Form 8-K Independent Bank Group, For: Feb 03

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February 3, 2015 6:03 AM EST


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

________________________

FORM 8-K
________________________

CURRENT REPORT
PURSUANT TO SECTION 13 or 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934


Date of Report (Date of earliest event reported):
February 03, 2015


Independent Bank Group, Inc.
(Exact Name of Registrant as Specified in Charter)

________________________


Texas
001-35854
13-4219346
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)

1600 Redbud Boulevard, Suite 400
McKinney, TX 75069-3257
(Address of principal executive offices) (Zip code)

Registrants telephone number, including area code:
(972) 562-9004

________________________


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

1



o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


2



Item 2.02. Results of Operations and Financial Condition.
In accordance with Item 2.02 of Form 8-K of the Securities and Exchange Commission (the SEC), Independent Bank Group, Inc., a Texas corporation (the Company), is furnishing to the SEC a press release that the Company is issuing on February 03, 2015 (the Press Release). The Press Release discloses information regarding the Companys results of operations for quarter and year ended December 31, 2014, and the Companys financial condition as of December 31, 2014. A copy of the press release is furnished as Exhibit 99.1 hereto and incorporated herein by reference.
As provided in General Instruction B.2 to Form 8-K, the information furnished in Item 2.02 and Exhibit 99.1 of this Current Report on Form 8-K shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the liabilities of that section, and such information shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) ����Exhibits.
The following is furnished as an exhibit to the Current Report on Form 8-K:
Exhibit No.
Description of Exhibit
Exhibit 99.1
Text of Press Release issued by Independent Bank Group, Inc., dated February 03, 2015






SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: February 03, 2015
INDEPENDENT BANK GROUP, INC.


By:
/s/ David R. Brooks
Name:
David R. Brooks
Title:
Chairman of the Board and Chief Executive Officer


4



EXHIBIT INDEX

Exhibit No.
Description of Exhibit
Exhibit 99.1
Text of Press Release issued by Independent Bank Group, Inc., dated February 03, 2015



������������


Exhibit 99.1

Press Release
For Immediate Release

���� ����
����

Independent Bank Group Reports
Fourth Quarter and Year-End Financial Results

McKINNEY, Texas, February 3, 2015 /GlobeNewswire/ -- Independent Bank Group, Inc. (NASDAQ: IBTX), the holding company for Independent Bank, today announced net income available to common shareholders of $10.0 million, or $0.59 per diluted share, for the quarter ended December 31, 2014 compared to $8.9 million, or $0.54 per diluted share, for the quarter ended September 30, 2014 and $4.3 million, or $0.35 per diluted share, for the quarter ended December 31, 2013.

For the year ended December 31, 2014, the Company reported net income available to common shareholders of $28.8 million compared to net income of $19.8 million (pro forma after tax net income of $16.2 million) for the year ended December 31, 2013.

Highlights

"
Core earnings were $10.9 million, or $0.64 per diluted share, for the quarter ended December 31, 2014 compared to $9.5 million, or $0.58 per diluted share, for the quarter ended September 30, 2014 and to $4.9 million, or $0.40 per diluted share, for the quarter ended December 31, 2013.
"
Loans held for investment grew organically at an annual rate of 15.8% in the fourth quarter.
"
Asset quality remains strong, as reflected by a nonperforming assets to total assets ratio of 0.36% and a nonperforming loans to total loans ratio of 0.32% at December 31, 2014. Net charge offs were 0.01% annualized for the fourth quarter.
"
Core efficiency ratio continued to improve to 55.85% for the quarter ended December 31, 2014.
"
Closed the Houston City Bancshares acquisition on October 1, 2014 and successfully completed the operational conversion prior to year-end.

Independent Bank Group Chairman and Chief Executive Officer, David Brooks said, This was another strong year for Independent Bank Group. In our first full year of being a public company, we experienced continued organic loan growth, had solid earnings and advanced our acquisition strategy by successfully closing and integrating three transactions. We remain focused on maintaining strong credit quality. We have evaluated our energy credits and particularly those that are most challenged by lower commodity prices and remain in close�contact to confirm they have the�appropriate measures�in place to manage through the current environment. We also believe that the Texas economy is broader and more diverse than in past cycles. We remain optimistic about 2015 and the coming years."

Net Interest Income

"
Net interest income was $38.2 million for fourth quarter 2014 compared to $32.4 million for third quarter 2014 and $20.0 million for fourth quarter 2013. The increase in net interest income from the linked quarter was primarily due to increased average loan balances resulting from organic loan growth as well as loans acquired in the Houston City Bancshares acquisition. The increase from the previous year is also due to increased average balances resulting from organic loan growth as well as growth from the loans acquired in the Live Oak Financial Corp., BOH Holdings and Houston City Bancshares acquisitions.
"
Net interest margin was 4.28% for fourth quarter 2014 compared to 4.04% for third quarter 2014 and 4.23% for fourth quarter 2013. The increases from the linked quarter and the prior year are due to higher yields on loans acquired in the HCB transaction, increased accretion from acquired loans (9 basis points) and higher prepayment fees recognized than in previous periods.
"
The yield on interest-earning assets was 4.82% for fourth quarter 2014 compared to 4.60% for third quarter 2014 and 4.84% for fourth quarter 2013. The increase from the linked quarter was primarily due to loans acquired in the Houston City Bancshares transaction, which carried an overall higher average yield and an increase in acquired loan accretion. The decrease from the prior year is primarily as a result of competitive pricing on loans in our markets over the entire year partially offset by an increase in loan accretion and early payment fees.
"
The cost of interest bearing liabilities, including borrowings, was 0.71% for fourth quarter 2014 compared to 0.73% for third quarter 2014 and 0.76% for fourth quarter 2014. The decrease from the linked quarter and prior year is due to a decrease in the cost of deposits and FHLB advances.
"
The average balance of total interest-earning assets grew by $349.1 million, or 11.0%, from the third quarter 2014 and totaled $3.536 billion compared to $3.187 billion at September 30, 2014 and compared to $1.872 billion at December 31, 2013. This increase from third quarter is primarily due to organic loan growth as well as loans acquired in the Houston City Bancshares transaction. The increase

1
������������

from December 2013 is also due to the other two closed acquisitions during 2014 in addition to the Houston City Bancshares transaction as well as organic growth during that period.

Noninterest Income

"
Total noninterest income decreased $249 thousand compared to third quarter 2014 and increased $549 thousand compared to fourth quarter 2013.
"
The decrease from the third quarter reflects a decline from higher non interest income recognized in the third quarter resulting from a one time sale of a $12.0 million SBA loan portfolio in August of 2014, which had a gain of $1.078 million. The decrease from the third quarter was offset by a $362 thousand gain on sale of securities and an increase in service charge income of $263 in the fourth quarter.
"
The increase in noninterest income compared to fourth quarter 2013 is partially due to overall increased accounts and activity resulting in increases to service charge income of $560 thousand, $553 thousand in mortgage fee income, $174 thousand in BOLI income and $200 thousand in other noninterest income. In addition, there was a $362 thousand gain on sale of securities in the fourth quarter 2014 with no gain recognized in the same quarter prior year. Offsetting these increases was a $1.3 million gain recognized in the fourth quarter of 2013 that relates to the sale of the remaining Adriatica property.

Noninterest Expense

"
Total noninterest expense increased $2.8 million compared to third quarter 2014 and increased $9.2 million compared to fourth quarter 2013.
"
The increase in noninterest expense compared to third quarter 2014 is due primarily to an increase of $2.0 million in salaries and benefits, $615 thousand in occupancy expenses, $188 thousand in data processing expense, $125 thousand in FDIC assessment and $369 thousand in acquisition-related expenses, all of which are due to the Houston City Bancshares acquisition, which closed October 1, 2014. These increases were offset by decreases of $148 thousand in OREO expenses and $437 thousand in other non-interest expenses.
"
The increase in noninterest expense compared to the prior year period is primarily related to increases in compensation, occupancy, professional fees and other general noninterest expenses resulting from completed acquisitions since that period. These increases were offset by a decrease in IBG Adriatica expenses and other real estate owned expenses.

Provision for Loan Losses

"
Provision for loan loss expense was $1.8 million for the fourth quarter, an increase of $775 thousand compared to $976 thousand for third quarter 2014 and an increase of $868 thousand compared to $883 thousand during fourth quarter 2013. The changes in provision expense are directly related to organic loan growth in the respective quarter and a prudent recognition of the current energy environment.
"
The allowance for loan losses was $18.6 million, or 0.58% of total loans, respectively, at December 31, 2014, compared to $16.8 million, or 0.58% of total loans, respectively, at September 30, 2014, and compared to $14.0 million, or 0.81% of total loans, respectively, at December 31, 2013. The decreases in the allowance ratio to total loans from prior year are due to the acquired loans in the Collin Bank, Live Oak Financial Corp., BOH Holdings and Houston City Bancshares transactions being recorded at fair value.
"
As noted, loans acquired in the Collin Bank, Live Oak Financial Corp., BOH Holdings and Houston City Bancshares transactions do not have an allocated allowance for loan losses as of the date of acquisition. Rather, those loans were initially recorded at an estimated fair value to reflect the probability of losses on those loans as of the acquisition date, with adjustments to the allowance for these loans only related to any subsequent declining conditions.

Income Taxes

"
Federal income tax expense of $5.4 million was recorded for the quarter ended December 31, 2014, an effective rate of 34.7% compared to tax expense of $4.5 million and an effective rate of 33.6% for the quarter ended September 30, 2014 and tax expense of $2.5 million and an effective rate of 36.8% for the quarter ended December 31, 2013. The increase in the historical effective tax rates during the fourth quarter of each respective year is primarily related to legal and professional fees associated with facilitating acquisitions that are not deductible for federal income tax purposes.


Year-End 2014 Balance Sheet Highlights:


Loans

"
Total loans held for investment were $3.201 billion at December 31, 2014 compared to $2.891 billion at September 30, 2014 and compared to $1.723 billion at December 31, 2013. This represented a 10.7% increase from the previous quarter (approximately 4.0% of which was organic growth) and an 85.8% increase over the same quarter in 2013. Organic growth for year ended December 31, 2014 totaled $427 million. The Company acquired approximately $71 million in loans during the first quarter, $785 million in loans during the second quarter and $195 million in the fourth quarter related to the Live Oak, BOH Holdings and Houston City Bancshares acquisitions, respectively.
"
Since December 31, 2013 loan growth has been centered in commercial real estate loans ($607 million), C&I loans ($431 million) and in commercial and single family construction loans ($260 million).
"
The C&I portfolio as of December 31, 2014 was $672.1 million (21% of total loans) versus $241.2 million (14% of total loans) at December 31, 2013. The energy portfolio was $231.7 million (7.2% of total loans) at December 31, 2014 made up of 30 credits and 28 relationships. All energy related loans are secured and only one credit with a balance of $4.4 million was classified as of December 31,

2
������������

2014. Oil field service related loans, which were obtained through acquisitions, represented an additional $27 million (0.8%) at December 31, 2014. All energy related credits are being closely monitored and the Company is in close contact with energy borrowers to maintain a real time understanding of these borrowers financial condition and ability to positively respond to dynamic market conditions.

Asset Quality

"
Total nonperforming assets increased to $14.9 million, or 0.36% of total assets at December 31, 2014 from $12.5 million, or 0.33% of total assets at September 30, 2014 and from $12.5 million, or 0.58% of total assets at December 31, 2013. Two branches with a total value of $2.0 million acquired in the Houston City Bancshares transaction were closed in the fourth quarter and transferred to other real estate owned as the company does not intend to operate out of these locations and has them for sale.
"
Total nonperforming loans increased to $10.1 million, or 0.32% of total loans at December 31, 2014 compared to $8.4 million, or 0.29% of total loans at September 30, 2014 and to $9.2 million, or 0.53% of total loans at December 31, 2013.

Deposits and Borrowings

"
Total deposits were $3.250 billion at December 31, 2014 compared to $2.814 billion at September 30, 2014 and compared to $1.710 billion at December 31, 2013.
"
Non interest bearing deposits have increased from 17.7% of total deposits at December 31, 2013 to 25.2% at December 31, 2014.
"
The average cost of interest bearing deposits decreased to 0.45% for the fourth quarter compared to 0.49% for the third quarter 2014 and decreased by nine basis points compared to 0.54% during the fourth quarter 2013.
"
Total borrowings (other than junior subordinated debentures) were $306.1 million at December 31, 2014, a decrease of $96.2 million from September 30, 2014 and an increase of $110.9 million from December 31, 2013. The decrease from the linked quarter is due to the maturity of $75 million in short-term borrowings and two other longer-term FHLB advances that matured in the fourth quarter. The majority of the increase from the same quarter last year reflects FHLB advances assumed in the BOH Holdings transaction with remaining balances totaling approximately $20.0 million as well as the issuance of $65 million in subordinated debt in July 2014.

Capital

"
The tangible common equity to tangible assets and the Tier 1 capital to average assets ratios were 7.07% and 8.15%, respectively, at December 31, 2014 compared to 7.32% and 8.50%, respectively, at September 30, 2014 and 9.21% and 10.71%, respectively, at December 31, 2013. The total stockholders equity to total assets ratio was 13.09%, 13.35% and 10.80% at December 31, 2014, September 30, 2014 and December 31, 2013, respectively.
"
Total capital to risk weighted assets decreased to 12.59% at December 31, 2014 compared to 13.36% at September 30, 2014 and 13.83% at December 31, 2013 due to organic growth and growth through the acquisitions completed during the year.
"
Book value and tangible book value per common share were $30.35 and $16.15, respectively, at December 31, 2014 compared to $29.10 and $15.78, respectively, at September 30, 2014 and $18.96 and $15.89, respectively, at December 31, 2013.
"
Return on tangible equity (on an annualized basis) was 14.08% for the fourth quarter 2014 compared to 14.32% and 9.00% for the third quarter 2014 and fourth quarter 2013, respectively. The fourth quarter return is impacted by stock issued in the Houston City Bancshares transaction.
"
Return on average assets and return on average equity (on an annualized basis) were 0.97% and 7.65%, respectively, for fourth quarter 2014 compared to 0.95% and 7.60%, respectively, for third quarter 2014 and 0.83% and 7.61%, respectively, for fourth quarter 2013.


Other Matters

On January 23, 2015, the Company announced the establishment of a stock repurchase program providing for the repurchase of up to $30 million of its common stock. The timing and amount of any share repurchases will depend on a variety of factors, including the trading price of the Companys common stock, securities laws restrictions including but not limited to compliance with blackout periods, regulatory requirements, potential alternative uses for capital, and market and economic conditions. There is no minimum amount required to be purchased under the repurchase program. The repurchase program is authorized to continue through December 31, 2015.


About Independent Bank Group

Independent Bank Group, through its wholly owned subsidiary, Independent Bank, provides a wide range of relationship-driven commercial banking products and services tailored to meet the needs of businesses, professionals and individuals. Independent Bank Group operates 39 banking offices in three market regions located in the Dallas/Fort Worth, Austin and Houston, Texas areas.

3
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Conference Call

A conference call covering Independent Bank Groups fourth quarter earnings announcement will be held today, Tuesday, February 3, at 8:30 a.m. (EDT) and can be accessed by calling 1-877-303-7611 and by identifying the conference ID number 55414412. A recording of the conference call will be available from February 3, 2015 through February 10, 2015 by accessing our website, www.ibtx.com.

Forward-Looking Statements

The numbers as of and for the year ended December 31, 2014 are unaudited. From time to time, our comments and releases may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (the Act). Forward-looking statements can be identified by words such as believes, anticipates, expects, forecast, guidance, intends, targeted, continue, remain, should, may, plans, estimates, will, will continue, will remain, variations on such words or phrases, or similar references to future occurrences or events in future periods; however, such words are not the exclusive means of identifying such statements. Examples of forward-looking statements include, but are not limited to: (i) projections of revenues, expenses, income or loss, earnings or loss per share, and other financial items; (ii) statements of plans, objectives, and expectations of Independent Bank Group or its management or Board of Directors; (iii) statements of future economic performance; and (iv) statements of assumptions underlying such statements. Forward-looking statements are based on Independent Bank Groups current expectations and assumptions regarding its business, the economy, and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks, and changes in circumstances that are difficult to predict. Independent Bank Groups actual results may differ materially from those contemplated by the forward-looking statements, which are neither statements of historical fact nor guarantees or assurances of future performance. Factors that could cause actual results to differ from those discussed in the forward-looking statements include, but are not limited to: (1) local, regional, national, and international economic conditions and the impact they may have on us and our customers and our assessment of that impact; (2) volatility and disruption in national and international financial markets; (3) government intervention in the U.S. financial system, whether through changes in the discount rate or money supply or otherwise; (4) changes in the level of non-performing assets and charge-offs; (5) changes in estimates of future reserve requirements based upon the periodic review thereof under relevant regulatory and accounting requirements; (6) adverse conditions in the securities markets that lead to impairment in the value of securities in our investment portfolio; (7) inflation, deflation, changes in market interest rates, developments in the securities market, and monetary fluctuations; (8) the timely development and acceptance of new products and services and perceived overall value of these products and services by customers; (9) changes in consumer spending, borrowings, and savings habits; (10) technological changes; (11) the ability to increase market share and control expenses; (12) changes in the competitive environment among banks, bank holding companies, and other financial service providers; (13) the effect of changes in laws and regulations (including laws and regulations concerning taxes, banking, securities, and insurance) with which we and our subsidiaries must comply; (14) the effect of changes in accounting policies and practices, as may be adopted by the regulatory agencies, as well as the Public Company Accounting Oversight Board, the Financial Accounting Standards Board, and other accounting standard setters; (15) the costs and effects of legal and regulatory developments including the resolution of legal proceedings; and (16) our success at managing the risks involved in the foregoing items and (17) the other factors that are described in the Companys Annual Report on Form 10-K filed on March 27, 2014, the Company's Form 10-Q for the third quarter 2014 filed on November 4, 2014, the Company's Prospectus filed pursuant to Rule 424 on July 18, 2014 and the Company's Amendment No. 1 to Form S-4 Registration Statement filed on August 5, 2014 under the heading Risk Factors and other reports and statements filed by the Company with the SEC. Any forward-looking statement made by the Company in this release speaks only as of the date on which it is made. Factors or events that could cause the Companys actual results to differ may emerge from time to time, and it is not possible for the Company to predict all of them. The Company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.

Non-GAAP Financial Measures

In addition to results presented in accordance with GAAP, this press release contains certain non-GAAP financial measures. These measures and ratios include core pre-provision earnings, tangible book value, tangible book value per common share, core efficiency ratio, Tier 1 capital to average assets, Tier 1 capital to risk weighted assets, tangible common equity to tangible assets, net interest margin excluding purchase accounting accretion, adjusted return on average assets and adjusted return on average equity and are supplemental measures that are not required by, or are not presented in accordance with, accounting principles generally accepted in the United States. We consider the use of select non-GAAP financial measures and ratios to be useful for financial operational decision making and useful in evaluating period-to-period comparisons. We believe that these non-GAAP financial measures provide meaningful supplemental information regarding our performance by excluding certain expenditures or assets that we believe are not indicative of our primary business operating results. We believe that management and investors benefit from referring to these non-GAAP financial measures in assessing our performance and when planning, forecasting, analyzing and comparing past, present and future periods.

We believe that these measures provide useful information to management and investors that is supplementary to our financial condition, results of operations and cash flows computed in accordance with GAAP; however we acknowledge that our nonGAAP financial measures have a number of limitations relative to GAAP financial measures. Certain non-GAAP financial measures exclude items of income, expenditures, expenses, assets, or liabilities, including provisions for loan losses and the effect of goodwill, core deposit intangibles and income from accretion on acquired loans arising from purchase accounting adjustments, that we believe cause certain aspects of our results of operations or financial condition to be not indicative of our primary operating results. All of these items significantly impact our financial statements. Additionally, the items that we exclude in our adjustments are not necessarily consistent with the items that our peers may exclude from their results of operations and key financial measures and therefore may limit the comparability of similarly named financial measures and ratios. We compensate for these limitations by providing the equivalent GAAP measures whenever we present the non-GAAP financial measures and by including a reconciliation of the impact of the components adjusted for in the non-GAAP financial measure so that both measures and the individual components may be considered when analyzing our performance.


4
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A reconciliation of our non-GAAP financial measures to the comparable GAAP financial measures is included at the end of the financial statements tables.

Contacts:

Analysts/Investors:
Torry Berntsen
President and Chief Operating Officer
(972) 562-9004
Michelle Hickox
Executive Vice President and Chief Financial Officer
(972) 562-9004

Media:
Eileen Ponce
Marketing Director
(469) 301-2706



Source: Independent Bank Group, Inc.










5
������������

Independent Bank Group, Inc. and Subsidiaries
Consolidated Financial Data
Three Months Ended December 31, 2014, September 30, 2014, June 30, 2014, March 31, 2014 and December 31, 2013
(Dollars in thousands, except for share data)
(Unaudited)
�
As of and for the quarter ended
�
December 31, 2014
�
September 30, 2014
�
June 30, 2014
�
March 31, 2014
�
December 31, 2013
Selected Income Statement Data
�
�
�
�
�
�
�
�
�
Interest income
$
42,952

�
$
36,940

�
$
35,078

�
$
25,162

�
$
22,847

Interest expense
4,777

�
4,509

�
3,674

�
3,027

�
2,894

���Net interest income
38,175

�
32,431

�
31,404

�
22,135

�
19,953

Provision for loan losses
1,751

�
976

�
1,379

�
1,253

�
883

���Net interest income after provision for loan losses
36,424

�
31,455

�
30,025

�
20,882

�
19,070

Noninterest income
3,961

�
4,210

�
3,119

�
2,334

�
3,412

Noninterest expense
24,931

�
22,162

�
25,343

�
16,076

�
15,714

���Net income
10,098

�
8,960

�
5,119

�
4,801

�
4,279

Preferred stock dividends
60

�
60

�
49

�


�


�����Net income available to common shareholders
10,038

�
8,900

�
5,070

�
4,801

�
4,279

Core net interest income (1)
37,187

�
32,259

�
30,967

�
21,772

�
19,886

Core Pre-Tax Pre-Provision Earnings�(1)
18,003

�
15,266

�
14,683

�
8,652

�
8,141

Core Earnings�(1)
10,889

�
9,546

�
9,020

�
4,972

�
4,870

�
�
�
�
�
�
�
�
�
�
Per Share Data (Common Stock)
�
�
�
�
�
�
�
�
�
Earnings:
�
�
�
�
�
�
�
�
�
Basic�
$
0.59

�
$
0.54

�
$
0.32

�
$
0.38

�
$
0.35

Diluted
0.59

�
0.54

�
0.32

�
0.38

�
0.35

Core earnings:
�
�
�
�
�
�
�
�
�
Basic�(1)
0.64

�
0.58

�
0.57

�
0.40

�
0.40

Diluted (1)
0.64

�
0.58

�
0.57

�
0.39

�
0.40

Dividends
0.06

�
0.06

�
0.06

�
0.06

�
0.06

Book value
30.35

�
29.10

�
28.54

�
20.05

�
18.96

Tangible book value��(1)
16.15

�
15.78

�
15.22

�
16.37

�
15.89

Common shares outstanding
17,032,669

�
16,370,313

�
16,370,707

�
12,592,935

�
12,330,158

Weighted average basic shares outstanding (4)
17,032,452

�
16,370,506

�
15,788,927

�
12,583,874

�
12,164,948

Weighted average diluted shares outstanding (4)
17,123,423

�
16,469,231

�
15,890,310

�
12,685,517

�
12,252,862

�
�
�
�
�
�
�
�
�
�
Selected Period End Balance Sheet Data
�
�
�
�
�
�
�
�
�
Total assets
$
4,132,639

�
$
3,746,682

�
$
3,654,311

�
$
2,353,675

�
$
2,163,984

Cash and cash equivalents
324,047

�
249,769

�
192,528

�
97,715

�
93,054

Securities available for sale
206,062

�
235,844

�
249,856

�
204,539

�
194,038

Loans, held for sale
4,453

�
1,811

�
5,500

�
2,191

�
3,383

Loans, held for investment
3,201,084

�
2,890,924

�
2,844,543

�
1,893,082

�
1,723,160

Allowance for loan losses
18,552

�
16,840

�
16,219

�
14,841

�
13,960

Goodwill and core deposit intangible
241,912

�
218,025

�
217,954

�
46,388

�
37,852

Other real estate owned
4,763

�
4,084

�
3,788

�
2,909

�
3,322

Noninterest-bearing deposits
818,022

�
715,843

�
711,475

�
352,735

�
302,756

Interest-bearing deposits
2,431,576

�
2,097,817

�
2,141,943

�
1,537,942

�
1,407,563

Borrowings (other than junior subordinated debentures)
306,147

�
402,389

�
281,105

�
186,727

�
195,214

Junior subordinated debentures
18,147

�
18,147

�
18,147

�
18,147

�
18,147

Series A Preferred Stock
23,938

�
23,938

�
23,938

�


�


Total stockholders' equity
540,851

�
500,311

�
491,091

�
252,508

�
233,772


6
������������

Independent Bank Group, Inc. and Subsidiaries
Consolidated Financial Data
Three Months Ended December 31, 2014, September 30, 2014, June 30, 2014, March 31, 2014 and December 31, 2013
(Dollars in thousands, except for share data)
(Unaudited)

�
As of and for the quarter ended
�
December 31, 2014
�
September 30, 2014
�
June 30, 2014
�
March 31, 2014
�
December 31, 2013
Selected Performance Metrics
�
�
�
�
�
�
�
�
�
Return on average assets
0.97
%
�
0.95
%
�
0.60
%
�
0.84
%
�
0.83
%
Return on average equity (2)
7.65

�
7.60

�
4.68

�
7.90

�
7.61

Return on tangible equity (2)
14.08

�
14.32

�
8.27

�
9.84

�
9.00

Adjusted return on average assets (1)
1.74

�
1.65

�
1.73

�
1.51

�
1.58

Adjusted return on average equity (1) (2)
13.71

�
13.18

�
13.42

�
14.24

�
14.48

Adjusted return on tangible equity�(1) (2)
15.27

�
15.36

�
14.72

�
10.19

�
10.24

Net interest margin
4.28

�
4.04

�
4.26

�
4.17

�
4.23

Adjusted net interest margin (3)
4.17

�
4.02

�
4.20

�
4.10

�
4.21

Efficiency ratio
59.17

�
60.48

�
73.41

�
65.70

�
67.25

Core efficiency ratio (1)
55.85

�
56.87

�
56.92

�
64.05

�
62.97

�
�
�
�
�
�
�
�
�
�
Credit Quality Ratios
�
�
�
�
�
�
�
�
�
Nonperforming assets to total assets
0.36
%
�
0.33
%
�
0.35
%
�
0.51
%
�
0.58
%
Nonperforming loans to total loans
0.32

�
0.29

�
0.32

�
0.48

�
0.53

Nonperforming assets to total loans and other real estate
0.46

�
0.43

�
0.45

�
0.63

�
0.72

Allowance for loan losses to non-performing loans
183.43

�
200.83

�
177.86

�
162.96

�
152.39

Allowance for loan losses to total loans
0.58

�
0.58

�
0.57

�
0.78

�
0.81

Net charge-offs to average loans outstanding (annualized)
0.01

�
0.05

�


�
0.08

�
0.02

�
�
�
�
�
�
�
�
�
�
Capital Ratios
�
�
�
�
�
�
�
�
�
Tier 1 capital to average assets
8.15
%
�
8.50
%
�
9.07
%
�
9.77
%
�
10.71
%
Tier 1 capital to risk-weighted assets (1)
9.83

�
10.34

�
10.21

�
11.96

�
12.64

Total capital to risk-weighted assets
12.59

�
13.36

�
11.00

�
13.08

�
13.83

Total stockholders' equity to total assets
13.09

�
13.35

�
13.44

�
10.73

�
10.80

Tangible common equity to tangible assets (1)
7.07

�
7.32

�
7.25

�
8.93

�
9.21

�
�
�
�
�
�
�
�
�
�
(1)�Non-GAAP financial measures. See reconciliation.
(2)�Excludes average balance of Series A preferred stock.
(3)�Excludes income recognized on acquired loans of $988, $172, $437, $363 and $67, respectively.
(4)�Total number of shares includes participating shares (those with dividend rights).




7
������������

Independent Bank Group, Inc. and Subsidiaries
Annual Selected Financial Information
Years ended December 31, 2014 and 2013
(Unaudited)




�
Years ended December 31,
�
2014
�
2013
Per Share Data
�
�
�
Net income - basic
$
1.86

�
$
1.78

Net income - diluted
1.85

�
1.77

Pro forma net income - basic�(1)
n/a

�
1.45

Pro forma net income - diluted (1)
n/a

�
1.44

Cash dividends
0.24

�
0.77

Book value
30.35

�
18.96

�
�
�
�
Outstanding Shares
�
�
�
Period-end shares
17,032,669

�
12,330,158

Weighted average shares - basic (2)
15,458,666

�
11,143,726

Weighted average shares - diluted (2)
15,557,120

�
11,212,194

�
�
�
�
Selected Annual Ratios
�
�
�
Return on average assets
0.87
%
�
1.04
%
Return on average equity
6.89

�
9.90

Pro forma return on average assets (1)
n/a

�
0.85

Pro forma return on average equity (1)
n/a

�
8.09

Net interest margin
4.19

�
4.30


(1) Pro forma information calculated and presented as if the Company had been a C Corporation the entire year.
(2) Total number of shares includes participating shares (those with dividends rights).


8
������������

Independent Bank Group, Inc. and Subsidiaries
Consolidated Statements of Income
Three Months and Years Ended December 31, 2014 and 2013
(Dollars in thousands)
(Unaudited)
���
�
Three Months Ended December 31,
�
Years Ended December 31,
���
�
2014
�
2013
�
2014
�
2013
Interest income:
�
�
�
�
�
�
�
�
Interest and fees on loans
�
$
41,824

�
$
22,003

�
$
135,461

�
$
84,350

Interest on taxable securities
�
616

�
517

�
2,803

�
1,516

Interest on nontaxable securities
�
401

�
259

�
1,429

�
1,024

Interest on federal funds sold and other
�
111

�
68

�
439

�
324

Total interest income
�
42,952

�
22,847

�
140,132

�
87,214

Interest expense:
�
�
�
�
�
�
�
���
Interest on deposits
�
2,663

�
1,796

�
9,537

�
6,974

Interest on FHLB advances
�
886

�
828

�
3,678

�
3,303

Interest on repurchase agreements, notes payable and other borrowings
�
1,088

�
135

�
2,230

�
1,461

Interest on junior subordinated debentures
�
140

�
135

�
542

�
543

Total interest expense
�
4,777

�
2,894

�
15,987

�
12,281

Net interest income
�
38,175

�
19,953

�
124,145

�
74,933

Provision for loan losses
�
1,751

�
883

�
5,359

�
3,822

Net interest income after provision for loan losses
�
36,424

�
19,070

�
118,786

�
71,111

Noninterest income:
�
�
�
�
�
�
�
�
Service charges on deposit accounts
�
1,804

�
1,244

�
6,009

�
4,841

Mortgage fee income
�
1,176

�
623

�
3,953

�
3,743

Gain on sale of loans
�


�


�
1,078

�


Gain on sale of other real estate
�
12

�
1,334

�
71

�
1,507

Gain on sale of securities available for sale
�
362

�


�
362

�


Loss on sale of premises and equipment
�


�
(22
)
�
(22
)
�
(18
)
Increase in cash surrender value of BOLI
�
282

�
108

�
972

�
348

Other
�
325

�
125

�
1,201

�
600

Total noninterest income
�
3,961

�
3,412

�
13,624

�
11,021

Noninterest expense:
�
�
�
�
�
�
�
�
Salaries and employee benefits
�
14,540

�
8,148

�
52,337

�
31,836

Occupancy
�
4,050

�
2,480

�
13,250

�
9,042

Data processing
�
660

�
378

�
2,080

�
1,347

FDIC assessment
�
551

�
259

�
1,797

�
500

Advertising and public relations
�
217

�
64

�
835

�
684

Communications
�
567

�
295

�
1,787

�
1,385

Net other real estate owned expenses (including taxes)
�
(26
)
�
117

�
232

�
485

Operations of IBG Adriatica, net
�


�
206

�
23

�
806

Other real estate impairment
�


�
74

�
22

�
549

Core deposit intangible amortization
�
422

�
176

�
1,281

�
703

Professional fees
�
775

�
380

�
2,567

�
1,298

Acquisition expense, including legal
�
998

�
1,354

�
3,626

�
1,956

Other
�
2,177

�
1,783

�
8,675

�
7,080

Total noninterest expense
�
24,931

�
15,714

�
88,512

�
57,671

Income before taxes
�
15,454

�
6,768

�
43,898

�
24,461

Income tax expense
�
5,356

�
2,489

�
14,920

�
4,661

Net income
�
$
10,098

�
$
4,279

�
$
28,978

�
$
19,800

Pro Forma:
�
�
�
�
�
�
�
�
Income tax expense (1)
�
n/a

�
n/a

�
n/a

�
8,287

Net income
�
n/a

�
n/a

�
n/a

�
$
16,174


(1) Pro forma information calculated and presented as if the Company had been a C Corporation during the 2013 YTD period.


9
������������

Consolidated Balance Sheets
As of December 31, 2014 and 2013
(Dollars in thousands, except share information)
(Unaudited)

���
December 31,
Assets
2014
�
2013
Cash and due from banks
$
179,225

�
$
27,408

Federal Reserve Excess Balance Account (EBA)
144,822

�
65,646

Cash and cash equivalents
324,047

�
93,054

Securities available for sale
206,062

�
194,038

Loans held for sale
4,453

�
3,383

Loans, net of allowance for loan losses
3,182,045

�
1,709,200

Premises and equipment, net
88,902

�
72,735

Other real estate owned
4,763

�
3,322

Federal Home Loan Bank (FHLB) of Dallas stock and other restricted stock
12,321

�
9,494

Bank-owned life insurance (BOLI)
39,784

�
21,272

Deferred tax asset
2,235

�
4,834

Goodwill
229,457

�
34,704

Core deposit intangible, net
12,455

�
3,148

Other assets
26,115

�
14,800

�����������Total assets
$
4,132,639

�
$
2,163,984

�
�
�
�
Liabilities and Stockholders Equity
�
�
�
Deposits:
�
�
�
���Noninterest-bearing
818,022

�
302,756

���Interest-bearing
2,431,576

�
1,407,563

�����������Total deposits
3,249,598

�
1,710,319

FHLB advances
229,405

�
187,484

Repurchase agreements
4,012

�


Other borrowings
69,410

�
4,460

Other borrowings, related parties
3,320

�
3,270

Junior subordinated debentures
18,147

�
18,147

Other liabilities
17,896

�
6,532

�����������Total liabilities
3,591,788

�
1,930,212

Commitments and contingencies
�
�
�
Stockholders equity:
���
�
�
Series A Preferred Stock
23,938

�


Common stock
170

�
123

Additional paid-in capital
476,609

�
222,116

Retained earnings
37,731

�
12,663

Accumulated other comprehensive income
2,403

�
(1,130
)
Total stockholders equity
540,851

�
233,772

������������Total liabilities and stockholders equity
$
4,132,639

�
$
2,163,984











10
������������

Independent Bank Group, Inc. and Subsidiaries
Consolidated Average Balance Sheet Amounts, Interest Earned and Yield Analysis
Three Months Ended December 31, 2014 and 2013
(Dollars in thousands)
(Unaudited)

The analysis below shows average interest earning assets and interest bearing liabilities together with the average yield on the interest earning assets and the average cost of the interest bearing liabilities for the periods presented.
���
For The Three Months Ended December 31,
���
2014
�
2013
���
Average
Outstanding
Balance
�
Interest
�
Yield/
Rate
�
Average
Outstanding
Balance
�
Interest
�
Yield/
Rate
Interest-earning assets:
�
�
�
�
�
�
�
�
�
�
�
Loans
$
3,144,680

�
$
41,824

�
5.28
%
�
$
1,606,252

�
$
22,003

�
5.43
%
Taxable securities
166,963

�
616

�
1.46

�
125,773

�
517

�
1.63

Nontaxable securities
67,946

�
401

�
2.34

�
30,603

�
259

�
3.36

Federal funds sold and other
156,604

�
111

�
0.28

�
109,680

�
68

�
0.25

Total interest-earning assets
3,536,193

�
$
42,952

�
4.82

�
1,872,308

�
$
22,847

�
4.84

Noninterest-earning assets
562,478

�
���
�
���
�
170,647

�
���
�
���
Total assets
$
4,098,671

�
���
�
���
�
$
2,042,955

�
���
�
���
Interest-bearing liabilities:
���
�
���
�
���
�
���
�
���
�
���
Checking accounts
$
1,172,753

�
$
1,275

�
0.43
%
�
$
766,862

�
$
965

�
0.50
%
Savings accounts
147,052

�
72

�
0.19

�
118,486

�
94

�
0.31

Money market accounts
189,119

�
115

�
0.24

�
52,253

�
32

�
0.24

Certificates of deposit
818,615

�
1,201

�
0.58

�
379,576

�
705

�
0.74

Total deposits
2,327,539

�
2,663

�
0.45

�
1,317,177

�
1,796

�
0.54

FHLB advances
241,102

�
886

�
1.46

�
170,259

�
828

�
1.93

Repurchase agreements, notes payable and other borrowings
79,450

�
1,088

�
5.43

�
7,730

�
135

�
6.93

Junior subordinated debentures
18,147

�
140

�
3.06

�
18,147

�
135

�
2.95

Total interest-bearing liabilities
2,666,238

�
4,777

�
0.71

�
1,513,313

�
2,894

�
0.76

Noninterest-bearing checking accounts
871,493

�
���
�
���
�
294,585

�
���
�
���
Noninterest-bearing liabilities
16,202

�
���
�
���
�
11,944

�
���
�
���
Stockholders equity
544,738

�
���
�
���
�
223,113

�
���
�
���
Total liabilities and equity
$
4,098,671

�
���
�
���
�
$
2,042,955

�
���
�
���
Net interest income
���
�
$
38,175

�
���
�
���
�
$
19,953

�
���
Interest rate spread
���
�
���
�
4.11
%
�
���
�
���
�
4.08
%
Net interest margin
���
�
���
�
4.28

�
���
�
���
�
4.23

Average interest earning assets to interest bearing liabilities
���
�
���
�
132.63

�
���
�
���
�
123.72



11
������������

Independent Bank Group, Inc. and Subsidiaries
Consolidated Average Balance Sheet Amounts, Interest Earned and Yield Analysis
Years Ended December 31, 2014 and 2013
(Dollars in thousands)
(Unaudited)

The analysis below shows average interest earning assets and interest bearing liabilities together with the average yield on the interest earning assets and the average cost of the interest bearing liabilities for the periods presented.

���
For The Year Ended December 31,
���
2014
�
2013
���
Average
Outstanding
Balance
�
Interest
�
Yield/
Rate
�
Average
Outstanding
Balance
�
Interest
�
Yield/
Rate
Interest-earning assets:
�
�
�
�
�
�
�
�
�
�
�
Loans
$
2,628,667

�
$
135,461

�
5.15
%
�
$
1,502,817

�
$
84,350

�
5.61
%
Taxable securities
174,578

�
2,803

�
1.61

�
95,259

�
1,516

�
1.59

Nontaxable securities
57,825

�
1,429

�
2.47

�
31,247

�
1,024

�
3.28

Federal funds sold and other
99,083

�
439

�
0.44

�
112,841

�
324

�
0.29

Total interest-earning assets
2,960,153

�
$
140,132

�
4.73

�
1,742,164

�
$
87,214

�
5.01

Noninterest-earning assets
369,449

�
���
�
�
�
158,748

�
���
�
�
Total assets
$
3,329,602

�
���
�
�
�
$
1,900,912

�
���
�
�
Interest-bearing liabilities:
���
�
���
�
�
�
���
�
���
�
�
Checking accounts
$
1,052,528

�
$
4,797

�
0.46
%
�
$
734,475

�
$
3,826

�
0.52
%
Savings accounts
129,707

�
345

�
0.27

�
114,699

�
373

�
0.33

Money market accounts
123,392

�
347

�
0.28

�
50,661

�
135

�
0.27

Certificates of deposit
674,556

�
4,048

�
0.60

�
334,269

�
2,640

�
0.79

Total deposits
1,980,183

�
9,537

�
0.48

�
1,234,104

�
6,974

�
0.57

FHLB advances
242,695

�
3,678

�
1.52

�
165,354

�
3,303

�
2.00

Repurchase agreements, notes payable and other borrowings
40,179

�
2,230

�
5.55

�
17,255

�
1,461

�
8.47

Junior subordinated debentures
18,147

�
542

�
2.99

�
18,147

�
543

�
2.99

Total interest-bearing liabilities
2,281,204

�
15,987

�
0.70

�
1,434,860

�
12,281

�
0.86

Noninterest-bearing checking accounts
601,764

�
���
�
���
�
259,432

�
���
�
���
Noninterest-bearing liabilities
11,152

�
���
�
���
�
6,626

�
���
�
���
Stockholders equity
435,482

�
���
�
���
�
199,994

�
���
�
���
Total liabilities and equity
$
3,329,602

�
���
�
���
�
$
1,900,912

�
���
�
���
Net interest income
���
�
$
124,145

�
���
�
���
�
$
74,933

�
���
Interest rate spread
���
�
���
�
4.03
%
�
���
�
���
�
4.15
%
Net interest margin
���
�
���
�
4.19

�
���
�
���
�
4.30

Average interest earning assets to interest bearing liabilities
���
�
���
�
129.76

�
���
�
���
�
121.42



12
������������

Independent Bank Group, Inc. and Subsidiaries
Loan Portfolio Composition
As of December 31, 2014 and 2013
(Dollars in thousands)
(Unaudited)

The following table sets forth loan totals by category as of the dates presented:
�

�

�
�
December 31, 2014
�
December 31, 2013
�
�
Amount
�
% of Total
�
Amount
�
% of Total
Commercial
�
$
672,052

�
21.0
%
�
$
241,178

�
14.0
%
Real estate:
�
�
�
���
�
�
�
���
Commercial real estate
�
1,450,434

�
45.2

�
843,436

�
48.9

Commercial construction, land and land development
�
334,964

�
10.5

�
130,320

�
7.5

Residential real estate (1)
�
518,478

�
16.2

�
342,037

�
19.8

Single-family interim construction
�
138,278

�
4.3

�
83,144

�
4.8

Agricultural
�
38,822

�
1.2

�
40,558

�
2.3

Consumer
�
52,267

�
1.6

�
45,762

�
2.7

Other
�
242

�


�
108

�


Total loans
�
3,205,537

�
100.0
%
�
1,726,543

�
100.0
%
Deferred loan fees
�
(487
)
�
�
�


�
�
Allowance for losses
�
(18,552
)
�
���
�
(13,960
)
�
���
Total loans, net
�
$
3,186,498

�
���
�
$
1,712,583

�
���
(1)�Includes loans held for sale at December 31, 2014 and 2013 of $4,453 and $3,383, respectively.

13
������������

Independent Bank Group, Inc. and Subsidiaries
Reconciliation of Non-GAAP Financial Measures
Three Months Ended December 31, 2014, September 30, 2014, June 30, 2014, March 31, 2014 and December 31, 2013
(Dollars in thousands, except for share data)
(Unaudited)

�
�
For the Three Months Ended
�
�
December 31, 2014
September 30, 2014
June 30, 2014
March 31, 2014
December 31, 2013
Net Interest Income - Reported
(a)
$
38,175

$
32,431

$
31,404

$
22,135

$
19,953

Income recognized on acquired loans
�
(988
)
(172
)
(437
)
(363
)
(67
)
Adjusted Net Interest Income
(b)
37,187

32,259

30,967

21,772

19,886

Provision Expense - Reported
(c)
1,751

976

1,379

1,253

883

Noninterest Income - Reported
(d)
3,961

4,210

3,119

2,334

3,412

Gain on sale of loans
�


(1,078
)






Gain on sale of OREO
�
(12
)
(20
)


(39
)
(1,334
)
Gain on sale of securities
�
(362
)








Loss on Sale of PP&E
�


22





22

Adjusted Noninterest Income
(e)
3,587

3,134

3,119

2,295

2,100

Noninterest Expense - Reported
(f)
24,931

22,162

25,343

16,076

15,714

Adriatica Expenses
�






(23
)
(206
)
OREO Impairment
�


(22
)




(74
)
IPO related stock grant and bonus expense
�
(156
)
(156
)
(156
)
(162
)
(235
)
Registration statements
�
(163
)
(456
)






Core system conversion implementation expenses
�




(265
)




Acquisition Expense (4)
�
(1,841
)
(1,401
)
(5,519
)
(476
)
(1,354
)
Adjusted Noninterest Expense
(g)
22,771

20,127

19,403

15,415

13,845

Pre-Tax Pre-Provision Earnings
(a) + (d) - (f)
$
17,205

$
14,479

$
9,180

$
8,393

$
7,651

Core Pre-Tax Pre-Provision Earnings
(b) + (e) - (g)
$
18,003

$
15,266

$
14,683

$
8,652

$
8,141

Core Earnings (2)
(b) - (c) + (e) - (g)
$
10,889

$
9,546

$
9,020

$
4,972

$
4,870

�Reported Efficiency Ratio
(f) / (a + d)
59.17
%
60.48
%
73.41
%
65.70
%
67.25
%
�Core Efficiency Ratio
(g) / (b + e)
55.85
%
56.87
%
56.92
%
64.05
%
62.97
%
Adjusted Return on Average Assets (1)
�
1.74
%
1.65
%
1.73
%
1.51
%
1.58
%
Adjusted Return on Average Equity (1)
�
13.71
%
13.18
%
13.42
%
14.24
%
14.48
%
Total Average Assets
�
$
4,098,671

$
3,721,323

$
3,403,619

$
2,330,932

$
2,042,955

Total Average Stockholders' Equity (3)
�
$
520,800

$
464,528

$
438,713

$
246,407

$
223,113

(1)�Calculated using core pre-tax pre-provision earnings
(2) �Assumes actual effective tax rate of 33.0%, 33.2%, 32.2%, 32.8% and 32.9%, respectively. December 31, 2014, September 30, 2014, June 30, 2014 and December 31, 2013 tax rate adjusted for effect of non-deductible acquisition expenses.
(3)��Excludes average balance of Series A preferred stock.
(4) Acquisition expenses include $843 thousand, $772 thousand and $3.996 million of compensation and bonus expenses in addition to $998 thousand, $629 thousand and $1.523 million of merger-related expenses for the quarters ended December 31, 2014, September 30, 2014 and June 30, 2014, respectively.
�

14
������������

Independent Bank Group, Inc. and Subsidiaries
Reconciliation of Non-GAAP Financial Measures
As of December 31, 2014 and 2013
(Dollars in thousands, except per share information)
(Unaudited)

Tangible Book Value Per Common Share
�
�
�
�
December 31,
�
2014
�
2013
Tangible Common Equity
�
�
�
Total common stockholders' equity
$
516,913

�
$
233,772

Adjustments:
�
�
�
Goodwill
(229,457
)
�
(34,704
)
Core deposit intangibles
(12,455
)
�
(3,148
)
Tangible common equity
$
275,001

�
$
195,920

Tangible assets
$
3,890,727

�
$
2,126,132

Common shares outstanding
17,032,669

�
12,330,158

Tangible common equity to tangible assets
7.07
%
�
9.21
%
Book value per common share
$
30.35

�
$
18.96

Tangible book value per common share
16.15

�
15.89


Tier 1 Capital to Risk-Weighted Assets Ratio
�
�
�
�
December 31,
�
2014
�
2013
Tier 1 Common Equity
�
�
�
Total common stockholders' equity - GAAP
$
516,913

�
$
233,772

Adjustments:
�
�
�
Unrealized (gain) loss on available-for-sale securities
(2,403
)
�
1,130

Goodwill
(229,457
)
�
(34,704
)
Other intangibles
(12,455
)
�
(3,148
)
Qualifying Restricted Core Capital Elements (TRUPS)
17,600

�
17,600

Tier 1 common equity
$
290,198

�
$
214,650

Preferred Stock
23,938

�


Tier 1 Equity
$
314,136

�
$
214,650

Total Risk-Weighted Assets
�
�
�
On balance sheet
$
3,059,172

�
$
1,637,117

Off balance sheet
136,241

�
60,397

Total risk-weighted assets
$
3,195,413

�
$
1,697,514

Total common stockholders' equity to risk-weighted assets ratio
16.18
%
�
13.77
%
Tier 1 equity to risk-weighted assets ratio
9.83

�
12.64

Tier 1 common equity to risk-weighted assets ratio
9.08

�
12.64



15

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