Exhibit 99.1

unionbankshares_image1a23.jpg

Contact:    Robert M. Gorman - (804) 523-7828
Executive Vice President / Chief Financial Officer

UNION BANKSHARES REPORTS FIRST QUARTER RESULTS

Richmond, Va., April 24, 2019 - Union Bankshares Corporation (the “Company” or “Union”) (Nasdaq: UBSH) today reported net income of $35.6 million and earnings per share of $0.47 for its first quarter ended March 31, 2019. Net operating earnings(1) were $50.2 million and operating earnings per share(1) were $0.66 for its first quarter ended March 31, 2019; these operating results exclude $14.6 million in after-tax merger-related costs but include after tax losses from discontinued operations of $85,000 and approximately $322,000 in after-tax expenses related to the Company's previously announced re-branding to be effective in May 2019.

The Company's results for the first quarter of 2019 include two months of financial results of Access National Corporation ("Access"), which the Company acquired on February 1, 2019.

“Union delivered solid financial results in the first quarter of 2019, while continuing our transformation to become the preeminent mid-Atlantic regional bank,” said John C. Asbury, President and CEO of Union Bankshares Corporation. “During the quarter, we achieved year over year improvements in our operating profitability metrics and delivered strong deposit growth while loan growth was muted by seasonality and elevated commercial real estate pay downs. It was an eventful quarter as we closed the acquisition of Access National Corporation, substantially completing the Virginia jigsaw puzzle by adding a strong franchise in Northern Virginia, and announced that we will rebrand to Atlantic Union Bank, concurrent with the Access systems conversion in mid-May. We are pleased with the first quarter’s financial results and are off to a good start in 2019.”
Select highlights for the first quarter of 2019
•
Performance metrics
◦
Return on Average Assets (“ROA”) was 0.92% compared to 1.29% in the fourth quarter of 2018 and 0.52% in the first quarter of 2018. Operating ROA(1) was 1.30% compared to 1.36% in the fourth quarter of 2018 and 1.21% in the first quarter of 2018.
◦
Return on Average Equity (“ROE”) was 6.37% compared to 9.21% in the fourth quarter of 2018 and 3.70% in the first quarter of 2018. Operating ROE(1) was 8.97% compared to 9.66% in the fourth quarter of 2018 and 8.64% in the first quarter of 2018.
◦
Return on Average Tangible Common Equity (“ROTCE”)(1) was 11.84% compared to 16.42% in the fourth quarter of 2018 and 7.41% in the first quarter of 2018. Operating ROTCE(1) was 16.27% compared to 17.18% in the fourth quarter of 2018 and 16.00% in the first quarter of 2018.
◦
Efficiency ratio increased to 69.99% compared to 56.22% in the fourth quarter of 2018 and decreased from 82.22% in the first quarter of 2018. Operating efficiency ratio (FTE)(1) increased to 54.36% compared to 51.34% in the fourth quarter of 2018 and decreased from 56.42% in the first quarter of 2018.
•
On February 1, 2019, the Company announced that it will re-brand to Atlantic Union Bankshares Corporation (subject to shareholder approval) in May 2019. During the current quarter, in preparation for the re-branding, the Company incurred $407,000 in re-branding costs.

(1) These are financial measures not calculated in accordance with generally accepted accounting principles (“GAAP”). For a reconciliation of these non-GAAP financial measures, see Alternative Performance Measures (non-GAAP) section of the Key Financial Results.




NET INTEREST INCOME

For the first quarter of 2019, net interest income was $127.5 million, an increase of $18.5 million from the fourth quarter of 2018. Net interest income (FTE)(1) was $130.3 million in the first quarter of 2019, an increase of $18.9 million from the fourth quarter of 2018. The increases in both net interest income and net interest income (FTE) were primarily the result of a $1.9 billion increase in average interest earning assets and a $1.4 billion increase in average interest bearing liabilities from the acquisition of Access. The first quarter net interest margin increased 10 basis points to 3.72% from 3.62% in the previous quarter, while the net interest margin (FTE)(1) increased 10 basis points to 3.80% from 3.70% during the same periods. The increase in the net interest margin and net interest margin (FTE) were principally due to an approximately 18 basis point increase in the yield on earnings assets, partially offset by an approximately 8 basis point increase in the cost of funds.

The Company’s net interest margin (FTE) includes the impact of acquisition accounting fair value adjustments. During the first quarter of 2019, net accretion related to acquisition accounting increased $2.0 million from the prior quarter to $5.8 million for the quarter ended March 31, 2019. The fourth quarter of 2018, first quarter of 2019, and the remaining estimated net accretion impact are reflected in the following table (dollars in thousands):

 
Loan Accretion
 
Deposit Accretion
(Amortization)
 
Borrowings Amortization
 
Total
For the quarter ended December 31, 2018
$
3,479

 
$
445

 
$
(161
)
 
$
3,763

For the quarter ended March 31, 2019
5,557

 
292

 
(70)

 
5,779

For the remaining nine months of 2019 (estimated)
13,129

 
541

 
(289)

 
13,381

For the years ending (estimated):
 
 
 
 
 
 
 
2020
14,314

 
132

 
(633)

 
13,813

2021
11,477

 
14

 
(807)

 
10,684

2022
9,092

 
(43)

 
(829)

 
8,220

2023
6,491

 
(32)

 
(852)

 
5,607

2024
4,977

 
(4)

 
(877)

 
4,096

Thereafter
18,540

 
(1)

 
(10,773)

 
7,766



(1) For the reconciliation of these non-GAAP financial measures, see Alternative Performance Measures (non-GAAP) section of Key Financial Results.


ASSET QUALITY/LOAN LOSS PROVISION

Overview
During the first quarter of 2019, the Company experienced decreases in nonperforming asset (“NPA”) balances from the prior quarter, primarily due to nonaccrual customer payments and charge-offs. The nonaccrual charge-offs related to two credit relationships composed of commercial & industrial as well as construction and land development loans. Past due loan levels as a percentage of total loans held for investment at March 31, 2019 were lower than past due loan levels at December 31, 2018 and higher than past due levels at March 31, 2018. Charge-off levels and the provision for loan losses decreased from the fourth quarter of 2018.

All nonaccrual and past due loan metrics discussed below exclude purchased credit impaired (“PCI”) loans totaling $99.9 million (net of fair value mark of $23.1 million) at March 31, 2019.

Nonperforming Assets
At March 31, 2019, NPAs totaled $32.2 million, a decline of $1.5 million, or 4.4%, from December 31, 2018 and a decrease of $1.0 million, or 3.1%, from March 31, 2018. NPAs as a percentage of total outstanding loans at March 31, 2019 were 0.27%, a decrease of 8 basis points from 0.35% at December 31, 2018 and a decline of 7 basis points from 0.34% at March 31, 2018. As the Company's NPAs have been at or near historic lows over the last several quarters,


certain changes from quarter to quarter might stand out in comparison to one another but do not have a significant impact on the Company's overall asset quality position.

The following table shows a summary of nonperforming asset balances at the quarter ended (dollars in thousands):
 
March 31,
 
December 31,
 
September 30,
 
June 30,
 
March 31,
 
2019
 
2018
 
2018
 
2018
 
2018
Nonaccrual loans
$
24,841

 
$
26,953

 
$
28,110

 
$
25,662

 
$
25,138

Foreclosed properties
7,353

 
6,722

 
6,800

 
7,241

 
8,079

Total nonperforming assets
$
32,194

 
$
33,675

 
$
34,910

 
$
32,903

 
$
33,217


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,
 
2019
 
2018
 
2018
 
2018
 
2018
Beginning Balance
$
26,953

 
$
28,110

 
$
25,662

 
$
25,138

 
$
21,743

Net customer payments
(2,314
)
 
(3,077
)
 
(2,459
)
 
(2,651
)
 
(1,455
)
Additions
3,297

 
4,659

 
6,268

 
5,063

 
5,451

Charge-offs
(1,626
)
 
(2,069
)
 
(1,137
)
 
(539
)
 
(403
)
Loans returning to accruing status
(952
)
 
(420
)
 
(70
)
 
(1,349
)
 
(182
)
Transfers to foreclosed property
(517
)
 
(250
)
 
(154
)
 
—

 
(16
)
Ending Balance
$
24,841

 
$
26,953

 
$
28,110

 
$
25,662

 
$
25,138


The following table shows the activity in foreclosed properties for the quarter ended (dollars in thousands):
 
March 31,
 
December 31,
 
September 30,
 
June 30,
 
March 31,
 
2019
 
2018
 
2018
 
2018
 
2018
Beginning Balance
$
6,722

 
$
6,800

 
$
7,241

 
$
8,079

 
$
5,253

Additions of foreclosed property
900

 
432

 
165

 
283

 
44

Acquisitions of foreclosed property (1)
—

 
—

 
—

 
(162
)
 
4,204

Valuation adjustments
(51
)
 
(140
)
 
(42
)
 
(383
)
 
(759
)
Proceeds from sales
(171
)
 
(286
)
 
(889
)
 
(580
)
 
(684
)
Gains (losses) from sales
(47
)
 
(84
)
 
325

 
4

 
21

Ending Balance
$
7,353

 
$
6,722

 
$
6,800

 
$
7,241

 
$
8,079

(1) Includes subsequent measurement period adjustments.


Past Due Loans
Past due loans still accruing interest totaled $51.4 million, or 0.43% of total loans, at March 31, 2019 compared to $61.9 million, or 0.64% of total loans, at December 31, 2018 and $41.6 million, or 0.42% of total loans, at March 31, 2018. Of the total past due loans still accruing interest, $11.0 million, or 0.09% of total loans, were loans past due 90 days or more at March 31, 2019, compared to $8.9 million, or 0.09% of total loans, at December 31, 2018 and $2.6 million, or 0.03% of total loans, at March 31, 2018.

Net Charge-offs
For the first quarter of 2019, net charge-offs were $4.2 million, or 0.15% of total average loans on an annualized basis, compared to $5.0 million, or 0.21%, for the prior quarter and $1.1 million, or 0.05%, for the first quarter of 2018. The majority of net charge-offs in the first quarter of 2019 were related to consumer loans.

Provision for Loan Losses
The provision for loan losses for the first quarter of 2019 was $4.0 million, a decrease of $775,000 compared to the previous quarter and an increase of $501,000 compared to first quarter of 2018. The decrease in the provision for loan losses from the previous quarter was primarily due to lower net charge offs and lower loan growth.



Allowance for Loan Losses (“ALL”)
The ALL decreased $218,000 from December 31, 2018 to $40.8 million at March 31, 2019 primarily due to a decrease in historical loss rates. The ALL as a percentage of the total loan portfolio was 0.34% at March 31, 2019, 0.42% at December 31, 2018, and 0.41% at March 31, 2018. The decline in the allowance ratio was primarily attributable to the acquisition of Access. In acquisition accounting, there is no carryover of previously established allowance for loan losses.

The ratio of the ALL to nonaccrual loans was 164.4% at March 31, 2019, compared to 152.3% at December 31, 2018 and 161.6% at March 31, 2018. 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 $1.4 million to $24.9 million for the quarter ended March 31, 2019 from $23.5 million in the prior quarter. The increase in noninterest income was primarily driven by the acquisition of Access on February 1, 2019, partially offset by a decline in other operating income of $1.4 million primarily due to life insurance proceeds of approximately $976,000 recognized in the fourth quarter of 2018.


NONINTEREST EXPENSE

Noninterest expense increased $32.2 million to $106.7 million for the quarter ended March 31, 2019 from $74.5 million in the prior quarter. Excluding merger-related costs and amortization of intangible assets, operating noninterest expense(1) increased $15.1 million, or 21.8%, in the first quarter of 2019, to $84.4 million when compared to the fourth quarter of 2018. The increase in operating noninterest expense was primarily due to the acquisition of Access on February 1, 2019. The Company also incurred $407,000 of re-branding costs in the first quarter of 2019.

(1) For a reconciliation of this non-GAAP financial measure, see Alternative Performance Measures (non-GAAP) section of the Key Financial Results.

INCOME TAXES

The effective tax rate for the quarter ended March 31, 2019 was 14.9% compared to 16.5% for the quarter ended December 31, 2018 and 10.3% for the quarter ended March 31, 2018. The decrease in the effective tax rate as compared to the previous quarter was primarily due to an increase in merger-related expenses related to the acquisition


of Access. The increase from the prior year was primarily due to lower tax benefits related to stock based compensation.

BALANCE SHEET

At March 31, 2019, total assets were $16.9 billion, an increase of $3.1 billion from December 31, 2018, and an increase of $3.7 billion from March 31, 2018, reflecting the impact of the Access acquisition.

On February 1, 2019 the Company completed its acquisition of Access. Below is a summary of the transaction and related impact on the Company's balance sheet.

•
The fair value of assets acquired equaled to $2.858 billion, and the fair value of the liabilities assumed equaled $2.559 billion
•
Total loans acquired totaled $2.217 billion with a fair value of $2.176 billion
•
Total deposits assumed totaled $2.228 billion with a fair value of $2.227 billion
•
Total goodwill arising from the transaction equaled $200.6 million
•
Core deposit intangibles acquired totaled $40.9 million

Fair values are preliminary and subject to refinement for up to one year after the closing date of the acquisition, in accordance with ASC 805, Business Combinations.

At March 31, 2019, loans held for investment (net of deferred fees and costs) were $12.0 billion, an increase of $2.2 billion from December 31, 2018, while average loans increased $1.6 billion, or 65.7% (annualized), from the prior quarter. The increase in loans held for investment was primarily a result of the Access acquisition.

At March 31, 2019, total deposits were $12.5 billion, an increase of $2.5 billion from December 31, 2018, while average deposits increased $1.5 billion, or 61.0% (annualized), from the prior quarter. The increase in deposits from the prior quarter was primarily a result of the Access acquisition.

The following table shows the Company's capital ratios at the quarters ended:
 
March 31,
 
December 31,
 
March 31,
 
2019
 
2018
 
2018
Common equity Tier 1 capital ratio (1)
10.26
%
 
9.93
%
 
9.03
%
Tier 1 capital ratio (1)
10.26
%
 
11.09
%
 
10.19
%
Total capital ratio (1)
12.73
%
 
12.88
%
 
11.97
%
Leverage ratio (Tier 1 capital to average assets) (1)
9.51
%
 
9.71
%
 
9.32
%
Common equity to total assets
14.56
%
 
13.98
%
 
13.93
%
Tangible common equity to tangible assets (2)
9.09
%
 
8.84
%
 
8.54
%
 
 
 
 
 
 
(1) All ratios at March 31, 2019 are estimates and subject to change pending the Company’s filing of its FR Y9-C. All other periods are presented as filed.
(2) For a reconciliation of this non-GAAP financial measure, see Alternative Performance Measures (non-GAAP) section of the Key Financial Results.

During the first quarter of 2019, the Company declared and paid cash dividends of $0.23 per common share consistent with the fourth quarter of 2018 and an increase of $0.02, or 9.5%, compared to the first quarter of 2018.

ABOUT UNION BANKSHARES CORPORATION

Headquartered in Richmond, Virginia, Union Bankshares Corporation (Nasdaq: UBSH) is the holding company for Union Bank & Trust. Union Bank & Trust has 155 branches, 15 of which are operated as Access National Bank, a division of Union Bank & Trust of Richmond, Virginia, or Middleburg Bank, a division of Union Bank & Trust of Richmond, Virginia, and seven of which are operated as Xenith Bank, a division of Union Bank & Trust of Richmond, Virginia, and approximately 200 ATMs located throughout Virginia, and in portions of Maryland and North Carolina.


Certain non-bank affiliates of the Company include: Old Dominion Capital Management, Inc., and its subsidiary Outfitter Advisors, Ltd., Dixon, Hubard, Feinour, & Brown, Inc., Capital Fiduciary Advisors, LLC, and Middleburg Investment Services, LLC, all of which provide investment advisory and/or brokerage services; Union Insurance Group, LLC, which offers various lines of insurance products; and Middleburg Trust Company, which provides trust services.

FIRST QUARTER 2019 EARNINGS RELEASE CONFERENCE CALL
Union will hold a conference call on Wednesday, April 24th, 2019 at 9:00 a.m. Eastern Time during which management will review the first quarter 2019 financial results and provide an update on recent activities. Interested parties may participate in the 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 1658799.

NON-GAAP FINANCIAL MEASURES
In reporting the results of the quarter ended March 31, 2019, the Company has provided supplemental performance measures on a tax-equivalent, tangible, or operating basis. These non-GAAP financial measures are a supplement to GAAP, which is 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 financial measures may not be comparable to non-GAAP financial measures of other companies. The Company uses the non-GAAP financial measures discussed herein in its analysis of the Company’s performance. The Company’s management believes that these non-GAAP financial measures provide additional understanding of ongoing operations, enhance comparability of results of operations with prior periods and show the effects of significant gains and charges in the periods presented without the impact of items or events that may obscure trends in the Company’s underlying performance. For a reconciliation of these measures to their most directly comparable GAAP measures and additional information about these non-GAAP financial measures, see Alternative Performance Measures (non-GAAP) section of the Key Financial Results.

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 include, without limitation, projections, predictions, expectations, or beliefs about future events or results that are not statements of historical fact. Such forward-looking statements are based on various assumptions as of the time they are made, and are inherently subject to known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from those expressed or implied by such forward-looking statements.  Forward-looking statements are often accompanied by words that convey projected future events or outcomes 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, or trends affecting, 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, performance, achievements or trends may differ materially from historical results or those anticipated depending on a variety of factors, including, but not limited to:

•
changes in interest rates;
•
general economic and financial market conditions in the United States generally and particularly in the markets in which the Company operates and which its loans are concentrated, including the effects of declines in real estate values, an increase in unemployment levels, and slowdowns in economic growth,
•
the Company's ability to manage its growth or implement its growth strategy;
•
the possibility that any of the anticipated benefits of the acquisition of Access will not be realized or will not be realized within the expected time period, the expected revenue synergies and cost savings from the acquisition may not be fully realized or realized within the expected time frame, revenues following the acquisition may be lower than expected, or customer and employee relationships and business operations may be disrupted by the acquisition;


•
the Company's ability to recruit and retain key employees;
•
the incremental cost and/or decreased revenues associated with exceeding $10 billion in assets
•
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 threats, 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;
•
the impact of the Tax Cuts and Jobs Act of 2017 (the "Tax Act"), including, but not limited to, the effect of the lower corporate tax rate, including on the valuation of the Company's tax assets and liabilities;
•
changes in the effect of the Tax Act due to issuance of interpretive regulatory guidance or enactment of corrective or supplement legislation;
•
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;
•
changes to applicable accounting principles and guidelines; and
•
other factors, many of which are beyond the control of the Company.

Please refer to the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of the Company's Annual Report on Form 10-K for the year ended December 31, 2018 and comparable “Risk Factors” sections of the Company’s Quarterly Reports on Form 10-Q and related disclosures in other filings, which have been filed with the SEC and are available on the SEC’s website at www.sec.gov. All of the forward-looking statements made in this press release are expressly qualified by the cautionary statements contained or referred to herein. The actual results or developments anticipated may not be realized or, even if substantially realized, they may not have the expected consequences to or effects on the Company or its businesses or operations. Readers are cautioned not to rely too heavily on the forward-looking statements contained in this press release. Forward-looking statements speak only as of the date they are made and the Company does not undertake any obligation to update, revise or clarify these forward-looking statements, whether as a result of new information, future events or otherwise.



Exhibit 99.1

UNION BANKSHARES CORPORATION AND SUBSIDIARIES
KEY FINANCIAL RESULTS
(Dollars in thousands, except share data)
 
As of & For Three Months Ended
 
3/31/19
 
12/31/18
 
3/31/18
Results of Operations
(unaudited)
 
(unaudited)
 
(unaudited)
Interest and dividend income
$
165,652

 
$
140,636

 
$
124,379

Interest expense
38,105

 
31,547

 
20,907

Net interest income
127,547

 
109,089

 
103,472

Provision for credit losses
3,792

 
4,725

 
3,524

Net interest income after provision for credit losses
123,755

 
104,364

 
99,948

Noninterest income
24,938

 
23,487

 
20,267

Noninterest expenses
106,728

 
74,533

 
101,743

Income before income taxes
41,965

 
53,318

 
18,472

Income tax expense
6,249

 
9,041

 
1,897

Income from continuing operations
35,716

 
44,277

 
16,575

Discontinued operations, net of tax
(85
)
 
(192
)
 
64

Net income
$
35,631

 
$
44,085

 
$
16,639

 
 
 
 
 
 
Interest earned on earning assets (FTE) (1)
$
168,400

 
$
142,970

 
$
126,217

Net interest income (FTE) (1)
130,295

 
111,424

 
105,310

 
 
 
 
 
 
Key Ratios
 
 
 
 
 
Earnings per common share, diluted
$
0.47

 
$
0.67

 
$
0.25

Return on average assets (ROA)
0.92
%
 
1.29
%
 
0.52
%
Return on average equity (ROE)
6.37
%
 
9.21
%
 
3.70
%
Return on average tangible common equity (ROTCE) (2) (3)
11.84
%
 
16.42
%
 
7.41
%
Efficiency ratio
69.99
%
 
56.22
%
 
82.22
%
Net interest margin
3.72
%
 
3.62
%
 
3.66
%
Net interest margin (FTE) (1)
3.80
%
 
3.70
%
 
3.72
%
Yields on earning assets (FTE) (1)
4.92
%
 
4.74
%
 
4.46
%
Cost of interest-bearing liabilities
1.44
%
 
1.34
%
 
0.93
%
Cost of deposits

0.86
%
 
0.76
%
 
0.48
%
Cost of funds
1.12
%
 
1.04
%
 
0.74
%
 
 
 
 
 
 
Operating Measures (4)
 
 
 
 
 
Net operating earnings
$
50,197

 
$
46,248

 
$
38,875

Operating earnings per share, diluted
$
0.66

 
$
0.70

 
$
0.59

Operating ROA
1.30
%
 
1.36
%
 
1.21
%
Operating ROE
8.97
%
 
9.66
%
 
8.64
%
Operating ROTCE (2) (3)
16.27
%
 
17.18
%
 
16.00
%
Operating efficiency ratio (FTE) (1)(6)
54.36
%
 
51.34
%
 
56.42
%
 
 
 
 
 
 
Per Share Data
 
 
 
 
 
Earnings per common share, basic
$
0.47

 
$
0.67

 
$
0.25

Earnings per common share, diluted
0.47

 
0.67

 
0.25

Cash dividends paid per common share
0.23

 
0.23

 
0.21

Market value per share
32.33

 
28.23

 
36.71

Book value per common share
30.16

 
29.34

 
27.87

Tangible book value per common share (2)
17.69

 
17.51

 
16.14

Price to earnings ratio, diluted
16.96

 
12.72

 
36.21

Price to book value per common share ratio
1.07

 
0.96

 
1.32

Price to tangible book value per common share ratio (2)
1.83

 
1.61

 
2.27

Weighted average common shares outstanding, basic
76,472,189

 
65,982,304

 
65,554,630

Weighted average common shares outstanding, diluted
76,553,066

 
66,013,326

 
65,636,262

Common shares outstanding at end of period
82,037,354

 
65,977,149

 
65,895,421





 
As of & For Three Months Ended
 
3/31/19
 
12/31/18
 
3/31/18
Capital Ratios
(unaudited)
 
(unaudited)
 
(unaudited)
Common equity Tier 1 capital ratio (5)
10.26
%
 
9.93
%
 
9.03
%
Tier 1 capital ratio (5)
10.26
%
 
11.09
%
 
10.19
%
Total capital ratio (5)
12.73
%
 
12.88
%
 
11.97
%
Leverage ratio (Tier 1 capital to average assets) (5)
9.51
%
 
9.71
%
 
9.32
%
Common equity to total assets
14.56
%
 
13.98
%
 
13.93
%
Tangible common equity to tangible assets (2)
9.09
%
 
8.84
%
 
8.54
%
 
 
 
 
 
 
Financial Condition
 
 
 
 
 
Assets
$
16,897,655

 
$
13,765,599

 
$
13,149,292

Loans held for investment
11,952,310

 
9,716,207

 
9,805,723

Securities
2,804,353

 
2,391,695

 
1,557,173

Earning Assets
14,909,318

 
12,202,023

 
11,595,325

Goodwill
927,760

 
727,168

 
724,106

Amortizable intangibles, net
88,553

 
48,685

 
50,092

Deposits
12,489,330

 
9,970,960

 
9,677,955

Borrowings
1,753,103

 
1,756,278

 
1,535,026

Stockholders' equity
2,459,465

 
1,924,581

 
1,831,077

Tangible common equity (2)
1,443,152

 
1,148,728


1,056,879

 
 
 
 
 
 
Loans held for investment, net of deferred fees and costs
 
 
 
 
 
Construction and land development
$
1,326,679

 
$
1,194,821

 
$
1,249,196

Commercial real estate - owner occupied
1,921,464

 
1,337,345

 
1,279,155

Commercial real estate - non-owner occupied
2,970,453

 
2,467,410

 
2,230,463

Multifamily real estate
591,431

 
548,231

 
547,520

Commercial & Industrial
1,866,625

 
1,317,135

 
1,125,733

Residential 1-4 Family - commercial
815,309

 
713,750

 
714,660

Residential 1-4 Family - mortgage

865,502

 
600,578

 
604,354

Auto
300,631

 
301,943

 
288,089

HELOC
672,087

 
613,383

 
642,084

Consumer
397,491

 
379,694

 
839,699

Other Commercial
224,638

 
241,917

 
284,770

Total loans held for investment
$
11,952,310

 
$
9,716,207

 
$
9,805,723

 
 
 
 
 
 
Deposits
 
 
 
 
 
NOW accounts
$
2,643,228

 
$
2,288,523

 
$
2,185,562

Money market accounts
3,579,249

 
2,875,301

 
2,692,662

Savings accounts
798,670

 
622,823

 
654,931

Time deposits of $100,000 and over
1,264,525

 
1,067,181

 
819,056

Other time deposits
1,239,545

 
1,022,525

 
1,268,319

Total interest-bearing deposits
$
9,525,217

 
$
7,876,353

 
$
7,620,530

Demand deposits
2,964,113

 
2,094,607

 
2,057,425

Total deposits
$
12,489,330

 
$
9,970,960

 
$
9,677,955

 
 
 
 
 
 
Averages
 
 
 
 
 
Assets
$
15,699,743

 
$
13,538,160

 
$
13,019,572

Loans held for investment
11,127,390

 
9,557,160

 
9,680,195

Loans held for sale
14,999

 
118

 
28,709

Securities
2,645,429

 
2,340,051

 
1,567,269

Earning assets
13,891,248

 
11,961,234

 
11,475,099

Deposits
11,469,935

 
9,951,983

 
9,463,697

Time deposits
2,325,218

 
2,083,270

 
2,085,930

Interest-bearing deposits
8,934,995

 
7,789,642

 
7,489,893

Borrowings
1,790,656

 
1,575,173

 
1,614,691

Interest-bearing liabilities
10,725,651

 
9,364,815

 
9,104,584

Stockholders' equity
2,268,395

 
1,899,249

 
1,824,588

Tangible common equity (2)
1,334,051

 
1,121,788

 
1,048,824






 
As of & For Three Months Ended
 
3/31/19
 
12/31/18
 
3/31/18
Asset Quality
(unaudited)
 
(unaudited)
 
(unaudited)
Allowance for Loan Losses (ALL)
 
 
 
 
 
Beginning balance
$
41,045

 
$
41,294

 
$
38,208

Add: Recoveries
1,696

 
830

 
1,480

Less: Charge-offs
5,939

 
5,875

 
2,559

Add: Provision for loan losses
4,025

 
4,800

 
3,524

Add: Provision for loan losses included in discontinued operations
—

 
(4
)
 
(24
)
Ending balance
$
40,827

 
$
41,045

 
$
40,629

 
 
 
 
 
 
ALL / total outstanding loans
0.34
%
 
0.42
%
 
0.41
%
Net charge-offs / total average loans
0.15
%
 
0.21
%
 
0.05
%
Provision / total average loans
0.15
%
 
0.20
%
 
0.15
%
 
 
 
 
 
 
Total PCI loans, net of fair value mark
$
99,932

 
$
90,221

 
$
102,861

Remaining fair value mark on purchased performing loans
63,506

 
30,281

 
44,766

 
 
 
 
 
 
Nonperforming Assets
 
 
 
 
 
Construction and land development
$
5,513

 
$
8,018

 
$
6,391

Commercial real estate - owner occupied
3,307

 
3,636

 
2,539

Commercial real estate - non-owner occupied
1,787

 
1,789

 
2,089

Commercial & Industrial
721

 
1,524

 
1,969

Residential 1-4 Family - commercial
4,244

 
2,481

 
1,512

Residential 1-4 Family - mortgage
7,119

 
7,276

 
7,929

Auto
523

 
576

 
394

HELOC
1,395

 
1,518

 
2,072

Consumer and all other
232

 
135

 
243

Nonaccrual loans
$
24,841

 
$
26,953

 
$
25,138

Foreclosed property
7,353

 
6,722

 
8,079

Total nonperforming assets (NPAs)
$
32,194

 
$
33,675

 
$
33,217

Construction and land development
$
1,997

 
$
180

 
$
322

Commercial real estate - owner occupied
2,908

 
3,193

 
—

Commercial & Industrial
313

 
132

 
200

Residential 1-4 Family - commercial
1,490

 
1,409

 
113

Residential 1-4 Family - mortgage

2,476

 
2,437

 
1,148

Auto
153

 
195

 
170

HELOC
518

 
440

 
306

Consumer and all other
1,098

 
870

 
371

Loans ≥ 90 days and still accruing
$
10,953

 
$
8,856

 
$
2,630

Total NPAs and loans ≥ 90 days
$
43,147

 
$
42,531

 
$
35,847

NPAs / total outstanding loans
0.27
%
 
0.35
%
 
0.34
%
NPAs / total assets
0.19
%
 
0.24
%
 
0.25
%
ALL / nonaccrual loans
164.35
%
 
152.28
%
 
161.62
%
ALL / nonperforming assets
126.82
%
 
121.89
%
 
122.31
%
Past Due Detail
 
 
 
 
 
Construction and land development
$
1,019

 
$
759

 
$
403

Commercial real estate - owner occupied
4,052

 
8,755

 
4,985

Commercial real estate - non-owner occupied
760

 
338

 
1,867

Multifamily real estate
596

 
—

 
—

Commercial & Industrial
2,565

 
3,353

 
2,608

Residential 1-4 Family - commercial
4,059

 
6,619

 
3,707

Residential 1-4 Family - mortgage

5,889

 
12,049

 
6,210

Auto
2,152

 
3,320

 
2,167

HELOC
5,020

 
4,611

 
3,564

Consumer and all other
1,963

 
1,630

 
4,179

Loans 30-59 days past due
$
28,075

 
$
41,434

 
$
29,690





 
As of & For Three Months Ended
 
3/31/19
 
12/31/18
 
3/31/18
Past Due Detail cont'd
(unaudited)
 
(unaudited)
 
(unaudited)
Construction and land development
$
526

 
$
6

 
$
1,291

Commercial real estate - owner occupied
480

 
1,142

 
777

Commercial real estate - non-owner occupied
4,129

 
41

 
—

Multifamily Real Estate
—

 
146

 
—

Commercial & Industrial
438

 
389

 
1,254

Residential 1-4 Family - commercial
1,365

 
1,577

 
960

Residential 1-4 Family - mortgage
2,196

 
5,143

 
1,397

Auto
297

 
403

 
193

HELOC
1,753

 
1,644

 
1,346

Consumer and all other
1,197

 
1,096

 
2,074

Loans 60-89 days past due
$
12,381

 
$
11,587

 
$
9,292

 
 
 
 
 
 
Troubled Debt Restructurings
 
 
 
 
 
Performing
$
20,808

 
$
19,201

 
$
13,292

Nonperforming
4,682

 
7,397

 
4,284

Total troubled debt restructurings
$
25,490

 
$
26,598

 
$
17,576

 
 
 
 
 
 
Alternative Performance Measures (non-GAAP)
 
 
 
 
 
Net interest income (FTE)
 
 
 
 
 
Net interest income (GAAP)
$
127,547

 
$
109,089

 
$
103,472

FTE adjustment
2,748

 
2,335

 
1,838

Net interest income (FTE) (non-GAAP) (1)
$
130,295

 
$
111,424

 
$
105,310

Average earning assets
13,891,248

 
11,961,234

 
11,475,099

Net interest margin
3.72
%
 
3.62
%
 
3.66
%
Net interest margin (FTE) (1)
3.80
%
 
3.70
%
 
3.72
%
 
 
 
 
 
 
Tangible Assets
 
 
 
 
 
Ending assets (GAAP)
$
16,897,655

 
$
13,765,599

 
$
13,149,292

Less: Ending goodwill
927,760

 
727,168

 
724,106

Less: Ending amortizable intangibles
88,553

 
48,685

 
50,092

Ending tangible assets (non-GAAP)
$
15,881,342

 
$
12,989,746

 
$
12,375,094

 
 
 
 
 
 
Tangible Common Equity (2)
 
 
 
 
 
Ending equity (GAAP)
$
2,459,465

 
$
1,924,581

 
$
1,831,077

Less: Ending goodwill
927,760

 
727,168

 
724,106

Less: Ending amortizable intangibles
88,553

 
48,685

 
50,092

Ending tangible common equity (non-GAAP)
$
1,443,152

 
$
1,148,728

 
$
1,056,879

 
 
 
 
 
 
Average equity (GAAP)
$
2,268,395

 
$
1,899,249

 
$
1,824,588

Less: Average goodwill
858,658

 
727,544

 
724,106

Less: Average amortizable intangibles
75,686

 
49,917

 
51,658

Average tangible common equity (non-GAAP)
$
1,334,051

 
$
1,121,788

 
$
1,048,824

 
 
 
 
 
 
Operating Measures (4)
 
 
 
 
 
Net income (GAAP)
$
35,631

 
$
44,085

 
$
16,639

Plus: Merger-related costs, net of tax
14,566

 
2,163

 
22,236

Net operating earnings (non-GAAP)
$
50,197

 
$
46,248

 
$
38,875

 
 
 
 
 
 
Noninterest expense (GAAP)
$
106,728

 
$
74,533

 
$
101,743

Less: Merger-related costs
18,122

 
2,314

 
27,712

Less: Amortization of intangible assets
4,218

 
2,954

 
3,181

Operating noninterest expense (non-GAAP)
$
84,388

 
$
69,265

 
$
70,850

 
 
 
 
 
 
Net interest income (FTE) (non-GAAP) (1)
$
130,295

 
$
111,424

 
$
105,310

 
 
 
 
 
 
Noninterest income (GAAP)
24,938

 
23,487

 
20,267

 
 
 
 
 
 
Efficiency ratio
69.99
%
 
56.22
%
 
82.22
%
Operating efficiency ratio (FTE)(6)
54.36
%
 
51.34
%
 
56.42
%


 
As of & For Three Months Ended
 
3/31/19
 
12/31/18
 
3/31/18
 
(unaudited)
 
(unaudited)
 
(unaudited)
ROTCE (2)(3)
 
 
 
 
 
Net Income (GAAP)
$
35,631

 
$
44,085

 
$
16,639

Plus: Amortization of intangibles, tax effected
3,332

 
2,334

 
2,513

Net Income before amortization of intangibles (non-GAAP)
$
38,963

 
$
46,419

 
$
19,152

 
 
 
 
 
 
Average tangible common equity (non-GAAP)
$
1,334,051

 
$
1,121,788

 
$
1,048,824

Return on average tangible common equity (non-GAAP)
11.84
%
 
16.42
%
 
7.41
%
 
 
 
 
 
 
Operating ROTCE (2)(3)
 
 
 
 
 
Operating Net Income (non-GAAP)
$
50,197

 
$
46,248

 
$
38,875

Plus: Amortization of intangibles, tax effected
3,332

 
2,334

 
2,513

Net Income before amortization of intangibles (non-GAAP)
$
53,529

 
$
48,582

 
$
41,388

 
 
 
 
 
 
Average tangible common equity (non-GAAP)
$
1,334,051

 
$
1,121,788

 
$
1,048,824

Operating return on average tangible common equity (non-GAAP)
16.27
%
 
17.18
%
 
16.00
%
 
 
 
 
 
 
Mortgage Origination Volume
 
 
 
 
 
Refinance Volume
$
11,969

 
$
—

 
$
35,599

Construction Volume
—

 
—

 
13,867

Purchase Volume
32,107

 
—

 
43,082

Total Mortgage loan originations
$
44,076


$
—


$
92,548

% of originations that are refinances
27.2
%
 
—
%
 
38.5
%
 
 
 
 
 
 
Wealth
 
 
 
 
 
 Assets under management ("AUM")

$
5,425,804

 
$
3,379,340

 
$
2,603,740

 
 
 
 
 
 
Other Data
 
 
 
 
 
End of period full-time employees
1,947

 
1,609

 
1,824

Number of full-service branches
155

 
140

 
150

Number of full automatic transaction machines ("ATMs")
197

 
188

 
216




(1) These are non-GAAP financial measures. Net interest income (FTE), which is used in computing net interest margin (FTE) and operating 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) These are non-GAAP financial measures. 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) These are non-GAAP financial measures. The Company believes that ROTCE is a meaningful supplement to GAAP financial measures and useful to investors because it measures the performance of a business consistently across time without regard to whether components of the business were acquired or developed internally.

In periods prior to December 31,2018, the Company has not added amortization of intangibles, tax effected to net income (GAAP) and operating net income (non-GAAP) when calculating ROTCE and operating ROTCE, respectively. The Company has adjusted its presentation for all periods in this release.

(4) These are non-GAAP financial measures. Operating measures exclude merger-related costs unrelated to the Company’s normal operations. The Company believes these measures are useful to investors as they exclude certain costs resulting from acquisition activity and allow investors to more clearly see the combined economic results of the organization's operations.

(5) All ratios at March 31, 2019 are estimates and subject to change pending the Company’s filing of its FR Y9-C. All other periods are presented as filed.

(6) The operating efficiency ratio (FTE) excludes the amortization of intangible assets and merger-related costs. This measure is similar to the measure utilized by the Company when analyzing corporate performance and is also similar to the measure utilized for incentive compensation. The Company believes this measure is useful to investors as it excludes certain costs resulting from acquisition activity allowing for greater comparability with others in the industry and allowing investors to more clearly see the combined economic results of the organization's operations.



In prior periods, the Company has not excluded the amortization of intangibles from noninterest expense when calculating the operating efficiency ratio (FTE). The Company has adjusted its presentation for all periods in this release to exclude the amortization of intangibles from noninterest expense.


UNION BANKSHARES CORPORATION AND SUBSIDIARIES
 
CONSOLIDATED BALANCE SHEETS
 
(Dollars in thousands, except share data)
 
 
 
 
 
 
 
March 31,
 
December 31,
 
March 31,
 
 
2019
 
2018
 
2018
 
ASSETS
(unaudited)
 
(audited)
 
(unaudited)
 
Cash and cash equivalents:
 
 
 
 
 
 
Cash and due from banks
$
165,041

 
$
166,927

 
$
137,761

 
Interest-bearing deposits in other banks
116,900

 
94,056

 
196,456

 
Federal funds sold
1,652

 
216

 
8,246

 
Total cash and cash equivalents
283,593

 
261,199

 
342,463

 
Securities available for sale, at fair value
2,109,062

 
1,774,821

 
1,253,179

 
Securities held to maturity, at carrying value
559,380

 
492,272

 
198,733

 
Restricted stock, at cost
135,911

 
124,602

 
105,261

 
Loans held for sale, at fair value
28,712

 
—

 
—

 
Loans held for investment, net of deferred fees and costs
11,952,310

 
9,716,207

 
9,805,723

 
Less allowance for loan losses
40,827

 
41,045

 
40,629

 
Net loans held for investment
11,911,483

 
9,675,162

 
9,765,094

 
Premises and equipment, net
172,522

 
146,967

 
162,746

 
Goodwill
927,760

 
727,168

 
724,106

 
Amortizable intangibles, net
88,553

 
48,685

 
50,092

 
Bank owned life insurance
317,990

 
263,034

 
258,381

 
Other assets
361,580

 
250,210

 
257,390

 
Assets of discontinued operations
1,109

 
1,479

 
31,847

 
Total assets
$
16,897,655

 
$
13,765,599

 
$
13,149,292

 
LIABILITIES
 
 
 
 

 
Noninterest-bearing demand deposits
$
2,964,113

 
$
2,094,607

 
$
2,057,425

 
Interest-bearing deposits
9,525,217

 
7,876,353

 
7,620,530

 
Total deposits
12,489,330

 
9,970,960

 
9,677,955

 
Securities sold under agreements to repurchase
73,774

 
39,197

 
31,593

 
Other short-term borrowings
939,700

 
1,048,600

 
1,022,000

 
Long-term borrowings
739,629

 
668,481

 
481,433

 
Other liabilities
194,565

 
112,093

 
101,985

 
Liabilities of discontinued operations
1,192

 
1,687

 
3,249

 
Total liabilities
14,438,190

 
11,841,018

 
11,318,215

 
Commitments and contingencies
 
 
 
 
 
 
STOCKHOLDERS' EQUITY
 
 
 
 
 
 
Common stock, $1.33 par value, shares authorized 100,000,000; issued and outstanding, 82,037,354 shares, and 65,977,149 shares, respectively.
108,475

 
87,250

 
87,091

 
Additional paid-in capital
1,859,588

 
1,380,259

 
1,373,782

 
Retained earnings
483,005

 
467,345

 
382,514

 
Accumulated other comprehensive income (loss)
8,397

 
(10,273
)
 
(12,310
)
 
Total stockholders' equity
2,459,465

 
1,924,581

 
1,831,077

 
Total liabilities and stockholders' equity
$
16,897,655

 
$
13,765,599

 
$
13,149,292

 



UNION BANKSHARES CORPORATION AND SUBSIDIARIES
 
CONSOLIDATED STATEMENTS OF INCOME
 
(Dollars in thousands, except share data)
 
 
 
 
 
 
 
Three Months Ended
 
 
March 31,
 
December 31,
 
March 31,
 
 
2019
 
2018
 
2018
 
Interest and dividend income:
(unaudited)
 
(unaudited)
 
(unaudited)
 
Interest and fees on loans
$
144,115

 
$
121,846

 
$
112,652

 
Interest on deposits in other banks
473

 
309

 
647

 
Interest and dividends on securities:
 
 
 
 
 
 
Taxable
13,081

 
11,623

 
7,072

 
Nontaxable
7,983

 
6,858

 
4,008

 
Total interest and dividend income
165,652

 
140,636

 
124,379

 
Interest expense:
 
 
 
 
 
 
Interest on deposits
24,430

 
19,149

 
11,212

 
Interest on short-term borrowings
6,551

 
5,663

 
4,249

 
Interest on long-term borrowings
7,124

 
6,735

 
5,446

 
Total interest expense
38,105

 
31,547

 
20,907

 
Net interest income
127,547

 
109,089

 
103,472

 
Provision for credit losses
3,792

 
4,725

 
3,524

 
Net interest income after provision for credit losses
123,755

 
104,364

 
99,948

 
Noninterest income:
 
 
 
 
 
 
Service charges on deposit accounts
7,158

 
6,873

 
5,894

 
Other service charges and fees
1,664

 
1,467

 
1,233

 
Interchange fees, net
5,045

 
4,640

 
4,489

 
Fiduciary and asset management fees
5,054

 
4,643

 
3,056

 
Mortgage banking income, net
1,454

 
—

 
—

 
Gains (losses) on securities transactions, net
151

 
161

 
213

 
Bank owned life insurance income
2,055

 
2,072

 
1,667

 
Loan-related interest rate swap fees
1,460

 
1,376

 
718

 
Other operating income
897

 
2,255

 
2,997

 
Total noninterest income
24,938

 
23,487

 
20,267

 
Noninterest expenses:
 
 
 
 
 
 
Salaries and benefits
48,007

 
38,581

 
40,741

 
Occupancy expenses
7,399

 
6,590

 
6,067

 
Furniture and equipment expenses
3,396

 
2,967

 
2,937

 
Printing, postage, and supplies
1,242

 
1,125

 
1,060

 
Communications expense
1,005

 
923

 
1,095

 
Technology and data processing
5,676

 
4,675

 
4,560

 
Professional services
2,958

 
2,183

 
2,554

 
Marketing and advertising expense
2,383

 
2,211

 
1,436

 
FDIC assessment premiums and other
2,639

 
1,214

 
2,185

 
Other taxes
3,764

 
2,882

 
2,886

 
Loan-related expenses
2,289

 
2,109

 
1,315

 
OREO and credit-related expenses
684

 
1,026

 
1,532

 
Amortization of intangible assets
4,218

 
2,954

 
3,181

 
Training and other personnel costs
1,144

 
1,104

 
1,006

 
Merger-related costs
18,122

 
2,314

 
27,712

 
Other expenses
1,802

 
1,675

 
1,476

 
Total noninterest expenses
106,728

 
74,533

 
101,743

 
Income from continuing operations before income taxes
41,965

 
53,318

 
18,472

 
Income tax expense
6,249

 
9,041

 
1,897

 
Income from continuing operations
35,716

 
44,277

 
$
16,575

 


UNION BANKSHARES CORPORATION AND SUBSIDIARIES
 
CONSOLIDATED STATEMENTS OF INCOME (continued)
 
(Dollars in thousands, except share data)
 
 
 
 
 
 
 
Three Months Ended
 
 
March 31,
 
December 31,
 
March 31,
 
 
2019
 
2018
 
2018
 
Discontinued operations:
(unaudited)
 
(unaudited)
 
(unaudited)
 
Income (loss) from operations of discontinued mortgage segment
$
(115
)
 
$
(509
)
 
$
76

 
Income tax expense (benefit)
(30
)
 
(317
)
 
12

 
Income (loss) on discontinued operations
(85
)
 
(192
)
 
64

 
Net income
$
35,631

 
$
44,085

 
$
16,639

 
Basic earnings per common share
$
0.47

 
$
0.67

 
$
0.25

 
Diluted earnings per common share
$
0.47

 
$
0.67

 
$
0.25

 




AVERAGE BALANCES, INCOME AND EXPENSES, YIELDS AND RATES (TAXABLE EQUIVALENT BASIS)
 
For the Quarter Ended
 
March 31, 2019
 
December 31, 2018
 
Average Balance
 
Interest Income / Expense (1)
 
Yield / Rate (1)(2)
 
Average Balance
 
Interest Income / Expense (1)
 
Yield / Rate (1)(2)
Assets:
(unaudited)
 
(unaudited)
Securities:
 
 
 
 
 
 
 
 
 
 
 
Taxable
$
1,661,179

11,623,000

$
13,067

 
3.19
%
 
$
1,477,670

 
$
11,623

 
3.12
%
Tax-exempt
984,250

 
10,123

 
4.17
%
 
862,381

 
8,681

 
3.99
%
Total securities
2,645,429

 
23,190

 
3.56
%
 
2,340,051

 
20,304

 
3.44
%
Loans, net (3) (4)
11,127,390

 
144,499

 
5.27
%
 
9,557,160

 
122,330

 
5.08
%
Other earning assets
118,429

 
711

 
2.43
%
 
64,023

 
336

 
2.09
%
Total earning assets
13,891,248

 
$
168,400

 
4.92
%
 
11,961,234

 
$
142,970

 
4.74
%
Allowance for loan losses
(43,002
)
 
 
 
 
 
(41,556
)
 
 
 

Total non-earning assets
1,851,497

 
 
 
 
 
1,618,482

 
 
 
 
Total assets
$
15,699,743

 
 
 
 
 
$
13,538,160

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Liabilities and Stockholders' Equity:
 
 
 
 
 
 
 
 
 
 
 
Interest-bearing deposits:
 
 
 
 
 
 
 
 
 
 
 
Transaction and money market accounts
$
5,876,491

 
$
14,369

 
0.99
%
 
$
5,080,120

 
$
11,086

 
0.87
%
Regular savings
733,286

 
400

 
0.22
%
 
626,252

 
211

 
0.13
%
Time deposits (5)
2,325,218

 
9,661

 
1.69
%
 
2,083,270

 
7,851

 
1.50
%
Total interest-bearing deposits
8,934,995

 
24,430

 
1.11
%
 
7,789,642

 
19,148

 
0.98
%
Other borrowings (6)
1,790,656

 
13,675

 
3.10
%
 
1,575,173

 
12,398

 
3.12
%
Total interest-bearing liabilities
10,725,651

 
38,105

 
1.44
%
 
9,364,815

 
31,546

 
1.34
%
 
 
 
 
 
 
 
 
 
 
 
 
Noninterest-bearing liabilities:
 
 
 
 
 
 
 
 
 
 
 
Demand deposits
2,534,940

 
 
 
 
 
2,162,341

 
 
 
 
Other liabilities
170,757

 
 
 
 
 
111,755

 
 
 
 
Total liabilities
13,431,348

 
 
 
 
 
11,638,911

 
 
 
 
Stockholders' equity
2,268,395

 
 
 
 
 
1,899,249

 
 
 
 
Total liabilities and stockholders' equity
$
15,699,743

 
 
 
 
 
$
13,538,160

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net interest income
 
 
$
130,295

 
 
 
 
 
$
111,424

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest rate spread
 
 
 
 
3.48
%
 
 
 
 
 
3.40
%
Cost of funds
 
 
 
 
1.12
%
 
 
 
 
 
1.04
%
Net interest margin
 
 
 
 
3.80
%
 
 
 
 
 
3.70
%
 
 
 
 
 
 
 
 
 
 
 
 
(1) Income and yields are reported on a taxable equivalent basis using the statutory federal corporate tax rate of 21% for both the three months ended March 31, 2019 and December 31, 2018.
(2) Rates and yields are annualized and calculated from actual, not rounded amounts in thousands, which appear above.
(3) Nonaccrual loans are included in average loans outstanding.
(4) Interest income on loans includes $5.6 million and $3.5 million for the three months ended March 31, 2019 and December 31, 2018, respectively, in accretion of the fair market value adjustments related to acquisitions.
(5) Interest expense on time deposits includes $292,000 and $445,000 for the three months ended March 31, 2019 and December 31, 2018, respectively, in accretion of the fair market value adjustments related to acquisitions.
(6) Interest expense on borrowings includes $70,000 and $161,000 for the three months ended March 31, 2019 and December 31, 2018, respectively, in amortization of the fair market value adjustments related to acquisitions.