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x
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ANNUAL 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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GEORGIA
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58-1456434
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(State of incorporation)
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(IRS Employer ID No.)
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Large accelerated filer
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x
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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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Page
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Item 1.
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Item 1A.
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Item 1B.
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Item 2.
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Item 3.
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Item 4.
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Item 5.
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Item 6.
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Item 7.
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Item 7A.
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Item 8.
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Item 9.
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Item 9A.
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Item 9B.
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Item 10.
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Item 11.
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Item 12.
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Item 13.
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Item 14.
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Item 15.
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•
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the risks of any acquisitions, mergers or divestitures which we may undertake in the future, including, without limitation, the related time and costs of implementing such transactions, integrating operations as part of these transactions and possible failures to achieve expected gains, revenue growth, expense savings and/or other results from such transactions;
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•
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the effects of future economic, business and market conditions and changes, including seasonality;
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•
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legislative and regulatory changes, including changes in banking, securities and tax laws, regulations and policies and their application by our regulators;
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•
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changes in accounting rules, practices and interpretations;
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•
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the risks of changes in interest rates on the levels, composition and costs of deposits, loan demand, and the values and liquidity of loan collateral, securities and interest-sensitive assets and liabilities;
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•
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changes in borrower credit risks and payment behaviors;
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•
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changes in the availability and cost of credit and capital in the financial markets;
|
•
|
changes in the prices, values and sales volumes of residential and commercial real estate;
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•
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the effects of concentrations in our loan portfolio;
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•
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our ability to resolve nonperforming assets;
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•
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the failure of assumptions and estimates underlying the establishment of reserves for possible loan losses and other estimates and valuations;
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•
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changes in technology or products that may be more difficult, costly or less effective than anticipated; and
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•
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the effects of war or other conflicts, acts of terrorism, hurricanes, floods, tornados or other catastrophic events that may affect economic conditions.
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•
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it may acquire direct or indirect ownership or control of any voting shares of any bank if, after the acquisition, the bank holding company will directly or indirectly own or control more than 5% of the voting shares of the bank;
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•
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it or any of its subsidiaries, other than a bank, may acquire all or substantially all of the assets of any bank; or
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•
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it may merge or consolidate with any other bank holding company.
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•
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the bank holding company has registered securities under Section 12 of the Exchange Act; or
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•
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no other person owns a greater percentage of that class of voting securities immediately after the transaction.
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•
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The calculation of the Bank’s FDIC deposit insurance assessment base will be changed and will utilize the performance score and a loss-severity score system as summarized under “FDIC Insurance Assessments.”
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•
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The Consumer Financial Protection Bureau (“CFPB”) will become our supervisor with respect to consumer protection laws and regulations and will have examination authority following the fourth consecutive quarter in which the Bank’s total assets exceed $10 billion.
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•
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The Bank will become subject to the cap on debit card interchange fees imposed by the so-called Durbin Amendment beginning on July 1 of the calendar year following the end of the first year in which the Bank’s total consolidated assets pass the $10 billion threshold.
|
•
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The final rule established a new capital measure called “Common Equity Tier 1 Capital” consisting of common stock and related surplus, retained earnings, accumulated other comprehensive income and, subject to certain adjustments, minority common equity interests in subsidiaries. Unlike prior rules which excluded unrealized gains and losses on available for sale debt securities from regulatory capital, the final rule generally requires accumulated other comprehensive income to flow through to regulatory capital; however, pursuant to a one-time, permanent election made available to most FDIC-supervised institutions, the Bank elected to opt out of the requirement to include most components of accumulated other comprehensive income in its regulatory capital. Depository institutions and their holding companies are now required to maintain Common Equity Tier 1 Capital equal to 4.5% of risk-weighted assets. Additionally, the regulations increased the required ratio of Tier 1 Capital to risk-weighted assets from 4% to 6%. Tier 1 Capital consists of Common Equity Tier 1 Capital plus Additional Tier 1 Capital which includes non-cumulative perpetual preferred stock. Neither cumulative preferred stock (other than certain preferred stock issued to the U.S. Treasury) nor trust preferred securities qualify as Additional Tier 1 Capital, but they may be included in Tier 2 Capital along with qualifying subordinated debt. The new regulations also require a minimum Tier 1 leverage ratio of 4% for all institutions, while the minimum required ratio of total capital to risk-weighted assets remains at 8%.
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•
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In addition to increased capital requirements, depository institutions and their holding companies will be required to maintain a capital conservation buffer of at least 2.5% of risk-weighted assets over and above the minimum risk-based capital requirements in order to avoid limitations on the payment of dividends, the repurchase of shares or the payment of discretionary bonuses. The capital conservation buffer requirement is being phased in, beginning January 1, 2016, requiring during 2016 a buffer amount greater than 0.625% in order to avoid these limitations, and increasing in amount each year (1.875% for 2018) until, beginning January 1, 2019, the buffer amount must be greater than 2.5% in order to avoid the limitations.
|
•
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The prompt corrective action regulations, under the final rule, incorporate a Common Equity Tier 1 Capital requirement and raise the capital requirements for certain capital categories. In order to be adequately capitalized for purposes of the prompt corrective action regulations, a banking organization is required to have at least an 8% Total Risk-Based Capital Ratio, a 6% Tier 1 Risk-Based Capital Ratio, a 4.5% Common Equity Tier 1 Risk Based Capital Ratio and a 4% Tier 1 Leverage Ratio. As of December 31, 2018, the minimum risk-based capital requirements including the 1.875% capital conservation buffer are as follows: 9.875% Total Risk-Based Capital Ratio, 7.875% Tier 1 Risk-Based Capital Ratio, and 6.375% Common Equity Tier 1 Risk Based Capital Ratio. To be well capitalized, a banking organization is required to have at least a 10% Total Risk-Based Capital Ratio, an 8% Tier 1 Risk-Based Capital Ratio, a 6.5% Common Equity Tier 1 Risk-Based Capital Ratio and a 5% Tier 1 Leverage Ratio.
|
•
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“well capitalized” if it has a Total Capital ratio of 10% or greater, a Tier 1 Capital ratio of 8% or greater, a Common Equity Tier 1 Capital ratio of 6.5% or greater and a leverage ratio of 5% or greater and is not subject to any order or written directive by the appropriate regulatory authority to meet and maintain a specific capital level for any capital measure;
|
•
|
“adequately capitalized” if it has a Total Capital ratio of 8% or greater, a Tier 1 Capital ratio of 6% or greater, a Common Equity Tier 1 Capital ratio of 4.5% or greater and a leverage ratio of 4% or greater (3% in certain circumstances) and is not “well capitalized;”
|
•
|
“undercapitalized” if it has a Total Capital ratio of less than 8%, a Tier 1 Capital ratio of less than 6%, a Common Equity Tier 1 Capital ratio of less than 4.5% or a leverage ratio of less than 4%;
|
•
|
“significantly undercapitalized” if it has a Total Capital ratio of less than 6%, a Tier 1 Capital ratio of less than 4%, a Common Equity Tier 1 Capital ratio of less than 3% or a leverage ratio of less than 3%; and
|
•
|
“critically undercapitalized” if its tangible equity is equal to or less than 2% of average quarterly tangible assets.
|
•
|
total reported loans for construction, land development and other land (“C&D”) represent 100% or more of the institution’s total capital; or
|
•
|
total CRE loans represent 300% or more of the institution’s total capital, and the outstanding balance of the institution’s CRE loan portfolio has increased by 50% or more.
|
•
|
an increase in loan delinquencies;
|
•
|
an increase in problem assets and foreclosures;
|
•
|
a decrease in the demand for our products and services; and
|
•
|
a decrease in the value of collateral for loans, especially real estate, in turn reducing customers’ borrowing power, the value of assets associated with problem loans and collateral coverage.
|
•
|
our inability to sell mortgage loans on the secondary market, which could negatively impact our liquidity position;
|
•
|
declines in real estate values could decrease the potential of mortgage originations, which could negatively impact our earnings;
|
•
|
if it is determined that loans were made in breach of our representations and warranties to the secondary market, we could incur losses associated with the loans;
|
•
|
increased compliance requirements could result in higher compliance costs, higher foreclosure proceedings or lower loan origination volume, all which could negatively impact future earnings; and
|
•
|
a rise in interest rates could cause a decline in mortgage originations, which could negatively impact our earnings.
|
•
|
the inability to obtain all required regulatory approvals;
|
•
|
significant costs and anticipated operating losses associated with establishing a de novo branch or a new bank;
|
•
|
the inability to secure the services of qualified senior management;
|
•
|
the local market may not accept the services of a new bank owned and managed by a bank holding company headquartered outside of the market area of the new bank;
|
•
|
economic downturns in the new market;
|
•
|
the inability to obtain attractive locations within a new market at a reasonable cost; and
|
•
|
the additional strain on management resources and internal systems and controls.
|
•
|
actual or anticipated quarterly fluctuations in our operating results and financial condition;
|
•
|
changes in revenue or earnings estimates or publication of research reports and recommendations by financial analysts or actions taken by rating agencies with respect to our securities or those of other financial institutions;
|
•
|
failure to meet analysts’ revenue or earnings estimates;
|
•
|
speculation in the press or investment community;
|
•
|
strategic actions by us or our competitors, such as acquisitions or restructurings;
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•
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actions by institutional shareholders;
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•
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fluctuations in the stock price and operating results of our competitors;
|
•
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general market conditions and, in particular, developments related to market conditions for the financial services industry;
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•
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proposed or adopted regulatory changes or developments, including changes in accounting rules;
|
•
|
proposed or adopted changes or developments in tax policies or rates;
|
•
|
anticipated or pending investigations, proceedings or litigation that involve or affect us; or
|
•
|
domestic and international economic factors unrelated to our performance.
|
|
|
Period Ending
|
||||||||||||||||
Index
|
|
12/31/2013
|
|
|
12/31/2014
|
|
|
12/31/2015
|
|
|
12/31/2016
|
|
|
12/31/2017
|
|
|
12/31/2018
|
|
Ameris Bancorp
|
|
100.00
|
|
|
122.24
|
|
|
163.20
|
|
|
211.14
|
|
|
235.40
|
|
|
156.09
|
|
NASDAQ Stock Market (US Companies)
|
|
100.00
|
|
|
114.75
|
|
|
122.74
|
|
|
133.62
|
|
|
173.22
|
|
|
168.30
|
|
SNL U.S. Bank NASDAQ
|
|
100.00
|
|
|
103.57
|
|
|
111.80
|
|
|
155.02
|
|
|
163.20
|
|
|
137.56
|
|
|
|
Year Ended December 31,
|
||||||||||||||||||
(dollars in thousands, except per share data)
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
||||||||||
Selected Balance Sheet Data:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total assets
|
|
$
|
11,443,515
|
|
|
$
|
7,856,203
|
|
|
$
|
6,892,031
|
|
|
$
|
5,588,940
|
|
|
$
|
4,037,077
|
|
Earning assets
|
|
10,348,393
|
|
|
7,288,285
|
|
|
6,293,670
|
|
|
5,084,658
|
|
|
3,574,561
|
|
|||||
Loans held for sale
|
|
111,298
|
|
|
197,442
|
|
|
105,924
|
|
|
111,182
|
|
|
94,759
|
|
|||||
Loans
|
|
5,660,457
|
|
|
4,856,514
|
|
|
3,626,821
|
|
|
2,406,877
|
|
|
1,889,881
|
|
|||||
Purchased loans
|
|
2,588,832
|
|
|
861,595
|
|
|
1,069,191
|
|
|
909,083
|
|
|
945,518
|
|
|||||
Purchased loan pools
|
|
262,625
|
|
|
328,246
|
|
|
568,314
|
|
|
592,963
|
|
|
—
|
|
|||||
Investment securities
|
|
1,192,423
|
|
|
810,873
|
|
|
822,735
|
|
|
783,185
|
|
|
541,805
|
|
|||||
FDIC loss-share receivable, net of clawback
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,301
|
|
|
31,351
|
|
|||||
Total deposits
|
|
9,469,313
|
|
|
6,625,845
|
|
|
5,575,163
|
|
|
4,879,290
|
|
|
3,431,149
|
|
|||||
FDIC loss-share payable including clawback
|
|
19,487
|
|
|
8,803
|
|
|
6,313
|
|
|
—
|
|
|
—
|
|
|||||
Shareholders’ equity
|
|
1,456,347
|
|
|
804,479
|
|
|
646,437
|
|
|
514,759
|
|
|
366,028
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Selected Average Balances:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total assets
|
|
$
|
9,744,001
|
|
|
$
|
7,330,974
|
|
|
$
|
6,166,714
|
|
|
$
|
4,804,245
|
|
|
$
|
3,731,281
|
|
Earning assets
|
|
8,861,205
|
|
|
6,759,509
|
|
|
5,598,077
|
|
|
4,320,948
|
|
|
3,303,467
|
|
|||||
Loans held for sale
|
|
140,273
|
|
|
113,657
|
|
|
97,995
|
|
|
87,952
|
|
|
71,231
|
|
|||||
Loans
|
|
5,415,757
|
|
|
4,188,378
|
|
|
2,777,505
|
|
|
2,161,726
|
|
|
1,753,013
|
|
|||||
Purchased loans
|
|
1,712,924
|
|
|
958,738
|
|
|
1,127,765
|
|
|
918,796
|
|
|
897,125
|
|
|||||
Purchased loan pools
|
|
297,850
|
|
|
496,844
|
|
|
619,440
|
|
|
201,689
|
|
|
—
|
|
|||||
Investment securities
|
|
1,036,822
|
|
|
861,189
|
|
|
842,886
|
|
|
731,165
|
|
|
508,383
|
|
|||||
Total deposits
|
|
7,862,988
|
|
|
5,845,430
|
|
|
5,200,241
|
|
|
4,126,885
|
|
|
3,200,622
|
|
|||||
Shareholders’ equity
|
|
1,178,275
|
|
|
770,296
|
|
|
613,435
|
|
|
492,242
|
|
|
316,400
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Selected Income Statement Data:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest income
|
|
$
|
413,326
|
|
|
$
|
294,347
|
|
|
$
|
239,065
|
|
|
$
|
190,393
|
|
|
$
|
164,566
|
|
Interest expense
|
|
69,934
|
|
|
34,222
|
|
|
19,694
|
|
|
14,856
|
|
|
14,680
|
|
|||||
Net interest income
|
|
343,392
|
|
|
260,125
|
|
|
219,371
|
|
|
175,537
|
|
|
149,886
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Provision for loan losses
|
|
16,667
|
|
|
8,364
|
|
|
4,091
|
|
|
5,264
|
|
|
5,648
|
|
|||||
Noninterest income
|
|
118,412
|
|
|
104,457
|
|
|
105,801
|
|
|
85,586
|
|
|
62,836
|
|
|||||
Noninterest expense
|
|
293,647
|
|
|
231,936
|
|
|
215,835
|
|
|
199,115
|
|
|
150,869
|
|
|||||
Income before income taxes
|
|
151,490
|
|
|
124,282
|
|
|
105,246
|
|
|
56,744
|
|
|
56,205
|
|
|||||
Income tax expense
|
|
30,463
|
|
|
50,734
|
|
|
33,146
|
|
|
15,897
|
|
|
17,482
|
|
|||||
Net income
|
|
$
|
121,027
|
|
|
$
|
73,548
|
|
|
$
|
72,100
|
|
|
$
|
40,847
|
|
|
$
|
38,723
|
|
Preferred stock dividends
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
286
|
|
|||||
Net income available to common shareholders
|
|
$
|
121,027
|
|
|
$
|
73,548
|
|
|
$
|
72,100
|
|
|
$
|
40,847
|
|
|
$
|
38,437
|
|
|
|
Year Ended December 31,
|
||||||||||||||||||
(dollars in thousands, except per share data)
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
||||||||||
Per Share Data
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income – basic
|
|
$
|
2.81
|
|
|
$
|
2.00
|
|
|
$
|
2.10
|
|
|
$
|
1.29
|
|
|
$
|
1.48
|
|
Net income – diluted
|
|
2.80
|
|
|
1.98
|
|
|
2.08
|
|
|
1.27
|
|
|
1.46
|
|
|||||
Common book value
|
|
30.66
|
|
|
21.59
|
|
|
18.51
|
|
|
15.98
|
|
|
13.67
|
|
|||||
Tangible book value
|
|
18.83
|
|
|
17.86
|
|
|
14.42
|
|
|
12.65
|
|
|
10.99
|
|
|||||
Common dividends – cash
|
|
0.40
|
|
|
0.40
|
|
|
0.30
|
|
|
0.20
|
|
|
0.15
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Profitability Ratios
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income to average total assets
|
|
1.24
|
%
|
|
1.00
|
%
|
|
1.17
|
%
|
|
0.85
|
%
|
|
1.08
|
%
|
|||||
Net income to average common shareholders’ equity
|
|
10.27
|
|
|
9.55
|
|
|
11.75
|
|
|
8.37
|
|
|
12.40
|
|
|||||
Net interest margin
|
|
3.92
|
|
|
3.95
|
|
|
3.99
|
|
|
4.12
|
|
|
4.59
|
|
|||||
Efficiency ratio
|
|
63.59
|
|
|
63.62
|
|
|
66.38
|
|
|
76.25
|
|
|
70.92
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Loan Quality Ratios
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net charge-offs to average loans*
|
|
0.27
|
%
|
|
0.13
|
%
|
|
0.11
|
%
|
|
0.22
|
%
|
|
0.34
|
%
|
|||||
Allowance for loan losses to total loans *
|
|
0.46
|
|
|
0.44
|
|
|
0.56
|
|
|
0.85
|
|
|
1.12
|
|
|||||
Nonperforming assets to total loans and OREO**
|
|
0.72
|
|
|
0.85
|
|
|
1.12
|
|
|
1.60
|
|
|
3.35
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Liquidity Ratios
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Loans to total deposits
|
|
88.21
|
%
|
|
91.25
|
%
|
|
94.42
|
%
|
|
80.11
|
%
|
|
82.64
|
%
|
|||||
Average loans to average earnings assets
|
|
83.81
|
|
|
83.50
|
|
|
80.83
|
|
|
75.96
|
|
|
80.22
|
|
|||||
Noninterest-bearing deposits to total deposits
|
|
26.12
|
|
|
26.82
|
|
|
28.22
|
|
|
27.26
|
|
|
24.46
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Capital Adequacy Ratios
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Shareholders’ equity to total assets
|
|
12.73
|
%
|
|
10.24
|
%
|
|
9.38
|
%
|
|
9.21
|
%
|
|
9.07
|
%
|
|||||
Common stock dividend payout ratio
|
|
14.23
|
|
|
20.00
|
|
|
14.29
|
|
|
15.50
|
|
|
10.14
|
|
*
|
Excludes purchased non-covered and covered assets.
|
**
|
Excludes covered assets.
|
•
|
Growth in adjusted net earnings
1
of $53.9 million, representing a 58.5% increase over 2017
|
•
|
Organic growth in loans of $482.6 million, or 8.5%, compared with $941.0 million, or 20.3%, in 2017
|
•
|
Adjusted return on average assets
1
of 1.50%, compared with 1.26% in 2017
|
•
|
Adjusted return on average tangible common equity
1
of 19.18%, compared with 14.66% in 2017
|
•
|
Stable net interest margin, excluding accretion
1
, of 3.79% during 2018 and 2017
|
•
|
Loan-to-deposit ratio at the end of 2018 of 88.2%, compared with 91.3% at the end of 2017
|
•
|
Increase in total revenue of 26.7% to $461.8 million
|
•
|
Annualized net charge-offs of 0.18% of average total loans and 0.27% of average non-purchased loans
|
•
|
Year-over-year organic growth in non-interest bearing deposits of $183.5 million, or 10.3%
|
•
|
Improvement in nonperforming assets, decreasing to 0.55% of total assets
|
Net Interest Margin Excluding Accretion Reconciliation
|
|
||||||
|
Year Ended
|
||||||
|
December 31,
|
||||||
(dollars in thousands)
|
2018
|
|
2017
|
||||
Total interest income (TE)
|
$
|
417,414
|
|
|
$
|
301,308
|
|
Accretion income
|
11,829
|
|
|
10,614
|
|
||
Total interest income (TE) excluding accretion
|
405,585
|
|
|
290,694
|
|
||
Interest expense
|
69,934
|
|
|
34,222
|
|
||
Net interest income (TE) excluding accretion
|
$
|
335,651
|
|
|
$
|
256,472
|
|
|
|
|
|
||||
Average earning assets
|
$
|
8,861,205
|
|
|
$
|
6,759,509
|
|
Net interest margin (TE) excluding accretion
|
3.79
|
%
|
|
3.79
|
%
|
|
|
Year Ended December 31,
|
|||||||||||||||||||||||||||||||
|
|
2018
|
|
2017
|
|
2016
|
|||||||||||||||||||||||||||
|
|
Average
Balance
|
|
Interest
Income/
Expense
|
|
Average
Yield/
Rate Paid
|
|
Average
Balance
|
|
Interest
Income/
Expense
|
|
Average
Yield/
Rate Paid
|
|
Average
Balance
|
|
Interest
Income/
Expense
|
|
Average
Yield/
Rate Paid
|
|||||||||||||||
|
|
(dollars in thousands)
|
|||||||||||||||||||||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Interest-earning assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Federal funds sold and interest-bearing deposits in banks
|
|
$
|
251,840
|
|
|
$
|
5,092
|
|
|
2.02
|
%
|
|
$
|
140,703
|
|
|
$
|
1,725
|
|
|
1.23
|
%
|
|
$
|
132,486
|
|
|
$
|
860
|
|
|
0.65
|
%
|
Time deposits in other banks
|
|
5,739
|
|
|
119
|
|
|
2.07
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Investment securities
|
|
1,036,822
|
|
|
30,145
|
|
|
2.91
|
|
|
861,189
|
|
|
22,586
|
|
|
2.62
|
|
|
842,886
|
|
|
20,229
|
|
|
2.40
|
|
||||||
Loans held for sale
|
|
140,273
|
|
|
5,709
|
|
|
4.07
|
|
|
113,657
|
|
|
4,222
|
|
|
3.71
|
|
|
97,995
|
|
|
3,391
|
|
|
3.46
|
|
||||||
Loans
|
|
5,415,757
|
|
|
269,451
|
|
|
4.98
|
|
|
4,188,378
|
|
|
200,999
|
|
|
4.80
|
|
|
2,777,505
|
|
|
131,305
|
|
|
4.73
|
|
||||||
Purchased loans
|
|
1,712,924
|
|
|
97,997
|
|
|
5.72
|
|
|
958,738
|
|
|
57,136
|
|
|
5.96
|
|
|
1,127,765
|
|
|
70,363
|
|
|
6.24
|
|
||||||
Purchased loan pools
|
|
297,850
|
|
|
8,901
|
|
|
2.99
|
|
|
496,844
|
|
|
14,640
|
|
|
2.95
|
|
|
619,440
|
|
|
17,170
|
|
|
2.77
|
|
||||||
Total interest-earning assets
|
|
8,861,205
|
|
|
417,414
|
|
|
4.71
|
|
|
6,759,509
|
|
|
301,308
|
|
|
4.46
|
|
|
5,598,077
|
|
|
243,318
|
|
|
4.35
|
|
||||||
Noninterest-earning assets
|
|
882,796
|
|
|
|
|
|
|
571,465
|
|
|
|
|
|
|
568,637
|
|
|
|
|
|
||||||||||||
Total assets
|
|
$
|
9,744,001
|
|
|
|
|
|
|
$
|
7,330,974
|
|
|
|
|
|
|
$
|
6,166,714
|
|
|
|
|
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Liabilities and Shareholders' Equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Interest-bearing liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Savings and interest-bearing demand deposits
|
|
$
|
4,032,178
|
|
|
$
|
26,594
|
|
|
0.66
|
%
|
|
$
|
3,172,234
|
|
|
$
|
11,759
|
|
|
0.37
|
%
|
|
$
|
2,793,713
|
|
|
$
|
6,984
|
|
|
0.25
|
%
|
Time deposits
|
|
1,666,639
|
|
|
22,460
|
|
|
1.35
|
|
|
1,002,697
|
|
|
8,118
|
|
|
0.81
|
|
|
890,757
|
|
|
5,427
|
|
|
0.61
|
|
||||||
Federal funds purchased and securities sold under agreements to repurchase
|
|
15,692
|
|
|
23
|
|
|
0.15
|
|
|
28,694
|
|
|
56
|
|
|
0.20
|
|
|
44,324
|
|
|
98
|
|
|
0.22
|
|
||||||
FHLB advances
|
|
421,891
|
|
|
8,153
|
|
|
1.93
|
|
|
496,541
|
|
|
5,174
|
|
|
1.04
|
|
|
150,879
|
|
|
899
|
|
|
0.60
|
|
||||||
Other borrowings
|
|
113,496
|
|
|
6,856
|
|
|
6.04
|
|
|
68,726
|
|
|
4,044
|
|
|
5.88
|
|
|
45,526
|
|
|
1,765
|
|
|
3.88
|
|
||||||
Subordinated deferrable interest debentures
|
|
87,444
|
|
|
5,848
|
|
|
6.69
|
|
|
84,878
|
|
|
5,071
|
|
|
5.97
|
|
|
80,952
|
|
|
4,522
|
|
|
5.59
|
|
||||||
Total interest-bearing liabilities
|
|
6,337,340
|
|
|
69,934
|
|
|
1.10
|
|
|
4,853,770
|
|
|
34,222
|
|
|
0.71
|
|
|
4,006,151
|
|
|
19,695
|
|
|
0.49
|
|
||||||
Noninterest-bearing demand deposits
|
|
2,164,171
|
|
|
|
|
|
|
1,670,499
|
|
|
|
|
|
|
1,515,771
|
|
|
|
|
|
||||||||||||
Other liabilities
|
|
64,215
|
|
|
|
|
|
|
36,409
|
|
|
|
|
|
|
31,357
|
|
|
|
|
|
||||||||||||
Shareholders' equity
|
|
1,178,275
|
|
|
|
|
|
|
770,296
|
|
|
|
|
|
|
613,435
|
|
|
|
|
|
||||||||||||
Total liabilities and shareholders’ equity
|
|
$
|
9,744,001
|
|
|
|
|
|
|
$
|
7,330,974
|
|
|
|
|
|
|
$
|
6,166,714
|
|
|
|
|
|
|||||||||
Interest rate spread
|
|
|
|
|
|
3.61
|
%
|
|
|
|
|
|
3.75
|
%
|
|
|
|
|
|
3.86
|
%
|
||||||||||||
Net interest income
|
|
|
|
$
|
347,480
|
|
|
|
|
|
|
$
|
267,086
|
|
|
|
|
|
|
$
|
223,623
|
|
|
|
|||||||||
Net interest margin
|
|
|
|
|
|
3.92
|
%
|
|
|
|
|
|
3.95
|
%
|
|
|
|
|
|
3.99
|
%
|
|
|
2018 vs. 2017
|
|
2017 vs. 2016
|
||||||||||||||||||||
|
|
Increase
|
|
Changes Due To
|
|
Increase
|
|
Changes Due To
|
||||||||||||||||
(dollars in thousands)
|
|
(Decrease)
|
|
Rate
|
|
Volume
|
|
(Decrease)
|
|
Rate
|
|
Volume
|
||||||||||||
Increase (decrease) in:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Income from earning assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Interest on federal funds sold and interest-bearing deposits in banks
|
|
$
|
3,367
|
|
|
$
|
2,004
|
|
|
$
|
1,363
|
|
|
$
|
865
|
|
|
$
|
812
|
|
|
$
|
53
|
|
Interest on time deposits in other banks
|
|
119
|
|
|
—
|
|
|
119
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Interest on investment securities
|
|
7,559
|
|
|
2,953
|
|
|
4,606
|
|
|
2,357
|
|
|
1,918
|
|
|
439
|
|
||||||
Interest on loans held for sale
|
|
1,487
|
|
|
498
|
|
|
989
|
|
|
831
|
|
|
289
|
|
|
542
|
|
||||||
Interest and fees on loans
|
|
68,452
|
|
|
9,550
|
|
|
58,902
|
|
|
69,694
|
|
|
2,996
|
|
|
66,698
|
|
||||||
Interest on purchased loans
|
|
40,861
|
|
|
(4,085
|
)
|
|
44,946
|
|
|
(13,227
|
)
|
|
(2,681
|
)
|
|
(10,546
|
)
|
||||||
Interest on purchased loan pools
|
|
(5,739
|
)
|
|
125
|
|
|
(5,864
|
)
|
|
(2,530
|
)
|
|
868
|
|
|
(3,398
|
)
|
||||||
Total interest income
|
|
116,106
|
|
|
11,045
|
|
|
105,061
|
|
|
57,990
|
|
|
4,202
|
|
|
53,788
|
|
||||||
Expense from interest-bearing liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Interest on savings and interest-bearing demand deposits
|
|
14,835
|
|
|
11,647
|
|
|
3,188
|
|
|
4,775
|
|
|
3,829
|
|
|
946
|
|
||||||
Interest on time deposits
|
|
14,342
|
|
|
8,967
|
|
|
5,375
|
|
|
2,691
|
|
|
2,009
|
|
|
682
|
|
||||||
Interest on federal funds purchased and securities sold under agreements to repurchase
|
|
(33
|
)
|
|
(8
|
)
|
|
(25
|
)
|
|
(42
|
)
|
|
(7
|
)
|
|
(35
|
)
|
||||||
Interest on FHLB advances
|
|
2,979
|
|
|
3,757
|
|
|
(778
|
)
|
|
4,275
|
|
|
2,215
|
|
|
2,060
|
|
||||||
Interest on other borrowings
|
|
2,812
|
|
|
178
|
|
|
2,634
|
|
|
2,279
|
|
|
1,380
|
|
|
899
|
|
||||||
Interest on trust preferred securities
|
|
777
|
|
|
624
|
|
|
153
|
|
|
549
|
|
|
330
|
|
|
219
|
|
||||||
Total interest expense
|
|
35,712
|
|
|
25,165
|
|
|
10,547
|
|
|
14,527
|
|
|
9,756
|
|
|
4,771
|
|
||||||
Net interest income
|
|
$
|
80,394
|
|
|
$
|
(14,120
|
)
|
|
$
|
94,514
|
|
|
$
|
43,463
|
|
|
$
|
(5,554
|
)
|
|
$
|
49,017
|
|
|
|
Years Ended December 31,
|
||||||||||
(dollars in thousands)
|
|
2018
|
|
2017
|
|
2016
|
||||||
Service charges on deposit accounts
|
|
$
|
46,128
|
|
|
$
|
42,054
|
|
|
$
|
42,745
|
|
Mortgage banking activities
|
|
51,292
|
|
|
48,535
|
|
|
48,298
|
|
|||
Other service charges, commissions and fees
|
|
3,003
|
|
|
2,872
|
|
|
3,575
|
|
|||
Net gain (loss) on securities
|
|
(37
|
)
|
|
37
|
|
|
94
|
|
|||
Gain on sale of SBA loans
|
|
2,728
|
|
|
4,590
|
|
|
3,974
|
|
|||
Other noninterest income
|
|
15,298
|
|
|
6,369
|
|
|
7,115
|
|
|||
|
|
$
|
118,412
|
|
|
$
|
104,457
|
|
|
$
|
105,801
|
|
|
|
Years Ended December 31,
|
||||||||||
(dollars in thousands)
|
|
2018
|
|
2017
|
|
2016
|
||||||
Salaries and employee benefits
|
|
$
|
149,293
|
|
|
$
|
120,016
|
|
|
$
|
106,837
|
|
Occupancy and equipment
|
|
29,131
|
|
|
24,069
|
|
|
24,397
|
|
|||
Amortization of intangible assets
|
|
9,512
|
|
|
3,932
|
|
|
4,376
|
|
|||
Data processing and communications expenses
|
|
30,385
|
|
|
27,869
|
|
|
24,591
|
|
|||
Advertising and public relations
|
|
5,571
|
|
|
5,131
|
|
|
4,181
|
|
|||
Postage & delivery
|
|
1,853
|
|
|
1,803
|
|
|
1,906
|
|
|||
Printing & supplies
|
|
2,471
|
|
|
2,047
|
|
|
2,158
|
|
|||
Legal fees
|
|
1,772
|
|
|
1,215
|
|
|
1,374
|
|
|||
Other professional fees
|
|
4,614
|
|
|
14,140
|
|
|
8,511
|
|
|||
Directors fees
|
|
880
|
|
|
908
|
|
|
1,060
|
|
|||
FDIC insurance
|
|
3,408
|
|
|
3,078
|
|
|
3,712
|
|
|||
Merger and conversion charges
|
|
20,499
|
|
|
915
|
|
|
6,376
|
|
|||
Credit resolution-related expenses
|
|
4,016
|
|
|
3,493
|
|
|
6,172
|
|
|||
Other noninterest expenses
|
|
30,242
|
|
|
23,320
|
|
|
20,184
|
|
|||
|
|
$
|
293,647
|
|
|
$
|
231,936
|
|
|
$
|
215,835
|
|
|
|
December 31,
|
||||||||||||||||||
(dollars in thousands)
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
||||||||||
Commercial, financial and agricultural
|
|
$
|
1,316,359
|
|
|
$
|
1,362,508
|
|
|
$
|
967,138
|
|
|
$
|
449,623
|
|
|
$
|
319,654
|
|
Real estate – construction and development
|
|
671,198
|
|
|
624,595
|
|
|
363,045
|
|
|
244,693
|
|
|
161,507
|
|
|||||
Real estate – commercial and farmland
|
|
1,814,529
|
|
|
1,535,439
|
|
|
1,406,219
|
|
|
1,104,991
|
|
|
907,524
|
|
|||||
Real estate – residential
|
|
1,403,000
|
|
|
1,009,461
|
|
|
781,018
|
|
|
570,430
|
|
|
456,106
|
|
|||||
Consumer installment
|
|
455,371
|
|
|
324,511
|
|
|
109,401
|
|
|
37,140
|
|
|
45,090
|
|
|||||
Loans, net of unearned income
|
|
$
|
5,660,457
|
|
|
$
|
4,856,514
|
|
|
$
|
3,626,821
|
|
|
$
|
2,406,877
|
|
|
$
|
1,889,881
|
|
|
|
December 31,
|
||||||||||||||||||
(dollars in thousands)
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
||||||||||
Municipal loans
|
|
$
|
510,600
|
|
|
$
|
522,880
|
|
|
$
|
385,697
|
|
|
$
|
239,151
|
|
|
$
|
115,647
|
|
Premium finance loans
|
|
410,381
|
|
|
482,536
|
|
|
353,858
|
|
|
—
|
|
|
—
|
|
|||||
Other commercial, financial and agricultural loans
|
|
395,378
|
|
|
357,092
|
|
|
227,583
|
|
|
210,472
|
|
|
204,007
|
|
|||||
|
|
$
|
1,316,359
|
|
|
$
|
1,362,508
|
|
|
$
|
967,138
|
|
|
$
|
449,623
|
|
|
$
|
319,654
|
|
(dollars in thousands)
|
|
Outstanding
Balance
|
|
Average
Maturity
(Months)
|
|
Average Rate
|
|
% Nonaccrual
|
|||||
Owner-occupied
|
|
$
|
597,690
|
|
|
79
|
|
|
4.98
|
%
|
|
0.49
|
%
|
Farmland
|
|
140,002
|
|
|
37
|
|
|
5.10
|
%
|
|
0.30
|
%
|
|
Apartments
|
|
140,443
|
|
|
46
|
|
|
4.73
|
%
|
|
0.05
|
%
|
|
Hotels and motels
|
|
67,372
|
|
|
64
|
|
|
4.96
|
%
|
|
0.36
|
%
|
|
Offices and office buildings
|
|
228,712
|
|
|
59
|
|
|
4.55
|
%
|
|
0.01
|
%
|
|
Strip centers (anchored & non-anchored)
|
|
213,172
|
|
|
55
|
|
|
4.73
|
%
|
|
—
|
%
|
|
Convenience stores
|
|
6,080
|
|
|
51
|
|
|
4.39
|
%
|
|
0.60
|
%
|
|
Retail properties
|
|
238,769
|
|
|
77
|
|
|
4.94
|
%
|
|
0.28
|
%
|
|
Warehouse properties
|
|
133,565
|
|
|
53
|
|
|
4.85
|
%
|
|
0.13
|
%
|
|
All other
|
|
48,724
|
|
|
37
|
|
|
5.29
|
%
|
|
0.11
|
%
|
|
|
|
$
|
1,814,529
|
|
|
64
|
|
|
4.88
|
%
|
|
0.26
|
%
|
(dollars in thousands)
|
|
Committed
Amount
|
|
Average
Rate
|
|
Average
Maturity
(months)
|
|
%
Unsecured
|
|
% in
Nonaccrual
Status
|
||||||
Commercial, financial and agricultural
|
|
$
|
255,895
|
|
|
2.68
|
%
|
|
162
|
|
|
—
|
%
|
|
—
|
%
|
Real estate – construction and development
|
|
270,880
|
|
|
5.43
|
%
|
|
61
|
|
|
—
|
|
|
—
|
%
|
|
Real estate – commercial and farmland
|
|
69,965
|
|
|
4.96
|
%
|
|
51
|
|
|
—
|
|
|
—
|
%
|
|
Mortgage warehouse and mortgage servicing rights lines of credit
|
|
364,826
|
|
|
5.23
|
%
|
|
3
|
|
|
—
|
|
|
—
|
%
|
|
Total
|
|
$
|
961,566
|
|
|
4.59
|
%
|
|
65
|
|
|
—
|
%
|
|
—
|
%
|
|
|
December 31,
|
||||||||||||||||||
(dollars in thousands)
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
||||||||||
Commercial, financial and agricultural
|
|
$
|
372,686
|
|
|
$
|
74,378
|
|
|
$
|
96,537
|
|
|
$
|
51,008
|
|
|
$
|
59,508
|
|
Real estate – construction and development
|
|
227,900
|
|
|
65,513
|
|
|
81,368
|
|
|
79,692
|
|
|
81,809
|
|
|||||
Real estate – commercial and farmland
|
|
1,337,859
|
|
|
468,246
|
|
|
576,355
|
|
|
461,981
|
|
|
454,333
|
|
|||||
Real estate – residential
|
|
623,199
|
|
|
250,539
|
|
|
310,277
|
|
|
311,191
|
|
|
344,862
|
|
|||||
Consumer installment
|
|
27,188
|
|
|
2,919
|
|
|
4,654
|
|
|
5,211
|
|
|
5,006
|
|
|||||
Total purchased non-covered loans
|
|
$
|
2,588,832
|
|
|
$
|
861,595
|
|
|
$
|
1,069,191
|
|
|
$
|
909,083
|
|
|
$
|
945,518
|
|
|
|
Contractual Maturity in:
|
||||||||||||||
(dollars in thousands)
|
|
One Year
or Less |
|
Over
One Year through Five Years |
|
Over
Five Years |
|
Total
|
||||||||
Purchased loans
|
|
$
|
422,733
|
|
|
$
|
935,664
|
|
|
$
|
1,230,435
|
|
|
$
|
2,588,832
|
|
Purchased loan pools
|
|
6,634
|
|
|
17,476
|
|
|
238,515
|
|
|
262,625
|
|
||||
Total purchased loans
|
|
$
|
429,367
|
|
|
$
|
953,140
|
|
|
$
|
1,468,950
|
|
|
$
|
2,851,457
|
|
(dollars in thousands)
|
December 31, 2018
|
||
Predetermined interest rates
|
$
|
4,186,039
|
|
Floating or adjustable interest rates
|
2,552,554
|
|
|
|
$
|
6,738,593
|
|
|
|
December 31,
|
||||||||||||||||||
(dollars in thousands)
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
||||||||||
Commercial, financial and agricultural
|
|
$
|
577
|
|
|
$
|
140
|
|
|
$
|
794
|
|
|
$
|
5,546
|
|
|
$
|
21,467
|
|
Real estate – construction and development
|
|
730
|
|
|
195
|
|
|
2,992
|
|
|
7,612
|
|
|
23,447
|
|
|||||
Real estate – commercial and farmland
|
|
74
|
|
|
107
|
|
|
12,917
|
|
|
71,226
|
|
|
147,627
|
|
|||||
Real estate – residential
|
|
36,618
|
|
|
29,604
|
|
|
41,389
|
|
|
53,038
|
|
|
78,520
|
|
|||||
Consumer installment
|
|
97
|
|
|
107
|
|
|
68
|
|
|
107
|
|
|
218
|
|
|||||
Total covered loans
|
|
$
|
38,096
|
|
|
$
|
30,153
|
|
|
$
|
58,160
|
|
|
$
|
137,529
|
|
|
$
|
271,279
|
|
|
|
December 31,
|
|||||||||||||||||||||||||||||||||
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|||||||||||||||||||||||||
(dollars in thousands)
|
|
Amount
|
|
% of Total
|
|
Amount
|
|
% of Total
|
|
Amount
|
|
% of Total
|
|
Amount
|
|
% of Total
|
|
Amount
|
|
% of Total
|
|||||||||||||||
Commercial, financial, and agricultural
|
|
$
|
4,287
|
|
|
15
|
%
|
|
$
|
3,631
|
|
|
14
|
%
|
|
$
|
2,192
|
|
|
9
|
%
|
|
$
|
1,144
|
|
|
5
|
%
|
|
$
|
2,004
|
|
|
9
|
%
|
Real estate construction & development
|
|
3,734
|
|
|
13
|
|
|
3,629
|
|
|
14
|
|
|
2,990
|
|
|
13
|
|
|
5,009
|
|
|
24
|
|
|
5,030
|
|
|
24
|
|
|||||
Real estate – commercial and farmland
|
|
8,975
|
|
|
31
|
|
|
7,501
|
|
|
29
|
|
|
7,662
|
|
|
32
|
|
|
7,994
|
|
|
38
|
|
|
8,823
|
|
|
42
|
|
|||||
Total Commercial
|
|
16,996
|
|
|
59
|
|
|
14,761
|
|
|
57
|
|
|
12,844
|
|
|
54
|
|
|
14,147
|
|
|
67
|
|
|
15,857
|
|
|
75
|
|
|||||
Real estate - residential
|
|
5,363
|
|
|
19
|
|
|
4,786
|
|
|
19
|
|
|
6,786
|
|
|
28
|
|
|
4,760
|
|
|
23
|
|
|
4,129
|
|
|
19
|
|
|||||
Consumer installment and Other
|
|
3,795
|
|
|
13
|
|
|
1,916
|
|
|
7
|
|
|
827
|
|
|
3
|
|
|
1,574
|
|
|
7
|
|
|
1,171
|
|
|
6
|
|
|||||
Total excluding purchased loans and purchased loan pools
|
|
26,154
|
|
|
91
|
|
|
21,463
|
|
|
83
|
|
|
20,457
|
|
|
85
|
|
|
20,481
|
|
|
97
|
|
|
21,157
|
|
|
100
|
|
|||||
Purchased loans
|
|
1,933
|
|
|
7
|
|
|
3,253
|
|
|
13
|
|
|
1,626
|
|
|
7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Purchased loan pools
|
|
732
|
|
|
2
|
|
|
1,075
|
|
|
4
|
|
|
1,837
|
|
|
8
|
|
|
581
|
|
|
3
|
|
|
—
|
|
|
—
|
|
|||||
Total
|
|
$
|
28,819
|
|
|
100
|
%
|
|
$
|
25,791
|
|
|
100
|
%
|
|
$
|
23,920
|
|
|
100
|
%
|
|
$
|
21,062
|
|
|
100
|
%
|
|
$
|
21,157
|
|
|
100
|
%
|
|
|
December 31,
|
||||||||||||||||||
(dollars in thousands)
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
||||||||||
Balance of allowance for loan losses at beginning of period
|
|
$
|
25,791
|
|
|
$
|
23,920
|
|
|
$
|
21,062
|
|
|
$
|
21,157
|
|
|
$
|
22,377
|
|
Provision charged to operating expense
|
|
16,667
|
|
|
8,364
|
|
|
4,091
|
|
|
5,264
|
|
|
5,648
|
|
|||||
Charge-offs:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Commercial, financial and agricultural
|
|
13,803
|
|
|
2,850
|
|
|
1,999
|
|
|
1,438
|
|
|
1,567
|
|
|||||
Real estate – construction and development
|
|
292
|
|
|
95
|
|
|
588
|
|
|
622
|
|
|
592
|
|
|||||
Real estate – commercial and farmland
|
|
338
|
|
|
853
|
|
|
708
|
|
|
2,367
|
|
|
3,288
|
|
|||||
Real estate - residential
|
|
771
|
|
|
2,151
|
|
|
1,122
|
|
|
1,587
|
|
|
1,707
|
|
|||||
Consumer installment
|
|
4,189
|
|
|
1,618
|
|
|
351
|
|
|
410
|
|
|
471
|
|
|||||
Purchased loans
|
|
1,738
|
|
|
2,900
|
|
|
1,559
|
|
|
2,709
|
|
|
1,935
|
|
|||||
Purchased loan pools
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Total charge-offs
|
|
21,131
|
|
|
10,467
|
|
|
6,327
|
|
|
9,133
|
|
|
9,560
|
|
|||||
Recoveries:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Commercial, financial and agricultural
|
|
3,769
|
|
|
1,270
|
|
|
400
|
|
|
651
|
|
|
321
|
|
|||||
Real estate – construction and development
|
|
120
|
|
|
246
|
|
|
490
|
|
|
323
|
|
|
349
|
|
|||||
Real estate – commercial and farmland
|
|
176
|
|
|
184
|
|
|
269
|
|
|
317
|
|
|
274
|
|
|||||
Real estate - residential
|
|
346
|
|
|
237
|
|
|
391
|
|
|
151
|
|
|
254
|
|
|||||
Consumer installment
|
|
499
|
|
|
116
|
|
|
127
|
|
|
137
|
|
|
486
|
|
|||||
Purchased loans
|
|
2,582
|
|
|
1,921
|
|
|
3,417
|
|
|
2,195
|
|
|
1,008
|
|
|||||
Purchased loan pools
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Total recoveries
|
|
7,492
|
|
|
3,974
|
|
|
5,094
|
|
|
3,774
|
|
|
2,692
|
|
|||||
Net charge-offs
|
|
13,639
|
|
|
6,493
|
|
|
1,233
|
|
|
5,359
|
|
|
6,868
|
|
|||||
Balance of allowance for loan losses at end of period
|
|
$
|
28,819
|
|
|
$
|
25,791
|
|
|
$
|
23,920
|
|
|
$
|
21,062
|
|
|
$
|
21,157
|
|
(dollars in thousands)
|
|
Legacy
Loans
|
|
Purchased
Loans
|
|
Purchased
Loan
Pools
|
|
Total
|
||||||||
December 31, 2018
|
|
|
|
|
|
|
|
|
||||||||
Allowance for loan losses at end of period
|
|
$
|
26,154
|
|
|
$
|
1,933
|
|
|
$
|
732
|
|
|
$
|
28,819
|
|
Net charge-offs (recoveries) for the period
|
|
14,483
|
|
|
(844
|
)
|
|
—
|
|
|
13,639
|
|
||||
Loan balances:
|
|
|
|
|
|
|
|
|
||||||||
End of period
|
|
5,660,457
|
|
|
2,588,832
|
|
|
262,625
|
|
|
8,511,914
|
|
||||
Average for the period
|
|
5,415,757
|
|
|
1,712,924
|
|
|
297,850
|
|
|
7,426,531
|
|
||||
Net charge-offs as a percentage of average loans
|
|
0.27
|
%
|
|
(0.05
|
)%
|
|
0.00
|
%
|
|
0.18
|
%
|
||||
Allowance for loan losses as a percentage of end of period loans
|
|
0.46
|
%
|
|
0.07
|
%
|
|
0.28
|
%
|
|
0.34
|
%
|
||||
|
|
|
|
|
|
|
|
|
||||||||
December 31, 2017
|
|
|
|
|
|
|
|
|
||||||||
Allowance for loan losses at end of period
|
|
$
|
21,463
|
|
|
$
|
3,253
|
|
|
$
|
1,075
|
|
|
$
|
25,791
|
|
Net charge-offs (recoveries) for the period
|
|
5,514
|
|
|
979
|
|
|
—
|
|
|
6,493
|
|
||||
Loan balances:
|
|
|
|
|
|
|
|
|
||||||||
End of period
|
|
4,856,514
|
|
|
861,595
|
|
|
328,246
|
|
|
6,046,355
|
|
||||
Average for the period
|
|
4,188,378
|
|
|
958,738
|
|
|
496,844
|
|
|
5,643,960
|
|
||||
Net charge-offs as a percentage of average loans
|
|
0.13
|
%
|
|
0.10
|
%
|
|
0.00
|
%
|
|
0.12
|
%
|
||||
Allowance for loan losses as a percentage of end of period loans
|
|
0.44
|
%
|
|
0.38
|
%
|
|
0.33
|
%
|
|
0.43
|
%
|
||||
|
|
|
|
|
|
|
|
|
||||||||
December 31, 2016
|
|
|
|
|
|
|
|
|
||||||||
Allowance for loan losses at end of period
|
|
$
|
20,457
|
|
|
$
|
1,626
|
|
|
$
|
1,837
|
|
|
$
|
23,920
|
|
Net charge-offs (recoveries) for the period
|
|
3,091
|
|
|
(1,858
|
)
|
|
—
|
|
|
1,233
|
|
||||
Loan balances:
|
|
|
|
|
|
|
|
|
||||||||
End of period
|
|
3,626,821
|
|
|
1,069,191
|
|
|
568,314
|
|
|
5,264,326
|
|
||||
Average for the period
|
|
2,777,505
|
|
|
1,127,765
|
|
|
619,440
|
|
|
4,524,710
|
|
||||
Net charge-offs as a percentage of average loans
|
|
0.11
|
%
|
|
(0.16
|
)%
|
|
0.00
|
%
|
|
0.03
|
%
|
||||
Allowance for loan losses as a percentage of end of period loans
|
|
0.56
|
%
|
|
0.15
|
%
|
|
0.32
|
%
|
|
0.45
|
%
|
||||
|
|
|
|
|
|
|
|
|
||||||||
December 31, 2015
|
|
|
|
|
|
|
|
|
||||||||
Allowance for loan losses at end of period
|
|
$
|
20,481
|
|
|
$
|
—
|
|
|
$
|
581
|
|
|
$
|
21,062
|
|
Net charge-offs (recoveries) for the period
|
|
4,845
|
|
|
514
|
|
|
—
|
|
|
5,359
|
|
||||
Loan balances:
|
|
|
|
|
|
|
|
|
||||||||
End of period
|
|
2,406,877
|
|
|
909,083
|
|
|
592,963
|
|
|
3,908,923
|
|
||||
Average for the period
|
|
2,161,726
|
|
|
918,796
|
|
|
201,689
|
|
|
3,282,211
|
|
||||
Net charge-offs as a percentage of average loans
|
|
0.22
|
%
|
|
0.06
|
%
|
|
0.00
|
%
|
|
0.16
|
%
|
||||
Allowance for loan losses as a percentage of end of period loans
|
|
0.85
|
%
|
|
0.00
|
%
|
|
0.10
|
%
|
|
0.54
|
%
|
||||
|
|
|
|
|
|
|
|
|
||||||||
December 31, 2014
|
|
|
|
|
|
|
|
|
||||||||
Allowance for loan losses at end of period
|
|
$
|
21,157
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
21,157
|
|
Net charge-offs (recoveries) for the period
|
|
5,941
|
|
|
927
|
|
|
—
|
|
|
6,868
|
|
||||
Loan balances:
|
|
|
|
|
|
|
|
|
||||||||
End of period
|
|
1,889,881
|
|
|
945,518
|
|
|
—
|
|
|
2,835,399
|
|
||||
Average for the period
|
|
1,753,013
|
|
|
897,125
|
|
|
—
|
|
|
2,650,138
|
|
||||
Net charge-offs as a percentage of average loans
|
|
0.34
|
%
|
|
0.10
|
%
|
|
0.00
|
%
|
|
0.26
|
%
|
||||
Allowance for loan losses as a percentage of end of period loans
|
|
1.12
|
%
|
|
0.00
|
%
|
|
0.00
|
%
|
|
0.75
|
%
|
|
|
December 31,
|
||||||||||||||||||
(dollars in thousands)
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
||||||||||
Non-accrual loans, excluding purchased loans
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Commercial, financial and agricultural
|
|
$
|
1,412
|
|
|
$
|
1,306
|
|
|
$
|
1,814
|
|
|
$
|
1,302
|
|
|
$
|
1,672
|
|
Real estate – construction and development
|
|
892
|
|
|
554
|
|
|
547
|
|
|
1,812
|
|
|
3,774
|
|
|||||
Real estate – commercial and farmland
|
|
4,654
|
|
|
2,665
|
|
|
8,757
|
|
|
7,019
|
|
|
8,141
|
|
|||||
Real estate – residential
|
|
10,465
|
|
|
9,194
|
|
|
6,401
|
|
|
6,278
|
|
|
7,663
|
|
|||||
Consumer installment
|
|
529
|
|
|
483
|
|
|
595
|
|
|
449
|
|
|
478
|
|
|||||
Total
|
|
$
|
17,952
|
|
|
$
|
14,202
|
|
|
$
|
18,114
|
|
|
$
|
16,860
|
|
|
$
|
21,728
|
|
Loans contractually past due 90 days or more as to interest or principal payments and still accruing, excluding purchased loans
|
|
$
|
4,222
|
|
|
$
|
5,991
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1
|
|
|
|
December 31,
|
||||||||||||||||||
(dollars in thousands)
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
||||||||||
Purchased non-accrual loans
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Commercial, financial & agricultural
|
|
$
|
1,199
|
|
|
$
|
813
|
|
|
$
|
692
|
|
|
$
|
3,867
|
|
|
$
|
8,716
|
|
Real estate – construction and development
|
|
6,119
|
|
|
3,139
|
|
|
2,611
|
|
|
2,807
|
|
|
8,720
|
|
|||||
Real estate – commercial and farmland
|
|
5,534
|
|
|
5,685
|
|
|
10,174
|
|
|
9,954
|
|
|
22,826
|
|
|||||
Real estate – residential
|
|
10,769
|
|
|
5,743
|
|
|
9,476
|
|
|
9,831
|
|
|
13,239
|
|
|||||
Consumer installment
|
|
486
|
|
|
48
|
|
|
13
|
|
|
109
|
|
|
160
|
|
|||||
Total
|
|
$
|
24,107
|
|
|
$
|
15,428
|
|
|
$
|
22,966
|
|
|
$
|
26,568
|
|
|
$
|
53,661
|
|
Purchased loans contractually past due 90 days or more as to interest or principal payments and still accruing
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
As of December 31, 2018
|
|
Accruing Loans
|
|
Non-Accruing Loans
|
||||||||
Loan class
|
|
#
|
|
Balance
(in thousands)
|
|
#
|
|
Balance
(in thousands)
|
||||
Commercial, financial and agricultural
|
|
5
|
|
$
|
256
|
|
|
14
|
|
$
|
138
|
|
Real estate – construction and development
|
|
5
|
|
145
|
|
|
1
|
|
2
|
|
||
Real estate – commercial and farmland
|
|
12
|
|
2,863
|
|
|
3
|
|
426
|
|
||
Real estate – residential
|
|
71
|
|
6,043
|
|
|
20
|
|
1,119
|
|
||
Consumer installment
|
|
6
|
|
16
|
|
|
24
|
|
69
|
|
||
Total
|
|
99
|
|
$
|
9,323
|
|
|
62
|
|
$
|
1,754
|
|
As of December 31, 2017
|
|
Accruing Loans
|
|
Non-Accruing Loans
|
||||||||
Loan class
|
|
#
|
|
Balance
(in thousands) |
|
#
|
|
Balance
(in thousands) |
||||
Commercial, financial and agricultural
|
|
4
|
|
$
|
41
|
|
|
12
|
|
$
|
120
|
|
Real estate – construction and development
|
|
6
|
|
417
|
|
|
2
|
|
34
|
|
||
Real estate – commercial and farmland
|
|
17
|
|
6,937
|
|
|
5
|
|
204
|
|
||
Real estate – residential
|
|
74
|
|
6,199
|
|
|
18
|
|
1,508
|
|
||
Consumer installment
|
|
4
|
|
5
|
|
|
33
|
|
98
|
|
||
Total
|
|
105
|
|
$
|
13,599
|
|
|
70
|
|
$
|
1,964
|
|
As of December 31, 2018
|
|
Loans Currently
Paying Under
Restructured Terms
|
|
Loans that have
Defaulted Under
Restructured Terms
|
||||||||
Loan class
|
|
#
|
|
Balance
(in thousands)
|
|
#
|
|
Balance
(in thousands)
|
||||
Commercial, financial and agricultural
|
|
10
|
|
$
|
282
|
|
|
9
|
|
$
|
112
|
|
Real estate – construction and development
|
|
5
|
|
147
|
|
|
1
|
|
—
|
|
||
Real estate – commercial and farmland
|
|
14
|
|
3,043
|
|
|
1
|
|
246
|
|
||
Real estate – residential
|
|
65
|
|
5,756
|
|
|
26
|
|
1,406
|
|
||
Consumer installment
|
|
18
|
|
36
|
|
|
12
|
|
49
|
|
||
Total
|
|
112
|
|
$
|
9,264
|
|
|
49
|
|
$
|
1,813
|
|
As of December 31, 2017
|
|
Loans Currently
Paying Under Restructured Terms |
|
Loans that have
Defaulted Under Restructured Terms |
||||||||
Loan class
|
|
#
|
|
Balance
(in thousands) |
|
#
|
|
Balance
(in thousands) |
||||
Commercial, financial and agricultural
|
|
9
|
|
$
|
55
|
|
|
7
|
|
$
|
106
|
|
Real estate – construction and development
|
|
4
|
|
156
|
|
|
4
|
|
295
|
|
||
Real estate – commercial and farmland
|
|
18
|
|
6,722
|
|
|
4
|
|
419
|
|
||
Real estate – residential
|
|
78
|
|
6,753
|
|
|
14
|
|
954
|
|
||
Consumer installment
|
|
24
|
|
59
|
|
|
13
|
|
44
|
|
||
Total
|
|
133
|
|
$
|
13,745
|
|
|
42
|
|
$
|
1,818
|
|
As of December 31, 2018
|
|
Accruing Loans
|
|
Non-Accruing Loans
|
||||||||
Type of Concession
|
|
#
|
|
Balance
(in thousands) |
|
#
|
|
Balance
(in thousands) |
||||
Forgiveness of interest
|
|
—
|
|
$
|
—
|
|
|
1
|
|
$
|
55
|
|
Forbearance of interest
|
|
9
|
|
1,361
|
|
|
5
|
|
509
|
|
||
Forgiveness of principal
|
|
1
|
|
686
|
|
|
—
|
|
—
|
|
||
Forbearance of principal
|
|
6
|
|
360
|
|
|
4
|
|
75
|
|
||
Rate reduction only
|
|
11
|
|
1,155
|
|
|
1
|
|
56
|
|
||
Rate reduction, maturity extension
|
|
—
|
|
—
|
|
|
3
|
|
25
|
|
||
Rate reduction, forbearance of interest
|
|
27
|
|
2,149
|
|
|
13
|
|
618
|
|
||
Rate reduction, forbearance of principal
|
|
15
|
|
1,384
|
|
|
29
|
|
150
|
|
||
Rate reduction, forgiveness of interest
|
|
30
|
|
2,228
|
|
|
5
|
|
264
|
|
||
Rate reduction, forgiveness of principal
|
|
—
|
|
—
|
|
|
1
|
|
2
|
|
||
Total
|
|
99
|
|
$
|
9,323
|
|
|
62
|
|
$
|
1,754
|
|
As of December 31, 2017
|
|
Accruing Loans
|
|
Non-Accruing Loans
|
||||||||
Type of Concession
|
|
#
|
|
Balance
(in thousands) |
|
#
|
|
Balance
(in thousands) |
||||
Forbearance of interest
|
|
12
|
|
$
|
2,567
|
|
|
4
|
|
$
|
163
|
|
Forgiveness of principal
|
|
3
|
|
1,238
|
|
|
—
|
|
—
|
|
||
Forbearance of principal
|
|
5
|
|
2,299
|
|
|
6
|
|
657
|
|
||
Rate reduction only
|
|
12
|
|
1,366
|
|
|
1
|
|
29
|
|
||
Rate reduction, forbearance of interest
|
|
32
|
|
2,224
|
|
|
19
|
|
484
|
|
||
Rate reduction, forbearance of principal
|
|
6
|
|
1,192
|
|
|
33
|
|
216
|
|
||
Rate reduction, forgiveness of interest
|
|
35
|
|
2,713
|
|
|
4
|
|
408
|
|
||
Rate reduction, forgiveness of principal
|
|
—
|
|
—
|
|
|
3
|
|
7
|
|
||
Total
|
|
105
|
|
$
|
13,599
|
|
|
70
|
|
$
|
1,964
|
|
As of December 31, 2018
|
|
Accruing Loans
|
|
Non-Accruing Loans
|
||||||||
Collateral Type
|
|
#
|
|
Balance
(in thousands)
|
|
#
|
|
Balance
(in thousands)
|
||||
Warehouse
|
|
5
|
|
$
|
544
|
|
|
1
|
|
$
|
137
|
|
Raw land
|
|
7
|
|
435
|
|
|
1
|
|
2
|
|
||
Hotel and motel
|
|
1
|
|
260
|
|
|
1
|
|
246
|
|
||
Office
|
|
1
|
|
161
|
|
|
—
|
|
—
|
|
||
Retail, including strip centers
|
|
6
|
|
1,980
|
|
|
—
|
|
—
|
|
||
1-4 family residential
|
|
71
|
|
5,835
|
|
|
21
|
|
1,161
|
|
||
Automobile/equipment/CD
|
|
8
|
|
108
|
|
|
36
|
|
188
|
|
||
Livestock
|
|
—
|
|
—
|
|
|
1
|
|
18
|
|
||
Unsecured
|
|
—
|
|
—
|
|
|
1
|
|
2
|
|
||
Total
|
|
99
|
|
$
|
9,323
|
|
|
62
|
|
$
|
1,754
|
|
As of December 31, 2017
|
|
Accruing Loans
|
|
Non-Accruing Loans
|
||||||||
Collateral Type
|
|
#
|
|
Balance
(in thousands) |
|
#
|
|
Balance
(in thousands) |
||||
Warehouse
|
|
4
|
|
$
|
2,697
|
|
|
1
|
|
$
|
79
|
|
Raw land
|
|
8
|
|
713
|
|
|
2
|
|
34
|
|
||
Hotel and motel
|
|
3
|
|
1,370
|
|
|
—
|
|
—
|
|
||
Office
|
|
4
|
|
656
|
|
|
—
|
|
—
|
|
||
Retail, including strip centers
|
|
5
|
|
2,159
|
|
|
3
|
|
80
|
|
||
1-4 family residential
|
|
74
|
|
5,992
|
|
|
20
|
|
1,553
|
|
||
Automobile/equipment/CD
|
|
6
|
|
11
|
|
|
43
|
|
216
|
|
||
Unsecured
|
|
1
|
|
1
|
|
|
1
|
|
2
|
|
||
Total
|
|
105
|
|
$
|
13,599
|
|
|
70
|
|
$
|
1,964
|
|
As of December 31, 2018
|
|
Accruing Loans
|
|
Non-Accruing Loans
|
||||||||
Loan Class
|
|
#
|
|
Balance
(in thousands)
|
|
#
|
|
Balance
(in thousands)
|
||||
Commercial, financial and agricultural
|
|
1
|
|
$
|
31
|
|
|
3
|
|
$
|
32
|
|
Real estate – construction and development
|
|
4
|
|
1,015
|
|
|
5
|
|
293
|
|
||
Real estate – commercial and farmland
|
|
12
|
|
6,162
|
|
|
7
|
|
1,685
|
|
||
Real estate – residential
|
|
115
|
|
11,532
|
|
|
24
|
|
1,424
|
|
||
Consumer installment
|
|
—
|
|
—
|
|
|
4
|
|
17
|
|
||
Total
|
|
132
|
|
$
|
18,740
|
|
|
43
|
|
$
|
3,451
|
|
As of December 31, 2017
|
|
Accruing Loans
|
|
Non-Accruing Loans
|
||||||||
Loan Class
|
|
#
|
|
Balance
(in thousands)
|
|
#
|
|
Balance
(in thousands)
|
||||
Commercial, financial and agricultural
|
|
—
|
|
$
|
—
|
|
|
3
|
|
$
|
16
|
|
Real estate – construction and development
|
|
3
|
|
1,018
|
|
|
6
|
|
340
|
|
||
Real estate – commercial and farmland
|
|
14
|
|
6,713
|
|
|
10
|
|
2,582
|
|
||
Real estate – residential
|
|
117
|
|
12,741
|
|
|
25
|
|
1,462
|
|
||
Consumer installment
|
|
—
|
|
—
|
|
|
2
|
|
5
|
|
||
Total
|
|
134
|
|
$
|
20,472
|
|
|
46
|
|
$
|
4,405
|
|
As of December 31, 2018
|
|
Loans Currently
Paying Under Restructured Terms |
|
Loans that have
Defaulted Under Restructured Terms |
||||||||
Loan Class
|
|
#
|
|
Balance
(in thousands)
|
|
#
|
|
Balance
(in thousands)
|
||||
Commercial, financial and agricultural
|
|
4
|
|
$
|
63
|
|
|
—
|
|
$
|
—
|
|
Real estate – construction and development
|
|
8
|
|
1,305
|
|
|
1
|
|
3
|
|
||
Real estate – commercial and farmland
|
|
17
|
|
7,576
|
|
|
2
|
|
271
|
|
||
Real estate – residential
|
|
106
|
|
10,040
|
|
|
33
|
|
2,916
|
|
||
Consumer installment
|
|
3
|
|
14
|
|
|
1
|
|
3
|
|
||
Total
|
|
138
|
|
$
|
18,998
|
|
|
37
|
|
$
|
3,193
|
|
As of December 31, 2017
|
|
Loans Currently
Paying Under Restructured Terms |
|
Loans that have
Defaulted Under Restructured Terms |
||||||||
Loan Class
|
|
#
|
|
Balance
(in thousands)
|
|
#
|
|
Balance
(in thousands)
|
||||
Commercial, financial and agricultural
|
|
1
|
|
$
|
11
|
|
|
2
|
|
$
|
5
|
|
Real estate – construction and development
|
|
8
|
|
1,352
|
|
|
1
|
|
6
|
|
||
Real estate – commercial and farmland
|
|
22
|
|
9,014
|
|
|
2
|
|
281
|
|
||
Real estate – residential
|
|
124
|
|
13,151
|
|
|
18
|
|
1,052
|
|
||
Consumer installment
|
|
1
|
|
2
|
|
|
1
|
|
3
|
|
||
Total
|
|
156
|
|
$
|
23,530
|
|
|
24
|
|
$
|
1,347
|
|
As of December 31, 2018
|
|
Accruing Loans
|
|
Non-Accruing Loans
|
||||||||
Type of Concession
|
|
#
|
|
Balance
(in thousands)
|
|
#
|
|
Balance
(in thousands)
|
||||
Forbearance of interest
|
|
5
|
|
$
|
224
|
|
|
10
|
|
$
|
1,751
|
|
Forbearance of principal
|
|
6
|
|
2,368
|
|
|
3
|
|
226
|
|
||
Forbearance of principal, extended amortization
|
|
—
|
|
—
|
|
|
1
|
|
258
|
|
||
Rate reduction only
|
|
73
|
|
10,911
|
|
|
6
|
|
285
|
|
||
Rate reduction, forbearance of interest
|
|
24
|
|
2,304
|
|
|
14
|
|
356
|
|
||
Rate reduction, forbearance of principal
|
|
8
|
|
1,635
|
|
|
6
|
|
368
|
|
||
Rate reduction, forgiveness of interest
|
|
16
|
|
1,298
|
|
|
3
|
|
207
|
|
||
Total
|
|
132
|
|
$
|
18,740
|
|
|
43
|
|
$
|
3,451
|
|
As of December 31, 2017
|
|
Accruing Loans
|
|
Non-Accruing Loans
|
||||||||
Type of Concession
|
|
#
|
|
Balance
(in thousands)
|
|
#
|
|
Balance
(in thousands)
|
||||
Forbearance of interest
|
|
4
|
|
$
|
182
|
|
|
9
|
|
$
|
1,740
|
|
Forgiveness of principal
|
|
—
|
|
—
|
|
|
1
|
|
63
|
|
||
Forbearance of principal
|
|
5
|
|
2,363
|
|
|
4
|
|
406
|
|
||
Forbearance of principal, extended amortization
|
|
2
|
|
371
|
|
|
1
|
|
290
|
|
||
Rate reduction only
|
|
70
|
|
11,450
|
|
|
15
|
|
1,361
|
|
||
Rate reduction, forbearance of interest
|
|
22
|
|
2,211
|
|
|
9
|
|
257
|
|
||
Rate reduction, forbearance of principal
|
|
10
|
|
2,195
|
|
|
5
|
|
187
|
|
||
Rate reduction, forgiveness of interest
|
|
21
|
|
1,700
|
|
|
2
|
|
101
|
|
||
Total
|
|
134
|
|
$
|
20,472
|
|
|
46
|
|
$
|
4,405
|
|
As of December 31, 2018
|
|
Accruing Loans
|
|
Non-Accruing Loans
|
||||||||
Collateral Type
|
|
#
|
|
Balance
(in thousands)
|
|
#
|
|
Balance
(in thousands)
|
||||
Warehouse
|
|
2
|
|
$
|
356
|
|
|
—
|
|
$
|
—
|
|
Raw land
|
|
2
|
|
873
|
|
|
6
|
|
718
|
|
||
Hotel and motel
|
|
1
|
|
145
|
|
|
—
|
|
—
|
|
||
Office
|
|
2
|
|
419
|
|
|
2
|
|
457
|
|
||
Retail, including strip centers
|
|
5
|
|
3,882
|
|
|
—
|
|
—
|
|
||
1-4 family residential
|
|
118
|
|
11,837
|
|
|
26
|
|
2,009
|
|
||
Church
|
|
1
|
|
1,197
|
|
|
1
|
|
201
|
|
||
Automobile/equipment/CD
|
|
1
|
|
31
|
|
|
8
|
|
65
|
|
||
Total
|
|
132
|
|
$
|
18,740
|
|
|
43
|
|
$
|
3,450
|
|
As of December 31, 2017
|
|
Accruing Loans
|
|
Non-Accruing Loans
|
||||||||
Collateral Type
|
|
#
|
|
Balance
(in thousands)
|
|
#
|
|
Balance
(in thousands)
|
||||
Warehouse
|
|
2
|
|
$
|
368
|
|
|
—
|
|
$
|
—
|
|
Raw land
|
|
2
|
|
893
|
|
|
7
|
|
829
|
|
||
Hotel and motel
|
|
1
|
|
149
|
|
|
1
|
|
476
|
|
||
Office
|
|
2
|
|
460
|
|
|
2
|
|
494
|
|
||
Retail, including strip centers
|
|
7
|
|
4,407
|
|
|
1
|
|
160
|
|
||
1-4 family residential
|
|
119
|
|
12,958
|
|
|
28
|
|
2,161
|
|
||
Church
|
|
1
|
|
1,237
|
|
|
1
|
|
218
|
|
||
Automobile/equipment/CD
|
|
—
|
|
—
|
|
|
6
|
|
67
|
|
||
Total
|
|
134
|
|
$
|
20,472
|
|
|
46
|
|
$
|
4,405
|
|
|
|
December 31, 2018
|
||||||||||||||||||
|
|
Maturing or Repricing Within
|
||||||||||||||||||
(dollars in thousands)
|
|
Zero to
Three
Months
|
|
Three
Months to
One Year
|
|
One to
Five
Years
|
|
Over
Five
Years
|
|
Total
|
||||||||||
Interest-earning assets:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Federal funds sold and interest-bearing deposits in banks
|
|
$
|
507,491
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
507,491
|
|
Time deposits in other banks
|
|
3,935
|
|
|
6,628
|
|
|
249
|
|
|
—
|
|
|
10,812
|
|
|||||
Investment securities
|
|
19,819
|
|
|
10,043
|
|
|
127,838
|
|
|
1,049,178
|
|
|
1,206,878
|
|
|||||
Loans held for sale
|
|
111,298
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
111,298
|
|
|||||
Loans
|
|
1,521,649
|
|
|
532,430
|
|
|
1,872,014
|
|
|
1,734,364
|
|
|
5,660,457
|
|
|||||
Purchased loans
|
|
824,590
|
|
|
146,786
|
|
|
889,868
|
|
|
727,588
|
|
|
2,588,832
|
|
|||||
Purchased loan pools
|
|
11,301
|
|
|
10,776
|
|
|
193,085
|
|
|
47,463
|
|
|
262,625
|
|
|||||
|
|
3,000,083
|
|
|
706,663
|
|
|
3,083,054
|
|
|
3,558,593
|
|
|
10,348,393
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest-bearing liabilities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest-bearing demand deposits
|
|
1,677,130
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,677,130
|
|
|||||
Money market deposit accounts
|
|
2,684,210
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,684,210
|
|
|||||
Savings
|
|
400,125
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
400,125
|
|
|||||
Time deposits
|
|
296,493
|
|
|
1,597,839
|
|
|
472,076
|
|
|
1,424
|
|
|
2,367,832
|
|
|||||
Federal funds purchased and securities sold under agreements to repurchase
|
|
20,384
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
20,384
|
|
|||||
FHLB advances
|
|
—
|
|
|
2,000
|
|
|
—
|
|
|
4,298
|
|
|
6,298
|
|
|||||
Other borrowings
|
|
71,550
|
|
|
—
|
|
|
73,926
|
|
|
—
|
|
|
145,476
|
|
|||||
Trust preferred securities
|
|
52,073
|
|
|
—
|
|
|
37,114
|
|
|
—
|
|
|
89,187
|
|
|||||
|
|
5,201,965
|
|
|
1,599,839
|
|
|
583,116
|
|
|
5,722
|
|
|
7,390,642
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest rate sensitivity gap
|
|
$
|
(2,201,882
|
)
|
|
$
|
(893,176
|
)
|
|
$
|
2,499,938
|
|
|
$
|
3,552,871
|
|
|
$
|
2,957,751
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cumulative interest rate sensitivity gap
|
|
$
|
(2,201,882
|
)
|
|
$
|
(3,095,058
|
)
|
|
$
|
(595,120
|
)
|
|
$
|
2,957,751
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest rate sensitivity gap ratio
|
|
0.58
|
|
|
0.44
|
|
|
5.29
|
|
|
621.91
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cumulative interest rate sensitivity gap ratio
|
|
0.58
|
|
|
0.54
|
|
|
0.92
|
|
|
1.40
|
|
|
|
|
|
December 31,
|
||||||||||
(dollars in thousands)
|
|
2018
|
|
2017
|
|
2016
|
||||||
U.S. government sponsored agencies
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,020
|
|
State, county and municipal securities
|
|
150,733
|
|
|
137,794
|
|
|
152,035
|
|
|||
Corporate debt securities
|
|
67,314
|
|
|
47,143
|
|
|
32,172
|
|
|||
Mortgage-backed securities
|
|
974,376
|
|
|
625,936
|
|
|
637,508
|
|
|||
|
|
$
|
1,192,423
|
|
|
$
|
810,873
|
|
|
$
|
822,735
|
|
|
|
State, County and
Municipal Securities
|
|
Corporate
Debt
Securities
|
|
Mortgage-Backed Securities
|
|||||||||||||||
(dollars in thousands)
|
|
Amount
|
|
Yield
(1)(2)
|
|
Amount
|
|
Yield
(1)
|
|
Amount
|
|
Yield
(1)
|
|||||||||
One year or less
|
|
$
|
16,407
|
|
|
3.06
|
%
|
|
$
|
500
|
|
|
1.74
|
%
|
|
$
|
—
|
|
|
—
|
%
|
After one year through five years
|
|
62,305
|
|
|
3.08
|
|
|
23,930
|
|
|
2.49
|
|
|
41,604
|
|
|
2.94
|
|
|||
After five years through ten years
|
|
44,608
|
|
|
3.04
|
|
|
40,986
|
|
|
5.74
|
|
|
321,693
|
|
|
2.79
|
|
|||
After ten years
|
|
27,413
|
|
|
2.87
|
|
|
1,898
|
|
|
4.38
|
|
|
611,079
|
|
|
2.89
|
|
|||
|
|
$
|
150,733
|
|
|
3.03
|
%
|
|
$
|
67,314
|
|
|
4.52
|
%
|
|
$
|
974,376
|
|
|
2.86
|
%
|
(1)
|
Yields were computed using coupon interest, adding discount accretion or subtracting premium amortization, as appropriate, on a ratable basis over the life of each security. The weighted average yield for each maturity range was computed using the amortized cost of each security in that range.
|
(2)
|
Yields on securities of state and political subdivisions are stated on a taxable-equivalent basis, using a tax rate of 21%.
|
|
|
Year Ended December 31,
|
||||||||||||
|
|
2018
|
|
2017
|
||||||||||
(dollars in thousands)
|
|
Amount
|
|
Rate
|
|
Amount
|
|
Rate
|
||||||
Noninterest-bearing demand
|
|
$
|
2,164,171
|
|
|
—
|
%
|
|
$
|
1,670,499
|
|
|
—
|
%
|
NOW
|
|
1,441,849
|
|
|
0.34
|
|
|
1,207,024
|
|
|
0.20
|
|
||
Money market
|
|
2,240,115
|
|
|
0.95
|
|
|
1,690,091
|
|
|
0.54
|
|
||
Savings
|
|
350,214
|
|
|
0.08
|
|
|
275,119
|
|
|
0.07
|
|
||
Time
|
|
1,666,639
|
|
|
1.35
|
|
|
1,002,697
|
|
|
0.81
|
|
||
Total deposits
|
|
$
|
7,862,988
|
|
|
0.62
|
%
|
|
$
|
5,845,430
|
|
|
0.34
|
%
|
(dollars in thousands)
|
December 31, 2018
|
||
Three months or less
|
$
|
153,129
|
|
Three months to one year
|
662,592
|
|
|
One year or greater
|
269,986
|
|
|
Total
|
$
|
1,085,707
|
|
|
|
December 31,
|
||||||
(dollars in thousands)
|
|
2018
|
|
2017
|
||||
Commitments to extend credit
|
|
$
|
1,671,419
|
|
|
$
|
1,109,806
|
|
Unused lines of credit
|
|
112,310
|
|
|
69,788
|
|
||
Financial standby letters of credit
|
|
24,596
|
|
|
11,389
|
|
||
Mortgage interest rate lock commitments
|
|
81,833
|
|
|
86,149
|
|
||
Mortgage forward contracts with positive fair value
|
|
—
|
|
|
31,500
|
|
||
Mortgage forward contracts with negative fair value
|
|
163,189
|
|
|
126,750
|
|
||
|
|
$
|
2,053,347
|
|
|
$
|
1,435,382
|
|
|
|
Year Ended December 31,
|
|||||||||||||||||||
|
|
2018
|
|
2017
|
|
2016
|
|||||||||||||||
(dollars in thousands)
|
|
Average
Balance
|
|
Average
Rate
|
|
Average
Balance
|
|
Average
Rate
|
|
Average
Balance
|
|
Average
Rate
|
|||||||||
Federal funds purchased and securities sold under agreement to repurchase
|
|
$
|
15,692
|
|
|
0.15
|
%
|
|
$
|
28,694
|
|
|
0.20
|
%
|
|
$
|
44,324
|
|
|
0.22
|
%
|
|
|
Year Ended December 31,
|
||||||||||||||||
|
|
2018
|
|
2017
|
|
2016
|
||||||||||||
(dollars in thousands)
|
|
Total
Balance
|
|
|
|
Total
Balance
|
|
|
|
Total
Balance
|
|
|
||||||
Total maximum short-term borrowings outstanding at any month-end during the year
|
|
$
|
23,270
|
|
|
|
|
$
|
49,836
|
|
|
|
|
$
|
56,203
|
|
|
|
|
|
Payments Due After December 31, 2018
|
||||||||||||||||||
(dollars in thousands)
|
|
Total
|
|
1 Year
or Less
|
|
1-3
Years
|
|
4-5
Years
|
|
>5
Years
|
||||||||||
Deposits without a stated maturity
|
|
$
|
7,281,481
|
|
|
$
|
7,281,481
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Time certificates of deposit
|
|
2,367,832
|
|
|
1,894,332
|
|
|
394,747
|
|
|
77,329
|
|
|
1,424
|
|
|||||
Repurchase agreements with customers
|
|
20,384
|
|
|
20,384
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Other borrowings
|
|
152,598
|
|
|
2,020
|
|
|
70,000
|
|
|
—
|
|
|
80,578
|
|
|||||
Subordinated deferrable interest debentures
|
|
113,152
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
113,152
|
|
|||||
Operating lease obligations
|
|
31,385
|
|
|
6,386
|
|
|
9,704
|
|
|
6,983
|
|
|
8,312
|
|
|||||
Strategic marketing and promotional arrangements
|
|
4,500
|
|
|
900
|
|
|
1,800
|
|
|
1,800
|
|
|
—
|
|
|||||
Total contractual cash obligations
|
|
$
|
9,971,332
|
|
|
$
|
9,205,503
|
|
|
$
|
476,251
|
|
|
$
|
86,112
|
|
|
$
|
203,466
|
|
|
|
Actual
|
|
Required
|
|
Excess
|
|||||||||||||||
(dollars in thousands)
|
|
Amount
|
|
Percent
|
|
Amount
|
|
Percent
|
|
Amount
|
|
Percent
|
|||||||||
Tier 1 Leverage Ratio
(tier 1 capital to average assets)
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Consolidated
|
|
$
|
984,620
|
|
|
9.166
|
%
|
|
$
|
429,690
|
|
|
4.000
|
%
|
|
$
|
554,930
|
|
|
5.166
|
%
|
Ameris Bank
|
|
$
|
1,127,926
|
|
|
10.506
|
%
|
|
$
|
429,428
|
|
|
4.000
|
%
|
|
$
|
698,498
|
|
|
6.506
|
%
|
CET1 Ratio
(common equity tier 1 capital to risk weighted assets)
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Consolidated
|
|
$
|
895,433
|
|
|
10.070
|
%
|
|
$
|
566,859
|
|
|
6.375
|
%
|
|
$
|
328,574
|
|
|
3.695
|
%
|
Ameris Bank
|
|
$
|
1,127,926
|
|
|
12.716
|
%
|
|
$
|
565,486
|
|
|
6.375
|
%
|
|
$
|
562,440
|
|
|
6.341
|
%
|
Tier 1 Capital Ratio
(tier 1 capital to risk weighted assets)
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Consolidated
|
|
$
|
984,620
|
|
|
11.073
|
%
|
|
$
|
700,237
|
|
|
7.875
|
%
|
|
$
|
284,383
|
|
|
3.198
|
%
|
Ameris Bank
|
|
$
|
1,127,926
|
|
|
12.716
|
%
|
|
$
|
698,541
|
|
|
7.875
|
%
|
|
$
|
429,385
|
|
|
4.841
|
%
|
Total Capital Ratio
(total capital to risk weighted assets)
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Consolidated
|
|
$
|
1,087,364
|
|
|
12.229
|
%
|
|
$
|
878,075
|
|
|
9.875
|
%
|
|
$
|
209,289
|
|
|
2.354
|
%
|
Ameris Bank
|
|
$
|
1,156,745
|
|
|
13.041
|
%
|
|
$
|
875,948
|
|
|
9.875
|
%
|
|
$
|
280,797
|
|
|
3.166
|
%
|
|
|
Quarters Ended December 31, 2018
|
||||||||||||||
(dollars in thousands, except per share data)
|
|
4
|
|
3
|
|
2
|
|
1
|
||||||||
Selected Income Statement Data:
|
|
|
|
|
|
|
|
|
||||||||
Interest income
|
|
$
|
122,749
|
|
|
$
|
121,119
|
|
|
$
|
89,946
|
|
|
$
|
79,512
|
|
Interest expense
|
|
23,195
|
|
|
22,081
|
|
|
13,947
|
|
|
10,711
|
|
||||
Net interest income
|
|
99,554
|
|
|
99,038
|
|
|
75,999
|
|
|
68,801
|
|
||||
Provision for loan losses
|
|
3,661
|
|
|
2,095
|
|
|
9,110
|
|
|
1,801
|
|
||||
Net interest income after provision for loan losses
|
|
95,893
|
|
|
96,943
|
|
|
66,889
|
|
|
67,000
|
|
||||
Noninterest income
|
|
30,470
|
|
|
30,171
|
|
|
31,307
|
|
|
26,464
|
|
||||
Noninterest expense excluding merger and conversion charges
|
|
74,813
|
|
|
72,077
|
|
|
67,995
|
|
|
58,263
|
|
||||
Merger and conversion charges
|
|
997
|
|
|
276
|
|
|
18,391
|
|
|
835
|
|
||||
Income before income taxes
|
|
50,553
|
|
|
54,761
|
|
|
11,810
|
|
|
34,366
|
|
||||
Income tax
|
|
7,017
|
|
|
13,317
|
|
|
2,423
|
|
|
7,706
|
|
||||
Net income
|
|
$
|
43,536
|
|
|
$
|
41,444
|
|
|
$
|
9,387
|
|
|
$
|
26,660
|
|
|
|
|
|
|
|
|
|
|
||||||||
Per Share Data:
|
|
|
|
|
|
|
|
|
||||||||
Net income – basic
|
|
$
|
0.92
|
|
|
$
|
0.87
|
|
|
$
|
0.24
|
|
|
$
|
0.70
|
|
Net income – diluted
|
|
0.91
|
|
|
0.87
|
|
|
0.24
|
|
|
0.70
|
|
||||
Common dividends - cash
|
|
0.10
|
|
|
0.10
|
|
|
0.10
|
|
|
0.10
|
|
|
|
Quarters Ended December 31, 2017
|
||||||||||||||
(dollars in thousands)
|
|
4
|
|
3
|
|
2
|
|
1
|
||||||||
Selected Income Statement Data:
|
|
|
|
|
|
|
|
|
||||||||
Interest income
|
|
$
|
79,564
|
|
|
$
|
76,322
|
|
|
$
|
71,411
|
|
|
$
|
67,050
|
|
Interest expense
|
|
10,041
|
|
|
9,467
|
|
|
8,254
|
|
|
6,460
|
|
||||
Net interest income
|
|
69,523
|
|
|
66,855
|
|
|
63,157
|
|
|
60,590
|
|
||||
Provision for loan losses
|
|
2,536
|
|
|
1,787
|
|
|
2,205
|
|
|
1,836
|
|
||||
Net interest income after provision for loan losses
|
|
66,987
|
|
|
65,068
|
|
|
60,952
|
|
|
58,754
|
|
||||
Noninterest income
|
|
23,563
|
|
|
26,999
|
|
|
28,189
|
|
|
25,706
|
|
||||
Noninterest expense excluding merger and conversion charges
|
|
58,916
|
|
|
63,675
|
|
|
55,739
|
|
|
52,691
|
|
||||
Merger and conversion charges
|
|
421
|
|
|
92
|
|
|
—
|
|
|
402
|
|
||||
Income before income taxes
|
|
31,213
|
|
|
28,300
|
|
|
33,402
|
|
|
31,367
|
|
||||
Income tax
|
|
22,063
|
|
|
8,142
|
|
|
10,315
|
|
|
10,214
|
|
||||
Net income
|
|
$
|
9,150
|
|
|
$
|
20,158
|
|
|
$
|
23,087
|
|
|
$
|
21,153
|
|
|
|
|
|
|
|
|
|
|
||||||||
Per Share Data:
|
|
|
|
|
|
|
|
|
||||||||
Net income – basic
|
|
$
|
0.25
|
|
|
$
|
0.54
|
|
|
$
|
0.62
|
|
|
$
|
0.59
|
|
Net income – diluted
|
|
0.24
|
|
|
0.54
|
|
|
0.62
|
|
|
0.59
|
|
||||
Common dividends - cash
|
|
0.10
|
|
|
0.10
|
|
|
0.10
|
|
|
0.10
|
|
Plan Category
|
|
Number of securities to be issued upon exercise of outstanding options, warrants and rights
|
|
Weighted average exercise price of outstanding options, warrants and rights
|
|
Number of securities remaining available for future issuance under equity compensation plans
|
||||
Equity compensation plans approved by security holders (1)
|
|
7,711
|
|
|
$
|
6.94
|
|
|
804,855
|
|
(1)
|
Consists of (i) our 2014 Omnibus Equity Compensation Plan, which provides for the granting to directors, officers and certain other employees of qualified or nonqualified stock options, stock units, stock awards, stock appreciation rights, dividend equivalents and other stock-based awards; and (ii) the 2005 Omnibus Stock Ownership and Long-Term Incentive Plan and the ABC Bancorp Omnibus Stock Ownership and Long-Term incentive Plan that was adopted in 1997, both of which are now operative only with respect to the exercise of options that remain outstanding under such plans and under which no further awards may be granted. All securities remaining for future issuance represent awards that may be granted under the 2014 Omnibus Equity Compensation Plan.
|
1.
|
Financial statements:
|
(a)
|
Ameris Bancorp and Subsidiaries:
|
(i)
|
Consolidated Balance Sheets –
December 31, 2018
and
2017
;
|
(ii)
|
Consolidated Statements of Income – Years ended
December 31, 2018
,
2017
and
2016
;
|
(iii)
|
Consolidated Statements of Comprehensive Income – Years ended
December 31, 2018
,
2017
and
2016
;
|
(iv)
|
Consolidated Statements of Shareholders' Equity – Years ended
December 31, 2018
,
2017
and
2016
;
|
(v)
|
Consolidated Statements of Cash Flows – Years ended
December 31, 2018
,
2017
and
2016
; and
|
(vi)
|
Notes to Consolidated Financial Statements.
|
(b)
|
Ameris Bancorp (parent company only):
|
2.
|
Financial statement schedules:
|
3.
|
A list of the Exhibits required by Item 601 of Regulation S-K to be filed as a part of this Annual Report is shown on the “Exhibit Index” filed herewith.
|
Exhibit No.
|
|
Description
|
|
|
|
|
Agreement and Plan of Merger dated as of November 16, 2017 by and between Ameris Bancorp and Atlantic Coast Financial Corporation (incorporated by reference to Exhibit 2.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on November 17, 2017).
|
|
|
|
|
|
Stock Purchase Agreement dated as of December 29, 2017 by and between Ameris Bancorp and William J. Villari (incorporated by reference to Exhibit 2.1 to Ameris Bancorp’s Registration Statement on Form S-3 (Registration No. 333-223080) filed with the SEC on February 16, 2018).
|
|
|
|
|
|
Agreement and Plan of Merger dated as of January 25, 2018 by and between Ameris Bancorp and Hamilton State Bancshares, Inc. (incorporated by reference to Exhibit 2.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on January 26, 2018).
|
|
|
|
|
|
Stock Purchase Agreement dated as of January 25, 2018 by and among Ameris Bancorp, Ameris Bank, William J. Villari and The Villari Family Gift Trust (incorporated by reference to Exhibit 2.2 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on January 26, 2018).
|
|
|
|
|
|
Agreement and Plan of Merger dated as of December 17, 2018 by and between Ameris Bancorp and Fidelity Southern Corporation (incorporated by reference to Exhibit 2.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on December 17, 2018).
|
|
|
|
|
3.1
|
|
Articles of Incorporation of Ameris Bancorp, as amended (incorporated by reference to Exhibit 2.1 to Ameris Bancorp’s Regulation A Offering Statement on Form 1-A filed with the SEC on August 14, 1987).
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Articles of Amendment to the Articles of Incorporation of Ameris Bancorp (incorporated by reference to Exhibit 3.7 to Ameris Bancorp’s Annual Report on Form 10-K filed with the SEC on March 26, 1999).
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Articles of Amendment to the Articles of Incorporation of Ameris Bancorp (incorporated by reference to Exhibit 3.9 to Ameris Bancorp’s Annual Report on Form 10-K filed with the SEC on March 31, 2003).
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Articles of Amendment to the Articles of Incorporation of Ameris Bancorp (incorporated by reference to Exhibit 3.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on December 1, 2005).
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Articles of Amendment to the Articles of Incorporation of Ameris Bancorp (incorporated by reference to Exhibit 3.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on November 21, 2008).
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Articles of Amendment to the Articles of Incorporation of Ameris Bancorp (incorporated by reference to Exhibit 3.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on June 1, 2011).
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Bylaws of Ameris Bancorp, as amended and restated effective January 16, 2018 (incorporated by reference to Exhibit 3.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on January 19, 2018).
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Indenture between Ameris Bancorp and Wilmington Trust Company dated September 20, 2006 (incorporated by reference to Exhibit 4.4 to Ameris Bancorp’s Registration Statement on Form S-4 (Registration No. 333-138252) filed with the SEC on October 27, 2006).
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Floating Rate Junior Subordinated Deferrable Interest Debenture dated September 20, 2006 to Ameris Statutory Trust I (incorporated by reference to Exhibit 4.7 to Ameris Bancorp’s Registration Statement on Form S-4 (Registration No. 333-138252) filed with the SEC on October 27, 2006).
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Indenture between Ameris Bancorp (as successor to The Prosperity Banking Company) and U.S. Bank National Association dated as of March 26, 2003 (incorporated by reference to Exhibit 4.3 to Ameris Bancorp’s Annual Report on Form 10-K filed with the SEC on March 14, 2014).
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First Supplemental Indenture dated as of December 23, 2013 by and among Ameris Bancorp, The Prosperity Banking Company and U.S. Bank National Association (incorporated by reference to Exhibit 4.4 to Ameris Bancorp’s Annual Report on Form 10-K filed with the SEC on March 14, 2014).
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Form of Floating Rate Junior Subordinated Deferrable Interest Debenture Due 2033 (included as Exhibit A to the Indenture filed as Exhibit 4.3 to Ameris Bancorp’s Annual Report on Form 10-K filed with the SEC on March 14, 2014).
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Indenture between Ameris Bancorp (as successor to The Prosperity Banking Company) and Deutsche Bank Trust Company Americas dated as of June 24, 2004 (incorporated by reference to Exhibit 4.6 to Ameris Bancorp’s Annual Report on Form 10-K filed with the SEC on March 14, 2014).
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First Supplemental Indenture dated as of December 23, 2013 by and among Ameris Bancorp, The Prosperity Banking Company and Deutsche Bank Trust Company Americas (incorporated by reference to Exhibit 4.7 to Ameris Bancorp’s Annual Report on Form 10-K filed with the SEC on March 14, 2014).
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Form of Floating Rate Junior Subordinated Deferrable Interest Note Due 2034 (incorporated by reference to Exhibit 4.8 to Ameris Bancorp’s Annual Report on Form 10-K filed with the SEC on March 14, 2014).
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Indenture between Ameris Bancorp (as successor to The Prosperity Banking Company) and Wilmington Trust Company dated as of January 31, 2006 (incorporated by reference to Exhibit 4.9 to Ameris Bancorp’s Annual Report on Form 10-K filed with the SEC on March 14, 2014).
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First Supplemental Indenture dated as of December 23, 2013 by and among Ameris Bancorp, The Prosperity Banking Company and Wilmington Trust Company (pertaining to Indenture dated as of January 31, 2006) (incorporated by reference to Exhibit 4.10 to Ameris Bancorp’s Annual Report on Form 10-K filed with the SEC on March 14, 2014).
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Form of Floating Rate Junior Subordinated Deferrable Interest Debenture Due 2036 (included as Exhibit A to the Indenture filed as Exhibit 4.9 to Ameris Bancorp’s Annual Report on Form 10-K filed with the SEC on March 14, 2014).
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Indenture between Ameris Bancorp (as successor to The Prosperity Banking Company) and Wilmington Trust Company dated as of September 20, 2007 (incorporated by reference to Exhibit 4.18 to Ameris Bancorp’s Annual Report on Form 10-K filed with the SEC on March 14, 2014).
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First Supplemental Indenture dated as of December 23, 2013 by and among Ameris Bancorp, The Prosperity Banking Company and Wilmington Trust Company (pertaining to Indenture dated as of September 20, 2007) (incorporated by reference to Exhibit 4.19 to Ameris Bancorp’s Annual Report on Form 10-K filed with the SEC on March 14, 2014).
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Form of Fixed/Floating Rate Junior Subordinated Deferrable Interest Debenture Due 2037 (included as Exhibit A to the Indenture filed as Exhibit 4.18 to Ameris Bancorp’s Annual Report on Form 10-K filed with the SEC on March 14, 2014).
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Indenture between Ameris Bancorp (as successor to Coastal Bankshares, Inc.) and Wells Fargo Bank, National Association dated as of August 27, 2003 (incorporated by reference to Exhibit 4.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on July 1, 2014).
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First Supplemental Indenture dated as of June 30, 2014 by and among Ameris Bancorp and Wells Fargo Bank, National Association (pertaining to Indenture dated as of August 27, 2003) (incorporated by reference to Exhibit 4.2 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on July 1, 2014).
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Form of Junior Subordinated Debt Security Due 2033 (included as Exhibit A to the Indenture filed as Exhibit 4.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on July 1, 2014).
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Indenture between Ameris Bancorp (as successor to Coastal Bankshares, Inc.) and U.S. Bank National Association dated as of December 14, 2005 (incorporated by reference to Exhibit 4.4 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on July 1, 2014).
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First Supplemental Indenture dated as of June 30, 2014 by and among Ameris Bancorp, Coastal Bankshares, Inc. and U.S. Bank National Association (pertaining to Indenture dated as of December 14, 2005) (incorporated by reference to Exhibit 4.5 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on July 1, 2014).
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Form of Junior Subordinated Debt Security Due 2035 (included as Exhibit A to the Indenture filed as Exhibit 4.4 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on July 1, 2014).
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Indenture between Ameris Bancorp (as successor to Merchants & Southern Banks of Florida, Incorporated) and Wilmington Trust Company dated as of March 17, 2005 (incorporated by reference to Exhibit 4.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on May 27, 2015).
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First Supplemental Indenture dated as of May 22, 2015 by and among Ameris Bancorp, Merchants & Southern Banks of Florida, Incorporated and Wilmington Trust Company (pertaining to Indenture dated as of March 17, 2005) (incorporated by reference to Exhibit 4.2 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on May 27, 2015).
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Form of Floating Rate Junior Subordinated Deferrable Interest Debenture Due 2035 (included as Exhibit A to the Indenture filed as Exhibit 4.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on May 27, 2015).
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Indenture between Ameris Bancorp (as successor to Merchants & Southern Banks of Florida, Incorporated) and Wilmington Trust Company dated as of March 30, 2006 (incorporated by reference to Exhibit 4.4 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on May 27, 2015).
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First Supplemental Indenture dated as of May 22, 2015 by and among Ameris Bancorp, Merchants & Southern Banks of Florida, Incorporated and Wilmington Trust Company (pertaining to Indenture dated as of March 30, 2006) (incorporated by reference to Exhibit 4.5 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on May 27, 2015).
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Form of Floating Rate Junior Subordinated Deferrable Interest Debenture Due 2036 (included as Exhibit A to the Indenture filed as Exhibit 4.4 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on May 27, 2015).
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Indenture between Ameris Bancorp (as successor to Jacksonville Bancorp, Inc.) and Wilmington Trust Company dated as of June 17, 2004 (incorporated by reference to Exhibit 4.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on March 14, 2016).
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First Supplemental Indenture dated as of March 11, 2016 by and among Ameris Bancorp, Jacksonville Bancorp, Inc. and Wilmington Trust Company (incorporated by reference to Exhibit 4.2 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on March 14, 2016).
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Form of Floating Rate Junior Subordinated Deferrable Interest Debenture Due 2034 (included as Exhibit A to the Indenture filed as Exhibit 4.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on March 14, 2016).
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Indenture between Ameris Bancorp (as successor to Jacksonville Bancorp, Inc.) and Wilmington Trust Company dated as of September 15, 2005 (incorporated by reference to Exhibit 4.4 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on March 14, 2016).
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Second Supplemental Indenture dated as of March 11, 2016 by and among Ameris Bancorp, Jacksonville Bancorp, Inc. and Wilmington Trust (incorporated by reference to Exhibit 4.5 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on March 14, 2016).
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Form of Fixed/Floating Rate Junior Subordinated Deferrable Interest Debenture Due 2035 (included as Exhibit A to the Indenture filed as Exhibit 4.4 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on March 14, 2016).
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Indenture between Ameris Bancorp (as successor to Jacksonville Bancorp, Inc.) and Wilmington Trust Company dated as of December 14, 2006 (incorporated by reference to Exhibit 4.7 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on March 14, 2016).
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First Supplemental Indenture dated as of March 11, 2016 by and among Ameris Bancorp, Jacksonville Bancorp, Inc. and Wilmington Trust Company (incorporated by reference to Exhibit 4.8 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on March 14, 2016).
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Form of Floating Rate Junior Subordinated Deferrable Interest Debenture Due 2036 (included as Exhibit A to the Indenture filed as Exhibit 4.7 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on March 14, 2016).
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Indenture between Ameris Bancorp (as successor to Jacksonville Bancorp, Inc.) and Wells Fargo Bank, National Association dated as of June 20, 2008 (incorporated by reference to Exhibit 4.10 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on March 14, 2016).
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First Supplemental Indenture dated as of March 11, 2016 by and between Ameris Bancorp and Wells Fargo Bank, National Association (incorporated by reference to Exhibit 4.11 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on March 14, 2016).
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Form of Junior Subordinated Debt Security Due 2038 (included as Exhibit A to the Indenture filed as Exhibit 4.10 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on March 14, 2016).
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Subordinated Debt Indenture dated as of March 13, 2017 by and between Ameris Bancorp and Wilmington Trust, National Association (incorporated by reference to Exhibit 4.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on March 13, 2017).
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First Supplemental Indenture, dated as of March 13, 2017, by and between Ameris Bancorp and Wilmington Trust, National Association (incorporated by reference to Exhibit 4.2 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on March 13, 2017).
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Form of 5.75% Fixed-to-Floating Rate Subordinated Note due 2027 (included as Exhibit A to the First Supplemental Indenture filed as Exhibit 4.2 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on March 13, 2017).
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Registration Rights Agreement dated as of January 3, 2018 by and between Ameris Bancorp and William J. Villari (incorporated by reference to Exhibit 4.9 to Ameris Bancorp’s Registration Statement on Form S-3 (Registration No. 333-223080) filed with the SEC on February 16, 2018).
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Registration Rights Agreement dated as of January 31, 2018 by and among Ameris Bancorp, William J. Villari and The Villari Family Gift Trust (incorporated by reference to Exhibit 4.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on February 6, 2018).
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Indenture dated as of November 10, 2005 by and between Ameris Bancorp (as successor to Hamilton State Bancshares, Inc.) and Wilmington Trust Company (incorporated by reference to Exhibit 4.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on July 2, 2018).
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Second Supplemental Indenture dated as of June 29, 2018 by and among Ameris Bancorp, Hamilton State Bancshares, Inc. and Wilmington Trust Company (incorporated by reference to Exhibit 4.2 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on July 2, 2018).
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Form of Fixed/Floating Rate Junior Subordinated Deferrable Interest Debenture (included as Exhibit A to the Indenture filed as Exhibit 4.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on July 2, 2018).
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Omnibus Stock Ownership and Long-Term Incentive Plan (incorporated by reference to Exhibit 10.17 to Ameris Bancorp’s Annual Report on Form 10-K filed with the SEC on March 25, 1998).
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ABC Bancorp 2000 Officer/Director Stock Bonus Plan (incorporated by reference to Exhibit 10.19 to Ameris Bancorp’s Annual Report on Form 10-K filed with the SEC on March 29, 2000).
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2005 Omnibus Stock Ownership and Long-Term Incentive Plan (incorporated by reference to Appendix A to Ameris Bancorp’s Definitive Proxy Statement filed with the SEC on April 18, 2005).
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Form of Incentive Stock Option Agreement (incorporated by reference to Exhibit 4.2 to Ameris Bancorp’s Registration Statement on Form S-8 filed with the SEC on January 24, 2006).
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Form of Non-Qualified Stock Option Agreement (incorporated by reference to Exhibit 4.3 to Ameris Bancorp’s Registration Statement on Form S-8 filed with the SEC on January 24, 2006).
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Form of Restricted Stock Agreement (incorporated by reference to Exhibit 4.4 to Ameris Bancorp’s Registration Statement on Form S-8 filed with the SEC on January 24, 2006).
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Executive Employment Agreement with H. Richard Sturm dated as of May 31, 2007 (incorporated by reference to Exhibit 10.2 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on June 6, 2007).
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First Amendment to Executive Employment Agreement dated December 30, 2008, by and between Ameris Bancorp and H. Richard Sturm (incorporated by reference to Exhibit 10.6 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on December 30, 2008).
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Supplemental Executive Retirement Agreement with Edwin W. Hortman, Jr., dated as of November 7, 2012 (incorporated by reference to Exhibit 10.1 to Ameris Bancorp’s Form 10-Q filed with the SEC on November 9, 2012).
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Supplemental Executive Retirement Agreement with Dennis J. Zember Jr., dated as of November 7, 2012 (incorporated by reference to Exhibit 10.2 to Ameris Bancorp’s Form 10-Q filed with the SEC on November 9, 2012).
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Supplemental Executive Retirement Agreement with Jon S. Edwards, dated as of November 7, 2012 (incorporated by reference to Exhibit 10.3 to Ameris Bancorp’s Form 10-Q filed with the SEC on November 9, 2012).
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Supplemental Executive Retirement Agreement with Cindi H. Lewis, dated as of November 7, 2012 (incorporated by reference to Exhibit 10.4 to Ameris Bancorp’s Form 10-Q filed with the SEC on November 9, 2012).
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Supplemental Executive Retirement Agreement with Nicole S. Stokes, dated as of November 7, 2012 (incorporated by reference to Exhibit 10.13 to Ameris Bancorp’s Annual Report on Form 10-K filed with the SEC on March 1, 2018).
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Loan Agreement dated as of August 28, 2013 by and between Ameris Bancorp and NexBank SSB (incorporated by reference to Exhibit 10.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on August 29, 2013).
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Pledge and Security Agreement dated as of August 28, 2013 by and between Ameris Bancorp and NexBank SSB (incorporated by reference to Exhibit 10.3 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on August 29, 2013).
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Executive Employment Agreement by and between Ameris Bancorp and James A. LaHaise dated as of June 30, 2014 (incorporated by reference to Exhibit 10.1 to Ameris Bancorp’s Form 10-Q filed with the SEC on August 8, 2014).
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First Amendment to Loan Agreement dated as of September 26, 2014 by and between Ameris Bancorp and NexBank SSB (incorporated by reference to Exhibit 10.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on September 29, 2014).
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Ameris Bancorp 2014 Omnibus Equity Compensation Plan (incorporated by reference to Appendix A to Ameris Bancorp’s Definitive Proxy Statement filed with the SEC on April 17, 2014).
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Form of Incentive Stock Option Grant Agreement (incorporated by reference to Exhibit 99.2 to Ameris Bancorp’s Registration Statement on Form S-8 filed with the SEC on November 26, 2014).
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Form of Nonqualified Stock Option Grant Agreement (incorporated by reference to Exhibit 99.3 to Ameris Bancorp’s Registration Statement on Form S-8 filed with the SEC on November 26, 2014).
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Form of Restricted Stock Grant Agreement (incorporated by reference to Exhibit 99.4 to Ameris Bancorp’s Registration Statement on Form S-8 filed with the SEC on November 26, 2014).
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Executive Employment Agreement by and among Ameris Bancorp, Ameris Bank and Edwin W. Hortman, Jr. dated as of December 15, 2014 (incorporated by reference to Exhibit 99.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on December 18, 2014).
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Executive Employment Agreement by and among Ameris Bancorp, Ameris Bank and Dennis J. Zember Jr. dated as of December 15, 2014 (incorporated by reference to Exhibit 99.2 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on December 18, 2014).
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Executive Employment Agreement by and among Ameris Bancorp, Ameris Bank and Jon S. Edwards dated as of December 15, 2014 (incorporated by reference to Exhibit 99.4 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on December 18, 2014).
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Executive Employment Agreement by and among Ameris Bancorp, Ameris Bank and Cindi H. Lewis dated as of December 15, 2014 (incorporated by reference to Exhibit 99.6 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on December 18, 2014).
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Executive Employment Agreement by and among Ameris Bancorp, Ameris Bank and Lawton Bassett, III dated as of December 15, 2014 (incorporated by reference to Exhibit 10.29 to Ameris Bancorp’s Annual Report on Form 10-K filed with the SEC on February 29, 2016).
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Supplemental Executive Retirement Agreement by and between Ameris Bank and Edwin W. Hortman, Jr. dated as of November 7, 2016 (incorporated by reference to Exhibit 10.1 to Ameris Bancorp’s Form 10-Q filed with the SEC on November 9, 2016).
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First Amendment to Supplemental Executive Retirement Agreement by and between Ameris Bank and Cindi H. Lewis dated as of November 7, 2016 (incorporated by reference to Exhibit 10.2 to Ameris Bancorp’s Form 10-Q filed with the SEC on November 9, 2016).
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Limited Waiver and Second Amendment to Loan Agreement dated as of December 28, 2016 by and between Ameris Bancorp and NexBank SSB (incorporated by reference to Exhibit 10.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on December 29, 2016).
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Severance Protection and Restrictive Covenants Agreement by and among Ameris Bancorp, Ameris Bank and William D. McKendry dated as of October 3, 2017 (incorporated by reference to Exhibit 10.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on October 6, 2017).
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|
Third Amendment to Loan Agreement dated October 20, 2017 by and between Ameris Bancorp and NexBank SSB (incorporated by reference to Exhibit 10.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on October 23, 2017).
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|
|
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|
Third Amended and Restated Revolving Promissory Note dated as of September 26, 2017 issued by Ameris Bancorp to NexBank SSB (incorporated by reference to Exhibit 10.2 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on October 23, 2017).
|
|
|
|
|
|
Fourth Amendment to Loan Agreement dated April 25, 2018 by and between Ameris Bancorp and NexBank SSB (incorporated by reference to Exhibit 10.1 to Ameris Bancorp's Current Report on Form 8-K filed with the SEC on April 25, 2018).
|
|
|
|
|
|
Fourth Amended and Restated Revolving Promissory Note dated April 25, 2018 issued by Ameris Bancorp to NexBank SSB (incorporated by reference to Exhibit 10.2 to Ameris Bancorp's Current Report on Form 8-K filed with the SEC on April 25, 2018).
|
|
|
|
|
|
Retirement Agreement dated June 6, 2018 by and among Ameris Bancorp, Ameris Bank and Edwin W. Hortman, Jr. (incorporated by reference to Exhibit 10.1 to Ameris Bancorp’s Current Report on Form 8-K filed with the SEC on June 6, 2018).
|
|
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|
|
Schedule of Subsidiaries of Ameris Bancorp.
|
|
|
|
|
Consent of Crowe LLP.
|
|
|
|
|
|
Rule 13a-14(a)/15d-14(a) Certification by Chief Executive Officer.
|
|
|
|
|
|
Rule 13a-14(a)/15d-14(a) Certification by Chief Financial Officer.
|
|
|
|
|
|
Section 1350 Certification by Chief Executive Officer.
|
|
|
|
|
|
Section 1350 Certification by Chief Financial Officer.
|
|
|
|
|
101
|
|
The following financial statements from Ameris Bancorp’s Form 10-K for the year ended December 31, 2018, formatted as interactive data files in XBRL (eXtensible Business Reporting Language):
(i) Consolidated Balance Sheets; (ii) Consolidated Statements of Income; (iii) Consolidated Statements of Comprehensive Income (Loss); (iv) Consolidated Statements of Shareholders’ Equity; (v) Consolidated Statements of Cash Flows; and (vi) Notes to Consolidated Financial Statements. |
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Page
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|
|
/s/ Dennis J. Zember Jr.
|
|
/s/ Nicole S. Stokes
|
Dennis J. Zember Jr.,
|
|
Nicole S. Stokes
|
President and Chief Executive Officer
|
|
Executive Vice President and Chief Financial Officer
|
(principal executive officer)
|
|
(principal accounting and financial officer)
|
|
|
|
|
2018
|
|
2017
|
||||
Assets
|
|
|
|
||||
Cash and due from banks
|
$
|
172,036
|
|
|
$
|
139,313
|
|
Interest-bearing deposits in banks
|
472,443
|
|
|
191,335
|
|
||
Federal funds sold
|
35,048
|
|
|
10
|
|
||
Cash and cash equivalents
|
679,527
|
|
|
330,658
|
|
||
|
|
|
|
||||
Time deposits in other banks
|
10,812
|
|
|
—
|
|
||
Investment securities available for sale, at fair value
|
1,192,423
|
|
|
810,873
|
|
||
Other investments
|
14,455
|
|
|
42,270
|
|
||
Loans held for sale, at fair value
|
111,298
|
|
|
197,442
|
|
||
|
|
|
|
||||
Loans
|
5,660,457
|
|
|
4,856,514
|
|
||
Purchased loans
|
2,588,832
|
|
|
861,595
|
|
||
Purchased loan pools
|
262,625
|
|
|
328,246
|
|
||
Loans, net of unearned income
|
8,511,914
|
|
|
6,046,355
|
|
||
Allowance for loan losses
|
(28,819
|
)
|
|
(25,791
|
)
|
||
Loans, net
|
8,483,095
|
|
|
6,020,564
|
|
||
|
|
|
|
||||
Other real estate owned, net
|
7,218
|
|
|
8,464
|
|
||
Purchased other real estate owned, net
|
9,535
|
|
|
9,011
|
|
||
Total other real estate owned, net
|
16,753
|
|
|
17,475
|
|
||
|
|
|
|
||||
Premises and equipment, net
|
145,410
|
|
|
117,738
|
|
||
Goodwill
|
503,434
|
|
|
125,532
|
|
||
Other intangible assets, net
|
58,689
|
|
|
13,496
|
|
||
Cash value of bank owned life insurance
|
104,096
|
|
|
79,641
|
|
||
Deferred income taxes, net
|
35,126
|
|
|
28,320
|
|
||
Other assets
|
88,397
|
|
|
72,194
|
|
||
Total assets
|
$
|
11,443,515
|
|
|
$
|
7,856,203
|
|
|
|
|
|
||||
Liabilities
|
|
|
|
||||
Deposits
|
|
|
|
||||
Noninterest-bearing
|
$
|
2,520,016
|
|
|
$
|
1,777,141
|
|
Interest-bearing
|
7,129,297
|
|
|
4,848,704
|
|
||
Total deposits
|
9,649,313
|
|
|
6,625,845
|
|
||
Securities sold under agreements to repurchase
|
20,384
|
|
|
30,638
|
|
||
Other borrowings
|
151,774
|
|
|
250,554
|
|
||
Subordinated deferrable interest debentures, net
|
89,187
|
|
|
85,550
|
|
||
FDIC loss-share payable, net
|
19,487
|
|
|
8,803
|
|
||
Other liabilities
|
57,023
|
|
|
50,334
|
|
||
Total liabilities
|
9,987,168
|
|
|
7,051,724
|
|
||
|
|
|
|
||||
Commitments and Contingencies (Note 22)
|
|
|
|
|
|
||
|
|
|
|
||||
Shareholders’ Equity
|
|
|
|
||||
Preferred stock, stated value $1,000; 5,000,000 shares authorized; 0 shares issued and outstanding
|
—
|
|
|
—
|
|
||
Common stock, par value $1; 100,000,000 shares authorized; 49,014,925 and 38,734,873 shares issued
|
49,015
|
|
|
38,735
|
|
||
Capital surplus
|
1,051,584
|
|
|
508,404
|
|
||
Retained earnings
|
377,135
|
|
|
273,119
|
|
||
Accumulated other comprehensive loss, net of tax
|
(4,826
|
)
|
|
(1,280
|
)
|
||
Treasury stock, at cost, 1,514,984 and 1,474,861 shares
|
(16,561
|
)
|
|
(14,499
|
)
|
||
Total shareholders’ equity
|
1,456,347
|
|
|
804,479
|
|
||
Total liabilities and shareholders’ equity
|
$
|
11,443,515
|
|
|
$
|
7,856,203
|
|
|
2018
|
|
2017
|
|
2016
|
||||||
Interest income
|
|
|
|
|
|
||||||
Interest and fees on loans
|
$
|
378,209
|
|
|
$
|
270,887
|
|
|
$
|
218,659
|
|
Interest on taxable securities
|
29,006
|
|
|
20,154
|
|
|
17,824
|
|
|||
Interest on nontaxable securities
|
900
|
|
|
1,581
|
|
|
1,722
|
|
|||
Interest on deposits in other banks
|
4,984
|
|
|
1,725
|
|
|
827
|
|
|||
Interest on federal funds sold
|
227
|
|
|
—
|
|
|
33
|
|
|||
Total interest income
|
413,326
|
|
|
294,347
|
|
|
239,065
|
|
|||
|
|
|
|
|
|
||||||
Interest expense
|
|
|
|
|
|
||||||
Interest on deposits
|
49,054
|
|
|
19,877
|
|
|
12,410
|
|
|||
Interest on other borrowings
|
20,880
|
|
|
14,345
|
|
|
7,284
|
|
|||
Total interest expense
|
69,934
|
|
|
34,222
|
|
|
19,694
|
|
|||
|
|
|
|
|
|
||||||
Net interest income
|
343,392
|
|
|
260,125
|
|
|
219,371
|
|
|||
Provision for loan losses
|
16,667
|
|
|
8,364
|
|
|
4,091
|
|
|||
Net interest income after provision for loan losses
|
326,725
|
|
|
251,761
|
|
|
215,280
|
|
|||
|
|
|
|
|
|
||||||
Noninterest income
|
|
|
|
|
|
||||||
Service charges on deposit accounts
|
46,128
|
|
|
42,054
|
|
|
42,745
|
|
|||
Mortgage banking activity
|
51,292
|
|
|
48,535
|
|
|
48,298
|
|
|||
Other service charges, commissions and fees
|
3,003
|
|
|
2,872
|
|
|
3,575
|
|
|||
Net gain (loss) on securities
|
(37
|
)
|
|
37
|
|
|
94
|
|
|||
Gain on sale of SBA loans
|
2,728
|
|
|
4,590
|
|
|
3,974
|
|
|||
Other noninterest income
|
15,298
|
|
|
6,369
|
|
|
7,115
|
|
|||
Total noninterest income
|
118,412
|
|
|
104,457
|
|
|
105,801
|
|
|||
|
|
|
|
|
|
||||||
Noninterest expense
|
|
|
|
|
|
||||||
Salaries and employee benefits
|
149,293
|
|
|
120,016
|
|
|
106,837
|
|
|||
Occupancy and equipment
|
29,131
|
|
|
24,069
|
|
|
24,397
|
|
|||
Advertising and marketing
|
5,571
|
|
|
5,131
|
|
|
4,181
|
|
|||
Amortization of intangible assets
|
9,512
|
|
|
3,932
|
|
|
4,376
|
|
|||
Data processing and communications expenses
|
30,385
|
|
|
27,869
|
|
|
24,591
|
|
|||
Legal and other professional fees
|
6,386
|
|
|
15,355
|
|
|
9,885
|
|
|||
Credit resolution-related expenses
|
4,016
|
|
|
3,493
|
|
|
6,172
|
|
|||
Merger and conversion charges
|
20,499
|
|
|
915
|
|
|
6,376
|
|
|||
FDIC insurance
|
3,408
|
|
|
3,078
|
|
|
3,712
|
|
|||
Other noninterest expenses
|
35,446
|
|
|
28,078
|
|
|
25,308
|
|
|||
Total noninterest expense
|
293,647
|
|
|
231,936
|
|
|
215,835
|
|
|||
|
|
|
|
|
|
||||||
Income before income tax expense
|
151,490
|
|
|
124,282
|
|
|
105,246
|
|
|||
Income tax expense
|
30,463
|
|
|
50,734
|
|
|
33,146
|
|
|||
Net income
|
$
|
121,027
|
|
|
$
|
73,548
|
|
|
$
|
72,100
|
|
|
|
|
|
|
|
||||||
Basic earnings per common share
|
$
|
2.81
|
|
|
$
|
2.00
|
|
|
$
|
2.10
|
|
Diluted earnings per common share
|
$
|
2.80
|
|
|
$
|
1.98
|
|
|
$
|
2.08
|
|
Dividends declared per common share
|
$
|
0.40
|
|
|
$
|
0.40
|
|
|
$
|
0.30
|
|
Weighted average common shares outstanding
|
|
|
|
|
|
||||||
Basic
|
43,142
|
|
|
36,828
|
|
|
34,347
|
|
|||
Diluted
|
43,248
|
|
|
37,144
|
|
|
34,702
|
|
|
2018
|
|
2017
|
|
2016
|
||||||
Net income
|
$
|
121,027
|
|
|
$
|
73,548
|
|
|
$
|
72,100
|
|
|
|
|
|
|
|
||||||
Other comprehensive income (loss)
|
|
|
|
|
|
||||||
Net unrealized holding gains (losses) arising during period on investment securities available for sale, net of tax expense (benefit) of ($849), ($169) and ($2,355)
|
(3,196
|
)
|
|
(314
|
)
|
|
(4,374
|
)
|
|||
Reclassification adjustment for gains on investment securities included in earnings, net of tax of $19, $13 and $33
|
(70
|
)
|
|
(24
|
)
|
|
(61
|
)
|
|||
Net unrealized gains (losses) on cash flow hedge during the period, net of tax expense (benefit) of $30, $63 and $13
|
112
|
|
|
116
|
|
|
24
|
|
|||
Total other comprehensive income (loss)
|
(3,154
|
)
|
|
(222
|
)
|
|
(4,411
|
)
|
|||
|
|
|
|
|
|
||||||
Comprehensive income
|
$
|
117,873
|
|
|
$
|
73,326
|
|
|
$
|
67,689
|
|
|
2018
|
|
2017
|
|
2016
|
|||||||||||||||
|
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
|||||||||
Common Stock
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Balance at beginning of period
|
38,734,873
|
|
|
$
|
38,735
|
|
|
36,377,807
|
|
|
$
|
36,378
|
|
|
33,625,162
|
|
|
$
|
33,625
|
|
Issuance of common stock
|
10,124,491
|
|
|
10,124
|
|
|
2,141,072
|
|
|
2,141
|
|
|
2,549,469
|
|
|
2,549
|
|
|||
Exercise of stock options
|
76,286
|
|
|
76
|
|
|
132,319
|
|
|
132
|
|
|
54,510
|
|
|
55
|
|
|||
Issuance of restricted shares
|
89,855
|
|
|
90
|
|
|
84,147
|
|
|
84
|
|
|
155,751
|
|
|
156
|
|
|||
Forfeitures of restricted shares
|
(10,580
|
)
|
|
(10
|
)
|
|
(472
|
)
|
|
—
|
|
|
(7,085
|
)
|
|
(7
|
)
|
|||
Balance at end of period
|
49,014,925
|
|
|
$
|
49,015
|
|
|
38,734,873
|
|
|
$
|
38,735
|
|
|
36,377,807
|
|
|
$
|
36,378
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Capital Surplus
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Balance at beginning of period
|
|
|
$
|
508,404
|
|
|
|
|
$
|
410,276
|
|
|
|
|
$
|
337,349
|
|
|||
Issuance of common stock, net of issuance cost of $0, $4,925, $0
|
|
|
537,003
|
|
|
|
|
92,359
|
|
|
|
|
69,906
|
|
||||||
Share-based compensation
|
|
|
5,419
|
|
|
|
|
3,316
|
|
|
|
|
2,261
|
|
||||||
Exercise of stock options
|
|
|
838
|
|
|
|
|
2,537
|
|
|
|
|
909
|
|
||||||
Issuance of restricted shares
|
|
|
(90
|
)
|
|
|
|
(84
|
)
|
|
|
|
(156
|
)
|
||||||
Forfeitures of restricted shares
|
|
|
10
|
|
|
|
|
—
|
|
|
|
|
7
|
|
||||||
Balance at end of period
|
|
|
$
|
1,051,584
|
|
|
|
|
$
|
508,404
|
|
|
|
|
$
|
410,276
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Retained Earnings
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Balance at beginning of period
|
|
|
$
|
273,119
|
|
|
|
|
$
|
214,454
|
|
|
|
|
$
|
152,820
|
|
|||
Cumulative effect of change in accounting for derivatives
|
|
|
28
|
|
|
|
|
—
|
|
|
|
|
—
|
|
||||||
Reclassification of stranded income tax effects from accumulated other comprehensive income
|
|
|
392
|
|
|
|
|
—
|
|
|
|
|
—
|
|
||||||
Adjusted balance at beginning of period
|
|
|
$
|
273,539
|
|
|
|
|
$
|
214,454
|
|
|
|
|
$
|
152,820
|
|
|||
Net income
|
|
|
121,027
|
|
|
|
|
73,548
|
|
|
|
|
72,100
|
|
||||||
Dividends on common shares
|
|
|
(17,431
|
)
|
|
|
|
(14,883
|
)
|
|
|
|
(10,466
|
)
|
||||||
Balance at end of period
|
|
|
$
|
377,135
|
|
|
|
|
$
|
273,119
|
|
|
|
|
$
|
214,454
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Accumulated Other Comprehensive Income (Loss), Net of Tax
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Unrealized gains (losses) on securities
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Balance at beginning of period
|
|
|
$
|
(1,572
|
)
|
|
|
|
$
|
(1,234
|
)
|
|
|
|
$
|
3,201
|
|
|||
Reclassification of stranded income tax effects to retained earnings
|
|
|
(339
|
)
|
|
|
|
—
|
|
|
|
|
—
|
|
||||||
Adjusted balance at beginning of period
|
|
|
(1,911
|
)
|
|
|
|
(1,234
|
)
|
|
|
|
3,201
|
|
||||||
Change during period
|
|
|
(3,266
|
)
|
|
|
|
(338
|
)
|
|
|
|
(4,435
|
)
|
||||||
Balance at end of period
|
|
|
$
|
(5,177
|
)
|
|
|
|
$
|
(1,572
|
)
|
|
|
|
$
|
(1,234
|
)
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Unrealized gain (loss) on interest rate swap
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Balance at beginning of period
|
|
|
$
|
292
|
|
|
|
|
$
|
176
|
|
|
|
|
$
|
152
|
|
|||
Reclassification of stranded income tax effects to retained earnings
|
|
|
(53
|
)
|
|
|
|
—
|
|
|
|
|
—
|
|
||||||
Adjusted balance at beginning of period
|
|
|
239
|
|
|
|
|
176
|
|
|
|
|
152
|
|
||||||
Change during period
|
|
|
112
|
|
|
|
|
116
|
|
|
|
|
24
|
|
||||||
Balance at end of period
|
|
|
$
|
351
|
|
|
|
|
$
|
292
|
|
|
|
|
$
|
176
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Balance at end of period
|
|
|
$
|
(4,826
|
)
|
|
|
|
$
|
(1,280
|
)
|
|
|
|
$
|
(1,058
|
)
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Treasury Stock
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Balance at beginning of period
|
1,474,861
|
|
|
$
|
(14,499
|
)
|
|
1,456,333
|
|
|
$
|
(13,613
|
)
|
|
1,413,777
|
|
|
$
|
(12,388
|
)
|
Purchase of treasury shares
|
40,123
|
|
|
(2,062
|
)
|
|
18,528
|
|
|
(886
|
)
|
|
42,556
|
|
|
(1,225
|
)
|
|||
Balance at end of period
|
1,514,984
|
|
|
$
|
(16,561
|
)
|
|
1,474,861
|
|
|
$
|
(14,499
|
)
|
|
1,456,333
|
|
|
$
|
(13,613
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Total Shareholders' Equity
|
|
|
$
|
1,456,347
|
|
|
|
|
$
|
804,479
|
|
|
|
|
$
|
646,437
|
|
|
2018
|
|
2017
|
|
2016
|
||||||
Operating Activities
|
|
|
|
|
|
||||||
Net income
|
$
|
121,027
|
|
|
$
|
73,548
|
|
|
$
|
72,100
|
|
Adjustments to reconcile net income to net cash used in operating activities:
|
|
|
|
|
|
||||||
Depreciation
|
10,014
|
|
|
9,196
|
|
|
9,519
|
|
|||
Net losses (gains) on sale or disposal of premises and equipment
|
133
|
|
|
1,264
|
|
|
992
|
|
|||
Provision for loan losses
|
16,667
|
|
|
8,364
|
|
|
4,091
|
|
|||
Net write-downs and losses on sale of other real estate owned
|
1,301
|
|
|
500
|
|
|
1,953
|
|
|||
Share-based compensation expense
|
6,241
|
|
|
3,316
|
|
|
2,261
|
|
|||
Amortization of intangible assets
|
9,512
|
|
|
3,932
|
|
|
4,376
|
|
|||
Provision for deferred taxes
|
1,374
|
|
|
12,430
|
|
|
847
|
|
|||
Net amortization of investment securities available for sale
|
4,891
|
|
|
6,384
|
|
|
7,057
|
|
|||
Net loss (gain) on securities
|
37
|
|
|
(37
|
)
|
|
(94
|
)
|
|||
Accretion of discount on purchased loans
|
(11,918
|
)
|
|
(11,308
|
)
|
|
(16,637
|
)
|
|||
Amortization of premium on purchased loan pools
|
1,825
|
|
|
3,543
|
|
|
5,653
|
|
|||
Net amortization (accretion) on other borrowings
|
96
|
|
|
95
|
|
|
(76
|
)
|
|||
Amortization of subordinated deferrable interest debentures
|
1,345
|
|
|
1,322
|
|
|
1,453
|
|
|||
Originations of mortgage loans held for sale
|
(1,768,934
|
)
|
|
(1,502,314
|
)
|
|
(1,403,954
|
)
|
|||
Payments received on mortgage loans held for sale
|
986
|
|
|
1,238
|
|
|
1,390
|
|
|||
Proceeds from sales of mortgage loans held for sale
|
1,542,755
|
|
|
1,370,008
|
|
|
1,340,668
|
|
|||
Net gains on mortgage loans held for sale
|
(37,336
|
)
|
|
(46,913
|
)
|
|
(52,198
|
)
|
|||
Originations of SBA loans
|
(27,820
|
)
|
|
(33,104
|
)
|
|
(69,512
|
)
|
|||
Proceeds from sales of SBA loans
|
33,675
|
|
|
30,696
|
|
|
28,268
|
|
|||
Net gains on sales of SBA loans
|
(2,728
|
)
|
|
(4,590
|
)
|
|
(3,974
|
)
|
|||
Increase in cash surrender value of bank owned life insurance
|
(1,819
|
)
|
|
(1,588
|
)
|
|
(1,734
|
)
|
|||
Changes in FDIC loss-share receivable/payable, net of cash payments received
|
5,156
|
|
|
3,005
|
|
|
11,798
|
|
|||
Increase in interest receivable
|
(10,965
|
)
|
|
(3,728
|
)
|
|
(1,004
|
)
|
|||
Increase decrease in interest payable
|
2,411
|
|
|
1,757
|
|
|
446
|
|
|||
Increase (decrease) in taxes payable
|
4,032
|
|
|
(473
|
)
|
|
(8,328
|
)
|
|||
Change attributable to other operating activities
|
(10,761
|
)
|
|
10,895
|
|
|
(5,128
|
)
|
|||
Net cash used in operating activities
|
(108,803
|
)
|
|
(62,562
|
)
|
|
(69,767
|
)
|
|||
|
|
|
|
|
|
||||||
Investing Activities, net of effects of business combinations
|
|
|
|
|
|
||||||
Proceeds from maturities of time deposits in other banks
|
746
|
|
|
—
|
|
|
—
|
|
|||
Purchases of securities available for sale
|
(290,649
|
)
|
|
(113,261
|
)
|
|
(200,823
|
)
|
|||
Proceeds from prepayments and maturities of securities available for sale
|
152,393
|
|
|
115,166
|
|
|
131,390
|
|
|||
Proceeds from sale of securities available for sale
|
68,727
|
|
|
3,090
|
|
|
75,990
|
|
|||
Net decrease (increase) in other investments
|
33,515
|
|
|
11,046
|
|
|
(17,936
|
)
|
|||
Net increase in loans, excluding purchased loans
|
(470,156
|
)
|
|
(1,016,409
|
)
|
|
(1,063,345
|
)
|
|||
Payments received on purchased loans
|
330,226
|
|
|
210,470
|
|
|
247,452
|
|
|||
Purchases of purchased loan pools
|
—
|
|
|
—
|
|
|
(152,091
|
)
|
|||
Payments received on purchased loan pools
|
71,817
|
|
|
112,330
|
|
|
171,087
|
|
|||
Purchases of premises and equipment
|
(10,009
|
)
|
|
(3,760
|
)
|
|
(10,977
|
)
|
|||
Proceeds from sale of premises and equipment
|
588
|
|
|
16
|
|
|
295
|
|
|||
Proceeds from sales of other real estate owned
|
11,784
|
|
|
14,920
|
|
|
22,483
|
|
|||
Payments received from (paid to) FDIC under loss-sharing agreements
|
(3,791
|
)
|
|
(515
|
)
|
|
816
|
|
|||
Net cash proceeds received from (paid in) acquisitions
|
51,495
|
|
|
—
|
|
|
(7,206
|
)
|
|||
Net cash used in investing activities
|
(53,314
|
)
|
|
(666,907
|
)
|
|
(802,865
|
)
|
|
2018
|
|
2017
|
|
2016
|
||||||
Financing Activities, net of effects of business combinations
|
|
|
|
|
|
||||||
Net increase in deposits
|
853,051
|
|
|
1,050,682
|
|
|
294,513
|
|
|||
Net decrease in securities sold under agreements to repurchase
|
(10,254
|
)
|
|
(22,867
|
)
|
|
(10,080
|
)
|
|||
Proceeds from other borrowings
|
1,530,000
|
|
|
1,837,692
|
|
|
635,886
|
|
|||
Repayment of other borrowings
|
(1,844,258
|
)
|
|
(2,079,554
|
)
|
|
(231,020
|
)
|
|||
Issuance of common stock
|
—
|
|
|
88,656
|
|
|
—
|
|
|||
Proceeds from exercise of stock options
|
914
|
|
|
2,669
|
|
|
964
|
|
|||
Dividends paid - common stock
|
(16,405
|
)
|
|
(14,650
|
)
|
|
(8,584
|
)
|
|||
Purchase of treasury shares
|
(2,062
|
)
|
|
(886
|
)
|
|
(1,225
|
)
|
|||
Net cash provided by financing activities
|
510,986
|
|
|
861,742
|
|
|
680,454
|
|
|||
|
|
|
|
|
|
||||||
Net increase (decrease) in cash and cash equivalents
|
348,869
|
|
|
132,273
|
|
|
(192,178
|
)
|
|||
Cash and cash equivalents at beginning of period
|
330,658
|
|
|
198,385
|
|
|
390,563
|
|
|||
Cash and cash equivalents at end of period
|
$
|
679,527
|
|
|
$
|
330,658
|
|
|
$
|
198,385
|
|
|
|
|
|
|
|
||||||
Supplemental Disclosures of Cash Flow Information
|
|
|
|
|
|
||||||
Cash paid during the year for:
|
|
|
|
|
|
||||||
Interest
|
$
|
67,523
|
|
|
$
|
32,465
|
|
|
$
|
19,248
|
|
Income taxes
|
$
|
20,026
|
|
|
$
|
38,939
|
|
|
$
|
40,575
|
|
Loans (excluding purchased loans) transferred to other real estate owned
|
$
|
4,124
|
|
|
$
|
4,372
|
|
|
$
|
3,203
|
|
Purchased loans transferred to other real estate owned
|
$
|
6,393
|
|
|
$
|
5,023
|
|
|
$
|
7,229
|
|
Loans transferred from loans held for sale to loans held for investment
|
$
|
10,817
|
|
|
$
|
212,850
|
|
|
$
|
119,352
|
|
Loans transferred from loans held for investment to loans held for sale
|
$
|
8,831
|
|
|
$
|
119,389
|
|
|
$
|
—
|
|
Loans provided for the sales of other real estate owned
|
$
|
931
|
|
|
$
|
1,334
|
|
|
$
|
1,942
|
|
Assets acquired in business combinations
|
$
|
3,064,615
|
|
|
$
|
—
|
|
|
$
|
561,440
|
|
Liabilities assumed in business combinations
|
$
|
2,415,212
|
|
|
$
|
—
|
|
|
$
|
465,048
|
|
Issuance of common stock in acquisitions
|
$
|
547,127
|
|
|
$
|
—
|
|
|
$
|
72,455
|
|
Issuance of common stock in exchange for equity investment in US Premium Finance Holding Company
|
$
|
—
|
|
|
$
|
5,844
|
|
|
$
|
—
|
|
Change in unrealized gain (loss) on securities available for sale, net of tax
|
$
|
(3,266
|
)
|
|
$
|
(338
|
)
|
|
$
|
(4,435
|
)
|
Change in unrealized gain on cash flow hedge, net of tax
|
$
|
112
|
|
|
$
|
116
|
|
|
$
|
24
|
|
|
Years Ended December 31,
|
||||||||||
(dollars in thousands, shares in thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Net income available to common shareholders
|
$
|
121,027
|
|
|
$
|
73,548
|
|
|
$
|
72,100
|
|
|
|
|
|
|
|
||||||
Weighted average number of common shares outstanding
|
43,142
|
|
|
36,828
|
|
|
34,347
|
|
|||
Effect of dilutive stock options
|
6
|
|
|
62
|
|
|
108
|
|
|||
Effect of dilutive restricted stock awards
|
100
|
|
|
254
|
|
|
247
|
|
|||
Weighted average number of common shares outstanding used to calculate diluted earnings per share
|
43,248
|
|
|
37,144
|
|
|
34,702
|
|
(dollars in thousands)
|
As Recorded
by Hamilton
|
|
Initial
Fair Value
Adjustments
|
|
|
Subsequent
Adjustments
|
|
|
As Recorded
by Ameris
|
||||||||
Assets
|
|
|
|
|
|
|
|
|
|
||||||||
Cash and due from banks
|
$
|
14,405
|
|
|
$
|
—
|
|
|
|
$
|
(478
|
)
|
(j)
|
|
$
|
13,927
|
|
Federal funds sold and interest-bearing deposits in banks
|
102,156
|
|
|
—
|
|
|
|
—
|
|
|
|
102,156
|
|
||||
Time deposits in other banks
|
11,558
|
|
|
—
|
|
|
|
—
|
|
|
|
11,558
|
|
||||
Investment securities
|
288,206
|
|
|
(2,376
|
)
|
(a)
|
|
—
|
|
|
|
285,830
|
|
||||
Other investments
|
2,094
|
|
|
—
|
|
|
|
—
|
|
|
|
2,094
|
|
||||
Loans
|
1,314,264
|
|
|
(15,528
|
)
|
(b)
|
|
(696
|
)
|
(k)
|
|
1,298,040
|
|
||||
Less allowance for loan losses
|
(11,183
|
)
|
|
11,183
|
|
(c)
|
|
—
|
|
|
|
—
|
|
||||
Loans, net
|
1,303,081
|
|
|
(4,345
|
)
|
|
|
(696
|
)
|
|
|
1,298,040
|
|
||||
Other real estate owned
|
847
|
|
|
—
|
|
|
|
—
|
|
|
|
847
|
|
||||
Premises and equipment
|
27,483
|
|
|
—
|
|
|
|
(723
|
)
|
(l)
|
|
26,760
|
|
||||
Other intangible assets, net
|
18,755
|
|
|
(2,755
|
)
|
(d)
|
|
7,610
|
|
(m)
|
|
23,610
|
|
||||
Cash value of bank owned life insurance
|
4,454
|
|
|
—
|
|
|
|
—
|
|
|
|
4,454
|
|
||||
Deferred income taxes, net
|
12,445
|
|
|
(6,308
|
)
|
(e)
|
|
343
|
|
(n)
|
|
6,480
|
|
||||
Other assets
|
13,053
|
|
|
—
|
|
|
|
(17
|
)
|
(o)
|
|
13,036
|
|
||||
Total assets
|
$
|
1,798,537
|
|
|
$
|
(15,784
|
)
|
|
|
$
|
6,039
|
|
|
|
$
|
1,788,792
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
||||||||
Deposits:
|
|
|
|
|
|
|
|
|
|
||||||||
Noninterest-bearing
|
$
|
381,039
|
|
|
$
|
—
|
|
|
|
—
|
|
|
|
$
|
381,039
|
|
|
Interest-bearing
|
1,201,324
|
|
|
(1,896
|
)
|
(f)
|
|
4,783
|
|
(p)
|
|
1,204,211
|
|
||||
Total deposits
|
1,582,363
|
|
|
(1,896
|
)
|
|
|
4,783
|
|
|
|
1,585,250
|
|
||||
Other borrowings
|
10,687
|
|
|
(66
|
)
|
(g)
|
|
286
|
|
(q)
|
|
10,907
|
|
||||
Subordinated deferrable interest debenture
|
3,093
|
|
|
(658
|
)
|
(h)
|
|
(143
|
)
|
(r)
|
|
2,292
|
|
||||
Other liabilities
|
10,460
|
|
|
2,391
|
|
(i)
|
|
—
|
|
|
|
12,851
|
|
||||
Total liabilities
|
1,606,603
|
|
|
(229
|
)
|
|
|
4,926
|
|
|
|
1,611,300
|
|
||||
Net identifiable assets acquired over (under) liabilities assumed
|
191,934
|
|
|
(15,555
|
)
|
|
|
1,113
|
|
|
|
177,492
|
|
||||
Goodwill
|
—
|
|
|
220,713
|
|
|
|
(1,070
|
)
|
|
|
219,643
|
|
||||
Net assets acquired over liabilities assumed
|
$
|
191,934
|
|
|
$
|
205,158
|
|
|
|
$
|
43
|
|
|
|
$
|
397,135
|
|
Consideration:
|
|
|
|
|
|
|
|
|
|
||||||||
Ameris Bancorp common shares issued
|
6,548,385
|
|
|
|
|
|
|
|
|
|
|||||||
Price per share of the Company's common stock
|
$
|
53.35
|
|
|
|
|
|
|
|
|
|
||||||
Company common stock issued
|
$
|
349,356
|
|
|
|
|
|
|
|
|
|
||||||
Cash exchanged for shares
|
$
|
47,779
|
|
|
|
|
|
|
|
|
|
||||||
Fair value of total consideration transferred
|
$
|
397,135
|
|
|
|
|
|
|
|
|
|
(a)
|
Adjustment reflects the fair value adjustments of the portfolio of investment securities as of the acquisition date.
|
(b)
|
Adjustment reflects the fair value adjustments based on the Company's evaluation of the acquired loan portfolio, net of the reversal of Hamilton's unamortized accounting adjustments from their prior acquisitions, loan premiums, loan discounts, deferred loan origination costs and deferred loan origination fees.
|
(c)
|
Adjustment reflects the elimination of Hamilton's allowance for loan losses.
|
(d)
|
Adjustment reflects the recording of core deposit intangible on the acquired core deposit accounts, net of reversal of Hamilton's remaining intangible assets from its past acquisitions.
|
(e)
|
Adjustment reflects the deferred taxes on the differences in the carrying values of acquired assets and assumed liabilities for financial reporting purposes and their basis for federal income tax purposes.
|
(f)
|
Adjustment reflects the fair value adjustments based on the Company's evaluation of the acquired deposits.
|
(g)
|
Adjustment reflects the reversal of Hamilton's unamortized accounting adjustments for other borrowings from its past acquisitions.
|
(h)
|
Adjustment reflects the fair value adjustment to the subordinated deferrable interest debenture at the acquisition date.
|
(i)
|
Adjustment reflects the fair value adjustment to the FDIC loss-share clawback liability included in other liabilities.
|
(j)
|
Subsequent to acquisition, cash and due from banks were adjusted for Hamilton reconciling items.
|
(k)
|
Adjustment reflects additional recording of fair value adjustments to the acquired loan portfolio.
|
(l)
|
Adjustment reflects the recording of fair value adjustment to premises and equipment.
|
(m)
|
Adjustment reflects additional recording of fair value adjustments to the core deposit intangible on the acquired core deposit accounts.
|
(n)
|
Adjustment reflects additional recording of deferred taxes on the differences in the carrying values of acquired assets and assumed liabilities for financial reporting purposes and their basis for federal income tax purposes.
|
(o)
|
Adjustment reflects the fair value adjustment to other assets.
|
(p)
|
Adjustment reflects additional recording of fair value adjustments on the acquired deposits.
|
(q)
|
Adjustment reflects the fair value adjustment to other borrowings.
|
(r)
|
Adjustment reflects additional recording of fair value adjustments to the subordinated deferrable interest debenture.
|
(dollars in thousands)
|
Fair Value of
Acquired Loans at
Acquisition Date
|
|
Gross Contractual
Amounts Receivable
at Acquisition Date
|
|
Estimate at
Acquisition Date of
Contractual Cash
Flows Not Expected
to be Collected
|
||||||
Acquired receivables subject to ASC 310-30
|
$
|
18,339
|
|
|
$
|
21,223
|
|
|
$
|
2,090
|
|
Acquired receivables not subject to ASC 310-30
|
$
|
1,279,701
|
|
|
$
|
1,441,534
|
|
|
$
|
—
|
|
(dollars in thousands)
|
As Recorded
by Atlantic
|
|
Initial
Fair Value
Adjustments
|
|
|
Subsequent
Adjustments
|
|
|
As Recorded
by Ameris
|
||||||||
Assets
|
|
|
|
|
|
|
|
|
|
||||||||
Cash and due from banks
|
$
|
3,990
|
|
|
$
|
—
|
|
|
|
$
|
—
|
|
|
|
$
|
3,990
|
|
Federal funds sold and interest-bearing deposits in banks
|
22,149
|
|
|
—
|
|
|
|
—
|
|
|
|
22,149
|
|
||||
Investment securities
|
35,186
|
|
|
(60
|
)
|
(a)
|
|
—
|
|
|
|
35,126
|
|
||||
Other investments
|
9,576
|
|
|
—
|
|
|
|
—
|
|
|
|
9,576
|
|
||||
Loans held for sale
|
358
|
|
|
—
|
|
|
|
—
|
|
|
|
358
|
|
||||
Loans
|
777,605
|
|
|
(19,423
|
)
|
(b)
|
|
(2,478
|
)
|
(k)
|
|
755,704
|
|
||||
Less allowance for loan losses
|
(8,573
|
)
|
|
8,573
|
|
(c)
|
|
—
|
|
|
|
—
|
|
||||
Loans, net
|
769,032
|
|
|
(10,850
|
)
|
|
|
(2,478
|
)
|
|
|
755,704
|
|
||||
Other real estate owned
|
1,837
|
|
|
(796
|
)
|
(d)
|
|
—
|
|
|
|
1,041
|
|
||||
Premises and equipment
|
12,591
|
|
|
(1,695
|
)
|
(e)
|
|
—
|
|
|
|
10,896
|
|
||||
Other intangible assets, net
|
—
|
|
|
5,937
|
|
(f)
|
|
1,551
|
|
(l)
|
|
7,488
|
|
||||
Cash value of bank owned life insurance
|
18,182
|
|
|
—
|
|
|
|
—
|
|
|
|
18,182
|
|
||||
Deferred income taxes, net
|
5,782
|
|
|
709
|
|
(g)
|
|
342
|
|
(m)
|
|
6,833
|
|
||||
Other assets
|
3,604
|
|
|
(634
|
)
|
(h)
|
|
—
|
|
|
|
2,970
|
|
||||
Total assets
|
$
|
882,287
|
|
|
$
|
(7,389
|
)
|
|
|
$
|
(585
|
)
|
|
|
$
|
874,313
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
||||||||
Deposits:
|
|
|
|
|
|
|
|
|
|
||||||||
Noninterest-bearing
|
$
|
69,761
|
|
|
$
|
—
|
|
|
|
—
|
|
|
|
$
|
69,761
|
|
|
Interest-bearing
|
514,935
|
|
|
(554
|
)
|
(i)
|
|
1,025
|
|
(n)
|
|
515,406
|
|
||||
Total deposits
|
584,696
|
|
|
(554
|
)
|
|
|
1,025
|
|
|
|
585,167
|
|
||||
Other borrowings
|
204,475
|
|
|
—
|
|
|
|
—
|
|
|
|
204,475
|
|
||||
Other liabilities
|
8,367
|
|
|
(13
|
)
|
(j)
|
|
—
|
|
|
|
8,354
|
|
||||
Total liabilities
|
797,538
|
|
|
(567
|
)
|
|
|
1,025
|
|
|
|
797,996
|
|
||||
Net identifiable assets acquired over (under) liabilities assumed
|
84,749
|
|
|
(6,822
|
)
|
|
|
(1,610
|
)
|
|
|
76,317
|
|
||||
Goodwill
|
—
|
|
|
91,360
|
|
|
|
1,610
|
|
|
|
92,970
|
|
||||
Net assets acquired over liabilities assumed
|
$
|
84,749
|
|
|
$
|
84,538
|
|
|
|
$
|
—
|
|
|
|
$
|
169,287
|
|
Consideration:
|
|
|
|
|
|
|
|
|
|
||||||||
Ameris Bancorp common shares issued
|
2,631,520
|
|
|
|
|
|
|
|
|
|
|||||||
Price per share of the Company's common stock
|
$
|
56.15
|
|
|
|
|
|
|
|
|
|
||||||
Company common stock issued
|
$
|
147,760
|
|
|
|
|
|
|
|
|
|
||||||
Cash exchanged for shares
|
$
|
21,527
|
|
|
|
|
|
|
|
|
|
||||||
Fair value of total consideration transferred
|
$
|
169,287
|
|
|
|
|
|
|
|
|
|
(a)
|
Adjustment reflects the fair value adjustments of the portfolio of investment securities as of the acquisition date.
|
(b)
|
Adjustment reflects the fair value adjustments based on the Company's evaluation of the acquired loan portfolio, net of the reversal of Atlantic's unamortized accounting adjustments from loan premiums, loan discounts, deferred loan origination costs and deferred loan origination fees.
|
(c)
|
Adjustment reflects the elimination of Atlantic's allowance for loan losses.
|
(d)
|
Adjustment reflects the fair value adjustment based on the Company's evaluation of the acquired OREO portfolio.
|
(e)
|
Adjustment reflects the fair value adjustments based on the Company's evaluation of the acquired premises and equipment.
|
(f)
|
Adjustment reflects the recording of core deposit intangible on the acquired core deposit accounts.
|
(g)
|
Adjustment reflects the deferred taxes on the differences in the carrying values of acquired assets and assumed liabilities for financial reporting purposes and their basis for federal income tax purposes.
|
(h)
|
Adjustment reflects the fair value adjustments based on the Company's evaluation of the acquired other assets.
|
(i)
|
Adjustment reflects the fair value adjustments based on the Company's evaluation of the acquired deposits.
|
(j)
|
Adjustment reflects the fair value adjustments based on the Company's evaluation of the acquired other liabilities.
|
(k)
|
Adjustment reflects additional recording of fair value adjustments of the acquired loan portfolio.
|
(l)
|
Adjustment reflects additional recording of fair value adjustments to the core deposit intangible on the acquired core deposit accounts.
|
(m)
|
Adjustment reflects additional recording of deferred taxes on the differences in the carrying values of acquired assets and assumed liabilities for financial reporting purposes and their basis for federal income tax purposes.
|
(n)
|
Adjustment reflects additional fair value adjustments on the acquired deposits.
|
(dollars in thousands)
|
Fair Value of
Acquired Loans at
Acquisition Date
|
|
Gross Contractual
Amounts Receivable
at Acquisition Date
|
|
Estimate at
Acquisition Date of
Contractual Cash
Flows Not Expected
to be Collected
|
||||||
Acquired receivables subject to ASC 310-30
|
$
|
10,763
|
|
|
$
|
16,077
|
|
|
$
|
4,115
|
|
Acquired receivables not subject to ASC 310-30
|
$
|
744,941
|
|
|
$
|
1,041,768
|
|
|
$
|
—
|
|
(dollars in thousands)
|
As Recorded
by USPF
|
|
Initial
Fair Value
Adjustments
|
|
|
Subsequent
Adjustments
|
|
|
As Recorded
by Ameris
|
||||||||
Assets
|
|
|
|
|
|
|
|
|
|
||||||||
Intangible asset - insurance agent relationships
|
$
|
—
|
|
|
$
|
20,000
|
|
(a)
|
|
$
|
2,351
|
|
(e)
|
|
$
|
22,351
|
|
Intangible asset - US Premium Finance trade name
|
—
|
|
|
1,136
|
|
(b)
|
|
(42
|
)
|
(f)
|
|
1,094
|
|
||||
Intangible asset - non-compete agreement
|
—
|
|
|
178
|
|
(c)
|
|
(16
|
)
|
(g)
|
|
162
|
|
||||
Total assets
|
$
|
—
|
|
|
$
|
21,314
|
|
|
|
$
|
2,293
|
|
|
|
$
|
23,607
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
||||||||
Deferred tax liability
|
$
|
—
|
|
|
$
|
5,492
|
|
(d)
|
|
424
|
|
(h)
|
|
$
|
5,916
|
|
|
Total liabilities
|
—
|
|
|
5,492
|
|
|
|
424
|
|
|
|
5,916
|
|
||||
Net identifiable assets acquired over liabilities assumed
|
—
|
|
|
15,822
|
|
|
|
1,869
|
|
|
|
17,691
|
|
||||
Goodwill
|
—
|
|
|
67,159
|
|
|
|
(1,869
|
)
|
|
|
65,290
|
|
||||
Net assets acquired over liabilities assumed
|
$
|
—
|
|
|
$
|
82,981
|
|
|
|
$
|
—
|
|
|
|
$
|
82,981
|
|
Consideration:
|
|
|
|
|
|
|
|
|
|
||||||||
Ameris Bancorp common shares issued
|
1,073,158
|
|
|
|
|
|
|
|
|
|
|||||||
Price per share of the Company's common stock
(weighted average)
|
$
|
52.047
|
|
|
|
|
|
|
|
|
|
||||||
Company common stock issued
|
$
|
55,855
|
|
|
|
|
|
|
|
|
|
||||||
Cash exchanged for shares
|
$
|
21,421
|
|
|
|
|
|
|
|
|
|
||||||
Present value of contingent earn-out consideration
expected to be paid
|
$
|
5,705
|
|
|
|
|
|
|
|
|
|
||||||
Fair value of total consideration transferred
|
$
|
82,981
|
|
|
|
|
|
|
|
|
|
(a)
|
Adjustment reflects the recording of the fair value of the insurance agent relationships intangible.
|
(b)
|
Adjustment reflect the recording of the fair value of the trade name intangible.
|
(c)
|
Adjustment reflects the recording of the fair value of the non-compete agreement intangible.
|
(d)
|
Adjustment reflects the deferred taxes on the differences in the carrying values of acquired intangible assets for financial reporting purposes and their basis for federal income tax purposes.
|
(e)
|
Adjustment reflects additional fair value adjustment for the insurance agent relationships intangible.
|
(f)
|
Adjustment reflects additional fair value adjustment for the trade name intangible.
|
(g)
|
Adjustment reflects additional fair value adjustment for the non-compete agreement intangible.
|
(h)
|
Adjustment reflects additional recording of deferred taxes on the differences in the carrying values of acquired intangible assets for financial reporting purposes and their basis for federal income tax purposes.
|
(dollars in thousands)
|
As Recorded by JAXB
|
|
Initial Fair Value Adjustments
|
|
Subsequent Fair Value Adjustments
|
|
As Recorded by Ameris
|
||||||||
Assets
|
|
|
|
|
|
|
|
||||||||
Cash and cash equivalents
|
$
|
9,704
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
9,704
|
|
Federal funds sold and interest-bearing balances
|
7,027
|
|
|
—
|
|
|
—
|
|
|
7,027
|
|
||||
Investment securities
|
60,836
|
|
|
(942
|
)
|
(a)
|
—
|
|
|
59,894
|
|
||||
Other investments
|
2,458
|
|
|
—
|
|
|
—
|
|
|
2,458
|
|
||||
Loans
|
416,831
|
|
|
(15,746
|
)
|
(b)
|
553
|
|
(j)
|
401,638
|
|
||||
Less allowance for loan losses
|
(12,613
|
)
|
|
12,613
|
|
(c)
|
—
|
|
|
—
|
|
||||
Loans, net
|
404,218
|
|
|
(3,133
|
)
|
|
553
|
|
|
401,638
|
|
||||
Other real estate owned
|
2,873
|
|
|
(1,035
|
)
|
(d)
|
88
|
|
(k)
|
1,926
|
|
||||
Premises and equipment
|
4,798
|
|
|
—
|
|
|
(119
|
)
|
(l)
|
4,679
|
|
||||
Intangible assets
|
288
|
|
|
5,566
|
|
(e)
|
(1,108
|
)
|
(m)
|
4,746
|
|
||||
Other assets
|
14,141
|
|
|
23,266
|
|
(f)
|
(3,524
|
)
|
(n)
|
33,883
|
|
||||
Total assets
|
$
|
506,343
|
|
|
$
|
23,722
|
|
|
$
|
(4,110
|
)
|
|
$
|
525,955
|
|
Liabilities
|
|
|
|
|
|
|
|
||||||||
Deposits:
|
|
|
|
|
|
|
|
||||||||
Noninterest-bearing
|
$
|
123,399
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
123,399
|
|
Interest-bearing
|
277,539
|
|
|
421
|
|
(g)
|
—
|
|
|
277,960
|
|
||||
Total deposits
|
400,938
|
|
|
421
|
|
|
—
|
|
|
401,359
|
|
||||
Other borrowings
|
48,350
|
|
|
84
|
|
(h)
|
—
|
|
|
48,434
|
|
||||
Subordinated deferrable interest debentures
|
16,294
|
|
|
(3,393
|
)
|
(i)
|
—
|
|
|
12,901
|
|
||||
Other liabilities
|
2,354
|
|
|
—
|
|
|
—
|
|
|
2,354
|
|
||||
Total liabilities
|
467,936
|
|
|
(2,888
|
)
|
|
—
|
|
|
465,048
|
|
||||
Net identifiable assets acquired over (under) liabilities assumed
|
38,407
|
|
|
26,610
|
|
|
(4,110
|
)
|
|
60,907
|
|
||||
Goodwill
|
—
|
|
|
31,375
|
|
|
4,110
|
|
|
35,485
|
|
||||
Net assets acquired over (under) liabilities assumed
|
$
|
38,407
|
|
|
$
|
57,985
|
|
|
$
|
—
|
|
|
$
|
96,392
|
|
Consideration:
|
|
|
|
|
|
|
|
||||||||
Ameris Bancorp common shares issued
|
2,549,469
|
|
|
|
|
|
|
|
|||||||
Price per share of the Company's common stock
|
$
|
28.42
|
|
|
|
|
|
|
|
||||||
Company common stock issued
|
$
|
72,455
|
|
|
|
|
|
|
|
||||||
Cash exchanged for shares
|
$
|
23,937
|
|
|
|
|
|
|
|
||||||
Fair value of total consideration transferred
|
$
|
96,392
|
|
|
|
|
|
|
|
(a)
|
Adjustment reflects the fair value adjustments of the portfolio of securities available for sale as of the acquisition date.
|
(b)
|
Adjustment reflects the fair value adjustments based on the Company’s evaluation of the acquired loan portfolio, net of the reversal of JAXB remaining fair value adjustments from their prior acquisitions.
|
(c)
|
Adjustment reflects the elimination of JAXB’s allowance for loan losses.
|
(d)
|
Adjustment reflects the fair value adjustment based on the Company’s evaluation of the acquired OREO portfolio, which is based largely on contracted sale prices.
|
(e)
|
Adjustment reflects the recording of core deposit intangible on the acquired core deposit accounts.
|
(f)
|
Adjustment reflects the deferred taxes on the difference in the carrying values of acquired assets and assumed liabilities for financial reporting purposes and their basis for federal income tax purposes and the reversal of JAXB valuation allowance established on their deferred tax assets.
|
(g)
|
Adjustment reflects the fair value adjustments based on the Company’s evaluation of the acquired deposits.
|
(h)
|
Adjustment reflects the fair value adjustments based on the Company’s evaluation of the liability for other borrowings.
|
(i)
|
Adjustment reflects the fair value adjustment to the subordinated deferrable interest debentures at the acquisition date, net of the reversal of JAXB remaining fair value adjustments from their prior acquisitions.
|
(j)
|
Adjustment reflects additional recording of fair value adjustment of the acquired loan portfolio.
|
(k)
|
Adjustment reflects additional recording of fair value adjustment of other real estate owned.
|
(l)
|
Adjustment reflects recording of fair value adjustment of the premises and equipment.
|
(m)
|
Adjustment reflects adjustment to the core deposit intangible on the acquired core deposit accounts.
|
(n)
|
Adjustment reflects additional recording of deferred taxes on the difference in the carrying values of acquired assets and assumed liabilities for financial reporting purposes and their basis for federal income tax purposes.
|
(dollars in thousands)
|
Fair Value of Acquired Loans at Acquisition Date
|
|
Gross Contractual Amounts Receivable at Acquisition Date
|
|
Best Estimate at Acquisition Date of Contractual Cash Flows Not Expected to be Collected
|
||||||
Acquired receivables subject to ASC 310-30
|
$
|
26,951
|
|
|
$
|
42,314
|
|
|
$
|
9,181
|
|
Acquired receivables not subject to ASC 310-30
|
$
|
374,687
|
|
|
$
|
488,346
|
|
|
$
|
—
|
|
|
Year Ended December 31,
|
||||||
(dollars in thousands, except per share data)
|
2018
|
|
2017
|
||||
Net interest income and noninterest income
|
$
|
514,885
|
|
|
$
|
477,500
|
|
Net income
|
$
|
134,486
|
|
|
$
|
97,686
|
|
Net income available to common shareholders
|
$
|
134,486
|
|
|
$
|
97,686
|
|
Income per common share available to common shareholders – basic
|
$
|
2.83
|
|
|
$
|
2.08
|
|
Income per common share available to common shareholders – diluted
|
$
|
2.83
|
|
|
$
|
2.07
|
|
Average number of shares outstanding, basic
|
47,460
|
|
|
46,959
|
|
||
Average number of shares outstanding, diluted
|
47,566
|
|
|
47,275
|
|
(dollars in thousands)
|
Amortized Cost
|
|
Gross Unrealized Gains
|
|
Gross Unrealized Losses
|
|
Estimated
Fair
Value
|
||||||||
December 31, 2018
|
|
|
|
|
|
|
|
||||||||
State, county and municipal securities
|
$
|
149,670
|
|
|
$
|
1,367
|
|
|
$
|
(304
|
)
|
|
$
|
150,733
|
|
Corporate debt securities
|
67,123
|
|
|
718
|
|
|
(527
|
)
|
|
67,314
|
|
||||
Mortgage-backed securities
|
982,183
|
|
|
4,172
|
|
|
(11,979
|
)
|
|
974,376
|
|
||||
Total debt securities
|
$
|
1,198,976
|
|
|
$
|
6,257
|
|
|
$
|
(12,810
|
)
|
|
$
|
1,192,423
|
|
|
|
|
|
|
|
|
|
||||||||
December 31, 2017
|
|
|
|
|
|
|
|
||||||||
State, county and municipal securities
|
$
|
135,968
|
|
|
$
|
1,989
|
|
|
$
|
(163
|
)
|
|
$
|
137,794
|
|
Corporate debt securities
|
46,659
|
|
|
721
|
|
|
(237
|
)
|
|
47,143
|
|
||||
Mortgage-backed securities
|
630,666
|
|
|
1,762
|
|
|
(6,492
|
)
|
|
625,936
|
|
||||
Total debt securities
|
$
|
813,293
|
|
|
$
|
4,472
|
|
|
$
|
(6,892
|
)
|
|
$
|
810,873
|
|
|
|
Less Than 12 Months
|
|
12 Months or More
|
|
Total
|
||||||||||||||||||
(dollars in thousands)
|
|
Estimated
Fair
Value
|
|
Unrealized Losses
|
|
Estimated
Fair Value |
|
Unrealized Losses
|
|
Estimated
Fair Value |
|
Unrealized Losses
|
||||||||||||
December 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
State, county and municipal securities
|
|
$
|
23,784
|
|
|
$
|
(52
|
)
|
|
$
|
33,873
|
|
|
$
|
(252
|
)
|
|
$
|
57,657
|
|
|
$
|
(304
|
)
|
Corporate debt securities
|
|
17,291
|
|
|
(111
|
)
|
|
17,952
|
|
|
(416
|
)
|
|
35,243
|
|
|
(527
|
)
|
||||||
Mortgage-backed securities
|
|
119,745
|
|
|
(580
|
)
|
|
435,749
|
|
|
(11,399
|
)
|
|
555,494
|
|
|
(11,979
|
)
|
||||||
Total debt securities
|
|
$
|
160,820
|
|
|
$
|
(743
|
)
|
|
$
|
487,574
|
|
|
$
|
(12,067
|
)
|
|
$
|
648,394
|
|
|
$
|
(12,810
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
State, county and municipal securities
|
|
$
|
33,976
|
|
|
$
|
(115
|
)
|
|
$
|
4,725
|
|
|
$
|
(48
|
)
|
|
$
|
38,701
|
|
|
$
|
(163
|
)
|
Corporate debt securities
|
|
3,465
|
|
|
(35
|
)
|
|
18,853
|
|
|
(202
|
)
|
|
22,318
|
|
|
(237
|
)
|
||||||
Mortgage-backed securities
|
|
262,353
|
|
|
(2,401
|
)
|
|
190,368
|
|
|
(4,091
|
)
|
|
$
|
452,721
|
|
|
(6,492
|
)
|
|||||
Total debt securities
|
|
$
|
299,794
|
|
|
$
|
(2,551
|
)
|
|
$
|
213,946
|
|
|
$
|
(4,341
|
)
|
|
$
|
513,740
|
|
|
$
|
(6,892
|
)
|
(dollars in thousands)
|
Amortized
Cost
|
|
Estimated
Fair
Value
|
||||
Due in one year or less
|
$
|
16,900
|
|
|
$
|
16,907
|
|
Due from one year to five years
|
86,338
|
|
|
86,234
|
|
||
Due from five to ten years
|
84,383
|
|
|
85,595
|
|
||
Due after ten years
|
29,172
|
|
|
29,311
|
|
||
Mortgage-backed securities
|
982,183
|
|
|
974,376
|
|
||
|
$
|
1,198,976
|
|
|
$
|
1,192,423
|
|
|
For the Years Ended
December 31, |
||||||||||
(dollars in thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Gross gains on sales of securities
|
$
|
390
|
|
|
$
|
38
|
|
|
$
|
312
|
|
Gross losses on sales of securities
|
(301
|
)
|
|
(1
|
)
|
|
(218
|
)
|
|||
Net realized gains on sales of securities available for sale
|
$
|
89
|
|
|
$
|
37
|
|
|
$
|
94
|
|
|
For the Years Ended
December 31, |
||||||||||
(dollars in thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Net realized gains on sales of securities available for sale
|
$
|
89
|
|
|
$
|
37
|
|
|
$
|
94
|
|
Unrealized holding losses on equity securities
|
(126
|
)
|
|
—
|
|
|
—
|
|
|||
Total gain (loss) on securities
|
$
|
(37
|
)
|
|
$
|
37
|
|
|
$
|
94
|
|
|
December 31,
|
||||||
(dollars in thousands)
|
2018
|
|
2017
|
||||
Commercial, financial and agricultural
|
$
|
1,316,359
|
|
|
$
|
1,362,508
|
|
Real estate – construction and development
|
671,198
|
|
|
624,595
|
|
||
Real estate – commercial and farmland
|
1,814,529
|
|
|
1,535,439
|
|
||
Real estate – residential
|
1,403,000
|
|
|
1,009,461
|
|
||
Consumer installment
|
455,371
|
|
|
324,511
|
|
||
|
$
|
5,660,457
|
|
|
$
|
4,856,514
|
|
(dollars in thousands)
|
2018
|
|
2017
|
||||
Commercial, financial and agricultural
|
$
|
372,686
|
|
|
$
|
74,378
|
|
Real estate – construction and development
|
227,900
|
|
|
65,513
|
|
||
Real estate – commercial and farmland
|
1,337,859
|
|
|
468,246
|
|
||
Real estate – residential
|
623,199
|
|
|
250,539
|
|
||
Consumer installment
|
27,188
|
|
|
2,919
|
|
||
|
$
|
2,588,832
|
|
|
$
|
861,595
|
|
(dollars in thousands)
|
2018
|
|
2017
|
||||
Balance, January 1
|
$
|
861,595
|
|
|
$
|
1,069,191
|
|
Charge-offs
|
(1,803
|
)
|
|
(3,411
|
)
|
||
Additions due to acquisitions
|
2,053,744
|
|
|
—
|
|
||
Accretion
|
11,918
|
|
|
11,308
|
|
||
Transfers to purchased other real estate owned
|
(6,396
|
)
|
|
(5,023
|
)
|
||
Payments received
|
(330,226
|
)
|
|
(210,470
|
)
|
||
Ending balance
|
$
|
2,588,832
|
|
|
$
|
861,595
|
|
(dollars in thousands)
|
2018
|
|
2017
|
||||
Balance, January 1
|
$
|
20,192
|
|
|
$
|
30,624
|
|
Additions due to acquisitions
|
30,037
|
|
|
—
|
|
||
Accretion
|
(11,918
|
)
|
|
(11,308
|
)
|
||
Accretable discounts removed due to charge-offs
|
(42
|
)
|
|
(17
|
)
|
||
Transfers between non-accretable and accretable discounts, net
|
2,227
|
|
|
893
|
|
||
Ending balance
|
$
|
40,496
|
|
|
$
|
20,192
|
|
(dollars in thousands)
|
2018
|
|
2017
|
||||
Commercial, financial and agricultural
|
$
|
1,412
|
|
|
$
|
1,306
|
|
Real estate – construction and development
|
892
|
|
|
554
|
|
||
Real estate – commercial and farmland
|
4,654
|
|
|
2,665
|
|
||
Real estate – residential
|
10,465
|
|
|
9,194
|
|
||
Consumer installment
|
529
|
|
|
483
|
|
||
|
$
|
17,952
|
|
|
$
|
14,202
|
|
(dollars in thousands)
|
2018
|
|
2017
|
||||
Commercial, financial and agricultural
|
$
|
1,199
|
|
|
$
|
813
|
|
Real estate – construction and development
|
6,119
|
|
|
3,139
|
|
||
Real estate – commercial and farmland
|
5,534
|
|
|
5,685
|
|
||
Real estate – residential
|
10,769
|
|
|
5,743
|
|
||
Consumer installment
|
486
|
|
|
48
|
|
||
|
$
|
24,107
|
|
|
$
|
15,428
|
|
(dollars in thousands)
|
|
Loans 30-59 Days
Past Due
|
|
Loans 60-89 Days
Past Due
|
|
Loans 90 or More Days
Past Due
|
|
Total Loans Past Due
|
|
Current Loans
|
|
Total Loans
|
|
Loans 90 Days or More
Past Due and
Still Accruing
|
||||||||||||||
As of December 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Commercial, financial and agricultural
|
|
$
|
6,479
|
|
|
$
|
5,295
|
|
|
$
|
4,763
|
|
|
$
|
16,537
|
|
|
$
|
1,299,822
|
|
|
$
|
1,316,359
|
|
|
$
|
3,808
|
|
Real estate – construction and development
|
|
1,218
|
|
|
481
|
|
|
725
|
|
|
2,424
|
|
|
668,774
|
|
|
671,198
|
|
|
—
|
|
|||||||
Real estate – commercial and farmland
|
|
1,625
|
|
|
530
|
|
|
3,645
|
|
|
5,800
|
|
|
1,808,729
|
|
|
1,814,529
|
|
|
—
|
|
|||||||
Real estate – residential
|
|
11,423
|
|
|
4,631
|
|
|
8,923
|
|
|
24,977
|
|
|
1,378,023
|
|
|
1,403,000
|
|
|
—
|
|
|||||||
Consumer installment
|
|
2,344
|
|
|
1,167
|
|
|
735
|
|
|
4,246
|
|
|
451,125
|
|
|
455,371
|
|
|
414
|
|
|||||||
Total
|
|
$
|
23,089
|
|
|
$
|
12,104
|
|
|
$
|
18,791
|
|
|
$
|
53,984
|
|
|
$
|
5,606,473
|
|
|
$
|
5,660,457
|
|
|
$
|
4,222
|
|
(dollars in thousands)
|
|
Loans 30-59 Days
Past Due
|
|
Loans 60-89 Days
Past Due
|
|
Loans 90 or More Days
Past Due
|
|
Total Loans Past Due
|
|
Current Loans
|
|
Total Loans
|
|
Loans 90 Days or More
Past Due and
Still Accruing
|
||||||||||||||
As of December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Commercial, financial and agricultural
|
|
$
|
8,124
|
|
|
$
|
3,285
|
|
|
$
|
6,978
|
|
|
$
|
18,387
|
|
|
$
|
1,344,121
|
|
|
$
|
1,362,508
|
|
|
$
|
5,991
|
|
Real estate – construction and development
|
|
810
|
|
|
23
|
|
|
288
|
|
|
1,121
|
|
|
623,474
|
|
|
624,595
|
|
|
—
|
|
|||||||
Real estate – commercial and farmland
|
|
869
|
|
|
787
|
|
|
1,940
|
|
|
3,596
|
|
|
1,531,843
|
|
|
1,535,439
|
|
|
—
|
|
|||||||
Real estate – residential
|
|
8,772
|
|
|
2,941
|
|
|
7,041
|
|
|
18,754
|
|
|
990,707
|
|
|
1,009,461
|
|
|
—
|
|
|||||||
Consumer installment
|
|
1,556
|
|
|
472
|
|
|
329
|
|
|
2,357
|
|
|
322,154
|
|
|
324,511
|
|
|
—
|
|
|||||||
Total
|
|
$
|
20,131
|
|
|
$
|
7,508
|
|
|
$
|
16,576
|
|
|
$
|
44,215
|
|
|
$
|
4,812,299
|
|
|
$
|
4,856,514
|
|
|
$
|
5,991
|
|
(dollars in thousands)
|
|
Loans 30-59 Days
Past Due
|
|
Loans 60-89 Days
Past Due
|
|
Loans 90 or More Days
Past Due
|
|
Total Loans Past Due
|
|
Current Loans
|
|
Total Loans
|
|
Loans 90 Days or More
Past Due and
Still Accruing
|
||||||||||||||
As of December 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Commercial, financial and agricultural
|
|
$
|
421
|
|
|
$
|
416
|
|
|
$
|
1,015
|
|
|
$
|
1,852
|
|
|
$
|
370,834
|
|
|
$
|
372,686
|
|
|
$
|
—
|
|
Real estate – construction and development
|
|
627
|
|
|
370
|
|
|
5,273
|
|
|
6,270
|
|
|
221,630
|
|
|
227,900
|
|
|
—
|
|
|||||||
Real estate – commercial and farmland
|
|
1,935
|
|
|
736
|
|
|
1,698
|
|
|
4,369
|
|
|
1,333,490
|
|
|
1,337,859
|
|
|
—
|
|
|||||||
Real estate – residential
|
|
12,531
|
|
|
2,407
|
|
|
7,005
|
|
|
21,943
|
|
|
601,256
|
|
|
623,199
|
|
|
—
|
|
|||||||
Consumer installment
|
|
679
|
|
|
237
|
|
|
249
|
|
|
1,165
|
|
|
26,023
|
|
|
27,188
|
|
|
—
|
|
|||||||
Total
|
|
$
|
16,193
|
|
|
$
|
4,166
|
|
|
$
|
15,240
|
|
|
$
|
35,599
|
|
|
$
|
2,553,233
|
|
|
$
|
2,588,832
|
|
|
$
|
—
|
|
(dollars in thousands)
|
|
Loans 30-59 Days
Past Due
|
|
Loans 60-89 Days
Past Due
|
|
Loans 90 or More Days
Past Due
|
|
Total Loans Past Due
|
|
Current Loans
|
|
Total Loans
|
|
Loans 90 Days or More
Past Due and
Still Accruing
|
||||||||||||||
As of December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Commercial, financial and agricultural
|
|
$
|
—
|
|
|
$
|
33
|
|
|
$
|
760
|
|
|
$
|
793
|
|
|
$
|
73,585
|
|
|
$
|
74,378
|
|
|
$
|
—
|
|
Real estate – construction and development
|
|
87
|
|
|
31
|
|
|
2,517
|
|
|
2,635
|
|
|
62,878
|
|
|
65,513
|
|
|
—
|
|
|||||||
Real estate – commercial and farmland
|
|
1,190
|
|
|
701
|
|
|
2,724
|
|
|
4,615
|
|
|
463,631
|
|
|
468,246
|
|
|
—
|
|
|||||||
Real estate – residential
|
|
2,722
|
|
|
1,585
|
|
|
2,320
|
|
|
6,627
|
|
|
243,912
|
|
|
250,539
|
|
|
—
|
|
|||||||
Consumer installment
|
|
57
|
|
|
4
|
|
|
43
|
|
|
104
|
|
|
2,815
|
|
|
2,919
|
|
|
—
|
|
|||||||
Total
|
|
$
|
4,056
|
|
|
$
|
2,354
|
|
|
$
|
8,364
|
|
|
$
|
14,774
|
|
|
$
|
846,821
|
|
|
$
|
861,595
|
|
|
$
|
—
|
|
|
As of and For the Years Ended
December 31, |
||||||||||
(dollars in thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Nonaccrual loans
|
$
|
17,952
|
|
|
$
|
14,202
|
|
|
$
|
18,114
|
|
Troubled debt restructurings not included above
|
9,323
|
|
|
13,599
|
|
|
14,209
|
|
|||
Total impaired loans
|
$
|
27,275
|
|
|
$
|
27,801
|
|
|
$
|
32,323
|
|
|
|
|
|
|
|
||||||
Interest income recognized on impaired loans
|
$
|
827
|
|
|
$
|
1,867
|
|
|
$
|
1,033
|
|
Foregone interest income on impaired loans
|
$
|
853
|
|
|
$
|
950
|
|
|
$
|
977
|
|
(dollars in thousands)
|
|
Unpaid Contractual Principal Balance
|
|
Recorded Investment With No Allowance
|
|
Recorded Investment With Allowance
|
|
Total Recorded Investment
|
|
Related Allowance
|
|
Average Recorded Investment
|
||||||||||||
As of December 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commercial, financial and agricultural
|
|
$
|
1,902
|
|
|
$
|
1,155
|
|
|
$
|
513
|
|
|
$
|
1,668
|
|
|
$
|
4
|
|
|
$
|
1,637
|
|
Real estate – construction and development
|
|
1,378
|
|
|
613
|
|
|
424
|
|
|
1,037
|
|
|
3
|
|
|
984
|
|
||||||
Real estate – commercial and farmland
|
|
8,950
|
|
|
867
|
|
|
6,649
|
|
|
7,516
|
|
|
1,591
|
|
|
7,879
|
|
||||||
Real estate – residential
|
|
16,885
|
|
|
5,144
|
|
|
11,365
|
|
|
16,509
|
|
|
867
|
|
|
15,029
|
|
||||||
Consumer installment
|
|
561
|
|
|
545
|
|
|
—
|
|
|
545
|
|
|
—
|
|
|
534
|
|
||||||
Total
|
|
$
|
29,676
|
|
|
$
|
8,324
|
|
|
$
|
18,951
|
|
|
$
|
27,275
|
|
|
$
|
2,465
|
|
|
$
|
26,063
|
|
(dollars in thousands)
|
|
Unpaid Contractual Principal Balance
|
|
Recorded Investment With No Allowance
|
|
Recorded Investment With Allowance
|
|
Total Recorded Investment
|
|
Related Allowance
|
|
Average Recorded Investment
|
||||||||||||
As of December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commercial, financial and agricultural
|
|
$
|
1,453
|
|
|
$
|
734
|
|
|
$
|
613
|
|
|
$
|
1,347
|
|
|
$
|
145
|
|
|
$
|
2,173
|
|
Real estate – construction and development
|
|
1,467
|
|
|
471
|
|
|
500
|
|
|
971
|
|
|
48
|
|
|
1,122
|
|
||||||
Real estate – commercial and farmland
|
|
10,646
|
|
|
729
|
|
|
8,873
|
|
|
9,602
|
|
|
1,047
|
|
|
11,053
|
|
||||||
Real estate – residential
|
|
17,416
|
|
|
4,828
|
|
|
10,565
|
|
|
15,393
|
|
|
1,005
|
|
|
14,930
|
|
||||||
Consumer installment
|
|
523
|
|
|
488
|
|
|
—
|
|
|
488
|
|
|
—
|
|
|
541
|
|
||||||
Total
|
|
$
|
31,505
|
|
|
$
|
7,250
|
|
|
$
|
20,551
|
|
|
$
|
27,801
|
|
|
$
|
2,245
|
|
|
$
|
29,819
|
|
|
As of and For the Years Ended
December 31, |
||||||||||
(dollars in thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Nonaccrual loans
|
$
|
24,107
|
|
|
$
|
15,428
|
|
|
$
|
22,966
|
|
Troubled debt restructurings not included above
|
18,740
|
|
|
20,472
|
|
|
23,543
|
|
|||
Total impaired loans
|
$
|
42,847
|
|
|
$
|
35,900
|
|
|
$
|
46,509
|
|
|
|
|
|
|
|
||||||
Interest income recognized on impaired loans
|
$
|
2,203
|
|
|
$
|
1,625
|
|
|
$
|
2,755
|
|
Foregone interest income on impaired loans
|
$
|
1,483
|
|
|
$
|
1,239
|
|
|
$
|
1,637
|
|
(dollars in thousands)
|
|
Unpaid Contractual Principal Balance
|
|
Recorded Investment With No Allowance
|
|
Recorded Investment With Allowance
|
|
Total Recorded Investment
|
|
Related Allowance
|
|
Average Recorded Investment
|
||||||||||||
As of December 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commercial, financial and agricultural
|
|
$
|
5,717
|
|
|
$
|
473
|
|
|
$
|
757
|
|
|
$
|
1,230
|
|
|
$
|
—
|
|
|
$
|
836
|
|
Real estate – construction and development
|
|
13,714
|
|
|
623
|
|
|
6,511
|
|
|
7,134
|
|
|
476
|
|
|
5,712
|
|
||||||
Real estate – commercial and farmland
|
|
14,766
|
|
|
1,115
|
|
|
10,581
|
|
|
11,696
|
|
|
684
|
|
|
12,349
|
|
||||||
Real estate – residential
|
|
24,839
|
|
|
8,185
|
|
|
14,116
|
|
|
22,301
|
|
|
773
|
|
|
21,433
|
|
||||||
Consumer installment
|
|
526
|
|
|
486
|
|
|
—
|
|
|
486
|
|
|
—
|
|
|
229
|
|
||||||
Total
|
|
$
|
59,562
|
|
|
$
|
10,882
|
|
|
$
|
31,965
|
|
|
$
|
42,847
|
|
|
$
|
1,933
|
|
|
$
|
40,559
|
|
(dollars in thousands)
|
|
Unpaid Contractual Principal Balance
|
|
Recorded Investment With No Allowance
|
|
Recorded Investment With Allowance
|
|
Total Recorded Investment
|
|
Related Allowance
|
|
Average Recorded Investment
|
||||||||||||
As of December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commercial, financial and agricultural
|
|
$
|
4,170
|
|
|
$
|
70
|
|
|
$
|
744
|
|
|
$
|
814
|
|
|
$
|
400
|
|
|
$
|
827
|
|
Real estate – construction and development
|
|
9,060
|
|
|
282
|
|
|
3,875
|
|
|
4,157
|
|
|
1,114
|
|
|
3,877
|
|
||||||
Real estate – commercial and farmland
|
|
14,596
|
|
|
1,224
|
|
|
11,173
|
|
|
12,397
|
|
|
906
|
|
|
15,329
|
|
||||||
Real estate – residential
|
|
20,867
|
|
|
6,574
|
|
|
11,910
|
|
|
18,484
|
|
|
821
|
|
|
20,743
|
|
||||||
Consumer installment
|
|
57
|
|
|
48
|
|
|
—
|
|
|
48
|
|
|
—
|
|
|
41
|
|
||||||
Total
|
|
$
|
48,750
|
|
|
$
|
8,198
|
|
|
$
|
27,702
|
|
|
$
|
35,900
|
|
|
$
|
3,241
|
|
|
$
|
40,817
|
|
Risk Grade
|
|
Commercial, Financial and Agricultural
|
|
Real Estate - Construction and Development
|
|
Real Estate - Commercial and Farmland
|
|
Real Estate - Residential
|
|
Consumer Installment
|
|
Total
|
||||||||||||
1 - Prime credit
|
|
$
|
530,864
|
|
|
$
|
40
|
|
|
$
|
500
|
|
|
$
|
16
|
|
|
$
|
10,744
|
|
|
$
|
542,164
|
|
2 - Strong credit
|
|
452,250
|
|
|
681
|
|
|
37,079
|
|
|
33,043
|
|
|
48
|
|
|
523,101
|
|
||||||
3 - Good credit
|
|
174,811
|
|
|
74,657
|
|
|
888,433
|
|
|
1,246,383
|
|
|
23,844
|
|
|
2,408,128
|
|
||||||
4 - Satisfactory credit
|
|
137,038
|
|
|
582,456
|
|
|
814,068
|
|
|
94,143
|
|
|
419,983
|
|
|
2,047,688
|
|
||||||
5 - Fair credit
|
|
13,714
|
|
|
6,264
|
|
|
30,364
|
|
|
8,634
|
|
|
78
|
|
|
59,054
|
|
||||||
6 - Other assets especially mentioned
|
|
5,130
|
|
|
4,091
|
|
|
20,959
|
|
|
4,881
|
|
|
57
|
|
|
35,118
|
|
||||||
7 - Substandard
|
|
2,552
|
|
|
3,009
|
|
|
23,126
|
|
|
15,900
|
|
|
617
|
|
|
45,204
|
|
||||||
8 - Doubtful
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
9 - Loss
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Total
|
|
$
|
1,316,359
|
|
|
$
|
671,198
|
|
|
$
|
1,814,529
|
|
|
$
|
1,403,000
|
|
|
$
|
455,371
|
|
|
$
|
5,660,457
|
|
Risk Grade
|
|
Commercial, Financial and Agricultural
|
|
Real Estate - Construction and Development
|
|
Real Estate - Commercial
and Farmland
|
|
Real Estate - Residential
|
|
Consumer Installment
|
|
Total
|
||||||||||||
1 - Prime credit
|
|
$
|
539,899
|
|
|
$
|
—
|
|
|
$
|
5,790
|
|
|
$
|
47
|
|
|
$
|
9,243
|
|
|
$
|
554,979
|
|
2 - Strong credit
|
|
568,557
|
|
|
1,005
|
|
|
68,507
|
|
|
49,742
|
|
|
670
|
|
|
688,481
|
|
||||||
3 - Good credit
|
|
125,740
|
|
|
59,318
|
|
|
966,391
|
|
|
843,178
|
|
|
39,352
|
|
|
2,033,979
|
|
||||||
4 - Satisfactory credit
|
|
117,358
|
|
|
552,918
|
|
|
454,506
|
|
|
88,537
|
|
|
274,462
|
|
|
1,487,781
|
|
||||||
5 - Fair credit
|
|
330
|
|
|
4,474
|
|
|
6,408
|
|
|
5,781
|
|
|
3
|
|
|
16,996
|
|
||||||
6 - Other assets especially mentioned
|
|
5,236
|
|
|
4,207
|
|
|
15,108
|
|
|
5,339
|
|
|
185
|
|
|
30,075
|
|
||||||
7 - Substandard
|
|
5,381
|
|
|
2,673
|
|
|
18,729
|
|
|
16,837
|
|
|
596
|
|
|
44,216
|
|
||||||
8 - Doubtful
|
|
7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7
|
|
||||||
9 - Loss
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Total
|
|
$
|
1,362,508
|
|
|
$
|
624,595
|
|
|
$
|
1,535,439
|
|
|
$
|
1,009,461
|
|
|
$
|
324,511
|
|
|
$
|
4,856,514
|
|
Risk Grade
|
|
Commercial, Financial and Agricultural
|
|
Real Estate - Construction and Development
|
|
Real Estate - Commercial
and Farmland |
|
Real Estate - Residential
|
|
Consumer Installment
|
|
Total
|
||||||||||||
1 - Prime credit
|
|
$
|
90,205
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
570
|
|
|
$
|
90,775
|
|
2 - Strong credit
|
|
2,648
|
|
|
—
|
|
|
7,407
|
|
|
74,398
|
|
|
164
|
|
|
84,617
|
|
||||||
3 - Good credit
|
|
20,489
|
|
|
18,022
|
|
|
230,089
|
|
|
385,279
|
|
|
2,410
|
|
|
656,289
|
|
||||||
4 - Satisfactory credit
|
|
215,096
|
|
|
195,079
|
|
|
1,034,943
|
|
|
118,082
|
|
|
23,177
|
|
|
1,586,377
|
|
||||||
5 - Fair credit
|
|
14,445
|
|
|
2,728
|
|
|
29,468
|
|
|
16,937
|
|
|
35
|
|
|
63,613
|
|
||||||
6 - Other assets especially mentioned
|
|
11,601
|
|
|
1,459
|
|
|
10,063
|
|
|
7,231
|
|
|
94
|
|
|
30,448
|
|
||||||
7 - Substandard
|
|
18,202
|
|
|
10,612
|
|
|
25,889
|
|
|
21,272
|
|
|
738
|
|
|
76,713
|
|
||||||
8 - Doubtful
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
9 - Loss
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Total
|
|
$
|
372,686
|
|
|
$
|
227,900
|
|
|
$
|
1,337,859
|
|
|
$
|
623,199
|
|
|
$
|
27,188
|
|
|
$
|
2,588,832
|
|
Risk Grade
|
|
Commercial, Financial and Agricultural
|
|
Real Estate - Construction and Development
|
|
Real Estate - Commercial
and Farmland |
|
Real Estate - Residential
|
|
Consumer Installment
|
|
Total
|
||||||||||||
1 - Prime credit
|
|
$
|
3,358
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
606
|
|
|
$
|
3,964
|
|
2 - Strong credit
|
|
4,541
|
|
|
—
|
|
|
5,047
|
|
|
91,270
|
|
|
240
|
|
|
101,098
|
|
||||||
3 - Good credit
|
|
8,517
|
|
|
13,014
|
|
|
186,187
|
|
|
50,988
|
|
|
1,166
|
|
|
259,872
|
|
||||||
4 - Satisfactory credit
|
|
43,085
|
|
|
39,877
|
|
|
230,570
|
|
|
70,837
|
|
|
711
|
|
|
385,080
|
|
||||||
5 - Fair credit
|
|
—
|
|
|
2,306
|
|
|
6,081
|
|
|
11,349
|
|
|
—
|
|
|
19,736
|
|
||||||
6 - Other assets especially mentioned
|
|
13,718
|
|
|
4,076
|
|
|
13,637
|
|
|
5,637
|
|
|
53
|
|
|
37,121
|
|
||||||
7 - Substandard
|
|
1,159
|
|
|
6,240
|
|
|
26,724
|
|
|
20,458
|
|
|
143
|
|
|
54,724
|
|
||||||
8 - Doubtful
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
9 - Loss
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Total
|
|
$
|
74,378
|
|
|
$
|
65,513
|
|
|
$
|
468,246
|
|
|
$
|
250,539
|
|
|
$
|
2,919
|
|
|
$
|
861,595
|
|
|
|
December 31, 2018
|
|
December 31, 2017
|
||||||||
Loan Class
|
|
#
|
|
Balance
(in thousands)
|
|
#
|
|
Balance
(in thousands)
|
||||
Commercial, financial and agricultural
|
|
11
|
|
$
|
348
|
|
|
2
|
|
$
|
7
|
|
Real estate – construction and development
|
|
1
|
|
3
|
|
|
—
|
|
—
|
|
||
Real estate – commercial and farmland
|
|
2
|
|
440
|
|
|
7
|
|
3,516
|
|
||
Real estate – residential
|
|
13
|
|
1,430
|
|
|
12
|
|
656
|
|
||
Consumer installment
|
|
6
|
|
35
|
|
|
11
|
|
33
|
|
||
Total
|
|
33
|
|
$
|
2,256
|
|
|
32
|
|
$
|
4,212
|
|
|
|
December 31, 2018
|
|
December 31, 2017
|
||||||||
Loan Class
|
|
#
|
|
Balance
(in thousands)
|
|
#
|
|
Balance
(in thousands)
|
||||
Commercial, financial and agricultural
|
|
8
|
|
$
|
107
|
|
|
2
|
|
$
|
47
|
|
Real estate – construction and development
|
|
1
|
|
—
|
|
|
2
|
|
261
|
|
||
Real estate – commercial and farmland
|
|
1
|
|
246
|
|
|
4
|
|
419
|
|
||
Real estate – residential
|
|
16
|
|
911
|
|
|
12
|
|
838
|
|
||
Consumer installment
|
|
7
|
|
34
|
|
|
7
|
|
22
|
|
||
Total
|
|
33
|
|
$
|
1,298
|
|
|
27
|
|
$
|
1,587
|
|
As of December 31, 2018
|
|
Accruing Loans
|
|
Non-Accruing Loans
|
||||||||
Loan Class
|
|
#
|
|
Balance
(in thousands)
|
|
#
|
|
Balance
(in thousands)
|
||||
Commercial, financial and agricultural
|
|
5
|
|
$
|
256
|
|
|
14
|
|
$
|
138
|
|
Real estate – construction and development
|
|
5
|
|
145
|
|
|
1
|
|
2
|
|
||
Real estate – commercial and farmland
|
|
12
|
|
2,863
|
|
|
3
|
|
426
|
|
||
Real estate – residential
|
|
71
|
|
6,043
|
|
|
20
|
|
1,119
|
|
||
Consumer installment
|
|
6
|
|
16
|
|
|
24
|
|
69
|
|
||
Total
|
|
99
|
|
$
|
9,323
|
|
|
62
|
|
$
|
1,754
|
|
As of December 31, 2017
|
|
Accruing Loans
|
|
Non-Accruing Loans
|
||||||||
Loan Class
|
|
#
|
|
Balance
(in thousands)
|
|
#
|
|
Balance
(in thousands)
|
||||
Commercial, financial and agricultural
|
|
4
|
|
$
|
41
|
|
|
12
|
|
$
|
120
|
|
Real estate – construction and development
|
|
6
|
|
417
|
|
|
2
|
|
34
|
|
||
Real estate – commercial and farmland
|
|
17
|
|
6,937
|
|
|
5
|
|
204
|
|
||
Real estate – residential
|
|
74
|
|
6,199
|
|
|
18
|
|
1,508
|
|
||
Consumer installment
|
|
4
|
|
5
|
|
|
33
|
|
98
|
|
||
Total
|
|
105
|
|
$
|
13,599
|
|
|
70
|
|
$
|
1,964
|
|
|
|
December 31, 2018
|
|
December 31, 2017
|
||||||||
Loan Class
|
|
#
|
|
Balance
(in thousands)
|
|
#
|
|
Balance
(in thousands)
|
||||
Commercial, financial and agricultural
|
|
4
|
|
$
|
63
|
|
|
1
|
|
$
|
5
|
|
Real estate – construction and development
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
||
Real estate – commercial and farmland
|
|
1
|
|
71
|
|
|
4
|
|
1,311
|
|
||
Real estate – residential
|
|
27
|
|
2,351
|
|
|
18
|
|
2,319
|
|
||
Consumer installment
|
|
2
|
|
14
|
|
|
—
|
|
—
|
|
||
Total
|
|
34
|
|
$
|
2,499
|
|
|
23
|
|
$
|
3,635
|
|
|
|
December 31, 2018
|
|
December 31, 2017
|
||||||||
Loan Class
|
|
#
|
|
Balance
(in thousands)
|
|
#
|
|
Balance
(in thousands)
|
||||
Commercial, financial and agricultural
|
|
—
|
|
$
|
—
|
|
|
1
|
|
$
|
5
|
|
Real estate – construction and development
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
||
Real estate – commercial and farmland
|
|
1
|
|
71
|
|
|
2
|
|
282
|
|
||
Real estate – residential
|
|
25
|
|
2,400
|
|
|
9
|
|
452
|
|
||
Consumer installment
|
|
—
|
|
—
|
|
|
1
|
|
3
|
|
||
Total
|
|
26
|
|
$
|
2,471
|
|
|
13
|
|
$
|
742
|
|
As of December 31, 2018
|
|
Accruing Loans
|
|
Non-Accruing Loans
|
||||||||
Loan Class
|
|
#
|
|
Balance
(in thousands)
|
|
#
|
|
Balance
(in thousands)
|
||||
Commercial, financial and agricultural
|
|
1
|
|
$
|
31
|
|
|
3
|
|
$
|
32
|
|
Real estate – construction and development
|
|
4
|
|
1,015
|
|
|
5
|
|
293
|
|
||
Real estate – commercial and farmland
|
|
12
|
|
6,162
|
|
|
7
|
|
1,685
|
|
||
Real estate – residential
|
|
115
|
|
11,532
|
|
|
24
|
|
1,424
|
|
||
Consumer installment
|
|
—
|
|
—
|
|
|
4
|
|
17
|
|
||
Total
|
|
132
|
|
$
|
18,740
|
|
|
43
|
|
$
|
3,451
|
|
As of December 31, 2017
|
|
Accruing Loans
|
|
Non-Accruing Loans
|
||||||||
Loan Class
|
|
#
|
|
Balance
(in thousands)
|
|
#
|
|
Balance
(in thousands)
|
||||
Commercial, financial and agricultural
|
|
—
|
|
$
|
—
|
|
|
3
|
|
$
|
16
|
|
Real estate – construction and development
|
|
3
|
|
1,018
|
|
|
6
|
|
340
|
|
||
Real estate – commercial and farmland
|
|
14
|
|
6,713
|
|
|
10
|
|
2,582
|
|
||
Real estate – residential
|
|
117
|
|
12,741
|
|
|
25
|
|
1,462
|
|
||
Consumer installment
|
|
—
|
|
—
|
|
|
2
|
|
5
|
|
||
Total
|
|
134
|
|
$
|
20,472
|
|
|
46
|
|
$
|
4,405
|
|
|
December 31,
|
||||||
(dollars in thousands)
|
2018
|
|
2017
|
||||
Balance, January 1
|
$
|
2,145
|
|
|
$
|
3,167
|
|
Advances
|
257
|
|
|
654
|
|
||
Repayments
|
(944
|
)
|
|
(1,676
|
)
|
||
Transactions due to changes in related parties
|
—
|
|
|
—
|
|
||
Ending balance
|
$
|
1,458
|
|
|
$
|
2,145
|
|
(dollars in thousands)
|
|
Commercial, Financial and Agricultural
|
|
Real Estate –
Construction and Development |
|
Real Estate – Commercial and Farmland
|
|
Real Estate - Residential
|
|
Consumer Installment
|
|
Purchased Loans
|
|
Purchased Loan Pools
|
|
Total
|
||||||||||||||||
Twelve months ended December 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Balance, January 1, 2018
|
|
$
|
3,631
|
|
|
$
|
3,629
|
|
|
$
|
7,501
|
|
|
$
|
4,786
|
|
|
$
|
1,916
|
|
|
$
|
3,253
|
|
|
$
|
1,075
|
|
|
$
|
25,791
|
|
Provision for loan losses
|
|
10,690
|
|
|
277
|
|
|
1,636
|
|
|
1,002
|
|
|
5,569
|
|
|
(2,164
|
)
|
|
(343
|
)
|
|
16,667
|
|
||||||||
Loans charged off
|
|
(13,803
|
)
|
|
(292
|
)
|
|
(338
|
)
|
|
(771
|
)
|
|
(4,189
|
)
|
|
(1,738
|
)
|
|
—
|
|
|
(21,131
|
)
|
||||||||
Recoveries of loans previously charged off
|
|
3,769
|
|
|
120
|
|
|
176
|
|
|
346
|
|
|
499
|
|
|
2,582
|
|
|
—
|
|
|
7,492
|
|
||||||||
Balance, December 31, 2018
|
|
$
|
4,287
|
|
|
$
|
3,734
|
|
|
$
|
8,975
|
|
|
$
|
5,363
|
|
|
$
|
3,795
|
|
|
$
|
1,933
|
|
|
$
|
732
|
|
|
$
|
28,819
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Period-end amount allocated to:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Loans individually evaluated for impairment
(1)
|
|
$
|
570
|
|
|
$
|
3
|
|
|
$
|
1,591
|
|
|
$
|
867
|
|
|
$
|
—
|
|
|
$
|
1,933
|
|
|
$
|
—
|
|
|
$
|
4,964
|
|
Loans collectively evaluated for impairment
|
|
3,717
|
|
|
3,731
|
|
|
7,384
|
|
|
4,496
|
|
|
3,795
|
|
|
—
|
|
|
732
|
|
|
23,855
|
|
||||||||
Ending balance
|
|
$
|
4,287
|
|
|
$
|
3,734
|
|
|
$
|
8,975
|
|
|
$
|
5,363
|
|
|
$
|
3,795
|
|
|
$
|
1,933
|
|
|
$
|
732
|
|
|
$
|
28,819
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Individually evaluated for impairment
(1)
|
|
$
|
3,211
|
|
|
$
|
424
|
|
|
$
|
6,649
|
|
|
$
|
11,364
|
|
|
$
|
—
|
|
|
$
|
32,244
|
|
|
$
|
—
|
|
|
$
|
53,892
|
|
Collectively evaluated for impairment
|
|
1,313,148
|
|
|
670,774
|
|
|
1,807,880
|
|
|
1,391,636
|
|
|
455,371
|
|
|
2,468,996
|
|
|
262,625
|
|
|
8,370,430
|
|
||||||||
Acquired with deteriorated credit quality
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
87,592
|
|
|
—
|
|
|
87,592
|
|
||||||||
Ending balance
|
|
$
|
1,316,359
|
|
|
$
|
671,198
|
|
|
$
|
1,814,529
|
|
|
$
|
1,403,000
|
|
|
$
|
455,371
|
|
|
$
|
2,588,832
|
|
|
$
|
262,625
|
|
|
$
|
8,511,914
|
|
(1)
|
At
December 31, 2018
, loans individually evaluated for impairment includes all nonaccrual loans greater than
$100,000
and all troubled debt restructurings greater than
$100,000
, including all troubled debt restructurings and not only those currently classified as troubled debt restructurings.
|
(dollars in thousands)
|
|
Commercial, Financial and Agricultural
|
|
Real Estate –
Construction and Development |
|
Real Estate – Commercial and Farmland
|
|
Real Estate - Residential
|
|
Consumer Installment
|
|
Purchased Loans
|
|
Purchased
Loan
Pools
|
|
Total
|
||||||||||||||||
Twelve months ended December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Balance, January 1, 2017
|
|
$
|
2,192
|
|
|
$
|
2,990
|
|
|
$
|
7,662
|
|
|
$
|
6,786
|
|
|
$
|
827
|
|
|
$
|
1,626
|
|
|
$
|
1,837
|
|
|
$
|
23,920
|
|
Provision for loan losses
|
|
3,019
|
|
|
488
|
|
|
508
|
|
|
(86
|
)
|
|
2,591
|
|
|
2,606
|
|
|
(762
|
)
|
|
8,364
|
|
||||||||
Loans charged off
|
|
(2,850
|
)
|
|
(95
|
)
|
|
(853
|
)
|
|
(2,151
|
)
|
|
(1,618
|
)
|
|
(2,900
|
)
|
|
—
|
|
|
(10,467
|
)
|
||||||||
Recoveries of loans previously charged off
|
|
1,270
|
|
|
246
|
|
|
184
|
|
|
237
|
|
|
116
|
|
|
1,921
|
|
|
—
|
|
|
3,974
|
|
||||||||
Balance, December 31, 2017
|
|
$
|
3,631
|
|
|
$
|
3,629
|
|
|
$
|
7,501
|
|
|
$
|
4,786
|
|
|
$
|
1,916
|
|
|
$
|
3,253
|
|
|
$
|
1,075
|
|
|
$
|
25,791
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Period-end amount allocated to:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Loans individually evaluated for impairment
(1)
|
|
$
|
465
|
|
|
$
|
48
|
|
|
$
|
1,047
|
|
|
$
|
1,028
|
|
|
$
|
—
|
|
|
$
|
3,253
|
|
|
$
|
177
|
|
|
$
|
6,018
|
|
Loans collectively evaluated for impairment
|
|
3,166
|
|
|
3,581
|
|
|
6,454
|
|
|
3,758
|
|
|
1,916
|
|
|
—
|
|
|
898
|
|
|
19,773
|
|
||||||||
Ending balance
|
|
$
|
3,631
|
|
|
$
|
3,629
|
|
|
$
|
7,501
|
|
|
$
|
4,786
|
|
|
$
|
1,916
|
|
|
$
|
3,253
|
|
|
$
|
1,075
|
|
|
$
|
25,791
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Individually evaluated for impairment
(1)
|
|
$
|
2,971
|
|
|
$
|
500
|
|
|
$
|
8,873
|
|
|
$
|
10,818
|
|
|
$
|
—
|
|
|
$
|
28,165
|
|
|
$
|
904
|
|
|
$
|
52,231
|
|
Collectively evaluated for impairment
|
|
1,359,537
|
|
|
624,095
|
|
|
1,526,566
|
|
|
998,643
|
|
|
324,511
|
|
|
718,447
|
|
|
327,342
|
|
|
5,879,141
|
|
||||||||
Acquired with deteriorated credit quality
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
114,983
|
|
|
—
|
|
|
114,983
|
|
||||||||
Ending balance
|
|
$
|
1,362,508
|
|
|
$
|
624,595
|
|
|
$
|
1,535,439
|
|
|
$
|
1,009,461
|
|
|
$
|
324,511
|
|
|
$
|
861,595
|
|
|
$
|
328,246
|
|
|
$
|
6,046,355
|
|
(1)
|
At
December 31, 2017
, loans individually evaluated for impairment includes all nonaccrual loans greater than
$100,000
and all troubled debt restructurings greater than
$100,000
, including all troubled debt restructurings and not only those currently classified as troubled debt restructurings.
|
(dollars in thousands)
|
|
Commercial, Financial and Agricultural
|
|
Real Estate –
Construction and Development |
|
Real Estate – Commercial and Farmland
|
|
Real Estate - Residential
|
|
Consumer Installment
|
|
Purchased Loans
|
|
Purchased
Loan
Pools
|
|
Total
|
||||||||||||||||
Twelve months ended December 31, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Balance, January 1, 2016
|
|
$
|
1,144
|
|
|
$
|
5,009
|
|
|
$
|
7,994
|
|
|
$
|
4,760
|
|
|
$
|
1,574
|
|
|
$
|
—
|
|
|
$
|
581
|
|
|
$
|
21,062
|
|
Provision for loan losses
|
|
2,647
|
|
|
(1,921
|
)
|
|
107
|
|
|
2,757
|
|
|
(523
|
)
|
|
(232
|
)
|
|
1,256
|
|
|
4,091
|
|
||||||||
Loans charged off
|
|
(1,999
|
)
|
|
(588
|
)
|
|
(708
|
)
|
|
(1,122
|
)
|
|
(351
|
)
|
|
(1,559
|
)
|
|
—
|
|
|
(6,327
|
)
|
||||||||
Recoveries of loans previously charged off
|
|
400
|
|
|
490
|
|
|
269
|
|
|
391
|
|
|
127
|
|
|
3,417
|
|
|
—
|
|
|
5,094
|
|
||||||||
Balance, December 31, 2016
|
|
$
|
2,192
|
|
|
$
|
2,990
|
|
|
$
|
7,662
|
|
|
$
|
6,786
|
|
|
$
|
827
|
|
|
$
|
1,626
|
|
|
$
|
1,837
|
|
|
$
|
23,920
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Period-end amount allocated to:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Loans individually evaluated for impairment
(1)
|
|
$
|
120
|
|
|
$
|
266
|
|
|
$
|
1,502
|
|
|
$
|
2,893
|
|
|
$
|
—
|
|
|
$
|
1,626
|
|
|
$
|
—
|
|
|
$
|
6,407
|
|
Loans collectively evaluated for impairment
|
|
2,072
|
|
|
2,724
|
|
|
6,160
|
|
|
3,893
|
|
|
827
|
|
|
—
|
|
|
1,837
|
|
|
17,513
|
|
||||||||
Ending balance
|
|
$
|
2,192
|
|
|
$
|
2,990
|
|
|
$
|
7,662
|
|
|
$
|
6,786
|
|
|
$
|
827
|
|
|
$
|
1,626
|
|
|
$
|
1,837
|
|
|
$
|
23,920
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Individually evaluated for impairment
(1)
|
|
$
|
501
|
|
|
$
|
659
|
|
|
$
|
12,423
|
|
|
$
|
12,697
|
|
|
$
|
—
|
|
|
$
|
34,141
|
|
|
$
|
—
|
|
|
$
|
60,421
|
|
Collectively evaluated for impairment
|
|
966,637
|
|
|
362,386
|
|
|
1,393,796
|
|
|
768,321
|
|
|
109,401
|
|
|
886,516
|
|
|
568,314
|
|
|
5,055,371
|
|
||||||||
Acquired with deteriorated credit quality
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
148,534
|
|
|
—
|
|
|
148,534
|
|
||||||||
Ending balance
|
|
$
|
967,138
|
|
|
$
|
363,045
|
|
|
$
|
1,406,219
|
|
|
$
|
781,018
|
|
|
$
|
109,401
|
|
|
$
|
1,069,191
|
|
|
$
|
568,314
|
|
|
$
|
5,264,326
|
|
(1)
|
At
December 31, 2016
, loans individually evaluated for impairment includes all nonaccrual loans greater than
$100,000
and all troubled debt restructurings greater than
$100,000
, including all troubled debt restructurings and not only those currently classified as troubled debt restructurings.
|
(dollars in thousands)
|
2018
|
|
2017
|
||||
Balance, January 1
|
$
|
8,464
|
|
|
$
|
10,874
|
|
Loans transferred to other real estate owned
|
4,124
|
|
|
4,372
|
|
||
Net gains (losses) on sale and write-downs recorded in statement of income
|
(611
|
)
|
|
(862
|
)
|
||
Sales proceeds
|
(4,697
|
)
|
|
(5,920
|
)
|
||
Other
|
(62
|
)
|
|
—
|
|
||
Ending balance
|
$
|
7,218
|
|
|
$
|
8,464
|
|
(dollars in thousands)
|
2018
|
|
2017
|
||||
Balance, January 1
|
$
|
9,011
|
|
|
$
|
12,540
|
|
Loans transferred to other real estate owned
|
6,396
|
|
|
5,023
|
|
||
Acquired in acquisitions
|
1,888
|
|
|
—
|
|
||
Portion of gains (losses) on sale and write-downs payable to (receivable from) the FDIC under loss-sharing agreements
|
17
|
|
|
86
|
|
||
Net gains (losses) on sale and write-downs recorded in statement of income
|
(690
|
)
|
|
362
|
|
||
Sales proceeds
|
(7,087
|
)
|
|
(9,000
|
)
|
||
Ending balance
|
$
|
9,535
|
|
|
$
|
9,011
|
|
|
December 31,
|
||||||
(dollars in thousands)
|
2018
|
|
2017
|
||||
Land
|
$
|
49,518
|
|
|
$
|
39,299
|
|
Buildings and leasehold improvements
|
110,623
|
|
|
95,771
|
|
||
Furniture and equipment
|
53,425
|
|
|
48,809
|
|
||
Construction in progress
|
3,312
|
|
|
757
|
|
||
|
216,878
|
|
|
184,636
|
|
||
Accumulated depreciation
|
(71,468
|
)
|
|
(66,898
|
)
|
||
|
$
|
145,410
|
|
|
$
|
117,738
|
|
2019
|
$
|
6,386
|
|
2020
|
5,181
|
|
|
2021
|
4,523
|
|
|
2022
|
4,000
|
|
|
2023
|
2,983
|
|
|
Thereafter
|
8,312
|
|
|
|
$
|
31,385
|
|
|
December 31,
|
||||||
(dollars in thousands)
|
2018
|
|
2017
|
||||
Consolidated
|
|
|
|
||||
Carrying amount of goodwill at beginning of year
|
$
|
125,532
|
|
|
$
|
125,532
|
|
Additions related to acquisitions in current year
|
377,902
|
|
|
—
|
|
||
Carrying amount of goodwill at end of year
|
$
|
503,434
|
|
|
$
|
125,532
|
|
|
|
|
|
||||
Banking Division
|
|
|
|
||||
Carrying amount of goodwill at beginning of year
|
$
|
125,532
|
|
|
$
|
125,532
|
|
Additions related to acquisitions in current year
|
312,612
|
|
|
—
|
|
||
Carrying amount of goodwill at end of year
|
$
|
438,144
|
|
|
$
|
125,532
|
|
|
|
|
|
||||
Premium Finance Division
|
|
|
|
||||
Carrying amount of goodwill at beginning of year
|
$
|
—
|
|
|
$
|
—
|
|
Additions related to acquisitions in current year
|
$
|
65,290
|
|
|
$
|
—
|
|
Carrying amount of goodwill at end of year
|
$
|
65,290
|
|
|
$
|
—
|
|
|
As of December 31, 2018
|
|
As of December 31, 2017
|
||||||||||||
(dollars in thousands)
|
Gross
Amount
|
|
Accumulated
Amortization
|
|
Gross
Amount
|
|
Accumulated
Amortization
|
||||||||
Amortized intangible assets:
|
|
|
|
|
|
|
|
||||||||
Core deposit premiums
|
$
|
57,348
|
|
|
$
|
19,512
|
|
|
$
|
26,250
|
|
|
$
|
12,754
|
|
Insurance agent relationships
|
22,351
|
|
|
2,561
|
|
|
—
|
|
|
—
|
|
||||
US Premium Finance trade name
|
1,094
|
|
|
143
|
|
|
—
|
|
|
—
|
|
||||
Non-compete agreement
|
162
|
|
|
50
|
|
|
—
|
|
|
—
|
|
||||
|
$
|
80,955
|
|
|
$
|
22,266
|
|
|
$
|
26,250
|
|
|
$
|
12,754
|
|
2019
|
$
|
12,022
|
|
2020
|
10,491
|
|
|
2021
|
8,520
|
|
|
2022
|
6,887
|
|
|
2023
|
6,067
|
|
|
Thereafter
|
14,702
|
|
|
|
$
|
58,689
|
|
(dollars in thousands)
|
|
||
2019
|
$
|
1,894,332
|
|
2020
|
334,574
|
|
|
2021
|
60,185
|
|
|
2022
|
55,960
|
|
|
2023
|
21,692
|
|
|
Thereafter
|
1,089
|
|
|
|
$
|
2,367,832
|
|
|
For the Years Ended December 31,
|
||||||||||
(dollars in thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Average daily balance during the year
|
$
|
15,692
|
|
|
$
|
28,694
|
|
|
$
|
44,324
|
|
Average interest rate during the year
|
0.15
|
%
|
|
0.20
|
%
|
|
0.22
|
%
|
|||
Maximum month-end balance during the year
|
$
|
23,270
|
|
|
$
|
49,836
|
|
|
$
|
56,203
|
|
Weighted average interest rate at year-end
|
0.14
|
%
|
|
0.18
|
%
|
|
0.19
|
%
|
(dollars in thousands)
|
December 31,
2018 |
|
December 31,
2017 |
||||
Securities sold under agreements to repurchase
|
$
|
20,384
|
|
|
$
|
30,638
|
|
|
December 31,
|
||||||
(dollars in thousands)
|
2018
|
|
2017
|
||||
Federal Home Loan Bank ("FHLB") borrowings:
|
|
|
|
||||
Daily Rate Credit with a variable interest rate (1.59% at December 31, 2017)
|
$
|
—
|
|
|
$
|
25,000
|
|
Convertible Flipper Advance due May 22, 2019; current interest rate of 4.68%
|
1,514
|
|
|
—
|
|
||
Principal Reducing Advance due June 20, 2019; fixed interest rate of 1.274%
|
500
|
|
|
—
|
|
||
Fixed Rate Advance due December 9, 2030; fixed interest rate of 4.55%
|
1,434
|
|
|
—
|
|
||
Fixed Rate Advance due December 9, 2030; fixed interest rate of 4.55%
|
993
|
|
|
—
|
|
||
Principal Reducing Advance due September 29, 2031; fixed interest rate of 3.095%
|
1,858
|
|
|
—
|
|
||
Fixed Rate Advance due January 8, 2018; fixed interest rate of 1.39%
|
—
|
|
|
150,000
|
|
||
Subordinated notes payable:
|
|
|
|
||||
Subordinated notes payable due March 15, 2027 net of unamortized debt issuance cost of $1,074 and $1,205, respectively; fixed interest rate of 5.75% through March 14, 2022; variable interest rate thereafter at three-month LIBOR plus 3.616%
|
73,926
|
|
|
73,795
|
|
||
Other debt:
|
|
|
|
||||
Advance from correspondent bank due October 5, 2019; fixed interest rate of 4.25%
|
20
|
|
|
49
|
|
||
Advance from correspondent bank due September 5, 2026; secured by a loan receivable; fixed interest rate of 2.09%
|
1,529
|
|
|
1,710
|
|
||
Advances under revolving credit agreement with a regional bank due September 26, 2020; secured by subsidiary bank stock; variable interest rate at 90-day LIBOR plus 3.50% (6.24% at December 31, 2018)
|
70,000
|
|
|
—
|
|
||
|
$
|
151,774
|
|
|
$
|
250,554
|
|
(dollars in thousands)
|
Unrealized
Gain (Loss)
on Derivatives
|
|
Unrealized
Gain (Loss)
on Securities
|
|
Accumulated Other Comprehensive Income (Loss)
|
||||||
Balance, December 31, 2017
|
$
|
292
|
|
|
$
|
(1,572
|
)
|
|
$
|
(1,280
|
)
|
Reclassification to retained earnings due to change in federal corporate tax rate
|
(53
|
)
|
|
(339
|
)
|
|
(392
|
)
|
|||
Adjusted balance, January 1, 2018
|
239
|
|
|
(1,911
|
)
|
|
(1,672
|
)
|
|||
Reclassification for gains included in net income, net of tax
|
—
|
|
|
(70
|
)
|
|
(70
|
)
|
|||
Current year changes, net of tax
|
112
|
|
|
(3,196
|
)
|
|
(3,084
|
)
|
|||
Balance, December 31, 2018
|
$
|
351
|
|
|
$
|
(5,177
|
)
|
|
$
|
(4,826
|
)
|
(dollars in thousands)
|
Unrealized
Gain (Loss) on Derivatives |
|
Unrealized
Gain (Loss) on Securities |
|
Accumulated Other Comprehensive Income (Loss)
|
||||||
Balance, December 31, 2016
|
$
|
176
|
|
|
$
|
(1,234
|
)
|
|
$
|
(1,058
|
)
|
Reclassification for gains included in net income, net of tax
|
—
|
|
|
(24
|
)
|
|
(24
|
)
|
|||
Current year changes, net of tax
|
116
|
|
|
(314
|
)
|
|
(198
|
)
|
|||
Balance, December 31, 2017
|
$
|
292
|
|
|
$
|
(1,572
|
)
|
|
$
|
(1,280
|
)
|
(dollars in thousands)
|
Unrealized
Gain (Loss) on Derivatives |
|
Unrealized
Gain (Loss) on Securities |
|
Accumulated Other Comprehensive Income (Loss)
|
||||||
Balance, December 31, 2015
|
$
|
152
|
|
|
$
|
3,201
|
|
|
$
|
3,353
|
|
Reclassification for gains included in net income, net of tax
|
—
|
|
|
(61
|
)
|
|
(61
|
)
|
|||
Current year changes, net of tax
|
24
|
|
|
(4,374
|
)
|
|
(4,350
|
)
|
|||
Balance, December 31, 2016
|
$
|
176
|
|
|
$
|
(1,234
|
)
|
|
$
|
(1,058
|
)
|
|
For the Years Ended
December 31, |
||||||||||
(dollars in thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Service charges on deposit accounts
|
|
|
|
|
|
||||||
ASC 606 revenue items
|
|
|
|
|
|
||||||
Debit card interchange fees
|
$
|
18,945
|
|
|
$
|
16,086
|
|
|
$
|
15,588
|
|
Overdraft fees
|
18,267
|
|
|
17,736
|
|
|
19,447
|
|
|||
Other service charges on deposit accounts
|
8,916
|
|
|
8,232
|
|
|
7,710
|
|
|||
Total ASC 606 revenue included in service charges on deposits accounts
|
46,128
|
|
|
42,054
|
|
|
42,745
|
|
|||
Total service charges on deposit accounts
|
$
|
46,128
|
|
|
$
|
42,054
|
|
|
$
|
42,745
|
|
|
|
|
|
|
|
||||||
Other service charges, commissions and fees
|
|
|
|
|
|
||||||
ASC 606 revenue items
|
|
|
|
|
|
||||||
ATM fees
|
$
|
2,721
|
|
|
$
|
2,575
|
|
|
$
|
3,004
|
|
Total ASC 606 revenue included in other service charges, commission and fees
|
2,721
|
|
|
2,575
|
|
|
3,004
|
|
|||
Other
|
282
|
|
|
297
|
|
|
571
|
|
|||
Total other service charges, commission and fees
|
$
|
3,003
|
|
|
$
|
2,872
|
|
|
$
|
3,575
|
|
|
For the Years Ended
December 31, |
||||||||||
(dollars in thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Net gains (losses) recognized on sale of OREO
|
$
|
(459
|
)
|
|
$
|
850
|
|
|
$
|
(227
|
)
|
|
For the Years Ended December 31,
|
||||||||||
(dollars in thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Current – federal
|
$
|
27,714
|
|
|
$
|
33,074
|
|
|
$
|
28,749
|
|
Current - state
|
1,375
|
|
|
5,230
|
|
|
3,550
|
|
|||
Deferred - federal
|
496
|
|
|
3,874
|
|
|
2,460
|
|
|||
Deferred - state
|
878
|
|
|
(5,069
|
)
|
|
(1,613
|
)
|
|||
Remeasurement of deferred tax assets and deferred tax liabilities at reduced federal corporate tax rate
|
—
|
|
|
13,625
|
|
|
—
|
|
|||
|
$
|
30,463
|
|
|
$
|
50,734
|
|
|
$
|
33,146
|
|
|
For the Years Ended December 31,
|
||||||||||
(dollars in thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Federal income statutory rate
|
21
|
%
|
|
35
|
%
|
|
35
|
%
|
|||
|
|
|
|
|
|
||||||
Tax at federal income tax rate
|
$
|
31,813
|
|
|
$
|
43,499
|
|
|
$
|
36,836
|
|
Change resulting from:
|
|
|
|
|
|
||||||
State income tax, net of federal benefit
|
1,965
|
|
|
(680
|
)
|
|
695
|
|
|||
Tax-exempt interest
|
(3,095
|
)
|
|
(4,390
|
)
|
|
(3,916
|
)
|
|||
Increase in cash value of bank owned life insurance
|
(382
|
)
|
|
(556
|
)
|
|
(607
|
)
|
|||
Excess tax benefit from stock compensation
|
(602
|
)
|
|
(939
|
)
|
|
—
|
|
|||
Nondeductible merger expenses
|
1,002
|
|
|
—
|
|
|
—
|
|
|||
Other
|
(238
|
)
|
|
175
|
|
|
138
|
|
|||
Remeasurement of deferred tax assets and deferred tax liabilities at reduced federal corporate tax rate
|
—
|
|
|
13,625
|
|
|
—
|
|
|||
Provision for income taxes
|
$
|
30,463
|
|
|
$
|
50,734
|
|
|
$
|
33,146
|
|
|
December 31,
|
||||||
(dollars in thousands)
|
2018
|
|
2017
|
||||
Deferred tax assets
|
|
|
|
||||
Allowance for loan losses
|
$
|
7,222
|
|
|
$
|
6,704
|
|
Deferred compensation
|
3,467
|
|
|
1,494
|
|
||
Deferred gain on interest rate swap
|
56
|
|
|
114
|
|
||
Unrealized loss on interest rate swap
|
—
|
|
|
80
|
|
||
Nonaccrual interest
|
107
|
|
|
5
|
|
||
Purchase accounting adjustments
|
13,144
|
|
|
5,631
|
|
||
Goodwill and intangible assets
|
—
|
|
|
4,909
|
|
||
Other real estate owned
|
2,980
|
|
|
3,203
|
|
||
Net operating loss tax carryforward
|
19,277
|
|
|
17,853
|
|
||
AMT credit carryforward
|
1,339
|
|
|
813
|
|
||
Unrealized loss on securities available for sale
|
2,792
|
|
|
508
|
|
||
FDIC-assisted transaction adjustments
|
2,501
|
|
|
—
|
|
||
Capitalized costs, accrued expenses and other
|
2,851
|
|
|
1,144
|
|
||
|
55,736
|
|
|
42,458
|
|
||
|
|
|
|
||||
Deferred tax liabilities
|
|
|
|
||||
Premises and equipment
|
4,597
|
|
|
4,064
|
|
||
Mortgage servicing rights
|
3,716
|
|
|
1,885
|
|
||
Subordinated debentures
|
5,259
|
|
|
5,147
|
|
||
FDIC-assisted transaction adjustments
|
—
|
|
|
3,042
|
|
||
Goodwill and intangible assets
|
7,017
|
|
|
—
|
|
||
Unrealized gain on interest rate swap
|
21
|
|
|
—
|
|
||
|
20,610
|
|
|
14,138
|
|
||
|
|
|
|
||||
Net deferred tax asset
|
$
|
35,126
|
|
|
$
|
28,320
|
|
|
Non-Performance-Based
|
|
Performance-Based
|
|||||||||||||||||||||||
|
Shares
|
|
Weighted Average Exercise Price
|
|
Weighted Average Contractual Term
|
|
Aggregate Intrinsic Value
$ (000)
|
|
Shares
|
|
Weighted Average Exercise Price
|
|
Weighted Average Contractual Term
|
|
Aggregate Intrinsic Value
$ (000)
|
|||||||||||
Under option, beginning of year
|
47,294
|
|
|
$
|
14.76
|
|
|
|
|
|
|
37,013
|
|
|
$
|
7.36
|
|
|
|
|
|
|||||
Granted
|
—
|
|
|
—
|
|
|
|
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|||||||
Exercised
|
(47,294
|
)
|
|
14.76
|
|
|
|
|
$
|
653
|
|
|
(29,014
|
)
|
|
7.47
|
|
|
|
|
$
|
217
|
|
|||
Forfeited
|
—
|
|
|
—
|
|
|
|
|
|
|
(288
|
)
|
|
7.47
|
|
|
|
|
$
|
2
|
|
|||||
Under option, end of year
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
—
|
|
|
7,711
|
|
|
$
|
6.94
|
|
|
0.11
|
|
$
|
308
|
|
Exercisable at end of year
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
—
|
|
|
7,711
|
|
|
$
|
6.94
|
|
|
0.11
|
|
$
|
308
|
|
|
Non-Performance-Based
|
|
Performance-Based
|
||||||||||||||||||||||
|
Shares
|
|
Weighted Average Exercise Price
|
|
Weighted Average Contractual Term
|
|
Aggregate Intrinsic Value
$ (000)
|
|
Shares
|
|
Weighted Average Exercise Price
|
|
Weighted Average Contractual Term
|
|
Aggregate Intrinsic Value
$ (000)
|
||||||||||
Under option, beginning of year
|
58,603
|
|
|
$
|
14.76
|
|
|
|
|
|
|
142,910
|
|
|
$
|
15.06
|
|
|
|
|
|
||||
Granted
|
—
|
|
|
—
|
|
|
|
|
|
|
—
|
|
|
—
|
|
|
|
|
|
||||||
Exercised
|
(11,309
|
)
|
|
14.76
|
|
|
|
|
$
|
167
|
|
|
(102,309
|
)
|
|
17.62
|
|
|
|
|
$
|
1,803
|
|
||
Forfeited
|
—
|
|
|
—
|
|
|
|
|
|
|
(3,588
|
)
|
|
21.35
|
|
|
|
|
|
||||||
Under option, end of year
|
47,294
|
|
|
$
|
14.76
|
|
|
0.14
|
|
$
|
1,519
|
|
|
37,013
|
|
|
$
|
7.36
|
|
|
1.07
|
|
$
|
1,463
|
|
Exercisable at end of year
|
47,294
|
|
|
$
|
14.76
|
|
|
0.14
|
|
$
|
1,519
|
|
|
37,013
|
|
|
$
|
7.36
|
|
|
1.07
|
|
$
|
1,463
|
|
|
2018
|
|
2017
|
||||||||||
|
Shares
|
|
Weighted Average Grant Date Fair Value
|
|
Shares
|
|
Weighted Average Grant Date Fair Value
|
||||||
Nonvested shares at beginning of year
|
277,815
|
|
|
$
|
33.24
|
|
|
279,727
|
|
|
$
|
26.10
|
|
Granted
|
89,855
|
|
|
53.37
|
|
|
84,147
|
|
|
46.93
|
|
||
Vested
|
(195,344
|
)
|
|
33.21
|
|
|
(85,587
|
)
|
|
23.30
|
|
||
Forfeited
|
(10,580
|
)
|
|
49.52
|
|
|
(472
|
)
|
|
47.60
|
|
||
Nonvested shares at end of year
|
161,746
|
|
|
43.40
|
|
|
277,815
|
|
|
33.24
|
|
|
2018
|
|
2017
|
||||||||||||
(dollars in thousands)
|
Notional Amount
|
|
Fair Value
|
|
Notional Amount
|
|
Fair Value
|
||||||||
Included in other assets:
|
|
|
|
|
|
|
|
||||||||
Forward contracts related to mortgage loans held for sale
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
31,500
|
|
|
$
|
55
|
|
Interest rate lock commitments
|
81,833
|
|
|
2,537
|
|
|
86,149
|
|
|
2,833
|
|
||||
Total included in other assets
|
$
|
81,833
|
|
|
$
|
2,537
|
|
|
$
|
117,649
|
|
|
$
|
2,888
|
|
Included in other liabilities:
|
|
|
|
|
|
|
|
||||||||
Forward contracts related to mortgage loans held for sale
|
$
|
163,189
|
|
|
$
|
1,276
|
|
|
$
|
126,750
|
|
|
$
|
67
|
|
Total included in other liabilities
|
$
|
163,189
|
|
|
$
|
1,276
|
|
|
$
|
126,750
|
|
|
$
|
67
|
|
|
December 31,
|
||||||
(dollars in thousands)
|
2018
|
|
2017
|
||||
Mortgage loans held for sale
|
$
|
107,428
|
|
|
$
|
190,445
|
|
SBA loans held for sale
|
3,870
|
|
|
6,997
|
|
||
Total loans held for sale
|
$
|
111,298
|
|
|
$
|
197,442
|
|
|
December 31,
|
||||||
(dollars in thousands)
|
2018
|
|
2017
|
||||
Aggregate fair value of mortgage loans held for sale
|
$
|
107,428
|
|
|
$
|
190,445
|
|
Aggregate unpaid principal balance
|
$
|
103,319
|
|
|
$
|
185,814
|
|
Past due loans of 90 days or more
|
$
|
—
|
|
|
$
|
—
|
|
Nonaccrual loans
|
$
|
—
|
|
|
$
|
—
|
|
|
Recurring Basis
Fair Value Measurements
December 31, 2018
|
||||||||||||||
(dollars in thousands)
|
Fair Value
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||
State, county and municipal securities
|
$
|
150,733
|
|
|
$
|
—
|
|
|
$
|
150,733
|
|
|
$
|
—
|
|
Corporate debt securities
|
67,314
|
|
|
—
|
|
|
65,814
|
|
|
1,500
|
|
||||
Mortgage-backed securities
|
974,376
|
|
|
—
|
|
|
974,376
|
|
|
—
|
|
||||
Loans held for sale
|
111,298
|
|
|
—
|
|
|
111,298
|
|
|
—
|
|
||||
Derivative financial instruments
|
102
|
|
|
—
|
|
|
102
|
|
|
—
|
|
||||
Mortgage banking derivative instruments
|
2,537
|
|
|
—
|
|
|
2,537
|
|
|
—
|
|
||||
Total recurring assets at fair value
|
$
|
1,306,360
|
|
|
$
|
—
|
|
|
$
|
1,304,860
|
|
|
$
|
1,500
|
|
|
|
|
|
|
|
|
|
||||||||
Mortgage banking derivative instruments
|
1,276
|
|
|
—
|
|
|
1,276
|
|
|
—
|
|
||||
Total recurring liabilities at fair value
|
$
|
1,276
|
|
|
$
|
—
|
|
|
$
|
1,276
|
|
|
$
|
—
|
|
|
Recurring Basis
Fair Value Measurements
December 31, 2017
|
||||||||||||||
(dollars in thousands)
|
Fair Value
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||
State, county and municipal securities
|
$
|
137,794
|
|
|
$
|
—
|
|
|
$
|
137,794
|
|
|
$
|
—
|
|
Corporate debt securities
|
47,143
|
|
|
—
|
|
|
45,643
|
|
|
1,500
|
|
||||
Mortgage-backed securities
|
625,936
|
|
|
—
|
|
|
625,936
|
|
|
—
|
|
||||
Loans held for sale
|
197,442
|
|
|
—
|
|
|
197,442
|
|
|
—
|
|
||||
Mortgage banking derivative instruments
|
2,888
|
|
|
—
|
|
|
2,888
|
|
|
—
|
|
||||
Total recurring assets at fair value
|
$
|
1,011,203
|
|
|
$
|
—
|
|
|
$
|
1,009,703
|
|
|
$
|
1,500
|
|
|
|
|
|
|
|
|
|
||||||||
Derivative financial instruments
|
$
|
381
|
|
|
$
|
—
|
|
|
$
|
381
|
|
|
$
|
—
|
|
Mortgage banking derivative instruments
|
67
|
|
|
—
|
|
|
67
|
|
|
—
|
|
||||
Total recurring liabilities at fair value
|
$
|
448
|
|
|
$
|
—
|
|
|
$
|
448
|
|
|
$
|
—
|
|
|
Nonrecurring Basis
Fair Value Measurements
December 31, 2018
|
||||||||||||||
(dollars in thousands)
|
Fair Value
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||
Impaired loans carried at fair value
|
$
|
28,653
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
28,653
|
|
Other real estate owned
|
408
|
|
|
—
|
|
|
—
|
|
|
408
|
|
||||
Purchased other real estate owned
|
9,535
|
|
|
—
|
|
|
—
|
|
|
9,535
|
|
||||
Total nonrecurring assets at fair value
|
$
|
38,596
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
38,596
|
|
|
Nonrecurring Basis
Fair Value Measurements
December 31, 2017
|
||||||||||||||
(dollars in thousands)
|
Fair Value
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||
Impaired loans carried at fair value
|
$
|
27,684
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
27,684
|
|
Other real estate owned
|
323
|
|
|
—
|
|
|
—
|
|
|
323
|
|
||||
Purchased other real estate owned
|
9,011
|
|
|
—
|
|
|
—
|
|
|
9,011
|
|
||||
Total nonrecurring assets at fair value
|
$
|
37,018
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
37,018
|
|
(dollars in thousands)
|
Fair Value
|
|
Valuation
Technique |
|
Unobservable
Inputs |
|
Range of Discounts
|
|
Weighted Average Discount
|
||
As of December 31, 2018
|
|
|
|
|
|
|
|
|
|
||
Recurring:
|
|
|
|
|
|
|
|
|
|
||
Investment securities available for sale
|
$
|
1,500
|
|
|
Discounted par values
|
|
Credit quality of
underlying issuer |
|
0%
|
|
0%
|
Nonrecurring:
|
|
|
|
|
|
|
|
|
|
||
Impaired loans
|
$
|
28,653
|
|
|
Third party appraisals
and discounted cash flows |
|
Collateral
discounts and discount rates |
|
3% - 53%
|
|
30%
|
Other real estate owned
|
$
|
408
|
|
|
Third party appraisals
and sales contracts |
|
Collateral
discounts and estimated costs to sell |
|
15% - 69%
|
|
31%
|
Purchased other real estate owned
|
$
|
9,535
|
|
|
Third party appraisals
|
|
Collateral
discounts and estimated costs to sell |
|
6% - 74%
|
|
39%
|
|
|
|
|
|
|
|
|
|
|
||
As of December 31, 2017
|
|
|
|
|
|
|
|
|
|
||
Recurring:
|
|
|
|
|
|
|
|
|
|
||
Investment securities available for sale
|
$
|
1,500
|
|
|
Discounted par values
|
|
Credit quality of
underlying issuer |
|
0%
|
|
0%
|
Nonrecurring:
|
|
|
|
|
|
|
|
|
|
||
Impaired loans
|
$
|
27,684
|
|
|
Third party appraisals
and discounted cash flows |
|
Collateral
discounts and discount rates |
|
20% - 90%
|
|
24%
|
Other real estate owned
|
$
|
323
|
|
|
Third party appraisals
and sales contracts |
|
Collateral
discounts and estimated costs to sell |
|
15% - 15%
|
|
15%
|
Purchased other real estate owned
|
$
|
9,011
|
|
|
Third party appraisals
|
|
Collateral
discounts and estimated costs to sell |
|
10% to 74%
|
|
26%
|
|
|
|
Fair Value Measurements
December 31, 2018
|
||||||||||||||||
(dollars in thousands)
|
Carrying Amount
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||||
Financial assets:
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and due from banks
|
$
|
172,036
|
|
|
$
|
172,036
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
172,036
|
|
Federal funds sold and interest-bearing accounts
|
507,491
|
|
|
507,491
|
|
|
—
|
|
|
—
|
|
|
507,491
|
|
|||||
Time deposits in other banks
|
10,812
|
|
|
—
|
|
|
10,812
|
|
|
—
|
|
|
10,812
|
|
|||||
Loans, net
|
8,454,442
|
|
|
—
|
|
|
—
|
|
|
8,365,293
|
|
|
8,365,293
|
|
|||||
Accrued interest receivable
|
36,970
|
|
|
—
|
|
|
5,456
|
|
|
31,514
|
|
|
36,970
|
|
|||||
Financial liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Deposits
|
9,649,313
|
|
|
—
|
|
|
9,645,617
|
|
|
—
|
|
|
9,645,617
|
|
|||||
Securities sold under agreements to repurchase
|
20,384
|
|
|
20,384
|
|
|
—
|
|
|
—
|
|
|
20,384
|
|
|||||
Other borrowings
|
151,774
|
|
|
—
|
|
|
152,873
|
|
|
—
|
|
|
152,873
|
|
|||||
Subordinated deferrable interest debentures
|
89,187
|
|
|
—
|
|
|
90,180
|
|
|
—
|
|
|
90,180
|
|
|||||
FDIC loss-share payable
|
19,487
|
|
|
—
|
|
|
—
|
|
|
19,576
|
|
|
19,576
|
|
|||||
Accrued interest payable
|
5,669
|
|
|
—
|
|
|
5,669
|
|
|
—
|
|
|
5,669
|
|
|
|
|
Fair Value Measurements
December 31, 2017
|
||||||||||||||||
(dollars in thousands)
|
Carrying Amount
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||||
Financial assets:
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and due from banks
|
$
|
139,313
|
|
|
$
|
139,313
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
139,313
|
|
Federal funds sold and interest-bearing accounts
|
191,345
|
|
|
191,345
|
|
|
—
|
|
|
—
|
|
|
191,345
|
|
|||||
Loans, net
|
5,992,880
|
|
|
—
|
|
|
—
|
|
|
5,960,963
|
|
|
5,960,963
|
|
|||||
Accrued interest receivable
|
26,005
|
|
|
26,005
|
|
|
—
|
|
|
—
|
|
|
26,005
|
|
|||||
Financial liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Deposits
|
6,625,845
|
|
|
—
|
|
|
6,627,773
|
|
|
—
|
|
|
6,627,773
|
|
|||||
Securities sold under agreements to repurchase
|
30,638
|
|
|
30,638
|
|
|
—
|
|
|
—
|
|
|
30,638
|
|
|||||
Other borrowings
|
250,554
|
|
|
—
|
|
|
271,759
|
|
|
—
|
|
|
251,759
|
|
|||||
Subordinated deferrable interest debentures
|
85,550
|
|
|
—
|
|
|
74,243
|
|
|
—
|
|
|
74,243
|
|
|||||
FDIC loss-share payable
|
8,803
|
|
|
—
|
|
|
—
|
|
|
9,548
|
|
|
9,548
|
|
|||||
Accrued interest payable
|
3,258
|
|
|
3,258
|
|
|
—
|
|
|
—
|
|
|
3,258
|
|
|
December 31,
|
||||||
(dollars in thousands)
|
2018
|
|
2017
|
||||
Commitments to extend credit
|
$
|
1,671,419
|
|
|
$
|
1,109,806
|
|
Unused home equity lines of credit
|
112,310
|
|
|
69,788
|
|
||
Financial standby letters of credit
|
24,596
|
|
|
11,389
|
|
||
Mortgage interest rate lock commitments
|
81,833
|
|
|
86,149
|
|
||
Mortgage forward contracts with positive fair value
|
—
|
|
|
31,500
|
|
|
Actual
|
|
For Capital Adequacy Purposes
|
|
To Be Well Capitalized Under Prompt Corrective Action Provisions
|
|||||||||||||||
(dollars in thousands)
|
Amount
|
|
Ratio
|
|
Amount
|
|
Ratio
|
|
Amount
|
|
Ratio
|
|||||||||
As of December 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Tier 1 Leverage Ratio (tier 1 capital to average assets):
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Consolidated
|
$
|
984,620
|
|
|
9.166
|
%
|
|
$
|
429,690
|
|
|
4.000
|
%
|
|
|
|
—N/A—
|
|
||
Ameris Bank
|
$
|
1,127,926
|
|
|
10.506
|
%
|
|
$
|
429,428
|
|
|
4.000
|
%
|
|
$
|
536,785
|
|
|
5.00
|
%
|
CET1 Ratio (common equity tier 1 capital to risk weighted assets):
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Consolidated
|
$
|
895,433
|
|
|
10.070
|
%
|
|
$
|
566,859
|
|
|
6.375
|
%
|
|
|
|
—N/A—
|
|
||
Ameris Bank
|
$
|
1,127,926
|
|
|
12.716
|
%
|
|
$
|
565,486
|
|
|
6.375
|
%
|
|
$
|
576,573
|
|
|
6.50
|
%
|
Tier 1 Capital Ratio (tier 1 capital to risk weighted assets):
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Consolidated
|
$
|
984,620
|
|
|
11.073
|
%
|
|
$
|
700,237
|
|
|
7.875
|
%
|
|
|
|
—N/A—
|
|
||
Ameris Bank
|
$
|
1,127,926
|
|
|
12.716
|
%
|
|
$
|
698,541
|
|
|
7.875
|
%
|
|
$
|
709,629
|
|
|
8.00
|
%
|
Total Capital Ratio (total capital to risk weighted assets):
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Consolidated
|
$
|
1,087,364
|
|
|
12.229
|
%
|
|
$
|
878,075
|
|
|
9.875
|
%
|
|
|
|
—N/A—
|
|
||
Ameris Bank
|
$
|
1,156,745
|
|
|
13.041
|
%
|
|
$
|
875,948
|
|
|
9.875
|
%
|
|
$
|
887,036
|
|
|
10.00
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
As of December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Tier 1 Leverage Ratio (tier 1 capital to average assets):
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Consolidated
|
$
|
741,159
|
|
|
9.713
|
%
|
|
$
|
305,231
|
|
|
4.000
|
%
|
|
|
|
—N/A—
|
|
||
Ameris Bank
|
$
|
805,238
|
|
|
10.564
|
%
|
|
$
|
304,904
|
|
|
4.000
|
%
|
|
$
|
381,131
|
|
|
5.00
|
%
|
CET1 Ratio (common equity tier 1 capital to risk weighted assets):
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Consolidated
|
$
|
658,529
|
|
|
10.291
|
%
|
|
$
|
367,940
|
|
|
5.750
|
%
|
|
|
|
—N/A—
|
|
||
Ameris Bank
|
$
|
805,238
|
|
|
12.644
|
%
|
|
$
|
366,186
|
|
|
5.750
|
%
|
|
$
|
413,949
|
|
|
6.50
|
%
|
Tier 1 Capital Ratio (tier 1 capital to risk weighted assets):
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Consolidated
|
$
|
741,159
|
|
|
11.582
|
%
|
|
$
|
463,925
|
|
|
7.250
|
%
|
|
|
|
—N/A—
|
|
||
Ameris Bank
|
$
|
805,238
|
|
|
12.644
|
%
|
|
$
|
461,712
|
|
|
7.250
|
%
|
|
$
|
509,476
|
|
|
8.00
|
%
|
Total Capital Ratio (total capital to risk weighted assets):
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Consolidated
|
$
|
840,745
|
|
|
13.139
|
%
|
|
$
|
591,904
|
|
|
9.250
|
%
|
|
|
|
—N/A—
|
|
||
Ameris Bank
|
$
|
831,029
|
|
|
13.049
|
%
|
|
$
|
589,081
|
|
|
9.250
|
%
|
|
$
|
636,845
|
|
|
10.00
|
%
|
|
Year Ended
December 31, 2018 |
||||||||||||||||||||||
(dollars in thousands)
|
Banking Division
|
|
Retail Mortgage Division
|
|
Warehouse Lending Division
|
|
SBA Division
|
|
Premium Finance Division
|
|
Total
|
||||||||||||
Interest income
|
$
|
323,757
|
|
|
$
|
37,146
|
|
|
$
|
14,522
|
|
|
$
|
7,672
|
|
|
$
|
30,229
|
|
|
$
|
413,326
|
|
Interest expense
|
38,199
|
|
|
13,686
|
|
|
5,434
|
|
|
2,617
|
|
|
9,998
|
|
|
69,934
|
|
||||||
Net interest income
|
285,558
|
|
|
23,460
|
|
|
9,088
|
|
|
5,055
|
|
|
20,231
|
|
|
343,392
|
|
||||||
Provision for loan losses
|
4,486
|
|
|
584
|
|
|
—
|
|
|
1,137
|
|
|
10,460
|
|
|
16,667
|
|
||||||
Noninterest income
|
58,694
|
|
|
48,260
|
|
|
2,021
|
|
|
4,858
|
|
|
4,579
|
|
|
118,412
|
|
||||||
Noninterest expense
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Salaries and employee benefits
|
100,716
|
|
|
39,469
|
|
|
547
|
|
|
2,870
|
|
|
5,691
|
|
|
149,293
|
|
||||||
Occupancy and equipment expenses
|
26,112
|
|
|
2,440
|
|
|
2
|
|
|
234
|
|
|
343
|
|
|
29,131
|
|
||||||
Data processing and communications expenses
|
27,026
|
|
|
1,425
|
|
|
122
|
|
|
19
|
|
|
1,793
|
|
|
30,385
|
|
||||||
Other expenses
|
71,788
|
|
|
6,998
|
|
|
238
|
|
|
1,137
|
|
|
4,677
|
|
|
84,838
|
|
||||||
Total noninterest expense
|
225,642
|
|
|
50,332
|
|
|
909
|
|
|
4,260
|
|
|
12,504
|
|
|
293,647
|
|
||||||
Income before income tax expense
|
114,124
|
|
|
20,804
|
|
|
10,200
|
|
|
4,516
|
|
|
1,846
|
|
|
151,490
|
|
||||||
Income tax expense
|
23,607
|
|
|
4,335
|
|
|
2,142
|
|
|
948
|
|
|
(569
|
)
|
|
30,463
|
|
||||||
Net income
|
$
|
90,517
|
|
|
$
|
16,469
|
|
|
$
|
8,058
|
|
|
$
|
3,568
|
|
|
$
|
2,415
|
|
|
$
|
121,027
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Total assets
|
$
|
9,290,437
|
|
|
$
|
1,153,615
|
|
|
$
|
360,839
|
|
|
$
|
139,671
|
|
|
$
|
498,953
|
|
|
$
|
11,443,515
|
|
Goodwill
|
$
|
438,144
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
65,290
|
|
|
$
|
503,434
|
|
Other intangible assets, net
|
$
|
37,836
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
20,853
|
|
|
$
|
58,689
|
|
|
Year Ended
December 31, 2017 |
||||||||||||||||||||||
(dollars in thousands)
|
Banking Division
|
|
Retail Mortgage Division
|
|
Warehouse Lending Division
|
|
SBA Division
|
|
Premium Finance Division
|
|
Total
|
||||||||||||
Interest income
|
$
|
231,111
|
|
|
$
|
21,318
|
|
|
$
|
7,701
|
|
|
$
|
5,293
|
|
|
$
|
28,924
|
|
|
$
|
294,347
|
|
Interest expense
|
20,392
|
|
|
5,731
|
|
|
1,824
|
|
|
1,549
|
|
|
4,726
|
|
|
34,222
|
|
||||||
Net interest income
|
210,719
|
|
|
15,587
|
|
|
5,877
|
|
|
3,744
|
|
|
24,198
|
|
|
260,125
|
|
||||||
Provision for loan losses
|
6,787
|
|
|
771
|
|
|
186
|
|
|
(111
|
)
|
|
731
|
|
|
8,364
|
|
||||||
Noninterest income
|
51,416
|
|
|
44,913
|
|
|
1,739
|
|
|
6,277
|
|
|
112
|
|
|
104,457
|
|
||||||
Noninterest expense
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Salaries and employee benefits
|
78,857
|
|
|
32,996
|
|
|
530
|
|
|
3,126
|
|
|
4,507
|
|
|
120,016
|
|
||||||
Occupancy and equipment expenses
|
21,436
|
|
|
2,217
|
|
|
4
|
|
|
215
|
|
|
197
|
|
|
24,069
|
|
||||||
Data processing and communications expenses
|
25,177
|
|
|
1,611
|
|
|
98
|
|
|
21
|
|
|
962
|
|
|
27,869
|
|
||||||
Other expenses
|
46,192
|
|
|
4,260
|
|
|
163
|
|
|
738
|
|
|
8,629
|
|
|
59,982
|
|
||||||
Total noninterest expense
|
171,662
|
|
|
41,084
|
|
|
795
|
|
|
4,100
|
|
|
14,295
|
|
|
231,936
|
|
||||||
Income before income tax expense
|
83,686
|
|
|
18,645
|
|
|
6,635
|
|
|
6,032
|
|
|
9,284
|
|
|
124,282
|
|
||||||
Income tax expense
|
36,518
|
|
|
6,526
|
|
|
2,322
|
|
|
2,111
|
|
|
3,257
|
|
|
50,734
|
|
||||||
Net income
|
$
|
47,168
|
|
|
$
|
12,119
|
|
|
$
|
4,313
|
|
|
$
|
3,921
|
|
|
$
|
6,027
|
|
|
$
|
73,548
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Total assets
|
$
|
6,431,151
|
|
|
$
|
598,355
|
|
|
$
|
238,561
|
|
|
$
|
101,737
|
|
|
$
|
486,399
|
|
|
$
|
7,856,203
|
|
Goodwill
|
$
|
125,532
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
125,532
|
|
Other intangible assets, net
|
$
|
13,496
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
13,496
|
|
|
Year Ended
December 31, 2016 |
||||||||||||||||||||||
(dollars in thousands)
|
Banking Division
|
|
Retail Mortgage Division
|
|
Warehouse Lending Division
|
|
SBA Division
|
|
Premium Finance Division
|
|
Total
|
||||||||||||
Interest income
|
$
|
213,246
|
|
|
$
|
14,110
|
|
|
$
|
6,686
|
|
|
$
|
3,959
|
|
|
$
|
1,064
|
|
|
$
|
239,065
|
|
Interest expense
|
14,762
|
|
|
3,469
|
|
|
724
|
|
|
739
|
|
|
—
|
|
|
19,694
|
|
||||||
Net interest income
|
198,484
|
|
|
10,641
|
|
|
5,962
|
|
|
3,220
|
|
|
1,064
|
|
|
219,371
|
|
||||||
Provision for loan losses
|
1,973
|
|
|
573
|
|
|
590
|
|
|
847
|
|
|
108
|
|
|
4,091
|
|
||||||
Noninterest income
|
53,168
|
|
|
45,162
|
|
|
1,790
|
|
|
5,681
|
|
|
—
|
|
|
105,801
|
|
||||||
Noninterest expense
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Salaries and employee benefits
|
72,824
|
|
|
30,689
|
|
|
619
|
|
|
2,705
|
|
|
—
|
|
|
106,837
|
|
||||||
Occupancy and equipment expenses
|
22,209
|
|
|
1,928
|
|
|
4
|
|
|
254
|
|
|
2
|
|
|
24,397
|
|
||||||
Data processing and communications expenses
|
23,140
|
|
|
1,300
|
|
|
103
|
|
|
4
|
|
|
44
|
|
|
24,591
|
|
||||||
Other expenses
|
54,438
|
|
|
4,485
|
|
|
106
|
|
|
712
|
|
|
269
|
|
|
60,010
|
|
||||||
Total noninterest expense
|
172,611
|
|
|
38,402
|
|
|
832
|
|
|
3,675
|
|
|
315
|
|
|
215,835
|
|
||||||
Income before income tax expense
|
77,068
|
|
|
16,828
|
|
|
6,330
|
|
|
4,379
|
|
|
641
|
|
|
105,246
|
|
||||||
Income tax expense
|
23,283
|
|
|
5,891
|
|
|
2,215
|
|
|
1,533
|
|
|
224
|
|
|
33,146
|
|
||||||
Net income
|
$
|
53,785
|
|
|
$
|
10,937
|
|
|
$
|
4,115
|
|
|
$
|
2,846
|
|
|
$
|
417
|
|
|
$
|
72,100
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Total assets
|
$
|
5,879,859
|
|
|
$
|
358,497
|
|
|
$
|
189,670
|
|
|
$
|
90,908
|
|
|
$
|
373,097
|
|
|
$
|
6,892,031
|
|
Goodwill
|
$
|
125,532
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
125,532
|
|
Other intangible assets, net
|
$
|
17,428
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
17,428
|
|
|
2018
|
|
2017
|
||||
Assets
|
|
|
|
||||
Cash and due from banks
|
$
|
6,977
|
|
|
$
|
4,409
|
|
Investment in subsidiaries
|
1,684,810
|
|
|
953,815
|
|
||
Other assets
|
9,169
|
|
|
31,221
|
|
||
Total assets
|
$
|
1,700,956
|
|
|
$
|
989,445
|
|
|
|
|
|
||||
Liabilities
|
|
|
|
||||
Other liabilities
|
$
|
11,496
|
|
|
$
|
25,621
|
|
Other borrowings
|
143,926
|
|
|
73,795
|
|
||
Subordinated deferrable interest debentures
|
89,187
|
|
|
85,550
|
|
||
Total liabilities
|
244,609
|
|
|
184,966
|
|
||
Shareholders' equity
|
1,456,347
|
|
|
804,479
|
|
||
Total liabilities and shareholders' equity
|
$
|
1,700,956
|
|
|
$
|
989,445
|
|
|
2018
|
|
2017
|
|
2016
|
||||||
Income
|
|
|
|
|
|
||||||
Dividends from subsidiaries
|
$
|
46,000
|
|
|
$
|
—
|
|
|
$
|
34,631
|
|
Other income
|
4,726
|
|
|
132
|
|
|
208
|
|
|||
Total income
|
50,726
|
|
|
132
|
|
|
34,839
|
|
|||
|
|
|
|
|
|
||||||
Expense
|
|
|
|
|
|
||||||
Interest expense
|
12,670
|
|
|
9,065
|
|
|
6,280
|
|
|||
Other expense
|
8,578
|
|
|
4,612
|
|
|
2,825
|
|
|||
Total expense
|
21,248
|
|
|
13,677
|
|
|
9,105
|
|
|||
|
|
|
|
|
|
||||||
Income (loss) before taxes and equity in undistributed income of subsidiaries
|
29,478
|
|
|
(13,545
|
)
|
|
25,734
|
|
|||
Income tax benefit
|
5,051
|
|
|
10,622
|
|
|
2,972
|
|
|||
Income (loss) before equity in undistributed income of subsidiaries
|
34,529
|
|
|
(2,923
|
)
|
|
28,706
|
|
|||
Equity in undistributed income of subsidiaries
|
86,498
|
|
|
76,471
|
|
|
43,394
|
|
|||
Net income
|
$
|
121,027
|
|
|
$
|
73,548
|
|
|
$
|
72,100
|
|
|
Quarters Ended December 31, 2018
|
||||||||||||||
(dollars in thousands, except per share data)
|
4
|
|
3
|
|
2
|
|
1
|
||||||||
Selected Income Statement Data
|
|
|
|
|
|
|
|
||||||||
Interest income
|
$
|
122,749
|
|
|
$
|
121,119
|
|
|
$
|
89,946
|
|
|
$
|
79,512
|
|
Interest expense
|
23,195
|
|
|
22,081
|
|
|
13,947
|
|
|
10,711
|
|
||||
Net interest income
|
99,554
|
|
|
99,038
|
|
|
75,999
|
|
|
68,801
|
|
||||
Provision for loan losses
|
3,661
|
|
|
2,095
|
|
|
9,110
|
|
|
1,801
|
|
||||
Net interest income after provision for loan losses
|
95,893
|
|
|
96,943
|
|
|
66,889
|
|
|
67,000
|
|
||||
Noninterest income
|
30,470
|
|
|
30,171
|
|
|
31,307
|
|
|
26,464
|
|
||||
Noninterest expense
|
74,813
|
|
|
72,077
|
|
|
67,995
|
|
|
58,263
|
|
||||
Merger and conversion charges
|
997
|
|
|
276
|
|
|
18,391
|
|
|
835
|
|
||||
Income before income taxes
|
50,553
|
|
|
54,761
|
|
|
11,810
|
|
|
34,366
|
|
||||
Income tax
|
7,017
|
|
|
13,317
|
|
|
2,423
|
|
|
7,706
|
|
||||
Net income
|
$
|
43,536
|
|
|
$
|
41,444
|
|
|
$
|
9,387
|
|
|
$
|
26,660
|
|
|
|
|
|
|
|
|
|
||||||||
Per Share Data
|
|
|
|
|
|
|
|
||||||||
Net income – basic
|
$
|
0.92
|
|
|
$
|
0.87
|
|
|
$
|
0.24
|
|
|
$
|
0.70
|
|
Net income – diluted
|
0.91
|
|
|
0.87
|
|
|
0.24
|
|
|
0.70
|
|
||||
Common dividends - cash
|
0.10
|
|
|
0.10
|
|
|
0.10
|
|
|
0.10
|
|
|
Quarters Ended December 31, 2017
|
||||||||||||||
(dollars in thousands, except per share data)
|
4
|
|
3
|
|
2
|
|
1
|
||||||||
Selected Income Statement Data
|
|
|
|
|
|
|
|
||||||||
Interest income
|
$
|
79,564
|
|
|
$
|
76,322
|
|
|
$
|
71,411
|
|
|
$
|
67,050
|
|
Interest expense
|
10,041
|
|
|
9,467
|
|
|
8,254
|
|
|
6,460
|
|
||||
Net interest income
|
69,523
|
|
|
66,855
|
|
|
63,157
|
|
|
60,590
|
|
||||
Provision for loan losses
|
2,536
|
|
|
1,787
|
|
|
2,205
|
|
|
1,836
|
|
||||
Net interest income after provision for loan losses
|
66,987
|
|
|
65,068
|
|
|
60,952
|
|
|
58,754
|
|
||||
Noninterest income
|
23,563
|
|
|
26,999
|
|
|
28,189
|
|
|
25,706
|
|
||||
Noninterest expense
|
58,916
|
|
|
63,675
|
|
|
55,739
|
|
|
52,691
|
|
||||
Merger and conversion charges
|
421
|
|
|
92
|
|
|
—
|
|
|
402
|
|
||||
Income before income taxes
|
31,213
|
|
|
28,300
|
|
|
33,402
|
|
|
31,367
|
|
||||
Income tax
|
22,063
|
|
|
8,142
|
|
|
10,315
|
|
|
10,214
|
|
||||
Net income
|
$
|
9,150
|
|
|
$
|
20,158
|
|
|
$
|
23,087
|
|
|
$
|
21,153
|
|
|
|
|
|
|
|
|
|
||||||||
Per Share Data
|
|
|
|
|
|
|
|
||||||||
Net income – basic
|
$
|
0.25
|
|
|
$
|
0.54
|
|
|
$
|
0.62
|
|
|
$
|
0.59
|
|
Net income – diluted
|
0.24
|
|
|
0.54
|
|
|
0.62
|
|
|
0.59
|
|
||||
Common dividends - cash
|
0.10
|
|
|
0.10
|
|
|
0.10
|
|
|
0.10
|
|
|
AMERIS BANCORP
|
|
|
|
|
Date: March 1, 2019
|
By:
|
/s/ Dennis J. Zember Jr.
|
|
|
Dennis J. Zember Jr.,
|
|
|
President and Chief Executive Officer
(principal executive officer)
|
|
/s/ Dennis J. Zember Jr
|
|
Dennis J. Zember Jr., President, and Chief Executive Officer
|
|
(principal executive officer)
|
|
|
|
/s/ Nicole S. Stokes
|
|
Nicole S. Stokes, Executive Vice President and Chief Financial Officer
|
|
(principal accounting and financial officer)
|
|
|
|
/s/ William I. Bowen, Jr.
|
|
William I. Bowen, Jr., Director
|
|
|
|
/s/ R. Dale Ezzell
|
|
R. Dale Ezzell, Director
|
|
|
|
/s/ Leo J. Hill
|
|
Leo J. Hill, Director
|
|
|
|
/s/ Daniel B. Jeter
|
|
Daniel B. Jeter, Director
|
|
|
|
/s/ Robert P. Lynch
|
|
Robert P. Lynch, Director
|
|
|
|
/s/ Elizabeth A. McCague
|
|
Elizabeth A. McCague, Director
|
|
|
|
/s/ William H. Stern
|
|
William H. Stern, Director
|
|
|
|
/s/ Jimmy D. Veal
|
|
Jimmy D. Veal, Director
|
Name of Subsidiary
|
|
State of Incorporation
or Organization
|
|
|
|
|
|
Ameris Bank
|
|
Georgia
|
|
Prosperity Land Holdings, LLC
|
|
Florida
|
|
East Arlington, Inc.
|
|
Florida
|
|
Fountain Financial, Inc.
|
|
Florida
|
|
Jarrett Point, LLC
|
|
Florida
|
|
Parman Place, Inc.
|
|
Florida
|
|
S. Pt. Properties, Inc.
|
|
Florida
|
|
TJB Properties, LLC
|
|
Florida
|
|
210 South Oak Street, LLC
|
|
Georgia
|
|
HSB Properties I, LLC
|
|
Georgia
|
|
HSB Properties II, LLC
|
|
Georgia
|
|
Ameris Statutory Trust I
|
|
Delaware
|
|
Ameris Sub Holding Company, Inc.
|
|
Delaware
|
|
Moultrie Real Estate Holdings, Inc.
|
|
Delaware
|
|
Quitman Real Estate Holdings, Inc.
|
|
Delaware
|
|
Thomas Real Estate Holdings, Inc.
|
|
Delaware
|
|
Citizens Real Estate Holdings, Inc.
|
|
Delaware
|
|
Cairo Real Estate Holdings, Inc.
|
|
Delaware
|
|
Southland Real Estate Holdings, Inc.
|
|
Alabama
|
|
Cordele Real Estate Holdings, Inc.
|
|
Delaware
|
|
First National Real Estate Holdings, Inc.
|
|
Delaware
|
|
M&F Real Estate Holdings, Inc.
|
|
Delaware
|
|
Tri-County Real Estate Holdings, Inc.
|
|
Delaware
|
|
First National Banc Statutory Trust I
|
|
Delaware
|
|
Prosperity Bank Statutory Trust II
|
|
Connecticut
|
|
Prosperity Bank Statutory Trust III
|
|
Delaware
|
|
Prosperity Bank Statutory Trust IV
|
|
Delaware
|
|
Prosperity Banking Capital Trust I
|
|
Delaware
|
|
Coastal Bankshares Statutory Trust I
|
|
Delaware
|
|
Coastal Bankshares Statutory Trust II
|
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Connecticut
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Merchants & Southern Statutory Trust I
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Delaware
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Merchants & Southern Statutory Trust II
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Delaware
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Atlantic BancGroup, Inc. Statutory Trust I
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Delaware
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Jacksonville Statutory Trust I
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Delaware
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Jacksonville Statutory Trust II
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Delaware
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Jacksonville Bancorp, Inc. Statutory Trust III
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Delaware
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Cherokee Statutory Trust I
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Delaware
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1.
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I have reviewed this Annual Report on Form 10-K for the year ended December 31, 2018, of Ameris Bancorp;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
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The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
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(a)
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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(b)
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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(c)
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Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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(d)
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Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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5.
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The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
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(a)
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All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
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(b)
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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Dated:
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March 1, 2019
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/s/ Dennis J. Zember Jr.
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Dennis J. Zember Jr.,
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President and Chief Executive Officer
(principal executive officer)
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1.
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I have reviewed this Annual Report on Form 10-K for the year ended December 31, 2018, of Ameris Bancorp;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
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The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
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(a)
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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(b)
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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(c)
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Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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(d)
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Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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5.
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The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
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(a)
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All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
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(b)
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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Dated:
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March 1, 2019
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/s/ Nicole S. Stokes
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Nicole S. Stokes,
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Executive Vice President and Chief Financial Officer
(principal accounting and financial officer)
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1.
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The Annual Report on Form 10-K of the Company for the year ended December 31, 2018 (the “Periodic Report”) fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934, as amended; and
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2.
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The information contained in the Periodic Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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Dated:
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March 1, 2019
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/s/ Dennis J. Zember Jr.
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Dennis J. Zember Jr.,
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President and Chief Executive Officer
(principal executive officer)
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1.
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The Annual Report on Form 10-K of the Company for the year ended December 31, 2018 (the “Periodic Report”) fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934, as amended; and
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2.
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The information contained in the Periodic Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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Dated:
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March 1, 2019
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/s/ Nicole S. Stokes
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Nicole S. Stokes,
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Executive Vice President and Chief Financial Officer
(principal accounting and financial officer)
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