For Immediate Release

Southwest Bancorp, Inc. Reports Second Quarter 2015 Results

and Announces Quarterly Dividend

July 21, 2015, Stillwater, Oklahoma . . . . Southwest Bancorp, Inc. (NASDAQ Global Select Market - OKSB), (“Southwest”), today reported net income for the second quarter of 2015 of $4.2 million, or $0.22  per diluted share, compared to $6.2 million, or $0.31 per diluted share, for the second quarter of 2014. Included in the second quarter of 2014 results was a pre-tax net gain of $4.4 million from the sale of three community bank branches. Net income for the six months ended June 30, 2015 totaled $8.7 million, or $0.46 per diluted share, compared to $9.8 million, or $0.50 per diluted share, for the six months ended June 30, 2014.  

Southwest also announced that its board of directors has approved a quarterly cash dividend of $0.06 per share payable August  14, 2015 to shareholders of record as of July 31, 2015.

Mark Funke, President and CEO, stated, “The second quarter was a busy, successful quarter for Bank SNB.  We entered into an agreement to acquire First Commercial Bancshares, Inc.  This will allow us to grow our presence in the Oklahoma City metro area with five additional branches, increasing our total to ten. It also expands our geographic footprint to Colorado with three branches in Denver and one in Colorado Springs.   

“The financial results for the second quarter reflect solid earnings and improved asset quality.  Loans grew in the second quarter, although somewhat reduced by early loan paydowns.  While there are still headwinds regarding the energy sector, we are pleased with our continued progress.  Our efforts produced several highlights:

“Our financial results and the improvement in asset quality for the second quarter reflect the good work of our banking associates. We will continue to focus our company on producing consistent, conservative, and sustainable earnings through the expansion of our revenue base while prudently managing our expenses.”

On May 27, 2015, Southwest entered into an Agreement and Plan of Reorganization with First Commercial Bancshares, Inc. (“Bancshares”), an Oklahoma corporation, and First Commercial Bank, an Oklahoma banking corporation and a wholly‑owned subsidiary of Bancshares, pursuant to which Bancshares will merge with and into Southwest (the “Merger”).    The closing of the Merger is subject to customary closing conditions, including the receipt of regulatory approvals and approval of the shareholders of Bancshares.  The closing of the Merger is

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expected to occur during the fourth quarter of 2015, although delays could occur.    The Agreement also provides that, following the Merger and subject to regulatory approvals, Southwest will cause First Commercial Bank to be merged with and into Bank SNB.

 

On May 18, 2015,  Bank SNB, our banking subsidiary, opened its second location in San Antonio, Texas.    The new San Antonio location provides needed space and a stronger profile for our growing business opportunities in this market.  

Southwest’s share repurchase program, approved in August of 2014, authorized the repurchase of up to 5.0% or 990,000 shares of its outstanding common stock, par value $1.00 per share.  As of June 30, 2015, Southwest had repurchased 867,310 shares for a total of $14.3 million.   During the second quarter of 2015, no shares were repurchased due to trade restrictions pursuant to the pending acquisition of Bancshares.  On February 24, 2015, Southwest’s board of directors authorized a second share repurchase program of up to another 5.0%, or approximately 950,000 shares, effective upon the earlier of (i) the date we complete the repurchase of all of the shares Southwest is authorized to repurchase under the current program, and (ii) August 14, 2015.

   

Financial Overview

Condition:    As of the end of the quarter ending June 30, 2015, total assets were $2.0 billion, an increase of $28.5 million from March 31, 2015.    As of June 30, 2015, total loans were $1.4 billion and investment securities were $373.3 million, an increase of $11.2 million and a decrease of $4.3 million from the prior quarter end, respectively.    Cash and cash equivalents at June 30, 2015  were $156.7 million,  up  $2.3 million from March 31, 2015. 

At June 30, 2015, the allowance for loan losses was $26.2 million, a decrease of $1.0 million when compared to March 31, 2015 and a decrease of  $6.9 million when compared to June 30, 2014.  The allowance for loan losses to portfolio loans was 1.82% as of June  30, 2015, compared to 1.91% as of March 31, 2015 and 2.46% as of June 30, 2014.  The allowance for loan losses to nonperforming loans was 295.03%  as of June 30, 2015, compared to 297.78% as of March 31, 2015 and 200.77% as of June 30, 2014.   

Nonperforming loans were  $8.9  million at June 30, 2015, a decrease of $0.3 million from March 31, 2015, and a decrease of  $7.6 million from June 30, 2014.  Other real estate at June 30, 2015 was $2.4 million, an increase of $0.1 million from March 31, 2015,  yet a decrease of $1.9 million when compared to June 30, 2014.  Nonperforming assets were $11.3 million, or 0.78% of portfolio loans and other real estate, as of June 30, 2015, compared to $11.4 million, or 0.80% of portfolio loans and other real estate, as of March 31, 2015, and $20.8 million, or 1.54% of portfolio loans and other real estate, as of June 30, 2014.  

Total core funding, which includes all non-brokered deposits and sweep repurchase agreements, comprised 92% and 93% of total funding as of June 30, 2015 and March 31, 2015, respectively.  Wholesale funding, including Federal Home Loan Bank borrowings, federal funds purchased, and brokered deposits, accounted for 8%  and 7%  of total funding at June 30, 2015 and March  31, 2015, respectively.  See Table 7  for details on core funding and non-brokered deposits, which are non-GAAP financial measures.

The capital ratios of Southwest and Bank SNB as of June 30, 2015 exceeded the criteria for regulatory classification as “well-capitalized”.  Southwest’s total regulatory capital was $339.4 million, for a total risk-based capital ratio of 19.09%, Common Equity Tier 1 capital was $272.0 million, for a Common Equity Tier 1 ratio of 15.30%, and Tier 1 capital was $317.0 million, for a Tier 1 risk-based capital ratio of  17.84%.  Bank SNB had total regulatory capital of $290.7  million, for a total risk-based capital ratio of 16.40% and Common Equity Tier 1 and Tier 1 capital of $268.4 million, for a Common Equity Tier 1 and Tier 1 ratio of 15.14%.  Designation as a well-capitalized institution under regulations does not constitute a recommendation or endorsement by bank regulators.

 

Second Quarter Results:

Summary:  For the second quarter of 2015, net income was $4.2 million, compared to $4.5 million for the first quarter of 2015 and $6.2 million for the second quarter of 2014. 

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The $0.3 million decrease in net income compared to the first quarter of 2015 was primarily due to a $0.9 million increase in noninterest expense and a $0.8 million lower negative provision for loan losses.  These decreases were offset in part by an increase of noninterest income of $0.6 million, a decrease in taxes of $0.5 million, and a $0.2 million increase in net interest income.

The $2.0  million decrease in our net income compared to the second quarter of 2014 was primarily the result of a $4.8 million decrease in noninterest income, which is primarily the $4.4 million pre-tax net gain on the sales of the community bank branches in the second quarter of 2014 and a $0.8 million decrease in net interest income. These decreases are offset in part by a $1.5 million decrease in taxes, a $1.3 million decrease in noninterest expense, and a $0.7 million increase in the negative provision for loan losses.

Net Interest Income:    Net interest income totaled $15.8 million for the second quarter of 2015, compared to $15.6 million for the first quarter of 2015, and to $16.6 million for the second quarter of 2014.  Net interest margin was 3.31% for the second quarter of 2015, compared to 3.25% for the first quarter of 2015 and 3.50% (3.34% normalized) for the second quarter of 2014. Included in interest income for the second quarter of 2014 was $0.8 million due to accelerated discount accretion attributable to the sale of loans covered by a loss share agreement. The net effect of these additional incomes on the net interest margin was  a 16 basis point increase in the second quarter of 2014.   Loans (including loans held for sale) for the second quarter of 2015 increased $11.2 million, or 1%, when compared to March  31, 2015, and $97.7 million, or 7%, when compared to June 30, 2014.

Provision (Credit) for Loan Losses and Net Charge-offs:  The provision for loan losses is the amount that is required to maintain the allowance for losses at an appropriate level based upon the inherent risks in the loan portfolio after the effects of net charge-offs or net recoveries for the period.  The provision for loan losses was a negative provision (or credit) of $1.1 million for the second quarter of 2015, compared to a negative provision of $1.9 million for the first quarter of 2015, and a  negative provision of $0.4 million for the second quarter of 2014.  During the second quarter of 2015,  net recoveries totaled $0.1 million,  or (0.03%) (annualized) of average portfolio loans, compared to net recoveries of $0.7 million, or (0.20%) (annualized) of average portfolio loans for the first quarter of 2015 and net charge-offs of $1.5 million, or 0.45% (annualized) of average portfolio loans for the second quarter of 2014.    

Noninterest Income:  Noninterest income totaled $3.4  million for the second quarter of 2015, compared to $2.8 million for the first quarter of 2015 and $8.2 million for the second quarter of 2014.    

The $0.6 million  increase from the first  quarter of 2015 is primarily the result of a $0.3 million increase in gain on sale of mortgage loans, a $0.1 gain on securities from residual payments related to the sale of a  private equity investment during the fourth quarter of 2014,  and a $0.1 million increase in other noninterest income from bank owned life insurance, which is an  asset purchased during the second quarter of 2015 for $20.1 million, and reported in the statement of financial condition as “other assets”.    

The $4.8 million decrease  from the second quarter of 2014 is primarily the result of a $4.4 million decrease in gain on sales of the community bank branches, which occurred in the second quarter of 2014,  a $0.5 million decrease in gain on sale of investment securities due to the gain on the sale of a stock investment that was acquired in a prior year repossession in 2014, and a $0.2 million decrease in service charges and fees, offset in part by a $0.2 million increase in gain on sale of mortgage loans.

Noninterest Expense:    Noninterest expense totaled $14.0 million for the second quarter of 2015, compared to $13.1 million for the first quarter of 2015 and $15.3 million for the second quarter of 2014. 

The $0.9 million  increase in noninterest expense from first quarter of 2015 was primarily due to a  $0.5 million increase in general and administrative expense, which includes primarily legal and consulting fees related to the acquisition and marketing expenses. The increase also includes $0.4 million increase in personnel expense, which is primarily due to raises and increased commission expense resulting from higher mortgage loan sales in the second quarter of 2015, and a $0.1 million increase in other real estate expense, offset in part by a $0.1 million decrease in occupancy expense.

The $1.3 million decrease in  noninterest expense from the second quarter of 2014 consisted of a $0.6 million decrease in general and administrative expense, which includes primarily legal and marketing expenses, offset in part by a $0.1 million increase in the provision for unfunded loan commitments. The decrease also includes a  $0.4 million decrease in other real estate, a  $0.2 million decrease in personnel expense, a  0.1 million decrease in occupancy, and a $0.1 million decrease in data processing.

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Income Tax:  Income tax expense totaled $2.2 million for the second quarter of 2015, compared to  $2.7 million for the first quarter of 2015 and $3.7 million for the second quarter of 2014.  The income tax expense fluctuates in relation to pre-tax income levels.  The second quarter of 2015 effective tax rate was 34.51%,  compared to 37.49% for the first quarter of 2015 and 37.5% for the second quarter of 2014. The decline in the effective tax rate includes the impact of an increase in tax exempt income, as a percentage of pre-tax income.

 

Year-to-date Results:

Summary:  Net income was $8.7 million for the six months ended June 30, 2015, compared to $9.8 million for the six months ended June 30, 2014.  The $1.1 million decrease in net income from 2014 is the result of a $5.1 million decrease in noninterest income, which is primarily the pre-tax net gain of $4.4 million on the sales of community bank branches in the second quarter of 2014, and a  $1.2 million decrease in net interest income, offset in part by a $1.7 million increase in the negative provision for loan losses from improved asset quality and a $2.3 million decrease in noninterest expense due to decreased general and administrative, personnel, and other real estate expenses.

Net Interest Income:    Net interest income totaled $31.4 million for the first six months of 2015, compared to $32.6 million for the first six months of 2014, a decrease of $1.2 million.  Year-to-date net interest margin was 3.28%, compared to 3.42% (3.28% normalized) for 2014.  Included in interest income for the first six months of 2014 was $0.8 million due to accelerated discount accretion attributable to the sale of loans covered by a loss share agreement and $0.6 million due to the interest recognition resulting from loans returning to accrual status.  The net effect of these adjustments on the net interest margin was a 14 basis point increase for the first six months of 2014.  With the rate environment remaining low, earning assets are repricing at lower rates.

Provision (Credit) for Loan Losses and Net Charge-offs:  The provision for loan losses is the amount of expense that is required to maintain the allowance for losses at an appropriate level based upon the inherent risks in the loan portfolio after the effects of net charge-offs or net recoveries for the period.  The provision for loan losses was a credit (or negative) of $3.0 million for the first six months of 2015, compared to a negative provision of $1.3 million for the first six months of 2014. Net recoveries totaled $0.8 million, or (0.11%)  (annualized) of average portfolio loans year-to-date as of June 30, 2015, compared to net charge-offs of $2.2 million, or 0.35% (annualized) of average portfolio loans for the same period in 2014.  

Noninterest Income:  Noninterest income totaled $6.2 million for the first six months of 2015, compared to $11.3 million for the first six months of 2014.  The decrease consists of the $4.4 million recognized as the pre-tax net gain on the sales of the community bank branches in the second quarter of 2014,  a $0.6 million decrease in the gain on sale of investment securities due to the gain on the sale of a stock investment that was acquired in a prior year repossession in 2014, and a $0.3 million decrease in service charges and fees, offset in part by the  $0.3 million increase in gains on sales of mortgage loans.    

Noninterest Expense:    Noninterest expense totaled $27.1 million for the first six months of 2015, compared to $29.4 million for the first six months of 2014.  The decrease consists of a $1.2 million decrease in other general and administrative expenses, which includes primarily legal, marketing, consulting, and supplies, and a $0.2 million decrease in the provision for unfunded loan commitments. The decrease also includes a  $0.4 million decrease in other real estate expense, a $0.4 million decrease in employee benefit expenses, a $0.2 million decrease in data processing, and a $0.1 million decrease in FDIC and other insurance expense.

Income Tax:  Income tax expense totaled $4.9 million for the first six months of 2015, compared to $5.9 million for the first six months of 2014.  The income tax expense fluctuates in relation to pre-tax income levels.  The year-to-date effective tax rate was 36.1% as of June 30, 2015, compared to 37.5% as of June 30, 2014. The decline in the effective tax rate includes the impact of an increase in tax exempt income, as a percentage of pre-tax income.

 

 

Conference Call

Southwest will host a conference call to review these results on Wednesday, July 22, 2015 at 9:30 a.m. Eastern Time (8:30 a.m. Central Time).  Investors, news media, and others may pre-register for the call using the following link to receive a special dial-in number and PIN:  http://dpregister.com/10068468.  Telephone participants who are

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unable to pre-register may access the call by telephone at 866-218-2402 (toll-free) or 412-902-4190 (international).  Participants are encouraged to dial into the call approximately 10 minutes prior to the start time.  The call and corresponding presentation slides will be webcast live on Southwest’s website at www.oksb.com or http://services.choruscall.com/links/oksb150722.html.  An audio replay will be available one hour after the call at 877-344-7529 (toll-free) or 412-317-0088 (international),  conference number 10068468.  Telephone replay access will be available until 9:00 a.m. Eastern Time on August 22, 2015.

 

Southwest Bancorp and Subsidiaries

Southwest is the holding company for Bank SNB, an Oklahoma state banking corporation (“Bank SNB”).  Bank SNB offers commercial and consumer lending, deposit and investment services, specialized cash management, and other financial services from offices in Oklahoma, Texas, and Kansas.  Bank SNB was chartered in 1894 and Southwest was organized in 1981 as the holding company.  At June 30, 2015,  Southwest had total assets of approximately  $2.0 billion, deposits of $1.6 billion, and shareholders’ equity of $273.7 million.

Southwest’s area of expertise focuses on the special financial needs of healthcare and health professionals, businesses and their managers and owners, commercial lending, energy banking, and commercial real estate borrowers.  The strategic focus on healthcare lending was established in 1974.  Southwest and its banking subsidiary provide credit and other remittance services, such as deposits, cash management, and document imaging for physicians and other healthcare practitioners to start or develop their practices and finance the development and purchase of medical offices, clinics, surgical care centers, hospitals, and similar facilities.  As of June 30, 2015, approximately $422.3 million, or 29%, of loans were loans to individuals and businesses in the healthcare industry.  Regular market reviews are conducted of (i) current and potential healthcare lending business, and (ii) the appropriate concentrations within healthcare based upon economic and regulatory conditions.

Southwest’s common stock is traded on the NASDAQ Global Select Market under the symbol OKSB. 

 

 

In connection with the proposed merger of First Commercial Bancshares, Inc. ("First Commercial") into Southwest Bancorp, Inc. ("OKSB"), on July 7, 2015 OKSB filed with the Securities and Exchange Commission a Registration Statement on Form S-4 (File no. 333-205521) to register the shares of OKSB's common stock to be issued to the shareholders of First Commercial. The registration statement includes a Prospectus of OKSB, a Proxy Statement of First Commercial, as well as other relevant documents concerning the proposed transaction, which will be sent to the shareholders of First Commercial seeking their approval of the proposed transaction.

We urge investors and shareholders to read the Registration Statement on Form S-4, the Proxy Statement and Prospectus included with the Registration Statement on Form S-4, and any other relevant documents filed with the SEC, as well as any amendments or supplements to those documents, because they will contain important information relating to the proposed transaction. A free copy of these materials may be obtained on the SEC's website at http://www.sec.gov. Alternatively, when available, these documents can be obtained free of charge from OKSB's website at www.oksb.com under the tab "Investors" and then under the tab "SEC Filings."

OKSB, certain of its directors and executive officers and other persons may be deemed to be participants in the solicitation of proxies from the shareholders of First Commercial in connection with the proposed transaction under the rules of the SEC. Information about these participants is set forth in the proxy statement for OKSB's 2015 annual meeting of shareholders, as filed with the SEC on a Schedule 14A on April 22, 2015. Additional information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, may be obtained by reading the definitive proxy statement and other relevant materials, when available, to be filed by OKSB with the SEC in  conjunction with the proposed transaction. Free copies of this document may be obtained as described in the preceding paragraph.

 

Caution About Forward-Looking Statements

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Southwest makes forward-looking statements in this news release that are subject to risks and uncertainties.  These statements are intended to be covered by the safe harbor provision for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.

These forward-looking statements include: 

 

These forward-looking statements are subject to significant uncertainties because they are based upon: the amount and timing of future changes in interest rates, market behavior, and other economic conditions; future laws, regulations, and accounting principles; changes in regulatory standards and examination policies, and a variety of other matters. These other matters include, among other things, the direct and indirect effects of economic conditions on interest rates, credit quality, loan demand, liquidity, and monetary and supervisory policies of banking regulators.  Because of these uncertainties, the actual future results may be materially different from the results indicated by these forward-looking statements. In addition, Southwest's past growth and performance do not necessarily indicate future results.  For other factors, risks, and uncertainties that could cause actual results to differ materially from estimates and projections contained in forward-looking statements, please read Southwest’s reports filed with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the year ended December 31, 2014.  You are urged to carefully review and consider the cautionary statements and other disclosures made in those filings, specifically those under the heading “Risk Factors”.

The cautionary statements in this release also identify important factors and possible events that involve risk and uncertainties that could cause actual results to differ materially from those contained in the forward-looking statements.  These forward-looking statements speak only as of the date on which the statements were made.  Southwest does not intend, and undertakes no obligation, to update or revise any forward-looking statements contained in this release, 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.

Southwest is required under generally accepted accounting principles to evaluate subsequent events and their impact, if any, on its financial statements as of June 30, 2015 through the date its financial statements are filed with the Securities and Exchange Commission.  The June 30,  2015 financial statements included in this release will be adjusted if necessary to properly reflect the impact of subsequent events on estimates used to prepare those statements. 

 

The Southwest Bancorp, Inc. logo is available at

 http://www.globenewswire.com/newsroom/prs/?pkgid=8074

 

The Bank SNB logo is available at

 http://www.globenewswire.com/newsroom/prs/?pkgid=23106

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Financial Tables

 

 

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Balance sheet amounts and ratios are as of period end unless otherwise noted.
* This is a Non-GAAP financial measure.  Please see Table 8 for a reconciliation to the most directly comparable GAAP based measure.
** This is a Non-GAAP financial measure.
Please see accompanying tables for additional financial information.

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SOUTHWEST BANCORP, INC.                 Table 5
UNAUDITED AVERAGE BALANCES, YIELDS, AND RATES – YEAR-TO-DATE
(Dollars in thousands)

 

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