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 16, 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 April 16, 2014, Hancock Holding Company issued a press release reporting its first quarter earnings for the period ended March 31, 2014. 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 April 16, 2014 for Quarter Ended March 31, 2014.

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
April 16, 2014	/s/ Michael M. Achary
	Michael M. Achary
	Chief Financial Officer

EX-99.1

Exhibit 99.1

For Immediate Release

April 16, 2014

For More Information

Trisha Voltz Carlson

SVP, Investor Relations Manager

504.299.5208

trisha.carlson@hancockbank.com

Hancock reports first quarter 2014 financial results

Company achieves expense goals three quarters ahead of schedule

GULFPORT, Miss. (April 16, 2014) — Hancock Holding Company (Nasdaq: HBHC) today announced its financial results for the first quarter of 2014. Operating income for the first quarter of 2014 was $49.1 million or $.58 per diluted common share, compared to $45.8 million, and $.55 in the fourth quarter of 2013. Operating income was $48.6 million, or $.56, in the first quarter of 2013. 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.

There were no adjustments between operating income and net income for the first quarters of 2013 and 2014. In the fourth quarter of 2013, net income reflected the impact of certain one-time noninterest expenses of $17.1 million. Net income for the fourth quarter of 2013 was $34.7 million, or $.41 per diluted common share, with a ROA of 0.74%.

Highlights of the Company’s first quarter of 2014 results:

• Continued improvement in the overall quality of earnings (replacing declining purchase accounting income with core results)

• Operating expenses declined $10.1 million linked-quarter, or 6%, exceeding the first quarter’s expense goal and achieving the targeted fourth quarter goal ahead of schedule

• Efficiency ratio improved to 62%; additional branch closures and the previously announced divestiture of selected insurance lines of business will fund revenue-generating projects that will contribute to achieving the efficiency ratio target for 2016 of 57%-59%

• Core net interest income (TE) was flat linked-quarter; core net interest margin (NIM) narrowed 3 basis points (bps) (we define our core results as reported results less the impact of net purchase accounting adjustments)

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Hancock reports first quarter 2014 financial results

April 16, 2014

• Approximately $231 million linked-quarter net loan growth, or 8% annualized, and approximately $1.2 billion, or 11%, year-over-year loan growth (each excluding the FDIC-covered portfolio)

• Purchase accounting loan accretion declined $.6 million; expect continuation of quarterly declines with accelerating declines in the second half of 2014

• Continued improvement in overall asset quality metrics

• Return on average assets (ROA) (operating) improved to 1.05% from 0.97% in the fourth quarter of 2013 and 1.03% in the first quarter a year ago

“A lot of hard work and focus has allowed us to meet our fourth quarter of 2014 expense target three quarters ahead of schedule, and I would like to thank all of our associates for achieving this aggressive goal,” said Hancock’s President and Chief Executive Officer Carl J. Chaney. “But we are not done. As we continue our work to improve the quality of our earnings (replacing declining purchase accounting income with core income), we expect operating EPS to remain flat in the near term. Over the next couple of quarters you may see expenses rise slightly as we reinvest in higher-return, revenue-generating lines of business to help achieve our efficiency ratio targets, however we remain committed to keeping expenses for the fourth quarter of 2014 in line with our stated goal.”

Loans

Total loans at March 31, 2014 were $12.5 billion, up $203 million from December 31, 2013. Excluding the FDIC-covered portfolio, which declined $28 million during the first quarter of 2014, total loans increased approximately $231 million, or 2% linked-quarter.

The largest component of linked-quarter net growth (excluding the FDIC-covered portfolio) was in the commercial and industrial (C&I) portfolio, with additional growth in the construction, commercial real estate (CRE) and residential mortgage portfolios. Many of the markets across the company’s footprint reported net period-end loan growth during the quarter, with the majority of the growth in the Houston, southwest Louisiana, Mississippi, and central Florida regions. For the full year of 2014 management expects period-end loan growth in the upper single digit range.

Average loans totaled $12.4 billion for the first quarter of 2014, up $476 million, or 4%, from the fourth quarter of 2013. A substantial portion of the fourth quarter’s net loan growth came toward the latter part of the period, impacting the average for the first quarter.

Deposits

Total deposits at March 31, 2014 were $15.3 billion, down $86 million, or less than 1%, from December 31, 2013. Average deposits for the first quarter of 2014 were $15.3 billion, up $353 million, or 2%, from the fourth quarter of 2013.

Noninterest-bearing demand deposits (DDAs) totaled $5.6 billion at March 31, 2014, up $84 million, or 2%, compared to December 31, 2013. DDAs comprised 37% of total period-end deposits at March 31, 2014.

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Hancock reports first quarter 2014 financial results

April 16, 2014

Interest-bearing transaction and savings deposits totaled $6.1 billion at the end of the first quarter, down $45 million, or 1%, from December 31, 2013.

Time deposits (CDs) and interest-bearing public fund deposits totaled $3.5 billion at March 31, 2014, down $125 million, or 3%, from December 31, 2013. Almost all of the decline was in the public fund deposit category, and reflects the seasonality of those deposits. Typically public fund balances increase toward year end with subsequent reductions beginning in the first quarter.

Asset Quality

Non-performing assets (NPAs) totaled $180 million at March 31, 2014, down $6 million from December 31, 2013. During the first quarter, total non-performing loans remained virtually unchanged while foreclosed and surplus real estate (ORE) and other foreclosed assets decreased $7 million. Non-performing assets as a percent of total loans, ORE and other foreclosed assets was 1.43% at March 31, 2014, down from 1.50% at December 31, 2013.

The total allowance for loan losses was $128.2 million at March 31, 2014, down from $133.6 million at December 31, 2013. The ratio of the allowance to period-end loans was 1.02%, compared to 1.08% at year-end 2013. The decline in the allowance during the first quarter was primarily related to a $9.7 million reduction in the allowance on covered loans, of which $7.2 million was a reversal of previous impairment. The allowance maintained on the non-covered portion of the loan portfolio increased $4.3 million linked-quarter, totaling $84.8 million at March 31, 2014.

Net charge-offs from the non-covered loan portfolio were $4.0 million, or 0.13% of average total loans on an annualized basis in the first quarter of 2014, down from $5.2 million, or 0.17% of average total loans in the fourth quarter of 2013.

During the first quarter of 2014, Hancock recorded a total provision for loan losses of $8.0 million, up from $7.3 million in the fourth quarter of 2013. The provision for non-covered loans was $8.3 million in the first quarter of 2014, up slightly from $7.9 million in the fourth quarter of 2013. The net provision from the covered portfolio was a credit of $0.3 million for the first quarter of 2014 compared to a credit of $0.5 million in the fourth quarter of 2013.

Net Interest Income and Net Interest Margin

Net interest income (TE) for the first quarter of 2014 was $168.2 million, virtually unchanged from the fourth quarter of 2013. Average earning assets were $16.7 billion, up approximately $364 million from the fourth quarter of 2013.

The reported net interest margin (TE) was 4.06% for the first quarter of 2014, down 3 basis points (bps) from the fourth quarter of 2013. The core net interest margin (reported net interest income (TE) excluding total net purchase accounting adjustments, annualized, as a percent of average earning assets) declined 3 bps to 3.37% during the first quarter of 2014. A decline in the core loan yield (-7 bps) was partly offset by an improved earning asset mix and higher yields on investment securities (+4 bps).

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Hancock reports first quarter 2014 financial results

April 16, 2014

Noninterest Income

Noninterest income, including securities transactions, totaled $56.7 million for the first quarter of 2014, down $2.3 million from the fourth quarter of 2013. Included in the decline is an increase of $2.3 million in the amortization of the indemnification asset. The amortization was $3.9 million in the first quarter of 2014, compared to $1.6 million in the fourth quarter of 2013, and reflects a lower level of expected future losses on covered loans.

Service charges on deposits totaled $18.7 million for the first quarter of 2014, down $0.9 million, or 5%, from the fourth quarter of 2013. Bankcard and ATM fees totaled $10.6 million, down approximately $0.7 million, or 6%, from the fourth quarter of 2013. A portion of the linked-quarter decrease is related to having two fewer business days in the first quarter of 2014 for these fee income categories.

Trust, investment and annuity, and insurance fees totaled $18.9 million, up $0.8 million, or 4%, from the fourth quarter of 2013. Included in the total was $3.7 million of insurance revenue. The company announced on April 1, 2014 the divestiture of selected insurance business lines. As a result, insurance revenue is expected to decline by approximately half beginning in the second quarter of 2014.

Fees from secondary mortgage operations totaled $2.0 million for the first quarter of 2014, up $0.4 million, or 26%, linked-quarter. The increase reflects a higher level of loans sold in the secondary market during the quarter.

Noninterest Expense & Taxes

Noninterest expense for the first quarter of 2014 totaled $147.0 million. Noninterest expense totaled $174.2 million in the fourth quarter of 2013 and included $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 in the fourth quarter of 2013 and were down $10.1 million, or 6%, linked-quarter.

Total personnel expense was $81.4 million in the first quarter of 2014, down $3.5 million, or 4%, from the fourth quarter of 2013 excluding one-time costs. Occupancy and equipment expense totaled $15.5 million in the first quarter of 2014, down $0.8 million, or 5%, from the fourth quarter of 2013. The reduction in the personnel, occupancy and equipment expense categories reflects in part a full quarter’s impact from the sale of 7 Houston area branches completed on November 8, 2013, the sale of 3 Alexandria, Louisiana area branches completed on January 10, 2014 and the closure of two branches that had been previously announced. Management has continued to review its current branch network and expects to close an additional 16 branch locations in Mississippi, Florida and Louisiana in early third quarter 2014 as part of its ongoing branch rationalization process.

ORE expense totaled $1.8 million in the first quarter of 2014, up $0.2 million from the fourth quarter of 2013.

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Hancock reports first quarter 2014 financial results

April 16, 2014

Other operating expense totaled $41.3 million in the first quarter of 2014, down $5.9 million, or 13%, from the fourth quarter of 2013 excluding one-time costs. The decrease is mainly related to lower costs for advertising and professional services.

The effective income tax rate for the first quarter of 2014 was 27%, up from 20% in the fourth quarter of 2013. The increase in the tax rate is primarily related to several additional New Market Tax Credit investments that were closed during the fourth quarter of 2013, reducing the rate for that quarter. Management expects the effective tax rate to approximate 27% for the remainder of 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 March 31, 2014 totaled $2.5 billion. The tangible common equity (TCE) ratio was 9.24%, up 24 bps from December 31, 2013. Final settlement of the accelerated share repurchase (ASR) transaction will be completed in May, with approximately 600,000 shares expected to be received. 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 9:00 a.m. Central Time on Thursday, April 17, 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. Additional financial tables and a slide presentation related to first quarter results are 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 April 23, 2014 by dialing (855) 859-2056 or (404) 537-3406, passcode 23429122.

About Hancock Holding Company

Hancock Holding Company is a multi-faceted financial services company with regional business headquarters and locations throughout a growing Gulf South corridor. The company’s banking subsidiary provides a comprehensive network of full-service financial choices through Hancock Bank locations in Mississippi, Alabama, and Florida and Whitney Bank offices in Louisiana and Texas, including traditional and online banking; commercial and small business banking; energy banking; private banking; trust and investment services; certain insurance services; mortgage services; and consumer financing. More information and online banking are 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 first quarter 2014 financial results

April 16, 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

QUARTERLY HIGHLIGHTS

(Unaudited)

	Three Months Ended
(amounts in thousands, except per share data)	3/31/2014			12/31/2013			9/30/2013			6/30/2013			3/31/2013
INCOME STATEMENT DATA
Net interest income	$	165,562		$	166,007		$	171,530		$	169,179		$	174,015
Net interest income (TE) (a)		168,198			168,466			174,112			171,822			176,741
Provision for loan losses		7,963			7,331			7,569			8,257			9,578
Noninterest income excluding securities transactions		56,699			58,894			63,057			63,897			60,187
Securities transactions gains		—			105			—			—			—
Noninterest expense (excluding one-time noninterest expense items)		146,982			157,097			161,318			162,250			159,602
One-time noninterest expense items		—			17,116			20,887			—			—
Net income		49,115			34,716			33,202			46,862			48,576
Operating income (b)		49,115			45,773			46,779			46,862			48,576
PERIOD-END BALANCE SHEET DATA
Loans	$	12,527,937		$	12,324,817		$	11,734,472		$	11,681,497		$	11,482,762
Investment securities		3,797,883			4,033,124			4,124,202			4,303,918			4,662,279
Earning assets		16,622,104			16,651,295			16,339,431			16,448,565			16,655,531
Total assets		19,004,170			19,009,251			18,801,846			18,934,301			19,064,123
Noninterest-bearing deposits		5,613,872			5,530,253			5,479,696			5,340,177			5,418,463
Total deposits		15,274,774			15,360,516			15,054,871			15,155,938			15,253,351
Common shareholders’ equity		2,462,534			2,425,069			2,356,442			2,345,340			2,477,100
AVERAGE BALANCE SHEET DATA
Loans	$	12,379,316		$	11,903,603		$	11,805,330		$	11,594,891		$	11,492,837
Investment securities		3,935,616			4,070,657			4,135,348			4,423,441			3,929,255
Earning assets		16,740,353			16,376,587			16,384,635			16,500,215			16,517,702
Total assets		19,055,107			18,739,091			18,796,027			19,022,832			19,152,651
Noninterest-bearing deposits		5,499,993			5,483,918			5,415,303			5,346,916			5,314,648
Total deposits		15,269,143			14,915,677			15,021,685			15,211,363			15,312,690
Common shareholders’ equity		2,435,980			2,355,768			2,338,945			2,405,069			2,448,010
COMMON SHARE DATA
Earnings per share - diluted	$	0.58		$	0.41		$	0.40		$	0.55		$	0.56
Operating earnings per share - diluted (b)		0.58			0.55			0.56			0.55			0.56
Cash dividends per share	$	0.24		$	0.24		$	0.24		$	0.24		$	0.24
Book value per share (period-end)	$	29.93		$	29.49		$	28.70		$	28.57		$	29.18
Tangible book value per share (period-end)		20.47			19.94			19.04			18.83			19.67
Weighted average number of shares - diluted		82,534			82,220			82,205			83,357			84,972
Market data
High sales price	$	38.50		$	37.12		$	33.85		$	30.93		$	33.59
Low sales price		32.66			30.09			29.00			25.00			29.37
Period-end closing price		36.65			36.68			31.38			30.07			30.92
Trading volume		31,328			27,816			29,711			38,599			29,469
PERFORMANCE RATIOS
Return on average assets		1.05	%		0.74	%		0.70	%		0.99	%		1.03	%
Return on average assets (operating) (b)		1.05	%		0.97	%		0.99	%		0.99	%		1.03	%
Return on average common equity		8.18	%		5.85	%		5.63	%		7.82	%		8.05	%
Return on average common equity (operating) (b)		8.18	%		7.71	%		7.93	%		7.82	%		8.05	%
Return on average tangible common equity		12.04	%		8.79	%		8.54	%		11.74	%		12.04	%
Return on average tangible common equity (operating) (b)		12.04	%		11.59	%		12.03	%		11.74	%		12.04	%
Tangible common equity ratio (c)		9.24	%		9.00	%		8.68	%		8.52	%		9.14	%
Net interest margin (TE) (a)		4.06	%		4.09	%		4.23	%		4.17	%		4.32	%
Average loan/deposit ratio		81.20	%		79.93	%		78.70	%		76.41	%		75.30	%
Efficiency ratio (d)		62.23	%		65.94	%		64.95	%		65.68	%		64.17	%
Allowance for loan losses as a percent of period-end loans		1.02	%		1.08	%		1.18	%		1.18	%		1.20	%
Annualized net charge-offs to average loans		0.13	%		0.17	%		0.18	%		0.24	%		0.23	%
Allowance for loan losses to non-performing loans + accruing loans 90 days past due		112.64	%		111.97	%		94.69	%		91.43	%		87.34	%
Noninterest income excluding securities transactions as a percent of total revenue (TE) (a)		25.21	%		25.90	%		26.59	%		27.11	%		25.40	%

(a) Tax-equivalent (TE) amounts are calculated using a federal income tax rate of 35%.

(b) Operating income 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.

(c) The tangible common equity ratio is total shareholders’ equity less preferred stock and intangible assets divided by total assets less intangible assets.

(d) The efficiency ratio is noninterest expense to total net interest (TE) and noninterest income excluding amortization of purchased intangibles, one-time noninterest expense items, and securities transactions.

7

HANCOCK HOLDING COMPANY

INCOME STATEMENT

(Unaudited)

	Three Months Ended
(dollars in thousands, except per share data)	3/31/2014			12/31/2013			3/31/2013
NET INCOME
Interest income	$	175,140		$	175,650		$	185,272
Interest income (TE)		177,776			178,109			187,998
Interest expense		9,578			9,643			11,257
Net interest income (TE)		168,198			168,466			176,741
Provision for loan losses		7,963			7,331			9,578
Noninterest income excluding securities transactions		56,699			58,894			60,187
Securities transactions gains		—			105			—
Noninterest expense		146,982			174,213			159,602
Income before income taxes		67,316			43,462			65,022
Income tax expense		18,201			8,746			16,446
Net income	$	49,115		$	34,716		$	48,576
ADJUSTMENTS FROM NET TO OPERATING INCOME
Securities transactions gains		—			105			—
One-time noninterest expense items
Expense & efficiency initiative and other items		—			17,116			—
Total one-time noninterest expense items		—			17,116			—
Taxes on adjustments at 35%		—			5,954			—
Total adjustments (net of taxes)		—			11,057			—
Operating income (e)	$	49,115		$	45,773		$	48,576
NONINTEREST INCOME AND NONINTEREST EXPENSE
Service charges on deposit accounts	$	18,712		$	19,605		$	19,015
Trust fees		10,238			10,214			8,692
Bank card and ATM fees		10,569			11,261			11,058
Investment & annuity fees		4,952			4,619			4,577
Secondary mortgage market operations		1,965			1,554			4,383
Insurance fees		3,744			3,304			3,994
(Amortization) accretion of FDIC loss share receivable		(3,908	)		(1,649	)		—
Other income		10,427			9,986			8,468
Noninterest income excluding securities transactions		56,699			58,894			60,187
Securities transactions gains		—			105			—
Total noninterest income including securities transactions	$	56,699		$	58,999		$	60,187
Personnel expense	$	81,432		$	84,912		$	87,927
Occupancy expense (net)		11,263			11,613			12,326
Equipment expense		4,238			4,679			5,301
Other real estate owned expense (net)		1,753			1,535			708
Other operating expense		41,258			47,180			45,785
Amortization of intangibles		7,038			7,178			7,555
Total operating expense		146,982			157,097			159,602
One-time noninterest expense items		—			17,116			—
Total noninterest expense	$	146,982		$	174,213		$	159,602
COMMON SHARE DATA
Earnings per share:
Basic	$	0.58		$	0.41		$	0.56
Diluted		0.58			0.41			0.56
Operating earnings per share:
Basic	$	0.58		$	0.55		$	0.56
Diluted		0.58			0.55			0.56

(e) Net income less 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.

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HANCOCK HOLDING COMPANY

PERIOD-END BALANCE SHEET

(Unaudited)

	Three Months Ended
(dollars in thousands)	3/31/2014			12/31/2013			9/30/2013			6/30/2013			3/31/2013
ASSETS
Commercial non-real estate loans	$	5,198,028		$	5,064,224		$	4,625,315		$	4,653,342		$	4,425,286
Construction and land development loans		978,798			915,541			920,408			966,499			992,820
Commercial real estate loans		3,069,316			3,042,841			2,914,969			2,872,254			2,873,403
Residential mortgage loans		1,720,307			1,720,614			1,695,197			1,616,093			1,587,519
Consumer loans		1,561,487			1,581,597			1,578,583			1,573,309			1,603,734
Total loans		12,527,937			12,324,817			11,734,472			11,681,497			11,482,762
Loans held for sale		15,911			24,515			18,444			20,233			34,813
Securities		3,797,883			4,033,124			4,124,202			4,303,918			4,662,279
Short-term investments		280,373			268,839			462,313			442,917			475,677
Earning assets		16,622,104			16,651,295			16,339,431			16,448,565			16,655,531
Allowance for loan losses		(128,248	)		(133,626	)		(138,223	)		(137,969	)		(137,777	)
Goodwill		625,675			625,675			625,675			625,675			625,675
Other intangible assets, net		152,734			159,773			167,116			174,423			181,853
Other assets		1,731,905			1,706,134			1,807,847			1,823,607			1,738,841
Total assets	$	19,004,170		$	19,009,251		$	18,801,846		$	18,934,301		$	19,064,123
LIABILITIES
Noninterest-bearing deposits	$	5,613,872		$	5,530,253		$	5,479,696		$	5,340,177		$	5,418,463
Interest-bearing transaction and savings deposits		6,118,150			6,162,959			6,008,042			5,965,372			6,017,735
Interest-bearing public fund deposits		1,451,430			1,571,532			1,240,336			1,410,866			1,528,790
Time deposits		2,091,322			2,095,772			2,326,797			2,439,523			2,288,363
Total interest-bearing deposits		9,660,902			9,830,263			9,575,175			9,815,761			9,834,888
Total deposits		15,274,774			15,360,516			15,054,871			15,155,938			15,253,351
Short-term borrowings		712,634			657,960			782,779			828,107			722,537
Long-term debt		380,001			385,826			376,664			385,122			393,920
Other liabilities		174,227			179,880			231,090			219,794			217,215
Total liabilities		16,541,636			16,584,182			16,445,404			16,588,961			16,587,023
COMMON SHAREHOLDERS’ EQUITY
Common stock and capital surplus		1,837,461			1,832,282			1,827,551			1,823,469			1,934,766
Retained earnings		657,062			628,166			613,662			600,566			573,812
Accumulated other comprehensive income		(31,989	)		(35,379	)		(84,771	)		(78,695	)		(31,478	)
Total common shareholders’ equity		2,462,534			2,425,069			2,356,442			2,345,340			2,477,100
Total liabilities & shareholders’ equity	$	19,004,170		$	19,009,251		$	18,801,846		$	18,934,301		$	19,064,123
CAPITAL RATIOS
Tangible common equity	$	1,684,037		$	1,639,524		$	1,563,542		$	1,545,122		$	1,669,435
Tier 1 capital (f)		1,725,947			1,685,058			1,656,497			1,632,874			1,700,115
Common equity (period-end) as a percent of total assets (period-end)		12.96	%		12.76	%		12.53	%		12.39	%		12.99	%
Tangible common equity ratio		9.24	%		9.00	%		8.68	%		8.52	%		9.14	%
Leverage (Tier 1) ratio (f)		9.42	%		9.34	%		9.10	%		8.96	%		9.28	%
Tier 1 risk-based capital ratio (f)		11.96	%		11.76	%		12.07	%		12.00	%		12.78	%
Total risk-based capital ratio (f)		13.26	%		13.11	%		13.52	%		13.45	%		14.41	%

(f) Estimated for most recent period-end.

9

HANCOCK HOLDING COMPANY

AVERAGE BALANCE SHEET

(Unaudited)

	Three Months Ended
(dollars in thousands)	3/31/2014			12/31/2013			3/31/2013
ASSETS
Commercial non-real estate loans	$	5,088,061		$	4,782,476		$	4,410,408
Construction and land development loans		953,328			931,214			975,301
Commercial real estate loans		3,054,217			2,915,323			2,895,549
Residential mortgage loans		1,720,640			1,701,144			1,592,688
Consumer loans		1,563,070			1,573,446			1,618,891
Total loans		12,379,316			11,903,603			11,492,837
Loans held for sale		19,207			18,776			37,091
Securities (g)		3,935,616			4,070,657			3,929,255
Short-term investments		406,214			383,551			1,058,519
Earning assets		16,740,353			16,376,587			16,517,702
Allowance for loan losses		(134,670	)		(138,708	)		(137,110	)
Goodwill and other intangible assets		781,434			788,990			811,213
Other assets		1,667,990			1,712,222			1,960,846
Total assets	$	19,055,107		$	18,739,091		$	19,152,651
LIABILITIES
Noninterest-bearing deposits	$	5,499,993		$	5,483,918		$	5,314,648
Interest-bearing transaction and savings deposits		6,072,113			5,981,110			5,982,345
Interest-bearing public fund deposits		1,526,611			1,253,199			1,608,925
Time deposits		2,170,426			2,197,450			2,406,772
Total interest-bearing deposits		9,769,150			9,431,759			9,998,042
Total deposits		15,269,143			14,915,677			15,312,690
Short-term borrowings		785,063			848,934			763,696
Long-term debt		386,026			381,561			396,414
Other liabilities		178,895			237,151			231,841
Common shareholders’ equity		2,435,980			2,355,768			2,448,010
Total liabilities & shareholders’ equity	$	19,055,107		$	18,739,091		$	19,152,651

(g) 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

(Unaudited)

	Three Months Ended
	3/31/2014							12/31/2013							3/31/2013
(dollars in millions)	Volume		Interest		Rate			Volume		Interest		Rate			Volume		Interest		Rate
AVERAGE EARNING ASSETS
Commercial & real estate loans (TE)	$	9,095.7	$	107.9		4.81	%	$	8,629.0	$	104.1		4.79	%	$	8,281.2	$	113.3		5.54	%
Residential mortgage loans		1,720.6		21.3		4.96	%		1,701.1		23.5		5.52	%		1,592.7		25.3		6.36	%
Consumer loans		1,563.1		23.1		6.00	%		1,573.4		24.4		6.15	%		1,618.9		26.5		6.64	%
Loan fees & late charges		—		0.8		0.00	%		—		1.0		0.00	%		—		0.6		0.00	%
Total loans (TE)		12,379.4		153.2		5.00	%		11,903.5		153.0		5.10	%		11,492.8		165.7		5.83	%
Loans held for sale		19.2		0.2		4.06	%		18.8		0.2		3.47	%		37.1		0.4		3.91	%
US Treasury and government agency securities		93.5		0.5		2.28	%		100.2		0.6		2.20	%		5.6		0.0		1.24	%
CMOs and mortgage backed securities		3,612.8		21.1		2.34	%		3,725.4		21.6		2.33	%		3,698.4		18.7		2.02	%
Municipals (TE)		217.0		2.5		4.56	%		235.8		2.4		4.14	%		217.0		2.6		4.71	%
Other securities		12.3		0.1		3.87	%		9.3		0.1		2.49	%		8.3		0.0		1.96	%
Total securities (TE) (h)		3,935.6		24.2		2.47	%		4,070.7		24.7		2.43	%		3,929.3		21.3		2.17	%
Total short-term investments		406.2		0.2		0.23	%		383.6		0.2		0.23	%		1,058.5		0.6		0.25	%
Average earning assets yield (TE)	$	16,740.4		177.8		4.29	%	$	16,376.6		178.1		4.32	%	$	16,517.7		188.0		4.60	%
INTEREST-BEARING LIABILITIES
Interest-bearing transaction and savings deposits	$	6,072.2		1.5		0.10	%	$	5,981.1		1.4		0.09	%	$	5,982.3		1.7		0.11	%
Time deposits		2,170.4		3.1		0.58	%		2,197.5		3.3		0.60	%		2,406.8		4.1		0.69	%
Public funds		1,526.6		0.7		0.20	%		1,253.2		0.7		0.21	%		1,608.9		1.0		0.25	%
Total interest-bearing deposits		9,769.2		5.3		0.22	%		9,431.8		5.4		0.23	%		9,998.0		6.8		0.27	%
Short-term borrowings		785.1		1.0		0.54	%		848.9		1.1		0.51	%		763.7		1.3		0.69	%
Long-term debt		386.0		3.2		3.34	%		381.6		3.2		3.29	%		396.4		3.2		3.22	%
Total borrowings		1,171.1		4.2		1.46	%		1,230.5		4.3		1.37	%		1,160.1		4.5		1.58	%
Total interest-bearing liabilities cost		10,940.3		9.6		0.36	%		10,662.3		9.7		0.36	%		11,158.1		11.3		0.41	%
Net interest-free funding sources		5,800.1							5,714.3							5,359.6
Total cost of funds		16,740.4		9.6		0.23	%		16,376.6		9.7		0.23	%		16,517.7		11.3		0.28	%
Net Interest Spread (TE)				168.2		3.93	%				168.5		3.96	%				176.7		4.19	%
Net Interest Margin (TE)	$	16,740.4	$	168.2		4.06	%	$	16,376.6	$	168.5		4.09	%	$	16,517.7	$	176.7		4.32	%

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

11

HANCOCK HOLDING COMPANY

ASSET QUALITY INFORMATION

(Unaudited)

	Three Months Ended
(dollars in thousands)	3/31/2014			12/31/2013			3/31/2013
Nonaccrual loans (i)	$	85,348		$	84,011		$	115,289
Restructured loans (j)		24,511			24,947			34,390
Total nonperforming loans		109,859			108,958			149,679
ORE and foreclosed assets		69,813			76,979			79,627
Total nonperforming assets	$	179,672		$	185,937		$	229,306
Nonperforming assets as a percent of loans, ORE and foreclosed assets		1.43	%		1.50	%		1.98	%
Accruing loans 90 days past due	$	3,998		$	10,387		$	8,076
Accruing loans 90 days past due as a percent of loans		0.03	%		0.08	%		0.07	%
Nonperforming assets + accruing loans 90 days past due to loans, ORE and foreclosed assets		1.46	%		1.58	%		2.05	%
ALLOWANCE FOR LOAN LOSSES
Beginning Balance	$	133,626		$	138,223		$	136,171
Net provision for loan losses - covered loans		(302	)		(532	)		6,601
Provision for loan losses - non-covered loans		8,265			7,863			2,977
Net provision for loan losses		7,963			7,331			9,578
(Decrease) increase in FDIC loss share receivable		(6,853	)		(10,111	)		1,883
Charge-offs - non-covered		7,482			11,515			11,237
Recoveries - non-covered		(3,504	)		(6,299	)		(4,604	)
Net charge-offs - covered		2,510			(3,399	)		3,222
Net charge-offs		6,488			1,817			9,855
Ending Balance	$	128,248		$	133,626		$	137,777
Allowance for loan losses as a percent of period-end loans		1.02	%		1.08	%		1.20	%
Allowance for loan losses to nonperforming loans + accruing loans 90 days past due		112.64	%		111.97	%		87.34	%
NET CHARGE-OFF INFORMATION
Net charge-offs - non-covered:
Commercial/real estate loans	$	1,392		$	2,183		$	4,304
Residential mortgage loans		147			(197	)		(352	)
Consumer loans		2,439			3,230			2,681
Total net charge-offs - non-covered	$	3,978		$	5,216		$	6,633
Net charge-offs - non-covered to average loans:
Commercial/real estate loans		0.06	%		0.10	%		0.21	%
Residential mortgage loans		0.03	%		(0.05	)%		(0.09	)%
Consumer loans		0.63	%		0.81	%		0.67	%
Total net charge-offs - non-covered to average loans		0.13	%		0.17	%		0.23	%

(i) Nonaccrual loans and accruing loans past due 90 days or more do not include nonaccrual 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 $16.1 million, $15.7 million, and $21.1 million at 03/31/14, 12/31/13 and 03/31/13, respectively, in nonaccrual restructured loans.

12

HANCOCK HOLDING COMPANY

SUPPLEMENTAL ASSET QUALITY INFORMATION

(Unaudited)

	Originated Loans		Acquired Loans (k)			Covered Loans (l)			Total
(dollars in thousands)	3/31/2014
Nonaccrual loans	$	63,348	$	18,626		$	3,374		$	85,348
Restructured loans (m)		20,590		3,921			—			24,511
Total nonperforming loans		83,938		22,547			3,374			109,859
ORE and foreclosed assets (n)		45,386		—			24,427			69,813
Total nonperforming assets	$	129,324	$	22,547		$	27,801		$	179,672
Accruing loans 90 days past due	$	2,543	$	1,455			—		$	3,998
Allowance for loan losses	$	79,560	$	5,259		$	43,429		$	128,248
	12/31/2013
Nonaccrual loans	$	61,887	$	18,580		$	3,544		$	84,011
Restructured loans (m)		21,222		3,725			—			24,947
Total nonperforming loans		83,109		22,305			3,544			108,958
ORE and foreclosed assets (n)		51,240		—			25,739			76,979
Total nonperforming assets	$	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
	Originated Loans		Acquired Loans (k)			Covered Loans (l)			Total
LOANS OUTSTANDING	3/31/2014
Commercial non-real estate loans	$	4,353,548	$	830,210		$	14,269		$	5,198,028
Construction and land development loans		824,837		134,443			19,518			978,798
Commercial real estate loans		2,110,096		907,170			52,050			3,069,316
Residential mortgage loans		1,228,170		293,111			199,026			1,720,307
Consumer loans		1,407,712		107,501			46,274			1,561,487
Total loans	$	9,924,364	$	2,272,436		$	331,136		$	12,527,937
Change in loan balance from previous quarter	$	430,232	($	199,583	)	($	27,530	)	$	203,120
	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

(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) Included in originated restructured loans are $16.1 million and $15.7 million at 03/31/14 and 12/31/13, respectively, in nonaccrual restructured loans.

(n) 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.

13

First Quarter

2014 Financial

Results

April 16, 2014

First Quarter

2014 Financial

Results

April 16, 2014

Forward-Looking

Statements

2

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, 2013 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.

Continued Improvement In The Overall

Quality Of Earnings

3

•

Operating expenses declined $10.1 million linked-quarter, or 6%, exceeding the first quarter’s

expense goal and achieving the targeted fourth quarter goal ahead of schedule

•

Efficiency ratio improved to 62%

–

Additional branch closures and previously announced divestiture of selected insurance lines of

business will fund revenue-generating projects that will contribute to achieving the efficiency

ratio target for 2016

•

Core net interest income (TE) was flat linked-quarter; core net interest margin (NIM) narrowed

3 basis points (bps)*

•

Over $230 million linked-quarter net loan growth, or 8% annualized, and approximately $1.2 billion,

or 11%, year-over-year loan growth (each excluding the FDIC-covered portfolio)

•

Purchase accounting loan accretion declined $.6 million

–

Expect continuation of quarterly declines with accelerating declines in the second half of 2014

•

Continued improvement in overall asset quality metrics

–

Net charge-off ratio 0.13%

•

Return on average assets improved to 1.05%

*

We

define

our

core

results

as

reported

results

less

the

impact

of

net

purchase

accounting

adjustments

•

Net income $49.1 million or $.58

per diluted common share

•

ROA 1.05%

•

ROTCE 12.04%

•

NIM 4.06%

•

Efficiency Ratio 62%

•

TCE 9.24%

First Quarter Highlights

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.

($s in millions; except per share

data)

1Q14

4Q13

LQ

change

Operating Income

$49.1

$45.8

+7%

Earnings Per Share (diluted) -

operating

$.58

$.55

+5%

Net Income

$49.1

$34.7

n/m

Earnings Per Share (diluted)

$.58

$.41

n/m

One-time noninterest expense

items

---

$17.1

n/m

Return on Assets (operating) (%)

1.05

0.97

+8bps

Return on Tangible Common

Equity (operating) (%)

12.04

11.59

+45bps

Total Loans (excluding covered

loans)

$12,197

$11,966

+2%

Net Interest Margin (%)

4.06

4.09

-3bps

Net Interest Margin (%) (core)*

3.37

3.40

-3bps

Net Charge-offs (%)

(non-covered)

0.13

0.17

-4bps

Tangible Common Equity (%)

9.24

9.00

+24bps

Efficiency Ratio**  (operating)

(%)

62.23

65.94

-371bps

Recent Quarterly Results Not Impacted

By Excess Cash Recoveries

•

Volatility related to excess

cash recoveries (included in

loan accretion totals) has

impacted quarterly operating

EPS results (additional data on slide 13)

•

Projections do not include

excess cash recoveries

5

Level of Originations Across The Footprint

Exceeded Expectations

•

Excluding FDIC covered loans, total loans of $12.2

billion were up $231 million

•

The largest component of linked-quarter net growth

(excluding the FDIC-covered portfolio) was in the

commercial and industrial (C&I) portfolio, with

additional growth in the construction, commercial

real estate (CRE) and residential mortgage portfolios

•

Many of the markets across the Company’s footprint

reported net period-end loan growth during the

quarter, with the majority of the growth in the

Houston, southwest Louisiana, Mississippi, and

central Florida regions

•

For the full year of 2014, management expects

period-end loan growth in the upper single digit

range

Period-end balances. As of March 31, 2014

6

$s in millions; includes covered loans

$s in millions; includes covered loans

Whitney Portfolio Continues

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

$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 3/31/14

$109

$20

$129

Remaining acquired portfolio loan balances at 3/31/14

$179

$2,223

$2,402

Acquired loan charge-offs from acquisition thru 3/31/14

$27

$13

$40

Discount at 3/31/14

61%

0.9%

5.4%

As of March 31, 2014

Peoples First Loan Mark Used

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 $104.5 million at March 31, 2014

8

$s in millions

Credit Impaired

Peoples First loan mark at acquisition  (12/2009)

$509

Charge-offs from acquisition thru 3/31/14

$424

Accretion since acquisition date

$87

Remaining loan mark at 3/31/14

$40

Impairment reserve at 3/31/14

$44

Remaining covered portfolio loan balances at 3/31/14

$371

Discount & allowance at 3/31/14

22%

As of March 31, 2014

•

Nonperforming assets totaled $180 million, down $6

million compared to year-end 2013

–

ORE and foreclosed assets declined $7 million linked-quarter

–

Nonperforming loans remained virtually unchanged

•

The allowance for loan losses was $128.2 million (1.02%)

compared to $133.6 million (1.08%) 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 $4.3 million linked-quarter, totaling

$84.8 million

•

Provision for loan losses was $8.0 million, up from $7.3

million in 4Q13

–

1Q14 includes $8.3 million  for the non-covered loan

portfolio, compared to $7.9 million in 4Q13

•

Non-covered net charge-offs totaled $4.0 million, or 0.13%,

compared to $5.2 million, or 0.17%, in 4Q13

Continued Improvement In 

Asset Quality Metrics

9

$s in millions

Excludes covered portfolio and gross of the Whitney loan mark

As of March 31, 2014

Securities Portfolio Continues To Fund

Loan Growth

Securities Portfolio Continues To Fund

Loan Growth

10

•

Portfolio totaled $3.8 billion, down $235 million

linked-quarter

•

Decline continues to fund loan growth

–

Better earning asset mix

•

Yield 2.47% for 1Q14, up 4 bps

•

Slowdowns in prepayments on mortgage-backed

securities continued to positively impact overall

portfolio yield during the quarter

•

Unrealized gain (net) of $17.5 million on AFS

•

64% HTM, 36% AFS

•

Duration 3.81, compared to 3.99 at 12/31/13

–

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

–

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

$s in millions

Period-end balances. As of March 31, 2014

Munis

$208

6%

U. S. Agencies

and other

$12

0%

CMO

$1,357

36%

MBS

$2,203

58%

Securities Portfolio  Mix

3/31/14

Strong Core Deposit

Funding

•

Total deposits $15.3 billion, down $86 million

linked-quarter

•

Linked-quarter decline mainly related to decreases

in interest-bearing public fund deposits of $120

million

•

DDAs increased $84 million, with the remaining

deposit categories down approximately $50 million

•

Funding mix remained strong

•

Noninterest-bearing demand deposits (DDA)

comprised 37% of total period-end deposits

•

No and low cost deposits comprised 77% of total

period-end deposits

•

Cost of funds unchanged at 23 bps

11

$s in millions

$s in millions

Period-end balances. As of March 31, 2014

Noninterest

bearing

$5,614

37%

Interest

-

bearing

transaction

& savings

$6,118

40%

Interest

-

bearing

public

funds

$1,451

9%

Time

deposits

$2,091

14%

Total Deposits

$15,275 million

3/31/14

Noninterest

bearing

$5,530

36%

Interest

-

bearing

transaction

& savings

$6,163

40%

Interest

-

bearing

public

funds

$1,572

10%

Time

deposits

$2,096

14%

Total Deposits

$15,361 million

12/31/13

Stabilization of Core and Reported NIMs

•

Reported net interest margin (NIM) 4.06%, down 3 bps linked-quarter

•

Core NIM declined 3 bps

–

Decline in core loan yield (-7bps) partly offset by increased yield on securities (+4bps) portfolio

–

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 March 31, 2014

5.83%

5.47%

5.41%

5.10%

5.00%

4.40%

4.23%

4.12%

4.09%

4.02%

2.17%

2.11%

2.24%

2.43%

2.47%

0.28%

0.25%

0.24%

0.23%

0.23%

1Q13

2Q13

3Q13

4Q13

1Q14

Loan Yield

-

reported

Loan Yield

-

core*

Securities Yield

-

reported

Cost of Funds

-

reported

4.32%

4.17%

4.23%

4.09%

4.06%

3.41%

3.38%

3.37%

3.40%

3.37%

1Q13

2Q13

3Q13

4Q13

1Q14

NIM -

reported

NIM -

core

Purchase Accounting Adjustments

Core NII & NIM Reconciliation

Purchase Accounting Adjustments

Core NII & NIM Reconciliation

13

($s in millions)

1Q14

4Q13

3Q13

2Q13

1Q13

Net

Interest

Income

(TE)

–

reported

(NII)

$168.2

$168.5

$174.1

$171.8

$176.7

Whitney expected loan accretion (performing)

6.7

9.3

10.4

12.8

13.7

Whitney expected loan accretion (credit impaired)

20.8

18.2

15.8

15.9

14.6

Peoples First expected loan accretion

2.1

2.8

4.3

4.1

4.5

Excess cash recoveries*

---

---

7.7

3.1

7.5

Total Loan Accretion

$29.7

$30.3

$38.3

$35.9

$40.3

Whitney premium bond amortization

(1.5)

(1.8)

(2.8)

(3.4)

(3.5)

Whitney and Peoples First CD accretion

.1

.1

.1

.2

.3

$28.3

$28.5

$35.6

$32.7

$37.1

$139.9

$140.0

$138.5

$139.0

$139.7

Average Earning Assets

$16,740

$16,377

$16,385

$16,500

$16,518

Net

Interest

Margin

–

reported

4.06%

4.09%

4.23%

4.17%

4.32%

Net Purchase Accounting Adjustments (%)

.69%

.69%

.86%

.79%

.91%

Net Interest Margin -

core

3.37%

3.40%

3.37%

3.38%

3.41%

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

Net

Interest

Income

(TE)

–

core

(Reported NII less net PAAs)

Total Net Purchase Accounting  

Adjustments (PAAs) impacting NII

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 March 31, 2014

2012

2013

2014

2015

Revenue impact

$124

$132

$84

$43

Amortization of

intangibles

$31

$29

$27

$24

Pre-tax impact PAA

$93

$103

$57

$19

$0

$25

$50

$75

$100

$125

$150

Noninterest Income Impacted By

Purchase Accounting Adjustment

•

Noninterest income, including securities transactions, totaled

$56.7 million, down $2.3 million linked-quarter

•

Amortization of the indemnification asset for FDIC covered loans

totaled $3.9 million, up $2.3 million linked-quarter

•

Service charges on deposits totaled $18.7 million, down $0.9 million

from 4Q13, due, in part, to fewer business days in the first quarter

•

Bankcard and ATM fees totaled $10.6 million, down approximately

$0.7 million from 4Q13

•

Trust, investment and annuity, and insurance fees totaled $18.9

million, up $0.8 million from 4Q13

–

Fees

from

secondary

mortgage

operations

totaled

$2.0

million,

up

$0.4

million linked-quarter

–

The increase reflects a higher level of loans sold in the secondary market during the quarter.

15

$s in millions

As of March 31, 2014

–

Included in the total was $3.7 million of insurance revenue

–

Announced the divestiture of the P&C and group benefits insurance lines of business

April 1, 2014

–

Insurance revenue is expected to decline by about $2 million per quarter, beginning in

the second quarter of 2014

Service

Charges on

Deposit

$18.7

33%

Trust

$10.2

18%

Investment &

annuity

$5.0

9%

Insurance

$3.7

7%

Bankcard and

ATM

$10.6

19%

Secondary

mortgage

operations

$2.0

3%

Other

$6.5

11%

0%

Fee Mix 1Q14

–

The amortization is a result of a lower level of expected future losses on covered loans

Operating Expense Declines $10 Million

Linked-Quarter

•

Noninterest expense totaled $147 million in 1Q14, down $27

million linked-quarter

–

4Q13 expense includes $17.1 million of one-time costs

mainly related to the expense & efficiency initiative

16

$s in millions

As of March 31, 2014

Operating Expense Mix 1Q14

•

Personnel expense totaled $81.4 million, a decrease of $3.5

million from a comparable linked-quarter total

•

Occupancy and equipment totaled $15.5 million, down $0.8

million linked-quarter

•

The reduction in personnel, occupancy and equipment reflects

a full quarter’s impact from the sale of 7 Houston and 3

Alexandria, LA branches

•

Other operating expense (excluding one-time costs) declined

approximately $6.0 million from the fourth quarter of 2013,

mainly related to lower costs for advertising and professional

services.

Personnel

$81.4

55%

Occupancy

$11.3

8%

Equipment

$4.2

3%

Other

$41.3

28%

Amortization

of intangibles

$7.0

5%

ORE

$1.8

1%

Phase I of Expense & Efficiency

Initiative Achieved 3 Quarters Early

•

Exceeded first quarter goal and achieved the targeted

fourth quarter goal ahead of schedule

•

Continuing to work on meeting longer-term sustainable

efficiency ratio target of 57%-59% set for 2016

•

Expenses may rise over the next couple of quarters as

investments in higher-return, revenue-generating lines of

business are made

•

Will use savings from the divestiture of the P&C and

group benefits insurance lines, plus additional branch

closures, to fund future revenue-generating projects

•

Remain committed to keeping expenses for the fourth

quarter of 2014 in line with stated goal

•

Expect to incur additional one-time costs through the

remainder of the initiative

$s in millions

1Q13 noninterest

expense

$160

Annualized 1Q13

noninterest expense

$640

1Q14 noninterest

expense projection

$153

4Q14 noninterest

expense projection

$147

50%

55%

60%

65%

70%

1Q12

2Q12

3Q12

4Q12

1Q13

2Q13

3Q13

4Q13

1Q14

Efficiency Ratio*

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.

17

Midpoint

Long-Term

Efficiency

Ratio

Target

57%

-

59%

•

TCE ratio 9.24%, 10 bps higher than a year ago (immediately prior to the buyback authorization)

•

Announced

stock

buyback

of

up

to

5%

of

outstanding

common

stock

in

April

2013

•

Executed an Accelerated Share Repurchase (ASR) 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 600,000 will be received in May 2014

•

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

18

*Stock Buyback

(ASR) initiated

As of March 31, 2014

9.24%

7.50%

8.00%

8.50%

9.00%

9.50%

2Q12

3Q12

4Q12

1Q13

2Q13*

3Q13

4Q13

1Q14

Tangible Common Equity (TCE) Ratio

TCE

Minimum Target

Appendix

19

Non-GAAP

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

3/31/2014

Three

Months

Ended

12/31/2013

Three

Months

Ended

3/31/2013

Net income

$49.1

$34.7

$48.6

Adjustments

from

net

to

operating

income

Securities transactions gains/(losses)

-

.1

-

One-time noninterest expense items:

Merger-related

-

-

-

Subdebt early redemption

-

-

-

Expense & efficiency initiative and other items

-

17.1

-

Total one-time noninterest expense items

-

17.1

-

Taxes on adjustment @ 35%

-

(6.0)

-

Total adjustments (net of taxes)

-

11.1

-

Operating income*

$49.1

$45.8

$48.6

Additional Loan Data

21

$s in millions

3/31/2014

12/31/2013

$ change

% change

LQA

3/31/2013

$ change

% change

Loans (EOP)

12,528

$   

12,325

$   

203

$     

2%

7%

11,483

$   

1,045

$ 

9%

Commercial

5,198

5,064

134

3%

11%

4,426

772

17%

Construction

979

916

63

7%

28%

993

(14)

-1%

Real Estate

3,069

3,043

26

1%

3%

2,873

196

7%

Residential mortgage

1,720

1,721

(0)

0%

0%

1,588

133

8%

Consumer

1,561

1,582

(20)

-1%

-5%

1,603

(42)

-3%

Covered Loans

331

$         

359

$         

(28)

$     

-8%

477

$         

(146)

$   

-31%

Commercial

14

23

(9)

-39%

24

(10)

-41%

Construction

20

20

(1)

-4%

25

(6)

-22%

Real Estate

52

53

(1)

-2%

84

(32)

-38%

Residential mortgage

199

209

(10)

-5%

252

(53)

-21%

Consumer

46

53

(7)

-12%

92

(45)

-49%

Loans excluding covered

12,197

$   

11,966

$   

231

$     

2%

8%

11,006

$   

1,191

$ 

11%

Commercial

5,184

5,041

143

3%

11%

4,402

782

18%

Construction

959

895

64

7%

29%

968

(8)

-1%

Real Estate

3,017

2,990

28

1%

4%

2,789

228

8%

Residential mortgage

1,521

1,512

10

1%

3%

1,336

186

14%

Consumer

1,515

1,529

(14)

-1%

-4%

1,511

4

0%

Portfolio increased approximately $80 million

versus a comparable 12/31/13 total.

Support -

Non-

Drilling

$488

32%

E&P

$534

34%

Product

Transportation

$59

4%

Wholesale/

Refinement

$174

11%

Support -

Drilling

$300

19%

Oil

&

Gas

Portfolio

3/31/14

First Quarter

2014 Financial

Results

April 16, 2014

First Quarter

2014 Financial

Results

April 16, 2014