Regions Reports Earnings for Second Quarter 2013

  Regions Reports Earnings for Second Quarter 2013

  Positive momentum continues with over $1 billion in loan growth, improved
                funding costs and strong business performance

Business Wire

BIRMINGHAM, Ala. -- July 23, 2013

Regions Financial Corporation (NYSE:RF) today reported earnings for the
quarter ended June 30, 2013.

Key points:

  *Reported net income available to common shareholders of $259 million, as
    compared to $327 million in the first quarter and $284 million in the
    second quarter of the prior year. Reported earnings available to common
    shareholders per diluted share of $0.18.

       *Pre-tax pre-provision income^1 from continuing operations totaled
         $421 million, which included $56 million in costs associated with the
         early termination of certain debt and preferred securities. Excluding
         these costs and securities gains, pre-tax pre-provision income^1
         increased 6 percent from the previous quarter.
       *Net interest income totaled $808 million, up $10 million from the
         prior quarter
       *Net interest margin was 3.16 percent, an improvement of 3 basis
         points from the prior quarter
       *Non-interest revenue totaled $497 million, down 1 percent from the
         prior quarter
       *Non-interest expenses totaled $884 million; excluding costs
         associated with the early termination of certain debt and preferred
         securities^1, non-interest expenses declined 2 percent from the prior

  *Balance sheet improvement highlighted by loan growth

       *Total ending loans rose $1.1 billion linked quarter or 1.4 percent.
         Total new loan production was $8 billion, an increase of 23 percent
         linked quarter and 14 percent year over year.
       *Total business lending, which includes commercial and investor real
         estate portfolios, increased 2 percent linked quarter, led by
         commercial and industrial loans, which grew 5 percent
       *Total consumer loans were flat linked quarter, with growth in
         indirect auto, credit card and other consumer loans offset by a
         decline in residential mortgage and home equity lending
       *Funding mix continued to improve as average time deposits declined
         $1.5 billion
       *Deposit costs declined to 15 basis points, down 3 basis points from
         the first quarter, and total funding costs were down 5 basis points
         linked quarter to 40 basis points

  *Asset quality continues to improve

       *Net charge-offs of $144 million, or 77 basis points, were down linked
         quarter; the loan loss provision of $31 million was $113 million less
         than net charge-offs
       *Both non-performing assets and non-performing loans decreased 5
         percent linked quarter
       *Allowance for loan losses as a percentage of loans declined 19 basis
         points linked quarter to 2.18 percent, while the ratio of allowance
         for loan losses to non-performing loans decreased one basis point to

  *Capital and liquidity positions remain strong

       *Successfully completed several capital plan actions reducing funding
       *Solid capital position with an estimated Tier 1 ratio of 11.7 percent
         and Tier 1 Common ratio^1 of 11.2 percent at June 30, 2013
       *Liquidity position remains solid with a low loan-to-deposit ratio of
         81 percent

Highlights                              Three Months Ended
(In millions, except per                  June 30,    March 31,   June 30,
share data)                               2013          2013          2012
                                          Amount        Amount        Amount
Net Income
Net interest income                       $808          $798          $838
Securities gains, net                     8             15            12
Other non-interest income                 489           486           495
Total revenue                             1,305         1,299         1,345
Provision for loan losses                 31            10            26
Non-interest expense                      884           842           842
Pre-tax income                            390           447           477
Income tax expense                        122           114           126
Income from continuing          (A)       268           333           351
Income (loss) from
discontinued operations,                  (1)           2             4
net of tax
Net income                                267           335           355
Preferred dividends and         (B)       8             8             71
Net income available to                   $259          $327          $284
common shareholders
Income from continuing
operations available to                   $260          $325          $280
common shareholders

                                          Three Months Ended
                                          June 30,      March 31,     June 30,
                                          2013          2013          2012
                                          Amount        Amount        Amount
Pre-tax Pre-Provision
Income (non-GAAP)^1
Income from continuing
operations available to                   $260          $325          $280
common shareholders
(GAAP) (A)–(B)
Plus: Preferred dividends                 8             8             71
Plus: Income tax expense                  122           114           126
Pre-tax income from
continuing operations                     390           447           477
Plus: Provision for loan                  31            10            26
losses (GAAP)
Pre-tax pre-provision
income from continuing
operations                                $421          $457          $503

Plus: Securities gains,
net, and other                            48            (15)          (17)
Adjusted pre-tax
pre-provision income from                 $469          $442          $486
continuing operations

                                          Three Months Ended
                                          June 30,      March 31,     June 30,
                                          2013          2013          2012
Key ratios*                               
Net interest margin (FTE)                    3.16%      3.13%         3.16%
Tier 1 capital*                              11.7%      12.4%         11.0%
Tier 1 common* risk-based ratio^1            11.2%      11.2%         10.0%
Tangible common stockholders’ equity to      8.72%      8.98%         8.04%
tangible assets^1 (non-GAAP)
Tangible common book value per share^1       $7.11      $7.29         $6.69
Asset quality
Allowance for loan losses as % of net     2.18%         2.37%         3.01%
Net charge-offs as % of average net          0.77%      0.99%         1.39%
Non-accrual loans, excluding loans held      2.01%      2.15%         2.51%
for sale, as % of loans
Non-performing assets as % of loans,
foreclosed properties and                    2.25%      2.41%         3.04%
non-performing loans held for sale
Non-performing assets (including 90+
past due) as % of loans, foreclosed          2.68%      2.88%         3.49%
properties and non-performing loans
held for sale^2
*Tier 1 Common and Tier 1 Capital ratios for the current quarter are estimated
^1 Non-GAAP, refer to pages 8 and 16-17 of the financial supplement to this
earnings release
^2 Guaranteed residential first mortgages were excluded from the 90+ past due
amounts, refer to pages 11 and 14 of the financial supplement to this earnings

Positive momentum continues

Regions reported second quarter net income available to common shareholders of
$259 million, or $0.18 per diluted share. During the second quarter the
company executed several liability management activities that reduced diluted
earnings per share by $0.03.

Regions’ performance for the quarter demonstrates that the company’s
disciplined focus on identifying and meeting customer needs is resulting in
sustainable growth across the franchise. Notably, total ending loan balances
were up $1.1 billion linked quarter or 1.4 percent. Overall loan growth
reflects slow but steady economic improvement in the company’s core markets as
business and consumer deleveraging has slowed and demand for credit has begun
to modestly increase. In addition, the company continues to grow organically
by expanding the customer base through steady household growth and a
disciplined focus on customer service.

“Regions’ positive momentum continued in the second quarter, as evidenced by
broad-based loan and customer growth across our franchise with successful
execution of key capital plan actions,” said Grayson Hall, chairman, president
and CEO. “By continuing to execute on our business priorities, our company is
well-positioned to capitalize on opportunities as the economy continues to

Capital plan actions reduce funding costs, increase return to shareholders

During the second quarter the company began executing various components of
its capital plan. These actions improved the company’s financial performance
by reducing funding costs, and at the same time, provided higher returns to
shareholders through an increase in the dividend and the repurchase of common

In addition to increasing the common dividend from $0.01 per diluted share to
$0.03 per diluted share and beginning to execute on the approved share
repurchases, this quarter’s capital plan accomplishments included:

  *Redeeming $350 million of 7.75% senior notes
  *Issuing $750 million of 2% senior notes
  *Redeeming $498 million of 6.625% Trust Preferred Securities
  *Redeeming $100 million of 7.75% Union Planters REIT Preferred Stock

Future net income will benefit from lower funding costs due to the redemption
of higher cost liabilities that were replaced by lower cost debt. In addition,
earnings per diluted share will benefit from the reduced share count. However,
certain of these activities reduced second quarter pre-tax net income to
common shareholders by $56 million and lowered earnings per diluted share by

Loan balances increase

Total ending loan balances were $75 billion, an increase of $1.1 billion or
1.4 percent linked quarter. Loan growth was broad-based among product lines as
well as across the company’s geographic footprint as approximately 70 percent
of the company’s areas experienced loan growth. Total new loan production for
the quarter was $8 billion, an increase of 23 percent linked quarter.

Total business lending, which is made up of commercial loans and investor real
estate loans, increased 2.2 percent to $46 billion at quarter end. These loans
make up 61 percent of the total loan portfolio. Much of this increase was
driven by commercial and industrial loans, which experienced growth for the
twelfth straight quarter. Ending loans in this category were up 5 percent
compared to the prior quarter, and 11 percent over the same period last year.
New loan production in this portfolio increased 36 percent linked quarter to
$4 billion as the company experienced pick up in lending to small businesses
as well as seasonal growth in demand overall. In addition, total commercial
and industrial line commitments grew $2 billion, or 5 percent linked quarter.

The investor real estate portfolio declined during the second quarter;
however, this portfolio experienced a more modest rate of decline compared to
previous quarters. The pace of de-risking has slowed and has been somewhat
offset by new production. Total new and renewed production in this portfolio
increased 12 percent from the prior quarter and was driven by lending to
well-qualified home builders and developers in select markets. At quarter end,
the investor real estate portfolio totaled $7 billion and comprised 9 percent
of the total loan portfolio, compared to 12 percent one year ago.

Consumer loans totaled $29 billion on an ending basis and remained flat linked
quarter, indicating that consumer deleveraging has begun to subside. Consumer
loan production totaled $3 billion in the second quarter, an increase of 12
percent over the prior quarter. Indirect auto loans experienced an increase in
ending balances of 9 percent linked quarter. Production in the indirect auto
portfolio totaled $508 million during the quarter, an increase of 21 percent
linked quarter and 40 percent over the prior year.

Declines in the residential mortgage and home equity portfolios offset the
growth in the indirect auto, credit card and other consumer portfolios as
consumers continue to pay down real estate debt. However, loan originations
for new home purchases were up for the quarter, accounting for almost 53
percent of all mortgage applications, compared to 35 percent last quarter.

Improved funding mix continues to drive deposit costs lower

Average low-cost deposits increased slightly linked quarter, while higher cost
time deposits declined 11 percent. This mix shift drove continued improvement
in the company’s funding composition, as low-cost deposits as a percentage of
total deposits rose to 88 percent, compared to 83 percent last year. This
positive mix shift resulted in deposit costs declining to 15 basis points for
the quarter, down 3 basis points from first quarter and down 17 basis points
from last year. As a result, total funding costs declined to 40 basis points,
down 20 basis points from the same period one year ago.

Net interest income increased and net interest margin expanded

Taxable-equivalent net interest income was $821 million, a $10 million or 1
percent increase linked quarter. This was driven by growth in loans, an
additional day count, as well as the continued decline in deposit costs. The
resulting net interest margin expanded 3 basis points linked quarter to 3.16
percent, primarily attributable to lower deposit costs and a reduction in cash
holdings at the Federal Reserve.

Non-interest revenue impacted by lower mortgage revenue

Non-interest revenue totaled $497 million, down 1 percent linked quarter.
Mortgage income for the quarter totaled $69 million, a decline of 4 percent
linked quarter. Mortgage production for the quarter was approximately $1.9
billion, a 6 percent increase from the prior quarter. The increase in market
rates impacted the pipeline as well as the mortgage servicing rights (MSR)
hedge, resulting in the net decrease in mortgage income. Service charges
income was down 2 percent linked quarter, driven by lower non-sufficient fund
(NSF) fees.

Expenses impacted by costs associated with capital plan actions

Non-interest expenses of $884 million increased 5 percent from the prior
quarter, including $56 million in costs related to capital plan actions.
Excluding these costs^1, non-interest expense declined 2 percent compared to
the prior quarter. During the quarter, legal and professional fees as well as
credit costs declined and were partially offset by increases in salaries and
benefits. Total headcount increased this quarter by 226 positions primarily
related to the addition of income-producing associates in the Regions
Investment Services division that is part of the Wealth Management line of

Asset quality improvement continues

Asset quality continued to improve in the second quarter. The provision for
loan losses totaled $31 million, or $113 million less than net charge-offs.
Total net charge-offs were $144 million, a decline of 20 percent linked
quarter and net charge-offs as a percentage of total average loans was 0.77
percent. The company’s loan loss allowance to non-performing loans coverage
ratio was 1.09x and the allowance for loan losses as a percentage of loans was
2.18 percent as of June 30, 2013.

Non-performing assets totaled $1.7 billion and were down $93 million, or 5
percent linked quarter. Non-performing loans, excluding loans held for sale,
improved $80 million, or 5 percent linked quarter. Inflows of non-performing
loans were $328 million and total delinquencies were down 7 percent.
Commercial and investor real estate criticized loans declined 4 percent in the
quarter and were down 28 percent year-over-year.

Strong capital and solid liquidity

As previously mentioned, during the second quarter the company executed a
number of transactions that continue to enhance the cost and efficiency of the
company’s debt and capital structure. Tier 1 and Tier 1 common^1 capital
ratios remained strong, ending the second quarter at an estimated 11.7 percent
and 11.2 percent, respectively. The company’s liquidity position at both the
bank and the holding company remains solid. As of June 30, 2013, the company’s
loan-to-deposit ratio was 81 percent compared to 79 percent in the first

^1 Non-GAAP, refer to pages 8 and 16-17 of the financial supplement to this
earnings release.

About Regions Financial Corporation

Regions Financial Corporation (NYSE:RF), with $119 billion in assets, is a
member of the S&P 500 Index and is one of the nation’s largest full-service
providers of consumer and commercial banking, wealth management, mortgage, and
insurance products and services. Regions serves customers in 16 states across
the South, Midwest and Texas, and through its subsidiary, Regions Bank,
operates approximately 1,700 banking offices and 2,000 ATMs. Additional
information about Regions and its full line of products and services can be
found at

Forward-looking statements

This release may include forward-looking statements which reflect Regions’
current views with respect to future events and financial performance. The
Private Securities Litigation Reform Act of 1995 (“the Act”) provides a “safe
harbor” for forward-looking statements which are identified as such and are
accompanied by the identification of important factors that could cause actual
results to differ materially from the forward-looking statements. For these
statements, we, together with our subsidiaries, unless the context implies
otherwise, claim the protection afforded by the safe harbor in the Act.
Forward-looking statements are not based on historical information, but rather
are related to future operations, strategies, financial results or other
developments. Forward-looking statements are based on management’s
expectations as well as certain assumptions and estimates made by, and
information available to, management at the time the statements are made.
Those statements are based on general assumptions and are subject to various
risks, uncertainties and other factors that may cause actual results to differ
materially from the views, beliefs and projections expressed in such
statements. These risks, uncertainties and other factors include, but are not
limited to, those described below:

  *The Dodd-Frank Wall Street Reform and Consumer Protection Act (the
    “Dodd-Frank Act”) became law in July 2010, and a number of legislative,
    regulatory and tax proposals remain pending. Future and proposed rules may
    have significant effects on Regions and the financial services industry,
    the exact nature and extent of which cannot be determined at this time.
  *Possible additional loan losses, impairment of goodwill and other
    intangibles, and adjustment of valuation allowances on deferred tax assets
    and the impact on earnings and capital.
  *Possible changes in interest rates may increase funding costs and reduce
    earning asset yields, thus reducing margins. Increases in benchmark
    interest rates could also increase debt service requirements for customers
    whose terms include a variable interest rate, which may negatively impact
    the ability of borrowers to pay as contractually obligated.
  *Possible adverse changes in general economic and business conditions in
    the United States in general and in the communities Regions serves in
  *Possible changes in the creditworthiness of customers and the possible
    impairment of the collectability of loans.
  *Possible changes in trade, monetary and fiscal policies, laws and
    regulations and other activities of governments, agencies, and similar
    organizations, may have an adverse effect on business.
  *Possible regulations issued by the Consumer Financial Protection Bureau or
    other regulators which might adversely impact Regions’ business model or
    products and services.
  *Regions’ ability to take certain capital actions, including paying
    dividends and any plans to increase common stock dividends, repurchase
    common stock under current or future programs, or issue or redeem
    preferred stock or other regulatory capital instruments, is subject to the
    review of such proposed actions by the Federal Reserve as part of Regions’
    comprehensive capital plan for the applicable period in connection with
    the regulators’ Comprehensive Capital Analysis and Review (CCAR) process
    and to the acceptance of such capital plan and non-objection to such
    capital actions by the Federal Reserve.
  *Possible stresses in the financial and real estate markets, including
    possible deterioration in property values.
  *Regions’ ability to manage fluctuations in the value of assets and
    liabilities and off-balance sheet exposure so as to maintain sufficient
    capital and liquidity to support Regions’ business.
  *Regions’ ability to expand into new markets and to maintain profit margins
    in the face of competitive pressures.
  *Regions’ ability to develop competitive new products and services in a
    timely manner and the acceptance of such products and services by Regions’
    customers and potential customers.
  *Cyber-security risks, including “denial of service,” “hacking”and
    “identity theft,” that could adversely affect our business and financial
    performance, or our reputation.
  *Regions’ ability to keep pace with technological changes.
  *Regions’ ability to effectively identify and manage credit risk, interest
    rate risk, market risk, operational risk, legal risk, liquidity risk,
    reputational risk, counterparty risk, international risk, regulatory risk,
    and compliance risk.
  *Regions’ ability to ensure adequate capitalization which is impacted by
    inherent uncertainties in forecasting credit losses.
  *The cost and other effects of material contingencies, including litigation
    contingencies, and any adverse judicial, administrative or arbitral
    rulings or proceedings.
  *The effects of increased competition from both banks and non-banks.
  *The effects of geopolitical instability and risks such as terrorist
  *Regions’ ability to identify and address data security breaches.
  *Possible changes in consumer and business spending and saving habits could
    affect Regions’ ability to increase assets and to attract deposits.
  *The effects of weather and natural disasters such as floods, droughts,
    wind, tornados and hurricanes, and the effects of man-made disasters.
  *Possible downgrades in ratings issued by rating agencies.
  *Possible changes in the speed of loan prepayments by Regions’ customers
    and loan origination or sales volumes.
  *Possible acceleration of prepayments on mortgage-backed securities due to
    low interest rates and the related acceleration of premium amortization on
    those securities.
  *The effects of problems encountered by larger or similar financial
    institutions that adversely affect Regions or the banking industry
  *Regions’ ability to receive dividends from its subsidiaries.
  *The effects of the failure of any component of Regions’ business
    infrastructure which is provided by a third party.
  *Changes in accounting policies or procedures as may be required by the
    Financial Accounting Standards Board or other regulatory agencies.
  *The effects of any damage to Regions’ reputation resulting from
    developments related to any of the items identified above.

The foregoing list of factors is not exhaustive. For discussion of these and
other factors that may cause actual results to differ from expectations, look
under the captions “Forward-Looking Statements” and “Risk Factors” of Regions’
Annual Report on Form 10-K for the year ended December 31, 2012 and the
Forward-Looking Statements” section of Regions’ Quarterly Report on Form 10-Q
for the quarter ended March 31, 2013, as filed with the Securities and
Exchange Commission.

The words “believe,” “expect,” “anticipate,” “project,” and similar
expressions often signify forward-looking statements. You should not place
undue reliance on any forward-looking statements, which speak only as of the
date made. We assume no obligation to update or revise any forward-looking
statements that are made from time to time.

Use of non-GAAP financial measures

Regions believes that the presentation of pre-tax, pre-provision income (PPI)
and the exclusion of certain items from PPI provides a meaningful base for
period-to-period comparisons, which management believes will assist investors
in analyzing the operating results of the company and predicting future
performance. These non-GAAP financial measures are also used by management to
assess the performance of Regions’ business. It is possible that the
activities related to the adjustments may recur; however, management does not
consider the activities related to the adjustments to be indications of
ongoing operations. Regions believes that presentation of these non-GAAP
financial measures will permit investors to assess the performance of the
company on the same basis as applied by management.

Tangible common stockholders’ equity ratios have become a focus of some
investors and management believes they may assist investors in analyzing the
capital position of the company absent the effects of intangible assets and
preferred stock. Traditionally, the Federal Reserve and other banking
regulatory bodies have assessed a bank’s capital adequacy based on Tier 1
capital, the calculation of which is codified in federal banking regulations.
In connection with the company’s Comprehensive Capital Analysis and Review
process, these regulators supplement their assessment of the capital adequacy
of a bank based on a variation of Tier 1 capital, known as Tier 1 common
equity. While not prescribed in amount by federal banking regulations, under
Basel I, analysts and banking regulators have assessed Regions’ capital
adequacy using the tangible common stockholders’ equity and/or the Tier 1
common equity measure. Because tangible common stockholders’ equity and Tier 1
common equity are not formally defined by GAAP or prescribed in amount by the
federal banking regulations, under Basel I, these measures are currently
considered to be non-GAAP financial measures and other entities may calculate
them differently than Regions’ disclosed calculations. Since analysts and
banking regulators may assess Regions’ capital adequacy using tangible common
stockholders’ equity and Tier 1 common equity, management believes that it is
useful to provide investors the ability to assess Regions’ capital adequacy on
these same bases.

Tier 1 common equity is often expressed as a percentage of risk-weighted
assets. Under the risk-based capital framework, a company’s balance sheet
assets and credit equivalent amounts of off-balance sheet items are assigned
to one of four broad risk categories. The aggregated dollar amount in each
category is then multiplied by the risk-weighted category. The resulting
weighted values from each of the four categories are added together, and this
sum is the risk-weighted assets total that, as adjusted, comprises the
denominator of certain risk-based capital ratios. Tier 1 capital is then
divided by this denominator (risk-weighted assets) to determine the Tier 1
capital ratio. Adjustments are made to Tier 1 capital to arrive at Tier 1
common equity. Tier 1 common equity is also divided by the risk-weighted
assets to determine the Tier 1 common equity ratio. The amounts disclosed as
risk-weighted assets are calculated consistent with banking regulatory

Non-GAAP financial measures have inherent limitations, are not required to be
uniformly applied and are not audited. To mitigate these limitations, Regions
has policies in place to identify and address expenses that qualify for
non-GAAP presentation, including authorization and system controls to ensure
accurate period to period comparisons. Although these non-GAAP financial
measures are frequently used by stakeholders in the evaluation of a company,
they have limitations as analytical tools, and should not be considered in
isolation, or as a substitute for analyses of results as reported under GAAP.
In particular, a measure of earnings that excludes selected items do not
represent the amount that effectively accrues directly to stockholders.

Management and the Board of Directors utilize non-GAAP measures as follows:

  *Preparation of Regions’ operating budgets
  *Monthly financial performance reporting
  *Monthly close-out reporting of consolidated results (management only)
  *Presentation to investors of company performance

See page 8 of the supplement to this earnings release for the computation of
income (loss) from continuing operations available to common shareholders
(GAAP) to pre-tax pre-provision income from continuing operations (non-GAAP)
to adjusted pre-tax pre-provision income from continuing operations
(non-GAAP). See pages 16-17 of the supplement to this earnings release for 1)
a reconciliation and computation of adjusted income (loss) available to common
shareholders (non-GAAP), and adjusted income (loss) from continuing operations
available to common shareholders (non-GAAP), 2) computation of return on
average assets from continuing operations (GAAP) and adjusted return on
average assets from continuing operations (non-GAAP), 3) a reconciliation of
average and ending stockholders’ equity (GAAP) to average and ending tangible
common stockholders’ equity (non-GAAP), 4) computation of return on average
tangible common stockholders’ equity (non-GAAP) and adjusted return on average
tangible common stockholders’ equity (non-GAAP), 5) a reconciliation of total
assets (GAAP) to tangible assets (non-GAAP), 6) computation of tangible common
stockholders’ equity to tangible assets (non-GAAP) and tangible common book
value per share (non-GAAP), 7) a reconciliation of stockholders’ equity (GAAP)
to Tier 1 common equity (non-GAAP), 8) computation of Tier 1 common risk–based
ratio (non-GAAP), 9) a reconciliation of non-interest expense (GAAP) to
adjusted non-interest expense (non-GAAP), 10) a reconciliation of non-interest
income (GAAP) to adjusted non-interest income (non-GAAP), and 11) a
computation of the adjusted efficiency ratio and fee income ratio (non-GAAP).

Photos/Multimedia Gallery Available:



Regions Financial Corporation
Tim Deighton, 205-264-4551
Investor Relations:
List Underwood, 205-801-0265
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