CULLEN annual report, FY2014

Cullen/Frost Bankers, Inc. (NYSE: CFR) — FY 2014 10-K

Reporting period: Fiscal year ended December 31, 2014. Cullen/Frost is a Texas-focused financial holding company operating primarily through Frost Bank, with commercial and consumer banking, wealth management, insurance and related services. The company acquired WNB Bancshares on May 30, 2014; its results are included from that date.

Financial results and position

Metric20142013
Net interest income$686.9 million$620.6 million
Net income$278.0 million$237.9 million
Net income available to common shareholders$269.9 million$231.1 million
Diluted EPS$4.29$3.80
Return on average assets1.05%1.02%
Return on average common equity10.51%9.93%
Net interest margin3.41%3.41%
  • Fourth quarter: Net income available to common shareholders was $70.7 million, or $1.11 diluted EPS, versus $60.6 million, or $0.99, in Q4 2013. Net interest income was $179.0 million versus $159.2 million; provision for loan losses was $4.4 million versus $5.9 million.
  • Revenue and costs: Total non-interest income rose 5.7% to $320.1 million, led by trust and investment management fees, up 16.3% to $106.2 million. Non-interest expense increased 7.0% to $654.7 million.
  • Cash flow: Operating activities provided $286.7 million; investing activities used $2.282 billion; financing activities provided $1.803 billion. Cash and cash equivalents declined $192.0 million to $4.364 billion.
  • Balance sheet: Total assets were $28.28 billion, loans $10.99 billion, deposits $24.14 billion, and shareholders’ equity $2.85 billion at year-end. Loans grew 15.5% and deposits 16.7% from year-end 2013.
  • Debt and liquidity: Long-term debt and other borrowings were $237.1 million; federal funds purchased and repurchase agreements were $803.1 million. Parent-company liquid assets were $294.0 million. Management reported no known event expected to materially impair liquidity or capital resources.
  • Capital and credit: Cullen/Frost’s total risk-based capital ratio was 14.55%, Tier 1 ratio 13.68%, and leverage ratio 8.16%; Frost Bank was reported well capitalized. Allowance for loan losses was $99.5 million, or 0.91% of loans. Net charge-offs fell to $9.2 million (0.09% of average loans) from $32.6 million (0.35%) in 2013.

Material changes and notable items

  • Common-shareholder income increased $38.8 million year over year, primarily from higher net interest income and non-interest income and a lower loan-loss provision, partly offset by higher expenses, taxes and preferred dividends.
  • WNB added $1.6 billion of deposits, $670.6 million of loans and $879.7 million of cash and cash equivalents. Purchase consideration was approximately $198.8 million, including $149.7 million in stock and $49.1 million in cash; the preliminary allocation included $117.3 million of goodwill. Acquisition expenses were $7.1 million in 2014.
  • Energy loans rose to $1.774 billion, or 16.1% of loans, from 11.7% a year earlier. Management cited the sharp decline in oil prices—about $53 per barrel at year-end versus $98 in 2013—as a risk if low prices persist.
  • Non-performing assets decreased to $65.2 million from $69.8 million, but non-accrual loans increased to $59.9 million from $56.7 million, and accruing past-due loans rose to $63.8 million from $38.9 million.
  • The 2014 provision was $16.3 million, down from $20.6 million in 2013; 2013 charge-offs included $18.8 million tied to one commercial and industrial relationship. The allowance-to-loans ratio declined to 0.91% from 0.97%.
  • All $30.6 million of deferred gains from terminated interest-rate swaps was recognized in loan interest income during 2014; amortization ended in October. Management used $840 million of excess liquidity to buy municipal securities, expecting their yield to replace that income stream.
  • A $2.2 million settlement accrual was included in 2014 miscellaneous expenses. In 2013, the company recorded $7.2 million of write-downs on land and other assets, including downtown San Antonio property.

Outlook, risks and contingencies

  • The filing provides no numerical earnings or revenue guidance. Management said higher-yielding municipal securities were expected to offset the end of swap-gain amortization; future results remain sensitive to loan pricing, asset mix, deposit costs and interest rates.
  • Year-end interest-rate simulations projected net interest income 0.6% lower under a 100-basis-point rate increase, 0.2% lower under a 200-basis-point increase, and 2.6% lower under a 25-basis-point decrease, versus a flat-rate case. The model assumed the bank would begin paying interest on certain demand deposits in Q1 2015; actual pricing could change the sensitivity.
  • Management expected Cullen/Frost and Frost Bank to meet Basel III capital requirements on a fully phased-in basis. Basel III rules became effective January 1, 2015, with certain provisions phased in through 2019; trust-preferred securities begin to phase out of Tier 1 capital.
  • As a condition of WNB acquisition approval, the company agreed to enhance compliance programs, including fair-lending controls, before submitting further expansionary proposals; enhancements were in progress.
  • Key risks include Texas economic concentration, lower oil prices, commercial and real-estate credit exposure, interest-rate and liquidity risk, competition, regulatory change, cybersecurity and vendor risk. Energy comprised 16.1% of loans; 97.4% of municipal securities were issued by Texas entities.
  • The company was party to ordinary-course legal claims; management did not expect their disposition to have a material adverse effect. The financial-statement auditor issued an unqualified opinion, and management and the auditor reported effective internal control over financial reporting.

Important facts for investors to verify

  • How the enlarged energy exposure and persistently low oil prices affected borrower performance, criticized loans and reserves after year-end.
  • Whether elevated past-due loans translated into higher non-accruals, charge-offs or provisions, and whether the 0.91% allowance ratio remained adequate as loans grew.
  • Whether WNB integration delivered expected revenue and cost benefits, and how final purchase accounting affected goodwill and acquired-loan marks.
  • Actual deposit repricing and net interest income performance relative to the filing’s interest-rate scenarios and the end of swap-gain amortization.
  • Post-2014 Basel III capital ratios, trust-preferred phase-out effects, and progress on fair-lending compliance enhancements.
  • Dividend sustainability: 2014 common dividends were $2.03 per share, while regulatory restrictions and preferred-stock terms can constrain future distributions.