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

HANCOCK HOLDING COMPANY

(Exact name of registrant as specified in its charter)

Mississippi	0-13089	64-0693170
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
One Hancock Plaza 2510 14th Street Gulfport, Mississippi		39501
(Address of principal executive offices)		(Zip Code)

(228) 868-4000

(Registrant’s telephone number, including area code)

Not Applicable

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

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

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

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

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

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

Item 2.02 Results of Operations and Financial Condition.

On January 23, 2014, Hancock Holding Company issued a press release reporting its fourth quarter earnings for the period ended December 31, 2013. A copy of this press release and the accompanying financial statements and slide presentation are attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number	Description
99.1	Press Release dated January 23, 2014 for Quarter Ended December 31, 2013.

SIGNATURE

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.

	HANCOCK HOLDING COMPANY
January 23, 2014		/s/ Michael M. Achary
		Michael M. Achary
		Chief Financial Officer

EX-99.1

Exhibit 99.1

For Immediate Release

January 23, 2014

For More Information

Trisha Voltz Carlson

SVP, Investor Relations Manager

504.299.5208

trisha.carlson@hancockbank.com

Hancock reports fourth quarter 2013 financial results

Higher core net interest income and lower operating expense largely offset declining purchased loan accretion

GULFPORT, Miss. (January 23, 2014) — Hancock Holding Company (Nasdaq: HBHC) today announced its financial results for the fourth quarter of 2013. Operating income for the fourth quarter of 2013 was $45.8 million or $.55 per diluted common share, compared to $46.8 million, or $.56 in the third quarter of 2013. Operating income was $46.6 million, or $.54, in the fourth quarter of 2012. We define our operating income as net income excluding tax-effected securities transactions gains or losses and one-time noninterest expense items. Management believes that operating income provides a useful measure of financial performance that helps investors compare the Company’s fundamental operations over time. The financial tables include a reconciliation of net income to operating income.

Highlights of the Company’s fourth quarter of 2013 results:

• Core net interest income (TE) increased approximately $1.5 million and core net interest margin (NIM) improved 3 basis points (bps) linked-quarter (we define our core results as reported results less the impact of net purchase accounting adjustments)

• Operating expenses declined $4.2 million linked-quarter as the Company remains on track to meet its first quarter of 2014 expense target

• Approximately $625 million linked-quarter net loan growth, or 22% annualized, and over $900 million, or 8%, year-over-year loan growth (each excluding the FDIC-covered portfolio)

• Purchase accounting loan accretion declined approximately $8 million, or $.06 per diluted common share after tax

• Continued improvement in overall asset quality metrics

• Tax rate declined to 20%, mainly related to benefits from additional investments in New Market Tax Credit projects in the fourth quarter

• Net income included one-time noninterest expense items of $17.1 million, or $11.1 million after tax ($.14 per diluted common share)

Hancock’s return on average assets (ROA) (operating) was 0.97% for the fourth quarter of 2013, down slightly from 0.99% in the third quarter of 2013 and 0.98% in the fourth quarter a year ago.

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Hancock reports fourth quarter 2013 financial results

January 23, 2014

“I have noted in previous quarters that our performance reflected an improvement in our core results, a trend we expected to build upon in the future,” said Hancock’s President and Chief Executive Officer Carl J. Chaney. “In the fourth quarter that trend accelerated and has now become more evident in our results. The results reflect the significant progress we are making in replacing the runoff in purchase accounting loan accretion with core operating income. Improvements were noted in many areas such as loan growth and mix, core net interest income and core net interest margin, and a reduction in operating expenses.”

Net income in the fourth quarter of 2013 was $34.7 million, or $.41 per diluted common share, compared to $33.2 million, or $.40, in the third quarter of 2013. Net income was $47.0 million, or $.54 per diluted common share, in the fourth quarter of 2012. Return on average assets (ROA) was 0.74% for the fourth quarter of 2013, compared to 0.70% in the third quarter of 2013 and 0.99% in the fourth quarter a year ago. Net income reflected the impact of certain one-time noninterest expenses of $17.1 million in the fourth quarter of 2013 and $20.9 million in the third quarter of 2013.

Loans

Total loans at December 31, 2013 were $12.3 billion, up $590 million from September 30, 2013. Excluding the FDIC-covered portfolio, which declined $33 million during the fourth quarter of 2013, total loans increased approximately $625 million, or 5.5% linked-quarter.

The largest component of linked-quarter net growth (excluding the FDIC-covered portfolio) was in the commercial and industrial (C&I) portfolio (+10%), followed by increases in the commercial real estate (CRE) (+5%) and residential mortgage (+3%) portfolios. Many of the markets across the Company’s footprint reported net loan growth during the quarter, with the majority of the growth in south Louisiana, Houston and Florida markets. The fourth quarter also included some net growth from seasonal borrowers, and loan paydowns and payoffs returned to a more normal level compared to the third quarter of 2013. For the full year of 2014 management expects period-end loan growth in the mid-single digit range.

A substantial portion of the fourth quarter’s net loan growth came toward the latter part of the period, and average loans were up $101 million, or 1%, from the third quarter of 2013.

Deposits

Total deposits at December 31, 2013 were $15.4 billion, up $306 million, or 2%, from September 30, 2013. Average deposits for the fourth quarter of 2013 were $14.9 billion, down $106 million, or 1%, from the third quarter of 2013.

Noninterest-bearing demand deposits (DDAs) totaled $5.5 billion at December 31, 2013, up $51 million, or 1%, compared to September 30, 2013. DDAs comprised 36% of total period-end deposits at December 31, 2013.

Interest bearing transaction and savings deposits totaled $6.2 billion at year-end 2013, up $155 million, or 3%, from September 30, 2013.

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Hancock reports fourth quarter 2013 financial results

January 23, 2014

Time deposits (CDs) and interest-bearing public fund deposits totaled $3.7 billion at December 31, 2013, up $100 million, or 3%, from September 30, 2013. Public fund deposits typically reflect higher balances toward year-end with subsequent reductions beginning in the first quarter.

Asset Quality

Non-performing assets (NPAs) totaled $186 million at December 31, 2013, down $30 million from September 30, 2013. During the fourth quarter, total non-performing loans declined $21 million, and foreclosed and surplus real estate (ORE) and other foreclosed assets decreased $9 million. Non-performing assets as a percent of total loans, ORE and other foreclosed assets was 1.50% at December 31, 2013, down from 1.83% at September 30, 2013.

The Company’s total allowance for loan losses was $133.6 million at December 31, 2013, down from $138.2 million at September 30, 2013. The ratio of the allowance to period-end loans was 1.08%, compared to 1.18% at September 30, 2013. The decline in the allowance during the fourth quarter was primarily related to a $7.2 million reversal of a previous impairment on FDIC covered loans. The allowance maintained on the non-covered portion of the loan portfolio increased $2.6 million linked-quarter, totaling $80.5 million at December 31, 2013.

Net charge-offs from the non-covered loan portfolio were $5.2 million, or 0.17% of average total loans on an annualized basis in the fourth quarter of 2013, virtually unchanged from $5.4 million, or 0.18% of average total loans in the third quarter of 2013.

During the fourth quarter of 2013, Hancock recorded a total provision for loan losses of $7.3 million, down slightly from $7.6 million in the third quarter of 2013. The provision for non-covered loans was $7.9 million in the fourth quarter of 2013, compared to $6.5 million in the third quarter of 2013. The net provision from the covered portfolio was a credit of $0.5 million for the fourth quarter of 2013 compared to a provision of $1.0 million in the third quarter of 2013. This decline was driven by the reversal of impairment noted above.

Net Interest Income

Net interest income (TE) for the fourth quarter of 2013 was $168.5 million, down $5.6 million from the third quarter of 2013. Average earning assets were $16.4 billion, virtually unchanged from the third quarter of 2013. The reported net interest margin (TE) was 4.09% for the fourth quarter of 2013, down 14 basis points (bps) from the third quarter of 2013.

The linked-quarter decrease in both net interest income and net interest margin was primarily related to a decline of approximately $8 million in total purchase accounting loan accretion. As discussed in previous quarters, loan accretion can be volatile due in part to excess cash recoveries on acquired-impaired loan pools. During the fourth quarter of 2013, there were no excess cash recoveries above expected amounts included in the purchase accounting income total. The slide presentation referenced below includes detailed information on expected loan accretion and excess cash recoveries.

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Hancock reports fourth quarter 2013 financial results

January 23, 2014

The core margin (reported net interest income (TE) excluding total net purchase accounting adjustments, annualized, as a percent of average earning assets) expanded 3 bps to 3.40% during the fourth quarter of 2013. A slight decline in the core loan yield (-3 bps) was offset by an improved earning asset mix, higher yields on investment securities (+19 bps) and a slight decline in the cost of funds (-1 bp).

Noninterest Income

Noninterest income totaled $59.0 million for the fourth quarter of 2013, down $4.1 million from the third quarter of 2013.

Service charges on deposits totaled $19.6 million for the fourth quarter of 2013, down $0.9 million, or 4%, from the third quarter of 2013. Bankcard and ATM fees totaled $11.3 million, down approximately $1.0 million, or 8%, from the third quarter of 2013.

Trust, investment and annuity, and insurance fees totaled $18.1 million, down $0.2 million, or 1%, from the third quarter of 2013. During the fourth quarter, an increase of $0.7 million, or 8%, in trust fees was offset by declines in investment and annuity, and insurance fees.

Fees from secondary mortgage operations totaled $1.6 million for the fourth quarter of 2013, down $0.9 million, or 37%, linked-quarter. The decline mainly reflects a continued slowdown in mortgage loan activity, reflecting mainly the impact of increased longer-term interest rates on originations. The fourth quarter’s activity also reflects a continued higher level of portfolio loan production compared to secondary market loan production.

Other noninterest income totaled $8.3 million for the fourth quarter of 2013, down $1.2 million, or 12%, linked-quarter. The decline mainly reflects a lower level of expected future losses on covered loans, which resulted in an increase of $1.1 million in the amortization of the indemnification asset.

Noninterest Expense & Taxes

Noninterest expense for the fourth quarter of 2013 totaled $174.2 million, including $17.1 million of one-time costs related to the expense and efficiency initiative. Excluding these costs, noninterest expense (or operating expense) totaled $157.1 million, down $4.2 million, or 3%, from the comparable operating expense total for the third quarter of 2013.

Excluding one-time costs, total personnel expense, the largest component of the Company’s expense base, was $84.9 million in the fourth quarter of 2013, down $1.9 million, or 2%, from the third quarter of 2013. Occupancy and equipment expense totaled $16.3 million in the fourth quarter of 2013, down $1.2 million, or 7%, from the third quarter of 2013. The reduction in the personnel, occupancy and equipment expense categories reflect in part a full quarter’s impact from the closing of 26 branch locations across the Company’s five-state footprint in August 2013.

The sale of 7 Houston area branches was completed on November 8, 2013, and the sale of 3 Alexandria, Louisiana area branches was completed on January 10, 2014. Additionally, at year-end, the Company closed the remaining two branches that were part of the previously announced ongoing branch rationalization process.

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Hancock reports fourth quarter 2013 financial results

January 23, 2014

ORE expense totaled $1.5 million in the fourth quarter of 2013, down $0.9 million from the third quarter, while other operating expense was essentially unchanged at $47.2 million.

The effective income tax rate for the fourth quarter of 2013 was 20%, down from 26% in the third quarter of 2013. The decline in the tax rate is primarily related to several additional New Market Tax Credit investments that were closed during the fourth quarter of 2013. Management expects the effective tax rate to approximate 25-27% in 2014. The effective income tax rate continues to be less than the statutory rate of 35% due primarily to tax-exempt income and tax credits.

Capital

Common shareholders’ equity at year-end 2013 totaled $2.4 billion. The tangible common equity (TCE) ratio was 9.00% at December 31, 2013, up 32 bps from September 30, 2013. Management continues to review a full range of the strategic options presented by Hancock’s strong capital position, including additional stock buybacks, organic growth, acquisitions or increased dividends. Additional capital ratios are included in the financial tables.

Conference Call and Slide Presentation

Management will host a conference call for analysts and investors at 8:00 a.m. Central Time on Friday, January 24, 2014 to review the results. A live listen-only webcast of the call will be available under the Investor Relations section of Hancock’s website at www.hancockbank.com. A slide presentation related to fourth quarter results is also posted as part of the webcast link. To participate in the Q&A portion of the call, dial (877) 564-1219 or (973) 638-3429. An audio archive of the conference call will be available under the Investor Relations section of our website. A replay of the call will also be available through January 30, 2014 by dialing (855) 859-2056 or (404) 537-3406, passcode 30587330.

About Hancock Holding Company

Hancock Holding Company is the parent company of Hancock Bank and Whitney Bank. The Company operates as Hancock Bank in south Mississippi, southern and central Alabama, and the northern, central, and panhandle regions of Florida; and as Whitney Bank in south Louisiana and Houston, Texas. The Hancock Holding Company family of financial services companies also includes Hancock Investment Services, Inc.; Hancock Insurance Agency and Whitney Insurance Agency, Inc.; corporate trust offices in Gulfport and Jackson, Mississippi, New Orleans and Baton Rouge, Louisiana, and Orlando, Florida; and Harrison Finance Company. Additional information is available at www.hancockbank.com and www.whitneybank.com.

Forward-Looking Statements

This news release contains “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, and we intend such forward-looking statements to be covered by the safe harbor provisions therein and are including this statement for purposes of invoking these safe-harbor provisions. Forward-looking statements provide projections of results of operations or of financial condition or state other forward-looking information, such as expectations about future conditions and descriptions of plans and strategies for the future.

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Hancock reports fourth quarter 2013 financial results

January 23, 2014

Forward-looking statements that we may make include, but may not be limited to, comments with respect to future levels of economic activity in our markets, loan growth, deposit trends, credit quality trends, future sales of nonperforming assets, net interest margin trends, future expense levels and the ability to achieve reductions in non-interest expense or other cost savings, projected tax rates, future profitability, improvements in expense to revenue (efficiency) ratio, purchase accounting impacts such as accretion levels, the impact of the branch rationalization process, and the financial impact of regulatory requirements.

Hancock’s ability to accurately project results or predict the effects of future plans or strategies is inherently limited. Although Hancock believes that the expectations reflected in its forward-looking statements are based on reasonable assumptions, actual results and performance could differ materially from those set forth in the forward-looking statements. Factors that could cause actual results to differ from those expressed in Hancock’s forward-looking statements include, but are not limited to, those risk factors outlined in Hancock’s public filings with the Securities and Exchange Commission, which are available at the SEC’s internet site (http://www.sec.gov).

You are cautioned not to place undue reliance on these forward-looking statements. Hancock does not intend, and undertakes no obligation, to update or revise any forward-looking statements, whether as a result of differences in actual results, changes in assumptions or changes in other factors affecting such statements, except as required by law.

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Hancock Holding Company

Financial Highlights

(amounts in thousands, except per share data and FTE headcount)

(unaudited)

	Three Months Ended									Twelve Months Ended
	12/31/2013			9/30/2013			12/31/2012			12/31/2013			12/31/2012
Common Share Data
Earnings per share:
Basic	$	0.41		$	0.40		$	0.55		$	1.93		$	1.77
Diluted	$	0.41		$	0.40		$	0.54		$	1.93		$	1.75
Operating earnings per share: (a)
Basic	$	0.55		$	0.56		$	0.54		$	2.22		$	2.15
Diluted	$	0.55		$	0.56		$	0.54		$	2.22		$	2.13
Cash dividends per share	$	0.24		$	0.24		$	0.24		$	0.96		$	0.96
Book value per share (period-end)	$	29.49		$	28.70		$	28.91		$	29.49		$	28.91
Tangible book value per share (period-end)	$	19.94		$	19.04		$	19.27		$	19.94		$	19.27
Weighted average number of shares:
Basic		82,085			82,091			84,798			83,066			84,767
Diluted		82,220			82,205			85,777			83,167			85,588
Period-end number of shares		82,237			82,107			84,848			82,237			84,848
Market data:
High sales price	$	37.12		$	33.85		$	32.50		$	37.12		$	36.73
Low sales price	$	30.09		$	29.00		$	29.47		$	25.00		$	27.96
Period end closing price	$	36.68		$	31.38		$	31.73		$	36.68		$	31.73
Trading volume		27,816			29,711			20,910			122,496			119,519
Other Period-end Data
FTE headcount		3,978			4,068			4,235			3,978			4,235
Tangible common equity	$	1,639,524		$	1,563,542		$	1,634,833		$	1,639,524		$	1,634,833
Tier I capital	$	1,682,782		$	1,656,497		$	1,668,809		$	1,682,782		$	1,668,809
Goodwill	$	625,675		$	625,675		$	628,877		$	625,675		$	628,877
Amortizing intangibles	$	159,773		$	167,116		$	189,409		$	159,773		$	189,409
Performance Ratios
Return on average assets		0.74	%		0.70	%		0.99	%		0.86	%		0.80	%
Return on average assets (operating) (a)		0.97	%		0.99	%		0.98	%		0.99	%		0.97	%
Return on average common equity		5.85	%		5.63	%		7.67	%		6.84	%		6.32	%
Return on average common equity (operating) (a)		7.71	%		7.93	%		7.60	%		7.88	%		7.66	%
Return on average tangible common equity		8.79	%		8.54	%		11.58	%		10.30	%		9.72	%
Return on average tangible common equity (operating) (a)		11.59	%		12.03	%		11.48	%		11.85	%		11.78	%
Tangible common equity ratio		9.00	%		8.68	%		8.77	%		9.00	%		8.77	%
Earning asset yield (TE)		4.32	%		4.47	%		4.76	%		4.45	%		4.80	%
Total cost of funds		0.23	%		0.24	%		0.28	%		0.25	%		0.32	%
Net interest margin (TE)		4.09	%		4.23	%		4.48	%		4.20	%		4.48	%
Efficiency ratio (b)		65.94	%		64.95	%		60.78	%		65.17	%		64.63	%
Allowance for loan losses as a percent of period-end loans		1.08	%		1.18	%		1.18	%		1.08	%		1.18	%
Allowance for loan losses to non-performing loans + accruing loans 90 days past due		111.97	%		94.69	%		81.40	%		111.97	%		81.40	%
Average loan/deposit ratio		79.93	%		78.70	%		76.29	%		77.56	%		74.68	%
Noninterest income excluding securities transactions as a percent of total revenue (TE)		25.90	%		26.59	%		26.02	%		26.25	%		25.88	%

(a) Excludes tax-effected securities transactions and one-time noninterest expense items. Management believes that operating income provides a useful measure of financial performance that helps investors compare the Company’s fundamental operations over time.

(b) Efficiency ratio is defined as noninterest expense as a percent of total revenue (TE) before amortization of purchased intangibles, one-time noninterest expense items, and securities transactions.

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Hancock Holding Company

Financial Highlights

(amounts in thousands)

(unaudited)

	Three Months Ended							Twelve Months Ended
	12/31/2013		9/30/2013		12/31/2012			12/31/2013		12/31/2012
Income Statement
Interest income	$	175,650	$	181,639	$	191,140		$	722,210	$	762,549
Interest income (TE)		178,109		184,221		194,075			732,620		774,134
Interest expense		9,643		10,109		11,275			41,479		51,682
Net interest income (TE)		168,466		174,112		182,800			691,141		722,452
Provision for loan losses		7,331		7,569		28,051			32,734		54,192
Noninterest income excluding securities transactions		58,894		63,057		64,308			246,038		252,195
Securities transactions gains		105		—		623			105		1,552
Noninterest expense		174,213		182,205		157,920			678,274		713,067
Income before income taxes		43,462		44,813		58,825			215,866		197,355
Income tax expense		8,746		11,611		11,866			52,510		45,613
Net income	$	34,716	$	33,202	$	46,959		$	163,356	$	151,742
Adjustments from net to operating income
Securities transactions gains		105		—		623			105		1,552
One-time noninterest expense items
Merger-related expenses		—		—		—			—		45,789
Sub-debt early redemption costs		—		—		—			—		5,336
Expense & efficiency initiative and other items		17,116		20,887		—			38,003		—
Total one-time noninterest expense items		17,116		20,887		—			38,003		51,125
Taxes on adjustments at 35%		5,954		7,310		(218	)		13,264		17,350
Total adjustments (net of taxes)		11,057		13,577		(405	)		24,634		32,223
Operating income (c)	$	45,773	$	46,779	$	46,554		$	187,990	$	183,965
Noninterest Income and Noninterest Expense
Service charges on deposit accounts	$	19,605	$	20,519	$	20,232		$	79,000	$	78,246
Trust fees		10,214		9,477		8,273			38,186		32,736
Bank card and ATM fees		11,261		12,221		11,526			45,939		49,112
Investment & annuity fees		4,619		5,186		4,743			19,574		18,033
Secondary mortgage market operations		1,554		2,467		5,160			12,543		16,488
Insurance fees		3,304		3,661		3,588			15,804		15,692
Other income		8,337		9,526		10,786			34,992		41,888
Noninterest income excluding securities transactions		58,894		63,057		64,308			246,038		252,195
Securities transactions gains		105		—		623			105		1,552
Total noninterest income including securities transactions	$	58,999	$	63,057	$	64,931		$	246,143	$	253,747
Personnel expense	$	84,912	$	86,850	$	87,358		$	347,266	$	356,734
Occupancy expense (net)		11,613		12,369		12,683			48,713		53,856
Equipment expense		4,679		5,120		5,051			20,019		21,862
Other real estate owned expense (net)		1,535		2,439		2,236			8,036		12,250
Other operating expense		47,180		47,234		42,862			186,767		185,173
Amortization of intangibles		7,178		7,306		7,730			29,470		32,067
Total operating expense		157,097		161,318		157,920			640,271		661,942
One-time noninterest expense items		17,116		20,887		—			38,003		51,125
Total noninterest expense	$	174,213	$	182,205	$	157,920		$	678,274	$	713,067
Common Share Data
Earnings per share:
Basic	$	0.41	$	0.40	$	0.55		$	1.93	$	1.77
Diluted	$	0.41	$	0.40	$	0.54		$	1.93	$	1.75
Operating earnings per share:
Basic	$	0.55	$	0.56	$	0.54		$	2.22	$	2.15
Diluted	$	0.55	$	0.56	$	0.54		$	2.22	$	2.13
Cash dividends per share	$	0.24	$	0.24	$	0.24		$	0.96	$	0.96
Book value per share (period-end)	$	29.49	$	28.70	$	28.91		$	29.49	$	28.91
Tangible book value per share (period-end)	$	19.94	$	19.04	$	19.27		$	19.94	$	19.27
Weighted average number of shares:
Basic		82,085		82,091		84,798			83,066		84,767
Diluted		82,220		82,205		85,777			83,167		85,588
Period-end number of shares		82,237		82,107		84,848			82,237		84,848
Market data:
High sales price	$	37.12	$	33.85	$	32.50		$	37.12	$	36.73
Low sales price	$	30.09	$	29.00	$	29.47		$	25.00	$	27.96
Period end closing price	$	36.68	$	31.38	$	31.73		$	36.68	$	31.73
Trading volume		27,816		29,711		20,910			122,496		119,519

(c) Net income less tax-effected securities gains and one-time noninterest expense items. Management believes that operating income provides a useful measure of financial performance that helps investors compare the Company’s fundamental operations over time.

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Hancock Holding Company

Financial Highlights

(amounts in thousands)

(unaudited)

	Three Months Ended
	12/31/2013			9/30/2013			6/30/2013			3/31/2013			12/31/2012
Period-end Balance Sheet
Commercial non-real estate loans	$	5,064,224		$	4,625,315		$	4,653,342		$	4,425,286		$	4,433,288
Construction and land development loans		915,541			920,408			966,499			992,820			989,306
Commercial real estate loans		3,042,841			2,914,969			2,872,254			2,873,403			2,923,094
Residential mortgage loans		1,720,614			1,695,197			1,616,093			1,587,519			1,577,944
Consumer loans		1,581,597			1,578,583			1,573,309			1,603,734			1,654,170
Total loans		12,324,817			11,734,472			11,681,497			11,482,762			11,577,802
Loans held for sale		24,515			18,444			20,233			34,813			50,605
Securities		4,033,124			4,124,202			4,303,918			4,662,279			3,716,460
Short-term investments		268,839			462,313			442,917			475,677			1,500,188
Earning assets		16,651,295			16,339,431			16,448,565			16,655,531			16,845,055
Allowance for loan losses		(133,626	)		(138,223	)		(137,969	)		(137,777	)		(136,171	)
Other assets		2,491,582			2,600,638			2,623,705			2,546,369			2,755,601
Total assets	$	19,009,251		$	18,801,846		$	18,934,301		$	19,064,123		$	19,464,485
Noninterest bearing deposits	$	5,530,253		$	5,479,696		$	5,340,177		$	5,418,463		$	5,624,127
Interest bearing transaction and savings deposits		6,162,959			6,008,042			5,965,372			6,017,735			6,038,003
Interest bearing public fund deposits		1,571,532			1,240,336			1,410,866			1,528,790			1,580,260
Time deposits		2,095,772			2,326,797			2,439,523			2,288,363			2,501,798
Total interest bearing deposits		9,830,263			9,575,175			9,815,761			9,834,888			10,120,061
Total deposits		15,360,516			15,054,871			15,155,938			15,253,351			15,744,188
Short-term borrowings		657,960			782,779			828,107			722,537			639,133
Long-term debt		385,826			376,664			385,122			393,920			396,589
Other liabilities		179,880			231,090			219,794			217,215			231,297
Common shareholders’ equity		2,425,069			2,356,442			2,345,340			2,477,100			2,453,278
Total liabilities & shareholders’ equity	$	19,009,251		$	18,801,846		$	18,934,301		$	19,064,123		$	19,464,485
Capital Ratios
Common shareholders’ equity	$	2,425,069		$	2,356,442		$	2,345,340		$	2,477,100		$	2,453,278
Tier 1 capital (d)		1,682,782			1,656,497			1,632,874			1,700,115			1,668,809
Tangible common equity ratio		9.00	%		8.68	%		8.52	%		9.14	%		8.77	%
Common equity (period-end) as a percent of total assets (period-end)		12.76	%		12.53	%		12.39	%		12.99	%		12.60	%
Leverage (Tier 1) ratio (d)		9.36	%		9.10	%		8.96	%		9.28	%		9.11	%
Tier 1 risk-based capital ratio (d)		11.87	%		12.07	%		12.00	%		12.78	%		12.64	%
Total risk-based capital ratio (d)		13.23	%		13.52	%		13.45	%		14.41	%		14.28	%

(d) Estimated for most recent period-end.

- 9 -

Hancock Holding Company

Financial Highlights

(amounts in thousands)

(unaudited)

	Three Months Ended									Twelve Months Ended
	12/31/2013			9/30/2013			12/31/2012			12/31/2013			12/31/2012
Average Balance Sheet
Commercial non-real estate loans	$	4,786,680		$	4,720,608		$	4,316,455		$	4,615,973		$	4,007,506
Construction and land development loans		931,214			970,411			1,035,401			965,237			1,157,064
Commercial real estate loans		2,915,323			2,891,830			2,910,880			2,899,317			2,897,317
Residential mortgage loans		1,715,716			1,668,201			1,613,919			1,659,324			1,571,465
Consumer loans		1,573,446			1,570,345			1,667,134			1,585,353			1,651,387
Total loans (e)		11,922,379			11,821,395			11,543,789			11,725,204			11,284,739
Securities (f)		4,070,657			4,135,348			3,732,815			4,140,051			4,063,817
Short-term investments		383,551			427,892			969,037			578,613			771,523
Earning assets		16,376,587			16,384,635			16,245,641			16,443,868			16,120,079
Allowance for loan losses		(138,708	)		(137,936	)		(136,254	)		(137,897	)		(136,257	)
Other assets		2,501,212			2,549,328			2,855,565			2,623,047			2,951,547
Total assets	$	18,739,091		$	18,796,027		$	18,964,952		$	18,929,018		$	18,935,369
Noninterest bearing deposits	$	5,483,918		$	5,415,303		$	5,420,081		$	5,393,955		$	5,251,391
Interest bearing transaction and savings deposits		5,981,110			5,919,709			5,930,964			5,962,114			5,827,370
Interest bearing public fund deposits		1,253,199			1,302,425			1,332,163			1,410,679			1,451,459
Time deposits		2,197,450			2,384,248			2,448,694			2,350,488			2,579,963
Total interest bearing deposits		9,431,759			9,606,382			9,711,821			9,723,281			9,858,792
Total deposits		14,915,677			15,021,685			15,131,902			15,117,236			15,110,183
Short-term borrowings		848,934			820,500			847,058			806,082			843,798
Long-term debt		381,561			385,203			321,713			389,153			338,875
Other liabilities		237,151			229,694			229,100			229,983			241,710
Common shareholders’ equity		2,355,768			2,338,945			2,435,179			2,386,564			2,400,803
Total liabilities & shareholders’ equity	$	18,739,091		$	18,796,027		$	18,964,952		$	18,929,018		$	18,935,369

(e) Includes loans held for sale.

(f) Average securities does not include unrealized holding gains/losses on available for sale securities.

- 10 -

Hancock Holding Company

Average Balance and Net Interest Margin Summary

(amounts in thousands)

(unaudited)

	Three Months Ended
	12/31/2013							9/30/2013							12/31/2012
	Interest		Volume		Rate			Interest		Volume		Rate			Interest		Volume		Rate
Average Earning Assets
Commercial & real estate loans (TE)	$	104,168	$	8,633,217		4.79	%	$	109,450	$	8,582,849		5.06	%	$	113,004	$	8,262,736		5.44	%
Residential mortgage loans		23,612		1,715,716		5.50	%		24,968		1,668,201		5.99	%		27,998		1,613,919		6.94	%
Consumer loans		24,382		1,573,446		6.15	%		25,740		1,570,345		6.51	%		28,593		1,667,134		6.82	%
Loan fees & late charges		1,001		—		0.00	%		689		—		0.00	%		3,098		—		0.00	%
Total loans (TE)		153,163		11,922,379		5.10	%		160,847		11,821,395		5.41	%		172,693		11,543,789		5.95	%
US Treasury and government agency securities		555		100,150		2.20	%		33		5,585		2.34	%		51		18,315		1.11	%
CMOs		7,804		1,425,839		2.19	%		7,278		1,463,403		1.99	%		7,204		1,577,165		1.83	%
Mortgage backed securities		13,866		2,299,544		2.41	%		13,042		2,410,763		2.16	%		10,475		1,891,704		2.22	%
Municipals (TE)		2,443		235,778		4.14	%		2,715		247,140		4.39	%		2,942		238,733		4.93	%
Other securities		58		9,346		2.49	%		53		8,457		2.51	%		94		6,898		5.43	%
Total securities (TE) (g)		24,726		4,070,657		2.43	%		23,121		4,135,348		2.24	%		20,766		3,732,815		2.21	%
Total short-term investments		220		383,551		0.23	%		253		427,892		0.23	%		616		969,037		0.25	%
Average earning assets yield (TE)	$	178,109	$	16,376,587		4.32	%	$	184,221	$	16,384,635		4.47	%	$	194,075	$	16,245,641		4.76	%
Interest-bearing Liabilities
Interest-bearing transaction and savings deposits	$	1,399	$	5,981,110		0.09	%	$	1,398	$	5,919,709		0.09	%	$	1,719	$	5,930,964		0.12	%
Time deposits		3,328		2,197,450		0.60	%		3,687		2,384,248		0.61	%		4,507		2,448,694		0.73	%
Public funds		663		1,253,199		0.21	%		766		1,302,425		0.23	%		861		1,332,163		0.26	%
Total interest bearing deposits		5,390		9,431,759		0.23	%		5,851		9,606,382		0.24	%		7,087		9,711,821		0.29	%
Short-term borrowings		1,092		848,934		0.51	%		1,074		820,500		0.52	%		1,273		847,058		0.60	%
Long-term debt		3,161		381,561		3.29	%		3,184		385,203		3.28	%		2,915		321,713		3.60	%
Total borrowings		4,253		1,230,495		1.37	%		4,258		1,205,703		1.40	%		4,188		1,168,771		1.43	%
Total interest bearing liabilities cost	$	9,643	$	10,662,254		0.36	%	$	10,109	$	10,812,085		0.37	%	$	11,275	$	10,880,592		0.41	%
Net interest-free funding sources				5,714,333							5,572,550							5,365,049
Total Cost of Funds	$	9,643	$	16,376,587		0.23	%	$	10,109	$	16,384,635		0.24	%	$	11,275	$	16,245,641		0.28	%
Net Interest Spread (TE)	$	168,466				3.96	%	$	174,112				4.10	%	$	182,800				4.35	%
Net Interest Margin (TE)	$	168,466	$	16,376,587		4.09	%	$	174,112	$	16,384,635		4.23	%	$	182,800	$	16,245,641		4.48	%

(g) Average securities does not include unrealized holding gains/losses on available for sale securities.

- 11 -

Hancock Holding Company

Average Balance and Net Interest Margin Summary

(amounts in thousands)

(unaudited)

	Twelve Months Ended
	12/31/2013							12/31/2012
	Interest		Volume		Rate			Interest		Volume		Rate
Average Earning Assets
Commercial & real estate loans (TE)	$	430,258	$	8,480,527		5.07	%	$	443,360	$	8,061,887		5.50	%
Residential mortgage loans		101,800		1,659,324		6.14	%		111,662		1,571,465		7.11	%
Consumer loans		103,157		1,585,353		6.51	%		115,470		1,651,387		6.99	%
Loan fees & late charges		3,494		—		0.00	%		6,335		—		0.00	%
Total loans (TE)		638,709		11,725,204		5.45	%		676,827		11,284,739		6.00	%
US Treasury and government agency securities		606		28,063		2.16	%		2,104		99,136		2.12	%
CMOs		29,627		1,502,867		1.97	%		29,790		1,545,531		1.93	%
Mortgage backed securities		51,730		2,367,274		2.19	%		51,332		2,150,799		2.39	%
Municipals (TE)		10,342		233,310		4.43	%		11,814		260,488		4.54	%
Other securities		208		8,537		2.44	%		348		7,863		4.43	%
Total securities (TE) (h)		92,513		4,140,051		2.23	%		95,388		4,063,817		2.35	%
Total short-term investments		1,398		578,613		0.24	%		1,919		771,523		0.25	%
Average earning assets yield (TE)	$	732,620	$	16,443,868		4.45	%	$	774,134	$	16,120,079		4.80	%
Interest-Bearing Liabilities
Interest-bearing transaction deposits	$	5,998	$	5,962,114		0.10	%	$	7,353	$	5,827,370		0.13	%
Time deposits		14,896		2,350,488		0.63	%		21,242		2,579,963		0.82	%
Public funds		3,281		1,410,679		0.23	%		4,146		1,451,459		0.29	%
Total interest bearing deposits		24,175		9,723,281		0.25	%		32,741		9,858,792		0.33	%
Short-term borrowings		4,542		806,082		0.56	%		6,065		843,798		0.72	%
Long-term debt		12,762		389,153		3.28	%		12,876		338,875		3.80	%
Total borrowings		17,304		1,195,235		1.45	%		18,941		1,182,673		1.60	%
Total interest bearing liabilities cost	$	41,479	$	10,918,516		0.38	%	$	51,682	$	11,041,465		0.47	%
Net interest-free funding sources				5,525,352							5,078,614
Total Cost of Funds	$	41,479	$	16,443,868		0.25	%	$	51,682	$	16,120,079		0.32	%
Net Interest Spread (TE)	$	691,141				4.07	%	$	722,452				4.33	%
Net Interest Margin (TE)	$	691,141	$	16,443,868		4.20	%	$	722,452	$	16,120,079		4.48	%

(h) Average securities does not include unrealized holding gains/losses on available for sale securities.

- 12 -

Hancock Holding Company

Financial Highlights

(amounts in thousands)

(unaudited)

	Three Months Ended									Twelve Months Ended
	12/31/2013			9/30/2013			12/31/2012			12/31/2013			12/31/2012
Asset Quality Information
Non-accrual loans (i)	$	84,011		$	100,649		$	121,837		$	84,011		$	121,837
Restructured loans (j)		24,947			29,705			32,215			24,947			32,215
Total non-performing loans		108,958			130,354			154,052			108,958			154,052
ORE and foreclosed assets		76,979			85,560			102,072			76,979			102,072
Total non-performing assets	$	185,937		$	215,914		$	256,124		$	185,937		$	256,124
Non-performing assets as a percent of loans, ORE and foreclosed assets		1.50	%		1.83	%		2.19	%		1.50	%		2.19	%
Accruing loans 90 days past due	$	10,387		$	15,620		$	13,244		$	10,387		$	13,244
Accruing loans 90 days past due as a percent of loans		0.08	%		0.13	%		0.11	%		0.08	%		0.11	%
Non-performing assets + accruing loans 90 days past due to loans, ORE and foreclosed assets		1.58	%		1.96	%		2.31	%		1.58	%		2.31	%
Net charge-offs - non-covered	$	5,216		$	5,430		$	28,038		$	24,309		$	55,031
Net charge-offs - covered		(3,399	)		506			3,230			2,355			26,069
Net charge-offs - non-covered as a percent of average loans		0.17	%		0.18	%		0.97	%		0.21	%		0.49	%
Allowance for loan losses	$	133,626		$	138,233		$	136,171		$	133,626		$	136,171
Allowance for loan losses as a percent of period-end loans		1.08	%		1.18	%		1.18	%		1.08	%		1.18	%
Allowance for loan losses to non-performing loans + accruing loans 90 days past due		111.97	%		94.69	%		81.40	%		111.97	%		81.40	%
Provision for loan losses	$	7,331		$	7,569		$	28,051		$	32,734		$	54,192
Allowance for Loan Losses
Beginning Balance	$	138,223		$	137,969		$	135,591		$	136,171		$	124,881
Net provision for loan losses - covered loans		(532	)		1,024			199			7,455			2,823
Provision for loan losses - non-covered loans		7,863			6,545			27,852			25,279			51,369
Net provision for loan losses		7,331			7,569			28,051			32,734			54,192
(Decrease) increase in FDIC loss share receivable		(10,111	)		(1,379	)		3,797			(8,615	)		38,198
Charge-offs - non-covered		11,515			8,698			30,172			42,899			64,760
Recoveries - non-covered		(6,299	)		(3,268	)		(2,134	)		(18,590	)		(9,729	)
Net charge-offs - covered		(3,399	)		506			3,230			2,355			26,069
Net charge-offs		1,817			5,936			31,268			26,664			81,100
Ending Balance	$	133,626		$	138,223		$	136,171		$	133,626		$	136,171
Net Charge-off Information
Net charge-offs - non-covered:
Commercial/real estate loans	$	2,183		$	1,267		$	23,090		$	11,684		$	36,902
Residential mortgage loans		(197	)		541			1,372			361			5,951
Consumer loans		3,230			3,622			3,576			12,264			12,178
Total net charge-offs - non-covered	$	5,216		$	5,430		$	28,038		$	24,309		$	55,031
Average loans:
Commercial/real estate loans	$	8,633,217		$	8,582,849		$	8,262,736		$	8,480,527		$	8,061,887
Residential mortgage loans		1,715,716			1,668,201			1,613,919			1,659,324			1,571,465
Consumer loans		1,573,446			1,570,345			1,667,134			1,585,353			1,651,387
Total average loans	$	11,922,379		$	11,821,395		$	11,543,789		$	11,725,204		$	11,284,739
Net charge-offs - non-covered to average loans:
Commercial/real estate loans		0.10	%		0.06	%		1.11	%		0.14	%		0.46	%
Residential mortgage loans		(0.05	)%		0.13	%		0.34	%		0.02	%		0.38	%
Consumer loans		0.81	%		0.92	%		0.85	%		0.77	%		0.74	%
Total net charge-offs - non-covered to average loans		0.17	%		0.18	%		0.97	%		0.21	%		0.49	%

(i) Non-accrual loans and accruing loans past due 90 days or more do not include non-accrual restructured loans and acquired credit-impaired loans which were written down to fair value upon acquisition and accrete interest income over the remaining life of the loan.

(j) Included in restructured loans are $15.7 million, $19.1 million, and $15.8 million in non-accrual loans at 12/31/2013, 9/30/13, and 12/31/12, respectively. Total excludes acquired credit-impaired loans.

- 13 -

Hancock Holding Company

Financial Highlights

(amounts in thousands)

(unaudited)

Supplemental Asset Quality Information	Originated Loans		Acquired Loans (k)			Covered Loans (l)			Total
	12/31/2013
Non-accrual loans	$	61,887	$	18,580		$	3,544		$	84,011
Restructured loans		21,222		3,725			—			24,947
Total non-performing loans		83,109		22,305			3,544			108,958
ORE and foreclosed assets		51,240		—			25,739			76,979
Total non-performing assets (m)	$	134,349	$	22,305		$	29,283		$	185,937
Accruing loans 90 days past due	$	3,298	$	7,089			—		$	10,387
Allowance for loan losses	$	78,885	$	1,647		$	53,094		$	133,626
	9/30/2013
Non-accrual loans	$	75,663	$	19,823		$	5,163		$	100,649
Restructured loans		25,942		3,763			—			29,705
Total non-performing loans		101,605		23,586			5,163			130,354
ORE and foreclosed assets		60,187		—			25,373			85,560
Total non-performing assets	$	161,792	$	23,586		$	30,536		$	215,914
Accruing loans 90 days past due	$	12,512	$	3,108			—		$	15,620
Allowance for loan losses	$	77,421	$	463		$	60,339		$	138,223
Loans Outstanding	Originated Loans		Acquired Loans (k)			Covered Loans (l)			Total
	12/31/2013
Commercial non-real estate loans	$	4,113,837	$	926,997		$	23,390		$	5,064,224
Construction and land development loans		752,381		142,931			20,229			915,541
Commercial real estate loans		2,022,528		967,148			53,165			3,042,841
Residential mortgage loans		1,196,256		315,340			209,018			1,720,614
Consumer loans		1,409,130		119,603			52,864			1,581,597
Total loans	$	9,494,132	$	2,472,019		$	358,666		$	12,324,817
Change in loan balance from previous quarter	$	793,365	($	169,684	)	($	33,336	)	$	590,345
	9/30/2013
Commercial non-real estate loans	$	3,633,490	$	967,485		$	24,340		$	4,625,315
Construction and land development loans		738,983		158,228			23,197			920,408
Commercial real estate loans		1,816,402		1,038,287			60,280			2,914,969
Residential mortgage loans		1,124,649		347,054			223,494			1,695,197
Consumer loans		1,387,243		130,649			60,691			1,578,583
Total loans	$	8,700,767	$	2,641,703		$	392,002		$	11,734,472
Change in loan balance from previous quarter	$	447,012	($	355,328	)	($	38,709	)	$	52,975

(k) Loans which have been acquired and no allowance brought forward in accordance with acquisition accounting.

(l) Acquired loans which are covered by loss sharing agreements with the FDIC providing considerable protection against credit risk.

(m) ORE received in settlement of acquired loans is no longer subject to purchase accounting guidance and has been included with ORE from originated loans. ORE received in settlement of covered loans remains covered under the FDIC loss share agreements.

- 14 -

Fourth Quarter 2013

Financial Results

January

23, 2014

Fourth Quarter 2013

Financial Results

January

23, 2014

Forward-Looking

Statements

Forward-Looking

Statements

Certain of the statements or information included in this presentation may constitute forward-looking

statements.  Forward-looking statements include projections of revenue, costs, results of operations or

financial condition or statements regarding future market conditions or our potential plans and strategies

for the future.  Forward-looking statements that we may make include, but may not be limited to, comments

with respect to future levels of economic activity in our markets,  loan growth, deposit trends, credit quality

trends, future sales of nonperforming assets, net interest margin trends, future expense levels and the

ability to achieve reductions in non-interest expense or other cost savings, projected tax rates, future

profitability, improvements in expense to revenue (efficiency) ratio, purchase accounting impacts such as

accretion levels, the impact of the branch rationalization process, and the financial impact of regulatory

requirements.  Hancock’s ability to accurately project results or predict the effects of future plans or

strategies is inherently limited. 

We believe that the expectations reflected or implied by any forward-looking statements are based on

reasonable assumptions, but actual results and performance could

differ materially from those set forth in

the forward-looking statements.  Factors that could cause actual results or outcomes to differ from those

expressed in the Company’s forward-looking statements include, but are not limited to, those outlined in

Hancock’s SEC filings, including the “Risk Factors”

section of the Company’s 10-K for the year ended

December 31, 2012 and most recent form 10-Q.

Hancock undertakes no obligation to update or revise any forward-looking statements, and you are

cautioned not to place undue reliance on such forward-looking statements.

2

Fourth Quarter Highlights:

Fourth Quarter Highlights:

Core Improvements Largely Offset Declining PAAs

Core Improvements Largely Offset Declining PAAs

3

Core net interest income (TE) increased approximately $1.5 million and core net

interest margin (NIM) improved 3 basis points (bps) linked-quarter

–

The Company defines its core results as reported results less the impact of net purchase

accounting adjustments (PAAs)

Operating expenses declined $4.2 million linked-quarter and the Company

remains on track to meet its first quarter of 2014 expense target

Approximately $625 million linked-quarter net loan growth, or 22% annualized,

and over $900 million, or 8%, year-over-year loan growth

–

Each excluding the FDIC-covered loan portfolio

Purchase accounting loan accretion declined approximately $8 million, or $.06

per diluted common share after tax

Continued improvement in overall asset quality metrics

Tax rate declined to 20%, mainly related to benefits from additional investments

in New Market Tax Credit projects in the fourth quarter

•

Net income (operating) $46 million or $.55 per diluted common share,

in line with Company guidance

•

ROA (operating) 0.97%

•

ROTCE (operating) 11.59%

•

Net income includes one-time

noninterest expense items of

$17.1 million ($11.1 million

after tax), or $.14 per diluted

common share

Fourth Quarter Highlights:

Fourth Quarter Highlights:

Core Improvements Largely Offset Declining PAAs

Core Improvements Largely Offset Declining PAAs

4

Operating income is defined as net income excluding tax-effected securities

transactions gains or losses and one-time noninterest expense items. 

*  Core is defined as reported results less purchase accounting adjustments. 

See table on slide 13.

**  Noninterest expense as a percent of total revenue (TE) before

amortization of purchased intangibles, one-time noninterest expense items

and securities transactions.

Results In Line With Guidance

Results In Line With Guidance

Results In Line With Guidance

•

Volatility related to excess

cash recoveries (included in

loan accretion totals) has been

impacting quarterly operating

EPS results (additional data on slide 13)

•

Projections do not include

excess cash recoveries

•

Expected 4Q13 operating EPS

to be flat to slightly down

•

No excess cash recoveries

forecast for 2014

5

Strong Level of Originations Across The

Strong Level of Originations Across The

Footprint

Footprint

•

Excluding FDIC covered loans, total loans of $12.0

billion were up $625 million

–

The largest component of linked-quarter net growth was in

the commercial and industrial (C&I) portfolio (+10%),

followed by increases in the commercial real estate (CRE)

(+5%) and residential mortgage (+3%) portfolios 

•

Many of the markets across the Company’s footprint

reported net loan growth during the quarter, with the

majority of the growth in south Louisiana, Houston

and Florida markets 

•

For the full year of 2014, management expects

period-end loan growth in the mid-single digit range

Period-end balances. As of December 31, 2013

6

Whitney Portfolio Continues

Whitney Portfolio Continues

Solid Performance

Solid Performance

•

Loan mark on the acquired-performing portfolio accreted into earnings over the life of the

portfolio

•

Credit-impaired loan mark available for charge-offs; if not needed for charge-offs then

accreted into income

•

Quarterly reviews of accretion levels and portfolio performance will impact reported margin

7

As of December 31, 2013

$s in millions

Credit-

Impaired

Performing

Total

Whitney loan mark at acquisition

(as adjusted in 4Q11)

$284

$187

$471

Acquired portfolio loan balances at acquisition

$818

$6,101

$6,919

Discount at acquisition

34.7%

3.1%

6.8%

Remaining Whitney loan mark at 12/31/13

$128

$30

$158

Remaining acquired portfolio loan balances at 12/31/13

$200

$2,431

$2,631

Acquired loan charge-offs from acquisition thru

12/31/13

$29

$10

$39

Discount at 12/31/13

64%

1.2%

6.0%

Peoples First Loan Mark Used

Peoples First Loan Mark Used

For Charge-Offs

For Charge-Offs

•

FDIC covered loan portfolio

•

Entire loan mark available for charge-offs; if not needed for charge-offs then accreted into income

•

Quarterly reviews of accretion levels and portfolio performance will impact reported margin

•

FDIC loss share receivable totaled $114 million at December 31, 2013

Balance reflects the total amount expected to be collected from the FDIC

8

$s in millions

Credit Impaired

Peoples First loan mark at acquisition  (12/2009)

$509

Charge-offs from acquisition thru 12/31/13

$413

Accretion since acquisition date

$85

Remaining loan mark at 12/31/13

$50

Impairment reserve at 12/31/13

$53

Remaining covered portfolio loan balances at 12/31/13

$409

Discount & allowance at 12/31/13

25%

As of December 31, 2013

•

Nonperforming assets totaled $186 million, down $30

million compared to September 30, 2013

–

ORE and foreclosed assets declined $9 million linked-quarter

–

Nonperforming loans down $21 million, or 16%,

compared to 3Q13

•

The allowance for loan losses was $133.6 million (1.08%)

at year-end, down from $138.2 million (1.18%) linked-

quarter

–

The decline in the allowance was primarily related to a $7.2 million

reversal of a previous impairment on FDIC covered loans

–

The allowance maintained on the non-covered portion of the loan

portfolio increased $2.6 million linked-quarter, totaling $80.5 million

•

Provision for loan losses was $7.3 million, slightly down

from $7.6 million in 3Q13

–

4Q13 includes $7.9 million  for the non-covered loan portfolio,

compared to $6.5 million in 3Q13

•

Non-covered net charge-offs totaled $5.2 million, or 0.17%,

compared to $5.4 million, or 0.18%, in 3Q13

Continued Improvement In 

Continued Improvement In 

Asset Quality Metrics

Asset Quality Metrics

9

$s in millions

Excludes covered portfolio and gross of the Whitney loan mark

As of December 31, 2013

Securities Portfolio Continues To Fund

Loan Growth

Securities Portfolio Continues To Fund

Loan Growth

10

•

Portfolio totaled $4.0 billion, down $82 million

linked-quarter

•

Decline continues to fund loan growth

–

Better earning asset mix

•

Yield 2.43% for 4Q13, up 19 bps

•

Slowdowns in prepayments on mortgage-backed

securities continued to positively impact overall

portfolio yield during the quarter

•

Unrealized gain (net) of $13.0 million on AFS

•

65% HTM, 35% AFS

•

Duration 3.99, up from 3.84 at September 30, 2013

–

Extends to 4.2 in +100 bps shift in the yield curve

–

Extends to 4.5 in +200 bps shift in the yield curve

Period-end balances. As of December 31, 2013

Strong Core Deposit

Strong Core Deposit

Funding

Funding

•

Total deposits $15.4 billion, up over $300

million linked-quarter

•

Linked-quarter growth related to increases in

interest bearing public fund deposits of $331

million

•

Time deposits declined $231 million, with the

remaining deposit categories up $206 million

•

Funding mix remained strong

–

Noninterest-bearing demand deposits (DDA)

comprised 36% of total period-end deposits

–

No and low cost deposits comprised 76% of total period-end

deposits

–

Cost of funds declined 1bp to 23 bps

11

Period-end balances. As of December 31, 2013

Core NIM Expansion; Reported NIM

Core NIM Expansion; Reported NIM

Impacted By Decline in PAAs

Impacted By Decline in PAAs

•

Reported net interest margin (NIM) 4.09%, down 14 bps linked-quarter

–

Approximately 17 bps of NIM compression related to the $7.1 million decrease in net purchase accounting

adjustments linked-quarter

•

Core NIM expanded 3 bps

–

Slight decline in core loan yield (3bps) offset by increased yield on securities (+19bps) portfolio and a lower cost

of funds (1bp)

–

Better earning asset mix and increased loan volume

12

Core NIM = reported net interest income (TE) excluding total net

purchase accounting adjustments, annualized, as a percent of

average earning assets. (See slide 12)

As of December 31, 2013

Purchase Accounting Adjustments

Core NII & NIM Reconciliation

Purchase Accounting Adjustments

Core NII & NIM Reconciliation

13

($s in millions)

4Q13

3Q13

2Q13

1Q13

4Q12

Net Interest Income (TE) –

reported (NII)

$168.5

$174.1

$171.8

$176.7

$182.8

Whitney expected loan accretion (performing)

9.3

10.4

12.8

13.7

17.6

Whitney expected loan accretion (credit impaired)

18.2

15.8

15.9

14.6

11.5

Peoples First expected loan accretion

2.8

4.3

4.1

4.5

7.4

Excess cash recoveries*

---

7.7

3.1

7.5

4.0

Total Loan Accretion

$30.3

$38.3

$35.9

$40.3

$40.5

Whitney premium bond amortization

(1.8)

(2.8)

(3.4)

(3.5)

(5.4)

Whitney and Peoples First CD accretion

.1

.1

.2

.3

.3

Total Net Purchase Accounting  

Adjustments (PAAs) impacting NII

$28.5

$35.6

$32.7

$37.1

$35.5

Net Interest Income (TE) –

core

(Reported NII less net PAAs)

$140.0

$138.5

$139.0

$139.7

$147.3

Average Earning Assets

$16,377

$16,385

$16,500

$16,518

$16,246

Net Interest Margin –

reported

4.09%

4.23%

4.17%

4.32%

4.48%

Net Purchase Accounting Adjustments (%)

.69%

.86%

.79%

.91%

.87%

Net Interest Margin -

core

3.40%

3.37%

3.38%

3.41%

3.61%

* Excess cash recoveries include cash collected on certain zero carrying value acquired loan pools above expected amounts.

Purchased Loan Accretion Declining

Purchased Loan Accretion Declining

•

Net purchase accounting

adjustments will be part of

earnings through 2015

•

Revenue includes loan

accretion, securities

amortization, CD accretion

•

Amortization of intangibles

mainly related to the Whitney

acquisition

14

$s in  millions

Impact of Purchase Accounting Adjustments 2012-2015

(2014-2015 projections will be updated quarterly; subject to volatility)

As of December 31, 2013

Noninterest Income Reflects Changes

Noninterest Income Reflects Changes

Related to Seasonality, Economy

Related to Seasonality, Economy

15

As of December 31, 2013

•

Noninterest income totaled $59.0 million, down $4.1 million linked-quarter

•

Service charges on deposits totaled $19.6 million, down $0.9 million from 3Q13,

due, in part, to fewer business days in the fourth quarter

•

Bankcard and ATM fees totaled $11.3 million, down approximately $1.0 million

from 3Q13

–

Decline due, in part, to a one-time Visa-related incentive recorded in

3Q13

•

Trust, investment and annuity, and insurance fees totaled $18.1 million, down

$0.2 million from 3Q13

–

During the fourth quarter, an increase of $0.7 million, or 8%, in trust fees

was offset by declines in investment and annuity, and insurance fees

•

Other noninterest income totaled $8.3 million, down $1.2 million, or 12%,

linked-quarter

–

The decline mainly reflects a lower level of expected future losses on

covered loans, which resulted in an increase of $1.1 million in the

amortization of the indemnification asset

•

Fees from secondary mortgage operations totaled $1.6 million, down $0.9 million

linked-quarter

–

The decline mainly reflects a continued slowdown in mortgage loan

activity, reflecting mainly the impact of increased longer-term interest

rates on originations

–

The quarter’s activity also reflects a continued higher level of portfolio

production compared to secondary market production

$s in millions

Service

Charges on

Deposit

$19.6

33%

Trust

$10.2

17%

Investment &

annuity

$4.6

8%

Insurance

$3.3

6%

ATM

$11.3

19%

Secondary

mortgage

operations

$1.6

3%

Other

$8.3

14%

Bankcard and

Fee Mix 4Q13

Noninterest Expense Includes One-Time Items;

Noninterest Expense Includes One-Time Items;

Operating Expense Continues To Decline

Operating Expense Continues To Decline

•

Noninterest expense totaled $174.2 million in 4Q13

–

Includes $17.1 million of one-time costs mainly related

to the expense & efficiency initiative

•

Noninterest expense excluding one-time costs (or operating

expense) totaled $157.1 million, down $4.2 million from

3Q13

•

Personnel expense, the largest component of total

noninterest expense, totaled $84.9 million, a decrease

of $1.9 million linked-quarter

•

Occupancy and equipment totaled $16.3 million, down

$1.2 million linked-quarter

•

The reduction in personnel, occupancy and equipment

reflect a full quarter’s impact from the closing of 26

branch locations across its five-state footprint in August

2013

•

ORE expense totaled $1.5 million down $0.9 million

from 3Q13

16

As of December 31, 2013

Efficiency & Process Improvement

Efficiency & Process Improvement

Initiative On Track

Initiative On Track

•

On track to achieve the first quarter of 2014 efficiency and

expense target

–

Re-defined markets with either a consumer, business or

combination focus

–

Continued the branch rationalization process and recently closed

or sold 38 smaller, retail branches across the five-state footprint

–

Restructured and consolidated market leadership

–

Re-focused efforts around procurement savings through centralized

sourcing and RFPs

–

Added efficiency through process enhancements and enabling

technology implementation

–

Announced the bank charter consolidation

•

Continuing to review initiatives designed to meet the fourth

quarter of 2014 target

•

Longer-term sustainable efficiency ratio target of 57%-59% set

for 2016

•

Expect to incur additional one-time costs through the remainder

of the initiative

17

$s in millions

1Q13 noninterest

expense

$160

Annualized 1Q13

noninterest expense

$640

1Q14 noninterest

expense projection

$153

4Q14 noninterest

expense projection

$147

Midpoint Long-Term Efficiency Ratio Target 57%

-

59%

The efficiency ratio is defined as noninterest expense as a percent of total revenue (TE) before amortization of purchased intangibles, sub debt redemption costs, securities transactions and merger expenses.

•

TCE ratio 9.00%

•

Announced stock buyback of up to 5% of outstanding common stock

–

Executed an accelerated share repurchase on May 9, 2013

–

Total transaction amount of $115 million

–

Received approximately 2.8 million shares

–

Impacted TCE ratio by 63 bps in 2Q13

–

Based on current stock prices, the remaining shares of approximately 700,000 will be received no later than 2Q14

•

Continue reviewing options to deploy excess capital in the best interest of the

Company and its shareholders

•

Projected capital levels exceed Basel III fully implemented, required guidelines

Solid Capital Levels

Solid Capital Levels

18

As of December 31, 2013

*Stock Buyback

(ASR) initiated

Appendix

19

Non-GAAP

Reconciliation

Non-GAAP

Non-GAAP

Reconciliation

Reconciliation

20

*Management believes that adjusting net income to operating income provides a useful measure of financial

performance that helps investors compare the Company’s fundamental operations over time.

$s in millions

Three

Months

Ended

12/31/2013

Three

Months

Ended

9/30/2013

Three

Months

Ended

12/31/2012

Twelve

Months

Ended

12/31/2013

Twelve

Months

Ended

12/31/2012

Net income

$34.7

$33.2

$47.0

$163.4

$151.7

Adjustments from net to operating income

Securities transactions gains/(losses)

.1

-

.6

.1

1.6

One-time noninterest expense items:

Merger-related

-

-

-

-

45.8

Subdebt early redemption

-

-

-

-

5.3

Expense & efficiency initiative and other items

17.1

20.9

-

38.0

-

Total one-time noninterest expense items

17.1

20.9

-

38.0

51.1

Taxes on adjustment @ 35%

(6.0)

(7.3)

(.2)

(13.3)

(17.4)

Total adjustments (net of taxes)

11.1

13.6

(.4)

24.6

32.2

Operating income*

$45.8

$46.8

$46.6

$188.0

$184.0

Additional Loan Data

Additional Loan Data

Additional Loan Data

21

$s in millions

12/31/2013

9/30/2013

$ change

% change

LQA

12/31/2012

$ change

% change

Loans (EOP)

12,325

$    

11,735

$  

590

$      

5%

20%

11,578

$    

747

$      

6%

  Commercial

5,064

4,625

439

9%

38%

4,433

631

14%

  Construction

916

920

(5)

-1%

-2%

989

(74)

-7%

  Real Estate

3,043

2,915

128

4%

18%

2,923

120

4%

  Residential mortgage

1,721

1,695

25

1%

6%

1,578

143

9%

  Consumer

1,582

1,579

3

0%

1%

1,654

(73)

-4%

Covered Loans

359

$          

392

$        

(33)

$      

-9%

-34%

516

$          

(157)

$    

-30%

  Commercial

23

24

(1)

-4%

-15%

29

(6)

-20%

  Construction

20

23

(3)

-13%

-51%

28

(8)

-29%

  Real Estate

53

60

(7)

-12%

-47%

95

(42)

-44%

  Residential mortgage

209

224

(14)

-6%

-26%

264

(54)

-21%

  Consumer

53

61

(8)

-13%

-52%

99

(47)

-47%

Loans excluding covered

11,966

$    

11,343

$  

624

$      

5%

22%

11,062

$    

904

$      

8%

  Commercial

5,041

4,601

440

10%

38%

4,404

637

14%

  Construction

895

897

(2)

0%

-1%

961

(66)

-7%

  Real Estate

2,990

2,855

135

5%

19%

2,828

162

6%

  Residential mortgage

1,512

1,472

40

3%

11%

1,314

197

15%

  Consumer

1,529

1,518

11

1%

3%

1,555

(26)

-2%

O&G totals for 9/30/13 have been updated. 

Portfolio increased approximately $180 million

versus a comparable 9/30/13 total.

Fourth Quarter 2013

Financial Results

January

23, 2014

Fourth Quarter 2013

Financial Results

January

23, 2014