☑
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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☐
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period from to
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Wisconsin
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39-1098068
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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433 Main Street
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Green Bay,
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Wisconsin
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54301
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(Address of principal executive offices)
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(Zip Code)
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Title of each class
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Trading symbol
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Name of each exchange on which registered
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Common stock, par value $0.01 per share
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ASB
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New York Stock Exchange
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Depositary Shrs, each representing 1/40th intrst in a shr of 6.125% Non-Cum. Perp Pref Stock, Srs C
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ASB PrC
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New York Stock Exchange
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Depositary Shrs, each representing 1/40th intrst in a shr of 5.375% Non-Cum. Perp Pref Stock, Srs D
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ASB PrD
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New York Stock Exchange
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Depositary Shrs, each representing 1/40th intrst in a shr of 5.875% Non-Cum. Perp Pref Stock, Srs E
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ASB PrE
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New York Stock Exchange
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Large accelerated filer
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☑
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Accelerated filer
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☐
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Non-accelerated filer
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☐
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Smaller reporting company
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☐
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Emerging growth company
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☐
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ASSOCIATED BANC-CORP
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Table of Contents
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ASSOCIATED BANC-CORP
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Commonly Used Acronyms and Abbreviations
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The following listing provides a reference of common acronyms and abbreviations used throughout the document:
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ABS
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Asset-Backed Securities
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ALCO
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Asset / Liability Committee
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ASC
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Accounting Standards Codification
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ASU
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Accounting Standards Update
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the Bank
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Associated Bank, National Association
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Bank Mutual
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Bank Mutual Corporation
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Basel III
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International framework established by the Basel Committee on Banking Supervision for the regulation of capital and liquidity
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bp
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basis point(s)
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CD
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Certificate of Deposit
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CDI
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Core Deposit Intangibles
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CECL
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Current Expected Credit Losses
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CET1
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Common Equity Tier 1
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CMBS
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Commercial Mortgage-Backed Securities
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CMO
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Collateralized Mortgage Obligations
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Corporation
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Associated Banc-Corp collectively with all of its subsidiaries and affiliates
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CRA
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Community Reinvestment Act
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EAR
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Earnings at Risk
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FASB
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Financial Accounting Standards Board
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FDIC
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Federal Deposit Insurance Corporation
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FFELP
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Federal Family Education Loan Program
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FHLB
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Federal Home Loan Bank
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FHLMC
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Federal Home Loan Mortgage Corporation
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First Staunton
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First Staunton Bancshares, Incorporated
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FNMA
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Federal National Mortgage Association
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FTP
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Funds Transfer Pricing
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GAAP
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Generally Accepted Accounting Principles
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GNMA
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Government National Mortgage Association
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GSEs
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Government-Sponsored Enterprises
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Huntington
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The Huntington National Bank, a subsidiary of Huntington Bancshares Incorporated
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ISDA
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International Swaps and Derivatives Association, Inc.
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LIBOR
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London Interbank Offered Rate
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LTV
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Loan-to-Value
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MBS
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Mortgage-Backed Securities
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MSR
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Mortgage Servicing Rights
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MVE
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Market Value of Equity
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NII
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Net Interest Income
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NPAs
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Nonperforming Assets
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OCC
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Office of the Comptroller of the Currency
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OCI
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Other Comprehensive Income
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OREO
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Other Real Estate Owned
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Parent Company
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Associated Banc-Corp individually
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RAP
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Retirement Account Plan - the Corporation's noncontributory defined benefit retirement plan
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restricted stock awards
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Restricted common stock and restricted common stock units to certain key employees
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S&P
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Standard & Poor's
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SEC
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U.S. Securities and Exchange Commission
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Tax Act
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U.S. Tax Cuts and Jobs Act of 2017
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September 30, 2019
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December 31, 2018
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||||
(In Thousands, except share and per share data)
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(Unaudited)
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(Audited)
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||||
Assets
|
|
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|
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Cash and due from banks
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$
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523,435
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$
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507,187
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Interest-bearing deposits in other financial institutions
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236,010
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221,226
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Federal funds sold and securities purchased under agreements to resell
|
100
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148,285
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Investment securities held to maturity, at amortized cost(a)
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2,200,419
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2,740,511
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Investment securities available for sale, at fair value(a)
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3,436,289
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3,946,941
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Equity securities
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15,096
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|
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1,568
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|
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Federal Home Loan Bank and Federal Reserve Bank stocks, at cost
|
207,443
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250,534
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Residential loans held for sale
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137,655
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64,321
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Commercial loans held for sale
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11,597
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|
14,943
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Loans
|
22,754,710
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22,940,429
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Allowance for loan losses
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(214,425
|
)
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(238,023
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)
|
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Loans, net
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22,540,285
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|
22,702,406
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Bank and corporate owned life insurance
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670,739
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663,203
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Investment in unconsolidated subsidiaries
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256,220
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161,181
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|
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Premises and equipment, net
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436,268
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363,225
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Goodwill
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1,176,230
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1,169,023
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Mortgage servicing rights, net
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68,168
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68,193
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Other intangible assets, net
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91,089
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75,836
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Other assets(b)
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589,420
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516,538
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Total assets
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$
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32,596,460
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$
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33,615,122
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Liabilities and Stockholders' Equity
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Noninterest-bearing demand deposits
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$
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5,503,223
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$
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5,698,530
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Interest-bearing deposits
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18,919,339
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19,198,863
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Total deposits
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24,422,562
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24,897,393
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Federal funds purchased and securities sold under agreements to repurchase
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78,028
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111,651
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Commercial paper
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30,416
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45,423
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FHLB advances
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2,877,727
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3,574,371
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Other long-term funding
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796,799
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795,611
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Accrued expenses and other liabilities(b)
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470,073
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409,787
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Total liabilities
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28,675,605
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29,834,235
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Stockholders’ Equity
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Preferred equity
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256,716
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256,716
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Common equity
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Common stock
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1,752
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1,752
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Surplus
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1,713,971
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1,712,615
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Retained earnings
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2,341,158
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2,181,414
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Accumulated other comprehensive income (loss)
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(36,953
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)
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(124,972
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)
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Treasury stock, at cost
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(355,791
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)
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(246,638
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)
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Total common equity
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3,664,139
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3,524,171
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Total stockholders’ equity
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3,920,855
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3,780,888
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Total liabilities and stockholders’ equity
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$
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32,596,460
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$
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33,615,122
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Preferred shares issued
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264,458
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264,458
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Preferred shares authorized (par value $1.00 per share)
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750,000
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750,000
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Common shares issued
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175,216,409
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175,216,409
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Common shares authorized (par value $0.01 per share)
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250,000,000
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250,000,000
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Treasury shares of common stock
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15,925,525
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10,775,938
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Three Months Ended September 30,
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Nine Months Ended September 30,
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||||||||||||
(In Thousands, except per share data)
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2019
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2018
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2019
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2018
|
||||||||
Interest income
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|
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|
||||||||
Interest and fees on loans
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$
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248,579
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$
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249,649
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$
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768,216
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$
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716,329
|
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Interest and dividends on investment securities
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|
|
|
|
|
|
|
||||||||
Taxable
|
23,485
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|
29,895
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|
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79,248
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|
90,622
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|
||||
Tax-exempt
|
14,491
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|
|
11,883
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|
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42,950
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31,883
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|
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Other interest
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4,865
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|
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4,036
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13,086
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9,366
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|
||||
Total interest income
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291,420
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295,464
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903,500
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848,201
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|
||||
Interest expense
|
|
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|
||||||||
Interest on deposits
|
61,585
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|
|
50,116
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|
191,408
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|
|
121,959
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|
||||
Interest on federal funds purchased and securities sold under agreements to repurchase
|
145
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|
|
504
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|
|
1,058
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|
|
1,564
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|
||||
Interest on other short-term funding
|
33
|
|
|
38
|
|
|
121
|
|
|
150
|
|
||||
Interest on FHLB advances
|
15,896
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|
|
19,318
|
|
|
53,194
|
|
|
53,720
|
|
||||
Interest on long-term funding
|
7,396
|
|
|
6,095
|
|
|
22,188
|
|
|
15,183
|
|
||||
Total interest expense
|
85,054
|
|
|
76,072
|
|
|
267,969
|
|
|
192,576
|
|
||||
Net interest income
|
206,365
|
|
|
219,392
|
|
|
635,532
|
|
|
655,625
|
|
||||
Provision for credit losses
|
2,000
|
|
|
(5,000
|
)
|
|
16,000
|
|
|
(1,000
|
)
|
||||
Net interest income after provision for credit losses
|
204,365
|
|
|
224,392
|
|
|
619,532
|
|
|
656,625
|
|
||||
Noninterest income
|
|
|
|
|
|
|
|
||||||||
Insurance commissions and fees
|
20,954
|
|
|
21,636
|
|
|
69,403
|
|
|
68,279
|
|
||||
Wealth management fees(a)
|
21,015
|
|
|
21,224
|
|
|
61,885
|
|
|
62,198
|
|
||||
Service charges on deposit account fees
|
16,561
|
|
|
16,904
|
|
|
47,102
|
|
|
49,714
|
|
||||
Card-based fees
|
10,456
|
|
|
9,783
|
|
|
29,848
|
|
|
29,341
|
|
||||
Other fee-based revenue
|
5,085
|
|
|
4,307
|
|
|
14,246
|
|
|
12,559
|
|
||||
Capital markets, net
|
4,300
|
|
|
5,099
|
|
|
12,215
|
|
|
15,189
|
|
||||
Mortgage banking, net
|
10,940
|
|
|
4,012
|
|
|
25,118
|
|
|
16,640
|
|
||||
Bank and corporate owned life insurance
|
4,337
|
|
|
3,540
|
|
|
11,482
|
|
|
10,705
|
|
||||
Asset gains (losses), net(b)
|
877
|
|
|
(1,037
|
)
|
|
2,316
|
|
|
1,353
|
|
||||
Investment securities gains (losses), net
|
3,788
|
|
|
30
|
|
|
5,931
|
|
|
(1,985
|
)
|
||||
Other
|
2,537
|
|
|
2,802
|
|
|
8,344
|
|
|
7,529
|
|
||||
Total noninterest income
|
100,850
|
|
|
88,300
|
|
|
287,890
|
|
|
271,522
|
|
||||
Noninterest expense
|
|
|
|
|
|
|
|
||||||||
Personnel
|
123,170
|
|
|
124,476
|
|
|
366,449
|
|
|
366,141
|
|
||||
Technology
|
20,572
|
|
|
17,563
|
|
|
59,698
|
|
|
54,730
|
|
||||
Occupancy
|
15,164
|
|
|
14,519
|
|
|
45,466
|
|
|
44,947
|
|
||||
Business development and advertising
|
7,991
|
|
|
8,213
|
|
|
21,284
|
|
|
21,973
|
|
||||
Equipment
|
6,335
|
|
|
5,838
|
|
|
17,580
|
|
|
17,347
|
|
||||
Legal and professional
|
5,724
|
|
|
5,476
|
|
|
14,342
|
|
|
17,173
|
|
||||
Loan and foreclosure costs
|
1,638
|
|
|
2,439
|
|
|
5,599
|
|
|
5,844
|
|
||||
FDIC assessment
|
4,000
|
|
|
7,750
|
|
|
12,250
|
|
|
24,250
|
|
||||
Other intangible amortization
|
2,686
|
|
|
2,233
|
|
|
7,237
|
|
|
5,926
|
|
||||
Acquisition related costs(c)
|
1,629
|
|
|
2,271
|
|
|
5,995
|
|
|
29,983
|
|
||||
Other
|
12,021
|
|
|
13,634
|
|
|
34,479
|
|
|
40,323
|
|
||||
Total noninterest expense
|
200,930
|
|
|
204,413
|
|
|
590,380
|
|
|
628,636
|
|
||||
Income (loss) before income taxes
|
104,286
|
|
|
108,279
|
|
|
317,042
|
|
|
299,510
|
|
||||
Income tax expense
|
20,947
|
|
|
22,349
|
|
|
62,356
|
|
|
54,932
|
|
||||
Net income
|
83,339
|
|
|
85,929
|
|
|
254,686
|
|
|
244,578
|
|
||||
Preferred stock dividends
|
3,801
|
|
|
2,409
|
|
|
11,402
|
|
|
7,077
|
|
||||
Net income available to common equity
|
$
|
79,539
|
|
|
$
|
83,521
|
|
|
$
|
243,285
|
|
|
$
|
237,501
|
|
Earnings per common share
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
0.50
|
|
|
$
|
0.49
|
|
|
$
|
1.49
|
|
|
$
|
1.40
|
|
Diluted
|
$
|
0.49
|
|
|
$
|
0.48
|
|
|
$
|
1.48
|
|
|
$
|
1.38
|
|
Average common shares outstanding
|
|
|
|
|
|
|
|
||||||||
Basic
|
159,126
|
|
|
170,516
|
|
|
161,727
|
|
|
168,249
|
|
||||
Diluted
|
160,382
|
|
|
172,802
|
|
|
163,061
|
|
|
170,876
|
|
|
Three months ended
|
|
Nine months ended
|
||||||||||
|
September 30,
|
|
September 30,
|
||||||||||
($ in Thousands)
|
2019
|
2018
|
|
2019
|
2018
|
||||||||
Net income
|
$
|
83,339
|
|
$
|
85,929
|
|
|
$
|
254,686
|
|
$
|
244,578
|
|
Other comprehensive income, net of tax
|
|
|
|
|
|
||||||||
Investment securities available for sale
|
|
|
|
|
|
||||||||
Net unrealized gains (losses)
|
33,173
|
|
(21,345
|
)
|
|
123,139
|
|
(82,099
|
)
|
||||
Amortization of net unrealized (gains) losses on available for sale securities transferred to held to maturity securities
|
(8
|
)
|
(52
|
)
|
|
279
|
|
(684
|
)
|
||||
Reclassification adjustment for net losses (gains) realized in net income
|
(3,788
|
)
|
(30
|
)
|
|
(5,931
|
)
|
1,985
|
|
||||
Reclassification from OCI due to change in accounting principle
|
—
|
|
—
|
|
|
—
|
|
(84
|
)
|
||||
Reclassification of certain tax effects from OCI
|
—
|
|
—
|
|
|
—
|
|
(8,419
|
)
|
||||
Income tax (expense) benefit
|
(7,410
|
)
|
5,456
|
|
|
(29,651
|
)
|
20,796
|
|
||||
Other comprehensive income (loss) on investment securities available for sale
|
21,967
|
|
(15,971
|
)
|
|
87,836
|
|
(68,505
|
)
|
||||
Defined benefit pension and postretirement obligations
|
|
|
|
|
|
||||||||
Amortization of prior service cost
|
(36
|
)
|
(37
|
)
|
|
(111
|
)
|
(112
|
)
|
||||
Amortization of actuarial loss (gain)
|
229
|
|
551
|
|
|
357
|
|
1,480
|
|
||||
Reclassification of certain tax effects from OCI
|
—
|
|
—
|
|
|
—
|
|
(5,235
|
)
|
||||
Income tax (expense) benefit
|
(49
|
)
|
(174
|
)
|
|
(62
|
)
|
(390
|
)
|
||||
Other comprehensive income (loss) on pension and postretirement obligations
|
144
|
|
340
|
|
|
184
|
|
(4,257
|
)
|
||||
Total other comprehensive income (loss)
|
22,111
|
|
(15,631
|
)
|
|
88,020
|
|
(72,762
|
)
|
||||
Comprehensive income
|
$
|
105,450
|
|
$
|
70,298
|
|
|
$
|
342,706
|
|
$
|
171,816
|
|
(In Thousands, except per share data)
|
Preferred Equity
|
Common Stock
|
Surplus
|
Retained
Earnings
|
Accumulated
Other
Comprehensive
Income (Loss)
|
Treasury Stock
|
Total
|
||||||||||||||
Balance, December 31, 2018
|
$
|
256,716
|
|
$
|
1,752
|
|
$
|
1,712,615
|
|
$
|
2,181,414
|
|
$
|
(124,972
|
)
|
$
|
(246,638
|
)
|
$
|
3,780,888
|
|
Comprehensive income
|
|
|
|
|
|
|
|
||||||||||||||
Net income
|
—
|
|
—
|
|
—
|
|
86,686
|
|
—
|
|
—
|
|
86,686
|
|
|||||||
Other comprehensive income (loss)
|
—
|
|
—
|
|
—
|
|
—
|
|
21,597
|
|
—
|
|
21,597
|
|
|||||||
Comprehensive income
|
|
|
|
|
|
|
108,283
|
|
|||||||||||||
Common stock issued
|
|
|
|
|
|
|
|
||||||||||||||
Stock-based compensation plans, net
|
—
|
|
—
|
|
(32,220
|
)
|
—
|
|
—
|
|
39,265
|
|
7,045
|
|
|||||||
Purchase of treasury stock
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(37,467
|
)
|
(37,467
|
)
|
|||||||
Cash dividends
|
|
|
|
|
|
|
|
||||||||||||||
Common stock, $0.17 per share
|
—
|
|
—
|
|
—
|
|
(28,183
|
)
|
—
|
|
—
|
|
(28,183
|
)
|
|||||||
Preferred stock(a)
|
—
|
|
—
|
|
—
|
|
(3,801
|
)
|
—
|
|
—
|
|
(3,801
|
)
|
|||||||
Stock-based compensation expense, net
|
—
|
|
—
|
|
9,397
|
|
—
|
|
—
|
|
—
|
|
9,397
|
|
|||||||
Other
|
—
|
|
—
|
|
—
|
|
(293
|
)
|
—
|
|
—
|
|
(293
|
)
|
|||||||
Balance, March 31, 2019
|
$
|
256,716
|
|
$
|
1,752
|
|
$
|
1,689,792
|
|
$
|
2,235,824
|
|
$
|
(103,375
|
)
|
$
|
(244,840
|
)
|
$
|
3,835,870
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Comprehensive income:
|
|
|
|
|
|
|
|
||||||||||||||
Net income
|
—
|
|
—
|
|
—
|
|
84,661
|
|
—
|
|
—
|
|
84,661
|
|
|||||||
Other comprehensive income (loss)
|
—
|
|
—
|
|
—
|
|
—
|
|
44,311
|
|
—
|
|
44,311
|
|
|||||||
Comprehensive income
|
|
|
|
|
|
|
128,972
|
|
|||||||||||||
Common stock issued:
|
|
|
|
|
|
|
|
||||||||||||||
Stock-based compensation plans, net
|
—
|
|
—
|
|
(211
|
)
|
—
|
|
—
|
|
1,038
|
|
827
|
|
|||||||
Purchase of treasury stock
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(40,433
|
)
|
(40,433
|
)
|
|||||||
Cash dividends:
|
|
|
|
|
|
|
|
||||||||||||||
Common stock, $0.17 per share
|
—
|
|
—
|
|
—
|
|
(27,776
|
)
|
—
|
|
—
|
|
(27,776
|
)
|
|||||||
Preferred stock(a)
|
—
|
|
—
|
|
—
|
|
(3,801
|
)
|
—
|
|
—
|
|
(3,801
|
)
|
|||||||
Stock-based compensation expense, net
|
—
|
|
—
|
|
6,134
|
|
—
|
|
—
|
|
—
|
|
6,134
|
|
|||||||
Balance, June 30, 2019
|
$
|
256,716
|
|
$
|
1,752
|
|
$
|
1,695,715
|
|
$
|
2,288,909
|
|
$
|
(59,063
|
)
|
$
|
(284,235
|
)
|
$
|
3,899,794
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Comprehensive income:
|
|
|
|
|
|
|
|
||||||||||||||
Net income
|
—
|
|
—
|
|
—
|
|
83,339
|
|
—
|
|
—
|
|
83,339
|
|
|||||||
Other comprehensive income (loss)
|
—
|
|
—
|
|
—
|
|
—
|
|
22,111
|
|
—
|
|
22,111
|
|
|||||||
Comprehensive income
|
|
|
|
|
|
|
105,450
|
|
|||||||||||||
Common stock issued:
|
|
|
|
|
|
|
|
||||||||||||||
Stock-based compensation plans, net
|
—
|
|
—
|
|
12,561
|
|
—
|
|
—
|
|
(11,363
|
)
|
1,198
|
|
|||||||
Purchase of treasury stock
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(60,193
|
)
|
(60,193
|
)
|
|||||||
Cash dividends:
|
|
|
|
|
|
|
|
||||||||||||||
Common stock, $0.17 per share
|
—
|
|
—
|
|
—
|
|
(27,289
|
)
|
—
|
|
—
|
|
(27,289
|
)
|
|||||||
Preferred stock(a)
|
—
|
|
—
|
|
—
|
|
(3,801
|
)
|
—
|
|
—
|
|
(3,801
|
)
|
|||||||
Stock-based compensation expense, net
|
—
|
|
—
|
|
5,696
|
|
—
|
|
—
|
|
—
|
|
5,696
|
|
|||||||
Balance, September 30, 2019
|
$
|
256,716
|
|
$
|
1,752
|
|
$
|
1,713,971
|
|
$
|
2,341,158
|
|
$
|
(36,953
|
)
|
$
|
(355,791
|
)
|
$
|
3,920,855
|
|
(In Thousands, except per share data)
|
Preferred Equity
|
Common Stock
|
Surplus
|
Retained
Earnings
|
Accumulated
Other
Comprehensive
Income (Loss)
|
Treasury Stock
|
Total
|
||||||||||||||
Balance, December 31, 2017
|
$
|
159,929
|
|
$
|
1,618
|
|
$
|
1,338,722
|
|
$
|
1,934,696
|
|
$
|
(62,758
|
)
|
$
|
(134,764
|
)
|
$
|
3,237,443
|
|
Comprehensive income
|
|
|
|
|
|
|
|
||||||||||||||
Net income
|
—
|
|
—
|
|
—
|
|
69,456
|
|
—
|
|
—
|
|
69,456
|
|
|||||||
Other comprehensive income (loss)
|
—
|
|
—
|
|
—
|
|
—
|
|
(31,177
|
)
|
—
|
|
(31,177
|
)
|
|||||||
Adoption of new accounting standards
|
—
|
|
—
|
|
—
|
|
—
|
|
(13,738
|
)
|
—
|
|
(13,738
|
)
|
|||||||
Comprehensive income
|
|
|
|
|
|
|
24,541
|
|
|||||||||||||
Common stock issued
|
|
|
|
|
|
|
|
||||||||||||||
Stock-based compensation plans, net
|
—
|
|
—
|
|
(7,665
|
)
|
20,136
|
|
—
|
|
(1,780
|
)
|
10,691
|
|
|||||||
Acquisition of Bank Mutual
|
—
|
|
134
|
|
390,258
|
|
—
|
|
—
|
|
91,296
|
|
481,688
|
|
|||||||
Purchase of common stock returned to authorized but unissued
|
—
|
|
(11
|
)
|
(26,469
|
)
|
—
|
|
—
|
|
—
|
|
(26,480
|
)
|
|||||||
Purchase of treasury stock
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(5,240
|
)
|
(5,240
|
)
|
|||||||
Cash dividends
|
|
|
|
|
|
|
|
||||||||||||||
Common stock, $0.15 per share
|
—
|
|
—
|
|
—
|
|
(25,710
|
)
|
—
|
|
—
|
|
(25,710
|
)
|
|||||||
Preferred stock(b)
|
—
|
|
—
|
|
—
|
|
(2,339
|
)
|
—
|
|
—
|
|
(2,339
|
)
|
|||||||
Purchase of preferred stock
|
(76
|
)
|
—
|
|
—
|
|
(2
|
)
|
—
|
|
—
|
|
(78
|
)
|
|||||||
Stock-based compensation expense, net
|
—
|
|
—
|
|
3,675
|
|
—
|
|
—
|
|
—
|
|
3,675
|
|
|||||||
Tax Act reclassification
|
—
|
|
—
|
|
—
|
|
13,654
|
|
—
|
|
—
|
|
13,654
|
|
|||||||
Change in accounting principle
|
—
|
|
—
|
|
—
|
|
84
|
|
—
|
|
—
|
|
84
|
|
|||||||
Other
|
—
|
|
—
|
|
—
|
|
771
|
|
—
|
|
—
|
|
771
|
|
|||||||
Balance, March 31, 2018
|
$
|
159,853
|
|
$
|
1,741
|
|
$
|
1,698,521
|
|
$
|
2,010,746
|
|
$
|
(107,673
|
)
|
$
|
(50,488
|
)
|
$
|
3,712,699
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Comprehensive income:
|
|
|
|
|
|
|
|
||||||||||||||
Net income
|
—
|
|
—
|
|
—
|
|
89,192
|
|
—
|
|
—
|
|
89,192
|
|
|||||||
Other comprehensive income (loss)
|
—
|
|
—
|
|
—
|
|
—
|
|
(12,215
|
)
|
—
|
|
(12,215
|
)
|
|||||||
Comprehensive income
|
|
|
|
|
|
|
76,977
|
|
|||||||||||||
Common stock issued:
|
|
|
|
|
|
|
|
||||||||||||||
Stock-based compensation plans, net
|
—
|
|
—
|
|
1,455
|
|
(485
|
)
|
—
|
|
4,486
|
|
5,456
|
|
|||||||
Acquisition of Bank Mutual
|
—
|
|
3
|
|
6,717
|
|
—
|
|
—
|
|
—
|
|
6,720
|
|
|||||||
Purchase of common stock returned to authorized but unissued
|
—
|
|
(3
|
)
|
(6,592
|
)
|
—
|
|
—
|
|
—
|
|
(6,595
|
)
|
|||||||
Purchase of treasury stock
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(477
|
)
|
(477
|
)
|
|||||||
Cash dividends:
|
|
|
|
|
|
|
|
||||||||||||||
Common stock, $0.15 per share
|
—
|
|
—
|
|
—
|
|
(26,107
|
)
|
—
|
|
—
|
|
(26,107
|
)
|
|||||||
Preferred stock(b)
|
—
|
|
—
|
|
—
|
|
(2,329
|
)
|
—
|
|
—
|
|
(2,329
|
)
|
|||||||
Common stock warrants exercised
|
—
|
|
10
|
|
(10
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||||
Purchase of preferred stock
|
(452
|
)
|
—
|
|
—
|
|
(6
|
)
|
—
|
|
—
|
|
(459
|
)
|
|||||||
Stock-based compensation expense, net
|
—
|
|
—
|
|
4,497
|
|
—
|
|
—
|
|
—
|
|
4,497
|
|
|||||||
Other
|
—
|
|
—
|
|
—
|
|
(139
|
)
|
—
|
|
—
|
|
(139
|
)
|
|||||||
Balance, June 30, 2018
|
$
|
159,401
|
|
$
|
1,751
|
|
$
|
1,704,587
|
|
$
|
2,070,872
|
|
$
|
(119,888
|
)
|
$
|
(46,479
|
)
|
$
|
3,770,244
|
|
(In Thousands, except per share data)
|
Preferred Equity
|
Common Stock
|
Surplus
|
Retained
Earnings |
Accumulated
Other Comprehensive Income (Loss) |
Treasury Stock
|
Total
|
||||||||||||||
Balance, June 30, 2018
|
$
|
159,401
|
|
$
|
1,751
|
|
$
|
1,704,587
|
|
$
|
2,070,872
|
|
$
|
(119,888
|
)
|
$
|
(46,479
|
)
|
$
|
3,770,244
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Comprehensive income:
|
|
|
|
|
|
|
|
||||||||||||||
Net income
|
—
|
|
—
|
|
—
|
|
85,929
|
|
—
|
|
—
|
|
85,929
|
|
|||||||
Other comprehensive income (loss)
|
—
|
|
—
|
|
—
|
|
—
|
|
(15,631
|
)
|
—
|
|
(15,631
|
)
|
|||||||
Comprehensive income
|
|
|
|
|
|
|
70,298
|
|
|||||||||||||
Common stock issued:
|
|
|
|
|
|
|
|
||||||||||||||
Stock-based compensation plans, net(a)
|
—
|
|
—
|
|
(129
|
)
|
(289
|
)
|
—
|
|
1,664
|
|
1,246
|
|
|||||||
Purchase of treasury stock
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(118,663
|
)
|
(118,663
|
)
|
|||||||
Cash dividends:
|
|
|
|
|
|
|
|
||||||||||||||
Common stock, $0.15 per share
|
—
|
|
—
|
|
—
|
|
(25,614
|
)
|
—
|
|
—
|
|
(25,614
|
)
|
|||||||
Preferred stock(b) (c)
|
—
|
|
—
|
|
—
|
|
(2,409
|
)
|
—
|
|
—
|
|
(2,409
|
)
|
|||||||
Issuance of preferred stock
|
97,315
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
97,315
|
|
|||||||
Common stock warrants exercised
|
—
|
|
1
|
|
(1
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||||
Stock-based compensation expense, net
|
—
|
|
—
|
|
4,620
|
|
—
|
|
—
|
|
—
|
|
4,620
|
|
|||||||
Balance, September 30, 2018
|
$
|
256,716
|
|
$
|
1,752
|
|
$
|
1,709,078
|
|
$
|
2,128,490
|
|
$
|
(135,520
|
)
|
$
|
(163,478
|
)
|
$
|
3,797,038
|
|
|
Nine Months Ended September 30,
|
||||||
($ in Thousands)
|
2019
|
|
2018
|
||||
Cash Flow From Operating Activities
|
|
|
|
||||
Net income
|
$
|
254,686
|
|
|
$
|
244,578
|
|
Adjustments to reconcile net income to net cash provided by operating activities
|
|
|
|
||||
Provision for credit losses
|
16,000
|
|
|
(1,000
|
)
|
||
Depreciation and amortization
|
43,704
|
|
|
36,273
|
|
||
Addition to (recovery of) valuation allowance on mortgage servicing rights, net
|
177
|
|
|
(669
|
)
|
||
Amortization of mortgage servicing rights
|
8,749
|
|
|
7,143
|
|
||
Amortization of other intangible assets
|
7,237
|
|
|
5,926
|
|
||
Amortization and accretion on earning assets, funding, and other, net
|
17,607
|
|
|
(425
|
)
|
||
Net amortization of tax credit investments
|
15,512
|
|
|
14,388
|
|
||
Losses (gains) on sales of investment securities, net
|
(5,931
|
)
|
|
1,985
|
|
||
Asset (gains) losses, net
|
(2,316
|
)
|
|
(1,353
|
)
|
||
(Gain) loss on mortgage banking activities, net
|
(15,966
|
)
|
|
(4,519
|
)
|
||
Mortgage loans originated and acquired for sale
|
(824,289
|
)
|
|
(847,619
|
)
|
||
Proceeds from sales of mortgage loans held for sale
|
1,048,729
|
|
|
826,929
|
|
||
Pension Contribution
|
—
|
|
|
(41,877
|
)
|
||
Changes in certain assets and liabilities
|
|
|
|
||||
(Increase) decrease in interest receivable
|
2,476
|
|
|
(14,791
|
)
|
||
Increase (decrease) in interest payable
|
589
|
|
|
4,671
|
|
||
Increase (decrease) in expense payable
|
(15,932
|
)
|
|
41,938
|
|
||
Increase (decrease) in cash collateral
|
(8,237
|
)
|
|
37,272
|
|
||
Increase (decrease) in net derivative position
|
(109,948
|
)
|
|
(21,428
|
)
|
||
Net change in other assets and other liabilities
|
37,138
|
|
|
15,321
|
|
||
Net cash provided by (used in) operating activities
|
469,986
|
|
|
302,743
|
|
||
Cash Flow From Investing Activities
|
|
|
|
||||
Net increase in loans
|
(72,644
|
)
|
|
(322,589
|
)
|
||
Purchases of
|
|
|
|
||||
Available for sale securities
|
(460,124
|
)
|
|
(737,580
|
)
|
||
Held to maturity securities
|
(322,590
|
)
|
|
(553,258
|
)
|
||
Federal Home Loan Bank and Federal Reserve Bank stocks
|
(214,554
|
)
|
|
(267,432
|
)
|
||
Premises, equipment, and software, net of disposals
|
(50,385
|
)
|
|
(42,941
|
)
|
||
Proceeds from
|
|
|
|
||||
Sales of available for sale securities
|
1,367,450
|
|
|
601,130
|
|
||
Sale of Federal Home Loan Bank and Federal Reserve Bank stocks
|
257,646
|
|
|
231,964
|
|
||
Prepayments, calls, and maturities of available for sale investment securities
|
400,648
|
|
|
487,858
|
|
||
Prepayments, calls, and maturities of held to maturity investment securities
|
168,378
|
|
|
168,125
|
|
||
Sales, prepayments, calls, and maturities of other assets
|
6,674
|
|
|
22,132
|
|
||
Net change in tax credit and alternative investments
|
(50,117
|
)
|
|
(30,579
|
)
|
||
Net cash (paid) received in acquisition
|
551,250
|
|
|
59,472
|
|
||
Net cash provided by (used in) investing activities
|
1,581,631
|
|
|
(383,698
|
)
|
||
Cash Flow From Financing Activities
|
|
|
|
||||
Net increase (decrease) in deposits
|
(1,200,004
|
)
|
|
204,700
|
|
||
Net increase (decrease) in short-term funding
|
(48,630
|
)
|
|
(528,285
|
)
|
||
Net increase (decrease) in short-term FHLB advances
|
(685,000
|
)
|
|
121,000
|
|
||
Repayment of long-term FHLB advances
|
(763,036
|
)
|
|
(1,900,012
|
)
|
||
Proceeds from long-term FHLB advances
|
751,573
|
|
|
1,841,776
|
|
||
Proceeds from issuance of long-term funding
|
—
|
|
|
300,000
|
|
||
Proceeds from issuance of preferred shares
|
—
|
|
|
97,315
|
|
||
Proceeds from issuance of common stock for stock-based compensation plans
|
9,070
|
|
|
17,393
|
|
||
Purchase of preferred shares
|
—
|
|
|
(646
|
)
|
||
Purchase of common stock returned to authorized but unissued
|
—
|
|
|
(33,075
|
)
|
||
Purchase of treasury stock
|
(138,093
|
)
|
|
(124,380
|
)
|
||
Cash dividends on common stock
|
(83,248
|
)
|
|
(77,431
|
)
|
||
Cash dividends on preferred stock
|
(11,402
|
)
|
|
(7,077
|
)
|
||
Net cash provided by (used in) financing activities
|
(2,168,770
|
)
|
|
(88,722
|
)
|
||
Net increase (decrease) in cash, cash equivalents, and restricted cash
|
(117,154
|
)
|
|
(169,677
|
)
|
||
Cash, cash equivalents, and restricted cash at beginning of period
|
876,698
|
|
|
716,018
|
|
||
Cash, cash equivalents, and restricted cash at end of period
|
$
|
759,545
|
|
|
$
|
546,341
|
|
Supplemental disclosures of cash flow information
|
|
|
|
||||
Cash paid for interest
|
$
|
266,192
|
|
|
$
|
185,875
|
|
Cash paid for (received from) income and franchise taxes
|
38,979
|
|
|
17,335
|
|
||
Loans and bank premises transferred to OREO
|
7,734
|
|
|
20,781
|
|
||
Capitalized mortgage servicing rights
|
8,900
|
|
|
7,826
|
|
||
Loans transferred into held for sale from portfolio, net
|
326,476
|
|
|
56,550
|
|
||
Acquisition
|
|
|
|
||||
Fair value of assets acquired, including cash and cash equivalents
|
695,848
|
|
|
2,567,560
|
|
||
Fair value ascribed to goodwill and intangible assets
|
29,837
|
|
|
261,142
|
|
||
Fair value of liabilities assumed
|
725,764
|
|
|
2,340,294
|
|
||
Equity issued in (adjustments related to) acquisition
|
(79
|
)
|
|
488,408
|
|
|
Nine Months Ended September 30,
|
||||||
($ in Thousands)
|
2019
|
|
2018
|
||||
Cash and cash equivalents
|
$
|
562,798
|
|
|
$
|
457,728
|
|
Restricted cash
|
196,747
|
|
|
88,613
|
|
||
Total cash, cash equivalents, and restricted cash shown in the statement of cash flows
|
$
|
759,545
|
|
|
$
|
546,341
|
|
($ in Thousands)
|
Purchase Accounting Adjustments
|
June 14, 2019
|
||||
Assets
|
|
|
||||
Cash and cash equivalents
|
$
|
—
|
|
$
|
551,250
|
|
Loans
|
(1,552
|
)
|
116,346
|
|
||
Premises and equipment, net
|
4,800
|
|
22,430
|
|
||
Goodwill
|
|
7,286
|
|
|||
Core deposit intangibles (included in other intangible assets, net on the face of the consolidated balance sheets)
|
22,630
|
|
22,630
|
|
||
OREO (included in other assets on the face of the consolidated balance sheets)
|
(2,561
|
)
|
5,263
|
|
||
Other assets
|
—
|
|
559
|
|
||
Total assets
|
|
$
|
725,764
|
|
||
Liabilities
|
|
|
||||
Deposits
|
$
|
156
|
|
$
|
725,173
|
|
Other liabilities
|
70
|
|
590
|
|
||
Total liabilities
|
|
$
|
725,764
|
|
Standard
|
|
Description
|
|
Date of adoption
|
|
Effect on financial statements
|
ASU 2019-07
Codification Updates to SEC Sections-Amendments to SEC Paragraphs Pursuant to SEC Final Releases No. 33-10532, Disclosure Updates and Simplification, and Nos. 33-10231 and 33-10442, Investment Company Reporting Modernization, and Miscellaneous Updates
|
|
The FASB issued this amendment to align the guidance in various SEC sections of the Codification with the requirements of certain SEC final rules. This amendment became effective upon issuance.
|
|
3rd Quarter 2019
|
|
No material impact on results of operations, financial position and liquidity.
|
ASU 2019-04
Codification Improvements to Topic 326, Financial Instruments-Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments
|
|
The FASB issued this amendment to clarify certain aspects of accounting for credit losses, hedging activities, and financial instruments. Within ASU 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities, the amendment allows an entity to designate partial-term fair value hedges of interest rate risk and measure the hedged item by using an assumed maturity, clarifies that an entity can start to amortize the hedged items basis adjustment in a fair value hedge, and it requires entities to disclose for fair value hedging relationships the carrying amounts of hedged assets and liabilities and the cumulative amount of fair value hedge basis adjustments. In addition, it permits a one-time election to reclassify securities that could be used in a hedge from held to maturity to available for sale without risk of tainting the remainder of the held to maturity portfolio. For entities that have adopted the amendments in Update 2017-12 as of the issuance date of this Update, the effective date is as of the beginning of the first annual period beginning after the issuance date of this Update. For those entities, early adoption was permitted, including adoption on any date on or after the issuance of this Update.
|
|
3rd Quarter 2019
|
|
During the third quarter of 2019, the Corporation made a one-time election to transfer municipal securities with an amortized cost of $692 million from held to maturity to available for sale.
|
ASU-2018-15 Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract
|
|
The FASB issued an amendment which aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The amendments in this Update require an entity (customer) in a hosting arrangement that is a service contract to follow the guidance in Subtopic 350-40 to determine which implementation costs to capitalize as an asset related to the service contract and which costs to expense. The amendments also require the entity (customer) to expense the capitalized implementation costs of a hosting arrangement that is a service contract over the term of the hosting arrangement. The amendment is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Entities were required to apply the amendment either retrospectively or prospectively to all implementation costs incurred after the date of adoption. Early adoption was permitted.
|
|
1st Quarter 2019
|
|
The Corporation elected to early adopt this amendment using the prospective approach. No material impact on results of operation, financial position or liquidity.
|
Standard
|
|
Description
|
|
Date of adoption
|
|
Effect on financial statements
|
ASU 2018-09 Codification Improvements
|
|
The FASB issued an amendment which affects a wide variety of Topics in the Codification. The amendments apply to all reporting entities within the scope of the affected accounting guidance. The amendments in this Update represent changes to clarify, correct errors in, or make minor improvements to the Codification. The amendments make the Codification easier to understand and easier to apply by eliminating inconsistencies and providing clarifications. The transition and effective date guidance is based on the facts and circumstances of each amendment. Some of the amendments in this Update did not require transition guidance and were effective upon issuance of this Update. However, many of the amendments in this Update did have transition guidance with effective dates for annual periods beginning after December 15, 2018. There are some conforming amendments in this Update that have been made to recently issued guidance that is not yet effective that may require application of the transition and effective date guidance in the original ASU.
|
|
1st Quarter 2019
|
|
No material impact on results of operations, financial position and liquidity.
|
ASU 2016-02 Leases (Topic 842)
|
|
The FASB issued an amendment to provide transparency and comparability among organizations by recognizing lease assets and lease liabilities on the consolidated balance sheets and disclosing key information about leasing arrangements. This amendment required lessees to recognize the following for all leases (with the exception of short-term leases) at the commencement date: 1) a lease liability, which is a lessee's obligation to make lease payments arising from a lease, measured on a discounted basis; and 2) a right-of-use asset, which is an asset that represents the lessee's right to use, or control the use of, a specified asset for the lease term. Under the new guidance, lessor accounting is largely unchanged. This amendment was effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2018. Entities are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The modified retrospective approach includes a number of optional practical expedients that entities could elect to apply. These practical expedients relate to the identification and classification of leases that commenced before the effective date, initial direct costs for leases that commenced before the effective date, and the ability to use hindsight in evaluating lessee options to extend or terminate a lease or to purchase the underlying asset. Early adoption was permitted. ASU 2018-01 permits an entity to elect an optional transition practical expedient to not evaluate under Topic 842 land easements that exist or expired before the entity's adoption of Topic 842. ASU 2018-10 was issued as improvements and clarifications of ASU 2016-02 were identified. This Update provides clarification on narrow aspects of the previously issued Updates. ASU 2018-11 was issued to provide entities with an additional (and optional) transition method to adopt the new leases standard under ASU 2016-02. ASU 2019-01 was issued to assist in determining the fair value of underlying asset by lessors, address the presentation to the statements of cash flows, and clarify transition disclosures related to Topic 250.
|
|
1st Quarter 2019
|
|
The Corporation has adopted this amendment utilizing a modified retrospective approach. At adoption, a right-of-use asset and corresponding lease liability were recognized on the consolidated balance sheets for $52 million and $56 million, respectively. See Note 18 for expanded disclosure requirements.
|
Standard
|
|
Description
|
|
Date of anticipated adoption
|
|
Effect on financial statements
|
ASU 2016-13 Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments
|
|
The FASB issued an amendment to replace the current incurred loss impairment methodology. Under the new guidance, entities will be required to measure expected credit losses by utilizing forward-looking information to assess an entity's allowance for credit losses. The guidance also requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The measurement of expected credit losses is based on relevant information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. An entity must use judgment in determining the relevant information and estimation methods that are appropriate in its circumstances. This amendment is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. Entities should apply the amendment by means of a cumulative-effect adjustment to retained earnings as of the beginning of the fiscal year of adoption. ASU 2018-19 was issued to clarify that receivables arising from operating leases are not within the scope of Subtopic 326-20. Instead, impairment of receivables arising from operating leases should be accounted for in accordance with Topic 842, Leases. ASU 2019-04 was issued and provides entities alternatives for measurement of accrued interest receivable, clarifies the steps entities should take when recording the transfer of loans or debt securities between measurement classifications or categories and clarifies that entities should include expected recoveries on financial assets. ASU 2019-05 was issued to provide entities that have certain instruments within the scope of Subtopic 320-20 with an option to irrevocably elect the fair value option in Subtopic 825-10. Early adoption is permitted.
|
|
1st Quarter 2020
|
|
The Corporation has developed a CECL allowance model which calculates reserves over the life of the loan and is largely driven by portfolio characteristics, risk-grading, economic outlook, and key methodology assumptions. Those assumptions are based upon the existing probability of default and loss given default framework and existing DFAST systems. The Corporation will utilize a single economic forecast over a 1-year reasonable and supportable forecast period with 1-year straight-line reversion to historical losses. The Corporation's cross functional team is currently performing parallel testing and sensitivity analysis and will refine the model as needed. The Corporation anticipates a 30-40% increase in the allowance for credit losses from projected year-end 2019 levels. A majority of the increase is the result of economic uncertainty. The total estimated impact equates to an approximately 25 bp net, after tax, reduction in expected tangible common equity. The Corporation anticipates increases in the longer dated portfolios and decreases in the shorter dated portfolios. The Corporation is in the process of finalizing model validations and approval of all models and assumptions through the steering committee which may have an impact on the estimate provided. The overall estimate for CECL is largely dependent on the composition of the portfolio, credit quality and economic conditions and forecasts at the time of adoption.
|
Standard
|
|
Description
|
|
Date of anticipated adoption
|
|
Effect on financial statements
|
ASU 2018-13 Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement
|
|
The FASB issued an amendment to add, modify, and remove disclosure requirements on fair value measurements in Topic 820, Fair Value Measurement, based on the FASB Concepts Statement "Conceptual Framework for Financial Reporting", including the consideration of costs and benefits. The amendment is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date. Early adoption is permitted.
|
|
1st Quarter 2020
|
|
The Corporation is currently evaluating the impact on its results of operations, financial position and liquidity.
|
ASU 2017-04 Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment
|
|
The FASB issued an amendment to simplify the subsequent quantitative measurement of goodwill by eliminating step two from the goodwill impairment test. Instead, an entity will perform only step one of its quantitative goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount, and then recognizing an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. An entity will still have the option to perform a qualitative assessment for a reporting unit to determine if the quantitative step one impairment test is necessary. This amendment is effective for annual or interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Entities should apply the amendment prospectively. Early adoption is permitted, including in an interim period, for impairment tests performed after January 1, 2017.
|
|
2nd Quarter 2020, consistent with the Corporation's annual impairment test in May of each year.
|
|
The Corporation is currently evaluating the impact on its results of operations, financial position, and liquidity. The Corporation has not had to perform a step one quantitative analysis since 2012, which concluded no impairment was necessary.
|
ASU 2018-14
Compensation—Retirement Benefits—Defined Benefit Plans—General (Subtopic 715-20): Disclosure Framework—Changes to the Disclosure Requirements for Defined Benefit Plans |
|
The FASB issued an amendment to modify the disclosure requirements for employers that sponsor defined benefit pension or other postretirement plans. The amendments also added requirements to disclose the weighted-average interest crediting rates for cash balance plans and other plans with promised interest crediting rates and an explanation of the reasons for significant gains and losses related to changes in the benefit obligation for the period. The amendment also clarifies the disclosure requirements in paragraph 715-20-50-3, which states that certain information for defined benefit pension plans should be disclosed. The amendments in this Update remove disclosures that no longer are considered cost beneficial, clarify the specific requirements of disclosures, and add disclosure requirements identified as relevant. The amendment is effective for fiscal years ending after December 15, 2020. Entities should apply the amendments in this Update on a retrospective basis to all periods presented. Early adoption is permitted.
|
|
1st Quarter 2021
|
|
The Corporation is currently evaluating the impact on its results of operations, financial position and liquidity.
|
|
For the Three Months Ended September 30,
|
For the Nine Months Ended September 30,
|
||||||||||||
(In Thousands, except per share data)
|
2019
|
|
2018
|
2019
|
|
2018
|
||||||||
Net income
|
$
|
83,339
|
|
|
$
|
85,929
|
|
$
|
254,686
|
|
|
$
|
244,578
|
|
Preferred stock dividends
|
(3,801
|
)
|
|
(2,409
|
)
|
(11,402
|
)
|
|
(7,077
|
)
|
||||
Net income available to common equity
|
$
|
79,539
|
|
|
$
|
83,521
|
|
$
|
243,285
|
|
|
$
|
237,501
|
|
Common shareholder dividends
|
(27,091
|
)
|
|
(25,486
|
)
|
(82,741
|
)
|
|
(77,035
|
)
|
||||
Unvested share-based payment awards
|
(198
|
)
|
|
(128
|
)
|
(506
|
)
|
|
(396
|
)
|
||||
Undistributed earnings
|
$
|
52,250
|
|
|
$
|
57,907
|
|
$
|
160,037
|
|
|
$
|
160,070
|
|
Undistributed earnings allocated to common shareholders
|
51,870
|
|
|
57,620
|
|
158,970
|
|
|
159,297
|
|
||||
Undistributed earnings allocated to unvested share-based payment awards
|
380
|
|
|
288
|
|
1,067
|
|
|
772
|
|
||||
Undistributed earnings
|
$
|
52,250
|
|
|
$
|
57,907
|
|
$
|
160,037
|
|
|
$
|
160,070
|
|
Basic
|
|
|
|
|
|
|
||||||||
Distributed earnings to common shareholders
|
$
|
27,091
|
|
|
$
|
25,486
|
|
$
|
82,741
|
|
|
$
|
77,035
|
|
Undistributed earnings allocated to common shareholders
|
51,870
|
|
|
57,620
|
|
158,970
|
|
|
159,297
|
|
||||
Total common shareholders earnings, basic
|
$
|
78,961
|
|
|
$
|
83,106
|
|
$
|
241,711
|
|
|
$
|
236,332
|
|
Diluted
|
|
|
|
|
|
|
||||||||
Distributed earnings to common shareholders
|
$
|
27,091
|
|
|
$
|
25,486
|
|
$
|
82,741
|
|
|
$
|
77,035
|
|
Undistributed earnings allocated to common shareholders
|
51,870
|
|
|
57,620
|
|
158,970
|
|
|
159,297
|
|
||||
Total common shareholders earnings, diluted
|
$
|
78,961
|
|
|
$
|
83,106
|
|
$
|
241,711
|
|
|
$
|
236,332
|
|
Weighted average common shares outstanding
|
159,126
|
|
|
170,516
|
|
161,727
|
|
|
168,249
|
|
||||
Effect of dilutive common stock awards
|
1,256
|
|
|
2,188
|
|
1,334
|
|
|
2,101
|
|
||||
Effect of dilutive common stock warrants
|
—
|
|
|
98
|
|
—
|
|
|
526
|
|
||||
Diluted weighted average common shares outstanding
|
160,382
|
|
|
172,802
|
|
163,061
|
|
|
170,876
|
|
||||
Basic earnings per common share
|
$
|
0.50
|
|
|
$
|
0.49
|
|
$
|
1.49
|
|
|
$
|
1.40
|
|
Diluted earnings per common share
|
$
|
0.49
|
|
|
$
|
0.48
|
|
$
|
1.48
|
|
|
$
|
1.38
|
|
|
2019
|
|
2018
|
||
Dividend yield
|
3.30
|
%
|
|
2.50
|
%
|
Risk-free interest rate
|
2.60
|
%
|
|
2.60
|
%
|
Weighted average expected volatility
|
24.00
|
%
|
|
22.00
|
%
|
Weighted average expected life
|
5.75 years
|
|
|
5.75 years
|
|
Weighted average per share fair value of options
|
$4.00
|
|
$4.47
|
Stock Options
|
Shares(a)
|
Weighted Average
Exercise Price
|
Weighted Average Remaining Contractual Term
|
Aggregate Intrinsic Value(a)
|
|||||
Outstanding at December 31, 2018
|
5,281
|
|
$
|
19.09
|
|
6.18
|
$
|
12,392
|
|
Granted
|
1,050
|
|
22.77
|
|
|
|
|||
Exercised
|
(498
|
)
|
15.57
|
|
|
|
|||
Forfeited or expired
|
(114
|
)
|
22.42
|
|
|
|
|||
Outstanding at September 30, 2019
|
5,718
|
|
$
|
20.01
|
|
6.43
|
$
|
11,541
|
|
Options Exercisable at September 30, 2019
|
3,535
|
|
$
|
18.12
|
|
5.14
|
$
|
10,901
|
|
Restricted Stock Awards
|
Shares(a)
|
|
Weighted Average
Grant Date Fair Value
|
|||
Outstanding at December 31, 2018
|
1,993
|
|
|
$
|
21.92
|
|
Granted
|
1,172
|
|
|
22.20
|
|
|
Vested
|
(693
|
)
|
|
20.56
|
|
|
Forfeited
|
(67
|
)
|
|
23.85
|
|
|
Outstanding at September 30, 2019
|
2,405
|
|
|
$
|
22.39
|
|
($ in Thousands)
|
Amortized
Cost
|
|
Gross
Unrealized
Gains
|
|
Gross
Unrealized
(Losses)
|
|
Fair Value
|
|||||||||
Investment securities available for sale
|
|
|
|
|
|
|
|
|||||||||
Obligations of state and political subdivisions (municipal securities)(a)
|
$
|
535,977
|
|
|
$
|
17,441
|
|
|
$
|
—
|
|
|
$
|
553,418
|
|
|
Residential mortgage-related securities
|
|
|
|
|
|
|
|
|||||||||
FNMA / FHLMC
|
141,678
|
|
|
1,657
|
|
|
(326
|
)
|
|
143,009
|
|
|||||
GNMA
|
1,075,922
|
|
|
5,983
|
|
|
(1,322
|
)
|
|
1,080,584
|
|
|||||
Private-label
|
749
|
|
|
9
|
|
|
—
|
|
|
758
|
|
|||||
Commercial mortgage-related securities
|
|
|
|
|
|
|
|
|||||||||
FNMA / FHLMC
|
19,996
|
|
|
1,795
|
|
|
—
|
|
|
21,791
|
|
|||||
GNMA
|
1,363,848
|
|
|
10,095
|
|
|
(9,996
|
)
|
|
1,363,948
|
|
|||||
FFELP asset backed securities
|
272,871
|
|
|
40
|
|
|
(3,123
|
)
|
|
269,789
|
|
|||||
Other debt securities
|
3,000
|
|
|
—
|
|
|
(7
|
)
|
|
2,993
|
|
|||||
Total investment securities available for sale
|
$
|
3,414,042
|
|
|
$
|
37,021
|
|
|
$
|
(14,774
|
)
|
|
$
|
3,436,289
|
|
|
Investment securities held to maturity
|
|
|
|
|
|
|
|
|||||||||
U. S. Treasury securities
|
$
|
999
|
|
|
$
|
21
|
|
|
$
|
—
|
|
|
$
|
1,019
|
|
|
Obligations of state and political subdivisions (municipal securities)(a)
|
1,346,234
|
|
|
73,235
|
|
|
(733
|
)
|
|
1,418,736
|
|
|||||
Residential mortgage-related securities
|
|
|
|
|
|
|
|
|||||||||
FNMA / FHLMC
|
86,140
|
|
|
1,467
|
|
|
(17
|
)
|
|
87,590
|
|
|||||
GNMA
|
295,370
|
|
|
4,832
|
|
|
(94
|
)
|
|
300,108
|
|
|||||
GNMA commercial mortgage-related securities
|
471,675
|
|
|
7,115
|
|
|
(4,959
|
)
|
|
473,832
|
|
|||||
Total investment securities held to maturity
|
$
|
2,200,419
|
|
|
$
|
86,669
|
|
|
$
|
(5,803
|
)
|
|
$
|
2,281,285
|
|
($ in Thousands)
|
Amortized
Cost |
|
Gross
Unrealized Gains |
|
Gross
Unrealized (Losses) |
|
Fair Value
|
|||||||||
Investment securities available for sale
|
|
|
|
|
|
|
|
|||||||||
U. S. Treasury securities
|
$
|
1,000
|
|
|
$
|
—
|
|
|
$
|
(1
|
)
|
|
$
|
999
|
|
|
Residential mortgage-related securities
|
|
|
|
|
|
|
|
|||||||||
FNMA / FHLMC
|
296,296
|
|
|
2,466
|
|
|
(3,510
|
)
|
|
295,252
|
|
|||||
GNMA
|
2,169,943
|
|
|
473
|
|
|
(41,885
|
)
|
|
2,128,531
|
|
|||||
Private-label
|
1,007
|
|
|
—
|
|
|
(4
|
)
|
|
1,003
|
|
|||||
GNMA commercial mortgage-related securities
|
1,273,309
|
|
|
—
|
|
|
(52,512
|
)
|
|
1,220,797
|
|
|||||
FFELP asset backed securities
|
297,347
|
|
|
711
|
|
|
(698
|
)
|
|
297,360
|
|
|||||
Other debt securities
|
3,000
|
|
|
—
|
|
|
—
|
|
|
3,000
|
|
|||||
Total investment securities available for sale
|
$
|
4,041,902
|
|
|
$
|
3,649
|
|
|
$
|
(98,610
|
)
|
|
$
|
3,946,941
|
|
|
Investment securities held to maturity
|
|
|
|
|
|
|
|
|||||||||
Obligations of state and political subdivisions (municipal securities)
|
$
|
1,790,683
|
|
|
$
|
8,255
|
|
|
$
|
(15,279
|
)
|
|
$
|
1,783,659
|
|
|
Residential mortgage-related securities
|
|
|
|
|
|
|
|
|||||||||
FNMA / FHLMC
|
92,788
|
|
|
169
|
|
|
(1,795
|
)
|
|
91,162
|
|
|||||
GNMA
|
351,606
|
|
|
1,611
|
|
|
(8,181
|
)
|
|
345,035
|
|
|||||
GNMA commercial mortgage-related securities
|
505,434
|
|
|
7,559
|
|
|
(22,579
|
)
|
|
490,414
|
|
|||||
Total investment securities held to maturity
|
$
|
2,740,511
|
|
|
$
|
17,593
|
|
|
$
|
(47,835
|
)
|
|
$
|
2,710,271
|
|
|
Available for Sale
|
|
Held to Maturity
|
||||||||||||
($ in Thousands)
|
Amortized
Cost
|
|
Fair
Value
|
|
Amortized
Cost
|
|
Fair
Value
|
||||||||
Due in one year or less
|
$
|
3,045
|
|
|
$
|
3,049
|
|
|
$
|
29,063
|
|
|
$
|
29,208
|
|
Due after one year through five years
|
24,894
|
|
|
25,227
|
|
|
91,045
|
|
|
92,075
|
|
||||
Due after five years through ten years
|
295,533
|
|
|
304,383
|
|
|
128,365
|
|
|
132,716
|
|
||||
Due after ten years
|
215,505
|
|
|
223,752
|
|
|
1,098,760
|
|
|
1,165,757
|
|
||||
Total debt securities
|
538,977
|
|
|
556,411
|
|
|
1,347,233
|
|
|
1,419,755
|
|
||||
Residential mortgage-related securities
|
|
|
|
|
|
|
|
||||||||
FNMA / FHLMC
|
141,678
|
|
|
143,009
|
|
|
86,140
|
|
|
87,590
|
|
||||
GNMA
|
1,075,922
|
|
|
1,080,584
|
|
|
295,370
|
|
|
300,108
|
|
||||
Private-label
|
749
|
|
|
758
|
|
|
—
|
|
|
—
|
|
||||
Commercial mortgage-related securities
|
|
|
|
|
|
|
|
||||||||
FNMA / FHLMC
|
19,996
|
|
|
21,791
|
|
|
—
|
|
|
—
|
|
||||
GNMA
|
1,363,848
|
|
|
1,363,948
|
|
|
471,675
|
|
|
473,832
|
|
||||
FFELP asset backed securities
|
272,871
|
|
|
269,789
|
|
|
—
|
|
|
—
|
|
||||
Total investment securities
|
$
|
3,414,042
|
|
|
$
|
3,436,289
|
|
|
$
|
2,200,419
|
|
|
$
|
2,281,285
|
|
Ratio of fair value to amortized cost
|
|
|
100.7
|
%
|
|
|
|
103.7
|
%
|
|
Nine Months Ended September 30,
|
||||||
($ in Thousands)
|
2019
|
|
2018
|
||||
Gross gains on available for sale securities
|
$
|
6,347
|
|
|
$
|
1,954
|
|
Gross gains on held to maturity securities
|
—
|
|
|
—
|
|
||
Total gains
|
6,347
|
|
|
1,954
|
|
||
Gross (losses) on available for sale securities
|
(13,861
|
)
|
|
(3,938
|
)
|
||
Gross (losses) on held to maturity securities
|
—
|
|
|
—
|
|
||
Total (losses)
|
(13,861
|
)
|
|
(3,938
|
)
|
||
Write-up of equity securities without readily determinable fair values
|
13,444
|
|
|
—
|
|
||
Investment securities gains (losses), net
|
$
|
5,931
|
|
|
$
|
(1,985
|
)
|
Proceeds from sales of investment securities
|
$
|
1,367,450
|
|
|
$
|
601,130
|
|
|
Less than 12 months
|
|
12 months or more
|
|
Total
|
||||||||||||||||||||||||
($ in Thousands)
|
Number
of
Securities
|
|
Unrealized
(Losses)
|
|
Fair
Value
|
|
Number
of
Securities
|
|
Unrealized
(Losses)
|
|
Fair
Value
|
|
Unrealized
(Losses)
|
|
Fair
Value
|
||||||||||||||
Investment securities available for sale
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Obligations of state and political subdivisions (municipal securities)
|
1
|
|
|
$
|
—
|
|
|
$
|
348
|
|
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
348
|
|
Residential mortgage-related securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
FNMA / FHLMC
|
6
|
|
|
(38
|
)
|
|
21,554
|
|
|
10
|
|
|
(289
|
)
|
|
65,798
|
|
|
(326
|
)
|
|
87,352
|
|
||||||
GNMA
|
4
|
|
|
(440
|
)
|
|
67,563
|
|
|
3
|
|
|
(881
|
)
|
|
86,930
|
|
|
(1,322
|
)
|
|
154,493
|
|
||||||
GNMA commercial mortgage-related securities
|
15
|
|
|
(420
|
)
|
|
179,281
|
|
|
44
|
|
|
(9,576
|
)
|
|
653,148
|
|
|
(9,996
|
)
|
|
832,429
|
|
||||||
FFELP asset backed securities
|
18
|
|
|
(2,853
|
)
|
|
241,852
|
|
|
2
|
|
|
(270
|
)
|
|
13,213
|
|
|
(3,123
|
)
|
|
255,065
|
|
||||||
Other debt securities
|
3
|
|
|
(7
|
)
|
|
2,993
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(7
|
)
|
|
2,993
|
|
||||||
Total
|
47
|
|
|
$
|
(3,758
|
)
|
|
$
|
513,592
|
|
|
59
|
|
|
$
|
(11,016
|
)
|
|
$
|
819,089
|
|
|
$
|
(14,774
|
)
|
|
$
|
1,332,681
|
|
Investment securities held to maturity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Obligations of state and political subdivisions (municipal securities)
|
25
|
|
|
$
|
(705
|
)
|
|
$
|
34,087
|
|
|
10
|
|
|
$
|
(28
|
)
|
|
$
|
3,846
|
|
|
$
|
(733
|
)
|
|
$
|
37,934
|
|
Residential mortgage-related securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
FNMA / FHLMC
|
3
|
|
|
(8
|
)
|
|
3,674
|
|
|
1
|
|
|
(9
|
)
|
|
840
|
|
|
(17
|
)
|
|
4,514
|
|
||||||
GNMA
|
1
|
|
|
(25
|
)
|
|
6,490
|
|
|
8
|
|
|
(69
|
)
|
|
6,938
|
|
|
(94
|
)
|
|
13,429
|
|
||||||
GNMA commercial mortgage-related securities
|
2
|
|
|
(56
|
)
|
|
29,467
|
|
|
21
|
|
|
(4,903
|
)
|
|
390,602
|
|
|
(4,959
|
)
|
|
420,069
|
|
||||||
Total
|
31
|
|
|
$
|
(794
|
)
|
|
$
|
73,718
|
|
|
40
|
|
|
$
|
(5,009
|
)
|
|
$
|
402,227
|
|
|
$
|
(5,803
|
)
|
|
$
|
475,945
|
|
|
Less than 12 months
|
|
12 months or more
|
|
Total
|
||||||||||||||||||||||||
($ in Thousands)
|
Number
of Securities |
|
Unrealized
(Losses) |
|
Fair
Value |
|
Number
of Securities |
|
Unrealized
(Losses) |
|
Fair
Value |
|
Unrealized
(Losses) |
|
Fair
Value |
||||||||||||||
Investment securities available for sale
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
U.S. Treasury securities
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
1
|
|
|
$
|
(1
|
)
|
|
$
|
999
|
|
|
$
|
(1
|
)
|
|
$
|
999
|
|
Residential mortgage-related securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
FNMA / FHLMC
|
15
|
|
|
(31
|
)
|
|
17,993
|
|
|
17
|
|
|
(3,479
|
)
|
|
189,405
|
|
|
(3,510
|
)
|
|
207,398
|
|
||||||
GNMA
|
12
|
|
|
(4,529
|
)
|
|
452,183
|
|
|
79
|
|
|
(37,355
|
)
|
|
1,598,159
|
|
|
(41,885
|
)
|
|
2,050,342
|
|
||||||
Private-label
|
1
|
|
|
(4
|
)
|
|
1,003
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4
|
)
|
|
1,003
|
|
||||||
GNMA commercial mortgage-related securities
|
—
|
|
|
—
|
|
|
—
|
|
|
93
|
|
|
(52,512
|
)
|
|
1,220,854
|
|
|
(52,512
|
)
|
|
1,220,854
|
|
||||||
FFELP asset backed securities
|
13
|
|
|
(698
|
)
|
|
142,432
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(698
|
)
|
|
142,432
|
|
||||||
Total
|
41
|
|
|
$
|
(5,262
|
)
|
|
$
|
613,612
|
|
|
190
|
|
|
$
|
(93,347
|
)
|
|
$
|
3,009,417
|
|
|
$
|
(98,610
|
)
|
|
$
|
3,623,028
|
|
Investment securities held to maturity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Obligations of state and political subdivisions (municipal securities)
|
272
|
|
|
$
|
(2,860
|
)
|
|
$
|
313,212
|
|
|
752
|
|
|
$
|
(12,419
|
)
|
|
$
|
509,374
|
|
|
$
|
(15,279
|
)
|
|
$
|
822,586
|
|
Residential mortgage-related securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
FNMA / FHLMC
|
13
|
|
|
(780
|
)
|
|
57,896
|
|
|
22
|
|
|
(1,015
|
)
|
|
28,888
|
|
|
(1,795
|
)
|
|
86,784
|
|
||||||
GNMA
|
13
|
|
|
(414
|
)
|
|
19,822
|
|
|
66
|
|
|
(7,767
|
)
|
|
320,387
|
|
|
(8,181
|
)
|
|
340,209
|
|
||||||
GNMA commercial mortgage-related securities
|
—
|
|
|
—
|
|
|
—
|
|
|
25
|
|
|
(22,579
|
)
|
|
490,414
|
|
|
(22,579
|
)
|
|
490,414
|
|
||||||
Total
|
298
|
|
|
$
|
(4,053
|
)
|
|
$
|
390,929
|
|
|
865
|
|
|
$
|
(43,780
|
)
|
|
$
|
1,349,063
|
|
|
$
|
(47,835
|
)
|
|
$
|
1,739,992
|
|
($ in Thousands)
|
September 30, 2019
|
|
December 31, 2018
|
||||
Commercial and industrial
|
$
|
7,495,623
|
|
|
$
|
7,398,044
|
|
Commercial real estate — owner occupied
|
915,524
|
|
|
920,443
|
|
||
Commercial and business lending
|
8,411,147
|
|
|
8,318,487
|
|
||
Commercial real estate — investor
|
3,803,277
|
|
|
3,751,554
|
|
||
Real estate construction
|
1,356,508
|
|
|
1,335,031
|
|
||
Commercial real estate lending
|
5,159,784
|
|
|
5,086,585
|
|
||
Total commercial
|
13,570,932
|
|
|
13,405,072
|
|
||
Residential mortgage
|
7,954,801
|
|
|
8,277,712
|
|
||
Home equity
|
879,642
|
|
|
894,473
|
|
||
Other consumer
|
349,335
|
|
|
363,171
|
|
||
Total consumer
|
9,183,778
|
|
|
9,535,357
|
|
||
Total loans(a)(b)
|
$
|
22,754,710
|
|
|
$
|
22,940,429
|
|
($ in Thousands)
|
Pass
|
|
Special Mention
|
|
Potential Problem
|
|
Nonaccrual
|
|
Total
|
||||||||||
Commercial and industrial
|
$
|
7,293,226
|
|
|
$
|
86,434
|
|
|
$
|
59,427
|
|
|
$
|
56,536
|
|
|
$
|
7,495,623
|
|
Commercial real estate - owner occupied
|
866,287
|
|
|
26,546
|
|
|
22,624
|
|
|
68
|
|
|
915,524
|
|
|||||
Commercial and business lending
|
8,159,513
|
|
|
112,980
|
|
|
82,051
|
|
|
56,604
|
|
|
8,411,147
|
|
|||||
Commercial real estate - investor
|
3,634,780
|
|
|
114,343
|
|
|
49,353
|
|
|
4,800
|
|
|
3,803,277
|
|
|||||
Real estate construction
|
1,332,930
|
|
|
22,492
|
|
|
544
|
|
|
542
|
|
|
1,356,508
|
|
|||||
Commercial real estate lending
|
4,967,710
|
|
|
136,835
|
|
|
49,897
|
|
|
5,342
|
|
|
5,159,784
|
|
|||||
Total commercial
|
13,127,223
|
|
|
249,815
|
|
|
131,948
|
|
|
61,946
|
|
|
13,570,932
|
|
|||||
Residential mortgage
|
7,896,073
|
|
|
430
|
|
|
1,242
|
|
|
57,056
|
|
|
7,954,801
|
|
|||||
Home equity
|
868,854
|
|
|
961
|
|
|
—
|
|
|
9,828
|
|
|
879,642
|
|
|||||
Other consumer
|
348,498
|
|
|
728
|
|
|
—
|
|
|
109
|
|
|
349,335
|
|
|||||
Total consumer
|
9,113,424
|
|
|
2,119
|
|
|
1,242
|
|
|
66,993
|
|
|
9,183,778
|
|
|||||
Total loans(a)
|
$
|
22,240,647
|
|
|
$
|
251,934
|
|
|
$
|
133,189
|
|
|
$
|
128,939
|
|
|
$
|
22,754,710
|
|
($ in Thousands)
|
Pass
|
|
Special Mention
|
|
Potential Problem
|
|
Nonaccrual
|
|
Total
|
||||||||||
Commercial and industrial
|
$
|
7,162,370
|
|
|
$
|
78,075
|
|
|
$
|
116,578
|
|
|
$
|
41,021
|
|
|
$
|
7,398,044
|
|
Commercial real estate - owner occupied
|
854,265
|
|
|
6,257
|
|
|
55,964
|
|
|
3,957
|
|
|
920,443
|
|
|||||
Commercial and business lending
|
8,016,635
|
|
|
84,332
|
|
|
172,542
|
|
|
44,978
|
|
|
8,318,487
|
|
|||||
Commercial real estate - investor
|
3,653,642
|
|
|
28,479
|
|
|
67,481
|
|
|
1,952
|
|
|
3,751,554
|
|
|||||
Real estate construction
|
1,321,447
|
|
|
8,771
|
|
|
3,834
|
|
|
979
|
|
|
1,335,031
|
|
|||||
Commercial real estate lending
|
4,975,089
|
|
|
37,249
|
|
|
71,315
|
|
|
2,931
|
|
|
5,086,585
|
|
|||||
Total commercial
|
12,991,724
|
|
|
121,582
|
|
|
243,856
|
|
|
47,909
|
|
|
13,405,072
|
|
|||||
Residential mortgage
|
8,203,729
|
|
|
434
|
|
|
5,975
|
|
|
67,574
|
|
|
8,277,712
|
|
|||||
Home equity
|
880,808
|
|
|
1,223
|
|
|
103
|
|
|
12,339
|
|
|
894,473
|
|
|||||
Other consumer
|
362,343
|
|
|
749
|
|
|
—
|
|
|
79
|
|
|
363,171
|
|
|||||
Total consumer
|
9,446,881
|
|
|
2,406
|
|
|
6,078
|
|
|
79,992
|
|
|
9,535,357
|
|
|||||
Total loans
|
$
|
22,438,605
|
|
|
$
|
123,988
|
|
|
$
|
249,935
|
|
|
$
|
127,901
|
|
|
$
|
22,940,429
|
|
|
Accruing
|
|
|
|
|
||||||||||||||||||
($ in Thousands)
|
Current
|
|
30-59 Days
Past Due
|
|
60-89 Days
Past Due
|
|
90 Days or
More
Past Due
|
|
Nonaccrual(a)
|
|
Total
|
||||||||||||
Commercial and industrial
|
$
|
7,438,395
|
|
|
$
|
220
|
|
|
$
|
206
|
|
|
$
|
266
|
|
|
$
|
56,536
|
|
|
$
|
7,495,623
|
|
Commercial real estate - owner occupied
|
912,810
|
|
|
2,646
|
|
|
—
|
|
|
—
|
|
|
68
|
|
|
915,524
|
|
||||||
Commercial and business lending
|
8,351,205
|
|
|
2,867
|
|
|
206
|
|
|
266
|
|
|
56,604
|
|
|
8,411,147
|
|
||||||
Commercial real estate - investor
|
3,797,840
|
|
|
—
|
|
|
636
|
|
|
—
|
|
|
4,800
|
|
|
3,803,277
|
|
||||||
Real estate construction
|
1,355,371
|
|
|
571
|
|
|
24
|
|
|
—
|
|
|
542
|
|
|
1,356,508
|
|
||||||
Commercial real estate lending
|
5,153,211
|
|
|
571
|
|
|
661
|
|
|
—
|
|
|
5,342
|
|
|
5,159,784
|
|
||||||
Total commercial
|
13,504,416
|
|
|
3,438
|
|
|
866
|
|
|
266
|
|
|
61,946
|
|
|
13,570,932
|
|
||||||
Residential mortgage
|
7,889,681
|
|
|
7,866
|
|
|
197
|
|
|
—
|
|
|
57,056
|
|
|
7,954,801
|
|
||||||
Home equity
|
865,017
|
|
|
3,837
|
|
|
961
|
|
|
—
|
|
|
9,828
|
|
|
879,642
|
|
||||||
Other consumer
|
345,303
|
|
|
1,321
|
|
|
881
|
|
|
1,720
|
|
|
109
|
|
|
349,335
|
|
||||||
Total consumer
|
9,100,001
|
|
|
13,025
|
|
|
2,038
|
|
|
1,720
|
|
|
66,993
|
|
|
9,183,778
|
|
||||||
Total loans(b)
|
$
|
22,604,417
|
|
|
$
|
16,462
|
|
|
$
|
2,905
|
|
|
$
|
1,986
|
|
|
$
|
128,939
|
|
|
$
|
22,754,710
|
|
|
Accruing
|
|
|
|
|
||||||||||||||||||
($ in Thousands)
|
Current
|
|
30-59 Days
Past Due
|
|
60-89 Days
Past Due
|
|
90 Days or
More
Past Due
|
|
Nonaccrual(a)
|
|
Total
|
||||||||||||
Commercial and industrial
|
$
|
7,356,187
|
|
|
$
|
187
|
|
|
$
|
338
|
|
|
$
|
311
|
|
|
$
|
41,021
|
|
|
$
|
7,398,044
|
|
Commercial real estate - owner occupied
|
913,787
|
|
|
2,580
|
|
|
119
|
|
|
—
|
|
|
3,957
|
|
|
920,443
|
|
||||||
Commercial and business lending
|
8,269,974
|
|
|
2,767
|
|
|
457
|
|
|
311
|
|
|
44,978
|
|
|
8,318,487
|
|
||||||
Commercial real estate - investor
|
3,745,835
|
|
|
2,954
|
|
|
813
|
|
|
—
|
|
|
1,952
|
|
|
3,751,554
|
|
||||||
Real estate construction
|
1,333,722
|
|
|
330
|
|
|
—
|
|
|
—
|
|
|
979
|
|
|
1,335,031
|
|
||||||
Commercial real estate lending
|
5,079,557
|
|
|
3,284
|
|
|
813
|
|
|
—
|
|
|
2,931
|
|
|
5,086,585
|
|
||||||
Total commercial
|
13,349,531
|
|
|
6,051
|
|
|
1,270
|
|
|
311
|
|
|
47,909
|
|
|
13,405,072
|
|
||||||
Residential mortgage
|
8,200,432
|
|
|
9,272
|
|
|
434
|
|
|
—
|
|
|
67,574
|
|
|
8,277,712
|
|
||||||
Home equity
|
876,085
|
|
|
4,826
|
|
|
1,223
|
|
|
—
|
|
|
12,339
|
|
|
894,473
|
|
||||||
Other consumer
|
358,970
|
|
|
1,401
|
|
|
868
|
|
|
1,853
|
|
|
79
|
|
|
363,171
|
|
||||||
Total consumer
|
9,435,487
|
|
|
15,499
|
|
|
2,525
|
|
|
1,853
|
|
|
79,992
|
|
|
9,535,357
|
|
||||||
Total loans
|
$
|
22,785,019
|
|
|
$
|
21,550
|
|
|
$
|
3,795
|
|
|
$
|
2,165
|
|
|
$
|
127,901
|
|
|
$
|
22,940,429
|
|
($ in Thousands)
|
Recorded
Investment |
|
Unpaid
Principal Balance |
|
Related
Allowance |
|
Average
Recorded Investment |
|
Interest
Income Recognized |
||||||||||
Loans with a related allowance
|
|
|
|
|
|
|
|
|
|
||||||||||
Commercial and industrial
|
$
|
48,597
|
|
|
$
|
59,132
|
|
|
$
|
17,791
|
|
|
$
|
45,439
|
|
|
$
|
1,003
|
|
Commercial real estate — owner occupied
|
1,912
|
|
|
1,919
|
|
|
19
|
|
|
1,988
|
|
|
78
|
|
|||||
Commercial and business lending
|
50,510
|
|
|
61,051
|
|
|
17,811
|
|
|
47,427
|
|
|
1,081
|
|
|||||
Commercial real estate — investor
|
1,400
|
|
|
2,575
|
|
|
101
|
|
|
780
|
|
|
21
|
|
|||||
Real estate construction
|
409
|
|
|
490
|
|
|
56
|
|
|
419
|
|
|
21
|
|
|||||
Commercial real estate lending
|
1,809
|
|
|
3,066
|
|
|
157
|
|
|
1,199
|
|
|
42
|
|
|||||
Total commercial
|
52,319
|
|
|
64,116
|
|
|
17,968
|
|
|
48,626
|
|
|
1,123
|
|
|||||
Residential mortgage
|
24,621
|
|
|
25,783
|
|
|
3,824
|
|
|
27,173
|
|
|
623
|
|
|||||
Home equity
|
3,604
|
|
|
4,011
|
|
|
1,313
|
|
|
6,796
|
|
|
136
|
|
|||||
Other consumer
|
1,244
|
|
|
1,246
|
|
|
187
|
|
|
1,246
|
|
|
1
|
|
|||||
Total consumer
|
29,468
|
|
|
31,041
|
|
|
5,323
|
|
|
35,214
|
|
|
760
|
|
|||||
Total loans with a related allowance
|
$
|
81,787
|
|
|
$
|
95,157
|
|
|
$
|
23,291
|
|
|
$
|
83,840
|
|
|
$
|
1,883
|
|
Loans with no related allowance
|
|
|
|
|
|
|
|
|
|
||||||||||
Commercial and industrial
|
$
|
21,971
|
|
|
$
|
59,697
|
|
|
$
|
—
|
|
|
$
|
14,448
|
|
|
$
|
—
|
|
Commercial real estate — owner occupied
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Commercial and business lending
|
21,971
|
|
|
59,697
|
|
|
—
|
|
|
14,448
|
|
|
—
|
|
|||||
Commercial real estate — investor
|
3,705
|
|
|
3,705
|
|
|
—
|
|
|
637
|
|
|
159
|
|
|||||
Real estate construction
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Commercial real estate lending
|
3,705
|
|
|
3,705
|
|
|
—
|
|
|
637
|
|
|
159
|
|
|||||
Total commercial
|
25,675
|
|
|
63,402
|
|
|
—
|
|
|
15,086
|
|
|
159
|
|
|||||
Residential mortgage
|
11,418
|
|
|
11,732
|
|
|
—
|
|
|
8,732
|
|
|
279
|
|
|||||
Home equity
|
1,044
|
|
|
1,063
|
|
|
—
|
|
|
1,017
|
|
|
18
|
|
|||||
Other consumer
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Total consumer
|
12,462
|
|
|
12,795
|
|
|
—
|
|
|
9,749
|
|
|
297
|
|
|||||
Total loans with no related allowance
|
$
|
38,138
|
|
|
$
|
76,197
|
|
|
$
|
—
|
|
|
$
|
24,835
|
|
|
$
|
456
|
|
Total
|
|
|
|
|
|
|
|
|
|
||||||||||
Commercial and industrial
|
$
|
70,568
|
|
|
$
|
118,829
|
|
|
$
|
17,791
|
|
|
$
|
59,887
|
|
|
$
|
1,003
|
|
Commercial real estate — owner occupied
|
1,912
|
|
|
1,919
|
|
|
19
|
|
|
1,988
|
|
|
78
|
|
|||||
Commercial and business lending
|
72,480
|
|
|
120,748
|
|
|
17,811
|
|
|
61,875
|
|
|
1,081
|
|
|||||
Commercial real estate — investor
|
5,104
|
|
|
6,280
|
|
|
101
|
|
|
1,417
|
|
|
180
|
|
|||||
Real estate construction
|
409
|
|
|
490
|
|
|
56
|
|
|
419
|
|
|
21
|
|
|||||
Commercial real estate lending
|
5,514
|
|
|
6,770
|
|
|
157
|
|
|
1,836
|
|
|
201
|
|
|||||
Total commercial
|
77,994
|
|
|
127,518
|
|
|
17,968
|
|
|
63,712
|
|
|
1,282
|
|
|||||
Residential mortgage
|
36,039
|
|
|
37,515
|
|
|
3,824
|
|
|
35,905
|
|
|
902
|
|
|||||
Home equity
|
4,648
|
|
|
5,075
|
|
|
1,313
|
|
|
7,812
|
|
|
154
|
|
|||||
Other consumer
|
1,244
|
|
|
1,246
|
|
|
187
|
|
|
1,246
|
|
|
1
|
|
|||||
Total consumer
|
41,931
|
|
|
43,836
|
|
|
5,323
|
|
|
44,964
|
|
|
1,056
|
|
|||||
Total loans(a)
|
$
|
119,925
|
|
|
$
|
171,354
|
|
|
$
|
23,291
|
|
|
$
|
108,675
|
|
|
$
|
2,338
|
|
($ in Thousands)
|
Recorded
Investment
|
|
Unpaid
Principal
Balance
|
|
Related
Allowance
|
|
Average
Recorded
Investment
|
|
Interest
Income
Recognized
|
||||||||||
Loans with a related allowance
|
|
|
|
|
|
|
|
|
|
||||||||||
Commercial and industrial
|
$
|
40,747
|
|
|
$
|
42,131
|
|
|
$
|
5,721
|
|
|
$
|
52,461
|
|
|
$
|
1,167
|
|
Commercial real estate — owner occupied
|
2,080
|
|
|
2,087
|
|
|
24
|
|
|
2,179
|
|
|
104
|
|
|||||
Commercial and business lending
|
42,827
|
|
|
44,218
|
|
|
5,745
|
|
|
54,640
|
|
|
1,271
|
|
|||||
Commercial real estate — investor
|
799
|
|
|
805
|
|
|
28
|
|
|
827
|
|
|
38
|
|
|||||
Real estate construction
|
510
|
|
|
589
|
|
|
75
|
|
|
533
|
|
|
32
|
|
|||||
Commercial real estate lending
|
1,309
|
|
|
1,394
|
|
|
103
|
|
|
1,360
|
|
|
70
|
|
|||||
Total commercial
|
44,136
|
|
|
45,612
|
|
|
5,848
|
|
|
56,000
|
|
|
1,341
|
|
|||||
Residential mortgage
|
41,691
|
|
|
45,149
|
|
|
6,023
|
|
|
42,687
|
|
|
1,789
|
|
|||||
Home equity
|
9,601
|
|
|
10,539
|
|
|
3,312
|
|
|
10,209
|
|
|
566
|
|
|||||
Other consumer
|
1,181
|
|
|
1,183
|
|
|
121
|
|
|
1,184
|
|
|
3
|
|
|||||
Total consumer
|
52,473
|
|
|
56,871
|
|
|
9,456
|
|
|
54,080
|
|
|
2,358
|
|
|||||
Total loans with a related allowance
|
$
|
96,609
|
|
|
$
|
102,483
|
|
|
$
|
15,304
|
|
|
$
|
110,079
|
|
|
$
|
3,699
|
|
Loans with no related allowance
|
|
|
|
|
|
|
|
|
|
||||||||||
Commercial and industrial
|
$
|
22,406
|
|
|
$
|
45,024
|
|
|
$
|
—
|
|
|
$
|
21,352
|
|
|
$
|
(344
|
)
|
Commercial real estate — owner occupied
|
3,772
|
|
|
4,823
|
|
|
—
|
|
|
3,975
|
|
|
—
|
|
|||||
Commercial and business lending
|
26,178
|
|
|
49,847
|
|
|
—
|
|
|
25,327
|
|
|
(344
|
)
|
|||||
Commercial real estate — investor
|
1,585
|
|
|
2,820
|
|
|
—
|
|
|
980
|
|
|
68
|
|
|||||
Real estate construction
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Commercial real estate lending
|
1,585
|
|
|
2,820
|
|
|
—
|
|
|
980
|
|
|
68
|
|
|||||
Total commercial
|
27,763
|
|
|
52,667
|
|
|
—
|
|
|
26,307
|
|
|
(276
|
)
|
|||||
Residential mortgage
|
8,795
|
|
|
9,074
|
|
|
—
|
|
|
8,790
|
|
|
203
|
|
|||||
Home equity
|
523
|
|
|
542
|
|
|
—
|
|
|
530
|
|
|
—
|
|
|||||
Other consumer
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Total consumer
|
9,318
|
|
|
9,616
|
|
|
—
|
|
|
9,320
|
|
|
203
|
|
|||||
Total loans with no related allowance
|
$
|
37,081
|
|
|
$
|
62,283
|
|
|
$
|
—
|
|
|
$
|
35,627
|
|
|
$
|
(73
|
)
|
Total
|
|
|
|
|
|
|
|
|
|
||||||||||
Commercial and industrial
|
$
|
63,153
|
|
|
$
|
87,155
|
|
|
$
|
5,721
|
|
|
$
|
73,813
|
|
|
$
|
823
|
|
Commercial real estate — owner occupied
|
5,852
|
|
|
6,910
|
|
|
24
|
|
|
6,154
|
|
|
104
|
|
|||||
Commercial and business lending
|
69,005
|
|
|
94,065
|
|
|
5,745
|
|
|
79,967
|
|
|
927
|
|
|||||
Commercial real estate — investor
|
2,384
|
|
|
3,625
|
|
|
28
|
|
|
1,807
|
|
|
106
|
|
|||||
Real estate construction
|
510
|
|
|
589
|
|
|
75
|
|
|
533
|
|
|
32
|
|
|||||
Commercial real estate lending
|
2,894
|
|
|
4,214
|
|
|
103
|
|
|
2,340
|
|
|
138
|
|
|||||
Total commercial
|
71,899
|
|
|
98,279
|
|
|
5,848
|
|
|
82,307
|
|
|
1,065
|
|
|||||
Residential mortgage
|
50,486
|
|
|
54,223
|
|
|
6,023
|
|
|
51,477
|
|
|
1,992
|
|
|||||
Home equity
|
10,124
|
|
|
11,081
|
|
|
3,312
|
|
|
10,739
|
|
|
566
|
|
|||||
Other consumer
|
1,181
|
|
|
1,183
|
|
|
121
|
|
|
1,184
|
|
|
3
|
|
|||||
Total consumer
|
61,791
|
|
|
66,487
|
|
|
9,456
|
|
|
63,400
|
|
|
2,561
|
|
|||||
Total loans(a)
|
$
|
133,690
|
|
|
$
|
164,766
|
|
|
$
|
15,304
|
|
|
$
|
145,707
|
|
|
$
|
3,626
|
|
|
September 30, 2019
|
|
December 31, 2018
|
||||||||||||
($ in Thousands)
|
Performing
Restructured
Loans
|
|
Nonaccrual
Restructured
Loans(a)
|
|
Performing
Restructured
Loans
|
|
Nonaccrual
Restructured
Loans(a)
|
||||||||
Commercial and industrial
|
$
|
15,398
|
|
|
$
|
—
|
|
|
$
|
25,478
|
|
|
$
|
249
|
|
Commercial real estate — owner occupied
|
1,912
|
|
|
—
|
|
|
2,080
|
|
|
—
|
|
||||
Commercial real estate — investor
|
304
|
|
|
461
|
|
|
799
|
|
|
933
|
|
||||
Real estate construction
|
227
|
|
|
182
|
|
|
311
|
|
|
198
|
|
||||
Residential mortgage
|
3,228
|
|
|
14,090
|
|
|
16,036
|
|
|
22,279
|
|
||||
Home equity
|
2,017
|
|
|
1,559
|
|
|
7,385
|
|
|
2,627
|
|
||||
Other consumer
|
1,243
|
|
|
1
|
|
|
1,174
|
|
|
6
|
|
||||
Total restructured loans(b)
|
$
|
24,329
|
|
|
$
|
16,293
|
|
|
$
|
53,263
|
|
|
$
|
26,292
|
|
|
Nine Months Ended September 30, 2019
|
|
Nine Months Ended September 30, 2018
|
||||||||||||||||||
($ in Thousands)
|
Number
of
Loans
|
|
Recorded
Investment(a)
|
|
Unpaid
Principal
Balance(b)
|
|
Number
of
Loans
|
|
Recorded
Investment(a)
|
|
Unpaid
Principal
Balance(b)
|
||||||||||
Commercial and industrial
|
1
|
|
|
$
|
185
|
|
|
$
|
185
|
|
|
6
|
|
|
$
|
1,954
|
|
|
$
|
1,995
|
|
Commercial real estate — investor
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
958
|
|
|
1,022
|
|
||||
Residential mortgage
|
47
|
|
|
6,785
|
|
|
6,863
|
|
|
29
|
|
|
5,655
|
|
|
5,733
|
|
||||
Home equity
|
18
|
|
|
520
|
|
|
520
|
|
|
32
|
|
|
1,552
|
|
|
1,582
|
|
||||
Other consumer
|
1
|
|
|
9
|
|
|
9
|
|
|
3
|
|
|
19
|
|
|
21
|
|
||||
Total loans modified
|
67
|
|
|
$
|
7,500
|
|
|
$
|
7,577
|
|
|
71
|
|
|
$
|
10,138
|
|
|
$
|
10,353
|
|
|
Nine Months Ended September 30, 2019
|
|
Nine Months Ended September 30, 2018
|
||||||||||
($ in Thousands)
|
Number of
Loans
|
|
Recorded
Investment
|
|
Number of
Loans
|
|
Recorded
Investment
|
||||||
Commercial and industrial
|
—
|
|
|
$
|
—
|
|
|
3
|
|
|
$
|
—
|
|
Commercial real estate — investor
|
1
|
|
|
461
|
|
|
—
|
|
|
—
|
|
||
Residential mortgage
|
27
|
|
|
4,528
|
|
|
12
|
|
|
2,579
|
|
||
Home equity
|
19
|
|
|
538
|
|
|
28
|
|
|
1,599
|
|
||
Total loans modified
|
47
|
|
|
$
|
5,526
|
|
|
43
|
|
|
$
|
4,178
|
|
($ in Thousands)
|
Commercial and
industrial |
Commercial real estate - owner occupied
|
Commercial real estate -
investor |
Real estate
construction |
Residential
mortgage |
Home
equity |
Other
consumer |
Total
|
||||||||||||||||
December 31, 2018
|
$
|
108,835
|
|
$
|
9,255
|
|
$
|
40,844
|
|
$
|
28,240
|
|
$
|
25,595
|
|
$
|
19,266
|
|
$
|
5,988
|
|
$
|
238,023
|
|
Charge offs
|
(49,845
|
)
|
(222
|
)
|
—
|
|
(60
|
)
|
(1,754
|
)
|
(1,605
|
)
|
(4,074
|
)
|
(57,560
|
)
|
||||||||
Recoveries
|
10,322
|
|
2,795
|
|
31
|
|
230
|
|
539
|
|
1,878
|
|
667
|
|
16,462
|
|
||||||||
Net Charge offs
|
(39,523
|
)
|
2,573
|
|
31
|
|
170
|
|
(1,215
|
)
|
273
|
|
(3,407
|
)
|
(41,098
|
)
|
||||||||
Provision for loan losses
|
36,419
|
|
(3,229
|
)
|
(971
|
)
|
(4,960
|
)
|
(5,757
|
)
|
(7,690
|
)
|
3,688
|
|
17,500
|
|
||||||||
September 30, 2019
|
$
|
105,730
|
|
$
|
8,599
|
|
$
|
39,904
|
|
$
|
23,451
|
|
$
|
18,623
|
|
$
|
11,849
|
|
$
|
6,269
|
|
$
|
214,425
|
|
Allowance for loan losses
|
|
|
|
|
|
|
|
|
||||||||||||||||
Individually evaluated for impairment
|
$
|
17,791
|
|
$
|
19
|
|
$
|
101
|
|
$
|
56
|
|
$
|
3,824
|
|
$
|
1,313
|
|
$
|
187
|
|
$
|
23,291
|
|
Collectively evaluated for impairment
|
87,939
|
|
8,579
|
|
39,803
|
|
23,395
|
|
14,799
|
|
10,536
|
|
6,082
|
|
191,133
|
|
||||||||
Total allowance for loan losses
|
$
|
105,730
|
|
$
|
8,599
|
|
$
|
39,904
|
|
$
|
23,451
|
|
$
|
18,623
|
|
$
|
11,849
|
|
$
|
6,269
|
|
$
|
214,425
|
|
Loans
|
|
|
|
|
|
|
|
|
||||||||||||||||
Individually evaluated for impairment
|
$
|
70,568
|
|
$
|
1,912
|
|
$
|
5,104
|
|
$
|
409
|
|
$
|
36,039
|
|
$
|
4,648
|
|
$
|
1,244
|
|
$
|
119,925
|
|
Collectively evaluated for impairment
|
7,424,690
|
|
912,935
|
|
3,798,039
|
|
1,356,088
|
|
7,918,265
|
|
874,968
|
|
348,091
|
|
22,633,075
|
|
||||||||
Acquired and accounted for under ASC 310-30(a)
|
365
|
|
677
|
|
134
|
|
11
|
|
497
|
|
26
|
|
—
|
|
1,710
|
|
||||||||
Total loans
|
$
|
7,495,623
|
|
$
|
915,524
|
|
$
|
3,803,277
|
|
$
|
1,356,508
|
|
$
|
7,954,801
|
|
$
|
879,642
|
|
$
|
349,335
|
|
$
|
22,754,710
|
|
($ in Thousands)
|
Commercial and
industrial |
Commercial real estate - owner occupied
|
Commercial real estate -
investor |
Real estate
construction |
Residential
mortgage |
Home
equity |
Other
consumer |
Total
|
||||||||||||||||
December 31, 2017
|
$
|
123,068
|
|
$
|
10,352
|
|
$
|
41,059
|
|
$
|
34,370
|
|
$
|
29,607
|
|
$
|
22,126
|
|
$
|
5,298
|
|
$
|
265,880
|
|
Charge offs
|
(30,837
|
)
|
(1,363
|
)
|
(7,914
|
)
|
(298
|
)
|
(1,627
|
)
|
(3,236
|
)
|
(5,261
|
)
|
(50,536
|
)
|
||||||||
Recoveries
|
13,714
|
|
639
|
|
668
|
|
446
|
|
1,271
|
|
2,628
|
|
812
|
|
20,179
|
|
||||||||
Net Charge offs
|
(17,123
|
)
|
(724
|
)
|
(7,246
|
)
|
149
|
|
(355
|
)
|
(608
|
)
|
(4,448
|
)
|
(30,358
|
)
|
||||||||
Provision for loan losses
|
2,890
|
|
(373
|
)
|
7,031
|
|
(6,279
|
)
|
(3,657
|
)
|
(2,252
|
)
|
5,138
|
|
2,500
|
|
||||||||
December 31, 2018
|
$
|
108,835
|
|
$
|
9,255
|
|
$
|
40,844
|
|
$
|
28,240
|
|
$
|
25,595
|
|
$
|
19,266
|
|
$
|
5,988
|
|
$
|
238,023
|
|
Allowance for loan losses
|
|
|
|
|
|
|
|
|
||||||||||||||||
Individually evaluated for impairment
|
$
|
5,721
|
|
$
|
24
|
|
$
|
28
|
|
$
|
75
|
|
$
|
6,023
|
|
$
|
3,312
|
|
$
|
121
|
|
$
|
15,304
|
|
Collectively evaluated for impairment
|
103,114
|
|
9,231
|
|
40,816
|
|
28,165
|
|
19,572
|
|
15,954
|
|
5,867
|
|
222,719
|
|
||||||||
Total allowance for loan losses
|
$
|
108,835
|
|
$
|
9,255
|
|
$
|
40,844
|
|
$
|
28,240
|
|
$
|
25,595
|
|
$
|
19,266
|
|
$
|
5,988
|
|
$
|
238,023
|
|
Loans
|
|
|
|
|
|
|
|
|
||||||||||||||||
Individually evaluated for impairment
|
$
|
63,153
|
|
$
|
5,852
|
|
$
|
2,384
|
|
$
|
510
|
|
$
|
50,486
|
|
$
|
10,124
|
|
$
|
1,181
|
|
$
|
133,690
|
|
Collectively evaluated for impairment
|
7,331,898
|
|
913,708
|
|
3,748,883
|
|
1,334,500
|
|
8,226,642
|
|
884,266
|
|
361,990
|
|
22,801,887
|
|
||||||||
Acquired and accounted for under ASC 310-30(a)
|
2,994
|
|
883
|
|
287
|
|
21
|
|
584
|
|
83
|
|
—
|
|
4,853
|
|
||||||||
Total loans
|
$
|
7,398,044
|
|
$
|
920,443
|
|
$
|
3,751,554
|
|
$
|
1,335,031
|
|
$
|
8,277,712
|
|
$
|
894,473
|
|
$
|
363,171
|
|
$
|
22,940,429
|
|
($ in Thousands)
|
Nine Months Ended September 30, 2019
|
|
Year Ended December 31, 2018
|
||||
Allowance for Unfunded Commitments
|
|
|
|
||||
Balance at beginning of period
|
$
|
24,336
|
|
|
$
|
24,400
|
|
Provision for unfunded commitments
|
(1,500
|
)
|
|
(2,500
|
)
|
||
Amount recorded at acquisition
|
70
|
|
|
2,436
|
|
||
Balance at end of period
|
$
|
22,907
|
|
|
$
|
24,336
|
|
•
|
Performing loans are accounted for in accordance with ASC Topic 310-20 "Nonrefundable Fees and Other Costs" as these loans do not have evidence of credit deterioration since origination.
|
•
|
Nonperforming loans are accounted for in accordance with ASC Topic 310-30 as they display significant credit deterioration since origination.
|
($ in Thousands)
|
Nine Months Ended September 30, 2019
|
|
Year Ended December 31, 2018
|
||||
Changes in Accretable Yield
|
|
|
|
||||
Balance at beginning of period
|
$
|
1,482
|
|
|
$
|
—
|
|
Purchases
|
—
|
|
|
4,853
|
|
||
Accretion
|
(912
|
)
|
|
(4,954
|
)
|
||
Net reclassification from non-accretable yield
|
23
|
|
|
1,605
|
|
||
Other(a)
|
—
|
|
|
(22
|
)
|
||
Balance at end of period
|
$
|
595
|
|
|
$
|
1,482
|
|
($ in Thousands)
|
Nine Months Ended September 30, 2019
|
|
Year Ended December 31, 2018
|
||||
Core deposit intangibles
|
|
|
|
||||
Gross carrying amount
|
$
|
80,730
|
|
|
$
|
58,100
|
|
Accumulated amortization
|
(10,438
|
)
|
|
(5,326
|
)
|
||
Net book value
|
$
|
70,292
|
|
|
$
|
52,774
|
|
Additions during the period
|
$
|
22,630
|
|
|
$
|
58,100
|
|
Amortization during the year
|
$
|
5,112
|
|
|
$
|
5,326
|
|
Other intangibles
|
|
|
|
||||
Gross carrying amount
|
$
|
44,887
|
|
|
$
|
44,931
|
|
Reductions due to sale
|
(140
|
)
|
|
(43
|
)
|
||
Accumulated amortization
|
(23,950
|
)
|
|
(21,825
|
)
|
||
Net book value
|
$
|
20,797
|
|
|
$
|
23,062
|
|
Additions during the period
|
$
|
—
|
|
|
$
|
10,359
|
|
Amortization during the year
|
$
|
2,125
|
|
|
$
|
2,833
|
|
($ in Thousands)
|
Nine Months Ended September 30, 2019
|
|
Year Ended December 31, 2018
|
||||
Mortgage servicing rights
|
|
|
|
||||
Mortgage servicing rights at beginning of period
|
$
|
68,433
|
|
|
$
|
59,168
|
|
Additions from acquisition
|
—
|
|
|
8,136
|
|
||
Additions
|
8,900
|
|
|
10,722
|
|
||
Amortization
|
(8,749
|
)
|
|
(9,594
|
)
|
||
Mortgage servicing rights at end of period
|
$
|
68,584
|
|
|
$
|
68,433
|
|
Valuation allowance at beginning of period
|
$
|
(239
|
)
|
|
$
|
(784
|
)
|
(Additions) recoveries, net
|
(177
|
)
|
|
545
|
|
||
Valuation allowance at end of period
|
$
|
(416
|
)
|
|
$
|
(239
|
)
|
Mortgage servicing rights, net
|
$
|
68,168
|
|
|
$
|
68,193
|
|
Fair value of mortgage servicing rights
|
$
|
70,241
|
|
|
$
|
81,012
|
|
Portfolio of residential mortgage loans serviced for others (“servicing portfolio”)
|
$
|
8,688,012
|
|
|
$
|
8,600,983
|
|
Mortgage servicing rights, net to servicing portfolio
|
0.78
|
%
|
|
0.79
|
%
|
||
Mortgage servicing rights expense(a)
|
$
|
8,926
|
|
|
$
|
9,049
|
|
($ in Thousands)
|
Core Deposit Intangibles
|
|
Other Intangibles
|
|
Mortgage Servicing Rights
|
||||||
Three Months Ending December 31, 2019
|
$
|
2,018
|
|
|
$
|
693
|
|
|
$
|
3,234
|
|
2020
|
8,073
|
|
|
2,690
|
|
|
12,262
|
|
|||
2021
|
8,073
|
|
|
2,666
|
|
|
10,074
|
|
|||
2022
|
8,073
|
|
|
2,642
|
|
|
8,259
|
|
|||
2023
|
8,073
|
|
|
2,623
|
|
|
6,777
|
|
|||
2024
|
8,073
|
|
|
2,603
|
|
|
5,574
|
|
|||
Beyond 2024
|
27,909
|
|
|
6,879
|
|
|
22,403
|
|
|||
Total Estimated Amortization Expense
|
$
|
70,292
|
|
|
$
|
20,797
|
|
|
$
|
68,584
|
|
($ in Thousands)
|
September 30, 2019
|
|
December 31, 2018
|
||||
Short-Term Funding
|
|
|
|
||||
Federal funds purchased
|
$
|
75
|
|
|
$
|
19,710
|
|
Securities sold under agreements to repurchase
|
77,953
|
|
|
91,941
|
|
||
Federal funds purchased and securities sold under agreements to repurchase
|
78,028
|
|
|
111,651
|
|
||
Commercial paper
|
30,416
|
|
|
45,423
|
|
||
Total short-term funding
|
$
|
108,444
|
|
|
$
|
157,074
|
|
Long-Term Funding
|
|
|
|
||||
Corporation senior notes, at par, due 2019
|
$
|
250,000
|
|
|
$
|
250,000
|
|
Bank senior notes, at par, due 2021
|
300,000
|
|
|
300,000
|
|
||
Corporation subordinated notes, at par, due 2025
|
250,000
|
|
|
250,000
|
|
||
Other long-term funding and capitalized costs
|
(3,201
|
)
|
|
(4,389
|
)
|
||
Total long-term funding
|
796,799
|
|
|
795,611
|
|
||
Total short and long-term funding, excluding FHLB advances
|
$
|
905,243
|
|
|
$
|
952,685
|
|
FHLB Advances
|
|
|
|
||||
Short-term FHLB advances
|
$
|
215,000
|
|
|
$
|
900,000
|
|
Long-term FHLB advances
|
2,662,727
|
|
|
2,674,371
|
|
||
Total FHLB advances
|
$
|
2,877,727
|
|
|
$
|
3,574,371
|
|
|
|
|
|
||||
Total short and long-term funding
|
$
|
3,782,970
|
|
|
$
|
4,527,056
|
|
|
Remaining Contractual Maturity of the Agreements
|
||||||||||||||||||
($ in Thousands)
|
Overnight and Continuous
|
|
Up to 30 days
|
|
30-90 days
|
|
Greater than 90 days
|
|
Total
|
||||||||||
September 30, 2019
|
|
|
|
|
|
|
|
|
|
||||||||||
Repurchase agreements
|
|
|
|
|
|
|
|
|
|
||||||||||
Agency mortgage-related securities
|
$
|
77,953
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
77,953
|
|
Total
|
$
|
77,953
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
77,953
|
|
December 31, 2018
|
|
|
|
|
|
|
|
|
|
||||||||||
Repurchase agreements
|
|
|
|
|
|
|
|
|
|
||||||||||
Agency mortgage-related securities
|
$
|
91,941
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
91,941
|
|
Total
|
$
|
91,941
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
91,941
|
|
|
September 30, 2019
|
|
December 31, 2018
|
||||||||||
($ in Thousands)
|
Amount
|
|
Weighted Average Contractual Coupon Rate
|
|
Amount
|
|
Weighted Average Contractual Coupon Rate
|
||||||
Maturity or put date 1 year or less
|
$
|
2,376,052
|
|
|
2.24
|
%
|
|
$
|
2,262,584
|
|
|
2.06
|
%
|
After 1 but within 2
|
288,174
|
|
|
2.57
|
%
|
|
1,285,039
|
|
|
2.39
|
%
|
||
After 2 but within 3
|
5,781
|
|
|
5.11
|
%
|
|
14,393
|
|
|
2.98
|
%
|
||
After 3 years
|
207,720
|
|
|
2.30
|
%
|
|
12,354
|
|
|
4.55
|
%
|
||
FHLB advances and overall rate
|
$
|
2,877,727
|
|
|
2.28
|
%
|
|
$
|
3,574,371
|
|
|
2.19
|
%
|
|
September 30, 2019
|
|
December 31, 2018
|
||||||||||||||||||||||
|
Asset
|
Liability
|
|
Asset
|
Liability
|
||||||||||||||||||||
($ in Thousands)
|
Notional Amount
|
Fair Value
|
Notional Amount
|
Fair Value
|
|
Notional Amount
|
Fair Value
|
Notional Amount
|
Fair Value
|
||||||||||||||||
Designated as hedging instruments
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Interest rate-related instruments
|
$
|
500,000
|
|
$
|
114
|
|
$
|
—
|
|
$
|
—
|
|
|
$
|
—
|
|
$
|
—
|
|
$
|
500,000
|
|
$
|
40
|
|
Not designated as hedging instruments
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Interest rate-related instruments
|
2,799,863
|
|
100,376
|
|
2,799,863
|
|
17,586
|
|
|
2,707,204
|
|
52,796
|
|
2,707,204
|
|
52,653
|
|
||||||||
Foreign currency exchange forwards
|
211,475
|
|
3,153
|
|
184,476
|
|
2,823
|
|
|
117,879
|
|
721
|
|
69,153
|
|
675
|
|
||||||||
Commodity contracts
|
259,210
|
|
25,388
|
|
258,483
|
|
24,758
|
|
|
331,727
|
|
35,426
|
|
315,861
|
|
34,340
|
|
||||||||
Mortgage banking(a)
|
300,515
|
|
2,017
|
|
227,060
|
|
590
|
|
|
191,222
|
|
2,208
|
|
139,984
|
|
2,072
|
|
||||||||
Time deposits
|
518
|
|
13
|
|
518
|
|
13
|
|
|
11,185
|
|
109
|
|
11,185
|
|
109
|
|
||||||||
Total not designated as hedging instruments
|
|
|
130,947
|
|
|
|
45,770
|
|
|
|
|
91,260
|
|
|
|
89,849
|
|
||||||||
Gross derivatives before netting
|
|
|
131,061
|
|
|
|
45,770
|
|
|
|
|
91,260
|
|
|
|
89,889
|
|
||||||||
Less: Legally enforceable master netting agreements
|
4,629
|
|
|
4,629
|
|
|
|
5,322
|
|
|
5,322
|
|
|||||||||||||
Less: Cash collateral pledged/received
|
16,182
|
|
|
14,680
|
|
|
|
27,593
|
|
|
63
|
|
|||||||||||||
Total derivative instruments, after netting(b)
|
$
|
110,250
|
|
|
$
|
26,461
|
|
|
|
$
|
58,345
|
|
|
$
|
84,504
|
|
|
Line Item in the Consolidated Balance Sheets in Which the Hedged Item is Included
|
||||||
|
Carrying Amount of the Hedged Assets/(Liabilities)
|
|
Cumulative Amount of Fair Value Hedging Adjustment Included in the Carrying Amount of the Hedged Assets/(Liabilities)
|
||||
($ in Thousands)
|
September 30, 2019
|
||||||
Loans and investment securities receivables(a)
|
$
|
506,111
|
|
|
$
|
6,111
|
|
Total
|
$
|
506,111
|
|
|
$
|
6,111
|
|
|
Location and Amount of Gain or (Loss) Recognized in Income on
Fair Value and Cash Flow Hedging Relationships
|
|||||||||||||||||||||||
|
Three Months Ended September 30,
|
Nine Months Ended September 30,
|
||||||||||||||||||||||
|
2019
|
2018
|
2019
|
2018
|
||||||||||||||||||||
($ in Thousands)
|
Interest Income
|
Other Income (Expense)
|
Interest Income
|
Other Income (Expense)
|
Interest Income
|
Other Income (Expense)
|
Interest Income
|
Other Income (Expense)
|
||||||||||||||||
Total amounts of income and expense line items presented in the consolidated statements of income in which the effects of the fair value hedge is recorded
|
$
|
(59
|
)
|
$
|
—
|
|
$
|
(17
|
)
|
$
|
—
|
|
$
|
160
|
|
$
|
—
|
|
$
|
(30
|
)
|
$
|
—
|
|
The effects of fair value hedging: Gain or (loss) on fair value hedging relationships in Subtopic 815-20
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Interest contracts
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Hedged items
|
452
|
|
—
|
|
(2,522
|
)
|
—
|
|
6,674
|
|
—
|
|
(4,931
|
)
|
—
|
|
||||||||
Derivatives designated as hedging instruments(a)
|
(511
|
)
|
—
|
|
2,506
|
|
—
|
|
(6,514
|
)
|
—
|
|
4,902
|
|
—
|
|
|
Consolidated Statements of Income Category of
Gain / (Loss)
Recognized in Income
|
Three Months Ended September 30,
|
Nine Months Ended September 30,
|
||||||||||||
($ in Thousands)
|
2019
|
|
2018
|
2019
|
|
2018
|
|||||||||
Derivative Instruments
|
|
|
|
|
|
|
|
||||||||
Interest rate-related instruments — customer and mirror, net
|
Capital markets, net
|
$
|
(619
|
)
|
|
$
|
246
|
|
$
|
(2,309
|
)
|
|
$
|
354
|
|
Foreign currency exchange forwards
|
Capital markets, net
|
72
|
|
|
(92
|
)
|
284
|
|
|
(22
|
)
|
||||
Commodity contracts
|
Capital markets, net
|
208
|
|
|
(72
|
)
|
(456
|
)
|
|
(958
|
)
|
||||
Interest rate lock commitments (mortgage)
|
Mortgage banking, net
|
(2,851
|
)
|
|
(1,602
|
)
|
(191
|
)
|
|
147
|
|
||||
Forward commitments (mortgage)
|
Mortgage banking, net
|
1,313
|
|
|
2,271
|
|
1,482
|
|
|
1,665
|
|
|
Gross Amounts Recognized
|
|
Gross Amounts Subject to Master Netting Arrangements Offset on the Consolidated Balance Sheets
|
|
Net Amounts Presented on the Consolidated Balance Sheets
|
|
Gross Amounts Not Offset on the Consolidated Balance Sheets
|
|
|
||||||||||||||
($ in Thousands)
|
Derivative
Liabilities Offset
|
|
Cash Collateral Received
|
|
|
Net amount
|
|||||||||||||||||
Derivative assets(a)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
September 30, 2019
|
$
|
24,930
|
|
|
$
|
(4,629
|
)
|
|
$
|
(16,182
|
)
|
|
$
|
4,118
|
|
|
$
|
—
|
|
|
$
|
4,118
|
|
December 31, 2018
|
65,596
|
|
|
(5,322
|
)
|
|
(27,593
|
)
|
|
32,681
|
|
|
(31,837
|
)
|
|
843
|
|
||||||
|
|||||||||||||||||||||||
|
Gross Amounts Recognized
|
|
Gross Amounts Subject to Master Netting Arrangements Offset on the Consolidated Balance Sheets
|
|
Net Amounts Presented on the Consolidated Balance Sheets
|
|
Gross Amounts Not Offset on the Consolidated Balance Sheets
|
|
|
||||||||||||||
($ in Thousands)
|
Derivative
Assets Offset
|
|
Cash Collateral Pledged
|
|
|
Net amount
|
|||||||||||||||||
Derivative liabilities(a)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
September 30, 2019
|
$
|
19,537
|
|
|
$
|
(4,629
|
)
|
|
$
|
(14,680
|
)
|
|
$
|
228
|
|
|
$
|
—
|
|
|
$
|
228
|
|
December 31, 2018
|
22,951
|
|
|
(5,322
|
)
|
|
(63
|
)
|
|
17,567
|
|
|
(17,551
|
)
|
|
16
|
|
($ in Thousands)
|
September 30, 2019
|
December 31, 2018
|
||||
Commitments to extend credit, excluding commitments to originate residential mortgage loans held for sale(a)(b)
|
$
|
8,909,815
|
|
$
|
8,720,293
|
|
Commercial letters of credit(a)
|
8,119
|
|
7,599
|
|
||
Standby letters of credit(c)
|
272,376
|
|
255,904
|
|
($ in Thousands)
|
Nine Months Ended September 30, 2019
|
|
Year Ended December 31, 2018
|
||||
Balance at beginning of period
|
$
|
752
|
|
|
$
|
987
|
|
Repurchase provision expense
|
309
|
|
|
345
|
|
||
Adjustments to provision expense
|
—
|
|
|
(450
|
)
|
||
Repurchase/reimbursement charges taken
|
(299
|
)
|
|
(218
|
)
|
||
Amount recorded at acquisition
|
—
|
|
|
88
|
|
||
Balance at end of period
|
$
|
762
|
|
|
$
|
752
|
|
($ in Thousands)
|
Fair Value Hierarchy
|
|
September 30, 2019
|
|
December 31, 2018
|
||||
Assets
|
|
|
|
|
|
||||
Investment securities available for sale
|
|
|
|
|
|
||||
U.S. Treasury securities
|
Level 1
|
|
$
|
—
|
|
|
$
|
999
|
|
Obligations of state and political subdivisions (municipal securities)
|
Level 2
|
|
553,418
|
|
|
—
|
|
||
Residential mortgage-related securities
|
|
|
|
|
|
||||
FNMA / FHLMC
|
Level 2
|
|
143,009
|
|
|
295,252
|
|
||
GNMA
|
Level 2
|
|
1,080,584
|
|
|
2,128,531
|
|
||
Private-label
|
Level 2
|
|
758
|
|
|
1,003
|
|
||
Commercial mortgage-related securities
|
|
|
|
|
|
||||
FNMA / FHLMC
|
Level 2
|
|
21,791
|
|
|
—
|
|
||
GNMA
|
Level 2
|
|
1,363,948
|
|
|
1,220,797
|
|
||
FFELP asset backed securities
|
Level 2
|
|
269,789
|
|
|
297,360
|
|
||
Other debt securities
|
Level 2
|
|
2,993
|
|
|
3,000
|
|
||
Total investment securities available for sale
|
Level 1
|
|
$
|
—
|
|
|
$
|
999
|
|
Total investment securities available for sale
|
Level 2
|
|
$
|
3,436,289
|
|
|
$
|
3,945,943
|
|
Equity securities with readily determinable fair values
|
Level 1
|
|
1,652
|
|
|
1,568
|
|
||
Residential loans held for sale
|
Level 2
|
|
137,655
|
|
|
64,321
|
|
||
Interest rate-related instruments(a)
|
Level 2
|
|
100,376
|
|
|
52,796
|
|
||
Foreign currency exchange forwards(a)
|
Level 2
|
|
3,153
|
|
|
721
|
|
||
Commodity contracts(a)
|
Level 2
|
|
25,388
|
|
|
35,426
|
|
||
Purchased options (time deposit)
|
Level 2
|
|
13
|
|
|
109
|
|
||
Interest rate products (designated as hedging instruments)
|
Level 2
|
|
114
|
|
|
—
|
|
||
Interest rate lock commitments to originate residential mortgage loans held for sale
|
Level 3
|
|
2,017
|
|
|
2,208
|
|
||
Liabilities
|
|
|
|
|
|
||||
Interest rate-related instruments(a)
|
Level 2
|
|
$
|
17,586
|
|
|
$
|
52,653
|
|
Foreign currency exchange forwards(a)
|
Level 2
|
|
2,823
|
|
|
675
|
|
||
Commodity contracts(a)
|
Level 2
|
|
24,758
|
|
|
34,340
|
|
||
Written options (time deposit)
|
Level 2
|
|
13
|
|
|
109
|
|
||
Interest rate products (designated as hedging instruments)
|
Level 2
|
|
—
|
|
|
40
|
|
||
Forward commitments to sell residential mortgage loans
|
Level 3
|
|
590
|
|
|
2,072
|
|
($ in Thousands)
|
Derivative Financial
Instruments
|
||
Balance December 31, 2017
|
$
|
1,225
|
|
Total net gains (losses) included in income
|
|
||
Mortgage derivative gain (loss)
|
(1,085
|
)
|
|
Balance December 31, 2018
|
$
|
140
|
|
Total net gains (losses) included in income
|
|
||
Mortgage derivative gain (loss)
|
1,292
|
|
|
Balance September 30, 2019
|
$
|
1,428
|
|
|
|
Consolidated Statements of Income
Category of Adjustment
Recognized in Income
|
|
Adjustment Recognized in the Consolidated Statements of Income
|
||||||
($ in Thousands)
|
Fair Value Hierarchy
|
|
Fair Value
|
|||||||
September 30, 2019
|
|
|
|
|
|
|
||||
Assets
|
|
|
|
|
||||||
Impaired loans(a)
|
Level 3
|
|
$
|
51,501
|
|
Provision for credit losses(b)
|
|
$
|
(60,627
|
)
|
OREO(c)
|
Level 2
|
|
2,413
|
|
Other noninterest expense
|
|
(1,453
|
)
|
||
Mortgage servicing rights
|
Level 3
|
|
70,241
|
|
Mortgage banking, net
|
|
(177
|
)
|
||
Equity securities
|
Level 3
|
|
13,444
|
|
Investment securities gains (losses), net
|
|
13,444
|
|
||
|
|
|
|
|
|
|
||||
December 31, 2018
|
|
|
|
|
|
|
||||
Assets
|
|
|
|
|
|
|
||||
Impaired loans(a)
|
Level 3
|
|
$
|
26,191
|
|
Provision for credit losses(b)
|
|
$
|
(14,521
|
)
|
OREO(c)
|
Level 2
|
|
2,200
|
|
Other noninterest expense
|
|
(1,545
|
)
|
||
Mortgage servicing rights
|
Level 3
|
|
81,012
|
|
Mortgage banking, net
|
|
545
|
|
|
Valuation Technique
|
|
Significant Unobservable Input
|
|
Weighted Average Input Applied
|
September 30, 2019
|
|||||
Mortgage servicing rights
|
Discounted cash flow
|
|
Discount rate
|
|
9%
|
Mortgage servicing rights
|
Discounted cash flow
|
|
Constant prepayment rate
|
|
13%
|
Impaired Loans
|
Appraisals / Discounted cash flow
|
|
Collateral / Discount factor
|
|
48%
|
|
|
|
September 30, 2019
|
|
December 31, 2018
|
||||||||||||
|
Fair Value Hierarchy Level
|
|
Carrying Amount
|
|
Fair Value
|
|
Carrying Amount
|
|
Fair Value
|
||||||||
($ in Thousands)
|
|
|
|||||||||||||||
Financial assets
|
|
|
|
|
|
|
|
|
|
||||||||
Cash and due from banks
|
Level 1
|
|
$
|
523,435
|
|
|
$
|
523,435
|
|
|
$
|
507,187
|
|
|
$
|
507,187
|
|
Interest-bearing deposits in other financial institutions
|
Level 1
|
|
236,010
|
|
|
236,010
|
|
|
221,226
|
|
|
221,226
|
|
||||
Federal funds sold and securities purchased under agreements to resell
|
Level 1
|
|
100
|
|
|
100
|
|
|
148,285
|
|
|
148,285
|
|
||||
Investment securities held to maturity
|
Level 1
|
|
999
|
|
|
1,019
|
|
|
—
|
|
|
—
|
|
||||
Investment securities held to maturity
|
Level 2
|
|
2,199,420
|
|
|
2,280,265
|
|
|
2,740,511
|
|
|
2,710,271
|
|
||||
Investment securities available for sale
|
Level 1
|
|
—
|
|
|
—
|
|
|
999
|
|
|
999
|
|
||||
Investment securities available for sale
|
Level 2
|
|
3,436,289
|
|
|
3,436,289
|
|
|
3,945,943
|
|
|
3,945,943
|
|
||||
Equity securities with readily determinable fair values
|
Level 1
|
|
1,652
|
|
|
1,652
|
|
|
1,568
|
|
|
1,568
|
|
||||
Equity securities without readily determinable fair values
|
Level 3
|
|
13,444
|
|
|
13,444
|
|
|
—
|
|
|
—
|
|
||||
FHLB and Federal Reserve Bank stocks
|
Level 2
|
|
207,443
|
|
|
207,443
|
|
|
250,534
|
|
|
250,534
|
|
||||
Residential loans held for sale
|
Level 2
|
|
137,655
|
|
|
137,655
|
|
|
64,321
|
|
|
64,321
|
|
||||
Commercial loans held for sale
|
Level 2
|
|
11,597
|
|
|
11,597
|
|
|
14,943
|
|
|
14,943
|
|
||||
Loans, net
|
Level 3
|
|
22,540,285
|
|
|
22,422,568
|
|
|
22,702,406
|
|
|
22,317,395
|
|
||||
Bank and corporate owned life insurance
|
Level 2
|
|
670,739
|
|
|
670,739
|
|
|
663,203
|
|
|
663,203
|
|
||||
Derivatives (other assets)(a)
|
Level 2
|
|
129,044
|
|
|
129,044
|
|
|
89,052
|
|
|
89,052
|
|
||||
Interest rate lock commitments to originate residential mortgage loans held for sale (other assets)
|
Level 3
|
|
2,017
|
|
|
2,017
|
|
|
2,208
|
|
|
2,208
|
|
||||
Financial liabilities
|
|
|
|
|
|
|
|
|
|
||||||||
Noninterest-bearing demand, savings, interest-bearing demand, and money market accounts
|
Level 3
|
|
$
|
21,512,804
|
|
|
$
|
21,512,804
|
|
|
$
|
22,081,992
|
|
|
$
|
22,081,992
|
|
Brokered CDs and other time deposits(b)
|
Level 2
|
|
2,909,759
|
|
|
2,910,112
|
|
|
2,815,401
|
|
|
2,815,401
|
|
||||
Short-term funding(c)
|
Level 2
|
|
108,444
|
|
|
108,444
|
|
|
157,074
|
|
|
157,074
|
|
||||
Long-term funding
|
Level 2
|
|
796,799
|
|
|
842,196
|
|
|
795,611
|
|
|
826,612
|
|
||||
FHLB advances
|
Level 2
|
|
2,877,727
|
|
|
2,938,923
|
|
|
3,574,371
|
|
|
3,565,572
|
|
||||
Standby letters of credit(d)
|
Level 2
|
|
2,715
|
|
|
2,715
|
|
|
2,482
|
|
|
2,482
|
|
||||
Derivatives (accrued expenses and other liabilities)(a)
|
Level 2
|
|
45,180
|
|
|
45,180
|
|
|
87,817
|
|
|
87,817
|
|
||||
Forward commitments to sell residential mortgage loans (accrued expenses and other liabilities)
|
Level 3
|
|
590
|
|
|
590
|
|
|
2,072
|
|
|
2,072
|
|
|
Three Months Ended September 30,
|
Nine Months Ended September 30,
|
||||||||||||
($ in Thousands)
|
2019
|
|
2018
|
2019
|
|
2018
|
||||||||
Components of Net Periodic Benefit Cost
|
|
|
|
|
|
|
||||||||
RAP
|
|
|
|
|
|
|
||||||||
Service cost
|
$
|
1,598
|
|
|
$
|
1,885
|
|
$
|
5,448
|
|
|
$
|
5,670
|
|
Interest cost
|
2,489
|
|
|
1,682
|
|
7,314
|
|
|
5,002
|
|
||||
Expected return on plan assets
|
(6,099
|
)
|
|
(4,777
|
)
|
(18,249
|
)
|
|
(14,287
|
)
|
||||
Amortization of prior service cost
|
(18
|
)
|
|
(18
|
)
|
(55
|
)
|
|
(56
|
)
|
||||
Amortization of actuarial loss
|
230
|
|
|
549
|
|
360
|
|
|
1,474
|
|
||||
Total net periodic pension cost
|
$
|
(1,800
|
)
|
|
$
|
(680
|
)
|
$
|
(5,183
|
)
|
|
$
|
(2,197
|
)
|
Bank Mutual Pension Plan
|
|
|
|
|
|
|
||||||||
Interest cost
|
N/A
|
|
|
$
|
654
|
|
N/A
|
|
|
$
|
1,737
|
|
||
Expected return on plan assets
|
N/A
|
|
|
(1,220
|
)
|
N/A
|
|
|
(2,812
|
)
|
||||
Total net periodic pension cost
|
N/A
|
|
|
$
|
(566
|
)
|
N/A
|
|
|
$
|
(1,075
|
)
|
||
Postretirement Plan
|
|
|
|
|
|
|
||||||||
Interest cost
|
$
|
26
|
|
|
$
|
27
|
|
$
|
78
|
|
|
$
|
80
|
|
Amortization of prior service cost
|
(19
|
)
|
|
(19
|
)
|
(56
|
)
|
|
(56
|
)
|
||||
Amortization of actuarial loss
|
(1
|
)
|
|
2
|
|
(3
|
)
|
|
6
|
|
||||
Total net periodic benefit cost
|
$
|
6
|
|
|
$
|
11
|
|
$
|
19
|
|
|
$
|
30
|
|
|
Corporate and Commercial Specialty
|
|||||||||||||||
|
Three Months Ended September 30,
|
|
|
Nine Months Ended September 30,
|
||||||||||||
($ in Thousands)
|
2019
|
|
2018
|
|
|
2019
|
|
2018
|
||||||||
Net interest income
|
$
|
110,929
|
|
|
$
|
113,298
|
|
|
|
$
|
342,486
|
|
|
$
|
339,718
|
|
Net intersegment interest income (expense)
|
(17,318
|
)
|
|
(13,018
|
)
|
|
|
(60,000
|
)
|
|
(36,151
|
)
|
||||
Segment net interest income
|
93,612
|
|
|
100,280
|
|
|
|
282,485
|
|
|
303,567
|
|
||||
Noninterest income
|
13,452
|
|
|
12,280
|
|
|
|
39,215
|
|
|
39,156
|
|
||||
Total revenue
|
107,063
|
|
|
112,560
|
|
|
|
321,700
|
|
|
342,723
|
|
||||
Credit provision
|
12,912
|
|
|
11,232
|
|
|
|
39,713
|
|
|
32,955
|
|
||||
Noninterest expense
|
39,172
|
|
|
41,828
|
|
|
|
117,982
|
|
|
122,853
|
|
||||
Income (loss) before income taxes
|
54,979
|
|
|
59,500
|
|
|
|
164,005
|
|
|
186,914
|
|
||||
Income tax expense (benefit)
|
9,670
|
|
|
12,098
|
|
|
|
30,536
|
|
|
36,978
|
|
||||
Net income
|
$
|
45,309
|
|
|
$
|
47,402
|
|
|
|
$
|
133,469
|
|
|
$
|
149,937
|
|
Allocated goodwill
|
|
|
|
|
|
$
|
525,836
|
|
|
$
|
524,525
|
|
|
Community, Consumer, and Business
|
|||||||||||||||
|
Three Months Ended September 30,
|
|
|
Nine Months Ended September 30,
|
||||||||||||
($ in Thousands)
|
2019
|
|
2018
|
|
|
2019
|
|
2018
|
||||||||
Net interest income
|
$
|
81,517
|
|
|
$
|
91,323
|
|
|
|
$
|
254,463
|
|
|
$
|
268,137
|
|
Net intersegment interest income (expense)
|
27,651
|
|
|
21,951
|
|
|
|
76,679
|
|
|
63,301
|
|
||||
Segment net interest income
|
109,167
|
|
|
113,275
|
|
|
|
331,142
|
|
|
331,438
|
|
||||
Noninterest income
|
81,133
|
|
|
73,838
|
|
|
|
233,692
|
|
|
224,124
|
|
||||
Total revenue
|
190,300
|
|
|
187,113
|
|
|
|
564,834
|
|
|
555,562
|
|
||||
Credit provision
|
5,008
|
|
|
5,280
|
|
|
|
15,007
|
|
|
15,125
|
|
||||
Noninterest expense
|
137,761
|
|
|
139,627
|
|
|
|
406,984
|
|
|
405,129
|
|
||||
Income (loss) before income taxes
|
47,532
|
|
|
42,206
|
|
|
|
142,843
|
|
|
135,307
|
|
||||
Income tax expense (benefit)
|
9,982
|
|
|
8,863
|
|
|
|
30,003
|
|
|
28,415
|
|
||||
Net income
|
$
|
37,550
|
|
|
$
|
33,343
|
|
|
|
$
|
112,839
|
|
|
$
|
106,893
|
|
Allocated goodwill
|
|
|
|
|
|
$
|
650,394
|
|
|
$
|
644,397
|
|
|
Risk Management and Shared Services
|
|||||||||||||||
|
Three Months Ended September 30,
|
|
|
Nine Months Ended September 30,
|
||||||||||||
($ in Thousands)
|
2019
|
|
2018
|
|
|
2019
|
|
2018
|
||||||||
Net interest income
|
$
|
13,919
|
|
|
$
|
14,770
|
|
|
|
$
|
38,583
|
|
|
$
|
47,770
|
|
Net intersegment interest income (expense)
|
(10,333
|
)
|
|
(8,933
|
)
|
|
|
(16,679
|
)
|
|
(27,150
|
)
|
||||
Segment net interest income
|
3,586
|
|
|
5,837
|
|
|
|
21,905
|
|
|
20,620
|
|
||||
Noninterest income
|
6,265
|
|
|
2,183
|
|
|
|
14,983
|
|
|
8,242
|
|
||||
Total revenue
|
9,852
|
|
|
8,019
|
|
|
|
36,888
|
|
|
28,861
|
|
||||
Credit provision
|
(15,919
|
)
|
|
(21,512
|
)
|
|
|
(38,721
|
)
|
|
(49,081
|
)
|
||||
Noninterest expense(a)
|
23,981
|
|
|
22,959
|
|
|
|
65,399
|
|
|
100,654
|
|
||||
Income (loss) before income taxes
|
1,790
|
|
|
6,572
|
|
|
|
10,209
|
|
|
(22,712
|
)
|
||||
Income tax expense (benefit)
|
1,295
|
|
|
1,388
|
|
|
|
1,816
|
|
|
(10,460
|
)
|
||||
Net income
|
$
|
495
|
|
|
$
|
5,185
|
|
|
|
$
|
8,393
|
|
|
$
|
(12,252
|
)
|
Allocated goodwill
|
|
|
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Consolidated Total
|
|||||||||||||||
|
Three Months Ended September 30,
|
|
|
Nine Months Ended September 30,
|
||||||||||||
($ in Thousands)
|
2019
|
|
2018
|
|
|
2019
|
|
2018
|
||||||||
Net interest income
|
$
|
206,365
|
|
|
$
|
219,392
|
|
|
|
$
|
635,532
|
|
|
$
|
655,625
|
|
Net intersegment interest income (expense)
|
—
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
||||
Segment net interest income
|
206,365
|
|
|
219,392
|
|
|
|
635,532
|
|
|
655,625
|
|
||||
Noninterest income
|
100,850
|
|
|
88,300
|
|
|
|
287,890
|
|
|
271,522
|
|
||||
Total revenue
|
307,216
|
|
|
307,692
|
|
|
|
923,422
|
|
|
927,146
|
|
||||
Credit provision
|
2,000
|
|
|
(5,000
|
)
|
|
|
16,000
|
|
|
(1,000
|
)
|
||||
Noninterest expense
|
200,930
|
|
|
204,413
|
|
|
|
590,380
|
|
|
628,636
|
|
||||
Income (loss) before income taxes
|
104,286
|
|
|
108,279
|
|
|
|
317,042
|
|
|
299,510
|
|
||||
Income tax expense (benefit)
|
20,947
|
|
|
22,349
|
|
|
|
62,356
|
|
|
54,932
|
|
||||
Net income
|
$
|
83,339
|
|
|
$
|
85,929
|
|
|
|
$
|
254,686
|
|
|
$
|
244,578
|
|
Allocated goodwill
|
|
|
|
|
|
$
|
1,176,230
|
|
|
$
|
1,168,922
|
|
($ in Thousands)
|
Investment
Securities
Available
For Sale
|
|
Defined Benefit
Pension and
Post Retirement
Obligations
|
|
Accumulated
Other
Comprehensive
Income (Loss)
|
||||||
Balance January 1, 2019
|
$
|
(75,643
|
)
|
|
$
|
(49,330
|
)
|
|
$
|
(124,972
|
)
|
Other comprehensive income (loss) before reclassifications
|
123,139
|
|
|
—
|
|
|
123,139
|
|
|||
Amounts reclassified from accumulated other comprehensive income (loss)
|
|
|
|
|
|
||||||
Investment securities losses (gains), net
|
(5,931
|
)
|
|
—
|
|
|
(5,931
|
)
|
|||
Personnel expense
|
—
|
|
|
(111
|
)
|
|
(111
|
)
|
|||
Other expense
|
—
|
|
|
357
|
|
|
357
|
|
|||
Amortization of net unrealized (gains) losses on available for sale securities transferred to held to maturity securities
|
279
|
|
|
—
|
|
|
279
|
|
|||
Income tax (expense) benefit
|
(29,651
|
)
|
|
(62
|
)
|
|
(29,713
|
)
|
|||
Net other comprehensive income (loss) during period
|
87,836
|
|
|
184
|
|
|
88,020
|
|
|||
Balance September 30, 2019
|
$
|
12,194
|
|
|
$
|
(49,146
|
)
|
|
$
|
(36,953
|
)
|
|
|
|
|
|
|
||||||
Balance January 1, 2018
|
$
|
(38,453
|
)
|
|
$
|
(24,305
|
)
|
|
$
|
(62,758
|
)
|
Other comprehensive income (loss) before reclassifications
|
(82,099
|
)
|
|
—
|
|
|
(82,099
|
)
|
|||
Amounts reclassified from accumulated other comprehensive income (loss)
|
|
|
|
|
|
||||||
Investment securities loss (gain), net
|
1,985
|
|
|
—
|
|
|
1,985
|
|
|||
Personnel expense
|
—
|
|
|
(112
|
)
|
|
(112
|
)
|
|||
Other expense
|
—
|
|
|
1,480
|
|
|
1,480
|
|
|||
Adjustment for adoption of ASU 2016-01
|
(84
|
)
|
|
—
|
|
|
(84
|
)
|
|||
Adjustment for adoption of ASU 2018-02
|
(8,419
|
)
|
|
(5,235
|
)
|
|
(13,654
|
)
|
|||
Amortization of net unrealized (gains) losses on available for sale securities transferred to held to maturity securities
|
(684
|
)
|
|
—
|
|
|
(684
|
)
|
|||
Income tax (expense) benefit
|
20,796
|
|
|
(390
|
)
|
|
20,406
|
|
|||
Net other comprehensive income (loss) during period
|
(68,505
|
)
|
|
(4,257
|
)
|
|
(72,762
|
)
|
|||
Balance September 30, 2018
|
$
|
(106,958
|
)
|
|
$
|
(28,562
|
)
|
|
$
|
(135,520
|
)
|
($ in Thousands)
|
Investments
Securities Available For Sale |
|
Defined Benefit
Pension and Post Retirement Obligations |
|
Accumulated
Other Comprehensive Income (Loss) |
||||||
Balance July 1, 2019
|
$
|
(9,773
|
)
|
|
$
|
(49,290
|
)
|
|
$
|
(59,063
|
)
|
Other comprehensive income (loss) before reclassifications
|
33,173
|
|
|
—
|
|
|
33,173
|
|
|||
Amounts reclassified from accumulated other comprehensive income (loss)
|
|
|
|
|
|
||||||
Investment securities losses (gains), net
|
(3,788
|
)
|
|
—
|
|
|
(3,788
|
)
|
|||
Personnel expense
|
—
|
|
|
(36
|
)
|
|
(36
|
)
|
|||
Other expense
|
—
|
|
|
229
|
|
|
229
|
|
|||
Amortization of net unrealized (gains) losses on available for sale securities transferred to held to maturity securities
|
(8
|
)
|
|
—
|
|
|
(8
|
)
|
|||
Income tax (expense) benefit
|
(7,410
|
)
|
|
(49
|
)
|
|
(7,458
|
)
|
|||
Net other comprehensive income (loss) during period
|
21,967
|
|
|
144
|
|
|
22,111
|
|
|||
Balance September 30, 2019
|
$
|
12,194
|
|
|
$
|
(49,146
|
)
|
|
$
|
(36,953
|
)
|
|
|
|
|
|
|
||||||
Balance July 1, 2018
|
$
|
(90,986
|
)
|
|
$
|
(28,902
|
)
|
|
$
|
(119,888
|
)
|
Other comprehensive income (loss) before reclassifications
|
(21,345
|
)
|
|
—
|
|
|
(21,345
|
)
|
|||
Amounts reclassified from accumulated other comprehensive income (loss)
|
|
|
|
|
|
||||||
Investment securities loss (gain), net
|
(30
|
)
|
|
—
|
|
|
(30
|
)
|
|||
Personnel expense
|
—
|
|
|
(37
|
)
|
|
(37
|
)
|
|||
Other expense
|
—
|
|
|
551
|
|
|
551
|
|
|||
Amortization of net unrealized (gains) losses on available for sale securities transferred to held to maturity securities
|
(52
|
)
|
|
—
|
|
|
(52
|
)
|
|||
Income tax (expense) benefit
|
5,456
|
|
|
(174
|
)
|
|
5,282
|
|
|||
Net other comprehensive income (loss) during period
|
(15,971
|
)
|
|
340
|
|
|
(15,631
|
)
|
|||
Balance September 30, 2018
|
$
|
(106,958
|
)
|
|
$
|
(28,562
|
)
|
|
$
|
(135,520
|
)
|
|
Corporate and Commercial Specialty
|
||||||||||||
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||
($ in Thousands)
|
2019
|
2018
|
|
2019
|
2018
|
||||||||
Service charges and deposit account fees
|
$
|
3,182
|
|
$
|
3,669
|
|
|
$
|
9,765
|
|
$
|
11,680
|
|
Card-based fees(a)
|
336
|
|
353
|
|
|
1,001
|
|
1,014
|
|
||||
Other revenue
|
809
|
|
88
|
|
|
(475
|
)
|
(69
|
)
|
||||
Noninterest Income (in-scope of Topic 606)
|
$
|
4,326
|
|
$
|
4,109
|
|
|
$
|
10,291
|
|
$
|
12,625
|
|
Noninterest Income (out-of-scope of Topic 606)
|
9,125
|
|
8,171
|
|
|
28,924
|
|
26,531
|
|
||||
Total Noninterest Income
|
$
|
13,452
|
|
$
|
12,280
|
|
|
$
|
39,215
|
|
$
|
39,156
|
|
|
|
|
|
|
|
||||||||
|
|
|
|
|
|
||||||||
|
Community, Consumer, and Business
|
||||||||||||
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||
($ in Thousands)
|
2019
|
2018
|
|
2019
|
2018
|
||||||||
Insurance commissions and fees
|
$
|
21,041
|
|
$
|
21,677
|
|
|
$
|
69,483
|
|
$
|
68,289
|
|
Wealth management fees(b)
|
21,015
|
|
21,224
|
|
|
61,885
|
|
61,932
|
|
||||
Service charges and deposit account fees
|
13,367
|
|
13,210
|
|
|
37,293
|
|
37,984
|
|
||||
Card-based fees(a)
|
10,120
|
|
9,489
|
|
|
28,829
|
|
28,449
|
|
||||
Other revenue
|
2,803
|
|
2,918
|
|
|
8,175
|
|
8,411
|
|
||||
Noninterest Income (in-scope of Topic 606)
|
$
|
68,346
|
|
$
|
68,518
|
|
|
$
|
205,666
|
|
$
|
205,065
|
|
Noninterest Income (out-of-scope of Topic 606)
|
12,787
|
|
5,320
|
|
|
28,026
|
|
19,059
|
|
||||
Total Noninterest Income
|
$
|
81,133
|
|
$
|
73,838
|
|
|
$
|
233,692
|
|
$
|
224,124
|
|
|
Risk Management and Shared Services
|
||||||||||||
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||
($ in Thousands)
|
2019
|
2018
|
|
2019
|
2018
|
||||||||
Insurance commissions and fees
|
$
|
(87
|
)
|
$
|
(41
|
)
|
|
$
|
(80
|
)
|
$
|
(9
|
)
|
Wealth management fees(b)
|
—
|
|
—
|
|
|
—
|
|
267
|
|
||||
Service charges and deposit account fees
|
12
|
|
25
|
|
|
44
|
|
50
|
|
||||
Card-based fees(a)
|
45
|
|
(15
|
)
|
|
143
|
|
(9
|
)
|
||||
Other revenue
|
71
|
|
122
|
|
|
310
|
|
282
|
|
||||
Noninterest Income (in-scope of Topic 606)
|
$
|
41
|
|
$
|
91
|
|
|
$
|
417
|
|
$
|
580
|
|
Noninterest Income (out-of-scope of Topic 606)
|
6,224
|
|
2,092
|
|
|
14,567
|
|
7,662
|
|
||||
Total Noninterest Income
|
$
|
6,265
|
|
$
|
2,183
|
|
|
$
|
14,983
|
|
$
|
8,242
|
|
|
|
|
|
|
|
||||||||
|
Consolidated Total
|
||||||||||||
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||
($ in Thousands)
|
2019
|
2018
|
|
2019
|
2018
|
||||||||
Insurance commissions and fees
|
$
|
20,954
|
|
$
|
21,636
|
|
|
$
|
69,403
|
|
$
|
68,279
|
|
Wealth management fees(b)
|
21,015
|
|
21,224
|
|
|
61,885
|
|
62,198
|
|
||||
Service charges and deposit account fees
|
16,561
|
|
16,904
|
|
|
47,102
|
|
49,714
|
|
||||
Card-based fees(a)
|
10,501
|
|
9,826
|
|
|
29,973
|
|
29,454
|
|
||||
Other revenue
|
3,683
|
|
3,128
|
|
|
8,010
|
|
8,624
|
|
||||
Noninterest Income (in-scope of Topic 606)
|
$
|
72,713
|
|
$
|
72,718
|
|
|
$
|
216,373
|
|
$
|
218,270
|
|
Noninterest Income (out-of-scope of Topic 606)
|
28,137
|
|
15,583
|
|
|
71,517
|
|
53,252
|
|
||||
Total Noninterest Income
|
$
|
100,850
|
|
$
|
88,300
|
|
|
$
|
287,890
|
|
$
|
271,522
|
|
Revenue Stream
|
|
Noninterest income in-scope of Topic 606
|
Insurance commissions and fees
|
|
The Corporation's insurance revenue has two distinct performance obligations. The first performance obligation is the selling of the policy as an agent for the carrier. This performance obligation is satisfied upon binding of the policy. The second performance obligation is the ongoing servicing of the policy which is satisfied over the life of the policy. For employee benefits, the payment is typically received monthly. For property and casualty, payments can vary, but are typically received at, or in advance, of the policy period.
|
Service charges and deposit account fees
|
|
Service charges on deposit accounts consist of monthly service fees (i.e. business analysis fees and consumer service charges) and other deposit account related fees. The Corporation's performance obligation for monthly service fees is generally satisfied, and the related revenue recognized, over the period in which the service is provided. Other deposit account related fees are largely transactional based, and therefore, the Corporation's performance obligation is satisfied, and related revenue recognized, at a point in time. Payment for service charges on deposit accounts is primarily received immediately or in the following month through a direct charge to customers’ accounts.
|
Card-based fees(a)
|
|
Card-based fees are primarily comprised of debit and credit card income, ATM fees, and merchant services income. Debit and credit card income is primarily comprised of interchange fees earned whenever the Corporation's debit and credit cards are processed through card payment networks. ATM and merchant fees are largely transactional based, and therefore, the Corporation's performance obligation is satisfied, and related revenue recognized, at a point in time. Payment is typically received immediately or in the following month.
|
Trust and asset management fees(b)
|
|
Trust and asset management income is primarily comprised of fees earned from the management and administration of trusts and other customer assets. The Corporation's performance obligation is generally satisfied over time and the resulting fees are recognized monthly, based upon the month-end market value of the assets under management and the applicable fee rate. Payment is generally received a few days after month end through a direct charge to customers’ accounts. The Corporation's performance obligation for these transactional-based services is generally satisfied, and related revenue recognized, at a point in time (i.e., as incurred). Payment is received shortly after services are rendered.
|
Brokerage commissions and fees(b)
|
|
Brokerage commissions and fees primarily consist of investment advisory, brokerage, retirement services, and annuities. The Corporation's performance obligation for investment advisory services and retirement services is generally satisfied, and the related revenue recognized, over the period in which the services are provided. The performance obligation for annuities is satisfied upon sale of the annuity, and therefore, the related revenue is primarily recognized at the time of sale. Payments for these services are typically received immediately or in advance of the service.
|
($ in Thousands)
|
Three Months Ended September 30, 2019
|
Nine Months Ended September 30, 2019
|
||||
Operating Lease Costs
|
$
|
2,708
|
|
$
|
8,502
|
|
Operating Lease Cash Flows
|
2,968
|
|
8,538
|
|
|
September 30, 2019
|
|||
($ in Thousands)
|
Amount
|
Consolidated Balance Sheets Category
|
||
Operating lease right-of-use asset
|
$
|
48,127
|
|
Premises and equipment
|
Finance lease right-of-use asset
|
—
|
|
Other assets
|
|
Operating lease liability
|
52,011
|
|
Accrued expenses and other liabilities
|
|
Finance lease liability
|
—
|
|
Other long-term funding
|
|
September 30, 2019
|
|||||
($ in Thousands)
|
Lease payments
|
Weighted-average lease term (in years)
|
Weighted-average discount rate
|
|||
Operating leases
|
|
|
|
|||
Equipment
|
$
|
66
|
|
1.08
|
2.72
|
%
|
Retail and corporate offices
|
54,202
|
|
6.63
|
3.36
|
%
|
|
Land
|
6,425
|
|
12.11
|
3.34
|
%
|
|
Total operating leases
|
$
|
60,693
|
|
7.40
|
3.36
|
%
|
($ in Thousands)
|
Amount
|
||
Three Months Ending December 31, 2019
|
$
|
4,070
|
|
2020
|
10,520
|
|
|
2021
|
9,828
|
|
|
2022
|
7,578
|
|
|
2023
|
5,450
|
|
|
Beyond 2023
|
23,248
|
|
|
Total lease payments
|
60,693
|
|
|
Less: interest
|
8,682
|
|
|
Present value of lease payments
|
$
|
52,011
|
|
ITEM 2.
|
Management's Discussion and Analysis of Financial Condition and Results of Operations
|
•
|
Average loans of $23.2 billion increased $548 million, or 2%, compared to the first nine months of 2018. Average deposits of $24.9 billion increased $947 million, or 4%, from the first nine months of 2018. For 2019, the Corporation expects net loan growth of less than 3% and to maintain a loan-to-deposit ratio under 100%.
|
•
|
Net interest income of $636 million decreased $20 million, or 3%, from the first nine months of 2018. Net interest margin was 2.86% compared to 2.95% for the first nine months of 2018, primarily due to lower prepayments and accretion related to the Bank Mutual acquisition. The decrease was additionally driven by compression in LIBOR rates outpacing reductions in funding costs. For the remainder of 2019, the Corporation expected one Federal funds rate cut in the fourth quarter of 2019, which occurred on October 30, 2019. The Corporation expects the full year net interest margin to be approximately 2.84%.
|
•
|
Provision for credit losses was $16 million, compared to provision of negative $1 million for the first nine months of 2018.
|
•
|
Noninterest income of $288 million was up $16 million, or 6%, from the first nine months of 2018.
|
•
|
Noninterest expense of $590 million was down $38 million, or 6%, from the first nine months of 2018, driven by a $24 million reduction in acquisition related costs. For 2019, the Corporation expects full year noninterest expense to be approximately $790 million to $795 million, including approximately $3 million of expected restructuring costs.
|
($ in Thousands, except per share data)
|
YTD
2019 |
YTD
2018 |
3Q19
|
2Q19
|
1Q19
|
4Q18
|
3Q18
|
||||||||||||||
Net income
|
$
|
254,686
|
|
$
|
244,578
|
|
$
|
83,339
|
|
$
|
84,661
|
|
$
|
86,686
|
|
$
|
88,985
|
|
$
|
85,929
|
|
Net income available to common equity
|
243,285
|
|
237,501
|
|
79,539
|
|
80,860
|
|
82,885
|
|
85,278
|
|
83,521
|
|
|||||||
Earnings per common share - basic
|
1.49
|
|
1.40
|
|
0.50
|
|
0.49
|
|
0.50
|
|
0.52
|
|
0.49
|
|
|||||||
Earnings per common share - diluted
|
1.48
|
|
1.38
|
|
0.49
|
|
0.49
|
|
0.50
|
|
0.51
|
|
0.48
|
|
|||||||
Effective tax rate
|
19.67
|
%
|
18.34
|
%
|
20.09
|
%
|
18.34
|
%
|
20.53
|
%
|
21.83
|
%
|
20.64
|
%
|
|
Nine Months Ended September 30,
|
||||||||||||||||
|
2019
|
|
2018
|
||||||||||||||
($ in Thousands)
|
Average
Balance |
Interest
Income /
Expense
|
Average
Yield /
Rate
|
|
Average
Balance |
Interest
Income / Expense |
Average
Yield / Rate |
||||||||||
Assets
|
|
|
|
|
|
|
|
||||||||||
Earning assets
|
|
|
|
|
|
|
|
||||||||||
Loans(a)(b)(c)
|
|
|
|
|
|
|
|
||||||||||
Commercial and business lending
|
$
|
8,500,475
|
|
$
|
299,621
|
|
4.71
|
%
|
|
$
|
7,652,096
|
|
$
|
252,727
|
|
4.42
|
%
|
Commercial real estate lending
|
5,135,447
|
|
196,005
|
|
5.10
|
%
|
|
5,508,720
|
|
201,573
|
|
4.89
|
%
|
||||
Total commercial
|
13,635,922
|
|
495,626
|
|
4.86
|
%
|
|
13,160,815
|
|
454,300
|
|
4.61
|
%
|
||||
Residential mortgage
|
8,360,481
|
|
215,329
|
|
3.43
|
%
|
|
8,259,305
|
|
208,656
|
|
3.37
|
%
|
||||
Retail
|
1,240,793
|
|
58,517
|
|
6.29
|
%
|
|
1,269,050
|
|
54,623
|
|
5.74
|
%
|
||||
Total loans
|
23,237,195
|
|
769,472
|
|
4.42
|
%
|
|
22,689,170
|
|
717,579
|
|
4.22
|
%
|
||||
Investment securities
|
|
|
|
|
|
|
|
||||||||||
Taxable
|
4,507,586
|
|
79,248
|
|
2.34
|
%
|
|
5,460,873
|
|
90,622
|
|
2.21
|
%
|
||||
Tax-exempt(a)
|
1,902,768
|
|
53,687
|
|
3.76
|
%
|
|
1,480,426
|
|
40,173
|
|
3.62
|
%
|
||||
Other short-term investments
|
523,010
|
|
13,086
|
|
3.34
|
%
|
|
430,468
|
|
9,366
|
|
2.91
|
%
|
||||
Investments and other
|
6,933,364
|
|
146,022
|
|
2.80
|
%
|
|
7,371,767
|
|
140,161
|
|
2.54
|
%
|
||||
Total earning assets
|
30,170,560
|
|
$
|
915,493
|
|
4.05
|
%
|
|
30,060,938
|
|
$
|
857,740
|
|
3.81
|
%
|
||
Other assets, net (d)
|
3,167,352
|
|
|
|
|
2,941,853
|
|
|
|
||||||||
Total assets
|
$
|
33,337,911
|
|
|
|
|
$
|
33,002,790
|
|
|
|
||||||
Liabilities and Stockholders' Equity
|
|
|
|
|
|
|
|
||||||||||
Interest-bearing liabilities
|
|
|
|
|
|
|
|
||||||||||
Interest-bearing deposits
|
|
|
|
|
|
|
|
||||||||||
Savings
|
$
|
2,347,428
|
|
$
|
5,000
|
|
0.28
|
%
|
|
$
|
1,839,801
|
|
$
|
739
|
|
0.05
|
%
|
Interest-bearing demand
|
5,061,561
|
|
45,284
|
|
1.20
|
%
|
|
4,744,503
|
|
30,904
|
|
0.87
|
%
|
||||
Money market
|
7,144,999
|
|
60,509
|
|
1.13
|
%
|
|
7,318,400
|
|
38,042
|
|
0.69
|
%
|
||||
Network transaction deposits
|
2,003,179
|
|
36,228
|
|
2.42
|
%
|
|
2,168,209
|
|
28,308
|
|
1.75
|
%
|
||||
Time deposits
|
3,257,930
|
|
44,388
|
|
1.82
|
%
|
|
2,753,832
|
|
23,966
|
|
1.16
|
%
|
||||
Total interest-bearing deposits
|
19,815,097
|
|
191,408
|
|
1.29
|
%
|
|
18,824,746
|
|
121,959
|
|
0.87
|
%
|
||||
Federal funds purchased and securities sold under agreements to repurchase
|
124,428
|
|
1,058
|
|
1.14
|
%
|
|
255,371
|
|
1,564
|
|
0.82
|
%
|
||||
Commercial paper
|
33,610
|
|
121
|
|
0.48
|
%
|
|
60,979
|
|
150
|
|
0.33
|
%
|
||||
FHLB advances
|
3,172,606
|
|
53,194
|
|
2.24
|
%
|
|
4,078,588
|
|
53,720
|
|
1.76
|
%
|
||||
Long-term funding
|
796,165
|
|
22,188
|
|
3.72
|
%
|
|
550,888
|
|
15,183
|
|
3.67
|
%
|
||||
Total short and long-term funding
|
4,126,810
|
|
76,560
|
|
2.48
|
%
|
|
4,945,826
|
|
70,617
|
|
1.91
|
%
|
||||
Total interest-bearing liabilities
|
23,941,907
|
|
$
|
267,969
|
|
1.50
|
%
|
|
23,770,572
|
|
$
|
192,576
|
|
1.08
|
%
|
||
Noninterest-bearing demand deposits
|
5,133,573
|
|
|
|
|
5,176,858
|
|
|
|
||||||||
Other liabilities (d)
|
404,941
|
|
|
|
|
381,237
|
|
|
|
||||||||
Stockholders’ equity
|
3,857,490
|
|
|
|
|
3,674,125
|
|
|
|
||||||||
Total liabilities and stockholders’ equity
|
$
|
33,337,911
|
|
|
|
|
$
|
33,002,790
|
|
|
|
||||||
Interest rate spread
|
|
|
2.55
|
%
|
|
|
|
2.73
|
%
|
||||||||
Net free funds
|
|
|
0.31
|
%
|
|
|
|
0.22
|
%
|
||||||||
Fully tax-equivalent net interest income and net interest margin ("NIM")
|
|
$
|
647,525
|
|
2.86
|
%
|
|
|
$
|
665,164
|
|
2.95
|
%
|
||||
Fully tax-equivalent adjustment
|
|
11,993
|
|
|
|
|
9,539
|
|
|
||||||||
Net interest income
|
|
$
|
635,532
|
|
|
|
|
$
|
655,625
|
|
|
|
Three Months Ended
|
|||||||||||||||||||||||||
|
September 30, 2019
|
|
June 30, 2019
|
|
September 30, 2018
|
|||||||||||||||||||||
($ in Thousands)
|
Average
Balance
|
Interest
Income /
Expense
|
Average
Yield /
Rate
|
|
Average
Balance |
Interest
Income / Expense |
Average
Yield / Rate |
|
Average
Balance
|
Interest
Income /
Expense
|
Average
Yield /
Rate
|
|||||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Earning assets
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Loans(a)(b)(c)
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Commercial and business lending
|
$
|
8,502,268
|
|
$
|
96,327
|
|
4.49
|
%
|
|
$
|
8,621,609
|
|
$
|
103,029
|
|
4.79
|
%
|
|
$
|
7,938,739
|
|
$
|
91,250
|
|
4.56
|
%
|
Commercial real estate lending
|
5,157,031
|
|
64,058
|
|
4.92
|
%
|
|
5,130,954
|
|
66,522
|
|
5.19
|
%
|
|
5,420,680
|
|
68,020
|
|
4.98
|
%
|
||||||
Total commercial
|
13,659,299
|
|
160,386
|
|
4.66
|
%
|
|
13,752,563
|
|
169,551
|
|
4.94
|
%
|
|
13,359,419
|
|
159,270
|
|
4.73
|
%
|
||||||
Residential mortgage
|
8,337,230
|
|
68,656
|
|
3.29
|
%
|
|
8,378,082
|
|
72,692
|
|
3.47
|
%
|
|
8,333,303
|
|
71,926
|
|
3.45
|
%
|
||||||
Retail
|
1,255,540
|
|
20,066
|
|
6.38
|
%
|
|
1,223,726
|
|
19,095
|
|
6.25
|
%
|
|
1,280,996
|
|
18,859
|
|
5.87
|
%
|
||||||
Total loans
|
23,252,068
|
|
249,108
|
|
4.26
|
%
|
|
23,354,371
|
|
261,338
|
|
4.48
|
%
|
|
22,973,717
|
|
250,055
|
|
4.33
|
%
|
||||||
Investment securities
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Taxable
|
4,032,027
|
|
23,485
|
|
2.33
|
%
|
|
4,523,260
|
|
26,710
|
|
2.36
|
%
|
|
5,290,859
|
|
29,895
|
|
2.26
|
%
|
||||||
Tax-exempt(a)
|
1,918,661
|
|
18,114
|
|
3.78
|
%
|
|
1,943,485
|
|
18,304
|
|
3.77
|
%
|
|
1,627,715
|
|
14,973
|
|
3.68
|
%
|
||||||
Other short-term investments
|
619,334
|
|
4,865
|
|
3.12
|
%
|
|
479,590
|
|
3,995
|
|
3.34
|
%
|
|
582,578
|
|
4,036
|
|
2.75
|
%
|
||||||
Investments and other
|
6,570,022
|
|
46,464
|
|
2.81
|
%
|
|
6,946,335
|
|
49,009
|
|
2.81
|
%
|
|
7,501,152
|
|
48,905
|
|
2.61
|
%
|
||||||
Total earning assets
|
29,822,090
|
|
$
|
295,572
|
|
3.94
|
%
|
|
30,300,707
|
|
$
|
310,347
|
|
4.10
|
%
|
|
30,474,870
|
|
$
|
298,959
|
|
3.91
|
%
|
|||
Other assets, net(d)
|
3,331,910
|
|
|
|
|
3,138,111
|
|
|
|
|
3,005,120
|
|
|
|
||||||||||||
Total assets
|
$
|
33,154,000
|
|
|
|
|
$
|
33,438,818
|
|
|
|
|
$
|
33,479,990
|
|
|
|
|||||||||
Liabilities and Stockholders' equity
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Interest-bearing liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Interest-bearing deposits
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Savings
|
$
|
2,618,188
|
|
$
|
2,164
|
|
0.33
|
%
|
|
$
|
2,319,556
|
|
$
|
1,686
|
|
0.29
|
%
|
|
$
|
1,901,960
|
|
$
|
327
|
|
0.07
|
%
|
Interest-bearing demand
|
5,452,674
|
|
16,055
|
|
1.17
|
%
|
|
4,984,511
|
|
15,309
|
|
1.23
|
%
|
|
4,988,694
|
|
13,169
|
|
1.05
|
%
|
||||||
Money market
|
6,933,230
|
|
18,839
|
|
1.08
|
%
|
|
7,118,594
|
|
20,883
|
|
1.18
|
%
|
|
7,546,059
|
|
16,212
|
|
0.85
|
%
|
||||||
Network transaction deposits
|
1,764,961
|
|
10,147
|
|
2.28
|
%
|
|
2,024,604
|
|
12,456
|
|
2.47
|
%
|
|
1,969,915
|
|
10,027
|
|
2.02
|
%
|
||||||
Time deposits
|
3,107,670
|
|
14,381
|
|
1.84
|
%
|
|
3,544,317
|
|
16,717
|
|
1.89
|
%
|
|
2,978,314
|
|
10,382
|
|
1.38
|
%
|
||||||
Total interest-bearing deposits
|
19,876,723
|
|
61,585
|
|
1.23
|
%
|
|
19,991,581
|
|
67,050
|
|
1.35
|
%
|
|
19,384,942
|
|
50,116
|
|
1.03
|
%
|
||||||
Federal funds purchased and securities sold under agreements to repurchase
|
81,285
|
|
145
|
|
0.71
|
%
|
|
115,694
|
|
286
|
|
0.99
|
%
|
|
231,308
|
|
504
|
|
0.86
|
%
|
||||||
Commercial paper
|
28,721
|
|
33
|
|
0.45
|
%
|
|
30,612
|
|
37
|
|
0.49
|
%
|
|
43,911
|
|
38
|
|
0.35
|
%
|
||||||
FHLB advances
|
2,716,946
|
|
15,896
|
|
2.32
|
%
|
|
3,171,353
|
|
17,744
|
|
2.24
|
%
|
|
3,690,687
|
|
19,318
|
|
2.08
|
%
|
||||||
Long-term funding
|
796,561
|
|
7,396
|
|
3.71
|
%
|
|
796,169
|
|
7,396
|
|
3.72
|
%
|
|
656,055
|
|
6,095
|
|
3.72
|
%
|
||||||
Total short and long-term funding
|
3,623,513
|
|
23,469
|
|
2.58
|
%
|
|
4,113,829
|
|
25,463
|
|
2.48
|
%
|
|
4,621,961
|
|
25,956
|
|
2.23
|
%
|
||||||
Total interest-bearing liabilities
|
23,500,235
|
|
$
|
85,054
|
|
1.44
|
%
|
|
24,105,410
|
|
$
|
92,513
|
|
1.54
|
%
|
|
24,006,903
|
|
$
|
76,072
|
|
1.26
|
%
|
|||
Noninterest-bearing demand deposits
|
5,324,481
|
|
|
|
|
5,089,928
|
|
|
|
|
5,310,977
|
|
|
|
||||||||||||
Other liabilities(d)
|
425,810
|
|
|
|
|
390,585
|
|
|
|
|
400,570
|
|
|
|
||||||||||||
Stockholders’ equity
|
3,903,474
|
|
|
|
|
3,852,894
|
|
|
|
|
3,761,541
|
|
|
|
||||||||||||
Total liabilities and stockholders’ equity
|
$
|
33,154,000
|
|
|
|
|
$
|
33,438,818
|
|
|
|
|
$
|
33,479,990
|
|
|
|
|||||||||
Interest rate spread
|
|
|
2.50
|
%
|
|
|
|
2.56
|
%
|
|
|
|
2.65
|
%
|
||||||||||||
Net free funds
|
|
|
0.31
|
%
|
|
|
|
0.31
|
%
|
|
|
|
0.27
|
%
|
||||||||||||
Fully tax-equivalent net interest income and net interest margin ("NIM")
|
|
$
|
210,517
|
|
2.81
|
%
|
|
|
$
|
217,834
|
|
2.87
|
%
|
|
|
$
|
222,887
|
|
2.92
|
%
|
||||||
Fully tax-equivalent adjustment
|
|
4,152
|
|
|
|
|
4,215
|
|
|
|
|
3,496
|
|
|
||||||||||||
Net interest income
|
|
$
|
206,365
|
|
|
|
|
$
|
213,619
|
|
|
|
|
$
|
219,392
|
|
|
•
|
Net interest income in the consolidated statements of income (which excludes the fully tax-equivalent adjustment) was $636 million for the first nine months of 2019 compared to $656 million for the first nine months of 2018. The decrease was primarily due to lower prepayments and accretion related to the Bank Mutual acquisition. The decrease was additionally driven by compression in LIBOR rates outpacing reductions in funding costs. See sections Interest Rate Risk and Quantitative and Qualitative Disclosures about Market Risk for a discussion of interest rate risk and market risk.
|
•
|
Fully tax-equivalent net interest income of $648 million for the first nine months of 2019 was $18 million, or 3%, lower than the first nine months of 2018. The net interest margin for the first nine months of 2019 was 2.86%, compared to 2.95% for the first nine months of 2018. The decrease was attributable to higher prepayments and accretion related to the Bank Mutual acquisition during the first nine months of 2018.
|
•
|
Accreted income from the acquired Bank Mutual and Huntington loan portfolios contributed $5 million to net interest income for the first nine months of 2019 compared to $21 million of Bank Mutual accretion for the first nine months of 2018, of which approximately $8 million of the accreted income was from loan prepayments and other adjustments.
|
•
|
Average earning assets of $30.2 billion for the first nine months of 2019 were $110 million higher than the first nine months of 2018. Average loans of $23.2 billion for the first nine months of 2019 increased $548 million, or 2%, from the first nine months of 2018, primarily due to a $475 million, or 4%, increase in commercial loans, while taxable and tax-exempt investments decreased $531 million, or 8%, as the Corporation used its investment portfolio as a source of funds seeking to reposition its balance sheet for a declining rate environment.
|
•
|
Average interest-bearing liabilities of $23.9 billion for the first nine months of 2019 were up $171 million, or 1%, versus the first nine months of 2018. On average, interest-bearing deposits increased $990 million, or 5%, primarily driven by increases in time and savings deposits. Long-term funding increased $245 million, primarily due to the issuance of $300 million of senior bank notes in August 2018. FHLB Advances decreased $906 million, or 22%, from the first nine months of 2018.
|
•
|
The cost of interest-bearing liabilities was 1.50% for the first nine months of 2019, which was 42 bp higher than the first nine months of 2018. The increase was primarily due to a 42 bp increase in the cost of average interest-bearing deposits to 1.29% and a 48 bp increase in the cost of FHLB advances to 2.24%, both primarily due to the Federal funds rate increases in 2018.
|
•
|
The Federal Reserve lowered the Federal Fund target interest rate twice, totaling 50 bp, during the third quarter of 2019 to a range of 1.75% to 2.00%, compared to a range of 2.00% to 2.25% at the end of the third quarter of 2018. The Federal Reserve will continue to monitor the implications of information for the economic outlook as it assesses the appropriate path of the target rate for the Federal funds rate. The timing and magnitude of any such future rate changes are uncertain and will depend on domestic and global economic conditions.
|
•
|
The provision for credit losses (which includes the provision for loan losses and the provision for unfunded commitments) for the nine months ended September 30, 2019 was $16 million, compared to negative $1 million for the nine months ended September 30, 2018.
|
•
|
Net charge offs were $41 million, or 0.24%, of average loans on an annualized basis, for the nine months ended September 30, 2019, compared to $30 million, or 0.18%, of average loans on an annualized basis, for the nine months ended September 30, 2018.
|
•
|
The ratio of the allowance for loan losses to total loans was 0.94% at September 30, 2019 and 1.03% at September 30, 2018.
|
|
|
|
|
|
|
|
|
|
3Q19 Change vs
|
||||||||||||||||||
($ in Thousands)
|
YTD 3Q19
|
YTD 3Q18
|
YTD % Change
|
3Q19
|
2Q19
|
1Q19
|
4Q18
|
3Q18
|
2Q19
|
3Q18
|
|||||||||||||||||
Insurance commissions and fees
|
$
|
69,403
|
|
$
|
68,279
|
|
2
|
%
|
$
|
20,954
|
|
$
|
22,985
|
|
$
|
25,464
|
|
$
|
21,232
|
|
$
|
21,636
|
|
(9
|
)%
|
(3
|
)%
|
Wealth management fees(a)
|
61,885
|
|
62,198
|
|
(1
|
)%
|
21,015
|
|
20,691
|
|
20,180
|
|
20,364
|
|
21,224
|
|
2
|
%
|
(1
|
)%
|
|||||||
Service charges and deposit account fees
|
47,102
|
|
49,714
|
|
(5
|
)%
|
16,561
|
|
15,426
|
|
15,115
|
|
16,361
|
|
16,904
|
|
7
|
%
|
(2
|
)%
|
|||||||
Card-based fees
|
29,848
|
|
29,341
|
|
2
|
%
|
10,456
|
|
10,131
|
|
9,261
|
|
10,316
|
|
9,783
|
|
3
|
%
|
7
|
%
|
|||||||
Other fee-based revenue
|
14,246
|
|
12,559
|
|
13
|
%
|
5,085
|
|
5,178
|
|
3,983
|
|
5,260
|
|
4,307
|
|
(2
|
)%
|
18
|
%
|
|||||||
Total fee-based revenue
|
222,485
|
|
222,091
|
|
—
|
%
|
74,071
|
|
74,411
|
|
74,003
|
|
73,533
|
|
73,854
|
|
—
|
%
|
—
|
%
|
|||||||
Capital markets, net
|
12,215
|
|
15,189
|
|
(20
|
)%
|
4,300
|
|
4,726
|
|
3,189
|
|
4,931
|
|
5,099
|
|
(9
|
)%
|
(16
|
)%
|
|||||||
Mortgage banking income
|
34,045
|
|
23,114
|
|
47
|
%
|
14,273
|
|
12,246
|
|
7,526
|
|
5,846
|
|
6,444
|
|
17
|
%
|
121
|
%
|
|||||||
Mortgage servicing rights expense
|
8,926
|
|
6,474
|
|
38
|
%
|
3,333
|
|
2,779
|
|
2,814
|
|
2,575
|
|
2,432
|
|
20
|
%
|
37
|
%
|
|||||||
Mortgage banking, net
|
25,118
|
|
16,640
|
|
51
|
%
|
10,940
|
|
9,466
|
|
4,712
|
|
3,271
|
|
4,012
|
|
16
|
%
|
173
|
%
|
|||||||
Bank and corporate owned life insurance
|
11,482
|
|
10,705
|
|
7
|
%
|
4,337
|
|
3,352
|
|
3,792
|
|
3,247
|
|
3,540
|
|
29
|
%
|
23
|
%
|
|||||||
Other
|
8,344
|
|
7,529
|
|
11
|
%
|
2,537
|
|
2,547
|
|
3,260
|
|
1,522
|
|
2,802
|
|
—
|
%
|
(9
|
)%
|
|||||||
Subtotal
|
279,644
|
|
272,154
|
|
3
|
%
|
96,185
|
|
94,504
|
|
88,956
|
|
86,504
|
|
89,307
|
|
2
|
%
|
8
|
%
|
|||||||
Asset gains (losses), net(b)
|
2,316
|
|
1,353
|
|
71
|
%
|
877
|
|
871
|
|
567
|
|
(2,456
|
)
|
(1,037
|
)
|
1
|
%
|
N/M
|
|
|||||||
Investment securities gains(losses), net
|
5,931
|
|
(1,985
|
)
|
N/M
|
|
3,788
|
|
463
|
|
1,680
|
|
—
|
|
30
|
|
N/M
|
|
N/M
|
|
|||||||
Total noninterest income
|
$
|
287,890
|
|
$
|
271,522
|
|
6
|
%
|
$
|
100,850
|
|
$
|
95,837
|
|
$
|
91,202
|
|
$
|
84,046
|
|
$
|
88,300
|
|
5
|
%
|
14
|
%
|
Mortgage loans originated for sale during period
|
$
|
824,289
|
|
$
|
847,619
|
|
(3
|
)%
|
$
|
365,108
|
|
$
|
296,660
|
|
$
|
162,521
|
|
$
|
244,700
|
|
$
|
331,334
|
|
23
|
%
|
10
|
%
|
Mortgage loan settlements during period
|
$
|
1,048,729
|
|
$
|
826,929
|
|
27
|
%
|
$
|
616,630
|
|
$
|
272,257
|
|
$
|
159,842
|
|
$
|
304,723
|
|
$
|
344,849
|
|
126
|
%
|
79
|
%
|
Assets under management, at market value(c)
|
$
|
11,604
|
|
$
|
11,206
|
|
4
|
%
|
$
|
11,604
|
|
$
|
11,475
|
|
$
|
11,192
|
|
$
|
10,291
|
|
$
|
11,206
|
|
1
|
%
|
4
|
%
|
•
|
Mortgage banking, net was $25 million, up $8 million, or 51%, from the first nine months of 2018, driven by higher mortgage banking revenues due to increased settlements and gain on sale resulting from the portfolio mortgage sale that occurred during the third quarter of 2019.
|
•
|
Investment securities gains (losses), net was up $8 million from the first nine months of 2018, driven by gains on sales of securities during the first nine months of 2019 as part of the ongoing portfolio restructuring and deleveraging strategy.
|
•
|
Capital markets, net was down $3 million, or 20%, from the first nine months of 2018, primarily driven by unfavorable credit valuation adjustments.
|
•
|
Service charges and deposit account fees decreased $3 million, or 5%, from the first nine months of 2018, primarily driven by decreases in service charges on business accounts resulting from higher earnings credit rates on certain deposit accounts.
|
|
|
|
|
|
|
|
|
|
3Q19 Change vs
|
||||||||||||||||||
($ in Thousands)
|
YTD 3Q19
|
YTD 3Q18
|
YTD % Change
|
3Q19
|
2Q19
|
1Q19
|
4Q18
|
3Q18
|
2Q19
|
3Q18
|
|||||||||||||||||
Personnel
|
$
|
366,449
|
|
$
|
366,141
|
|
—
|
%
|
$
|
123,170
|
|
$
|
123,228
|
|
$
|
120,050
|
|
$
|
116,535
|
|
$
|
124,476
|
|
—
|
%
|
(1
|
)%
|
Technology
|
59,698
|
|
54,730
|
|
9
|
%
|
20,572
|
|
20,114
|
|
19,012
|
|
17,944
|
|
17,563
|
|
2
|
%
|
17
|
%
|
|||||||
Occupancy
|
45,466
|
|
44,947
|
|
1
|
%
|
15,164
|
|
13,830
|
|
16,472
|
|
14,174
|
|
14,519
|
|
10
|
%
|
4
|
%
|
|||||||
Business development and advertising
|
21,284
|
|
21,973
|
|
(3
|
)%
|
7,991
|
|
6,658
|
|
6,636
|
|
8,950
|
|
8,213
|
|
20
|
%
|
(3
|
)%
|
|||||||
Equipment
|
17,580
|
|
17,347
|
|
1
|
%
|
6,335
|
|
5,577
|
|
5,668
|
|
5,897
|
|
5,838
|
|
14
|
%
|
9
|
%
|
|||||||
Legal and professional
|
14,342
|
|
17,173
|
|
(16
|
)%
|
5,724
|
|
4,668
|
|
3,951
|
|
5,888
|
|
5,476
|
|
23
|
%
|
5
|
%
|
|||||||
Loan and foreclosure costs
|
5,599
|
|
5,844
|
|
(4
|
)%
|
1,638
|
|
1,814
|
|
2,146
|
|
1,566
|
|
2,439
|
|
(10
|
)%
|
(33
|
)%
|
|||||||
FDIC assessment
|
12,250
|
|
24,250
|
|
(49
|
)%
|
4,000
|
|
4,500
|
|
3,750
|
|
5,750
|
|
7,750
|
|
(11
|
)%
|
(48
|
)%
|
|||||||
Other intangible amortization
|
7,237
|
|
5,926
|
|
22
|
%
|
2,686
|
|
2,324
|
|
2,226
|
|
2,233
|
|
2,233
|
|
16
|
%
|
20
|
%
|
|||||||
Acquisition related costs(a)
|
5,995
|
|
29,983
|
|
(80
|
)%
|
1,629
|
|
3,734
|
|
632
|
|
(981
|
)
|
2,271
|
|
(56
|
)%
|
(28
|
)%
|
|||||||
Other
|
34,479
|
|
40,323
|
|
(14
|
)%
|
12,021
|
|
11,331
|
|
11,128
|
|
15,207
|
|
13,634
|
|
6
|
%
|
(12
|
)%
|
|||||||
Total noninterest expense
|
$
|
590,380
|
|
$
|
628,636
|
|
(6
|
)%
|
$
|
200,930
|
|
$
|
197,779
|
|
$
|
191,671
|
|
$
|
193,163
|
|
$
|
204,413
|
|
2
|
%
|
(2
|
)%
|
Personnel expense to total noninterest expense
|
62
|
%
|
58
|
%
|
|
61
|
%
|
62
|
%
|
63
|
%
|
60
|
%
|
61
|
%
|
|
|
||||||||||
Average full-time equivalent employees(b)
|
4,703
|
|
4,712
|
|
|
4,782
|
|
4,666
|
|
4,660
|
|
4,659
|
|
4,707
|
|
|
|
•
|
Acquisition costs decreased $24 million, or 80%, from the first nine months of 2018, due to higher Bank Mutual acquisition related costs in 2018 compared to Huntington branch and First Staunton acquisition related costs in 2019.
|
•
|
FDIC assessment expenses decreased $12 million, or 49%, from the first nine months of 2018, driven by the removal of the FDIC surcharge assessment in late 2018.
|
•
|
At September 30, 2019, total assets were $32.6 billion, down $1.0 billion, or 3%, from December 31, 2018 and down $831 million, or 2%, from September 30, 2018.
|
•
|
At September 30, 2019, Federal funds sold were $100,000, down $148 million from December 31, 2018 and down $24 million from September 30, 2018. At December 31, 2018 and September 30, 2018, the Corporation had excess funds that could not pay down alternative borrowings and therefore the funds were invested in the Federal funds sold market.
|
•
|
Investment securities at September 30, 2019 were $5.7 billion, down $1.0 billion, or 16%, from December 31, 2018 and down $1.1 billion, or 16%, from September 30, 2018, as the Corporation used its investment portfolio as a source of funds during the second and third quarters of 2019 and sought to reposition its investments for the declining interest rate environment.
|
•
|
Loans of $22.8 billion at September 30, 2019 were down $186 million, or 1%, from December 31, 2018 and were down $112 million from September 30, 2018. On June 14, 2019, the Corporation added $116 million in loans from the Huntington branch acquisition. During the third quarter of 2019, the Corporation sold approximately $240 million of portfolio mortgages as well as $33 million of nonaccrual and performing restructured loans.
|
•
|
At September 30, 2019, total deposits of $24.4 billion were down $475 million, or 2%, from December 31, 2018 and were down $409 million, or 2%, from September 30, 2018. On June 14, 2019, the Corporation assumed $725 million of deposits from the Huntington branch acquisition. As a result of the acquisition, the Corporation was able to reduce higher cost brokered CDs and network deposits. See section Deposits and Customer Funding for additional information on deposits.
|
•
|
FHLB advances were $2.9 billion at September 30, 2019, down $697 million, or 19%, from December 31, 2018 and were down $455 million, or 14%, from September 30, 2018, primarily driven by a shift in the Corporation's funding mix towards deposit funding where the Corporation used the proceeds to pay down higher cost wholesale funding, brokered CDs, and network deposits.
|
|
September 30, 2019
|
|
June 30, 2019
|
|
March 31, 2019
|
|
December 31, 2018
|
|
September 30, 2018
|
|||||||||||||||||||||||||
($ in Thousands)
|
Amount
|
|
% of
Total |
|
Amount
|
|
% of
Total
|
|
Amount
|
|
% of
Total
|
|
Amount
|
|
% of
Total
|
|
Amount
|
|
% of
Total
|
|||||||||||||||
Commercial and industrial
|
$
|
7,495,623
|
|
|
33
|
%
|
|
$
|
7,579,384
|
|
|
33
|
%
|
|
$
|
7,587,597
|
|
|
33
|
%
|
|
$
|
7,398,044
|
|
|
32
|
%
|
|
$
|
7,159,941
|
|
|
31
|
%
|
Commercial real estate — owner occupied
|
915,524
|
|
|
4
|
%
|
|
942,811
|
|
|
4
|
%
|
|
932,393
|
|
|
4
|
%
|
|
920,443
|
|
|
4
|
%
|
|
867,682
|
|
|
4
|
%
|
|||||
Commercial and business lending
|
8,411,147
|
|
|
37
|
%
|
|
8,522,194
|
|
|
37
|
%
|
|
8,519,990
|
|
|
37
|
%
|
|
8,318,487
|
|
|
36
|
%
|
|
8,027,622
|
|
|
35
|
%
|
|||||
Commercial real estate — investor
|
3,803,277
|
|
|
17
|
%
|
|
3,779,201
|
|
|
16
|
%
|
|
3,809,253
|
|
|
16
|
%
|
|
3,751,554
|
|
|
16
|
%
|
|
3,924,499
|
|
|
17
|
%
|
|||||
Real estate construction
|
1,356,508
|
|
|
6
|
%
|
|
1,394,815
|
|
|
6
|
%
|
|
1,273,782
|
|
|
6
|
%
|
|
1,335,031
|
|
|
6
|
%
|
|
1,416,209
|
|
|
6
|
%
|
|||||
Commercial real estate lending
|
5,159,784
|
|
|
23
|
%
|
|
5,174,016
|
|
|
22
|
%
|
|
5,083,035
|
|
|
22
|
%
|
|
5,086,585
|
|
|
22
|
%
|
|
5,340,708
|
|
|
23
|
%
|
|||||
Total commercial
|
13,570,932
|
|
|
60
|
%
|
|
13,696,210
|
|
|
59
|
%
|
|
13,603,025
|
|
|
59
|
%
|
|
13,405,072
|
|
|
58
|
%
|
|
13,368,330
|
|
|
58
|
%
|
|||||
Residential mortgage
|
7,954,801
|
|
|
35
|
%
|
|
8,277,479
|
|
|
36
|
%
|
|
8,323,846
|
|
|
36
|
%
|
|
8,277,712
|
|
|
36
|
%
|
|
8,227,649
|
|
|
36
|
%
|
|||||
Home Equity
|
879,642
|
|
|
4
|
%
|
|
916,213
|
|
|
4
|
%
|
|
868,886
|
|
|
4
|
%
|
|
894,473
|
|
|
4
|
%
|
|
901,275
|
|
|
4
|
%
|
|||||
Other consumer
|
349,335
|
|
|
2
|
%
|
|
360,065
|
|
|
2
|
%
|
|
352,602
|
|
|
2
|
%
|
|
363,171
|
|
|
2
|
%
|
|
369,858
|
|
|
2
|
%
|
|||||
Total consumer
|
9,183,778
|
|
|
40
|
%
|
|
9,553,757
|
|
|
41
|
%
|
|
9,545,333
|
|
|
41
|
%
|
|
9,535,357
|
|
|
42
|
%
|
|
9,498,782
|
|
|
42
|
%
|
|||||
Total loans(a)
|
$
|
22,754,710
|
|
|
100
|
%
|
|
$
|
23,249,967
|
|
|
100
|
%
|
|
$
|
23,148,359
|
|
|
100
|
%
|
|
$
|
22,940,429
|
|
|
100
|
%
|
|
$
|
22,867,112
|
|
|
100
|
%
|
($ in Thousands)
|
Within 1 Year(a)
|
|
1-5 Years
|
|
After 5 Years
|
|
Total
|
|
% of Total
|
|||||||||
Commercial and industrial
|
$
|
6,902,727
|
|
|
$
|
469,277
|
|
|
$
|
123,618
|
|
|
$
|
7,495,623
|
|
|
33
|
%
|
Commercial real estate — owner occupied
|
490,566
|
|
|
249,879
|
|
|
175,080
|
|
|
915,524
|
|
|
4
|
%
|
||||
Commercial real estate — investor
|
3,314,443
|
|
|
381,404
|
|
|
107,429
|
|
|
3,803,277
|
|
|
17
|
%
|
||||
Real estate construction
|
1,293,454
|
|
|
60,072
|
|
|
2,982
|
|
|
1,356,508
|
|
|
6
|
%
|
||||
Residential Mortgage - Adjustable(b)
|
647,492
|
|
|
2,784,313
|
|
|
1,157,433
|
|
|
4,589,239
|
|
|
20
|
%
|
||||
Residential Mortgage - Fixed
|
67,760
|
|
|
61,055
|
|
|
3,236,746
|
|
|
3,365,562
|
|
|
15
|
%
|
||||
Home Equity
|
33,818
|
|
|
103,785
|
|
|
742,039
|
|
|
879,642
|
|
|
4
|
%
|
||||
Other Consumer
|
158,105
|
|
|
49,967
|
|
|
141,264
|
|
|
349,335
|
|
|
2
|
%
|
||||
Total Loans
|
$
|
12,908,366
|
|
|
$
|
4,159,752
|
|
|
$
|
5,686,592
|
|
|
$
|
22,754,710
|
|
|
100
|
%
|
Fixed rate
|
$
|
5,510,899
|
|
|
$
|
1,033,509
|
|
|
$
|
3,746,068
|
|
|
$
|
10,290,477
|
|
|
45
|
%
|
Floating or adjustable rate
|
7,397,466
|
|
|
3,126,242
|
|
|
1,940,524
|
|
|
12,464,233
|
|
|
55
|
%
|
||||
Total
|
$
|
12,908,366
|
|
|
$
|
4,159,752
|
|
|
$
|
5,686,592
|
|
|
$
|
22,754,710
|
|
|
100
|
%
|
September 30, 2019
|
% of Total Loans
|
% of Total Commercial and Business Lending
|
||
Manufacturing and Wholesale Trade
|
8
|
%
|
21
|
%
|
Power and Utilities
|
6
|
%
|
16
|
%
|
($ in Millions)
|
September 30, 2019
|
|
June 30, 2019
|
|
March 31, 2019
|
|
December 31, 2018
|
|
September 30, 2018
|
||||||||||
Total oil and gas related loans
|
$
|
582
|
|
|
$
|
657
|
|
|
$
|
754
|
|
|
$
|
747
|
|
|
$
|
731
|
|
Quarter net charge offs/(recoveries)
|
21
|
|
|
10
|
|
|
4
|
|
|
(3
|
)
|
|
9
|
|
|||||
Oil and gas related allowance
|
21
|
|
|
25
|
|
|
11
|
|
|
12
|
|
|
10
|
|
|||||
Oil and gas related allowance ratio
|
3.7
|
%
|
|
3.8
|
%
|
|
1.5
|
%
|
|
1.6
|
%
|
|
1.4
|
%
|
September 30, 2019
|
% of Total Loans
|
% of Total Commercial Real Estate - Investor
|
||
Multi-Family
|
6
|
%
|
33
|
%
|
($ in Thousands)
|
September 30,
2019 |
|
June 30,
2019 |
|
March 31,
2019 |
|
December 31,
2018 |
|
September 30,
2018 |
||||||||||
Nonperforming assets
|
|
||||||||||||||||||
Commercial and industrial
|
$
|
56,536
|
|
|
$
|
84,151
|
|
|
$
|
73,379
|
|
|
$
|
41,021
|
|
|
$
|
50,146
|
|
Commercial real estate — owner occupied
|
68
|
|
|
571
|
|
|
890
|
|
|
3,957
|
|
|
4,779
|
|
|||||
Commercial and business lending
|
56,604
|
|
|
84,722
|
|
|
74,269
|
|
|
44,978
|
|
|
54,925
|
|
|||||
Commercial real estate — investor
|
4,800
|
|
|
1,485
|
|
|
776
|
|
|
1,952
|
|
|
19,725
|
|
|||||
Real estate construction
|
542
|
|
|
427
|
|
|
739
|
|
|
979
|
|
|
1,154
|
|
|||||
Commercial real estate lending
|
5,342
|
|
|
1,912
|
|
|
1,516
|
|
|
2,931
|
|
|
20,879
|
|
|||||
Total commercial
|
61,946
|
|
|
86,634
|
|
|
75,784
|
|
|
47,909
|
|
|
75,804
|
|
|||||
Residential mortgage
|
57,056
|
|
|
68,166
|
|
|
67,323
|
|
|
67,574
|
|
|
65,896
|
|
|||||
Home equity
|
9,828
|
|
|
11,835
|
|
|
12,300
|
|
|
12,339
|
|
|
12,324
|
|
|||||
Other consumer
|
109
|
|
|
72
|
|
|
149
|
|
|
79
|
|
|
68
|
|
|||||
Total consumer
|
66,993
|
|
|
80,073
|
|
|
79,772
|
|
|
79,992
|
|
|
78,288
|
|
|||||
Total nonaccrual loans(a)
|
128,939
|
|
|
166,707
|
|
|
155,556
|
|
|
127,901
|
|
|
154,092
|
|
|||||
Commercial real estate owned
|
3,603
|
|
|
3,314
|
|
|
3,434
|
|
|
4,047
|
|
|
4,680
|
|
|||||
Residential real estate owned
|
4,791
|
|
|
3,508
|
|
|
3,740
|
|
|
2,963
|
|
|
3,630
|
|
|||||
Bank properties real estate owned
|
11,230
|
|
|
11,533
|
|
|
5,112
|
|
|
4,974
|
|
|
17,343
|
|
|||||
OREO
|
19,625
|
|
|
18,355
|
|
|
12,286
|
|
|
11,984
|
|
|
25,653
|
|
|||||
Other nonperforming assets
|
6,004
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,379
|
|
|||||
Total nonperforming assets
|
$
|
154,568
|
|
|
$
|
185,062
|
|
|
$
|
167,843
|
|
|
$
|
139,885
|
|
|
$
|
186,124
|
|
Accruing loans past due 90 days or more
|
|
|
|
|
|
|
|
|
|
||||||||||
Commercial
|
$
|
266
|
|
|
$
|
293
|
|
|
$
|
287
|
|
|
$
|
311
|
|
|
$
|
319
|
|
Consumer
|
1,720
|
|
|
1,795
|
|
|
1,931
|
|
|
1,853
|
|
|
1,856
|
|
|||||
Total accruing loans past due 90 days or more
|
$
|
1,986
|
|
|
$
|
2,088
|
|
|
$
|
2,218
|
|
|
$
|
2,165
|
|
|
$
|
2,175
|
|
Restructured loans (accruing)
|
|
|
|
|
|
|
|
|
|
||||||||||
Commercial
|
$
|
17,842
|
|
|
$
|
19,367
|
|
|
$
|
19,480
|
|
|
$
|
28,668
|
|
|
$
|
43,199
|
|
Consumer
|
6,487
|
|
|
26,114
|
|
|
27,068
|
|
|
24,595
|
|
|
25,955
|
|
|||||
Total restructured loans (accruing)(a)
|
$
|
24,329
|
|
|
$
|
45,481
|
|
|
$
|
46,548
|
|
|
$
|
53,263
|
|
|
$
|
69,154
|
|
Nonaccrual restructured loans (included in nonaccrual loans)(a)
|
$
|
16,293
|
|
|
$
|
24,332
|
|
|
$
|
24,172
|
|
|
$
|
26,292
|
|
|
$
|
33,757
|
|
Ratios
|
|
|
|
|
|
|
|
|
|
||||||||||
Nonaccrual loans to total loans
|
0.57
|
%
|
|
0.72
|
%
|
|
0.67
|
%
|
|
0.56
|
%
|
|
0.67
|
%
|
|||||
NPAs to total loans plus OREO
|
0.68
|
%
|
|
0.80
|
%
|
|
0.72
|
%
|
|
0.61
|
%
|
|
0.81
|
%
|
|||||
NPAs to total assets
|
0.47
|
%
|
|
0.56
|
%
|
|
0.50
|
%
|
|
0.42
|
%
|
|
0.56
|
%
|
|||||
Allowance for loan losses to nonaccrual loans
|
166.30
|
%
|
|
140.16
|
%
|
|
151.12
|
%
|
|
186.10
|
%
|
|
153.32
|
%
|
($ in Thousands)
|
September 30,
2019 |
|
June 30,
2019 |
|
March 31,
2019 |
|
December 31,
2018 |
|
September 30,
2018 |
||||||||||
Accruing loans 30-89 days past due
|
|
|
|
||||||||||||||||
Commercial and industrial
|
$
|
426
|
|
|
$
|
4,909
|
|
|
$
|
3,295
|
|
|
$
|
525
|
|
|
$
|
5,732
|
|
Commercial real estate — owner occupied
|
2,646
|
|
|
2,018
|
|
|
6,066
|
|
|
2,699
|
|
|
6,126
|
|
|||||
Commercial and business lending
|
3,073
|
|
|
6,926
|
|
|
9,361
|
|
|
3,224
|
|
|
11,858
|
|
|||||
Commercial real estate — investor
|
636
|
|
|
1,382
|
|
|
1,090
|
|
|
3,767
|
|
|
373
|
|
|||||
Real estate construction
|
595
|
|
|
151
|
|
|
6,773
|
|
|
330
|
|
|
517
|
|
|||||
Commercial real estate lending
|
1,232
|
|
|
1,532
|
|
|
7,863
|
|
|
4,097
|
|
|
890
|
|
|||||
Total commercial
|
4,304
|
|
|
8,459
|
|
|
17,224
|
|
|
7,321
|
|
|
12,748
|
|
|||||
Residential mortgage
|
8,063
|
|
|
9,756
|
|
|
13,274
|
|
|
9,706
|
|
|
8,899
|
|
|||||
Home equity
|
4,798
|
|
|
5,827
|
|
|
6,363
|
|
|
6,049
|
|
|
8,080
|
|
|||||
Other consumer
|
2,203
|
|
|
1,838
|
|
|
2,364
|
|
|
2,269
|
|
|
1,979
|
|
|||||
Total consumer
|
15,063
|
|
|
17,422
|
|
|
22,001
|
|
|
18,024
|
|
|
18,958
|
|
|||||
Total accruing loans 30-89 days past due(a)
|
$
|
19,367
|
|
|
$
|
25,881
|
|
|
$
|
39,225
|
|
|
$
|
25,345
|
|
|
$
|
31,706
|
|
Potential problem loans
|
|
|
|
|
|
|
|
|
|
||||||||||
Commercial and industrial
|
$
|
59,427
|
|
|
$
|
58,658
|
|
|
$
|
111,772
|
|
|
$
|
116,578
|
|
|
$
|
144,468
|
|
Commercial real estate — owner occupied
|
22,624
|
|
|
24,237
|
|
|
48,929
|
|
|
55,964
|
|
|
32,526
|
|
|||||
Commercial and business lending
|
82,051
|
|
|
82,895
|
|
|
160,701
|
|
|
172,542
|
|
|
176,994
|
|
|||||
Commercial real estate — investor
|
49,353
|
|
|
77,766
|
|
|
70,613
|
|
|
67,481
|
|
|
49,842
|
|
|||||
Real estate construction
|
544
|
|
|
3,166
|
|
|
4,600
|
|
|
3,834
|
|
|
3,392
|
|
|||||
Commercial real estate lending
|
49,897
|
|
|
80,932
|
|
|
75,213
|
|
|
71,315
|
|
|
53,234
|
|
|||||
Total commercial
|
131,948
|
|
|
163,828
|
|
|
235,914
|
|
|
243,856
|
|
|
230,228
|
|
|||||
Residential mortgage
|
1,242
|
|
|
1,983
|
|
|
5,351
|
|
|
5,975
|
|
|
6,073
|
|
|||||
Home equity
|
—
|
|
|
32
|
|
|
91
|
|
|
103
|
|
|
148
|
|
|||||
Total consumer
|
1,242
|
|
|
2,014
|
|
|
5,443
|
|
|
6,078
|
|
|
6,221
|
|
|||||
Total potential problem loans
|
$
|
133,189
|
|
|
$
|
165,842
|
|
|
$
|
241,357
|
|
|
$
|
249,935
|
|
|
$
|
236,449
|
|
|
YTD
|
|
|
|
|
|
|||||||||||||||
($ in Thousands)
|
September 30,
2019 |
September 30,
2018 |
September 30,
2019 |
June 30,
2019 |
March 31,
2019 |
December 31,
2018 |
September 30,
2018 |
||||||||||||||
Allowance for Loan Losses
|
|
|
|
|
|
|
|
||||||||||||||
Balance at beginning of period
|
$
|
238,023
|
|
$
|
265,880
|
|
$
|
233,659
|
|
$
|
235,081
|
|
$
|
238,023
|
|
$
|
236,250
|
|
$
|
252,601
|
|
Provision for loan losses
|
17,500
|
|
500
|
|
1,000
|
|
12,000
|
|
4,500
|
|
2,000
|
|
(4,000
|
)
|
|||||||
Charge offs
|
(57,560
|
)
|
(44,385
|
)
|
(26,313
|
)
|
(15,761
|
)
|
(15,486
|
)
|
(6,151
|
)
|
(17,304
|
)
|
|||||||
Recoveries
|
16,462
|
|
14,255
|
|
6,079
|
|
2,339
|
|
8,044
|
|
5,923
|
|
4,953
|
|
|||||||
Net (charge offs) recoveries
|
(41,098
|
)
|
(30,130
|
)
|
(20,234
|
)
|
(13,421
|
)
|
(7,442
|
)
|
(228
|
)
|
(12,351
|
)
|
|||||||
Balance at end of period
|
$
|
214,425
|
|
$
|
236,250
|
|
$
|
214,425
|
|
$
|
233,659
|
|
$
|
235,081
|
|
$
|
238,023
|
|
$
|
236,250
|
|
Allowance for Unfunded Commitments
|
|
|
|
|
|
|
|
||||||||||||||
Balance at beginning of period
|
$
|
24,336
|
|
$
|
24,400
|
|
$
|
21,907
|
|
$
|
25,836
|
|
$
|
24,336
|
|
$
|
25,336
|
|
$
|
26,336
|
|
Provision for unfunded commitments
|
(1,500
|
)
|
(1,500
|
)
|
1,000
|
|
(4,000
|
)
|
1,500
|
|
(1,000
|
)
|
(1,000
|
)
|
|||||||
Amount recorded at acquisition
|
70
|
|
2,436
|
|
—
|
|
70
|
|
—
|
|
—
|
|
—
|
|
|||||||
Balance at end of period
|
$
|
22,907
|
|
$
|
25,336
|
|
$
|
22,907
|
|
$
|
21,907
|
|
$
|
25,836
|
|
$
|
24,336
|
|
$
|
25,336
|
|
Allowance for credit losses(a)
|
$
|
237,331
|
|
$
|
261,586
|
|
$
|
237,331
|
|
$
|
255,566
|
|
$
|
260,917
|
|
$
|
262,359
|
|
$
|
261,586
|
|
Provision for credit losses(b)
|
16,000
|
|
(1,000
|
)
|
2,000
|
|
8,000
|
|
6,000
|
|
1,000
|
|
(5,000
|
)
|
|||||||
Net loan (charge offs) recoveries
|
|
|
|
|
|
|
|
||||||||||||||
Commercial and industrial
|
$
|
(39,523
|
)
|
$
|
(20,098
|
)
|
$
|
(19,918
|
)
|
$
|
(12,177
|
)
|
$
|
(7,428
|
)
|
$
|
2,974
|
|
$
|
(6,893
|
)
|
Commercial real estate — owner occupied
|
2,573
|
|
(1,007
|
)
|
1,483
|
|
(104
|
)
|
1,193
|
|
282
|
|
(252
|
)
|
|||||||
Commercial and business lending
|
(36,950
|
)
|
(21,105
|
)
|
(18,435
|
)
|
(12,281
|
)
|
(6,235
|
)
|
3,256
|
|
(7,145
|
)
|
|||||||
Commercial real estate — investor
|
31
|
|
(5,139
|
)
|
(3
|
)
|
3
|
|
31
|
|
(2,107
|
)
|
(3,958
|
)
|
|||||||
Real estate construction
|
170
|
|
42
|
|
20
|
|
151
|
|
—
|
|
106
|
|
(195
|
)
|
|||||||
Commercial real estate lending
|
202
|
|
(5,097
|
)
|
17
|
|
153
|
|
31
|
|
(2,001
|
)
|
(4,153
|
)
|
|||||||
Total commercial
|
(36,749
|
)
|
(26,202
|
)
|
(18,418
|
)
|
(12,127
|
)
|
(6,203
|
)
|
1,255
|
|
(11,298
|
)
|
|||||||
Residential mortgage
|
(1,215
|
)
|
(261
|
)
|
(393
|
)
|
(365
|
)
|
(457
|
)
|
(94
|
)
|
5
|
|
|||||||
Home equity
|
273
|
|
(337
|
)
|
(275
|
)
|
239
|
|
309
|
|
(270
|
)
|
200
|
|
|||||||
Other consumer
|
(3,407
|
)
|
(3,330
|
)
|
(1,148
|
)
|
(1,169
|
)
|
(1,090
|
)
|
(1,118
|
)
|
(1,258
|
)
|
|||||||
Total consumer
|
(4,349
|
)
|
(3,928
|
)
|
(1,816
|
)
|
(1,294
|
)
|
(1,239
|
)
|
(1,482
|
)
|
(1,053
|
)
|
|||||||
Total net (charge offs) recoveries
|
$
|
(41,098
|
)
|
$
|
(30,130
|
)
|
$
|
(20,234
|
)
|
$
|
(13,421
|
)
|
$
|
(7,442
|
)
|
$
|
(228
|
)
|
$
|
(12,351
|
)
|
Ratios
|
|
|
|
|
|
|
|
||||||||||||||
Allowance for loan losses to total loans
|
0.94
|
%
|
1.03
|
%
|
0.94
|
%
|
1.00
|
%
|
1.02
|
%
|
1.04
|
%
|
1.03
|
%
|
|||||||
Allowance for loan losses to net charge offs (annualized)
|
3.9x
|
|
5.9x
|
|
2.7x
|
|
4.3x
|
|
7.8x
|
|
263.1x
|
|
4.8x
|
|
|
YTD
|
|
|
|
|
|
||||||||
(In basis points)
|
September 30,
2019 |
September 30,
2018 |
September 30,
2019 |
June 30,
2019 |
March 31,
2019 |
December 31,
2018 |
September 30,
2018 |
|||||||
Net loan (charge offs) recoveries
|
|
|
|
|
|
|
|
|||||||
Commercial and industrial
|
(70
|
)
|
(39
|
)
|
(104
|
)
|
(64
|
)
|
(40
|
)
|
16
|
|
(39
|
)
|
Commercial real estate — owner occupied
|
37
|
|
(16
|
)
|
63
|
|
(4
|
)
|
53
|
|
13
|
|
(11
|
)
|
Commercial and business lending
|
(58
|
)
|
(37
|
)
|
(86
|
)
|
(57
|
)
|
(30
|
)
|
16
|
|
(36
|
)
|
Commercial real estate — investor
|
—
|
|
(17
|
)
|
—
|
|
—
|
|
—
|
|
(22
|
)
|
(40
|
)
|
Real estate construction
|
2
|
|
—
|
|
1
|
|
5
|
|
—
|
|
3
|
|
(5
|
)
|
Commercial real estate lending
|
1
|
|
(12
|
)
|
—
|
|
1
|
|
—
|
|
(15
|
)
|
(30
|
)
|
Total commercial
|
(36
|
)
|
(27
|
)
|
(53
|
)
|
(35
|
)
|
(19
|
)
|
4
|
|
(34
|
)
|
Residential mortgage
|
(2
|
)
|
—
|
|
(2
|
)
|
(2
|
)
|
(2
|
)
|
—
|
|
—
|
|
Home equity
|
4
|
|
(5
|
)
|
(12
|
)
|
11
|
|
14
|
|
(12
|
)
|
9
|
|
Other consumer
|
(128
|
)
|
(118
|
)
|
(129
|
)
|
(132
|
)
|
(123
|
)
|
(121
|
)
|
(133
|
)
|
Total consumer
|
(6
|
)
|
(6
|
)
|
(8
|
)
|
(5
|
)
|
(5
|
)
|
(6
|
)
|
(4
|
)
|
Total net (charge offs) recoveries
|
(24
|
)
|
(18
|
)
|
(35
|
)
|
(23
|
)
|
(13
|
)
|
—
|
|
(21
|
)
|
•
|
Total loans decreased $186 million, or 1%, from December 31, 2018 and decreased $112 million, or less than 1%, from September 30, 2018. See section Loans for additional information on the changes in the loan portfolio and see section Credit Risk for discussion about credit risk management for each loan type.
|
•
|
Potential problem loans decreased $117 million, or 47%, from December 31, 2018 and decreased $103 million, or 44%, from September 30, 2018 primarily due to non-oil and gas related payoffs. See Table 10 for additional information on the changes in potential problem loans.
|
•
|
Total nonaccrual loans increased $1 million, or 1%, from December 31, 2018, but decreased $25 million, or 16%, from September 30, 2018 primarily driven by the Corporation's sale of $12 million of nonaccrual loans during the third quarter of 2019 as part of the Corporation's deleveraging strategy. See Note 7 Loans of the notes to consolidated financial statements and section Nonperforming Assets for additional disclosures on the changes in asset quality.
|
•
|
Year-to-date net charge offs increased $11 million, or 36%, from the comparable period last year, primarily due to the charge offs of oil and gas related credits. See Table 11 and Table 12 for additional information regarding the activity in the allowance for loan losses.
|
•
|
The allowance for loan losses attributable to oil and gas related credits (included within the commercial and industrial allowance for loan losses) was $21 million at September 30, 2019, compared to $12 million at December 31, 2018 and $10 million at September 30, 2018. See Oil and gas lending within the Credit Risk section for additional disclosure.
|
|
September 30, 2019
|
|
June 30, 2019
|
|
March 31, 2019
|
|
December 31, 2018
|
|
September 30, 2018
|
|||||||||||||||||||||||||
($ in Thousands)
|
Amount
|
|
% of
Total |
|
Amount
|
|
% of
Total |
|
Amount
|
|
% of
Total |
|
Amount
|
|
% of
Total |
|
Amount
|
|
% of
Total |
|||||||||||||||
Noninterest-bearing demand
|
$
|
5,503,223
|
|
|
23
|
%
|
|
$
|
5,354,987
|
|
|
21
|
%
|
|
$
|
5,334,154
|
|
|
21
|
%
|
|
$
|
5,698,530
|
|
|
23
|
%
|
|
$
|
5,421,270
|
|
|
22
|
%
|
Savings
|
2,643,950
|
|
|
11
|
%
|
|
2,591,173
|
|
|
10
|
%
|
|
2,215,857
|
|
|
9
|
%
|
|
2,012,841
|
|
|
8
|
%
|
|
1,937,006
|
|
|
8
|
%
|
|||||
Interest-bearing demand
|
5,434,955
|
|
|
22
|
%
|
|
6,269,035
|
|
|
25
|
%
|
|
5,226,362
|
|
|
20
|
%
|
|
5,336,952
|
|
|
21
|
%
|
|
5,096,998
|
|
|
21
|
%
|
|||||
Money market
|
7,930,676
|
|
|
32
|
%
|
|
7,691,775
|
|
|
30
|
%
|
|
9,005,018
|
|
|
35
|
%
|
|
9,033,669
|
|
|
36
|
%
|
|
9,087,587
|
|
|
37
|
%
|
|||||
Brokered CDs
|
16,266
|
|
|
—
|
%
|
|
77,543
|
|
|
—
|
%
|
|
387,459
|
|
|
2
|
%
|
|
192,234
|
|
|
1
|
%
|
|
235,711
|
|
|
1
|
%
|
|||||
Other time
|
2,893,493
|
|
|
12
|
%
|
|
3,289,709
|
|
|
13
|
%
|
|
3,364,206
|
|
|
13
|
%
|
|
2,623,167
|
|
|
11
|
%
|
|
3,053,041
|
|
|
12
|
%
|
|||||
Total deposits
|
$
|
24,422,562
|
|
|
100
|
%
|
|
$
|
25,274,222
|
|
|
100
|
%
|
|
$
|
25,533,057
|
|
|
100
|
%
|
|
$
|
24,897,393
|
|
|
100
|
%
|
|
$
|
24,831,612
|
|
|
100
|
%
|
Customer funding(a)
|
108,369
|
|
|
|
|
104,973
|
|
|
|
|
146,027
|
|
|
|
|
137,364
|
|
|
|
|
184,269
|
|
|
|
||||||||||
Total deposits and customer funding
|
$
|
24,530,932
|
|
|
|
|
$
|
25,379,195
|
|
|
|
|
$
|
25,679,083
|
|
|
|
|
$
|
25,034,757
|
|
|
|
|
$
|
25,015,882
|
|
|
|
|||||
Network transaction deposits(b)
|
$
|
1,527,910
|
|
|
|
|
$
|
1,805,141
|
|
|
|
|
$
|
2,204,204
|
|
|
|
|
$
|
2,276,296
|
|
|
|
|
$
|
1,852,863
|
|
|
|
|||||
Net deposits and customer funding (total deposits and customer funding, excluding Brokered CDs and network transaction deposits)
|
$
|
22,986,756
|
|
|
|
|
$
|
23,496,510
|
|
|
|
|
$
|
23,087,421
|
|
|
|
|
$
|
22,566,227
|
|
|
|
|
$
|
22,927,308
|
|
|
|
|||||
Time deposits of more than $250,000
|
$
|
1,074,990
|
|
|
|
|
$
|
1,433,516
|
|
|
|
|
$
|
1,634,965
|
|
|
|
|
$
|
924,332
|
|
|
|
|
$
|
1,350,256
|
|
|
|
•
|
Deposits are the Corporation’s largest source of funds.
|
•
|
Total deposits decreased $475 million, or 2%, from December 31, 2018 and decreased $409 million, or 2%, from September 30, 2018. On June 14, 2019, the Corporation assumed $725 million in deposits from the Huntington branch acquisition. As a result of the acquisition, the Corporation was able to reduce higher cost brokered CDs and network deposits.
|
•
|
Savings accounts increased $631 million, or 31%, from December 31, 2018 and increased $707 million, or 36%, from September 30, 2018, primarily due to the addition of a premium savings deposit product.
|
•
|
Money market deposits decreased $1.1 billion, or 12%, from December 31, 2018 and decreased $1.2 billion, or 13%, from September 30, 2018, primarily due to the reduction in higher cost network deposits.
|
•
|
Non-maturity deposit accounts comprised of savings, money market, and demand (both interest and noninterest-bearing) accounts comprised 88% of the Corporation's total deposits at September 30, 2019.
|
•
|
Included in the above amounts were $1.5 billion of network deposits, primarily sourced from other financial institutions and intermediaries. These represented 6% of the Corporation's total deposits at September 30, 2019. Network deposits decreased $748 million, or 33%, from December 31, 2018 and decreased $325 million, or 18%, from September 30, 2018.
|
•
|
Investment securities are an important tool to the Corporation’s liquidity objective, and can be pledged or sold to enhance liquidity, if necessary. See Note 6 Investment Securities of the notes to consolidated financial statements for additional information on the Corporation's investment securities portfolio, including investment securities pledged.
|
•
|
The Bank pledges eligible loans to both the Federal Reserve Bank and the FHLB as collateral to establish lines of credit and borrow from these entities. Based on the amount of collateral pledged, the FHLB established a collateral value from which the Bank may draw advances against the collateral. The collateral is also used to enable the FHLB to issue letters of credit in favor of public fund depositors of the Bank. As of September 30, 2019, the Bank had $4.2 billion available for future advances. The Federal Reserve Bank also establishes a collateral value of assets to support borrowings from the discount window. As of September 30, 2019, the Bank had $1.5 billion available for discount window borrowings.
|
•
|
The Parent Company has a $200 million commercial paper program, of which $30 million was outstanding as of September 30, 2019.
|
•
|
Dividends and service fees from subsidiaries, as well as the proceeds from issuance of capital, are funding sources for the Parent Company.
|
•
|
The Parent Company has filed a shelf registration statement with the SEC under which the Parent Company may, from time to time, offer shares of the Corporation’s common stock in connection with acquisitions of businesses, assets, or securities of other companies.
|
•
|
The Parent Company also has filed a universal shelf registration statement with the SEC, under which the Parent Company may offer the following securities, either separately or in units: debt securities, preferred stock, depositary shares, common stock, and warrants.
|
•
|
The Bank may also issue institutional certificates of deposit, network transaction deposits, and brokered certificates of deposit.
|
•
|
The Bank has implemented a global bank note program pursuant to which it may from time to time offer up to $2.0 billion aggregate principal amount of its unsecured senior and subordinated notes.
|
|
Moody’s
|
|
S&P
|
Bank short-term deposits
|
P-1
|
|
-
|
Bank long-term deposits/issuer
|
A1
|
|
BBB+
|
Corporation commercial paper
|
P-2
|
|
-
|
Corporation long-term senior debt/issuer
|
Baa1
|
|
BBB
|
Outlook
|
Stable
|
|
Stable
|
|
Dynamic Forecast
September30, 2019 |
|
Static Forecast
September 30, 2019 |
|
Dynamic Forecast
December 31, 2018 |
|
Static Forecast
December 31, 2018 |
||||
Gradual Rate Change
|
|
|
|
|
|
|
|
||||
100 bp increase in interest rates
|
3.9
|
%
|
|
4.0
|
%
|
|
2.5
|
%
|
|
2.7
|
%
|
200 bp increase in interest rates
|
7.0
|
%
|
|
7.2
|
%
|
|
5.8
|
%
|
|
5.4
|
%
|
|
September 30, 2019
|
|
December 31, 2018
|
||
Instantaneous Rate Change
|
|
|
|
||
100 bp increase in interest rates
|
0.5
|
%
|
|
(2.0
|
)%
|
200 bp increase in interest rates
|
(0.8
|
)%
|
|
(4.5
|
)%
|
($ in Thousands)
|
One Year
or Less |
|
One to
Three Years |
|
Three to
Five Years |
|
Over
Five Years |
|
Total
|
||||||||||
Time deposits
|
$
|
2,077,680
|
|
|
$
|
717,662
|
|
|
$
|
114,139
|
|
|
$
|
278
|
|
|
$
|
2,909,759
|
|
Short-term funding
|
108,444
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
108,444
|
|
|||||
FHLB advances
|
226,052
|
|
|
593,955
|
|
|
453,200
|
|
|
1,604,520
|
|
|
2,877,727
|
|
|||||
Long-term funding
|
249,966
|
|
|
298,335
|
|
|
—
|
|
|
248,498
|
|
|
796,799
|
|
|||||
Commitments to extend credit
|
3,994,015
|
|
|
3,133,849
|
|
|
1,862,076
|
|
|
146,935
|
|
|
9,136,875
|
|
|||||
Total
|
$
|
6,656,157
|
|
|
$
|
4,743,801
|
|
|
$
|
2,429,415
|
|
|
$
|
2,000,231
|
|
|
$
|
15,829,604
|
|
($ in Thousands)
|
September 30,
2019 |
|
June 30,
2019 |
|
March 31,
2019 |
|
December 31,
2018 |
|
September 30,
2018 |
||||||||||
Risk-based Capital(a)
|
|
|
|
|
|
|
|
|
|
||||||||||
CET1
|
$
|
2,482,394
|
|
|
$
|
2,481,334
|
|
|
$
|
2,484,941
|
|
|
$
|
2,449,721
|
|
|
$
|
2,475,043
|
|
Tier 1 capital
|
2,738,708
|
|
|
2,737,607
|
|
|
2,741,159
|
|
|
2,705,939
|
|
|
2,731,194
|
|
|||||
Total capital
|
3,224,538
|
|
|
3,241,597
|
|
|
3,250,428
|
|
|
3,216,575
|
|
|
3,240,983
|
|
|||||
Total risk-weighted assets
|
24,312,727
|
|
|
24,465,973
|
|
|
24,120,876
|
|
|
23,842,542
|
|
|
23,845,948
|
|
|||||
CET1 capital ratio
|
10.21
|
%
|
|
10.14
|
%
|
|
10.30
|
%
|
|
10.27
|
%
|
|
10.38
|
%
|
|||||
Tier 1 capital ratio
|
11.26
|
%
|
|
11.19
|
%
|
|
11.36
|
%
|
|
11.35
|
%
|
|
11.45
|
%
|
|||||
Total capital ratio
|
13.26
|
%
|
|
13.25
|
%
|
|
13.48
|
%
|
|
13.49
|
%
|
|
13.59
|
%
|
|||||
Tier 1 leverage ratio
|
8.57
|
%
|
|
8.49
|
%
|
|
8.50
|
%
|
|
8.49
|
%
|
|
8.45
|
%
|
|||||
Selected Equity and Performance Ratios
|
|
|
|
|
|
|
|
|
|
||||||||||
Total stockholders’ equity / assets
|
12.03
|
%
|
|
11.73
|
%
|
|
11.39
|
%
|
|
11.25
|
%
|
|
11.36
|
%
|
|||||
Dividend payout ratio(b)
|
34.00
|
%
|
|
34.69
|
%
|
|
34.00
|
%
|
|
32.69
|
%
|
|
30.61
|
%
|
|
YTD
|
Quarter Ended
|
|||||||||||||||||||
($ in Thousands)
|
September 30,
2019 |
September 30,
2018 |
September 30,
2019 |
June 30,
2019 |
March 31,
2019 |
December 31,
2018 |
September 30,
2018 |
||||||||||||||
Selected Equity and Performance Ratios(a)(b)
|
|
|
|
|
|
|
|
||||||||||||||
Tangible common equity / tangible assets
|
|
|
7.65
|
%
|
7.42
|
%
|
7.20
|
%
|
7.04
|
%
|
7.13
|
%
|
|||||||||
Return on average equity
|
8.83
|
%
|
8.90
|
%
|
8.47
|
%
|
8.81
|
%
|
9.21
|
%
|
9.42
|
%
|
9.06
|
%
|
|||||||
Return on average tangible common equity
|
13.86
|
%
|
13.73
|
%
|
13.27
|
%
|
13.81
|
%
|
14.52
|
%
|
15.08
|
%
|
14.14
|
%
|
|||||||
Return on average Common equity Tier 1
|
13.15
|
%
|
12.89
|
%
|
12.78
|
%
|
13.09
|
%
|
13.58
|
%
|
13.94
|
%
|
13.18
|
%
|
|||||||
Return on average assets
|
1.02
|
%
|
0.99
|
%
|
1.00
|
%
|
1.02
|
%
|
1.05
|
%
|
1.07
|
%
|
1.02
|
%
|
|||||||
Average stockholders' equity / average assets
|
11.57
|
%
|
11.13
|
%
|
11.77
|
%
|
11.52
|
%
|
11.41
|
%
|
11.35
|
%
|
11.24
|
%
|
|||||||
Tangible Common Equity and Common Equity Tier 1 Reconciliation(a)(b)
|
|
|
|
|
|
|
|
||||||||||||||
Common equity
|
|
|
$
|
3,664,139
|
|
$
|
3,643,077
|
|
$
|
3,579,153
|
|
$
|
3,524,171
|
|
$
|
3,540,322
|
|
||||
Goodwill and other intangible assets, net
|
|
|
(1,267,319
|
)
|
(1,269,935
|
)
|
(1,242,554
|
)
|
(1,244,859
|
)
|
(1,246,991
|
)
|
|||||||||
Tangible common equity
|
|
|
$
|
2,396,820
|
|
$
|
2,373,142
|
|
$
|
2,336,600
|
|
$
|
2,279,312
|
|
$
|
2,293,331
|
|
||||
Tangible Assets Reconciliation(a)
|
|
|
|
|
|
|
|
||||||||||||||
Total assets
|
|
|
$
|
32,596,460
|
|
$
|
33,246,869
|
|
$
|
33,681,329
|
|
$
|
33,615,122
|
|
$
|
33,427,794
|
|
||||
Goodwill and other intangible assets, net
|
|
|
(1,267,319
|
)
|
(1,269,935
|
)
|
(1,242,554
|
)
|
(1,244,859
|
)
|
(1,246,991
|
)
|
|||||||||
Tangible assets
|
|
|
$
|
31,329,141
|
|
$
|
31,976,934
|
|
$
|
32,438,775
|
|
$
|
32,370,263
|
|
$
|
32,180,802
|
|
||||
Average Tangible Common Equity and Average Common Equity Tier 1 Reconciliation(a)(b)
|
|
|
|
|
|
|
|
||||||||||||||
Common equity
|
$
|
3,600,774
|
|
$
|
3,510,141
|
|
$
|
3,646,758
|
|
$
|
3,596,178
|
|
$
|
3,558,414
|
|
$
|
3,490,043
|
|
$
|
3,589,387
|
|
Goodwill and other intangible assets, net
|
(1,253,484
|
)
|
(1,196,912
|
)
|
(1,268,960
|
)
|
(1,247,209
|
)
|
(1,244,007
|
)
|
(1,246,102
|
)
|
(1,246,089
|
)
|
|||||||
Tangible common equity
|
2,347,290
|
|
2,313,229
|
|
2,377,798
|
|
2,348,969
|
|
2,314,406
|
|
2,243,941
|
|
2,343,298
|
|
|||||||
Less: Accumulated other comprehensive income / loss
|
79,775
|
|
110,741
|
|
42,224
|
|
82,142
|
|
115,767
|
|
137,190
|
|
125,225
|
|
|||||||
Less: Deferred tax assets/deferred tax liabilities, net
|
46,713
|
|
40,384
|
|
48,772
|
|
46,195
|
|
45,132
|
|
45,790
|
|
44,749
|
|
|||||||
Average common equity Tier 1
|
$
|
2,473,778
|
|
$
|
2,464,354
|
|
$
|
2,468,794
|
|
$
|
2,477,306
|
|
$
|
2,475,305
|
|
$
|
2,426,921
|
|
$
|
2,513,272
|
|
Efficiency Ratio Reconciliation(c)
|
|
|
|
|
|
|
|
||||||||||||||
Federal Reserve efficiency ratio
|
64.18
|
%
|
67.50
|
%
|
66.55
|
%
|
62.71
|
%
|
63.32
|
%
|
62.39
|
%
|
66.12
|
%
|
|||||||
Fully tax-equivalent adjustment
|
(0.83
|
)%
|
(0.69
|
)%
|
(0.90
|
)%
|
(0.84
|
)%
|
(0.77
|
)%
|
(0.75
|
)%
|
(0.75
|
)%
|
|||||||
Other intangible amortization
|
(0.79
|
)%
|
(0.64
|
)%
|
(0.89
|
)%
|
(0.75
|
)%
|
(0.73
|
)%
|
(0.72
|
)%
|
(0.73
|
)%
|
|||||||
Fully tax-equivalent efficiency ratio
|
62.58
|
%
|
66.18
|
%
|
64.78
|
%
|
61.13
|
%
|
61.83
|
%
|
60.93
|
%
|
64.66
|
%
|
|||||||
Acquisition related costs adjustment(d)
|
(0.65
|
)%
|
(3.33
|
)%
|
(0.53
|
)%
|
(1.21
|
)%
|
(0.20
|
)%
|
0.31
|
%
|
(0.94
|
)%
|
|||||||
Fully tax-equivalent efficiency ratio, excluding acquisition related costs (adjusted efficiency ratio)
|
61.92
|
%
|
62.85
|
%
|
64.25
|
%
|
59.91
|
%
|
61.63
|
%
|
61.24
|
%
|
63.72
|
%
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||||
($ in Thousands)
|
2019
|
2018
|
% Change
|
|
2019
|
2018
|
% Change
|
||||||||||
Corporate and Commercial Specialty
|
|
|
|
|
|
|
|
||||||||||
Total revenue
|
$
|
107,063
|
|
$
|
112,560
|
|
(5
|
)%
|
|
$
|
321,700
|
|
$
|
342,723
|
|
(6
|
)%
|
Credit provision
|
12,912
|
|
11,232
|
|
15
|
%
|
|
39,713
|
|
32,955
|
|
21
|
%
|
||||
Noninterest expense
|
39,172
|
|
41,828
|
|
(6
|
)%
|
|
117,982
|
|
122,853
|
|
(4
|
)%
|
||||
Income tax expense (benefit)
|
9,670
|
|
12,098
|
|
(20
|
)%
|
|
30,536
|
|
36,978
|
|
(17
|
)%
|
||||
Average earning assets
|
12,404,178
|
|
11,981,760
|
|
4
|
%
|
|
12,398,829
|
|
11,814,674
|
|
5
|
%
|
||||
Average loans
|
12,404,447
|
|
11,974,090
|
|
4
|
%
|
|
12,393,113
|
|
11,804,458
|
|
5
|
%
|
||||
Average deposits
|
8,587,669
|
|
8,695,170
|
|
(1
|
)%
|
|
8,499,132
|
|
8,127,134
|
|
5
|
%
|
||||
Average allocated capital (Average CET1)(a)
|
1,250,507
|
|
1,215,331
|
|
3
|
%
|
|
1,243,853
|
|
1,207,925
|
|
3
|
%
|
||||
Return on average allocated capital (ROCET1)(a)
|
14.37
|
%
|
15.47
|
%
|
(110) bp
|
|
|
14.35
|
%
|
16.60
|
%
|
(225) bp
|
|
||||
Community, Consumer, and Business
|
|
|
|
|
|
|
|
||||||||||
Total revenue
|
$
|
190,300
|
|
$
|
187,113
|
|
2
|
%
|
|
$
|
564,834
|
|
$
|
555,562
|
|
2
|
%
|
Credit provision
|
5,008
|
|
5,280
|
|
(5
|
)%
|
|
15,007
|
|
15,125
|
|
(1
|
)%
|
||||
Noninterest expense
|
137,761
|
|
139,627
|
|
(1
|
)%
|
|
406,984
|
|
405,129
|
|
—
|
%
|
||||
Income tax expense (benefit)
|
9,982
|
|
8,863
|
|
13
|
%
|
|
30,003
|
|
28,415
|
|
6
|
%
|
||||
Average earning assets
|
10,341,293
|
|
10,456,159
|
|
(1
|
)%
|
|
10,331,684
|
|
10,333,412
|
|
—
|
%
|
||||
Average loans
|
10,338,215
|
|
10,453,485
|
|
(1
|
)%
|
|
10,328,646
|
|
10,329,888
|
|
—
|
%
|
||||
Average deposits
|
14,767,091
|
|
13,716,862
|
|
8
|
%
|
|
14,195,194
|
|
13,518,903
|
|
5
|
%
|
||||
Average allocated capital (Average CET1)(a)
|
643,436
|
|
662,017
|
|
(3
|
)%
|
|
646,174
|
|
652,745
|
|
(1
|
)%
|
||||
Return on average allocated capital (ROCET1)(a)
|
23.15
|
%
|
19.98
|
%
|
317 bp
|
|
|
23.35
|
%
|
21.89
|
%
|
146 bp
|
|
||||
Risk Management and Shared Services
|
|
|
|
|
|
|
|
||||||||||
Total revenue
|
$
|
9,852
|
|
$
|
8,019
|
|
23
|
%
|
|
$
|
36,888
|
|
$
|
28,861
|
|
28
|
%
|
Credit provision
|
(15,919
|
)
|
(21,512
|
)
|
26
|
%
|
|
(38,721
|
)
|
(49,081
|
)
|
21
|
%
|
||||
Noninterest expense (b)
|
23,981
|
|
22,959
|
|
4
|
%
|
|
65,399
|
|
100,654
|
|
(35
|
)%
|
||||
Income tax expense (benefit)
|
1,295
|
|
1,388
|
|
(7
|
)%
|
|
1,816
|
|
(10,460
|
)
|
N/M
|
|
||||
Average earning assets
|
7,076,620
|
|
8,036,951
|
|
(12
|
)%
|
|
7,440,046
|
|
7,912,853
|
|
(6
|
)%
|
||||
Average loans
|
509,407
|
|
546,142
|
|
(7
|
)%
|
|
515,436
|
|
554,824
|
|
(7
|
)%
|
||||
Average deposits
|
1,846,444
|
|
2,283,886
|
|
(19
|
)%
|
|
2,254,344
|
|
2,355,566
|
|
(4
|
)%
|
||||
Average allocated capital (Average CET1)(a)
|
574,851
|
|
635,924
|
|
(10
|
)%
|
|
583,751
|
|
603,684
|
|
(3
|
)%
|
||||
Return on average allocated capital (ROCET1)(a)
|
(2.28
|
)%
|
1.73
|
%
|
(401) bp
|
|
|
(0.69
|
)%
|
(4.28
|
)%
|
359 bp
|
|
||||
Consolidated Total
|
|
|
|
|
|
|
|
||||||||||
Total revenue
|
$
|
307,216
|
|
$
|
307,692
|
|
—
|
%
|
|
$
|
923,422
|
|
$
|
927,146
|
|
—
|
%
|
Return on average allocated capital (ROCET1)(a)
|
12.78
|
%
|
13.18
|
%
|
(40) bp
|
|
|
13.15
|
%
|
12.89
|
%
|
26 bp
|
|
•
|
Revenue decreased $5 million, or 5%, from the three months ended September 30, 2018, and decreased $21 million, or 6%, from the first nine months of 2018. The decrease was primarily due to lower prepayments and accretion related to the Bank Mutual acquisition. The decrease was additionally driven by compression in LIBOR rates outpacing reductions in funding costs.
|
•
|
Credit provision increased $2 million, or 15%, from the three months ended September 30, 2018, and increased $7 million, or 21%, from the first nine months of 2018.
|
•
|
Average loans were up $430 million, or 4%, from the three months ended September 30, 2018, and increased $589 million, or 5%, from the first nine months of 2018, primarily due to growth in commercial and business lending.
|
•
|
Average deposits were down $108 million, or 1%, from the three months ended September 30, 2018, but up $372 million, or 5%, from the first nine months of 2018.
|
•
|
Revenue increased $3 million, or 2%, from the three months ended September 30, 2018. From the first nine months of 2018, revenue increased $9 million, or 2%, primarily due to an increase in mortgage banking income.
|
•
|
Noninterest expense decreased $2 million from the three months ended September 30, 2018, but increased $2 million compared to the first nine months of 2018. The increase was primarily driven by higher personnel expense from the first nine months of 2018.
|
•
|
Average deposits were up $1.1 billion, or 8%, from the three months ended September 30, 2018, and increased $676 million, or 5%, from the nine months ended September 30, 2018. The increases were primarily driven by an increase in savings deposits during the first nine months of 2019, due to the addition of a premium savings deposit product.
|
•
|
Revenues increased $2 million, or 23%, from the three months ended September 30, 2018. From the first nine months of 2018, revenue increased $8 million, or 28%, primarily driven by gains on sales of securities during the first nine months of 2019 as the Corporation used its investment portfolio as a source of funds seeking to reposition its balance sheet for a declining rate environment.
|
•
|
Credit provision improved $6 million, or 26%, from the three months ended September 30, 2018, and improved $10 million, or 21%, from the nine months ended September 30, 2018 due to an improvement in credit quality.
|
•
|
Noninterest expense increased $1 million, or 4%, from the three months ended September 30, 2018, but decreased $35 million, or 35%, from the first nine months of 2018. The decrease was primarily driven by $30 million of acquisition related costs recorded in the first nine months of 2018, compared to $6 million in the first nine months of 2019.
|
•
|
Average earning assets were down $960 million, or 12%, from the three months ended September 30, 2018 and were down $473 million, or 6%, from the first nine months of 2018. This was driven by the Corporation's ongoing investment securities portfolio restructuring and deleveraging strategy.
|
ITEM 3.
|
Quantitative and Qualitative Disclosures About Market Risk
|
ITEM 4.
|
Controls and Procedures
|
PART II - OTHER INFORMATION
|
ITEM 1.
|
Legal Proceedings
|
ITEM 2.
|
Unregistered Sales of Equity Securities and Use of Proceeds
|
ITEM 6.
|
Exhibits
|
Exhibit (101), Interactive data files pursuant to Rule 405 of Regulation S-T: (i) Unaudited Consolidated Balance Sheets, (ii) Unaudited Consolidated Statements of Income, (iii) Unaudited Consolidated Statements of Comprehensive Income, (iv) Unaudited Consolidated Statements of Changes in Stockholders’ Equity, (v) Unaudited Consolidated Statements of Cash Flows, and (vi) Notes to Consolidated Financial Statements.
|
Signatures
|
|
|
|
|
|
ASSOCIATED BANC-CORP
|
|
|
(Registrant)
|
|
|
|
Date: October 31, 2019
|
|
/s/ Philip B. Flynn
|
|
|
Philip B. Flynn
|
|
|
President and Chief Executive Officer
|
|
|
|
Date: October 31, 2019
|
|
/s/ Christopher J. Del Moral-Niles
|
|
|
Christopher J. Del Moral-Niles
|
|
|
Chief Financial Officer
|
|
|
|
Date: October 31, 2019
|
|
/s/ Tammy C. Stadler
|
|
|
Tammy C. Stadler
|
|
|
Principal Accounting Officer
|
|
|
|
Date: October 31, 2019
|
|
/s/ Philip B. Flynn
|
|
|
Philip B. Flynn
|
|
|
President and Chief Executive Officer
|
|
|
|
Date: October 31, 2019
|
|
/s/ Christopher J. Del Moral-Niles
|
|
|
Christopher J. Del Moral-Niles
|
|
|
Chief Financial Officer
|
|
|
|
/s/ Philip B. Flynn
|
|
Philip B. Flynn
|
|
Chief Executive Officer
|
|
October 31, 2019
|
|
|
|
/s/ Christopher J. Del Moral-Niles
|
|
Christopher J. Del Moral-Niles
|
|
Chief Financial Officer
|
|
October 31, 2019
|