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425 Filing
Spirit of Texas Bancshares (STXB) 425Business combination disclosure
Filed: 5 Feb 19, 12:00am
EXHIBIT 99.1
UPDATE - Spirit of Texas Bancshares, Inc. Reports Fourth Quarter 2018 Financial Results
CONROE, Texas, Feb. 04, 2019 (GLOBE NEWSWIRE) -- Spirit of Texas Bancshares, Inc. (NASDAQ: STXB) (“Spirit” or the “Company”), the bank holding company for Spirit of Texas Bank, SSB, today reported its results for the fourth quarter ended December 31, 2018.
Fourth Quarter 2018 Financial and Operational Highlights
Dean Bass, Spirit of Texas Bancshares’ Chairman and Chief Executive Officer, stated, “The fourth quarter was a strong finish to an outstanding year for Spirit of Texas Bank. We are pleased with our banking metrics, which were particularly favorable when compared to the fourth quarter of 2017. We are adding quality clients that are driving growth in both our loan and deposit portfolios, and the Texas markets we serve remain strong. We expect to see margin expansion going forward as the investment securities portfolio continues to pay down and the funds are reinvested in the higher yielding loan portfolio.
“The completion of The Comanche National Bank acquisition in November and our pending acquisition of First Beeville Financial Corporation and its bank subsidiary, The First National Bank of Beeville, gives us confidence that we will maintain our strong performance into 2019 and continue to build long-term shareholder value,” Mr. Bass concluded.
Comanche National Bank Acquisition
On November 14, 2018, the Company closed its previously announced acquisition of Comanche in a cash and stock transaction. The closing consideration consisted of approximately $12.2 million in cash and 2,142,857 shares of Spirit’s common stock. Under the terms of the Agreement and Plan of Merger, each outstanding share of Comanche was converted into the right to receive $30.67 in cash and approximately 5.37 shares of Spirit common stock, plus cash in lieu of any resulting fractional shares. Spirit and Comanche offices and services are expected to be integrated during the first quarter of 2019. The transaction added approximately $350 million in total assets with eight branches in attractive deposit markets, including markets that complement Spirit’s Tarrant County operations and provide for future “fill-in” opportunities.
Pending First Beeville Financial Corporation Acquisition
On November 27, 2018, the Company entered into a definitive agreement to acquire all of the outstanding stock of First Beeville Financial Corporation and its wholly-owned subsidiary, The First National Bank of Beeville, a community bank headquartered in Beeville, Texas, for (i) $32,375,000 in cash and (ii) 1,579,268 shares of Spirit common stock (each subject to adjustment as described in the definitive agreement). Based on the closing price of $19.81 for Spirit common stock on November 26, 2018, the transaction would have an aggregate value of $63.7 million.
The Company believes this transaction, if completed on the terms contemplated, will complement the Company's footprint. The transaction has been approved by the boards of directors of both companies and is expected to close in the second quarter of 2019, subject to customary conditions, including regulatory and shareholder approval.
Loan Portfolio and Composition
During the year, the loan portfolio, gross of the allowance for loan losses, grew to $1.09 billion as of December 31, 2018, an increase of 14.6% from $954.1 million as of September 30, 2018 and 25.8% from $869.1 million as of December 31, 2017. Loan growth during the quarter was primarily driven by the $116.2 million obtained through the Comanche acquisition.
Asset Quality
The provision for loan losses recorded for the fourth quarter of 2018 was $700 thousand. The provision for loan losses served to increase the allowance to $6.3 million, or 0.58% of the $1.09 billion in loans outstanding. The nonperforming loans to loans held for investment ratio as of December 31, 2018 increased to 0.46% from 0.39% at September 30, 2018, and 0.41% at December 31, 2017. Annualized net charge-offs were 22 basis points for the fourth quarter of 2018.
Deposits and Borrowings
Deposits totaled $1.18 billion as of December 31, 2018, an increase of 35.5% from $872.6 million as of September 30, 2018 and 41.6% from $835.4 million as of December 31, 2017. Demand deposits increased $49.1 million, or 23.6%, from September 30, 2018 and $80.1 million, or 45.3%, from December 31, 2017. Deposit growth during the fourth quarter 2018 was primarily driven by the $297.3 million obtained through the Comanche acquisition. Demand deposits represent 21.7% of total deposits as of December 31, 2018, compared to 23.8% as of September 30, 2018 and 21.2% as of December 31, 2017. The average cost of deposits were 101 basis points for the fourth quarter of 2018, representing a 21 basis point increase from the fourth quarter of 2017 and a one basis point decrease from the third quarter of 2018.
Net Interest Margin and Net Interest Income
The net interest margin for the fourth quarter of 2018 was 4.59%, an increase of 38 basis points from the fourth quarter of 2017 and a decrease of one basis point from the third quarter of 2018. The tax equivalent net interest margin for the fourth quarter of 2018 was 4.62%, an increase of 32 basis points from the fourth quarter of 2017 and a decrease of 3 basis points from the third quarter of 2018. The increase from the prior year period was due primarily to the impact of higher interest rates. The slight decrease from the third quarter of 2018 was due to the increase in the average balance of the lower yielding investment securities portfolio obtained through the Comanche acquisition. The Company expects to see margin expansion going forward as the investment securities portfolio continues to pay down and the funds are reinvested in the higher yielding loan portfolio. Legacy Spirit of Texas Bank, SSB net interest margin for the fourth quarter of 2018 was 4.76%, an increase of 11 basis points from the third quarter of 2018.
Net interest income totaled $13.9 million for the fourth quarter of 2018, an increase of 37.8% from $10.1 million for the fourth quarter of 2017. Interest income totaled $16.9 million for the fourth quarter of 2018, an increase of 37.7% from $12.3 million in the same period in 2017. Interest and fees on loans increased by $3.9 million, or 33.0%, from the fourth quarter of 2017 due to organic and acquired growth in the loan portfolio and the impact of an increase in interest rates. Interest expense was $3.1 million for the fourth quarter of 2018, an increase of 36.9% from $2.2 million in the prior year period. The increase from the fourth quarter of 2017 was primarily due to an increase in the rate paid on interest-bearing liabilities of 20 basis points and the growth in the deposit base from the Comanche acquisition.
Noninterest Income and Noninterest Expense
Noninterest income totaled $3.0 million for the fourth quarter of 2018, compared to $1.9 million for the fourth quarter of 2017. The primary components of noninterest income in the quarter were gain on sales of loans, net, SBA loan servicing fees and service charges and fees of $1.2 million, $1.0 million and $649 thousand, respectively. Noninterest expense totaled $13.6 million for the fourth quarter of 2018, an increase of 43.5% from $9.5 million in the prior year period. This increase was primarily driven by expenses related to the Comanche acquisition and the proposed Beeville acquisition, which is pending Beeville shareholder and regulatory approval.
The Efficiency Ratio was 80.36% for the fourth quarter 2018, including $1.3 million of after-tax merger related expenses, compared to 79.00% for the fourth quarter of 2017.
_______________________________________________________
Conference Call
Spirit of Texas Bancshares has scheduled a conference call to discuss its fourth quarter and fiscal year 2018 results, which will be broadcast live over the Internet, on Thursday, January 31, 2018 at 10:00 a.m. Eastern Time / 9:00 a.m. Central Time. To participate in the call, dial 201-389-0867 and ask for the Spirit of Texas call at least 10 minutes prior to the start time, or access it live over the Internet at http://ir.sotb.com/events-presentations. For those who cannot listen to the live call, a replay will be available through February 7, 2018 and may be accessed by dialing 201-612-7415 and using pass code 13686482#. Also, an archive of the webcast will be available shortly after the call at http://ir.sotb.com/events-presentations for 90 days.
About Spirit of Texas Bancshares, Inc.
Spirit of Texas Bancshares, Inc., through its wholly owned subsidiary, Spirit of Texas Bank, SSB, provides a wide range of relationship-driven commercial banking products and services tailored to meet the needs of businesses, professionals and individuals. Spirit of Texas Bank, SSB operates in the Houston, Dallas/Fort Worth and Bryan/College Station metropolitan areas. Please visit https://www.sotb.com for more information.
Forward Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are subject to risks and uncertainties and are made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”). Words such as “expects,” “believes,” “estimates,” “anticipates,” “targets,” “goals,” “projects,” “intends,” “plans, “seeks,” and variations of such words and similar expressions are intended to identify such forward-looking statements which are not statements of historical fact. These statements are based on current expectations, estimates, forecasts and projections and management assumptions about the future performance of each of Spirit, Beeville and the combined company, as well as the businesses and markets in which they do and are expected to operate. These forward-looking statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions that are difficult to assess. The following factors, among others, could cause actual results to differ materially from the anticipated results or other expectations expressed in the forward-looking statements: (1) the businesses of Spirit and Beeville may not be combined successfully, or such combination may take longer to accomplish than expected; (2) the cost savings from the transaction may not be fully realized or may take longer to realize than expected; (3) operating costs, customer loss and business disruption following the transaction, including adverse effects on relationships with employees, may be greater than expected; (4) governmental approvals of the transaction may not be obtained, or adverse regulatory conditions may be imposed in connection with governmental approvals of the transaction; (5) Beeville’s shareholders may not approve the transaction; (6) adverse governmental or regulatory policies may be enacted; (7) the interest rate environment may further compress margins and adversely affect net interest income; (8) continued diversification of assets and adverse changes to credit quality; (9) difficulties associated with achieving expected future financial results; (10) competition from other financial services companies in Spirit’s and Beeville’s respective markets; or (11) an economic slowdown that would adversely affect credit quality and loan originations.
For a more complete list and description of such risks and uncertainties, refer to Spirit’s Registration Statement on Form S-1, as amended, filed with the Securities and Exchange Commission (the “SEC”) on April 26, 2018 and its related prospectus, filed with the SEC on May 4, 2018, as well as other filings made by Spirit with the SEC. Copies of such filings are available for download free of charge from the Investor Relations section of Spirit’s website at www.sotb.com.
Any forward-looking statement made by Spirit in this press release speaks only as of the date on which it is made. Factors or events that could cause Spirit’s actual results to differ may emerge from time to time, and it is not possible for Spirit to predict all of them. Except as required under the U.S. federal securities laws and the rules and regulations of the SEC, Spirit disclaims any intention or obligation to update any forward-looking statements after the distribution of this press release, whether as a result of new information, future events, developments, changes in assumptions or otherwise.
No Offer or Solicitation
This press release does not constitute an offer to sell, a solicitation of an offer to sell, or the solicitation or an offer to buy any securities. There will be no sale of securities in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirement of Section 10 of the Securities Act.
Additional Information about the Transaction and Where to Find It
This communication is being made with respect to the proposed transaction involving Spirit and Beeville. This material is not a solicitation of any vote or approval of Beeville’s shareholders and is not a substitute for the proxy statement/prospectus or any other documents that Beeville may send to its shareholders in connection with the proposed transaction. This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities.
In connection with the proposed transaction, Spirit filed with the SEC on January 10, 2019, a Registration Statement on Form S-4 (File No. 333-229183)(the “Registration Statement”) that included a proxy statement of Beeville and a prospectus of Spirit, as well as other relevant documents concerning the proposed transaction. Before making any voting or investment decisions, investors and shareholders are urged to read carefully the Registration Statement and the proxy statement/prospectus regarding the proposed transaction, as well as any other relevant documents filed with the SEC and any amendments or supplements to those documents, because they will contain important information. Beeville will mail the proxy statement/prospectus to its shareholders. Beeville’s shareholders are also urged to carefully review and consider Spirit’s public filings with the SEC, including, but not limited to, its Registration Statement on Form S-1, as amended, filed with the SEC on April 26, 2018 and its related prospectus, filed with the SEC on May 4, 2018, its proxy statement, its Quarterly Reports on Form 10-Q, and its Current Reports on Form 8-K. Copies of the Registration Statement and proxy statement/prospectus and other filings incorporated by reference therein, as well as other filings containing information about Spirit, may be obtained as they become available at the SEC’s Internet site (http://www.sec.gov). You will also be able to obtain these documents, free of charge, from Spirit at www.sotb.com.
Participants in the Transaction
Spirit, Beeville and certain of their respective directors and executive officers, under the SEC’s rules, may be deemed to be participants in the solicitation of proxies of Beeville’s shareholders in connection with the proposed transaction. Information about the directors and executive officers of Spirit and their ownership of Spirit common stock is set forth in the Registration Statement. Additional information regarding the interests of those participants and other persons who may be deemed participants in the transaction may be obtained by reading the proxy statement/prospectus regarding the proposed transaction. Free copies of this document may be obtained as described in the preceding paragraph.
SPIRIT OF TEXAS BANCSHARES, INC. AND SUBSIDIARY | ||||||||||||||||
Consolidated Statements of Income | ||||||||||||||||
(Unaudited) | ||||||||||||||||
For the Three Months Ended | ||||||||||||||||
December 31, 2018 | September 30, 2018 | June 30, 2018 | March 31, 2018 | December 31, 2017 | ||||||||||||
(Dollars in thousands, except per share data) | ||||||||||||||||
Interest income: | ||||||||||||||||
Interest and fees on loans | $ | 15,817 | $ | 13,901 | $ | 13,078 | $ | 12,291 | $ | 11,896 | ||||||
Interest and dividends on investment securities | 897 | 202 | 195 | 214 | 201 | |||||||||||
Other interest income | 208 | 173 | 215 | 148 | 195 | |||||||||||
Total interest income | 16,922 | 14,276 | 13,488 | 12,653 | 12,292 | |||||||||||
Interest expense: | ||||||||||||||||
Interest on deposits | 2,613 | 2,197 | 1,941 | 1,731 | 1,689 | |||||||||||
Interest on FHLB advances and other borrowings | 447 | 389 | 465 | 541 | 546 | |||||||||||
Total interest expense | 3,060 | 2,586 | 2,406 | 2,272 | 2,235 | |||||||||||
Net interest income | 13,862 | 11,690 | 11,082 | 10,381 | 10,057 | |||||||||||
Provision for loan losses | 700 | 486 | 635 | 339 | 671 | |||||||||||
Net interest income after provision for loan losses | 13,162 | 11,204 | 10,447 | 10,042 | 9,386 | |||||||||||
Noninterest income: | ||||||||||||||||
Service charges and fees | 649 | 462 | 419 | 357 | 406 | |||||||||||
SBA loan servicing fees | 1,026 | 529 | 548 | 624 | 416 | |||||||||||
Mortgage referral fees | 97 | 160 | 208 | 156 | 103 | |||||||||||
Gain on sales of loans, net | 1,236 | 1,369 | 1,041 | 1,474 | 974 | |||||||||||
Other noninterest income | 23 | 47 | 87 | (23 | ) | 17 | ||||||||||
Total noninterest income | 3,031 | 2,567 | 2,303 | 2,588 | 1,916 | |||||||||||
Noninterest expense: | ||||||||||||||||
Salaries and employee benefits | 7,988 | 6,623 | 6,043 | 6,858 | 5,564 | |||||||||||
Occupancy and equipment expenses | 1,479 | 1,279 | 1,221 | 1,236 | 1,381 | |||||||||||
Professional services | 1,806 | 624 | 314 | 311 | 686 | |||||||||||
Data processing and network | 340 | 302 | 321 | 313 | 367 | |||||||||||
Regulatory assessments and insurance | 307 | 266 | 266 | 255 | 235 | |||||||||||
Amortization of intangibles | 390 | 176 | 175 | 176 | 176 | |||||||||||
Advertising | 81 | 83 | 102 | 115 | 120 | |||||||||||
Marketing | 154 | 115 | 121 | 118 | 180 | |||||||||||
Telephone expense | 82 | 120 | 114 | 98 | 84 | |||||||||||
Other operating expenses | 949 | 693 | 704 | 646 | 666 | |||||||||||
Total noninterest expense | 13,576 | 10,281 | 9,381 | 10,126 | 9,459 | |||||||||||
Income before income tax expense | 2,617 | 3,490 | 3,369 | 2,504 | 1,843 | |||||||||||
Income tax expense | 104 | 719 | 688 | 491 | 1,320 | |||||||||||
Net income | $ | 2,513 | $ | 2,771 | $ | 2,681 | $ | 2,013 | $ | 523 | ||||||
Earnings per common share: | ||||||||||||||||
Basic | $ | 0.23 | $ | 0.28 | $ | 0.30 | $ | 0.27 | $ | 0.07 | ||||||
Diluted | $ | 0.22 | $ | 0.27 | $ | 0.29 | $ | 0.27 | $ | 0.07 | ||||||
Weighted average common shares outstanding: | ||||||||||||||||
Basic | 10,994,467 | 9,792,032 | 8,851,446 | 7,348,992 | 7,280,183 | |||||||||||
Diluted | 11,450,552 | 10,360,301 | 9,306,029 | 7,543,606 | 7,566,344 | |||||||||||
SPIRIT OF TEXAS BANCSHARES, INC. AND SUBSIDIARY | ||||||||||||||||||||
Consolidated Balance Sheets | ||||||||||||||||||||
(Unaudited) | ||||||||||||||||||||
As of | ||||||||||||||||||||
December 31, 2018 | September 30, 2018 | June 30, 2018 | March 31, 2018 | December 31, 2017 | ||||||||||||||||
(Dollars in thousands) | ||||||||||||||||||||
Assets: | ||||||||||||||||||||
Cash and due from banks | $ | 22,664 | $ | 18,212 | $ | 17,181 | $ | 18,786 | $ | 19,054 | ||||||||||
Interest-bearing deposits in other banks | 66,351 | 25,926 | 35,805 | 33,509 | 38,895 | |||||||||||||||
Total cash and cash equivalents | 89,015 | 44,138 | 52,986 | 52,295 | 57,949 | |||||||||||||||
Time deposits in other banks | - | 245 | 245 | 245 | 245 | |||||||||||||||
Investment securities: | ||||||||||||||||||||
Available for sale securities, at fair value | 179,461 | 33,449 | 34,519 | 35,802 | 37,243 | |||||||||||||||
Total investment securities | 179,461 | 33,449 | 34,519 | 35,802 | 37,243 | |||||||||||||||
Loans held for sale | 3,945 | 5,500 | 7,715 | 4,530 | 3,814 | |||||||||||||||
Loans: | ||||||||||||||||||||
Loans held for investment | 1,092,940 | 954,074 | 917,521 | 882,101 | 869,119 | |||||||||||||||
Less: allowance for loan and lease losses | (6,286 | ) | (6,156 | ) | (6,015 | ) | (5,727 | ) | (5,652 | ) | ||||||||||
Loans, net | 1,086,654 | 947,918 | 911,506 | 876,374 | 863,467 | |||||||||||||||
Premises and equipment, net | 54,086 | 46,135 | 44,945 | 43,343 | 42,189 | |||||||||||||||
Accrued interest receivable | 4,934 | 3,715 | 3,195 | 3,115 | 3,466 | |||||||||||||||
Other real estate owned and repossessed assets | 782 | 289 | 289 | 268 | 21 | |||||||||||||||
Goodwill | 19,365 | 4,485 | 4,485 | 4,485 | 4,485 | |||||||||||||||
Core deposit intangible | 8,558 | 2,959 | 3,135 | 3,311 | 3,486 | |||||||||||||||
SBA servicing asset | 3,965 | 3,561 | 3,521 | 3,512 | 3,411 | |||||||||||||||
Deferred tax asset, net | 209 | 1,667 | 1,616 | 1,588 | 1,480 | |||||||||||||||
Bank-owned life insurance | 7,401 | 483 | 482 | 480 | 479 | |||||||||||||||
Federal Home Loan Bank and other bank stock, at cost | 5,304 | 4,861 | 4,830 | 4,802 | 4,812 | |||||||||||||||
Other assets | 4,290 | 2,806 | 3,207 | 5,328 | 3,751 | |||||||||||||||
Total assets | $ | 1,467,969 | $ | 1,102,211 | $ | 1,076,676 | $ | 1,039,478 | $ | 1,030,298 | ||||||||||
Liabilities and Stockholders' Equity | ||||||||||||||||||||
Liabilities: | ||||||||||||||||||||
Deposits: | ||||||||||||||||||||
Transaction accounts: | ||||||||||||||||||||
Noninterest-bearing | $ | 256,784 | $ | 207,727 | $ | 183,618 | $ | 178,457 | $ | 176,726 | ||||||||||
Interest-bearing | 378,822 | 222,245 | 220,087 | 235,831 | 250,491 | |||||||||||||||
Total transaction accounts | 635,606 | 429,972 | 403,705 | 414,288 | 427,217 | |||||||||||||||
Time deposits | 547,042 | 442,638 | 440,978 | 426,675 | 408,151 | |||||||||||||||
Total deposits | 1,182,648 | 872,610 | 844,683 | 840,963 | 835,368 | |||||||||||||||
Accrued interest payable | 702 | 475 | 431 | 424 | 407 | |||||||||||||||
Short-term borrowings | 12,500 | 10,000 | 15,000 | 15,000 | 15,000 | |||||||||||||||
Long-term borrowings | 67,916 | 64,961 | 66,191 | 75,203 | 76,411 | |||||||||||||||
Other liabilities | 5,407 | 3,272 | 2,385 | 4,909 | 3,973 | |||||||||||||||
Total liabilities | 1,269,173 | 951,318 | 928,690 | 936,499 | 931,159 | |||||||||||||||
Stockholders' Equity: | ||||||||||||||||||||
Preferred stock | - | - | - | - | - | |||||||||||||||
Common stock | 169,939 | 127,541 | 127,344 | 84,952 | 82,615 | |||||||||||||||
Retained earnings | 27,003 | 24,490 | 21,719 | 19,038 | 17,025 | |||||||||||||||
Accumulated other comprehensive income (loss) | 1,854 | (1,138 | ) | (1,077 | ) | (1,011 | ) | (501 | ) | |||||||||||
Total stockholders' equity | 198,796 | 150,893 | 147,986 | 102,979 | 99,139 | |||||||||||||||
Total liabilities and stockholders' equity | $ | 1,467,969 | $ | 1,102,211 | $ | 1,076,676 | $ | 1,039,478 | $ | 1,030,298 | ||||||||||
SPIRIT OF TEXAS BANCSHARES, INC. AND SUBSIDIARY | ||||||||||||||
Loan Composition | ||||||||||||||
(Unaudited) | ||||||||||||||
As of | ||||||||||||||
December 31, 2018 | September 30, 2018 | June 30, 2018 | March 31, 2018 | December 31, 2017 | ||||||||||
(Dollars in thousands) | ||||||||||||||
Loans: | ||||||||||||||
Commercial and industrial loans (1) | $ | 173,892 | $ | 159,776 | $ | 149,988 | $ | 137,400 | $ | 135,040 | ||||
Real estate: | ||||||||||||||
1-4 single family residential loans | 275,644 | 244,633 | 238,606 | 238,382 | 232,510 | |||||||||
Construction, land and development loans | 159,734 | 155,778 | 152,558 | 143,646 | 139,470 | |||||||||
Commercial real estate loans (including multifamily) | 397,953 | 324,212 | 305,405 | 289,571 | 285,731 | |||||||||
Consumer loans and leases | 24,378 | 18,174 | 19,588 | 20,824 | 22,736 | |||||||||
Municipal and other loans | 61,339 | 51,501 | 51,376 | 52,278 | 53,632 | |||||||||
Total loans held in portfolio | $ | 1,092,940 | $ | 954,074 | $ | 917,521 | $ | 882,101 | $ | 869,119 | ||||
(1) Balance includes $76.9 million, $75.9 million, $72.4 million, $70.1 million and $67.1 million of the unguaranteed portion of SBA loans as of December 31, 2018, September 30, 2018, June 30, 2018, March 31, 2018 and December 31, 2017, respectively.
SPIRIT OF TEXAS BANCSHARES, INC. AND SUBSIDIARY | ||||||||||||||
Deposit Composition | ||||||||||||||
(Unaudited) | ||||||||||||||
As of | ||||||||||||||
December 31, 2018 | September 30, 2018 | June 30, 2018 | March 31, 2018 | December 31, 2017 | ||||||||||
(Dollars in thousands) | ||||||||||||||
Deposits: | ||||||||||||||
Noninterest-bearing demand deposits | $ | 256,784 | $ | 207,727 | $ | 183,618 | $ | 178,457 | $ | 176,726 | ||||
Interest-bearing demand deposits | 124,933 | - | - | - | - | |||||||||
Interest-bearing NOW accounts | 7,961 | 7,865 | 7,404 | 9,475 | 7,318 | |||||||||
Savings and money market accounts | 245,928 | 214,380 | 212,683 | 226,356 | 243,173 | |||||||||
Time deposits | 547,042 | 442,638 | 440,978 | 426,675 | 408,151 | |||||||||
Total deposits | $ | 1,182,648 | $ | 872,610 | $ | 844,683 | $ | 840,963 | $ | 835,368 | ||||
SPIRIT OF TEXAS BANCSHARES, INC. AND SUBSIDIARY | |||||||||||||||||
Average Balances and Yields | |||||||||||||||||
(Unaudited) | |||||||||||||||||
Three Months Ended December 31, | |||||||||||||||||
2018 | 2017 | ||||||||||||||||
Average Balance (1) | Interest/ Expense | Annualized Yield/Rate | Average Balance (1) | Interest/ Expense | Annualized Yield/Rate | ||||||||||||
(Dollars in thousands) | |||||||||||||||||
Interest-earning assets: | |||||||||||||||||
Interest-earning deposits in other banks | $ | 19,828 | $ | 120 | 2.40 | % | $ | 35,656 | $ | 167 | 1.86 | % | |||||
Loans, including loans held for sale (2) | 1,045,628 | 15,817 | 6.00 | % | 866,798 | 11,896 | 5.44 | % | |||||||||
Investment securities and other | 133,669 | 985 | 2.92 | % | 46,002 | 229 | 1.97 | % | |||||||||
Total interest-earning assets | 1,199,125 | 16,922 | 5.60 | % | 948,456 | 12,292 | 5.14 | % | |||||||||
Noninterest-earning assets | 84,889 | 78,149 | |||||||||||||||
Total assets | $ | 1,284,014 | $ | 1,026,605 | |||||||||||||
Interest-bearing liabilities: | |||||||||||||||||
Interest-bearing demand deposits | $ | 78,237 | $ | 100 | 0.51 | % | $ | - | $ | - | 0.00 | % | |||||
Interest-bearing NOW accounts | 8,521 | 3 | 0.15 | % | 8,710 | 4 | 0.15 | % | |||||||||
Savings and money market accounts | 221,937 | 368 | 0.66 | % | 240,263 | 357 | 0.59 | % | |||||||||
Time deposits | 487,811 | 2,142 | 1.74 | % | 412,912 | 1,328 | 1.28 | % | |||||||||
FHLB advances and other borrowings | 82,716 | 447 | 2.14 | % | 86,413 | 546 | 2.51 | % | |||||||||
Total interest-bearing liabilities | 879,222 | 3,060 | 1.38 | % | 748,298 | 2,235 | 1.18 | % | |||||||||
Noninterest-bearing liabilities and shareholders' equity: | |||||||||||||||||
Noninterest-bearing demand deposits | 226,976 | 174,177 | |||||||||||||||
Other liabilities | 3,281 | 3,660 | |||||||||||||||
Stockholders' equity | 174,535 | 100,470 | |||||||||||||||
Total liabilities and stockholders' equity | $ | 1,284,014 | $ | 1,026,605 | |||||||||||||
Net interest rate spread | 4.22 | % | 3.96 | % | |||||||||||||
Net interest income and margin | $ | 13,862 | 4.59 | % | $ | 10,057 | 4.21 | % | |||||||||
Net interest income and margin (tax equivalent)(3) | $ | 14,076 | 4.62 | % | $ | 10,290 | 4.30 | % | |||||||||
(1) Average balances presented are derived from daily average balances.
(2) Includes loans on nonaccrual status.
(3) In order to make pretax income and resultant yields on tax-exempt loans comparable to those on taxable loans, a tax-equivalent adjustment has been computed using a federal tax rate of 21% and 34% for the three months ended December 31, 2018 and 2017, respectively.
SPIRIT OF TEXAS BANCSHARES, INC. AND SUBSIDIARY | |||||||||||||||||
Average Balances and Yields | |||||||||||||||||
(Unaudited) | |||||||||||||||||
Three Months Ended | |||||||||||||||||
December 31, 2018 | September 30, 2018 | ||||||||||||||||
Average Balance (1) | Interest/ Expense | Annualized Yield/Rate | Average Balance (1) | Interest/ Expense | Annualized Yield/Rate | ||||||||||||
(Dollars in thousands) | |||||||||||||||||
Interest-earning assets: | |||||||||||||||||
Interest-earning deposits in other banks | $ | 19,828 | $ | 120 | 2.40 | % | $ | 24,007 | $ | 140 | 2.32 | % | |||||
Loans, including loans held for sale (2) | 1,045,628 | 15,817 | 6.00 | % | 944,429 | 13,901 | 5.84 | % | |||||||||
Investment securities and other | 133,669 | 985 | 2.92 | % | 39,056 | 235 | 2.38 | % | |||||||||
Total interest-earning assets | 1,199,125 | 16,922 | 5.60 | % | 1,007,492 | 14,276 | 5.62 | % | |||||||||
Noninterest-earning assets | 84,889 | 77,988 | |||||||||||||||
Total assets | $ | 1,284,014 | $ | 1,085,480 | |||||||||||||
Interest-bearing liabilities: | |||||||||||||||||
Interest-bearing demand deposits | $ | 78,237 | $ | 100 | 0.51 | % | $ | - | $ | - | 0.00 | % | |||||
Interest-bearing NOW accounts | 8,521 | 3 | 0.15 | % | 7,932 | 3 | 0.15 | % | |||||||||
Savings and money market accounts | 221,937 | 368 | 0.66 | % | 212,511 | 338 | 0.63 | % | |||||||||
Time deposits | 487,811 | 2,142 | 1.74 | % | 442,149 | 1,856 | 1.67 | % | |||||||||
FHLB advances and other borrowings | 82,716 | 447 | 2.14 | % | 77,471 | 389 | 1.99 | % | |||||||||
Total interest-bearing liabilities | 879,222 | 3,060 | 1.38 | % | 740,063 | 2,586 | 1.39 | % | |||||||||
Noninterest-bearing liabilities and shareholders' equity: | |||||||||||||||||
Noninterest-bearing demand deposits | 226,976 | 192,408 | |||||||||||||||
Other liabilities | 3,281 | 3,182 | |||||||||||||||
Stockholders' equity | 174,535 | 149,827 | |||||||||||||||
Total liabilities and stockholders' equity | $ | 1,284,014 | $ | 1,085,480 | |||||||||||||
Net interest rate spread | 4.22 | % | 4.23 | % | |||||||||||||
Net interest income and margin | $ | 13,862 | 4.59 | % | $ | 11,690 | 4.60 | % | |||||||||
Net interest income and margin (tax equivalent)(3) | $ | 14,076 | 4.62 | % | $ | 11,803 | 4.65 | % | |||||||||
(1) Average balances presented are derived from daily average balances.
(2) Includes loans on nonaccrual status.
(3) In order to make pretax income and resultant yields on tax-exempt loans comparable to those on taxable loans, a tax-equivalent adjustment has been computed using a federal tax rate of 21% for the three months ended December 31, 2018 and September 30, 2018, respectively.
SPIRIT OF TEXAS BANCSHARES, INC. AND SUBSIDIARY | ||||||||||||||||
Reconciliation of Non-GAAP Financial Measures - Diluted Earnings Per Share | ||||||||||||||||
(Unaudited) | ||||||||||||||||
As of or for the Three Months Ended | ||||||||||||||||
December 31, 2018 | September 30, 2018 | June 30, 2018 | March 31, 2018 | December 31, 2017 | ||||||||||||
(Dollars in thousands, except per share data) | ||||||||||||||||
Basic and diluted earnings per share - GAAP basis: | ||||||||||||||||
Net income | $ | 2,513 | $ | 2,771 | $ | 2,681 | $ | 2,013 | $ | 523 | ||||||
Less: | ||||||||||||||||
Participated securities share of undistributed earnings | - | - | - | - | - | |||||||||||
Net income available to common stockholders | $ | 2,513 | $ | 2,771 | $ | 2,681 | $ | 2,013 | $ | 523 | ||||||
Weighted average number of common shares - basic | 10,994,467 | 9,792,032 | 8,851,446 | 7,348,992 | 7,280,183 | |||||||||||
Weighted average number of common shares - diluted | 11,450,552 | 10,360,301 | 9,306,029 | 7,543,606 | 7,566,344 | |||||||||||
Basic earnings per common share | $ | 0.23 | $ | 0.28 | $ | 0.30 | $ | 0.27 | $ | 0.07 | ||||||
Diluted earnings per common share | $ | 0.22 | $ | 0.27 | $ | 0.29 | $ | 0.27 | $ | 0.07 | ||||||
Basic and diluted earnings per share - Non-GAAP basis: | ||||||||||||||||
Net income | $ | 2,513 | $ | 2,771 | $ | 2,681 | $ | 2,013 | $ | 523 | ||||||
Pre-tax adjustments: | ||||||||||||||||
Noninterest expense | ||||||||||||||||
Merger related expenses | 1,447 | 270 | - | - | - | |||||||||||
Taxes: | ||||||||||||||||
Tax effect of adjustments | (149 | ) | (55 | ) | - | - | - | |||||||||
Adjusted net income | $ | 3,811 | $ | 2,986 | $ | 2,681 | $ | 2,013 | $ | 523 | ||||||
Weighted average number of common shares - basic | 10,994,467 | 9,792,032 | 8,851,446 | 7,348,992 | 7,280,183 | |||||||||||
Weighted average number of common shares - diluted | 11,450,552 | 10,360,301 | 9,306,029 | 7,543,606 | 7,566,344 | |||||||||||
Basic earnings per common share - Non-GAAP basis | $ | 0.35 | $ | 0.30 | $ | 0.30 | $ | 0.27 | $ | 0.07 | ||||||
Diluted earnings per common share - Non-GAAP basis | $ | 0.33 | $ | 0.29 | $ | 0.29 | $ | 0.27 | $ | 0.07 | ||||||
SPIRIT OF TEXAS BANCSHARES, INC. AND SUBSIDIARY | |||||||||||||||||||||
Reconciliation of Non-GAAP Financial Measures - Net Interest Margin on a Fully Taxable Equivalent Basis | |||||||||||||||||||||
(Unaudited) | |||||||||||||||||||||
As of or for the Three Months Ended | |||||||||||||||||||||
December 31, 2018 | September 30, 2018 | June 30, 2018 | March 31, 2018 | December 31, 2017 | |||||||||||||||||
(Dollars in thousands, except per share data) | |||||||||||||||||||||
Net interest margin - GAAP basis: | |||||||||||||||||||||
Net interest income | $ | 13,862 | $ | 11,690 | $ | 11,082 | $ | 10,381 | $ | 10,057 | |||||||||||
Average interst-earning assets | 1,199,125 | 1,007,492 | 982,504 | 953,749 | 948,456 | ||||||||||||||||
Net interest margin | 4.59 | % | 4.60 | % | 4.52 | % | 4.41 | % | 4.21 | % | |||||||||||
Net interest margin - Non-GAAP basis: | |||||||||||||||||||||
Net interest income | $ | 13,862 | $ | 11,690 | $ | 11,082 | $ | 10,381 | $ | 10,057 | |||||||||||
Plus: | |||||||||||||||||||||
Impact of fully taxable equivalent adjustment | 114 | 113 | 114 | 116 | 233 | ||||||||||||||||
Net interest income on a fully taxable equivalent basis | $ | 13,976 | $ | 11,803 | $ | 11,196 | $ | 10,497 | $ | 10,290 | |||||||||||
Average interst-earning assets | 1,199,125 | 1,007,492 | 982,504 | 953,749 | 948,456 | ||||||||||||||||
Net interest margin on a fully taxable equivalent basis - Non-GAAP basis | 4.62 | % | 4.65 | % | 4.57 | % | 4.46 | % | 4.30 | % | |||||||||||
SPIRIT OF TEXAS BANCSHARES, INC. AND SUBSIDIARY | ||||||||||||||
Reconciliation of Non-GAAP Financial Measures - Tangible Book Value Per Share | ||||||||||||||
(Unaudited) | ||||||||||||||
As of | ||||||||||||||
December 31, 2018 | September 30, 2018 | June 30, 2018 | March 31, 2018 | December 31, 2017 | ||||||||||
(Dollars in thousands, except per share data) | ||||||||||||||
Total stockholders' equity | $ | 198,796 | $ | 150,893 | $ | 147,986 | $ | 102,979 | $ | 99,139 | ||||
Less: | ||||||||||||||
Goodwill and other intangible assets | 27,923 | 7,444 | 7,620 | 7,796 | 7,971 | |||||||||
Tangible stockholders' equity | $ | 170,873 | $ | 143,449 | $ | 140,366 | $ | 95,183 | $ | 91,168 | ||||
Shares outstanding | 12,103,753 | 9,812,481 | �� | 9,786,611 | 7,486,611 | 7,280,183 | ||||||||
Book value per share | $ | 16.42 | $ | 15.38 | $ | 15.12 | $ | 13.76 | $ | 13.62 | ||||
Less: | ||||||||||||||
Goodwill and other intangible assets per share | 2.30 | 0.76 | 0.78 | 1.05 | 1.10 | |||||||||
Tangible book value per share | $ | 14.12 | $ | 14.62 | $ | 14.34 | $ | 12.71 | $ | 12.52 | ||||
SPIRIT OF TEXAS BANCSHARES, INC. AND SUBSIDIARY | |||||||||||||||||||
Reconciliation of Non-GAAP Financial Measures - Tangible Equity to Tangible Assets | |||||||||||||||||||
(Unaudited) | |||||||||||||||||||
As of | |||||||||||||||||||
December 31, 2018 | September 30, 2018 | June 30, 2018 | March 31, 2018 | December 31, 2017 | |||||||||||||||
(Dollars in thousands) | |||||||||||||||||||
Total stockholders' equity to total assets - GAAP basis: | |||||||||||||||||||
Total stockholders' equity (numerator) | $ | 198,796 | $ | 150,893 | $ | 147,986 | $ | 102,979 | $ | 99,139 | |||||||||
Total assets (denominator) | 1,467,969 | 1,102,211 | 1,076,676 | 1,039,478 | 1,030,298 | ||||||||||||||
Total stockholders' equity to total assets | 13.54 | % | 13.69 | % | 13.74 | % | 9.91 | % | 9.62 | % | |||||||||
Tangible equity to tangible assets - Non-GAAP basis: | |||||||||||||||||||
Tangible equity: | |||||||||||||||||||
Total stockholders' equity | $ | 198,796 | $ | 150,893 | $ | 147,986 | $ | 102,979 | $ | 99,139 | |||||||||
Less: | |||||||||||||||||||
Goodwill and other intangible assets | 27,923 | 7,444 | 7,620 | 7,796 | 7,971 | ||||||||||||||
Total tangible common equity (numerator) | $ | 170,873 | $ | 143,449 | $ | 140,366 | $ | 95,183 | $ | 91,168 | |||||||||
Tangible assets: | |||||||||||||||||||
Total assets | 1,467,969 | 1,102,211 | 1,076,676 | 1,039,478 | 1,030,298 | ||||||||||||||
Less: | |||||||||||||||||||
Goodwill and other intangible assets | 27,923 | 7,444 | 7,620 | 7,796 | 7,971 | ||||||||||||||
Total tangible assets (denominator) | $ | 1,440,046 | $ | 1,094,767 | $ | 1,069,056 | $ | 1,031,682 | $ | 1,022,327 | |||||||||
Tangible equity to tangible assets | 11.87 | % | 13.10 | % | 13.13 | % | 9.23 | % | 8.92 | % | |||||||||
Contacts: | Dennard Lascar Investor Relations Ken Dennard / Natalie Hairston (713) 529-6600 STXB@dennardlascar.com | |