Exhibit 99.1

Graphic

Contact:              Robert M. Gorman - (804) 523-7828

Executive Vice President / Chief Financial Officer

ATLANTIC UNION BANKSHARES REPORTS THIRD QUARTER RESULTS

Richmond, Va., October 25, 2021 – Atlantic Union Bankshares Corporation (the “Company” or “Atlantic Union”) (Nasdaq: AUB) today reported net income available to common shareholders of $71.6 million and basic and diluted earnings per common share of $0.94 for the third quarter ended September 30, 2021. Pre-tax pre-provision adjusted operating earnings(1) were $72.1 million for the third quarter ended September 30, 2021.

Net income available to common shareholders was $207.2 million and basic and diluted earnings per common share were $2.66 for the nine months ended September 30, 2021. Adjusted operating earnings available to common shareholders(1) were $218.8 million, diluted operating earnings per common share(1) were $2.80, and pre-tax pre-provision adjusted operating earnings(1) were $217.7 million for the nine months ended September 30, 2021.

“Atlantic Union delivered solid financial results in the third quarter as we continue to see the headwinds from COVID-19 abate,” said John C. Asbury, president and chief executive officer of Atlantic Union. “Loan balances exclusive of PPP declined during the third quarter, which we believe was a combination of historically high levels of commercial real estate pay-offs and suppressed commercial line utilization due to excess liquidity. We have seen a strong start to loan growth in October, our credit quality remains pristine, and our capital and liquidity positions continue to be strong.”

“As we finish off 2021, we expect economic activity to pick up over the next several quarters and credit losses will remain historically low due to the positive economic outlook. Operating under the mantra of soundness, profitability and growth – in that order of priority - Atlantic Union remains committed to generating sustainable, profitable growth and building long term value for our shareholders.”

Small Business Administration (“SBA”) Paycheck Protection Program (“PPP”)

The Company participated in the SBA PPP under the Coronavirus Aid, Relief, and Economic Security (“CARES”) Act, which was intended to provide economic relief to small businesses that had been adversely impacted by the COVID-19 global pandemic (“COVID-19”). The PPP loan funding program expired on May 31, 2021. The Company had PPP loans with a recorded investment of $481.7 million and unamortized deferred fees of $15.1 million as of September 30, 2021. The loans carry a 1% interest rate.

In addition to an insignificant amount of PPP loan pay offs, the Company has processed $1.7 billion(*) of loan forgiveness on 13,000 PPP loans(*) since the inception of the program through September 30, 2021. In the third quarter of 2021, the Company processed $391.8 million (*) on 3,000 PPP loans for forgiveness.

Share Repurchase Program

On May 4, 2021, the Company’s Board of Directors authorized a share repurchase program (or the “Repurchase Program”) to purchase up to $125 million worth of the Company’s common stock in open market transactions or privately negotiated transactions, including pursuant to a trading plan in accordance with Rule 10b5-1 and/or Rule 10b-18 under the Exchange Act that was due to expire on June 30, 2022. As part of the Repurchase Program, 1.1 million shares (or $42.3 million) were repurchased during the quarter ended June 30, 2021, and 2.3 million shares (or $82.7 million) were repurchased during the quarter ended September 30, 2021, fully utilizing the $125 million authorized under the Repurchase Program.

(*) Number and amount of PPP loans processed for forgiveness are rounded and approximate values


NET INTEREST INCOME

For the third quarter of 2021, net interest income was $137.5 million, a decrease from $140.5 million reported in the second quarter of 2021. Net interest income (FTE)(1) was $140.7 million in the third quarter of 2021, a decrease of $3.0 million from the second quarter of 2021. The decreases in net interest income and net interest income (FTE) were primarily driven by a decrease in PPP loan accretion included in interest income to $9.4 million in the third quarter of 2021 from $11.5 million in the second quarter of 2021. The third quarter net interest margin decreased 10 basis points to 3.05% from 3.15% in the previous quarter, while the net interest margin (FTE)(1) decreased 11 basis points to 3.12% from 3.23% during the same period as earning asset yields declined by 15 basis points compared to the second quarter due to the impact of the low interest rate environment on core loan and investment securities yields and the increase in low yielding cash balances due to excess liquidity, partially offset by a 4 basis point decline in the cost of funds compared to the second quarter driven by lower deposit costs.

The Company’s net interest margin (FTE) (1) includes the impact of acquisition accounting fair value adjustments. Net accretion related to acquisition accounting was $4.0 million for the quarter ended September 30, 2021. The first, second, and third quarters of 2021 and the remaining estimated net accretion impact are reflected in the following table (dollars in thousands):

Deposit 

Loan

Accretion

Borrowings

    

Accretion

    

(Amortization)

    

Amortization

    

Total

For the quarter ended March 31, 2021

$

4,287

$

20

$

(198)

$

4,109

For the quarter ended June 30, 2021

4,132

12

(202)

3,942

For the quarter ended September 30, 2021

 

4,176

(8)

(203)

 

3,965

For the remaining three months of 2021 (estimated)

 

1,627

(11)

(203)

 

1,413

For the years ending (estimated):

 

  

 

  

 

  

 

  

2022

 

5,757

 

(43)

 

(829)

 

4,885

2023

 

4,281

 

(32)

 

(852)

 

3,397

2024

 

3,501

 

(4)

 

(877)

 

2,620

2025

 

2,724

 

(1)

 

(900)

 

1,823

2026

 

2,176

 

 

(926)

 

1,250

Thereafter

 

9,433

 

 

(8,946)

 

487

Total remaining acquisition accounting fair value adjustments at September 30, 2021

$

29,499

$

(91)

$

(13,533)

$

15,875

ASSET QUALITY

Overview

During the third quarter of 2021, nonperforming assets (“NPAs”) as a percentage of loans was consistent with the prior quarter and remained low at 0.28% at September 30, 2021. Accruing past due loan levels as a percentage of total loans held for investment at September 30, 2021 increased 12 basis points as compared to June 30, 2021 and were 5 basis points lower than accruing past due loan levels at September 30, 2020. The increase in past due loan levels from June 30, 2021 was primarily within the 30-59 days past due category and due to increases in past due credit relationships within the commercial & industrial portfolio. Net charge-offs of $113,000 were insignificant and consistent with the second quarter of 2021. The allowance for credit losses (“ACL”) totaled $109.3 million at September 30, 2021, a $19.0 million decrease from the prior quarter due to lower expected losses than previously estimated and improvements in the macroeconomic outlooks.

Nonperforming Assets

At September 30, 2021, NPAs totaled $37.2 million, a decrease of $927,000 from June 30, 2021. NPAs as a percentage of total outstanding loans at September 30, 2021 were 0.28%, consistent with June 30, 2021. Excluding the impact of the PPP loans(1), NPAs as a percentage of total adjusted loans held for investment were 0.29% at September 30, 2021, a decrease of 1 basis point from 0.30% at June 30, 2021.


The following table shows a summary of nonperforming asset balances at the quarter ended (dollars in thousands):

    

September 30, 

    

June 30, 

    

March 31, 

    

December 31, 

    

September 30, 

2021

2021

2021

2020

2020

Nonaccrual loans

$

35,472

$

36,399

$

41,866

$

42,448

$

39,023

Foreclosed properties

 

1,696

 

1,696

 

2,344

 

2,773

 

4,159

Total nonperforming assets

$

37,168

$

38,095

$

44,210

$

45,221

$

43,182

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

    

September 30, 

    

June 30, 

    

March 31, 

    

December 31, 

    

September 30, 

2021

2021

2021

2020

2020

Beginning Balance

$

36,399

$

41,866

$

42,448

$

39,023

$

39,624

Net customer payments

 

(4,719)

 

(9,307)

 

(4,133)

 

(4,640)

 

(2,803)

Additions

 

4,177

 

4,162

 

3,821

 

8,211

 

2,790

Charge-offs

 

(385)

 

(183)

 

(270)

 

(146)

 

(588)

Loans returning to accruing status

 

 

(153)

 

 

 

Transfers to foreclosed property

 

 

14

 

 

 

Ending Balance

$

35,472

$

36,399

$

41,866

$

42,448

$

39,023

The following table shows the activity in foreclosed properties for the quarter ended (dollars in thousands):

    

September 30, 

    

June 30, 

    

March 31, 

    

December 31, 

    

September 30, 

2021

2021

2021

2020

2020

Beginning Balance

$

1,696

$

2,344

$

2,773

$

4,159

$

4,397

Additions of foreclosed property

 

 

14

 

 

 

Valuation adjustments

 

 

 

 

(35)

 

Proceeds from sales

 

 

(572)

 

(419)

 

(1,357)

 

(254)

Gains (losses) from sales

 

 

(90)

 

(10)

 

6

 

16

Ending Balance

$

1,696

$

1,696

$

2,344

$

2,773

$

4,159

Past Due Loans

Past due loans still accruing interest totaled $38.8 million or 0.30% of total loans held for investment at September 30, 2021, compared to $25.1 million or 0.18% of total loans held for investment at June 30, 2021, and $50.9 million or 0.35% of total loans held for investment at September 30, 2020. The increase in past due loans in the third quarter of 2021 as compared to the second quarter was primarily within the 30-59 days past due category and due to increases in past due credit relationships within the commercial & industrial portfolio. Of the total past due loans still accruing interest, $11.0 million or 0.08% of total loans held for investment were loans past due 90 days or more at September 30, 2021, compared to $8.7 million or 0.06% of total loans held for investment at June 30, 2021, and $15.6 million or 0.11% of total loans held for investment at September 30, 2020.

Net Charge-offs

Including and excluding the impact of the PPP loans (1), net charge-offs totaled $113,000 or less than 0.01% of total average loans (annualized) for the quarter ended September 30, 2021, compared to $69,000 or less than 0.01% for the second quarter of 2021, and $1.4 million or 0.04% for the third quarter of 2020.

Provision for Credit Losses

For the quarter ended September 30, 2021, the Company recorded a negative provision for credit losses of $18.8 million, compared to a negative provision for credit losses of $27.4 million in the previous quarter, and which decreased $25.4 million compared to the provision for credit losses of $6.6 million recorded during the same quarter in 2020. The provision for credit losses for the third quarter of 2021 reflected a negative provision of $16.3 million for loan losses and a negative provision of $2.5 million for unfunded commitments. The decrease in the provision for credit losses as compared to the same quarter in 2020 was driven by the benign credit impacts since the pandemic began, the significant recovery in the economy since last year, as well as the improvement in the economic forecast utilized in estimating the ACL as of September 30, 2021.


Allowance for Credit Losses

At September 30, 2021, the ACL was $109.3 million and included an allowance for loan and lease losses (“ALLL”) of $101.8 million and a reserve for unfunded commitments (“RUC”) of $7.5 million. The ACL at September 30, 2021 decreased $19.0 million from June 30, 2021, due to lower expected losses than previously estimated as a result of an improved economic forecast outlook and improvement in credit trends during the third quarter of 2021. The ACL as a percentage of total loans was 0.83% at September 30, 2021 and 0.94% at June 30, 2021. When excluding PPP loans(1), which are 100% guaranteed by the SBA, the ACL as a percentage of total adjusted loans at September 30, 2021 decreased 14 basis points to 0.86% from the prior quarter.

At September 30, 2021, the ALLL decreased $16.5 million and the RUC decreased $2.5 million from June 30, 2021. The ALLL as a percentage of the total loan portfolio was 0.77% at September 30, 2021 and 0.86% at June 30, 2021. When excluding PPP loans(1), which are 100% guaranteed by the SBA, the ALLL as a percentage of total adjusted loans decreased 12 basis points from the prior quarter to 0.80% at September 30, 2021.

NONINTEREST INCOME

Noninterest income increased $1.5 million to $30.0 million for the quarter ended September 30, 2021 from $28.5 million in the prior quarter, primarily driven by an increase in the unrealized gain on equity method investments of approximately $1.1 million that is included in other operating income, a $591,000 increase in deposit and other service charges, and increases in mortgage banking income of $199,000 and asset management fees of $210,000. These quarterly increases were partially offset by declines in other non-interest income categories including a $500,000 decrease in income on bank owned life insurance, as life insurance proceeds that were collected during the prior quarter were not matched during the third quarter of 2021.

NONINTEREST EXPENSE

Noninterest expense increased $3.3 million to $95.3 million for the quarter ended September 30, 2021 from $92.0 million in the prior quarter. This increase was mainly due to increases in salaries and benefits of $2.8 million, driven by performance based variable incentive compensation and profit-sharing expenses of $655,000, higher compensation costs of approximately $1.0 million as a result of branch banking pay structure changes made during the third quarter of 2021, and employee related recruiting, severance, and other cost increases of approximately $900,000. In addition, other expenses increased by $1.6 million for the quarter ended September 30, 2021 primarily due to OREO and related credit expenses increasing by $1.0 million, reflecting the impact of gains on the sale of closed branches recorded as a reduction to other expenses in the prior quarter. Noninterest expense increases were partially offset by declines in professional services fees of $616,000. Noninterest expense for the third quarter of 2021 also included approximately $200,000 in expenses related to PPP loan forgiveness processing, compared to approximately $250,000 in expenses for the quarter ended June 30, 2021.

INCOME TAXES

The effective tax rate for the three months ended September 30, 2021 was 18.0%, compared to 18.3% for the three months ended June 30, 2021. The decrease in the effective tax rate is primarily due to changes in the proportion of tax-exempt income to pre-tax income.

BALANCE SHEET

At September 30, 2021, total assets were $19.9 billion, a decrease of $53.7 million or approximately 1.1% (annualized) from June 30, 2021, and an increase of $5.0 million from September 30, 2020. Total assets have remained relatively consistent to these prior periods with loans decreasing due to PPP forgiveness, cash and cash equivalents increasing due to excess liquidity, and net growth in the investment securities portfolio.

At September 30, 2021, loans held for investment (net of deferred fees and costs) totaled $13.1 billion, including $466.6 million in PPP loans, a decrease of $558.3 million or 16.2% (annualized) from June 30, 2021, and average loans at September 30, 2021 decreased $520.3 million or 14.8% (annualized) from the prior quarter. Excluding the effects of the PPP(1), loans held for investment (net of deferred fees and costs) at September 30, 2021 decreased $165.6 million or 5.1% (annualized) from June 30, 2021, and average loans decreased $19.9 million or 0.6% (annualized) from the prior quarter. Loans held for investment (net of deferred fees and costs) decreased $1.2 billion or 8.6% from September


30, 2020, while quarterly average loans decreased $907.0 million or 6.3% from the same period in the prior year. Excluding the effects of the PPP(1), loans held for investment (net of deferred fees and costs) at September 30, 2021 decreased $109.7 million or 0.9% from the same period in the prior year, and quarterly average loans during the third quarter of 2021 increased $44.0 million or 0.3% from the same period in the prior year. In addition to an insignificant amount of PPP loan payoffs, the Company processed $391.8 million(*) of loan forgiveness on 3,000 PPP loans(*) during the third quarter of 2021, compared to $705.0 million(*) of loan forgiveness on 5,000 PPP loans(*) during the second quarter of 2021.

At September 30, 2021, total deposits were $16.6 billion, a decrease of $37.1 million or approximately 0.9% (annualized) from June 30, 2021, and average deposits increased $217.6 million or 5.2% (annualized) from the prior quarter. Deposits at September 30, 2021 increased $1.0 billion or 6.7% from September 30, 2020, and quarterly average deposits at September 30, 2021 increased $1.1 billion or 7.3% from the same period in the prior year. The increases in deposits from the prior year were primarily due to additional liquidity of bank customers due to higher levels of government assistance programs since the start of COVID.

The following table shows the Company’s capital ratios at the quarters ended:

    

September 30, 

    

June 30, 

    

September 30, 

 

2021

2021

2020

 

Common equity Tier 1 capital ratio (2)

 

10.37

%  

10.56

%  

10.05

%

Tier 1 capital ratio (2)

 

11.49

%  

11.68

%  

11.18

%

Total capital ratio (2)

 

13.78

%  

14.05

%  

13.93

%

Leverage ratio (Tier 1 capital to average assets) (2)

 

8.97

%  

9.20

%  

8.82

%

Common equity to total assets

 

12.68

%  

12.91

%  

12.52

%

Tangible common equity to tangible assets (1)

 

8.16

%  

8.40

%  

7.91

%


During the third quarter of 2021, the Company declared and paid cash dividends of $0.28 per common share, consistent with the second quarter of 2021, and an increase of $0.03, or approximately 12.0%, compared to the third quarter of 2020. During the third quarter of 2021, the Company also declared and paid a quarterly dividend on the outstanding shares of Series A Preferred Stock of $171.88 per share (equivalent to $0.43 per outstanding depositary share).

On May 4, 2021, the Company’s Board of Directors authorized the Repurchase Program to purchase up to $125 million worth of the Company’s common stock in open market transactions or privately negotiated transactions, including pursuant to a trading plan in accordance with Rule 10b5-1 and/or Rule 10b-18 under the Exchange Act. The Repurchase Program was due to expire on June 30, 2022 and replaced the prior repurchase program that was due to expire on June 30, 2021. As part of the Repurchase Program, 1.1 million shares (or $42.3 million) were repurchased during the quarter ended June 30, 2021, and 2.3 million shares (or $82.7 million) were repurchased during the quarter ended September 30, 2021, fully utilizing the repurchase authorization under the Repurchase Program.


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

(2) All ratios at September 30, 2021 are estimates and subject to change pending the Company’s filing of its FR Y9-C. All other periods are presented as filed.

(*) Number and amount of PPP loans processed for forgiveness are rounded and approximate values

ABOUT ATLANTIC UNION BANKSHARES CORPORATION

Headquartered in Richmond, Virginia, Atlantic Union Bankshares Corporation (Nasdaq: AUB) is the holding company for Atlantic Union Bank. Atlantic Union Bank has 130 branches and approximately 150 ATMs located throughout Virginia, and in portions of Maryland and North Carolina. Certain non-bank financial services affiliates of Atlantic Union Bank include: Atlantic Union Equipment Finance, Inc., which provides equipment financing; Dixon, Hubard, Feinour & Brown, Inc., which provides investment advisory services; Atlantic Union Financial Consultants, LLC, which provides brokerage services; and Union Insurance Group, LLC, which offers various lines of insurance products.


THIRD QUARTER 2021 EARNINGS RELEASE CONFERENCE CALL

The Company will hold a conference call and webcast for analysts on Monday, October 25, 2021 at 9:00 a.m. Eastern Time during which management will review the third quarter 2021 financial results and provide an update on recent activities. Interested parties may participate in the call toll-free by dialing (866) 220-4170; international callers wishing to participate may do so by dialing (864) 663-5235. The conference ID number is 1236699. Management will conduct a listen-only webcast with accompanying slides, which can be found at: https://edge.media-server.com/mmc/p/zze37wck.

A replay of the webcast, and the accompanying slides, will be available on the Company’s website for 90 days at: https://investors.atlanticunionbank.com/.

NON-GAAP FINANCIAL MEASURES

In reporting the results as of and for the periods ended September 30, 2021, the Company has provided supplemental performance measures on a tax-equivalent, tangible, operating, adjusted or pre-tax pre-provision 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, including without limitation, statements made in Mr. Asbury’s quotes are statements that include, 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, some of which cannot be predicted or quantified, 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 the effects of or changes in:

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, including as a result of COVID-19;
the quality or composition of the loan or investment portfolios and changes therein;
demand for loan products and financial services in the Company’s market area;
the Company’s ability to manage its growth or implement its growth strategy;
the effectiveness of expense reduction plans;
the introduction of new lines of business or new products and services;
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 ACL;
changes in accounting principles;
the Company’s liquidity and capital positions;
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;
the Company’s ability to compete in the market for financial services and increased competition from fintech companies;
technological risks and developments, and cyber threats, attacks, or events;
the potential adverse effects of unusual and infrequently occurring events, such as weather-related disasters, terrorist acts or public health events (such as COVID-19), and of governmental and societal responses thereto; these potential adverse effects may include, without limitation, adverse effects on the ability of the Company's borrowers to satisfy their obligations to the Company, on the value of collateral securing loans, on the demand for the Company's loans or its other products and services, on supply chains and methods used to distribute products and services, on incidents of cyberattack and fraud, on the Company’s liquidity or capital positions, on risks posed by reliance on third-party service providers, on other aspects of the Company's business operations and on financial markets and economic growth;
the effect of steps the Company takes in response to COVID-19, the severity and duration of the pandemic, the uncertainty regarding new variants of COVID-19 that have emerged, the speed and efficacy of vaccine and treatment developments, the impact of loosening or tightening of government restrictions, the pace of recovery when the pandemic subsides and the heightened impact it has on many of the risks described herein;
the discontinuation of LIBOR and its impact on the financial markets, and the Company’s ability to manage operational, legal and compliance risks related to the discontinuation of LIBOR and implementation of one or more alternate reference rates,
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, including the impact of the CARES Act, as amended by the CAA, and other legislative and regulatory reactions to COVID-19;
potential claims, damages, and fines related to litigation or government actions, including litigation or actions arising from the Company’s participation in and administration of programs related to COVID-19, including, among other things, the CARES Act, as amended by the CAA;
the effects of changes in federal, state or local tax laws and regulations;
monetary and fiscal policies of the U.S. government, including policies of the U.S. Department of the Treasury and the Federal Reserve;
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, 2020 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.


ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

KEY FINANCIAL RESULTS

(Dollars in thousands, except share data)

As of & For Three Months Ended

 

As of & For Nine Months Ended

    

09/30/21

    

06/30/21

    

09/30/20

 

09/30/21

09/30/20

Results of Operations

(unaudited)

(unaudited)

(unaudited)

 

(unaudited)

(unaudited)

Interest and dividend income

$

146,379

$

150,852

$

157,414

$

444,904

$

491,607

Interest expense

 

8,891

 

10,304

 

20,033

 

31,970

 

81,913

Net interest income

 

137,488

 

140,548

 

137,381

 

412,934

 

409,694

Provision for credit losses

 

(18,850)

 

(27,414)

 

6,558

 

(59,888)

 

100,954

Net interest income after provision for credit losses

 

156,338

 

167,962

 

130,823

 

472,822

 

308,740

Noninterest income

 

29,938

 

28,466

 

34,407

 

89,388

 

99,245

Noninterest expenses

 

95,343

 

91,971

 

93,222

 

299,251

 

291,681

Income before income taxes

 

90,933

 

104,457

 

72,008

 

262,959

 

116,304

Income tax expense

 

16,368

 

19,073

 

11,008

 

46,821

 

17,506

Net income

74,565

85,384

61,000

216,138

98,798

Dividends on preferred stock

2,967

2,967

2,691

8,901

2,691

Net income available to common shareholders

$

71,598

$

82,417

$

58,309

$

207,237

$

96,107

Interest earned on earning assets (FTE) (1)

$

149,543

$

153,996

$

160,315

$

454,265

$

500,069

Net interest income (FTE) (1)

 

140,652

 

143,692

 

140,282

 

422,295

 

418,156

Total revenue (FTE) (1)

170,590

172,158

174,689

511,683

517,401

Pre-tax pre-provision adjusted operating earnings (8)

72,074

77,043

78,548

217,679

217,040

Key Ratios

Earnings per common share, diluted

$

0.94

$

1.05

$

0.74

$

2.66

$

1.22

Return on average assets (ROA)

 

1.47

%  

 

1.72

%  

 

1.23

%

 

1.45

%  

 

0.70

%

Return on average equity (ROE)

 

10.88

%  

 

12.46

%  

 

9.16

%

 

10.59

%  

 

5.19

%

Return on average tangible common equity (ROTCE) (2) (3)

 

18.79

%  

 

21.44

%  

 

16.49

%

 

18.31

%  

 

9.64

%

Efficiency ratio

 

56.95

%  

 

54.42

%  

 

54.27

%

 

59.57

%  

 

57.31

%

Net interest margin

 

3.05

%  

 

3.15

%  

 

3.08

%

 

3.10

%  

 

3.26

%

Net interest margin (FTE) (1)

 

3.12

%  

 

3.23

%  

 

3.14

%

 

3.17

%  

 

3.32

%

Yields on earning assets (FTE) (1)

 

3.31

%  

 

3.46

%  

 

3.59

%

 

3.41

%  

 

3.97

%

Cost of interest-bearing liabilities

 

0.30

%  

 

0.35

%  

 

0.64

%

 

0.36

%  

 

0.90

%

Cost of deposits

 

0.14

%  

 

0.18

%  

 

0.39

%

 

0.18

%  

 

0.58

%

Cost of funds

 

0.19

%  

 

0.23

%  

 

0.45

%

 

0.24

%  

 

0.65

%

Operating Measures (4)

Adjusted operating earnings

$

74,558

$

85,384

$

60,986

$

227,678

$

98,626

Adjusted operating earnings available to common shareholders

71,591

82,417

58,295

218,777

95,935

Adjusted operating earnings per common share, diluted

$

0.94

$

1.05

$

0.74

$

2.80

$

1.22

Adjusted operating ROA

 

1.47

%  

 

1.72

%  

 

1.23

%

 

1.53

%  

 

0.70

%

Adjusted operating ROE

 

10.88

%  

 

12.46

%  

 

9.16

%

11.16

%  

 

5.18

%

Adjusted operating ROTCE (2) (3)

 

18.79

%  

 

21.44

%  

 

16.49

%

 

19.29

%  

 

9.63

%

Adjusted operating efficiency ratio (FTE) (1)(7)

 

53.91

%  

 

51.35

%  

 

51.05

%

 

53.53

%  

 

53.01

%

Per Share Data

Earnings per common share, basic

$

0.94

$

1.05

$

0.74

$

2.66

$

1.22

Earnings per common share, diluted

 

0.94

 

1.05

 

0.74

 

2.66

 

1.22

Cash dividends paid per common share

 

0.28

 

0.28

 

0.25

 

0.81

 

0.75

Market value per share

 

36.85

 

36.22

 

21.37

 

36.85

 

21.37

Book value per common share

 

33.60

 

33.30

 

31.86

 

33.60

 

31.86

Tangible book value per common share (2)

 

20.55

 

20.59

 

19.13

 

20.55

 

19.13

Price to earnings ratio, diluted

 

9.88

 

8.60

 

7.26

 

10.36

 

13.11

Price to book value per common share ratio

 

1.10

 

1.09

 

0.67

 

1.10

 

0.67

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

 

1.79

 

1.76

 

1.12

 

1.79

 

1.12

Weighted average common shares outstanding, basic

 

76,309,355

 

78,819,697

 

78,714,353

 

77,988,151

 

78,904,792

Weighted average common shares outstanding, diluted

 

76,322,736

 

78,848,724

 

78,725,346

 

78,007,543

 

78,921,108

Common shares outstanding at end of period

 

75,645,031

 

77,928,948

 

78,718,850

 

75,645,031

 

78,718,850


As of & For Three Months Ended

 

As of & For Nine Months Ended

    

09/30/21

    

06/30/21

    

09/30/20

 

09/30/21

09/30/20

 

Capital Ratios

(unaudited)

(unaudited)

(unaudited)

 

(unaudited)

(unaudited)

 

Common equity Tier 1 capital ratio (5)

 

10.37

%  

10.56

%  

10.05

%

10.37

%  

10.05

%

Tier 1 capital ratio (5)

 

11.49

%  

11.68

%  

11.18

%

11.49

%  

11.18

%

Total capital ratio (5)

 

13.78

%  

14.05

%  

13.93

%

13.78

%  

13.93

%

Leverage ratio (Tier 1 capital to average assets) (5)

 

8.97

%  

9.20

%  

8.82

%

8.97

%  

8.82

%

Common equity to total assets

 

12.68

%  

12.91

%  

12.52

%

12.68

%  

12.52

%

Tangible common equity to tangible assets (2)

 

8.16

%  

8.40

%  

7.91

%

8.16

%  

7.91

%

Financial Condition

 

  

 

  

 

  

  

 

  

Assets

$

19,935,657

$

19,989,356

$

19,930,650

$

19,935,657

$

19,930,650

Loans held for investment (net of deferred fees and costs)

 

13,139,586

 

13,697,929

 

14,383,215

 

13,139,586

 

14,383,215

Securities

 

3,807,723

 

3,491,669

 

3,102,217

 

3,807,723

 

3,102,217

Earning Assets

 

17,795,784

 

17,824,283

 

17,885,975

 

17,795,784

 

17,885,975

Goodwill

 

935,560

 

935,560

 

935,560

 

935,560

 

935,560

Amortizable intangibles, net

 

46,537

 

49,917

 

61,068

 

46,537

 

61,068

Deposits

 

16,622,160

 

16,659,219

 

15,576,098

 

16,622,160

 

15,576,098

Borrowings

 

385,765

 

380,079

 

1,314,322

 

385,765

 

1,314,322

Stockholders' equity

 

2,694,439

 

2,747,597

 

2,660,885

 

2,694,439

 

2,660,885

Tangible common equity (2)

 

1,545,985

 

1,595,763

 

1,497,900

 

1,545,985

 

1,497,900

Loans held for investment, net of deferred fees and costs

 

  

 

  

 

  

 

  

 

  

Construction and land development

$

877,351

$

838,722

$

1,207,190

$

877,351

$

1,207,190

Commercial real estate - owner occupied

 

2,027,299

 

2,069,658

 

2,107,333

 

2,027,299

 

2,107,333

Commercial real estate - non-owner occupied

 

3,730,720

 

3,712,607

 

3,497,929

 

3,730,720

 

3,497,929

Multifamily real estate

 

776,287

 

860,081

 

731,582

 

776,287

 

731,582

Commercial & Industrial

 

2,580,190

 

2,990,622

 

3,536,249

 

2,580,190

 

3,536,249

Residential 1-4 Family - Commercial

 

624,347

 

637,485

 

696,944

 

624,347

 

696,944

Residential 1-4 Family - Consumer

 

822,971

 

823,355

 

830,144

 

822,971

 

830,144

Residential 1-4 Family - Revolving

 

557,803

 

559,014

 

618,320

 

557,803

 

618,320

Auto

 

425,436

 

411,073

 

387,417

 

425,436

 

387,417

Consumer

 

182,039

 

195,036

 

276,023

 

182,039

 

276,023

Other Commercial

 

535,143

 

600,276

 

494,084

 

535,143

 

494,084

Total loans held for investment

$

13,139,586

$

13,697,929

$

14,383,215

$

13,139,586

$

14,383,215

Deposits

 

  

 

  

 

  

 

  

 

  

NOW accounts

$

4,016,505

$

3,777,540

$

3,460,480

$

4,016,505

$

3,460,480

Money market accounts

 

4,152,986

 

4,450,724

 

4,269,696

 

4,152,986

 

4,269,696

Savings accounts

 

1,079,735

 

1,032,171

 

861,685

 

1,079,735

 

861,685

Time deposits of $250,000 and over

 

546,199

 

566,180

 

633,252

 

546,199

 

633,252

Other time deposits

1,497,897

1,610,032

1,930,320

1,497,897

1,930,320

Time deposits

 

2,044,096

 

2,176,212

 

2,563,572

 

2,044,096

 

2,563,572

Total interest-bearing deposits

$

11,293,322

$

11,436,647

$

11,155,433

$

11,293,322

$

11,155,433

Demand deposits

 

5,328,838

 

5,222,572

 

4,420,665

 

5,328,838

 

4,420,665

Total deposits

$

16,622,160

$

16,659,219

$

15,576,098

$

16,622,160

$

15,576,098

Averages

 

  

 

  

 

  

 

  

 

  

Assets

$

20,056,570

$

19,922,978

$

19,785,167

$

19,890,155

$

18,837,580

Loans held for investment (net of deferred fees and costs)

 

13,451,674

 

13,971,939

 

14,358,666

 

13,827,002

 

13,639,401

Loans held for sale

 

30,035

 

36,790

 

45,201

 

43,162

 

50,902

Securities

 

3,679,977

 

3,420,329

 

2,891,210

 

3,438,285

 

2,721,161

Earning assets

 

17,910,389

 

17,868,938

 

17,748,152

 

17,824,607

 

16,809,423

Deposits

 

16,718,144

 

16,500,541

 

15,580,469

 

16,433,470

 

14,632,709

Time deposits

 

2,109,131

 

2,270,217

 

2,579,991

 

2,288,530

 

2,667,267

Interest-bearing deposits

 

11,512,825

 

11,446,768

 

11,260,244

 

11,483,654

 

10,875,752

Borrowings

 

395,984

 

399,855

 

1,183,839

 

456,184

 

1,324,457

Interest-bearing liabilities

 

11,908,809

 

11,846,623

 

12,444,083

 

11,939,838

 

12,200,209

Stockholders' equity

 

2,718,032

 

2,747,864

 

2,648,777

 

2,728,605

 

2,541,856

Tangible common equity (2)

 

1,567,937

 

1,594,311

 

1,483,848

 

1,574,961

 

1,469,918


As of & For Three Months Ended

 

As of & For Nine Months Ended

    

09/30/21

    

06/30/21

    

09/30/20

 

09/30/21

09/30/20

 

Asset Quality

(unaudited)

(unaudited)

(unaudited)

 

(unaudited)

(unaudited)

 

Allowance for Credit Losses (ACL)

 

  

 

  

 

  

  

 

  

Beginning balance, Allowance for loan and lease losses (ALLL)

$

118,261

$

142,911

$

169,977

$

160,540

$

42,294

Add: Day 1 impact from adoption of CECL

47,484

Add: Recoveries

 

2,153

 

1,876

 

1,566

 

6,498

 

5,137

Less: Charge-offs

 

2,266

 

1,945

 

2,978

 

7,852

 

14,806

Add: Provision for loan losses

 

(16,350)

 

(24,581)

 

5,557

 

(57,388)

 

94,013

Ending balance, ALLL

$

101,798

$

118,261

$

174,122

$

101,798

$

174,122

Beginning balance, Reserve for unfunded commitment (RUC)

$

10,000

$

12,833

$

11,000

$

10,000

$

900

Add: Day 1 impact from adoption of CECL

4,160

Add: Provision for unfunded commitments

(2,500)

(2,833)

1,000

(2,500)

6,940

Ending balance, RUC

$

7,500

$

10,000

$

12,000

$

7,500

$

12,000

Total ACL

$

109,298

$

128,261

$

186,122

$

109,298

$

186,122

ACL / total outstanding loans

0.83

%  

0.94

%  

1.29

%

0.83

%  

1.29

%

ACL / total adjusted loans(9)

0.86

%  

1.00

%  

1.46

%

0.86

%  

1.46

%

ALLL / total outstanding loans

 

0.77

%  

 

0.86

%  

 

1.21

%

 

0.77

%  

 

1.21

%

ALLL / total adjusted loans(9)

0.80

%  

0.92

%  

1.36

%  

0.80

%  

1.36

%  

Net charge-offs / total average loans

 

0.00

%  

 

0.00

%  

 

0.04

%

 

0.01

%  

 

0.09

%

Net charge-offs / total adjusted average loans(9)

0.00

%  

0.00

%  

0.04

%

0.01

%  

0.11

%

Provision for loan losses/ total average loans

 

(0.48)

%  

 

(0.71)

%  

 

0.15

%

 

(0.55)

%  

 

0.92

%

Provision for loan losses/ total adjusted average loans(9)

(0.51)

%  

(0.77)

%  

0.17

%

(0.60)

%  

1.03

%

`

Nonperforming Assets (6)

 

  

 

  

 

  

 

  

 

  

Construction and land development

$

2,710

$

2,685

$

3,520

$

2,710

$

3,520

Commercial real estate - owner occupied

 

7,786

 

6,969

 

9,267

 

7,786

 

9,267

Commercial real estate - non-owner occupied

 

4,174

 

3,026

 

1,992

 

4,174

 

1,992

Multifamily real estate

113

113

33

113

33

Commercial & Industrial

 

2,062

 

1,908

 

1,592

 

2,062

 

1,592

Residential 1-4 Family - Commercial

 

2,445

 

4,200

 

5,743

 

2,445

 

5,743

Residential 1-4 Family - Consumer

 

12,150

 

13,489

 

12,620

 

12,150

 

12,620

Residential 1-4 Family - Revolving

 

3,723

 

3,726

 

3,664

 

3,723

 

3,664

Auto

 

255

 

179

 

517

 

255

 

517

Consumer

54

104

75

54

75

Nonaccrual loans

$

35,472

$

36,399

$

39,023

$

35,472

$

39,023

Foreclosed property

 

1,696

 

1,696

 

4,159

 

1,696

 

4,159

Total nonperforming assets (NPAs)

$

37,168

$

38,095

$

43,182

$

37,168

$

43,182

Construction and land development

$

304

$

186

$

93

$

304

$

93

Commercial real estate - owner occupied

 

1,886

 

2,276

 

1,726

 

1,886

 

1,726

Commercial real estate - non-owner occupied

1,175

827

168

1,175

168

Multifamily real estate

359

359

Commercial & Industrial

 

1,256

 

1,088

 

604

 

1,256

 

604

Residential 1-4 Family - Commercial

 

1,091

 

759

 

5,298

 

1,091

 

5,298

Residential 1-4 Family - Consumer

 

2,462

 

2,725

 

4,495

 

2,462

 

4,495

Residential 1-4 Family - Revolving

 

2,474

 

561

 

2,276

 

2,474

 

2,276

Auto

 

209

 

168

 

315

 

209

 

315

Consumer

 

173

 

156

 

327

 

173

 

327

Loans ≥ 90 days and still accruing

$

11,030

$

8,746

$

15,661

$

11,030

$

15,661

Total NPAs and loans ≥ 90 days

$

48,198

$

46,841

$

58,843

$

48,198

$

58,843

NPAs / total outstanding loans

0.28

%  

 

0.28

%  

 

0.30

%

 

0.28

%  

 

0.30

%

NPAs / total adjusted loans(9)

0.29

%  

0.30

%  

0.34

%  

0.29

%  

0.34

%  

NPAs / total assets

 

0.19

%  

 

0.19

%  

 

0.22

%

 

0.19

%  

 

0.22

%

ALLL / nonaccrual loans

 

286.98

%  

 

324.90

%  

 

446.20

%

 

286.98

%  

 

446.20

%

ALLL/ nonperforming assets

 

273.89

%  

 

310.44

%  

 

403.23

%

 

273.89

%  

 

403.23

%

 

  

 

  

 

  

 

  

 

  


As of & For Three Months Ended

 

As of & For Nine Months Ended

    

09/30/21

    

06/30/21

    

09/30/20

 

09/30/21

09/30/20

 

Past Due Detail (6)

(unaudited)

(unaudited)

(unaudited)

 

(unaudited)

(unaudited)

 

Construction and land development

$

744

$

798

$

2,625

$

744

$

2,625

Commercial real estate - owner occupied

 

735

 

1,450

 

4,924

 

735

 

4,924

Commercial real estate - non-owner occupied

 

1,302

 

1,501

 

1,291

 

1,302

 

1,291

Multifamily real estate

 

 

156

 

 

 

Commercial & Industrial

 

11,089

 

948

 

4,322

 

11,089

 

4,322

Residential 1-4 Family - Commercial

 

807

 

710

 

1,236

 

807

 

1,236

Residential 1-4 Family - Consumer

 

406

 

764

 

2,998

 

406

 

2,998

Residential 1-4 Family - Revolving

 

1,092

 

919

 

2,669

 

1,092

 

2,669

Auto

 

1,548

 

1,333

 

1,513

 

1,548

 

1,513

Consumer

790

545

1,020

790

1,020

Other Commercial

631

375

613

631

613

Loans 30-59 days past due

$

19,144

$

9,499

$

23,211

$

19,144

$

23,211

Construction and land development

$

58

$

310

$

223

$

58

$

223

Commercial real estate - owner occupied

 

61

 

2,008

 

1,310

 

61

 

1,310

Commercial real estate - non-owner occupied

 

570

 

78

 

1,371

 

570

 

1,371

Commercial & Industrial

 

3,328

 

1,733

 

1,448

 

3,328

 

1,448

Residential 1-4 Family - Commercial

 

698

 

565

 

937

 

698

 

937

Residential 1-4 Family - Consumer

 

2,188

 

992

 

3,976

 

2,188

 

3,976

Residential 1-4 Family - Revolving

 

587

 

678

 

1,141

 

587

 

1,141

Auto

 

202

 

165

 

453

 

202

 

453

Consumer

317

297

772

317

772

Other Commercial

600

427

600

 

427

Loans 60-89 days past due

$

8,609

$

6,826

$

12,058

$

8,609

$

12,058

Past Due and still accruing

$

38,783

$

25,071

$

50,930

$

38,783

$

50,930

Past Due and still accruing / total loans

0.30

%  

0.18

%  

0.35

%  

0.30

%  

0.35

%  

Troubled Debt Restructurings

 

  

 

  

 

  

 

  

 

  

Performing

$

11,335

$

13,053

$

14,515

$

11,335

$

14,515

Nonperforming

 

7,365

 

6,231

 

7,045

 

7,365

 

7,045

Total troubled debt restructurings

$

18,700

$

19,284

$

21,560

$

18,700

$

21,560

Alternative Performance Measures (non-GAAP)

 

  

 

  

 

  

 

  

 

  

Net interest income (FTE) (1)

 

  

 

  

 

  

 

  

 

  

Net interest income (GAAP)

$

137,488

$

140,548

$

137,381

$

412,934

$

409,694

FTE adjustment

 

3,164

 

3,144

 

2,901

 

9,361

 

8,462

Net interest income (FTE) (non-GAAP)

$

140,652

$

143,692

$

140,282

$

422,295

$

418,156

Noninterest income (GAAP)

29,938

28,466

34,407

89,388

99,245

Total revenue (FTE) (non-GAAP)

$

170,590

$

172,158

$

174,689

$

511,683

$

517,401

Average earning assets

$

17,910,389

$

17,868,938

$

17,748,152

$

17,824,607

$

16,809,423

Net interest margin

 

3.05

%  

 

3.15

%  

 

3.08

%

 

3.10

%  

 

3.26

%

Net interest margin (FTE)

 

3.12

%  

 

3.23

%  

 

3.14

%

 

3.17

%  

 

3.32

%

Tangible Assets (2)

 

  

 

  

 

  

 

  

 

  

Ending assets (GAAP)

$

19,935,657

$

19,989,356

$

19,930,650

$

19,935,657

$

19,930,650

Less: Ending goodwill

 

935,560

 

935,560

 

935,560

 

935,560

 

935,560

Less: Ending amortizable intangibles

 

46,537

 

49,917

 

61,068

 

46,537

 

61,068

Ending tangible assets (non-GAAP)

$

18,953,560

$

19,003,879

$

18,934,022

$

18,953,560

$

18,934,022

Tangible Common Equity (2)

 

  

 

  

 

  

 

  

 

  

Ending equity (GAAP)

$

2,694,439

$

2,747,597

$

2,660,885

$

2,694,439

$

2,660,885

Less: Ending goodwill

 

935,560

 

935,560

 

935,560

 

935,560

 

935,560

Less: Ending amortizable intangibles

 

46,537

 

49,917

 

61,068

 

46,537

 

61,068

Less: Perpetual preferred stock

166,357

166,357

166,357

166,357

166,357

Ending tangible common equity (non-GAAP)

$

1,545,985

$

1,595,763

$

1,497,900

$

1,545,985

$

1,497,900

Average equity (GAAP)

$

2,718,032

$

2,747,864

$

2,648,777

$

2,728,605

$

2,541,856

Less: Average goodwill

 

935,560

 

935,560

 

935,560

 

935,560

 

935,560

Less: Average amortizable intangibles

 

48,179

 

51,637

 

63,016

 

51,728

 

67,130

Less: Average perpetual preferred stock

166,356

166,356

166,353

166,356

69,248

Average tangible common equity (non-GAAP)

$

1,567,937

$

1,594,311

$

1,483,848

$

1,574,961

$

1,469,918

ROTCE (2)(3)

Net income available to common shareholders (GAAP)

$

71,598

$

82,417

$

58,309

$

207,237

$

96,107

Plus: Amortization of intangibles, tax effected

2,671

2,819

3,202

8,436

10,014

Net income available to common shareholders before amortization of intangibles (non-GAAP)

$

74,269

$

85,236

$

61,511

$

215,673

$

106,121

Return on average tangible common equity (ROTCE)

18.79

%  

21.44

%  

16.49

%  

18.31

%  

9.64

%  


As of & For Three Months Ended

 

As of & For Nine Months Ended

  

09/30/21

   

06/30/21

  

09/30/20

  

09/30/21

  

09/30/20

 

(unaudited)

(unaudited)

(unaudited)

 

(unaudited)

(unaudited)

 

Operating Measures (4)

 

  

 

  

 

  

 

  

 

  

Net income (GAAP)

$

74,565

$

85,384

$

61,000

$

216,138

$

98,798

Plus: Net loss related to balance sheet repositioning, net of tax

11,609

9,539

Less: Gain on sale of securities, net of tax

7

14

69

9,711

Adjusted operating earnings (non-GAAP)

74,558

85,384

60,986

227,678

98,626

Less: Dividends on preferred stock

2,967

2,967

2,691

8,901

2,691

Adjusted operating earnings available to common shareholders (non-GAAP)

$

71,591

$

82,417

$

58,295

$

218,777

$

95,935

Noninterest expense (GAAP)

$

95,343

$

91,971

$

93,222

$

299,251

$

291,681

Less: Amortization of intangible assets

 

3,381

 

3,568

 

4,053

 

10,679

 

12,676

Less: Losses related to balance sheet repositioning

14,695

10,306

Adjusted operating noninterest expense (non-GAAP)

$

91,962

$

88,403

$

89,169

$

273,877

$

268,699

Noninterest income (GAAP)

$

29,938

$

28,466

$

34,407

$

89,388

$

99,245

Plus: Losses related to balance sheet repositioning

(1,769)

Less: Gain on sale of securities

9

18

87

12,293

Adjusted operating noninterest income (non-GAAP)

$

29,929

$

28,466

$

34,389

$

89,301

$

88,721

Net interest income (FTE) (non-GAAP) (1)

$

140,652

$

143,692

$

140,282

$

422,295

$

418,156

Adjusted operating noninterest income (non-GAAP)

 

29,929

 

28,466

 

34,389

 

89,301

 

88,721

Total adjusted revenue (FTE) (non-GAAP) (1)

$

170,581

$

172,158

$

174,671

$

511,596

$

506,877

Efficiency ratio

 

56.95

%  

 

54.42

%  

 

54.27

%

 

59.57

%  

 

57.31

%

Adjusted operating efficiency ratio (FTE) (1)(7)

 

53.91

%  

 

51.35

%  

 

51.05

%

 

53.53

%  

 

53.01

%

Operating ROTCE (2)(3)(4)

 

  

 

  

 

  

 

  

 

  

Adjusted operating earnings available to common shareholders (non-GAAP)

$

71,591

$

82,417

$

58,295

$

218,777

$

95,935

Plus: Amortization of intangibles, tax effected

 

2,671

 

2,819

 

3,202

 

8,436

 

10,014

Adjusted operating earnings available to common shareholders before amortization of intangibles (non-GAAP)

$

74,262

$

85,236

$

61,497

$

227,213

$

105,949

Average tangible common equity (non-GAAP)

$

1,567,937

$

1,594,311

$

1,483,848

$

1,574,961

$

1,469,918

Adjusted operating return on average tangible common equity (non-GAAP)

 

18.79

%  

 

21.44

%  

 

16.49

%

 

19.29

%  

 

9.63

%

Pre-tax pre-provision adjusted operating earnings (8)

Net income (GAAP)

$

74,565

$

85,384

$

61,000

$

216,138

$

98,798

Plus: Provision for credit losses

(18,850)

(27,414)

6,558

(59,888)

100,954

Plus: Income tax expense

16,368

19,073

11,008

46,821

17,506

Plus: Net loss related to balance sheet repositioning

14,695

12,075

Less: Gain on sale of securities

9

18

87

12,293

Pre-tax pre-provision adjusted operating earnings (non-GAAP)

$

72,074

$

77,043

$

78,548

$

217,679

$

217,040

Weighted average common shares outstanding, diluted

76,322,736

78,848,724

78,725,346

78,007,543

78,921,108

Pre-tax pre-provision earnings per share, diluted

$

0.94

$

0.98

$

1.00

$

2.79

$

2.75

Adjusted Loans (9)

Loans held for investment (net of deferred fees and costs)(GAAP)

$

13,139,586

$

13,697,929

$

14,383,215

$

13,139,586

$

14,383,215

Less: PPP adjustments (net of deferred fees and costs)

466,609

859,386

1,600,577

466,609

1,600,577

Total adjusted loans (non-GAAP)

$

12,672,977

$

12,838,543

$

12,782,638

$

12,672,977

$

12,782,638

Average loans held for investment (net of deferred fees and costs)(GAAP)

$

13,451,674

$

13,971,939

$

14,358,666

$

13,827,002

$

13,639,401

Less: Average PPP adjustments (net of deferred fees and costs)

687,259

1,187,641

1,638,204

1,059,130

1,457,091

Total adjusted average loans (non-GAAP)

$

12,764,415

$

12,784,298

$

12,720,462

$

12,767,872

$

12,182,310


As of & For Three Months Ended

 

As of & For Nine Months Ended

  

09/30/21

   

06/30/21

  

09/30/20

  

09/30/21

  

09/30/20

(unaudited)

(unaudited)

(unaudited)

 

(unaudited)

(unaudited)

Mortgage Origination Held for Sale Volume (10)

 

  

 

  

 

  

 

  

 

  

Refinance Volume

$

49,154

$

73,330

$

125,571

$

241,401

$

303,995

Purchase Volume

 

93,819

 

88,747

 

96,010

 

250,523

 

210,691

Total Mortgage loan originations held for sale

$

142,973

$

162,077

$

221,581

$

491,924

$

514,686

% of originations held for sale that are refinances

 

34.4

%  

 

45.2

%  

 

56.7

%

 

49.1

%  

 

59.1

%

Wealth

 

  

 

  

 

  

 

  

 

  

Assets under management (AUM)

$

6,377,518

$

6,396,010

$

5,455,268

$

6,377,518

$

5,455,268

Other Data

 

  

 

  

 

  

 

  

 

  

End of period full-time employees

 

1,918

 

1,884

 

1,883

 

1,918

 

1,883

Number of full-service branches

 

130

 

129

 

135

 

130

 

135

Number of automatic transaction machines (ATMs)

 

149

 

149

 

157

 

149

 

157


(1)These are non-GAAP financial measures. Net interest income (FTE) and total adjusted revenue (FTE), which are used in computing net interest margin (FTE) and adjusted operating efficiency ratio (FTE), respectively, provide 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 assets and tangible common equity are used in the calculation of certain profitability, capital, and per share ratios. The Company believes tangible assets, 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.
(4)These are non-GAAP financial measures. Adjusted operating measures exclude the gains or losses related to balance sheet repositioning (principally composed of gains and losses on debt extinguishment) and gains or losses on sale of securities. The Company believes these non-GAAP adjusted measures provide investors with important information about the combined economic results of the organization’s operations.
(5)All ratios at September 30, 2021 are estimates and subject to change pending the Company’s filing of its FR Y9-C. All other periods are presented as filed.
(6)These balances reflect the impact of the CARES Act and the Joint Guidance, which provides relief for TDR designations and also provides guidance on past due reporting for modified loans.
(7)The adjusted operating efficiency ratio (FTE) excludes the amortization of intangible assets, the gain on sale of securities and gains or losses related to balance sheet repositioning (principally composed of gains and losses on debt extinguishment). 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 adjusted measure provides investors with important information about the combined economic results of the organization’s operations.
(8)This is a non-GAAP financial measure. Pre-tax pre-provision adjusted earnings excludes the provision for credit losses, which can fluctuate significantly from period-to-period under the CECL methodology, income tax expense, gains or losses related to balance sheet repositioning (principally composed of gains and losses on debt extinguishment), and gains or losses on sale of securities. The Company believes this adjusted measure provides investors with important information about the combined economic results of the organization’s operations.
(9)These are non-GAAP financial measures. PPP adjustment impact excludes the SBA guaranteed loans funded during 2020 and 2021. The Company believes loans held for investment (net of deferred fees and costs), excluding PPP is useful to investors as it provides more clarity on the Company’s organic growth. The Company also believes that the related non-GAAP financial measures of past due loans still accruing interest as a percentage of total loans held for investment (net of deferred fees and costs), excluding PPP, are useful to investors as loans originated under the PPP carry an SBA guarantee. The Company believes that the ALLL as a percentage of loans held for investment (net of deferred fees and costs), excluding PPP, is useful to investors because of the size of the Company’s PPP originations and the impact of the embedded credit enhancement provided by the SBA guarantee.
(10)Periods ended September 30, 2020 have been restated to adjust for certain mortgage loans held for investment that were previously included.


ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(Dollars in thousands, except share data)

September 30,

December 31,

September 30,

2021

    

2020

    

2020

ASSETS

(unaudited)

(audited)

(unaudited)

Cash and cash equivalents:

Cash and due from banks

$

255,648

$

172,307

$

178,563

Interest-bearing deposits in other banks

807,225

318,974

335,111

Federal funds sold

377

2,013

7,292

Total cash and cash equivalents

1,063,250

493,294

520,966

Securities available for sale, at fair value

3,195,176

2,540,419

2,443,340

Securities held to maturity, at carrying value

535,722

544,851

546,661

Restricted stock, at cost

76,825

94,782

112,216

Loans held for sale, at fair value

35,417

96,742

52,607

Loans held for investment, net of deferred fees and costs

13,139,586

14,021,314

14,383,215

Less allowance for loan and lease losses

101,798

160,540

174,122

Total loans held for investment, net

13,037,788

13,860,774

14,209,093

Premises and equipment, net

159,588

163,829

156,934

Goodwill

935,560

935,560

935,560

Amortizable intangibles, net

46,537

57,185

61,068

Bank owned life insurance

430,341

326,892

325,538

Other assets

419,453

514,121

566,667

Total assets

$

19,935,657

$

19,628,449

$

19,930,650

LIABILITIES

Noninterest-bearing demand deposits

$

5,328,838

$

4,368,703

$

4,420,665

Interest-bearing deposits

11,293,322

11,354,062

11,155,433

Total deposits

16,622,160

15,722,765

15,576,098

Securities sold under agreements to repurchase

95,181

100,888

91,086

Other short-term borrowings

250,000

175,200

Long-term borrowings

290,584

489,829

1,048,036

Other liabilities

233,293

356,477

379,345

Total liabilities

17,241,218

16,919,959

17,269,765

Commitments and contingencies

STOCKHOLDERS' EQUITY

Preferred stock, $10.00 par value

173

173

173

Common stock, $1.33 par value

100,062

104,169

104,141

Additional paid-in capital

1,804,617

1,917,081

1,914,640

Retained earnings

760,164

616,052

579,269

Accumulated other comprehensive income (loss)

29,423

71,015

62,662

Total stockholders' equity

2,694,439

2,708,490

2,660,885

Total liabilities and stockholders' equity

$

19,935,657

$

19,628,449

$

19,930,650

Common shares outstanding

75,645,031

78,729,212

78,718,850

Common shares authorized

200,000,000

200,000,000

200,000,000

Preferred shares outstanding

17,250

17,250

17,250

Preferred shares authorized

500,000

500,000

500,000


ATLANTIC UNION BANKSHARES CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)

(Dollars in thousands, except share data)

Three Months Ended

Nine Months Ended

September 30,

June 30,

September 30,

September 30,

September 30,

2021

    

2021

    

2020

    

2021

    

2020

Interest and dividend income:

Interest and fees on loans

$

124,999

$

130,570

$

138,402

$

383,575

$

432,763

Interest on deposits in other banks

291

86

137

454

1,154

Interest and dividends on securities:

Taxable

11,230

10,519

10,275

32,102

33,170

Nontaxable

9,859

9,677

8,600

28,773

24,520

Total interest and dividend income

146,379

150,852

157,414

444,904

491,607

Interest expense:

Interest on deposits

5,837

7,238

15,568

22,203

63,943

Interest on short-term borrowings

22

21

72

91

1,598

Interest on long-term borrowings

3,032

3,045

4,393

9,676

16,372

Total interest expense

8,891

10,304

20,033

31,970

81,913

Net interest income

137,488

140,548

137,381

412,934

409,694

Provision for credit losses

(18,850)

(27,414)

6,558

(59,888)

100,954

Net interest income after provision for credit losses

156,338

167,962

130,823

472,822

308,740

Noninterest income:

Service charges on deposit accounts

7,198

6,607

6,041

19,314

18,549

Other service charges, commissions and fees

1,534

1,735

1,621

4,970

4,600

Interchange fees

2,203

2,203

1,979

6,252

5,300

Fiduciary and asset management fees

7,029

6,819

6,045

20,323

17,543

Mortgage banking income

4,818

4,619

8,897

17,692

16,744

Gains on securities transactions

9

18

87

12,293

Bank owned life insurance income

2,727

3,209

3,421

8,202

7,498

Loan-related interest rate swap fees

1,102

1,321

3,170

4,176

12,602

Other operating income

3,318

1,953

3,215

8,372

4,116

Total noninterest income

29,938

28,466

34,407

89,388

99,245

Noninterest expenses:

Salaries and benefits

53,534

50,766

49,000

156,959

149,013

Occupancy expenses

7,251

7,140

7,441

21,705

21,798

Furniture and equipment expenses

4,040

3,911

3,895

11,919

11,042

Technology and data processing

7,534

7,219

6,564

21,657

19,187

Professional services

3,792

4,408

2,914

13,161

9,211

Marketing and advertising expense

2,548

2,738

2,631

7,330

7,413

FDIC assessment premiums and other insurance

2,172

2,319

1,811

6,798

7,578

Other taxes

4,432

4,435

4,124

13,303

12,364

Loan-related expenses

1,503

1,909

2,314

5,289

7,512

Amortization of intangible assets

3,381

3,568

4,053

10,679

12,676

Loss on debt extinguishment

14,695

10,306

Other expenses

5,156

3,558

8,475

15,756

23,581

Total noninterest expenses

95,343

91,971

93,222

299,251

291,681

Income before income taxes

90,933

104,457

72,008

262,959

116,304

Income tax expense

16,368

19,073

11,008

46,821

17,506

Net income

$

74,565

$

85,384

$

61,000

216,138

98,798

Dividends on preferred stock

2,967

2,967

2,691

8,901

2,691

Net income available to common shareholders

$

71,598

$

82,417

$

58,309

$

207,237

$

96,107

Basic earnings per common share

$

0.94

$

1.05

$

0.74

$

2.66

$

1.22

Diluted earnings per common share

$

0.94

$

1.05

$

0.74

$

2.66

$

1.22


AVERAGE BALANCES, INCOME AND EXPENSES, YIELDS AND RATES (TAXABLE EQUIVALENT BASIS)

For the Quarter Ended

September 30, 2021

June 30, 2021

Average
Balance

    

Interest
Income /
Expense
(1)

    

Yield /
Rate 
(1)(2)

    

Average
Balance

    

Interest
Income /
Expense
(1)

    

Yield /
Rate 
(1)(2)

(unaudited)

(unaudited)

Assets:

Securities:

Taxable

$

2,248,478

$

11,230

1.98%

$

2,028,637

$

10,519

2.08%

Tax-exempt

1,431,499

12,480

3.46%

1,391,692

12,249

3.53%

Total securities

3,679,977

23,710

2.56%

3,420,329

22,768

2.67%

Loans, net (3) (4)

13,451,674

125,290

3.70%

13,971,939

130,840

3.76%

Other earning assets

778,738

543

0.28%

476,670

388

0.33%

Total earning assets

17,910,389

$

149,543

3.31%

17,868,938

$

153,996

3.46%

Allowance for loan and lease losses

(117,414)

(137,997)

Total non-earning assets

2,263,595

2,192,037

Total assets

$

20,056,570

$

19,922,978

Liabilities and Stockholders' Equity:

Interest-bearing deposits:

Transaction and money market accounts

$

8,345,410

$

1,501

0.07%

$

8,159,890

$

1,809

0.09%

Regular savings

1,058,284

55

0.02%

1,016,661

55

0.02%

Time deposits (5)

2,109,131

4,281

0.81%

2,270,217

5,374

0.95%

Total interest-bearing deposits

11,512,825

5,837

0.20%

11,446,768

7,238

0.25%

Other borrowings (6)

395,984

3,054

3.06%

399,855

3,066

3.08%

Total interest-bearing liabilities

11,908,809

$

8,891

0.30%

11,846,623

$

10,304

0.35%

Noninterest-bearing liabilities:

Demand deposits

5,205,319

5,053,773

Other liabilities

224,410

274,718

Total liabilities

17,338,538

17,175,114

Stockholders' equity

2,718,032

2,747,864

Total liabilities and stockholders' equity

$

20,056,570

$

19,922,978

Net interest income

$

140,652

$

143,692

Interest rate spread

3.01%

3.11%

Cost of funds

0.19%

0.23%

Net interest margin

3.12%

3.23%


(1)Income and yields are reported on a taxable equivalent basis using the statutory federal corporate tax rate of 21%.
(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 $4.2 million and $4.1 million for the three months ended September 30, 2021 and June 30, 2021, respectively, in accretion of the fair market value adjustments related to acquisitions.
(5)Interest expense on time deposits includes amortization of $8,000 for the three months ended September 30, 2021 and accretion of $12,000 for the three months ended June 30, 2021, for the fair market value adjustments related to acquisitions.
(6)Interest expense on borrowings includes $203,000 and $202,000 for the three months ended September 30, 2021 and June 30, 2021, in amortization of the fair market value adjustments related to acquisitions.