8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

July 18, 2013

Date of Report

(Date of Earliest Event Reported)

Synovus Financial Corp.

(Exact Name of Registrant as Specified in its Charter)

Georgia	1-10312	58-1134883
(State of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1111 Bay Avenue, Suite 500, Columbus, Georgia 31901

(Address of principal executive offices) (Zip Code)

(706)  649-2311

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02 Results of Operations and Financial Condition

On July 18, 2013, Synovus Financial Corp. (the “Company”) issued a press release announcing the Company’s financial results for the three and six month periods ended June 30, 2013.

Pursuant to General Instruction F to Current Report on Form 8-K, the press release is attached to this Current Report as Exhibit 99.1 and only those portions of the press release related to the historical results of operations of the Company for the three and six months ended June 30, 2013 are incorporated into this Item 2.02 by reference. The information contained in this Item 2.02, including the information set forth in the press release filed as Exhibit 99.1 to, and incorporated in, this Current Report is being “furnished” and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information in Exhibit 99.1 furnished pursuant to this Item 2.02 shall not be incorporated by reference into any registration statement or other documents pursuant to the Securities Act of 1933, as amended (the “Securities Act”), or into any filing or other document pursuant to the Exchange Act except as otherwise expressly stated in any such filing.

Item 7.01 Regulation FD Disclosure

On July 18, 2013, the Company made available the supplemental information (the “Supplemental Information”) and slide presentation (“Slide Presentation”) prepared for use with the press release. The investor call and webcast will be held at 5:00 p.m., ET, on July 18, 2013.

Pursuant to General Instruction F to Current Report on Form 8-K, the Supplemental Information and the Slide Presentation are attached to this Current Report as Exhibits 99.2 and Exhibit 99.3, respectively, and incorporated into this Item 7.01 by reference. The information contained in this Item 7.01, including the information set forth in the Supplemental Information and Slide Presentation filed as Exhibit 99.2 and Exhibit 99.3 to, and incorporated in, this Current Report, is being “furnished” and shall not be deemed “filed” for the purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that Section. The information in Exhibit 99.2 and Exhibit 99.3 furnished pursuant to this Item 7.01 shall not be incorporated by reference into any registration statement or other documents pursuant to the Securities Act or into any filing or other document pursuant to the Exchange Act except as otherwise expressly stated in any such filing.

2

Item 9.01 Financial Statements and Exhibits

(d)	Exhibits
Exhibit No.	Description
99.1	Synovus press release dated July 18, 2013
99.2	Supplemental Information prepared for use with the press release
99.3	Slide presentation prepared for use with the press release

3

Signature

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, Synovus has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	SYNOVUS FINANCIAL CORP.
	(“Synovus”)
Dated:  July 18, 2013	By:	/s/Samuel F. Hatcher
		Samuel F. Hatcher
		Executive Vice President,     General Counsel and Secretary

4

EX-99.1

Exhibit 99.1

For Immediate Release

Contact:	Patrick A. Reynolds
	Director of Investor Relations
	(706) 649-4973

Synovus Reports Earnings for Second Quarter of 2013

Strong Improvement in Credit Quality Drives Performance;

Loans Grow $240 Million, or 5% Annualized, Over Previous Quarter

Columbus, Ga., July 18, 2013 – Synovus Financial Corp. (NYSE: SNV) today reported financial results for the quarter ended June 30, 2013.

Second Quarter Results

— Pre-tax income increased to $72.9 million for the second quarter of 2013, up 56.6% from $46.6 million in the first quarter of 2013, and up 95.2% from $37.3 million in the second quarter of 2012.

— Net income available to common shareholders increased to $30.7 million for the second quarter of 2013, compared to $14.8 million for the first quarter of 2013 and $24.8 million for the second quarter of 2012. Diluted net income per common share for the second quarter of 2013 was $0.03 compared to $0.02 for the first quarter of 2013 and $0.03 for the second quarter of 2012.

^¡   The second quarter of 2013 results included income tax expense of $27.4 million compared to $17.0 million in the first quarter of 2013 and a tax benefit of $2.1 million in the second quarter of 2012.

— Credit costs declined substantially to $24.0 million for the second quarter of 2013, compared to $49.3 million for the first quarter of 2013 and $70.3 million for the second quarter of 2012.

— Total loans grew $240.4 million sequentially or 5.0% annualized.

“Our second quarter results reflect continued, steady progress,” said Kessel D. Stelling, Chairman and CEO of Synovus. “During the quarter, net income available to common shareholders increased to $31 million, credit costs again declined significantly to $24 million – down 51% from the previous quarter – and net charge-offs declined by 48% compared to last quarter. While continuing to operate in a challenging environment, we grew loans $240 million sequentially, or 5% annualized.”

Core Performance

Pre-tax, pre-credit costs income was $98.0 million for the second quarter of 2013, down $2.7 million from $100.7 million for the first quarter of 2013.

— Net interest income was $202.1 million for the second quarter of 2013, up $2.3 million from $199.8 million in the previous quarter.

— The net interest margin was 3.39%, down four basis points from the first quarter of 2013, due to a decline in the yield on earning assets of seven basis points which was partially offset by a decline in the effective cost of funds of three basis points.

— Total non-interest income was $65.1 million for the second quarter of 2013, up $0.4 million, compared to $64.7 million for the first quarter of 2013.

^¡   Bankcard fees increased $0.8 million.

^¡   Mortgage banking income increased $0.4 million.

^¡   Fiduciary and asset management fees increased $0.1 million.

^¡   Service charges on deposit accounts declined $0.3 million.

^¡   Brokerage revenue declined $0.6 million.

^¡   Securities gains were $1.4 million in the quarter.

— Adjusted non-interest expense (excludes Visa indemnification charges, restructuring charges and other credit costs) was $167.8 million, up $4.0 million from $163.8 million for the first quarter of 2013, due primarily to higher professional fees.

Balance Sheet Fundamentals

— Total reported loans ended the quarter at $19.61 billion, a $240.4 million increase from the first quarter of 2013.

^¡   Commercial and industrial loans grew by $184.6 million from the first quarter of 2013, or 8.2% annualized.

^¡   Retail loans grew by $78.5 million from the first quarter of 2013, or 7.9% annualized.

^¡   Commercial real estate loans declined by $20.4 million from the first quarter of 2013.

— Total deposits ended the quarter at $20.71 billion, up $149.5 million from the previous quarter due primarily to increases in non-interest bearing demand deposits and NOW account balances.

— Core deposits ended the quarter at $19.37 billion, up $144.1 million compared to the first quarter of 2013. Core deposits, excluding time deposits, increased $249.1 million compared to the previous quarter.

Credit Trends

— Total credit costs were $24.0 million in the second quarter of 2013, down from $49.3 million in the first quarter of 2013 and $70.3 million in the second quarter of 2012.

— Net charge-offs were $30.0 million in the second quarter of 2013, down from $57.3 million in the first quarter of 2013 and $98.7 million in the second quarter of 2012. The annualized net charge-off ratio was 0.61% in the second quarter, down from 1.18% in the previous quarter and 1.99% in the second quarter of 2012.

— Non-performing loan inflows were $66.9 million in the second quarter of 2013, down from $83.9 million in the first quarter of 2013 and $124.3 million in the second quarter of 2012.

— Non-performing loans, excluding loans held for sale, were $483.5 million at June 30, 2013, down $29.8 million from the previous quarter, and down $271.7 million or 36.0% from the second quarter of 2012. The non-performing loan ratio was 2.47% at June 30, 2013, down from 2.65% at the end of the previous quarter and 3.84% at June 30, 2012.

— Total non-performing assets were $635.2 million at June 30, 2013, down $42.4 million from the previous quarter, and down $326.2 million or 33.9% from the second quarter of 2012. The non-performing asset ratio was 3.21% at June 30, 2013, compared to 3.47% at the end of the previous quarter and 4.83% at June 30, 2012.

— Total delinquencies (consisting of loans 30 or more days past due and still accruing) declined to 0.41% of total loans at June 30, 2013, compared to 0.46% at March 31, 2013, and 0.47% at June 30, 2012. Total loans past due 90 days or more and still accruing declined to 0.02% at June 30, 2013, compared to 0.03% at March 31, 2013, and 0.03% at June 30, 2012.

— Distressed asset sales were approximately $67 million during the second quarter, compared to approximately $61 million in the first quarter of 2013, and approximately $128 million in the second quarter of 2012.

Capital Ratios

— Tier 1 Capital ratio was 13.49% at June 30, 2013, compared to 13.50% at March 31, 2013.

— Tier 1 Common Equity ratio was 8.97% at June 30, 2013, compared to 8.93% at March 31, 2013.

— Total Risk Based Capital ratio was 16.00% at June 30, 2013, compared to 16.45% at March 31, 2013.

— Tier 1 Leverage ratio was 11.33% at June 30, 2013, compared to 11.27% at March 31, 2013.

— Tangible Common Equity ratio was 9.71% at June 30, 2013, compared to 9.89% at March 31, 2013.

Stelling concluded, “We are pleased with the growth in loans and deposits, the strong improvement in credit trends, and the growth in profitability – all accomplishments that continue to signal our increasing strength. We have entered the second half of 2013 with even greater confidence in our company’s future. Our enhanced financial performance, attractive Southeastern footprint, and passion for service to customers and communities provide the right formula for long-term success in this competitive banking environment.”

Synovus will host an earnings highlights conference call at 5:00 p.m. EDT on July 18, 2013. The earnings call will be accompanied by a slide presentation. Shareholders and other interested parties can access the slide presentation and listen to the conference call via simultaneous Internet broadcast at www.synovus.com by clicking on the “Live Webcast” icon. RealPlayer or Windows Media Player can be downloaded prior to accessing the actual call or the replay. The replay will be archived for 12 months and will be available 30-45 minutes after the call.

About Synovus

Synovus Financial Corp. is a financial services company with approximately $27 billion in assets based in Columbus, Georgia. Synovus Financial Corp. provides commercial and retail banking, investment and mortgage services to customers in Georgia, Alabama, South Carolina, Florida and Tennessee. See Synovus Financial Corp. on the web at www.synovus.com.

Forward-Looking Statements

This press release and certain of our other filings with the Securities and Exchange Commission contain statements that constitute “forward-looking statements” within the meaning of, and subject to the protections of, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact are forward-looking statements. You can identify these forward-looking statements through Synovus’ use of words such as “believes,” “anticipates,” “expects,” “may,” “will,” “assumes,” “should,” “predicts,” “could,” “would,” “intends,” “targets,” “estimates,” “projects,” “plans,” “potential” and other similar words and expressions of the future or otherwise regarding the outlook for Synovus’ future business and financial performance and/or the performance of the commercial banking industry and economy in general. These forward-looking statements include, among others, our expectations on credit trends and key credit metrics; expectations regarding deposits, loan growth and our loan portfolio; expectations on growth, and future profitability; expectations regarding the impact of our ongoing efficiency initiatives and future cost savings; and the assumptions underlying our expectations. Prospective investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve known and unknown risks and uncertainties which may cause the actual results, performance or achievements of Synovus to be materially different from the future results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements are based on the information known to, and current beliefs and expectations of, Synovus’ management and are subject to significant risks and uncertainties. Actual results may differ materially from those contemplated by such forward-looking statements. A number of factors could cause actual results to differ materially from those contemplated by the forward-looking statements in this report. Many of these factors are beyond Synovus’ ability to control or predict.

These forward-looking statements are based upon information presently known to Synovus’ management and are inherently subjective, uncertain and subject to change due to any number of risks and uncertainties, including, without limitation, the risks and other factors set forth in Synovus’ filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the year ended December 31, 2012 under the captions “Cautionary Notice Regarding Forward-Looking Statements” and “Risk Factors” and in Synovus’ quarterly reports on Form 10-Q and current reports on Form 8-K. We believe these forward-looking statements are reasonable; however, undue reliance should not be placed on any forward-looking statements, which are based on current expectations and speak only as of the date that they are made. We do not assume any obligation to update any forward-looking statements as a result of new information, future developments or otherwise, except as otherwise may be required by law.

Use of Non-GAAP Financial Measures

The measures entitled core deposits, core deposits excluding time deposits, tangible common equity to tangible assets ratio, Tier 1 common equity ratio, pre-tax, pre-credit costs income, and adjusted non-interest expense are not measures recognized under U.S. generally accepted accounting principles (GAAP) and therefore are considered non-GAAP financial measures. The most comparable GAAP measures are total deposits, total shareholders’ equity to total assets ratio, Tier 1 capital to risk-weighted assets ratio, income (loss) before income taxes, and total non-interest expense, respectively.

Synovus believes that these non-GAAP financial measures provide meaningful additional information about Synovus to assist management and investors in evaluating Synovus’ capital strength and the performance of its core business. These non-GAAP financial measures should not be considered as substitutes for total deposits, total shareholders’ equity to total assets ratio, Tier 1 capital to risk-weighted assets ratio, income (loss) before income taxes, or total non-interest expense determined in accordance with GAAP and may not be comparable to other similarly titled measures at other companies.

The computations of core deposits, core deposits excluding time deposits, tangible common equity to tangible assets ratio, Tier 1 common equity ratio, pre-tax, pre-credit costs income, and adjusted non-interest expense, and the reconciliation of these measures to total deposits, total shareholders’ equity to total assets ratio, Tier 1 capital to risk-weighted assets ratio, income (loss) before income taxes, and total non-interest expense are set forth in the tables below.

Reconciliation of Non-GAAP Financial Measures
(dollars in thousands)	2Q13			1Q13		4Q12		3Q12		2Q12
Core deposits Core deposits excluding time deposits
Total deposits	$	20,710,703			20,561,193		21,057,044		20,846,830		21,565,065
Subtract: Brokered deposits		(1,338,064)			(1,332,632)		(1,092,749)		(919,959)		(1,148,892)
Core deposits		19,372,639			19,228,561		19,964,295		19,926,871		20,416,173
Subtract: Time deposits		(3,377,215)			(3,482,196)		(3,583,304)		(3,771,117)		(4,097,834)
Core deposits excluding time deposits	$	15,995,424			15,746,365		16,380,991		16,155,754		16,318,339
Tangible common equity to tangible assets ratio
Total assets	$	26,563,174			26,212,879		26,760,012		25,764,644		26,294,110
Subtract: Goodwill		(24,431)			(24,431)		(24,431)		(24,431)		(24,431)
Subtract: Other intangible assets, net		(4,156)			(4,583)		(5,149)		(5,895)		(6,693)
Tangible assets	$	26,534,587			26,183,865		26,730,432		25,734,318		26,262,986
Total shareholders’ equity	$	3,568,203			3,578,106		3,569,431		2,875,700		2,853,389
Subtract: Goodwill		(24,431)			(24,431)		(24,431)		(24,431)		(24,431)
Subtract: Other intangible assets, net		(4,156)			(4,583)		(5,149)		(5,895)		(6,693)
Subtract: Series A Preferred Stock, no par value		(962,725)			(960,005)		(957,327)		(954,690)		(952,093)
Tangible common equity	$	2,576,891			2,589,087		2,582,524		1,890,684		1,870,172
Total shareholders’ equity to total assets ratio		13.43%			13.65		13.34		11.16		10.85
Tangible common equity to tangible assets ratio		9.71%			9.89		9.66		7.35		7.12
Tier 1 Common Equity Ratio
Total shareholders’ equity	$	3,568,203			3,578,106		3,569,431		2,875,700		2,853,389
Add/Subtract: Accumulated other comprehensive loss (income)		33,060			(2,787)		(4,101)		(16,156)		(7,003)
Subtract: Goodwill		(24,431)			(24,431)		(24,431)		(24,431)		(24,431)
Subtract: Other intangible assets, net		(4,156)			(4,583)		(5,149)		(5,895)		(6,693)
Subtract: Disallowed deferred tax asset		(674,996)			(687,007)		(710,488)		-		-
Other items		7,305			7,191		6,982		6,732		7,225
Tier 1 capital	$	2,904,985			2,866,489		2,832,244		2,835,950		2,822,487
Subtract: Qualifying trust preferred securities		(10,000)			(10,000)		(10,000)		(10,000)		(10,000)
Subtract: Series A Preferred Stock		(962,725)			(960,005)		(957,327)		(954,690)		(952,093)
Tier 1 common equity	$	1,932,260			1,896,484		1,864,917		1,871,260		1,860,394
Risk-weighted assets		21,538,426	(1)		21,235,129		21,387,935		21,443,178		21,146,174
Tier 1 common equity ratio		8.97%	(1)		8.93		8.72		8.73		8.80
Pre-tax, Pre-credit Costs Income
Income (loss) before income taxes	$	72,906			46,553		(72,299)		30,514		37,347
Add: Provision for losses on loans		13,077			35,696		146,526		63,572		44,222
Add: Other credit costs(2)		10,887			13,595		39,236		22,046		26,119
Add: Restructuring charges		1,758			4,850		1,969		1,192		1,393
Subtract: Investment securities gains, net		(1,403)			(45)		(8,233)		(6,656)		(4,170)
Add: Visa indemnification charges		763			37		757		833		1,734
Pre-tax, pre-credit costs income	$	97,988			100,686		107,956		111,501		106,645
Adjusted Non-interest Expense
Total non-interest expense	$	181,186			182,286		213,346		191,492		208,264
Subtract: Other credit costs(2)		(10,887)			(13,595)		(39,236)		(22,046)		(26,119)
Subtract: Restructuring charges		(1,758)			(4,850)		(1,969)		(1,192)		(1,393)
Subtract: Visa indemnification charges		(763)			(37)		(757)		(833)		(1,734)
Adjusted non-interest expense	$	167,778			163,804		171,384		167,421		179,018

^{(1) Preliminary}

^{(2) Other credit costs consist primarily of losses on ORE, provision for losses on unfunded commitments, and charges related to other loans held for sale}

###

EX-99.2

Exhibit 99.2

Synovus

INCOME STATEMENT DATA

(Unaudited)

(Dollars in thousands, except per share data)		Six Months Ended
		June 30,
		2013			2012		Change
Interest income	$		461,903			516,464		(10.6)	%
Interest expense			60,012			82,148		(26.9)
Net interest income			401,891			434,316		(7.5)
Provision for loan losses			48,773			110,271		(55.8)
Net interest income after provision for loan losses			353,118			324,045		9.0
Non-interest income:
Service charges on deposit accounts			38,716			36,915		4.9
Fiduciary and asset management fees			22,083			21,627		2.1
Brokerage revenue			14,595			12,942		12.8
Mortgage banking income			14,255			13,986		1.9
Bankcard fees			14,902			16,072		(7.3)
Investment securities gains, net			1,448			24,253		(94.0)
Other fee income			11,262			9,651		16.7
(Decrease) increase in fair value of private equity investments, net			(1,140)			7,372		nm
Other non-interest income			13,692			17,798		(23.1)
Total non-interest income			129,813			160,616		(19.2)
Non-interest expense:
Salaries and other personnel expense			183,396			187,795		(2.3)
Net occupancy and equipment expense			50,550			52,865		(4.4)
FDIC insurance and other regulatory fees			16,420			27,966		(41.3)
Foreclosed real estate expense, net			18,441			43,680		(57.8)
Losses (gains) on other loans held for sale, net			79			(99)		nm
Professional fees			17,511			19,196		(8.8)
Third-party services			20,295			16,735		21.3
Visa indemnification charges			801			4,713		(83.0)
Restructuring charges			6,607			2,252		193.4
Other operating expenses			49,372			56,296		(12.3)
Total non-interest expense			363,472			411,399		(11.6)
Income before income taxes			119,459			73,262		63.1
Income tax expense (benefit)			44,350			(2,182)		nm
Net income			75,109			75,444		(0.4)
Dividends and accretion of discount on Series A Preferred Stock			29,594			29,272		1.1
Net income available to common shareholders	$		45,515			46,172		(1.4)
Basic EPS
Net income available to common shareholders			0.06			0.06		(5.4)
Diluted EPS
Net income available to common shareholders			0.05			0.05		(1.6)
Cash dividends declared per common share			0.02			0.02		-
Return on average assets			0.58	%		0.57		1.8
Return on average common equity			3.51			4.87		(27.9)
Average common shares outstanding - basic			819,245			786,355		4.2	%
Average common shares outstanding - diluted			910,886			909,542		0.1

nm - not meaningful

Synovus

INCOME STATEMENT DATA

(Unaudited)

(Dollars in thousands, except per share data)		2013						2012								2nd Quarter
		Second Quarter			First Quarter			Fourth Quarter			Third Quarter			Second Quarter		‘13 vs. ‘12 Change
Interest income	$		231,512			230,391			240,000			247,676			253,809		(8.8)	%
Interest expense			29,435			30,577			32,544			35,331			40,453		(27.2)
Net interest income			202,077			199,814			207,456			212,345			213,356		(5.3)
Provision for loan losses			13,077			35,696			146,526			63,572			44,222		(70.4)
Net interest income after provision for loan losses			189,000			164,118			60,930			148,773			169,134		11.7
Non-interest income:
Service charges on deposit accounts			19,195			19,521			20,883			20,404			18,684		2.7
Fiduciary and asset management fees			11,111			10,971			10,537			10,340			10,792		3.0
Brokerage revenue			7,002			7,594			7,127			6,844			6,295		11.2
Mortgage banking income			7,338			6,917			9,025			9,261			7,983		(8.1)
Bankcard fees			7,838			7,064			10,137			7,866			8,493		(7.7)
Investment securities gains, net			1,403			45			8,233			6,656			4,170		(66.4)
Other fee income			5,775			5,487			6,211			5,276			4,951		16.6
(Decrease) increase in fair value of private equity investments, net			(883)			(257)			1,805			(944)			7,279		nm
Other non-interest income			6,313			7,379			6,159			7,530			7,830		(19.4)
Total non-interest income			65,092			64,721			80,117			73,233			76,477		(14.9)
Non-interest expense:
Salaries and other personnel expense			89,479			93,917			94,901			93,177			95,173		(6.0)
Net occupancy and equipment expense			26,383			24,167			26,063			26,647			26,159		0.9
FDIC insurance and other regulatory fees			7,941			8,480			8,237			9,205			13,302		(40.3)
Foreclosed real estate expense, net			7,502			10,940			34,978			11,997			20,708		(63.8)
(Gains) losses on other loans held for sale, net			(86)			165			675			4,104			(1,058)		nm
Professional fees			10,416			7,095			12,037			10,074			9,929		4.9
Third-party services			10,366			9,929			9,540			9,429			9,900		4.7
Visa indemnification charges			764			37			757			833			1,734		(55.9)
Restructuring charges			1,758			4,850			1,969			1,192			1,393		26.2
Other operating expenses			26,663			22,706			24,189			24,834			31,024		(14.1)
Total non-interest expense			181,186			182,286			213,346			191,492			208,264		(13.0)
Income before income taxes			72,906			46,553			(72,299)			30,514			37,347		95.2
Income tax expense (benefit)			27,371			16,979			(796,339)			(211)			(2,105)		nm
Net income			45,535			29,574			724,040			30,725			39,452		15.4
Dividends and accretion of discount on Series A Preferred Stock			14,818			14,776			14,736			14,695			14,649		1.2
Net income available to common shareholders	$		30,717			14,798			709,304			16,030			24,803		23.8
Basic EPS
Net income available to common shareholders			0.04			0.02			0.90			0.02			0.03		14.5
Diluted EPS
Net income available to common shareholders			0.03			0.02			0.78			0.02			0.03		23.7
Cash dividends declared per common share			0.01			0.01			0.01			0.01			0.01		-
Return on average assets *			0.69	%		0.46	%		11.13	%		0.47	%		0.60		15.0
Return on average common equity *			4.70			2.30			149.46			3.30			5.24		(10.3)
Average common shares outstanding - basic			851,093			787,043			786,576			786,576			786,576		8.2	%
Average common shares outstanding - diluted			910,937			910,835			911,251			910,396			909,761		0.1

nm - not meaningful

* - ratios are annualized

Synovus

BALANCE SHEET DATA		June 30, 2013		December 31, 2012		June 30, 2012
(Unaudited)
(In thousands, except share data)
ASSETS
Cash and cash equivalents	$		428,487		614,630		523,302
Interest bearing funds with Federal Reserve Bank			1,459,251		1,498,390		1,301,244
Interest earning deposits with banks			22,065		23,442		16,003
Federal funds sold and securities purchased under resale agreements			88,636		113,517		118,098
Trading account assets, at fair value			23,069		11,102		12,331
Mortgage loans held for sale, at fair value			112,761		212,663		120,007
Other loans held for sale			12,083		10,690		32,601
Investment securities available for sale, at fair value			3,077,706		2,981,112		3,570,346
Loans, net of deferred fees and costs			19,608,283		19,541,690		19,680,127
Allowance for loan losses			(334,880)		(373,405)		(453,325)
Loans, net			19,273,403		19,168,285		19,226,802
Premises and equipment, net			477,948		479,546		475,944
Goodwill			24,431		24,431		24,431
Other intangible assets, net			4,156		5,149		6,693
Other real estate			139,653		150,271		174,941
Net deferred tax asset			789,525		806,406		1,985
Other assets			630,000		660,378		689,382
Total assets	$		26,563,174		26,760,012		26,294,110
LIABILITIES AND SHAREHOLDERS’ EQUITY
Liabilities:
Deposits:
Non-interest bearing deposits	$		5,203,437		5,665,527		5,607,680
Interest bearing deposits, excluding brokered deposits			14,169,203		14,298,768		14,808,493
Brokered deposits			1,338,063		1,092,749		1,148,892
Total deposits			20,710,703		21,057,044		21,565,065
Federal funds purchased and securities sold under repurchase agreements			222,933		201,243		351,173
Long-term debt			1,885,689		1,726,455		1,301,616
Other liabilities			175,645		205,839		222,867
Total liabilities			22,994,970		23,190,581		23,440,721
Shareholders’ equity:
Series A Preferred Stock, no par value (1)			962,725		957,327		952,093
Common stock, par value $1.00 (2)			916,208		792,273		792,269
Additional paid-in capital			2,038,483		2,189,874		2,215,201
Treasury stock, at cost (3)			(114,176)		(114,176)		(114,176)
Accumulated other comprehensive (loss) income			(33,060)		4,101		7,003
Accumulated deficit			(201,976)		(259,968)		(999,001)
Total shareholders’ equity			3,568,204		3,569,431		2,853,389
Total liabilities and shareholders’ equity	$		26,563,174		26,760,012		26,294,110

(1) Preferred shares outstanding: 967,870, at all periods presented

(2) Common shares outstanding: 910,514,396; 786,579,240; and 786,575,516 at June 30, 2013, December 31, 2012, and June 30, 2012, respectively.

(3) Treasury shares: 5,693,452, at all periods presented

Synovus

AVERAGE BALANCES AND YIELDS/RATES (1)

(Unaudited)

(Dollars in thousands)

	2013								2012
		Second Quarter				First Quarter			Fourth Quarter			Third Quarter			Second Quarter
Interest Earning Assets
Taxable investment securities (2)	$		3,034,152				2,984,129			3,069,000			3,495,838			3,539,376
Yield			1.72		%		1.44			1.62			1.67			2.11
Tax-exempt investment securities (2) (4)	$		11,435				14,362			17,377			19,503			21,408
Yield (taxable equivalent)			6.47		%		6.34			6.59			6.47			6.40
Trading account assets	$		7,847				8,629			9,600			12,343			13,647
Yield			6.34		%		7.12			8.15			8.27			6.93
Commercial loans (3) (4)	$		15,515,117				15,464,065			15,692,588			15,691,881			15,941,719
Yield			4.36		%		4.46			4.48			4.63			4.67
Consumer loans (3)	$		4,015,589				3,997,557			3,992,986			3,940,000			3,896,941
Yield			4.68		%		4.73			4.75			4.80			4.87
Allowance for loan losses	$		(351,075	)			(372,239	)		(405,237	)		(446,495	)		(498,419	)
Loans, net (3)	$		19,179,631				19,089,383			19,280,337			19,185,386			19,340,241
Yield			4.52		%		4.61			4.65			4.79			4.85
Mortgage loans held for sale	$		129,742				179,507			208,839			175,199			90,499
Yield			4.35		%		3.80			3.72			4.03			4.99
Federal funds sold, due from Federal Reserve Bank, and other short-term investments	$		1,550,113				1,343,652			1,366,422			1,215,743			1,668,814
Yield			0.24		%		0.24			0.24			0.24			0.24
Federal Home Loan Bank and Federal Reserve Bank stock (5)	$		65,014				65,330			66,630			53,239			63,665
Yield			2.35		%		2.36			2.03			1.87			1.85
Total interest earning assets	$		23,977,934				23,684,992			24,018,205			24,157,251			24,737,650
Yield			3.88		%		3.95			3.99			4.09			4.14
Interest Bearing Liabilities
Interest bearing demand deposits	$		3,895,675				3,839,707			3,872,025			3,344,561			3,404,540
Rate			0.18		%		0.18			0.18			0.19			0.22
Money market accounts	$		6,072,155				6,135,649			6,251,374			6,751,607			6,769,037
Rate			0.33		%		0.33			0.33			0.33			0.42
Savings deposits	$		609,832				581,792			558,726			557,086			557,149
Rate			0.11		%		0.11			0.10			0.10			0.11
Time deposits under $100,000	$		1,537,639				1,581,092			1,648,554			1,763,864			1,868,348
Rate			0.64		%		0.69			0.74			0.85			0.97
Time deposits over $100,000	$		1,891,624				1,958,870			2,015,582			2,176,488			2,336,496
Rate			0.88		%		0.93			0.99			1.11			1.23
Brokered money market accounts	$		202,532				202,734			180,216			186,336			222,916
Rate			0.31		%		0.32			0.34			0.33			0.33
Brokered time deposits	$		1,131,444				1,013,461			800,434			820,908			1,036,521
Rate			0.77		%		0.99			1.42			1.83			1.94
Total interest bearing deposits	$		15,340,901				15,313,305			15,326,911			15,600,850			16,195,007
Rate			0.42		%		0.44			0.47			0.54			0.64
Federal funds purchased and other short-term liabilities	$		206,046				214,661			266,431			350,183			368,984
Rate			0.15		%		0.17			0.17			0.17			0.18
Long-term debt	$		1,762,173				1,688,580			1,740,588			1,372,741			1,326,239
Rate			3.06		%		3.26			3.31			4.09			4.34
Total interest bearing liabilities	$		17,309,120				17,216,546			17,333,930			17,323,774			17,890,230
Rate			0.68		%		0.72			0.75			0.81			0.91
Non-interest bearing demand deposits	$		5,327,795				5,232,587			5,466,312			5,560,827			5,606,352
Effective cost of funds			0.49		%		0.52			0.54			0.58			0.66
Net interest margin			3.39		%		3.43			3.45			3.51			3.48
Taxable equivalent adjustment	$		557				618			766			761			780

(1) Yields and rates are annualized.

(2) Excludes net unrealized gains and (losses).

(3) Average loans are shown net of unearned income. Non-performing loans are included.

(4) Reflects taxable-equivalent adjustments, using the statutory federal income tax rate of 35%, in adjusting interest on tax-exempt loans and investment securities to a taxable-equivalent basis.

(5) Included as a component of Other Assets on the balance sheet

Synovus

LOANS OUTSTANDING AND NON-PERFORMING LOANS COMPOSITION

(Unaudited)

(Dollars in thousands)

		June 30, 2013
Loan Type		Total Loans	Loans as a %     of Total Loans     Outstanding			Total     Non-performing     Loans	Non-performing Loans as a % of Total Nonperforming Loans
Multi-Family	$	898,472	4.6	%	$	3,632	0.8	%
Hotels		656,471	3.3			6,252	1.3
Office Buildings		782,196	4.0			11,158	2.3
Shopping Centers		844,309	4.3			10,510	2.2
Commercial Development		177,511	0.9			49,960	10.3
Warehouses		538,274	2.7			2,186	0.5
Other Investment Property		495,290	2.5			10,670	2.2
Total Investment Properties		4,392,523	22.3			94,368	19.6
1-4 Family Construction		120,417	0.6			3,090	0.6
1-4 Family Investment Mortgage		857,063	4.4			27,614	5.7
Residential Development		220,007	1.1			23,484	4.9
Total 1-4 Family Properties		1,197,487	6.1			54,188	11.2
Land Acquisition		752,319	3.8			156,202	32.3
Total Commercial Real Estate		6,342,329	32.3			304,758	63.0
Commercial, Financial, and Agricultural		5,397,786	27.5			69,250	14.3
Owner-Occupied Real Estate		3,833,713	19.6			45,531	9.4
Total Commercial & Industrial		9,231,499	47.1			114,781	23.7
Home Equity Lines		1,507,738	7.7			18,580	3.8
Consumer Mortgages		1,451,212	7.4			38,438	8.0
Small Business		568,881	2.8			5,042	1.0
Credit Cards		251,788	1.3			-	-
Other Retail Loans		278,603	1.4			1,865	0.4
Total Retail		4,058,222	20.6			63,925	13.2
Unearned Income		(23,767)	nm			-	nm
Total	$	19,608,283	100.0	%	$	483,464	100.0	%

LOANS OUTSTANDING BY TYPE COMPARISON

(Unaudited)

(Dollars in thousands)

		Total Loans		2Q13 vs. 1Q13			2Q13 vs. 2Q12
Loan Type		June 30, 2013	March 31, 2013	% change (1)		June 30, 2012	% change
Multi-Family	$	898,472	857,239	19.3		785,726	14.3	%
Hotels		656,471	657,462	(0.6)		706,782	(7.1)
Office Buildings		782,196	766,965	8.0		766,263	2.1
Shopping Centers		844,309	845,846	(0.7)		931,036	(9.3)
Commercial Development		177,511	206,075	(55.6)		283,115	(37.3)
Warehouses		538,274	531,015	5.5		486,055	10.7
Other Investment Property		495,290	498,213	(2.4)		457,633	8.2
Total Investment Properties		4,392,523	4,362,815	2.7		4,416,610	(0.5)
1-4 Family Construction		120,417	122,071	(5.4)		163,537	(26.4)
1-4 Family Investment Mortgage		857,063	866,921	(4.6)		919,009	(6.7)
Residential Development		220,007	248,403	(45.9)		401,278	(45.2)
Total 1-4 Family Properties		1,197,487	1,237,395	(12.9)		1,483,824	(19.3)
Land Acquisition		752,319	762,566	(5.4)		983,843	(23.5)
Total Commercial Real Estate		6,342,329	6,362,776	(1.3)		6,884,277	(7.9)
Commercial, Financial, and Agricultural		5,397,786	5,221,535	13.5		5,045,144	7.0
Owner-Occupied Real Estate		3,833,713	3,825,409	0.9		3,839,489	(0.2)
Total Commercial & Industrial		9,231,499	9,046,944	8.2		8,884,633	3.9
Home Equity Lines		1,507,738	1,508,507	(0.2)		1,603,905	(6.0)
Consumer Mortgages		1,451,212	1,378,055	21.3		1,383,915	4.9
Small Business		568,881	553,056	11.5		383,520	48.3
Credit Cards		251,788	251,618	0.3		262,402	(4.0)
Other Retail Loans		278,603	288,483	(13.7)		290,793	(4.2)
Total Retail		4,058,222	3,979,719	7.9		3,924,535	3.4
Unearned Income		(23,767)	(21,552)	nm		(13,318)	nm
Total	$	19,608,283	19,367,887	5.0	%	19,680,127	(0.4)	%

(1) Percentage change is annualized.

Synovus

CREDIT QUALITY DATA

(Unaudited)

(Dollars in thousands)		2013			2012								2nd Quarter
		Second     Quarter			First   Quarter		Fourth     Quarter		Third     Quarter		Second     Quarter		‘13 vs. ‘12     Change
Non-performing Loans	$		483,464			513,227		543,333		700,204		755,161		(36.0) %
Other Loans Held for Sale (1)			12,083			9,129		9,455		10,019		31,306		(61.4)
Other Real Estate			139,653			155,237		150,271		189,182		174,941		(20.2)
Non-performing Assets			635,200			677,592		703,059		899,405		961,408		(33.9)
Allowance for Loan Losses			334,800			351,772		373,405		420,404		453,325		(26.1)
Net Charge-Offs - Quarter			29,969			57,328		193,525		96,493		98,692		(69.6)
Net Charge-Offs / Average Loans - Quarter (2)			0.61	%		1.18		3.94		1.97		1.99
Non-performing Loans / Loans			2.47			2.65		2.78		3.55		3.84
Non-performing Assets / Loans, Other Loans Held for Sale & ORE			3.21			3.47		3.57		4.51		4.83
Allowance / Loans			1.71			1.82		1.91		2.13		2.30
Allowance / Non-performing Loans			69.27			68.54		68.72		60.04		60.03
Allowance / Non-performing Loans (3)			91.76			97.75		93.49		131.56		136.94
Past Due Loans over 90 days and Still Accruing	$		4,596			5,799		6,811		8,972		5,863		(21.6) %
As a Percentage of Loans Outstanding			0.02	%		0.03		0.03		0.05		0.03
Total Past Dues Loans and Still Accruing	$		80,678			88,330		104,825		108,633		91,962		(12.3)
As a Percentage of Loans Outstanding			0.41	%		0.46		0.54		0.55		0.47
Accruing troubled debt restructurings (TDRs)	$		635,125			623,900		673,383		698,847		687,396		(7.6)

(1) Represent impaired loans that are intended to be sold. Held for sale loans are carried at the lower of cost or fair value, less costs to sell.

(2) Ratio is annualized.

(3) Excludes non-performing loans for which the expected loss has been charged off.

SELECTED CAPITAL INFORMATION (1)

(Unaudited)

(Dollars in thousands)

	June 30, 2013			December 31, 2012		June 30, 2012
Tier 1 Capital	$	2,904,985			2,832,244		2,822,487
Total Risk-Based Capital		3,445,113			3,460,998		3,449,214
Tier 1 Capital Ratio		13.49	%		13.24		13.35
Tier 1 Common Equity Ratio		8.97			8.72		8.80
Total Risk-Based Capital Ratio		16.00			16.18		16.31
Tier 1 Leverage Ratio		11.33			11.00		10.66
Common Equity as a Percentage of Total Assets (2)		9.81			9.76		7.23
Tangible Common Equity as a Percentage of Tangible Assets (3)		9.71			9.66		7.12
Tangible Common Equity as a Percentage of Risk Weighted Assets (3)		11.96			12.07		8.84
Book Value Per Common Share (4) (5)		2.86			2.99		2.09
Tangible Book Value Per Common Share (3) (5)		2.83			2.95		2.05

(1) Current quarter regulatory capital information is preliminary.

(2) Common equity consists of Total Shareholders’ Equity less Cumulative Perpetual Preferred Stock.

(3) Excludes the carrying value of goodwill and other intangible assets from common equity and total assets.

(4) Book Value Per Common Share consists of Total Shareholders’ Equity less Cumulative Perpetual Preferred Stock divided by total common shares outstanding.

(5) June 30, 2013 includes addition to common shares from the final settlement of tangible equity units (tMEDS) of 122.8 million shares. Equity and common shares for prior periods exclude impact of unexercised tangible equity units (tMEDs).

EX-99.3

Exhibit 99.3