What changed in this filing

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Item 1. Financial Statements

2024-10-31 compared with 2024-07-31 · 110 added, 91 removed, 843 unchanged (19% of the section changed)

4 unchanged sentences

(Dollars in thousands, except per share data)

June 30, 2024

September 30, 2024

(Unaudited) December 31,

1 unchanged sentence

Federal Funds Sold 169,980 151,134

Securities Available for Sale, at Fair Values (Amortized Cost of $ 960,990 at June 30, 2024 and $ 963,978 at December 31, 2023)

Securities Purchased Under Agreements to Resell 25,879 -

Securities Available for Sale, at Fair Values (Amortized Cost of $ 974,596 at September 30, 2024 and $ 963,978 at December 31, 2023)

916,091 879,571

Mortgage Loans Held for Sale - 835

Loans and Lease Receivable, Net of Allowance for Loan Losses of $ 41,412 at June 30, 2024 and $ 40,414 at December 31, 2023

Loans and Lease Receivable, Net of Allowance for Loan Losses of $ 42,154 at September 30, 2024 and $ 40,414 at December 31, 2023

5,177,964 4,952,371

24 unchanged sentences

5,000,000 Shares Authorized;

72,010 Shares ($ 1,000 Liquidation Preference) Issued at both June 30, 2024 and December 31, 2023, respectively

72,010 Shares ($ 1,000 Liquidation Preference) Issued at both September 30, 2024 and December 31, 2023, respectively

71,930 71,930

1 unchanged sentence

50,000,000 Shares Authorized;

25,502,175 and 25,351,809 Shares Issued and Outstanding at June 30, 2024 and December 31, 2023, respectively

25,519,501 and 25,351,809 Shares Issued and Outstanding at September 30, 2024 and December 31, 2023, respectively

25,520 25,352

10 unchanged sentences

For the Three Months Ended

June 30, For the Six Months Ended

September 30, For the Nine Months Ended

September 30,

2024 2023 2024 2023

34 unchanged sentences

AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Dollars in thousands)

For the Three Months Ended

June 30, For the Six Months Ended

September 30, For the Nine Months Ended

September 30,

2024 2023 2024 2023

11 unchanged sentences

UNAUDITED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS ’ EQUITY

FOR THE THREE MONTHS ENDED JUNE 30, 2024 AND 2023

FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2024 AND 2023

(Dollars in thousands, except per share data)

5 unchanged sentences

Shareholders'

Balances at March 31, 2023 $ 71,930 $ 25,320 $ 394,677 $ 173,761 $ ( 67,998 ) $ 597,690

Balances at June 30, 2023 $ 71,930 $ 25,344 $ 395,875 $ 189,115 $ ( 81,296 ) $ 600,968

Comprehensive Income:

6 unchanged sentences

Stock Based Compensation Cost - - 246 - - 246

Balances at September 30, 2023 $ 71,930 $ 25,344 $ 396,121 $ 205,207 $ ( 94,236 ) $ 604,366

Balances at June 30, 2024 $ 71,930 $ 25,502 $ 397,851 $ 237,031 $ ( 67,784 ) $ 664,530

Balances at March 31, 2024 $ 71,930 $ 25,485 $ 398,511 $ 224,742 $ ( 71,634 ) $ 649,034

Comprehensive Income:

5 unchanged sentences

- - - ( 3,542 ) - ( 3,542 )

Stock Issuance - - ( 31 ) - - ( 31 )

Stock Based Compensation Cost - 18 386 - - 404

Balances at June 30, 2024 $ 71,930 $ 25,502 $ 397,851 $ 237,031 $ ( 67,784 ) $ 664,530

Balances at September 30, 2024 $ 71,930 $ 25,520 $ 398,237 $ 249,981 $ ( 46,144 ) $ 699,524

The accompanying notes are an integral part of these financial statements

2 unchanged sentences

UNAUDITED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS ’ EQUITY

FOR THE SIX MONTHS ENDED JUNE 30, 2024 AND 2023

FOR THE SIX MONTHS ENDED SEPTEMBER 30, 2024 AND 2023

(Dollars in thousands, except per share data)

3 unchanged sentences

Comprehensive

Income (Loss) Total

Shareholders'

9 unchanged sentences

Stock Based Compensation Cost - 234 2,431 - - 2,665

Balances at June 30, 2023 71,930 25,344 395,875 189,115 ( 81,296 ) 600,968

Balances at September 30, 2023 71,930 25,344 396,121 205,207 ( 94,236 ) 604,366

Balances at December 31, 2023 $ 71,930 $ 25,352 $ 397,447 $ 216,115 $ ( 66,585 ) $ 644,259

1 unchanged sentence

Net Income - - - 48,619 - 48,619

Other Comprehensive Loss - - - - ( 1,199 ) ( 1,199 )

Other Comprehensive Income - - - - 20,441 20,441

Cash Dividends Declared on Preferred Stock, $ 56.25 Per Share

4 unchanged sentences

Stock Based Compensation Cost - 168 821 - - 989

Balances at June 30, 2024 $ 71,930 $ 25,502 $ 397,851 $ 237,031 $ ( 67,784 ) $ 664,530

Balances at September 30, 2024 $ 71,930 $ 25,520 $ 398,237 $ 249,981 $ ( 46,144 ) $ 699,524

The accompanying notes are an integral part of these financial statements.

3 unchanged sentences

(Dollars in thousands)

For the Six Months Ended

For the Nine Months Ended

September 30,

Cash Flows From Operating Activities:

12 unchanged sentences

Deferred Income Tax Expense 996 2,121

Gain on Sale of Branch - ( 932 )

Changes in Assets and Liabilities:

9 unchanged sentences

Net Cash Paid in Acquisition ( 3,279 ) -

Net Cash Paid in Sale of Branch - ( 14,506 )

Purchases of Other Equity Securities ( 4,539 ) ( 13,961 )

5 unchanged sentences

Proceeds from Sales of Other Real Estate 589 1,240

Net (Increase) Decrease in Federal Funds Sold 37,547 ( 158,244 )

Net Increase in Securities Purchased Under Agreements to Resell ( 25,879 ) -

Net Increase in Federal Funds Sold ( 18,846 ) ( 181,010 )

Net Cash Used in Investing Activities ( 293,003 ) ( 488,706 )

For the Six Months Ended

For the Nine Months Ended

September 30,

Cash Flows From Financing Activities:

Net Increase in Deposits 392,156 386,713

Net Increase (Decrease) in Securities Sold Under Agreements to Repurchase ( 440 ) 3,022

Net Increase in Securities Sold Under Agreements to Repurchase 2,644 3,037

Net Decrease in Federal Funds Purchased - ( 14,057 )

16 unchanged sentences

Supplemental Schedule for Noncash Investing and Financing Activities:

Change in the Unrealized Loss on Securities Available for Sale $ ( 1,535 ) $ ( 7,549 )

Change in the Unrealized Gain (Loss) on Securities Available for Sale $ 25,902 $ ( 23,947 )

Change in the Unrealized Gain (Loss) on Equity Securities $ 14 $ ( 1,451 )

Change in Deferred Tax Effect on the Unrealized Loss on Securities Available for Sale $ 322 $ 1,900

Change in Deferred Tax Effect on the Unrealized (Gain) Loss on Securities Available for Sale $ ( 5,475 ) $ 5,366

Transfer of Loans to Other Real Estate $ 642 $ 1,118

31 unchanged sentences

Such measures, to the extent they are relevant but not in accordance with GAAP, shall be accompanied by appropriate disclosures and reconciliations to the appropriate reported GAAP amounts.

ASU 2023-07 is effective for the Company starting January 1, 2025, though early adoption is permitted.

ASU 2023-07 became effective for the Company on January 1, 2024.

Retrospective application is required upon adoption.

17 unchanged sentences

As part of the acquisition, the Company recorded $ 3.1 million in goodwill.

The Company has recorded approximately $ 1.1 million and $ 236,000 of acquisition-related costs within merger and conversion-related expenses and salaries and benefits for the six months ended June 30, 2024, and year ended December 31, 2023, respectively.

The Company has recorded approximately $ 1.5 million and $ 236,000 of acquisition-related costs within merger and conversion-related expenses and salaries and benefits for the nine months ended September 30, 2024, and year ended December 31, 2023, respectively.

Note 4 – Earnings per Common Share –

8 unchanged sentences

For the Three Months Ended

June 30, For the Six Months Ended

September 30, For the Nine Months Ended

September 30,

2024 2023 2024 2023

9 unchanged sentences

Note 5 – Securities –

The amortized cost and fair values of securities available for sale as of June 30, 2024, and December 31, 2023 are summarized as follows:

June 30, 2024

The amortized cost and fair values of securities available for sale as of September 30, 2024, and December 31, 2023 are summarized as follows:

September 30, 2024

(Dollars in thousands)

16 unchanged sentences

Total Securities Available for Sale $ 963,978 $ 1,274 $ 85,681 $ 879,571

The following tables present a summary of securities with gross unrealized losses and fair values at June 30, 2024 and December 31, 2023, aggregated by investment category and length of time in a continued unrealized loss position.

The following tables present a summary of securities with gross unrealized losses and fair values at September 30, 2024 and December 31, 2023, aggregated by investment category and length of time in a continued unrealized loss position.

Due to the nature of these investments and current prevailing market prices, these unrealized losses are considered non-credit related.

June 30, 2024

September 30, 2024

Less Than 12 Months 12 Months or Greater Total

15 unchanged sentences

Total Securities Available for Sale $ 36,978 $ 1,320 $ 708,113 $ 84,361 $ 745,091 $ 85,681

As of June 30, 2024, and December 31, 2023, respectively, no allowance for credit losses was recognized on available for sale securities in an unrealized loss position as management does not believe any of the securities are impaired due to credit quality.

As of September 30, 2024, and December 31, 2023, respectively, no allowance for credit losses was recognized on available for sale securities in an unrealized loss position as management does not believe any of the securities are impaired due to credit quality.

This determination is based on the Company’s analysis of the underlying risk characteristics including credit ratings, historical loss experience, and other qualitative factors.

Further, the securities continue to

Further, the securities

BUSINESS FIRST BANCSHARES, INC.

1 unchanged sentence

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

make principal and interest payments under their contractual terms and management does not have the intent to sell any of the securities and believes that it is more likely than not that the Company will not have to sell any such securities before a recovery of amortized cost basis.

continue to make principal and interest payments under their contractual terms and management does not have the intent to sell any of the securities and believes that it is more likely than not that the Company will not have to sell any such securities before a recovery of amortized cost basis.

Therefore, the Company has determined the unrealized losses are due to changes in market interest rates compared to rates when the securities were acquired.

The amortized cost and fair values of securities available for sale as of June 30, 2024, by contractual maturity are shown below.

The amortized cost and fair values of securities available for sale as of September 30, 2024, by contractual maturity are shown below.

Actual maturities may differ from contractual maturities in mortgage-backed securities because the mortgages underlying the securities may be called or repaid without any penalties.

5 unchanged sentences

Total Securities Available for Sale $ 974,596 $ 916,091

Securities available for sale with a fair value of $ 322.5 million and $ 629.7 million, were pledged as collateral on public deposits and for other purposes as required or permitted by law as of June 30, 2024, and December 31, 2023, respectively.

At June 30, 2024 and December 31, 2023, accrued interest receivable on securities was $ 4.8 million and $ 4.7 million, respectively, and included within accrued interest receivable on the consolidated balance sheets.

Securities available for sale with a fair value of $ 347.2 million and $ 629.7 million, were pledged as collateral on public deposits and for other purposes as required or permitted by law as of September 30, 2024, and December 31, 2023, respectively.

At September 30, 2024 and December 31, 2023, accrued interest receivable on securities was $ 3.8 million and $ 4.7 million, respectively, and is included within accrued interest receivable on the consolidated balance sheets.

Note 6 – Loans and the Allowance for Loan Losses –

Loans receivable at June 30, 2024 and December 31, 2023 are summarized as follows:

Loans receivable at September 30, 2024 and December 31, 2023 are summarized as follows:

September 30,

2024 December 31,

10 unchanged sentences

Net Loans $ 5,177,964 $ 4,952,371

The performing 1-4 family residential, multi-family residential, commercial real estate, and commercial loans, are pledged, under a blanket lien, as collateral securing advances from the FHLB at June 30, 2024 and December 31, 2023.

Commercial and agricultural loans are pledged against the Federal Reserve Banks’ (“FRB”) discount window as of June 30, 2024, and December 31, 2023.

Commercial and agricultural loans are pledged against the Federal Reserve Banks’ (“FRB”) discount window as of September 30, 2024 and December 31, 2023.

BUSINESS FIRST BANCSHARES, INC.

1 unchanged sentence

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Net deferred loan origination fees were $ 13.2 million and $ 12.6 million at June 30, 2024 and December 31, 2023, respectively, and are netted in their respective loan categories above.

Net deferred loan origination fees were $ 12.8 million and $ 12.6 million at September 30, 2024 and December 31, 2023, respectively, and are netted in their respective loan categories above.

In addition to loans issued in the normal course of business, the Company considers overdrafts on customer deposit accounts to be loans and reclassifies overdrafts as loans in its consolidated balance sheets.

At both June 30, 2024 and December 31, 2023, overdrafts of $ 2.2 million have been reclassified to loans.

At September 30, 2024 and December 31, 2023, overdrafts of $ 6.1 million and $ 2.2 million, respectively, have been reclassified to loans.

The Bank is the lead lender on participations sold, without recourse, to other financial institutions which amounts are not included in the consolidated balance sheets.

The unpaid principal balances of mortgages and other loans serviced for others were approximately $ 741.1 million and $ 723.5 million at June 30, 2024 and December 31, 2023, respectively.

The Company had servicing rights of $ 1.1 million recorded at both June 30, 2024, and December 31, 2023, and is recorded within other assets.

The unpaid principal balances of mortgages and other loans serviced for others were approximately $ 743.3 million and $ 723.5 million at September 30, 2024 and December 31, 2023, respectively.

The Company had servicing rights of $ 954,000 and $ 1.1 million recorded at both September 30, 2024, and December 31, 2023, respectively, which are recorded within other assets.

The Bank grants loans and extensions of credit to individuals and a variety of businesses and corporations located in its general market areas throughout Louisiana and Texas.

22 unchanged sentences

Repayment of these loans primarily relies on successful rental and management of the property.

Commercial Portfolio Segment

BUSINESS FIRST BANCSHARES, INC.

1 unchanged sentence

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

borrowing base loans, letters of credit and other loan products, primarily in the Company’s target markets that are underwritten based on the borrower’s ability to service the debt from income.

Commercial Portfolio Segment

Commercial loans include general commercial and industrial, or C&I, loans, including commercial lines of credit, working capital loans, term loans, equipment financing, asset acquisition, expansion, and development loans, borrowing base loans, letters of credit and other loan products, primarily in the Company’s target markets that are underwritten based on the borrower’s ability to service the debt from income.

Commercial loan risk is derived from the expectation that such loans generally are serviced principally from the operations of the business, and those operations may not be successful.

3 unchanged sentences

The risk is based on changes in the borrower’s financial condition, which could be affected by numerous factors, including divorce, job loss, illness or other personal hardship, and fluctuations in the value of the real estate or personal property securing the consumer loan, if any.

The following table sets forth, as of June 30, 2024, and December 31, 2023, the balance of the allowance for credit losses by loan portfolio segment.

The following tables set forth, as of September 30, 2024, and December 31, 2023, the balance of the allowance for credit losses by loan portfolio segment.

The allowance for credit losses allocated to each portfolio segment is not necessarily indicative of future losses in any particular portfolio segment and does not restrict the use of the allowance to absorb losses in other portfolio segments.

Allowance for Credit Losses and Recorded Investment in Loans Receivable

June 30, 2024

September 30, 2024

(Dollars in thousands)

40 unchanged sentences

The following table summarizes, by segment, the loan balance and specific allowance allocation for those loans which have been individually evaluated.

June 30, 2024 December 31, 2023

September 30, 2024 December 31, 2023

Loan Balance Specific Allocations Loan Balance Specific Allocations

18 unchanged sentences

When a loan has a risk grade of 70 or higher, a special assets officer monitors the loan on an on-going basis.

The following tables set forth the credit quality indicators, disaggregated by loan segment, as of June 30, 2024, and December 31, 2023:

The following tables set forth the credit quality indicators, disaggregated by loan segment, as of September 30, 2024, and December 31, 2023:

BUSINESS FIRST BANCSHARES, INC.

1 unchanged sentence

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2024

September 30, 2024

(Risk Grade 10-45) Special Mention

124 unchanged sentences

• Doubtful loans have specific weaknesses that are severe enough to make collection or liquidation in full highly questionable and improbable.

As of June 30, 2024, and December 31, 2023, loan balances outstanding more than 90 days past due and still accruing interest amounted to $ 1.4 million and $ 127,000 , respectively.

As of June 30, 2024, and December 31, 2023, loan balances outstanding on nonaccrual status amounted to $ 21.0 million and $ 16.9 million, respectively.

As of September 30, 2024, and December 31, 2023, loan balances outstanding more than 90 days past due and still accruing interest amounted to $ 185,000 and $ 127,000 , respectively.

As of September 30, 2024 and December 31, 2023, loan balances outstanding on nonaccrual status amounted to $ 25.9 million and $ 16.9 million, respectively.

The Bank considers all loans more than 90 days past due as nonperforming loans.

The following tables provide an analysis of the aging of loans and leases as of June 30, 2024, and December 31, 2023.

The following tables provide an analysis of the aging of loans and leases as of September 30, 2024, and December 31, 2023.

All loans greater than 90 days past due are generally placed on nonaccrual status.

Aged Analysis of Past Due Loans Receivable

June 30, 2024

September 30, 2024

(Dollars in thousands)

36 unchanged sentences

Total $ 3,692 $ 3,386 $ 12,020 $ 19,098 $ 4,973,687 $ 4,992,785 $ 127

The following table presents non-accrual loans by segment as of June 30, 2024, and December 31, 2023, respectively.

The following table presents non-accrual loans by segment as of September 30, 2024, and December 31, 2023, respectively.

September 30,

2024 December 31,

11 unchanged sentences

Additionally, the Bank makes loan modifications with customers who have elected to work with external renegotiation agencies and these modifications provide solutions to customers’ entire unsecured debt structures.

During the periods ended June 30, 2024, and December 31, 2023, the concessions granted to certain borrowers included extending the payment due dates and offering below market contractual interest rates, and were not significant to the consolidated financial statement

Accrued interest receivable of $ 4.2 million was outstanding at both June 30, 2024, and December 31, 2023, for all loan deferrals, primarily attributable to the COVID-19 pandemic and, to a much lesser extent, hurricanes which occurred in 2020 and 2021.

During the periods ended September 30, 2024, and December 31, 2023, the concessions granted to certain borrowers included extending the payment due dates and offering below market contractual interest rates, and were not significant to the consolidated financial statement

Accrued interest receivable of $ 4.0 million and $ 4.2 million was outstanding at September 30, 2024, and December 31, 2023, respectively, for all loan deferrals, primarily attributable to the COVID-19 pandemic and, to a much lesser extent, hurricanes which occurred in 2020 and 2021.

These loans are no longer within their deferral periods.

The accrued interest on the loans is due at their maturity.

At June 30, 2024 and December 31, 2023, accrued interest receivable on loans was $ 25.9 million and $ 25.2 million, respectively, and included within accrued interest receivable on the consolidated balance sheets.

At September 30, 2024 and December 31, 2023, accrued interest receivable on loans was $ 28.8 million and $ 25.2 million, respectively, and is included within accrued interest receivable on the consolidated balance sheets.

BUSINESS FIRST BANCSHARES, INC.

10 unchanged sentences

The Company recognized a $ 1.5 million gain on the extinguishment of this debt during 2023.

These notes carried an aggregate $ 948,000 and $ 1.1 million fair value adjustment as of June 30, 2024, and December 31, 2023, respectively.

These notes carried an aggregate $ 890,000 and $ 1.1 million fair value adjustment as of September 30, 2024, and December 31, 2023, respectively.

Note 8 – Bank Term Funding Program ( “ BTFP ” ) –

6 unchanged sentences

Note 9 – Federal Home Loan Bank ( “ FHLB ” ) Borrowings –

The Company had outstanding advances from the FHLB of $ 305.2 million and $ 211.2 million as of June 30, 2024, and December 31, 2023, respectively, consisting of:

The Company had outstanding advances from the FHLB of $ 367.2 million and $ 211.2 million as of September 30, 2024, and December 31, 2023, respectively, consisting of:

One fixed rate loan with an original principal balance of $ 60.0 million.

The loan was made in 2021 and the balance at June 30, 2024 and December 31, 2023 was $ 29.3 million and $ 35.3 million, respectively, with interest at 0.89 %.

The loan was made in 2021 and the balance at September 30, 2024 and December 31, 2023 was $ 26.3 million and $ 35.3 million, respectively, with interest at 0.89 %.

Principal and interest payments are due monthly and the loan matures in November 2026.

One fixed rate loan of $ 875,000 at both June 30, 2024, and December 31, 2023, that was acquired during the TCBI acquisition, with interest at 4.88 % paid monthly.

One fixed rate loan of $ 875,000 at both September 30, 2024, and December 31, 2023, that was acquired during the TCBI acquisition, with interest at 4.88 % paid monthly.

Principal is due at maturity in April 2025.

One fixed rate loan of $ 25.0 million at both June 30, 2024, and December 31, 2023, with interest at 4.89 % paid monthly.

One fixed rate loan of $ 25.0 million at both September 30, 2024, and December 31, 2023, with interest at 4.89 % paid monthly.

Principal is due at maturity in July 2025.

One fixed rate loan of $ 25.0 million at both June 30, 2024, and December 31, 2023, with interest at 4.65 % paid monthly.

One fixed rate loan of $ 25.0 million at both September 30, 2024, and December 31, 2023, with interest at 4.65 % paid monthly.

Principal is due at maturity in January 2026.

One fixed rate loan of $ 25.0 million at both June 30, 2024, and December 31, 2023, with interest at 4.56 % paid monthly.

One fixed rate loan of $ 25.0 million at both September 30, 2024, and December 31, 2023, with interest at 4.56 % paid monthly.

Principal is due at maturity in July 2026.

One fixed rate loan of $ 25.0 million at both June 30, 2024, and December 31, 2023, with interest at 4.13 % paid monthly.

One fixed rate loan of $ 25.0 million at both September 30, 2024, and December 31, 2023, with interest at 4.13 % paid monthly.

Principal is due at maturity in October 2028.

This advance has put options beginning in October 2024.

One fixed rate loan of $ 25.0 million at both June 30, 2024, and December 31, 2023, with interest at 3.92 % paid monthly.

One fixed rate loan of $ 25.0 million at both September 30, 2024, and December 31, 2023, with interest at 3.92 % paid monthly.

Principal is due at maturity in October 2030.

This advance has put options beginning in October 2024.

One fixed rate loan of $ 25.0 million at both June 30, 2024, and December 31, 2023, with interest at 3.72 %paid monthly.

One fixed rate loan of $ 25.0 million at both September 30, 2024, and December 31, 2023, with interest at 3.72 %paid monthly.

Principal is due at maturity in October 2033.

This advance has put options beginning in October 2024.

One fixed rate loan of $ 25.0 million at both June 30, 2024, and December 31, 2023, with interest at 3.57 % paid monthly.

One fixed rate loan of $ 25.0 million at both September 30, 2024, and December 31, 2023, with interest at 3.57 % paid monthly.

Principal is due at maturity in October 2033.

This advance has put options beginning in October 2024.

One fixed rate loan of $ 25.0 million at June 30, 2024, with interest at 4.84 % paid monthly.

One fixed rate loan of $ 25.0 million at September 30, 2024, with interest at 4.84 % paid monthly.

Principal is due at maturity in December 2026.

2 unchanged sentences

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

One fixed rate loan of $ 25.0 million at June 30, 2024, with interest at 4.78 % paid monthly.

One fixed rate loan of $ 25.0 million at September 30, 2024, with interest at 4.78 % paid monthly.

Principal is due at maturity in September 2027.

One fixed rate loan of $ 25.0 million at June 30, 2024, with interest at 4.73 % paid monthly.

One fixed rate loan of $ 25.0 million at September 30, 2024, with interest at 4.73 % paid monthly.

Principal is due at maturity in March 2028.

One fixed rate loan of $ 25.0 million at June 30, 2024, with interest at 4.69 % paid monthly.

One fixed rate loan of $ 25.0 million at September 30, 2024, with interest at 4.69 % paid monthly.

Principal is due at maturity in September 2028.

The Company had an additional $ 1.2 billion remaining on the FHLB line availability at June 30, 2024.

One short-term fixed rate loan of $ 65.0 million at September 30, 2024, with interest at 4.88 % paid monthly.

Principal and interest was due, and paid, at maturity in October 2024.

The Company had an additional $ 1.2 billion remaining on the FHLB line availability at September 30, 2024.

Note 10 – Leases –

1 unchanged sentence

Certain leases provide for increases in minimum monthly rental payments as defined by the lease agreement.

Rental expense under these agreements was $ 3.0 million and $ 2.8 million for the six months ended June 30, 2024, and 2023, respectively.

At June 30, 2024, the Company had a weighted average lease term of 6.1 years and a weighted average discount rate of 3.37 %.

Rental expense under these agreements was $ 4.5 million and $ 4.2 million for the nine months ended September 30, 2024, and 2023, respectively.

At September 30, 2024, the Company had a weighted average lease term of 6.1 years and a weighted average discount rate of 3.44 %.

Future minimum lease payments under these leases are as follows:

(Dollars in thousands)

July 1, 2024 through December 31, 2024 $ 2,379

October 1, 2024 through December 31, 2024 $ 1,293

January 1, 2025 through December 31, 2025 4,232

13 unchanged sentences

The Bank uses the same credit policies in making such commitments and conditional obligations as it does for instruments that are included in the balance sheet.

In the normal course of business, the Bank has made commitments to extend credit of approximately $ 1.2 billion at both June 30, 2024, and December 31, 2023, and standby and commercial letters of credit of approximately $ 50.8 million and $ 45.2 million at June 30, 2024 and December 31, 2023, respectively.

As discussed in Note 6, we have a reserve for unfunded loan commitments of $ 3.1 million and $ 3.3 million at June 30, 2024 and December 31, 2023, respectively.

In the normal course of business, the Bank is involved in various legal proceedings.

In the opinion of management and counsel, the disposition or ultimate resolution of such proceedings would not have a material adverse effect on the Bank’s financial statements.

In the normal course of business, the Bank has made commitments to extend credit of approximately $ 1.2 billion at both September 30, 2024, and December 31, 2023, and standby and commercial letters of credit of approximately $ 47.9 million and $ 45.2 million at September 30, 2024 and December 31, 2023, respectively.

As discussed in Note 6, we have a reserve for unfunded loan commitments of $ 2.9 million and $ 3.3 million at September 30, 2024 and December 31, 2023, respectively.

BUSINESS FIRST BANCSHARES, INC.

1 unchanged sentence

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

In the normal course of business, the Bank is involved in various legal proceedings.

In the opinion of management and counsel, the disposition or ultimate resolution of such proceedings would not have a material adverse effect on the Bank’s financial statements.

Note 12– Fair Value of Financial Instruments –

16 unchanged sentences

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

The following tables present the balance of assets and liabilities measured on a recurring basis as of June 30, 2024, and December 31, 2023.

The following tables present the balance of assets and liabilities measured on a recurring basis as of September 30, 2024, and December 31, 2023.

The Company did not record any liabilities at fair value for which measurement of the fair value was made on a recurring basis.

1 unchanged sentence

(Dollars in thousands)

June 30, 2024

September 30, 2024

Available for Sale:

20 unchanged sentences

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

The table below provides a reconciliation for assets measured at fair value on a recurring basis using significant unobservable inputs, or Level 3 inputs, as of June 30, 2024, and December 31, 2023.

The table below provides a reconciliation for assets measured at fair value on a recurring basis using significant unobservable inputs, or Level 3 inputs, as of September 30, 2024, and December 31, 2023.

Corporate Municipal

10 unchanged sentences

Realized Gains (Losses) Included in Net Income - -

Unrealized Losses Included in Other Comprehensive Loss ( 50 ) ( 2,445 )

Unrealized Gains (Losses) Included in Other Comprehensive Loss 473 ( 1,841 )

Purchases - 9,938

3 unchanged sentences

Balance at June 30, 2024 $ 8,441 $ 25,226

The following table provides quantitative information about significant unobservable inputs used in fair value measurements of Level 3 assets measured at fair value on a recurring basis at June 30, 2024.

Estimated Valuation Unobservable Range of

1 unchanged sentence

(Dollars in thousands)

June 30, 2024

September 30, 2024

Corporate Securities $ 8,441 Present Value of Expected Future Cash Flow Model Liquidity Premium 2 %

15 unchanged sentences

(Dollars in thousands)

June 30, 2024

September 30, 2024

Individually Evaluated Loans $ 11,499 $ - $ - $ 11,499

31 unchanged sentences

Commitments to Extend Credit and Standby and Commercial Letters of Credit – The fair values of commitments to extend credit and standby and commercial letters of credit do not differ significantly from the commitment amount and are therefore omitted from this disclosure.

The estimated approximate fair values of the Bank’s financial instruments as of June 30, 2024, and December 31, 2023 are as follows:

The estimated approximate fair values of the Bank’s financial instruments as of September 30, 2024, and December 31, 2023 are as follows:

Fair Value Level 1 Level 2 Level 3

(Dollars in thousands)

June 30, 2024

September 30, 2024

Financial Assets:

Cash and Short-Term Investments $ 383,179 $ 383,179 $ 383,179 $ - $ -

Securities Purchased Under Agreements to Resell 25,879 25,879 - 25,879 -

Securities 916,091 916,091 - 882,424 33,667

26 unchanged sentences

Total $ 5,883,863 $ 5,856,790 $ - $ 613,464 $ 5,243,326

Note 13– Subsequent Events –

On October 1, 2024, the Company consummated the merger of Oakwood Bancshares, Inc.

("Oakwood"), the parent bank holding company for Oakwood Bank, with and into the Company, with the Company continuing as the surviving corporation (the “Oakwood Merger”) pursuant to the terms of that certain Agreement and Plan of Reorganization (the “Reorganization Agreement”), dated as of April 25, 2024, by and between the Company and Oakwood.

Immediately, following consummation of the Oakwood Merger, Oakwood Bank merged with and into the Bank, with the Bank surviving the merger.

Pursuant to the terms of the Reorganization Agreement, upon consummation of the Oakwood Merger, the Company issued 3,914,012 shares of its common stock to the former shareholders of Oakwood.

As of September 30, 2024, Oakwood had total assets of $ 863.6 million, $ 700.2 million in loans and $ 741.3 million in deposits.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements