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Published: 2021-04-28 00:00:00 ET
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EX-99.1 2 ssb-20210428xex99d1.htm EX-99.1

Exhibit 99.1

Graphic

FOR IMMEDIATE RELEASE

SouthState Corporation Reports First Quarter 2021 Results

Media Contact

Declares Quarterly Cash Dividend

Jackie Smith, 803.231.3486

WINTER HAVEN, FL – April 28, 2021 – SouthState Corporation (NASDAQ: SSB) today released its unaudited results of operations and other financial information for the three-month period ended March 31, 2021.

The Company reported consolidated net income of $2.06 per diluted common share for the three months ended March 31, 2021, compared to $1.21 per diluted common share for the three months ended December 31, 2020, and compared to $0.71 per diluted common share one year ago.

Adjusted net income (non-GAAP) totaled $2.17 per diluted share for the three months ended March 31, 2021, compared to $1.44 per diluted share, in the fourth quarter of 2020, and compared to $0.82 per diluted share one year ago. Adjusted net income in the first quarter of 2021 excludes $7.8 million of merger-related and branch closure costs (after-tax). In the fourth quarter of 2020, adjusted net income excluded $16.3 million of merger-related and branch closure costs (after-tax), $31.8 million in swap termination expense (after-tax), and $31.5 million of income tax benefit related to the ability to carryback tax losses under the CARES Act.

Highlights of the first quarter of 2021 include:

Returns

·

Reported & adjusted diluted Earnings per Share (“EPS”) of $2.06 and $2.17 (Non-GAAP), respectively

·

Recorded a negative provision for credit losses of $58.4 million compared to $18.2 million in provision expense in the prior quarter

·

Reported & adjusted Return on Average Tangible Common Equity of 21.2% (Non-GAAP) and 22.2% (Non-GAAP), respectively

·

Pre-Provision Net Revenue (“PPNR”) of $140 million, or 1.48% PPNR ROAA (Non-GAAP)

·

Book value per share of $66.42 increased by $0.93 per share compared to the prior quarter

·

Tangible book value (“TBV”) per share of $42.02 (Non-GAAP), up $4.01, or 10.5% from the year ago figure

Performance

·

Net interest margin (“NIM”, tax equivalent) of 3.12%, down 2 basis points from prior quarter

·

Recognized $10.4 million in loan accretion compared to $12.7 million in the prior quarter

·

Recognized $20.4 million in PPP net deferred loan fee income compared to $16.6 million in the prior quarter

·

Total deposit cost of 0.15% down 2 basis points from prior quarter

·

Noninterest income of $96.3 million, 1.02% of assets

Balance Sheet / Credit

·

Total deposits increased $1.7 billion with core deposit growth totaling $2.0 billion, or 30.3% annualized; 33.3% of deposits are noninterest-bearing

·

Loans, excluding PPP loans, decreased $185.0 million, or 3.3% annualized, centered in $131.1 million decline in consumer real estate loans and home equity lines of credit; C&I loans grew for the third consecutive quarter

·

Total PPP loans grew by $12.3 million, including the addition of $731.8 million round 2 PPP loans

·

Net loan recoveries of $21,000, or 0.00% annualized

·

Loan deferrals totaled $186.3 million, or 0.83% of the total loan portfolio, excluding PPP loans and held for sale loans as of March 31, 2021

Other Events

·

Completed Duncan-Williams, Inc. acquisition on February 1, 2021

1


·

Consolidated 4 branch locations in the first quarter

·

Declared a cash dividend on common stock of $0.47 per share, payable on May 21, 2021 to shareholders of record as of May 14, 2021

·

Received board and regulatory approval to redeem $25 million of subordinated debt and $38.5 million of trust preferred securities assumed from CenterState Bank Corporation (“CSFL”); Management intends to redeem by the next quarterly interest distribution date and expects to accelerate approximately $11 million of unamortized fair value discount related to the trust preferred securities

“We are pleased to begin 2021 with solid results in the first quarter”, said John C. Corbett, Chief Executive Officer. “Our longstanding focus on asset quality has benefited us through this environment, with four consecutive quarters with minimal to no net loan losses. The improvement in the economy and in economic forecasts led us to release loss reserves in the quarter, aiding our net income, though we continue to have a solid reserve position should the economic recovery falter. We are also pleased to have expanded our Correspondent division with the February 1 addition of the Duncan Williams team to the company.”

“South State’s balance sheet is strong and continues to strengthen with annualized total deposit growth of 23% for the quarter and Tangible Book Value growth of 10.5% compared to last year,” said Robert R. Hill, Jr., Executive Chairman. “This foundation, coupled with strong fee businesses, has us well-positioned for the future.”

2


First Quarter 2021 Financial Performance

Three Months Ended

(Dollars in thousands, except per share data)

    

Mar. 31,

    

Dec. 31,

    

Sep. 30,

    

Jun. 30,

    

March 31,

 

INCOME STATEMENT

2021

2020

2020

2020

2020

Interest income

Loans, including fees (1)

$

259,967

$

269,632

$

280,825

$

167,707

$

133,034

Investment securities, trading securities, federal funds sold and securities purchased under agreements to resell

18,509

16,738

14,469

12,857

14,766

Total interest income

278,476

286,370

295,294

180,564

147,800

Interest expense

Deposits

11,257

13,227

15,154

12,624

14,437

Federal funds purchased, securities sold under agreements to repurchase, and other borrowings

5,221

7,596

9,792

5,383

5,350

Total interest expense

16,478

20,823

24,946

18,007

19,787

Net interest income

261,998

265,547

270,348

162,557

128,013

Provision (benefit) for credit losses

(58,420)

18,185

29,797

151,474

36,533

Net interest income after provision for credit losses

320,418

247,362

240,551

11,083

91,480

Noninterest income

96,285

97,871

114,790

54,347

44,132

Noninterest expense

Pre-tax operating expense

218,702

219,719

215,225

134,634

103,118

Merger and/or branch consolid. expense

10,009

19,836

21,662

40,279

4,129

SWAP termination expense

38,787

Federal Home Loan Bank advances prepayment fee

56

199

Total noninterest expense

228,711

278,398

236,887

175,112

107,247

Income before provision for income taxes

187,992

66,835

118,454

(109,682)

28,365

Income taxes (benefit) provision

41,043

(19,401)

23,233

(24,747)

4,255

Net income (loss)

$

146,949

$

86,236

$

95,221

$

(84,935)

$

24,110

Adjusted net income (non-GAAP) (2)

Net income (loss) (GAAP)

$

146,949

$

86,236

$

95,221

$

(84,935)

$

24,110

Securities gains, net of tax

(29)

(12)

Income taxes benefit - carryback tax loss

(31,468)

FHLB prepayment penalty, net of tax

46

154

SWAP termination expense, net of tax

31,784

Initial provision for credit losses - NonPCD loans and UFC

92,212

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

7,824

16,255

17,413

31,191

3,510

Adjusted net income (non-GAAP)

$

154,773

$

102,824

$

112,622

$

38,622

$

27,620

Basic earnings per common share

$

2.07

$

1.22

$

1.34

$

(1.96)

$

0.72

Diluted earnings per common share

$

2.06

$

1.21

$

1.34

$

(1.96)

$

0.71

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

$

2.18

$

1.45

$

1.59

$

0.89

$

0.82

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

$

2.17

$

1.44

$

1.58

$

0.89

$

0.82

Dividends per common share

$

0.47

$

0.47

$

0.47

$

0.47

$

0.47

Basic weighted-average common shares outstanding

71,009,209

70,941,200

70,905,027

43,317,736

33,566,051

Diluted weighted-average common shares outstanding

71,484,490

71,294,864

71,075,866

43,317,736

33,804,908

Adjusted diluted weighted-average common shares outstanding*

71,484,490

71,294,864

71,075,866

43,606,333

33,804,908

Effective tax rate

21.83

%  

(29.03)

%  

19.61

%  

22.56

%  

15.00

%

Adjusted effective tax rate

21.83

%  

18.05

%  

19.61

%  

22.56

%  

15.00

%

*Adjusted diluted weighted average common shares was calculated with the result of adjusted net income (non-GAAP).

3


Performance and Capital Ratios

Three Months Ended

    

Mar. 31,

    

Dec. 31,

    

Sep. 30,

    

Jun. 30,

    

Mar. 31,

 

2021

2020

2020

2020

2020

PERFORMANCE RATIOS

Return on average assets (annualized)

1.56

%  

0.90

%  

1.00

%  

(1.49)

%  

0.60

%

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

1.64

%  

1.08

%  

1.18

%  

0.68

%  

0.69

%

Return on average equity (annualized)

12.71

%  

7.45

%  

8.31

%  

(11.78)

%  

4.15

%

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

13.39

%  

8.88

%  

9.83

%  

5.36

%  

4.75

%

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

21.16

%  

13.05

%  

14.66

%  

(19.71)

%  

8.35

%

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

22.24

%  

15.35

%  

17.14

%  

10.23

%  

9.45

%

Efficiency ratio (tax equivalent)

61.06

%  

73.59

%  

58.91

%  

78.37

%  

60.37

%

Adjusted efficiency ratio (non-GAAP) (4)

58.27

%  

57.52

%  

53.30

%  

59.76

%  

57.98

%

Dividend payout ratio (5)

22.72

%  

38.67

%  

35.01

%  

N/A

65.70

%

Book value per common share

$

66.42

$

65.49

$

64.34

$

63.35

$

69.40

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

$

42.02

$

41.16

$

39.83

$

38.33

$

38.01

CAPITAL RATIOS

Equity-to-assets

11.9

%  

12.3

%  

12.1

%  

11.9

%  

14.0

%

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

7.9

%  

8.1

%  

7.8

%  

7.6

%  

8.2

%

Tier 1 leverage (6) *

8.5

%  

8.3

%  

8.1

%  

13.3

%  

9.5

%

Tier 1 common equity (6) *

12.2

%  

11.8

%  

11.5

%  

10.7

%  

11.0

%

Tier 1 risk-based capital (6) *

12.2

%  

11.8

%  

11.5

%  

10.7

%  

12.0

%

Total risk-based capital (6) *

14.5

%  

14.2

%  

13.9

%  

12.9

%  

12.7

%

OTHER DATA

Number of branches

281

285

305

305

155

Number of employees (full-time equivalent basis)

5,210

5,184

5,266

5,369

2,583

*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)

    

Mar. 31,

    

Dec. 31,

    

Sept. 30,

    

June 30,

    

Mar. 31,

 

BALANCE SHEET

2021

2020

2020

2020

2020

Assets

Cash and due from banks

$

392,556

$

363,306

$

344,389

$

380,661

$

259,579

Federal Funds Sold and interest-earning deposits with banks

5,581,581

4,245,949

4,127,250

3,983,047

1,003,257

Cash and cash equivalents

5,974,137

4,609,255

4,471,639

4,363,708

1,262,836

Trading securities, at fair value

83,947

10,674

494

Investment securities:

Securities held-to-maturity

1,214,313

955,542

Securities available for sale, at fair value

3,891,490

3,330,672

3,561,929

3,137,718

1,971,195

Other investments

161,468

160,443

185,199

133,430

62,994

Total investment securities

5,267,271

4,446,657

3,747,128

3,271,148

2,034,189

Loans held for sale

352,997

290,467

456,141

603,275

71,719

Loans:

Purchased credit deteriorated

2,680,466

2,915,809

3,143,822

3,323,754

311,271

Purchased non-credit deteriorated

8,433,913

9,458,869

10,557,907

11,577,833

1,632,700

Non-acquired

13,377,086

12,289,456

11,536,086

10,597,560

9,562,919

Less allowance for credit losses

(406,460)

(457,309)

(440,159)

(434,608)

(144,785)

Loans, net

24,085,005

24,206,825

24,797,656

25,064,539

11,362,105

Other real estate owned ("OREO")

11,471

11,914

13,480

18,016

7,432

Premises and equipment, net

569,171

579,239

626,259

627,943

312,151

Bank owned life insurance

562,624

559,368

556,475

556,807

233,849

Mortgage servicing rights

54,285

43,820

34,578

25,441

26,365

Core deposit and other intangibles

153,861

162,592

171,637

170,911

46,809

Goodwill

1,579,758

1,563,942

1,566,524

1,603,383

1,002,900

Other assets

1,035,805

1,305,120

1,377,849

1,419,691

282,556

Total assets

$

39,730,332

$

37,789,873

$

37,819,366

$

37,725,356

$

16,642,911

Liabilities and Shareholders' Equity

Deposits:

Noninterest-bearing

$

10,801,812

$

9,711,338

$

9,681,095

$

9,915,700

$

3,367,422

Interest-bearing

21,639,598

20,982,544

20,288,859

20,041,585

8,977,125

Total deposits

32,441,410

30,693,882

29,969,954

29,957,285

12,344,547

Federal funds purchased and securities sold under agreements to repurchase

878,581

779,666

706,723

720,479

325,723

Other borrowings

390,323

390,179

1,089,637

1,089,279

1,316,100

Reserve for unfunded commitments

35,829

43,380

43,161

21,051

8,555

Other liabilities

1,264,369

1,234,886

1,446,478

1,445,412

326,943

Total liabilities

35,010,512

33,141,993

33,255,953

33,233,506

14,321,868

Shareholders' equity:

Common stock - $2.50 par value; authorized 80,000,000 shares

177,651

177,434

177,321

177,268

83,611

Surplus

3,772,248

3,765,406

3,764,482

3,759,166

1,584,322

Retained earnings

770,952

657,451

604,564

542,677

643,345

Accumulated other comprehensive income (loss)

(1,031)

47,589

17,046

12,739

9,765

Total shareholders' equity

4,719,820

4,647,880

4,563,413

4,491,850

2,321,043

Total liabilities and shareholders' equity

$

39,730,332

$

37,789,873

$

37,819,366

$

37,725,356

$

16,642,911

Common shares issued and outstanding

71,060,446

70,973,477

70,928,304

70,907,119

33,444,236

5


Net Interest Income and Margin

Three Months Ended

March 31, 2021

December 31, 2020

March 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, reverse repo, and time deposits

    

$

4,757,717

    

$

989

    

0.08

%  

$

4,509,137

    

$

1,098

    

0.10

%  

$

538,310

    

$

1,452

    

1.08

%

Investment securities

4,683,152

17,520

1.52

%  

4,070,218

15,641

1.53

%  

2,022,726

13,314

2.65

%

Loans held for sale

298,970

1,991

2.70

%  

382,115

2,328

2.42

%  

41,812

331

3.18

%

Total loans, excluding PPP

22,612,722

232,770

4.17

%  

22,701,841

245,273

4.30

%  

11,439,676

132,703

4.67

%

Total PPP loans

1,879,367

25,206

5.44

%  

2,189,696

22,031

4.00

%  

0.00

%

Total loans

24,492,089

257,976

4.27

%  

24,891,536

267,304

4.27

%  

11,439,676

132,703

4.67

%

Total interest-earning assets

34,231,928

278,476

3.30

%  

33,853,006

286,371

3.37

%  

14,042,524

147,800

4.23

%

Noninterest-earning assets

4,013,482

4,174,105

2,010,409

Total Assets

$

38,245,410

$

38,027,111

$

16,052,933

Interest-Bearing Liabilities:

Transaction and money market accounts

$

14,678,248

$

5,387

0.15

%  

14,038,057

$

6,675

0.19

%  

5,976,771

$

7,682

0.52

%

Savings deposits

2,780,361

434

0.06

%  

2,667,211

505

0.08

%  

1,323,770

650

0.20

%

Certificates and other time deposits

3,672,818

5,436

0.60

%  

3,805,708

6,047

0.63

%  

1,642,749

6,105

1.49

%

Federal funds purchased and repurchase agreements

852,277

351

0.17

%  

754,457

435

0.23

%  

328,372

615

0.75

%

Other borrowings

390,043

4,870

5.06

%  

876,781

7,161

3.25

%  

887,431

4,735

2.15

%

Total interest-bearing liabilities

22,373,747

16,478

0.30

%  

22,142,214

20,823

0.37

%  

10,159,093

19,787

0.78

%

Noninterest-bearing liabilities ("Non-IBL")

11,184,514

11,277,541

3,557,492

Shareholders' equity

4,687,149

4,607,356

2,336,348

Total Non-IBL and shareholders' equity

15,871,663

15,884,897

5,893,840

Total Liabilities and Shareholders' Equity

$

38,245,410

$

38,027,111

$

16,052,933

Net Interest Income and Margin (Non-Tax Equivalent)

$

261,998

3.10

%  

$

265,548

3.12

%  

$

128,013

3.67

%

Net Interest Margin (Tax Equivalent)

3.12

%  

3.14

%  

3.68

%

Total Deposit Cost (without Debt and Other Borrowings)

0.15

%  

0.17

%  

0.46

%

Overall Cost of Funds (including Demand Deposits)

0.21

%  

0.26

%  

0.59

%

Total Accretion on Acquired Loans (1)

$

10,416

$

12,686

$

10,931

TEFRA (included in NIM, Tax Equivalent)

$

1,286

$

1,663

$

530

The remaining loan discount on acquired loans to be accreted into loan interest income totals $87.3 million and the remaining net deferred fees on PPP loans totals $33.3 million as of March 31, 2021.

6


Noninterest Income and Expense

Three Months Ended

Mar. 31,

Dec. 31,

Sept. 30,

June 30,

Mar. 31,

(Dollars in thousands)

    

2021

    

2020

    

2020

    

2020

    

2020

Noninterest Income:

 

Fees on deposit accounts

$

25,282

$

25,153

$

24,346

$

16,679

$

18,141

Mortgage banking income

26,880

25,162

48,022

18,371

14,647

Trust and investment services income

8,578

7,506

7,404

7,138

7,389

Securities gains, net

35

15

Correspondent banking and capital market income

28,748

27,751

26,432

10,067

493

Bank owned life insurance income

3,300

3,341

4,127

1,381

2,530

Other

3,498

8,923

4,444

711

932

Total Noninterest Income

$

96,286

$

97,871

$

114,790

$

54,347

$

44,132

Noninterest Expense:

Salaries and employee benefits

$

140,361

$

138,982

$

134,919

$

81,720

$

60,978

Swap termination expense

38,787

Occupancy expense

23,331

23,496

23,845

15,959

12,287

Information services expense

18,789

19,527

18,855

12,155

9,306

FHLB prepayment penalty

56

199

OREO expense and loan related

1,002

728

1,146

1,107

587

Business development and staff related

3,371

3,835

2,599

1,447

2,244

Amortization of intangibles

9,164

9,760

9,560

4,665

3,007

Professional fees

3,274

4,306

4,385

2,848

2,494

Supplies and printing expense

2,670

2,809

2,755

1,610

1,505

FDIC assessment and other regulatory charges

3,771

3,403

2,849

2,403

2,058

Advertising and marketing

1,740

1,544

1,203

531

814

Other operating expenses

11,229

11,329

13,109

10,189

7,838

Branch consolidation and merger expense

10,009

19,836

21,662

40,279

4,129

Total Noninterest Expense

$

228,711

$

278,398

$

236,887

$

175,112

$

107,247

7


Loans and Deposits

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

Ending Balance

 

(Dollars in thousands)

    

Mar. 31,

    

Dec. 31,

    

Sept. 30,

    

June 30,

    

Mar. 31,

LOAN PORTFOLIO

2021

2020

2020

2020

2020

Construction and land development

$

1,888,901

$

1,899,066

$

1,840,111

$

1,999,062

$

1,105,308

Investor commercial real estate

6,489,580

6,518,771

6,565,869

6,671,554

2,699,067

Commercial owner occupied real estate

4,826,651

4,842,092

4,846,020

4,762,520

2,177,738

Commercial and industrial, excluding PPP

3,141,643

3,113,685

3,067,399

3,005,030

1,418,421

Consumer real estate

5,313,597

5,444,731

5,658,984

5,799,653

3,423,887

Consumer/other

885,320

912,327

907,711

924,995

682,469

Subtotal

22,545,692

22,730,672

22,886,094

23,162,814

11,506,890

PPP loans

1,945,773

1,933,462

2,351,721

2,336,333

Total Loans

$

24,491,465

$

24,664,134

$

25,237,815

$

25,499,147

$

11,506,890

The following table presents a summary of the deposit types (dollars in thousands):

Ending Balance

 

(Dollars in thousands)

    

Mar. 31,

    

Dec. 31,

    

Sept. 30,

    

June 30,

    

Mar. 31,

DEPOSITS

2021

2020

2020

2020

2020

Noninterest-bearing checking

$

10,801,812

$

9,711,338

$

9,681,095

$

9,915,700

$

3,367,422

Interest-bearing checking

7,369,066

6,955,575

6,414,905

6,192,915

2,963,679

Savings

2,906,673

2,694,010

2,618,877

2,503,514

1,337,730

Money market

7,884,132

7,584,353

7,404,299

7,196,456

3,029,769

Time deposits

3,479,727

3,748,605

3,850,778

4,148,700

1,645,947

Total Deposits

$

32,441,410

$

30,693,881

$

29,969,954

$

29,957,285

$

12,344,547

Core Deposits (excludes Time Deposits)

$

28,961,683

$

26,945,276

$

26,119,176

$

25,808,585

$

10,698,600

8


Asset Quality

Ending Balance

Mar. 31,

Dec. 31,

Sept. 30,

June 30,

Mar. 31,

(Dollars in thousands)

    

2021

    

2020

    

2020

    

2020

    

2020

NONPERFORMING ASSETS:

 

Non-acquired

Non-acquired nonperforming loans

$

21,034

$

29,171

$

22,463

$

22,883

$

23,912

Non-acquired OREO and other nonperforming assets

654

688

825

1,689

941

Total non-acquired nonperforming assets

21,688

29,859

23,288

24,572

24,853

Acquired

Acquired nonperforming loans

80,024

77,668

89,974

100,399

32,791

Acquired OREO and other nonperforming assets

11,292

11,568

12,904

16,987

6,802

Total acquired nonperforming assets

91,316

89,236

102,878

117,386

39,593

Total nonperforming assets

$

113,004

$

119,095

$

126,166

$

141,958

$

64,446

Three Months Ended

Mar. 31,

Dec. 31,

Sept. 30,

June 30,

Mar. 31,

    

2021

    

2020

    

2020

    

2020

    

2020

ASSET QUALITY RATIOS:

 

Allowance for credit losses as a percentage of loans

1.66

%  

1.85

%  

1.74

%  

1.70

%  

1.26

%

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

1.80

%  

2.01

%  

1.92

%  

1.88

%  

N/A

Allowance for credit losses as a percentage of nonperforming loans *

402.20

%  

428.04

%  

391.47

%  

352.53

%  

255.34

%

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

(0.00)

%  

0.01

%  

0.01

%  

0.00

%  

0.05

%

Total nonperforming assets as a percentage of total assets *

0.28

%  

0.32

%  

0.33

%  

0.38

%  

0.39

%

Nonperforming loans as a percentage of period end loans *

0.41

%  

0.43

%  

0.45

%  

0.48

%  

0.49

%

* With the merger with CSFL on June 7, 2020, the amount of acquired nonaccrual loans increased by approximately $69.9 million during the second quarter of 2020.

Current Expected Credit Losses (“CECL”)

Effective January 1, 2020, the Company adopted ASU 2016-13 (“CECL”), which affects the allowance for credit losses and the liability for unfunded commitments (“UFC”). Below is a table showing the roll forward of the ACL and UFC for the first quarter of 2021:

Allowance for Credit Losses ("ACL & UFC")

    

NonPCD ACL

    

PCD ACL

    

Total

    

UFC

Ending Balance 12/31/2020

$

315,470

$

141,839

$

457,309

$

43,380

 

Charge offs

(1,947)

(1,947)

Acquired charge offs

(570)

(857)

(1,427)

Recoveries

1,024

1,024

Acquired recoveries

956

1,415

2,371

Provision for credit losses

(30,676)

(20,194)

(50,870)

(7,551)

Ending balance 3/31/2021

$

284,257

$

122,203

$

406,460

$

35,829

Period end loans (includes PPP Loans)

$

21,810,999

$

2,680,466

$

24,491,465

N/A

Reserve to Loans (includes PPP Loans)

1.30

%  

4.56

%  

1.66

%  

N/A

Period end loans (excludes PPP Loans)

$

19,865,226

$

2,680,466

$

22,545,692

N/A

Reserve to Loans (excludes PPP Loans)

1.43

%  

4.56

%  

1.80

%  

N/A

Unfunded commitments (off balance sheet) *

$

4,859,717

Reserve to unfunded commitments (off balance sheet)

0.74

%  

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

Conference Call

The Company will announce its first quarter 2021 earnings results in a news release after the market closes on April 28, 2021.  At 10:00 a.m. Eastern Time on April 29, 2021, the Company will host a conference call to discuss its first quarter results.  Callers wishing to participate may call toll-free by dialing 877-506-9272.  The number for international participants is (412) 380-2004.  The conference ID number is 10153950.  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 April 29, 2021 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)

Mar. 31, 2021

Dec. 31, 2020

Sept. 30, 2020

June 30, 2020

Net income (loss) (GAAP)

$

146,949

$

86,236

$

95,221

$

(84,935)

PCL legacy SSB

(58,420)

18,185

29,797

31,259

PCL legacy CSB NonPCD and UFC - Day 1

119,079

PCL legacy CSB for June, 2020

1,136

Tax provision (benefit)

41,043

(19,401)

23,233

(24,747)

Merger-related costs

10,009

19,836

21,662

40,279

Securities gain

(35)

(15)

FHLB advance prepayment cost

56

199

Swap termination cost

38,787

CSB pre-merger PPNR

74,791

Pre-provision net revenue (PPNR) Non-GAAP

$

139,581

$

143,664

$

169,898

$

157,061

SSB average asset balance (GAAP)

$

38,245,410

$

38,027,111

$

37,865,217

$

22,898,925

CSB average asset balance pre-merger

14,604,081

Total average balance June 30, 2020 (Non-GAAP)

$

37,503,006

PPNR ROAA

1.48

%  

1.50

%  

1.79

%  

1.68

%

10


Three Months Ended

(Dollars in thousands, except per share data)

Mar. 31,

Dec. 31

Sept. 30,

June 30,

Mar. 31,

RECONCILIATION OF GAAP TO NON-GAAP

    

2021

    

2020

    

2020

    

2020

    

2020

Adjusted Net Income (non-GAAP) (2)

Net income (loss) (GAAP)

$

146,949

$

86,236

$

95,221

$

(84,935)

$

24,110

 

Securities gains, net of tax

(29)

(12)

PCL - NonPCD loans & unfunded commitments

92,212

Swap termination expense, net of tax

31,784

Provision (Benefit) for income taxes - carryback tax loss

(31,468)

FHLB prepayment penalty, net of tax

46

154

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

7,824

16,255

17,413

31,191

3,510

Adjusted net income (non-GAAP)

$

154,773

$

102,824

$

112,622

$

38,622

$

27,620

Adjusted Net Income per Common Share - Basic (2)

Earnings (loss) per common share - Basic (GAAP)

$

2.07

$

1.22

$

1.34

$

(1.96)

$

0.72

Effect to adjust for securities gains

(0.00)

(0.00)

Effect to adjust for PCL - NonPCD loans & unfunded commitments

2.13

Effect to adjust for swap termination expense, net of tax

0.45

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

(0.44)

Effect to adjust for FHLB prepayment penalty, net of tax

0.00

0.00

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

0.11

0.23

0.25

0.72

0.10

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

$

2.18

$

1.45

$

1.59

$

0.89

$

0.82

Adjusted Net Income per Common Share - Diluted (2)

Earnings (loss) per common share - Diluted (GAAP)

$

2.06

$

1.21

$

1.34

$

(1.96)

$

0.71

Effect to adjust for securities gains

(0.00)

(0.00)

Effect to adjust for PCL - NonPCD loans & unfunded commitments

2.11

Effect to adjust for swap termination expense, net of tax

0.45

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

(0.44)

Effect to adjust for FHLB prepayment penalty, net of tax

0.00

0.00

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

0.11

0.23

0.24

0.72

0.11

Effect of adjusted weighted ave shares due to adjusted net income

0.02

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

$

2.17

$

1.44

$

1.58

$

0.89

$

0.82

Adjusted Return of Average Assets (2)

Return on average assets (GAAP)

1.56

%  

0.90

%  

1.00

%  

(1.49)

%  

0.60

%

Effect to adjust for securities gains

%  

(0.00)

%  

%  

%  

%

Effect to adjust for PCL - NonPCD loans & unfunded commitments

%  

%  

%  

1.62

%  

%

Effect to adjust for swap termination expense

%  

0.33

%  

%  

%  

%

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

%  

(0.33)

%  

%  

%  

%

Effect to adjust for FHLB prepayment penalty, net of tax

%  

0.00

%  

%  

%  

%

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

0.08

%  

0.18

%  

0.18

%  

0.55

%  

0.09

%

Adjusted return on average assets (non-GAAP)

1.64

%  

1.08

%  

1.18

%  

0.68

%  

0.69

%

Adjusted Return of Average Equity (2)

Return on average equity (GAAP)

12.71

%  

7.45

%  

8.31

%  

(11.78)

%  

4.15

%

Effect to adjust for securities gains

%  

0.00

%  

%  

%  

%

Effect to adjust for PCL - NonPCD loans & unfunded commitments

%  

%  

%  

12.79

%  

%

Effect to adjust for swap termination expense

%  

2.74

%  

%  

%  

%

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

%  

(2.72)

%  

%  

%  

%

Effect to adjust for FHLB prepayment penalty, net of tax

%  

(0.00)

%  

%  

0.02

%  

%

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

0.68

%  

1.41

%  

1.52

%  

4.33

%  

0.60

%

Adjusted return on average equity (non-GAAP)

13.39

%  

8.88

%  

9.83

%  

5.36

%  

4.75

%

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

Return on average common equity (GAAP)

12.71

%  

7.45

%  

8.31

%  

(11.78)

%  

4.15

%

Effect to adjust for securities gains

%  

%  

%  

%  

%

Effect to adjust for PCL - NonPCD loans & unfunded commitments

%  

%  

%  

12.79

%  

%

Effect to adjust for swap termination expense

%  

2.74

%  

%  

%  

%

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

%  

(2.72)

%  

%  

%  

%

Effect to adjust for FHLB prepayment penalty, net of tax

%  

%  

%  

0.02

%  

%

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

0.68

%  

1.40

%  

1.52

%  

4.32

%  

0.60

%

Effect to adjust for intangible assets

8.85

%  

6.48

%  

7.31

%  

4.88

%  

4.70

%

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

22.24

%  

15.35

%  

17.14

%  

10.23

%  

9.45

%

11


Three Months Ended

(Dollars in thousands, except per share data)

Mar. 31,

Dec. 31

Sept. 30,

June 30,

Mar. 31,

RECONCILIATION OF GAAP TO NON-GAAP

    

2021

    

2020

    

2020

    

2020

    

2020

Adjusted Efficiency Ratio (4)

Efficiency ratio

61.06

%  

73.59

%  

58.91

%  

78.37

%  

60.37

%

Effect to adjust for merger and branch consolidation related expenses

(2.79)

%  

(16.07)

%  

(5.61)

%  

(18.61)

%  

(2.39)

%

Adjusted efficiency ratio

58.26

%  

57.52

%  

53.30

%  

59.76

%  

57.98

%

Tangible Book Value Per Common Share (3)

Book value per common share (GAAP)

$

66.42

$

65.49

$

64.34

$

63.35

$

69.40

Effect to adjust for intangible assets

(24.40)

(24.33)

(24.51)

(25.02)

(31.39)

Tangible book value per common share (non-GAAP)

$

42.02

$

41.16

$

39.83

$

38.33

$

38.01

Tangible Equity-to-Tangible Assets (3)

Equity-to-assets (GAAP)

11.88

%  

12.30

%  

12.07

%  

11.91

%  

13.95

%

Effect to adjust for intangible assets

(4.02)

%  

(4.20)

%  

(4.24)

%  

(4.35)

%  

(5.80)

%

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

7.86

%  

8.10

%  

7.83

%  

7.56

%  

8.15

%

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 $10.4 million, $12.7 million, $22.4 million, $10.1 million and $10.9 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, 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 $10.0 million, $19.8 million, $21.7 million, $40.3 million and $4.1 million, for the quarters ended March 31, 2021, December 31, 2020, September 30, 2020, June 30, 2020 and March 31, 2020, respectively; (b) net securities gains of $35,000 and $15,000 for the quarters ended December 31, 2020 and September 30, 2020, respectively; (c) FHLB prepayment penalty of $56,000 and $199,000 for the quarters ended December 31, 2020 and June 30, 2020, respectively; (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; and (f) initial provision for credit losses on non-PCD loans and unfunded commitments of $119.1 million for the quarter ended June 30, 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, 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 expense of intangible assets were $9.2 million, $9.8 million, $9.6 million, $4.7 million and $3.0 million, for the quarters ended March 31, 2021, December 31, 2020, September 30, 2020, June 30, 2020 and March 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)

March 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. South State 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 and historically low yield curve primarily due to government programs in place under the CARES Act and otherwise in response to the Covid19 pandemic, 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 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; (5) 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, (6) 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; (7) potential deterioration in real estate values; (8) 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, (9) risks relating to the ability to retain our culture and attract and retain qualified people; (10) 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; (11) risks related to the ability of the company to pursue its strategic plans which depend upon certain growth goals in our lines of business; (12) liquidity risk affecting the Bank’s ability to meet its obligations when they come due; (13) 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; (14) price risk focusing on changes in market factors that may affect the value of traded instruments in “mark-to-market” portfolios; (15) transaction risk arising from problems with service or product delivery; (16) compliance risk involving risk to earnings or capital resulting from violations of or nonconformance with laws, rules, regulations, prescribed practices, or ethical standards; (17) 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); (18) strategic risk resulting from adverse business decisions or improper implementation of business decisions; (19) reputation risk that adversely affects earnings or capital arising from negative public opinion; (20) 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; (21) reputational and operational risks associated with environment, social and governance matters; (22) greater than expected noninterest expenses; (23) excessive loan losses; (24) potential deposit attrition, higher than expected costs, customer loss and business disruption associated with the CSFL integration, and potential difficulties in maintaining relationships with key personnel; (25 the risks of fluctuations in market prices for SouthState common stock that may or may not reflect economic condition or performance of SouthState; (26) the payment of dividends on SouthState 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; (27) ownership dilution risk associated with potential acquisitions in which South State’s stock may be issued as consideration for an acquired company; (28) 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; (29) major catastrophes such as hurricanes, tornados, earthquakes, floods or other natural or human disasters, including infectious disease outbreaks, including the ongoing COVID-19 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; (30) terrorist activities risk that results in loss of consumer confidence and economic disruptions; and (31) 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.

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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.

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