TowneBank

01/27/2022 | Press release | Distributed by Public on 01/27/2022 07:35

TowneBank Reports Record Full Year and Fourth Quarter Financial Results for 2021

22nd Consecutive Year of Earnings Improvement

SUFFOLK, Va., Jan. 27, 2022 (GLOBE NEWSWIRE) -- TowneBank (the "Company" or "Towne") (Nasdaq: TOWN) today reported financial results for the full year and the fourth quarter ended December 31, 2021. For the year ended December 31, 2021, earnings were $215.38 million, or $2.97 per diluted share, compared to $145.54 million, or $2.01 per diluted share for the year ended December 31, 2020. Earnings in the fourth quarter of 2021 were $40.18 million, or $0.55 per diluted share, compared to fourth quarter 2020 earnings of $50.08 million, or $0.69 per diluted share.

"We were pleased with our performance for 2021, highlighted by our 22nd year of increased earnings. We achieved record financial results with total revenues surpassing $680 million for the year, which illustrates the value of Towne's diversified business model. Credit quality remained excellent and strong deposit growth across all markets was a bright spot for the year, leading the way for TowneBank to maintain the #1 market share position for our home market in Hampton Roads. These accomplishments were the result of the hard work and dedication from our nearly 2,900 team members who embrace and define our culture of caring each day," said G. Robert Aston, Jr., Executive Chairman.

Annual Highlights for 2021 Compared to 2020:

  • Total revenues were $680.33 million for the year ended December 31, 2021, an increase from the prior year of $16.00 million, or 2.41%. Increases in net interest income of $22.23 million were partially offset by a $6.23 million decline in noninterest income. The decrease in noninterest income was driven by a decline in residential mortgage banking income of $2.86 million and an $8.38 million decline in gain on investment securities. Property management income increased by $15.70 million, year-over-year. A 2020 nonrecurring gain on the sale of Red Sky Insurance totaling $17.63 million also contributed to the comparative decline.
  • Pre-provision, pre-tax, net revenues (non-GAAP) were $253.41, an increase of $8.80 million, or 3.60%.
  • Loans held for investment declined $0.12 billion, or 1.28% from December 31, 2020. The balances at December 31, 2021 and 2020 included $0.16 billion and $0.86 billion, respectively, of loans originated under the Paycheck Protection Program ("PPP"). Excluding PPP loans, loans held for investment increased $0.58 billion, or 6.56%, compared to prior year.
  • Total deposits were $13.57 billion, an increase of $2.0 billion, or 17.29% compared to prior year.
  • Book value per share was $26.13, an increase of 7.47% over prior year. Tangible book value (non-GAAP) per share was $19.15, compared to $17.46 in 2020, an increase of 9.65%.
  • Return on average assets was 1.40% in 2021, compared to 1.03% in the prior year. Return on average tangible assets (non-GAAP) increased 33.23% to 1.51% in 2021.
  • Return on average common shareholders' equity was 11.70% and return on average tangible common shareholders' equity was 16.75% (non-GAAP).
  • Taxable equivalent net interest margin of 2.86% (non-GAAP) compared to 3.18% in the prior year.
  • Effective tax rate of 20.28% compared to 17.98% in 2020.

Highlights for Fourth Quarter 2021 Compared to Fourth Quarter 2020:

  • Total revenues were $160.42 million, in fourth quarter 2021, a decrease from the prior year quarter of $11.42 million, or 6.65%. Increases in insurance and property management income were more than offset by a $16.56 million decrease in residential mortgage banking income as mortgage demand continued to normalize after the interest rate driven surge in 2020.
  • Pre-provision, pre-tax, net revenues (non-GAAP) were $48.48 million, a decrease of $13.62 million, or 21.93%.
  • Loans held for investment increased $0.21 billion, or 2.24%, in fourth quarter 2021. Excluding PPP loans, loans held for investment increased $0.30 billion, or 13.26% on an annualized basis, from the linked quarter.
  • Total deposits were $13.57 billion, an increase of $0.56 billion, or 4.30%, from September 30, 2021, or 17.06% on an annualized basis.
  • Noninterest bearing deposits increased by 26.79%, to $5.55 billion, compared to prior year, representing 40.86% of total deposits. Compared to the linked quarter, noninterest bearing deposits increased 11.16% on an annualized basis.
  • In the quarter ended December 31, 2021, annualized return on average common shareholders' equity was 8.45% and annualized return on average tangible common shareholders' equity was 12.22% (non-GAAP). For the full 12 months, return on average common shareholders' equity was 11.70% and return on average tangible common shareholders' equity was 16.75% (non-GAAP).
  • Net interest margin of 2.70% and taxable equivalent net interest margin of 2.72% (non-GAAP) compared to the prior year quarter of 2.97% and 2.98%, respectively.
  • Effective tax rate of 18.97% compared to 17.21% in fourth quarter 2020 and 22.73% in the linked quarter.

"From a strategic perspective, we were encouraged to see loan growth momentum build in the back half of 2021. We have several new banking locations coming fully online in 2022 and expect to continue expanding our impressive suite of noninterest income sources. We are well-positioned to deploy our excess liquidity and should benefit in a rising rate environment," said J. Morgan Davis, Chief Executive Officer.

Quarterly Net Interest Income Compared to the Fourth Quarter of 2020:

  • Net interest income was $100.79 million compared to $100.61 million for the quarter ended December 31, 2020.
  • Taxable equivalent net interest margin (non-GAAP) was 2.72%, including purchase accounting accretion of 2 basis points and PPP accretion of 7 basis points, compared to 2.98%, including purchase accounting accretion of 5 basis points and PPP accretion of 10 basis points, for fourth quarter 2020.
  • On an average basis, loans held for investment, with a yield of 4.05%, represented 63.26% of earning assets in the fourth quarter of 2021 compared to a yield of 4.28%, which represented 72.32% of earning assets in the fourth quarter of 2020.
  • Interest and fee income on PPP loans was $3.85 million in fourth quarter 2021, compared to $7.77 million in the linked quarter, and $11.29 million in fourth quarter 2020.
  • Total cost of deposits decreased to 0.16% from 0.37% at December 31, 2020.
  • Average interest-earning assets totaled $14.80 billion at December 31, 2021 compared to $13.48 billion at December 31, 2020, an increase of 9.78%.
  • Average interest-bearing liabilities totaled $8.26 billion, an increase of $0.23 billion, or 2.88%, from the prior year.
  • We expect to continue positioning our earning asset portfolio to positively benefit interest margin in anticipation of a rising rate environment.

Quarterly Provision for Credit Losses:

  • The quarterly provision for credit losses for on-balance-sheet loans was a benefit of $1.18 million compared to a provision expense of $1.21 million one year ago and a benefit of $1.60 million in the linked quarter.
  • The fourth quarter 2021 included a release in the allowance for credit losses of $1.12 million that was driven by a combination of net recoveries and improvement in the current economic forecast, offset by core loan growth.
  • Net recoveries were $0.06 million compared to net charge-offs of $0.11 million one year prior. The ratio of net charge-offs (recoveries) to average loans on an annualized basis was 0.00% in fourth quarter 2021 and 2020, and (0.03)% in the linked quarter.
  • The allowance for credit losses on loans represented 1.12% of total loans compared to 1.15% at September 30, 2021 and 1.25% at December 31, 2020. Excluding PPP loans, which are fully government guaranteed, the allowance for credit losses on loans (non-GAAP) was 1.13% at December 31, 2021, 1.18% at September 30, 2021, and 1.37% at December 31, 2020. The allowance for credit losses on loans was 17.76 times nonperforming loans compared to 12.68 times at September 30, 2021 and 10.74 times at December 31, 2020.
  • Expected loss estimates are subject to change based on continuing review of models and assumptions, portfolio performance, changes in forecasted macroeconomic conditions and loan mix, which could result in material changes to the reserve in future periods.

Quarterly Noninterest Income Compared to Fourth Quarter 2020:

  • Total noninterest income was $59.63 million compared to $71.23 million in 2020, a decrease of $11.60 million, or 16.29%. Residential mortgage banking income decreased $16.56 million, while insurance commissions increased $1.62 million, and property management income increased $3.43 million.
  • Residential mortgage banking income was $20.95 million compared to $37.50 million in fourth quarter 2020. Loan volume in the current quarter was $1.15 billion, with purchase activity comprising 79.36%. Loan volume in fourth quarter 2020 was $1.69 billion, with purchase activity of 59.76%. Loan volume in the linked quarter was $1.31 billion with purchase activity of 77.45%. Mortgage rates have increased compared to prior periods, resulting in a decline in refinance activity.
  • In addition to declines in mortgage volume and margin from prior periods, the income statement impact of derivative instruments in the fourth quarter of 2021 was a net loss of $2.90 million, compared to a net gain of $1.30 million in the fourth quarter of 2020, and a net loss of $0.77 million in the linked quarter.
  • Total insurance segment revenue increased $2.26 million, or 13.31%, to $19.26 million in the fourth quarter of 2021. This increase is attributable to higher property and casualty commissions and contingency income, compared to the prior year quarter. We acquired an insurance agency in December 2020, which brought in $0.53 million in additional revenue in fourth quarter 2021.
  • Property management fee revenue increased 60.62%, or $3.43 million, as compared to fourth quarter 2020 due to strong fourth quarter 2021 reservation activity. In July 2021, the Company acquired Venture Resorts, a cabin rental company in the Smoky Mountains of Tennessee, which brought in an additional $2.02 million in property management fees in the quarter.

Quarterly Noninterest Expense Compared to Fourth Quarter 2020:

  • Total noninterest expense was $110.47 million compared to $105.93 million, an increase of $4.54 million, or 4.28%. This reflects increases of $3.34 million in salary and benefits expense, $1.16 million in data processing expense, and $1.21 million in advertising and marketing expenses. The Venture Resorts acquisition resulted in an additional $3.72 million of noninterest expenses during the quarter.
  • Increases in salaries and benefits compared to fourth quarter 2020 were driven by second quarter 2021 annual base salary adjustments, business acquisitions, and year-end production-related bonuses.
  • Higher credit card fees on vacation property reservation activities and increased costs associated with our core banking platform drove the increase in data processing expense.
  • Advertising and marketing expenses increased, primarily in our Realty segment, driven by production based advertising programs in our property management companies and a consumer mortgage advertising program in our residential mortgage operations.
  • We expect first quarter 2022 noninterest expenses to be slightly lower than the current quarter and average $107 million to $109 million on a quarterly basis throughout 2022.

Consolidated Balance Sheet Highlights:

  • Total assets were $16.36 billion at December 31, 2021, an increase of 11.86%, compared to $14.63 billion at December 31, 2020. The increase was driven by increased liquidity levels related to strong deposit growth.
  • Loans held for investment decreased $0.12 billion, or 1.28%, compared to year end 2020, but increased $0.21 billion compared to the linked quarter. Excluding PPP loans of $0.16 billion in fourth quarter 2021, $0.86 billion in fourth quarter 2020, and $0.25 billion in the linked quarter, loans held for investment increased $0.58 million, or 6.56%, compared to prior year, and $0.30 million, or 2.24%, compared to September 30, 2021, or 13.26% on an annualized basis.
  • Average loans held for investment, excluding PPP loans, were $9.17 billion in fourth quarter 2021, an increase of $444.58 million, or 5.09%, compared to prior year. In the linked quarter comparison, average loans held for investment, excluding PPP loans, increased 3.16%, or $280.75 million, 12.53% on an annualized basis.
  • Unamortized fee income related to PPP loans was $4.16 million at December 31, 2021 and $14.79 million at December 31, 2020.
  • Mortgage loans held for sale decreased $0.18 billion, or 33.75%, compared to prior year and $0.07 billion, or 17.03%, compared to the linked quarter.
  • Total deposits increased $2.0 billion, or 17.29%, over December 31, 2020, and increased $0.56 billion, or 4.30%, compared to the linked quarter.
  • Total borrowings decreased $0.47 billion, or 49.59%, from prior year and $0.01 billion, or 1.16%, compared to the linked quarter.

Investment Securities:

  • Total investment securities were $1.98 billion compared to $1.59 billion at September 30, 2021 and $1.42 billion at December 31, 2020. The weighted average duration of the portfolio at December 31, 2021 was 3.89 years. The carrying value of the AFS debt securities portfolio included $17.54 million in net unrealized gains compared to $58.32 million in net unrealized gains at December 31, 2020.
  • We anticipate continuing to strategically deploy excess liquidity at a similar pace in the first half of 2022.

Loans and Asset Quality:

  • Total loans held for investment were $9.51 billion at December 31, 2021 compared to $9.30 billion at September 30, 2021 and $9.63 billion at December 31, 2020.
  • Nonperforming assets were $10.56 million, or 0.06% of total assets, compared to $16.21 million, or 0.11% of total assets, at December 31, 2020.
  • Nonperforming loans were 0.06% of period end loans compared to 0.12% at December 31, 2020.
  • Foreclosed property increased $0.30 million from $4.28 million at December 31, 2020. On January 14, 2022, the Company recognized a nominal gain on the sale of a foreclosed property, which had been carried on the balance sheet at $3.55 million at December 31, 2021.

Deposits and Borrowings:

  • Total deposits were $13.57 billion compared to $13.01 billion at September 30, 2021 and $11.57 billion at December 31, 2020.
  • Total loans held for investment to total deposits were 70.03% compared to 71.44% at September 30, 2021 and 83.20% at December 31, 2020.
  • Non-interest bearing deposits were 40.86% of total deposits at December 31, 2021 compared to 41.45% at September 30, 2021 and 37.80% at December 31, 2020. Non-interest bearing deposits experienced typical seasonality during the fourth quarter.
  • Total borrowings were $0.48 billion compared to $0.49 billion and $0.96 billion at September 30, 2021 and December 31, 2020, respectively.

Capital:

  • Common equity tier 1 capital ratio of 12.36%.
  • Tier 1 leverage capital ratio of 9.12%.
  • Tier 1 risk-based capital ratio of 12.50%.
  • Total risk-based capital ratio of 15.56%.
  • Book value per share was $26.13 compared to $25.91 at September 30, 2021 and $24.31 at December 31, 2020.
  • Tangible book value per share (non-GAAP) was $19.15 compared to $18.92 at September 30, 2021 and $17.46 at December 31, 2020.

Annual Meeting of Shareholders:
TowneBank intends to hold its 2022 Annual Meeting of Shareholders at 11:30 a.m. on Wednesday, May 25, 2022 at the Virginia Beach Convention Center, 1000 19th Street in Virginia Beach, Virginia.

About TowneBank:
Founded in 1999, TowneBank is a company built on relationships, offering a full range of banking and other financial services, with a mission of serving others and enriching lives. Dedicated to a culture of caring, Towne values all employees and members by embracing their diverse talents, perspectives, and experiences.

Today, TowneBank operates over 40 banking offices throughout Hampton Roads and Central Virginia, as well as Northeastern and Central North Carolina - serving as a local leader in promoting the social, cultural, and economic growth in each community. Towne offers a competitive array of business and personal banking solutions, delivered with only the highest ethical standards. Experienced local bankers providing a higher level of expertise and personal attention with local decision-making are key to the TowneBank strategy. TowneBank has grown its capabilities beyond banking to provide expertise through its controlled divisions and subsidiaries that include Towne Investment Group, Towne Wealth Management, Towne Insurance Agency, Towne Benefits, TowneBank Mortgage, TowneBank Commercial Mortgage, Berkshire Hathaway HomeServices Towne Realty, Towne 1031 Exchange, LLC, and Towne Vacations. With total assets of $16.36 billion as of December 31, 2021, TowneBank is one of the largest banks headquartered in Virginia.

Non-GAAP Financial Measures:

This press release contains certain financial measures determined by methods other than in accordance with accounting principles generally accepted in the United States of America ("GAAP"). Such non-GAAP financial measures include the following: fully tax-equivalent net interest margin, tangible book value per common share, total risk-based capital ratio, tier one leverage ratio, tier one capital ratio, and the tangible common equity to tangible assets ratio. Management uses these non-GAAP financial measures to assess the performance of TowneBank's core business and the strength of its capital position. Management believes that these non-GAAP financial measures provide meaningful additional information about TowneBank to assist investors in evaluating operating results, financial strength, and capitalization. The non-GAAP financial measures should be considered as additional views of the way our financial measures are affected by significant charges for credit costs and other factors. These non-GAAP financial measures should not be considered as a substitute for operating results determined in accordance with GAAP and may not be comparable to other similarly titled measures of other companies. The computations of the non-GAAP financial measures used in this presentation are referenced in a footnote or in the appendix to this presentation.

Forward-Looking Statements:
This press release contains certain forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements are not historical facts, but instead represent only the beliefs, expectations, or opinions of TowneBank and its management regarding future events, many of which, by their nature, are inherently uncertain. Forward-looking statements may be identified by the use of such words as: "believe," "expect," "anticipate," "intend," "plan," "estimate," or words of similar meaning, or future or conditional terms, such as "will," "would," "should," "could," "may," "likely," "probably," or "possibly." These statements may address issues that involve significant risks, uncertainties, estimates, and assumptions made by management. Factors that may cause actual results to differ materially from those contemplated by such forward-looking statements include the impacts of the ongoing COVID-19 pandemic and the associated efforts to limit the spread of the virus; competitive pressures in the banking industry that may increase significantly; changes in the interest rate environment that may reduce margins and/or the volumes and values of loans made or held as well as the value of other financial assets held; changes in the credit worthiness of customers and the possible impairment of the collectability of loans; general economic conditions, either nationally or regionally, that may be less favorable than expected, resulting in, among other things, a deterioration in credit quality and/or a reduced demand for credit or other services; changes in the legislative or regulatory environment, including changes in accounting standards and tax laws, that may adversely affect our business; costs or difficulties related to the integration of the businesses we have acquired may be greater than expected; expected cost savings associated with pending or recently completed acquisitions may not be fully realized or realized within the expected time frame; cybersecurity threats or attacks, the implementation of new technologies, and the ability to develop and maintain reliable electronic systems; our competitors may have greater financial resources and develop products that enable them to compete more successfully; changes in business conditions; changes in the securities market; and changes in our local economy with regard to our market area. Any forward-looking statements made by us or on our behalf speak only as of the date they are made or as of the date indicated, and we do not undertake any obligation to update forward-looking statements as a result of new information, future events, or otherwise. For additional information on factors that could materially influence forward-looking statements included in this release, see the "Risk Factors" in TowneBank's Annual Report on Form 10-K for the year ended December 31, 2020 and related disclosures in other filings that have been, or will be, filed by TowneBank with the Federal Deposit Insurance Corporation.

Media contact:
G. Robert Aston, Jr., Executive Chairman, 757-638-6780
J. Morgan Davis, Chief Executive Officer, 757-673-1673

Investor contact:
William B. Littreal, Chief Financial Officer, 757-638-6813

TOWNEBANK
Selected Financial Highlights (unaudited)
(dollars in thousands, except per share data)
Three Months Ended
December 31, September 30, June 30, March 31, December 31,
2021 2021 2021 2021 2020
Income and Performance Ratios:
Total revenue, net of interest expense $ 160,424 $ 170,076 $ 167,321 $ 182,509 $ 171,848
Net income 41,657 52,743 58,002 72,631 53,891
Net income available to common shareholders 40,183 50,400 55,803 68,995 50,082
Pre-provision, pre-tax, net revenues (non-GAAP) 48,483 63,647 59,728 81,578 62,107
Net income per common share - diluted 0.55 0.69 0.77 0.95 0.69
Book value per common share 26.13 25.91 25.51 24.78 24.31
Book value per share - tangible (non-GAAP) 19.15 18.92 18.70 17.94 17.46
Return on average assets 0.99 % 1.27 % 1.48 % 1.92 % 1.35 %
Return on average assets - tangible (non-GAAP) 1.08 % 1.37 % 1.59 % 2.05 % 1.46 %
Return on average equity 8.38 % 10.59 % 12.21 % 15.56 % 11.26 %
Return on average equity - tangible (non-GAAP) 12.08 % 15.09 % 17.38 % 22.19 % 16.28 %
Return on average common equity 8.45 % 10.68 % 12.31 % 15.70 % 11.36 %
Return on average common equity - tangible (non-GAAP) 12.22 % 15.27 % 17.57 % 22.45 % 16.48 %
Noninterest income as a percentage of total revenue 37.17 % 40.94 % 39.55 % 45.21 % 41.45 %
Regulatory Capital Ratios (1):
Common equity tier 1 12.36 % 12.53 % 12.42 % 12.15 % 11.87 %
Tier 1 12.50 % 12.69 % 12.57 % 12.30 % 12.04 %
Total 15.56 % 15.85 % 15.76 % 15.59 % 15.42 %
Tier 1 leverage ratio 9.12 % 9.18 % 9.44 % 9.54 % 8.99 %
Asset Quality:
Allowance for credit losses on loans to nonperforming loans 17.76x 12.68x 9.67x 9.09x 10.74x
Allowance for credit losses on loans to period end loans 1.12 % 1.15 % 1.15 % 1.19 % 1.25 %
Allowance for credit losses on loans to period end loans excluding PPP loans (non-GAAP) 1.13 % 1.18 % 1.22 % 1.31 % 1.37 %
Nonperforming loans to period end loans 0.06 % 0.09 % 0.12 % 0.13 % 0.12 %
Nonperforming assets to period end assets 0.06 % 0.09 % 0.10 % 0.11 % 0.11 %
Net charge-offs (recoveries) to average loans (annualized) - % (0.03 )% (0.01 )% 0.03 % - %
Net charge-offs (recoveries) (60 ) (644 ) (137 ) 669 109
Nonperforming loans $ 5,973 $ 8,451 $ 11,178 $ 12,768 $ 11,188
Former bank premises - - - 750 750
Foreclosed property 4,583 5,409 4,041 3,748 4,276
Total nonperforming assets $ 10,556 $ 13,860 $ 15,219 $ 17,266 $ 16,214
Loans past due 90 days and still accruing interest $ 372 $ 143 $ 1,584 $ 108 $ 528
Allowance for credit losses on loans 106,059 107,177 108,130 116,077 120,157
Mortgage Banking:
Loans originated, mortgage $ 851,021 $ 939,272 $ 1,050,663 $ 1,187,595 $ 1,257,963
Loans originated, joint venture 303,362 370,865 403,864 417,177 429,848
Total loans originated $ 1,154,383 $ 1,310,137 $ 1,454,527 $ 1,604,772 $ 1,687,811
Number of loans originated 3,408 3,917 4,514 5,164 5,481
Number of originators 213 219 222 229 228
Purchase % 79.36 % 77.45 % 76.95 % 53.45 % 59.76 %
Loans sold $ 1,150,996 $ 1,394,166 $ 1,485,057 $ 1,601,480 $ 1,845,926
Rate lock asset $ 3,455 $ 6,087 $ 7,760 $ 12,522 $ 11,781
Gross realized gain on sales and fees as a % of loans originated 3.42 % 3.61 % 3.64 % 4.01 % 4.02 %
Other Ratios:
Net interest margin 2.70 % 2.76 % 2.92 % 3.04 % 2.97 %
Net interest margin-fully tax equivalent (non-GAAP) 2.72 % 2.78 % 2.94 % 3.06 % 2.98 %
Average earning assets/total average assets 92.08 % 91.89 % 91.89 % 91.46 % 91.59 %
Average loans/average deposits 70.68 % 71.69 % 78.22 % 82.71 % 83.42 %
Average noninterest deposits/total average deposits 41.42 % 40.40 % 40.21 % 38.39 % 39.61 %
Period end equity/period end total assets 11.71 % 1 12.02 % 11.83 % 12.04 % 12.20 %
Efficiency ratio (non-GAAP) 67.03 % 59.58 % 61.46 % 52.11 % 60.02 %
(1) Current reporting period regulatory capital ratios are preliminary.
TOWNEBANK
Selected Data (unaudited)
(dollars in thousands)
Investment Securities % Change
Q4 Q4 Q3 Q4 21 vs. Q4 21 vs.
Available-for-sale securities, at fair value 2021 2020 2021 Q4 20 Q3 21
U.S. agency securities $ 310,587 $ 184,657 $ 207,949 68.20 % 49.36 %
U.S. Treasury notes 1,000 1,000 1,007 - % (0.70 )%
Municipal securities 385,673 353,651 350,980 9.05 % 9.88 %
Trust preferred and other corporate securities 53,950 31,499 31,591 71.28 % 70.78 %
Mortgage-backed securities issued by GSE and GNMA 1,055,183 797,765 969,017 32.27 % 8.89 %
Allowance for credit losses (210 ) (348 ) (142 ) (39.66 )% 47.89 %
Total $ 1,806,183 $ 1,368,224 $ 1,560,402 32.01 % 15.75 %
Gross unrealized gains (losses) reflected in financial statements
Total gross unrealized gains $ 32,054 $ 60,025 $ 40,906 (46.60 )% (21.64 )%
Total gross unrealized losses (14,514 ) (1,703 ) (8,845 ) 752.26 % 64.09 %
Net unrealized gain (loss) on AFS securities $ 17,540 $ 58,322 $ 32,061 (69.93 )% (45.29 )%
Held-to-maturity securities, at amortized cost
U.S. agency securities $ 73,360 $ - $ - 100.00 % 100.00 %
U.S. Treasury notes 66,326 - - 100.00 % 100.00 %
Municipal securities 5,095 5,012 2,285 1.66 % 122.98 %
Trust preferred corporate securities 2,272 2,321 5,074 (2.11 )% (55.22 )%
Mortgage-backed securities issued by GSE and GNMA 7,168 9,179 7,539 (21.91 )% (4.92 )%
Allowance for credit losses (94 ) (97 ) (94 ) (3.09 )% - %
Total $ 154,127 $ 16,415 $ 14,804 838.94 % 941.12 %
Gross unrealized gains (losses) not reflected in financial statements
Total gross unrealized gains $ 1,561 $ 1,957 $ 1,591 (20.24 )% (1.89 )%
Total gross unrealized losses (106 ) - - n/m n/m
Net unrealized gain (loss) on HTM securities $ 1,455 $ 1,957 $ 1,591 (25.65 )% (8.55 )%
Loans Held For Investment (1) % Change
Q4 Q4 Q3 Q4 21 vs. Q4 21 vs.
2021 2020 2021 Q4 20 Q3 21
Real estate - construction and development $ 1,125,863 $ 1,199,772 $ 1,005,592 (6.16 )% 11.96 %
Commercial real estate - owner occupied 1,494,000 1,380,516 1,463,000 8.22 % 2.12 %
Commercial real estate - non owner occupied 2,620,334 2,335,235 2,647,625 12.21 % (1.03 )%
Multifamily 332,659 295,488 363,733 12.58 % (8.54 )%
Residential 1-4 family 1,305,915 1,216,629 1,233,125 7.34 % 5.90 %
HELOC 380,834 412,476 389,974 (7.67 )% (2.34 )%
Commercial and industrial business (C&I) 1,206,911 1,990,808 1,253,972 (39.38 )% (3.75 )%
Government 525,358 379,243 471,037 38.53 % 11.53 %
Indirect 394,802 271,459 348,864 45.44 % 13.17 %
Consumer loans and other 119,576 147,442 120,643 (18.90 )% (0.88 )%
Total $ 9,506,252 $ 9,629,068 $ 9,297,565 (1.28 )% 2.24 %
(1) PPP loans totaling $0.16 billion, $0.86 billion and $0.25 billion, primarily in C&I, are included in Q4 2021, Q4 2020 and Q3 2021, respectively.
Deposits % Change
Q4 Q4 Q3 Q4 21 vs. Q4 21 vs.
2021 2020 2021 Q4 20 Q3 21
Noninterest-bearing demand $ 5,546,665 $ 4,374,566 $ 5,394,952 26.79 % 2.81 %
Interest-bearing:
Demand and money market accounts 6,139,714 4,819,604 5,681,181 27.39 % 8.07 %
Savings 371,356 330,091 366,165 12.50 % 1.42 %
Certificates of deposits 1,515,891 2,048,905 1,571,752 (26.01 )% (3.55 )%
Total $ 13,573,626 $ 11,573,166 $ 13,014,050 17.29 % 4.30 %
TOWNEBANK
Average Balances, Yields and Rate Paid (unaudited)
(dollars in thousands)
Three Months Ended Three Months Ended Three Months Ended
December 31, 2021 September 30, 2021 December 31, 2020
Interest Average Interest Average Interest Average
Average Income/ Yield/ Average Income/ Yield/ Average Income/ Yield/
Balance Expense Rate Balance Expense Rate Balance Expense Rate
Assets:
Loans (net of unearned income
and deferred costs), excluding
nonaccrual loans (1)
$ 9,364,498 $ 95,696 4.05 % $ 9,238,922 $ 98,732 4.24 % $ 9,752,150 $ 104,799 4.28 %
Taxable investment securities 1,625,683 10,217 2.51 % 1,421,347 6,560 1.85 % 1,250,375 6,878 2.20 %
Tax-exempt investment securities 157,855 292 0.74 % 125,523 487 1.55 % 139,572 520 1.49 %
Total securities 1,783,538 10,509 2.36 % 1,546,870 7,047 1.82 % 1,389,947 7,398 2.13 %
Interest-bearing deposits 3,274,392 1,215 0.15 % 3,179,010 1,182 0.15 % 1,754,365 435 0.10 %
Loans held for sale 379,808 2,750 2.90 % 468,323 3,406 2.91 % 587,517 3,867 2.63 %
Total earning assets 14,802,236 110,170 2.95 % 14,433,125 110,367 3.03 % 13,483,979 116,499 3.44 %
Less: allowance for credit losses (107,215 ) (108,478 ) (121,402 )
Total nonearning assets 1,380,488 1,382,351 1,359,808
Total assets $ 16,075,509 $ 15,706,998 $ 14,722,385
Liabilities and Equity:
Interest-bearing deposits
Demand and money market $ 5,853,873 $ 2,148 0.15 % $ 5,486,788 $ 2,095 0.15 % $ 4,582,588 $ 2,633 0.23 %
Savings 371,901 534 0.57 % 358,739 533 0.59 % 317,561 552 0.69 %
Certificates of deposit 1,541,483 2,707 0.70 % 1,842,948 3,400 0.73 % 2,159,573 7,578 1.40 %
Total interest-bearing deposits 7,767,257 5,389 0.28 % 7,688,475 6,028 0.31 % 7,059,722 10,763 0.61 %
Borrowings 245,622 360 0.58 % 300,505 412 0.54 % 722,291 1,645 0.89 %
Subordinated debt, net 249,555 2,962 4.75 % 249,405 2,962 4.75 % 248,965 2,962 4.76 %
Total interest-bearing liabilities 8,262,434 8,711 0.42 % 8,238,385 9,402 0.45 % 8,030,978 15,370 0.76 %
Demand deposits 5,492,894 5,212,271 4,630,665
Other noninterest-bearing liabilities 417,707 367,891 291,836
Total liabilities 14,173,035 13,818,547 12,953,479
Shareholders' equity 1,902,474 1,888,451 1,768,906
Total liabilities and equity $ 16,075,509 $ 15,706,998 $ 14,722,385
Net interest income (tax-equivalent basis) (4) $ 101,459 $ 100,965 $ 101,129
Reconciliation of Non-GAAP Financial Measures
Tax-equivalent basis adjustment (667 ) (522 ) (515 )
Net interest income (GAAP) $ 100,792 $ 100,443 $ 100,614
Interest rate spread (2)(3) 2.53 % 2.58 % 2.68 %
Interest expense as a percent of average earning assets 0.23 % 0.26 % 0.45 %
Net interest margin (tax equivalent basis) (3)(4) 2.72 % 2.78 % 2.98 %
Total cost of deposits 0.16 % 0.19 % 0.37 %

(1) December 31, 2021, December 31, 2020, and September 30, 2021 balances include average PPP balances of $0.20 billion, $1.04 billion, and $0.36 billion, and related interest and fee income of $3.85 million, $11.29 million, and $7.77 million, respectively. There were no PPP balances at December 31, 2019.
(2) Interest spread is the average yield earned on earning assets less the average rate paid on interest-bearing liabilities. Fully tax equivalent.
(3) Net interest margin is net interest income expressed as a percentage of average earning assets. Fully tax equivalent.
(4) Non-GAAP.

TOWNEBANK
Average Balances, Yields and Rate Paid (unaudited)
(dollars in thousands)
Year Ended December 31,
2021 2020 2019
Interest Average Interest Average Interest Average
Average Income/ Yield/ Average Income/ Yield/ Average Income/ Yield/
Balance Expense Rate Balance Expense Rate Balance Expense Rate
Assets:
Loans (net of unearned income
and deferred costs), excluding
nonaccrual loans (1)
$ 9,462,448 $ 397,877 4.20 % $ 9,420,584 $ 411,421 4.37 % $ 8,122,210 $ 405,511 4.99 %
Taxable investment securities 1,426,493 29,857 2.09 % 1,252,926 30,181 2.41 % 1,202,107 34,141 2.84 %
Tax-exempt investment securities 137,848 1,755 1.27 % 140,078 2,997 2.14 % 102,731 3,426 3.34 %
Total securities 1,564,341 31,612 2.02 % 1,393,004 33,178 2.38 % 1,304,838 37,567 2.88 %
Interest-bearing deposits 2,640,191 3,432 0.13 % 689,715 2,603 0.38 % 665,903 13,825 2.08 %
Mortgage loans held for sale 471,767 13,227 2.80 % 505,502 15,252 3.02 % 335,588 13,379 3.99 %
Total earning assets 14,138,747 446,148 3.16 % 12,008,805 462,454 3.85 % 10,428,539 470,282 4.51 %
Less: allowance for credit losses (113,113 ) (85,570 ) (54,476 )
Total nonearning assets 1,359,028 2,248,971 1,264,363
Total assets $ 15,384,662 $ 14,172,206 $ 11,638,426
Liabilities and Equity:
Interest-bearing deposits
Demand and money market $ 5,359,321 $ 8,323 0.16 % $ 4,070,562 $ 13,105 0.32 % $ 3,351,135 $ 26,909 0.80 %
Savings 352,333 2,117 0.60 % 297,441 2,254 0.76 % 280,894 3,296 1.17 %
Certificates of deposit 1,788,985 16,669 0.93 % 2,378,281 42,502 1.79 % 2,478,663 56,050 2.26 %
Total interest-bearing deposits 7,500,639 27,109 0.36 % 6,746,284 57,861 0.86 % 6,110,692 86,255 1.41 %
Borrowings 395,045 2,159 0.54 % 1,269,064 10,306 0.80 % 609,142 11,368 1.84 %
Subordinated debt, net 249,335 11,816 4.74 % 248,736 11,847 4.76 % 248,139 11,847 4.77 %
Total interest-bearing liabilities 8,145,019 41,084 0.50 % 8,264,084 80,014 0.97 % 6,967,973 109,470 1.57 %
Demand deposits 5,034,851 3,924,797 2,844,178
Other noninterest-bearing liabilities 348,844 262,266 228,994
Total liabilities 13,528,714 12,451,147 10,041,145
Shareholders' equity 1,855,948 1,721,059 1,597,281
Total liabilities and equity $ 15,384,662 $ 14,172,206 $ 11,638,426
Net interest income (tax-equivalent basis) (4) $ 405,064 $ 382,440 $ 360,812
Reconciliation of Non-GAAP Financial Measures
Tax-equivalent basis adjustment (2,695 ) (2,296 ) (2,457 )
Net interest income (GAAP) $ 402,369 $ 380,144 $ 358,355
Interest rate spread (2)(4) 2.65 % 2.88 % 2.94 %
Interest expense as a percent of average earning assets 0.29 % 0.67 % 1.05 %
Net interest margin (tax-equivalent basis) (3)(4) 2.86 % 3.18 % 3.46 %
Total cost of deposits 0.22 % 0.54 % 0.96 %

(1) December 31, 2021 and December 31, 2020 balances include average PPP balances of $0.53 billion and $0.74 billion and related interest and fee income of $33.27 million and $26.94 million, respectively There were no PPP balances at December 31, 2019.
(2) Interest spread is the average yield earned on earning assets less the average rate paid on interest-bearing liabilities. Fully tax equivalent.
(3) Net interest margin is net interest income expressed as a percentage of average earning assets. Fully tax equivalent.
(4) Non-GAAP.

TOWNEBANK
Consolidated Balance Sheets
(dollars in thousands, except per share data)
2021 2020
(unaudited) (audited)
ASSETS
Cash and due from banks $ 17,373 $ 41,514
Interest-bearing deposits at FRB - Richmond 3,244,484 1,795,241
Interest-bearing deposits in financial institutions 34,779 27,532
Total Cash and Cash Equivalents 3,296,636 1,864,287
Securities available for sale, at fair value (amortized cost of $1,788,853 and $1,310,250, and allowance for credit losses of $210 and $348 at December 31, 2021 and December 31, 2020, respectively. 1,806,183 1,368,224
Securities held to maturity, at amortized cost (fair value $155,676 and $18,469 at December 31, 2021 and December 31, 2020, respectively. 154,221 16,512
Less: allowance for credit losses (94 ) (97 )
Securities held to maturity, net of allowance for credit losses 154,127 16,415
Other equity securities 6,759 6,492
FHLB stock 13,146 30,135
Total Securities 1,980,215 1,421,266
Mortgage loans held for sale 358,303 540,798
Loans, net of unearned income and deferred costs 9,506,252 9,629,068
Less: allowance for credit losses (106,059 ) (120,157 )
Net Loans 9,400,193 9,508,911
Premises and equipment, net 270,772 260,242
Goodwill 457,187 452,328
Other intangible assets, net 50,379 45,533
BOLI 251,805 246,109
Other assets 295,897 286,970
TOTAL ASSETS $ 16,361,387 $ 14,626,444
LIABILITIES AND EQUITY
Deposits:
Noninterest-bearing demand $ 5,546,665 $ 4,374,566
Interest-bearing:
Demand and money market accounts 6,139,714 4,819,604
Savings 371,356 330,091
Certificates of deposit 1,515,891 2,048,905
Total Deposits 13,573,626 11,573,166
Advances from the FHLB 155,367 456,038
Subordinated debt, net 249,652 249,055
FRB PPP Lending Facility - 182,852
Repurchase agreements and other borrowings 76,797 67,786
Total Borrowings 481,816 955,731
Other liabilities 389,771 313,719
TOTAL LIABILITIES 14,445,213 12,842,616
Preferred stock
Authorized and unissued shares - 2,000,000 - -
Common stock, $1.667 par: Authorized shares - 150,000,000
Issued and outstanding shares 72,683,985 in 2021 and 72,667,541 in 2020 121,164 121,132
Capital surplus 1,050,948 1,046,642
Retained earnings 716,605 557,889
Common stock issued to deferred compensation trust, at cost
911,458 shares in 2021 and 873,486 shares in 2020 (18,257 ) (16,969 )
Deferred compensation trust 18,257 16,969
Accumulated other comprehensive income (loss) 10,597 41,184
TOTAL SHAREHOLDERS' EQUITY 1,899,314 1,766,847
Noncontrolling interest 16,860 16,981
TOTAL EQUITY 1,916,174 1,783,828
TOTAL LIABILITIES AND EQUITY $ 16,361,387 $ 14,626,444
TOWNEBANK
Consolidated Statements of Income
(dollars in thousands, except per share data)
Three Months Ended Twelve Months Ended
December 31, December 31,
2021 2020 2021 2020
(unaudited) (unaudited) (unaudited) (audited)
INTEREST INCOME:
Loans, including fees $ 95,054 $ 104,182 $ 395,322 $ 409,252
Investment securities 10,484 7,499 31,472 33,052
Interest-bearing deposits in financial institutions and federal funds sold 1,215 435 3,432 2,603
Mortgage loans held for sale 2,750 3,867 13,227 15,252
Total interest income 109,503 115,983 443,453 460,159
INTEREST EXPENSE:
Deposits 5,389 10,762 27,109 57,862
Advances from the FHLB 206 1,404 1,224 8,393
Subordinated debt, net 2,962 2,962 11,816 11,847
Repurchase agreements and other borrowings 154 241 935 1,913
Total interest expense 8,711 15,369 41,084 80,015
Net interest income 100,792 100,614 402,369 380,144
PROVISION FOR CREDIT LOSSES (1,110 ) 1,617 (16,774 ) 67,177
Net interest income after provision for credit losses 101,902 98,997 419,143 312,967
NONINTEREST INCOME:
Residential mortgage banking income, net 20,945 37,504 109,304 112,166
Insurance commissions and other title fees and income, net 15,486 13,868 67,541 65,840
Property management income, net 9,099 5,665 42,175 26,473
Real estate commission income, net 3,165 3,564 13,290 11,776
Service charges on deposit accounts 2,479 1,707 9,584 8,021
Credit card merchant fees, net 1,412 1,377 6,042 5,170
BOLI 1,904 1,990 7,265 8,285
Other income 5,142 5,559 21,508 36,826
Net gain/(loss) on investment securities - - 1,252 9,634
Total noninterest income 59,632 71,234 277,961 284,191
NONINTEREST EXPENSE:
Salaries and employee benefits 64,814 61,475 245,844 235,676
Occupancy expense 8,371 8,193 31,657 31,317
Furniture and equipment 3,528 3,462 14,175 13,914
Amortization - intangibles 2,935 2,797 11,127 11,498
Software expense 4,014 4,066 16,911 14,622
Data processing 3,524 2,363 13,779 10,985
Professional fees 2,723 2,591 9,548 11,268
Advertising and marketing 3,414 2,204 13,504 9,643
Other expenses 17,144 18,781 60,727 56,902
Total noninterest expense 110,467 105,932 417,272 395,825
Income before income tax expense and noncontrolling interest 51,067 64,299 279,832 201,333
Provision for income tax expense 9,410 10,408 54,798 31,900
Net income $ 41,657 $ 53,891 $ 225,034 $ 169,433
Net income attributable to noncontrolling interest (1,474 ) (3,809 ) (9,651 ) (23,898 )
Net income attributable to TowneBank $ 40,183 $ 50,082 $ 215,383 $ 145,535
Per common share information
Basic earnings $ 0.55 $ 0.69 $ 2.97 $ 2.01
Diluted earnings $ 0.55 $ 0.69 $ 2.97 $ 2.01
Cash dividends declared $ 0.20 $ 0.18 $ 0.78 $ 0.72
TOWNEBANK
Consolidated Balance Sheets - Five Quarter Trend
(dollars in thousands, except per share data)
December 31, September 30, June 30, March 31, December 31,
2021 2021 2021 2021 2020
(unaudited) (unaudited) (unaudited) (unaudited) (audited)
ASSETS
Cash and due from banks $ 17,373 $ 75,370 $ 117,797 $ 141,545 $ 41,514
Interest-bearing deposits at FRB - Richmond 3,244,484 3,155,039 2,970,490 1,936,458 1,795,241
Interest-bearing deposits in financial institutions 34,779 33,506 31,971 30,031 27,532
Total Cash and Cash Equivalents 3,296,636 3,263,915 3,120,258 2,108,034 1,864,287
Securities available for sale, at fair value 1,806,183 1,560,402 1,454,421 1,418,006 1,368,224
Securities held to maturity 154,221 14,898 15,389 15,980 16,512
Less: allowance for credit losses (94 ) (94 ) (97 ) (97 ) (97 )
Securities held to maturity, net of allowance for credit losses 154,127 14,804 15,292 15,883 16,415
Other equity securities 6,759 6,621 6,395 6,355 6,492
Federal Home Loan Bank stock 13,146 13,146 16,909 16,909 30,135
Total Securities 1,980,215 1,594,973 1,493,017 1,457,153 1,421,266
Mortgage loans held for sale 358,303 431,846 554,447 582,905 540,798
Loans, net of unearned income and deferred costs 9,506,252 9,297,565 9,423,578 9,734,583 9,629,068
Less: allowance for credit losses (106,059 ) (107,177 ) (108,130 ) (116,077 ) (120,157 )
Net Loans 9,400,193 9,190,388 9,315,448 9,618,506 9,508,911
Premises and equipment, net 270,772 270,810 265,644 261,831 260,242
Goodwill 457,187 457,187 452,328 452,328 452,328
Other intangible assets, net 50,379 50,839 42,271 44,808 45,533
BOLI 251,805 249,862 249,213 247,655 246,109
Other assets 295,897 301,552 311,209 306,176 286,970
TOTAL ASSETS $ 16,361,387 $ 15,811,372 $ 15,803,835 $ 15,079,396 $ 14,626,444
LIABILITIES AND EQUITY
Deposits:
Noninterest-bearing demand $ 5,546,665 $ 5,394,952 $ 5,243,074 $ 4,840,678 $ 4,374,566
Interest-bearing:
Demand and money market accounts 6,139,714 5,681,181 5,373,146 5,062,461 4,819,604
Savings 371,356 366,165 349,552 342,554 330,091
Certificates of deposit 1,515,891 1,571,752 1,998,828 1,893,951 2,048,905
Total Deposits 13,573,626 13,014,050 12,964,600 12,139,644 11,573,166
Advances from the FHLB 155,367 155,537 255,706 255,872 456,038
Subordinated debt, net 249,652 249,503 249,353 249,204 249,055
FRB PPP Lending Facility - - - 183,164 182,852
Repurchase agreements and other borrowings 76,797 82,413 85,042 68,509 67,786
Total Borrowings 481,816 487,453 590,101 756,749 955,731
Other liabilities 389,771 409,435 379,278 366,697 313,719
TOTAL LIABILITIES 14,445,213 13,910,938 13,933,979 13,263,090 12,842,616
Preferred stock
Authorized shares - 2,000,000 - - - - -
Common stock, $1.667 par value 121,164 121,163 121,144 121,108 121,132
Capital surplus 1,050,948 1,049,367 1,048,332 1,047,312 1,046,642
Retained earnings 716,605 690,960 655,095 613,826 557,889
Common stock issued to deferred compensation trust, at cost (18,257 ) (18,076 ) (18,076 ) (17,063 ) (16,969 )
Deferred compensation trust 18,257 18,076 18,076 17,063 16,969
Accumulated other comprehensive income (loss) 10,597 21,597 29,273 17,969 41,184
TOTAL SHAREHOLDERS' EQUITY 1,899,314 1,883,087 1,853,844 1,800,215 1,766,847
Noncontrolling interest 16,860 17,347 16,012 16,091 16,981
TOTAL EQUITY 1,916,174 1,900,434 1,869,856 1,816,306 1,783,828
TOTAL LIABILITIES AND EQUITY $ 16,361,387 $ 15,811,372 $ 15,803,835 $ 15,079,396 $ 14,626,444
TOWNEBANK
Consolidated Statements of Income - Five Quarter Trend (unaudited)
(dollars in thousands, except per share data)
Three Months Ended
December 31, September 30, June 30, March 31, December 31,
2021 2021 2021 2021 2020
INTEREST INCOME:
Loans, including fees $ 95,054 $ 98,258 $ 100,614 $ 101,396 $ 104,182
Investment securities 10,484 7,000 6,871 7,117 7,499
Interest-bearing deposits in financial institutions and
federal funds sold
1,215 1,182 619 416 435
Mortgage loans held for sale 2,750 3,405 3,711 3,361 3,867
Total interest income 109,503 109,845 111,815 112,290 115,983
INTEREST EXPENSE:
Deposits 5,389 6,028 7,144 8,548 10,762
Advances from the FHLB 206 247 274 497 1,404
Subordinated debt 2,962 2,962 2,962 2,930 2,962
Repurchase agreements and other borrowings 154 165 291 325 241
Total interest expense 8,711 9,402 10,671 12,300 15,369
Net interest income 100,792 100,443 101,144 99,990 100,614
PROVISION FOR CREDIT LOSSES (1,110 ) (1,582 ) (10,055 ) (4,027 ) 1,617
Net interest income after provision for credit losses 101,902 102,025 111,199 104,017 98,997
NONINTEREST INCOME:
Residential mortgage banking income, net 20,945 25,422 25,524 37,412 37,504
Insurance commissions and other title fees and income, net 15,486 17,398 18,331 16,325 13,868
Property management income, net 9,099 10,502 7,091 15,483 5,665
Real estate commission income, net 3,165 3,781 3,893 2,451 3,564
Service charges on deposit accounts 2,479 2,524 2,391 2,190 1,707
Credit card merchant fees, net 1,412 1,660 1,667 1,302 1,377
BOLI 1,904 2,301 1,541 1,519 1,990
Other income 5,142 6,045 5,487 4,837 5,559
Net gain/(loss) on investment securities - - 252 1,000 -
Total noninterest income 59,632 69,633 66,177 82,519 71,234
NONINTEREST EXPENSE:
Salaries and employee benefits 64,814 61,230 61,365 58,435 61,475
Occupancy expense 8,371 7,656 7,559 8,072 8,193
Furniture and equipment 3,528 3,513 3,622 3,512 3,462
Amortization - intangibles 2,935 2,750 2,719 2,723 2,797
Software expense 4,014 4,209 4,494 4,194 4,066
Data processing 3,524 3,603 3,414 3,239 2,363
Professional fees 2,723 2,227 2,259 2,339 2,591
Advertising and marketing 3,414 3,865 3,257 2,968 2,204
Other expenses 17,144 15,033 16,705 11,844 18,781
Total noninterest expense 110,467 104,086 105,394 97,326 105,932
Income before income tax expense and noncontrolling interest 51,067 67,572 71,982 89,210 64,299
Provision for income tax expense 9,410 14,829 13,980 16,579 10,408
Net income 41,657 52,743 58,002 72,631 53,891
Net income attributable to noncontrolling interest (1,474 ) (2,343 ) (2,199 ) (3,636 ) (3,809 )
Net income attributable to TowneBank $ 40,183 $ 50,400 $ 55,803 $ 68,995 $ 50,082
Per common share information
Basic earnings $ 0.55 $ 0.70 $ 0.77 $ 0.95 $ 0.69
Diluted earnings (1) $ 0.55 $ 0.69 $ 0.77 $ 0.95 $ 0.69
Basic weighted average shares outstanding 72,525,504 72,506,877 72,468,094 72,414,953 72,357,177
Diluted weighted average shares outstanding 72,624,610 72,591,281 72,560,234 72,517,008 72,455,096
Cash dividends declared $ 0.20 $ 0.20 $ 0.20 $ 0.18 $ 0.18

(1) The quarterly diluted EPS do not sum to the total year diluted EPS due to rounding.

TOWNEBANK
Banking Segment Financial Information
(dollars in thousands)
Three Months Ended Year Ended Increase/(Decrease)
December 31, September 30,
2021
December 31, 2021 over 2020
2021 2020 2021 2020 Amount Percent
Revenue
Net interest income $ 98,345 $ 97,412 $ 97,668 $ 391,751 $ 367,353 $ 24,398 6.64 %
Noninterest income
Service charges on deposit accounts 2,479 1,707 2,524 9,584 8,021 1,563 19.49 %
Credit card merchant fees 1,412 1,377 1,660 6,042 5,169 873 16.89 %
Other income 4,876 5,983 6,334 21,584 21,809 (225 ) (1.03 )%
Subtotal 8,767 9,067 10,518 37,210 34,999 2,211 6.32 %
Gain (loss) on investment securities - - 1,252 9,634 (8,382 ) n/m
Total noninterest income 8,767 9,067 10,518 38,462 44,633 (6,171 ) (13.83 )%
Total revenue 107,112 106,479 108,186 430,213 411,986 18,227 4.42 %
Provision for credit losses (1,199 ) 1,628 (1,728 ) (15,859 ) 65,799 (81,658 ) (124.10 )%
Expenses
Salaries and employee benefits 37,678 37,358 34,791 140,105 142,328 (2,223 ) (1.56 )%
Occupancy expense 5,541 5,681 5,098 21,198 21,237 (39 ) (0.18 )%
Furniture and equipment 2,570 2,625 2,602 10,657 10,425 232 2.23 %
Amortization of intangible assets 812 1,013 862 3,549 4,354 (805 ) (18.49 )%
Other expenses 19,484 19,892 16,580 68,504 65,107 3,397 5.22 %
Total expenses 66,085 66,569 59,933 244,013 243,451 562 0.23 %
Income before income tax, corporate allocation and noncontrolling interest 42,226 38,282 49,981 202,059 102,736 99,323 96.68 %
Corporate allocation 1,260 643 1,241 5,041 2,534 2,507 98.93 %
Income before income tax provision and noncontrolling interest 43,486 38,925 51,222 207,100 105,270 101,830 96.73 %
Provision for income tax expense 7,123 5,163 10,225 37,584 14,467 23,117 159.79 %
Net income 36,363 33,762 40,997 169,516 90,803 78,713 86.69 %
Noncontrolling interest (3 ) 4 2 (4 ) 6 (10 ) n/m
Net income attributable to TowneBank $ 36,360 $ 33,766 $ 40,999 $ 169,512 $ 90,809 $ 78,703 86.67 %
Efficiency ratio (non-GAAP) 60.94 % 61.57 % 54.60 % 56.06 % 59.42 %
TOWNEBANK
Realty Segment Financial Information
(dollars in thousands)
Three Months Ended Year Ended Increase/(Decrease)
December 31, September 30, December 31, 2021 over 2020
2021 2020 2021 2021 2020 Amount Percent
Revenue
Residential mortgage brokerage
income, net
$ 22,257 $ 38,040 $ 26,637 $ 113,155 $ 114,589 $ (1,434 ) (1.25 )%
Real estate brokerage income, net 3,165 3,564 3,781 13,290 11,776 1,514 12.86 %
Title insurance and settlement fees 610 669 706 2,527 2,397 130 5.42 %
Property management fees, net 9,099 5,665 10,502 42,175 26,473 15,702 59.31 %
Income from unconsolidated
subsidiary
113 398 269 1,077 1,336 (259 ) (19.39 )%
Net interest and other income 3,010 3,627 3,154 12,232 13,889 (1,657 ) (11.93 )%
Total revenue 38,254 51,963 45,049 184,456 170,460 13,996 8.21 %
Provision for credit losses 89 (11 ) 146 (915 ) 1,378 $ (2,293 ) n/m
Expenses
Salaries and employee benefits $ 17,682 $ 16,168 $ 17,375 $ 67,922 $ 58,263 $ 9,659 16.58 %
Occupancy expense 1,957 1,869 1,926 7,689 7,465 224 3.00 %
Furniture and equipment 727 614 693 2,661 2,622 39 1.49 %
Amortization of intangible assets 931 658 702 2,813 2,630 183 6.96 %
Other expenses 9,805 8,779 11,103 40,579 33,143 7,436 22.44 %
Total expenses 31,102 28,088 31,799 121,664 104,123 17,541 16.85 %
Income (loss) before income tax, corporate allocation, and noncontrolling interest 7,063 23,886 13,104 63,707 64,959 (1,252 ) (1.93 )%
Corporate allocation (1,000 ) (403 ) (1,000 ) (4,000 ) (1,522 ) (2,478 ) 162.81 %
Income (loss) before income tax provision and noncontrolling interest 6,063 23,483 12,104 59,707 63,437 (3,730 ) (5.88 )%
Provision for income tax 1,894 4,421 3,546 13,911 12,035 1,876 15.59 %
Net income (loss) 4,169 19,062 8,558 45,796 51,402 (5,606 ) (10.91 )%
Noncontrolling interest (1,471 ) (3,813 ) (2,345 ) (9,647 ) (11,809 ) 2,162 (18.31 )%
Net income (loss) attributable to TowneBank $ 2,698 $ 15,249 $ 6,213 $ 36,149 $ 39,593 $ (3,444 ) (8.70 )%
Efficiency ratio (non-GAAP) 78.87 % 52.79 % 69.03 % 64.43 % 59.54 %
TOWNEBANK
Insurance Segment Financial Information
(dollars in thousands)
Three Months Ended Year Ended Increase/(Decrease)
December 31, September 30, December 31, 2021 over 2020
2021 2020 2021 2021 2020 Amount Percent
Commission and fee income
Property and casualty $ 13,135 $ 11,942 $ 15,338 $ 57,603 $ 52,726 $ 4,877 9.25 %
Employee benefits 3,682 3,725 3,820 14,817 15,259 (442 ) (2.90 )%
Travel insurance (1) - - - - 3,526 (3,526 ) (100.00 )%
Specialized benefit services 172 175 164 666 664 2 0.30 %
Total commissions and fees 16,989 15,842 19,322 73,086 72,175 911 1.26 %
Contingency and bonus revenue 2,231 1,087 1,664 8,977 6,230 2,747 44.09 %
Other income (1) 40 69 40 196 17,976 (17,780 ) (98.91 )%
Total revenue 19,260 16,998 21,026 82,259 96,381 (14,122 ) (14.65 )%
Employee commission expense 4,202 3,592 4,185 16,598 14,492 2,106 14.53 %
Revenue, net of commission expense 15,058 13,406 16,841 65,661 81,889 (16,228 ) (19.82 )%
Expenses
Salaries and employee benefits $ 9,454 $ 7,949 $ 9,064 $ 37,817 $ 35,085 $ 2,732 7.79 %
Occupancy expense 873 643 632 2,770 2,615 155 5.93 %
Furniture and equipment 231 223 218 857 867 (10 ) (1.15 )%
Amortization of intangible assets 1,192 1,126 1,186 4,765 4,514 251 5.56 %
Other expenses 1,530 1,334 1,254 5,386 5,170 216 4.18 %
Total operating expenses 13,280 11,275 12,354 51,595 48,251 3,344 6.93 %
Income before income tax and noncontrolling interest 1,778 2,131 4,487 14,066 33,638 (19,572 ) (58.18 )%
Corporate allocation (260 ) (240 ) (241 ) (1,041 ) (1,012 ) (29 ) 2.87 %
Income before income tax provision and noncontrolling interest 1,518 1,891 4,246 13,025 32,626 (19,601 ) (60.08 )%
Provision for income tax expense 393 824 1,058 3,303 5,398 (2,095 ) (38.81 )%
Net income 1,125 1,067 3,188 9,722 27,228 (17,506 ) (64.29 )%
Noncontrolling interest (1) - - - - (12,095 ) 12,095 (100.00 )%
Net income attributable to TowneBank $ 1,125 $ 1,067 $ 3,188 $ 9,722 $ 15,133 $ (5,411 ) (35.76 )%
Provision for income taxes 393 824 1,058 3,303 5,398 (2,095 ) (38.81 )%
Depreciation, amortization and interest expense 1,342 1,274 1,330 5,341 5,151 190 3.69 %
EBITDA (non-GAAP) $ 2,860 $ 3,165 $ 5,576 $ 18,366 $ 25,682 $ (7,316 ) (28.49 )%
Efficiency ratio (non-GAAP) 80.28 % 75.70 % 66.31 % 71.32 % 68.06 %
(1) In third quarter 2020, we sold Red Sky Insurance, our travel insurance joint venture. We recorded a gross gain on sale in other income of $17,626. Our re-tax net gain, after distributions to noncontrolling interest was $6,521.
TOWNEBANK
Reconciliation of Non-GAAP Financial Measures:
Three Months Ended Twelve Months Ended
December 31, September 30, December 31, December 31,
2021 2021 2020 2021 2020
Return on average assets (GAAP) 0.99 % 1.27 % 1.35 % 1.40 % 1.03 %
Impact of excluding average goodwill and other intangibles and amortization 0.09 % 0.10 % 0.11 % 0.11 % 0.10 %
Return on average tangible assets (non-GAAP) 1.08 % 1.37 % 1.46 % 1.51 % 1.13 %
Return on average equity (GAAP) 8.38 % 10.59 % 11.26 % 11.61 % 8.46 %
Impact of excluding average goodwill and other intangibles and amortization 3.70 % 4.50 % 5.02 % 4.94 % 4.16 %
Return on average tangible equity (non-GAAP) 12.08 % 15.09 % 16.28 % 16.55 % 12.62 %
Return on average common equity (GAAP) 8.45 % 10.68 % 11.36 % 11.70 % 8.52 %
Impact of excluding average goodwill and other intangibles and amortization 3.77 % 4.59 % 5.12 % 5.05 % 4.24 %
Return on average tangible common equity (non-GAAP) 12.22 % 15.27 % 16.48 % 16.75 % 12.76 %
Book value (GAAP) $ 26.13 $ 25.91 $ 24.31 $ 26.13 $ 24.31
Impact of excluding average goodwill and other intangibles and amortization (6.98 ) (6.99 ) (6.85 ) (6.98 ) (6.85 )
Tangible book value (non-GAAP) $ 19.15 $ 18.92 $ 17.46 $ 19.15 17.46
Efficiency ratio (GAAP) 68.86 % 61.20 % 61.64 % 61.33 % 59.58 %
Impact of excluding gain/(loss) on investments and amortization expense (1.83 )% (1.62 )% (1.62 )% (1.52) )% 0.75 %
Efficiency ratio (non-GAAP) 67.03 % 59.58 % 60.02 % 59.81 % 60.33 %
Average assets (GAAP) $ 16,075,509 $ 15,706,998 $ 14,722,385 $ 15,384,662 $ 14,172,206
Less: average goodwill and intangible assets 506,867 506,231 491,453 501,689 495,707
Average tangible assets (non-GAAP) $ 15,568,642 $ 15,200,767 $ 14,230,932 $ 14,882,973 $ 13,676,499
Average equity (GAAP) $ 1,902,474 $ 1,888,451 $ 1,768,906 $ 1,855,948 $ 1,721,059
Less: average goodwill and intangible assets 506,867 506,231 491,453 501,689 495,707
Average tangible equity (non-GAAP) $ 1,395,607 $ 1,382,220 $ 1,277,453 $ 1,354,259 $ 1,225,352
Average common equity (GAAP) $ 1,886,279 $ 1,871,820 $ 1,753,596 $ 1,840,261 $ 1,707,635
Less: average goodwill and intangible assets 506,867 506,231 491,453 501,689 495,707
Average tangible common equity (non-GAAP) $ 1,379,412 $ 1,365,589 $ 1,262,143 $ 1,338,572 $ 1,211,928
Net income (GAAP) $ 40,183 $ 50,400 $ 50,082 $ 215,383 $ 145,535
Amortization of intangibles, net of tax 2,318 2,172 2,210 8,790 9,086
Tangible net income (non-GAAP) $ 42,501 $ 52,572 $ 52,292 $ 224,173 $ 154,621
Net income (GAAP) $ 40,183 $ 50,400 $ 50,082 $ 215,383 $ 145,535
Provision for credit losses (1,110 ) (1,582 ) 1,617 (16,774 ) 67,177
Provision for income taxes 9,410 14,829 10,408 54,798 31,900
(Gain)/loss on equity investment net of noncontrolling interest - - $ - 30 (17,626 )
Pre-provision, pre-tax net revenues (non-GAAP) $ 48,483 $ 63,647 $ 62,107 $ 253,437 $ 226,986
Total revenue (GAAP) $ 160,424 $ 170,076 $ 171,848 $ 680,331 $ 664,335
Net (gain) loss on investment securities - - - (1,252 ) (9,634 )
Net (gain) loss on equity investment - - - 30 (17,626 )
Total revenue for efficiency calculation (non-GAAP) $ 160,424 $ 170,076 $ 171,848 $ 679,109 $ 637,075
Noninterest expense (GAAP) $ 110,467 $ 104,086 $ 105,932 $ 417,272 $ 395,825
Less: Amortization of intangibles 2,935 2,750 2,797 11,127 11,498
Noninterest expense net of amortization (non-GAAP) $ 107,532 $ 101,336 $ 103,135 $ 406,145 $ 384,327

Source: TowneBank