Union Bankshares Reports First Quarter Results


RICHMOND, Va., April 19, 2017 (GLOBE NEWSWIRE) -- Union Bankshares Corporation (the “Company” or “Union”) (NASDAQ:UBSH) today reported net income of $19.1 million and earnings per share of $0.44 for its first quarter ended March 31, 2017.  The quarterly results represent an increase of $2.2 million, or 12.8%, in net income and an increase of $0.06, or 15.8%, in earnings per share compared to the first quarter of 2016.

I am pleased with Union’s start to the year as we delivered strong first quarter financial results,” said John C. Asbury, president and chief executive officer of Union Bankshares Corporation.  “During the quarter, loans grew by 3.9% from the prior quarter, or 16% on an annualized basis, and deposits grew by 3.7% from the prior quarter, or 15% on an annualized basis, as we continued to generate sustainable, profitable growth for our shareholders.  I’m also pleased to note that we made solid progress during the quarter in each of our four 2017 key focus areas of diversifying our loan portfolio and income streams, growing core deposits to fund loan growth, improving efficiency, and finalizing our readiness to cross the $10 billion asset threshold. Going forward, we remain committed to achieving top tier financial performance and providing our shareholders with above average returns on their investment.

Select highlights for the first quarter of 2017 include:

  • Net income for the community bank segment was $19.1 million, or $0.44 per share, for the first quarter of 2017, compared to $20.4 million, or $0.47 per share, for the fourth quarter of 2016 and $16.9 million, or $0.38 per share, for the first quarter of 2016.
  • The mortgage segment reported net income of $4,000 for the first quarter of 2017, compared to $382,000 in the fourth quarter of 2016 and $54,000 for the first quarter of 2016.
  • Return on Average Assets (“ROA”) was 0.92% for the quarter ended March 31, 2017 compared to ROA of 0.99% for the prior quarter and 0.88% for the first quarter of 2016.  Return on Average Tangible Common Equity (“ROTCE”) was 11.20% for the quarter ended March 31, 2017 compared to ROTCE of 12.05% for the prior quarter and 10.13% for the first quarter of 2016.
  • Loans held for investment grew $247.0 million, or 15.7% (annualized), from December 31, 2016 and increased $773.5 million, or 13.4%, from March 31, 2016.  Average loans held for investment increased $169.8 million, or 10.9% (annualized), from the prior quarter and increased $673.9 million, or 11.8%, from the same quarter in the prior year.
  • Period-end deposits increased $234.7 million, or 14.7% (annualized), from December 31, 2016 and grew $668.2 million, or 11.2%, from March 31, 2016.  Average deposits increased $97.3 million, or 6.2% (annualized), from the prior quarter and increased $507.9 million, or 8.6%, from the same quarter in the prior year.

NET INTEREST INCOME

Tax-equivalent net interest income was $69.1 million, a decrease of $2.4 million from the fourth quarter of 2016, driven by a lower day count, lower yields on earning assets, and higher costs of interest-bearing liabilities.  The first quarter tax-equivalent net interest margin decreased 12 basis points to 3.66% from 3.78% in the previous quarter.  Core tax-equivalent net interest margin (which excludes the 8 basis point impact of acquisition accounting accretion in both the current and prior quarters) decreased by 12 basis points to 3.58% from 3.70% in the previous quarter.  The decrease in the core tax-equivalent net interest margin was principally due to the 2 basis point decrease in interest-earning asset yields and by the 10 basis point increase in cost of funds.  The increase in cost of funds was primarily driven by the full quarter impact of the subordinated debt issued in December of 2016.

The Company’s tax-equivalent net interest margin includes the impact of acquisition accounting fair value adjustments.  During the first quarter, net accretion related to acquisition accounting decreased $116,000, or 7.2%, from the prior quarter to $1.5 million for the quarter ended March 31, 2017.  The fourth quarter of 2016, first quarter of 2017, and remaining estimated net accretion impact are reflected in the following table (dollars in thousands):

 Loan Accretion Borrowings
Accretion
(Amortization)
 Total
For the quarter ended December 31, 2016$1,538 $71  $1,609 
For the quarter ended March 31, 20171,445 48  1,493 
For the remaining nine months of 20174,100 122  4,222 
For the years ending:     
20184,835 (143) 4,692 
20193,566 (286) 3,280 
20202,707 (301) 2,406 
20212,127 (316) 1,811 
20221,732 (332) 1,400 
Thereafter6,589 (4,974) 1,615 


ASSET QUALITY/LOAN LOSS PROVISION

Overview
During the first quarter of 2017, the Company experienced declines in past due loan levels as well as in net charge-off levels from the prior quarter and the first quarter of 2016.  Nonaccrual loan levels increased in the current quarter, primarily related to two credit relationships.  The loan loss provision and allowance for loan loss increased from the prior quarter due to loan growth and increased specific reserves related to increases in nonaccrual loans.

All nonaccrual and past due loan metrics discussed below exclude purchased credit impaired (“PCI”) loans totaling $57.8 million (net of fair value mark of $13.7 million).

Nonperforming Assets (“NPAs”)
At March 31, 2017, NPAs totaled $31.9 million, an increase of $4.6 million, or 16.8%, from March 31, 2016 and an increase of $11.9 million, or 59.3%, from December 31, 2016.  In addition, NPAs as a percentage of total outstanding loans increased 2 basis points from 0.47% a year earlier and increased 17 basis points from 0.32% last quarter to 0.49% in the first quarter of 2017.  The following table shows a summary of asset quality balances at the quarter ended (dollars in thousands):

 March 31, December 31, September 30, June 30, March 31,
 2017 2016 2016 2016 2016
Nonaccrual loans$22,338  $9,973  $12,677  $10,861  $13,092 
Foreclosed properties6,951  7,430  7,927  10,076  10,941 
Former bank premises2,654  2,654  2,654  3,305  3,305 
Total nonperforming assets$31,943  $20,057  $23,258  $24,242  $27,338 

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

 March 31, December 31, September 30, June 30, March 31,
 2017 2016 2016 2016 2016
Beginning Balance$9,973  $12,677  $10,861  $13,092  $11,936 
Net customer payments(1,068) (1,451) (1,645) (2,859) (1,204)
Additions13,557  1,094  4,359  2,568  5,150 
Charge-offs(97) (1,216) (660) (1,096) (1,446)
Loans returning to accruing status(27) (1,039) (23) (396) (932)
Transfers to OREO  (92) (215) (448) (412)
Ending Balance$22,338  $9,973  $12,677  $10,861  $13,092 

The nonaccrual additions primarily relate to two unrelated commercial and industrial and commercial real estate-non-owner occupied credit relationships.

The following table shows the activity in other real estate owned ("OREO") for the quarter ended (dollars in thousands):

 March 31, December 31, September 30, June 30, March 31,
 2017 2016 2016 2016 2016
Beginning Balance$10,084  $10,581  $13,381  $14,246  $15,299 
Additions of foreclosed property  859  246  501  456 
Valuation adjustments(238) (138) (479) (274) (126)
Proceeds from sales(277) (1,282) (2,844) (1,086) (1,390)
Gains (losses) from sales36  64  277  (6) 7 
Ending Balance$9,605  $10,084  $10,581  $13,381  $14,246 

Past Due Loans
Past due loans still accruing interest totaled $26.9 million, or 0.41% of total loans, at March 31, 2017 compared to $35.1 million, or 0.61%, a year ago and $27.9 million, or 0.44%, at December 31, 2016.  At March 31, 2017, loans past due 90 days or more and accruing interest totaled $2.3 million, or 0.04% of total loans, compared to $5.7 million, or 0.10%, a year ago and $3.0 million, or 0.05%, at December 31, 2016.

Net Charge-offs
For the first quarter of 2017, net charge-offs were $788,000, or 0.05% of total average loans on an annualized basis, compared to $2.2 million, or 0.15%, for the same quarter last year and $824,000, or 0.05%, for the prior quarter.

Provision
The provision for loan losses for the current quarter was $2.0 million, a decline of $494,000 compared to the same quarter a year ago and an increase of $536,000 compared to the previous quarter.  The increase in provision for loan losses in the current quarter compared to the fourth quarter of 2016 was primarily driven by higher loan balances and increases in specific reserves related to nonaccrual loans.  Additionally, a $112,000 provision was recorded during the current quarter related to off-balance sheet credit exposures, resulting in a total of $2.1 million in provision for credit losses for the quarter.

Allowance for Loan Losses
The allowance for loan losses (“ALL”) increased $1.2 million from December 31, 2016 to $38.4 million at March 31, 2017 primarily due to loan growth and increases in specific reserves related to nonaccrual loans during the quarter.  The ALL as a percentage of the total loan portfolio was 0.59% at March 31, 2017, 0.59% at December 31, 2016, and 0.60% at March 31, 2016.  The ALL as a percentage of the total loan portfolio, adjusted for acquisition accounting (non-GAAP), was 0.84% at March 31, 2017, a decrease from 0.86% at December 31, 2016 and a decrease from 0.95% at March 31, 2016.  In acquisition accounting, there is no carryover of previously established allowance for loan losses, as acquired loans are recorded at fair value.

The ratio of the ALL to nonaccrual loans was 172.0% at March 31, 2017, compared to 372.9% at December 31, 2016 and 262.8% at March 31, 2016.  The current level of the allowance for loan losses reflects specific reserves related to nonperforming loans, current risk ratings on loans, net charge-off activity, loan growth, delinquency trends, and other credit risk factors that the Company considers important in assessing the adequacy of the allowance for loan losses.

NONINTEREST INCOME

Noninterest income increased $789,000, or 4.4%, to $18.8 million for the quarter ended March 31, 2017 from $18.1 million in the prior quarter, primarily driven by higher bank owned life insurance income and gains on sales of securities.

Mortgage banking income decreased $604,000, or 23.0%, to $2.0 million in the first quarter of 2017 compared to $2.6 million in the fourth quarter of 2016, related to decreased mortgage loan originations.  Mortgage loan originations declined by $45.1 million, or 31.0%, in the current quarter to $100.2 million from $145.3 million in the fourth quarter of 2016.  The majority of the decrease was related to refinance loans, which dropped by $37.1 million from the prior quarter. Of the mortgage loan originations in the current quarter, 34.3% were refinances compared with 49.2% in the prior quarter.

Noninterest income increased $2.9 million, or 18.4%, to $18.8 million for the quarter ended March 31, 2017 from $15.9 million for the first quarter of 2016.  For the first quarter of 2017, bank owned life insurance income increased $753,000; fiduciary and asset management fees were $656,000 higher due to the acquisition of Old Dominion Capital Management, Inc. ("ODCM") in the second quarter of 2016; loan-related swap fees increased $518,000; customer-related fee income increased $347,000 primarily related to increases in debit card interchange fees; and gains on sales of securities were $338,000 higher, in each case as compared to the first quarter of 2016.

NONINTEREST EXPENSE

Noninterest expense increased $1.1 million, or 2.0%, to $57.4 million for the quarter ended March 31, 2017 from $56.3 million in the prior quarter.  Salaries and benefits expenses increased by $2.1 million primarily related to seasonal increases in payroll taxes and annual merit adjustments as well as increased group insurance and equity-based compensation.  This increase was partially offset by declines in FDIC and other insurance expenses of $697,000 and marketing expenses of $206,000.

Noninterest expense increased $3.1 million, or 5.8%, to $57.4 million for the quarter ended March 31, 2017 from $54.3 million in the first quarter of 2016.  Salaries and benefits expenses increased by $4.1 million primarily related to annual merit adjustments; increases in group insurance, incentive compensation, and equity-based compensation; and increases related to investments in the Company's growth with the ODCM acquisition and opening on the North Carolina LPO.  This increase was partially offset by lower FDIC and other insurance expenses of $656,000 and declines in professional fees of $331,000 due to lower legal and consulting fees.

BALANCE SHEET

At March 31, 2017, total assets were $8.7 billion, an increase of $243.1 million from December 31, 2016 and an increase of $837.3 million from March 31, 2016.  The increase in assets was mostly related to loan growth.

At March 31, 2017, loans held for investment were $6.6 billion, an increase of $247.0 million, or 15.7% (annualized), from December 31, 2016, while average loans increased $169.8 million, or 10.9% (annualized), from the prior quarter.  Loans held for investment increased $773.5 million, or 13.4%, from March 31, 2016, while quarterly average loans increased $673.9 million, or 11.8%, from the prior year.

At March 31, 2017, total deposits were $6.6 billion, an increase of $234.7 million, or 14.7% (annualized), from December 31, 2016, while average deposits increased $97.3 million, or 6.2% (annualized), from the prior quarter. Total deposits grew $668.2 million, or 11.2%, from March 31, 2016, while quarterly average deposits increased $507.9 million, or 8.6%, from the prior year.

At March 31, 2017, December 31, 2016, and March 31, 2016, respectively, the Company had a common equity Tier 1 capital ratio of 9.55%, 9.72%, and 10.25%; a Tier 1 capital ratio of 10.77%, 10.97%, and 11.63%; a total capital ratio of 13.29%, 13.56%, and 12.16%; and a leverage ratio of 9.79%, 9.87%, and 10.25%.

The Company’s common equity to total assets ratios at March 31, 2017, December 31, 2016, and March 31, 2016 were 11.71%, 11.88%, and 12.52%, respectively, while its tangible common equity to tangible assets ratio was 8.36%, 8.41%, and 8.86%, respectively.

During the first quarter of 2017, the Company declared and paid cash dividends of $0.20 per common share, consistent with the prior quarter and an increase of $0.01, or 5.3%, compared the same quarter in the prior year.

ABOUT UNION BANKSHARES CORPORATION

Headquartered in Richmond, Virginia, Union Bankshares Corporation (NASDAQ:UBSH) is the holding company for Union Bank & Trust, which has 113 banking offices and approximately 184 ATMs located throughout Virginia. Non-bank affiliates of the holding company include: Union Mortgage Group, Inc., which provides a full line of mortgage products, Old Dominion Capital Management, Inc., which provides investment advisory services, and Union Insurance Group, LLC, which offers various lines of insurance products.

Additional information on the Company is available at http://investors.bankatunion.com.

Union Bankshares Corporation will hold a conference call on Wednesday, April 19th, at 9:00 a.m. Eastern Time during which management will review earnings and performance trends.  Callers wishing to participate may call toll-free by dialing (877) 668-4908; international callers wishing to participate may do so by dialing (973) 453-3058.  The conference ID number is 3879232.

NON-GAAP MEASURES

In reporting the results of the quarter ended March 31, 2017, the Company has provided supplemental performance measures on a tangible or tax-equivalent basis.  These measures are a supplement to GAAP used to prepare the Company’s financial statements and should not be considered in isolation or as a substitute for comparable measures calculated in accordance with GAAP.  In addition, the Company’s non-GAAP measures may not be comparable to non-GAAP measures of other companies.

FORWARD-LOOKING STATEMENTS

Certain statements in this press release may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.  Forward-looking statements are statements that include projections, predictions, expectations, or beliefs about future events or results or otherwise are not statements of historical fact, are based on certain assumptions as of the time they are made, and are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified.  Such statements are often characterized by the use of qualified words (and their derivatives) such as “expect,” “believe,” “estimate,” “plan,” “project,” “anticipate,” “intend,” “will,” “may,” “view,” “opportunity,” “potential,” or words of similar meaning or other statements concerning opinions or judgment of the Company and its management about future events.  Although the Company believes that its expectations with respect to forward-looking statements are based upon reasonable assumptions within the bounds of its existing knowledge of its business and operations, there can be no assurance that actual results, performance, or achievements of the Company will not differ materially from any projected future results, performance, or achievements expressed or implied by such forward-looking statements.  Actual future results and trends may differ materially from historical results or those anticipated depending on a variety of factors, including, but not limited to, the effects of or changes in:

  • changes in interest rates,
  • general economic and financial market conditions,
  • the Company’s ability to manage its growth or implement its growth strategy,
  • the incremental cost and/or decreased revenues associated with exceeding $10 billion in assets,
  • levels of unemployment in the Bank’s lending area,
  • real estate values in the Bank’s lending area,
  • an insufficient allowance for loan losses,
  • the quality or composition of the loan or investment portfolios,
  • concentrations of loans secured by real estate, particularly commercial real estate,
  • the effectiveness of the Company’s credit processes and management of the Company’s credit risk,
  • demand for loan products and financial services in the Company’s market area,
  • the Company’s ability to compete in the market for financial services,
  • technological risks and developments, and cyber attacks or events,
  • performance by the Company’s counterparties or vendors,
  • deposit flows,
  • the availability of financing and the terms thereof,
  • the level of prepayments on loans and mortgage-backed securities,
  • legislative or regulatory changes and requirements,
  • monetary and fiscal policies of the U.S. government including policies of the U.S. Department of the Treasury and the Board of Governors of the Federal Reserve System, and
  • accounting principles and guidelines.

More information on risk factors that could affect the Company’s forward-looking statements is available on the Company’s website, http://investors.bankatunion.com or the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 and other reports filed with the SEC. The information on the Company’s website is not a part of this press release. All risk factors and uncertainties described in those documents should be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. The Company does not intend or assume any obligation to update or revise any forward-looking statements that may be made from time to time by or on behalf of the Company.

UNION BANKSHARES CORPORATION AND SUBSIDIARIES
KEY FINANCIAL RESULTS
(Dollars in thousands, except share data)
(FTE - "Fully Taxable Equivalent")
 Three Months Ended
 3/31/17 12/31/16 3/31/16
Results of Operations(unaudited) (unaudited) (unaudited)
Interest and dividend income$76,640  $76,957  $70,749 
Interest expense10,073  8,342  7,018 
Net interest income66,567  68,615  63,731 
Provision for credit losses2,122  1,723  2,604 
Net interest income after provision for credit losses64,445  66,892  61,127 
Noninterest income18,839  18,050  15,914 
Noninterest expenses57,395  56,267  54,272 
Income before income taxes25,889  28,675  22,769 
Income tax expense6,765  7,899  5,808 
Net income$19,124  $20,776  $16,961 
      
Interest earned on earning assets (FTE) (1)$79,180  $79,833  $73,238 
Net interest income (FTE) (1)69,107  71,491  66,220 
Core deposit intangible amortization1,516  1,621  1,880 
      
Net income - community bank segment$19,120  $20,394  $16,907 
Net income (loss) - mortgage segment4  382  54 
      
Key Ratios     
Earnings per common share, diluted$0.44  $0.48  $0.38 
Return on average assets (ROA)0.92% 0.99% 0.88%
Return on average equity (ROE)7.68% 8.22% 6.89%
Return on average tangible common equity (ROTCE) (2)11.20% 12.05% 10.13%
Efficiency ratio67.20% 64.92% 68.14%
Efficiency ratio (FTE) (1)65.26% 62.84% 66.08%
Net interest margin3.52% 3.63% 3.68%
Net interest margin (FTE) (1)3.66% 3.78% 3.82%
Yields on earning assets (FTE) (1)4.19% 4.23% 4.23%
Cost of interest-bearing liabilities (FTE) (1)0.68% 0.57% 0.52%
Cost of funds (FTE) (1)0.53% 0.45% 0.41%
Net interest margin, core (FTE) (3)3.58% 3.70% 3.76%
      
Per Share Data     
Earnings per common share, basic$0.44  $0.48  $0.38 
Earnings per common share, diluted0.44  0.48  0.38 
Cash dividends paid per common share0.20  0.20  0.19 
Market value per share35.18  35.74  24.63 
Book value per common share23.44  23.15  22.55 
Tangible book value per common share (2)16.12  15.78  15.31 
Price to earnings ratio, diluted19.71  18.72  16.12 
Price to book value per common share ratio1.50  1.54  1.09 
Price to tangible common share ratio2.18  2.26  1.61 
Weighted average common shares outstanding, basic43,654,498  43,577,634  44,251,276 
Weighted average common shares outstanding, diluted43,725,923  43,659,416  44,327,229 
Common shares outstanding at end of period43,679,947  43,609,317  43,854,381 


 As of & For Three Months Ended
 3/31/17 12/31/16 3/31/16
Capital Ratios(unaudited) (unaudited) (unaudited)
Common equity Tier 1 capital ratio (4)9.55% 9.72% 10.25%
Tier 1 capital ratio (4)10.77% 10.97% 11.63%
Total capital ratio (4)13.29% 13.56% 12.16%
Leverage ratio (Tier 1 capital to average assets) (4)9.79% 9.87% 10.25%
Common equity to total assets11.71% 11.88% 12.52%
Tangible common equity to tangible assets (2)8.36% 8.41% 8.86%
      
Financial Condition     
Assets$8,669,920  $8,426,793  $7,832,611 
Loans held for investment6,554,046  6,307,060  5,780,502 
Earning Assets7,859,563  7,611,098  7,045,552 
Goodwill298,191  298,191  293,522 
Amortizable intangibles, net18,965  20,602  21,430 
Deposits6,614,195  6,379,489  5,945,982 
Stockholders' equity1,015,631  1,001,032  980,978 
Tangible common equity (2)698,475  682,239  666,026 
      
Loans held for investment, net of deferred fees and costs     
Construction and land development$770,287  $751,131  $776,698 
Commercial real estate - owner occupied870,559  857,805  849,202 
Commercial real estate - non-owner occupied1,631,767  1,564,295  1,296,251 
Multifamily real estate353,769  334,276  323,270 
Commercial & Industrial576,567  551,526  453,208 
Residential 1-4 Family1,057,439  1,029,547  978,478 
Auto271,466  262,071  241,737 
HELOC527,863  526,884  517,122 
Consumer and all other494,329  429,525  344,536 
Total loans held for investment$6,554,046  $6,307,060  $5,780,502 
      
Deposits     
NOW accounts$1,792,531  $1,765,956  $1,504,227 
Money market accounts1,499,585  1,435,591  1,323,192 
Savings accounts602,851  591,742  589,542 
Time deposits of $100,000 and over555,431  530,275  508,153 
Other time deposits672,998  662,300  657,625 
Total interest-bearing deposits$5,123,396  $4,985,864  $4,582,739 
Demand deposits1,490,799  1,393,625  1,363,243 
Total deposits$6,614,195  $6,379,489  $5,945,982 
      
Averages     
Assets$8,465,517  $8,312,750  $7,764,830 
Loans held for investment6,383,905  6,214,084  5,709,998 
Loans held for sale27,359  43,594  27,304 
Securities1,207,768  1,202,125  1,187,150 
Earning assets7,660,937  7,514,979  6,968,988 
Deposits6,407,281  6,310,025  5,899,404 
Certificates of deposit1,211,064  1,192,253  1,171,972 
Interest-bearing deposits5,013,315  4,885,428  4,562,856 
Borrowings986,645  927,218  816,943 
Interest-bearing liabilities5,999,960  5,812,646  5,379,799 
Stockholders' equity1,010,318  1,005,769  989,414 
Tangible common equity (2)692,384  686,143  673,562 


 As of & For Three Months Ended
 3/31/17 12/31/16 3/31/16
Asset Quality(unaudited) (unaudited) (unaudited)
Allowance for Loan Losses (ALL)     
Beginning balance$37,192  $36,542  $34,047 
Add: Recoveries845  1,003  828 
Less: Charge-offs1,633  1,827  2,980 
Add: Provision for loan losses2,010  1,474  2,504 
Ending balance$38,414  $37,192  $34,399 
      
ALL / total outstanding loans0.59% 0.59% 0.60%
ALL / total outstanding loans, adjusted for acquisition accounting (5)0.84% 0.86% 0.95%
Net charge-offs / total average loans0.05% 0.05% 0.15%
Provision / total average loans0.13% 0.09% 0.18%
      
Total PCI Loans$57,770  $59,292  $70,105 
      
Nonperforming Assets     
Construction and land development$6,545  $2,037  $2,156 
Commercial real estate - owner occupied1,298  794  2,816 
Commercial real estate - non-owner occupied2,798     
Commercial & Industrial3,245  124  810 
Residential 1-4 Family5,856  5,279  5,696 
Auto393  169  162 
HELOC1,902  1,279  973 
Consumer and all other301  291  479 
Nonaccrual loans$22,338  $9,973  $13,092 
Other real estate owned9,605  10,084  14,246 
Total nonperforming assets (NPAs)$31,943  $20,057  $27,338 
Construction and land development$16  $76  $544 
Commercial real estate - owner occupied93  35  196 
Commercial real estate - non-owner occupied711    723 
Commercial & Industrial  9  422 
Residential 1-4 Family686  2,048  2,247 
Auto11  111  53 
HELOC680  635  1,315 
Consumer and all other126  91  223 
Loans ≥ 90 days and still accruing$2,323  $3,005  $5,723 
Total NPAs and loans ≥ 90 days$34,266  $23,062  $33,061 
NPAs / total outstanding loans0.49% 0.32% 0.47%
NPAs / total assets0.37% 0.24% 0.35%
ALL / nonaccrual loans171.97% 372.93% 262.75%
ALL / nonperforming assets120.26% 185.43% 125.83%
      
Troubled Debt Restructurings     
Performing$14,325  $13,967  $11,486 
Nonperforming4,399  1,435  1,470 
Total troubled debt restructurings$18,724  $15,402  $12,956 


 As of & For Three Months Ended
 3/31/17 12/31/16 3/31/16
Past Due Detail(unaudited) (unaudited) (unaudited)
Construction and land development$630  $1,162  $2,676 
Commercial real estate - owner occupied878  1,842  1,787 
Commercial real estate - non-owner occupied1,487  2,369  24 
Multifamily real estate  147  155 
Commercial & Industrial453  759  985 
Residential 1-4 Family11,615  7,038  13,711 
Auto1,534  2,570  1,519 
HELOC1,490  1,836  1,870 
Consumer and all other1,766  2,522  736 
Loans 30-59 days past due$19,853  $20,245  $23,463 
      
Construction and land development$376  $232  $724 
Commercial real estate - owner occupied  109  963 
Commercial real estate - non-owner occupied    276 
Commercial & Industrial126  858  284 
Residential 1-4 Family2,104  534  1,111 
Auto250  317  126 
HELOC365  1,140  388 
Consumer and all other1,460  1,431  1,996 
Loans 60-89 days past due$4,681  $4,621  $5,868 
      
Alternative Performance Measures (non-GAAP)     
Tangible Assets     
Ending assets$8,669,920  $8,426,793  $7,832,611 
Less: Ending goodwill298,191  298,191  293,522 
Less: Ending amortizable intangibles18,965  20,602  21,430 
Ending tangible assets (non-GAAP)$8,352,764  $8,108,000  $7,517,659 
      
Tangible Common Equity (2)     
Ending equity$1,015,631  $1,001,032  $980,978 
Less: Ending goodwill298,191  298,191  293,522 
Less: Ending amortizable intangibles18,965  20,602  21,430 
Ending tangible common equity (non-GAAP)$698,475  $682,239  $666,026 
      
Average equity$1,010,318  $1,005,769  $989,414 
Less: Average goodwill298,191  298,191  293,522 
Less: Average amortizable intangibles19,743  21,435  22,330 
Average tangible common equity (non-GAAP)$692,384  $686,143  $673,562 
      
ALL to loans, adjusted for acquisition accounting (non-GAAP)(5)    
Allowance for loan losses$38,414  $37,192  $34,399 
Remaining fair value mark on purchased performing loans16,121  16,939  19,994 
Adjusted allowance for loan losses$54,535  $54,131  $54,393 
      
Loans, net of deferred fees$6,554,046  $6,307,060  $5,780,502 
Remaining fair value mark on purchased performing loans16,121  16,939  19,994 
Less: Purchased credit impaired loans, net of fair value mark57,770  59,292  70,105 
Adjusted loans, net of deferred fees$6,512,397  $6,264,707  $5,730,391 
      
ALL / gross loans, adjusted for acquisition accounting0.84% 0.86% 0.95%


 As of & For Three Months Ended
 3/31/17 12/31/16 3/31/16
Alternative Performance Measures (non-GAAP) cont'd(unaudited) (unaudited) (unaudited)
Net interest income (FTE) & Core Net Interest Income (FTE)     
Net interest income (GAAP)$66,567  $68,615  $63,731 
FTE adjustment2,540  2,876  2,489 
Net interest income FTE (non-GAAP) (1)$69,107  $71,491  $66,220 
Less: Net accretion of acquisition fair value marks(1,493) (1,609) (1,146)
Core net interest income FTE (non-GAAP) (3)$67,614  $69,882  $65,074 
Average earning assets7,660,937  7,514,979  6,968,988 
Net interest margin3.52% 3.63% 3.68%
Net interest margin (FTE)3.66% 3.78% 3.82%
Core net interest margin (FTE)3.58% 3.70% 3.76%
      
Mortgage Origination Volume     
Refinance Volume$34,331  $71,454  $37,304 
Construction Volume22,669  10,621  14,894 
Purchase Volume43,216  63,249  46,013 
Total Mortgage loan originations$100,216  $145,324  $98,211 
% of originations that are refinances34.3% 49.2% 38.0%
      
Other Data     
End of period full-time employees1,412  1,416  1,400 
Number of full-service branches113  114  124 
Number of full automatic transaction machines (ATMs)184  185  201 

(1) Net interest income (FTE), which is used in computing net interest margin (FTE) and efficiency ratio (FTE), provides valuable additional insight into the net interest margin and the efficiency ratio by adjusting for differences in tax treatment of interest income sources.  The entire FTE adjustment is attributable to interest income on earning assets, which is used in computing yield on earning assets.  Interest expense and the related cost of interest-bearing liabilities and cost of funds ratios are not affected by the FTE components.

(2)  Tangible common equity is used in the calculation of certain profitability, capital, and per share ratios.  The Company believes tangible common equity and the related ratios are meaningful measures of capital adequacy because they provide a meaningful base for period-to-period and company-to-company comparisons, which the Company believes will assist investors in assessing the capital of the Company and its ability to absorb potential losses.

(3) Core net interest income (FTE), which is used in computing core net interest margin (FTE), provides valuable additional insight into the net interest margin by adjusting for differences in tax treatment of interest income sources as well as the net accretion of acquisition-related fair value marks.

(4) All ratios at March 31, 2017 are estimates and subject to change pending the Company’s filing of its FR Y9-C. All other periods are presented as filed.

(5) The allowance for loan losses ratio, adjusted for acquisition accounting (non-GAAP), includes an adjustment for the fair value mark on purchased performing loans. The purchased performing loans are reported net of the related fair value mark in loans, net of deferred fees, on the Company’s Consolidated Balance Sheet; therefore, the fair value mark is added back to the balance to represent the total loan portfolio. The adjusted allowance for loan losses, including the fair value mark, represents the total reserve on the Company’s loan portfolio. The PCI loans, net of the respective fair value mark, are removed from the loans, net of deferred fees, as these PCI loans are not covered by the allowance established by the Company unless changes in expected cash flows indicate that one of the PCI loan pools are impaired, at which time an allowance for PCI loans will be established. GAAP requires the acquired allowance for loan losses not be carried over in an acquisition or merger. The Company believes the presentation of the allowance for loan losses ratio, adjusted for acquisition accounting, is useful to investors because the acquired loans were purchased at a market discount with no allowance for loan losses carried over to the Company, and the fair value mark on the purchased performing loans represents the allowance associated with those purchased loans. The Company believes that this measure is a better reflection of the reserves on the Company’s loan portfolio.


UNION BANKSHARES CORPORATION AND SUBSIDIARIES  
CONSOLIDATED BALANCE SHEETS  
(Dollars in thousands, except share data)     
 March 31, December 31, March 31,
 2017 2016 2016
ASSETS(unaudited)   (unaudited)
Cash and cash equivalents:     
Cash and due from banks$120,216  $120,758  $95,462 
Interest-bearing deposits in other banks62,656  58,030  37,227 
Federal funds sold947  449  650 
Total cash and cash equivalents183,819  179,237  133,339 
Securities available for sale, at fair value953,058  946,764  939,409 
Securities held to maturity, at carrying value203,478  201,526  204,444 
Restricted stock, at cost65,402  60,782  58,211 
Loans held for sale, at fair value19,976  36,487  25,109 
Loans held for investment, net of deferred fees and costs6,554,046  6,307,060  5,780,502 
Less allowance for loan losses38,414  37,192  34,399 
Net loans held for investment6,515,632  6,269,868  5,746,103 
Premises and equipment, net122,512  122,027  125,357 
Other real estate owned, net of valuation allowance9,605  10,084  14,246 
Goodwill298,191  298,191  293,522 
Amortizable intangibles, net18,965  20,602  21,430 
Bank owned life insurance178,774  179,318  175,033 
Other assets100,508  101,907  96,408 
Total assets$8,669,920  $8,426,793  $7,832,611 
LIABILITIES     
Noninterest-bearing demand deposits$1,490,799  $1,393,625  $1,363,243 
Interest-bearing deposits5,123,396  4,985,864  4,582,739 
Total deposits6,614,195  6,379,489  5,945,982 
Securities sold under agreements to repurchase44,587  59,281  91,977 
Other short-term borrowings522,500  517,500  466,000 
Long-term borrowings413,779  413,308  291,662 
Other liabilities59,228  56,183  56,012 
Total liabilities7,654,289  7,425,761  6,851,633 
Commitments and contingencies     
STOCKHOLDERS' EQUITY     
Common stock, $1.33 par value, shares authorized 100,000,000; issued and outstanding, 43,679,947 shares, 43,609,317 shares, and 43,854,381 shares, respectively.57,629  57,506  57,850 
Additional paid-in capital606,078  605,397  610,084 
Retained earnings352,335  341,938  306,685 
Accumulated other comprehensive income(411) (3,809) 6,359 
Total stockholders' equity1,015,631  1,001,032  980,978 
Total liabilities and stockholders' equity$8,669,920  $8,426,793  $7,832,611 


UNION BANKSHARES CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Dollars in thousands, except share data)     
 Three Months Ended
 March 31, December 31, March 31,
 2017 2016 2016
Interest and dividend income:(unaudited) (unaudited) (unaudited)
Interest and fees on loans$68,084  $68,683  $62,947 
Interest on deposits in other banks71  67  47 
Interest and dividends on securities:     
Taxable4,923  4,761  4,316 
Nontaxable3,562  3,446  3,439 
Total interest and dividend income76,640  76,957  70,749 
Interest expense:     
Interest on deposits5,077  4,786  4,195 
Interest on short-term borrowings950  797  623 
Interest on long-term borrowings4,046  2,759  2,200 
Total interest expense10,073  8,342  7,018 
Net interest income66,567  68,615  63,731 
Provision for credit losses2,122  1,723  2,604 
Net interest income after provision for credit losses64,445  66,892  61,127 
Noninterest income:     
Service charges on deposit accounts4,829  5,042  4,734 
Other service charges and fees4,408  4,204  4,156 
Fiduciary and asset management fees2,794  2,884  2,138 
Mortgage banking income, net2,025  2,629  2,146 
Gains on securities transactions, net481  60  143 
Bank owned life insurance income2,125  1,391  1,372 
Loan-related interest rate swap fees1,180  1,198  662 
Other operating income997  642  563 
Total noninterest income18,839  18,050  15,914 
Noninterest expenses:     
Salaries and benefits32,168  30,042  28,048 
Occupancy expenses4,903  4,901  4,976 
Furniture and equipment expenses2,603  2,608  2,636 
Printing, postage, and supplies1,150  1,126  1,139 
Communications expense910  887  1,089 
Technology and data processing3,900  4,028  3,814 
Professional services1,658  1,653  1,989 
Marketing and advertising expense1,740  1,946  1,938 
FDIC assessment premiums and other insurance706  1,403  1,362 
Other taxes2,022  1,592  1,618 
Loan-related expenses1,329  1,152  878 
OREO and credit-related expenses541  637  569 
Amortization of intangible assets1,637  1,742  1,880 
Training and other personnel costs969  923  744 
Other expenses1,159  1,627  1,592 
Total noninterest expenses57,395  56,267  54,272 
Income before income taxes25,889  28,675  22,769 
Income tax expense6,765  7,899  5,808 
Net income$19,124  $20,776  $16,961 
Basic earnings per common share$0.44  $0.48  $0.38 
Diluted earnings per common share$0.44  $0.48  $0.38 


UNION BANKSHARES CORPORATION AND SUBSIDIARIES
SEGMENT FINANCIAL INFORMATION
(Dollars in thousands)       
 Community Bank Mortgage Eliminations Consolidated
Three Months Ended March 31, 2017 (unaudited)       
Net interest income$66,234  $333  $  $66,567 
Provision for credit losses2,104  18    2,122 
Net interest income after provision for credit losses64,130  315    64,445 
Noninterest income16,757  2,223  (141) 18,839 
Noninterest expenses55,014  2,522  (141) 57,395 
Income before income taxes25,873  16    25,889 
Income tax expense6,753  12    6,765 
Net income$19,120  $4  $  $19,124 
Total assets$8,660,987  $76,818  $(67,885) $8,669,920 
        
Three Months Ended December 31, 2016 (unaudited)       
Net interest income$68,205  $410  $  $68,615 
Provision for credit losses1,668  55    1,723 
Net interest income after provision for credit losses66,537  355    66,892 
Noninterest income15,368  2,823  (141) 18,050 
Noninterest expenses53,810  2,598  (141) 56,267 
Income before income taxes28,095  580    28,675 
Income tax expense7,701  198    7,899 
Net income$20,394  $382  $  $20,776 
Total assets$8,419,625  $93,581  $(86,413) $8,426,793 
        
Three Months Ended March 31, 2016 (unaudited)       
Net interest income$63,425  $306  $  $63,731 
Provision for credit losses2,500  104    2,604 
Net interest income after provision for credit losses60,925  202    61,127 
Noninterest income13,608  2,477  (171) 15,914 
Noninterest expenses51,844  2,599  (171) 54,272 
Income (loss) before income taxes22,689  80    22,769 
Income tax expense (benefit)5,782  26    5,808 
Net income (loss)$16,907  $54  $  $16,961 
Total assets$7,825,652  $55,069  $(48,110) $7,832,611 


AVERAGE BALANCES, INCOME AND EXPENSES, YIELDS AND RATES (TAXABLE EQUIVALENT BASIS)
 For the Quarter Ended
 March 31, 2017 December 31, 2016
 Average Balance Interest
Income / Expense
 Yield / Rate
(1)
 Average Balance Interest
Income / Expense
 Yield /
Rate (1)
Assets:(unaudited) (unaudited)
Securities:           
Taxable$746,359  $4,923  2.68% $749,059  $4,761  2.53%
Tax-exempt461,409  5,480  4.82% 453,066  5,302  4.66%
Total securities1,207,768  10,403  3.49% 1,202,125  10,063  3.33%
Loans, net (2) (3)6,383,905  68,503  4.35% 6,214,084  69,358  4.44%
Other earning assets69,264  274  1.60% 98,770  412  1.66%
Total earning assets7,660,937  $79,180  4.19% 7,514,979  $79,833  4.23%
Allowance for loan losses(37,898)     (37,808)    
Total non-earning assets842,478      835,579     
Total assets$8,465,517      $8,312,750     
            
Liabilities and Stockholders' Equity:           
Interest-bearing deposits:           
Transaction and money market accounts$3,205,692  $1,969  0.25% $3,099,424  $1,804  0.23%
Regular savings596,559  191  0.13% 593,751  201  0.13%
Time deposits1,211,064  2,917  0.98% 1,192,253  2,781  0.93%
Total interest-bearing deposits5,013,315  5,077  0.41% 4,885,428  4,786  0.39%
Other borrowings (4)986,645  4,996  2.05% 927,218  3,556  1.53%
Total interest-bearing liabilities5,999,960  10,073  0.68% 5,812,646  8,342  0.57%
            
Noninterest-bearing liabilities:           
Demand deposits1,393,966      1,424,597     
Other liabilities61,273      69,738     
Total liabilities7,455,199      7,306,981     
Stockholders' equity1,010,318      1,005,769     
Total liabilities and stockholders' equity$8,465,517      $8,312,750     
Net interest income  $69,107      $71,491   
            
Interest rate spread (5)    3.51%     3.66%
Cost of funds    0.53%     0.45%
Net interest margin (6)    3.66%     3.78%
            
(1) Rates and yields are annualized and calculated from actual, not rounded, amounts in thousands, which appear above.
(2) Nonaccrual loans are included in average loans outstanding.
(3) Interest income on loans includes $1.4 million and $1.5 million for the three months ended March 31, 2017 and December 31, 2016, respectively, in accretion of the fair market value adjustments related to acquisitions.
(4) Interest expense on borrowings includes $48,000 and $71,000 for the three months ended March 31, 2017 and December 31, 2016, respectively, in accretion of the fair market value adjustments related to acquisitions.
(5) Income and yields are reported on a taxable equivalent basis using the statutory federal corporate tax rate of 35%.
(6) Core net interest margin excludes purchase accounting adjustments and was 3.58% and 3.70% for the three months ended March 31, 2017 and December 31, 2016, respectively.

            

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