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Q4 2024 Seacoast Banking Corporation of Florida Earnings Call

Q4 2024 Seacoast Banking Corporation of Florida Earnings Call

Yahoo29-01-2025

Charles Shaffer; Chairman of the Board, President, Chief Executive Officer; Seacoast Banking Corporation of Florida
Tracey Dexter; Chief Financial Officer, Executive Vice President; Seacoast Banking Corporation of Florida
Michael Young; Executive Vice President, Treasurer and Director of Investor Relations; SeacoaBanking Corporation of Florida
Wood Lay; Analyst; KBW
Russell Gunther; Analyst; Stevens
David Feaster; Analyst; Raymond James
Christopher Marinac; Analyst; Janney Montgomery Scott
David Bishop; Analyst; Hovde Group
Operator
Welcome to Seacoast Banking Corporation fourth quarter and full year 2024 earnings conference call. My name is Jericho and I'll be your operator. (Operator Instructions) I have been asked to direct your attention to the statement at the end of the company's press release regarding forward booking statements. Seacoast will be discussing issues that constitute forward-looking statements within the meaning of the Securities and Exchange Act and its comments today are intended to be covered within the meaning of the act. Please note that this conference is being recorded. I will now turn the call over to Charles Shaffer, Chairman and CEO Seacoast. That is Shaffer. You may begin.
Charles Shaffer
Okay, thank you Jericho. And good morning everyone. As we go through our presentation, we'll, we'll refer to the fourth quarter earning slide deck available at seacoast banking dotcom. I'm here today with Tracy Dexter, our Chief Financial Officer, Michael Young, our treasurer and director of Investor relations and James Stallings. Our Chief Credit Officer cco's team delivered an outstanding quarter. This period showcased profitability enhancements we've been focusing on while also demonstrating the organic growth and margin expansion we anticipated would materialize by late 2024 adjusted pre tax pre provision earnings were $56.6 million a 22% increase from the prior quarter and the net interest margin expanded by 22 basis points to 3.39%. Our strong granular core deposit franchise allowed us to reduce the cost of deposits by 26 basis points in the fourth quarter. While the team grew loans by 4% on an annualized basis, the adjusted return on tangible assets improved to 1.24% up from 0.98% and the adjusted efficiency ratio declined from 59.8% to 56.1%. Our capital position remains strong with a tangible common equity ratio of 9.6% and a cet one ratio of 14.8% asset quality metrics also improved, showing a significant decline in classified and criticized assets. This quarter marked a strong finish to 2024 and we're entering 2025 from a position of significant strength. Our investments and talent across our footprint has fully taken effect driving substantial onboarding and new relationships. And while we started the quarter slowly due to due to the two hurricanes, the team finished the quarter strong setting a record for loan production with originations of $900 million during the period, loan volume was well diversified encompassing both C&I and commercial real estate. We also ended the year on a high note, wealth management and treasury management fees overcoming lost revenue from service charges and interchange due to the hurricanes early in the quarter. And as we enter 2025 we're starting the year with strong momentum with all our business lines positioned for success with an improved yield curve and a stronger macroeconomic outlook. We're excited about the year ahead. We continue to see numerous opportunities to recruit growth focused talent and teams and we anticipate we'll see opportunities to deploy our strong capital position with that. I'll turn the call over to Tracy to walk through our financial results.
Tracey Dexter
Thank you, Chuck. Good morning, everyone, directing your attention to fourth quarter results beginning with slide 4 Seacoast reported net income of $34.1 million or $0.40 per share in the fourth quarter and adjusted net income of $40.6 million or $0.48 per share. Net interest income of $115.8 million is up 9% from the prior quarter. The cost of deposits declined 26 basis points to 2.08%. Net interest margin expanded 22 basis points to 3.39%. And excluding accretion acquired loans, net interest margin expanded 15 basis points to 3.05%. Noninterest income excluding securities activity increased 8% from the prior quarter. And expenses were well controlled. Resulting in improvement in the efficiency ratio to 56%. Loan production was strong with growth and balances near 4% on an annualized basis. Overcoming elevated payoffs and several strategic loan sales in the fourth quarter return on tangible assets increased to 1.06% on a GAAP basis and 1.24% on an adjusted basis return on tangible common equity increased to 10.9% on a GAAP basis and 12.74% on an adjusted basis. Tangible book value per share of $16.12 represents a 7% year over year increase with a decline in the fourth quarter due to the impact of changes in rates on other comprehensive income in the securities portfolio. Our capital position continues to be very strong. Cco's tier one capital ratio is 14.8% and the ratio of tangible common equity to tangible assets is 9.6%. Turning to slide 5 net interest income expanded by $9.1 million during the quarter. Driven primarily by lower deposit costs. The net interest margin expanded 22 basis points to 3.39% and excluding accretion acquired loans, expanded 15 basis points to 3.05% in the securities portfolio yields increased two basis points to 3.77%. Benefiting from recent purchases loan yields were down one basis point to 5.93% excluding accretion loan yields declined by 10 basis points to 5.48%. The impact of the lower fed funds rate on our variable rate portfolio along with interest adjustments resulting from the planned sale of consumer fintech loans accounted for the decrease. The cost of deposits decreased 26 basis points to 2.08%. Demonstrating the strength of our granular core deposit franchise built through our relationship focused banking model. Looking ahead to the first quarter, we expect continued expansion of net interest income and expect the core net interest margin to expand another approximately 7 to 10 basis points driven by continued loan and deposit growth and lower deposit costs for the full year 2025. Assuming no change in the yield curve and one fed rate cut, we expect to exit the year with core net interest margin around 3.35%. An additional rate cut could add another approximately five basis points. Moving to slide 6 noninterest income excluding securities activity increased $2 million in the fourth quarter to $25.5 million. Service charges declined largely due to fee waivers early in the fourth quarter, post hurricane. Beyond that, our investments in talent and significant market expansion. Across the state have resulted in continued growth in treasury management services to commercial customers. Other income was higher by $2.5 million including higher SB IC income and gains on loan sales. Looking ahead to the first quarter, we continue to focus on growing non-interest income and we expect non-interest income in a range from $20 million to $22 million. That's a modest step down from the fourth quarter to the first given the favorable items like loan sales and B IC income that positively impacted the fourth quarter. Moving to slide 7, our wealth division reached a number of internal milestones in 2024 including record new assets under management total. A has increased 20% year over year to $2.1 billion and has increased at a compound annual growth rate of 24% in the last five years on to slide. Eight non-interest expense in the fourth quarter was consistent with the guidance we provided coming in at $85.6 million a GAAP basis. Continued investments have been focused on acquiring revenue producing talent while maintaining strong expense control. We continue to remain focused on profitability and performance and expect continued disciplined management of overhead and the efficiency ratio. Moving to slide. Nine loan outstandings increased at an annualized rate of 3.7% record production of over $900 million. In the fourth quarter had funding levels of approximately 50% offsetting strong production in the quarter were elevated payoffs and approximately $40 million in loan sales. Loan sales included the disposition of two larger commercial real estate relationships. Each generating a gain on sale and reducing classified loan balances also sold were consumer fintech loans acquired in 2022 which had contributed about eight basis points to charge offs. In 2024 loan yields were down excluding accretion by 10 basis points. Approximately 27% of the loan portfolio is comprised of variable rate loans which saw rate changes in line with movements in market rates. In addition, the cleanup of the consumer fintech portfolios resulted in adjustments to interest income of approximately 500,000 accretion continues to be variable and was elevated this quarter in line with elevated payoffs. Looking forward, we expect core loan yields in the first quarter to stabilize the pipeline remains strong and we expect low to mid single digit loan growth in the coming quarter. Moving toward high single digit growth by the end of the year. Turning to slide 10 portfolio diversification in terms of asset mix industry and loan type has been a critical element of the company's lending strategy. Exposure is broadly distributed and we continue to be vigilant in maintaining our disciplined conservative credit culture, nonowner occupied commercial real estate loans represent 35% of all loans and are distributed across industries and collateral types. As we have for many years, we consistently manage our portfolio to keep construction and land development loans and commercial real estate loans. Well below regulatory guidance, these measures are significantly below the peer group at 36% and 224% of consolidated risk based capital respectively. We've managed our loan portfolio with diverse distribution across categories and retaining granularity to manage risk. Moving on to credit topics on slide 11, the allowance for credit losses totaled $138.1 million or 1.34% of total loans compared to 1.38% in the prior quarter. The allowance for credit losses combined with the $128 million remaining unrecognized discount on acquired loans totals $266 million or 2.6% of total loans that's available to cover potential losses, providing substantial loss absorption capacity. Moving to slide. 12, looking at quarterly trends and credit metrics contributing to charge offs in the fourth quarter, we entered into arrangements to sell approximately $20 million in consumer fintech loans. And as a result, charge down these loans by $3 million nonperforming loans represented 0.9% of total loans while an increase from the prior quarter. Additions to non-accrual loans in the fourth quarter included a small number of credits for which no loss is expected as collateral values are well in excess of the loan balances benefiting from the sale of two commercial real estate loan relationships. The ratio of criticized and classified loans to total loans decreased to 2.17%. Moving to slide 13 and the investment securities portfolio, the average yield on securities has benefited from purchases in recent quarters at higher yields including a restructure executed early in the fourth quarter and the portfolio yield increased during the fourth quarter to 3.77%. We took advantage of favorable market conditions and repositioned a portion of the available for sale portfolio. In October, we sold securities with proceeds of approximately $113 million with an average book yield of 2.8% resulting in a pretax loss of approximately $8 million impacting fourth quarter results. The proceeds were reinvested in agency mortgage backed securities with a book yield of approximately 5.4% for an estimated earnback of less than three years on to slide. 14 in the deposit portfolio, total deposits were 12.2 billion flat from the prior quarter. The cost of deposits declined 26 basis points to 2.08%. We remain keenly focused on organic growth and are very encouraged about the continued activity and focus across the franchise on deposit gathering on slide. 15 Seacoast continues to benefit from a diverse deposit base. Customer transaction accounts represent 50% of total deposits which continues to highlight our long-standing relationship focused approach. Our customers are highly engaged and have a long history with us and low average balances reflect the granular relationship nature of our franchise. And finally, on slide, 16, our capital position continues to be very strong and we're committed to maintaining our fortress balance sheet, tangible book value per share increased 7% year over year to $16.12. And the ratio of tangible common equity to tangible assets remains exceptionally strong at 9.6%. Our risk based and tier one capital ratios are among the highest in the industry. In summary, we remain steadfastly committed to driving shareholder value and our consistent disciplined expense management positions us well as we continue to build Florida's leading regional bank, I'll now turn the call back over to Chuck.
Charles Shaffer
Thank you, Tracy and operator. I think we're ready for Q&A.
Operator
(Operator Instructions) And our first question comes from Wood Lay from KBW. Please go ahead.
Wood Lay
Hey, good morning, guys.
Charles Shaffer
Good morning, good morning.
Wood Lay
Wanted to start on the loan growth front. I mean, it was a pretty strong quarter, given the elevated payoffs and, and some of the other headwinds there, it looks like the pipeline is a little bit down entering the first quarter. But how are you thinking about loan growth in the year ahead.
Charles Shaffer
Yeah, and I think Tracy provided her guide of low to mid single digits, sort of early in the year into moving to high single digits late in the year. I think it's the kind of the way to think about it. I would look at the pipeline is typical just seasonality. Typically, we clear the pipeline at the end of the year. The first quarter is usually a little slower start and then it builds beyond that already here in the first 30 days of the year, the pipelines built back up. So I'm really confident about where we're headed there. Built a great team. They continued on board, a lot of relationships. So we're, we're headed the right direction.
Wood Lay
Got it and, and then any color on the yield on new production and how that compared relative to the third quarter? Are you seeing any impact on loan rates from increased competition?
Michael Young
Hey, Woody, this is Michael. Yeah, we saw in the fourth quarter, we were at about a little above 7% on add on rates. It was a little lower. I think that was just a pull through from kind of the lower rate environment we saw at the end of the third quarter. But now as the long end of the curve has come in higher as we enter 2025 that's really supportive of our loan add on rates. That's there is competition certainly. And we remain mindful of that and we're, we'll compete on price for good relationships but not on structure. So we'll keep an eye on that. But we still feel, I think they're actually very good about the yield curve and its shape headed into 2025 and not being supportive of our, loan yields and, and higher loan yields throughout the year.
Wood Lay
Got it. And then lastly, in the opening comments, you mentioned that there could be some opportunities to deploy some access capital later in the year in the in the year. Would it would that be primarily through M&A and just any update on your overall thoughts on M&A?
Charles Shaffer
Yeah, I would say, post election conversations have accelerated, I think generally across Florida and across the industry. So, we think we may have opportunities to put capital work as the year moves on. You know, we did look at a few things prior quarter that really we're, we didn't like the pricing on. So we passed on them, but, but we are active in the M&A market and, and we will be opportunistic if something comes along. All right, thanks for taking my.
Wood Lay
All right, thanks for taking my. Questions. Congrats on.
Charles Shaffer
The good quarter. Thanks.
Operator
Our next question comes from the line of Russell Gunther from Stevens. Please go ahead.
Russell Gunther
Hey, good morning guys.
Charles Shaffer
Russell morning.
David Feaster
Russell.
Russell Gunther
I wanted to follow up on the loan sales in the quarter. I think you mentioned a couple of portfolios. So just for a point of clarification my end, is it the $20 million of consumer fintech? Is that what was sold or is there anything beyond that in for results?
Tracey Dexter
Right, the fourth quarter included about $20 million also in sales of a couple of non-performing commercial real estate relationships. So with the purchase discount that remained on those loans, those ended up with a gain on sale during the fourth quarter. So, $20 million in commercial real estate and then the $20 million in consumer fintech nearly fully resolve the kind of run off portfolios in consumer fintech that we acquired a couple of years ago.
Russell Gunther
Okay. Thank you, Tracy. That's helpful. And then in terms of Chuck, you touched on it a bit in terms of the acceleration expected in loan growth throughout the course of the year. I'm just curious embedded in that. How are you guys thinking about the pace of payoffs and the headwind that may or may not present for you guys?
Michael Young
Hey, Russell, this is Michael. I'll take that one. You know, we had a higher payoff quarter in the fourth quarter. We had kind of signaled that I think on the third quarter call, which is why we're, more at a mid single digit growth rate. Also with the impact of hurricanes in the fourth quarter, we don't have the same lumpiness in terms of maturities as we move into 2025. So it should be, better in terms of our ability to generate net loan growth. So we have a very strong production quarter in the fourth quarter, but offset by the payoffs, we don't have those same headwinds really as we move forward into 2025. But we do still have maturities of that lower rate, fixed rate, portfolio that are burning off about $600 million there in the, kind of high fours that'll reset now with the higher yield curve into a much higher rate environment.
Russell Gunther
Thanks Michael. I appreciate it. And then just also circling back to the deployment of excess capital. I just curious if you guys are thinking about or how you guys are thinking about continuing to kind of nip and tuck at the securities portfolio with restructuring throughout 2025. And if so, whether or not that's embedded in the, in the guide provided earlier.
Michael Young
Hey Russell, this is Michael again. You know, we evaluated, as we've said, frequently when we've seen opportunities where the earn back got inside of three years, we felt like that was an attractive use of capital. We aren't there right now, but we'll continue to evaluate that as we move forward and look for opportunities. But, I think we will see how the environment unfolds and where the rate environment is to see whether or not that's going to be beneficial or the right use of capital versus our other capital priorities. And then whether that's embedded into our guide, if not currently at this time.
Russell Gunther
Great, thanks Michael. And then just one last one for me, commentary around expenses were in line with expectations for this quarter. Apologies if I missed it, but just how are you guys thinking about the expense run rate over the course of 2025?
Tracey Dexter
Yeah, I think, we've been really successful in executing on our expense discipline initiatives across the organization. Looking ahead as you know, there's some seasonality to expenses that'll impact the first quarter. You'll always see things like higher FICA and 401-K kind of lifting expenses in the first quarter through the year. We'll continue to look for opportunities to invest in growth. So I expect some variability throughout the year, but we'll continue to, to manage our disciplined approach.
Russell Gunther
Very good. Thanks, Tracy. Hey, thanks guys for taking all of my questions.
Operator
Thank you. Our next question comes from David Feaster from Raymond James. Please go ahead.
David Feaster
Hi, good morning everybody. David. I wanted to circle back to the, to the growth side and the guidance for accelerating growth over the course of the year. You know, look the origination activity is extremely encouraging. What you guys have been able to do is great. I I'm curious how much of the expectations for the acceleration and growth is driven by, expectations for improving demand versus you gaining share in the continued hires that, that you've got just, high level, just curious, what's the pulse of the market from your perspective? And what are you expecting the growth to be driven by?
Charles Shaffer
Well, as you know, David, we made a lot of investments in talent over the last 12 to 24 months. And importantly, in 2020 late 2,223 we held back on lending during that period. One, because the rates were lower and two due to just the environment that I think served us very well because it gave us a very attractive liquidity position today that we can put to work. So as we continue to onboard teams, they view that as an opportunity to come on and join us and we have the, we have the balance sheet to grow as we move forward. So primarily in the guide and what we expect is is growth driven by the investments we've made in talent across the franchise demand remains reasonably strong. It seems to be growing, I think the 10 year part of the curve will be kind of the wild card as to whether or not demand remains strong if the 10 year holds in where it is, I think you'll continue to see demand in the marketplace. Competition is definitely out there. Again, some of the super-regional and national banks have kind of moved back in the commercial real estate market where they're out of it for a while. But you know, I feel confident in our ability to hit our objectives. We got a great team. They're onboarding, great relationships and pipeline is already growing through the first part of this year.
David Feaster
That's great. That's great. And you have had a lot of success hiring and, and just listen to kind of the prepared comments. It sounds like there might be some appetite for additional hires. You know, there's obviously been some disruption, the state from M&A expectations that, more is going to come. The credit unions have been, pretty active much to everybody's chagrin. But just kind of curious your thoughts on hiring and, and, capitalizing on some of this disruption and, yeah, just curious what you guys are looking at there.
Charles Shaffer
Yeah, we continue to see a lot of opportunity to hire. It's almost too much opportunity because we're having to balance back to the profitability. And so we're balancing profitability to hiring and growth and trying to find that right mix. But yeah, there's, there's still a lot of opportunities to put and grow our team across, across the state. And so we'll, we'll, we'll manage the profitability. I think our primary focus right now is driving our profitability metrics in the right direction and then, we'll balance that back against growth. But I think we got the right mix now with the, with the great team and the right prospects for growth. And so we'll continue to balance it all out, but I feel good about we're at.
David Feaster
And, and, and maybe along those same lines, I mean, it, the stage is set for some pretty material, you know, revenue growth. You know, it sounds like expense growth, it's, there's there's some investment opportunities on the horizon. How do, how do you think about the profitability profile of the bank and the ability to drive positive operating leverage this year? Just as some of these, investments come to fruition and sounds like maybe, just depending on the revenue growth and loan growth outlook, some of that might flow to the expense side and we reinvest it.
Michael Young
Hey, David, this is Michael, I'll take that one on operating leverage. We definitely will show positive operating leverage this year with the margin and then I dynamics that's going to be a nice tailwind, I think I would kind of anchor us back to what we've talked about in the past. We used to be sort of a 50 to 55% efficiency ratio company when we were driving sort of an M&A growth model now that we're shifting increasingly towards organic growth. It comes with a little higher efficiency ratio as well as with the mid just being a mid sized bank. So that 55 to 60% range is something we plan to manage within. And you know, we'll have normal sort of inflationary pressures on the expense base base year to year. And then we'll just see, kind of what the talent pipeline looks like and the opportunities ahead.
Charles Shaffer
Maybe if I could just follow up David, if you think back David to kind of how we managed through, back in 2,223 you know, we held back on growth during that period, we bolstered liquidity, given the market dynamics, we allowed capital to grow. And that's all kind of set us up to this position where we are where we were conservative during that period, built, the team migrated to a mid sized bank, built the compliance function and, and made the right investments there. And so we're now at the, you know, the sort of right moment, if you will of we've made the investments, it's time to capitalize on those investments. And if the market continues to provide a solid yield curve here, I think, it would be a lot of opportunity for us. That's terrific. Thanks.
David Feaster
Everybody.
Charles Shaffer
Like they've.
Operator
Our next question comes from Christopher Marinac from Janney Montgomery Scott. Please go ahead.
Christopher Marinac
Thanks, good morning. Tracy, I want to go back to the margin. And sort of cost of funds discussion if the fed doesn't cut rates further, is there a, possibility that that deposit cost is kind of go flat and maybe even pick up if treasuries go back up. I'm just curious, kind of what, what is possible that I know that the first quarter, first half guide that you gave us and just kind of think thinking beyond that.
Tracey Dexter
Yeah, our current forecast includes one fed rate cut in the middle of the year. We're we're seeing the benefit now of, being able to address the deposit cost and, and and be proactive about some of that, that'll continue a little bit, but I think you'll see some meaningful stabilization in deposit cost, Michael, you want to expand on that.
Michael Young
Yeah, maybe Chris just to start the year, we're down from even the December level. So we're starting from a very strong position there. You know, some stability, I think initially in deposit costs and then if we don't see a rate cut mid year, maybe a slight drift upwards from there but very slight. And then on the flip side, right, the there's two sides to that equation the loan yield side, we still feel very positive about the backbook re pricing trend. That should outpace the deposit costs and lead to that margin expansion as we move throughout the year.
Christopher Marinac
Great. Thanks for the additional caller and then just back on the, on the criticized classified improvement that we saw this quarter. Chuck. Do you see any, any changes with either, loans maturing or just re appraisal process that would just cause those criticized to go back up? It's not as much a loss question as it is just sort of direction that ratio.
Charles Shaffer
I think I characterized, we feel really good about our asset quality position. I think we've managed the bank conservatively for a number of years now and our classified criticized ratios are are, fairly strong compared to are actually really strong compared to the industry in general. And so, I think it it's it's stable at this point, Chris, I don't know of any reason why classified criticized would increase from here.
Christopher Marinac
Great. Thanks for taking all of our questions this morning.
Operator
Our next question comes from David Bishop from Hovde Group. Please go ahead. Yeah, good morning.
Charles Shaffer
Folks.
David Bishop
Quick question, Chuck in terms of maybe visibility in terms of the deposit pipeline here. It looks like this quarter maybe lead to cash and you know, short term liquidity to fund the loan growth. How should we think about, funding of loan growth in 25?
Charles Shaffer
I'll make a few high level comments and let Michael jump in here, but given our low loan deposit ratio, we're not out competing in the high rate CD market and not out competing for the higher cost transactional deposits. We're focused solely on, relationships based sort of relationships. And so it's, we're focused on DD A and, and bringing on operating accounts and that's, that's, takes, takes longer, but it's the right stuff to do. It's building franchise value. And so, we, we're going to stay out of the higher rate stuff but Michael, you want to talk a little bit about that.
Michael Young
Yeah, the one other, just kind of nuanced thing here, but you know, given the low loan to deposit ratio, we can grow deposits at a slower pace on a percentage basis than loans and still fully fund the loan book. So, I think we feel pretty good about our ability to grow deposits this year with some of the headwinds from 23 and 24 sort of remediating and the progress we made on deposit costs in the fourth quarter. We're, starting from a good spot on a cost basis so we can be competitive as we move throughout 2025 that said if you know, if we were less successful on the deposit side, we do have over $350 million in securities book cash flow that would come in throughout the year. That could be used to help fund loan growth without having to sell any security. So just giving you a couple of moving pieces, but we feel good about, deposit growth in 2025.
David Bishop
Okay, perfect. And then maybe a question for, for Tracy, I assume some of the uptick in the purchase accounting accretion income this quarter was a function of some of the payoffs. You mentioned, just curious as we think is maybe you know, as a as a percent of the margin or so, a contribution of margin, I think this this year was like 31 basis points on average per quarter, maybe do you see that sort of stuff? I assume it steps down and maybe should we think about an average in the low, low 20 basis point range contribution margin? How should we think about that during the year?
Tracey Dexter
Yeah, David, I think, I think that's right to think about it stepping down over time, the accretion remains quite variable and, and difficult to predict the fourth quarter, as you said, was a bit higher, kind of aligned with elevated payoff. I would think maybe looking ahead, we'd see something more aligned with the levels in the third quarter or before, which was kind of on the lower end. Recent quarterly results have ranged from maybe $9 million to $10 million a quarter in accretion. So working off that number, maybe the lower end of that range is a good estimate for going forward. But again, really difficult to predict.
David Bishop
Got it. Appreciate the color.
Operator
There. No further questions at this time. Mister Shafer, I turn the call back over to you.
Charles Shaffer
Okay? Thank you and appreciate everybody joining the call and appreciate Seacoast team. You guys did an awesome job. It was a great quarter and look forward to talking to you next quarter. I think that will conclude our call. Thank you, sir.
Operator
This concludes today's call. Thank you for joining you. May now disconnect.

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Seacoast Announces the Acquisition of Villages Bancorporation, Inc.

Business Wire

time29-05-2025

  • Business Wire

Seacoast Announces the Acquisition of Villages Bancorporation, Inc.

STUART, Fla.--(BUSINESS WIRE)--Seacoast Banking Corporation of Florida ('Seacoast' or the 'Company') (NASDAQ: SBCF), the holding company for Seacoast National Bank ('Seacoast Bank'), announced today that it has signed a definitive agreement to acquire Villages Bancorporation, Inc. ('VBI'), parent company of Citizens First Bank based in The Villages, FL. The Villages is a unique planned community in Central Florida, with one of the highest population growth rates in the United States. The Villages community is home to approximately 150,000 residents in over 77,000 homes spanning 60,000 acres with more than 6 million square feet of commercial space and a 97% average occupancy rate. VBI is the 11 th largest bank in the state of Florida with $4.1 billion in assets as of March 31, 2025. VBI operates 19 branches with deposits of approximately $3.5 billion and loans of approximately $1.3 billion as of March 31, 2025. As the only community-focused bank deeply integrated into The Villages, VBI has a leading deposit share of over 50% in the Wildwood-The Villages MSA. Following completion of this transaction and the recently announced Heartland Bancshares, Inc. acquisition, Seacoast will have pro forma total assets of $21 billion, total deposits of $17 billion and gross loans of $12 billion, based on financial data as of March 31, 2025. 'VBI serves a thriving and rapidly growing customer base characterized by strong financial stability and consistent demand for tailored financial products. This is a rare partnership opportunity to continue the legacy of high quality service to the Villages community with a shared vision for the many years of growth that lay ahead. We are excited to complement VBI's strengths with Seacoast's innovative products and breadth of offerings in this unique market,' said Charles M. Shaffer, Seacoast's Chairman and CEO. 'We believe this partnership is attractive to all stakeholders, with the continuation of a strong service-oriented culture for our associates, an attractive increase in profitability and earnings within a reasonable earnback period for our shareholders, and expanding products and services for our new customers. We are excited to welcome all the Citizens First Bank associates, customers, and communities to the Seacoast franchise.' 'Since its founding in 1992, VBI has been committed to providing the very best banking experience for our customers. Now, in partnership with Seacoast, we are positioned to further accelerate this commitment, creating a best-in-class banking experience supported by a great team of professionals,' said Jay Bartholomew, Chief Executive Officer of VBI. 'We are delighted to join with Seacoast Bank, which shares our values and has been serving Florida consumers and businesses for nearly a century.' The proposed transaction exemplifies Seacoast's M&A focus on attractive growth markets and high-quality, relationship-supported franchises. Seacoast expects the transaction to be approximately 22% accretive to earnings per share in 2026, with tangible book value dilution earned back in under three years. Under the terms of the definitive agreement, each share of VBI common stock will be converted at closing into the right to receive (i) $1,000.00 in cash, (ii) 38.5000 shares of Seacoast common stock or (iii) a 25%-75% combination of cash and common stock, at the shareholders' election. The final election will be subject to a proration mechanism such that 25% of VBI shares of common stock will receive the cash consideration and 75% of VBI shares of common stock will receive the stock consideration. In the event any shareholder or shareholder group would receive more than 9.75% of cumulative outstanding Seacoast common stock as of the closing of the transaction, non-voting convertible preferred stock would be issued in lieu of the excess amount of common shares. Based on Seacoast's closing price of $24.91 as of May 28, 2025, the aggregate value of merger consideration to be paid by Seacoast would be approximately $710.8 million. Closing of the transaction is expected in the fourth quarter of 2025, following receipt of approvals from regulatory authorities, the approval of VBI shareholders, and the satisfaction of other customary closing conditions. Piper Sandler & Co. served as financial advisor and Alston & Bird LLP served as legal counsel to Seacoast. Raymond James & Associates, Inc. rendered a fairness opinion to Seacoast's Board of Directors. Hovde Group, LLC served as financial advisor and Smith Mackinnon, PA served as legal counsel to VBI. Investor Conference Call Seacoast will host a conference call on Friday, May 30, 2025 at 8:30 a.m. (Eastern Time) to discuss the acquisition. Investors may call in (toll-free) by dialing (800) 715-9871 (Conference ID: 9657153). Charts will be used during the conference call and may be accessed at Seacoast's website at by selecting 'Presentations' under the heading 'News/Events.' Additionally, a recording of the call will be made available to individuals shortly after the conference call and can be accessed via a link at under the heading 'Corporate Information.' The recording will be available for one year. About Seacoast Banking Corporation of Florida (NASDAQ: SBCF) Seacoast Banking Corporation of Florida (NASDAQ: SBCF) is one of the largest community banks headquartered in Florida with approximately $15.7 billion in assets and $12.6 billion in deposits as of March 31, 2025. Seacoast provides integrated financial services including commercial and consumer banking, wealth management, mortgage and insurance services to customers at 79 full-service branches across Florida, and through advanced mobile and online banking solutions. Seacoast National Bank is the wholly-owned subsidiary bank of Seacoast Banking Corporation of Florida. For more information about Seacoast, visit Important Information for Investors and Shareholders 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, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. Seacoast will file with the Securities and Exchange Commission (the 'SEC') a registration statement on Form S-4 containing a proxy statement of VBI and a prospectus of Seacoast, and Seacoast will file other documents with the SEC with respect to the proposed merger. A definitive proxy statement/prospectus will be mailed to shareholders of VBI. Investors and shareholders of Seacoast and VBI are urged to read the entire proxy statement/prospectus and other documents that will be filed with the SEC carefully and in their entirety when they become available because they will contain important information. Investors and security holders will be able to obtain free copies of the registration statement and the proxy statement/prospectus (when available) and other documents filed with the SEC by Seacoast through the website maintained by the SEC at Copies of the documents filed with the SEC by Seacoast will be available free of charge on Seacoast's internet website or by contacting Seacoast. Seacoast has filed a registration statement, as amended on Form S-4 containing a proxy statement of Heartland and a prospectus of Seacoast, and Seacoast will file other documents with respect to the proposed transaction. A definitive proxy statement/prospectus was mailed to the shareholders of Heartland. Investors and shareholders of Seacoast and Heartland are urged to read the entire proxy statement/prospectus and other documents that will be filed with the SEC carefully and in their entirety when they become available because they will contain important information. Investors and shareholders may obtain these documents free of charge at the SEC's website ( In addition, documents filed with the SEC by Seacoast will be available free of charge by contacting Investor Relations at (772) 288-6085. Heartland and VBI and each company's directors and executive officers and other members of management and employees may be considered participants in the solicitation of proxies in connection with the proposed merger. Information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the proxy statement/prospectus and other relevant materials to be filed with the SEC when they become available. Cautionary Notice Regarding Forward-Looking Statements This press release contains 'forward-looking statements' within the meaning, and protections, of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including, without limitation, statements about future financial and operating results, cost savings, enhanced revenues, economic and seasonal conditions in the Company's markets, and improvements to reported earnings that may be realized from cost controls, tax law changes, new initiatives and for integration of banks that the Company has acquired, or expects to acquire, including Heartland and VBI, as well as statements with respect to Seacoast's objectives, strategic plans, expectations and intentions and other statements that are not historical facts. Actual results may differ from those set forth in the forward-looking statements. Forward-looking statements include statements with respect to the Company's beliefs, plans, objectives, goals, expectations, anticipations, assumptions, estimates and intentions about future performance, and involve known and unknown risks, uncertainties and other factors, which may be beyond the Company's control, and which may cause the actual results, performance or achievements of Seacoast or Seacoast National Bank ('Seacoast Bank') to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements. You should not expect the Company to update any forward-looking statements. All statements other than statements of historical fact could be forward-looking statements. You can identify these forward-looking statements through the use of words such as 'may', 'will', 'anticipate', 'assume', 'should', 'support', 'indicate', 'would', 'believe', 'contemplate', 'expect', 'estimate', 'continue', 'further', 'plan', 'point to', 'project', 'could', 'intend', 'target' or other similar words and expressions of the future. These forward-looking statements may not be realized due to a variety of factors, including, without limitation: the impact of current or future economic and market conditions generally (including seasonality) and in the financial services industry, nationally and within Seacoast's primary market areas, including the effects of inflationary pressures, changes in interest rates, tariffs or trade wars (including reduced consumer spending, supply chain issues, and adverse impacts to credit quality), slowdowns in economic growth, and the potential for high unemployment rates, as well as the financial stress on borrowers and changes to customer and client behavior and credit risk as a result of the foregoing; potential impacts of adverse developments in the banking industry, including those highlighted by high-profile bank failures, and resulting impacts on customer confidence, deposit outflows, liquidity and the regulatory response thereto (including increases in the cost of our deposit insurance assessments), the Company's ability to effectively manage its liquidity risk and any growth plans, and the availability of capital and funding; governmental monetary and fiscal policies, including interest rate policies of the Board of Governors of the Federal Reserve, as well as legislative, tax and regulatory changes including overdraft and late fee caps (if implemented), and including those that impact the money supply and inflation; the risks of changes in interest rates on the level and composition of deposits, loan demand, liquidity and the values of loan collateral, securities, and interest rate sensitive assets and liabilities; interest rate risks, sensitivities and the shape of the yield curve; changes in accounting policies, rules and practices; changes in retail distribution strategies, customer preferences and behavior generally and as a result of economic factors, including heightened or persistent inflation; changes in the availability and cost of credit and capital in the financial markets; changes in the prices, values and sales volumes of residential and commercial real estate, especially as they relate to the value of collateral supporting the Company's loans; the Company's concentration in commercial real estate loans and in real estate collateral in Florida; Seacoast's ability to comply with any regulatory requirements and the risk that the regulatory environment may not be conducive to or may prohibit or delay the consummation of future mergers and/or business combinations, may increase the length of time and amount of resources required to consummate such transactions, and may reduce the anticipated benefit; inaccuracies or other failures from the use of models, including the failure of assumptions and estimates, as well as differences in, and changes to, economic, market and credit conditions; the impact on the valuation of Seacoast's investments due to market volatility or counterparty payment risk, as well as the effect of a decline in stock market prices on our fee income from our wealth management business; statutory and regulatory dividend restrictions; increases in regulatory capital requirements for banking organizations generally; the risks of mergers, acquisitions and divestitures, including the Company's ability to continue to identify acquisition targets, successfully acquire and integrate desirable financial institutions and realize expected revenues, revenue synergies and expense savings; changes in technology or products that may be more difficult, costly, or less effective than anticipated; the Company's ability to identify and address increased cybersecurity risks, including those impacting vendors and other third parties which may be exacerbated by developments in generative artificial intelligence; fraud or misconduct by internal or external parties, which Seacoast may not be able to prevent, detect or mitigate; inability of Seacoast's risk management framework to manage risks associated with the Company's business; dependence on key suppliers or vendors to obtain equipment or services for the business on acceptable terms; reduction in or the termination of Seacoast's ability to use the online- or mobile-based platform that is critical to the Company's business growth strategy; the effects of war or other conflicts, acts of terrorism, natural disasters, including hurricanes in the Company's footprint, health emergencies, epidemics or pandemics, or other catastrophic events that may affect general economic conditions and/or increase costs, including, but not limited to, property and casualty and other insurance costs; Seacoast's ability to maintain adequate internal controls over financial reporting; potential claims, damages, penalties, fines, costs and reputational damage resulting from pending or future litigation, regulatory proceedings and enforcement actions; the risks that deferred tax assets could be reduced if estimates of future taxable income from the Company's operations and tax planning strategies are less than currently estimated, the results of tax audit findings, challenges to our tax positions, or adverse changes or interpretations of tax laws; the effects of competition from other commercial banks, thrifts, mortgage banking firms, consumer finance companies, credit unions, non-bank financial technology providers, securities brokerage firms, insurance companies, money market and other mutual funds and other financial institutions; the failure of assumptions underlying the establishment of reserves for expected credit losses; a deterioration of the credit rating for U.S. long-term sovereign debt, actions that the U.S. government may take to avoid exceeding the debt ceiling, and uncertainties surrounding the federal budget and economic policy, including the impact of tariffs and trade policies; the risk that balance sheet, revenue growth, and loan growth expectations may differ from actual results; and other factors and risks described in any of the Company's subsequent reports filed with the SEC and available on its website at The risks relating to the proposed Heartland and VBI mergers include, without limitation, failure to obtain the approval of shareholders of Heartland and VBI in connection with the mergers; the timing to consummate the proposed mergers; the risk that a condition to the closing of the proposed mergers may not be satisfied; the risk that a regulatory approval that may be required for the proposed VBI merger is not obtained or is obtained subject to conditions that are not anticipated; the parties' ability to achieve the synergies and value creation contemplated by the proposed merger; the parties' ability to promptly and effectively integrate the businesses of the Company, Heartland and VBI, including unexpected transaction costs, the costs of integrating operations, severance, professional fees and other expenses; the diversion of management time on issues related to the mergers; the failure to consummate or any delay in consummating the merger for other reasons; changes in laws or regulations; the risks of customer and employee loss and business disruption, including, without limitation, as the result of difficulties in maintaining relationships with employees; increased competitive pressures and solicitations of customers and employees by competitors; the difficulties and risks inherent with entering new markets. All written or oral forward-looking statements attributable to us are expressly qualified in their entirety by this cautionary notice, including, without limitation, those risks and uncertainties described in the Company's annual report on Form 10-K for the year ended December 31, 2024 under 'Special Cautionary Notice Regarding Forward-Looking Statements' and 'Risk Factors', and otherwise in the Company's SEC reports and filings. Such reports are available upon request from the Company, or from the Securities and Exchange Commission, including through the SEC's Internet website at

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