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): April 22, 2014 (April 21, 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):

x 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 April 21, 2014 BancorpSouth, Inc. (the “Company”) issued a press release announcing its financial results for the first quarter ended March 31, 2014. 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 April 22, 2014 to discuss its financial results for the first quarter ended March 31, 2014. 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 8 – Other Events

Item 8.01. Other Events.

To the extent required, the information set forth in Item 2.02 and Exhibit 99.1 is incorporated herein by reference.

Section 9 – Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit 99.1	Press release issued on April 21, 2014 by BancorpSouth, Inc.
Exhibit 99.2	Presentation for conference call to be conducted by BancorpSouth, Inc. on April 22, 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: April 22, 2014

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release issued on April 21, 2014 by BancorpSouth, Inc.
99.2	Presentation for conference call to be conducted by BancorpSouth, Inc. on April 22, 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 First Quarter 2014 Earnings of

$28.4 Million or $0.30 per Diluted Share

TUPELO, Miss., April 21, 2014/PRNewswire — BancorpSouth, Inc. (NYSE: BXS) today announced financial results for the quarter ended March 31, 2014.

Highlights for the first quarter of 2014 included:

• Net income of $28.4 million or $0.30 per diluted share.

• Announced the signing of definitive merger agreements with Ouachita Bancshares Corp., parent company of Ouachita Independent Bank (collectively referred to as “OIB”), headquartered in Monroe, Louisiana, and Central Community Corporation, parent company of First State Bank Central Texas (collectively referred to as “First State Bank”), headquartered in Temple, Texas.

• Generated net loan growth of $110.4 million, or 5.0 percent annualized, which represents the fourth consecutive quarter of net loan growth.

• Reported deposit growth of $38.0 million, or 1.4 percent annualized.

• Produced $31.6 million of insurance commission revenue, which represents the highest level of quarterly insurance commission revenue in the Company’s history.

• Continued progress toward reducing non-interest expenses.

• Net interest margin remained stable at 3.54 percent compared with 3.52 percent for the fourth quarter of 2013.

• Non-performing loans and leases (“NPLs”) declined $27.2 million, or 22.5 percent, compared to the fourth quarter of 2013, while non-performing assets (“NPAs”) decreased $32.9 million, or 17.3 percent, over the same period.

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

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The Company reported net income of $28.4 million, or $0.30 per diluted share, for the first quarter of 2014 compared with net income of $20.8 million, or $0.22 per diluted share, for the first quarter of 2013 and net income of $27.7 million, or $0.29 per diluted share, for the fourth quarter of 2013.

“Our financial results continue to benefit from the daily efforts of our people to grow our Company and to improve operating performance,” remarked Dan Rollins, Chief Executive Officer. “Our insurance team generated $31.6 million of commission revenue, including $3.1 million contributed by the GEM agency team in Houston, which was acquired near the end of 2013. Even without the incremental GEM agency revenue, this is the largest quarterly amount of insurance commission revenue generated in our Company’s history. This speaks to the success of our legacy team to continue to win new business. Our results also reflect continued positive momentum with our lending efforts. We are pleased to report loan growth for the quarter of just over $110 million, or 5 percent on an annualized basis. Net loan growth, combined with the benefit from the re-pricing of high cost time deposits, allowed us to continue to maintain our net interest margin at a relatively stable level.”

“We are also excited about the opportunities presented by the two bank transactions that we announced during the quarter,” commented Rollins. “OIB is a bank we have a tremendous amount of respect for in a market we already serve. We expect to gain synergies from the footprint overlap in Monroe and Shreveport while adding a very skilled lending team that will help us grow. First State Bank presents an opportunity to expand our footprint into Central Texas, which is a high growth market we have not previously served. We believe both of these transactions will allow us to better leverage our existing back office and support structure.”

Earnings for the quarter reflect no recorded provision for credit losses, which is consistent with no recorded provision for the fourth quarter of 2013 and a decline from $4.0 million for the first quarter of 2013. NPLs declined $27.2 million, or 22.5 percent, during the first quarter of 2014 to $93.3 million at March 31, 2014 compared with $120.4 million at December 31, 2013 and declined $113.8 million, or 55.0 percent, from $207.0 million at March 31, 2013. In addition, total NPAs declined $32.9 million, or 17.3 percent, to $156.9 million at March 31, 2014 compared with $189.7 million at December 31, 2013 and declined $146.5 million, or 48.3 percent, from $303.3 million at March 31, 2013. Net charge-offs were $3.5 million for the first quarter of 2014 compared with $0.7 million for the fourth quarter of 2013 and $5.9 million for the first quarter of 2013.

Net Interest Revenue

Net interest revenue was $101.5 million for the first quarter of 2014, an increase of 3.5 percent from $98.1 million for the first quarter of 2013 and a decrease of 0.9 percent from $102.4 million for the fourth quarter of 2013. The fully taxable equivalent net interest margin was 3.54 percent for the first quarter of 2014 compared to 3.37 percent for the first quarter of 2013 and 3.52 percent for the fourth quarter of 2013. Yields on loans and leases declined to 4.48 percent for the first quarter of 2014 compared with 4.70 percent for the first quarter of 2013 and 4.52 percent for the fourth quarter of 2013, while yields on total interest earning assets were relatively flat at 3.85 percent for the first quarter of 2014 compared with 3.87 percent for the first quarter of 2013 and

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3.86 percent for the fourth quarter of 2013. The average cost of deposits declined to 0.31 percent for the first quarter of 2014 from 0.43 percent for the first quarter of 2013 and 0.34 percent for the fourth quarter of 2013.

Asset, Deposit and Loan Activity

Total assets were $13.1 billion at March 31, 2014 compared with $13.4 billion at March 31, 2013. Total deposits were $10.8 billion at March 31, 2014 compared with $11.2 billion at March 31, 2013. Loans and leases, net of unearned income, were $9.1 billion at March 31, 2014 compared with $8.6 billion at March 31, 2013.

The decrease in time deposits of $323.1 million, or 12.8 percent, at March 31, 2014 compared to March 31, 2013 was partially offset by growth in noninterest bearing demand deposits, which increased $142.2 million, or 5.5 percent, over the same period. Additionally, savings deposits increased $84.6 million, or 7.0 percent, while interest bearing demand deposits declined $256.8 million, or 5.3 percent, over the same period. As of March 31, 2014, $763.4 million of time deposits were scheduled to mature during the following two quarters at a weighted average rate of 0.53 percent.

Provision for Credit Losses and Allowance for Credit Losses

For the first quarter of 2014, no provision for credit losses was recorded, compared with $4.0 million for the first quarter of 2013 and no provision for the fourth quarter of 2013. Net charge-offs for the first quarter of 2014 were $3.5 million, compared with $5.9 million for the first quarter of 2013 and $0.7 million for the fourth quarter of 2013. Recoveries of previously charged-off loans were $4.5 million for the first quarter of 2014, compared with $3.9 million for the first quarter of 2013 and $7.6 million for the fourth quarter of 2013. Annualized net charge-offs were 0.16 percent of average loans and leases for the first quarter of 2014, compared with 0.27 percent for the first quarter of 2013 and 0.03 percent for the fourth quarter of 2013.

NPLs were $93.3 million, or 1.03 percent of net loans and leases, at March 31, 2014, compared with $207.0 million, or 2.41 percent of net loans and leases, at March 31, 2013, and $120.4 million, or 1.34 percent of net loans and leases, at December 31, 2013. The allowance for credit losses was $149.7 million, or 1.65 percent of net loans and leases, at March 31, 2014 compared with $162.6 million, or 1.89 percent of net loans and leases, at March 31, 2013 and $153.2 million, or 1.71 percent of net loans and leases, at December 31, 2013.

NPLs at March 31, 2014 consisted primarily of $77.5 million of nonaccrual loans, compared with $92.2 million of nonaccrual loans at December 31, 2013. Payments received on nonaccrual loans during the first quarter of 2014 totaled $23.2 million, compared with payments received on such loans of $25.3 million during the fourth quarter of 2013. NPLs at March 31, 2014 also included $1.9 million of loans 90 days or more past due and still accruing, compared with $1.2 million of such loans at December 31, 2013, and included restructured loans still accruing of $13.8 million at March 31, 2014, compared with $27.0 million of such loans at December 31, 2013. Early stage past due loans, representing loans 30-89 days past due, totaled $28.3 million at March 31, 2014 compared to $33.8 million at December 31, 2013.

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Included in nonaccrual loans at March 31, 2014 were $44.2 million of loans, or 57.0 percent of total nonaccrual loans, that were paying as agreed, compared with $48.1 million, or 52.2 percent of total nonaccrual loans, at December 31, 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.

Other real estate owned (“OREO”) decreased $5.7 million to $63.6 million during the first quarter of 2014 from $69.3 million at December 31, 2013. This net decrease reflected $4.9 million of OREO added through foreclosure, offset by sales of OREO of $8.8 million. Write-downs in the value of existing properties were $1.8 million for the first quarter of 2014 compared to $1.1 million for the fourth quarter of 2013. Sales of OREO during the first quarter of 2014 resulted in a net loss of $0.5 million compared to a net loss of $0.9 million for the fourth quarter of 2013. At March 31, 2014, OREO was carried at 44.5 percent of the aggregate loan balances at the time of foreclosure, compared with 43.6 percent at December 31, 2013.

Noninterest Revenue

Noninterest revenue was $66.5 million for the first quarter of 2014, compared with $71.3 million for the first quarter of 2013 and $65.1 million for the fourth quarter of 2013. These results included a negative mortgage servicing rights (“MSR”) valuation adjustment of $1.5 million for the first quarter of 2014 compared with a positive MSR valuation adjustment of $1.0 million for the first quarter of 2013 and a positive MSR valuation adjustment of $2.9 million for the fourth quarter of 2013.

Excluding the MSR valuation adjustments, net mortgage lending revenue was $4.9 million for the first quarter of 2014, compared with $11.3 million for the first quarter of 2013 and $6.7 million for the fourth quarter of 2013. Mortgage origination volume for the first quarter of 2014 was $197.1 million, compared with $425.9 million for the first quarter of 2013 and $222.3 million for the fourth quarter of 2013.

Credit and debit card fee revenue was $7.8 million for the first quarter of 2014, compared with $7.5 million for the first quarter of 2013 and $8.3 million for the fourth quarter of 2013. Deposit service charge revenue was $12.5 million for the first quarter of 2014, compared with $12.8 million for the first quarter of 2013 and $13.6 million for the fourth quarter of 2013. Insurance commission revenue was $31.6 million for the first quarter of 2014, compared with $26.6 million for the first quarter of 2013 and $21.4 million for the fourth quarter of 2013.

Noninterest Expense

Noninterest expense for the first quarter of 2014 was $126.7 million, compared with $135.4 million for the first quarter of 2013 and $127.8 million for the fourth quarter of 2013. Salaries and employee benefits expense was $78.9 million for the first quarter of 2014 compared to $79.4

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million for the first quarter of 2013 and $75.5 million for the fourth quarter of 2013. Foreclosed property expense was $2.6 million for the first quarter of 2014 compared with $2.4 million for the first quarter of 2013 and $2.8 million for the fourth quarter of 2013. Deposit insurance assessments were $1.6 million for the first quarter of 2014 compared to $2.8 million for the first quarter of 2013 and $2.7 million for the fourth quarter of 2013. Additionally, noninterest expense for the first quarter of 2014 included $0.6 million of merger related expenses. Noninterest expense for the first quarter of 2013 included a pre-tax charge of $6.8 million to increase the litigation accrual related to probable losses associated with various legal proceedings.

Capital Management

BancorpSouth is a “well capitalized” financial holding company, as defined by federal regulations, with Tier 1 risk-based capital of 13.18 percent at March 31, 2014 and total risk based capital of 14.44 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 11.83 percent at March 31, 2014, compared with 10.94 percent at March 31, 2013 and 11.61 percent at December 31, 2013. The ratio of tangible shareholders’ equity to tangible assets was 9.69 percent at March 31, 2014, compared with 8.96 percent at March 31, 2013 and 9.44 percent at December 31, 2013.

Recent Transaction Announcements

On December 18, 2013, BancorpSouth Insurance Services, Inc. acquired the assets of Houston, Texas based GEM Insurance Agencies, LP (“GEM”). 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 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, 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 Board of Directors of each company and was approved by OIB shareholders on April 8, 2014. The transaction is expected to close shortly after receiving all required regulatory approvals.

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On January 21, 2014, 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, 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 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 Board of Directors of each company. The transaction is subject to certain conditions, including the approval by Central Community Corporation’s shareholders and receipt of all required regulatory approvals.

On April 9, 2014, BancorpSouth Insurance Services, Inc. announced the acquisition of the assets of Lafayette, Louisiana based Knox Insurance Group, LLC. Knox was formed in 1972 and currently produces annual revenues of approximately $3 million. Knox will continue to operate under current leadership in its current location in Lafayette.

Summary

Rollins concluded, “We believe that the financial results for the first quarter and the transaction announcements that we have made reflect progress towards the goals that have been communicated. We were able to reduce total non-interest expense for the third consecutive quarter, despite seasonally high personnel-related costs as well as the addition of the GEM team at the end of 2013. With that said, we still have a lot of work to do to improve our legacy core expense base. Our lending group produced net loan growth for the fourth consecutive quarter and our insurance team reported record performance. Additionally, we anticipate that the recent transactions that have been announced, both the bank and the insurance businesses, will provide us with additional resources to achieve our growth goals while also allowing us to better leverage our current operating structure.”

Conference Call

BancorpSouth will conduct a conference call to discuss its first quarter 2014 results on April 22, 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 $13.1 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.

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In connection with the proposed merger of Ouachita Bancshares Corp. with and into BancorpSouth, BancorpSouth has filed 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 is a part of the registration statement, because it contains important information about the merger, BancorpSouth and Ouachita Bancshares Corp. The proxy statement/prospectus and other relevant documents are available for free on the SEC’s web site (www.sec.gov), and the proxy statement/prospectus is available for free from the Corporate Secretary of each of BancorpSouth and Ouachita Bancshares Corp.

In connection with the proposed merger of Central Community Corporation with and into BancorpSouth, BancorpSouth has filed 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 is a part of the registration statement, because contains important information about the merger, BancorpSouth and Central Community Corporation The proxy statement/prospectus and other relevant documents are available for free on the SEC’s web site (www.sec.gov), and the proxy statement/prospectus is 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 non-accrual loans, revenue estimates for the Company’s operations in Houston, Texas following the closing of the transaction with GEM, 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 retention of key personnel, Knox’s continued operations, 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 regulatory approval for the OIB merger and shareholder and regulatory approvals for the First State Bank merger, the ability of the Company, Ouachita Bancshares Corp. and Central Community Corp. to close the mergers, the ability of the Company to retain key personnel after the pending mergers and the Knox acquisition, 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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BancorpSouth, Inc.

Selected Financial Information

(Dollars in thousands, except per share data)

(Unaudited)

	Quarter Ended 3/31/2014			Quarter Ended 12/31/2013			Quarter Ended 9/30/2013			Quarter Ended 6/30/2013			Quarter Ended 3/31/2013
Earnings Summary:
Interest revenue	$	110,599		$	112,510		$	111,961		$	112,009		$	113,027
Interest expense		9,076			10,093			11,720			13,796			14,949
Net interest revenue		101,523			102,417			100,241			98,213			98,078
Provision for credit losses		—			—			500			3,000			4,000
Net interest revenue, after provision for credit losses		101,523			102,417			99,741			95,213			94,078
Noninterest revenue		66,517			65,125			62,514			76,109			71,318
Noninterest expense		126,707			127,830			129,397			142,251			135,371
Income before income taxes		41,333			39,712			32,858			29,071			30,025
Income tax expense		12,889			12,014			8,001			8,316			9,220
Net income	$	28,444		$	27,698		$	24,857		$	20,755		$	20,805
Balance Sheet - Period End Balances
Total assets	$	13,143,555		$	13,029,733		$	12,916,153		$	13,217,705		$	13,393,135
Total earning assets		11,948,897			11,814,060			11,765,785			11,961,836			12,263,743
Total securities		2,426,758			2,466,989			2,554,156			2,644,939			2,607,176
Loans and leases, net of unearned income		9,068,376			8,958,015			8,773,115			8,678,714			8,581,538
Allowance for credit losses		149,704			153,236			153,974			161,047			162,601
Total deposits		10,811,790			10,773,836			10,717,946			10,961,618			11,164,926
Long-term debt		85,835			81,714			83,500			33,500			33,500
Total shareholders’ equity		1,554,676			1,513,130			1,480,611			1,459,793			1,465,180
Balance Sheet - Average Balances
Total assets	$	13,087,128		$	12,955,127		$	12,928,505		$	13,146,040		$	13,249,374
Total earning assets		11,958,836			11,869,072			11,846,790			12,060,189			12,154,624
Total securities		2,452,178			2,511,888			2,598,786			2,616,274			2,520,414
Loans and leases, net of unearned income		9,022,155			8,830,917			8,682,966			8,588,673			8,580,329
Total deposits		10,825,308			10,739,352			10,745,945			10,938,489			11,090,989
Long-term debt		87,767			81,714			62,848			33,500			33,500
Total shareholders’ equity		1,537,897			1,501,928			1,474,047			1,475,211			1,462,140
Nonperforming Assets:
Non-accrual loans and leases	$	77,531		$	92,173		$	121,353		$	149,542		$	188,190
Loans and leases 90+ days past due, still accruing		1,949			1,226			1,479			1,440			1,125
Restructured loans and leases, still accruing		13,776			27,007			21,502			16,953			17,702
Non-performing loans (NPLs)		93,256			120,406			144,334			167,935			207,017
Other real estate owned		63,595			69,338			76,853			88,438			96,314
Non-performing assets (NPAs)	$	156,851		$	189,744		$	221,187		$	256,373		$	303,331
Financial Ratios and Other Data:
Return on average assets		0.88	%		0.85	%		0.76	%		0.63	%		0.64	%
Return on average shareholders’ equity		7.50	%		7.32	%		6.69	%		5.64	%		5.77	%
Return on tangible equity		9.28	%		9.16	%		8.29	%		7.12	%		7.19	%
Pre-tax pre-provision return on average assets		1.28	%		1.22	%		1.02	%		0.98	%		1.04	%
Non-interest income to average assets		2.06	%		1.99	%		1.92	%		2.32	%		2.18	%
Non-interest expense to average assets		3.93	%		3.91	%		3.97	%		4.34	%		4.14	%
Net interest margin-fully taxable equivalent		3.54	%		3.52	%		3.45	%		3.36	%		3.37	%
Net interest rate spread		3.43	%		3.39	%		3.32	%		3.21	%		3.21	%
Efficiency ratio (tax equivalent)		74.16	%		75.00	%		78.11	%		80.25	%		78.55	%
Loan/deposit ratio		83.87	%		83.15	%		81.85	%		79.17	%		76.86	%
Price to earnings mult (avg)		23.33			25.68			22.66			20.34			18.74
Market value to book value		154.13	%		160.04	%		128.22	%		115.42	%		105.88	%
Market value to book value (avg)		150.43	%		143.60	%		126.22	%		107.59	%		98.61	%
Market value to tangible book value		192.80	%		201.75	%		159.52	%		144.16	%		132.21	%
Market value to tangible book value (avg)		188.17	%		181.04	%		157.02	%		134.39	%		123.12	%
Headcount FTE		3,981			4,005			3,994			4,077			4,229

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BXS Announces First Quarter Results

Page 9

April 21, 2014

BancorpSouth, Inc.

Selected Financial Information

(Dollars in thousands, except per share data)

(Unaudited)

	Quarter Ended 3/31/2014			Quarter Ended 12/31/2013			Quarter Ended 9/30/2013			Quarter Ended 6/30/2013			Quarter Ended 3/31/2013
Credit Quality Ratios:
Net charge-offs to average loans and leases (annualized)		0.16	%		0.03	%		0.35	%		0.21	%		0.27	%
Provision for credit losses to average loans and leases (annualized)		0.00	%		0.00	%		0.02	%		0.14	%		0.19	%
Allowance for credit losses to net loans and leases		1.65	%		1.71	%		1.76	%		1.86	%		1.89	%
Allowance for credit losses to non-performing loans and leases		160.53	%		127.27	%		106.68	%		95.90	%		78.54	%
Allowance for credit losses to non-performing assets		95.44	%		80.76	%		69.61	%		62.82	%		53.61	%
Non-performing loans and leases to net loans and leases		1.03	%		1.34	%		1.65	%		1.94	%		2.41	%
Non-performing assets to net loans and leases		1.73	%		2.12	%		2.52	%		2.95	%		3.53	%
Equity Ratios:
Total shareholders’ equity to total assets		11.83	%		11.61	%		11.46	%		11.04	%		10.94	%
Tangible shareholders’ equity to tangible assets		9.69	%		9.44	%		9.43	%		9.04	%		8.96	%
Capital Adequacy:
Tier 1 capital		13.18	%		12.99	%		13.25	%		14.21	%		14.06	%
Total capital		14.44	%		14.25	%		14.50	%		15.47	%		15.31	%
Tier 1 leverage capital		10.04	%		9.93	%		9.93	%		10.58	%		10.33	%
Estimated for current quarter
Common Share Data:
Basic earnings per share	$	0.30		$	0.29		$	0.26		$	0.22		$	0.22
Diluted earnings per share		0.30			0.29			0.26			0.22			0.22
Cash dividends per share		0.05			0.05			0.05			0.01			0.01
Book value per share		16.19			15.89			15.55			15.34			15.39
Tangible book value per share		12.95			12.60			12.50			12.28			12.33
Market value per share (last)		24.96			25.42			19.94			17.70			16.30
Market value per share (high)		26.24			25.54			20.77			18.06			16.52
Market value per share (low)		22.46			19.64			17.76			14.72			14.14
Market value per share (avg)		24.36			22.81			19.63			16.50			15.18
Dividend payout ratio		16.80	%		17.19	%		19.15	%		4.59	%		4.55	%
Total shares outstanding		96,004,679			95,231,691			95,211,602			95,190,797			95,174,441
Average shares outstanding - basic		95,629,890			95,217,203			95,201,238			95,177,167			94,595,897
Average shares outstanding - diluted		95,952,611			95,644,383			95,519,318			95,405,965			94,756,356
Yield/Rate:
(Taxable equivalent basis)
Loans, loans held for sale, and leases net of unearned income		4.48	%		4.52	%		4.55	%		4.62	%		4.70	%
Available-for-sale securities:
Taxable		1.50	%		1.51	%		1.50	%		1.55	%		1.70	%
Tax-exempt		5.58	%		5.52	%		5.61	%		5.47	%		5.53	%
Short-term investments		0.25	%		0.25	%		0.25	%		0.25	%		0.25	%
Total interest earning assets and revenue		3.85	%		3.86	%		3.85	%		3.82	%		3.87	%
Deposits:		0.31	%		0.34	%		0.36	%		0.39	%		0.43	%
Demand - interest bearing		0.17	%		0.18	%		0.18	%		0.21	%		0.26	%
Savings		0.13	%		0.13	%		0.12	%		0.14	%		0.18	%
Other time		1.06	%		1.13	%		1.18	%		1.23	%		1.27	%
Short-term borrowings		0.07	%		0.07	%		0.07	%		0.07	%		0.07	%
Total int bearing dep & s/t borrowings		0.30	%		0.30	%		0.35	%		0.37	%		0.42	%
Junior subordinated debt		2.86	%		2.96	%		6.57	%		7.16	%		7.23	%
Long-term debt		2.91	%		2.94	%		3.19	%		4.18	%		4.21	%
Total interest bearing liabilities and expense		0.42	%		0.46	%		0.53	%		0.61	%		0.66	%
Interest bearing liabilities to interest earning assets		73.51	%		72.91	%		74.15	%		74.70	%		75.54	%
Net interest tax equivalent adjustment	$	2,823		$	2,893		$	2,905		$	2,931		$	2,939

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BXS Announces First Quarter Results

Page 10

April 21, 2014

BancorpSouth, Inc.

Consolidated Balance Sheets

(Unaudited)

	Mar-14			Dec-13			Sep-13			Jun-13			Mar-13
	(Dollars in thousands)
Assets
Cash and due from banks	$	199,214		$	208,961		$	199,464		$	268,647		$	147,947
Interest bearing deposits with other banks		390,896			319,462			361,401			526,608			969,506
Available-for-sale securities, at fair value		2,426,758			2,466,989			2,554,156			2,644,939			2,607,176
Loans and leases		9,103,850			8,993,888			8,806,392			8,711,023			8,614,791
Less: Unearned income		35,474			35,873			33,277			32,309			33,253
Allowance for credit losses		149,704			153,236			153,974			161,047			162,601
Net loans and leases		8,918,672			8,804,779			8,619,141			8,517,667			8,418,937
Loans held for sale		62,867			69,593			77,114			111,574			105,523
Premises and equipment, net		314,367			315,260			314,441			313,079			313,980
Accrued interest receivable		42,666			42,150			43,034			41,425			44,696
Goodwill		286,800			286,800			275,173			275,173			275,173
Other identifiable intangibles		25,021			26,079			15,179			15,865			16,586
Bank owned life insurance		240,077			239,434			236,969			235,015			233,007
Other real estate owned		63,595			69,338			76,853			88,438			96,314
Other assets		172,622			180,888			143,228			179,275			164,290
Total Assets	$	13,143,555		$	13,029,733		$	12,916,153		$	13,217,705		$	13,393,135
Liabilities
Deposits:
Demand: Noninterest bearing	$	2,725,042		$	2,644,592		$	2,597,762		$	2,610,768		$	2,582,859
Interest bearing		4,583,481			4,582,450			4,493,359			4,667,041			4,840,330
Savings		1,297,344			1,234,130			1,220,227			1,210,497			1,212,736
Other time		2,205,923			2,312,664			2,406,598			2,473,312			2,529,001
Total deposits		10,811,790			10,773,836			10,717,946			10,961,618			11,164,926
Federal funds purchased and securities sold under agreement to repurchase		456,303			421,028			418,623			382,871			353,742
Accrued interest payable		4,050			4,836			5,156			5,230			5,519
Junior subordinated debt securities		23,198			31,446			31,446			160,312			160,312
Long-term debt		85,835			81,714			83,500			33,500			33,500
Other liabilities		207,703			203,743			178,871			214,381			209,956
Total Liabilities		11,588,879			11,516,603			11,435,542			11,757,912			11,927,955
Shareholders’ Equity
Common stock		240,012			238,079			238,029			237,976			237,936
Capital surplus		320,969			312,900			312,798			312,074			311,091
Accumulated other comprehensive loss		(22,060	)		(29,959	)		(39,389	)		(39,333	)		(13,120	)
Retained earnings		1,015,755			992,110			969,173			949,076			929,273
Total Shareholders’ Equity		1,554,676			1,513,130			1,480,611			1,459,793			1,465,180
Total Liabilities & Shareholders’ Equity	$	13,143,555		$	13,029,733		$	12,916,153		$	13,217,705		$	13,393,135

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BXS Announces First Quarter Results

Page 11

April 21, 2014

BancorpSouth, Inc.

Consolidated Average Balance Sheets

(Unaudited)

	Mar-14			Dec-13			Sep-13			Jun-13			Mar-13
	(Dollars in thousands)
Assets
Cash and due from banks	$	168,056		$	163,948		$	163,322		$	160,615		$	169,259
Interest bearing deposits with other banks		449,207			471,695			487,075			765,729			963,600
Available-for-sale securities, at fair value		2,452,178			2,511,888			2,598,786			2,616,274			2,520,414
Loans and leases		9,058,081			8,864,983			8,715,894			8,621,849			8,615,503
Less: Unearned income		35,926			34,066			32,928			33,176			35,174
Allowance for credit losses		153,615			153,443			160,609			163,252			166,210
Net loans and leases		8,868,540			8,677,474			8,522,357			8,425,421			8,414,119
Loans held for sale		35,297			54,572			77,964			89,513			90,281
Premises and equipment, net		315,804			315,174			312,724			313,147			316,672
Accrued interest receivable		39,336			39,665			39,354			39,317			40,806
Goodwill		286,800			279,091			275,173			275,173			275,173
Other identifiable intangibles		25,420			18,658			15,446			16,142			16,876
Bank owned life insurance		239,969			237,657			235,708			233,670			231,814
Other real estate owned		69,086			77,211			86,545			91,505			97,336
Other assets		137,435			108,094			114,051			119,534			113,024
Total Assets	$	13,087,128		$	12,955,127		$	12,928,505		$	13,146,040		$	13,249,374
Liabilities
Deposits:
Demand: Noninterest bearing	$	2,647,376		$	2,667,667		$	2,551,812		$	2,522,577		$	2,463,436
Interest bearing		4,657,785			4,484,269			4,530,219			4,707,277			4,891,412
Savings		1,260,838			1,224,588			1,216,599			1,208,454			1,173,603
Other time		2,259,309			2,362,828			2,447,315			2,500,181			2,562,538
Total deposits		10,825,308			10,739,352			10,745,945			10,938,489			11,090,989
Federal funds purchased and securities sold under agreement to repurchase		458,436			469,245			441,807			399,789			360,178
Accrued interest payable		4,400			5,051			5,391			5,481			7,026
Junior subordinated debt securities		23,748			31,446			86,074			160,312			160,312
Long-term debt		87,767			81,714			62,848			33,500			33,500
Other liabilities		149,572			126,391			112,393			133,258			135,229
Total Liabilities		11,549,231			11,453,199			11,454,458			11,670,829			11,787,234
Shareholders’ Equity
Common stock		238,853			238,038			237,997			237,956			236,922
Capital surplus		314,117			312,835			312,349			311,480			311,603
Accumulated other comprehensive loss		(23,644	)		(32,267	)		(43,695	)		(15,277	)		(10,313	)
Retained earnings		1,008,571			983,322			967,396			941,052			923,928
Total Shareholders’ Equity		1,537,897			1,501,928			1,474,047			1,475,211			1,462,140
Total Liabilities & Shareholders’ Equity	$	13,087,128		$	12,955,127		$	12,928,505		$	13,146,040		$	13,249,374

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BXS Announces First Quarter Results

Page 12

April 21, 2014

BancorpSouth, Inc.

Consolidated Condensed Statements of Income

(Dollars in thousands, except per share data)

(Unaudited)

	Quarter Ended
	Mar-14			Dec-13		Sep-13			Jun-13		Mar-13
INTEREST REVENUE:
Loans and leases	$	98,744		$	99,989	$	98,836		$	98,524	$	99,092
Deposits with other banks		276			299		310			483		602
Available-for-sale securities:
Taxable		7,547			7,963		8,218			8,405		8,700
Tax-exempt		3,715			3,810		3,866			3,911		3,960
Loans held for sale		317			449		731			686		673
Total interest revenue		110,599			112,510		111,961			112,009		113,027
INTEREST EXPENSE:
Interest bearing demand		1,920			2,036		2,061			2,423		3,125
Savings		391			387		383			422		513
Other time		5,890			6,746		7,271			7,671		8,041
Federal funds purchased and securities sold under agreement to repurchase		78			84		80			70		63
Long-term debt		629			605		501			349		348
Junior subordinated debt		168			235		1,424			2,860		2,857
Other		—			—		—			1		2
Total interest expense		9,076			10,093		11,720			13,796		14,949
Net interest revenue		101,523			102,417		100,241			98,213		98,078
Provision for credit losses		—			—		500			3,000		4,000
Net interest revenue, after provision for credit losses		101,523			102,417		99,741			95,213		94,078
NONINTEREST REVENUE:
Mortgage lending		3,394			9,605		5,134			17,892		12,346
Credit card, debit card and merchant fees		7,843			8,324		8,834			8,324		7,523
Deposit service charges		12,536			13,570		13,679			12,824		12,832
Trust income		3,568			3,717		3,332			3,192		3,210
Security gains (losses), net		(4	)		29		(5	)		3		19
Insurance commissions		31,599			21,397		23,800			25,862		26,641
Other		7,581			8,483		7,740			8,012		8,747
Total noninterest revenue		66,517			65,125		62,514			76,109		71,318
NONINTEREST EXPENSE:
Salaries and employee benefits		78,883			75,466		73,532			78,284		79,414
Occupancy, net of rental income		10,287			9,935		10,360			10,577		10,237
Equipment		4,499			4,298		4,555			4,585		4,948
Deposit insurance assessments		1,600			2,687		3,325			2,939		2,804
Voluntary early retirement expense		—			—		—			10,850		—
Write-off and amortization of bond issue cost		12			12		2,907			38		38
Other		31,426			35,432		34,718			34,978		37,930
Total noninterest expenses		126,707			127,830		129,397			142,251		135,371
Income before income taxes		41,333			39,712		32,858			29,071		30,025
Income tax expense		12,889			12,014		8,001			8,316		9,220
Net income	$	28,444		$	27,698	$	24,857		$	20,755	$	20,805
Net income per share: Basic	$	0.30		$	0.29	$	0.26		$	0.22	$	0.22
Diluted	$	0.30		$	0.29	$	0.26		$	0.22	$	0.22

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BXS Announces First Quarter Results

Page 13

April 21, 2014

BancorpSouth, Inc.

Selected Loan Data

(Dollars in thousands)

(Unaudited)

	Quarter Ended
	Mar-14			Dec-13			Sep-13			Jun-13			Mar-13
LOAN AND LEASE PORTFOLIO:
Commercial and industrial	$	1,581,251		$	1,529,249		$	1,503,809		$	1,552,762		$	1,480,916
Real estate
Consumer mortgages		2,047,001			1,976,073			1,931,171			1,880,338			1,871,312
Home equity		498,283			494,339			490,361			482,068			482,398
Agricultural		229,602			234,576			234,547			237,914			249,467
Commercial and industrial-owner occupied		1,488,380			1,473,320			1,422,077			1,375,711			1,334,974
Construction, acquisition and development		748,027			741,458			723,609			709,499			728,092
Commercial real estate		1,847,983			1,846,039			1,795,352			1,754,841			1,739,533
Credit cards		105,988			111,328			105,112			103,251			98,803
All other		521,861			551,633			567,077			582,330			596,043
Total loans	$	9,068,376		$	8,958,015		$	8,773,115		$	8,678,714		$	8,581,538
ALLOWANCE FOR CREDIT LOSSES:
Balance, beginning of period	$	153,236		$	153,974		$	161,047		$	162,601		$	164,466
Loans and leases charged off:
Commercial and industrial		(201	)		(837	)		(889	)		(1,008	)		(1,938	)
Real estate
Consumer mortgages		(1,945	)		(1,435	)		(2,996	)		(3,114	)		(1,614	)
Home equity		(318	)		(287	)		(379	)		(201	)		(602	)
Agricultural		(696	)		(238	)		(169	)		(327	)		(2	)
Commercial and industrial-owner occupied		(1,206	)		(1,041	)		(1,684	)		(830	)		(300	)
Construction, acquisition and development		(1,666	)		(1,784	)		(1,727	)		(2,036	)		(1,198	)
Commercial real estate		(901	)		(1,039	)		(2,441	)		(3,720	)		(3,141	)
Credit cards		(559	)		(559	)		(750	)		(557	)		(450	)
All other		(583	)		(1,108	)		(837	)		(462	)		(492	)
Total loans charged off		(8,075	)		(8,328	)		(11,872	)		(12,255	)		(9,737	)
Recoveries:
Commercial and industrial		1,076			1,361			820			747			589
Real estate
Consumer mortgages		538			1,735			1,516			708			1,108
Home equity		184			97			66			184			260
Agricultural		9			34			48			120			13
Commercial and industrial-owner occupied		358			734			297			1,439			254
Construction, acquisition and development		1,637			2,483			953			360			886
Commercial real estate		323			784			221			3,634			339
Credit cards		131			133			164			184			148
All other		287			229			214			325			275
Total recoveries		4,543			7,590			4,299			7,701			3,872
Net charge-offs		(3,532	)		(738	)		(7,573	)		(4,554	)		(5,865	)
Provision charged to operating expense		—			—			500			3,000			4,000
Balance, end of period	$	149,704		$	153,236		$	153,974		$	161,047		$	162,601
Average loans for period	$	9,022,155		$	8,830,917		$	8,682,966		$	8,588,673		$	8,580,329
Ratio:
Net charge-offs to average loans (annualized)		0.16	%		0.03	%		0.35	%		0.21	%		0.27	%

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BXS Announces First Quarter Results

Page 14

April 21, 2014

BancorpSouth, Inc.

Selected Loan Data

(Dollars in thousands)

(Unaudited)

	Quarter Ended
	Mar-14			Dec-13			Sep-13			Jun-13			Mar-13
NON-PERFORMING ASSETS
NON-PERFORMING LOANS AND LEASES:
Nonaccrual Loans and Leases
Commercial and industrial	$	3,023		$	3,079		$	5,498		$	6,225		$	7,009
Real estate
Consumer mortgages		24,353			25,645			30,569			34,226			39,012
Home equity		2,740			3,695			3,287			3,862			4,272
Agricultural		651			1,260			4,086			5,007			6,667
Commercial and industrial-owner occupied		14,122			18,568			18,138			17,084			20,719
Construction, acquisition and development		9,968			17,567			26,127			39,315			51,728
Commercial real estate		21,496			20,972			31,468			40,940			55,318
Credit cards		168			119			196			398			418
All other		1,010			1,268			1,984			2,485			3,047
Total nonaccrual loans and leases	$	77,531		$	92,173		$	121,353		$	149,542		$	188,190
Loans and Leases 90+ Days Past Due, Still Accruing:
Commercial and industrial	$	287		$	27		$	15		$	—		$	22
Real estate
Consumer mortgages		1,307			888			1,178			1,107			842
Home equity		12			—			—			—			—
Agricultural		—			—			—			—			—
Commercial and industrial-owner occupied		—			—			—			—			—
Construction, acquisition and development		—			—			—			—			—
Commercial real estate		—			311			—			120			—
Credit cards		297			—			263			213			261
All other		46			—			23			—			—
Total loans and leases 90+ days past due, still accruing		1,949			1,226			1,479			1,440			1,125
Restructured Loans and Leases, Still Accruing		13,776			27,007			21,502			16,953			17,702
Total non-performing loans and leases		93,256			120,406			144,334			167,935			207,017
OTHER REAL ESTATE OWNED:		63,595			69,338			76,853			88,438			96,314
Total Non-performing Assets	$	156,851		$	189,744		$	221,187		$	256,373		$	303,331
Additions to Nonaccrual Loans and Leases During the Quarter	$	22,479		$	18,556		$	21,182		$	21,890		$	22,294
Loans and Leases 30-89 Days Past Due, Still Accruing:
Commercial and industrial	$	2,616		$	2,817		$	1,909		$	1,517		$	1,764
Real estate
Consumer mortgages		12,236			14,150			10,914			11,887			11,720
Home equity		1,587			1,828			1,278			1,315			1,567
Agricultural		302			495			761			569			757
Commercial and industrial-owner occupied		3,248			4,081			1,995			1,323			956
Construction, acquisition and development		2,848			1,993			3,920			1,835			4,292
Commercial real estate		3,953			5,574			5,818			535			1,331
Credit cards		592			655			688			668			544
All other		963			2,189			1,634			1,591			1,473
Total Loans and Leases 30-89 days past due, still accruing	$	28,345		$	33,782		$	28,917		$	21,240		$	24,404
Credit Quality Ratios:
Provision for credit losses to average loans and leases (annualized)		0.00	%		0.00	%		0.02	%		0.14	%		0.19	%
Allowance for credit losses to net loans and leases		1.65	%		1.71	%		1.76	%		1.86	%		1.89	%
Allowance for credit losses to non-performing assets		95.44	%		80.76	%		69.61	%		62.82	%		53.61	%
Allowance for credit losses to non-performing loans and leases		160.53	%		127.27	%		106.68	%		95.90	%		78.54	%
Non-performing loans and leases to net loans and leases		1.03	%		1.34	%		1.65	%		1.94	%		2.41	%
Non-performing assets to net loans and leases		1.73	%		2.12	%		2.52	%		2.95	%		3.53	%

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BXS Announces First Quarter Results

Page 15

April 21, 2014

BancorpSouth, Inc.

Selected Loan Data

(Dollars in thousands)

(Unaudited)

	Quarter Ended
	Mar-14			Dec-13			Sep-13			Jun-13			Mar-13
REAL ESTATE CONSTRUCTION, ACQUISITION AND DEVELOPMENT (“CAD”) PORTFOLIO:
Outstanding Balance
Multi-family construction	$	11,339		$	7,702		$	7,974		$	8,902		$	8,182
One-to-four family construction		221,790			224,286			203,988			202,603			193,032
Recreation and all other loans		36,897			36,868			41,762			42,132			42,909
Commercial construction		177,264			150,847			139,041			117,901			111,702
Commercial acquisition and development		122,051			128,157			136,206			136,174			154,997
Residential acquisition and development		178,686			193,598			194,638			201,787			217,270
Total outstanding balance	$	748,027		$	741,458		$	723,609		$	709,499		$	728,092
Nonaccrual CAD Loans
Multi-family construction	$	—		$	—		$	—		$	—		$	—
One-to-four family construction		2,824			2,937			3,249			6,193			8,154
Recreation and all other loans		919			728			782			800			978
Commercial construction		—			865			1,686			2,765			3,381
Commercial acquisition and development		2,224			6,890			11,150			14,225			14,240
Residential acquisition and development		4,001			6,147			9,260			15,332			24,975
Total nonaccrual CAD loans	$	9,968		$	17,567		$	26,127		$	39,315		$	51,728
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			—
Recreation and all other loans		13			13			15			15			17
Commercial construction		—			346			348			351			—
Commercial acquisition and development		402			1,990			2,010			2,030			2,047
Residential acquisition and development		1,192			3,111			3,162			3,458			5,148
Total restructured CAD loans, still accruing	$	1,607		$	6,734		$	6,563		$	6,721		$	7,212
Total Non-performing CAD loans	$	11,575		$	24,301		$	32,690		$	46,036		$	58,940
CAD NPL as a % of Outstanding CAD Balance
Multi-family construction		—			—			—			—			—
One-to-four family construction		1.3	%		1.9	%		2.1	%		3.5	%		4.2	%
Recreation and all other loans		2.5	%		2.0	%		1.9	%		1.9	%		2.3	%
Commercial construction		0.0	%		0.8	%		1.5	%		2.6	%		3.0	%
Commercial acquisition and development		2.2	%		6.9	%		9.7	%		11.9	%		10.5	%
Residential acquisition and development		2.9	%		4.8	%		6.4	%		9.3	%		13.9	%
Total CAD NPL as a % of outstanding CAD balance		1.5	%		3.3	%		4.5	%		6.5	%		8.1	%

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BXS Announces First Quarter Results

Page 16

April 21, 2014

BancorpSouth, Inc.

Selected Loan Data

(Dollars in thousands)

(Unaudited)

	March 31, 2014
	Pass		Special Mention		Substandard		Doubtful		Loss		Impaired		Total
LOAN PORTFOLIO BY INTERNALLY ASSIGNED GRADE:
Commercial and industrial	$	1,535,172	$	13,043	$	31,741	$	—	$	—	$	1,295	$	1,581,251
Real estate
Consumer mortgages		1,936,837		243		104,486		310		—		5,125		2,047,001
Home equity		483,746		343		13,456		96		—		642		498,283
Agricultural		210,346		563		18,257		—		—		436		229,602
Commercial and industrial-owner occupied		1,420,813		3,887		56,124		510		—		7,046		1,488,380
Construction, acquisition and development		697,094		1,556		40,713		768		—		7,896		748,027
Commercial real estate		1,757,573		—		71,374		198		—		18,838		1,847,983
Credit cards		105,988		—		—		—		—		—		105,988
All other		509,729		68		11,876		—		—		188		521,861
Total loans	$	8,657,298	$	19,703	$	348,027	$	1,882	$	—	$	41,466	$	9,068,376
	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

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BXS Announces First Quarter Results

Page 17

April 21, 2014

BancorpSouth, Inc.

Geographical Information

(Dollars in thousands)

(Unaudited)

	March 31, 2014
	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	$	80,620		$	188,455		$	282,829		$	34,165		$	23,138		$	80,065		$	279,379		$	612,600		$	1,581,251
Real estate
Consumer mortgages		149,108			264,744			689,847			64,206			105,566			162,701			501,316			109,513			2,047,001
Home equity		64,648			40,076			163,896			21,039			67,421			72,663			66,554			1,986			498,283
Agricultural		7,797			68,685			57,168			3,471			14,492			11,611			61,959			4,419			229,602
Commercial and industrial-owner occupied		173,560			167,136			479,186			65,786			92,641			89,244			293,217			127,610			1,488,380
Construction, acquisition and development		100,165			66,985			193,818			22,190			77,559			103,894			149,859			33,557			748,027
Commercial real estate		262,639			304,695			280,466			198,179			98,039			107,520			425,729			170,716			1,847,983
Credit cards		—			—			—			—			—			—			—			105,988			105,988
All other		30,706			54,338			136,963			2,368			38,539			37,585			78,648			142,714			521,861
Total loans	$	869,243		$	1,155,114		$	2,284,173		$	411,404		$	517,395		$	665,283		$	1,856,661		$	1,309,103		$	9,068,376
CAD PORTFOLIO:
Multi-family construction	$	1,910		$	998		$	481		$	—		$	—		$	5,757		$	2,193		$	—		$	11,339
One-to-four family construction		36,950			14,774			46,541			5,004			10,833			69,004			38,042			642			221,790
Recreation and all other loans		1,700			7,674			11,912			572			4,462			1,091			9,486			—			36,897
Commercial construction		21,710			15,459			46,304			4,158			19,245			5,507			34,371			30,510			177,264
Commercial acquisition and development		10,821			14,669			34,571			5,846			19,308			9,481			26,557			798			122,051
Residential acquisition and development		27,074			13,411			54,009			6,610			23,711			13,054			39,210			1,607			178,686
Total CAD loans	$	100,165		$	66,985		$	193,818		$	22,190		$	77,559		$	103,894		$	149,859		$	33,557		$	748,027
NON-PERFORMING LOANS AND LEASES:
Commercial and industrial	$	1,316		$	1,128		$	1,235		$	—		$	19		$	132		$	807		$	312		$	4,949
Real estate
Consumer mortgages		1,488			1,655			9,364			385			2,718			2,502			2,391			7,255			27,758
Home equity		707			124			442			—			315			637			542			3			2,770
Agricultural		—			423			191			269			201			—			191			1			1,276
Commercial and industrial-owner occupied		3,432			2,765			6,502			541			1,097			3,105			1,231			—			18,673
Construction, acquisition and development		2,541			235			3,481			—			2,017			310			2,644			347			11,575
Commercial real estate		4,326			8			2,986			6,589			3,307			3,804			1,282			1,177			23,479
Credit cards		—			—			—			—			—			—			—			1,663			1,663
All other		13			111			291			—			40			277			371			10			1,113
Total loans	$	13,823		$	6,449		$	24,492		$	7,784		$	9,714		$	10,767		$	9,459		$	10,768		$	93,256
NON-PERFORMING LOANS AND LEASES AS A PERCENTAGE OF OUTSTANDING:
Commercial and industrial		1.63	%		0.60	%		0.44	%		0.00	%		0.08	%		0.16	%		0.29	%		0.05	%		0.31	%
Real estate
Consumer mortgages		1.00	%		0.63	%		1.36	%		0.60	%		2.57	%		1.54	%		0.48	%		6.62	%		1.36	%
Home equity		1.09	%		0.31	%		0.27	%		0.00	%		0.47	%		0.88	%		0.81	%		0.15	%		0.56	%
Agricultural		0.00	%		0.62	%		0.33	%		7.75	%		1.39	%		0.00	%		0.31	%		0.02	%		0.56	%
Commercial and industrial-owner occupied		1.98	%		1.65	%		1.36	%		0.82	%		1.18	%		3.48	%		0.42	%		0.00	%		1.25	%
Construction, acquisition and development		2.54	%		0.35	%		1.80	%		0.00	%		2.60	%		0.30	%		1.76	%		1.03	%		1.55	%
Commercial real estate		1.65	%		0.00	%		1.06	%		3.32	%		3.37	%		3.54	%		0.30	%		0.69	%		1.27	%
Credit cards		—			—			—			—			—			—			—			1.57	%		1.57	%
All other		0.04	%		0.20	%		0.21	%		0.00	%		0.10	%		0.74	%		0.47	%		0.01	%		0.21	%
Total loans		1.59	%		0.56	%		1.07	%		1.89	%		1.88	%		1.62	%		0.51	%		0.82	%		1.03	%

* Excludes the Greater Memphis Area.

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BXS Announces First Quarter Results

Page 18

April 21, 2014

BancorpSouth, Inc.

Selected Additional Information

(Dollars in thousands)

(Unaudited)

	March 31, 2014
	Alabama and Florida Panhandle		Arkansas*		Mississippi*		Missouri		Greater Memphis Area		Tennessee*		Texas and Louisiana		Other		Total
OTHER REAL ESTATE OWNED:
Commercial and industrial	$	84	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	84
Real estate
Consumer mortgages		822		232		2,465		62		68		199		5		—		3,853
Home equity		442		—		556		—		—		—		—		—		998
Agricultural		907		—		216		—		1,083		—		—		—		2,206
Commercial and industrial-owner occupied		33		33		1,703		—		827		25		105		—		2,726
Construction, acquisition and development		15,035		94		10,853		861		20,114		3,871		257		—		51,085
Commercial real estate		352		316		568		—		1,036		—		106		—		2,378
All other		—		—		85		—		—		—		147		33		265
Total loans	$	17,675	$	675	$	16,446	$	923	$	23,128	$	4,095	$	620	$	33	$	63,595

	Quarter Ended
	Mar-14			Dec-13			Sep-13			Jun-13			Mar-13
OTHER REAL ESTATE OWNED:
Balance, beginning of period	$	69,338		$	76,853		$	88,438		$	96,314		$	103,248
Additions to foreclosed properties
New foreclosed property		4,855			7,868			9,536			9,639			2,222
Reductions in foreclosed properties
Sales		(8,767	)		(14,272	)		(19,333	)		(15,641	)		(7,811	)
Writedowns		(1,831	)		(1,111	)		(1,788	)		(1,874	)		(1,345	)
Balance, end of period	$	63,595		$	69,338		$	76,853		$	88,438		$	96,314
FORECLOSED PROPERTY EXPENSE
Loss (gain) on sale of other real estate owned	$	466		$	949		$	352		$	166		$	(200	)
Writedown of other real estate owned		1,831			1,111			1,788			1,874			1,345
Other foreclosed property expense		258			771			1,158			1,205			1,209
Total foreclosed property expense	$	2,555		$	2,831		$	3,298		$	3,245		$	2,354

* Excludes the Greater Memphis Area.

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BXS Announces First Quarter Results

Page 19

April 21, 2014

BancorpSouth, Inc.

Noninterest Revenue and Expense

(Dollars in thousands)

(Unaudited)

	Quarter Ended
	Mar-14			Dec-13		Sep-13			Jun-13		Mar-13
NONINTEREST REVENUE:
Mortgage lending	$	3,394		$	9,605	$	5,134		$	17,892	$	12,346
Credit card, debit card and merchant fees		7,843			8,324		8,834			8,324		7,523
Deposit service charges		12,536			13,570		13,679			12,824		12,832
Trust income		3,568			3,717		3,332			3,192		3,210
Securities gains (losses), net		(4	)		29		(5	)		3		19
Insurance commissions		31,599			21,397		23,800			25,862		26,641
Annuity fees		772			566		719			543		483
Brokerage commissions and fees		1,576			1,037		2,005			2,068		2,093
Bank-owned life insurance		1,849			2,466		1,954			2,008		1,887
Other miscellaneous income		3,384			4,414		3,062			3,393		4,284
Total noninterest revenue	$	66,517		$	65,125	$	62,514		$	76,109	$	71,318
NONINTEREST EXPENSE:
Salaries and employee benefits	$	78,883		$	75,466	$	73,532		$	78,284	$	79,414
Occupancy, net of rental income		10,287			9,935		10,360			10,577		10,237
Equipment		4,499			4,298		4,555			4,585		4,948
Deposit insurance assessments		1,600			2,687		3,325			2,939		2,804
Voluntary early retirement expense		—			—		—			10,850		—
Amortization of bond issue cost		12			12		2,907			38		38
Advertising		632			1,436		1,210			1,169		743
Foreclosed property expense		2,555			2,831		3,298			3,245		2,354
Telecommunications		2,248			1,971		2,227			2,184		2,099
Public relations		822			972		1,105			1,175		1,005
Data processing		2,741			2,939		2,772			2,783		2,468
Computer software		2,423			2,197		2,190			2,146		1,963
Amortization of intangibles		1,419			819		686			722		743
Legal		1,878			2,537		4,626			3,896		9,366
Merger expense		560			—		—			—		—
Postage and shipping		1,287			1,133		1,027			1,074		1,135
Other miscellaneous expense		14,861			18,597		15,577			16,584		16,054
Total noninterest expense	$	126,707		$	127,830	$	129,397		$	142,251	$	135,371
INSURANCE COMMISSIONS:
Property and casualty commissions	$	19,987		$	15,588	$	18,372		$	18,762	$	16,878
Life and health commissions		5,010			4,525		4,061			5,093		4,688
Risk management income		705			648		628			573		650
Other		5,897			636		739			1,434		4,425
Total insurance commissions	$	31,599		$	21,397	$	23,800		$	25,862	$	26,641

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BXS Announces First Quarter Results

Page 20

April 21, 2014

BancorpSouth, Inc.

Selected Additional Information

(Dollars in thousands)

(Unaudited)

	Quarter Ended
	Mar-14			Dec-13			Sep-13			Jun-13			Mar-13
MORTGAGE SERVICING RIGHTS:
Fair value, beginning of period	$	54,662		$	51,025		$	49,001		$	41,478		$	37,882
Additions to mortgage servicing rights:
Originations of servicing assets		1,460			1,984			3,826			4,012			4,268
Changes in fair value:
Due to payoffs/paydowns		(1,138	)		(1,240	)		(1,560	)		(1,739	)		(1,705	)
Due to change in valuation inputs or assumptions used in the valuation model		(1,547	)		2,894			(240	)		5,252			1,037
Other changes in fair value		(1	)		(1	)		(2	)		(2	)		(4	)
Fair value, end of period	$	53,436		$	54,662		$	51,025		$	49,001		$	41,478
MORTGAGE LENDING REVENUE:
Origination	$	1,964		$	3,590		$	2,862		$	10,471		$	9,187
Servicing		4,115			4,361			4,072			3,908			3,827
MSR payoffs/paydowns		(1,138	)		(1,240	)		(1,560	)		(1,739	)		(1,705	)
MSR valuation adjustment		(1,547	)		2,894			(240	)		5,252			1,037
Total mortgage lending revenue	$	3,394		$	9,605		$	5,134		$	17,892		$	12,346
Mortgage loans serviced	$	5,568,828		$	5,577,325		$	5,543,619		$	5,393,580		$	5,236,852
MSR/mtg loans serviced		0.96	%		0.98	%		0.92	%		0.91	%		0.79	%
AVAILABLE-FOR-SALE SECURITIES, at fair value
U.S. Government agencies	$	1,419,269		$	1,458,349		$	1,519,459		$	1,581,570		$	1,517,725
Government agency issued residential mortgage-back securities		241,596			250,234			268,367			292,586			334,550
Government agency issued commercial mortgage-back securities		234,059			230,912			229,412			227,381			196,459
Obligations of states and political subdivisions		523,811			519,405			528,889			535,337			550,475
Other		8,023			8,089			8,029			8,065			7,967
Total available-for-sale securities	$	2,426,758		$	2,466,989		$	2,554,156		$	2,644,939		$	2,607,176

- MORE -

BXS Announces First Quarter Results

Page 21

April 21, 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
	3/31/2014		12/31/2013		9/30/2013		6/30/2013		3/31/2013
Net income	$	28,444	$	27,698	$	24,857	$	20,755	$	20,805
Plus: Provision for credit losses		—		—		500		3,000		4,000
Income tax expense		12,889		12,014		8,001		8,316		9,220
Pre-tax, pre-provision earnings	$	41,333	$	39,712	$	33,358	$	32,071	$	34,025

Reconciliation of Tangible Assets and Tangible Shareholders’ Equity to

Total Assets and Total Shareholders’ Equity:

	Quarter ended
	3/31/2014			12/31/2013			9/30/2013			6/30/2013			3/31/2013
Tangible assets
Total assets	$	13,143,555		$	13,029,733		$	12,916,153		$	13,217,705		$	13,393,135
Less: Goodwill		286,800			286,800			275,173			275,173			275,173
Other identifiable intangible assets		25,021			26,079			15,179			15,865			16,586
Total tangible assets	$	12,831,734		$	12,716,854		$	12,625,801		$	12,926,667		$	13,101,376
Tangible shareholders’ equity
Total shareholders’ equity	$	1,554,676		$	1,513,130		$	1,480,611		$	1,459,793		$	1,465,180
Less: Goodwill		286,800			286,800			275,173			275,173			275,173
Other identifiable intangible assets		25,021			26,079			15,179			15,865			16,586
Total tangible shareholders’ equity	$	1,242,855		$	1,200,251		$	1,190,259		$	1,168,755		$	1,173,421
Total average assets	$	13,087,128		$	12,955,127		$	12,928,505		$	13,146,040		$	13,249,374
Total common shares outstanding		96,004,679			95,231,691			95,211,602			95,190,797			95,174,441
Tangible shareholders’ equity to tangible assets *		9.69	%		9.44	%		9.43	%		9.04	%		8.96	%
Return on tangible equity **		9.28	%		9.16	%		8.29	%		7.12	%		7.19	%
Pre-tax pre-provision return on average assets ***		1.28	%		1.22	%		1.02	%		0.98	%		1.04	%
Tangible book value per share ****	$	12.95		$	12.60		$	12.50		$	12.28		$	12.33

* 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

Exhibit 99.2

Exhibit 99.1

BancorpSouth, Inc.

Financial Information As of March 31, 2014

Forward Looking Information

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 non-accrual loans, revenue estimates for the Company’s operations in Houston, Texas following the closing of the transaction with GEM Insurance Agencies, LP, 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, pro forma loan, deposit and market share information, the impact of and the Company’s ability to implement cost-saving initiatives, our ability to improve efficiency, and future growth, expansion, and consolidation opportunities. We caution you not to place undue reliance on the forward-looking statements contained in this presentation 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 regulatory approval for the proposed merger with Ouachita Bancshares Corp. and shareholder and regulatory approvals for the proposed merger with Central Community Corporation, the ability of the Company, Ouachita Bancshares Corp. and Central Community Corporation to close the mergers, the ability of the Company to retain key personnel after the pending mergers and the Knox acquisition, 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 Ouachita Bancshares Corp. with and into BancorpSouth, BancorpSouth has filed 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 is a part of the registration statement, because it contains important information about the merger, BancorpSouth and Ouachita Bancshares Corp. The proxy statement/prospectus and other relevant documents are available for free on the SEC’s web site (www.sec.gov), and the proxy statement/prospectus is available for free from the Corporate Secretary of each of BancorpSouth and Ouachita Bancshares Corp.

In connection with the proposed merger of Central Community Corporation with and into BancopSouth, BancorpSouth has filed 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 is a part of the registration statement, because it contains important information about the merger, BancorpSouth and Central Community Corporation. The proxy statement/prospectus and other relevant documents are available for free on the SEC’s web site (www.sec.gov), and the proxy statement/prospectus is available for free from the Corporate Secretary of each of BancorpSouth and Central Community Corporation.

2

Q1 Highlights

¨ Net income of $28.4 million, or $0.30 per diluted share

¨ Announced the signing of two definitive merger agreements

¨ Ouachita Bancshares Corp. (Ouachita Independent Bank) ¨ Central Community Corporation (First State Bank Central Texas)

¨ Produced $31.6 million of insurance commission revenue ¨ Generated net loan growth of $110.4 million, or 5.0% annualized ¨ Net interest margin remained relatively stable at 3.54% ¨ Continued progress toward reducing non-interest expense ¨ Subsequent acquisition announcement

¨ Knox Insurance Group, LLC*

As of and for the three months ended March 31, 2014 *Closed on April 9, 3014 3

Recent Quarterly Results

Three Months Ended % Change 3/31/14 12/31/13 3/31/13 vs 12/31/13 vs 3/31/13

Net interest revenue $ 101.5 $ 102.4 $ 98.1 (0.9) % 3.5 % Provision for credit losses 0.0 0.0 4.0 0.0 (100.0) Noninterest revenue 66.5 65.1 71.3 2.1 (6.7) Noninterest expense 126.7 127.8 135.4 (0.9) (6.4) Income before income taxes 41.3 39.7 30.0 4.1 37.7 Income tax provision 12.9 12.0 9.2 7.3 39.8

Net income $ 28.4 $ 27.7 $ 20.8 2.7 % 36.7 % Net income per share: diluted $ 0.30 $ 0.29 $ 0.22 3.4 % 36.4 %

Dollars in millions, except per share data 4

Noninterest Revenue

Three Months Ended % Change 3/31/14 12/31/13 3/31/13 vs 12/31/13 vs 3/31/13

Mortgage lending revenue 3,394 9,605 12,346 (64.7) (72.5) Credit card, debit card and merchant fees 7,843 8,324 7,523 (5.8) 4.3 Deposit service charges 12,536 13,570 12,832 (7.6) (2.3) Trust income 3,568 3,717 3,210 (4.0) 11.2 Security gains (losses), net (4) 29 19 NM NM Insurance commissions 31,599 21,397 26,641 47.7 18.6 Other 7,581 8,483 8,747 (10.6) (13.3)

Total noninterest revenue $ 66,517 $ 65,125 $ 71,318 2.1 % (6.7) %

% of total revenue 39.6% 38.9% 42.1%

Dollars in thousands NM – Not Meaningful 5

Mortgage and Insurance Revenue

Mortgage Lending Revenue

Three Months Ended

3/31/14 12/31/13 9/30/13 6/30/13 3/31/13 Origination revenue $ 1,964 $ 3,590 $ 2,862 $ 10,471 $ 9,187 Servicing revenue 4,115 4,361 4,072 3,908 3,827 MSR payoffs/paydowns (1,138) (1,240) (1,560) (1,739) (1,705) MSR valuation adjustment (1,547) 2,894 (240) 5,252 1,037 Total mortgage lending revenue $ 3,394 $ 9,605 $ 5,134 $ 17,892 $ 12,346

Production volume $ 197,110 $ 222,282 $ 341,854 $ 434,966 $ 425,882 Purchase money production $ 143,890 $ 160,043 $ 229,042 $ 226,182 $ 161,835 Mortgage loans sold $ 143,213 $ 200,665 $ 371,271 $ 424,355 $ 445,904 Margin on loans sold 1.37% 1.79% 0.77% 2.47% 2.06%

Insurance Commission Revenue

Property and casualty commissions $ 19,987 $ 15,588 $ 18,372 $ 18,762 $ 16,878 Life and health commissions 5,010 4,525 4,061 5,093 4,688 Risk management income 705 648 628 573 650 Other 5,897 636 739 1,434 4,425 Total insurance commissions $ 31,599 $ 21,397 $ 23,800 $ 25,862 $ 26,641

Dollars in thousands 6

Loan Portfolio

As of % Change Annualized 3/31/14 12/31/13 3/31/13 vs 12/31/13 vs 3/31/13

Commercial and industrial $ 1,581 $ 1,529 $ 1,481 13.8 % 6.8 % Real estate: Consumer mortgages 2,047 1,976 1,871 14.6 9.4 Home equity 498 494 482 3.2 3.3 Agricultural 230 235 249 (8.6) (8.0) Commercial and industrial-owner occupied 1,488 1,473 1,335 4.1 11.5 Construction, acquisition and development 748 741 728 3.6 2.7 Commercial 1,848 1,846 1,740 0.4 6.2 Credit Cards 106 111 99 (19.5) 7.3 Other 522 552 596 (21.9) (12.4)

Total $ 9,068 $ 8,958 $ 8,582 5.0 % 5.7 %

Dollars in millions Net loans and leases 7

Credit Quality Highlights

¨ NPLs decreased $27.2 million, or 22.5%, and NPAs declined $32.9 million, or 17.3%, quarter over quarter

¨ OREO decreased $5.7 million, or 8.3%, quarter over quarter

¨ Near-term delinquencies declined to $28.4 million

¨ No provision for credit losses recorded, which is consistent with no recorded provision for the fourth quarter of 2013 and a decline from

$4.0 million for the first quarter of 2013

¨ Net charge-offs were $3.5 million for the first quarter compared with

$0.7 million for the fourth quarter of 2013 and $5.9 million for the first quarter of 2013

¨ 57% of non-accrual loans were paying as agreed

As of and for the three months ended March 31, 2014 8

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

Non-Performing Loans

As of % Change 3/31/14 12/31/13 3/31/13 vs 12/31/13 vs 3/31/13

Commercial and industrial $ 4.9 $ 4.2 $ 7.4 18.4 % (33.4) % Real estate: Consumer mortgages 27.8 29.1 41.3 (4.6) (32.8) Home equity 2.8 3.7 4.3 (25.0) (35.2) Agricultural 1.3 1.9 7.1 (32.3) (82.0) Commercial and industrial-owner occupied 18.7 23.6 25.5 (20.7) (26.9) Construction, acquisition and development 11.6 24.3 58.9 (52.4) (80.4) Commercial 23.5 29.4 56.5 (20.0) (58.5) Credit Cards 1.7 1.8 2.5 (5.7) (34.6) Other 1.1 2.6 3.3 (56.5) (66.7)

Total $ 93.3 $ 120.4 $ 207.0 (22.5) % (55.0) %

NPL’s to net loans and leases 1.03% 1.34% 2.41%

Dollars in millions Net loans and leases 9

NPA Improvement

Total NPAs Have Declined 48% in the Last 12 Months

$625

$561

$528 $531 $525

$492 $496

$500 $136

$453

$133 $151

$83 $163

$411

$174

$375 $370 $376

$168

$144 $337

$68

$295 $303

$128

$103 $256

$246 $59

$250 $96

$221

$59 $425 $88 $190

$174 $409 $394

$380 $363 $77

$149 $157

$322 $69

$121 $62 $302 $285

$125 $110 $267 $247 $64

$51 $236 $234 $207

$47 $186

$46 $168

$112 $144

$120

$98 $93

$64 $74

$0

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 1Q 14

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 10

Net Charge-offs

% Avg. Loans

$40 4.0%

$35 3.5%

$30 3.0%

$23

$25 $24 2.5%

$20 2.0%

$15 $13 1.5% $12 $11

$10 1.0% $8 $6 $5

$5 $4 0.5% $1

$0 0.0% 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 3/31/14 Net charge-offs Net charge-offs / average loans

Dollars in millions 11 Net charge-offs for the quarters ended as of the dates shown

Summary

¨ Growth

¨ Loans

¨ Deposits

¨ Insurance commissions

¨ Additions to mortgage origination team

¨ Other Highlights

¨ Steady net interest margin

¨ Reduction in non-interest expense

¨ Continued credit quality improvement

¨ Transaction Announcements

¨ Ouachita Bancshares Corp. (Ouachita Independent Bank)

¨ Central Community Corporation (First State Bank Central Texas)

¨ Knox Insurance Group, LLC*

¨ Q&A

12

*Announcement occurred subsequent to quarter-end.