IBERIABANK : MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (form 10-Q)

The following discussion and analysis is intended to assist readers in
understanding the consolidated financial condition and results of operations of
IBERIABANK Corporation and its wholly-owned subsidiaries (collectively, the
Company) as of and for the period ended March 31, 2020, and updates the Annual
Report on Form 10-K for the year ended December 31, 2019. This discussion should
be read in conjunction with the unaudited consolidated financial statements,
accompanying footnotes and supplemental financial data included herein. The
emphasis of this discussion will be amounts as of March 31, 2020 compared to
December 31, 2019 for the balance sheets and the three months ended March 31,
2020 compared to March 31, 2019 for the statements of comprehensive income.
Certain amounts in prior year presentations have been reclassified to conform to
the current year presentation.
When we refer to the "Company," "we," "our" or "us" in this Report, we mean
IBERIABANK Corporation and subsidiaries (consolidated). When we refer to the
"Parent," we mean IBERIABANK Corporation. See the Glossary of Defined Terms at
the end of this Report for terms used throughout this Report.
Forward-looking Statements

To the extent that statements in this Report relate to future plans, objectives,
financial results or performance of the Company, these statements are deemed to
be "forward-looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995. Such statements, which are based on management's
current information, estimates and assumptions and the current economic
environment, are generally identified by use of the words "may," "plan,"
"believe," "expect," "intend," "will," "should," "continue," "potential,"
"anticipate," "estimate," "predict," "project" or similar expressions, or the
negative of these terms or other comparable terminology. The Company's actual
strategies and results in future periods may differ materially from those
currently expected due to various risks and uncertainties.
Forward-looking statements represent management's beliefs, based upon
information available at the time the statements are made, with regard to the
matters addressed; they are not guarantees of future performance.
Forward-looking statements are subject to numerous assumptions, risks and
uncertainties that change over time and could cause actual results or financial
condition to differ materially from those expressed in or implied by such
statements. Factors that could cause or contribute to such differences include,
but are not limited to:

• economic or business conditions in our markets or nationally, including the

future impacts of the novel coronavirus disease (COVID-19) outbreak and

measures taken in response for which future developments are highly uncertain

and difficult to predict;

• the level of market volatility;

• our ability to execute our growth strategy, including the availability of

future bank acquisition opportunities;

• our ability to execute on our revenue and efficiency improvement initiatives;

• unanticipated delays, losses, business disruptions and diversion of management

time related to the completion and integration of mergers and acquisitions;

• actual results deviating from the Company's current estimates and assumptions

of timing and amounts of cash flows;

• credit risk of our customers;

• effects of decreases in oil and other energy prices;

• effects of residential real estate prices and levels of home sales;

                                       52
--------------------------------------------------------------------------------

• our ability to satisfy capital and liquidity standards;

• sufficiency of our allowance for expected credit losses and the accuracy of

the assumptions or estimates used in preparing our financial statements,

including those related to the new CECL accounting guidance;

• changes in interest rates;

• access to funding sources;

• reliance on the services of executive management;

• competition for loans, deposits and investment dollars;

• competition from competitors with greater financial resources;

• reputational risks and social factors;

• changes in Financial Accounting Standards Board accounting standards and their

interpretations;

• changes in government regulations and legislation, including tax regulations;

• increases in FDIC insurance assessments;

• geographic concentration of our markets;

• rapid changes in the financial services industry;

• significant litigation;

• cyber-security risks including dependence on our operational, technological,

and organizational systems and infrastructure and those of third party

providers of those services;

• hurricanes and other adverse weather events;

• valuation of intangible assets; and

• merger-related risks, including:

•        possible negative impact on our stock price and future business and
         financial results,

• uncertainties while the merger is pending which could have a negative effect,

• termination of the merger agreement,

•        uncertainty regarding the market price of First Horizon National
         Corporation common stock at closing,

• receipt of required regulatory approvals with adverse conditions, and

• current or future adverse legislation or regulation.

Factors that may cause actual results to differ materially from these
forward-looking statements are discussed in the Company's Annual Report on Form
10-K and other filings with the Securities and Exchange Commission (the "SEC"),
available at the SEC's website, www.sec.gov, and the Company's website,
www.iberiabank.com, under the heading "Investor Relations" and then "Financial
Information." Except as otherwise disclosed herein, information is as of the
date of this report. Except to the extent required by applicable law or
regulation, the Company undertakes no obligation to revise or update publicly
any forward-looking statement for any reason.

                                       53
--------------------------------------------------------------------------------

INTRODUCTION

IBERIABANK Corporation is a financial holding company based in Lafayette,
Louisiana. Through its subsidiaries, the Company provides a full range of
commercial and consumer banking services, including private banking, small
business, wealth and trust management, retail brokerage, mortgage, commercial
leasing and equipment financing, and title insurance services through locations
in Louisiana, Arkansas, Tennessee, Alabama, Texas, Florida, Georgia, South
Carolina, North Carolina, Mississippi, Missouri, and New York.
This following discussion and analysis is intended to assist readers in
understanding the consolidated financial condition and results of operations of
the Company. It should be read in conjunction with the Consolidated Financial
Statements and accompanying Notes to the Consolidated Financial Statements in
Part I, Item 1 of this Form 10-Q, as well as with the other information
contained in this report.
EXECUTIVE OVERVIEW
Significant Events

COVID-19 Pandemic and Economic Impact

The COVID-19 pandemic began to meaningfully affect the United States in March
2020. The spread of COVID-19 has created a public health crisis that has
resulted in widespread volatility and disruptions in household, business,
economic, and market conditions. The majority of states in the U.S., including
some where the Company operates, have declared public health emergencies and
have also enacted temporary closures of businesses, issued quarantine orders and
taken other restrictive measures in response to the COVID-19 pandemic. COVID-19
has not yet been officially contained and could affect significantly more
households and businesses. The duration and severity of the pandemic continue to
be impossible to predict, as is the potential for a seasonal or other resurgence
after its initial containment. The extent to which the pandemic will impact the
Company's business and results of operations will depend on future developments
which are beyond the Company's control and are highly uncertain. New information
may emerge concerning the severity of the pandemic and further action taken to
prevent, treat, or mitigate the spread of COVID-19 including economic impacts,
such as governmental, regulatory, banking supervisory and other federal, state
and local actions.

The Company's business has been designated an essential business, which allows
it to continue to serve its customers. The Company has taken steps to operate
through this crisis by executing its business continuity plan to protect the
health and welfare of associates and mitigate disruption in the operation of its
business as it is currently operating under a drive-through and appointment-only
strategy at almost all branch locations. The Company currently has approximately
60% of its workforce working remotely. While we have not yet experienced
material adverse disruptions to internal operations due to the pandemic, we
continue to monitor and review the existing and evolving risks and developments.

In light of volatility in the capital markets and economic disruptions, the
Company continues to carefully monitor its capital and liquidity positions.The
Company continues to work with customers affected by COVID-19, and in certain
instances has deferred scheduled loan payments and/or loan maturities. As of
April 30, 2020, almost 4,800 customers have requested these deferrals for $3.5
billion in loans. All of these deferrals are for loans due in 2020, and none of
the deferrals exceed a period of six months.

In March 2020, in response to the COVID-19 pandemic, the FOMC lowered the target
range for the federal funds rate 150 basis points to 0.00% to 0.25%. The FOMC
expects to maintain this target range until it is confident that the economy has
weathered recent events and is on track to achieve its maximum employment and
price stability goals. Maintaining the current level of the federal funds rate
could cause overall interest rates to fall, which may negatively impact the
Company's net interest margin.

                                       54
--------------------------------------------------------------------------------


The COVID-19 pandemic and its impact on certain portions of the world's economy
has contributed to a significant reduction in oil consumption. Combined with a
failure of OPEC and Russia to reach a production cut agreement in March of 2020,
excess oil supply and weakening global demand have weighed heavily on oil
prices, which reached an 18-year intra-day low at $20 per barrel in March of
2020 and continued to decline throughout April. As a result, the expectation of
continuing inventory builds, concern over future global economic growth and
associated global oil demand, the responsiveness of oil producers, and general
economic and geopolitical uncertainty could contribute to future disruptions in
oil prices. The Company remains cautious regarding the effects of this
disruption in oil prices on its customers in the oil and gas industry. The
Company has made a concerted effort through stringent underwriting standards and
conservative concentration limits to balance risk and return as it relates to
energy exposures. Energy-related loans were $1.3 billion, or 5% of the Company's
total loan portfolio at March 31, 2020. Given events during the first quarter of
2020, the Company experienced some downward migration in the ratings of energy
credits as might be expected, and there were two energy-related charge-offs
during the period. Future losses, however, will depend on the duration and
severity of the depression in oil prices. The Company will continue to manage
risk by reducing and exiting energy relationships that no longer fit its credit
profile and recording additional provision, as necessary.

The U.S. government has taken numerous actions through multiple stimulus
packages, the most significant of which is the Coronavirus Aid, Relief, and
Economic Security Act, or CARES Act. The CARES Act was signed into law on March
27, 2020, and provides over $2.0 trillion in emergency economic relief to
individuals and businesses impacted by the COVID-19 pandemic. The CARES Act
includes a range of other provisions designed to support the U.S. economy and
mitigate the impact of COVID-19 on financial institutions and their customers,
including through the authorization of various programs and measures that the
U.S. Department of the Treasury, the Small Business Administration, the Federal
Reserve Board, and other federal banking agencies may or are required to
implement. Further, in response to the COVID-19 outbreak, the Federal Reserve
Board has implemented or announced a number of facilities to provide emergency
liquidity to various segments of the U.S. economy and financial markets. The
Company has not participated as a borrower in any of the lending facilities
created by the CARES Act for financial institutions as it believes it has
adequate liquidity to fund ongoing operations.

Additionally, the CARES Act authorized the Small Business Administration (SBA)
to temporarily guarantee loans under a new 7(a) loan program called the Paycheck
Protection Program (PPP). As a qualified SBA lender, the Company was
automatically authorized to originate PPP loans. An eligible business can apply
for a PPP loan up to the greater of: 2.5 times its average monthly "payroll
costs;" or $10 million. PPP loans will have: an interest rate of 1.0%, a
two-year loan term to maturity, and principal and interest payments deferred for
six months from the date of disbursement. The SBA will guarantee 100% of the PPP
loans made eligible to borrowers. The entire principal amount of the borrower's
PPP loan, including any accrued interest, is eligible to be reduced by the loan
forgiveness amount under the PPP so long as employees and compensation levels of
the business are maintained and 75% of the loan proceeds are used for payroll
expenses, with the remaining 25% of the loan proceeds used for other qualifying
expenses. As of April 30, 2020, the Company had funded approximately $1.6
billion in PPP loans to over 6,700 customers. These loans have been funded by
short-term advances from the FHLB and deposits, with the majority of funding
coming from non-interest-bearing deposits. As of that date, the Company had
received approximately 7,400 additional applications for up to $560 million of
loans under the PPP.
Adoption of New Accounting Standard
On January 1, 2020, the Company adopted ASU No. 2016-13, Financial Instruments -
Credit Losses (ASC 326): Measurement of Credit Losses on Financial Instruments.
ASC 326 replaced the incurred loss model for determining the allowance for
credit losses with a current expected credit loss model for financial assets
carried at amortized cost, including loans, leases, and loan commitments. ASC
326 requires recognition of lifetime expected credit losses that takes into
consideration all available relevant information including details of past
events, current conditions and reasonable and supportable forecasts of future
economic conditions. The transition adjustment on January 1, 2020 resulted in an
increase to the AECL of $82.3 million. The increase in the AECL at transition
primarily related to required increases for residential mortgage loans to
establish an estimate of lifetime expected credit losses for these longer dated
loans, as well as an increase for non-owner-occupied real estate loans
reflecting higher LGDs under the CECL model.

                                       55
--------------------------------------------------------------------------------


In March 2020, the U.S. banking agencies issued an interim final rule that
became effective on March 31, 2020, and that provides banking organizations with
an alternative option to delay for two years their estimates of the impact of
CECL, relative to the incurred loss methodology, on regulatory capital, followed
by a three-year transition period. As further described in Note 8 to the
accompanying consolidated financial statements, the Company has elected to use
this alternative option. The Company continues to anticipate that capital levels
will be sufficient to meet all applicable regulatory capital requirements.
See Note 2, Recent Accounting Pronouncements, in the accompanying consolidated
financial statements for additional discussion of the adoption of ASC 326.
Quarterly Financial Performance Summary
Highlights of the Company's financial performance for the first quarter of 2020
are discussed below compared to the results for the first quarter of 2019. Refer
to the subsequent sections of MD&A for further detail.
•      Net income available to common shareholders for the quarter ended March

31, 2020 totaled $32.8 million, or $0.62 diluted EPS, compared to $96.5

million, or $1.75 diluted EPS, for the same period of 2019. Non-GAAP core

EPS, which excludes merger-related costs and other items, was $0.67 for

the first quarter of 2020 compared to $1.72 for the same period of 2019.

Refer to Table 16 - Non-GAAP Measures in this MD&A for further information

on non-GAAP items.

• Net interest income was $230.3 million for the first quarter of 2020, a

$20.1 million, or 8%, decrease compared to the same quarter of 2019. Net
       interest margin on a tax-equivalent basis decreased 42 basis points to
       3.17% from 3.59%, primarily attributable to lower yields on loans and
       investment securities as well as lower average investment securities

balances. Asset yields were unfavorably impacted by cuts to the target

federal funds rate and the corresponding impact to LIBOR over the past 12

months.

• Non-interest income increased $12.1 million, or 23%, to $64.7 million for

the quarter ended March 31, 2020, primarily driven by higher mortgage

       income.


•      Non-interest expense for the first quarter of 2020 increased $18.7
       million, or 12%, to $177.4 million compared to the same period of 2019,

primarily from $5.5 million in credit valuation adjustments on customer

derivatives and higher non-core expenses, primarily related to salaries

and employee benefits. Non-interest expenses in the first quarter of 2019

were favorably impacted by interest received on refunds from the Company's

federal income tax filings.

• Income tax expense decreased $18.2 million, or 60%, to $12.2 million for

the quarter ended March 31, 2020, primarily as a result of lower income

before income taxes.

• Total assets at March 31, 2020 were $32.2 billion, up $526.5 million, or

2%, from December 31, 2019, primarily driven by organic loan growth.

• Total loans and leases increased $520.1 million, or 2%, to $24.5 billion

from December 31, 2019, driven by strong loan growth in the Corporate

Asset Finance (equipment financing and leasing business) and Energy

(reserve-based and midstream lending) groups, as well as in the Houston,

New Orleans, and New York markets.

• Effective January 1, 2020, the Company adopted the current expected credit

loss (CECL) methodology for estimating its credit losses, which resulted

in an $82.3 million increase in the allowance for expected credit losses,

increasing the allowance coverage of total loans and leases from 0.68% to

1.02% upon adoption.

• The Company recorded a provision for expected credit losses of $69.0

million for the quarter ended March 31, 2020, a $55.2 million increase

from the provision recorded for the same period of 2019, primarily driven

by the expected impact of the COVID-19 pandemic on future losses and to a

much lesser extent the increase attributable to reserving for expected

lifetime losses under CECL.

• Credit quality remained strong. Non-performing assets to total assets were

0.60% at March 31, 2020 compared to 0.54% at December 31, 2019. Net

charge-offs to average loans and leases on an annualized basis increased

       three basis points to 0.16% for the three months ended March 31, 2020
       compared to 0.13% for the comparable 2019 period.



                                       56

--------------------------------------------------------------------------------

• Total deposits increased $306.9 million, or 1%, to $25.5 billion at March

31, 2020, attributable to growth in demand deposits, including $309.1

       million in non-interest-bearing deposit growth, offset by maturing time
       deposits. Deposit growth was strongest in the Palm Beach/Broward,
       Southwest Louisiana, Birmingham, and New Orleans markets, as well as the
       Energy group.


Pending Merger
As previously disclosed, on November 3, 2019, the Company entered into a merger
agreement to combine with First Horizon in an all-stock merger of equals. On
April 24, 2020, the Company received shareholder approval for the merger. The
merger is expected to be completed in the second quarter of 2020, pending
receipt of the remaining regulatory approvals and other customary closing
conditions.
FINANCIAL OVERVIEW
The following table sets forth selected financial ratios and other relevant data
used by management to analyze the Company's performance.
             TABLE 1-SELECTED CONSOLIDATED FINANCIAL AND OTHER DATA

                                                   As of and For the Three Months Ended March 31,
                                                           2020                        2019
Key Ratios (1)
Return on average assets                                        0.46 %                        1.32 %
Core return on average assets (Non-GAAP) (2)                    0.49                          1.29
Return on average common equity                                 3.21                          9.85
Core return on average tangible common equity
(Non-GAAP) (2) (3)                                              5.53                         15.03
Equity to assets at end of period                              13.48                         13.25
Earning assets to interest-bearing liabilities
at end of period                                              143.60                        142.25
Interest rate spread (4)                                        2.74                          3.15
Net interest margin (TE) (4) (5)                                3.17                          3.59
Non-interest expense to average assets
(annualized)                                                    2.23                          2.09
Efficiency ratio (6)                                            60.1                          52.4
Core tangible efficiency ratio (TE) (Non-GAAP)
(2) (3) (5) (6)                                                 57.4                          51.3
Common stock dividend payout ratio                              75.3                          24.3
Asset Quality Data
Non-performing assets to total assets at end of
period (7)                                                      0.60 %                        0.58 %
Allowance for expected credit losses to
non-performing loans and leases at end of period
(7)                                                           171.80                        104.46
Allowance for expected credit losses to total
loans and leases at end of period                               1.24                          0.69
Consolidated Capital Ratios
Tier 1 leverage ratio                                           9.93 %                        9.67 %
Common equity tier 1 (CET1)                                    10.44                         10.73
Tier 1 risk-based capital ratio                                11.28                         11.25
Total risk-based capital ratio                                 12.48                         12.33

(1) With the exception of end-of-period ratios, all ratios are based on average

     daily balances during the respective periods.


(2)  See Table 16 for GAAP to Non-GAAP reconciliations.


(3)  Tangible calculations eliminate the effect of goodwill and

acquisition-related intangible assets and the corresponding amortization

expense on a tax-effected basis where applicable.

(4) Interest rate spread represents the difference between the weighted average

yield on earning assets and the weighted average cost of interest-bearing

     liabilities. Net interest margin represents net interest income as a
     percentage of average earning assets.



                                       57

--------------------------------------------------------------------------------

(5) Fully taxable equivalent (TE) calculations include the tax benefit

associated with related income sources that are tax-exempt using a rate of

21%.

(6) The efficiency ratio represents non-interest expense as a percentage of

total revenues. Total revenues are the sum of net interest income and

non-interest income.

(7) Non-performing loans consist of non-accruing loans and accruing loans 90

days or more past due. Non-performing assets consist of non-performing loans

and other real estate owned, including repossessed assets.

APPLICATION OF CRITICAL ACCOUNTING POLICIES AND ESTIMATES

In preparing the consolidated financial statements and accompanying notes, management is required to apply significant judgment to various accounting, reporting and disclosure matters. Other than the items discussed below, there have been no changes to other critical accounting policies subsequent to December 31, 2019 as described in the Company's 2019 Form 10-K.

Allowance for Expected Credit Losses

Effective January 1, 2020, the Company adopted ASU No. 2016-13, "Financial
Instruments - Credit Losses (Topic 326)," (ASC 326) which significantly changed
the measurement of credit losses for certain financial instruments, such as
loans and investment securities. See Note, 2, Recent Accounting Pronouncements,
in the accompanying consolidated financial statements for a complete discussion
of the adoption of ASC 326.  However, the allowance for expected credit losses
(AECL) continues to be considered a critical accounting estimate based on the
associated degree of judgment and complexity involved in establishing the
estimate for credit losses and is described below.

The Company maintains the AECL at a level that management believes appropriate
to absorb estimated lifetime credit losses, including losses associated with
unfunded commitments.  The AECL includes three components: 1) a model-based
component  using a probability of default (PD) and loss given default (LGD)
methodology; 2) a qualitative component that accommodates for the imprecision of
certain assumptions and inherent uncertainties in the model-based component; and
3) a specific reserve component for loans that must be individually assessed for
impairment.  The following discusses the factors used to determine the AECL
which have a significant impact on the determination of the AECL and require
significant judgment and estimation by management:

• Risk ratings assigned to individual commercial loans and unfunded credit

commitments. All commercial loans are assigned a risk rating in accordance

with the borrower's financial strength which is used to assign a PD and

LGD rating to the loan. The scorecards are prepared by various experienced

individuals, such as underwriters, relationship managers or portfolio

managers and are subject to periodic review by an internal team of credit

       specialists.

• Forecasts of future economic conditions used in the model-based component

of the AECL. Forecasts of future economic conditions are extremely complex

and require a significant amount of judgment. The interdependencies of

economic variables within a forecast increase the uncertainty inherently

present in all forecasts. The Company uses multiple externally developed

macroeconomic scenarios to establish a reasonable and supportable forecast

that takes into consideration available information and assumptions

regarding the evolution of the economy over time. Forecasts of a stable

economic environment produce lower estimates of expected credit losses

than forecasts of slower near-term growth or with recessionary concerns.

• Application of qualitative adjustments to the quantitative model-based

component of the AECL. This reflects management's judgment of risk for

imprecision of certain assumptions and uncertainties inherent in the

model-based component and considers model assumptions and performance,

       process risk, and other considerations.




                                       58

--------------------------------------------------------------------------------


Changes in the factors noted above or other factors may not occur at the same
rate and may not be consistent across all geographies or product types.
Additionally, changes in factors may be directionally inconsistent, such that
improvements in one factor may offset deterioration in other factors. As a
result, it is difficult to estimate how the overall AECL would be impacted by
isolated changes in one factor.  It is also difficult to predict how changes in
forecasts of future economic conditions or assumptions might affect borrower
behavior or other factors management considers in estimating the AECL. Because
significant judgment is used in the development of the AECL, it is possible that
others performing similar analyses could reach different conclusions.

As a result of the deterioration in economic conditions caused by the COVID-19
pandemic during the first quarter of 2020 and the related increase in economic
uncertainty, the Company updated the various forward-looking economic scenarios
to be considered in the development of the AECL, taking into consideration
possible economic outcomes of the COVID-19 pandemic, including the possibility
of recessionary conditions.  These economic scenarios and the related impact on
the AECL varied significantly as they considered this unprecedented freeze on
commerce in the U.S. and the uncertainty surrounding the length of the COVID-19
pandemic. As an illustration of the effect of changes in estimates relating to
the AECL, if the economic scenario previously referred to as "moderate
recession" (as it existed as of March 31, 2020) were to be fully realized, it
would result in an increase in the model-based component of the AECL of
approximately $180 million.  However, the modeling of this scenario includes
forecasts of certain macroeconomic variables at levels never before seen in
modern history. Thus, modeled relationships between losses and economic
variables, which are based on history, may be less reliable when applied to such
scenarios. This illustration only represents the impact of changes on the
model-based component of the AECL as of March 31, 2020 and does not consider
qualitative changes in the AECL related to management judgment that might occur.

For further discussion of the AECL, see Note 1, Summary of Significant Accounting Policies, and Note 5, Allowance for Expected Credit Losses, to the consolidated financial statements.

Valuation of Goodwill

The Company accounts for acquisitions using the acquisition method of
accounting. Under this method, the Company records the assets acquired,
including identified intangible assets, and liabilities assumed, at their
respective fair values, which in many instances involves estimates based on
third party valuations, such as appraisals, or internal valuations based on
discounted cash flow analyses or other valuation techniques. Any excess of
consideration paid in the acquisition over the fair value of the identifiable
net assets acquired is recorded as goodwill. Goodwill is not amortized, but is
assessed for potential impairment at the reporting unit level on an annual
basis, as of October 1st, or whenever events or changes in circumstances
indicate that it is more likely than not the fair value of a reporting unit is
less than its respective carrying amount.
In light of the COVID-19 pandemic and its impact on macroeconomic conditions,
the unprecedented economic uncertainty, and the significant declines in the
Company's stock price and overall prices in the equity markets, management
concluded that an interim quantitative test was necessary for all reporting
units for the first quarter of 2020. The Company revised its fair value
methodologies to include a higher weighting of the discounted cash flow method
compared to market-based methods and updated key assumptions including discount
rate. The Company factored in multiple economic scenarios, in an effort to take
into account the current economic uncertainty, and determined that the estimated
fair value of each reporting unit exceeded its carrying value. Therefore, the
goodwill of each reporting unit was considered not to be impaired as of the
testing date.
The goodwill impairment evaluation requires management to utilize significant
judgments and assumptions which are based on the best information available at
the time. Performing a sensitivity analysis is difficult given the current
unprecedented and uncertain economic environment and the results of future
impairment tests could vary in subsequent reporting periods if conditions differ
substantially from the assumptions utilized in completing the evaluations. The
excess of fair value over the carrying amount is narrow.  Any further
deterioration in economic conditions or prolonged levels of depressed economic
activity resulting from the COVID-19 pandemic could likely result in some level
of goodwill impairment.

For additional information on goodwill, see Note 1, Summary of Significant Accounting Policies, in the Company's 2019 10-K and Note 6, Goodwill and Other Acquired Intangible Assets, to the accompanying consolidated financial statements.

                                       59
--------------------------------------------------------------------------------


RESULTS OF OPERATIONS
The Company reported net income available to common shareholders of $32.8
million and $96.5 million for the three months ended March 31, 2020 and 2019,
respectively. EPS on a diluted basis was $0.62 for the first quarter of 2020 and
$1.75 for the same period of 2019.
The following discussion provides additional information on the Company's
operating results for the three months ended March 31, 2020 and 2019, segregated
by major income statement captions.
Net Interest Income/Net Interest margin
Net interest income is the difference between interest realized on earning
assets and interest accrued on interest-bearing liabilities and is also the
largest driver of earnings. As such, it is subject to constant scrutiny by
management. The rate of return and relative risk associated with earning assets
are weighed to determine the appropriateness and mix of earning assets.
Additionally, the need for lower cost funding sources is weighed against
relationships with clients and future growth opportunities.

                                       60
--------------------------------------------------------------------------------


The following table sets forth information regarding (i) the total dollar amount
of interest income from earning assets and the resultant average yields;
(ii) the total dollar amount of interest expense on interest-bearing liabilities
and the resultant average rates; (iii) net interest income; (iv) net interest
spread; and (v) net interest margin. Net interest spread is the difference
between the yields earned on average earning assets and the rates paid on
average interest-bearing liabilities. Net interest margin on a tax-equivalent
basis is net interest income (TE) as a percentage of average earning assets.

Information is based on average daily balances during the indicated periods.
Investment security market value adjustments and trade-date accounting
adjustments are not considered to be earning assets and, as such, the net effect
of these adjustments is included in non-earning assets.
 TABLE 2-QUARTERLY AVERAGE BALANCES, NET INTEREST INCOME AND INTEREST YIELDS /
                                     RATES
                                                                      Three Months Ended March 31,
                                                     2020                                                       2019
                              Average              Interest           Yield/ Rate        Average              Interest           Yield/ Rate
(in thousands)                Balance         Income/Expense (1)        (TE)(2)          Balance         Income/Expense (1)        (TE)(2)
Earning Assets:
Loans and leases:
Commercial loans and
leases                     $ 16,791,766     $            188,063          4.52 %      $ 15,253,655     $            194,510          5.19 %
Residential mortgage loans    4,800,131                   50,457          4.20 %         4,385,634                   47,829          4.36 %
Consumer and other loans      2,561,285                   33,226          5.22 %         2,960,397                   42,540          5.83 %
Total loans and leases       24,153,182                  271,746          4.53 %        22,599,686                  284,879          5.11 %
Mortgage loans held for
sale                            189,597                    1,678          3.54 %            95,588                    1,054          4.41 %
Investment securities(3)      4,035,469                   25,402          2.56 %         5,052,922                   36,125          2.90 %
Other earning assets            960,762                    4,103          1.72 %           533,745                    4,026          3.06 %
Total earning assets         29,339,010                  302,929          4.17 %        28,281,941                  326,084          4.68 %
Allowance for loan and
lease losses                   (231,914 )                                                 (140,915 )
Non-earning assets            2,879,043                                                  2,692,474
Total assets               $ 31,986,139                                               $ 30,833,500
Interest-bearing
liabilities:
Deposits:
Interest-bearing demand
deposits                   $  4,834,171     $              9,962          0.83 %      $  4,458,634     $             11,396          1.04 %
Savings and money market
accounts                      9,930,353                   31,244          1.27 %         9,089,099                   28,762          1.28 %
Time deposits                 4,149,574                   22,470          2.18 %         3,859,354                   20,077          2.11 %
Total interest-bearing
deposits (4)                 18,914,098                   63,676          1.35 %        17,407,087                   60,235          1.40 %
Short-term borrowings           226,665                      266          0.47 %         1,151,219                    5,716          2.01 %
Long-term debt                1,341,943                    8,645          2.59 %         1,463,862                    9,649          2.67 %
Total interest-bearing
liabilities                  20,482,706                   72,587          1.43 %        20,022,168                   75,600          1.53 %
Non-interest-bearing
deposits                      6,540,532                                                  6,271,313
Non-interest-bearing
liabilities                     623,868                                                    434,516
Total liabilities            27,647,106                                                 26,727,997
Total shareholders' equity    4,339,033                                                  4,105,503
Total liabilities and
shareholders' equity       $ 31,986,139                                               $ 30,833,500
Net earning assets         $  8,856,304                                               $  8,259,773
Net interest income /
Net interest spread                         $            230,342          2.74 %                       $            250,484          3.15 %
Net interest income (TE) /
Net interest margin (TE)
(1)                                         $            231,653          3.17 %                       $            251,833          3.59 %

(1) Interest income includes loan fees of $0.8 and $1.0 million for the

three-month periods ended March 31, 2020 and 2019, respectively.

(2) Fully taxable equivalent (TE) calculations include the tax benefit

associated with related income sources that are tax-exempt using a rate of

21%.

(3) Balances exclude unrealized gains or losses on securities available for sale

and the impact of trade date accounting.

(4) Total deposit costs for the three months ended March 31, 2020 and 2019 were

     1.01% and 1.03%, respectively.



                                       61

--------------------------------------------------------------------------------


Net interest income decreased $20.1 million, or 8%, to $230.3 million in the
first quarter of 2020 when compared to the same quarter of 2019. Tax equivalent
net interest margin decreased 42 basis points to 3.17% from 3.59% when comparing
the periods.
Interest income decreased $23.2 million in the first quarter of 2020 when
compared to the same quarter of 2019, as the yield on average earnings assets
decreased 51 basis points to 4.17% from 4.68% when comparing the periods. The
decrease in yield was primarily attributable to a 58 basis point decrease in the
yield on average loans and leases. This was partially offset by a $1.6 billion
increase in the average balance of loans and leases driven by organic loan
growth throughout the Company's footprint. The decrease in interest income was
also attributable to a $1.0 billion decrease in the average balance of
investment securities and a 34 basis point decrease in the respective yield when
comparing the periods.
Interest expense decreased $3.0 million in the first quarter of 2020 when
compared to the same quarter of 2019. Interest expense on borrowings decreased
$6.5 million due to a $924.6 million decrease in the average balance on
short-term borrowings from FHLB advance repayments and a 154 basis point
decrease in the average rate paid when comparing the periods. This was partially
offset by a $3.4 million increase in interest expense on deposits as the average
balance on interest-bearing deposits increased $1.5 billion when compared to the
first quarter of 2019. The average rate paid on interest-bearing deposits
decreased 5 basis points when comparing the quarters.

Earning assets yields and funding costs were impacted by three FOMC target
federal funds rate decreases of 25 basis points each in 2019 and a decrease of
150 basis points in March 2020 which lowered the target range to 0.00% to 0.25%.
The following table displays the dollar amount of changes in interest income and
interest expense for major components of earning assets and interest-bearing
liabilities. The table distinguishes between (i) changes attributable to volume
(changes in average volume between periods times the average yield/rate for the
two periods), (ii) changes attributable to rate (changes in average rate between
periods times the average volume for the two periods), and (iii) total increase
(decrease). Changes attributable to both volume and rate are allocated ratably
between the volume and rate categories.
              TABLE 3 - SUMMARY OF CHANGES IN NET INTEREST INCOME

                                                  Three months ended March 

31, 2020 compared to March 31, 2019

                                                        Change Attributable To
                                                                                                     Net Increase
(in thousands)                                    Volume                      Rate                    (Decrease)
Earning assets:
Loans and leases:
Commercial loans and leases                $          19,741         $           (26,188 )       $            (6,447 )
Residential mortgage loans                             4,403                      (1,775 )                     2,628
Consumer and other loans                              (4,932 )                    (4,382 )                    (9,314 )
Mortgage loans held for sale                             866                        (242 )                       624
Investment securities                                 (6,748 )                    (3,975 )                   (10,723 )
Other earning assets                                   2,047                      (1,970 )                        77
Net change in income on earning assets                15,377                     (38,532 )                   (23,155 )
Interest-bearing liabilities:
Deposits:
Interest-bearing demand deposits                         986                      (2,420 )                    (1,434 )
Savings and money market accounts                      3,347                        (865 )                     2,482
Time deposits                                          1,730                         663                       2,393
Borrowings                                            (3,917 )                    (2,537 )                    (6,454 )
Net change in expense on interest-bearing
liabilities                                            2,146                      (5,159 )                    (3,013 )
Change in net interest income              $          13,231         $           (33,373 )       $           (20,142 )



                                       62

--------------------------------------------------------------------------------


Provision for Expected Credit Losses
The provision for expected credit losses represents the expense necessary to
maintain the AECL at a level that in management's judgment is appropriate to
absorb estimated lifetime expected credit losses, including losses associated
with unfunded commitments, inherent in the portfolio at the balance sheet date.
The provision for expected credit losses totaled $69.0 million for the first
quarter of 2020, a $55.2 million, or 401%, increase compared to the same period
in 2019. The increase in the provision reflects the projected impact of the
COVID-19 pandemic on expected future losses and to a much lesser extent the
increase attributable to reserving for expected lifetime losses under CECL. For
additional information about general asset quality trends, see the Asset Quality
section of this MD&A.
Non-interest Income
Non-interest income was $64.7 million for the three months ended March 31, 2020
compared to $52.5 million for the same period of 2019, a $12.1 million, or 23%,
increase. The increase was primarily attributable to an $11.4 million increase
in mortgage income which was favorably impacted by a $230.2 million increase in
sales volume and an increase in the fair value of mortgage derivatives. Title
income increased $0.7 million due to increases in title insurance and closing
fee income. This was partially offset by a decrease of $0.5 million in
commission income due to lower customer swap activity.
Non-interest Expense
Non-interest expense was $177.4 million for the first quarter of 2020, an
increase of $18.7 million, or 12%, when compared to the same period of 2019. For
the quarter, the Company's efficiency ratio was 60.1%, compared to 52.4% in the
first quarter of 2019.
Other non-interest expense increased $8.7 million primarily from $5.5 million in
credit valuation adjustments on customer derivatives during the first quarter of
2020. Other non-interest expense in the first quarter of 2019 was favorably
impacted by interest received on refunds from the Company's federal income tax
filings.
Salaries and employee benefits increased $4.2 million, or 4%, when comparing the
first quarter of 2020 to the same period of 2019, primarily driven by merit
increases and an additional business day during the quarter. In addition,
mortgage incentive expense was higher due to increased mortgage production.
The increase in impairment of long-lived assets and other losses was a result of
$2.4 million in impairment related to mortgage servicing rights during the first
quarter of 2020.
Net occupancy and equipment expense increased $1.4 million, primarily as a
result of increases in rent, moving and merger-related expenses.
Income Taxes
The Company recorded income tax expense of $12.2 million for the three months
ended March 31, 2020 and $30.3 million for the three months ended March 31,
2019, which resulted in an effective income tax rate of 25.1% and 23.3%,
respectively. The decrease in income tax expense was primarily the result of
lower taxable income before income taxes in the current period.

The Company's effective tax rate is impacted by state income taxes (net of
federal income tax benefit), tax-exempt income, non-deductible expenses, and the
recognition of tax credits. The effective tax rate may vary significantly due to
fluctuations in the amount and source of pre-tax income, changes in amounts of
non-deductible expenses, and timing of the recognition of tax credits.

The Company's federal tax returns for the years 2014 to 2017 are currently under
audit by the Internal Revenue Service.
ANALYSIS OF FINANCIAL CONDITION
Loans and Leases
The Company had total loans and leases of $24.5 billion at March 31, 2020, an
increase of $520.1 million, or 2%, from December 31, 2019. The increase was a
result of legacy loan growth of $736.7 billion, or 4%, offset by pay-downs and
pay-offs on acquired loans.

                                       63
--------------------------------------------------------------------------------


The Company believes its loan portfolio is diversified by product and geography
throughout its footprint. Loan growth thus far in 2020 was strongest in the
Corporate Asset Finance (equipment financing and leasing business) and Energy
(primarily reserve-based and midstream lending) groups, as well as the Houston,
New Orleans and New York markets. Loans in the Corporate Asset Finance group
increased $172.1 million, or 22% since December 31, 2019. In the first three
months of 2020, the Houston market grew loans $119.4 million, or 9%, the New
Orleans market grew loans $96.7 million, or 4%, and the New York market grew
loans $47.4 million, or 9%. The Energy group grew loans and leases $46.0
million, or 4%, thus far in 2020.
The Company's loan to deposit ratio was 96% at March 31, 2020 and 95% at
December 31, 2019. The percentage of fixed-rate loans to total loans was
approximately 38% at both March 31, 2020 and December 31, 2019.
Loans and leases outstanding at March 31, 2020 and December 31, 2019 by
portfolio segment and class are presented in the following table.
                            TABLE 4-SUMMARY OF LOANS
                               March 31, 2020            December 31, 2019        $ Change     % Change
(in thousands)               Balance         Mix         Balance         Mix
Commercial loans and
leases:
  Real estate-
construction              $  1,322,627         5 %   $   1,321,663         6 %        964          -
  Real estate-
owner-occupied               2,424,139        10         2,475,326        10      (51,187 )       (2 )
  Real estate-
non-owner-occupied           6,484,257        27         6,267,106        26      217,151          3
  Commercial and
industrial (1)               6,909,841        28         6,547,538        27      362,303          6
Total commercial loans
and leases                  17,140,864        70        16,611,633        69      529,231          3

Consumer and other loans:

  Residential mortgage       4,849,119        20         4,739,075        20      110,044          2
  Home equity                1,926,753         8         1,987,336         8      (60,583 )       (3 )
  Other                        624,896         2           683,455         3      (58,559 )       (9 )
Total consumer and other
loans                        7,400,768        30         7,409,866        31       (9,098 )        -
    Total loans and
leases                    $ 24,541,632       100 %   $  24,021,499       100 %    520,133          2

(1) Includes equipment financing leases

Commercial Loans and Leases
Total commercial loans and leases increased $529.2 million, or 3%, from December
31, 2019. Commercial loans and leases were 70% of the total portfolio at March
31, 2020 and 69% at December 31, 2019. Unfunded commitments on commercial loans
including approved loan commitments not yet funded were $6.2 billion at March
31, 2020, a decrease of $340.5 million, or 5%, when compared to the end of 2019.

Commercial real estate loans include loans to commercial customers for
medium-term financing of land and buildings or for land development or
construction of a building. These loans are repaid from revenues through
operations of the businesses, rents of properties, sales of properties and
refinances. The Company's underwriting standards generally provide for loan
terms of three to seven years, with amortization schedules of generally no more
than twenty-five years. Low loan-to-value ratios are generally maintained and
usually limited to no more than 80% at the time of origination.

The commercial real estate portfolio is comprised of approximately 13%
construction loans, 24% owner-occupied loans, and 63% non-owner-occupied loans
as of March 31, 2020, relatively consistent with the portfolio mix at December
31, 2019. Commercial real estate loans increased $166.9 million, or 2%, during
the first three months of 2020, from loan growth across multiple markets,
primarily in the Houston, New Orleans, and Miami-Dade markets, which all had
commercial real estate loan growth of over $50 million.

                                       64
--------------------------------------------------------------------------------


Commercial and industrial loans and leases represent loans to commercial
customers to finance general working capital needs, equipment purchases and
leases and other projects where repayment is derived from cash flows resulting
from business operations. The Company originates C&I loans and leases on a
secured and, to a lesser extent, unsecured basis. C&I loans may be term loans or
revolving lines of credit. Term loans are generally structured with terms of no
more than three to seven years, with amortization schedules of generally no more
than fifteen years. C&I term loans and leases are generally secured by
equipment, machinery, or other corporate assets. Revolving lines of credit are
generally structured as advances upon perfected security interests in accounts
receivable and inventory and generally have annual maturities.
As of March 31, 2020, C&I loans and leases totaled $6.9 billion, a $362.3
million, or 6%, increase from December 31, 2019, primarily driven by growth in
the Company's Corporate Asset Finance and Energy groups, which grew C&I loans
$172.1 million and $45.6 million, respectively, thus far in 2020. Commercial and
industrial loans and leases comprised 28% of the total portfolio at March 31,
2020 and 27% at December 31, 2019.
The following table details the Company's commercial loans and leases by state.
          TABLE 5-COMMERCIAL LOANS AND LEASES BY STATE OF ORIGINATION
(in thousands)               March 31, 2020        December 31, 2019      $ Change      % Change
Louisiana                 $        3,664,488     $         3,586,091       78,397            2
Florida                            4,875,938               4,802,565       73,373            2
Alabama                            1,598,919               1,568,307       30,612            2
Texas (1)                          2,917,050               2,780,641      136,409            5
Georgia                            1,186,970               1,188,253       (1,283 )          -
Arkansas                             759,920                 766,781       (6,861 )         (1 )
Tennessee                            499,423                 504,235       (4,812 )         (1 )
New York                             143,770                 110,503       33,267           30
South Carolina and North
Carolina                             224,657                 210,014       14,643            7
Other (2)                          1,269,729               1,094,243      175,486           16
  Total                   $       17,140,864     $        16,611,633      529,231            3

(1) Texas loans include $1.3 billion and $1.2 billion in Energy group loans at

March 31, 2020 and December 31, 2019, respectively.


(2)  Other loans include primarily equipment financing and corporate asset

financing loans and leases, which the Company does not classify by state.

Consumer and Other Loans
The Company offers consumer loans in order to provide a full range of retail
financial services to customers in the communities in which it operates. The
Company originates substantially all of its consumer loans in its primary market
areas.
Residential mortgage loans consist of loans to consumers to finance a primary or
secondary residence. The vast majority of the residential mortgage loan
portfolio is comprised of non-conforming 1-4 family mortgage loans secured by
properties located in the Company's market areas and is originated under terms
and documentation that permit their sale in a secondary market. The larger
mortgage loans of current and prospective private banking clients are generally
retained to enhance relationships, but also tend to be more profitable due to
the expected shorter durations and relatively lower servicing costs associated
with loans of this size. The Company does not originate or hold negative
amortization, option ARM, or other exotic mortgage loans in its portfolio. The
Company makes insignificant investments in loans that would be considered
sub-prime (e.g., loans with a credit score of less than 620) in order to
facilitate compliance with relevant Community Reinvestment Act regulations.
Total residential mortgage loans increased $110.0 million, or 2%, compared to
December 31, 2019, primarily the result of growth in the Houston, New York,
Dallas, Atlanta, and New Orleans markets, which all had growth over $10 million.

                                       65
--------------------------------------------------------------------------------


Home equity loans allow customers to borrow against the equity in their home and
are secured by a first or second mortgage on the borrower's residence. Home
equity loans were $1.9 billion at March 31, 2020, a decrease of $60.6 million
from December 31, 2019. Unfunded commitments related to home equity loans and
lines were $1.0 billion at March 31, 2020, a decrease of $30.0 million, or 3%,
from the end of 2019.
All other consumer loans, which consist of credit card loans, automobile loans
and other personal loans, decreased $58.6 million, or 9%, from December 31,
2019, primarily from decreases in other personal loans and indirect automobile
loans, a product that is no longer offered.
Additional information on the Company's consumer loan portfolio is presented in
the following tables. For the purposes of Table 7, unscoreable consumer loans
have been included with loans with credit scores below 660. Credit scores
reflect the most recent information available as of the dates indicated.
            TABLE 6-CONSUMER AND OTHER LOANS BY STATE OF ORIGINATION

(in thousands)                March 31, 2020        December 31, 2019      $ Change     % Change
Louisiana                  $        1,538,831     $         1,564,325      (25,494 )         (2 )
Florida                             3,411,439               3,418,268       (6,829 )          -
Alabama                               434,969                 434,327          642            -
Texas                                 624,719                 581,754       42,965            7
Georgia                               310,540                 294,047       16,493            6
Arkansas                              326,204                 330,775       (4,571 )         (1 )
Tennessee                              76,523                  82,115       (5,592 )         (7 )
New York                              410,197                 396,092       14,105            4
South Carolina and North
Carolina                               11,154                   8,102        3,052           38
Other (1)                             256,192                 300,061      (43,869 )        (15 )
Total                      $        7,400,768     $         7,409,866       (9,098 )          -

(1) Other loans include primarily credit card and indirect consumer loans, which

the Company does not classify by state.

                TABLE 7-CONSUMER AND OTHER LOANS BY CREDIT SCORE
(in thousands)  March 31, 2020      December 31, 2019
Above 720      $      4,617,815    $         4,538,571
660-720               1,378,817              1,328,041
Below 660             1,404,136              1,543,254
  Total        $      7,400,768    $         7,409,866


Impact of COVID-19 Pandemic
Due to the unprecedented economic disruption due to the COVID-19 pandemic, on
March 27, 2020, the CARES Act was signed into law, which provides relief for
small businesses.
Among other provisions, as part of this relief, the CARES Act established the
Payroll Protection Program (PPP), intended to provide small businesses with
eight weeks of cash flow assistance through loans that are fully guaranteed by
the federal government. Loans funded under the PPP will be forgiven as long as
the loan proceeds are used to cover payroll costs and most mortgage interest,
rent, and utility costs over the eight-week period after the loan is funded and
employee and compensation levels are maintained. Although loan terms are
standard, the amount of the loan may vary by customer, but is limited by a $10
million cap. As of April 30, 2020, the Company had funded approximately $1.6
billion in PPP loans to over 6,700 customers. These loans have been funded by
short-term advances from the FHLB and deposits, with the majority of funding
coming from non-interest-bearing deposits. As of that date, the Company had
received approximately 7,400 additional applications for up to $560 million of
loans under the PPP.

                                       66
--------------------------------------------------------------------------------


In response to the COVID-19 pandemic, during the first quarter of 2020, the
joint federal bank regulatory agencies issued an interagency statement that
encouraged financial institutions to work with borrowers affected by COVID-19,
specifically noting that the FDIC will not criticize financial institutions for
prudent loan modifications and will not direct financial institutions to
automatically categorize these COVID-19 related loan modifications as TDRs, as
long as these modifications are short-term modifications made on a good faith
basis. The Company continues to work with its affected customers, and in certain
instances has deferred scheduled loan payments and/or loan maturities. As of
April 30, 2020, almost 4,800 customers have requested these deferrals for $3.5
billion in loans. All of these deferrals are for loans due in 2020, and none of
the deferrals exceed a period of six months.
In addition to these deferrals, the Company has funded loans with associated
interest rate swap agreements, whereby the Company has advanced funds under the
loan to fund interest payments on the swaps. As of April 30, 2020, there were
approximately $525 million of these loans.
Certain industries have felt an immediate impact from social distancing measures
implemented as a result of the pandemic. The Company has internally segmented
its commercial loan and lease portfolio by immediacy and severity of impact,
using a number of assumptions, to assess the risk of loss inherent in its
portfolio. Certain industries are experiencing immediate severe disruption from
various COVID-19-related impacts, including social distancing and a decline in
commodity prices. Industries the Company has included in those immediately and
severely impacted include hotels, lodging, and other traveler accommodation,
restaurants and food service, retail, energy, and entertainment, among others.
At March 31, 2020, approximately $4.4 billion, or 26%, of the Company's
commercial loan and lease portfolio has been included in those industries
immediately impacted and are most at risk of rating downgrades or default, and
as a result are at an elevated risk of credit loss.
Due to uncertainty as to the length and magnitude of the COVID-19 pandemic, as
well as uncertainty as to the success of the CARES Act and other stimulus
packages on the restoration of normal economic conditions, the long-term impact
of the COVID-19 pandemic on expected future losses and overall asset quality of
the Company's loan and lease portfolio are subject to change from current
expectations.
Mortgage Loans Held for Sale
Mortgage loans held for sale totaled $207.8 million at March 31, 2020, a
decrease of $5.5 million, or 3%, from $213.4 million at year-end 2019, as sales
have outpaced origination activity during the first quarter of 2020. The Company
sells the majority of conforming mortgage loan originations in the secondary
market rather than assume the interest rate risk associated with these longer
term assets. Upon the sale, the Company retains servicing on a limited portion
of these loans. Loans held for sale are primarily fixed-rate single-family
residential mortgage loans under contracts to be sold in the secondary market.
In most cases, loans in this category are sold within thirty days of closing.
Buyers generally have recourse to return a purchased loan to the Company under
limited circumstances.
See Note 1, Summary of Significant Accounting Policies, in the 2019 10-K for
further discussion.
Investment Securities
Investment securities decreased $23.4 million, or 1%, since December 31, 2019 to
$4.1 billion at March 31, 2020, primarily due to net principal payments,
partially offset by increases in unrealized gains on the available-for-sale
portfolio. Approximately 96% of the Company's investment portfolio is in AFS
securities, which experience unrealized gains when interest rates fall.
Investment securities approximated 13% of total assets at March 31, 2020 and
December 31, 2019, respectively.
All of the Company's mortgage-backed securities were issued by
government-sponsored enterprises at March 31, 2020 and December 31, 2019. The
Company does not hold any Fannie Mae or Freddie Mac preferred stock, corporate
equity, collateralized debt obligations, collateralized loan obligations, or
structured investment vehicles, nor does it hold any private label
collateralized mortgage obligations, subprime, Alt-A, sovereign debt, or second
lien elements in its investment portfolio. At March 31, 2020 and December 31,
2019, the Company's investment portfolio did not contain any securities that are
directly backed by subprime or Alt-A mortgages.
Funds generated as a result of sales and prepayments of investment securities
are used to fund loan growth and purchase other securities. The Company
continues to monitor market conditions and take advantage of market
opportunities with appropriate risk and return elements.

                                       67
--------------------------------------------------------------------------------


Asset Quality
The lending activities of the Company are governed by underwriting policies
established by management and approved by the Board Risk Committee of the Board
of Directors. For additional information on loan underwriting, loan origination,
monitoring of loan payment performance, loan review, and the determination of
past due and non-accrual status, as well as the Company's policies for recording
payments received, placing loans and leases on non-accrual status, and the
resumption of interest accrual on non-accruing loans and leases, see Note 1,
Description of Business, Basis of Presentation, and Changes in Significant
Accounting Policies, in the accompanying consolidated financial statements.
For commercial loans and leases, the Company utilizes regulatory classification
ratings to monitor credit quality. For further discussion of regulatory
classification ratings, see Note 5, Allowance for Expected Credit Losses And
Credit Quality, to the unaudited consolidated financial statements. For consumer
loans, the Company utilizes FICO scores to monitor credit quality as these are
widely accepted measures of a borrowers risk of non-repayment over the life of a
loan. These credit quality indicators are continually updated and monitored.
Real estate acquired by the Company through foreclosure or by deed-in-lieu of
foreclosure is classified as OREO, and is recorded at the lesser of the related
loan balance (the pro-rata carrying value for acquired loans) or estimated fair
value less costs to sell. Closed bank branches are also classified as OREO and
recorded at the lower of cost or market value.
Non-performing Assets and Troubled Debt Restructurings
The Company defines non-performing assets as non-accrual loans, accruing loans
more than 90 days past due, OREO, and foreclosed property. Management
continuously monitors and transfers loans to non-accrual status when warranted.
Under GAAP, certain loan modifications or restructurings are designated as TDRs.
In general, the modification or restructuring of a debt constitutes a TDR if the
Company, for economic or legal reasons related to the borrower's financial
difficulties, grants a concession to the borrower that the Company would not
otherwise consider under current market conditions.

Prior to the adoption of ASC 326 on January 1, 2020, acquired loans that
reflected credit deterioration since origination to the extent that it was
probable that the Company would be unable to collect all contractually required
payments were classified as purchased credit impaired loans, or "acquired
impaired loans". All other acquired loans were classified as purchased
non-impaired loans, or "acquired non-impaired loans". In accordance with ASC
Topic 310-30, at the time of acquisition, acquired impaired loans were accounted
for individually or aggregated into loan pools with similar characteristics.
From these pools, the Company used certain loan information to estimate the
expected cash flows for each loan pool. For acquired impaired loans, the
expected cash flows at the acquisition date in excess of the fair value of loans
were recorded as interest income over the life of the loans using a level yield
method if the timing and amount of future cash flows was reasonably estimable.
The adoption of ASC 326 resulted in a change in the accounting for purchased
credit impaired loans, which are considered purchased credit deteriorated (PCD)
loans under ASC 326. Prior to January 1, 2020, past due and non-accrual loan and
lease amounts excluded PCD loans, even if contractually past due or if the
Company did not expect to receive payment in full, as the Company was accreting
interest income over the expected life of the loans. Accordingly, the asset
quality measures at March 31, 2020 are not comparable to prior periods.

                                       68
--------------------------------------------------------------------------------

The following table sets forth the composition of the Company's non-performing assets and TDRs for the periods indicated.

         TABLE 8-NON-PERFORMING ASSETS AND TROUBLED DEBT RESTRUCTURINGS
(in thousands)                     March 31, 2020     December 31, 2019    $ Change     % Change
Non-accrual loans and leases:
Commercial                        $       84,712     $          76,287       8,425           11
Mortgage                                  48,067                34,833      13,234           38
Consumer and other                        33,784                27,785       5,999           22
Total non-accrual loans and
leases                                   166,563               138,905      27,658           20
Accruing loans and leases 90 days
or more past due                          10,963                 3,257       7,706          237
Total non-performing loans and
leases (1)                               177,526               142,162      35,364           25
OREO and foreclosed property (2)          15,893                27,985     (12,092 )        (43 )
Total non-performing assets              193,419               170,147      23,272           14
Performing troubled debt
restructurings (3)                        68,113                67,972         141            -
Total non-performing assets and
performing troubled debt
restructurings                    $      261,532     $         238,119      23,413           10
Non-performing loans and leases
to total loans and leases (1)               0.72 %                0.59 %
Non-performing assets to total
assets                                      0.60 %                0.54 %
Non-performing assets and
performing troubled debt
restructurings to total
assets (2)                                  0.81 %                0.75 %
Allowance for expected credit
losses to non-performing loans
and leases                                171.80 %              114.82 %
Allowance for expected credit
losses to total loans and leases            1.24 %                0.68 %

(1) Non-performing loans exclude acquired impaired loans, even if contractually

past due or if the Company does not expect to receive payment in full, as

the Company was currently accreting interest income over the expected life

of the loans prior to January 1, 2020. Total non-performing assets at March

31, 2020 included $14.7 million in non-accrual loans and leases and $1.7

million in accruing loans and leases 90 days or more past due that are PCD

loans.

(2) There were no former bank properties held for development or resale at March

31, 2020 or December 31, 2019.

(3) Performing troubled debt restructurings for March 31, 2020 and December 31,

2019 exclude $62.2 million and $64.9 million, respectively, in troubled debt

restructurings that meet non-performing asset criteria.

Total non-performing assets increased $23.3 million, or 14%, compared to
December 31, 2019, as non-performing loans and leases increased $35.4 million
and OREO and foreclosed property decreased $12.1 million from the sale of
multiple properties in the first three months of 2020. Non-performing loans and
leases increased partially driven by the implementation of CECL which requires
acquired impaired loans to be classified as non-accrual or past due based on
performance. The increase was also driven by an increase in non-accrual mortgage
and commercial loans, as a limited number of loans moved to non-accrual in 2020.
Potential Problem Loans
At March 31, 2020, the Company had $168.5 million of commercial loans and leases
classified as substandard and $27.8 million of commercial loans classified as
doubtful. Accordingly, the aggregate of the Company's classified commercial
loans was 0.61% of total assets and 1.15% of total commercial loans at March 31,
2020. At December 31, 2019, classified commercial loans totaled $158.5 million,
or 0.50% of total assets, and 0.95% of total commercial loans. The increase from
year-end 2019 was primarily driven by the downgrades of a limited number of
larger commercial loans during 2020.

                                       69
--------------------------------------------------------------------------------


In addition to the problem loans described above, there were $96.9 of commercial
loans classified as special mention at March 31, 2020, which in management's
opinion were subject to potential future rating downgrades. Special mention
loans have potential weaknesses that, if left uncorrected, may result in
deterioration of the Company's credit position at some future date. Special
mention loans decreased $30.8 million, or 24%, from year-end 2019, and were
0.57% of total commercial loans at March 31, 2020 and 0.77% at December 31,
2019.
Past Due and Non-accrual Loans
Past due status is based on the contractual terms of loans. Total past due and
non-accrual loans were 1.05% of total loans and leases at March 31, 2020
compared to 0.88% at December 31, 2019. Additional information on past due loans
and leases is presented in the following table.
             TABLE 9-PAST DUE AND NON-ACCRUAL LOAN SEGREGATION (1)
                              March 31, 2020                 December 31, 2019
                                          % of                              % of
                                       Outstanding                       Outstanding
(in thousands)            Amount         Balance          Amount           Balance       $ Change     % Change
Accruing loans and
leases
30-59 days past due    $   62,372            0.25     $      44,119            0.19       18,253           41
60-89 days past due        18,330            0.07            24,085            0.10       (5,755 )        (24 )
90-119 days past due        9,023            0.04             2,217            0.01        6,806          307
120 days past due or
more                        1,940            0.01             1,040               -          900           87
                           91,665            0.37            71,461            0.30       20,204           28
Non-accrual loans and
leases                    166,563            0.68           138,905            0.58       27,658           20
Total past due and
non-accrual loans and
leases                 $  258,228            1.05     $     210,366            0.88       47,862           23

(1) Prior to January 1, 2020, past due and non-accrual loan amounts exclude PCD

loans, even if contractually past due, or if the Company did not expect to

receive payment in full, as the Company was accreting interest income over

the expected life of the loans.

Total past due and non-accrual loans and leases increased $47.9 million from
December 31, 2019 to $258.2 million at March 31, 2020. The implementation of
CECL requires purchased credit deteriorated loans to be classified as
non-accrual or past due based on performance, resulting in a $14.7 million
increase in non-accrual loans and a $5.6 million increase in accruing loans past
due more than 30 days. The remaining increases were a result of the movement of
a limited number of loans to non-accrual and accruing past due during the first
quarter of 2020.
Of the total accruing past due loans, 68% were past due less than 60 days
compared to 62% at year-end 2019, and 88% were past due less than 90 days
compared to 95% at year-end 2019.
Allowance for Expected Credit Losses
The AECL represents management's best estimate of lifetime expected credit
losses, including losses associated with unfunded commitments, inherent at the
balance sheet date. Determination of the AECL involves a high degree of
complexity and requires significant judgment. Several factors are taken into
consideration in the determination of the overall AECL, including but not
limited to past events, current conditions, and reasonable and supportable
forecasts of future economic conditions. Based on facts and circumstances
available, management of the Company believes that the AECL was appropriate at
March 31, 2020 to cover future expected credit losses over the life of the
Company's loan and lease portfolio. However, future adjustments to the allowance
may be necessary, and the results of operations could be adversely affected, if
circumstances differ substantially from the assumptions used by management in
determining the AECL. See "Application of Critical Accounting Policies and
Estimates" included in MD&A, Note 1, Description of Business, Basis of
Presentation, and Changes in Significant Accounting Policies, Note 2, Recent
Accounting Pronouncements, and Note 5, Allowance for Expected Credit Losses and
Credit Quality, to the unaudited consolidated financial statements, for more
information.

                                       70
--------------------------------------------------------------------------------

The following table sets forth the activity in the Company's AECL for the three-month periods ended March 31, 2020 and 2019.

TABLE 10-SUMMARY OF ACTIVITY IN THE ALLOWANCE FOR CREDIT LOSSES (in thousands)

March 31, 2020

March 31, 2019 Allowance for loan and lease losses at beginning of period

$       146,588     $   

140,571

Transition adjustment for ASC 326                            83,194         

-

Allowance for loan and lease losses, as adjusted            229,782         

140,571

Provision for loan and lease losses                          66,431         

12,612

Transfer of balance to OREO and other                             -              (2,885 )
Charge-offs                                                 (12,119 )            (8,918 )
Recoveries                                                    2,591               1,586
Allowance for loan and lease losses at end of
period                                              $       286,685     $   

142,966

Reserve for unfunded commitments at beginning of
period                                                       16,637         

14,830

Transition adjustment for ASC 326                              (875 )       

-

Reserve for unfunded lending commitments, as
adjusted                                                     15,762         

14,830

Provision for unfunded lending commitments                    2,540         

1,151

Reserve for unfunded lending commitments at end of period

                                                       18,302         

15,981

Allowance for expected credit losses at end of
period                                              $       304,987     $   

158,947

The AECL totaled $305.0 million at March 31, 2020 compared to $163.2 million at
December 31, 2019. The AECL was 1.24% of total loans and leases at March 31,
2020 and 0.68% at December 31, 2019. The Company adopted ASC 326 on January 1,
2020 which resulted in an $82.3 million increase in the AECL. Additionally, the
AECL increased as a result of higher expected credit losses in future periods,
including those as a result of the COVID-19 pandemic.
Net charge-offs during the three months ended March 31, 2020 were $9.5 million,
an increase of $2.2 million from the comparable 2019 period. Net charge-offs
were 0.16% of average loans and leases on an annualized basis for the three
months ended March 31, 2020 compared to 0.13% for the comparable 2019 period.
The provision for loan and lease losses covered 697% and 172% of net charge-offs
for the first three months of 2020 and 2019, respectively.
At March 31, 2020 and December 31, 2019, the ALLL covered 161% and 103% of total
non-performing loans and leases, respectively.
FUNDING SOURCES
Deposits are the Company's principal source of funds for use in lending and
other business purposes. The Company attracts local deposit accounts by offering
a wide variety of products, competitive interest rates and convenient branch
office locations and service hours, as well as online banking services at
www.iberiabank.com and www.virtualbank.com. The Company's continued focus on
increasing core deposits has been accomplished through the development of client
relationships and, in the past, through acquisitions. Short-term and long-term
borrowings are also important funding sources for the Company. Other funding
sources include subordinated debt and shareholders' equity. Refer to the
Liquidity and Other Off-Balance Sheet Activities section of this MD&A for
further discussion of the Company's sources and uses of funding. The following
discussion highlights the major changes in the mix of deposits and other funding
sources during the first three months of 2020.

                                       71
--------------------------------------------------------------------------------

Deposits

Total deposits increased $306.9 million, or 1%, to $25.5 billion at March 31,
2020, from $25.2 billion at December 31, 2019.The following table sets forth the
composition of the Company's deposits as of the dates indicated.
                    TABLE 11-DEPOSIT COMPOSITION BY PRODUCT
                              March 31, 2020                   December 31, 

2019

(in thousands) Ending Balance Mix Ending Balance

    Mix        $ Change      % Change
Non-interest-bearing
deposits              $      6,628,901           26 %   $      6,319,806           25 %     309,095            5
Interest-bearing
demand deposits              5,046,434           20            4,821,252           19       225,182            5
Money market accounts        9,305,923           36            9,121,283           36       184,640            2
Savings accounts               703,862            3              683,366            3        20,496            3
Time deposits                3,841,117           15            4,273,642           17      (432,525 )        (10 )
Total deposits        $     25,526,237          100 %   $     25,219,349          100 %     306,888            1


Short-term Borrowings
The Company may obtain advances from the FHLB of Dallas based upon its ownership
of FHLB stock and certain pledges of its real estate loans and investment
securities, provided certain standards related to the Company's creditworthiness
have been met. These advances are made pursuant to several credit programs, each
of which has its own interest rate and range of maturities. The level of
short-term borrowings can fluctuate significantly on a daily basis depending on
funding needs and the source of funds chosen to satisfy those needs.
The Company also enters into repurchase agreements to facilitate customer
transactions that are accounted for as secured borrowings. These transactions
typically involve the receipt of deposits from customers that the Company
collateralizes with its investment portfolio. Repurchase agreements had an
average rate of 44.7 basis points as of March 31, 2020.
Total short-term borrowings increased $186.5 million, or 91%, from December 31,
2019, to $390.7 million at March 31, 2020, primarily due to additional
short-term FHLB advances made in the first quarter of 2020. On a period-end
basis, short-term borrowings were 1% of total liabilities and 23% of total
borrowings at March 31, 2020 compared to 1% and 13%, respectively, at
December 31, 2019.
On a quarter-to-date average basis, short-term borrowings decreased $924.6
million, or 80%, compared to the first quarter of 2019 and were 1% of total
liabilities and 14% of total borrowings in the first quarter of 2020, compared
to 4% and 44%, respectively, during the same period of 2019.
Long-term Debt
Long-term debt decreased $55.5 million, or 4%, from December 31, 2019, to $1.3
billion at March 31, 2020, primarily due to advance repayments on long-term FHLB
advances. On a period-end basis, long-term debt was 5% of total liabilities at
March 31, 2020 and December 31, 2019, respectively.
On a quarter-to-date average basis, long-term debt decreased to $1.3 billion in
the first quarter of 2020, $121.9 million, or 8%, lower than the first quarter
of 2019, and were 5% of total liabilities in the first quarter of 2020 and 2019.
Long-term debt at March 31, 2020 included $1.1 billion in fixed-rate advances
from the FHLB of Dallas that cannot be prepaid without incurring substantial
penalties. The remaining debt consisted of $120.1 million of the Company's
junior subordinated debt and $35.0 million in notes payable on investments in
new market tax credit entities.
CAPITAL RESOURCES

Shareholders' Equity

Shareholders' equity increased $10.4 million during the first three months of
2020. The increase in shareholders' equity during the period was attributable to
an increase in accumulated other comprehensive income of $66.4 million,
primarily resulting from unrealized gains on the Company's available-for-sale
securities portfolio, and undistributed income of $8.1 million. These increases
in shareholders' equity were partially offset by a $67.6 million transition
adjustment related to the adoption of the CECL methodology.

                                       72
--------------------------------------------------------------------------------


The Company's quarterly dividend to common shareholders was $0.47 per common
share in the first quarter of 2020 compared to $0.43 in the first quarter of
2019, a 9% increase. The dividend payout ratio was 75.3% for the first quarter
of 2020 compared to 24.3% in 2019. The increase was the result of both a higher
dividend paid and lower income available to common shareholders.
Regulatory Capital
Federal regulations impose minimum regulatory capital requirements on all
institutions with deposits insured by the FDIC. The FRB imposes similar capital
regulations on bank holding companies. Compliance with bank and bank holding
company regulatory capital requirements, which include leverage and risk-based
capital guidelines, are monitored by the Company on an ongoing basis. Under the
risk-based capital method, a risk weight is assigned to balance sheet and
off-balance sheet items based on regulatory guidelines.
At March 31, 2020 and December 31, 2019, the Company exceeded all required
regulatory capital ratios, and the regulatory capital ratios of IBERIABANK were
in excess of the levels established for "well-capitalized" institutions, as
shown in the following table.
In response to the COVID-19 pandemic, during the first quarter of 2020, the
joint federal bank regulatory agencies issued an interim final rule that allows
financial institutions to mitigate the effects of the adoption of CECL on
regulatory capital. Because the Company adopted CECL as of January 1, 2020, it
has elected to mitigate the estimated cumulative effects of adoption on
regulatory capital for two years, after which the effects of adoption will be
phased-in over a three-year period from January 1, 2022 through December 31,
2024. Under the interim final rule, the adjustments to regulatory capital that
are deferred until the phase-in period include both the initial impact of the
adoption of CECL at January 1, 2020 on retained earnings, as well as 25% of the
subsequent change in the Company's total allowance for expected credit losses
during each three-month period of the two-year period ending December 31, 2021.
Capital amounts and ratios at March 31, 2020 in the table below reflect the
adoption of the CECL regulatory capital adjustment.
                       TABLE 12-REGULATORY CAPITAL RATIOS

                                                            Well-          March 31, 2020     December 31, 2019
                                                         Capitalized
Ratio                                 Entity               Minimums            Actual              Actual
Tier 1 Leverage               IBERIABANK Corporation          N/A                 9.93 %                9.90 %
                              IBERIABANK                     5.00 %               9.82                  9.69

Common Equity Tier 1 (CET1) IBERIABANK Corporation N/A

      10.44                 10.52
                              IBERIABANK                     6.50 %              11.16                 11.14

Tier 1 Risk-Based Capital IBERIABANK Corporation N/A

      11.28                 11.38
                              IBERIABANK                     8.00 %              11.16                 11.14

Total Risk-Based Capital IBERIABANK Corporation N/A

     12.48                 12.43
                              IBERIABANK                    10.00 %              11.94                 11.76


Minimum capital ratios are subject to a capital conservation buffer. In order to
avoid limitations on distributions, including dividend payments, and certain
discretionary bonus payments to executive officers, an institution must hold a
capital conservation buffer above its minimum risk-based capital requirements.
This capital conservation buffer is calculated as the lowest of the differences
between the actual CET1 ratio, Tier 1 Risk-Based Capital Ratio, and Total
Risk-Based Capital ratio and the corresponding minimum ratios. At March 31,
2020, the required minimum capital conservation buffer was 2.50%. At March 31,
2020, the capital conservation buffers of the Company and IBERIABANK were 4.48%
and 3.94%, respectively.
LIQUIDITY AND OTHER OFF-BALANCE SHEET ACTIVITIES
Liquidity refers to the Company's ability to generate sufficient cash flows to
support its operations and to meet its obligations, including the withdrawal of
deposits by customers, commitments to originate loans, and its ability to repay
its borrowings and other liabilities. Liquidity risk is the risk to earnings or
capital resulting from the Company's inability to fulfill its obligations as
they become due. Liquidity risk also develops from the Company's failure to
timely recognize or address changes in market conditions that affect the ability
to liquidate assets in a timely manner or to obtain adequate funding to continue
to operate on a profitable basis.

                                       73
--------------------------------------------------------------------------------


The primary sources of funds for the Company are deposits and borrowings. Other
sources of funds include repayments and maturities of loans and investment
securities, securities sold under agreements to repurchase, and, to a lesser
extent, off-balance sheet borrowing availability. Time deposits scheduled to
mature in one year or less at March 31, 2020 totaled $3.4 billion. Based on past
experience, management believes that a significant portion of maturing deposits
will remain with the Company. Additionally, the majority of the investment
securities portfolio is classified as available for sale, which provides the
ability to liquidate unencumbered securities as needed. Of the $4.1 billion in
the investment securities portfolio, $1.7 billion is unencumbered and $2.4
billion has been pledged to support repurchase transactions, public funds
deposits and certain long-term borrowings. Due to the relatively short implied
duration of the investment securities portfolio, the Company has historically
experienced consistent cash inflows on a regular basis. Securities cash flows
are highly dependent on prepayment speeds and could change materially as
economic or market conditions change.
Scheduled cash flows from the amortization and maturities of loans and
securities are relatively predictable sources of funds. Conversely, deposit
flows, prepayments of loans and securities, and draws on customer letters and
lines of credit are greatly influenced by general interest rates, economic
conditions, competition, and customer demand. The FHLB of Dallas provides an
additional source of liquidity to make funds available for general requirements
and also to assist with the variability of less predictable funding sources. At
March 31, 2020, the Company had $1.3 billion in outstanding FHLB advances,
$218.0 million of which was short-term and $1.1 billion that was
long-term. Additional FHLB borrowing capacity available at March 31, 2020
amounted to $8.0 billion. At March 31, 2020, the Company also had various
funding arrangements with the Federal Reserve discount window and commercial
banks providing up to $606.0 million in the form of federal funds and other
lines of credit. At March 31, 2020, there were no balances outstanding on these
lines and all of the funding was available to the Company.
Liquidity management is both a daily and long-term function of business
management. The Company manages its liquidity with the objective of maintaining
sufficient funds to respond to the predicted needs of depositors and borrowers
and to take advantage of investments in earning assets and other earnings
enhancement opportunities. Excess liquidity is generally invested in short-term
investments such as overnight deposits. On a longer-term basis, the Company
maintains a strategy of investing in various lending and investment security
products. The Company uses its sources of funds primarily to fund loan
commitments and meet its ongoing commitments associated with its operations. The
Company has adequate availability of funds from deposits, borrowings, repayments
and maturities of loans and investment securities to provide the Company
additional working capital if needed. Additionally, on March 15, 2020, in
response to the COVID-19 pandemic, the Federal Reserve Board reduced reserve
requirements for insured depository institutions to zero percent, which further
increased the Company's available liquidity. Based on its available cash at
March 31, 2020 and current deposit modeling, the Company believes it has
adequate liquidity to fund ongoing operations as it enters a period of uncertain
economic conditions related to COVID-19. The Company will continue to closely
monitor liquidity as economic conditions change.
In the normal course of business, the Company is a party to a number of
activities that contain credit, market and operational risk that are not
reflected in whole or in part in the Company's consolidated financial
statements. Such activities include traditional off-balance sheet credit-related
financial instruments. The Company provides customers with off-balance sheet
credit support through loan commitments, lines of credit, and standby letters of
credit. Many of the commitments are expected to expire unused or be only
partially used; therefore, the total amount of commitments does not necessarily
represent future cash requirements. Based on its available liquidity and
available borrowing capacity, the Company anticipates it will continue to have
sufficient funds to meet its current commitments.
ASSET/LIABILITY MANAGEMENT, MARKET RISK AND COUNTERPARTY CREDIT RISK
The principal objective of the Company's asset and liability management function
is to evaluate the Company's interest rate risk included in certain balance
sheet accounts, determine the appropriate level of risk given the Company's
business focus, operating environment, capital and liquidity requirements, and
performance objectives, establish prudent asset concentration guidelines and
manage the risk consistent with Board-approved guidelines. Through such
management, the Company seeks to reduce the vulnerability of its operations to
changes in interest rates. The Company's actions in this regard are taken under
the guidance of the Asset and Liability Committee. The Asset and Liability
Committee reviews, among other things, the sensitivity of the Company's assets
and liabilities to interest rate changes, local and national market conditions,
and interest rates. As part of this review, the Asset and Liability Committee
generally reviews the Company's liquidity, cash flow needs, composition of
investments, deposits, borrowings, and capital position.

                                       74
--------------------------------------------------------------------------------


The objective of interest rate risk management is to control the effects that
interest rate fluctuations have on net interest income and on the net present
value of the Company's earning assets and interest-bearing liabilities.
Management and the Board are responsible for managing interest rate risk and
employing risk management policies that monitor and limit this exposure.
Interest rate risk is measured using net interest income simulation and
asset/liability net present value sensitivity analyses. The Company uses
financial modeling to measure the impact of changes in interest rates on the net
interest margin and to predict market risk. Estimates are based upon numerous
assumptions including the nature and timing of interest rate levels including
yield curve shape, prepayments on loans and securities, deposit decay rates,
pricing decisions on loans and deposits, reinvestment/replacement of asset and
liability cash flows, and others. These analyses provide a range of potential
impacts on net interest income and portfolio equity caused by interest rate
movements.
Included in the modeling are instantaneous parallel rate shift scenarios, which
are utilized to establish exposure limits. These scenarios are known as "rate
shocks" because all rates are modeled to change instantaneously by the indicated
shock amount, rather than a gradual rate shift over a period of time.
The Company's interest rate risk model indicates that the Company is asset
sensitive in terms of interest rate sensitivity. Based on the Company's interest
rate risk model at March 31, 2020, the table below illustrates the impact of an
immediate and sustained 100 and 200 basis point increase or decrease in interest
rates on net interest income over the next twelve months.
                       TABLE 13-INTEREST RATE SENSITIVITY

Shift in Interest Rates   % Change in Projected
       (in bps)            Net Interest Income
         +200                     4.9%
         +100                     3.8%
         -100                     -6.3%
         -200                     -3.2%


The influence of using the forward curve as of March 31, 2020 as a basis for
projecting the interest rate environment would approximate a 4.8% decrease in
net interest income over the next 12 months. The computations of interest rate
risk shown above are performed on a static balance sheet and do not necessarily
include certain actions that management may undertake to manage this risk in
response to unanticipated changes in interest rates and other factors including
shifts in deposit behavior.
The short-term interest rate environment is primarily a function of the monetary
policy of the FRB. The principal tools of the FRB for implementing monetary
policy are open market operations, or the purchases and sales of U.S. Treasury
and Federal agency securities, as well as the establishment of a short-term
target rate. The FRB's objective for open market operations has varied over the
years, but the focus has gradually shifted toward attaining a specified level of
the federal funds rate to achieve the long-run goals of price stability and
sustainable economic growth. The federal funds rate is the basis for overnight
funding and drives the short end of the yield curve. Longer maturities are
influenced by the market's expectations for economic growth and inflation, but
can also be influenced by FRB purchases and sales and expectations of monetary
policy going forward.
The FOMC of the FRB, in an attempt to stimulate the overall economy, has, among
other things, kept interest rates low through its targeted federal funds rate.
In March 2020, in response to the COVID-19 pandemic, its effect on economic
activity in the near term and the risk it poses to the economic outlook, the
FOMC lowered the target range for the federal funds rate 150 basis points to
0.00% to 0.25%. The FOMC expects to maintain this target range until it is
confident that the economy has weathered recent events and is on track to
achieve its maximum employment and price stability goals. Maintaining the
current level of the federal funds rate could cause overall interest rates to
fall, which may negatively impact financial performance from greater borrower
refinancing incentives. Increases in the federal funds rate and the unwinding of
its balance sheet could cause overall interest rates to rise, which may
negatively impact the U.S. real estate markets and affect deposit growth and
pricing. In addition, deflationary pressures, while possibly lowering our
operating costs, could have a significant negative effect on our borrowers,
especially our business borrowers, and the values of collateral securing loans,
which could negatively affect our financial performance.


                                       75
--------------------------------------------------------------------------------


The Company's commercial loan portfolio is also impacted by fluctuations in the
level of one-month LIBOR, as a large portion of this portfolio reprices based on
this index, and to a lesser extent Prime. Net interest income may be reduced if
more interest-earning assets than interest-bearing liabilities reprice or mature
during a period when interest rates are declining, or if more interest-bearing
liabilities than interest-earning assets reprice or mature during a period when
interest rates are rising.

In July 2017, the Financial Conduct Authority (the authority that regulates
LIBOR) announced it intends to stop compelling banks to submit rates for the
calculation of LIBOR after 2021. The ARRC has proposed that SOFR is the rate
that represents best practice as the alternative to LIBOR for use in derivatives
and other financial contracts that are currently indexed to LIBOR. ARRC has
proposed a paced market transition plan to SOFR from LIBOR and organizations are
currently working on industry-wide and company-specific transition plans as it
relates to derivatives and cash markets exposed to LIBOR. We are not currently
able to predict the impact that the transition from LIBOR will have on the
Company though we are monitoring this activity and evaluating related risks.
Efforts the Company has initiated include (1) developing an inventory of
affected loans, securities and other instruments, (2) evaluating and drafting
modifications as needed to address loans outstanding at the time of LIBOR
retirement and (3) assessing revisions to product pricing structures based on
alternative reference rates.

The table below presents the Company's anticipated repricing of loans and investment securities over the next four quarters.

               TABLE 14-REPRICING OF CERTAIN EARNING ASSETS (1)
                                                                                                  Total less than
(in thousands)                      2Q 2020          3Q 2020         4Q 2020         1Q 2021          one year
Investment securities            $    536,908     $   317,277     $   303,271     $   241,952     $    1,399,408
Fixed rate loans                      850,779         688,231         631,080         602,788          2,772,878
Variable rate loans                12,022,412         463,435         390,681         342,923         13,219,451
Total                            $ 13,410,099     $ 1,468,943     $ 1,325,032     $ 1,187,663     $   17,391,737

(1) Amounts include expected maturities, scheduled paydowns, expected prepayments, and loans subject to caps and floors and exclude the repricing of assets from prior periods, as well as non-accrual loans and market value adjustments.

As part of its asset/liability management strategy, the Company has generally
seen greater levels of loan originations with adjustable or variable rates of
interest in commercial and consumer loan products, which typically have shorter
terms than residential mortgage loans. The majority of fixed-rate, long-term,
agency-conforming residential loans are sold in the secondary market to avoid
bearing the interest rate risk associated with longer duration assets in the
current rate environment. However, the Sabadell and Gibraltar acquisitions
brought a considerable amount of jumbo, non-agency-conforming residential
mortgage loan exposure onto the balance sheet, both fixed rate and variable rate
in nature, which has increased the overall duration of the portfolio. As of
March 31, 2020, $15.3 billion, or 62%, of the Company's total loan portfolio had
variable interest rates, of which $3.0 billion, or 20%, had an expected
repricing date beyond the next four quarters. The Company had no significant
concentration to any single borrower or industry segment at March 31, 2020.
The Company's strategy with respect to liabilities in recent periods has been to
emphasize transaction accounts, particularly non-interest or low
interest-bearing transaction accounts, which are significantly less sensitive to
changes in interest rates. At March 31, 2020, 85% of the Company's deposits were
in transaction and limited-transaction accounts, compared to 83% at December 31,
2019. Non-interest-bearing transaction accounts were 26% of total deposits at
March 31, 2020, compared to 25% of total deposits at December 31, 2019.
The behavior of non-interest-bearing deposits and other types of demand deposits
is one of the most important assumptions used in determining the interest rate
and liquidity risk positions. A loss of these deposits in the future would
reduce the asset sensitivity of the Company's balance sheet as interest-bearing
funds would most likely be increased to offset the loss of this favorable
funding source.

                                       76
--------------------------------------------------------------------------------

The table below presents the Company's anticipated repricing of liabilities over the next four quarters.

                     TABLE 15-REPRICING OF LIABILITIES (1)
                                                                                             Total less than
(in thousands)                      2Q 2020         3Q 2020        4Q 2020       1Q 2021        one year
Time deposits                    $ 1,413,567     $ 1,018,747     $ 544,535     $ 441,557     $   3,418,406

Short-term borrowings                390,747               -             -             -           390,747
Long-term debt                       240,645         150,430       256,784        50,335           698,194
Total                            $ 2,044,959     $ 1,169,177     $ 801,319     $ 491,892     $   4,507,347


(1) Amounts exclude the repricing of liabilities from prior periods.
As part of an overall interest rate risk management strategy, derivative
instruments may also be used as an efficient way to modify the repricing or
maturity characteristics of on-balance sheet assets and liabilities. Management
may from time to time engage in such derivative instruments to effectively
manage interest rate risk. These derivative instruments of the Company would
modify net interest sensitivity to levels deemed appropriate.
IMPACT OF INFLATION OR DEFLATION AND CHANGING PRICES
The unaudited consolidated financial statements and related financial data
presented herein have been prepared in accordance with GAAP, which generally
require the measurement of financial position and operating results in terms of
historical dollars, without considering changes in relative purchasing power
over time due to inflation. Unlike most industrial companies, the majority of
the Company's assets and liabilities are monetary in nature. As a result,
interest rates generally have a more significant impact on the Company's
performance than does the effect of inflation. Although fluctuations in interest
rates are neither completely predictable nor controllable, the Company regularly
monitors its interest rate position and oversees its financial risk management
by establishing policies and operating limits. Interest rates do not necessarily
move in the same direction or in the same magnitude as the prices of goods and
services, since such prices are affected by inflation to a larger extent than
interest rates. Although not as critical to the banking industry as to other
industries, inflationary factors may have some impact on the Company's growth,
earnings, total assets and capital levels. Management does not expect inflation
to be a significant factor in 2020.
Conversely, a period of deflation could affect our business, as well as all
financial institutions and other industries. Deflation could lead to lower
profits, higher unemployment, lower production and deterioration in overall
economic conditions. In addition, deflation could depress economic activity,
including loan demand and the ability of borrowers to repay loans, and
consequently impair earnings through increasing the value of debt while
decreasing the value of collateral for loans.
Management believes the most significant potential impact of deflation on
financial results relates to the Company's ability to maintain a sufficient
amount of capital to cushion against future losses. However, the Company could
employ certain risk management tools to maintain its balance sheet strength in
the event a deflationary scenario were to develop.


                                       77
--------------------------------------------------------------------------------


Non-GAAP Measures
This discussion and analysis contains financial information determined by
methods other than in accordance with GAAP. The Company's management uses these
non-GAAP financial measures in their analysis of the Company's performance.
Non-GAAP measures include, but are not limited to, descriptions such as core,
tangible, and pre-tax pre-provision. These measures typically adjust GAAP
performance measures to exclude the effects of the amortization of intangibles
and include the tax benefit associated with revenue items that are tax-exempt,
as well as adjust income available to common shareholders for certain
significant activities or transactions that, in management's opinion, can
distort period-to-period comparisons of the Company's performance. Transactions
that are typically excluded from non-GAAP performance measures include realized
and unrealized gains/losses on former bank owned real estate, realized
gains/losses on securities, income tax gains/losses, merger-related charges and
recoveries, litigation charges and recoveries, and debt repayment penalties.
Management believes presentations of these non-GAAP financial measures provide
useful supplemental information that is essential to a proper understanding of
the operating results of the Company's core businesses. These non-GAAP
disclosures should not be viewed as a substitute for operating results
determined in accordance with GAAP, nor are they necessarily comparable to
non-GAAP performance measures that may be presented by other companies.
Reconciliations of GAAP to non-GAAP disclosures are presented in Table 16. The
Company is unable to estimate GAAP EPS guidance without unreasonable efforts due
to the nature of one-time or unusual items that cannot be predicted, and
therefore has not provided this information under Regulation S-K Item
10(e)(1)(i)(B).
            TABLE 16-RECONCILIATIONS OF NON-GAAP FINANCIAL MEASURES
                                                             Three Months Ended
                                        March 31, 2020                                  March 31, 2019
(in thousands, except
per share amounts)        Pre-tax      After-tax        Per share (2)       Pre-tax      After-tax     Per share (2)
Net income              $  48,600     $    36,425     $          0.69     $ 130,477     $ 100,131     $        1.82
Less: Preferred stock
dividends                       -           3,598                0.07             -         3,598              0.07
Income available to
common shareholders
(GAAP)                  $  48,600     $    32,827     $          0.62     $ 

130,477 $ 96,533 $ 1.75

Non-interest expense
adjustments (1):
Merger-related expense      2,734           2,157                0.04          (334 )        (254 )               -
Hazard-related expense        281             213                   -             -             -                 -
Compensation-related
expense                         -               -                   -            (9 )          (7 )               -
Impairment of
long-lived assets, net
of (gain) loss on sale         (4 )            (3 )                 -           986           749              0.01
Other non-core
non-interest expense            -               -                   -        (3,129 )      (2,378 )           (0.04 )
Total non-interest
expense adjustments         3,011           2,367                0.04        (2,486 )      (1,890 )           (0.03 )
Income tax expense
(benefit) - other               -             241                0.01             -             -                 -
Core earnings
(Non-GAAP)                 51,611          35,435                0.67       127,991        94,643              1.72
Provision for expected
credit losses (1)          68,971          52,418                            13,763        10,460
Pre-provision earnings,
as adjusted (Non-GAAP)  $ 120,582     $    87,853                         $ 

141,754 $ 105,103

(1) Excluding preferred stock dividends and merger-related expense, after-tax

     amounts are calculated using a tax rate of 24%, which approximates the
     marginal tax rate.


(2)  Diluted per share amounts may not appear to foot due to rounding.











                                       78

--------------------------------------------------------------------------------

                                                    As of and For the Three Months Ended March
                                                                       31,
(in thousands)                                              2020                   2019
Net interest income (GAAP)                          $       230,342         $       250,484
Taxable equivalent benefit                                    1,311                   1,349
Net interest income (TE) (Non-GAAP) (1)             $       231,653         $       251,833

Non-interest income (GAAP)                          $        64,656         $        52,509
Taxable equivalent benefit                                      484                     478
Non-interest income (TE) (Non-GAAP) (1)                      65,140         

52,987

Taxable equivalent revenues (Non-GAAP) (1)                  296,793         

304,820

Securities (gains) losses and other non-core
non-interest income                                               -                       -

Core taxable equivalent revenues (Non-GAAP) (1) $ 296,793 $ 304,820

Total non-interest expense (GAAP)                   $       177,427         $       158,753
Less: Intangible amortization expense                         4,187         

5,009

Tangible non-interest expense (Non-GAAP) (2)                173,240         

153,744

Less: Merger-related expense                                  2,734                    (334 )
     Hazard-related expense                                     281                       -
     Compensation-related expense                                 -                      (9 )

Impairment of long-lived assets, net of (gain) loss on sale

                                                     (4 )                   986
     Other non-core non-interest expense                          -        

(3,129 ) Core tangible non-interest expense (Non-GAAP)(2) $ 170,229 $ 156,230

Average assets (GAAP)                               $    31,986,139         $    30,833,500
Less: Average intangible assets, net                      1,295,180         

1,313,368

Total average tangible assets (Non-GAAP) (2) $ 30,690,959 $ 29,520,132

Total shareholders' equity (GAAP)                   $     4,347,107         $     4,141,831
Less: Goodwill and other intangibles                      1,292,910         

1,310,458

Preferred stock                                             228,485         

132,097

Tangible common equity (Non-GAAP) (2)               $     2,825,712

$ 2,699,276

Average shareholders' equity (GAAP)                 $     4,339,033         $     4,105,503
Less: Average preferred equity                              228,485         

132,097

Average common equity                                     4,110,548         

3,973,406

Less: Average intangible assets, net                      1,295,180         

1,313,368

Average tangible common shareholders' equity
(Non-GAAP) (2)                                      $     2,815,368

$ 2,660,038

Return on average assets (GAAP)                                0.46  %                 1.32  %
Effect of non-core revenues and expenses                       0.03                   (0.03 )
Core return on average assets (Non-GAAP)                       0.49  %                 1.29  %

Return on average common equity (GAAP)                         3.21  %                 9.85  %
Effect of non-core revenues and expenses                       0.26                   (0.19 )
Core return on average common equity (Non-GAAP)                3.47  %                 9.66  %
Effect of intangibles (2)                                      2.06                    5.37
Core return on average tangible common equity
(Non-GAAP) (2)                                                 5.53  %                15.03  %

Efficiency ratio (GAAP)                                        60.1  %                 52.4  %
Effect of tax benefit related to tax-exempt income             (0.3 )                  (0.3 )
Efficiency ratio (TE) (Non-GAAP) (1)                           59.8  %                 52.1  %
Effect of amortization of intangibles                          (1.3 )                  (1.6 )



                                       79

--------------------------------------------------------------------------------


Effect of non-core items                                         (1.1 )     

0.8

Core tangible efficiency ratio (TE) (Non-GAAP) (1) (2)           57.4  %    

51.3 %

Total assets (GAAP)                                    $   32,239,983      $   31,260,189
Less: Goodwill and other intangibles                        1,292,910       

1,310,458

Tangible assets (Non-GAAP) (2)                         $   30,947,073      $   29,949,731
Tangible common equity ratio (Non-GAAP) (2)                      9.13  %    

9.01 %

Cash Yield:
Earning assets average balance (GAAP)                  $   29,339,010      $   28,281,941
Add: Adjustments                                               94,709       

136,415

Earning assets average balance, as adjusted (Non-GAAP) $   29,433,719      $   28,418,356

Net interest income (GAAP)                             $      230,342      $      250,484
Add: Adjustments                                               (7,338 )           (10,881 )
Net interest income, as adjusted (Non-GAAP)            $      223,004      $      239,603

Yield, as reported                                               3.17  %             3.59  %
Add: Adjustments                                                (0.11 )             (0.17 )
Yield, as adjusted (Non-GAAP)                                    3.06  %             3.42  %


(1) Fully taxable-equivalent (TE) calculations include the tax benefit
associated with related income sources that are tax-exempt using a rate of 21%.
(2) Tangible calculations eliminate the effect of goodwill and
acquisition-related intangibles and the corresponding amortization expense on a
tax-effected basis where applicable.


                                       80
--------------------------------------------------------------------------------

                           Glossary of Defined Terms
Term             Definition
2019 10-K        Annual Report on Form 10-K for the year ended December 31, 2019
AECL             Allowance for expected credit losses
Acquired loans   Loans acquired in a business combination
AFS              Securities available for sale
ALCO             Asset and Liability Committee
ALLL             Allowance for loan and lease losses
AOCI             Accumulated other comprehensive income (loss)
ARRC             Alternative Reference Rates Committee
ASC              Accounting Standards Codification
ASU              Accounting Standards Update
CECL             Current expected credit loss
C&I              Commercial and Industrial loans
CEO              Chief Executive Officer
CET1             Common Equity Tier 1 Capital defined by Basel III capital rules
CFO              Chief Financial Officer
CRA              Community Reinvestment Act
Company          IBERIABANK Corporation and Subsidiaries
DOJ              Department of Justice
EPS              Earnings per common share
Exchange Act     Securities Exchange Act of 1934
FASB             Financial Accounting Standards Board
FDIC             Federal Deposit Insurance Corporation
FHA              Federal Housing Administration
FHLB             Federal Home Loan Bank
First Horizon    First Horizon National Corporation
FOMC             Federal Open Market Committee
FRB              Board of Governors of the Federal Reserve System
GAAP             Accounting principles generally accepted in the United States
                 of America
Gibraltar        Gibraltar Private Bank & Trust Co.
GSE              Government-sponsored enterprises
HTM              Securities held-to-maturity
HUD              U.S. Department of Housing and Urban Development
IBERIABANK       Banking subsidiary of IBERIABANK Corporation
IBKC             IBERIABANK Corporation
MD&A             Management's Discussion and Analysis
Legacy loans     Loans that were originated directly or otherwise underwritten
                 by the Company
LIBOR            London Interbank Borrowing Offered Rate
LTC              Lenders Title Company
LGD              Loss given default
NASDAQ           National Association of Securities Dealers, Inc. Automated
                 Quotation Composite Index
Non-GAAP         Financial measures determined by methods other than in
                 accordance with GAAP
OCI              Other comprehensive income
OREO             Other real estate owned
OTTI             Other than temporary impairment
Parent           IBERIABANK Corporation
PCD              Purchase credit deteriorated
PD               Probability of default
PPP              Paycheck Protection Program



                                       81

--------------------------------------------------------------------------------


ROU             Right-of-Use
RRP             Recognition and Retention Plan
Sabadell United Sabadell United Bank, N.A.
SEC             Securities and Exchange Commission
SOFR            Secured Overnight Financing Rate
TE              Fully taxable equivalent
TDR             Troubled debt restructuring
U.S.            United States of America

© Edgar Online, source Glimpses