption of CECL on January 1, 2020, these loans were(3) referred to as ACI loans, but with the adoption of CECL they are referred to as PCD loans.

Table 2 (Continued) - Average Balances/Yield/Rates

For the Three Months Ended For the Three Months Ended June 30, 2020 March 31, 2020

Average Income/ Yield/ Average Income/ Yield/

(In thousands) Balance Expense Rate Balance Expense Rate

ASSETS

Interest-earning assets:

Loans, net of unearned income^ (1)

Originated loans $ 11,173,408 $ 125,922 4.53 % $ 10,213,846 $ 129,402 5.10 %

ANCI portfolio 2,512,163 32,967 5.28 2,731,240 40,650 5.99

PCD portfolio ^(3) 198,649 3,965 8.03 216,285 5,082 9.45

Total loans 13,884,219 162,854 4.72 13,161,371 175,134 5.35

Investment securities

Taxable 2,269,017 12,207 2.16 2,198,528 14,015 2.56

Tax-exempt ^(2) 218,450 1,948 3.59 198,747 1,807 3.66

Total investment 2,487,467 14,155 2.29 2,397,275 15,822 2.65 securities

Federal funds soldand short-term 1,342,779 328 0.10 628,885 1,783 1.14 investments

Other investments 77,337 247 1.28 80,173 394 1.98

Totalinterest-earning 17,791,802 177,584 4.01 16,267,704 193,133 4.77 assets

Noninterest-earning assets:

Cash and due from 176,716 250,804 banks

Premises and 127,413 127,812 equipment

Accrued interest and 672,132 1,249,483 other assets

Allowance for credit (267,464 ) (201,785 ) losses

Total assets $ 18,500,599 $ 17,694,018

LIABILITIES AND STOCKHOLDERS' EQUITY

Interest-bearing liabilities:

Demand deposits $ 8,368,151 $ 7,511 0.36 % $ 8,121,641 $ 21,667 1.07 %

Savings deposits 291,874 179 0.25 272,444 317 0.47

Time deposits 2,527,090 10,451 1.66 2,521,917 12,744 2.03

Totalinterest-bearing 11,187,115 18,141 0.65 10,916,002 34,728 1.28 deposits

Other borrowings 149,973 937 2.51 217,363 1,108 2.05

Subordinated 222,574 3,383 6.11 222,335 3,450 6.24 debentures

Totalinterest-bearing 11,559,662 22,461 0.78 11,355,700 39,286 1.39 liabilities

Noninterest-bearing liabilities:

Demand deposits 4,587,673 3,658,612

Accrued interest and 234,469 232,896 other liabilities

Total liabilities 16,381,804 15,247,208

Stockholders' equity 2,118,796 2,446,810

Total liabilities and $ 18,500,600 $ 17,694,018 stockholders' equity

Net interest income/ 155,123 3.23 % 153,847 3.38 %net interest spread

Net yield on earningassets/net interest 3.51 % 3.80 %margin

Taxable equivalent adjustment:

Investment securities (409 ) (379 )

Net interest income $ 154,714 $ 153,468

_____________________

(1) Nonaccrual loans are included in loans, net of unearned income. No adjustment has been made for these loans in the calculation of yields.

(2) Interest income and yields are presented on a fully taxable equivalent basis using an income tax rate of 21%.

Prior to the adoption of CECL on January 1, 2020, these loans were(3) referred to as ACI loans, but with the adoption of CECL they are referred to as PCD loans.

Table 3 - Loan Interest Income Detail

Year-To-Date For the Three Months Ended

June 30, June 30, March 31, December September June 30,(In 31, 30, thousands) 2020 2020 2020 2019 2019 2019

InterestIncome Detail

Originated $ 255,324 $ 125,922 $ 129,402 $ 134,450 $ 136,333 $ 135,946 loans

ANCIloans: 59,205 26,264 32,940 37,637 43,133 49,095 interestincome

ANCIloans: 14,413 6,703 7,710 8,610 10,951 6,171 accretion

PCD loans:interest 6,150 3,111 3,039 3,839 3,406 2,781 income ^(1)

PCD loans:accretion 2,897 854 2,043 6,018 4,147 8,017 ^(1)

Total loaninterest $ 337,988 $ 162,854 $ 175,134 $ 190,554 $ 197,970 $ 202,011 income



Yields

Originated 4.80 % 4.53 % 5.10 % 5.25 % 5.31 % 5.43 loans

ANCI loanswithout 4.54 4.20 4.85 4.95 5.23 5.49 discountaccretion

ANCI loansdiscount 1.11 1.08 1.14 1.13 1.33 0.69 accretion

PCD loanswithout 5.96 6.30 5.65 6.20 5.23 3.84 discountaccretion

PCD loansdiscount 2.81 1.73 3.80 9.73 6.37 11.06 accretion

Total loan 5.03 % 4.72 % 5.35 % 5.63 % 5.72 % 5.82 yield



Prior quarter PCD amounts have been revised to be comparable to the(1) current quarter presentation. Interest income for PCD loans represents contractual interest.

Table 4 - Allowance for Credit Losses ("ACL") ^(1)

For the Three Months Ended

June 30, March 31, December September June 30,(In 31, 30, thousands) 2020 2020 2019 2019 2019

Balance atbeginning $ 245,246 $ 119,643 $ 127,773 $ 115,345 $ 105,038 of period

Cumulativeeffect ofthe - 75,850 - - - adoption ofCECL ^(2)

Charge-offs (33,452 ) (33,098 ) (35,432 ) (31,650 ) (18,981 )

Recoveries 901 613 176 314 361

Net (32,551 ) (32,485 ) (35,256 ) (31,336 ) (18,620 )charge-offs

Provisionfor loan 158,206 82,238 27,126 43,764 28,927 losses

Balance atend of $ 370,901 $ 245,246 $ 119,643 $ 127,773 $ 115,345 period



(1) This table represents the activity in the ACL for funded loans.

The Company adopted ASU 2016-13, Financial Instruments - Credit Losses(2) ("CECL"), on January 1, 2020 and recorded this cumulative effect adjustment as a result of accounting change.

Table 5 - ACL Activity by Segment

For the Three Months Ended June 30, 2020

Total Reserve for(In Commercial Commercial Allowance Unfundedthousands) and Real Consumer for Commitments Total Industrial Estate Credit ^(1) Losses

As of March $ 154,585 $ 53,418 $ 37,243 $ 245,246 $ 3,222 $ 248,468 31, 2020

Provisionfor credit 95,325 59,359 3,522 158,206 605 158,811 losses

Charge-offs (32,816 ) (327 ) (309 ) (33,452 ) - (33,452 )

Recoveries 702 30 169 901 - 901

As of June $ 217,796 $ 112,480 $ 40,625 $ 370,901 $ 3,827 $ 374,728 30, 2020



For the Six Months Ended June 30, 2020

Total Reserve for(In Commercial Commercial Allowance Unfundedthousands) and Real Consumer for Commitments Total Industrial Estate Credit ^(1) Losses

As ofDecember $ 89,796 $ 15,319 $ 14,528 $ 119,643 $ 1,699 $ 121,342 31, 2019

Cumulativeeffect ofthe 32,951 20,599 22,300 75,850 332 76,182 adoption ofCECL

As ofJanuary 1, 122,747 35,918 36,828 195,493 2,031 197,524 2020

Provisionfor credit 159,008 77,158 4,278 240,444 1,796 242,240 losses

Charge-offs (64,803 ) (806 ) (941 ) (66,550 ) - (66,550 )

Recoveries 844 210 460 1,514 - 1,514

As of June $ 217,796 $ 112,480 $ 40,625 $ 370,901 $ 3,827 $ 374,728 30, 2020



(1) The reserve for unfunded commitments is recorded in other liabilities in the consolidated balance sheets

Table 6 - Criticized Loans by Segment

As of June 30, 2020

(Amortized cost in Special Substandard Doubtful Total thousands) Mention Criticized

Commercial and Industrial

General C&I $ 45,512 $ 146,333 $ 10,237 $ 202,082

Energy 155,735 114,080 10,747 280,562

Restaurant 171,722 158,596 7,596 337,914

Healthcare 18,250 47,398 - 65,648

Total commercial and 391,219 466,407 28,580 886,206 industrial

Commercial Real Estate

Industrial, retail, 60,819 40,351 534 101,704 and other

Multifamily 91 714 - 805

Office 346 1,005 - 1,351

Total commercial real 61,256 42,070 534 103,860 estate

Consumer

Residential - 19,172 - 19,172

Other - 39 - 39

Total consumer - 19,211 - 19,211

Total $ 452,475 $ 527,688 $ 29,114 $ 1,009,277



As of March 31, 2020

(Recorded investment Special Substandard Doubtful Total in thousands) Mention Criticized

Commercial and Industrial

General C&I $ 64,326 $ 208,452 $ 7,130 $ 279,908

Energy sector 111,261 43,326 5,915 160,502

Restaurant industry 43,916 63,608 6,396 113,920

Healthcare 35,604 3,122 - 38,726

Total commercial and 255,107 318,508 19,441 593,056 industrial

Commercial Real Estate

Industrial, retail, 30,158 14,241 - 44,399 and other

Multifamily 1,219 - - 1,219

Office 327 9,907 - 10,234

Total commercial real 31,704 24,148 - 55,852 estate

Consumer

Residential real - 16,760 - 16,760 estate

Other - 8 - 8

Total consumer - 16,768 - 16,768

Total $ 286,811 $ 359,424 $ 19,441 $ 665,676



Table 7 - Nonperforming Assets

As of

June 30, March 31, December September June 30, 31, 30, 2020 2020 2019 2019 2019

Nonperforming loans ^(1)

Commercialand $ 182,839 $ 136,712 $ 106,803 $ 92,643 $ 103,379 industrial

Commercial 25,261 8,133 1,127 6,855 - real estate

Consumer 16,284 14,808 7,289 5,294 2,942

Small - - 4,337 3,334 2,434 business ^(2)

Totalnonperforming 224,384 159,653 119,556 108,126 108,755 loans ("NPL")

ForeclosedOREO and 13,949 15,679 5,958 6,731 7,712 other NPA

Totalnonperforming $ 238,333 $ 175,332 $ 125,514 $ 114,857 $ 116,467 assets

NPL as apercentage of 1.64 % 1.19 % 0.92 % 0.79 % 0.80 %total loans

NPA as apercentage of 1.74 % 1.31 % 0.97 % 0.84 % 0.85 %loans plusOREO/other

NPA as apercentage of 1.26 % 0.99 % 0.71 % 0.64 % 0.67 %total assets

Totalaccruingloans 90 days $ 3,123 $ 1,999 $ 23,364 $ 24,487 $ 31,374 or more pastdue

Amounts are not comparable due to our adoption of CECL on January 1, 2020. Prior to this date, pools of individual ACI loans were excluded because they continued to earn interest income from the accretable yield at the(1) pool level. With the adoption of CECL, the pools were discontinued, and performance is based on contractual terms for individual loans. Additionally, prior to January 1, 2020, the we used recorded investment in this table. With the adoption of CECL we now use amortized cost.

(2) Upon the adoption of CECL, small business loans are included in commercial and industrial and commercial real estate loans.

Table 8 - Noninterest Income

For the Three Months Ended

June 30, March December September June 30,(In thousands) 31, 31, 30, 2020 2019 2020 2019 2019

Noninterest Income

Investmentadvisory $ 6,505 $ 5,605 $ 6,920 $ 6,532 $ 5,797 revenue

Trust services 4,092 4,815 4,713 4,440 4,578 revenue

Servicecharges on 4,852 6,416 5,181 5,462 4,730 depositaccounts

Credit-related 4,401 5,983 5,094 5,960 5,341 fees

Bankcard fees 1,716 1,958 1,933 2,061 2,279

Payrollprocessing 1,143 1,367 1,373 1,196 1,161 revenue

SBA income 1,335 1,908 2,153 2,216 1,415

Other service 1,528 1,912 1,701 1,700 1,907 fees

Securities 2,286 2,994 317 775 938 gains, net

Other 2,092 2,111 4,513 4,300 3,576

Totalnoninterest $ 29,950 $ 35,069 $ 33,898 $ 34,642 $ 31,722 income

Table 9 - Noninterest Expenses

For the Three Months Ended

June 30, March 31, September September June 30,(In thousands) 30, 30, 2020 2020 2019 2019 2019

Noninterest Expenses

Salaries andemployee $ 47,158 $ 48,807 $ 54,840 $ 51,904 $ 53,660 benefits

Premises and 10,634 10,808 11,618 10,913 11,148 equipment

Merger related - 1,282 925 1,010 4,562 expenses

Intangibleasset 5,472 5,592 5,876 6,025 5,888 amortization

Data 3,084 3,352 3,343 3,641 3,435 processing

Software 4,036 3,547 3,427 3,406 3,184 amortization

Consulting andprofessional 3,009 2,707 3,552 2,621 1,899 fees

Loan related 735 760 654 (921 ) 1,740 expenses

FDIC insurance 3,939 2,436 1,245 527 1,870

Communications 1,002 1,156 1,236 1,425 1,457

Advertisingand public 920 1,464 1,764 1,368 1,104 relations

Legal expenses 579 411 306 500 645

Other 8,052 11,636 11,732 11,864 9,938

Noninterestexpensesexcluding 88,620 93,958 100,519 94,283 100,529 goodwillimpairmentcharge

Goodwillimpairment - 443,695 - - - charge

Totalnoninterest $ 88,620 $ 537,653 $ 100,519 $ 94,283 $ 100,529 expenses

Table 10 - Reconciliation of Non-GAAP Financial Measures

As of and for the Three Months Ended

(Inthousands, June 30, March 31, December 31, September 30, June 30,except share and per share 2020 2020 2019 2019 2019data)

Efficiency ratio

Noninterestexpenses $ 88,620 $ 537,653 $ 100,519 $ 94,283 $ 100,529 (numerator)

Net interest $ 154,714 $ 153,468 $ 160,911 $ 160,187 $ 160,787 income

Noninterest 29,950 35,069 33,898 34,642 31,722 income

Operatingrevenue $ 184,664 $ 188,537 $ 194,809 $ 194,829 $ 192,509 (denominator)

Efficiency 47.99 % 285.17 % 51.60 % 48.39 % 52.22 %ratio

Adjustedefficiency ratio

Noninterest $ 88,620 $ 537,653 $ 100,519 $ 94,283 $ 100,529 expenses

Less:non-cashgoodwill - 443,695 - - - impairmentcharge

Less: mergerrelated - 1,282 925 1,010 4,562 expenses

Less: pensionplan - - 1,225 - - terminationexpense

Less:expensesrelated to 1,205 122 - - - COVID-19pandemic

Less: othernon-routine - - - - - expenses^(1)

Adjustednoninterest $ 87,415 $ 92,554 $ 98,369 $ 93,273 $ 95,967 expenses(numerator)

Net interest $ 154,714 $ 153,468 $ 160,911 $ 160,187 $ 160,787 income

Noninterest 29,950 35,069 33,898 34,642 31,722 income

Plus:revaluationof receivable - - - - 2,000 from sale ofinsuranceassets

Less: gain onsale of - - 1,263 - 1,514 acquiredloans

Less:securities 2,286 2,994 317 775 938 gains, net

Adjustednoninterest 27,664 32,075 32,318 33,867 31,270 income

Adjustedoperating $ 182,378 $ 185,543 $ 193,229 $ 194,054 $ 192,057 revenue(denominator)

Adjustedefficiency 47.93 % 49.88 % 50.91 % 48.07 % 49.97 %ratio

Tangiblecommon equity ratio

Shareholders' $ 2,045,480 $ 2,113,543 $ 2,460,846 $ 2,475,944 $ 2,426,072 equity

Less:goodwill andother (137,318 ) (142,782 ) (590,949 ) (597,488 ) (595,605 )intangibleassets, net

Tangiblecommon 1,908,162 1,970,761 1,869,897 1,878,456 1,830,467 shareholders'equity

Total assets 18,857,753 17,237,918 17,800,229 17,855,946 17,504,005

Less:goodwill andother (137,318 ) (142,782 ) (590,949 ) (597,488 ) (595,605 )intangibleassets, net

Tangible $ 18,720,435 $ 17,095,136 $ 17,209,280 $ 17,258,458 $ 16,908,400 assets

Tangiblecommon equity 10.19 % 11.53 % 10.87 % 10.88 % 10.83 %ratio

Tangible bookvalue per share

Shareholders' $ 2,045,480 $ 2,113,543 $ 2,460,846 $ 2,475,944 $ 2,426,072 equity

Less:goodwill andother (137,318 ) (142,782 ) (590,949 ) (597,488 ) (595,605 )intangibleassets, net

Tangiblecommon $ 1,908,162 $ 1,970,761 $ 1,869,897 $ 1,878,456 $ 1,830,467 shareholders'equity

Common shares 125,930,741 125,897,827 127,597,569 128,173,765 128,798,549 outstanding

Tangible bookvalue per $ 15.15 $ 15.65 $ 14.65 $ 14.66 $ 14.21 share

Table 10 (Continued) - Reconciliation of Non-GAAP Measures

As of and for the Three Months Ended

(Inthousands, June 30, March 31, December 31, September 30, June 30,except share and per share 2020 2020 2019 2019 2019data)

Return onaverage tangiblecommon equity

Average $ 2,118,796 $ 2,446,810 $ 2,471,398 $ 2,447,189 $ 2,331,855 common equity

Less: averageintangible (140,847 ) (584,513 ) (595,439 ) (598,602 ) (597,772 )assets

Averagetangiblecommon $ 1,977,949 $ 1,862,297 $ 1,875,959 $ 1,848,587 $ 1,734,083 shareholders'equity

Net (loss) $ (56,114 ) $ (399,311 ) $ 51,426 $ 43,986 $ 48,346 income

Plus:non-cashgoodwill - 412,918 - - - impairmentcharge, netof tax

Plus:intangibleasset 4,174 4,261 4,477 4,620 4,515 amortization,net of tax

Tangible net $ (51,940 ) $ 17,868 $ 55,903 $ 48,606 $ 52,861 income

Return onaverage )tangible (10.56 % 3.86 % 11.82 % 10.43 % 12.23 %common equity^(1)

Adjustedreturn onaverage tangiblecommon equity

Averagetangiblecommon $ 1,977,949 $ 1,862,297 $ 1,875,959 $ 1,848,587 $ 1,734,083 shareholders'equity

Tangible net $ (51,940 ) $ 17,868 $ 55,903 $ 48,606 $ 52,861 income

Non-routine items:

Plus: mergerrelated - 1,282 925 1,010 4,562 expenses

Plus: pensionplan - - 1,225 - - terminationexpense

Plus:expensesrelated to 1,205 122 - - - COVID-19pandemic

Plus:revaluationof receivable - - - - 2,000 from sale ofinsuranceassets

Less: gain onsale of - - 1,263 - 1,514 acquiredloans

Less:securities 2,286 2,994 317 775 938 gains(losses), net

Less: incometax effect oftax (256 ) (464 ) 48 55 958 deductiblenon-routineitems

Totalnon-routine (825 ) (1,126 ) 522 180 3,152 items, aftertax

Adjustedtangible net $ (52,765 ) $ 16,742 $ 56,425 $ 48,786 $ 56,012 income

Adjustedreturn onaverage (10.73 ) 3.62 % 11.93 % 10.47 % 12.96 %tangible %common equity^(1)

Adjustedreturn on averageassets

Average $ 18,500,600 $ 17,694,018 $ 17,843,383 $ 17,621,163 $ 17,653,511 assets

Net (loss) $ (56,114 ) $ (399,311 ) $ 51,426 $ 43,986 $ 48,346 income

Return on ) )average (1.22 % (9.08 % 1.14 % 0.99 % 1.10 %assets

Net (loss) $ (56,114 ) $ (399,311 ) $ 51,426 $ 43,986 $ 48,346 income

Plus:non-cashgoodwill - 412,918 - - - impairmentcharge, netof tax

Totalnon-routine (825 ) (1,126 ) 522 180 3,152 items, aftertax

Adjusted net $ (56,939 ) $ 12,481 $ 51,948 $ 44,166 $ 51,497 income

Adjustedreturn on (1.24 ) 0.28 % 1.16 % 0.99 % 1.17 %average %assets^(1)

Adjusteddiluted earnings pershare

Dilutedweightedaverage 125,924,652 126,630,446 128,003,089 128,515,274 129,035,553 common sharesoutstanding

Net incomeallocated to $ (56,114 ) $ (399,311 ) $ 51,248 $ 43,849 $ 48,176 common stock

Plus:non-cashgoodwill - 412,918 - - - impairment,net of tax

Totalnon-routine (825 ) (1,126 ) 522 180 3,152 items, aftertax

Adjusted netincome $ (56,939 ) $ 12,481 $ 51,770 $ 44,029 $ 51,328 allocated tocommon stock

Adjusteddiluted $ (0.45 ) $ 0.10 $ 0.40 $ 0.34 $ 0.40 earnings pershare

Adjustedpre-tax, pre-provisionnet revenue

Income before $ (62,767 ) $ (432,545 ) $ 67,164 $ 56,782 $ 63,053 taxes

Plus:Provision for 158,811 83,429 27,126 43,764 28,927 credit losses

Plus:non-cash - 443,695 - - - goodwillimpairment

Plus: Totalnon-routine (1,081 ) (1,590 ) 570 235 4,110 items beforetaxes

Adjustedpre-tax, $ 94,963 $ 92,989 $ 94,860 $ 100,781 $ 96,090 pre-provisionnet revenue

(1) Annualized.

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