Atlantic Union Bankshares Corporation Annual report pursuant to Section 13 and 15(d)

Parent Company Financial Information (Tables)

12 Months Ended

Dec. 31, 2012

PARENT COMPANY

BALANCE SHEETS

AS OF DECEMBER 31, 2012 and 2011

(Dollars in thousands)


	2012		2011

ASSETS
Cash	$	6,505	$	7,275
Bank premises and equipment, net		13,141		13,591
Other assets		4,593		3,837
Investment in subsidiaries		490,199		474,412

Total assets	$	514,438	$	499,115


LIABILITIES & STOCKHOLDERS’ EQUITY
Long-term borrowings	$	9,375	$	10,000
Trust preferred capital notes		60,310		60,310
Other liabilities		8,890		7,166

Total liabilities		78,575		77,476


Common stock		33,510		34,672
Surplus		176,635		187,493
Retained earnings		215,634		189,824
Accumulated other comprehensive income		10,084		9,650

Total stockholders’ equity		435,863		421,639

Total liabilities and stockholders’ equity	$	514,438	$	499,115

PARENT COMPANY

STATEMENTS OF INCOME

YEARS ENDED DECEMBER 31, 2012, 2011, and 2010

(Dollars in thousands)


	2012		2011			2010
Income:
Interest and dividend income	$	8	$	624		$	805
Management fee received from subsidiaries		—		—			23,957
Dividends received from subsidiaries		23,141		8,612			7,094
Equity in undistributed net income from subsidiaries		15,158		23,941			18,116
Gains on sale of securities, net		—		430			—
Gains (losses) on sale of fixed assets, net		—		(1	)		448
Other operating income		1,155		1,616			—

Total income		39,462		35,222			50,420

Expenses:
Interest expense		3,152		2,627			2,037
Salaries and benefits		—		—			15,423
Occupancy expenses		586		590			1,043
Furniture and equipment expenses		—		1,023			1,794
Other operating expenses		313		537			7,201

Total expenses		4,051		4,777			27,498

Net income		35,411		30,445			22,922
Dividends paid on preferred stock		—		1,499			1,688
Amortization of discount on preferred stock		—		1,177			226

Net income available to common stockholders	$	35,411	$	27,769		$	21,008

PARENT COMPANY

CONDENSED STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2012, 2011 and 2010

(Dollars in thousands)


	2012			2011			2010
Operating activities:
Net income	$	35,411		$	30,445		$	22,922
Adjustments to reconcile net income to net cash provided by operating activities:
Equity in undistributed net income of subsidiaries		(15,158	)		(23,941	)		(18,116	)
Tax benefit from exercise of equity-based awards		—			15			7
(Increase) decrease in other assets		(756	)		6,135			(3,613	)
Other, net		6,544			7,706			5,320

Net cash and cash equivalents provided by operating activities		26,041			20,360			6,520

Investing activities:
Sale of securities available for sale		—			12,421			3,994
Net decrease (increase) in bank premises and equipment		(2,119	)		1,455			(274	)
Payments for investments in and advances to subsidiaries		(629	)		(11,287	)		(5,547	)

Net cash and cash equivalents provided by (used in) investing activities		(2,748	)		2,589			(1,827	)

Financing activities:
Net decrease in long-term borrowings		(625	)		(625	)		(625	)
Cash dividends paid		(8,969	)		(9,245	)		(7,942	)
Repurchase of preferred stock		—			(35,595	)		—
Net issuance (repurchase) of common stock		(14,469	)		574			352

Net cash and cash equivalents used in financing activities		24,063			(44,891	)		(8,215	)

Decrease in cash and cash equivalents		(770	)		(21,942	)		(3,522	)
Cash and cash equivalents at beginning of the period		7,275			29,217			32,739

Cash and cash equivalents at end of the period	$	6,505		$	7,275		$	29,217