EX-99.2 3 firstquarter2020-finalin.htm EX-99.2 firstquarter2020-finalin
V E R I T E X Investor Presentation 1st Quarter 2020


 
Safe Harbor Forward-looking statements This presentation contains certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on various facts and derived utilizing assumptions, current expectations, estimates and projections and are subject to known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements include, without limitation, statements relating to the expected payment date of Veritex Holdings, Inc.’s (“Veritex”) quarterly cash dividend, impact of certain changes in Veritex’s accounting policies, standards and interpretation, the effects of the COVID-19 pandemic and actions taken in response thereto, Veritex’s business and growth strategy, projected plans and objectives. Statements preceded by, followed by or that otherwise include the words “believes,” “expects,” “anticipates,” “intends,” “projects,” “estimates,” “plans” and similar expressions or future or conditional verbs such as “will,” “should,” “would,” “may” and “could” are generally forward-looking in nature and not historical facts, although not all forward-looking statements include the foregoing words. We refer you to the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of Veritex’s Annual Report on Form 10-K for the year ended December 31, 2019 and any updates to those risk factors set forth in Veritex’s Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other filings with the Securities and Exchange Commission (“SEC”), which are available on the SEC’s website at www.sec.gov. If one or more events related to these or other risks or uncertainties materialize, or if Veritex’s underlying assumptions prove to be incorrect, actual results may differ materially from what Veritex anticipates. Accordingly, you should not place undue reliance on any such forward-looking statements. Any forward-looking statement speaks only as of the date on which it is made. Veritex does not undertake any obligation, and specifically declines any obligation, to update or revise any forward-looking statements, whether as a result of new information, future developments or otherwise, except as required by law. All forward- looking statements, expressed or implied, included in this presentation are expressly qualified in their entirety by this cautionary statement. This cautionary statement should also be considered in connection with any subsequent written or oral forward-looking statements that Veritex or persons acting on Veritex’s behalf may issue. This presentation also includes industry and trade association data, forecasts and information that Veritex has prepared based, in part, upon data, forecasts and information obtained from independent trade associations, industry publications and surveys, government agencies and other information publicly available to Veritex, which information may be specific to particular markets or geographic locations. Some data is also based on Veritex's good faith estimates, which are derived from management's knowledge of the industry and independent sources. Industry publications, surveys and forecasts generally state that the information contained therein has been obtained from sources believed to be reliable. Although Veritex believes these sources are reliable, Veritex has not independently verified the information contained therein. While Veritex is not aware of any misstatements regarding the industry data presented in this presentation, Veritex's estimates involve risks and uncertainties and are subject to change based on various factors. Similarly, Veritex believes that its internal research is reliable, even though such research has not been verified by independent sources. 2


 
Risk Factor Update The novel coronavirus (“COVID-19”) and the impact of actions to mitigate it could have a material adverse effect our business, financial condition and results of operations, and such effects will depend on future developments, which are highly uncertain and are difficult to predict. COVID-19 has led to federal, state and local governments enacting various restrictions in an attempt to limit the spread of the virus, including the declaration of a federal National Emergency; multiple cities’ and states’ declarations of states of emergency; school and business closings; limitations on social or public gatherings and other social distancing measures, such as working remotely, travel restrictions, quarantines and shelter in place orders. Such measures have significantly contributed to rising unemployment and reductions in consumer and business spending. In response to the economic and financial effects of COVID-19, the Federal Reserve Board has sharply reduced interest rates and instituted quantitative easing measures as well as domestic and global capital market support programs. In addition, the Trump Administration, Congress, various federal agencies and state governments have taken measures to address the economic and social consequences of the pandemic, including the passage of the Coronavirus Aid, Relief, and Economic Security Act, or CARES Act, and the Main Street Lending Program. The CARES Act, among other things, provides certain measures to support individuals and businesses in maintaining solvency through monetary relief, including in the form of financing, loan forgiveness and automatic forbearance. Beginning in early April 2020, we began processing loan applications under the Paycheck Protection Program created under the CARES Act. The Federal Reserve’s Main Street Lending Program will offer deferred interest on 4-year loans to small and mid-sized businesses. Other banking regulatory agencies have encouraged lenders to extend additional loans, and the federal government is considering additional stimulus and support legislation focused on providing aid to various sectors, including small businesses. The full impact on our business activities as a result of new government and regulatory policies, programs and guidelines, as well as regulators’ reactions to such activities, remains uncertain. The economic effects of the COVID-19 outbreak have had a destabilizing effect on financial markets, key market indices and overall economic activity. The uncertainty regarding the duration of the pandemic and the resulting economic disruption has caused increased market volatility and may lead to an economic recession and/or a significant decrease in consumer confidence and business generally. The continuation of these conditions caused by the outbreak, including the impacts of the CARES Act and other federal and state measures, specifically with respect to loan forbearances, can be expected to adversely impact our businesses and results of operations and the operations of our borrowers, customers and business partners. In particular, these events can be expected to, among other things: . impair the ability of borrowers to repay outstanding loans or other obligations, resulting in increases in delinquencies; . impair the value of collateral securing loans (particularly with respect to real estate); . impair the value of our securities portfolio; . require an increase in our allowance for credit losses or unfunded commitments; . adversely affect the stability of our deposit base, or otherwise impair our liquidity; . reduce our wealth management revenues and the demand for our products and services; . create stress on our operations and systems associated with our participation in the Paycheck Protection Program as a result of high demand and volume of applications; . result in increased compliance risk as we become subject to new regulatory and other requirements associated with the Paycheck Protection Program and other new programs in which we participate; . impair the ability of loan guarantors to honor commitments; . negatively impact our regulatory capital ratios; . negatively impact the productivity and availability of key personnel and other employees necessary to conduct our business, and of third-party service providers who perform critical services for us, or otherwise cause operational failures due to changes in our normal business practices necessitated by the outbreak and related governmental actions; . increase cyber and payment fraud risk, given increased online and remote activity; and . broadly result in lost revenue and income. Prolonged measures by health or other governmental authorities encouraging or requiring significant restrictions on travel, assembly or other core business practices could further harm our business and those of our customers, in particular our small to medium sized business customers. Although we have business continuity plans and other safeguards in place, there is no assurance that they will be effective. The ultimate impact of these factors is highly uncertain at this time and we do not yet know the full extent of the impacts on our business, our operations or the global economy as a whole. However, the decline in economic conditions generally and a prolonged negative impact on small to medium sized businesses, in particular, due to COVID-19 may result in a material adverse effect to our business, financial condition and results of operations and may heighten many of our known risks described in the “Risk Factors” section of our Annual Report on Form 10-K for the year ended December 31, 2019. 3


 
Non-GAAP Financial Measures Veritex reports its results in accordance with United States generally accepted accounting principles (“GAAP”). However, management believes that certain supplemental non-GAAP financial measures used in managing its business provide meaningful information to investors about underlying trends in its business. Management uses these non-GAAP measures to assess the Company’s operating performance and believes that these non-GAAP measures provide information that is important to investors and that is useful in understanding Veritex’s results of operations. However, non-GAAP financial measures are supplemental and should be viewed in addition to, and not as an alternative for, Veritex’s reported results prepared in accordance with GAAP. The following are the non-GAAP measures used in this presentation: • Tangible book value per common share; • Tangible common equity to tangible assets; • Returns on average tangible common equity; • Operating net income; • Pre-tax, pre-provision operating earnings; • Diluted operating earnings per share (“EPS”); • Operating return on average assets; • Operating return on average tangible common equity; • Operating efficiency ratio; • Operating noninterest income; and • Operating noninterest expense. Please see “Reconciliation of Non-GAAP Financial Measures” at the end of this presentation for reconciliations of non-GAAP measures to the most directly comparable financial measures calculated in accordance with GAAP. 4


 
First Quarter 2020 Financial Highlights March 31, December 31, Linked Qtr Linked Qtr Balance Sheet 2020 2019 $ Change % Change Total Loans Held for Investment (“LHFI”) $ 6,225,426 $ 5,921,071 $ 304,355 5% Allowance for Credit Loss/Total LHFI, exc. MW 1 1.73% 0.52% N/M N/M Total Assets $ 8,531,624 $ 7,954,937 $ 576,687 7% Total Deposits 5,799,945 5,894,350 (94,405) (2)% Tangible Common Equity 2 8.81% 10.01% -120 bps (12)% Book Value per Common Share $ 23.19 $ 23.32 $ (0.13) (1)% Tangible Book Value per Common Share 2 14.39 14.73 (0.34) (2)% Income Statement Net Interest Income $ 67,405 $ 69,864 $ (2,459) (4)% Provision for Credit Losses and Unfunded Commit. 35,657 3,493 N/M N/M Noninterest Income 7,247 7,132 115 2% Noninterest Expense 35,545 36,284 (739) 2% Net Income 4,134 29,051 (24,917) (86)% Pre-tax Pre-Provision (“PTPP”) Operating Return 2 39,107 42,068 (2,961) (7)% Diluted EPS 0.08 0.56 (0.48) (86)% Dividends Declared per Common Share 0.17 0.17 - - Selected Ratios PTPP Operating Return on Average Assets 2 1.94% 2.07% -13 bps (6)% Efficiency Ratio 47.61% 47.12% -49 bps (1)% Return on Avg. Tangible Common Equity 2 3.27% 16.22% -13 bps (80)% ROAE (annualized) 2 1.41% 9.63% -8 bps (85)% 1 “MW” refers to Mortgage Warehouse. 2 Please refer to the “Reconciliation of Non-GAAP Financial Measures” at the end of this presentation for a description and reconciliation of these non-GAAP financial measures. 5


 
Pandemic Response


 
Business as “Unusual” Operational Response and Preparedness TOP PRIORITIES 5 • Dispersion of critical operational processes (IT, Wire, Deposit Operations, HR, Digital Banking, Factoring, Branches, Branch Operations, Loan operations, Information Security, Fraud, BSA). . Protection of life/safety of people • Increased monitoring focused on higher risk operations, enhanced remote access security and further restricted internet access. . Sustaining/supporting critical processes • Enhanced security around wire transfer execution. Communicate frequently and effectively • Flexible scheduling is being provided to those that are unable to . work from home. • Restructured loan approval process by eliminating Executive Loan . Support remote working success Committee meetings using already in place approval limits. • Implemented a Small Business Administration (“SBA”) module to . Provide seamless service to clients enable SBA team to offer Paycheck Protection Program (“PPP”) loans to small business clients. DFW • Changed debit card ordering process by sending all non-fraud Cases: 4,850 related debit card replacements to be completed through Deaths: 134 Texas outsourced provider. 4% Cases: 25,024 Deaths: 655 41% 661 Employees 55% Houston Cases: 6,235 Deaths: 102 Working at Veritex Offices Working from Home Self-isolation Source: Texas Department of State Health Services as of April 24, 2020 7


 
Taking Care of Clients and Communities Loan Deferment Program: The Loan Deferment Program addresses the significant payment challenges faced by our customers caused by the COVID-19 virus. Initially 90-day deferral of principal and/or interest Deferment Request Process Request Underwriting Senior Credit Loan Servicing Deferment Form Payment Due Deferment in Deferment Officer Reviews Preps Deferment Sent to Borrower Date Extended Writing (E-mail) Begins Underwriting Form for Execution 90 Days Number of Deferments Initiated As of April 24, 2020 204 $ of Deferments 145 CRE Retail $292.3 million 109 CRE Hospitality $189.0 million 59 CRE Office $144.3 million C&I $107.5 million 31-Mar 7-Apr 14-Apr 21-Apr CRE Warehouse $62.0 million CRE Multifamily $44.2 million Commercial NOOCRE Residential RE $33.8 million OOCRE Residential Real Estate CRE Other $14.6 million All loan deferments qualified for temporary Construction $5.3 million suspension of troubled debt restructuring Consumer $546 thousand requirements per Section 4013 of the Coronavirus Total $893.5 million Aid, Relief, and Economic Security Act % of Total Commitments 10.5% 8


 
Taking Care of Clients and Communities Paycheck Protection Program (“PPP”) As an SBA preferred lender, Veritex is participating in the CARES Act PPP loan program. As of April 24, 2020 Phase 1 Loan Status # of Loans $ of Loans SBA E-Tran Numbers Issued 1,142 $ 324.9 million Loans Funded 1,047 $ 308.0 million Average loan approximately $340 thousand; Weighted average fee – 2.89% Loan Origination Total $ This project required personnel from many areas of # of Loans the Bank to set up and work as a team to deliver these Pool Applied For results. Team members who were part of this effort include: < $350,000 $ 95,263 951 $350,000 - . SBA Department 10 $ 116,751 162 . Commercial Lending Team 36 $2,000,000 . Credit/Risk Management 8 . Loan Operations 20 > $2,000,000 $ 112,858 29 . Retail Banking 19 . IT 2 TOTAL $ 324,872 1,142 . Total Dedicated to Project 95 9


 
Credit Outlook


 
Loan Portfolio by Loan Type Commercial Outstanding: $1.8 Billion Unfunded: $575.3 Million 6% Average Loan: $763 Thousand 6% NPA: 1.05% OOCRE 29% Outstanding: $723.8 Million 12% Unfunded: $9.8 Million Average Loan: $906.3 Thousand $6.2 WA LTV: 62% NPA: 0.52% NOOCRE 9% 1 Billion Outstanding: $1.8 Billion Unfunded: $108.6 Million Average Loan: $2.8 Million 9% WA LTV: 59% NPA: 1.04% Construction 29% Outstanding: $566.5 Million Unfunded: $658.4 Million Average Loan: $1.08 Million WA LTV: 57% Commercial NOOCRE NPA: 0.14% Construction and Land 1-4 Family Residential OOCRE Mortgage Warehouse Multifamily WA % Complete: 51% Multifamily Outstanding: $388.4 Million Unfunded: $11.8 Million Average Loan: $5.2 Million 1 Total loans excludes Loans Held for Sale. WA LTV: 69% NPA: 0% 11


 
Portfolio Drill Down Hospitality Restaurant ($ in $ $ Avg. Loan ($ in $ $ Avg. Loan # # millions) Commitment Outstanding Amount millions) Commitment Outstanding Amount Term 74 $ 309.6 $ 305.4 $ 4.1 Term 97 $ 104.7 $ 95.4 $ 1.0 In-Process In-Process 6 $ 65.4 $ 9.2 $ 1.5 11 $ 10.3 $ 8.9 $ 0.8 Construction Construction SBA / USDA 47 $ 30.4 $ 29.7 $ 0.6 SBA / USDA 47 $ 11.6 $ 11.6 $ 0.3 Total 127 $ 405.4 $ 344.3 $ 2.7 Total 155 $ 126.6 $ 115.9 $ 0.7 % of Total % of Total 5.9% 2.0% Loans 1 Loans 1 • 27% Top Tier Hotels (Marriott, Hilton, Starwood, Hyatt) / 49% National • 59% Quick Service / 41% Full Service Economy Hotels (Intercontinental, Wyndham, Best Western) / 20% Luxury Boutique / 4% No Flag • A total of 80% of the portfolio is secured by real estate assets with an average LTV of 60% • Weighted average LTV of 61% on total outstanding • Approximately of exposure is located within the Bank’s primary MSAs • Approximately 80% of exposure is located within the Bank’s primary MSAs 81% • No hotel loans were non-performing as of March 31, 2020 • 3.5% 2 of restaurant loans were non-performing as of March 31, 2020 • 7 loans over $10 million each account for approximately $150 million, or 44%, of the • 6 borrowers (11 loans) account for approximately $42 million, or 36%, of the outstanding balance. Each loan has a strong national flag or iconic boutique identity. outstanding balance. All but one of these loans are secured by CRE. The one not None dependent on convention business. secured by CRE is one of the most prominent chains in DFW. • 2 relationship managers oversee overwhelming majority of this portfolio. They are • Bulk downgrade of this portfolio to Watch as of March 31, 2020 very experienced in this industry specifically. • Bulk downgrade of this portfolio to Watch as of March 31, 2020 1 Total loans excludes Loans Held for Sale and Mortgage Warehouse. 12 2 Excludes $2.2 million of purchased credit deteriorated loans that are accounted for on a pooled basis.


 
Portfolio Drill Down Energy Healthcare ($ in $ $ Avg. Loan ($ in $ $ Avg. Loan # # millions) Commitment Outstanding Amount millions) Commitment Outstanding Amount Assisted E&P 1 $ 1.3 $ 1.3 $ 1.3 9 $ 39.7 $ 38.3 $ 4.3 Living Oilfield Independent 20 $ 24.6 $ 14.4 $ 0.7 1 $ 14.6 $ 12.7 $ 12.7 Services Living Skilled Total 21 $ 26.6 $ 15.7 $ 0.8 5 $ 14.9 $ 14.9 $ 2.9 Nursing % of Total 0.3% Total 15 $ 69.2 $ 65.9 $ 4.4 Loans 1 % of Total 1.1% Loans 1 • Subsequent to quarter end, Veritex received • Weighted average LTV of 65% on total outstanding approximately $500 thousand in payments on our only • Largest Healthcare exposure is $20 million of a E&P credit syndication on 5 assisted living properties located in Texas and New Mexico and operated by a very experienced oilfield services customers with combined loan balances • 3 operator in the Houston market of approximately $8 million are backed by commercial • Second largest exposure is $14.5 million of an real estate with a current LTV of 70% independent living project located in the Dallas market with an LTV of 58% • No healthcare loans were non-performing as of March 31, 2020 1 Total loans excludes Loans Held for Sale and Mortgage Warehouse. • Healthcare detail does not include practice professionals 13


 
Portfolio Drill Down Retail Leveraged Lending ($ in $ $ Avg. Loan ($ in $ $ Avg. Loan # # millions) Commitment Outstanding Amount millions) Commitment Outstanding Amount NOOCRE Finance 129 $ 375.5 $ 354.5 $ 2.7 1 $ 11.7 $ 11.7 $ 11.7 Retail (Insurance) Construction Consumer 25 $ 150.5 $ 81.8 $ 3.3 1 $ 11.9 $ 10.8 $ 10.8 Retail Products Commercial Total 154 $ 526.0 $ 436.3 $ 2.8 Legal 1 $ 7.8 $ 6.9 $ 6.9 Services % of Total 7.5% Loans 1 Total 3 $ 31.4 $ 29.5 $ 9.8 % of Total 0.5% • $55.0 million of $ outstanding consists of Grocery Loans 1 Anchored Retail Centers • Commitments greater than $3 million per loan • Weighted average LTV of 59% on total outstanding • Leverage exceeds 3x senior debt; 4x total debt • 7 borrowers with loans in excess of $10 million with an • Proceeds used for an acquisition, buy-out or capital average LTV of 62% distribution • Approximately 78% of exposure is located within the • No leveraged lending relationships were non-performing Bank’s primary MSAs as of March 31, 2020 • No retail loans were non-performing as of March 31, 2020 • One of the leveraged lending relationships reports leverage ratios below the stated definition of a leveraged 1 Total loans excludes Loans Held for Sale and Mortgage Warehouse. loan (3x senior; 4x total debt) 14


 
Portfolio Drill Down Advances on Lines of Credit Shared National Credits (SNCs) $ $ ($ in $ $ $ Avg. Loan # March 13 th March 31 st ($ in millions) # millions) Advances Commitment Outstanding Amount Outstanding Outstanding Financial Commercial 1,093 $ 1,008.6 $ 1,050.1 $ 41.5 5 $ 151.0 $ 108.2 $ 21.6 Services Loans to Non-depos. 17 $ 132.7 $ 137.6 $ 4.9 CRE 6 $ 100.0 $ 71.3 $ 11.9 Institutions Services 2 $ 59.7 $ 46.9 $ 23.4 Total 1,110 $ 1,141.3 $ 1,187.7 $ 46.4 % of Total Commodities 2 $ 29.6 $ 19.1 $ 9.6 19.5% Loans 1 Residential 1 $ 30.6 $ 6.1 $ 6.1 RE • Advances on lines of credit increased by $67.7 million from December 31, 2019 to March 31, 2020 Total 16 $ 370.9 $ 251.6 $ 15.7 $46.4 million increase in usage of outstanding lines of % of Total • 4.3% credit from March 13, 2020 to March 31, 2020 Loans 1 • All SNC commitments are the result of direct relationships with the management/ownership of the borrowers financed • 67.8% of total commitment outstanding • August 2019 SNC Exam resulted in no downgrades • 13 different bank agents with no agent accounting for more than 2 loan relationships 1 Total loans excludes Loans Held for Sale and Mortgage Warehouse. 15


 
Asset Quality NPAs / Total Assets Past Due Trends % of Total Loans 1 ($ in millions) 0.7% 0.6% 1.00% 0.6% 0.5% 0.5% 0.80% 0.5% 0.4% 0.60% 0.3% $51.4 0.3% $43.3 0.2% $39.4 0.40% 0.2% $23.1 $17.0 0.20% 0.1% 0.0% 0.00% 1Q19 2Q19 3Q19 4Q19 1Q20 1Q19 2Q19 3Q19 4Q19 1Q20 30-59 Past Due 60-89 Past Due 90+ Past Due NPAs NPAs/Total Assets Net Charge-off Trends 0.23% 0.18% 0.14% 0.13% 0.08% 0.05% 0.05% 0.03% 0.00% 0.00% 0.00% 0.00% -0.03% 1Q19 2Q19 3Q19 4Q19 1Q20 Net Charge-offs Net Charge-off / Avg. Loans Net Charge-offs, excluding Energy / Avg. Loans 1 Total loans excludes Loans Held for Sale, Mortgage Warehouse and Non-Accrual loans. 16


 
CECL Adoption


 
18 COVID-19 1.73% $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ 0.52% 2 (236) 0.46% ACL / Total Loans /Total ACL CECL Day 1: 1.23% 1: CECL Day $ $ 5,599 $ $ 100,983 $ $ (236) $ $ 24,814 28,619 4,900 $ $ 22,651 6,172 $ $ 5,921 7,583 $ $ 72,411 323 0.43% n n each. 1Q19 2Q19 3Q19 4Q19 1Q20 0.38% January 1, January 2020 Q1 Reserve Build March 31, 2020 $ $ 106,582 $ $ 3,881 $ $ 31,776 $ $ 5,712 11,268 2,307 $ $ 2,940 2,992 $ $ 4,319 2,489 $ $ 24,753 (15) 1 January 1, January 2020 Adoption Impact $ $ 1,718 $ $ 68,971 $ $ 19,102 17,351 2,593 $ $ 19,711 3,180 $ $ 1,602 5,094 $ $ 47,658 338 d on April d on April 2020. 2, Mar. 31 Mar. 878 122 8.0%– 6.0% (2Q20 (2Q20 – 1Q21 range) (5.0%) –(5.0%) (0.9%) 9,702 27,639 ts with specific reserves millio ts specific with reserves approximately $1.7 30,712 December 31, 2019 December $ $ 70,689 $ $ 840 $ $ 39,137 $ $ 8,348 7,649 628 $ $ 19,118 (575) $ $ - 3,753 $ $ 20,019 216 2.2%- 2.9% 3.5%– 3.7% (1Q20 (1Q20 – 4Q20 range) Discounted Cash Flow Cash Discounted Texas Quarterly Forecast Assumptions Forecast Quarterly Texas GDP Texas Forecasts1 Jan. Growth (YOY) Growth Unemployment ncrease in specific reserves is a result credi result 2 is in ofaspecific reserves ncrease Commercial 10,754 CRE Multifamily 1,965 Construction and Land 3,755 1-4 Family Residential1-4 1,341 ($ inthousands) Consumer I Source: Moody’s 2Q20-1Q21 Baseline update Baseline Forecasts Moody’s 2Q20-1Q21 Source: Total Reserve Reserve Unfunded for Allowance Creditfor Loss 29,834 Pooled Loans Net Recoveries Net PCD PCD Reserves 593 Specific Reserves 1,602 Total CECL -CECL Build Reserve 1 2


 
Capital and Financial Results


 
Capital ($ in thousands) March 31, 2020 December 31, 2019 Basel III Standarized 1 CET1 capital $ 701,401 $ 742,675 CET1 capital ratio 9.5% 10.6% Leverage capital $ 730,461 $ 771,679 Leverage capital ratio 9.9% 10.2% Tier 1 capital $ 730,461 $ 771,679 Tier 1 capital ratio 9.9% 11.0% Total capital $ 918,866 $ 917,939 Total capital ratio 12.5% 13.1% Risk weighted assets $ 7,359,811 $ 7,005,619 Total assets as of March 31, 2020 $ 8,531,624 $ 7,954,937 Tangible common equity / Tangible Assets 8.81% 10.01% Ratios as of March 31, 2020 • Dividends › On April 28, 2020, declared quarterly cash dividend of $0.17 per common share payable in May 2020 12.37% 12.48% 11.31% 11.31% › Will continuously review dividend with Board of Directors 10.83% 9.92% throughout the COVID-19 pandemic 9.49% 9.53% • Stock Buyback Program › Suspended on March 16, 2020 • 2020 Return to Shareholders › QTD return of $58.3 million ($49.6 million in stock 2 Leverage Ratio Tier 1 Ratio Total Capital Ratio CET1 buyback on 2,002,211 shares and $8.7 million in common Bank VHI dividends) • Elected option to delay CECL transition impact on regulatory capital for 2 years, followed by a three-year transition period 1 Estimated capital measures inclusive of CECL capital transition provisions as of March 31, 2020. 20


 
Deposits $7 • Total deposits, excluding time deposits, decreased $94 million, or 1.6%, during the first quarter of 2020. $6 100% • Noninterest-bearing deposits totaled $1.6 billion, which $5 comprised 26.7% of total deposits as of March 31, 2020. 90% toLoan DepositRatio $4 • Excluding mortgage warehouse, the loan to deposit ratio was 80% 100.9% at March 31, 2020. $3 Reliance on less valuable time deposits has decreased from 70% • $2 36% in 1Q19 to 30% in 1Q20. 60% 2 • Cost of interest-bearing deposits, excluding deposit premium $1 accretion, declined 30 bps in 1Q20 to 1.35%. 50% $- 1Q19 2Q19 3Q19 4Q19 1Q20 Noninterest-bearing Interest-bearing Certificates and other time deposits Monthly Cost of Interest-bearing Deposits and CD Maturity Table Weekly Deposit Growth Activity FHLB Borrowings 1 1.75% Balance WA Rate 1.61% 1.59% 2Q20 601,964 1.85% 1.50% 1.52% 3Q20 314,628 1.78% 4Q20 234,026 1.95% 1.45% 1.44% 1.47% 1.44% 1Q21 226,808 1.65% 111,135 1.20% 98,670 1.25% 2Q21 117,564 2.23% 81,722 58,571 3Q21 79,518 1.83% 1.10% 4Q21 61,623 1.84% Oct-19 Nov-19 Dec-19 Jan-20 Feb-20 Mar-20 1Q22 59,047 1.72% April 3rd April 10th April 17th April 23rd Average cost of interest-bearing deposits, excluding deposit premium accretion Total 1,695,178 1.84% Growth by Week Average cost of FHLB borrowings 21 1 Average costs of interest-bearings deposits excludes $288, $248 $204, $160, $140 and $123of deposit premium accretion as of Oct. 2019, Nov. 2019, Dec. 2019, Jan. 2020, Feb. 2020 and Mar. 2020, respectively. 2 Loan to Deposit Ratio excluding mortgage warehouse.


 
Liquidity and Securities Portfolio Securities Portfolio as of March 31, 2020 Portfolio Highlights 6% 10% Wtd. Avg. Tax Equivalent Yield 3.02% 10% % Available-for-Sale 97.0% Avg. Life 5.2 yrs 43% Modified Duration 3.71 yrs 31% $ in millions Primary & Secondary Liquidity Sources Cash and Cash Equivalents $ 430,842 MUN COR CMO MBS ABS Unpledged Investment Securities 628,874 Available for Sale Portfolio Breakout FHLB Borrowing Availability 429,330 Unsecured Lines of Credit 175,000 Market Net Unrealized Security Type Book Value Value Gain (Loss) Funds Available through Fed Discount 888,560 Window Corporate $ 107,802 $ 112,096 $ 4,294 Total as of March 31, 2020 $ 2,552,606 Municipal 97,945 103,031 5,086 Mortgage-Backed Security 313,077 332,097 19,020 Available Paycheck Protection $ 324,872 Collateralized Mortgage Obligation 450,490 468,890 18,400 Program Liquidity Facility (“PPPLF”) from FRB Asset Backed Securities 64,927 68,848 3,921 $ 1,034,241 $ 1,084,962 $ 50,721 Cash and Cash Equivalents have increased by Ratings Profile $195.9 million through April 24, 2020 while S&P Moody's funding $308.0 million in PPP loans AAA 75.2% Aaa 66.8% 22 AA 0.7% Aa1 0.5%


 
Key Financial Metrics ROAA 1 Tangible Book Value per Common Share 1 $14.61 $14.73 2.40% $14.27 $14.39 2.22% 2.26% 2.07% 1.94% $13.76 1.43% 1.36% 1.36% 0.38% 0.20% 1Q19 2Q19 3Q19 4Q19 1Q20 1Q19 2Q19 3Q19 4Q19 1Q20 Reported PTPP Operating Efficiency Ratio 1 Tangible Book Value per Common Share Build 82.30% 51.49% $14.39 43.67% 47.12% 43.54% 47.61% 45.67% 43.66% 42.36% 1Q19 2Q19 3Q19 4Q19 1Q20 Reported Operating 23 1 Please refer to the “Reconciliation of Non-GAAP Financial Measures” at the end of this presentation for a description and reconciliation of these non-GAAP financial measures.


 
Net Interest Income • Net interest income of $67.4 million slightly decreased from 4Q19 $ in millions • Net interest margin of 3.67% down 14 bps compared to $72.9 $71.4 $70.9 $69.9 4Q19; 8 bps of the decline is due to lower purchase $67.4 accounting adjustments with the remainder due to rates, volume and mix • Evaluating opportunities to protect and enhance NII through new hedging and/or modifying existing positions 4.17% 4.00% Drivers of NIM decrease 3.90% 3.81% NIM Adj. NIM 3.78% 3.69% 3.67% 4Q19 Net Interest Margin 3.81% 3.47% 3.60% Impact of rates on loans (0.26) (0.19) 3.47% <0.05> 3.39% Impact of rates on interest-bearing 0.13 0.14 deposits Impact of rates on other earnings assets (0.02) (0.02) 1Q19 2Q19 3Q19 4Q19 1Q20 Impact of rates on borrowings 0.03 0.03 Net Interest Income Q4 Sub Debt Issuance (0.02) (0.02) NIM 1 Adjusted NIM (Excludes All Purchase Accounting) Other changes - (0.02) 1Q20 Net Interest Margin 3.67% 3.39% 1 Purchase accounting adjustments are primarily comprised of loan accretion and deposit premium amortization of $4.4 million and $423 thousand, respectively, in 1Q20, $5.6 million and $740 24 thousand, respectively, in 4Q19, $4.2 million and $1.2 million, respectively, in 3Q19, $3.6 million and $1.9 million, respectively, and in 2Q19, $4.1 million and $2.7 million, respectively, in 1Q19.


 
Noninterest Income/Expense (Operating) ($ in thousands) ($ in thousands) Operating Noninterest Income 1 Composition Operating Noninterest Expense 1 Composition $35,776 $9,256 $35,366 $35,545 $34,106 $8,430 $33,595 $2,091 $6,584 $6,940 $7,510 $7,570 $7,100 $1,658 $7,247 $6,559 $6,676 $2,760 $1,385 $2,696 $2,696 $218 $2,719 $2,712 $853 $2,179 $3,418 $2,615 $2,196 $2,370 $1,104 $536 $2,814 $2,750 $4,129 $4,198 $4,273 $4,014 $4,044 $2,252 $1,921 $581 $1,932 $1,278 $845 $18,885 $18,917 $18,870 $17,459 $17,530 $3,728 $3,517 $3,422 $3,667 $3,642 1Q19 2Q19 3Q19 4Q19 1Q20 1Q19 2Q19 3Q19 4Q19 1Q20 Other Gain on sale of loans Salaries and employee benefits Occupany and equipment Loan fees Professional and regulatory fees Amortization of intangibles Service charges and fees on deposit accounts Other 25 1 Please refer to the “Reconciliation of Non-GAAP Financial Measures” at the end of this presentation for a description and reconciliation of this non-GAAP financial measures.


 
Supplemental


 
Reconciliation of Non -GAAP Financial Measures As of Mar 31, 2020 Dec 31, 2019 Sep 30, 2019 Jun 30, 2019 Mar 31, 2019 (Dollars in thousands, except per share data) Tangible Common Equity Total stockholders' equity $ 1,149,269 $ 1,190,797 $ 1,205,530 $ 1,205,293 $ 1,193,705 Adjustments: Goodwill (370,840) (370,840) (370,463) (370,221) (368,268) Core deposit intangibles (65,112) (67,563) (70,014) (72,465) (74,916) Tangible common equity $ 713,317 $ 752,394 $ 765,053 $ 762,607 $ 750,521 Common shares outstanding 49,557 51,064 52,373 53,457 54,563 Book value per common share $ 23.19 $ 23.32 $ 23.02 $ 22.55 $ 21.88 Tangible book value per common share $ 14.39 $ 14.73 $ 14.61 $ 14.27 $ 13.76 As of Mar 31, 2020 Dec 31, 2019 Sep 30, 2019 Jun 30, 2019 Mar 31, 2019 (Dollars in thousands) Tangible Common Equity Total stockholders' equity $ 1,149,269 $ 1,190,797 $ 1,205,530 $ 1,205,293 $ 1,193,705 Adjustments: Goodwill (370,840) (370,840) (370,463) (370,221) (368,268) Core deposit intangibles (65,112) (67,563) (70,014) (72,465) (74,916) Tangible common equity $ 713,317 $ 752,394 $ 765,053 $ 762,607 $ 750,521 Tangible Assets Total assets $ 8,531,624 $ 7,954,937 $ 7,962,883 $ 8,010,106 $ 7,931,747 Adjustments: Goodwill (370,840) (370,840) (370,463) (370,221) (368,268) Core deposit intangibles (65,112) (67,563) (70,014) (72,465) (74,916) Tangible Assets $ 8,095,672 $ 7,516,534 $ 7,522,406 $ 7,567,420 $ 7,488,563 Tangible Common Equity to Tangible Assets 8.81 % 10.01 % 10.17 % 10.08 % 10.02 % 27


 
Reconciliation of Non -GAAP Financial Measures For the Three Months Ended Mar 31, 2020 Dec 31, 2019 Sep 30, 2019 Jun 30, 2019 Mar 31, 2019 (Dollars in thousands) Net income available for common stockholders adjusted for amortization of core deposit intangibles Net income $ 4,134 $ 29,051 $ 27,405 $ 26,876 $ 7,407 Adjustments: Plus: Amortization of core deposit intangibles 2,451 2,451 2,451 2,451 2,477 Less: Tax benefit at the statutory rate 515 515 515 515 520 Net income available for common stockholders adjusted for amortization of intangibles $ 6,070 $ 30,987 $ 29,341 $ 28,812 $ 9,364 Average Tangible Common Equity Total average stockholders' equity $ 1,183,116 $ 1,197,191 $ 1,210,147 $ 1,200,632 $ 1,190,266 Adjustments: Average goodwill (370,840) (370,463) (370,224) (369,255) (366,795) Average core deposit intangibles (66,439) (68,913) (71,355) (73,875) (76,727) Average tangible common equity $ 745,837 $ 757,815 $ 768,568 $ 757,502 $ 746,744 Return on Average Tangible Common Equity (Annualized) 3.27 % 16.22 % 15.15 % 15.26 % 5.09 % 28


 
Reconciliation of Non -GAAP Financial Measures For the Three Months Ended Mar 31, Dec 31, Sep 30, Jun 30, Mar 31, 2020 2019 2019 2019 2019 (Dollars in thousands) Operating Earnings Net income $ 4,134 $ 29,051 $ 27,405 $ 26,876 $ 7,407 Plus: Loss on sale of securities available for sale, net — 438 — 642 772 Plus: Loss on sale of disposed branch assets 1 — — — 359 — Plus: Merger and acquisition expenses — 918 1,035 5,431 31,217 Operating pre -tax income 4,134 30,407 28,440 33,308 39,396 Less: Tax impact of adjustments — (23) 217 1,351 6,717 Plus: Other M&A tax items 2 — 829 406 277 — Plus: Discrete tax adjustments 3 — (965) — — — Operating earnings $ 4,134 $ 30,294 $ 28,629 $ 32,234 $ 32,679 Weighted average diluted shares outstanding 51,056 52,263 53,873 54,929 55,439 Diluted EPS $ 0.08 $ 0.56 $ 0.51 $ 0.49 $ 0.13 Diluted operating EPS 0.08 0.58 0.53 0.59 0.59 1 Loss on sale of disposed branch assets for the three months ended June 30, 2019 is included in merger and acquisition expense in the condensed consolidated statements of income. 2 Other M&A tax items of $829 thousand, $406 thousand and $277 thousand recorded during the three months ended December 31, 201 9, September 30, 2019 and June 30, 2019, respectively, relate to permanent tax expense recognized by the Company as a result of ded uction limitations on compensation paid to covered employees in excess of the 162(m) limitation directly due to change-in-control payments made to covered employees in connection with the Green acquisition. 3 Discrete tax adjustments of $965 thousand were recorded during the fourth quarter of 2019 primarily due to the Company recording a net tax benefit of $1.6 million as a result of the Company settling an audit with the IRS. The Company released an uncertain tax position reserve that was assumed in the G reen acquisition resulting in a $2.2 million tax benefit, offset by tax expense totaling $598 thousand that were recorded due to t he Tax Cuts and Jobs Act rate change on deferred tax assets resulting from the IRS audit settlement. The net IRS settlement was offset by various discrete, non-recurring tax expenses totaling $0.6 million. 29


 
Reconciliation of Non -GAAP Financial Measures For the Three Months Ended Mar 31, Mar 31, 2020 Dec 31, 2019 Sep 30, 2019 Jun 30, 2019 2019 (Dollars in thousands) Pre-Tax, Pre-Provision Operating Earnings Net income $ 4,134 $ 29,051 $ 27,405 $ 26,876 $ 7,407 Plus: (Benefit) provision for income taxes (684) 8,168 7,595 7,369 1,989 Pus: Provision for credit losses and unfunded commi tments 35,657 3,493 9,674 3,335 5,012 Plus: Loss on sale of securities available for sale , net — 438 — 642 772 Plus: Loss on sale of disposed branch assets 1 — — — 359 — Plus: Merger and acquisition expenses — 918 1,035 5,431 31,217 Pre-tax, pre-provision operating earnings $ 39,107 $ 42,068 $ 45,709 $ 44,012 $ 46,397 Average total assets $ 8,125,782 $ 8,043,505 $ 8,009,377 $ 7,937,319 $ 7,841,267 Pre-tax, pre-provision operating return on average assets 2 1.94 % 2.07 % 2.26 % 2.22 % 2.40 % Average total assets $ 8,125,782 $ 8,043,505 $ 8,009,377 $ 7,937,319 $ 7,841,267 Return on average assets 2 0.20 % 1.43 % 1.36 % 1.36 % 0.38 % Operating return on average assets 2 0.20 1.49 1.42 1.63 1.69 Operating earnings adjusted for amortization of int angibles Operating net income $ 4,134 $ 30,294 $ 28,629 $ 32,234 $ 32,679 Adjustments: Plus: Amortization of core deposit intangibles 2,451 2,451 2,451 2,451 2,477 Less: Tax benefit at the statutory rate 515 515 515 515 520 Operating earnings adjusted for amortization of int angibles $ 6,070 $ 32,230 $ 30,565 $ 34,170 $ 34,636 Average Tangible Common Equity Total average stockholders' equity $ 1,183,116 $ 1,197,191 $ 1,210,147 $ 1,200,632 $ 1,190,266 Adjustments: Less: Average goodwill (370,840) (370,463) (370,224) (369,255) (366,795) Less: Average core deposit intangibles (66,439) (68,913) (71,355) (73,875) (76,727) Average tangible common equity $ 745,837 $ 757,815 $ 768,568 $ 757,502 $ 746,744 Operating return on average tangible common equity 2 3.27 % 16.87 % 15.78 % 18.09 % 18.81 % Efficiency ratio 47.61 % 47.12 % 43.67 % 51.49 % 82.30 % Operating efficiency ratio 47.61 % 45.67 % 42.36 % 43.66 % 43.54 % 1 Loss on sale of disposed branch assets for the thre e months ended June 30, 2019 is included in merger and acquisition expense in the condensed consolidated statements of income. 2 Annualized ratio. 30


 
Reconciliation of Non -GAAP Financial Measures As of 31-Mar-20 31-Dec-19 30-Sep-19 30-Jun-19 31-Mar-19 (Dollars in thousands, except per share data) Operating Noninterest Income Noninterest income $ 7,247 $ 7,132 $ 8,430 $ 6,034 $ 8,484 Plus: Loss on sale of securities availablefor sale, net - 438 - 642 772 Operating noninterest income $ 7,247 $ 7,570 $ 8,430 $ 6,676 $ 9,256 Operating Noninterest Expense Noninterest expense $ 35,545 $ 36,284 $ 34,630 $ 39,896 $ 66,993 Plus: Loss (gain) on sale of disposed branch assets1 - - - 359 - Plus: Merger and acquisition expenses - 918 1,035 5,431 31,217 Operating noninterest expense $ 35,545 $ 35,366 $ 33,595 $ 34,106 $ 35,776 1 Annualized ratio. Loss on sale of disposed branch assets for the three months ended June 30, 2019 is included in merger and acquisition expense within the condensed consolidated statements of income. 31


 
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