8-K
First Western Financial Inc (MYFW)
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): July 23, 2020
FIRST WESTERN FINANCIAL, INC.
(Exact name of registrant as specified in its charter)
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|---|---|---|
| | | |
| Colorado | 001-38595 | 37-1442266 |
| (State or other jurisdiction of | (Commission | (I.R.S. Employer |
| incorporation or organization) | File Number) | Identification No.) |
| | | |
| 1900 16th Street, Suite 1200 | | |
| Denver, Colorado | | 80202 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: 303.531.8100
Former name or former address, if changed since last report: Not Applicable
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:
◻ 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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
☒ 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.
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | **** | Trading Symbol | **** | Name of each exchange on which registered |
|---|---|---|---|---|
| Common Stock, no par value | | MYFW | | The Nasdaq Stock Market LLC |
Item 2.02 Results of Operations and Financial Condition.
On July 23, 2020, First Western Financial, Inc. (the “Company”) issued a press release announcing its financial results for the second quarter ended June 30, 2020. A copy of the press release is furnished as Exhibit 99.1 and is incorporated by reference herein.
The information in this Item 2.02, including Exhibit 99.1, is being furnished pursuant to Item 2.02 of Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, unless specifically identified therein as being incorporated therein by reference.
Item 7.01****Regulation FD Disclosure.
The Company intends to hold an investor call and webcast to discuss its financial results for the second quarter ended June 30, 2020 on Friday, July 24, 2020, at 10:00 a.m. Mountain Time. The Company’s presentation to analysts and investors contains additional information about the Company’s financial results for the second quarter ended June 30, 2020 and is furnished as Exhibit 99.2 and is incorporated by reference herein.
The information in this Item 7.01, including Exhibit 99.2, is being furnished pursuant to Item 7.01 of Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act, unless specifically identified therein as being incorporated therein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| <br><br> | | |
|---|---|---|
| Exhibit<br>Number | | Description |
| | ||
| 99.1<br><br><br><br>99.2 | Press Release issued by First Western Financial, Inc. dated July 23, 2020<br><br><br><br>First Western Financial, Inc. Earnings Presentation<br><br><br><br> |
2
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.
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|---|---|---|---|
| | | | FIRST WESTERN FINANCIAL, INC. |
| | | | |
| | | | |
| | Date: July 23, 2020 | | By: /s/ Scott C. Wylie |
| | | | Scott C. Wylie |
| | | | |
| | | | Chairman, Chief Executive Officer and President |
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Exhibit 99.1
First Western Reports Second Quarter 2020 Financial Results
Second Quarter 2020 Summary
| · | Net income available to common shareholders of $8.7 million in Q2 2020, compared to $1.3 million in Q1 2020 and $1.4 million in Q2 2019 |
|---|---|
| · | Diluted EPS of $1.10 in Q2 2020, compared to $0.17 in Q1 2020 and $0.18 in Q2 2019 |
| --- | --- |
| ● | Gross revenue^(1)^ of $26.2 million in Q2 2020, compared to $16.7 million in Q1 2020 and $16.5 million in Q2 2019 |
| --- | --- |
| ● | Net interest margin remained relatively flat at 3.10% in Q2 2020, compared with 3.14% in Q1 2020 and 3.10% Q2 2019 |
| --- | --- |
| ● | Total assets of $1.81 billion, up 33.7% from Q1 2020 and 52.1% from Q2 2019 |
| --- | --- |
| ● | Total deposits of $1.41 billion, up 19.4% from Q1 2020 and 40.0% from Q2 2019 |
| --- | --- |
| ● | Gross loans of $1.42 billion, up 36.3% from Q1 2020 and 51.4% from Q2 2019 |
| --- | --- |
| ● | $204.6 million in Paycheck Protection Program (“PPP”) Loans, including $12.9 million in acquired PPP loans |
| --- | --- |
| ● | Branch purchase and assumption agreement completed that expands First Western’s presence in Denver market; acquired $123.3 million in loans and $65.2 million in deposits as of June 30, 2020 |
| --- | --- |
^(1)^ Represents a Non-GAAP financial measure. See “Reconciliations of Non-GAAP Measures” for a reconciliation of our Non-GAAP measures to the most directly comparable GAAP financial measure.
Denver, Colo., July 23, 2020 – First Western Financial, Inc., (“First Western” or the “Company”) (NASDAQ: MYFW), today reported financial results for the second quarter ended June 30, 2020.
Net income available to common shareholders was $8.7 million, or $1.10 per diluted share, for the second quarter of 2020. This compares to $1.3 million, or $0.17 per diluted share, for the first quarter of 2020, and $1.4 million, or $0.18 per diluted share, for the second quarter of 2019.
Scott C. Wylie, CEO of First Western, commented, “Our second quarter performance – which represents a record level of net income and earnings per share for the Company – reflects our inherent advantages in managing through the impact of the COVID-19 pandemic. Given our conservatively underwritten loan portfolio with minimal exposure to the industries most impacted by the crisis, we have seen generally stable asset quality and a relatively low level of projected losses. In addition to tightening credit underwriting and pricing, we have increased our loan level reviews and portfolio monitoring. We have also benefited from the strong demand for mortgage refinancing, which resulted in the highest level of residential mortgage originations and gain on mortgages sold income in our history. In addition, we were able to significantly reduce our cost of deposits, which helped us to maintain a relatively stable net interest margin despite a decline in earning asset yields due to the drop in prevailing interest rates and low contractual rates on PPP loans.
In the second quarter, we posted strong organic growth while also producing a high level of PPP loans and closing early on a branch acquisition, with four locations in metro Denver, all while working remotely. Net loans, excluding PPP and acquired loans, grew 26.4% and net deposits, excluding PPP and acquired deposits, grew 34.2% annualized over the prior quarter.
We have continued to actively support our communities through the origination of PPP loans. Through June 30, we had $204.6 million in loans funded for both existing and new clients through the PPP. Our productivity in the PPP program has helped drive substantial growth in both loans and deposits, accelerating our efforts to gain scale and realize improved operating efficiencies.
In May, we completed our branch purchase and assumption agreement ahead of schedule, which provided substantial economic benefits to the Company. The integration of our new associates and clients has gone very smoothly as both loan and deposit balances have grown from closing to June 30, 2020, and we continue to expect this transaction to be significantly accretive to future earnings.
While the ongoing pandemic creates a great deal of uncertainty, we believe we are well positioned to see a continuation of our strong performance in the second half of the year. Mortgage demand remains robust, we have a healthy pipeline of quality lending opportunities outside of PPP, and we expect to begin realizing the synergies from the branch acquisition. We believe this combination will result in a strong level of earnings, further increases in our tangible book value per share, and additional value being created for our shareholders,” said Mr. Wylie. 2
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|---|---|---|---|---|---|---|---|---|---|---|
| | | For the Three Months Ended | ||||||||
| | | June 30, | | March 31, | | June 30, | **** | |||
| (Dollars in thousands, except per share data) | **** | 2020 | **** | 2020 | **** | 2019 | **** | |||
| Earnings Summary | | | | | ||||||
| Net interest income | | $ | 10,796 | | $ | 8,931 | | $ | 7,960 | |
| Less: provision for (recovery of) loan losses | | 2,124 | | 367 | | (78) | | |||
| Total non-interest income | | 15,427 | | 7,767 | | 8,586 | | |||
| Total non-interest expense^(1)^ | | 12,644 | | 14,647 | | 14,659 | | |||
| Income before income taxes | | 11,455 | | 1,684 | | 1,965 | | |||
| Income tax expense | | 2,759 | | 350 | | 561 | | |||
| Net income available to common shareholders | | | 8,696 | | | 1,334 | | | 1,404 | |
| Adjusted net income available to common shareholders^(2)^ | | | 8,941 | | | 1,772 | | | 2,586 | |
| Basic earnings per common share | | | 1.10 | | | 0.17 | | | 0.18 | |
| Adjusted basic earnings per common share^(2)^ | | | 1.13 | | | 0.23 | | | 0.33 | |
| Diluted earnings per common share | | | 1.10 | | | 0.17 | | | 0.18 | |
| Adjusted diluted earnings per common share^(2)^ | | $ | 1.13 | | $ | 0.22 | | $ | 0.33 | |
| | | | | | | | | | | |
| Return on average assets (annualized) | | 2.25 | % | 0.43 | % | 0.50 | % | |||
| Adjusted return on average assets (annualized)^(2)^ | | | 2.32 | | | 0.57 | | | 0.91 | |
| Return on average shareholders' equity (annualized) | | 25.44 | | 4.09 | | 4.61 | | |||
| Adjusted return on average shareholders' equity (annualized)^(2)^ | | | 26.16 | | | 5.43 | | | 8.50 | |
| Return on tangible common equity (annualized)^(2)^ | | 31.02 | | 5.03 | | 5.68 | | |||
| Adjusted return on tangible common equity (annualized)^(2)^ | | | 31.89 | | | 6.69 | | | 10.51 | |
| Net interest margin | | 3.10 | | 3.14 | | 3.10 | | |||
| Efficiency ratio^(2)^ | | 48.07 | % | 84.39 | % | 78.24 | % |
^(1)^ Includes non-recurring acquisition related expenses of $0.3 million for the three months ended June 30, 2020, non-operating loss on intangibles held for sale of $0.6 million for the three months ended March 31, 2020 and non-operating goodwill impairment charge of $1.6 million for the three months ended June 30, 2019.
^(2)^Represents a Non-GAAP financial measure. See “Reconciliations of Non-GAAP Measures” for a reconciliation of our Non-GAAP measures to the most directly comparable GAAP financial measure.
Operating Results for the Second Quarter 2020
Revenue
Gross revenue^(1)^ was $26.2 million for the second quarter of 2020, compared to $16.7 million for the first quarter of 2020. The increase in revenue was driven by a $7.7 million increase in non-interest income, primarily due to higher mortgage segment activity, as well as a $1.9 million increase in net interest income.
Relative to the second quarter of 2019, gross revenue increased $9.7 million from $16.5 million. The increase was due to growth in net interest income and net gain on mortgage loans resulting from increased mortgage activity. ****
| (1) | Represents a Non-GAAP financial measure. See “Reconciliations of Non-GAAP Measures” for a reconciliation of our Non-GAAP measures to the most directly comparable GAAP financial measure. |
|---|
Net Interest Income
Net interest income for the second quarter of 2020 was $10.8 million, an increase of 20.9% from $8.9 million in the first quarter of 2020. The increase in net interest income was driven by three primary factors: $0.7 million related to the branch acquisition, $0.6 million from PPP loans and $0.6 million from higher average loan balances attributed to organic growth as well as a stable net interest margin. 3
Relative to the second quarter of 2019, net interest income increased 35.6% from $8.0 million. The year-over-year increase in net interest income was due primarily to growth in average loans including the impact of PPP loans and the branch acquisition.
We expect net income related to the PPP program to result in $2.4 million of additional interest income related to the fees from the Small Business Administration for participation in PPP less the loan origination fees on these loans. The current amortization of this income is being recognized over a two-year period, however we expect much of that income to be recognized in the second half of 2020 as the borrowers are granted forgiveness.
Net Interest Margin
Net interest margin for the second quarter of 2020 decreased slightly to 3.10% from 3.14% in the first quarter of 2020. The decrease was primarily driven by a 46 basis point decline in the yield on earning assets, which was partially offset by a 48 basis point decline in the cost of deposits. On a net basis, the impact of the PPP program resulted in the second quarter net interest margin decreasing by approximately 12 basis points.
Relative to the second quarter of 2019, the net interest margin was unchanged from 3.10%.
Non-interest Income
Non-interest income for the second quarter of 2020 was $15.4 million, an increase of 98.6% from $7.8 million in the first quarter of 2020. The increase was attributable to an increase in net gain on mortgage loans as a result of record volume of mortgages locked and originated in the quarter. We originated $344.3 million of mortgage loans for sale during the quarter compared to $196.9 million the previous quarter, an increase of $147.4 million.
Relative to the second quarter of 2019, non-interest income increased 79.7% from $8.6 million. The increase was primarily attributable to higher net gains on mortgage loans as a result of a higher volume of mortgages and improving margins.
Non-interest Expense
Non-interest expense for the second quarter of 2020 was $12.6 million, a decrease of 13.7% from $14.6 million for the first quarter of 2020. The decrease was primarily attributable to lower salaries and benefits expense resulting from $2.9 million in loan origination expenses related to PPP loans that were deferred in the period and will be amortized through net interest income over the expected 24-month life of the loans, if not earlier, as the borrowers are granted forgiveness. This was offset by $0.3 million of acquisition related expenses incurred during the second quarter of 2020 as well as an increase in incentive compensation accruals correlating with the increase in revenues and earnings.
Non-interest expense decreased 13.7% from $14.7 million in the second quarter of 2019. The decrease was primarily due to lower salaries and employee benefits expense resulting from the capitalization of the PPP loan origination expenses. Non-interest expense in the second quarter of 2019 included a $1.6 million goodwill impairment charge.
Including the impacts of PPP, mortgage earnings, and the acquisition related costs, the Company’s efficiency ratio was 48.1% in the second quarter of 2020, compared with 84.4% in the first quarter of 2020 and 78.2% in the second quarter of 2019.
4
The impact of the non-operating costs are as follows:
| | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|
| | | Three Months Ending | |||||||
| | | | June 30, | | | March 31, | | | June 30, |
| (Dollars in thousands, except share and per share data) | | | 2020 | | | 2020 | | | 2019 |
| Adjusted Net Income Available to Common Shareholders^(1)^ | | | | | | | | | |
| Net income available to common shareholders | | $ | 8,696 | | $ | 1,334 | | $ | 1,404 |
| Plus: acquisition related expenses related to branch acquisition | | | 323 | | | — | | | — |
| Plus: loss on intangibles held for sale | | | — | | | 553 | | | — |
| Plus: goodwill impairment | | | — | | | — | | | 1,572 |
| Less: income tax impact | | | 78 | | | 115 | | | 390 |
| Adjusted Net Income Available to Common Shareholders^(1)^ | | $ | 8,941 | | $ | 1,772 | | $ | 2,586 |
| | | | | | | | | | |
| Adjusted Diluted Earnings Per Share^(1)^ | | | | | | | | | |
| Diluted Earnings per share | | $ | 1.10 | | $ | 0.17 | | $ | 0.18 |
| Plus: acquisition related expenses net of income tax impact: | | | 0.03 | | | — | | | — |
| Plus: loss on intangibles held for sale net of income tax impact | | | — | | | 0.05 | | | — |
| Plus: goodwill impairment net of income tax impact | | | — | | | — | | | 0.15 |
| Adjusted Diluted Earnings Per Share^(1)^ | | $ | 1.13 | | $ | 0.22 | | $ | 0.33 |
| (1) | Represents a Non-GAAP financial measure. See “Reconciliation of Non-GAAP Measures” for a reconciliation of our Non-GAAP measures to the most directly comparable GAAP financial measure. | ||||||||
| --- | --- |
Income Taxes
The Company recorded income tax expense of $2.8 million for the second quarter of 2020, representing an effective tax rate of 24.1%, compared to 20.8% for the first quarter of 2020. The increase in effective tax rate in the second quarter of 2020 was primarily attributable to increased earnings.
Loan Portfolio
Total loans including mortgage loans held for sale were $1.49 billion at June 30, 2020, an increase of $387.2 million from the end of the prior quarter, and an increase of $519.5 million from June 30, 2019. The increase in total loans was attributable to $191.7 million added through PPP loan originations and $123.8 million in period end balances which were added through the branch acquisition, including PPP loans acquired, with the remaining $71.7 million increase being attributable to organic growth.
Prior to the completion of the branch acquisition, our internal credit department and management reviewed large loans as well as loans that were modified due to the impact from the COVID-19 pandemic. As a result of this increased degree of review, the Bank purchased only performing loans that we believe to be of high quality as of the closing of the acquisition. No loans purchased were designated as purchase credit impaired.
Total loans held for investment, was $1.42 billion at June 30, 2020, an increase of 36.6% from $1.04 billion at March 31, 2020, and an increase of 51.8% from $938.0 million at June 30, 2019. The increase in total loans held for investment from March 31, 2020 was primarily due to growth in the commercial and industrial, commercial real estate, and construction portfolios along with an increase in the cash, securities and other portfolio driven by the PPP loans.
Deposits
Total deposits were $1.41 billion at June 30, 2020, compared to $1.18 billion at March 31, 2020, and $1.01 billion at June 30, 2019. The increase in total deposits from March 31, 2020 was attributable to $65.2 million 5
added through the branch acquisition, $62.4 million inflows related to funding the PPP loans, with the remaining $100.9 million increase being attributable to organic growth.
Average total deposits for the second quarter of 2020 increased $342.0 million, or 35.4%, from the second quarter of 2019.
Borrowings
Federal Home Loan Bank (“FHLB”) and Federal Reserve borrowings were $222.3 million at June 30, 2020, compared to $10.0 million at March 31, 2020 an increase of $212.3 million from the end of the prior quarter. The increase is attributable to participation in the Paycheck Protection Program Loan Facility from the Federal Reserve during the quarter in the amount of $204.3 million. Borrowing from this facility is expected to match fund the balances of the PPP loans. The remaining $8.0 million increase was a result of additional advances from FHLB.
Assets Under Management
Total assets under management increased by $115.9 million during the second quarter to $5.75 billion at June 30, 2020, compared to $5.64 billion at March 31, 2020, and $5.97 billion at June 30, 2019. The increase was primarily attributable to customer contributions to existing accounts and improving market conditions.
Credit Quality
Non-performing assets totaled $12.1 million, or 0.67% of total assets, at June 30, 2020, compared with $11.1 million, or 0.82% of total assets, at March 31, 2020.
As a result of the COVID-19 pandemic, a loan modification program was designed and implemented to assist our clients experiencing financial stress resulting from the economic impacts caused by the global pandemic. The Company offered loan extensions, temporary payment moratoriums, and financial covenant waivers for commercial and consumer borrowers impacted by the pandemic who had a pass risk rating and had not been delinquent over 30 days on payments in the last two years.
At June 30, 2020, the Company had entered into loan modification agreements on ninety-eight loans across multiple industries in the amount of $176.9 million. Most of the temporary payment moratoriums are for a period of 180 days or less and the Company is recognizing interest income on these loans. At June 30, 2020, accrued interest increased $2.4 million as a result of payment moratoriums related to loan modifications. The Company continues to meet regularly with clients who could be more highly impacted by the COVID-19 pandemic. The Company receives and reviews current financial data and cash flow forecasts from borrowers with loan modification agreements.
The Company recorded a provision for loan losses of $2.1 million in the second quarter of 2020, primarily based on the additional variability surrounding the loan modifications made during the quarter and increased economic uncertainty. The Company has increased loan level reviews and portfolio monitoring to address the changing environment.
6
Capital
At June 30, 2020, First Western (“Consolidated”) and First Western Trust Bank (“Bank”) exceeded the minimum capital levels required by their respective regulators. At June 30, 2020, the Bank was classified as “well capitalized,” as summarized in the following table:
| | | | |
|---|---|---|---|
| | **** | June 30, | **** |
| | | 2020 | **** |
| Consolidated Capital | | ||
| Tier 1 capital to risk-weighted assets | 9.67 | % | |
| Common Equity Tier 1 (CET1) to risk-weighted assets | 9.67 | | |
| Total capital to risk-weighted assets | 11.84 | | |
| Tier 1 capital to average assets | 8.30 | | |
| | | | |
| Bank Capital | | ||
| Tier 1 capital to risk-weighted assets | 10.12 | | |
| Common Equity Tier 1 (CET1) to risk-weighted assets | 10.12 | | |
| Total capital to risk-weighted assets | 11.05 | | |
| Tier 1 capital to average assets | 8.63 | % |
Tangible book value per common share^(1)^ increased 14.1% from $12.38 at June 30, 2019 to $14.13 at June 30, 2020, and was up 5.5% from $13.39 at March 31, 2020.
During the second quarter of 2020, the Company did not repurchase any shares of its common stock under its stock repurchase program. The Company does not currently anticipate repurchasing shares while its capital can be used to support its clients and communities through the duration of the COVID-19 pandemic.
Conference Call, Webcast and Slide Presentation
The Company will host a conference call and webcast at 10:00 a.m. MT/ 12:00 p.m. ET on Friday, July 24, 2020. The call can be accessed via telephone at 877-405-1628; passcode 8691738. A recorded replay will be accessible through July 31, 2020 by dialing 855-859-2056; passcode 8691738.
A slide presentation relating to the second quarter 2020 results will be accessible prior to the scheduled conference call. The slide presentation and webcast of the conference call can be accessed on the Events and Presentations page of the Company’s investor relations website at https://myfw.gcs-web.com.
About First Western
First Western is a financial services holding company headquartered in Denver, Colorado, with operations in Colorado, Arizona, Wyoming and California. First Western and its subsidiaries provide a fully integrated suite of wealth management services on a private trust bank platform, which includes a comprehensive selection of deposit, loan, trust, wealth planning and investment management products and services. First Western’s common stock is traded on the Nasdaq Global Select Market under the symbol “MYFW.” For more information, please visit www.myfw.com. 7
Non-GAAP Financial Measures
Some of the financial measures included in this press release are not measures of financial performance recognized in accordance with generally accepted accounting principles in the United States (“GAAP”). These non-GAAP financial measures include “Tangible Common Equity,” “Tangible Common Book Value per Share,” “Return on Tangible Common Equity,” “Efficiency Ratio,” and “Gross Revenue,” “Adjusted Net Income Available to Common Shareholders,” “Adjusted Earnings Per Share,” “Adjusted Diluted Earnings Per Share,” “Adjusted Return on Average Assets,” “Adjusted Return on Average Shareholders’ Equity,” and “Adjusted Return on Tangible Common Equity”. The Company believes these non-GAAP financial measures provide both management and investors a more complete understanding of the Company’s financial position and performance. These non-GAAP financial measures are supplemental and are not a substitute for any analysis based on GAAP financial measures. Not all companies use the same calculation of these measures; therefore, this presentation may not be comparable to other similarly titled measures as presented by other companies. Reconciliation of non-GAAP financial measures, to GAAP financial measures are provided at the end of this press release.
Forward-Looking Statements
Statements in this news release regarding our expectations and beliefs about our future financial performance and financial condition, as well as trends in our business and markets are “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements often include words such as “believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate,” “project,” “outlook,” or words of similar meaning, or future or conditional verbs such as “will,” “would,” “should,” “opportunity,” “could,” or “may.” The forward-looking statements in this news release are based on current information and on assumptions that we make about future events and circumstances that are subject to a number of risks and uncertainties that are often difficult to predict and beyond our control. As a result of those risks and uncertainties, our actual financial results in the future could differ, possibly materially, from those expressed in or implied by the forward-looking statements contained in this news release and could cause us to make changes to our future plans. Those risks and uncertainties include, without limitation, the COVID-19 pandemic and its effects; integration risks in connection with acquisitions; the risk of geographic concentration in Colorado, Arizona, Wyoming and California; the risk of changes in the economy affecting real estate values and liquidity; the risk in our ability to continue to originate residential real estate loans and sell such loans; risks specific to commercial loans and borrowers; the risk of claims and litigation pertaining to our fiduciary responsibilities; the risk of competition for investment managers and professionals; the risk of fluctuation in the value of our investment securities; the risk of changes in interest rates; and the risk of the adequacy of our allowance for credit losses and the risk in our ability to maintain a strong core deposit base or other low-cost funding sources. Additional information regarding these and other risks and uncertainties to which our business and future financial performance are subject is contained in our Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission (“SEC”) on March 12, 2020 (“Form 10-K”), and other documents we file with the SEC from time to time. We urge readers of this news release to review the “Risk Factors” section our Form 10-K and any updates to those risk factors set forth in our subsequent Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and our other filings with the SEC. Also, our actual financial results in the future may differ from those currently expected due to additional risks and uncertainties of which we are not currently aware or which we do not currently view as, but in the future may become, material to our business or operating results. Due to these and other possible uncertainties and risks, readers are cautioned not to place undue reliance on the forward-looking statements contained in this news release, which speak only as of today’s date, or to make predictions based solely on historical financial performance. Any forward-looking statement speaks only as of the date on which it is made, and we do not 8
undertake any obligation to update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by law.
Contacts:
Financial Profiles, Inc.
Tony Rossi
310-622-8221
9
First Western Financial, Inc.
Consolidated Financial Summary (unaudited)
| | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|
| | | Three Months Ending | |||||||
| | | June 30, | | March 31, | | June 30, | |||
| (Dollars in thousands, except per share data) | **** | 2020 | | 2020 | | 2019 | |||
| Interest and dividend income: | | | | ||||||
| Loans, including fees | | $ | 12,202 | | $ | 11,002 | | $ | 10,600 |
| Investment securities | | 224 | | 295 | | 331 | |||
| Federal funds sold and other | | 44 | | 215 | | 243 | |||
| Total interest and dividend income | | 12,470 | | 11,512 | | 11,174 | |||
| | | | | | | | | | |
| Interest expense: | | | | | | ||||
| Deposits | | 1,319 | | 2,393 | | 2,995 | |||
| Other borrowed funds | | 355 | | 188 | | 219 | |||
| Total interest expense | | 1,674 | | 2,581 | | 3,214 | |||
| Net interest income | | 10,796 | | 8,931 | | 7,960 | |||
| Less: provision for (recovery of) loan losses | | 2,124 | | 367 | | (78) | |||
| Net interest income, after provision for (recovery of) loan losses | | 8,672 | | 8,564 | | 8,038 | |||
| | | | | | | | | | |
| Non-interest income: | | | | | | ||||
| Trust and investment management fees | | 4,609 | | 4,731 | | 4,693 | |||
| Net gain on mortgage loans | | 10,173 | | 2,481 | | 3,262 | |||
| Bank fees | | 221 | | 368 | | 341 | |||
| Risk management and insurance fees | | 333 | | 96 | | 194 | |||
| Income on company-owned life insurance | | 91 | | 91 | | 96 | |||
| Total non-interest income | | 15,427 | | 7,767 | | 8,586 | |||
| Total income before non-interest expense | | 24,099 | | 16,331 | | 16,624 | |||
| | | | | | | | | | |
| Non-interest expense: | | | | | | ||||
| Salaries and employee benefits | | 6,690 | | 8,482 | | 7,699 | |||
| Occupancy and equipment | | 1,515 | | 1,440 | | 1,398 | |||
| Professional services | | 1,231 | | 1,023 | | 1,036 | |||
| Technology and information systems | | 993 | | 969 | | 1,016 | |||
| Data processing | | 1,037 | | 847 | | 742 | |||
| Marketing | | 253 | | 415 | | 441 | |||
| Amortization of other intangible assets | | 38 | | 2 | | 142 | |||
| Goodwill impairment | | | — | | | — | | | 1,572 |
| Net loss on held for sale intangibles | | — | | 553 | | — | |||
| Other | | 887 | | 916 | | 613 | |||
| Total non-interest expense | | 12,644 | | 14,647 | | 14,659 | |||
| Income before income taxes | | 11,455 | | 1,684 | | 1,965 | |||
| Income tax expense | | 2,759 | | 350 | | 561 | |||
| Net income available to common shareholders | | $ | 8,696 | | $ | 1,334 | | $ | 1,404 |
| Earnings per common share: | | | | | | | | ||
| Basic | | $ | 1.10 | | $ | 0.17 | | $ | 0.18 |
| Diluted | | $ | 1.10 | | $ | 0.17 | | $ | 0.18 |
10
First Western Financial, Inc.
Consolidated Financial Summary (unaudited) (continued)
| | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|
| | | As of | |||||||
| | | June 30, | | March 31, | | June 30, | |||
| | **** | 2020 | | 2020 | | 2019 | |||
| | | | | | | | | | |
| (Dollars in thousands) | | | | | | | | | |
| ASSETS | | | | ||||||
| Cash and cash equivalents: | | | | ||||||
| Cash and due from banks | | $ | 4,404 | | $ | 4,076 | | $ | 1,974 |
| Interest-bearing deposits in other financial institutions | | 187,272 | | 114,438 | | 90,795 | |||
| Total cash and cash equivalents | | 191,676 | | 118,514 | | 92,769 | |||
| | | | | | | | | | |
| Available-for-sale securities, at fair value | | 47,018 | | 52,500 | | 51,698 | |||
| Correspondent bank stock, at cost | | 1,295 | | 1,158 | | 1,649 | |||
| Mortgage loans held for sale | | 69,604 | | 64,120 | | 36,269 | |||
| Loans, net of allowance of $10,354, $8,242 and $7,575 | | 1,412,086 | | 1,035,709 | | 931,820 | |||
| Premises and equipment, net | | 5,201 | | 5,148 | | 5,683 | |||
| Accrued interest receivable | | 5,108 | | 3,107 | | 3,184 | |||
| Accounts receivable | | 4,616 | | 4,669 | | 4,718 | |||
| Other receivables | | 1,543 | | 1,058 | | 872 | |||
| Other real estate owned, net | | 658 | | 658 | | 658 | |||
| Goodwill | | 24,191 | | 19,686 | | 23,239 | |||
| Other intangible assets, net | | 76 | | 26 | | 88 | |||
| Deferred tax assets, net | | 6,035 | | 5,036 | | 4,607 | |||
| Company-owned life insurance | | 15,268 | | 15,177 | | 14,898 | |||
| Other assets | | 23,141 | | 24,297 | | 18,313 | |||
| Assets held for sale | | 3,010 | | 3,000 | | — | |||
| Total assets | | $ | 1,810,526 | | $ | 1,353,863 | | $ | 1,190,465 |
| | | | | | | | | | |
| LIABILITIES | | | | | | | | ||
| Deposits: | | | | | |||||
| Noninterest-bearing | | $ | 398,063 | | $ | 270,604 | | $ | 229,266 |
| Interest-bearing | | 1,008,869 | | 907,846 | | 775,911 | |||
| Total deposits | | 1,406,932 | | 1,178,450 | | 1,005,177 | |||
| Borrowings: | | | | | |||||
| Federal Home Loan Bank Topeka and Federal Reserve borrowings | | 222,313 | | 10,000 | | 36,060 | |||
| Subordinated notes | | 14,444 | | 14,459 | | 6,560 | |||
| Accrued interest payable | | 205 | | 417 | | 274 | |||
| Other liabilities | | | 27,080 | | | 21,708 | | | 20,237 |
| Liabilities held for sale | | 135 | | 126 | | — | |||
| Total liabilities | | 1,671,109 | | 1,225,160 | | 1,068,308 | |||
| | | | | | | | | | |
| SHAREHOLDERS’ EQUITY | | | | ||||||
| Total shareholders’ equity | | 139,417 | | 128,703 | | 122,157 | |||
| Total liabilities and shareholders’ equity | | $ | 1,810,526 | | $ | 1,353,863 | | $ | 1,190,465 |
11
First Western Financial, Inc.
Consolidated Financial Summary (unaudited) (continued)
| | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|
| | | As of | |||||||
| | | June 30, | | March 31, | | June 30, | |||
| (Dollars in thousands) | **** | 2020 | | 2020 | | 2019 | |||
| Loan Portfolio | | | | ||||||
| Cash, Securities and Other | | $ | 371,111 | | $ | 147,157 | | $ | 149,503 |
| Construction and Development | | 74,793 | | 25,461 | | 40,826 | |||
| 1-4 Family Residential | | 418,409 | | 412,306 | | 373,836 | |||
| Non-Owner Occupied CRE | | 229,150 | | 192,350 | | 152,664 | |||
| Owner Occupied CRE | | 117,426 | | 121,138 | | 112,660 | |||
| Commercial and Industrial | | 213,271 | | 144,066 | | 108,516 | |||
| Total loans held for investment | | | 1,424,160 | | | 1,042,478 | | | 938,005 |
| Deferred costs (fees) and unamortized premium\(unaccreted discount), net | | (1,720) | | 1,473 | | 1,390 | |||
| Gross loans | | $ | 1,422,440 | | $ | 1,043,951 | | $ | 939,395 |
| Total mortgage loans held for sale | | $ | 69,604 | | $ | 64,120 | | $ | 36,269 |
| | | | | | | | | | |
| Deposit Portfolio | | | | | | | | | |
| Money market deposit accounts | | $ | 759,997 | | $ | 671,641 | | $ | 508,263 |
| Time deposits | | 152,897 | | 150,190 | | 176,128 | |||
| Negotiable order of withdrawal accounts | | 88,560 | | 82,092 | | 88,687 | |||
| Savings accounts | | 7,415 | | 3,923 | | 2,833 | |||
| Total interest-bearing deposits | | | 1,008,869 | | | 907,846 | | | 775,911 |
| Noninterest-bearing accounts | | | 398,063 | | | 270,604 | | | 229,266 |
| Total deposits | | $ | 1,406,932 | | $ | 1,178,450 | | $ | 1,005,177 |
12
First Western Financial, Inc.
Consolidated Financial Summary (unaudited) (continued)
| | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|
| | | For the Three Months Ended | ||||||||
| | | June 30, | | March 31, | | June 30, | **** | |||
| (Dollars in thousands) | **** | 2020 | | 2020 | | 2019 | **** | |||
| Average Balance Sheets | | | | | ||||||
| Average Assets | | | | | ||||||
| Interest-earning assets: | | | | | ||||||
| Interest-bearing deposits in other financial institutions | | $ | 76,463 | | $ | 68,035 | | $ | 40,755 | |
| Available-for-sale securities | | 48,614 | | 55,208 | | 52,852 | | |||
| Loans | | 1,268,797 | | 1,016,148 | | 935,025 | | |||
| Interest-earning assets | | 1,393,874 | | 1,139,391 | | 1,028,632 | | |||
| Mortgage loans held for sale | | 68,212 | | 37,798 | | 31,454 | | |||
| Total interest earning-assets, plus mortgage loans held for sale | | 1,462,086 | | 1,177,189 | | 1,060,086 | | |||
| Allowance for loan losses | | (8,694) | | (8,010) | | (7,648) | | |||
| Noninterest-earning assets | | 89,817 | | 84,054 | | 79,735 | | |||
| Total assets | | $ | 1,543,209 | | $ | 1,253,233 | | $ | 1,132,173 | |
| | | | | | | | | | | |
| Average Liabilities and Shareholders’ Equity | | | | | ||||||
| Interest-bearing liabilities: | | | | | ||||||
| Interest-bearing deposits | | $ | 929,805 | | $ | 830,736 | | $ | 742,002 | |
| Federal Home Loan Bank Topeka and Federal Reserve borrowings | | 64,067 | | 10,495 | | 17,922 | | |||
| Subordinated notes | | 14,445 | | 7,854 | | 6,560 | | |||
| Total interest-bearing liabilities | | | 1,008,317 | | | 849,085 | | | 766,484 | |
| Noninterest-bearing liabilities: | | | | | ||||||
| Noninterest-bearing deposits | | 379,374 | | 253,813 | | 225,153 | | |||
| Other liabilities | | 18,815 | | 19,874 | | 18,830 | | |||
| Total noninterest-bearing liabilities | | | 398,189 | | | 273,687 | | | 243,983 | |
| Shareholders’ equity | | | 136,703 | | | 130,461 | | | 121,706 | |
| Total liabilities and shareholders’ equity | | $ | 1,543,209 | | $ | 1,253,233 | | $ | 1,132,173 | |
| | | | | | | | | | | |
| Yields (annualized) | | | | | ||||||
| Interest-bearing deposits in other financial institutions | | 0.23 | % | 1.26 | % | 2.38 | % | |||
| Available-for-sale securities | | 1.84 | | 2.14 | | 2.51 | | |||
| Loans | | 3.85 | | 4.33 | | 4.53 | | |||
| Interest-earning assets | | 3.58 | | 4.04 | | 4.35 | | |||
| Mortgage loans held for sale | | 3.23 | | 3.45 | | 3.73 | | |||
| Total interest-earning assets, plus mortgage loans held for sale | | 3.56 | | 4.02 | | 4.33 | | |||
| Interest-bearing deposits | | 0.57 | | 1.15 | | 1.61 | | |||
| Federal Home Loan Bank Topeka and Federal Reserve borrowings | | 0.81 | | 1.95 | | 2.23 | | |||
| Subordinated notes | | 6.26 | | 6.97 | | 7.26 | | |||
| Total interest-bearing liabilities | | 0.66 | | 1.22 | | 1.68 | | |||
| Net interest margin | | 3.10 | | 3.14 | | 3.10 | | |||
| Interest rate spread | | 2.92 | % | 2.83 | % | 2.67 | % |
13
First Western Financial, Inc.
Consolidated Financial Summary (unaudited) (continued)
| | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|
| | | As of and for the Three Months Ended | ||||||||
| | | June 30, | | March 31, | | June 30, | **** | |||
| (Dollars in thousands, except share and per share data) | **** | 2020 | | 2020 | | 2019 | **** | |||
| Asset Quality | | | | | ||||||
| Non-performing loans | | $ | 11,454 | | $ | 10,451 | | $ | 12,803 | |
| Non-performing assets | | 12,112 | | 11,109 | | 13,461 | | |||
| Net charge-offs (recoveries) | | $ | 12 | | $ | — | | $ | (8) | |
| Non-performing loans to total loans | | 0.81 | % | 1.00 | % | 1.36 | % | |||
| Non-performing assets to total assets | | 0.67 | | 0.82 | | 1.13 | | |||
| Allowance for loan losses to non-performing loans | | 90.40 | | 78.86 | | 59.17 | | |||
| Allowance for loan losses to total loans | | 0.73 | | 0.79 | | 0.81 | | |||
| Allowance for loan losses to bank originated loans excluding PPP^(1)^ | | | 0.93 | | | 0.79 | | | 0.81 | |
| Net charge-offs to average loans | | — | % | — | % | — | % | |||
| | | | | | | | | | | |
| Assets under management | | $ | 5,752,353 | | $ | 5,636,500 | | $ | 5,968,318 | |
| | | | | | | | | | | |
| Market Data | | | | | | | | | | |
| Book value per share at period end | | $ | 17.56 | | $ | 16.26 | | $ | 15.30 | |
| Tangible book value per common share^(1)^ | | $ | 14.13 | | $ | 13.39 | | $ | 12.38 | |
| Weighted average outstanding shares, basic | | | 7,890,337 | | | 7,863,564 | | | 7,881,999 | |
| Weighted average outstanding shares, diluted | | | 7,928,518 | | | 7,930,611 | | | 7,897,092 | |
| Shares outstanding at period end | | 7,939,024 | | 7,917,489 | | 7,983,866 | | |||
| | | | | | | | | | | |
| Consolidated Capital | | | | | | | | | | |
| Tier 1 capital to risk-weighted assets | | 9.67 | % | 10.96 | % | | 11.41 | % | ||
| Common Equity Tier 1 (CET1) to risk-weighted assets | | 9.67 | | 10.96 | | | 11.41 | | ||
| Total capital to risk-weighted assets | | 11.84 | | 13.31 | | | 13.04 | | ||
| Tier 1 capital to average assets | | 8.30 | | 8.81 | | | 9.01 | | ||
| | | | | | | | | | | |
| Bank Capital | | | | | | | | | | |
| Tier 1 capital to risk-weighted assets | | 10.12 | | 10.35 | | | 10.65 | | ||
| Common Equity Tier 1 (CET1) to risk-weighted assets | | 10.12 | | 10.35 | | | 10.65 | | ||
| Total capital to risk-weighted assets | | 11.05 | | 11.23 | | | 11.53 | | ||
| Tier 1 capital to average assets | | 8.63 | % | 8.33 | % | | 8.42 | % |
^(1)^ Represents a Non-GAAP financial measure. See “Reconciliation of Non-GAAP Measures” for a reconciliation of our Non-GAAP measures to the most directly comparable GAAP financial measure.
14
First Western Financial, Inc.
Consolidated Financial Summary (unaudited) (continued)
Reconciliations of Non-GAAP Financial Measures
| | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|
| | **** | As of and for the Three Months Ended | ||||||||
| | | June 30, | | March 31, | | June 30, | **** | |||
| (Dollars in thousands, except share and per share data) | | 2020 | | 2020 | | 2019 | **** | |||
| Tangible common | | | | | ||||||
| Total shareholders' equity | | $ | 139,417 | | $ | 128,703 | | $ | 122,157 | |
| Less: | | | | | ||||||
| Goodwill | | 24,191 | | 19,686 | | 23,239 | | |||
| Intangibles held for sale^(1)^ | | 3,000 | | 3,000 | | — | | |||
| Other intangibles, net | | 76 | | 26 | | 88 | | |||
| Tangible common equity | | $ | 112,150 | | $ | 105,991 | | $ | 98,830 | |
| | | | | | | | | | | |
| Common shares outstanding, end of period | | 7,939,024 | | 7,917,489 | | 7,983,866 | | |||
| Tangible common book value per share | | $ | 14.13 | | $ | 13.39 | | $ | 12.38 | |
| | | | | | | | | | | |
| Net income available to common shareholders | | $ | 8,696 | | $ | 1,334 | | $ | 1,404 | |
| Return on tangible common equity (annualized) | | 31.02 | % | 5.03 | % | 5.68 | % | |||
| | | | | | | | | | | |
| Efficiency | | | | | ||||||
| Non-interest expense | | $ | 12,644 | | $ | 14,647 | | $ | 14,659 | |
| Less: amortization | | 38 | | 2 | | 142 | | |||
| Less: loss on intangibles held for sale | | — | | 553 | | — | | |||
| Less: goodwill impairment | | — | | — | | 1,572 | | |||
| Adjusted non-interest expense | | $ | 12,606 | | $ | 14,092 | | $ | 12,945 | |
| | | | | | | | | | | |
| Net interest income | | $ | 10,796 | | $ | 8,931 | | $ | 7,960 | |
| Non-interest income | | 15,427 | | 7,767 | | 8,586 | | |||
| Total income | | $ | 26,223 | | $ | 16,698 | | $ | 16,546 | |
| Efficiency ratio | | 48.07 | % | 84.39 | % | 78.24 | % | |||
| | | | | | | | | | | |
| Gross revenue | | | | | | | | | | |
| Total income before non-interest expense | | $ | 24,099 | | $ | 16,331 | | $ | 16,624 | |
| Plus: provision for (recovery of) loan losses | | 2,124 | | 367 | | (78) | | |||
| Gross revenue | | $ | 26,223 | | $ | 16,698 | | $ | 16,546 | |
| | | | | | | | | | | |
| Allowance to Bank originated loans excluding PPP | | | | | | | | | | |
| Total loans held for investment | | $ | 1,424,160 | | $ | 1,042,478 | | $ | 938,005 | |
| Less: Loans acquired | | | 123,786 | | | — | | | — | |
| Less: Paycheck Protection Program ("PPP") loans | | 191,676 | | — | | — | | |||
| Bank originated loans excluding PPP | | | 1,108,698 | | | 1,042,478 | | | 938,005 | |
| | | | | | | | | | | |
| Allowance for loan losses | | 10,354 | | 8,242 | | 7,575 | | |||
| Allowance for loan losses to bank originated loans excluding PPP | | | 0.93 | % | | 0.79 | % | | 0.81 | % |
^(1)^ Represents the intangible portion of assets held for sale 15
First Western Financial, Inc.
Consolidated Financial Summary (unaudited) (continued)
| | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|
| | **** | As of and for the Three Months Ended | ||||||||
| | | June 30, | | March 31, | | June 30, | **** | |||
| (Dollars in thousands, except share and per share data) | | 2020 | | 2020 | | 2019 | **** | |||
| Adjusted Net Income Available to Common Shareholders | | | | | | | | | | |
| Net income available to common shareholders | | $ | 8,696 | | $ | 1,334 | | $ | 1,404 | |
| Plus: acquisition related expenses related to the branch acquisition | | | 323 | | | — | | | — | |
| Plus: loss on intangibles held for sale | | | — | | | 553 | | | — | |
| Plus: goodwill impairment | | | — | | | — | | | 1,572 | |
| Less: income tax impact | | | 78 | | | 115 | | | 390 | |
| Adjusted net income available to shareholders | | $ | 8,941 | | $ | 1,772 | | $ | 2,586 | |
| | | | | | | | | | | |
| Adjusted Earnings Per Share | | | | | | | | | | |
| Earnings per share | | $ | 1.10 | | $ | 0.17 | | $ | 0.18 | |
| Plus: acquisition related expenses related to the branch acquisition | | | 0.03 | | | — | | | — | |
| Plus: loss on intangibles held for sale | | | — | | | 0.06 | | | — | |
| Plus: goodwill impairment | | | — | | | — | | | 0.15 | |
| Adjusted earnings per share | | $ | 1.13 | | $ | 0.23 | | $ | 0.33 | |
| | | | | | | | | | | |
| Adjusted Diluted Earnings Per Share | | | | | | | | | | |
| Diluted earnings per share | | $ | 1.10 | | $ | 0.17 | | $ | 0.18 | |
| Plus: acquisition related expenses related to the branch acquisition | | | 0.03 | | | — | | | — | |
| Plus: loss on intangibles held for sale | | | — | | | 0.05 | | | — | |
| Plus: goodwill impairment | | | — | | | — | | | 0.15 | |
| Adjusted diluted earnings per share | | $ | 1.13 | | $ | 0.22 | | $ | 0.33 | |
| | | | | | | | | | | |
| Adjusted Return on Average Assets (annualized) | | | | | | | | | | |
| Return on average assets | | | 2.25 | % | | 0.43 | % | | 0.50 | % |
| Plus: acquisition related expenses related to the branch acquisition | | | 0.07 | | | — | | | — | |
| Plus: loss on intangibles held for sale | | | — | | | 0.14 | | | — | |
| Plus: goodwill impairment | | | — | | | — | | | 0.41 | |
| Adjusted return on average assets | | | 2.32 | % | | 0.57 | % | | 0.91 | % |
| | | | | | | | | | | |
| Adjusted Return on Average Shareholders' Equity (annualized) | | | | | | | | | | |
| Return on average shareholders' equity | | | 25.44 | % | | 4.09 | % | | 4.61 | % |
| Plus: acquisition related expenses related to the branch acquisition | | | 0.72 | | | — | | | — | |
| Plus: loss on intangibles held for sale | | | — | | | 1.34 | | | — | |
| Plus: goodwill impairment | | | — | | | — | | | 3.89 | |
| Adjusted return on average shareholders' equity | | | 26.16 | % | | 5.43 | % | | 8.50 | % |
| | | | | | | | | | | |
| Adjusted Return on Tangible Common Equity (annualized) | | | | | | | | | | |
| Return on tangible common equity | | | 31.02 | % | | 5.03 | % | | 5.68 | % |
| Plus: acquisition related expenses related to the branch acquisition | | | 0.87 | | | — | | | — | |
| Plus: loss on intangibles held for sale | | | — | | | 1.66 | | | — | |
| Plus: goodwill impairment | | | — | | | — | | | 4.83 | |
| Adjusted return on tangible common equity | | | 31.89 | % | | 6.69 | % | | 10.51 | % |
16
Exhibit 99.2
| First Western Financial, Inc.<br>The First, Western-Based Private Trust Bank<br>Second Quarter 2020 Conference Call |
|---|
| Safe Harbor<br>2<br>This presentation contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities<br>Exchange Act of 1934, as amended. These forward-looking statements reflect the current views of First Western Financial, Inc.’s (“First Western”) management with respect<br>to, among other things, future events and First Western’s financial performance. These statements are often, but not always, made through the use of words or phrases such<br>as “may,” “should,” “could,” “predict,” “potential,” “believe,” “will likely result,” “expect,” “continue,” “will,” “anticipate,” “seek,” “estimate,” “intend,” “plan,” “project,”<br>“future” “forecast,” “goal,” “target,” “would” and “outlook,” or the negative variations of those words or other comparable words of a future or forward-looking nature.<br>These forward-looking statements are not historical facts, and are based on current expectations, estimates and projections about First Western’s industry, management’s<br>beliefs and certain assumptions made by management, many of which, by their nature, are inherently uncertain and beyond First Western’s control. Accordingly, First<br>Western cautions you that any such forward-looking statements are not guarantees of future performance and are subject to risks, assumptions and uncertainties that are<br>difficult to predict. Although First Western believes that the expectations reflected in these forward-looking statements are reasonable as of the date made, actual results<br>may prove to be materially different from the results expressed or implied by the forward-looking statements. Those following risks and uncertainties, among others, could<br>cause actual results and future events to differ materially from those set forth or contemplated in the forward-looking statements: the COVID-19 pandemic and its effects;<br>integration risks in connection with acquisitions; the risk of geographic concentration in Colorado, Arizona, Wyoming and California; the risk of changes in the economy<br>affecting real estate values and liquidity; the risk in our ability to continue to originate residential real estate loans and sell such loans; risks specific to commercial loans and<br>borrowers; the risk of claims and litigation pertaining to our fiduciary responsibilities; the risk of competition for investment managers and professionals; the risk of<br>fluctuation in the value of our investment securities; the risk of changes in interest rates; and the risk of the adequacy of our allowance for credit losses and the risk in our<br>ability to maintain a strong core deposit base or other low-cost funding sources. Additional information regarding these and other risks and uncertainties to which our<br>business and future financial performance are subject is contained in our Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission (“SEC”) on<br>March 12, 2020 and other documents we file with the SEC from time to time. All subsequent written and oral forward-looking statements attributable to First Western or<br>persons acting on First Western’s behalf are expressly qualified in their entirety by this paragraph. Forward-looking statements speak only as of the date of this presentation.<br>First Western undertakes no obligation to publicly update or otherwise revise any forward-looking statements, whether as a result of new information, future events or<br>otherwise (except as required by law).<br>Certain of the information contained herein may be derived from information provided by industry sources. The Company believes that such information is accurate and the<br>sources from which it has been obtained are reliable; however, the Company cannot guaranty the accuracy of such information and has not independently verified such<br>information.<br>This presentation contains certain non-GAAP financial measures intended to supplement, not substitute for, comparable GAAP measures. Reconciliations of non-GAAP<br>financial measures to GAAP financial measures are provided at the end of this presentation. Numbers in the presentation may not sum due to rounding. |
| --- |
| Overview of 2Q20<br>Record Quarter of<br>Mortgage<br>Production<br>Record<br>Financial<br>Performance<br>Strong Balance<br>Sheet Growth and<br>Stable Asset<br>Quality<br>.. Strong Balance Sheet growth with a combination of PPP, branch acquisition and<br>organic growth<br>.. Gross loans increased 36.3% from 1Q20<br>.. Total deposits increased 19.4% from 1Q20<br>.. Non-performing loans increased just $1.0 million, NPA to total assets down 15 bps<br>to 0.67%<br>.. Earlier than anticipated closing reduced deposit premium by 1%<br>.. Smooth integration of new employees and clients<br>.. Updated review of acquired loans prior to closing resulted in adversely graded<br>loans not being purchased in the branch acquisition<br>.. Branch consolidation to occur during 3Q20<br>Completion of<br>Branch Purchase<br>and Assumption<br>Agreement<br>.. Total residential mortgage originations of $344.3 million<br>.. Net gain on mortgage loans of $10.2 million<br>3<br>.. Net income available to common shareholders of $8.7 million, or $1.10 EPS<br>.. Gross revenue(1) of $26.2 million, up 57.0% from 1Q20<br>.. Book value, and tangible book value(1), per share increased 8.0% and 5.5%,<br>respectively, from 1Q20<br>(1) See Non-GAAP reconciliation |
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| Net Income Available to Common Shareholders and<br>Earnings per Share<br>4<br>Net Income Available to Common Shareholders<br>.. Record financial performance despite impact of COVID-19 pandemic<br>.. Financial results impacted by $0.2 million (or $0.03 per diluted share)(1) in tax effected acquisition-related<br>expenses related to branch acquisition<br>.. Net income of $8.7 million, or $1.10 diluted earnings per share, in 2Q20<br>Earnings per Share<br>(in thousands)<br>$1,182<br>$438<br>$245<br>$2,586 $2,406 $2,572<br>$1,772<br>$8,941<br>Q2 2019 Q3 2019 Q4 2019 Q1 2020 Q2 2020<br>Net Income Adjustments to Net Income<br>(1)<br>(1) See Non-GAAP reconciliation<br>(1)<br>(1)<br>$0.15<br>$0.05<br>$0.03<br>$0.33 $0.30 $0.32<br>$0.22<br>$1.13<br>Q2 2019 Q3 2019 Q4 2019 Q1 2020 Q2 2020<br>Net Income Adjustments to Net Income<br>(1)<br>(1)<br>(1) |
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| Improving Economic Trends in Colorado<br>5 Source: Trackthercovery.com |
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| $966 $990 $1,018 $1,054<br>$1,337<br>$1,107<br>$1,494<br>2Q19 3Q19 4Q19 1Q20 2Q20 1Q20 2Q20<br>HFI Acquired Loans HFS<br>Average Period End<br>Loan Portfolio<br>6<br>Loan Portfolio Composition(2)<br>.. Total loans held-for-investment (HFI) increased $381.7<br>million, or 36.6% from prior quarter<br> PPP contributed $191.7 million<br> Branch acquisition contributed $123.8 million<br>.. Non-PPP organic loan growth, including Mortgage loans<br>held for sale of $71.7 million<br>.. Strongest growth in C&I, CRE, Construction, and Cash,<br>Securities and Other portfolios<br>(in thousands, as of quarter-end)<br>Total Loans(2)<br>(in millions)<br>(1) Bank originated<br>(2) Excludes deferred costs, and amortized premium/(unaccreted discount), net<br>2Q 2019 1Q 2020 2Q 2020<br>Cash, Securities and Other $149,503 $147,157 $371,111<br>Construction and Development 40,826 25,461 74,793<br>1 - 4 Family Residential 373,836 412,306 418,409<br>Non-Owner Occupied CRE 152,664 192,350 229,150<br>Owner Occupied CRE 112,660 121,138 117,426<br>Commercial and Industrial 108,516 144,066 213,271<br>Total Loans HFI $938,005 $1,042,478 $1,424,160<br>Mortgage loans held for sale 36,289 64,120 69,604<br>Total Loans $974,294 $1,106,598 $1,493,764<br>Loan Production & Net Loan Payoffs/Paydowns<br>$191.7<br>$52.6 $55.4<br>$146.1<br>$122.5 $119.0<br>$44.7<br>$71.3 $82.7 $87.7<br>$71.8<br>2Q19 3Q19 4Q19 1Q20 2Q20<br>PPP⁽¹⁾ Production Net Loan Payoffs/Paydowns<br>(in millions) |
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| $967 $1,042 $1,092 $1,085<br>$1,309<br>$1,178<br>$1,407<br>2Q19 3Q19 4Q19 1Q20 2Q20 1Q20 2Q20<br>Total Deposits Aquired Deposits<br>Average Period End<br>Total Deposits<br>7<br>Deposit Portfolio Composition<br>.. Total deposits increased $228.5 million, or 19.4%, from end of prior quarter<br>.. Branch acquisition contributed $65.2 million in deposits at quarter end<br>.. PPP contributed to $62.4 million in deposits at quarter end<br>.. Growth almost entirely attributable to increases in noninterest-bearing and money<br>market accounts<br>.. Non-maturity deposits increased to 89.1% of total deposits in 2Q20 from 82.5% in 2Q19<br>2Q 2019 1Q 2020 2Q 2020(1)<br>Money market deposit accounts $508,263 $671,641 $759,997<br>Time deposits 176,128 150,190 152,897<br>NOW 88,687 82,092 88,560<br>Savings accounts 2,833 3,923 7,415<br>Noninterest-bearing accounts 229,266 270,604 398,063<br>Total Deposits $1,005,177 $1,178,450 $1,406,932<br>(in thousands, as of quarter-end)<br>Total Deposits<br>(in millions)<br>(1) PPP related deposits accounted for $62.4 million of total deposit balances at 6/30/20 |
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| Trust and Investment Management<br>.. Total assets under management increased $115.9 million from March 31, 2020 to $5.75 billion<br>at June 30, 2020<br>.. Increase was primarily attributable to improving market conditions<br>$5,968 $6,116 $6,188<br>$5,636 $5,752<br>Q2 2019 Q3 2019 Q4 2019 Q1 2020 Q2 2020<br>Investment Agency Managed Trust 401(k)/Retirement Directed Trust Custody<br>(in millions, as of quarter-end)<br>8 |
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| Paycheck Protection Program Overview<br>9<br>($ in Millions) At or for the three<br>months ended<br>6/30/20<br>Total Loans $204.6<br>Average Loan Size $0.3<br>Total Deposits $62.4<br>PPPLF Advances $204.3<br>Net Interest Margin Impact -12 bps<br>.. $204.6 million in total PPP loans originated, including $12.9 million purchased PPP loans<br>.. 281 new relationships added, total loans of $93.0 million<br>.. $2.4 million (2) income remaining to be recognized (1)<br>.. Amortizing PPP fees and loan origination expense over 24-month life of loans but expected to be<br>recognized in the second half of 2020 as the borrowers apply for forgiveness<br>Impact on 2Q20 Financials (2)<br>(1) Includes $5.0 million in SBA fee income less $2.6 million of deferred loan origination expense<br>(2) All numbers represented do not include the impact of taxes<br>(3) The deferred loan origination expenses are recorded in non-interest expenses (Salaries and Benefits) and amortized through net interest income<br>($ in Millions)<br>Net Interest Income<br>Amortization of SBA Fee Income and Deferred Loan Origination Expense (3) $0.3<br>Interest Income from PPP loans, less PPPLF funding cost $0.3<br>Net Interest Income $0.6<br>Expense: Salaries & Employee Benefits<br>Deferred Loan Origination Expense ($2.9)<br>Net Impact of PPP $3.5 |
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| Non-interest<br>Income<br>$15,427<br>Net Interest<br>Income<br>$10,796<br>41.2%<br>58.8%<br>Gross Revenue<br>10 (1) See Non-GAAP reconciliation<br>2Q20 Gross Revenue(1)<br>.. Gross revenue(1) increased 57.0% from 1Q20<br>.. Strong year-over-year growth in both net interest income and non-interest income<br>Gross Revenue(1)<br>$16.5 $16.6 $16.2 $16.7<br>$26.2<br>Q2 2019 Q3 2019 Q4 2019 Q1 2020 Q2 2020<br>Wealth Management Capital Management Mortgage<br>(in millions) |
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| Net Interest Income & Net Interest Margin<br>11<br>Net Interest Income<br>.. Net interest income increased 20.9% from 1Q20, due to three primary factors: $0.7<br>million from branch acquisition, $0.6 million from PPP loans and $0.6 million from higher<br>average loan balances attributed to organic growth<br>.. Net interest margin decreased to 3.10%, due to a 46 bp decline in earning asset yields<br>.. Cost of deposits decreased 48 bps to 0.40% from 0.88% in 1Q20<br>.. Net interest margin, excluding impact of PPP(1), was 3.22% in 2Q20<br>Net Interest Margin<br>3.10%<br>3.10% 2.95% 2.91%<br>3.14% 3.22%⁽¹⁾<br>Q2 2019 Q3 2019 Q4 2019 Q1 2020 Q2 2020<br>Net Interest Margin Adjusted Net Interest Margin<br>$7,960 $7,940 $8,190<br>$8,931<br>$10,796<br>Q2 2019 Q3 2019 Q4 2019 Q1 2020 Q2 2020<br>(in thousands)<br>(1) See Non-GAAP reconciliation |
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| $4,693 $4,824 $4,748 $4,731 $4,609<br>Q2 2019 Q3 2019 Q4 2019 Q1 2020 Q2 2020<br>Non-Interest Income<br>12<br>Total Non-Interest Income<br>.. Non-interest income increased 98.6% from 1Q20<br>.. Increase primarily due to record quarter of net gain on mortgage loans<br>.. Increase in risk management and insurance fees offset slight decline in trust and investment<br>management fees<br>Trust & Investment Management Fees<br>$8,586 $8,788 $8,228 $7,767<br>$15,427<br>Q2 2019 Q3 2019 Q4 2019 Q1 2020 Q2 2020<br>Trust and Investment Management Fees Net Gain on Mortgage Loans<br>Bank Fees Risk Management and Insurance Fees<br>Income on Company-Owned Life Insurance Net Gain on Sale of Securities/Assets<br>(in thousands) (in thousands) |
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| Mortgage Operations<br>13<br>Mortgage Originations<br>.. Record mortgage originations in 2Q20<br>.. Refi/Purchase mix of 73%/27% in 2Q20,<br>compared to 63%/37% in 1Q20 and<br>30%/70% in 2Q19<br>.. Mortgage sale margins have increased by<br>27.8% from 2Q19 to 2Q20 to 81.5%<br>Mortgage Loan Locks<br>Profit Margin<br>$155.11<br>$215.41 $196.99 $196.87<br>$344.35<br>$19.74 $16.87<br>$66.28<br>$31.18 $37.18<br> $-<br> $50.00<br> $100.00<br> $150.00<br> $200.00<br> $250.00<br> $300.00<br> $350.00<br> $400.00<br>Millions<br>Originations for Sale Originations for Portfolio<br>$1.76 $1.29<br>$0.89 $0.71<br>$8.31<br>$3.28 $3.30<br>$2.62 $2.50<br>$10.20<br>54%<br>39%<br>34%<br>29%<br>81%<br>0%<br>10%<br>20%<br>30%<br>40%<br>50%<br>60%<br>70%<br>80%<br>90%<br> $-<br> $2.00<br> $4.00<br> $6.00<br> $8.00<br> $10.00<br> $12.00<br>54% 39% 34% 29% 81%<br>Millions<br>Net Income Revenue Profit Margin<br>$204.98 $221.02<br>$166.81<br>$394.33 $394.82<br> $-<br> $50.00<br> $100.00<br> $150.00<br> $200.00<br> $250.00<br> $300.00<br> $350.00<br> $400.00<br> $450.00<br>2Q19 3Q19 4Q19 1Q20 2Q20<br>Millions |
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| Non-Interest Expense and Efficiency Ratio<br>14<br>Total Non-Interest Expense<br>.. Non-interest expense decreased 13.7% from 1Q20<br>.. Decrease was attributable to the capitalization of $2.9 million in PPP loan origination expense that will<br>be amortized through net interest income over the expected 24-month life of the loans, or earlier as<br>borrowers receive forgiveness.<br>.. Non-interest expense in 2Q20 included $0.3 million in pretax expense related to branch acquisition<br>.. Balance sheet growth and mortgage activity accelerated improvement in efficiency ratio<br>.. Following branch consolidations in 3Q20, run rate for non-interest expense expected to range from<br>$15.3-$15.7 million per quarter<br>Operating Efficiency Ratio(1)<br>78.2% 80.6% 80.5% 84.4%<br>48.1%<br>Q2 2019 Q3 2019 Q4 2019 Q1 2020 Q2 2020<br>$1,572 $553<br>$323<br>$14,659⁽¹⁾<br>$13,422 $13,082<br>$14,647⁽¹⁾<br>$12,644⁽¹⁾<br>Q2 2019 Q3 2019 Q4 2019 Q1 2020 Q2 2020<br>Non-Interest Expense Adjustments to Non-Interest Expense<br>(in thousands)<br>(1) See Non-GAAP reconciliation |
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| Asset Quality<br>15<br>Non-Performing Assets/Total Assets<br>.. Non-performing assets increased by $1.0 million, but declined as a percentage of total assets to 0.67% from<br>0.82% in 1Q20<br>.. Minimal charge-offs in the quarter<br>.. $1.1 million discount based on fair value of loans added through branch acquisition<br>Net Charge-Offs/Average Loans<br>0.00% 0.00% 0.03% 0.00% 0.00%<br>0.00%<br>0.20%<br>0.40%<br>0.60%<br>0.80%<br>1.00%<br>Q2 2019 Q3 2019 Q4 2019 Q1 2020 Q2 2020<br>1.13% 1.15%<br>1.03%<br>0.82%<br>0.67%<br>Q2 2019 Q3 2019 Q4 2019 Q1 2020 Q2 2020 |
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| Asset Quality<br>16<br>.. $2.1 million provision expense resulting from an increase based on the additional variability surrounding the<br>COVID modifications made during the quarter and increased economic uncertainty.<br>.. Increased loan level reviews and portfolio monitoring<br>.. Past due loans as a % of total loans remains steady<br>ALLL/ Adjusted Total Loans(1)<br>0.81%<br>0.83%<br>0.79% 0.79%<br>0.93%<br>Q2 2019 Q3 2019 Q4 2019 Q1 2020 Q2 2020<br>0.0%<br>0.6% 0.6%<br>0.4%<br>0.5%<br>0.3%<br>0.0%<br>0.3%<br>0.0%<br>0.1%<br>0.1% 0.1%<br>0.1%<br>0.5%<br>0.4%<br>Q2 2019 Q3 2019 Q4 2019 Q1 2020 Q2 2020<br>30-59 60-89 90 +<br>Total Past Due as a % of Total Loans<br>(1) Adjusted Total Loans – Total Loans minus PPP loans and Acquired Loans |
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| Loan Modification Overview<br>17<br>.. Modified ninety-eight loans totaling $176.9 million during 2Q20, including $30.8 million acquired with<br>branch acquisition<br>.. New deferral requests have slowed considerably, offering on exception basis only as of June 30<br>.. 90 day loan modifications represent loans added through branch acquisition<br>180 + Days<br>37<br>101-180 Days<br>9<br>30-100 Days<br>52<br>Length of Loan Modifications<br>Loan Modification by Type (as of 6/30/20) Loan Balance<br>Loan<br>Count<br>Maturity Extension and Payment Deferral $101.2 million 65<br>Payment Deferral Only $55.8 million 24<br>Maturity Extension, Payment Deferral, and Covenant Mod (ALL) $15.9 million 6<br>Covenant Modification Only $2.8 million 1<br>Maturity Extension Only $0.9 million 1<br>Maturity Extension and Covenant Modification $0.3 million 1 |
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| Loan Modification Overview<br>18<br>Portfolio Loan Level Reviews<br>• Borrowers providing current financials and<br>cash flow forecasts<br>• Increased monitoring and oversight<br>• Identify emerging issues early<br>$1.83<br>$1.52<br>$1.77<br>$2.31<br>$2.45<br>$2.50<br>$12.40<br>$20.04<br>Other Miscellaneous⁽¹⁾<br>Professional, Scientific, and Technical Services<br>Accommodation<br>Educational Services<br>Management of Companies and Enterprises<br>Motor Vehicle and Parts Dealers<br>Food Services and Drinking Establishments<br>Real Estate and Rental and Leasing<br>Modified C&I Loans by Industry Exposure<br>Modified Loan Characteristics<br>Commercial / Consumer Mix 76% / 24%<br>Total Modified Loans $176.9 million<br>Number of Loans 98<br>Average Loan Size $1.8 million<br>Loan-to-Value (Avg) 48%<br>Seasoning (Avg) 2.5 years<br>Modified CRE Loans by Collateral Type<br>$0.31<br>$2.35<br>$3.12<br>$3.68<br>$3.81<br>$8.12<br>$8.23<br>$9.00<br>$9.81<br>$11.03<br>$12.94<br>$14.43<br>1st DOT - 1-4 Family Dwelling<br>Other (Commercial)<br>Restaurant<br>1st DOT 5+ Units - Residential Dwelling<br>Commercial Construction<br>Other Commercial Property<br>Commercial Office Building<br>Motel<br>Warehouse<br>Strip Center<br>Retail<br>Office/Office Condo<br>(in millions) (in millions)<br>(1) Represents the aggregate of individual industries; no one industry is more than $1.0 million of Commercial loans |
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| Near-Term Outlook and Expectations<br>19<br>.. Healthy loan pipeline should continue to drive organic loan<br>growth in second half of 2020<br>.. Strong mortgage originations continuing in 3Q20<br>.. Net interest margin expected to expand as earning asset yields<br>stabilize and deposit costs continue to decline<br>.. Positive trends in fee income resulting from higher AUM<br>.. Asset quality continues to show strength despite continuation<br>of pandemic<br>.. Initial synergies realized from branch acquisition |
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| Appendix |
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| Loan Portfolio Composition<br>21<br>Cash, Securities and<br>Other ⁽¹⁾<br>26%<br>1 - 4 Family<br>Residential<br>30%<br>Non-Owner<br>Occupied CRE<br>16%<br>Construction and<br>Development<br>5%<br>Owner Occupied CRE<br>8%<br>Commercial and<br>Industrial<br>15%<br>Commercial<br>61%<br>Consumer<br>39%<br>$1.4 Billion<br>(as of 6/30/20)<br>Commercial vs. Consumer<br>(1) PPP loans accounted for $204.6 million of total loans, including $12.9 million of acquired PPP at 6/30/20 |
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| Commercial Loans by Industry(2)<br>22<br>40.36%<br>12.57%<br>9.83%<br>6.86%<br>6.80%<br>4.56%<br>3.80%<br>3.64%<br>3.53%<br>3.31%<br>2.24%<br>1.13%<br>1.08%<br>0.30%<br>Real Estate / Rental and Leasing<br>Retail Trade<br>Construction<br>Other Miscellaneous⁽¹⁾<br>Educational Services<br>Arts, Entertainment and Recreation<br>Health Care and Social Assistance<br>Professional, Scientific and Technical Services<br>Accommodation and Food Services<br>Management of Companies and Enterprises<br>Manufacturing<br>Finance and Insurance<br>Mining, Quarrying and Oil and Gas Extraction<br>Administrative and Support and Waste Management and Remediation<br>Services<br>0.00% 5.00% 10.00% 15.00% 20.00% 25.00% 30.00% 35.00% 40.00% 45.00%<br>$785.2 Million<br>(as of 6/30/20)<br>Industry as a Percentage of Commercial Loans<br>(as of 6/30/20)<br>(1) Represents the aggregate of individual industries; no one industry is more than 2% of Commercial loans<br>(2) Excludes PPP loans |
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| CRE(1) Loans By Property Type<br>23<br>1-4 Family Construction<br>2%<br>Other Construction & Land<br>Development<br>16%<br>1st or 2nd DOT 5+ SFR Units<br>14%<br>1st & 2nd DOT- 1-4 Family<br>Dwelling<br>1%<br>Office/Office Condo<br>13%<br>Commercial Office Building<br>9%<br>Other Commercial<br>12%<br>Hotel / Motel<br>3%<br>Restaurant<br>1%<br>Retail<br>12%<br>Strip Center<br>4%<br>Warehouse<br>13%<br>(1) Commercial Real Estate including Owner Occupied, Non-Owner Occupied, and Construction and Development<br>$421.4 Million<br>(as of 6/30/20)<br>Property Type as a Percentage of CRE Loans<br>(as of 6/30/20) |
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| . We require our CRE loans to be secured by seasoned and well-managed properties with<br>adequate margins<br>.. We generally obtain a guaranty from experienced owners and managers with outside cash flows<br>and/or other assets<br>.. Loan amounts generally do not exceed 80% or 75% of the property’s appraised value for owner-<br>occupied and non-owner occupied, respectively<br>.. Aggregate debt service ratios, including the guarantor’s cash flow and the borrower’s other<br>projects, are required by policy to have a minimum annual cash flow to debt service ratio of 2.0x<br>CRE Portfolio Characteristics and Underwriting<br>24<br>Portfolio Characteristics - CRE<br>Loan Balances Outstanding (6/30/20) $421.4 million<br>Number of Loans 219<br>Average Loan Size $1.9 million<br>Loan-to-Value (Avg) 47.4%<br>Seasoning (Avg) 3 years<br>Net Charge-offs in 2019 & 2020 0.00%<br>Underwriting Criteria |
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| Exposure to Stressed Industries (as of 6/30/20)<br>25<br>Industry Exposure<br>Outstanding<br>Balances<br>($ in millions)<br>% of<br>Total<br>Loans<br>Unused<br>Commitments<br>($ in Millions)<br>Portfolio Characteristics<br>Energy Related $8.4 0.6% $16.3<br>.. Indirect business or personal exposure<br>to energy industry<br>.. Collateral type: 54% IM accounts, 32%<br>life insurance, 14% other assets<br>Accommodations $17.7 1.2% $5.7<br>.. Portfolio consists of eight loans<br>.. Largest loan is in prominent geographic<br>region with multiple sources of repayment<br>and personal guarantee<br>Food Service, Drinking<br>Establishments $9.8 0.7% $2.8<br>.. Portfolio consists of nineteen borrowers<br>.. Average loan balance of approximately<br>$517,000<br>.. Includes loans directly to restaurants and<br>those with > 50% cash flows from<br>restaurants |
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| Capital and Liquidity Overview<br>26<br>Liquidity Funding Sources<br>(as of 6/30/20)<br>Liquidity Reserves:<br>Total Available Cash $190,159,663<br>Unpledged Investment Securities $ 42,123,068<br>Borrowed Funds:<br>Unsecured:<br>Credit Lines $ 54,000,000<br>Secured:<br>FHLB Available $402,470,791<br>FRB Available $ 1,174,905<br>Brokered Remaining Capacity $209,154,867<br>Total Liquidity Funding Sources $899,083,294<br>Loan to Deposit Ratio 101.1%<br>Consolidated Capital Ratios<br>(as of 6/30/20)<br>9.67% 9.67%<br>11.84%<br>8.30%<br>0.00%<br>2.00%<br>4.00%<br>6.00%<br>8.00%<br>10.00%<br>12.00%<br>14.00%<br>Tier 1 Capital to<br>Risk-Weighted<br>Assets<br>CET1 to Risk-<br>Weighted Assets<br>Total Capital to<br>Risk-Weighted<br>Assets<br>Tier 1 Capital to<br>Average Assets<br>Tangible Common Equity / TBV Per Share(1)<br>(in thousands)<br>$91,662<br>$104,411 $105,991<br>$112,150<br>$11.50<br>$13.15 $13.39<br>$14.13<br>$10.00<br>$11.00<br>$12.00<br>$13.00<br>$14.00<br>$15.00<br>$80,000<br>$90,000<br>$100,000<br>$110,000<br>$120,000<br>4Q18 4Q19 1Q20 2Q20<br>TCE TBV/Share (1) See Non-GAAP reconciliation |
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| 27<br>Non-GAAP Reconciliation<br>Consolidated Efficiency Ratio For the Three Months Ended,<br>(Dollars in thousands) June 30, 2019 September 30, 2019 December 31, 2019 March 31, 2020 June 30, 2020<br>Non-interest expense $14,659 $13,442 $13,082 $14,647 $12,644<br>Less: Amortization 142 52 7 2 38<br>Less: Goodwill impairment 1,572 ----<br>Less: loss on assets held for sale --- 553 -<br>Adjusted non-interest expense $12,945 $13,390 $13,075 $14,092 $12,606<br>Net interest income $7,960 $7,940 $8,190 $8,931 $10,796<br>Non-interest income 8,586 8,788 8,228 7,767 15,427<br>Less: Net gain on sale of securities - 119 ---<br>Less: Net gain on sale of assets -- 183 --<br>Total income $16,546 $16,609 $16,235 $16,698 $26,223<br>Efficiency ratio 78.2% 80.6% 80.5% 84.4% 48.1%<br>Consolidated Tangible Common Book Value Per Share As of the Three Months Ended,<br>(Dollars in thousands) June 30, 2019 September 30, 2019 December 31, 2019 March 31, 2020 June 30, 2020<br>Total shareholders' equity $122,157 $125,732 $127,678 $128,703 $139,417<br>Less:<br>Goodwill 23,239 19,686 $19,686 $19,686 $24,191<br>Intangibles held for sale(1) — 3,553 3,553 3,000 3,000<br>Other intangibles, net 88 36 28 26 76<br>Tangible common equity 98,830 102,457 104,411 105,991 112,150<br>Common shares outstanding, end of period 7,983,866 7,983,284 7,940,168 7,917,489 7,939,024<br>Tangible common book value per share $12.38 $12.83 $13.15 $13.39 $14.13<br>(1) Represents the intangible portion of assets held for sale |
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| 28<br>Non-GAAP Reconciliation<br>Wealth Management Gross Revenue For the Three Months Ended,<br>(Dollars in thousands) June 30, 2019 September 30, 2019 December 31, 2019 March 31, 2020 June 30, 2020<br>Total income before non-interest expense $12,550 $12,554 $12,534 $13,023 $13,114<br>Less: Net gain on sale of securities - 119 ---<br>Less: Net gain on sale of assets -- 183 --<br>Plus: Provision for (recovery of) credit loss (78) 100 447 367 2,124<br>Gross revenue $12,472 $12,535 $12,798 $13,390 $15,238<br>Capital Management Gross Revenue For the Three Months Ended,<br>(Dollars in thousands) June 30, 2019 September 30, 2019 December 31, 2019 March 31, 2020 June 30, 2020<br>Total income before non-interest expense $798 $776 $815 $804 $788<br>Less: Net gain on sale of securities -----<br>Less: Net gain on sale of assets -----<br>Plus: Provision for (recovery of) credit loss -----<br>Gross revenue $798 $776 $815 $804 $788<br>Mortgage Gross Revenue For the Three Months Ended,<br>(Dollars in thousands) June 30, 2019 September 30, 2019 December 31, 2019 March 31, 2020 June 30, 2020<br>Total income before non-interest expense $3,276 $3,298 $2,622 $2,504 $10,197<br>Less: Net gain on sale of securities -----<br>Less: Net gain on sale of assets -----<br>Plus: Provision for (recovery of) credit loss -----<br>Gross revenue $3,276 $3,298 $2,622 $2,504 $10,197<br>Consolidated Gross Revenue For the Three Months Ended,<br>(Dollars in thousands) June 30, 2019 September 30, 2019 December 31, 2019 March 31, 2020 June 30, 2020<br>Total income before non-interest expense $16,624 $16,628 $15,971 $16,331 $24,099<br>Less: Net gain on sale of securities - 119 ---<br>Less: Net gain on sale of assets -- 183 --<br>Plus: Provision for (recovery of) credit loss (78) 100 447 367 2,124<br>Gross revenue $16,546 $16,609 $16,235 $16,698 $26,223 |
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| 29<br>Non-GAAP Reconciliation<br>Adjusted net income available to common shareholders For the Three Months Ended,<br>(Dollars in thousands, except per share data) June 30,<br>2019<br>September 30,<br>2019<br>December 31,<br>2019 March 31, 2020 June 30, 2020<br>Net income available to common shareholders $1,404 $2,406 $2,572 $1,334 $8,696<br>Plus: acquisition related expense including tax impact ---- 245<br>Plus: goodwill impairment including tax impact 1,182 ----<br>Plus: loss on intangibles held for sale including tax impact --- 438 -<br>Adjusted net income to common shareholders $2,586 $2,406 $2,572 $1,772 $8,941<br>Adjusted earnings per share For the Three Months Ended,<br>(Dollars in thousands, except per share data) June 30,<br>2019<br>September 30,<br>2019<br>December 31,<br>2019 March 31, 2020 June 30, 2020<br>Earnings per share $0.18 $0.30 $0.32 $0.17 $1.10<br>Plus: acquisition related expenses including tax impact ---- 0.03<br>Plus: goodwill impairment including tax impact 0.15 ----<br>Plus: loss on intangibles held for sale including tax impact --- 0.05 -<br>Adjusted earnings per share $0.33 $0.30 $0.32 $0.22 $1.13<br>Allowance for loan losses to loans excluding PPP As of<br>(Dollars in thousands) June 30, 2019 September 30,<br>2019 December 31, 2019 March 31, 2020 June 30,<br>2020<br>Gross loans 938,005 924,356 996,559 1,042,478 1,424,160<br>Less: Branch acquisition ---- 123,786<br>Less: PPP loans ---- 191,676<br>Loans excluding acquired and PPP 938,005 924,356 996,559 1,042,478 1,108,698<br>Allowance for loan losses 7,575 7,675 7,875 8,242 10,354<br>Allowance for loan losses to loans excluding PPP 0.81% 0.83% 0.79% 0.79% 0.93%<br>Total Non-Interest Expense adjusted for Non-Operating items For the Three Months Ended,<br>(Dollars in thousands) June 30,<br>2019<br>September 30,<br>2019<br>December 31,<br>2019 March 31, 2020 June 30, 2020<br>Net income available to common shareholders $14,659 $13,422 $13,082 $14,647 $12,644<br>Less: acquisition related expense ---- 323<br>Less: goodwill impairment 1,572 ----<br>Less: loss on intangibles held for sale --- 553 -<br>Total Non-Interest Expense adjusted for Non-Operating items<br>$13,087 $13,422 $13,082 $14,094 $12,321 |
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| 30<br>Non-GAAP Reconciliation<br>Adjusted net interest margin For the Three Months Ended June 30,<br>(Dollars in thousands) Average<br>Balance<br>Interest<br>Earned/Paid<br>Average<br>Yield/Rate<br>Interest-bearing deposits in other financial institutions 76,463 44<br>PPP adjustment 20,587 25<br>Available-for-sale securities 48,614 224<br>PPP adjustment --<br>Loans 1,268,797 12,202<br>PPP adjustment (152,893) (718)<br>Adjusted total Interest-earning assets 1,261,568 11,777<br>Interest-bearing deposits 1,319<br>PPP adjustment -<br>Federal Home Loan Bank Topeka and Federal Reserve<br>borrowings 129<br>PPP adjustment (39)<br>Subordinated notes 226<br>Adjusted total interest-bearing liabilities 1,635<br>Net interest income 10,142<br>Adjusted net interest margin 3.22% |
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