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PROSPERITY BANCSHARES, INC.® REPORTS THIRD QUARTER 2022 EARNINGS
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PROSPERITY BANCSHARES, INC.® REPORTS THIRD QUARTER 2022 EARNINGS

  • Third quarter net income of $135.8 million and earnings per share (diluted) of $1.49
  • Third quarter net income increased $7.3 million or 5.7% compared to the second quarter 2022
  • Loans, excluding Warehouse Purchase Program and SBA Paycheck Protection Program loans, increased $530.8 million or 3.1% (12.5% annualized) during the third quarter
  • Allowance for credit losses on loans to total loans, excluding Warehouse Purchase Program and SBA Paycheck Protection Program loans, of 1.61%(1)
  • Nonperforming assets remain low at 0.06% of third quarter average interest-earning assets
  • Return (annualized) on third quarter average assets of 1.45%, average common equity of 8.24% and average tangible common equity of 16.44%(1)
  • Net interest margin on a tax equivalent basis increased 14 basis points to 3.11% during the third quarter
  • Increase in dividend of 5.8% to $0.55 for the fourth quarter 2022
  • Announced the signing of a definitive merger agreement with First Bancshares of Texas, Inc., headquartered in Midland, Texas
  • Announced the signing of a definitive merger agreement with Lone Star State Bancshares, Inc., headquartered in Lubbock, Texas

HOUSTON, Oct. 26, 2022 /PRNewswire/ — Prosperity Bancshares, Inc.® (NYSE: PB), the parent company of Prosperity Bank® (collectively, “Prosperity”), reported net income of  $135.8 million for the quarter ended September 30, 2022 compared with $128.6 million for the same period in 2021. Net income per diluted common share was $1.49 for the quarter ended September 30, 2022 compared with $1.39 for the same period in 2021, an increase of 7.2%, and the annualized return on third quarter average assets was 1.45%. Additionally, loans, excluding Warehouse Purchase Program and SBA Paycheck Protection Program (“PPP”) loans, increased $530.8 million or 3.1% (12.5% annualized) during the third quarter of 2022. Nonperforming assets remain low at 0.06% of third quarter average interest-earning assets.  

“This is an exciting time for Prosperity. On October 11, 2022, we announced the signing of definitive merger agreements with First Bancshares of Texas, Inc., headquartered in Midland, Texas and Lone Star State Bancshares, Inc., headquartered in Lubbock, Texas. On a pro forma basis, we will have over $6 billion in assets located in our West Texas market, and the number one market share in the combined Midland and Odessa markets and the number three market share in Lubbock,” said David Zalman, Prosperity’s Senior Chairman and Chief Executive Officer.

“We also recently announced that the Board of Directors voted to increase the fourth quarter 2022 dividend to $0.55 a share. This represents a 6.0% increase in dividends declared in 2022 compared with 2021. The increase reflects the confidence the Board has in the continuing success of our company and in the communities we serve,” continued Zalman.

“With the Federal Reserve continuing to raise rates, our net interest margin continues to increase, which improves our earnings. This trend should continue as our assets reprice over time. We saw strong loan growth for the quarter, with loans, excluding Warehouse Purchase Program and PPP loans, increasing 12.5% on an annualized basis.  Our asset quality continues to be one of the best in banking with nonperforming assets of 0.06% of quarterly average interest-earning assets as of September 30, 2022,” added Zalman.

“Individuals and businesses continue to move to Texas and Oklahoma because of lower tax rates and a pro-business political environment,” stated Zalman.

“We are excited with our performance and the recently announced merger transactions and look forward to continuing to build our company. I want to thank our customers for their business and loyalty and our associates and board members for their work and dedication,” concluded Zalman.

Results of Operations for the Three Months Ended September 30, 2022

Net income was $135.8 million(2) for the three months ended September 30, 2022 compared with $128.6 million(3) for the same period in 2021, an increase of $7.2 million or 5.6%. The change was primarily due to an increase in securities interest income, partially offset by a decrease in loan interest income (including a decrease in PPP fees and interest income of $13.9 million), a decrease in loan discount accretion of $4.1 million, and an increase in interest expense. Net income per diluted common share was $1.49 for the three months ended September 30, 2022 compared with $1.39 for the same period in 2021. On a linked quarter basis, net income was $135.8 million(2) for the three months ended September 30, 2022 compared with $128.5 million(4) for the three months ended June 30, 2022, an increase of $7.3 million or 5.7%. The change was primarily due to an increase in loan interest income and securities interest income, partially offset by an increase in interest expense. Net income per diluted common share was $1.49 for the three months ended September 30, 2022 compared with $1.40 for the three months ended June 30, 2022. Annualized returns on average assets, average common equity and average tangible common equity for the three months ended September 30, 2022 were 1.45%, 8.24% and 16.44%(1), respectively. Prosperity’s efficiency ratio (excluding net gains and losses on the sale or write down of assets and securities) was 41.38%(1) for the three months ended September 30, 2022.

Net interest income before provision for credit losses for the three months ended September 30, 2022 was $260.7 million compared with $248.6 million for the same period in 2021, an increase of $12.1 million or 4.9%. The change was primarily due to an increase in the average balance and average rates on investment securities and an increase in the average balance on loans held for investment, partially offset by a decrease in loan discount accretion of $4.1 million, a decrease in PPP fees and interest income of $13.9 million, and an increase in the average rates on interest-bearing liabilities. On a linked quarter basis, net interest income before provision for credit losses was $260.7 million compared with $248.5 million for the three months ended June 30, 2022, an increase of $12.2 million or 4.9%. The change was primarily due to an increase in the average balances and average rates on loans and average rates on investment securities, partially offset by an increase in the average rates on interest-bearing liabilities.

The net interest margin on a tax equivalent basis was 3.11% for the three months ended September 30, 2022 compared with 3.10% for the same period in 2021 and 2.97% for the three months ended June 30, 2022. The linked quarter increase was primarily due to higher average balances and average rates on loans and average rates on investment securities, partially offset by an increase in the average rates on interest-bearing liabilities.

Noninterest income was $34.7 million for the three months ended September 30, 2022 compared with $34.6 million for the same period in 2021. On a linked quarter basis, noninterest income was $34.7 million compared with $37.6 million for the three months ended June 30, 2022, a decrease of $2.9 million or 7.7%, primarily due to decreases in net gain on the sale or write-down of assets and other noninterest income.

Noninterest expense was $122.2 million for the three months ended September 30, 2022 compared with $119.8 million for the same period in 2021, an increase of $2.4 million or 2.0%, primarily due to an increase in salaries and credit and debit card, data processing and software amortization.  On a linked quarter basis, noninterest expense decreased $664 thousand to $122.2 million compared with $122.9 million for the three months ended June 30, 2022.

Results of Operations for the Nine Months Ended September 30, 2022

Net income was $386.6 million(5) for the nine months ended September 30, 2022 compared with $392.5 million(6) for the same period in 2021. Net income per diluted common share was $4.22 for the nine months ended September 30, 2022 compared with $4.23 for the same period in 2021. Annualized returns on average assets, average common equity and average tangible common equity for the nine months ended September 30, 2022 were 1.37%, 7.88% and 15.83%(1), respectively. Prosperity’s efficiency ratio (excluding net gains and losses on the sale or write down of assets and securities) was 42.70%(1) for the nine months ended September 30, 2022.

Net interest income before provision for credit losses for the nine months ended September 30, 2022 was $749.1 million compared with $748.5 million for the prior year, an increase of $546 thousand.

The net interest margin on a tax equivalent basis for the nine months ended September 30, 2022 was 2.99% compared with 3.20% for the same period in 2021. The change was primarily due to a decrease in loan discount accretion of $27.4 million and a decrease in PPP fees and interest income of $36.1 million, partially offset by an increase in the average balances and rates on investment securities and a decrease in the average rate on interest-bearing liabilities.

Noninterest income was $107.4 million for the nine months ended September 30, 2022 compared with $104.2 million for the same period in 2021, an increase of $3.2 million or 3.1%. The increase was primarily due to an increase in NSF income, a net gain on the sale or write-down of assets and an increase in trust income, partially offset by a decrease in mortgage income.

Noninterest expense was $364.9 million for the nine months ended September 30, 2022 compared with $354.1 million for the same period in 2021, an increase of $10.9 million or 3.1%. The increase was primarily due to an increase in salaries and benefits, the change in net loss (gain) on sale or write-down of other real estate and an increase in credit and debit card and data processing expense.

Balance Sheet Information

At September 30, 2022, Prosperity had $37.844 billion in total assets, an increase of $1.331 billion or 3.6%, compared with $36.512 billion at September 30, 2021.

Loans at September 30, 2022 were $18.506 billion, a decrease of $451.4 million or 2.4%, compared with $18.958 billion at September 30, 2021, primarily due to decreases in Warehouse Purchase Program, PPP and commercial real estate loans, partially offset by increases in 1-4 family residential and construction, land development and other land loans. Linked quarter loans increased $297.4 million or 1.6% (6.5% annualized) from $18.209 billion at June 30, 2022. Excluding Warehouse Purchase Program and PPP loans, loans at September 30, 2022 were $17.575 billion compared to $16.594 billion at September 30, 2021, an increase of $980.7 million or 5.9%. Linked quarter loans, excluding Warehouse Purchase Program and PPP loans, increased $530.8 million or 3.1% (12.5% annualized) from $17.044 billion at June 30, 2022.

As part of its lending activities, Prosperity extends credit to oil and gas production and servicing companies. Oil and gas production loans are loans to companies directly involved in the exploration and/or production of oil and gas. Oil and gas servicing loans are loans to companies that provide services for oil and gas production and exploration. At September 30, 2022, oil and gas loans totaled $410.1 million (net of discount and excluding PPP loans totaling $4.7 million) or 2.2% of total loans, of which $190.3 million were production loans and $219.7 million were servicing loans, compared with total oil and gas loans of $569.3 million (net of discount and excluding PPP loans totaling $55.8 million) or 3.0% of total loans at September 30, 2021, of which $352.4 million were production loans and $216.9 million were servicing loans. In addition, as of September 30, 2022, Prosperity had total unfunded commitments to oil and gas companies of $463.3 million compared with total unfunded commitments to oil and gas companies of $363.3 million as of September 30, 2021. Unfunded commitments to producers include letters of credit issued in lieu of oil well plugging bonds.

Deposits at September 30, 2022 were $29.300 billion, a decrease of $151.6 million or 0.5%, compared with $29.452 billion at September 30, 2021. Linked quarter deposits decreased $565.5 million or 1.9% from $29.866 billion at June 30, 2022, primarily due to a decrease in public fund deposits. Prosperity generally experiences seasonality with its public fund deposits, as public fund customers use the tax dollars they receive in December and January throughout the year, resulting in lower deposit balances in the second and third quarters of the year. On a linked quarter basis, noninterest-bearing deposits increased by $122.0 million.

Asset Quality

Nonperforming assets totaled $19.9 million or 0.06% of quarterly average interest-earning assets at September 30, 2022 compared with $36.5 million or 0.11% of quarterly average interest-earning assets at September 30, 2021 and $22.2 million or 0.07% of quarterly average interest-earning assets at June 30, 2022.

The allowance for credit losses on loans and off-balance sheet credit exposures was $312.1 million at September 30, 2022 compared with $317.1 million at September 30, 2021 and $313.9 million at June 30, 2022. There was no provision for credit losses for the three and nine months ended September 30, 2022 and 2021.

The allowance for credit losses on loans was $282.2 million or 1.52% of total loans at September 30, 2022 compared with $287.2 million or 1.51% of total loans at September 30, 2021 and $284.0 million or 1.56% of total loans at June 30, 2022. Excluding Warehouse Purchase Program and PPP loans, the allowance for credit losses on loans to total loans was 1.61%(1) at September 30, 2022 compared with 1.73%(1) at September 30, 2021 and 1.67%(1) at June 30, 2022.

Net charge-offs were $1.8 million for the three months ended September 30, 2022 compared with net charge-offs of $15.7 million for the three months ended September 30, 2021 and net charge-offs of $1.2 million for the three months ended June 30, 2022. During the third quarter of 2022, net charge-offs did not include any purchased credit deteriorated (“PCD”) loans and $16 thousand of specific reserves on resolved PCD loans was released to the general reserve.

Net charge-offs were $4.2 million for the nine months ended September 30, 2022 compared with $28.9 million for the nine months ended September 30, 2021. Net charge-offs for the nine months ended September 30, 2022 did not include any PCD loans and $2.0 million of specific reserves on resolved PCD loans was released to the general reserve during the period.

Dividend

Prosperity Bancshares declared a fourth quarter cash dividend of $0.55 per share to be paid on January 3, 2023, to all shareholders of record as of December 15, 2022, an increase of $0.03 per share, or 5.8%, from the prior quarter.

Stock Repurchase Program

On January 18, 2022, Prosperity Bancshares announced a stock repurchase program under which up to 5%, or approximately 4.61 million shares, of its outstanding common stock may be acquired over a one-year period expiring on January 18, 2023, at the discretion of management. Under its 2022 stock repurchase program, Prosperity Bancshares repurchased zero shares of its common stock during the three months ended September 30, 2022 and 981,884 shares of its common stock at an average weighted price of $66.90 per share during the nine months ended September 30, 2022.

Pending Acquisition of First Bancshares of Texas, Inc.

On October 11, 2022, Prosperity Bancshares and First Bancshares of Texas, Inc. (“First Bancshares”) jointly announced the signing of a definitive merger agreement whereby First Bancshares, the parent company of FirstCapital Bank of Texas, N.A., (“FirstCapital Bank”) will merge with and into Prosperity. FirstCapital Bank operates 16 banking offices in 6 different markets in West, North and Central Texas areas, including its main office in Midland, and banking offices in Midland, Lubbock, Amarillo, Wichita Falls, Burkburnett, Byers, Henrietta, Dallas, Horseshoe Bay, Marble Falls and Fredericksburg, Texas.  As of June 30, 2022, First Bancshares, on a consolidated basis, reported total assets of $2.121 billion, total loans of $1.589 billion and total deposits of $1.781 billion.

Under the terms of the merger agreement, Prosperity will issue 3,583,370 shares of Prosperity common stock plus $93.4 million in cash for all outstanding shares of First Bancshares capital stock, subject to certain conditions and potential adjustments. Based on Prosperity’s closing price of $69.27 on October 7, 2022, the total consideration was valued at approximately $341.6 million. The transaction is subject to customary closing conditions, including the receipt of regulatory approvals and approval of the shareholders of First Bancshares. The transaction is expected to close during the first quarter of 2023, although delays could occur.

Pending Acquisition of Lone Star State Bancshares, Inc.

On October 11, 2022, Prosperity Bancshares and Lone Star State Bancshares, Inc. (“Lone Star“) jointly announced the signing of a definitive merger agreement whereby Lone Star, the parent company of Lone Star State Bank of West Texas (“Lone Star Bank“) will merge with and into Prosperity. Lone Star Bank operates 5 banking offices in the West Texas area, including its main office in Lubbock, and 1 banking center in each of Brownfield, Midland, Odessa and Big Spring, Texas.  As of June 30, 2022, Lone Star, on a consolidated basis, reported total assets of $1.305 billion, total loans of $933.5 million and total deposits of $1.174 billion.

Under the terms of the merger agreement, Prosperity will issue 2,376,182 shares of Prosperity common stock plus $64.1 million in cash for all outstanding shares of Lone Star capital stock, subject to certain conditions and potential adjustments. Based on Prosperity’s closing price of $69.27 on October 7, 2022, the total consideration was valued at approximately $228.7 million. The transaction is subject to customary closing conditions, including the receipt of regulatory approvals and approval of the shareholders of Lone Star. The transaction is expected to close during the first quarter of 2023, although delays could occur.

Conference Call

Prosperity’s management team will host a conference call on Wednesday, October 26, 2022, at 11:30 a.m. Eastern Time (10:30 a.m. Central Time) to discuss Prosperity’s third quarter 2022 earnings. Individuals and investment professionals may participate in the call by dialing 877-883-0383 for domestic participants, or 412-902-6506 for international participants. The participant elite entry number is 7408913.

Alternatively, individuals may listen to the live webcast of the presentation by visiting Prosperity’s website at www.prosperitybankusa.com. The webcast may be accessed from Prosperity’s home page by selecting “Presentations, Webcasts & Calls” from the menu on the Investor Relations link and following the instructions.

Non-GAAP Financial Measures

Prosperity’s management uses certain non-GAAP financial measures to evaluate its performance. Specifically, Prosperity reviews return on average tangible common equity; tangible book value per share; the tangible equity to tangible assets ratio; allowance for credit losses on loans to total loans excluding Warehouse Purchase Program and PPP loans; and the efficiency ratio excluding net gains and losses on the sale or write down of assets and securities, for internal planning and forecasting purposes. Prosperity believes these non-GAAP financial measures provide information useful to investors in understanding Prosperity’s financial results and their presentation, together with the accompanying reconciliations, provides a more complete understanding of factors and trends affecting Prosperity’s business and allows investors to view performance in a manner similar to management, the entire financial services sector, bank stock analysts and bank regulators. Further, Prosperity believes that these non-GAAP financial measures provide useful information by excluding certain items that may not be indicative of its core operating earnings and business outlook. These non-GAAP financial measures should not be considered a substitute for, nor of greater importance than, GAAP basis financial measures and results; Prosperity strongly encourages investors to review its consolidated financial statements in their entirety and not to rely on any single financial measure. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies’ non-GAAP financial measures having the same or similar names. Please refer to the “Notes to Selected Financial Data” at the end of this Earnings Release for a reconciliation of these non-GAAP financial measures to the nearest respective GAAP financial measures.

Prosperity Bancshares, Inc. ®

As of September 30, 2022, Prosperity Bancshares, Inc.® is a $37.844 billion Houston, Texas based regional financial holding company providing personal banking services and investments to consumers and businesses throughout Texas and Oklahoma.  Founded in 1983, Prosperity believes in a community banking philosophy, taking care of customers, businesses and communities in the areas it serves by providing financial solutions to simplify everyday financial needs. In addition to offering traditional deposit and loan products, Prosperity offers digital banking solutions, credit and debit cards, mortgage services, retail brokerage services, trust and wealth management, and treasury management.

Prosperity currently operates 272 full-service banking locations: 65 in the Houston area, including The Woodlands; 30 in the South Texas area including Corpus Christi and Victoria; 62 in the Dallas/Fort Worth area; 22 in the East Texas area; 29 in the Central Texas area including Austin and San Antonio; 34 in the West Texas area including Lubbock, MidlandOdessa and Abilene; 16 in the Bryan/College Station area; 6 in the Central Oklahoma area; and 8 in the Tulsa, Oklahoma area.

PROSPERITY BANCSHARES, INC. (PRNewsfoto/Prosperity Bancshares, Inc.)

Cautionary Notes on Forward-Looking Statements

“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995: This release contains, and the remarks by Prosperity’s management on the conference call may contain, forward-looking statements within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. From time to time, oral or written forward-looking statements may also be included in other information released to the public.  Such forward-looking statements are typically, but not exclusively, identified by the use in the statements of words or phrases such as “aim,” “anticipate,” “believe,” “estimate,” “expect,” “goal,” “guidance,” “intend,” “is anticipated,” “is expected,” “is intended,” “objective,” “plan,” “projected,” “projection,” “will affect,” “will be,” “will continue,” “will decrease,” “will grow,” “will impact,” “will increase,” “will incur,” “will reduce,” “will remain,” “will result,” “would be,” variations of such words or phrases (including where the word “could,” “may,” or “would” is used rather than the word “will” in a phrase) and similar words and phrases indicating that the statement addresses some future result, occurrence, plan or objective. Forward-looking statements include all statements other than statements of historical fact, including forecasts or trends, and are based on current expectations, assumptions, estimates and projections about Prosperity Bancshares and its subsidiaries. These forward-looking statements may include information about Prosperity’s possible or assumed future economic performance or future results of operations, including future revenues, income, expenses, provision for loan losses, provision for taxes, effective tax rate, earnings per share and cash flows and Prosperity’s future capital expenditures and dividends, future financial condition and changes therein, including changes in Prosperity’s loan portfolio and allowance for loan losses, future capital structure or changes therein, as well as the plans and objectives of management for Prosperity’s future operations, future or proposed acquisitions, the future or expected effect of acquisitions on Prosperity’s operations, results of operations, financial condition, and future economic performance, statements about the anticipated benefits of each of the proposed transactions, and statements about the assumptions underlying any such statement, as well as expectations regarding the effects of the COVID-19 pandemic on Prosperity’s operating income, financial condition and cash flows. These forward‑looking statements are not guarantees of future performance and are based on expectations and assumptions Prosperity currently believes to be valid.  Because forward-looking statements relate to future results and occurrences, many of which are outside of Prosperity’s control, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. Many possible events or factors could adversely affect the future financial results and performance of Prosperity, First Bancshares, Lone Star or the combined company and could cause those results or performance to differ materially from those expressed in or implied by the forward-looking statements. Such risks and uncertainties include, among others: the occurrence of any event, change or other circumstance that could give rise to the right of a party to terminate the merger agreement with First Bancshares or Lone Star, as applicable, the outcome of any legal proceedings that may be instituted against Prosperity, First Bancshares or Lone Star, delays in completing either of the transactions, the failure to obtain necessary regulatory approvals (and the risk that such approvals may result in the imposition of conditions that could adversely affect the combined company or the expected benefits of each of the transactions) or First Bancshares shareholder approval or Lone Star shareholder approval or to satisfy any of the other conditions to the transactions on a timely basis or at all, the possibility that the anticipated benefits of the transactions are not realized when expected or at all, including as a result of the impact of, or problems arising from, the integration of the two companies or as a result of the strength of the economy and competitive factors generally, or specifically in the West Texas area and the West, North and Central Texas area where First Bancshares and Lone Star, respectively, do a majority of their respective business and Prosperity has a significant presence, the possibility that the transactions may be more expensive to complete than anticipated, including as a result of unexpected factors or events, diversion of management’s attention from ongoing business operations and opportunities, potential adverse reactions or changes to business or employee relationships, including those resulting from the announcement or completion of the transactions, Prosperity’s ability to complete the acquisition and integration of First Bancshares and of Lone Star successfully, and the dilution caused by Prosperity’s issuance of additional shares of its common stock in connection with the transactions. Prosperity disclaims any obligation to update such factors or to publicly announce the results of any revisions to any of the forward-looking statements included herein to reflect future events or developments. These and various other factors are discussed in Prosperity’s Annual Report on Form 10-K for the year ended December 31, 2021, and other reports and statements Prosperity has filed with the Securities and Exchange Commission (“SEC”). Copies of the SEC filings for Prosperity may be downloaded from the Internet at no charge from http://www.prosperitybankusa.com.

Additional Information about the First Bancshares Merger and Where to Find It

In connection with the proposed merger of First Bancshares into Prosperity, Prosperity will file with the SEC a registration statement on Form S-4 to register the shares of Prosperity common stock to be issued to the shareholders of First Bancshares. The registration statement will include a proxy statement/prospectus which will be sent to the shareholders of First Bancshares seeking their approval of the proposed transaction.

WE URGE INVESTORS AND SECURITY HOLDERS TO READ THE REGISTRATION STATEMENT ON FORM S-4, THE PROXY STATEMENT/PROSPECTUS INCLUDED WITHIN THE REGISTRATION STATEMENT ON FORM S-4 AND ANY OTHER RELEVANT DOCUMENTS TO BE FILED WITH THE SECURITIES AND EXCHANGE COMMISSION IN CONNECTION WITH THE PROPOSED TRANSACTION BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT PROSPERITY, FIRST BANCSHARES AND THE PROPOSED TRANSACTION.

Investors and security holders may obtain free copies of these documents through the website maintained by the SEC at http://www.sec.gov. You will also be able to obtain these documents, when they are filed, free of charge, from Prosperity at http://www.prosperitybankusa.com. Copies of the proxy statement/prospectus can also be obtained, when it becomes available, free of charge, by directing a request by telephone or mail to Prosperity Bancshares, Inc., Prosperity Bank Plaza, 4295 San Felipe, Houston, Texas 77027 Attn: Investor Relations, (281) 269-7199 or to First Bancshares of Texas, Inc., 310 West Wall Street, Suite 1200, Midland, Texas 79701, Attention: Ken Burgess, (844) 322-8392.

Additional Information about the Lone Star Merger and Where to Find It

In connection with the proposed merger of Lone Star into Prosperity, Prosperity will file with the SEC a registration statement on Form S-4 to register the shares of Prosperity common stock to be issued to the shareholders of Lone Star. The registration statement will include a proxy statement/prospectus which will be sent to the shareholders of Lone Star seeking their approval of the proposed transaction.

WE URGE INVESTORS AND SECURITY HOLDERS TO READ THE REGISTRATION STATEMENT ON FORM S-4, THE PROXY STATEMENT/PROSPECTUS INCLUDED WITHIN THE REGISTRATION STATEMENT ON FORM S-4 AND ANY OTHER RELEVANT DOCUMENTS TO BE FILED WITH THE SECURITIES AND EXCHANGE COMMISSION IN CONNECTION WITH THE PROPOSED TRANSACTION BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT PROSPERITY, LONE STAR AND THE PROPOSED TRANSACTION.

Investors and security holders may obtain free copies of these documents through the website maintained by the SEC at http://www.sec.gov. You will also be able to obtain these documents, when they are filed, free of charge, from Prosperity at http://www.prosperitybankusa.com. Copies of the proxy statement/prospectus can also be obtained, when it becomes available, free of charge, by directing a request by telephone or mail to Prosperity Bancshares, Inc., Prosperity Bank Plaza, 4295 San Felipe, Houston, Texas 77027 Attn: Investor Relations, (281) 269-7199 or to Lone Star State Bancshares, Inc., 6220 Milwaukee Avenue, Lubbock, Texas 79424, Attention: Alan Lackey, (806) 771-7717.

Participants in the Solicitation

Prosperity, First Bancshares and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from the shareholders of First Bancshares in connection with the proposed transaction. Certain information regarding the interests of these participants and a description of their direct and indirect interests, by security holdings or otherwise, will be included in the proxy statement/prospectus regarding the proposed transaction when it becomes available. 

Prosperity, Lone Star and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from the shareholders of Lone Star in connection with the proposed transaction. Certain information regarding the interests of these participants and a description of their direct and indirect interests, by security holdings or otherwise, will be included in the proxy statement/prospectus regarding the proposed transaction when it becomes available. 

Additional information about Prosperity and its directors and executive officers may be found in the definitive proxy statement of Prosperity relating to its 2022 Annual Meeting of Shareholders filed with the SEC on March 14, 2022, and other documents filed by Prosperity with the SEC. These documents can be obtained free of charge from the sources described above.

No Offer or Solicitation

This communication is for informational purposes only and is not intended to and does not constitute an offer to subscribe for, buy or sell, or the solicitation of an offer to subscribe for, buy or sell, or an invitation to subscribe for, buy or sell any securities or a solicitation of any vote or approval in any jurisdiction, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, invitation, sale or solicitation would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, and otherwise in accordance with applicable law.

 

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(1)

Refer to the “Notes to Selected Financial Data” at the end of this Earnings Release for a reconciliation of this non-GAAP financial measure to the nearest GAAP financial measure.

(2)

Includes purchase accounting adjustments of $997 thousand, net of tax, primarily comprised of loan discount accretion of $1.2 million for the three months ended September 30, 2022.

(3)

Includes purchase accounting adjustments of $4.3 million, net of tax, primarily comprised of loan discount accretion of $5.4 million for the three months ended September 30, 2021.

(4)

Includes purchase accounting adjustments of $103 thousand, net of tax, primarily comprised of loan discount accretion of $59 thousand for the three months ended June 30, 2022.

(5)

Includes purchase accounting adjustments of $5.2 million, net of tax, primarily comprised of loan discount accretion of $6.5 million for the nine months ended September 30, 2022.

(6)

Includes purchase accounting adjustments of $27.3 million, net of tax, primarily comprised of loan discount accretion of $33.9 million for the nine months ended September 30, 2021.

 

Bryan/College Station Area


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Needville


Wall Street

Caldwell


McKinney


Tyler-South Broadway


Rosenberg



College Station


McKinney Eldorado


Tyler-University


Shadow Creek


Odessa

Crescent Point


McKinney Redbud


Winnsboro


Spring


Grandview

Hearne


North Carrolton




Tomball


Grant

Huntsville


Park Cities


Houston Area


Waller


Kermit Highway

Madisonville


Plano


Houston


West Columbia


Parkway

Navasota


Plano-West


Aldine


Wharton



New Waverly


Preston Forest


Alief


Winnie


Other West Texas Area

Rock Prairie


Preston Parker


Bellaire


Wirt


Locations

Southwest Parkway


Preston Royal


Beltway




Big Spring

Tower Point


Red Oak


Clear Lake


South Texas Area –


Brownfield

Wellborn Road


Richardson


Copperfield


Corpus Christi


Brownwood



Richardson-West


Cypress


Calallen


Cisco

Central Texas Area


Rosewood Court


Downtown


Carmel


Comanche

Austin


The Colony


Eastex


Northwest


Early

Allandale


Tollroad


Fairfield


Saratoga


Floydada

Cedar Park


Trinity Mills


First Colony


Timbergate


Gorman

Congress


Turtle Creek


Fry Road


Water Street


Levelland

Lakeway


West 15th Plano


Gessner




Littlefield

Liberty Hill


West Allen


Gladebrook


Victoria


Merkel

Northland


Westmoreland


Grand Parkway


Victoria Main


Plainview

Oak Hill


Wylie


Heights


Victoria-Navarro


San Angelo

Research Blvd




Highway 6 West


Victoria-North


Slaton

Westlake


Fort Worth


Little York


Victoria Salem


Snyder



Haltom City


Medical Center





Other Central Texas Area


Hulen


Memorial Drive


Other South Texas Area


Oklahoma

Locations


Keller


Northside


 Locations


Central Oklahoma Area

Bastrop


Museum Place


Pasadena


Alice


Oklahoma City

Canyon Lake


Renaissance Square


Pecan Grove


Aransas Pass


23rd Street

Dime Box


Roanoke


Pin Oak


Beeville


Expressway

Dripping Springs


Stockyards


River Oaks


Colony Creek


I-240

Elgin




Sugar Land


Cuero


Memorial

Flatonia


Other Dallas/Fort Worth Area


SW Medical Center


Edna



Georgetown


Locations


Tanglewood


Goliad


Other Central Oklahoma Area

Gruene


Arlington


The Plaza


Gonzales


 Locations

Kingsland


Azle


Uptown


Hallettsville


Edmond

La Grange


Ennis


Waugh Drive


Kingsville


Norman

Lexington


Gainesville


Westheimer


Mathis



New Braunfels


Glen Rose


West University


Padre Island


Tulsa Area

Pleasanton


Granbury


Woodcreek


Palacios


Tulsa

Round Rock


Grand Prairie




Port Lavaca


Garnett

San Antonio


Jacksboro


Katy


Portland


Harvard

Schulenburg


Mesquite


Cinco Ranch


Rockport


Memorial

Seguin


Muenster


Katy-Spring Green


Sinton


Sheridan

Smithville


Runaway Bay




Taft


S. Harvard

Thorndale


Sanger


The Woodlands


Yoakum


Utica Tower

Weimar


Waxahachie


The Woodlands-College Park


Yorktown


Yale



Weatherford


The Woodlands-I-45





Dallas/Fort Worth Area




The Woodlands-Research Forest


West Texas Area


Other Tulsa Area Locations

Dallas


East Texas Area




Abilene


Owasso

14th Street Plano


Athens


Other Houston Area


Antilley Road



Abrams Centre


Blooming Grove


Locations


Barrow Street



Addison


Canton


Angleton


Cypress Street



Allen


Carthage


Bay City


Judge Ely



Balch Springs


Corsicana


Beaumont


Mockingbird



Camp Wisdom


Crockett


Cleveland





Carrollton


Eustace


East Bernard


Lubbock



Cedar Hill


Gilmer


El Campo


4th Street



Coppell


Grapeland


Dayton


66th Street



East Plano


Gun Barrel City


Galveston


82nd Street



Euless


Jacksonville


Groves


86th Street



Frisco


Kerens


Hempstead


98th Street



Frisco Warren


Longview


Hitchcock


Avenue Q



Frisco-West


Mount Vernon


Liberty


North University



 – – –

Prosperity Bancshares, Inc.®

Financial Highlights (Unaudited)

(In thousands)





Sep 30, 2022



Jun 30, 2022



Mar 31, 2022



Dec 31, 2021



Sep 30, 2021


Balance Sheet Data (at period end)





















Loans held for sale


$

2,871



$

3,350



$

2,810



$

7,274



$

10,197


Loans held for investment



17,580,653




17,067,871




16,720,173




16,833,171




16,949,486


Loans held for investment – Warehouse Purchase

   Program



922,764




1,137,623




1,344,541




1,775,699




1,998,049


Total loans



18,506,288




18,208,844




18,067,524




18,616,144




18,957,732























Investment securities(A)



14,806,487




14,912,313




14,798,127




12,818,901




12,629,368


Federal funds sold



244




201




274




241




237


Allowance for credit losses on loans



(282,179)




(283,959)




(285,163)




(286,380)




(287,187)


Cash and due from banks



602,152




393,716




1,560,321




2,547,739




1,055,386


Goodwill



3,231,636




3,231,636




3,231,636




3,231,636




3,231,636


Core deposit intangibles, net



53,906




56,483




59,064




61,684




64,539


Other real estate owned



1,758




1,555




1,705




622




150


Fixed assets, net



337,099




335,939




336,075




319,799




322,799


Other assets



586,111




530,528




501,623




523,584




537,459


Total assets


$

37,843,502



$

37,387,256



$

38,271,186



$

37,833,970



$

36,512,119























Noninterest-bearing deposits


$

11,154,143



$

11,032,184



$

10,776,652



$

10,750,034



$

10,326,489


Interest-bearing deposits



18,145,952




18,833,434




20,291,658




20,021,728




19,125,163


Total deposits



29,300,095




29,865,618




31,068,310




30,771,762




29,451,652


Other borrowings



1,165,000




300,000











Securities sold under repurchase agreements



454,304




481,785




440,891




448,099




440,969


Allowance for credit losses on off-balance sheet

   credit exposures



29,947




29,947




29,947




29,947




29,947


Other liabilities



282,514




188,079




227,614




156,926




244,110


Total liabilities



31,231,860




30,865,429




31,766,762




31,406,734




30,166,678


Shareholders’ equity(B)



6,611,642




6,521,827




6,504,424




6,427,236




6,345,441


Total liabilities and equity


$

37,843,502



$

37,387,256



$

38,271,186



$

37,833,970



$

36,512,119




(A)

Includes $(296), $1,517, $2,115, $2,290 and $2,483 in unrealized (losses) gains on available for sale securities for the quarterly periods ended September 30, 2022, June 30, 2022, March 31, 2022, December 31, 2021 and September 30, 2021, respectively.

(B)

Includes $(234), $1,198 $1,671, $1,809 and $1,961 in after-tax unrealized (losses) gains on available for sale securities for the quarterly periods ended September 30, 2022, June 30, 2022, March 31, 2022, December 31, 2021 and September 30, 2021, respectively.

 

Prosperity Bancshares, Inc.®

Financial Highlights (Unaudited)

(In thousands)




Three Months Ended



Year-to-Date




Sep 30,

2022



Jun 30,

2022



Mar 31,

2022



Dec 31,

2021



Sep 30,

2021



Sep 30,

2022



Sep 30,

2021


Income Statement Data





























Interest income:





























Loans


$

210,268



$

192,770



$

193,025



$

206,209



$

213,821



$

596,063



$

663,699


Securities(C)



68,761




64,111




55,011




46,857




46,217




187,883




128,602


Federal funds sold and other earning assets



525




925




847




563




302




2,297




993


Total interest income



279,554




257,806




248,883




253,629




260,340




786,243




793,294































Interest expense:





























Deposits



14,669




8,641




8,754




8,685




11,578




32,064




44,228


Other borrowings



3,719




450













4,169





Securities sold under repurchase agreements



487




244




185




184




195




916




518


Total interest expense



18,875




9,335




8,939




8,869




11,773




37,149




44,746


Net interest income



260,679




248,471




239,944




244,760




248,567




749,094




748,548


Provision for credit losses






















Net interest income after provision for credit losses



260,679




248,471




239,944




244,760




248,567




749,094




748,548































Noninterest income:





























Nonsufficient funds (NSF) fees



8,887




8,484




8,124




8,401




7,962




25,495




21,209


Credit card, debit card and ATM card income



8,889




8,880




8,179




8,894




8,837




25,948




25,786


Service charges on deposit accounts



6,222




6,365




6,211




6,237




6,115




18,798




18,155


Trust income



3,174




2,875




2,703




2,698




2,467




8,752




7,580


Mortgage income



340




502




455




685




1,396




1,297




7,617


Brokerage income



940




917




892




953




861




2,749




2,367


Bank owned life insurance income



1,214




1,293




1,283




1,317




1,325




3,790




3,911


Net gain (loss) on sale or write-down of assets



50




1,108




689




1,165




255




1,847




(68)


Other noninterest income



4,972




7,170




6,586




5,407




5,427




18,728




17,652


Total noninterest income



34,688




37,594




35,122




35,757




34,645




107,404




104,209































Noninterest expense:





























Salaries and benefits



79,578




80,371




79,411




76,496




78,412




239,360




234,060


Net occupancy and equipment



8,412




8,039




7,848




8,140




8,165




24,299




24,044


Credit and debit card, data processing and

   software amortization



9,516




9,246




8,849




9,050




9,103




27,611




26,054


Regulatory assessments and FDIC insurance



2,807




2,851




2,850




2,801




2,497




8,508




7,837


Core deposit intangibles amortization



2,577




2,581




2,620




2,855




2,878




7,778




8,696


Depreciation



4,436




4,539




4,547




4,518




4,524




13,522




13,577


Communications



3,374




3,206




2,919




3,134




3,013




9,499




8,894


Other real estate expense



198




195




214




24




30




607




472


Net loss (gain) on sale or write-down of other

   real estate



(213)




14




(621)




2




4




(820)




(2,722)


Other noninterest expense



11,529




11,836




11,213




12,518




11,189




34,578




33,170


Total noninterest expense



122,214




122,878




119,850




119,538




119,815




364,942




354,082


Income before income taxes



173,153




163,187




155,216




160,979




163,397




491,556




498,675


Provision for income taxes



37,333




34,697




32,890




34,192




34,807




104,920




106,165


Net income available to common shareholders


$

135,820



$

128,490



$

122,326



$

126,787



$

128,590



$

386,636



$

392,510




(C)

Interest income on securities was reduced by net premium amortization of $9,947, $11,450, $12,857, $16,006 and $15,141 for the three months ended September 30, 2022, June 30, 2022, March 31, 2022, December 31, 2021 and September 30, 2021, respectively, and $34,254 and $42,421 for the nine months ended September 30, 2022 and September 30, 2021, respectively.

 

Prosperity Bancshares, Inc. ®

Financial Highlights (Unaudited)

(Dollars and share amounts in thousands, except per share data and market prices)




Three Months Ended



Year-to-Date





Sep 30,

2022



Jun 30,

2022



Mar 31,

2022



Dec 31,

2021



Sep 30,

2021



Sep 30,

2022



Sep 30,

2021

































Profitability






























Net income (D) (E)


$

135,820



$

128,490



$

122,326



$

126,787



$

128,590



$

386,636



$

392,510

































Basic earnings per share


$

1.49



$

1.40



$

1.33



$

1.38



$

1.39



$

4.22



$

4.23



Diluted earnings per share


$

1.49



$

1.40



$

1.33



$

1.38



$

1.39



$

4.22



$

4.23

































Return on average assets (F)



1.45

%



1.36

%



1.29

%



1.37

%



1.42

%



1.37

%



1.47

%


Return on average common equity (F)



8.24

%



7.84

%



7.54

%



7.91

%



8.07

%



7.88

%



8.32

%


Return on average tangible common equity (F) (G)



16.44

%



15.73

%



15.30

%



16.26

%



16.72

%



15.83

%



17.53

%


Tax equivalent net interest margin (D) (E) (H)



3.11

%



2.97

%



2.88

%



2.97

%



3.10

%



2.99

%



3.20

%


Efficiency ratio (G) (I)



41.38

%



43.12

%



43.68

%



42.79

%



42.34

%



42.70

%



41.52

%
































Liquidity and Capital Ratios






























Equity to assets



17.47

%



17.44

%



17.00

%



16.99

%



17.38

%



17.47

%



17.38

%


Common equity tier 1 capital



15.44

%

(J)


15.26

%

(J)


15.32

%

(J)


15.10

%



14.84

%



15.44

%

(J)


14.84

%


Tier 1 risk-based capital



15.44

%

(J)


15.26

%

(J)


15.32

%

(J)


15.10

%



14.84

%



15.44

%

(J)


14.84

%


Total risk-based capital



16.09

%

(J)


15.91

%

(J)


15.99

%

(J)


15.45

%



15.20

%



16.09

%

(J)


15.20

%


Tier 1 leverage capital



9.94

%

(J)


9.58

%

(J)


9.44

%

(J)


9.62

%



9.55

%



9.94

%

(J)


9.55

%


Period end tangible equity to period end tangible

   assets (G)



9.62

%



9.48

%



9.19

%



9.07

%



9.18

%



9.62

%



9.18

%
































Other Data






























Weighted-average shares used in computing

   earnings per common share






























Basic



91,209




91,772




92,161




92,162




92,683




91,710




92,823



Diluted



91,209




91,772




92,161




92,162




92,683




91,710




92,823



Period end shares outstanding



91,210




91,196




92,160




92,170




92,160




91,210




92,160



Cash dividends paid per common share


$

0.52



$

0.52



$

0.52



$

0.52



$

0.49



$

1.56



$

1.47



Book value per common share


$

72.49



$

71.51



$

70.58



$

69.73



$

68.85



$

72.49



$

68.85



Tangible book value per common share (G)


$

36.47



$

35.46



$

34.87



$

34.00



$

33.09



$

36.47



$

33.09

































Common Stock Market Price






























High


$

77.93



$

73.50



$

80.46



$

78.67



$

72.97



$

80.46



$

83.02



Low


$

65.37



$

64.69



$

69.08



$

68.53



$

64.40



$

64.69



$

64.40



Period end closing price


$

66.68



$

68.27



$

69.38



$

72.35



$

71.13



$

66.68



$

71.13



Employees – FTE (excluding overtime)



3,592




3,576




3,595




3,704




3,625




3,592




3,625



Number of banking centers



272




272




272




273




273




272




273





 (D)

Includes purchase accounting adjustments for the periods presented as follows:

 


Three Months Ended


Year-to-Date


Sep 30, 2022


Jun 30, 2022


Mar 31, 2022


Dec 31, 2021


Sep 30, 2021


Sep 30, 2022


Sep 30, 2021

Loan discount accretion














ASC 310-20

$912


$(265)


$4,674


$4,635


$3,761


$5,321


$26,805

ASC 310-30

$322


$324


$521


$731


$1,618


$1,167


$7,107

Securities net amortization

$40


$12


$52


$139


$136


$104


$418

Time deposits amortization

$68


$84


$100


$127


$201


$252


$1,035



(E)

Using effective tax rate of 21.6%, 21.3%, 21.2%, 21.2% and 21.3% for the three months ended September 30, 2022, June 30, 2022, March 31, 2022, December 31, 2021 and September 30, 2021, respectively, and 21.3% for the nine months ended September 30, 2022 and September 30, 2021.

(F)

Interim periods annualized.

(G)

Refer to the “Notes to Selected Financial Data” at the end of this Earnings Release for a reconciliation of this non-GAAP financial measure to the nearest GAAP financial measure.

(H)

Net interest margin for all periods presented is based on average balances on an actual 365-day basis.

(I)

Calculated by dividing total noninterest expense, excluding credit loss provisions, by net interest income plus noninterest income, excluding net gains and losses on the sale or write down of assets and securities. Additionally, taxes are not part of this calculation.

(J)

Beginning on January 1, 2022, the cumulative amount of the current expected credit loss (“CECL”) transition adjustments is being phased in over a three-year transition period.

 

Prosperity Bancshares, Inc.®

Financial Highlights (Unaudited)

 

(Dollars in thousands)


YIELD ANALYSIS


Three Months Ended





Sep 30, 2022



Jun 30, 2022



Sep 30, 2021





Average

Balance



Interest

Earned/

Interest

Paid



Average

Yield/

Rate


(K)

Average

Balance



Interest

Earned/

Interest

Paid



Average

Yield/

Rate


(K)

Average

Balance



Interest

Earned/

Interest

Paid



Average

Yield/

Rate


(K)

Interest-earning assets:






































Loans held for sale


$

4,136



$

57



5.47 %



$

3,199



$

40



5.02 %



$

11,714



$

91



3.08 %



Loans held for investment



17,275,866




199,417



4.58 %




16,799,609




182,286



4.35 %




17,102,998




199,019



4.62 %



Loans held for investment – Warehouse

   Purchase Program



938,589




10,794



4.56 %




1,257,521




10,444



3.33 %




1,836,252




14,711



3.18 %



Total Loans



18,218,591




210,268



4.58 %




18,060,329




192,770



4.28 %




18,950,964




213,821



4.48 %



Investment securities



14,962,847




68,761



1.82 %


(L)


14,989,666




64,111



1.72 %


(L)


12,184,964




46,217



1.50 %


(L)

Federal funds sold and other earning assets



87,859




525



2.37 %




540,907




925



0.69 %




734,787




302



0.16 %



Total interest-earning assets



33,269,297




279,554



3.33 %




33,590,902




257,806



3.08 %




31,870,715




260,340



3.24 %



Allowance for credit losses on loans



(283,244)












(284,550)












(301,011)











Noninterest-earning assets



4,480,512












4,448,060












4,728,965











Total assets


$

37,466,565











$

37,754,412











$

36,298,669

















































Interest-bearing liabilities:






































Interest-bearing demand deposits


$

6,155,511



$

2,345



0.15 %



$

6,437,614



$

2,154



0.13 %



$

6,089,678



$

3,614



0.24 %



Savings and money market deposits



10,172,986




9,479



0.37 %




10,702,273




4,473



0.17 %




9,944,664




4,522



0.18 %



Certificates and other time deposits



2,185,529




2,845



0.52 %




2,409,663




2,014



0.34 %




2,897,123




3,442



0.47 %



Other borrowings



577,828




3,719



2.55 %




112,582




450



1.60 %












Securities sold under repurchase agreements



473,584




487



0.41 %




463,108




244



0.21 %




448,338




195



0.17 %



Total interest-bearing liabilities



19,565,438




18,875



0.38 %


(M)


20,125,240




9,335



0.19 %


(M)


19,379,803




11,773



0.24 %


(M)







































Noninterest-bearing liabilities:






































Noninterest-bearing demand deposits



11,048,856












10,855,802












10,286,062











Allowance for credit losses on off-balance

   sheet credit exposures



29,947












29,947












29,947











Other liabilities



231,812












186,344












229,502











Total liabilities



30,876,053












31,197,333












29,925,314











Shareholders’ equity



6,590,512












6,557,079












6,373,355











Total liabilities and shareholders’ equity


$

37,466,565











$

37,754,412











$

36,298,669

















































Net interest income and margin






$

260,679



3.11 %







$

248,471



2.97 %







$

248,567



3.09 %



Non-GAAP to GAAP reconciliation:






































Tax equivalent adjustment







458












445












551







Net interest income and margin (tax

   equivalent basis)






$

261,137



3.11 %







$

248,916



2.97 %







$

249,118



3.10 %





(K)

Annualized and based on an actual 365-day basis.

(L)

Yield on securities was impacted by net premium amortization of $9,947, $11,450 and $15,141 for the three months ended September 30, 2022, June 31, 2022 and September 30, 2021, respectively.

(M)

Total cost of funds, including noninterest bearing deposits, was 0.24%, 0.12% and 0.16% for the three months ended September 30, 2022, June 31, 2022 and September 30, 2021, respectively.

 

Prosperity Bancshares, Inc.®

Financial Highlights (Unaudited)

 

(Dollars in thousands)


YIELD ANALYSIS


Year-to-Date





Sep 30, 2022



Sep 30, 2021





Average

Balance



Interest

Earned/

Interest

Paid



Average

Yield/

Rate


(N)

Average

Balance



Interest

Earned/

Interest

Paid



Average

Yield/

Rate


(N)

Interest-earning assets:


























Loans held for sale


$

3,980



$

137



4.60 %



$

19,507



$

439



3.01 %



Loans held for investment



16,931,422




564,736



4.46 %




17,228,462




613,813



4.76 %



Loans held for investment – Warehouse Purchase

   Program



1,153,762




31,190



3.61 %




2,061,432




49,447



3.21 %



Total loans



18,089,164




596,063



4.41 %




19,309,401




663,699



4.60 %



Investment securities



14,579,521




187,883



1.72 %


(O)


10,849,373




128,602



1.58 %


(O)

Federal funds sold and other earning assets



913,923




2,297



0.34 %




1,151,647




993



0.12 %



Total interest-earning assets



33,582,608




786,243



3.13 %




31,310,421




793,294



3.39 %



Allowance for credit losses on loans



(284,486)












(307,500)











Noninterest-earning assets



4,462,318












4,644,874











Total assets


$

37,760,440











$

35,647,795





































Interest-bearing liabilities:


























Interest-bearing demand deposits


$

6,453,810



$

6,951



0.14 %



$

6,160,988



$

15,028



0.33 %



Savings and money market deposits



10,579,351




17,978



0.23 %




9,747,706




15,765



0.22 %



Certificates and other time deposits



2,409,251




7,135



0.40 %




2,969,151




13,435



0.60 %



Other borrowings



232,253




4,169



2.40 %












Securities sold under repurchase agreements



462,994




916



0.26 %




403,254




518



0.17 %



Total interest-bearing liabilities



20,137,659




37,149



0.25 %


(P)


19,281,099




44,746



0.31 %


(P)



























Noninterest-bearing liabilities:


























Noninterest-bearing demand deposits



10,848,605












9,855,599











Allowance for credit losses on off-balance sheet credit

   exposures



29,947












29,947











Other liabilities



198,196












194,347











Total liabilities



31,214,407












29,360,992











Shareholders’ equity



6,546,033












6,286,803











Total liabilities and shareholders’ equity



37,760,440











$

35,647,795





































Net interest income and margin






$

749,094



2.98 %







$

748,548



3.20 %



Non-GAAP to GAAP reconciliation:


























Tax equivalent adjustment







1,375












1,772







Net interest income and margin (tax equivalent basis)






$

750,469



2.99 %







$

750,320



3.20 %





(N)

Annualized and based on an actual 365-day basis.

(O)

Yield on securities was impacted by net premium amortization of $34,254 and $42,421 for the nine months ended September 30, 2022 and 2021, respectively.

(P)

Total cost of funds, including noninterest bearing deposits, was 0.16% and 0.21% for the nine months ended September 30, 2022 and 2021, respectively.

  

Prosperity Bancshares, Inc.®

Financial Highlights (Unaudited)

(Dollars in thousands)



Three Months Ended



Sep 30, 2022



Jun 30, 2022



Mar 31, 2022



Dec 31, 2021



Sep 30, 2021


YIELD TREND (Q)








































Interest-Earning Assets:




















Loans held for sale


5.47

%



5.02

%



3.52

%



3.20

%



3.08

%

Loans held for investment


4.58

%



4.35

%



4.44

%



4.53

%



4.62

%

Loans held for investment – Warehouse Purchase

   Program


4.56

%



3.33

%



3.18

%



3.12

%



3.18

%

Total loans


4.58

%



4.28

%



4.35

%



4.40

%



4.48

%

Investment securities (R)


1.82

%



1.72

%



1.62

%



1.46

%



1.50

%

Federal funds sold and other earning assets


2.37

%



0.69

%



0.16

%



0.16

%



0.16

%

Total interest-earning assets


3.33

%



3.08

%



2.98

%



3.07

%



3.24

%





















Interest-Bearing Liabilities:




















Interest-bearing demand deposits


0.15

%



0.13

%



0.15

%



0.14

%



0.24

%

Savings and money market deposits


0.37

%



0.17

%



0.15

%



0.15

%



0.18

%

Certificates and other time deposits


0.52

%



0.34

%



0.35

%



0.38

%



0.47

%

Other borrowings


2.55

%



1.60

%










Securities sold under repurchase agreements


0.41

%



0.21

%



0.17

%



0.17

%



0.17

%

Total interest-bearing liabilities


0.38

%



0.19

%



0.17

%



0.18

%



0.24

%





















Net Interest Margin


3.11

%



2.97

%



2.87

%



2.96

%



3.09

%

Net Interest Margin (tax equivalent)


3.11

%



2.97

%



2.88

%



2.97

%



3.10

%



(Q)

Annualized and based on average balances on an actual 365-day basis.

(R)

Yield on securities was impacted by net premium amortization of $9,947, $11,450, $12,857, $16,006 and $15,141 for the three months ended September 30, 2022, June 30, 2022, March 31, 2022, December 31, 2021 and September 30, 2021, respectively.

 

Prosperity Bancshares, Inc.®

Financial Highlights (Unaudited)

(Dollars in thousands)




Three Months Ended




Sep 30, 2022



Jun 30, 2022



Mar 31, 2022



Dec 31, 2021



Sep 30, 2021


Balance Sheet Averages





















Loans held for sale


$

4,136



$

3,199



$

4,611



$

8,794



$

11,714


Loans held for investment



17,275,866




16,799,609




16,712,690




16,830,163




17,102,998


Loans held for investment – Warehouse Purchase

   Program



938,589




1,257,521




1,268,715




1,772,971




1,836,252


Total Loans



18,218,591




18,060,329




17,986,016




18,611,928




18,950,964























Investment securities



14,962,847




14,989,666




13,772,974




12,751,857




12,184,964


Federal funds sold and other earning assets



87,859




540,907




2,135,503




1,393,859




734,787


Total interest-earning assets



33,269,297




33,590,902




33,894,493




32,757,644




31,870,715


Allowance for credit losses on loans



(283,244)




(284,550)




(285,692)




(287,191)




(301,011)


Cash and due from banks



302,479




309,223




326,552




329,406




570,765


Goodwill



3,231,637




3,231,637




3,231,637




3,231,637




3,231,637


Core deposit intangibles, net



55,158




57,728




60,346




63,091




65,955


Other real estate



1,652




1,639




1,893




321




279


Fixed assets, net



336,657




336,242




327,297




321,524




323,584


Other assets



552,929




511,591




510,944




530,603




536,745


Total assets


$

37,466,565



$

37,754,412



$

38,067,470



$

36,947,035



$

36,298,669























Noninterest-bearing deposits


$

11,048,856



$

10,855,802



$

10,636,624



$

10,587,441



$

10,286,062


Interest-bearing demand deposits



6,155,511




6,437,614




6,775,114




6,196,283




6,089,678


Savings and money market deposits



10,172,986




10,702,273




10,870,461




10,286,650




9,944,664


Certificates and other time deposits



2,185,529




2,409,663




2,637,529




2,766,123




2,897,123


Total deposits



29,562,882




30,405,352




30,919,728




29,836,497




29,217,527


Other borrowings



577,828




112,582











Securities sold under repurchase agreements



473,584




463,108




452,054




432,981




448,338


Allowance for credit losses on off-balance sheet

   credit exposures



29,947




29,947




29,947




29,947




29,947


Other liabilities



231,812




186,344




176,360




234,746




229,502


Shareholders’ equity



6,590,512




6,557,079




6,489,381




6,412,864




6,373,355


Total liabilities and equity


$

37,466,565



$

37,754,412



$

38,067,470



$

36,947,035



$

36,298,669


 

Prosperity Bancshares, Inc.®

Financial Highlights (Unaudited)

(Dollars in thousands)




Sep 30, 2022



Jun 30, 2022



Mar 31, 2022



Dec 31, 2021



Sep 30, 2021


Period End Balances








































































Loan Portfolio




































Commercial and industrial


$

2,188,029



11.8

%


$

2,155,727



11.8

%


$

2,007,783



11.1

%


$

2,050,631



11.0

%


$

1,841,899



9.7

%

Warehouse purchase program



922,764



5.0

%



1,137,623



6.2

%



1,344,541



7.4

%



1,775,699



9.5

%



1,998,049



10.6

%

Construction, land development and

   other land loans



2,659,552



14.4

%



2,460,526



13.5

%



2,327,837



12.9

%



2,299,715



12.4

%



2,269,417



12.0

%

1-4 family residential



5,447,993



29.4

%



5,156,200



28.3

%



4,970,620



27.5

%



4,860,419



26.1

%



4,709,468



24.8

%

Home equity



943,197



5.1

%



932,725



5.1

%



870,130



4.8

%



808,289



4.4

%



746,426



3.9

%

Commercial real estate (includes

   multi-family residential)



4,966,243



26.8

%



4,967,662



27.3

%



5,150,555



28.5

%



5,251,368



28.2

%



5,550,841



29.3

%

Agriculture (includes farmland)



670,603



3.6

%



665,960



3.7

%



617,418



3.4

%



620,338



3.3

%



631,497



3.3

%

Consumer and other



288,834



1.6

%



274,532



1.5

%



246,433



1.4

%



288,496



1.6

%



274,980



1.5

%

Energy



410,069



2.2

%



430,339



2.4

%



445,949



2.5

%



491,305



2.6

%



569,314



3.0

%

Paycheck Protection Program



9,004



0.1

%



27,550



0.2

%



86,258



0.5

%



169,884



0.9

%



365,841



1.9

%

Total loans


$

18,506,288






$

18,208,844






$

18,067,524






$

18,616,144






$

18,957,732









































Deposit Types




































Noninterest-bearing DDA


$

11,154,143



38.1

%


$

11,032,184



36.9

%


$

10,776,652



34.7

%


$

10,750,034



34.9

%


$

10,326,489



35.0

%

Interest-bearing DDA



6,027,157



20.6

%



6,331,314



21.2

%



6,603,934



21.2

%



6,741,092



21.9

%



6,088,923



20.7

%

Money market



6,438,787



22.0

%



6,646,726



22.3

%



7,603,329



24.5

%



7,178,904



23.3

%



6,864,664



23.3

%

Savings



3,563,776



12.1

%



3,597,820



12.0

%



3,543,300



11.4

%



3,401,727



11.1

%



3,293,850



11.2

%

Certificates and other time deposits



2,116,232



7.2

%



2,257,574



7.6

%



2,541,095



8.2

%



2,700,005



8.8

%



2,877,726



9.8

%

Total deposits


$

29,300,095






$

29,865,618






$

31,068,310






$

30,771,762






$

29,451,652









































Loan to Deposit Ratio



63.2

%






61.0

%






58.2

%






60.5

%






64.4

%




 

Prosperity Bancshares, Inc.®

Financial Highlights (Unaudited)

(Dollars in thousands)


Construction Loans




Sep 30, 2022



Jun 30, 2022



Mar 31, 2022



Dec 31, 2021



Sep 30, 2021






































Single family residential construction


$

1,004,000



37.8

%


$

911,443



37.0

%


$

816,072



35.0

%


$

728,393



31.7

%


$

659,248



29.0

%

Land development



145,303



5.5

%



133,398



5.4

%



103,853



4.5

%



99,099



4.3

%



92,623



4.1

%

Raw land



343,066



12.9

%



316,750



12.9

%



310,987



13.4

%



322,673



14.0

%



315,803



13.9

%

Residential lots



237,714



8.9

%



223,703



9.1

%



212,029



9.1

%



206,978



9.0

%



195,201



8.6

%

Commercial lots



181,679



6.8

%



184,794



7.5

%



183,760



7.9

%



184,901



8.0

%



169,189



7.5

%

Commercial construction and other



747,803



28.1

%



690,453



28.1

%



701,148



30.1

%



757,687



33.0

%



837,436



36.9

%

Net unaccreted discount



(13)







(15)







(12)







(16)







(83)





Total construction loans


$

2,659,552






$

2,460,526






$

2,327,837






$

2,299,715






$

2,269,417





 

Non-Owner Occupied Commercial Real Estate Loans by Metropolitan Statistical Area (MSA) as of September 30, 2022



Houston



Dallas



Austin



OK City



Tulsa



Other (S)



Total



Collateral Type





























Shopping center/retail

$

422,432



$

257,332



$

50,427



$

18,868



$

27,159



$

276,875



$

1,053,093



Commercial and industrial buildings


160,956




78,735




18,646




32,753




16,267




166,892




474,249



Office buildings


92,541




322,061




26,391




68,836




4,378




64,189




578,396



Medical buildings


82,266




20,237




2,525




20,961




39,028




51,973




216,990



Apartment buildings


79,475




64,631




12,259




13,995




8,239




147,840




326,439



Hotel


92,257




68,683




44,188




28,364







131,290




364,782



Other


73,549




76,947




32,797




7,512




2,593




71,337




264,735



Total

$

1,003,476



$

888,626



$

187,233



$

191,289



$

97,664



$

910,396



$

3,278,684


(T)

 

Acquired Loans




Non-PCD Loans



PCD Loans



Total Acquired Loans




Balance at

Acquisition

Date



Balance at

Jun 30,

2022



Balance at

Sep 30,

2022



Balance at

Acquisition

Date



Balance at

Jun 30,

2022



Balance at

Sep 30,

2022



Balance at

Acquisition

Date



Balance at

Jun 30,

2022



Balance at

Sep 30,

2022


Loan marks:





































Acquired banks (U)


$

345,599



$

3,734



$

2,836



$

320,052



$

3,993



$

3,671



$

665,651



$

7,727



$

6,507







































Acquired portfolio loan balances:





































Acquired banks (U)



12,286,159




1,559,270




1,410,748




689,573




68,125




66,613




12,975,732


(V)


1,627,395




1,477,361







































Acquired portfolio loan balances less

   loan marks


$

11,940,560



$

1,555,536



$

1,407,912



$

369,521



$

64,132



$

62,942



$

12,310,081



$

1,619,668



$

1,470,854




(S)

Includes other MSA and non-MSA regions.

(T)

Represents a portion of total commercial real estate loans of $4.966 billion as of September 30, 2022.

(U)

Includes Bank Arlington, American State Bank, Community National Bank, First Federal Bank Texas, Coppermark Bank, First Victoria National Bank, The F&M Bank & Trust Company, Tradition Bank and LegacyTexas Bank.

(V)

Actual principal balances acquired.

  

Prosperity Bancshares, Inc.®

Financial Highlights (Unaudited)

(Dollars in thousands)



Three Months Ended



Year-to-Date



Sep 30,

2022



Jun 30,

2022



Mar 31,

2022



Dec 31,

2021



Sep 30,

2021



Sep 30,

2022



Sep 30,

2021


Asset Quality




























Nonaccrual loans

$

17,729



$

20,619



$

21,765



$

26,269



$

35,035



$

17,729



$

35,035


Accruing loans 90 or more days past due


378




13




3,695




887




1,038




378




1,038


Total nonperforming loans


18,107




20,632




25,460




27,156




36,073




18,107




36,073


Repossessed assets


13







19




310




326




13




326


Other real estate


1,758




1,555




1,705




622




150




1,758




150


Total nonperforming assets

$

19,878



$

22,187



$

27,184



$

28,088



$

36,549



$

19,878



$

36,549






























Nonperforming assets:




























Commercial and industrial (includes energy)

$

2,376



$

2,964



$

4,403



$

6,150



$

8,199



$

2,376



$

8,199


Construction, land development and other land

   loans


1,712




1,866




1,761




1,841




803




1,712




803


1-4 family residential (includes home equity)


13,986




14,335




11,899




11,990




11,117




13,986




11,117


Commercial real estate (includes multi-family

   residential)


1,364




2,448




7,685




7,276




15,691




1,364




15,691


Agriculture (includes farmland)


434




567




1,402




816




643




434




643


Consumer and other


6




7




34




15




96




6




96


Total

$

19,878



$

22,187



$

27,184



$

28,088



$

36,549



$

19,878



$

36,549


Number of loans/properties


150




160




147




157




155




150




155


Allowance for credit losses on loans

$

282,179



$

283,959



$

285,163



$

286,380



$

287,187



$

282,179



$

287,187






























Net charge-offs (recoveries):




























Commercial and industrial (includes energy)

$

(15)



$

(197)



$

14



$

177



$

3,763



$

(198)



$

8,876


Construction, land development and other land

   loans


(4)




(5)




430




(162)




(4)




421




(114)


1-4 family residential (includes home equity)


(202)




(32)




87




(72)




66




(147)




107


Commercial real estate (includes multi-family

   residential)


757




395




(366)




(10)




11,180




786




18,286


Agriculture (includes farmland)


119




(9)




(103)




(102)




(63)




7




(39)


Consumer and other


1,125




1,052




1,155




976




755




3,332




1,765


Total

$

1,780



$

1,204



$

1,217



$

807



$

15,697



$

4,201



$

28,881






























Asset Quality Ratios




























Nonperforming assets to average interest-earning

   assets


0.06

%



0.07

%



0.08

%



0.09

%



0.11

%



0.06

%



0.12

%

Nonperforming assets to loans and other real estate


0.11

%



0.12

%



0.15

%



0.15

%



0.19

%



0.11

%



0.19

%

Net charge-offs to average loans (annualized)


0.04

%



0.03

%



0.03

%



0.02

%



0.33

%



0.03

%



0.20

%

Allowance for credit losses on loans to total loans


1.52

%



1.56

%



1.58

%



1.54

%



1.51

%



1.52

%



1.51

%

Allowance for credit losses on loans to total loans,

   excluding Warehouse Purchase Program loans

   and Paycheck Protection Program loans (G)


1.61

%



1.67

%



1.71

%



1.72

%



1.73

%



1.61

%



1.73

%

 

Prosperity Bancshares, Inc.®

Notes to Selected Financial Data (Unaudited)

(Dollars and share amounts in thousands, except per share data)


NOTES TO SELECTED FINANCIAL DATA


Prosperity’s management uses certain non-GAAP (generally accepted accounting principles) financial measures to evaluate its performance. Specifically, Prosperity reviews return on average tangible common equity; tangible book value per share; the tangible equity to tangible assets ratio; allowance for credit losses on loans to total loans excluding Warehouse Purchase Program and PPP loans; and the efficiency ratio, excluding net gains and losses on the sale or write down of assets and securities, for internal planning and forecasting purposes. In addition, due to the application of purchase accounting, Prosperity uses certain non-GAAP financial measures and ratios that exclude the impact of these items to evaluate its allowance for credit losses on loans to total loans (excluding Warehouse Purchase Program loans and PPP loans). Prosperity has included information below relating to these non-GAAP financial measures for the applicable periods presented.




Three Months Ended



Year-to-Date




Sep 30,

2022



Jun 30,

2022



Mar 31,

2022



Dec 31,

2021



Sep 30,

2021



Sep 30,

2022



Sep 30,

2021































Reconciliation of return on average common equity to

   return on average tangible common equity:





























Net income


$

135,820



$

128,490



$

122,326



$

126,787



$

128,590



$

386,636



$

392,510


Average shareholders’ equity


$

6,590,512



$

6,557,079



$

6,489,381



$

6,412,864



$

6,373,355



$

6,546,033



$

6,286,803


Less: Average goodwill and other intangible assets



(3,286,795)




(3,289,365)




(3,291,983)




(3,294,728)




(3,297,592)




(3,289,362)




(3,300,990)


Average tangible shareholders’ equity


$

3,303,717



$

3,267,714



$

3,197,398



$

3,118,136



$

3,075,763



$

3,256,671



$

2,985,813


Return on average tangible common equity (F)



16.44

%



15.73

%



15.30

%



16.26

%



16.72

%



15.83

%



17.53

%






























Reconciliation of book value per share to tangible book

   value per share:





























Shareholders’ equity


$

6,611,642



$

6,521,827



$

6,504,424



$

6,427,236



$

6,345,441



$

6,611,642



$

6,345,441


Less: Goodwill and other intangible assets



(3,285,541)




(3,288,119)




(3,290,700)




(3,293,320)




(3,296,175)




(3,285,541)




(3,296,175)


Tangible shareholders’ equity


$

3,326,101



$

3,233,708



$

3,213,724



$

3,133,916



$

3,049,266



$

3,326,101



$

3,049,266































Period end shares outstanding



91,210




91,196




92,160




92,170




92,160




91,210




92,160


Tangible book value per share


$

36.47



$

35.46



$

34.87



$

34.00



$

33.09



$

36.47



$

33.09































Reconciliation of equity to assets ratio to period end

   tangible equity to period end tangible assets ratio:





























Tangible shareholders’ equity


$

3,326,101



$

3,233,708



$

3,213,724



$

3,133,916



$

3,049,266



$

3,326,101



$

3,049,266


Total assets


$

37,843,502



$

37,387,256



$

38,271,186



$

37,833,970



$

36,512,119



$

37,843,502



$

36,512,119


Less: Goodwill and other intangible assets



(3,285,541)




(3,288,119)




(3,290,700)




(3,293,320)




(3,296,175)




(3,285,541)




(3,296,175)


Tangible assets


$

34,557,961



$

34,099,137



$

34,980,486



$

34,540,650



$

33,215,944



$

34,557,961



$

33,215,944


Period end tangible equity to period end tangible assets

   ratio



9.62

%



9.48

%



9.19

%



9.07

%



9.18

%



9.62

%



9.18

%






























Reconciliation of allowance for credit losses to total

   loans to allowance for credit losses on loans to total

   loans excluding Warehouse Purchase Program and

   Paycheck Protection Program loans:





























Allowance for credit losses on loans


$

282,179



$

283,959



$

285,163



$

286,380



$

287,187



$

282,179



$

287,187


Total loans


$

18,506,288



$

18,208,844



$

18,067,524



$

18,616,144



$

18,957,732



$

18,506,288



$

18,957,732


Less: Warehouse Purchase Program loans



(922,764)




(1,137,623)




(1,344,541)




(1,775,699)




(1,998,049)




(922,764)




(1,998,049)


Less: Paycheck Protection Program loans



(9,004)




(27,550)




(86,258)




(169,884)




(365,841)




(9,004)




(365,841)


Total loans less Warehouse Purchase Program and

   Paycheck Protection Program loans


$

17,574,520



$

17,043,671



$

16,636,725



$

16,670,561



$

16,593,842



$

17,574,520



$

16,593,842


Allowance for credit losses on loans to total loans

   excluding Warehouse Purchase Program and Paycheck

   Protection Program loans



1.61

%



1.67

%



1.71

%



1.72

%



1.73

%



1.61

%



1.73

%






























Reconciliation of efficiency ratio to efficiency ratio

   excluding net gains and losses on the sale of assets

   and securities:





























Noninterest expense


$

122,214



$

122,878



$

119,850



$

119,538



$

119,815



$

364,942



$

354,082































Net interest income


$

260,679



$

248,471



$

239,944



$

244,760



$

248,567



$

749,094



$

748,548


Noninterest income



34,688




37,594




35,122




35,757




34,645




107,404




104,209


Less: net gain (loss) on sale or write down of assets



50




1,108




689




1,165




255




1,847




(68)


Noninterest income excluding net gains and losses on the

   sale or write down of assets and securities



34,638




36,486




34,433




34,592




34,390




105,557




104,277


Total income excluding net gains and losses on the

   sale or write down of assets and securities


$

295,317



$

284,957



$

274,377



$

279,352



$

282,957



$

854,651



$

852,825


Efficiency ratio, excluding net gains and losses on the sale

   or write down of assets and securities



41.38

%



43.12

%



43.68

%



42.79

%



42.34

%



42.70

%



41.52

%

 

Cision View original content to download multimedia:https://www.prnewswire.com/news-releases/prosperity-bancshares-inc-reports-third-quarter-2022-earnings-301659313.html

SOURCE Prosperity Bancshares, Inc.

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