Union Bankshares Reports First Quarter Results

RICHMOND, Va., April 19, 2017 (GLOBE NEWSWIRE) -- Union Bankshares Corporation (the “Company” or “Union”) (NASDAQ:UBSH) today reported net income of $19.1 million and earnings per share of $0.44 for its first quarter ended March 31, 2017.  The quarterly results represent an increase of $2.2 million, or 12.8%, in net income and an increase of $0.06, or 15.8%, in earnings per share compared to the first quarter of 2016.

I am pleased with Union’s start to the year as we delivered strong first quarter financial results,” said John C. Asbury, president and chief executive officer of Union Bankshares Corporation.  “During the quarter, loans grew by 3.9% from the prior quarter, or 16% on an annualized basis, and deposits grew by 3.7% from the prior quarter, or 15% on an annualized basis, as we continued to generate sustainable, profitable growth for our shareholders.  I’m also pleased to note that we made solid progress during the quarter in each of our four 2017 key focus areas of diversifying our loan portfolio and income streams, growing core deposits to fund loan growth, improving efficiency, and finalizing our readiness to cross the $10 billion asset threshold. Going forward, we remain committed to achieving top tier financial performance and providing our shareholders with above average returns on their investment.

Select highlights for the first quarter of 2017 include:

  • Net income for the community bank segment was $19.1 million, or $0.44 per share, for the first quarter of 2017, compared to $20.4 million, or $0.47 per share, for the fourth quarter of 2016 and $16.9 million, or $0.38 per share, for the first quarter of 2016.
  • The mortgage segment reported net income of $4,000 for the first quarter of 2017, compared to $382,000 in the fourth quarter of 2016 and $54,000 for the first quarter of 2016.
  • Return on Average Assets (“ROA”) was 0.92% for the quarter ended March 31, 2017 compared to ROA of 0.99% for the prior quarter and 0.88% for the first quarter of 2016.  Return on Average Tangible Common Equity (“ROTCE”) was 11.20% for the quarter ended March 31, 2017 compared to ROTCE of 12.05% for the prior quarter and 10.13% for the first quarter of 2016.
  • Loans held for investment grew $247.0 million, or 15.7% (annualized), from December 31, 2016 and increased $773.5 million, or 13.4%, from March 31, 2016.  Average loans held for investment increased $169.8 million, or 10.9% (annualized), from the prior quarter and increased $673.9 million, or 11.8%, from the same quarter in the prior year.
  • Period-end deposits increased $234.7 million, or 14.7% (annualized), from December 31, 2016 and grew $668.2 million, or 11.2%, from March 31, 2016.  Average deposits increased $97.3 million, or 6.2% (annualized), from the prior quarter and increased $507.9 million, or 8.6%, from the same quarter in the prior year.

NET INTEREST INCOME

Tax-equivalent net interest income was $69.1 million, a decrease of $2.4 million from the fourth quarter of 2016, driven by a lower day count, lower yields on earning assets, and higher costs of interest-bearing liabilities.  The first quarter tax-equivalent net interest margin decreased 12 basis points to 3.66% from 3.78% in the previous quarter.  Core tax-equivalent net interest margin (which excludes the 8 basis point impact of acquisition accounting accretion in both the current and prior quarters) decreased by 12 basis points to 3.58% from 3.70% in the previous quarter.  The decrease in the core tax-equivalent net interest margin was principally due to the 2 basis point decrease in interest-earning asset yields and by the 10 basis point increase in cost of funds.  The increase in cost of funds was primarily driven by the full quarter impact of the subordinated debt issued in December of 2016.

The Company’s tax-equivalent net interest margin includes the impact of acquisition accounting fair value adjustments.  During the first quarter, net accretion related to acquisition accounting decreased $116,000, or 7.2%, from the prior quarter to $1.5 million for the quarter ended March 31, 2017.  The fourth quarter of 2016, first quarter of 2017, and remaining estimated net accretion impact are reflected in the following table (dollars in thousands):

  Loan Accretion   Borrowings
Accretion
(Amortization)
  Total
For the quarter ended December 31, 2016 $ 1,538   $ 71     $ 1,609  
For the quarter ended March 31, 2017 1,445   48     1,493  
For the remaining nine months of 2017 4,100   122     4,222  
For the years ending:          
2018 4,835   (143 )   4,692  
2019 3,566   (286 )   3,280  
2020 2,707   (301 )   2,406  
2021 2,127   (316 )   1,811  
2022 1,732   (332 )   1,400  
Thereafter 6,589   (4,974 )   1,615  


ASSET QUALITY/LOAN LOSS PROVISION

Overview
During the first quarter of 2017, the Company experienced declines in past due loan levels as well as in net charge-off levels from the prior quarter and the first quarter of 2016.  Nonaccrual loan levels increased in the current quarter, primarily related to two credit relationships.  The loan loss provision and allowance for loan loss increased from the prior quarter due to loan growth and increased specific reserves related to increases in nonaccrual loans.

All nonaccrual and past due loan metrics discussed below exclude purchased credit impaired (“PCI”) loans totaling $57.8 million (net of fair value mark of $13.7 million).

Nonperforming Assets (“NPAs”)
At March 31, 2017, NPAs totaled $31.9 million, an increase of $4.6 million, or 16.8%, from March 31, 2016 and an increase of $11.9 million, or 59.3%, from December 31, 2016.  In addition, NPAs as a percentage of total outstanding loans increased 2 basis points from 0.47% a year earlier and increased 17 basis points from 0.32% last quarter to 0.49% in the first quarter of 2017.  The following table shows a summary of asset quality balances at the quarter ended (dollars in thousands):

  March 31,   December 31,   September 30,   June 30,   March 31,
  2017   2016   2016   2016   2016
Nonaccrual loans $ 22,338     $ 9,973     $ 12,677     $ 10,861     $ 13,092  
Foreclosed properties 6,951     7,430     7,927     10,076     10,941  
Former bank premises 2,654     2,654     2,654     3,305     3,305  
Total nonperforming assets $ 31,943     $ 20,057     $ 23,258     $ 24,242     $ 27,338  

The following table shows the activity in nonaccrual loans for the quarter ended (dollars in thousands):

  March 31,   December 31,   September 30,   June 30,   March 31,
  2017   2016   2016   2016   2016
Beginning Balance $ 9,973     $ 12,677     $ 10,861     $ 13,092     $ 11,936  
Net customer payments (1,068 )   (1,451 )   (1,645 )   (2,859 )   (1,204 )
Additions 13,557     1,094     4,359     2,568     5,150  
Charge-offs (97 )   (1,216 )   (660 )   (1,096 )   (1,446 )
Loans returning to accruing status (27 )   (1,039 )   (23 )   (396 )   (932 )
Transfers to OREO     (92 )   (215 )   (448 )   (412 )
Ending Balance $ 22,338     $ 9,973     $ 12,677     $ 10,861     $ 13,092  

The nonaccrual additions primarily relate to two unrelated commercial and industrial and commercial real estate-non-owner occupied credit relationships.

The following table shows the activity in other real estate owned ("OREO") for the quarter ended (dollars in thousands):

  March 31,   December 31,   September 30,   June 30,   March 31,
  2017   2016   2016   2016   2016
Beginning Balance $ 10,084     $ 10,581     $ 13,381     $ 14,246     $ 15,299  
Additions of foreclosed property     859     246     501     456  
Valuation adjustments (238 )   (138 )   (479 )   (274 )   (126 )
Proceeds from sales (277 )   (1,282 )   (2,844 )   (1,086 )   (1,390 )
Gains (losses) from sales 36     64     277     (6 )   7  
Ending Balance $ 9,605     $ 10,084     $ 10,581     $ 13,381     $ 14,246  

Past Due Loans
Past due loans still accruing interest totaled $26.9 million, or 0.41% of total loans, at March 31, 2017 compared to $35.1 million, or 0.61%, a year ago and $27.9 million, or 0.44%, at December 31, 2016.  At March 31, 2017, loans past due 90 days or more and accruing interest totaled $2.3 million, or 0.04% of total loans, compared to $5.7 million, or 0.10%, a year ago and $3.0 million, or 0.05%, at December 31, 2016.

Net Charge-offs
For the first quarter of 2017, net charge-offs were $788,000, or 0.05% of total average loans on an annualized basis, compared to $2.2 million, or 0.15%, for the same quarter last year and $824,000, or 0.05%, for the prior quarter.

Provision
The provision for loan losses for the current quarter was $2.0 million, a decline of $494,000 compared to the same quarter a year ago and an increase of $536,000 compared to the previous quarter.  The increase in provision for loan losses in the current quarter compared to the fourth quarter of 2016 was primarily driven by higher loan balances and increases in specific reserves related to nonaccrual loans.  Additionally, a $112,000 provision was recorded during the current quarter related to off-balance sheet credit exposures, resulting in a total of $2.1 million in provision for credit losses for the quarter.

Allowance for Loan Losses
The allowance for loan losses (“ALL”) increased $1.2 million from December 31, 2016 to $38.4 million at March 31, 2017 primarily due to loan growth and increases in specific reserves related to nonaccrual loans during the quarter.  The ALL as a percentage of the total loan portfolio was 0.59% at March 31, 2017, 0.59% at December 31, 2016, and 0.60% at March 31, 2016.  The ALL as a percentage of the total loan portfolio, adjusted for acquisition accounting (non-GAAP), was 0.84% at March 31, 2017, a decrease from 0.86% at December 31, 2016 and a decrease from 0.95% at March 31, 2016.  In acquisition accounting, there is no carryover of previously established allowance for loan losses, as acquired loans are recorded at fair value.

The ratio of the ALL to nonaccrual loans was 172.0% at March 31, 2017, compared to 372.9% at December 31, 2016 and 262.8% at March 31, 2016.  The current level of the allowance for loan losses reflects specific reserves related to nonperforming loans, current risk ratings on loans, net charge-off activity, loan growth, delinquency trends, and other credit risk factors that the Company considers important in assessing the adequacy of the allowance for loan losses.

NONINTEREST INCOME

Noninterest income increased $789,000, or 4.4%, to $18.8 million for the quarter ended March 31, 2017 from $18.1 million in the prior quarter, primarily driven by higher bank owned life insurance income and gains on sales of securities.

Mortgage banking income decreased $604,000, or 23.0%, to $2.0 million in the first quarter of 2017 compared to $2.6 million in the fourth quarter of 2016, related to decreased mortgage loan originations.  Mortgage loan originations declined by $45.1 million, or 31.0%, in the current quarter to $100.2 million from $145.3 million in the fourth quarter of 2016.  The majority of the decrease was related to refinance loans, which dropped by $37.1 million from the prior quarter. Of the mortgage loan originations in the current quarter, 34.3% were refinances compared with 49.2% in the prior quarter.

Noninterest income increased $2.9 million, or 18.4%, to $18.8 million for the quarter ended March 31, 2017 from $15.9 million for the first quarter of 2016.  For the first quarter of 2017, bank owned life insurance income increased $753,000; fiduciary and asset management fees were $656,000 higher due to the acquisition of Old Dominion Capital Management, Inc. ("ODCM") in the second quarter of 2016; loan-related swap fees increased $518,000; customer-related fee income increased $347,000 primarily related to increases in debit card interchange fees; and gains on sales of securities were $338,000 higher, in each case as compared to the first quarter of 2016.

NONINTEREST EXPENSE

Noninterest expense increased $1.1 million, or 2.0%, to $57.4 million for the quarter ended March 31, 2017 from $56.3 million in the prior quarter.  Salaries and benefits expenses increased by $2.1 million primarily related to seasonal increases in payroll taxes and annual merit adjustments as well as increased group insurance and equity-based compensation.  This increase was partially offset by declines in FDIC and other insurance expenses of $697,000 and marketing expenses of $206,000.

Noninterest expense increased $3.1 million, or 5.8%, to $57.4 million for the quarter ended March 31, 2017 from $54.3 million in the first quarter of 2016.  Salaries and benefits expenses increased by $4.1 million primarily related to annual merit adjustments; increases in group insurance, incentive compensation, and equity-based compensation; and increases related to investments in the Company's growth with the ODCM acquisition and opening on the North Carolina LPO.  This increase was partially offset by lower FDIC and other insurance expenses of $656,000 and declines in professional fees of $331,000 due to lower legal and consulting fees.

BALANCE SHEET

At March 31, 2017, total assets were $8.7 billion, an increase of $243.1 million from December 31, 2016 and an increase of $837.3 million from March 31, 2016.  The increase in assets was mostly related to loan growth.

At March 31, 2017, loans held for investment were $6.6 billion, an increase of $247.0 million, or 15.7% (annualized), from December 31, 2016, while average loans increased $169.8 million, or 10.9% (annualized), from the prior quarter.  Loans held for investment increased $773.5 million, or 13.4%, from March 31, 2016, while quarterly average loans increased $673.9 million, or 11.8%, from the prior year.

At March 31, 2017, total deposits were $6.6 billion, an increase of $234.7 million, or 14.7% (annualized), from December 31, 2016, while average deposits increased $97.3 million, or 6.2% (annualized), from the prior quarter. Total deposits grew $668.2 million, or 11.2%, from March 31, 2016, while quarterly average deposits increased $507.9 million, or 8.6%, from the prior year.

At March 31, 2017, December 31, 2016, and March 31, 2016, respectively, the Company had a common equity Tier 1 capital ratio of 9.55%, 9.72%, and 10.25%; a Tier 1 capital ratio of 10.77%, 10.97%, and 11.63%; a total capital ratio of 13.29%, 13.56%, and 12.16%; and a leverage ratio of 9.79%, 9.87%, and 10.25%.

The Company’s common equity to total assets ratios at March 31, 2017, December 31, 2016, and March 31, 2016 were 11.71%, 11.88%, and 12.52%, respectively, while its tangible common equity to tangible assets ratio was 8.36%, 8.41%, and 8.86%, respectively.

During the first quarter of 2017, the Company declared and paid cash dividends of $0.20 per common share, consistent with the prior quarter and an increase of $0.01, or 5.3%, compared the same quarter in the prior year.

ABOUT UNION BANKSHARES CORPORATION

Headquartered in Richmond, Virginia, Union Bankshares Corporation (NASDAQ:UBSH) is the holding company for Union Bank & Trust, which has 113 banking offices and approximately 184 ATMs located throughout Virginia. Non-bank affiliates of the holding company include: Union Mortgage Group, Inc., which provides a full line of mortgage products, Old Dominion Capital Management, Inc., which provides investment advisory services, and Union Insurance Group, LLC, which offers various lines of insurance products.

Additional information on the Company is available at http://investors.bankatunion.com.

Union Bankshares Corporation will hold a conference call on Wednesday, April 19th, at 9:00 a.m. Eastern Time during which management will review earnings and performance trends.  Callers wishing to participate may call toll-free by dialing (877) 668-4908; international callers wishing to participate may do so by dialing (973) 453-3058.  The conference ID number is 3879232.

NON-GAAP MEASURES

In reporting the results of the quarter ended March 31, 2017, the Company has provided supplemental performance measures on a tangible or tax-equivalent basis.  These measures are a supplement to GAAP used to prepare the Company’s financial statements and should not be considered in isolation or as a substitute for comparable measures calculated in accordance with GAAP.  In addition, the Company’s non-GAAP measures may not be comparable to non-GAAP measures of other companies.

FORWARD-LOOKING STATEMENTS

Certain statements in this press release may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.  Forward-looking statements are statements that include projections, predictions, expectations, or beliefs about future events or results or otherwise are not statements of historical fact, are based on certain assumptions as of the time they are made, and are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified.  Such statements are often characterized by the use of qualified words (and their derivatives) such as “expect,” “believe,” “estimate,” “plan,” “project,” “anticipate,” “intend,” “will,” “may,” “view,” “opportunity,” “potential,” or words of similar meaning or other statements concerning opinions or judgment of the Company and its management about future events.  Although the Company believes that its expectations with respect to forward-looking statements are based upon reasonable assumptions within the bounds of its existing knowledge of its business and operations, there can be no assurance that actual results, performance, or achievements of the Company will not differ materially from any projected future results, performance, or achievements expressed or implied by such forward-looking statements.  Actual future results and trends may differ materially from historical results or those anticipated depending on a variety of factors, including, but not limited to, the effects of or changes in:

  • changes in interest rates,
  • general economic and financial market conditions,
  • the Company’s ability to manage its growth or implement its growth strategy,
  • the incremental cost and/or decreased revenues associated with exceeding $10 billion in assets,
  • levels of unemployment in the Bank’s lending area,
  • real estate values in the Bank’s lending area,
  • an insufficient allowance for loan losses,
  • the quality or composition of the loan or investment portfolios,
  • concentrations of loans secured by real estate, particularly commercial real estate,
  • the effectiveness of the Company’s credit processes and management of the Company’s credit risk,
  • demand for loan products and financial services in the Company’s market area,
  • the Company’s ability to compete in the market for financial services,
  • technological risks and developments, and cyber attacks or events,
  • performance by the Company’s counterparties or vendors,
  • deposit flows,
  • the availability of financing and the terms thereof,
  • the level of prepayments on loans and mortgage-backed securities,
  • legislative or regulatory changes and requirements,
  • monetary and fiscal policies of the U.S. government including policies of the U.S. Department of the Treasury and the Board of Governors of the Federal Reserve System, and
  • accounting principles and guidelines.

More information on risk factors that could affect the Company’s forward-looking statements is available on the Company’s website, http://investors.bankatunion.com or the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 and other reports filed with the SEC. The information on the Company’s website is not a part of this press release. All risk factors and uncertainties described in those documents should be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. The Company does not intend or assume any obligation to update or revise any forward-looking statements that may be made from time to time by or on behalf of the Company.

UNION BANKSHARES CORPORATION AND SUBSIDIARIES
KEY FINANCIAL RESULTS
(Dollars in thousands, except share data)
(FTE - "Fully Taxable Equivalent")
  Three Months Ended
  3/31/17   12/31/16   3/31/16
Results of Operations (unaudited)   (unaudited)   (unaudited)
Interest and dividend income $ 76,640     $ 76,957     $ 70,749  
Interest expense 10,073     8,342     7,018  
Net interest income 66,567     68,615     63,731  
Provision for credit losses 2,122     1,723     2,604  
Net interest income after provision for credit losses 64,445     66,892     61,127  
Noninterest income 18,839     18,050     15,914  
Noninterest expenses 57,395     56,267     54,272  
Income before income taxes 25,889     28,675     22,769  
Income tax expense 6,765     7,899     5,808  
Net income $ 19,124     $ 20,776     $ 16,961  
           
Interest earned on earning assets (FTE) (1) $ 79,180     $ 79,833     $ 73,238  
Net interest income (FTE) (1) 69,107     71,491     66,220  
Core deposit intangible amortization 1,516     1,621     1,880  
           
Net income - community bank segment $ 19,120     $ 20,394     $ 16,907  
Net income (loss) - mortgage segment 4     382     54  
           
Key Ratios          
Earnings per common share, diluted $ 0.44     $ 0.48     $ 0.38  
Return on average assets (ROA) 0.92 %   0.99 %   0.88 %
Return on average equity (ROE) 7.68 %   8.22 %   6.89 %
Return on average tangible common equity (ROTCE) (2) 11.20 %   12.05 %   10.13 %
Efficiency ratio 67.20 %   64.92 %   68.14 %
Efficiency ratio (FTE) (1) 65.26 %   62.84 %   66.08 %
Net interest margin 3.52 %   3.63 %   3.68 %
Net interest margin (FTE) (1) 3.66 %   3.78 %   3.82 %
Yields on earning assets (FTE) (1) 4.19 %   4.23 %   4.23 %
Cost of interest-bearing liabilities (FTE) (1) 0.68 %   0.57 %   0.52 %
Cost of funds (FTE) (1) 0.53 %   0.45 %   0.41 %
Net interest margin, core (FTE) (3) 3.58 %   3.70 %   3.76 %
           
Per Share Data          
Earnings per common share, basic $ 0.44     $ 0.48     $ 0.38  
Earnings per common share, diluted 0.44     0.48     0.38  
Cash dividends paid per common share 0.20     0.20     0.19  
Market value per share 35.18     35.74     24.63  
Book value per common share 23.44     23.15     22.55  
Tangible book value per common share (2) 16.12     15.78     15.31  
Price to earnings ratio, diluted 19.71     18.72     16.12  
Price to book value per common share ratio 1.50     1.54     1.09  
Price to tangible common share ratio 2.18     2.26     1.61  
Weighted average common shares outstanding, basic 43,654,498     43,577,634     44,251,276  
Weighted average common shares outstanding, diluted 43,725,923     43,659,416     44,327,229  
Common shares outstanding at end of period 43,679,947     43,609,317     43,854,381  


  As of & For Three Months Ended
  3/31/17   12/31/16   3/31/16
Capital Ratios (unaudited)   (unaudited)   (unaudited)
Common equity Tier 1 capital ratio (4) 9.55 %   9.72 %   10.25 %
Tier 1 capital ratio (4) 10.77 %   10.97 %   11.63 %
Total capital ratio (4) 13.29 %   13.56 %   12.16 %
Leverage ratio (Tier 1 capital to average assets) (4) 9.79 %   9.87 %   10.25 %
Common equity to total assets 11.71 %   11.88 %   12.52 %
Tangible common equity to tangible assets (2) 8.36 %   8.41 %   8.86 %
           
Financial Condition          
Assets $ 8,669,920     $ 8,426,793     $ 7,832,611  
Loans held for investment 6,554,046     6,307,060     5,780,502  
Earning Assets 7,859,563     7,611,098     7,045,552  
Goodwill 298,191     298,191     293,522  
Amortizable intangibles, net 18,965     20,602     21,430  
Deposits 6,614,195     6,379,489     5,945,982  
Stockholders' equity 1,015,631     1,001,032     980,978  
Tangible common equity (2) 698,475     682,239     666,026  
           
Loans held for investment, net of deferred fees and costs          
Construction and land development $ 770,287     $ 751,131     $ 776,698  
Commercial real estate - owner occupied 870,559     857,805     849,202  
Commercial real estate - non-owner occupied 1,631,767     1,564,295     1,296,251  
Multifamily real estate 353,769     334,276     323,270  
Commercial & Industrial 576,567     551,526     453,208  
Residential 1-4 Family 1,057,439     1,029,547     978,478  
Auto 271,466     262,071     241,737  
HELOC 527,863     526,884     517,122  
Consumer and all other 494,329     429,525     344,536  
Total loans held for investment $ 6,554,046     $ 6,307,060     $ 5,780,502  
           
Deposits          
NOW accounts $ 1,792,531     $ 1,765,956     $ 1,504,227  
Money market accounts 1,499,585     1,435,591     1,323,192  
Savings accounts 602,851     591,742     589,542  
Time deposits of $100,000 and over 555,431     530,275     508,153  
Other time deposits 672,998     662,300     657,625  
Total interest-bearing deposits $ 5,123,396     $ 4,985,864     $ 4,582,739  
Demand deposits 1,490,799     1,393,625     1,363,243  
Total deposits $ 6,614,195     $ 6,379,489     $ 5,945,982  
           
Averages          
Assets $ 8,465,517     $ 8,312,750     $ 7,764,830  
Loans held for investment 6,383,905     6,214,084     5,709,998  
Loans held for sale 27,359     43,594     27,304  
Securities 1,207,768     1,202,125     1,187,150  
Earning assets 7,660,937     7,514,979     6,968,988  
Deposits 6,407,281     6,310,025     5,899,404  
Certificates of deposit 1,211,064     1,192,253     1,171,972  
Interest-bearing deposits 5,013,315     4,885,428     4,562,856  
Borrowings 986,645     927,218     816,943  
Interest-bearing liabilities 5,999,960     5,812,646     5,379,799  
Stockholders' equity 1,010,318     1,005,769     989,414  
Tangible common equity (2) 692,384     686,143     673,562  


  As of & For Three Months Ended
  3/31/17   12/31/16   3/31/16
Asset Quality (unaudited)   (unaudited)   (unaudited)
Allowance for Loan Losses (ALL)          
Beginning balance $ 37,192     $ 36,542     $ 34,047  
Add: Recoveries 845     1,003     828  
Less: Charge-offs 1,633     1,827     2,980  
Add: Provision for loan losses 2,010     1,474     2,504  
Ending balance $ 38,414     $ 37,192     $ 34,399  
           
ALL / total outstanding loans 0.59 %   0.59 %   0.60 %
ALL / total outstanding loans, adjusted for acquisition accounting (5) 0.84 %   0.86 %   0.95 %
Net charge-offs / total average loans 0.05 %   0.05 %   0.15 %
Provision / total average loans 0.13 %   0.09 %   0.18 %
           
Total PCI Loans $ 57,770     $ 59,292     $ 70,105  
           
Nonperforming Assets          
Construction and land development $ 6,545     $ 2,037     $ 2,156  
Commercial real estate - owner occupied 1,298     794     2,816  
Commercial real estate - non-owner occupied 2,798          
Commercial & Industrial 3,245     124     810  
Residential 1-4 Family 5,856     5,279     5,696  
Auto 393     169     162  
HELOC 1,902     1,279     973  
Consumer and all other 301     291     479  
Nonaccrual loans $ 22,338     $ 9,973     $ 13,092  
Other real estate owned 9,605     10,084     14,246  
Total nonperforming assets (NPAs) $ 31,943     $ 20,057     $ 27,338  
Construction and land development $ 16     $ 76     $ 544  
Commercial real estate - owner occupied 93     35     196  
Commercial real estate - non-owner occupied 711         723  
Commercial & Industrial     9     422  
Residential 1-4 Family 686     2,048     2,247  
Auto 11     111     53  
HELOC 680     635     1,315  
Consumer and all other 126     91     223  
Loans ≥ 90 days and still accruing $ 2,323     $ 3,005     $ 5,723  
Total NPAs and loans ≥ 90 days $ 34,266     $ 23,062     $ 33,061  
NPAs / total outstanding loans 0.49 %   0.32 %   0.47 %
NPAs / total assets 0.37 %   0.24 %   0.35 %
ALL / nonaccrual loans 171.97 %   372.93 %   262.75 %
ALL / nonperforming assets 120.26 %   185.43 %   125.83 %
           
Troubled Debt Restructurings          
Performing $ 14,325     $ 13,967     $ 11,486  
Nonperforming 4,399     1,435     1,470  
Total troubled debt restructurings $ 18,724     $ 15,402     $ 12,956  


  As of & For Three Months Ended
  3/31/17   12/31/16   3/31/16
Past Due Detail (unaudited)   (unaudited)   (unaudited)
Construction and land development $ 630     $ 1,162     $ 2,676  
Commercial real estate - owner occupied 878     1,842     1,787  
Commercial real estate - non-owner occupied 1,487     2,369     24  
Multifamily real estate     147     155  
Commercial & Industrial 453     759     985  
Residential 1-4 Family 11,615     7,038     13,711  
Auto 1,534     2,570     1,519  
HELOC 1,490     1,836     1,870  
Consumer and all other 1,766     2,522     736  
Loans 30-59 days past due $ 19,853     $ 20,245     $ 23,463  
           
Construction and land development $ 376     $ 232     $ 724  
Commercial real estate - owner occupied     109     963  
Commercial real estate - non-owner occupied         276  
Commercial & Industrial 126     858     284  
Residential 1-4 Family 2,104     534     1,111  
Auto 250     317     126  
HELOC 365     1,140     388  
Consumer and all other 1,460     1,431     1,996  
Loans 60-89 days past due $ 4,681     $ 4,621     $ 5,868  
           
Alternative Performance Measures (non-GAAP)          
Tangible Assets          
Ending assets $ 8,669,920     $ 8,426,793     $ 7,832,611  
Less: Ending goodwill 298,191     298,191     293,522  
Less: Ending amortizable intangibles 18,965     20,602     21,430  
Ending tangible assets (non-GAAP) $ 8,352,764     $ 8,108,000     $ 7,517,659  
           
Tangible Common Equity (2)          
Ending equity $ 1,015,631     $ 1,001,032     $ 980,978  
Less: Ending goodwill 298,191     298,191     293,522  
Less: Ending amortizable intangibles 18,965     20,602     21,430  
Ending tangible common equity (non-GAAP) $ 698,475     $ 682,239     $ 666,026  
           
Average equity $ 1,010,318     $ 1,005,769     $ 989,414  
Less: Average goodwill 298,191     298,191     293,522  
Less: Average amortizable intangibles 19,743     21,435     22,330  
Average tangible common equity (non-GAAP) $ 692,384     $ 686,143     $ 673,562  
           
ALL to loans, adjusted for acquisition accounting (non-GAAP)(5)        
Allowance for loan losses $ 38,414     $ 37,192     $ 34,399  
Remaining fair value mark on purchased performing loans 16,121     16,939     19,994  
Adjusted allowance for loan losses $ 54,535     $ 54,131     $ 54,393  
           
Loans, net of deferred fees $ 6,554,046     $ 6,307,060     $ 5,780,502  
Remaining fair value mark on purchased performing loans 16,121     16,939     19,994  
Less: Purchased credit impaired loans, net of fair value mark 57,770     59,292     70,105  
Adjusted loans, net of deferred fees $ 6,512,397     $ 6,264,707     $ 5,730,391  
           
ALL / gross loans, adjusted for acquisition accounting 0.84 %   0.86 %   0.95 %


  As of & For Three Months Ended
  3/31/17   12/31/16   3/31/16
Alternative Performance Measures (non-GAAP) cont'd (unaudited)   (unaudited)   (unaudited)
Net interest income (FTE) & Core Net Interest Income (FTE)          
Net interest income (GAAP) $ 66,567     $ 68,615     $ 63,731  
FTE adjustment 2,540     2,876     2,489  
Net interest income FTE (non-GAAP) (1) $ 69,107     $ 71,491     $ 66,220  
Less: Net accretion of acquisition fair value marks (1,493 )   (1,609 )   (1,146 )
Core net interest income FTE (non-GAAP) (3) $ 67,614     $ 69,882     $ 65,074  
Average earning assets 7,660,937     7,514,979     6,968,988  
Net interest margin 3.52 %   3.63 %   3.68 %
Net interest margin (FTE) 3.66 %   3.78 %   3.82 %
Core net interest margin (FTE) 3.58 %   3.70 %   3.76 %
           
Mortgage Origination Volume          
Refinance Volume $ 34,331     $ 71,454     $ 37,304  
Construction Volume 22,669     10,621     14,894  
Purchase Volume 43,216     63,249     46,013  
Total Mortgage loan originations $ 100,216     $ 145,324     $ 98,211  
% of originations that are refinances 34.3 %   49.2 %   38.0 %
           
Other Data          
End of period full-time employees 1,412     1,416     1,400  
Number of full-service branches 113     114     124  
Number of full automatic transaction machines (ATMs) 184     185     201  

(1) Net interest income (FTE), which is used in computing net interest margin (FTE) and efficiency ratio (FTE), provides valuable additional insight into the net interest margin and the efficiency ratio by adjusting for differences in tax treatment of interest income sources.  The entire FTE adjustment is attributable to interest income on earning assets, which is used in computing yield on earning assets.  Interest expense and the related cost of interest-bearing liabilities and cost of funds ratios are not affected by the FTE components.

(2)  Tangible common equity is used in the calculation of certain profitability, capital, and per share ratios.  The Company believes tangible common equity and the related ratios are meaningful measures of capital adequacy because they provide a meaningful base for period-to-period and company-to-company comparisons, which the Company believes will assist investors in assessing the capital of the Company and its ability to absorb potential losses.

(3) Core net interest income (FTE), which is used in computing core net interest margin (FTE), provides valuable additional insight into the net interest margin by adjusting for differences in tax treatment of interest income sources as well as the net accretion of acquisition-related fair value marks.

(4) All ratios at March 31, 2017 are estimates and subject to change pending the Company’s filing of its FR Y9-C. All other periods are presented as filed.

(5) The allowance for loan losses ratio, adjusted for acquisition accounting (non-GAAP), includes an adjustment for the fair value mark on purchased performing loans. The purchased performing loans are reported net of the related fair value mark in loans, net of deferred fees, on the Company’s Consolidated Balance Sheet; therefore, the fair value mark is added back to the balance to represent the total loan portfolio. The adjusted allowance for loan losses, including the fair value mark, represents the total reserve on the Company’s loan portfolio. The PCI loans, net of the respective fair value mark, are removed from the loans, net of deferred fees, as these PCI loans are not covered by the allowance established by the Company unless changes in expected cash flows indicate that one of the PCI loan pools are impaired, at which time an allowance for PCI loans will be established. GAAP requires the acquired allowance for loan losses not be carried over in an acquisition or merger. The Company believes the presentation of the allowance for loan losses ratio, adjusted for acquisition accounting, is useful to investors because the acquired loans were purchased at a market discount with no allowance for loan losses carried over to the Company, and the fair value mark on the purchased performing loans represents the allowance associated with those purchased loans. The Company believes that this measure is a better reflection of the reserves on the Company’s loan portfolio.


UNION BANKSHARES CORPORATION AND SUBSIDIARIES    
CONSOLIDATED BALANCE SHEETS    
(Dollars in thousands, except share data)          
  March 31,   December 31,   March 31,
  2017   2016   2016
ASSETS (unaudited)       (unaudited)
Cash and cash equivalents:          
Cash and due from banks $ 120,216     $ 120,758     $ 95,462  
Interest-bearing deposits in other banks 62,656     58,030     37,227  
Federal funds sold 947     449     650  
Total cash and cash equivalents 183,819     179,237     133,339  
Securities available for sale, at fair value 953,058     946,764     939,409  
Securities held to maturity, at carrying value 203,478     201,526     204,444  
Restricted stock, at cost 65,402     60,782     58,211  
Loans held for sale, at fair value 19,976     36,487     25,109  
Loans held for investment, net of deferred fees and costs 6,554,046     6,307,060     5,780,502  
Less allowance for loan losses 38,414     37,192     34,399  
Net loans held for investment 6,515,632     6,269,868     5,746,103  
Premises and equipment, net 122,512     122,027     125,357  
Other real estate owned, net of valuation allowance 9,605     10,084     14,246  
Goodwill 298,191     298,191     293,522  
Amortizable intangibles, net 18,965     20,602     21,430  
Bank owned life insurance 178,774     179,318     175,033  
Other assets 100,508     101,907     96,408  
Total assets $ 8,669,920     $ 8,426,793     $ 7,832,611  
LIABILITIES          
Noninterest-bearing demand deposits $ 1,490,799     $ 1,393,625     $ 1,363,243  
Interest-bearing deposits 5,123,396     4,985,864     4,582,739  
Total deposits 6,614,195     6,379,489     5,945,982  
Securities sold under agreements to repurchase 44,587     59,281     91,977  
Other short-term borrowings 522,500     517,500     466,000  
Long-term borrowings 413,779     413,308     291,662  
Other liabilities 59,228     56,183     56,012  
Total liabilities 7,654,289     7,425,761     6,851,633  
Commitments and contingencies          
STOCKHOLDERS' EQUITY          
Common stock, $1.33 par value, shares authorized 100,000,000; issued and outstanding, 43,679,947 shares, 43,609,317 shares, and 43,854,381 shares, respectively. 57,629     57,506     57,850  
Additional paid-in capital 606,078     605,397     610,084  
Retained earnings 352,335     341,938     306,685  
Accumulated other comprehensive income (411 )   (3,809 )   6,359  
Total stockholders' equity 1,015,631     1,001,032     980,978  
Total liabilities and stockholders' equity $ 8,669,920     $ 8,426,793     $ 7,832,611  


UNION BANKSHARES CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Dollars in thousands, except share data)          
  Three Months Ended
  March 31,   December 31,   March 31,
  2017   2016   2016
Interest and dividend income: (unaudited)   (unaudited)   (unaudited)
Interest and fees on loans $ 68,084     $ 68,683     $ 62,947  
Interest on deposits in other banks 71     67     47  
Interest and dividends on securities:          
Taxable 4,923     4,761     4,316  
Nontaxable 3,562     3,446     3,439  
Total interest and dividend income 76,640     76,957     70,749  
Interest expense:          
Interest on deposits 5,077     4,786     4,195  
Interest on short-term borrowings 950     797     623  
Interest on long-term borrowings 4,046     2,759     2,200  
Total interest expense 10,073     8,342     7,018  
Net interest income 66,567     68,615     63,731  
Provision for credit losses 2,122     1,723     2,604  
Net interest income after provision for credit losses 64,445     66,892     61,127  
Noninterest income:          
Service charges on deposit accounts 4,829     5,042     4,734  
Other service charges and fees 4,408     4,204     4,156  
Fiduciary and asset management fees 2,794     2,884     2,138  
Mortgage banking income, net 2,025     2,629     2,146  
Gains on securities transactions, net 481     60     143  
Bank owned life insurance income 2,125     1,391     1,372  
Loan-related interest rate swap fees 1,180     1,198     662  
Other operating income 997     642     563  
Total noninterest income 18,839     18,050     15,914  
Noninterest expenses:          
Salaries and benefits 32,168     30,042     28,048  
Occupancy expenses 4,903     4,901     4,976  
Furniture and equipment expenses 2,603     2,608     2,636  
Printing, postage, and supplies 1,150     1,126     1,139  
Communications expense 910     887     1,089  
Technology and data processing 3,900     4,028     3,814  
Professional services 1,658     1,653     1,989  
Marketing and advertising expense 1,740     1,946     1,938  
FDIC assessment premiums and other insurance 706     1,403     1,362  
Other taxes 2,022     1,592     1,618  
Loan-related expenses 1,329     1,152     878  
OREO and credit-related expenses 541     637     569  
Amortization of intangible assets 1,637     1,742     1,880  
Training and other personnel costs 969     923     744  
Other expenses 1,159     1,627     1,592  
Total noninterest expenses 57,395     56,267     54,272  
Income before income taxes 25,889     28,675     22,769  
Income tax expense 6,765     7,899     5,808  
Net income $ 19,124     $ 20,776     $ 16,961  
Basic earnings per common share $ 0.44     $ 0.48     $ 0.38  
Diluted earnings per common share $ 0.44     $ 0.48     $ 0.38  


UNION BANKSHARES CORPORATION AND SUBSIDIARIES
SEGMENT FINANCIAL INFORMATION
(Dollars in thousands)              
  Community Bank   Mortgage   Eliminations   Consolidated
Three Months Ended March 31, 2017 (unaudited)              
Net interest income $ 66,234     $ 333     $     $ 66,567  
Provision for credit losses 2,104     18         2,122  
Net interest income after provision for credit losses 64,130     315         64,445  
Noninterest income 16,757     2,223     (141 )   18,839  
Noninterest expenses 55,014     2,522     (141 )   57,395  
Income before income taxes 25,873     16         25,889  
Income tax expense 6,753     12         6,765  
Net income $ 19,120     $ 4     $     $ 19,124  
Total assets $ 8,660,987     $ 76,818     $ (67,885 )   $ 8,669,920  
               
Three Months Ended December 31, 2016 (unaudited)              
Net interest income $ 68,205     $ 410     $     $ 68,615  
Provision for credit losses 1,668     55         1,723  
Net interest income after provision for credit losses 66,537     355         66,892  
Noninterest income 15,368     2,823     (141 )   18,050  
Noninterest expenses 53,810     2,598     (141 )   56,267  
Income before income taxes 28,095     580         28,675  
Income tax expense 7,701     198         7,899  
Net income $ 20,394     $ 382     $     $ 20,776  
Total assets $ 8,419,625     $ 93,581     $ (86,413 )   $ 8,426,793  
               
Three Months Ended March 31, 2016 (unaudited)              
Net interest income $ 63,425     $ 306     $     $ 63,731  
Provision for credit losses 2,500     104         2,604  
Net interest income after provision for credit losses 60,925     202         61,127  
Noninterest income 13,608     2,477     (171 )   15,914  
Noninterest expenses 51,844     2,599     (171 )   54,272  
Income (loss) before income taxes 22,689     80         22,769  
Income tax expense (benefit) 5,782     26         5,808  
Net income (loss) $ 16,907     $ 54     $     $ 16,961  
Total assets $ 7,825,652     $ 55,069     $ (48,110 )   $ 7,832,611  


AVERAGE BALANCES, INCOME AND EXPENSES, YIELDS AND RATES (TAXABLE EQUIVALENT BASIS)
  For the Quarter Ended
  March 31, 2017   December 31, 2016
  Average Balance   Interest
Income / Expense
  Yield / Rate
(1)
  Average Balance   Interest
Income / Expense
  Yield /
Rate (1)
Assets: (unaudited)   (unaudited)
Securities:                      
Taxable $ 746,359     $ 4,923     2.68 %   $ 749,059     $ 4,761     2.53 %
Tax-exempt 461,409     5,480     4.82 %   453,066     5,302     4.66 %
Total securities 1,207,768     10,403     3.49 %   1,202,125     10,063     3.33 %
Loans, net (2) (3) 6,383,905     68,503     4.35 %   6,214,084     69,358     4.44 %
Other earning assets 69,264     274     1.60 %   98,770     412     1.66 %
Total earning assets 7,660,937     $ 79,180     4.19 %   7,514,979     $ 79,833     4.23 %
Allowance for loan losses (37,898 )           (37,808 )        
Total non-earning assets 842,478             835,579          
Total assets $ 8,465,517             $ 8,312,750          
                       
Liabilities and Stockholders' Equity:                      
Interest-bearing deposits:                      
Transaction and money market accounts $ 3,205,692     $ 1,969     0.25 %   $ 3,099,424     $ 1,804     0.23 %
Regular savings 596,559     191     0.13 %   593,751     201     0.13 %
Time deposits 1,211,064     2,917     0.98 %   1,192,253     2,781     0.93 %
Total interest-bearing deposits 5,013,315     5,077     0.41 %   4,885,428     4,786     0.39 %
Other borrowings (4) 986,645     4,996     2.05 %   927,218     3,556     1.53 %
Total interest-bearing liabilities 5,999,960     10,073     0.68 %   5,812,646     8,342     0.57 %
                       
Noninterest-bearing liabilities:                      
Demand deposits 1,393,966             1,424,597          
Other liabilities 61,273             69,738          
Total liabilities 7,455,199             7,306,981          
Stockholders' equity 1,010,318             1,005,769          
Total liabilities and stockholders' equity $ 8,465,517             $ 8,312,750          
Net interest income     $ 69,107             $ 71,491      
                       
Interest rate spread (5)         3.51 %           3.66 %
Cost of funds         0.53 %           0.45 %
Net interest margin (6)         3.66 %           3.78 %
                       
(1) Rates and yields are annualized and calculated from actual, not rounded, amounts in thousands, which appear above.
(2) Nonaccrual loans are included in average loans outstanding.
(3) Interest income on loans includes $1.4 million and $1.5 million for the three months ended March 31, 2017 and December 31, 2016, respectively, in accretion of the fair market value adjustments related to acquisitions.
(4) Interest expense on borrowings includes $48,000 and $71,000 for the three months ended March 31, 2017 and December 31, 2016, respectively, in accretion of the fair market value adjustments related to acquisitions.
(5) Income and yields are reported on a taxable equivalent basis using the statutory federal corporate tax rate of 35%.
(6) Core net interest margin excludes purchase accounting adjustments and was 3.58% and 3.70% for the three months ended March 31, 2017 and December 31, 2016, respectively.
Contact: Robert M. Gorman - (804) 523-7828
Executive Vice President / Chief Financial Officer

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Source: Union Bankshares Corporation