8-K

UNITED STATES

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

Date of Report (Date of earliest event reported): January 23, 2014 (January 22, 2014)

BANCORPSOUTH, INC.

(Exact name of registrant as specified in its charter)

Mississippi	1-12991	64-0659571
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
One Mississippi Plaza 201 South Spring Street Tupelo, Mississippi		38804
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code (662) 680-2000

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 (see General Instruction A.2 below):

¨ 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))

Section 2 – Financial Information

Item 2.02. Results of Operations and Financial Condition.

On January 22, 2014 BancorpSouth, Inc. (the “Company”) issued a press release announcing its financial results for the quarter and year ended December 31, 2013. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference in its entirety.

Section 7 – Regulation FD

Item 7.01. Regulation FD Disclosure.

The Company will conduct a conference call at 10:00 a.m. (Central Time) on January 23, 2014 to discuss its financial results for the quarter and year ended December 31, 2013. A copy of the presentation to be used for the conference call is furnished as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference in its entirety.

Section 9 – Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits.

(d)  Exhibits.

Exhibit 99.1	Press release issued on January 22, 2014 by BancorpSouth, Inc.
Exhibit 99.2	Presentation for conference call to be conducted by BancorpSouth, Inc. on January 23, 2014

SIGNATURES

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

BANCORPSOUTH, INC.
By:	/s/ Cathy S. Freeman
	Cathy S. Freeman
	Executive Vice President and Corporate Secretary

Date: January 23, 2014

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release issued on January 22, 2014 by BancorpSouth, Inc.
99.2	Presentation for conference call to be conducted by BancorpSouth, Inc. on January 23, 2014

EX-99.1

Exhibit 99.1

News Release

Contact:
William L. Prater	Will Fisackerly
Treasurer and	Senior Vice President and
Chief Financial Officer	Director of Corporate Finance
662/680-2536	662/680-2475

BancorpSouth Announces Fourth Quarter 2013 Earnings of

$27.7 Million or $0.29 per Diluted Share

TUPELO, Miss., January 22, 2014/PRNewswire — BancorpSouth, Inc. (NYSE: BXS) today announced financial results for the quarter and year ended December 31, 2013.

Highlights for the fourth quarter of 2013 included:

• Net income of $27.7 million or $0.29 per diluted share.

• Acquired Houston, Texas based Gem Insurance Agencies, LP (“GEM”), which is expected to produce annual insurance commission revenues of approximately $9 million.

• Generated net loan growth of $184.9 million, or 8.4 percent annualized, which represents the third consecutive quarter of net loan growth.

• The net interest margin increased to 3.52 percent for the fourth quarter of 2013 from 3.45 percent for the third quarter of 2013, benefitting from continued reduced funding costs as well as net loan growth.

• Non-performing loans and leases (“NPLs”) declined $23.9 million, or 16.6 percent, compared to the third quarter of 2013, while non-performing assets (“NPAs”) decreased $31.4 million, or 14.2 percent, over the same period.

The Company reported net income of $27.7 million, or $0.29 per diluted share, for the fourth quarter of 2013 compared with net income of $17.0 million, or $0.18 per diluted share, for the fourth quarter of 2012 and net income of $24.9 million, or $0.26 per diluted share, for the third quarter of 2013. Additionally, the Company reported total net income of $94.1 million, or $0.99 per diluted share, for the year ended December 31, 2013 compared to $84.3 million, or $0.90 per diluted share, for the year ended December 31, 2012.

“Our results for the fourth quarter are reflective of the commitment that we have made to grow our Company,” remarked Dan Rollins, Chief Executive Officer. “We are pleased to report net

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BancorpSouth, Inc.

Box 789 — Tupelo, MS 38802-0789 — (662) 680-2000

BXS Announces Fourth Quarter Results

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January 22, 2014

loan growth of almost $185 million, or 8.4 percent on an annualized basis. This accomplishment is attributable to the hard work and efforts of our lending team. While we have continued to produce quality credits throughout the cycle, these efforts are becoming more visible as the headwind caused by problem asset runoff continues to subside. These efforts contributed to improvement in our net interest margin for the quarter, which improved to 3.52 percent from 3.45 percent for the third quarter, as well as growth in net interest income.”

“We are also excited about the opportunity that the transaction with GEM provides for us to be able to continue to expand our insurance operations, particularly in a high-growth market like Houston, Texas,” commented Rollins. “GEM produces insurance commission revenues of approximately $9 million annually and, combined with our legacy Houston operation, should provide a solid foundation for us to be able to continue to grow in that market.”

Rollins added, “Our financial performance continues to benefit from consistent credit quality improvement.” Earnings for the quarter reflected no recorded provision for credit losses, which was a decrease from $6.0 million for the fourth quarter of 2012 and $0.5 million for the third quarter of 2013. NPLs declined $23.9 million, or 16.6 percent, during the fourth quarter of 2013 to $120.4 million at December 31, 2013 compared with $144.3 million at September 30, 2013 and declined $113.1 million, or 48.5 percent, from $233.6 million at December 31, 2012. In addition, total NPAs declined $31.4 million, or 14.2 percent, to $189.7 million at December 31, 2013 compared with $221.2 million at September 30, 2013 and declined $147.1 million, or 43.7 percent, from $336.8 million at December 31, 2012. Net charge-offs were $0.7 million for the fourth quarter of 2013 compared with $7.6 million for the third quarter of 2013 and $10.6 million for the fourth quarter of 2012.

Net Interest Revenue

Net interest revenue was $102.4 million for the fourth quarter of 2013, an increase of 1.5 percent from $100.9 million for the fourth quarter of 2012 and an increase of 2.2 percent from $100.2 million for the third quarter of 2013. The fully taxable equivalent net interest margin was 3.52 percent for the fourth quarter of 2013 compared to 3.44 percent for the fourth quarter of 2012 and 3.45 percent for the third quarter of 2013. Yields on loans and leases declined to 4.52 percent for the fourth quarter of 2013 compared with 4.76 percent for the fourth quarter of 2012 and 4.55 percent for the third quarter of 2013, while yields on total interest earning assets decreased to 3.86 percent for the fourth quarter of 2013 compared with 3.97 percent for the fourth quarter of 2012 and increased from 3.85 percent for the third quarter of 2013. The average cost of deposits declined to 0.34 percent for the fourth quarter of 2013 from 0.47 percent for the fourth quarter of 2012 and 0.36 percent for the third quarter of 2013.

Asset, Deposit and Loan Activity

Total assets were $13.0 billion at December 31, 2013 compared with $13.4 billion at December 31, 2012. Total deposits were $10.8 billion at December 31, 2013 compared with $11.1 billion at December 31, 2012. Loans and leases, net of unearned income, were $9.0 billion at December 31, 2013 compared with $8.6 billion at December 31, 2012.

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BXS Announces Fourth Quarter Results

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January 22, 2014

The decrease in time deposits of $285.0 million, or 11.0 percent, at December 31, 2013 compared to December 31, 2012 was partially offset by growth in noninterest bearing demand deposits, which increased $99.4 million, or 3.9 percent, over the same period. Additionally, savings deposits increased $88.3 million, or 7.7 percent, while interest bearing demand deposits declined $217.0 million, or 4.5 percent, over the same period. As of December 31, 2013, $870.9 million of time deposits were scheduled to mature during the following two quarters at a weighted average rate of 0.90 percent.

Provision for Credit Losses and Allowance for Credit Losses

For the fourth quarter of 2013, no provision for credit losses was recorded, compared with $6.0 million for the fourth quarter of 2012 and $0.5 million for the third quarter of 2013. Net charge-offs for the fourth quarter of 2013 were $0.7 million, compared with $10.6 million for the fourth quarter of 2012 and $7.6 million for the third quarter of 2013. Recoveries of previously charged-off loans were $7.6 million for the fourth quarter of 2013, compared with $9.2 million for the fourth quarter of 2012 and $4.3 million for the third quarter of 2013. Annualized net charge-offs were 0.03 percent of average loans and leases for the fourth quarter of 2013, compared with 0.49 percent for the fourth quarter of 2012 and 0.35 percent for the third quarter of 2013.

NPLs were $120.4 million, or 1.34 percent of net loans and leases, at December 31, 2013, compared with $233.6 million, or 2.70 percent of net loans and leases, at December 31, 2012, and $144.3 million, or 1.65 percent of net loans and leases, at September 30, 2013. The allowance for credit losses was $153.2 million, or 1.71 percent of net loans and leases, at December 31, 2013 compared with $164.5 million, or 1.90 percent of net loans and leases, at December 31, 2012 and $154.0 million, or 1.76 percent of net loans and leases, at September 30, 2013.

NPLs at December 31, 2013 consisted primarily of $92.2 million of nonaccrual loans, compared with $121.4 million of nonaccrual loans at September 30, 2013. Payments received on nonaccrual loans during the fourth quarter of 2013 totaled $25.3 million, compared with payments received on such loans of $27.7 million during the third quarter of 2013. NPLs at December 31, 2013 also included $1.2 million of loans 90 days or more past due and still accruing, compared with $1.5 million of such loans at September 30, 2013, and included restructured loans still accruing of $27.0 million at December 31, 2013, compared with $21.5 million of such loans at September 30, 2013. Early stage past due loans, representing loans 30-89 days past due, totaled $33.8 million at December 31, 2013 compared to $28.9 million at September 30, 2013.

Included in nonaccrual loans at December 31, 2013 were $48.1 million of loans, or 52.2 percent of total nonaccrual loans, that were paying as agreed, compared with $61.5 million, or 50.6 percent of total nonaccrual loans, at September 30, 2013. These loans were generally placed on nonaccrual status because the collateral values were less than the outstanding balances, and because of uncertainty as to whether the borrowers possessed adequate liquidity or would be able to generate sufficient cash flow to satisfy the debt given the short-fall in collateral values. Such loans are generally deemed to be impaired, with a specific reserve established for the difference in the balance owed and the disposition value of the collateral.

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BXS Announces Fourth Quarter Results

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January 22, 2014

Other real estate owned (“OREO”) decreased $7.5 million to $69.3 million during the fourth quarter of 2013 from $76.9 million at September 30, 2013. This net decrease reflected $7.9 million of OREO added through foreclosure, offset by sales of OREO of $14.3 million. Write-downs in the value of existing properties were $1.1 million for the fourth quarter of 2013 compared to $1.8 million for the third quarter of 2013. Sales of OREO during the fourth quarter of 2013 resulted in a net loss of $0.9 million compared to a net loss of $0.4 million for the third quarter of 2013. At December 31, 2013, OREO was carried at 43.6 percent of the aggregate loan balances at the time of foreclosure, compared with 45.6 percent at September 30, 2013.

Noninterest Revenue

Noninterest revenue was $65.1 million for the fourth quarter of 2013, compared with $70.9 million for the fourth quarter of 2012 and $62.5 million for the third quarter of 2013. These results included a positive mortgage servicing rights (“MSR”) valuation adjustment of $2.9 million for the fourth quarter of 2013 compared with a positive MSR valuation adjustment of $0.2 million for the fourth quarter of 2012 and a negative MSR valuation adjustment of $0.2 million for the third quarter of 2013.

Excluding the MSR valuation adjustments, net mortgage lending revenue was $6.7 million for the fourth quarter of 2013, compared with $17.0 million for the fourth quarter of 2012 and $5.4 million for the third quarter of 2013. Mortgage origination volume for the fourth quarter of 2013 was $222.3 million, compared with $549.4 million for the fourth quarter of 2012 and $341.9 million for the third quarter of 2013.

Credit and debit card fee revenue was $8.3 million for the fourth quarter of 2013, compared with $8.1 million for the fourth quarter of 2012 and $8.8 million for the third quarter of 2013. Deposit service charge revenue was $13.6 million for the fourth quarter of 2013, compared with $13.9 million for the fourth quarter of 2012 and $13.7 million for the third quarter of 2013. Insurance commission revenue was $21.4 million for the fourth quarter of 2013, compared with $20.5 million for the fourth quarter of 2012 and $23.8 million for the third quarter of 2013.

Noninterest Expense

Noninterest expense for the fourth quarter of 2013 was $127.8 million, compared with $143.2 million for the fourth quarter of 2012 and $129.4 million for the third quarter of 2013. Noninterest expense for the third quarter included pre-tax charges of $2.9 million related to the write-off of unamortized issuance costs associated with the redemption of the outstanding 8.15 percent trust preferred securities and $2.8 million to increase the litigation accrual related to probable losses associated with various legal proceedings. Salaries and employee benefits expense was $75.5 million for the fourth quarter of 2013 compared to $77.2 million for the fourth quarter of 2012 and $73.5 million for the third quarter of 2013. Foreclosed property expense was $2.8 million for the fourth quarter of 2013 compared with $12.0 million for the fourth quarter of 2012 and $3.3 million for the third quarter of 2013. Deposit insurance assessments were $2.7 million for the fourth quarter of 2013 compared to $3.1 million for the fourth quarter of 2012 and $3.3 million for the third quarter of 2013.

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BXS Announces Fourth Quarter Results

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January 22, 2014

Capital Management

BancorpSouth is a “well capitalized” financial holding company, as defined by federal regulations, with Tier 1 risk-based capital of 12.99 percent at December 31, 2013 and total risk based capital of 14.25 percent, compared with required minimum levels of 6 percent and 10 percent, respectively, for “well capitalized” classification. The Company’s equity capitalization consists of 100 percent common stock. BancorpSouth’s ratio of shareholders’ equity to assets was 11.61 percent at December 31, 2013, compared with 10.82 percent at December 31, 2012 and 11.46 percent at September 30, 2013. The ratio of tangible shareholders’ equity to tangible assets was 9.44 percent at December 31, 2013, compared with 8.83 percent at December 31, 2012 and 9.43 percent at September 30, 2013.

Recent Transaction Announcements

On December 18, 2013, BancorpSouth Insurance Services, Inc. acquired the assets of Houston, Texas based GEM Insurance Agencies, LP. GEM was formed in 1954 and produces annual commission revenues of approximately $9 million. As a part of the transaction, the Company’s existing Houston office will re-locate into GEM’s current office located at 3355 West Alabama Street in Houston. The combined operations are expected to produce annual revenues of approximately $11 million.

On January 8, 2014, the Company announced the signing of a definitive merger agreement with Ouachita Bancshares Corp., parent company of Ouachita Independent Bank (collectively referred to as “OIB”), headquartered in Monroe, Louisiana, pursuant to which Ouachita Bancshares Corp. will be merged with and into the Company. OIB operates twelve (12) full-service banking offices along the I-20 corridor and has loan production offices in Madison, Mississippi and Natchitoches, Louisiana. As of December 31, 2013 (unaudited), OIB, on a consolidated basis, reported total assets of $652.5 million, total loans of $477.8 million and total deposits of $549.7 million. Under the terms of the definitive agreement, the Company will issue a maximum of 3,675,000 shares of the Company’s common stock plus $22.875 million in cash for all outstanding shares of Ouachita Bancshares Corp.’s capital stock, subject to certain conditions and potential adjustments. The terms of the agreement provide for a collar with respect to the total deal value ranging from $99 million to $112 million. The merger has been unanimously approved by the Boards of Directors of both companies and is expected to close during the second quarter of 2014. The transaction is subject to certain conditions, including the approval by OIB’s shareholders and customary regulatory approvals.

Earlier today, the Company announced the signing of a definitive merger agreement with Central Community Corporation, headquartered in Temple, Texas, pursuant to which Central Community Corporation will be merged with and into the Company. Central Community Corporation is the parent company of First State Bank Central Texas (“First State Bank”), which is headquartered in Austin, Texas. First State Bank operates 31 full-service banking offices in central Texas. As of December 31, 2013 (unaudited), Central Community Corporation, on a consolidated basis, reported total assets of $1.3 billion, total loans of $555.5 million and total deposits of $1.1 billion. Under the terms of the definitive agreement, the Company will issue

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BXS Announces Fourth Quarter Results

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January 22, 2014

approximately 7,250,000 shares of the Company’s common stock plus $28.5 million in cash for all outstanding shares of Central Community Corporation’s capital stock, subject to certain conditions and potential adjustments. The merger has been unanimously approved by the Boards of Directors of both companies and is expected to close during the second quarter of 2014. The transaction is subject to certain conditions, including the approval by Central Community Corporation’s shareholders and customary regulatory approvals.

Summary

Rollins concluded, “We are extremely proud of the progress that our Company made during 2013. Going into the year, we consistently communicated the need to grow while improving our cost structure. We have made meaningful strides towards both goals. We reported net loan growth for three consecutive quarters, which contributed to net loan growth of almost 4 percent for the year. We have also continued to drive expenses down through specific initiatives as well as through more disciplined expense management. As we look to 2014, the goals are the same. There remains work to be done to right-size our cost structure and we must continue to grow. We are excited about the two bank deals that have been announced this month and the opportunities they will provide for our Company going forward. We believe both of these deals will be an integral part of our strategy to grow and to better leverage our current operating structure.”

Conference Call

BancorpSouth will conduct a conference call to discuss its fourth quarter 2013 results on January 23, 2014, at 10:00 a.m. (Central Time). Investors may listen via the Internet by accessing BancorpSouth’s website at http://www.bancorpsouth.com. A replay of the conference call will be available at BancorpSouth’s website for at least two weeks following the call.

About BancorpSouth, Inc.

BancorpSouth, Inc. is a financial holding company headquartered in Tupelo, Mississippi, with $13.0 billion in assets. BancorpSouth Bank, a wholly-owned subsidiary of BancorpSouth, Inc., operates 292 commercial banking, mortgage, and insurance locations in Alabama, Arkansas, Florida, Louisiana, Mississippi, Missouri, Tennessee and Texas, including an insurance location in Illinois.

In connection with the proposed merger of Ouachita Bancshares Corp. with and into BancorpSouth, BancorpSouth will file a registration statement on Form S-4 with the Securities and Exchange Commission. Shareholders of BancorpSouth and Ouachita Bancshares Corp. are encouraged to read the registration statement, including the proxy statement/prospectus that will be a part of the registration statement, because it will contain important information about the merger, BancorpSouth and Ouachita Bancshares Corp. After the registration statement is filed with the SEC, the proxy statement/prospectus and other relevant documents will be available for free on the SEC’s web site (www.sec.gov), and the proxy statement/prospectus will also be made available for free from the Corporate Secretary of each of BancorpSouth and Ouachita Bancshares Corp.

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BXS Announces Fourth Quarter Results

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January 22, 2014

In connection with the proposed merger of Central Community Corporation with and into BancorpSouth, BancorpSouth will file a registration statement on Form S-4 with the Securities and Exchange Commission. Shareholders of BancorpSouth and Central Community Corporation are encouraged to read the registration statement, including the proxy statement/prospectus that will be a part of the registration statement, because it will contain important information about the merger, BancorpSouth and Central Community Corporation After the registration statement is filed with the SEC, the proxy statement/prospectus and other relevant documents will be available for free on the SEC’s web site (www.sec.gov), and the proxy statement/prospectus will also be made available for free from the Corporate Secretary of each of BancorpSouth and Central Community Corporation

Forward-Looking Statements

Certain statements contained in this news release may not be based on historical facts and are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements may be identified by their reference to a future period or periods or by the use of forward-looking terminology such as “anticipate,” “believe,” “estimate,” “expect,” “may,” “might,” “will,” “would,” “could” or “intend.” These forward-looking statements include, without limitation,, statements relating to revenue estimates for the Company’s operations in Houston, Texas following the closing of the transaction with GEM and the potential for expansion of the Company’s business in Houston, the terms and closing of the proposed transactions with Ouachita Bancshares Corp. and Central Community Corporation, acceptance by customers of Ouachita Bancshares Corp. and Central Community Corporation of the Company’s products and services, the opportunities to enhance market share in certain markets and market acceptance of the Company generally in new markets, the impact of cost-saving initiatives, our ability to improve efficiency, and our use of non-GAAP financial measures.

We caution you not to place undue reliance on the forward-looking statements contained in this news release in that actual results could differ materially from those indicated in such forward-looking statements because of a variety of factors. These factors may include, but are not limited to, the ability to obtain required shareholder and regulatory approvals of the mergers, the ability of the Company, Ouachita Bancshares Corp. and Central Community Corp. to close the mergers, the ability of the Company to expand its insurance operations in Houston, conditions in the financial markets and economic conditions generally, the adequacy of the Company’s provision and allowance for credit losses to cover actual credit losses, the credit risk associated with real estate construction, acquisition and development loans, losses resulting from the significant amount of the Company’s other real estate owned, limitations on the Company’s ability to declare and pay dividends, the impact of legal or administrative proceedings, the availability of capital on favorable terms if and when needed, liquidity risk, governmental regulation, including the Dodd Frank Act, and supervision of the Company’s operations, the short-term and long-term impact of changes to banking capital standards on the Company’s regulatory capital and liquidity, the impact of regulations on service charges on the Company’s core deposit accounts, the susceptibility of the Company’s business to local economic or environmental conditions, the soundness of other financial institutions, changes in interest rates, the impact of monetary policies and economic factors on the Company’s ability to attract deposits or make loans, volatility in capital and credit markets, reputational risk, the impact of hurricanes or other adverse weather events, any requirement that the Company write down goodwill or other intangible assets, diversification in the types of financial services the Company offers, the Company’s ability to adapt its products and services to evolving industry standards and consumer preferences, competition with other financial services companies, risks in connection with completed or potential acquisitions, the Company’s growth strategy, interruptions or breaches in the Company’s information system security, the failure of certain third party vendors to perform, unfavorable ratings by rating agencies, dilution caused by the Company’s issuance of any additional shares of its common stock to raise capital or acquire other banks, bank holding companies, financial holding companies and insurance agencies, other factors generally understood to affect the financial results of financial services companies and other factors detailed from time to time in the Company’s press releases and filings with the Securities and Exchange Commission.

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BXS Announces Fourth Quarter Results

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January 22, 2014

BancorpSouth, Inc.

Selected Financial Information

(Dollars in thousands, except per share data)

(Unaudited)

	Quarter Ended 12/31/2013			Quarter Ended 9/30/2013			Quarter Ended 6/30/2013			Quarter Ended 3/31/2013			Quarter Ended 12/31/2012
Earnings Summary:
Interest revenue	$	112,510		$	111,961		$	112,009		$	113,027		$	117,095
Interest expense		10,093			11,720			13,796			14,949			16,234
Net interest revenue		102,417			100,241			98,213			98,078			100,861
Provision for credit losses		—			500			3,000			4,000			6,000
Net interest revenue, after provision for credit losses		102,417			99,741			95,213			94,078			94,861
Noninterest revenue		65,125			62,514			76,109			71,318			70,901
Noninterest expense		127,830			129,397			142,251			135,371			143,219
Income before income taxes		39,712			32,858			29,071			30,025			22,543
Income tax expense		12,014			8,001			8,316			9,220			5,563
Net income	$	27,698		$	24,857		$	20,755		$	20,805		$	16,980
Balance Sheet - Period End Balances
Total assets	$	13,029,733		$	12,916,153		$	13,217,705		$	13,393,135		$	13,397,198
Total earning assets		11,814,060			11,765,785			11,961,836			12,263,743			12,179,958
Total securities		2,466,989			2,554,156			2,644,939			2,607,176			2,434,032
Loans and leases, net of unearned income		8,958,015			8,773,115			8,678,714			8,581,538			8,636,989
Allowance for credit losses		153,236			153,974			161,047			162,601			164,466
Total deposits		10,773,836			10,717,946			10,961,618			11,164,926			11,088,146
Long-term debt		81,714			83,500			33,500			33,500			33,500
Total shareholders’ equity		1,513,130			1,480,611			1,459,793			1,465,180			1,449,052
Balance Sheet - Average Balances
Total assets	$	12,955,127		$	12,928,505		$	13,146,040		$	13,249,374		$	13,143,193
Total earning assets		11,869,072			11,846,790			12,060,189			12,154,624			12,045,432
Total securities		2,511,888			2,598,786			2,616,274			2,520,414			2,454,031
Loans and leases, net of unearned income		8,830,917			8,682,966			8,588,673			8,580,329			8,635,139
Total deposits		10,739,352			10,745,945			10,938,489			11,090,989			10,938,246
Long-term debt		81,714			62,848			33,500			33,500			33,500
Total shareholders’ equity		1,501,928			1,474,047			1,475,211			1,462,140			1,454,417
Nonperforming Assets:
Non-accrual loans and leases	$	92,173		$	121,353		$	149,542		$	188,190		$	207,241
Loans and leases 90+ days past due, still accruing		1,226			1,479			1,440			1,125			1,210
Restructured loans and leases, still accruing		27,007			21,502			16,953			17,702			25,099
Non-performing loans (NPLs)		120,406			144,334			167,935			207,017			233,550
Other real estate owned		69,338			76,853			88,438			96,314			103,248
Non-performing assets (NPAs)	$	189,744		$	221,187		$	256,373		$	303,331		$	336,798
Financial Ratios and Other Data:
Return on average assets		0.85	%		0.76	%		0.63	%		0.64	%		0.51	%
Return on average shareholders’ equity		7.32	%		6.69	%		5.64	%		5.77	%		4.64	%
Return on tangible equity		9.16	%		8.29	%		7.12	%		7.19	%		5.84	%
Pre-tax pre-provision return on average assets		1.22	%		1.02	%		0.98	%		1.04	%		0.86	%
Non-interest income to average assets		1.99	%		1.92	%		2.32	%		2.18	%		2.15	%
Non-interest expense to average assets		3.91	%		3.97	%		4.34	%		4.14	%		4.34	%
Net interest margin-fully taxable equivalent		3.52	%		3.45	%		3.36	%		3.37	%		3.44	%
Net interest rate spread		3.39	%		3.32	%		3.21	%		3.21	%		3.26	%
Efficiency ratio (tax equivalent)		75.00	%		78.11	%		80.25	%		78.55	%		81.93	%
Loan/deposit ratio		83.15	%		81.85	%		79.17	%		76.86	%		77.89	%
Price to earnings mult (avg)		25.68			22.66			20.34			18.74			16.16
Market value to book value		160.04	%		128.22	%		115.42	%		105.88	%		94.87	%
Market value to book value (avg)		143.60	%		126.22	%		107.59	%		98.61	%		90.83	%
Headcount FTE		4,005			3,994			4,077			4,229			4,249

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BXS Announces Fourth Quarter Results

Page 9

January 22, 2014

BancorpSouth, Inc.

Selected Financial Information

(Dollars in thousands, except per share data)

(Unaudited)

	Quarter Ended 12/31/2013			Quarter Ended 9/30/2013			Quarter Ended 6/30/2013			Quarter Ended 3/31/2013			Quarter Ended 12/31/2012
Credit Quality Ratios:
Net charge-offs to average loans and leases (annualized)		0.03	%		0.35	%		0.21	%		0.27	%		0.49	%
Provision for credit losses to average loans and leases (annualized)		0.00	%		0.02	%		0.14	%		0.19	%		0.28	%
Allowance for credit losses to net loans and leases		1.71	%		1.76	%		1.86	%		1.89	%		1.90	%
Allowance for credit losses to non-performing loans and leases		127.27	%		106.68	%		95.90	%		78.54	%		70.42	%
Allowance for credit losses to non-performing assets		80.76	%		69.61	%		62.82	%		53.61	%		48.83	%
Non-performing loans and leases to net loans and leases		1.34	%		1.65	%		1.94	%		2.41	%		2.70	%
Non-performing assets to net loans and leases		2.12	%		2.52	%		2.95	%		3.53	%		3.90	%
Equity Ratios:
Total shareholders’ equity to total assets		11.61	%		11.46	%		11.04	%		10.94	%		10.82	%
Tangible shareholders’ equity to tangible assets		9.44	%		9.43	%		9.04	%		8.96	%		8.83	%
Capital Adequacy:
Tier 1 capital		12.99	%		13.25	%		14.21	%		14.06	%		13.77	%
Total capital		14.25	%		14.50	%		15.47	%		15.31	%		15.03	%
Tier 1 leverage capital		9.93	%		9.93	%		10.58	%		10.33	%		10.25	%
Estimated for current quarter
Common Share Data:
Basic earnings per share	$	0.29		$	0.26		$	0.22		$	0.22		$	0.18
Diluted earnings per share		0.29			0.26			0.22			0.22			0.18
Cash dividends per share		0.05			0.05			0.01			0.01			0.01
Book value per share		15.89			15.55			15.34			15.39			15.33
Tangible book value per share		12.60			12.50			12.28			12.33			12.23
Market value per share (last)		25.42			19.94			17.70			16.30			14.54
Market value per share (high)		25.54			20.77			18.06			16.52			15.00
Market value per share (low)		19.64			17.76			14.72			14.14			12.55
Market value per share (avg)		22.81			19.63			16.50			15.18			13.92
Dividend payout ratio		17.19	%		19.15	%		4.59	%		4.55	%		5.57	%
Total shares outstanding		95,261,691			95,211,602			95,190,797			95,174,441			94,549,867
Average shares outstanding - basic		95,217,203			95,201,238			95,177,167			94,595,897			94,496,341
Average shares outstanding - diluted		95,644,383			95,519,318			95,405,965			94,756,356			94,616,383
Yield/Rate:
(Taxable equivalent basis)
Loans, loans held for sale, and leases net of unearned income		4.52	%		4.55	%		4.62	%		4.70	%		4.76	%
Available-for-sale securities:
Taxable		1.51	%		1.50	%		1.55	%		1.70	%		1.76	%
Tax-exempt		5.52	%		5.61	%		5.47	%		5.53	%		5.42	%
Short-term investments		0.25	%		0.25	%		0.25	%		0.25	%		0.25	%
Total interest earning assets and revenue		3.86	%		3.85	%		3.82	%		3.87	%		3.97	%
Deposits:		0.34	%		0.36	%		0.39	%		0.43	%		0.47	%
Demand - interest bearing		0.18	%		0.18	%		0.21	%		0.26	%		0.30	%
Savings		0.13	%		0.12	%		0.14	%		0.18	%		0.22	%
Other time		1.13	%		1.18	%		1.23	%		1.27	%		1.32	%
Short-term borrowings		0.07	%		0.07	%		0.07	%		0.07	%		0.07	%
Junior subordinated debt		2.96	%		6.57	%		7.16	%		7.23	%		7.12	%
Long-term debt		2.94	%		3.19	%		4.18	%		4.21	%		4.14	%
Total interest bearing liabilities and expense		0.46	%		0.53	%		0.61	%		0.66	%		0.71	%
Interest bearing liabilities to interest earning assets		72.91	%		74.15	%		74.70	%		75.54	%		75.15	%
Net interest tax equivalent adjustment	$	2,893		$	2,905		$	2,931		$	2,939		$	3,162

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BXS Announces Fourth Quarter Results

Page 10

January 22, 2014

BancorpSouth, Inc.

Consolidated Balance Sheets

(Unaudited)

	Dec-13			Sep-13			Jun-13			Mar-13			Dec-12
	(Dollars in thousands)
Assets
Cash and due from banks	$	208,961		$	199,464		$	268,647		$	147,947		$	223,814
Interest bearing deposits with other banks		319,462			361,401			526,608			969,506			979,800
Available-for-sale securities, at fair value		2,466,989			2,554,156			2,644,939			2,607,176			2,434,032
Loans and leases		8,993,888			8,806,392			8,711,023			8,614,791			8,672,752
Less: Unearned income		35,873			33,277			32,309			33,253			35,763
Allowance for credit losses		153,236			153,974			161,047			162,601			164,466
Net loans and leases		8,804,779			8,619,141			8,517,667			8,418,937			8,472,523
Loans held for sale		69,593			77,114			111,574			105,523			129,138
Premises and equipment, net		315,260			314,441			313,079			313,980			319,456
Accrued interest receivable		42,150			43,034			41,425			44,696			44,356
Goodwill		286,800			275,173			275,173			275,173			275,173
Other identifiable intangibles		26,079			15,179			15,865			16,586			17,329
Bank owned life insurance		239,434			236,969			235,015			233,007			231,120
Other real estate owned		69,338			76,853			88,438			96,314			103,248
Other assets		180,888			143,228			179,275			164,290			167,209
Total Assets	$	13,029,733		$	12,916,153		$	13,217,705		$	13,393,135		$	13,397,198
Liabilities
Deposits:
Demand: Noninterest bearing	$	2,644,592		$	2,597,762		$	2,610,768		$	2,582,859		$	2,545,169
Interest bearing		4,582,450			4,493,359			4,667,041			4,840,330			4,799,496
Savings		1,234,130			1,220,227			1,210,497			1,212,736			1,145,785
Other time		2,312,664			2,406,598			2,473,312			2,529,001			2,597,696
Total deposits		10,773,836			10,717,946			10,961,618			11,164,926			11,088,146
Federal funds purchased and securities sold under agreement to repurchase		421,028			418,623			382,871			353,742			414,611
Accrued interest payable		4,836			5,156			5,230			5,519			6,140
Junior subordinated debt securities		31,446			31,446			160,312			160,312			160,312
Long-term debt		81,714			83,500			33,500			33,500			33,500
Other liabilities		203,743			178,871			214,381			209,956			245,437
Total Liabilities		11,516,603			11,435,542			11,757,912			11,927,955			11,948,146
Shareholders’ Equity
Common stock		238,079			238,029			237,976			237,936			236,375
Capital surplus		312,900			312,798			312,074			311,091			311,909
Accumulated other comprehensive loss		(29,959	)		(39,389	)		(39,333	)		(13,120	)		(8,646	)
Retained earnings		992,110			969,173			949,076			929,273			909,414
Total Shareholders’ Equity		1,513,130			1,480,611			1,459,793			1,465,180			1,449,052
Total Liabilities & Shareholders’ Equity	$	13,029,733		$	12,916,153		$	13,217,705		$	13,393,135		$	13,397,198

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BXS Announces Fourth Quarter Results

Page 11

January 22, 2014

BancorpSouth, Inc.

Consolidated Average Balance Sheets

(Unaudited)

	Dec-13			Sep-13			Jun-13			Mar-13			Dec-12
	(Dollars in thousands)
Assets
Cash and due from banks	$	163,948		$	163,322		$	160,615		$	169,259		$	164,801
Interest bearing deposits with other banks		471,695			487,075			765,729			963,600			849,710
Available-for-sale securities, at fair value		2,511,888			2,598,786			2,616,274			2,520,414			2,454,031
Loans and leases		8,864,983			8,715,894			8,621,849			8,615,503			8,671,559
Less: Unearned income		34,066			32,928			33,176			35,174			36,420
Allowance for credit losses		153,443			160,609			163,252			166,210			170,081
Net loans and leases		8,677,474			8,522,357			8,425,421			8,414,119			8,465,058
Loans held for sale		54,572			77,964			89,513			90,281			106,552
Premises and equipment, net		315,174			312,724			313,147			316,672			320,439
Accrued interest receivable		39,665			39,354			39,317			40,806			43,144
Goodwill		279,091			275,173			275,173			275,173			275,173
Other identifiable intangibles		18,658			15,446			16,142			16,876			17,511
Bank owned life insurance		237,657			235,708			233,670			231,814			208,504
Other real estate owned		77,211			86,545			91,505			97,336			119,852
Other assets		108,094			114,051			119,534			113,024			118,418
Total Assets	$	12,955,127		$	12,928,505		$	13,146,040		$	13,249,374		$	13,143,193
Liabilities
Deposits:
Demand: Noninterest bearing	$	2,667,667		$	2,551,812		$	2,522,577		$	2,463,436		$	2,482,168
Interest bearing		4,484,269			4,530,219			4,707,277			4,891,412			4,703,500
Savings		1,224,588			1,216,599			1,208,454			1,173,603			1,117,297
Other time		2,362,828			2,447,315			2,500,181			2,562,538			2,635,281
Total deposits		10,739,352			10,745,945			10,938,489			11,090,989			10,938,246
Federal funds purchased and securities sold under agreement to repurchase		469,245			441,807			399,789			360,178			401,968
Accrued interest payable		5,051			5,391			5,481			7,026			7,613
Junior subordinated debt securities		31,446			86,074			160,312			160,312			160,312
Long-term debt		81,714			62,848			33,500			33,500			33,500
Other liabilities		126,391			112,393			133,258			135,229			147,137
Total Liabilities		11,453,199			11,454,458			11,670,829			11,787,234			11,688,776
Shareholders’ Equity
Common stock		238,038			237,997			237,956			236,922			236,197
Capital surplus		312,835			312,349			311,480			311,603			311,540
Accumulated other comprehensive (loss) income		(32,267	)		(43,695	)		(15,277	)		(10,313	)		1,260
Retained earnings		983,322			967,396			941,052			923,928			905,420
Total Shareholders’ Equity		1,501,928			1,474,047			1,475,211			1,462,140			1,454,417
Total Liabilities & Shareholders’ Equity	$	12,955,127		$	12,928,505		$	13,146,040		$	13,249,374		$	13,143,193

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BXS Announces Fourth Quarter Results

Page 12

January 22, 2014

BancorpSouth, Inc.

Consolidated Condensed Statements of Income

(Dollars in thousands, except per share data)

(Unaudited)

	Quarter Ended											Year Ended
	Dec-13		Sep-13			Jun-13		Mar-13		Dec-12		Dec-13		Dec-12
INTEREST REVENUE:
Loans and leases	$	99,989	$	98,836		$	98,524	$	99,092	$	102,925	$	396,441	$	425,611
Deposits with other banks		299		310			483		602		529		1,694		1,711
Federal funds sold and securities purchased under agreement to resell		—		—			—		—		—		—		3
Available-for-sale securities:
Taxable		7,963		8,218			8,405		8,700		8,729		33,286		39,408
Tax-exempt		3,810		3,866			3,911		3,960		4,083		15,547		16,658
Loans held for sale		449		731			686		673		829		2,539		3,033
Total interest revenue		112,510		111,961			112,009		113,027		117,095		449,507		486,424
INTEREST EXPENSE:
Interest bearing demand		2,036		2,061			2,423		3,125		3,588		9,645		16,111
Savings		387		383			422		513		606		1,705		2,697
Other time		6,746		7,271			7,671		8,041		8,749		29,729		39,797
Federal funds purchased and securities sold under agreement to repurchase		84		80			70		63		72		297		274
Long-term debt		605		501			349		348		349		1,803		1,446
Junior subordinated debt		235		1,424			2,860		2,857		2,869		7,376		11,502
Other		—		—			1		2		1		3		6
Total interest expense		10,093		11,720			13,796		14,949		16,234		50,558		71,833
Net interest revenue		102,417		100,241			98,213		98,078		100,861		398,949		414,591
Provision for credit losses		—		500			3,000		4,000		6,000		7,500		28,000
Net interest revenue, after provision for credit losses		102,417		99,741			95,213		94,078		94,861		391,449		386,591
NONINTEREST REVENUE:
Mortgage lending		9,605		5,134			17,892		12,346		17,188		44,977		56,919
Credit card, debit card and merchant fees		8,324		8,834			8,324		7,523		8,125		33,005		31,705
Deposit service charges		13,570		13,679			12,824		12,832		13,875		52,905		56,877
Trust income		3,717		3,332			3,192		3,210		3,391		13,451		11,913
Security gains (losses), net		29		(5	)		3		19		152		46		442
Insurance commissions		21,397		23,800			25,862		26,641		20,502		97,700		90,138
Other		8,483		7,740			8,012		8,747		7,668		32,982		32,155
Total noninterest revenue		65,125		62,514			76,109		71,318		70,901		275,066		280,149
NONINTEREST EXPENSE:
Salaries and employee benefits		75,466		73,532			78,284		79,414		77,203		306,696		304,624
Occupancy, net of rental income		9,935		10,360			10,577		10,237		10,643		41,109		42,140
Equipment		4,298		4,555			4,585		4,948		5,309		18,386		20,849
Deposit insurance assessments		2,687		3,325			2,939		2,804		3,103		11,755		16,478
Voluntary early retirement expense		—		—			10,850		—		—		10,850		—
Write-off and amortization of bond issue cost		12		2,907			38		38		38		2,995		153
Other		35,432		34,718			34,978		37,930		46,923		143,058		164,949
Total noninterest expenses		127,830		129,397			142,251		135,371		143,219		534,849		549,193
Income before income taxes		39,712		32,858			29,071		30,025		22,543		131,666		117,547
Income tax expense		12,014		8,001			8,316		9,220		5,563		37,551		33,252
Net income	$	27,698	$	24,857		$	20,755	$	20,805	$	16,980	$	94,115	$	84,295
Net income per share: Basic	$	0.29	$	0.26		$	0.22	$	0.22	$	0.18	$	0.99	$	0.90
Diluted	$	0.29	$	0.26		$	0.22	$	0.22	$	0.18	$	0.99	$	0.90

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BXS Announces Fourth Quarter Results

Page 13

January 22, 2014

BancorpSouth, Inc.

Selected Loan Data

(Dollars in thousands)

(Unaudited)

	Quarter Ended
	Dec-13			Sep-13			Jun-13			Mar-13			Dec-12
LOAN AND LEASE PORTFOLIO:
Commercial and industrial	$	1,529,249		$	1,503,809		$	1,552,762		$	1,480,916		$	1,476,611
Real estate
Consumer mortgages		1,976,073			1,931,171			1,880,338			1,871,312			1,873,875
Home equity		494,339			490,361			482,068			482,398			486,074
Agricultural		234,576			234,547			237,914			249,467			256,196
Commercial and industrial-owner occupied		1,473,320			1,422,077			1,375,711			1,334,974			1,333,103
Construction, acquisition and development		741,458			723,609			709,499			728,092			735,808
Commercial real estate		1,846,039			1,795,352			1,754,841			1,739,533			1,748,881
Credit cards		111,328			105,112			103,251			98,803			104,884
All other		551,633			567,077			582,330			596,043			621,557
Total loans	$	8,958,015		$	8,773,115		$	8,678,714		$	8,581,538		$	8,636,989
ALLOWANCE FOR CREDIT LOSSES:
Balance, beginning of period	$	153,974		$	161,047		$	162,601		$	164,466		$	169,019
Loans and leases charged off:
Commercial and industrial		(837	)		(889	)		(1,008	)		(1,938	)		(2,174	)
Real estate
Consumer mortgages		(1,435	)		(2,996	)		(3,114	)		(1,614	)		(3,789	)
Home equity		(287	)		(379	)		(201	)		(602	)		(1,064	)
Agricultural		(238	)		(169	)		(327	)		(2	)		(456	)
Commercial and industrial-owner occupied		(1,041	)		(1,684	)		(830	)		(300	)		(1,421	)
Construction, acquisition and development		(1,784	)		(1,727	)		(2,036	)		(1,198	)		(5,286	)
Commercial real estate		(1,039	)		(2,441	)		(3,720	)		(3,141	)		(4,026	)
Credit cards		(559	)		(750	)		(557	)		(450	)		(531	)
All other		(1,108	)		(837	)		(462	)		(492	)		(977	)
Total loans charged off		(8,328	)		(11,872	)		(12,255	)		(9,737	)		(19,724	)
Recoveries:
Commercial and industrial		1,361			820			747			589			3,507
Real estate
Consumer mortgages		1,735			1,516			708			1,108			819
Home equity		97			66			184			260			66
Agricultural		34			48			120			13			10
Commercial and industrial-owner occupied		734			297			1,439			254			561
Construction, acquisition and development		2,483			953			360			886			1,621
Commercial real estate		784			221			3,634			339			2,208
Credit cards		133			164			184			148			144
All other		229			214			325			275			235
Total recoveries		7,590			4,299			7,701			3,872			9,171
Net charge-offs		(738	)		(7,573	)		(4,554	)		(5,865	)		(10,553	)
Provision charged to operating expense		—			500			3,000			4,000			6,000
Balance, end of period	$	153,236		$	153,974		$	161,047		$	162,601		$	164,466
Average loans for period	$	8,830,917		$	8,682,966		$	8,588,673		$	8,580,329		$	8,635,139
Ratio:
Net charge-offs to average loans (annualized)		0.03	%		0.35	%		0.21	%		0.27	%		0.49	%

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BXS Announces Fourth Quarter Results

Page 14

January 22, 2014

BancorpSouth, Inc.

Selected Loan Data

(Dollars in thousands)

(Unaudited)

	Quarter Ended
	Dec-13			Sep-13			Jun-13			Mar-13			Dec-12
NON-PERFORMING ASSETS
NON-PERFORMING LOANS AND LEASES:
Nonaccrual Loans and Leases
Commercial and industrial	$	3,079		$	5,498		$	6,225		$	7,009		$	9,311
Real estate
Consumer mortgages		25,645			30,569			34,226			39,012			36,133
Home equity		3,695			3,287			3,862			4,272			3,497
Agricultural		1,260			4,086			5,007			6,667			7,587
Commercial and industrial-owner occupied		18,568			18,138			17,084			20,719			20,910
Construction, acquisition and development		17,567			26,127			39,315			51,728			66,635
Commercial real estate		20,972			31,468			40,940			55,318			57,656
Credit cards		119			196			398			418			415
All other		1,268			1,984			2,485			3,047			5,097
Total nonaccrual loans and leases	$	92,173		$	121,353		$	149,542		$	188,190		$	207,241
Loans and Leases 90+ Days Past Due, Still Accruing:
Commercial and industrial	$	27		$	15		$	—		$	22		$	414
Real estate
Consumer mortgages		888			1,178			1,107			842			512
Home equity		—			—			—			—			—
Agricultural		—			—			—			—			10
Commercial and industrial-owner occupied		—			—			—			—			19
Construction, acquisition and development		—			—			—			—			—
Commercial real estate		311			—			120			—			—
Credit cards		—			263			213			261			228
All other		—			23			—			—			27
Total loans and leases 90+ days past due, still accruing		1,226			1,479			1,440			1,125			1,210
Restructured Loans and Leases, Still Accruing		27,007			21,502			16,953			17,702			25,099
Total non-performing loans and leases		120,406			144,334			167,935			207,017			233,550
OTHER REAL ESTATE OWNED:		69,338			76,853			88,438			96,314			103,248
Total Non-performing Assets	$	189,744		$	221,187		$	256,373		$	303,331		$	336,798
Additions to Nonaccrual Loans and Leases During the Quarter	$	18,556		$	21,182		$	21,890		$	22,294		$	44,674
Loans and Leases 30-89 Days Past Due, Still Accruing:
Commercial and industrial	$	2,817		$	1,909		$	1,517		$	1,764		$	3,080
Real estate
Consumer mortgages		14,150			10,914			11,887			11,720			13,403
Home equity		1,828			1,278			1,315			1,567			1,272
Agricultural		495			761			569			757			306
Commercial and industrial-owner occupied		4,081			1,995			1,323			956			3,498
Construction, acquisition and development		1,993			3,920			1,835			4,292			2,303
Commercial real estate		5,574			5,818			535			1,331			1,176
Credit cards		655			688			668			544			777
All other		2,189			1,634			1,591			1,473			2,422
Total Loans and Leases 30-89 days past due, still accruing	$	33,782		$	28,917		$	21,240		$	24,404		$	28,237
Credit Quality Ratios:
Provision for credit losses to average loans and leases (annualized)		0.00	%		0.02	%		0.14	%		0.19	%		0.28	%
Allowance for credit losses to net loans and leases		1.71	%		1.76	%		1.86	%		1.89	%		1.90	%
Allowance for credit losses to non-performing assets		80.76	%		69.61	%		62.82	%		53.61	%		48.83	%
Allowance for credit losses to non-performing loans and leases		127.27	%		106.68	%		95.90	%		78.54	%		70.42	%
Non-performing loans and leases to net loans and leases		1.34	%		1.65	%		1.94	%		2.41	%		2.70	%
Non-performing assets to net loans and leases		2.12	%		2.52	%		2.95	%		3.53	%		3.9 0	%

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BXS Announces Fourth Quarter Results

Page 15

January 22, 2014

BancorpSouth, Inc.

Selected Loan Data

(Dollars in thousands)

(Unaudited)

	Quarter Ended
	Dec-13			Sep-13			Jun-13			Mar-13			Dec-12
REAL ESTATE CONSTRUCTION, ACQUISITION AND DEVELOPMENT (“CAD”) PORTFOLIO:
Outstanding Balance
Multi-family construction	$	7,702		$	7,974		$	8,902		$	8,182		$	6,542
One-to-four family construction		224,286			203,988			202,603			193,032			177,392
Recreation and all other loans		36,868			41,762			42,132			42,909			44,840
Commercial construction		150,847			139,041			117,901			111,702			114,099
Commercial acquisition and development		128,157			136,206			136,174			154,997			161,546
Residential acquisition and development		193,598			194,638			201,787			217,270			231,389
Total outstanding balance	$	741,458		$	723,609		$	709,499		$	728,092		$	735,808
Nonaccrual CAD Loans
Multi-family construction	$	—		$	—		$	—		$	—		$	—
One-to-four family construction		2,937			3,249			6,193			8,154			10,609
Recreation and all other loans		728			782			800			978			1,160
Commercial construction		865			1,686			2,765			3,381			5,889
Commercial acquisition and development		6,890			11,150			14,225			14,240			17,337
Residential acquisition and development		6,147			9,260			15,332			24,975			31,640
Total nonaccrual CAD loans	$	17,567		$	26,127		$	39,315		$	51,728		$	66,635
CAD Loans 90+ Days Past Due, Still Accruing:
Multi-family construction	$	—		$	—		$	—		$	—		$	—
One-to-four family construction		—			—			—			—			—
Recreation and all other loans		—			—			—			—			—
Commercial construction		—			—			—			—			—
Commercial acquisition and development		—			—			—			—			—
Residential acquisition and development		—			—			—			—			—
Total CAD loans 90+ days past due, still accruing	$	—		$	—		$	—		$	—		$	—
Restructured CAD Loans, Still Accruing
Multi-family construction	$	—		$	—		$	—		$	—		$	—
One-to-four family construction		1,274			1,028			867			—			781
Recreation and all other loans		13			15			15			17			17
Commercial construction		346			348			351			—			—
Commercial acquisition and development		1,990			2,010			2,030			2,047			458
Residential acquisition and development		3,111			3,162			3,458			5,148			4,107
Total restructured CAD loans, still accruing	$	6,734		$	6,563		$	6,721		$	7,212		$	5,363
Total Non-performing CAD loans	$	24,301		$	32,690		$	46,036		$	58,940		$	71,998
CAD NPL as a % of Outstanding CAD Balance
Multi-family construction		—			—			—			—			—
One-to-four family construction		1.9	%		2.1	%		3.5	%		4.2	%		6.4	%
Recreation and all other loans		2.0	%		1.9	%		1.9	%		2.3	%		2.6	%
Commercial construction		0.8	%		1.5	%		2.6	%		3.0	%		5.2	%
Commercial acquisition and development		6.9	%		9.7	%		11.9	%		10.5	%		11.0	%
Residential acquisition and development		4.8	%		6.4	%		9.3	%		13.9	%		15.4	%
Total CAD NPL as a % of outstanding CAD balance		3.3	%		4.5	%		6.5	%		8.1	%		9.8	%

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BXS Announces Fourth Quarter Results

Page 16

January 22, 2014

BancorpSouth, Inc.

Selected Loan Data

(Dollars in thousands)

(Unaudited)

	December 31, 2013
	Pass		Special Mention		Substandard		Doubtful		Loss		Impaired		Total
LOAN PORTFOLIO BY INTERNALLY ASSIGNED GRADE:
Commercial and industrial	$	1,495,972	$	978	$	30,886	$	99	$	—	$	1,314	$	1,529,249
Real estate
Consumer mortgages		1,859,094		1,531		108,615		427		—		6,406		1,976,073
Home equity		478,283		250		14,570		96		—		1,140		494,339
Agricultural		214,728		779		18,187		—		—		882		234,576
Commercial and industrial-owner occupied		1,409,757		116		50,853		849		—		11,745		1,473,320
Construction, acquisition and development		674,299		1,459		49,401		587		—		15,712		741,458
Commercial real estate		1,751,553		386		76,199		420		—		17,481		1,846,039
Credit cards		111,328		—		—		—		—		—		111,328
All other		538,467		71		12,832		—		—		263		551,633
Total loans	$	8,533,481	$	5,570	$	361,543	$	2,478	$	—	$	54,943	$	8,958,015
	September 30, 2013
	Pass		Special Mention		Substandard		Doubtful		Loss		Impaired		Total
LOAN PORTFOLIO BY INTERNALLY ASSIGNED GRADE:
Commercial and industrial	$	1,461,578	$	7,774	$	31,596	$	—	$	—	$	2,861	$	1,503,809
Real estate
Consumer mortgages		1,794,492		22,114		103,987		918		—		9,660		1,931,171
Home equity		471,418		2,569		15,069		—		—		1,305		490,361
Agricultural		210,065		3,044		17,816		—		—		3,622		234,547
Commercial and industrial-owner occupied		1,343,131		12,632		52,992		475		105		12,742		1,422,077
Construction, acquisition and development		637,448		8,450		53,498		1,027		—		23,186		723,609
Commercial real estate		1,668,562		17,266		83,226		412		—		25,886		1,795,352
Credit cards		105,112		—		—		—		—		—		105,112
All other		548,402		4,497		13,695		—		—		483		567,077
Total loans	$	8,240,208	$	78,346	$	371,879	$	2,832	$	105	$	79,745	$	8,773,115

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BXS Announces Fourth Quarter Results

Page 17

January 22, 2014

BancorpSouth, Inc.

Selected Loan Data

(Dollars in thousands)

(Unaudited)

	As of
	Dec-13			Sep-13			Jun-13			Mar-13			Dec-12
Unpaid principal balance of impaired loans	$	72,114		$	106,955		$	144,408		$	183,440		$	206,072
Cumulative charge-offs on impaired loans		17,171			27,210			38,916			45,649			49,344
Impaired nonaccrual loan and lease outstanding balance		54,943			79,745			105,492			137,791			156,728
Other non-accrual loans and leases not impaired		37,230			41,608			44,050			50,399			50,513
Total non-accrual loans and leases	$	92,173		$	121,353		$	149,542		$	188,190		$	207,241
Allowance for impaired loans		4,146			3,843			7,965			11,658			10,541
Nonaccrual loans and leases, net of specific reserves	$	88,027		$	117,510		$	141,577		$	176,532		$	196,700
Loans and leases 90+ days past due, still accruing	$	1,226		$	1,479		$	1,440		$	1,125		$	1,210
Restructured loans and leases, still accruing		27,007			21,502			16,953			17,702			25,099
Total non-performing loans and leases	$	120,406		$	144,334		$	167,935		$	207,017		$	233,550
Allowance for impaired loans	$	4,146		$	3,843		$	7,965		$	11,658		$	10,541
Allowance for all other loans and leases		149,090			150,131			153,082			150,943			153,925
Total allowance for credit losses	$	153,236		$	153,974		$	161,047		$	162,601		$	164,466
Outstanding balance of impaired loans	$	54,943		$	79,745		$	105,492		$	137,791		$	156,728
Allowance for impaired loans		4,146			3,843			7,965			11,658			10,541
Net book value of impaired loans	$	50,797		$	75,902		$	97,527		$	126,133		$	146,187
Net book value of impaired loans as a % of unpaid principal balance		70	%		71	%		68	%		69	%		71	%
Coverage of other non-accrual loans and leases not impaired by the allowance for all other loans and leases		400	%		361	%		348	%		299	%		305	%
Coverage of non-performing loans and leases not impaired by the allowance for all other loans and leases		228	%		232	%		245	%		218	%		200	%

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BXS Announces Fourth Quarter Results

Page 18

January 22, 2014

BancorpSouth, Inc.

Geographical Information

(Dollars in thousands)

(Unaudited)

	December 31, 2013
	Alabama and Florida Panhandle			Arkansas*			Mississippi*			Missouri			Greater Memphis Area			Tennessee*			Texas and Louisiana			Corporate Banking and Other			Total
LOAN AND LEASE PORTFOLIO:
Commercial and industrial	$	83,078		$	164,113		$	280,964		$	36,018		$	23,551		$	81,253		$	266,358		$	593,914		$	1,529,249
Real estate
Consumer mortgages		127,619			260,013			688,228			61,471			101,167			158,714			487,931			90,930			1,976,073
Home equity		64,438			39,785			165,421			20,997			67,170			70,517			64,027			1,984			494,339
Agricultural		8,416			71,200			58,042			3,575			14,547			11,129			63,155			4,512			234,576
Commercial and industrial-owner occupied		176,162			173,027			472,646			64,911			91,790			88,710			282,816			123,258			1,473,320
Construction, acquisition and development		99,980			70,508			190,990			28,024			80,339			101,782			134,551			35,284			741,458
Commercial real estate		266,963			311,504			275,601			212,869			93,079			104,034			425,933			156,056			1,846,039
Credit cards		—			—			—			—			—			—			—			111,328			111,328
All other		32,101			59,247			147,163			2,590			48,056			39,404			86,039			137,033			551,633
Total loans	$	858,757		$	1,149,397		$	2,279,055		$	430,455		$	519,699		$	655,543		$	1,810,810		$	1,254,299		$	8,958,015
CAD PORTFOLIO:
Multi-family construction	$	—		$	997		$	167		$	—		$	—		$	4,519		$	2,019		$	—		$	7,702
One-to-four family construction		37,616			13,995			50,717			7,332			11,861			65,188			36,707			870			224,286
Recreation and all other loans		1,575			7,787			12,178			517			4,590			1,165			9,056			—			36,868
Commercial construction		18,471			18,154			34,295			7,228			14,357			5,137			25,630			27,575			150,847
Commercial acquisition and development		12,054			15,666			37,905			5,607			23,404			11,071			21,091			1,359			128,157
Residential acquisition and development		30,264			13,909			55,728			7,340			26,127			14,702			40,048			5,480			193,598
Total CAD loans	$	99,980		$	70,508		$	190,990		$	28,024		$	80,339		$	101,782		$	134,551		$	35,284		$	741,458
NON-PERFORMING LOANS AND LEASES:
Commercial and industrial	$	1,404		$	915		$	987		$	—		$	68		$	95		$	345		$	365		$	4,179
Real estate
Consumer mortgages		1,390			1,525			8,926			778			2,032			3,007			3,804			7,647			29,109
Home equity		746			116			938			127			304			921			539			4			3,695
Agricultural		—			753			107			272			201			—			551			1			1,885
Commercial and industrial-owner occupied		3,828			3,683			8,676			549			1,656			3,871			540			748			23,551
Construction, acquisition and development		4,460			417			4,008			2,055			8,584			1,146			2,574			1,057			24,301
Commercial real estate		3,563			139			2,981			12,112			2,278			4,056			2,586			1,649			29,364
Credit cards		—			—			—			—			—			—			—			1,764			1,764
All other		148			140			1,443			—			47			325			429			26			2,558
Total loans	$	15,539		$	7,688		$	28,066		$	15,893		$	15,170		$	13,421		$	11,368		$	13,261		$	120,406
NON-PERFORMING LOANS AND LEASES AS A PERCENTAGE OF OUTSTANDING:
Commercial and industrial		1.69	%		0.56	%		0.35	%		0.00	%		0.29	%		0.12	%		0.13	%		0.06	%		0.27	%
Real estate
Consumer mortgages		1.09	%		0.59	%		1.30	%		1.27	%		2.01	%		1.89	%		0.78	%		8.41	%		1.47	%
Home equity		1.16	%		0.29	%		0.57	%		0.60	%		0.45	%		1.31	%		0.84	%		0.20	%		0.75	%
Agricultural		0.00	%		1.06	%		0.18	%		7.61	%		1.38	%		0.00	%		0.87	%		0.02	%		0.80	%
Commercial and industrial-owner occupied		2.17	%		2.13	%		1.84	%		0.85	%		1.80	%		4.36	%		0.19	%		0.61	%		1.60	%
Construction, acquisition and development		4.46	%		0.59	%		2.10	%		7.33	%		10.68	%		1.13	%		1.91	%		3.00	%		3.28	%
Commercial real estate		1.33	%		0.04	%		1.08	%		5.69	%		2.45	%		3.90	%		0.61	%		1.06	%		1.59	%
Credit cards		—			—			—			—			—			—			—			1.58	%		1.58	%
All other		0.46	%		0.24	%		0.98	%		0.00	%		0.10	%		0.82	%		0.50	%		0.02	%		0.46	%
Total loans		1.81	%		0.67	%		1.23	%		3.69	%		2.92	%		2.05	%		0.63	%		1.06	%		1.34	%

*Excludes the Greater Memphis Area.

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BXS Announces Fourth Quarter Results

Page 19

January 22, 2014

BancorpSouth, Inc.

Selected Additional Information

(Dollars in thousands)

(Unaudited)

	December 31, 2013
	Alabama and Florida Panhandle		Arkansas*		Mississippi*		Missouri		Greater Memphis Area		Tennessee*		Texas and Louisiana		Other		Total
OTHER REAL ESTATE OWNED:
Commercial and industrial	$	223	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	223
Real estate
Consumer mortgages		1,613		309		1,532		33		132		210		—		108		3,937
Home equity		442		—		—		—		—		—		—		—		442
Agricultural		907		—		216		—		1,084		930		—		—		3,137
Commercial and industrial-owner occupied		33		32		1,002		—		449		25		105		—		1,646
Construction, acquisition and development		15,667		631		11,631		1,059		22,696		5,174		257		158		57,273
Commercial real estate		353		316		569		—		980		—		140		—		2,358
All other		84		1		82		—		28		—		94		33		322
Total loans	$	19,322	$	1,289	$	15,032	$	1,092	$	25,369	$	6,339	$	596	$	299	$	69,338

	Quarter Ended
	Dec-13			Sep-13			Jun-13			Mar-13			Dec-12
OTHER REAL ESTATE OWNED:
Balance, beginning of period	$	76,853		$	88,438		$	96,314		$	103,248		$	128,211
Additions to foreclosed properties
New foreclosed property		7,868			9,536			9,639			2,222			8,451
Reductions in foreclosed properties
Sales		(14,272	)		(19,333	)		(15,641	)		(7,811	)		(27,892	)
Writedowns		(1,111	)		(1,788	)		(1,874	)		(1,345	)		(5,522	)
Balance, end of period	$	69,338		$	76,853		$	88,438		$	96,314		$	103,248
FORECLOSED PROPERTY EXPENSE
Loss (gain) on sale of other real estate owned	$	949		$	352		$	166		$	(200	)	$	4,203
Writedown of other real estate owned		1,111			1,788			1,874			1,345			5,522
Other foreclosed property expense		771			1,158			1,205			1,209			2,266
Total foreclosed property expense	$	2,831		$	3,298		$	3,245		$	2,354		$	11,991

* Excludes the Greater Memphis Area.

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BXS Announces Fourth Quarter Results

Page 20

January 22, 2014

BancorpSouth, Inc.

Noninterest Revenue and Expense

(Dollars in thousands)

(Unaudited)

	Quarter Ended
	Dec-13		Sep-13			Jun-13		Mar-13		Dec-12
NONINTEREST REVENUE:
Mortgage lending	$	9,605	$	5,134		$	17,892	$	12,346	$	17,188
Credit card, debit card and merchant fees		8,324		8,834			8,324		7,523		8,125
Deposit service charges		13,570		13,679			12,824		12,832		13,875
Trust income		3,717		3,332			3,192		3,210		3,391
Securities gains (losses), net		29		(5	)		3		19		152
Insurance commissions		21,397		23,800			25,862		26,641		20,502
Annuity fees		566		719			543		483		418
Brokerage commissions and fees		1,037		2,005			2,068		2,093		1,715
Bank-owned life insurance		2,466		1,954			2,008		1,887		1,899
Other miscellaneous income		4,414		3,062			3,393		4,284		3,636
Total noninterest revenue	$	65,125	$	62,514		$	76,109	$	71,318	$	70,901
NONINTEREST EXPENSE:
Salaries and employee benefits	$	75,466	$	73,532		$	78,284	$	79,414	$	77,203
Occupancy, net of rental income		9,935		10,360			10,577		10,237		10,643
Equipment		4,298		4,555			4,585		4,948		5,309
Deposit insurance assessments		2,687		3,325			2,939		2,804		3,103
Voluntary early retirement expense		—		—			10,850		—		—
Amortization of bond issue cost		12		2,907			38		38		38
Advertising		1,436		1,210			1,169		743		2,045
Foreclosed property expense		2,831		3,298			3,245		2,354		11,991
Telecommunications		1,971		2,227			2,184		2,099		2,168
Public relations		972		1,105			1,175		1,005		1,304
Data processing		2,939		2,772			2,783		2,468		2,714
Computer software		2,197		2,190			2,146		1,963		2,031
Amortization of intangibles		819		686			722		743		857
Legal		2,537		4,626			3,896		9,366		3,133
Postage and shipping		1,133		1,027			1,074		1,135		1,117
Other miscellaneous expense		18,597		15,577			16,584		16,054		19,563
Total noninterest expense	$	127,830	$	129,397		$	142,251	$	135,371	$	143,219
INSURANCE COMMISSIONS:
Property and casualty commissions	$	15,588	$	18,372		$	18,762	$	16,878	$	14,968
Life and health commissions		4,525		4,061			5,093		4,688		4,376
Risk management income		648		628			573		650		581
Other		636		739			1,434		4,425		577
Total insurance commissions	$	21,397	$	23,800		$	25,862	$	26,641	$	20,502

-MORE-

BXS Announces Fourth Quarter Results

Page 21

January 22, 2014

BancorpSouth, Inc.

Selected Additional Information

(Dollars in thousands)

(Unaudited)

	Quarter Ended
	Dec-13			Sep-13			Jun-13			Mar-13			Dec-12
MORTGAGE SERVICING RIGHTS:
Fair value, beginning of period	$	51,025		$	49,001		$	41,478		$	37,882		$	34,562
Additions to mortgage servicing rights:
Originations of servicing assets		1,984			3,826			4,012			4,268			5,146
Changes in fair value:
Due to payoffs/paydowns		(1,240	)		(1,560	)		(1,739	)		(1,705	)		(2,005	)
Due to change in valuation inputs or assumptions used in the valuation model		2,894			(240	)		5,252			1,037			183
Other changes in fair value		(1	)		(2	)		(2	)		(4	)		(4	)
Fair value, end of period	$	54,662		$	51,025		$	49,001		$	41,478		$	37,882
MORTGAGE LENDING REVENUE:
Origination	$	3,590		$	2,862		$	10,471		$	9,187		$	15,131
Servicing		4,361			4,072			3,908			3,827			3,879
MSR payoffs/paydowns		(1,240	)		(1,560	)		(1,739	)		(1,705	)		(2,005	)
MSR valuation adjustment		2,894			(240	)		5,252			1,037			183
Total mortgage lending revenue	$	9,605		$	5,134		$	17,892		$	12,346		$	17,188
Mortgage loans serviced	$	5,577,325		$	5,543,619		$	5,393,580		$	5,236,852		$	5,058,912
MSR/mtg loans serviced		0.98	%		0.92	%		0.91	%		0.79	%		0.75	%
AVAILABLE-FOR-SALE SECURITIES, at fair value
U.S. Government agencies	$	1,458,349		$	1,519,459		$	1,581,570		$	1,517,725		$	1,401,996
Government agency issued residential mortgage-back securities		250,234			268,367			292,586			334,550			366,875
Government agency issued commercial mortgage-back securities		230,912			229,412			227,381			196,459			91,445
Obligations of states and political subdivisions		519,405			528,889			535,337			550,475			565,873
Other		8,089			8,029			8,065			7,967			7,843
Total available-for-sale securities	$	2,466,989		$	2,554,156		$	2,644,939		$	2,607,176		$	2,434,032

-MORE-

BXS Announces Fourth Quarter Results

Page 22

January 22, 2014

BancorpSouth, Inc.

Reconciliation of Non-GAAP Measures

(Dollars in thousands, except per share amounts)

(Unaudited)

Certain financial information included in this press release are determined by methods other than in accordance with GAAP. Management believes such measures are relevant to understanding the capital position and performance of the Company. The non-GAAP financial measures presented in this press release are tangible shareholders’ equity to tangible assets, return on tangible equity, pre-tax pre-provision return on average assets, and tangible book value per share. Additionally, disclosure of these non-GAAP financial measures provides a meaningful base for comparability to other financial institutions. Non-GAAP financial measures are not formally defined by GAAP, and other entities may use calculation methods different than those used by the Company.

Reconciliation of Pre-tax, Pre-provision Earnings:

	Quarter ended
	12/31/2013			9/30/2013			6/30/2013			3/31/2013			12/31/2012
Net income	$	27,698		$	24,857		$	20,755		$	20,805		$	16,980
Plus: Provision for credit losses		—			500			3,000			4,000			6,000
Income tax expense		12,014			8,001			8,316			9,220			5,563
Pre-tax, pre-provision earnings	$	39,712		$	33,358		$	32,071		$	34,025		$	28,543
Reconciliation of Tangible Assets and Tangible Shareholders’ Equity to Total Assets and Total Shareholders’ Equity:
	Quarter ended
	12/31/2013			9/30/2013			6/30/2013			3/31/2013			12/31/2012
Tangible assets
Total assets	$	13,029,733		$	12,916,153		$	13,217,705		$	13,393,135		$	13,397,198
Less: Goodwill		286,800			275,173			275,173			275,173			275,173
Other identifiable intangible assets		26,079			15,179			15,865			16,586			17,329
Total tangible assets	$	12,716,854		$	12,625,801		$	12,926,667		$	13,101,376		$	13,104,696
Tangible shareholders’ equity
Total shareholders’ equity	$	1,513,130		$	1,480,611		$	1,459,793		$	1,465,180		$	1,449,052
Less: Goodwill		286,800			275,173			275,173			275,173			275,173
Other identifiable intangible assets		26,079			15,179			15,865			16,586			17,329
Total tangible shareholders’ equity	$	1,200,251		$	1,190,259		$	1,168,755		$	1,173,421		$	1,156,550
Total average assets	$	12,955,127		$	12,928,505		$	13,146,040		$	13,249,374		$	13,143,193
Total common shares outstanding		95,261,691			95,211,602			95,190,797			95,174,441			94,549,867
Tangible shareholders’ equity to tangible assets*		9.44	%		9.43	%		9.04	%		8.96	%		8.83	%
Return on tangible equity **		9.16	%		8.29	%		7.12	%		7.19	%		5.84	%
Pre-tax pre-provision return on average assets ***		1.22	%		1.02	%		0.98	%		1.04	%		0.86	%
Tangible book value per share****	$	12.60		$	12.50		$	12.28		$	12.33		$	12.23

* Tangible shareholders’ equity to tangible assets is defined by the Company as total shareholders’ equity less goodwill and other identifiable intangible assets, divided by the difference of total assets less goodwill and other identifiable intangible assets.

** Return on tangible equity is defined by the Company as annualized net income divided by tangible shareholders’ equity.

*** Pre-tax pre-provision return on average assets is defined by the Company as annualized pre-tax pre-provision earnings divided by total average assets.

**** Tangible book value per share is defined by the Company as tangible shareholders’ equity divided by total common shares outstanding.

-END-

EX-99.2

BancorpSouth, Inc.

Financial Information

As of December 31, 2013

Exhibit 99.2

Forward Looking Information

2

Certain statements contained in this presentation and the accompanying slides may not be based on historical facts and are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933,

as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.  These forward-looking statements may be identified by reference to a future period or by the use of forward-looking terminology,

such as “anticipate,” “believe,” “estimate,” “expect,” “foresee,” “may,” “might,” “will,” “intend,” “could,” “would” or “plan,” or future or conditional verb tenses, and variations or negatives of such terms. These forward-

looking statements include, without limitation,, statements relating to revenue estimates for the Company’s operations in Houston, Texas following the closing of the transaction with GEM Insurance Agencies, LP and

the potential for expansion of the Company’s business in Houston, the terms and closing of the proposed transactions with Ouachita Bancshares Corp. and Central Community Corp., acceptance by customers of

Ouachita Bancshares Corp. and Central Community Corp. of the Company’s products and services, the opportunities to enhance market share in certain markets and market acceptance of the Company generally in

new markets, the impact of cost-saving initiatives, our ability to improve efficiency, and our use of non-GAAP financial measures.   We caution you not to place undue reliance on the forward-looking statements

contained in this news release in that actual results could differ materially from those indicated in such forward-looking statements because of a variety of factors.  These factors may include, but are not limited to, the

ability to obtain required shareholder and regulatory approvals of the mergers, the ability of the Company, Ouachita Bancshares Corp. and Central Community  Corp. to close the mergers, the ability of the Company to

expand its insurance operations in Houston, conditions in the financial markets and economic conditions generally, the adequacy of the Company’s provision and allowance for credit losses to cover actual credit losses,

the credit risk associated with real estate construction, acquisition and development loans, losses resulting from the significant amount of the Company’s other real estate owned, limitations on the Company’s ability to

declare and pay dividends, the impact of legal or administrative proceedings, the availability of capital on favorable terms if and when needed, liquidity risk, governmental regulation, including the Dodd Frank Act, and

supervision of the Company’s operations, the short-term and long-term impact of changes to banking capital standards on the Company’s regulatory capital and liquidity, the impact of regulations on service charges on

the Company’s core deposit accounts, the susceptibility of the Company’s business to local economic or environmental conditions, the soundness of other financial institutions, changes in interest rates, the impact of

monetary policies and economic factors on the Company’s ability to attract deposits or make loans, volatility in capital and credit markets, reputational risk, the impact of hurricanes or other adverse weather events, any

requirement that the Company write down goodwill or other intangible assets, diversification in the types of financial services the Company offers, the Company’s ability to adapt its products and services to evolving

industry standards and consumer preferences, competition with other financial services companies, risks in connection with completed or potential acquisitions, the Company’s growth strategy, interruptions or breaches

in the Company’s information system security, the failure of certain third party vendors to perform, unfavorable ratings by rating agencies, dilution caused by the Company’s issuance of any additional shares of its

common stock to raise capital or acquire other banks, bank holding companies, financial holding companies and insurance agencies, other factors generally understood to affect the financial results of financial services

companies and other factors detailed from time to time in the Company’s press releases and filings with the Securities and Exchange Commission.  Forward-looking statements speak only as of the date they were

made, and, except as required by law, we do not undertake any obligation to update or revise forward-looking statements to reflect events or circumstances after the date of this presentation. Certain tabular

presentations may not reconcile because of rounding. Unless otherwise noted, any quotes in this presentation can be attributed to company management.

In connection with the proposed merger of Central Community Corporation with and into BancopSouth, BancorpSouth will file a registration statement on Form S-4 with the Securities and Exchange

Commission.  Shareholders of BancorpSouth and Central Community Corporation are encouraged to read the registration statement, including the proxy statement/prospectus that will be a part of the

registration statement, because it will contain important information about the merger, BancorpSouth and Central Community Corporation  After the registration statement is filed with the SEC, the proxy

statement/prospectus and other relevant documents will be available for free on the SEC’s web site (www.sec.gov), and the proxy statement/prospectus will also be made available for free from the

Corporate Secretary of each of BancorpSouth and Central Community Corporation 

In connection with the proposed merger of Ouachita Bancshares Corp. with and into BancorpSouth, BancorpSouth will file a registration statement on Form S-4 with the Securities and Exchange

Commission.  Shareholders of BancorpSouth and Ouachita Bancshares Corp. are encouraged to read the registration statement, including the proxy statement/prospectus that will be a part of the

registration statement, because it will contain important information about the merger, BancorpSouth and Ouachita Bancshares Corp. After the registration statement is filed with the SEC, the proxy

statement/prospectus and other relevant documents will be available for free on the SEC’s web site (www.sec.gov), and the proxy statement/prospectus will also be made available for free from the

Corporate Secretary of each of BancorpSouth and Ouachita Bancshares Corp.

Q4 Highlights

At and for the three months ended December 31, 2013

*Expected to close during the second quarter of 2014.

Net income of $27.7 million, or $0.29 per diluted share

Acquisition of Gem Insurance Agencies, LP (“GEM”)

Expected to produce annual insurance commission revenues of approximately $9 million

Generated net loan growth of $184.9 million, or 8.4% annualized

Net interest margin increased to 3.52% from 3.45% for the third quarter

Expense control focus and efficiency initiatives continue to improve performance

Continued improving credit quality

Subsequent announcements*

Acquisition of Ouachita Bancshares Corp. (Ouachita Independent Bank)

Acquisition of Central Community Corporation (First State Bank Central Texas)

3

Recent Quarterly Results

Dollars in millions, except per share data

4

12/31/13

9/30/13

12/31/12

vs 9/30/13

Net interest revenue

102.4

$      

100.2

$      

100.9

$      

2.2

%

1.5

%

Provision for credit losses

0.0

0.5

6.0

(100.0)

(100.0)

Noninterest revenue

65.1

62.5

70.9

4.2

(8.1)

Noninterest expense

127.8

129.4

143.2

(1.2)

(10.7)

Income before income taxes

39.7

32.9

22.5

20.9

76.2

Income tax provision

12.0

8.0

5.6

50.2

116.0

Net income

27.7

$        

24.9

$        

17.0

$        

11.4

%

63.1

%

Net income per share:  diluted

0.29

$        

0.26

$        

0.18

$        

11.5

%

61.1

%

      Three Months Ended

% Change

vs 12/31/12

Noninterest Revenue

Dollars in thousands

NM –

Not Meaningful

5

12/31/13

9/30/13

12/31/12

vs 9/30/13

Mortgage lending revenue

9,605

5,134

17,188

87.1

(44.1)

Credit card, debit card and merchant fees

8,324

8,834

8,125

(5.8)

2.4

Deposit service charges

13,570

13,679

13,875

(0.8)

(2.2)

Trust income

3,717

3,332

3,391

11.6

9.6

Security gains, net

29

(5)

152

NM

NM

Insurance commissions

21,397

23,800

20,502

(10.1)

4.4

Other

8,483

7,740

7,668

9.6

10.6

        Total noninterest revenue

65,125

$    

62,514

$    

70,901

$    

4.2

%

(8.1)

%

% of total revenue

38.9%

38.4%

41.3%

Three Months Ended

% Change

vs 12/31/12

Mortgage and Insurance Revenue

Dollars in thousands

6

Mortgage Lending Revenue

12/31/13

9/30/13

6/30/13

3/31/13

12/31/12

Origination revenue

3,590

$     

2,862

$     

10,471

$  

9,187

$     

15,131

$  

Servicing revenue

4,361

4,072

3,908

3,827

3,879

MSR payoffs/paydowns

(1,240)

(1,560)

(1,739)

(1,705)

(2,005)

MSR valuation adjustment

2,894

(240)

5,252

1,037

183

Total mortgage lending revenue

9,605

$     

5,134

$     

17,892

$  

12,346

$  

17,188

$  

Production volume

222,282

$

341,854

$

434,966

$

425,882

$

549,392

$

Purchase money production

160,043

$

229,042

$

226,182

$

161,835

$

175,805

$

Margin on total production

1.62%

0.84%

2.41%

2.16%

2.75%

Insurance Commission Revenue

Property and casualty commissions

15,588

$  

18,372

$  

18,762

$  

16,878

$  

14,968

$  

Life and health commissions

4,525

4,061

5,093

4,688

4,376

Risk management income

648

628

573

650

581

Other

636

739

1,434

4,425

577

Total insurance commissions

21,397

$  

23,800

$  

25,862

$  

26,641

$  

20,502

$  

Three Months Ended

Loan Portfolio

Dollars in millions

Net loans and leases

7

As of

12/31/13

9/30/13

12/31/12

Commercial and industrial

1,529

$  

1,504

$  

1,477

$  

6.7

%

3.6

%

Real estate:

Consumer mortgages

1,976

1,931

1,874

9.2

5.5

Home equity

494

490

486

3.2

1.7

Agricultural

235

235

256

0.0

(8.4)

Commercial and industrial-owner occupied

1,473

1,422

1,333

14.3

10.5

Construction, acquisition and development

741

724

736

9.8

0.8

Commercial

1,846

1,795

1,749

11.2

5.6

Credit Cards

111

105

105

23.5

6.1

Other

552

567

622

(10.8)

(11.2)

Total

8,958

$  

8,773

$  

8,637

$  

8.4

%

3.7

%

vs 12/31/12

% Change

vs 9/30/13

Annualized

No provision for credit losses recorded, which represents a decline

from $0.5 million for the third quarter of 2013 and $6.0 million

for the

fourth quarter of 2012

NPLs decreased $23.9 million, or 16.6%, and NPAs declined $31.4

million, or 14.2%

OREO decreased $7.5 million, or 9.8%

52% of non-accrual loans were paying as agreed

Near-term delinquencies modestly increased to $33.8 million

Net charge-offs declined to $0.7 million from $7.6 million for the third

quarter

Credit Quality Highlights

8

At and for the three months ended December 31, 2013

“Paying as agreed” includes loans < 30 days past due with payments occurring at least quarterly

Non-Performing Loans

Dollars in millions

Net loans and leases

9

As of

12/31/13

9/30/13

12/31/12

Commercial and industrial

4.2

$      

6.6

$      

10.2

$    

(37.0)

%

(59.2)

%

Real estate:

Consumer mortgages

29.1

34.2

40.7

(14.8)

(28.5)

Home equity

3.7

3.3

3.5

12.4

5.7

Agricultural

1.9

4.5

8.0

(58.3)

(76.6)

Commercial and industrial-owner occupied

23.6

23.1

28.3

2.1

(16.7)

Construction, acquisition and development

24.3

32.7

72.0

(25.7)

(66.2)

Commercial

29.4

34.8

62.2

(15.6)

(52.8)

Credit Cards

1.8

2.0

2.5

(13.2)

(30.0)

Other

2.6

3.1

6.1

(18.4)

(58.1)

Total

120.4

$  

144.3

$  

233.6

$  

(16.6)

%

(48.4)

%

NPL's to net loans and leases

1.34%

1.65%

2.70%

% Change

vs 9/30/13

vs 12/31/12

NPA Improvement

10

Total NPAs Have Declined Over 40% in the Last 12 Months

$64

$74

$98

$112

$186

$236

$302

$409

$394

$425

$380

$363

$322

$285

$267

$247

$234

$207

$168

$144

$120

$46

$47

$51

$62

$59

$59

$68

$83

$133

$136

$151

$163

$174

$168

$144

$128

$103

$96

$88

$77

$69

$110

$121

$149

$174

$246

$295

$370

$528

$561

$531

$525

$496

$453

$411

$376

$337

$303

$256

$221

$190

$0

$125

$250

$375

$500

$625

4Q 08

1Q 09

2Q 09

3Q 09

4Q 09

1Q 10

2Q 10

3Q 10

4Q 10

1Q 11

2Q 11

3Q 11

4Q 11

1Q 12

2Q 12

3Q 12

4Q 12

1Q 13

2Q 13

3Q 13

4Q 13

NPLs

OREO

Dollars in millions

NPLs consist of nonaccrual loans, loans 90+ days past due and restructured loans

NPAs consist of NPLs and other real estate owned

$492

Net Charge-offs

% Avg. Loans

11

$23

$24

$23

$12

$13

$11

$6

$5

$8

$1

0.0%

0.5%

1.0%

1.5%

2.0%

2.5%

3.0%

3.5%

4.0%

$0

$5

$10

$15

$20

$25

$30

$35

$40

9/30/11

12/31/11

3/31/12

6/30/12

9/30/12

12/31/12

3/31/13

6/30/13

9/30/13

12/31/13

Net charge-offs

Net charge-offs / average loans

Dollars in millions

Net charge-offs for the quarters ended as of the dates shown

Footprint Expansion

12

Source:

SNL

Financial

BancorpSouth (256)

Ouachita* (12)

First State Bank* (31)

*Transactions

expected

to

close

during

the

second

quarter

of

2014

Recent Transaction Announcements

Ouachita Bancshares Corp. (Ouachita Independent Bank)

Assets

-

$650

million;

Loans

-

$475

million;

Deposits

-

$550

million

In-market

expansion

–

enhance

presence

along

I-20

corridor

•

Footprint overlap in Shreveport and Monroe

•

Meaningful cost save opportunities

Low-risk opportunity

•

Similar cultures and operating styles

•

Clean credit quality

Accretive to earnings per share

Central Community Corporation (First State Bank Central Texas)

Assets

-

$1.3

billion;

Loans

-

$550

million;

Deposits

-

$1.1

billion

Footprint

expansion

–

high

growth

Austin,

TX

market

and

other

markets

along

I-35

corridor

•

Austin, TX ranked No. 1 economy in the U.S. based on the economic rankings of The

Business Journals’

On Numbers report

•

Foundation for growth in Texas, both organically and future consolidation opportunities

Similar business models with community and customer focus

Accretive to earnings per share

13

Financial

data

as

of

12/31/13

Ouachita

Bancshares

Corp.

and

Central

Community

Corporation

transactions

expected

to

close

during

the

second

quarter

of

2014

14

Deposit Market Share

Source:

SNL

Financial

Market

BXS Market

Share Rank

6/30/13

Total BXS

Deposits

6/30/13

Percentage

of Total

Company

Deposits

BXS Market

Share 2013

(%)

Ouachita

Bancshares

Corp.

Deposits

6/30/13

Central

Community

Corp.

Deposits

6/30/13

Pro Forma

Deposits

6/30/13

Pro Forma

Percentage of

Total

Company

Deposits

Pro Forma

Market Share

Rank 6/30/13

Pro Forma

Market Share

2013 (%)

Market YoY

Deposit

Growth

2013 (%)

Mississippi

3

5,069,157

$  

46.4%

10.6%

-

$                 

-

$                 

5,069,157

$   

40.7%

3

10.6%

2.6%

Texas

65

826,576

7.6%

0.1%

-

977,625

1,804,201

14.5%

29

0.3%

8.9%

Arkansas

7

1,733,083

15.9%

3.3%

-

-

1,733,083

13.9%

7

3.3%

-0.5%

Louisiana

11

955,359

8.7%

1.0%

533,685

-

1,489,044

12.0%

7

1.6%

5.3%

Tennessee

15

1,184,566

10.8%

1.0%

-

-

1,184,566

9.5%

15

1.0%

0.1%

Alabama

13

824,116

7.5%

1.0%

-

-

824,116

6.6%

13

1.0%

1.8%

Missouri

66

317,286

2.9%

0.2%

-

-

317,286

2.6%

66

0.2%

6.2%

Florida

246

19,351

0.2%

0.0%

-

-

19,351

0.2%

246

0.0%

4.1%

Total

10,929,494

$ 

100.0%

533,685

$      

977,625

$     

12,440,804

$ 

100.0%

6/30/13 Deposit Market Share ($ in thousands)

Note:

Deposit

data

as

of

6/30/13

Ouachita

Bancshares

Corp.

and

Central

Community

Corporation

transactions

expected

to

close

during

the

second

quarter

of

2014

Summary

Meaningful progress during 2013

Profitability improvement

Loan growth following three years of contraction

Progress towards improving efficiency

Credit quality continues to improve

Current team focus

Lenders continue to bring quality deals into the loan pipeline

Insurance is growing, both through winning new business and the GEM acquisition

Mortgage group attracting and retaining key producers

Other lines of business continue to grow and improve performance

Operations

and

support

areas

preparing

for

integration

of

recent

bank

deals

Goals for 2014

More

of

the

same

–

growth

and

efficiency

Q&A

15