0000203596false0000203596wsbc:DepositarySharesMember2024-10-232024-10-230000203596us-gaap:CommonStockMember2024-10-232024-10-2300002035962024-10-232024-10-23
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported): October 23, 2024 |
WESBANCO, INC.
(Exact name of Registrant as Specified in Its Charter)
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West Virginia |
001-39442 |
55-0571723 |
(State or Other Jurisdiction
of Incorporation) |
(Commission File Number) |
(IRS Employer
Identification No.) |
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1 Bank Plaza |
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Wheeling, West Virginia |
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26003 |
(Address of Principal Executive Offices) |
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(Zip Code) |
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Registrant’s Telephone Number, Including Area Code: 304 234-9000 |
Former Name or Former Address, if Changed Since Last Report : Not Applicable
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☒Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
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Name of each exchange on which registered
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Common Stock $2.0833 Par Value |
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WSBC |
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Nasdaq Global Select Market |
Depositary Shares (each representing 1/40th interest in a share of 6.75% Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series A) |
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WSBCP |
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Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
Wesbanco, Inc. issued a press release and earnings call presentation today announcing earnings for the three and nine months ended September 30, 2024. The press release is attached as Exhibit 99.1 and the earnings call presentation is attached as Exhibit 99.2 to this report.
Wesbanco, Inc. will host a conference call to discuss the Company's financial results for the third quarter of 2024 on Thursday, October 24, 2024 at 3:00 p.m. ET.
Interested parties can access the live webcast of the conference call through the Investor Relations section of the Company's website, www.wesbanco.com. Participants can also listen to the conference call by dialing 888-347-6607, 855-669-9657 for Canadian callers, or 1-412-902-4290 for international callers, and asking to be joined into the Wesbanco call. Please log in or dial in at least 10 minutes prior to the start time to ensure a connection.
A replay of the conference call will be available by dialing 877-344-7529, 855-669-9658 for Canadian callers, or 1-412-317-0088 for international callers, and providing the access code of 7056218. The replay will begin at approximately 5:00 p.m. ET on October 24, 2024 and end at 12 a.m. ET on November 7, 2024. An archive of the webcast will be available for one year on the Investor Relations section of the Company’s website (www.wesbanco.com).
Item 8.01 Other Events.
Additional Information about the Merger and Where to Find It
On July 25, 2024, Wesbanco and Wesbanco Bank, Inc. (“Wesbanco Bank”) entered into an Agreement and Plan of Merger with Premier Financial Corp. (“Premier”) and Premier Bank, Inc. (“Premier Bank”), pursuant to which Premier will be merged with and into Wesbanco, with Wesbanco being the surviving company (the “Merger”), and Premier Bank will be merged with and into Wesbanco Bank, with Wesbanco Bank the surviving bank. In connection with the proposed merger, Wesbanco has filed with the SEC a Registration Statement on Form S-4 that will include a joint proxy statement of Wesbanco and Premier and a prospectus of Wesbanco, as well as other relevant documents concerning the proposed transaction. SHAREHOLDERS OF WESBANCO, SHAREHOLDERS OF PREMIER, AND OTHER INTERESTED PARTIES ARE URGED TO READ THE REGISTRATION STATEMENT AND THE JOINT PROXY STATEMENT/PROSPECTUS REGARDING THE MERGER WHEN IT BECOMES AVAILABLE 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. The Joint Proxy Statement/Prospectus will be mailed to shareholders of Wesbanco and shareholders of Premier prior to the respective shareholder meetings, once they are officially noticed. In addition, when the Registration Statement on Form S-4, which will include the Joint Proxy Statement/Prospectus, and other related documents are filed by Wesbanco or Premier with the SEC, they may be obtained for free at the SEC’s website at http://www.sec.gov, and from either Wesbanco’s website at https://www.wesbanco.com or Premier’s website at https://www.premierfincorp.com/.
No Offer or Solicitation
This presentation is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of the proposed merger and shall not constitute an offer to sell or a solicitation of an offer to buy any securities nor shall there be any sale of securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
Participants in the Solicitation
Wesbanco, Premier, and their respective executive officers and directors may be deemed to be participants in the solicitation of proxies from the shareholders of Wesbanco and Premier in connection with the proposed merger. Information about the directors and executive officers of Wesbanco is set forth in the proxy statement for Wesbanco’s 2024 annual meeting of shareholders, as filed with the SEC on March 13, 2024. Information about the directors and executive officers of Premier is set forth in the proxy statement for Premier’s 2024 annual meeting of shareholders, as filed with the SEC on March 18, 2024. Information about any other persons who may, under the rules of the SEC, be considered participants in the solicitation of shareholders of Wesbanco or Premier in connection with the proposed merger is included in the Joint Proxy Statement/Prospectus. You can obtain free copies of these documents from the SEC, Wesbanco, or Premier using the website information above. This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
WESBANCO SHAREHOLDERS AND PREMIER SHAREHOLDERS ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS CAREFULLY WHEN IT BECOMES EFFECTIVE BEFORE MAKING ANY VOTING OR INVESTMENT DECISIONS WITH RESPECT TO THE PROPOSED MERGER.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
99.1 - Press release dated October 23, 2024 announcing earnings for the three and nine months ended September 30, 2024.
99.2 – Third quarter 2024 earnings conference call presentation.
104 - Cover Page Interactive Data File (embedded within the Inline XBRL document).
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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Wesbanco, Inc.
(registrant) |
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Date: |
October 23, 2024 |
By: |
/s/ Daniel K. Weiss, Jr. |
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Daniel K. Weiss, Jr.
Senior Executive Vice President and
Chief Financial Officer
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WesBanco Announces Third Quarter 2024 Financial Results
Strong sequential quarter deposit growth of 12.1% annualized and loan growth of 6.3% annualized
Wheeling, WVa. (October 23, 2024) – WesBanco, Inc. (“WesBanco” or "Company") (Nasdaq: WSBC), a diversified, multi-state bank holding company, today announced net income and related earnings per share for the three and nine months ended September 30, 2024. Net income available to common shareholders for the third quarter of 2024 was $34.7 million, with earnings per share of $0.54, compared to $34.3 million and $0.58 per share, respectively, for the third quarter of 2023. For the nine months ended September 30, 2024, net income was $94.3 million, or $1.54 per share, compared to $116.5 million, or $1.96 per share, for the 2023 period. As noted in the following table, net income available to common shareholders, excluding after-tax restructuring and merger-related expenses, for the nine months ended September 30, 2024 was $98.8 million, or $1.61 per share, as compared to $119.5 million, or $2.01 per share (non-GAAP measures).
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For the Three Months Ended September 30, |
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For the Nine Months Ended September 30, |
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2024 |
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2023 |
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2024 |
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2023 |
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(unaudited, dollars in thousands,
except per share amounts) |
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Net
Income |
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Diluted
Earnings
Per Share |
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Net
Income |
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Diluted
Earnings
Per Share |
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Net
Income |
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Diluted
Earnings
Per Share |
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Net
Income |
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Diluted
Earnings
Per Share |
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Net income available to common shareholders (Non-GAAP)(1) |
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36,303 |
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$ |
0.56 |
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$ |
34,817 |
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$ |
0.59 |
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$ |
98,833 |
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$ |
1.61 |
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$ |
119,496 |
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$ |
2.01 |
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Less: After tax restructuring and merger-related expenses |
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(1,562 |
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(0.02 |
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(506 |
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(0.01 |
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(4,546 |
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(0.07 |
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(3,026 |
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(0.05 |
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Net income available to common shareholders (GAAP) |
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34,741 |
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$ |
0.54 |
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$ |
34,311 |
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$ |
0.58 |
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$ |
94,287 |
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$ |
1.54 |
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$ |
116,470 |
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$ |
1.96 |
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(1) See non-GAAP financial measures for additional information relating to these items. |
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Financial and operational highlights during the quarter ended September 30, 2024:
•Total loan growth was 10.0% year-over-year and 6.3% over the sequential quarter, annualized
oTotal loans are up $1.1 billion over the last year, driven by commercial loan growth
•Deposits of $13.8 billion increased 5.7% year-over-year and 12.1% over the sequential quarter, annualized
oDeposit growth, excluding certificates of deposit, increased 2.2% year-over-year and 4.3% over the sequential quarter, annualized
oAverage loans to average deposits were 90.6%, providing continued capacity to fund loan growth
•Trust fees and net securities brokerage revenue increased $1.1 million combined year-over-year reflecting growth in Trust and Investment Services (“WTIS”) assets under management and broker-dealer securities account values (including annuities), respectively, from organic growth and market appreciation
oWTIS assets under management increased 21.7% year-over-year to a record $6.1 billion
oBroker-dealer securities account values increased 15.8% year-over-year to a record $1.9 billion
•Key credit quality metrics continued to remain at low levels and favorable to peer bank averages (based upon the prior four quarters for banks with total assets between $10 billion and $25 billion)
•The acquisition of Premier Financial Corp. remains on track, pending regulatory and shareholder approvals
•WesBanco was recently named one of America’s Greatest Workplaces for Parents and Families by Newsweek
“WesBanco marked strong momentum in the third quarter, driven by strategic actions that continue to strengthen our balance sheet, including robust deposit and loan growth and the pay down of higher cost borrowings. Over the last year, WesBanco has grown loans by $1.1 billion and deposits by $0.7 billion, reflecting the strength of our people, markets and strategies,” said Jeff Jackson, President and Chief Executive Officer, WesBanco. “We are focused on organic growth and efficiency gains to achieve positive operating leverage. We also successfully raised $200 million of common equity during the quarter to position WesBanco for future growth. With the pending acquisition of Premier Financial, we expect to accelerate our positive momentum, build on their legacy of community engagement and support, and together bring the resources of a larger and stronger financial services organization to all of our communities.”
Balance Sheet
As of September 30, 2024, portfolio loans were $12.5 billion, which increased $1.1 billion, or 10.0%, year-over-year driven by strong performance from our commercial and residential lending teams. Total commercial loans of $8.9 billion increased 11.9% year-over-year and 7.5% quarter-over-quarter annualized. Commercial loan growth continues to reflect the success of our strategies, as well as lower commercial real estate payoffs, which have totaled approximately $185 million year-to-date. Total residential lending reflects increased mortgage origination production and home equity line of credit usage.
Deposits, as of September 30, 2024, were $13.8 billion, up 5.7% year-over-year and up 12.1% annualized from June 30, 2024, reflecting the success of our summer deposit gathering and retention campaign. The composition of total deposits continues to have some mix shift; however, total demand deposits continue to represent 54% of total deposits, with the non-interest bearing component representing 27%, which remains consistent with the percentage range prior to the pandemic. When excluding certificate of deposits, total deposits increased 2.2% year-over-year and 4.3% quarter-over-quarter annualized.
Federal Home Loan Bank borrowings totaled $1.2 billion, at September 30, 2024, a decrease of 20.3%, or $300.0 million from June 30, 2024. This decrease was driven by deposit growth exceeding loan growth and $200 million of equity raised in the third quarter.
Credit Quality
As of September 30, 2024, total loans past due, criticized and classified loans, non-performing loans, and non-performing assets as percentages of the loan portfolio and total assets have remained low, from a historical perspective, and within a consistent range through the last three years. Total loans past due as a percent of the loan portfolio increased 20 basis points quarter-over-quarter to 0.44%, while non-performing assets as a percentage of total assets declined slightly from the prior quarter and year periods. The third quarter provision for credit losses declined both year-over-year and sequentially to $4.8 million. The allowance for credit losses to total portfolio loans at September 30, 2024 increased to 1.13% of total loans, or $140.9 million, primarily due to higher unemployment assumptions and other qualitative adjustments. Excluded from the allowance for credit losses and related coverage ratio are fair market value adjustments on previously acquired loans representing 0.09% of total loans.
Net Interest Margin and Income
The year-to-date net interest margin improved 1 basis point to 2.94% compared to the second quarter period. The third quarter margin of 2.95% remained stable compared to the second quarter and reflected both higher loan yields and higher funding costs. On a year-over-year basis, the net interest margin was 8 basis points lower primarily due to higher funding costs from the remix of non-interest bearing deposits into higher tier money market and certificate of deposit accounts during the back half of 2023. Deposit funding costs were 285 basis points for the third quarter of 2024, and, when including non-interest bearing deposits, deposit funding costs were 205 basis points.
Net interest income for the third quarter of 2024 was $121.1 million, an increase of $3.5 million, or 2.9% year-over-year, reflecting the impact of loan growth and higher loan and securities yields more than offsetting higher funding costs. For the nine months ended September 30, 2024, net interest income of $351.7 million decreased $11.9 million, or 3.3%, primarily due to higher funding costs offsetting the impact of loan growth and higher loan and securities yields in the year-to-date period.
Non-Interest Income
For the third quarter of 2024, non-interest income of $29.6 million decreased $1.3 million, or 4.1%, from the third quarter of 2023 due to lower net swap fee and valuation income. Gross swap fees were $1.1 million in the third quarter, compared to $2.5 million in the prior year period, while fair value adjustments were a $1.7 million loss compared to a gain of $1.4 million, respectively. Service charges on deposits increased $1.2 million year-over-year, reflecting fee income from new products and services and increased general consumer spending. Trust fees increased $0.8 million, reflecting higher assets under management from organic growth and market appreciation.
Primarily reflecting the items discussed above, as well as mortgage banking income, non-interest income, for the nine months ended September 30, 2024, increased $1.2 million, or 1.4%, year-over-year to $91.6 million. Mortgage banking income increased $1.0 million year-over-year due to a wider gain-on-sale margin for residential mortgages sold in the secondary market.
Non-Interest Expense
Non-interest expense, excluding restructuring and merger-related costs, for the three months ended September 30, 2024 were $99.2 million, a $1.9 million, or 2.0%, increase year-over-year primarily due to increases in other operating expenses and equipment and software expenses. Other operating expenses increased $1.5 million primarily due to higher costs and fees in support of loan growth and higher other miscellaneous expenses. Equipment and software expense increased $1.0 million reflecting the impact of the prior year ATM upgrades, which were phased in throughout the prior year. Salaries and wages decreased $0.5 million compared to the prior year period due to lower staffing levels associated with efficiency improvements in the mortgage and branch staffing models, partially offset by normal compensation merit adjustments. Employee benefits decreased $0.4 million due to lower health insurance costs driven by lower staffing levels, as compared to the prior year period.
Excluding restructuring and merger-related expenses, non-interest expense during the first nine months of 2024 of $295.0 million increased $8.3 million, or 2.9%, compared to the prior year period, due primarily to other operating expenses and
equipment and software expense, as described above, and higher FDIC insurance expense. FDIC insurance increased $1.7 million year-over-year due to due to an increase in the minimum rate for all banks.
Capital
As previously disclosed in conjunction with the announcement of the pending acquisition of Premier Financial Corp., WesBanco successfully raised $200 million of common equity, on August 1, 2024, to support the pro-forma bank’s balance sheet, regulatory ratios, and future growth. The equity was raised from a blend of existing and new institutional shareholders and adds long-term support to WesBanco’s shareholder base, as well as providing additional liquidity. The proceeds were subsequently used to pay down Federal Home Loan Bank borrowings.
WesBanco continues to maintain what we believe are strong regulatory capital ratios, as both consolidated and bank-level regulatory capital ratios are well above the applicable “well-capitalized” standards promulgated by bank regulators and the BASEL III capital standards. At September 30, 2024, Tier I leverage was 10.69%, Tier I risk-based capital ratio was 12.89%, common equity Tier 1 capital ratio (“CET 1”) was 11.89%, and total risk-based capital was 15.74%. In addition, the tangible common equity to tangible assets ratio increased from 7.52% in the prior sequential quarter to 8.84% due to the common equity raise and strong earnings.
Conference Call and Webcast
WesBanco will host a conference call to discuss the Company's financial results for the third quarter of 2024 at 3:00 p.m. ET on Thursday, October 24, 2024. Interested parties can access the live webcast of the conference call through the Investor Relations section of the Company's website, www.wesbanco.com. Participants can also listen to the conference call by dialing 888-347-6607, 855-669-9657 for Canadian callers, or 1-412-902-4290 for international callers, and asking to be joined into the WesBanco call. Please log in or dial in at least 10 minutes prior to the start time to ensure a connection.
A replay of the conference call will be available by dialing 877-344-7529, 855-669-9658 for Canadian callers, or 1-412-317-0088 for international callers, and providing the access code of 7056218. The replay will begin at approximately 5:00 p.m. ET on October 24, 2024 and end at 12 a.m. ET on November 7, 2024. An archive of the webcast will be available for one year on the Investor Relations section of the Company’s website (www.wesbanco.com).
Forward-Looking Statements
Forward-looking statements in this report relating to WesBanco’s plans, strategies, objectives, expectations, intentions and adequacy of resources, are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The information contained in this report should be read in conjunction with WesBanco’s Form 10-K for the year ended December 31, 2023 and documents subsequently filed by WesBanco with the Securities and Exchange Commission (“SEC”) including WesBanco’s Form 10-Q for the quarters ended March 31, 2024 and June 30, 2024, which are available at the SEC’s website, www.sec.gov or at WesBanco’s website, www.WesBanco.com. Investors are cautioned that forward-looking statements, which are not historical fact, involve risks and uncertainties, including those detailed in WesBanco’s most recent Annual Report on Form 10-K filed with the SEC under “Risk Factors” in Part I, Item 1A. Such statements are subject to important factors that could cause actual results to differ materially from those contemplated by such statements, including, without limitation, that the proposed merger with Premier Financial Corp. ("Premier Financial" or "Premier") may not close when expected, that the businesses of WesBanco and Premier may not be integrated successfully or such integration may take longer to accomplish than expected; the expected cost savings and any revenue synergies from the merger of WesBanco and Premier may not be fully realized within the expected timeframes; disruption from the proposed merger of WesBanco and Premier may make it more difficult to maintain relationships with clients, associates, or suppliers; the required governmental approvals of the proposed Merger may not be obtained on the expected terms and schedule; Premier’s shareholders and/or the Company’s shareholders may not approve the proposed Merger; the shareholders of the Company may not approve the issuance of shares of the Company’s common stock in connection with the Merger; the effects of changing regional and national economic conditions, changes in interest rates, spreads on earning assets and interest-bearing liabilities, and associated interest rate sensitivity; sources of liquidity available to WesBanco and its related subsidiary operations; potential future credit losses and the credit risk of commercial, real estate, and consumer loan customers and their borrowing activities; actions of the Federal Reserve Board, the Federal Deposit Insurance Corporation, the Consumer Financial Protection Bureau, the SEC, the Financial Institution Regulatory Authority, the Municipal Securities Rulemaking Board, the Securities Investors Protection Corporation, and other regulatory bodies; potential legislative and federal and state regulatory actions and reform, including, without limitation, the impact of the implementation of the Dodd-Frank Act; adverse decisions of federal and state courts; fraud, scams and schemes of third parties; cyber-security breaches; competitive conditions in the financial services industry; rapidly changing technology affecting financial services; marketability of debt instruments and corresponding impact on fair value adjustments; and/or other external developments materially impacting WesBanco’s operational and financial performance. WesBanco does not assume any duty to update forward-looking statements.
While forward-looking statements reflect our good-faith beliefs, they are not guarantees of future performance. All forward-looking statements are necessarily only estimates of future results. Accordingly, actual results may differ materially from
those expressed in or contemplated by the particular forward-looking statement, and, therefore, you are cautioned not to place undue reliance on such statements. Further, any forward-looking statement speaks only as of the date on which it is made, and we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events or circumstances, except as required by applicable law.
Statements in this presentation with respect to the expected timing of and benefits of the proposed merger between WesBanco and Premier, the parties’ plans, obligations, expectations, and intentions, and the statements with respect to accretion, earn back of tangible book value, tangible book value dilution and internal rate of return, constitute forward-looking statements as defined by federal securities laws. Such statements are subject to numerous assumptions, risks, and uncertainties. Actual results could differ materially from those contained or implied by such statements for a variety of factors including: the businesses of WesBanco and Premier may not be integrated successfully or such integration may take longer to accomplish than expected; the expected cost savings and any revenue synergies from the proposed merger may not be fully realized within the expected time frames; disruption from the proposed merger may make it more difficult to maintain relationships with clients, associates, or suppliers; the required governmental approvals of the proposed merger may not be obtained on the expected terms and schedule; Premier’s stockholders and/or WesBanco’s shareholders may not approve the proposed merger and the merger agreement and issuance of shares of WesBanco common stock in the proposed merger, respectively; changes in economic conditions; movements in interest rates; competitive pressures on product pricing and services; success and timing of other business strategies; the nature, extent, and timing of governmental actions and reforms; extended disruption of vital infrastructure; and other factors described in WesBanco’s 2023 Annual Report on Form 10-K, Premier’s 2023 Annual Report on Form 10-K, and documents subsequently filed by WesBanco and Premier with the Securities and Exchange Commission.
Non-GAAP Financial Measures
In addition to the results of operations presented in accordance with Generally Accepted Accounting Principles (GAAP), WesBanco's management uses, and this presentation contains or references, certain non-GAAP financial measures, such as pre-tax pre-provision income, tangible common equity/tangible assets; net income excluding after-tax restructuring and merger-related expenses; efficiency ratio; return on average assets; and return on average tangible equity. WesBanco believes these financial measures provide information useful to investors in understanding our operational performance and business and performance trends which facilitate comparisons with the performance of others in the financial services industry. Although WesBanco believes that these non-GAAP financial measures enhance investors' understanding of WesBanco's business and performance, these non-GAAP financial measures should not be considered an alternative to GAAP. The non-GAAP financial measures contained therein should be read in conjunction with the audited financial statements and analysis as presented in the Annual Report on Form 10-K as well as the unaudited financial statements and analyses as presented in the Quarterly Reports on Forms 10-Q for WesBanco and its subsidiaries, as well as other filings that the company has made with the SEC.
Additional Information about the Merger and Where to Find It
In connection with the proposed merger, WesBanco has filed with the SEC a Registration Statement on Form S-4 that will include a joint proxy statement of WesBanco and Premier and a prospectus of WesBanco, as well as other relevant documents concerning the proposed transaction. SHAREHOLDERS OF WESBANCO, SHAREHOLDERS OF PREMIER, AND OTHER INTERESTED PARTIES ARE URGED TO READ THE REGISTRATION STATEMENT AND THE JOINT PROXY STATEMENT/PROSPECTUS REGARDING THE MERGER WHEN IT BECOMES AVAILABLE 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. The Joint Proxy Statement/Prospectus will be mailed to shareholders of WesBanco and shareholders of Premier prior to the respective shareholder meetings, once they are officially noticed. In addition, when the Registration Statement on Form S-4, which will include the Joint Proxy Statement/Prospectus, and other related documents are filed by WesBanco or Premier with the SEC, they may be obtained for free at the SEC’s website at http://www.sec.gov, and from either WesBanco’s website at https://www.wesbanco.com or Premier’s website at https://www.premierfincorp.com/.
No Offer or Solicitation
This presentation is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of the proposed merger and shall not constitute an offer to sell or a solicitation of an offer to buy any securities nor shall there be any sale of securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
Participants in the Solicitation
WesBanco, Premier, and their respective executive officers and directors may be deemed to be participants in the solicitation of proxies from the shareholders of WesBanco and Premier in connection with the proposed merger. Information about the directors and executive officers of WesBanco is set forth in the proxy statement for WesBanco’s 2024 annual meeting of shareholders, as filed with the SEC on March 13, 2024. Information about the directors and executive officers of
Premier is set forth in the proxy statement for Premier’s 2024 annual meeting of shareholders, as filed with the SEC on March 18, 2024. Information about any other persons who may, under the rules of the SEC, be considered participants in the solicitation of shareholders of WesBanco or Premier in connection with the proposed merger will be included in the Joint Proxy Statement/Prospectus. You can obtain free copies of these documents from the SEC, WesBanco, or Premier using the website information above. This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
WESBANCO SHAREHOLDERS AND PREMIER SHAREHOLDERS ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS CAREFULLY WHEN IT BECOMES AVAILABLE BEFORE MAKING ANY VOTING OR INVESTMENT DECISIONS WITH RESPECT TO THE PROPOSED MERGER.
About WesBanco, Inc.
With over 150 years as a community-focused, regional financial services partner, WesBanco Inc. (NASDAQ: WSBC) and its subsidiaries build lasting prosperity through relationships and solutions that empower our customers for success in their financial journeys. Customers across our eight-state footprint choose WesBanco for the comprehensive range and personalized delivery of our retail and commercial banking solutions, as well as trust, brokerage, wealth management and insurance services, all designed to advance their financial goals. Through the strength of our teams, we leverage large bank capabilities and local focus to help make every community we serve a better place for people and businesses to thrive. Headquartered in Wheeling, West Virginia, WesBanco has $18.5 billion in total assets, with our Trust and Investment Services holding $6.1 billion of assets under management and securities account values (including annuities) of $1.9 billion through our broker/dealer, as of September 30, 2024. Learn more at www.wesbanco.com and follow @WesBanco on Facebook, LinkedIn and Instagram.
SOURCE: WesBanco, Inc.
WesBanco Company Contact:
John H. Iannone
Senior Vice President, Investor Relations
304-905-7021
###
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WESBANCO, INC. |
|
Consolidated Selected Financial Highlights |
|
(unaudited, dollars in thousands, except shares and per share amounts) |
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For the Three Months Ended |
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For the Nine Months Ended |
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|
STATEMENT OF INCOME |
|
September 30, |
|
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September 30, |
|
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2024 |
|
|
2023 |
|
|
% Change |
|
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2024 |
|
|
2023 |
|
|
% Change |
|
|
Interest and dividend income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans, including fees |
|
$ |
184,215 |
|
|
$ |
155,206 |
|
|
|
18.7 |
|
|
$ |
526,550 |
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$ |
434,352 |
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|
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21.2 |
|
|
Interest and dividends on securities: |
|
|
|
|
|
|
|
|
|
|
|
|
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|
|
|
|
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|
Taxable |
|
|
17,651 |
|
|
|
18,082 |
|
|
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(2.4 |
) |
|
|
51,984 |
|
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|
55,651 |
|
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(6.6 |
) |
|
Tax-exempt |
|
|
4,498 |
|
|
|
4,679 |
|
|
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(3.9 |
) |
|
|
13,640 |
|
|
|
14,191 |
|
|
|
(3.9 |
) |
|
Total interest and dividends on securities |
|
|
22,149 |
|
|
|
22,761 |
|
|
|
(2.7 |
) |
|
|
65,624 |
|
|
|
69,842 |
|
|
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(6.0 |
) |
|
Other interest income |
|
|
7,365 |
|
|
|
5,622 |
|
|
|
31.0 |
|
|
|
19,881 |
|
|
|
16,004 |
|
|
|
24.2 |
|
|
Total interest and dividend income |
|
|
213,729 |
|
|
|
183,589 |
|
|
|
16.4 |
|
|
|
612,055 |
|
|
|
520,198 |
|
|
|
17.7 |
|
|
Interest expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest bearing demand deposits |
|
|
28,139 |
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|
|
20,873 |
|
|
|
34.8 |
|
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|
80,654 |
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|
49,181 |
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64.0 |
|
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Money market deposits |
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|
19,609 |
|
|
|
10,841 |
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80.9 |
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|
54,166 |
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|
22,313 |
|
|
|
142.8 |
|
|
Savings deposits |
|
|
8,246 |
|
|
|
6,699 |
|
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23.1 |
|
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|
23,796 |
|
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|
16,559 |
|
|
|
43.7 |
|
|
Certificates of deposit |
|
|
14,284 |
|
|
|
5,983 |
|
|
|
138.7 |
|
|
|
36,513 |
|
|
|
10,092 |
|
|
|
261.8 |
|
|
Total interest expense on deposits |
|
|
70,278 |
|
|
|
44,396 |
|
|
|
58.3 |
|
|
|
195,129 |
|
|
|
98,145 |
|
|
|
98.8 |
|
|
Federal Home Loan Bank borrowings |
|
|
17,147 |
|
|
|
16,463 |
|
|
|
4.2 |
|
|
|
50,374 |
|
|
|
44,477 |
|
|
|
13.3 |
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Other short-term borrowings |
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|
1,092 |
|
|
|
745 |
|
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|
46.6 |
|
|
|
2,662 |
|
|
|
1,654 |
|
|
|
60.9 |
|
|
Subordinated debt and junior subordinated debt |
|
|
4,070 |
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|
|
4,303 |
|
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(5.4 |
) |
|
|
12,189 |
|
|
|
12,342 |
|
|
|
(1.2 |
) |
|
Total interest expense |
|
|
92,587 |
|
|
|
65,907 |
|
|
|
40.5 |
|
|
|
260,354 |
|
|
|
156,618 |
|
|
|
66.2 |
|
|
Net interest income |
|
|
121,142 |
|
|
|
117,682 |
|
|
|
2.9 |
|
|
|
351,701 |
|
|
|
363,580 |
|
|
|
(3.3 |
) |
|
Provision for credit losses |
|
|
4,798 |
|
|
|
6,327 |
|
|
|
(24.2 |
) |
|
|
19,352 |
|
|
|
12,932 |
|
|
|
49.6 |
|
|
Net interest income after provision for credit losses |
|
|
116,344 |
|
|
|
111,355 |
|
|
|
4.5 |
|
|
|
332,349 |
|
|
|
350,648 |
|
|
|
(5.2 |
) |
|
Non-interest income |
|
|
|
|
|
|
|
|
|
|
|
|
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|
|
|
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Trust fees |
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|
7,517 |
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|
6,705 |
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|
12.1 |
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22,902 |
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|
21,116 |
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8.5 |
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|
Service charges on deposits |
|
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7,945 |
|
|
|
6,726 |
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|
|
18.1 |
|
|
|
21,841 |
|
|
|
19,128 |
|
|
|
14.2 |
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|
Digital banking income |
|
|
5,084 |
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|
|
4,949 |
|
|
|
2.7 |
|
|
|
14,828 |
|
|
|
14,564 |
|
|
|
1.8 |
|
|
Net swap fee and valuation (loss) / income |
|
|
(627 |
) |
|
|
3,845 |
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|
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(116.3 |
) |
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|
2,712 |
|
|
|
7,257 |
|
|
|
(62.6 |
) |
|
Net securities brokerage revenue |
|
|
2,659 |
|
|
|
2,394 |
|
|
|
11.1 |
|
|
|
7,808 |
|
|
|
7,492 |
|
|
|
4.2 |
|
|
Bank-owned life insurance |
|
|
2,173 |
|
|
|
2,398 |
|
|
|
(9.4 |
) |
|
|
7,032 |
|
|
|
7,547 |
|
|
|
(6.8 |
) |
|
Mortgage banking income |
|
|
1,280 |
|
|
|
975 |
|
|
|
31.3 |
|
|
|
3,042 |
|
|
|
2,002 |
|
|
|
51.9 |
|
|
Net securities gains |
|
|
675 |
|
|
|
(337 |
) |
|
|
300.3 |
|
|
|
1,347 |
|
|
|
13 |
|
|
NM |
|
|
Net (losses) / gains on other real estate owned and other assets |
|
|
(239 |
) |
|
|
(28 |
) |
|
|
(753.6 |
) |
|
|
(51 |
) |
|
|
1,075 |
|
|
|
(104.7 |
) |
|
Other income |
|
|
3,145 |
|
|
|
3,252 |
|
|
|
(3.3 |
) |
|
|
10,135 |
|
|
|
10,178 |
|
|
|
(0.4 |
) |
|
Total non-interest income |
|
|
29,612 |
|
|
|
30,879 |
|
|
|
(4.1 |
) |
|
|
91,596 |
|
|
|
90,372 |
|
|
|
1.4 |
|
|
Non-interest expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Salaries and wages |
|
|
44,890 |
|
|
|
45,351 |
|
|
|
(1.0 |
) |
|
|
131,879 |
|
|
|
131,774 |
|
|
|
0.1 |
|
|
Employee benefits |
|
|
11,522 |
|
|
|
11,922 |
|
|
|
(3.4 |
) |
|
|
34,284 |
|
|
|
35,492 |
|
|
|
(3.4 |
) |
|
Net occupancy |
|
|
6,226 |
|
|
|
6,146 |
|
|
|
1.3 |
|
|
|
19,158 |
|
|
|
18,921 |
|
|
|
1.3 |
|
|
Equipment and software |
|
|
10,157 |
|
|
|
9,132 |
|
|
|
11.2 |
|
|
|
30,622 |
|
|
|
27,018 |
|
|
|
13.3 |
|
|
Marketing |
|
|
2,977 |
|
|
|
3,115 |
|
|
|
(4.4 |
) |
|
|
7,233 |
|
|
|
8,203 |
|
|
|
(11.8 |
) |
|
FDIC insurance |
|
|
3,604 |
|
|
|
3,125 |
|
|
|
15.3 |
|
|
|
10,576 |
|
|
|
8,880 |
|
|
|
19.1 |
|
|
Amortization of intangible assets |
|
|
2,053 |
|
|
|
2,262 |
|
|
|
(9.2 |
) |
|
|
6,217 |
|
|
|
6,845 |
|
|
|
(9.2 |
) |
|
Restructuring and merger-related expense |
|
|
1,977 |
|
|
|
641 |
|
|
|
208.4 |
|
|
|
5,755 |
|
|
|
3,830 |
|
|
|
50.3 |
|
|
Other operating expenses |
|
|
17,777 |
|
|
|
16,245 |
|
|
|
9.4 |
|
|
|
55,044 |
|
|
|
49,535 |
|
|
|
11.1 |
|
|
Total non-interest expense |
|
|
101,183 |
|
|
|
97,939 |
|
|
|
3.3 |
|
|
|
300,768 |
|
|
|
290,498 |
|
|
|
3.5 |
|
|
Income before provision for income taxes |
|
|
44,773 |
|
|
|
44,295 |
|
|
|
1.1 |
|
|
|
123,177 |
|
|
|
150,522 |
|
|
|
(18.2 |
) |
|
Provision for income taxes |
|
|
7,501 |
|
|
|
7,453 |
|
|
|
0.6 |
|
|
|
21,296 |
|
|
|
26,458 |
|
|
|
(19.5 |
) |
|
Net Income |
|
|
37,272 |
|
|
|
36,842 |
|
|
|
1.2 |
|
|
|
101,881 |
|
|
|
124,064 |
|
|
|
(17.9 |
) |
|
Preferred stock dividends |
|
|
2,531 |
|
|
|
2,531 |
|
|
|
- |
|
|
|
7,594 |
|
|
|
7,594 |
|
|
|
- |
|
|
Net income available to common shareholders |
|
$ |
34,741 |
|
|
$ |
34,311 |
|
|
|
1.3 |
|
|
$ |
94,287 |
|
|
$ |
116,470 |
|
|
|
(19.0 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Taxable equivalent net interest income |
|
$ |
122,338 |
|
|
$ |
118,926 |
|
|
|
2.9 |
|
|
$ |
355,327 |
|
|
$ |
367,352 |
|
|
|
(3.3 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Per common share data |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income per common share - basic |
|
$ |
0.54 |
|
|
$ |
0.58 |
|
|
|
(6.9 |
) |
|
$ |
1.54 |
|
|
$ |
1.96 |
|
|
|
(21.4 |
) |
|
Net income per common share - diluted |
|
|
0.54 |
|
|
|
0.58 |
|
|
|
(6.9 |
) |
|
|
1.54 |
|
|
|
1.96 |
|
|
|
(21.4 |
) |
|
Net income per common share - diluted, excluding certain items (1)(2) |
|
|
0.56 |
|
|
|
0.59 |
|
|
|
(5.1 |
) |
|
|
1.61 |
|
|
|
2.01 |
|
|
|
(19.9 |
) |
|
Dividends declared |
|
|
0.36 |
|
|
|
0.35 |
|
|
|
2.9 |
|
|
|
1.08 |
|
|
|
1.05 |
|
|
|
2.9 |
|
|
Book value (period end) |
|
|
39.73 |
|
|
|
38.80 |
|
|
|
2.4 |
|
|
|
39.73 |
|
|
|
38.80 |
|
|
|
2.4 |
|
|
Tangible book value (period end) (1) |
|
|
22.99 |
|
|
|
19.82 |
|
|
|
16.0 |
|
|
|
22.99 |
|
|
|
19.82 |
|
|
|
16.0 |
|
|
Average common shares outstanding - basic |
|
|
64,488,962 |
|
|
|
59,358,653 |
|
|
|
8.6 |
|
|
|
61,143,452 |
|
|
|
59,280,644 |
|
|
|
3.1 |
|
|
Average common shares outstanding - diluted |
|
|
64,634,208 |
|
|
|
59,443,366 |
|
|
|
8.7 |
|
|
|
61,272,602 |
|
|
|
59,386,429 |
|
|
|
3.2 |
|
|
Period end common shares outstanding |
|
|
66,871,479 |
|
|
|
59,364,696 |
|
|
|
12.6 |
|
|
|
66,871,479 |
|
|
|
59,364,696 |
|
|
|
12.6 |
|
|
Period end preferred shares outstanding |
|
|
150,000 |
|
|
|
150,000 |
|
|
|
- |
|
|
|
150,000 |
|
|
|
150,000 |
|
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) See non-GAAP financial measures for additional information relating to the calculation of this item. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2) Certain items excluded from the calculation consist of after-tax restructuring and merger-related expenses. |
|
|
|
|
|
|
|
|
NM - Not Meaningful |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WESBANCO, INC. |
Consolidated Selected Financial Highlights |
(unaudited, dollars in thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
Selected ratios |
|
|
|
|
|
|
|
|
|
|
|
For the Nine Months Ended |
|
|
|
|
September 30, |
|
|
|
|
2024 |
|
|
2023 |
|
|
% Change |
|
|
|
Return on average assets |
|
0.70 |
|
% |
|
0.91 |
|
% |
|
(23.08 |
) |
% |
|
Return on average assets, excluding after-tax restructuring and merger-related expenses (1) |
|
0.73 |
|
|
|
0.93 |
|
|
|
(21.51 |
) |
|
|
Return on average equity |
|
4.84 |
|
|
|
6.29 |
|
|
|
(23.05 |
) |
|
|
Return on average equity, excluding after-tax restructuring and merger-related expenses (1) |
|
5.07 |
|
|
|
6.45 |
|
|
|
(21.40 |
) |
|
|
Return on average tangible equity (1) |
|
8.96 |
|
|
|
12.09 |
|
|
|
(25.89 |
) |
|
|
Return on average tangible equity, excluding after-tax restructuring and merger-related expenses (1) |
|
9.37 |
|
|
|
12.39 |
|
|
|
(24.37 |
) |
|
|
Return on average tangible common equity (1) |
|
9.93 |
|
|
|
13.55 |
|
|
|
(26.72 |
) |
|
|
Return on average tangible common equity, excluding after-tax restructuring and merger-related expenses (1) |
|
10.38 |
|
|
|
13.88 |
|
|
|
(25.22 |
) |
|
|
Yield on earning assets (2) |
|
5.09 |
|
|
|
4.55 |
|
|
|
11.87 |
|
|
|
Cost of interest bearing liabilities |
|
3.10 |
|
|
|
2.08 |
|
|
|
49.04 |
|
|
|
Net interest spread (2) |
|
1.99 |
|
|
|
2.47 |
|
|
|
(19.43 |
) |
|
|
Net interest margin (2) |
|
2.94 |
|
|
|
3.19 |
|
|
|
(7.84 |
) |
|
|
Efficiency (1) (2) |
|
66.01 |
|
|
|
62.63 |
|
|
|
5.40 |
|
|
|
Average loans to average deposits |
|
89.56 |
|
|
|
85.25 |
|
|
|
5.06 |
|
|
|
Annualized net loan charge-offs/average loans |
|
0.11 |
|
|
|
0.03 |
|
|
|
266.67 |
|
|
|
Effective income tax rate |
|
17.29 |
|
|
|
17.58 |
|
|
|
(1.65 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended |
|
|
|
Sept. 30, |
|
|
June 30, |
|
|
Mar. 31, |
|
|
Dec. 31, |
|
|
Sept. 30, |
|
|
|
2024 |
|
|
2024 |
|
|
2024 |
|
|
2023 |
|
|
2023 |
|
|
Return on average assets |
|
0.76 |
|
% |
|
0.59 |
|
% |
|
0.75 |
|
% |
|
0.74 |
|
% |
|
0.78 |
|
% |
Return on average assets, excluding after-tax restructuring and merger-related expenses (1) |
|
0.79 |
|
|
|
0.66 |
|
|
|
0.75 |
|
|
|
0.74 |
|
|
|
0.80 |
|
|
Return on average equity |
|
5.09 |
|
|
|
4.17 |
|
|
|
5.24 |
|
|
|
5.21 |
|
|
|
5.49 |
|
|
Return on average equity, excluding after-tax restructuring and merger-related expenses (1) |
|
5.32 |
|
|
|
4.65 |
|
|
|
5.24 |
|
|
|
5.21 |
|
|
|
5.57 |
|
|
Return on average tangible equity (1) |
|
9.07 |
|
|
|
7.93 |
|
|
|
9.85 |
|
|
|
10.11 |
|
|
|
10.60 |
|
|
Return on average tangible equity, excluding after-tax restructuring and merger-related expenses (1) |
|
9.46 |
|
|
|
8.78 |
|
|
|
9.85 |
|
|
|
10.11 |
|
|
|
10.75 |
|
|
Return on average tangible common equity (1) |
|
9.97 |
|
|
|
8.83 |
|
|
|
10.96 |
|
|
|
11.32 |
|
|
|
11.87 |
|
|
Return on average tangible common equity, excluding after-tax restructuring and merger-related expenses (1) |
|
10.40 |
|
|
|
9.77 |
|
|
|
10.96 |
|
|
|
11.32 |
|
|
|
12.03 |
|
|
Yield on earning assets (2) |
|
5.19 |
|
|
|
5.11 |
|
|
|
4.98 |
|
|
|
4.88 |
|
|
|
4.72 |
|
|
Cost of interest bearing liabilities |
|
3.21 |
|
|
|
3.12 |
|
|
|
2.98 |
|
|
|
2.76 |
|
|
|
2.52 |
|
|
Net interest spread (2) |
|
1.98 |
|
|
|
1.99 |
|
|
|
2.00 |
|
|
|
2.12 |
|
|
|
2.20 |
|
|
Net interest margin (2) |
|
2.95 |
|
|
|
2.95 |
|
|
|
2.92 |
|
|
|
3.02 |
|
|
|
3.03 |
|
|
Efficiency (1) (2) |
|
65.29 |
|
|
|
66.11 |
|
|
|
66.65 |
|
|
|
66.75 |
|
|
|
64.95 |
|
|
Average loans to average deposits |
|
90.58 |
|
|
|
89.40 |
|
|
|
88.67 |
|
|
|
87.07 |
|
|
|
86.79 |
|
|
Annualized net loan charge-offs and recoveries /average loans |
|
0.05 |
|
|
|
0.07 |
|
|
|
0.20 |
|
|
|
0.06 |
|
|
|
0.01 |
|
|
Effective income tax rate |
|
16.75 |
|
|
|
17.42 |
|
|
|
17.74 |
|
|
|
19.66 |
|
|
|
16.83 |
|
|
Trust and Investment Services assets under management (3) |
$ |
6,061 |
|
|
$ |
5,633 |
|
|
$ |
5,601 |
|
|
$ |
5,360 |
|
|
$ |
4,982 |
|
|
Broker-dealer securities account values (including annuities) (3) |
$ |
1,853 |
|
|
$ |
1,780 |
|
|
$ |
1,751 |
|
|
$ |
1,686 |
|
|
$ |
1,600 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) See non-GAAP financial measures for additional information relating to the calculation of this item. |
(2) The yield on earning assets, net interest margin, net interest spread and efficiency ratios are presented on a fully taxable-equivalent (FTE) and annualized basis. The FTE basis adjusts for the tax benefit of income on certain tax-exempt loans and investments. WesBanco believes this measure to be the preferred industry measurement of net interest income and provides a relevant comparison between taxable and non-taxable amounts. |
(3) Represents market value at period end, in millions. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WESBANCO, INC. |
|
Consolidated Selected Financial Highlights |
|
(unaudited, dollars in thousands, except shares) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
% Change |
|
|
|
|
September 30, |
|
|
|
|
December 31, |
|
December 31, 2023 |
|
|
Balance sheets |
|
2024 |
|
|
2023 |
|
|
% Change |
|
2023 |
|
to Sept. 30, 2024 |
|
|
Assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and due from banks |
|
$ |
172,221 |
|
|
$ |
153,012 |
|
|
|
12.6 |
|
$ |
158,504 |
|
|
8.7 |
|
|
Due from banks - interest bearing |
|
|
448,676 |
|
|
|
342,070 |
|
|
|
31.2 |
|
|
436,879 |
|
|
2.7 |
|
|
Securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity securities, at fair value |
|
|
13,355 |
|
|
|
11,453 |
|
|
|
16.6 |
|
|
12,320 |
|
|
8.4 |
|
|
Available-for-sale debt securities, at fair value |
|
|
2,228,527 |
|
|
|
2,196,141 |
|
|
|
1.5 |
|
|
2,194,329 |
|
|
1.6 |
|
|
Held-to-maturity debt securities (fair values of $1,052,781, $998,987 and $1,069,159, respectively) |
|
|
1,162,359 |
|
|
|
1,210,992 |
|
|
|
(4.0 |
) |
|
1,199,527 |
|
|
(3.1 |
) |
|
Allowance for credit losses - held-to-maturity debt securities |
|
|
(148 |
) |
|
|
(180 |
) |
|
|
17.8 |
|
|
(192 |
) |
|
22.9 |
|
|
Net held-to-maturity debt securities |
|
|
1,162,211 |
|
|
|
1,210,812 |
|
|
|
(4.0 |
) |
|
1,199,335 |
|
|
(3.1 |
) |
|
Total securities |
|
|
3,404,093 |
|
|
|
3,418,406 |
|
|
|
(0.4 |
) |
|
3,405,984 |
|
|
(0.1 |
) |
|
Loans held for sale |
|
|
22,127 |
|
|
|
17,677 |
|
|
|
25.2 |
|
|
16,354 |
|
|
35.3 |
|
|
Portfolio loans: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial real estate |
|
|
7,206,271 |
|
|
|
6,387,183 |
|
|
|
12.8 |
|
|
6,565,448 |
|
|
9.8 |
|
|
Commercial and industrial |
|
|
1,717,369 |
|
|
|
1,587,611 |
|
|
|
8.2 |
|
|
1,670,659 |
|
|
2.8 |
|
|
Residential real estate |
|
|
2,519,089 |
|
|
|
2,392,531 |
|
|
|
5.3 |
|
|
2,438,574 |
|
|
3.3 |
|
|
Home equity |
|
|
796,594 |
|
|
|
715,186 |
|
|
|
11.4 |
|
|
734,219 |
|
|
8.5 |
|
|
Consumer |
|
|
212,107 |
|
|
|
233,362 |
|
|
|
(9.1 |
) |
|
229,561 |
|
|
(7.6 |
) |
|
Total portfolio loans, net of unearned income |
|
|
12,451,430 |
|
|
|
11,315,873 |
|
|
|
10.0 |
|
|
11,638,461 |
|
|
7.0 |
|
|
Allowance for credit losses - loans |
|
|
(140,872 |
) |
|
|
(126,615 |
) |
|
|
(11.3 |
) |
|
(130,675 |
) |
|
(7.8 |
) |
|
Net portfolio loans |
|
|
12,310,558 |
|
|
|
11,189,258 |
|
|
|
10.0 |
|
|
11,507,786 |
|
|
7.0 |
|
|
Premises and equipment, net |
|
|
222,005 |
|
|
|
226,377 |
|
|
|
(1.9 |
) |
|
233,571 |
|
|
(5.0 |
) |
|
Accrued interest receivable |
|
|
79,465 |
|
|
|
73,014 |
|
|
|
8.8 |
|
|
77,435 |
|
|
2.6 |
|
|
Goodwill and other intangible assets, net |
|
|
1,126,050 |
|
|
|
1,134,510 |
|
|
|
(0.7 |
) |
|
1,132,267 |
|
|
(0.5 |
) |
|
Bank-owned life insurance |
|
|
358,701 |
|
|
|
356,962 |
|
|
|
0.5 |
|
|
355,033 |
|
|
1.0 |
|
|
Other assets |
|
|
370,273 |
|
|
|
433,091 |
|
|
|
(14.5 |
) |
|
388,561 |
|
|
(4.7 |
) |
|
Total Assets |
|
$ |
18,514,169 |
|
|
$ |
17,344,377 |
|
|
|
6.7 |
|
$ |
17,712,374 |
|
|
4.5 |
|
|
Liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deposits: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-interest bearing demand |
|
$ |
3,777,781 |
|
|
$ |
4,169,956 |
|
|
|
(9.4 |
) |
$ |
3,962,592 |
|
|
(4.7 |
) |
|
Interest bearing demand |
|
|
3,667,082 |
|
|
|
3,278,956 |
|
|
|
11.8 |
|
|
3,463,443 |
|
|
5.9 |
|
|
Money market |
|
|
2,347,444 |
|
|
|
1,905,001 |
|
|
|
23.2 |
|
|
2,017,713 |
|
|
16.3 |
|
|
Savings deposits |
|
|
2,381,542 |
|
|
|
2,559,894 |
|
|
|
(7.0 |
) |
|
2,493,254 |
|
|
(4.5 |
) |
|
Certificates of deposit |
|
|
1,663,494 |
|
|
|
1,176,421 |
|
|
|
41.4 |
|
|
1,231,702 |
|
|
35.1 |
|
|
Total deposits |
|
|
13,837,343 |
|
|
|
13,090,228 |
|
|
|
5.7 |
|
|
13,168,704 |
|
|
5.1 |
|
|
Federal Home Loan Bank borrowings |
|
|
1,175,000 |
|
|
|
1,125,000 |
|
|
|
4.4 |
|
|
1,350,000 |
|
|
(13.0 |
) |
|
Other short-term borrowings |
|
|
140,641 |
|
|
|
106,693 |
|
|
|
31.8 |
|
|
105,893 |
|
|
32.8 |
|
|
Subordinated debt and junior subordinated debt |
|
|
279,251 |
|
|
|
282,079 |
|
|
|
(1.0 |
) |
|
279,078 |
|
|
0.1 |
|
|
Total borrowings |
|
|
1,594,892 |
|
|
|
1,513,772 |
|
|
|
5.4 |
|
|
1,734,971 |
|
|
(8.1 |
) |
|
Accrued interest payable |
|
|
16,406 |
|
|
|
11,416 |
|
|
|
43.7 |
|
|
11,121 |
|
|
47.5 |
|
|
Other liabilities |
|
|
263,943 |
|
|
|
281,020 |
|
|
|
(6.1 |
) |
|
264,516 |
|
|
(0.2 |
) |
|
Total Liabilities |
|
|
15,712,584 |
|
|
|
14,896,436 |
|
|
|
5.5 |
|
|
15,179,312 |
|
|
3.5 |
|
|
Shareholders' Equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred stock, no par value; 1,000,000 shares authorized; 150,000 shares 6.75% non-cumulative perpetual preferred stock, Series A, liquidation preference $150.0 million, issued and outstanding, respectively |
|
|
144,484 |
|
|
|
144,484 |
|
|
|
- |
|
|
144,484 |
|
|
- |
|
|
Common stock, $2.0833 par value; 100,000,000 shares authorized; 75,354,034, 68,081,306, and 68,081,306 shares issued; 66,871,479, 59,364,696 and 59,376,435 shares outstanding, respectively |
|
|
156,985 |
|
|
|
141,834 |
|
|
|
10.7 |
|
|
141,834 |
|
|
10.7 |
|
|
Capital surplus |
|
|
1,808,272 |
|
|
|
1,633,395 |
|
|
|
10.7 |
|
|
1,635,859 |
|
|
10.5 |
|
|
Retained earnings |
|
|
1,169,808 |
|
|
|
1,131,597 |
|
|
|
3.4 |
|
|
1,142,586 |
|
|
2.4 |
|
|
Treasury stock (8,482,555, 8,716,610 and 8,704,871 shares - at cost, respectively) |
|
|
(294,079 |
) |
|
|
(303,424 |
) |
|
|
3.1 |
|
|
(302,995 |
) |
|
2.9 |
|
|
Accumulated other comprehensive loss |
|
|
(181,804 |
) |
|
|
(297,906 |
) |
|
|
39.0 |
|
|
(226,693 |
) |
|
19.8 |
|
|
Deferred benefits for directors |
|
|
(2,081 |
) |
|
|
(2,039 |
) |
|
|
(2.1 |
) |
|
(2,013 |
) |
|
(3.4 |
) |
|
Total Shareholders' Equity |
|
|
2,801,585 |
|
|
|
2,447,941 |
|
|
|
14.4 |
|
|
2,533,062 |
|
|
10.6 |
|
|
Total Liabilities and Shareholders' Equity |
|
$ |
18,514,169 |
|
|
$ |
17,344,377 |
|
|
|
6.7 |
|
$ |
17,712,374 |
|
|
4.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WESBANCO, INC. |
|
Consolidated Selected Financial Highlights |
|
(unaudited, dollars in thousands, except shares) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30, |
|
|
June 30, |
|
|
|
|
|
Balance sheets |
|
2024 |
|
|
2024 |
|
|
% Change |
|
|
Assets |
|
|
|
|
|
|
|
|
|
|
Cash and due from banks |
|
$ |
172,221 |
|
|
$ |
173,816 |
|
|
|
(0.9 |
) |
|
Due from banks - interest bearing |
|
|
448,676 |
|
|
|
312,973 |
|
|
|
43.4 |
|
|
Securities: |
|
|
|
|
|
|
|
|
|
|
Equity securities, at fair value |
|
|
13,355 |
|
|
|
13,091 |
|
|
|
2.0 |
|
|
Available-for-sale debt securities, at fair value |
|
|
2,228,527 |
|
|
|
2,102,123 |
|
|
|
6.0 |
|
|
Held-to-maturity (fair values of $1,052,781; and $1,028,432, respectively) |
|
|
1,162,359 |
|
|
|
1,179,684 |
|
|
|
(1.5 |
) |
|
Allowance for credit losses - held-to-maturity debt securities |
|
|
(148 |
) |
|
|
(163 |
) |
|
|
9.2 |
|
|
Net held-to-maturity debt securities |
|
|
1,162,211 |
|
|
|
1,179,521 |
|
|
|
(1.5 |
) |
|
Total securities |
|
|
3,404,093 |
|
|
|
3,294,735 |
|
|
|
3.3 |
|
|
Loans held for sale |
|
|
22,127 |
|
|
|
25,433 |
|
|
|
(13.0 |
) |
|
Portfolio loans: |
|
|
|
|
|
|
|
|
|
|
Commercial real estate |
|
|
7,206,271 |
|
|
|
6,998,888 |
|
|
|
3.0 |
|
|
Commercial and industrial |
|
|
1,717,369 |
|
|
|
1,760,479 |
|
|
|
(2.4 |
) |
|
Residential real estate |
|
|
2,519,089 |
|
|
|
2,506,957 |
|
|
|
0.5 |
|
|
Home equity |
|
|
796,594 |
|
|
|
770,599 |
|
|
|
3.4 |
|
|
Consumer |
|
|
212,107 |
|
|
|
220,588 |
|
|
|
(3.8 |
) |
|
Total portfolio loans, net of unearned income |
|
|
12,451,430 |
|
|
|
12,257,511 |
|
|
|
1.6 |
|
|
Allowance for credit losses - loans |
|
|
(140,872 |
) |
|
|
(136,509 |
) |
|
|
(3.2 |
) |
|
Net portfolio loans |
|
|
12,310,558 |
|
|
|
12,121,002 |
|
|
|
1.6 |
|
|
Premises and equipment, net |
|
|
222,005 |
|
|
|
222,266 |
|
|
|
(0.1 |
) |
|
Accrued interest receivable |
|
|
79,465 |
|
|
|
79,759 |
|
|
|
(0.4 |
) |
|
Goodwill and other intangible assets, net |
|
|
1,126,050 |
|
|
|
1,128,103 |
|
|
|
(0.2 |
) |
|
Bank-owned life insurance |
|
|
358,701 |
|
|
|
358,682 |
|
|
|
0.0 |
|
|
Other assets |
|
|
370,273 |
|
|
|
411,606 |
|
|
|
(10.0 |
) |
|
Total Assets |
|
$ |
18,514,169 |
|
|
$ |
18,128,375 |
|
|
|
2.1 |
|
|
Liabilities |
|
|
|
|
|
|
|
|
|
|
Deposits: |
|
|
|
|
|
|
|
|
|
|
Non-interest bearing demand |
|
$ |
3,777,781 |
|
|
$ |
3,826,249 |
|
|
|
(1.3 |
) |
|
Interest bearing demand |
|
|
3,667,082 |
|
|
|
3,505,651 |
|
|
|
4.6 |
|
|
Money market |
|
|
2,347,444 |
|
|
|
2,283,294 |
|
|
|
2.8 |
|
|
Savings deposits |
|
|
2,381,542 |
|
|
|
2,429,241 |
|
|
|
(2.0 |
) |
|
Certificates of deposit |
|
|
1,663,494 |
|
|
|
1,387,938 |
|
|
|
19.9 |
|
|
Total deposits |
|
|
13,837,343 |
|
|
|
13,432,373 |
|
|
|
3.0 |
|
|
Federal Home Loan Bank borrowings |
|
|
1,175,000 |
|
|
|
1,475,000 |
|
|
|
(20.3 |
) |
|
Other short-term borrowings |
|
|
140,641 |
|
|
|
105,757 |
|
|
|
33.0 |
|
|
Subordinated debt and junior subordinated debt |
|
|
279,251 |
|
|
|
279,193 |
|
|
|
0.0 |
|
|
Total borrowings |
|
|
1,594,892 |
|
|
|
1,859,950 |
|
|
|
(14.3 |
) |
|
Accrued interest payable |
|
|
16,406 |
|
|
|
15,393 |
|
|
|
6.6 |
|
|
Other liabilities |
|
|
263,943 |
|
|
|
276,380 |
|
|
|
(4.5 |
) |
|
Total Liabilities |
|
|
15,712,584 |
|
|
|
15,584,096 |
|
|
|
0.8 |
|
|
Shareholders' Equity |
|
|
|
|
|
|
|
|
|
|
Preferred stock, no par value; 1,000,000 shares authorized; 150,000 shares 6.75% non-cumulative perpetual preferred stock, Series A, liquidation preference $150.0 million, issued and outstanding, respectively |
|
|
144,484 |
|
|
|
144,484 |
|
|
|
- |
|
|
Common stock, $2.0833 par value; 100,000,000 shares authorized; 75,354,034 and 68,081,306 shares issued; 66,871,479 and 59,355,062 shares outstanding, respectively |
|
|
156,985 |
|
|
|
141,834 |
|
|
|
10.7 |
|
|
Capital surplus |
|
|
1,808,272 |
|
|
|
1,630,830 |
|
|
|
10.9 |
|
|
Retained earnings |
|
|
1,169,808 |
|
|
|
1,159,217 |
|
|
|
0.9 |
|
|
Treasury stock (8,482,555 and 8,726,244 shares - at cost, respectively) |
|
|
(294,079 |
) |
|
|
(294,818 |
) |
|
|
0.3 |
|
|
Accumulated other comprehensive loss |
|
|
(181,804 |
) |
|
|
(235,208 |
) |
|
|
22.7 |
|
|
Deferred benefits for directors |
|
|
(2,081 |
) |
|
|
(2,060 |
) |
|
|
(1.0 |
) |
|
Total Shareholders' Equity |
|
|
2,801,585 |
|
|
|
2,544,279 |
|
|
|
10.1 |
|
|
Total Liabilities and Shareholders' Equity |
|
$ |
18,514,169 |
|
|
$ |
18,128,375 |
|
|
|
2.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WESBANCO, INC. |
Consolidated Selected Financial Highlights |
(unaudited, dollars in thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended September 30, |
|
|
|
For the Nine Months Ended September 30, |
|
|
|
|
|
2024 |
|
|
|
2023 |
|
|
|
2024 |
|
|
|
2023 |
|
|
|
Average balance sheet and net interest margin analysis |
|
Average |
|
Average |
|
|
|
Average |
|
Average |
|
|
|
Average |
|
Average |
|
|
|
Average |
|
Average |
|
|
|
|
|
Balance |
|
Rate |
|
|
|
Balance |
|
Rate |
|
|
|
Balance |
|
Rate |
|
|
|
Balance |
|
Rate |
|
|
|
Assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Due from banks - interest bearing |
|
$ |
435,417 |
|
|
5.64 |
|
% |
|
$ |
341,206 |
|
|
5.21 |
|
% |
|
$ |
388,064 |
|
|
5.65 |
|
% |
|
$ |
353,312 |
|
|
5.18 |
|
% |
|
Loans, net of unearned income (1) |
|
|
12,355,547 |
|
|
5.93 |
|
|
|
|
11,271,211 |
|
|
5.46 |
|
|
|
|
12,057,841 |
|
|
5.83 |
|
|
|
|
11,012,054 |
|
|
5.27 |
|
|
|
Securities: (2) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Taxable |
|
|
2,863,374 |
|
|
2.45 |
|
|
|
|
3,100,769 |
|
|
2.31 |
|
|
|
|
2,885,072 |
|
|
2.41 |
|
|
|
|
3,199,826 |
|
|
2.33 |
|
|
|
Tax-exempt (3) |
|
|
745,517 |
|
|
3.04 |
|
|
|
|
778,069 |
|
|
3.02 |
|
|
|
|
752,795 |
|
|
3.06 |
|
|
|
|
788,250 |
|
|
3.05 |
|
|
|
Total securities |
|
|
3,608,891 |
|
|
2.57 |
|
|
|
|
3,878,838 |
|
|
2.46 |
|
|
|
|
3,637,867 |
|
|
2.54 |
|
|
|
|
3,988,076 |
|
|
2.47 |
|
|
|
Other earning assets |
|
|
63,187 |
|
|
7.51 |
|
|
|
|
60,963 |
|
|
7.41 |
|
|
|
|
60,073 |
|
|
7.68 |
|
|
|
|
56,207 |
|
|
5.53 |
|
|
|
Total earning assets (3) |
|
|
16,463,042 |
|
|
5.19 |
|
% |
|
|
15,552,218 |
|
|
4.72 |
|
% |
|
|
16,143,845 |
|
|
5.09 |
|
% |
|
|
15,409,649 |
|
|
4.55 |
|
% |
|
Other assets |
|
|
1,832,541 |
|
|
|
|
|
|
1,789,741 |
|
|
|
|
|
|
1,820,755 |
|
|
|
|
|
|
1,793,998 |
|
|
|
|
|
Total Assets |
|
$ |
18,295,583 |
|
|
|
|
|
$ |
17,341,959 |
|
|
|
|
|
$ |
17,964,600 |
|
|
|
|
|
$ |
17,203,647 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Shareholders' Equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest bearing demand deposits |
|
$ |
3,624,061 |
|
|
3.09 |
|
% |
|
$ |
3,294,370 |
|
|
2.51 |
|
% |
|
$ |
3,551,076 |
|
|
3.03 |
|
% |
|
$ |
3,185,340 |
|
|
2.06 |
|
% |
|
Money market accounts |
|
|
2,295,192 |
|
|
3.40 |
|
|
|
|
1,797,562 |
|
|
2.39 |
|
|
|
|
2,203,768 |
|
|
3.28 |
|
|
|
|
1,689,350 |
|
|
1.77 |
|
|
|
Savings deposits |
|
|
2,403,806 |
|
|
1.36 |
|
|
|
|
2,604,075 |
|
|
1.02 |
|
|
|
|
2,442,015 |
|
|
1.30 |
|
|
|
|
2,702,050 |
|
|
0.82 |
|
|
|
Certificates of deposit |
|
|
1,500,816 |
|
|
3.79 |
|
|
|
|
1,065,140 |
|
|
2.23 |
|
|
|
|
1,388,115 |
|
|
3.51 |
|
|
|
|
947,404 |
|
|
1.42 |
|
|
|
Total interest bearing deposits |
|
|
9,823,875 |
|
|
2.85 |
|
|
|
|
8,761,147 |
|
|
2.01 |
|
|
|
|
9,584,974 |
|
|
2.72 |
|
|
|
|
8,524,144 |
|
|
1.54 |
|
|
|
Federal Home Loan Bank borrowings |
|
|
1,256,250 |
|
|
5.43 |
|
|
|
|
1,212,554 |
|
|
5.39 |
|
|
|
|
1,228,832 |
|
|
5.48 |
|
|
|
|
1,157,821 |
|
|
5.14 |
|
|
|
Repurchase agreements |
|
|
122,159 |
|
|
3.56 |
|
|
|
|
112,233 |
|
|
2.63 |
|
|
|
|
107,565 |
|
|
3.31 |
|
|
|
|
116,159 |
|
|
1.90 |
|
|
|
Subordinated debt and junior subordinated debt |
|
|
279,218 |
|
|
5.80 |
|
|
|
|
281,943 |
|
|
6.06 |
|
|
|
|
279,160 |
|
|
5.83 |
|
|
|
|
281,715 |
|
|
5.86 |
|
|
|
Total interest bearing liabilities (4) |
|
|
11,481,502 |
|
|
3.21 |
|
% |
|
|
10,367,877 |
|
|
2.52 |
|
% |
|
|
11,200,531 |
|
|
3.10 |
|
% |
|
|
10,079,839 |
|
|
2.08 |
|
% |
|
Non-interest bearing demand deposits |
|
|
3,817,184 |
|
|
|
|
|
|
4,225,529 |
|
|
|
|
|
|
3,878,063 |
|
|
|
|
|
|
4,393,714 |
|
|
|
|
|
Other liabilities |
|
|
281,436 |
|
|
|
|
|
|
269,891 |
|
|
|
|
|
|
284,172 |
|
|
|
|
|
|
253,410 |
|
|
|
|
|
Shareholders' equity |
|
|
2,715,461 |
|
|
|
|
|
|
2,478,662 |
|
|
|
|
|
|
2,601,834 |
|
|
|
|
|
|
2,476,684 |
|
|
|
|
|
Total Liabilities and Shareholders' Equity |
|
$ |
18,295,583 |
|
|
|
|
|
$ |
17,341,959 |
|
|
|
|
|
$ |
17,964,600 |
|
|
|
|
|
$ |
17,203,647 |
|
|
|
|
|
Taxable equivalent net interest spread |
|
|
|
|
1.98 |
|
% |
|
|
|
|
2.20 |
|
% |
|
|
|
|
1.99 |
|
% |
|
|
|
|
2.47 |
|
% |
|
Taxable equivalent net interest margin |
|
|
|
|
2.95 |
|
% |
|
|
|
|
3.03 |
|
% |
|
|
|
|
2.94 |
|
% |
|
|
|
|
3.19 |
|
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) Gross of allowance for credit losses, net of unearned income and includes non-accrual and loans held for sale. Loan fees included in interest income on loans were $0.5 million and $0.8 million for the three months ended September 30, 2024 and 2023, respectively, and were $1.8 million and $1.9 million for the nine months ended September 30, 2024 and 2023. Additionally, loan accretion included in interest income on loans acquired from prior acquisitions was $0.8 million and $1.0 million for the three months ended September 30, 2024 and 2023, respectively, and $2.3 million and $3.5 million for the nine months ended September 30, 2024 and 2023, respectively. |
|
(2) Average yields on available-for-sale securities are calculated based on amortized cost. |
|
(3) Taxable equivalent basis is calculated on tax-exempt securities using a rate of 21% for each period presented. |
|
(4) Accretion on interest bearing liabilities acquired from prior acquisitions was $7 thousand and $35 thousand for the three months ended September 30, 2024 and 2023, respectively, and $0.2 million and $0.3 million for the nine months ended September 30, 2024 and 2023, respectively. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WESBANCO, INC. |
|
Consolidated Selected Financial Highlights |
|
(unaudited, dollars in thousands, except shares and per share amounts) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Quarter Ended |
|
|
|
|
Sept. 30, |
|
|
June 30, |
|
|
March 31, |
|
|
Dec. 31, |
|
|
Sept. 30, |
|
|
Statement of Income |
|
2024 |
|
|
2024 |
|
|
2024 |
|
|
2023 |
|
|
2023 |
|
|
Interest and dividend income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans, including fees |
|
$ |
184,215 |
|
|
$ |
175,361 |
|
|
$ |
166,974 |
|
|
$ |
162,498 |
|
|
$ |
155,206 |
|
|
Interest and dividends on securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Taxable |
|
|
17,651 |
|
|
|
16,929 |
|
|
|
17,404 |
|
|
|
17,798 |
|
|
|
18,082 |
|
|
Tax-exempt |
|
|
4,498 |
|
|
|
4,556 |
|
|
|
4,586 |
|
|
|
4,639 |
|
|
|
4,679 |
|
|
Total interest and dividends on securities |
|
|
22,149 |
|
|
|
21,485 |
|
|
|
21,990 |
|
|
|
22,437 |
|
|
|
22,761 |
|
|
Other interest income |
|
|
7,365 |
|
|
|
6,147 |
|
|
|
6,369 |
|
|
|
6,383 |
|
|
|
5,622 |
|
|
Total interest and dividend income |
|
|
213,729 |
|
|
|
202,993 |
|
|
|
195,333 |
|
|
|
191,318 |
|
|
|
183,589 |
|
|
Interest expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest bearing demand deposits |
|
|
28,139 |
|
|
|
26,925 |
|
|
|
25,590 |
|
|
|
23,686 |
|
|
|
20,873 |
|
|
Money market deposits |
|
|
19,609 |
|
|
|
18,443 |
|
|
|
16,114 |
|
|
|
14,302 |
|
|
|
10,841 |
|
|
Savings deposits |
|
|
8,246 |
|
|
|
7,883 |
|
|
|
7,667 |
|
|
|
7,310 |
|
|
|
6,699 |
|
|
Certificates of deposit |
|
|
14,284 |
|
|
|
11,982 |
|
|
|
10,247 |
|
|
|
8,380 |
|
|
|
5,983 |
|
|
Total interest expense on deposits |
|
|
70,278 |
|
|
|
65,233 |
|
|
|
59,618 |
|
|
|
53,678 |
|
|
|
44,396 |
|
|
Federal Home Loan Bank borrowings |
|
|
17,147 |
|
|
|
16,227 |
|
|
|
17,000 |
|
|
|
14,841 |
|
|
|
16,463 |
|
|
Other short-term borrowings |
|
|
1,092 |
|
|
|
896 |
|
|
|
674 |
|
|
|
891 |
|
|
|
745 |
|
|
Subordinated debt and junior subordinated debt |
|
|
4,070 |
|
|
|
4,044 |
|
|
|
4,075 |
|
|
|
4,150 |
|
|
|
4,303 |
|
|
Total interest expense |
|
|
92,587 |
|
|
|
86,400 |
|
|
|
81,367 |
|
|
|
73,560 |
|
|
|
65,907 |
|
|
Net interest income |
|
|
121,142 |
|
|
|
116,593 |
|
|
|
113,966 |
|
|
|
117,758 |
|
|
|
117,682 |
|
|
Provision for credit losses |
|
|
4,798 |
|
|
|
10,541 |
|
|
|
4,014 |
|
|
|
4,803 |
|
|
|
6,327 |
|
|
Net interest income after provision for credit losses |
|
|
116,344 |
|
|
|
106,052 |
|
|
|
109,952 |
|
|
|
112,955 |
|
|
|
111,355 |
|
|
Non-interest income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trust fees |
|
|
7,517 |
|
|
|
7,303 |
|
|
|
8,082 |
|
|
|
7,019 |
|
|
|
6,705 |
|
|
Service charges on deposits |
|
|
7,945 |
|
|
|
7,111 |
|
|
|
6,784 |
|
|
|
6,989 |
|
|
|
6,726 |
|
|
Digital banking income |
|
|
5,084 |
|
|
|
5,040 |
|
|
|
4,704 |
|
|
|
4,890 |
|
|
|
4,949 |
|
|
Net swap fee and valuation (loss) / income |
|
|
(627 |
) |
|
|
1,776 |
|
|
|
1,563 |
|
|
|
(345 |
) |
|
|
3,845 |
|
|
Net securities brokerage revenue |
|
|
2,659 |
|
|
|
2,601 |
|
|
|
2,548 |
|
|
|
2,563 |
|
|
|
2,394 |
|
|
Bank-owned life insurance |
|
|
2,173 |
|
|
|
2,791 |
|
|
|
2,067 |
|
|
|
3,455 |
|
|
|
2,398 |
|
|
Mortgage banking income |
|
|
1,280 |
|
|
|
1,069 |
|
|
|
693 |
|
|
|
650 |
|
|
|
975 |
|
|
Net securities gains/(losses) |
|
|
675 |
|
|
|
135 |
|
|
|
537 |
|
|
|
887 |
|
|
|
(337 |
) |
|
Net (losses) / gains on other real estate owned and other assets |
|
|
(239 |
) |
|
|
34 |
|
|
|
154 |
|
|
|
445 |
|
|
|
(28 |
) |
|
Other income |
|
|
3,145 |
|
|
|
3,495 |
|
|
|
3,497 |
|
|
|
3,521 |
|
|
|
3,252 |
|
|
Total non-interest income |
|
|
29,612 |
|
|
|
31,355 |
|
|
|
30,629 |
|
|
|
30,074 |
|
|
|
30,879 |
|
|
Non-interest expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Salaries and wages |
|
|
44,890 |
|
|
|
43,991 |
|
|
|
42,997 |
|
|
|
45,164 |
|
|
|
45,351 |
|
|
Employee benefits |
|
|
11,522 |
|
|
|
10,579 |
|
|
|
12,184 |
|
|
|
11,409 |
|
|
|
11,922 |
|
|
Net occupancy |
|
|
6,226 |
|
|
|
6,309 |
|
|
|
6,623 |
|
|
|
6,417 |
|
|
|
6,146 |
|
|
Equipment and software |
|
|
10,157 |
|
|
|
10,457 |
|
|
|
10,008 |
|
|
|
9,648 |
|
|
|
9,132 |
|
|
Marketing |
|
|
2,977 |
|
|
|
2,371 |
|
|
|
1,885 |
|
|
|
2,975 |
|
|
|
3,115 |
|
|
FDIC insurance |
|
|
3,604 |
|
|
|
3,523 |
|
|
|
3,448 |
|
|
|
3,369 |
|
|
|
3,125 |
|
|
Amortization of intangible assets |
|
|
2,053 |
|
|
|
2,072 |
|
|
|
2,092 |
|
|
|
2,243 |
|
|
|
2,262 |
|
|
Restructuring and merger-related expense |
|
|
1,977 |
|
|
|
3,777 |
|
|
|
- |
|
|
|
- |
|
|
|
641 |
|
|
Other operating expenses |
|
|
17,777 |
|
|
|
19,313 |
|
|
|
17,954 |
|
|
|
18,278 |
|
|
|
16,245 |
|
|
Total non-interest expense |
|
|
101,183 |
|
|
|
102,392 |
|
|
|
97,191 |
|
|
|
99,503 |
|
|
|
97,939 |
|
|
Income before provision for income taxes |
|
|
44,773 |
|
|
|
35,015 |
|
|
|
43,390 |
|
|
|
43,526 |
|
|
|
44,295 |
|
|
Provision for income taxes |
|
|
7,501 |
|
|
|
6,099 |
|
|
|
7,697 |
|
|
|
8,558 |
|
|
|
7,453 |
|
|
Net Income |
|
|
37,272 |
|
|
|
28,916 |
|
|
|
35,693 |
|
|
|
34,968 |
|
|
|
36,842 |
|
|
Preferred stock dividends |
|
|
2,531 |
|
|
|
2,531 |
|
|
|
2,531 |
|
|
|
2,531 |
|
|
|
2,531 |
|
|
Net income available to common shareholders |
|
$ |
34,741 |
|
|
$ |
26,385 |
|
|
$ |
33,162 |
|
|
$ |
32,437 |
|
|
$ |
34,311 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Taxable equivalent net interest income |
|
$ |
122,338 |
|
|
$ |
117,804 |
|
|
$ |
115,185 |
|
|
$ |
118,991 |
|
|
$ |
118,926 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Per common share data |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income per common share - basic |
|
$ |
0.54 |
|
|
$ |
0.44 |
|
|
$ |
0.56 |
|
|
$ |
0.55 |
|
|
$ |
0.58 |
|
|
Net income per common share - diluted |
|
|
0.54 |
|
|
|
0.44 |
|
|
|
0.56 |
|
|
|
0.55 |
|
|
|
0.58 |
|
|
Net income per common share - diluted, excluding
certain items (1)(2) |
|
|
0.56 |
|
|
|
0.49 |
|
|
|
0.56 |
|
|
|
0.55 |
|
|
|
0.59 |
|
|
Dividends declared |
|
|
0.36 |
|
|
|
0.36 |
|
|
|
0.36 |
|
|
|
0.36 |
|
|
|
0.35 |
|
|
Book value (period end) |
|
|
39.73 |
|
|
|
40.28 |
|
|
|
40.30 |
|
|
|
40.23 |
|
|
|
38.80 |
|
|
Tangible book value (period end) (1) |
|
|
22.99 |
|
|
|
21.45 |
|
|
|
21.39 |
|
|
|
21.28 |
|
|
|
19.82 |
|
|
Average common shares outstanding - basic |
|
|
64,488,962 |
|
|
|
59,521,872 |
|
|
|
59,382,758 |
|
|
|
59,370,171 |
|
|
|
59,358,653 |
|
|
Average common shares outstanding - diluted |
|
|
64,634,208 |
|
|
|
59,656,429 |
|
|
|
59,523,679 |
|
|
|
59,479,031 |
|
|
|
59,443,366 |
|
|
Period end common shares outstanding |
|
|
66,871,479 |
|
|
|
59,579,310 |
|
|
|
59,395,777 |
|
|
|
59,376,435 |
|
|
|
59,364,696 |
|
|
Period end preferred shares outstanding |
|
|
150,000 |
|
|
|
150,000 |
|
|
|
150,000 |
|
|
|
150,000 |
|
|
|
150,000 |
|
|
Full time equivalent employees |
|
|
2,277 |
|
|
|
2,370 |
|
|
|
2,331 |
|
|
|
2,368 |
|
|
|
2,427 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) See non-GAAP financial measures for additional information relating to the calculation of this item. |
|
|
(2) Certain items excluded from the calculation consist of after-tax restructuring and merger-related expenses. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WESBANCO, INC. |
Consolidated Selected Financial Highlights |
(unaudited, dollars in thousands) |
|
|
|
Quarter Ended |
|
|
|
|
|
Sept. 30, |
|
|
June 30, |
|
|
March 31, |
|
|
Dec. 31, |
|
|
Sept. 30, |
|
|
|
Asset quality data |
|
2024 |
|
|
2024 |
|
|
2024 |
|
|
2023 |
|
|
2023 |
|
|
|
Non-performing assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total non-performing loans |
|
$ |
30,421 |
|
|
$ |
35,468 |
|
|
$ |
32,919 |
|
|
$ |
26,808 |
|
|
$ |
29,878 |
|
|
|
Other real estate and repossessed assets |
|
|
906 |
|
|
|
1,328 |
|
|
|
1,474 |
|
|
|
1,497 |
|
|
|
1,333 |
|
|
|
Total non-performing assets |
|
$ |
31,327 |
|
|
$ |
36,796 |
|
|
$ |
34,393 |
|
|
$ |
28,305 |
|
|
$ |
31,211 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Past due loans (1): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans past due 30-89 days |
|
$ |
33,762 |
|
|
$ |
20,237 |
|
|
$ |
18,515 |
|
|
$ |
22,875 |
|
|
$ |
16,030 |
|
|
|
Loans past due 90 days or more |
|
|
20,427 |
|
|
|
9,171 |
|
|
|
5,408 |
|
|
|
9,638 |
|
|
|
8,606 |
|
|
|
Total past due loans |
|
$ |
54,189 |
|
|
$ |
29,408 |
|
|
$ |
23,923 |
|
|
$ |
32,513 |
|
|
$ |
24,636 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Criticized and classified loans (2): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Criticized loans |
|
$ |
200,540 |
|
|
$ |
179,621 |
|
|
$ |
171,536 |
|
|
$ |
183,174 |
|
|
$ |
180,136 |
|
|
|
Classified loans |
|
|
93,185 |
|
|
|
83,744 |
|
|
|
101,898 |
|
|
|
75,497 |
|
|
|
70,997 |
|
|
|
Total criticized and classified loans |
|
$ |
293,725 |
|
|
$ |
263,365 |
|
|
$ |
273,434 |
|
|
$ |
258,671 |
|
|
$ |
251,133 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans past due 30-89 days / total portfolio loans |
|
|
0.27 |
|
% |
|
0.17 |
|
% |
|
0.16 |
|
% |
|
0.20 |
|
% |
|
0.14 |
|
% |
|
Loans past due 90 days or more / total portfolio loans |
|
|
0.16 |
|
|
|
0.07 |
|
|
|
0.05 |
|
|
|
0.08 |
|
|
|
0.08 |
|
|
|
Non-performing loans / total portfolio loans |
|
|
0.24 |
|
|
|
0.29 |
|
|
|
0.28 |
|
|
|
0.23 |
|
|
|
0.26 |
|
|
|
Non-performing assets/total portfolio loans, other
real estate and repossessed assets |
|
|
0.25 |
|
|
|
0.30 |
|
|
|
0.29 |
|
|
|
0.24 |
|
|
|
0.28 |
|
|
|
Non-performing assets / total assets |
|
|
0.17 |
|
|
|
0.20 |
|
|
|
0.19 |
|
|
|
0.16 |
|
|
|
0.18 |
|
|
|
Criticized and classified loans / total portfolio loans |
|
|
2.36 |
|
|
|
2.15 |
|
|
|
2.30 |
|
|
|
2.22 |
|
|
|
2.22 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Allowance for credit losses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Allowance for credit losses - loans |
|
$ |
140,872 |
|
|
$ |
136,509 |
|
|
$ |
129,190 |
|
|
$ |
130,675 |
|
|
$ |
126,615 |
|
|
|
Allowance for credit losses - loan commitments |
|
|
8,225 |
|
|
|
9,194 |
|
|
|
8,175 |
|
|
|
8,604 |
|
|
|
9,729 |
|
|
|
Provision for credit losses |
|
|
4,798 |
|
|
|
10,541 |
|
|
|
4,014 |
|
|
|
4,803 |
|
|
|
6,327 |
|
|
|
Net loan and deposit account overdraft charge-offs and recoveries |
|
|
1,420 |
|
|
|
2,221 |
|
|
|
5,935 |
|
|
|
1,857 |
|
|
|
286 |
|
|
|
Annualized net loan charge-offs and recoveries / average loans |
|
|
0.05 |
|
% |
|
0.07 |
|
% |
|
0.20 |
|
% |
|
0.06 |
|
% |
|
0.01 |
|
% |
|
Allowance for credit losses - loans / total portfolio loans |
|
|
1.13 |
|
% |
|
1.11 |
|
% |
|
1.09 |
|
% |
|
1.12 |
|
% |
|
1.12 |
|
% |
|
Allowance for credit losses - loans / non-performing loans |
|
|
4.63 |
|
x |
|
3.85 |
|
x |
|
3.92 |
|
x |
|
4.87 |
|
x |
|
4.24 |
|
x |
|
Allowance for credit losses - loans / non-performing loans
and loans past due |
|
|
1.66 |
|
x |
|
2.10 |
|
x |
|
2.27 |
|
x |
|
2.20 |
|
x |
|
2.32 |
|
x |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Quarter Ended |
|
|
|
|
|
Sept. 30, |
|
|
June 30, |
|
|
Mar. 31, |
|
|
Dec. 31, |
|
|
Sept. 30, |
|
|
|
|
|
2024 |
|
|
2024 |
|
|
2024 |
|
|
2023 |
|
|
2023 |
|
|
|
Capital ratios |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tier I leverage capital |
|
|
10.69 |
|
% |
|
9.72 |
|
% |
|
9.79 |
|
% |
|
9.87 |
|
% |
|
9.84 |
|
% |
|
Tier I risk-based capital |
|
|
12.89 |
|
|
|
11.58 |
|
|
|
11.87 |
|
|
|
12.05 |
|
|
|
12.07 |
|
|
|
Total risk-based capital |
|
|
15.74 |
|
|
|
14.45 |
|
|
|
14.76 |
|
|
|
14.91 |
|
|
|
14.97 |
|
|
|
Common equity tier 1 capital ratio (CET 1) |
|
|
11.89 |
|
|
|
10.58 |
|
|
|
10.84 |
|
|
|
10.99 |
|
|
|
11.00 |
|
|
|
Average shareholders' equity to average assets |
|
|
14.84 |
|
|
|
14.21 |
|
|
|
14.38 |
|
|
|
14.17 |
|
|
|
14.29 |
|
|
|
Tangible equity to tangible assets (3) |
|
|
9.67 |
|
|
|
8.37 |
|
|
|
8.50 |
|
|
|
8.49 |
|
|
|
8.15 |
|
|
|
Tangible common equity to tangible assets (3) |
|
|
8.84 |
|
|
|
7.52 |
|
|
|
7.63 |
|
|
|
7.62 |
|
|
|
7.26 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) Excludes non-performing loans. |
|
|
|
(2) Criticized and classified commercial loans may include loans that are also reported as non-performing or past due. |
|
|
|
(3) See non-GAAP financial measures for additional information relating to the calculation of this ratio. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NON-GAAP FINANCIAL MEASURES |
|
The following non-GAAP financial measures used by WesBanco provide information useful to investors in understanding WesBanco’s operating performance and trends, and facilitate comparisons with the performance of WesBanco’s peers. The following tables summarize the non-GAAP financial measures derived from amounts reported in WesBanco’s financial statements. |
|
|
|
|
|
Three Months Ended |
|
|
Year to Date |
|
|
|
|
|
Sept. 30, |
|
|
June 30, |
|
|
Mar. 31, |
|
|
Dec. 31, |
|
|
Sept. 30, |
|
|
Sept. 30, |
|
|
|
(unaudited, dollars in thousands, except shares and per share amounts) |
|
2024 |
|
|
2024 |
|
|
2024 |
|
|
2023 |
|
|
2023 |
|
|
2024 |
|
2023 |
|
|
|
Return on average assets, excluding after-tax restructuring and merger-related expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income available to common shareholders |
|
$ |
34,741 |
|
|
$ |
26,385 |
|
|
$ |
33,162 |
|
|
$ |
32,437 |
|
|
$ |
34,311 |
|
|
$ |
94,287 |
|
$ |
116,470 |
|
|
|
Plus: after-tax restructuring and merger-related expenses (1) |
|
|
1,562 |
|
|
|
2,984 |
|
|
|
- |
|
|
|
- |
|
|
|
506 |
|
|
|
4,546 |
|
|
3,026 |
|
|
|
Net income available to common shareholders excluding after-tax restructuring and merger-related expenses |
|
|
36,303 |
|
|
|
29,369 |
|
|
|
33,162 |
|
|
|
32,437 |
|
|
|
34,817 |
|
|
|
98,833 |
|
|
119,496 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average total assets |
|
$ |
18,295,583 |
|
|
$ |
17,890,314 |
|
|
$ |
17,704,265 |
|
|
$ |
17,426,111 |
|
|
$ |
17,341,959 |
|
|
$ |
17,964,600 |
|
$ |
17,203,647 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Return on average assets, excluding after-tax restructuring and merger-related expenses (annualized) (2) |
|
|
0.79 |
% |
|
|
0.66 |
% |
|
|
0.75 |
% |
|
|
0.74 |
% |
|
|
0.80 |
% |
|
|
0.73 |
% |
|
0.93 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Return on average equity, excluding after-tax restructuring and merger-related expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income available to common shareholders |
|
$ |
34,741 |
|
|
$ |
26,385 |
|
|
$ |
33,162 |
|
|
$ |
32,437 |
|
|
$ |
34,311 |
|
|
$ |
94,287 |
|
$ |
116,470 |
|
|
|
Plus: after-tax restructuring and merger-related expenses (1) |
|
|
1,562 |
|
|
|
2,984 |
|
|
|
- |
|
|
|
- |
|
|
|
506 |
|
|
|
4,546 |
|
|
3,026 |
|
|
|
Net income available to common shareholders excluding after-tax restructuring and merger-related expenses |
|
|
36,303 |
|
|
|
29,369 |
|
|
|
33,162 |
|
|
|
32,437 |
|
|
|
34,817 |
|
|
|
98,833 |
|
|
119,496 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average total shareholders' equity |
|
|
2,715,461 |
|
|
|
2,542,948 |
|
|
|
2,545,841 |
|
|
|
2,468,525 |
|
|
|
2,478,662 |
|
|
|
2,601,834 |
|
|
2,476,684 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Return on average equity, excluding after-tax restructuring and merger-related expenses (annualized) (2) |
|
|
5.32 |
% |
|
|
4.65 |
% |
|
|
5.24 |
% |
|
|
5.21 |
% |
|
|
5.57 |
% |
|
|
5.07 |
% |
|
6.45 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Return on average tangible equity: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income available to common shareholders |
|
$ |
34,741 |
|
|
$ |
26,385 |
|
|
$ |
33,162 |
|
|
$ |
32,437 |
|
|
$ |
34,311 |
|
|
$ |
94,287 |
|
$ |
116,470 |
|
|
|
Plus: amortization of intangibles (1) |
|
|
1,622 |
|
|
|
1,637 |
|
|
|
1,653 |
|
|
|
1,772 |
|
|
|
1,787 |
|
|
|
4,911 |
|
|
5,408 |
|
|
|
Net income available to common shareholders before amortization of intangibles |
|
|
36,363 |
|
|
|
28,022 |
|
|
|
34,815 |
|
|
|
34,209 |
|
|
|
36,098 |
|
|
|
99,198 |
|
|
121,878 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average total shareholders' equity |
|
|
2,715,461 |
|
|
|
2,542,948 |
|
|
|
2,545,841 |
|
|
|
2,468,525 |
|
|
|
2,478,662 |
|
|
|
2,601,834 |
|
|
2,476,684 |
|
|
|
Less: average goodwill and other intangibles, net of def. tax liability |
|
|
(1,120,662 |
) |
|
|
(1,122,264 |
) |
|
|
(1,123,938 |
) |
|
|
(1,125,593 |
) |
|
|
(1,127,404 |
) |
|
|
(1,122,282 |
) |
|
(1,129,182 |
) |
|
|
Average tangible equity |
|
$ |
1,594,799 |
|
|
$ |
1,420,684 |
|
|
$ |
1,421,903 |
|
|
$ |
1,342,932 |
|
|
$ |
1,351,258 |
|
|
$ |
1,479,552 |
|
$ |
1,347,502 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Return on average tangible equity (annualized) (2) |
|
|
9.07 |
% |
|
|
7.93 |
% |
|
|
9.85 |
% |
|
|
10.11 |
% |
|
|
10.60 |
% |
|
|
8.96 |
% |
|
12.09 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average tangible common equity |
|
$ |
1,450,315 |
|
|
$ |
1,276,200 |
|
|
$ |
1,277,419 |
|
|
$ |
1,198,448 |
|
|
$ |
1,206,774 |
|
|
$ |
1,335,068 |
|
$ |
1,203,018 |
|
|
|
Return on average tangible common equity (annualized) (2) |
|
|
9.97 |
% |
|
|
8.83 |
% |
|
|
10.96 |
% |
|
|
11.32 |
% |
|
|
11.87 |
% |
|
|
9.92 |
% |
|
13.55 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Return on average tangible equity, excluding after-tax restructuring and merger-related expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income available to common shareholders |
|
$ |
34,741 |
|
|
$ |
26,385 |
|
|
$ |
33,162 |
|
|
$ |
32,437 |
|
|
$ |
34,311 |
|
|
$ |
94,287 |
|
$ |
116,470 |
|
|
|
Plus: after-tax restructuring and merger-related expenses (1) |
|
|
1,562 |
|
|
|
2,984 |
|
|
|
- |
|
|
|
- |
|
|
|
506 |
|
|
|
4,546 |
|
|
3,026 |
|
|
|
Plus: amortization of intangibles (1) |
|
|
1,622 |
|
|
|
1,637 |
|
|
|
1,653 |
|
|
|
1,772 |
|
|
|
1,787 |
|
|
|
4,911 |
|
|
5,408 |
|
|
|
Net income available to common shareholders before amortization of intangibles and
excluding after-tax restructuring and merger-related expenses |
|
|
37,925 |
|
|
|
31,006 |
|
|
|
34,815 |
|
|
|
34,209 |
|
|
|
36,604 |
|
|
|
103,744 |
|
|
124,904 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average total shareholders' equity |
|
|
2,715,461 |
|
|
|
2,542,948 |
|
|
|
2,545,841 |
|
|
|
2,468,525 |
|
|
|
2,478,662 |
|
|
|
2,601,834 |
|
|
2,476,684 |
|
|
|
Less: average goodwill and other intangibles, net of def. tax liability |
|
|
(1,120,662 |
) |
|
|
(1,122,264 |
) |
|
|
(1,123,938 |
) |
|
|
(1,125,593 |
) |
|
|
(1,127,404 |
) |
|
|
(1,122,282 |
) |
|
(1,129,182 |
) |
|
|
Average tangible equity |
|
$ |
1,594,799 |
|
|
$ |
1,420,684 |
|
|
$ |
1,421,903 |
|
|
$ |
1,342,932 |
|
|
$ |
1,351,258 |
|
|
$ |
1,479,552 |
|
$ |
1,347,502 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Return on average tangible equity, excluding after-tax restructuring and merger-related expenses (annualized) (2) |
|
|
9.46 |
% |
|
|
8.78 |
% |
|
|
9.85 |
% |
|
|
10.11 |
% |
|
|
10.75 |
% |
|
|
9.37 |
% |
|
12.39 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average tangible common equity |
|
$ |
1,450,315 |
|
|
$ |
1,276,200 |
|
|
$ |
1,277,419 |
|
|
$ |
1,198,448 |
|
|
$ |
1,206,774 |
|
|
$ |
1,335,068 |
|
$ |
1,203,018 |
|
|
|
Return on average tangible common equity, excluding after-tax restructuring and merger-related expenses (annualized) (2) |
|
|
10.40 |
% |
|
|
9.77 |
% |
|
|
10.96 |
% |
|
|
11.32 |
% |
|
|
12.03 |
% |
|
|
10.38 |
% |
|
13.88 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Year to Date |
|
|
|
Sept. 30, |
|
|
June 30, |
|
|
Mar. 31, |
|
|
Dec. 31, |
|
|
Sept. 30, |
|
|
Sept. 30, |
|
(unaudited, dollars in thousands, except shares and per share amounts) |
|
2024 |
|
|
2024 |
|
|
2024 |
|
|
2023 |
|
|
2023 |
|
|
2024 |
|
2023 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Efficiency ratio: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-interest expense |
|
$ |
101,183 |
|
|
$ |
102,392 |
|
|
$ |
97,191 |
|
|
$ |
99,503 |
|
|
$ |
97,939 |
|
|
$ |
300,768 |
|
$ |
290,498 |
|
Less: restructuring and merger-related expense |
|
|
(1,977 |
) |
|
|
(3,777 |
) |
|
|
- |
|
|
|
- |
|
|
|
(641 |
) |
|
|
(5,755 |
) |
|
(3,830 |
) |
Non-interest expense excluding restructuring and merger-related expense |
|
|
99,206 |
|
|
|
98,615 |
|
|
|
97,191 |
|
|
|
99,503 |
|
|
|
97,298 |
|
|
|
295,013 |
|
|
286,668 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income on a fully taxable equivalent basis |
|
|
122,338 |
|
|
|
117,804 |
|
|
|
115,185 |
|
|
|
118,991 |
|
|
|
118,926 |
|
|
|
355,327 |
|
|
367,352 |
|
Non-interest income |
|
|
29,612 |
|
|
|
31,355 |
|
|
|
30,629 |
|
|
|
30,074 |
|
|
|
30,879 |
|
|
|
91,596 |
|
|
90,372 |
|
Net interest income on a fully taxable equivalent basis plus non-interest income |
|
$ |
151,950 |
|
|
$ |
149,159 |
|
|
$ |
145,814 |
|
|
$ |
149,065 |
|
|
$ |
149,805 |
|
|
$ |
446,923 |
|
$ |
457,724 |
|
Efficiency Ratio |
|
|
65.29 |
% |
|
|
66.11 |
% |
|
|
66.65 |
% |
|
|
66.75 |
% |
|
|
64.95 |
% |
|
|
66.01 |
% |
|
62.63 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income available to common shareholders, excluding after-tax restructuring and merger-related expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income available to common shareholders |
|
$ |
34,741 |
|
|
$ |
26,385 |
|
|
$ |
33,162 |
|
|
$ |
32,437 |
|
|
$ |
34,311 |
|
|
$ |
94,287 |
|
$ |
116,470 |
|
Add: After-tax restructuring and merger-related expenses (1) |
|
|
1,562 |
|
|
|
2,984 |
|
|
|
- |
|
|
|
- |
|
|
|
506 |
|
|
|
4,546 |
|
|
3,026 |
|
Net income available to common shareholders, excluding after-tax restructuring and merger-related expenses |
|
$ |
36,303 |
|
|
$ |
29,369 |
|
|
$ |
33,162 |
|
|
$ |
32,437 |
|
|
$ |
34,817 |
|
|
$ |
98,833 |
|
$ |
119,496 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income per common share - diluted, excluding after-tax restructuring and merger-related expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income per common share - diluted |
|
$ |
0.54 |
|
|
$ |
0.44 |
|
|
$ |
0.56 |
|
|
$ |
0.55 |
|
|
$ |
0.58 |
|
|
$ |
1.54 |
|
$ |
1.96 |
|
Add: After-tax restructuring and merger-related expenses per common share - diluted (1) |
|
|
0.02 |
|
|
|
0.05 |
|
|
|
- |
|
|
|
- |
|
|
|
0.01 |
|
|
|
0.07 |
|
|
0.05 |
|
Net income per common share - diluted, excluding after-tax restructuring and merger-related expenses |
|
$ |
0.56 |
|
|
$ |
0.49 |
|
|
$ |
0.56 |
|
|
$ |
0.55 |
|
|
$ |
0.59 |
|
|
$ |
1.61 |
|
$ |
2.01 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Period End |
|
|
|
|
|
|
|
|
Sept. 30, |
|
|
June 30, |
|
|
Mar. 31, |
|
|
Dec. 31, |
|
|
Sept. 30, |
|
|
|
|
|
|
|
|
2024 |
|
|
2024 |
|
|
2024 |
|
|
2023 |
|
|
2023 |
|
|
|
|
|
|
Tangible book value per share: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total shareholders' equity |
|
$ |
2,801,585 |
|
|
$ |
2,544,279 |
|
|
$ |
2,538,362 |
|
|
$ |
2,533,062 |
|
|
$ |
2,447,941 |
|
|
|
|
|
|
Less: goodwill and other intangible assets, net of def. tax liability |
|
|
(1,119,899 |
) |
|
|
(1,121,521 |
) |
|
|
(1,123,158 |
) |
|
|
(1,124,811 |
) |
|
|
(1,126,583 |
) |
|
|
|
|
|
Less: preferred shareholders' equity |
|
|
(144,484 |
) |
|
|
(144,484 |
) |
|
|
(144,484 |
) |
|
|
(144,484 |
) |
|
|
(144,484 |
) |
|
|
|
|
|
Tangible common equity |
|
|
1,537,202 |
|
|
|
1,278,274 |
|
|
|
1,270,720 |
|
|
|
1,263,767 |
|
|
|
1,176,874 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common shares outstanding |
|
|
66,871,479 |
|
|
|
59,579,310 |
|
|
|
59,395,777 |
|
|
|
59,376,435 |
|
|
|
59,364,696 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tangible book value per share |
|
$ |
22.99 |
|
|
$ |
21.45 |
|
|
$ |
21.39 |
|
|
$ |
21.28 |
|
|
$ |
19.82 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tangible common equity to tangible assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total shareholders' equity |
|
$ |
2,801,585 |
|
|
$ |
2,544,279 |
|
|
$ |
2,538,362 |
|
|
$ |
2,533,062 |
|
|
$ |
2,447,941 |
|
|
|
|
|
|
Less: goodwill and other intangible assets, net of def. tax liability |
|
|
(1,119,899 |
) |
|
|
(1,121,521 |
) |
|
|
(1,123,158 |
) |
|
|
(1,124,811 |
) |
|
|
(1,126,583 |
) |
|
|
|
|
|
Tangible equity |
|
|
1,681,686 |
|
|
|
1,422,758 |
|
|
|
1,415,204 |
|
|
|
1,408,251 |
|
|
|
1,321,358 |
|
|
|
|
|
|
Less: preferred shareholders' equity |
|
|
(144,484 |
) |
|
|
(144,484 |
) |
|
|
(144,484 |
) |
|
|
(144,484 |
) |
|
|
(144,484 |
) |
|
|
|
|
|
Tangible common equity |
|
|
1,537,202 |
|
|
|
1,278,274 |
|
|
|
1,270,720 |
|
|
|
1,263,767 |
|
|
|
1,176,874 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
|
18,514,169 |
|
|
|
18,128,375 |
|
|
|
17,772,735 |
|
|
|
17,712,374 |
|
|
|
17,344,377 |
|
|
|
|
|
|
Less: goodwill and other intangible assets, net of def. tax liability |
|
|
(1,119,899 |
) |
|
|
(1,121,521 |
) |
|
|
(1,123,158 |
) |
|
|
(1,124,811 |
) |
|
|
(1,126,583 |
) |
|
|
|
|
|
Tangible assets |
|
$ |
17,394,270 |
|
|
$ |
17,006,854 |
|
|
$ |
16,649,577 |
|
|
$ |
16,587,563 |
|
|
$ |
16,217,794 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tangible equity to tangible assets |
|
|
9.67 |
% |
|
|
8.37 |
% |
|
|
8.50 |
% |
|
|
8.49 |
% |
|
|
8.15 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tangible common equity to tangible assets |
|
|
8.84 |
% |
|
|
7.52 |
% |
|
|
7.63 |
% |
|
|
7.62 |
% |
|
|
7.26 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) Tax effected at 21% for all periods presented. |
|
|
|
|
|
|
(2) The ratios are annualized by utilizing actual number of days in the quarter versus the year. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ADDITIONAL NON-GAAP FINANCIAL MEASURES |
|
The following non-GAAP financial measures used by WesBanco provide information useful to investors in understanding WesBanco’s operating performance and trends, and facilitate comparisons with the performance of WesBanco’s peers. The following tables summarize the non-GAAP financial measures derived from amounts reported in WesBanco’s financial statements. |
|
|
|
|
|
Three Months Ended |
|
|
Year to Date |
|
|
|
|
|
Sept. 30, |
|
|
June 30, |
|
|
Mar. 31, |
|
|
Dec. 31, |
|
|
Sept. 30, |
|
|
Sept. 30, |
|
|
|
(unaudited, dollars in thousands, except shares and per share amounts) |
|
2024 |
|
|
2024 |
|
|
2024 |
|
|
2023 |
|
|
2023 |
|
|
2024 |
|
2023 |
|
|
|
Pre-tax, pre-provision income: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before provision for income taxes |
|
$ |
44,773 |
|
|
$ |
35,015 |
|
|
$ |
43,390 |
|
|
$ |
43,526 |
|
|
$ |
44,295 |
|
|
$ |
123,177 |
|
$ |
150,522 |
|
|
|
Add: provision for credit losses |
|
|
4,798 |
|
|
|
10,541 |
|
|
|
4,014 |
|
|
|
4,803 |
|
|
|
6,327 |
|
|
|
19,352 |
|
|
12,932 |
|
|
|
Pre-tax, pre-provision income |
|
$ |
49,571 |
|
|
$ |
45,556 |
|
|
$ |
47,404 |
|
|
$ |
48,329 |
|
|
$ |
50,622 |
|
|
$ |
142,529 |
|
$ |
163,454 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pre-tax, pre-provision income, excluding restructuring and merger-related expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before provision for income taxes |
|
$ |
44,773 |
|
|
$ |
35,015 |
|
|
$ |
43,390 |
|
|
$ |
43,526 |
|
|
$ |
44,295 |
|
|
$ |
123,177 |
|
$ |
150,522 |
|
|
|
Add: provision for credit losses |
|
|
4,798 |
|
|
|
10,541 |
|
|
|
4,014 |
|
|
|
4,803 |
|
|
|
6,327 |
|
|
|
19,352 |
|
|
12,932 |
|
|
|
Add: restructuring and merger-related expenses |
|
|
1,977 |
|
|
|
3,777 |
|
|
|
- |
|
|
|
- |
|
|
|
641 |
|
|
|
5,755 |
|
|
3,830 |
|
|
|
Pre-tax, pre-provision income, excluding restructuring and merger-related expenses |
|
$ |
51,548 |
|
|
$ |
49,333 |
|
|
$ |
47,404 |
|
|
$ |
48,329 |
|
|
$ |
51,263 |
|
|
$ |
148,284 |
|
$ |
167,284 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
'Return on average assets, excluding certain items (1): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before provision for income taxes |
|
$ |
44,773 |
|
|
$ |
35,015 |
|
|
$ |
43,390 |
|
|
$ |
43,526 |
|
|
$ |
44,295 |
|
|
$ |
123,177 |
|
$ |
150,522 |
|
|
|
Add: provision for credit losses |
|
|
4,798 |
|
|
|
10,541 |
|
|
|
4,014 |
|
|
|
4,803 |
|
|
|
6,327 |
|
|
|
19,352 |
|
|
12,932 |
|
|
|
Add: restructuring and merger-related expenses |
|
|
1,977 |
|
|
|
3,777 |
|
|
|
- |
|
|
|
- |
|
|
|
641 |
|
|
|
5,755 |
|
|
3,830 |
|
|
|
Pre-tax, pre-provision income, excluding restructuring and merger-related expenses |
|
|
51,548 |
|
|
|
49,333 |
|
|
|
47,404 |
|
|
|
48,329 |
|
|
|
51,263 |
|
|
|
148,284 |
|
|
167,284 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average total assets |
|
$ |
18,295,583 |
|
|
$ |
17,890,314 |
|
|
$ |
17,704,265 |
|
|
$ |
17,426,111 |
|
|
$ |
17,341,959 |
|
|
$ |
17,964,600 |
|
$ |
17,203,647 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Return on average assets, excluding certain items (annualized) (1) (2) |
|
|
1.12 |
% |
|
|
1.11 |
% |
|
|
1.08 |
% |
|
|
1.10 |
% |
|
|
1.17 |
% |
|
|
1.10 |
% |
|
1.30 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Return on average equity, excluding certain items (1): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before provision for income taxes |
|
$ |
44,773 |
|
|
$ |
35,015 |
|
|
$ |
43,390 |
|
|
$ |
43,526 |
|
|
$ |
44,295 |
|
|
$ |
123,177 |
|
$ |
150,522 |
|
|
|
Add: provision for credit losses |
|
|
4,798 |
|
|
|
10,541 |
|
|
|
4,014 |
|
|
|
4,803 |
|
|
|
6,327 |
|
|
|
19,352 |
|
|
12,932 |
|
|
|
Add: restructuring and merger-related expenses |
|
|
1,977 |
|
|
|
3,777 |
|
|
|
- |
|
|
|
- |
|
|
|
641 |
|
|
|
5,755 |
|
|
3,830 |
|
|
|
Pre-tax, pre-provision income, excluding restructuring and merger-related expenses |
|
|
51,548 |
|
|
|
49,333 |
|
|
|
47,404 |
|
|
|
48,329 |
|
|
|
51,263 |
|
|
|
148,284 |
|
|
167,284 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average total shareholders' equity |
|
$ |
2,715,461 |
|
|
$ |
2,542,948 |
|
|
$ |
2,545,841 |
|
|
$ |
2,468,525 |
|
|
$ |
2,478,662 |
|
|
$ |
2,601,834 |
|
$ |
2,476,684 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Return on average equity, excluding certain items (annualized) (1) (2) |
|
|
7.55 |
% |
|
|
7.80 |
% |
|
|
7.49 |
% |
|
|
7.77 |
% |
|
|
8.21 |
% |
|
|
7.61 |
% |
|
9.03 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Return on average tangible equity, excluding certain items (1): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before provision for income taxes |
|
$ |
44,773 |
|
|
$ |
35,015 |
|
|
$ |
43,390 |
|
|
$ |
43,526 |
|
|
$ |
44,295 |
|
|
$ |
123,177 |
|
$ |
150,522 |
|
|
|
Add: provision for credit losses |
|
|
4,798 |
|
|
|
10,541 |
|
|
|
4,014 |
|
|
|
4,803 |
|
|
|
6,327 |
|
|
|
19,352 |
|
|
12,932 |
|
|
|
Add: amortization of intangibles |
|
|
2,053 |
|
|
|
2,072 |
|
|
|
2,092 |
|
|
|
2,243 |
|
|
|
2,262 |
|
|
|
6,217 |
|
|
6,845 |
|
|
|
Add: restructuring and merger-related expenses |
|
|
1,977 |
|
|
|
3,777 |
|
|
|
- |
|
|
|
- |
|
|
|
641 |
|
|
|
5,755 |
|
|
3,830 |
|
|
|
Income before provision, restructuring and merger-related expenses and amortization of intangibles |
|
|
53,601 |
|
|
|
51,405 |
|
|
|
49,496 |
|
|
|
50,572 |
|
|
|
53,525 |
|
|
|
154,501 |
|
|
174,129 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average total shareholders' equity |
|
|
2,715,461 |
|
|
|
2,542,948 |
|
|
|
2,545,841 |
|
|
|
2,468,525 |
|
|
|
2,478,662 |
|
|
|
2,601,834 |
|
|
2,476,684 |
|
|
|
Less: average goodwill and other intangibles, net of def. tax liability |
|
|
(1,120,662 |
) |
|
|
(1,122,264 |
) |
|
|
(1,123,938 |
) |
|
|
(1,125,593 |
) |
|
|
(1,127,404 |
) |
|
|
(1,122,282 |
) |
|
(1,129,182 |
) |
|
|
Average tangible equity |
|
$ |
1,594,799 |
|
|
$ |
1,420,684 |
|
|
$ |
1,421,903 |
|
|
$ |
1,342,932 |
|
|
$ |
1,351,258 |
|
|
$ |
1,479,552 |
|
$ |
1,347,502 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Return on average tangible equity, excluding certain items (annualized) (1) (2) |
|
|
13.37 |
% |
|
|
14.55 |
% |
|
|
14.00 |
% |
|
|
14.94 |
% |
|
|
15.72 |
% |
|
|
13.95 |
% |
|
17.28 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average tangible common equity |
|
$ |
1,450,315 |
|
|
$ |
1,276,200 |
|
|
$ |
1,277,419 |
|
|
$ |
1,198,448 |
|
|
$ |
1,206,774 |
|
|
$ |
1,335,068 |
|
$ |
1,203,018 |
|
|
|
Return on average tangible common equity, excluding certain items (annualized) (1) (2) |
|
|
14.70 |
% |
|
|
16.20 |
% |
|
|
15.58 |
% |
|
|
16.74 |
% |
|
|
17.60 |
% |
|
|
15.46 |
% |
|
19.35 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) Certain items excluded from the calculations consist of credit provisions, tax provisions and restructuring and merger-related expenses. |
|
|
|
(2) The ratios are annualized by utilizing actual numbers of days in the quarter versus the year. |
|
Third Quarter 2024 Earnings Call Presentation 23 October 2024 Note: update footnote copyright year annually
Forward-Looking Statements and Non-GAAP Financial Measures Forward-looking statements in this report relating to WesBanco’s plans, strategies, objectives, expectations, intentions and adequacy of resources, are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The information contained in this report should be read in conjunction with WesBanco’s Form 10-K for the year ended December 31, 2023 and documents subsequently filed by WesBanco with the Securities and Exchange Commission (“SEC”) including WesBanco’s Form 10-Q for the quarters ended March 31, 2024 and June 30, 2024, which are available at the SEC’s website, www.sec.gov or at WesBanco’s website, www.WesBanco.com. Investors are cautioned that forward-looking statements, which are not historical fact, involve risks and uncertainties, including those detailed in WesBanco’s most recent Annual Report on Form 10-K filed with the SEC under “Risk Factors” in Part I, Item 1A. Such statements are subject to important factors that could cause actual results to differ materially from those contemplated by such statements, including, without limitation, that the proposed merger with Premier may not close when expected, that the businesses of WesBanco and Premier may not be integrated successfully or such integration may take longer to accomplish than expected; the expected cost savings and any revenue synergies from the merger of WesBanco and Premier may not be fully realized within the expected timeframes; disruption from the proposed merger of WesBanco and Premier may make it more difficult to maintain relationships with clients, associates, or suppliers; the required governmental approvals of the proposed Merger may not be obtained on the expected terms and schedule; Premier’s shareholders and/or the Company’s shareholders may not approve the proposed Merger; the shareholders of the Company may not approve the issuance of shares of the Company’s common stock in connection with the Merger; the effects of changing regional and national economic conditions, changes in interest rates, spreads on earning assets and interest-bearing liabilities, and associated interest rate sensitivity; sources of liquidity available to WesBanco and its related subsidiary operations; potential future credit losses and the credit risk of commercial, real estate, and consumer loan customers and their borrowing activities; actions of the Federal Reserve Board, the Federal Deposit Insurance Corporation, the Consumer Financial Protection Bureau, the SEC, the Financial Institution Regulatory Authority, the Municipal Securities Rulemaking Board, the Securities Investors Protection Corporation, and other regulatory bodies; potential legislative and federal and state regulatory actions and reform, including, without limitation, the impact of the implementation of the Dodd-Frank Act; adverse decisions of federal and state courts; fraud, scams and schemes of third parties; cyber-security breaches; competitive conditions in the financial services industry; rapidly changing technology affecting financial services; marketability of debt instruments and corresponding impact on fair value adjustments; and/or other external developments materially impacting WesBanco’s operational and financial performance. WesBanco does not assume any duty to update forward-looking statements. In addition to the results of operations presented in accordance with Generally Accepted Accounting Principles (GAAP), WesBanco's management uses, and this presentation contains or references, certain non-GAAP financial measures, such as pre-tax pre-provision income, tangible common equity/tangible assets; net income excluding after-tax restructuring and merger-related expenses; efficiency ratio; return on average assets; and return on average tangible equity. WesBanco believes these financial measures provide information useful to investors in understanding our operational performance and business and performance trends which facilitate comparisons with the performance of others in the financial services industry. Although WesBanco believes that these non-GAAP financial measures enhance investors' understanding of WesBanco's business and performance, these non-GAAP financial measures should not be considered an alternative to GAAP. The non-GAAP financial measures contained therein should be read in conjunction with the audited financial statements and analysis as presented in the Annual Report on Form 10-K as well as the unaudited financial statements and analyses as presented in the Quarterly Reports on Forms 10-Q for WesBanco and its subsidiaries, as well as other filings that the company has made with the SEC.
Continued strong loan growth both year-over-year and quarter-over-quarter, driven by commercial lending Total loans up $1.1 billion year-over-year Deposits increased $0.7 billion year-over-year Deposit growth, excluding CDs, increased 2.2% year-over-year Record WTIS AUM of $6.1 billion and broker-dealer securities account values (including annuities) of $1.9 billion Key credit quality metrics remained at low levels and favorable to peer bank averages WesBanco remains well-capitalized with solid liquidity and a strong balance sheet with capacity to fund loan growth Nationally recognized as one of America’s Greatest Workplaces for Parents and Families Net Income Available to Common Shareholders and Diluted EPS(1) $36.3 million; $0.56/share Total Loan Growth +6.3% QoQ (annualized); +10.0% YoY Total Deposit Growth +12.1% QoQ (annualized); +5.7% YoY Trust + Securities Brokerage Revenue +$1.1 million YoY Average loans to average deposits 90.6% Non-Performing Assets to Total Assets 0.17% Tangible Common Equity to Tangible Assets(1) 8.84% Strong sequential quarter deposit and loan growth Note: financial and operational highlights during the quarter ended September 30, 2024; WTIS AUM = Trust and Investment Services assets under management (1) Non-GAAP measure – please see reconciliation in appendix; excludes restructuring and merger-related expenses Q3 2024 Financial and Operational Highlights
Q3 2024 Key Metrics Note: PTPP = pre-tax, pre-provision Non-GAAP measure – please see reconciliation in appendix Excludes restructuring and merger-related expenses
+10.0% year-over-year and +1.6% (or +6.3% annualized) quarter-over-quarter Loan growth continues to demonstrate the strength of commercial and residential lending teams and success of our strategies Loan production offices continue to contribute meaningfully to both commercial loan growth and loan pipeline, which was approximately $830 million, as of 9/30/2024 CRE loan payoffs totaled approximately $90 million during the third quarter ($185 million year-to-date) C&I line utilization, for the Q3 2024, was ~35%, as compared to a mid-40% range prior to the pandemic Total residential lending reflects increased mortgage origination production and home equity line of credit usage Total loans up $1.1 billion YoY and $0.8 billion QoQ annualized Q3 2024 Total Portfolio Loans
Strong sequential quarter deposit growth of 12.1% annualized Note: “uninsured deposits” are approximated; “collateralized municipal deposits” are collateralized by securities Deposits of $13.8 billion were up 5.7% year-over-year and 12.1% annualized quarter-over-quarter, reflecting the success of our summer deposit gathering and retention campaign Strong sequential quarter deposit growth of 12.1% annualized outpaced solid loan growth of 6.3% annualized When excluding CDs, total deposits increased 2.2% year-over-year and 4.3% quarter-over-quarter annualized Distribution: consumer ~54% and business ~33% (note: public funds, which are separately collateralized, ~13%) The composition of total deposits continues to have some mix shift; however, total demand deposits continued to represent 54% of total deposits, with the non-interest bearing component representing 27% Average loans to average deposits were 90.6%, providing continued capacity to fund loan growth Q3 2024 Total Deposits
Tangible common equity to tangible assets ratio improved 158 basis points year-over-year to 8.84% Weighted average yield 2.57% vs. 2.46% last year Weighted average duration 4.7 Total unrealized securities losses (after-tax): Available for Sale (“AFS”) = $189MM Held to Maturity (“HTM”) = $83MM Note: HTM losses not recognized in accumulated other comprehensive income Securities 18.4% of assets, down 132 basis points year-over-year Note: weighted average yields have been calculated on a taxable-equivalent basis using the federal statutory rate of 21%; after-tax unrealized losses have been calculated using the Other Comprehensive Income (“OCI”) tax rate of ~24% Non-GAAP measure – please see reconciliation in appendix Q3 2024 Total Securities
NIM continues to reflect the high rate environment and deposit remix Q3 2024 NIM of 2.95% remained flat to the second quarter as higher loan yields balanced higher funding costs Loan yields increased 8 basis points quarter-over-quarter and 47 basis points year-over-year, as rates on new commercial loans averaged 7.9% NIM decreased 8 basis points year-over-year primarily due to higher funding costs from the remix of non-interest bearing deposits into higher tier money market and CD accounts, during the back half of 2023 Deposit funding costs, including non-interest bearing deposits, were 205 basis points, increasing 10 basis points sequentially and 69 basis points year-over-year, reflecting a continuation of the decline in the rate of increase as the pace of remix continues to soften Federal Home Loan Bank borrowings decreased $300 million from 6/30/2024 due to deposit growth exceeding loan growth and the $200 million of equity raised in anticipation of future growth Q3 2024 Net Interest Margin (NIM)
Non-interest income decreased 4.1% year-over-year due to lower net swap fee and valuation income Trust fees and net securities brokerage revenue increased due to growth in AUM and securities account values from organic growth and market appreciation Trust and investment services AUM increased 21.7% year-over-year to a record $6.1 billion Broker-dealer securities account values increased 15.8% year-over-year to a record $1.9 billion Gross swap fees were $1.1 million, compared to $2.5 million in the prior year Fair market valuation loss of $1.7 million, as compared to a $1.4 million gain last year Mortgage banking income increased due to a wider net gain-on-sale margin for residential mortgages sold in the secondary market Service charges on deposits reflect fee income from new products and services and increased general consumer spending Strong trust and securities brokerage fees of $10.2 million Note: OREO = other real estate owned; AUM = assets under management; securities account values include annuities Q3 2024 Non-Interest Income
Focused on efficiency gains to support positive operating leverage Q3 2024 Non-Interest Expense Non-interest expense increased year-over-year due to increases in other operating expenses and equipment and software expenses Other operating expenses increased primarily due to higher costs and fees in support of loan growth and higher other miscellaneous expenses Equipment and software expense increased due to the impact of the prior year ATM upgrades, which were phased in throughout the prior year Salaries and wages decreased year-over-year due to lower staffing levels associated with efficiency improvements in the mortgage and branch staffing models, partially offset by normal compensation merit adjustments Employee benefits decreased due to lower health insurance costs driven by lower staffing levels
Favorable asset quality measures compared to peer bank group Note: financial data as of quarter ending for dates specified; peer bank group includes all U.S. banks with total assets of $10B to $25B from S&P Capital IQ (as of 10/9/2024) and represent simple averages except criticized & classified loans as % of total loans which is a weighted average Non-Performing Assets as % of Total Assets Net Charge-Offs as % of Average Loans (Annualized) Allowance for Credit Losses as % of Total Loans Criticized & Classified Loans as % of Total Loans Strong Legacy of Credit Quality
Allowance coverage ratio of 1.13% Note: ACL at 9/30/2024 excludes off-balance sheet credit exposures of $8.2 million The increase in the allowance was primarily driven by higher unemployment assumptions and other qualitative adjustments During Q3 2024, recorded a provision for credit losses of $4.8 million, as compared to $6.3 million in the prior year period Allowance coverage ratio of 1.13% Excludes fair market value adjustments on previously acquired loans representing 0.09% of total portfolio loans Q3 2024 Current Expected Credit Loss (CECL)
Capital ratios above both regulatory and well-capitalized levels Note: financial data as of quarter ending 12/31; current year data as of 9/30/2024; WSBC adopted Current Expected Credit Losses (“CECL”) accounting standard on 1/1/2020; WSBC raised $200MM of common equity in conjunction with the pending acquisition of Premier Financial Corp. on 8/1/2024 Under the existing share repurchase authorization that was approved on February 24, 2022 by WesBanco’s Board of Directors Non-GAAP measure – please see reconciliation in appendix Tangible Equity to Tangible Assets (2) Tier 1 Risk-Based Capital Ratio Well-Capitalized 8.0% Required 6.0% Strong regulatory capital ratios significantly above both regulatory requirements and well-capitalized levels, with favorable tangible equity levels compared to peers As previously disclosed, in conjunction with the announcement of the pending acquisition of Premier Financial Corp., WesBanco successfully raised $200 million of common equity, on 8/1/2024, to support the pro-forma bank’s balance sheet, regulatory ratios, and future growth Strong Capital Position Replace equity raise bullet with the following for 4q24 earnings ~1.0 million shares continue to remain for repurchase (as of 12/31/2024)(1) No shares repurchased on the open market during Q4 2024
Appendix
Pre-Tax, Pre-Provision Income (PTPP) and Ratios Reconciliation
Net Income and Diluted Earnings per Share (EPS) Reconciliation
Tangible Book Value per Share Reconciliation
Efficiency Ratio Reconciliation
Return on Average Assets (1) three-, six-, and nine-month (as applicable) figures are annualized Reconciliation
Return on Average Tangible Equity (1) three-, six-, and nine-month (as applicable) figures are annualized Reconciliation
Tangible Equity to Tangible Assets Note: Old Line Bancshares merger closed November 2019; Farmers Capital Bank Corporation merger closed August 2018; First Sentry Bancshares merger closed April 2018; Your Community Bankshares merger closed September 2016; ESB Financial merger closed February 2015; Fidelity Bancorp merger closed November 2012; AmTrust 5 branch acquisition closed March 2009; Oak Hill Financial closed November 2007 Reconciliation
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WesBanco (NASDAQ:WSBCP)
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부터 10월(10) 2024 으로 11월(11) 2024
WesBanco (NASDAQ:WSBCP)
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부터 11월(11) 2023 으로 11월(11) 2024
