Board of Directors authorizes new $175 million share repurchase program after substantially exhausting prior program in January 2022 and approves a 6 percent increase in the quarterly cash dividend
- Net income of $271.2 million for the full year of 2021, up 6 percent from the full year of 2020
- Diluted EPS of $2.46 for the full year of 2021, up 6 percent compared to $2.31 for the full year of 2020
- Diluted EPS of $0.42 for the fourth quarter of 2021; core diluted EPS of $0.52 in the quarter
- Newly funded loans and advances top $2.6 billion in the quarter; commercial loan pipeline increases for 5th consecutive quarter, up 56 percent on a linked quarter basis, and unfunded commitments rise 31 percent linked quarter
- Total deposits rise to $19.4 billion at year-end 2021, up $2.4 billion since year-end 2020, reflecting continued growth and acquisition-related activity; change in mix coupled with ability to effectively manage rates results in 17 bps year-over-year decline in deposit costs
- Asset quality metrics remain sound; nonperforming assets as a percentage of total assets at the end of 2021 were 0.31 percent, compared to 0.64 percent at the end of 2020, while net charge-offs totaled 13 basis points in 2021, compared to 45 basis points in 2020. Continued improvement in metrics and macroeconomic scenario models results in $1.3 million provision expense recapture in the fourth quarter
- Strong capital position and ability to organically generate capital results in $211.3 million of capital returned to shareholders in 2021 through a combination of cash dividends and share repurchases. Approximately 2.6 million shares of common stock repurchased during the fourth quarter of 2021. Remaining capacity under the share repurchase program substantially exhausted in January 2022
- Book value per share ends the year at $28.82, representing a 5 percent increase year-over-year. Tangible book value per share at $17.71, a 7 percent increase year-over-year
Simmons First National Corporation (NASDAQ: SFNC) (the “Company” or “Simmons”) today reported record net income of $271.2 million for the year ended December 31, 2021, up $16.3 million, or 6 percent, compared to $254.9 million earned during the full year 2020. Diluted earnings per share for 2021 were $2.46, up $0.15, or 6 percent, compared to $2.31 earned in 2020. Included in 2021 results were $7.2 million in net after-tax merger related costs, gains on sale of branches and net branch right-sizing costs. Excluding the impact of these items, core earnings were $278.3 million for the year ended December 31, 2021, compared to $264.3 million for the full year of 2020. Core diluted earnings per share were $2.53 for 2021, compared to $2.40 for 2020.
Net income for the fourth quarter of 2021 was $48.2 million, compared to $53.0 million in the fourth quarter of 2020. Diluted earnings per share for the fourth quarter of 2021 were $0.42, compared to $0.49 for the fourth quarter of 2020. Included in fourth quarter 2021 results were $13.6 million (pre-tax) of merger related costs, primarily associated with the acquisitions of Landmark Community Bank (“Landmark”) and Triumph Bancshares, Inc. (“Triumph”), which were completed and integrated in early October 2021. Excluding the impact of merger related and net branch rightsizing costs, core earnings were $59.5 million in the fourth quarter of 2021, compared to $62.0 million in the fourth quarter of 2020.
“Simmons delivered record earnings in 2021 while continuing to navigate the headwinds brought about by the pandemic and the resulting impact on economic and business conditions,” said George A. Makris, Jr, Simmons’chairman and CEO. “In addition to our strong financial performance, the year also brought our return to M&A activity with our acquisitions of Landmark Community Bank and Triumph Bancshares, Inc., which have significantly enhanced our size and scale in Tennessee where we now rank as the 8th largest bank based on deposit market share. Shortly after the acquisition and integration of these two banks in October, we announced a definitive agreement to acquire Spirit of Texas Bancshares, Inc., which will further strengthen our Texas franchise and establish a platform for growth in Houston, Austin, San Antonio and College Station. We look forward to welcoming our new customers, associates and shareholders to the Simmons family later this year.”
“While overall loan growth was muted for much of the year given the high levels of liquidity throughout the system, we are beginning to see positive signs that indicate an increase in business activity and a return to more normalized loan demand. Newly funded loans and advances topped $2.6 billion in the fourth quarter while unfunded commitments, considered a leading indicator of future loan growth, rose 31 percent during the quarter. Equally important, our commercial loan pipeline rose for the fifth consecutive quarter and is more than double that of a year ago. We are encouraged by this positive momentum and believe that our strong capital position and outstanding deposit base well position us for another strong year in 2022.”
Total loans at the end of the fourth quarter of 2021 were $12.0 billion, compared to $10.8 billion at the end of the third quarter of 2021 and $12.9 billion at the end of the fourth quarter of 2020. The decrease in total loans from a year ago reflects planned run-off in certain targeted portfolios, Paycheck Protection Program (“PPP”) loan forgiveness, and increased paydowns and payoffs that were exacerbated by higher than normal levels of liquidity made available during the pandemic. The increase in total loans on a linked quarter basis primarily reflects loans acquired in connection with the Landmark and Triumph acquisitions, and an increase in loan production, which offset paydowns and payoffs during the quarter.
At the same time, evidence suggests that loan demand is beginning to return to more normalized levels. During the fourth quarter of 2021, newly funded loans and advances totaled $2.6 billion, up from $1.5 billion during the third quarter of 2021. Unfunded commitments rose for the third consecutive quarter, including a 31 percent increase on a linked quarter basis. Momentum in our commercial pipeline continued during the quarter with all loan opportunities totaling $2.3 billion, an increase of 56 percent on a linked quarter basis and more than double the levels of a year ago. This marked the fifth consecutive quarter of increased activity in the commercial pipeline as each respective category showed double-digit increases from third quarter 2021 levels. Equally important, the increases were broad- based across most of our markets and across our business units.
Total deposits at the end of the fourth quarter of 2021 were $19.4 billion, an increase of $2.4 billion, or 14 percent, from $17.0 billion at the end of the fourth quarter of 2020. Total noninterest bearing deposits accounts totaled $5.3 billion, up $843 million, or 19 percent, from $4.5 billion at the end of the fourth quarter a year ago. Interest bearing deposits (checking, savings and money market accounts) totaled $11.6 billion, up $1.9 billion, or 20 percent, compared to $9.7 billion at the end of 2020. The year-over-year increases in each of these categories reflects an increase in customers as well as acquired deposits from the Landmark and Triumph acquisitions. Time deposits totaled $2.5 billion at the end of the fourth quarter of 2021, down 13 percent compared to $2.8 billion at the end of 2020.
Net interest income for the fourth quarter of 2021 totaled $153.1 million, compared to $155.0 million in the fourth quarter of 2020, a decrease of 1 percent. Included in net interest income is accretion recognized on loans acquired, which totaled $5.8 million in the fourth quarter of 2021 and $9.0 million in the fourth quarter of 2020. Also included in net interest income is interest income on PPP loans, which totaled $5.1 million in the fourth quarter of 2021 and $6.5 million in the fourth quarter of 2020. The decrease in net interest income from a year ago reflects lower average loan balances, a decrease in loan yields and lower contributions from accretion and PPP loans, offset in part by our ability to successfully reduce deposit costs.
The yield on loans for the fourth quarter of 2021 was 4.58 percent, compared to 4.76 percent in the third quarter of 2021 and 4.74 percent in the fourth quarter of 2020. Cost of deposits for the fourth quarter of 2021 was 17 basis points, down 3 basis points on a linked quarter basis and down 17 basis points compared to the fourth quarter of 2020. Net interest margin on a fully taxable equivalent basis was 2.86 percent for the fourth quarter of 2021, compared to 2.85 percent in the third quarter of 2021 and 3.22 percent in the fourth quarter of 2020. Throughout 2021, the Company strategically redeployed excess liquidity through the purchase of investment securities, including short-term variable rate securities. At December 31, 2021, short-term, variable securities totaled approximately $1.5 billion.
Noninterest income for 2021 was $191.8 million, compared to $239.8 million recorded in 2020. The decrease in noninterest income was primarily due to a $39.3 million decrease in gains on sales of investment securities and a $12.7 million decrease in mortgage lending income, offset in part by a $3.5 million increase in debit and credit card fees as a result of an increased usage and a higher number of customers.
Noninterest income for the fourth quarter of 2021 was $46.6 million, compared to $41.8 million in the fourth quarter of 2020. The increase in noninterest income compared to a year ago was broad based as most of our fee-based businesses posted gains, including mortgage lending income up $2.1 million, service charges on deposit accounts up $1.1 million, debit and credit card fee up $1.0 million and wealth management fees up $0.8 million.
Noninterest expense for 2021 was $483.6 million, down $1.1 million, or less than 1 percent, compared to $484.7 million recorded in 2020. Included in 2021 noninterest expense are pre-tax, non-core items totaling $15.3 million that primarily consist of merger-related expenses ($15.9 million, pre-tax). Excluding these items, core noninterest expense for 2021 was $468.2 million, compared to core noninterest expense of $463.2 million for 2020. The increase was primarily attributable to an increase in salaries and benefits (+$6.9 million), offset in part by a decline in furniture and equipment expense (-$4.0 million).
Noninterest expense for the fourth quarter of 2021 totaled $141.6 million, compared to $125.8 million in the fourth quarter of 2020. Included in noninterest expense are pre-tax, non-core items totaling $15.2 million that primarily consisted of merger-related expenses ($13.6 million, pre-tax). Excluding these items, core noninterest expense for the fourth quarter of 2021 was $126.4 million, compared to $113.4 million in the fourth quarter of 2020. The increase in noninterest expense was primarily due to the addition of operating expenses associated with the acquired banks at the beginning of the quarter. Expected costs saves from the acquisitions are expected to be achieved, in their entirety, in 2022. During the fourth quarter of 2021, the Company also donated $2.5 million to the Simmons First Foundation.
Credit quality metrics showed marked improvement throughout the year. Total nonperforming assets as a percentage of total assets were 0.31 percent at the end of 2021, compared to 0.64 percent at the end of 2020. Total nonperforming loans at the end of the fourth quarter of 2021 totaled $68.6 million, down $54.9 million compared to $123.5 million at the end of the fourth quarter a year ago. Net charge-offs as a percentage of average loans for the full year of 2021 were 13 basis points, down from 45 basis points reported for the full year of 2020. Net charge-offs for the fourth quarter of 2021 were 31 basis points, compared to 52 basis points for the fourth quarter of 2020. Provision for credit losses for the full year of 2021 was a credit of $32.7 million compared to expense of $75.0 million for the full year of 2020, reflecting positive trends in asset quality metrics throughout the year and improved economic modeling scenarios that in the prior year were negatively impacted by the corresponding impact of the pandemic on the macroeconomic environment. Provision for credit losses on loans during the fourth quarter of 2021 was a credit of $1.3 million, compared to expense of $6.9 million during the fourth quarter of 2020.
The allowance for credit losses on loans at the end of 2021 was $205.3 million, compared to $238.1 million at the end of 2020. During the fourth quarter of 2021, the Company recorded allowance of $13.4 million in connection with Purchase Credit Deteriorated loans acquired in the Landmark and Triumph acquisitions. The allowance to loan ratio ended 2021 at 1.71 percent, compared to 1.85 percent at the end of 2020, and the nonperforming loan coverage ratio was 300 percent at the end of 2021, compared to 193 percent at the end of 2020.
Total common stockholders’ equity at the end of 2021 was $3.2 billion, compared to $3.0 billion at the end of 2020. During the fourth quarter of 2021, the Company redeemed its outstanding preferred stock totaling approximately $767 thousand. Book value per share at the end of the fourth quarter of 2021 was $28.82, compared to $27.53 at the end of the fourth quarter of 2020. Tangible book value per share was $17.71 at the end of the fourth quarter of 2021, compared to $16.56 at the end of the fourth quarter of 2020. The ratio of stockholders’ equity to total assets at December 31, 2021 was 13.1 percent, while tangible common equity to tangible total assets was 8.5 percent. All of the Company’s regulatory capital ratios continue to significantly exceed “well-capitalized” guidelines, and it is noteworthy that the increase in book value per share and tangible book value per share was accomplished while also completing the acquisitions of Landmark and Triumph, paying cash dividends and actively utilizing the Company’s stock repurchase program.
Share Repurchase Program and Cash Dividend
As a result of the Company’s strong capital position and ability to organically generate capital, the Company’s board of directors has declared a quarterly cash dividend on the Company’s Class A common stock of $0.19 per share, which is payable on April 4, 2022, to shareholders of record as of March 15, 2022. The cash dividend rate represents an increase of $0.01 per share, or 6 percent, from the dividend paid for the same time period last year.
During the fourth quarter of 2021, the Company repurchased approximately 2.6 million shares of its Class A common stock at an average price of $29.69 pursuant to the Company’s stock repurchase program, which was originally approved in October 2019 (the “2019 Program”). Remaining capacity under the 2019 Program at the end of 2021 totaled approximately $20.6 million. During January 2022, the Company substantially exhausted the remaining capacity under the 2019 Program.
Therefore, the Company also announced today that its board of directors has authorized a new stock repurchase program (the “New Program”) under which the Company may repurchase up to $175,000,000 of its Class A common stock currently issued and outstanding. The New Program replaces the 2019 Program.
Under the New Program, the Company may repurchase shares of its common stock through open market and privately negotiated transactions or otherwise. The timing, pricing, and amount of any repurchases under the New Program will be determined by the Company’s management at its discretion based on a variety of factors, including, but not limited to, trading volume and market price of the Company’s common stock, corporate considerations, the Company’s working capital and investment requirements, general market and economic conditions, and legal requirements. The New Program does not obligate the Company to repurchase any common stock and may be modified, discontinued, or suspended at any time without prior notice. The Company anticipates funding for the New Program to come from available sources of liquidity, including cash on hand and future cash flow. The New Program will terminate on January 31, 2024 (unless terminated sooner).
Simmons First National Corporation
Simmons First National Corporation (NASDAQ: SFNC) is a Mid-South based financial holding company whose principal subsidiary, Simmons Bank, operates 199 financial centers in Arkansas, Missouri, Tennessee, Texas, Oklahoma and Kansas. Founded in 1903, Simmons Bank offers comprehensive financial solutions delivered with a client-centric approach. Simmons Bank was named to Forbes’ list of “World’s Best Banks” for the second consecutive year and ranked among the top 30 banks in Forbes’ list of “America’s Best Banks” for 2021. Additional information about Simmons and Simmons Bank can be found on our website at simmonsbank.com, by following @Simmons_Bank on Twitter or by visiting our newsroom.
Management will conduct a live conference call to review this information beginning at 9:00 a.m. Central Time today, Thursday, January 27, 2022. Interested persons can listen to this call by dialing toll-free 1-866-298-7926 (United States and Canada only) and asking for the Simmons First National Corporation conference call, conference ID 7373369. In addition, the call will be available live or in recorded version on the Company’s website at simmonsbank.com for at least 60 days.
Non-GAAP Financial Measures
This press release contains financial information determined by methods other than in accordance with U.S. generally accepted accounting principles (“GAAP”). The Company’s management uses these non-GAAP financial measures in their analysis of the Company’s performance. These measures adjust GAAP performance measures to, among other things, include the tax benefit associated with revenue items that are tax-exempt, as well as exclude from income available to common shareholders, non-interest income, and non-interest expense certain income and expenses related to significant non-core activities, including merger-related expenses, gain on sale of branches, early retirement program expenses and net branch right-sizing expenses. In addition, the Company also presents certain figures based on tangible common stockholders’ equity, tangible assets and tangible book value, which exclude goodwill and other intangible assets. The Company further presents certain figures that are exclusive of the impact of PPP loans. The Company’s management believes that these non-GAAP financial measures are useful to investors because they, among other things, present the results of the Company’s ongoing operations without the effect of mergers or other items not central to the Company’s ongoing business, as well as normalize for tax effects. Management, therefore, believes presentations of these non-GAAP financial measures provide useful supplemental information that is essential to a proper understanding of the operating results of the Company’s core businesses, and management uses these non-GAAP financial measures to assess the performance of the Company’s core businesses as related to prior financial periods. These non-GAAP disclosures should not be viewed as a substitute for operating
results determined in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures that may be presented by other companies. Where non-GAAP financial measures are used, the comparable GAAP financial measure, as well as the reconciliation to the comparable GAAP financial measure, can be found in the tables of this release.
Certain statements in this news release may not be based on historical facts and should be considered “forward- looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward- looking statements, including, without limitation, statements made in Mr. Makris’s quotes, may be identified by reference to future periods or by the use of forward-looking terminology, such as “believe,” “budget,” “expect,” “foresee,” “anticipate,” “intend,” “indicate,” “target,” “estimate,” “plan,” “project,” “continue,” “contemplate,” “positions,” “prospects,” “predict,” or “potential,” by future conditional verbs such as “will,” “would,” “should,” “could,” “might” or “may,” or by variations of such words or by similar expressions. These forward-looking statements include, without limitation, statements relating to Simmons’ future growth, lending capacity and lending activity, loan demand, revenue, assets, asset quality, profitability, net interest margin, non-interest revenue, share repurchase program, acquisition strategy, digital banking initiatives, the Company’s ability to recruit and retain key employees, branch closures and branch sales, the adequacy of the allowance for credit losses, the ability of the Company to manage the impacts of the COVID-19 pandemic, and the impacts of the Company’s and its customers’ participation in the PPP. Any forward-looking statement speaks only as of the date of this news release, and Simmons undertakes no obligation to update these forward-looking statements to reflect events or circumstances that occur after the date of this news release. By nature, forward-looking statements are based on various assumptions and involve inherent risk and uncertainties. Various factors, including, but not limited to, changes in economic conditions, credit quality, interest rates, loan demand, deposit flows, real estate values, the assumptions used in making the forward-looking statements, the securities markets generally or the price of Simmons’ common stock specifically, and information technology affecting the financial industry; the effect of steps the Company takes and has taken in response to the COVID-19 pandemic; the severity and duration of the pandemic, including the effectiveness of “booster” vaccination efforts and developments with respect to COVID-19 variants; the pace of recovery when the pandemic subsides and the heightened impact it has on many of the risks described herein; the effects of the COVID- 19 pandemic on, among other things, the Company’s operations, liquidity, and credit quality; general economic and market conditions; unemployment; claims, damages, and fines related to litigation or government actions, including litigation or actions arising from the Company’s participation in and administration of programs related to the COVID-19 pandemic; changes in accounting principles relating to loan loss recognition (current expected credit losses, or CECL); the ability to obtain regulatory approvals and meet other closing conditions to the proposed merger of Spirit of Texas Bancshares, Inc. (“Spirit”) with and into the Company (“Proposed Transaction”); delay in closing the Proposed Transaction; difficulties and delays in integrating the acquired business or fully realizing cost savings and other benefits of the Proposed Transaction; the Company’s ability to manage and successfully integrate its mergers and acquisitions; cyber threats, attacks or events; reliance on third parties for key services; government legislation; and other factors, many of which are beyond the control of the Company, could cause actual results to differ materially from those projected in or contemplated by the forward-looking statements. Additional information on factors that might affect the Company’s financial results is included in the Company’s Form 10-K for the year ended December 31, 2020, and other reports that the Company has filed with or furnished to the U.S. Securities and Exchange Commission (the “SEC”), all of which are available from the SEC.
Important Additional Information and Where to Find It
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval with respect to the Proposed Transaction. No offer of securities shall be made except by means of a prospectus meeting the requirements of the Securities Act of 1933, as amended, and no offer to sell or solicitation of an offer to buy shall be made in any jurisdiction in which such offer, solicitation or sale would be unlawful.
In connection with the Proposed Transaction, the Company has filed with the SEC a registration statement on Form S-4 (the “Registration Statement”) to register the shares of Company common stock that will be issued to Spirit shareholders in the Proposed Transaction. The Registration Statement includes a proxy statement of Spirit and a prospectus of the Company (the “Proxy Statement/Prospectus”), and the Company and/or Spirit may file with the SEC other relevant documents concerning the Proposed Transaction. The definitive Proxy Statement/Prospectus is being mailed to shareholders of Spirit. SHAREHOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT AND THE PROXY STATEMENT/PROSPECTUS REGARDING THE PROPOSED TRANSACTION CAREFULLY AND IN ITS ENTIRETY WHEN IT BECOMES AVAILABLE AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC BY THE COMPANY AND/OR SPIRIT, AS WELL
AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION.
Free copies of the Proxy Statement/Prospectus, as well as other filings containing information about the Company and Spirit, may be obtained at the SEC’s Internet site (http://www.sec.gov), when they are filed by the Company or Spirit. You will also be able to obtain these documents, when they are filed, free of charge, from the Company at simmonsbank.com under the heading “Investor Relations” or from Spirit at www.sotb.com under the “Investor Relations” link. Copies of the Proxy Statement/Prospectus can also be obtained, free of charge, by directing a request to the Company at Simmons First National Corporation, 501 Main Street, Pine Bluff, Arkansas 71601, Attention: Ed Bilek, Director of Investor Relations, Email: [email protected] or [email protected], Telephone: (870) 541-1000; or by directing a request to Spirit at Spirit of Texas Bancshares, Inc., 1836 Spirit of Texas Way, Conroe, Texas 77301, Attention: Corporate Secretary, Email: [email protected], Telephone: (936) 521-1836.
Participants in the Solicitation
The Company, Spirit, and certain of their respective directors, executive officers and employees may be deemed to be participants in the solicitation of proxies from the shareholders of Spirit in connection with the Proposed Transaction. Information about the Company’s directors and executive officers is available in its proxy statement for its 2021 annual meeting of shareholders, which was filed with the SEC on April 15, 2021. Information about Spirit’s directors and executive officers is available in its proxy statement for its 2021 annual meeting of shareholders, which was filed with the SEC on April 9, 2021. Information regarding all of the persons who may, under the rules of the SEC, be deemed participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the Proxy Statement/Prospectus regarding the Proposed Transaction and other relevant materials to be filed with the SEC when they become available. Free copies of these documents may be obtained as described in the preceding paragraph.