RENASANT CORP - FORM 8-K - EX-99.1 - EXHIBIT

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8-K - 8-K - RENASANT CORP	renasant8-kxearningsreleas.htm



Contacts:	For Media:	For Financials:
	John Oxford	Kevin Chapman
	Vice President	Senior Executive Vice President
	Director of External Affairs	Chief Financial Officer
	(662) 680-1219	(662) 680-1450
	joxford@renasant.com	kchapman@renasant.com

RENASANT CORPORATION ANNOUNCES 26% INCREASE IN 2013 SECOND QUARTER EARNINGS

TUPELO, MISSISSIPPI (July 16, 2013) – Renasant Corporation (NASDAQ: RNST) (the “Company”) today announced its financial results for the second quarter of 2013. Net income increased 26% for the second quarter of 2013 to $8,019,000, or basic and diluted earnings per share of $0.32, as compared to $6,345,000, or basic and diluted earnings per share of $0.25, for the second quarter of 2012. The Company’s net income and earnings per share for the second quarter of 2013 included pre-tax expenses related to the pending merger with First M&F Corporation of $385,000. Excluding the Company’s merger related expenses, earnings per share, both basic and diluted, were $0.33 for the second quarter of 2013.

“Our second quarter results reflect our continued efforts to grow net income, which increased for the sixth consecutive quarter. Over the last year, we achieved double-digit loan growth while at the same time growing net interest and noninterest income. Additionally, we experienced a 37% decline in nonperforming assets resulting in improvements to our credit related costs,” commented Renasant Chairman and Chief Executive Officer, E. Robinson McGraw.

Total assets as of June 30, 2013, were approximately $4.24 billion, up 3.16% from June 30, 2012 and 1.53% from December 31, 2012. As of June 30, 2013, the Company's Tier 1 leverage capital ratio was 9.83%, its Tier 1 risk-based capital ratio was 12.87%, and its total risk-based capital ratio was 14.14%. The Company’s tangible common equity ratio was 7.66%. All of the Company’s regulatory capital ratios increased on a linked quarter basis and continue to be in excess of the regulatory minimums required to be classified as “well-capitalized.”

Total loans, which include both loans covered and not covered under FDIC loss-share agreements, were approximately $2.88 billion at June 30, 2013, as compared to $2.68 billion at June 30, 2012, and $2.81 billion at December 31, 2012. Loans not covered under FDIC loss-share agreements were $2.68 billion at June 30, 2013, an increase of 12.15% from June 30, 2012, and 4.27% from December 31, 2012.

Total deposits were $3.51 billion at June 30, 2013, as compared to $3.41 billion at June 30, 2012, and $3.46 billion at December 31, 2012. Noninterest-bearing deposits totaled approximately $561.0 million at June 30, 2013, which represents 16% of the Company’s total deposits. The Company’s cost of funds was 0.60% for the second quarter of 2013, as compared to 0.74% for the second quarter of 2012 and 0.62% on a linked quarter basis.

Net interest income increased to $34.4 million for the second quarter of 2013, from $33.4 million for the second quarter of 2012 and $33.4 million on a linked quarter basis. Net interest margin was 3.88% for the second quarter of 2013, as compared to 3.99% for the second quarter of 2012 and 3.89% on a linked quarter basis.

Noninterest income increased 6.4% to $17.3 million for the second quarter of 2013, as compared to $16.3 million for the second quarter of 2012. Contributing to the growth in noninterest income were double-digit increases in mortgage related income, fees and commissions associated with loans and deposits, and wealth management revenue.

Noninterest expense was $37.7 million for the second quarter of 2013, as compared to $36.8 million for the second quarter of 2012. This increase was attributable to the full quarter impact of de novo expenses and merger related expenses offset by a reduction in other real estate owned ("OREO") related expenses.

The Company’s loans and OREO acquired in FDIC-assisted transactions are recorded at fair value. The adjustments to the balances of these acquired assets to record them at fair value, coupled with the loss-sharing agreements with the FDIC, mitigate the impact of further losses on these assets.

Nonperforming loans and OREO covered under loss-share agreements totaled $47.4 million and $27.8 million, respectively, at June 30, 2013, combining for a decrease of approximately 27.33% in nonperforming assets subject to FDIC loss-share agreements from June 30, 2012, and a decrease of approximately 23.78% from December 31, 2012. The remaining information in this release on nonperforming loans, OREO, and the related asset quality ratios excludes the assets covered under loss-share agreements.

Nonperforming loans declined to $22.5 million at June 30, 2013, as compared to $30.0 million at June 30, 2012, and $30.2 million at December 31, 2012. Loans 30-to-89 days past due as a

percentage of total loans were 0.27% as of June 30, 2013, as compared to 0.60% as of June 30, 2012, and 0.31% as of December 31, 2012.

The Company’s coverage ratio, or its allowance for loan losses as a percentage of nonperforming loans, was 208.70% as of June 30, 2013, as compared to 149.45% as of June 30, 2012, and 146.90% as of December 31, 2012.

The Company recorded a provision for loan losses of $3.0 million for the second quarter of 2013, as compared to $4.7 million for the second quarter of 2012. Annualized net charge-offs as a percentage of average loans were 0.35% for the second quarter of 2013, as compared to 0.63% for the second quarter of 2012. The allowance for loan losses as a percentage of loans was 1.75% at June 30, 2013, as compared to 1.87% at June 30, 2012, and 1.72% at December 31, 2012.

OREO was $33.2 million at June 30, 2013, as compared to $58.4 million at June 30, 2012, and $44.7 million at December 31, 2012. On a linked quarter basis, OREO decreased approximately $6.5 million, and the Company currently has approximately $5.0 million under contract to sell during the third quarter of 2013.

“As we move into the second half of the year, we are well positioned to maintain our positive momentum for 2013 and beyond,” stated McGraw. “Our pending merger with First M&F Corporation, which we anticipate completing during the third quarter of 2013, will only enhance our strong performance potential. Last quarter, the shareholders of both companies approved the proposed merger, and we are now waiting on final regulatory approval. Upon completion of the transaction, we will have approximately $5.8 billion in total assets and over 120 locations throughout Mississippi, Tennessee, Alabama and Georgia.”

CONFERENCE CALL INFORMATION:

A live audio webcast of a conference call with analysts will be available beginning at 10:00 AM Eastern on Wednesday, July 17, 2013.

The webcast can be accessed through Renasant's investor relations website at www.renasant.com or http://services.choruscall.com/links/rnst130717.html. To access the conference via telephone, dial 1-888-317-6016 in the United States and request the Renasant Corporation Second Quarter 2013 Earnings Webcast and Conference Call. International participants should dial 1-412-317-6016 to access the conference call.

The webcast will be archived on www.renasant.com beginning one hour after the call and will remain accessible for one year. Replays can also be accessed via telephone by dialing 1-877-344-7529 in the United States and entering conference number 10030802 or by dialing 1-412-317-0088 internationally and entering the conference number. Telephone replay access is available until 9:00 AM ET on August 1, 2013.

ABOUT RENASANT CORPORATION:

Renasant Corporation, a 109-year-old financial services institution, is the parent of Renasant Bank and Renasant Insurance. Renasant has assets of approximately $4.2 billion and operates over 85 banking, mortgage, financial services and insurance offices in Mississippi, Tennessee, Alabama and Georgia.

NOTE TO INVESTORS:

This news release may contain, or incorporate by reference, statements which may constitute “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. Such forward looking statements

usually include words such as “expects,” “projects,” “anticipates,” “believes,” “intends,” “estimates,” “strategy,” “plan,” “potential,” “possible” and other similar expressions.

Prospective investors are cautioned that any such forward-looking statements are not guarantees for future performance and involve risks and uncertainties, and that actual results may differ materially from those contemplated by such forward-looking statements. Important factors currently known to management that could cause actual results to differ materially from those in forward-looking statements include significant fluctuations in interest rates, inflation, economic recession, significant changes in the federal and state legal and regulatory environment, significant underperformance in our portfolio of outstanding loans, and competition in our markets. We undertake no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time.

###



RENASANT CORPORATION
(Unaudited)
(Dollars in thousands, except per share data)
																					Q2 2013 -		For the Six Months
		2013							2012												Q2 2012		Ended June 30,
			Second			First			Fourth			Third			Second			First			Percent								Percent
			Quarter			Quarter			Quarter			Quarter			Quarter			Quarter			Variance		2013			2012			Variance
Statement of earnings
Interest income - taxable equivalent basis			$	41,331		$	40,371		$	41,135		$	40,613		$	41,487		$	42,001		(0.38	)	81,702			83,488			(2.14	)
Interest income			$	39,945		$	38,945		$	39,676		$	39,154		$	39,978		$	40,505		(0.08	)	78,890			80,483			(1.98	)
Interest expense			5,541			5,564			5,723			6,022			6,568			7,662			(15.64	)	11,105			14,230			(21.96	)
	Net interest income		34,404			33,381			33,953			33,132			33,410			32,843			2.98		67,785			66,253			2.31
Provision for loan losses			3,000			3,050			4,000			4,625			4,700			4,800			(36.17	)	6,050			9,500			(36.32	)
	Net interest income after provision		31,404			30,331			29,953			28,507			28,710			28,043			9.38		61,735			56,753			8.78
Service charges on deposit accounts			4,509			4,500			4,774			4,818			4,495			4,525			0.31		9,009			9,020			(0.12	)
Fees and commissions on loans and deposits			4,848			4,831			4,706			4,639			4,322			3,928			12.17		9,679			8,250			17.32
Insurance commissions and fees			951			861			876			889			882			939			7.82		1,812			1,821			(0.49	)
Wealth management revenue			1,715			1,724			1,726			1,707			1,551			1,942			10.57		3,439			3,493			(1.55	)
Securities gains (losses)			—			54			121			—			869			904			(100.00	)	54			1,773			(96.95	)
Gain on sale of mortgage loans			3,870			3,565			4,431			4,397			2,390			1,281			61.92		7,435			3,671			102.53
Gain on acquisition			—			—			—			—			—			—			—		—			—			—
Other			1,424			1,843			1,272			1,605			1,769			2,909			(19.50	)	3,267			4,678			(30.16	)
	Total noninterest income		17,317			17,378			17,906			18,055			16,278			16,428			6.38		34,695			32,706			6.08
Salaries and employee benefits			21,906			21,274			21,261			21,221			19,871			18,649			10.24		43,180			38,520			12.10
Data processing			2,045			2,043			2,281			2,192			2,211			2,040			(7.51	)	4,088			4,251			(3.83	)
Occupancy and equipment			3,668			3,608			3,522			3,886			3,586			3,619			2.29		7,276			7,205			0.99
Other real estate			1,773			2,049			3,787			2,440			3,370			3,999			(47.39	)	3,822			7,369			(48.13	)
Amortization of intangibles			314			323			333			341			349			358			(10.03	)	637			707			(9.90	)
Merger-related expenses			385			—			—			—			—			—			—		385			—			—
Debt extinguishment penalty			—			—			—			—			—			898			—		—			898			(100.00	)
Other			7,643			8,303			7,147			8,592			7,363			7,099			3.80		15,946			14,462			10.26
	Total noninterest expense		37,734			37,600			38,331			38,672			36,750			36,662			2.68		75,334			73,412			2.62
Income before income taxes			10,987			10,109			9,528			7,890			8,238			7,809			33.37		21,096			16,047			31.46
Income taxes			2,968			2,538			2,247			853			1,893			1,835			56.79		5,506			3,728			47.69
	Net income		$	8,019		$	7,571		$	7,281		$	7,037		$	6,345		$	5,974		26.38		15,590			12,319			26.55
Basic earnings per share			$	0.32		$	0.30		$	0.29		$	0.28		$	0.25		$	0.24		28.00		$	0.62		$	0.49		26.53
Diluted earnings per share			0.32			0.30			0.29			0.28			0.25			0.24			28.00		0.62			0.49			26.53
Average basic shares outstanding			25,223,749			25,186,229			25,129,932			25,114,672			25,110,709			25,078,996			0.45		25,205,092			25,094,852			0.44
Average diluted shares outstanding			25,373,868			25,288,785			25,259,048			25,220,887			25,149,360			25,138,213			0.89		25,334,898			25,144,134			0.76
Common shares outstanding			25,231,074			25,208,733			25,157,637			25,120,412			25,113,894			25,105,732			0.47		25,231,074			25,113,894			0.47
Cash dividend per common share			$	0.17		$	0.17		$	0.17		$	0.17		$	0.17		$	0.17		—		$	0.34		$	0.34		—
Performance ratios
Return on average shareholders' equity			6.35		%	6.12		%	5.80		%	5.65		%	5.19		%	4.88		%			6.24		%	5.03		%
Return on average tangible shareholders' equity			10.47		%	10.19		%	9.73		%	9.61		%	8.86		%	8.39		%			10.34		%	8.62		%
Return on average assets			0.76		%	0.73		%	0.70		%	0.69		%	0.62		%	0.57		%			0.75		%	0.59		%
Return on average tangible assets			0.82		%	0.79		%	0.76		%	0.75		%	0.68		%	0.62		%			0.80		%	0.65		%
Net interest margin (FTE)			3.88		%	3.89		%	3.97		%	3.94		%	3.99		%	3.85		%			3.89		%	3.92		%
Yield on earning assets (FTE)			4.49		%	4.51		%	4.61		%	4.63		%	4.74		%	4.71		%			4.50		%	4.73		%
Cost of funding			0.60		%	0.62		%	0.64		%	0.68		%	0.74		%	0.84		%			0.61		%	0.79		%
Average earning assets to average assets			87.32		%	86.31		%	86.01		%	85.62		%	85.39		%	84.88		%			86.82		%	85.13		%
Average loans to average deposits			80.93		%	80.30		%	82.21		%	81.33		%	76.89		%	75.45		%			80.62		%	76.17		%
Noninterest income (less securities gains/
	losses) to average assets		1.64		%	1.67		%	1.71		%	1.76		%	1.50		%	1.48		%			1.66		%	1.49		%
Noninterest expense (less debt prepayment penalties/
	merger-related expenses) to average assets		3.54		%	3.63		%	3.69		%	3.77		%	3.58		%	3.41		%			3.58		%	3.49		%
Net overhead ratio			1.90		%	1.95		%	1.98		%	2.01		%	2.08		%	1.93		%			1.93		%	2.00		%
Efficiency ratio (FTE)**			70.33		%	72.13		%	72.05		%	73.46		%	73.02		%	71.72		%			71.22		%	72.38		%
**Excludes debt extinguishment penalties and merger-related expenses from noninterest expense and profit (loss) on sales of securities and gains on acquisitions from noninterest income



RENASANT CORPORATION
(Unaudited)
(Dollars in thousands, except per share data)
																					Q2 2013 -		For the Six Months
		2013							2012												Q2 2012		Ended June 30,
			Second			First			Fourth			Third			Second			First			Percent								Percent
			Quarter			Quarter			Quarter			Quarter			Quarter			Quarter			Variance		2013			2012			Variance
Average Balances
Total assets			$	4,231,947		$	4,206,411		$	4,128,508		$	4,078,333		$	4,123,373		$	4,222,376		2.63		$	4,219,250		$	4,172,848		1.11
Earning assets			3,695,409			3,630,759			3,551,026			3,491,941			3,521,099			3,583,957			4.95		3,663,263			3,552,508			3.12
Securities			754,515			698,863			665,578			682,123			793,353			813,826			(4.90	)	726,843			803,589			(9.55	)
Mortgage loans held for sale			32,318			22,347			29,331			24,514			19,237			23,938			68.00		27,360			21,588			26.74
Loans, net of unearned			2,845,260			2,804,618			2,798,591			2,729,503			2,628,084			2,590,062			8.26		2,825,051			2,609,072			8.28
Intangibles			190,362			190,787			191,086			191,442			191,788			192,429			(0.74	)	190,573			191,964			(0.72	)
Noninterest-bearing deposits			$	562,104		$	549,514		$	564,440		$	543,767		$	531,209		$	534,867		5.82		$	555,844		$	533,038		4.28
Interest-bearing deposits			2,953,435			2,943,247			2,839,709			2,812,140			2,886,878			2,897,750			2.31		2,948,369			2,892,314			1.94
Total deposits			3,515,539			3,492,761			3,404,149			3,355,907			3,418,087			3,432,617			2.85		3,504,213			3,425,352			2.30
Borrowed funds			164,894			163,981			175,876			177,016			168,856			238,937			(2.35	)	164,440			203,897			(19.35	)
Shareholders' equity			506,225			501,634			499,088			495,220			492,164			492,092			2.86		503,942			492,164			2.39
Asset quality data
Assets not subject to loss share:
Nonaccrual loans			$	20,554		$	25,382		$	26,881		$	29,677		$	26,099		$	26,999		(21.25	)	$	20,554		$	26,099		(21.25	)
Loans 90 past due or more			1,983			2,601			3,307			2,358			3,864			3,435			(48.68	)	1,983			3,864			(48.68	)
Nonperforming loans			22,537			27,983			30,188			32,035			29,963			30,434			(24.78	)	22,537			29,963			(24.78	)
Other real estate owned			33,247			39,786			44,717			48,568			58,384			64,931			(43.05	)	33,247			58,384			(43.05	)
Nonperforming assets not subject to loss share			55,784			67,769			74,905			80,603			88,347			95,365			(36.86	)	55,784			88,347			(36.86	)
Assets subject to loss share:
Nonaccrual loans			$	47,281		$	47,972		$	53,186		$	64,080		$	65,386		$	78,418		(27.69	)	$	47,281		$	65,386		(27.69	)
Loans 90 past due or more			126			—			—			—			199			1,397			(36.68	)	126			199			(36.68	)
Non-performing loans subject to loss share			47,407			47,972			53,186			64,080			65,585			79,815			(27.72	)	47,407			65,585			(27.72	)
Other real estate owned			27,835			35,095			45,534			41,615			37,951			35,461			(26.66	)	27,835			37,951			(26.66	)
Nonperforming assets subject to loss share			75,242			83,067			98,720			105,695			103,536			115,276			(27.33	)	75,242			103,536			(27.33	)
Net loan charge-offs (recoveries)			$	2,471		$	893		$	3,722		$	5,335		$	4,097		$	4,964		(39.69	)	$	3,364		$	9,061		(62.87	)
Allowance for loan losses			47,034			46,505			44,347			44,069			44,779			44,176			5.04		47,034			44,779			5.04
Nonperforming loans / total loans*			0.84		%	1.08		%	1.17		%	1.26		%	1.25		%	1.33		%			0.84		%	1.25		%
Nonperforming assets / total assets*			1.31		%	1.59		%	1.79		%	1.94		%	2.15		%	2.28		%			1.31		%	2.15		%
Allowance for loan losses / total loans*			1.75		%	1.79		%	1.72		%	1.74		%	1.87		%	1.94		%			1.75		%	1.87		%
Allowance for loan losses / nonperforming loans*			208.70		%	166.19		%	146.90		%	137.57		%	149.45		%	145.15		%			208.70		%	149.45		%
Annualized net loan charge-offs / average loans			0.35		%	0.13		%	0.53		%	0.78		%	0.63		%	0.77		%			0.24		%	0.70		%
Balances at period end
Total assets			$	4,242,401		$	4,267,658		$	4,178,616		$	4,164,606		$	4,112,377		$	4,176,490		3.16		$	4,242,401		$	4,112,377		3.16
Earning assets			3,715,321			3,706,707			3,588,370			3,595,576			3,511,229			3,551,825			5.81		3,715,321			3,511,229			5.81
Securities			746,530			740,613			674,077			680,679			676,721			834,419			10.32		746,530			676,721			10.32
Mortgage loans held for sale			50,268			26,286			34,845			39,131			25,386			25,216			98.01		50,268			25,386			98.01
Loans not subject to loss share			2,683,017			2,594,438			2,573,165			2,539,618			2,392,349			2,281,957			12.15		2,683,017			2,392,349			12.15
Loans subject to loss share			201,494			213,872			237,088			260,545			289,685			318,089			(30.44	)	201,494			289,685			(30.44	)
	Total loans		2,884,511			2,808,310			2,810,253			2,800,163			2,682,034			2,600,046			7.55		2,884,511			2,682,034			7.55
Intangibles			190,208			190,522			190,925			191,258			191,618			191,967			(0.74	)	190,208			191,618			(0.74	)
Noninterest-bearing deposits			$	560,965		$	567,065		$	568,214		$	554,581		$	539,237		$	535,955		4.03		$	560,965		$	539,237		4.03
Interest-bearing deposits			2,944,193			2,988,110			2,893,007			2,841,447			2,866,959			2,937,211			2.69		2,944,193			2,866,959			2.69
	Total deposits		3,505,158			3,555,175			3,461,221			3,396,028			3,406,196			3,473,166			2.91		3,505,158			3,406,196			2.91
Borrowed funds			195,789			164,063			164,706			222,907			169,979			171,753			15.18		195,789			169,979			15.18
Shareholders' equity			500,678			502,375			498,208			496,824			491,534			489,611			1.86		500,678			491,534			1.86
Market value per common share			$	24.34		$	22.38		$	19.14		$	19.61		$	15.71		$	16.28		54.93		$	24.34		$	15.71		54.93
Book value per common share			19.84			19.93			19.80			19.78			19.57			19.50			1.38		19.84			19.57			1.38
Tangible book value per common share			12.31			12.37			12.21			12.16			11.94			11.86			3.10		12.31			11.94			3.10
Shareholders' equity to assets (actual)			11.80		%	11.77		%	11.92		%	11.93		%	11.95		%	11.72		%			11.80		%	11.95		%
Tangible capital ratio			7.66		%	7.65		%	7.71		%	7.69		%	7.65		%	7.47		%			7.66		%	7.65		%
Leverage ratio			9.83		%	9.79		%	9.86		%	9.90		%	9.68		%	9.38		%			9.83		%	9.68		%
Tier 1 risk-based capital ratio			12.87		%	12.86		%	12.74		%	12.73		%	13.14		%	13.32		%			12.87		%	13.14		%
Total risk-based capital ratio			14.14		%	14.13		%	14.00		%	14.00		%	14.39		%	14.57		%			14.14		%	14.39		%
*Based on assets not subject to loss share



RENASANT CORPORATION
(Unaudited)
(Dollars in thousands, except per share data)
															Q2 2013 -		For the Six Months
		2013					2012								Q2 2012		Ended June 30,
			Second		First		Fourth		Third		Second		First		Percent						Percent
			Quarter		Quarter		Quarter		Quarter		Quarter		Quarter		Variance		2013		2012		Variance
Loans not subject to loss share by category
Commercial, financial, agricultural			$	307,718	$	298,013	$	306,250	$	299,774	$	280,515	$	263,720	9.70		$	307,718	$	280,515	9.70
Lease financing			103		162		190		217		245		302		(57.96	)	103		245		(57.96	)
Real estate - construction			117,339		109,484		104,058		103,522		73,109		67,223		60.50		117,339		73,109		60.50
Real estate - 1-4 family mortgages			859,884		834,204		829,975		801,612		771,161		738,765		11.51		859,884		771,161		11.51
Real estate - commercial mortgages			1,335,402		1,295,213		1,275,482		1,275,386		1,208,057		1,153,423		10.54		1,335,402		1,208,057		10.54
Installment loans to individuals			62,571		57,362		57,210		59,107		59,262		58,524		5.58		62,571		59,262		5.58
	Loans, net of unearned		$	2,683,017	$	2,594,438	$	2,573,165	$	2,539,618	$	2,392,349	$	2,281,957	12.15		$	2,683,017	$	2,392,349	12.15

Loans subject to loss share by category
Commercial, financial, agricultural			$	10,283	$	10,157	$	10,800	$	11,282	$	12,758	$	15,206	(19.40	)	$	10,283	$	12,758	(19.40	)
Lease financing			—		—		—		—		—		—		—		—		—		—
Real estate - construction			1,648		1,648		1,648		1,932		6,093		6,202		(72.95	)	1,648		6,093		(72.95	)
Real estate - 1-4 family mortgages			60,409		65,489		73,448		81,784		91,605		99,769		(34.05	)	60,409		91,605		(34.05	)
Real estate - commercial mortgages			129,120		136,541		151,161		165,494		179,160		196,754		(27.93	)	129,120		179,160		(27.93	)
Installment loans to individuals			34		37		31		53		69		158		(50.72	)	34		69		(50.72	)
	Loans, net of unearned		$	201,494	$	213,872	$	237,088	$	260,545	$	289,685	$	318,089	(30.44	)	$	201,494	$	289,685	(30.44	)

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