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Farmers National Banc Corp. Reports Solid Results for Fourth Quarter of 2023

FMNB

  • Earnings per diluted share of $0.39 ($0.41 excluding certain items, non-GAAP) for the fourth quarter of 2023
  • 164 consecutive quarters of profitability
  • Recorded a $915,000 gain during the quarter by selling $5.8 million of nonaccrual/troubled commercial loans
  • Loan growth of $29.6 million, or 3.7% annualized, for the fourth quarter of 2023
  • Excluding impact of commercial loan sale - loan growth of $37.7 million, or 4.8% annualized, for fourth quarter 2023
  • Continued strong asset quality with non-performing assets to total assets of 0.30% as of December 31, 2023
  • Return on average assets of 1.17% for the fourth quarter of 2023
  • ROAE and ROATE (non-GAAP) of 18.0% and 43.8%, respectively, for the fourth quarter of 2023

Farmers National Banc Corp. (“Farmers” or the “Company”) (NASDAQ: FMNB) today announced net income of $14.6 million, or $0.39 per diluted share, for the three months ended December 31, 2023, compared to $13.4 million, or $0.39 per diluted share, for the three months ended December 31, 2022. Net income for the fourth quarter of 2023 included pretax items of $452,000 for acquisition related costs, a gain of $915,000 on the sale of commercial loans, $1.0 million in expense for severance/contract payouts for staff resignations, and combined net losses of $217,000 on the sale of securities and the sale of other assets. Excluding these items (non-GAAP), net income for the fourth quarter of 2023 increased 7.8% to $15.2 million from $14.1 million for the same period last year. Net income per diluted share excluding these items (non-GAAP), was $0.41 for the fourth quarter of 2023, compared to $0.42 per diluted share for the fourth quarter of 2022.

Kevin J. Helmick, President and CEO, stated “Our solid fourth quarter results demonstrate our success enhancing profitability throughout an extremely challenging operating environment. This is a testament to our team’s focus on supporting our customers, maintaining excellent asset quality, and controlling operating costs. We expect the economic environment will remain fluid in 2024, but we believe Farmers is well positioned to navigate this period as a result of the value our team members provide our Ohio and Pennsylvania communities, as well as our continued focus on maintaining strong asset quality and profitability.”

Balance Sheet

The Company’s total assets were $5.08 billion at December 31, 2023, compared to $4.97 billion at September 30, 2023 and $4.08 billion at December 31, 2022. The increase from December was primarily due to the acquisition of Emclaire Financial Corp. (“Emclaire”) which added $977.6 million in assets in the first quarter of 2023. Loans have increased by $793.4 million since December 31, 2022 and $29.6 million, or 3.7% annualized, since September 30, 2023. Emclaire was responsible for $740.7 million of the increase in loans since December 31, 2022. Growth in the fourth quarter of 2023 was concentrated in commercial real estate.

The Company had securities available for sale of $1.30 billion at December 31, 2023, compared to $1.21 billion at September 30, 2023, and $1.27 billion at December 31, 2022. The increase since December is due to the acquisition of Emclaire which added $127.0 million in available for sale securities and a decrease in the amount of gross unrealized losses on the portfolio which totaled $266.5 million at December 31, 2022, compared to a gross unrealized loss of $217.1 million at December 31, 2023. The Company also had sales and runoff from the portfolio during the twelve months ended December 31, 2023. Bond market volatility was extreme in 2023 and this volatility may remain in 2024. The Company expects that it will continue to allow the size of the securities portfolio to shrink via runoff to optimize profitability and provide liquidity for future loan growth.

At December 31, 2023, deposits totaled $4.18 billion compared to $4.26 billion at September 30, 2023 and $4.51 billion at December 31, 2022. During the fourth quarter of 2023, the Company allowed $254.3 million in brokered time deposits to mature and replaced the funding with less expensive short term borrowings. In addition, public fund seasonality resulted in $95.3 million in shrinkage during the quarter offset by $15.3 million in growth in other deposit categories. The increase from December 31, 2022, was driven by $875.8 million in deposits assumed in the acquisition of Emclaire offset by a decline in brokered time deposits of $138.1 million and runoff in other deposit categories.

Total stockholders’ equity increased to $404.4 million at December 31, 2023, from $316.0 million at September 30, 2023, and $292.3 million at December 31, 2022. The year-over-year increase was primarily due to the acquisition of Emclaire and an increase in retained earnings and a decrease in the unrealized loss from accumulated other comprehensive income. The increase in total stockholders’ equity since September 30, 2023, was primarily due to a decline in the accumulated other comprehensive loss which decreased $79.7 million as market rates dropped rapidly during the fourth quarter of 2023.

Credit Quality

As of December 31, 2023, the Company’s non-performing loans totaled $15.1 million compared to $18.4 million at September 30, 2023, and $14.8 million at December 31, 2022. The year-over-year increase was primarily due to the addition of Emclaire while the decrease since September 30 was due to the sale of non-performing loans. The non-performing loans to total loans ratio was 0.47% at December 31, 2023, 0.58% at September 30, 2023, and 0.62% at December 31, 2022. Non-performing assets to total assets was 0.30% at December 31, 2023, 0.37% at September 30, 2023, and 0.36% at December 31, 2022. The Company also continues to experience low levels of early-stage delinquencies, defined as loans 30-89 days delinquent. At December 31, 2023, these early-stage delinquencies totaled $16.7 million, or 0.52% of total loans compared to $13.3 million, or 0.42% of total loans at September 30, 2023, and $9.6 million, or 0.40% of total loans, at December 31, 2022.

The Company recorded provision for credit losses and unfunded commitments of $286,000 for the fourth quarter of 2023 compared to $243,000 for the third quarter of 2023 and $416,000 for the fourth quarter of 2022. Annualized net charge-offs as a percentage of average loans were 0.10% for the three months ended December 31, 2023, compared to 0.10% for the same period in 2022. For the year ended December 31, 2023, net charge-offs as a percentage of average loans were 0.07% compared to 0.11% for last year. The allowance for credit losses to total loans was 1.08% at December 31, 2023, compared to 1.10% at September 30, 2023, and 1.12% at December 31, 2022.

Net Interest Income

Net interest income for the three months ended December 31, 2023, totaled $32.8 million in the fourth quarter of 2023 compared to $33.8 million in the third quarter of 2023 and $29.4 million for the fourth quarter of 2022. Earning assets were greater in the fourth quarter of 2023 compared to the fourth quarter of 2022 due to the acquisition of Emclaire but this was partially offset by a decline of 21 basis point in the net interest margin. The net interest margin was 2.78% for the quarter ending December 31, 2023, compared to 2.86% in the third quarter of 2023 and 2.99% for the fourth quarter of 2022. Excluding the impact of acquisition marks and related accretion and PPP interest and fees, the net interest margin (non-GAAP) for the fourth quarter of 2023 was 2.58% compared to 2.61% for the third quarter of 2023 and 2.97% for the fourth quarter of 2022. The decline in net interest margin between the fourth quarter of 2023 and the fourth quarter of 2022 was due to increases in funding costs outstripping the increase in yields on earning assets. This increase in funding costs has been due to the rapid increase in deposit rates due to intense competition for deposits, the Federal Reserve’s rate hiking cycle, and runoff of deposit balances which are being replaced with more costly wholesale funding.

Noninterest Income

The Company recorded $12.2 million in noninterest income during the fourth quarter of 2023 compared to $8.2 million during the fourth quarter of 2022. Service charges on deposit accounts increased to $1.7 million in the fourth quarter of 2023 compared to $1.2 million for the same period in 2022 primarily due to the acquisition of Emclaire. Bank owned life insurance income, other mortgage banking fee income and debit card income have also increased in the fourth quarter of 2023 compared to the fourth quarter of 2022 due to the Emclaire acquisition. Trust fees increased by $283,000 in the fourth quarter of 2023 compared to the fourth quarter of 2022 as growth in this line of business continued. Insurance agency commissions also exhibited outstanding growth as insurance commissions increased by $407,000 for the quarter ending December 31, 2023 compared to same quarter a year ago. Growth for the year in this business has been solid as pricing in the insurance business has been very strong and increased annuity sales have bolstered results. Investment commissions are up slightly for the quarter ended December 31, 2023 compared to the quarter ended December 31, 2022, as markets have been resilient in 2023 and the Company begins to expand into Pennsylvania. Net gains on the sale of loans have increased by over $1.0 million between the fourth quarter of 2022 and the fourth quarter of 2023. Of this increase, $915,000 was driven by the sale of commercial loans discussed previously. Traditional gains on the sale of mortgage loans remain sluggish due to high interest rates. Other noninterest income increased $910,000 in the fourth quarter of 2023 compared to the prior year’s fourth quarter. This increase was primarily driven by higher income associated with the Company’s investments in SBIC funds. The earnings on these funds can be volatile from period to period.

Noninterest Expense

The Company reported noninterest expense of $27.0 million for the three months ended December 31, 2023, compared to $21.1 million for the three months ended December 31, 2022. The increase in expense is primarily due to the acquisition of Emclaire along with the $1.0 million in severance expense associated with staff resignations. Salaries and employee benefits increased $3.5 million to $14.9 million in the fourth quarter of 2023 compared to $11.4 million during the same period in 2022. The acquisition of Emclaire, normal raise activity and the severance were the primary reasons for the increase. Occupancy and equipment expense increased $1.1 million primarily due to the acquisition. FDIC and state and local taxes increased $474,000 due to the acquisition and the increase in the rate paid for FDIC insurance in 2023. Core processing charges increased due to the acquisition. Merger related costs were $452,000 for the fourth quarter of 2023 compared to $584,000 in the fourth quarter of 2022. Other noninterest expense increased due to the acquisition.

Liquidity

At December 31, 2023, the Company’s loan to deposit ratio was 76.6% and the Company’s average deposit balance per account (excluding collateralized deposits) was $23,678. The Company has access to an additional $819.5 million of FHLB borrowing capacity at December 31, 2023 along with $214.3 million of available for sale securities that are not pledged. With a deep and diverse deposit base and access to a large amount of additional funding capacity, the Company is well positioned to navigate the current banking landscape.

About Farmers National Banc Corp.

Founded in 1887, Farmers National Banc Corp. is a diversified financial services company headquartered in Canfield, Ohio, with $5.1 billion in banking assets. Farmers National Banc Corp.’s wholly-owned subsidiaries are comprised of The Farmers National Bank of Canfield, a full-service national bank engaged in commercial and retail banking with 64 banking locations in Mahoning, Trumbull, Columbiana, Portage, Stark, Wayne, Medina, Geauga and Cuyahoga Counties in Ohio and Beaver, Butler, Allegheny, Jefferson, Clarion, Venango, Clearfield, Mercer, Elk and Crawford Counties in Pennsylvania, and Farmers Trust Company, which operates five trust offices and offers services in the same geographic markets. Total wealth management assets under care at December 31, 2023 are $3.5 billion. Farmers National Insurance, LLC, a wholly-owned subsidiary of The Farmers National Bank of Canfield, offers a variety of insurance products.

Non-GAAP Disclosure

This press release includes disclosures of Farmers’ tangible common equity ratio, return on average tangible assets, return on average tangible equity, net income excluding costs related to acquisition activities and certain items, return on average assets excluding merger costs and certain items, return on average equity excluding merger costs and certain items, net interest margin excluding acquisition marks and related accretion and PPP interest and fees and efficiency ratio less certain items, which are financial measures not prepared in accordance with generally accepted accounting principles in the United States (GAAP). A non-GAAP financial measure is a numerical measure of historical or future financial performance, financial position or cash flows that excludes or includes amounts that are required to be disclosed by GAAP. Farmers believes that these non-GAAP financial measures provide both management and investors a more complete understanding of the underlying operational results and trends and Farmers’ marketplace performance. The presentation of this additional information is not meant to be considered in isolation or as a substitute for the numbers prepared in accordance with GAAP. The reconciliations of non-GAAP financial measures to their GAAP equivalents are included in the tables following Consolidated Financial Highlights below.

Cautionary Statements Regarding Forward-Looking Statements

We make statements in this news release and our related investor conference call, and we may from time to time make other statements, that are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements about Farmers’ financial condition, results of operations, asset quality trends and profitability. Forward-looking statements are not historical facts but instead represent only management’s current expectations and forecasts regarding future events, many of which, by their nature, are inherently uncertain and outside of Farmers’ control. Forward-looking statements are preceded by terms such as “expects,” “believes,” “anticipates,” “intends” and similar expressions, as well as any statements related to future expectations of performance or conditional verbs, such as “will,” “would,” “should,” “could” or “may.” Farmers’ actual results and financial condition may differ, possibly materially, from the anticipated results and financial condition indicated in these forward-looking statements. Factors that could cause Farmers’ actual results to differ materially from those described in certain forward-looking statements include significant changes in near-term local, regional, and U.S. economic conditions including those resulting from continued high rates of inflation, tightening monetary policy of the Board of Governors of the Federal Reserve, and possibility of a recession; Farmers’ failure to integrate Emclaire with Farmers in accordance with expectations; deviations from performance expectations related to Emclaire; continuing impacts from the length and extent of the economic impacts of the COVID-19 pandemic; and the other factors contained in Farmers’ Annual Report on Form 10-K for the year ended December 31, 2022 and subsequent Quarterly Reports on Form 10-Q filed with the Securities and Exchange Commission (SEC) and available on Farmers’ website (www.farmersbankgroup.com) and on the SEC’s website (www.sec.gov). Forward-looking statements are not guarantees of future performance and should not be relied upon as representing management’s views as of any subsequent date. Farmers does not undertake any obligation to update the forward-looking statements to reflect the impact of circumstances or events that may arise after the date of the forward-looking statements.

Farmers National Banc Corp. and Subsidiaries

Consolidated Financial Highlights

(Amounts in thousands, except per share results) Unaudited

Consolidated Statements of Income

For the Three Months Ended

For the Twelve Months Ended

Dec. 31,

Sept. 30,

June 30,

March 31,

Dec. 31,

Dec. 31,

Dec. 31,

Percent

2023

2023

2023

2023

2022

2023

2022

Change

Total interest income

$

55,069

$

54,229

$

52,804

$

51,233

$

38,111

$

213,335

$

142,086

50.1

%

Total interest expense

22,239

20,461

18,226

14,623

8,679

75,549

17,920

321.6

%

Net interest income

32,830

33,768

34,578

36,610

29,432

137,786

124,166

11.0

%

Provision (credit) for credit losses

286

243

25

8,599

416

9,153

1,122

715.8

%

Noninterest income

12,156

9,831

9,449

10,425

8,200

41,861

44,202

-5.3

%

Acquisition related costs

452

268

442

4,313

584

5,475

4,070

34.5

%

Other expense

26,520

27,448

25,944

26,409

20,511

106,321

90,341

17.7

%

Income before income taxes

17,728

15,640

17,616

7,714

16,121

58,698

72,835

-19.4

%

Income taxes

3,151

2,326

2,650

639

2,765

8,766

12,238

-28.4

%

Net income

$

14,577

$

13,314

$

14,966

$

7,075

$

13,356

$

49,932

$

60,597

-17.6

%

Average diluted shares outstanding

37,426

37,379

37,320

37,933

33,962

37,498

33,929

Basic earnings per share

0.39

0.36

0.40

0.19

0.39

1.34

1.79

Diluted earnings per share

0.39

0.36

0.40

0.19

0.39

1.33

1.79

Cash dividends per share

0.17

0.17

0.17

0.17

0.17

0.68

0.65

Performance Ratios
Net Interest Margin (Annualized)

2.78

%

2.86

%

2.92

%

3.07

%

2.99

%

2.91

%

3.18

%

Efficiency Ratio (Tax equivalent basis)

57.84

%

60.11

%

56.28

%

62.53

%

52.59

%

59.24

%

53.68

%

Return on Average Assets (Annualized)

1.17

%

1.06

%

1.18

%

0.56

%

1.31

%

0.99

%

1.46

%

Return on Average Equity (Annualized)

17.98

%

14.49

%

16.12

%

7.71

%

20.16

%

13.97

%

17.24

%

Dividends to Net Income

43.68

%

47.82

%

42.54

%

90.50

%

43.10

%

25.64

%

36.31

%

Other Performance Ratios (Non-GAAP)
Return on Average Tangible Assets

1.22

%

1.09

%

1.23

%

0.58

%

1.34

%

1.03

%

1.50

%

Return on Average Tangible Equity

43.77

%

30.29

%

33.55

%

16.31

%

32.81

%

30.23

%

24.31

%

Consolidated Statements of Financial Condition

Dec. 31,

Sept. 30,

June 30,

March 31,

Dec. 31,

2023

2023

2023

2023

2022

Assets
Cash and cash equivalents

$

103,658

$

93,923

$

116,063

$

128,001

$

75,551

Debt securities available for sale

1,299,701

1,210,736

1,316,878

1,355,449

1,268,025

Other investments

35,311

35,342

44,975

39,670

33,444

Loans held for sale

3,711

1,910

2,197

1,703

858

Loans

3,198,127

3,168,554

3,155,200

3,152,339

2,404,750

Less allowance for credit losses

34,440

34,753

34,957

36,011

26,978

Net Loans

3,163,687

3,133,801

3,120,243

3,116,328

2,377,772

Other assets

472,282

495,451

473,098

468,735

326,550

Total Assets

$

5,078,350

$

4,971,163

$

5,073,454

$

5,109,886

$

4,082,200

Liabilities and Stockholders' Equity
Deposits
Noninterest-bearing

$

1,026,630

$

1,039,524

$

1,084,232

$

1,106,870

$

896,957

Interest-bearing

3,150,756

3,217,869

3,165,381

3,207,121

2,526,760

Brokered time deposits

0

254,257

21,135

82,169

138,051

Total deposits

4,177,386

4,511,650

4,270,748

4,396,160

3,561,768

Other interest-bearing liabilities

443,663

88,550

388,437

292,324

183,211

Other liabilities

52,886

54,981

47,278

46,760

44,926

Total liabilities

4,673,935

4,655,181

4,706,463

4,735,244

3,789,905

Stockholders' Equity

404,415

315,982

366,991

374,642

292,295

Total Liabilities
and Stockholders' Equity

$

5,078,350

$

4,971,163

$

5,073,454

$

5,109,886

$

4,082,200

Period-end shares outstanding

37,503

37,489

37,457

37,439

34,055

Book value per share

$

10.78

$

8.43

$

9.80

$

10.01

$

8.58

Tangible book value per share (Non-GAAP)*

5.71

3.33

4.67

4.84

5.60

* Tangible book value per share is calculated by dividing tangible common equity by outstanding shares

For the Three Months Ended

For the Twelve Months
Ended

Dec. 31,

Sept. 30,

June 30,

March 31,

Dec. 31,

Dec. 31,

Dec. 31,

Capital and Liquidity

2023

2023

2023

2023

2022

2023

2022

Common Equity Tier 1 Capital Ratio (a)

10.63

%

10.37

%

10.25

%

10.04

%

13.71

%

Total Risk Based Capital Ratio (a)

14.08

%

13.83

%

13.76

%

13.60

%

17.79

%

Tier 1 Risk Based Capital Ratio (a)

11.11

%

10.86

%

10.74

%

10.54

%

14.32

%

Tier 1 Leverage Ratio (a)

8.02

%

7.84

%

7.68

%

7.43

%

9.84

%

Equity to Asset Ratio

7.96

%

6.36

%

7.23

%

7.33

%

7.16

%

Tangible Common Equity Ratio (b)

4.38

%

2.61

%

3.58

%

3.69

%

4.79

%

Net Loans to Assets

62.30

%

63.04

%

61.50

%

60.99

%

58.25

%

Loans to Deposits

76.56

%

70.23

%

73.88

%

71.71

%

67.52

%

Asset Quality
Non-performing loans

$

15,063

$

18,368

$

17,956

$

17,959

$

14,803

Non-performing assets

15,321

18,522

18,167

18,053

14,876

Loans 30 - 89 days delinquent

16,705

13,314

12,321

10,219

9,605

Charged-off loans

972

525

971

469

754

2,937

3,304

Recoveries

172

139

172

198

184

681

646

Net Charge-offs

800

386

799

271

570

2,256

2,658

Annualized Net Charge-offs to Average Net Loans

0.10

%

0.05

%

0.10

%

0.03

%

0.10

%

0.07

%

0.11

%

Allowance for Credit Losses to Total Loans

1.08

%

1.10

%

1.11

%

1.14

%

1.12

%

Non-performing Loans to Total Loans

0.47

%

0.58

%

0.57

%

0.57

%

0.62

%

Loans 30 - 89 Days Delinquent to Total Loans

0.52

%

0.42

%

0.39

%

0.32

%

0.40

%

Allowance to Non-performing Loans

228.64

%

189.20

%

194.68

%

200.52

%

182.25

%

Non-performing Assets to Total Assets

0.30

%

0.37

%

0.36

%

0.35

%

0.36

%

(a) December 31, 2023 ratio is estimated
(b) This is a non-GAAP financial measure. A reconciliation to GAAP is shown below

For the Three Months Ended

Dec. 31,

Sept. 30,

June 30,

March 31,

Dec. 31,

End of Period Loan Balances

2023

2023

2023

2023

2022

Commercial real estate

$

1,335,806

$

1,295,847

$

1,284,974

$

1,286,830

$

1,028,050

Commercial

346,354

357,691

362,664

361,845

293,643

Residential real estate

843,697

842,729

849,533

853,074

475,791

HELOC

142,441

140,772

138,535

137,319

132,179

Consumer

259,784

261,136

260,326

260,596

221,260

Agricultural loans

261,288

261,738

250,807

244,938

246,937

Total, excluding net deferred loan costs

$

3,189,370

$

3,159,913

$

3,146,839

$

3,144,602

$

2,397,860

For the Three Months Ended

Dec. 31,

Sept. 30,

June 30,

March 31,

Dec. 31,

End of Period Customer Deposit Balances

2023

2023

2023

2023

2022

Noninterest-bearing demand

$

1,026,630

$

1,039,524

$

1,084,232

$

1,106,870

$

896,957

Interest-bearing demand

1,362,609

1,426,349

1,383,326

1,473,001

1,224,884

Money market

593,975

588,043

610,051

599,037

435,369

Savings

468,890

488,991

511,642

535,321

441,978

Certificate of deposit

720,259

714,486

660,362

599,762

424,529

Total customer deposits

$

4,172,363

$

4,257,393

$

4,249,613

$

4,313,991

$

3,423,717

For the Three Months Ended

For the Twelve Months
Ended

Dec. 31,

Sept. 30,

June 30,

March 31,

Dec. 31,

Dec. 31,

Dec. 31,

Noninterest Income

2023

2023

2023

2023

2022

2023

2022

Service charges on deposit accounts

$

1,677

$

1,712

$

1,501

$

1,432

$

1,203

$

6,322

$

4,716

Bank owned life insurance income, including death benefits

617

694

584

547

590

2,442

1,810

Trust fees

2,656

2,617

2,248

2,587

2,373

10,108

9,638

Insurance agency commissions

1,540

1,116

1,332

1,456

1,133

5,444

4,402

Security gains (losses), including fair value changes for equity securities

19

(624

)

13

121

(366

)

(471

)

(454

)

Retirement plan consulting fees

357

360

382

307

337

1,406

1,389

Investment commissions

589

520

476

393

508

1,978

2,183

Net gains on sale of loans

1,280

395

406

310

242

2,391

2,062

Other mortgage banking fee income (loss), net

139

185

234

153

98

711

291

Debit card and EFT fees

1,697

1,763

1,810

1,789

1,407

7,059

5,814

Other noninterest income

1,585

1,093

463

1,330

675

4,471

12,351

Total Noninterest Income

$

12,156

$

9,831

$

9,449

$

10,425

$

8,200

$

41,861

$

44,202

For the Three Months Ended

For the Twelve Months
Ended

Dec. 31,

Sept. 30,

June 30,

March 31,

Dec. 31,

Dec. 31,

Dec. 31,

Noninterest Expense

2023

2023

2023

2023

2022

2023

2022

Salaries and employee benefits

$

14,871

$

14,233

$

13,625

$

14,645

$

11,385

$

57,374

$

45,013

Occupancy and equipment

3,896

3,810

3,859

3,869

2,753

15,434

11,379

FDIC insurance and state and local taxes

1,484

1,648

1,494

1,222

1,010

5,848

3,951

Professional fees

1,004

1,043

1,190

1,114

938

4,351

6,114

Merger related costs

452

268

442

4,313

584

5,475

4,070

Advertising

414

492

478

409

472

1,793

1,947

Intangible amortization

578

725

1,222

909

702

3,434

1,973

Core processing charges

1,057

1,274

1,144

1,164

742

4,639

3,348

Other noninterest expenses

3,216

4,223

2,932

3,077

2,509

13,448

16,616

Total Noninterest Expense

$

26,972

$

27,716

$

26,386

$

30,722

$

21,095

$

111,796

$

94,411

Business Combination
Consideration
Cash

$

33,440

Stock

59,202

Fair value of total consideration transferred

$

92,642

Fair value of assets acquired
Cash and cash equivalents

$

20,265

Securities available for sale

126,970

Other investments

7,795

Loans, net

740,659

Premises and equipment

14,808

Bank owned life insurance

22,485

Core deposit intangible

19,249

Current and deferred taxes

17,708

Other assets

7,682

Total assets acquired

977,621

Fair value of liabilities assumed
Deposits

875,813

Short-term borrowings

75,000

Accrued interest payable and other liabilities

7,104

Total liabilities

957,917

Net assets acquired

$

19,704

Goodwill created

72,938

Total net assets acquired

$

92,642

Average Balance Sheets and Related Yields and Rates
(Dollar Amounts in Thousands)
Three Months Ended Three Months Ended
December 31, 2023 December 31, 2022
AVERAGE YIELD/ AVERAGE YIELD/
BALANCE INTEREST (1) RATE (1) BALANCE INTEREST (1) RATE (1)
EARNING ASSETS
Loans (2)

$

3,188,581

$

44,868

5.63

%

$

2,394,872

$

29,092

4.86

%

Taxable securities

1,113,107

6,536

2.35

1,105,545

5,556

2.01

Tax-exempt securities (2)

411,860

3,235

3.14

453,917

3,580

3.15

Other investments

37,625

529

5.62

33,901

326

3.85

Federal funds sold and other

65,236

564

3.46

59,108

336

2.27

Total earning assets

4,816,409

55,732

4.63

4,047,343

38,890

3.84

Nonearning assets

163,905

33,154

Total assets

$

4,980,314

$

4,080,497

INTEREST-BEARING LIABILITIES
Time deposits

$

712,485

$

6,291

3.53

%

$

370,914

$

1,261

1.36

%

Brokered time deposits

96,634

1,315

5.44

115,021

1,034

3.60

Savings deposits

1,068,465

2,918

1.09

871,584

879

0.40

Demand deposits - interest bearing

1,393,252

7,922

2.27

1,301,475

3,805

1.17

Short term borrowings

206,826

2,749

5.32

85,641

777

3.63

Long term borrowings

88,609

1,043

4.71

88,138

922

4.18

Total interest-bearing liabilities

$

3,566,271

22,238

2.49

$

2,832,773

8,678

1.23

NONINTEREST-BEARING LIABILITIES
AND STOCKHOLDERS' EQUITY
Demand deposits - noninterest bearing

1,035,405

938,881

Other liabilities

54,306

43,904

Stockholders' equity

324,332

264,939

TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY

$

4,980,314

$

4,080,497

Net interest income and interest rate spread

$

33,494

2.14

%

$

30,212

2.61

%

Net interest margin

2.78

%

2.99

%

(1) Interest and yields are calculated on a tax-equivalent basis where applicable.
(2) For 2023, adjustments of $86 thousand and $577 thousand, respectively, were made to tax equate income on tax exempt loans and tax exempt securities. For 2022, adjustments of $72 thousand and $707 thousand, respectively, were made to tax equate income on tax exempt loans and tax exempt securities. These adjustments were based on a marginal federal income tax rate of 21%, less disallowances.
Twelve Months Ended Twelve Months Ended
December 31, 2023 December 31, 2022
AVERAGE YIELD/ AVERAGE YIELD/
BALANCE INTEREST (1) RATE (1) BALANCE INTEREST (1) RATE (1)
EARNING ASSETS
Loans (2)

$

3,155,858

$

172,161

5.46

%

$

2,358,724

$

108,100

4.58

%

Taxable securities

1,143,547

26,231

2.29

1,081,966

20,843

1.93

Tax-exempt securities (2)

419,557

13,283

3.17

465,855

14,952

3.21

Other investments

39,559

1,986

5.02

33,153

871

2.63

Federal funds sold and other

74,950

2,476

3.30

76,253

684

0.90

Total earning assets

4,833,471

216,137

4.47

4,015,951

145,450

3.62

Nonearning assets

205,683

128,757

Total assets

$

5,039,154

$

4,144,708

INTEREST-BEARING LIABILITIES
Time deposits

$

654,717

$

19,462

2.97

%

$

360,687

$

3,044

0.84

%

Brokered time deposits

132,895

6,204

4.67

56,965

1,240

2.18

Savings deposits

1,113,561

9,899

0.89

846,418

1,352

0.16

Demand deposits - interest bearing

1,415,425

27,541

1.95

1,392,058

7,449

0.54

Short term borrowings

160,964

8,357

5.19

55,668

1,408

2.53

Long term borrowings

88,439

4,086

4.62

87,972

3,427

3.90

Total interest-bearing liabilities

$

3,566,001

75,549

2.12

$

2,799,768

17,920

0.64

NONINTEREST-BEARING LIABILITIES
AND STOCKHOLDERS' EQUITY
Demand deposits - noninterest bearing

$

1,065,389

$

959,294

Other liabilities

50,302

34,180

Stockholders' equity

357,462

351,466

TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY

$

5,039,154

$

4,144,708

Net interest income and interest rate spread

$

140,588

2.35

%

$

127,530

2.98

%

Net interest margin

2.91

%

3.18

%

(1) Interest and yields are calculated on a tax-equivalent basis where applicable.
(2) For 2023, adjustments of $353 thousand and $2.4 million, respectively, were made to tax equate income on tax exempt loans and tax exempt securities. For 2022, adjustments of $310 thousand and $3.1 million, respectively, were made to tax equate income on tax exempt loans and tax exempt securities. These adjustments were based on a marginal federal income tax rate of 21%, less disallowances.
Reconciliation of Total Assets to Tangible Assets

For the Three Months Ended

For the Twelve Months
Ended

Dec. 31,

Sept. 30,

June 30,

March 31,

Dec. 31,

Dec. 31,

Dec. 31,

2023

2023

2023

2023

2022

2023

2022

Total Assets

$

5,078,350

$

4,971,163

$

5,073,454

$

5,109,886

$

4,082,200

$

5,078,350

$

4,082,200

Less Goodwill and other intangibles

190,288

191,326

192,052

193,273

101,666

190,288

101,666

Tangible Assets

$

4,888,062

$

4,779,837

$

4,881,402

$

4,916,613

$

3,980,534

$

4,888,062

$

3,980,534

Average Assets

4,980,314

5,058,969

5,070,444

5,085,009

4,080,497

5,039,154

4,144,708

Less average Goodwill and other intangibles

191,108

191,804

192,972

193,368

102,126

192,306

102,151

Average Tangible Assets

$

4,789,206

$

4,867,165

$

4,877,472

$

4,891,641

$

3,978,371

$

4,846,848

$

4,042,557

Reconciliation of Common Stockholders' Equity to Tangible Common Equity

For the Three Months Ended

For the Twelve Months
Ended

Dec. 31,

Sept. 30,

June 30,

March 31,

Dec. 31,

Dec. 31,

Dec. 31,

2023

2023

2023

2023

2022

2023

2022

Stockholders' Equity

$

404,415

$

315,982

$

366,991

$

374,642

$

292,295

$

404,415

$

292,295

Less Goodwill and other intangibles

190,288

191,326

192,052

193,273

101,666

190,288

101,666

Tangible Common Equity

$

214,127

$

124,656

$

174,939

$

181,369

$

190,629

$

214,127

$

190,629

Average Stockholders' Equity

324,332

367,600

371,421

366,851

264,939

357,462

351,466

Less average Goodwill and other intangibles

191,108

191,804

192,972

193,368

102,126

192,306

102,151

Average Tangible Common Equity

$

133,224

$

175,796

$

178,449

$

173,483

$

162,813

$

165,156

$

249,315

Reconciliation of Net Income, Less Merger and Certain Items

For the Three Months Ended

For the Twelve Months
Ended

Dec. 31,

Sept. 30,

June 30,

March 31,

Dec. 31,

Dec. 31,

Dec. 31,

2023

2023

2023

2023

2022

2023

2022

Net income

$

14,577

$

13,314

$

14,966

$

7,075

$

13,356

$

49,932

$

60,597

Acquisition related costs - after tax

358

234

354

3,449

475

4,395

3,290

Acquisition related provision - after tax

0

0

0

6,077

0

6,077

0

Employee severence - after tax

798

0

0

0

0

798

0

Lawsuit settlement income - after tax

0

0

0

0

0

0

(6,616

)

Lawsuit settlement contingent legal expense - after tax

0

0

0

0

0

0

1,639

Lawsuit settlement expense - after tax

0

620

0

0

0

620

0

Charitable donation - after tax

0

0

0

0

0

0

4,740

Net (gain) on loan sale - after tax

(723

)

0

0

0

0

(723

)

0

Net loss (gain) on asset/security sales - after tax

171

604

(5

)

(72

)

268

698

344

Net income - Adjusted

$

15,181

$

14,772

$

15,315

$

16,529

$

14,099

$

61,797

$

63,994

Diluted EPS excluding merger and certain items

$

0.41

$

0.40

$

0.41

$

0.44

$

0.42

$

1.65

$

1.89

Return on Average Assets excluding merger and certain items (Annualized)

1.22

%

1.17

%

1.21

%

1.30

%

1.36

%

1.23

%

1.54

%

Return on Average Equity excluding merger and certain items (Annualized)

18.72

%

16.07

%

16.49

%

18.02

%

21.29

%

17.29

%

18.21

%

Return on Average Tangible Equity excluding acquisition costs and certain items (Annualized)

45.58

%

33.61

%

34.33

%

38.11

%

34.64

%

37.42

%

25.67

%

Efficiency ratio excluding certain items

For the Three Months Ended

For the Twelve Months
Ended

Dec. 31,

Sept. 30,

June 30,

March 31,

Dec. 31,

Dec. 31,

Dec. 31,

2023

2023

2023

2023

2022

2023

2022

Net interest income, tax equated

$

33,494

$

34,448

$

35,273

$

37,374

$

30,212

$

140,588

$

127,530

Noninterest income

12,156

9,831

9,449

10,425

8,200

41,861

44,202

Legal settlement income

0

0

0

0

0

0

(8,375

)

Net (gain) on loan sale

(915

)

0

0

0

0

(915

)

0

Net loss (gain) on asset/security sales

217

764

(6

)

(91

)

338

883

435

Net interest income and noninterest income adjusted

44,952

45,043

44,716

47,708

38,750

182,417

163,792

Noninterest expense less intangible amortization

26,394

26,991

25,163

29,813

20,393

108,361

92,438

Charitable donation

0

0

0

0

0

0

6,000

Legal settlement expense

0

785

0

0

0

785

0

Contingent legal settlement expense

0

0

0

0

0

0

2,075

Employee severence

1,010

0

0

0

0

1,010

0

Acquisition related costs

452

268

442

4,313

584

5,475

4,070

Noninterest expense adjusted

24,932

25,938

24,721

25,500

19,809

101,091

80,293

Efficiency ratio excluding certain items

55.46

%

57.58

%

55.28

%

53.45

%

51.12

%

55.42

%

49.02

%

Net interest margin excluding acquisition marks and PPP interest and fees

For the Three Months Ended

For the Twelve Months
Ended

Dec. 31,

Sept. 30,

June 30,

March 31,

Dec. 31,

Dec. 31,

Dec. 31,

2023

2023

2023

2023

2022

2023

2022

Net interest income, tax equated

$

33,494

$

34,448

$

35,273

$

37,374

$

30,212

$

140,588

$

127,530

Acquisition marks

2,475

2,959

2,884

2,628

174

10,946

1,793

PPP interest and fees

1

1

3

0

10

5

1,392

Adjusted and annualized net interest income

124,072

125,952

129,544

138,984

120,112

129,637

124,345

Average earning assets

4,816,409

4,820,888

4,830,910

4,866,263

4,047,343

4,833,471

4,015,951

Less PPP average balances

229

247

277

310

485

254

11,914

Adjusted average earning assets

4,816,180

4,820,641

4,830,633

4,865,953

4,046,858

4,833,217

4,004,037

Net interest margin excluding marks and PPP interest and fees

2.58

%

2.61

%

2.68

%

2.86

%

2.97

%

2.68

%

3.11

%



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