UNITED BANKSHARES INC/WV [UBSI] Filings

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

Emerging growth company

10-Q 1 d227270d10q.htm 10-Q 10-Q

FORM

10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2021

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ________ to _________

Commission File

Number: 002-86947

United Bankshares, Inc.

(Exact name of registrant as specified in its charter)


West Virginia		55-0641179
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

300 United Center 500 Virginia Street, East Charleston, West Virginia		25301
(Address of principal executive offices)		Zip Code

Registrant’s telephone number, including area code: (304)

424-8716

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $2.50 per share	UBSI	NASDAQ Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes

☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation

S-T

(§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes

☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a

non-accelerated

filer, smaller reporting company or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule

12b-2

of the Exchange Act.

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule

12b-2

of the Act). Yes ☐

☒

As of

October

1, 2021

, the registrant had

129,203,167

shares of common stock, $2.50 par value per share, outstanding.

Table of Contents

UNITED BANKSHARES, INC. AND SUBSIDIARIES

FORM

10-Q

TABLE OF CONTENTS


	Page
PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

Consolidated Balance Sheets (Unaudited) September 30, 2021 and December 31, 2020		4

Consolidated Statements of Income (Unaudited) for the Three and Nine Months Ended September 30, 2021 and 2020		5

Consolidated Statements of Comprehensive Income (Unaudited) for the Three and Nine Months Ended September 30, 2021 and 2020		7

Consolidated Statement of Changes in Shareholders’ Equity (Unaudited) for the Three and Nine Months Ended September 30, 2021 and 2020		8

Condensed Consolidated Statements of Cash Flows (Unaudited) for the Nine Months Ended September 30, 2021 and 2020		10

Notes to Consolidated Financial Statements		11

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		60

Item 3. Quantitative and Qualitative Disclosures about Market Risk		84

Item 4. Controls and Procedures		86

PART II. OTHER INFORMATION

Item 1. Legal Proceedings		88

Item 1A. Risk Factors		88

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		88

Item 3. Defaults Upon Senior Securities		88

Item 4. Mine Safety Disclosures		89

Item 5. Other Information		89

Item 6. Exhibits		89

Signatures		90

Table of Contents

PART I - FINANCIAL INFORMATION

Item 1.

FINANCIAL STATEMENTS (UNAUDITED)

The September 30, 2021 and December 31, 2020, consolidated balance sheets of United Bankshares, Inc. and Subsidiaries (“United” or the “Company”), consolidated statements of income and comprehensive income for the three and nine months ended September 30, 2021 and 2020, the related consolidated statement of changes in shareholders’ equity for the three and nine months ended September 30, 2021 and 2020, the related condensed consolidated statements of cash flows for the nine months ended September 30, 2021 and 2020, and the notes to consolidated financial statements appear on the following pages.

Table of Contents

CONSOLIDATED BALANCE SHEETS

UNITED BANKSHARES, INC. AND SUBSIDIARIES


(Dollars in thousands, except par value)	September 30 2021			December 31 2020
	(Unaudited)			(Note 1)
Assets
Cash and due from banks	$	289,690		$	297,369
Interest-bearing deposits with other banks		3,742,944			1,910,876
Federal funds sold		927			823

Total cash and cash equivalents		4,033,561			2,209,068
Securities available for sale at estimated fair value (amortized cost-$3,372,304 at September 30, 2021 and $2,868,346 at December 31, 2020, allowance for credit losses of $0 at September 30, 2021 and December 31, 2020)		3,409,984			2,953,359
Securities held to maturity, net of allowance for credit losses of $27 at September 30, 2021 and $23 at December 31, 2020 (estimated fair value-$1,020 at September 30, 2021 and $1,235 at December 31, 2020)		993			1,212
Equity securities at estimated fair value		11,984			10,718
Other investment securities		223,104			220,895
Loans held for sale ( measured using the fair value option -$493,299 at September 30, 2021 and $698,341 at December 31, 2020)		493,299			718,937
Loans and leases		16,771,332			17,622,583
Less: Unearned income		(27,703	)		(31,170	)

Loans and leases, net of unearned income		16,743,629			17,591,413
Less: Allowance for loan and lease losses		(210,891	)		(235,830	)

Net loans and leases		16,532,738			17,355,583
Bank premises and equipment		171,935			175,824
Operating lease right-of-use assets		75,593			69,520
Goodwill		1,810,040			1,796,848
Mortgage servicing rights, net of valuation allowance of $1,383 at September 30, 2021 and at December 31, 2020		22,836			20,955
Accrued interest receivable, net of allowance for credit losses of $26 at September 30, 2021 and $250 at December 31, 2020		58,181			66,832
Other assets		663,269			584,496


TOTAL ASSETS	$	27,507,517		$	26,184,247


Liabilities
Deposits:
Noninterest-bearing	$	8,490,191		$	7,405,260
Interest-bearing		13,332,418			13,179,900

Total deposits		21,822,609			20,585,160
Borrowings:
Securities sold under agreements to repurchase		123,018			142,300
Federal Home Loan Bank (“FHLB”) borrowings		532,782			584,532
Other long-term borrowings		281,069			279,837
Reserve for lending-related commitments		25,191			19,250
Operating lease liabilities		80,518			73,213
Accrued expenses and other liabilities		211,564			202,335


TOTAL LIABILITIES		23,076,751			21,886,627

Shareholders’ Equity
Preferred stock, $1.00 par value; Authorized-50,000,000 shares, none issued		0			0
Common stock, $2.50 par value; Authorized-200,000,000 shares; issued-134,167,380 and 133,809,374 at September 30, 2021 and December 31, 2020, respectively, including 4,963,606 and 4,620,867 shares in treasury at September 30, 2021 and December 31, 2020, respectively		335,419			334,523
Surplus		2,903,576			2,894,471
Retained earnings		1,363,488			1,205,395
Accumulated other comprehensive (loss) gain		(1,239	)		22,370
Treasury stock, at cost		(170,478	)		(159,139	)

TOTAL SHAREHOLDERS’ EQUITY		4,430,766			4,297,620

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	27,507,517		$	26,184,247

See notes to consolidated unaudited financial statements.

Table of Contents

CONSOLIDATED STATEMENTS OF INCOME (Unaudited)

UNITED BANKSHARES, INC. AND SUBSIDIARIES


(Dollars in thousands, except per share data)	Three Months Ended September 30					Nine Months Ended September 30
	2021			2020		2021			2020
Interest income
Interest and fees on loans and leases	$	176,695		$	192,266	$	548,109		$	530,431
Interest on federal funds sold and other short-term investments		2,548			2,060		6,198			7,893
Interest and dividends on securities:
Taxable		12,999			14,448		40,371			47,658
Tax-exempt		1,838			1,495		5,245			3,486

Total interest income		194,080			210,269		599,923			589,468

Interest expense
Interest on deposits		9,803			17,726		32,800			64,452
Interest on short-term borrowings		167			172		527			826
Interest on long-term borrowings		2,531			6,707		7,540			26,406

Total interest expense		12,501			24,605		40,867			91,684

Net interest income		181,579			185,664		559,056			497,784
Provision for credit losses		(7,829	)		16,781		(16,565	)		89,811

Net interest income after provision for credit losses		189,408			168,883		575,621			407,973

Other income
Fees from trust services		4,269			3,574		12,225			10,318
Fees from brokerage services		3,883			3,066		11,860			8,633
Fees from deposit services		9,888			9,320		28,180			25,332
Bankcard fees and merchant discounts		1,473			1,226		3,905			2,937
Other service charges, commissions, and fees		703			715		2,237			1,843
Income from bank-owned life insurance		2,556			2,059		5,617			5,738
Income from mortgage banking activities		42,012			109,457		144,350			195,301
Mortgage loan servicing income		2,429			2,345		7,170			3,879
Net gain on the sale of bank premises		0			2,229		0			2,229
Net investment securities gains		82			860		2,715			2,566
Other income		1,329			617		5,784			1,888

Total other income		68,624			135,468		224,043			260,664

Other expense
Employee compensation		67,459			84,455		208,428			197,660
Employee benefits		13,132			13,202		43,052			36,767
Net occupancy expense		10,339			10,944		31,381			30,324
Other real estate owned (“OREO”) expense		387			1,166		4,384			2,679
Equipment expense		7,286			5,616		19,160			14,465
Data processing expense		6,612			6,708		20,594			28,140
Mortgage loan servicing expense and impairment		3,253			3,301		10,029			5,949
Bankcard processing expense		422			450		1,300			1,319
FDIC insurance expense		1,920			2,700		5,720			7,882
FHLB prepayment penalties		0			10,385		0			10,385
Other expense		31,466			32,666		86,106			86,530

Total other expense		142,276			171,593		430,154			422,100

Income before income taxes		115,756			132,758		369,510			246,537
Income taxes		23,604			28,974		75,624			49,884

Net income	$	92,152		$	103,784	$	293,886		$	196,653

Table of Contents

CONSOLIDATED STATEMENTS OF INCOME (Unaudited) – continued

UNITED BANKSHARES, INC. AND SUBSIDIARIES


(Dollars in thousands, except per share data)	Three Months Ended September 30				Nine Months Ended September 30
	2021		2020		2021		2020
Earnings per common share:
Basic	$	0.71	$	0.80	$	2.28	$	1.68

Diluted	$	0.71	$	0.80	$	2.27	$	1.68

Average outstanding shares:
Basic		128,762,815		129,373,154		128,716,450		116,876,402
Diluted		128,960,220		129,454,966		128,934,282		116,944,594

See notes to consolidated unaudited financial statements

Table of Contents

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)

UNITED BANKSHARES, INC. AND SUBSIDIARIES


(Dollars in thousands)	Three Months Ended September 30					Nine Months Ended September 30
	2021			2020		2021			2020
Net income	$	92,152		$	103,784	$	293,886		$	196,653
Change in net unrealized (loss) gain on available-for-sale (“AFS”) securities, net of tax		(13,777	)		8,180		(36,305	)		53,600
Change in net unrealized gain (loss) on cash flow hedge, net of tax		1,377			678		10,320			(594	)
Change in pension plan assets, net of tax		638			988		2,376			3,213

Comprehensive income, net of tax	$	80,390		$	113,630	$	270,277		$	252,872

See notes to consolidated unaudited financial statements

Table of Contents

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

UNITED BANKSHARES, INC. AND SUBSIDIARIES


(Dollars in thousands, except per share data)
	Nine Months Ended September 30, 2021
	Common Stock				Surplus		Retained Earnings		Accumulated Other Comprehensive Income (Loss)			Treasury Stock			Total Shareholders’ Equity
	Shares		Par Value		Surplus		Retained Earnings		Accumulated Other Comprehensive Income (Loss)			Treasury Stock			Total Shareholders’ Equity

Balance at January 1, 2021		133,809,374	$	334,523	$	2,894,471	$	1,205,395	$	22,370		$	(159,139	)	$	4,297,620
Comprehensive income:
Net income		0		0		0		106,898		0			0			106,898
Other comprehensive income, net of tax		0		0		0		0		(20,509	)		0			(20,509	)

Total comprehensive income, net of tax																86,389
Stock based compensation expense		0		0		1,688		0		0			0			1,688
Purchase of treasury stock (339,229 shares)		0		0		0

UNITED BANKSHARES INC/WV [UBSI] Filings
10-Q	[2021-11-09]
10-Q	[2021-08-09]
10-Q	[2021-05-10]
10-K	[2021-03-01]
10-Q	[2020-11-09]
10-Q	[2020-08-10]
10-Q	[2020-05-11]
10-K	[2020-03-02]
10-Q	[2019-11-08]
10-Q	[2019-08-09]
10-Q	[2019-05-09]
10-K	[2019-03-01]
10-Q	[2018-11-08]
10-Q	[2018-08-08]
10-Q	[2018-05-09]
10-K	[2018-03-01]
10-Q	[2017-11-09]
10-Q	[2017-08-09]
10-Q	[2017-05-09]
10-K	[2017-03-01]
10-Q	[2016-11-09]
10-Q	[2016-08-09]
10-Q	[2016-05-09]
10-K	[2016-02-29]
10-Q	[2015-11-06]
10-Q	[2015-08-05]
10-Q	[2015-05-08]
10-K	[2015-03-02]
10-Q	[2014-11-10]
10-Q	[2014-08-11]
10-Q	[2014-05-12]
10-K	[2014-03-03]
10-Q	[2013-11-08]
10-Q	[2013-08-09]
10-Q	[2013-05-09]
10-K	[2013-02-28]
10-Q	[2012-11-08]
10-Q	[2012-08-08]
10-Q	[2012-05-08]
10-K	[2012-02-29]