Form 8-K STATE BANK FINANCIAL For: Jul 28
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E-mailUNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): July 28, 2016
State Bank Financial Corporation
(Exact name of registrant as specified in its charter)
Georgia
(State or other jurisdiction of incorporation)
001-35139 | 27-1744232 | |
(Commission File Number) | (IRS Employer Identification No.) | |
3399 Peachtree Road, NE, Suite 1900 | ||
Atlanta, Georgia | 30326 | |
(Address of principal executive offices) | (Zip Code) | |
(404) 475-6599
(Registrant’s telephone number, including area code)
(Former name or former address, if changed since last report)
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:
x 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))
INFORMATION TO BE INCLUDED IN THE REPORT
Item 2.02. Results of Operations and Financial Condition
On July 28, 2016, State Bank Financial Corporation ("State Bank Financial"), the holding company for State Bank and Trust Company, issued a press release announcing its unaudited financial results for the second quarter ended June 30, 2016. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1.
Item 7.01. Regulation FD Disclosure
A copy of the slide presentation that State Bank Financial will present during the earnings conference call starting at 11:00 AM eastern time on July 28, 2016 is attached to this Current Report on Form 8-K as Exhibit 99.2. The slide presentation is also available on the company’s website, www.statebt.com, under the “Investors” section.
The information furnished pursuant to Items 2.02 and 7.01, including Exhibits 99.1 and 99.2, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of State Bank Financial 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 8.01. Other Events
The only information contained in the press release and the slide presentation furnished herewith as Exhibit 99.1 and Exhibit 99.2, respectively, that is being filed under this Item 8.01 for the purposes of Rule 425 under the Securities Act of 1933, as amended, is the information related solely to the proposed mergers between State Bank Financial and NBG Bancorp, Inc. and State Bank Financial and S Bankshares, Inc.
Additional Information About the Mergers and Where to Find It
Proposed Merger with NBG Bancorp, Inc.
In connection with the proposed merger transaction with NBG Bancorp, Inc., State Bank Financial has filed a registration statement on Form S-4 (Registration Statement No. 333-211445) that includes a joint proxy statement/prospectus. The SEC declared the registration statement effective on June 15, 2016. A definitive proxy statement/prospectus dated June 15, 2016 was mailed on or about June 20, 2016 to the shareholders of NBG Bancorp, Inc. The registration statement and the proxy statement/prospectus filed with the SEC related to the proposed transaction contains important information about State Bank Financial, NBG Bancorp, Inc. and the proposed transaction and related matters. WE URGE SECURITY HOLDERS TO READ THE REGISTRATION STATEMENT, PROXY STATEMENT/PROSPECTUS AND ANY OTHER DOCUMENTS FILED WITH OR THAT MAY BE FILED WITH THE SEC IN CONNECTION WITH THE TRANSACTION OR INCORPORATED BY REFERENCE INTO THE REGISTRATION STATEMENT AND PROXY STATEMENT/PROSPECTUS BECAUSE THOSE DOCUMENTS CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION. Security holders may obtain free copies of these documents and other documents filed with the SEC on the SEC’s website at http://www.sec.gov. Security holders may also obtain free copies of the documents filed with the SEC by State Bank Financial at its website at https://www.statebt.com (which website is not incorporated herein by reference) or by contacting Jeremy Lucas by telephone at 404.239.8626.
State Bank Financial and its directors and executive officers may be deemed to be participants in the solicitation of proxies from the shareholders of NBG Bancorp, Inc. in connection with the proposed merger. Information regarding these persons who may, under the rules of the SEC, be considered participants in the solicitation of shareholders in connection with the proposed merger are provided in the proxy statement/prospectus described above. Additional information regarding State Bank Financial’s directors and executive officers is included in State Bank Financial’s definitive proxy statement for 2016, which was filed with the SEC on April 15, 2016. You can obtain free copies of this document from State Bank Financial using the contact information above.
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval.
Proposed Merger with S Bankshares, Inc.
In connection with the proposed merger transaction with S Bankshares, Inc., State Bank Financial will file a registration statement on Form S-4 with the SEC to register State Bank Financial’s shares that will be issued to S Bankshares, Inc. shareholders in connection with the transaction. The registration statement will include a proxy statement of S Bankshares, Inc. and a prospectus of State Bank Financial, as well as other relevant documents concerning the proposed transaction. The registration statement and the proxy statement/prospectus to be filed with the SEC related to the proposed transaction will contain important information about State Bank Financial, S Bankshares, Inc. and the proposed transaction and related matters. WE URGE SECURITY HOLDERS TO READ THE REGISTRATION STATEMENT AND PROXY STATEMENT/PROSPECTUS WHEN IT BECOMES AVAILABLE AND ANY OTHER DOCUMENTS FILED WITH THE SEC IN CONNECTION WITH THE TRANSACTION OR INCORPORATED BY REFERENCE INTO THE REGISTRATION STATEMENT AND PROXY STATEMENT/PROSPECTUS BECAUSE THOSE DOCUMENTS WILL CONTAIN IMPORTANT INFORMATION. Security holders may obtain free copies of these documents and other documents filed with the SEC on the SEC’s website at http://www.sec.gov. Security holders may also obtain free copies of the documents filed with the SEC by State Bank Financial at its website at https://www.statebt.com (which website is not incorporated herein by reference) or by contacting Jeremy Lucas by telephone at 404.239.8626.
State Bank Financial and its directors and executive officers may be deemed to be participants in the solicitation of proxies from the shareholders of S Bankshares, Inc. in connection with the proposed merger. Information regarding these persons who may, under the rules of the SEC, be considered participants in the solicitation of shareholders in connection with the proposed merger will be provided in the proxy statement/prospectus described above when it is filed with the SEC. Additional information regarding State Bank Financial’s directors and executive officers is included in State Bank Financial’s definitive proxy statement for 2016, which was filed with the SEC on April 15, 2016. You can obtain free copies of this document from State Bank Financial using the contact information above.
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
Exhibit No. | Exhibit | |
99.1 | Earnings Press Release dated July 28, 2016 | |
99.2 | Slide Presentation dated July 28, 2016 | |
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.
STATE BANK FINANCIAL CORPORATION | |||
Dated: July 28, 2016 | By: | /s/ Sheila E. Ray | |
Sheila E. Ray | |||
Chief Financial Officer | |||
Investor Relations Contact: Jeremy Lucas 404.239.8626 / [email protected]
State Bank Financial Corporation Reports Second Quarter 2016 Financial Results
▪ | Second quarter 2016 net income of $13.8 million, or $.37 per diluted share |
▪ | Total loans increased $87 million, or 15% annualized |
▪ | Continued growth in key noninterest income initiatives |
▪ | Announced transaction with NBG Bancorp, Inc. in April and S Bankshares, Inc. in May |
ATLANTA, GA, July 28, 2016 - State Bank Financial Corporation (NASDAQ: STBZ) today announced unaudited financial results for the quarter ended June 30, 2016. Net income for the second quarter of 2016 was $13.8 million, compared to $10.8 million in the first quarter of 2016 and a net loss of $2.0 million in the second quarter of 2015 related to one-time expenses associated with the early termination of loss share agreements in May 2015. Fully diluted earnings per share were $.37 in the second quarter of 2016 compared to $.29 in the first quarter of 2016 and a fully diluted loss per share of $.06 in the second quarter of 2015.
Driven by solid loan growth during the quarter, interest income on loans improved to $25.4 million in the second quarter of 2016, a $1.1 million increase from the first quarter of 2016 and a $2.3 million increase from the second quarter of 2015. Higher accretion income on loans due to a gain from a loan pool closing and an increase in noninterest income also contributed to strong financial results in the second quarter.
Joe Evans, Chairman and CEO of State Bank Financial, commented, "We had a great second quarter with $13.8 million of net income as we continue to generate capital and increase tangible book value for shareholders. Further, we announced two bank acquisitions in the quarter that will accelerate the growth of our core earnings and add three attractive MSAs to our footprint. I am very pleased with our performance thus far in 2016 and with the positive momentum we are carrying into the second half of the year."
Operating Highlights
Net interest income of $41.7 million in the second quarter of 2016 increased from $36.6 million in the first quarter of 2016 and $33.5 million in the second quarter of 2015 primarily due to higher interest and accretion income on loans. Accretion income on loans was $14.0 million in the second quarter of 2016, up from $9.7 million in the first quarter of 2016 and $8.4 million in the second quarter of 2015. Accretion income in the second quarter of 2016 was positively impacted by a $4.1 million gain from one loan pool closing. Comparatively, there were no loan pool closings during the first quarter of 2016. As of June 30, 2016, approximately $75 million of accretable discount remains to be recognized as loan accretion income.
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Tom Wiley, Vice Chairman and President, commented, "Second quarter results demonstrated continued progress executing on our strategic priorities. Strong loan growth in the second quarter was complimented by our second highest noninterest income quarter ever, driven by outstanding results from mortgage, SBA, and Altera Payroll. The team is intensely focused on serving our clients’ needs and growing these fee income lines of business, which should benefit from adding scale to our existing platform."
Noninterest income was $10.2 million in the second quarter of 2016, up from $9.4 million in the first quarter of 2016 and $9.3 million in the second quarter of 2015, excluding amortization of the FDIC receivable. Growth in our key noninterest income initiatives continued in the second quarter of 2016, with income from mortgage banking increasing $510 thousand from the previous quarter to $3.6 million and SBA lending increasing $183 thousand from the previous quarter to $1.7 million. Payroll fee income of $1.1 million increased versus the prior year period, but decreased from the previous quarter due to what is typically a seasonally strong first quarter. Gain on sale of securities totaled $396 thousand in the second quarter of 2016.
Total noninterest expense for the second quarter of 2016 was $30.7 million, a $1.8 million increase from
the first quarter of 2016, and a $683 thousand decrease from the second quarter of 2015. Salary and employee benefit costs increased $1.9 million from the previous quarter due to the addition of an SBA lending team in April, new hires in mortgage banking and Patriot Capital, higher commissions on production, and other seasonal factors. Merger-related expenses totaled $319 thousand in the second quarter of 2016.
Financial Condition
Total assets at June 30, 2016 were $3.59 billion, up from $3.53 billion at March 31, 2016. Total loans were $2.3 billion at June 30, 2016, up $86.6 million from the first quarter of 2016. Period-end organic and purchased non-credit impaired loans increased to $2.2 billion at June 30, 2016, a net increase of $91.8 million from the first quarter of 2016. Purchased credit impaired loans decreased to $134.5 million at the end of the second quarter of 2016, a $5.3 million linked-quarter decline.
Total deposits at June 30, 2016 were $2.89 billion, down from $2.91 billion at the end of the first quarter of 2016. Period-end transaction accounts, comprised of noninterest-bearing demand deposits and interest-bearing transaction accounts, decreased $69.5 million from the first quarter of 2016 as a few large depositors reduced balances related to normal operating cycles of their business. Noninterest-bearing demand deposits represented 28.8% of total deposits as of June 30, 2016. Average noninterest-bearing demand deposits decreased $14.0 million from the first quarter of 2016.
The organic loan portfolio continued to perform well in the second quarter of 2016 as past due organic
loans represented .18% of total organic loans. Net charge-offs were $2.3 million during the quarter, almost entirely related to one loan that was classified and assigned a specific reserve of $2.2 million in the first quarter of 2016. The allowance as a percent of loans declined nine basis points to 1.10% at the end of the second quarter of 2016 and covers organic nonperforming assets by over three times.
Tangible book value per share was $13.77 at the end of the second quarter of 2016. State Bank Financial Corporation continues to be well capitalized, ending the quarter with a leverage ratio of 14.56% and a Tier I risk-based capital ratio of 16.68%.
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Recent Transactions
On April 5, 2016, State Bank Financial announced the signing of a definitive agreement to acquire NBG Bancorp, Inc. and its wholly-owned subsidiary, The National Bank of Georgia, in a cash and stock transaction with a purchase price of approximately $68 million. At June 30, 2016, The National Bank of Georgia had assets of approximately $417 million, loans of approximately $342 million, deposits of approximately $322 million, a branch and mortgage office in Athens, and a branch office in Gainesville, Georgia. At a special meeting held on July 25, 2016, NBG Bancorp, Inc. received shareholder approval for the transaction. The completion of the transaction is subject to receipt of regulatory approvals and satisfaction of other customary closing conditions.
On May 19, 2016, State Bank Financial announced the signing of a definitive agreement to acquire S Bankshares, Inc. and its wholly-owned subsidiary, S Bank, in a cash and stock transaction with a purchase price of approximately $11 million. At June 30, 2016, S Bank had assets of approximately $109 million, loans of approximately $82 million, and deposits of approximately $91 million. S Bank has banking operations in Savannah, Glennville, Reidsville, and Hinesville, Georgia. The completion of the transaction is subject to receipt of regulatory approvals and satisfaction of other customary closing conditions, including approval of S Bankshares shareholders.
Detailed Results
Supplemental tables displaying financial results for the second quarter of 2016, the previous four quarters and the first half of 2016 are included with this press release.
Non-GAAP Financial Measures
This press release contains certain performance measures determined by methods other than in accordance with accounting principles generally accepted in the United States of America (“GAAP”). For more information on these non-GAAP financial measures, please refer to 2Q16 Financial Supplement: Table 8, Reconciliation of Non-GAAP Measures.
Conference Call
Chief Executive Officer Joe Evans, President Tom Wiley, Chief Financial Officer Sheila Ray, and Chief Credit Officer David Black will discuss financial and business results for the quarter on a conference call today at 11:00 a.m. ET.
Dial in number: 1.800.686.5266
Please allow time to register your name and affiliation/company prior to the start of the call. A replay of the conference call will be available shortly after the call's completion in the Investors section on the company's website at www.statebt.com. A slide presentation for today's call is also available in the Investors section on the company's website.
About State Bank Financial Corporation
State Bank Financial Corporation (NASDAQ: STBZ), with approximately $3.6 billion in assets as of June 30, 2016, is an Atlanta-based bank holding company for State Bank and Trust Company. State Bank
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operates 25 full-service banking offices in Metro Atlanta, Middle Georgia and Augusta, Georgia, and seven mortgage origination offices.
To learn more about State Bank, visit www.statebt.com
Cautionary Note Regarding Forward-Looking Statements
Certain statements in this press release and other information that we make publicly available from time to time are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as: “intend,” “plan,” “seek,” “believe,” “expect,” “strategy,” “future,” “likely,” “project,” “may,” “should,” “will” and similar references to future periods. Examples of forward-looking statements include, among others, statements regarding our belief that we have positive momentum to carry us into the second half of 2016, statements regarding our proposed mergers with NBG Bancorp, Inc. and S Bankshares, Inc., including our belief that these acquisitions will accelerate our core earnings and add attractive MSAs to our footprint, statements regarding our fee income lines of business, including that they should benefit from adding scale to our existing platform, and other statements regarding our strategic initiatives. Such forward-looking statements are subject to risks, uncertainties, and other factors, including a downturn in the economy, the inability to obtain the requisite regulatory approvals for the proposed transactions with NBG Bancorp and/or S Bankshares and the requisite shareholder approval for the proposed transaction with S Bankshares and meet other closing terms and conditions for each transaction, the reaction to the transactions of each bank’s customers, employees and counterparties, or difficulties related to the transition of services, volatile credit and financial markets both domestic and foreign, potential deterioration in real estate values, regulatory changes and excessive loan losses, as well as additional risks and uncertainties contained in the “Risk Factors” and forward-looking statements disclosure contained in our most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, any or all of which could cause actual results to differ materially from future results expressed or implied by such forward-looking statements. Although we believe that the assumptions underlying the forward-looking statements are reasonable, any of the assumptions could prove to be inaccurate. Therefore, we can give no assurance that the results contemplated in the forward-looking statements will be realized. The inclusion of this forward-looking information should not be construed as a representation by our company or any person that future events, plans, or expectations contemplated by our company will be achieved. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.
Additional Information About the Mergers and Where to Find It
Proposed Merger with NBG Bancorp, Inc.
In connection with the proposed merger transaction with NBG Bancorp, Inc., State Bank Financial has filed a registration statement on Form S-4 (Registration Statement No. 333-211445) that includes a joint proxy statement/prospectus. The SEC declared the registration statement effective on June 15, 2016. A definitive proxy statement/prospectus dated June 15, 2016 was mailed on or about June 20, 2016 to the shareholders of NBG Bancorp, Inc. The registration statement and the proxy statement/prospectus filed with the SEC related to the proposed transaction contains important information about State Bank Financial, NBG Bancorp, Inc. and the proposed transaction and related matters. WE URGE SECURITY HOLDERS TO READ THE REGISTRATION STATEMENT, PROXY STATEMENT/PROSPECTUS AND ANY OTHER DOCUMENTS FILED WITH OR THAT MAY BE FILED WITH THE SEC IN CONNECTION WITH THE TRANSACTION OR INCORPORATED BY REFERENCE INTO THE
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REGISTRATION STATEMENT AND PROXY STATEMENT/PROSPECTUS BECAUSE THOSE DOCUMENTS CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION. Security holders may obtain free copies of these documents and other documents filed with the SEC on the SEC’s website at http://www.sec.gov. Security holders may also obtain free copies of the documents filed with the SEC by State Bank Financial at its website at https://www.statebt.com (which website is not incorporated herein by reference) or by contacting Jeremy Lucas by telephone at 404.239.8626.
State Bank Financial and its directors and executive officers may be deemed to be participants in the solicitation of proxies from the shareholders of NBG Bancorp, Inc. in connection with the proposed merger. Information regarding these persons who may, under the rules of the SEC, be considered participants in the solicitation of shareholders in connection with the proposed merger are provided in the proxy statement/prospectus described above. Additional information regarding State Bank Financial’s directors and executive officers is included in State Bank Financial’s definitive proxy statement for 2016, which was filed with the SEC on April 15, 2016. You can obtain free copies of this document from State Bank Financial using the contact information above.
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval.
Proposed Merger with S Bankshares, Inc.
In connection with the proposed merger transaction with S Bankshares, Inc., State Bank Financial will file a registration statement on Form S-4 with the SEC to register State Bank Financial’s shares that will be issued to S Bankshares, Inc. shareholders in connection with the transaction. The registration statement will include a proxy statement of S Bankshares, Inc. and a prospectus of State Bank Financial, as well as other relevant documents concerning the proposed transaction. The registration statement and the proxy statement/prospectus to be filed with the SEC related to the proposed transaction will contain important information about State Bank Financial, S Bankshares, Inc. and the proposed transaction and related matters. WE URGE SECURITY HOLDERS TO READ THE REGISTRATION STATEMENT AND PROXY STATEMENT/PROSPECTUS WHEN IT BECOMES AVAILABLE AND ANY OTHER DOCUMENTS FILED WITH THE SEC IN CONNECTION WITH THE TRANSACTION OR INCORPORATED BY REFERENCE INTO THE REGISTRATION STATEMENT AND PROXY STATEMENT/PROSPECTUS BECAUSE THOSE DOCUMENTS WILL CONTAIN IMPORTANT INFORMATION. Security holders may obtain free copies of these documents and other documents filed with the SEC on the SEC’s website at http://www.sec.gov. Security holders may also obtain free copies of the documents filed with the SEC by State Bank Financial at its website at https://www.statebt.com (which website is not incorporated herein by reference) or by contacting Jeremy Lucas by telephone at 404.239.8626.
State Bank Financial and its directors and executive officers may be deemed to be participants in the solicitation of proxies from the shareholders of S Bankshares, Inc. in connection with the proposed merger. Information regarding these persons who may, under the rules of the SEC, be considered participants in the solicitation of shareholders in connection with the proposed merger will be provided in the proxy statement/prospectus described above when it is filed with the SEC. Additional information regarding State Bank Financial’s directors and executive officers is included in State Bank Financial’s definitive proxy statement for 2016, which was filed with the SEC on April 15, 2016. You can obtain free copies of this document from State Bank Financial using the contact information above.
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval.
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State Bank Financial Corporation | ||||||||||||||||||||||||||||
2Q16 Financial Supplement: Table 1 | ||||||||||||||||||||||||||||
Condensed Consolidated Financial Summary Results | ||||||||||||||||||||||||||||
Quarterly (Unaudited) | ||||||||||||||||||||||||||||
2Q16 change vs | ||||||||||||||||||||||||||||
(Dollars in thousands, except per share amounts) | 2Q16 | 1Q16 | 4Q15 | 3Q15 | 2Q15 | 1Q16 | 2Q15 | |||||||||||||||||||||
Income Statement Highlights | ||||||||||||||||||||||||||||
Interest income on loans | $ | 25,406 | $ | 24,342 | $ | 24,250 | $ | 24,218 | $ | 23,070 | $ | 1,064 | $ | 2,336 | ||||||||||||||
Accretion income on loans | 13,961 | 9,743 | 14,240 | 11,156 | 8,365 | 4,218 | 5,596 | |||||||||||||||||||||
Interest income on invested funds | 4,726 | 4,673 | 4,139 | 4,050 | 4,032 | 53 | 694 | |||||||||||||||||||||
Total interest income | 44,093 | 38,758 | 42,629 | 39,424 | 35,467 | 5,335 | 8,626 | |||||||||||||||||||||
Interest expense | 2,371 | 2,113 | 1,994 | 1,977 | 1,972 | 258 | 399 | |||||||||||||||||||||
Net interest income | 41,722 | 36,645 | 40,635 | 37,447 | 33,495 | 5,077 | 8,227 | |||||||||||||||||||||
Provision for loan and lease losses | 6 | (134 | ) | 494 | (265 | ) | 64 | 140 | (58 | ) | ||||||||||||||||||
Amortization of FDIC receivable for loss share agreements | — | — | — | — | (15,040 | ) | — | 15,040 | ||||||||||||||||||||
Other noninterest income (1) | 10,230 | 9,391 | 8,136 | 8,894 | 9,319 | 839 | 911 | |||||||||||||||||||||
Total noninterest income | 10,230 | 9,391 | 8,136 | 8,894 | (5,721 | ) | 839 | 15,951 | ||||||||||||||||||||
Total noninterest expense | 30,674 | 28,898 | 29,562 | 32,416 | 31,357 | 1,776 | (683 | ) | ||||||||||||||||||||
Income before income taxes | 21,272 | 17,272 | 18,715 | 14,190 | (3,647 | ) | 4,000 | 24,919 | ||||||||||||||||||||
Income tax expense | 7,433 | 6,434 | 6,594 | 5,071 | (1,626 | ) | 999 | 9,059 | ||||||||||||||||||||
Net income (loss) available to common shareholders | $ | 13,839 | $ | 10,838 | $ | 12,121 | $ | 9,119 | $ | (2,021 | ) | $ | 3,001 | $ | 15,860 | |||||||||||||
Common Share Data | ||||||||||||||||||||||||||||
Basic net income (loss) per share | $ | .38 | $ | .29 | $ | .33 | $ | .26 | $ | (.06 | ) | $ | .09 | $ | .44 | |||||||||||||
Diluted net income (loss) per share | .37 | .29 | .33 | .25 | (.06 | ) | .08 | .43 | ||||||||||||||||||||
Cash dividends declared per share | .14 | .14 | .14 | .07 | .06 | — | .08 | |||||||||||||||||||||
Book value per share | 15.00 | 14.73 | 14.47 | 14.88 | 14.62 | .27 | .38 | |||||||||||||||||||||
Tangible book value per share (2) | 13.77 | 13.49 | 13.22 | 13.78 | 13.51 | .28 | .26 | |||||||||||||||||||||
Market price per share (quarter end) | 20.35 | 19.76 | 21.03 | 20.68 | 21.70 | .59 | (1.35 | ) | ||||||||||||||||||||
Common Shares Outstanding | ||||||||||||||||||||||||||||
Common stock | 36,894,641 | 37,052,008 | 37,077,848 | 35,753,855 | 35,763,791 | (157,367 | ) | 1,130,850 | ||||||||||||||||||||
Weighted average shares outstanding: | ||||||||||||||||||||||||||||
Basic | 35,822,654 | 36,092,269 | 35,208,607 | 34,687,354 | 34,654,689 | (269,615 | ) | 1,167,965 | ||||||||||||||||||||
Diluted (3) | 35,923,691 | 36,187,662 | 36,140,474 | 36,003,068 | 34,654,689 | (263,971 | ) | 1,269,002 | ||||||||||||||||||||
Average Balance Sheet Highlights | ||||||||||||||||||||||||||||
Loans | $ | 2,326,666 | $ | 2,250,518 | $ | 2,203,993 | $ | 2,136,746 | $ | 2,099,798 | $ | 76,148 | $ | 226,868 | ||||||||||||||
Assets | 3,524,231 | 3,476,646 | 3,455,342 | 3,344,023 | 3,316,424 | 47,585 | 207,807 | |||||||||||||||||||||
Deposits | 2,873,019 | 2,854,514 | 2,842,788 | 2,766,314 | 2,746,818 | 18,505 | 126,201 | |||||||||||||||||||||
Equity | 546,838 | 542,444 | 534,702 | 529,498 | 525,259 | 4,394 | 21,579 | |||||||||||||||||||||
Tangible common equity | 501,221 | 496,287 | 491,346 | 489,757 | 485,337 | 4,934 | 15,884 | |||||||||||||||||||||
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State Bank Financial Corporation | |||||||||||||||||||||
2Q16 Financial Supplement: Table 1 (continued) | |||||||||||||||||||||
Condensed Consolidated Financial Summary Results | |||||||||||||||||||||
Quarterly (Unaudited) | |||||||||||||||||||||
2Q16 change vs | |||||||||||||||||||||
(Dollars in thousands, except per share amounts) | 2Q16 | 1Q16 | 4Q15 | 3Q15 | 2Q15 | 1Q16 | 2Q15 | ||||||||||||||
Key Metrics (4) | |||||||||||||||||||||
Return on average assets | 1.58 | 1.25 | 1.39 | 1.08 | (.24 | ) | .33 | 1.82 | |||||||||||||
Return on average equity | 10.18 | 8.04 | 8.99 | 6.83 | (1.54 | ) | 2.14 | 11.72 | |||||||||||||
Yield on earning assets | 5.37 | 4.79 | 5.23 | 4.98 | 4.58 | .58 | .79 | ||||||||||||||
Cost of funds | .33 | .29 | .28 | .28 | .29 | .04 | .04 | ||||||||||||||
Rate on interest-bearing liabilities | .46 | .42 | .39 | .40 | .39 | .04 | .07 | ||||||||||||||
Net interest margin | 5.08 | 4.53 | 4.99 | 4.73 | 4.33 | .55 | .75 | ||||||||||||||
Net interest margin excluding accretion income (5) | 3.53 | 3.48 | 3.40 | 3.52 | 3.45 | .05 | .08 | ||||||||||||||
Average tangible equity to average tangible assets (2) | 14.41 | 14.47 | 14.40 | 14.82 | 14.81 | (.06 | ) | (.40 | ) | ||||||||||||
Leverage ratio (6) | 14.56 | 14.59 | 14.48 | 14.93 | 14.92 | (.03 | ) | (.36 | ) | ||||||||||||
Tier I risk-based capital ratio (6) | 16.68 | 17.09 | 17.71 | 18.20 | 19.12 | (.41 | ) | (2.44 | ) | ||||||||||||
Total risk-based capital ratio (6) | 17.59 | 18.13 | 18.75 | 19.28 | 20.28 | (.54 | ) | (2.69 | ) | ||||||||||||
Efficiency ratio (7) | 59.04 | 62.77 | 60.61 | 69.95 | 112.90 | (3.73 | ) | (53.86 | ) | ||||||||||||
Average loans to average deposits | 80.98 | 78.84 | 77.53 | 77.24 | 76.44 | 2.14 | 4.54 | ||||||||||||||
Noninterest-bearing deposits to total deposits | 28.75 | 30.68 | 28.87 | 29.45 | 27.85 | (1.93 | ) | .90 | |||||||||||||
(1) | Includes all line items of noninterest income other than amortization of FDIC receivable for loss share agreements. |
(2) Denotes a non-GAAP financial measure. See Reconciliation of Non-GAAP Measures (Table 8) for further information.
(3) Because we had a net loss for the three month period ended June 30, 2015, all potential common shares were excluded from the
calculation of diluted earnings per share as they would have had an anti-dilutive effect for the period.
(4) Income statement ratios and yield/rate information are annualized for the applicable period.
(5) Excludes accretion income on loans and average purchased credit impaired loans.
(6) Current period capital ratios are estimated as of the date of this earnings release.
(7) Noninterest expenses divided by net interest income plus noninterest income.
7
State Bank Financial Corporation | ||||||||||||||||||||||||||||
2Q16 Financial Supplement: Table 2 | ||||||||||||||||||||||||||||
Condensed Consolidated Balance Sheets | ||||||||||||||||||||||||||||
Quarterly (Unaudited) | ||||||||||||||||||||||||||||
2Q16 change vs | ||||||||||||||||||||||||||||
(Dollars in thousands) | 2Q16 | 1Q16 | 4Q15 | 3Q15 | 2Q15 | 1Q16 | 2Q15 | |||||||||||||||||||||
Assets | ||||||||||||||||||||||||||||
Cash and amounts due from depository institutions | $ | 11,964 | $ | 14,398 | $ | 12,175 | $ | 15,734 | $ | 21,903 | $ | (2,434 | ) | $ | (9,939 | ) | ||||||||||||
Interest-bearing deposits in other financial institutions | 70,603 | 102,355 | 163,187 | 153,937 | 179,831 | (31,752 | ) | (109,228 | ) | |||||||||||||||||||
Cash and cash equivalents | 82,567 | 116,753 | 175,362 | 169,671 | 201,734 | (34,186 | ) | (119,167 | ) | |||||||||||||||||||
Investment securities available-for-sale | 824,980 | 849,576 | 887,705 | 831,548 | 815,277 | (24,596 | ) | 9,703 | ||||||||||||||||||||
Investment securities held-to-maturity | 63,080 | 60,591 | — | — | — | 2,489 | 63,080 | |||||||||||||||||||||
Loans | 2,345,096 | 2,258,533 | 2,160,217 | 2,139,691 | 2,042,186 | 86,563 | 302,910 | |||||||||||||||||||||
Allowance for loan and lease losses | (27,599 | ) | (30,345 | ) | (29,075 | ) | (28,930 | ) | (29,569 | ) | 2,746 | 1,970 | ||||||||||||||||
Loans, net | 2,317,497 | 2,228,188 | 2,131,142 | 2,110,761 | 2,012,617 | 89,309 | 304,880 | |||||||||||||||||||||
Loans held-for-sale | 71,302 | 55,219 | 54,933 | 59,563 | 64,047 | 16,083 | 7,255 | |||||||||||||||||||||
Other real estate owned | 11,578 | 11,590 | 10,530 | 11,363 | 15,055 | (12 | ) | (3,477 | ) | |||||||||||||||||||
Premises and equipment, net | 42,153 | 42,802 | 42,980 | 43,982 | 45,608 | (649 | ) | (3,455 | ) | |||||||||||||||||||
Goodwill | 36,357 | 36,357 | 36,357 | 31,049 | 31,049 | — | 5,308 | |||||||||||||||||||||
Other intangibles, net | 9,029 | 9,556 | 10,101 | 8,486 | 8,922 | (527 | ) | 107 | ||||||||||||||||||||
SBA servicing rights | 3,165 | 2,882 | 2,626 | 2,463 | 2,185 | 283 | 980 | |||||||||||||||||||||
Bank-owned life insurance | 59,749 | 59,281 | 58,819 | 58,347 | 57,810 | 468 | 1,939 | |||||||||||||||||||||
Other assets | 65,046 | 60,176 | 59,512 | 61,440 | 46,004 | 4,870 | 19,042 | |||||||||||||||||||||
Total assets | $ | 3,586,503 | $ | 3,532,971 | $ | 3,470,067 | $ | 3,388,673 | $ | 3,300,308 | $ | 53,532 | $ | 286,195 | ||||||||||||||
Liabilities and Shareholders’ Equity | ||||||||||||||||||||||||||||
Noninterest-bearing deposits | $ | 829,673 | $ | 891,511 | $ | 826,216 | $ | 823,146 | $ | 762,100 | $ | (61,838 | ) | $ | 67,573 | |||||||||||||
Interest-bearing deposits | 2,055,817 | 2,014,087 | 2,035,746 | 1,972,042 | 1,974,185 | 41,730 | 81,632 | |||||||||||||||||||||
Total deposits | 2,885,490 | 2,905,598 | 2,861,962 | 2,795,188 | 2,736,285 | (20,108 | ) | 149,205 | ||||||||||||||||||||
Securities sold under agreements to repurchase | 33,923 | 33,503 | 32,179 | 4,872 | 11,747 | 420 | 22,176 | |||||||||||||||||||||
FHLB borrowings | 62,000 | — | — | — | — | 62,000 | 62,000 | |||||||||||||||||||||
Notes payable | 398 | 1,808 | 1,812 | 2,761 | 2,765 | (1,410 | ) | (2,367 | ) | |||||||||||||||||||
Other liabilities | 51,336 | 46,207 | 37,624 | 53,691 | 26,527 | 5,129 | 24,809 | |||||||||||||||||||||
Total liabilities | 3,033,147 | 2,987,116 | 2,933,577 | 2,856,512 | 2,777,324 | 46,031 | 255,823 | |||||||||||||||||||||
Total shareholders’ equity | 553,356 | 545,855 | 536,490 | 532,161 | 522,984 | 7,501 | 30,372 | |||||||||||||||||||||
Total liabilities and shareholders’ equity | $ | 3,586,503 | $ | 3,532,971 | $ | 3,470,067 | $ | 3,388,673 | $ | 3,300,308 | $ | 53,532 | $ | 286,195 | ||||||||||||||
Capital Ratios (1) | ||||||||||||||||||||||||||||
Average equity to average assets | 15.52 | % | 15.60 | % | 15.47 | % | 15.83 | % | 15.84 | % | (.08 | )% | (.32 | )% | ||||||||||||||
Leverage ratio | 14.56 | 14.59 | 14.48 | 14.93 | 14.92 | (.03 | ) | (.36 | ) | |||||||||||||||||||
CET1 risk-based capital ratio | 16.68 | 17.09 | 17.71 | 18.20 | 19.12 | (.41 | ) | (2.44 | ) | |||||||||||||||||||
Tier I risk-based capital ratio | 16.68 | 17.09 | 17.71 | 18.20 | 19.12 | (.41 | ) | (2.44 | ) | |||||||||||||||||||
Total risk-based capital ratio | 17.59 | 18.13 | 18.75 | 19.28 | 20.28 | (.54 | ) | (2.69 | ) | |||||||||||||||||||
(1) Current period capital ratios are estimated as of the date of this earning release.
8
State Bank Financial Corporation | ||||||||||||||||||||||||||||
2Q16 Financial Supplement: Table 3 | ||||||||||||||||||||||||||||
Condensed Consolidated Income Statements | ||||||||||||||||||||||||||||
Quarterly (Unaudited) | ||||||||||||||||||||||||||||
2Q16 change vs | ||||||||||||||||||||||||||||
(Dollars in thousands, except per share amounts) | 2Q16 | 1Q16 | 4Q15 | 3Q15 | 2Q15 | 1Q16 | 2Q15 | |||||||||||||||||||||
Net Interest Income: | ||||||||||||||||||||||||||||
Interest income on loans | $ | 25,406 | $ | 24,342 | $ | 24,250 | $ | 24,218 | $ | 23,070 | $ | 1,064 | $ | 2,336 | ||||||||||||||
Accretion income on loans | 13,961 | 9,743 | 14,240 | 11,156 | 8,365 | 4,218 | 5,596 | |||||||||||||||||||||
Interest income on invested funds | 4,726 | 4,673 | 4,139 | 4,050 | 4,032 | 53 | 694 | |||||||||||||||||||||
Interest expense | 2,371 | 2,113 | 1,994 | 1,977 | 1,972 | 258 | 399 | |||||||||||||||||||||
Net interest income | 41,722 | 36,645 | 40,635 | 37,447 | 33,495 | 5,077 | 8,227 | |||||||||||||||||||||
Provision for loan and lease losses | 6 | (134 | ) | 494 | (265 | ) | 64 | 140 | (58 | ) | ||||||||||||||||||
Net interest income after provision for loan and lease losses | 41,716 | 36,779 | 40,141 | 37,712 | 33,431 | 4,937 | 8,285 | |||||||||||||||||||||
Noninterest Income: | ||||||||||||||||||||||||||||
Amortization of FDIC receivable for loss share agreements | — | — | — | — | (15,040 | ) | — | 15,040 | ||||||||||||||||||||
Service charges on deposits | 1,352 | 1,386 | 1,495 | 1,491 | 1,501 | (34 | ) | (149 | ) | |||||||||||||||||||
Mortgage banking income | 3,551 | 3,041 | 2,011 | 3,079 | 3,480 | 510 | 71 | |||||||||||||||||||||
Payroll fee income | 1,111 | 1,327 | 1,165 | 1,004 | 956 | (216 | ) | 155 | ||||||||||||||||||||
SBA income | 1,685 | 1,502 | 1,316 | 1,720 | 1,380 | 183 | 305 | |||||||||||||||||||||
ATM income | 769 | 745 | 741 | 742 | 773 | 24 | (4 | ) | ||||||||||||||||||||
Bank-owned life insurance income | 468 | 462 | 472 | 537 | 462 | 6 | 6 | |||||||||||||||||||||
Gain (loss) on sale of investment securities | 396 | 13 | 16 | 17 | (59 | ) | 383 | 455 | ||||||||||||||||||||
Other | 898 | 915 | 920 | 304 | 826 | (17 | ) | 72 | ||||||||||||||||||||
Total noninterest income | 10,230 | 9,391 | 8,136 | 8,894 | (5,721 | ) | 839 | 15,951 | ||||||||||||||||||||
Noninterest Expense: | ||||||||||||||||||||||||||||
Salaries and employee benefits | 20,662 | 18,760 | 19,914 | 23,293 | 20,506 | 1,902 | 156 | |||||||||||||||||||||
Occupancy and equipment | 3,015 | 3,101 | 2,995 | 3,113 | 3,219 | (86 | ) | (204 | ) | |||||||||||||||||||
Data processing | 2,211 | 2,075 | 2,378 | 2,097 | 2,435 | 136 | (224 | ) | ||||||||||||||||||||
Legal and professional fees | 976 | 953 | 1,091 | 1,089 | 1,284 | 23 | (308 | ) | ||||||||||||||||||||
Merger-related expenses | 319 | — | — | 717 | 876 | 319 | (557 | ) | ||||||||||||||||||||
Marketing | 619 | 502 | 792 | 491 | 599 | 117 | 20 | |||||||||||||||||||||
Federal deposit insurance premiums and other regulatory fees | 553 | 562 | 518 | 621 | 455 | (9 | ) | 98 | ||||||||||||||||||||
Loan collection and OREO costs | (96 | ) | 485 | (690 | ) | (1,198 | ) | (114 | ) | (581 | ) | 18 | ||||||||||||||||
Amortization of intangibles | 528 | 545 | 509 | 436 | 442 | (17 | ) | 86 | ||||||||||||||||||||
Other | 1,887 | 1,915 | 2,055 | 1,757 | 1,655 | (28 | ) | 232 | ||||||||||||||||||||
Total noninterest expense | 30,674 | 28,898 | 29,562 | 32,416 | 31,357 | 1,776 | (683 | ) | ||||||||||||||||||||
Income (Loss) Before Income Taxes | 21,272 | 17,272 | 18,715 | 14,190 | (3,647 | ) | 4,000 | 24,919 | ||||||||||||||||||||
Income tax expense (benefit) | 7,433 | 6,434 | 6,594 | 5,071 | (1,626 | ) | 999 | 9,059 | ||||||||||||||||||||
Net Income (Loss) | $ | 13,839 | $ | 10,838 | $ | 12,121 | $ | 9,119 | $ | (2,021 | ) | $ | 3,001 | $ | 15,860 | |||||||||||||
Net Income (Loss) Per Share | ||||||||||||||||||||||||||||
Basic | $ | .38 | $ | .29 | $ | .33 | $ | .26 | $ | (.06 | ) | $ | .09 | $ | .44 | |||||||||||||
Diluted | .37 | .29 | .33 | .25 | (.06 | ) | .08 | .43 | ||||||||||||||||||||
Weighted Average Shares Outstanding | ||||||||||||||||||||||||||||
Basic | 35,822,654 | 36,092,269 | 35,208,607 | 34,687,354 | 34,654,689 | (269,615 | ) | 1,167,965 | ||||||||||||||||||||
Diluted | 35,923,691 | 36,187,662 | 36,140,474 | 36,003,068 | 34,654,689 | (263,971 | ) | 1,269,002 | ||||||||||||||||||||
9
State Bank Financial Corporation | ||||||||||||
2Q16 Financial Supplement: Table 4 | ||||||||||||
Condensed Consolidated Income Statements | ||||||||||||
Year to Date (Unaudited) | ||||||||||||
Six Months Ended June 30 | Change | |||||||||||
(Dollars in thousands, except per share amounts) | 2016 | 2015 | ||||||||||
Net Interest Income: | ||||||||||||
Interest income on loans | $ | 49,748 | $ | 44,470 | $ | 5,278 | ||||||
Accretion income on loans | 23,704 | 24,434 | (730 | ) | ||||||||
Interest income on invested funds | 9,399 | 7,634 | 1,765 | |||||||||
Interest expense | 4,484 | 3,951 | 533 | |||||||||
Net interest income | 78,367 | 72,587 | 5,780 | |||||||||
Provision for loan and lease losses | (128 | ) | 3,257 | (3,385 | ) | |||||||
Net interest income after provision for loan and lease losses | 78,495 | 69,330 | 9,165 | |||||||||
Noninterest Income: | ||||||||||||
Amortization of FDIC receivable for loss share agreements | — | (16,488 | ) | 16,488 | ||||||||
Service charges on deposits | 2,738 | 2,990 | (252 | ) | ||||||||
Mortgage banking income | 6,592 | 6,160 | 432 | |||||||||
Payroll fee income | 2,438 | 2,114 | 324 | |||||||||
SBA income | 3,187 | 2,503 | 684 | |||||||||
ATM income | 1,514 | 1,498 | 16 | |||||||||
Bank-owned life insurance income | 930 | 917 | 13 | |||||||||
Gain on sale of investment securities | 409 | 321 | 88 | |||||||||
Other | 1,813 | 3,066 | (1,253 | ) | ||||||||
Total noninterest income | 19,621 | 3,081 | 16,540 | |||||||||
Noninterest Expense: | ||||||||||||
Salaries and employee benefits | 39,422 | 40,088 | (666 | ) | ||||||||
Occupancy and equipment | 6,116 | 6,324 | (208 | ) | ||||||||
Data processing | 4,286 | 4,715 | (429 | ) | ||||||||
Legal and professional fees | 1,929 | 2,768 | (839 | ) | ||||||||
Merger-related expenses | 319 | 1,013 | (694 | ) | ||||||||
Marketing | 1,121 | 1,035 | 86 | |||||||||
Federal deposit insurance premiums and other regulatory fees | 1,115 | 961 | 154 | |||||||||
Loan collection and OREO costs | 389 | 291 | 98 | |||||||||
Amortization of intangibles | 1,073 | 859 | 214 | |||||||||
Other | 3,802 | 3,390 | 412 | |||||||||
Total noninterest expense | 59,572 | 61,444 | (1,872 | ) | ||||||||
Income Before Income Taxes | 38,544 | 10,967 | 27,577 | |||||||||
Income tax expense | 13,867 | 3,784 | 10,083 | |||||||||
Net Income | $ | 24,677 | $ | 7,183 | $ | 17,494 | ||||||
Net Income Per Share | ||||||||||||
Basic | $ | .67 | $ | .20 | $ | .47 | ||||||
Diluted | .67 | .19 | .48 | |||||||||
Weighted Average Shares Outstanding | ||||||||||||
Basic | 35,979,436 | 34,655,661 | 1,323,775 | |||||||||
Diluted | 36,077,820 | 35,976,989 | 100,831 | |||||||||
10
State Bank Financial Corporation | ||||||||||||||||||||||||||||
2Q16 Financial Supplement: Table 5 | ||||||||||||||||||||||||||||
Condensed Consolidated Composition of Loans and Deposits at Period Ends | ||||||||||||||||||||||||||||
Quarterly (Unaudited) | ||||||||||||||||||||||||||||
2Q16 change vs | ||||||||||||||||||||||||||||
(Dollars in thousands) | 2Q16 | 1Q16 | 4Q15 | 3Q15 | 2Q15 | 1Q16 | 2Q15 | |||||||||||||||||||||
Composition of Loans | ||||||||||||||||||||||||||||
Organic loans (1): | ||||||||||||||||||||||||||||
Construction, land & land development | $ | 470,672 | $ | 452,654 | $ | 482,087 | $ | 412,788 | $ | 399,982 | $ | 18,018 | $ | 70,690 | ||||||||||||||
Other commercial real estate | 748,949 | 719,340 | 661,062 | 705,616 | 634,943 | 29,609 | 114,006 | |||||||||||||||||||||
Total commercial real estate | 1,219,621 | 1,171,994 | 1,143,149 | 1,118,404 | 1,034,925 | 47,627 | 184,696 | |||||||||||||||||||||
Residential real estate | 139,832 | 140,493 | 140,613 | 127,823 | 118,612 | (661 | ) | 21,220 | ||||||||||||||||||||
Owner-occupied real estate | 238,059 | 222,347 | 219,636 | 212,171 | 205,805 | 15,712 | 32,254 | |||||||||||||||||||||
Commercial, financial & agricultural | 290,245 | 233,169 | 181,513 | 165,305 | 126,157 | 57,076 | 164,088 | |||||||||||||||||||||
Leases | 82,977 | 93,490 | 71,539 | 54,814 | 26,709 | (10,513 | ) | 56,268 | ||||||||||||||||||||
Consumer | 34,124 | 33,847 | 17,882 | 16,432 | 12,078 | 277 | 22,046 | |||||||||||||||||||||
Total organic loans | 2,004,858 | 1,895,340 | 1,774,332 | 1,694,949 | 1,524,286 | 109,518 | 480,572 | |||||||||||||||||||||
Purchased non-credit impaired loans(2): | ||||||||||||||||||||||||||||
Construction, land & land development | 11,427 | 13,959 | 18,598 | 37,326 | 61,089 | (2,532 | ) | (49,662 | ) | |||||||||||||||||||
Other commercial real estate | 64,665 | 70,444 | 74,506 | 79,878 | 91,212 | (5,779 | ) | (26,547 | ) | |||||||||||||||||||
Total commercial real estate | 76,092 | 84,403 | 93,104 | 117,204 | 152,301 | (8,311 | ) | (76,209 | ) | |||||||||||||||||||
Residential real estate | 60,100 | 65,948 | 69,053 | 75,987 | 82,668 | (5,848 | ) | (22,568 | ) | |||||||||||||||||||
Owner-occupied real estate | 56,414 | 57,519 | 61,313 | 69,619 | 73,409 | (1,105 | ) | (16,995 | ) | |||||||||||||||||||
Commercial, financial & agricultural | 11,121 | 13,315 | 14,216 | 19,529 | 28,656 | (2,194 | ) | (17,535 | ) | |||||||||||||||||||
Consumer | 1,978 | 2,213 | 2,624 | 3,080 | 3,505 | (235 | ) | (1,527 | ) | |||||||||||||||||||
Total purchased non-credit impaired loans | 205,705 | 223,398 | 240,310 | 285,419 | 340,539 | (17,693 | ) | (134,834 | ) | |||||||||||||||||||
Purchased credit impaired loans (3): | ||||||||||||||||||||||||||||
Construction, land & land development | 13,310 | 13,245 | 14,252 | 16,473 | 20,002 | 65 | (6,692 | ) | ||||||||||||||||||||
Other commercial real estate | 39,218 | 40,119 | 40,742 | 42,637 | 48,187 | (901 | ) | (8,969 | ) | |||||||||||||||||||
Total commercial real estate | 52,528 | 53,364 | 54,994 | 59,110 | 68,189 | (836 | ) | (15,661 | ) | |||||||||||||||||||
Residential real estate | 56,887 | 60,579 | 64,011 | 67,218 | 70,537 | (3,692 | ) | (13,650 | ) | |||||||||||||||||||
Owner-occupied real estate | 24,281 | 24,834 | 25,364 | 30,655 | 35,036 | (553 | ) | (10,755 | ) | |||||||||||||||||||
Commercial, financial & agricultural | 722 | 871 | 1,050 | 2,132 | 3,234 | (149 | ) | (2,512 | ) | |||||||||||||||||||
Consumer | 115 | 147 | 156 | 208 | 365 | (32 | ) | (250 | ) | |||||||||||||||||||
Total purchased credit impaired loans | 134,533 | 139,795 | 145,575 | 159,323 | 177,361 | (5,262 | ) | (42,828 | ) | |||||||||||||||||||
Total loans | $ | 2,345,096 | $ | 2,258,533 | $ | 2,160,217 | $ | 2,139,691 | $ | 2,042,186 | $ | 86,563 | $ | 302,910 | ||||||||||||||
Composition of Deposits | ||||||||||||||||||||||||||||
Noninterest-bearing demand deposits | $ | 829,673 | $ | 891,511 | $ | 826,216 | $ | 823,146 | $ | 762,100 | $ | (61,838 | ) | $ | 67,573 | |||||||||||||
Interest-bearing transaction accounts | 531,676 | 539,322 | 588,391 | 499,434 | 497,715 | (7,646 | ) | 33,961 | ||||||||||||||||||||
Savings and money market deposits | 1,097,098 | 1,017,930 | 1,074,190 | 1,059,770 | 1,038,292 | 79,168 | 58,806 | |||||||||||||||||||||
Time deposits less than $250,000 | 345,999 | 348,304 | 279,449 | 289,815 | 301,431 | (2,305 | ) | 44,568 | ||||||||||||||||||||
Time deposits $250,000 or greater | 63,686 | 64,494 | 41,439 | 56,750 | 59,105 | (808 | ) | 4,581 | ||||||||||||||||||||
Brokered and wholesale time deposits | 17,358 | 44,037 | 52,277 | 66,273 | 77,642 | (26,679 | ) | (60,284 | ) | |||||||||||||||||||
Total deposits | $ | 2,885,490 | $ | 2,905,598 | $ | 2,861,962 | $ | 2,795,188 | $ | 2,736,285 | $ | (20,108 | ) | $ | 149,205 | |||||||||||||
(1) Loans originated by State Bank and Trust Company.
(2) Consists of loans purchased in our acquisitions of Bank of Atlanta and First Bank of Georgia.
(3) Acquired loans, which at acquisition, management determined it was probable that we would be unable to collect all contractual principal and interest payments due, including all loans acquired from the FDIC.
11
State Bank Financial Corporation | ||||||||||||||||||||||||||||
2Q16 Financial Supplement: Table 6 | ||||||||||||||||||||||||||||
Condensed Consolidated Asset Quality Data | ||||||||||||||||||||||||||||
Quarterly (Unaudited) | ||||||||||||||||||||||||||||
2Q16 change vs | ||||||||||||||||||||||||||||
(Dollars in thousands) | 2Q16 | 1Q16 | 4Q15 | 3Q15 | 2Q15 | 1Q16 | 2Q15 | |||||||||||||||||||||
Allowance for loan and lease losses on organic loans | ||||||||||||||||||||||||||||
Beginning Balance | $ | 22,626 | $ | 21,224 | $ | 20,176 | $ | 19,594 | $ | 19,424 | $ | 1,402 | $ | 3,202 | ||||||||||||||
Charge-offs | (2,307 | ) | (240 | ) | (110 | ) | (63 | ) | (64 | ) | (2,067 | ) | (2,243 | ) | ||||||||||||||
Recoveries | 54 | 96 | 207 | 31 | 12 | (42 | ) | 42 | ||||||||||||||||||||
Net (charge-offs) recoveries | (2,253 | ) | (144 | ) | 97 | (32 | ) | (52 | ) | (2,109 | ) | (2,201 | ) | |||||||||||||||
Provision for loan and lease losses | 1,635 | 1,546 | 951 | 614 | 222 | 89 | 1,413 | |||||||||||||||||||||
Ending Balance | $ | 22,008 | $ | 22,626 | $ | 21,224 | $ | 20,176 | $ | 19,594 | $ | (618 | ) | $ | 2,414 | |||||||||||||
Allowance for loan and lease losses on purchased non-credit impaired loans | ||||||||||||||||||||||||||||
Beginning Balance | $ | 166 | $ | 53 | $ | — | $ | — | $ | — | $ | 113 | $ | 166 | ||||||||||||||
Charge-offs | (1 | ) | (63 | ) | — | — | (46 | ) | 62 | 45 | ||||||||||||||||||
Recoveries | 28 | 33 | 1 | 6 | — | (5 | ) | 28 | ||||||||||||||||||||
Net (charge-offs) recoveries | 27 | (30 | ) | 1 | 6 | (46 | ) | 57 | 73 | |||||||||||||||||||
Provision for loan and lease losses | (35 | ) | 143 | 52 | (6 | ) | 46 | (178 | ) | (81 | ) | |||||||||||||||||
Ending Balance | $ | 158 | $ | 166 | $ | 53 | $ | — | $ | — | $ | (8 | ) | $ | 158 | |||||||||||||
Allowance for loan and lease losses on purchased credit impaired loans | ||||||||||||||||||||||||||||
Beginning Balance | $ | 7,553 | $ | 7,798 | $ | 8,754 | $ | 9,975 | $ | 10,558 | $ | (245 | ) | $ | (3,005 | ) | ||||||||||||
Charge-offs | (606 | ) | (1,516 | ) | (3,467 | ) | (3,282 | ) | (2,155 | ) | 910 | 1,549 | ||||||||||||||||
Recoveries | 80 | 3,094 | 3,020 | 2,934 | 1,227 | (3,014 | ) | (1,147 | ) | |||||||||||||||||||
Net (charge-offs) recoveries | (526 | ) | 1,578 | (447 | ) | (348 | ) | (928 | ) | (2,104 | ) | 402 | ||||||||||||||||
Provision for loan and lease losses (1) | (1,594 | ) | (1,823 | ) | (509 | ) | (873 | ) | 345 | 229 | (1,939 | ) | ||||||||||||||||
Ending Balance | $ | 5,433 | $ | 7,553 | $ | 7,798 | $ | 8,754 | $ | 9,975 | $ | (2,120 | ) | $ | (4,542 | ) | ||||||||||||
Nonperforming organic assets | ||||||||||||||||||||||||||||
Nonaccrual loans | $ | 6,927 | $ | 9,416 | $ | 5,096 | $ | 5,117 | $ | 4,971 | $ | (2,489 | ) | $ | 1,956 | |||||||||||||
Total nonperforming organic loans | 6,927 | 9,416 | 5,096 | 5,117 | 4,971 | (2,489 | ) | 1,956 | ||||||||||||||||||||
Other real estate owned | 42 | 33 | 33 | 500 | 160 | 9 | (118 | ) | ||||||||||||||||||||
Total nonperforming organic assets | $ | 6,969 | $ | 9,449 | $ | 5,129 | $ | 5,617 | $ | 5,131 | $ | (2,480 | ) | $ | 1,838 | |||||||||||||
Nonperforming purchased non-credit impaired assets | ||||||||||||||||||||||||||||
Nonaccrual loans | $ | 1,744 | $ | 1,705 | $ | 1,280 | $ | 1,639 | $ | 232 | $ | 39 | $ | 1,512 | ||||||||||||||
Accruing TDRs | — | 923 | 577 | — | — | (923 | ) | — | ||||||||||||||||||||
Total nonperforming PNCI loans | 1,744 | 2,628 | 1,857 | 1,639 | 232 | (884 | ) | 1,512 | ||||||||||||||||||||
Other real estate owned | 21 | 22 | — | — | — | (1 | ) | 21 | ||||||||||||||||||||
Total nonperforming PNCI assets | $ | 1,765 | $ | 2,650 | $ | 1,857 | $ | 1,639 | $ | 232 | $ | (885 | ) | $ | 1,533 | |||||||||||||
Ratios for organic assets | ||||||||||||||||||||||||||||
Annualized QTD charge-offs (recoveries) on organic loans to average organic loans | .46 | % | .03 | % | (.02 | )% | .01 | % | .01 | % | .43 | % | .45 | % | ||||||||||||||
Nonperforming organic loans to organic loans | .35 | .50 | .29 | .30 | .33 | (.15 | ) | .02 | ||||||||||||||||||||
Nonperforming organic assets to organic loans + OREO | .35 | .50 | .29 | .33 | .34 | (.15 | ) | .01 | ||||||||||||||||||||
Past due organic loans to organic loans | .18 | .47 | .10 | .08 | .08 | (.29 | ) | .10 | ||||||||||||||||||||
Allowance for loan and lease losses on organic loans to organic loans | 1.10 | 1.19 | 1.20 | 1.19 | 1.29 | (.09 | ) | (.19 | ) | |||||||||||||||||||
12
State Bank Financial Corporation | ||||||||||||||||||||||||||||
2Q16 Financial Supplement: Table 6 (continued) | ||||||||||||||||||||||||||||
Condensed Consolidated Asset Quality Data | ||||||||||||||||||||||||||||
Quarterly (Unaudited) | ||||||||||||||||||||||||||||
2Q16 change vs | ||||||||||||||||||||||||||||
(Dollars in thousands) | 2Q16 | 1Q16 | 4Q15 | 3Q15 | 2Q15 | 1Q16 | 2Q15 | |||||||||||||||||||||
Ratios for purchased non-credit impaired loans | ||||||||||||||||||||||||||||
Annualized QTD charge-offs (recoveries) on PNCI loans to average PNCI loans | (.05 | )% | .05 | % | — | % | (.01 | )% | .04 | % | (.10 | )% | (.09 | )% | ||||||||||||||
Nonperforming PNCI loans to PNCI loans | .85 | 1.18 | .77 | .57 | .07 | (.33 | ) | .78 | ||||||||||||||||||||
Nonperforming PNCI assets to PNCI loans + OREO | .86 | 1.19 | .77 | .57 | .07 | (.33 | ) | .79 | ||||||||||||||||||||
Past due PNCI loans to PNCI loans | .40 | .30 | .39 | .64 | .49 | .10 | (.09 | ) | ||||||||||||||||||||
Allowance for loan and lease losses on PNCI loans to PNCI loans | .08 | .07 | .02 | — | — | .01 | .08 | |||||||||||||||||||||
Ratios for purchased credit impaired loans (2) | ||||||||||||||||||||||||||||
Annualized QTD charge-offs (recoveries) on PCI loans to average PCI loans | 1.57 | % | (4.50 | )% | 1.20 | % | .83 | % | 2.07 | % | 6.07 | % | (.50 | )% | ||||||||||||||
Past due PCI loans to PCI loans | 10.92 | 17.90 | 16.64 | 14.15 | 13.30 | (6.98 | ) | (2.38 | ) | |||||||||||||||||||
Allowance for loan and lease losses on PCI loans to PCI loans | 4.04 | 5.40 | 5.36 | 5.49 | 5.62 | (1.36 | ) | (1.58 | ) | |||||||||||||||||||
(1) Provision for loan and lease losses amount attributable to FDIC loss share agreements for purchased credit impaired loans was $0 for each of
2Q16, 1Q16, 4Q15, and 3Q15, and was $(549,000) for 2Q15.
(2) For each period presented, a portion of our purchased credit impaired loans were contractually past due; however, such delinquencies
were included in our performance expectations in determining the fair values of purchased credit impaired loans at each acquisition and at subsequent valuation dates. All purchased credit impaired loan cash flows and the timing of such cash flows continue to be estimable and probable of collection and thus accretion income continues to be recognized on these assets. As such,we do not consider purchased credit impaired loans to be nonperforming assets.
13
State Bank Financial Corporation | ||||||||||||||||||||||||||
2Q16 Financial Supplement: Table 7 | ||||||||||||||||||||||||||
Condensed Consolidated Average Balances and Yield Analysis | ||||||||||||||||||||||||||
Quarterly (Unaudited) | ||||||||||||||||||||||||||
2Q16 change vs | ||||||||||||||||||||||||||
(Dollars in thousands) | 2Q16 | 1Q16 | 4Q15 | 3Q15 | 2Q15 | 1Q16 | 2Q15 | |||||||||||||||||||
Average Balances | ||||||||||||||||||||||||||
Interest-bearing deposits in other financial institutions | $ | 80,638 | $ | 126,289 | $ | 188,966 | $ | 179,526 | $ | 191,653 | (45,651 | ) | (111,015 | ) | ||||||||||||
Investment securities | 905,019 | 892,365 | 850,127 | 837,786 | 821,998 | 12,654 | 83,021 | |||||||||||||||||||
Loans, excluding purchased credit impaired (1) | 2,191,506 | 2,109,449 | 2,055,933 | 1,969,651 | 1,920,219 | 82,057 | 271,287 | |||||||||||||||||||
Purchased credit impaired loans | 135,160 | 141,069 | 148,060 | 167,095 | 179,579 | (5,909 | ) | (44,419 | ) | |||||||||||||||||
Total earning assets | 3,312,323 | 3,269,172 | 3,243,086 | 3,154,058 | 3,113,449 | 43,151 | 198,874 | |||||||||||||||||||
Total nonearning assets | 211,908 | 207,474 | 212,256 | 189,965 | 202,975 | 4,434 | 8,933 | |||||||||||||||||||
Total assets | 3,524,231 | 3,476,646 | 3,455,342 | 3,344,023 | 3,316,424 | 47,585 | 207,807 | |||||||||||||||||||
Interest-bearing transaction accounts | 531,359 | 538,926 | 559,113 | 486,514 | 522,147 | (7,567 | ) | 9,212 | ||||||||||||||||||
Savings & money market deposits | 1,052,106 | 1,036,498 | 1,066,783 | 1,042,941 | 1,035,706 | 15,608 | 16,400 | |||||||||||||||||||
Time deposits less than $250,000 | 351,883 | 314,950 | 283,276 | 295,304 | 309,725 | 36,933 | 42,158 | |||||||||||||||||||
Time deposits $250,000 or greater | 64,869 | 53,786 | 50,784 | 57,511 | 57,375 | 11,083 | 7,494 | |||||||||||||||||||
Brokered and wholesale time deposits | 24,471 | 48,039 | 56,298 | 70,004 | 82,840 | (23,568 | ) | (58,369 | ) | |||||||||||||||||
Other borrowings | 61,146 | 33,635 | 26,106 | 15,507 | 11,667 | 27,511 | 49,479 | |||||||||||||||||||
Total interest-bearing liabilities | 2,085,834 | 2,025,834 | 2,042,360 | 1,967,781 | 2,019,460 | 60,000 | 66,374 | |||||||||||||||||||
Noninterest-bearing deposits | 848,331 | 862,315 | 826,534 | 814,040 | 739,025 | (13,984 | ) | 109,306 | ||||||||||||||||||
Other liabilities | 43,228 | 46,053 | 51,746 | 32,704 | 32,680 | (2,825 | ) | 10,548 | ||||||||||||||||||
Shareholders’ equity | 546,838 | 542,444 | 534,702 | 529,498 | 525,259 | 4,394 | 21,579 | |||||||||||||||||||
Total liabilities and shareholders' equity | 3,524,231 | 3,476,646 | 3,455,342 | 3,344,023 | 3,316,424 | 47,585 | 207,807 | |||||||||||||||||||
Interest Margins (2) | ||||||||||||||||||||||||||
Interest-bearing deposits in other financial institutions | .33 | % | .38 | % | .28 | % | .27 | % | .29 | % | (.05 | )% | .04 | % | ||||||||||||
Investment securities, tax-equivalent basis (3) | 2.07 | 2.05 | 1.87 | 1.86 | 1.90 | .02 | .17 | |||||||||||||||||||
Loans, excluding purchased credit impaired, tax-equivalent basis (4) | 4.68 | 4.67 | 4.71 | 4.91 | 4.84 | .01 | (.16 | ) | ||||||||||||||||||
Purchased credit impaired loans | 41.54 | 27.78 | 38.16 | 26.49 | 18.68 | 13.76 | 22.86 | |||||||||||||||||||
Total earning assets | 5.37 | % | 4.79 | % | 5.23 | % | 4.98 | % | 4.58 | % | .58 | % | .79 | % | ||||||||||||
Interest-bearing transaction accounts | .12 | .12 | .13 | .13 | .14 | — | (.02 | ) | ||||||||||||||||||
Savings & money market deposits | .53 | .50 | .48 | .47 | .46 | .03 | .07 | |||||||||||||||||||
Time deposits less than $250,000 | .64 | .51 | .39 | .38 | .36 | .13 | .28 | |||||||||||||||||||
Time deposits $250,000 or greater | .71 | .53 | .33 | .36 | .36 | .18 | .35 | |||||||||||||||||||
Brokered and wholesale time deposits | 1.07 | 1.07 | 1.03 | .97 | .97 | — | .10 | |||||||||||||||||||
Other borrowings | .52 | .65 | .76 | 1.69 | 2.23 | (.13 | ) | (1.71 | ) | |||||||||||||||||
Total interest-bearing liabilities | .46 | % | .42 | % | .39 | % | .40 | % | .39 | % | .04 | % | .07 | % | ||||||||||||
Net interest spread | 4.91 | % | 4.37 | % | 4.84 | % | 4.58 | % | 4.19 | % | .54 | % | .72 | % | ||||||||||||
Net interest margin | 5.08 | % | 4.53 | % | 4.99 | % | 4.73 | % | 4.33 | % | .55 | % | .75 | % | ||||||||||||
Net interest margin excluding accretion income | 3.53 | % | 3.48 | % | 3.40 | % | 3.52 | % | 3.45 | % | .05 | % | .08 | % | ||||||||||||
(1) Includes average nonaccrual loans of $10.0 million for 2Q16, $8.9 million for 1Q16, $6.5 million for 4Q15, $5.9 million for 3Q15, and $4.9 million for 2Q15.
(2) Interest income or expense annualized for the applicable period.
(3) Reflects taxable equivalent adjustments using the federal statutory tax rate of 35% in adjusting interest on tax-exempt securities to a fully taxable basis. The taxable equivalent adjustments included above amount to $2,000 for 2Q16, $2,000 for 1Q16, $3,000 for 4Q15, $4,000 for 3Q15, and $5,000 for 2Q15.
(4) Reflects taxable equivalent adjustments using the federal statutory tax rate of 35% in adjusting tax-exempt loan interest income to a fully taxable basis. The taxable equivalent adjustments included above amount to $113,000 for 2Q16, $165,000 for 1Q16, $134,000 for 4Q15, $179,000 for 3Q15, and $104,000 for 2Q15.
14
State Bank Financial Corporation | |||||||||||||||||||
2Q16 Financial Supplement: Table 8 | |||||||||||||||||||
Reconciliation of Non-GAAP Measures (1) | |||||||||||||||||||
Quarterly (Unaudited) | |||||||||||||||||||
2Q16 | 1Q16 | 4Q15 | 3Q15 | 2Q15 | |||||||||||||||
Book value per common share reconciliation | |||||||||||||||||||
Tangible book value per common share | $ | 13.77 | $ | 13.49 | $ | 13.22 | $ | 13.78 | $ | 13.51 | |||||||||
Effect of goodwill and other intangibles | 1.23 | 1.24 | 1.25 | 1.10 | 1.11 | ||||||||||||||
Book value per common share (GAAP) | $ | 15.00 | $ | 14.73 | $ | 14.47 | $ | 14.88 | $ | 14.62 | |||||||||
Average equity to average assets reconciliation | |||||||||||||||||||
Average tangible equity to average tangible assets | 14.41 | % | 14.47 | % | 14.40 | % | 14.82 | % | 14.81 | % | |||||||||
Effect of average goodwill and other intangibles | 1.11 | 1.13 | 1.07 | 1.01 | 1.03 | ||||||||||||||
Average equity to average assets (GAAP) | 15.52 | % | 15.60 | % | 15.47 | % | 15.83 | % | 15.84 | % | |||||||||
(1) Management evaluates the capital position of State Bank Financial Corporation (the “Company”) by using certain financial measures not calculated in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”), including: tangible book value per common share and average tangible equity to average tangible assets. The Company has included these non-GAAP financial measures in this press release for the applicable periods presented. Management believes that the presentation of these non-GAAP financial measures (a) provides important supplemental information that contributes to a proper understanding of the Company’s capital position, (b) enables a more complete understanding of factors and trends affecting the Company’s business, and (c) allows investors to evaluate the Company’s performance in a manner similar to management. Management uses non-GAAP measures as follows: preparation of the Company’s operating budgets, monthly financial performance reporting, and presentation to investors of Company performance.
Reconciliations of these non-GAAP financial measures to the most directly comparable GAAP financial measures are presented in the accompanying table. Non-GAAP financial measures have inherent limitations, are not required to be uniformly applied, and are not audited. These non-GAAP financial measures should not be considered as substitutes for GAAP financial measures, and the Company strongly encourages investors to review the GAAP financial measures included in this press release and not to place undue reliance upon any single financial measure. In addition, because non-GAAP financial measures are not standardized, it may not be possible to compare the non-GAAP financial measures presented in this press release with other companies’ non-GAAP financial measures having the same or similar names.
15
State Bank Financial Corporation
2nd Quarter 2016
Earnings Presentation
Joe Evans, Chairman and CEO
Tom Wiley, Vice Chairman and President
Sheila Ray, EVP and Chief Financial Officer
David Black, EVP and Chief Credit Officer
July 28, 2016
2
Cautionary Note Regarding Forward-Looking
Statements
This presentation contains forward-looking statements within the meaning of the federal securities laws. These forward-looking statements, which are based on certain
assumptions and describe our future plans, strategies and expectations, can generally be identified by the use of the words “will,” “expect,” “should,” “anticipate,” “may,” and
“project,” as well as similar expressions. Pro forma financial information is not a guarantee of future results and is presented for informational purposes only. These forward-
looking statements include, but are not limited to, statements regarding our proposed acquisitions of NBG Bancorp (“NBG”) and its subsidiary and S Bankshares and its
subsidiary, including our belief that these acquisitions will provide entry into attractive new markets and other key transaction assumptions, statements regarding our significant
opportunity for deposit growth in the Atlanta and Augusta markets, statements regarding remaining accretable discount and its future benefits, including statements related to
base accretion, and other statements about expected developments or events, our future financial performance, and the execution of our strategic goals. Forward-looking
statements are not guarantees of future performance and are subject to risks, uncertainties and assumptions (“risk factor”) that are difficult to predict with regard to timing,
extent, likelihood and degree. Therefore, actual results and outcomes may materially differ from what may be expressed or forecasted in such forward-looking statements. We
undertake no obligation to update, amend or clarify forward-looking statements, whether as a result of new information, future events or otherwise. Risk factors including,
without limitation, the following:
• completion of the transactions with NBG and S Bankshares is dependent on, among other things, receipt of regulatory approvals and S Bankshares shareholder approval, the
timing of which cannot be predicted and which may not be received at all;
• the impact of the completion of the transactions with NBG and S Bankshares on our financial statements will be affected by the timing of the transactions;
• the transactions may be more expensive to complete and the anticipated benefits, including anticipated cost savings and strategic gains, may be significantly harder or take
longer to achieve than expected or may not be achieved in their entirety as a result of unexpected factors or events;
• the integration of NBG’s and S Bankshares’ business and operations into ours may be more costly than anticipated or have unanticipated adverse results related to NBG’s,
S Bankshares’ or our existing businesses;
• our ability to achieve anticipated results from the transactions with NBG and S Bankshares will depend on the state of the economic and financial markets going forward;
• general economic conditions (both generally and in our markets) may be less favorable than expected, which could result in, among other things, a deterioration in credit
quality, a reduction in demand for credit and a decline in real estate values;
• a general decline in the real estate and lending markets, particularly in our market areas, could negatively affect our financial results;
• restrictions or conditions imposed by our regulators on our operations may make it more difficult for us to achieve our goals;
• legislative or regulatory changes, including changes in accounting standards and compliance requirements, may adversely affect us;
• competitive pressures among depository and other financial institutions may increase significantly;
• changes in the interest rate environment may reduce margins or the volumes or values of the loans we make or have acquired;
• other financial institutions have greater financial resources and may be able to develop or acquire products that enable them to compete more successfully than we can;
• our ability to attract and retain key personnel can be affected by the increased competition for experienced employees in the banking industry;
• adverse changes may occur in the bond and equity markets;
• war or terrorist activities may cause deterioration in the economy or cause instability in credit markets; and
• economic, governmental or other factors may prevent the projected population, residential and commercial growth in the markets in which we operate.
In addition, risk factors include, but are not limited to, the risk factors described in Item 1A, Risk Factors, in our Annual Report on Form 10-K for the most recently ended fiscal
year. These and other risk factors are representative of the risk factors that may emerge and could cause a difference between an ultimate actual outcome and a forward-
looking statement.
3
Additional Information About the Mergers
and Where to Find It
Proposed Merger with NBG Bancorp, Inc.
In connection with the proposed merger transaction with NBG Bancorp, Inc., State Bank Financial has filed a registration statement on Form S-4 (Registration Statement No. 333-
211445) that includes a joint proxy statement/prospectus. The SEC declared the registration statement effective on June 15, 2016. A definitive proxy statement/prospectus dated
June 15, 2016 was mailed on or about June 20, 2016 to the shareholders of NBG Bancorp, Inc. The registration statement and the proxy statement/prospectus filed with the SEC
related to the proposed transaction contains important information about State Bank Financial, NBG Bancorp, Inc. and the proposed transaction and related matters. WE URGE
SECURITY HOLDERS TO READ THE REGISTRATION STATEMENT, PROXY STATEMENT/PROSPECTUS AND ANY OTHER DOCUMENTS FILED WITH OR THAT MAY BE FILED WITH THE SEC IN
CONNECTION WITH THE TRANSACTION OR INCORPORATED BY REFERENCE INTO THE REGISTRATION STATEMENT AND PROXY STATEMENT/PROSPECTUS BECAUSE THOSE DOCUMENTS
CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION. Security holders may obtain free copies of these documents and other documents filed with the SEC on the SEC’s website at
http://www.sec.gov. Security holders may also obtain free copies of the documents filed with the SEC by State Bank Financial at its website at https://www.statebt.com (which
website is not incorporated herein by reference) or by contacting Jeremy Lucas by telephone at 404.239.8626.
State Bank Financial and its directors and executive officers may be deemed to be participants in the solicitation of proxies from the shareholders of NBG Bancorp, Inc. in connection
with the proposed merger. Information regarding these persons who may, under the rules of the SEC, be considered participants in the solicitation of shareholders in connection with
the proposed merger are provided in the proxy statement/prospectus described above. Additional information regarding State Bank Financial’s directors and executive officers is
included in State Bank Financial’s definitive proxy statement for 2016, which was filed with the SEC on April 15, 2016. You can obtain free copies of this document from State Bank
Financial using the contact information above.
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval.
Proposed Merger with S Bankshares, Inc.
In connection with the proposed merger transaction with S Bankshares, Inc., State Bank Financial will file a registration statement on Form S-4 with the SEC to register State Bank
Financial’s shares that will be issued to S Bankshares, Inc. shareholders in connection with the transaction. The registration statement will include a proxy statement of S Bankshares,
Inc. and a prospectus of State Bank Financial, as well as other relevant documents concerning the proposed transaction. The registration statement and the proxy
statement/prospectus to be filed with the SEC related to the proposed transaction will contain important information about State Bank Financial, S Bankshares, Inc. and the proposed
transaction and related matters. WE URGE SECURITY HOLDERS TO READ THE REGISTRATION STATEMENT AND PROXY STATEMENT/PROSPECTUS WHEN IT BECOMES AVAILABLE AND
ANY OTHER DOCUMENTS FILED WITH THE SEC IN CONNECTION WITH THE TRANSACTION OR INCORPORATED BY REFERENCE INTO THE REGISTRATION STATEMENT AND PROXY
STATEMENT/PROSPECTUS BECAUSE THOSE DOCUMENTS WILL CONTAIN IMPORTANT INFORMATION. Security holders may obtain free copies of these documents and other
documents filed with the SEC on the SEC’s website at http://www.sec.gov. Security holders may also obtain free copies of the documents filed with the SEC by State Bank Financial at
its website at https://www.statebt.com (which website is not incorporated herein by reference) or by contacting Jeremy Lucas by telephone at 404.239.8626.
State Bank Financial and its directors and executive officers may be deemed to be participants in the solicitation of proxies from the shareholders of S Bankshares, Inc. in connection
with the proposed merger. Information regarding these persons who may, under the rules of the SEC, be considered participants in the solicitation of shareholders in connection with
the proposed merger will be provided in the proxy statement/prospectus described above when it is filed with the SEC. Additional information regarding State Bank Financial’s
directors and executive officers is included in State Bank Financial’s definitive proxy statement for 2016, which was filed with the SEC on April 15, 2016. You can obtain free copies of
this document from State Bank Financial using the contact information above.
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval.
4
Income Statement Highlights
(dollars in thousands, except per share data) 2Q16 1Q16 2Q15
Interest income on loans $25,406 $24,342 $23,070
Accretion income on loans 13,961 9,743 8,365
Interest income on invested funds 4,726 4,673 4,032
Total interest income 44,093 38,758 35,467
Interest expense 2,371 2,113 1,972
Net interest income 41,722 36,645 33,495
Provision for loan and lease losses 6 (134) 64
Net interest income after provision for loan losses 41,716 36,779 33,431
Noninterest income 10,230 9,391 9,319
Amortization of FDIC receivable - - (15,040)
Total noninterest expense 30,674 28,898 31,357
Income before income taxes 21,272 17,272 (3,647)
Income tax expense 7,433 6,434 (1,626)
Net income (loss) available to common shareholders $13,839 $10,838 ($2,021)
Diluted net income (loss) per share .37 .29 (.06)
Dividends per share .14 .14 .06
Tangible book value per share 13.77 13.49 13.51
Balance Sheet Highlights (period-end)
Total loans $2,345,096 $2,258,533 $2,042,186
Organic 2,004,858 1,895,340 1,524,286
Purchased non-credit impaired 205,705 223,398 340,539
Purchased credit impaired 134,533 139,795 177,361
Total assets 3,586,503 3,532,971 3,300,308
Noninterest-bearing deposits 829,673 891,511 762,100
Total deposits 2,885,490 2,905,598 2,736,285
Shareholders’ equity 553,356 545,855 522,984
Results Summary
1 Denotes a non-GAAP financial measure; for more information, refer to Table 8 of the 2Q16 earnings press release
Note: Consolidated financial results contained throughout this presentation are unaudited; numbers may not add due to rounding
2Q16 net income of $13.8
million, or $.37 per diluted
share
Interest income on loans and
invested funds up 4% in the
quarter and 11% from 2Q15
Noninterest income increased
9% versus the prior quarter
and 10% compared to the
prior year period
Announced two bank
acquisitions that will add
three attractive MSAs to
our footprint
$.14 quarterly dividend
represents an attractive 2.8%
yield at end of 2Q16 and 42%
payout ratio in the first half of
2016
1
5
Enhancing Fundamental Performance
Interest
Income
Noninterest
Income
Core Deposit
Funding
Noninterest income of $10.2mm was up 10% compared to 2Q15
Record quarter for mortgage and 2nd highest quarter for SBA
Payroll income increased 16% year-over-year
Average noninterest-bearing deposits represent 30% of average total deposits
Cost of funds remains low at 33 bps
Noninterest expense increased due to new hires in revenue-producing lines of
business and higher production commissions in 2Q16
Burden ratio1 was 2.30% in the first half of 2016, down from 2.54% in the first
half of 2015
Efficiency
Interest income on loans and invested funds increased $1.1mm (+4%) from
1Q16 and $3.0mm (+11%) from 2Q15
Total loans were up $87mm from the previous quarter
1 Ratio defined as annualized noninterest expense minus annualized noninterest income, excluding (amortization)/accretion of FDIC receivable, divided by average assets
6
Recent Acquisition Announcements
Source: SNL Financial; company documents
Note: Key metrics as of June 30, 2016
Founded in 2000
Headquartered in Athens, Georgia
Branch office in Gainesville, Georgia
Athens mortgage office
Total Assets: $417 million
Total Loans: $342 million
Total Deposits: $322 million
Total Equity: $44 million
Key Metrics
Headquartered in Glennville, Georgia
3 additional offices in southeast
Georgia, including Savannah
Total Assets: $109 million
Total Loans: $82 million
Total Deposits: $91 million
Total Equity: $11 million
Key Metrics
Announced April 5, 2016
Announced May 19, 2016
Long-term relationship with quality leadership team in familiar
Georgia markets
Will provide entry into attractive Athens and Gainesville markets
Will provide an established banking platform in Savannah, the third
largest MSA in Georgia and a market well-known to the company’s
management team
Locally-owned bank with quality, community-focused board
7
Atlanta
Macon
Warner
Robins
Augusta
Savannah
Athens
Gainesville
STBZ Proforma Highlights
1
Key Metrics and Capital Ratios
2
Concentrated footprint in 7 of the 8 largest
MSAs in Georgia
$4.1 billion of total assets
31 full-service banking offices
8 mortgage origination offices
1 Proforma for pending acquisitions of NBG Bancorp, Inc. and S Bankshares, Inc.
2 Assets, loans, and deposits as of June 30, 2016; capital ratios as of March 31, 2016
l STBZ
l NBG
l S Bank
($ in mm)
STBZ Proforma
Well
Capitalized
TCE / TA 14.3% 12.6% N/A
Tier 1 Leverage 14.6% 12.6% 5.0%
Tier 1 RBC 17.1% 15.0% 8.0%
Total RBC 18.1% 15.9% 10.0%
STBZ
NBG +
S Bank Proforma
Assets $3,587 $526 $4,113
Loans $2,345 $424 $2,769
Deposits $2,885 $413 $3,298
8
Strong Revenue Trends – Interest Income
Continue to replace accretion income
with interest income from organic
and purchased non-credit impaired
portfolios
Total interest income (excluding
accretion) of $30.1mm in 2Q16
compared to $27.1mm in 2Q15 and
$17.9mm in 2Q14
($ i
n
000
s)
Net interest margin significantly
impacted by quarterly accretion
volatility
Net interest margin excluding
accretion has improved year-over-
year to 3.53% at 2Q16
5,000
10,000
15,000
20,000
25,000
30,000
35,000
1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16 2Q16
Interest Income and Accretion
Interest Income Accretion
7.38%
5.08%
3.11% 3.53%
2%
3%
4%
5%
6%
7%
8%
1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16 2Q16
Net Interest Margin
NIM NIM excluding Accretion
9
Payroll fee income increased 16% year-over-year as
number of clients increased 9% year-over-year
Strong Revenue Trends – Noninterest Income
2Q16 mortgage production of $143mm, leading to a 17%
quarterly increase in fee income
SBA production increased to $28.6mm in 2Q16, a 39%
increase from 1Q16 and 113% increase from 2Q15
Total 2Q16 noninterest income of $10.2mm is
second highest quarterly level
0
2,000
4,000
6,000
8,000
10,000
12,000
2Q15 3Q15 4Q15 1Q16 2Q16
Service Charge Other Mortgage Payroll SBA
($ i
n
000
s)
0
50
100
150
200
0
1,000
2,000
3,000
4,000
2Q15 3Q15 4Q15 1Q16 2Q16
Pr
o
d
u
cti
o
n
($
in
m
m
)
N
o
n
in
ter
es
t
In
com
e
($ i
n
000
s)
Income Production
1,000
1,050
1,100
1,150
1,200
0
250
500
750
1,000
1,250
1,500
2Q15 3Q15 4Q15 1Q16 2Q16
# o
f C
lien
ts
N
o
n
in
ter
es
t
In
com
e
($ i
n
000
s)
Income Number of Clients
0
5
10
15
20
25
30
35
0
500
1,000
1,500
2,000
2Q15 3Q15 4Q15 1Q16 2Q16
Pr
o
d
u
cti
o
n
($
in
m
m
)
N
o
n
in
ter
es
t
In
com
e
($ i
n
000
s)
Income Production
10
Focused on Improving Efficiency
Total expense increased from the prior quarter but was down compared to the prior year period
Reinvestments in revenue-producing opportunities, including SBA team addition and recent hires in
mortgage and Patriot Capital divisions, combined with higher production commissions led to higher
expense in the quarter
Remain focused on achieving 2.0% target burden ratio1 and 55% efficiency ratio
Burden ratio declined 9% in the first half of 2016 compared to the first half of 2015
1 Ratio defined as annualized noninterest expense minus annualized noninterest income, excluding (amortization)/accretion of FDIC receivable, divided by average assets
30%
40%
50%
60%
70%
80%
90%
2013 2014 2015 1H 2016 Target
Efficiency Ratio
1.00%
1.50%
2.00%
2.50%
3.00%
3.50%
2013 2014 2015 1H 2016 Target
Burden Ratio
1
11
Core Deposit Funding
($ i
n
m
m
)
N
IB
/ Tot
al D
ep
o
sit
s
Attractive, low-cost core deposit mix focused on transaction-based funding
($ in mm)
Deposit Composition 2012 % 2013 % 2014 % 2015 % 2Q16 %
Noninterest-bearing 342 16% 413 20% 490 23% 758 27% 848 30%
Interest-bearing transaction 318 15% 336 16% 386 18% 519 19% 531 18%
Savings & MMA 1,030 48% 928 44% 911 42% 1,060 38% 1,052 37%
CDs 476 22% 431 20% 380 18% 437 16% 441 15%
Total Deposits $2,166 $2,107 $2,166 $2,773 $2,873
10%
15%
20%
25%
30%
35%
0
500
1,000
1,500
2,000
2,500
3,000
3,500
2012 2013 2014 2015 2Q16
Deposit Mix
NIB IB Transaction Savings & MMA CDs NIB / Total Deposits
Note: Average deposit balances
12
Core Deposit Funding
Maintain leading market share in middle Georgia (Macon and Warner Robins), with significant opportunity
for growth in Atlanta and Augusta markets
Continued focus on increasing
transaction deposits
Noninterest-bearing deposits
represent 30% of total deposits
Cost of funds increased slightly
to 33 bps due to growth in
retail money market and time
deposits
($ i
n
m
m
)
($ in mm)
Deposit Regi 2012 % 2013 % 2014 % 2015 % 2Q16 %
Atlanta 870 40% 798 38% 869 40% 1,080 39% 1,152 40%
Middle Georgia 1,296 60% 1,309 62% 1,297 60% 1,271 46% 1,306 45%
Augusta - - - - - - 422 15% 415 14%
Total Deposits $2,166 $2,107 $2,166 $2,773 $2,873
Note: Average deposit balances
.00%
.10%
.20%
.30%
.40%
.50%
0
200
400
600
800
1,000
1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16 2Q16
Transaction Deposit Accounts
Interest-bearing Noninterest-bearing Cost of Funds
13
($ in mm)
Loan Composition 2012 2013 2014 2015 2Q16
Construction, land & land development $230 $251 $313 $501 $482
Other commercial real estate 458 550 636 736 814
Residential real estate 43 67 135 210 200
Owner-occupied real estate 172 175 212 281 294
C&I and Leases 74 71 123 267 384
Consumer 8 9 9 21 36
Total Organic & PNCI Loans 986 1,123 1,428 2,015 2,211
PCI Loans 475 257 206 146 135
Total Loans $1,460 $1,381 $1,635 $2,160 $2,345
Solid Loan Growth
To
ta
l L
o
an
s
($
in
m
m
)
1 New loan fundings include new loans funded and net loan advances on existing commitments
0
125
250
375
500
500
1,000
1,500
2,000
2,500
1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16 2Q16
Total Loan Portfolio
Organic PNCI PCI New Loan Fundings Organic Net Loan Growth
1
Organic and PNCI loans
increased $92mm in the
quarter and $346mm year-
over-year to end 2Q16 at
$2.2B
Strong quarter of new loan
originations with diverse
growth across the portfolio
Fu
n
d
in
gs /
G
ro
w
th
($
in
m
m
)
14
Loan Portfolio and CRE Composition
1 Organic and PNCI loans
Commercial Real Estate Composition
Significant industry, client, source of
repayment, and geographic diversity in
the CRE portfolio
Construction, land & land development
(AD&C) comprises both commercial and
residential construction, which make up
15% and 12%, respectively, of total CRE
CRE
37%
AD&C
22%
SFR
9%
OORE
13%
C&I
13%
Leases
4%
Consumer
2%
Loan Portfolio
1
($ in mm) Organic PNCI Total % of Total CRE
CRE
Retail $188 $22 $210 16%
Office 141 7 148 11%
Multifamily 125 9 134 10%
Hospitality 117 6 122 9%
Industrial 66 8 74 6%
Sr. Housing 23 4 26 2%
Farmland 24 - 24 2%
Mini Storage 15 7 22 2%
Restaurant 20 1 20 2%
C-Store 18 0 19 1%
Other 12 1 14 1%
Total $749 $65 $814 63%
Construction, Land & Land Development
Commercial Construction $191 - $191 15%
Residential Construction 156 - 156 12%
Land & Development 124 $11 135 10%
Total $471 $11 $482 37%
Total Commercial Real Estate $1,220 $76 $1,296
15
Organic PNCI
Past due loans: .18% .40%
NPAs: .35% .86%
Average NCOs: .46% (.05)%
Allowance: 1.10% .08%
(covers organic NPAs by 3.2x)
Successful resolution of distressed
assets as purchased credit
impaired loans are down 24%
year-over-year
OREO balances remain relatively
low at $11.6mm as of 2Q16
Asset Quality Remains Sound
($ i
n
m
m
)
0.00%
0.50%
1.00%
1.50%
2.00%
0
5
10
15
20
2012 2013 2014 2015 2Q16
Nonperforming Loans
Organic PNCI NPLs / Organic Loans
0
10
20
30
40
50
0
100
200
300
400
500
2012 2013 2014 2015 2Q16
OR
EO
($ i
n
m
m
)
PCI
Lo
an
s ($
in
m
m
)
PCI Loans & OREO
PCI Loans OREO
16
Earnback of pre-tax expense of $14.5mm at early termination announcement surpassed our initial five quarter
expectation on a cumulative basis in 2Q16
Significant strategic benefits to early loss share termination:
Eliminated negative earnings impact of quarterly amortization expense and clawback payable
Allowed State Bank to retain in excess of $9.0mm in net recoveries since 2Q15
Reduced cash expenses directly related to special assets
Led to fewer management distractions
Recap of Loss Share Termination
$75mm of accretable
discount remaining will
continue to provide
significant future benefits
Potential quarterly upside
in accretion from
recoveries and pool
closeouts
Base accretion is
predictable and in line
with historical trends
0
5
10
15
20
25
30
0
50
100
150
200
1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16 2Q16
Ac
creti
o
n
($ i
n
m
m
)
Ac
cr
et
ab
le
Di
sco
u
n
t
($ i
n
m
m
)
Accretable Discount Remaining
Accretable Discount Accretion Income Base Accretion
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