Microsoft Word - Earnings Release_FINAL_20150930



PRESS RELEASE For more information contact: Prosperity Bancshares, Inc.® David Zalman

Prosperity Bank Plaza Chairman and Chief Executive Officer

4295 San Felipe 281.269.7199

Houston, Texas 77027 david.zalman@prosperitybankusa.com


FOR IMMEDIATE RELEASE


PROSPERITY BANCSHARES, INC.® REPORTS THIRD QUARTER 2015 EARNINGS


  • Third quarter 2015 earnings per share (diluted) of $1.01
  • Third quarter net income of $70.598 million
  • Nonperforming assets remain low at 0.26% of third quarter average earning assets
  • Return on third quarter average assets of 1.30%
  • Third quarter efficiency ratio of 40.72%
  • Increase in dividend of 10% to $0.30 per share for the fourth quarter 2015
  • Received all regulatory approvals for the pending acquisition of Tradition Bancshares, Inc. headquartered in Houston, Texas


HOUSTON, October 23, 2015. Prosperity Bancshares, Inc.® (NYSE: PB), the parent company of Prosperity Bank® (collectively, 'Prosperity'), reported net income for the quarter ended September 30, 2015 of $70.598 million or $1.01 per diluted common share. Additionally, nonperforming assets remain low at 0.26% of third quarter average earning assets with an annualized return on third quarter average assets of 1.30%.


'I am excited to announce that the Prosperity Board of Directors has decided to increase the dividend payable to shareholders to $0.30 per share for the fourth quarter, representing a 10% increase. The Board and management appreciate our shareholders and are glad to be able to show our appreciation with this increase,' said David Zalman, Prosperity's Chairman and Chief Executive Officer.


'Prosperity enjoyed another successful quarter. Because of the acquisitions we completed over the last several years, our net income figures include purchase accounting adjustment income, which has been quickly declining. Excluding these purchase accounting adjustments, net income per diluted common share was $0.92 for the three months ended September 30, 2015 compared with $0.84 for the three months ended September 30, 2014, a 9.5% increase. Prosperity's return on average tangible common equity for the three months ended September 30, 2015 was 19.30%. The reconciliations of these non- GAAP financial measures are included below,' continued Zalman.


'Despite employment declines in the oil and gas extraction and the manufacturing sectors, the Texas unemployment rate fell in August to 4.1% and continues to be lower than the U.S. rate, which was 5.1%. Oklahoma's unemployment rate inched down slightly in September to 4.4% compared with 4.6% in August, according to data recently released by the U.S. Labor Department.'

'Although our loans decreased overall during the first nine months of 2015 primarily due to planned reductions at some of our acquired banks, our third quarter results showed loan growth of 1% (4% annualized) compared to the previous quarter ended June 30, 2015. Deposits have been flat for the first nine months of 2015, but, when comparing deposits as of September 30, 2015 to September 30, 2014, Prosperity has been successful in replacing over $500 million in higher cost time deposits at acquired banks with more traditional transactional accounts,' stated Zalman.


'Prosperity continues to be one of the best in class in asset quality with non-performing assets at 0.26% of third quarter average earning assets,' concluded Zalman.


Results of Operations for the Three Months Ended September 30, 2015


Net income was $70.598 million for the three months ended September 30, 2015 compared with $76.570 million for the same period in 2014. Net income per diluted common share was $1.01 for the three months ended September 30, 2015 compared with $1.10 for the same period in 2014. Net income (excluding purchase accounting adjustments) was $64.154 million for the quarter ended September 30, 2015 compared with $58.635 million for the quarter ended September 30, 2014, an increase of 9.4%. Net income per diluted common share (excluding purchase accounting adjustments) was $0.92 for the three months ended September 30, 2015 compared with $0.84 for the three months ended September 30, 2014. The reconciliation of these non-GAAP financial measures is shown on page 12. Annualized returns on average assets, average common equity and average tangible common equity for the three months ended September 30, 2015 were 1.30%, 8.31% and 19.30%, respectively. Prosperity's efficiency ratio (excluding credit loss provisions, net gains and losses on the sale of assets and taxes) was 40.72% for the three months ended September 30, 2015.


Net interest income before provision for credit losses for the quarter ended September 30, 2015 was $156.108 million compared with $175.657 million during the same period in 2014. This change was primarily due to a decrease in loan discount accretion of $17.424 million for the quarter ended September 30, 2015 compared with the quarter ended September 30, 2014. Linked quarter net interest income before provision for credit losses was $156.108 million for the three months ended September 30, 2015 compared with $158.239 million for the three months ended June 30, 2015. This change was primarily due to a decrease in loan discount accretion of $2.568 million for the quarter ended September 30, 2015 compared with the quarter ended June 30, 2015. The net interest margin on a tax equivalent basis was 3.30% for the three

months ended September 30, 2015, compared with 3.85% for the same period in 2014 and 3.39% for the three months ended June 30, 2015. This change was primarily due to the decrease in loan discount accretion and lower yields on average

interest-earning assets partially offset by lower rates paid on average interest-bearing liabilities for the three months ended September 30, 2015. Excluding purchase accounting adjustments, the net interest margin on a tax equivalent basis was 3.10% for the three months ended September 30, 2015, compared with 3.26% for the same period in 2014 and 3.13% for the three months ended June 30, 2015.


Noninterest income was $31.780 million for the three months ended September 30, 2015 compared with $30.191 million for the same period in 2014. This change was primarily due to an increase in mortgage income and other noninterest income. On a linked quarter basis, noninterest income increased $1.483 million or 4.9% compared with the quarter ended June 30, 2015. This was primarily due to an increase in NSF fees and service charges on deposit accounts.


Noninterest expense was $76.430 million for the three months ended September 30, 2015 compared with $85.540 million for the same period in 2014. This change was primarily due to a decrease in salary and benefits expense, other noninterest expense, net occupancy and equipment expense and regulatory assessments. On a linked quarter basis, noninterest expense decreased $3.305 million or 4.1% compared with the quarter ended June 30, 2015. This was primarily due to a decrease in salary and benefits expense, other noninterest expense and regulatory assessments for the three months ended September 30, 2015.


Results of Operations for the Nine Months Ended September 30, 2015


Net income was $216.171 million for the nine months ended September 30, 2015 compared with $219.213 million for the same period in 2014. Net income per diluted common share was $3.09 for the nine months ended September 30, 2015 compared with $3.19 for the same period in 2014. Net income (excluding purchase accounting adjustments) was $189.332 million for the nine months ended September 30, 2015 compared with $177.638 million for the nine months ended September 30, 2014. Net income per diluted common share (excluding purchase accounting adjustments) was $2.71 for the nine months ended September 30, 2015 compared with $2.59 for the nine months ended September 30, 2014. The reconciliation of these non-GAAP financial measures is shown on page 12. Returns on average assets, average common equity and average tangible common equity, each on an annualized basis, for the nine months ended September 30, 2015

were 1.33%, 8.63% and 20.51%, respectively. Prosperity's efficiency ratio (excluding credit loss provisions, net gains and losses on the sale of assets and securities and taxes) was 41.64% for the nine months ended September 30, 2015.


Net interest income before provision for credit losses for the nine months ended September 30, 2015 was $477.252 million compared with $493.403 million during the same period in 2014. The change was primarily due to a decrease of $23.002 million in loan discount accretion partially offset by lower rates paid on average interest-bearing liabilities for the nine months ended September 30, 2015. The net interest margin on a tax equivalent basis for the nine months ended

September 30, 2015 decreased to 3.42% compared with 3.77% for the same period in 2014. This was primarily due to a decrease in loan discount accretion and lower yields on average interest-earning assets partially offset by lower rates paid on average interest-bearing liabilities for the nine months ended September 30, 2015. Excluding purchase accounting adjustments, the net interest margin on a tax equivalent basis was 3.13% for the nine months ended September 30, 2015 compared with 3.30% for the same period in 2014.

Noninterest income was $90.498 million for the nine months ended September 30, 2015 compared with $91.452 million for the same period in 2014. This change was primarily due to a decrease in net gain on sale of assets and NSF fees partially offset by an increase in other noninterest income and mortgage income. Noninterest expense was $235.627 million for the nine months ended September 30, 2015 compared with $243.926 million for the same period in 2014. This change was primarily due to a decrease in salary and benefits expense and other noninterest expense partially offset by an increase in regulatory assessments and a net gain on sale of other real estate recorded in 2014.


Balance Sheet Information


At September 30, 2015, Prosperity had $21.567 billion in total assets, an increase of $449.922 million or 2.1%, compared with $21.117 billion at September 30, 2014.

Loans at September 30, 2015 were $9.205 billion, a decrease of $163.900 million or 1.7%, compared with $9.369 billion at September 30, 2014. Linked quarter loans increased $90.653 million or 1.0% (4.0% annualized) from $9.114 billion at June 30, 2015.

As part of its lending activities, Prosperity extends credit to oil and gas production and servicing companies. Oil and gas production loans are loans to companies directly involved in the exploration and or production of oil and gas. Oil and gas servicing loans are loans to companies that provide services for oil and gas production and exploration. At September 30, 2015, oil and gas loans totaled $405.176 million or 4.4% of total loans, of which $185.162 million were production loans and $220.014 million were servicing loans compared with total oil and gas loans of $500.409 million or 5.3% of total loans at December 31, 2014, of which $271.972 million were production loans and $228.437 million were servicing loans.

Deposits at September 30, 2015 were $16.940 billion, a decrease of $74.090 million or 0.4%, compared with $17.014 billion at September 30, 2014. Linked quarter deposits decreased $61.727 million or 0.4% from $17.002 billion at June 30, 2015.


Asset Quality


Nonperforming assets totaled $48.628 million or 0.26% of quarterly average earning assets at September 30, 2015, compared with $50.082 million or 0.27% of quarterly average earning assets at September 30, 2014, and $35.119 million or 0.19% of quarterly average earning assets at June 30, 2015. The allowance for credit losses was 0.88% of total loans at September 30, 2015, 0.83% of total loans at September 30, 2014 and 0.89% of total loans at June 30, 2015. Excluding loans acquired that are accounted for under FASB Accounting Standards Codification ('ASC') Topics 310-20 and 310-30, the allowance for credit losses was 1.06% of remaining loans as of September 30, 2015, compared with 1.14% at September 30, 2014 and 1.09% at June 30, 2015. Refer to the 'Notes to Selected Financial Data' at the end of this Earnings Release for a reconciliation of this non-GAAP financial measure.

The provision for credit losses was $5.310 million for the three months ended September 30, 2015 compared with $5.000 million for the three months ended September 30, 2014 and $500 thousand for the three months ended June 30, 2015. The provision for credit losses was $7.060 million for the nine months ended September 30, 2015 compared with $11.925 million for the nine months ended September 30, 2014.

Net charge offs were $5.279 million for the three months ended September 30, 2015 compared with $653 thousand for the three months ended September 30, 2014 and $491 thousand for the three months ended June 30, 2015. This increase was primarily due to the charge off of three commercial and industrial loans during the third quarter of 2015. Net charge offs were $6.819 million for the nine months ended September 30, 2015 compared with $1.594 million for the nine months ended September 30, 2014.

Conference Call


Prosperity's management team will host a conference call on Friday, October 23, 2015 at 10:30 a.m. Eastern Time (9:30

  1. Central Time) to discuss Prosperity's third quarter 2015 earnings. Individuals and investment professionals may participate in the call by dialing 877-883-0383. The elite entry number is 2554742.


    Alternatively, individuals may listen to the live webcast of the presentation by visiting Prosperity's website at www.prosperitybankusa.com. The webcast may be accessed directly from Prosperity's home page by clicking the 'Investor Relations' tab and then the 'Presentations & Calls' link.


    Non-GAAP Financial Measures


    Prosperity's management uses certain non−GAAP financial measures to evaluate its performance. Specifically, Prosperity reviews tangible book value per share, return on average tangible common equity and the tangible equity to tangible assets ratio. Further, as a result of acquisitions, and the related purchase accounting adjustments, Prosperity uses certain non- GAAP measures and ratios that exclude the impact of these items to evaluate its net income and earnings per share (excluding purchase accounting adjustments) and its allowance for credit losses to total loans (excluding acquired loans accounted for under ASC Topics 310-20, 'Receivables-Nonrefundable Fees and Other Costs' and 310-30, 'Receivables- Loans and Debt Securities Acquired with Deteriorated Credit Quality'). Prosperity has included in this Earnings Release information related to these non-GAAP financial measures for the applicable periods presented. Please refer to page 12 and to the 'Notes to Selected Financial Data' at the end of this Earnings Release for a reconciliation of these non-GAAP financial measures.


    Dividend


    Prosperity Bancshares, Inc. ('Prosperity Bancshares') declared a fourth quarter cash dividend of $0.30 per share, to be paid on January 4, 2016 to all shareholders of record as of December 18, 2015.


    Pending Acquisition of Tradition Bancshares, Inc.; Regulatory Approvals Received


    On August 6, 2015, Prosperity Bancshares announced the signing of a definitive merger agreement to acquire Tradition Bancshares, Inc. ('Tradition') and its wholly-owned subsidiary Tradition Bank headquartered in Houston, Texas. Tradition Bank operates 7 banking offices in the Houston, Texas area, including its main office in Bellaire, 3 banking centers in Katy and 1 banking center in The Woodlands. As of September 30, 2015, Tradition, on a consolidated basis, reported total assets of $540.565 million, total loans of $239.196 million, total deposits of $483.828 million and shareholder's equity of $46.288 million.


    Under the terms of the definitive agreement, Prosperity Bancshares will issue approximately 679,679 shares of Prosperity Bancshares common stock plus $39.0 million in cash for all outstanding shares of Tradition capital stock, subject to potential adjustments. The transaction is subject to customary closing conditions and approval by Tradition's shareholders. Prosperity has received all necessary regulatory approvals for this acquisition and expects to close the transaction on December 31, 2015.


    Prosperity Bancshares, Inc. ®


    As of September 30, 2015, Prosperity Bancshares, Inc. ® is a $21.567 billion Houston, Texas based regional financial holding company, formed in 1983. Operating under a community banking philosophy and seeking to develop broad customer relationships based on service and convenience, Prosperity offers a variety of traditional loan and deposit products to its customers, which consist primarily of small and medium sized businesses and consumers. In addition to established banking products, Prosperity offers a complete line of services including: Internet Banking services at www.prosperitybankusa.com, Retail Brokerage Services, Credit Cards, MasterMoney Debit Cards, 24 hour voice response banking, Trust and Wealth Management, Mortgage Services and Mobile Banking.


    Prosperity currently operates 244 full-service banking locations: 61 in the Houston area, including The Woodlands; 30 in the South Texas area including Corpus Christi and Victoria; 37 in the Dallas/Fort Worth area; 22 in the East Texas area; 30 in the Central Texas area including Austin and San Antonio; 34 in the West Texas area including Lubbock, Midland-Odessa and Abilene; 16 in the Bryan/College Station area, 6 in the Central Oklahoma area and 8 in the Tulsa, Oklahoma area.


    Bryan/College Station Area -

    Bryan

    Sachse

    The Colony


    Sugar Land


    Sinton

    Bryan-29th Street

    Turtle Creek

    SW Medical Center

    Taft

    Bryan-East

    Turtle Creek Loan Office

    Tanglewood

    Victoria

    Bryan-North

    Westmoreland

    Uptown

    Victoria-Navarro

    Caldwell

    Waugh Drive

    Victoria-North

    College Station

    Fort Worth -

    Westheimer

    Yoakum

    Crescent Point

    Haltom City

    West University

    Yorktown

    Hearne

    Keller

    Woodcreek

    Huntsville

    Roanoke

    West Texas Area -

    Madisonville

    Stockyards

    Other Houston Area

    Abilene -

    Navasota

    Locations -

    Antilley Road

    New Waverly

    Other Dallas/Fort Worth

    Angleton

    Barrow Street

    Rock Prairie

    Locations -

    Bay City

    Cypress Street

    Southwest Parkway

    Arlington

    Beaumont

    Judge Ely

    Tower Point

    Azle

    Cinco Ranch

    Mockingbird

    Wellborn Road

    Ennis

    Cleveland


    Central Texas Area -

    Gainesville Glen Rose

    East Bernard El Campo

    Lubbock -

    4th Street

    Austin -

    183

    Allandale Cedar Park

    Granbury Mesquite Muenster Sanger

    Dayton Galveston Groves Hempstead

    66th Street 82nd Street 86th Street 98th Street

    Congress

    Waxahachie

    Hitchcock

    Avenue Q

    Lakeway

    Weatherford

    Katy

    North University

    Liberty Hill

    Katy-Spring Green

    Texas Tech Student Union

    Northland

    East Texas Area -

    Liberty

    Oak Hill

    Athens

    Magnolia

    Midland -

    Research Blvd

    Blooming Grove

    Magnolia Parkway

    Wadley

    Westlake

    Canton

    Mont Belvieu

    Wall Street

    Carthage

    Nederland

    Other Central Texas Locations -

    Corsicana

    Needville

    Odessa -

    Bastrop

    Crockett

    Rosenberg

    Grandview

    Canyon Lake

    Eustace

    Shadow Creek

    Grant

    Dime Box

    Gilmer

    Spring

    Kermit Highway

    Dripping Springs

    Grapeland

    Sweeny

    Parkway

    Elgin

    Gun Barrel City

    The Woodlands-I-45

    Flatonia

    Jacksonville

    The Woodlands-Research Forest

    Other West Texas Locations -

    Georgetown

    Kerens

    Tomball

    Big Spring

    Gruene

    Longview

    Waller

    Brownfield

    Kingsland

    Mount Vernon

    West Columbia

    Brownwood

    La Grange

    Palestine

    Wharton

    Cisco

    Lexington

    Rusk

    Winnie

    Comanche

    New Braunfels

    Seven Points

    Wirt

    Early

    Pleasanton

    Teague

    Floydada

    Round Rock

    Tyler-Beckham

    South Texas Area -

    Gorman

    San Antonio

    Tyler-South Broadway

    Corpus Christi -

    Levelland

    Schulenburg

    Tyler-University

    Airline

    Littlefield

    Seguin

    Winnsboro

    Calallen

    Merkel

    Smithville

    Carmel

    Plainview

    Thorndale

    Houston Area -

    Northwest

    San Angelo

    Weimar

    Houston -

    Saratoga

    Slaton

    Aldine

    Timbergate

    Snyder

    Dallas/Fort Worth Area -

    Bellaire

    Water Street

    Dallas -

    Beltway

    Oklahoma

    Abrams Centre Balch Springs

    Clear Lake Copperfield

    Other South Texas Locations -

    Central Oklahoma-

    23rd Street

    Camp Wisdom

    Cypress

    Alice

    Edmond

    Cedar Hill

    Downtown

    Aransas Pass

    Expressway

    Dallas - Central Expressway

    Eastex

    Beeville

    I-240

    Forest Park

    Fairfield

    Colony Creek

    Memorial

    Frisco

    First Colony

    Cuero

    Norman

    Frisco-West

    Gessner

    Edna

    Kiest

    Gladebrook

    Goliad

    Tulsa-

    McKinney

    Heights

    Gonzales

    Garnett

    McKinney-Stonebridge

    Highway 6 West

    Hallettsville

    Harvard

    Midway

    Little York

    Kingsville

    Memorial

    Northwest Highway

    Medical Center

    Mathis

    Owasso

    Plano

    Memorial Drive

    Padre Island

    Sheridan

    Preston Forest

    Northside

    Palacios

    S. Harvard

    Preston Road

    Pasadena

    Port Lavaca

    Utica Tower

    Red Oak

    Pecan Grove

    Portland

    Yale

    River Oaks

    Rockport


    - - -

    In connection with the proposed merger of Tradition Bancshares, Inc. into Prosperity Bancshares, Prosperity Bancshares has filed with the Securities and Exchange Commission a registration statement on Form S-4 to register the shares of Prosperity's common stock to be issued to the shareholders of Tradition Bancshares, Inc. The registration statement includes a proxy statement/prospectus which will be sent to the shareholders of Tradition Bancshares, Inc. seeking their approval of the proposed transaction.


    WE URGE INVESTORS AND SECURITY HOLDERS TO READ THE REGISTRATION STATEMENT ON FORM S-4, THE PROXY STATEMENT/PROSPECTUS INCLUDED WITHIN THE REGISTRATION STATEMENT ON FORM S-4 AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION IN CONNECTION WITH THE PROPOSED TRANSACTION BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT PROSPERITY BANCSHARES, TRADITION BANCSHARES, INC. AND THE PROPOSED TRANSACTION.


    Investors and security holders may obtain free copies of these documents through the website maintained by the Securities and Exchange Commission at http://www.sec.gov. Documents filed with the SEC by Prosperity Bancshares will be available free of charge by directing a request by telephone or mail to Prosperity Bancshares, Inc., Prosperity Bank Plaza, 4295 San Felipe, Houston, Texas 77027 Attn: Investor Relations. Prosperity's telephone number is (281) 269-7199.


    'Safe Harbor' Statement under the Private Securities Litigation Reform Act of 1995: This release contains, and the remarks by Prosperity's management on the conference call may contain, forward-looking statements within the meaning of the securities laws that are based on current expectations, assumptions, estimates and projections about Prosperity Bancshares and its subsidiaries. These forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties, many of which are outside of Prosperity's control, which may cause actual results to differ materially from those expressed or implied by the forward-looking statements. These risks and uncertainties include but are not limited to whether Prosperity can: successfully identify acquisition targets and integrate the businesses of acquired companies and banks; continue to sustain its current internal growth rate or total growth rate; provide products and services that appeal to its customers; continue to have access to debt and equity capital markets; and achieve its sales objectives. Other risks include, but are not limited to: the possibility that credit quality could deteriorate; actions of competitors; changes in laws and regulations (including changes in governmental interpretations of regulations and changes in accounting standards); a deterioration or downgrade in the credit quality and credit agency ratings of the securities in Prosperity's securities portfolio; customer and consumer demand, including customer and consumer response to marketing; effectiveness of spending, investments or programs; fluctuations in the cost and availability of supply chain resources; economic conditions, including currency rate fluctuations and interest rate fluctuations; and weather. These and various other factors are discussed in Prosperity Bancshares' Annual Report on Form 10-K for the year ended December 31, 2014 and other reports and statements Prosperity Bancshares has filed with the SEC. Copies of the SEC filings for Prosperity Bancshares® may be downloaded from the Internet at no charge from http://www.prosperitybankusa.com.

    Prosperity Bancshares, Inc.® Financial Highlights (Unaudited)

    (In thousands)


    Sep 30, 2015

    Jun 30, 2015

    Mar 31, 2015

    Dec 31, 2014

    Sep 30, 2014

    Balance Sheet Data

    (at period end)

    Total loans

    $ 9,204,988

    $ 9,114,335

    $ 9,166,005

    $ 9,244,183

    $ 9,368,888

    Investment securities(A)

    9,530,761

    9,698,079

    9,579,496

    9,045,776

    8,845,909

    Federal funds sold

    996

    1,451

    1,639

    569

    484

    Allowance for credit losses

    (81,003)

    (80,972)

    (80,963)

    (80,762)

    (77,613)

    Cash and due from banks

    300,230

    353,047

    352,642

    677,285

    330,952

    Goodwill

    1,881,955

    1,881,955

    1,881,955

    1,874,191

    1,892,255

    Core deposit intangibles, net

    51,712

    54,068

    56,458

    58,947

    34,474

    Other real estate owned

    3,271

    2,806

    3,010

    3,237

    5,504

    Fixed assets, net

    271,650

    275,347

    276,468

    281,549

    283,011

    Other assets

    402,676

    386,171

    370,149

    402,758

    433,450

    Total assets

    $ 21,567,236

    $ 21,686,287

    $ 21,606,859

    $ 21,507,733

    $ 21,117,314


    Noninterest-bearing deposits


    $ 5,093,175


    $ 5,040,628


    $ 5,038,436


    $ 4,936,420


    $ 4,968,867

    Interest-bearing deposits

    11,846,762

    11,961,036

    12,522,916

    12,756,738

    12,045,160

    Total deposits

    16,939,937

    17,001,664

    17,561,352

    17,693,158

    17,014,027

    Other borrowings

    786,571

    886,741

    331,914

    8,724

    289,972

    Securities sold under repurchase agreements

    310,038

    334,189

    318,418

    315,523

    358,053

    Junior subordinated debentures

    -

    -

    -

    167,531

    167,531

    Other liabilities

    119,451

    106,408

    93,314

    77,971

    104,781

    Total liabilities

    18,155,997

    18,329,002

    18,304,998

    18,262,907

    17,934,364

    Shareholders' equity(B)

    3,411,239

    3,357,285

    3,301,861

    3,244,826

    3,182,950

    Total liabilities and equity

    $ 21,567,236

    $ 21,686,287

    $ 21,606,859

    $ 21,507,733

    $ 21,117,314


  2. Includes $3,788, $4,655, $5,296, $5,737 and $5,756 in unrealized gains on available for sale securities for the quarterly periods ended S eptember 30, 2015, June 30, 2015, March 31, 2015, December 31, 2014 and S eptember 30, 2014, respectively.

  3. Includes $2,462, $3,026, $3,442, $3,729 and $3,741 in after-tax unrealized gains on available for sale securities for the quarterly periods ended September 30, 2015, June 30, 2015, March 31, 2015, December 31, 2014 and September 30, 2014, respectively.

    Prosperity Bancshares, Inc.® Financial Highlights (Unaudited)

    (In thousands)


    Three Months Ended

    Year-to-Date

    Sep 30, 2015 Jun 30, 2015 Mar 31, 2015 Dec 31, 2014 Sep 30, 2014 Sep 30, 2015 Sep 30, 2014


    Income Statement Data

    Interest income: Loans


    $ 116,911


    $ 119,404


    $ 124,878


    $ 139,396


    $ 140,521


    $ 361,193


    $ 386,320

    Securities(C) 48,610 48,530 48,562 47,108 46,910 145,702 141,636

    Federal funds sold and other earning assets 22 47 165 74 35 234 261 Total interest income 165,543 167,981 173,605 186,578 187,466 507,129 528,217

    Interest expense:

    Deposits

    8,753

    9,169

    9,577

    7,326

    10,240

    27,499

    30,545

    Other borrowings

    473

    365

    129

    200

    225

    967

    572

    Securities sold under repurchase agreements

    209

    208

    203

    202

    245

    620

    736

    Junior subordinated debentures

    -

    -

    791

    1,099

    1,099

    791

    2,961

    Total interest expense

    9,435

    9,742

    10,700

    8,827

    11,809

    29,877

    34,814

    Net interest income

    156,108

    158,239

    162,905

    177,751

    175,657

    477,252

    493,403

    Provision for credit losses

    5,310

    500

    1,250

    6,350

    5,000

    7,060

    11,925

    Net interest income after provision for credit losses

    150,798

    157,739

    161,655

    171,401

    170,657

    470,192

    481,478


    Noninterest income:

    Nonsufficient funds (NSF) fees


    9,082


    8,310


    7,918


    9,345


    9,734


    25,310


    27,703

    Credit card, debit card and ATM card income

    5,955

    6,003

    5,638

    5,786

    5,921

    17,596

    17,103

    Service charges on deposit accounts

    4,438

    4,189

    4,179

    4,263

    4,255

    12,806

    12,189

    Trust income

    1,986

    2,047

    2,009

    2,165

    2,099

    6,042

    5,943

    Mortgage income

    1,770

    1,513

    1,148

    1,049

    1,414

    4,431

    3,215

    Brokerage income

    1,596

    1,541

    1,409

    1,455

    1,743

    4,546

    4,413

    Bank owned life insurance income

    1,384

    1,390

    1,380

    1,392

    1,404

    4,154

    3,797

    Net gain on sale of assets

    173

    270

    1,379

    24

    23

    1,822

    4,634

    Other noninterest income

    5,396

    5,034

    3,361

    3,901

    3,598

    13,791

    12,455

    Total noninterest income

    31,780

    30,297

    28,421

    29,380

    30,191

    90,498

    91,452

    Noninterest expense:

    Salaries and benefits

    46,587

    47,819

    49,966

    49,557

    52,179

    144,372

    149,713

    Net occupancy and equipment

    6,088

    5,812

    5,964

    6,620

    6,801

    17,864

    18,136

    Debit card, data processing and software amortization

    3,924

    4,045

    3,817

    4,553

    4,044

    11,786

    11,237

    Regulatory assessments and FDIC insurance

    3,366

    4,253

    4,354

    4,354

    4,051

    11,973

    10,663

    Core deposit intangibles amortization

    2,356

    2,390

    2,489

    2,667

    2,598

    7,235

    7,273

    Depreciation

    3,313

    3,420

    2,916

    3,491

    3,516

    9,649

    10,239

    Communications

    2,663

    2,835

    2,809

    2,993

    2,960

    8,307

    8,616

    Other real estate expense

    123

    129

    132

    363

    72

    384

    656

    Net (gain) loss on sale of other real estate

    (68)

    (32)

    14

    (726)

    30

    (86)

    (1,314)

    Other noninterest expense

    8,078

    9,064

    7,001

    10,164

    9,289

    24,143

    28,707

    Total noninterest expense

    76,430

    79,735

    79,462

    84,036

    85,540

    235,627

    243,926

    Income before income taxes

    106,148

    108,301

    110,614

    116,745

    115,308

    325,063

    329,004

    Provision for income taxes

    35,550

    36,369

    36,973

    38,517

    38,738

    108,892

    109,791

    Net income available to common shareholders

    $ 70,598

    $ 71,932

    $ 73,641

    $ 78,228

    $ 76,570

    $ 216,171

    $ 219,213


  4. Interest income on securities was reduced by net premium amortization of $14,845, $15,466, $14,144, $13,031 and $13,531 for the three month periods ended September 30, 2015, June 30, 2015, March 31, 2015, December 31, 2014 and September 30, 2014, respectively, and $44,455 and $38,648 for the nine month periods ended September 30, 2015 and September 30, 2014, respectively.

    Prosperity Bancshares, Inc. ®

    Financial Highlights (Unaudited)

    (Dollars and share amounts in thousands, except per share data and market prices)


    Three Months Ended Year-to-Date

    Sep 30, 2015 Jun 30, 2015 Mar 31, 2015 Dec 31, 2014 Sep 30, 2014 Sep 30, 2015 Sep 30, 2014


    Profitability

    Net income


    $ 70,598


    $ 71,932


    $ 73,641


    $ 78,228


    $ 76,570


    $ 216,171


    $ 219,213


    Basic earnings per share


    $ 1.01


    $ 1.03


    $ 1.05


    $ 1.12


    $ 1.10


    $ 3.09


    $ 3.20

    Diluted earnings per share

    $ 1.01

    $ 1.03

    $ 1.05

    $ 1.12

    $ 1.10

    $ 3.09

    $ 3.19

    Return on average assets (D)

    1.30%

    1.33%

    1.37%

    1.48%

    1.45%

    1.33%

    1.44%

    Return on average common equity (D)

    8.31%

    8.61%

    8.98%

    9.70%

    9.69%

    8.63%

    9.67%

    Return on average tangible common equity (D)(E)

    19.30%

    20.49%

    21.84%

    23.87%

    24.84%

    20.51%

    24.38%

    Taxequivalent net interest margin (F)

    3.30%

    3.39%

    3.57%

    3.89%

    3.85%

    3.42%

    3.77%

    Efficiency ratio(G)

    40.72%

    42.35%

    41.83%

    40.78%

    41.55%

    41.64%

    42.17%

    Liquidity and Capital Ratios

    Equity to assets

    15.82%

    15.48%

    15.28%

    15.09%

    15.07%

    15.82%

    15.07%

    Common equity tier 1 capital(H)

    13.37%

    12.91%

    12.40%

    N/A

    N/A

    13.37%

    N/A

    Tier 1 risk-based capital

    13.37% (I)

    12.91% (I)

    12.40% (I)

    13.80%

    13.18%

    13.37% (I)

    13.18%

    Total risk-based capital

    14.09% (I)

    13.63% (I)

    13.14% (I)

    14.56%

    13.90%

    14.09% (I)

    13.90%

    Tier 1 leverage capital

    7.65% (I)

    7.35% (I)

    6.96% (I)

    7.69%

    7.40%

    7.65% (I)

    7.40%

    Period end tangible equity to period end tangible assets(E)

    7.53%

    7.20%

    6.93%

    6.70%

    6.55%

    7.53%

    6.55%

    Other Data

    Shares used in computed earnings per share

    Basic

    70,041

    70,037

    70,034

    69,768

    69,751

    70,037

    68,548

    Diluted

    70,053

    70,053

    70,055

    69,796

    69,791

    70,054

    68,614

    Period end shares outstanding

    70,040

    70,040

    70,024

    69,780

    69,756

    70,040

    69,756

    Cash dividends paid per common share

    $ 0.2725

    $ 0.2725

    $ 0.2725

    $ 0.2725

    $ 0.2400

    $ 0.8175

    $ 0.7200

    Book value per share

    $ 48.70

    $ 47.93

    $ 47.15

    $ 46.50

    $ 45.63

    $ 48.70

    $ 45.63

    Tangible book value per share(E)

    $ 21.10

    $ 20.29

    $ 19.47

    $ 18.80

    $ 18.01

    $ 21.10

    $ 18.01

    Common Stock Market Price

    High

    $ 59.97

    $ 59.30

    $ 55.88

    $ 61.15

    $ 63.73

    $ 59.97

    $ 67.68

    Low

    43.76

    50.91

    45.01

    52.62

    55.99

    43.76

    55.99

    Period end closing price

    49.11

    57.74

    52.48

    55.36

    57.17

    49.11

    57.17

    Employees - FTE

    3,051

    3,065

    3,081

    3,096

    3,057

    3,051

    3,057

    Number of banking centers

    244

    245

    244

    245

    245

    244

    245


  5. Interim periods annualized.

  6. Refer to the 'Notes to Selected Financial Data' at the end of this Earnings Release for a reconciliation of this non-GAAP financial measure.

  7. Net interest margin for all periods presented is calculated on an actual 365 day basis.

  8. Calculated by dividing total noninterest expense, excluding credit loss provisions, by net interest income plus noninterest income, excluding net gains and losses on the sale of assets. Additionally, taxes are not part of this calculation.

  9. Common equity tier 1 capital ratio is a new ratio required under the Basel III Capital Rules effective January 1, 2015.

  10. Calculated pursuant to the phase-in provisions of the Basel III Capital Rules.

    Prosperity Bancshares, Inc.® Financial Highlights (Unaudited)

    (Dollars in thousands)


    YIELD ANALYSIS

    Three Months Ended


    Average

    Sep 30, 2015

    Interest Earned/ Interest


    Average Yield/


    Average

    Jun 30, 2015

    Interest Earned/ Interest


    Average Yield/


    Average

    Sep 30, 2014

    Interest Earned/ Interest


    Average Yield/

    Balance

    Paid

    Rate (L)

    Balance Paid

    Rate (L)

    Balance

    Paid

    Rate (L)


    Interest-Earning Assets: Loans


    $ 9,156,679


    $ 116,911


    5.07%


    $ 9,133,625


    $ 119,404


    5.24%


    $ 9,381,248


    $ 140,521


    5.94%

    Investment securities 9,706,373 48,610 1.99% (J ) 9,688,961 48,530 2.01% (J) 8,836,309 46,910 2.11% (J)

    55,000

    22

    0.16%

    79,659 47

    0.24%

    95,378

    35

    0.15%

    18,918,052

    $ 165,543

    3.47%

    18,902,245 $ 167,981

    3.56%

    18,312,935

    $ 187,466

    4.06%

    Federal funds sold and other earning assets

    Total interest-earning assets

    Allowance for credit losses (80,793) (80,868) (73,977)

    Noninterest-earning assets 2,819,150 2,817,644 2,881,762

    Total assets

    $ 21,656,409

    $ 21,639,021

    $ 21,120,720


    Interest-Bearing Liabilities:


    Interest-bearing demand deposits

    $ 3,663,114

    $ 1,961

    0.21%

    $ 3,891,682

    $ 2,227

    0.23%

    $ 3,399,655

    $ 2,089

    0.24%

    Savings and money market deposits

    5,492,326

    3,392

    0.24%

    5,476,931

    3,374

    0.25%

    5,502,326

    3,400

    0.25%

    Certificates and other time deposits

    2,685,346

    3,400

    0.50%

    2,821,058

    3,568

    0.51%

    3,235,185

    4,751

    0.58%

    Other borrowings

    886,787

    473

    0.21%

    684,371

    365

    0.21%

    215,222

    225

    0.42%

    Securities sold under repurchase agreements

    331,286

    209

    0.25%

    333,220

    208

    0.25%

    389,726

    245

    0.25%

    Junior subordinated debentures

    -

    -

    -

    -

    -

    -

    167,531

    1,099

    2.60%

    Total interest-bearing liabilities

    13,058,859

    9,435

    0.29%

    (K)

    13,207,262

    9,742

    0.30%

    (K)

    12,909,645

    11,809

    0.36%

    (K)

    Noninterest-bearing liabilities:

    Noninterest-bearing demand deposits 5,078,234 4,992,301 4,939,388

    Other liabilities 121,360 98,133 109,287

    Total liabilities 18,258,453 18,297,696 17,958,320

    Shareholders' equity 3,397,956 3,341,325 3,162,400

    Total liabilities and shareholders' equity

    $ 21,656,409

    $ 21,639,021

    $ 21,120,720


    Net interest income and margin

    $ 156,108

    3.27%

    $ 158,239

    3.36%

    $ 175,657

    3.81%


    Non-GAAP to GAAP reconciliation:

    Taxequivalent adjustment 1,463 1,563 1,997


    Net interest income and margin (taxequivalent basis)


    $ 157,571


    3.30%


    $ 159,802


    3.39%


    $ 177,654


    3.85%


  11. Yieldon securities was impactedby net premium amortization of $14,845, $15,466 and $13,531 for the three month periods ended September 30, 2015, June 30, 2015 and Septbember 30, 2014, respectively.

  12. Total cost of funds, including noninterest bearing deposits, was 0.21% , 0.21% and 0.26% for the three months ended September 30, 2015, June 30, 2015 and September 30,

    2014, respectively.

  13. Annualized andbasedon an actual/365 day basis.

    Prosperity Bancshares, Inc.® Financial Highlights (Unaudited)

    (Dollars in thousands)


    YIELD ANALYSIS

    Year-to-Date September 30, 2015 September 30, 2014


    Average

    Balance

    Interest Earned/ Interest

    Paid


    Average Yield/

    Rate


    (O)


    Average

    Balance

    Interest Earned/ Interest

    Paid


    Average Yield/

    Rate


    (O)

    Interest-Earning Assets:

    Loans

    $ 9,159,775

    $ 361,193

    5.27%

    $ 8,874,414

    $ 386,320

    5.82%

    Investment securities

    9,547,293

    145,702

    2.04%

    (M )

    8,685,212

    141,636

    2.18%

    (M )

    Federal funds sold and other

    earning assets

    133,331

    234

    0.23%

    143,770

    261

    0.24%

    Total interest-earning assets

    18,840,399

    $ 507,129

    3.60%

    17,703,396

    $ 528,217

    3.99%

    Allowance for credit losses

    (80,781)

    (71,287)

    Noninterest-earning assets

    2,835,450

    2,791,827

    Total assets

    $ 21,595,068

    $ 20,423,936


    Interest-Bearing Liabilities:

    Interest-bearing demand deposits

    $ 3,909,337

    $ 6,771

    0.23%

    $ 3,506,932

    $ 6,493

    0.25%

    Savings and money market deposits

    5,503,597

    10,171

    0.25%

    5,326,783

    10,105

    0.25%

    Certificates and other time deposits

    2,819,822

    10,557

    0.50%

    3,145,435

    13,947

    0.59%

    Other borrowings

    550,743

    967

    0.23%

    136,618

    571

    0.56%

    Securities sold under repurchase agreements

    334,958

    620

    0.25%

    373,542

    737

    0.26%

    Junior subordinated debentures

    39,365

    791

    2.69%

    150,692

    2,961

    2.63%

    Total interest-bearing liabilities

    13,157,822

    29,877

    0.30%

    (N)

    12,640,002

    34,814

    0.37%

    (N)

    Noninterest-bearing liabilities:

    Noninterest-bearing demand deposits

    4,990,769

    4,567,397

    Other liabilities

    106,782

    185,838

    Total liabilities

    18,255,373

    17,393,237

    Shareholders' equity

    3,339,695

    3,030,699

    Total liabilities and shareholders' equity

    $ 21,595,068

    $ 20,423,936


    Net interest income and margin


    $ 477,252


    3.39%



    $ 493,403


    3.73%


    Non-GAAP to GAAP reconciliation:


    Taxequivalent adjustment

    4,690

    6,132


    Net interest income and margin (taxequivalent basis)


    $ 481,942


    3.42%


    $ 499,535


    3.77%


  14. Yield on securities was impacted by net premium amortization of $44,455 and $38,648 for the nine month periods ended September 30, 2015 and 2014, respectively.

  15. Total cost of funds, including noninterest bearing deposits, was 0.22% and 0.27% for the nine month periods ended September 30, 2015 and 2014, respectively.

  16. Annualized and based on an actual/365 day basis.

    Prosperity Bancshares, Inc.® Financial Highlights (Unaudited)

    (Dollars in thousands, except per share data)



    Adjustment to Loan Yield (P)

    Three Months Ended Year -to-Date

    Sep 30, 2015 Jun 30, 2015 Mar 31, 2015 Dec 31, 2014 Sep 30, 2014 Sep 30, 2015 Sep 30, 2014

    Interest on loans, as reported

    Purchase accounting adjustment- loan discount accretion

    $ 116,911 $

    119,404 $

    124,878 $

    139,396

    $ 140,521 $

    361,193 $

    386,320

    ASC 310-20

    (7,060)

    (10,388)

    (10,714)

    (14,857)

    (19,122)

    (28,162)

    (50,789)

    ASC 310-30

    (3,974)

    (3,214)

    (8,933)

    (13,733)

    (9,336)

    (16,121)

    (16,496)

    Total

    (11,034)

    (13,602)

    (19,647)

    (28,590)

    (28,458)

    (44,283)

    (67,285)

    Interest on loans excluding discount accretion $ 105,877 $ 105,802 $ 105,231 $ 110,806 $ 112,063 $ 316,910 $ 319,035

    Average loans

    $ 9,156,679

    $ 9,133,625

    $ 9,189,380

    $ 9,325,330

    $ 9,381,248

    $ 9,159,775

    $ 8,874,414

    Loan yield excluding purchase accounting adjustment

    4.59%

    4.65%

    4.64%

    4.71%

    4.74%

    4.63%

    4.81%

    Loan yield, as reported

    5.07%

    5.24%

    5.51%

    5.93%

    5.94%

    5.27%

    5.82%

    Adjustment to Securities Yield (P)

    Interest on securities, as reported

    $ 48,610

    $ 48,530

    $ 48,562

    $ 47,108

    $ 46,910

    $ 145,702

    $ 141,636

    Purchase accounting adjustment-

    securities amortization 1,565 1,579 1,647 1,590 1,466 4,791 5,000

    Interest on securities excluding amortization

    $ 50,175 $ 50,109 $ 50,209

    $ 48,698 $ 48,376 $ 150,493 $ 146,636


    Average securities

    $ 9,706,373

    $ 9,688,961

    $ 9,241,434

    $ 8,835,176

    $ 8,836,309

    $ 9,547,293

    $ 8,685,212

    Securities yield excluding purchase accounting adjustment

    2.05%

    2.07%

    2.20%

    2.19%

    2.17%

    2.11%

    2.26%

    Securities yield, as reported

    1.99%

    2.01%

    2.13%

    2.12%

    2.11%

    2.04%

    2.18%

    Adjustment to Time Deposits Yield (P)

    Interest on time deposits, as reported

    $ 3,400

    $ 3,568

    $ 3,589

    $ 1,957

    $ 4,751

    $ 10,557

    $ 13,947

    Purchase accounting adjustment-

    time deposit amortization 220 220 420 2,443 16 860 113

    Interest on time deposits excluding amortization Average time deposits

    Time deposits yield excluding purchase accounting adjustment Time deposits yield, as reported

    Net Interest Margin (tax equivalent basis, excluding purchase accounting adjustments to yield)

    Net Interest Margin (tax equivalent basis), as reported Net income available to common shareholders,

    $ 2,685,346

    $ 2,821,058

    $ 2,956,038

    $ 3,083,047

    $ 3,235,185

    $ 2,819,822

    $ 3,145,435

    0.53%

    0.54%

    0.55%

    0.57%

    0.58%

    0.54%

    0.60%

    0.50%

    0.51%

    0.49%

    0.25%

    0.58%

    0.50%

    0.59%


    3.10%


    3.13%


    3.17%


    3.25%


    3.26%


    3.13%


    3.30%

    3.30%

    3.39%

    3.57%

    3.89%

    3.85%

    3.42%

    3.77%

    $ 3,620 $ 3,788 $ 4,009

    $ 4,400 $ 4,767 $ 11,417 $ 14,060

    as reported


    Less: Purchase accounting adjustments, net of tax

    (6,444)

    (8,132)

    (12,263)

    (19,729) (17,935) (26,839) (41,575)

    Net income available to common shareholders, excluding

    $ 64,154

    $ 63,800

    $ 61,378

    $ 58,499 $ 58,635 $ 189,332 $ 177,638

    purchase accounting adjustments


    (P)


    (Q)

    $ 70,598 $

    71,932 $

    73,641 $

    78,228 $

    76,570 $

    216,171 $

    219,213



    Basic earnings per share, excluding purchase accounting adjusments Diluted earnings per share, excluding purchase accounting adjustments

    $

    (P )

    $

    0.92 $

    0.92 $

    0.91 $

    0.91 $

    0.88 $

    0.88 $

    0.84 $

    0.84 $

    0.84 $

    0.84 $

    2.71 $

    2.71 $

    2.59

    2.59



    Acquired Loans Accounted for Under ASC 310-20

    Balance at


    Acquired Loans Accountedfor Under ASC 310-30

    Balance at


    Total Loans Accountedfor Under ASC 310-20 and 310-30

    Balance at


    Loan marks:


    (R)

    Acquisition Date

    Balance at Jun 30, 2015

    Balance at Sep 30, 2015

    Acquisition Date

    Balance at Jun 30, 2015

    Balance at Sep 30, 2015

    Acquisition Date

    Balance at Jun 30, 2015

    Balance at Sep 30, 2015

    Acquired banks

    $ 225,589 $

    67,895 $

    60,819 $

    131,906 $

    48,277 $

    41,814 $

    357,495

    $ 116,172

    $ 102,633


    Acquired portfolio loan balances:

    (R)

    Acquired banks


    5,456,934 1,727,123 1,560,730 255,846 94,601 83,272 5,712,780


    (S)


    1,821,724 1,644,002


    Acquired portfolio loan balances less loan marks

    $ 5,231,345

    $ 1,659,228

    $ 1,499,911 $

    123,940 $

    46,324 $

    41,458 $

    5,355,285

    $ 1,705,552

    $ 1,541,369


  17. Non-GAAP financial measure.

  18. Using effective tax rate of 33.5%, 33.6%, 33.4%, 33.0% and 33.6% for the three month periods ended September 30, 2015, June 30, 2015, March 31, 2015, December 31, 2014 and September 30, 2014, respectively, and 33.5% and 33.4% for the nine month periods ended September 30, 2015 and 2014, respectively.

  19. Includes Bank of Texas, Bank Arlington, American State Bank, Community National Bank, First Federal Bank Texas, Coppermark Bank, First Victoria National Bank and F&MBank.

  20. Actual principal balances acquired.

distributed by