Item 5. Market for Registrant’s Common Equity
Item
5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities .
Market Information
Our common shares are traded on the NASDAQ
Capital Market under the symbol “SBFG”. There were 7,407,034 common shares outstanding as of December 31, 2020, which
were held by approximately 1,236 record holders.
The Company paid quarterly dividends on
its common shares in the aggregate amounts of $0.40 per share and $0.36 per share in 2020 and 2019, respectively. The Company presently
anticipates continuing to pay quarterly dividends in the future at similar levels. However, there is no guarantee that dividends
on our common shares will continue in the future.
Payment of dividends by State Bank may
be restricted at any time at the discretion of the regulatory authorities, if they deem such dividends to constitute an unsafe
and/or unsound banking practice. These provisions could have the effect of limiting the Company’s ability to pay dividends
on its outstanding shares. Moreover, the Federal Reserve Board expects the Company to serve as a source of strength to its subsidiary
banks, which may require it to retain capital for further investment in State Bank, rather than for dividends to shareholders of
the Company.
Period Ending
Index
12/31/15
12/31/16
12/31/17
12/31/18
12/31/19
12/31/20
SB Financial Group, Inc.
100.00
147.20
172.30
155.92
190.51
181.48
NASDAQ Composite Index
100.00
108.87
141.13
137.12
187.44
271.64
SNL U.S. Bank NASDAQ Index
100.00
138.65
145.97
123.04
154.47
132.56
Source: S&P Global Market Intelligence
© 2021
34
The table below reflects the common shares
repurchased by the Company during the three months ended December 31, 2020. The Company has 253,360 shares remaining of the 500,000
approved under the existing share repurchase program which was authorized on July 21, 2020 and expires December 31, 2021.
(a)
(b)
(c)
(d)
Period
Total Number of Shares Purchased
Weighted Average Price Paid per Share
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
Maximum Number of Shares that May Yet be Purchased Under the Plans or Programs
10/01/20 - 10/31/20
44,641
$ 15.50
118,158
381,842
11/01/20 - 11/30/20
62,349
18.20
180,507
319,493
12/01/20 - 12/31/20
66,133
18.38
246,640
253,360
Totals
173,123
$ 17.57
246,640
253,360
Item
6. Selected Financial Data.
Financial Highlights
Year Ended December 31,
($ in thousands, except per share data)
2020
2019
2018
2017
2016
Earnings
Interest income
$ 42,635
$ 44,400
$ 39,479
$ 32,480
$ 29,051
Interest expense
6,705
9,574
6,212
4,094
3,198
Net interest income
35,930
34,826
33,267
28,386
25,853
Provision for loan losses
4,500
800
600
400
750
Noninterest income
30,096
18,016
16,624
17,217
17,889
Noninterest expense
43,087
37,410
34,847
31,578
30,091
Provision for income taxes
3,495
2,659
2,806
2,560
4,117
Net income
14,944
11,973
11,638
11,065
8,784
Preferred stock dividends
-
950
975
975
975
Net income available to common
14,944
11,023
10,663
10,090
7,809
Per Common Share Data
Basic earnings
$ 1.96
$ 1.71
$ 1.72
$ 2.10
$ 1.60
Diluted earnings
1.96
1.51
1.51
1.74
1.38
Cash dividends declared
0.40
0.36
0.32
0.28
0.24
Total equity per share
19.39
17.53
16.36
15.03
13.75
Total tangible equity per share
16.30
15.23
15.39
13.27
11.59
Average Balances
Average total assets
$ 1,161,396
$ 1,027,932
$ 947,266
$ 854,569
$ 789,045
Average equity
139,197
133,190
121,094
89,538
84,540
Ratios
Return on average total assets
1.29 %
1.16 %
1.23 %
1.29 %
1.11 %
Return on average equity
10.74
8.99
9.61
12.36
10.39
Cash dividend payout ratio 1
20.54
23.84
19.60
13.50
15.11
Average equity to average assets
11.99
12.96
12.78
10.48
10.71
Period End Totals
Total assets
$ 1,257,839
$ 1,038,577
$ 986,828
$ 876,627
$ 816,005
Total investments; fed funds sold
149,406
100,948
90,969
82,790
90,128
Loans held for sale
7,234
7,258
4,445
3,940
4,434
Total loans & leases
872,723
825,510
771,883
696,615
644,433
Allowance for loan losses
12,574
8,755
8,167
7,930
7,725
Total deposits
1,049,011
840,219
802,552
729,600
673,073
Advances from FHLB
8,000
16,000
16,000
18,500
26,500
Trust preferred securities
10,310
10,310
10,310
10,310
10,310
Total equity
142,923
136,094
130,435
94,000
86,548
1 Cash
dividends on common shares divided by net income available to common.
35
Item
7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
SB Financial Group, Inc. (“SB Financial”),
is a financial holding company registered with the Federal Reserve Board and subject to regulation under the Bank Holding Company
Act of 1956, as amended. Through its direct and indirect subsidiaries, SB Financial is engaged in commercial and retail banking,
wealth management and private client financial services.
The following discussion provides a review
of the consolidated financial condition and results of operations of SB Financial and its subsidiaries (collectively, the “Company”).
This discussion should be read in conjunction with the Company’s consolidated financial statements and related footnotes
as of and for the years ended December 31, 2020 and 2019.
Strategic Discussion
The focus and strategic goal of the Company
is to grow into and remain a top decile (>90 th percentile) independent financial services company. The Company intends
to achieve and maintain that goal by executing our five key initiatives.
Increase profitability through ongoing
diversification of revenue streams: For the twelve months ended December 31, 2020, the Company generated $30.1 million in noninterest
income, or 45.6 percent of total operating revenue from fee-based products. These revenue sources include fees generated from saleable
residential mortgage loans, retail deposit products, wealth management services, saleable business-based loans (small business
and farm service) and title agency revenue. For the twelve months ended December 31, 2019, the Company generated $18.0 million
in revenue from fee-based products, or 34.1 percent of total operating revenue.
Strengthen our penetration in all markets
served: Over our 118-year history of continuous operation in Northwest Ohio, we have established a significant presence in
our traditional markets in Defiance, Fulton, Paulding and Williams counties in Ohio. In our newer markets of Bowling Green, Columbus,
Findlay, Toledo (Ohio) and Ft. Wayne (Indiana), our current market penetration is minimal but we believe our potential for growth
is significant. We have expanded and committed additional resources to our presence in the Findlay and Wauseon markets. We continue
to seek to expand the presence and penetration in all of our markets.
Expand product utilization by new and
existing customers: As of December 31, 2020, we served 32,519 households and provided 95,210 products and services (2.93 products
& services per household) to these households. Our strategy is to continue to expand the scope of our relationship with each
household via our dynamic “on-boarding” process. Proactively identifying client needs is a key ingredient of our value
proposition. As of December 31, 2019, we served 30,377 households and provided 91,154 products and services (3.00 products &
services per household) to these households.
Deliver gains in operational excellence:
Our management team believes that becoming and remaining a high-performance financial services company will depend upon seamlessly
and consistently delivering operational excellence, as demonstrated by the Company’s leadership in the origination and servicing
of residential mortgage loans. As of December 31, 2020, the Company serviced 8,543 residential mortgage loans with a principal
balance of $1.3 billion. As of December 31, 2019, the Company serviced 8,155 loans with a principal balance of $1.2 billion.
Sustain asset quality: As of December
31, 2020, the Company’s asset quality metrics remained strong. Specifically, total nonperforming assets were $7.3 million,
or 0.58 percent of total assets. Total delinquent loans at December 31, 2020 were 0.75 percent of total loans. As of December 31,
2019, the Company had total nonperforming assets of $5.3 million, or 0.51 percent of total assets. Total delinquent loans at December
31, 2019 were 0.28 percent of total loans.
36
Critical Accounting Policies
The accounting and reporting policies of
the Company are in accordance with generally accepted accounting principles in the United States and conform to general practices
within the banking industry. The Company’s significant accounting policies are described in detail in the notes to the Company’s
Consolidated Financial Statements for the years ended December 31, 2020 and 2019. The preparation of financial statements in conformity
with generally accepted accounting principles requires management to make estimates and assumptions. The Company’s financial
position and results of operations can be affected by these estimates and assumptions and are integral to the understanding of
reported results. Critical accounting policies are those policies that management believes are the most important to the portrayal
of the Company’s financial condition and results, and they require management to make estimates that are difficult, subjective
or complex.
Allowance for Loan Losses: The allowance
for loan losses provides coverage for probable losses inherent in the Company’s loan portfolio. Management evaluates the
adequacy of the allowance for loan losses each quarter based on changes, if any, in the nature and amount of problem assets and
associated collateral, underwriting activities, loan portfolio composition (including product mix and geographic, industry or customer-specific
concentrations), trends in loan performance, regulatory guidance and economic factors. This evaluation is inherently subjective,
as it requires the use of significant management estimates. Many factors can affect management’s estimates of specific and
expected losses, including volatility of default probabilities, rating migrations, loss severity and economic and political conditions.
The allowance is increased through provisions charged to operating earnings and reduced by net charge offs.
The Company determines the amount of the
allowance based on relative risk characteristics of the loan portfolio. The allowance recorded for commercial loans is based on
reviews of individual credit relationships and an analysis of the migration of commercial loans and actual loss experience. The
allowance recorded for homogeneous consumer loans is based on an analysis of loan mix, risk characteristics of the portfolio, fraud
loss and bankruptcy experiences, and historical losses, adjusted for current trends, for each homogeneous category or group of
loans. The allowance for credit losses relating to impaired loans is based on each impaired loan’s observable market price,
the collateral for certain collateral-dependent loans, or the discounted cash flows using the loan’s effective interest rate.
Regardless of the extent of the Company’s
analysis of customer performance, portfolio trends or risk management processes, certain inherent, but undetected, losses are probable
within the loan portfolio. This is due to several factors including inherent delays in obtaining information regarding a customer’s
financial condition or changes in their unique business conditions, the subjective nature of individual loan valuations, collateral
assessments and the interpretation of economic trends. Volatility of economic or customer-specific conditions affecting the identification
and estimation of losses for larger non-homogeneous credits and the sensitivity of assumptions utilized to establish allowances
for homogenous groups of loans are also factors. The Company estimates a range of inherent losses related to the existence of these
exposures. The estimates are based upon the Company’s evaluation of imprecise risk associated with the commercial and consumer
allowance levels and the estimated impact of the current economic environment.
Goodwill and Other Intangibles: The
Company records all assets and liabilities acquired in purchase acquisitions, including goodwill and other intangibles, at fair
value as required. Goodwill is subject, at a minimum, to annual tests for impairment. Other intangible assets are amortized over
their estimated useful lives using straight-line and accelerated methods, and are subject to impairment if events or circumstances
indicate a possible inability to realize the carrying amount. The initial goodwill and other intangibles recorded and subsequent
impairment analysis requires management to make subjective judgments concerning estimates of how the acquired asset will perform
in the future. Events and factors that may significantly affect the estimates include, among others, customer attrition, changes
in revenue growth trends, specific industry conditions and changes in competition.
Deferred Tax Liability: The Company
has evaluated its deferred tax liability to determine if it is more likely than not that the liability will be realized in the
future. The Company’s most recent evaluation has determined that the Company will more likely than not be able to realize
the remaining deferred tax liability.
Income Tax Accounting: The Company
files a consolidated federal income tax return. The provision for income taxes is based upon income in the consolidated financial
statements, rather than amounts reported on our income tax return. Deferred tax assets and liabilities are recognized for future
tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities
and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable
income in the years in which those temporary differences are expected to be recovered or settled. The effect of a change in rates
on the deferred tax assets and liabilities is recognized as income or expense in the period that includes the enactment date.
37
Changes in Financial Condition
Total assets at December 31, 2020, were
$1.26 billion, compared to $1.04 billion at December 31, 2019. Loans (excluding loans held for sale) were $872.7 million at December
31, 2020, compared to $825.5 million at December 31, 2019. Total deposits were $1.05 billion at December 31, 2020, compared to
$840.2 million at December 31, 2019. Deposit and loan balances were elevated due to the PPP initiative and the acquisition of the
Edon State Bank.
Total equity was $142.9 million at December
31, 2020, up 5.0 percent from $136.1 million at December 31, 2019. Net income less dividends increase retained earnings by $11.8
million for 2020.
($ in thousands)
Years Ended December 31,
Total loans
2020
2019
% Change
Commercial business & agriculture
$ 258,507
$ 202,761
27.5 %
Commercial real estate
370,984
366,782
1.1 %
Residential real estate
182,076
193,159
-5.7 %
Consumer & other
61,156
62,808
-2.6 %
Loans held for investment
$ 872,723
$ 825,510
5.7 %
Loans held for sale
$ 7,234
$ 7,258
-0.3 %
Total deposits
2020
2019
% Change
Noninterest bearing demand
$ 251,649
$ 158,357
58.9 %
Interest-bearing demand
176,785
131,084
34.9 %
Savings & money market
391,028
293,025
33.4 %
Time deposits
229,549
257,753
-10.9 %
Total deposits
$ 1,049,011
$ 840,219
24.8 %
Total shareholders’ equity
$ 142,923
$ 136,094
5.0 %
Loans held for investment increased $47.2
million, or 5.7 percent, to $872.7 million at December 31, 2020. The largest component of this increase was in commercial business
loans, which rose $55.7 million. The 2020 results were impacted by the Company’s participation in the PPP, which increased
commercial balances by approximately $70.5 million. In addition, the Company acquired the Edon State Bank in June of 2020 that
increased loan balances by $16.4 million.
Deposits increased $208.8 million, or 24.9
percent, to $1.05 billion at December 31, 2020. Deposit growth for the year included $139.0 million in demand deposits and $98.0
million in savings and money market deposits. The Company added approximately $51.0 million in deposit balances from the Edon State
Bank acquisition in 2020.
38
Stockholders’ equity at December
31, 2020, was $142.9 million or 11.4 percent of total assets compared to $136.1 million or 13.1 percent of total assets at December
31, 2019.
Asset Quality
Years Ended December 31,
($ in thousands)
2020
2019
% Change
Nonaccruing loans
$ 6,426
$ 5,500
16.8 %
Accruing restructured loans (TDRs)
810
874
-7.3 %
OREO & repossessed assets
23
305
-92.5 %
Nonperforming assets
7,259
6,679
8.7 %
Net charge offs
681
212
221.2 %
Loan loss provision
4,500
800
462.5 %
Allowance for loan losses
12,574
8,755
43.6 %
Nonperforming assets/total assets
0.58 %
0.64 %
-9.3 %
Net charge offs/average loans
0.08 %
0.03 %
166.7 %
Allowance/loans
1.44 %
1.06 %
35.9 %
Allowance/nonperforming loans
173.22 %
137.35 %
26.1 %
Nonperforming assets consisting of loans,
Other Real Estate Owned (“OREO”) and accruing TDRs totaled $7.3 million, or 0.58 percent of total assets at December
31, 2020, an increase of $0.6 million or 8.7 percent from 2019. Net charge offs were up during 2020, at $0.68 million, which was
a $0.47 million increase compared to 2019. The Company’s loan loss allowance at December 31, 2020, now covers nonperforming
loans at 174 percent, up from 137 percent at December 31, 2019.
As detailed in the risk factors, the CARES
Act provided for significant consumer and small business relief due to the impact of the COVID-19 pandemic. The Company provided
payment relief to a number of consumer and small business customers throughout 2020. As detailed in the table below, loans in forbearance/deferral
status as of December 31, 2020 were $23.2 million. An additional $11.7 million of sold mortgage relationships were also in deferral
at year-end.
Loans in Deferral Status
Linked Qtr.
($ in thousands, except ratios)
Dec. 2020
Sep. 2020
Jun. 2020
Change
Total Commercial
$ 23,175
$ 36,366
$ 142,682
$ (13,191 )
Total Consumer
-
28
350
(28 )
Total Portfolio Mortgage
-
1,959
10,274
(1,959 )
Total Balance Sheet Deferrals
$ 23,175
$ 38,353
$ 153,306
$ (15,178 )
% of Total loans
2.66 %
4.33 %
17.00 %
-1.67 %
Total Sold Mortgage
$ 11,685
$ 42,317
$ 41,751
$ (30,632 )
Regulatory capital reporting is required
for State Bank only, as the Company is now exempt from quarterly regulatory capital level measurement pursuant to the Small Bank
Holding Company Policy Statement. As of December 31, 2020, State Bank met all regulatory capital levels required to be considered
well-capitalized (See Note 17 to the Consolidated Financial Statements).
Earnings Summary – 2020 vs.
2019
Net income for 2020 was $14.9 million,
or $1.96 per diluted share, compared with net income of $12.0 million and net income available to common of $11.0 million, or $1.51
per diluted share, for 2019. State Bank reported net income for 2020 of $16.0 million, which was up from the $12.5 million in net
income in 2019. SBFG Title reported net income for 2020 of $0.6 million, which was up from the $0.3 million in 2019.
Positive results for 2020 included loan
growth of $47.2 million, and deposit growth of $208.8 million. The mortgage banking business line continues to contribute significant
revenues, with residential real estate loan production of $694.2 million for the year, resulting in $25.4 million of revenue from
gains on sale. The level of mortgage origination was up from the $445.3 million in 2019. The Company’s loans serviced for
others ended the year at $1.3 billion, up from $1.2 billion at December 31, 2019. The Company realized over $1.4 million in revenue
from the PPP initiative.
39
Operating revenue was up compared to the
prior year by $13.2 million, or 25.0 percent, which was impacted by a $3.6 million temporary OMSR impairment. Our 2020 results
include the full year impact from SBFG Title with net income of $0.6 million, and SB Captive, with net income of $0.9 million.
Net interest margin on a fully tax equivalent basis (“FTE”) for 2020 was 3.36 percent, down 46 basis points from 2019.
Operating expense was up compared to the
prior year by $5.7 million, or 15.2 percent, due to compensation and fringe benefit cost increases as a result of higher mortgage
commission levels. Operating leverage (growth in revenue divided by growth in operating expense) for the year was a positive 1.6
times.
Net charge offs for 2020 of $0.68 million
resulted in a loan loss provision of $4.5 million, compared to net charge offs of $0.21 million and a $0.8 million loan loss provision
in 2019.
Results of Operations
Years Ended December 31,
($ in thousands, except per share data)
2020
2019
% Change
Total assets
$ 1,257,839
$ 1,038,577
21.1 %
Total investments
149,406
100,948
48.0 %
Loans held for sale
7,234
7,258
-0.3 %
Loans, net of unearned income
872,723
825,510
5.7 %
Allowance for loan losses
12,574
8,755
43.6 %
Total deposits
1,049,011
840,219
24.8 %
Total operating revenue 1
$ 66,026
$ 52,842
24.9 %
Net interest income
35,930
34,826
3.2 %
Loan loss provision
4,500
800
462.5 %
Noninterest income
30,096
18,016
67.1 %
Noninterest expense
43,087
37,410
15.2 %
Net income
14,944
11,973
24.8 %
Net income available to common shareholders
14,944
11,023
35.6 %
Diluted earnings per share
1.96
1.51
29.8 %
1 Operating
revenue equals net interest income plus noninterest income.
Net Interest Income
Years Ended December 31,
($ in thousands)
2020
2019
% Change
Total net interest income
$ 35,930
$ 34,826
3.2 %
Net interest income was $35.9 million for
2020 compared to $34.8 million for 2019, an increase of $1.1 million or 3.2 percent. Average earning assets increased to $1.07
billion in 2020, compared to $915.0 million in 2019, an increase of $157.4 million or 17.2 percent due to higher loan volume. The
consolidated 2020 full year net interest margin on an FTE basis decreased 46 basis points to 3.36 percent compared to 3.82 percent
for the full year of 2019. PPP activity during 2020 increased margin revenue by $2.0 million for the full year of 2020. We will
continue to realize fee income from the forgiveness of these Phase I PPP loans throughout 2021 and we are beginning Phase II of
the program in early 2021.
40
Provision for loan losses of $4.5 million
was taken in 2020 compared to $0.8 million taken for 2019. For 2020, net charge offs totaled $0.68 million, or 0.08 percent of
average loans. This charge off level was higher than 2019, in which net charge offs were $0.21 million or 0.03 percent of average
loans.
Noninterest Income
Years Ended December 31,
($ in thousands)
2020
2019
% Change
Wealth management fees
$ 3,245
$ 3,093
4.9 %
Customer service fees
2,807
2,761
1.7 %
Gains on sale of residential loans & OMSR’s
25,350
8,413
201.3 %
Mortgage loan servicing fees, net
(5,138 )
(397 )
1194.2 %
Gain on sale of non-mortgage loans
453
1,255
-63.9 %
Title Insurance income
1,913
1,120
70.8 %
Net gain on sale of securities
-
206
N/M
Gain (loss) on sale/disposal of assets
3
(5 )
-160.0 %
Other
1,463
1,570
-6.8 %
Total noninterest income
$ 30,096
$ 18,016
67.1 %
Total noninterest income was $30.1 million
for 2020 compared to $18.0 million for 2019, representing an increase of $12.1 million, or 67.0 percent, year-over-year. This increase
was driven by a 201.3 percent increase in gains on sale of residential real estate loans and the addition of our title agency.
The Company sold $598.5 million of originated mortgages into the secondary market in 2020, which allowed our serviced loan portfolio
to grow to $1.3 billion at December 31, 2020 from $1.2 billion at December 31, 2019. The higher servicing balance of the portfolio
led to the 13.7 percent increase in mortgage loan servicing income. Sales of non-mortgage loans (small business and farm credits)
decreased in 2020 as compared to 2019, as SBA activity was focused on the PPP initiative. The Company continued to expand its wealth
management assets under care, which resulted in a 4.9 percent increase in wealth fee income.
Noninterest Expense
Years Ended December 31,
($ in thousands)
2020
2019
% Change
Salaries & employee benefits
$ 25,397
$ 22,064
15.1 %
Net occupancy expense
2,891
2,603
11.1 %
Equipment expense
3,186
2,828
12.7 %
Data processing fees
3,055
1,973
54.8 %
Professional fees
3,307
2,476
33.6 %
Marketing expense
658
895
-26.5 %
Telephone and communications
535
466
14.8 %
Postage and delivery expense
415
340
22.1 %
State, local and other taxes
1,146
1,092
4.9 %
Employee expense
535
795
-32.7 %
Other expense
1,962
1,878
4.5 %
Total noninterest expense
$ 43,087
$ 37,410
15.2 %
Total noninterest expense was $43.1 million
for 2020 compared to $37.4 million for 2019, representing a $5.7 million, or 15.2 percent, increase year-over-year. Total full-time
equivalent employees ended 2020 at 244, which was down 8 from year end 2019.
Salaries and benefits were driven by higher
compensation costs in the mortgage division. Professional fees were higher due to higher spending on legal in connection with acquisition
activities. The addition of our title agency added $0.5 million in operating expense for the year. Our acquisition of The Edon
State Bank Company of Edon, Ohio in June 2020 added $1.2 million in merger related non-recurring expense and a minimal amount of
ongoing operating expense. (See Notes 3 and 8 to the Consolidated Financial Statements for additional information)
41
Earnings Summary – 2019 vs.
2018
Net income for 2019 was $12.0 million,
and net income available to common shareholders was $11.0 million, or $1.51 per diluted share, compared with net income of $11.6
million and net income available to common of $10.7 million, or $1.51 per diluted share, for 2018. State Bank reported net income
for 2019 of $12.5 million, which was down from the $12.9 million in net income in 2018. SBFG Title reported net income for 2019
of $0.3 million.
Positive results for 2019 included loan
growth of $53.6 million, and deposit growth of $37.7 million. The mortgage banking business line continues to contribute significant
revenues, with residential real estate loan production of $445.3 million for the year, resulting in $8.4 million of revenue from
gains on sale. The level of mortgage origination was up from the $342.1 million in 2018. The Company’s loans serviced for
others ended the year at $1.2 billion, up from $1.1 billion at December 31, 2018.
Operating revenue was up compared to the
prior year by $3.0 million, or 5.9 percent, which was impacted by a $1.1 million temporary OMSR impairment. Our 2019 results include
the impact from our two new subsidiaries: SBFG Title with net income of $0.3 million and SB Captive with net income of $0.9 million.
Net interest margin on a fully tax equivalent basis (“FTE”) for 2019 was 3.82 percent, down 13 basis points from 2018.
Operating expense was up compared to the
prior year by $2.6 million, or 7.4 percent, due to compensation and fringe benefit cost increases as a result of higher mortgage
commission levels.
Net charge offs for 2019 of $0.21 million
resulted in a loan loss provision of $0.8 million, compared to net charge offs of $0.36 million and a $0.6 million loan loss provision
in 2018.
Goodwill, Intangibles and Capital
Purchases
The Company completed its most recent annual
goodwill impairment test as of December 31, 2020. At December 31, 2020, the Company’s reporting unit was more likely than
not that the fair value of the reporting unit exceeded its carrying value, including goodwill. The qualitative assessment indicated
that it was more likely than not that the fair value of the reporting unit exceeded its carrying value, resulting in no impairment.
The main changes to goodwill for the year included the purchase of the Edon State Bank. The Company’s goodwill is further
reviewed in Note 8 to the Consolidated Financial Statements.
Management plans to continue from time
to time to purchase additional premises and equipment and improve current facilities to meet the current and future needs of the
Company’s customers. These purchases will include buildings, leasehold improvements, furniture and equipment. Management
expects that cash on hand and cash generated from current operations will fund these capital expenditures and purchases.
Liquidity
Liquidity relates primarily to the Company’s
ability to fund loan demand, meet deposit customers’ withdrawal requirements and provide for operating expenses. Sources
used to satisfy these needs consist of cash and due from banks, interest-bearing deposits in other financial institutions, securities
available-for-sale, loans held for sale and borrowings from various sources. These assets, excluding the borrowings, are commonly
referred to as liquid assets. Liquid assets were $303.2 million at December 31, 2020, compared to $135.3 million at December 31,
2019.
The Company’s commercial real estate,
first mortgage residential, agricultural and multi-family mortgage portfolio of $608.4 million at December 31, 2020, can and is
readily used to collateralize borrowings, which is an additional source of liquidity. Management believes the Company’s current
liquidity level, without these borrowings, is sufficient to meet its current and anticipated liquidity needs. At December 31, 2020,
all eligible commercial real estate, residential first, multi-family mortgage and agricultural loans were pledged under a Federal
Home Loan Bank (“FHLB”) blanket lien.
42
Significant additional off-balance-sheet
liquidity is available in the form of FHLB advances, unused federal funds lines from correspondent banks and the national certificate
of deposit market. Management expects the risk of changes in off-balance-sheet arrangements to be immaterial to earnings. Based
on the current collateralization requirements of the FHLB, approximately $103.5 million of additional borrowing capacity existed
at December 31, 2020.
At December 31, 2020 and 2019, the Company
had $41.0 million in federal funds lines available. The Company also had $67.5 million in unpledged securities at December 31,
2020 available for additional borrowings.
The cash flow statements for the periods
presented provide an indication of the Company’s sources and uses of cash as well as an indication of the ability of the
Company to maintain an adequate level of liquidity. A discussion of the cash flow statements for 2020 and 2019 follows:
The Company experienced positive cash flows
from operating activities in 2020 and 2019. Net cash from operating activities was $23.9 million and $18.8 million for the years
ended December 31, 2020 and 2019, respectively. Significant operating items for 2020 included gain on sale of loans of $25.8 million
and net income of $14.9 million. Cash provided by the sale of loans held for sale were $603.2 million. Cash used in the origination
of loans held for sale were $582.5 million.
The Company experienced negative cash flows
from investing activities in 2020 and 2019. Net cash used in investing activities was $57.2 million and $67.6 million for the years
ended December 31, 2020 and 2019, respectively. The changes for 2020 include the purchase of available-for-sale securities of $129.8
million, and net increase in loans of $31.7 million. The changes for 2019 include the purchase of available-for-sale securities
of $22.5 million and net increase in loans of $65.5 million. The Company had proceeds from repayments, maturities, sales and calls
of securities of $84.0 million and $22.5 million in 2020 and 2019, respectively.
The Company experienced positive cash flows
from financing activities in 2020 and 2019. Net cash from financing activities was $146.9 million and $27.5 million for the years
ended December 31, 2020 and 2019, respectively. Positive cash flows of $157.7 million and $37.7 million is attributable to the
change in deposits for 2020 and 2019, respectively.
The Company uses an Economic
Value of Equity (“EVE”) analysis to measure risk in the balance sheet incorporating all cash flows over the estimated
remaining life of all balance sheet positions. The EVE analysis calculates the net present value of the Company’s assets
and liabilities in rate shock environments that range from -400 basis points to +400 basis points. The results of this analysis
are reflected in the following table.
43
Economic Value of Equity
December 31, 2020
($ in thousands)
Change in rates
$ Amount
$ Change
% Change
+400 basis points
$ 243,779
$ 61,586
33.80 %
+300 basis points
231,590
49,398
27.11 %
+200 basis points
217,936
35,743
19.62 %
+100 basis points
202,260
20,067
11.01 %
Base Case
182,193
-
-
-100 basis points
154,509
(27,684 )
-15.19 %
Economic Value of Equity
December 31, 2019
($ in thousands)
Change in rates
$ Amount
$ Change
% Change
+400 basis points
$ 222,686
$ 26,861
13.72 %
+300 basis points
218,252
22,427
11.45 %
+200 basis points
212,838
17,013
8.69 %
+100 basis points
205,405
9,580
4.89 %
Base Case
195,825
-
-
-100 basis points
180,152
(15,673 )
-8.00 %
-200 basis points
156,430
(39,395 )
-20.12 %
Tabular Disclosure of Contractual Obligations
The following table details the Company’s
contractual obligations as of December 31, 2020, which were comprised of long-term debt obligations, other debt obligations, operating
lease obligations and other long-term liabilities. Long-term debt obligations are comprised of FHLB Advances of $8.0 million. Other
debt obligations are comprised of Trust Preferred securities of $10.3 million and operating leases of $1.6 million. The other long-term
liabilities include time deposits of $229.5 million.
Payment due by period
($ in thousands)
Less than
1 - 3
3 - 5
More than
Contractual obligations
Total
1 year
years
years
5 years
Long-term debt obligations
$ 8,000
$ 2,500
$ 5,500
$ -
$ -
Other debt obligations
10,310
-
-
-
10,310
Operating lease obligations
1,611
195
276
257
883
Other long-term liabilities Reflected on the registrant’s balance sheet under GAAP
229,549
156,761
65,917
6,689
182
Totals
$ 249,470
$ 159,456
$ 71,693
$ 6,946
$ 11,375
44