FULTON FINANCIAL CORP
For the period ended Jun 30, 2024. Filed Aug 8, 2024.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2024 · Filed Aug 8, 2024
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 2. RESULTS OF OPERATIONS
Three months ended June 30, 2024 compared to the three months ended June 30, 2023
Net Interest Income
FTE net interest income was $246.3 million for the three months ended June 30, 2024, an increase of $29.0 million, compared to $217.3 million for the same period in 2023. For the three months ended June 30, 2024, NIM increased to 3.43%, or 3 bps, compared to the same period in 2023. The Corporation manages the risk associated with changes in interest rates through the techniques described within Part 1, "Item 3, Quantitative and Qualitative Disclosures About Market Risk" in this Quarterly Report on Form 10-Q. The following table provides a comparative average balance sheet and net interest income analysis for those periods. Interest income and yields are presented on an FTE basis, using a 21% federal tax rate, and statutory interest expense disallowances. The discussion following this table is based on these taxable-equivalent amounts.
| Three months ended June 30 | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 · 2023 | |||||||||||
| AverageBalance · Interest (1) · Yield/Rate · AverageBalance · Interest (1) · Yield/Rate | |||||||||||
| ASSETS · (dollars in thousands) | |||||||||||
| Interest-earning assets: | |||||||||||
| Net loans(2) | $23,345,914 | $355,533 | 6.12% | $20,866,235 | $287,154 | 5.52% | |||||
| Investment securities(3) | 4,396,050 | 33,799 | 3.07 | 4,234,096 | 27,303 | 2.57 | |||||
| Other interest-earning assets | 1,125,886 | 15,730 | 5.61 | 529,582 | 4,860 | 3.68 | |||||
| Total interest-earning assets | 28,867,850 | 405,062 | 5.64 | 25,629,913 | 319,317 | 4.99 | |||||
| Noninterest-earning assets: | |||||||||||
| Cash and due from banks | 302,381 | 129,682 | |||||||||
| Premises and equipment | 203,166 | 216,847 | |||||||||
| Other assets | 1,759,138 | 1,541,657 | |||||||||
| Less: ACL - loans(4) | (357,644) | (282,532) | |||||||||
| Total Assets | $30,774,891 | $27,235,567 | |||||||||
| LIABILITIES AND SHAREHOLDERS' EQUITY | |||||||||||
| Interest-bearing liabilities: | |||||||||||
| Demand deposits | $7,080,302 | $31,748 | 1.80% | $5,535,669 | $14,612 | 1.06% | |||||
| Savings and money market deposits | 7,309,141 | 44,901 | 2.47 | 6,632,572 | 29,289 | 1.77 | |||||
| Brokered deposits | 1,123,328 | 15,074 | 5.40 | 954,773 | 12,135 | 5.10 | |||||
| Time deposits | 3,670,158 | 39,364 | 4.31 | 2,063,038 | 13,763 | 2.68 | |||||
| Total interest-bearing deposits | 19,182,929 | 131,087 | 2.75 | 15,186,052 | 69,799 | 1.84 | |||||
| Borrowings and other interest-bearing liabilities | 2,441,691 | 27,699 | 4.53 | 2,790,860 | 32,261 | 4.60 | |||||
| Total interest-bearing liabilities | 21,624,620 | 158,786 | 2.95 | 17,976,912 | 102,060 | 2.27 | |||||
| Noninterest-bearing liabilities: | |||||||||||
| Demand deposits | 5,460,025 | 6,021,091 | |||||||||
| Other liabilities | 737,575 | 590,100 | |||||||||
| Total Liabilities | 27,822,220 | 24,588,103 | |||||||||
| Shareholders’ equity | 2,952,671 | 2,647,464 | |||||||||
| Total Liabilities and Shareholders’ Equity | $30,774,891 | $27,235,567 | |||||||||
| Net interest income/net interest margin (FTE) | 246,276 | 3.43% | 217,257 | 3.40% | |||||||
| Tax equivalent adjustment | (4,556) | (4,405) | |||||||||
| Net interest income | $241,720 | $212,852 | |||||||||
(1) Presented on a FTE basis using a 21% federal tax rate and statutory interest expense disallowances.
(2)Average balance includes non-performing loans.
(3) Balances include amortized historical cost for AFS. The related unrealized holding gains (losses) are included in other assets.
(4) ACL - loans relates to the ACL specifically for net loans and does not include the ACL for OBS credit exposures, which is included in other liabilities.
The following table summarizes the changes in FTE interest income and interest expense resulting from changes in average balances (volume) and changes in yields and rates for the three months ended June 30, 2024 in comparison to the same period in 2023:
| 2024 vs. 2023Increase (Decrease) dueto change in | |||
|---|---|---|---|
| Volume | Yield/Rate | Net | |
| (dollars in thousands) | |||
| FTE Interest income on: | |||
| Net loans(1) | $35,713 | $32,666 | $68,379 |
| Investment securities | 1,067 | 5,429 | 6,496 |
| Other interest-earning assets | 7,416 | 3,454 | 10,870 |
| Total interest income | $44,196 | $41,549 | $85,745 |
| Interest expense on: | |||
| Demand deposits | $4,893 | $12,243 | $17,136 |
| Savings and money market deposits | 3,201 | 12,411 | 15,612 |
| Brokered deposits | 2,204 | 735 | 2,939 |
| Time deposits | 14,377 | 11,224 | 25,601 |
| Borrowings and other interest-bearing liabilities | (4,067) | (495) | (4,562) |
| Total interest expense | $20,608 | $36,118 | $56,726 |
Note: Changes which are partially attributable to both volume and rate are allocated to the volume and rate components presented above based on the percentage of direct changes that are attributable to each component.
Compared to the second quarter of 2023, FTE total interest income for the second quarter of 2024 increased $85.7 million, or 26.9%, primarily due to an increase of $44.2 million attributable to changes in volume, of which $35.7 million related to average net loans. Also contributing to the increase in FTE total interest income was $41.5 million attributable to changes in yield, of which $32.7 million related to net loans. The yield on average interest-earning assets increased 65 bps in the second quarter of 2024 compared to the same period in 2023. Overall, the increase in FTE interest income was largely due to net loans acquired and cash received in the Republic First Transaction as well as an increase in interest rates.
In the second quarter of 2024, interest expense increased $56.7 million compared to the second quarter of 2023, primarily driven by an increase in the rate on interest-bearing liabilities resulting in a $36.1 million increase in interest expense. The increase in interest expense attributable to rate was driven by increases in the rates on savings and money market deposits, demand deposits and time deposits. The increase in interest expense attributable to volume was primarily due to increases in average time deposits. The increase in interest expense on deposits was in part due to deposits assumed in the Republic First Transaction.
Average loans and average FTE yields, by type, are summarized in the following table:
| 2024 · 2023 · Increase (Decrease) | ||||||
|---|---|---|---|---|---|---|
| Balance | Yield | Balance | Yield | $ | % | |
| (dollars in thousands) | ||||||
| Real estate – commercial mortgage | $8,958,139 | 6.57% | $7,775,436 | 5.93% | $1,182,703 | 15.2% |
| Commercial and industrial | 4,853,583 | 6.90 | 4,629,919 | 6.16 | 223,664 | 4.8 |
| Real estate – residential mortgage | 5,977,132 | 4.19 | 5,008,295 | 3.70 | 968,837 | 19.3 |
| Real estate – home equity | 1,117,367 | 7.33 | 1,066,615 | 6.93 | 50,752 | 4.8 |
| Real estate – construction | 1,430,057 | 7.42 | 1,306,286 | 6.68 | 123,771 | 9.5 |
| Consumer | 685,183 | 6.84 | 763,407 | 5.85 | (78,224) | (10.2) |
| Leases and other loans(1) | 324,453 | 6.05 | 316,277 | 4.48 | 8,176 | 2.6 |
| Total loans | $23,345,914 | 6.12% | $20,866,235 | 5.52% | $2,479,679 | 11.9% |
(1) Consists of equipment lease financing, overdrafts and net origination fees and costs.
During the second quarter of 2024, average netloans increased $2.5 billion, or 11.9%, compared to the same period in 2023. The increase in average net loans was primarily due to $1.8 billion of average net loans acquired in the Republic First Transaction. Excluding the Republic First Transaction, average net loans increased $655.4 million largely due to increases of $478.0 million and $431.5 million in average commercial mortgage loans and residential mortgage loans, respectively, partially offset by decreases of $142.6 million and $71.2 million in average commercial and industrial loans and average consumer loans, respectively.
The yield on total loans increased 60 bps to 6.12% for the second quarter of 2024, compared to 5.52% for the same period in 2023, primarily due to rising interest rates and net loans acquired in the Republic First Transaction being accounted for at current market interest rates.
Average deposits and average interest rates, by type, are summarized in the following table:
| 2024 · 2023 · Increase (Decrease) | ||||||
|---|---|---|---|---|---|---|
| Balance | Rate | Balance | Rate | $ | % | |
| (dollars in thousands) | ||||||
| Noninterest-bearing demand | $5,460,025 | —% | $6,021,091 | —% | $(561,066) | (9.3)% |
| Interest-bearing demand | 7,080,302 | 1.80 | 5,535,669 | 1.06 | 1,544,633 | 27.9 |
| Savings and money market deposits | 7,309,141 | 2.47 | 6,632,572 | 1.77 | 676,569 | 10.2 |
| Total demand deposits and savings and money market deposits | 19,849,468 | 1.55 | 18,189,332 | 0.97 | 1,660,136 | 9.1 |
| Brokered deposits | 1,123,328 | 5.40 | 954,773 | 5.10 | 168,555 | 17.7 |
| Time deposits | 3,670,158 | 4.31 | 2,063,038 | 2.68 | 1,607,120 | 77.9 |
| Total deposits | $24,642,954 | 2.14% | $21,207,143 | 1.32% | $3,435,811 | 16.2% |
The cost of deposits increased 82 bps, to 2.14%, for the second quarter of 2024 compared to 1.32% for the same period in 2023, primarily due to an increase in rates and a change in the mix of deposits.
Average deposits increased $3.4 billion during the second quarter of 2024 compared to the same period in 2023, primarily due to $2.9 billion of average deposits assumed in the Republic First Transaction. Excluding the Republic First Transaction, average deposits increased $652.6 million largely due to increases of $1.2 billion, $233.3 million, $191.4 million and $140.5 million in average time deposits, average savings and money market deposits, average interest-bearing demand deposits and brokered deposits, respectively, partially offset by a decrease of $1.1 billion in noninterest-bearing demand deposits.
Average borrowings and interest rates, by type, are summarized in the following table:
| 2024 · 2023 · Increase (Decrease) | ||||||
|---|---|---|---|---|---|---|
| Balance | Rate | Balance | Rate | $ | % | |
| (dollars in thousands) | ||||||
| Federal funds purchased | $32,637 | 5.97% | $679,401 | 5.31% | $(646,764) | (95.2)% |
| Federal Home Loan Bank advances | 833,726 | 4.64 | 880,811 | 5.34 | (47,085) | (5.3) |
| Senior debt and subordinated debt | 535,656 | 3.96 | 539,906 | 3.96 | (4,250) | (0.8) |
| Other borrowings and interest-bearing liabilities(1) | 1,039,672 | 4.51 | 690,742 | 3.47 | 348,930 | 50.5 |
| Total borrowings and other interest-bearing liabilities | $2,441,691 | 4.53% | $2,790,860 | 4.60% | $(349,169) | (12.5)% |
(1) Includes repurchase agreements, short-term promissory notes, capital leases and collateral liabilities.
Average borrowings and other interest-bearing liabilities decreased $349.2 million in the second quarter of 2024 compared to the same period in 2023. The decrease in average borrowings and other interest-bearing liabilities was primarily due to decreases in average Federal funds purchased and average FHLB advances of $646.8 million and $47.1 million, respectively, partially offset by an increase in average other borrowings and interest-bearing liabilities of $348.9 million.
Provision for Credit Losses
The provision for credit losses was $32.1 million for the three months ended June 30, 2024 compared to $9.7 million in the same period in 2023. The increase was primarily due to the Republic First Transaction, which included a provision for credit losses of $23.4 million for non-PCD Loans.
Non-Interest Income
The following table presents the components of non-interest income:
| Three months ended June 30 · Increase (Decrease) | ||||
|---|---|---|---|---|
| 2024 | 2023 | $ | % | |
| (dollars in thousands) | ||||
| Wealth management | $20,990 | $18,678 | $2,312 | 12.4% |
| Commercial banking: | ||||
| Merchant and card | 7,798 | 7,700 | 98 | N/M |
| Cash management | 6,966 | 5,835 | 1,131 | 19.4 |
| Capital markets | 2,585 | 6,092 | (3,507) | (57.6) |
| Other commercial banking | 4,061 | 3,518 | 543 | 15.4 |
| Total commercial banking | 21,410 | 23,145 | (1,735) | (7.5) |
| Consumer banking: | ||||
| Card | 8,305 | 6,592 | 1,713 | 26.0 |
| Overdraft | 3,377 | 2,696 | 681 | 25.3 |
| Other consumer banking | 2,918 | 2,432 | 486 | 20.0 |
| Total consumer banking | 14,600 | 11,720 | 2,880 | 24.6 |
| Mortgage banking | 3,951 | 2,940 | 1,011 | 34.4 |
| Other | 4,933 | 4,106 | 827 | 20.1 |
| Subtotal | 65,884 | 60,589 | 5,295 | 8.7 |
| Gain on acquisition, net of tax | 47,392 | — | 47,392 | N/M |
| Investment securities gains (losses), net | (20,282) | (4) | (20,278) | N/M |
| Total Non-Interest Income | $92,994 | $60,585 | $32,409 | 53.5% |
Compared to the three months ended June 30, 2023, non-interest income before investment securities gains (losses) and gain on acquisition, net of tax, increased $5.3 million, or 8.7%, from $60.6 million. The increase in non-interest income was primarily due to $2.8 million from acquired operations in the Republic First Transaction. Also contributing to the increase in non-interest income before investment securities gain (losses) were increases of $2.3 million in wealth management revenues due to an increase in assets under management, $1.1 million in cash management fee income due to an increase in account analysis fees with customers electing to move funds to interest-bearing deposit accounts and $1.0 million in mortgage banking income driven by higher loan sale volumes and higher spreads, partially offset by a $3.6 million decrease in commercial customer interest rate swap fee income, reflected in capital markets.
In May 2024, the Corporation sold $345.7 million AFS securities and recorded a pre-tax loss of $20.3 million. The proceeds from the sale were reinvested into higher-yielding investment securities of a similar type and similar duration.
Non-Interest Expense
The following table presents the components of non-interest expense:
| Three months ended June 30 · Increase (Decrease) | ||||
|---|---|---|---|---|
| 2024 | 2023 | $ | % | |
| (dollars in thousands) | ||||
| Salaries and employee benefits | $109,466 | $94,102 | $15,364 | 16.3% |
| Data processing and software | 20,357 | 16,776 | 3,581 | 21.3 |
| Net occupancy | 17,793 | 14,374 | 3,419 | 23.8 |
| Other outside services | 11,773 | 10,834 | 939 | 8.7 |
| FDIC insurance | 6,696 | 4,895 | 1,801 | 36.8 |
| Intangible amortization | 4,688 | 1,072 | 3,616 | 337.3 |
| Equipment | 4,561 | 3,530 | 1,031 | 29.2 |
| Professional fees | 2,571 | 1,829 | 742 | 40.6 |
| Marketing | 2,101 | 1,655 | 446 | 26.9 |
| Other | 19,622 | 18,951 | 671 | 3.5 |
| Subtotal | 199,628 | 168,018 | 31,610 | 18.8 |
| Gain on Sale-Leaseback Transaction | (20,266) | — | (20,266) | N/M |
| Acquisition-related expenses | 13,803 | — | 13,803 | N/M |
| FultonFirst implementation and asset disposals | 6,323 | — | 6,323 | N/M |
| Total non-interest expense | $199,488 | $168,018 | $31,470 | 18.7% |
Excluding the gain on the Sale-Leaseback Transaction, acquisition-related expenses and FultonFirst implementation and asset disposal costs, non-interest expense increased $31.6 million, or 18.8%, for the three months ended June 30, 2024 compared to the same period in 2023. The increase in non-interest expense was primarily due to $21.1 million from the acquired operations in the Republic First Transaction and $6.9 million in salaries and benefits expense driven by annual merit increases, an increase in the number of employees, higher variable incentive compensation expense and higher healthcare claims expense.
Income Taxes
The Corporation's ETR was 7.9% for the three months ended June 30, 2024. Excluding the impact from the $47.3 million gain on acquisition, net of tax, the Corporation's ETR was 14.7% for the three months ended June 30, 2024 compared to 16.8% for the same period in 2023.
Six months ended June 30, 2024 compared to the six months ended June 30, 2023
Net Interest Income
FTE net interest income increased $20.5 million to $457.8 million for the six months ended June 30, 2024, from $437.3 million for the same period in 2023. NIM decreased 9 bps to 3.37%, compared to 3.46% for the same period in 2023. The following table provides a comparative average balance sheet and net interest income analysis for those periods. Interest income and yields are presented on an FTE basis, using a 21% federal tax rate, and statutory interest expense disallowances. The discussion following this table is based on these taxable-equivalent amounts.
| Six months ended June 30 | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 · 2023 | |||||||||||
| AverageBalance · Interest · Yield/Rate · AverageBalance · Interest · Yield/Rate | |||||||||||
| ASSETS · (dollars in thousands) | |||||||||||
| Interest-earning assets: | |||||||||||
| Net loans(1) | $22,357,972 | $669,414 | 6.02% | $20,665,779 | $550,219 | 5.36% | |||||
| Investment securities(2) | 4,189,901 | 60,847 | 2.90 | 4,261,718 | 54,824 | 2.57 | |||||
| Other interest-earning assets | 699,547 | 19,059 | 5.47 | 511,456 | 8,508 | 3.34 | |||||
| Total interest-earning assets | 27,247,420 | 749,320 | 5.52 | 25,438,953 | 613,551 | 4.85 | |||||
| Noninterest-earning assets: | |||||||||||
| Cash and due from banks | 292,638 | 135,436 | |||||||||
| Premises and equipment | 213,270 | 219,920 | |||||||||
| Other assets | 1,686,941 | 1,552,669 | |||||||||
| Less: ACL - loans(3) | (326,950) | (277,942) | |||||||||
| Total Assets | $29,113,319 | $27,069,036 | |||||||||
| LIABILITIES AND SHAREHOLDERS' EQUITY | |||||||||||
| Interest-bearing liabilities: | |||||||||||
| Demand deposits | $6,338,513 | $52,248 | 1.66% | $5,431,696 | $23,067 | 0.86% | |||||
| Savings and money market deposits | 6,989,186 | 83,699 | 2.41 | 6,551,470 | 49,824 | 1.53 | |||||
| Brokered deposits | 1,103,356 | 29,728 | 5.42 | 698,644 | 17,308 | 5.00 | |||||
| Time deposits | 3,319,249 | 68,986 | 4.18 | 1,880,970 | 21,221 | 2.28 | |||||
| Total interest-bearing deposits | 17,750,304 | 234,661 | 2.66 | 14,562,780 | 111,420 | 1.54 | |||||
| Borrowings and other interest-bearing liabilities | 2,525,034 | 56,854 | 4.49 | 2,928,819 | 64,873 | 4.43 | |||||
| Total interest-bearing liabilities | 20,275,338 | 291,515 | 2.89 | 17,491,599 | 176,293 | 2.03 | |||||
| Noninterest-bearing liabilities: | |||||||||||
| Demand deposits | 5,260,550 | 6,329,701 | |||||||||
| Other liabilities | 717,623 | 617,252 | |||||||||
| Total Liabilities | 26,253,511 | 24,438,552 | |||||||||
| Shareholders’ equity | 2,859,808 | 2,630,484 | |||||||||
| Total Liabilities and Shareholders’ Equity | $29,113,319 | $27,069,036 | |||||||||
| Net interest income/net interest margin (FTE) | 457,805 | 3.37% | 437,258 | 3.46% | |||||||
| Tax equivalent adjustment | (9,148) | (8,819) | |||||||||
| Net interest income | $448,657 | $428,439 | |||||||||
(2) Balances include amortized historical cost for AFS. The related unrealized holding gains (losses) are included in other assets.
(3) ACL - loans relates to the ACL specifically for net loans and does not include the ACL for OBS credit exposures, which is included in other liabilities.
The following table summarizes the changes in FTE interest income and interest expense resulting from changes in average balances (volume) and changes in yields and rates for the six months ended June 30, 2024 in comparison to the same period in 2023:
| 2024 vs. 2023Increase (Decrease) dueto change in | |||
|---|---|---|---|
| Volume | Yield/Rate | Net | |
| (dollars in thousands) | |||
| FTE interest income on: | |||
| Net loans (1) | $47,606 | $71,589 | $119,195 |
| Investment securities | (924) | 6,947 | 6,023 |
| Other interest-earning assets | 3,859 | 6,692 | 10,551 |
| Total interest income | $50,541 | $85,228 | $135,769 |
| Interest expense on: | |||
| Demand deposits | $4,440 | $24,741 | $29,181 |
| Savings and money market deposits | 3,525 | 30,350 | 33,875 |
| Brokered deposits | 10,847 | 1,573 | 12,420 |
| Time deposits | 22,856 | 24,909 | 47,765 |
| Borrowings and other interest-bearing liabilities | (8,893) | 874 | (8,019) |
| Total interest expense | $32,775 | $82,447 | $115,222 |
Note: Changes which are partially attributable to both volume and rate are allocated to the volume and rate components presented above based on the percentage of direct changes that are attributable to each component.
Compared to the same period in 2023, FTE total interest income for the six months ended June 30, 2024 increased $135.8 million due to increases of $85.2 million attributable to changes in yield, of which $71.6 million was attributable to net loans, and $50.5 million attributable to changes in volume, of which $47.6 million was attributable to average net loans. The yield on average interest-earning assets increased 67 bps in the six months ended June 30, 2024 compared to the same period in 2023. The increase in FTE interest income was largely due to net loans and cash acquired in the Republic First Transaction as well as an increase in interest rates.
For the six months ended June 30, 2024, interest expense increased $115.2 million comp ared to the same period in 2023, primarily driven by an increase in the rate on interest-bearing liabilities resulting in an $82.4 million increase in interest expense. The increase in interest expense attributable to rate was driven by increases in the rates on savings and money market deposits, time deposits and demand deposits. The increase in interest expense attributable to volume was $32.8 million primarily driven by increases in average time deposits and average brokered deposits, partially offset by a decrease in average borrowings and other interest-bearing liabilities. The increase in interest expense on deposits was in part due to deposits assumed in the Republic First Transaction.
Average loans and average FTE yields, by type, are summarized in the following table:
| 2024 · 2023 · Increase (Decrease) | ||||||
|---|---|---|---|---|---|---|
| Balance | Yield | Balance | Yield | $ | % | |
| (dollars in thousands) | ||||||
| Real estate – commercial mortgage | $8,562,077 | 6.46% | $7,748,356 | 5.74% | $813,721 | 10.5% |
| Commercial and industrial | 4,685,383 | 6.79 | 4,598,097 | 5.97 | 87,286 | 1.9 |
| Real estate - residential mortgage | 5,665,518 | 4.08 | 4,900,182 | 3.64 | 765,336 | 15.6 |
| Real estate - home equity | 1,078,344 | 7.33 | 1,076,270 | 6.65 | 2,074 | 0.2 |
| Real estate – construction | 1,335,348 | 7.43 | 1,291,299 | 6.49 | 44,049 | 3.4 |
| Consumer | 703,353 | 6.64 | 742,445 | 5.62 | (39,092) | (5.3) |
| Leases and other loans (1) | 327,949 | 5.38 | 309,130 | 4.29 | 18,819 | 6.1 |
| Total loans | $22,357,972 | 6.02% | $20,665,779 | 5.36% | $1,692,193 | 8.2% |
(1) Consists of equipment lease financing, overdrafts and net origination fees and costs.
During the six months ended June 30, 2024, average net loans increased $1.7 billion, or 8.2%, compared to the same period in 2023. The increase in average net loans was primarily due to $912.1 million of average net loans acquired in the Republic First Transaction. Excluding the Republic First Transaction, average net loans increased $780.1 million largely due to increases of $496.7 million and $461.4 million in average residential mortgage loans and average commercial mortgage loans, respectively, partially offset by decreases of $95.9 million, $35.6 million, $33.1 million and $32.0 million in average commercial and industrial loans, average consumer loans, average home equity loans and average construction loans, respectively.
The yield on total loans increased 66 bps for the first six months 2024 primarily due to rising interest rates and net loans acquired in the Republic First Transaction being accounted for at current market interest rates.
Average deposits and average interest rates, by type, are summarized in the following table:
| 2024 · 2023 · Increase (Decrease) | ||||||
|---|---|---|---|---|---|---|
| Balance | Rate | Balance | Rate | $ | % | |
| (dollars in thousands) | ||||||
| Noninterest-bearing demand | $5,260,550 | —% | $6,329,701 | —% | $(1,069,151) | (16.9)% |
| Interest-bearing demand | 6,338,513 | 1.66 | 5,431,696 | 0.86 | 906,817 | 16.7 |
| Savings and money market deposits | 6,989,186 | 2.41 | 6,551,470 | 1.53 | 437,716 | 6.7 |
| Total demand deposits and savings and money market deposits | 18,588,249 | 1.47 | 18,312,867 | 0.80 | 275,382 | 1.5 |
| Brokered deposits | 1,103,356 | 5.42 | 698,644 | 5.00 | 404,712 | 57.9 |
| Time deposits | 3,319,249 | 4.18 | 1,880,970 | 2.28 | 1,438,279 | 76.5 |
| Total deposits | $23,010,854 | 2.05% | $20,892,481 | 1.08% | $2,118,373 | 10.1% |
The cost of total deposits increased 97 bps to 2.05% for the first six months of 2024 compared to 1.08% for the same period of 2023, primarily due to rising interest rates and a change in the mix of deposits.
Average deposits increased $2.1 billion largely due to $1.4 billion of average deposits assumed in the Republic First Transaction. Excluding the Republic First Transaction, average deposits increased $726.8 million largely due to increases of $1.2 billion, $390.7 million, $230.2 million and $216.1 million in average time deposits, average brokered deposits, average interest-bearing demand deposits and average savings and money market deposits, respectively, partially offset by a decrease of $1.3 billion in noninterest-bearing demand deposits.
Average borrowings and interest rates, by type, are summarized in the following table:
| 2024 · 2023 · Increase (Decrease) | ||||||
|---|---|---|---|---|---|---|
| Balance | Rate | Balance | Rate | $ | % | |
| (dollars in thousands) | ||||||
| Federal funds purchased | $103,148 | 5.52% | $592,753 | 5.08% | $(489,605) | (82.6) |
| Federal Home Loan Bank advances | 868,308 | 4.72 | 1,070,148 | 5.11 | (201,840) | (18.9) |
| Senior debt and subordinated debt | 535,567 | 3.96 | 539,817 | 3.96 | (4,250) | (0.8) |
| Other borrowings and interest-bearing liabilities(1) | 1,018,011 | 4.30 | 726,101 | 3.26 | 291,910 | 40.2 |
| Total borrowings and other interest-bearing liabilities | $2,525,034 | 4.49% | $2,928,819 | 4.43% | $(403,785) | (13.8)% |
(1) Includes repurchase agreements, short-term promissory notes and capital leases.
Average borrowings and other interest-bearing liabilities decreased $403.8 million during the first six months of 2024 compared to the same period in 2023. The decrease in average borrowings and other interest-bearing liabilities was primarily due to decreases in average Federal funds purchased and average FHLB advances of $489.6 million and $201.8 million, respectively, partially offset by an increase in average other borrowings and interest-bearing liabilities of $291.9 million.
Provision for Credit Losses
The provision for credit losses was $43.0 million for the six months ended June 30, 2023, compared to $34.3 million for the same period in 2023. The increase was primarily due to the Republic First Transaction, which included a provision for credit losses of $23.4 million for non-PCD Loans, partially offset by an elevated level of provision for credit losses in the same period in 2023 due to a $13.3 million charge-off for a commercial office loan.
Non-Interest Income
The following table presents the components of non-interest income:
| Six months ended June 30 · Increase (Decrease) | ||||
|---|---|---|---|---|
| 2024 | 2023 | $ | % | |
| (dollars in thousands) | ||||
| Wealth management | $41,144 | $36,740 | $4,404 | 12.0% |
| Commercial banking: | ||||
| Merchant and card | 14,607 | 14,534 | 73 | 0.5 |
| Cash management | 13,271 | 11,350 | 1,921 | 16.9 |
| Capital markets | 4,926 | 8,436 | (3,510) | (41.6) |
| Other commercial banking | 7,434 | 6,338 | 1,096 | 17.3 |
| Total commercial banking | 40,238 | 40,658 | (420) | (1.0) |
| Consumer banking: | ||||
| Card | 14,933 | 12,835 | 2,098 | 16.3 |
| Overdraft | 6,163 | 5,429 | 734 | 13.5 |
| Other consumer banking | 5,172 | 4,673 | 499 | 10.7 |
| Total consumer banking | 26,268 | 22,937 | 3,331 | 14.5 |
| Mortgage banking | 7,041 | 4,910 | 2,131 | 43.4 |
| Other | 8,332 | 7,075 | 1,257 | 17.8 |
| Subtotal | 123,023 | 112,320 | 10,703 | 9.5 |
| Gain on acquisition, net of tax | 47,392 | — | 47,392 | N/M |
| Investment securities (losses) gains, net | (20,282) | 19 | (20,301) | N/M |
| Total Non-Interest Income | $150,133 | $112,339 | $37,794 | 33.6% |
Non-interest income before investment securities gains (losses) and gain on acquisition, net of tax, increased $10.7 million, or 9.5%, during the six months ended June 30, 2024 compared to the same period in 2023. The increase in non-interest income was due to $2.8 million from acquired operations in the Republic First Transaction. The remaining increase in non-interest income before investment securities gains (losses) of $7.9 million included a $4.4 million increase in wealth management revenues due to an increase in assets under management, a $2.1 million increase in mortgage banking income from higher loan volumes and higher spreads and a $1.9 million increase in cash management fee income due to an increase in account analysis fees with customers electing to move funds to interest-bearing deposit accounts.
In May 2024, the Corporation sold $345.7 million available for sale securities and recorded a pre-tax loss of $20.3 million. The proceeds from the sale were reinvested into higher-yielding securities of a similar type and similar duration.
Non-Interest Expense
The following table presents the components of non-interest expense:
| Six months ended June 30 · Increase (Decrease) | ||||
|---|---|---|---|---|
| 2024 | 2023 | $ | % | |
| (dollars in thousands) | ||||
| Salaries and employee benefits | $204,705 | $183,385 | $21,320 | 11.6% |
| Data processing and software | 38,018 | 32,571 | 5,447 | 16.7 |
| Net occupancy | 33,943 | 28,812 | 5,131 | 17.8 |
| Other outside services | 22,582 | 20,960 | 1,622 | 7.7 |
| FDIC insurance | 12,800 | 9,690 | 3,110 | 32.1 |
| Equipment | 8,602 | 6,920 | 1,682 | N/M |
| Intangible amortization | 5,261 | 1,746 | 3,515 | N/M |
| Professional fees | 4,659 | 4,221 | 438 | 10.4 |
| Marketing | 4,012 | 3,541 | 471 | 13.3 |
| Other | 36,316 | 35,790 | 526 | 1.5 |
| Subtotal | 370,898 | 327,636 | 43,262 | 13.2 |
| Gain on Sale-Leaseback Transaction | (20,266) | — | (20,266) | N/M |
| Acquisition-related expenses | 13,803 | — | 13,803 | N/M |
| FultonFirst implementation and asset disposals | 12,652 | — | 12,652 | N/M |
| Total non-interest expense | $377,087 | $327,636 | $49,451 | 15.1% |
Excluding the gain on the Sale-Leaseback Transaction, acquisition-related expenses and FultonFirst implementation and asset disposal costs, non-interest expense increased $43.3 million, or 13.2%, for the six months ended June 30, 2024 compared to the same period in 2023. The increase in non-interest expense was due to a $21.1 million from acquired operations in the Republic First Transaction, $12.8 million in salaries and benefits expense driven by annual merit increases, an increase in the number of employees, lower deferred costs from loan origination activities and higher healthcare claims expense, $3.0 million in higher data processing and software expenses, a result of technology investments and $2.7 million in higher net occupancy costs.
Income Taxes
The Corporation's ETR was 12.2% for the six months ended June 30, 2024. Excluding the impact from the $47.3 million gain on acquisition, net of tax, the Corporation's ETR was 16.6% for the six months ended June 30, 2024 compared to 17.3% for the same period in 2023.
FINANCIAL CONDITION
The table below presents condensed consolidated ending balance sheets:
| June 30,2024 · December 31,2023 · Increase (Decrease) | ||||
|---|---|---|---|---|
| $ · % | ||||
| Assets · (dollars in thousands) | ||||
| Cash and cash equivalents | $1,396,282 | $549,710 | $846,572 | N/M |
| FRB and FHLB Stock | 125,297 | 124,405 | 892 | 0.7 |
| Loans held for sale | 26,822 | 15,158 | 11,664 | 76.9 |
| Investment securities | 4,184,027 | 3,666,274 | 517,753 | 14.1 |
| Net loans, less ACL - loans | 23,730,356 | 21,057,690 | 2,672,666 | 12.7 |
| Net premises and equipment | 180,642 | 222,881 | (42,239) | (19.0) |
| Goodwill and intangibles | 648,026 | 560,687 | 87,339 | 15.6 |
| Other assets | 1,478,361 | 1,375,110 | 103,251 | 7.5 |
| Total Assets | $31,769,813 | $27,571,915 | $4,197,898 | 15.2% |
| Liabilities and Shareholders' Equity | ||||
| Deposits | $25,559,654 | $21,537,623 | $4,022,031 | 18.7% |
| Borrowings | 2,178,597 | 2,487,526 | (308,929) | (12.4) |
| Other liabilities | 929,953 | 786,627 | 143,326 | 18.2 |
| Total Liabilities | 28,668,204 | 24,811,776 | 3,856,428 | 15.5 |
| Total Shareholders' Equity | 3,101,609 | 2,760,139 | 341,470 | 12.4 |
| Total Liabilities and Shareholders' Equity | $31,769,813 | $27,571,915 | $4,197,898 | 15.2% |
Investment Securities
The following table presents the carrying amount of investment securities:
| June 30,2024 · December 31,2023 · Increase (Decrease) | ||||
|---|---|---|---|---|
| $ · % | ||||
| Available for Sale · (dollars in thousands) | ||||
| U.S. Government securities | $— | $42,161 | $(42,161) | N/M |
| U.S. Government-sponsored agency securities | — | 1,010 | (1,010) | N/M |
| State and municipal securities | 820,109 | 1,072,013 | (251,904) | (23.5) |
| Corporate debt securities | 337,398 | 440,551 | (103,153) | (23.4) |
| Collateralized mortgage obligations | 713,769 | 111,434 | 602,335 | N/M |
| Residential mortgage-backed securities | 557,191 | 196,795 | 360,396 | N/M |
| Commercial mortgage-backed securities | 511,127 | 534,388 | (23,261) | (4.4) |
| Total available for sale securities | 2,939,594 | 2,398,352 | 541,242 | 22.6 |
| Held to Maturity | ||||
| Residential mortgage-backed securities | 384,956 | 407,075 | (22,119) | (5.4) |
| Commercial mortgage-backed securities | 859,477 | 860,847 | (1,370) | (0.2) |
| Total held to maturity securities | 1,244,433 | 1,267,922 | (23,489) | (1.9) |
| Total Investment Securities | $4,184,027 | $3,666,274 | $517,753 | 14.1% |
Compared to December 31, 2023, total AFS securities at June 30, 2024 increased $541.2 million, or 22.6%. The increase in AFS securities at June 30, 2024 compared to December 31, 2023 was primarily due to increases in collateralized mortgage obligations and residential mortgage-backed securities of $602.3 million and $360.4 million, respectively, partially offset by decreases in state and municipal securities and corporate debt securities of $251.9 million and $103.2 million, respectively.
At June 30, 2024, total HTM securities decreased $23.5 million compared to December 31, 2023, primarily driven by a decrease of $22.1 million in residential mortgage-backed securities due to payments.
Loans
The following table presents ending net loans outstanding by type:
| June 30,2024 · December 31,2023 · Increase (Decrease) | ||||
|---|---|---|---|---|
| $ · % | ||||
| (dollars in thousands) | ||||
| Real estate - commercial mortgage | $9,289,770 | $8,127,728 | $1,162,042 | 14.3% |
| Commercial and industrial(1) | 4,967,796 | 4,545,552 | 422,244 | 9.3% |
| Real estate - residential mortgage | 6,248,856 | 5,325,923 | 922,933 | 17.3% |
| Real estate - home equity | 1,120,878 | 1,047,184 | 73,694 | 7.0% |
| Real estate - construction | 1,463,799 | 1,239,075 | 224,724 | 18.1% |
| Consumer | 692,086 | 729,318 | (37,232) | (5.1)% |
| Leases and other loans(2) | 323,112 | 336,314 | (13,202) | (3.9)% |
| Net loans | $24,106,297 | $21,351,094 | $2,755,203 | 12.9% |
(1) Includes no unearned income for June 30, 2024 and $41.0 thousand for December 31, 2023.
(2) Includes unearned income of $36.6 million for June 30, 2024 and $38.0 million for December 31, 2023.
During the six months ended June 30, 2024, net loans increased $2.8 billion, or 12.9%, compared to December 31, 2023. The increase in net loans during the first six months of 2024 was primarily due to net loans acquired in the Republic First Transaction of $2.5 billion based on preliminary fair values as of the Acquisition Date. The reduction in fair value on the acquired net loans as of the Acquisition Date was $378.9 million, which included an adjustment for interest rates of $299.5 million, an adjustment for credit of $55.9 million on PCD Loans and an adjustment for credit of $23.4 million for non-PCD Loans. Excluding the impact from the credit-related adjustment on PCD Loans of $55.9 million and purchase accounting accretion of $10.4 million, net loans acquired in the Republic First Transaction declined approximately $33.1 million subsequent to the Acquisition Date. Excluding net loans acquired in the Republic First Transaction, net loans increased $216.9 million, or 1.0%, largely due to increases of $172.7 million, $119.7 million and $73.9 million in residential mortgage loans, commercial mortgage loans and construction loans, respectively, partially offset by a $84.1 million decrease in commercial and industrial loans.
The Corporation does not have a significant concentration of credit risk with any single borrower. As of June 30, 2024, approximately $10.8 billion, or 44.6%, of the loan portfolio was comprised of commercial mortgage loans and construction loans.
The Corporation has established lower total lending limits for certain types of commercial lending commitments and lower total lending limits based on the Corporation's internal risk rating of an individual borrower at the time the lending commitment is approved. The Corporation adheres to loan portfolio management practices, which include requiring an annual review of the majority of loans. Additionally, management monitors the loan portfolio throughout the year taking into account, among other things, the size, complexity and level risk of loans and individual borrowers. An independent loan review function assesses the portfolio for internal risk rating accuracy and loan servicing policy requirements. The Corporation consolidates risk migrations to identify emerging risks by industry and real estate property types, taking into consideration economic forecasts and industry trends. Recently, the Corporation identified the office and multi-family commercial mortgage loan portfolios as posing heightened risks and consequently moderated the volume of new loan originations. The Corporation takes a risk-based approach when reviewing a specific loan portfolio, such as the office loan or multi-family loan portfolios. The Corporation reviews portfolio concentrations and adjusts the lending limits based on asset quality, economic forecasts and industry outlook.
The following table summarizes the industry concentrations within the commercial mortgage and the commercial and industrial loan portfolios:
| June 30, 2024 | December 31, 2023 | |
|---|---|---|
| Real estate(1) | 43.0% | 46.6% |
| Health care | 6.2 | 6.6 |
| Retail | 6.2 | 3.3 |
| Manufacturing | 5.9 | 6.1 |
| Other services | 5.2 | 4.5 |
| Agriculture | 5.0 | 5.6 |
| Hospitality and food services | 4.2 | 3.6 |
| Construction(2) | 3.7 | 4.1 |
| Wholesale trade | 2.9 | 3.2 |
| Educational services | 2.9 | 2.9 |
| Professional, scientific and technical services | 2.6 | 2.2 |
| Arts, entertainment and recreation | 2.2 | 1.9 |
| Transportation and warehousing | 1.7 | 1.7 |
| Finance and Insurance | 1.4 | 1.3 |
| Public administration | 1.2 | 1.0 |
| Administrative and Support | 0.9 | 1.1 |
| Other | 4.8 | 4.3 |
| Total | 100.0% | 100.0% |
(1) Includes commercial loans to borrowers engaged in the business of renting, leasing or managing real estate for others; selling and/or buying real estate for
others; and appraising real estate.
(2) Includes commercial loans to borrowers engaged in the construction industry.
The commercial mortgage loan portfolio consists of 44% owner occupied commercial mortgage loans and 56% of non-owner occupied commercial mortgage loans as of June 30, 2024. The following table summarizes the non-owner occupied commercial mortgage loan portfolio and the percent to total net loans.
| June 30, 2024 | December 31, 2023 | |||
|---|---|---|---|---|
| $ | % | $ | % | |
| (dollars in thousands) | ||||
| Multi-family | $1,431,845 | 5.9% | $1,147,612 | 5.4% |
| Retail trade | 1,125,962 | 4.7 | 893,029 | 4.2 |
| Industrial | 867,391 | 3.6 | 634,533 | 3.0 |
| Office | 781,608 | 3.2 | 640,403 | 3.0 |
| Hospitality and food services | 469,453 | 1.9 | 453,305 | 2.1 |
| Other | 506,528 | 2.1 | 498,122 | 2.3 |
| Total non-owner occupied commercial mortgage loans | $5,182,787 | 21.5% | $4,267,004 | 20.0% |
The following table summarizes the commercial mortgage office non-owner occupied loan portfolio outstanding balance, total commitment and LTV ratio by Metropolitan Statistical Area:
| June 30, 2024 | December 31, 2023 | |||||
|---|---|---|---|---|---|---|
| Outstanding Balance | Total Commitment | Weighted Average LTV (1) | Outstanding Balance | Total Commitment | Weighted Average LTV (1) | |
| (dollars in thousands) | ||||||
| Philadelphia(2) | $334,294 | $372,558 | 65% | $241,596 | $247,395 | 56% |
| New York(3) | 99,019 | 104,560 | 68 | 60,149 | 62,565 | 71 |
| Washington, D.C.(4) | 91,920 | 91,920 | 56 | 97,270 | 97,847 | 56 |
| Baltimore (5) | 83,206 | 84,303 | 47 | 82,573 | 82,577 | 51 |
| Other | 173,169 | 185,021 | 63 | 158,815 | 161,533 | 61 |
| Total office non-owner occupied commercial real estate | $781,608 | $838,362 | 62% | $640,403 | $651,917 | 58% |
(1)Weighted Average LTV as of origination.
(2)Philadelphia-Camden-Wilmington, PA-NJ-DE-MD
(3) New York-Newark-Jersey City, NY-NJ-PA
(4)Washington-Arlington-Alexandria, DC-VA-MD-WV
(5) Baltimore-Columbia-Towson, MD
The non-owner occupied commercial mortgage office loan portfolio table above excludes commercial construction loans secured by office property collateral with a total outstanding balance of $48.9 million and outstanding loan commitment of $57.4 million as of June 30, 2024.
The following table summarizes the commercial mortgage multi-family non-owner occupied loan portfolio outstanding balance, total commitment and LTV ratio by Metropolitan Statistical Area:
| June 30, 2024 | December 31, 2023 | |||||
|---|---|---|---|---|---|---|
| Outstanding Balance | Total Commitment | Weighted Average LTV (1) | Outstanding Balance | Total Commitment | Weighted Average LTV (1) | |
| (dollars in thousands) | ||||||
| Philadelphia(2) | $676,646 | $709,088 | 61% | $467,749 | $480,942 | 57% |
| New York(3) | 124,458 | 131,619 | 71 | 53,153 | 53,642 | 72 |
| Baltimore(4) | 69,295 | 69,475 | 61 | 54,675 | 54,879 | 56 |
| Washington, D.C.(5) | 31,032 | 33,493 | 43 | 87,020 | 92,483 | 51 |
| Lancaster, PA | 134,548 | 143,668 | 69 | 159,691 | 169,437 | 66 |
| Other | 395,866 | 437,354 | 60 | 325,324 | 361,693 | 65 |
| Total multi-family non-owner occupied commercial real estate | $1,431,845 | $1,524,697 | 62% | $1,147,612 | $1,213,076 | 59% |
(1)Weighted Average LTV as of origination.
(2)Philadelphia-Camden-Wilmington, PA-NJ-DE-MD
(3) New York-Newark-Jersey City, NY-NJ-PA
(4)Washington-Arlington-Alexandria, DC-VA-MD-WV
(5) Baltimore-Columbia-Towson, MD
The non-owner occupied commercial mortgage multi-family loan table above excludes commercial construction loans secured by multi-family property collateral with a total outstanding loan balance of $469.1 million and outstanding loan commitment of $874.6 million as of June 30, 2024.
The following table presents the changes in non-accrual loans for the three months and six months ended June 30, 2024:
| Commercial and Industrial | Real Estate -CommercialMortgage | Real Estate -Construction | Real Estate -ResidentialMortgage | Consumer and Real Estate -HomeEquity | Leases and other loans | Total | |
|---|---|---|---|---|---|---|---|
| (dollars in thousands) | |||||||
| Balance at March 31, 2024 | $43,735 | $45,961 | $1,286 | $23,245 | $5,310 | $10,091 | $129,628 |
| Additions | 24,420 | 13,078 | — | 3,272 | 3,593 | 1,664 | 46,027 |
| Payments | (7,386) | (4,994) | (60) | (1,771) | (425) | (404) | (15,040) |
| Charge-offs | (2,955) | (7,853) | — | (35) | (1,766) | (1,398) | (14,007) |
| Transfers to accrual status | (540) | — | — | — | — | — | (540) |
| Transfers to OREO | — | — | — | (248) | (190) | — | (438) |
| Balance at June 30, 2024 | $57,274 | $46,192 | $1,226 | $24,463 | $6,522 | $9,953 | $145,630 |
| Balance at December 31, 2023 | $39,952 | $44,805 | $1,341 | $20,824 | $4,805 | $9,893 | $121,620 |
| Additions | 55,362 | 24,316 | — | 5,974 | 6,746 | 2,912 | 95,310 |
| Payments | (19,450) | (14,870) | (115) | (2,165) | (697) | (649) | (37,946) |
| Charge-offs | (10,587) | (7,879) | — | (286) | (4,004) | (2,203) | (24,959) |
| Transfers to accrual status | (8,003) | (180) | — | (142) | (138) | — | (8,463) |
| Transfers to OREO | — | — | — | 258 | (190) | — | 68 |
| Balance at June 30, 2024 | $57,274 | $46,192 | $1,226 | $24,463 | $6,522 | $9,953 | $145,630 |
During the six months ended June 30, 2024, non-accrual loans increased by approximately $24.0 million, or 19.7%, largely due to additions to non-accrual loans acquired in the Republic First Transaction of $22.7 million. During the six months ended June 30, 2024, non-accrual loans as a percentage of total net loans increased to 0.60%, compared to 0.57% as of December 31, 2023.
The following table summarizes non-performing assets as of the periods shown below:
| June 30, 2024 | December 31, 2023 | |
|---|---|---|
| (dollars in thousands) | ||
| Non-accrual loans | $145,630 | $121,620 |
| Loans 90 days or more past due and still accruing | 26,962 | 31,721 |
| Total non-performing loans | 172,592 | 153,341 |
| OREO(1) | 1,444 | 896 |
| Total non-performing assets | $174,036 | $154,237 |
| Non-accrual loans to total loans | 0.60% | 0.57% |
| Non-performing loans to total loans | 0.72% | 0.72% |
| Non-performing assets to total assets | 0.55% | 0.56% |
| ACL - loans to non-performing loans | 218% | 191% |
(1) Excludes $24.2 million and $10.9 million of residential mortgage properties for which formal foreclosure proceedings were in process as of June 30, 2024
and December 31, 2023, respectively.
Non-performing loans at June 30, 2024 increased $19.3 million, or 12.6%, compared to $153.3 million as of December 31, 2023. The increase in non-performing loans during the first six months of 2024 was primarily due to additions to non-accrual loans from the Republic First Transaction of $22.7 million. Non-performing loans as a percentage of total net loans were 0.72% at June 30, 2024 and December 31, 2023. See "Note 5 - Loans and Allowance for Credit Losses," in the Notes to Consolidated Financial Statements in this Quarterly Report on Form 10-Q for further details on non-performing loans.
The ability to identify potential problem loans in a timely manner is important to maintaining an adequate ACL. For commercial and industrial loans, commercial mortgages and commercial construction loans to commercial borrowers, an internal risk rating process is used to monitor credit quality. The evaluation of credit risk for residential mortgages, home equity loans, construction loans to individuals, consumer loans and leases and other loans is based on payment history, through the monitoring of delinquency levels and trends.
Total internally risk-rated loans were $15.5 billion and $13.7 billion as of June 30, 2024 and December 31, 2023, respectively, of which $2.0 billion and $0.9 billion were criticized and classified, respectively. For a description of the Corporation's risk ratings, see "Note 1 - Summary of Significant Accounting Policies - Allowance for Credit Losses" in the Notes to Consolidated Financial Statements in the Corporation's Annual Report on Form 10-K for the year ended December 31, 2023.
The following table presents criticized and classified loans, or those with internal risk ratings of special mention or substandard or lower for commercial mortgages, commercial and industrial loans and construction loans to commercial borrowers, by class segment:
| Special Mention(1) · Increase (Decrease) · Substandard or Lower(2) · Increase (Decrease) · Total Criticized and Classified Loans | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| June 30, 2024 · December 31, 2023 · $ · % · June 30, 2024 · December 31, 2023 · $ · % · June 30, 2024 · December 31, 2023 | |||||||||||||||
| (dollars in thousands) | |||||||||||||||
| Real estate - commercial mortgage | $755,031 | $302,553 | $452,478 | 149.6% | $373,983 | $224,774 | $149,209 | 66.4% | $1,129,014 | $527,327 | |||||
| Commercial and industrial | 393,976 | 135,837 | 258,139 | 190.0 | 300,484 | 196,500 | 103,984 | 52.9 | 694,460 | 332,337 | |||||
| Real estate - construction(3) | 126,897 | 38,520 | 88,377 | 229.4 | 51,382 | 26,771 | 24,611 | 91.9 | 178,279 | 65,291 | |||||
| Total | $1,275,904 | $476,910 | $798,994 | 167.5% | $725,849 | $448,045 | $277,804 | 62.0% | $2,001,753 | $924,955 | |||||
| % of total risk rated loans | 8.2% | 3.5% | 4.7% | 3.3% | 12.9% | 6.8% | |||||||||
(1) Considered "criticized" loans by banking regulators.
(2) Considered "classified" loans by banking regulators.
(3) Excludes construction - other.
The Corporation accounts for the credit risk associated with lending activities through the ACL and the provision for credit losses.
The increase of $799.0 million in special mention loans as of June 30, 2024 was primarily due to loans acquired in the Republic First Transaction with a balance of $776.9 million as of June 30, 2024. The increase of $277.8 million in substandard or lower loans as of June 30, 2024 was primarily due to loans acquired in the Republic First Transaction with a balance of $166.5 million as of June 30, 2024.
The following table presents the activity in the ACL:
| Three months ended June 30 | Six months ended June 30 | |||
|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |
| (dollars in thousands) | ||||
| Average balance of net loans | $23,345,914 | $20,866,235 | $22,357,972 | $20,665,779 |
| Balance of ACL at beginning of period | $297,888 | $278,695 | $293,404 | $269,366 |
| CECL Day 1 Provision(1) | 23,444 | — | 23,444 | — |
| Initial PCD allowance for credit losses | 55,906 | — | 55,906 | — |
| Loans charged off: | ||||
| Real estate - commercial mortgage | (7,853) | (230) | (7,879) | (13,592) |
| Commercial and industrial | (2,955) | (2,017) | (10,587) | (2,629) |
| Real estate - residential mortgage | (35) | (62) | (286) | (62) |
| Consumer and real estate - home equity | (1,766) | (1,313) | (4,004) | (3,519) |
| Real estate - construction | — | — | — | — |
| Leases and other loans | (1,398) | (1,165) | (2,203) | (1,888) |
| Total loans charged off | (14,007) | (4,787) | (24,959) | (21,690) |
| Recoveries of loans previously charged off: | ||||
| Real estate - commercial mortgage | 146 | 29 | 298 | 815 |
| Commercial and industrial | 796 | 988 | 2,044 | 2,074 |
| Real estate - residential mortgage | 122 | 58 | 238 | 106 |
| Consumer and real estate - home equity | 1,161 | 959 | 1,837 | 1,620 |
| Real estate - construction | 233 | 569 | 233 | 771 |
| Leases and other loans | 247 | 213 | 409 | 329 |
| Total recoveries | 2,705 | 2,816 | 5,059 | 5,715 |
| Net loans charged off (recoveries) | (11,302) | (1,971) | (19,900) | (15,975) |
| Provision for credit losses(1)(2) | 10,005 | 10,718 | 23,087 | 34,051 |
| Balance of ACL at end of period | $375,941 | $287,442 | $375,941 | $287,442 |
| Provision for OBS credit exposures(1) | $(1,393) | $(971) | $(3,550) | $240 |
| Reserve for OBS credit exposures(3) | $14,540 | $16,568 | $14,540 | $16,568 |
| Net charge-offs to average loans (annualized) | 0.19% | 0.04% | 0.18% | 0.15% |
(1)These amounts are reflected in the provision for credit losses in the Consolidated Statements of Income.
(2) Provision included in the table only includes the portion related to Net loans.
(3) Reserve for OBS credit exposures is recorded with other liabilities on the consolidated balance sheets.
The provision for credit losses, specific to loans, for the three months ended June 30, 2024 was $10.0 million compared to a provision of $10.7 million recorded for the same period in 2023. The provision for credit losses, specific to loans, for the six months ended June 30, 2024 was $23.1 million compared to a provision of $34.1 million recorded for the same period in 2023. During the second quarter of 2024, a provision for credit losses of $23.4 million was recorded for non-PCD Loans acquired in the Republic First Transaction. Additionally, included in the ACL during the second quarter of 2024 was $55.9 million recorded for PCD Loans acquired in the Republic First Transaction.
The ACL includes qualitative adjustments, as appropriate, intended to capture the impact of uncertainties not reflected in the quantitative models. See "Note 5 - Loans and Allowance for Credit Losses," in the Notes to Consolidated Financial Statements in this Quarterly Report on Form 10-Q for further details on the provision for credit losses.
The following table summarizes the allocation of the ACL - loans:
| June 30, 2024 | December 31, 2023 | |||||
|---|---|---|---|---|---|---|
| ACL - loans | % to Total ACL - loans(1) | % to Total Net Loans(2) | ACL - loans | % to Total ACL - loans(1) | % to Total Net Loans(2) | |
| (dollars in thousands) | ||||||
| Real estate - commercial mortgage | $156,165 | 41.5% | 38.5% | $112,565 | 38.4% | 38.1% |
| Commercial and industrial | 94,623 | 25.2 | 20.6 | 74,266 | 25.3 | 21.3 |
| Real estate - residential mortgage | 89,714 | 23.9 | 25.9 | 73,286 | 25.0 | 24.9 |
| Consumer, home equity and leases and other loans | 20,829 | 5.5 | 8.9 | 20,992 | 7.1 | 9.9 |
| Real estate - construction | 14,610 | 3.9 | 6.1 | 12,295 | 4.2 | 5.8 |
| Total ACL - loans | $375,941 | 100.0% | 100.0% | $293,404 | 100.0% | 100.0% |
(1) Ending ACL - loan portfolio segment balance as a % of total ACL - loans.
(2) Ending loan portfolio segment balances as a % of total net loans for the periods presented.
Deposits and Borrowings
The following table presents ending deposits by type:
| June 30,2024 · December 31,2023 · Increase (Decrease) | ||||
|---|---|---|---|---|
| $ · % | ||||
| (dollars in thousands) | ||||
| Noninterest-bearing demand | $5,609,383 | $5,314,094 | $295,289 | 5.6% |
| Interest-bearing demand | 7,478,077 | 5,722,695 | 1,755,382 | 30.7 |
| Savings and money market deposits | 7,563,495 | 6,616,901 | 946,594 | 14.3 |
| Total demand and savings | 20,650,955 | 17,653,690 | 2,997,265 | 17.0 |
| Brokered deposits | 995,975 | 1,144,692 | (148,717) | (13.0) |
| Time deposits | 3,912,724 | 2,739,241 | 1,173,483 | 42.8 |
| Total deposits | $25,559,654 | $21,537,623 | $4,022,031 | 18.7% |
During the six months ended June 30, 2024, total deposits increased by $4.0 billion, or 18.7%, compared to December 31, 2023. The increase in total deposits was largely due to $4.1 billion of deposits assumed in the Republic First Transaction based on estimated fair values as of the Acquisition Date, which declined approximately $357.3 million subsequent to the Acquisition Date. Excluding the Republic First Transaction, total deposits increased approximately $267.0 million largely due to increases of $556.1 million and $331.9 million in time deposits and savings and money market deposits, respectively, partially offset by decreases of $416.4 million and $183.1 million in noninterest-bearing demand deposits and brokered deposits, respectively.
Total uninsured deposits were estimated to be $8.7 billion and $7.2 billion at June 30, 2024 and December 31, 2023, respectively.
Time deposits of $250 thousand or more were $848.8 million and $551.2 million at June 30, 2024 and December 31, 2023, respectively.
The following table presents ending borrowings by type:
| June 30,2024 · December 31,2023 · Increase (Decrease) | ||||
|---|---|---|---|---|
| $ · % | ||||
| (dollars in thousands) | ||||
| Federal funds purchased | $— | $240,000 | $(240,000) | N/M |
| Federal Home Loan Bank advances | 750,000 | 1,100,000 | (350,000) | (31.8) |
| Senior debt and subordinated debt | 535,741 | 535,384 | 357 | 0.1 |
| Other borrowings(1) | 892,856 | 612,142 | 280,714 | 45.9 |
| Total borrowings | $2,178,597 | $2,487,526 | $(308,929) | (12.4)% |
(1) Includes repurchase agreements, short-term promissory notes and capital leases.
During the six months ended June 30, 2024, total borrowings decreased $308.9 million, or 12.4%, compared to December 31, 2023. The decrease in total borrowings during the six months ended June 30, 2024 was due to decreases in FHLB advances and Federal funds purchased of $350.0 million and $240.0 million, respectively, partially offset by an increase in other borrowings of $280.7 million.
Shareholders' Equity
On December 19, 2023, the Corporation announced that its Board of Directors approved the 2024 Repurchase Program. The 2024 Repurchase Program will expire on December 31, 2024. Under the 2024 Repurchase Program, the Corporation is authorized to repurchase up to $125.0 million of shares of its common stock through December 31, 2024. Under this authorization, up to $25.0 million of the $125 million authorization may be used to repurchase shares of the Corporation's preferred stock and outstanding subordinated notes.
During the six months ended June 30, 2024, 1,934,297 shares were repurchased under the 2024 Repurchase Program at a total cost of $30.3 million, or $15.69 per share. No shares were repurchased during the second quarter of 2024.
On May 1, 2024, the Corporation completed its previously announced underwritten public offering of 19,166,667 shares of its common stock at a price to the public of $15.00 per share, before underwriting discounts. The proceeds to the Corporation from the offering were approximately $273.0 million net of issuance costs.
Regulatory Capital
The Corporation and its wholly owned subsidiary bank, Fulton Bank, are subject to the Capital Rules administered by banking regulators. Failure to meet minimum capital requirements can trigger certain actions by regulators that could have a material effect on the Corporation's financial statements.
The Capital Rules require the Corporation and Fulton Bank to:
Meet a minimum Common Equity Tier 1 capital ratio of 4.50% of risk-weighted assets;
Meet a minimum Tier 1 Leverage capital ratio of 4.00% of average assets;
Meet a minimum Total capital ratio of 8.00% of risk-weighted assets and a minimum Tier 1 capital ratio of 6.00% of risk-weighted assets;
Maintain a "capital conservation buffer" of 2.50% above the minimum risk-based capital requirements, which must be maintained to avoid restrictions on capital distributions and certain discretionary bonus payments; and
Comply with a revised definition of capital to improve the ability of regulatory capital instruments to absorb losses. Certain non-qualifying capital instruments, including cumulative preferred stock and TruPS, are excluded as a component of Tier 1 capital for institutions of the Corporation's size.
As of June 30, 2024, the Corporation's capital levels met the minimum capital requirements, including the capital conservation buffers, as prescribed in the Capital Rules.
As of June 30, 2024, Fulton Bank met the well-capitalized requirements under the regulatory framework for prompt corrective action. To be categorized as well-capitalized, a bank must maintain minimum Total risk-based, Tier I risk-based, Common Equity Tier I risk-based and Tier I leverage ratios as set forth in the Capital Rules. There were no other conditions or events since June 30, 2024 that management believes have changed the Corporation's capital categories.
The following table summarizes the Corporation's capital ratios in comparison to regulatory requirements:
| June 30,2024 | December 31, 2023 | RegulatoryMinimumfor CapitalAdequacy | With Capital Conservation Buffer | |
|---|---|---|---|---|
| Total Risk-Based Capital (to Risk-Weighted Assets) | 13.8% | 14.0% | 8.0% | 10.5% |
| Tier I Risk-Based Capital (to Risk-Weighted Assets) | 11.1% | 11.2% | 6.0% | 8.5% |
| Common Equity Tier I (to Risk-Weighted Assets) | 10.3% | 10.3% | 4.5% | 7.0% |
| Tier I Leverage Capital (to Average Assets) | 9.2% | 9.5% | 4.0% | 4.0% |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.