Try our mobile app

Published: 2022-01-24 00:00:00 ET
<<<  go to SSB company page
HTTP/1.1 200 OK HTTP/1.1 200 OK X-Crawlera-Slave: 107.173.182.18:3128 X-Crawlera-Version: 1.60.1 accept-ranges: bytes content-type: text/html last-modified: Mon, 24 Jan 2022 21:10:03 GMT server: AmazonS3 x-amz-id-2: 8WME/eoQLmxtG+JDR2t+9vSp0eYxpoPthnKIm0ieZUAy5qy+SvSGYYEok4RBscF/6IidjqrB+so= x-amz-meta-mode: 33188 x-amz-meta-s3cmd-attrs: uid:504/gname:fitrprnt/uname:fitrprnt/gid:504/mode:33184/mtime:1643058592/atime:1643058592/md5:231829f2f1d00dbf06c47bf927e5148d/ctime:1643058599 x-amz-replication-status: COMPLETED x-amz-request-id: BNS5M9MNYQ9M8BJN x-amz-version-id: jssySmilbVeDIw1LTpkqBdElMiMDWU06 x-content-type-options: nosniff x-frame-options: SAMEORIGIN x-xss-protection: 1; mode=block x-akamai-transformed: 9 - 0 pmb=mTOE,2 expires: Thu, 06 Apr 2023 19:14:07 GMT cache-control: max-age=0, no-cache, no-store pragma: no-cache date: Thu, 06 Apr 2023 19:14:07 GMT vary: Accept-Encoding akamai-x-true-ttl: -1 strict-transport-security: max-age=31536000 ; includeSubDomains ; preload set-cookie: ak_bmsc=F841F303AF4EB636380F9AD00C14DF4A~000000000000000000000000000000~YAAQL/zDF+mRIBaHAQAAnI39VxOGfw1y1WExa2eb8k9NsDcCh3csU+IY7ddZrOSz2Ax4mQqa9zkELReqcBFysSco93UE56szl6fe4zWexKs6UE86xU/ukMbtlvYDG8zkxz0BEHqZb9368cSjOmg0SWwkXIMSoTL0FbDfZQIAAooeS6NwRbKu8sYrZD3yykW718lc+v+rE5MOjAyklaeirMSb32CzFEp2cYJWYmsQHGcZIrFJDUWhWhxgvaozORVP8guMAdulLh5eeSA+WPT8zl0erjdvxxBF1pVix6rPJ6QgXW6AbWYoQ8EX4nCXQ/H4ZwSzty9rkiwPzTVprXNB8rgXh06TeFoNKEOh7J0PUYKlitAdJuJgupVuB9jaOaloqBKL58c4BtE=; Domain=.sec.gov; Path=/; Expires=Thu, 06 Apr 2023 21:14:07 GMT; Max-Age=7200; HttpOnly set-cookie: bm_mi=9597C4E84FB6C9F45EFBD9858E699BCB~YAAQL/zDF+qRIBaHAQAAnI39VxOAteoIpeMwjiDu4pchootjEMBstiQHSbYfm+x2MdJSZqudYw1OLS9Aoafq3FwE7Hmo3L9q1B8R4RRL+EKa9OCpx44wHqxVfqm/GMe4ORpFy7SGGMshalNHgI/XT7MlKJrrNkKnapte0wa+EH5py+gm/wQHNFeyxa7xxAKBYJRKbBTWDKVS3+0/eWIh3HaXnCdxF2yZaxaR9AEh2X1bsr3BzeBofjoOp5XKgzlz4Y8BfWNiv8/pJYnW5E55Yr7x5PIvOBx2p/xnHU+adDrUWSKJ9kbuQ+ozopBUd2nCI6dr9LgSXFbW8jpa3oBIEWwhSoHjXy3wqpLtGmuNAvpxaMuJAlc69W5XbmVbfkJf1YQ4+T1Q19Meg30g7EOa~1; Domain=.sec.gov; Path=/; Expires=Thu, 06 Apr 2023 19:14:07 GMT; Max-Age=0; Secure Transfer-Encoding: chunked Proxy-Connection: close Connection: close EX-99.1 2 ssb-20220124xex99d1.htm EX-99.1

Exhibit 99.1

Graphic

SouthState Corporation Reports Fourth Quarter 2021 Results

Declares Quarterly Cash Dividend

For Immediate Release

Media Contact

Jackie Smith, 803.231.3486

WINTER HAVEN, FL – January 24, 2022 – SouthState Corporation (NASDAQ: SSB) today released its unaudited results of operations and other financial information for the three-month and twelve-month periods ended December 31, 2021.

The Company reported consolidated net income of $1.52 per diluted common share for the three months ended December 31, 2021, compared to $1.74 per diluted common share for the three months ended September 30, 2021, and compared to $1.21 per diluted common share one year ago.

Adjusted net income (non-GAAP) totaled $1.59 per diluted share for the three months ended December 31, 2021, compared to $1.94 per diluted share for the three months ended September 30, 2021, and compared to $1.44 per diluted share one year ago. Adjusted net income in the fourth quarter of 2021 excludes $5.3 million of merger-related costs (after-tax).

“We are pleased to report a solid fourth quarter to end the year,” said John C. Corbett, Chief Executive Officer. “Our teams generated another record quarter for loan production with the fourth quarter’s $3.1 billion, topping the previous record of $2.6 billion from the third quarter and leading to another quarter of strong loan growth. We reported net interest income of $258.1 million and core net interest income of $244.7 million, which we are pleased to report is a $6.4 million increase from the prior quarter. The combination of our growth momentum, surplus cash position, strong asset quality, and our location in growing markets makes us optimistic about our future.”

Highlights of the fourth quarter of 2021 include:

Returns

Reported and adjusted diluted Earnings per Share (“EPS”) of $1.52 and $1.59 (Non-GAAP), respectively
Net income and adjusted net income of $106.8 million and $112.1 million (Non-GAAP), respectively
Return on average common equity of 8.84% and reported and adjusted return on average tangible common equity of 14.6% (Non-GAAP) and 15.3% (Non-GAAP), respectively
Return on Average Assets (“ROAA”) and adjusted ROAA of 1.02% and 1.08% (Non-GAAP), respectively
Pre-Provision Net Revenue (“PPNR”) of $132.6 million (Non-GAAP), or 1.27% PPNR ROAA (Non-GAAP)
Book value per share of $69.27 increased by $0.72 per share compared to the prior quarter
Tangible Book Value (“TBV”) per share of $44.62 (Non-GAAP), up $3.46, or 8.4% from the year ago quarter
Recorded a negative provision for credit losses of $9.2 million compared to a negative provision for credit losses of $38.9 million in the prior quarter

Performance

Net interest income of $258.1 million; core net interest income (non-GAAP) (excluding loan accretion and deferred fees on PPP) increased $6.4 million from prior quarter
Total deposit cost of 0.06%, down 3 basis points from prior quarter
Noninterest income of $91.9 million, up $4.9 million compared to the prior quarter, primarily due to a $5.1 million increase in correspondent banking and capital market income and $4.2 million increase in deposit fee income, offset by a $3.5 million decrease in mortgage banking income
Noninterest expense excluding merger-related cost (Non-GAAP) increased $2.7 million compared to the prior quarter due primarily to an increase in incentive accruals, commissions, charitable donations, operational charge-offs, and higher FDIC assessment expense

Balance Sheet / Credit

Fed funds and interest-earning cash of $6.4 billion represents 15.2% of assets and provides significant optionality in a rising rate environment
Record loan production for the third straight quarter; $3.1 billion of production is 19% higher than the previous quarter
Loans, excluding PPP loans, increased $395.8 million, or 6.7% annualized, centered in $279.4 million growth in investor commercial real estate, commercial owner occupied real estate, and single family construction to permanent loans (which are included in the construction and land development loans category) and $73.4 million growth in consumer real estate loans
Total deposits increased $1.5 billion, or 17.7% annualized, with core deposit growth totaling $1.7 billion, or 21.8% annualized
32.8% of deposits are noninterest-bearing

Net charge-offs of $960 thousand, or 0.02% annualized

Capital Returns

Repurchased 632,450 shares during 4Q 2021 at a weighted average price of $79.35, bringing total 2021 repurchases to approximately 1.82 million shares at a weighted average price of $80.51; approximately 6,000 shares purchased in January 2022

Subsequent Events

Received OCC and Atlantic Capital Bancshares, Inc. (“ACBI”) shareholders’ approvals for the ACBI merger, awaiting FRB approval
Declared a cash dividend on common stock of $0.49 per share, payable on February 18, 2022 to shareholders of record as of February 11, 2022

2


Financial Performance

Three Months Ended

Twelve Months Ended

(Dollars in thousands, except per share data)

Dec. 31,

Sep. 30,

Jun. 30,

Mar. 31,

Dec. 31,

Dec. 31,

Dec. 31,

INCOME STATEMENT

2021

2021

2021

2021

2020

2021

2020

Interest income

Loans, including fees (1)

$

238,310

$

246,065

$

246,177

$

259,967

$

269,632

$

990,519

$

851,199

Investment securities, trading securities, federal funds sold and securities

purchased under agreements to resell

29,071

25,384

21,364

18,509

16,738

94,328

58,830

Total interest income

267,381

271,449

267,541

278,476

286,370

1,084,847

910,029

Interest expense

Deposits

5,121

7,267

9,537

11,257

13,227

33,182

55,442

Federal funds purchased, securities sold under agreements

to repurchase, and other borrowings

4,156

4,196

4,874

5,221

7,596

18,447

28,122

Total interest expense

9,277

11,463

14,411

16,478

20,823

51,629

83,564

Net interest income

258,104

259,986

253,130

261,998

265,547

1,033,218

826,465

(Recovery) provision for credit losses

(9,157)

(38,903)

(58,793)

(58,420)

18,185

(165,273)

235,989

Net interest income after (recovery) provision for credit losses

267,261

298,889

311,923

320,418

247,362

1,198,491

590,476

Noninterest income

91,894

87,010

79,020

96,285

97,871

354,209

311,140

Noninterest expense

Pre-tax operating expense

217,392

214,672

218,707

218,702

219,719

869,473

672,696

Merger and/or branch consolid. expense

6,645

17,618

32,970

10,009

19,836

67,242

85,906

Extinguishment of debt cost

11,706

11,706

SWAP termination expense

38,787

38,787

Federal Home Loan Bank advances prepayment fee

56

255

Total noninterest expense

224,037

232,290

263,383

228,711

278,398

948,421

797,644

Income before provision for income taxes

135,118

153,609

127,560

187,992

66,835

604,279

103,972

Income taxes provision (benefit)

28,272

30,821

28,600

41,043

(19,401)

128,736

(16,660)

Net income

$

106,846

$

122,788

$

98,960

$

146,949

$

86,236

$

475,543

$

120,632

Adjusted net income (non-GAAP) (2)

Net income (GAAP)

$

106,846

$

122,788

$

98,960

$

146,949

$

86,236

$

475,543

$

120,632

Securities gains, net of tax

(2)

(51)

(28)

(29)

(81)

(41)

Income taxes benefit - carryback tax loss

(31,468)

(31,468)

FHLB prepayment penalty, net of tax

46

200

Pension plan termination expense, net of tax

SWAP termination expense, net of tax

31,784

31,784

Initial provision for credit losses - NonPCD loans and UFC

92,212

Merger and/or branch consolid. expense, net of tax

5,255

14,083

25,578

7,824

16,255

52,740

68,369

Extinguishment of debt cost, net of tax

9,081

9,081

Adjusted net income (non-GAAP)

$

112,099

$

136,820

$

133,591

$

154,773

$

102,824

$

537,283

$

281,688

Basic earnings per common share

$

1.53

$

1.75

$

1.40

$

2.07

$

1.22

$

6.76

$

2.20

Diluted earnings per common share

$

1.52

$

1.74

$

1.39

$

2.06

$

1.21

$

6.71

$

2.19

Adjusted net income per common share - Basic (non-GAAP) (2)

$

1.61

$

1.95

$

1.89

$

2.18

$

1.45

$

7.63

$

5.14

Adjusted net income per common share - Diluted (non-GAAP) (2)

$

1.59

$

1.94

$

1.87

$

2.17

$

1.44

$

7.58

$

5.12

Dividends per common share

$

0.49

$

0.49

$

0.47

$

0.47

$

0.47

$

1.92

$

1.88

Basic weighted-average common shares outstanding

69,651,334

70,066,235

70,866,193

71,009,209

70,941,200

70,393,262

54,755,518

Diluted weighted-average common shares outstanding

70,289,971

70,575,726

71,408,888

71,484,490

71,294,864

70,888,896

55,062,748

Effective tax rate

20.92%

20.06%

22.42%

21.83%

(29.03)%

21.30%

(16.02)%

Adjusted effective tax rate

20.92%

20.06%

22.42%

21.83%

18.05%

21.30%

14.24%

3


Performance and Capital Ratios

Three Months Ended

Twelve Months Ended

Dec. 31,

Sep. 30,

Jun. 30,

Mar. 31,

Dec. 31,

Dec. 31,

Dec. 31,

2021

2021

2021

2021

2020

2021

2020

PERFORMANCE RATIOS

Return on average assets (annualized)

1.02

%

1.20

%

1.00

%

1.56

%

0.90

%

1.19

%

0.42

%

Adjusted return on average assets (annualized) (non-GAAP) (2)

1.08

%

1.34

%

1.35

%

1.64

%

1.08

%

1.34

%

0.98

%

Return on average equity (annualized)

8.84

%

10.21

%

8.38

%

12.71

%

7.45

%

10.01

%

3.35

%

Adjusted return on average equity (annualized) (non-GAAP) (2)

9.28

%

11.37

%

11.31

%

13.39

%

8.88

%

11.31

%

7.81

%

Return on average tangible common equity (annualized) (non-GAAP) (3)

14.63

%

16.86

%

14.12

%

21.16

%

13.05

%

16.64

%

6.67

%

Adjusted return on average tangible common equity (annualized) (non-GAAP) (2) (3)

15.30

%

18.68

%

18.74

%

22.24

%

15.35

%

18.68

%

14.14

%

Efficiency ratio (tax equivalent)

61.27

%

64.22

%

76.28

%

61.06

%

73.59

%

65.55

%

67.47

%

Adjusted efficiency ratio (non-GAAP) (4)

59.39

%

59.16

%

62.88

%

58.27

%

57.52

%

59.88

%

56.53

%

Dividend payout ratio (5)

32.02

%

27.94

%

33.65

%

22.72

%

38.67

%

28.43

%

81.45

%

Book value per common share

$

69.27

$

68.55

$

67.60

$

66.42

$

65.49

Tangible book value per common share (non-GAAP) (3)

$

44.62

$

43.98

$

43.07

$

42.02

$

41.16

CAPITAL RATIOS

Equity-to-assets

11.4

%

11.7

%

11.8

%

11.9

%

12.3

%

Tangible equity-to-tangible assets (non-GAAP) (3)

7.7

%

7.8

%

7.8

%

7.9

%

8.1

%

Tier 1 leverage (6) *

8.1

%

8.1

%

8.1

%

8.5

%

8.3

%

Tier 1 common equity (6) *

11.8

%

11.9

%

12.1

%

12.2

%

11.8

%

Tier 1 risk-based capital (6) *

11.8

%

11.9

%

12.1

%

12.2

%

11.8

%

Total risk-based capital (6) *

13.6

%

13.8

%

14.1

%

14.5

%

14.2

%

*The regulatory capital ratios presented above include the assumption of the transitional method relative to the CARES Act in relief of COVID-19 pandemic on the economy and financial institutions in the United States. The referenced relief allows a total five-year “phase in” of the CECL impact on capital and relief over the next two years for the impact on the allowance for credit losses resulting from COVID-19.

4


Balance Sheet

Ending Balance

(Dollars in thousands, except per share and share data)

Dec. 31,

Sep. 30,

Jun. 30,

Mar. 31,

Dec. 31,

BALANCE SHEET

2021

2021

2021

2021

2020

Assets

Cash and due from banks

$

476,653

$

597,321

$

529,434

$

392,556

$

363,306

Federal Funds Sold and interest-earning deposits with banks

6,366,494

5,701,002

5,875,078

5,581,581

4,245,949

Cash and cash equivalents

6,843,147

6,298,323

6,404,512

5,974,137

4,609,255

Trading securities, at fair value

77,689

61,294

89,925

83,947

10,674

Investment securities:

Securities held to maturity

1,819,901

1,641,485

1,189,265

1,214,313

955,542

Securities available for sale, at fair value

5,193,478

4,631,554

4,369,159

3,891,490

3,330,672

Other investments

160,568

160,592

160,607

161,468

160,443

Total investment securities

7,173,947

6,433,631

5,719,031

5,267,271

4,446,657

Loans held for sale

191,723

242,813

171,447

352,997

290,467

Loans:

Purchased credit deteriorated

1,987,322

2,255,874

2,434,259

2,680,466

2,915,809

Purchased non-credit deteriorated

5,890,069

6,554,647

7,457,950

8,433,913

9,458,869

Non-acquired

16,050,775

14,978,428

14,140,869

13,377,086

12,289,456

Less allowance for credit losses

(301,807)

(314,144)

(350,401)

(406,460)

(457,309)

Loans, net

23,626,359

23,474,805

23,682,677

24,085,005

24,206,825

Other real estate owned ("OREO")

2,736

3,687

5,039

11,471

11,914

Premises and equipment, net

558,499

569,817

568,473

569,171

579,239

Bank owned life insurance

783,049

778,552

773,452

562,624

559,368

Mortgage servicing rights

65,620

60,922

57,351

54,285

43,820

Core deposit and other intangibles

128,067

136,584

145,126

153,861

162,592

Goodwill

1,581,085

1,581,085

1,581,085

1,579,758

1,563,942

Other assets

928,111

1,262,195

1,177,751

1,035,805

1,305,120

Total assets

$

41,960,032

$

40,903,708

$

40,375,869

$

39,730,332

$

37,789,873

Liabilities and Shareholders' Equity

Deposits:

Noninterest-bearing

$

11,498,840

$

11,333,881

$

11,176,338

$

10,801,812

$

9,711,338

Interest-bearing

23,555,989

22,226,677

22,066,031

21,639,598

20,982,544

Total deposits

35,054,829

33,560,558

33,242,369

32,441,410

30,693,882

Federal funds purchased and securities

sold under agreements to repurchase

781,239

859,736

862,429

878,581

779,666

Other borrowings

327,066

326,807

351,548

390,323

390,179

Reserve for unfunded commitments

30,510

28,289

30,981

35,829

43,380

Other liabilities

963,448

1,335,377

1,130,919

1,264,369

1,234,886

Total liabilities

37,157,092

36,110,767

35,618,247

35,010,512

33,141,993

Shareholders' equity:

Common stock - $2.50 par value; authorized 160,000,000 shares

173,331

174,795

175,957

177,651

177,434

Surplus

3,653,098

3,693,622

3,720,946

3,772,248

3,765,406

Retained earnings

997,657

925,044

836,584

770,952

657,451

Accumulated other comprehensive (loss) income

(21,146)

(520)

24,136

(1,031)

47,589

Total shareholders' equity

4,802,940

4,792,941

4,757,623

4,719,820

4,647,880

Total liabilities and shareholders' equity

$

41,960,032

$

40,903,708

$

40,375,869

$

39,730,332

$

37,789,873

Common shares issued and outstanding

69,332,297

69,918,037

70,382,728

71,060,446

70,973,477

5


Net Interest Income and Margin

Three Months Ended

Dec. 31, 2021

Sep. 30, 2021

Dec. 31, 2020

(Dollars in thousands)

Average

Income/

Yield/

Average

Income/

Yield/

Average

Income/

Yield/

YIELD ANALYSIS

Balance

Expense

Rate

Balance

Expense

Rate

Balance

Expense

Rate

Interest-Earning Assets:

Federal funds sold and interest-earning deposits with banks

$

6,070,349

$

2,224

0.15%

$

6,072,760

$

2,199

0.14%

$

4,509,137

$

1,098

0.10%

Investment securities

6,945,952

26,847

1.53%

6,084,812

23,185

1.51%

4,070,218

15,641

1.53%

Loans held for sale

206,920

1,526

2.93%

184,547

1,307

2.81%

382,115

2,328

2.42%

Total loans, excluding PPP

23,445,336

230,337

3.90%

22,937,207

226,083

3.91%

22,701,840

245,273

4.30%

Total PPP loans

363,083

6,447

7.04%

939,111

18,675

7.89%

2,189,696

22,031

4.00%

Total loans held for investment

23,808,419

236,784

3.95%

23,876,318

244,758

4.07%

24,891,536

267,304

4.27%

Total interest-earning assets

37,031,640

267,381

2.86%

36,218,437

271,449

2.97%

33,853,006

286,371

3.37%

Noninterest-earning assets

4,328,068

4,375,329

4,174,105

Total Assets

$

41,359,708

$

40,593,766

$

38,027,111

Interest-Bearing Liabilities:

Transaction and money market accounts

$

16,492,540

$

2,230

0.05%

$

15,908,784

$

3,110

0.08%

$

14,038,057

$

6,675

0.19%

Savings deposits

3,267,366

135

0.02%

3,126,055

241

0.03%

2,667,211

505

0.08%

Certificates and other time deposits

2,889,741

2,756

0.38%

3,256,488

3,916

0.48%

3,805,708

6,047

0.63%

Federal funds purchased

493,776

107

0.09%

479,960

101

0.08%

366,071

80

0.09%

Repurchase agreements

390,212

150

0.15%

380,850

158

0.16%

388,386

355

0.36%

Other borrowings

326,921

3,899

4.73%

334,256

3,937

4.67%

876,781

7,161

3.25%

Total interest-bearing liabilities

23,860,556

9,277

0.15%

23,486,393

11,463

0.19%

22,142,214

20,823

0.37%

Noninterest-bearing liabilities ("Non-IBL")

12,704,738

12,333,922

11,277,541

Shareholders' equity

4,794,414

4,773,451

4,607,356

Total Non-IBL and shareholders' equity

17,499,152

17,107,373

15,884,897

Total Liabilities and Shareholders' Equity

$

41,359,708

$

40,593,766

$

38,027,111

Net Interest Income and Margin (Non-Tax Equivalent)

$

258,104

2.77%

$

259,986

2.85%

$

265,548

3.12%

Net Interest Margin (Tax Equivalent)

2.78%

2.86%

3.14%

Total Deposit Cost (without Debt and Other Borrowings)

0.06%

0.09%

0.17%

Overall Cost of Funds (including Demand Deposits)

0.10%

0.13%

0.26%

Total Accretion on Acquired Loans (1)

$

7,707

$

5,243

$

12,686

Total Deferred Fees on PPP Loans

$

5,655

$

16,369

$

16,614

TEFRA (included in NIM, Tax Equivalent)

$

1,734

$

1,477

$

1,663

(1)The remaining loan discount on acquired loans to be accreted into loan interest income totals $68.0 million and the remaining net deferred fees on PPP loans totals $1.1 million as of December 31, 2021.

6


Noninterest Income and Expense

Three Months Ended

Twelve Months Ended

Dec. 31,

Sep. 30,

Jun. 30,

Mar. 31,

Dec. 31,

Dec. 31,

Dec. 31,

(Dollars in thousands)

2021

2021

2021

2021

2020

2021

2020

Noninterest Income:

Fees on deposit accounts

$

30,293

$

26,130

$

23,936

$

25,282

$

25,153

$

105,641

$

84,319

Mortgage banking income

12,044

15,560

10,115

26,880

25,162

64,599

106,202

Trust and investment services income

9,520

9,150

9,733

8,578

7,506

36,981

29,437

Securities gains, net

2

64

36

35

102

50

Correspondent banking and capital market income

30,216

25,164

25,877

28,748

27,751

110,005

64,743

Bank owned life insurance income

4,932

5,132

5,047

3,300

3,341

18,410

11,379

Other

4,887

5,810

4,276

3,498

8,923

18,471

15,010

Total Noninterest Income

$

91,894

$

87,010

$

79,020

$

96,286

$

97,871

$

354,209

$

311,140

Noninterest Expense:

Salaries and employee benefits

$

137,321

$

136,969

$

137,379

$

140,361

$

138,982

$

552,030

$

416,599

Swap termination expense

38,787

38,787

Occupancy expense

22,915

23,135

22,844

23,331

23,496

92,225

75,587

Information services expense

18,489

18,061

19,078

18,789

19,527

74,417

59,843

FHLB prepayment penalty

56

255

OREO and loan related expense

(740)

1,527

240

1,002

728

2,029

3,568

Business development and staff related

4,577

4,424

4,305

3,371

3,835

16,677

10,125

Amortization of intangibles

8,517

8,543

8,968

9,164

9,760

35,192

26,992

Professional fees

2,639

2,415

2,301

3,274

4,306

10,629

14,033

Supplies and printing expense

2,179

2,310

2,500

2,670

2,809

9,659

8,679

FDIC assessment and other regulatory charges

4,965

4,245

4,931

3,841

3,403

17,982

10,713

Advertising and marketing

2,375

2,185

1,659

1,740

1,544

7,959

4,092

Other operating expenses

14,155

10,858

14,502

11,159

11,329

50,674

42,465

Branch consolidation and merger expense

6,645

17,618

32,970

10,009

19,836

67,242

85,906

Extinguishment of debt cost

11,706

11,706

Total Noninterest Expense

$

224,037

$

232,290

$

263,383

$

228,711

$

278,398

$

948,421

$

797,644

7


Loans and Deposits

The following table presents a summary of the loan portfolio by type (dollars in thousands):

Ending Balance

(Dollars in thousands)

Dec. 31,

Sep. 30,

Jun. 30,

Mar. 31,

Dec. 31,

LOAN PORTFOLIO

2021

2021

2021

2021

2020

Construction and land development *

$

2,029,216

$

2,032,731

$

1,947,646

$

1,888,240

$

1,890,846

Investor commercial real estate*

7,432,503

7,131,192

7,094,109

6,978,326

7,007,146

Commercial owner occupied real estate

4,970,116

4,988,490

4,895,189

4,817,346

4,832,697

Commercial and industrial, excluding PPP

3,516,485

3,458,520

3,121,625

3,140,893

3,112,848

Consumer real estate *

4,806,958

4,733,567

4,748,693

4,835,567

4,974,808

Consumer/other

928,240

943,243

907,181

885,320

912,327

Total loans, excluding PPP

23,683,518

23,287,743

22,714,443

22,545,692

22,730,672

PPP loans

244,648

501,206

1,318,635

1,945,773

1,933,462

Total Loans

$

23,928,166

$

23,788,949

$

24,033,078

$

24,491,465

$

24,664,134

As a result of the conversion of legacy CenterState’s core system to the Company’s core system completed in 2Q 2021, several loans were reclassified to conform with the Company’s loan segmentation, most notably residential investment loans which were reclassed from consumer real estate to investor commercial real estate. All periods prior to 2Q 2021 presented above were revised to conform with the current loan segmentation.

* Single family home construction-to-permanent loans originated by the Company’s mortgage banking division are included in construction and land development category until completion. Investor commercial real estate loans include commercial non-owner occupied real estate and other income producing property. Consumer real estate includes consumer owner occupied real estate and home equity loans.

† Includes single family home construction-to-permanent loans of $686.5 million, $665.0 million, $599.4 million, $559.5 million, and $635.8 million, for the quarters ended December 31, 2021, September 30, 2021, June 30, 2021, March 31, 2021, and December 31, 2020, respectively.

Ending Balance

(Dollars in thousands)

Dec. 31,

Sep. 30,

Jun. 30,

Mar. 31,

Dec. 31,

DEPOSITS

2021

2021

2021

2021

2020

Noninterest-bearing checking

$

11,498,840

$

11,333,881

$

11,176,338

$

10,801,812

$

9,711,338

Interest-bearing checking

9,018,987

7,920,236

7,651,433

7,369,066

6,955,575

Savings

3,350,547

3,201,543

3,051,229

2,906,673

2,694,010

Money market

8,376,380

8,110,162

8,024,117

7,884,132

7,584,353

Time deposits

2,810,075

2,994,736

3,339,252

3,479,727

3,748,605

Total Deposits

$

35,054,829

$

33,560,558

$

33,242,369

$

32,441,410

$

30,693,881

Core Deposits (excludes Time Deposits)

$

32,244,754

$

30,565,822

$

29,903,117

$

28,961,683

$

26,945,276

8


Asset Quality

Ending Balance

Dec. 31,

Sep. 30,

Jun. 30,

Mar. 31,

Dec. 31,

(Dollars in thousands)

2021

2021

2021

2021

2020

NONPERFORMING ASSETS:

Non-acquired

Non-acquired nonperforming loans

$

23,312

$

25,529

$

16,624

$

21,034

$

29,171

Non-acquired OREO and other nonperforming assets

590

365

695

654

688

Total non-acquired nonperforming assets

23,902

25,894

17,319

21,688

29,859

Acquired

Acquired nonperforming loans

56,969

64,672

69,053

80,024

77,668

Acquired OREO and other nonperforming assets

2,875

3,804

4,777

11,292

11,568

Total acquired nonperforming assets

59,844

68,476

73,830

91,316

89,236

Total nonperforming assets

$

83,746

$

94,370

$

91,149

$

113,004

$

119,095

Three Months Ended

Dec. 31,

Sep. 30,

Jun. 30,

Mar. 31,

Dec. 31,

2021

2021

2021

2021

2020

ASSET QUALITY RATIOS:

Allowance for credit losses as a percentage of loans

1.26%

1.32%

1.46%

1.66%

1.85%

Allowance for credit losses as a percentage of loans, excluding PPP loans

1.27%

1.35%

1.54%

1.80%

2.01%

Allowance for credit losses as a percentage of nonperforming loans

375.94%

348.27%

408.98%

402.20%

428.04%

Net charge-offs (recoveries) as a percentage of average loans (annualized)

0.02%

0.00%

0.03%

(0.00)%

0.01%

Total nonperforming assets as a percentage of total assets

0.20%

0.23%

0.23%

0.28%

0.32%

Nonperforming loans as a percentage of period end loans

0.34%

0.38%

0.36%

0.41%

0.43%

Current Expected Credit Losses (“CECL”)

Below is a table showing the roll forward of the ACL and UFC for the fourth quarter of 2021:

Allowance for Credit Losses ("ACL and UFC")

NonPCD ACL

PCD ACL

Total

UFC

Ending Balance 9/30/2021

$

221,381

$

92,763

$

314,144

$

28,289

Charge offs

(3,138)

(3,138)

Acquired charge offs

(380)

(498)

(878)

Recoveries

1,385

1,385

Acquired recoveries

460

1,211

1,671

Provision (recovery) for credit losses

5,519

(16,896)

(11,377)

2,221

Ending balance 12/31/2021

$

225,227

$

76,580

$

301,807

$

30,510

Period end loans (includes PPP Loans)

$

21,940,844

$

1,987,322

$

23,928,166

N/A

Reserve to Loans (includes PPP Loans)

1.03%

3.85%

1.26%

N/A

Period end loans (excludes PPP Loans)

$

21,696,196

$

1,987,322

$

23,683,518

N/A

Reserve to Loans (excludes PPP Loans)

1.04%

3.85%

1.27%

N/A

Unfunded commitments (off balance sheet) *

$

5,787,524

Reserve to unfunded commitments (off balance sheet)

0.53%

* Unfunded commitments exclude unconditionally cancelable commitments and letters of credit.

Conference Call

The Company will host a conference call to discuss its fourth quarter results at 10:00 a.m. Eastern Time on January 25, 2022.  Management from Atlantic Capital Bancshares, Inc. will participate in this call to provide some commentary on its financial results for the quarter.  Callers wishing to participate may call toll-free by dialing 844-200-6205.  The number for international participants is (929) 526-1599.  The conference ID number is 642852.   Alternatively, individuals may listen to the live webcast of the presentation by visiting SouthStateBank.com.   An audio replay of the live webcast is expected to be available by the evening of January 25, 2022 on the Investor Relations section of SouthStateBank.com.

SouthState Corporation is a financial services company headquartered in Winter Haven, Florida.  SouthState Bank, N.A., the Company’s nationally chartered bank subsidiary, provides consumer, commercial, mortgage and wealth management solutions to more than one million customers throughout Florida, Alabama, Georgia, the Carolinas and Virginia.  The Bank also serves clients coast to coast through its correspondent banking division.  Additional information is available at SouthStateBank.com.

9


###

Non-GAAP Measures

Statements included in this press release include non-GAAP measures and should be read along with the accompanying tables that provide a reconciliation of non-GAAP measures to GAAP measures.  Management believes that these non-GAAP measures provide additional useful information, which allows readers to evaluate the ongoing performance of the Company.  Non-GAAP measures should not be considered as an alternative to any measure of performance or financial condition as promulgated under GAAP, and investors should consider the company's performance and financial condition as reported under GAAP and all other relevant information when assessing the performance or financial condition of the company.  Non-GAAP measures have limitations as analytical tools, and investors should not consider them in isolation or as a substitute for analysis of the company's results or financial condition as reported under GAAP.

(Dollars in thousands)

PRE-PROVISION NET REVENUE ("PPNR") (NON-GAAP)

Dec. 31, 2021

Sep. 30, 2021

Jun. 30, 2021

Mar. 31, 2021

Dec. 31, 2020

Net income (GAAP)

$

106,846

$

122,788

$

98,960

$

146,949

$

86,236

(Recovery) provision for credit losses

(9,157)

(38,903)

(58,793)

(58,420)

18,185

Tax provision (benefit)

28,272

30,821

28,600

41,043

(19,401)

Merger-related costs

6,645

17,618

32,970

10,009

19,836

Extinguishment of debt costs

11,706

Securities gains

(2)

(64)

(36)

(35)

FHLB advance prepayment cost

56

Swap termination cost

38,787

Pre-provision net revenue (PPNR) (Non-GAAP)

$

132,604

$

132,260

$

113,407

$

139,581

$

143,664

Average asset balance (GAAP)

$

41,359,708

$

40,593,766

$

39,832,752

$

38,245,410

$

38,027,111

PPNR ROAA

1.27

%

1.29

%

1.14

%

1.48

%

1.50

%

(Dollars in thousands)

CORE NET INTEREST INCOME (NON-GAAP)

Dec. 31, 2021

Sep. 30, 2021

Jun. 30, 2021

Mar. 31, 2021

Dec. 31, 2020

Net interest income (GAAP)

$

258,104

$

259,986

$

253,130

$

261,998

$

265,547

Less:

Total accretion on acquired loans

7,707

5,243

6,292

10,416

12,686

Total deferred fees on PPP loans

5,655

16,369

14,232

20,402

16,614

Core net interest income (Non-GAAP)

$

244,742

$

238,374

$

232,606

$

231,180

$

236,247

10


Three Months Ended

Twelve Months Ended

(Dollars in thousands, except per share data)

Dec. 31,

Sep. 30,

Jun. 30,

Mar. 31,

Dec. 31,

Dec. 31,

Dec. 31,

RECONCILIATION OF GAAP TO NON-GAAP

2021

2021

2021

2021

2020

2021

2020

Adjusted Net Income (non-GAAP) (2)

Net income (GAAP)

$

106,846

$

122,788

$

98,960

$

146,949

$

86,236

$

475,543

$

120,632

Securities gains, net of tax

(2)

(51)

(28)

(29)

(81)

(41)

PCL - NonPCD loans and unfunded commitments

92,212

Pension plan termination expense, net of tax

Swap termination expense, net of tax

31,784

31,784

Benefit for income taxes - carryback tax loss

(31,468)

(31,468)

FHLB prepayment penalty, net of tax

46

200

Merger and branch consolidation/acq. expense, net of tax

5,255

14,083

25,578

7,824

16,255

52,740

68,369

Extinguishment of debt cost, net of tax

9,081

9,081

Adjusted net income (non-GAAP)

$

112,099

$

136,820

$

133,591

$

154,773

$

102,824

$

537,283

$

281,688

Adjusted Net Income per Common Share - Basic (2)

Earnings per common share - Basic (GAAP)

$

1.53

$

1.75

$

1.40

$

2.07

$

1.22

$

6.76

$

2.20

Effect to adjust for securities gains

(0.00)

(0.00)

(0.00)

(0.00)

(0.00)

Effect to adjust for PCL - NonPCD loans and unfunded commitments

1.68

Effect to adjust for swap termination expense, net of tax

0.45

0.58

Effect to adjust for benefit for income taxes - carryback tax loss

(0.44)

(0.57)

Effect to adjust for FHLB prepayment penalty, net of tax

0.00

0.00

Effect to adjust for merger and branch consol./acq expenses, net of tax

0.08

0.20

0.36

0.11

0.23

0.75

1.25

Effect to adjust for extinguishment of debt cost

0.13

0.12

Adjusted net income per common share - Basic (non-GAAP)

$

1.61

$

1.95

$

1.89

$

2.18

$

1.45

$

7.63

$

5.14

Adjusted Net Income per Common Share - Diluted (2)

Earnings per common share - Diluted (GAAP)

$

1.52

$

1.74

$

1.39

$

2.06

$

1.21

$

6.71

$

2.19

Effect to adjust for securities gains

(0.00)

(0.00)

(0.00)

(0.00)

(0.00)

Effect to adjust for PCL - NonPCD loans and unfunded commitments

1.67

Effect to adjust for swap termination expense, net of tax

0.45

0.58

Effect to adjust for benefit for income taxes - carryback tax loss

(0.44)

(0.57)

Effect to adjust for FHLB prepayment penalty, net of tax

0.00

0.00

Effect to adjust for merger and branch consol./acq expenses, net of tax

0.07

0.20

0.35

0.11

0.23

0.74

1.25

Effect to adjust for extinguishment of debt cost

0.13

0.13

Adjusted net income per common share - Diluted (non-GAAP)

$

1.59

$

1.94

$

1.87

$

2.17

$

1.44

$

7.58

$

5.12

Adjusted Return on Average Assets (2)

Return on average assets (GAAP)

1.02

%

1.20

%

1.00

%

1.56

%

0.90

%

1.19

%

0.42

%

Effect to adjust for securities gains

(0.00)

%

(0.00)

%

(0.00)

%

%

(0.00)

%

(0.00)

%

(0.00)

%

Effect to adjust for PCL - NonPCD loans and unfunded commitments

%

%

%

%

%

%

0.32

%

Effect to adjust for swap termination expense

%

%

%

%

0.33

%

%

0.12

%

Effect to adjust for benefit for income taxes - carryback tax loss

%

%

%

%

(0.33)

%

%

(0.11)

%

Effect to adjust for FHLB prepayment penalty, net of tax

%

%

%

%

0.00

%

%

0.00

%

Effect to adjust for merger and branch consol./acq expenses, net of tax

0.06

%

0.14

%

0.26

%

0.08

%

0.18

%

0.13

%

0.23

%

Effect to adjust for extinguishment of debt cost

%

%

0.09

%

%

%

0.02

%

%

Adjusted return on average assets (non-GAAP)

1.08

%

1.34

%

1.35

%

1.64

%

1.08

%

1.34

%

0.98

%

Adjusted Return on Average Common Equity (2)

Return on average common equity (GAAP)

8.84

%

10.21

%

8.38

%

12.71

%

7.45

%

10.01

%

3.35

%

Effect to adjust for securities gains

(0.00)

%

(0.00)

%

(0.00)

%

%

(0.00)

%

(0.00)

%

(0.00)

%

Effect to adjust for PCL - NonPCD loans and unfunded commitments

%

%

%

%

%

%

2.56

%

Effect to adjust for swap termination expense

%

%

%

%

2.74

%

%

0.88

%

Effect to adjust for benefit for income taxes - carryback tax loss

%

%

%

%

(2.72)

%

%

(0.87)

%

Effect to adjust for FHLB prepayment penalty, net of tax

%

%

%

%

(0.00)

%

%

0.01

%

Effect to adjust for merger and branch consol./acq expenses, net of tax

0.44

%

1.16

%

2.16

%

0.68

%

1.41

%

1.11

%

1.88

%

Effect to adjust for extinguishment of debt cost

%

%

0.77

%

%

0.19

%

%

Adjusted return on average common equity (non-GAAP)

9.28

%

11.37

%

11.31

%

13.39

%

8.88

%

11.31

%

7.81

%

Adjusted Return on Average Common Tangible Equity (2) (3)

Return on average common equity (GAAP)

8.84

%

10.21

%

8.38

%

12.71

%

7.45

%

10.01

%

3.35

%

Effect to adjust for securities gains

(0.00)

%

(0.00)

%

(0.00)

%

%

(0.00)

%

(0.00)

%

(0.00)

%

Effect to adjust for PCL - NonPCD loans and unfunded commitments

%

%

%

%

%

%

2.56

%

Effect to adjust for swap termination expense

%

%

%

%

2.74

%

%

3.51

%

Effect to adjust for benefit for income taxes - carryback tax loss

%

%

%

%

(2.72)

%

%

(0.87)

%

Effect to adjust for FHLB prepayment penalty, net of tax

%

%

%

%

%

%

0.01

%

Effect to adjust for merger and branch consol./acq expenses, net of tax

0.43

%

1.17

%

2.16

%

0.68

%

1.40

%

1.11

%

1.90

%

Effect to adjust for extinguishment of debt cost

%

%

0.77

%

%

0.19

%

%

Effect to adjust for intangible assets

6.03

%

7.30

%

7.43

%

8.85

%

6.48

%

7.37

%

3.68

%

Adjusted return on average common tangible equity (non-GAAP)

15.30

%

18.68

%

18.74

%

22.24

%

15.35

%

18.68

%

14.14

%

11


Three Months Ended

Twelve Months Ended

(Dollars in thousands, except per share data)

Dec. 31,

Sep. 30,

Jun. 30,

Mar. 31,

Dec. 31,

Dec. 31,

Dec. 31,

RECONCILIATION OF GAAP TO NON-GAAP

2021

2021

2021

2021

2020

2021

2020

Adjusted Efficiency Ratio (4)

Efficiency ratio

61.27

%

64.22

%

76.28

%

61.06

%

73.59

%

65.55

%

67.47

%

Effect to adjust for merger and branch consolidation related expenses

(1.89)

%

(5.06)

%

(13.38)

%

(2.79)

%

(16.07)

%

(5.67)

%

(10.94)

%

Adjusted efficiency ratio

59.38

%

59.16

%

62.88

%

58.26

%

57.52

%

59.88

%

56.53

%

Tangible Book Value Per Common Share (3)

Book value per common share (GAAP)

$

69.27

$

68.55

$

67.60

$

66.42

$

65.49

Effect to adjust for intangible assets

(24.65)

(24.57)

(24.53)

(24.40)

(24.33)

Tangible book value per common share (non-GAAP)

$

44.62

$

43.98

$

43.07

$

42.02

$

41.16

Tangible Equity-to-Tangible Assets (3)

Equity-to-assets (GAAP)

11.45

%

11.72

%

11.78

%

11.88

%

12.30

%

Effect to adjust for intangible assets

(3.76)

%

(3.87)

%

(3.94)

%

(4.02)

%

(4.20)

%

Tangible equity-to-tangible assets (non-GAAP)

7.69

%

7.85

%

7.84

%

7.86

%

8.10

%

Certain prior period information has been reclassified to conform to the current period presentation, and these reclassifications had no impact on net income or equity as previously reported.

Footnotes to tables:

(1)Includes loan accretion (interest) income related to the discount on acquired loans of $7.7 million, $5.2 million, $6.3 million, $10.4 million, and $12.7 million, respectively, during the five quarters above.
(2)Adjusted earnings, adjusted return on average assets, adjusted EPS, and adjusted return on average equity are non-GAAP measures and exclude the gains or losses on sales of securities, FHLB Advances prepayment penalty, initial provision for credit losses on non-PCD loans and unfunded commitments, income tax benefit related to the carryback of tax losses under the CARES Act, swap termination expense, extinguishment of debt cost and merger and branch consolidation related expense.  Management believes that non-GAAP adjusted measures provide additional useful information that allows readers to evaluate the ongoing performance of the company.  Non-GAAP measures should not be considered as an alternative to any measure of performance or financial condition as promulgated under GAAP, and investors should consider the company's performance and financial condition as reported under GAAP and all other relevant information when assessing the performance or financial condition of the company.  Non-GAAP measures have limitations as analytical tools, and investors should not consider them in isolation or as a substitute for analysis of the company's results or financial condition as reported under GAAP.  Adjusted earnings and the related adjusted return measures (non-GAAP) exclude the following from net income (GAAP) on an after-tax basis:  (a) pre-tax merger and branch consolidation related expense of $6.6 million, $17.6 million, $33.0 million, $10.0 million, and $19.8 million for the quarters ended December 31, 2021, September 30, 2021, June 30, 2021, March 31, 2021, and December 31, 2020, respectively; (b) net securities gains of $2,000, $64,000, $36,000, and $35,000 for the quarters ended December 31, 2021, September 30, 2021, June 30, 2021, and December 31, 2020, respectively; (c) FHLB prepayment penalty of $56,000 for the quarter ended December 31, 2020; and (d) swap termination expense of $38.8 million for the quarter ended December 31, 2020; (e) tax carryback losses under the CARES Act of $31.5 million for the quarter ended December 31, 2020.
(3)The tangible measures are non-GAAP measures and exclude the effect of period end or average balance of intangible assets.  The tangible returns on equity and common equity measures also add back the after-tax amortization of intangibles to GAAP basis net income.  Management believes that these non-GAAP tangible measures provide additional useful information, particularly since these measures are widely used by industry analysts for companies with prior merger and acquisition activities.  Non-GAAP measures should not be considered as an alternative to any measure of performance or financial condition as promulgated under GAAP, and investors should consider the company's performance and financial condition as reported under GAAP and all other relevant information when assessing the performance or financial condition of the company.  Non-GAAP measures have limitations as analytical tools, and investors should not consider them in isolation or as a substitute for analysis of the company's results or financial condition as reported under GAAP. The sections titled "Reconciliation of Non-GAAP to GAAP" provide tables that reconcile non-GAAP measures to GAAP.
(4)Adjusted efficiency ratio is calculated by taking the noninterest expense excluding swap termination expense, branch consolidation cost and merger cost, extinguishment of debt cost, tax carryback losses under the CARES Act, amortization of intangible assets, and the FHLB prepayment penalty divided by net interest income and noninterest income excluding securities gains (losses). The pre-tax amortization expenses of intangible assets were $8.5 million, $8.5 million, $9.0 million, $9.2 million, and $9.8 million, for the quarters ended December 31, 2021, September 30, 2021, June 30, 2021, March 31, 2021, and December 31, 2020, respectively.
(5)The dividend payout ratio is calculated by dividing total dividends paid during the period by the total net income for the same period.
(6)December 31, 2021 ratios are estimated and may be subject to change pending the final filing of the FR Y-9C; all other periods are presented as filed.
(7)Loan data excludes mortgage loans held for sale.

12


Cautionary Statement Regarding Forward Looking Statements

Statements included in this communication, which are not historical in nature are intended to be, and are hereby identified as, forward-looking statements for purposes of the safe harbor provided by Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements are based on, among other things, management’s beliefs, assumptions, current expectations, estimates and projections about the financial services industry, the economy and SouthState. Words and phrases such as “may,” “approximately,” “continue,” “should,” “expects,” “projects,” “anticipates,” “is likely,” “look ahead,” “look forward,” “believes,” “will,” “intends,” “estimates,” “strategy,” “plan,” “could,” “potential,” “possible” and variations of such words and similar expressions are intended to identify such forward-looking statements. SouthState cautions readers that forward-looking statements are subject to certain risks, uncertainties and assumptions that are difficult to predict with regard to, among other things, timing, extent, likelihood and degree of occurrence, which could cause actual results to differ materially from anticipated results. Such risks, uncertainties and assumptions, include, among others, the following: (1) economic downturn risk, potentially resulting in deterioration in the credit markets, greater than expected noninterest expenses, excessive loan losses and other negative consequences, which risks could be exacerbated by potential continued negative economic developments resulting from the Covid19 pandemic, or from federal spending cuts and/or one or more federal budget-related impasses or actions; (2) interest rate risk primarily resulting from the low interest rate environment, potentially rising interest rates, and their impact on the Bank’s earnings, including from the correspondent and mortgage divisions, housing demand, the market value of the bank’s loan and securities portfolios, and the market value of SouthState’s equity; (3) risks related to the merger and integration of SouthState and CSFL including, among others, (i) the risk that the cost savings and any revenue synergies from the merger may not be fully realized or may take longer than anticipated to be realized, (ii) the risk that the integration of each party’s operations will be materially delayed or will be more costly or difficult than expected or that the parties are otherwise unable to successfully integrate each party’s businesses into the other’s businesses, (iii) the amount of the costs, fees, expenses and charges related to the merger, (iv) reputational risk and the reaction of each company's customers, suppliers, employees or other business partners to the merger, (4) risks related to the merger and integration of SouthState and Atlantic Capital including, among others, (i) the risk that the cost savings and any revenue synergies from the merger may not be fully realized or may take longer than anticipated to be realized, (ii) disruption to the parties’ businesses as a result of the announcement and pendency of the merger, (iii) the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement, (iv) the risk that the integration of each party’s operations will be materially delayed or will be more costly or difficult than expected or that the parties are otherwise unable to successfully integrate each party’s businesses into the other’s businesses, (v) the amount of the costs, fees, expenses and charges related to the merger, (vi) the ability by each of SouthState and Atlantic Capital to obtain required governmental approvals of the merger (and the risk that such approvals may result in the imposition of conditions that could adversely affect the combined company or the expected benefits of the transaction),  (vii) reputational risk and the reaction of each company's customers, suppliers, employees or other business partners to the merger, (viii) the failure of the closing conditions in the merger agreement to be satisfied, or any unexpected delay in closing the merger, (ix) the possibility that the merger may be more expensive to complete than anticipated, including as a result of unexpected factors or events, (x) the dilution caused by SouthState’s issuance of additional shares of its common stock in the merger, (xi) general competitive, economic, political and market conditions, and (xii) other factors that may affect future results of Atlantic Capital and SouthState including changes in asset quality and credit risk; the inability to sustain revenue and earnings growth; changes in interest rates and capital markets; inflation; customer borrowing, repayment, investment and deposit practices; the impact, extent and timing of technological changes; capital management activities; and other actions of the Board of Governors of the Federal Reserve System and Office of the Comptroller of the Currency and legislative and regulatory actions and reforms (5) risks relating to the continued impact of the Covid19 pandemic on the company, including possible impact to the company and its employees from contacting Covid19, and to efficiencies and the control environment due to the continued work from home environment and to our results of operations due to government stimulus and other interventions to blunt the impact of the pandemic; (6) the impact of increasing digitization of the banking industry and movement of customers to on-line platforms, and the possible impact on the Bank’s results of operations, customer base, expenses, suppliers and operations; (7) controls and procedures risk, including the potential failure or circumvention of our controls and procedures or failure to comply with regulations related to controls and procedures; (8) potential deterioration in real estate values; (9) the impact of competition with other financial institutions, including pricing pressures (including those resulting from the CARES Act) and the resulting impact, including as a result of compression to net interest margin; (10) risks relating to the ability to retain our culture and attract and retain qualified people; (11) credit risks associated with an obligor’s failure to meet the terms of any contract with the bank or otherwise fail to perform as agreed under the terms of any loan-related document; (12) risks related to the ability of the company to pursue its strategic plans which depend upon certain growth goals in our lines of business; (13) liquidity risk affecting the Bank’s ability to meet its obligations when they come due; (14) risks associated with an anticipated increase in SouthState’s investment securities portfolio, including risks associated with acquiring and holding investment securities or potentially determining that the amount of investment securities SouthState desires to acquire are not available on terms acceptable to SouthState; (15) price risk focusing on changes in market factors that may affect the value of traded instruments in “mark-to-market” portfolios; (16) transaction risk arising from problems with service or product delivery; (17) compliance risk involving risk to earnings or capital resulting from violations of or nonconformance with laws, rules, regulations, prescribed practices, or ethical standards; (18) regulatory change risk resulting from new laws, rules, regulations, accounting principles, proscribed practices or ethical standards, including, without limitation, the possibility that regulatory agencies may require higher levels of capital above the current regulatory-mandated minimums and including the impact of the CARES Act, the Consumer Financial Protection Bureau regulations, and the possibility of changes in accounting standards, policies, principles and practices, including changes in accounting principles relating to loan loss recognition (CECL); (19) strategic risk resulting from adverse business decisions or improper implementation of business decisions; (20) reputation risk that adversely affects earnings or capital arising from negative public opinion; (21) cybersecurity risk related to the dependence of SouthState on internal computer systems and the technology of outside service providers, as well as the potential impacts of internal or external security breaches, which may subject the company to potential business disruptions or financial losses resulting from deliberate attacks or unintentional events; (22) reputational and operational risks associated with environment, social and governance matters; (23) greater than expected noninterest expenses; (24) excessive loan losses; (25) potential deposit attrition, higher than expected costs, customer loss and business disruption associated with the Atlantic Capital integration, and potential difficulties in maintaining relationships with key personnel; (26) the risks of fluctuations in market prices for SouthState common stock that may or may not reflect economic condition or performance of SouthState; (27) the payment of dividends on SouthState

13


common stock, which is subject to legal and regulatory limitations as well as the discretion of the board of directors of SouthState, SouthState’s performance and other factors; (28) ownership dilution risk associated with potential acquisitions in which SouthState’s stock may be issued as consideration for an acquired company; (29) operational, technological, cultural, regulatory, legal, credit and other risks associated with the exploration, consummation and integration of potential future acquisition, whether involving stock or cash consideration; (30) major catastrophes such as hurricanes, tornados, earthquakes, floods or other natural or human disasters, including infectious disease outbreaks, including the ongoing Covid19 pandemic, and the related disruption to local, regional and global economic activity and financial markets, and the impact that any of the foregoing may have on SouthState and its customers and other constituencies; (31) terrorist activities risk that results in loss of consumer confidence and economic disruptions; and (32) other factors that may affect future results of SouthState, as disclosed in SouthState’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K, filed by SouthState with the U.S. Securities and Exchange Commission (“SEC”) and available on the SEC’s website at http://www.sec.gov, any of which could cause actual results to differ materially from future results expressed, implied or otherwise anticipated by such forward-looking statements.

All forward-looking statements speak only as of the date they are made and are based on information available at that time. SouthState does not undertake any obligation to update or otherwise revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by federal securities laws. As forward-looking statements involve significant risks and uncertainties, caution should be exercised against placing undue reliance on such statements.

14