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SYNOVUS FINANCIAL CORP - Quarter Report: 2017 March (Form 10-Q)

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________________
 
FORM 10-Q
 
______________________________
Quarterly report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934
For the quarterly period ended March 31, 2017
Commission file number 1-10312
 
______________________________
financialappendix930a16.jpg
SYNOVUS FINANCIAL CORP.
(Exact name of registrant as specified in its charter)
______________________________
 
Georgia
 
58-1134883
(State or other jurisdiction of incorporation or organization)
 
   (I.R.S. Employer Identification No.)
1111 Bay Avenue
Suite 500, Columbus, Georgia
 
31901
(Address of principal executive offices)
 
(Zip Code)
Registrant’s telephone number, including area code: (706) 649-2311
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Name of each exchange on which registered
Common Stock, $1.00 Par Value
Series B Participating Cumulative Preferred Stock Purchase Rights
Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series C
New York Stock Exchange
New York Stock Exchange
New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: NONE
______________________________
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Sections 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 x  NO ¨
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 and post such files).   YES x  NO ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check One):
Large accelerated filer
x
Accelerated filer
¨
 
 
 
 
Non-accelerated filer
¨ (Do not check if a smaller reporting company)
Smaller reporting company
¨
 
 
 
 
 
 
Emerging growth company
¨
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 7(a)2(B) of the Securities Act.  ¨ 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES ¨    NO x
Indicate the number of shares outstanding of each of the issuer’s class of common stock, as of the latest practicable date.
Class
 
 
 
April 28, 2017

Common Stock, $1.00 Par Value
 
 
 
122,356,991




Table of Contents

Table of Contents
 
 
 
 
 
Page
Financial Information
 
 
 
Index of Defined Terms
 
Item 1.
Financial Statements (Unaudited)
 
 
 
Consolidated Balance Sheets as of March 31, 2017 and December 31, 2016
 
 
Consolidated Statements of Income for the Three Months Ended March 31, 2017 and 2016
 
 
Consolidated Statements of Comprehensive Income for the Three Months Ended March 31, 2017 and 2016
 
 
Consolidated Statements of Changes in Shareholders' Equity for the Three Months Ended March 31, 2017 and 2016
 
 
Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2017 and 2016
 
 
Notes to Unaudited Interim Consolidated Financial Statements
 
Item 2.
Management's Discussion and Analysis of Financial Condition and Results of Operations
 
Item 3.
 
Item 4.
Controls and Procedures
 
 
 
 
 
Other Information
 
 
Item 1.
Legal Proceedings
 
Item 1A.
Risk Factors
 
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds
 
Item 3.
Defaults Upon Senior Securities
 
Item 4.
Mine Safety Disclosures
 
Item 5.
Other Information
 
Item 6.
Exhibits
 
Signatures
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 



Table of Contents



SYNOVUS FINANCIAL CORP.
INDEX OF DEFINED TERMS
ALCO – Synovus' Asset Liability Management Committee
ASC – Accounting Standards Codification
ASU – Accounting Standards Update
ATM – Automatic teller machine
Basel III – A global regulatory framework developed by the Basel Committee on Banking Supervision
BOLI – Bank-Owned Life Insurance
BOV – Broker’s opinion of value
bp – Basis point (bps - basis points)
C&I – Commercial and industrial loans
CCC – Central clearing counterparty
CET1 – Common Equity Tier 1 Capital defined by Basel III capital rules
CMO – Collateralized Mortgage Obligation
Code – Internal Revenue Code of 1986, as amended
Company – Synovus Financial Corp. and its wholly-owned subsidiaries, except where the context requires otherwise
Covered Litigation – Certain Visa litigation for which Visa is indemnified by Visa USA members
CRE – Commercial real estate
DIF – Deposit Insurance Fund
Dodd-Frank Act – The Dodd-Frank Wall Street Reform and Consumer Protection Act
EVE – economic value of equity
Exchange Act – Securities Exchange Act of 1934, as amended
FASB – Financial Accounting Standards Board
FDIC – Federal Deposit Insurance Corporation
Federal Reserve Bank – The 12 banks that are the operating arms of the U.S. central bank. They implement the policies of the Federal Reserve Board and also conduct economic research.
Federal Reserve Board – The 7-member Board of Governors that oversees the Federal Reserve System, establishes monetary policy, and monitors the economic health of the country. Its members are appointed by the President, subject to Senate confirmation, and serve 14-year terms.
Federal Reserve System – The 12 Federal Reserve Banks, with each one serving member banks in its own district. This system, supervised by the Federal Reserve Board, has broad regulatory powers over the money supply and the credit structure.
FFIEC – Federal Financial Institutions Examination Council
FHLB – Federal Home Loan Bank
FICO – Fair Isaac Corporation
GA DBF – Georgia Department of Banking and Finance
GAAP – Generally Accepted Accounting Principles in the United States of America
GGL – government guaranteed loans
Global One – Entaire Global Companies, Inc., the parent company of Global One Financial, Inc., as acquired by Synovus on October 1, 2016. Throughout this Report, we refer to this acquisition as "Global One."
HELOC – Home equity line of credit

i

Table of Contents

LIBOR – London Interbank Offered Rate
LTV – Loan-to-collateral value ratio
NAICS – North American Industry Classification System
nm – not meaningful
NPA – Non-performing assets
NPL – Non-performing loans
NSF – Non-sufficient funds
OCI – Other comprehensive income
ORE – Other real estate
OTTI – Other-than-temporary impairment
Parent Company – Synovus Financial Corp.
SBA – Small Business Administration
SCM – State, county, and municipal
SEC – U.S. Securities and Exchange Commission
Securities Act – Securities Act of 1933, as amended
Series C Preferred Stock – Synovus' Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series C, $25 liquidation preference
Synovus – Synovus Financial Corp.
Synovus Bank – A Georgia state-chartered bank and wholly-owned subsidiary of Synovus through which Synovus conducts its banking operations
Synovus' 2016 Form 10-K – Synovus' Annual Report on Form 10-K for the year ended December 31, 2016
Synovus Mortgage – Synovus Mortgage Corp., a wholly-owned subsidiary of Synovus Bank
Synovus Trust – Synovus Trust Company, N.A., a wholly-owned subsidiary of Synovus Bank
TDR – Troubled debt restructuring (as defined in ASC 310-40)
Treasury – United States Department of the Treasury
VIE – Variable interest entity, as defined in ASC 810-10
Visa – The Visa U.S.A., Inc. card association or its affiliates, collectively
Visa Class B shares – Class B shares of common stock issued by Visa which are subject to restrictions with respect to sale until all of the Covered Litigation has been settled
Visa Derivative – A derivative contract with the purchaser of Visa Class B shares which provides for settlements between the purchaser and Synovus based upon a change in the ratio for conversion of Visa Class B shares into Visa Class A shares
Warrant – A warrant issued to the Treasury by Synovus to purchase up to 2,215,820 shares of Synovus common stock at a per share exercise price of $65.52 expiring on December 19, 2018, as was issued by Synovus to Treasury in 2008 in connection with the Capital Purchase Program, promulgated under the Emergency Stabilization Act of 2008


ii

Table of Contents


PART I. FINANCIAL INFORMATION
ITEM 1. - FINANCIAL STATEMENTS
SYNOVUS FINANCIAL CORP.
CONSOLIDATED BALANCE SHEETS
(unaudited)
(in thousands, except share and per share data)
March 31, 2017
 
December 31, 2016
ASSETS
 
 
 
Cash and cash equivalents
$
380,493

 
395,175

Interest bearing funds with Federal Reserve Bank
622,460

 
527,090

Interest earning deposits with banks
24,259

 
18,720

Federal funds sold and securities purchased under resale agreements
50,003

 
58,060

Trading account assets, at fair value
1,778

 
9,314

Mortgage loans held for sale, at fair value
57,686

 
51,545

Investment securities available for sale, at fair value
3,782,942

 
3,718,195

Loans, net of deferred fees and costs
24,258,468

 
23,856,391

Allowance for loan losses
(253,514
)
 
(251,758
)
Loans, net
$
24,004,954

 
23,604,633

Premises and equipment, net
412,725

 
417,485

Goodwill
57,010

 
59,678

Other intangible assets
12,137

 
13,223

Other real estate
20,425

 
22,308

Deferred tax asset, net
359,121

 
395,356

Other assets
893,596

 
813,220

Total assets
$
30,679,589

 
30,104,002

LIABILITIES AND SHAREHOLDERS' EQUITY
 
 
 
Liabilities
 
 
 
Deposits:
 
 
 
Non-interest bearing deposits
$
7,264,856

 
7,085,804

Interest bearing deposits, excluding brokered deposits
16,452,703

 
16,183,273

Brokered deposits
1,388,153

 
1,378,983

Total deposits
25,105,712

 
24,648,060

Federal funds purchased and securities sold under repurchase agreements
146,480

 
159,699

Long-term debt
2,160,867

 
2,160,881

Other liabilities
304,403

 
207,438

Total liabilities
$
27,717,462

 
27,176,078

Shareholders' Equity
 
 
 
Series C Preferred Stock – no par value. Authorized 100,000,000 shares; 5,200,000 shares issued and outstanding at March 31, 2017 and December 31, 2016
$
125,980

 
125,980

Common stock - $1.00 par value. Authorized 342,857,143 shares; 142,441,418 issued at March 31, 2017 and 142,025,720 issued at December 31, 2016; 122,321,804 outstanding at March 31, 2017 and 122,266,106 outstanding at December 31, 2016
142,441

 
142,026

Additional paid-in capital
3,025,775

 
3,028,405

Treasury stock, at cost – 20,119,614 shares at March 31, 2017 and 19,759,614 shares at December 31, 2016
(679,746
)
 
(664,595
)
Accumulated other comprehensive loss
(54,751
)
 
(55,659
)
Retained earnings
402,428

 
351,767

Total shareholders’ equity
2,962,127

 
2,927,924

Total liabilities and shareholders' equity
$
30,679,589

 
30,104,002

 
 
 
 
See accompanying notes to unaudited interim consolidated financial statements.

1

Table of Contents

SYNOVUS FINANCIAL CORP.
CONSOLIDATED STATEMENTS OF INCOME
(unaudited)
 
Three Months Ended March 31,
(in thousands, except per share data)
2017
 
2016
Interest income:
 
 
 
      Loans, including fees
$
249,348

 
229,917

      Investment securities available for sale
19,834

 
16,972

      Trading account assets
28

 
22

      Mortgage loans held for sale
467

 
588

      Federal Reserve Bank balances
1,211

 
999

      Other earning assets
1,513

 
825

Total interest income
272,401

 
249,323

Interest expense:
 
 
 
Deposits
16,958

 
16,015

Federal funds purchased and securities sold under repurchase agreements
38

 
45

Long-term debt
15,478

 
15,070

Total interest expense
32,474

 
31,130

Net interest income
239,927

 
218,193

Provision for loan losses
8,674

 
9,377

Net interest income after provision for loan losses
231,253

 
208,816

Non-interest income:
 
 
 
Service charges on deposit accounts
19,774

 
19,710

Fiduciary and asset management fees
12,151

 
11,274

Brokerage revenue
7,226

 
6,483

Mortgage banking income
5,766

 
5,484

Bankcard fees
8,185

 
8,372

Investment securities gains, net
7,668

 
67

Decrease in fair value of private equity investments, net
(1,814
)
 
(391
)
Other fee income
4,868

 
4,804

Other non-interest income
8,015

 
7,344

Total non-interest income
71,839

 
63,147

Non-interest expense:
 
 
 
Salaries and other personnel expense
107,191

 
101,358

Net occupancy and equipment expense
29,331

 
26,577

Third-party processing expense
12,603

 
11,116

FDIC insurance and other regulatory fees
6,770

 
6,719

Professional fees
5,355

 
6,369

Advertising expense
5,912

 
2,410

Foreclosed real estate expense, net
2,134

 
2,684

Merger-related expense
86

 

Loss on early extinguishment of debt, net

 
4,735

Fair value adjustment to Visa derivative

 
360

Restructuring charges, net
6,511

 
1,140

Other operating expenses
21,495

 
24,765

Total non-interest expense
197,388

 
188,233

Income before income taxes
105,704

 
83,730

Income tax expense
33,847

 
31,199

Net income
71,857

 
52,531

Dividends on preferred stock
2,559

 
2,559

Net income available to common shareholders
$
69,298

 
49,972

Net income per common share, basic
$
0.57

 
0.39

Net income per common share, diluted
0.56

 
0.39

Weighted average common shares outstanding, basic
122,300

 
127,227

Weighted average common shares outstanding, diluted
123,059

 
127,857

 
 
 
 
See accompanying notes to unaudited interim consolidated financial statements.

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Table of Contents

SYNOVUS FINANCIAL CORP.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(unaudited)
 
Three Months Ended March 31,
 
2017
 
2016
(in thousands)
Before-tax Amount
 
Tax (Expense) Benefit
 
Net of Tax Amount
 
Before-tax Amount
 
Tax (Expense) Benefit
 
Net of Tax Amount
Net income
$
105,704

 
(33,847
)
 
71,857

 
83,730

 
(31,199
)
 
52,531

Net change related to cash flow hedges:
 
 
 
 
 
 
 
 
 
 
 
Reclassification adjustment for losses realized in net income
65

 
(25
)
 
40

 
273

 
(105
)
 
168

Net unrealized gains on investment securities available for sale:


 
 
 
 
 
 
 
 
 
 
Reclassification adjustment for net gains realized in net income
(7,668
)
 
2,952

 
(4,716
)
 
(67
)
 
26

 
(41
)
Net unrealized gains arising during the period
9,099

 
(3,503
)
 
5,596

 
47,172

 
(18,162
)
 
29,010

Net unrealized gains
1,431

 
(551
)
 
880

 
47,105

 
(18,136
)
 
28,969

Post-retirement unfunded health benefit:
 
 
 
 
 
 
 
 
 
 
 
Reclassification adjustment for gains realized in net income
(20
)
 
8

 
(12
)
 
(94
)
 
36

 
(58
)
Actuarial gains arising during the period

 



 

 

 

Net unrealized (realized) gains
$
(20
)
 
8

 
(12
)
 
(94
)
 
36

 
(58
)
Other comprehensive income
$
1,476

 
(568
)
 
908

 
47,284

 
(18,205
)
 
29,079

Comprehensive income
 
 
 
 
$
72,765

 
 
 
 
 
81,610

 
 
 
 
 
 
 
 
 
 
 
 
See accompanying notes to unaudited interim consolidated financial statements.

3

Table of Contents

SYNOVUS FINANCIAL CORP.
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
(unaudited)
(in thousands, except per share data)
Series C Preferred Stock
 
Common
Stock
 
Additional
Paid-in
Capital
 
Treasury
Stock
 
Accumulated
Other
Comprehensive
Income (Loss)
 
Retained Earnings
 
Total
Balance at December 31, 2015
$
125,980

 
140,592

 
2,989,981

 
(401,511
)
 
(29,819
)
 
174,973

 
3,000,196

Net income

 

 

 

 

 
52,531

 
52,531

Other comprehensive income, net of income taxes

 

 

 

 
29,079

 

 
29,079

Cash dividends declared on common stock -$0.12 per share

 

 

 

 

 
(15,069
)
 
(15,069
)
Cash dividends paid on Series C Preferred Stock

 

 

 

 

 
(2,559
)
 
(2,559
)
Repurchases of common stock

 

 


 
(110,985
)
 

 

 
(110,985
)
Restricted share unit activity

 
175

 
(2,993
)
 

 

 

 
(2,818
)
Stock options exercised

 
27

 
429

 

 

 

 
456

Share-based compensation net tax deficiency

 

 
(900
)
 

 

 

 
(900
)
Share-based compensation expense

 

 
3,337

 

 

 

 
3,337

Balance at March 31, 2016
$
125,980

 
140,794

 
2,989,854

 
(512,496
)
 
(740
)
 
209,876

 
2,953,268

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance at December 31, 2016
$
125,980

 
142,026

 
3,028,405

 
(664,595
)
 
(55,659
)
 
351,767

 
2,927,924

Net income

 

 

 

 

 
71,857

 
71,857

Other comprehensive income, net of income taxes

 

 

 

 
908

 

 
908

Cash dividends declared on common stock - $0.15 per share

 

 

 

 

 
(18,347
)
 
(18,347
)
Cash dividends paid on Series C Preferred Stock

 

 

 

 

 
(2,559
)
 
(2,559
)
Repurchases of common stock

 

 

 
(15,151
)
 

 

 
(15,151
)
Restricted share unit activity

 
305

 
(7,799
)
 

 

 
(290
)
 
(7,784
)
Stock options exercised

 
110

 
1,809

 

 

 

 
1,919

Share-based compensation expense

 

 
3,360

 

 

 

 
3,360

Balance at March 31, 2017
$
125,980

 
$
142,441

 
3,025,775

 
(679,746
)
 
(54,751
)
 
402,428

 
2,962,127

 
 
 
 
 
 
 
 
 
 
 
 
 
 
See accompanying notes to unaudited interim consolidated financial statements.

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Table of Contents

SYNOVUS FINANCIAL CORP.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
 
Three Months Ended March 31,
(in thousands)
2017
 
2016
Operating Activities
 
 
 
Net income
$
71,857

 
52,531

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
Provision for loan losses
8,674

 
9,377

Depreciation, amortization, and accretion, net
14,479

 
13,785

Deferred income tax expense
36,014

 
28,601

Decrease in trading account assets
7,536

 
296

Originations of mortgage loans held for sale
(156,043
)
 
(138,695
)
Proceeds from sales of mortgage loans held for sale
155,245

 
138,677

Gain on sales of mortgage loans held for sale, net
(3,560
)
 
(3,424
)
Increase in other assets
(1,875
)
 
(38,484
)
Increase in other liabilities
4,963

 
17,341

Investment securities gains, net
(7,668
)
 
(67
)
Losses and write-downs on other real estate, net
1,790

 
2,098

Decrease in fair value of private equity investments, net
1,814

 
391

Loss on early extinguishment of debt, net

 
4,735

Share-based compensation expense
3,360

 
3,337

Net cash provided by operating activities
$
136,586

 
90,499

Investing Activities
 
 
 
Net increase in interest earning deposits with banks
(5,539
)
 
(4,299
)
Net decrease (increase) in federal funds sold and securities purchased under resale agreements
8,057

 
(6,481
)
Net increase in interest bearing funds with Federal Reserve Bank
(95,370
)
 
(78,640
)
Proceeds from maturities and principal collections of investment securities available for sale
163,386

 
168,039

Proceeds from sales of investment securities available for sale
282,629

 
243,609

Purchases of investment securities available for sale
(410,814
)
 
(363,788
)
Proceeds from sales of loans

 
4,259

Proceeds from sales of other real estate
2,773

 
10,798

Net increase in loans
(419,552
)
 
(344,159
)
Purchases of bank-owned life insurance policies
(75,000
)
 

Net increase in premises and equipment
(5,497
)
 
(7,830
)
Proceeds from sales of other assets held for sale
1,328

 

Net cash used in investing activities
$
(553,599
)
 
(378,492
)
Financing Activities
 
 
 
Net increase in demand and savings deposits
364,517

 
110,837

Net increase in certificates of deposit
92,955

 
96,212

Net (decrease) increase in federal funds purchased and securities sold under repurchase agreements
(13,219
)
 
26,954

Repayments on long-term debt
(275,000
)
 
(830,067
)
Proceeds from issuance of long-term debt
275,000

 
1,000,000

Dividends paid to common shareholders
(18,347
)
 
(15,069
)
Dividends paid to preferred shareholders
(2,559
)
 
(2,559
)
Stock options exercised
1,919

 
456

Repurchases of common stock
(15,151
)
 
(110,985
)
Restricted stock activity
(7,784
)
 
(2,818
)
Net cash provided by financing activities
$
402,331

 
272,961

Decrease in cash and cash equivalents
(14,682
)
 
(15,032
)
Cash and cash equivalents at beginning of period
395,175

 
367,092

Cash and cash equivalents at end of period
$
380,493

 
352,060

 
 
 
 

5

Table of Contents

Supplemental Cash Flow Information
 
 
 
Cash paid during the period for:
 
 
 
Income tax payments (refunds), net
$
210

 
(656
)
Interest paid
31,714

 
32,141

Non-cash Activities
 
 
 
Premises and equipment transferred to other assets held for sale

 
4,828

Loans foreclosed and transferred to other real estate
2,679

 
4,328

Loans transferred to other loans held for sale at fair value
8,442

 
3,834

Securities purchased during the period but settled after period-end
94,560

 

 
 
 
 
See accompanying notes to unaudited interim consolidated financial statements.

6



Notes to Unaudited Interim Consolidated Financial Statements
Note 1 - Significant Accounting Policies
Business Operations
The accompanying unaudited interim consolidated financial statements of Synovus Financial Corp. include the accounts of the Parent Company and its consolidated subsidiaries. Synovus Financial Corp. is a financial services company based in Columbus, Georgia. Through its wholly-owned subsidiary, Synovus Bank, a Georgia state-chartered bank that is a member of the Federal Reserve System, the company provides commercial and retail banking in addition to a full suite of specialized products and services including private banking, treasury management, wealth management, premium finance and international banking. Synovus also provides mortgage services, financial planning, and investment advisory services through its wholly-owned subsidiaries, Synovus Mortgage, Synovus Trust, and Synovus Securities, as well as its GLOBALT and Creative Financial Group divisions. These specialized offerings, combined with traditional banking products and services, make Synovus Bank a great choice for retail and commercial customers.
Synovus Bank's 28 locally-branded bank divisions are positioned in some of the highest growth markets in the Southeast, with 248 branches and 327 ATMs in Georgia, Alabama, South Carolina, Florida, and Tennessee.
Basis of Presentation
The accompanying unaudited interim consolidated financial statements have been prepared in accordance with the instructions to the SEC Form 10-Q and Article 10 of Regulation S-X; therefore, they do not include all information and footnotes necessary for a fair presentation of financial position, results of operations, comprehensive income, and cash flows in conformity with GAAP. All adjustments consisting of normally recurring accruals that, in the opinion of management, are necessary for a fair presentation of the consolidated financial position and results of operations for the periods covered by this Report have been included. The accompanying unaudited interim consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes appearing in Synovus' 2016 Form 10-K. There have been no significant changes to the accounting policies as disclosed in Synovus' 2016 Form 10-K.
In preparing the unaudited interim consolidated financial statements in accordance with GAAP, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the respective consolidated balance sheets and the reported amounts of revenues and expenses for the periods presented. Actual results could differ significantly from those estimates.
Material estimates that are particularly susceptible to significant change relate to the determination of the allowance for loan losses, the fair value of investment securities, the fair value of private equity investments, and contingent liabilities related to legal matters.
Cash and Cash Equivalents
Cash and cash equivalents consist of cash and due from banks. At December 31, 2016, $533 thousand of the due from banks balance was restricted as to withdrawal. There were no cash and cash equivalents restricted as to withdrawal at March 31, 2017.
Short-term Investments
Short-term investments consist of interest bearing funds with the Federal Reserve Bank, interest earning deposits with banks, and federal funds sold and securities purchased under resale agreements. At March 31, 2017 and December 31, 2016, interest bearing funds with the Federal Reserve Bank included $122.6 million and $130.0 million, respectively, on deposit to meet Federal Reserve Bank requirements. Interest earning deposits with banks include $5.5 million and $5.6 million at March 31, 2017 and December 31, 2016, respectively, which are pledged as collateral in connection with certain letters of credit. Federal funds sold include $49.1 million and $56.1 million at March 31, 2017 and December 31, 2016, respectively, which are pledged to collateralize certain derivative financial instruments. Federal funds sold and securities purchased under resale agreements, and federal funds purchased and securities sold under repurchase agreements, generally mature in one day.
Recently Adopted Accounting Standards Updates
During 2016, the FASB issued ASU 2016-09, Compensation-Stock Compensation: Improvements to Employee Share-Based Payment Accounting. ASU 2016-09 simplifies various aspects of the accounting for employee share-based payment transactions for both public and nonpublic entities, including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows. This accounting standard update includes a requirement to record all tax effects associated with share-based compensation through the income statement. Previously, tax benefits in excess of compensation cost (“windfalls”) and tax deficiencies (“shortfalls”) were recorded in equity. During the first quarter of 2017, Synovus recognized a $4.1 million income tax benefit from excess tax benefits that occurred between January 1, 2017 and March 31, 2017 from the vesting of restricted share units and exercise of stock options. Synovus had no previously unrecognized excess

7


tax benefits. Additionally, beginning January 1, 2017, Synovus modified the denominator in the diluted earnings per common share calculation under the treasury stock method to exclude future excess tax benefits as part of the assumed proceeds. Synovus elected to retain its existing accounting policy election to estimate award forfeitures.
During 2015, the FASB issued ASU 2015-17, Income Taxes: Balance Sheet Classification of Deferred Taxes, which became effective January 1, 2017. ASU 2015-17 requires that deferred income tax liabilities and assets be classified as noncurrent in the statement of financial position instead of separating deferred taxes into current and noncurrent amounts. Also, valuation allowances will no longer be classified between current and noncurrent because these allowances will be required to be classified as noncurrent under the new standard. This ASU only impacts classification in the balance sheet, and has no impact on required deferred tax footnote disclosures (i.e., required presentation of “gross” deferred tax assets and “gross” deferred tax liabilities). The current requirement that deferred tax liabilities and assets of a tax-paying component of an entity be offset and presented as a single amount is not affected by this ASU. There is no impact to our balance sheet as a result of this standard because Synovus has not historically distinguished deferred taxes on the balance sheet as current vs. non-current.
Reclassifications
Prior periods' consolidated financial statements are reclassified whenever necessary to conform to the current periods' presentation.

Note 2 - Acquisition
On October 1, 2016, Synovus completed its acquisition of all of the outstanding stock of Global One. Prior to its acquisition, Global One was an Atlanta-based private specialty financial services company that lended primarily to commercial entities, with all loans fully collateralized by cash value life insurance policies and/or annuities issued by investment grade life insurance companies. Under the terms of the merger agreement, Synovus acquired Global One for an up-front payment of $30 million, consisting of the issuance of 821 thousand shares of Synovus common stock valued at $26.6 million and $3.4 million in cash, with additional payments to Global One's former shareholders over the next three to five years based on earnings from the Global One business as further discussed below.
The acquisition of Global One constituted a business combination. Accordingly, the assets acquired and liabilities assumed were recorded at their estimated fair values as shown in the following table. The determination of fair value required management to make estimates about discount rates, future expected earnings and cash flows, market conditions, future loan growth, and other future events that are highly subjective in nature and subject to change. These fair value estimates reflect adjustments to the amounts reported as of December 31, 2016, the most significant of which consist of a reduction in recorded goodwill of $2.7 million and a decrease in the estimated fair value of contingent consideration of $2.6 million. Further, these fair value estimates are considered preliminary and are subject to change for up to one year after the closing date of the acquisition as additional information becomes available.

8


Global One
 
October 1, 2016
(in thousands)
 
Fair Value
Assets acquired:
 
 
Cash and due from banks
 
$
9,554

      Commercial and industrial loans(1)
 
357,307

Goodwill(2)
 
32,579

Other intangible assets
 
12,500

Other assets
 
2,742

Total assets acquired
 
$
414,682

Liabilities assumed:
 
 
Notes payable(3)
 
$
358,560

Contingent consideration
 
11,421

Deferred tax liability, net
 
2,798

Other liabilities
 
11,903

Total liabilities assumed
 
$
384,682

Consideration paid
 
$
30,000

 
 
 
Cash paid
 
$
3,408

Fair value of common stock issued
 
26,592

 
 
 
(1) The unpaid principal balance of the loans was $356.7 million.  
(2) The goodwill is not expected to be deductible for tax purposes.
(3) The unpaid principal balance of the notes payable was $357.0 million.
Under the terms of the merger agreement, the purchase price includes additional annual payments ("Earnout Payments") to Global One's former shareholders over the next three to five years, with amounts based on a percentage of net income attributable to "Global One Earnings," as defined in the merger agreement. The Earnout Payments will consist of shares of Synovus common stock as well as a smaller cash consideration component.
Other intangible assets consist of existing borrower relationships (11 years useful life), trade name (10 years useful life), and distribution network (8 years useful life).
The following is a description of the methods used to determine the fair values of significant assets and liabilities:
Commercial and industrial loans: The fair value of loans was determined based on a discounted cash flow approach. The most significant assumptions used in the valuation of the loan portfolio consisted of the prepayment rate, the probability of extension at maturity, the interest rates on extended loans, and the discount rates. All loans are fully collateralized by cash value life insurance policies and/or annuities issued by investment grade insurance companies. Based on a history of no principal losses on the loan portfolio since inception as well as the collateral position, no losses were estimated in the event of default.
Notes payable: The notes payable were extinguished immediately after the closing of the acquisition. Accordingly, the fair value of notes payable was determined based on the amounts paid to extinguish such notes, inclusive of applicable prepayment penalties, which is consistent with the perspective of a market participant.
Contingent consideration: The fair value of the contingent consideration, which represents the fair value of the above referenced Earnout Payments, was determined based on option pricing methods and a Monte Carlo simulation. The most significant assumptions used in the valuation of the contingent consideration were the expected cash flows, volatility, and discount rates. Future changes in the fair value of the contingent consideration will be recognized in earnings until the contingent consideration arrangement is settled.
Note 3 - Share Repurchase Program
Synovus' Board of Directors authorized a $200 million share repurchase program that will expire at the end of 2017. This program was announced on January 17, 2017. As of March 31, 2017, Synovus had repurchased a total of $15.1 million or 360 thousand shares at an average price of $42.06 per share under the $200 million share repurchase program.


Table of Contents

Note 4 - Investment Securities
The amortized cost, gross unrealized gains and losses, and estimated fair values of investment securities available for sale at March 31, 2017 and December 31, 2016 are summarized below.
 
 
March 31, 2017
(in thousands)
 
Amortized Cost
 
Gross Unrealized Gains
 
Gross Unrealized Losses
 
 Fair Value
U.S. Treasury securities
 
$
83,441

 

 
(550
)
 
82,891

U.S. Government agency securities
 
12,089

 
342

 

 
12,431

Mortgage-backed securities issued by U.S. Government agencies
 
166,794

 
787

 
(1,302
)
 
166,279

Mortgage-backed securities issued by U.S. Government sponsored enterprises
 
2,837,359

 
3,779

 
(38,594
)
 
2,802,544

Collateralized mortgage obligations issued by U.S. Government agencies or sponsored enterprises
 
710,188

 
12

 
(13,308
)
 
696,892

State and municipal securities
 
1,800

 
1

 

 
1,801

Other investments
 
20,263

 
144

 
(303
)
 
20,104

Total investment securities available for sale
 
$
3,831,934

 
5,065

 
(54,057
)
 
3,782,942

 
 
 
 
 
 
 
 
 
 
 
December 31, 2016
(in thousands)
 
Amortized Cost
 
Gross Unrealized Gains
 
Gross Unrealized Losses
 
Fair Value
U.S. Treasury securities
 
$
108,221

 
225

 
(644
)
 
107,802

U.S. Government agency securities
 
12,727

 
266

 

 
12,993

Mortgage-backed securities issued by U.S. Government agencies
 
174,440

 
1,116

 
(1,354
)
 
174,202

Mortgage-backed securities issued by U.S. Government sponsored enterprises
 
2,543,495

 
5,416

 
(42,571
)
 
2,506,340

Collateralized mortgage obligations issued by U.S. Government agencies or sponsored enterprises
 
905,789

 
1,214

 
(16,561
)
 
890,442

State and municipal securities
 
2,780

 
14

 

 
2,794

Equity securities
 
919

 
2,863

 

 
3,782

Other investments
 
20,247

 

 
(407
)
 
19,840

Total investment securities available for sale
 
$
3,768,618

 
11,114

 
(61,537
)
 
3,718,195

 
 
 
 
 
 
 
 
 
At March 31, 2017 and December 31, 2016, investment securities with a carrying value of $1.75 billion and $2.04 billion, respectively, were pledged to secure certain deposits and securities sold under repurchase agreements as required by law and contractual agreements.
Synovus has reviewed investment securities that are in an unrealized loss position as of March 31, 2017 and December 31, 2016 for OTTI and does not consider any securities in an unrealized loss position to be other-than-temporarily impaired. If Synovus intended to sell a security in an unrealized loss position, the entire unrealized loss would be reflected in earnings. Synovus does not intend to sell investment securities in an unrealized loss position prior to the recovery of the unrealized loss, which may be until maturity, and has the ability and intent to hold those securities for that period of time. Additionally, Synovus is not currently aware of any circumstances which will require it to sell any of the securities that are in an unrealized loss position prior to the respective securities' recovery of all such unrealized losses.
Declines in the fair value of available for sale securities below their cost that are deemed to have OTTI are reflected in earnings as realized losses to the extent the impairment is related to credit losses. The amount of the impairment related to other factors is recognized in other comprehensive income. Currently, unrealized losses on debt securities are attributable to increases in interest rates on comparable securities from the date of purchase. Synovus regularly evaluates its investment securities portfolio to ensure that there are no conditions that would indicate that unrealized losses represent OTTI. These factors include the length of time the security has been in a loss position, the extent that the fair value is below amortized cost, and the credit standing of the issuer. As of March 31, 2017, Synovus had 90 investment securities in a loss position for less than twelve months and four investment securities in a loss position for twelve months or longer.

10

Table of Contents

Gross unrealized losses on investment securities and the fair value of the related securities, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position, at March 31, 2017 and December 31, 2016 are presented below.
 
March 31, 2017
 
Less than 12 Months
 
12 Months or Longer
 
Total
(in thousands)
Fair
Value
 
Gross Unrealized
Losses
 
Fair
Value
 
Gross Unrealized
Losses
 
Fair
Value
 
Gross Unrealized
Losses
U.S. Treasury securities
$
64,134

 
550

 

 

 
64,134

 
550

Mortgage-backed securities issued by U.S. Government agencies
123,299

 
1,185

 
3,497

 
117

 
126,796

 
1,302

Mortgage-backed securities issued by U.S. Government sponsored enterprises
2,155,464

 
38,594

 

 

 
2,155,464

 
38,594

Collateralized mortgage obligations issued by U.S. Government agencies or sponsored enterprises
641,126

 
12,420

 
23,723

 
888

 
664,849

 
13,308

Other investments

 

 
4,959

 
303

 
4,959

 
303

    Total
$
2,984,023

 
52,749

 
32,179

 
1,308

 
3,016,202

 
54,057

 
 
 
 
 
 
 
 
 
 
 
 
 
December 31, 2016
 
Less than 12 Months
 
12 Months or Longer
 
Total
(in thousands)
Fair
Value
 
Gross Unrealized
Losses
 
Fair
Value
 
Gross Unrealized
Losses
 
Fair
Value
 
Gross Unrealized
Losses
U.S. Treasury securities
$
64,023

 
644

 

 

 
64,023

 
644

Mortgage-backed securities issued by U.S. Government agencies
128,121

 
1,240

 
3,626

 
114

 
131,747

 
1,354

Mortgage-backed securities issued by U.S. Government sponsored enterprises
2,123,181

 
42,571

 

 

 
2,123,181

 
42,571

Collateralized mortgage obligations issued by U.S. Government agencies or sponsored enterprises
682,492

 
15,653

 
24,801

 
908

 
707,293

 
16,561

Other investments
14,952

 
48

 
4,888

 
359

 
19,840

 
407

Total
$
3,012,769

 
60,156

 
33,315

 
1,381

 
3,046,084

 
61,537

 
 
 
 
 
 
 
 
 
 
 
 

11

Table of Contents

The amortized cost and fair value by contractual maturity of investment securities available for sale at March 31, 2017 are shown below. The expected life of mortgage-backed securities or CMOs may differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties. For purposes of the maturity table, mortgage-backed securities and CMOs, which are not due at a single maturity date, have been classified based on the final contractual maturity date.
 
Distribution of Maturities at March 31, 2017
(in thousands)
Within One
Year
 
1 to 5
Years
 
5 to 10
Years
 
More Than
10 Years
 
No Stated
Maturity
 
Total
Amortized Cost
 
 
 
 
 
 
 
 
 
 
 
U.S. Treasury securities
$
18,756

 
64,685

 

 

 

 
83,441

U.S. Government agency securities
999

 
5,613

 
5,477

 

 

 
12,089

Mortgage-backed securities issued by U.S. Government agencies

 

 
33,513

 
133,281

 

 
166,794

Mortgage-backed securities issued by U.S. Government sponsored enterprises
93

 
1,603

 
570,250

 
2,265,413

 

 
2,837,359

Collateralized mortgage obligations issued by U.S. Government agencies or sponsored enterprises

 

 

 
710,188

 

 
710,188

State and municipal securities
1,620

 
180

 

 

 

 
1,800

Other investments

 

 
15,000

 
2,000

 
3,263

 
20,263

Total amortized cost
$
21,468

 
72,081

 
624,240

 
3,110,882

 
3,263

 
3,831,934

 
 
 
 
 
 
 
 
 
 
 
 
Fair Value
 
 
 
 
 
 
 
 
 
 
 
U.S. Treasury securities
$
18,756

 
64,135

 

 

 

 
82,891

U.S. Government agency securities
1,012

 
5,744

 
5,675

 

 

 
12,431

Mortgage-backed securities issued by U.S. Government agencies

 

 
33,728

 
132,551

 

 
166,279

Mortgage-backed securities issued by U.S. Government sponsored enterprises
96

 
1,700

 
565,770

 
2,234,978

 

 
2,802,544

Collateralized mortgage obligations issued by U.S. Government agencies or sponsored enterprises

 

 

 
696,892

 

 
696,892

State and municipal securities
1,620

 
181

 

 

 

 
1,801

Other investments

 

 
15,145

 
1,851

 
3,108

 
20,104

Total fair value
$
21,484

 
71,760

 
620,318

 
3,066,272

 
3,108

 
3,782,942

 
 
 
 
 
 
 
 
 
 
 
 
Proceeds from sales, gross gains, and gross losses on sales of securities available for sale for the three months ended March 31, 2017 and 2016 are presented below. The specific identification method is used to reclassify gains and losses out of other comprehensive income at the time of sale.
 
 
Three Months Ended March 31,
(in thousands)
 
2017
 
2016
Proceeds from sales of investment securities available for sale
 
$
282,629

 
243,609

Gross realized gains on sales
 
7,702

 
954

Gross realized losses on sales
 
(34
)
 
(887
)
Investment securities gains, net
 
$
7,668

 
67

 
 
 
 
 

12

Table of Contents

Note 5 - Restructuring Charges
For the three months ended March 31, 2017 and 2016, total restructuring charges consist of the following components:
 
Three Months Ended March 31,
(in thousands)
2017
 
2016
Severance charges
$
6,453

 

Lease termination charges

 
44

Asset impairment charges

 
1,045

Other charges
58

 
51

Total restructuring charges, net
$
6,511

 
1,140

 
 
 
 
For the three months ended March 31, 2017, Synovus recorded severance charges of $6.5 million including $6.2 million for termination benefits incurred in conjunction with a voluntary early retirement program offered during the quarter. This program is part of Synovus' ongoing efficiency initiatives. The $6.2 million accrual is based on the benefits to be paid to employees who accepted the early retirement offer on or prior to the expiration of the program on March 30, 2017. During the three months ended March 31, 2016, Synovus recorded restructuring charges of $1.1 million related to the decision during the first quarter of 2016 to close four branches.
The following tables present aggregate activity within the accrual for restructuring charges for the three months ended March 31, 2017 and 2016:
(in thousands)
Severance Charges
 
Lease Termination Charges
 
Total
Balance at December 31, 2016
$
81

 
3,968

 
4,049

Accruals for voluntary and involuntary termination benefits
6,453

 

 
6,453

Payments
(219
)
 
(279
)
 
(498
)
Balance at March 31, 2017
$
6,315

 
3,689

 
10,004

 
 
 
 
 
 
(in thousands)
Severance Charges
 
Lease Termination Charges
 
Total
Balance at December 31, 2015
$
1,930

 
4,687

 
6,617

Accruals for lease terminations

 
44

 
44

Payments
(397
)
 
(186
)
 
(583
)
Balance at March 31, 2016
$
1,533

 
4,545

 
6,078

 
 
 
 
 
 
All other charges were paid in the quarters that they were incurred. No other restructuring charges resulted in payment accruals.

13

Table of Contents

Note 6 - Loans and Allowance for Loan Losses
The following is a summary of current, accruing past due, and non-accrual loans by portfolio class as of March 31, 2017 and December 31, 2016.
Current, Accruing Past Due, and Non-accrual Loans
 
 
March 31, 2017
 
(in thousands)
Current
 
Accruing 30-89 Days Past Due
 
Accruing 90 Days or Greater Past Due
 
Total Accruing Past Due
 
Non-accrual
 
 Total
 
Investment properties
$
6,009,438

 
3,574

 

 
3,574

 
3,040

 
6,016,052

 
1-4 family properties
848,034

 
4,136

 
298

 
4,434

 
8,803

 
861,271

 
Land and development
559,447

 
8,029

 
72

 
8,101

 
14,352

 
581,900

 
Total commercial real estate
7,416,919

 
15,739

 
370

 
16,109

 
26,195

 
7,459,223

 
Commercial, financial and agricultural
6,978,658

 
16,313

 
680

 
16,993

 
60,381

 
7,056,032

 
Owner-occupied
4,650,611

 
7,559

 

 
7,559

 
26,564

 
4,684,734

 
Total commercial and industrial
11,629,269

 
23,872

 
680

 
24,552

 
86,945

 
11,740,766

 
Home equity lines
1,558,111

 
5,961

 
112

 
6,073

 
22,918

 
1,587,102

 
Consumer mortgages
2,323,543

 
7,313

 

 
7,313

 
19,874

 
2,350,730

 
Credit cards
221,018

 
1,716

 
1,615

 
3,331

 

 
224,349

 
Other consumer loans
914,825

 
4,759

 

 
4,759

 
2,434

 
922,018

 
Total consumer
5,017,497

 
19,749

 
1,727

 
21,476

 
45,226

 
5,084,199

 
Total loans
$
24,063,685

 
59,360

 
2,777

 
62,137

 
158,366

 
24,284,188

(1 
) 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
December 31, 2016
 
(in thousands)
Current
 
Accruing 30-89 Days Past Due
 
Accruing 90 Days or Greater Past Due
 
Total Accruing Past Due
 
Non-accrual
 
 Total
 
Investment properties
$
5,861,198

 
2,795

 

 
2,795

 
5,268

 
5,869,261

 
1-4 family properties
873,231

 
4,801

 
161

 
4,962

 
9,114

 
887,307

 
Land and development
591,732

 
1,441

 

 
1,441

 
16,233

 
609,406

 
Total commercial real estate
7,326,161

 
9,037

 
161

 
9,198

 
30,615

 
7,365,974

 
Commercial, financial and agricultural
6,846,591

 
9,542

 
720

 
10,262

 
59,074

 
6,915,927

 
Owner-occupied
4,601,356

 
17,913

 
244

 
18,157

 
16,503

 
4,636,016

 
Total commercial and industrial
11,447,947

 
27,455

 
964

 
28,419

 
75,577

 
11,551,943

 
Home equity lines
1,585,228

 
10,013

 
473

 
10,486

 
21,551

 
1,617,265

 
Consumer mortgages
2,265,966

 
7,876

 
81

 
7,957

 
22,681

 
2,296,604

 
Credit cards
229,177

 
1,819

 
1,417

 
3,236

 

 
232,413

 
Other consumer loans
809,419

 
5,771

 
39

 
5,810

 
2,954

 
818,183

 
Total consumer
4,889,790

 
25,479

 
2,010

 
27,489

 
47,186

 
4,964,465

 
Total loans
$
23,663,898

 
61,971

 
3,135

 
65,106

 
153,378

 
23,882,382

(2 
) 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) Total before net deferred fees and costs of $25.7 million.
(2) Total before net deferred fees and costs of $26.0 million.







14

Table of Contents

The credit quality of the loan portfolio is summarized no less frequently than quarterly using the standard asset classification system utilized by the federal banking agencies. These classifications are divided into three groups – Not Criticized (Pass), Special Mention, and Classified or Adverse rating (Substandard, Doubtful, and Loss) and are defined as follows:
Pass - loans which are well protected by the current net worth and paying capacity of the obligor (or guarantors, if any) or by the fair value, less cost to acquire and sell in a timely manner, of any underlying collateral.
Special Mention - loans which have potential weaknesses that deserve management's close attention. These loans are not adversely classified and do not expose an institution to sufficient risk to warrant an adverse classification.
Substandard - loans which are inadequately protected by the current net worth and paying capacity of the obligor or by the collateral pledged, if any. Loans with this classification are characterized by the distinct possibility that the institution will sustain some loss if the deficiencies are not corrected.
Doubtful - loans which have all the weaknesses inherent in loans classified as Substandard with the added characteristic that the weaknesses make collection or liquidation in full highly questionable and improbable on the basis of currently known facts, conditions, and values.
Loss - loans which are considered by management to be uncollectible and of such little value that their continuance on the institution's books as an asset, without establishment of a specific valuation allowance or charge-off, is not warranted.
In the following tables, consumer loans are generally assigned a risk grade similar to the classifications described above; however, upon reaching 90 days and 120 days past due, they are generally downgraded to Substandard and Loss, respectively, in accordance with the FFIEC Uniform Retail Credit Classification and Account Management Policy. Additionally, in accordance with the Interagency Supervisory Guidance on Allowance for Loan and Lease Losses Estimation Practices for Loans and Lines of Credit Secured by Junior Liens on 1-4 Family Residential Properties, the risk grade classifications of consumer loans (home equity lines and consumer mortgages) secured by junior liens on 1-4 family residential properties also consider available information on the payment status of the associated senior lien with other financial institutions.

15

Table of Contents

Loan Portfolio Credit Exposure by Risk Grade
 
 
March 31, 2017
 
(in thousands)
Pass
 
Special
Mention
 
Substandard(1)
 
Doubtful(2)
 
Loss
 
Total
 
Investment properties
$
5,945,008

 
46,057

 
24,987

 

 

 
6,016,052

 
1-4 family properties
812,321

 
24,801

 
23,901

 
248

 

 
861,271

 
Land and development
506,779

 
44,332

 
23,876

 
6,913

 

 
581,900

 
Total commercial real estate
7,264,108

 
115,190

 
72,764

 
7,161

 

 
7,459,223

 
Commercial, financial and agricultural
6,765,031

 
138,102

 
146,329

 
6,430

 
140

(3) 
7,056,032

 
Owner-occupied
4,522,172

 
50,774

 
110,378

 
1,410

 

 
4,684,734

 
Total commercial and industrial
11,287,203

 
188,876

 
256,707

 
7,840

 
140

 
11,740,766

 
Home equity lines
1,557,077

 

 
25,157

 
2,263

 
2,605

(3) 
1,587,102

 
Consumer mortgages
2,329,408

 

 
20,094

 
1,061

 
167

(3) 
2,350,730

 
Credit cards
222,733

 

 
391

 

 
1,225

(4) 
224,349

 
Other consumer loans
919,415

 

 
2,516

 
42

 
45

(3) 
922,018

 
Total consumer
5,028,633

 

 
48,158

 
3,366

 
4,042

 
5,084,199

 
Total loans
$
23,579,944

 
304,066

 
377,629

 
18,367

 
4,182

 
24,284,188

(5 
) 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
December 31, 2016
 
(in thousands)
Pass
 
Special
Mention
 
Substandard(1)
 
Doubtful(2)
 
Loss
 
Total
 
Investment properties
$
5,794,626

 
43,336

 
31,299

 

 

 
5,869,261

 
1-4 family properties
826,311

 
33,928

 
26,790

 
278

 

 
887,307

 
Land and development
514,853

 
60,205

 
27,361

 
6,987

 

 
609,406

 
Total commercial real estate
7,135,790

 
137,469

 
85,450

 
7,265

 


7,365,974

 
Commercial, financial and agricultural
6,642,648

 
126,268

 
140,425

 
6,445

 
141

(3) 
6,915,927

 
Owner-occupied
4,462,420

 
60,856

 
111,330

 
1,410

 


4,636,016

 
Total commercial and industrial
11,105,068

 
187,124

 
251,755

 
7,855

 
141


11,551,943

 
Home equity lines
1,589,199

 

 
22,774

 
2,892

 
2,400

(3) 
1,617,265

 
Consumer mortgages
2,271,916

 

 
23,268

 
1,283

 
137

(3) 
2,296,604

 
Credit cards
230,997

 

 
637

 

 
779

(4) 
232,413

 
Other consumer loans
814,844

 

 
3,233

 
42

 
64

(3) 
818,183

 
Total consumer
4,906,956

 

 
49,912

 
4,217

 
3,380

 
4,964,465

 
Total loans
$
23,147,814

 
324,593

 
387,117

 
19,337

 
3,521

 
23,882,382

(6 
) 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) Includes $241.8 million and $256.6 million of Substandard accruing loans at March 31, 2017 and December 31, 2016, respectively.
(2) The loans within this risk grade are on non-accrual status. Commercial loans generally have an allowance for loan losses in accordance with ASC 310, and retail loans generally have an allowance for loan losses equal to 50% of the loan amount.
(3) The loans within this risk grade are on non-accrual status and have an allowance for loan losses equal to the full loan amount.
(4) Represent amounts that were 120 days past due. These credits are downgraded to the Loss category with an allowance for loan losses equal to the full loan amount and are generally charged off upon reaching 181 days past due in accordance with the FFIEC Uniform Retail Credit Classification and Account Management Policy.
(5) Total before net deferred fees and costs of $25.7 million.
(6) Total before net deferred fees and costs of $26.0 million.





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Table of Contents

Allowance for Loan Losses and Recorded Investment in Loans

 
As Of and For The Three Months Ended March 31, 2017
(in thousands)
Commercial Real Estate
 
Commercial & Industrial
 
Consumer
 
Total
Allowance for loan losses:
 
 
 
 
 
 
 
Beginning balance
$
81,816

 
125,778

 
44,164

 
251,758

Charge-offs
(1,908
)
 
(6,893
)
 
(3,934
)
 
(12,735
)
Recoveries
2,889

 
1,824

 
1,104

 
5,817

Provision for loan losses
(4,483
)
 
6,387

 
6,770

 
8,674

Ending balance(1)
$
78,314

 
127,096

 
48,104

 
253,514

Ending balance: individually evaluated for impairment
6,917

 
11,085

 
1,705

 
19,707

Ending balance: collectively evaluated for impairment
$
71,397

 
116,011

 
46,399

 
233,807

Loans:
 
 
 
 
 
 
 
Ending balance: total loans(1)(2)
$
7,459,223

 
11,740,766

 
5,084,199

 
24,284,188

Ending balance: individually evaluated for impairment    
79,203

 
120,470

 
35,083

 
234,756

Ending balance: collectively evaluated for impairment
$
7,380,020

 
11,620,296

 
5,049,116

 
24,049,432

 
 
 
 
 
 
 
 
 
As Of and For The Three Months Ended March 31, 2016
(in thousands)
Commercial Real Estate
 
Commercial & Industrial
 
Consumer
 
Total
Allowance for loan losses:
 
 
 
 
 
 
 
Beginning balance
$
87,133

 
122,989

 
42,374

 
252,496

Charge-offs
(1,822
)
 
(5,525
)
 
(3,968
)
 
(11,315
)
Recoveries
1,293

 
1,264

 
1,401

 
3,958

Provision for loan losses
(2,047
)
 
6,150

 
5,274

 
9,377

Ending balance(1)
$
84,557

 
124,878

 
45,081

 
254,516

Ending balance: individually evaluated for impairment
17,603

 
14,033

 
1,337

 
32,973

Ending balance: collectively evaluated for impairment
$
66,954

 
110,845

 
43,744

 
221,543

Loans:
 
 
 
 
 
 
 
Ending balance: total loans(1)(3)
$
7,613,635

 
10,809,472

 
4,364,427

 
22,787,534

Ending balance: individually evaluated for impairment
136,826

 
123,557

 
37,402

 
297,785

Ending balance: collectively evaluated for impairment
$
7,476,809

 
10,685,915

 
4,327,025

 
22,489,749

 
 
 
 
 
 
 
 
(1) For the three months ended March 31, 2017 and 2016, there were no purchased credit-impaired loans and no allowance for loan losses for purchased credit-impaired loans.
(2) Total before net deferred fees and costs of $25.7 million.
(3) Total before net deferred fees and costs of $29.3 million.




17

Table of Contents

The tables below summarize impaired loans (including accruing TDRs) as of March 31, 2017 and December 31, 2016.
Impaired Loans (including accruing TDRs)
 
March 31, 2017
 
Three Months Ended March 31, 2017
(in thousands)
Recorded Investment
 
Unpaid Principal Balance
 
Related Allowance
 
Average Recorded Investment
 
Interest Income Recognized
With no related allowance recorded
 
 
 
 
 
 
 
 
 
Investment properties
$

 

 

 
492

 

1-4 family properties
581

 
2,909

 

 
612

 

Land and development
2,096

 
6,868

 

 
2,096

 

Total commercial real estate
2,677

 
9,777

 

 
3,200

 

Commercial, financial and agricultural
20,267

 
24,000

 

 
17,495

 

Owner-occupied
9,912

 
13,156

 

 
7,552

 

Total commercial and industrial
30,179

 
37,156

 

 
25,047

 

Home equity lines
1,064

 
1,064

 

 
1,055

 

Consumer mortgages
744

 
941

 

 
744

 

Credit cards

 

 

 

 

Other consumer loans

 

 

 

 

Total consumer
1,808

 
2,005

 

 
1,799

 

Total impaired loans with no
related allowance recorded
$
34,664

 
48,938

 

 
30,046



With allowance recorded
 
 
 
 
 
 
 
 
 
Investment properties
$
29,401

 
29,401

 
1,749

 
29,886

 
291

1-4 family properties
15,964

 
15,964

 
441

 
17,857

 
136

Land and development
31,161

 
31,217

 
4,727

 
29,564

 
173

Total commercial real estate
76,526

 
76,582

 
6,917

 
77,307

 
600

Commercial, financial and agricultural
47,190

 
49,739

 
5,994

 
44,084

 
351

Owner-occupied
43,101

 
43,147

 
5,091

 
49,559

 
338

Total commercial and industrial
90,291

 
92,886

 
11,085

 
93,643

 
689

Home equity lines
8,913

 
8,913

 
977

 
9,207

 
236

Consumer mortgages
19,541

 
19,541

 
584

 
20,433

 
91

Credit cards

 

 

 

 

Other consumer loans
4,821

 
4,821

 
144

 
4,917

 
73

Total consumer
33,275

 
33,275


1,705

 
34,557

 
400

Total impaired loans with
allowance recorded
$
200,092

 
202,743

 
19,707

 
205,507

 
1,689

Total impaired loans
 
 
 
 
 
 
 
 
 
Investment properties
$
29,401

 
29,401


1,749

 
30,378

 
291

1-4 family properties
16,545

 
18,873


441

 
18,469

 
136

Land and development
33,257

 
38,085


4,727

 
31,660

 
173

Total commercial real estate
79,203

 
86,359


6,917

 
80,507

 
600

Commercial, financial and agricultural
67,457

 
73,739


5,994

 
61,579

 
351

Owner-occupied
53,013

 
56,303


5,091

 
57,111

 
338

Total commercial and industrial
120,470

 
130,042


11,085

 
118,690

 
689

Home equity lines
9,977

 
9,977


977

 
10,262

 
236

Consumer mortgages
20,285

 
20,482


584

 
21,177

 
91

Credit cards

 



 

 

Other consumer loans
4,821

 
4,821


144

 
4,917

 
73

Total consumer
35,083

 
35,280


1,705

 
36,356

 
400

Total impaired loans
$
234,756

 
251,681


19,707

 
235,553

 
1,689

 
 
 
 
 
 
 
 
 
 

18

Table of Contents

Impaired Loans (including accruing TDRs)
 
December 31, 2016
 
Year Ended December 31, 2016
(in thousands)
Recorded Investment
 
Unpaid Principal Balance
 
Related Allowance
 
Average Recorded Investment
 
Interest Income Recognized
With no related allowance recorded
 
 
 
 
 
 
 
 
 
Investment properties
$
748

 
793

 

 
2,013

 

1-4 family properties
643

 
2,939

 

 
1,021

 

Land and development
2,099

 
7,243

 

 
6,769

 

Total commercial real estate
3,490

 
10,975

 

 
9,803

 

Commercial, financial and agricultural
17,958

 
20,577

 

 
6,321

 

Owner-occupied
5,508

 
7,377

 

 
8,394

 

Total commercial and industrial
23,466

 
27,954

 

 
14,715

 

Home equity lines
1,051

 
1,051

 

 
1,045

 

Consumer mortgages
744

 
814

 

 
870

 

Credit cards

 

 

 

 

Other consumer loans

 

 

 

 

Total consumer
1,795

 
1,865

 

 
1,915

 

Total impaired loans with no
related allowance recorded
$
28,751

 
40,794

 

 
26,433

 

With allowance recorded
 
 
 
 
 
 
 
 
 
Investment properties
$
31,489

 
31,489

 
2,044

 
42,659

 
1,436

1-4 family properties
23,642

 
23,649

 
769

 
39,864

 
855

Land and development
32,789

 
32,788

 
5,103

 
25,568

 
995

Total commercial real estate
87,920

 
87,926

 
7,916

 
108,091

 
3,286

Commercial, financial and agricultural
43,386

 
45,913

 
5,687

 
51,968

 
1,215

Owner-occupied
53,708

 
53,942

 
2,697

 
52,300

 
1,946

Total commercial and industrial
97,094

 
99,855

 
8,384

 
104,268

 
3,161

Home equity lines
9,638

 
9,638

 
971

 
9,668

 
432

Consumer mortgages
20,953

 
20,953

 
673

 
20,993

 
1,014

Credit cards

 

 

 

 

Other consumer loans
5,140

 
5,140

 
167

 
5,062

 
303

Total consumer
35,731

 
35,731

 
1,811

 
35,723

 
1,749

Total impaired loans with
allowance recorded
$
220,745

 
223,512

 
18,111

 
248,082

 
8,196

Total impaired loans
 
 
 
 
 
 
 
 
 
Investment properties
$
32,237

 
32,282

 
2,044

 
44,672

 
1,436

1-4 family properties
24,285

 
26,588

 
769

 
40,885

 
855

Land and development
34,888

 
40,031

 
5,103

 
32,337

 
995

Total commercial real estate
91,410

 
98,901

 
7,916

 
117,894

 
3,286

Commercial, financial and agricultural
61,344

 
66,490

 
5,687

 
58,289

 
1,215

Owner-occupied
59,216

 
61,319

 
2,697

 
60,694

 
1,946

Total commercial and industrial
120,560

 
127,809

 
8,384

 
118,983

 
3,161

Home equity lines
10,689

 
10,689

 
971

 
10,713

 
432

Consumer mortgages
21,697

 
21,767

 
673

 
21,863

 
1,014

Credit cards

 

 

 

 

Other consumer loans
5,140

 
5,140

 
167

 
5,062

 
303

Total consumer
37,526

 
37,596

 
1,811

 
37,638

 
1,749

Total impaired loans
$
249,496

 
264,306

 
18,111

 
274,515

 
8,196

 
 
 
 
 
 
 
 
 
 

19

Table of Contents

The average recorded investment in impaired loans was $298.6 million for the three months ended March 31, 2016. Excluding accruing TDRs, there was no interest income recognized for the investment in impaired loans for the three months ended March 31, 2016. Interest income recognized for accruing TDRs was $2.0 million for the three months ended March 31, 2016. At March 31, 2017 and December 31, 2016, impaired loans of $62.3 million and $53.7 million, respectively, were on non-accrual status.
Concessions provided in a TDR are primarily in the form of providing a below market interest rate given the borrower's credit risk, a period of time generally less than one year with a reduction of required principal and/or interest payments (e.g., interest only for a period of time), or an extension of the maturity of the loan generally for less than one year. Insignificant periods of reduction of principal and/or interest payments, or one-time deferrals of 3 months or less, are generally not considered to be financial concessions.

20

Table of Contents

The following tables represent, by concession type, the post-modification balance for loans modified or renewed during the three months ended March 31, 2017 and 2016 that were reported as accruing or non-accruing TDRs.
TDRs by Concession Type
 
 
 
Three Months Ended March 31, 2017
 
(in thousands, except contract data)
Number of Contracts
 
Principal Forgiveness
 
Below Market Interest Rate
 
Term Extensions
and/or Other Concessions
 
Total
 
Investment properties

 
$

 

 

 

 
1-4 family properties
8

 

 
1,611

 
317

 
1,928

 
Land and development

 

 

 

 

 
Total commercial real estate
8

 

 
1,611

 
317

 
1,928

 
Commercial, financial and agricultural
18

 

 
3,865

 
5,539

 
9,404

 
Owner-occupied

 

 

 

 

 
Total commercial and industrial
18

 

 
3,865

 
5,539

 
9,404

 
Home equity lines

 

 

 

 

 
Consumer mortgages

 

 

 

 

 
Credit cards

 

 

 

 

 
Other consumer loans
3

 

 

 
275

 
275

 
Total consumer
3

 

 

 
275

 
275

 
Total TDRs
29

 
$

 
5,476

 
6,131

 
11,607

(1 
) 
 
 
 
 
 
 
 
 
 
 
 
(1) No net charge-offs were recorded during the three months ended March 31, 2017 upon restructuring of these loans.



TDRs by Concession Type
 
 
 
Three Months Ended
March 31, 2016
 
(in thousands, except contract data)
Number of Contracts
 
Principal Forgiveness
 
Below Market Interest Rate
 
Term Extensions
and/or Other Concessions
 
Total
 
Investment properties
1

 
$

 
437

 

 
437

 
1-4 family properties
6

 

 
395

 
786

 
1,181

 
Land and development
8

 

 

 
737

 
737

 
Total commercial real estate
15

 

 
832

 
1,523

 
2,355

 
Commercial, financial and agricultural
30

 

 
12,014

 
3,387

 
15,401

 
Owner-occupied
4

 

 
1,535

 
448

 
1,983

 
Total commercial and industrial
34

 

 
13,549

 
3,835

 
17,384

 
Home equity lines
2

 

 
196

 

 
196

 
Consumer mortgages
3

 

 
154

 

 
154

 
Credit cards

 

 

 

 

 
Other consumer loans
7

 

 
230

 
85

 
315

 
Total consumer
12

 

 
580

 
85

 
665

 
Total TDRs
61

 
$

 
14,961

 
5,443

 
20,404

(2 
) 
 
 
 
 
 
 
 
 
 
 
 
(2) No net charge-offs were recorded during the three months ended March 31, 2016 upon restructuring of these loans.



21

Table of Contents

For both the three months ended March 31, 2017 and 2016 , there were no defaults on accruing TDRs restructured during the previous twelve months (defaults are defined as the earlier of the TDR being placed on non-accrual status or reaching 90 days past due with respect to principal and/or interest payments).
If, at the time a loan was designated as a TDR, the loan was not already impaired, the measurement of impairment that resulted from the TDR designation changes from a general pool-level reserve to a specific loan measurement of impairment in accordance with ASC 310-10-35. Generally, the change in the allowance for loan losses resulting from such TDR designation is not significant. At March 31, 2017, the allowance for loan losses allocated to accruing TDRs totaling $172.4 million was $8.6 million compared to accruing TDRs of $195.8 million with an allocated allowance for loan losses of $9.8 million at December 31, 2016. Non-accrual, non-homogeneous loans (commercial-type impaired loans greater than $1 million) that are designated as TDRs are individually measured for the amount of impairment, if any, both before and after the TDR designation.

22

Table of Contents

Note 7 - Other Comprehensive Income (Loss)
The following tables illustrate activity within the balances in accumulated other comprehensive income (loss) by component for the three months ended March 31, 2017 and 2016.
Changes in Accumulated Other Comprehensive Income (Loss) by Component (Net of Income Taxes)
(in thousands)
Net unrealized gains (losses) on cash flow hedges
 
Net unrealized gains (losses) on investment securities available for sale
 
Post-retirement unfunded health benefit
 
Total
Balance at December 31, 2016
$
(12,217
)
 
(44,324
)
 
882

 
(55,659
)
Other comprehensive income before reclassifications

 
5,596

 

 
5,596

Amounts reclassified from accumulated other comprehensive income (loss)
40

 
(4,716
)
 
(12
)
 
(4,688
)
Net current period other comprehensive income
40

 
880

 
(12
)
 
908

Balance as of March 31, 2017
$
(12,177
)
 
(43,444
)
 
870

 
(54,751
)
 
 
 
 
 
 
 
 

Changes in Accumulated Other Comprehensive Income (Loss) by Component (Net of Income Taxes)
(in thousands)
Net unrealized gains (losses) on cash flow hedges
 
Net unrealized gains (losses) on investment securities available for sale
 
Post-retirement unfunded health benefit
 
Total
Balance at December 31, 2015
$
(12,504
)
 
(18,222
)
 
907

 
(29,819
)
Other comprehensive income before reclassifications

 
29,010

 

 
29,010

Amounts reclassified from accumulated other comprehensive income (loss)
168

 
(41
)
 
(58
)
 
69

Net current period other comprehensive income
168

 
28,969

 
(58
)
 
29,079

Balance as of March 31, 2016
$
(12,336
)
 
10,747

 
849

 
(740
)
 
 
 
 
 
 
 
 
In accordance with ASC 740-20-45-11(b), a deferred tax asset valuation allowance associated with unrealized gains and losses not recognized in income is charged directly to other comprehensive income (loss). During the years 2010 and 2011, Synovus recorded a deferred tax asset valuation allowance associated with unrealized gains and losses not recognized in income directly to other comprehensive income (loss) by applying the portfolio approach for allocation of the valuation allowance. Synovus has consistently applied the portfolio approach which treats derivative financial instruments, equity securities, and debt securities as a single portfolio. As of March 31, 2017, the balance in net unrealized gains (losses) on cash flow hedges and net unrealized gains (losses) on investment securities available for sale includes unrealized losses of $12.1 million and $13.3 million, respectively, related to the residual tax effects remaining in OCI due to a previously established deferred tax asset valuation allowance. Under the portfolio approach, these unrealized losses are realized at the time the entire portfolio is sold or disposed.


23

Table of Contents

Reclassifications out of Accumulated Other Comprehensive Income (Loss)
Details About
Accumulated Other Comprehensive Income (Loss) Components
 
Amount Reclassified from
Accumulated Other
Comprehensive Income (Loss)
Affected Line Item
in the Statement Where
Net Income is Presented
 
 
For the Three Months Ended March 31,
 
 
 
2017
 
2016
 
Net unrealized gains (losses) on cash flow hedges:
 
 
 
 
 
  Amortization of deferred losses
 
$
(65
)
 
(76
)
Interest expense
  Amortization of deferred losses
 

 
(197
)
Loss on early extinguishment of debt, net
 
 
25

 
105

Income tax (expense) benefit
 
 
$
(40
)
 
(168
)
Reclassifications, net of income taxes
 
 
 
 
 
 
Net unrealized gains on investment securities available for sale:
 
 
 
 
 
  Realized gain on sale of securities
 
$
7,668

 
67

Investment securities gains, net
 
 
(2,952
)
 
(26
)
Income tax (expense) benefit
 
 
$
4,716

 
41

Reclassifications, net of income taxes
Post-retirement unfunded health benefit:
 
 
 
 
 
  Amortization of actuarial gains
 
$
20

 
94

Salaries and other personnel expense
 
 
(8
)
 
(36
)
Income tax (expense) benefit
 
 
$
12

 
58

Reclassifications, net of income taxes
 
 
 
 
 
 

24

Table of Contents

Note 8 - Fair Value Accounting
Synovus carries various assets and liabilities at fair value based on the fair value accounting guidance under ASC 820, Fair Value Measurements, and ASC 825, Financial Instruments. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an “exit price”) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date.
Fair Value Hierarchy
Synovus determines the fair value of its financial instruments based on the fair value hierarchy established under ASC 820-10, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the financial instrument's fair value measurement in its entirety. There are three levels of inputs that may be used to measure fair value. The three levels of inputs of the valuation hierarchy are defined below:
Level 1
Quoted prices (unadjusted) in active markets for identical assets and liabilities for the instrument or security to be valued. Level 1 assets include marketable equity securities, U.S. Treasury securities, and mutual funds.
Level 2
Observable inputs other than Level 1 quoted prices, such as quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active or model-based valuation techniques for which all significant assumptions are derived principally from or corroborated by observable market data. Level 2 assets and liabilities include debt securities with quoted prices that are traded less frequently than exchange-traded instruments and derivative contracts whose value is determined by using a pricing model with inputs that are observable in the market or can be derived principally from or corroborated by observable market data. U.S. Government sponsored agency securities, mortgage-backed securities issued by U.S. Government sponsored enterprises and agencies, obligations of states and municipalities, collateralized mortgage obligations issued by U.S. Government sponsored enterprises, and mortgage loans held-for-sale are generally included in this category.
Level 3
Unobservable inputs that are supported by little, if any, market activity for the asset or liability. Level 3 assets and liabilities include financial instruments whose value is determined using pricing models, discounted cash flow models and similar techniques, and may also include the use of market prices of assets or liabilities that are not directly comparable to the subject asset or liability. These methods of valuation may result in a significant portion of the fair value being derived from unobservable assumptions that reflect Synovus' own estimates for assumptions that market participants would use in pricing the asset or liability. This category primarily includes collateral-dependent impaired loans, other real estate, certain equity investments, private equity investments, and contingent consideration.
See "Part II - Item 8. Financial Statements and Supplementary Data - Note 16 - Fair Value Accounting" to the consolidated financial statements of Synovus' 2016 Form 10-K for a description of valuation methodologies for assets and liabilities measured at fair value on a recurring and non-recurring basis.




25

Table of Contents

Assets and Liabilities Measured at Fair Value on a Recurring Basis
The following table presents all financial instruments measured at fair value on a recurring basis as of March 31, 2017 and December 31, 2016, according to the valuation hierarchy included in ASC 820-10. For equity and debt securities, class was determined based on the nature and risks of the investments. Transfers between levels during the three months ended March 31, 2017 and year ended December 31, 2016 were inconsequential.
 
March 31, 2017
(in thousands)
Level 1
 
Level 2
 
Level 3
 
Total Assets and Liabilities at Fair Value
Assets
 
 
 
 
 
 
 
Trading securities:
 
 
 
 
 
 
 
Mortgage-backed securities issued by U.S. Government agencies

 
980

 

 
980

  Collateralized mortgage obligations issued by
  U.S. Government sponsored enterprises    

 
455

 

 
455

  State and municipal securities

 
343

 

 
343

Total trading securities
$

 
1,778

 

 
1,778

Mortgage loans held for sale

 
57,686

 

 
57,686

Investment securities available for sale:
 
 
 
 
 
 
 
U.S. Treasury securities
82,891

 

 

 
82,891

U.S. Government agency securities

 
12,431

 

 
12,431

Mortgage-backed securities issued by U.S. Government agencies

 
166,279

 

 
166,279

Mortgage-backed securities issued by U.S. Government sponsored enterprises

 
2,802,544

 

 
2,802,544

Collateralized mortgage obligations issued by U.S. Government agencies or sponsored enterprises

 
696,892

 

 
696,892

State and municipal securities

 
1,801

 

 
1,801

 Other investments(1)    
3,108

 
15,145

 
1,851

 
20,104

Total investment securities available for sale
$
85,999

 
3,695,092

 
1,851

 
3,782,942

Private equity investments

 

 
23,679

 
23,679

Mutual funds held in rabbi trusts
12,431

 

 

 
12,431

GGL/SBA loans servicing asset

 

 
4,178

 
4,178

Derivative assets:
 
 
 
 
 
 
 
Interest rate contracts

 
15,548

 

 
15,548

Mortgage derivatives(2)

 
2,243

 

 
2,243

Total derivative assets
$

 
17,791

 

 
17,791

Liabilities
 
 
 
 
 
 
 
Trading account liabilities

 
1,000

 

 
1,000

Other liabilities(3)

 

 
11,421

 
11,421

Derivative liabilities:
 
 
 
 
 
 
 
Interest rate contracts

 
15,923

 

 
15,923

Mortgage derivatives(2)

 
561

 

 
561

Visa derivative

 

 
5,412

 
5,412

Total derivative liabilities
$

 
16,484

 
5,412

 
21,896

 
 
 
 
 
 
 
 

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Table of Contents

 
December 31, 2016
(in thousands)
Level 1
 
Level 2
 
Level 3
 
Total Assets and Liabilities at Fair Value
Assets
 
 
 
 
 
 
 
Trading securities:
 
 
 
 
 
 
 
Mortgage-backed securities issued by U.S. Government agencies

 
3,460

 

 
3,460

Collateralized mortgage obligations issued by U.S. Government sponsored enterprises

 
3,438

 

 
3,438

State and municipal securities

 
426

 

 
426

Other investments
1,890

 
100

 

 
1,990

Total trading securities
$
1,890

 
7,424

 

 
9,314

Mortgage loans held for sale

 
51,545

 

 
51,545

Investment securities available for sale:
 
 
 
 
 
 
 
     U.S. Treasury securities
107,802

 

 

 
107,802

U.S. Government agency securities

 
12,993

 

 
12,993

Mortgage-backed securities issued by U.S. Government agencies

 
174,202

 

 
174,202

Mortgage-backed securities issued by U.S. Government sponsored enterprises

 
2,506,340

 

 
2,506,340

Collateralized mortgage obligations issued by U.S. Government agencies or sponsored enterprises

 
890,442

 

 
890,442

State and municipal securities

 
2,794

 

 
2,794

Equity securities
3,782

 

 

 
3,782

 Other investments(1)    
3,092

 
14,952

 
1,796

 
19,840

Total investment securities available for sale
$
114,676

 
3,601,723

 
1,796

 
3,718,195

Private equity investments

 

 
25,493

 
25,493

Mutual funds held in rabbi trusts
11,479

 

 

 
11,479

Derivative assets:
 
 
 
 
 
 
 
Interest rate contracts

 
17,157

 

 
17,157

Mortgage derivatives(2)

 
3,466

 

 
3,466

Total derivative assets
$

 
20,623

 

 
20,623

 
 
 
 
 
 
 
 
Liabilities
 
 
 
 
 
 
 
Other liabilities

 

 
14,000

 
14,000

Derivative liabilities:
 
 
 
 
 
 
 
Interest rate contracts

 
17,531

 

 
17,531

Visa derivative

 

 
5,768

 
5,768

Total derivative liabilities
$

 
17,531

 
5,768

 
23,299

 
 
 
 
 
 
 
 
(1) Based on an analysis of the nature and risks of these investments, Synovus has determined that presenting these investments as a single asset class is appropriate.
(2) Mortgage derivatives consist of customer interest rate lock commitments that relate to the potential origination of mortgage loans, which would be classified as held for sale and forward loan sales commitments with third-party investors.
(3) Other liabilities include contingent consideration obligation related to Global One acquisition.


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Table of Contents

Fair Value Option
The following table summarizes the difference between the fair value and the unpaid principal balance of mortgage loans held for sale measured at fair value and the changes in fair value of these loans. Mortgage loans held for sale are initially measured at fair value with subsequent changes in fair value recognized in earnings. Changes in fair value are recorded as a component of mortgage banking income in the Consolidated Statements of Income. An immaterial portion of these changes in fair value was attributable to changes in instrument-specific credit risk.
Changes in Fair Value Included in Net Income
 
 
 
 
For the Three Months Ended March 31,
(in thousands)
2017
 
2016
Mortgage loans held for sale
$
1,203

 
971

 
 
 
 

Mortgage Loans Held for Sale
 
(in thousands)
As of March 31, 2017
 
As of December 31, 2016
Fair value
$
57,686

 
51,545

Unpaid principal balance
56,052

 
51,114

Fair value less aggregate unpaid principal balance
$
1,634

 
431

 
 
 
 

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Table of Contents

Changes in Level 3 Fair Value Measurements and Quantitative Information about Level 3 Fair Value Measurements
As noted above, Synovus uses significant unobservable inputs (Level 3) in determining the fair value of assets and liabilities classified as Level 3 in the fair value hierarchy. The table below includes a roll-forward of the amounts on the Consolidated Balance Sheets for the three months ended March 31, 2017 and 2016 (including the change in fair value), for financial instruments of a material nature that are classified by Synovus within Level 3 of the fair value hierarchy and are measured at fair value on a recurring basis. Transfers between fair value levels are recognized at the end of the reporting period in which the associated changes in inputs occur. During the three months ended March 31, 2017 and 2016, Synovus did not have any transfers between levels in the fair value hierarchy.
 
Three Months Ended March 31, 2017
(in thousands)
Investment Securities Available
for Sale
 
 Private Equity Investments
 
Visa Derivative
 
Other
Liabilities(1) 
 
GGL / SBA
Loans Servicing Asset(2)
Beginning balance, January 1, 2017
$
1,796

 
25,493

 
(5,768
)
 
(14,000
)
 

Total gains (losses) realized/unrealized:
 
 
 
 
 
 
 
 
 
Included in earnings    

 
(1,814
)
 

 

 

Unrealized gains included in other comprehensive income
55

 

 

 

 

Settlements

 

 
356

 

 

Fair value election for outstanding GGL/SBA loans servicing asset

 

 

 

 
4,178

Purchase accounting adjustment related to Global One acquisition

 

 

 
2,579

 

Ending balance, March 31, 2017
$
1,851

 
23,679

 
(5,412
)
 
(11,421
)
 
4,178

Total net gains (losses) for the period included in earnings attributable to the change in unrealized gains (losses) relating to assets still held at March 31, 2017
$

 
(1,814
)
 

 

 

 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
March 31, 2016
(in thousands)
Investment Securities Available
for Sale
 
 Private Equity Investments
 
Visa Derivative
Beginning balance, January 1, 2016
$
1,745

 
27,148

 
(1,415
)
Total gains (losses) realized/unrealized:
 
 
 
 
 
Included in earnings    

 
(391
)
 
(360
)
Unrealized gains (losses) included in other comprehensive income
(107
)
 

 

Settlements

 

 
360

Ending balance, March 31, 2016
$
1,638

 
26,757

 
(1,415
)
Total net gains (losses) for the period included in earnings attributable to the change in unrealized gains (losses) relating to assets still held at March 31, 2016
$

 
(391
)
 
(360
)
 
 
 
 
 
 
(1) Other liabilities include contingent consideration obligation related to Global One acquisition. The purchase accounting adjustment was primarily the result of finalizing the purchase price allocation for Global One.  
(2) Effective January 1, 2017, Synovus elected the fair value option for determining the value of the GGL/SBA loans servicing asset. Synovus has retained servicing responsibilities on sold GGL/SBA loans and receives a servicing fee. The servicing asset is established at fair value at the time of the sale based on an analysis of future cash flows that incorporates estimates for discount rates, prepayment speeds, and delinquency rates. The servicing asset is measured at fair value on a quarterly basis with changes in fair value included with the associated servicing fee in other non-interest income. Previously, Synovus accounted for the GGL/SBA loans servicing asset using the amortization method.

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The table below provides an overview of the valuation techniques and significant unobservable inputs used in those techniques to measure financial instruments that are classified within Level 3 of the valuation hierarchy and are measured at fair value on a recurring basis. The range of sensitivities that management utilized in its fair value calculations is deemed acceptable in the industry with respect to the identified financial instruments.
 
 
 
 
March 31, 2017
 
December 31, 2016
 
 
Valuation Technique
Significant Unobservable Input
Range
(Weighted Average)(1)
 
Range
(Weighted Average)(1)
Assets measured at fair
value on a recurring basis
 
 
 
 
 
 
 
 
 
 
 
 
 
Investment Securities Available for Sale - Other Investments:
 
 
 
 
 
 
 
 
 
 
 
 
 
Trust preferred securities
 
Discounted cash flow analysis
Credit spread embedded in discount rate
429 bps
 
442 bps
 
 
 
 
 
 
 
Private equity investments
 
Individual analysis of each investee company
Multiple factors, including but not limited to, current operations, financial condition, cash flows, evaluation of business management and financial plans, and recently executed financing transactions related to the investee companies
N/A
 
N/A
 
 
 
Discount for lack of liquidity(2)
N/A
 
15%
 
 
 
 
 
 
 
GGL/SBA loans servicing asset
 
Discounted cash flow analysis
Discount rate Prepayment speeds
12.20% 7.08%
 
N/A
 
 
 
 
 
 
 
Other liabilities
 
Internal valuation
Percentage of net income attributable to Global One Earnings as defined in merger agreement for three to five years
3-5 years
 
3-5 years
 
 
 
 
 
 
 
Visa derivative liability
 
Internal valuation
Estimated timing of resolution of covered litigation, future cumulative deposits to the litigation escrow for settlement of the covered litigation, and estimated future monthly fees payable to the derivative counterparty
1-5 years
 
1-5 years
 
 
 
 
 
 
 
(1) Represents management's best estimate of the high and low of the value that would be assigned to a particular input.
(2) Represents management's estimate of discount that market participants would require based on the instrument's lack of liquidity.

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Table of Contents

Assets Measured at Fair Value on a Non-recurring Basis
Certain assets are recorded at fair value on a non-recurring basis. These non-recurring fair value adjustments typically are a result of the application of lower of cost or fair value accounting or a write-down occurring during the period. For example, if the fair value of an asset in these categories falls below its cost basis, it is considered to be at fair value at the end of the period of the adjustment. The following table presents assets measured at fair value on a non-recurring basis as of the dates indicated for which there was a fair value adjustment during the period.


March 31, 2017
 
December 31, 2016
(in thousands)
Level 1
 
Level 2
 
Level 3
 
Total
 
Level 1
 
Level 2
 
Level 3
 
Total
Impaired loans*
$

 

 
8,412

 
8,412

 

 

 
21,742

 
21,742

Other loans held for sale

 

 
12,065

 
12,065

 

 

 

 

Other real estate




5,479


5,479

 

 

 
19,305

 
19,305

Other assets held for sale

 

 
2,103

 
2,103

 

 

 
12,083

 
12,083

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
* Collateral-dependent impaired loans that were written down to collateral value during the period.

The following table presents fair value adjustments recognized in earnings for the three months ended March 31, 2017 and 2016 for the assets measured at fair value on a non-recurring basis.
 
Three Months Ended March 31,
(in thousands)
2017
 
2016
Impaired loans*
$
2,230

 
1,270

Other loans held for sale
3,519

 

Other real estate
399

 
1,643

Other assets held for sale
238

 
1,032

 
 
 
 
* Collateral-dependent impaired loans that were written down to collateral value during the period.

    

















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The table below provides an overview of the valuation techniques and significant unobservable inputs used in those techniques to measure financial instruments that are classified within Level 3 of the valuation hierarchy and are measured at fair value on a non-recurring basis. The range of sensitivities that management utilized in its fair value calculations is deemed acceptable in the industry with respect to the identified financial instruments.
 
 
 
 
March 31, 2017
 
December 31, 2016
 
 
Valuation Technique
Significant Unobservable Input
Range
(Weighted Average)(1)
 
Range
(Weighted Average)(1)
Assets measured at fair
value on a non-recurring basis
 
 
 
 
 
 
 
 
 
 
 
 
 
Collateral dependent impaired loans
 
Third-party appraised value of collateral less estimated selling costs
Discount to appraised value (2)
Estimated selling costs
0% - 100% (30%)
0% - 10% (7%)
 
0%-52% (25%)
0%-10% (7%)
 
 
 
 
 
 
 
Other loans held for sale
 
Third-party appraised value of collateral less estimated selling costs
Discount to appraised value (2)
Estimated selling costs
0%-21% (21%)
0%-10% (7%)
 
N/A
 
 
 
 
 
 
 
Other real estate
 
Third-party appraised value of real estate less estimated selling costs
Discount to appraised value (2)
Estimated selling costs
0% - 15% (12%)
0% - 10% (7%)
 
0%-10% (5%)
0%-10% (7%)
 
 
 
 
 
 
 
Other assets held for sale
 
Third-party appraised value less estimated selling costs or BOV
Discount to appraised value (2)
Estimated selling costs
0%-16% (13%) 0%-10% (7%)
 
0%-81% (47%)
0%-10% (7%)
 
 
 
 
 
 
 
(1) The range represents management's estimate of the high and low of the value that would be assigned to a particular input. For assets measured at fair value on a non-recurring basis, the weighted average is the measure of central tendencies; it is not the value that management is using for the asset or liability.
(2) Synovus also makes adjustments to the values of the assets listed above for reasons including age of the appraisal, information known by management about the property, such as occupancy rates, changes to the physical condition of the property, and other factors.

Fair Value of Financial Instruments
The following table presents the carrying and fair values of financial instruments at March 31, 2017 and December 31, 2016. The fair values represent management’s estimates based on various methodologies and assumptions. For financial instruments that are not recorded at fair value on the balance sheet, such as loans held for investment, interest bearing deposits (including brokered deposits), and long-term debt, the fair value amounts should not be taken as an estimate of the amount that would be realized if all such financial instruments were to be settled immediately.
 










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The carrying and estimated fair values of financial instruments, as well as the level within the fair value hierarchy, as of March 31, 2017 and December 31, 2016 are as follows:
 
March 31, 2017

(in thousands)
Carrying Value
 
Fair Value
 
Level 1
 
Level 2
 
Level 3
Financial assets
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
$
380,493

 
380,493

 
380,493

 

 

Interest bearing funds with Federal Reserve Bank
622,460

 
622,460

 
622,460

 

 

Interest earning deposits with banks
24,259

 
24,259

 
24,259

 

 

Federal funds sold and securities purchased under resale agreements
50,003

 
50,003

 
50,003

 

 

Trading account assets
1,778

 
1,778

 

 
1,778

 

Mortgage loans held for sale
57,686

 
57,686

 

 
57,686

 

Other loans held for sale
8,442

 
8,442

 

 
8,442

 
 
Investment securities available for sale
3,782,942

 
3,782,942

 
85,999

 
3,695,092

 
1,851

Private equity investments
23,679

 
23,679

 

 

 
23,679

Mutual funds held in rabbi trusts
12,431

 
12,431

 
12,431

 

 

Loans, net of deferred fees and costs
24,258,468

 
24,031,001

 

 

 
24,031,001

GGL/SBA loans servicing asset
4,178

 
4,178

 
 
 
 
 
4,178

Derivative assets
17,791

 
17,791

 

 
17,791

 

 
 
 
 
 
 
 
 
 
 
Financial liabilities
 
 
 
 
 
 
 
 
 
Trading account liabilities
1,000

 
1,000

 
 
 
1,000

 
 
Non-interest bearing deposits
7,264,856

 
7,264,856

 

 
7,264,856

 

Interest bearing deposits
17,840,856

 
17,837,691

 

 
17,837,691

 

Federal funds purchased, other short-term borrowings and other short-term liabilities
146,480

 
146,480

 
146,480

 

 

Long-term debt
2,160,867

 
2,212,520

 

 
2,212,520

 

Other liabilities
11,421

 
11,421

 

 

 
11,421

Derivative liabilities
21,896

 
21,896

 

 
16,484

 
5,412

 
 
 
 
 
 
 
 
 
 


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December 31, 2016

(in thousands)
Carrying Value
 
Fair Value
 
Level 1
 
Level 2
 
Level 3
Financial assets
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
$
395,175

 
395,175

 
395,175

 

 

Interest bearing funds with Federal Reserve Bank
527,090

 
527,090

 
527,090

 

 

Interest earning deposits with banks
18,720

 
18,720

 
18,720

 

 

Federal funds sold and securities purchased under resale agreements
58,060

 
58,060

 
58,060

 

 

Trading account assets
9,314

 
9,314

 
1,890

 
7,424

 

Mortgage loans held for sale
51,545

 
51,545

 

 
51,545

 

Investment securities available for sale
3,718,195

 
3,718,195

 
114,676

 
3,601,723

 
1,796

Private equity investments
25,493

 
25,493

 

 

 
25,493

Mutual funds held in rabbi trusts
11,479

 
11,479

 
11,479

 

 

Loans, net of deferred fees and costs
23,856,391

 
23,709,434

 

 

 
23,709,434

Derivative assets
20,623

 
20,623

 

 
20,623

 

 
 
 
 
 
 
 
 
 
 
Financial liabilities
 
 
 
 
 
 
 
 
 
Non-interest bearing deposits
7,085,804

 
7,085,804

 

 
7,085,804

 

Interest bearing deposits
17,562,256

 
17,560,021

 

 
17,560,021

 

Federal funds purchased, other short-term borrowings and other short-term liabilities
159,699

 
159,699

 
159,699

 

 

Long-term debt
2,160,881

 
2,217,544

 

 
2,217,544

 

Other liabilities
14,000

 
14,000

 

 

 
14,000

Derivative liabilities
23,299

 
23,299

 

 
17,531

 
5,768

 
 
 
 
 
 
 
 
 
 
Note 9 - Derivative Instruments
As part of its overall interest rate risk management activities, Synovus utilizes derivative instruments to manage its exposure to various types of interest rate risk. These derivative instruments generally consist of interest rate swaps, interest rate lock commitments made to prospective mortgage loan customers, and commitments to sell fixed-rate mortgage loans. Interest rate lock commitments represent derivative instruments since it is intended that such loans will be sold.
Synovus may also utilize interest rate swaps to manage interest rate risks primarily arising from its core banking activities. These interest rate swap transactions generally involve the exchange of fixed and floating interest rate payment obligations without the exchange of underlying principal amounts. Swaps may be designated as either cash flow hedges or fair value hedges, as discussed below. As of March 31, 2017 and December 31, 2016, Synovus had no outstanding interest rate swap contracts utilized to manage interest rate risk related to core banking activities.
Synovus is party to master netting arrangements with its dealer counterparties; however, Synovus does not offset assets and liabilities under these arrangements for financial statement presentation purposes.
Counterparty Credit Risk and Collateral
Entering into derivative contracts potentially exposes Synovus to the risk of counterparties’ failure to fulfill their legal obligations, including, but not limited to, potential amounts due or payable under each derivative contract. Notional principal amounts are often used to express the volume of these transactions, but the amounts potentially subject to credit risk are much smaller. Synovus assesses the credit risk of its dealer counterparties by regularly monitoring publicly available credit rating information, evaluating other market indicators, and periodically reviewing detailed financials. Dealer collateral requirements are determined via risk-based policies and procedures and in accordance with existing agreements. Synovus seeks to minimize dealer credit risk by dealing with highly rated counterparties and by obtaining collateral for exposures above certain predetermined limits. Management closely monitors credit conditions within the customer swap portfolio, which management deems to be of higher risk than dealer counterparties. Collateral is secured at origination and credit related fair value adjustments are recorded against the asset value of the derivative as deemed necessary based upon an analysis, which includes consideration of the current asset value of the swap, customer credit rating, collateral value, and customer standing with regards to its swap contractual obligations and other related matters. Such asset values fluctuate based upon changes in interest rates regardless of changes in notional amounts and changes in customer specific risk.

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Table of Contents

Cash Flow Hedges
As of March 31, 2017 and December 31, 2016, there were no cash flow hedges outstanding. The unamortized deferred net loss balance from previously terminated cash flow hedges at March 31, 2017 and December 31, 2016 was $(65) thousand and $(130) thousand, respectively. Synovus expects to reclassify from accumulated other comprehensive income (loss) the remaining $65 thousand to interest expense during the next three months as amortization of deferred losses from prior period cash flow hedge terminations is recognized.
Fair Value Hedges
As of March 31, 2017 and December 31, 2016, there were no fair value hedges outstanding. The unamortized deferred gain balance on all previously terminated fair value hedges at March 31, 2017 and December 31, 2016 was $436 thousand and $873 thousand, respectively. Synovus expects to reclassify from hedge-related basis adjustment, a component of long-term debt, the remaining $436 thousand of deferred gain balance on previously terminated fair value hedges as a reduction to interest expense during the next three months as amortization of deferred gains is recorded.
Customer Related Derivative Positions
Synovus enters into interest rate swap agreements to facilitate the risk management strategies of a small number of commercial banking customers. Synovus mitigates this risk by entering into equal and offsetting interest rate swap agreements with highly rated counterparties. The interest rate swap agreements are free-standing derivatives and are recorded at fair value on Synovus' Consolidated Balance Sheets. Fair value changes are recorded as a component of non-interest income. As of March 31, 2017, the notional amount of customer related interest rate derivative financial instruments, including both the customer position and the offsetting position, was $1.41 billion, an increase of $85.7 million compared to December 31, 2016.
Visa Derivative
In conjunction with the sale of Class B shares of common stock issued by Visa to Synovus as a Visa USA member, Synovus entered into a derivative contract with the purchaser, which provides for settlements between the parties based upon a change in the ratio for conversion of Visa Class B shares to Visa Class A shares. The conversion ratio changes when Visa deposits funds to a litigation escrow established by Visa to pay settlements for certain litigation, for which Visa is indemnified by Visa USA members. The litigation escrow is funded by proceeds from Visa’s conversion of Class B shares. The fair value of the derivative contract was $5.4 million and $5.8 million at March 31, 2017 and December 31, 2016, respectively. The fair value of the derivative contract is determined based on management's estimate of the timing and amount of the Covered Litigation settlement, and the resulting payments due to the counterparty under the terms of the contract. Management believes that the estimate of Synovus' exposure to the Visa indemnification and fees associated with the Visa derivative is adequate based on current information, including Visa's recent announcements and disclosures. However, future developments in the litigation could require potentially significant changes to Synovus' estimate. See "Part II - Item 8. Financial Statements and Supplementary Data - Note 19 - Visa Shares and Related Agreements" of Synovus' 2016 Form 10-K for further information.
Mortgage Derivatives
Synovus originates first lien residential mortgage loans for sale into the secondary market. Mortgage loans are sold by Synovus for conversion to securities and the servicing of these loans is generally sold to a third-party servicing aggregator, or Synovus sells the mortgage loans as whole loans to investors either individually or in bulk on a servicing released basis.
Synovus enters into interest rate lock commitments for residential mortgage loans which commits it to lend funds to a potential borrower at a specific interest rate and within a specified period of time. Interest rate lock commitments that relate to the origination of mortgage loans that, if originated, will be held for sale, are considered derivative financial instruments under applicable accounting guidance. Outstanding interest rate lock commitments expose Synovus to the risk that the price of the mortgage loans underlying the commitments may decline due to increases in mortgage interest rates from inception of the rate lock to the funding of the loan.
At March 31, 2017 and December 31, 2016, Synovus had commitments to fund at a locked interest rate, primarily fixed-rate mortgage loans to customers in the amount of $100.5 million and $88.2 million, respectively. Fair value adjustments related to these commitments resulted in a gain of $674 thousand and $782 thousand for the three months ended March 31, 2017 and 2016, respectively, which was recorded as a component of mortgage banking income in the Consolidated Statements of Income.
At March 31, 2017 and December 31, 2016, outstanding commitments to sell primarily fixed-rate mortgage loans amounted to $112.0 million and $126.5 million, respectively. Such commitments are entered into to reduce the exposure to market risk arising from potential changes in interest rates, which could affect the fair value of mortgage loans held for sale and outstanding rate lock commitments, which guarantee a certain interest rate if the loan is ultimately funded or granted by Synovus as a mortgage loan held for sale. The commitments to sell mortgage loans are at fixed prices and are scheduled to settle at specified dates that generally do not exceed 90 days. Fair value adjustments related to these outstanding commitments to sell mortgage loans resulted in a loss

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of $2.5 million and $933 thousand for the three months ended March 31, 2017 and 2016, respectively, which were recorded as a component of mortgage banking income in the Consolidated Statements of Income.
Collateral Requirements
Pursuant to the Dodd-Frank Act, certain derivative transactions have collateral requirements, both at the inception of the trade and as the value of each derivative position changes. As of March 31, 2017, collateral totaling $49.1 million of federal funds sold was pledged to the derivative counterparties to comply with collateral requirements.
The impact of derivative instruments on the Consolidated Balance Sheets at March 31, 2017 and December 31, 2016 is presented below.
 
Fair Value of Derivative Assets
 
Fair Value of Derivative Liabilities

(in thousands)
Location on Consolidated Balance Sheets
 
March 31, 2017
 
December 31, 2016
 
Location on Consolidated Balance Sheets
 
March 31, 2017
 
December 31, 2016
Derivatives not designated
  as hedging instruments:
 
 
 
 
 
 
 
 
 
 
 
Interest rate contracts
Other assets
 
$
15,548

 
17,157

 
Other liabilities
 
15,923

 
17,531

Mortgage derivatives
Other assets
 
2,243

 
3,466

 
Other liabilities
 
561

 

Visa derivative
 
 

 

 
Other liabilities
 
5,412

 
5,768

 Total derivatives not
  designated as hedging
  instruments    
 
 
$
17,791

 
20,623

 
 
 
21,896

 
23,299

 
 
 
 
 
 
 
 
 
 
 
 
    
The pre-tax effect of fair value hedges on the Consolidated Statements of Income for the three months ended March 31, 2017 and 2016 is presented below.
 
 
 
 
Gain (Loss) Recognized in Income
(in thousands)
 
 
 
Three Months Ended March 31,
Derivatives not designated as hedging instruments
 
Location of Gain (Loss) Recognized in Income
 
2017
 
2016
Interest rate contracts(1)    
 
Other non-interest income
 
$
(1
)
 
6

Mortgage derivatives(2)    
 
Mortgage banking income
 
(1,784
)
 
(151
)
Total
 
 
 
$
(1,785
)
 
(145
)
 
 
 
 
 
 
 
(1) Gain (loss) represents net fair value adjustments (including credit related adjustments) for customer swaps and offsetting positions.
(2) Gain (loss) represents net fair value adjustments recorded for interest rate lock commitments and commitments to sell mortgage loans to third-party investors.
During the three months ended March 31, 2017 and 2016, Synovus reclassified $437 thousand and $515 thousand, respectively, from hedge-related basis adjustment, a component of long-term debt, as a reduction to interest expense. During the three months ended March 31, 2016, Synovus reclassified $1.3 million from hedge-related basis adjustment, as a reduction to loss on early extinguishment of debt, net. These deferred gains relate to hedging relationships that have been previously terminated and are reclassified into earnings over the remaining life of the hedged items.

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Note 10 - Net Income Per Common Share
The following table displays a reconciliation of the information used in calculating basic and diluted earnings per common share for the three months ended March 31, 2017 and 2016.

Three Months Ended March 31,
(in thousands, except per share data)
2017
 
2016
Basic Net Income Per Common Share:
 
 
 
Net income available to common shareholders
$
69,298

 
49,972

Weighted average common shares outstanding
122,300

 
127,227

Net income per common share, basic
$
0.57

 
0.39

Diluted Net Income Per Common Share:
 
 
 
Net income available to common shareholders
$
69,298

 
49,972

Weighted average common shares outstanding
122,300

 
127,227

Potentially dilutive shares from outstanding equity-based awards
759

 
630

Weighted average diluted common shares
123,059

 
127,857

Net income per common share, diluted
$
0.56

 
0.39

 
 
 
 
Basic net income per common share is computed by dividing net income by the average common shares outstanding for the period. Diluted net income per common share reflects the dilution that could occur if securities or other contracts to issue common stock were exercised or converted. The dilutive effect of outstanding options and restricted share units is reflected in diluted net income per common share, unless the impact is anti-dilutive, by application of the treasury stock method.
As of March 31, 2017 and 2016, there were 2.2 million and 2.5 million, respectively, potentially dilutive shares related to Warrants and stock options to purchase shares of common stock that were outstanding during 2017 and 2016, but were not included in the computation of diluted net income per common share because the effect would have been anti-dilutive.
Note 11 - Share-based Compensation
General Description of Share-based Plans
Synovus has a long-term incentive plan under which the Compensation Committee of the Board of Directors has the authority to grant share-based awards to Synovus employees. At March 31, 2017, Synovus had a total of 5.7 million shares of its authorized but unissued common stock reserved for future grants under the 2013 Omnibus Plan. The 2013 Omnibus Plan authorizes 8.6 million common share equivalents available for grant, where grants of options count as one share equivalent and grants of full value awards (e.g., restricted share units, market restricted share units, and performance share units) count as two share equivalents. Any restricted share units that are forfeited and options that expire unexercised will again become available for issuance under the Plan. The Plan permits grants of share-based compensation including stock options, restricted share units, market restricted share units, and performance share units. The grants generally include vesting periods ranging from three to five years and contractual terms of ten years. Stock options are granted at exercise prices which equal the fair value of a share of common stock on the grant-date. Market restricted share units and performance share units are granted at target and are compared annually to required market and performance metrics to determine final units vested and compensation expense. Synovus has historically issued new shares to satisfy share option exercises and share unit conversions. Dividend equivalents are paid on outstanding restricted share units, market restricted share units, and performance share units in the form of additional restricted share units that vest over the same vesting period or the vesting period left on the original restricted share unit grant.
Share-based Compensation Expense
Total share-based compensation expense was $3.4 million for the three months ended March 31, 2017 and $3.3 million for the three months ended March 31, 2016.
Stock Options
No stock option grants were made during the three months ended March 31, 2017. At March 31, 2017, there were 863 thousand outstanding stock options to purchase shares of common stock with a weighted average exercise price of $17.80 per share.
Restricted Share Units, Performance Share Units, and Market Restricted Share Units
During the three months ended March 31, 2017, Synovus awarded 207 thousand restricted share units that have a service-based vesting period of three years and awarded 73 thousand performance share units that vest upon service and performance

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conditions. Synovus also granted 73 thousand market restricted share units during the three months ended March 31, 2017. The weighted average grant-date fair value of the awarded restricted share units, performance share units and market restricted share units was $41.93 per share. Market restricted share units and performance share units are granted at target and are compared annually to required market and performance metrics. The performance share units vest upon meeting certain service and performance conditions. Return on average assets (ROAA) performance is evaluated each year over a three-year performance period, with share distribution determined at the end of the three years. The number of performance share units that will ultimately vest ranges from 0% to 150% of target based on Synovus' three-year weighted average ROAA (as defined). The market restricted share units have a three-year service-based vesting component as well as a total shareholder return multiplier. The number of market restricted share units that will ultimately vest ranges from 75% to 125% of target based on Synovus' total shareholder return. At March 31, 2017, including dividend equivalents granted, there were 1.0 million restricted share units, performance share units and market restricted share units outstanding with a weighted average grant-date fair value of $32.36 per share.
Note 12 - Commitments and Contingencies
In the normal course of business, Synovus enters into commitments to extend credit such as loan commitments and letters of credit to meet the financing needs of its customers. Synovus uses the same credit policies in making commitments and conditional obligations as it does for on-balance sheet instruments. Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee.
The contractual amount of these financial instruments represents Synovus' maximum credit risk should the counterparty draw upon the commitment, and should the counterparty subsequently fail to perform according to the terms of the contract. Since many of the commitments are expected to expire without being drawn upon, total commitment amounts do not necessarily represent future cash requirements. Additionally, certain commitments (primarily consumer) can generally be canceled by providing notice to the borrower.
The carrying amount of loan commitments and letters of credit closely approximates the fair value of such financial instruments. Carrying amounts include unamortized fee income and, in some instances, allowances for any estimated credit losses from these financial instruments. These amounts are not material to Synovus' Consolidated Balance Sheets.
Unfunded lending commitments and letters of credit at March 31, 2017 and December 31, 2016 are presented below.
(in thousands)
March 31, 2017
 
December 31, 2016
Letters of credit*
$
156,187

 
150,948

Commitments to fund commercial real estate, construction, and land development loans
1,359,986

 
1,394,162

Unused credit card lines
1,135,102

 
1,103,431

Commitments under home equity lines of credit
1,131,277

 
1,096,052

Commitments to fund commercial and industrial loans
4,960,671

 
4,792,834

Other loan commitments
303,084

 
307,772

Total unfunded lending commitments and letters of credit
$
9,046,307

 
8,845,199

 
 
 
 
* Represent the contractual amount net of risk participations of approximately $76 million and $83 million at March 31, 2017 and December 31, 2016, respectively.
Note 13 - Legal Proceedings
Synovus and its subsidiaries are subject to various legal proceedings and claims that arise in the ordinary course of its business. Additionally, in the ordinary course of business, Synovus and its subsidiaries are subject to regulatory examinations, information gathering requests, inquiries and investigations. Synovus, like many other financial institutions, has been the target of numerous legal actions and other proceedings asserting claims for damages and related relief for losses. These actions include claims and counterclaims asserted by individual borrowers related to their loans and allegations of violations of state and federal laws and regulations relating to banking practices, including putative class action matters. In addition to actual damages if Synovus does not prevail in asserted legal actions, credit-related litigation could result in additional write-downs or charge-offs of loans, which could adversely affect Synovus' results of operations during the period in which the write-down or charge-off were to occur.
Synovus carefully examines and considers each legal matter, and, in those situations where Synovus determines that a particular legal matter presents loss contingencies that are both probable and reasonably estimable, Synovus establishes an appropriate accrual. An event is considered to be probable if the future event is likely to occur. While the final outcome of any legal proceeding is inherently uncertain, based on the information currently available, advice of counsel and available insurance coverage,
management believes that the amounts accrued with respect to legal matters as of March 31, 2017 are adequate. The actual costs of resolving legal claims may be higher or lower than the amounts accrued.
In addition, where Synovus determines that there is a reasonable possibility of a loss in respect of legal matters, Synovus considers whether it is able to estimate the total reasonably possible loss or range of loss. An event is “reasonably possible” if “the chance of the future event or events occurring is more than remote but less than likely.” An event is “remote” if “the chance of the event or future event occurring is more than slight but less than reasonably possible." In many situations, Synovus may be unable to estimate reasonably possible losses due to the preliminary nature of the legal matters, as well as a variety of other factors and uncertainties. For those legal matters where Synovus is able to estimate a range of reasonably possible losses, management currently estimates the aggregate range from our outstanding litigation is from zero to $12 million in excess of the amounts accrued, if any, related to those matters. This estimated aggregate range is based upon information currently available to Synovus, and the actual losses could prove to be higher. As there are further developments in these legal matters, Synovus will reassess these matters, and the estimated range of reasonably possible losses may change as a result of this assessment. Based on Synovus' current knowledge and advice of counsel, management presently does not believe that the liabilities arising from these legal matters will have a material adverse effect on Synovus' consolidated financial condition, results of operations or cash flows. However, it is possible that the ultimate resolution of these legal matters could have a material adverse effect on Synovus' results of operations for any particular period.
Synovus intends to vigorously pursue all available defenses to these legal matters, but will also consider other alternatives, including settlement, in situations where there is an opportunity to resolve such legal matters on terms that Synovus considers to be favorable, including in light of the continued expense and distraction of defending such legal matters. Synovus maintains insurance coverage, which may be available to cover legal fees, or potential losses that might be incurred in connection with such legal matters. The above-noted estimated range of reasonably possible losses does not take into consideration insurance coverage which may or may not be available for the respective legal matters.
Note 14 - Subsequent Event
On April 17, 2017, Synovus Bank entered into a definitive agreement to acquire certain card assets and assume certain liabilities of World's Foremost Bank (WFB), a wholly-owned subsidiary of Cabela's Incorporated.  Immediately following the closing of this transaction, Synovus will sell the credit card assets and related liabilities to Capital One Bank (USA), National Association, a subsidiary of Capital One Financial Corporation (Capital One), while retaining the brokered time deposits portfolio.  The WFB brokered deposits portfolio has a carrying value of approximately $1.2 billion.  Pursuant to the terms of the agreement, Synovus will receive $75 million in consideration from Cabela's and Capital One upon closing.  The transaction is expected to close during the third quarter of 2017, subject to customary regulatory approvals and the satisfaction of other closing conditions, including the readiness of the Cabela's and Bass Pro Shops merger announced in October 2016 to be completed.  
The transaction will be accounted for as an assumption of liabilities pursuant to the asset acquisition model and the earning of fees for services performed. The $75 million in consideration will be recorded as a transaction fee, to be recognized upon closing of the transaction as no continuing involvement or contingencies with respect to the sale of the credit card assets and related liabilities will exist. If the transaction between Synovus and Capital One referred to above does not occur immediately after the transaction between Synovus and WFB, the transaction between Synovus and WFB will be rescinded, including repayment of any cash amounts paid and return of any assets and liabilities transferred, such that Cabela’s, WFB, Capital One and Synovus will be in the same position as if the transaction had never occurred.
Additionally, the deposit liabilities acquired by Synovus will be recorded at fair value determined in accordance with the Brokered CD Curve Discount Methodology, as defined in the agreement.   In the event that the book value of the deposits is less than the fair value of the deposits, Capital One will provide a cash payment to Synovus to compensate Synovus for the difference; however, Synovus is not required to make any payment if the fair value of the deposits is less than the book value. The deposits portfolio has a weighted average cost of funds of approximately 1.85%, maturities ranging from 2017 through 2023, and a weighted average maturity of approximately 2.75 years.
For additional information regarding this transaction, please refer to Synovus' Current Report on Form 8-K filed with the SEC on April 17, 2017.

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ITEM 2. – MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
In this Report, the words “Synovus,” “the Company,” “we,” “us,” and “our” refer to Synovus Financial Corp. together with Synovus Bank and Synovus' other wholly-owned subsidiaries, except where the context requires otherwise.
FORWARD-LOOKING STATEMENTS
Certain statements made or incorporated by reference in this Report which are not statements of historical fact including those under "Management's Discussion and Analysis of Financial Condition and Results of Operations," and elsewhere in this Report, constitute forward-looking statements within the meaning of, and subject to the protections of, Section 27A of the Securities Act, and Section 21E of the Exchange Act. Forward-looking statements include statements with respect to Synovus' beliefs, plans, objectives, goals, targets, expectations, anticipations, assumptions, estimates, intentions and future performance and involve known and unknown risks, many of which are beyond Synovus' control and which may cause Synovus' actual results, performance or achievements or the commercial banking industry or economy generally, to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements.
All statements other than statements of historical fact are forward-looking statements. You can identify these forward-looking statements through Synovus' use of words such as “believes,” “anticipates,” “expects,” “may,” “will,” “assumes,” “predicts,” “could,” “should,” “would,” “intends,” “targets,” “estimates,” “projects,” “plans,” “potential” and other similar words and expressions of the future or otherwise regarding the outlook for Synovus' future business and financial performance and/or the performance of the commercial banking industry and economy in general. Forward-looking statements are based on the current beliefs and expectations of Synovus' management and are subject to significant risks and uncertainties. Actual results may differ materially from those contemplated by such forward-looking statements. A number of factors could cause actual results to differ materially from those contemplated by the forward-looking statements in this document. Many of these factors are beyond Synovus' ability to control or predict. These factors include, but are not limited to:
(1)
 
the risk that competition in the financial services industry may adversely affect our future earnings and growth;
(2)
 
the risk that we may not realize the expected benefits from our efficiency and growth initiatives, which could negatively
affect our future profitability;
(3)
 
the risk that our current and future information technology system enhancements and initiatives may not be successfully implemented, which could negatively impact our operations;
(4)
 
the risk that our enterprise risk management framework may not identify or address risks adequately, which may result in unexpected losses;
(5)
 
the risk that our allowance for loan losses may prove to be inadequate or may be negatively affected by credit risk exposures;
(6)
 
the risk that any future economic downturn could have a material adverse effect on our capital, financial condition, results of operations and future growth;
(7)
 
changes in the interest rate environment, including changes to the federal funds rate, and competition in our primary market area may result in increased funding costs or reduced earning assets yields, thus reducing margins and net interest income;
(8)
 
our ability to attract and retain key employees;
(9)
 
the risk that we may be required to make substantial expenditures to keep pace with the rapid technological changes in the financial services market;
(10)
 
risks related to our reliance on third parties to provide key components of our business infrastructure, including the costs of services and products provided to us by third parties, and risks related to disruptions in service or financial difficulties of a third-party vendor;
(11)
 
risks related to a failure in or breach of our operational or security systems of our infrastructure, or those of our third-party vendors and other service providers, including as a result of cyber-attacks, which could disrupt our businesses, result in the disclosure or misuse of confidential or proprietary information, damage our reputation, increase our costs or cause losses;

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(12)
 
the impact of recent and proposed changes in governmental policy, laws and regulations, including proposed and recently enacted changes in the regulation of banks and financial institutions, or the interpretation or application thereof and the uncertainty of future implementation and enforcement of these regulations in light of the 2016 national election results;
(13)
 
the risk that we could realize losses if we determine to sell non-performing assets and the proceeds we receive are lower than the carrying value of such assets;
(14)
 
the risk that we may be exposed to potential losses in the event of fraud on cash accounts and/or theft;
(15)
 
the risk that we may not be able to identify suitable acquisition targets as part of our growth strategy and even if we are able to identify suitable acquisition targets, we may not be able to complete such acquisitions or successfully integrate bank or nonbank acquisitions into our existing operations;
(16)
 
the impact on our financial results, reputation, and business if we are unable to comply with all applicable federal and state regulations or other supervisory actions or directives and any necessary capital initiatives;
(17)
 
the risks that if economic conditions worsen or regulatory capital rules are modified, or the results of mandated “stress testing” do not satisfy certain criteria, we may be required to undertake initiatives to improve our capital position;
(18)
 
changes in the cost and availability of funding due to changes in the deposit market and credit market;
(19)
 
restrictions or limitations on access to funds from historical and alternative sources of liquidity could adversely affect our overall liquidity, which could restrict our ability to make payments on our obligations and our ability to support asset growth and sustain our operations and the operations of Synovus Bank;
(20)
 
our ability to receive dividends from our subsidiaries could affect our liquidity, including our ability to pay dividends or take other capital actions;
(21)
 
the risk that we may be unable to pay dividends on our common stock or Series C Preferred Stock or obtain any applicable regulatory approval to take certain capital actions, including any increases in dividends on our common stock, any repurchases of common stock or any other issuance or redemption of any other regulatory capital instruments;
(22)
 
risks related to recent and proposed changes in the mortgage banking industry, including the risk that we may be required to repurchase mortgage loans sold to third parties and the impact of the “ability to pay” and “qualified mortgage” rules on our loan origination process and foreclosure proceedings;
(23)
 
the risk that our current tax position, including the realization of our deferred tax assets in the future, could be subject to comprehensive tax reform;
(24)
 
the risk that we could have an “ownership change” under Section 382 of the Code, which could impair our ability to timely and fully utilize our net operating losses and built-in losses that may exist when such “ownership change” occurs;
(25)
 
the costs and effects of litigation, investigations, inquiries or similar matters, or adverse facts and developments related thereto;
(26)
 
risks related to the fluctuation in our stock price;
(27)
 
the effects of any damages to our reputation resulting from developments related to any of the items identified above; and
(28)
 
other factors and other information contained in this Report and in other reports and filings that we make with the SEC under the Exchange Act, including, without limitation, those found in "Risk Factors" of this Report.
For a discussion of these and other risks that may cause actual results to differ from expectations, refer to “Part I-Item 1A. Risk Factors” and other information contained in Synovus' 2016 Form 10-K and our other periodic filings, including quarterly reports on Form 10-Q and current reports on Form 8-K, that we file from time to time with the SEC. All written or oral forward-looking statements that are made by or are attributable to Synovus are expressly qualified by this cautionary notice. You should not place undue reliance on any forward-looking statements since those statements speak only as of the date on which the statements are made. Synovus undertakes no obligation to update any forward-looking information and statements, whether written or oral, to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of new information or unanticipated events, except as may otherwise be required by law.

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INTRODUCTION AND CORPORATE PROFILE
Synovus Financial Corp. is a financial services company and a registered bank holding company headquartered in Columbus, Georgia. Through its wholly-owned subsidiary, Synovus Bank, a Georgia state-chartered bank that is a member of the Federal Reserve System, the company provides commercial and retail banking in addition to a full suite of specialized products and services including private banking, treasury management, wealth management, premium finance and international banking. Synovus also provides mortgage services, financial planning, and investment advisory services through its wholly-owned subsidiaries, Synovus Mortgage, Synovus Trust, and Synovus Securities, as well as its GLOBALT and Creative Financial Group divisions.
Synovus Bank's 28 locally-branded bank divisions are positioned in some of the highest growth markets in the Southeast, with 248 branches and 327 ATMs in Georgia, Alabama, South Carolina, Florida, and Tennessee.
The following financial review summarizes the significant trends, changes in our business, transactions, and other matters affecting Synovus’ results of operations for the three months ended March 31, 2017 and financial condition as of March 31, 2017 and December 31, 2016. This discussion supplements, and should be read in conjunction with, the unaudited interim consolidated financial statements and notes thereto contained elsewhere in this Report and the consolidated financial statements of Synovus, the notes thereto, and management’s discussion and analysis contained in Synovus’ 2016 Form 10-K.
Management's Discussion and Analysis of Financial Condition and Results of Operations consists of:
Ÿ    Discussion of Results of Operations - Reviews Synovus' financial performance, as well as selected balance sheet items,
items from the statements of income, and certain key ratios that illustrate Synovus' performance.

Ÿ    Credit Quality, Capital Resources and Liquidity - Discusses credit quality, market risk, capital resources, and liquidity,
as well as performance trends. It also includes a discussion of liquidity policies, how Synovus obtains funding, and related
performance.

Ÿ    Additional Disclosures - Discusses additional important matters including critical accounting policies and
non-GAAP financial measures used within this Report.
A reading of each section is important to understand fully the nature of our financial performance.

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DISCUSSION OF RESULTS OF OPERATIONS
Consolidated Financial Highlights
 
Three Months Ended March 31,
(dollars in thousands, except per share data)
2017
 
2016
 
Change
Net interest income
$
239,927

 
218,193

 
10.0
 %
Provision for loan losses
8,674

 
9,377

 
(7.5
)
Non-interest income
71,839

 
63,147

 
13.8

Adjusted non-interest income(1)
65,985

 
63,471

 
4.0

Non-interest expense
197,388

 
188,233

 
4.9

Adjusted non-interest expense(1)
190,608

 
179,177

 
6.4

Income before income taxes
105,704

 
83,730

 
26.2

Net income
71,857

 
52,531

 
36.8

Net income available to common shareholders
69,298

 
49,972

 
38.7

Net income per common share, basic
0.57

 
0.39

 
44.3

Net income per common share, diluted
0.56

 
0.39

 
44.1

Net interest margin
3.42
%
 
3.27

 
15 bps

Net charge-off ratio (annualized)
0.12

 
0.13

 
(1) bp

 
 
 
 
 
 
(1) See “Non-GAAP Financial Measures” in this Report for the applicable reconciliation to the most comparable GAAP measure.
 
March 31, 2017
 
December 31, 2016
 
Sequential Quarter Change
 
March 31, 2016
 
Year-Over-Year Change
(dollars in thousands, except per share data)
Loans, net of deferred fees and costs
$
24,258,468

 
23,856,391

 
402,077

 
$
22,758,203

 
1,500,265
Total deposits
25,105,712

 
24,648,060

 
457,652

 
23,449,928

 
1,655,784
Total average deposits
24,918,855

 
24,661,265

 
257,590

 
23,210,263

 
1,708,592
Average core deposits(1)
23,538,068

 
23,280,334

 
257,734

 
22,115,024

 
1,423,044
Average core transaction deposits(1)
 
18,147,856

 
17,776,147

 
371,709

 
16,536,896

 
1,610,960
 
 
 
 
 
 
 
 
 
 
Non-performing assets ratio
0.77
%
 
0.74

 
3 bps

 
0.95
%
 
(18) bps

Non-performing loans ratio
0.65

 
0.64

 
1 bp

 
0.78

 
(13) bps

Past due loans over 90 days
0.01

 
0.01

 

 
0.01

 

 
 
 
 
 
 
 
 
 
 
Tier 1 capital
$
2,758,794

 
2,685,880

 
72,914

 
2,609,191

 
149,603
Common equity Tier 1 capital (transitional)
2,672,648

 
2,654,287

 
18,361

 
2,609,191

 
63,457
Total risk-based capital
3,274,612

 
3,201,268

 
73,344

 
3,183,901

 
90,711
Tier 1 capital ratio
10.18%

 
10.07

 
11 bps

 
10.04
%
 
14 bps

Common equity Tier 1 capital ratio (transitional)
9.86

 
9.96

 
(10) bps

 
10.04

 
(18) bps

Total risk-based capital ratio
12.08

 
12.01

 
7 bps

 
12.25

 
(17) bps

Total shareholders’ equity to total assets ratio
9.66

 
9.73

 
(7) bps

 
10.12

 
(46) bps

Tangible common equity to tangible assets ratio(1)
9.04

 
9.09

 
(5) bps

 
9.62

 
(58) bps

Return on average common equity
 
9.97

 
9.42

 
55 bps

 
7.08

 
289 bps

Return on average tangible common equity(1)
10.26

 
9.65

 
61 bps

 
7.15

 
311 bps

 
 
 
 
 
 
 
 
 
 
(1) See “Non-GAAP Financial Measures” in this Report for the applicable reconciliation to the most comparable GAAP measure.

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Results for the Three Months Ended March 31, 2017
For the three months ended March 31, 2017, net income available to common shareholders was $69.3 million, or $0.56 per diluted common share, an increase of 38.7% and 44.1%, respectively, compared to the three months ended March 31, 2016. Adjusted net income available to common shareholders for the three months ended March 31, 2017 was $69.8 million, or $0.57 per diluted common share, an increase of 24.9% and 29.8%, respectively, compared to the three months ended March 31, 2016. Adjusted net income available to common shareholders excludes the after-tax impact of investment securities gains, net, decrease in fair value of private equity investments, net, loss on early extinguishment of debt, net, fair value adjustment to Visa derivative, merger-related expense, litigation settlement expense, and restructuring charges, net. The first quarter results include a $4.1 million income tax benefit, or 3 cents per share, from adoption of the new accounting standard update which includes a requirement to record all tax effects associated with share-based compensation through the income statement. Synovus currently estimates that the benefit from this accounting standard update for the remainder of 2017 will be less than $1.0 million per quarter. See "Non-GAAP Financial Measures" in this Report for the applicable reconciliation to the most comparable GAAP measure.
Total revenues were $304.1 million for the three months ended March 31, 2017, up $22.8 million, or 8.1%, vs. the same time period in 2016, with net interest income and non-interest income excluding net investment securities gains growing 10.0% and 1.7%, respectively, from the prior year. Net interest income was $239.9 million for the three months ended March 31, 2017, up $21.7 million, or 10.0%, compared to the three months ended March 31, 2016. The net interest margin was 3.42% for the three months ended March 31, 2017, an increase of 15 basis points from 3.27% for the first quarter of 2016. The yield on earning assets was 3.88%, up 15 basis points compared to the first quarter of 2016 and the effective cost of funds was unchanged at 0.46%. The yield on loans was 4.25%, an increase of 10 basis points from the first quarter of 2016 and the yield on investment securities was 2.07%, an increase of 15 basis points from the first quarter of 2016. Earning asset yields also benefited from a reduction of the average balance of lower yielding funds held at the Federal Reserve.
Total non-interest income was $71.8 million for the three months ended March 31, 2017, up $8.7 million, or 13.8%, compared to the three months ended March 31, 2016. Adjusted non-interest income, which excludes net investment securities gains and decrease in fair value of private equity investments, was $66.0 million, up $2.5 million, or 4.0%, compared to the first quarter a year ago. Non-interest expense for the three months ended March 31, 2017 was $197.4 million, an increase of $9.2 million, or 4.9%, compared to $188.2 million for the three months ended March 31, 2016. Adjusted non-interest expense for the three months ended March 31, 2017, which excludes restructuring charges, net, loss on early extinguishment of debt, net, litigation settlement expense, merger-related expense, fair value adjustment to Visa derivative, and amortization of intangibles increased $11.4 million, or 6.4%, compared to the same period in 2016. The year-over-year expense growth is driven by strategic investments in talent and technology, increased advertising expense, and the Global One acquisition. Strategic investments in talent and and technology accounted for approximately $5 million of the increase, as we continue to add key talent and invest in technology to enhance the customer experience. The $3.5 million increase in advertising expense is a timing related increase and $1.2 million of the year-over-year increase is from Global One operating expenses. See "Non-GAAP Financial Measures" in this Report for the applicable reconciliation to the most comparable GAAP measure.
Credit quality metrics continued to be favorable during the three months ended March 31, 2017. The non-performing assets ratio increased 3 basis points to 0.77%, compared to 0.74% in the prior quarter, and was down significantly from 0.95% a year ago. Net charge-offs for the three months ended March 31, 2017 totaled $6.9 million, down $1.4 million, or 16.8%, from $8.3 million in the previous quarter and down 6.0% from the first quarter of 2016. The annualized net charge-off ratio was 0.12% of average loans in the first quarter as compared to 0.14% of average loans in the previous quarter and 0.13% of average loans in the first quarter of 2016. Provision expense was $8.7 million compared to provision expense of $6.3 million in the prior quarter and $9.4 million during the first quarter a year ago. The allowance for loan losses ended the quarter at $253.5 million, or 1.05% of loans, representing a $1.8 million increase compared to the previous quarter and a $1.0 million decrease compared to the prior year.
For the three months ended March 31, 2017, Synovus recorded restructuring charges of $6.5 million consisting primarily of termination benefits incurred in conjunction with a voluntary early retirement program offered during the quarter. This program is part of Synovus' ongoing efficiency initiatives.
At March 31, 2017, total loans were $24.26 billion, an increase of $402.1 million, or 6.8% annualized, and $1.50 billion or 6.6%, compared to December 31, 2016 and March 31, 2016, respectively. Year-over-year loan growth was driven by a $931.3 million or 8.6% increase in C&I loans and a $719.8 million or 16.4% increase in consumer loans, partially offset by a $154.4 million or 2.0% decline in CRE loans.
At March 31, 2017, total deposits were $25.11 billion, up $457.7 million, or 7.6% annualized, compared to the previous quarter and up $1.66 billion, or 7.1%, compared to March 31, 2016. During the first quarter of 2017, total average deposits increased $257.6 million, or 4.2% annualized, compared to the fourth quarter of 2016, and increased $1.71 billion, or 7.4%, compared to the first quarter of 2016. Average core deposits were up $257.7 million, or 4.5% annualized, compared to the previous quarter, and up $1.42 billion, or 6.4%, compared to the first quarter a year ago. Average core transaction deposits increased $371.7

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million, or 8.5% annualized, compared to the prior quarter, and were up $1.61 billion, or 9.7%, compared to the first quarter of 2016. The increase in average deposits for the three months ended March 31, 2017 compared to the three months ended March 31, 2016 was due to growth in average core transaction deposits, which represented 72.8% of average deposits for the first quarter of 2017 compared to 71.2% a year ago. See “Non-GAAP Financial Measures” in this Report for the applicable reconciliation to the most comparable GAAP measure.
During January 2016, Synovus repurchased $124.7 million of the 2017 subordinated notes in conjunction with Synovus' cash tender offer that commenced on December 23, 2015 and expired on January 22, 2016. 2016 results include a $4.7 million pre-tax loss relating to this tender offer.
During the three months ended March 31, 2017, Synovus repurchased $15.1 million in common stock under the current share repurchase program which was authorized during the fourth quarter of 2016 by Synovus' Board of Directors. The current share repurchase program authorizes share repurchases of up to $200 million of the Company's common stock to be executed during 2017. Additionally, during the first quarter of 2017, Synovus increased the quarterly common stock dividend by 25% to $0.15 per share effective with the quarterly dividend declared during the first quarter of 2017. Total shareholders' equity was $2.96 billion at March 31, 2017, compared to $2.93 billion at December 31, 2016, and $2.95 billion at March 31, 2016. Return on average common equity was 9.97% at March 31, 2017, compared to 9.42% at December 31, 2016, and 7.08% at March 31, 2016. Return on average tangible common equity was 10.26% at March 31, 2017, compared to 9.65% at December 31, 2016, and 7.15% at March 31, 2016. See "Non-GAAP Financial Measures" in this Report for the applicable reconciliation to the most comparable GAAP measure.

2017 Outlook
For 2017, management currently expects:
Average loan growth of 5% to 7%
Average total deposits growth of 5% to 7%
Net interest income growth of 10% to 12%
Adjusted non-interest income* growth of 2% to 4%
Total non-interest expense growth of 2% to 4%
Effective income tax rate of 34% to 35%
Net charge-off ratio of 15 to 20 bps
* See “Non-GAAP Financial Measures” in this Report for the applicable reconciliation to the most comparable GAAP measure.
Changes in Financial Condition
During the three months ended March 31, 2017, total assets increased $575.6 million from $30.10 billion at December 31, 2016 to $30.68 billion. The principal component of this increase was an increase in loans, net of deferred fees and costs, of $402.1 million. Additionally, Synovus increased its investment in BOLI policies by $75.0 million during the three months ended March 31, 2017. An increase of $457.7 million in deposits provided the funding source for the growth in loans and investments. Investment securities available for sale, at fair value, increased by $64.7 million during the three months ended March 31, 2017 and included $94.6 million for a security purchased during the first quarter of 2017, but settled after March 31, 2017, with purchase amount payable reflected in other liabilities.

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Loans
The following table compares the composition of the loan portfolio at March 31, 2017, December 31, 2016, and March 31, 2016.
(dollars in thousands)
March 31, 2017
 
December 31, 2016
 
March 31, 2017 vs. December 31, 2016 % Change(1)
 
March 31, 2016
 
March 31, 2017 vs. March 31, 2016
% Change
Investment properties
$
6,016,052

 
5,869,261

 
10.1
 %
 
5,894,894

 
2.1
 %
1-4 family properties
861,271

 
887,307

 
(11.9
)
 
998,666

 
(13.8
)
Land and development
581,900

 
609,406

 
(18.3
)
 
720,075

 
(19.2
)
  Total commercial real estate
7,459,223

 
7,365,974

 
5.1

 
7,613,635

 
(2.0
)
Commercial, financial and agricultural
7,056,032

 
6,915,927

 
8.2

 
6,537,253

 
7.9

Owner-occupied
4,684,734

 
4,636,016

 
4.3

 
4,272,219

 
9.7

Total commercial and industrial
11,740,766

 
11,551,943

 
6.6

 
10,809,472

 
8.6

Home equity lines
1,587,102

 
1,617,265

 
(7.6
)
 
1,669,406

 
(4.9
)
Consumer mortgages
2,350,730

 
2,296,604

 
9.6

 
1,970,193

 
19.3

Credit cards
224,349

 
232,413

 
(14.1
)
 
232,554

 
(3.5
)
Other consumer loans
922,018

 
818,183

 
51.5

 
492,274

 
87.3

Total consumer
5,084,199

 
4,964,465

 
9.8

 
4,364,427

 
16.5

Total loans
24,284,188

 
23,882,382

 
6.8

 
22,787,534

 
6.6

Deferred fees and costs, net
(25,720
)
 
(25,991
)
 
(4.2
)
 
(29,331
)
 
(12.3
)
Total loans, net of deferred fees and costs
$
24,258,468

 
23,856,391

 
6.8
 %
 
22,758,203

 
6.6
 %
 
 
 
 
 
 
 
 
 
 
(1) Percentage changes are annualized
At March 31, 2017, total loans were $24.26 billion, an increase of $402.1 million, or 6.8% annualized, and $1.50 billion or 6.6%, compared to December 31, 2016 and March 31, 2016, respectively. Year-over-year loan growth was driven by a $931.3 million or 8.6% increase in C&I loans and a $719.8 million or 16.5% increase in consumer loans, partially offset by a $154.4 million or 2.0% decline in CRE loans.
Commercial Loans
Total commercial loans (which are comprised of C&I and CRE loans) at March 31, 2017 were $19.20 billion, or 79.1% of the total loan portfolio, compared to $18.92 billion, or 79.2%, at December 31, 2016 and $18.42 billion, or 80.9%, at March 31, 2016.
At March 31, 2017 and December 31, 2016, Synovus had 28 and 29 commercial loan relationships, respectively, with total commitments of $50 million or more (including amounts funded). The average funded balance of these relationships at March 31, 2017 and December 31, 2016 was approximately $35 million and $34 million, respectively.
Commercial and Industrial Loans
The C&I loan portfolio represents the largest category of Synovus' total loan portfolio and is currently concentrated on small to middle market C&I lending dispersed throughout a diverse group of industries primarily in the Southeast and other selected areas in the United States, including health care and social assistance, manufacturing, retail trade, real-estate related industries, finance and insurance, professional, scientific, and technical services as well as wholesale trade, shown in the following table (aggregated by NAICS code). The portfolio is relationship focused and, as a result, Synovus' lenders have in-depth knowledge of the borrowers, most of which have guaranty arrangements. C&I loans are originated through Synovus' local market banking divisions and the Corporate Banking Group to commercial customers primarily to finance capital expenditures, including real property, plant and equipment, or as a source of working capital. In accordance with Synovus' lending policy, each loan undergoes a detailed underwriting process which incorporates uniform underwriting standards and oversight in proportion to the size and complexity of the lending relationship. As of March 31, 2017, approximately 93% of Synovus' C&I loans are secured by real estate, business equipment, inventory, and other types of collateral. C&I loans grew $188.8 million, or 6.6% annualized, from December 31, 2016 and $931.3 million, or 8.6%, from March 31, 2016. The year-over-year growth in C&I loans reflects $356.7 million in loans added from the Global One acquisition on October 1, 2016.

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Commercial and Industrial Loans by Industry
March 31, 2017
 
December 31, 2016
(dollars in thousands)
Amount
 
%(1)
 
Amount
 
%(1)
Health care and social assistance
$
2,662,817

 
22.7
%
 
$
2,594,572

 
22.5
%
Manufacturing
932,863

 
7.9

 
872,559

 
7.5

Retail trade
871,776

 
7.4

 
905,083

 
7.8

Real estate and rental and leasing
785,231

 
6.7

 
771,188

 
6.7

Finance and insurance
772,707

 
6.6

 
764,811

 
6.6

Professional, scientific, and technical services
717,937

 
6.1

 
681,529

 
5.9

Wholesale trade
697,794

 
5.9

 
645,124

 
5.6

Real estate other
571,149

 
4.9

 
517,426

 
4.5

Accommodation and food services
526,771

 
4.5

 
530,232

 
4.6

Construction
462,749

 
3.9

 
465,632

 
4.0

Transportation and warehousing
393,972

 
3.4

 
397,357

 
3.4

Agriculture, forestry, fishing, and hunting
365,422

 
3.1

 
387,589

 
3.4

Administration, support, waste management, and remediation
276,385

 
2.4

 
287,391

 
2.5

Educational services
236,007

 
2.0

 
222,516

 
1.9

Information
220,265

 
1.9

 
240,437

 
2.1

Other services
811,084

 
6.9

 
810,437

 
7.0

Other industries
435,837

 
3.7

 
458,060

 
4.0

Total commercial and industrial loans
$
11,740,766

 
100.0
%
 
$
11,551,943

 
100.0
%
 
 
 
 
 
 
 
 
(1) Loan balance in each category expressed as a percentage of total C&I loans.
At March 31, 2017, $7.06 billion of C&I loans, or 29.1% of the total loan portfolio, represented loans originated for the purpose of financing commercial, financial, and agricultural business activities. The primary source of repayment on these loans is revenue generated from products or services offered by the business or organization. The secondary source of repayment is the collateral, which consists primarily of equipment, inventory, accounts receivable, time deposits, cash surrender value of life insurance, and other business assets.
At March 31, 2017, $4.68 billion of C&I loans, or 19.3% of the total loan portfolio, represented loans originated for the purpose of financing owner-occupied properties. The primary source of repayment on these loans is revenue generated from products or services offered by the business or organization. The secondary source of repayment on these loans is the real estate. These loans are predominately secured by owner-occupied properties and other real estate, and to a lesser extent, other types of collateral.
Commercial Real Estate Loans
Total CRE loans consist of investment properties loans, 1-4 family properties loans, as well as land and development loans. These loans are subject to the same uniform lending policies referenced above. CRE loans increased $93.2 million, or 5.1% annualized, from December 31, 2016 and decreased $154.4 million, or 2.0%, from March 31, 2016. The decline from the prior year was driven by strategic reductions in 1-4 family properties as well as land and development loans, partially offset by growth in investment properties.
Investment Properties Loans
Investment properties loans consist of construction and mortgage loans for income producing properties and are primarily made to finance multi-family properties, hotels, office buildings, shopping centers, warehouses, and other investment property. Total investment properties loans as of March 31, 2017 were $6.02 billion, or 80.7% of the total CRE portfolio and 24.8% of the total loan portfolio, compared to $5.87 billion, or 79.7% of the total CRE portfolio, and 24.6% of the total loan portfolio at December 31, 2016, an increase of $146.8 million, or 10.1% annualized, driven by strong growth in the multi-family and other investment property categories. Synovus' investment properties portfolio is well diversified by property type, geography (primarily within Synovus' primary market areas of Georgia, Alabama, Tennessee, South Carolina, and Florida), and tenants. The investment properties loans are primarily secured by the property being financed by the loans; however, these loans may also be secured by real estate or other assets beyond the property being financed.
1-4 Family Properties Loans
1-4 family properties loans include construction loans to homebuilders and commercial mortgage loans to real estate investors and are almost always secured by the underlying property being financed by such loans. These properties are primarily located in the markets served by Synovus. Construction loans are generally interest-only loans and typically have maturities of three years

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or less, and commercial mortgage loans generally have maturities of three to five years, with amortization periods of up to fifteen to twenty years. At March 31, 2017, 1-4 family properties loans totaled $861.3 million, or 11.5% of the total CRE portfolio and 3.6% of the total loan portfolio, compared to $887.3 million, or 12.0% of the total CRE portfolio and 3.7% of the total loan portfolio at December 31, 2016.
Land and Development Loans
Land and development loans include commercial and residential development as well as land acquisition loans and are secured by land held for future development, typically in excess of one year. These loans have short-term maturities and are typically unamortized. Properties securing these loans are substantially within the Synovus footprint, and loan terms generally include personal guarantees from the principals. Loans in this portfolio are underwritten based on the loan to value of the collateral and the capacity of the guarantor(s). Total land and development loans were $581.9 million at March 31, 2017, or 2.3% of the total loan portfolio, a decline of $27.5 million, or 18.3% annualized, from December 31, 2016. Synovus continues to strategically reduce its exposure to these types of loans.
Consumer Loans
The consumer loan portfolio consists of a wide variety of loan products offered through Synovus' banking network as well as third-party lending partnerships, including first and second residential mortgages, home equity lines, credit card loans, home improvement loans, student loans, and other consumer loans. The majority of Synovus' consumer loans are consumer mortgages and home equity lines secured by first and second liens on residential real estate primarily located in the markets served by Synovus.
Consumer loans at March 31, 2017 totaled $5.08 billion, representing 20.9% of the total loan portfolio compared to $4.96 billion, or 20.8% of the total loan portfolio at December 31, 2016, and $4.36 billion, or 19.1% of the total loan portfolio at March 31, 2016. Consumer loans increased $119.7 million, or 9.8% annualized, from December 31, 2016 and $719.8 million, or 16.5%, from March 31, 2016 as a result of the strategic initiative to diversify the composition of the loan portfolio. Consumer mortgages grew $54.1 million or 9.6% annualized, from December 31, 2016, and $380.5 million, or 19.3%, from March 31, 2016 primarily due to continued recruiting of mortgage loan originators in strategic markets throughout the footprint as well as enhanced origination efforts, which also create additional cross-selling opportunities for other products. Credit card loans totaled $224.3 million at March 31, 2017, including $57.7 million of commercial credit card loans. The commercial credit card loans relate to Synovus' commercial customers who utilize corporate credit cards for various business activities. Other consumer loans increased $103.8 million, or 51.5% annualized, from December 31, 2016, and $429.7 million, or 87.3%, from March 31, 2016 primarily due to two consumer-based lending partnerships. One lending partnership, which began near the end of the third quarter of 2015, is a point-of-sale program that provides merchants and contractors nationwide with the ability to offer term financing to their customers for major purchases and home improvement projects. The other lending partnership, which began in the second quarter of 2016, primarily provides qualified borrowers the ability to refinance student loan debt. As of March 31, 2017, these partnerships had combined balances of $592.2 million, and management currently projects that these lending partnerships will comprise approximately 3% of the total loan portfolio in 2017.
Consumer loans are subject to uniform lending policies and consist primarily of loans with strong borrower credit scores. Synovus makes consumer lending decisions based upon a number of key credit risk determinants including FICO scores as well as loan-to-value and debt-to-income ratios. Risk levels 1-6 (descending) are assigned to consumer loans based upon a risk score matrix. At least annually, the consumer loan portfolio data is sent to a consumer credit reporting agency for a refresh of customers' credit scores so that management can evaluate ongoing consistency or negative migration in the quality of the portfolio, which impacts the allowance for loan losses. The most recent credit score refresh was completed as of December 31, 2016. Revolving lines of credit are regularly reviewed for any material change in financial circumstances, and when appropriate, the line of credit may be suspended for further advances. FICO scores within the residential real estate portfolio have generally remained stable over the last several years.
At December 31, 2016, weighted-average FICO scores within the residential real estate portfolio were 768 for HELOCs and 773 for consumer mortgages. Conservative debt-to-income ratios (average HELOC debt to income ratio of loans originated) were maintained in the first quarter of 2017 at 31.1% compared to 31.7% in the fourth quarter of 2016. HELOC utilization rates (total amount outstanding as a percentage of total available lines) of 57.0% and 58.3% at March 31, 2017 and December 31, 2016, respectively, and loan-to-value ratios based upon prudent guidelines were maintained to ensure consistency with Synovus' overall risk philosophy. At March 31, 2017, 30% of home equity line balances were secured by a first lien, and 70% were secured by a second lien. Apart from credit card loans and unsecured loans, Synovus does not originate loans with LTV ratios greater than 100% at origination except for infrequent situations provided that certain underwriting requirements are met. Additionally, at origination, loan maturities are determined based on the borrower's ability to repay (cash flow or earning power of the borrower that represents the primary source of repayment) and the collateralization of the loan, including the economic life of the asset being pledged. Collateral securing these loans provides a secondary source of repayment in that the collateral may be liquidated. Synovus determines the need for collateral on a case-by-case basis. Factors considered include the purpose of the loan, current and prospective credit-worthiness of the customer, terms of the loan, and economic conditions.

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Higher-risk consumer loans as defined by the FDIC are consumer loans (excluding consumer loans defined as nontraditional mortgage loans) where, as of the origination date or, if the loan has been refinanced, as of the refinance date, the probability of default within two years is greater than 20%, as determined using a defined historical stress period. These loans are not a part of Synovus' consumer lending strategy, and Synovus does not currently offer specific higher-risk consumer loans, alt-A, no documentation or stated income residential real estate loan products. Synovus estimates that, as of March 31, 2017, it had $98.8 million of higher-risk consumer loans (1.9% of the consumer portfolio and 0.4% of the total loan portfolio) compared to $109.9 million as of March 31, 2016. Included in these amounts as of March 31, 2017 and 2016 are approximately $11 million and $13 million, respectively, of accruing TDRs.
Deposits
Deposits provide the most significant funding source for interest earning assets. The following table shows the relative composition of average deposits for the time periods indicated.
Composition of Average Deposits
 
 
Three Months Ended
(dollars in thousands)
 
March 31, 2017
 
%(1)
 
December 31, 2016
 
%(1)
 
March 31, 2016
 
%(1)
Non-interest bearing demand deposits
 
$
7,174,146

 
28.8
%
 
7,280,033

 
29.5
 
6,812,223

 
29.4
Interest bearing demand deposits
 
4,784,329

 
19.2

 
4,488,135

 
18.2
 
4,198,738

 
18.1
Money market accounts, excluding brokered deposits
 
7,424,627

 
29.8

 
7,359,067

 
29.8
 
7,095,778

 
30.6
Savings deposits
 
909,660

 
3.7

 
908,725

 
3.7
 
722,172

 
3.1
Time deposits, excluding brokered deposits
 
3,245,306

 
13.0

 
3,244,373

 
13.2
 
3,286,113

 
14.1
Brokered deposits
 
1,380,787

 
5.5

 
1,380,932

 
5.6
 
1,095,239

 
4.7
Total average deposits
 
24,918,855

 
100.0
%
 
24,661,265

 
100.0
 
23,210,263

 
100.0
Average core deposits(2)    
 
23,538,068

 
94.5

 
23,280,334

 
94.4
 
22,115,024

 
95.3
Average core transaction deposits (2)    
 
$
18,147,856

 
72.8
%
 
17,776,147

 
72.1
 
16,536,896

 
71.2
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) Deposits balance in each category expressed as percentage of total deposits.
(2) See “Non-GAAP Financial Measures” in this Report for the applicable reconciliation to the most comparable GAAP measure.
During the first quarter of 2017, total average deposits increased $257.6 million, or 4.2% annualized, compared to the fourth quarter of 2016, and increased $1.71 billion, or 7.4%, compared to the first quarter of 2016. Average core deposits were up $257.7 million, or 4.5% annualized, compared to the previous quarter, and up $1.42 billion, or 6.4%, compared to the first quarter a year ago. Average core transaction deposits increased $371.7 million, or 8.5% annualized, compared to the prior quarter, and were up $1.61 billion, or 9.7%, compared to the first quarter of 2016. The increase in average deposits for the three months ended March 31, 2017 compared to the three months ended March 31, 2016 was due to growth in average core transaction deposits, which represented 72.8% of average deposits for the first quarter of 2017 compared to 71.2% a year ago. See “Non-GAAP Financial Measures” in this Report for the applicable reconciliation to the most comparable GAAP measure.
Average non-interest bearing demand deposits as a percentage of total average deposits were 28.8% for the three months ended March 31, 2017, compared to 29.4% for the three months ended December 31, 2016, and 29.4% for the three months ended March 31, 2016.
Average time deposits of $100,000 and greater for the three months ended March 31, 2017, December 31, 2016, and March 31, 2016 were $2.79 billion, $2.76 billion, and $2.79 billion, respectively, and included average brokered time deposits of $761.2 million, $742.2 million, and $780.2 million, respectively. These larger deposits represented 11.2%, 11.2%, and 12.0% of total average deposits for the three months ended March 31, 2017, December 31, 2016, and March 31, 2016, respectively, and included brokered time deposits which represented 3.1%, 3.0%, and 3.4% of total average deposits for the three months ended March 31, 2017, December 31, 2016, and March 31, 2016, respectively. Given the growth in core transaction deposits, Synovus continues to decrease its reliance on higher cost time deposits.

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During May 2016, Synovus launched a bank deposit sweep product, which resulted in the addition of approximately $293 million in deposits from existing customers of Synovus Securities, Synovus’ wholly-owned subsidiary.   These customers previously had their cash balances invested in mutual funds with an unaffiliated institution. The total aggregate balance of these accounts was approximately $348.6 million as of March 31, 2017
During the first quarter of 2017, total average brokered deposits represented 5.5% of Synovus' total average deposits compared to 5.6% and 4.7% of total average deposits the previous quarter and the first quarter a year ago, respectively.
Non-interest Income
Non-interest income for the three months ended March 31, 2017 was $71.8 million compared to $63.1 million for the three months ended March 31, 2016. Adjusted non-interest income, which excludes net investment securities gains and decrease in fair value of private equity investments, net was up $2.5 million, or 4.0%, for the three months ended March 31, 2017, compared to the same period a year ago. See "Non-GAAP Financial Measures" in this Report for the applicable reconciliation to the most comparable GAAP measure.
The following table shows the principal components of non-interest income.
Non-interest Income

Three Months Ended March 31,
(in thousands)
2017
 
2016
 
% Change
Service charges on deposit accounts
$
19,774

 
19,710

 
0.3
 %
Fiduciary and asset management fees
12,151

 
11,274

 
7.8

Brokerage revenue
7,226

 
6,483

 
11.5

Mortgage banking income
5,766

 
5,484

 
5.1

Bankcard fees
8,185

 
8,372

 
(2.2
)
Investment securities gains, net
7,668

 
67

 
nm

Decrease in fair value of private equity investments, net
(1,814
)
 
(391
)
 
nm

Other fee income
4,868

 
4,804

 
1.3

Other non-interest income
8,015

 
7,344

 
9.1

Total non-interest income
$
71,839

 
63,147

 
13.8
 %
 
 
 
 
 
 
Principal Components of Non-interest Income
Service charges on deposit accounts for the three months ended March 31, 2017 were $19.8 million, up $63 thousand, or 0.3%, compared to the three months ended March 31, 2016. Service charges on deposit accounts consist of NSF fees, account analysis fees, and all other service charges. NSF fees were $9.0 million for the three months ended March 31, 2017, down $162 thousand, or 1.8%, compared to the three months ended March 31, 2016. Account analysis fees were $6.1 million for the three months ended March 31, 2017, up $295 thousand, or 5.0%, compared to the three months ended March 31, 2016. All other service charges on deposit accounts, which consist primarily of monthly fees on retail demand deposit and saving accounts, for the three months ended March 31, 2017 were $4.6 million, down $70 thousand, or 1.5%, compared to the same period in 2016.
Fiduciary and asset management fees are derived from providing estate administration, employee benefit plan administration, personal trust, corporate trust, corporate bond, investment management, and financial planning services. Fiduciary and asset management fees increased $877 thousand, or 7.8%, for the three months ended March 31, 2017 compared to the three months ended March 31, 2016. The year-over-year increase is driven by growth in total assets under management, which ended the quarter at $11.88 billion, an increase of 7.4% from March 31, 2016, as well as increased banker productivity, as Synovus continues to benefit from new talent additions.
Brokerage revenue, which consists primarily of brokerage commissions, was $7.2 million for the three months ended March 31, 2017, up $744 thousand, or 11.5%, compared to the three months ended March 31, 2016. The increase is largely driven by growth in brokerage assets under management, which ended the quarter at $2.1 billion, an increase of 19.0% from March 31, 2016, as well as increased banker productivity, as Synovus continues to benefit from new talent additions.
Mortgage banking income was $5.8 million for the three months ended March 31, 2017, compared to $5.5 million for the same period in 2016. The year-over-year increase was driven by Synovus' investments in talent and technology, with secondary production increasing 13.5% vs. the same quarter a year ago. Total mortgage production of $278.8 million (which includes $121.5 million of portfolio loans) was up 19.8% from the three months ended March 31, 2016.

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Bankcard fees totaled $8.2 million for the three months ended March 31, 2017, compared to $8.4 million for the same period in 2016. Bankcard fees consist primarily of credit card interchange fees and debit card interchange fees. Debit card interchange fees were $4.2 million, up $35 thousand, or 0.8%, for the three months ended March 31, 2017, compared to the same period in 2016. Credit card interchange fees were $5.4 million, down $8 thousand, or 0.1%, for the three months ended March 31, 2017, compared to the same period in 2016.
Investment securities gains, net of $7.7 million for the three months ended March 31, 2017 included a $3.4 million gain on the sale of an equity position and a $4.3 million gain from the repositioning of the investment securities portfolio.
Other fee income includes fees for letters of credit and unused lines of credit, safe deposit box fees, access fees for automated teller machine use, customer swap dealer fees, and other service charges. Other fee income was higher by $64 thousand, or 1.3%, for the three months ended March 31, 2017, compared to the same period in 2016.
The main components of other non-interest income are income from BOLI policies, insurance commissions, gains from sales of GGL/SBA loans, card sponsorship fees, and other miscellaneous items. The increase of $671 thousand during the three months ended March 31, 2017, compared to the same time period in 2016, was due primarily to growth in BOLI revenues and insurance revenues. BOLI revenues grew $598 thousand driven by additional investments in BOLI policies of $75 million during the three months ended March 31, 2017. Insurance revenues grew $312 thousand, or 31.5%, during the three months ended March 31, 2017, compared to the same time period in 2016, reflecting Synovus' ability to meet additional needs of its financial management services customers. Gains from sales of GGL/SBA loans were $730 thousand for the three months ended March 31, 2017, compared to $711 thousand for the three months ended March 31, 2016.
Non-interest Expense
Non-interest expense for the three months ended March 31, 2017 was $197.4 million, an increase of $9.2 million, or 4.9%, compared to $188.2 million for the three months ended March 31, 2016. Adjusted non-interest expense for the three months ended March 31, 2017, which excludes restructuring charges, net, loss on early extinguishment of debt, net, litigation settlement expense, merger-related expense, fair value adjustment to Visa derivative, and amortization of intangibles increased $11.4 million, or 6.4%, compared to the same period in 2016. The year-over-year expense growth was driven by strategic investments in talent and technology, increased advertising expense, and the Global One acquisition. Strategic investments in talent and technology accounted for approximately $5 million of the increase, as Synovus continues to add key talent and invest in technology to enhance the customer experience. The $3.5 million increase in advertising expense was a timing related increase and $1.2 million of the year-over-year increase was from Global One operating expenses. Synovus See "Non-GAAP Financial Measures" in this Report for the applicable reconciliation to the most comparable GAAP measure.

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The following table summarizes the components of non-interest expense for the three months ended March 31, 2017 and 2016.
Non-interest Expense

 
 
 
 
 
 
Three Months Ended March 31,
(in thousands)
2017
 
2016
 
% Change
Salaries and other personnel expense
$
107,191

 
101,358

 
5.8
 %
Net occupancy and equipment expense
29,331

 
26,577

 
10.4

Third-party processing expense
12,603

 
11,116

 
13.4

FDIC insurance and other regulatory fees
6,770

 
6,719

 
0.8

Professional fees
5,355

 
6,369

 
(15.9
)
Advertising expense
5,912

 
2,410

 
145.3

Foreclosed real estate expense, net
2,134

 
2,684

 
(20.5
)
Merger-related expense
86

 

 
nm

Loss on early extinguishment of debt, net

 
4,735

 

Fair value adjustment to Visa derivative

 
360

 
nm

Restructuring charges, net
6,511

 
1,140

 
nm

Other operating expenses
21,495

 
24,765

 
(13.2
)
Total non-interest expense
$
197,388

 
188,233

 
4.9
 %
 
 
 
 
 
 
Salaries and other personnel expenses increased $5.8 million, or 5.8%, for the three months ended March 31, 2017, compared to the same period in 2016, primarily due to annual merit increases and talent additions, higher commissions, and higher self-insurance expense.
Net occupancy and equipment expense was up $2.8 million, or 10.4%, for the three months ended March 31, 2017, compared to the same period in 2016 as costs associated with growth in technology investments offset efficiencies gained in occupancy and related expenses. Synovus' branch network consists of 248 locations at March 31, 2017 compared to 257 branches a year ago.    
Third-party processing expense includes all third-party core operating system and processing charges as well as third-party servicing charges. Third-party processing expense increased $1.5 million, or 13.4%, for the three months ended March 31, 2017, compared to the same period in 2016, driven by an increase of $958 thousand from servicing charges associated with loan growth from Synovus' two consumer-based lending partnerships.
FDIC insurance and other regulatory fees increased slightly by $51 thousand, or 0.8%, for the three months ended March 31, 2017, compared to the same period in 2016. On March 15, 2016, the FDIC approved a final rule to increase the DIF to the statutorily required minimum level of 1.35%. Congress, in the Dodd-Frank Act, increased the minimum for the DIF reserve ratio, the ratio of the amount in the fund to insured deposits, from 1.15% percent to 1.35% and required that the ratio reach that level by September 30, 2020. Further, the Dodd-Frank Act also made banks with $10 billion or more in total assets responsible for the increase from 1.15% to 1.35%. Under a rule adopted by the FDIC in 2011, regular assessment rates for all banks would decline when the reserve ratio reached 1.15%, which occurred during the second quarter of 2016. Banks with total assets of less than $10 billion will have substantially lower assessment rates under the 2011 rule. The final rule imposed on banks with at least $10 billion in assets a surcharge of 4.5 cents per $100 of their assessment base, after making certain adjustments. The FDIC expects the reserve ratio will likely reach 1.35% after approximately two years of payments of the surcharges. The final rule became effective on July 1, 2016 with surcharge assessments beginning July 1, 2016. Synovus' FDIC insurance cost remained relatively flat to prior levels following the surcharge assessment since regular assessment rates declined at the same time the surcharge assessment became effective.
Professional fees for the three months ended March 31, 2017 were down $1.0 million, or 15.9%, compared to the same period in 2016, driven by decreases in legal expenses.
Advertising expense for the three months ended March 31, 2017 was up $3.5 million, compared to the same period in 2016 due to a timing related increase as Synovus incurred expenses this quarter associated with brand and targeted advertising efforts, including an ad that ran across our footprint during the Superbowl.
Foreclosed real estate expense declined $550 thousand, or 20.5%, for the three months ended March 31, 2017, compared to the same period in 2016. ORE balances declined $18.0 million to $20.4 million at March 31, 2017 compared to prior year.

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Merger-related expense consists of professional fees relating to the October 1, 2016 acquisition of Global One. See "Note 2- Acquisition" in this Report for more information on the October 1, 2016 acquisition of Global One.
During January 2016, Synovus repurchased $124.7 million of its subordinated notes maturing in 2017 in conjunction with Synovus' cash tender offer that commenced on December 23, 2015 and expired on January 22, 2016. Results for the three months ended March 31, 2016 included a $4.7 million pre-tax loss relating to this tender offer.
    For the three months ended March 31, 2017, Synovus recorded severance charges of $6.5 million including $6.2 million for termination benefits incurred in conjunction with a voluntary early retirement program offered during the quarter. This program is part of Synovus' ongoing efficiency initiatives. During the three months ended March 31, 2016, Synovus recorded restructuring charges of $1.1 million related to the decision during the first quarter of 2016 to close four branches.
Other operating expenses for the three months ended March 31, 2017 were down $3.6 million from the same period in 2016 primarily due to litigation settlement expense of $2.7 million during the three months ended March 31, 2016.
The calculation of the adjusted efficiency ratio was revised this quarter.  ORE expense and other credit costs have been excluded since the financial crisis due to the abnormal level of expenditure.  Given the more normalized level of expense that Synovus is now experiencing, these costs will be included in the calculation hereafter and previous quarters have been restated as well. The change in the calculation resulted in a higher adjusted efficiency ratio of 62.25% for the three months ended March 31, 2017, an improvement of 129 basis points from the three months ended March 31, 2016. See "Non-GAAP Financial Measures" in this Report for the applicable reconciliation to the most comparable GAAP measure.
Income Tax Expense
Income tax expense was $33.8 million and $31.2 million for the three months ended March 31, 2017 and March 31, 2016, respectively, representing an effective tax rate of 32.0% and 37.2% during the respective periods. The rate decrease for the three months ended March 31, 2017 was primarily due to adoption of the new accounting standard update which includes a requirement to record all tax effects associated with share-based compensation through the income statement. These tax effects, which are determined upon the vesting of restricted share units and exercise of stock options, are treated as discrete items in the period in which they occur. Synovus currently estimates that the benefit from this accounting standard update for the remainder of 2017 will be less than $1.0 million per quarter.

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CREDIT QUALITY, CAPITAL RESOURCES AND LIQUIDITY
Credit Quality
Synovus continuously monitors the quality of its loan portfolio by industry, property type, geography, as well as credit quality metrics and maintains an allowance for loan losses that management believes is sufficient to absorb probable losses inherent in its loan portfolio. Credit quality metrics have remained favorable during the first three months of 2017.
The table below includes selected credit quality metrics.
Credit Quality Metrics
 
(dollars in thousands)
March 31, 2017
 
December 31, 2016
 
March 31, 2016
Non-performing loans    
$
158,366

 
153,378

 
178,167

Impaired loans held for sale(1)
8,442

 

 

Other real estate
20,425

 
22,308

 
38,462

 Non-performing assets    
$
187,233

 
175,686

 
216,629

Non-performing loans as a % of total loans
0.65
%
 
0.64

 
0.78

Non-performing assets as a % of total loans, other loans held for sale, and ORE
0.77

 
0.74

 
0.95

Loans 90 days past due and still accruing
$
2,777

 
3,135

 
3,214

As a % of total loans
0.01
%
 
0.01

 
0.01

Total past due loans and still accruing
$
62,137

 
65,106

 
63,852

As a % of total loans
0.26
%
 
0.27

 
0.28

Net charge-offs, quarter
$
6,918

 
8,319

 
7,357

Net charge-offs/average loans, quarter
0.12
%
 
0.14

 
0.13

Net charge-offs, year-to-date
$
6,918

 
28,738

 
7,357

Net charge-offs/average loans, year-to-date
0.12
%
 
0.12

 
0.13

Provision for loan losses, quarter
$
8,674

 
6,259

 
9,377

Provision for loan losses, year-to-date
8,674

 
28,000

 
9,377

Allowance for loan losses
253,514

 
251,758

 
254,516

Allowance for loan losses as a % of total loans
1.05
%
 
1.06

 
1.12

 
 
 
 
 
 
(1) Represent only impaired loans that have been specifically identified to be sold. Impaired loans held for sale are carried at the lower of cost or fair value, less costs to sell, based primarily on estimated sales proceeds net of selling costs.
Non-performing Assets
Total NPAs were $187.2 million at March 31, 2017, an $11.5 million, or 6.6%, increase from $175.7 million at December 31, 2016 and a $29.4 million, or 13.6%, decrease from $216.6 million at March 31, 2016. The year-over-year decline in non-performing assets was driven by the continued resolution of problem assets including workouts and dispositions. Total non-performing assets as a percentage of total loans, other loans held for sale, and other real estate were 0.77% at March 31, 2017 compared to 0.74% at December 31, 2016 and 0.95% at March 31, 2016.
Retail Trade Loan Portfolio
As of March 31, 2017, our portfolio of loans outstanding in the retail trade industry totaled $871.8 million, or 3.6% of our total loan portfolio.  This portfolio is well-diversified geographically. Based on an analysis of this portfolio as of March 31, 2017, we believe that the majority of the loans in this industry do not have exposure to the retail sectors which are most adversely impacted by competition from online retail and big-box retail store closures, as approximately two-thirds of the retail trade portfolio consists of loans to motor vehicle and parts dealers, gasoline stations, food and beverage stores, and building materials stores. As of March 31, 2017, this portfolio had non-performing loans of $6.7 million, no loans past due 90 days or more, and only 0.21% of loans past due 30 days or more as a percentage of total loans outstanding.
Troubled Debt Restructurings
Accruing TDRs were $172.4 million at March 31, 2017, compared to $195.8 million at December 31, 2016 and $209.2 million at March 31, 2016. Accruing TDRs declined $23.4 million, or 11.9%, from December 31, 2016 and $36.7 million, or 17.6%, from a year ago primarily due to lower TDR inflows, fewer TDRs having to retain the TDR designation upon subsequent renewal, refinance, or modification, and pay-offs.

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At March 31, 2017, the allowance for loan losses allocated to these accruing TDRs was $8.6 million compared to $9.8 million at December 31, 2016 and $12.2 million at March 31, 2016. Accruing TDRs are considered performing because they are performing in accordance with the restructured terms. At both March 31, 2017 and December 31, 2016, 99% of accruing TDRs were current. In addition, subsequent defaults on accruing TDRs (defaults defined as the earlier of the TDR being placed on non-accrual status or reaching 90 days past due with respect to principal and/or interest payments within twelve months of the TDR designation) have remained low, and consisted of no defaults for the three months ended March 31, 2017 and 2016.
Accruing TDRs by Risk Grade
March 31, 2017
 
December 31, 2016
 
March 31, 2016
(dollars in thousands)
Amount
 
%
 
Amount
 
%
 
Amount
 
%
Pass
$
74,849

 
43.4
%
 
81,615

 
41.7
 
66,478

 
31.8
Special Mention
19,022

 
11.0

 
29,250

 
14.9
 
32,979

 
15.8
Substandard accruing
78,550

 
45.6

 
84,911

 
43.4
 
109,702

 
52.4
  Total accruing TDRs
$
172,421

 
100.0
%
 
195,776

 
100.0
 
209,159

 
100.0
 
 
 
 
 
 
 
 
 
 
 
 
Accruing TDRs Aging by Portfolio Class
 
March 31, 2017
(in thousands)
Current
 
30-89 Days Past Due
 
90+ Days Past Due
 
Total
 
Investment properties
$
28,227

 

 

 
28,227

 
1-4 family properties
15,964

 

 

 
15,964

 
Land and development
24,392

 
62

 

 
24,454

 
Total commercial real estate
68,583

 
62

 

 
68,645

 
Commercial, financial and agricultural
37,189

 
797

 

 
37,986

 
Owner-occupied
34,832

 
422

 

 
35,254

 
Total commercial and industrial
72,021

 
1,219

 

 
73,240

 
Home equity lines
7,182

 
31

 

 
7,213

 
Consumer mortgages
18,213

 
290

 

 
18,503

 
Credit cards

 

 

 

 
Other consumer loans
4,787

 
33

 

 
4,820

 
Total consumer
30,182

 
354

 

 
30,536

 
Total accruing TDRs
$
170,786

 
1,635

 

 
172,421

 
 
 
 
 
 
 
 
 
 
 
December 31, 2016
(in thousands)
Current
 
30-89 Days Past Due
 
90+ Days Past Due
 
Total
 
Investment properties
$
30,182

 
133

 

 
30,315

 
1-4 family properties
22,694

 

 

 
22,694

 
Land and development
26,015

 
10

 

 
26,025

 
Total commercial real estate
78,891

 
143

 

 
79,034

 
Commercial, financial and agricultural
31,443

 
798

 

 
32,241

 
Owner-occupied
52,333

 

 

 
52,333

 
Total commercial and industrial
83,776

 
798

 

 
84,574

 
Home equity lines
7,526

 
412

 

 
7,938

 
Consumer mortgages
18,518

 
572

 

 
19,090

 
Credit cards

 

 

 

 
Other consumer loans
5,013

 
127

 

 
5,140

 
Total consumer
31,057

 
1,111

 

 
32,168

 
Total accruing TDRs
$
193,724

 
2,052

 

 
195,776

 
 
 
 
 
 
 
 
 
 

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Non-accruing TDRs were $10.9 million at March 31, 2017 compared to $11.4 million at December 31, 2016. Non-accruing TDRs generally may be returned to accrual status if there has been a period of performance, consisting usually of at least a six month sustained period of repayment performance in accordance with the terms of the agreement.
Potential Problem Loans
Potential problem loans are defined by management as being certain performing loans with a well-defined weakness where there is known information about possible credit problems of borrowers which causes management to have concerns about the ability of such borrowers to comply with the present repayment terms of such loans. Potential problem commercial loans consist of commercial Substandard accruing loans but exclude loans 90 days past due and still accruing interest and accruing TDRs classified as Substandard since these loans are disclosed separately. Potential problem commercial loans were $154.1 million at March 31, 2017 compared to $162.0 million and $162.6 million at December 31, 2016 and March 31, 2016, respectively. Synovus cannot predict whether these potential problem loans ultimately will become non-performing loans or result in losses.
Net Charge-offs
Net charge-offs for the three months ended March 31, 2017 were $6.9 million, or 0.12% as a percentage of average loans annualized, a decrease of $438 thousand, or 6.0%, compared to $7.4 million, or 0.13%, as a percentage of average loans annualized for the three months ended March 31, 2016.
Provision for Loan Losses and Allowance for Loan Losses
For the three months ended March 31, 2017, the provision for loan losses was $8.7 million, an decrease of $702 thousand, or 7.5%, compared to the three months ended March 31, 2016.
The allowance for loan losses at March 31, 2017 was $253.5 million, or 1.05% of total loans, compared to $251.8 million, or 1.06% of total loans, at December 31, 2016 and $254.5 million, or 1.12% of total loans, at March 31, 2016.  
Capital Resources
Synovus and Synovus Bank are required to comply with capital adequacy standards established by their primary federal regulator, the Federal Reserve. Synovus has always placed great emphasis on maintaining a solid capital base and continues to satisfy applicable regulatory capital requirements.
At March 31, 2017, Synovus and Synovus Bank's capital levels each exceeded well-capitalized requirements currently in effect. The following table presents certain ratios used to measure Synovus and Synovus Bank's capitalization.

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Capital Ratios
 
 
 
(dollars in thousands)    
March 31, 2017
 
December 31, 2016
Tier 1 capital
 
 
 
Synovus Financial Corp.
$
2,758,794

 
2,685,880
Synovus Bank
3,188,536

 
3,187,583
Common equity Tier 1 capital (transitional)
 
 
 
Synovus Financial Corp.
2,672,648

 
2,654,287
Synovus Bank
3,188,536

 
3,187,583
Total risk-based capital
 
 
 
Synovus Financial Corp.
3,274,612

 
3,201,268

Synovus Bank
3,444,281

 
3,441,563

Tier 1 capital ratio
 
 
 
Synovus Financial Corp.
10.18
%
 
10.07

Synovus Bank
11.78

 
11.97

Common equity Tier 1 ratio (transitional)
 
 
 
Synovus Financial Corp.
9.86

 
9.96

Synovus Bank
11.78

 
11.97

Total risk-based capital to risk-weighted assets ratio
 
 
 
Synovus Financial Corp.
12.08

 
12.01

Synovus Bank
12.73

 
12.93

Leverage ratio
 
 
 
Synovus Financial Corp.
9.13

 
8.99

Synovus Bank
10.58

 
10.68

Tangible common equity to tangible assets ratio (1)
 
 
 
Synovus Financial Corp.
9.04

 
9.09

 
 
 
 
(1) See " Non-GAAP Financial Measures" in this Report for the applicable reconciliation to the most comparable GAAP measure.
The Basel III capital rules became effective January 1, 2015, for Synovus and Synovus Bank, subject to a transition period for several aspects, including the capital conservation buffer and certain regulatory capital adjustments and deductions, as described below. Under the Basel III capital rules, the minimum capital requirements for Synovus and Synovus Bank include a common equity Tier 1 (CET1) ratio of 4.5%; Tier 1 capital ratio of 6%; total capital ratio of 8%; and leverage ratio of 4%. When fully phased-in on January 1, 2019, the Basel III capital rules include a capital conservation buffer of 2.5% that is added on top of each of the minimum risk-based capital ratios. The implementation of the capital conservation buffer began on January 1, 2016 at the 0.625% level and will be phased-in over a three-year period (increasing by that amount on each subsequent January 1, until it reaches 2.5% on January 1, 2019). As a financial holding company, Synovus and its subsidiary bank, Synovus Bank, are required to maintain capital levels required for a well-capitalized institution as defined by federal banking regulations. Under the Basel III capital rules, Synovus and Synovus Bank are well-capitalized if each has a CET1 ratio of 6.5% or greater, a Tier 1 risk-based capital ratio of 8% or greater, a total risk-based capital ratio of 10% or greater, a leverage ratio of 5% or greater, and are not subject to any written agreement, order, capital directive, or prompt corrective action directive from a federal and/or state banking regulatory agency to meet and maintain a specific capital level for any capital measure.
During the three months ended March 31, 2017, Synovus repurchased $15.1 million in common stock under the current share repurchase program which was authorized during the fourth quarter of 2016 by Synovus' Board of Directors. The current share repurchase program authorized share repurchases of up to $200 million of the Company's common stock to be executed during 2017.
As of March 31, 2017, total disallowed deferred tax assets were $182.9 million or 0.68% of risk-weighted assets compared to $218.3 million or 0.82% of risk-weighted assets at December 31, 2016. Disallowed deferred tax assets for CET1 were $146.3 million at March 31, 2017 compared to $131.0 million at December 31, 2016, due to a three-year phase-in of the total disallowed deferred tax asset for the CET1 capital measure. Basel III revised the deferred tax asset limitation criteria effective January 1, 2015 and now includes the component of deferred tax assets arising from temporary timing differences in regulatory capital up to certain levels of CET1. Thus, the disallowed portion of deferred tax assets is comprised of net operating loss carryforwards and tax credit carryforwards. Synovus' deferred tax asset is projected to continue to decline, thus creating additional regulatory capital in future periods. See "Part II - Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations - Income Taxes" in Synovus' 2016 Form 10-K for more information on Synovus' net deferred tax asset.

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Synovus' CET1 ratio was 9.86% at March 31, 2017 under Basel III transitional provisions and the estimated fully phased-in CET1 ratio, as of March 31, 2017, was 9.63%, both of which are well in excess of regulatory requirements. See "Non-GAAP Financial Measures" in this Report for the applicable reconciliation to the most comparable GAAP measure.
Management currently believes, based on internal capital analyses and earnings projections, that Synovus' capital position is adequate to meet current and future regulatory minimum capital requirements. Synovus' 2016 DFAST results show that capital ratios remain above regulatory minimums throughout the forecast period in the severely adverse scenario.
Dividends
Synovus has historically paid a quarterly cash dividend to the holders of its common stock. Management and the Board of Directors closely monitor current and projected capital levels, liquidity (including dividends from subsidiaries), financial markets and other economic trends, as well as regulatory requirements regarding the payment of dividends. During the first quarter of 2017, Synovus increased the quarterly common stock dividend by 25% to $0.15 per share effective with the quarterly dividend declared during the first quarter of 2017.
Synovus' ability to pay dividends on its capital stock, consisting of the common stock and the Series C Preferred Stock, is primarily dependent upon dividends and distributions that it receives from its bank and non-banking subsidiaries, which are restricted by various regulations administered by federal and state bank regulatory authorities, as further discussed below in the section titled "Liquidity." During both the three months ended March 31, 2017 and 2016, Synovus Bank paid upstream cash dividends of $100.0 million to Synovus. For the year ended December 31, 2016, Synovus Bank paid upstream cash dividends to Synovus totaling $325.0 million.
    Synovus declared dividends of $0.15 and $0.12 per common share for the three months ended March 31, 2017 and March 31, 2016, respectively. In addition to dividends paid on its common stock, Synovus paid dividends of $2.6 million on its Series C Preferred Stock during both the three months ended March 31, 2017 and 2016.
Liquidity
Liquidity represents the extent to which Synovus has readily available sources of funding needed to meet the needs of depositors, borrowers and creditors, to support asset growth, and to otherwise sustain operations of Synovus and its subsidiaries, at a reasonable cost, on a timely basis, and without adverse consequences. ALCO monitors Synovus' economic, competitive, and regulatory environment and is responsible for measuring, monitoring, and reporting on liquidity and funding risk, interest rate risk, and market risk and has the authority to establish policies relative to these risks. ALCO, operating under liquidity and funding policies approved by the Board of Directors, actively analyzes contractual and anticipated cash flows in order to properly manage Synovus’ liquidity position.
Contractual and anticipated cash flows are analyzed under normal and stressed conditions to determine forward looking liquidity needs and sources. Synovus analyzes liquidity needs under various scenarios of market conditions and operating performance. This analysis includes stress testing and measures expected sources and uses of funds under each scenario. Emphasis is placed on maintaining numerous sources of current and potential liquidity to allow Synovus to meet its obligations to depositors, borrowers, and creditors on a timely basis.
Liquidity is generated primarily through maturities and repayments of loans by customers, maturities and sales of investment securities, deposit growth, and access to sources of funds other than deposits. Management continuously monitors and maintains appropriate levels of liquidity so as to provide adequate funding sources to manage customer deposit withdrawals, loan requests, and funding maturities. Liquidity is also enhanced by the acquisition of new deposits. Each of the banking divisions monitors deposit flows and evaluates local market conditions in an effort to retain and grow deposits.
Synovus Bank also generates liquidity through the national deposit markets through the issuance of brokered certificates of deposit and money market accounts. Synovus Bank accesses these funds from a broad geographic base to diversify its sources of funding and liquidity. Synovus Bank has the capacity to access funding through its membership in the FHLB System. At March 31, 2017, based on currently pledged collateral, Synovus Bank had access to incremental funding of $660 million, subject to FHLB credit policies, through utilization of FHLB advances.
In addition to bank level liquidity management, Synovus must manage liquidity at the parent company level for various operating needs including the servicing of debt, the payment of dividends on our common stock and preferred stock, share repurchases, payment of general corporate expenses and potential capital infusions into subsidiaries. The primary source of liquidity for Synovus consists of dividends from Synovus Bank, which is governed by certain rules and regulations of the GA DBF and the Federal Reserve Bank. During both the three months ended March 31, 2017 and 2016, Synovus Bank paid upstream cash dividends of $100.0 million to Synovus. For the year ended December 31, 2016, Synovus Bank paid upstream cash dividends to Synovus totaling $325.0 million. Synovus' ability to receive dividends from Synovus Bank in future periods will depend on a number of

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factors, including, without limitation, Synovus Bank's future profits, asset quality, liquidity and overall condition. In addition, GA DBF rules and related statutes contain limitations on payments of dividends by Synovus Bank without the approval of the GA DBF.
Synovus presently believes that the sources of liquidity discussed above, including existing liquid funds on hand, are sufficient to meet its anticipated funding needs. However, if economic conditions were to significantly deteriorate, regulatory capital requirements for Synovus or Synovus Bank increase as the result of regulatory directives or otherwise, or Synovus believes it is prudent to enhance current liquidity levels, then Synovus may seek additional liquidity from external sources. See "Part I – Item 1A. Risk Factors - Changes in the cost and availability of funding due to changes in the deposit market and credit market may adversely affect our capital resources, liquidity and financial results." of Synovus' 2016 Form 10-K.
Earning Assets and Sources of Funds
Average total assets for the three months ended March 31, 2017 increased $1.52 billion, or 5.2%, to $30.44 billion as compared to $28.92 billion for the first three months of 2016. Average earning assets increased $1.60 billion, or 5.9%, in the first three months of 2017 compared to the same period in 2016 and represented 93.6% of average total assets at March 31, 2017, as compared to 93.0% at March 31, 2016. The increase in average earning assets resulted from a $1.45 billion increase in average loans, net, and a $304.4 million increase in average taxable investment securities. These increases were partially offset by a $210.2 million decrease in interest bearing funds held at the Federal Reserve Bank. Average interest bearing liabilities increased $1.17 billion, or 6.2%, to $20.11 billion for the first nine months of 2017 compared to the same period in 2016. The increase in interest bearing liabilities was driven by a $633.5 million increase in money market deposit accounts, a $585.6 million increase in interest bearing demand deposits, and a $187.5 million increase in savings deposits. These increases were partially offset by a $177.9 million decrease in long-term debt. Average non-interest bearing demand deposits increased $361.9 million, or 5.3%, to $7.17 billion for the first three months of 2017 compared to the same period in 2016.
Net interest income for the three months ended March 31, 2017 was $239.9 million, an increase of $21.7 million, or 10.0%, compared to $218.2 million for the three months ended March 31, 2016.
The net interest margin was 3.42% for the three months ended March 31, 2017, an increase of 15 basis points from 3.27% for the first quarter of 2016. The yield on earning assets was 3.88%, up 15 basis points compared to the first quarter of 2016 and the effective cost of funds was unchanged at 0.46%. The yield on loans was 4.25%, an increase of 10 basis points from the first quarter of 2016 and the yield on investment securities was 2.07%, an increase of 15 basis points from the first quarter of 2016. Earning asset yields also benefited from a reduction of the average balance of lower yielding funds held at the Federal Reserve.
On a sequential quarter basis, net interest income increased by $6.4 million and the net interest margin increased by 13 basis points. The increase in net interest income was driven by a $200.3 million increase in average earning assets with a $312.0 million increase in average loans, net and a $198.0 million increase in average taxable investment securities. These balance increases were partially offset by a $310.7 million decrease in lower yielding funds held at the Federal Reserve. The increase in net interest income for the quarter was also driven by margin expansion. Additionally, the rate increases in December and March favorably impacted net interest income and the net interest margin for the three months ended March 31, 2017 compared to the three months ended March 31, 2016 and the previous quarter. The yield on earning assets was 3.88%, up 15 basis points from the fourth quarter 2016. The effective cost of funds was 0.46% for the first quarter 2017, up 2 basis points from the fourth quarter 2016.

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Quarterly yields earned on average interest-earning assets and rates paid on average interest-bearing liabilities for the five most recent quarters are presented below.
Average Balances, Interest, and Yields
2017
 
2016
(dollars in thousands) (yields and rates annualized)
First Quarter
 
Fourth Quarter
 
Third Quarter
 
Second Quarter
 
First Quarter
Interest Earning Assets:
 
 
 
 
 
 
 
 
 
Taxable investment securities (1)
$
3,841,556

 
3,643,510

 
3,544,933

 
3,529,030

 
3,537,131

Yield
2.06
%
 
1.92

 
1.83

 
1.89

 
1.91

Tax-exempt investment securities(1)(3)
$
2,730

 
2,824

 
2,943

 
3,491

 
4,091

Yield (taxable equivalent) (3)
5.81
%
 
5.82

 
5.96

 
6.08

 
6.37

Trading account assets
$
6,443

 
6,799

 
5,493

 
3,803

 
5,216

Yield
1.72
%
 
2.63

 
0.93

 
1.27

 
1.65

Commercial loans(2)(3)
$
19,043,384

 
18,812,659

 
18,419,484

 
18,433,638

 
18,253,169

Yield
4.16
%
 
4.05

 
4.03

 
4.04

 
4.03

Consumer loans(2)
$
4,992,683

 
4,911,149

 
4,720,082

 
4,497,147

 
4,334,817

Yield
4.40
%
 
4.27

 
4.30

 
4.32

 
4.37

Allowance for loan losses
$
(253,927
)
 
(253,713
)
 
(255,675
)
 
(251,101
)
 
(258,097
)
    Loans, net (2)
$
23,782,140

 
23,470,095

 
22,883,891

 
22,679,684

 
22,329,889

Yield
4.25
%
 
4.14

 
4.14

 
4.15

 
4.15

Mortgage loans held for sale
$
46,554

 
77,652

 
87,524

 
72,477

 
63,339

Yield
4.01
%
 
3.51

 
3.32

 
3.59

 
3.72

Federal funds sold, due from Federal Reserve Bank, and other short-term investments
$
654,322

 
982,355

 
998,565

 
907,614

 
885,938

Yield
0.77
%
 
0.49

 
0.48

 
0.47

 
0.47

Federal Home Loan Bank and Federal Reserve Bank Stock(4)
$
170,844

 
121,079

 
70,570

 
77,571

 
80,679

Yield
3.42
%
 
3.75

 
4.99

 
5.15

 
3.82

Total interest earning assets
$
28,504,589

 
28,304,314

 
27,593,919

 
27,273,670

 
26,906,283

Yield
3.88
%
 
3.73

 
3.71

 
3.73

 
3.73

Interest Bearing Liabilities:
 
 
 
 
 
 
 
 
 
Interest bearing demand deposits
$
4,784,329

 
4,488,135

 
4,274,117

 
4,233,310

 
4,198,738

Rate
0.19
%
 
0.16

 
0.16

 
0.18

 
0.17

Money Market accounts, excluding brokered deposits
$
7,424,627

 
7,359,067

 
7,227,030

 
7,082,759

 
7,095,778

Rate
0.31
%
 
0.29

 
0.29

 
0.31

 
0.32

Savings deposits
$
909,660

 
908,725

 
797,961

 
746,225

 
722,172

Rate
0.11
%
 
0.12

 
0.07

 
0.06

 
0.07

Time deposits under $100,000
$
1,215,593

 
1,229,809

 
1,248,294

 
1,262,280

 
1,279,811

Rate
0.64
%
 
0.64

 
0.64

 
0.64

 
0.65

Time deposits over $100,000
$
2,029,713

 
2,014,564

 
2,030,242

 
2,016,116

 
2,006,302

Rate
0.92
%
 
0.90

 
0.88

 
0.89

 
0.89

Non-maturing brokered deposits
$
619,627

 
638,779

 
634,596

 
451,398

 
315,006

Rate
0.41
%
 
0.31

 
0.29

 
0.39

 
0.48

Brokered time deposits
$
761,159

 
742,153

 
775,143

 
885,603

 
780,233

Rate
0.92
%
 
0.90

 
0.88

 
0.85

 
0.83

   Total interest bearing deposits
$
17,744,708

 
17,381,232

 
16,987,383

 
16,677,691

 
16,398,040

Rate
0.39
%
 
0.37

 
0.37

 
0.39

 
0.39

Federal funds purchased and securities sold under repurchase agreements
$
176,854

 
219,429

 
247,378

 
221,276

 
$
177,921

Rate
0.09
%
 
0.08

 
0.09

 
0.09

 
0.10

Long-term debt
$
2,184,072

 
2,190,716

 
2,114,193

 
2,279,043

 
2,361,973

Rate
2.83
%
 
2.65

 
2.71

 
2.55

 
2.55

Total interest bearing liabilities
$
20,105,634

 
19,791,377

 
19,348,954

 
19,178,010

 
18,937,934


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Rate
0.65
%
 
0.62

 
0.63

 
0.65
%
 
0.66

Non-interest bearing demand deposits
$
7,174,146

 
7,280,033

 
$
7,042,908

 
6,930,336

 
6,812,223

Effective cost of funds
0.46
%
 
0.44

 
0.44

 
0.46
%
 
0.46

Net interest margin
3.42
%
 
3.29

 
3.27

 
3.27
%
 
3.27

Taxable equivalent adjustment (3)
$
309

 
322

 
$
330

 
329

 
305

 
 
 
 
 
 
 
 
 
 
(1) Excludes net unrealized gains (losses).
(2) Average loans are shown net of deferred fees and costs. Non-performing loans are included.
(3) Reflects taxable-equivalent adjustments, using the statutory federal income tax rate of 35%, in adjusting interest on tax-exempt loans and investment securities to a taxable-equivalent basis.
(4) Included as a component of Other Assets on the balance sheet.

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Net Interest Income and Rate/Volume Analysis
The following tables set forth the major components of net interest income and the related annualized yields and rates for the three months ended March 31, 2017 and 2016, as well as the variances between the periods caused by changes in interest rates versus changes in volume.
Net Interest Income and Rate/Volume Analysis
 
Three Months Ended March 31,
 
2017 Compared to 2016
 
Average Balances
 
Interest
 
Annualized Yield/Rate
 
Change due to
 
Increase (Decrease)
(dollars in thousands)
2017
 
2016
 
2017
 
2016
 
2017
 
2016
 
Volume
 
Rate
 
Assets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest earning assets:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Taxable investment securities
$
3,841,556

 
3,537,131

 
$
19,807

 
16,930

 
2.06
%
 
1.91

 
$
1,434

 
1,443

 
$
2,877

Tax-exempt investment securities(2)
2,730

 
4,091

 
40

 
65

 
5.81

 
6.37

 
(21
)
 
(4
)
 
(25
)
Total investment securities
3,844,286

 
3,541,222

 
19,847

 
16,995

 
2.07

 
1.92

 
1,413

 
1,439

 
2,852

Trading account assets
6,443

 
5,216

 
28

 
22

 
1.72

 
1.65

 
5

 
1

 
6

Taxable loans, net(1)
23,962,562

 
22,518,309

 
248,800

 
229,393

 
4.21

 
4.04

 
14,601

 
4,806

 
19,407

Tax-exempt loans, net(1)(2)
73,505

 
69,677

 
843

 
806

 
4.65

 
4.65

 
44

 
(7
)
 
37

Allowance for loan losses
(253,927
)
 
(258,097
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Loans, net
23,782,140

 
22,329,889

 
249,643

 
230,199

 
4.25

 
4.15

 
14,645

 
4,799

 
19,444

Mortgage loans held for sale
46,554

 
63,339

 
467

 
588

 
4.01

 
3.72

 
(154
)
 
33

 
(121
)
Federal funds sold, due from Federal Reserve Bank, and other short-term investments
654,322

 
885,938

 
1,263

 
1,054

 
0.77

 
0.47

 
(269
)
 
478

 
209

Federal Home Loan Bank and Federal Reserve Bank stock
170,844

 
80,679

 
1,462

 
770

 
3.42

 
3.82

 
849

 
(157
)
 
692

  Total interest earning assets
$
28,504,589

 
26,906,283

 
$
272,710

 
249,628

 
3.88
%
 
3.73

 
$
16,489

 
6,593

 
$
23,082

Cash and due from banks
401,845

 
408,486

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Premises and equipment, net
416,346

 
444,558

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Other real estate
22,156

 
43,608

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Other assets(3)
1,097,153

 
1,121,173

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total assets
$
30,442,089

 
28,924,108

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Liabilities and Shareholders' Equity
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest-bearing liabilities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest-bearing demand deposits
$
4,784,329

 
4,198,738

 
$
2,251

 
1,810

 
0.19
%
 
0.17
%
 
$
246

 
195

 
$
441

Money market accounts
8,044,254

 
7,410,784

 
6,238

 
5,972

 
0.31

 
0.32

 
500

 
(234
)
 
266

Savings deposits
909,660

 
722,172

 
249

 
126

 
0.11

 
0.07

 
32

 
91

 
123

Time deposits
4,006,465

 
4,066,346

 
8,220

 
8,106

 
0.83

 
0.68

 
(100
)
 
214

 
114

Federal funds purchased and securities sold under repurchase agreements
176,854

 
177,921

 
38

 
45

 
0.09

 
0.10

 

 
(7
)
 
(7
)
Long-term debt
2,184,072

 
2,361,973

 
15,478

 
15,070

 
2.83

 
2.55

 
(1,118
)
 
1,526

 
408

Total interest-bearing liabilities
$
20,105,634

 
18,937,934

 
$
32,474

 
31,129

 
0.65

 
0.66

 
$
(440
)
 
1,785

 
$
1,345

Non-interest bearing deposits
7,174,146

 
6,812,223

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Other liabilities
218,666

 
207,454

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Shareholders' equity
2,943,643

 
2,966,497

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total liabilities and equity
$
30,442,089

 
28,924,108

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest rate spread:
 
 
 
 
 
 
 
 
3.23

 
3.07

 
 
 
 
 
 
Net interest income - FTE/margin(4)
 
 
 
 
240,236

 
218,499

 
3.42
%
 
3.27

 
$
16,929

 
4,808

 
$
21,737

Taxable equivalent adjustment
 
 
 
 
309

 
305

 
 
 
 
 
 
 
 
 
 
  Net interest income, actual
 
 
 
 
$
239,927

 
218,194

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) Average loans are shown net of unearned income. Non-performing loans are included. Interest income includes fees as follows: 2017 - $7.9 million, 2016 - $7.8 million.
(2) Reflects taxable-equivalent adjustments, using the statutory federal income tax rate of 35%, in adjusting interest on tax-exempt loans and investment securities to a taxable-
equivalent basis.
(3) Includes average net unrealized gains (losses) on investment securities available for sale of $(49.8) million and $22.0 million for the three months ended March 31, 2017 and
2016, respectively.
(4) The net interest margin is calculated by dividing annualized net interest income - FTE by average total interest earnings assets.

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Market Risk Analysis
Interest rate risk is the primary market risk to which Synovus is potentially exposed. Synovus measures its sensitivity to changes in market interest rates through the use of a simulation model. Synovus uses this simulation model to determine a baseline net interest income forecast and the sensitivity of this forecast to changes in interest rates. These simulations include all of Synovus’ earning assets and liabilities. Forecasted balance sheet changes, primarily reflecting loan and deposit growth forecasts, are included in the periods modeled. Anticipated deposit mix changes in each interest rate scenario are also included in the periods modeled.
Synovus has modeled its baseline net interest income forecast assuming a flat interest rate environment with the federal funds rate at the Federal Reserve’s current targeted range of 0.75% to 1.00% and the current prime rate of 4.00%. Synovus has modeled the impact of a gradual increase in short-term rates of 100 and 200 basis points and a decline of 25 basis points to determine the sensitivity of net interest income for the next twelve months. Synovus continues to maintain a modestly asset sensitive position which would be expected to benefit net interest income in a rising interest rate environment and reduce net interest income in a declining interest rate environment. The following table represents the estimated sensitivity of net interest income to these changes in short-term interest rates at March 31, 2017, with comparable information for December 31, 2016.
 
 
 
Estimated % Change in Net Interest Income as Compared to Unchanged Rates (for the next twelve months)
 
 
Change in Short-term Interest Rates (in basis points)
 
March 31, 2017
 
December 31, 2016
 
+200
 
4.2%
 
4.6%
 
+100
 
2.4%
 
2.2%
 
Flat
 
—%
 
—%
 
-25
 
-1.3%
 
-2.3%
 
 
 
 
 
 
Several factors could serve to diminish or eliminate this asset sensitivity in a rising rate environment. These factors include a higher than projected level of deposit customer migration to higher cost deposits, such as certificates of deposit, which would increase total interest expense and serve to reduce the realized level of asset sensitivity. Another factor which could impact the realized interest rate sensitivity is the repricing behavior of interest bearing non-maturity deposits. Assumptions for repricing are expressed as a beta relative to the change in the prime rate. For instance, a 50% beta would correspond to a deposit rate that would increase 0.5% for every 1% increase in the prime rate. Projected betas for interest bearing non-maturity deposit repricing are a key component of determining the Company's interest rate risk positioning. Projected betas are based on historical analysis and current product features. Should realized betas be higher than projected betas, the expected benefit from higher interest rates would be diminished. The following table presents an example of the potential impact of an increase in repricing betas on Synovus' realized interest rate sensitivity position.
 
 
As of March 31, 2017
Change in Short-term Interest Rates (in basis points)
 
Base Scenario
 
15% Increase in Average Repricing Beta
+200
 
4.2%
 
2.4%
+100
 
2.4%
 
1.5%
 
 
 
 
 
The net interest income simulation model is the primary tool utilized to evaluate potential interest rate risks over a shorter term time horizon. Synovus also evaluates potential longer term interest rate risk through modeling and evaluation of EVE. Simulation modeling is utilized to measure the economic value of equity and its sensitivity to immediate changes in interest rates. These simulations value only the current balance sheet and do not incorporate growth assumptions used in the net interest income simulation. The economic value of equity is the net fair value of assets, liabilities, and off-balance sheet financial instruments derived from the present value of future cash flows discounted at current market interest rates. From this baseline valuation, Synovus evaluates changes in the value of each of these items in various interest rate scenarios to determine the net impact on the economic value of equity. Key assumptions utilized in the model, namely loan prepayments, investment security prepayments, deposit repricing betas, and non-maturity deposit duration have a significant impact on the results of the EVE simulations. As illustrated in the table below, the EVE model indicates that, compared with a valuation assuming stable rates, EVE is projected to increase by 1.4% and decrease by 0.3%, assuming an immediate and sustained increase in interest rates of 100 and 200 basis points, respectively. Assuming an immediate 25 basis point decline in rates, EVE is projected to decrease by 2.1%. These metrics reflect a moderation in long term asset sensitivity as compared to December 31, 2016. This moderation is primarily due to an increase in the duration of the investment portfolio and a slight increase in loan duration.

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Estimated Change in EVE
Immediate Change in Interest Rates (in basis points)
 
March 31, 2017
 
December 31, 2016
+200
 
-0.3%
 
2.8%
+100
 
1.4%
 
3.2%
-25
 
-2.1%
 
-3.3%
 
 
 
 
 
ADDITIONAL DISCLOSURES
Recently Issued Accounting Standards
Several accounting standards will be effective in fiscal year 2018 or later. Synovus is currently evaluating the requirements of these new ASUs to determine the impact on the consolidated financial statements:
ASU 2017-08, Receivables-Nonrefundable Fees and Other Costs: Premium Amortization on Purchased Callable Debt Securities
ASU 2017-05, Other Income-Gains and Losses from the Derecognition of Nonfinancial Assets, Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets
ASU 2017-04, Intangibles-Goodwill and Other, Simplifying the Test for Goodwill Impairment
ASU 2017-01, Business Combinations-Clarifying the Definition of a Business
ASU 2016-18, Statement of Cash Flows-Restricted Cash
ASU 2016-15, Statement of Cash Flows-Classification of Certain Cash Receipts and Cash Payments
ASU 2016-13, Financial Instruments-Credit Losses (CECL)
ASU 2016-02, Leases
ASU 2016-01, Financial Instruments-Overall: Recognition and Measurement of Financial Assets and Financial Liabilities
ASU 2014-09, Revenue from Contracts with Customers
The ASUs with the most significant impact on Synovus are ASU 2016-13, Financial Instruments-Credit Losses (CECL), effective in 2020, followed by the ASU 2014-09, Revenue from Contracts with Customers, effective in 2018, and ASU 2016-02, Leases, effective in 2019.

ASU 2016-13, Financial Instruments-Credit Losses (CECL). In June 2016, the FASB issued new accounting guidance related to credit losses. The new guidance replaces the existing incurred loss impairment guidance with a single expected credit loss methodology. The new guidance will require management’s estimate of credit losses over the full remaining expected life of loans and other financial instruments. For Synovus, the standard will apply to loans, unfunded loan commitments, and debt securities available for sale. The standard is effective for fiscal years beginning after December 15, 2019 and interim periods within those fiscal years.  Early adoption is permitted on January 1, 2019.  Upon adoption, Synovus expects to record a cumulative effect adjustment to retained earnings as of the beginning of the reporting period of adoption.  
Synovus has begun its implementation efforts which are led by a cross-functional steering committee. The early focus of the committee has been on assessing the data, calculations, and disclosures required by the standard as the committee develops a project plan to address these and provide for the implementation of the new standard.  Management expects that the allowance for loan losses will be higher under the new standard; however, management is still in the process of determining the magnitude of the increase and the impact on its financial statements and regulatory capital ratios.  Additionally, the extent of the increase on the allowance for loan losses will depend upon the composition of the loan portfolio upon adoption of the standard, as well as economic conditions and forecasts at that time.

ASU 2014-09, Revenue from Contracts with Customers. In May 2014, the FASB issued new accounting guidance for recognizing revenue from contracts with customers, which is effective on January 1, 2018. Early adoption is permitted. ASU 2014-09 establishes a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The standard is intended to increase comparability across industries. The core principle of the revenue model is that a company will recognize revenue when it transfers control of goods or services to customers at an amount that reflects the consideration to which it expects to be entitled in exchange for those goods or services.

Management has substantially completed the initial scoping exercise and determined that approximately 80% (50% excluding service charges on deposit accounts) of non-interest income revenue streams are within the scope of ASU 2014-09. Non-interest income streams that are out of scope of the new standard include mortgage income, securities gains (losses), BOLI, gains on sales of GGL/SBA loans, and certain other smaller components within non-interest income. Management has also substantially

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completed its evaluation of service charges on deposit accounts (which represent approximately 30% of non-interest income) and has determined that changes in revenue recognition for those contracts (considered day-to-day contracts) are not expected to result in a material impact to Synovus upon adoption. Synovus is currently reviewing contracts related to card fees, investment management and trust fees, and insurance commissions and fees. The review of the remaining contracts is expected to be completed by the end of the second quarter of 2017 and management expects to have a quantitative impact assessment by the end of the third quarter of 2017. While Synovus has not yet identified any material changes in the timing of revenue recognition, the review is ongoing, and management continues to evaluate the presentation of certain contract costs (whether presented gross or offset against non-interest revenue) for certain arrangements such as card interchange fees.
Extensive new disclosures will be required, including disaggregation of total revenue, information about performance obligations, information about key judgments and estimates and policy decisions regarding revenue recognition.

ASU 2016-02, Leases. In February 2016, the FASB issued its new standard on lease accounting. ASU 2016-02 introduces a lessee model that brings most leases on the balance sheet. Under the new standard, all lessees will recognize a right-of-use asset and a lease liability for all leases, including operating leases, with a lease term greater than 12 months. From a lessor perspective, the accounting model is largely unchanged, though the new standard does include certain targeted improvements to align, where necessary, lessor accounting with the lessee accounting model and the revenue recognition guidance in ASC Topic 606 (those related to evaluating when profit can be recognized). For Synovus, the impact of this ASU will primarily relate to its accounting and reporting of leases as a lessee. The new ASU will be effective for Synovus beginning January 1, 2019 (prior periods will be restated so prior years are comparable). Early adoption is permitted. Management currently estimates that the financial statement impact from the implementation of the new lease accounting standard will not be significant.

See "Note 1 - Significant Accounting Policies" in this Report for a discussion of recently adopted accounting standards updates.
Critical Accounting Policies
The accounting and financial reporting policies of Synovus are in accordance with GAAP and conform to the accounting and reporting guidelines prescribed by bank regulatory authorities. Synovus has identified certain of its accounting policies as “critical accounting policies,” consisting of those related to the allowance for loan losses and determination of the fair value of financial instruments. In determining which accounting policies are critical in nature, Synovus has identified the policies that require significant judgment or involve complex estimates. It is management's practice to discuss critical accounting policies with the Board of Directors' Audit Committee, including the development, selection, implementation and disclosure of the critical accounting policies. The application of these policies has a significant impact on Synovus’ unaudited interim consolidated financial statements. Synovus’ financial results could differ significantly if different judgments or estimates are used in the application of these policies. All accounting policies described in "Part II - Item 8. Financial Statements and Supplementary Data - Note 1 - Summary of Significant Accounting Policies" in Synovus' 2016 Form 10-K should be reviewed for a greater understanding of how we record and report our financial performance. During the three months ended March 31, 2017, there have been no significant changes to Synovus’ critical accounting policies, estimates and assumptions, or the judgments affecting the application of these estimates and assumptions from those disclosed in Synovus' 2016 Form 10-K.

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Non-GAAP Financial Measures
The measures entitled adjusted non-interest income; adjusted non-interest expense; adjusted efficiency ratio; adjusted net income available to common shareholders; adjusted net income per common share, diluted; average core deposits; average core transaction deposits; return on average tangible common equity; tangible common equity to tangible assets ratio; and common equity Tier 1 (CET1) ratio (fully phased-in) are not measures recognized under GAAP and therefore are considered non-GAAP financial measures. The most comparable GAAP measures to these measures are total non-interest income; total non-interest expense; efficiency ratio; net income available to common shareholders; net income per common share, diluted; total deposits; return on average common equity; the ratio of total shareholders' equity to total assets; and the CET1 ratio; respectively.
Management believes that these non-GAAP financial measures provide meaningful additional information about Synovus to assist management and investors in evaluating Synovus’ operating results, financial strength, the performance of its business, and the strength of its capital position. However, these non-GAAP financial measures have inherent limitations as analytical tools and should not be considered in isolation or as a substitute for analyses of operating results or capital position as reported under GAAP. The non-GAAP financial measures should be considered as additional views of the way our financial measures are affected by significant items and other factors, and since they are not required to be uniformly applied, they may not be comparable to other similarly titled measures at other companies. Adjusted non-interest income is a measure used by management to evaluate non-interest income exclusive of net investment securities gains/losses and changes in fair value of private equity investments, net. Adjusted non-interest expense and the adjusted efficiency ratio are measures utilized by management to measure the success of expense management initiatives focused on reducing recurring controllable operating costs. Adjusted net income available to common shareholders and adjusted net income per common share, diluted are measures used by management to evaluate operating results exclusive of items that are not indicative of ongoing operations and impact period-to-period comparisons. Average core deposits and average core transaction deposits are measures used by management to evaluate organic growth of deposits and the quality of deposits as a funding source. The return on average tangible common equity is a measure used by management to compare Synovus' performance with other financial institutions because it calculates the return available to common shareholders without the impact of intangible assets and their related amortization, thereby allowing management to evaluate the performance of the business consistently. The tangible common equity to tangible assets ratio and common equity Tier 1 (CET1) ratio (fully phased-in) are used by management and bank regulators to assess the strength of our capital position. The computations of these measures are set forth in the tables below.    

Reconciliation of Non-GAAP Financial Measures

Three Months Ended
 
Year Ended
(in thousands, except per share data)
March 31, 2017
 
March 31, 2016
 
December 31, 2016
Adjusted non-interest income
 
 
 
 
 
Total non-interest income
$
71,839

 
63,147

 
273,194

Subtract: Investment securities gains, net
(7,668
)
 
(67
)
 
(6,011
)
Add: Decrease in fair value of private equity investments, net
1,814

 
391

 
1,026

     Adjusted non-interest income
$
65,985

 
63,471

 
268,209

 
 
 
 
 
 
Adjusted non-interest expense
 
 
 
 
 
Total non-interest expense
$
197,388

 
188,233

 
 
Subtract: Restructuring charges, net
(6,511
)
 
(1,140
)
 
 
Subtract: Fair value adjustment to Visa derivative

 
(360
)
 
 
Subtract: Litigation settlement expenses

 
(2,700
)
 
 
Subtract: Loss on early extinguishment of debt, net

 
(4,735
)
 
 
Subtract: Amortization of intangibles
(183
)
 
(121
)
 
 
Subtract: Merger-related expense
(86
)
 

 
 
 Adjusted non-interest expense
$
190,608

 
179,177

 
 
 
 
 
 
 
 

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Reconciliation of Non-GAAP Financial Measures, continued

Three Months Ended
(in thousands, except per share data)
March 31, 2017
 
March 31, 2016
Adjusted efficiency ratio
 
 
 
Adjusted non-interest expense
$
190,608

 
179,177

Net interest income
239,927

 
218,193

Add: Tax equivalent adjustment
309

 
305

Total non-interest income
71,839

 
63,147

Subtract: Investment securities gains, net
(7,668
)
 
(67
)
Total revenues
304,407

 
281,578

Add: Decrease in fair value of private equity investments, net
1,814

 
391

Total adjusted revenues
$
306,221

 
281,969

Efficiency ratio
64.84
%
 
66.85

      Adjusted efficiency ratio
62.25
%
 
63.54

 
 
 
 
Adjusted net income available to common shareholders
 
 
 
Adjusted net income per common share, diluted
 
 
 
Net income available to common shareholders
$
69,298

 
49,972

Add: Litigation settlement expenses

 
2,700

Add: Restructuring charges, net
6,511

 
1,140

Add: Merger-related expense
86

 

Add: Fair value adjustment to Visa derivative

 
360

Add: Loss on early extinguishment of debt, net

 
4,735

Add: Decrease in fair value of private equity investments, net
1,814

 
391

Subtract: Investment securities gains, net
(7,668
)
 
(67
)
Subtract: Tax effect of adjustments
(267
)
 
(3,389
)
       Adjusted net income available to common shareholders
$
69,774

 
$
55,842

Weighted average common shares outstanding - diluted
123,059

 
127,857

Net income per common share, diluted
$
0.56

 
0.39
  Adjusted net income per common share, diluted
$
0.57

 
0.44
 
 
 
 


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Reconciliation of Non-GAAP Financial Measures, continued

 
(dollars in thousands)
March 31, 2017
 
December 31, 2016
 
March 31, 2016
Average core deposits and average core transaction deposits
 
 
 
 
 
Average total deposits
$
24,918,855

 
24,661,265

 
23,210,263

Subtract: Average brokered deposits
(1,380,787
)
 
(1,380,931
)
 
(1,095,239
)
     Average core deposits
23,538,068

 
23,280,334

 
22,115,024

Subtract: Average total SCM deposits
(2,238,324
)
 
(2,356,567
)
 
(2,440,749
)
Subtract: Average time deposits excluding SCM deposits
(3,151,888
)
 
(3,147,620
)
 
(3,137,379
)
Average core transaction deposits
$
18,147,856

 
17,776,147

 
16,536,896

 
 
 
 
 
 
Return on average tangible common equity
 
 
 
 
 
Total average shareholders' equity
$
2,943,643

 
2,912,687

 
2,966,497

Subtract: Average Series C Preferred Stock
(125,980
)
 
(125,980
)
 
(125,980
)
Average common equity
2,817,663

 
2,786,707

 
2,840,517

Subtract: Average goodwill
(59,649
)
 
(55,144
)
 
(24,431
)
Subtract: Average other intangible assets, net
(13,177
)
 
(233
)
 
(367
)
Average tangible common equity
2,744,837

 
2,731,330

 
2,815,719

Net income available to common shareholders annualized
281,043

 
262,526

 
200,983

Add: Amortization of intangibles, annualized and after-tax
469

 
1,003

 
307

Adjusted net income available to common shareholders annualized
$
281,512

 
263,529

 
201,290

Return on average common equity
9.97
%
 
9.42

 
7.08

     Return on average tangible common equity
10.26
%
 
9.65

 
7.15

Tangible common equity to tangible assets ratio
 
 
 
 
 
Total assets
$
30,679,589

 
30,104,002

 
29,171,257

Subtract: Goodwill
(57,010
)
 
(59,678
)
 
(24,431
)
Subtract: Other intangible assets, net
(12,137
)
 
(13,223
)
 
(277
)
Tangible assets
$
30,610,442

 
30,031,101

 
29,146,549

Total shareholders' equity
$
2,962,127

 
2,927,924

 
2,953,268

Subtract: Goodwill
(57,010
)
 
(59,678
)
 
(24,431
)
Subtract: Other intangible assets, net
(12,137
)
 
(13,223
)
 
(277
)
Subtract: Series C Preferred Stock, no par value
(125,980
)
 
(125,980
)
 
(125,980
)
Tangible common equity
$
2,767,000

 
2,729,043

 
2,802,580

Total shareholders' equity to total assets ratio
9.66
%
 
9.73

 
10.12

     Tangible common equity to tangible assets ratio
9.04
%
 
9.09

 
9.62

Common equity Tier 1 (CET1) ratio (fully phased-in)
 
 
 
 
 
Common equity Tier 1 (CET1)
$
2,672,648

 
 
 
 
Subtract: Adjustment related to capital components
(39,834
)
 
 
 
 
CET1 (fully phased-in)
2,632,814

 
 
 
 
Total risk-weighted assets
27,101,110

 
 
 
 
Total risk-weighted assets (fully phased-in)
27,337,983

 
 
 
 
Common equity Tier 1 (CET1) ratio
9.86
%
 
 
 
 
     Common equity Tier 1 (CET1) ratio (fully phased-in)
9.63
%
 
 
 
 
 
 
 
 
 
 



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ITEM 3. – QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The information presented in the Market Risk Analysis section of the Management's Discussion and Analysis of Financial Condition and Results of Operations is incorporated herein by reference.
ITEM 4. – CONTROLS AND PROCEDURES
In connection with the preparation of this Quarterly Report on Form 10-Q, an evaluation was carried out by Synovus' management, with the participation of Synovus' Chief Executive Officer and Chief Financial Officer, of the effectiveness of Synovus' disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Disclosure controls and procedures are designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms and that such information is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosures. Based on that evaluation, Synovus' Chief Executive Officer and Chief Financial Officer have concluded that, as of March 31, 2017, Synovus' disclosure controls and procedures were effective.     
There have been no material changes in Synovus' internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) that occurred during the quarter ended March 31, 2017 that have materially affected, or are reasonably likely to materially affect, Synovus' internal control over financial reporting.


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PART II. – OTHER INFORMATION
ITEM 1. – LEGAL PROCEEDINGS
Synovus and its subsidiaries are subject to various legal proceedings, claims and disputes that arise in the ordinary course of its business. Additionally, in the ordinary course of business, Synovus and its subsidiaries are subject to regulatory examinations, information gathering requests, inquiries and investigations. Synovus, like many other financial institutions, has been the target of legal actions and other proceedings asserting claims for damages and related relief for losses. These actions include mortgage loan and other loan put-back claims, claims and counterclaims asserted by individual borrowers related to their loans and allegations of violations of state and federal laws and regulations relating to banking practices, including putative class action matters. In addition to actual damages if Synovus does not prevail in such asserted legal actions, credit-related litigation could result in additional write-downs or charge-offs of assets, which could adversely affect Synovus' results of operations during the period in which the write-down or charge-off were to occur.
Based on Synovus' current knowledge and advice of counsel, management presently does not believe that the liabilities arising from these legal matters will have a material adverse effect on Synovus' consolidated financial condition, results of operations or cash flows. However, it is possible that the ultimate resolution of these legal matters could have a material adverse effect on Synovus' results of operations and financial condition for any particular period. For additional information, see "Note 13 - Legal Proceedings" of this Report, which Note is incorporated herein by this reference.
ITEM 1A. – RISK FACTORS
In addition to the other information set forth in this Report, you should carefully consider the factors discussed in "Part I - Item IA - Risk Factors” of Synovus’ 2016 Form 10-K which could materially affect its business, financial position, results of operations, cash flows, or future results. Please be aware that these risks may change over time and other risks may prove to be important in the future. New risks may emerge at any time, and we cannot predict such risks or estimate the extent to which they may affect our business, financial condition or results of operations, or the trading price of our securities.
There were no material changes during the period covered by this Report to the risk factors previously disclosed in Synovus’ 2016 10-K.
ITEM 2. – UNREGISTERED SALES OF SECURITIES AND USE OF PROCEEDS
(a) None.
(b) None.
(c) Issuer Purchases of Equity Securities:
Synovus' Board of Directors authorized a $200 million share repurchase program that will expire at the end of 2017. This program was announced on January 17, 2017. The table below sets forth information regarding repurchases of our common stock during the first quarter of 2017.
Share Repurchases
 
Total Number of Shares Repurchased
 
Average Price Paid per Share(1)
 
Total Number
of Shares Repurchased as
Part of
Publicly Announced
Plans or Programs
 
Maximum Approximate
Dollar Value
of Shares
that May Yet Be
Purchased Under the
Plans or Programs
 
 
 
 
 
January 2017
 
36,000

 
$
42.15

 
36,000

 
$
198,482,482

February 2017
 
324,000

 
42.05

 
324,000

 
184,856,772

March 2017
 

 

 

 
184,856,772

Total
 
360,000

 
$
42.06

 
360,000

 

 
 
 
 
 
 
 
 
 
(1) The average price paid per share is calculated on a trade date basis for all open market transactions and excludes commissions and other transaction expenses.

The foregoing repurchases during the first quarter of 2017 were purchased through a combination of open market transactions and privately negotiated transactions, including under plans complying with Rule 10b5-1 under the Exchange Act.

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ITEM 3. – DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. – MINE SAFETY DISCLOSURES
None.
ITEM 5. – OTHER INFORMATION
None.

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ITEM 6. – EXHIBITS  
 
 
 
Exhibit
Number
 
Description
 
 
3.1

 
Amended and Restated Articles of Incorporation of Synovus, as amended, incorporated by reference to Exhibit 3.1 of Synovus’ Quarterly Report on Form 10-Q for the quarter ended June 30, 2010, as filed with the SEC on August 9, 2010.
 
 
3.2

 
Articles of Amendment to the Amended and Restated Articles of Incorporation of Synovus with respect to the Series C Preferred Stock, incorporated by reference to Exhibit 3.1 to Synovus' Current Report on Form 8-K dated July 25, 2013, as filed with the SEC on July 25, 2013.
 
 
 
3.3

 
Articles of Amendment to the Amended and Restated Articles of Incorporation of Synovus, incorporated by reference to Exhibit 3.1 to Synovus' Current Report on Form 8-K dated April 29, 2014, as filed with the SEC on April 29, 2014.
 
 
 
3.4

 
Articles of Amendment to the Amended and Restated Articles of Incorporation of Synovus, incorporated by reference to Exhibit 3.1 to Synovus' Current Report on Form 8-K dated May 19, 2014, as filed with the SEC on May 19, 2014.
 
 
 
3.5

 
Bylaws, as amended, of Synovus, incorporated by reference to Exhibit 3.1 of Synovus' Current Report on Form 8-K dated November 8, 2010, as filed with the SEC on November 9, 2010.
 
 
10.1

 
Summary of Board of Directors Compensation.
 
 
 
10.2

 
Framework Agreement, dated April 17, 2017, by and among Cabela's Incorporated, World's Foremost Bank, Synovus Bank, Capital One Bank (USA), National Association and, solely for purposes of the recitals thereto and Section 5.18, Section 8.2 and Article IX thereof, Capital One, National Association, incorporated by reference to Exhibit 2.1 to Synovus' Current Report on Form 8-K dated April 17, 2017, as filed with the SEC on April 17, 2017.*
 
 
 
10.3

 
Asset and Deposit Purchase Agreement, dated as of April 17, 2017, by and among Cabela's Incorporated, World's Foremost Bank and Synovus Bank, incorporated by reference to Exhibit 2.2 to Synovus' Current Report on Form 8-K dated April 17, 2017, as filed with the SEC on April 17, 2017.
 
 
 
10.4

 
Asset Purchase Agreement, dated as of April 17, 2017, by and between Capital One Bank (USA), National Association and Synovus Bank, incorporated by reference to Exhibit 2.3 to Synovus' Current Report on Form 8-K dated April 17, 207, as filed with the SEC on April 17, 2017.
 
 
 
12.1

 
Ratio of Earnings to Fixed Charges.
 
 
 
31.1

 
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
 
 
 
31.2

 
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
 
 
 
32

 
Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
 
 
 
101

 
Interactive Data File
 
 
 
 
 
* Schedules have been omitted pursuant to Item 601(b)(2) of Regulation S-K under the Securities Act of 1933, as amended. A copy of any omitted schedule will be furnished supplementally to the Securities and Exchange Commission upon request.
 
 
 

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SIGNATURES
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 thereunto duly authorized.

 
 
SYNOVUS FINANCIAL CORP.
 
 
 
May 5, 2017
By:
 
/s/ Kevin S. Blair
Date
 
 
Kevin S. Blair
 
 
 
Executive Vice President and Chief Financial Officer
 
 
 
(Duly Authorized Officer and Principal Financial Officer)


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