5 unchanged sentences
of Part I of the Company’s Annual Report on Form 10-K for the
−Removed: year ended December 31, 2019.
+Added: year ended December 31, 2019 as supplemented by the risk factors included in “Item 1A.
+Added: Risk Factors”
+Added: of Part II of
+Added: the Company’s Quarterly Report on Form 10-Q for te quarter ended March 31, 2020.
The following information supplements our
2 unchanged sentences
of Part I of the Company’s Annual Report on Form
−Removed: 10-K for the year ended December 31, 2019.
−Removed: We may be adversely affected by the world-wide coronavirus
−Removed: (COVID-19) pandemic.
−Removed: The coronavirus (COVID-19) outbreak may
−Removed: have an adverse impact on certain of our customers directly or indirectly.
−Removed: Entire industries within our loan and lease portfolio
−Removed: such as motor coach, shuttle bus and auto rental have been impacted due to reduced demand related to quarantines and travel restrictions.
−Removed: Other industries within our loan and lease portfolio or the communities we serve are likely to experience similar disruptions and
−Removed: economic hardships as the current coronavirus pandemic persists.
−Removed: In addition, such events could affect the stability of our deposit
−Removed: base, lead to mass layoffs and furloughs which could impair the ability of borrowers to repay outstanding loans, impair the value
−Removed: of collateral securing loans, result in lost revenue or cause us to incur additional expenses.
−Removed: Additionally, the Federal Reserve has reduced
−Removed: interest rates substantially in an attempt to boost consumer spending due to the coronavirus pandemic which could have a sustained
−Removed: negative impact on our results of operations.
−Removed: Congress has also passed a massive stimulus package (the “Coronavirus
−Removed: Aid, Relief, and Economic Security Act”) intended to provide relief to consumers and small businesses however the effectiveness
−Removed: of this package could be disrupted by operational challenges in successfully implementing all of its provisions in a timely manner
−Removed: and could ultimately prove to be insufficient in scale.
−Removed: Although we maintain contingency and disaster
−Removed: recovery plans for pandemic outbreaks, we created a dedicated executive COVID-19 response team that is closely monitoring developments
−Removed: and providing guidance for additional precautions and initiatives.
−Removed: We have established separate teams within departments to help
−Removed: ensure that infection will not spread across entire departments.
−Removed: We are encouraging virtual meetings and conference calls in place
−Removed: of in-person meetings, including our annual shareholder meeting which will be held virtually this year.
−Removed: Employees with health conditions
−Removed: putting them at higher risk of adverse effects from coronavirus infection are working remotely.
+Added: 10-K for the year ended December 31, 2019 and in “Item 1A.
+Added: Risk Factors”
+Added: of Part II of the Company’s Quarterly
+Added: Report on Form 10-Q for the quarter ended March 31, 2020.
+Added: As a participating lender in the SBA
+Added: Paycheck Protection Program (“PPP”), State Bank is subject to additional risks of litigation from its customers or
+Added: other parties regarding State Bank’s processing of loans for the PPP and risks that the SBA may not fund some or all PPP
+Added: loan guaranties.
+Added: On March 27, 2020, President Trump signed
+Added: the CARES Act, which included a loan program administered through the SBA referred to as the PPP.
+Added: Under the PPP, small businesses
+Added: and other entities and individuals can apply for loans from existing SBA lenders and other approved regulated lenders that enroll
+Added: in the program, subject to numerous limitations and eligibility criteria.
+Added: State Bank has participated as a lender in the PPP.
+Added: PPP opened on April 3, 2020;
+Added: however, because of the short timeframe between the passing of the CARES Act and the opening of the
+Added: PPP, there was some ambiguity in the laws, rules and guidance regarding the operation of the PPP, which exposes State Bank to risks
+Added: relating to noncompliance with the PPP.
+Added: Since the opening of the PPP, several other
+Added: larger banks have been subject to litigation regarding the process and procedures that such banks used in processing applications
+Added: for the PPP and claims related to agent fees.
+Added: State Bank may be exposed to the risk of similar litigation, from both customers
+Added: and non-customers that approached State Bank regarding PPP loans, regarding its process and procedures used in processing applications
+Added: for the PPP, or litigation from agents with respect to agent fees.
+Added: If any such litigation is filed against State Bank and is not
+Added: resolved in a favorable manner, it may result in significant financial liability or adversely affect the Company’s reputation.
+Added: In addition, litigation can be costly, regardless of outcome.
+Added: Any financial liability, litigation costs or reputational damage
+Added: caused by PPP-related litigation could have a material adverse impact on our business, financial condition and results of operations.
+Added: State Bank also has credit risk on PPP
+Added: loans if a determination is made by the SBA that there is a deficiency in the manner in which a PPP loan was originated, funded,
+Added: or serviced by State Bank, such as an issue with the eligibility of a borrower to receive a PPP loan, which may or may not be related
+Added: to the ambiguity in the laws, rules and guidance regarding the operation of the PPP.
+Added: In the event of a loss resulting from a default
+Added: on a PPP loan and a determination by the SBA that there was a deficiency in the manner in which the PPP loan was originated, funded,
+Added: or serviced by State Bank, the SBA may deny its liability under the guaranty, reduce the amount of the guaranty, or, if it has
+Added: already paid under the guaranty, seek recovery of any loss related to the deficiency from State Bank.
+Added: Operational impacts from the COVID-19
+Added: pandemic could adversely affect our business, financial condition and results of operations.
+Added: In response to COVID-19, the Company has
+Added: modified its business practices with a portion of employees working remotely from their homes to limit interruptions to operations
+Added: as much as possible and to help reduce the risk of COVID-19 infecting entire departments.
+Added: Reduced workforces which may be caused
+Added: by, but not limited to, illness, quarantine, stay at home or other government mandates, or difficulties transitioning back to an
+Added: in office environment, could result in an adverse impact to the Company’s operations and financial performance.
+Added: with health conditions putting them at higher risk of adverse effects from COVID-19 are working remotely.
+Added: The Company is encouraging
+Added: virtual meetings and conference calls in place of in-person meetings, including the annual shareholders meeting which was held
+Added: via teleconference this year.
Additionally, travel has been restricted.
−Removed: We are promoting social distancing, frequent hand washing and thorough disinfection of all surfaces.
−Removed: Our banking center lobbies
−Removed: have been closed except for advance appointments only.
−Removed: Banking center drive-ups, ATMs and online/mobile banking services continue
−Removed: Even with precautions, the continued spread
−Removed: or prolonged impact of the coronavirus could negatively impact the availability of key personnel or significant numbers of our
−Removed: staff, who are necessary to conduct our business.
−Removed: Such a spread or outbreak could also impact the business and operations of third
−Removed: party service providers who perform critical services for our business.
−Removed: If the coronavirus spreads or the containment and mitigation
−Removed: response is unsuccessful for a prolonged period of time, we could experience a material adverse effect on our business, financial
−Removed: condition, and results of operations.
+Added: The Company is promoting social distancing, frequent hand
+Added: washing and thorough disinfection of all surfaces.
+Added: State Bank’s financial service location lobbies have been closed for periods
+Added: of time except for advance appointments only.
+Added: Branch drive-ups, call center, ATMs and online/mobile banking services continue to
+Added: operate and are the preferred option of service.
+Added: Even with the precautions undertaken, the continued spread or prolonged impact
+Added: of COVID-19 could negatively impact the availability of key personnel or significant numbers of the Company’s staff, who are necessary
+Added: to conduct the Company’s business.
+Added: Further, technology in employees’
+Added: homes may not be as robust as in the Company’s offices and could cause the networks, information systems, applications, and
+Added: other tools available to employees to be more limited or less reliable than in our offices.
+Added: The continuation of these work-from-home
+Added: measures also introduces additional operational risk, including increased cybersecurity risk.
+Added: These cybersecurity risks include
+Added: greater phishing, malware, and other cybersecurity attacks, vulnerability to disruptions of the Company’s information technology
+Added: infrastructure and telecommunications systems for remote operations, increased risk of unauthorized dissemination of confidential
+Added: information, limited ability to restore the systems in the event of a systems failure or interruption, greater risk of a security
+Added: breach resulting in destruction or misuse of valuable information, and potential impairment of the Company’s ability to perform
+Added: critical functions, including wiring funds, all of which could expose the Company to risks of data or financial loss, litigation
+Added: and liability and could seriously disrupt operations and the operations of any impacted customers.
+Added: The Company also relies on many third parties
+Added: in business operations, including appraisers of real property collateral, vendors that supply essential services such as loan servicers,
+Added: providers of financial information, systems and analytical tools and providers of electronic payment and settlement systems, and
+Added: local and federal government agencies, offices, and courthouses.
+Added: In light of the developing measures responding to the pandemic,
+Added: many of these entities may limit the availability and access of their services.
+Added: For example, loan originations could be delayed
+Added: due to the limited availability of real estate appraisers for the underlying collateral.
+Added: Loan closings could be delayed due to
+Added: reductions in available staff in recording offices or the closing of courthouses in certain counties, which slows the process for
+Added: title work, and mortgage and UCC filings in those counties.
+Added: If the third-party service providers continue to have limited capacities
+Added: for a prolonged period or if additional limitations or potential disruptions in these services materialize, it may negatively affect
+Added: the Company’s operations.
+Added: The Company may be exposed to increased interest rate risk
+Added: as a result of the COVID-19 pandemic.
+Added: The Company’s net interest income,
+Added: lending activities, deposits and profitability could be negatively affected by volatility in interest rates caused by uncertainties
+Added: stemming from COVID-19.
+Added: In March 2020, the Federal Reserve lowered the target range for the federal funds rate to a range from
+Added: 0% to 0.25%, citing concerns about the impact of COVID-19 on markets and stress in the energy sector.
+Added: A prolonged period of extremely
+Added: volatile and unstable market conditions would likely increase the Company’s funding costs and negatively affect market risk
+Added: mitigation strategies.
+Added: Higher revenue volatility from changes in interest rates and spreads to benchmark indices could cause a
+Added: loss of future net interest income and a decrease in the fair market values of the Company’s assets.
+Added: Fluctuations in interest
+Added: rates will impact both the level of income and expense recorded on most of the Company’s assets and liabilities and the market
+Added: value of all interest-earning assets and interest-bearing liabilities, which in turn could have a material adverse effect on the
+Added: Company’s net income, results of operations and financial condition.
+Added: Low rates increase the risk in the U.S.
+Added: of a negative
+Added: interest rate environment in which interest rates drop below zero, either broadly or for some types of instruments.
+Added: Such an occurrence
+Added: would likely further reduce the interest the Company earns on loans and other earning assets, while also likely requiring the Company
+Added: to pay to maintain its deposits with the Federal Reserve.
+Added: The Company’s systems may not be able to adequately handle a negative
+Added: interest rate environment and not all variable rate instruments are designed for such a circumstance.
+Added: The Company cannot predict
+Added: the nature or timing of future changes in monetary policies in response to the outbreak or the precise effects that they may have
+Added: on the Company’s activities and financial results.
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.