| PARENT COMPANY FINANCIAL INFORMATION |
PARENT COMPANY FINANCIAL INFORMATION
The primary source of funds for the dividends paid by Union Bankshares Corporation (for this note only, the “Parent Company”) is dividends received from its subsidiaries. The payments of dividends by the Bank to the Parent Company are subject to certain statutory limitations which contemplate that the current year earnings and earnings retained for the two preceding years may be paid to the Parent Company without regulatory approval. As of December 31, 2016, the aggregate amount of unrestricted funds that could be transferred from the Bank to the Parent Company without prior regulatory approval totaled approximately $37.1 million, or 3.71%, of the consolidated net assets.
Financial information for the Parent Company is as follows:
PARENT COMPANY
CONDENSED BALANCE SHEETS
AS OF DECEMBER 31, 2016 and 2015
(Dollars in thousands)
|
|
|
|
|
|
|
|
|
|
2016 |
|
2015 |
ASSETS |
|
|
|
|
|
Cash |
$ |
10,681 |
|
|
$ |
10,386 |
|
Premises and equipment, net |
11,470 |
|
|
11,875 |
|
Other assets |
10,864 |
|
|
8,462 |
|
Investment in subsidiaries |
1,213,484 |
|
|
1,067,611 |
|
Total assets |
$ |
1,246,499 |
|
|
$ |
1,098,334 |
|
LIABILITIES AND STOCKHOLDERS' EQUITY |
|
|
|
|
|
Long-term borrowings |
148,000 |
|
|
7,500 |
|
Trust preferred capital notes |
86,559 |
|
|
86,312 |
|
Other liabilities |
10,908 |
|
|
9,155 |
|
Total liabilities |
245,467 |
|
|
102,967 |
|
Total stockholders' equity |
1,001,032 |
|
|
995,367 |
|
Total liabilities and stockholders' equity |
$ |
1,246,499 |
|
|
$ |
1,098,334 |
|
PARENT COMPANY
CONDENSED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
YEARS ENDED DECEMBER 31, 2016, 2015, and 2014
(Dollars in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2016 |
|
2015 |
|
2014 |
Income: |
|
|
|
|
|
|
|
|
Interest and dividend income |
$ |
23 |
|
|
$ |
8 |
|
|
$ |
5 |
|
Dividends received from subsidiaries |
51,439 |
|
|
51,496 |
|
|
75,470 |
|
Equity in (distributed) undistributed net income from subsidiaries |
31,984 |
|
|
20,800 |
|
|
(15,909 |
) |
Other operating income |
1,314 |
|
|
1,228 |
|
|
1,393 |
|
Total income |
84,760 |
|
|
73,532 |
|
|
60,959 |
|
Expenses: |
|
|
|
|
|
|
|
|
Interest expense |
5,656 |
|
|
4,697 |
|
|
4,581 |
|
Occupancy expenses |
549 |
|
|
556 |
|
|
573 |
|
Furniture and equipment expenses |
18 |
|
|
9 |
|
|
20 |
|
Other operating expenses |
1,061 |
|
|
1,191 |
|
|
3,621 |
|
Total expenses |
7,284 |
|
|
6,453 |
|
|
8,795 |
|
Net income |
$ |
77,476 |
|
|
$ |
67,079 |
|
|
$ |
52,164 |
|
Comprehensive income |
$ |
67,415 |
|
|
$ |
61,076 |
|
|
$ |
66,609 |
|
PARENT COMPANY
CONDENSED STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2016, 2015, and 2014
(Dollars in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2016 |
|
2015 |
|
2014 |
Operating activities: |
|
|
|
|
|
|
|
|
Net income |
$ |
77,476 |
|
|
$ |
67,079 |
|
|
$ |
52,164 |
|
Adjustments to reconcile net income to net cash provided by operating activities: |
|
|
|
|
|
|
|
|
Equity in distributed (undistributed) net income of subsidiaries |
(31,984 |
) |
|
(20,800 |
) |
|
15,909 |
|
Depreciation of premises and equipment |
438 |
|
|
435 |
|
|
464 |
|
Acquisition accounting amortization, net |
247 |
|
|
235 |
|
|
224 |
|
Issuance of common stock grants for services |
533 |
|
|
564 |
|
|
713 |
|
Net (increase) decrease in other assets |
(2,402 |
) |
|
902 |
|
|
2,964 |
|
Net (decrease) increase in other liabilities |
5,533 |
|
|
6,124 |
|
|
(7,286 |
) |
Net cash and cash equivalents provided by operating activities |
49,841 |
|
|
54,539 |
|
|
65,152 |
|
Investing activities: |
|
|
|
|
|
|
|
|
Net decrease (increase) in premises and equipment |
(33 |
) |
|
(35 |
) |
|
863 |
|
Payments for equity method investment |
— |
|
|
(355 |
) |
|
(60 |
) |
Payments for investments in and advances to subsidiaries |
(125,000 |
) |
|
— |
|
|
— |
|
Repayment of investments in and advances to subsidiaries |
540 |
|
|
— |
|
|
— |
|
Cash received in acquisitions |
— |
|
|
— |
|
|
4,735 |
|
Net cash and cash equivalents provided by (used in) investing activities |
(124,493 |
) |
|
(390 |
) |
|
5,538 |
|
Financing activities: |
|
|
|
|
|
|
|
|
Advances (repayments) of short-term borrowings |
— |
|
|
(8,000 |
) |
|
8,000 |
|
Repayments of long-term borrowings |
(7,500 |
) |
|
(625 |
) |
|
(625 |
) |
Proceeds from issuance of long-term borrowings |
148,000 |
|
|
— |
|
|
— |
|
Cash dividends paid |
(33,672 |
) |
|
(29,082 |
) |
|
(25,494 |
) |
Net Issuance (repurchase) of common stock |
(31,881 |
) |
|
(15,748 |
) |
|
(52,971 |
) |
Net cash and cash equivalents provided by (used in) financing activities |
74,947 |
|
|
(53,455 |
) |
|
(71,090 |
) |
Net increase (decrease) in cash and cash equivalents |
295 |
|
|
694 |
|
|
(400 |
) |
Cash and cash equivalents at beginning of the period |
10,386 |
|
|
9,692 |
|
|
10,092 |
|
Cash and cash equivalents at end of the period |
$ |
10,681 |
|
|
$ |
10,386 |
|
|
$ |
9,692 |
|
Supplemental schedule of noncash investing and financing activities |
|
|
|
|
|
|
|
|
Issuance of common stock in exchange for net assets in acquisition |
$ |
— |
|
|
$ |
— |
|
|
$ |
549,523 |
|
|
|
|
|
|
|
Transactions related to bank acquisition |
|
|
|
|
|
|
|
|
Assets acquired |
— |
|
|
— |
|
|
2,957,521 |
|
Liabilities assumed |
— |
|
|
— |
|
|
2,642,120 |
|
|