Item 1. Financial Statements
Item 1. FINANCIAL STATEMENTS
Renasant Corporation and Subsidiaries
Consolidated Balance Sheets
(In Thousands, Except Share Data)
(Unaudited)
September 30,
2023 December 31, 2022
Assets
Cash and due from banks $ 179,111 $ 193,513
Interest-bearing balances with banks 562,045 382,479
Cash and cash equivalents 741,156 575,992
Securities held to maturity (net of allowance for credit losses of $ 32 at each of September 30, 2023 and December 31, 2022) (fair value of $ 1,079,123 and $ 1,206,540 , respectively)
1,245,595 1,324,040
Securities available for sale, at fair value 909,108 1,533,942
Loans held for sale, at fair value 241,613 110,105
Loans held for investment, net of unearned income 12,168,023 11,578,304
Allowance for credit losses on loans ( 197,773 ) ( 192,090 )
Loans, net 11,970,250 11,386,214
Premises and equipment, net 284,368 283,595
Other real estate owned, net 9,258 1,763
Goodwill 991,665 991,708
Other intangible assets, net 20,070 24,176
Bank-owned life insurance 379,945 373,808
Mortgage servicing rights 90,241 84,448
Other assets 298,352 298,385
Total assets $ 17,181,621 $ 16,988,176
Liabilities and shareholders’ equity
Liabilities
Deposits
Noninterest-bearing $ 3,734,197 $ 4,558,756
Interest-bearing 10,422,913 8,928,210
Total deposits 14,157,110 13,486,966
Short-term borrowings 107,662 712,232
Long-term debt 427,399 428,133
Other liabilities 256,127 224,829
Total liabilities 14,948,298 14,852,160
Shareholders’ equity
Preferred stock, $ 0.01 par value – 5,000,000 shares authorized; no shares issued and outstanding
— —
Common stock, $ 5.00 par value – 150,000,000 shares authorized; 59,296,725 shares issued; 56,140,713 and 55,953,104 shares outstanding, respectively
296,483 296,483
Treasury stock, at cost – 3,156,012 and 3,343,621 shares, respectively
( 105,300 ) ( 111,577 )
Additional paid-in capital 1,304,891 1,302,422
Retained earnings 936,573 857,725
Accumulated other comprehensive loss, net of taxes ( 199,324 ) ( 209,037 )
Total shareholders’ equity 2,233,323 2,136,016
Total liabilities and shareholders’ equity $ 17,181,621 $ 16,988,176
See Notes to Consolidated Financial Statements.
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Renasant Corporation and Subsidiaries
Consolidated Statements of Income (Unaudited)
(In Thousands, Except Share Data)
Three Months Ended Nine Months Ended
September 30, September 30,
2023 2022 2023 2022
Interest income
Loans $ 184,880 $ 125,175 $ 524,592 $ 332,862
Securities
Taxable 9,439 12,636 34,992 32,137
Tax-exempt 1,230 1,864 4,768 5,669
Other 10,128 3,458 22,536 6,076
Total interest income 205,677 143,133 586,888 376,744
Interest expense
Deposits 70,906 7,241 155,163 17,896
Borrowings 7,388 5,574 38,351 15,386
Total interest expense 78,294 12,815 193,514 33,282
Net interest income 127,383 130,318 393,374 343,462
Provision for credit losses on loans 5,315 9,800 16,275 13,300
Net interest income after provision for credit losses 122,068 120,518 377,099 330,162
Noninterest income
Service charges on deposit accounts 9,743 10,216 28,596 29,512
Fees and commissions 4,108 4,148 13,771 12,798
Insurance commissions 3,264 3,108 8,519 8,253
Wealth management revenue 5,986 5,467 16,464 17,102
Mortgage banking income 7,533 12,675 25,821 30,624
Net loss on sales of securities — — ( 22,438 ) —
BOLI income 2,469 2,296 7,874 6,780
Other 5,097 3,276 14,112 10,789
Total noninterest income 38,200 41,186 92,719 115,858
Noninterest expense
Salaries and employee benefits 69,458 66,463 209,927 194,282
Data processing 3,907 3,526 11,224 11,379
Net occupancy and equipment 11,548 11,266 34,818 33,697
Other real estate owned ( 120 ) 34 ( 39 ) ( 394 )
Professional fees 3,338 3,087 10,817 9,016
Advertising and public relations 3,474 3,229 11,642 10,694
Intangible amortization 1,311 1,251 4,106 3,927
Communications 2,006 1,999 6,212 5,930
Merger and conversion related expenses — — — 687
Restructuring charges — — — 732
Other 12,747 10,719 35,835 23,923
Total noninterest expense 107,669 101,574 324,542 293,873
Income before income taxes 52,599 60,130 145,276 152,147
Income taxes 10,766 13,563 28,722 32,355
Net income $ 41,833 $ 46,567 $ 116,554 $ 119,792
Basic earnings per share $ 0.75 $ 0.83 $ 2.08 $ 2.14
Diluted earnings per share $ 0.74 $ 0.83 $ 2.07 $ 2.13
Cash dividends per common share $ 0.22 $ 0.22 $ 0.66 $ 0.66
See Notes to Consolidated Financial Statements.
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Renasant Corporation and Subsidiaries
Consolidated Statements of Comprehensive Income (Unaudited)
(In Thousands)
Three Months Ended Nine Months Ended
September 30, September 30,
2023 2022 2023 2022
Net income $ 41,833 $ 46,567 $ 116,554 $ 119,792
Other comprehensive income (loss), net of tax:
Securities available for sale:
Unrealized holding losses on securities ( 12,883 ) ( 63,579 ) ( 13,282 ) ( 220,999 )
Reclassification adjustment for losses realized in net income — — 16,816 —
Amortization of unrealized holding losses on securities transferred to the held to maturity category 2,947 1,207 7,527 969
Total securities available for sale ( 9,936 ) ( 62,372 ) 11,061 ( 220,030 )
Derivative instruments:
Unrealized holding gains (losses) on derivative instruments 1,987 1,687 ( 1,606 ) 14,328
Total derivative instruments 1,987 1,687 ( 1,606 ) 14,328
Defined benefit pension and post-retirement benefit plans:
Amortization of net actuarial loss recognized in net periodic pension cost 86 31 258 93
Total defined benefit pension and post-retirement benefit plans 86 31 258 93
Other comprehensive (loss) income, net of tax ( 7,863 ) ( 60,654 ) 9,713 ( 205,609 )
Comprehensive income (loss) $ 33,970 $ ( 14,087 ) $ 126,267 $ ( 85,817 )
See Notes to Consolidated Financial Statements.
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Renasant Corporation and Subsidiaries
Consolidated Statements of Changes in Shareholders’ Equity
(Unaudited)
(In Thousands, Except Share Data)
Common Stock Treasury Stock Additional Paid-In Capital Retained Earnings Accumulated Other Comprehensive Income (Loss) Total
Nine Months Ended September 30, 2023 Shares Amount
Balance at January 1, 2023 55,953,104 $ 296,483 $ ( 111,577 ) $ 1,302,422 $ 857,725 $ ( 209,037 ) $ 2,136,016
Net income — — — — 46,078 — 46,078
Other comprehensive income — — — — — 16,713 16,713
Comprehensive income 62,791
Cash dividends ($ 0.22 per share)
— — — — ( 12,561 ) — ( 12,561 )
Issuance of common stock for stock-based compensation awards 120,554 — 4,018 ( 6,409 ) — — ( 2,391 )
Stock-based compensation expense — — — 3,445 — — 3,445
Balance at March 31, 2023 56,073,658 $ 296,483 $ ( 107,559 ) $ 1,299,458 $ 891,242 $ ( 192,324 ) $ 2,187,300
Net income — $ — $ — $ — $ 28,643 $ — $ 28,643
Other comprehensive income — — — — — 863 863
Comprehensive income 29,506
Cash dividends ($ 0.22 per share)
— — — — ( 12,573 ) — ( 12,573 )
Issuance of common stock for stock-based compensation awards 58,820 — 1,970 ( 970 ) — — 1,000
Stock-based compensation expense — — — 3,395 — — 3,395
Balance at June 30, 2023 56,132,478 $ 296,483 $ ( 105,589 ) $ 1,301,883 $ 907,312 $ ( 191,461 ) $ 2,208,628
Net income — — — — $ 41,833 $ 41,833
Other comprehensive loss — — — — — ( 7,863 ) ( 7,863 )
Comprehensive income 33,970
Cash dividends ($ 0.22 per share)
— — — — ( 12,572 ) — ( 12,572 )
Issuance of common stock for stock-based compensation awards 8,235 — 289 ( 416 ) — — ( 127 )
Stock-based compensation expense — — — 3,424 — — 3,424
Balance at September 30, 2023 56,140,713 $ 296,483 $ ( 105,300 ) $ 1,304,891 $ 936,573 $ ( 199,324 ) $ 2,233,323
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Common Stock Treasury Stock Additional Paid-In Capital Retained Earnings Accumulated Other Comprehensive Loss Total
Nine Months Ended September 30, 2022 Shares Amount
Balance at January 1, 2022 55,756,233 $ 296,483 $ ( 118,027 ) $ 1,300,192 $ 741,648 $ ( 10,443 ) $ 2,209,853
Net income — — — — 33,547 — 33,547
Other comprehensive loss — — — — — ( 94,126 ) ( 94,126 )
Comprehensive loss ( 60,579 )
Cash dividends ($ 0.22 per share)
— — — — ( 12,505 ) — ( 12,505 )
Issuance of common stock for stock-based compensation awards 124,433 — 3,977 ( 6,442 ) — — ( 2,465 )
Stock-based compensation expense — — — 3,338 — — 3,338
Balance at March 31, 2022 55,880,666 $ 296,483 $ ( 114,050 ) $ 1,297,088 $ 762,690 $ ( 104,569 ) $ 2,137,642
Net income — $ — $ — $ — $ 39,678 $ — $ 39,678
Other comprehensive loss — — — — — ( 50,829 ) ( 50,829 )
Comprehensive loss ( 11,151 )
Cash dividends ($ 0.22 per share)
— — — — ( 12,488 ) — ( 12,488 )
Issuance of common stock for stock-based compensation awards 51,351 — 1,755 ( 1,833 ) — — ( 78 )
Stock-based compensation expense — — — 2,952 — — 2,952
Balance at June 30, 2022 55,932,017 $ 296,483 $ ( 112,295 ) $ 1,298,207 $ 789,880 $ ( 155,398 ) $ 2,116,877
Net income — — — — $ 46,567 — $ 46,567
Other comprehensive loss — — — — — ( 60,654 ) ( 60,654 )
Comprehensive loss ( 14,087 )
Cash dividends ($ 0.22 per share)
— — — — ( 12,496 ) — ( 12,496 )
Issuance of common stock for stock-based compensation awards 21,087 — 718 ( 1,000 ) — — ( 282 )
Stock-based compensation expense — — — 2,269 — — 2,269
Balance at September 30, 2022 55,953,104 $ 296,483 $ ( 111,577 ) $ 1,299,476 $ 823,951 $ ( 216,052 ) $ 2,092,281
See Notes to Consolidated Financial Statements.
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Renasant Corporation and Subsidiaries
Consolidated Statements of Cash Flows (Unaudited)
(In Thousands)
Nine Months Ended September 30,
2023 2022
Operating activities
Net income $ 116,554 $ 119,792
Adjustments to reconcile net income to net cash provided by operating activities:
Provision for credit losses 16,275 13,300
Depreciation, amortization and accretion 26,723 33,590
Deferred income tax (benefit) expense ( 1,231 ) 3,600
Proceeds from sale of MSR — 18,525
Gain on sale of MSR — ( 2,960 )
Funding of mortgage loans held for sale ( 1,057,277 ) ( 1,436,158 )
Proceeds from sales of mortgage loans held for sale 934,761 1,757,353
Gains on sales of mortgage loans held for sale ( 12,639 ) ( 9,808 )
Losses on sales of securities 22,438 —
Losses (gains) on sales of premises and equipment 8 ( 245 )
Stock-based compensation expense 10,264 8,558
Increase in other assets ( 30,741 ) ( 32,187 )
Increase (decrease) in other liabilities 22,989 ( 10,253 )
Net cash provided by operating activities 48,124 463,107
Investing activities
Purchases of securities available for sale ( 9,646 ) ( 708,457 )
Proceeds from sales of securities available for sale 488,981 —
Proceeds from call/maturities of securities available for sale 124,150 336,504
Purchases of securities held to maturity — ( 91,803 )
Proceeds from call/maturities of securities held to maturity 83,945 35,980
Net increase in loans ( 607,335 ) ( 1,057,998 )
Purchases of premises and equipment ( 16,394 ) ( 10,374 )
Proceeds from sales of premises and equipment — 1,230
Purchase of bank-owned life insurance — ( 80,000 )
Net change in FHLB stock 20,794 ( 7,538 )
Proceeds from sales of other assets 2,833 2,458
Net cash paid in acquisition of businesses — ( 10,066 )
Other, net 1,844 2,607
Net cash provided by (used in) investing activities 89,172 ( 1,587,457 )
Financing activities
Net (decrease) increase in noninterest-bearing deposits ( 824,559 ) 109,096
Net increase (decrease) in interest-bearing deposits 1,494,703 ( 582,696 )
Net (decrease) increase in short-term borrowings ( 604,570 ) 269,391
Repayment of long-term debt — ( 32,417 )
Cash paid for dividends ( 37,706 ) ( 37,489 )
Net cash provided by (used in) financing activities 27,868 ( 274,115 )
Net increase (decrease) in cash and cash equivalents 165,164 ( 1,398,465 )
Cash and cash equivalents at beginning of period 575,992 1,877,965
Cash and cash equivalents at end of period $ 741,156 $ 479,500
Supplemental disclosures
Cash paid for interest $ 153,732 $ 32,506
Cash paid for income taxes $ 30,922 $ 19,245
Noncash transactions:
Transfers of loans to other real estate owned $ 10,073 $ 1,828
Recognition of operating right-of-use assets $ 3,077 $ 3,045
Recognition of operating lease liabilities $ 3,077 $ 3,045
See Notes to Consolidated Financial Statements.
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Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited)
Note 1 – Summary of Significant Accounting Policies
(In Thousands)
Nature of Operations : Renasant Corporation (referred to herein as the “Company”) owns and operates Renasant Bank (“Renasant Bank” or the “Bank”), Renasant Insurance, Inc., Park Place Capital Corporation and Continental Republic Capital, LLC (doing business as “Republic Business Credit”). Through its subsidiaries, the Company offers a diversified range of financial, wealth management, fiduciary and insurance services to its retail and commercial customers from offices located throughout the Southeast and offers factoring and asset-based lending on a nationwide basis.
The Bank acquired Southeastern Commercial Finance, LLC (“SCF”), an asset-based lending company headquartered in Birmingham, Alabama, effective March 1, 2022. Prior to the end of the third quarter of 2022, all of SCF’s assets were distributed to the Bank in connection with the conversion and integration of SCF into the Bank.
In September 2022, the Bank formed Renasant Capital Funding Corporation (the “REIT”), which is intended to qualify as a real estate investment trust under the Internal Revenue Code of 1986, as amended. The REIT purchases from the Bank, either by assignment or participation, eligible loans collateralized by real estate located in Georgia and Florida, which allows for more effective monitoring of the loans and better managing liquidity related to such real estate assets. The arrangement provides tax benefits in certain states in which the Company operates.
The Bank acquired Republic Business Credit, a factoring and asset-based lending company headquartered in New Orleans, Louisiana (“RBC”), effective December 30, 2022.
Basis of Presentation : The accompanying unaudited consolidated financial statements of the Company and its subsidiaries have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. For further information regarding the Company’s significant accounting policies, refer to the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 filed with the Securities and Exchange Commission on February 24, 2023.
Use of Estimates : The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates, and such differences may be material.
Impact of Recently-Issued Accounting Standards and Pronouncements :
In March 2023, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) 2023-02, “Investments - Equity Method and Joint Ventures (Topic 323): Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method” (“ASU 2023-02”) , which permits reporting entities to elect to account for their tax equity investments, regardless of the tax credit program from which the income tax credits are received, using the proportional amortization method if certain conditions are met. ASU 2023-02 will be effective on January 1, 2024. Early adoption is permitted, including in an interim period. The adoption of this accounting pronouncement will have no impact on the Company’s historical financial statements but could influence the Company’s decisions with respect to investments in certain tax credits prospectively.
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Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited)
Note 2 – Securities
(In Thousands, Except Number of Securities)
The amortized cost and fair value of securities available for sale were as follows as of the dates presented in the tables below.
There was no allowance for credit losses allocated to any of the Company’s available for sale securities as of September 30, 2023 or December 31, 2022.
Amortized
Cost Gross
Unrealized
Gains Gross
Unrealized
Losses Fair
Value
September 30, 2023
Obligations of states and political subdivisions $ 38,200 $ 71 $ ( 4,732 ) $ 33,539
Residential mortgage backed securities:
Government agency mortgage backed securities 321,245 2 ( 49,799 ) 271,448
Government agency collateralized mortgage obligations 501,793 — ( 108,896 ) 392,897
Commercial mortgage backed securities:
Government agency mortgage backed securities 6,036 — ( 908 ) 5,128
Government agency collateralized mortgage obligations 165,812 — ( 27,071 ) 138,741
Other debt securities 72,386 207 ( 5,238 ) 67,355
$ 1,105,472 $ 280 $ ( 196,644 ) $ 909,108
Amortized
Cost Gross
Unrealized
Gains Gross
Unrealized
Losses Fair
Value
December 31, 2022
Obligations of other U.S. Government agencies and corporations $ 170,000 $ — $ ( 5,340 ) $ 164,660
Obligations of states and political subdivisions 154,066 204 ( 9,368 ) 144,902
Residential mortgage backed securities:
Government agency mortgage backed securities 508,415 37 ( 52,036 ) 456,416
Government agency collateralized mortgage obligations 605,033 — ( 103,864 ) 501,169
Commercial mortgage backed securities:
Government agency mortgage backed securities 11,166 — ( 1,053 ) 10,113
Government agency collateralized mortgage obligations 211,435 — ( 25,589 ) 185,846
Other debt securities 74,885 — ( 4,049 ) 70,836
$ 1,735,000 $ 241 $ ( 201,299 ) $ 1,533,942
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Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited)
The amortized cost and fair value of securities held to maturity were as follows as of the dates presented:
Amortized
Cost Gross
Unrealized
Gains Gross
Unrealized
Losses Fair
Value
September 30, 2023
Obligations of states and political subdivisions $ 289,053 $ — $ ( 57,660 ) $ 231,393
Residential mortgage backed securities
Government agency mortgage backed securities 440,227 — ( 41,350 ) 398,877
Government agency collateralized mortgage obligations 395,441 — ( 49,030 ) 346,411
Commercial mortgage backed securities:
Government agency mortgage backed securities 16,989 — ( 3,800 ) 13,189
Government agency collateralized mortgage obligations 44,725 — ( 8,235 ) 36,490
Other debt securities 59,192 — ( 6,429 ) 52,763
$ 1,245,627 $ — $ ( 166,504 ) $ 1,079,123
Allowance for credit losses - held to maturity securities ( 32 )
Held to maturity securities, net of allowance for credit losses $ 1,245,595
Amortized
Cost Gross
Unrealized
Gains Gross
Unrealized
Losses Fair
Value
December 31, 2022
Obligations of states and political subdivisions $ 291,886 $ 17 $ ( 48,325 ) $ 243,578
Residential mortgage backed securities
Government agency mortgage backed securities 483,560 — ( 24,432 ) 459,128
Government agency collateralized mortgage obligations 423,315 — ( 30,706 ) 392,609
Commercial mortgage backed securities:
Government agency mortgage backed securities 17,006 — ( 3,261 ) 13,745
Government agency collateralized mortgage obligations 45,430 — ( 6,559 ) 38,871
Other debt securities 62,875 — ( 4,266 ) 58,609
$ 1,324,072 $ 17 $ ( 117,549 ) $ 1,206,540
Allowance for credit losses - held to maturity securities ( 32 )
Held to maturity securities, net of allowance for credit losses $ 1,324,040
Securities sold were as follows for the nine months ended September 30, 2023. There were no securities sold during the third quarter of 2023 nor the three and nine months ended September 30, 2022.
Carrying Value Net Proceeds (Loss)
Nine months ended September 30, 2023
Obligations of other U.S. Government agencies and corporations $ 170,000 $ 164,915 $ ( 5,085 )
Obligations of states and political subdivisions 104,950 99,439 ( 5,511 )
Residential mortgage backed securities:
Government agency mortgage backed securities 137,196 130,602 ( 6,594 )
Government agency collateralized mortgage obligations 54,028 51,101 ( 2,927 )
Commercial mortgage backed securities:
Government agency mortgage backed securities 5,048 4,825 ( 223 )
Government agency collateralized mortgage obligations 40,197 38,099 ( 2,098 )
$ 511,419 $ 488,981 $ ( 22,438 )
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Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited)
At September 30, 2023 and December 31, 2022, securities with a carrying value of $ 783,250 and $ 824,417 , respectively, were pledged to secure government, public and trust deposits. Securities with a carrying value of $ 24,034 and $ 18,184 were pledged as collateral for short-term borrowings and derivative instruments at September 30, 2023 and December 31, 2022, respectively.
The amortized cost and fair value of securities at September 30, 2023 by contractual maturity are shown below. Expected maturities will differ from contractual maturities because issuers may call or prepay obligations with or without call or prepayment penalties.
Held to Maturity Available for Sale
Amortized
Cost Fair
Value Amortized
Cost Fair
Value
Due within one year $ — $ — $ 6,482 $ 6,402
Due after one year through five years 3,265 3,044 36,332 36,386
Due after five years through ten years 75,045 62,072 42,481 36,784
Due after ten years 210,743 166,277 16,688 13,887
Residential mortgage backed securities:
Government agency mortgage backed securities 440,227 398,877 321,245 271,448
Government agency collateralized mortgage obligations 395,441 346,411 501,793 392,897
Commercial mortgage backed securities:
Government agency mortgage backed securities 16,989 13,189 6,036 5,128
Government agency collateralized mortgage obligations 44,725 36,490 165,812 138,741
Other debt securities 59,192 52,763 8,603 7,435
$ 1,245,627 $ 1,079,123 $ 1,105,472 $ 909,108
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Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited)
The following tables present the age of gross unrealized losses and fair value by investment category for which an allowance for credit losses has not been recorded as of the dates presented:
Less than 12 Months 12 Months or More Total
# Fair
Value Unrealized
Losses # Fair
Value Unrealized
Losses # Fair
Value Unrealized
Losses
Available for Sale:
September 30, 2023
Obligations of states and political subdivisions 6 5,196 ( 27 ) 16 23,814 ( 4,705 ) 22 29,010 ( 4,732 )
Residential mortgage backed securities:
Government agency mortgage backed securities — — — 53 267,412 ( 49,799 ) 53 267,412 ( 49,799 )
Government agency collateralized mortgage obligations — — — 41 392,897 ( 108,896 ) 41 392,897 ( 108,896 )
Commercial mortgage backed securities:
Government agency mortgage backed securities — — — 2 5,128 ( 908 ) 2 5,128 ( 908 )
Government agency collateralized mortgage obligations — — — 28 138,742 ( 27,071 ) 28 138,742 ( 27,071 )
Other debt securities 1 957 ( 53 ) 20 36,456 ( 5,185 ) 21 37,413 ( 5,238 )
Total 7 $ 6,153 $ ( 80 ) 160 $ 864,449 $ ( 196,564 ) 167 $ 870,602 $ ( 196,644 )
December 31, 2022
Obligations of other U.S. Government agencies and corporations 5 $ 164,660 $ ( 5,340 ) — $ — $ — 5 $ 164,660 $ ( 5,340 )
Obligations of states and political subdivisions 84 $ 96,939 $ ( 4,869 ) 11 $ 33,038 $ ( 4,499 ) 95 $ 129,977 $ ( 9,368 )
Residential mortgage backed securities:
Government agency mortgage backed securities 97 214,516 ( 15,115 ) 29 237,970 ( 36,921 ) 126 452,486 ( 52,036 )
Government agency collateralized mortgage obligations 16 109,753 ( 8,552 ) 36 391,416 ( 95,312 ) 52 501,169 ( 103,864 )
Commercial mortgage backed securities:
Government agency mortgage backed securities 4 10,114 ( 1,053 ) — — — 4 10,114 ( 1,053 )
Government agency collateralized mortgage obligations 16 67,026 ( 3,829 ) 21 118,821 ( 21,760 ) 37 185,847 ( 25,589 )
Other debt securities 25 63,423 ( 3,166 ) 1 7,412 ( 883 ) 26 70,835 ( 4,049 )
Total 247 $ 726,431 $ ( 41,924 ) 98 $ 788,657 $ ( 159,375 ) 345 $ 1,515,088 $ ( 201,299 )
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Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited)
Less than 12 Months 12 Months or More Total
# Fair
Value Unrealized
Losses # Fair
Value Unrealized
Losses # Fair
Value Unrealized
Losses
Held to Maturity:
September 30, 2023
Obligations of states and political subdivisions — $ — $ — 129 $ 231,393 $ ( 57,660 ) 129 $ 231,393 $ ( 57,660 )
Residential mortgage backed securities:
Government agency mortgage backed securities — — — 70 398,876 ( 41,350 ) 70 398,876 ( 41,350 )
Government agency collateralized mortgage obligations — — — 18 346,411 ( 49,030 ) 18 346,411 ( 49,030 )
Commercial mortgage backed securities:
Government agency mortgage backed securities — — — 1 13,189 ( 3,800 ) 1 13,189 ( 3,800 )
Government agency collateralized mortgage obligations — — — 9 36,490 ( 8,235 ) 9 36,490 ( 8,235 )
Other debt securities — — — 10 52,761 ( 6,429 ) 10 52,761 ( 6,429 )
Total — $ — $ — 237 $ 1,079,120 $ ( 166,504 ) 237 $ 1,079,120 $ ( 166,504 )
December 31, 2022
Obligations of states and political subdivisions 105 $ 191,442 $ ( 35,871 ) 24 $ 49,697 $ ( 12,454 ) 129 $ 241,139 $ ( 48,325 )
Residential mortgage backed securities:
Government agency mortgage backed securities 8 94,258 ( 4,186 ) 62 364,870 ( 20,246 ) 70 459,128 ( 24,432 )
Government agency collateralized mortgage obligations 4 98,912 ( 5,479 ) 14 293,698 ( 25,227 ) 18 392,610 ( 30,706 )
Commercial mortgage backed securities:
Government agency mortgage backed securities 1 13,745 ( 3,261 ) — — — 1 13,745 ( 3,261 )
Government agency collateralized mortgage obligations 2 7,651 ( 626 ) 7 31,220 ( 5,933 ) 9 38,871 ( 6,559 )
Other debt securities 2 42,567 ( 2,013 ) 8 16,042 ( 2,253 ) 10 58,609 ( 4,266 )
Total 122 $ 448,575 $ ( 51,436 ) 115 $ 755,527 $ ( 66,113 ) 237 $ 1,204,102 $ ( 117,549 )
The Company evaluates its investment portfolio for impairment related to credit losses on a quarterly basis. Impairment is assessed at the individual security level. The Company considers an investment security impaired if the fair value of the security is less than its cost or amortized cost basis. If the Company intends to sell the investment security or if the Company does not expect to recover the entire amortized cost basis of the security before the Company is required to sell the security or before the security’s maturity, the security is impaired and written down to fair value with all losses recognized in earnings.
As of September 30, 2023, the Company does not intend to sell any securities in an unrealized loss position, and it is not more likely than not that the Company will be required to sell any such security prior to the recovery of its amortized cost basis, which may be at maturity. Furthermore, even though a number of these securities have been in a continuous unrealized loss position for a period longer than twelve months, the Company is collecting principal and interest payments from the respective issuers as scheduled. Based upon its review of securities with unrealized losses as of September 30, 2023, the Company determined that all such losses resulted from factors not deemed credit related. As such, the Company did not record any impairment for the first nine months of 2023.
The allowance for credit losses on held to maturity securities was $ 32 at September 30, 2023 and December 31, 2022. The Company monitors the credit quality of debt securities held to maturity using bond investment grades assigned by third party ratings agencies. Updated investment grades are obtained as they become available from agencies. As of September 30, 2023, all of the amortized cost of debt securities held to maturity were rated A or higher by the ratings agencies.
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Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited)
Note 3 – Loans
(In Thousands, Except Number of Loans)
For purposes of this Note 3, all references to “loans” mean loans excluding loans held for sale.
The following is a summary of loans and leases as of the dates presented:
September 30,
2023 December 31, 2022
Commercial, financial, agricultural $ 1,819,891 $ 1,673,883
Lease financing 127,935 122,167
Real estate – construction:
Residential 300,238 355,500
Commercial 1,107,126 974,837
Total real estate – construction 1,407,364 1,330,337
Real estate – 1-4 family mortgage:
Primary 2,405,703 2,222,856
Home equity 509,394 501,906
Rental/investment 353,613 334,382
Land development 130,166 157,119
Total real estate – 1-4 family mortgage 3,398,876 3,216,263
Real estate – commercial mortgage:
Owner-occupied 1,588,174 1,539,296
Non-owner occupied 3,610,578 3,452,910
Land development 114,414 125,857
Total real estate – commercial mortgage 5,313,166 5,118,063
Installment loans to individuals 108,002 124,745
Gross loans 12,175,234 11,585,458
Unearned income ( 7,211 ) ( 7,154 )
Loans, net of unearned income $ 12,168,023 $ 11,578,304
Past Due and Nonaccrual Loans
Loans are considered past due if the required principal and interest payments have not been received as of the date such payments were due. Generally, the recognition of interest on loans is discontinued at the time the loan is 90 days past due unless the credit is well-secured and in process of collection. Consumer and other retail loans are typically charged-off no later than the time the loan is 120 days past due. In all cases, loans are placed on nonaccrual status or charged-off at an earlier date if collection of principal or interest is considered doubtful. Loans may be placed on nonaccrual status regardless of whether or not such loans are considered past due. For loans that are placed on nonaccrual status or charged-off, all interest accrued for the current year but not collected is reversed against interest income. The interest on these loans is accounted for on the cash-basis or cost-recovery method, until qualifying for return to accrual status. Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured.
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Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited)
The following tables provide an aging of past due accruing and nonaccruing loans, segregated by class, as of the dates presented:
Accruing Loans Nonaccruing Loans
30-89 Days
Past Due 90 Days
or More
Past Due Current
Loans Total
Loans 30-89 Days
Past Due 90 Days
or More
Past Due Current
Loans Total
Loans Total
Loans
September 30, 2023
Commercial, financial, agricultural $ 343 $ 46 $ 1,811,803 $ 1,812,192 $ 14 $ 2,737 $ 4,948 $ 7,699 $ 1,819,891
Lease financing — — 126,887 126,887 64 — 984 1,048 127,935
Real estate – construction:
Residential 402 — 299,836 300,238 — — — — 300,238
Commercial — — 1,107,126 1,107,126 — — — — 1,107,126
Total real estate – construction 402 — 1,406,962 1,407,364 — — — — 1,407,364
Real estate – 1-4 family mortgage:
Primary 7,379 63 2,356,252 2,363,694 4,721 20,287 17,001 42,009 2,405,703
Home equity 2,429 — 504,367 506,796 1,155 690 753 2,598 509,394
Rental/investment 251 397 350,715 351,363 325 1,751 174 2,250 353,613
Land development 32 — 129,965 129,997 — 154 15 169 130,166
Total real estate – 1-4 family mortgage 10,091 460 3,341,299 3,351,850 6,201 22,882 17,943 47,026 3,398,876
Real estate – commercial mortgage:
Owner-occupied 1,311 — 1,583,493 1,584,804 319 1,640 1,411 3,370 1,588,174
Non-owner occupied 36 — 3,600,622 3,600,658 — — 9,920 9,920 3,610,578
Land development 411 — 113,756 114,167 — 202 45 247 114,414
Total real estate – commercial mortgage 1,758 — 5,297,871 5,299,629 319 1,842 11,376 13,537 5,313,166
Installment loans to individuals 1,047 26 106,698 107,771 32 11 188 231 108,002
Unearned income — — ( 7,211 ) ( 7,211 ) — — — — ( 7,211 )
Loans, net of unearned income $ 13,641 $ 532 $ 12,084,309 $ 12,098,482 $ 6,630 $ 27,472 $ 35,439 $ 69,541 $ 12,168,023
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Table of Contents
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited)
Accruing Loans Nonaccruing Loans
30-89 Days
Past Due 90 Days
or More
Past Due Current
Loans Total
Loans 30-89 Days
Past Due 90 Days
or More
Past Due Current
Loans Total
Loans Total
Loans
December 31, 2022
Commercial, financial, agricultural $ 1,303 $ 69 $ 1,660,037 $ 1,661,409 $ 18 $ 2,373 $ 10,083 $ 12,474 $ 1,673,883
Lease financing — — 122,167 122,167 — — — — 122,167
Real estate – construction:
Residential 49 — 355,374 355,423 — — 77 77 355,500
Commercial 8,525 — 966,312 974,837 — — — — 974,837
Total real estate – construction 8,574 — 1,321,686 1,330,260 — — 77 77 1,330,337
Real estate – 1-4 family mortgage:
Primary 28,198 — 2,164,582 2,192,780 6,015 12,503 11,558 30,076 2,222,856
Home equity 5,376 — 494,621 499,997 450 754 705 1,909 501,906
Rental/investment 720 38 332,648 333,406 20 331 625 976 334,382
Land development 174 — 156,863 157,037 46 36 — 82 157,119
Total real estate – 1-4 family mortgage 34,468 38 3,148,714 3,183,220 6,531 13,624 12,888 33,043 3,216,263
Real estate – commercial mortgage:
Owner-occupied 8,557 219 1,525,240 1,534,016 1,495 2,244 1,541 5,280 1,539,296
Non-owner occupied 3,521 — 3,444,047 3,447,568 5,304 — 38 5,342 3,452,910
Land development 279 — 125,507 125,786 — 40 31 71 125,857
Total real estate – commercial mortgage 12,357 219 5,094,794 5,107,370 6,799 2,284 1,610 10,693 5,118,063
Installment loans to individuals 2,001 5 122,481 124,487 38 100 120 258 124,745
Unearned income — — ( 7,154 ) ( 7,154 ) — — — — ( 7,154 )
Loans, net of unearned income $ 58,703 $ 331 $ 11,462,725 $ 11,521,759 $ 13,386 $ 18,381 $ 24,778 $ 56,545 $ 11,578,304
Certain Modifications to Borrowers Experiencing Financial Difficulty
Certain modifications of loans made to borrowers experiencing financial difficulty in the form of principal forgiveness, an interest rate reduction, an other-than-insignificant payment delay, or a term extension, excluding covenant waivers and modification of contingent acceleration clauses, are required to be disclosed in accordance with ASU 2022-02, “Financial Instruments - Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures” (“ASU 2022-02”). At September 30, 2023, modifications meeting the disclosure criteria in ASU 2022-02 were performing in accordance with their modified terms, and unused commitments totaled $ 721 . Upon the Company’s determination that a modification has been subsequently deemed uncollectible, the loan, or portion of the loan, is charged off, the amortized cost basis of the loan is reduced by the uncollectible amount, and the allowance for credit losses is adjusted accordingly. See Note 4, “Allowance for Credit Losses,” for more information on the allowance for credit losses.
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Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited)
The following table presents the amortized cost basis of loans that were experiencing financial difficulty, modified during the nine months ended September 30, 2023 and required to be disclosed under ASU 2022-02, by class and by type of modification. There were no modifications requiring disclosure for the three months ended September 30, 2023. The percentage of the amortized cost basis for each class of disclosed modifications as compared to the amortized cost basis of each class of loans is also presented below.
Nine Months Ended September 30, 2023
Interest Rate Reduction Term Extension Payment Delay Total % Total Loans by Class
Commercial, financial, agricultural $ — $ 1,209 $ — $ 1,209 0.07 %
Real estate – construction:
Residential — 3,751 — 3,751 1.25
Total real estate – construction — 3,751 — 3,751 0.27
Real estate – 1-4 family mortgage:
Home equity 7 — — 7 —
Total real estate – 1-4 family mortgage 7 — — 7 —
Real estate – commercial mortgage:
Owner-occupied 149 96 277 522 0.03
Non-owner occupied 1,008 — — 1,008 0.03
Total real estate – commercial mortgage 1,157 96 277 1,530 0.03
Loans, net of unearned income $ 1,164 $ 5,056 $ 277 $ 6,497 0.05 %
The following table presents the weighted average financial effect of loan modifications requiring disclosure under ASU 2022-02 by class of financing receivable for the nine months ended September 30, 2023.
Nine Months Ended
Interest Rate Reduction (in basis points) Term Extension (in months) Payment Delay (in months)
Commercial, financial, agricultural — 2.1 —
Real estate – construction:
Residential — 4.7 —
Real estate – 1-4 family mortgage:
Home equity 300 — —
Real estate – commercial mortgage:
Owner-occupied 68 8.4 3.0
Non-owner occupied 12 — —
Credit Quality
For loans with a commercial purpose, internal risk-rating grades are assigned by lending, credit administration and loan review personnel, based on an analysis of the financial and collateral strength and other credit attributes underlying each loan. Management analyzes the resulting ratings, as well as other external statistics and factors such as delinquency, to track the migration performance of the portfolio balances of commercial and commercial real estate secured loans. Loan grades range between 10 and 95 , with 10 being loans with the least credit risk. Loans within the “Pass” grade (those with a risk rating between 10 and 60 ) generally have a lower risk of loss and therefore a lower risk factor applied to the loan balances. The “Special Mention” grade (those with a risk rating of 70 ) represents a loan where a significant adverse risk-modifying action is anticipated in the near term and, if left uncorrected, could result in deterioration of the credit quality of the loan. Loans that migrate toward the “Substandard” grade (those with a risk rating between 80 and 95 ) generally have a higher risk of loss and therefore a higher risk factor applied to those related loan balances.
The following tables present the Company’s loan portfolio by year of origination and internal risk-rating grades as of the dates presented:
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Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited)
Term Loans Amortized Cost Basis by Origination Year
2023 2022 2021 2020 2019 Prior Revolving Loans Revolving Loans Converted to Term Total
Loans
September 30, 2023
Commercial, Financial, Agricultural $ 209,517 $ 321,447 $ 173,774 $ 111,082 $ 54,041 $ 43,272 $ 887,332 $ 9,638 $ 1,810,103
Pass 208,279 313,954 173,042 103,496 53,443 35,709 874,771 9,205 1,771,899
Special Mention 956 199 76 7,382 104 282 2,016 68 11,083
Substandard 282 7,294 656 204 494 7,281 10,545 365 27,121
Lease Financing Receivables $ 29,823 $ 51,869 $ 13,669 $ 14,435 $ 7,183 $ 3,728 $ — $ — $ 120,707
Pass 28,967 49,031 13,589 12,451 6,464 3,173 — — 113,675
Special Mention — 2,742 — 1,984 704 555 — — 5,985
Substandard 856 96 80 — 15 — — — 1,047
Real Estate - Construction $ 291,375 $ 530,558 $ 380,465 $ 70,196 $ — $ 1,853 $ 19,420 $ — $ 1,293,867
Residential 154,594 28,190 1,691 — — 373 1,893 — 186,741
Pass 152,666 24,691 1,691 — — 373 1,893 — 181,314
Special Mention 1,676 — — — — — — — 1,676
Substandard 252 3,499 — — — — — — 3,751
Commercial 136,781 502,368 378,774 70,196 — 1,480 17,527 — 1,107,126
Pass 122,844 490,026 378,774 70,196 — 1,480 17,527 — 1,080,847
Special Mention 13,937 12,342 — — — — — — 26,279
Substandard — — — — — — — — —
Real Estate - 1-4 Family Mortgage $ 97,047 $ 187,590 $ 111,150 $ 44,383 $ 21,226 $ 40,209 $ 27,447 $ 1,645 $ 530,697
Primary 5,184 9,098 6,517 4,211 1,948 9,510 2,039 944 39,451
Pass 5,000 8,874 6,180 4,211 1,936 8,893 2,039 944 38,077
Special Mention 184 — — — — 38 — — 222
Substandard — 224 337 — 12 579 — — 1,152
Home Equity 1,012 13 1,010 — — 21 18,082 90 20,228
Pass 1,012 13 1,010 — — 2 18,082 — 20,119
Special Mention — — — — — — — — —
Substandard — — — — — 19 — 90 109
Rental/Investment 58,230 130,212 77,443 39,715 19,122 23,171 5,039 611 353,543
Pass 57,836 129,791 76,496 37,532 17,748 22,002 5,039 352 346,796
Special Mention 111 49 63 5 51 45 — — 324
Substandard 283 372 884 2,178 1,323 1,124 — 259 6,423
Land Development 32,621 48,267 26,180 457 156 7,507 2,287 — 117,475
Pass 32,582 48,267 26,180 438 156 7,365 2,287 — 117,275
Special Mention — — — — — 101 — — 101
Substandard 39 — — 19 — 41 — — 99
Real Estate - Commercial Mortgage $ 497,538 $ 1,621,729 $ 1,096,136 $ 684,074 $ 440,916 $ 797,222 $ 135,203 $ 26,339 $ 5,299,157
Owner-Occupied 167,252 342,672 319,261 224,003 163,826 312,580 55,112 3,335 1,588,041
Pass 166,283 331,636 316,304 222,279 161,151 302,212 51,184 3,050 1,554,099
Special Mention 315 2,671 1,262 — 283 1,899 20 — 6,450
Substandard 654 8,365 1,695 1,724 2,392 8,469 3,908 285 27,492
Non-Owner Occupied 312,830 1,232,860 762,571 454,981 272,048 477,974 74,471 22,818 3,610,553
Pass 312,801 1,229,495 758,940 452,226 234,511 427,970 74,471 13,899 3,504,313
Special Mention 29 458 3,257 2,755 14,253 13,132 — — 33,884
Substandard — 2,907 374 — 23,284 36,872 — 8,919 72,356
Land Development 17,456 46,197 14,304 5,090 5,042 6,668 5,620 186 100,563
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Table of Contents
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited)
Term Loans Amortized Cost Basis by Origination Year
2023 2022 2021 2020 2019 Prior Revolving Loans Revolving Loans Converted to Term Total
Loans
Pass 16,999 42,280 13,953 4,658 5,022 6,423 5,597 186 95,118
Special Mention 396 3,421 36 — — — — — 3,853
Substandard 61 496 315 432 20 245 23 — 1,592
Installment loans to individuals $ 65 $ — $ — $ — $ 8 $ — $ — $ — $ 73
Pass 65 — — — 8 — — — 73
Special Mention — — — — — — — — —
Substandard — — — — — — — — —
Total loans subject to risk rating $ 1,125,365 $ 2,713,193 $ 1,775,194 $ 924,170 $ 523,374 $ 886,284 $ 1,069,402 $ 37,622 $ 9,054,604
Pass 1,105,334 2,668,058 1,766,159 907,487 480,439 815,602 1,052,890 27,636 8,823,605
Special Mention 17,604 21,882 4,694 12,126 15,395 16,052 2,036 68 89,857
Substandard 2,427 23,253 4,341 4,557 27,540 54,630 14,476 9,918 141,142
Term Loans Amortized Cost Basis by Origination Year
2022 2021 2020 2019 2018 Prior Revolving Loans Revolving Loans Converted to Term Total
Loans
December 31, 2022
Commercial, Financial, Agricultural $ 460,604 $ 209,964 $ 142,790 $ 63,164 $ 25,099 $ 35,142 $ 717,422 $ 3,522 $ 1,657,707
Pass 450,559 209,580 141,712 62,370 21,963 28,014 704,491 2,384 1,621,073
Special Mention 719 — 1,010 383 678 — 11,616 80 14,486
Substandard 9,326 384 68 411 2,458 7,128 1,315 1,058 22,148
Lease Financing Receivables $ 61,424 $ 18,379 $ 18,318 $ 10,628 $ 4,557 $ 1,707 $ — $ — $ 115,013
Pass 58,204 18,379 15,846 9,060 3,269 1,353 — — 106,111
Watch — — — — — 354 — — 354
Substandard 3,220 — 2,472 1,568 1,288 — — — 8,548
Real Estate - Construction $ 595,185 $ 476,190 $ 109,705 $ 8,525 $ 381 $ 6,858 $ 13,757 $ 424 $ 1,211,025
Residential 214,386 16,483 589 — 381 — 3,925 424 236,188
Pass 214,371 16,483 589 — 381 — 3,925 424 236,173
Special Mention 6 — — — — — — — 6
Substandard 9 — — — — — — — 9
Commercial 380,799 459,707 109,116 8,525 — 6,858 9,832 — 974,837
Pass 380,799 459,707 109,116 8,525 — 6,858 9,832 — 974,837
Special Mention — — — — — — — — —
Substandard — — — — — — — — —
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Table of Contents
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited)
Term Loans Amortized Cost Basis by Origination Year
2022 2021 2020 2019 2018 Prior Revolving Loans Revolving Loans Converted to Term Total
Loans
Real Estate - 1-4 Family Mortgage $ 233,370 $ 141,066 $ 48,653 $ 24,664 $ 25,604 $ 35,971 $ 26,920 $ 1,238 $ 537,486
Primary 12,877 7,965 5,068 2,435 4,522 8,723 4,931 106 46,627
Pass 12,616 7,965 5,068 2,421 4,522 8,419 4,931 106 46,048
Special Mention — — — — — 51 — — 51
Substandard 261 — — 14 — 253 — — 528
Home Equity 272 1,187 — 38 5 27 14,485 141 16,155
Pass 272 1,187 — 38 5 27 14,485 7 16,021
Special Mention — — — — — — — — —
Substandard — — — — — — — 134 134
Rental/Investment 138,481 85,711 42,056 21,997 14,785 24,448 5,972 787 334,237
Pass 138,137 85,522 41,604 21,097 14,671 22,899 5,972 482 330,384
Special Mention 231 — — — — 174 — — 405
Substandard 113 189 452 900 114 1,375 — 305 3,448
Land Development 81,740 46,203 1,529 194 6,292 2,773 1,532 204 140,467
Pass 80,514 46,203 1,525 194 6,292 2,723 1,532 204 139,187
Special Mention 1,226 — — — — — — — 1,226
Substandard — — 4 — — 50 — — 54
Real Estate - Commercial Mortgage $ 1,624,197 $ 1,000,563 $ 713,303 $ 531,424 $ 277,862 $ 810,919 $ 121,305 $ 25,173 $ 5,104,746
Owner-Occupied 309,792 319,174 239,946 178,137 128,452 302,495 57,869 3,300 1,539,165
Pass 298,851 314,429 237,058 175,262 122,537 282,657 50,640 3,300 1,484,734
Special Mention 9,640 3,047 815 1,670 — 672 4,808 — 20,652
Substandard 1,301 1,698 2,073 1,205 5,915 19,166 2,421 — 33,779
Non-Owner Occupied 1,256,098 657,121 466,703 346,908 144,872 501,863 57,637 21,680 3,452,882
Pass 1,252,484 647,937 466,703 322,997 127,358 418,294 57,637 12,142 3,305,552
Special Mention 506 — — 21,961 17,509 8,975 — — 48,951
Substandard 3,108 9,184 — 1,950 5 74,594 — 9,538 98,379
Land Development 58,307 24,268 6,654 6,379 4,538 6,561 5,799 193 112,699
Pass 58,307 24,228 6,342 6,379 4,465 6,067 5,799 193 111,780
Special Mention — 40 — — — — — — 40
Substandard — — 312 — 73 494 — — 879
Installment loans to individuals $ — $ — $ — $ 24 $ — $ — $ — $ — $ 24
Pass — — — 24 — — — — 24
Special Mention — — — — — — — — —
Substandard — — — — — — — — —
Total loans subject to risk rating $ 2,974,780 $ 1,846,162 $ 1,032,769 $ 638,429 $ 333,503 $ 890,597 $ 879,404 $ 30,357 $ 8,626,001
Pass 2,945,114 1,831,620 1,025,563 608,367 305,463 777,311 859,244 19,242 8,371,924
Special Mention 12,328 3,087 1,825 24,014 18,187 10,226 16,424 80 86,171
Substandard 17,338 11,455 5,381 6,048 9,853 103,060 3,736 11,035 167,906
The following tables present the performing status of the Company’s loan portfolio not subject to risk rating as of the dates presented:
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Table of Contents
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited)
Term Loans Amortized Cost Basis by Origination Year
2023 2022 2021 2020 2019 Prior Revolving Loans Revolving Loans Converted to Term Total
Loans
September 30, 2023
Commercial, Financial, Agricultural $ — $ 13 $ — $ — $ — $ 9,775 $ — $ — $ 9,788
Performing Loans — 13 — — — 9,775 — — 9,788
Non-Performing Loans — — — — — — — — —
Lease Financing Receivables $ — $ — $ — $ — $ — $ 17 $ — $ — $ 17
Performing Loans — — — — — 17 — — 17
Non-Performing Loans — — — — — — — — —
Real Estate - Construction $ 27,241 $ 61,868 $ 24,191 $ — $ — $ — $ 189 $ 8 $ 113,497
Residential 27,241 61,868 24,191 — — — 189 8 113,497
Performing Loans 27,241 61,868 24,191 — — — 189 8 113,497
Non-Performing Loans — — — — — — — — —
Commercial — — — — — — — — —
Performing Loans — — — — — — — — —
Non-Performing Loans — — — — — — — — —
Real Estate - 1-4 Family Mortgage $ 295,730 $ 717,003 $ 543,011 $ 320,975 $ 139,564 $ 363,347 $ 482,745 $ 5,804 $ 2,868,179
Primary 291,259 712,365 540,970 320,125 139,123 362,360 — 50 2,366,252
Performing Loans 290,861 706,613 536,131 311,060 134,619 345,018 — 50 2,324,352
Non-Performing Loans 398 5,752 4,839 9,065 4,504 17,342 — — 41,900
Home Equity — — 111 — — 556 482,745 5,754 489,166
Performing Loans — — 111 — — 494 481,565 4,398 486,568
Non-Performing Loans — — — — — 62 1,180 1,356 2,598
Rental/Investment — — — — — 70 — — 70
Performing Loans — — — — — 70 — — 70
Non-Performing Loans — — — — — — — — —
Land Development 4,471 4,638 1,930 850 441 361 — — 12,691
Performing Loans 4,471 4,528 1,930 850 441 361 — — 12,581
Non-Performing Loans — 110 — — — — — — 110
Real Estate - Commercial Mortgage $ 3,913 $ 3,529 $ 3,145 $ 2,046 $ 947 $ 429 $ — $ — $ 14,009
Owner-Occupied — — — 128 — 5 — — 133
Performing Loans — — — 128 — 5 — — 133
Non-Performing Loans — — — — — — — — —
Non-Owner Occupied — — — 25 — — — — 25
Performing Loans — — — 25 — — — — 25
Non-Performing Loans — — — — — — — — —
Land Development 3,913 3,529 3,145 1,893 947 424 — — 13,851
Performing Loans 3,913 3,487 3,145 1,890 947 424 — — 13,806
Non-Performing Loans — 42 — 3 — — — — 45
Installment loans to individuals $ 30,842 $ 21,118 $ 8,719 $ 3,647 $ 10,714 $ 19,182 $ 13,689 $ 18 $ 107,929
Performing Loans 30,836 21,021 8,719 3,643 10,680 19,067 13,689 17 107,672
Non-Performing Loans 6 97 — 4 34 115 — 1 257
Total loans not subject to risk rating $ 357,726 $ 803,531 $ 579,066 $ 326,668 $ 151,225 $ 392,750 $ 496,623 $ 5,830 $ 3,113,419
Performing Loans 357,322 797,530 574,227 317,596 146,687 375,231 495,443 4,473 3,068,509
Non-Performing Loans 404 6,001 4,839 9,072 4,538 17,519 1,180 1,357 44,910
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Table of Contents
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited)
Term Loans Amortized Cost Basis by Origination Year
2022 2021 2020 2019 2018 Prior Revolving Loans Revolving Loans Converted to Term Total
Loans
December 31, 2022
Commercial, Financial, Agricultural $ 13 $ — $ — $ — $ — $ 16,163 $ — $ — $ 16,176
Performing Loans 13 — — — — 16,163 — — 16,176
Non-Performing Loans — — — — — — — — —
Lease Financing Receivables $ — $ — $ — $ — $ — $ — $ — $ — $ —
Performing Loans — — — — — — — — —
Non-Performing Loans — — — — — — — — —
Real Estate - Construction $ 57,570 $ 61,245 $ 497 $ — $ — $ — $ — $ — $ 119,312
Residential 57,570 61,245 497 — — — — — 119,312
Performing Loans 57,493 61,245 497 — — — — — 119,235
Non-Performing Loans 77 — — — — — — — 77
Commercial — — — — — — — — —
Performing Loans — — — — — — — — —
Non-Performing Loans — — — — — — — — —
Real Estate - 1-4 Family Mortgage $ 704,214 $ 546,256 $ 351,213 $ 155,549 $ 116,951 $ 319,567 $ 481,254 $ 3,773 $ 2,678,777
Primary 694,941 541,801 350,205 154,979 115,876 318,364 — 63 2,176,229
Performing Loans 694,221 538,870 345,912 150,821 109,156 307,178 — 63 2,146,221
Non-Performing Loans 720 2,931 4,293 4,158 6,720 11,186 — — 30,008
Home Equity — 111 — — — 676 481,254 3,710 485,751
Performing Loans — 111 — — — 609 480,094 3,026 483,840
Non-Performing Loans — — — — — 67 1,160 684 1,911
Rental/Investment — — — — — 145 — — 145
Performing Loans — — — — — 145 — — 145
Non-Performing Loans — — — — — — — — —
Land Development 9,273 4,344 1,008 570 1,075 382 — — 16,652
Performing Loans 9,257 4,344 1,008 570 1,075 319 — — 16,573
Non-Performing Loans 16 — — — — 63 — — 79
Real Estate - Commercial Mortgage $ 4,805 $ 3,518 $ 2,587 $ 1,281 $ 691 $ 435 $ — $ — $ 13,317
Owner-Occupied — — 131 — — — — — 131
Performing Loans — — 131 — — — — — 131
Non-Performing Loans — — — — — — — — —
Non-Owner Occupied — — 28 — — — — — 28
Performing Loans — — 28 — — — — — 28
Non-Performing Loans — — — — — — — — —
Land Development 4,805 3,518 2,428 1,281 691 435 — — 13,158
Performing Loans 4,805 3,518 2,422 1,281 691 435 — — 13,152
Non-Performing Loans — — 6 — — — — — 6
Installment loans to individuals $ 44,255 $ 15,976 $ 6,416 $ 14,252 $ 17,095 $ 10,626 $ 16,062 $ 39 $ 124,721
Performing Loans 44,227 15,927 6,389 14,211 17,076 10,532 16,062 35 124,459
Non-Performing Loans 28 49 27 41 19 94 — 4 262
Total loans not subject to risk rating $ 810,857 $ 626,995 $ 360,713 $ 171,082 $ 134,737 $ 346,791 $ 497,316 $ 3,812 $ 2,952,303
Performing Loans 810,016 624,015 356,387 166,883 127,998 335,381 496,156 3,124 2,919,960
Non-Performing Loans 841 2,980 4,326 4,199 6,739 11,410 1,160 688 32,343
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Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited)
The following table discloses gross charge-offs by year of origination for the nine months ended September 30, 2023:
2023 2022 2021 2020 2019 Prior Revolving Loans Total Charge-offs
Commercial, financial, agricultural $ 898 $ 1,064 $ 59 $ 123 $ 583 $ 4,128 $ 865 $ 7,720
Lease financing — 273 248 72 48 — — 641
Real estate – construction:
Residential — 57 — — — — — 57
Real estate – 1-4 family mortgage:
Primary — — — — — 57 — 57
Home equity — — — — 25 90 — 115
Rental/investment — — 91 72 10 — — 173
Total real estate – 1-4 family mortgage — — 91 72 35 147 — 345
Real estate – commercial mortgage:
Owner-occupied — — — — — 527 — 527
Non-owner occupied — — — — — 4,985 — 4,985
Total real estate – commercial mortgage — — — — — 5,512 — 5,512
Installment loans to individuals 29 34 41 35 4 1,854 — 1,997
Loans, net of unearned income $ 927 $ 1,428 $ 439 $ 302 $ 670 $ 11,641 $ 865 $ 16,272
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Notes to Consolidated Financial Statements (Unaudited)
Note 4 – Allowance for Credit Losses
(In Thousands)
Allowance for Credit Losses on Loans
The allowance for credit losses is an estimate of expected losses inherent within the Company’s loans held for investment portfolio and is maintained at a level believed adequate by management to absorb credit losses inherent in the entire loan portfolio. Management evaluates the adequacy of the allowance for credit losses on a quarterly basis. Expected credit loss inherent in non-cancellable off-balance-sheet credit exposures is accounted for as a separate liability in the Consolidated Balance Sheets. The allowance for credit losses on loans held for investment, as reported in the Company’s Consolidated Balance Sheets, is adjusted by a provision for credit losses, which is reported in earnings, and reduced by net charge-offs. Loan losses are charged against the allowance for credit losses when management believes the uncollectability of a loan balance is confirmed and such losses are reasonably quantified. Subsequent recoveries, if any, are credited to the allowance. For more information about the Company’s policies and procedures for determining the amount of the allowance for credit losses, please refer to the discussion in Note 1, “Significant Accounting Policies,” in the Notes to the Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data, in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022.
The Company has made an accounting policy election to exclude accrued interest from the measurement of the allowance for credit losses in the Company’s loan portfolio. As of September 30, 2023 and December 31, 2022, the Company had accrued interest receivable for loans of $ 53,565 and $ 49,850 , respectively, which is recorded in the “Other assets” line item on the Consolidated Balance Sheets. Although the Company made the election to exclude accrued interest from the measurement of the allowance for credit losses, the Company did have an allowance for credit losses on interest deferred as part of the loan deferral program established in 2020 in response to the COVID-19 pandemic of $ 1,245 and $ 1,248 as of September 30, 2023 and December 31, 2022, respectively.
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Notes to Consolidated Financial Statements (Unaudited)
The following tables provide a roll-forward of the allowance for credit losses by loan category and a breakdown of the ending balance of the allowance based on the Company’s credit loss methodology for the periods presented:
Commercial Real Estate -
Construction Real Estate -
1-4 Family
Mortgage Real Estate -
Commercial
Mortgage Lease Financing Installment
Loans to Individuals Total
Three Months Ended September 30, 2023
Allowance for credit losses:
Beginning balance $ 41,310 $ 19,125 $ 46,434 $ 75,667 $ 2,480 $ 9,375 $ 194,391
Charge-offs ( 2,252 ) — ( 130 ) — ( 641 ) ( 607 ) ( 3,630 )
Recoveries 690 48 181 208 2 568 1,697
Net (charge-offs) recoveries ( 1,562 ) 48 51 208 ( 639 ) ( 39 ) ( 1,933 )
Provision for (recovery of) credit losses on loans 4,696 483 ( 686 ) ( 642 ) 1,514 ( 50 ) 5,315
Ending balance $ 44,444 $ 19,656 $ 45,799 $ 75,233 $ 3,355 $ 9,286 $ 197,773
Nine Months Ended September 30, 2023
Allowance for credit losses:
Beginning balance $ 44,255 $ 19,114 $ 44,727 $ 71,798 $ 2,463 $ 9,733 $ 192,090
Initial impact of purchased credit deteriorated loans acquired during the period ( 26 ) — — — — — ( 26 )
Charge-offs ( 7,720 ) ( 57 ) ( 345 ) ( 5,512 ) ( 641 ) ( 1,997 ) ( 16,272 )
Recoveries 2,689 48 375 697 13 1,884 5,706
Net (charge-offs) recoveries ( 5,031 ) ( 9 ) 30 ( 4,815 ) ( 628 ) ( 113 ) ( 10,566 )
Provision for (recovery of) credit losses on loans 5,246 551 1,042 8,250 1,520 ( 334 ) 16,275
Ending balance $ 44,444 $ 19,656 $ 45,799 $ 75,233 $ 3,355 $ 9,286 $ 197,773
Period-End Amount Allocated to:
Individually evaluated $ 11,194 $ — $ 77 $ 1,260 $ 856 $ 270 $ 13,657
Collectively evaluated 33,250 19,656 45,722 73,973 2,499 9,016 184,116
Ending balance $ 44,444 $ 19,656 $ 45,799 $ 75,233 $ 3,355 $ 9,286 $ 197,773
Loans:
Individually evaluated $ 20,996 $ — $ 13,007 $ 18,403 $ 1,047 $ 270 $ 53,723
Collectively evaluated 1,798,895 1,407,364 3,385,869 5,294,763 119,677 107,732 12,114,300
Ending balance $ 1,819,891 $ 1,407,364 $ 3,398,876 $ 5,313,166 $ 120,724 $ 108,002 $ 12,168,023
Nonaccruing loans with no allowance for credit losses $ 1,987 $ — $ 11,441 $ 11,226 $ 191 $ — $ 24,845
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Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited)
Commercial Real Estate -
Construction Real Estate -
1-4 Family
Mortgage Real Estate -
Commercial
Mortgage Lease Financing Installment Loans to Individuals Total
Three Months Ended September 30, 2022
Allowance for credit losses:
Beginning balance $ 30,193 $ 17,290 $ 41,910 $ 64,373 $ 1,802 $ 10,563 $ 166,131
Charge-offs ( 373 ) — ( 208 ) ( 1,956 ) — ( 722 ) ( 3,259 )
Recoveries 415 — 378 50 113 728 1,684
Net (charge-offs) recoveries 42 — 170 ( 1,906 ) 113 6 ( 1,575 )
Provision for (recovery of) credit losses on loans 268 1,454 1,452 6,800 399 ( 573 ) 9,800
Ending balance $ 30,503 $ 18,744 $ 43,532 $ 69,267 $ 2,314 $ 9,996 $ 174,356
Nine Months Ended September 30, 2022
Allowance for credit losses:
Beginning balance $ 33,922 $ 16,419 $ 32,356 $ 68,940 $ 1,486 $ 11,048 $ 164,171
Initial impact of purchased credit deteriorated loans acquired during the period 1,648 — — — — — 1,648
Charge-offs ( 4,714 ) — ( 532 ) ( 2,670 ) ( 7 ) ( 2,351 ) ( 10,274 )
Recoveries 1,982 — 725 397 136 2,271 5,511
Net (charge-offs) recoveries ( 2,732 ) — 193 ( 2,273 ) 129 ( 80 ) ( 4,763 )
Provision for (recovery of) credit losses on loans ( 2,335 ) 2,325 10,983 2,600 699 ( 972 ) 13,300
Ending balance $ 30,503 $ 18,744 $ 43,532 $ 69,267 $ 2,314 $ 9,996 $ 174,356
Period-End Amount Allocated to:
Individually evaluated $ 4,064 $ — $ — $ 2,649 $ — $ 370 $ 7,083
Collectively evaluated 26,439 18,744 43,532 66,618 2,314 9,626 167,273
Ending balance $ 30,503 $ 18,744 $ 43,532 $ 69,267 $ 2,314 $ 9,996 $ 174,356
Loans:
Individually evaluated $ 9,088 $ 153 $ 5,965 $ 19,043 $ — $ 370 $ 34,619
Collectively evaluated 1,504,003 1,214,903 3,121,924 4,997,622 103,357 128,576 11,070,385
Ending balance $ 1,513,091 $ 1,215,056 $ 3,127,889 $ 5,016,665 $ 103,357 $ 128,946 $ 11,105,004
Nonaccruing loans with no allowance for credit losses $ 429 $ 153 $ 5,809 $ 4,633 $ — $ 2 $ 11,026
The Company recorded a provision for credit losses of $ 5,315 during the third quarter of 2023, as compared to a provision for credit losses $ 9,800 recorded in the third quarter of 2022. The Company’s allowance for credit losses model considers economic projections, primarily the national unemployment rate and GDP, over a reasonable and supportable period of two years . The provision for credit losses on loans of $ 5,315 in the third quarter of 2023 was primarily driven by loan growth.
Allowance for Credit Losses on Unfunded Loan Commitments
The Company maintains a separate allowance for credit losses on unfunded loan commitments, which is included in the “Other liabilities” line item on the Consolidated Balance Sheets. For more information about the Company’s policies and procedures for determining the amount of the allowance for credit losses on unfunded loan commitments, please refer to the discussion in Note 1, “Significant Accounting Policies,” in the Notes to the Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data, in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022.
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Notes to Consolidated Financial Statements (Unaudited)
The following tables provide a roll-forward of the allowance for credit losses on unfunded loan commitments for the periods presented.
Three Months Ended September 30, 2023 2022
Allowance for credit losses on unfunded loan commitments:
Beginning balance $ 17,618 $ 19,935
Recovery of credit losses on unfunded loan commitments (included in other noninterest expense) ( 700 ) —
Ending balance $ 16,918 $ 19,935
Nine Months Ended September 30, 2023 2022
Allowance for credit losses on unfunded loan commitments:
Beginning balance $ 20,118 $ 20,035
Recovery of credit losses on unfunded loan commitments (included in other noninterest expense) ( 3,200 ) ( 100 )
Ending balance $ 16,918 $ 19,935
Note 5 – Other Real Estate Owned
(In Thousands)
The following table provides details of the Company’s other real estate owned (“OREO”), net of valuation allowances and direct write-downs, as of the dates presented:
September 30, 2023 December 31, 2022
Residential real estate $ 1,045 $ 699
Commercial real estate 8,182 62
Residential land development 4 246
Commercial land development 27 756
Total $ 9,258 $ 1,763
Changes in the Company’s OREO were as follows:
Total
OREO
Balance at January 1, 2023 $ 1,763
Transfers of loans 10,073
Impairments ( 18 )
Dispositions ( 2,544 )
Other ( 16 )
Balance at September 30, 2023 $ 9,258
At September 30, 2023 and December 31, 2022, the amortized cost of loans secured by Real Estate - 1-4 Family Mortgage in the process of foreclosure was $ 489 and $ 375 , respectively.
Components of the line item “Other real estate owned” in the Consolidated Statements of Income were as follows for the periods presented:
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Notes to Consolidated Financial Statements (Unaudited)
Three Months Ended Nine Months Ended
September 30, September 30,
2023 2022 2023 2022
Repairs and maintenance $ 51 $ 24 $ 95 $ 44
Property taxes and insurance 20 7 142 69
Impairments 10 59 18 110
Net gains on OREO sales ( 200 ) ( 54 ) ( 289 ) ( 611 )
Rental income ( 1 ) ( 2 ) ( 5 ) ( 6 )
Total $ ( 120 ) $ 34 $ ( 39 ) $ ( 394 )
Note 6 – Goodwill and Other Intangible Assets
(In Thousands)
The carrying amounts of goodwill by operating segments for the nine months ended September 30, 2023 are set forth in the table below. The deduction from goodwill resulted from measurement period adjustments following the RBC acquisition and is primarily related to adjustments on the fair value of other liabilities.
Community Banks Insurance Total
Balance at January 1, 2023 $ 988,941 $ 2,767 $ 991,708
Deductions to goodwill and other adjustments ( 43 ) — ( 43 )
Balance at September 30, 2023 $ 988,898 $ 2,767 $ 991,665
The following table provides a summary of finite-lived intangible assets as of the dates presented:
Gross Carrying
Amount Accumulated
Amortization Net Carrying
Amount
September 30, 2023
Core deposit intangibles $ 82,492 $ ( 67,443 ) $ 15,049
Customer relationship intangible 7,670 ( 2,649 ) 5,021
Total finite-lived intangible assets $ 90,162 $ ( 70,092 ) $ 20,070
December 31, 2022
Core deposit intangibles $ 82,492 $ ( 64,339 ) $ 18,153
Customer relationship intangible 7,670 ( 1,647 ) 6,023
Total finite-lived intangible assets $ 90,162 $ ( 65,986 ) $ 24,176
Current year amortization expense for finite-lived intangible assets is presented in the table below.
Three Months Ended Nine Months Ended
September 30, September 30,
2023 2022 2023 2022
Amortization expense for:
Core deposit intangibles $ 977 $ 1,206 $ 3,103 $ 3,791
Customer relationship intangible 334 45 1,003 136
Total intangible amortization $ 1,311 $ 1,251 $ 4,106 $ 3,927
The estimated amortization expense of finite-lived intangible assets for the year ending December 31, 2023 and the succeeding four years is summarized as follows:
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Notes to Consolidated Financial Statements (Unaudited)
Core Deposit Intangibles Customer Relationship Intangible Total
2023 $ 4,043 $ 1,337 $ 5,380
2024 3,498 1,192 4,690
2025 3,102 1,048 4,150
2026 2,899 860 3,759
2027 2,774 628 3,402
Note 7 – Mortgage Servicing Rights
(In Thousands)
The Company retains the right to service certain mortgage loans that it sells to secondary market investors. These mortgage servicing rights (“MSRs”) are recognized as a separate asset on the date the corresponding mortgage loan is sold. MSRs are amortized in proportion to and over the period of estimated net servicing income. These servicing rights are carried at the lower of amortized cost or fair value. Fair value is determined using an income approach with various assumptions, including expected cash flows, prepayment speeds, market discount rates, servicing costs, and other factors, and is subject to significant fluctuation as a result of actual prepayment speeds, default rates and losses differing from estimates thereof. For example, an increase in mortgage interest rates or a decrease in actual prepayment speeds may cause positive adjustments to the valuation of the Company’s MSRs.
MSRs are evaluated for impairment (or reversals of prior impairments) quarterly based upon the fair value of the rights as compared to the carrying amount. Impairment is recognized through a valuation allowance in the amount that unamortized cost exceeds fair value. If the Company later determines that all or a portion of the impairment no longer exists, a reduction of the valuation allowance may be recorded as an increase to income. Changes in valuation allowances related to servicing rights are reported in “Mortgage banking income” on the Consolidated Statements of Income.
There was no valuation adjustment on MSRs during the nine months ended September 30, 2023 or 2022.
Changes in the Company’s MSRs were as follows:
Balance at January 1, 2023 $ 84,448
Capitalization 13,001
Amortization ( 7,208 )
Balance at September 30, 2023 $ 90,241
Data and key economic assumptions related to the Company’s MSRs are as follows as of the dates presented:
September 30, 2023 December 31, 2022
Unpaid principal balance $ 7,707,919 $ 7,494,413
Weighted-average prepayment speed (CPR) 7.50 % 7.00 %
Estimated impact of a 10% increase $ ( 2,242 ) $ ( 1,765 )
Estimated impact of a 20% increase ( 4,758 ) ( 3,957 )
Discount rate 10.84 % 10.30 %
Estimated impact of a 10% increase $ ( 5,430 ) $ ( 5,393 )
Estimated impact of a 20% increase ( 10,436 ) ( 10,354 )
Weighted-average coupon interest rate 3.77 % 3.51 %
Weighted-average servicing fee (basis points) 33.04 32.44
Weighted-average remaining maturity (in years) 8.05 8.33
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Notes to Consolidated Financial Statements (Unaudited)
The Company recorded servicing fees of $ 4,335 and $ 4,445 for the three months ended September 30, 2023 and 2022, respectively, and servicing fees of $ 13,275 and $ 13,868 for the nine months ended September 30, 2023 and 2022, respectively, all of which are included in “Mortgage banking income” in the Consolidated Statements of Income.
Note 8 - Employee Benefit and Deferred Compensation Plans
(In Thousands, Except Share Data)
Pension and Post-retirement Medical Plans
The Company sponsors a noncontributory defined benefit pension plan, under which participation and benefit accruals ceased as of December 31, 1996, and it provides retiree medical benefits, consisting of the opportunity to purchase coverage at subsidized rates under the Company’s group medical plan.
Information related to the defined benefit pension plan maintained by Renasant Bank (“Pension Benefits”) and to the post-retirement health and life plan (“Other Benefits”) as of the dates presented is as follows:
Pension Benefits Other Benefits
Three Months Ended Three Months Ended
September 30, September 30,
2023 2022 2023 2022
Service cost $ — $ — $ — $ 1
Interest cost 249 185 6 3
Expected return on plan assets ( 309 ) ( 421 ) — —
Recognized actuarial loss (gain) 131 60 ( 15 ) ( 19 )
Net periodic benefit cost (return) $ 71 $ ( 176 ) $ ( 9 ) $ ( 15 )
Pension Benefits Other Benefits
Nine Months Ended Nine Months Ended
September 30, September 30,
2023 2022 2023 2022
Service cost $ — $ — $ — $ 3
Interest cost 746 554 17 9
Expected return on plan assets ( 927 ) ( 1,263 ) — —
Recognized actuarial loss (gain) 393 182 ( 46 ) ( 57 )
Net periodic benefit cost (return) $ 212 $ ( 527 ) $ ( 29 ) $ ( 45 )
Incentive Compensation Plans
The Company maintains a long-term equity compensation plan that provides for the grant of stock options and the award of restricted stock. There were no stock options granted or outstanding, nor compensation expense associated with options recorded, during the nine months ended September 30, 2023 or 2022.
The Company also awards performance-based restricted stock to executives and other officers and employees and time-based restricted stock to non-employee directors, executives, and other officers and employees.
The following table summarizes the changes in restricted stock as of and for the nine months ended September 30, 2023:
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Notes to Consolidated Financial Statements (Unaudited)
Performance-Based Restricted Stock Weighted Average Grant-Date Fair Value Time-Based Restricted Stock Weighted Average Grant-Date Fair Value
Nonvested at beginning of period 155,838 $ 36.23 680,403 $ 36.23
Awarded 81,867 35.57 335,917 35.49
Vested — — ( 212,574 ) 34.78
Cancelled — — ( 31,504 ) 35.67
Nonvested at end of period 237,705 $ 36.01 772,242 $ 36.33
During the nine months ended September 30, 2023, the Company reissued 150,247 shares from treasury in connection with awards of restricted stock. The Company recorded total stock-based compensation expense of $ 3,424 and $ 2,268 for the three months ended September 30, 2023 and 2022, respectively, and $ 10,264 and $ 8,558 for the nine months ended September 30, 2023 and 2022, respectively .
Note 9 – Derivative Instruments
(In Thousands)
The Company uses certain derivative instruments to meet the needs of customers as well as to manage the interest rate risk associated with certain transactions.
Non-hedge derivatives
The Company enters into derivative instruments that are not designated as hedging instruments to help its commercial customers manage their exposure to interest rate fluctuations. To mitigate the interest rate risk associated with these customer contracts, the Company enters into an offsetting derivative contract position. The Company manages its credit risk, or potential risk of default by its commercial customers, through credit limit approval and monitoring procedures.
The Company enters into interest rate lock commitments with its customers to mitigate the interest rate risk associated with the commitments to fund fixed-rate and adjustable-rate residential mortgage loans. The Company also enters into forward commitments to sell residential mortgage loans to secondary market investors.
The following table provides a summary of the Company’s derivatives not designated as hedging instruments as of the dates presented:
Balance Sheet September 30, 2023 December 31, 2022
Location Notional Amount Fair Value Notional Amount Fair Value
Derivative assets:
Interest rate contracts Other Assets $ 404,646 $ 15,484 $ 258,646 $ 11,354
Interest rate lock commitments Other Assets 76,576 1,534 92,901 1,231
Forward commitments Other Assets 248,000 2,651 84,000 484
Totals $ 729,222 $ 19,669 $ 435,547 $ 13,069
Derivative liabilities:
Interest rate contracts Other Liabilities $ 401,910 $ 15,484 $ 258,646 $ 11,354
Interest rate lock commitments Other Liabilities 20,327 95 19,488 98
Forward commitments Other Liabilities 25,000 23 73,000 1,198
Totals $ 447,237 $ 15,602 $ 351,134 $ 12,650
Gains and losses included in the Consolidated Statements of Income related to the Company’s derivative financial instruments were as follows as of the dates presented:
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Notes to Consolidated Financial Statements (Unaudited)
Three Months Ended September 30, Nine Months Ended September 30,
2023 2022 2023 2022
Interest rate contracts:
Included in interest income on loans $ 1,327 $ 811 $ 4,873 $ 1,255
Interest rate lock commitments:
Included in mortgage banking income ( 247 ) ( 4,046 ) 304 ( 6,466 )
Forward commitments
Included in mortgage banking income 918 9,381 3,342 8,962
Total $ 1,998 $ 6,146 $ 8,519 $ 3,751
Derivatives designated as cash flow hedges
Cash flow hedge relationships mitigate exposure to the variability of future cash flow or other forecasted transactions. The Company uses both interest rate swap contracts and interest rate collars in an effort to manage future interest rate exposure on borrowings. The swap hedging strategy converts the variable interest rate on the forecasted borrowings to a fixed interest rate. The collar hedging strategy stabilizes interest rate fluctuation by setting both a floor and a cap. The Company entered into an interest rate collar in June 2022 with a 2.25 % floor and 4.57 % cap. The Company entered into a second interest rate collar in October 2022 with a 2.75 % floor and 4.75 % cap. As of September 30, 2023, the Company is hedging its exposure to the variability of future cash flows through 2032, and a portion of these hedges are forward starting.
The following table provides a summary of the Company’s derivatives designated as cash flow hedges as of the dates presented:
Balance Sheet September 30, 2023 December 31, 2022
Location Notional Amount Fair Value Notional Amount Fair Value
Derivative assets:
Interest rate swaps Other Assets $ 130,000 $ 28,050 $ 130,000 $ 24,514
Interest rate collars Other Assets — — 200,000 464
Total $ 130,000 $ 28,050 $ 330,000 $ 24,978
Derivative liabilities:
Interest rate collars Other Liabilities 450,000 5,971 250,000 746
Totals $ 450,000 $ 5,971 $ 250,000 $ 746
Changes in fair value of the cash flow hedges are, to the extent that the hedging relationship is effective, recorded as other comprehensive income and are subsequently recognized in earnings at the same time that the hedged item is recognized in earnings. The ineffective portions of the changes in fair value of the hedging instruments are immediately recognized in earnings. The assessment of the effectiveness of the hedging relationship is evaluated under the hypothetical derivative method. There were no ineffective portions for the nine months ended September 30, 2023 or 2022. The impact on other comprehensive income for the nine months ended September 30, 2023 and 2022 is discussed in Note 12, “Other Comprehensive Income (Loss).”
Derivatives designated as fair value hedges
Fair value hedges protect against changes in the fair value of an asset, liability, or firm commitment. The Company enters into interest rate swap agreements to manage interest rate exposure on certain of the Company’s fixed-rate subordinated notes. The agreements convert the fixed interest rates to variable interest rates.
The following table provides a summary of the Company's derivatives designated as fair value hedges as of the dates presented:
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Notes to Consolidated Financial Statements (Unaudited)
Balance Sheet September 30, 2023 December 31, 2022
Location Notional Amount Fair Value Notional Amount Fair Value
Derivative liabilities:
Interest rate swaps Other Liabilities $ 100,000 $ 21,896 $ 100,000 $ 19,789
The following table presents the effects of the Company’s fair value hedge relationships on the Consolidated Statements of Income for the periods presented:
Amount of Gain (Loss) Recognized in Income
Income Statement Three Months Ended September 30, Nine Months Ended September 30,
Location 2023 2022 2023 2022
Derivative liabilities:
Interest rate swaps - subordinated notes Interest Expense $ ( 2,688 ) $ ( 10,495 ) $ ( 2,106 ) $ ( 15,232 )
Derivative liabilities - hedged items:
Interest rate swaps - subordinated notes Interest Expense $ 2,688 $ 10,495 $ 2,106 $ 15,232
The following table presents the amounts that were recorded in the Consolidated Balance Sheets related to cumulative basis adjustments for fair value hedges as of the dates presented:
Carrying Amount of the Hedged Liability Cumulative Amount of Fair Value Hedging Adjustments Included in the Carrying Amount of the Hedged Liability
Balance Sheet Location September 30, 2023 December 31, 2022 September 30, 2023 December 31, 2022
Long-term debt $ 76,905 $ 78,881 $ 21,896 $ 19,789
Offsetting
Certain financial instruments, including derivatives, may be eligible for offset in the consolidated balance sheet when the “right of offset” exists or when the instruments are subject to an enforceable master netting agreement, which includes the right of the non-defaulting party or non-affected party to offset recognized amounts, including collateral posted with the counterparty, to determine a net receivable or net payable upon early termination of the agreement. Certain of the Company’s derivative instruments are subject to master netting agreements; however, the Company has not elected to offset such financial instruments in the Consolidated Balance Sheets. The following table presents the Company’s gross derivative positions as recognized in the Consolidated Balance Sheets as well as the net derivative positions, including collateral pledged to the extent the application of such collateral did not reduce the net derivative liability position below zero, had the Company elected to offset those instruments subject to an enforceable master netting agreement:
Offsetting Derivative Assets Offsetting Derivative Liabilities
September 30,
2023 December 31, 2022 September 30,
2023 December 31, 2022
Gross amounts recognized $ 45,807 $ 36,493 $ 28,081 $ 22,056
Gross amounts offset in the Consolidated Balance Sheets — — — —
Net amounts presented in the Consolidated Balance Sheets 45,807 36,493 28,081 22,056
Gross amounts not offset in the Consolidated Balance Sheets
Financial instruments 28,081 22,056 28,081 22,056
Financial collateral pledged — — — —
Net amounts $ 17,726 $ 14,437 $ — $ —
Note 10 – Income Taxes
(In Thousands)
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Notes to Consolidated Financial Statements (Unaudited)
The following table is a summary of the Company’s temporary differences between the tax basis of assets and liabilities and their financial reporting amounts that give rise to deferred income tax assets and liabilities and their approximate tax effects as of the dates presented.
September 30, December 31,
2023 2022
Deferred tax assets
Allowance for credit losses $ 53,078 $ 52,551
Loans 1,932 2,518
Deferred compensation 14,381 14,447
Net unrealized losses on securities 66,442 70,999
Impairment of assets 135 316
Net operating loss carryforwards — 497
Investment in partnerships 1,481 1,164
Lease liabilities under operating leases 13,505 14,641
Other 5,703 3,523
Total deferred tax assets 156,657 160,656
Deferred tax liabilities
Fixed assets 10,340 10,342
Mortgage servicing rights 21,103 19,624
Junior subordinated debt 1,767 1,948
Intangibles 2,483 2,702
Lease right-of-use asset 12,889 14,018
Other 993 1,614
Total deferred tax liabilities 49,575 50,248
Net deferred tax assets $ 107,082 $ 110,408
For the nine months ended September 30, 2023 and 2022, the Company recorded a provision for income taxes totaling $ 28,722 and $ 32,355 , respectively. The provision for income taxes includes both federal and state income taxes and differs from the statutory rate due to favorable permanent differences.
The Company and its subsidiaries file a consolidated U.S. federal income tax return. The Company is currently open to audit under the statute of limitations by the Internal Revenue Service and state departments of revenue for the years ending December 31, 2020 through December 31, 2022.
Note 11 – Fair Value Measurements
(In Thousands)
Fair Value Measurements and the Fair Level Hierarchy
Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements and Disclosures,” provides guidance for using fair value to measure assets and liabilities and establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The fair value hierarchy gives the highest priority to a valuation based on quoted prices in active markets for identical assets and liabilities (Level 1), moderate priority to a valuation based on quoted prices in active markets for similar assets and liabilities and/or based on assumptions that are observable in the market (Level 2), and the lowest priority to a valuation based on assumptions that are not observable in the market (Level 3).
Recurring Fair Value Measurements
The Company carries certain assets and liabilities at fair value on a recurring basis in accordance with applicable standards. The Company’s recurring fair value measurements are based on the requirement to carry such assets and liabilities at fair value or the Company’s election to carry certain eligible assets and liabilities at fair value. Assets and liabilities that are required to be
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Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited)
carried at fair value on a recurring basis include securities available for sale and derivative instruments. The Company has elected to carry mortgage loans held for sale at fair value on a recurring basis as permitted under the guidance in ASC 825, “Financial Instruments” (“ASC 825”).
The following methods and assumptions are used by the Company to estimate the fair values of the Company’s financial assets and liabilities that are measured on a recurring basis:
Securities available for sale : Securities available for sale consist primarily of debt securities, such as obligations of U.S. Government agencies and corporations, obligations of states and political subdivisions and mortgage-backed securities. Where quoted market prices in active markets are available, securities are classified within Level 1 of the fair value hierarchy. If quoted prices from active markets are not available, fair values are based on quoted market prices for similar instruments traded in active markets, quoted market prices for identical or similar instruments traded in markets that are not active, or model-based valuation techniques where all significant assumptions are observable in the market. Such instruments are classified within Level 2 of the fair value hierarchy. When assumptions used in model-based valuation techniques are not observable in the market, the assumptions used by management reflect estimates of assumptions used by other market participants in determining fair value. When there is limited transparency around the inputs to the valuation, the instruments are classified within Level 3 of the fair value hierarchy.
Derivative instruments : Most of the Company’s derivative contracts are extensively traded in over-the-counter markets and are valued using discounted cash flow models which incorporate observable market based inputs including current market interest rates, credit spreads, and other factors. Such instruments are categorized within Level 2 of the fair value hierarchy and include interest rate swaps, interest rate collars and other interest rate contracts such as interest rate caps and/or floors. The Company’s interest rate lock commitments are valued using current market prices for mortgage-backed securities with similar characteristics, adjusted for certain factors including servicing and risk. The value of the Company’s forward commitments is based on current prices for securities backed by similar types of loans. Because these assumptions are observable in active markets, the Company’s interest rate lock commitments and forward commitments are categorized within Level 2 of the fair value hierarchy.
Mortgage loans held for sale in loans held for sale : Mortgage loans held for sale are primarily agency loans which trade in active secondary markets. The fair value of these instruments is derived from current market pricing for similar loans, adjusted for differences in loan characteristics, including servicing and risk. Because the valuation is based on external pricing of similar instruments, mortgage loans held for sale are classified within Level 2 of the fair value hierarchy.
The following tables present assets and liabilities that are measured at fair value on a recurring basis as of the dates presented:
Level 1 Level 2 Level 3 Totals
September 30, 2023
Financial assets:
Securities available for sale $ — $ 909,108 $ — $ 909,108
Derivative instruments — 47,719 — 47,719
Mortgage loans held for sale in loans held for sale — 241,613 — 241,613
Total financial assets $ — $ 1,198,440 $ — $ 1,198,440
Financial liabilities:
Derivative instruments: $ — $ 43,469 $ — $ 43,469
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Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited)
Level 1 Level 2 Level 3 Totals
December 31, 2022
Financial assets:
Securities available for sale $ — $ 1,533,942 $ — $ 1,533,942
Derivative instruments — 38,047 — 38,047
Mortgage loans held for sale in loans held for sale — 110,105 — 110,105
Total financial assets $ — $ 1,682,094 $ — $ 1,682,094
Financial liabilities:
Derivative instruments $ — $ 33,185 $ — $ 33,185
The Company reviews fair value hierarchy classifications on a quarterly basis. Changes in the Company’s ability to observe inputs to the valuation may cause reclassification of certain assets or liabilities within the fair value hierarchy. Transfers between levels of the hierarchy are deemed to have occurred at the end of period. There were no such transfers between levels of the fair value hierarchy during the nine months ended September 30, 2023.
For the nine months ended September 30, 2023 and 2022, respectively, there were no gains or losses included in earnings that were attributable to the change in unrealized gains or losses related to assets or liabilities held at the end of each respective period that were measured on a recurring basis using significant unobservable inputs.
Nonrecurring Fair Value Measurements
Certain assets and liabilities may be recorded at fair value on a nonrecurring basis. These nonrecurring fair value adjustments typically are a result of the application of the lower of cost or market accounting or a write-down occurring during the period. The following tables provide the fair value measurement for assets measured at fair value on a nonrecurring basis that were still held on the Consolidated Balance Sheets as of the dates presented and the level within the fair value hierarchy each is classified:
September 30, 2023 Level 1 Level 2 Level 3 Totals
Individually evaluated loans, net of allowance for credit losses $ — $ — $ 30,842 $ 30,842
OREO — — 27 27
Total $ — $ — $ 30,869 $ 30,869
December 31, 2022 Level 1 Level 2 Level 3 Totals
Individually evaluated loans, net of allowance for credit losses $ — $ — $ 14,732 $ 14,732
OREO — — 1,763 1,763
Total $ — $ — $ 16,495 $ 16,495
The following methods and assumptions are used by the Company to estimate the fair values of the Company’s financial assets measured on a nonrecurring basis:
Individually evaluated loans: Individually evaluated loans are reviewed and evaluated for credit losses on at least a quarterly basis for additional impairment and adjusted accordingly, taking into account the fair value of the collateral less estimated selling costs. Collateral may be real estate and/or business assets including but not limited to equipment, inventory and accounts receivable. The fair value of real estate is determined based on appraisals by qualified licensed appraisers. The fair value of the business assets is generally based on amounts reported on the business’s financial statements. Appraised and reported values may be adjusted based on changes in market conditions from the time of valuation and management’s knowledge of the client and the client’s business. Since not all valuation inputs are observable, these nonrecurring fair value determinations are classified as Level 3. Individually evaluated loans that were measured or re-measured at fair value had a carrying value of $ 43,648 and $ 18,288 at September 30, 2023 and December 31, 2022, respectively, and a specific reserve for these loans of $ 12,806 and $ 3,556 was included in the allowance for credit losses as of such dates.
Other real estate owned : OREO is comprised of commercial and residential real estate obtained in partial or total satisfaction of loan obligations. OREO acquired in settlement of indebtedness is recorded at the fair value of the real estate less estimated costs to sell. Subsequently, it may be necessary to record nonrecurring fair value adjustments for declines in fair value. Fair value,
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Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited)
when recorded, is determined based on appraisals by qualified licensed appraisers and adjusted for management’s estimates of costs to sell. Accordingly, values for OREO are classified as Level 3.
The following table presents OREO measured at fair value on a nonrecurring basis that was still held on the Consolidated Balance Sheets as of the dates presented:
September 30,
2023 December 31, 2022
Carrying amount prior to remeasurement $ 45 $ 1,842
Impairment recognized in results of operations ( 18 ) ( 79 )
Fair value $ 27 $ 1,763
Mortgage servicing rights : Mortgage servicing rights are carried at the lower of amortized cost or fair value. Fair value is determined using an income approach with various assumptions including expected cash flows, market discount rates, prepayment speeds, servicing costs, and other factors. Because these factors are not all observable and include management’s assumptions, mortgage servicing rights are classified within Level 3 of the fair value hierarchy. Mortgage servicing rights were carried at amortized cost at September 30, 2023 and December 31, 2022. There were no valuation adjustments on MSRs during the nine months ended September 30, 2023 or 2022.
The following table presents information as of September 30, 2023 about significant unobservable inputs (Level 3) used in the valuation of assets measured at fair value on a nonrecurring basis:
Financial instrument Fair
Value Valuation Technique Significant
Unobservable Inputs Range of Inputs
Individually evaluated loans, net of allowance for credit losses $ 30,842 Appraised value of collateral less estimated costs to sell Estimated costs to sell 4 - 10 %
OREO $ 27 Appraised value of property less estimated costs to sell Estimated costs to sell 4 - 10 %
Fair Value Option
The Company has elected to measure all mortgage loans held for sale at fair value under the fair value option as permitted under ASC 825. Electing to measure these assets at fair value reduces certain timing differences and better matches the changes in fair value of the loans with changes in the fair value of derivative instruments used to economically hedge them.
Net losses of $ 256 and $ 14,537 resulting from fair value changes of these mortgage loans were recorded in income during the nine months ended September 30, 2023 and 2022, respectively. The amount does not reflect changes in fair values of related derivative instruments used to hedge exposure to market-related risks associated with these mortgage loans. The change in fair value of both mortgage loans held for sale and the related derivative instruments are recorded in “Mortgage banking income” in the Consolidated Statements of Income.
The Company’s valuation of mortgage loans held for sale incorporates an assumption for credit risk; however, given the short-term period that the Company holds these loans, valuation adjustments attributable to instrument-specific credit risk is nominal. Interest income on mortgage loans held for sale measured at fair value is accrued as it is earned based on contractual rates and is reflected in loan interest income on the Consolidated Statements of Income.
The following table summarizes the differences between the fair value and the principal balance for mortgage loans held for sale measured at fair value as of September 30, 2023 and December 31, 2022:
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Notes to Consolidated Financial Statements (Unaudited)
Aggregate
Fair Value Aggregate
Unpaid
Principal
Balance Difference
September 30, 2023
Mortgage loans held for sale measured at fair value $ 241,613 $ 239,907 $ 1,706
December 31, 2022
Mortgage loans held for sale measured at fair value $ 110,105 $ 108,143 $ 1,962
Fair Value of Financial Instruments
The carrying amounts and estimated fair values of the Company’s financial instruments, including those assets and liabilities that are not measured and reported at fair value on a recurring basis or nonrecurring basis, were as follows as of the dates presented:
Fair Value
As of September 30, 2023 Carrying
Value Level 1 Level 2 Level 3 Total
Financial assets
Cash and cash equivalents $ 741,156 $ 741,156 $ — $ — $ 741,156
Securities held to maturity 1,245,595 — 1,079,123 — 1,079,123
Securities available for sale 909,108 — 909,108 — 909,108
Loans held for sale 241,613 — 241,613 — 241,613
Loans, net 11,970,250 — — 11,178,841 11,178,841
Mortgage servicing rights 90,241 — — 127,719 127,719
Derivative instruments 47,719 — 47,719 — 47,719
Financial liabilities
Deposits $ 14,157,110 $ 11,284,243 $ 2,846,025 $ — $ 14,130,268
Short-term borrowings 107,662 107,662 — — 107,662
Junior subordinated debentures 112,744 — 94,410 — 94,410
Subordinated notes 314,655 — 249,900 — 249,900
Derivative instruments 43,469 — 43,469 — 43,469
Fair Value
As of December 31, 2022 Carrying
Value Level 1 Level 2 Level 3 Total
Financial assets
Cash and cash equivalents $ 575,992 $ 575,992 $ — $ — $ 575,992
Securities held to maturity 1,324,040 — 1,206,540 — 1,206,540
Securities available for sale 1,533,942 — 1,533,942 — 1,533,942
Loans held for sale 110,105 — 110,105 — 110,105
Loans, net 11,386,214 — — 10,850,181 10,850,181
Mortgage servicing rights 84,448 — — 122,454 122,454
Derivative instruments 38,047 — 38,047 — 38,047
Financial liabilities
Deposits $ 13,486,966 $ 11,791,526 $ 1,653,891 $ — $ 13,445,417
Short-term borrowings 712,232 712,232 — — 712,232
Junior subordinated debentures 112,042 — 98,754 — 98,754
Subordinated notes 316,091 — 277,500 — 277,500
Derivative instruments 33,185 — 33,185 — 33,185
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Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited)
Note 12 – Other Comprehensive Income (Loss)
(In Thousands)
Changes in the components of other comprehensive income (loss), net of tax, were as follows for the periods presented:
Pre-Tax Tax Expense
(Benefit) Net of Tax
Three months ended September 30, 2023
Securities available for sale:
Unrealized holding losses on securities $ ( 17,175 ) $ ( 4,292 ) $ ( 12,883 )
Amortization of unrealized holding losses on securities transferred to the held to maturity category 3,959 1,012 2,947
Total securities available for sale ( 13,216 ) ( 3,280 ) ( 9,936 )
Derivative instruments:
Unrealized holding gains on derivative instruments 2,670 683 1,987
Total derivative instruments 2,670 683 1,987
Defined benefit pension and post-retirement benefit plans:
Amortization of net actuarial loss recognized in net periodic pension cost 116 30 86
Total defined benefit pension and post-retirement benefit plans 116 30 86
Total other comprehensive loss $ ( 10,430 ) $ ( 2,567 ) $ ( 7,863 )
Three months ended September 30, 2022
Securities available for sale:
Unrealized holding losses on securities $ ( 85,283 ) $ ( 21,704 ) $ ( 63,579 )
Amortization of unrealized holding gains on securities transferred to the held to maturity category 1,619 412 1,207
Total securities available for sale ( 83,664 ) ( 21,292 ) ( 62,372 )
Derivative instruments:
Unrealized holding gains on derivative instruments 2,262 575 1,687
Total derivative instruments 2,262 575 1,687
Defined benefit pension and post-retirement benefit plans:
Amortization of net actuarial loss recognized in net periodic pension cost 42 11 31
Total defined benefit pension and post-retirement benefit plans 42 11 31
Total other comprehensive loss $ ( 81,360 ) $ ( 20,706 ) $ ( 60,654 )
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Notes to Consolidated Financial Statements (Unaudited)
Pre-Tax Tax Expense
(Benefit) Net of Tax
Nine months ended September 30, 2023
Securities available for sale:
Unrealized holding losses on securities $ ( 17,744 ) $ ( 4,462 ) $ ( 13,282 )
Reclassification adjustment for losses realized in net income 22,438 5,622 16,816
Amortization of unrealized holding losses on securities transferred to the held to maturity category 10,113 2,586 7,527
Total securities available for sale 14,807 3,746 11,061
Derivative instruments:
Unrealized holding losses on derivative instruments ( 2,153 ) ( 547 ) ( 1,606 )
Total derivative instruments ( 2,153 ) ( 547 ) ( 1,606 )
Defined benefit pension and post-retirement benefit plans:
Amortization of net actuarial loss recognized in net periodic pension cost 347 89 258
Total defined benefit pension and post-retirement benefit plans 347 89 258
Total other comprehensive income $ 13,001 $ 3,288 $ 9,713
Nine months ended September 30, 2022
Securities available for sale:
Unrealized holding losses on securities $ ( 296,444 ) $ ( 75,445 ) $ ( 220,999 )
Amortization of unrealized holding losses on securities transferred to the held to maturity category 1,300 331 969
Total securities available for sale ( 295,144 ) ( 75,114 ) ( 220,030 )
Derivative instruments:
Unrealized holding gains on derivative instruments 19,219 4,891 14,328
Total derivative instruments 19,219 4,891 14,328
Defined benefit pension and post-retirement benefit plans:
Amortization of net actuarial loss recognized in net periodic pension cost 125 32 93
Total defined benefit pension and post-retirement benefit plans 125 32 93
Total other comprehensive loss $ ( 275,800 ) $ ( 70,191 ) $ ( 205,609 )
The accumulated balances for each component of other comprehensive loss, net of tax, were as follows as of the dates presented:
September 30,
2023 December 31, 2022
Unrealized losses on securities $ ( 208,705 ) $ ( 219,766 )
Unrealized gains on derivative instruments 17,350 18,956
Unrecognized losses on defined benefit pension and post-retirement benefit plans obligations ( 7,969 ) ( 8,227 )
Total accumulated other comprehensive loss $ ( 199,324 ) $ ( 209,037 )
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Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited)
Note 13 – Net Income Per Common Share
(In Thousands, Except Share Data)
Basic net income per common share is calculated by dividing net income by the weighted-average number of common shares outstanding for the period. Diluted net income per common share reflects the pro forma dilution of shares outstanding, assuming outstanding service-based restricted stock awards fully vested, calculated in accordance with the treasury method. Basic and diluted net income per common share calculations are as follows for the periods presented:
Three Months Ended
September 30,
2023 2022
Basic
Net income applicable to common stock $ 41,833 $ 46,567
Average common shares outstanding 56,138,618 55,947,214
Net income per common share - basic $ 0.75 $ 0.83
Diluted
Net income applicable to common stock $ 41,833 $ 46,567
Average common shares outstanding 56,138,618 55,947,214
Effect of dilutive stock-based compensation 385,269 301,506
Average common shares outstanding - diluted 56,523,887 56,248,720
Net income per common share - diluted $ 0.74 $ 0.83
Nine Months Ended
September 30,
2023 2022
Basic
Net income applicable to common stock $ 116,554 $ 119,792
Average common shares outstanding 56,085,556 55,888,226
Net income per common share - basic $ 2.08 $ 2.14
Diluted
Net income applicable to common stock $ 116,554 $ 119,792
Average common shares outstanding 56,085,556 55,888,226
Effect of dilutive stock-based compensation 308,401 281,660
Average common shares outstanding - diluted 56,393,957 56,169,886
Net income per common share - diluted $ 2.07 $ 2.13
Stock-based compensation awards that could potentially dilute basic net income per common share in the future that were not included in the computation of diluted net income per common share due to their anti-dilutive effect were as follows for the periods presented:
Three Months Ended
September 30,
2023 2022
Number of shares 1,000 9,750
Nine Months Ended
September 30,
2023 2022
Number of shares 24,146 19,750
Note 14 – Regulatory Matters
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Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited)
(In Thousands)
The Company and the Bank are subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory, and possibly additional discretionary, actions by regulators that, if undertaken, could have a direct material effect on the Company’s financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Company and the Bank must meet specific capital guidelines that involve quantitative measures of assets, liabilities and certain off-balance sheet items as calculated under regulatory accounting practices. Capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings, and other factors.
The Federal Reserve, the FDIC and the Office of the Comptroller of the Currency have issued guidelines governing the levels of capital that bank holding companies and banks must maintain. Those guidelines specify capital tiers, which include the following classifications:
Capital Tiers Tier 1 Capital to
Average Assets
(Leverage) Common Equity Tier 1 to
Risk - Weighted Assets Tier 1 Capital to
Risk - Weighted
Assets Total Capital to
Risk - Weighted
Assets
Well capitalized 5 % or above
6.5 % or above
8 % or above
10 % or above
Adequately capitalized 4 % or above
4.5 % or above
6 % or above
8 % or above
Undercapitalized Less than 4 %
Less than 4.5 %
Less than 6 %
Less than 8 %
Significantly undercapitalized Less than 3 %
Less than 3 %
Less than 4 %
Less than 6 %
Critically undercapitalized Tangible Equity / Total Assets less than 2 %
The following table provides the capital and risk-based capital and leverage ratios for the Company and for the Bank as of the dates presented:
September 30, 2023 December 31, 2022
Amount Ratio Amount Ratio
Renasant Corporation
Tier 1 Capital to Average Assets (Leverage) $ 1,558,521 9.48 % $ 1,481,197 9.36 %
Common Equity Tier 1 Capital to Risk-Weighted Assets 1,449,367 10.46 % 1,372,747 10.21 %
Tier 1 Capital to Risk-Weighted Assets 1,558,521 11.25 % 1,481,197 11.01 %
Total Capital to Risk-Weighted Assets 2,065,992 14.91 % 1,968,001 14.63 %
Renasant Bank
Tier 1 Capital to Average Assets (Leverage) $ 1,698,680 10.33 % $ 1,630,389 10.30 %
Common Equity Tier 1 Capital to Risk-Weighted Assets 1,698,680 12.23 % 1,630,389 12.10 %
Tier 1 Capital to Risk-Weighted Assets 1,698,680 12.23 % 1,630,389 12.10 %
Total Capital to Risk-Weighted Assets 1,869,600 13.46 % 1,781,312 13.22 %
Common Equity Tier 1 Capital (“CET1”) generally consists of common stock, retained earnings, accumulated other comprehensive income and certain minority interests, less certain adjustments and deductions. In addition, the Company must maintain a “capital conservation buffer,” which is a specified amount of CET1 capital in addition to the amount necessary to meet minimum risk-based capital requirements. The capital conservation buffer is designed to absorb losses during periods of economic stress. If the Company’s ratio of CET1 to risk-weighted capital is below the capital conservation buffer, the Company will face restrictions on its ability to pay dividends, repurchase outstanding stock and make certain discretionary bonus payments. The required capital conservation buffer is 2.5% of CET1 to risk-weighted assets in addition to the amount necessary to meet minimum risk-based capital requirements. As shown in the table above, as of September 30, 2023, the Company’s CET1 capital was in excess of the capital conservation buffer.
The Company elected to take advantage of transitional relief offered by the Federal Reserve and the FDIC to delay for two years the estimated impact of ASC Topic 326, “Financial Instruments - Credit Losses” (“ASC 326”), often referred to as CECL, on regulatory capital, followed by a three-year transitional period to phase out the capital benefit provided by the two-year delay. The three-year transitional period began on January 1, 2022 .
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Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited)
Note 15 – Segment Reporting
(In Thousands)
The operations of the Company’s reportable segments are described as follows:
• The Community Banks segment delivers a complete range of banking and financial services to individuals and small to medium-sized businesses including checking and savings accounts, business and personal loans, asset-based lending, factoring, equipment leasing and treasury management services, as well as safe deposit and night depository facilities.
• The Insurance segment includes a full service insurance agency offering all major lines of commercial and personal insurance through major carriers.
• The Wealth Management segment, through the Trust division, offers a broad range of fiduciary services including the administration (as trustee or in other fiduciary or representative capacities) of benefit plans, management of trust accounts, inclusive of personal and corporate benefit accounts, and custodial accounts, as well as accounting and money management for trust accounts. In addition, the Wealth Management segment, through the Financial Services division, provides specialized products and services to customers, which include fixed and variable annuities, mutual funds and other investment services through a third party broker-dealer.
To give the Company’s divisional management a more precise indication of the income and expenses they can control, the results of operations for the Community Banks, the Insurance and the Wealth Management segments reflect the direct revenues and expenses of each respective segment. Indirect revenues and expenses, including but not limited to income from the Company’s investment portfolio as well as certain costs associated with data processing and back office functions, primarily support the operations of the community banks and, therefore, are included in the results of the Community Banks segment. Included in “Other” are the operations of the holding company and other eliminations which are necessary for purposes of reconciling to the consolidated amounts.
The following tables provide financial information for the Company’s operating segments as of and for the periods presented:
Community
Banks Insurance Wealth
Management Other Consolidated
Three months ended September 30, 2023
Net interest income (loss) $ 133,909 $ 456 $ 8 $ ( 6,990 ) $ 127,383
Provision for credit losses 5,315 — — — 5,315
Noninterest income (loss) 28,679 3,276 6,638 ( 393 ) 38,200
Noninterest expense 99,791 2,237 5,150 491 107,669
Income (loss) before income taxes 57,482 1,495 1,496 ( 7,874 ) 52,599
Income tax expense (benefit) 12,339 387 72 ( 2,032 ) 10,766
Net income (loss) $ 45,143 $ 1,108 $ 1,424 $ ( 5,842 ) $ 41,833
Total assets $ 17,143,564 $ 39,434 $ 5,077 $ ( 6,454 ) $ 17,181,621
Goodwill $ 988,898 $ 2,767 — — $ 991,665
Three months ended September 30, 2022
Net interest income (loss) $ 134,528 $ 98 $ 794 $ ( 5,102 ) $ 130,318
Provision for credit losses 9,800 — — — 9,800
Noninterest income (loss) 32,324 3,123 6,132 ( 393 ) 41,186
Noninterest expense 94,474 2,190 4,553 357 101,574
Income (loss) before income taxes 62,578 1,031 2,373 ( 5,852 ) 60,130
Income tax expense (benefit) 14,811 268 — ( 1,516 ) 13,563
Net income (loss) $ 47,767 $ 763 $ 2,373 $ ( 4,336 ) $ 46,567
Total assets $ 16,369,592 $ 35,761 $ 73,704 $ ( 7,958 ) $ 16,471,099
Goodwill $ 943,524 $ 2,767 — — $ 946,291
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Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited)
Community
Banks Insurance Wealth
Management Other Consolidated
Nine months ended September 30, 2023
Net interest income (loss) $ 412,066 $ 1,170 $ 56 $ ( 19,918 ) $ 393,374
Provision for credit losses 16,275 — — — 16,275
Noninterest income (loss) 66,331 9,497 18,088 ( 1,197 ) 92,719
Noninterest expense 302,454 6,346 14,485 1,257 324,542
Income (loss) before income taxes 159,668 4,321 3,659 ( 22,372 ) 145,276
Income tax expense (benefit) 33,319 1,119 58 ( 5,774 ) 28,722
Net income (loss) $ 126,349 $ 3,202 $ 3,601 $ ( 16,598 ) $ 116,554
Total assets $ 17,143,564 $ 39,434 $ 5,077 $ ( 6,454 ) $ 17,181,621
Goodwill $ 988,898 $ 2,767 $ — $ — $ 991,665
Nine months ended September 30, 2022
Net interest income (loss) $ 356,040 $ 286 $ 1,813 $ ( 14,677 ) $ 343,462
Provision for credit losses 13,300 — — — 13,300
Noninterest income (loss) 89,359 8,831 18,952 ( 1,284 ) 115,858
Noninterest expense 272,594 6,311 13,899 1,069 293,873
Income (loss) before income taxes 159,505 2,806 6,866 ( 17,030 ) 152,147
Income tax expense (benefit) 36,035 734 — ( 4,414 ) 32,355
Net income (loss) $ 123,470 $ 2,072 $ 6,866 $ ( 12,616 ) $ 119,792
Total assets $ 16,369,592 $ 35,761 $ 73,704 $ ( 7,958 ) $ 16,471,099
Goodwill $ 943,524 $ 2,767 $ — $ — $ 946,291
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.