SouthState Corporation

star followed by number one on your telephone keypad. As a reminder, this conference call is being recorded. I would now like to turn the call over to Will Matthews, South State's Chief Financial Officer. Thank you. Please go ahead.

Will Matthews Good morning and welcome to South State's fourth quarter 2024 earnings call. This is Will Matthews and I'm here with John Corbett, Steve Young, and Jeremy Lucas. As always, John and I will make some brief remarks to highlight a few items of interest and then move into questions. Our comments will reference the earnings release and investor presentation, which you can find on our website under the investor relations tab. Before we begin our remarks, I want to remind you that comments we make may include forward looking statements within the meaning of the federal securities laws and regulations. Any such forward looking statements we may make are subject to the safe harbor rules. Please review the forward looking disclaimer and safe harbor language in the press release and presentation for more information about our forward-looking statements and risks and uncertainties which may affect us. Now I'll turn the call over to John Corbett, our CEO.

Thank you, Will. Good morning, everybody. Thanks for joining us for South State's fourth quarter results. For the quarter, we clearly felt the effects of the Federal Reserve's first rate cut in September. In October, we started to see deposit growth across all our regions, and the growth occurred even as we were cutting deposit rates at the same time. Now some of the growth is seasonal and it's amplified by the normal pickup in municipal deposits during the tax collection cycle. So deposits normally get a little inflated in the fourth quarter anyway. Steve used some of the excess liquidity and he paid down our brokered CDs. But if you back out that decline in brokered CDs, customer deposits actually grew by 9% on an annualized basis. So it's nice to feel like we've reached the end of the tightening cycle. Liquidity is improving. and deposit pricing is becoming more rational. That improving backdrop led to a 9% pickup in PPNR for the quarter, led by a 6% increase in total revenue. For the year as a whole, I feel like our regional presidents did a great job managing the inverted yield curve. They were able to generate moderate mid-single-digit growth, and they did it with an eye on maintaining our net interest margins. Earlier this month, we announced a sale-leaseback transaction on approximately 170 branches. We've looked at this type of transaction several times over the years and felt like the stars align now. We're able to harvest approximately $225 million of off-balance sheet capital, and the cost of capital is very attractive compared to the other sources of capital. We now have the option to convert this extra capital into future revenue growth. And finally, our biggest development was the regulatory approval of independent financial in December and the subsequent closing on January 1. When we announced the acquisition in May, we modeled a closing at the end of the first quarter, so things progressed a little faster than planned. We've got the conversion scheduled for Memorial Day, so we should have a relatively clean fourth quarter after cost saves. Our teams have spent a lot of time together over the last few months, and I can sense both their excitement and their eagerness to finish the integration and keep building the company and serving our clients. Our strategy has been to build the company in the best geographies in the country with the best scale and the best business model. And the independent franchise fits that strategy like a glove. The Census Bureau released their latest report in December, and not surprising, Florida, Texas, and the Carolinas continue to lead the nation for growth. Will, why don't you go ahead and walk us through the moving parts in the balance sheet and the income statement?

Will Smith Thank you, John. As you said, the fourth quarter was a good end to the year in several respects. High-level, $24 million in revenue growth versus $7 million in expense growth made for a solid quarter of operating leverage. Balance sheet growth was in line with our mid-single-digit guidance with loans up 4.2 percent annualized and deposits up 4.5% annualized, or over 9% excluding brokered, as John noted. For the year, loans grew 5% and deposits grew 3%. On the income statement, a 15 basis point reduction in our cost of total deposits helped drive an eight basis point improvement in our NIM to 348. Net interest income grew by 18 million over Q3 on the same day count. Non-interest income of $80 million was up almost $6 million from the third quarter on somewhat broad-based improvement, led by correspondent, which was up $3.7 million with flat variation margin expense. Mortgage income was up $1.6 million with wealth up $800,000. And I'll note that wealth had a record year with its $45.5 million in revenue up 15% over the prior year. Deposit service charge income was also up $1.1 million. Non-interest expenses were up $7 million and a quarter to $250.7 million, which was at the high end of our guidance. The largest increase was in commission expense, which was up over $3 million due to higher performance in commission-based businesses. Even with the growth in expenses, our efficiency ratio improved quarter over quarter by 140 basis points to 54.4%. On credit and credit expense, we had $5 million in net charge-offs for the quarter, or six basis points annualized, which brought our full-year net charge-offs to $18 million, also six basis points. Our fourth quarter provision expense was $6 million, leaving reserve levels flat. The ending total allowance to loans was healthy at over 1.5%. Our 30 to 89 past dues were 22 basis points, which is down 14 million from Q3, and also down from year-end 2023's 24 basis points. NPAs ended the year at 63 basis points, up six basis points from year-end 23 levels. I'll note that approximately 23% of our non-performing loans are SBA loans with a 75% guarantee, and 46% of our non-performing loans are current on payments. Substandard loans were also up. We continue to view these as transitional substandard loans for the most part, with downgrades primarily due to interest rates rather than as indicative of expected losses. As to capital, we ended the year with healthy capital levels with CET1 at 12.6 percent. Our Q4 and full-year ROAA of 127 and 121 respectively provided us with a healthy capital formation rate. Operator, we'll now move to questions.

Thank you. As a reminder, to ask a question, please press star followed by the number one on your telephone keypad. To withdraw any questions, press star one again. Our first question comes from Kathleen Miller from KBW. Please go ahead. Your line is open.

Thanks. Good morning.

Hey, Catherine.

Really nice to see the higher NII this quarter and then expansion. I wanted to see if you could just update us on your thoughts on the margin moving forward now that especially we've got the deal closed and what you're thinking about. Maybe two updates kind of where the margin is with updated thoughts on marks and then also with kind of taking a couple of cuts out of the Fed's projection versus the last time we spoke, maybe what that does to the margin projection over the course of the year. Thanks.

Steve Monowitz, Sure Catherine, this is Steve and yeah thanks for recognizing the NIM expansion, we were really happy about that this quarter eight basis points, the margin was up to 348, which is higher than our guide of four to five basis points and really as john mentioned. Steve Monowitz, A lot of that was the deposit costs work that the regional presence did and and really did a really nice job of bringing that together. Yeah, so now that we closed independent on 1-1, you know, probably just need to update you on the NIM guidance for 2025 and kind of the moving parts and assumptions. You know, kind of the bottom line, not much has changed other than our closing date, but I think maybe walking you through the parts and pieces hopefully will help you. So, you know, as we think about the major assumptions for 2025 now that independent is closed on 1-1, there's the average earning assets is 1. second is our rate forecast the third is you know how the South State Legacy loan fixed rate loan reprices and then the fourth is just around the merger marks as you mentioned so you know as we think about the expected average earning assets for the full year we expect about 59 billion that's based on a mid-single digit loan growth rate for the year we are assuming that we start the year somewhere around $58 billion, maybe a little less, and then ending the year a little over $60 billion. Second is our rate forecast. So we have no rate cuts in this guidance. We're holding rates flat from the 12, 31, 24 yield curve. And then the third part, which we've talked about many times, is just our legacy loan repricing book. We have approximately $1 billion a quarter that's repricing from the high fours into the high sixes or early sevens. That's about a 200 basis point pickup. And that should, you know, increase the margin as time goes on about three basis points. So if you run that math, it's $20 million over that earning assets. And then the fourth one, the last one is what you mentioned is the merger mark. So, you know, our team is working to finalize the merger marks by March 31st. You know, just kind of anecdotally from the announcement date, the three-year treasury which is really the approximate average life of the independent financial loans, that three-year treasury fell by about 34 basis points. We originally modeled around a 7.5% discount rate, so we would expect, assuming spreads don't change a whole lot, something less in that 30 to 35 basis point range, something like that, depending on, as you know, many moving parts. So we'll have a little bit more capital day one and a little less earnings absent doing anything else. So based on all these assumptions, we'd expect NIM to be between 360 and 370 in the first quarter. And then we would exit the fourth quarter of this year because of the legacy loan repricing between 370 and 380. Having said all that, as I've mentioned before, We're likely to have some excess capital from the last day one interest marks on independent, as well as some capital from our previously announced sale leaseback transaction that will hopefully get done at the end of the first quarter. So we would expect we would take some of that excess capital and deploy it at a potential securities restructure at the end of the first quarter. Our expectation would be we would offset the additional lease expense of around $30 to $35 million annually. This would equate to an additional five basis point margin expansion starting in the second quarter. So in the summary of all of that, we would add five basis points to the second quarter to fourth quarter margin in 25, and we would start at 360 to 370 in the first quarter, exit at 375 to 380, excuse me, 375 to 385, as well as it gives us additional capital to deploy in the future into future revenue growth versus what we originally modeled. And then lastly, as I think about 2026 and an upwardly, you know, sloping yield curve, we'd expect NIM expansion to continue to do it as the continued repricing of the legacy South State back book of three basis points per quarter. So all of this is sort of in line, but there's a lot of moving parts, and hopefully that helps you model as you think throughout the year.

Yeah, and, Catherine, let me maybe jump into this as well and just say that, you know, that potential securities portfolio restructuring is just potential at this point. We've made no decisions, and we'll continue to evaluate that through the quarter, maybe see how the marks shape up as we get toward the end of the quarter and then make a decision at that point. So nothing's been decided in that regard thus far.

That makes sense. And so, I mean, in your exit margin statement, as we talked about last quarter was to 375 to 385. So it, it almost, if I can kind of simplify it, it almost feels like, you know, a little bit of a better margin this quarter. So maybe you're coming in kind of with a better core base and then kind of the impact of taking a few cuts out of the forecast is really offset by maybe that better base plus what you can do on the bond restructure to kind of, to leave you at the same level exiting 25. Is that a fair way to,

Yeah, I think a fair way to say it, and I think we talked about the second and third quarter was independent. We thought it would add 10 to 15 basis points of margin expansion to us. And I think, you know, with the rates down a little bit in that curve, probably adds 10, not 15. And then, you know, of course, that additional gives us a little extra capital day one so we can decide how to deploy that.

Yeah, and even with rates flat, you know, we would expect to get a little bit of continue to pick up on cost deposits just as CDs mature and things like that. from where we start off in the first quarter, that would help too, even if rates stay flat.

Okay. And I know you've also said in the past that each rate cut adds about three to five pips to your margin. Is that, as you think about the combined company, is that still a fair way to think about it, given this guidance is no cuts?

Sure. Yeah, no, this is interesting, and you have to think through fair value accounting for a second. So the way I would think about it is absent, you know, if we continue to keep the normalized yield curve, meaning upward sloping, we would expect on the legacy loan repricing to be three basis points per quarter accretive. And then from there, what would move it from the legacy independent book would be if we hit rate cuts, we would get another one to two basis points. So that would be four to five basis points. If they cut rates 25, because they're a bit more liability sensitive as a company. And conversely, if, for some reason they raise rates uh from here we would still get the three basis points increase in the margin from our back book but we'd probably subtract the basis point or two from the legacies uh independent of a combined basis so it'd still be accretive but it wouldn't be as accretive so it really makes our this transaction as we talked about a long time ago it really makes our balance sheet much more neutral and kind of puts our The thing that will continue to drive NIM will be the loan-backed book repricing from the Legacy South State. And then if we have rate cuts, we'll probably get some more from that. We'll get a little bit better NIM from the independent deposit franchise.

Okay. All very helpful. Thank you, and congrats on closing the deal early.

Thank you.

Our next question comes from Steven Skouten from Piper Sandler. Please go ahead. Your line is open.

Yeah, thanks. Appreciate it. I wanted to see if there was any kind of additional thoughts around the sale-leaseback. I know, John, you said kind of things aligned here with the math and just the thought process, but can you walk us through kind of why you felt like that was the right decision now, and if, let's say, you weren't to do a securities restructure for whatever reason, what the other priorities for the excess capital might be?

Yeah, sure. Stephen, good morning. Yeah, so... We've kind of done a lot of branch repositioning over the last decade, and we're very comfortable with the branch network that we've got today. So entering into this long-term sale leaseback kind of is a nod to the fact that we plan on being in these branches for quite some time. So really, it's really about harvesting capital, off-balance sheet capital that we're not getting any credit for. And when we ran the numbers, the cost of capital was more attractive than other sources of capital. So really it's more of a capital management exercise that'll give us flexibility going forward. And the other thing is, as we've looked at it, one of the things you wanna look at is the spread of the cap rate versus the risk-free rate. And it was pretty narrow. So we felt like this was a good opportunity to do it.

Got it, okay. And does the math around potential securities for structure, I mean, is that slightly more advantageous if rates remain high? Or what's kind of the puts and takes of maybe the best mathematical environment for you to get something done if that becomes the past?

Yeah, Steve, and this is Steve. I think probably the most important is landing where our capital marks are going to be. And, you know, based on that, we're going to decide, you know, if we do a bond restructure or securities restructure and to what extent. So I think for us, you know, there's a lot of moving parts with the independent transaction. We have the sale lease back. But by the end of the first quarter, we're going to know all those answers. And by the call in April, we're going to be able to tell you all those things. But I guess the way I would describe it is you know, this is an attractive, the sale leaseback is an attractive ability to get capital. And from here, we can deploy it in lots of different ways, whether it's a securities restructure, which certainly is one piece of it, certainly could be in lots of other places as well. So we're just going to make those decisions as we go through.

And Stephen, I would add, you know, if we were to consider a portfolio structure, to your question, you know, there are, You know, there are different philosophies around that. You can take your bonds that are deepest underwater and get rid of those, or you can take ones that are more moderate, but have a better earn-back profile. And so we'll think about all those things. I mean, we haven't finalized our marks yet, as we've said a couple of times, and that process is ongoing. We hope to have a better idea by the end of the first quarter. They probably won't be final-final, but be a lot closer to final. And, you know, right now, seeing where we sit, we think our capital position is going to be better than the 10.4 CET one we announced at the time of the merger announcement. I mean, it could be somewhere, should be north of that, maybe closer to the 11% range at closing. So, again, a little more flexibility and optionality through that capital base than we probably modeled before. nine months ago.

Yeah, and the last thing I'd say is that we love our, you know, as we forecasted and what I just told you about margin and so on, I mean, we really like our revenue profile and our PPNR profile, so this is just on top of that. We have extra capital to do whatever else we need to do, and I think it's a nice lever to have.

Yeah.

Got it, got it. And just last thing for me, I know the ink's barely dry here on IBCX closing, but, you know, everybody's getting kind of bulled up on M&A, and if we do see a more active environment where where more banks try to, let's call it like hit this 18, 24 month window that we think we have. Would you guys think you'd be prepared to do another deal right now if it came to pass, if the right deal hit your desk? Or do you really want to just focus on the integration, the build out within the Texas markets and let that play out first more fully?

A lot of our talk about our strategy is finding the best scale in the banking business model. And today, We feel like Steven, the best scale is somewhere in that 60 to $80 billion of assets. So for 2025, our focus is entirely on integrating IBTX and getting that team, um, um, productive and growing and, and, and feeling good about the partnership. And then the second thing in 2025 is just going to be learning what the new regulations are under the Trump administration. and getting a better understanding of what the hurdles at $100 billion would be. So until we know what those hurdles might be, we think this $60 to $80 billion in size is the best place to be, but we're going to learn more as the year progresses.

Yes, makes perfect sense. Great. Congrats on another great year. Thanks, guys.

Our next question comes from Russell Gunther from Stevens. Please go ahead. Your line is open.

Hey, good morning, guys. Good morning. Good morning. I wanted to start back on the legacy South State NIM if we could. You know, the fixed repricing opportunity is strong and well understood. But could you guys spend a minute in terms of how you're thinking about the other side of the balance sheet, you know, deposit cost trends, and then just any kind of CD maturity and rate repricing opportunities embedded in the guide? Sure.

No, that's a good question, Russell. You know, as we think about the pro forma company and we think about the first quarter deposit cost, you know, I would kind of model around 2% would be a good way to think about it as a pro forma company after, you know, remember that in the fourth quarter, the last rate cut came in, you know, the mid-end December. So we didn't really get that into our deposit costs until January. So if you took us as a pro forma company, it'd be a little higher if you looked at the fourth quarter. But if you look at the first quarter, we'd be around two. And then as it relates to the CD repricing opportunity, there certainly is one there. But if you kind of looked at our beta and what we told the street that our beta combined would be, our peak deposit pricing as a combined company was the third quarter around 2.29%, 2.3%. And so there's been 100 basis points of cuts. You know, if we end up about 2%, that would be about a 30% beta. We were expecting kind of 20 on a standalone 40 iBTX and 20, 25, I think, on a combined. So we're doing a little bit better than we originally expected, originally modeled, but I would kind of use two as a guide. And, you know, maybe it drifts down a base point to over time, but I wouldn't expect a huge change to that.

Okay, great. No, I appreciate that. uh thank you and then just switching gears uh if you guys could give us a sense for how you'd expect the correspondent banking business to trend uh over the course of the year and any update to your kind of pro forma fee to average asset guide sure yeah thanks Russell uh you know on page 25 you know we we look at the non-interest income to average assets and to you know to will's point earlier you know the non-interest income increased really nicely

$5.7 million from the third quarter. It was 69 basis points of average assets versus our guide of 65. So it was a really great quarter. And really, most of that is related to the Correspondent Bank. It increased about $3.5 million. And mainly, most of it was due to the fixed income sales, of which most of that was due to our new SBA securitization team we recruited earlier in the year in Houston. So they had a great quarter, and it was glad to see that doing well. You know, there was other increases in mortgage wealth. You know, wealth had a really nice increase, really great here. But, you know, with the closing of IBTX, I don't think our guidance is really changing here. We mentioned, you know, kind of guiding 50 to 55 basis points of non-interest income, and we thought we'd be on the higher end of that range. That's kind of where I think we were continuing to plan. And then I guess if, you know, what would improve that? So if we're closer to 55 basis points, what would improve that? would be, you know, if the Fed all of a sudden started cutting rates again, I think that would be, you know, attractive to some of our capital markets businesses. And so you'd probably start seeing that trend towards 60. So that's kind of the way I'd frame it up. We're kind of, you know, if you look at the improvement in the correspondent bank this year, I think, you know, we were around $70 million of revenue in the fourth quarter annualized. I think we're around $80 million revenue. I think that's probably a good starting point. And then if we get rate cuts from here, maybe you see it go higher towards the 2023 number of about $90 million, something like that. That's our expectation. Okay. Got it.

Very good. All right, guys, that's it for me. Thanks for taking my questions. Thank you.

Our next question comes from Michael Rose from Raymond James. Please go ahead. Your line is open.

Hey, good morning, guys. Thanks for taking my questions. Hey, just wanted to get a sense on the lending environment right now, both in your poor markets and then in Texas. And just what we could expect as we move through the year, just looking at pipelines and it looks like the environment's a little bit more favorable. But, you know, I think most companies that have, you know, kind of reported are talking more of a back half acceleration in loan growth. Just wanted to see what you guys are seeing in your markets and on both sides of the table. Thanks.

yeah michael good morning it's john um you know earlier in 2024 we guided to a mid single digit loan growth and that's really where we landed we had about five percent loan growth for the year so in line with the guidance um in the fourth quarter loan production was up about 17 we did about a billion six and originations in the third quarter billion nine in the fourth quarter Some of that was seasonal lending that we see this time of year. We do a lot of business with storm repair companies after the hurricanes. Generally, on the customer sentiment front, I'd say that clients are still adjusting to higher interest rates in their budgets, both consumers and businesses. Along with other forms of inflation, it just makes things tighter in people's budgets. Some folks are waiting to see if rates come down, and they may not come down. I think there's a lot of optimism from our clients about the deregulatory pro-growth agenda here, but sometimes there's a lag effect from that optimism until you see it in the pipeline. So as we head into 2025, I think continuing with that mid single digit growth is appropriate. Might be a little bit slower to begin with and pick up later. You asked about the pipelines of IBTX and South State. South State, we had good closings in the fourth quarter, and our pipelines are a little softer as we start the first quarter, down about 10%. But I talked with Dan Brooks yesterday in Texas, and the pipelines in Texas and Colorado have actually picked up some, so they're feeling good about their pipeline growth headed into the year.

Great. And then maybe one for Steve. Any updated expectations as it relates to expenses to average assets or assets on a pro forma basis? Thanks.

Hey, Michael, it's Will. I'll take that one. First off, I guess a couple of assumptions to keep in mind. We're currently assuming that the sale leaseback closes March 1st, which would give you 10 months of the higher lease expense net of the foregone depreciation. So that's roughly $30 million or so in NIA to add to the year for that 10-month period. We're also assuming that we achieve approximately 50% of the cost saves in 2025. So that's $45 million or so. Because our conversion date, even though we closed earlier, conversion date remains the end of May, Memorial Day weekend. And as John said earlier, you'll have some folks stick around through post-conversion, and then you really have more of a clean quarter in Q4. And, you know, we still have to finalize, of course, the marks, as Steve noted, and that includes the CDI mark, which is amortized on an accelerated basis. So depending on how that shapes up, it could have an impact as well. So with all that, you know, high level, I would say for the earlier part of the year, the first quarter or two, a range of $355 to $365 million in NIE per quarter. And then as we exit the year, the last quarter range would be more in the 340 to 350, and that would be after any sort of inflationary pickup in 25, over 24 levels, you know, the midyear raises, things like that.

Okay, great. And then maybe just finally for me, I know broker deposits were down both for you and at IDTX, you know, this quarter. Any more to kind of do there? We all, you kind of feel like you're in a good spot at this point from a go-forward basis. Thanks.

Yeah, Michael, this is Steve. I guess, you know, as you think about what happened this past quarter for both us and independent, you know, we had really good customer deposit growth in the fourth quarter. I think ex-brokered CDs, I think our deposit growth was around 9%. So I think we used brokered as a bit of a lever. depending on the growth in customer deposits. So, you know, our expectation is that customer deposits are kind of, you know, mid-single-digit growth next year, and we'll use kind of brokered as sort of a lever, you know, in order to fund the loan growth. So, that's kind of how we're thinking about it.

All right, great. Thanks for taking my questions. Thank you.

Our next question comes from Samuel Varga from UBS. Please go ahead. Your line is open.

Hey, good morning. I wanted to start off actually on the credit front with the deal closed. I wanted to see if you could give us some data thoughts around the sort of combined loss rate, just given how impressive 2024 was.

Maybe I can start, and Will, you can chime in here. Client payment performance has been very good throughout 2024. Our past dues, Will mentioned, are only 22 basis points at the end of the quarter. Charge-offs were in the six basis point range, so our clients are doing really, really well. We have seen a tick up in classified assets, our classified loans, and it's really a floating rate issue and a debt service coverage issue. It's not really a payment performance or client performance issues. So as I talk to our credit team, really in our CRE book, they really don't see any loss visibility there. I mean, substandard loans have a 56% loan to value. So there's lots of equity and great institutional sponsors. Most of the classifieds we're seeing are CRE loans that are projects and stabilization. And I'll give you an example. We talked about some of these being substandard loans in transition. 64% of our commercial real estate loans have a floating rate and that may have a slightly negative debt service coverage. But if you use today's permanent interest rate in the permanent market, they would have a positive debt service coverage. So that's part of this transitionary type thing that we're going through here. So when the loans mature, the property sell. We're seeing plenty of liquidity in the market, particularly multifamily. Those loans mature and they're gone. So anyway, I think as you head into 2025, to the extent we have charge-offs and losses, it's really, we don't see it in the CRE side. It'll probably be in the CNI area, either in the middle market space because of higher interest rates, or more likely in the SBA or small business area, where they're still feeling the effects of higher interest rates, labor costs, and general inflation. So I think that's true both for, for both the independent book and for the South state book as well.

Yeah. And Sam, I'll just add it. You know, if you look at the fourth quarter for independent, they had pretty flat production, you know, similar to what they had in the third quarter, but they had a little higher level of pay downs. And many of those were in some of their criticized credits, so the kind of paydowns you like to see occur. In terms of loss rate, six basis points is a great year, and I think we would love to operate at that level. That's probably not sustainable at that very low level going forward, but also remind you, too, that on the combined basis, when we do the purchase accounting marks, of course, we'll have the PCD-non-PCD split. We'll have the credit mark on the PCD that goes into the allowance, but they also have a credit mark on non-PCD that is booked plus the day one provision or the double count, as we affectionately call it. So a lot of loss absorption capacity created through that exercise as well.

Great. Thanks for the cover to both of you. And then, John, perhaps just on the revenue synergy side, I understand that when you do the DMS, Obviously, you're not assuming anything there, but if you could just give us some updated thoughts, especially on the fee income side around perhaps cross-sell opportunities or enhancing any of the products that you might have and how that might impact 2025 and potentially beyond.

Yeah, Samuel, it's John. We want to keep the independent bankers doing what they've been doing. They've been doing a great job. They've been growing a great bank. And they've been doing it with quality clients and have one of the best asset quality histories in the country. So we really want them to continue doing what they're doing and comfortable doing. Over time, we see opportunities there. We see opportunities to layer in a treasury management platform that could be attractive to more CNI clients in those markets. And they're great markets. I think Dan Brooks told me yesterday Texas had the number one job creation in the country last year, which occurs frequently. So we think there's tremendous CNI opportunities to layer on top of the great CRE work that they've done historically. Yeah, and then this is Steve.

I guess this, you know, kind of the more immediate pieces and parts would be, you know, our capital markets product, particularly our interest rate swap. I know um you know in january i think we've already done a transaction or two there from our capital markets group just uh to help uh facilitate some lending at ibtx i think uh you know the mortgage platform uh the retail platform and then probably just as we think about the wealth platform private capital management which is the independent wealth advisors i think that continues to grow and hopefully get some lifts from some of the uh partnerships and and platforms that we can provide but i'd say probably an immediate um since it would be in the you know capital market space and then over time it's going to be as john mentioned treasury mortgage wealth retail got it thank you for taking my questions our next question comes from gary tenner from d.a davidson please go ahead your line is open thanks good morning everybody

I wanted to ask just about the IBTX loan book. It just looks like based on what you had in your deck that their loans declined by something approaching a billion dollars since announcement. I don't recall there being any kind of targeted runoff portfolios there, but can you kind of give us a sense of maybe where that's come from and if there's anything behind the scenes driving a particular part of that runoff?

Yeah.

Hey, Gary, it's John. Sure. So if you'll recall back in our prior calls over the summer in the spring we talked about the mortgage warehouse business and that was a business that we were going to wind down and exit so that is the bulk of that change and then in the fourth quarter the loan production at ibtx was roughly the same as the third quarter but they did have some elevated pay downs they had about 158 million dollars of commercial real estate sales of, of properties. Um, there was a collection of apartment properties in Colorado, $95 million that refinanced into the permanent market with Fannie Mae. And they were fortunate to kind of exit $75 million of watch list credits. So, so between the mortgage warehouse exit that we had telegraphed over the summer and some of these pay downs in the fourth quarter, um, that's the, that's the difference.

And just Steve to add, um, On the mortgage warehouse, we modeled that in our transaction, so that's why our NIM guidance really isn't changing. But we modeled that up front. We just didn't certainly talk about it in May, but that was certainly modeled.

Okay. I appreciate the reminder in the mortgage warehouse business that it's still in my mind. And then as it relates to the sale leaseback and a potential bond trade, is it fair to say that – well, if I interpreted your comments correctly, that at a minimum, anything you do would serve to offset the incremental lease costs? That should be kind of the minimum threshold of activity?

Well, I would say the minimum, Gary, would be that we don't do anything at all. Like I said before, we have not made any firm decisions. That would be a reasonable model to use, though, if we did something like that where if you said that the higher – higher non-interest expense from the sale-leaseback net of the interest on the cash that we receive, that you could, one reasonable approach would be to do a smaller structure to at least neutralize that. But again, nothing's been decided at this point, and we'll wait and determine after we've done all the marks and everything.

Yeah, and if we, and you know, to the point, we wouldn't do anything until, you know, later in the first quarter. So it wouldn't go into effect. And when we get on the call in the second quarter, you'll know exactly what we did.

All right, thanks, guys. Thank you, Gary.

As a reminder, to ask a question, please press star followed by the number one on your telephone keypad. Our next question comes from Ben Gerlinger from Citi. Please go ahead. Your line is open.

Hey, good morning, guys.

Good morning.

So I know you said in terms of a relative size, the sweet spot is 60 to 80 as the rules currently stand, and I totally agree. Let's say the rules don't change here. We're playing with the status quo. Is there a deal size that would be too small for you guys to entertain? Like would be 5 billion or something not worth it? I'm just trying to think from a kind of philosophical question. If something came up, the numbers worked, but it's just not, the juice isn't worth the squeeze.

No, I think, I think if there was the right opportunity and the right market and a $5 billion opportunity came along, we would definitely look at that. Um, So you think about the markets that we're in, if they're in these really, really attractive markets, there's a limited inventory. And if we could deepen our market share in one of these great markets, we would consider that.

Gotcha. Okay. That's helpful. And then I know you gave the expense numbers kind of for this year with a double systems conversion or a run rate for the fourth quarter. When you think about 26 or possibly 27, obviously you're not going to give any numbers, but when you think just behind the scenes, are there any other material investment grade or upgrades that need to be kind of made over the next 18, 24 or beyond type months? Or I'm just trying to think of like, cause you are a bigger bank now and the cost of doing business, although you will make more money. How do you think about just investment in the back office?

Yeah, I'll start, Ben, and maybe John and Steve can elaborate. I'd say we have made a lot of these significant investments in that regard over the period from the MOE in 2020, really up through last year. And we've been sort of finishing the drill, if you will, more in that regard. I'll also remind you that our rate of inflation on our tech spend, our digital spend, continues to exceed the rate of inflation for our other expenses and probably will. But hopefully along with that, we get some degree of efficiency through automation and things like that. But in terms of projects, you know, Steve runs our strategic planning efforts. Steve, how would you?

Yeah, so we just got done this week on bringing our strategic plan to the board and getting that approved. And the way I describe it is, You know, there are clearly expenses and other things that are, as you cross over 50 and things that we've been working on for a long time, there'll be incremental expense, but that's all included in Will's guide. And so there's nothing extraordinary that I would say that we have not talked about already. As you think about 2026 and, you know, think about the kind of the pluses and minuses to 2025, of course, you're going to get you know, inflation pickup in 2026, you know, whatever the inflationary expenses are, 3%. But you're also going to get, as it relates to the full year 25, the, you know, $45 million or so in cost. We modeled $90 million, half of it this year, half of it next year. And so, you know, those should, for the most part, offset each other in 2026.

Gotcha. Okay, that's really helpful. Thank you.

Our last question will come from David Bishop from Hovde Group. Please go ahead. Your line is open.

Yeah, good morning, gentlemen. Just curious, John, maybe as it relates to the legacy IVTX deposit book, just curious how you're going to approach that from a repricing perspective and be sort of leaving rates alone for the near term and then get more aggressive as you get farther away from the closed date. Just maybe curious how you're approaching repricing that.

Yeah, David, this is Steve. You know, the way we approach it at South State will be how we approach it at Independent. We have local market leaders that run both the loan and deposit pricing for, and we set goals, kind of I'll call it freedom within a framework from the company level, and then they decide how to push that deposit pricing out. So I wouldn't say that we're going to push a button at corporate or anything else to change the pricing at Independent. The way I would describe it is hopefully create a little more alignment on the ownership of both loan and deposit pricing over time to the various presidents in the markets. So I wouldn't expect there to be a huge change other than the way the presidents' incentives will be just like us as it relates to PPNR less charge-offs.

Got it. And then one housekeeping question, you know, obviously the income statement has gotten a little bit bigger here or will be in the first quarter. Any change to the effective tax rate as a result of that? Thanks.

No, there's no big permanent items that will be added this year, sort of, so what we're running right now is probably a good place to model.

Great. Appreciate the color. Thank you.

We have no further questions. I would like to turn the call back over to John Corbett for closing remarks.

All right. Thanks a lot. And thanks for joining us this morning. And given the January 1 close at Independent, I just want to extend a special welcome to all of our partners and team members from Independent. We know the investment community here, you're jumping around and covering a lot of companies. So thanks for calling in. If you have any follow-up questions, don't hesitate to give us a ring. Have a great day. Thanks.

This concludes today's conference call. Thank you for your participation. You may now disconnect.