cade-10q_20200930.htm

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒ No

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

	September 30, 2020			December 31, 2019
(In thousands, except share and per share data)				(Audited)
ASSETS
Cash and due from banks	$	174,549		$	252,447
Interest-bearing deposits with banks		1,067,258			725,343
Federal funds sold		5,365			10,974
Total cash and cash equivalents		1,247,172			988,764
Investment securities available-for-sale, amortized cost of $3,006,688 and allowance for credit losses of zero at September 30, 2020		3,088,699			2,368,592
FRB and FHLB stock		77,153			76,752
Loans held for sale		54,100			87,649
Loans, net of unearned income		13,465,556			12,983,655
Less: allowance for credit losses		(385,412	)		(119,643	)
Net loans		13,080,144			12,864,012
Premises and equipment, net		125,297			127,867
Cash surrender value of life insurance		186,397			183,400
Net deferred tax asset		71,337			—
Goodwill		43,061			485,336
Other intangible assets, net		88,944			105,613
Other assets		341,891			512,244
Total assets	$	18,404,195		$	17,800,229
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities:
Noninterest-bearing deposits	$	5,033,338		$	3,833,704
Interest-bearing deposits		10,752,883			10,909,090
Total deposits		15,786,221			14,742,794
Federal Home Loan Bank advances		100,000			100,000
Senior debt		49,978			49,938
Subordinated debt		183,243			182,712
Junior subordinated debentures		37,542			37,445
Notes payable		1,683			2,078
Net deferred tax liability		—			24,982
Other liabilities		174,056			199,434
Total liabilities		16,332,723			15,339,383
Shareholders' equity:
Common stock $0.01 par value, authorized 300,000,000 shares; 133,183,160 shares issued and 125,946,793 shares outstanding at September 30, 2020 and 132,984,756 shares issued and 127,597,569 shares outstanding at December 31, 2019		1,332			1,330
Additional paid-in capital		1,877,627			1,873,063
Treasury stock, at cost; 7,236,367 shares and 5,387,187 shares, respectively		(130,890	)		(100,752	)
Retained earnings		68,700			572,503
Accumulated other comprehensive income		254,703			114,702
Total shareholders' equity		2,071,472			2,460,846
Total liabilities and shareholders' equity	$	18,404,195		$	17,800,229

	Three Months Ended September 30,				Nine Months Ended September 30,
(In thousands, except share and per share data)	2020		2019		2020			2019
INTEREST INCOME
Interest and fees on loans	$	154,851	$	197,970	$	492,840		$	605,732
Interest and dividends on securities:
Taxable		13,164		9,657		39,386			30,751
Tax-exempt		1,699		1,495		4,665			4,861
Other interest income		783		4,027		3,536			11,114
Total interest income		170,497		213,149		540,427			652,458
INTEREST EXPENSE
Interest on time deposits		7,741		17,083		30,936			54,567
Interest on other deposits		4,822		31,338		34,497			91,262
Interest on borrowed funds		3,892		4,541		12,769			16,365
Total interest expense		16,455		52,962		78,202			162,194
Net interest income		154,042		160,187		462,225			490,264
Provision for credit losses		32,973		43,764		275,213			83,901
Net interest income after provision for credit losses		121,069		116,423		187,012			406,363
NONINTEREST INCOME
Investment advisory revenue		6,797		6,532		18,907			17,971
Trust services revenue		4,556		4,440		13,464			13,353
Credit related fees		4,202		5,960		14,586			16,171
Service charges on deposit accounts		5,847		5,462		17,115			15,322
Bankcard fees		1,745		2,061		5,419			6,553
Payroll processing revenue		1,255		1,196		3,764			3,776
SBA income		3,037		2,216		6,280			5,079
Other service fees		1,450		1,700		4,890			5,711
Securities gains, net		79		775		5,359			1,701
Other income		3,623		4,300		7,826			11,390
Total noninterest income		32,591		34,642		97,610			97,027
NONINTEREST EXPENSE
Salaries and employee benefits		51,734		51,904		147,699			159,035
Premises and equipment		10,716		10,913		32,159			33,019
Merger related expenses		2,105		1,010		3,386			27,572
Goodwill impairment		—		—		443,695			—
Intangible asset amortization		5,299		6,025		16,363			17,986
Other expense		25,005		24,431		77,831			70,640
Total noninterest expense		94,859		94,283		721,133			308,252
Income (loss) before income taxes		58,801		56,782		(436,511	)		195,138
Income tax expense (benefit)		9,486		12,796		(30,401	)		44,605
Net income (loss)	$	49,315	$	43,986	$	(406,110	)	$	150,533
Weighted average common shares outstanding (Basic)		125,956,714		128,457,491		126,169,823			129,237,553
Weighted average common shares outstanding (Diluted)		126,094,868		128,515,274		126,169,823			129,359,287
Earnings (loss) per common share (Basic)	$	0.39	$

Delaware		47-1329858
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

Title of each class		Trading Symbol		Name of each exchange on which registered
Class A Common Stock		CADE		New York Stock Exchange

Class A Common Stock, $0.01 Par Value		125,978,531
Class		Outstanding as of November 6, 2020

PART I: FINANCIAL INFORMATION		3

ITEM 1.	FINANCIAL STATEMENTS (UNAUDITED)	3

	Consolidated Balance Sheets as of September 30, 2020 and December 31, 2019 (Audited)	3
	Consolidated Statements of Operations for the three and nine months ended September 30, 2020 and 2019	4
	Consolidated Statements of Comprehensive Income (Loss) for the three and nine months ended September 30, 2020 and 2019	5
	Consolidated Statements of Changes in Shareholders' Equity for the three and nine months ended September 30, 2020 and 2019	6
	Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2020 and 2019	8
	Notes to Consolidated Financial Statements	9

ITEM 2.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	46

ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	86

ITEM 4.	CONTROLS AND PROCEDURES	89

PART II: OTHER INFORMATION		90

ITEM 1.	LEGAL PROCEEDINGS	90

ITEM 1A.	RISK FACTORS	90

ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	91

ITEM 3.	DEFAULTS UPON SENIOR SECURITIES	91

ITEM 4.	MINE SAFETY DISCLOSURES	91

ITEM 5.	OTHER INFORMATION	91

ITEM 6.	EXHIBITS	92

☒	Large accelerated filer	☐	Accelerated filer

☐	Non-accelerated filer	☐	Smaller reporting company

		☐	Emerging growth company