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Section 1: 8-K (FORM 8-K)

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

 

FORM 8-K

 

 

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Date of report (Date of earliest event reported): October 30, 2018

 

 

 

BAY BANKS OF VIRGINIA, INC.

(Exact Name of Registrant as Specified in Charter)

 

 

 

Virginia 0-22955 54-1838100

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.) 

 

 1801 Bayberry Court, Richmond, VA 23226

(Address of Principal Executive Offices) (Zip Code)

 

Registrant’s telephone number, including area code: (844) 404-9668

 

N/A

(Former Name or Former Address, if Changed Since Last Report)

 

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

 

Emerging growth company ¨

 

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

 

 

 

 

 

 

Item 2.02Results of Operations and Financial Condition.

 

On October 30, 2018, Bay Banks of Virginia, Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended September 30, 2018.

 

A copy of the Company’s press release is attached and furnished herewith as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section.

 

Item 9.01Financial Statements and Exhibits.

 

(d)Exhibits.

 

  Exhibit No.   Description
       
  99.1   Press release, dated October 30, 2018 announcing the Company’s financial results for the quarter ended September 30, 2018.

  

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

  BAY BANKS OF VIRGINIA, INC.
       
       
  By:   /s/ Judy C. Gavant  
  Judy C. Gavant
  Chief Financial Officer

  

October 30, 2018

 

 

 

 

EXHIBIT INDEX

 

  Exhibit No.   Description
       
  99.1   Press release, dated October 30, 2018, announcing the Company’s financial results for the quarter ended September 30, 2018.  

 

 

 

(Back To Top)

Section 2: EX-99.1 (EXHIBIT 99.1)

Bay Banks of Virginia, Inc. Reports Third Quarter and Year-to-Date 2018 Results



$1 Billion of Assets

RICHMOND, Va., Oct. 30, 2018 /PRNewswire/ -- Bay Banks of Virginia, Inc. (OTCQB: BAYK), holding company of Virginia Commonwealth Bank and VCB Financial Group, Inc., announced financial results for the three and ninth months ended September 30, 2018.

The company reported $1.03 billion of assets as of September 30, 2018 compared to $970.6 million as of December 31, 2017.

The company also reported net income of $1.0 million, or $0.08 per diluted share, for the third quarter of 2018 compared to $946 thousand, or $0.07 per diluted share, for the second quarter of 2018, and $742 thousand, or $0.07 per diluted share, for the third quarter of 2017. For the first nine months of 2018, the company reported net income of $3.1 million, or $0.24 per diluted share, compared to $1.1 million, or $0.14 per diluted share, for the first nine months of 2017. Costs incurred in connection with the company's merger with Virginia BanCorp, Inc. on April 1, 2017 (the "Merger") were $0 and $363 thousand for the three and nine months ended September 30, 2018, respectively, compared to $141 thousand and $1.1 million for the three and nine months ended September 30, 2017, respectively.

Randal R. Greene, President and Chief Executive Officer, commented: "Reaching $1 billion of assets is a major milestone for our company. Just a year and a half ago we merged with Virginia BanCorp creating an $830 million financial institution. We have experienced an asset growth rate of 23% over this period. In reviewing our results of the third quarter, we are beginning to realize the leverage of our larger balance sheet and the savings anticipated from our noninterest expense initiatives that we announced during the quarter. Earnings before both taxes and provision for loan losses improved to $1.7 million in the third quarter of 2018 from $795 thousand in the second quarter of 2018. Net loan growth of $88.3 million in the first nine months of the year was strong, particularly considering the run-off of nearly $50 million of purchased portfolio loans, including those acquired in the Merger."

Operating Results

Third Quarter 2018 compared to Second Quarter 2018

First Nine Months 2018 compared to First Nine Months 2017

Third Quarter 2018 compared to Third Quarter 2017

Balance Sheet

Asset Quality

Outlook

Greene concluded: "I believe at our size, $1 billion of assets, we are able to offer all the products needed by our customers and we are agile enough to respond quickly to and customize solutions for them. Our lending opportunities in the greater Richmond area continue to be strong, and we have a pipeline of opportunities in Hampton Roads as we have built a first-class team in that market. Core deposit generation is a significant focus area for us as it is an imperative to support our future growth. Another focus area is expense management. We are beginning to realize the benefits of our previously-announced noninterest expense initiatives, but we have more work to do in this area. I believe the results of closely managing expenses and our growing balance sheet will continue to deliver improving financial results."

About Bay Banks of Virginia, Inc.

Bay Banks of Virginia, Inc. is the bank holding company for Virginia Commonwealth Bank and VCB Financial Group, Inc. Founded in the 1930s, Virginia Commonwealth Bank is headquartered in Richmond, Virginia. With 19 banking offices, including one production office, located throughout the greater Richmond area, the Northern Neck region, Middlesex County, the Tri-Cities area of Petersburg, Hopewell and Colonial Heights, Suffolk, and Virginia Beach, the bank serves businesses, professionals, and consumers with a wide variety of financial services, including retail and commercial banking, and mortgage banking. VCB Financial Group provides management services for personal and corporate trusts, including estate planning, estate settlement and trust administration, and investment and wealth management services.

Caution About Forward-Looking Statements

This press release contains statements concerning the company's expectations, plans, objectives, future financial performance and other statements that are not historical facts. These statements may constitute "forward-looking statements" as defined by federal securities laws. These statements may address issues that involve estimates and assumptions made by management, risks and uncertainties, and actual results could differ materially from historical results or those anticipated by such statements. Factors that could have a material adverse effect on the operations and future prospects of the company include, but are not limited to: changes in interest rates and general economic conditions; the legislative/regularity climate; monetary and fiscal policies of the U. S. Government, including policies of the U.S. Treasury and Federal Reserve Board; the quality or composition of the loan or investment portfolios; demand for loan products; deposit flows; competition; demand for financial services in the company's market area; acquisitions and dispositions; and tax and accounting rules, principles, polices and guidelines. These risks and uncertainties should be considered in evaluating the forward-looking statements contained herein, and readers are cautioned not to place undue reliance on such statements, which speak only as of the date they are made. Except to the extent required by applicable law or regulation, the company undertakes no obligation to revise or update publicly any forward-looking statements for any reason.

For further information, contact Randal R. Greene, President and Chief Executive Officer, at 844-404-9668 or [email protected]

1 See discussion of non-GAAP financial measures at the end of the Supplemental Financial Data tables that follow.

BAY BANKS OF VIRGINIA, INC.

Supplemental Financial Data (Unaudited)







CONSOLIDATED BALANCE SHEETS







September 30, 2018


December 31, 2017 (1)



(Dollars in thousands, except share data)

(unaudited)





ASSETS






   Cash and due from banks

$                      6,610


$                        9,396



   Interest-bearing deposits

15,906


41,971



   Certificates of deposit

2,976


3,224



   Federal funds sold

197


6,961



   Available-for-sale securities, at fair value

81,215


77,153



   Restricted securities

6,750


5,787



   Loans receivable, net of allowance for loan losses






     of $7,287 and $7,770, respectively

846,993


758,726



   Loans held for sale

0


1,651



   Premises and equipment, net

18,315


17,463



   Accrued interest receivable

3,060


3,194



   Other real estate owned, net

3,663


4,284



   Bank owned life insurance

19,147


18,773



   Goodwill

10,374


10,374



   Mortgage servicing rights

981


999



   Core deposit intangible

2,381


2,991



   Other assets

8,872


7,609



Total assets

$                 1,027,440


$                   970,556









LIABILITIES






   Noninterest-bearing deposits

$                    108,602


$                   103,037



   Savings and interest-bearing demand deposits

330,690


299,820



   Time deposits

369,836


358,989



     Total deposits

809,128


761,846









   Securities sold under repurchase agreements

6,083


9,498



   Federal Home Loan Bank advances

80,000


70,000



   Subordinated notes, net of issuance costs

6,889


6,877



   Other liabilities

8,793


7,781



     Total liabilities

910,893


856,002









SHAREHOLDERS' EQUITY 






   Common stock ($5 par value; authorized - 30,000,000 shares;






     outstanding - 13,238,716 and 13,203,605 shares, respectively) (2)

66,194


66,018



   Additional paid-in capital

37,276


37,142



   Unearned employee stock ownership plan shares

(1,006)


(1,129)



   Retained earnings

16,775


13,679



   Accumulated other comprehensive loss, net

(2,692)


(1,156)



     Total shareholders' equity

116,547


114,554



Total liabilities and shareholders' equity

$              1,027,440


$                   970,556











(1) Derived from audited December 31, 2017 Consolidated Financial Statements.

(2) Preferred stock is authorized; however, none was outstanding as of September 30, 2018 and December 31, 2017.






BAY BANKS OF VIRGINIA, INC.

Supplemental Financial Data (Unaudited) - Continued







CONSOLIDATED STATEMENTS OF OPERATIONS







(unaudited)

For the three months ended

(Dollars in thousands, except per share data)

September 30, 2018


June 30, 2018


September 30, 2017

INTEREST INCOME






Loans, including fees

$                   10,126


$                     9,745


$                     8,874

Securities:






  Taxable

498


497


329

  Tax-exempt

119


117


116

Federal funds sold

46


51


43

Interest-bearing deposit accounts

64


80


116

Certificates of deposit

17


18


18

   Total interest income

10,870


10,508


9,496







INTEREST EXPENSE






Deposits

2,027


1,796


1,292

Securities sold under repurchase agreements

3


4


5

Subordinated notes

128


128


118

Federal Home Loan Bank advances

441


386


279

   Total interest expense

2,599


2,314


1,694

Net interest income

8,271


8,194


7,802

Provision for (recovery of) loan losses

509


(348)


1,075

    Net interest income after provision for loan losses

7,762


8,542


6,727







NON-INTEREST INCOME






Income from fiduciary activities

151


198


217

Service charges and fees on deposit accounts

250


152


238

Non-deposit product income

144


283


105

Interchange fees, net

106


124


101

Other service charges and fees

31


30


40

Secondary market lending income

150


244


157

Increase in cash surrender value of bank owned life insurance

123


124


133

Net gain on disposition of other assets

51


-


-

Other 

(12)


9


17

   Total non-interest income

994


1,164


1,008







NON-INTEREST EXPENSE






Salaries and employee benefits

4,022


4,273


3,687

Occupancy

962


882


811

Data processing

556


837


299

Bank franchise tax

178


178


141

Telecommunications

132


131


111

FDIC assessments

151


187


119

Foreclosed property

45


53


45

Consulting

228


345


58

Advertising and marketing

126


153


100

Directors' fees

146


69


135

Audit and accounting

236


240


121

Legal

123


119


9

Merger related

-


-


141

Core deposit intangible amortization

196


203


227

Net other real estate owned (gains) losses

(112)


84


9

Other

543


809


707

   Total non-interest expense

7,532


8,563


6,720

Income before income taxes

1,224


1,143


1,015

Income tax expense 

198


197


273

   Net income

$                     1,026


$                        946


$                        742

Basic and diluted earnings per share

$                       0.08


$                       0.07


$                       0.07







BAY BANKS OF VIRGINIA, INC.

Supplemental Financial Data (Unaudited) - Continued





CONSOLIDATED STATEMENTS OF OPERATIONS





(unaudited)

For the nine months ended

(Dollars in thousands, except per share data)

September 30, 2018


September 30, 2017

INTEREST INCOME




Loans, including fees

$                   29,853


$                   21,588

Securities:




  Taxable

1,392


946

  Tax-exempt

356


344

Federal funds sold

171


77

Interest-bearing deposit accounts

242


176

Certificates of deposit

54


55

   Total interest income

32,068


23,186





INTEREST EXPENSE




Deposits

5,427


2,999

Federal funds purchased

-


10

Securities sold under repurchase agreements

10


12

Subordinated notes

384


354

Federal Home Loan Bank advances

1,140


681

   Total interest expense

6,961


4,056

Net interest income

25,107


19,130

Provision for loan losses

481


1,833

    Net interest income after provision for loan losses

24,626


17,297





NON-INTEREST INCOME




Income from fiduciary activities

596


691

Service charges and fees on deposit accounts

538


696

Non-deposit product income

558


300

Interchange fees, net

221


314

Other service charges and fees

91


75

Secondary market lending income

528


358

Increase in cash surrender value of bank owned life insurance

374


341

Net gains on sale of available-for-sale securities

-


2

Net losses on disposition of other assets

(18)


-

Gain on curtailment of post-retirement benefit plan

352


-

Other 

90


169

   Total non-interest income

3,330


2,946





NON-INTEREST EXPENSE




Salaries and employee benefits

12,407


9,832

Occupancy

2,639


1,943

Data processing

1,941


897

Bank franchise tax

531


359

Telecommunications

369


215

FDIC assessments

521


315

Foreclosed property

110


114

Consulting

957


209

Advertising and marketing

347


227

Directors' fees

382


466

Audit and accounting 

839


366

Legal

380


95

Merger related

363


1,126

Core deposit intangible amortization

610


461

Net other real estate owned (gains) losses

(169)


102

Other

1,988


1,988

   Total non-interest expense

24,215


18,715

Income before income taxes

3,741


1,528

Income tax expense 

645


406

   Net income

$                     3,096


$                     1,122

Basic and diluted earnings per share

$                       0.24


$                       0.14





Bay Banks of Virginia, Inc.




Supplemental Financial Data (Unaudited) - Continued



















As of and for the Three Months Ended


As of and for the Nine Months Ended


September 30,

June 30,

March 31,

December 31,

September 30,


September 30,

September 30,

(Dollars in thousands, except per share amounts)

2018

2018

2018

2017

2017


2018

2017

Select Consolidated Balance Sheet Data









Total assets

$     1,027,440

$       983,216

$       994,676

$        970,556

$         959,936




Cash, interest-bearing deposits and federal funds sold

22,713

38,526

63,696

58,328

75,223




Available-for-sale securities, at fair value

81,215

74,322

75,434

77,153

71,893




Loans:









    Mortgage loans on real estate

682,321

644,202

624,424

609,637

594,761




    Commercial and industrial

144,118

124,563

129,225

114,093

99,637




    Consumer loans

27,920

32,767

37,011

42,566

48,640




Loans receivable

854,359

801,532

790,660

766,296

743,038




Unamortized net deferred loan (fees) costs

(79)

24

228

200

1,590




Allowance for loan losses (ALL)

(7,287)

(7,113)

(7,923)

(7,770)

(4,920)




Net loans

846,993

794,443

782,965

758,726

739,708




Loans held for sale

-

669

414

1,651

162




Other real estate owned, net

3,663

3,501

2,593

4,284

5,159













Total liabilities

$         910,893

$       867,492

$       879,757

$        856,002

$         842,148




Deposits:









    Noninterest-bearing demand deposits

108,602

108,943

124,572

103,037

99,531




    Savings and interest-bearing deposits

330,690

296,206

299,216

299,820

297,150




    Time deposits

369,836

369,917

373,163

358,989

338,732




Total deposits

809,128

775,066

796,951

761,846

735,413




Securities sold under repurchase agreements

6,083

7,008

6,551

9,498

17,091




Federal Home Loan Bank advances

80,000

70,000

60,000

70,000

75,000




Subordinated notes, net of issuance costs

6,889

6,885

6,881

6,877

6,873













Shareholders' equity

116,547

115,724

114,919

114,554

117,788













Condensed Consolidated Statements of Operations









Interest income

$           10,870

$         10,508

$         10,692

$          10,514

$             9,496


$                 32,068

$                 23,186

Interest expense

2,599

2,314

2,048

1,945

1,694


6,961

4,056

Net interest income

8,271

8,194

8,644

8,569

7,802


25,107

19,130

Provision for (recovery of) loan losses

509

(348)

320

3,101

1,075


481

1,833

Non-interest income

994

1,164

1,170

733

1,008


3,330

2,946

Non-interest expense

7,532

8,563

8,120

8,204

6,720


24,215

18,715

Income (loss) before taxes

1,224

1,143

1,374

(2,003)

1,015


3,741

1,528

Income tax expense

198

197

250

391

273


645

406

Net income (loss)

$             1,026

$               946

$           1,124

$           (2,394)

$                 742


$                    3,096

$                    1,122










Bay Banks of Virginia, Inc.





Supplemental Financial Data (Unaudited) - Continued






















As of and for the Three Months Ended


As of and for the Nine Months Ended



September 30,

June 30,

March 31,

December 31,

September 30,


September 30,

September 30,


(Dollars in thousands, except per share amounts)

2018

2018

2018

2017

2017


2018

2017


Per Share Data










Basic earnings (loss) per share

$                0.08

$            0.07

$            0.09

$             (0.18)

$                0.07


$                0.24

$                0.14


Diluted earnings (loss) per share

0.08

0.07

0.09

(0.18)

0.07


0.24

0.14


Dividends per share

-

-

-

0.04

0.04


-

0.08


Book value per share

8.80

8.75

8.69

8.68

8.93





Tangible book value per share (1)

7.88

7.81

7.74

7.71

7.98





Shares outstanding at end of period

13,238,716

13,226,096

13,223,096

13,203,605

13,193,983


13,238,716

13,193,983


Weighted average shares outstanding, basic

13,080,372

13,059,604

13,038,593

13,036,057

10,488,227


13,059,845

8,175,431


Weighted average shares outstanding, diluted

13,142,549

13,126,419

13,106,214

13,108,400

10,557,623


13,128,715

8,242,700












Performance Ratios (tax-equivalent basis):










Yield on average interest-earning assets

4.66%

4.61%

4.74%

4.69%

4.40%


4.69%

4.50%


Cost of funds

1.19%

1.08%

0.95%

0.92%

0.83%


1.08%

0.81%


Cost of deposits

1.03%

0.93%

0.83%

0.81%

0.72%


0.93%

0.68%


Net interest spread

3.30%

3.37%

3.64%

3.64%

3.43%


3.46%

3.58%


Net interest margin (NIM)

3.57%

3.60%

3.83%

3.82%

3.62%


3.67%

3.72%


NIM, excluding acquisition accounting adjustments (1)

3.40%

3.34%

3.58%

3.31%

3.39%


3.44%

3.51%


Average interest-earnings assets to total average assets

93.45%

92.37%

92.10%

93.30%

94.99%


93.40%

92.17%


Return on average assets (annualized)

0.41%

0.38%

0.46%

-0.99%

0.32%


0.42%

0.20%


Return on average equity (annualized)

3.55%

3.28%

3.92%

-8.24%

3.10%


3.61%

2.03%


Merger related expense

$                       -

$                   -

$             363

$               850

$                 141


$                 363

$              1,126


Efficiency ratio

81.3%

91.5%

82.7%

88.2%

76.3%


85.2%

84.8%


Average assets

994,209

988,946

982,616

965,246

913,664


980,886

751,266


Average interest-earning assets

929,111

913,486

904,991

900,617

867,853


916,168

692,406


Average interest-bearing liabilities

761,986

747,227

747,813

742,043

715,878


752,518

582,731


Average shareholders' equity

115,454

115,321

114,736

116,171

95,650


114,478

73,827


Shareholders' equity to total assets ratio

11.34%

11.77%

11.55%

11.80%

12.27%















Asset Quality Data and Ratios:










Nonaccrual loans

$              4,204

$          3,474

$          6,892

$            6,496

$              4,799





Loans past due 90 days or more and still accruing (excludes purchased credit-impaired loans)

-

-

-

48

-





Other real estate owned, net

3,663

3,501

2,593

4,284

5,159





Total non-performing assets

7,867

6,975

9,485

10,828

9,958





Net charge-offs (recoveries)

335

462

167

948

397





Net charge-offs to average loans (quarter-to-date annualized)

0.17%

0.23%

0.09%

0.50%

0.22%





Total non-performing assets to total assets

0.77%

0.71%

0.95%

1.11%

1.04%





Gross loans to total assets

1.82%

81.52%

79.49%

78.95%

77.40%





ALL to gross loans

0.85%

0.89%

1.00%

0.00%

0.00%





ALL plus acquisition accounting adjustments (discounts) on acquired loans to gross loans (1)

1.35%

1.46%

1.65%

0.00%

0.00%
















(1) Non-GAAP financial measure.  See GAAP to Non-GAAP financial measure reconciliation at the end of the

Supplemental Financial Data tables that follow.


Bay Banks of Virginia, Inc.

Supplemental Financial Data (Unaudited) - Continued


























As of and for the Three Months Ended


As of and for the Nine Months Ended




September 30,

June 30,

March 31,

December 31,

September 30,


September 30,

September 30,

(Dollars in thousands, except per share amounts)


2018

2018

2018

2017

2017


2018

2017

Reconciliation of Non-GAAP Financial Measures (1)










NIM, excluding acquisition accounting adjustments











Interest income


$      10,870

$      10,508

$      10,692

$         10,514

$             9,496


$                32,068

$                23,186


    Add: tax-equivalent yield adjustment for tax-exempt securities (b)


30

31

32

21

60


95

177


    Less: accretion of discounts on acquired loans


357

547

503

1,047

409


1,407

860


Interest income, adjusted


10,543

9,992

10,221

9,488

9,147


30,756

22,503


Average interest-earning assets


$    929,111

$    913,486

$    904,991

$       900,617

$        867,853


$              916,168

$              692,406

Yield on interest-earning assets, excluding accretion of discounts on acquired loans (annualized)

4.54%

4.38%

4.52%

4.21%

4.22%


4.48%

4.33%


Interest expense


$        2,599

$        2,314

$        2,048

$            1,944

$             1,694


$                  6,961

$                   4,056


Add: amortization of premium on acquired time deposits


40

42

68

88

103


150

220


Interest expense, adjusted


2,639

2,356

2,116

2,032

1,797


7,111

4,276


Net interest income, excluding acquisition accounting adjustments


7,904

7,637

8,105

7,456

7,350


23,645

18,227


Average interest-bearing liabilities


$    761,986

$    747,227

$    747,813

$       742,043

$        715,878


$              752,518

$              582,731

Cost of interest-bearing liabilities, excluding amortization of premium on acquired time deposits (annualized)

1.39%

1.26%

1.13%

1.10%

1.00%


1.26%

0.98%

NIM, excluding acquisition accounting adjustments


3.40%

3.34%

3.58%

3.31%

3.39%


3.44%

3.51%












ALL plus discounts on acquired loans to gross loans











Allowance for loan losses


$        7,287

$        7,113

$        7,923

$            7,770

$             4,920





Add: discounts on acquired loans


4,280

4,655

5,212

5,792

5,375





ALL plus discounts on acquired loans


11,567

11,768

13,135

13,562

10,295





Gross loans + discounts on acquired loans


$    858,560

$    806,211

$    796,100

$       771,459

$        745,083




ALL plus discounts on acquired loans to gross loans


1.35%

1.46%

1.65%

1.76%

1.38%















Tangible book value per share











Total shareholders' equity


$    116,547

$    115,724

$    114,919

$       114,554

$        117,788





Less: intangible assets, net of deferred tax liability on core deposit intangible (b)


12,255

12,409

12,570

12,737

12,492




Tangible shareholders' equity


$    104,292

$    103,316

$    102,350

$       101,818

$        105,297




Shares outstanding at end of period


13,238,716

13,226,096

13,223,096

13,203,605

13,193,983




Tangible book value per share


$           7.88

$           7.81

$           7.74

$              7.71

$               7.98


























(a) Excludes mortgage servicing rights.

(b) Assumes a federal income tax rate of 21% for the 2018 periods and for the three months-ended December 31, 2017 and a 34% federal income tax rate for the other 2017 periods 

ended presented.




(1) Set forth above are calculations of each of the non-GAAP (generally accepted accounting principles) financial measures included in the Supplemental Financial Data tables.   

NIM, excluding acquisition accounting adjustments, ALL plus discounts on acquired loans to gross loans, and tangible book value per share are supplemental financial 

measures that are not required nor presented in accordance with GAAP.  Management believes ALL plus discounts on acquired loans as a percentage of gross loans and 

tangible book value per share are meaningful because they are measures management uses to assess asset quality and capital levels, respectively.  Management believes that NIM, 

excluding acquisition accounting adjustments, is meaningful because management uses it to assess the financial performance of the company.

Calculations of these non-GAAP financial measures may not be comparable to the calculation of similarly titled measures reported by other companies.



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