IBERIABANK Corporation Reconfirms Long-Term Financial Goals and Executive
LAFAYETTE, La., Jan. 28, 2014
LAFAYETTE, La., Jan. 28, 2014 /PRNewswire/ --IBERIABANK Corporation (NASDAQ:
IBKC), holding company of the 126-year-old IBERIABANK (www.iberiabank.com),
reconfirmed to its investors the key financial goals that were articulated on
October 26, 2011. The Company periodically confirms or recalibrates its
strategic goals to provide guidance to the investment community and its
shareholders regarding the strategic direction of the Company and its primary
financial targets for the planning period.
Daryl G. Byrd, President and Chief Executive Officer of the Company commented,
"Changes affecting the banking industry have been occurring at a fairly rapid
pace and our Company has reacted accordingly. Evolving economic conditions and
a changing regulatory environment highlight the need for effective long-range
planning and flexible tactical execution. Over the last several years, we made
significant investments in our fee income businesses and new markets,
implemented robust risk management processes, and continue to make great
strides in improving our operating efficiency and financial performance. At
the same time, interest rates have fluctuated significantly, capital and
liquidity requirements have changed, and compliance costs have increased
dramatically. While we are pleased with our progress to date, we thought it
appropriate to review our strategic goals and ensure our executive
compensation programs align with our strategic direction, our enhanced focus
on profitability, the current and anticipated regulatory and economic
environment, and shareholder expectations."
IBERIABANK Corporation Performance Compared To Peer Averages
Average Over Period 2000-2013
Measurement U.S. Publicly-Traded IBERIABANK
Measure Period Traded BHC Corporation
Total Asset Growth Period-End 6.8% 9.4% 16.4%
Return on Average Assets Annual 0.46% 0.98% 0.98%
Return on Average Annual 7.30% 14.16% 15.44%
Tangible Common Equity Average
Nonperforming Average of 1.65% 1.12% 0.59%
Assets-to-Total Assets Year-Ends
Charge-Offs-to-Average Average 0.48% 0.56% 0.25%
Operating EPS Growth Annual 18.1% 15.7% 19.5%
Tangible Book Value Per Period-End 3.8% 6.6% 10.5%
Share Growth^(3) CAGR
Cumulative Shareholder Period-End 139.9% 233.6% 690.3%
Return ^(4) Growth
^(1)U.S. publicly-traded bank holding companies at year-end 2013. Does not
include entities that failed or were acquired.
^(2)U.S. publicly-traded bank holding companies at year-end 2013 with total
assets between $10 billion and $30 billion. Does not include entities that
failed or were acquired.
^(3)Excludes bank holding companies with tangible book value per share less
than zero at 12/31/13.
^(4)Assuming common stock price appreciation and the reinvestment of dividends
since year-end 1999.
Since year-end 1999, the Company outperformed its peers in various measures of
growth, risk, and financial performance. The Company strives to improve
long-term shareholder returns by setting challenging long-term financial
goals, and tactically executing on those goals in consideration of the
operating and regulatory environment. The Company confirmed the key long-term
financial goals through 2016 are as follows:
oReturn on average tangible equity of 13%-17%. Measured on an operating
basis by the fourth quarter of 2016.
oTangible efficiency ratio of 60% or less. Measured on an operating basis
by the fourth quarter of 2016.
oAsset quality measures in the top 10% of our peers. Measured as
nonperforming assets as a percent of total assets and annualized net
charge-off to average loans (in both cases excluding FDIC covered assets
and acquired assets) throughout the period ending December 31, 2016.
oDouble-digit percentage growth in fully diluted earnings per share.
Measured on an annual operating basis throughout the period ending in
In nearly each year since year-end 1999, the Company has experienced annual
double-digit percentage growth in organic loans (defined as loans that were
not acquired) and core deposits (defined as total deposits less time deposit
accounts). The Company currently anticipates this growth to continue through
the plan period and growth in organic loans and core deposits remain important
operating targets for the Company.
To ensure consistent leadership focus and appropriate incentives in achieving
the key long-term financial goals and improved operating performance, the
Compensation Committee of the Board of Directors of the Company is redesigning
the incentive programs for executive officers for 2014. The Committee has
reported to the Board that it will place greater focus on pre-established
performance objectives and targets which are intended to reward long-term
shareholder value creation. In addition to having a greater portion of
executive compensation based on performance metrics as opposed to time-based
compensation, the program will also place greater focus on explicit
quantitative measures to closely align with the path to improved performance
and strategic goal attainment. The quantitative measures will be set annually
by the Compensation Committee, based on targeted performance. The anticipated
metrics, which will be set in February 2014, for senior executive officers for
2014 are as follows:
oBalance sheet growth. Measured as year-over-year average asset growth over
the planning period.
oReturn on average tangible equity. Measured on an operating basis over the
oFully diluted earnings per share. Measured on an annual operating basis
over the planning period.
oAsset quality-related metrics. Measured as annual net charge-offs to
average loans and nonperforming assets to total assets over the planning
oTotal shareholder return. Evaluated compared to the KBW Regional Bank
Index over the planning period.
The Compensation Committee maintains the authority and discretion to modify
the specific metrics, the annual targets, and the appropriate vesting
thresholds of long-term incentive awards.
In March 2013, on the recommendation of the Compensation Committee, the Board
of Directors approved a Compensation Recovery Policy that provides for a
claw-back of incentive-based compensation paid to certain executive officers
based on certain conditions.
Additional details regarding the Company's corporate governance policies,
codes of ethics, and executive compensation philosophy and plans are available
on the Company's website, at www.iberiabank.com, and in the Company's annual
and periodic reports to the Securities and Exchange Commission, at
The Company is a financial holding company with 267 combined offices,
including 172 bank branch offices and four loan production offices in
Louisiana, Arkansas, Tennessee, Alabama, Texas, and Florida, 21 title
insurance offices in Arkansas and Louisiana, and mortgage representatives in
61 locations in 12 states. The Company has eight locations with
representatives of IBERIA Wealth Advisors in four states, and one IBERIA
Capital Partners, L.L.C. office in New Orleans.
The Company's common stock trades on the NASDAQ Global Select Market under the
symbol "IBKC." The Company's market capitalization was approximately $1.9
billion, based on the NASDAQ Global Select Market closing stock price on
January 28, 2014.
The following 13 investment firms currently provide equity research coverage
on the Company:
oBank of America Merrill Lynch
oFIG Partners, LLC
oJefferies & Co., Inc.
oKeefe, Bruyette & Woods, Inc.
oMerion Capital Group
oOppenheimer & Co., Inc.
oRaymond James & Associates, Inc.
oRobert W. Baird & Company
oSandler O'Neill + Partners, L.P.
oSterne, Agee & Leach
Non-GAAP Financial Measures
This press release contains financial information determined by methods other
than in accordance with GAAP. The Company's management uses these non-GAAP
financial measures in their analysis of the Company's performance. These
measures typically adjust GAAP performance measures to exclude the effects of
the amortization of intangibles and include the tax benefit associated with
revenue items that are tax-exempt, as well as adjust income available to
common shareholders for certain significant activities or transactions that
are infrequent in nature. Since the presentation of these GAAP performance
measures and their impact differ between companies, management believes
presentations of these non-GAAP financial measures provide useful supplemental
information that is essential to a proper understanding of the operating
results of the Company's core businesses. These non-GAAP disclosures should
not be viewed as a substitute for operating results determined in accordance
with GAAP, nor are they necessarily comparable to non-GAAP performance
measures that may be presented by other companies.
Caution About Forward-Looking Statements
This release contains "forward-looking statements" as defined in the Private
Securities Litigation Reform Act of 1995. In general, forward-looking
statements usually use words such as "may," "believe," "expect," "anticipate,"
"intend," "will," "should," "plan," "estimate," "predict," "continue" and
"potential" or the negative of these terms or other comparable terminology,
including statements related to the expected timing of the closing of the
proposed merger, the expected returns and other benefits of the proposed
merger to shareholders, expected improvement in operating efficiency resulting
from the merger, estimated expense reductions resulting from the transaction
and the timing of achievement of such reductions, the impact on and timing of
the recovery of the impact on tangible book value, and the effect of the
merger on the Company's capital ratios. Forward-looking statements represent
management's beliefs, based upon information available at the time the
statements are made, with regard to the matters addressed; they are not
guarantees of future performance. Forward-looking statements are subject to
numerous assumptions, risks and uncertainties that change over time and could
cause actual results or financial condition to differ materially from those
expressed in or implied by such statements and there can be no assurances
that: the proposed merger will close when expected, the expected returns and
other benefits of the proposed merger to shareholders will be achieved, the
expected operating efficiency will result, estimated expense reductions
resulting from the transaction will occur as and when expected, the impact on
tangible book value will be recovered or as expected or that the effect on the
Company's capital ratios will be as expected. Factors that could cause or
contribute to such differences include, but are not limited to, the
possibility that expected benefits may not materialize in the time frame
expected or at all, or may be more costly to achieve; that the merger
transaction may not be timely completed, if at all; that prior to completion
of the merger transaction or thereafter, the Company's and Teche's respective
businesses may not perform as expected due to transaction-related
uncertainties or other factors; that the parties are unable to implement
successful integration strategies; that the required regulatory, shareholder,
or other closing conditions are not satisfied in a timely manner, or at all;
reputational risks and the reaction of the parties' customers to the merger
transaction; diversion of management time to merger-related issues; and other
factors and risk influences contained in the cautionary language included
under the headings "Management's Discussion and Analysis of Financial
Condition and Results of Operations" and "Risk Factors" in the Company's Form
10-K for the fiscal year ended December 31, 2012, and Form 10-Qs for the
quarters ended March 31, 2013, June 30, 2013 and September 30, 2013 and other
documents subsequently filed by the Company with the SEC and under
"Management's Discussion and Analysis of Financial Condition and Results of
Operations" contained in Teche's Form 10-K for the fiscal year ended September
30, 2013, and other documents subsequently filed by Teche with the SEC.
Consequently, no forward-looking statement can be guaranteed. Neither the
Company nor Teche undertakes any obligation to update or revise any
forward-looking statements, whether as a result of new information, future
events or otherwise. For any forward-looking statements made in this press
release or any related documents, the Company and Teche claim protection of
the safe harbor for forward-looking statements contained in the Private
Securities Litigation Reform Act of 1995.
This communication is being made in respect of the proposed merger transaction
involving the Company and Teche. This communication does not constitute an
offer to sell or the solicitation of an offer to buy any securities or a
solicitation of any vote or approval. In connection with the proposed merger,
the Company will file with the SEC a registration statement on Form S-4 that
will include a proxy statement/prospectus for the shareholders of Teche. The
Company also plans to file other documents with the SEC regarding the proposed
merger transaction. Teche will mail the final proxy statement/prospectus to
its shareholders. BEFORE MAKING ANY VOTING OR INVESTMENT DECISION, INVESTORS
ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS REGARDING THE PROPOSED
TRANSACTION AND ANY OTHER RELEVANT DOCUMENTS CAREFULLY IN THEIR ENTIRETY WHEN
THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT
THE PROPOSED TRANSACTION. The proxy statement/prospectus, as well as other
filings containing information about the Company and Teche, will be available
without charge, at the SEC's Internet site (http://www.sec.gov). Copies of the
proxy statement/prospectus and the filings with the SEC that will be
incorporated by reference in the proxy statement/prospectus can also be
obtained, when available, without charge, from the Company's website
(http://www.iberiabank.com), under the heading "Investor Information" and on
Teche's website at http://www.teche.com.
The Company and Teche, and certain of their respective directors, executive
officers and other members of management and employees may be deemed to be
participants in the solicitation of proxies from the shareholders of Teche in
respect of the proposed merger transaction. Information regarding the
directors and executive officers of the Company is set forth in the definitive
proxy statement for the Company's 2013 annual meeting of shareholders, as
filed with the SEC on April 12, 2013 and in Forms 3, 4 and 5 filed with the
SEC by its officers and directors. Information regarding the directors and
executive officers of Teche is set forth in the definitive proxy statement for
Teche's 2014 annual meeting of shareholders, as filed with the SEC on December
30, 2013 and in Forms 3, 4 and 5 filed with the SEC by its officers and
directors. Additional information regarding the interests of such participants
will be included in the proxy statement/prospectus and other relevant
documents regarding the proposed merger transaction filed with the SEC when
they become available.
SOURCE IBERIABANK Corporation
Contact: Daryl G. Byrd, President and CEO (337) 521-4003, or John R. Davis,
Senior Executive Vice President (337) 521-4005
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