Hancock Reports Second Quarter 2011 Financial Results

Results Include Impact of Whitney Merger From Acquisition Date


GULFPORT, Miss., July 21, 2011 (GLOBE NEWSWIRE) -- Hancock Holding Company (Nasdaq:HBHC) (the "Company" or "Hancock") today announced financial results for the second quarter of 2011, which ended June 30, 2011. Operating income for the second quarter of 2011 was $26.6 million or $.48 per diluted common share compared to $16.4 million, or $.44, and $7.7 million, or $.21, in the first quarter of 2011 and second quarter of 2010, respectively. Operating income is defined as net income excluding tax-effected merger costs and securities transactions gains or losses. Included in the financial tables is a reconciliation of net income to operating income.

Hancock's return on average assets, excluding merger related items and securities transactions, was 0.92 percent for the second quarter of 2011, up 11 basis points from 0.81 percent in the first quarter of 2011, and an improvement of 56 basis points over the prior year period.

Net income for the second quarter of 2011 was $12.1 million, or $.22 per diluted common share, compared to $15.3 million, or $.41, and $6.5 million, or $.17, in the first quarter of 2011 and second quarter of 2010, respectively. Included in net income for the second quarter of 2011 were $22.2 million of pre-tax merger-related costs. Pre-tax merger costs for the first quarter of 2011 and second quarter of 2010 totaled $1.6 million and $1.7 million, respectively.

On June 4, 2011, Hancock completed its acquisition of Whitney Holding Corporation ("Whitney") headquartered in New Orleans, Louisiana. The impact of the acquisition is reflected in the Company's financial information from the acquisition date. The acquisition added $11.7 billion in assets, $6.5 billion in loans, and $9.2 billion in deposits. The purchase price of the acquisition was $1.6 billion, including the exchange of 40.8 million shares of Hancock common stock for Whitney's outstanding common stock and $308 million paid to the U.S. Treasury for Whitney's preferred stock and warrant.

"The closing of the Whitney acquisition solidifies Hancock as the premier Gulf South financial services franchise," said Hancock's President and Chief Executive Officer Carl J. Chaney. "The profit for the quarter and overall operating results reflect only a piece of what Whitney brings to the combined company. With the integration on track, cost saves beginning to be realized, opportunities to cross-sell market-leading products and services such as treasury management and commercial insurance, and the dynamics of a region poised for future growth, the outlook for Hancock Bank and Whitney Bank is positive and exciting."

Under purchase accounting rules, the Whitney balance sheet was marked to fair value at acquisition date. Two significant items resulting from this valuation were the elimination of Whitney's loan loss reserve and the establishment of a loan mark on the acquired loan portfolio. Whitney's allowance for loan losses of $208 million at acquisition was not carried forward, and the loan portfolio was reduced, or "marked," $463 million to fair value. This represented a 6.7 percent discount on the acquired loan portfolio. A portion of the mark on the loan portfolio will be accreted into interest income over time. Additional detail on the loan mark is included in the financial tables.

Goodwill and other intangibles of approximately $783 million were recorded in connection with the Whitney acquisition.

The following chart summarizes the acquired balance sheet:

Preliminary Summary of Net Assets Acquired
(At Fair Value)
As of June 4, 2011
(dollars in millions)
Cash and short-term investments $956.7
Loans held for sale 56.9
Securities 2,634.70
Loans and leases 6,456.00
Identifiable intangibles 276.3
Property & equipment 284
Other assets 577.4
Total identifiable assets  $11,242.0
   
Deposits  $9,181.9
Borrowings  776
Other liabilities  175.5
Total liabilities  $10,133.4
   
Net identifiable assets acquired  $1,108.6
Goodwill  507.2
Net assets acquired $1,615.8

The company's pre-tax, pre-provision profit for the second quarter of 2011 was $49.5 million compared to $32.4 million in the first quarter of 2011. Pre-tax pre-provision profit is total revenue (TE) less non-interest expense and excludes merger-related costs and securities transactions.

Highlights & Key Operating Items from Hancock's Second Quarter Results

Balance Sheet

Total assets at June 30, 2011, were $19.8 billion, compared to $8.3 billion at March 31, 2011. The increase from the prior period mainly reflects the $11.7 billion in assets acquired in the Whitney merger.

Loans

For the quarter ended June 30, 2011, Hancock's average total loans were $6.7 billion compared to $4.9 billion in the first quarter of 2011. Period-end loans totaled $11.2 billion at June 30, 2011, compared to $4.8 billion at March 31, 2011. The increase in both average and period-end loans reflects the Whitney acquisition. Average balances include Whitney's loan portfolio from the date of acquisition.

Excluding the impact of Whitney at acquisition date, period-end loan balances were down approximately $48 million, or 1 percent, from March 31, 2011.

The Company continues to experience limited loan demand throughout its operating region.

Deposits

Average deposits for the second quarter of 2011 were $9.2 billion compared to $6.8 billion in the first quarter of 2011. Period-end deposits were $15.6 billion compared to $6.7 billion at March 31, 2011. The increase in both average and period-end deposits reflects the Whitney acquisition. Average balances include Whitney's deposit portfolio from the date of acquisition.

Excluding the impact of Whitney at acquisition date, period-end deposits were down $291 million, or 4 percent, from March 31, 2011. Approximately one-third of the decrease was related to expected runoff in the Peoples First time deposit portfolio. The remaining decline from the end of the first quarter of 2011 was due in part to the seasonality of commercial and public fund deposits.

Noninterest-bearing demand deposits (DDAs) totaled $4.9 billion at June 30, 2011, compared to $1.2 billion at March 31, 2011. Noninterest-bearing demand deposits comprised 31 percent of total period-end deposits at June 30, 2011, compared to 18 percent at March 31, 2011. The increase was related to the Whitney acquisition and the impact from its favorable deposit mix.

Asset Quality

Net charge-offs for the second quarter of 2011 were $8.2 million, or 0.49 percent of average loans on an annualized basis, compared to $6.8 million, or 0.57 percent of average loans, for the first quarter of 2011.

Non-performing assets totaled $258.2 million at June 30, 2011, compared to $161.9 million at March 31, 2011. The increase from the previous period is mainly related to the addition of $81.2 million of Whitney's foreclosed assets. Whitney's credit impaired loan portfolio was recorded at estimated fair value at acquisition and is not included in non-performing assets. Non-performing assets as a percent of total loans and foreclosed assets was 2.27 percent at June 30, 2011, compared to 3.32 percent at March 31, 2011.

Loans 90 days past due or greater (accruing) as a percent of period-end loans was 0.04 percent at June 30, 2011, compared to 0.01 percent at March 31, 2011.

The company's allowance for loan losses was $112.4 million at June 30, 2011, compared to $94.4 million at March 31, 2011.  The ratio of the allowance for loan losses to period-end loans was 1.00 percent at June 30, 2011, compared to 1.95 percent at March 31, 2011. The decrease in the allowance ratio is related to the addition of Whitney's $6.5 billion loan portfolio, at fair value. As noted earlier, Whitney's allowance was not carried forward at acquisition. Excluding the acquired and covered portfolios, the allowance for loan losses as a percent of period-end loans was 1.99 percent at June 30, 2011, compared to 2.05 percent at March 31, 2011.

Additional asset quality metrics for the acquired (Whitney), covered (Peoples First) and originated (Hancock legacy plus newly originated loans) portfolios are included in the financial tables.

Hancock's reserving methodologies required the company to increase the allowance for loan losses in the second quarter.  Hancock recorded a total provision for loan losses for the second quarter of 2011 of $9.1 million compared to $8.8 million in the first quarter of 2011. During the second quarter Hancock reversed the remaining $2.7 million of allowance established to cover estimated losses from the BP oil spill, and increased the unallocated portion of the reserve for loan losses by $1.2 million.

During the second quarter of 2011 the company recorded an $18.0 million increase in the allowance for losses that have arisen on certain pools of covered loans since the December 2009 acquisition of Peoples First, which was mostly offset by an increase in the Company's FDIC loss share receivable for the 95 percent loss coverage. This resulted in a net provision for the second quarter of $0.9 million.

Net Interest Income

Net interest income (TE) for the second quarter of 2011 was $101.9 million, compared to $69.6 million in the first quarter of 2011. The majority of the increase was related to the impact of the Whitney acquisition.

Average earning assets were $9.9 billion in the second quarter of 2011 compared to $7.1 billion in the first quarter of 2011.

The net interest margin (TE) was 4.11 percent for the second quarter of 2011, compared to 3.97 percent for the first quarter of 2011. The increase in the margin of 14 basis points reflected a favorable shift in funding sources and a decline in funding costs, offset by a less favorable shift in the mix of earning assets and a decline in investment portfolio yields. These changes are mainly related to the acquisition of the Whitney. The Company's loan yield was unchanged from the first quarter of 2011, while the yield on securities decreased 35 basis points, resulting in a decline in the yield on average earning assets of 10 basis points.  Total funding costs were down 24 basis points from the first quarter.

Toward the end of the second quarter, the Company invested approximately $400 million of its excess liquidity in securities. The yield on the securities purchased was 2.54 percent, an increase of 229 basis points compared to the current short-term investment rate of 25 basis points, and is expected to lift annual pretax earnings by approximately $9.2 million.

Non-interest Income

Non-interest income totaled $46.7 million for the second quarter of 2011 compared to $34.1 million in the first quarter of 2011. Approximately $8.2 million, or 65 percent of the increase, was related to the impact of the Whitney acquisition.

The remainder of the increase from the first quarter of 2011 was related primarily to other income, up $3.6 million, and insurance fees, up $1.4 million. The increase in other income included an additional $3.0 million of interest accretion on the FDIC receivable from the Peoples First acquisition. The increase in insurance income was related to annual policy renewals in the second quarter.

Management expects that the new interchange rates related to the Durbin amendment that are being implemented in the fourth quarter of 2011 could result in approximately $2 million to $3 million of lower fee income for the remainder of 2011 and approximately $15 million to $18 million of lower fee income in 2012.

Non-interest Expense & Taxes

Non-interest expense for the second quarter of 2011 totaled $121.4 million compared to $73.0 million in the first quarter of 2011. The increase was related to the impact of the Whitney acquisition. Non-interest expense for the second quarter included $22.2 million of merger-related expenses.

The efficiency ratio, which excludes merger costs, was 65.62 percent for the second quarter of 2011 compared to 68.21 percent for the first quarter of 2011.

The effective income tax rate for the second quarter of 2011 was 21 percent compared to 20 percent in the first quarter of 2011. The low tax rate is impacted by tax-exempt interest income and the utilization of tax credits.  The source of the tax credits resulted from investments in New Market Tax Credits, Qualified Bond Credits and Work Opportunity Tax Credits.

Integration Update

The integration of Whitney into Hancock continues to progress as scheduled. Professional consulting groups have been assisting Hancock with the integration and accounting matters related to the transaction. The main systems conversion is currently scheduled for the first quarter of 2012, with smaller systems converting later this year.

Management currently expects the divestiture of Whitney's seven branches in coastal Mississippi and one branch in Louisiana required by the Department of Justice to be completed in the third quarter of 2011.

Merger costs incurred to-date totaled approximately $24 million. Management expects a total of approximately $125 million in pre-tax merger costs related to the Whitney acquisition.

The Company realized approximately $4 million in cost synergies from acquisition date through the end of the second quarter, related mainly to a reduction in headcount and other cost synergies. The timeline for realization of these expected cost synergies remains on track and management remains confident it will meet its total projected annual cost saves of $134 million.

Capital

Hancock continues to remain well capitalized, with total equity of $2.4 billion at June 30, 2011, compared to $1.1 billion at March 31, 2011. The increase mainly reflects the addition of $1.3 billion in equity from the Whitney acquisition. The company's tangible common equity ratio was 8.09 percent at June 30, 2011, compared to 11.94 percent at March 31, 2011. The decline from the first quarter reflects the impact of the intangible assets acquired in the Whitney merger. Additional capital ratios are included in the financial tables.

Conference Call

Management will host a conference call for analysts and investors at 10:00 a.m. Central Daylight Time on Friday, July 22, 2011, to review the results. A live listen-only webcast of the call will be available under the Investor Relations section of Hancock's website at www.hancockbank.com.

To participate in the Q&A portion of the call, dial (877) 564-1219 or (973) 638-3429. An audio archive of the conference call will be available under the Investor Relations section of Hancock's website. A replay of the call will also be available through July 27, 2011, by dialing (800) 642-1687 or (706) 645-9291, passcode 81498026.

About Hancock Holding Company

Both Hancock Bank and Whitney Bank were founded more than a century ago and operate a combined total of nearly 300 full-service bank branches and almost 400 ATMs across a Gulf South corridor comprising South Mississippi; southern and central Alabama; southern Louisiana; the northern, central, and Panhandle regions of Florida; and Houston, Texas.

The Hancock Holding Company financial services family also includes Hancock Investment Services, Inc.; Hancock Insurance Agency and its divisions of J. Everett Eaves and Ross King Walker; Magna Insurance Company; Southern Coastal Insurance Agency, Inc.; corporate trust offices in Gulfport and Jackson, Miss., New Orleans, Baton Rouge, and Orlando; and Harrison Finance Company.

Investors and customers can access more information about Hancock Holding Company, Hancock Bank, and e-banking at www.hancockbank.com.  Details about Whitney Bank and online banking are available at www.whitneybank.com.

The Hancock Holding Company logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=2758

Forward-Looking Statements

"SAFE HARBOR" STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995: Congress passed the Private Securities Litigation Act of 1995 in an effort to encourage corporations to provide information about companies' anticipated future financial performance. This act provides a safe harbor for such disclosure, which protects the companies from unwarranted litigation if actual results are different from management expectations. This news release contains "forward-looking statements" within the meaning of section 27A of the Securities Act of 1933, as amended, and section 21E of the Securities Exchange Act of 1934, as amended, and we intend such forward-looking statements to be covered by the safe harbor provisions therein and are including this statement for purposes of invoking these safe-harbor provisions. Forward-looking statements provide projections of results of operations or of financial condition or state other forward-looking information, such as expectations about future conditions and descriptions of plans and strategies for the future. The forward-looking statements made in this release include, but may not be limited to, future profitability, the timing and strength of the economic recovery, the overall capital strength of Hancock, the timing, merger costs, cost synergies, profitability and long-term success of the Hancock/Whitney integration, the timing of the branch divestiture and the financial impact of the Durbin amendment

Hancock's ability to accurately project results or predict the effects of future plans or strategies is inherently limited. Although Hancock believes that the expectations reflected in its forward-looking statements are based on reasonable assumptions, actual results and performance could differ materially from those set forth in the forward-looking statements. Factors that could cause Hancock's actual results to differ from those expressed in Hancock's forward-looking statements include, but are not limited to, those risk factors outlined in Hancock's public filings with the Securities and Exchange Commission, which are available at the SEC's internet site (http://www.sec.gov), the anticipated benefits from the proposed transaction such as it being accretive to earnings, expanding our geographic presence and synergies are not realized in the time frame anticipated or at all as a result of changes in general economic and market conditions, interest and exchange rates, monetary policy, laws and regulations (including changes to capital requirements) and their enforcement, and the degree of competition in the geographic and business areas in which the companies operate; the ability to promptly and effectively integrate the businesses of Whitney and Hancock; reputational risks and the reaction of the companies' customers to the transaction; and diversion of management time on merger-related issues.

You are cautioned not to place undue reliance on these forward-looking statements. Hancock does not intend, and undertakes no obligation, to update or revise any forward-looking statements, whether as a result of differences in actual results, changes in assumptions or changes in other factors affecting such statements, except as required by law.

 Hancock Holding Company           
 Financial Highlights           
 (amounts in thousands, except per share data and FTE headcount)           
 (unaudited)           
 
   Three Months Ended   Six Months Ended 
  6/30/2011 3/31/2011 6/30/2010 6/30/2011 6/30/2010
Per Common Share Data
           
Earnings per share:          
Basic $0.22 $0.41 $0.17 $0.59 $0.55
Diluted $0.22 $0.41 $0.17 $0.59 $0.55
Operating earnings per share: (a)          
Basic $0.48 $0.44 $0.21 $0.93 $0.61
Diluted  $0.48 $0.44 $0.21 $0.92 $0.60
Cash dividends per share  $0.24 $0.24 $0.24 $0.48 $0.48
Book value per share (period-end) $28.18 $24.52 $23.36 $28.18 $23.36
Tangible book value per share (period-end) $18.06 $22.79 $21.28 $18.06 $21.28
Weighted average number of shares:          
Basic  54,890  37,333  36,876  46,160  36,855
Diluted  55,035  37,521  37,078  46,310  37,075
Period-end number of shares  84,694  43,139  36,877  84,694  36,877
Market data:          
High sales price $34.57 $35.68 $43.90 $35.68 $45.86
Low sales price $30.04 $30.67 $33.27 $30.04 $33.27
Period end closing price  $30.98 $32.84 $33.36 $30.98 $33.36
Trading volume  32,122  25,942  12,443  58,064  22,055
           
(a) Excludes tax-effected merger related expenses and securities transactions          
           
Other Period-end Data
           
FTE headcount 4,892 2,299 2,278 4,892 2,278
Tangible common equity $1,529,955 $983,160 $784,872 $1,529,955 $784,872
Tier I capital $1,458,102 $981,439 $764,608 $1,458,102 $764,608
Goodwill and non-amortizing intangibles $622,929 $61,631 $61,631 $622,929 $61,631
Amortizing intangibles $233,121 $12,591 $14,516 $233,121 $14,516
           
Performance Ratios
           
Return on average assets 0.42% 0.75% 0.31% 0.56% 0.48%
Return on average assets (operating)  0.92% 0.81% 0.36% 0.87% 0.53%
Return on average common equity  3.32% 7.07% 3.03% 4.72% 4.78%
Return on average common equity (operating) 7.30% 7.56% 3.56% 7.40% 5.27%
Tangible common equity ratio  8.09% 11.94% 9.32% 8.09% 9.32%
Earning asset yield (TE) 4.77% 4.87% 5.06% 4.81% 5.11%
Total cost of funds 0.66% 0.90% 1.19% 0.76% 1.30%
Net interest margin (TE) 4.11% 3.97% 3.87% 4.05% 3.81%
Noninterest expense as a percent of total revenue (TE) before amortization of purchased intangibles and securities transactions and merger expenses 65.62% 68.21% 65.64% 66.68% 65.33%
Net charge-offs as a percent of average loans 0.49% 0.57% 1.11% 0.52% 1.09%
Allowance for loan losses as a percent of period-end loans 1.00% 1.95% 1.55% 1.00% 1.55%
Allowance for loan losses to non-performing loans + accruing loans 90 days past due 85.22% 77.87% 48.84% 85.22% 48.84%
Average loan/deposit ratio 72.51% 72.38% 71.63% 72.46% 71.54%
Non-interest income excluding securities transactions as a percent of total revenue (TE) 31.43% 32.93% 33.23% 32.05% 32.18%
 Hancock Holding Company           
 Financial Highlights           
 (amounts in thousands)           
 (unaudited)           
 
   Three Months Ended   Six Months Ended 
  6/30/2011 3/31/2011 6/30/2010 6/30/2011 6/30/2010
Asset Quality Information
 
Non-accrual loans (a) $109,234 $100,718 $150,127 $109,234 $150,127
Restructured loans (b) 18,606 19,757  --  18,606  -- 
Total non-performing loans 127,840 120,475  150,127 127,840  150,127
Foreclosed assets 130,320 41,380 44,901 130,320 44,901
Total non-performing assets $258,160 $161,855 $195,028 $258,160 $195,028
Non-performing assets as a percent of loans and foreclosed assets 2.27% 3.32% 3.89% 2.27% 3.89%
Accruing loans 90 days past due (a) $4,057 $691 $8,002 $4,057 $8,002
Accruing loans 90 days past due as a percent of loans 0.04% 0.01% 0.16% 0.04% 0.16%
Non-performing assets + accruing loans 90 days past due to loans and foreclosed assets 2.30% 3.33% 4.05% 2.30% 4.05%
 
Net charge-offs $8,241 $6,817 $13,921 $15,058 $27,172
Net charge-offs as a percent of average loans 0.49% 0.57% 1.11% 0.52% 1.09%
       
Allowance for loan losses $112,407 $94,356 $77,221 $112,407 $77,221
Allowance for loan losses as a percent of period-end loans 1.00% 1.95% 1.55% 1.00% 1.55%
Allowance for loan losses to non-performing loans + accruing loans 90 days past due 85.22% 77.87% 48.84% 85.22% 48.84%
 
Provision for loan losses $9,144 $8,822 $24,517 $17,966 $38,343
   
(a) Non-accrual loans and accruing loans past due 90 days or more do not include purchased impaired
loans which were written down to fair value upon acquisition and accrete interest income over the
remaining life of the loan.
           
(b) Included in restructured loans are $8.4 million and $10.3 million in non-accrual loans at 6/30/2011
and 3/31/2011, repectively.
           
Allowance for Loan Losses
         
Beginning Balance $94,356 $81,997 $66,625 $81,997 $66,050
Provision for loan losses before FDIC benefit - covered loans  18,049 10,899  -- 28,948  --
Benefit attributable to FDIC loss share agreement (17,148) (10,354)  --  (27,502)  --
Provision for loan losses - non-covered loans 8,243 8,277 24,517 16,520 38,343
Net provision for loan losses 9,144 8,822 24,517 17,966 38,343
Increase in indemnification asset  17,148 10,354  -- 27,502  --
Charge-offs 12,993 9,079 14,998 22,072 30,158
Recoveries 4,752 2,262 1,077 7,014 2,986
Net charge-offs 8,241 6,817 13,921 15,058 27,172
Ending Balance $112,407 $94,356 $77,221 $112,407 $77,221
         
         
Net Charge-off Information
         
Net charge-offs:        
Commercial/real estate loans $5,210 $4,180 $10,537 $9,390 $20,775
Mortgage loans 1,001 371 569 1,372 1,177
Direct consumer loans 1,116 1,267 1,241 2,383 1,849
Indirect consumer loans 178 224 449 402 1,057
Finance Company loans 736 775 1,125 1,511 2,314
Total net charge-offs  $8,241 $6,817 $13,921 $15,058 $27,172
           
Average loans:          
Commercial/real estate loans $4,565,071 $3,099,303 $3,090,655 $3,836,235 $3,118,049
Mortgage loans 864,601 653,150 745,019 759,460 740,176
Direct consumer loans 869,999 736,133 729,083 803,436 733,382
Indirect consumer loans 283,612 301,638 336,260 292,575 348,047
Finance Company loans 95,557 97,525 107,821 96,536 108,815
Total average loans $6,678,840 $4,887,749 $5,008,838 $5,788,242 $5,048,469
           
Net charge-offs to average loans:          
Commercial/real estate loans 0.46% 0.55% 1.37% 0.49% 1.34%
Mortgage loans 0.46% 0.23% 0.31% 0.36% 0.32%
Direct consumer loans 0.51% 0.70% 0.68% 0.60% 0.51%
Indirect consumer loans 0.25% 0.30% 0.54% 0.28% 0.61%
Finance Company loans 3.09% 3.22% 4.19% 3.16% 4.29%
Total net charge-offs to average loans 0.49% 0.57% 1.11% 0.52% 1.09%
 Hancock Holding Company           
 Financial Highlights           
 (amounts in thousands)           
 (unaudited)           
 
   Three Months Ended   Six Months Ended 
  6/30/2011 3/31/2011 6/30/2010 6/30/2011 6/30/2010
Income Statement
           
Interest income  $115,477 $82,533 $89,741 $198,010 $182,119
Interest income (TE) 118,335 85,405 92,788 203,740 188,184
Interest expense 16,418 15,769 21,868 32,187 47,668
Net interest income (TE) 101,917 69,636 70,920 171,553 140,516
Provision for loan losses 9,144 8,822 24,517 17,966 38,343
Noninterest income excluding securities transactions  46,715 34,183 35,293 80,899 66,674
Securities transactions gains/(losses)  (36)  (51)  --  (87)  --
Noninterest expense  121,366 73,019 72,122 194,385 139,943
Income before income taxes 15,228 19,055 6,527 34,284 22,839
Income tax expense 3,140 3,727 27 6,868 2,505
Net income $12,088 $15,328 $6,500 $27,416 $20,334
           
Merger-related expenses  22,219 1,588 1,718 23,808 3,167
Securities transactions gains/(losses)  (36)  (51)  --  (87)  --
Taxes on adjustments 7,789 574 621 8,364 1,146
Operating income (c) $26,554 $16,393 $7,597 $42,947 $22,355
           
Difference between interest income and interest income (te) $2,858 $2,872 $3,047 $5,730 $6,065
Provision for loan losses 9,144 8,822 24,517 17,966 38,343
Merger-related expenses  22,219 1,588 1,718 23,808 3,167
Securities transactions gains/(losses)  (36)  (51)  --  (87)  --
Income tax expense 3,140 3,727 27 6,868 2,505
Pre-tax, pre-provision profit (PTPP) (d) $49,485 $32,388 $35,809 $81,875 $70,414
           
Noninterest Income and Noninterest Expense
           
Service charges on deposit accounts $12,343 $9,544 $12,327 $21,887 $23,816
Trust fees 5,301 3,991 4,408 9,292 8,254
Debit card & merchant fees 5,968 3,510 3,928 9,478 7,524
Insurance fees 4,628 3,249 3,641 7,878 7,153
Investment & annuity fees 3,267 3,133 2,663 6,400 4,942
ATM fees 3,290 2,731 2,321 6,021 4,272
Secondary mortgage market operations 1,877 1,567 1,529 3,444 3,169
Other income 10,041 6,457 4,476 16,499 7,544
Noninterest income excluding securities transactions $46,715 $34,183 $35,293 $80,899 $66,674
Securities transactions gains/(losses)  (36)  (51)  --  (87)  --
Total noninterest income including securities transactions $46,679 $34,132 $35,293 $80,812 $66,674
           
Personnel expense $53,511 $37,835 $35,379 $91,335 $70,146
Occupancy expense (net) 8,760 5,911 6,026 14,671 12,169
Equipment expense 3,661 2,854 2,642 6,515 5,367
Other operating expense 31,594 24,217 25,673 55,821 47,672
Amortization of intangibles 1,621 614 684 2,235 1,422
Merger-related expenses $22,219 $1,588 $1,718 $23,808 $3,167
Total noninterest expense  $121,366 $73,019 $72,122 $194,385 $139,943
           
(c) Net income less tax-effected merger costs and securities gains/losses. Management believes that this is a useful financial measure because it enables investors to assess ongoing operations.
(d) Pre-tax pre-provision profit (PTPP) is total revenue (TE) less noninterest expense, merger items, and securities transactions. Management believes that PTPP profit is a useful financial measure because it enables investors and others to assess the Company's ability to generate capital to cover credit losses through a credit cycle.
 Hancock Holding Company           
 Financial Highlights           
 (amounts in thousands)           
 (unaudited)           
 
   Three Months Ended   Six Months Ended 
  6/30/2011 3/31/2011 6/30/2010 6/30/2011 6/30/2010
Period-end Balance Sheet
           
Commercial/real estate loans $8,233,519 $3,089,365 $3,042,654 $8,233,519 $3,042,654
Residential mortgage loans 1,443,817 630,092 751,259 1,443,817 751,259
Direct consumer loans 1,197,568 733,173 743,118 1,197,568 743,118
Indirect consumer loans 278,261 292,941 329,658 278,261 329,658
Finance Company loans 95,888 95,404 105,513 95,888 105,513
Total loans 11,249,053 4,840,975 4,972,202 11,249,053 4,972,202
Loans held for sale 67,081 7,468 42,769 67,081 42,769
Securities 4,573,973 1,593,511 1,686,671 4,573,973 1,686,671
Short-term investments 977,060 759,644 720,314 977,060 720,314
Earning assets 16,867,167 7,201,598 7,421,956 16,867,167 7,421,956
Allowance for loan losses (112,407) (94,356) (77,221) (112,407) (77,221)
Other assets 3,002,785 1,203,792 1,155,283 3,002,785 1,155,283
Total assets $19,757,545 $8,311,034 $8,500,018 $19,757,545 $8,500,018
           
Noninterest bearing deposits $4,852,440 $1,186,852 $1,050,118 $4,852,440 $1,050,118
Interest bearing transaction deposits 5,779,322 2,051,805 1,930,738 5,779,322 1,930,738
Interest bearing public fund deposits 1,522,002 1,208,334 1,205,874 1,522,002 1,205,874
Time deposits 3,434,145 2,250,319 2,773,841 3,434,145 2,773,841
Total interest bearing deposits 10,735,469 5,510,458 5,910,453 10,735,469 5,910,453
Total deposits  15,587,909 6,697,310 6,960,571 15,587,909 6,960,571
Other borrowed funds 1,310,462 442,294 546,343 1,310,462 546,343
Other liabilities 472,861 113,731 131,822 472,861 131,822
Common shareholders' equity 2,386,313 1,057,699 861,282 2,386,313 861,282
Total liabilities & common equity $19,757,545 $8,311,034 $8,500,018 $19,757,545 $8,500,018
 
Commercial/Real Estate Loans
           
Commercial non-real estate loans $3,076,731 $546,490 $521,019 $3,076,731 $521,019
Construction and land development loans 1,371,351 623,343 609,727 1,371,351 609,727
Commercial real estate owner occupied 2,019,176 854,954 798,627 2,019,176 798,627
Commercial real estate non-owner occupied 1,221,861 553,757 594,247 1,221,861 594,247
Municipal loans 498,418 461,401 463,076 498,418 463,076
Lease financing 45,982 49,420 55,958 45,982 55,958
Total commercial/real estate loans $8,233,519 $3,089,365 $3,042,654 $8,233,519 $3,042,654
 
Capital Ratios
           
Common shareholders' equity $2,386,313 $1,057,699 $861,282 $2,386,313 $861,282
Tier 1 capital 1,458,102 981,439 764,608 1,458,102 764,608
Tangible common equity ratio  8.09% 11.94% 9.32% 8.09% 9.32%
Common equity (period-end) as a percent of total assets (period-end) 12.08% 12.73% 10.13% 12.08% 10.13%
Leverage (Tier I) ratio  13.59% 12.02% 9.06% 13.59% 9.06%
Tier 1 risk-based capital ratio (e) 11.62% 17.04% 14.84% 11.62% 14.84%
Tier 1 common capital ratio (e) 11.62% 17.04% 14.84% 11.62% 14.84%
Total risk-based capital ratio (e) 13.71% 18.30% 16.09% 13.71% 16.09%
(e) estimated          
 Hancock Holding Company           
 Financial Highlights           
 (amounts in thousands)           
 (unaudited)           
 
   Three Months Ended   Six Months Ended 
  6/30/2011 3/31/2011 6/30/2010 6/30/2011 6/30/2010
Average Balance Sheet
           
Commercial/real estate loans $4,565,071 $3,099,303 $3,090,655 $3,836,235 $3,118,049
Residential mortgage loans 864,601 653,150 745,019 759,460 740,176
Direct consumer loans 869,999 736,133 729,083 803,436 733,382
Indirect consumer loans 283,612 301,638 336,260 292,575 348,047
Finance Company loans 95,557 97,525 107,821 96,536 108,815
Total loans 6,678,840 4,887,749 5,008,838 5,788,242 5,048,469
Securities 2,224,665 1,444,872 1,646,418 1,836,923 1,609,853
Short-term investments 1,028,067 742,761 688,648 886,203 750,541
Earning assets 9,931,572 7,075,382 7,343,904 8,511,368 7,408,863
Allowance for loan losses (95,313) (82,758) (67,901) (89,070) (67,041)
Other assets 1,752,563 1,244,747 1,235,552 1,500,056 1,240,759
Total assets $11,588,822 $8,237,371 $8,511,555 $9,922,354 $8,582,581
           
Noninterest bearing deposits $2,231,775 $1,144,469 $1,069,795 $1,691,126 $1,044,470
Interest bearing transaction deposits 3,139,872 2,029,706 1,920,797 2,587,856 1,907,968
Interest bearing Public Fund deposits 1,283,183 1,227,723 1,173,579 1,255,606 1,224,110
Time deposits 2,556,502 2,350,572 2,828,846 2,454,106 2,880,682
Total interest bearing deposits 6,979,557 5,608,001 5,923,222 6,297,568 6,012,760
Total deposits 9,211,332 6,752,470 6,993,017 7,988,694 7,057,230
Other borrowed funds 761,438 501,028 527,808 631,952 535,515
Other liabilities 157,500 104,035 129,595 130,914 132,687
Common shareholders' equity 1,458,552 879,838 861,135 1,170,794 857,149
Total liabilities & common equity $11,588,822 $8,237,371 $8,511,555 $9,922,354 $8,582,581
           
 Hancock Holding Company             
 Financial Highlights             
 (amounts in thousands)             
 (unaudited)             
     
Supplemental Asset Quality Information (excluding covered assets and acquired loans) 1   6/30/2011 3/31/2011 6/30/2010    
Non-accrual loans (2) (3)   $68,216 $56,654 $95,600    
Restructured loans   18,606 19,757  --    
Total non-performing loans   $86,822 $76,411 $95,600    
Foreclosed assets (4)   104,975 18,559 18,357    
Total non-performing assets   $191,797 $94,970 $113,957    
Non-performing assets as a percent of loans and foreclosed assets   4.47% 2.33% 2.76%    
Accruing loans 90 days past due    $2,504  $691 $8,002    
Accruing loans 90 days past due as a percent of loans   0.06% 0.02% 0.19%    
             
Non-performing assets + accruing loans 90 days past due to loans and foreclosed assets   4.53% 2.34% 2.95%    
Allowance for loan losses (5)    83,160  83,160 77,221    
Allowance for loan losses as a percent of period-end loans   1.99% 2.05% 1.88%    
             
Allowance for loan losses to nonperforming loans + accruing loans 90 days past due   93.10% 107.86% 74.54%    
             
(1) Covered and acquired loans are considered to be performing due to the application of the accretion method under acquisition accounting. Acquired loans are recorded at fair value with no allowance brought forward in accordance with acquisition accounting. Certain acquired loans and foreclosed assets are also covered under FDIC loss sharing agreements, which provide considerable protection against credit risk. Due to the protection of loss sharing agreements and impact of acquisition accounting, management has excluded acquired loans and covered assets from this table to provide for improved comparability to prior periods and better perspective into asset quality trends.    
(2) Excludes acquired covered loans not accounted for under the accretion method of $39,514, $44,064, and $54,527.    
(3) Excludes non-covered acquired loans at fair value not accounted for under the accretion method of $1,504 for the period ended 6/30/2011. There were no amounts in prior periods.    
(4) Excludes covered foreclosed assets of $25,345, $22,821, and $26,544. On June 4, 2011, Hancock acquired $81,195 of foreclosed assets in the Whitney merger.    
(5) Excludes impairment recorded on covered acquired loans of $29,247, $11,196 and $0.    
     
             
     
             
  6/30/2011
  Originated Loans (1) Acquired Loans (2) Covered Loans (3) Total    
Commercial/real estate loans $2,845,955 $5,040,123 $347,441 $8,233,519    
Residential mortgage loans 365,661 830,667 247,489  1,443,817    
Direct consumer loans 597,593 447,096 152,879  1,197,568    
Indirect consumer loans 278,261  --  --  278,261    
Finance Company loans 95,888  --  --  95,888    
Total loans $4,183,358 $6,317,886 $747,809 $11,249,053    
             
(1) Loans which have been originated in the normal course of business.    
(2) Loans which have been acquired and no allowance brought forward in accordance with acquisition accounting.    
(3) Loans which are covered by loss sharing agreements with the FDIC providing considerable protection against credit risk.    
             
             
             
The following table shows the fair value adjustments on Whitney acquired loans at acquisition:     
    Acquired Loans  Fair Value  Acquired Loans     
    Amortized Cost Adjustment Fair Value     
Commercial non-real estate    $2,561,854  $(102,043) $2,459,811    
Commercial real estate owner-occupied     1,113,051  (71,159)  1,041,892    
Construction and land development     835,689  (107,614)  728,075    
Commercial real estate non-owner occupied    999,110  (71,473)  927,637    
Total commercial/real estate    5,509,704  (352,289)  5,157,415    
Residential mortgage    922,271  (64,892)  857,379    
Consumer     486,920  (45,692)  441,228    
Total    $6,918,895  $(462,873) $6,456,022    
             
             
The following table shows Whitney acquired loans by geographic region at acquisition: 
       
Alabama/
  Percent
of 
  Louisiana  Texas Florida Mississippi Total  Total 
Commercial non-real estate  $1,815,670 $340,204 $120,813 $183,124 $2,459,811 38%
Commercial real estate owner-occupied  695,846 113,640 157,735 74,671 1,041,892 16%
Construction and land development  266,288 254,341 135,048 72,398 728,075 11%
Commercial real estate non-owner occupied 517,449 102,428 190,758 117,002 927,637 14%
Total commercial/real estate 3,295,253 810,613 604,354 447,195 5,157,415 80%
Residential mortgage 434,769 150,195 156,407 116,008 857,379 13%
Consumer  331,282 26,138 47,744 36,064 441,228 7%
Total  $4,061,304 $986,946 $808,505 $599,267 $6,456,022 20%
Percent of total  63% 15% 13% 9% 100%  
                   
 Hancock Holding Company                   
 Average Balance and Net Interest Margin Summary                   
 (amounts in thousands)                   
 (unaudited)                   
 
  Three Months Ended
  6/30/2011 3/31/2011 6/30/2010
  Interest Volume Rate Interest Volume Rate Interest Volume Rate
                   
Average Earning Assets                  
Commercial & real estate loans (TE) $60,126 $4,565,071 5.28% $40,267 $3,099,303 5.26% $39,728 $3,090,655 5.15%
Residential mortgage loans  14,839  864,601 6.87%  10,824  653,150 6.63%  11,880  745,019 6.38%
Consumer loans  21,628  1,249,168 6.94%  19,175  1,135,296 6.70%  21,882  1,173,164 7.48%
Loan fees & late charges  234  -- 0.00%  (59)  -- 0.00%  259  -- 0.00%
Total loans (TE) $96,827 $6,678,840 5.81% $70,207 $4,887,749 5.81% $73,749 5,008,838 5.90%
                   
US treasury securities  13  10,802 0.47%  12  10,798 0.47%  26  11,843 0.88%
US agency securities  1,468  315,300 1.86%  771  172,116 1.79%  1,407  206,522 2.72%
CMOs  3,276  398,863 3.29%  3,018  351,224 3.44%  2,795  278,198 4.02%
Mortgage backed securities  13,233  1,251,564 4.23%  8,172  713,783 4.58%  11,250  942,548 4.77%
Municipals (TE)  2,728  211,301 5.16%  2,678  178,904 5.99%  2,933  190,936 6.14%
Other securities  275  36,836 2.99%  248  18,047 5.50%  178  16,371 4.36%
Total securities (TE)  20,993  2,224,666 3.77%  14,899  1,444,872 4.12%  18,589  1,646,418 4.52%
                   
Total short-term investments  516  1,028,067 0.20%  299  742,761 0.16%  450  688,648 0.26%
                   
Average earning assets yield (TE) $118,335 $9,931,573 4.77% $85,405 $7,075,382 4.87% $92,788 $7,343,904 5.06%
                   
Interest-bearing Liabilities                  
Interest-bearing transaction deposits  $1,594 $3,139,872 0.20% $1,596 $2,029,706 0.32% $2,599 $1,920,797 0.54%
Time deposits  10,568  2,556,502 1.66%  10,821  2,350,572 1.87%  14,309  2,828,846 2.03%
Public Funds  1,409  1,283,183 0.44%  1,593  1,227,723 0.53%  2,492  1,173,579 0.85%
Total interest bearing deposits $13,571 6,979,557 0.78% $14,010 5,608,001 1.01% $19,400 5,923,222 1.31%
                   
Total borrowings  2,847  761,438 1.50%  1,759  501,028 1.42%  2,468  527,808 1.88%
                   
Total interest bearing liab cost $16,418 $7,740,995 0.85% $15,769 $6,109,029 1.05% $21,868 $6,451,030 1.36%
                   
Net interest-free funding sources    2,190,577      966,353      892,874  
                   
Total Cost of Funds $16,418 $9,931,572 0.66% $15,769 $7,075,382 0.90% $21,868 $7,343,904 1.19%
                   
Net Interest Spread (TE) $101,917   3.92% $69,636   3.82% $70,920   3.70%
                   
Net Interest Margin (TE) $101,917 $9,931,572 4.11% $69,636 $7,075,382 3.97% $70,920 $7,343,904 3.87%
 Hancock Holding Company             
 Average Balance and Net Interest Margin Summary             
 (amounts in thousands)             
 (unaudited)             
 
   Six Months Ended 
  6/30/2011 6/30/2010
  Interest Volume Rate Interest Volume Rate
             
Average Earning Assets            
Commercial & real estate loans (TE) $100,393 $3,836,235 5.27% $82,331 $3,118,049 5.32%
Residential mortgage loans  25,663  759,460 6.76%  24,097  740,176 6.51%
Consumer loans  40,802  1,192,547 6.90%  43,373  1,190,244 7.35%
Loan fees & late charges  174  -- 0.00%  487  -- 0.00%
Total loans (TE)  167,032 $5,788,242 5.81%  150,288 $5,048,469 5.99%
             
US treasury securities  25  10,800 0.47%  41  11,841 0.69%
US agency securities  2,238  244,104 1.83%  2,793  184,947 3.02%
CMOs  6,294  375,175 3.36%  4,858  223,468 4.35%
Mortgage backed securities  21,406  984,159 4.35%  23,301  982,197 4.74%
Municipals (TE)  5,407  195,192 5.54%  5,424  191,687 5.66%
Other securities  523  27,493 3.81%  440  15,714 5.59%
Total securities (TE)  35,893  1,836,923 3.91%  36,857  1,609,854 4.58%
             
Total short-term investments  815  886,203 0.19%  1,039  750,541 0.28%
             
Average earning assets yield (TE) $203,740 $8,511,367 4.81% $188,184 $7,408,864 5.11%
             
Interest-Bearing Liabilities            
Interest-bearing transaction deposits  $3,189 $2,587,856 0.25% $5,102 $1,907,968 0.54%
Time deposits  21,388  2,454,106 1.76%  31,847 2,880,682 2.23%
Public Funds  3,001  1,255,606 0.48%  5,734 1,224,110 0.94%
Total interest bearing deposits $27,578 $6,297,568 0.88% $42,683 $6,012,760 1.43%
             
Total borrowings  4,608  631,952 1.47%  4,985  535,515 1.88%
             
Total interest bearing liab cost $32,187 $6,929,520 0.94% $47,668 $6,548,275 1.47%
             
Net interest-free funding sources    1,581,847     860,588  
             
Total Cost of Funds $32,187 $8,511,367 0.76% $47,668 $7,408,863 1.30%
             
Net Interest Spread (TE) $171,553   3.88% $140,516   3.64%
             
Net Interest Margin (TE) $171,553 $8,511,367 4.05% $140,516 $7,408,863 3.81%
             


            

Contact Data