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Shareholders' Equity, Capital Ratios and Other Regulatory Matters
9 Months Ended
Sep. 30, 2016
Banking and Thrift [Abstract]  
Shareholders' Equity, Capital Ratios and Other Regulatory Matters
SHAREHOLDERS' EQUITY, CAPITAL RATIOS AND OTHER REGULATORY MATTERS
The Company and IBERIABANK are subject to various regulatory capital frameworks administered by federal and state agencies. Failure to meet minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Company’s financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Company and IBERIABANK, as applicable, must meet specific capital guidelines that involve quantitative measures of their assets, liabilities and certain off-balance sheet items as calculated under regulatory accounting practices. The capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings and other factors.
On January 1, 2015, the Company and IBERIABANK became subject to revised capital adequacy standards as implemented by new final rules approved by the U.S. banking regulatory agencies, including the FRB, to address relevant provisions of the Dodd-Frank Act. Certain provisions of the new rules will be phased in from that date to January 1, 2019.
Effective January 1, 2016, the Company was subject to an additional 25% phase out of its trust preferred securities from Tier 1 Risk-Based Capital. As a result, 100% of the Company's trust preferred securities are excluded from Tier 1 Risk-Based Capital at September 30, 2016. Additionally, the Company and IBERIABANK's Common Equity Tier 1 Capital, Tier 1 Risk-Based Capital, and Total Risk-Based Capital were impacted at September 30, 2016 by an additional 20% phase out of certain intangible assets above the December 31, 2015 phase out percentage.
Management believes that, as of September 30, 2016, the Company and IBERIABANK met all capital adequacy requirements to which they are subject.
As of September 30, 2016, the most recent notification from the FDIC categorized IBERIABANK as well capitalized under the regulatory framework for prompt corrective action (the prompt corrective action requirements are not applicable to the Company) existing at the time of notification. To be categorized as well capitalized, an institution must maintain minimum total risk-based, Tier 1 risk-based and Tier 1 leverage ratios as set forth in the following table. There are no conditions or events since the notification that management believes have changed that categorization.
The Company’s and IBERIABANK’s actual capital amounts and ratios as of September 30, 2016 and December 31, 2015 are presented in the following table.
 
September 30, 2016
 
Minimum
 
Well Capitalized
 
Actual
(Dollars in thousands)
Amount
 
Ratio
 
Amount
 
Ratio
 
Amount
 
Ratio
Tier 1 Leverage
 
 
 
 
 
 
 
 
 
 
 
Consolidated
$
784,103

 
4.00
%
 
N/A

 
N/A
 
$
1,901,866

 
9.70
%
IBERIABANK
781,582

 
4.00

 
976,978

 
5.00
 
1,831,469

 
9.37

Common Equity Tier 1 (CET1)
 
 
 
 
 
 
 
 
 
 
 
Consolidated
$
785,140

 
4.50
%
 
N/A

 
N/A
 
$
1,769,769

 
10.14
%
IBERIABANK
783,333

 
4.50

 
1,131,481

 
6.50
 
1,831,469

 
10.52

Tier 1 Risk-Based Capital
 
 
 
 
 
 
 
 
 
 
 
Consolidated
$
1,046,854

 
6.00
%
 
N/A

 
N/A
 
$
1,901,866

 
10.90
%
IBERIABANK
1,044,444

 
6.00

 
1,392,591

 
8.00
 
1,831,469

 
10.52

Total Risk-Based Capital
 
 
 
 
 
 
 
 
 
 
 
Consolidated
$
1,395,805

 
8.00
%
 
N/A

 
N/A
 
$
2,178,549

 
12.49
%
IBERIABANK
1,392,591

 
8.00

 
1,740,739

 
10.00
 
1,991,651

 
11.44



 
December 31, 2015
 
Minimum
 
Well Capitalized
 
Actual
(Dollars in thousands)
Amount
 
Ratio
 
Amount
 
Ratio
 
Amount
 
Ratio
Tier 1 Leverage
 
 
 
 
 
 
 
 
 
 
 
Consolidated
$
751,798

 
4.00
%
 
N/A

 
N/A
 
$
1,790,034

 
9.52
%
IBERIABANK
749,226

 
4.00

 
936,532

 
5.00
 
1,691,022

 
9.03

Common Equity Tier 1 (CET1)
 
 
 
 
 
 
 
 
 
 
 
Consolidated
$
752,610

 
4.50
%
 
N/A

 
N/A
 
$
1,684,097

 
10.07
%
IBERIABANK
750,660

 
4.50

 
1,084,287

 
6.50
 
1,691,022

 
10.14

Tier 1 Risk-Based Capital
 
 
 
 
 
 
 
 
 
 
 
Consolidated
$
1,003,479

 
6.00
%
 
N/A

 
N/A
 
$
1,790,034

 
10.70
%
IBERIABANK
1,000,880

 
6.00

 
1,334,507

 
8.00
 
1,691,022

 
10.14

Total Risk-Based Capital
 
 
 
 
 
 
 
 
 
 
 
Consolidated
$
1,337,973

 
8.00
%
 
N/A

 
N/A
 
$
2,029,932

 
12.14
%
IBERIABANK
1,334,507

 
8.00

 
1,668,133

 
10.00
 
1,843,545

 
11.05


 
Beginning January 1, 2016, minimum CET1, Tier 1 Risk-Based Capital, and Total Risk-Based Capital ratios are subject to a capital conservation buffer of 0.625%. This capital conservation buffer will increase in subsequent years by 0.625% annually until it is fully phased in on January 1, 2019 at 2.50%. At September 30, 2016, the capital conservation buffers of the Company and IBERIABANK were 4.49% and 3.44%, respectively.

On May 9, 2016, the Company issued an aggregate of 2,300,000 depositary shares (the “Depositary Shares”), each representing a 1/400th ownership interest in a share of the Company’s 6.60% Fixed-to-Floating Non-Cumulative Perpetual Preferred Stock, Series C, par value $1.00 per share, (“Series C Preferred Stock”), with a liquidation preference of $10,000 per share of Series C Preferred Stock (equivalent to $25 per depositary share), which represents $57,500,000 in aggregate liquidation preference.
Dividends will accrue and be payable on the Series C preferred stock, subject to declaration by the Company’s board of directors, from the date of issuance to, but excluding May 1, 2026, at a rate of 6.60% per annum, payable quarterly, in arrears, and from and including May 1, 2026, dividends will accrue and be payable at a floating rate equal to three-month LIBOR plus a spread of 492 basis points, payable quarterly, in arrears. The Company may redeem the Series C preferred stock at its option, subject to regulatory approval, as described in the Prospectus.
On May 4, 2016, the Company's Board of Directors authorized the repurchase of up to 950,000 shares of IBERIABANK Corporation's outstanding common stock. Stock repurchases under this program will be made from time to time, on the open market or in privately negotiated transactions. The timing of these repurchases will depend on market conditions and other requirements. The Company anticipates the share repurchase program will extend over a 2-year time frame, or earlier if the shares have been repurchased. The share repurchase program does not obligate the Company to repurchase any dollar amount or number of shares, and the program may be extended, modified, suspended, or discontinued at any time. During the second quarter of 2016, the Company repurchased 202,506 common shares at a weighted average price of $57.61 per common share. The Company did not repurchase any common shares during the third quarter of 2016.