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Watchlist
Account
First Guaranty Bancshares
FGBI
#8991
Rank
$0.15 B
Marketcap
๐บ๐ธ
United States
Country
$9.50
Share price
0.00%
Change (1 day)
16.85%
Change (1 year)
๐ฆ Banks
๐ณ Financial services
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Annual Reports (10-K)
First Guaranty Bancshares
Quarterly Reports (10-Q)
Financial Year FY2024 Q2
First Guaranty Bancshares - 10-Q quarterly report FY2024 Q2
Text size:
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
10-Q
☒
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended
June 30, 2024
or
☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
For the transition period from __________ to __________
Commission File Number:
001-37621
FIRST GUARANTY BANCSHARES, INC.
(Exact name of registrant as specified in its charter)
Louisiana
26-0513559
(State or other jurisdiction incorporation or organization)
(I.R.S. Employer Identification Number)
400 East Thomas Street
Hammond,
Louisiana
70401
(Address of principal executive offices)
(Zip Code)
(985)
345-7685
(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, $1 par value
FGBI
The Nasdaq Stock Market LLC
Depository Shares (each representing a 1/40th interest in a share of 6.75% Series A Fixed-Rate Non-Cumulative perpetual preferred stock)
FGBIP
The Nasdaq Stock Market LLC
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes
☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Yes
☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filers," "accelerated filers," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer ☐
Accelerated filer
☒ Non-accelerated filer ☐
Smaller reporting company
☒
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. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes ☐ No
☒
As of August 8, 2024 the registrant had
12,504,717
shares of $1 par value common stock outstanding.
Table of Contents
Page
Part I.
Financial Information
4
Item 1.
Financial Statements (unaudited)
4
Consolidated Balance Sheets as of
June 30
, 2024 and December 31, 2023
4
Consolidated Statements of Income for the three
and six
months ended
June 30
, 2024 and 2023
5
Consolidated Statements of Comprehensive Income for the three
and six
months ended
June 30
, 2024 and 2023
6
Consolidated Statements of Shareholders' Equity for the three
and
six
months ended
June 30
, 2024 and 2023
7
Consolidated Statements of Cash Flows for the
six
months ended
June
3
0
, 2024 and 2023
8
Notes to Unaudited Consolidated Financial Statements
9
Item 2.
Management's Discussion and Analysis of Financial Condition and Results of Operations
30
Item 3.
Quantitative and Qualitative Disclosures About Market Risk
50
Item 4.
Controls and Procedures
53
Part II.
Other Information
54
Item 1.
Legal Proceedings
54
Item 1A.
Risk Factors
54
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds
54
Item 3.
Defaults Upon Senior Securities
54
Item 4.
Mine Safety Disclosures
54
Item 5.
Other Information
54
Item 6.
Exhibits
55
Signatures
57
-3-
PART I. FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements
FIRST GUARANTY BANCSHARES, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS (unaudited)
(in thousands, except share data)
June 30, 2024
December 31, 2023
Assets
Cash and cash equivalents:
Cash and due from banks
$
298,574
$
286,114
Federal funds sold
392
341
Cash and cash equivalents
298,966
286,455
Investment securities:
Available for sale, at fair value (amortized cost of $
39,006
and $
85,464
, respectively)
37,403
83,485
Held to maturity, at cost and net of allowance for credit losses of $
80
(estimated fair value of $
251,247
and $
253,584
, respectively)
321,164
320,638
Investment securities
358,567
404,123
Federal Home Loan Bank stock, at cost
12,204
13,390
Loans held for sale
—
—
Loans, net of unearned income
2,833,350
2,748,708
Less: allowance for credit losses
30,287
30,926
Net loans
2,803,063
2,717,782
Premises and equipment, net
69,439
69,792
Goodwill
12,900
12,900
Intangible assets, net
3,881
4,298
Other real estate, net
1,032
1,250
Accrued interest receivable
18,137
15,713
Other assets
37,382
27,069
Total Assets
$
3,615,571
$
3,552,772
Liabilities and Shareholders' Equity
Deposits:
Noninterest-bearing demand
$
407,607
$
442,755
Interest-bearing demand
1,502,703
1,526,628
Savings
234,306
218,986
Time
898,835
820,725
Total deposits
3,043,451
3,009,094
Short-term advances from Federal Home Loan Bank
60,000
50,000
Short-term borrowings
—
10,000
Repurchase agreements
6,971
6,297
Accrued interest payable
12,991
11,807
Long-term advances from Federal Home Loan Bank
155,000
155,000
Senior long-term debt
17,156
39,099
Junior subordinated debentures
44,715
15,000
Other liabilities
20,143
6,844
Total Liabilities
3,360,427
3,303,141
Shareholders' Equity
Preferred stock, Series A - $
1,000
par value -
100,000
shares authorized
Non-cumulative perpetual;
34,500
shares issued and outstanding
33,058
33,058
Common stock, $
1
par value -
100,600,000
shares authorized;
12,504,717
and
12,475,424
shares issued and outstanding
12,505
12,475
Surplus
149,389
149,085
Retained earnings
72,317
67,972
Accumulated other comprehensive (loss) income
(
12,125
)
(
12,959
)
Total Shareholders' Equity
255,144
249,631
Total Liabilities and Shareholders' Equity
$
3,615,571
$
3,552,772
See Notes to Consolidated Financial Statements
-4-
FIRST GUARANTY BANCSHARES, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME (unaudited)
Three Months Ended June 30,
Six Months Ended
June 30,
(in thousands, except share data)
2024
2023
2024
2023
Interest Income:
Loans (including fees)
$
47,552
$
40,290
$
94,470
$
78,439
Deposits with other banks
3,626
1,071
7,102
1,822
Securities (including FHLB stock)
2,473
2,420
4,987
4,807
Total Interest Income
53,651
43,781
106,559
85,068
Interest Expense:
Demand deposits
17,059
15,036
34,035
28,085
Savings deposits
1,327
838
2,554
1,417
Time deposits
10,446
5,224
20,018
8,800
Borrowings
3,577
1,770
6,789
3,552
Total Interest Expense
32,409
22,868
63,396
41,854
Net Interest Income
21,242
20,913
43,163
43,214
Less: Provision for credit losses
6,805
548
9,109
862
Net Interest Income after Provision for Credit Losses
14,437
20,365
34,054
42,352
Noninterest Income:
Service charges, commissions and fees
795
818
1,528
1,603
ATM and debit card fees
804
828
1,568
1,653
Net gains on securities
—
—
—
—
Net gains on sale of loans
10
—
10
12
Net gains on sale of assets
13,207
7
13,213
18
Other
710
1,159
1,515
2,230
Total Noninterest Income
15,526
2,812
17,834
5,516
Noninterest Expense:
Salaries and employee benefits
10,440
9,932
20,340
19,936
Occupancy and equipment expense
2,547
2,219
4,818
4,421
Other
7,622
7,584
14,385
15,544
Total Noninterest Expense
20,609
19,735
39,543
39,901
Income Before Income Taxes
9,354
3,442
12,345
7,967
Less: Provision for income taxes
2,153
766
2,834
1,823
Net Income
7,201
2,676
9,511
6,144
Less: Preferred stock dividends
582
582
1,164
1,164
Net Income Available to Common Shareholders
$
6,619
$
2,094
$
8,347
$
4,980
Per Common Share:
Earnings
$
0.53
$
0.19
$
0.67
$
0.46
Cash dividends paid
$
0.16
$
0.16
$
0.32
$
0.32
Weighted Average Common Shares Outstanding
12,504,717
10,913,029
12,497,313
10,815,454
See Notes to Consolidated Financial Statements
-5-
FIRST GUARANTY BANCSHARES, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (unaudited)
Three Months Ended June 30,
Six Months Ended June 30,
(in thousands)
2024
2023
2024
2023
Net Income
$
7,201
$
2,676
$
9,511
$
6,144
Other comprehensive income:
Unrealized (losses) gains on securities:
Unrealized holding gains arising during the period
261
(
106
)
1,056
418
Reclassification adjustments for (gains) losses included in net income
—
—
—
—
Change in unrealized gains on securities
261
(
106
)
1,056
418
Tax impact
(
55
)
22
(
222
)
(
88
)
Other comprehensive income
206
(
84
)
834
330
Comprehensive Income
$
7,407
$
2,592
$
10,345
$
6,474
See Notes to Consolidated Financial Statements
-6-
FIRST GUARANTY BANCSHARES, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (unaudited)
Preferred Stock $
1,000
Par
Common Stock
$
1
Par
Surplus
Retained
Earnings
Accumulated
Other Comprehensive
Income/(Loss)
Total
(
in thousands, except per share data
)
Balance December 31, 2022
$
33,058
$
10,717
$
130,093
$
76,351
$
(
15,228
)
$
234,991
Net income
—
—
—
3,468
—
3,468
Cumulative effect of adoption of ASC Topic 326, net of tax
—
—
—
(
7,900
)
—
(
7,900
)
Other comprehensive income (loss)
—
—
—
—
414
414
Preferred stock dividends
—
—
—
(
582
)
—
(
582
)
Cash dividends on common stock ($
0.16
per share)
—
—
—
(
1,715
)
—
(
1,715
)
Balance March 31, 2023 (unaudited)
$
33,058
$
10,717
$
130,093
$
69,622
$
(
14,814
)
$
228,676
Net income
2,676
2,676
Common stock issued in private placement,
714,287
shares
—
714
9,286
—
—
10,000
Other comprehensive income (loss)
(
84
)
(
84
)
Preferred stock dividends
(
582
)
(
582
)
Cash dividends on common stock ($
0.16
per share)
(
1,829
)
(
1,829
)
Balance June 30, 2023 (unaudited)
33,058
11,431
139,379
69,887
(
14,898
)
238,857
Balance December 31, 2023
$
33,058
$
12,475
$
149,085
$
67,972
$
(
12,959
)
$
249,631
Net income
—
—
—
2,310
—
2,310
Common Stock issued under Equity Bonus Plan,
29,293
shares
—
30
304
—
—
334
Other comprehensive income
—
—
—
—
628
628
Preferred stock dividends
—
—
—
(
582
)
—
(
582
)
Cash dividends on common stock ($
0.16
per share)
—
—
—
(
2,001
)
—
(
2,001
)
Balance March 31, 2024 (unaudited)
$
33,058
$
12,505
$
149,389
$
67,699
$
(
12,331
)
$
250,320
Net Income
—
—
—
7,201
—
7,201
Other comprehensive income (loss)
—
—
—
—
206
206
Preferred stock dividends
—
—
—
(
582
)
—
(
582
)
Cash dividends on common stock ($
0.16
per share)
—
—
—
(
2,001
)
—
(
2,001
)
Balance June 30, 2024 (unaudited)
33,058
12,505
149,389
72,317
(
12,125
)
255,144
See Notes to Consolidated Financial Statements
-7-
FIRST GUARANTY BANCSHARES, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)
Six Months Ended June 30,
(in thousands)
2024
2023
Cash Flows From Operating Activities
Net income
$
9,511
$
6,144
Adjustments to reconcile net income to net cash provided by operating activities:
Provision for credit losses
9,109
862
Depreciation and amortization
2,181
2,020
Amortization/Accretion of investments
206
484
(Gain) loss on sale/call of securities
—
—
(Gain) loss on sale of assets
(
13,203
)
(
30
)
Repossessed asset write downs, gains and losses on dispositions
(
9
)
53
FHLB stock dividends
(
397
)
(
142
)
Change in other assets and liabilities, net
2,497
2,322
Net Cash Provided By Operating Activities
9,895
11,713
Cash Flows From Investing Activities
Proceeds from maturities and calls of HTM securities
—
—
Proceeds from maturities, calls and sales of AFS securities
50,606
50,684
Funds invested in AFS securities
(
4,200
)
—
Funds invested in Federal Home Loan Bank stock
(
1,599
)
(
3,656
)
Proceeds from sale/redemption of Federal Home Loan Bank stock
3,182
2,425
Net increase in loans
(
95,476
)
(
72,392
)
Purchase of premises and equipment
(
2,892
)
(
4,362
)
Proceeds from sales of premises and equipment
14,816
276
Proceeds from sales of other real estate owned
295
60
Net Cash Used In Investing Activities
(
35,268
)
(
26,965
)
Cash Flows From Financing Activities
Net increase in deposits
34,357
43,627
Net (decrease) increase in federal funds purchased and short-term borrowings
674
(
89,033
)
Proceeds from long-term borrowings
—
120,000
Repayment of long-term borrowings
(
22,015
)
(
1,625
)
Proceeds from subordinated debentures
29,700
—
Proceeds from issuance of common stock
334
10,000
Dividends paid on preferred stock
(
1,164
)
(
1,164
)
Dividends paid on common stock
(
4,002
)
(
3,544
)
Net Cash Provided By Financing Activities
37,884
78,261
Net Increase (Decrease) In Cash and Cash Equivalents
12,511
63,009
Cash and Cash Equivalents at the Beginning of the Period
286,455
83,219
Cash and Cash Equivalents at the End of the Period
$
298,966
$
146,228
Noncash Activities:
Acquisition of real estate in settlement of loans
$
161
$
1,273
Cash Paid During The Period:
Interest on deposits and borrowed funds
$
62,212
$
39,147
Federal income taxes
$
—
$
2,500
State income taxes
$
—
$
330
See Notes to the Consolidated Financial Statements.
-8-
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 1.
Basis of Presentation
The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles. The consolidated financial statements and the footnotes of First Guaranty Bancshares, Inc. ("First Guaranty") thereto should be read in conjunction with the audited consolidated financial statements and note disclosures for First Guaranty previously filed with the Securities and Exchange Commission in First Guaranty's Annual Report on Form 10-K for the year ended December 31, 2023.
The consolidated financial statements include the accounts of First Guaranty Bancshares, Inc. and its wholly owned subsidiary First Guaranty Bank (the "Bank"). All significant intercompany balances and transactions have been eliminated in consolidation.
In the opinion of management, the accompanying unaudited consolidated financial statements contain all adjustments necessary for a fair presentation of the consolidated financial statements. Those adjustments are of a normal recurring nature. The results of operations at June 30, 2024 and for the three and six month periods ended June 30, 2024 and 2023 are not necessarily indicative of the results expected for the full year or any other interim period. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. Material estimates that are particularly susceptible to significant change in the near-term relate to the determination of the allowance for credit losses, the valuation of real estate acquired in connection with foreclosures or in satisfaction of loans, and the valuation of investment securities.
-9-
Note 2.
Recent Accounting Pronouncements
Accounting Standards Adopted in 2024
None.
Accounting Pronouncements Not Yet Adopted
ASU No. 2023-09, "Improvements to Tax Disclosures" ("ASU 2023-09") is intended to enhance the transparency and decision usefulness of income tax disclosures primarily through changes to the rate reconciliation and income taxes paid information. This update is effective for annual periods beginning after December 15, 2024, though early adoption is permitted. We do not expect it to have a material effect on First Guaranty's consolidated financial statements.
-10-
Note 3.
Securities
A summary comparison of securities by type at June 30, 2024 and December 31, 2023 is shown below.
June 30, 2024
December 31, 2023
(in thousands)
Amortized Cost
Gross
Unrealized Gains
Gross
Unrealized Losses
Fair Value
Amortized Cost
Gross Unrealized Gains
Gross
Unrealized Losses
Fair Value
Available for sale:
U.S. Treasuries
$
—
$
—
$
—
$
—
$
50,048
$
—
$
(
218
)
$
49,830
U.S. Government Agencies
—
—
—
—
—
—
—
—
Corporate debt securities
16,750
—
(
1,111
)
15,639
16,750
3
(
1,279
)
15,474
Municipal bonds
17,167
155
(
416
)
16,906
13,522
31
(
372
)
13,181
Mortgage-backed securities
5,089
—
(
231
)
4,858
5,144
—
(
144
)
5,000
Total available for sale securities
$
39,006
$
155
$
(
1,758
)
$
37,403
$
85,464
$
34
$
(
2,013
)
$
83,485
Held to maturity:
U.S. Government Agencies
$
266,329
$
—
$
(
63,618
)
$
202,711
$
265,896
$
—
$
(
61,532
)
$
204,364
Corporate debt securities
54,915
—
(
6,379
)
48,536
54,822
—
(
5,602
)
49,220
Total held to maturity securities
$
321,244
$
—
$
(
69,997
)
$
251,247
$
320,718
$
—
$
(
67,134
)
$
253,584
The scheduled maturities of securities at June 30, 2024, by contractual maturity, are shown below. Actual maturities may differ from contractual maturities due to calls or prepayments. Mortgage-backed securities are not due at a single maturity because of amortization and potential prepayment of the underlying mortgages. For this reason, they are presented separately in the maturity table below:
At June 30, 2024
(in thousands)
Amortized Cost
Fair Value
Available for sale:
Due in one year or less
$
652
$
649
Due after one year through five years
4,399
4,383
Due after five years through 10 years
21,902
20,864
Over 10 years
6,964
6,649
Subtotal
33,917
32,545
Mortgage-backed securities
5,089
4,858
Total available for sale securities
$
39,006
$
37,403
Held to maturity:
Due in one year or less
$
—
$
—
Due after one year through five years
3,396
3,109
Due after five years through 10 years
138,485
117,982
Over 10 years
179,363
130,156
Total held to maturity securities
$
321,244
$
251,247
At June 30, 2024, $
179.7
million of First Guaranty's securities were pledged to secure public funds deposits and borrowings. The pledged securities had a market value of $
138.5
million as of June 30, 2024.
Accrued interest receivable on First Guaranty's investment securities was $
1.4
million and $
1.8
million at June 30, 2024 and December 31, 2023, respectively, and was included in accrued interest receivable on the consolidated balance sheet. First Guaranty had a $
0.1
million allowance for credit losses related to the held to maturity portfolio at June 30, 2024 and December 31, 2023.
-11-
The following is a summary of the fair value of securities with gross unrealized losses and an aging of those gross unrealized losses at June 30, 2024.
At June 30, 2024
Less Than 12 Months
12 Months or More
Total
(in thousands)
Number
of Securities
Fair Value
Gross
Unrealized
Losses
Number
of Securities
Fair Value
Gross
Unrealized
Losses
Number
of Securities
Fair Value
Gross
Unrealized Losses
Available for sale:
U.S. Treasuries
—
$
—
$
—
—
$
—
$
—
—
$
—
$
—
Corporate debt securities
1
992
(
8
)
15
14,647
(
1,103
)
16
15,639
(
1,111
)
Municipal bonds
14
4,714
(
15
)
39
6,308
(
401
)
53
11,022
(
416
)
Mortgage-backed securities
2
2,569
(
41
)
5
2,289
(
190
)
7
4,858
(
231
)
Total available for sale securities
17
$
8,275
$
(
64
)
59
$
23,244
$
(
1,694
)
76
$
31,519
$
(
1,758
)
Held to maturity:
U.S. Government Agencies
—
$
—
$
—
29
$
202,711
$
(
63,618
)
29
$
202,711
$
(
63,618
)
Corporate debt securities
—
—
—
57
48,536
(
6,379
)
57
48,536
(
6,379
)
Total held to maturity securities
—
$
—
$
—
86
$
251,247
$
(
69,997
)
86
$
251,247
$
(
69,997
)
The following is a summary of the fair value of securities with gross unrealized losses and an aging of those gross unrealized losses at December 31, 2023.
At December 31, 2023
Less Than 12 Months
12 Months or More
Total
(in thousands)
Number
of Securities
Fair Value
Gross
Unrealized
Losses
Number
of Securities
Fair Value
Gross
Unrealized Losses
Number
of Securities
Fair Value
Gross
Unrealized Losses
Available for sale:
U.S. Treasuries
—
$
—
$
—
3
$
49,830
$
(
218
)
3
$
49,830
$
(
218
)
U.S. Government Agencies
—
—
—
—
—
—
—
—
—
Corporate debt securities
—
—
—
15
14,471
(
1,279
)
15
14,471
(
1,279
)
Municipal bonds
12
3,417
(
6
)
41
5,895
(
366
)
53
9,312
(
372
)
Mortgage-backed securities
2
2,606
(
21
)
5
2,394
(
123
)
7
5,000
(
144
)
Total available for sale securities
14
$
6,023
$
(
27
)
64
$
72,590
$
(
1,986
)
78
$
78,613
$
(
2,013
)
Held to maturity:
U.S. Government Agencies
—
$
—
$
—
29
$
204,364
$
(
61,532
)
29
$
204,364
$
(
61,532
)
Corporate debt securities
—
—
—
57
49,220
(
5,602
)
57
49,220
(
5,602
)
Total held to maturity securities
—
$
—
$
—
86
$
253,584
$
(
67,134
)
86
$
253,584
$
(
67,134
)
As of June 30, 2024,
162
of First Guaranty's debt securities had unrealized losses totaling
20.2
% of the individual securities' amortized cost basis and
19.9
% of First Guaranty's total amortized cost basis of the investment securities portfolio.
145
of the
162
securities had been in a continuous loss position for over 12 months at such date. The
145
securities had an aggregate amortized cost basis of $
346.2
million and an unrealized loss of $
71.7
million at June 30, 2024. Management has the intent and ability to hold these debt securities until maturity or until anticipated recovery.
-12-
Securities are evaluated for impairment from credit losses at least quarterly and more frequently when economic or market conditions warrant such evaluation. Consideration is given to (i) the extent to which the fair value has been less than cost, (ii) the financial condition and near-term prospects of the issuer, (iii) the recovery of contractual principal and interest and (iv) the intent and ability of First Guaranty to retain its investment in the issuer for a period of time sufficient to allow for any anticipated recovery in fair value.
Investment securities issued by the U.S. Government and Government sponsored enterprises with unrealized losses and the amount of unrealized losses on those investment securities that are the result of changes in market interest rates will not be credit impaired. First Guaranty has the ability and intent to hold these securities until recovery, which may not be until maturity.
Corporate debt securities in a loss position consist primarily of corporate bonds issued by businesses in the financial, insurance, utility, manufacturing, industrial, consumer products and oil and gas industries. There was
one
held to maturity corporate security with a credit related impairment loss at June 30, 2024. First Guaranty believes that the remaining issuers will be able to fulfill the obligations of these securities based on evaluations described above. First Guaranty has the ability and intent to hold these securities until they recover, which could be at their maturity dates.
There were
no
charge-offs recognized on securities during the six months ended June 30, 2024 and 2023. There were
no
provisions for credit losses recognized on securities during the six months ended June 30, 2024 and 2023.
For securities that have indications of credit related impairment, management analyzes future expected cash flows to determine if any credit related impairment is evident. Estimated cash flows are determined using management's best estimate of future cash flows based on specific assumptions. The assumptions used to determine the cash flows were based on estimates of loss severity and credit default probabilities. Management reviews reports from credit rating agencies and public filings of issuers.
At June 30, 2024, First Guaranty's exposure to bond issuers that exceeded 10% of shareholders' equity is below:
At June 30, 2024
(in thousands)
Amortized Cost
Fair Value
U.S. Government Treasuries (U.S.)
$
—
$
—
Federal Home Loan Bank (FHLB)
32,249
25,729
Federal Home Loan Mortgage Corporation (Freddie Mac-FHLMC)
97,585
69,720
Federal Farm Credit Bank (FFCB)
138,976
109,554
Total
$
268,810
$
205,003
-13-
Note 4.
Loans
The following table summarizes the components of First Guaranty's loan portfolio as of June 30, 2024 and December 31, 2023:
June 30, 2024
December 31, 2023
(in thousands except for %)
Balance
As % of Category
Balance
As % of Category
Real Estate:
Construction & land development
$
355,216
12.5
%
$
399,435
14.5
%
Farmland
38,493
1.3
%
32,530
1.2
%
1- 4 Family
457,263
16.1
%
444,850
16.1
%
Multifamily
160,256
5.6
%
118,921
4.3
%
Non-farm non-residential
1,164,117
41.0
%
1,045,865
37.9
%
Total Real Estate
2,175,345
76.5
%
2,041,601
74.0
%
Non-Real Estate:
Agricultural
47,852
1.7
%
41,008
1.5
%
Commercial and industrial
(1)
300,597
10.6
%
334,972
12.1
%
Commercial leases
269,428
9.5
%
285,415
10.4
%
Consumer and other
47,836
1.7
%
54,485
2.0
%
Total Non-Real Estate
665,713
23.5
%
715,880
26.0
%
Total Loans Before Unearned Income
2,841,058
100.0
%
2,757,481
100.0
%
Unearned income
(
7,708
)
(
8,773
)
Total Loans Net of Unearned Income
$
2,833,350
$
2,748,708
(1) Includes PPP loans fully guaranteed by the SBA of $
2.3
million and $
2.8
million at June 30, 2024 and December 31, 2023, respectively.
Accrued interest receivable on First Guaranty's loans totaled $
16.7
million and $
13.9
million at June 30, 2024 and December 31, 2023, respectively, and is included in accrued interest receivable on the consolidated balance sheet. Accrued interest receivable is excluded from First Guaranty's estimate of the allowance for credit losses.
The following table summarizes fixed and floating rate loans by contractual maturity, excluding nonaccrual loans, as of June 30, 2024 and December 31, 2023 unadjusted for scheduled principal payments, prepayments, or repricing opportunities. The average life of the loan portfolio may be substantially less than the contractual terms when these adjustments are considered.
June 30, 2024
December 31, 2023
(in thousands)
Fixed
Floating
Total
Fixed
Floating
Total
One year or less
$
210,374
$
131,394
$
341,768
$
268,864
$
88,884
$
357,748
More than one to five years
725,809
332,564
1,058,373
782,754
357,981
1,140,735
More than five to 15 years
79,759
306,513
386,272
88,490
269,918
358,408
Over 15 years
380,859
611,461
992,320
334,337
541,066
875,403
Subtotal
$
1,396,801
$
1,381,932
2,778,733
$
1,474,445
$
1,257,849
2,732,294
Nonaccrual loans
62,325
25,187
Total Loans Before Unearned Income
2,841,058
2,757,481
Unearned income
(
7,708
)
(
8,773
)
Total Loans Net of Unearned Income
$
2,833,350
$
2,748,708
Included in floating rate loans are loans that adjust to a floating rate following an initial fixed rate period. The initial fixed rate periods are typically
one
,
three
, or
five years
.
-14-
The following tables present the age analysis of past due loans at June 30, 2024 and December 31, 2023:
As of June 30, 2024
(in thousands)
30-89 Days Past Due
90 Days or Greater
Total Past Due
Current
Total Loans
Recorded Investment
90 Days Accruing
Real Estate:
Construction & land development
$
2,298
$
2,314
$
4,612
$
350,604
$
355,216
$
—
Farmland
425
666
1,091
37,402
38,493
—
1- 4 family
8,775
7,977
16,752
440,511
457,263
77
Multifamily
3,978
537
4,515
155,741
160,256
—
Non-farm non-residential
29,075
41,748
70,823
1,093,294
1,164,117
122
Total Real Estate
44,551
53,242
97,793
2,077,552
2,175,345
199
Non-Real Estate:
Agricultural
565
1,379
1,944
45,908
47,852
—
Commercial and industrial
1,402
4,084
5,486
295,111
300,597
—
Commercial leases
—
3,552
3,552
265,876
269,428
—
Consumer and other
1,024
267
1,291
46,545
47,836
—
Total Non-Real Estate
2,991
9,282
12,273
653,440
665,713
—
Total Loans Before Unearned Income
$
47,542
$
62,524
$
110,066
$
2,730,992
$
2,841,058
$
199
Unearned income
(
7,708
)
Total Loans Net of Unearned Income
$
2,833,350
As of December 31, 2023
(in thousands)
30-89 Days Past Due
90 Days or Greater
Total Past Due
Current
Total Loans
Recorded Investment
90 Days Accruing
Real Estate:
Construction & land development
$
1,281
$
530
$
1,811
$
397,624
$
399,435
$
—
Farmland
97
836
933
31,597
32,530
—
1- 4 family
3,929
7,109
11,038
433,812
444,850
124
Multifamily
824
537
1,361
117,560
118,921
—
Non-farm non-residential
1,020
24,451
25,471
1,020,394
1,045,865
14,711
Total Real Estate
7,151
33,463
40,614
2,000,987
2,041,601
14,835
Non-Real Estate:
Agricultural
240
1,426
1,666
39,342
41,008
57
Commercial and industrial
2,483
1,976
4,459
330,513
334,972
395
Commercial leases
—
1,799
1,799
283,616
285,415
—
Consumer and other
1,037
1,810
2,847
51,638
54,485
—
Total Non-Real Estate
3,760
7,011
10,771
705,109
715,880
452
Total Loans Before Unearned Income
$
10,911
$
40,474
$
51,385
$
2,706,096
$
2,757,481
$
15,287
Unearned income
(
8,773
)
Total Loans Net of Unearned Income
$
2,748,708
The tables above include $
62.3
million and $
25.2
million of nonaccrual loans at June 30, 2024 and December 31, 2023, respectively. See the tables below for more detail on nonaccrual loans.
-15-
The following is a summary of nonaccrual loans by class at the dates indicated:
As of June 30, 2024
(in thousands)
With Related Allowance
Without Related Allowance
Total
Real Estate:
Construction & land development
$
1,945
$
369
$
2,314
Farmland
265
401
666
1- 4 family
6,444
1,456
7,900
Multifamily
—
537
537
Non-farm non-residential
3,573
38,053
41,626
Total Real Estate
12,227
40,816
53,043
Non-Real Estate:
Agricultural
754
625
1,379
Commercial and industrial
3,460
624
4,084
Commercial leases
—
3,552
3,552
Consumer and other
267
—
267
Total Non-Real Estate
4,481
4,801
9,282
Total Nonaccrual Loans
$
16,708
$
45,617
$
62,325
As of December 31, 2023
(in thousands)
With Related Allowance
Without Related Allowance
Total
Real Estate:
Construction & land development
$
530
$
—
$
530
Farmland
511
325
836
1- 4 family
5,417
1,568
6,985
Multifamily
—
537
537
Non-farm non-residential
8,730
1,010
9,740
Total Real Estate
15,188
3,440
18,628
Non-Real Estate:
Agricultural
399
970
1,369
Commercial and industrial
1,581
—
1,581
Commercial leases
—
1,799
1,799
Consumer and other
1,810
—
1,810
Total Non-Real Estate
3,790
2,769
6,559
Total Nonaccrual Loans
$
18,978
$
6,209
$
25,187
-16-
The following table presents First Guaranty's loan portfolio by credit quality classification and origination year as of the date indicated:
As of June 30, 2024
Term Loans by Origination Year
(in thousands)
2024
2023
2022
2021
2020
Prior
Revolving Loans
Total
Real Estate:
Construction & land development:
Pass
$
32,123
$
136,823
$
124,746
$
18,402
$
1,826
7,571
$
17,079
$
338,570
Special Mention
—
180
408
164
83
296
—
1,131
Substandard
6,132
5,951
1,340
452
263
1,287
—
15,425
Doubtful
—
—
—
90
—
—
—
90
Total Construction & land development
38,255
142,954
126,494
19,108
2,172
9,154
17,079
355,216
Current period gross charge-offs
—
—
39
—
—
—
—
39
Farmland
Pass
1,022
12,489
3,959
3,316
1,682
3,556
3,634
29,658
Special Mention
—
—
214
—
1,780
178
807
2,979
Substandard
—
—
—
2,667
2,552
637
—
5,856
Doubtful
—
—
—
—
—
—
—
—
Total Farmland
1,022
12,489
4,173
5,983
6,014
4,371
4,441
38,493
Current period gross charge-offs
—
—
258
—
—
—
—
258
1- 4 family
Pass
36,519
105,531
102,692
67,515
39,471
61,994
17,768
431,490
Special Mention
337
1,516
1,552
368
1,096
1,971
472
7,312
Substandard
—
4,141
2,638
4,593
1,595
4,716
380
18,063
Doubtful
—
—
72
—
—
253
73
398
Total 1- 4 family
36,856
111,188
106,954
72,476
42,162
68,934
18,693
457,263
Current period gross charge-offs
—
—
50
59
—
664
—
773
Multifamily
Pass
450
7,578
75,013
47,967
14,856
1,000
1,066
147,930
Special Mention
—
—
7,063
—
—
2,595
22
9,680
Substandard
—
—
2,109
—
—
537
—
2,646
Doubtful
—
—
—
—
—
—
—
—
Total Multifamily
450
7,578
84,185
47,967
14,856
4,132
1,088
160,256
Current period gross charge-offs
—
—
—
—
—
—
—
—
Non-farm non-residential
Pass
65,262
179,120
245,127
109,042
86,100
317,168
44,387
1,046,206
Special Mention
2,508
3,107
409
24,681
388
16,858
2,127
50,078
Substandard
1,452
1,655
37,156
19,367
—
4,978
3,159
67,767
Doubtful
—
—
—
—
66
—
—
66
Total non-farm non-residential
69,222
183,882
282,692
153,090
86,554
339,004
49,673
1,164,117
Current period gross charge-offs
—
3,789
—
—
331
—
—
4,120
Total Real Estate
145,805
458,091
604,498
298,624
151,758
425,595
90,974
2,175,345
Non-Real Estate:
Agricultural
Pass
1,376
3,417
8,356
3,027
1,189
3,520
21,807
42,692
Special Mention
—
25
1,805
10
143
101
64
2,148
Substandard
147
27
—
692
158
1,958
2
2,984
Doubtful
—
—
—
—
—
28
—
28
Total Agricultural
1,523
3,469
10,161
3,729
1,490
5,607
21,873
47,852
Current period gross charge-offs
—
—
—
33
—
—
—
33
Commercial and industrial
Pass
18,478
29,976
21,867
43,129
43,502
34,518
87,219
278,689
-17-
Special Mention
4,347
561
74
59
120
70
3,672
8,903
Substandard
30
332
243
182
361
2,303
9,554
13,005
Doubtful
—
—
—
—
—
—
—
—
Total Commercial and industrial
22,855
30,869
22,184
43,370
43,983
36,891
100,445
300,597
Current period gross charge-offs
—
302
693
238
2,133
204
—
3,570
Commercial leases
Pass
46,495
64,680
97,199
52,720
4,782
—
—
265,876
Special Mention
—
—
—
—
—
—
—
—
Substandard
—
—
3,552
—
—
—
—
3,552
Doubtful
—
—
—
—
—
—
—
—
Total Commercial leases
46,495
64,680
100,751
52,720
4,782
—
—
269,428
Current period gross charge-offs
—
—
—
—
—
—
—
—
Consumer and other loans
Pass
5,552
18,015
6,264
4,562
5,198
7,056
—
46,647
Special Mention
—
30
79
124
44
25
—
302
Substandard
25
123
356
242
70
64
—
880
Doubtful
—
—
—
—
—
7
—
7
Total Consumer and other loans
5,577
18,168
6,699
4,928
5,312
7,152
—
47,836
Current period gross charge-offs
143
524
748
536
234
74
—
2,259
Total Non-Real Estate
76,450
117,186
139,795
104,747
55,567
49,650
122,318
665,713
Total Loans
Pass
207,277
557,629
685,223
349,680
198,606
436,383
192,960
2,627,758
Special Mention
7,192
5,419
11,604
25,406
3,654
22,094
7,164
82,533
Substandard
7,786
12,229
47,394
28,195
4,999
16,480
13,095
130,178
Doubtful
—
—
72
90
66
288
73
589
Total Loans Before Unearned Income
$
222,255
$
575,277
$
744,293
$
403,371
$
207,325
$
475,245
$
213,292
$
2,841,058
Unearned income
(
7,708
)
Total Loans Net of Unearned Income
$
2,833,350
Total Current Period Gross Charge-offs
$
143
$
4,615
$
1,788
$
866
$
2,698
$
942
$
—
$
11,052
As of December 31, 2023
Term Loans by Origination Year
(in thousands)
2023
2022
2021
2020
2019
Prior
Revolving Loans
Total
Real Estate:
Construction & land development:
Pass
$
134,527
$
140,068
$
75,884
$
3,369
$
8,533
11,940
$
18,907
$
393,228
Special Mention
789
1,579
170
—
90
250
—
2,878
Substandard
—
716
458
263
94
1,668
—
3,199
Doubtful
—
39
91
—
—
—
—
130
Total Construction & land development
135,316
142,402
76,603
3,632
8,717
13,858
18,907
399,435
Current period gross charge-offs
—
—
—
—
—
—
—
—
Farmland
Pass
9,513
4,032
3,340
1,768
253
2,730
2,162
23,798
Special Mention
—
194
—
514
—
359
—
1,067
Substandard
—
251
1,369
3,877
115
653
1,355
7,620
Doubtful
—
—
—
—
—
—
45
45
Total Farmland
9,513
4,477
4,709
6,159
368
3,742
3,562
32,530
Current period gross charge-offs
—
—
—
—
—
—
—
—
-18-
1- 4 family
Pass
112,636
110,978
70,599
41,766
19,542
47,374
17,215
420,110
Special Mention
1,307
2,505
749
1,544
775
997
667
8,544
Substandard
48
2,625
5,368
1,357
1,956
3,086
773
15,213
Doubtful
—
122
391
—
239
159
72
983
Total 1- 4 family
113,991
116,230
77,107
44,667
22,512
51,616
18,727
444,850
Current period gross charge-offs
—
—
—
—
—
964
—
964
Multifamily
Pass
9,945
76,217
6,121
15,131
1,877
2,311
5,110
116,712
Special Mention
—
—
—
—
—
1,648
24
1,672
Substandard
—
—
—
—
—
537
—
537
Doubtful
—
—
—
—
—
—
—
—
Total Multifamily
9,945
76,217
6,121
15,131
1,877
4,496
5,134
118,921
Current period gross charge-offs
—
—
—
—
—
—
—
—
Non-farm non-residential
Pass
162,234
247,182
111,054
88,039
73,797
256,032
33,907
972,245
Special Mention
708
369
1,014
388
15,846
5,191
1,525
25,041
Substandard
247
18,930
18,488
—
—
6,125
4,723
48,513
Doubtful
—
—
—
66
—
—
—
66
Total non-farm non-residential
163,189
266,481
130,556
88,493
89,643
267,348
40,155
1,045,865
Current period gross charge-offs
—
—
—
138
—
—
—
138
Total Real Estate
431,954
605,807
295,096
158,082
123,117
341,060
86,485
2,041,601
Non-Real Estate:
Agricultural
Pass
2,555
10,406
3,142
1,336
1,532
2,378
16,259
37,608
Special Mention
—
104
—
81
—
—
25
210
Substandard
—
—
692
279
20
2,100
57
3,148
Doubtful
—
—
—
—
—
42
—
42
Total Agricultural
2,555
10,510
3,834
1,696
1,552
4,520
16,341
41,008
Current period gross charge-offs
—
—
—
—
—
—
—
—
Commercial and industrial
Pass
41,105
27,800
48,097
53,585
5,613
27,634
119,886
323,720
Special Mention
63
37
4,382
146
—
53
598
5,279
Substandard
45
283
178
602
27
4,531
145
5,811
Doubtful
—
—
—
—
—
162
—
162
Total Commercial and industrial
41,213
28,120
52,657
54,333
5,640
32,380
120,629
334,972
Current period gross charge-offs
29
791
133
532
—
209
—
1,694
Commercial leases
Pass
74,456
117,566
67,615
6,087
4,428
—
—
270,152
Special Mention
—
11,867
1,597
—
—
—
—
13,464
Substandard
—
1,799
—
—
—
—
—
1,799
Doubtful
—
—
—
—
—
—
—
—
Total Commercial leases
74,456
131,232
69,212
6,087
4,428
—
—
285,415
Current period gross charge-offs
—
—
—
—
—
—
—
—
Consumer and other loans
Pass
21,257
8,770
6,463
6,164
650
7,887
150
51,341
Special Mention
36
151
255
87
15
19
—
563
Substandard
164
1,077
790
265
86
68
—
2,450
Doubtful
—
—
34
79
2
16
—
131
Total Consumer and other loans
21,457
9,998
7,542
6,595
753
7,990
150
54,485
Current period gross charge-offs
598
1,126
820
359
28
44
—
2,975
Total Non-Real Estate
139,681
179,860
133,245
68,711
12,373
44,890
137,120
715,880
Total Loans
-19-
Pass
568,228
743,019
392,315
217,245
116,225
358,286
213,596
2,608,914
Special Mention
2,903
16,806
8,167
2,760
16,726
8,517
2,839
58,718
Substandard
504
25,681
27,343
6,643
2,298
18,768
7,053
88,290
Doubtful
—
161
516
145
241
379
117
1,559
Total Loans Before Unearned Income
$
571,635
$
785,667
$
428,341
$
226,793
$
135,490
$
385,950
$
223,605
$
2,757,481
Unearned income
(
8,773
)
Total Loans Net of Unearned Income
$
2,748,708
Total Current Period Gross Charge-offs
$
627
$
1,917
$
953
$
1,029
$
28
$
1,217
$
—
$
5,771
-20-
Note 5.
Allowance for Credit Losses on Loans
A summary of changes in the allowance for credit losses, by portfolio type, for the six months ended June 30, 2024 and 2023 are as follows:
For the Six Months Ended June 30,
2024
(in thousands)
Beginning Allowance (12/31/2023)
Charge-offs
Recoveries
Provision
Ending Allowance (6/30/2024)
Real Estate:
Construction & land development
$
5,845
$
(
39
)
$
1
$
(
919
)
$
4,888
Farmland
36
(
258
)
—
247
25
1- 4 family
6,653
(
773
)
7
763
6,650
Multifamily
1,614
—
—
101
1,715
Non-farm non-residential
10,596
(
4,120
)
21
2,440
8,937
Total Real Estate
24,744
(
5,190
)
29
2,632
22,215
Non-Real Estate:
Agricultural
97
(
33
)
18
20
102
Commercial and industrial
2,711
(
3,570
)
126
2,515
1,782
Commercial leases
1,948
—
—
(
50
)
1,898
Consumer and other
1,426
(
2,259
)
331
3,154
2,652
Unallocated
—
—
—
1,638
1,638
Total Non-Real Estate
6,182
(
5,862
)
475
7,277
8,072
Total
$
30,926
$
(
11,052
)
$
504
$
9,909
$
30,287
For the Six Months Ended June 30,
2023
(in thousands)
Beginning Allowance (12/31/2022)
ASC 326 Adoption Day 1 Adjustment
Charge-offs
Recoveries
Provision
Ending Allowance (6/30/2023)
Real Estate:
Construction & land development
$
1,232
$
1,891
$
—
$
—
$
737
$
3,860
Farmland
83
(
39
)
—
—
3
47
1- 4 family
1,761
3,465
(
100
)
6
937
6,069
Multifamily
746
1,418
—
—
73
2,237
Non-farm non-residential
9,280
307
(
138
)
211
278
9,938
Total Real Estate
13,102
7,042
(
238
)
217
2,028
22,151
Non-Real Estate:
Agricultural
240
(
98
)
—
407
(
407
)
142
Commercial and industrial
2,194
2,971
(
45
)
159
(
1,476
)
3,803
Commercial leases
4,879
(
162
)
—
—
(
2,525
)
2,192
Consumer and other
2,506
(
1,042
)
(
1,265
)
216
1,147
1,562
Unallocated
597
(
591
)
—
—
2,005
2,011
Total Non-Real Estate
10,416
1,078
(
1,310
)
782
(
1,256
)
9,710
Total
$
23,518
$
8,120
$
(
1,548
)
$
999
$
772
$
31,861
Negative provisions are caused by changes in the composition and credit quality of the loan portfolio and by recoveries. The result is an allocation of the credit loss reserve from one category to another.
-21-
A summary of the allowance along with loans and leases individually and collectively evaluated are as follows:
As of June 30, 2024
(in thousands)
Allowance
Individually
Evaluated
Allowance
Collectively Evaluated
Total Allowance
for Credit Losses
Loans
Individually
Evaluated
Loans
Collectively
Evaluated
Total Loans
before
Unearned Income
Real Estate:
Construction & land development
$
—
$
4,888
$
4,888
$
1,907
$
353,309
$
355,216
Farmland
—
25
25
5,620
32,873
38,493
1- 4 family
—
6,650
6,650
3,759
453,504
457,263
Multifamily
—
1,715
1,715
537
159,719
160,256
Non-farm non-residential
182
8,755
8,937
40,571
1,123,546
1,164,117
Total Real Estate
182
22,033
22,215
52,394
2,122,951
2,175,345
Non-Real Estate:
Agricultural
11
91
102
1,472
46,380
47,852
Commercial and industrial
152
1,630
1,782
1,487
299,110
300,597
Commercial leases
—
1,898
1,898
3,552
265,876
269,428
Consumer and other
—
2,652
2,652
—
47,836
47,836
Unallocated
—
1,638
1,638
—
—
—
Total Non-Real Estate
163
7,909
8,072
6,511
659,202
665,713
Total
$
345
$
29,942
$
30,287
$
58,905
$
2,782,153
2,841,058
Unearned Income
(
7,708
)
Total Loans Net of Unearned Income
$
2,833,350
All loans individually evaluated for impairment as of June 30, 2024 were considered collateral dependent loans.
As of December 31, 2023
(in thousands)
Allowance
Individually
Evaluated
Allowance
Collectively Evaluated
Total Allowance
for Credit Losses
Loans
Individually
Evaluated
Loans
Collectively
Evaluated
Total Loans
before
Unearned Income
Real Estate:
Construction & land development
$
—
$
5,845
$
5,845
$
1,389
$
398,046
$
399,435
Farmland
—
36
36
5,670
26,860
32,530
1- 4 family
316
6,337
6,653
5,066
439,784
444,850
Multifamily
—
1,614
1,614
537
118,384
118,921
Non-farm non-residential
3,047
7,549
10,596
46,571
999,294
1,045,865
Total Real Estate
3,363
21,381
24,744
59,233
1,982,368
2,041,601
Non-Real Estate:
Agricultural
1
96
97
1,466
39,542
41,008
Commercial and industrial
758
1,953
2,711
4,464
330,508
334,972
Commercial leases
—
1,948
1,948
1,799
283,616
285,415
Consumer and other
—
1,426
1,426
—
54,485
54,485
Unallocated
—
—
—
—
—
—
Total Non-Real Estate
759
5,423
6,182
7,729
708,151
715,880
Total
$
4,122
$
26,804
$
30,926
$
66,962
$
2,690,519
2,757,481
Unearned Income
(
8,773
)
Total loans net of unearned income
$
2,748,708
All loans individually evaluated for impairment as of December 31, 2023 were considered collateral dependent loans.
-22-
Note 6.
Goodwill and Other Intangible Assets
Goodwill and intangible assets deemed to have indefinite lives are no longer amortized but are subject to impairment testing. Other intangible assets continue to be amortized over their useful lives. First Guaranty's goodwill is the difference in purchase price over the fair value of net assets acquired from its acquisition of Homestead Bancorp in 2007, Premier Bancshares, Inc. in 2017 and Union Bancshares, Incorporated in 2019. Goodwill totaled $
12.9
million at June 30, 2024 and December 31, 2023.
No
impairment charges have been recognized on First Guaranty's intangible assets since acquisition. Loan servicing assets totaled $
0.5
million at June 30, 2024 and December 31, 2023. Other intangible assets recorded include core deposit intangibles, which are subject to amortization. The weighted-average amortization period remaining for First Guaranty's core deposit intangibles is
4.8
years at June 30, 2024. The core deposits intangible reflect the value of deposit relationships, including the beneficial rates, which arose from acquisitions.
Note 7.
Other Real Estate (ORE)
Other real estate owned consists of the following at the dates indicated:
(in thousands)
June 30, 2024
December 31, 2023
Real Estate Owned Acquired by Foreclosure:
Residential
$
141
$
309
Construction & land development
201
251
Non-farm non-residential
690
690
Total Other Real Estate Owned and Foreclosed Property
1,032
1,250
Allowance for Other Real Estate Owned losses
—
—
Net Other Real Estate Owned and Foreclosed Property
$
1,032
$
1,250
Loans secured by one-to-four family residential properties in the process of foreclosure totaled $
1.5
million as of June 30, 2024.
-23-
Note 8.
Commitments and Contingencies
Off-balance sheet commitments
First Guaranty is a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of its customers and to reduce its own exposure to fluctuations in interest rates. These financial instruments include commitments to extend credit and standby and commercial letters of credit. Those instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the consolidated balance sheets. The contract or notional amounts of those instruments reflect the extent of the involvement in particular classes of financial instruments.
The exposure to credit loss in the event of nonperformance by the other party to the financial instrument for commitments to extend credit and standby and commercial letters of credit is represented by the contractual notional amount of those instruments. The same credit policies are used in making commitments and conditional obligations as it does for balance sheet instruments. Unless otherwise noted, collateral or other security is not required to support financial instruments with credit risk.
Below is a summary of the notional amounts of the financial instruments with off-balance sheet risk at June 30, 2024 and December 31, 2023:
Contract Amount
(in thousands)
June 30, 2024
December 31, 2023
Commitments to Extend Credit
$
225,503
$
304,218
Unfunded Commitments under lines of credit
$
180,500
$
214,546
Commercial and Standby letters of credit
$
14,683
$
13,971
Allowance For Credit Losses - Off- Balance-Sheet Credit Exposures
The provision for credit losses on unfunded commitments was a reversal of $
0.8
million for the six months ended June 30, 2024. The ACL on off-balance-sheet credit exposures total $
2.0
million at June 30, 2024 and $
2.8
million at December 31, 2023 and is included in other liabilities on the accompanying consolidated balance sheets.
Litigation
First Guaranty is subject to various legal proceedings in the normal course of its business. First Guaranty assesses its liabilities and contingencies in connection with outstanding legal proceedings. Where it is probable that First Guaranty will incur a loss and the amount of the loss can be reasonably estimated, First Guaranty records a liability in its consolidated financial statements. First Guaranty does not record a loss if the loss is not probable or the amount of the loss is not estimable. First Guaranty Bank is a defendant in a lawsuit alleging fault for a loss of funds by a customer related to fraud by a third party with a possible loss range of $
0.0 million
to $
1.5
million. The Bank denies the allegations and intends to vigorously defend against this lawsuit, which is in early stages and no trial date has been set.
No
accrued liability has been recorded related to this lawsuit. First Guaranty settled a case in the third quarter of 2021 for $
1.1
million. A receivable for $
0.9
million was recorded for recovery by a claim against First Guaranty's insurer. During the second quarter of 2024, First Guaranty received $
0.5
million of the $
0.9
million receivable. The remaining $
0.4
million was written off. In the opinion of management, neither First Guaranty nor First Guaranty Bank is currently involved in such legal proceedings, either individually or in the aggregate, that the resolution is expected to have a material adverse effect on First Guaranty’s consolidated results of operations, financial condition, or cash flows. However, one or more unfavorable outcomes in these ordinary claims or litigation against First Guaranty or First Guaranty Bank could have a material adverse effect for the period in which they are resolved. In addition, regardless of their merits or ultimate outcomes, such matters are costly, divert management’s attention, and may materially and adversely affect the reputation of First Guaranty and First Guaranty Bank, even if resolved favorably.
-24-
Note 9.
Fair Value Measurements
The fair value of a financial instrument is the current amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. A fair value measurement assumes that the transaction to sell the asset or transfer the liability occurs in the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market for the asset or liability. Valuation techniques use certain inputs to arrive at fair value. Inputs to valuation techniques are the assumptions that market participants would use in pricing the asset or liability. They may be observable or unobservable. First Guaranty uses a fair value hierarchy for valuation inputs that gives the highest priority to quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The fair value hierarchy is as follows:
Level 1 Inputs
– Unadjusted quoted market prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date.
Level 2 Inputs
– Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These might include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (such as interest rates, volatilities, prepayment speeds or credit risks) or inputs that are derived principally from or corroborated by market data by correlation or other means.
Level 3 Inputs
– Unobservable inputs for determining the fair values of assets or liabilities that reflect an entity's own assumptions about the assumptions that market participants would use in pricing the assets or liabilities.
A description of the valuation methodologies used for instruments measured at fair value follows, as well as the classification of such instruments within the valuation hierarchy.
Securities available for sale.
Securities are classified within Level 1 where quoted market prices are available in an active market. Inputs include securities that have quoted prices in active markets for identical assets. If quoted market prices are unavailable, fair value is estimated using quoted prices of securities with similar characteristics, at which point the securities would be classified within Level 2 of the hierarchy. Securities classified within Level 3 in First Guaranty's portfolio as of June 30, 2024 includes corporate debt and municipal securities.
Loan individually evaluated for impairment.
Fair value is measured by either the fair value of the collateral if the loan is collateral dependent (Level 2 or Level 3), or the present value of expected future cash flows, discounted at the loan's effective interest rate (Level 3). Fair value of the collateral is determined by appraisals or by independent valuation.
Other real estate owned.
Properties are recorded at the balance of the loan or at estimated fair value less estimated selling costs, whichever is less, at the date acquired. Fair values of other real estate owned ("OREO") are determined by sales agreement or appraisal, and costs to sell are based on estimation per the terms and conditions of the sales agreement or amounts commonly used in real estate transactions. Inputs include appraisal values or recent sales activity for similar assets in the property's market; thus, OREO measured at fair value would be classified within either Level 2 or Level 3 of the hierarchy.
Certain non-financial assets and non-financial liabilities are measured at fair value on a non-recurring basis including assets and liabilities related to reporting units measured at fair value in the testing of goodwill impairment, as well as intangible assets and other non-financial long-lived assets measured at fair value for impairment assessment.
The following table summarizes financial assets measured at fair value on a recurring basis as of June 30, 2024 and December 31, 2023, segregated by the level of the valuation inputs within the fair value hierarchy utilized to measure fair value:
(in thousands)
June 30, 2024
December 31, 2023
Available for Sale Securities Fair Value Measurements Using:
Level 1: Quoted Prices in Active Markets For Identical Assets
$
—
$
49,830
Level 2: Significant Other Observable Inputs
27,375
23,172
Level 3: Significant Unobservable Inputs
10,028
10,483
Securities available for sale measured at fair value
$
37,403
$
83,485
First Guaranty's valuation methodologies may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. While the methodologies used are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different estimate of fair value.
The change in Level 1 securities available for sale from December 31, 2023 to June 30, 2024 was due to a net decrease in Treasury bills of $
49.8
million. There were no transfers between Level 2 and Level 3 from December 31, 2023 to June 30, 2024. There were no transfers between Level 1 and 2 securities available for sale from December 31, 2023 to June 30, 2024.
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The following table reconciles assets measured at fair value on a recurring basis using unobservable inputs
(Level 3)
:
Level 3 Changes
(in thousands)
June 30, 2024
Balance, beginning of year
$
10,483
Total gains or losses (realized/unrealized):
Included in earnings
—
Included in other comprehensive income
14
Purchases, sales, issuances and settlements, net
(
469
)
Transfers in and/or out of Level 3
—
Balance as of end of period
$
10,028
There were no gains or losses for the period included in earnings attributable to the change in unrealized gains or losses related to assets still held as of June 30, 2024.
The following table measures financial assets and financial liabilities measured at fair value on a non-recurring basis as of June 30, 2024 and December 31, 2023, segregated by the level of valuation inputs within the fair value hierarchy utilized to measure fair value:
(in thousands)
At June 30, 2024
At December 31, 2023
Fair Value Measurements Using: Loans Individually Evaluated for Impairment
Level 1: Quoted Prices in Active Markets For Identical Assets
$
—
$
—
Level 2: Significant Other Observable Inputs
—
—
Level 3: Significant Unobservable Inputs
4,663
8,083
Loans individually evaluated for impairment measured at fair value
$
4,663
$
8,083
Fair Value Measurements Using: Other Real Estate Owned
Level 1: Quoted Prices in Active Markets For Identical Assets
$
—
$
—
Level 2: Significant Other Observable Inputs
303
1,250
Level 3: Significant Unobservable Inputs
729
—
Other real estate owned measured at fair value
$
1,032
$
1,250
ASC 825-10 provides First Guaranty with an option to report selected financial assets and liabilities at fair value. The fair value option established by this statement permits First Guaranty to choose to measure eligible items at fair value at specified election dates and report unrealized gains and losses on items for which the fair value option has been elected in earnings at each reporting date subsequent to implementation.
First Guaranty has chosen not to elect the fair value option for any items that are not already required to be measured at fair value in accordance with accounting principles generally accepted in the United States.
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Note 10.
Financial Instruments
Fair value estimates are generally subjective in nature and are dependent upon a number of significant assumptions associated with each instrument or group of similar instruments, including estimates of discount rates, risks associated with specific financial instruments, estimates of future cash flows and relevant available market information. Fair value information is intended to represent an estimate of an amount at which a financial instrument could be exchanged in a current transaction between a willing buyer and seller engaging in an exchange transaction. However, since there are no established trading markets for a significant portion of First Guaranty's financial instruments, First Guaranty may not be able to immediately settle financial instruments; as such, the fair values are not necessarily indicative of the amounts that could be realized through immediate settlement. In addition, the majority of the financial instruments, such as loans and deposits, are held to maturity and are realized or paid according to the contractual agreement with the customer.
Quoted market prices are used to estimate fair values when available. However, due to the nature of the financial instruments, in many instances quoted market prices are not available. Accordingly, estimated fair values have been estimated based on other valuation techniques, such as discounting estimated future cash flows using a rate commensurate with the risks involved or other acceptable methods. Fair values are estimated without regard to any premium or discount that may result from concentrations of ownership of financial instruments, possible income tax ramifications or estimated transaction costs. The fair value estimates are subjective in nature and involve matters of significant judgment and, therefore, cannot be determined with precision. Fair values are also estimated at a specific point in time and are based on interest rates and other assumptions at that date. As events change the assumptions underlying these estimates, the fair values of financial instruments will change.
Disclosure of fair values is not required for certain items such as lease financing, investments accounted for under the equity method of accounting, obligations of pension and other postretirement benefits, premises and equipment, other real estate, prepaid expenses, the value of long-term relationships with depositors (core deposit intangibles) and other customer relationships, other intangible assets and income tax assets and liabilities. Fair value estimates are presented for existing on- and off-balance sheet financial instruments without attempting to estimate the value of anticipated future business and the value of assets and liabilities that are not considered financial instruments. In addition, the tax ramifications related to the realization of the unrealized gains and losses have not been considered in the estimates. Accordingly, the aggregate fair value amounts presented do not purport to represent and should not be considered representative of the underlying market or franchise value of First Guaranty.
Because the standard permits many alternative calculation techniques and because numerous assumptions have been used to estimate the fair values, reasonable comparison of the fair value information with other financial institutions' fair value information cannot necessarily be made. The methods and assumptions used to estimate the fair values of financial instruments are as follows:
Cash and due from banks, interest-bearing deposits with banks, federal funds sold and federal funds purchased.
These items are generally short-term and the carrying amounts reported in the consolidated balance sheets are a reasonable estimation of the fair values.
Investment Securities.
Fair values are principally based on quoted market prices. If quoted market prices are not available, fair values are based on quoted market prices of comparable instruments or the use of discounted cash flow analyses.
Loans Held for Sale.
Fair values of mortgage loans held for sale are based on commitments on hand from investors or prevailing market prices. These loans are classified within level 3 of the fair value hierarchy.
Loans, net.
Market values are computed present values using net present value formulas. The present value is the sum of the present value of all projected cash flows on an item at a specified discount rate. The discount rate is set as an appropriate rate index, plus or minus an appropriate spread. These loans are classified within level 3 of the fair value hierarchy.
Loan individually evaluated for impairment.
Fair value is measured by either the fair value of the collateral if the loan is collateral dependent (Level 2 or Level 3), or the present value of expected future cash flows, discounted at the loan's effective interest rate (Level 3). Fair value of the collateral is determined by appraisals or by independent valuation.
Cash Surrender of BOLI.
The cash surrender value of BOLI approximates fair value.
Accrued interest receivable.
The carrying amount of accrued interest receivable approximates its fair value.
Deposits.
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The fair value of customer deposits, excluding certificates of deposit, is the amount payable on demand. Market values of certificates of deposit are actually computed present values using net present value formulas. The present value is the sum of the present value of all projected cash flows on an item at a specified discount rate. The discount rate is set as an appropriate rate index, plus or minus an appropriate spread. Deposits are classified within level 3 of the fair value hierarchy.
Accrued interest payable.
The carrying amount of accrued interest payable approximates its fair value.
Borrowings.
The carrying amount of federal funds purchased and other short-term borrowings approximate their fair values. The fair value of First Guaranty's long-term borrowings is computed using net present value formulas. The present value is the sum of the present value of all projected cash flows on an item at a specified discount rate. The discount rate is set as an appropriate rate index, plus or minus an appropriate spread. Borrowings are classified within level 3 of the fair value hierarchy.
Other Unrecognized Financial Instruments.
The fair value of commitments to extend credit is estimated using the fees charged to enter into similar legally binding agreements, taking into account the remaining terms of the agreements and customers' credit ratings. For fixed-rate loan commitments, fair value also considers the difference between current levels of interest rates and the committed rates. The fair values of letters of credit are based on fees charged for similar agreements or on estimated cost to terminate them or otherwise settle the obligations with the counterparties at the reporting date. At June 30, 2024 and December 31, 2023, the fair value of guarantees under commercial and standby letters of credit was not material.
The carrying amounts and estimated fair values of financial instruments at June 30, 2024 were as follows:
Fair Value Measurements at June 30, 2024 Using
(in thousands)
Carrying Amount
Level 1
Level 2
Level 3
Total
Assets
Cash and due from banks
$
298,574
$
298,574
$
—
$
—
$
298,574
Federal funds sold
392
392
—
—
392
Securities, available for sale
37,403
—
27,375
10,028
37,403
Securities, held for maturity
321,164
—
251,247
—
251,247
Loans held for sale
—
—
—
—
—
Loans, net
2,803,063
—
—
2,650,629
2,650,629
Cash surrender value of BOLI
5,935
—
—
5,935
5,935
Accrued interest receivable
18,137
—
—
18,137
18,137
Liabilities
Deposits
$
3,043,451
$
—
$
—
$
3,041,490
3,041,490
Short-term advances from Federal Home Loan Bank
60,000
60,000
60,000
Short-term borrowings
—
—
—
—
—
Repurchase agreements
6,971
—
—
6,956
6,956
Accrued interest payable
12,991
—
—
12,991
12,991
Long-term advances from Federal Home Loan Bank
155,000
—
—
153,791
153,791
Senior long-term debt
17,156
—
—
17,289
17,289
Junior subordinated debentures
44,715
—
—
44,715
44,715
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The carrying amounts and estimated fair values of financial instruments at December 31, 2023 were as follows:
Fair Value Measurements at December 31, 2023 Using
(in thousands)
Carrying Amount
Level 1
Level 2
Level 3
Total
Assets
Cash and due from banks
$
286,114
$
286,114
$
—
$
—
$
286,114
Federal funds sold
341
341
—
—
341
Securities, available for sale
83,485
49,830
23,172
10,483
83,485
Securities, held for maturity
320,638
—
253,584
—
253,584
Loans, net
2,717,782
—
—
2,581,979
2,581,979
Cash surrender value of BOLI
5,861
—
—
5,861
5,861
Accrued interest receivable
15,713
—
—
15,713
15,713
Liabilities
Deposits
$
3,009,094
$
—
$
—
$
3,001,498
3,001,498
Short-term advances from Federal Home Loan Bank
50,000
—
—
50,000
50,000
Short-term borrowings
10,000
—
—
10,000
10,000
Repurchase agreements
6,297
—
—
6,285
6,285
Accrued interest payable
11,807
—
—
11,807
11,807
Long-term advances from Federal Home Loan Bank
155,000
—
—
152,299
152,299
Senior long-term debt
39,099
—
—
39,304
39,304
Junior subordinated debentures
15,000
—
—
15,000
15,000
There is no material difference between the contract amount and the estimated fair value of off-balance sheet items that are primarily comprised of short-term unfunded loan commitments that are generally at market prices.
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Item 2.
Management's Discussion and Analysis of Financial Condition and Results of Operations
The following discussion of First Guaranty's financial condition and results of operations is intended to highlight the significant factors affecting First Guaranty's financial condition and results of operations presented in the consolidated financial statements included in this Form 10-Q. This discussion is designed to provide readers with a more comprehensive view of the operating results and financial position than would be obtained from reading the consolidated financial statements alone. Reference should be made to those statements for an understanding of the following review and analysis. The financial data at June 30, 2024 and for the three and six months ended June 30, 2024 and 2023 have been derived from unaudited consolidated financial statements and include, in the opinion of management, all adjustments (consisting of normal recurring accruals and provisions) necessary to present fairly First Guaranty's financial position and results of operations for such periods.
Special Note Regarding Forward-Looking Statements
Congress passed the Private Securities Litigation Act of 1995 in an effort to encourage corporations to provide information about a company's anticipated future financial performance. This act provides a safe harbor for such disclosure, which protects us from unwarranted litigation, if actual results are different from management expectations. This discussion and analysis contains forward-looking statements and reflects management's current views and estimates of future economic circumstances, industry conditions, company performance and financial results. The words "may," "should," "expect," "anticipate," "intend," "plan," "continue," "believe," "seek," "estimate" and similar expressions are intended to identify forward-looking statements. These forward-looking statements are subject to a number of factors and uncertainties, including, changes in general economic conditions, either nationally or in our market areas, that are worse than expected; competition among depository and other financial institutions; inflation and changes in the interest rate environment that reduce our margins or reduce the fair value of financial instruments; adverse changes in the securities markets; changes in laws or government regulations or policies affecting financial institutions, including changes in regulatory fees and capital requirements; our ability to enter new markets successfully and capitalize on growth opportunities; our ability to successfully integrate acquired entities; changes in consumer spending, borrowing and savings habits; changes in accounting policies and practices, as may be adopted by the bank regulatory agencies, the Financial Accounting Standards Board, the Securities and Exchange Commission and the Public Company Accounting Oversight Board; changes in our organization, compensation and benefit plans; changes in our financial condition or results of operations that reduce capital available to pay dividends; increases in our provision for credit losses and changes in the financial condition or future prospects of issuers of securities that we own, which could cause our actual results and experience to differ from the anticipated results and expectations, expressed in such forward-looking statements. We undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise.
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Second Quarter and Six Months Ended June 30, 2024 Financial Overview
First Guaranty Bancshares is a Louisiana corporation and a financial holding company headquartered in Hammond, Louisiana. Our wholly-owned subsidiary, First Guaranty Bank, a Louisiana-chartered commercial bank, provides personalized commercial banking services primarily to Louisiana and Texas customers through 35 banking facilities primarily located in the MSAs of Hammond, Baton Rouge, Lafayette, Shreveport-Bossier City, Lake Charles and Alexandria, Louisiana and Dallas-Fort Worth-Arlington, Waco, Texas and Mideast markets in Kentucky and West Virginia. We emphasize personal relationships and localized decision making to ensure that products and services are matched to customer needs. We compete for business principally on the basis of personal service to customers, customer access to officers and directors and competitive interest rates and fees.
Key developments and financial highlights for the second quarter and six months ended June 30, 2024 are as follows:
Key Developments
•
On July 23, 2024, First Guaranty announced changes to its business strategy. The changes include slowing the trajectory of the Bank’s asset growth, further increasing the capital position, and working with leaner staff while utilizing automation and technological advances. First Guaranty has reduced staff by 71 positions. This reduction represents approximately 15% of the Bank’s workforce. Each of the affected employees will receive 60 days of pay, payment for their unused vacation time, their elected healthcare coverage through September 30, 2024, and will have the opportunity to apply for open positions within the bank. First Guaranty will continue its other noninterest expense reductions previously undertaken earlier in the year.
•
First Guaranty anticipates that the change to the business strategy will generate a reduction in noninterest expense of approximately $12.0 million pre-tax on an annual basis which includes the reduction in staff. The cost savings are anticipated to impact the fourth quarter of 2024 by about $2.0 million pre-tax. It is anticipated that about $3.0 million in pre-tax savings will be realized per quarter for 2025.
•
First Guaranty’s Board of Directors anticipates paying a quarterly cash dividend of $0.08 per share for the third and fourth quarters of 2024.
•
As previously announced, on June 28, 2024, the Bank consummated a sale-leaseback transaction relating to two stand-alone branches and a portion of the headquarters building which also contains a branch (collectively, the “Properties”). The aggregate cash purchase price was $14.7 million. The sale-leaseback transaction resulted in a pre-tax gain of approximately $13.3 million, or $10.5 million after tax. Aggregate first full year of rent expense under the Lease Agreements will be approximately $1.3 million pre-tax, or $1.0 million after tax.
Financial Highlights
•
Total assets increased $62.8 million and were $3.6 billion at June 30, 2024 and December 31, 2023. Total loans at June 30, 2024 were $2.8 billion, an increase of $84.6 million, or 3.1%, compared with December 31, 2023. Total deposits were $3.0 billion at June 30, 2024, an increase of $34.4 million, or 1.1%, compared with December 31, 2023. Retained earnings were $72.3 million at June 30, 2024, an increase of $4.3 million compared to $68.0 million at December 31, 2023. Shareholders' equity was $255.1 million and $249.6 million at June 30, 2024 and December 31, 2023, respectively.
•
Net income for the second quarter of 2024 and 2023 was $7.2 million and $2.7 million, respectively, an increase of $4.5 million or 169.1%. Net income for the six months ended June 30, 2024 and 2023 was $9.5 million and $6.1 million, respectively, an increase of $3.4 million or 54.8%.
•
Earnings per common share were $0.53 and $0.19 for the second quarter of 2024 and 2023, respectively, and $0.67 and $0.46 for the six months ended June 30, 2024 and 2023, respectively. Total weighted average shares outstanding were 12,504,717 and 10,913,029 for the second quarter of 2024 and 2023, respectively, and 12,497,313 and 10,815,454 for the six months ended June 30, 2024 and 2023, respectively. The change in shares was due to the issuance of 44,341 and 29,293 shares of common stock under the Equity Bonus Plan during the fourth quarter of 2023 and the first quarter of 2024, respectively, and the issuance of 1,714,287 shares of common stock under private placement in 2023.
•
The allowance for credit losses was 1.07% of total loans at June 30, 2024 compared to 1.13% at December 31, 2023.
•
Net interest income for the second quarter of 2024 was $21.2 million compared to $20.9 million for the same period in 2023. Net interest income was $43.2 million for the six months ended June 30, 2024 and for the same period in 2023.
•
Noninterest income for the second quarter of 2024 was $15.5 million compared to $2.8 million for the same period in 2023. Noninterest income for the six months ended June 30, 2024 was $17.8 million compared to $5.5 million for the six months ended June 30, 2023.
•
The provision for credit losses for the second quarter of 2024 was $6.8 million compared to $0.5 million for the same period in 2023. The provision for credit losses for the six months ended June 30, 2024 was $9.1 million compared to $0.9 million for the six months ended June 30, 2023.
•
First Guaranty had $1.0 million of other real estate owned as of June 30, 2024 compared to $1.3 million at December 31, 2023, respectively.
•
The net interest margin for the three months ended June 30, 2024 was 2.48% which was a decrease of 26 basis points from the net interest margin of 2.74% for the same period in 2023. The net interest margin for the six months ended June 30, 2024 was 2.53% which was a decrease of 33 basis points from the net interest margin of 2.86% for the same period in 2023. First Guaranty attributed the decrease in the net interest margin to the increase in market interest rates that began in 2022 and continued through 2023 that increased the cost of liabilities. Loans as a percentage of average interest earning assets decreased to 81.1% at June 30, 2024 compared to 83.6% at June 30, 2023.
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•
Investment securities totaled $358.6 million at June 30, 2024, a decrease of $45.6 million when compared to $404.1 million at December 31, 2023. At June 30, 2024, available for sale securities, at fair value, totaled $37.4 million, a decrease of $46.1 million when compared to $83.5 million at December 31, 2023. The decrease in available for sale securities was primarily due to the maturity of low yielding Treasury securities of which the proceeds were subsequently reinvested in higher yielding loans and or cash equivalents. At June 30, 2024, held to maturity securities, at amortized cost and net of the allowance for credit losses totaled $321.2 million, an increase of $0.5 million when compared to $320.6 million at December 31, 2023. The allowance for credit losses for HTM securities was $0.1 million at June 30, 2024 and December 31, 2023.
•
Total loans net of unearned income were $2.8 billion at June 30, 2024, a net increase of $84.6 million from December 31, 2023. Total loans net of unearned income are reduced by the allowance for credit losses which totaled $30.3 million at June 30, 2024 and $30.9 million at December 31, 2023, respectively.
•
Nonaccrual loans increased $37.1 million to $62.3 million at June 30, 2024 compared to $25.2 million at December 31, 2023. The increase in total nonaccrual loans was concentrated primarily in one commercial real estate relationship that totaled $36.9 million. This relationship is comprised of five loans secured by real estate located in the Midwest. $13.9 million of this relationship was previously reported in 90 day plus but still accruing at December 31, 2023.
•
Return on average assets for the three months ended June 30, 2024 and 2023 was 0.81% and 0.34%, respectively. Return on average assets for the six months ended June 30, 2024 and 2023 was 0.54% and 0.39%, respectively. Return on average common equity for the three months ended June 30, 2024 and 2023 was 12.16% and 4.19%, respectively. Return on average common equity for the six months ended June 30, 2024 and 2023 was 7.66% and 4.99%, respectively. Return on average assets is calculated by dividing annualized net income by average assets. Return on average common equity is calculated by dividing annualized net income by average common equity.
•
Book value per common share was $17.76 as of June 30, 2024 compared to $17.36 as of December 31, 2023. The increase was due primarily to the recent issuance of new shares and changes in accumulated other comprehensive income ("AOCI"). AOCI is comprised of unrealized gains and losses on available for sale securities, including unrealized losses on available for sale securities at the time of transfer to held to maturity.
•
First Guaranty's Board of Directors declared cash dividends of $0.16 per common share in the second quarter of 2024 and 2023. First Guaranty has paid 124 consecutive quarterly dividends as of June 30, 2024.
•
First Guaranty paid preferred stock dividends of $1.2 million during the first six months of 2024 and 2023.
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Financial Condition
Changes in Financial Condition from December 31, 2023 to June 30, 2024
Assets
Total assets at June 30, 2024 were $3.6 billion, an increase of $62.8 million, or 1.8%, from December 31, 2023. Assets increased primarily due to increases in net loans of $85.3 million and cash and cash equivalents of $12.5 million, partially offset by a decrease in investment securities of $45.6 million at June 30, 2024 compared to December 31, 2023.
Loans
Net loans increased $85.3 million, or 3.1%, to $2.8 billion at June 30, 2024 from December 31, 2023. Non-farm non-residential loan balances increased $118.3 million due to new originations. Multifamily loans increased $41.3 million primarily due to the conversion of existing construction loans to permanent financing and the origination of new loans. One-to-four family residential loans increased $12.4 million primarily due to new originations. Agricultural loans increased $6.8 million due to seasonal activity. Farmland loans increased $6.0 million primarily due to seasonal activity. Consumer and other loans decreased $6.6 million primarily due to paydowns. Commercial lease loan balances decreased $16.0 million primarily due to paydowns. First Guaranty's commercial lease portfolio generally has higher yields than commercial real estate loans but shorter average lives. Commercial and industrial loans decreased $34.4 million primarily due to paydowns. Construction and land development loans decreased $44.2 million principally due to the conversion of loans to permanent financing. First Guaranty had approximately 3.0% of funded and 1.7% of unfunded commitments in our loan portfolio to businesses engaged in support or service activities for oil and gas operations. First Guaranty's hotel and hospitality portfolio totaled $181.3 million at June 30, 2024. As part of the management of risks in our loan portfolio, First Guaranty had previously established an internal guidance limit of approximately $200.0 million for its hotel and hospitality portfolio. First Guaranty had $385.1 million in loans related to our Texas markets at June 30, 2024 which was an increase of $9.5 million or 2.5% from $375.7 million at December 31, 2023. First Guaranty anticipates additional growth opportunities in Texas. First Guaranty had $310.2 million in loans related to our new Mideast markets in Kentucky and West Virginia at June 30, 2024 compared to $278.1 million at December 31, 2023. Syndicated loans at June 30, 2024 were $58.9 million, of which $25.1 million were shared national credits. Syndicated loans decreased $17.8 million from $76.7 million at December 31, 2023.
As of June 30, 2024, 76.5% of our loan portfolio was secured by real estate. The largest portion of our loan portfolio, at 41.0% as of June 30, 2024, was non-farm non-residential loans secured by real estate. Approximately 49.7% of the loan portfolio was based on a floating rate tied to the prime rate, Secured Overnight Financing Rate ("SOFR"), or Treasury rates as of June 30, 2024. 50.4% of the loan portfolio is scheduled to mature within five years from June 30, 2024.
Commercial real estate (“CRE”) has received increased regulatory scrutiny in recent quarters due to valuation concerns associated with the increase in market interest rates and the impact of the COVID-19 pandemic. First Guaranty has utilized enhanced risk management practices for CRE concentration analysis for several years. First Guaranty Bank’s credit department conducts an annual stress test for CRE related loans that is presented to the Bank’s board of directors. The stress test analyses the impact of changes in interest rates and cash flow on loan customers with credit exposures of $2.5 million or greater. First Guaranty generally requires personal guarantees on CRE loans. First Guaranty generally approves CRE loans with loan-to-values of 80% or less. First Guaranty also generally requires for construction related CRE loans that the borrower provides their equity contribution upfront before loan funds are advanced.
First Guaranty has diversified its CRE portfolio across both industries and geographic location. The following is a summary of the largest CRE related loans associated with hotel and motels, office properties, apartment complexes, healthcare related properties, and properties under construction as of June 30, 2024. First Guaranty does not finance standalone multi-story office buildings in major metropolitan areas. The largest CRE loan secured by a hotel or motel totaled $20.1 million. The property is a flagged hotel located in Texas.
The largest CRE loan secured by an office related property totaled $21.5 million and is located in West Virginia.
The largest CRE loan secured by an apartment complex totaled $41.6 million secured by a property located in Louisiana. First Guaranty also holds a $25.9 million loan secured by an apartment complex that is located in Texas. The largest healthcare related loan is a $30.9 million property secured by an assisted living center located in Alabama. The largest CRE loan under construction totaled $29.9 million for land development and is secured by a property located in Texas.
The increase in classified assets at June 30, 2024 as compared to December 31, 2023 was due to a $41.9 million increase in substandard loans offset by a $1.0 million decrease in doubtful loans. The increase in substandard loans was primarily the result of downgrades during the second quarter of 2024 of two commercial loan relationships, with balances of $24.0 million and $18.2 million, from pass to substandard status. The decrease in doubtful loans was primarily the result of the payoff of a $0.4 million one-to-four family loan classified as doubtful during the first quarter of 2024. Special mention loans increased by $23.8 million in 2024. The increase in special mention loans was primarily the result of the downgrade of one commercial and industrial loan relationship from pass to special mention totaling $24.6 million.
Net loans are reduced by the allowance for credit losses which totaled $30.3 million at June 30, 2024 and $30.9 million at December 31, 2023. First Guaranty adopted ASC 326 effective January 1, 2023 and recorded a cumulative adjustment to the allowance of $7.0 million. Loan charge-offs were $11.1 million during the first six months of 2024 and $1.5 million during the same period in 2023. Recoveries totaled $0.5 million during the first six months of 2024 and $1.0 million during the same period in 2023. The provision for credit losses totaled $9.1 million for the first six months of 2024 and $0.9 million for the same period in 2023. See Note 4 of the Notes to Consolidated Financial Statements for more information on loans and Note 5 for more information on the allowance for credit losses.
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Investment Securities
Investment securities at June 30, 2024 totaled $358.6 million, a decrease of $45.6 million compared to $404.1 million at December 31, 2023. The portfolio consists of both available for sale (AFS) and held to maturity securities (HTM). The securities designated as held to maturity are agency and corporate debt securities that are part of First Guaranty’s investment strategy and public funds collateralization program. We purchase securities for our investment portfolio to provide a source of liquidity, to provide an appropriate return on funds invested, to manage interest rate risk and meet pledging requirements for public funds and borrowings.
The securities portfolio consisted principally of U.S. Government and Government agency securities, agency mortgage-backed securities, corporate debt securities and municipal bonds. U.S. government agencies consist of FHLB, Federal Farm Credit Bank ("FFCB"), Freddie Mac and Fannie Mae obligations. Mortgage-backed securities that we purchase are issued by Freddie Mac and Fannie Mae. Management monitors the securities portfolio for both credit and interest rate risk. We generally limit the purchase of corporate securities to individual issuers to manage concentration and credit risk. Corporate securities generally have a maturity of 10 years or less. U.S. Government securities consist of U.S. Treasury securities that have maturities of less than two years. Government agency securities generally have maturities of 15 years or less. Agency mortgage-backed securities have stated final maturities of 15 to 20 years.
Our available for sale securities portfolio totaled $37.4 million at June 30, 2024, a decrease of $46.1 million, or 55.2%, compared to $83.5 million at December 31, 2023. The decrease was primarily due to the maturity of U.S. Treasury securities.
Our held to maturity securities portfolio totaled $321.2 million at June 30, 2024, an increase of $0.5 million, or 0.2%, compared to $320.6 million at December 31, 2023.
At June 30, 2024, $0.6 million, or 0.2%, of the securities portfolio was scheduled to mature in less than one year. $7.8 million, or 2.2%, of the securities portfolio, not including collateralized mortgage obligations and mortgage-backed securities, were scheduled to mature between one and five years. The majority of these securities were corporate bonds. $159.3 million, or 44.4%, of the securities portfolio, not including collateralized mortgage obligations and mortgage-backed securities, were scheduled to mature between five and ten years. Securities, not including collateralized mortgage obligations and mortgage-backed securities, with contractual maturity dates over 10 years totaled $186.0 million, or 51.9%, of the total securities portfolio at June 30, 2024. The average maturity of the securities portfolio is affected by call options that may be exercised by the issuer of the securities and are influenced by market interest rates. Prepayments of mortgages that collateralize mortgage-backed securities also affect the maturity of the securities portfolio. Based on internal forecasts as of June 30, 2024, management believes that the securities portfolio has a forecasted weighted average life of approximately 11.07 years based on the current interest rate environment. The portfolio had an estimated effective duration of 8.77 years at June 30, 2024.
There were no credit related impairment of available for sale securities during the six months ended June 30, 2024. The allowance for credit losses for held to maturity securities was $0.1 million at June 30, 2024 and December 31, 2023.
Nonperforming Assets
Nonperforming assets consist of nonperforming loans and other real estate owned. Nonperforming loans are those on which the accrual of interest has stopped or loans which are contractually 90 days past due on which interest continues to accrue. Loans are ordinarily placed on nonaccrual status when principal and interest is delinquent for 90 days or more. However, management may elect to continue the accrual when the asset is well secured and in the process of collection. It is our policy to discontinue the accrual of interest income on any loan for which we have reasonable doubt as to the payment of interest or principal. When a loan is placed on nonaccrual status, unpaid interest credited to income is reversed. Nonaccrual loans are returned to accrual status when the financial position of the borrower indicates there is no longer any reasonable doubt as to the payment of principal or interest and a reasonable payment performance period is observed (generally considered six months or longer). Other real estate owned consists of property acquired through formal foreclosure, in-substance foreclosure or by deed in lieu of foreclosure.
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The table below sets forth the amounts and categories of our nonperforming assets at the dates indicated.
(in thousands)
June 30, 2024
December 31, 2023
Nonaccrual loans:
Real Estate:
Construction and land development
$
2,314
$
530
Farmland
666
836
1- 4 family
7,900
6,985
Multifamily
537
537
Non-farm non-residential
41,626
9,740
Total Real Estate
53,043
18,628
Non-Real Estate:
Agricultural
1,379
1,369
Commercial and industrial
4,084
1,581
Commercial leases
3,552
1,799
Consumer and other
267
1,810
Total Non-Real Estate
9,282
6,559
Total nonaccrual loans
62,325
25,187
Loans 90 days and greater delinquent & accruing:
Real Estate:
Construction and land development
—
—
Farmland
—
—
1- 4 family
77
124
Multifamily
—
—
Non-farm non-residential
122
14,711
Total Real Estate
199
14,835
Non-Real Estate:
Agricultural
—
57
Commercial and industrial
—
395
Commercial leases
—
—
Consumer and other
—
—
Total Non-Real Estate
—
452
Total loans 90 days and greater delinquent & accruing
199
15,287
Total nonperforming loans
62,524
40,474
Real Estate Owned:
Construction and land development
201
251
Farmland
—
—
1- 4 family
141
309
Multifamily
—
—
Non-farm non-residential
690
690
Total Real Estate Owned
1,032
1,250
Total nonperforming assets
$
63,556
$
41,724
Nonperforming assets to total loans
2.24
%
1.52
%
Nonperforming assets to total assets
1.76
%
1.17
%
Nonperforming loans to total loans
2.21
%
1.47
%
Nonaccrual loans to total loans
2.20
%
0.92
%
Allowance for credit losses to nonaccrual loans
48.60
%
122.79
%
Net loan charge-offs to average loans
0.76
%
0.17
%
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At June 30, 2024, nonperforming assets totaled $63.6 million, or 1.76% of total assets, compared to $41.7 million, or 1.17%, of total assets at December 31, 2023, which represented an increase of $21.8 million, or 52.3%. The increase in nonperforming assets occurred primarily due to an increase in nonaccrual loans, partially offset by a decrease in loans 90 days greater delinquent and still accruing and other real estate owned. Nonperforming loans included loans previously classified as purchase credit deteriorated following the adoption of CECL.
Nonaccrual loans increased from $25.2 million at December 31, 2023 to $62.3 million at June 30, 2024. The increase in nonaccrual loans was concentrated primarily in non-farm non-residential, commercial and industrial, construction and land development, commercial leases, one-to-four family, and agricultural loans. Nonaccrual loans included $2.1 million in loans with a government guarantee. These are structured as net loss guarantees in which up to 90% of loss exposure is covered.
At June 30, 2024, loans 90 days or greater delinquent and still accruing totaled $0.2 million, a decrease of $15.1 million compared to $15.3 million at December 31, 2023. The decrease in loans 90 days or greater delinquent and still accruing was attributed to moving those loans to nonaccrual, and was concentrated primarily in non-farm non-residential, commercial and industrial, agricultural, and one-to-four family loans.
Other real estate owned totaled $1.0 million at June 30, 2024, a decrease of $0.2 million compared to $1.3 million at December 31, 2023.
At June 30, 2024, our largest nonperforming assets were comprised of the following nonaccrual loans and 90 days or greater delinquent and still accruing loans: (1) $36.9 million non-farm non-residential loan relationship comprised of five loans secured by real estate in the Midwest; (2) a $2.0 million loan relationship that is classified as purchased credit deteriorated; (3) a commercial lease loan that totaled $1.8 million; (4) a construction and land development loan that totaled $1.7 million; (5) a commercial lease loan that totaled $1.7 million; and (6) a $1.3 million one-to-four family loan relationship.
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Allowance for Credit Losses
First Guaranty adopted FASB ASC Topic 326 “Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments” Update No. 2016-13 (“ASU 2016-13”). ASU 2016-13 on January 1, 2023. ASU 2016-13, referred to as the Current Expected Credit Loss (“CECL”) standard, requires financial assets measured on an amortized cost basis, including loans and held-to-maturity debt securities, to be presented at an amount net of an allowance for credit losses, which reflects expected losses for the full life of the financial asset. Unfunded lending commitments are also within the scope of this topic. Under prior GAAP losses were not recognized until the occurrence of the loss was probable.
The allowance for credit losses on loans is maintained to absorb potential losses in the loan portfolio. The allowance is increased by the provision for loan losses, offset by recoveries of previously charged-off loans and is decreased by loan charge-offs. The provision is a charge to current expense to provide for current expected loan losses and to maintain the allowance commensurate with management's evaluation of the risks inherent in the loan portfolio. Various factors are taken into consideration when determining the amount of the provision and the adequacy of the allowance. These factors include but are not limited to:
•
past due and nonperforming assets;
•
specific internal analysis of loans requiring special attention;
•
the current level of regulatory classified and criticized assets and the associated risk factors with each;
•
changes in underwriting standards or lending procedures and policies;
•
charge-off and recovery practices;
•
national and local economic and business conditions;
•
nature and volume of loans;
•
overall portfolio quality;
•
adequacy of loan collateral;
•
quality of loan review system and degree of oversight by our board of directors;
•
competition and legal and regulatory requirements on borrowers;
•
examinations of the loan portfolio by federal and state regulatory agencies and examinations; and
•
review by our internal loan review department and independent accountants.
The data collected from all sources in determining the adequacy of the allowance is evaluated on a regular basis by management with regard to current national and local economic trends, prior loss history, underlying collateral values, credit concentrations and industry risks. An estimate of potential loss on specific loans is developed in conjunction with an overall risk evaluation of the total loan portfolio. This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as new information becomes available.
The allowance consists of specific, general, and unallocated components. The specific component relates to loans that are classified as doubtful, substandard, or collateral dependent. For such loans that are also classified as collateral dependent, an allowance is established when the collateral value is lower than the carrying value of that loan. The general component covers non-classified loans and special mention loans and is based on historical loss experience for the past three years adjusted for qualitative factors described above. An unallocated component is maintained to cover uncertainties that could affect the estimate of probable losses.
The balance in the allowance for credit losses is principally influenced by the provision for loan losses, recoveries, and by net loan loss experience. Additions to the allowance are charged to the provision for credit losses. Losses are charged to the allowance as incurred and recoveries on losses previously charged to the allowance are credited to the allowance at the time recovery is collected.
The allowance for credit losses on loans was $30.3 million, or 1.07% of total loans, and 48.4% of nonperforming loans at June 30, 2024.
Comparing June 30, 2024 to December 31, 2023, there were changes within the specific components of the allowance balance.
A provision for credit losses of $9.1 million was made during the six months ended June 30, 2024 and $0.9 million for the same period in 2023. The $9.1 million provision made in 2024 included a $0.8 million negative provision for credit losses related to unfunded commitments. First Guaranty's unfunded commitments declined during the quarter which resulted in a reduced liability. The provisions made were taken to provide for current credit losses and to maintain the allowance proportionate to risks inherent in the loan portfolio.
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The loan portfolio factors in the first six months of 2024 that primarily affected the allocation of the allowance included the following:
•
Construction and land development loans decreased during the first six months of 2024 due to loans converted to permanent financing. The allowance decrease related to this portfolio was due to a decline in the portfolio along with changes in the qualitative analysis of the portfolio related to economic conditions.
•
One-to-four family residential loans increased $12.4 million during the first six months of 2024. The allowance decrease related to this portfolio was due to charge-offs and changes in the qualitative analysis of the portfolio.
•
Multifamily loans increased during the first six months of 2024. The allowance related to this portfolio was increased due to the growth in the portfolio which increased by $41.3 million during the first three months of 2024.
•
Non-farm non-residential loans increased by $118.3 million during the first six months of 2024. The allowance decrease related to this portfolio was due to charge-offs and changes in the qualitative analysis of the portfolio.
•
Commercial and industrial loans decreased during the first six months of 2024. The allowance decrease related to this portfolio was due to charge-offs and changes in the qualitative analysis of the portfolio.
•
Commercial leases decreased during the first six months of 2024 from $285.4 million at December 31, 2023 to $269.4 million at June 30, 2024. The allowance decrease related to this portfolio was due to the reduction in this portfolio and due to changes in the qualitative analysis of the portfolio.
•
Consumer and other loans decreased during the first six months of 2024. The increase in the related loan loss allowance balance was due primarily to charge-off and qualitative analysis of the portfolio.
First Guaranty charged off $11.1 million in loan balances during the first six months of 2024. The details of the $11.1 million in charged-off loans were as follows:
1.
First Guaranty charged off $2.3 million in consumer loans during the first six months of 2024. The consumer loan charge offs included $1.1 million of loans secured by automobiles or equipment and $1.2 million in unsecured loans.
2.
First Guaranty charged off $0.2 million on a commercial and industrial SBA loan relationship during the first quarter of 2024. This relationship had no remaining principal balance at June 30, 2024.
3.
First Guaranty charged off $0.1 million on a commercial and industrial loan during the first quarter of 2024. This loan had no remaining principal balance at June 30, 2024.
4.
First Guaranty charged off $3.8 million on a loan relationship associated with a restaurant supply business located in Louisiana during the second quarter of 2024. This loan was secured by real estate, equipment, and inventory. This loan had a previous specific reserve of $2.5 million as of March 31, 2024. This loan had no remaining principal balance at June 30, 2024.
5.
First Guaranty charged off a $1.8 million commercial and industrial loan that was originated under the Main Street Lending Program during the second quarter of 2024. The $1.8 million was the unguaranteed retained portion of the loan. This loan had a previous allocation in the reserve of $1.8 million at March 31, 2024. This loan had no remaining principal balance at June 30, 2024.
6.
First Guaranty charged off $0.6 million on a real estate secured loan located in Louisiana during the second quarter of 2024. This was an acquired loan from the Union Bank acquisition and was secured by rental properties. This loan had a remaining principal balance of $0.4 million at June 30, 2024.
7.
First Guaranty charged off $0.4 million on a commercial and industrial SBA loan relationship during the second quarter of 2024. This relationship had a remaining principal balance of $0.6 million at June 30, 2024.
8.
First Guaranty charged off $0.3 million on a real estate secured SBA loan during the second quarter of 2024. This loan had a remaining principal balance of $0.9 million at June 30, 2024.
9.
Smaller loans and overdrawn deposit accounts comprised the remaining $1.6 million of charge-offs for the first six months of 2024.
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Other information related to the allowance for credit losses is as follows:
(in thousands)
Six Months Ended
June 30, 2024
Six Months Ended
June 30, 2023
Loans:
Average outstanding balance
$
2,784,384
$
2,548,446
Balance at end of period
$
2,833,350
$
2,590,666
Allowance for Credit Losses:
Balance at beginning of year
$
30,926
$
23,518
Adoption of ASC 326
—
8,120
Charge-offs
(11,052)
(1,548)
Recoveries
504
999
Provision
9,909
772
Balance at end of period
$
30,287
$
31,861
Deposits
Managing the mix and pricing the maturities of deposit liabilities is an important factor affecting our ability to maximize our net interest margin. The strategies used to manage interest-bearing deposit liabilities are designed to adjust as the interest rate environment changes. We regularly assess our funding needs, deposit pricing and interest rate outlooks. From December 31, 2023 to June 30, 2024, total deposits increased $34.4 million, or 1.1%, to $3.0 billion. Noninterest-bearing demand deposits decreased $35.1 million, or 7.9%, to $407.6 million at June 30, 2024. The decrease in noninterest-bearing demand deposits was primarily concentrated in individual and business noninterest-bearing demand deposits. Interest-bearing demand deposits decreased $23.9 million, or 1.6%, to $1.5 billion at June 30, 2024. The decrease in interest-bearing demand deposits was primarily concentrated in public funds interest-bearing demand deposits. Savings deposits increased $15.3 million, or 7.0%, to $234.3 million at June 30, 2024, primarily related to increases in business and individual savings deposits. Time deposits increased $78.1 million, or 9.5%, to $898.8 million at June 30, 2024, primarily due to increases in consumer and business time deposits.
Management will continue to evaluate and update our product mix and related technology in its efforts to attract additional customers. We currently offer a number of deposit products that are competitively priced and designed to attract and retain customers with primary emphasis on noninterest-bearing deposits, select time deposits and other lower cost deposits.
As of June 30, 2024, the aggregate amount of outstanding certificates of deposit in amounts greater than $250,000 was approximately $184.6 million. At June 30, 2024, approximately $46.7 million of First Guaranty's certificates of deposit greater than $250,000 had a remaining term greater than one year.
The total amount of our uninsured deposits (deposits in excess of $250,000, as calculated in accordance with FDIC regulations) was estimated at $277.4 million at June 30, 2024. This total excludes public funds deposits that are collateralized by securities or FHLB letters of credit. The amount of uninsured deposits including collateralized public funds deposits was estimated at $849.0 million at June 30, 2024.
The following table sets forth the distribution of our time deposit accounts.
(in thousands)
June 30, 2024
Time deposits of less than $100,000
$
399,587
Time deposits of $100,000 through $250,000
314,657
Time deposits of more than $250,000
184,591
Total Time Deposits
$
898,835
The following table sets forth the maturity of the time deposits greater than $250,000 at June 30, 2024.
(in thousands)
June 30, 2024
Three months or less
$
26,752
Three to six months
50,682
Six months to one year
60,496
One to three years
33,396
More than three years
13,265
Total Time Deposits greater than $250,000
$
184,591
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Public funds deposits totaled $1.2 billion at June 30, 2024 and December 31, 2023. Public funds time deposits totaled $51.7 million at June 30, 2024 compared to $50.9 million at December 31, 2023. Public funds deposits increased due to new balances from existing customers that was primarily attributed to seasonal fluctuations. First Guaranty has developed a program for the retention and management of public funds deposits. Since the end of 2012, First Guaranty has maintained public funds deposits in excess of $400.0 million. These deposits are from public entities such as school districts, hospital districts, sheriff departments and municipalities. The majority of these funds are under fiscal agency agreements with terms of three years or less. Deposits under fiscal agency agreements are generally stable but public entities may maintain the ability to negotiate term deposits on a specific basis including with other financial institutions. These deposits generally have stable balances as we maintain both operating accounts and time deposits for these entities. There is a seasonal component to public deposit levels associated with annual tax collections. Public funds will increase at the end of the year and during the first quarter. In addition to seasonal fluctuations, there are monthly fluctuations associated with internal payroll and short-term tax collection accounts for our public funds deposit accounts. Public funds deposit accounts are collateralized by FHLB letters of credit, by expanded reciprocal deposit insurance programs, by Louisiana municipal bonds and by eligible government and government agency securities such as those issued by the FHLB, FFCB, Fannie Mae, and Freddie Mac. First Guaranty continues to grow the proportion of its public funds portfolio that is collateralized by reciprocal deposit insurance as an alternative to pledging securities or utilizing FHLB letters of credit. First Guaranty initiated this strategy to invest these deposits more efficiently in higher yielding loans to improve the net interest margin and earnings. Total public funds collateralized by reciprocal deposit insurance programs decreased to $565.0 million at June 30, 2024 compared to $591.7 million at December 31, 2023.
The following table sets forth public funds as a percent of total deposits.
(in thousands except for %)
June 30, 2024
December 31, 2023
Public Funds:
Noninterest-bearing Demand
$
6,525
$
6,471
Interest-bearing Demand
1,081,474
1,090,527
Savings
47,880
46,606
Time
51,705
50,934
Total Public Funds
$
1,187,584
$
1,194,538
Total Deposits
$
3,043,451
$
3,009,094
Total Public Funds as a percent of Total Deposits
39.0
%
39.7
%
Borrowings
First Guaranty maintains borrowing relationships with other financial institutions as well as the Federal Home Loan Bank on a short and long-term basis to meet liquidity needs. First Guaranty had $67.0 million in short-term borrowings outstanding at June 30, 2024 compared to $66.3 million at December 31, 2023. The short-term borrowings at June 30, 2024 were comprised of short-term Federal Home Loan Bank advances of $60.0 million and repurchase agreements of $7.0 million. The short-term borrowings outstanding at December 31, 2023 were comprised of short-term Federal Home Loan Bank advances of $50.0 million, a line of credit of $20.0 million with an outstanding balance of $10.0 million and repurchase agreements of $6.3 million. At June 30, 2024 First Guaranty had available lines of credit of $20.0 million, with $0 outstanding.
First Guaranty had long-term borrowings from the FHLB that totaled $155.0 million at June 30, 2024 and December 31, 2023. During 2023, First Guaranty converted previous short-term floating rate borrowings from the FHLB into long-term lower fixed rate borrowings in order to reduce interest expense. First Guaranty has a $20.0 million FHLB advance that matures in the first quarter of 2025, a $100.0 million FHLB advance that matures in the second quarter of 2027, and a $35.0 million FHLB advance that matures in the third quarter of 2027.
First Guaranty had senior long-term debt totaling $17.2 million as of June 30, 2024 and $39.1 million at December 31, 2023.
First Guaranty had subordinated debt totaling $44.7 million at June 30, 2024 and $15.0 million at December 31, 2023. The increase was due to the issuance in March of 2024 of $30.0 million of new subordinated debt.
First Guaranty had $545.3 million in Federal Home Loan Bank letters of credit as of June 30, 2024 compared to $513.3 million at December 31, 2023. Federal Home Loan Bank letters of credit are obtained primarily for collateralizing public deposits.
Total Shareholders' Equity
Total shareholders' equity increased to $255.1 million at June 30, 2024 from $249.6 million at December 31, 2023. The increase in shareholders' equity was principally the result of an increase of $4.3 million in retained earnings, $0.3 million in surplus and a decrease of $0.8 million in accumulated other comprehensive loss. The $4.3 million increase in retained earnings was primarily due to net income of $9.5 million during the six months ended June 30, 2024, partially offset by $4.0 million in cash dividends paid on shares of our common stock and $1.2 million in cash dividends paid on shares of our preferred stock. The $0.3 million increase in surplus was due to common stock issued under the Equity Bonus Plan during the first quarter of 2024. The decrease in accumulated other comprehensive loss was primarily attributed to the decrease in unrealized losses on available for sale securities during the six months ended June 30, 2024.
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Results of Operations for the Second Quarter Ended June 30, 2024 and 2023
Performance Summary
Three months ended June 30, 2024 compared to the three months ended June 30, 2023.
Net income for the three months ended June 30, 2024 was $7.2 million, an increase of $4.5 million, or 169.1%, from $2.7 million for the three months ended June 30, 2023. The increase in net income for the three months ended June 30, 2024 as compared to the prior year period was the result of several factors. First Guaranty experienced an increase in interest income and an increase in noninterest income. This increased income was partially offset by an increase in interest expense, an increase in the provision for loan losses, and an increase in noninterest expense. Loan interest income increased due to the growth in First Guaranty's loan portfolio, repricing of existing loans to higher market rates, including loan fees recognized as an adjustment to yield. Securities interest income increased due to an increase in the average yield of the investment portfolio. Noninterest income increased primarily due to the net gain on sale of assets related to the sale-leaseback transaction. Factors that offset the increase in net income included an increase in interest expense was due to increases in volume of interest-bearing liabilities and market interest rates. The increase in the provision was related to changes within the portfolio and charge-offs experienced in the second quarter. Noninterest expense increased primarily due to increased personnel expenses and occupancy expenses. Earnings per common share for the three months ended June 30, 2024 was $0.53 per common share, an increase of 178.9% or $0.34 per common share from $0.19 per common share for the three months ended June 30, 2023.
Six months ended
June 30, 2024 compared to the six months ended June 30, 2023.
Net income for the six months ended June 30, 2024 was $9.5 million, an increase of $3.4 million, or 54.8%, from $6.1 million for the six months ended June 30, 2023. The increase in net income for the six months ended June 30, 2024 as compared to the prior year period was the result of several factors. First Guaranty experienced an increase in interest income, an increase in noninterest income, and a decrease in noninterest expense. This increased income was partially offset by an increase in interest expense and an increase in the provision for loan losses. Loan interest income increased due to the growth in First Guaranty's loan portfolio and repricing of existing loans to higher market rates, including loan fees recognized as an adjustment to yield. Securities interest income increased due to an increase in the average yield of the investment portfolio. Noninterest income increased primarily due to the net gain on sale of assets related to the sale-leaseback transaction. Noninterest expense decreased primarily due to decreased personnel expenses, legal and professional fees, marketing, travel and lodging, and data processing. Factors that partially offset the increase in net income included an increase in interest expense was due to increases in volume of interest-bearing liabilities and market interest rates. The increase in the provision was related to changes within the portfolio and charge-offs experienced in 2024. Earnings per common share for the six months ended June 30, 2024 was $0.67 per common share, an increase of 45.7% or $0.21 per common share from $0.46 per common share for the six months ended June 30, 2023.
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Net Interest Income
Our operating results depend primarily on our net interest income, which is the difference between interest income earned on interest-earning assets, including loans and securities, and interest expense incurred on interest-bearing liabilities, including deposits and other borrowed funds. Interest rate fluctuations, as well as changes in the amount and type of interest-earning assets and interest-bearing liabilities, combine to affect net interest income. First Guaranty’s assets and liabilities are generally most affected by changes in the Federal Funds rate, SOFR rate, short term Treasury rates such as one month and three month Treasury bills, and longer term Treasury rates such as the U.S. ten year Treasury rate. Our net interest income is affected by changes in the amount and mix of interest-earning assets and interest-bearing liabilities. There may also be a time lag in the effect of interest rate changes on assets and liabilities. It is also affected by changes in yields earned on interest-earning assets and rates paid on interest-bearing deposits and other borrowed funds.
A financial institution's asset and liability structure is substantially different from that of a non-financial company, in that virtually all assets and liabilities are monetary in nature. Accordingly, changes in interest rates may have a significant impact on a financial institution's performance. The impact of interest rate changes depends on the sensitivity to the change of our interest-earning assets and interest-bearing liabilities. The effects of the changing interest rate environment in recent periods and our interest sensitivity position is discussed below.
Three months ended June 30, 2024 compared to the three months ended June 30, 2023.
Net interest income for the three months ended June 30, 2024 and 2023 was $21.2 million and $20.9 million, respectively. The increase in net interest income for the three months ended June 30, 2024 as compared to the prior year period was primarily due to an increase in the average balance of our total interest-earning assets and an increase in the average yield of our total interest-earning assets, partially offset by an increase in the average balance of our total interest-bearing liabilities and an increase in the average rate of our total interest-bearing liabilities. For the three months ended June 30, 2024, the average balance of our total interest-earning assets increased by $383.4 million to $3.4 billion due to strong growth in our loan portfolio. The average yield of our interest-earning assets increased by 52 basis points to 6.25% for the three months ended June 30, 2024 from 5.73% for the three months ended June 30, 2023 due to an improved mix of higher yielding assets. For the three months ended June 30, 2024, the average balance of our total interest-bearing liabilities increased by $448.5 million to $2.9 billion primarily due to growth in interest-bearing deposits and borrowings. The average rate of our total interest-bearing liabilities increased by 75 basis points to 4.53% for the three months ended June 30, 2024 from 3.78% for the three months ended June 30, 2023. The rise in market interest rates, particularly associated with Treasury rates, contributed to the increase in our liabilities cost. The primary source of the increase in liabilities cost was associated with interest bearing demand deposits for public funds that are primarily indexed to Treasury rates along with the repricing of maturing time deposits to higher market rates. As a result, our net interest rate spread decreased 23 basis points to 1.72% for the three months ended June 30, 2024 from 1.95% for the three months ended June 30, 2023. Our net interest margin decreased 26 basis points to 2.48% for the three months ended June 30, 2024 from 2.74% for the three months ended June 30, 2023.
Six months ended
June 30, 2024 compared to the six months ended June 30, 2023.
Net interest income for the six months ended June 30, 2024 and 2023 was $43.2 million and $43.2 million, respectively. The decrease in net interest income for the three months ended June 30, 2024 as compared to the prior year period was primarily due to an increase in the average balance of our total interest-bearing liabilities and an increase in the average rate of our total interest-bearing liabilities, partially offset by an increase in the average balance of our total interest-earning assets and an increase in the average yield of our total interest-earning assets. For the six months ended June 30, 2024, the average balance of our total interest-bearing liabilities increased by $458.7 million to $2.9 billion primarily due to growth in interest-bearing deposits and borrowings. The average rate of our total interest-bearing liabilities increased by 94 basis points to 4.46% for the six months ended June 30, 2024 from 3.52% for the six months ended June 30, 2023. The rise in market interest rates, particularly associated with Treasury rates, contributed to the increase in our liabilities cost. The primary source of the increase in liabilities cost was associated with interest bearing demand deposits for public funds that are primarily indexed to Treasury rates along with the repricing of maturing time deposits to higher market rates. For the six months ended June 30, 2024, the average balance of our total interest-earning assets increased by $385.5 million to $3.4 billion due to strong growth in our loan portfolio. The average yield of our interest-earning assets increased by 61 basis points to 6.24% for the six months ended June 30, 2024 from 5.63% for the six months ended June 30, 2023 due to an improved mix of higher yielding assets. As a result, our net interest rate spread decreased 33 basis points to 1.78% for the six months ended June 30, 2024 from 2.11% for the six months ended June 30, 2023. Our net interest margin decreased 33 basis points to 2.53% for the six months ended June 30, 2024 from 2.86% for the six months ended June 30, 2023.
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Interest Income
Three months ended June 30, 2024 compared to the three months ended June 30, 2023.
Interest income increased $9.9 million, or 22.5%, to $53.7 million for the three months ended June 30, 2024 as compared to the prior year period. First Guaranty's loan portfolio expanded during the second quarter of 2024 due to growth associated with our loan originations and existing loans repriced to higher market rates. These factors contributed to the increase in interest income as the average balance of our total interest-earning assets, primarily associated with loans, increased, and the average yield of interest-earning assets increased. The average balance of our interest-earning assets increased $383.4 million to $3.4 billion for the three months ended June 30, 2024 as compared to the same period in the prior year. The average yield of interest-earning assets increased by 52 basis points to 6.25% for the three months ended June 30, 2024 compared to 5.73% for the three months ended June 30, 2023.
Interest income on securities increased $0.1 million to $2.5 million for the three months ended June 30, 2024 as compared to the prior year period primarily as a result of an increase in average yield of securities. The average yield on securities increased 30 basis points to 2.68% for the three months ended June 30, 2024 compared to 2.38% for the three months ended June 30, 2023 due to the decrease in lower yielding Treasury securities that matured in 2023. The average balance of securities decreased $36.8 million to $370.9 million for the three months ended June 30, 2024 from $407.7 million for the three months ended June 30, 2023 primarily due to a decrease in the average balance of our U.S. Treasuries securities portfolio compared to the prior year.
Interest income on loans increased $7.3 million or 18.0%, to $47.6 million for the three months ended June 30, 2024 as compared to the prior year period as a result of an increase in the average balance and average yield of loans. The average balance of loans (excluding loans held for sale) increased by $239.2 million to $2.8 billion for the three months ended June 30, 2024 from $2.6 billion for the three months ended June 30, 2023 largely as a result of new loan originations. The average yield on loans (excluding loans held for sale) increased by 52 basis points to 6.81% for the three months ended June 30, 2024 from 6.29% for the three months ended June 30, 2023 due to the improved mix of loans along with an increase in market interest rates.
Six months ended
June 30, 2024 compared to the six months ended June 30, 2023.
Interest income increased $21.5 million, or 25.3%, to $106.6 million for the six months ended June 30, 2024 as compared to the prior year period. First Guaranty's loan portfolio expanded during the first six months of 2024 due to growth associated with our loan originations and existing loans repriced to higher market rates. These factors contributed to the increase in interest income as the average balance of our total interest-earning assets, primarily associated with loans, increased, and the average yield of interest-earning assets increased. The average balance of our interest-earning assets increased $385.5 million to $3.4 billion for the six months ended June 30, 2024 as compared to the prior year. The average yield of interest-earning assets increased by 61 basis points to 6.24% for the six months ended June 30, 2024 compared to 5.63% for the six months ended June 30, 2023.
Interest income on securities increased $0.2 million to $5.0 million for the six months ended June 30, 2024 as compared to the prior year period primarily as a result of an increase in average yield of securities. The average yield on securities increased 31 basis points to 2.63% for the six months ended June 30, 2024 compared to 2.32% for the six months ended June 30, 2023 due to the decrease in lower yielding Treasury securities that matured in 2023. The average balance of securities decreased $35.5 million to $381.6 million for the six months ended June 30, 2024 from $417.1 million for the six months ended June 30, 2023 primarily due to a decrease in the average balance of our U.S. Treasuries securities portfolio compared to the prior year.
Interest income on loans increased $16.0 million or 20.4%, to $94.5 million for the six months ended June 30, 2024 as compared to the prior year period as a result of an increase in the average balance and average yield of loans. The average balance of loans (excluding loans held for sale) increased by $235.9 million to $2.8 billion for the six months ended June 30, 2024 from $2.5 billion for the six months ended June 30, 2023 largely as a result of new loan originations. The average yield on loans (excluding loans held for sale) increased by 61 basis points to 6.82% for the six months ended June 30, 2024 from 6.21% for the six months ended June 30, 2023 due to the improved mix of loans along with an increase in market interest rates.
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Interest Expense
Three months ended June 30, 2024 compared to the three months ended June 30, 2023.
Interest expense increased $9.5 million, or 41.7%, to $32.4 million for the three months ended June 30, 2024 from $22.9 million for the three months ended June 30, 2023 due primarily to an increase in market interest rates and due to an increase in the average balance of interest-bearing liabilities. The average rate of interest-bearing demand deposits was 4.52% for the three months ended June 30, 2024 and 4.14% for the three months ended June 30, 2023. The increase in market interest rates, particularly U.S. Treasury rates, contributed to the increase in rates paid on interest-bearing demand deposits. The largest concentration of interest-bearing demand deposits is associated with public funds deposits that are primarily indexed to Treasury rates. Treasury rates increased as the Federal Reserve increased rates to address increased inflation in the U.S. economy. The average rate of time deposits increased 142 basis points during the three months ended June 30, 2024 to 4.74% as compared to the prior year period. The increase in the average rate of time deposits was due to changes in market rates as existing time deposits repriced to higher market rates. The average balance of interest-bearing liabilities increased by $448.5 million during the three months ended June 30, 2024 to $2.9 billion as compared to the prior year period. This increase was a result of a $61.0 million increase in the average balance of interest-bearing demand deposits, a $17.1 million increase in the average balance of savings deposits, a $254.3 million increase in the average balance of time deposits, and a $116.1 million increase in the average balance of borrowings.
Six months ended June 30, 2024 compared to the six months ended June 30, 2023.
Interest expense increased $21.5 million, or 51.5%, to $63.4 million for the six months ended June 30, 2024 from $41.9 million for the six months ended June 30, 2023 due primarily to an increase in market interest rates and due to an increase in the average balance of interest-bearing liabilities. The average rate of interest-bearing demand deposits was
4.47%
for the six months ended June 30, 2024 and
3.84%
for the six months ended June 30, 2023. The increase in market interest rates, particularly U.S. Treasury rates, contributed to the increase in rates paid on interest-bearing demand deposits. The largest concentration of interest-bearing demand deposits is associated with public funds deposits that are primarily indexed to Treasury rates. Treasury rates increased as the Federal Reserve increased rates to address increased inflation in the U.S. economy. The average rate of time deposits increased
167
basis points during the six months ended June 30, 2024 to
4.64%
as compared to the prior year period. The increase in the average rate of time deposits was due to changes in market rates as existing time deposits repriced to higher market rates. The average balance of interest-bearing liabilities increased by $458.7 million during the six months ended June 30, 2024 to $2.9 billion as compared to the prior year period. This increase was a result of a $56.9 million increase in the average balance of interest-bearing demand deposits, a $18.4 million increase in the average balance of savings deposits, a $271.7 million increase in the average balance of time deposits, and a $111.7 million increase in the average balance of borrowings.
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The following tables set forth average balance sheets, average yields and costs, and certain other information for the periods indicated. No tax-equivalent yield adjustments were made, as the effect thereof was not material. All average balances are daily average balances. Non-accrual loans were included in the computation of average balances but have been reflected in the tables as loans carrying a zero yield. The yields set forth below include the effect of deferred fees, discounts and premiums that are amortized or accreted to interest income or expense.
The net interest income yield shown below in the average balance sheet is calculated by dividing net interest income by average interest-earning assets and is a measure of the efficiency of the earnings from balance sheet activities. It is affected by changes in the difference between interest on interest-earning assets and interest-bearing liabilities and the percentage of interest-earning assets funded by interest-bearing liabilities.
Three Months Ended June 30, 2024
Three Months Ended June 30, 2023
(in thousands except for %)
Average Balance
Interest
Yield/Rate (5)
Average Balance
Interest
Yield/Rate (5)
Assets
Interest-earning assets:
Interest-earning deposits with banks
$
271,113
$
3,626
5.38
%
$
90,388
$
1,071
4.75
%
Securities (including FHLB stock)
370,926
2,473
2.68
%
407,689
2,420
2.38
%
Federal funds sold
627
—
—
%
410
—
—
%
Loans held for sale
—
—
—
%
—
—
—
%
Loans, net of unearned income(6)
2,807,234
47,552
6.81
%
2,568,051
40,290
6.29
%
Total interest-earning assets
3,449,900
$
53,651
6.25
%
3,066,538
$
43,781
5.73
%
Noninterest-earning assets:
Cash and due from banks
20,264
18,443
Premises and equipment, net
70,790
59,924
Other assets
30,854
28,958
Total Assets
$
3,571,808
$
3,173,863
Liabilities and Shareholders' Equity
Interest-bearing liabilities:
Demand deposits
$
1,519,363
$
17,059
4.52
%
$
1,458,353
$
15,036
4.14
%
Savings deposits
231,166
1,327
2.31
%
214,055
838
1.57
%
Time deposits
885,871
10,446
4.74
%
631,605
5,224
3.32
%
Borrowings
239,114
3,577
6.02
%
122,969
1,770
5.77
%
Total interest-bearing liabilities
2,875,514
$
32,409
4.53
%
2,426,982
$
22,868
3.78
%
Noninterest-bearing liabilities:
Demand deposits
420,957
496,209
Other
23,342
17,366
Total Liabilities
3,319,813
2,940,557
Shareholders' equity
251,995
233,306
Total Liabilities and Shareholders' Equity
$
3,571,808
$
3,173,863
Net interest income
$
21,242
$
20,913
Net interest rate spread (1)
1.72
%
1.95
%
Net interest-earning assets (2)
$
574,386
$
639,556
Net interest margin (3), (4)
2.48
%
2.74
%
Average interest-earning assets to interest-bearing liabilities
119.98
%
126.35
%
(1)
Net interest rate spread represents the difference between the yield on average interest-earning assets and the cost of average interest-bearing liabilities.
(2)
Net interest-earning assets represents total interest-earning assets less total interest-bearing liabilities.
(3)
Net interest margin represents net interest income divided by average total interest-earning assets.
(4)
The tax adjusted net interest margin was 2.47% and 2.74% for the above periods ended June 30, 2024 and 2023, respectively. A 21% tax rate was used to calculate the effect on securities income from tax exempt securities for the above periods ended June 30, 2024 and 2023, respectively.
(5)
Annualized.
(6)
Includes loan fees of $2.0 million and $1.4 million or the above periods ended June 30, 2024 and 2023, respectively.
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Six Months Ended June 30, 2024
Six Months Ended June 30, 2023
(in thousands except for %)
Average Balance
Interest
Yield/Rate (5)
Average Balance
Interest
Yield/Rate (5)
Assets
Interest-earning assets:
Interest-earning deposits with banks
$
266,547
$
7,102
5.36
%
$
81,497
$
1,822
4.51
%
Securities (including FHLB stock)
381,570
4,987
2.63
%
417,104
4,807
2.32
%
Federal funds sold
478
—
—
%
421
—
—
%
Loans held for sale
—
—
—
%
—
—
—
%
Loans, net of unearned income(6)
2,784,384
94,470
6.82
%
2,548,446
78,439
6.21
%
Total interest-earning assets
3,432,979
$
106,559
6.24
%
3,047,468
$
85,068
5.63
%
Noninterest-earning assets:
Cash and due from banks
19,650
18,853
Premises and equipment, net
70,445
59,043
Other assets
29,345
27,854
Total Assets
$
3,552,419
$
3,153,218
Liabilities and Shareholders' Equity
Interest-bearing liabilities:
Demand deposits
$
1,530,063
$
34,035
4.47
%
$
1,473,147
$
28,085
3.84
%
Savings deposits
227,562
2,554
2.26
%
209,190
1,417
1.37
%
Time deposits
868,292
20,018
4.64
%
596,575
8,800
2.97
%
Borrowings
233,635
6,789
5.84
%
121,892
3,552
5.88
%
Total interest-bearing liabilities
2,859,552
$
63,396
4.46
%
2,400,804
$
41,854
3.52
%
Noninterest-bearing liabilities:
Demand deposits
420,437
503,216
Other
20,258
15,071
Total Liabilities
3,300,247
2,919,091
Shareholders' equity
252,172
234,127
Total Liabilities and Shareholders' Equity
$
3,552,419
$
3,153,218
Net interest income
$
43,163
$
43,214
Net interest rate spread (1)
1.78
%
2.11
%
Net interest-earning assets (2)
$
573,427
$
646,664
Net interest margin (3), (4)
2.53
%
2.86
%
Average interest-earning assets to interest-bearing liabilities
120.05
%
126.94
%
(1)
Net interest rate spread represents the difference between the yield on average interest-earning assets and the cost of average interest-bearing liabilities.
(2)
Net interest-earning assets represents total interest-earning assets less total interest-bearing liabilities.
(3)
Net interest margin represents net interest income divided by average total interest-earning assets.
(4)
The tax adjusted net interest margin was 2.53% and 2.86% for the above periods ended June 30, 2024 and 2023, respectively. A 21% tax rate was used to calculate the effect on securities income from tax exempt securities for the above periods ended June 30, 2024 and 2023, respectively.
(5)
Annualized.
(6)
Includes loan fees of $4.0 million and $2.8 million or the above periods ended June 30, 2024 and 2023, respectively.
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Provision for Credit and Loan Losses
A provision for credit and loan losses is a charge to income in an amount that management believes is necessary to maintain an adequate allowance for credit losses. The provision is based on management's regular evaluation of current economic conditions in our specific markets as well as regionally and nationally, changes in the character and size of the loan portfolio, underlying collateral values securing loans, and other factors which deserve recognition in estimating loan losses. This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information becomes available or as future events change.
For the three months ended June 30, 2024, the provision for credit losses was $6.8 million compared to $0.5 million for the same period in 2023. The $6.8 million included a $0.6 million negative provision for credit losses related to unfunded commitments. Total charge-offs were $8.8 million for the three months ended June 30, 2024 and $0.5 million for the same period in 2023. Charge-offs for the three months ended June 30, 2024 were concentrated in consumer auto and equipment secured loans, unsecured consumer loans, a loan relationship associated with a restaurant supply business located in Louisiana secured by real estate, equipment and inventory, a commercial and industrial loan associated with the Main Street Lending Program, and a real estate secured loan acquired from the Union Bank acquisition. Partially offsetting these charge-offs were recoveries that totaled $0.2 million for the three months ended June 30, 2024 and $0.5 million for the same period in 2023.
For the six months ended June 30, 2024, the provision for credit losses was $9.1 million compared to $0.9 million for the same period in 2023. The $9.1 million provision included a $0.8 million negative provision for credit losses related to unfunded commitments. Total charge-offs were $11.1 million for the six months ended June 30, 2024 and $1.5 million for the same period in 2023. Charge-offs for the six months ended June 30, 2024 were concentrated in consumer auto and equipment secured loans, unsecured consumer loans, a loan relationship associated with a restaurant supply business located in Louisiana secured by real estate, equipment and inventory, and a commercial and industrial loan associated with the Main Street Lending Program.
Partially offsetting these charge-offs were recoveries that totaled $0.5 million for the six months ended June 30, 2024 and $1.0 million for the same period in 2023.
We believe that the allowance is adequate to cover current expected losses in the loan portfolio given the current economic conditions, and current expected net charge-offs and nonperforming asset levels. Economic uncertainty may result in additional increases to the allowance for credit losses in future periods.
Noninterest Income
Our primary sources of recurring noninterest income are customer service fees, ATM and debit card fees, loan fees, gains on the sales of loans and available for sale securities and other service fees. Noninterest income does not include loan origination fees which are recognized over the life of the related loan as an adjustment to yield using the interest method.
Noninterest income totaled $15.5 million for the three months ended June 30, 2024, an increase of $12.7 million from $2.8 million for the three months ended June 30, 2023. The increase was primarily due to increased gains on sale of assets associated with the sale-leaseback transaction during the second quarter of 2024. Service charges, commissions and fees totaled $0.8 million for the three months ended June 30, 2024 and 2023. ATM and debit card fees totaled $0.8 million for the three months ended June 30, 2024 and 2023. Net securities losses were $0 for the three months ended June 30, 2024 and 2023. Net gains on the sale of loans were $10,000 for the three months ended June 30, 2024 compared to $0 for the same period in 2023. Net gains on the sale of assets were $13.2 million for the three months ended June 30, 2024 compared to $7,000 for the same period in 2023. Other noninterest income totaled $0.7 million for the three months ended June 30, 2024 compared to $1.2 million for the same period in 2023.
Noninterest income totaled $17.8 million for the six months ended June 30, 2024, an increase of $12.3 million from $5.5 million for the six months ended June 30, 2023. The increase was primarily due to increased gains on sale of assets associated with the sale-leaseback transaction during the second quarter of 2024. Service charges, commissions and fees totaled $1.5 million for the six months ended June 30, 2024 compared to $1.6 million for the same period in 2023. ATM and debit card fees totaled $1.6 million for the six months ended June 30, 2024 compared to $1.7 million for the same period in 2023. Net securities losses were $0 for the six months ended June 30, 2024 and 2023. Net gains on the sale of loans were $10,000 for the six months ended June 30, 2024 compared to $12,000 for the same period in 2023. Net gains on the sale of assets were $13.2 million for the six months ended June 30, 2024 compared to $18,000 for the same period in 2023. Other noninterest income totaled $1.5 million for the six months ended June 30, 2024 compared to $2.2 million for the same period in 2023.
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Noninterest Expense
Noninterest expense includes salaries and employee benefits, occupancy and equipment expense and other types of expenses. Noninterest expense totaled $20.6 million for the three months ended June 30, 2024 and $19.7 million for the three months ended June 30, 2023. Salaries and benefits expense totaled $10.4 million for the three months ended June 30, 2024 and $9.9 million for the three months ended June 30, 2023. Occupancy and equipment expense totaled $2.5 million for the three months ended June 30, 2024 and $2.2 million for the same period in 2023. Other noninterest expense totaled $7.6 million for the three months ended June 30, 2024 and $7.6 million for the same period in 2023.
Noninterest expense totaled $39.5 million for the six months ended June 30, 2024 and $39.9 million for the six months ended June 30, 2023. Salaries and benefits expense totaled $20.3 million for the six months ended June 30, 2024 and $19.9 million for the six months ended June 30, 2023. Occupancy and equipment expense totaled $4.8 million for the six months ended June 30, 2024 and $4.4 million for the same period in 2023. Other noninterest expense totaled $14.4 million for the six months ended June 30, 2024 and $15.5 million for the same period in 2023.
The following table presents, for the periods indicated, the major categories of other noninterest expense:
Three Months Ended June 30,
Six Months Ended June 30,
(in thousands)
2024
2023
2024
2023
Other noninterest expense:
Legal and professional fees
$
1,504
$
1,358
$
2,477
$
3,534
Data processing
406
531
783
1,062
ATM fees
394
426
813
823
Marketing and public relations
370
481
703
1,009
Taxes - sales, capital, and franchise
607
545
1,211
1,105
Operating supplies
105
202
206
440
Software expense and amortization
1,367
1,164
2,620
2,404
Travel and lodging
260
387
487
788
Telephone
137
84
242
169
Amortization of core deposit intangibles
174
174
348
348
Donations
108
256
183
426
Net costs from other real estate and repossessions
179
92
383
119
Regulatory assessment
989
946
1,922
1,436
Other
1,022
938
2,007
1,881
Total other noninterest expense
$
7,622
$
7,584
$
14,385
$
15,544
Income Taxes
The amount of income tax expense is influenced by the amount of pre-tax income, the amount of tax-exempt income and the amount of other non-deductible expenses and the statutory tax rate. The provision for income taxes for the three months ended June 30, 2024 and 2023 was $2.2 million and $0.8 million, respectively. The provision for income taxes increased due to an increase in income before income taxes. First Guaranty's statutory tax rate was 21.0% for the three months ended June 30, 2024 and 2023.
The provision for income taxes for the six months ended June 30, 2024 and 2023 was $2.8 million and $1.8 million, respectively. The provision for income taxes increased due to an increase in income before income taxes. First Guaranty's statutory tax rate was 21.0% for the six months ended June 30, 2024 and 2023.
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Liquidity and Capital Resources
Liquidity
Liquidity refers to the ability or flexibility to manage future cash flows to meet the needs of depositors and borrowers and fund operations. Maintaining appropriate levels of liquidity allows us to have sufficient funds available to meet customer demand for loans, withdrawal of deposit balances and maturities of deposits and other liabilities. Liquid assets include cash and due from banks, interest-earning demand deposits with banks, federal funds sold and available for sale investment securities.
First Guaranty's cash and cash equivalents totaled $299.0 million at June 30, 2024 compared to $286.5 million at December 31, 2023. Loans maturing within one year or less at June 30, 2024 totaled $341.8 million compared to $357.7 million at December 31, 2023. At June 30, 2024, time deposits maturing within one year or less totaled $533.4 million compared to $503.7 million at December 31, 2023. Time deposits maturing after one year through three years totaled $235.1 million at June 30, 2024 compared to $214.0 million at December 31, 2023. Time deposits maturing after three years totaled $130.4 million at June 30, 2024 compared to $103.0 million at December 31, 2023. First Guaranty's held to maturity ("HTM") securities portfolio at June 30, 2024 was $321.2 million, or 89.6% of the investment portfolio, compared to $320.6 million, or 79.3% at December 31, 2023. First Guaranty's available for sale ("AFS") securities portfolio was $37.4 million, or 10.4% of the investment portfolio as of June 30, 2024 compared to $83.5 million, or 20.7% of the investment portfolio at December 31, 2023. The majority of the AFS portfolio was comprised of corporate debt securities, municipal bonds and mortgage-backed securities.
First Guaranty maintained a net borrowing capacity at the Federal Home Loan Bank totaling $310.7 million and $259.6 million at June 30, 2024 and December 31, 2023, respectively with $215.0 million in FHLB advances outstanding at June 30, 2024 compared to $205.0 million at December 31, 2023, respectively. The advances outstanding at June 30, 2024 were comprised of long-term advances that totaled $155.0 million and two short-term advances that totaled $60.0 million. The $20.0 million long-term FHLB advance matures in the first quarter of 2025, the $100.0 million FHLB long-term advance matures in the second quarter of 2027, and the $35.0 million FHLB long-term advance matures in the third quarter of 2027. The advances outstanding at December 31, 2023 were comprised of three long term advances totaling $155.0 million and two short-term advances that totaled $50.0 million. The change in borrowing capacity with the Federal Home Loan Bank was due to changes in the value that First Guaranty receives on pledged collateral and due to First Guaranty's usage of the line. First Guaranty has increasingly transitioned public funds deposits into reciprocal deposit programs for collateralization as an alternative to FHLB letters of credit. We also maintain federal funds lines of credit at various correspondent banks with borrowing capacity of $100.5 million and one revolving line of credit totaling $20.0 million secured by a pledge of the Bank's common stock, with no outstanding balance as of June 30, 2024. We also have a discount window line with the Federal Reserve Bank that totaled $277.8 million at June 30, 2024 which was an increase of $58.7 million compared to availability of $219.1 million at December 31, 2023. First Guaranty did not have any advances under this facility at June 30, 2024. Management believes there is sufficient liquidity to satisfy current operating needs.
Capital Resources
First Guaranty's capital position is reflected in shareholders' equity, subject to certain adjustments for regulatory purposes. Further, our capital base allows us to take advantage of business opportunities while maintaining the level of resources we deem appropriate to address business risks inherent in daily operations.
Total shareholders' equity increased to $255.1 million at June 30, 2024 from $249.6 million at December 31, 2023. The increase in shareholders' equity was principally the result of an increase of $4.3 million in retained earnings, $0.3 million in surplus and a decrease of $0.8 million in accumulated other comprehensive loss. The $4.3 million increase in retained earnings was primarily due to net income of $9.5 million, partially offset by $4.0 million in cash dividends paid on shares of our common stock and $1.2 million in cash dividends paid on shares of our preferred stock during the six months ended June 30, 2024. The $0.3 million increase in surplus was due to common stock issued under the Equity Bonus Plan during the first quarter of 2024. The decrease in accumulated other comprehensive loss was primarily attributed to the decrease in unrealized losses on available for sale securities during the six months ended June 30, 2024.
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Regulatory Capital
Risk-based capital regulations adopted by the FDIC require banks to achieve and maintain specified ratios of capital to risk-weighted assets. Similar capital regulations apply to bank holding companies over $3.0 billion in assets. The risk-based capital rules are designed to measure "Tier 1" capital (consisting of common equity, retained earnings and a limited amount of qualifying perpetual preferred stock and trust preferred securities, net of goodwill and other intangible assets and accumulated other comprehensive income) and total capital in relation to the credit risk of both on- and off- balance sheet items. Under the guidelines, one of its risk weights is applied to the different on-balance sheet items. Off-balance sheet items, such as loan commitments, are also subject to risk weighting. Applicable bank holding companies and all banks must maintain a minimum total capital to total risk weighted assets ratio of 8.00%, at least half of which must be in the form of core or Tier 1 capital. These guidelines also specify that bank holding companies that are experiencing internal growth or making acquisitions will be expected to maintain capital positions substantially above the minimum supervisory levels.
In order to avoid limitations on distributions, including dividend payments, and certain discretionary bonus payments to executive officers, an institution must hold a capital conservation buffer above its minimum risk-based capital requirements. As of June 30, 2024, the Bank's capital conservation buffer was 3.28% exceeding the minimum of 2.50%. As of June 30, 2024, First Guaranty's capital conservation buffer was 2.60% exceeding the minimum of 2.50%.
As a result of the Economic Growth, Regulatory Relief, and Consumer Protection Act, the Federal Reserve Board has amended its small bank holding company and savings and loan holding company policy statement to provide that holding companies with consolidated assets of less than $3 billion that are (i) not engaged in significant nonbanking activities, (ii) do not conduct significant off-balance sheet activities, and (3) do not have a material amount of SEC-registered debt or equity securities, other than trust preferred securities, that contribute to an organization's complexity, are no longer subject to regulatory capital requirements, effective August 30, 2018. On January 1, 2024, First Guaranty ceased being considered a "small bank holding company". Accordingly, both the Bank and First Guaranty are required to maintain specified ratios of capital to risk-weighted assets.
In addition, as a result of the legislation, the federal banking agencies have developed a "Community Bank Leverage Ratio" (the ratio of a bank's Tier 1 capital to average total consolidated assets) for financial institutions with assets of less than $10 billion. A "qualifying community bank" that exceeds this ratio will be deemed to be in compliance with all other capital and leverage requirements, including the capital requirements to be considered "well capitalized" under Prompt Corrective Action statutes. The federal banking agencies may consider a financial institution's risk profile when evaluating whether it qualifies as a community bank for purposes of the capital ratio requirement. The federal banking agencies set the new Community Bank Leverage Ratio at 9%. Pursuant to the CARES Act, the federal banking agencies set the Community Bank Leverage Ratio at 8% beginning in the second quarter of 2020 through the end of 2020. Beginning in 2021, the Community Bank Leverage Ratio increased to 8.5% for the calendar year. Community banks will have until January 1, 2022, before the Community Bank Leverage Ratio requirement will return to 9%. A financial institution can elect to be subject to this new definition. As of June 30, 2024, the Bank did not elect to follow the Community Bank Leverage Ratio.
At June 30, 2024, we satisfied the minimum regulatory capital requirements and were well capitalized within the meaning of federal regulatory requirements.
"Well Capitalized Minimums"
As of June 30, 2024
As of December 31, 2023
Tier 1 Leverage Ratio
Bank
5.00
%
8.61
%
8.94
%
Consolidated
5.00
%
7.16
%
N/A
Tier 1 Risk-based Capital Ratio
Bank
8.00
%
10.35
%
10.31
%
Consolidated
8.00
%
8.60
%
N/A
Total Risk-based Capital Ratio
Bank
10.00
%
11.28
%
11.20
%
Consolidated
10.00
%
11.05
%
N/A
Common Equity Tier One Capital Ratio
Bank
6.50
%
10.35
%
10.31
%
Consolidated
6.50
%
7.49
%
N/A
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Item 3.
Quantitative and Qualitative Disclosures about Market Risk
Asset/Liability Management and Market Risk
Our asset/liability management (ALM) process consists of quantifying, analyzing and controlling interest rate risk (IRR) to maintain reasonably stable net interest income levels under various interest rate environments. The principal objective of ALM is to maximize net interest income while operating within acceptable limits established for interest rate risk and to maintain adequate levels of liquidity.
The majority of our assets and liabilities are monetary in nature. Consequently, one of our most significant forms of market risk is interest rate risk, which is inherent in our lending and deposit-taking activities. Our assets, consisting primarily of loans secured by real estate and fixed rate securities in our investment portfolio, have longer maturities than our liabilities, consisting primarily of deposits. As a result, a principal part of our business strategy is to manage interest rate risk and reduce the exposure of our net interest income to changes in market interest rates. The board of directors of First Guaranty Bank has established two committees, the management asset liability committee and the board investment committee, to oversee the interest rate risk inherent in our assets and liabilities, for determining the level of risk that is appropriate given our business strategy, operating environment, capital, liquidity and performance objectives, and for managing this risk consistent with the guidelines approved by the board of directors. The management asset liability committee is comprised of senior officers of the Bank and meets as needed to review our asset liability policies and interest rate risk position. The board ALCO investment committee is comprised of certain members of the board of directors of the Bank and meets monthly. The management asset liability committee provides a monthly report to the board ALCO investment committee.
The need for interest sensitivity gap management is most critical in times of rapid changes in overall interest rates. We generally seek to limit our exposure to interest rate fluctuations by maintaining a relatively balanced mix of rate sensitive assets and liabilities on a one-year time horizon and greater than one-year time horizon. Because of the significant impact on net interest margin from mismatches in repricing opportunities, we monitor the asset-liability mix periodically depending upon the management asset liability committee's assessment of current business conditions and the interest rate outlook. We maintain exposure to interest rate fluctuations within prudent levels using varying investment strategies. These strategies include, but are not limited to, frequent internal modeling of asset and liability values and behavior due to changes in interest rates. We monitor cash flow forecasts closely and evaluate the impact of both prepayments and extension risk.
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The following interest sensitivity analysis is one measurement of interest rate risk. This analysis reflects the contractual maturity characteristics of assets and liabilities over various time periods. This analysis does not factor in prepayments or interest rate floors on loans which may significantly change the report. This table includes nonaccrual loans in their respective maturity periods. The gap indicates whether more assets or liabilities are subject to repricing over a given time period. The interest sensitivity analysis at June 30, 2024 illustrated below reflects a liability-sensitive position with a negative cumulative gap on a one-year basis.
The interest spread and liability funding discussed below are directly related to changes in asset and liability mixes, volumes, maturities and repricing opportunities for interest-earning assets and interest-bearing liabilities. Interest-sensitive assets and liabilities are those which are subject to repricing in the near term, including both floating or adjustable rate instruments and instruments approaching maturity. The interest sensitivity gap is the difference between total interest-sensitive assets and total interest-sensitive liabilities. Interest rates on our various asset and liability categories do not respond uniformly to changing market conditions. Interest rate risk is the degree to which interest rate fluctuations in the marketplace can affect net interest income.
June 30, 2024
Interest Sensitivity Within
(in thousands except for %)
3 Months Or Less
Over 3 Months
thru 12 Months
Total One Year
Over One Year
Total
Earning Assets:
Loans (including loans held for sale)
$
780,663
$
356,354
$
1,137,017
$
1,696,333
$
2,833,350
Securities (including FHLB stock)
12,427
341
12,768
358,003
370,771
Federal Funds Sold
392
—
392
—
392
Other earning assets
284,858
—
284,858
—
284,858
Total earning assets
$
1,078,340
$
356,695
$
1,435,035
$
2,054,336
$
3,489,371
Source of Funds:
Interest-bearing accounts:
Demand deposits
$
1,502,703
$
—
$
1,502,703
$
—
$
1,502,703
Savings deposits
234,306
—
234,306
—
234,306
Time deposits
111,403
421,953
533,356
365,479
898,835
Short-term borrowings
60,000
—
60,000
6,934
66,934
Long-term borrowings
17,156
—
17,156
155,000
172,156
Junior subordinated debt
44,715
—
44,715
—
44,715
Noninterest-bearing, net
—
—
—
569,722
569,722
Total source of funds
$
1,970,283
$
421,953
$
2,392,236
$
1,097,135
$
3,489,371
Period gap
$
(891,943)
$
(65,258)
$
(957,201)
$
957,201
Cumulative gap
$
(891,943)
$
(957,201)
$
(957,201)
$
—
Cumulative gap as a percent of earning assets
(25.6)
%
(27.4)
%
(27.4)
%
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Item 4.
Controls and Procedures
Evaluation of Disclosure Controls and Procedures
As defined by the Securities and Exchange Commission in Exchange Act Rules 13a-15(e) and 15d-15(e), a Company's "disclosure controls and procedures" means controls and other procedures of an issuer that are designed to ensure that information required to be disclosed by the issuer in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within time periods specified in the Commission's rules and forms. First Guaranty maintains such controls designed to ensure this material information is communicated to Management, including the Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO"), as appropriate, to allow timely decision regarding required disclosure.
Management, with the participation of the CEO and CFO, have evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this quarterly report on Form 10-Q. Based on that evaluation, the CEO and CFO have concluded that the disclosure controls and procedures as of the end of the period covered by this quarterly report are effective. There were no changes in First Guaranty's internal control over financial reporting during the last fiscal quarter in the period covered by this quarterly report that have materially affected, or are reasonably likely to materially affect, First Guaranty's internal control over financial reporting.
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PART II. OTHER INFORMATION
Item 1. Legal Proceedings
First Guaranty is subject to various legal proceedings in the normal course of its business. First Guaranty assesses its liabilities and contingencies in connection with outstanding legal proceedings. Where it is probable that First Guaranty will incur a loss and the amount of the loss can be reasonably estimated, First Guaranty records a liability in its consolidated financial statements. First Guaranty does not record a loss if the loss is not probable, or the amount of the loss is not estimable. First Guaranty was a defendant in a lawsuit alleging overpayment on a loan related to a disputed interest rate. This lawsuit was settled in the first quarter of 2023 for $0.6 million. First Guaranty Bank is a defendant in a lawsuit alleging fault for a loss of funds by a customer related to fraud by a third party, with a possible loss range of $0.0 million to $1.5 million. The Bank denies the allegations and intends to vigorously defend against this lawsuit, which is in early stages, and no trial has been set. No accrued liability has been recorded related to this lawsuit. First Guaranty settled a case in the third quarter of 2021 for $1.1 million. A receivable for $0.9 million has been recorded for recovery by a claim against First Guaranty's insurer. During the second quarter of 2024, First Guaranty received $0.5 million of the $0.9 million receivable. The remaining $0.4 million was written off. In the opinion of management, neither First Guaranty nor First Guaranty Bank is currently involved in such legal proceedings, either individually or in the aggregate, that the resolution is expected to have a material adverse effect on First Guaranty’s consolidated results of operations, financial condition, or cash flows. However, one or more unfavorable outcomes in these ordinary claims or litigation against First Guaranty or First Guaranty Bank could have a material adverse effect for the period in which they are resolved. In addition, regardless of their merits or ultimate outcomes, such matters are costly, divert management’s attention, and may materially and adversely affect the reputation of First Guaranty and First Guaranty Bank, even if resolved favorably.
Item 1A. Risk Factors
There have been no material changes to our risk factors as disclosed in First Guaranty's Annual Report on Form 10-K.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
(a)
None.
(b)
Not applicable.
(c)
Not applicable.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Mine Safety Disclosures
Not applicable.
Item 5. Other Information
(a)
Not applicable.
(b)
Not applicable.
(c)
During the three months ended June 30, 2024, no First Guaranty officer or director
adopted
or
terminated
a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading agreement", as each term is defined in Item 408(a) of Regulation S-K.
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Item 6. Exhibits
The following exhibits are either filed as part of this report or are incorporated herein by reference.
Exhibit Number
Exhibit
3.1
Restated Articles of Incorporation of First Guaranty Bancshares, Inc. (1)
3.2
Articles of Amendment to the Restated Articles of Incorporation of First Guaranty Bancshares, Inc. (2)
3.3
Articles of Amendment to the Restated Articles of Incorporation of First Guaranty Bancshares, Inc. (3).
3.4
Bylaws of First Guaranty Bancshares, Inc. (4)
3.5
Amendment to Bylaws of First Guaranty Bancshares, Inc. (5)
4.1
Form of Common Stock Certificate of First Guaranty Bancshares, Inc. (6)
4.2
Subordinated Note, dated as of June 21, 2022, by and between First Guaranty Bancshares, Inc. and Edgar Ray Smith, III. (7)
4.2
Subordinated Note, dated as of March 28, 2024, by and between First Guaranty Bancshares, Inc. and Smith & Tate Investments L.L.C. (17)
4.3
Description of Common Stock. (8)
4.4
Preferred Stock Specimen Certificate (9)
4.5
Description of Preferred Stock. (10)
4.6
Deposit Agreement, dated as of April 27, 2021, by and between First Guaranty Bancshares, Inc. and Zions Bancorporation, National Association, and the holders from time to time of the depositary receipts described herein (11)
4.7
Form of Depositary Receipt representing Depositary Shares (11)
10.1
Subordinated Note Purchase Agreement, dated as of June 21, 2022, by and between First Guaranty Bancshares, Inc. and Edgar Ray Smith, III (7)
10.2
Subordinated Note Purchase Agreement, dated as of March 28, 2024, by and between First Guaranty Bancshares, Inc. and Smith & Tate Investments, L.L.C. (17)
10.3
Loan Agreement, dated as of October 5, 2023, by and between First Guaranty Bancshares, Inc. and Summit Community Bank, Inc. (13)
10.4
Promissory Note (Term Loan) issued to Summit Community Bank, Inc. on October 5, 2023. (14)
10.5
Promissory Note (Line of Credit) issued to Summit Community Bank, Inc. on October 5, 2023. (15)
10.6*
Stock Pledge and Security Agreement, dated as of October 5, 2023, by First Guaranty Bancshares, Inc. in favor of Summit Community Bank, Inc. (16)
10.7
Lease Agreements, dated June 28, 2024, by and between First Guaranty Bank and FGB Partners, L.L.C. (18)
31.1
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.SCH
XBRL Taxonomy Extension Schema.
101.CAL
XBRL Taxonomy Extension Calculation Linkbase.
101.DEF
XBRL Taxonomy Extension Definition Linkbase.
101.PRE
XBRL Taxonomy Extension Presentation Linkbase.
101.LAB
XBRL Taxonomy Extension Label Linkbase.
101.INS
XBRL Instance Document.
(1)
Incorporated by reference to Exhibit 3.1 of the Current Report on Form 8-K12G3 filed by First Guaranty Bancshares, Inc. with the Securities and Exchange Commission on August 2, 2007.
(2)
Incorporated by reference to Exhibit 3.1 of the Current Report on Form 8-K filed by First Guaranty Bancshares, Inc. with the Securities and Exchange Commission on September 23, 2011.
(3)
Incorporated by reference to Exhibit 3.1 of the Current Report on Form 8-K filed by First Guaranty Bancshares, Inc. with the Securities and Exchange Commission on April 27, 2021.
(4)
Incorporated by reference to Exhibit 3.2 of the Current Report on Form 8-K12G3 filed by First Guaranty Bancshares, Inc. with the Securities and Exchange Commission on August 2, 2007.
(5)
Incorporated by reference to Exhibit 3.3 of the Current Report on Form 8-K12G3 filed by First Guaranty Bancshares, Inc. with the Securities and Exchange Commission on August 2, 2007.
(6)
Incorporated by reference to Exhibit 4 of the Current Report on Form 8-K12G3 filed by First Guaranty Bancshares, Inc. with the Securities and Exchange Commission on August 2, 2007.
(7)
Incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K filed by First Guaranty Bancshares, Inc. with the Securities and Exchange Commission on June 23, 2022.
(8)
Incorporated by reference to Exhibit 4.3 of the Annual Report on Form 10-K filed by First Guaranty Bancshares, Inc. with the Securities and Exchange Commission on March 16, 2023.
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(9)
Incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K filed by First Guaranty Bancshares, Inc. with the Securities and Exchange Commission on April 27, 2021.
(10)
Incorporated by reference to Exhibit 4.5 of the Annual Report on Form 10-K filed by First Guaranty Bancshares, Inc. with the Securities and Exchange Commission on March 16, 2023.
(11)
Incorporated by reference to Exhibit 4.2 of the Current Report on Form 8-K filed by First Guaranty Bancshares, Inc. with the Securities and Exchange Commission on April 27, 2021.
(12)
Incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed by First Guaranty Bancshares, Inc. with the Securities and Exchange Commission on July 10, 2023.
(13)
Incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed by First Guaranty Bancshares, Inc. with the Securities and Exchange Commission on October 12, 2023.
(14)
Incorporated by reference to Exhibit 10.2 of the Current Report on Form 8-K filed by First Guaranty Bancshares, Inc. with the Securities and Exchange Commission on October 12, 2023.
(15)
Incorporated by reference to Exhibit 10.3 of the Current Report on Form 8-K filed by First Guaranty Bancshares, Inc. with the Securities and Exchange Commission on October 12, 2023.
(16)
Incorporated by reference to Exhibit 10.4 of the Current Report on Form 8-K filed by First Guaranty Bancshares, Inc. with the Securities and Exchange Commission on October 12, 2023.
(17)
Incorporated by reference to Exhibit 4.2 of the Current Report on Form 8-K filed by First Guaranty Bancshares, Inc. with the Securities and Exchange Commission on April 3, 2024.
(18)
Incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed by First Guaranty Bancshares, Inc. with the Securities and Exchange Commission on July 1, 2024.
* Schedules have been omitted pursuant to Item 601(b)(2) of Regulation S-K. A copy of any omitted schedule will be furnished supplementally to the SEC upon request; provided, however, that the parties may request confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended, for any document so furnished.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, First Guaranty has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
FIRST GUARANTY BANCSHARES, INC.
Date: August 9, 2024
By: /s/ Michael R. Mineer
Michael R. Mineer
President and Chief Executive Officer
Principal Executive Officer
Date: August 9, 2024
By: /s/ Eric J. Dosch
Eric J. Dosch
Chief Financial Officer, Secretary and Treasurer
Principal Financial Officer
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