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8-K - FORM 8-K - VANTAGESOUTH BANCSHARES, INC.form8-kearningsrelease.htm


CONTACT:
Terry Earley, CFO
Crescent Financial Bancshares, Inc.
Phone: (919) 659-9015
Email: Terry.Earley@vsb.com

FOR IMMEDIATE RELEASE
 
Crescent Financial Bancshares, Inc. Announces Fourth Quarter Net Income of $2.1 Million and Continued Strong Revenue and Loan Growth

RALEIGH, N.C., January 30, 2013 – Crescent Financial Bancshares, Inc. (Nasdaq: CRFN) (“Crescent” or the “Company”), today reported financial results for the fourth quarter and year ended December 31, 2012. Crescent Financial is the parent company of VantageSouth Bank (formerly Crescent State Bank) and is a subsidiary of Piedmont Community Bank Holdings, Inc. (“Piedmont”).

The fourth quarter and year ended December 31, 2012 summary for Crescent is as follows:

Net income in the fourth quarter of 2012 totaled $2.1 million while the net loss in the predecessor fourth quarter of 2011 totaled $852 thousand.

Net income totaled $3.8 million in the successor period from February 1 to December 31, 2012 ("2012 Successor Period") and $529 thousand in predecessor period from January 1 to January 31, 2012 ("2012 Predecessor Period"). Net income in the predecessor year ended December 31, 2011 totaled $968 thousand.

The fourth quarter of 2012 included $2.3 million in merger, conversion and re-branding costs that reduced net income by $1.4 million on an after-tax basis. Merger, conversion and re-branding costs totaled $3.4 million in the 2012 Successor Period and reduced net income by $2.1 million on an after-tax basis.

Annualized revenue growth equaled 21 percent from the third quarter of 2012 to the fourth quarter of 2012 driven by loan growth and improved revenue mix.

Annualized net loan growth in the last six months of 2012 was 19 percent, which was driven by loan originations for the second half of 2012 totaling $162.3 million which was a significant increase from $82.9 million in the first half of 2012. Fourth quarter 2012 loan originations totaled $87.6 million.

Net interest margin improved to 4.37 percent in the fourth quarter of 2012 from 3.72 percent in the predecessor fourth quarter of 2011. Net interest margin improved to 4.40 percent in the 2012 Successor Period and 4.55 percent in the 2012 Predecessor Period from 4.19 percent in the predecessor year ended December 31, 2011.

Revenue mix improved as non-interest income increased to 29 percent of total revenues in the fourth quarter of 2012 from 14 percent of total revenues in the predecessor fourth quarter of 2011. Non-interest income improvement has been primarily due to growth in the Company's mortgage and government-guaranteed lending businesses in 2012.

VantageSouth Bank and Crescent State Bank were merged on November 30, 2012 with the combined bank being re-branded as VantageSouth Bank. The combined VantageSouth Bank now operates on a single technology platform and utilizes common business processes and policies across the company.

“We are proud of the many accomplishments of our team members during 2012," stated Scott Custer, President and CEO of the Company and Piedmont. Mr. Custer continued, "Because of their hard work and dedication, the Company was able to complete two mergers, two system conversions, a bank re-branding, and was able to sign a merger agreement with ECB within the year. These activities elevated expenses but simplified our organizational structure and better position the Company for growth. Additionally, the Company continued to execute on its business plan by increasing loan production, growing revenues and improving mix, and decreasing non-performing assets in the fourth quarter of 2012. We look forward to the proposed merger with ECB, which we believe will generate new revenues and create operating efficiencies for the combined institution and provide





the Company with new markets, relationship-focused bankers, a strong core deposit franchise, and an established agricultural lending program.”

VantageSouth Bank Merger

On November 30, 2012, the Company completed the merger of VantageSouth Bank ("Legacy VantageSouth") into Crescent State Bank in a share exchange based on Crescent's volume weighted average stock price. All outstanding Legacy VantageSouth shares of common stock were converted into Crescent's shares at a 5.3278 exchange ratio for a total transaction value of approximately $35.0 million. At the time of merger, Piedmont owned all outstanding shares of Legacy VantageSouth except for shares of common stock held by directors as required by state law. Piedmont owns approximately 90% of Crescent's outstanding common stock following the merger. Legacy VantageSouth was headquartered in Burlington, North Carolina, and operated five branch offices located in Burlington (2), Fayetteville, Salisbury, and China Grove, North Carolina. The Company re-branded its wholly-owned banking subsidiary as VantageSouth Bank ("VantageSouth") immediately following the merger.

The merger of Legacy VantageSouth into Crescent State Bank was a merger of commonly controlled companies and was accounted for in a manner similar to a pooling of interests transaction. Thus, the Company's financial statements have been retrospectively adjusted to combine the financial statement balances of Crescent and Legacy VantageSouth beginning on November 18, 2011, the date the two companies became commonly controlled by Piedmont. Periods prior to the date of common control reflect only Legacy VantageSouth's historical balances since it was the first company acquired by Piedmont. Due to the application of push-down accounting to Legacy VantageSouth's books on February 1, 2012, periods prior to this date are denoted as "Predecessor Period(s)" and periods after this date are denoted as "Successor Period(s)".

Earnings Per Share

After preferred stock dividends, the Company recognized net income of $0.05 per basic and diluted common share during the fourth quarter of 2012 and a net loss of $0.05 per basic and diluted common share in the predecessor fourth quarter of 2011. The Company recognized net income of $0.01 per basic and diluted common share during the 2012 Predecessor Period and net income of $0.07 per basic and diluted common share in the 2012 Successor Period. Net income per basic and diluted common shared equaled $0.07 for the predecessor year ended December 31, 2011.

Net Interest Income

Net interest income in the fourth quarter of 2012 totaled $10.2 million and net interest income totaled $5.9 million in the predecessor fourth quarter of 2011. Taxable equivalent net interest margin increased to 4.37 percent in the fourth quarter of 2012 from 3.72 percent in the predecessor fourth quarter of 2011. This significant margin improvement resulted from a decline in funding costs and an increase in yield on interest-earning assets. Funding costs declined as the average rate on total interest-bearing liabilities fell from 1.24 percent in the predecessor fourth quarter of 2011 to 0.80 percent in the fourth quarter of 2012. Taxable equivalent yield on interest-earning assets increased from 4.79 percent in the predecessor fourth quarter of 2011 to 5.05 percent in the fourth quarter of 2012. The increase in taxable equivalent yield on interest-earning assets was primarily due to an improved asset mix as lower yielding federal funds and overnight investments were used to fund loan growth and securities purchases in 2012.
 
Average earning assets totaled $933.0 million in the fourth quarter of 2012 and $628.3 million in the predecessor fourth quarter of 2011. Average interest-bearing liabilities equaled $798.3 million in the fourth quarter of 2012 and $541.7 million in the predecessor fourth quarter of 2011. The increase in average balances was primarily due to Piedmont's acquisition of Crescent in the fourth quarter of 2011 and strong loan growth in the last half of 2012. The first half of the year was marked primarily by a focus on reducing problem assets and building out the Company's lending platform, which included recruiting experienced commercial and retail bankers. In the last half of the year, the Company was able to leverage its lending platform and execute on its business plan by growing its loan portfolio.

Net interest income totaled $37.3 million in the 2012 Successor Period and $3.6 million in the 2012 Predecessor Period compared to net interest income of $11.6 million in the predecessor year ended December 31, 2011. Taxable equivalent net interest margin improved to 4.40 percent in the 2012 Successor Period and 4.55 percent in the 2012 Predecessor Period from 4.19 percent in the predecessor year ended December 31, 2011.







Provision for Loan Losses and Asset Quality

Provision for loan losses totaled $1.2 million in the fourth quarter of 2012 and $729 thousand in the predecessor fourth quarter of 2011. The loan loss provision totaled $5.2 million for the 2012 Successor Period and $195 thousand in the 2012 Predecessor Period while the loan loss provision in the predecessor year ended December 31, 2011 totaled $880 thousand. The allowance for loan losses and related provision are calculated for the following three portfolio categories: (1) loans originated subsequent to Piedmont’s respective acquisitions of Legacy VantageSouth, Community Bank of Rowan, and Crescent (or “New Loans”), (2) purchased non-impaired loans, and (3) purchased credit-impaired loans.

The following table summarizes the changes in allowance for loan losses for each loan category in the three month period and 2012 Successor Period ended December 31, 2012:
(Dollars in thousands)
 
New Loans
 
Purchased Non-Impaired
 
Purchased Credit-Impaired
 
Total
 
Three Months Ended:
 
 
 
 
 
 
 
 
 
Balance at October 1, 2012
 
$
2,152

 
$
87

 
$
907

 
$
3,146

 
Net charge-offs
 
 
 
(315
)
 

 
(315
)
 
Provision for loan losses
 
513

 
283

 
371

 
1,167

 
Balance at December 31, 2012
 
$
2,665

 
$
55

 
$
1,278

 
$
3,998

 
 
 
 
 
 
 
 
 
 
 
2012 Successor Period:
 
 
 
 
 
 
 
 
 
Balance at February 1, 2012
 
$
1,276

 
$

 
$

 
$
1,276

 
Net charge-offs
 

 
(2,437
)
 

 
(2,437
)
 
Provision for loan losses
 
1,389

 
2,492

 
1,278

 
5,159

 
Balance at December 31, 2012
 
$
2,665

 
$
55

 
$
1,278

 
$
3,998

 

The allowance for loan losses of $2.7 million on New Loans at December 31, 2012 represents 0.93 percent of outstanding balances on all New Loans. Impaired New Loans at December 31, 2012 represented 0.38 percent of related outstanding balances on impaired New Loans. Although purchased non-impaired loans were adjusted to fair value at acquisition, the Company records charge-offs for losses and provides reserves for deterioration in credit quality on these loans. All revolving loans were classified as purchased non-impaired at each respective acquisition and a majority of the charge-offs and provision relate to acquired revolving home equity lines.

Loans acquired with evidence of credit deterioration since origination have been grouped into pools of loans with similar risk characteristics and accounted for as purchased credit-impaired loans. Subsequent to acquisition of these loans, estimates of pool-level cash flows expected to be collected are updated each reporting period based on assumptions regarding default rates, loss severities, and other factors that reflect current market conditions. If the Company has probable decreases in pool-level cash flows expected to be collected, the provision for loan losses is charged, resulting in an increase to the allowance for loan losses. If there are probable and significant increases in pool-level cash flows expected to be collected, the Company will first reverse any previously established allowance for loan losses and then increase interest income as a prospective yield adjustment over the remaining life of the loans.

Results of the Company’s fourth quarter cash flow re-estimation are summarized as follows:
(Dollars in thousands)
 
Impairment
 
Cash Flow
Improvement
 
New
Yield
 
Previous
Yield
Loan pools with cash flow improvement
 
$
(111
)
 
$
508

 
7.48
%
 
7.07
%
Loan pools with impairment
 
482

 

 
6.51
%
 
6.51
%
 
 
 
 
 
 
 
 
 
Total
 
$
371

 
$
508

 
6.82
%
 
6.67
%

The fourth quarter of 2012 cash flow re-estimation indicated net improved cash flows on purchased credit-impaired loan pools of $137 thousand. The $508 thousand of cash flow improvement on related loan pools will be recorded as additional interest income as a prospective yield adjustment over the remaining life of the loans. The $371 thousand impairment was recorded to the provision for loan losses in the fourth quarter of 2012. The pool-level impairment and cash flow improvement were calculated as the difference between the pool-level recorded investment and the net present value of estimated cash flows at the time of the cash flow re-estimation.






Non-performing loans as a percentage of total loans was 2.43 percent at December 31, 2012, which was a decline from 2.80 percent at September 30, 2012 and 5.09 percent for the predecessor company at December 31, 2011. Total non-performing assets (which include non-accrual loans, loans past due 90 days or more and still accruing, other real estate owned and repossessed loan collateral) as a percentage of total assets at December 31, 2012 was 1.71 percent, which was a decline from 1.97 percent at September 30, 2012 and 3.44 percent for the predecessor company at December 31, 2011.

Non-Interest Income

Non-interest income totaled $4.1 million in the fourth quarter of 2012 compared to $921 thousand in the predecessor fourth quarter of 2011. Non-interest income in the fourth quarter of 2012 included $771 thousand in mortgage banking income, which was an increase from $282 thousand in the fourth quarter of 2011. The Company restructured its mortgage lending business following Piedmont’s investment in Crescent and hired additional experienced mortgage lenders. The Company also continues to benefit from the improving housing market in the Raleigh, North Carolina and surrounding areas as well as the currently low interest rate environment that has encouraged refinancings.

Non-interest income in the fourth quarter of 2012 also included $1.7 million in servicing fees and gains on the sale of the guaranteed portion of U.S. Small Business Administration ("SBA") loans originated by the Company, which was a significant increase from$51 thousand in the fourth quarter of 2011. The Company entered the government-guaranteed lending business following Piedmont's acquisition of Community Bank of Rowan in April 2011 and sells the guaranteed portion of certain SBA loans in the secondary market without recourse and recognizes gains as those loans are sold at a premium. Government-guaranteed lending and sales volumes have increased significantly throughout 2012 while secondary market premiums have also risen. Securities gains also contributed to higher non-interest income as the Company realized $603 thousand in gains in the fourth quarter of 2012 compared to losses of $55 thousand in the fourth quarter of 2011.

Non-interest income totaled $11.3 million in the 2012 Successor Period and $657 thousand in the 2012 Predecessor Period. Non-interest income in the predecessor year ended December 31, 2011 equaled $1.7 million. The 2012 Successor Period included $3.2 million in mortgage banking income, $3.1 million in government-guaranteed lending income, and $1.3 million in securities gains while the 2012 Predecessor Period included $225 thousand in mortgage banking income and $98 thousand in government-guaranteed lending income.

Non-Interest Expense

Non-interest expense in the fourth quarter of 2012 totaled $14.4 million compared with $7.4 million in the predecessor fourth quarter of 2011. Non-interest expense in the fourth quarter of 2012 included $6.6 million in salaries and employee benefits expense and $1.4 million in occupancy and equipment expense. Also included in non-interest expense in the fourth quarter of 2012 was $2.3 million in merger, conversion, and re-branding costs associated with the Crescent/ Legacy VantageSouth merger and the proposed merger with ECB Bancorp, Inc. ("ECB").

Non-interest expense totaled $43.2 million in the 2012 Successor Period and $3.2 million in the 2012 Predecessor Period while non-interest expense in the predecessor year ended December 31, 2011 equaled $11.2 million. The 2012 Successor Period included $21.3 million in salaries and employee benefits expense and $4.9 million in occupancy and equipment expense while the 2012 Predecessor Period included $1.7 million in salaries and employee benefits expense and $396 thousand in occupancy and equipment expense. The 2012 Successor Period and 2012 Predecessor Period included $3.4 million and $59 thousand, respectively, in merger, conversion, and re-branding costs associated with the Legacy VantageSouth/Community Bank of Rowan merger, the Crescent/Legacy VantageSouth merger, and the proposed merger with ECB. Higher non-interest expense in the fourth quarter of 2012 and the combined 2012 Predecessor and Successor Periods was driven by the fact that the operations of Crescent State Bank are included in the consolidated results of operations for periods after Piedmont's acquisition on November 19, 2011.
 





Income Taxes

The Company’s income tax benefit in the fourth quarter of 2012 totaled $3.3 million while the Company’s income tax benefit in the 2012 Successor Period totaled $3.5 million. Income tax expense totaled $270 thousand in the 2012 Predecessor Period. The income tax benefits recognized in the quarterly and year-to-date successor periods were primarily due to the Company's reversal of a valuation allowance in the fourth quarter of 2012 related to tax benefits generated by Legacy VantageSouth before and after Piedmont's investment in that company. This valuation allowance reversal was based on the Company's analysis of positive and negative evidence regarding future realization of its deferred tax assets, which included an evaluation of historical and forecasted pre-tax earnings, net operating loss periods, merger costs and savings, asset quality trends, capital levels, and potential tax planning strategies. Based on this analysis, the Company determined that there was sufficient positive evidence to indicate that it would likely realize the full value of its deferred tax assets over time and therefore it was determined that no valuation allowance on its deferred tax assets was needed at December 31, 2012.

The Company’s income tax benefit in the predecessor fourth quarter of 2011 totaled $504 thousand and was $188 thousand in the predecessor year ended December 31, 2011.

Linked Quarter Comparison

Net income in the fourth quarter of 2012 equaled $2.1 million, which was an increase from $1.3 million in the third quarter of 2012. After preferred stock dividends, the Company recognized net income of $0.05 per basic and diluted common share during the fourth quarter of 2012 compared to a net loss of $0.03 per basic and diluted common share in the third quarter of 2012. The increase in net income on a linked quarter basis was primarily due to the reversal of a $3.3 million valuation allowance in the fourth quarter of 2012 related to tax benefits generated by Legacy VantageSouth before and after Piedmont's investment in that company. Net income before income taxes decreased by $2.6 million in the fourth quarter of 2012 compared to the third quarter of 2012. This decrease in pre-tax net income was primarily due to $1.8 million in higher merger, conversion, and re-branding costs, a $963 thousand increase in salaries and benefits expense and a $411 thousand increase in losses on foreclosed assets. The decline in pre-tax net income was partially offset by a $942 thousand increase in government-guaranteed lending income.

Net interest income in the fourth quarter of 2012 totaled $10.2 million compared to $10.3 million in the third quarter of 2012. Net interest margin declined from 4.49 percent in the third quarter to 4.37 percent in the fourth quarter. The linked quarter decrease in margin was due to lower yields on interest-earning assets as the loan and securities portfolios repriced down somewhat in the fourth quarter, but the impact on net interest income was largely offset by an increase in average loan balances. Average loan balances increased from $722.2 million in the third quarter to $749.1 million in the fourth quarter of 2012. The Company originated 87.6 million in new commercial and consumer loans in the fourth quarter while continuing to resolve problem assets. Excluding the impact of purchase accounting accretion, net interest margin declined from 3.76 percent in the third quarter to 3.74 percent in the fourth quarter of 2012.

Provision for loan losses in the fourth quarter of 2012 totaled $1.2 million compared to provision of $1.1 million in the third quarter of 2012. The moderate increase in provision was related to an increase in provision for purchased credit-impaired loans, which was mostly offset by a decrease in provision for new loans. The provision (or impairment) on purchased credit-impaired loans in the third and fourth quarters was based on the Company's respective quarterly cash flow re-estimations.

Non-interest income in the fourth quarter of 2012 totaled $4.1 million, which was an increase from $3.3 million in the third quarter of 2012. This increase was primarily due to government-guaranteed lending income, which increased by $942 thousand on a linked quarter basis. SBA guaranteed lending and sales volumes have increased significantly throughout 2012 while secondary market premiums have also risen. The improvement in non-interest income was partially offset by mortgage banking income, which decreased by $356 thousand. The Company restructured its mortgage lending business and government-guaranteed lending operations following Piedmont’s investment and hired additional experienced mortgage lenders. While mortgage banking income fell on a linked quarter basis, it has been a strong source of non-interest income as the Company continues to benefit from the improving housing market in the Raleigh, North Carolina and surrounding areas as well as the currently low interest rate environment that has encouraged refinancings. Securities gains also contributed to higher non-interest income as the Company realized $603 thousand in gains in the fourth quarter of 2012 compared to $483 thousand in the third quarter.

Non-interest expense in the fourth quarter of 2012 totaled $14.4 million compared to $11.1 million in the third quarter of 2012. This increase was primarily due to a $1.0 million increase in salaries and employee benefits expense related to performance incentive payments at year end and a $1.8 million increase in merger, conversion, and re-branding costs, most of which are included in other non-interest expense.






The Company's income tax benefit equaled $3.3 million in the fourth quarter of 2012 primarily due to the Company's reversal of a valuation allowance related to deferred tax benefits generated by Legacy VantageSouth before and after Piedmont's investment in that company. Income tax expense of $95 thousand in the third quarter of 2012 was based on pre-tax income adjusted for non-taxable income, such as municipal investment income and earnings on bank owned life insurance, and non-deductible expenses, such as certain merger related costs.

Proposed ECB Bancorp, Inc. Merger

On September 25, 2012, Crescent entered into an Agreement and Plan of Merger with ECB (the “ECB Merger Agreement”). Pursuant to the ECB Merger Agreement, ECB will merge with and into Crescent (the "Merger"), which will be the surviving bank holding corporation in the merger. Immediately following the merger, The East Carolina Bank, a North Carolina banking corporation and a wholly-owned subsidiary of ECB, will be merged with and into VantageSouth. At the effective time of the merger, ECB's outstanding shares of common stock will be converted into the right to receive 3.55 shares of the common stock of the Company. The Merger has been approved by the North Carolina Commissioner of Banks but is still subject to federal regulatory approvals and stockholder approvals. The Company expects the merger to close within the first half of 2013.

ECB (NYSE Amex: ECBE) is a bank holding company, headquartered in Engelhard, North Carolina. The East Carolina Bank has twenty-five branch offices in eastern North Carolina stretching from the Virginia to South Carolina state lines east of Interstate 95. ECB offers a full range of financial services, including mortgage, agricultural banking and wealth management services.

****

VantageSouth Bank is a state chartered bank operating twenty banking offices in Cary (2), Apex, Burlington (2), China Grove, Salisbury, Clayton, Holly Springs, Southern Pines, Pinehurst, Sanford, Fayetteville, Garner, Raleigh (3), Wilmington (2) and Knightdale, North Carolina. Crescent Financial Bancshares, Inc. stock can be found on the NASDAQ Global Market trading under the symbol CRFN. Investors can access additional corporate information, product descriptions and online services through VantageSouth Bank’s website at http://www.vantagesouthbank.com.

Forward-looking Statements

Information in this press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements involve risks and uncertainties that could cause actual results to differ materially, including without limitation, risks associated with the ownership by Piedmont of a majority of the Company’s voting power, including interests of Piedmont differing from other Company stockholders or any change in management, strategic direction, business plan, or operations, the Company’s new management’s ability to successfully integrate into the Company’s business and execute its business plan, the Company's ability to integrate recent and proposed acquisitions into the Company's operations successfully, local economic conditions affecting retail and commercial real estate, disruptions in the credit markets, changes in interest rates, adverse developments in the real estate market affecting the value and marketability of collateral securing loans made by the Bank, the failure of assumptions underlying loan loss and other reserves, competition, and the risk of new and changing regulation. Additional factors that could cause actual results to differ materially are discussed in the Company’s filings with the Securities and Exchange Commission (the “SEC”), including without limitation its Annual Report on Form 10-K, its Quarterly Reports on Form 10-Q, and its Current Reports on Form 8-K. The forward-looking statements in this press release speak only as of the date of the press release, and the Company does not assume any obligation to update such forward-looking statements.

Information in this press release also contains forward-looking statements with respect to the expected acquisition of ECB by Crescent. These statements involve risks and uncertainties that could cause actual results to differ materially from those anticipated by such forward-looking statements, including without limitation: delays in obtaining or failure to receive required regulatory approvals; the possibility that fewer than the required number of ECB's stockholders vote to approve the Merger; the occurrence of events that would have a material adverse effect on ECB or Crescent (as defined in the ECB Merger Agreement); potential delays in the closing of the Merger, potential deposit attrition, higher than expected costs, customer loss and business disruption associated with business integration, including, without limitation, potential difficulties in maintaining relationships with key personnel, technological integration, and other integration related-matters; other uncertainties arising in connection with the Merger; and risk factors that are discussed in Crescent's and ECB's filings with the Securities and Exchange Commission (“SEC”), including without limitation their respective Annual Reports on Form 10-K, their respective Quarterly Reports on Form 10-Q and their respective Current Reports on Form 8-K. Crescent does not undertake a duty to update any forward-looking statements in this Form 8-K.






Additional Information and Where to Find It

In connection with the Merger, Crescent filed with the SEC on November 21, 2012, and amended on December 21, 2012, a Registration Statement on Form S-4 that includes a preliminary Joint Proxy Statement of Crescent and ECB and a preliminary Prospectus of Crescent(together with the Joint Proxy Statement, as amended, the “Joint Proxy Statement/Prospectus”). The companies will file with the SEC other relevant materials in connection with the proposed Merger. Once the Registration Statement is declared effective by the SEC, the companies will mail the Joint Proxy Statement/Prospectus to their respective shareholders. SHAREHOLDERS OF BOTH CRESCENT AND ECB ARE STRONGLY URGED TO READ THE REGISTRATION STATEMENT AND THE JOINT PROXY STATEMENT/PROSPECTUS REGARDING THE PROPOSED MERGER AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION REGARDING CRESCENT, ECB AND THE PROPOSED MERGER. You will be able to obtain a free copy of the Registration Statement, as well as other filings containing information about Crescent at the SEC's Internet site (http://www.sec.gov). The documents can also be obtained, without charge, by directing a written request to either Crescent Financial Bancshares, Inc., 3600 Glenwood Avenue, Suite 300, Raleigh, NC 27612, Attention: Terry Earley, Executive Vice President and Chief Financial Officer, or ECB Bancorp, Inc., Post Office Box 337, Engelhard, NC 27824, Attention: Tom Crowder, Chief Financial Officer.

Crescent, ECB and their respective directors and executive officers may be deemed to be “participants” in the solicitation of proxies from the shareholders of Crescent and ECB in favor of the Merger. Information about the directors and executive officers of ECB and their ownership of ECB common stock is set forth in ECB's definitive proxy statement filed with the SEC on April 27, 2012 and available at the SEC's Internet site (http://www.sec.gov) and from ECB at the address set forth in the preceding paragraph. Information about the directors and executive officers of Crescent and their ownership of Crescent common stock is set forth in Crescent's definitive proxy statement filed with the SEC on April 5, 2012 and available at the SEC's internet site (http://www.sec.gov) and from Crescent at the address set forth in the preceding paragraph. Additional information regarding the interests of these participants and other persons who may be deemed participants in the solicitation may be obtained by reading the Joint Proxy Statement/Prospectus regarding the proposed Merger. Free copies of this document may be obtained as described in the preceding paragraph.





INCOME STATEMENTS (unaudited)
(Dollars in thousands except per share data; prior quarters' information has been retrospectively adjusted to reflect the common control merger between Legacy VantageSouth and Crescent)
 
Successor Company
 
 
Predecessor Company
 
 
 
 
 
 
 
For the Period of
 
 
For the Period of
 
For the Three Month
 
For the Three Month Period Ended
 
February 1 to
 
 
January 1 to
 
Period Ended
 
December 31,
 
September 30,
 
June 30,
 
March 31,
 
 
January 31,
 
December 31,
 
2012
 
2012
 
2012
 
2012
 
 
2012
 
2011
Interest income
 
 
 
 
 
 
 
 
 
 
 
 
Loans
$
10,898

 
$
10,810

 
$
10,707

 
$
7,302

 
 
$
3,807

 
$
6,984

Investment securities
855

 
1,036

 
1,070

 
756

 
 
395

 
507

Fed funds sold and interest-earning deposits
20

 
16

 
33

 
16

 
 
4

 
61

Total interest income
11,773

 
11,862

 
11,810

 
8,074

 
 
4,206

 
7,552

Interest expense
 
 
 
 
 
 
 
 
 
 
 
 
Deposits
1,309

 
1,320

 
1,462

 
995

 
 
530

 
1,032

Short-term borrowings
10

 
3

 
4

 
2

 
 

 
18

Long-term debt
279

 
274

 
311

 
201

 
 
103

 
646

Total interest expense
1,598

 
1,597

 
1,777

 
1,198

 
 
633

 
1,696

 
 
 
 
 
 
 
 
 
 
 
 
 
Net interest income
10,175

 
10,265

 
10,033

 
6,876

 
 
3,573

 
5,856

Provision for loan losses
1,167

 
1,077

 
2,046

 
868

 
 
195

 
729

Net interest income after provision for loan losses
9,008

 
9,188

 
7,987

 
6,008

 
 
3,378

 
5,127

 
 
 
 
 
 
 
 
 
 
 
 
 
Non-interest income
 
 
 
 
 
 
 
 
 
 
 
 
Mortgage banking income
771

 
1,127

 
770

 
496

 
 
225

 
282

Government-guaranteed lending
1,718

 
776

 
572

 
(6
)
 
 
98

 
51

Service charges and fees on deposit accounts
508

 
523

 
557

 
349

 
 
194

 
301

Bank-owned life insurance income
208

 
215

 
203

 
134

 
 
70

 
103

Gain (loss) on sale of available for sale securities
603

 
483

 
(27
)
 
192

 
 

 
(55
)
Other
325

 
208

 
315

 
307

 
 
70

 
239

Total non-interest income
4,133

 
3,332

 
2,390

 
1,472

 
 
657

 
921

Non-interest expense
 
 
 
 
 
 
 
 
 
 
 
 
Salaries and employee benefits
6,613

 
5,650

 
5,513

 
3,500

 
 
1,737

 
3,923

Occupancy and equipment
1,371

 
1,387

 
1,353

 
809

 
 
396

 
590

Data processing
852

 
644

 
596

 
881

 
 
271

 
(150
)
FDIC insurance premiums
216

 
205

 
229

 
277

 
 
141

 
602

Net loss on foreclosed assets
662

 
251

 
295

 
95

 
 
11

 
265

Other loan related expense
352

 
419

 
335

 
417

 
 
162

 
261

Other
4,288

 
2,584

 
1,977

 
1,438

 
 
518

 
1,913

Total non-interest expense
14,354

 
11,140

 
10,298

 
7,417

 
 
3,236

 
7,404

 
 
 
 
 
 
 
 
 
 
 
 
 
Income (loss) before income taxes
(1,213
)
 
1,380

 
79

 
63

 
 
799

 
(1,356
)
Income taxes
(3,326
)
 
95

 
(259
)
 
4

 
 
270

 
(504
)
Net income (loss)
2,113

 
1,285

 
338

 
59

 
 
529

 
(852
)
Effective dividend on preferred stock
368

 
367

 
367

 
244

 
 
122

 
182

Net income (loss) to common stockholders
$
1,745

 
$
918

 
$
(29
)
 
$
(185
)
 
 
$
407

 
$
(1,034
)
 
 
 
 
 
 
 
 
 
 
 
 
 
NET INCOME (LOSS) PER COMMON SHARE
 
 
 
 
 
Basic
$
0.05

 
$
0.03

 
$

 
$
(0.01
)
 
 
$
0.01

 
$
(0.05
)
Diluted
$
0.05

 
$
0.03

 
$

 
$
(0.01
)
 
 
$
0.01

 
$
(0.05
)
 
 
 
 
 
 
 
 
 
 
 
 
 





 
Successor Company
 
 
Predecessor Company
 
 
 
 
 
 
 
For the Period of
 
 
For the Period of
 
For the Three Month
 
For the Three Month Period Ended
 
February 1 to
 
 
January 1 to
 
Period Ended
 
December 31,
 
September 30,
 
June 30,
 
March 31,
 
 
January 31,
 
December 31,
 
2012
 
2012
 
2012
 
2012
 
 
2012
 
2011
COMMON SHARE DATA
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Book value per common share
$
4.18

 
$
4.11

 
$
4.07

 
$
4.10

 
 
N/A
 
$
4.08

Tangible book value per common share
$
3.37

 
$
3.31

 
$
3.26

 
$
3.29

 
 
N/A
 
$
3.27

Ending shares outstanding
35,754,247

 
35,747,576

 
35,749,689

 
35,749,603

 
 
35,549,785

 
35,549,785

Weighted average common shares outstanding - basic
35,730,855

 
35,728,451

 
35,727,207

 
35,721,856

 
 
35,515,535

 
19,061,335

Weighted average common shares outstanding - diluted
35,808,687

 
35,751,704

 
35,727,207

 
35,721,856

 
 
35,537,815

 
19,061,335

 
 
 
 
 
 
 
 
 
 
 
 
 
PERFORMANCE RATIOS (annualized)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Return on average assets
0.79
%
 
0.49
%
 
0.13
%
 
0.03
%
 
 
0.58
 %
 
(0.48
)%
Return on average equity
4.84
%
 
2.98
%
 
0.80
%
 
0.21
%
 
 
3.67
 %
 
(3.56
)%
Tax equivalent yield on earning assets
5.05
%
 
5.18
%
 
5.07
%
 
5.15
%
 
 
5.35
 %
 
4.79
 %
Cost of interest-bearing liabilities
0.80
%
 
0.83
%
 
0.91
%
 
0.92
%
 
 
0.95
 %
 
1.24
 %
Tax equivalent net interest margin
4.37
%
 
4.49
%
 
4.30
%
 
4.39
%
 
 
4.55
 %
 
3.72
 %
Efficiency ratio
100.32
%
 
81.93
%
 
82.89
%
 
88.85
%
 
 
76.50
 %
 
109.25
 %
Net loan charge-offs
0.17
%
 
0.44
%
 
0.35
%
 
0.45
%
 
 
 %
 
0.54
 %







INCOME STATEMENTS (unaudited)
(Dollars in thousands except per share data; prior years' information has been retrospectively adjusted to reflect the common control merger between Legacy VantageSouth and Crescent)
 
Successor Company
 
 
Predecessor
Company
 
February 1 to December 31, 2012
 
 
January 1 to
January 31, 2012
 
Year Ended December 31,
 
 
 
 
2011
Interest income
 

 
 
 

 
 

Loans
$
39,717

 
 
$
3,807

 
$
13,362

Investment securities
3,717

 
 
395

 
870

Federal funds sold and interest-earning deposits
85

 
 
4

 
102

Total interest income
43,519

 
 
4,206

 
14,334

Interest expense
 

 
 
 

 
 

Non-maturity deposits
1,873

 
 
205

 
903

Time deposits
3,213

 
 
325

 
1,132

Short-term borrowings
19

 
 

 
18

Long-term debt
1,065

 
 
103

 
725

Total interest expense
6,170

 
 
633

 
2,778

Net interest income
37,349

 
 
3,573

 
11,556

Provision for loan losses
5,159

 
 
195

 
880

Net interest income after provision for loan losses
32,190

 
 
3,378

 
10,676

Non-interest income
 

 
 
 

 
 

Mortgage banking income
3,164

 
 
225

 
440

Government-guaranteed lending
3,061

 
 
98

 
476

Service charges and fees on deposit accounts
1,937

 
 
194

 
516

Bank-owned life insurance income
760

 
 
70

 
103

Gain (loss) on sale of available for sale securities
1,251

 
 

 
(38
)
Other
1,154

 
 
70

 
219

Total non-interest income
11,327

 
 
657

 
1,716

Non-interest expense
 

 
 
 

 
 

Salaries and employee benefits
21,276

 
 
1,737

 
5,786

Occupancy and equipment
4,920

 
 
396

 
953

Net (gain) loss on foreclosed assets
1,303

 
 
11

 
(191
)
Data processing
2,972

 
 
271

 
1,000

FDIC insurance premiums
926

 
 
141

 
373

Other loan related expense
1,524

 
 
162

 
337

Professional services
4,691

 
 
144

 
867

Advertising and business development
1,083

 
 
73

 
723

Printing, postage, and supplies
786

 
 
47

 
210

Other
3,729

 
 
254

 
1,178

Total non-interest expense
43,210

 
 
3,236

 
11,236

Income before income tax
307

 
 
799

 
1,156

Income tax expense (benefit)
(3,486
)
 
 
270

 
188

Net income
3,793

 
 
529

 
968

Effective dividend on preferred stock
1,346

 
 
122

 
182

Net income available to common shareholders
$
2,447

 
 
$
407

 
$
786

Net income per common share
 

 
 
 

 
 

Basic
$
0.07

 
 
$
0.01

 
$
0.07

Diluted
$
0.07

 
 
$
0.01

 
$
0.07

Weighted average common shares outstanding
 

 
 
 

 
 

Basic
35,727,930

 
 
35,515,535

 
10,858,657

Diluted
35,800,148

 
 
35,537,815

 
10,916,549

 
 
 
 
 
 
 
PERFORMANCE RATIOS (annualized)
 
 
 
 
 
 
Return on average assets
0.39
%
 
 
0.58
 %
 
0.32
%
Return on average equity
2.41
%
 
 
3.67
 %
 
2.56
%
Tax equivalent yield on earning assets
5.12
%
 
 
5.35
 %
 
5.20
%
Cost of interest-bearing liabilities
0.86
%
 
 
0.95
 %
 
1.15
%
Tax equivalent net interest margin
4.40
%
 
 
4.55
 %
 
4.19
%
Efficiency ratio
88.77
%
 
 
76.50
 %
 
84.66
%
Net loan charge-offs
0.37
%
 
 
 %
 
0.31
%






CONSOLIDATED BALANCE SHEETS (unaudited)
(Dollars in thousands, prior periods' information has been retrospectively adjusted to reflect the common control merger between Legacy VantageSouth and Crescent)
 
Successor
Company
 
 
Predecessor Company
 
December 31,
 
September 30,
 
June 30,
 
March 31,
 
 
December 31,
 
2012
 
2012
 
2012
 
2012
 
 
2011
ASSETS
 
 
 
 
 
 
 
 
 
 
Cash and due from banks
$
15,735

 
$
13,187

 
$
18,776

 
$
16,373

 
 
$
13,229

Interest-earning deposits with banks
7,978

 
3,821

 
6,817

 
5,020

 
 
8,583

Federal funds sold
26,750

 
20,550

 
44,535

 
59,145

 
 
24,660

Investment securities available for sale
136,311

 
153,742

 
173,757

 
168,526

 
 
169,583

Investment securities held to maturity
180

 
166

 
130

 
125

 
 
421

Loans held for sale
16,439

 
8,239

 
7,357

 
4,874

 
 
4,214

Loans
763,416

 
739,028

 
696,872

 
704,261

 
 
736,089

Allowance for loan losses
(3,998
)
 
(3,146
)
 
(3,043
)
 
(1,607
)
 
 
(2,131
)
Net loans
759,418

 
735,882

 
693,829

 
702,654

 
 
733,958

 
 
 
 
 
 
 
 
 
 
 
Federal Home Loan Bank stock
2,307

 
2,172

 
3,894

 
9,793

 
 
9,899

Premises and equipment, net
17,351

 
17,068

 
17,130

 
17,054

 
 
16,841

Bank-owned life insurance
19,976

 
19,800

 
19,620

 
19,442

 
 
19,261

Foreclosed assets
5,837

 
6,697

 
7,772

 
8,340

 
 
11,066

Deferred tax asset, net
36,659

 
33,162

 
33,590

 
33,704

 
 
33,935

Goodwill
26,254

 
26,254

 
26,254

 
26,254

 
 
26,254

Other intangible assets, net
2,376

 
2,487

 
2,597

 
2,708

 
 
2,452

Other assets
11,654

 
10,842

 
11,771

 
9,096

 
 
13,265

 
 
 
 
 
 
 
 
 
 
 
Total assets
$
1,085,225

 
$
1,054,069

 
$
1,067,829

 
$
1,083,108

 
 
$
1,087,621

 
 
 
 
 
 
 
 
 
 
 
LIABILITIES AND STOCKHOLDERS' EQUITY
 
 
 
 
 
LIABILITIES
 
 
 
 
 
 
 
 
 
 
Deposits (1)
 
 
 
 
 
 
 
 
 
 
Non-interest demand
$
71,613

 
$
111,725

 
$
102,596

 
$
99,236

 
 
$
113,321

Interest-bearing demand
188,843

 
139,768

 
146,027

 
160,007

 
 
175,840

Money market and savings
260,966

 
241,324

 
245,913

 
227,075

 
 
189,468

Time
351,800

 
360,172

 
372,074

 
390,181

 
 
407,615

Total deposits
873,222

 
852,989

 
866,610

 
876,499

 
 
886,244

 
 
 
 
 
 
 
 
 
 
 
Short-term borrowings
7,500

 

 

 
5,000

 
 

Long-term debt
19,864

 
24,326

 
24,288

 
24,252

 
 
24,216

Other liabilities
10,698

 
5,243

 
7,050

 
6,158

 
 
7,652

Total liabilities
911,284

 
882,558

 
897,948

 
911,909

 
 
918,112

 
 
 
 
 
 
 
 
 
 
 
STOCKHOLDERS’ EQUITY
 
 
 
 
 
 
 
 
 
 
Preferred stock
24,657

 
24,601

 
24,544

 
24,489

 
 
24,442

Common stock
36

 
36

 
36

 
36

 
 
36

Common stock warrant
1,325

 
1,325

 
1,325

 
1,325

 
 
1,325

Additional paid-in capital
147,510

 
146,655

 
146,648

 
146,627

 
 
152,515

Accumulated deficit
(1,405
)
 
(3,200
)
 
(4,115
)
 
(2,420
)
 
 
(9,089
)
Accumulated other comprehensive income
1,818

 
2,094

 
1,443

 
1,142

 
 
280

 
 
 
 
 
 
 
 
 
 
 
Total stockholders' equity
173,941

 
171,511

 
169,881

 
171,199

 
 
169,509

 
 
 
 
 
 
 
 
 
 
 
Total liabilities and stockholders' equity
$
1,085,225

 
$
1,054,069

 
$
1,067,829

 
$
1,083,108

 
 
$
1,087,621

 
 
 
 
 
 
 
 
 
 
 
(1) Certain business deposit accounts became interest-bearing in the fourth quarter of 2012 as the Company enhanced its deposit product offerings to attract and retain core deposit relationships. This deposit product change increased interest-bearing demand balances while decreasing non-interest demand balances in the fourth quarter.





 
Successor
Company
 
 
Predecessor Company
 
December 31,
 
September 30,
 
June 30,
 
March 31,
 
 
December 31,
 
2012
 
2012
 
2012
 
2012
 
 
2011
CAPITAL RATIOS
 
 
 
 
 
 
 
 
 
 
Tangible equity to tangible assets
13.75
%
 
13.92
%
 
13.57
%
 
13.49
%
 
 
13.30
%
Tangible common equity to tangible assets
11.42
%
 
11.52
%
 
11.21
%
 
11.17
%
 
 
10.99
%
VantageSouth Bank:
 
 
 
 
 
 
 
 
 
 
Tier 1 leverage ratio
11.49
%
 
9.89
%
 
9.41
%
 
8.93
%
 
 
8.49
%
Tier 1 risk-based capital ratio
13.48
%
 
12.82
%
 
12.02
%
 
11.17
%
 
 
10.59
%
Total risk-based capital ratio
14.76
%
 
13.28
%
 
12.49
%
 
11.62
%
 
 
11.85
%
Crescent State Bank:
 
 
 
 
 
 
 
 
 
 
Tier 1 leverage ratio
N/A
 
12.21
%
 
12.11
%
 
12.18
%
 
 
10.19
%
Tier 1 risk-based capital ratio
N/A
 
13.81
%
 
14.22
%
 
14.96
%
 
 
13.62
%
Total risk-based capital ratio
N/A
 
15.20
%
 
15.61
%
 
16.17
%
 
 
14.64
%
 
 
 
 
 
 
 
 
 
 
 
ASSET QUALITY DATA
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Non-performing loans
$
12,751

 
$
14,023

 
$
17,983

 
$
19,118

 
 
$
26,396

Foreclosed assets
5,837

 
6,697

 
7,772

 
8,340

 
 
11,066

Total non-performing assets
$
18,588

 
$
20,720

 
$
25,755

 
$
27,458

 
 
$
37,462

 
 
 
 
 
 
 
 
 
 
 
Allowance for loan losses to loans
0.52
%
 
0.43
%
 
0.44
%
 
0.23
%
 
 
0.29
%
Non-performing loans to total loans
2.43
%
 
2.80
%
 
3.70
%
 
3.90
%
 
 
5.09
%
Non-performing assets to total assets
1.71
%
 
1.97
%
 
2.41
%
 
2.54
%
 
 
3.44
%
Restructured loans not included in categories above
104

 

 

 
917

 
 
782







AVERAGE BALANCES, TAXABLE EQUIVALENT INTEREST AND YIELDS/COSTS
(Dollars in thousands)
 
Successor Company
 
Predecessor Company
 
Three months ended December 31, 2012
 
Three months ended September 30, 2012
 
Three months ended December 31, 2011

Average
Balance
 
Interest*
 
Average
Yield/Cost*
 
Average
Balance
 
Interest*
 
Average
Yield/Cost*
 
Average
Balance
 
Interest*
 
Average
Yield/Cost*
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Assets
 

 
 

 
 

 
 
 
 
 
 
 
 

 
 

 
 

Loans
$
749,053

 
$
10,898

 
5.79
%
 
$
722,177

 
$
10,810

 
5.95
%
 
$
437,688

 
$
6,984

 
6.33
%
Investment securities
147,188

 
934

 
2.52

 
163,655

 
1,115

 
2.71

 
75,000

 
540

 
2.86

Federal funds and other interest-earning assets
36,791

 
20

 
0.22

 
30,844

 
16

 
0.21

 
115,584

 
61

 
0.21

Total interest-earning assets
933,032

 
11,852

 
5.05
%
 
916,676

 
11,941

 
5.18
%
 
628,272

 
7,585

 
4.79
%
Non-interest-earning assets
132,629

 
 

 
 

 
132,347

 
 
 
 
 
73,063

 
 

 
 

Total assets
$
1,065,661

 
 

 
 

 
$
1,049,023

 
 
 
 
 
$
701,335

 
 

 
 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Liabilities and Equity
 

 
 

 
 

 
 
 
 
 
 
 
 

 
 

 
 

Interest-bearing demand
$
159,071

 
120

 
0.30
%
 
$
135,786

 
102

 
0.30
%
 
$
91,583

 
$
217

 
0.94
%
Money market and savings
250,625

 
343

 
0.54

 
244,619

 
357

 
0.58

 
115,012

 
212

 
0.73

Time deposits
361,557

 
846

 
0.93

 
362,733

 
861

 
0.94

 
249,627

 
603

 
0.96

Total interest-bearing deposits
771,253

 
1,309

 
0.68

 
743,138

 
1,320

 
0.71

 
456,222

 
1,032

 
0.90

Short-term borrowings
4,511

 
10

 
0.88

 
1,500

 
3

 
0.80

 
5,670

 
18

 
1.26

Long-term debt
22,517

 
279

 
4.93

 
22,802

 
274

 
4.78

 
79,811

 
646

 
3.21

Total interest-bearing liabilities
798,281

 
1,598

 
0.80
%
 
767,440

 
1,597

 
0.83
%
 
541,703

 
1,696

 
1.24
%
Non interest-bearing deposits
86,266

 
 

 
 

 
103,535

 
 
 
 
 
60,985

 
 

 
 

Other liabilities
7,459

 
 

 
 

 
6,457

 
 
 
 
 
3,656

 
 

 
 

Total liabilities
892,006

 
 

 
 

 
877,432

 
 
 
 
 
606,344

 
 

 
 

Stockholders’ equity
173,655

 
 

 
 

 
171,591

 
 
 
 
 
94,991

 
 

 
 

Total liabilities and stockholders’ equity
$
1,065,661

 
 

 
 

 
$
1,049,023

 
 

 
 
 
$
701,335

 
 

 
 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net interest income, taxable equivalent
 

 
$
10,254

 
 

 
 

 
$
10,344

 
 
 
 

 
$
5,889

 
 

Interest rate spread
 

 
 

 
4.25
%
 
 
 
 
 
4.35
%
 
 

 
 

 
3.55
%
Tax equivalent net interest margin
 

 
 

 
4.37
%
 
 
 
 
 
4.49
%
 
 

 
 

 
3.72
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Percentage of average interest-earning assets to average interest-bearing liabilities
 

 
 

 
116.88
%
 
 
 
 
 
119.45
%
 
 

 
 

 
115.98
%
* Taxable equivalent basis
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 





 
Successor Company
 
 
Predecessor Company
 
February 1, 2012 through December 31, 2012
 
 
January 1, 2012 through January 31, 2012
 
Year Ended December 31, 2011
 
Average
balance
 
Interest*
 
Average
Yield/Cost*
 
 
Average
balance
 
Interest*
 
Average
Yield/Cost*
 
Average
balance
 
Interest*
 
Average
Yield/Cost*

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Assets:
 

 
 

 
 

 
 
 

 
 

 
 

 
 
 
 
 
 
Loans
$
727,339

 
$
39,717

 
5.97
%
 
 
$
730,387

 
$
3,807

 
6.15
%
 
$
201,106

 
$
13,362

 
6.64
%
Investment securities
164,113

 
3,990

 
2.66
%
 
 
180,220

 
419

 
2.74
%
 
29,827

 
903

 
3.03
%
Federal funds and other interest-earning assets
42,603

 
85

 
0.22
%
 
 
23,719

 
4

 
0.20
%
 
45,384

 
102

 
0.22
%
Total interest-earning assets
934,055

 
43,792

 
5.12
%
 
 
934,326

 
4,230

 
5.35
%
 
276,317

 
14,367

 
5.20
%
Non-interest-earning assets
127,572

 
 

 
 

 
 
134,240

 
 

 
 

 
28,430

 
 

 
 

Total assets
$
1,061,627

 
 

 
 

 
 
$
1,068,566

 
 

 
 

 
$
304,747

 
 

 
 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Liabilities and Equity:
 

 
 

 
 

 
 
 

 
 

 
 

 
 

 
 

 
 

Interest-bearing demand
$
149,394

 
540

 
0.39
%
 
 
$
172,363

 
108

 
0.74
%
 
$
36,756

 
338

 
0.92
%
Money market and savings
236,735

 
1,333

 
0.62
%
 
 
184,716

 
96

 
0.61
%
 
59,813

 
565

 
0.94
%
Time deposits
373,337

 
3,213

 
0.94
%
 
 
404,999

 
325

 
0.95
%
 
115,245

 
1,132

 
0.98
%
Total interest-bearing deposits
759,466

 
5,086

 
0.73
%
 
 
762,078

 
529

 
0.82
%
 
211,814

 
2,035

 
 
Short-term borrowings
3,351

 
19

 
0.62
%
 
 
968

 

 
%
 
1,429

 
18

 
1.26
%
Long-term debt
22,966

 
1,065

 
5.07
%
 
 
24,217

 
103

 
5.02
%
 
27,850

 
725

 
2.60
%
Total interest-bearing liabilities
785,783

 
6,170

 
0.86
%
 
 
787,263

 
632

 
0.95
%
 
241,093

 
2,778

 
1.15
%
Non interest-bearing deposits
97,250

 
 
 
 
 
 
107,156

 
 
 
 
 
24,549

 
 
 
 
Other liabilities
6,858

 
 

 
 

 
 
4,184

 
 

 
 

 
1,266

 
 

 
 

Total liabilities
889,891

 
 

 
 

 
 
898,603

 
 

 
 

 
266,908

 
 

 
 

Stockholders’ equity
171,736

 
 

 
 

 
 
169,963

 
 

 
 

 
37,839

 
 

 
 

Total liabilities and stockholders’ equity
$
1,061,627

 
 

 
 

 
 
$
1,068,566

 
 

 
 

 
$
304,747

 
 

 
 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net interest income
 

 
$
37,622

 
 
 
 
 

 
$
3,598

 
 
 
 

 
$
11,589

 
 
Interest rate spread
 
 
 
 
4.26
%
 
 
 
 
 
 
4.40
%
 
 
 
 
 
4.05
%
Net interest margin
 

 
 

 
4.40
%
 
 
 

 
 

 
4.55
%
 
 

 
 

 
4.19
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Percentage of average interest-earning assets to average interest-bearing liabilities
 
 
 

 
118.87
%
 
 
 
 
 

 
118.68
%
 
 
 
 

 
114.61
%
* Taxable equivalent basis