Business First Bancshares Inc.

08/05/2025 | Press release | Distributed by Public on 08/05/2025 09:41

Quarterly Report for Quarter Ending June 30, 2025 (Form 10-Q)

Management's Discussion and Analysis of Financial Condition and Results of Operations
FORWARD-LOOKING STATEMENTS
When we refer in this Form 10-Q to "we," "our," "us," the "Company" and "Business First," we are referring to Business First Bancshares, Inc. and its consolidated subsidiaries, including b1BANK, which we sometimes refer to as "the Bank," unless the context indicates otherwise.
The information contained in this Form 10-Q is accurate only as of the date of this form and the dates specified herein.
All statements other than statements of historical fact contained in this Quarterly Report on Form 10-Q (this "Report") and other periodic reports filed by the Company, and other written or oral statements made by us or on our behalf, are "forward-looking statements," as defined by (and subject to the "safe harbor" protections under) the federal securities laws. These forward-looking statements include statements that reflect the current views of our senior management with respect to our financial performance and future events with respect to our business and the banking industry in general. These statements are often, but not always, made through the use of words or phrases such as "may," "should," "could," "predict," "potential," "believe," "will likely result," "expect," "will continue," "anticipate," "seek," "estimate," "intend," "plan," "projection," "would" and "outlook," and similar expressions of a future or forward-looking nature. These statements involve estimates, assumptions, and risks and uncertainties. Accordingly, there are or will be important factors that could cause our actual results to differ materially from those indicated in these statements.
We believe these factors include, but are not limited to, the following:
risks relating to the proposed acquisition of Progressive Bancorp, Inc. ("Progressive") including, without limitation: the timing of consummation of the proposed merger; the risk that any condition to closing of the proposed merger may not be satisfied or waived; the risk that the merger may not be completed at all; the diversion of management time on issues related to the proposed merger; unexpected transaction costs, including the costs of integrating operations; the risks that the businesses will not be integrated successfully or such integration may be more difficult, time-consuming or costly than expected; the potential failure to fully or timely realize expected revenues and revenue synergies, including as the result of revenues following the merger being lower than expected; the risk of deposit and customer attrition; any changes in deposit mix; unexpected operating and other costs, which may differ or change from expectation; the risk of customer and employee loss and business disruptions, including, without limitation, as the result of difficulties in maintaining relationships with employees; increased competitive pressures on solicitations of customers by competitors; as well as difficulties and risks inherent with entering new markets;
risks related to the integration of any other acquired businesses, including exposure to potential asset quality and credit quality risks and unknown or contingent liabilities, risks related to entering a new geographic market, the time and costs associated with integrating systems, technology platforms, procedures and personnel, the ability to retain key employees and maintain relationships with significant customers, the need for additional capital to finance such transactions, and possible failures in realizing the anticipated benefits from acquisitions;
changes in the strength of the United States ("U.S.") economy in general and the local economy in our local market areas adversely affecting our customers and their ability to transact profitable business with us, including the ability of our borrowers to repay their loans according to their terms or a change in the value of the related collateral;
economic risks posed by our geographic concentration in Louisiana, the Dallas/Fort Worth metroplex and Houston;
the ability to sustain and continue our organic loan and deposit growth, and manage that growth effectively;
market declines in industries to which we have exposure, such as the volatility in oil prices and downturn in the energy industry that impact certain of our borrowers and investments that operate within, or are backed by collateral associated with, the energy industry;
volatility and direction of interest rates and market prices, which could reduce our net interest margins, asset valuations and expense expectations;
interest rate risk associated with our business;
changes in the levels of loan prepayments and the resulting effects on the value of our loan portfolio;
increased competition in the financial services industry, particularly from regional and national institutions and emerging non-bank competitors;
increased credit risk in our assets and increased operating risk caused by a material change in commercial, consumer and/or real estate loans as a percentage of our total loan portfolio;
changes in the value of collateral securing our loans;
deteriorating asset quality and higher loan charge-offs, and the time and effort required to resolve problem assets;
the failure of assumptions underlying the establishment of and provisions made to our allowance for credit losses;
changes in the availability of funds resulting in increased costs or reduced liquidity;
our ability to maintain important deposit customer relationships and our reputation;
a determination or downgrade in the credit quality and credit agency ratings of the securities in our securities portfolio;
increased asset levels and changes in the composition of assets and the resulting impact on our capital levels and regulatory capital ratios;
our ability to prudently manage our growth and execute our strategy;
risks associated with our acquisition and de novo branching strategy;
the loss of senior management or operating personnel and the potential inability to hire qualified personnel at reasonable compensation levels;
legislative or regulatory developments, including changes in the laws, regulations, interpretations or policies relating to financial institutions, accounting, tax, trade, monetary and fiscal matters;
government intervention in the U.S. financial system;
changes in statutes and government regulations or their interpretations applicable to us, including changes in tax requirements and tax rates;
natural disasters and adverse weather, acts of terrorism, an outbreak of hostilities or other international or domestic calamities, epidemics and pandemics such as coronavirus, and other matters beyond our control; and
other risks and uncertainties listed from time to time in our reports and documents filed with the U.S. Securities and Exchange Commission ("SEC").
The foregoing factors should not be construed as exhaustive and should be read together with the other cautionary statements included in this Report. Additional information on these and other risk factors can be found in Item 1A. "Risk Factors" of this Report and in Item 1A. "Risk Factors" in the Company's Annual Report on Form 10-K for the year ended December 31, 2024, filed with the SEC.
In the event that one or more events related to these or other risks or uncertainties materialize, or if our underlying assumptions prove to be incorrect, actual results may differ materially from what we anticipate. Accordingly, you should not place undue reliance on any such forward-looking statements. Any forward-looking statement speaks only as of the date on which it is made and we do not undertake any obligation to update any forward-looking statement or statements to reflect events or circumstances after the date on which such statement is made or to reflect the occurrence of unanticipated events. New factors emerge from time to time, and it is not possible for us to predict which will arise. In addition, we cannot assess the impact of each factor on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF BUSINESS FIRST
The following discussion and analysis focuses on significant changes in the financial condition of Business First and its subsidiaries from December 31, 2024 to June 30, 2025, and its results of operations for the three and six months ended June 30, 2025. This discussion and analysis is intended to highlight and supplement information presented elsewhere in this report and should be read in conjunction with (i) the accompanying unaudited consolidated financial statements and the notes thereto (the "Notes") and (ii) our Annual Report on Form 10-K for the year ended December 31, 2024, including the audited consolidated financial statements and notes thereto, management's discussion and analysis, and the risk factor disclosures contained therein.This discussion and analysis contains forward-looking statements that are subject to certain risks and uncertainties and are based on certain assumptions that Business First believes are reasonable but may prove to be inaccurate. Certain risks, uncertainties and other factors, including those set forth under "Forward-Looking Statements," "Risk Factors" and elsewhere in this report, may cause actual results to differ materially from those projected results discussed in the forward-looking statements appearing in this discussion and analysis. Business First assumes no obligation to update any of these forward-looking statements.
Overview
We are a registered financial holding company headquartered in Baton Rouge, Louisiana. Through our wholly-owned subsidiary, b1BANK, a Louisiana state chartered bank, we provide a broad range of financial services tailored to meet the needs of small-to-midsized businesses and professionals. Since our inception in 2006, our priority has been and continues to be creating shareholder value through the establishment of an attractive commercial banking franchise in Louisiana and across our region. We consider our primary market to include the State of Louisiana, the Dallas/Fort Worth metroplex, and Houston. We currently operate out of banking centers and loan production offices across Louisiana and Texas. As of June 30, 2025, we had total assets of $7.9 billion, total loans of $6.0 billion, total deposits of $6.4 billion, and total shareholders' equity of $848.4 million.
As a financial holding company operating through one reportable operating segment, community banking, we generate most of our revenues from interest income on loans, customer service and loan fees, and interest income from securities. We incur interest expense on deposits and other borrowed funds and noninterest expense, such as salaries and employee benefits and occupancy expenses. We analyze our ability to maximize income generated from interest-earning assets and expense of our liabilities through our net interest margin. Net interest margin is a ratio calculated as net interest income divided by average interest-earning assets. Net interest income is the difference between interest income on interest-earning assets, such as loans and securities, and interest expense on interest-bearing liabilities, such as deposits and borrowings, which are used to fund those assets.
Changes in the market interest rates and the interest rates we earn on interest-earning assets or pay on interest-bearing liabilities, as well as the volume and types of interest-earning assets, interest-bearing and noninterest-bearing liabilities and shareholders' equity, are usually the largest drivers of periodic changes in net interest spread, net interest margin and net interest income. Fluctuations in market interest rates are driven by many factors, including governmental monetary policies, inflation, deflation, macroeconomic developments, changes in unemployment, the money supply, political and international conditions, and conditions in domestic and foreign financial markets. Periodic changes in the volume and types of loans in our loan portfolio are affected by, among other factors, economic and competitive conditions in our markets and across our region, as well as developments affecting the real estate, technology, financial services, insurance, transportation, manufacturing and energy sectors within our markets.
Other Developments
Federal Reserve Bank's Discount Window
On April 11, 2023, the Bank opened two new lines of credit for additional contingent liquidity, totaling $1.1 billion and $907.7 million as of June 30, 2025, and December 31, 2024, respectively, through the Federal Reserve discount window. The Bank has not yet drawn on either of the lines of credit as of the date of this report.
Acquisition of Waterstone LSP, LLC ("Waterstone")
On January 31, 2024, we consummated the acquisition, through b1BANK, of Waterstone, headquartered in Katy, Texas. Waterstone offers community banks and small businesses a range of small business administration ("SBA") lending services including planning, pre-qualification, packaging, closing and disbursements, servicing, and liquidations. Upon consummation of the acquisition, we paid $3.3 million in cash to the former owners of Waterstone.
Acquisition of Oakwood Bancshares, Inc. ("Oakwood")
On October 1, 2024, we consummated the merger of Oakwood, the parent bank holding company for Oakwood Bank, with and into us, with us continuing as the surviving corporation pursuant to the terms the Reorganization Agreement. Immediately following the consummation of the Oakwood acquisition, Oakwood Bank merged with and into b1BANK, with b1BANK surviving the merger. Pursuant to the terms of the Reorganization Agreement, upon consummation of the Oakwood acquisition, we issued 3,973,134 shares of our common stock to the former shareholders of Oakwood. As of September 30, 2024, Oakwood reported $863.6 million in total assets, $700.2 million in loans and $741.3 million in deposits.
Sale of Kaplan Banking Center
On April 4, 2025, we sold the Kaplan banking center, located in Kaplan, Louisiana, to Currency Bank headquartered in Baton Rouge, Louisiana, in accordance with a Branch Purchase and Assumption Agreement, dated December 12, 2024. The sale included $50.7 million in deposits, $2.3 million in loans, and $1.4 million in fixed assets, net of depreciation. The total deposit premium paid by Currency Bank as consideration was 8.00% of the total deposits assumed at closing resulting in a gain on the sale of $3.4 million.
Acquisition of Progressive Bancorp, Inc. ("Progressive")
On July 7, 2025, we entered into a definitive agreement with Progressive providing for us to acquire Progressive and its wholly-owned bank subsidiary, Progressive Bank. Progressive had approximately $752.2 million of total assets, $673.0 million of deposits and $582.9 million of loans as of March 31, 2025.
Financial Highlights
The financial highlights as of and for the six months ended June 30, 2025, include:
Total assets of $7.9 billion, a $91.2 million, or 1.2%, increase from December 31, 2024.
Total loans held for investment of $6.0 billion, a $66.3 million, or 1.1%, increase from December 31, 2024.
Total depositsof $6.4 billion, a $91.7 million, or 1.4%, decrease from December 31, 2024.
Net income available to common shareholders of $39.9 million for the six months ended June 30, 2025, an $11.9 million, or 42.3%, increase from the six months ended June 30, 2024. The increase was largely attributable to the acquisition of Oakwood during the quarter ended December 31, 2024.
Net interest incomeof $133.0 million for the six months ended June 30, 2025, an increase of $27.5 million, or 26.0%, from the six months ended June 30, 2024. The increase was largely attributable to the acquisition of Oakwood during the quarter ended December 31, 2024.
Allowance for credit lossesof 1.02% of total loans held for investment, compared to 0.98% as of December 31, 2024, and a ratio of nonperforming loans to total loans held for investment of 0.97%, compared to 0.42% as of December 31, 2024.
Earnings per common share for the first six months of 2025 of $1.36 per basic common share and $1.35 per diluted common share, compared to $1.11 per basic common share and $1.10 per diluted common share for the first six months of 2024.
Return on average assets of 1.04% over the first six months of 2025, compared to 0.84% for the first six months of 2024.
Return on average common equity of 10.68% over the first six months of 2025, compared to 9.73% for the first six months of 2024.
Capital ratiosfor Tier 1 Leverage, Common Equity Tier 1, Tier 1 Risk-based and Total Risk-based Capital of 9.86%, 9.88%, 10.99% and 13.07%, respectively, compared to 9.53%, 9.44%, 10.56% and 12.75% at December 31, 2024.
Book value per common shareof $26.23, an increase of 6.5% from $24.62 at December 31, 2024.
Results of Operations for the Three and Six Months Ended June 30, 2025, and 2024
Performance Summary
For the three months ended June 30, 2025, net income available to common shareholders was $20.8 million, or $0.70 per basic and diluted common share, compared to net income of $15.9 million, or $0.63 per basic common share and $0.62 diluted common share, for the three months ended June 30, 2024. Return on average assets, on an annualized basis, increased to 1.07% for the three months ended June 30, 2025, from 0.95% for the three months ended June 30, 2024. Return on average equity, on an annualized basis, decreased to 10.87% for the three months ended June 30, 2025, as compared to 10.94% for the three months ended June 30, 2024.
For the six months ended June 30, 2025, net income available to common shareholders was $39.9 million, or $1.36 per basic common share and $1.35 per diluted common share, compared to net income of $28.1 million, or $1.11 per basic common share and $1.10 per diluted common share, for the six months ended June 30, 2024. Return on average assets, on an annualized basis, increased to 1.04% for the six months ended June 30, 2025, from 0.84% for the six months ended June 30, 2024. Return on average equity, on an annualized basis, increased to 10.68% for the six months ended June 30, 2025, as compared to 9.73% for the six months ended June 30, 2024.
Net Interest Income
Our operating results depend primarily on our net interest income, calculated as the difference between interest income on interest-earning assets, such as loans and securities, and interest expense on interest-bearing liabilities, such as deposits and borrowings. Fluctuations in market interest rates impact the yield and rates paid on interest sensitive assets and liabilities. Changes in the amount and type of interest-earning assets and interest-bearing liabilities also impact net interest income. The variance driven by the changes in the amount and mix of interest-earning assets and interest-bearing liabilities is referred to as a "volume change." Changes in yields earned on interest-earning assets and rates paid on interest-bearing deposits and other borrowed funds are referred to as a "rate change."
To evaluate net interest income, we measure and monitor (1) yields on our loans and other interest-earning assets, (2) the costs of our deposits and other funding sources, (3) our net interest spread and (4) our net interest margin. Net interest spread is the difference between rates earned on interest-earning assets and rates paid on interest-bearing liabilities. Net interest margin is calculated as net interest income divided by average interest-earning assets. Because noninterest-bearing sources of funds, such as noninterest-bearing deposits and shareholders' equity also fund interest-earning assets, net interest margin includes the benefit of these noninterest-bearing sources. We calculate average assets, liabilities, and equity using a daily average, and average yield/rate utilizing an actual day count convention.
For the three months ended June 30, 2025, net interest income totaled $67.0 million, and net interest margin and net interest spread were 3.68% and 2.88%, respectively, compared to $54.0 million, 3.45%, and 2.47%, respectively, for the
three months ended June 30, 2024. The average yield on the loan portfolio was 6.96% for the three months ended June 30, 2025, compared to 7.07% for the three months ended June 30, 2024, and the average yield on total interest-earning assets was 6.31% for the three months ended June 30, 2025, compared to 6.38% for the three months ended June 30, 2024. For the three months ended June 30, 2025, overall cost of funds (which includes noninterest-bearing deposits) decreased 29 basis points compared to the three months ended June 30, 2024.
For the six months ended June 30, 2025, net interest income totaled $133.0 million, and net interest margin and net interest spread were 3.68% and 2.90%, respectively, compared to $105.5 million, 3.39%, and 2.42%, respectively, for the six months ended June 30, 2024. The average yield on the loan portfolio was 6.98% for the six months ended June 30, 2025, compared to 6.97% for the six months ended June 30, 2024, and the average yield on total interest-earning assets was 6.33% for the six months ended June 30, 2025, compared to 6.28% for the six months ended June 30, 2024. For the six months ended June 30, 2025, overall cost of funds (which includes noninterest-bearing deposits) decreased 23 basis points compared to the six months ended June 30, 2024.
The following tables present, for the periods indicated, an analysis of net interest income by each major category of interest-earning assets and interest-bearing liabilities, the average amounts outstanding and the interest earned or paid on such amounts. The table also sets forth the average rate earned on interest-earning assets, the average rate paid on interest-bearing liabilities, and the net interest margin on average total interest-earning assets for the same periods. Interest earned on loans that are classified as nonaccrual is not recognized in income; however, the balances are reflected in average outstanding balances for the period. For the three and six months ended June 30, 2025, and 2024, interest income not recognized on nonaccrual loans was not material. Any nonaccrual loans have been included in the table as loans carrying a zero yield. The average total loans reflected below are net of deferred loan fees and discounts. Acquired loans were recorded at fair value at acquisition and accrete/amortize discounts and premiums as an adjustment to yield. Averages presented in the tables below, and throughout this report, are daily averages.
For the Three Months Ended June 30,
2025 2024
Average
Outstanding
Balance
Interest
Earned/Interest
Paid
Average Yield/Rate Average
Outstanding
Balance
Interest
Earned/Interest
Paid
Average Yield/Rate
(Dollars in thousands) (Unaudited)
Assets
Interest-earning assets:
Total loans $ 5,995,490 $ 104,028 6.96 % $ 5,153,642 $ 90,604 7.07 %
Securities 937,099 6,906 2.96 891,384 5,933 2.68
Securities purchased under agreements to resell 31,172 401 5.16 - - -
Interest-bearing deposits in other banks 336,138 3,515 4.19 246,590 3,333 5.44
Total interest-earning assets 7,299,899 114,850 6.31 6,291,616 99,870 6.38
Allowance for loan losses (56,934) (41,450)
Noninterest-earning assets 548,406 461,007
Total assets $ 7,791,371 $ 114,850 $ 6,711,173 $ 99,870
Liabilities and Shareholders' Equity
Interest-bearing liabilities:
Interest-bearing deposits $ 5,029,981 $ 41,546 3.31 % $ 4,268,207 $ 40,900 3.85 %
Subordinated debt 92,682 1,235 5.34 99,913 1,354 5.45
Subordinated debt - trust preferred securities 5,000 100 8.02 5,000 113 9.09
Advances from FHLB 447,271 4,793 4.30 324,691 3,372 4.18
Other borrowings 20,514 134 2.62 19,164 122 2.56
Total interest-bearing liabilities 5,595,448 47,808 3.43 4,716,975 45,861 3.91
Noninterest-bearing liabilities:
Noninterest-bearing deposits 1,292,262 1,297,085
Other liabilities 65,847 41,999
Total noninterest-bearing liabilities 1,358,109 1,339,084
Shareholders' equity:
Common shareholders' equity 765,884 583,184
Preferred equity 71,930 71,930
Total shareholders' equity 837,814 655,114
Total liabilities and shareholders' equity $ 7,791,371 $ 6,711,173
Net interest rate spread (1) 2.88 % 2.47 %
Net interest income $ 67,042 $ 54,009
Net interest margin (2) 3.68 % 3.45 %
Overall cost of funds 2.78 % 3.07 %
____________________________
(1)Net interest spread is the average yield on interest-earning assets minus the average rate on interest-bearing liabilities.
(2)Net interest margin is equal to net interest income divided by average interest-earning assets.
For the Six Months Ended June 30,
2025 2024
Average
Outstanding
Balance
Interest
Earned/Interest
Paid
Average Yield/Rate Average
Outstanding
Balance
Interest
Earned/Interest
Paid
Average Yield/Rate
(Dollars in thousands) (Unaudited)
Assets
Interest-earning assets:
Total loans $ 5,983,870 $ 207,020 6.98 % $ 5,090,289 $ 176,551 6.97 %
Securities 930,930 13,520 2.93 890,158 11,532 2.61
Securities purchased under agreements to resell 40,950 1,052 5.18 - - -
Interest-bearing deposits in other banks 326,000 6,951 4.30 288,426 7,798 5.44
Total interest-earning assets 7,281,750 228,543 6.33 6,268,873 195,881 6.28
Allowance for loan losses (55,829) (40,988)
Noninterest-earning assets 545,367 461,465
Total assets $ 7,771,288 $ 228,543 $ 6,689,350 $ 195,881
Liabilities and Shareholders' Equity
Interest-bearing liabilities:
Interest-bearing deposits $ 5,085,431 $ 83,985 3.33 % $ 4,170,406 $ 78,929 3.81 %
Subordinated debt 94,954 2,497 5.30 99,942 2,710 5.45
Subordinated debt - trust preferred securities 5,000 199 8.03 5,000 226 9.09
Bank Term Funding Program - - - 130,220 2,788 4.31
Advances from FHLB 404,917 8,589 4.28 274,096 5,466 4.01
Other borrowings 19,424 248 2.57 17,640 222 2.53
Total interest-bearing liabilities 5,609,726 95,518 3.43 4,697,304 90,341 3.87
Noninterest-bearing liabilities:
Noninterest-bearing deposits 1,268,659 1,289,948
Other liabilities 66,503 49,754
Total noninterest-bearing liabilities 1,335,162 1,339,702
Shareholders' equity:
Common shareholders' equity 754,470 580,414
Preferred equity 71,930 71,930
Total shareholders' equity 826,400 652,344
Total liabilities and shareholders' equity $ 7,771,288 $ 6,689,350
Net interest rate spread (1) 2.90 % 2.42 %
Net interest income $ 133,025 $ 105,540
Net interest margin (2) 3.68 % 3.39 %
Overall cost of funds 2.80 % 3.03 %
___________________________
(1)Net interest spread is the average yield on interest-earning assets minus the average rate on interest-bearing liabilities.
(2)Net interest margin is equal to net interest income divided by average interest-earning assets.
The following tables present information regarding the dollar amount of changes in interest income and interest expense for the periods indicated for each major component of interest-earning assets and interest-bearing liabilities and distinguishes between the changes attributable to changes in volume and changes attributable to changes in interest rates. For the purposes of these tables, changes attributable to both rate and volume that cannot be segregated have been allocated to rate.
For the Three Months Ended June 30, 2025 compared to the
Three Months Ended June 30, 2024
Increase (Decrease) due to change in
Volume Rate Total
(Dollars in thousands) (Unaudited)
Interest-earning assets:
Total loans $ 14,855 $ (1,431) $ 13,424
Securities 353 620 973
Securities purchased under agreements to resell 401 - 401
Interest-bearing deposits in other banks 946 (764) 182
Total increase (decrease) in interest income $ 16,555 $ (1,575) $ 14,980
Interest-bearing liabilities:
Interest-bearing deposits $ 6,404 $ (5,758) $ 646
Subordinated debt (93) (26) (119)
Subordinated debt - trust preferred securities - (13) (13)
Advances from FHLB 1,323 98 1,421
Other borrowings 9 3 12
Total increase (decrease) in interest expense $ 7,643 $ (5,696) $ 1,947
Increase in net interest income $ 8,912 $ 4,121 $ 13,033
For the Six Months Ended June 30, 2025 compared to the
Six Months Ended June 30, 2024
Increase (Decrease) due to change in
Volume Rate Total
(Dollars in thousands) (Unaudited)
Interest-earning assets:
Total loans $ 30,426 $ 43 $ 30,469
Securities 560 1,428 1,988
Securities purchased under agreements to resell 1,052 - -
Interest-bearing deposits in other banks 779 (1,626) (847)
Total increase (decrease) in interest income $ 32,817 $ (155) $ 32,662
Interest-bearing liabilities:
Interest-bearing deposits $ 14,893 $ (9,837) $ 5,056
Subordinated debt (139) (74) (213)
Subordinated debt - trust preferred securities - (27) (27)
Bank Term Funding Program - (2,788) (2,788)
Advances from FHLB 2,760 363 3,123
Other borrowings 22 4 26
Total increase (decrease) in interest expense $ 17,536 $ (12,359) $ 5,177
Increase in net interest income $ 15,281 $ 12,204 $ 27,485
Provision for Credit Losses
Our provision for credit losses is a charge to income in order to bring our allowance for credit losses to a level deemed appropriate by management. For a description of the factors taken into account by management in determining the allowance for credit losses see "-Financial Condition-Allowance for Credit Losses." The provision for credit losses was $2.2 million for the three months ended June 30, 2025, and $1.3 million for the same period in 2024. For the six months ended June 30, 2025, and 2024, the provision for credit losses was $5.0 million and $2.5 million, respectively. The higher provision for the three and six months ended June 30, 2025, compared to the same period in 2024 relates primarily to deterioration in the macroeconomic forecast in the current period compared to the prior period, as well as a return to a more normalized credit environment, reflected in an increased portion of nonaccrual and past due loans, compared to the three and six months ended June 30, 2024.
Noninterest Income ("Other Income")
Our primary sources of noninterest income are service charges on deposit accounts, debit card and automated teller machine ("ATM") fee income, income from bank-owned life insurance, fees and brokerage commissions, loan sales, swap fee income, and pass-through income from other investments (small business investment company ("SBIC") partnerships and financial technology ("Fintech") funds). The following tables present, for the periods indicated, the major categories of noninterest income:
For the Three Months Ended June 30,
2025 2024 Increase (Decrease)
(Dollars in thousands) (Unaudited)
Noninterest income:
Service charges on deposit accounts $ 2,633 $ 2,537 $ 96
Debit card and ATM fee income 1,958 1,950 8
Bank-owned life insurance income 758 627 131
Gain on sales of loans 781 2,460 (1,679)
Loss on sales of investment securities (47) - (47)
Fees and brokerage commissions 1,980 1,875 105
Mortgage origination income 55 35 20
Gain on sales of other real estate owned 56 2 54
Gain on sale of branch 3,360 - 3,360
Swap fee income 808 285 523
Pass-through income (loss) from other investments (246) 392 (638)
Other 2,319 2,013 306
Total noninterest income $ 14,415 $ 12,176 $ 2,239
For the Six Months Ended June 30,
2025 2024 Increase (Decrease)
(Dollars in thousands) (Unaudited)
Noninterest income:
Service charges on deposit accounts $ 5,493 $ 4,976 $ 517
Debit card and ATM fee income 3,816 3,726 90
Bank-owned life insurance income 1,566 1,206 360
Gain on sales of loans 2,037 2,599 (562)
Loss on sales of investment securities (48) (1) (47)
Fees and brokerage commissions 4,128 3,812 316
Mortgage origination income 165 104 61
Gain (loss) on sales of other real estate owned (212) 65 (277)
Gain (loss) on sales of other assets 155 (15) 170
Gain on sale of branch 3,360 - 3,360
Gain on extinguishment of debt 630 - 630
Swap fee income 1,547 514 1,033
Pass-through income from other investments 505 686 (181)
Other 4,499 3,890 609
Total noninterest income $ 27,641 $ 21,562 $ 6,079
Total noninterest income increased $2.2 million, or 18.4%, from the three months ended June 30, 2024. The increase is primarily due to the gain of $3.4 million from the sale of our Kaplan banking center, offset with lower gains of the sales of loans of $1.7 million compared to the three months ended June 30, 2024.
Total noninterest income increased $6.1 million, or 28.2%, from the six months ended June 30, 2024. The increase is primarily due to the gain of $3.4 million from the sale of our Kaplan banking center, increases in our swap fee income of $1.0 million, or 201.0%, and the gain on the extinguishment of debt related to our subordinated debt of $630,000, and the acquisition of Oakwood.
Noninterest Expense ("Other Expense")
Generally, noninterest expense is composed of all employee expenses and costs associated with operating our facilities, obtaining and retaining customer relationships, and providing bank services. The largest component of noninterest expense is salaries and employee benefits. Noninterest expense also includes operational expenses, such as occupancy expenses, depreciation and amortization, professional and regulatory fees, including Federal Deposit Insurance Corporation ("FDIC") assessments, data processing expenses, and advertising and promotion expenses, among others.
The following tables present, for the periods indicated, the major categories of noninterest expense:
For the Three Months Ended June 30,
2025 2024 Increase (Decrease)
(Dollars in thousands) (Unaudited)
Salaries and employee benefits $ 28,317 $ 25,523 $ 2,794
Non-staff expenses:
Occupancy of bank premises 3,119 2,634 485
Depreciation and amortization 2,076 1,742 334
Data processing 5,321 2,641 2,680
FDIC assessment fees 861 874 (13)
Legal and professional fees 1,093 1,042 51
Advertising and promotions 1,088 966 122
Utilities and communications 743 718 25
Ad valorem shares tax 1,125 900 225
Directors' fees 193 268 (75)
Other real estate owned expenses and write-downs 27 71 (44)
Merger and conversion related expenses 210 409 (199)
Other 7,033 5,322 1,711
Total noninterest expense $ 51,206 $ 43,110 $ 8,096
For the Six Months Ended June 30,
2025 2024 Increase (Decrease)
(Dollars in thousands) (Unaudited)
Salaries and employee benefits $ 57,814 $ 50,939 $ 6,875
Non-staff expenses:
Occupancy of bank premises 6,520 5,148 1,372
Depreciation and amortization 4,228 3,418 810
Data processing 8,557 5,220 3,337
FDIC assessment fees 2,045 1,702 343
Legal and professional fees 2,106 1,908 198
Advertising and promotions 2,379 2,111 268
Utilities and communications 1,476 1,392 84
Ad valorem shares tax 2,250 1,800 450
Directors' fees 472 550 (78)
Other real estate owned expenses and write-downs 50 108 (58)
Merger and conversion related expenses 460 749 (289)
Other 13,427 10,587 2,840
Total noninterest expense $ 101,784 $ 85,632 $ 16,152
Total noninterest expense increased $8.1 million, or 18.8%, from the three months ended June 30, 2024, primarily attributed to the increase in salaries and employee benefits of $2.8 million, or 10.9%, and an increase in data processing of $2.7 million, or 101.5%. The increases were largely attributable to the acquisition of Oakwood and our core conversion.
Total noninterest expense increased $16.2 million, or 18.9%, from the six months ended June 30, 2024, primarily attributed to the increase in salaries and employee benefits of $6.9 million, or 13.5%, an increase in occupancy of bank premises of $1.4 million, or 26.7%, and an increase in data processing of $3.3 million, or 63.9%. The increases were largely attributable to the acquisition of Oakwood and our core conversion.
Income Tax Expense
The amount of income tax expense is influenced by the amounts of our pre-tax income, tax-exempt income and other nondeductible expenses. Deferred tax assets and liabilities are reflected at currently enacted income tax rates in effect for the period in which the deferred tax assets and liabilities are expected to be realized or settled. As changes in tax laws or rates are enacted, deferred tax assets and liabilities are adjusted through the provision for income taxes. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized.
For the three months ended June 30, 2025, income tax expense totaled $5.9 million, an increase of $1.4 million, or 29.9%, compared to $4.6 million for the same period in 2024. Our effective tax rates for the three months ended June 30, 2025, and 2024 were 21.1% and 21.0%, respectively.
For the six months ended June 30, 2025, income tax expense totaled $11.2 million, an increase of $3.0 million, or 36.6%, compared to $8.2 million for the same period in 2024. Our effective tax rates for the six months ended June 30, 2025, and 2024 were 20.8% and 21.0%, respectively.
Financial Condition
Our total assets increased $91.2 million, or 1.2%, from December 31, 2024, to June 30, 2025, primarily due to the increases in our mortgage-backed investment portfolio, unrealized gains in our investment portfolio, and increases in our loan portfolio.
Loan Portfolio
Our primary source of income is interest on loans to individuals, professionals and small-to-midsized businesses located in our markets. Our loan portfolio consists primarily of commercial loans and real estate loans secured by commercial real estate properties located in our primary market areas. Our loan portfolio represents the highest yielding component of our earning asset base.
As of June 30, 2025, total loans, excluding mortgage loans held for sale, were $6.0 billion, an increase of $66.3 million, or 1.1%, compared to $6.0 billion as of December 31, 2024. Additionally, $677,000, and $717,000 in loans were classified as loans held for sale as of June 30, 2025, and December 31, 2024, respectively.
Total loans held for investment as a percentage of total deposits were 94.2% and 91.9% as of June 30, 2025, and December 31, 2024, respectively. Total loans held for investment as a percentage of total assets were 76.1% as of both June 30, 2025, and December 31, 2024, respectively.
The following table summarizes our loan portfolio by type of loan as of the dates indicated:
As of June 30, 2025 (Unaudited) As of December 31, 2024
Amount Percent Amount Percent
(Dollars in thousands)
Real Estate Loans:
Commercial
Retail and Wholesale $ 601,127 9.9 % $ 580,974 9.7 %
Hospitality 284,850 4.7 310,576 5.2
Healthcare 223,702 3.7 218,152 3.6
Services 186,352 3.1 170,747 2.9
Energy 89,853 1.5 98,779 1.7
Other 1,147,877 19.0 1,103,995 18.5
Total Commercial 2,533,761 41.9 2,483,223 41.6
Construction 600,292 9.9 670,502 11.2
Residential 879,891 14.6 884,533 14.8
Total Real Estate Loans 4,013,944 66.4 4,038,258 67.6
Commercial 1,960,974 32.4 1,868,675 31.2
Consumer and Other 72,732 1.2 74,466 1.2
Total loans held for investment $ 6,047,650 100.0 % $ 5,981,399 100.0 %
As of June 30, 2025 (Unaudited) As of December 31, 2024
Amount Percent Amount Percent
(Dollars in thousands)
Commercial real estate loans:
Dallas Region $ 717,570 28.3 % $ 778,174 31.3 %
New Orleans Region 468,327 18.5 466,661 18.8
North Louisiana Region 492,959 19.5 440,238 17.7
Capitol Region 303,866 12.0 246,321 9.9
Houston Region 232,038 9.1 234,959 9.5
Southwest Louisiana Region 234,609 9.3 234,875 9.5
Bayou Region 84,392 3.3 81,995 3.3
Total commercial real estate loans 2,533,761 100.0 % 2,483,223 100.0 %
Real Estate: Commercialloans are extensions of credit secured by owner-occupied and non-owner-occupied collateral. Repayment is generally dependent on the successful operations of the property. General economic conditions may impact the performance of these types of loans, including fluctuations in the value of real estate, vacancy rates, and unemployment trends. Real estate commercial loans also include farmland loans that can be, or are, used for agricultural purposes. These loans are usually repaid through refinancing, cash flow from the borrower's ongoing operations, development of the property, or sale of the property.
Real Estate: Commercial loans increased $50.5 million or 2.0%, remaining at $2.5 billion as of June 30, 2025 and December 31, 2024.
Real Estate: Constructionloans include loans to small-to-midsized businesses to construct owner-occupied properties, loans to developers of commercial real estate investment properties and residential developments and, to a lesser extent, loans to individual clients for construction of single-family homes in our market areas. Risks associated with these loans include fluctuations in the value of real estate, project completion risk and changes in market trends. We are also exposed to risk based on the ability of the construction loan borrower to finance the loan or sell the property upon completion of the project, which may be affected by changes in secondary market terms and criteria for permanent financing since the time we funded the loan.
Real Estate: Construction loans decreased $70.2 million, or 10.5%, to $600.3 million as of June 30, 2025, from $670.5 million as of December 31, 2024.
Real Estate: Residentialloans include first and second lien 1-4 family mortgage loans, as well as home equity lines of credit, in each case primarily on owner-occupied primary residences. The Company is exposed to risk based on fluctuations in the value of the real estate collateral securing the loan, as well as changes in the borrower's financial condition, which could be affected by numerous factors, including divorce, job loss, illness, or other personal hardship. Real estate residential loans also include multi-family residential loans originated to provide permanent financing for multi-family residential income producing properties. Repayment of these loans primarily relies on successful rental and management of the property.
Real Estate: Residential loans decreased $4.6 million, or 0.5%, to $879.9 million as of June 30, 2025, from $884.5 million as of December 31, 2024.
Commercialloans include general commercial and industrial, or C&I, loans, including commercial lines of credit, working capital loans, term loans, equipment financing, asset acquisition, expansion, and development loans, borrowing base loans, letters of credit and other loan products, primarily in the Company's target markets that are underwritten based on the borrower's ability to service the debt from income. Commercial loan risk is derived from the expectation that such loans generally are serviced principally from the operations of the business, and those operations may not be successful. Any interruption or discontinuance of operating cash flows from the business, which may be influenced by events not under the control of the borrower such as economic events and changes in governmental regulations, could materially affect the ability of the borrower to repay the loan.
Commercial loans increased $92.3 million, or 4.9%, to $2.0 billion as of June 30, 2025, from $1.9 billion as of December 31, 2024.
Consumer and otherloans include a variety of loans to individuals for personal, family and household purposes, including secured and unsecured installment and term loans. The risk is based on changes in the borrower's financial condition, which could be affected by numerous factors, including divorce, job loss, illness or other personal hardship, and fluctuations in the value of the real estate or personal property securing the consumer loan, if any.
Consumer and other loans decreased $1.7 million, or 2.3%, to $72.7 million as of June 30, 2025, from $74.5 million as of December 31, 2024.
The contractual maturity ranges of loans in our loan portfolio and the amount of such loans with fixed and floating interest rates in each maturity range as of the date indicated are summarized in the following tables:
As of June 30, 2025
One Year or Less One Through Five
Years
Five Through
Fifteen Years
After Fifteen Years Total
(Dollars in thousands) (Unaudited)
Real Estate Loans:
Commercial $ 400,258 $ 1,550,171 $ 510,335 $ 72,997 $ 2,533,761
Construction 280,414 277,769 24,890 17,219 600,292
Residential 149,074 438,141 153,537 139,139 879,891
Total Real Estate Loans 829,746 2,266,081 688,762 229,355 4,013,944
Commercial 830,393 894,003 231,954 4,624 1,960,974
Consumer and Other 46,563 22,559 3,460 150 72,732
Total loans held for investment $ 1,706,702 $ 3,182,643 $ 924,176 $ 234,129 $ 6,047,650
Fixed rate loans:
Real Estate Loans:
Commercial $ 195,022 $ 1,087,749 $ 301,776 $ 12,738 $ 1,597,285
Construction 65,675 80,518 10,893 9,874 166,960
Residential 94,395 369,089 98,960 18,173 580,617
Total Real Estate Loans 355,092 1,537,356 411,629 40,785 2,344,862
Commercial 270,162 352,607 119,487 499 742,755
Consumer and Other 35,912 17,537 3,015 150 56,614
Total fixed rate loans $ 661,166 $ 1,907,500 $ 534,131 $ 41,434 $ 3,144,231
Floating rate loans:
Real Estate Loans:
Commercial $ 205,236 $ 462,422 $ 208,559 $ 60,259 $ 936,476
Construction 214,739 197,251 13,997 7,345 433,332
Residential 54,679 69,052 54,577 120,966 299,274
Total Real Estate Loans 474,654 728,725 277,133 188,570 1,669,082
Commercial 560,231 541,396 112,467 4,125 1,218,219
Consumer and Other 10,651 5,022 445 - 16,118
Total floating rate loans $ 1,045,536 $ 1,275,143 $ 390,045 $ 192,695 $ 2,903,419
As of December 31, 2024
One Year or Less One Through Five
Years
Five Through
Fifteen Years
After Fifteen Years Total
(Dollars in thousands)
Real Estate Loans:
Commercial $ 374,129 $ 1,513,009 $ 513,999 $ 82,086 $ 2,483,223
Construction 320,732 286,326 47,195 16,249 670,502
Residential 143,804 514,596 151,262 74,871 884,533
Total Real Estate Loans 838,665 2,313,931 712,456 173,206 4,038,258
Commercial 919,905 672,153 271,632 4,985 1,868,675
Consumer and Other 44,359 26,830 3,123 154 74,466
Total loans held for investment $ 1,802,929 $ 3,012,914 $ 987,211 $ 178,345 $ 5,981,399
Fixed rate loans:
Real Estate Loans:
Commercial $ 134,809 $ 1,141,096 $ 349,949 $ 12,854 $ 1,638,708
Construction 66,241 132,702 13,892 7,454 220,289
Residential 72,174 422,430 96,826 21,189 612,619
Total Real Estate Loans 273,224 1,696,228 460,667 41,497 2,471,616
Commercial 179,506 351,913 152,841 - 684,260
Consumer and Other 35,067 21,062 2,585 154 58,868
Total fixed rate loans $ 487,797 $ 2,069,203 $ 616,093 $ 41,651 $ 3,214,744
Floating rate loans:
Real Estate Loans:
Commercial $ 239,320 $ 371,913 $ 164,050 $ 69,232 $ 844,515
Construction 254,491 153,624 33,303 8,795 450,213
Residential 71,630 92,166 54,436 53,682 271,914
Total Real Estate Loans 565,441 617,703 251,789 131,709 1,566,642
Commercial 740,399 320,240 118,791 4,985 1,184,415
Consumer and Other 9,292 5,768 538 - 15,598
Total floating rate loans $ 1,315,132 $ 943,711 $ 371,118 $ 136,694 $ 2,766,655
Nonperforming Assets
Loans are considered past due if the required principal and interest payments have not been received as of the date such payments were due. Loans are placed on nonaccrual status when, in management's opinion, the borrower may be unable to meet payment obligations as they become due, as well as when required by regulatory provisions. Loans may be placed on nonaccrual status regardless of whether or not such loans are considered past due. When interest accrual is discontinued, all unpaid accrued interest is generally reversed. Interest income is subsequently recognized only to the extent cash payments are received in excess of principal due, or interest may be recognized on a cash basis as long as the remaining book balance of the loan is deemed collectible. Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured.
We have several procedures in place to assist in maintaining the overall quality of our loan portfolio. We have established underwriting guidelines to be followed by our bankers, and we also monitor our delinquency levels for any negative or adverse trends. There can be no assurance, however, that our loan portfolio will not become subject to increasing pressures from deteriorating borrower credit due to general economic conditions.
We believe our conservative lending approach and focused management of nonperforming assets has resulted in sound asset quality and the timely resolution of problem assets. We had $60.3 million and $30.5 million in nonperforming assets as of June 30, 2025, and December 31, 2024, respectively. We had $58.8 million in nonperforming loans as of June 30, 2025, compared to $25.0 million as of December 31, 2024. The increase in nonperforming assets from December 31, 2024, to June 30, 2025, is primarily due to three commercial lending relationships, making up 80.1% of the total increase.
The following tables present information regarding nonperforming assets at the dates indicated:
As of June 30,
2025 (Unaudited)
As of December 31,
2024
(Dollars in thousands)
Nonaccrual loans $ 56,377 $ 24,147
Accruing loans 90 or more days past due 2,467 860
Total nonperforming loans 58,844 25,007
Other nonperforming assets - -
Other real estate owned:
Commercial real estate, construction, land and land development 1,021 5,197
Residential real estate 452 332
Total other real estate owned 1,473 5,529
Total nonperforming assets $ 60,317 $ 30,536
Ratio of nonperforming loans to total loans held for investment 0.97 % 0.42 %
Ratio of nonperforming assets to total assets 0.76 0.39
Ratio of nonaccrual loans to total loans held for investment 0.93 0.40
As of June 30, 2025 (Unaudited) As of December 31, 2024
(Dollars in thousands)
Nonaccrual loans by category:
Real Estate Loans:
Commercial $ 22,451 $ 3,621
Construction 5,447 5,251
Residential 7,510 7,078
Total Real Estate Loans 35,408 15,950
Commercial 20,767 8,039
Consumer and Other 202 158
Total $ 56,377 $ 24,147
Potential Problem Loans
From a credit risk standpoint, we classify loans in one of four categories: pass, special mention, substandard or doubtful. Loans classified as loss are charged-off. The classifications of loans reflect a judgment about the risks of default and loss associated with the loan. Ratings are adjusted to reflect the degree of risk and loss that is believed to be inherent in each credit. Our methodology is structured so that specific allocations are increased in accordance with deterioration in credit quality (and a corresponding increase in risk of loss) or decreased in accordance with improvement in credit quality (and a corresponding decrease in risk of loss).
Credits rated special mention show clear signs of financial weaknesses or deterioration in credit worthiness; however, such concerns are not so pronounced that we generally expect to experience significant loss within the short-term.
Such credits typically maintain the ability to perform within standard credit terms and credit exposure is not as prominent as credits with a lower rating.
Credits rated substandard are those in which the normal repayment of principal and interest may be, or has been, jeopardized by reason of adverse trends or developments of a financial, managerial, economic or political nature, or important weaknesses which exist in collateral. A protracted workout on these credits is a distinct possibility. Prompt corrective action is therefore required to reduce exposure and to assure that adequate remedial measures are taken by the borrower. Credit exposure becomes more likely in such credits and a serious evaluation of the secondary support to the credit is performed.
Credits rated doubtful have all the weaknesses inherent in those rated substandard, with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, and values, highly questionable and improbable.
The following tables summarize our internal ratings of loans held for investment as of the dates indicated. See Note 6 of the consolidated financial statements for the presentation of loans in their credit quality categories that is in compliance with the CECL standard.
As of June 30, 2025
Pass Special Mention Substandard Doubtful Total
(Dollars in thousands) (Unaudited)
Real Estate Loans:
Commercial $ 2,392,725 $ 100,860 $ 39,416 $ 760 $ 2,533,761
Construction 578,611 14,516 7,165 - 600,292
Residential 852,523 16,943 10,366 59 879,891
Total Real Estate Loans 3,823,859 132,319 56,947 819 4,013,944
Commercial 1,890,758 38,866 30,400 950 1,960,974
Consumer and Other 72,389 41 302 - 72,732
Total $ 5,787,006 $ 171,226 $ 87,649 $ 1,769 $ 6,047,650
As of December 31, 2024
Pass Special Mention Substandard Doubtful Total
(Dollars in thousands)
Real Estate Loans:
Commercial $ 2,383,439 $ 75,385 $ 23,548 $ 851 $ 2,483,223
Construction 658,364 3,436 8,702 - 670,502
Residential 871,634 3,163 9,485 251 884,533
Total Real Estate Loans 3,913,437 81,984 41,735 1,102 4,038,258
Commercial 1,828,485 25,979 13,911 300 1,868,675
Consumer and Other 74,097 - 369 - 74,466
Total $ 5,816,019 $ 107,963 $ 56,015 $ 1,402 $ 5,981,399
Allowance for Credit Losses
We maintain an allowance for credit losses, which includes both our allowance for loan losses and reserves for unfunded commitments, that represents management's best estimate of the credit losses and risks inherent in the loan portfolio. In determining the allowance for credit losses, we estimate losses on specific loans, or groups of loans, where the probable loss can be identified and reasonably determined. The balance of the allowance for credit losses is based on internally assigned risk classifications of loans, changes in the nature of the loan portfolio, overall portfolio quality, industry concentrations, delinquency trends, current economic factors and the estimated impact of current economic
conditions on certain historical credit loss rates. For additional information, see Note 6 to the consolidated financial statements.
In connection with our review of the loan portfolio, we consider risk elements attributable to particular loan types or categories in assessing the quality of individual loans. Some of the risk elements we consider include:
for Real Estate: Commercial loans, the debt service coverage ratio (income from the property in excess of operating expenses compared to loan payment requirements), operating results of the owner in the case of owner-occupied properties, the loan to value ratio, the age and condition of the collateral, and the volatility of income, property value and future operating results typical for properties of that type;
for Real Estate: Construction loans, the perceived feasibility of the project including the ability to sell developed lots or improvements constructed for resale or the ability to lease property constructed for lease, the quality and nature of contracts for presale or prelease, if any, the experience and ability of the developer, and the loan to value ratio;
for Real Estate: Residential real estate loans, the borrower's ability to repay the loan, including a consideration of the debt to income ratio and employment and income stability, the loan to value ratio, and the age, condition and marketability of the collateral; and
for Commercial loans, the operating results of the commercial, industrial or professional enterprise, the borrower's business, professional and financial ability and expertise, the specific risks and volatility of income and operating results typical for businesses in that category, and the value, nature and marketability of collateral;
As of June 30, 2025, the allowance for credit losses totaled $61.8 million, or 1.02%, of total loans held for investment. As of December 31, 2024, the allowance for credit losses totaled $58.5 million, or 0.98%, of total loans held for investment.
The following tables present, as of and for the periods indicated, an analysis of the allowance for credit losses and other related data:
As of and For the Six Months Ended
June 30, 2025 (Unaudited)
As of and For the Year Ended December
31, 2024
(Dollars in thousands)
Average loans outstanding $ 5,983,870 $ 5,327,466
Gross loans held for investment outstanding end of period $ 6,047,650 $ 5,981,399
Allowance for credit losses at beginning of period $ 58,528 $ 43,738
Adjustment for Oakwood purchased credit deterioration loans - 8,410
Provision for credit losses 5,037 10,873
Charge-offs:
Real Estate:
Commercial 266 (263)
Construction 20 2,261
Residential 237 297
Total Real Estate 523 2,295
Commercial 1,047 986
Consumer and other 999 2,392
Total charge-offs 2,569 5,673
Recoveries:
Real Estate:
Commercial 10 86
Construction 98 515
Residential 10 14
Total Real Estate 118 615
Commercial 566 236
Consumer and other 86 329
Total recoveries 770 1,180
Net charge-offs 1,799 4,493
Allowance for credit losses at end of period $ 61,766 $ 58,528
Ratio of allowance for credit losses to end of period loans held for investment 1.02 % 0.98 %
Ratio of net charge-offs to average loans 0.03 0.08
Ratio of allowance for credit losses to nonaccrual loans 109.56 242.38
As of and For the Six Months Ended
June 30, 2025 (Unaudited)
As of and For the Year Ended
December 31, 2024
As of and For the Six Months Ended
June 30, 2024 (Unaudited)
Net Charge-offs
(Recoveries)
Percent of Average
Loans
Net Charge-offs
(Recoveries)
Percent of Average
Loans
Net Charge-offs
(Recoveries)
Percent of Average
Loans
(Dollars in thousands)
Real estate:
Commercial $ 256 0.00 % $ (349) 0.00 % $ (19) 0.00 %
Construction (78) 0.00 % 1,746 0.03 % 60 0.00 %
Residential 227 0.00 % 283 0.00 % 278 0.01 %
Total Real Estate Loans 405 0.00 % 1,680 0.03 % 319 0.01 %
Commercial 481 0.01 % 750 0.01 % 624 0.01 %
Consumer and Other 913 0.02 % 2,063 0.04 % 784 0.01 %
Total net charge-offs (recoveries) $ 1,799 0.03 % $ 4,493 0.08 % $ 1,727 0.03 %
Although we believe that we have established our allowance for credit losses in accordance with U.S. generally accepted accounting principles ("GAAP") and that the allowance for credit losses was adequate to provide for known and estimated losses in the portfolio at all times shown above, future provisions will be subject to ongoing evaluations of the risks in our loan portfolio. If we experience economic declines or if asset quality deteriorates, material additional provisions could be required.
The following table shows the allocation of the allowance for credit losses among loan categories and certain other information as of the dates indicated. The allocation of the allowance for credit losses as shown in the table should neither be interpreted as an indication of future charge-offs, nor as an indication that charge-offs in future periods will necessarily occur in these amounts or in the indicated proportions. The total allowance is available to absorb losses from any loan category.
As of June 30, 2025 (Unaudited) As of December 31, 2024 As of June 30, 2024 (Unaudited)
Amount Percent to Total Amount Percent to Total Amount Percent to Total
(Dollars in thousands)
Real estate:
Commercial $ 23,583 38.2 % $ 23,688 40.5 % $ 17,865 40.1 %
Construction 7,086 11.4 8,473 14.5 6,982 15.7
Residential 8,462 13.7 8,394 14.3 6,270 14.1
Total real estate 39,131 63.3 40,555 69.3 31,117 69.9
Commercial 22,097 35.8 17,432 29.8 12,902 29.0
Consumer and Other 538 0.9 541 0.9 488 1.1
Total allowance for credit losses $ 61,766 100.0 % $ 58,528 100.0 % $ 44,507 100.0 %
Securities
We use our securities portfolio to provide a source of liquidity, an appropriate return on funds invested, manage interest rate risk, meet collateral requirements, and meet regulatory capital requirements. As of June 30, 2025, the carrying amount of investment securities totaled $926.5 million, an increase of $32.9 million, or 3.7%, compared to $893.5 million as of December 31, 2024. The increase was primarily due to purchases of mortgage-backed securities and net unrealized gains in the first six months of 2025. Securities represented 11.7% and 11.4% of total assets as of June 30, 2025, and December 31, 2024, respectively.
Our investment portfolio consists entirely of securities classified as available for sale. As a result, the carrying values of our investment securities are adjusted for unrealized gain or loss, and any gain or loss is reported on an after-tax
basis as a component of other comprehensive income in shareholders' equity. The following tables summarize the amortized cost and estimated fair value of investment securities as of the dates shown:
As of June 30, 2025
Amortized Cost Gross Unrealized
Gains
Gross Unrealized
Losses
Fair Value
(Dollars in thousands) (Unaudited)
U.S. treasury securities $ 17,601 $ - $ 607 $ 16,994
U.S. government agencies 10,117 - 368 9,749
Corporate bonds 44,581 453 2,525 42,509
Mortgage-backed securities 620,497 1,947 35,328 587,116
Municipal securities 294,217 28 24,163 270,082
Total $ 987,013 $ 2,428 $ 62,991 $ 926,450
As of December 31, 2024
Amortized Cost Gross Unrealized
Gains
Gross Unrealized
Losses
Fair Value
(Dollars in thousands)
U.S. treasury securities $ 17,631 $ - $ 956 $ 16,675
U.S. government agencies 10,164 - 576 9,588
Corporate bonds 47,855 348 3,038 45,165
Mortgage-backed securities 584,321 542 47,125 537,738
Municipal securities 313,452 23 29,092 284,383
Total $ 973,423 $ 913 $ 80,787 $ 893,549
All of our mortgage-backed securities are agency securities. We do not hold any Fannie Mae or Freddie Mac preferred stock, corporate equity, collateralized debt obligations, collateralized loan obligations, private label collateralized mortgage obligations, subprime, Alt-A, or second lien elements in our investment portfolio as of June 30, 2025.
The allowance for credit losses encompasses potential expected credit losses related to the securities portfolio. In order to develop an estimate of credit losses expected for the current securities portfolio, we perform an assessment that includes reviewing historical loss data for both our portfolio and similar types of investment securities. Additionally, our review of the securities portfolio for expected credit losses includes an evaluation of factors including the security issuer bond ratings, delinquency status, insurance or other available credit support, as well as our expectations of the forecasted economic outlook relevant to these securities. The results of the analysis are evaluated quarterly to confirm that credit loss estimates are appropriate for the securities portfolio. Based on our assessments, expected credit losses on the investment securities portfolio as of both June 30, 2025 and December 31, 2024, was negligible and therefore, no allowance for credit loss was recorded related to our investment securities.
The following tables set forth the fair value, maturities and approximated weighted average yield based on estimated annual income divided by the average amortized cost of the securities portfolio as of the dates indicated. The contractual maturity of a mortgage-backed security is the date at which the last underlying mortgage matures.
As of June 30, 2025
Within One Year After One Year but Within Five Years After Five Years but Within Ten Years After Ten Years Total
Amount Yield Amount Yield Amount Yield Amount Yield Total Yield
(Dollars in thousands) (Unaudited)
U.S. treasury securities $ 7,315 0.79 % $ 9,679 0.80 % $ - - % $ - - % $ 16,994 0.80 %
U.S. government agencies - - % 9,749 0.92 % - - % - - % 9,749 0.92 %
Corporate bonds - - % 8,812 3.90 % 33,697 5.00 % - - % 42,509 4.77 %
Mortgage-backed securities 113 0.61 % 54,279 2.34 % 206,383 3.35 % 326,341 3.34 % 587,116 3.25 %
Municipal securities 27,551 1.51 % 98,769 1.90 % 90,926 2.04 % 52,836 3.20 % 270,082 2.16 %
Total $ 34,979 1.35 % $ 181,288 2.02 % $ 331,006 3.16 % $ 379,177 3.32 % $ 926,450 2.93 %
As of December 31, 2024
Within One Year After One Year but Within Five Years After Five Years but Within Ten Years After Ten Years Total
Amount Yield Amount Yield Amount Yield Amount Yield Total Yield
(Dollars in thousands)
U.S. treasury securities $ - - % $ 16,675 0.80 % $ - - % $ - - % $ 16,675 0.80 %
U.S. government agencies - - % 9,588 0.92 % - - % - - % 9,588 0.92 %
Corporate bonds - - % 6,253 5.00 % 38,912 4.90 % - - % 45,165 4.91 %
Mortgage-backed securities 4,081 2.68 % 47,501 2.07 % 184,576 2.99 % 301,580 3.16 % 537,738 3.00 %
Municipal securities 24,577 1.44 % 93,150 1.76 % 105,409 1.96 % 61,247 2.97 % 284,383 2.07 %
Total $ 28,658 1.61 % $ 173,167 1.82 % $ 328,897 2.89 % $ 362,827 3.13 % $ 893,549 2.74 %
The contractual maturity of mortgage-backed securities, collateralized mortgage obligations and asset-backed securities is not a reliable indicator of their expected life because borrowers have the right to prepay their obligations at any time. Mortgage-backed securities and asset-backed securities are typically issued with stated principal amounts and are backed by pools of mortgage loans and other loans with varying maturities. The term of the underlying mortgages and loans may vary significantly due to the ability of a borrower to prepay. Monthly paydowns on mortgage-backed securities tend to cause the average life of the securities to be much different than the stated contractual maturity. During a period of increasing interest rates, fixed rate mortgage-backed securities do not tend to experience heavy prepayments of principal and, consequently, the average life of this security will be lengthened. If interest rates begin to fall, prepayments may increase, thereby shortening the estimated life of this security. The weighted average life of our investment portfolio was 4.54 years with an estimated effective duration of 3.64 years as of June 30, 2025.
As of June 30, 2025, and December 31, 2024, we did not own securities of any one issuer for which aggregate adjusted cost exceeded 10% of our consolidated shareholders' equity as of such respective dates.
As of June 30, 2025, and December 31, 2024, the Company held other equity securities of $48.7 million and $41.1 million, respectively, comprised mainly of FHLB stock, small business investment companies ("SBICs") and financial technology ("Fintech") fund investments. The increase is mainly attributed to an increase of $5.9 million, or 28.8%, in FHLB stock.
Deposits
We offer a variety of deposit accounts having a wide range of interest rates and terms including demand, savings, money market and time accounts. We rely primarily on competitive pricing policies, convenient locations and personalized service to attract and retain these deposits.
Total deposits as of June 30, 2025, were $6.4 billion, a decrease of $91.7 million, or 1.4%, compared to $6.5 billion as of December 31, 2024. Total uninsured deposits were $2.7 billion, or 42.1%, of total deposits as of June 30, 2025 compared to $2.8 billion, or 43.4%, of total deposits as of December 31, 2024. Since it is not reasonably practical to
provide a precise measure of uninsured deposits, the amounts are estimated and are based on the same methodologies and assumptions that are used for regulatory reporting requirements for the call report.
Noninterest-bearing deposits as of both June 30, 2025 and December 31, 2024, were $1.4 billion, an increase of $53.7 million, or 4.0%.
Average deposits for the six months ended June 30, 2025, were $6.4 billion, an increase of $641.4 million, or 11.2%, over the full year average for the year ended December 31, 2024, of $5.7 billion. The increase was largely attributable to the impact of the acquisition of Oakwood on October 1, 2024. The average rate paid on total interest-bearing deposits decreased over this period from 3.73% for the year ended December 31, 2024, to 3.33% for the six months ended June 30, 2025. In addition, noninterest-bearing demand accounts served to reduce the cost of deposits to 2.67% for the six months ended June 30, 2025, compared to 2.89% for the year ended December 31, 2024.
The following table presents the daily average balances and weighted average rates paid on deposits for the periods indicated:
For the Six Months Ended
June 30, 2025 (Unaudited)
For the Year Ended
December 31, 2024
Average Balance Average Rate Average Balance Average Rate
(Dollars in thousands)
Interest-bearing demand accounts $ 776,029 2.54 % $ 611,561 3.36 %
Negotiable order of withdrawal ("NOW") accounts 330,233 2.57 % 402,046 2.09 %
Limited access money market accounts and savings 2,569,752 3.33 % 2,146,610 2.79 %
Certificates and other time deposits > $250k 367,336 3.96 % 628,929 4.52 %
Certificates and other time deposits <</span>$250k
1,042,081 3.93 % 638,087 4.13 %
Total interest-bearing deposits 5,085,431 3.33 % 4,427,233 3.73 %
Noninterest-bearing demand accounts 1,268,659 - % 1,285,445 - %
Total deposits $ 6,354,090 2.67 % $ 5,712,678 2.89 %
The ratio of average noninterest-bearing deposits to average total deposits for the six months ended June 30, 2025, and the year ended December 31, 2024, was 20.0% and 22.5%, respectively.
The following table sets forth the contractual maturities of certain certificates of deposit at June 30, 2025:
Certificates of
Deposit More Than
$250,000
Certificates of
Deposit of
$100,000 Through
$250,000
(Dollars in thousands) (Unaudited)
3 months or less $ 77,908 $ 171,750
More than 3 months but less than 6 months 166,213 79,891
More than 6 months but less than 12 months 334,744 172,938
12 months or more 227,561 55,888
Total $ 806,426 $ 480,467
Federal Funds Purchased Lines of Credit Relationships
We maintain Federal Funds Purchased Lines of Credit Relationships with the following correspondent banks and limits as of June 30, 2025:
Fed Funds Purchase
Limits
(Dollars in thousands)
TIB National Association $ 55,000
PNC Bank 38,000
FNBB 35,000
First Horizon Bank 17,000
ServisFirst Bank 10,000
Texas Capital 5,000
Total $ 160,000
We had no outstanding balances on these lines at both June 30, 2025 and December 31, 2024.
Liquidity and Capital Resources
Liquidity
Liquidity involves our ability to utilize funds to support asset growth and acquisitions or reduce assets to meet deposit withdrawals and other payment obligations, to maintain reserve requirements and otherwise to operate on an ongoing basis and manage unexpected events. For the six months ended June 30, 2025, and the year ended December 31, 2024, liquidity needs were primarily met by core deposits, security and loan maturities, and amortizing investment and loan portfolios. In addition, we also utilize, or have available, brokered deposits, purchased funds from correspondent banks, the Federal Reserve discount window, and overnight advances from the FHLB. As of June 30, 2025, and December 31, 2024, we maintained six federal funds purchased lines of credit with correspondent banks which provided for extensions of credit with an availability to borrow up to an aggregate of $160.0 million. There were no funds drawn under these lines of credit at June 30, 2025, and December 31, 2024. We had an additional $1.5 billion and $1.3 billion of availability through the FHLB at June 30, 2025, and December 31, 2024, respectively. As of June 30, 2025 and December 31, 2024, we had $1.1 billion and $907.7 million, respectively, of availability through the Federal Reserve Discount Window.
The following table illustrates, during the periods presented, the mix of our funding sources and the average assets in which those funds are invested as a percentage of average total assets for the periods indicated. Average total assets equaled $7.8 billion and $7.0 billion for the six months ended June 30, 2025, and the year ended December 31, 2024, respectively.
For the Six
Months Ended
June 30,
2025 (Unaudited)
For the Year Ended
December 31,
2024
Source of Funds:
Deposits:
Noninterest-bearing 16.3 % 18.4 %
Interest-bearing 65.5 63.5
Subordinated debt (excluding trust preferred securities) 1.2 1.4
Advances from FHLB 5.2 4.6
Other borrowings 0.3 0.4
Bank Term Funding Program - 0.9
Other liabilities 0.9 0.8
Shareholders' equity 10.6 10.0
Total 100.0 % 100.0 %
Uses of Funds:
Loans, net of allowance for loan losses 76.3 % 75.8 %
Securities available for sale 12.0 13.0
Securities purchased under agreements to resell 0.5 0.2
Interest-bearing deposits in other banks 4.2 4.1
Other noninterest-earning assets 7.0 6.9
Total 100.0 % 100.0 %
Average noninterest-bearing deposits to average deposits 20.0 % 22.5 %
Average loans to average deposits 94.2 93.3
Our primary source of funds is deposits, and our primary use of funds is loans. We do not expect a change in the primary source or use of our funds in the foreseeable future. Our average net loans increased 17.6% for the six months ended June 30, 2025, compared to the same period in 2024, primarily due to the acquisition of Oakwood. We predominantly invest excess deposits in overnight deposits with the Federal Reserve, securities, interest-bearing deposits at other banks or other short-term liquid investments until needed to fund loan growth. Our securities portfolio had a weighted average life of 4.54 years and an effective duration of 3.64 years as of June 30, 2025. As of December 31, 2024, our securities portfolio had a weighted average life of 4.63 years and an effective duration of 3.79 years.
As of June 30, 2025, we had outstanding $1.5 billion in commitments to extend credit and $51.0 million in commitments associated with outstanding standby and commercial letters of credit. As of December 31, 2024, we had outstanding $1.4 billion in commitments to extend credit and $50.0 million in commitments associated with outstanding standby and commercial letters of credit. Because commitments associated with letters of credit and commitments to extend credit may expire unused, the total outstanding may not necessarily reflect the actual future cash funding requirements. See "Off Balance Sheet Items" below for additional information.
As of June 30, 2025, and December 31, 2024 we had cash and cash equivalents, including federal funds sold and securities purchased under agreements to resell, of $560.5 million and $567.6 million, respectively. We had no exposure to future cash requirements associated with known uncertainties or capital expenditures of a material nature for either period.
Capital Resources
Total shareholders' equity increased to $848.4 million as of June 30, 2025, compared to $799.5 million as of December 31, 2024, an increase of $49.0 million, or 6.1%. This increase was primarily due to net income of $42.6 million and other comprehensive income of $15.2 million resulting from the after-tax effect of unrealized gains in our investment securities portfolio, offset with dividends paid on preferred stock and common stock of $11.0 million.
On July 24, 2025, our Board declared a quarterly dividend in the amount of $18.75 per preferred share to the preferred shareholders of record as of August 15, 2025. The dividend is to be paid on August 31, 2025, or as soon as practicable thereafter.
On July 24, 2025, our Board declared a quarterly dividend based upon our financial performance for the three months ended June 30, 2025, in the amount of $0.14 per common share to the common shareholders of record as of August 15, 2025. The dividend is to be paid on August 31, 2025, or as soon as practicable thereafter.
The declaration and payment of dividends to our shareholders, as well as the amounts thereof, are subject to the discretion of the Board and depend upon our results of operations, financial condition, capital levels, cash requirements, future prospects and other factors deemed relevant by the Board. As a holding company, our ability to pay dividends is largely dependent upon the receipt of dividends from our subsidiary, b1BANK. There can be no assurance that we will declare and pay any dividends to our shareholders.
Capital management consists of providing equity to support current and future operations. Banking regulators view capital levels as important indicators of an institution's financial soundness. As a general matter, FDIC-insured depository institutions and their holding companies are required to maintain minimum capital relative to the amount and types of assets they hold. We are subject to regulatory capital requirements at the holding company and bank levels. As of June 30, 2025, and December 31, 2024, we and b1BANK were in compliance with all applicable regulatory capital requirements, and b1BANK was classified as "well-capitalized," for purposes of prompt corrective action regulations. As we employ our capital and continue to grow our operations, our regulatory capital levels may decrease depending on our level of earnings. However, we expect to monitor and control our growth in order to remain in compliance with all applicable regulatory capital standards applicable to us.
The following table presents the actual capital amounts and regulatory capital ratios for us and b1BANK as of the dates indicated.
As of June 30, 2025 (Unaudited) As of December 31, 2024
Amount Ratio Amount Ratio
(Dollars in thousands)
Business First
Total capital (to risk weighted assets) $ 908,994 13.07 % $ 878,914 12.75 %
Tier 1 capital (to risk weighted assets) 763,946 10.99 % 727,959 10.56 %
Common Equity Tier 1 capital (to risk weighted assets) 687,016 9.88 % 651,029 9.44 %
Tier 1 Leverage capital (to average assets) 763,946 9.86 % 727,959 9.53 %
b1BANK
Total capital (to risk weighted assets) $ 896,913 12.91 % $ 857,627 12.45 %
Tier 1 capital (to risk weighted assets) 835,148 12.02 % 799,099 11.60 %
Common Equity Tier 1 capital (to risk weighted assets) 835,148 12.02 % 799,099 11.60 %
Tier 1 Leverage capital (to average assets) 835,148 10.79 % 799,099 10.47 %
FHLB Advances
Advances from the FHLB totaled approximately $492.9 million and $355.9 million at June 30, 2025 and December 31, 2024, respectively. As of June 30, 2025, and December 31, 2024, the FHLB advances were collateralized by a blanket floating lien on certain securities and loans, had a weighted average stated rate of 4.27% and 4.15%, respectively, and mature within ten years.
Contractual Obligations
The following tables summarize contractual obligations and other commitments to make future payments as of June 30, 2025, and December 31, 2024 (other than non-maturity deposit obligations), which consist of future cash payments associated with our contractual obligations pursuant to our FHLB advances, subordinated debt, revolving line of credit, and non-cancelable future operating leases. Payments related to leases are based on actual payments specified in underlying contracts. Advances from the FHLB totaled approximately $492.9 million and $355.9 million at June 30, 2025 and December 31, 2024, respectively. As of June 30, 2025, and December 31, 2024, the FHLB advances were collateralized by a blanket floating lien on certain securities and loans, had a weighted average stated rate of 4.27% and 4.15%, respectively, and mature within ten years. We participated in the BTFP in March 2023 and as of December 31, 2023, had outstanding debt of $300.0 million, at a fixed rate of 4.38% and set to mature on March 22, 2024. We repaid this debt in full at the time of maturity. The subordinated debt totaled $92.6 million and $99.8 million at June 30, 2025 and December 31, 2024, respectively, including premium. Of this subordinated debt, $25.0 million bears interest at a fixed rate of 6.75% through December 31, 2028 and a floating rate, based on a benchmark rate plus 369 basis points, thereafter through maturity in 2033, $52.5 million of this subordinated debt bears interest at a fixed rate of 4.25% through March 31, 2026 and a floating rate, based on a benchmark rate plus 354 basis points, thereafter through maturity in 2031. During the three months ended March 31, 2025, $7.0 million of this debt was redeemed for a gain of $630,000. Also, $3.9 million of this subordinated debt bears interest at a fixed rate of 4.75% through April 1, 2026 and a floating rate, based on a benchmark rate plus 442 basis points, thereafter through maturity in 2031. We acquired three separate notes as part of the TCBI acquisition totaling $26.4 million. Of those notes, $10.0 million bears an adjustable interest rate plus 350 basis points, based on a benchmark rate, adjusting quarterly until maturity on April 11, 2028, and callable beginning April 11, 2023, $7.5 million bears an adjustable interest rate plus 350 basis points, based on a benchmark rate, adjusting quarterly, until maturity on December 13, 2028, and callable beginning December 13, 2023, and $8.9 million, which was called on May 1, 2023 and ceased bearing interest as of such date. As part of valuing these three subordinated notes from TCBI, we incurred a fair value adjustment premium of $3.4 million that will accrete over five-to-seven years, with $718,000 and $833,000 remaining at June 30, 2025 and December 31, 2024, respectively.
As of June 30, 2025
1 year or less More than 1 year
but less than 3
years
3 years or more
but less than 5
years
5 years or more Total
(Dollars in thousands) (Unaudited)
Non-cancelable future operating leases $ 5,874 $ 10,853 $ 6,869 $ 8,695 $ 32,291
Time deposits 1,147,734 315,529 10,475 25 1,473,763
Subordinated debt - 10,000 7,500 74,427 91,927
Advances from FHLB 250,675 117,271 50,000 75,000 492,946
Subordinated debt - trust preferred securities - - - 5,000 5,000
Securities sold under agreements to repurchase 22,557 - - - 22,557
Standby and commercial letters of credit 47,934 2,894 135 16 50,979
Commitments to extend credit 902,994 479,865 63,857 47,418 1,494,134
Total $ 2,377,768 $ 936,412 $ 138,836 $ 210,581 $ 3,663,597
As of December 31, 2024
1 year or less More than 1 year
but less than 3
years
3 years or more
but less than 5
years
5 years or more Total
(Dollars in thousands)
Non-cancelable future operating leases $ 5,888 $ 10,864 $ 8,202 $ 6,844 $ 31,798
Time deposits 983,140 385,363 28,410 - 1,396,913
Subordinated debt - - 17,500 81,427 98,927
Advances from FHLB 82,560 123,315 75,000 75,000 355,875
Subordinated debt - trust preferred securities - - - 5,000 5,000
Securities sold under agreements to repurchase 22,621 - - - 22,621
Standby and commercial letters of credit 43,881 5,885 170 16 49,952
Commitments to extend credit 762,661 373,705 144,823 96,685 1,377,874
Total $ 1,900,751 $ 899,132 $ 274,105 $ 264,972 $ 3,338,960
Off-Balance Sheet Items
In the normal course of business, we enter into various transactions which, in accordance with GAAP, are not included in our consolidated balance sheets. We enter into these transactions to meet the financing needs of our customers. These transactions include commitments to extend credit and standby and commercial letters of credit which involve, to varying degrees, elements of credit risk and interest rate risk in excess of the amounts recognized in the consolidated balance sheets.
Our commitments associated with outstanding standby and commercial letters of credit and commitments to extend credit expiring by period as of the date indicated are summarized in the tables above. Because commitments associated with letters of credit and commitments to extend credit may expire unused, the amounts shown do not necessarily reflect the actual future cash funding requirements.
Standby and commercial letters of credit are conditional commitments issued by us to guarantee the performance of a customer to a third party. In the event of nonperformance by the customer, we have rights to the underlying collateral, which can include commercial real estate, physical plant and property, inventory, receivables, cash and/or marketable securities. The credit risk to us in issuing letters of credit is essentially the same as that involved in extending loan facilities to our customers.
Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Because many of the commitments are expected to expire without being fully drawn upon, the total commitment amounts disclosed above do not necessarily represent future cash requirements. We evaluate each customer's creditworthiness on a case-by-case basis. The amount of collateral obtained, if considered necessary by us, upon extension of credit, is based on management's credit evaluation of the customer.
Interest Rate Sensitivity and Market Risk
As a financial institution, our primary component of market risk is sensitivity to movement in interest rates. Our asset and liability management policy provides management with the guidelines for effective interest rate risk management, and we have established a measurement system for monitoring our net interest rate sensitivity position. We manage our sensitivity position within our established guidelines.
Fluctuations in interest rates will ultimately impact both the level of income and expense recorded on most of our assets and liabilities, and the market value of all interest-earning assets and interest-bearing liabilities. Interest rate risk is the potential of economic losses due to future interest rate changes. These economic losses can be reflected as a loss of future net interest income and/or a loss of current fair market value of equity. The objective interest rate risk management is to measure the effect on net interest income and fair value of equity and to position the balance sheet to minimize the risk of losses and maximize the amount of income without taking on unnecessary earning volatility.
We seek to manage our exposure to interest rates by structuring our balance sheet in the ordinary course of business; however, we may enter into derivative contracts to hedge interest rate risk if it is appropriate given our risk profile and policy guidelines. Based upon the nature of our operations, we are not subject to foreign exchange or commodity price risk. We do not own any trading assets.
Our exposure to interest rate risk is managed by the asset-liability committee ("ALCO") of b1BANK, in accordance with policies approved by our board of directors. In determining the appropriate level of interest rate risk, the committee considers the impact on earnings and capital of the current outlook on interest rates, potential changes in interest rates, regional economies, liquidity, business strategies and other factors. The committee meets regularly to review, among other things, the sensitivity of assets and liabilities to interest rate changes, the book and market values of assets and liabilities, unrealized gains and losses, purchase and sale activities, commitments to originate loans and the maturities of investments and borrowings. Additionally, the committee reviews liquidity, cash flow flexibility, maturities of deposits and consumer and commercial deposit activity. Management employs methodologies to manage interest rate risk which include an analysis of relationships between interest-earning assets and interest-bearing liabilities, and an interest rate shock simulation model.
We use interest rate risk simulation models and shock analysis to test the interest rate sensitivity of net interest income and fair value of equity, and the impact of changes in interest rates on other financial metrics. Contractual maturities and re-pricing opportunities of loans are incorporated in the model as prepayment assumptions, maturity data and optionality. Deposit assumptions such as repricing betas and non-maturity balance decay rates are also incorporated into the model. Model assumptions are revised and updated on a regular basis as directed by policy, and more frequently if conditions merit. The assumptions used are inherently uncertain and, as a result, the model cannot precisely measure future net interest income or precisely predict the impact of fluctuations in market interest rates on net interest income. Actual results will differ from the model's simulated results due to timing, magnitude, and frequency of interest rate changes, as well as changes in market conditions, customer behavior, and the application and timing of various management strategies.
On at least a quarterly basis, we run simulation models to calculate potential impacts to net interest income and the fair value of equity. Specific details of the simulations are reflected in policy as directed by ALCO.
The following table summarizes the simulated change in net interest income and fair value of equity over a 12-month horizon as of the dates indicated:
As of June 30, 2025 As of December 31, 2024
Change in Interest Rates (Basis Points) Percent Change in
Net Interest
Income
Percent Change in
Fair Value of
Equity
Percent Change in
Net Interest
Income
Percent Change in
Fair Value of
Equity
+300 7.20 % (3.95 %) 8.10 % (0.70 %)
+200 4.96 % (2.50 %) 5.60 % (0.30 %)
+100 2.55 % (1.14 %) 2.90 % - %
Base - % - % - % - %
-100 (2.41 %) 1.10 % (2.30 %) 0.30 %
-200 (4.75 %) 1.32 % (5.20 %) (1.30 %)
The results of the simulations are primarily driven by the contractual characteristics of all balance sheet instruments and customer behavior.
Impact of Inflation
Our consolidated financial statements and related notes included elsewhere in this statement have been prepared in accordance with GAAP. These require the measurement of financial position and operating results in terms of historical dollars, without considering changes in the relative value of money over time due to inflation or recession.
Unlike many industrial companies, substantially all of our assets and liabilities are monetary in nature. As a result, interest rates have a more significant impact on our performance than the effects of general levels of inflation. Interest rates
may not necessarily move in the same direction or in the same magnitude as the prices of goods and services. However, other operating expenses do reflect general levels of inflation.
Non-GAAP Financial Measures
Our accounting and reporting policies conform to GAAP, and the prevailing practices in the banking industry. However, we also evaluate our performance based on certain additional non-GAAP financial measures. We classify a financial measure as being a non-GAAP financial measure if that financial measure excludes or includes amounts, or is subject to adjustments that have the effect of excluding or including amounts, that are included or excluded, as the case may be, in the most directly comparable measure calculated and presented in accordance with GAAP as in effect from time to time in the United States in our statements of income, balance sheets or statements of cash flows. Non-GAAP financial measures do not include operating and other statistical measures or ratios, or statistical measures calculated using exclusively either financial measures calculated in accordance with GAAP, operating measures or other measures that are not non-GAAP financial measures or both.
This discussion and analysis section includes certain non-GAAP financial measures (e.g., referenced as "core" or "tangible") intended to supplement, not substitute for, comparable GAAP measures. These measures typically adjust income available to common shareholders for certain significant activities or transactions that in management's opinion can distort period-to-period comparisons of Business First's performance. Transactions that are typically excluded from non-GAAP measures include realized and unrealized gains/losses on former bank premises and equipment, gains/losses on sales of securities, and acquisition-related expenses (including, but not limited to, legal costs, system conversion costs, severance and retention payments, etc.). The measures also typically adjust goodwill and certain intangible assets from book value and shareholders' equity.
Management believes presentations of these non-GAAP financial measures provide useful supplemental information that is essential to a proper understanding of the operating results of the Company's core business. These non-GAAP disclosures are not necessarily comparable to non-GAAP measures that may be presented by other companies. You should understand how such other banking organizations calculate their financial metrics or with names similar to the non-GAAP financial measures we have discussed in this statement when comparing such non-GAAP financial measures.
Core Net Income.Core net income available to common shareholders, which excludes certain income and expenses, for the three months ended June 30, 2025, was $19.5 million, or $0.66 per diluted common share, compared to core net income available to common shareholders of $16.3 million, or $0.64 per diluted common share, for the three months ended June 30, 2024. Notable noncore events impacting earnings for the three months ended June 30, 2025, included a $3.4 million gain on the sale of a branch, offset by $570,000 in acquisition-related expenses and core conversion expenses of $1.0 million, compared to $419,000 in acquisition-related expenses for the same period in 2024.
For the six months ended June 30, 2025, core net income available to common shareholders, was $38.8 million, or $1.31 per diluted common share, compared to core net income available to common shareholders of $29.1 million, or $1.14 per diluted common share, for the six months ended June 30, 2024. Notable noncore events impacting earnings for the six months ended June 30, 2025, included a $155,000 gain on sale of a former bank premises, $3.4 million gain on the sale of a branch, $630,000 gain on the extinguishment of subordinated debt, offset by $1.2 million in acquisition-related expenses and core conversion expenses of $1.2 million, compared to a $50,000 gain on sale of a former bank premises and $1.1 million in acquisition-related expenses for the same period in 2024.
For the Three Months Ended June 30, For the Six Months Ended June 30,
2025 2024 2025 2024
(Dollars in thousands, except per share data) (Unaudited)
Interest Income:
Interest income $ 114,850 $ 99,870 $ 228,543 $ 195,881
Core interest income 114,850 99,870 228,543 195,881
Interest Expense:
Interest expense 47,808 45,861 95,518 90,341
Core interest expense 47,808 45,861 95,518 90,341
Provision for Credit Losses:
Provision for credit losses 2,225 1,310 5,037 2,496
Core provision expense 2,225 1,310 5,037 2,496
Other Income:
Other income 14,415 12,176 27,641 21,562
Gains on former bank premises and equipment - - (155) (50)
Losses on sale of securities 47 - 48 1
Gain on sale of branch (3,360) - (3,360) -
Gain on extinguishment of debt - - (630) -
Core other income 11,102 12,176 23,544 21,513
Other Expense:
Other expense 51,206 43,110 101,784 85,632
Acquisition-related expenses (2) (570) (419) (1,249) (1,134)
Core conversion expenses (1,008) - (1,224) -
Core other expense 49,628 42,691 99,311 84,498
Pre-Tax Income:
Pre-tax income 28,026 21,765 53,845 38,974
Gains on former bank premises and equipment - - (155) (50)
Losses on sale of securities 47 - 48 1
Gain on sale of branch (3,360) - (3,360) -
Gain on extinguishment of debt - - (630) -
Acquisition-related expenses (2) 570 419 1,249 1,134
Core conversion expenses 1,008 - 1,224 -
Core pre-tax income 26,291 22,184 52,221 40,059
Provision for Income Taxes: (1)
Provision for income taxes 5,923 4,559 11,199 8,198
Tax on gains on former bank premises and equipment - - (33) (11)
Tax on losses on sale of securities 10 - 10 -
Tax on gain on sale of branch (833) - (833) -
Tax on gain on extinguishment of debt - - (133) -
Tax on acquisition-related expenses (2) 103 2 246 91
Tax on core conversion expenses 213 - 259 -
Core provision for income taxes 5,416 4,561 10,715 8,278
Preferred Dividends
Preferred dividends 1,350 1,350 2,700 2,700
Core preferred dividends 1,350 1,350 2,700 2,700
Net Income Available to Common Shareholders:
Net income available to common shareholders 20,753 15,856 39,946 28,076
Gains on former bank premises and equipment , net of tax - - (122) (39)
Losses on sale of securities, net of tax 37 - 38 1
Gain on sale of branch, net of tax (2,527) - (2,527) -
Gain on extinguishment of debt, net of tax - - (497) -
Acquisition-related expenses (2), net of tax 467 417 1,003 1,043
Core conversion expenses, net of tax 795 - 965 -
Core net income available to common shareholders $ 19,525 $ 16,273 $ 38,806 $ 29,081
Diluted Earnings Per Common Share:
Diluted earnings per common share $ 0.70 $ 0.62 $ 1.35 $ 1.10
Gains on former bank premises and equipment , net of tax - - - -
Losses on sale of securities, net of tax - - - -
Gain on sale of branch, net of tax (0.09) - (0.09) -
Gain on extinguishment of debt, net of tax - - (0.02) -
Acquisition-related expenses (2), net of tax 0.02 0.02 0.04 0.04
Core conversion expenses, net of tax 0.03 - 0.03 -
Core diluted earnings per common share $ 0.66 $ 0.64 $ 1.31 $ 1.14
____________________________
(1)Tax rates, exclusive of certain nondeductible acquisition-related expenses and goodwill, utilized were 21.129% for both 2025 and 2024. These rates approximate the marginal tax rates for the applicable periods.
(2)Includes merger and conversion-related expenses and salary and employee benefits.
Tangible Book Value Per Common Share.Tangible book value per common share is a non-GAAP measure generally used by financial analysts and investment bankers to evaluate financial institutions. We calculate (1) tangible common equity as shareholders' equity less preferred stock, goodwill, and core deposit and customer intangible assets, net of accumulated amortization, and (2) tangible book value per common share as tangible common equity divided by shares of common stock outstanding. The most directly comparable GAAP financial measure for tangible book value per common share is book value per common share.
The following table reconciles, as of the dates set forth below, total shareholders' equity to tangible common equity and presents tangible book value per common share compared to book value per common share:
As of June
30, 2025
As of December 31,
2024
(Dollars in thousands, except per share data) (Unaudited)
Tangible Common Equity
Total shareholders' equity $ 848,440 $ 799,466
Preferred stock (71,930) (71,930)
Total common shareholders' equity 776,510 727,536
Adjustments:
Goodwill (121,146) (121,572)
Core deposit and customer intangibles (15,775) (17,252)
Total tangible common equity $ 639,589 $ 588,712
Common shares outstanding (1) 29,602,970 29,552,358
Book value per common shares (1) $ 26.23 $ 24.62
Tangible book value per common shares (1) 21.61 19.92
____________________________
(1)Excludes the dilutive effect, if any, of 145,833 and 198,238 shares of common stock issuable upon exercise of outstanding stock options and restricted stock awards as of June 30, 2025 and December 31, 2024, respectively.
Tangible Common Equity to Tangible Assets.Tangible common equity to tangible assets is a non-GAAP measure generally used by financial analysts and investment bankers to evaluate financial institutions. We calculate tangible common equity, as described above, and tangible assets as total assets less goodwill, core deposit and customer intangible assets, net of accumulated amortization. The most directly comparable GAAP financial measure for tangible common equity to tangible assets is total common shareholders' equity to total assets.
The following table reconciles, as of the dates set forth below, total shareholders' equity to tangible common equity and total assets to tangible assets:
As of June
30, 2025
As of December 31,
2024
(Dollars in thousands, except per share data)
(Unaudited)
Tangible Common Equity
Total shareholders' equity $ 848,440 $ 799,466
Preferred stock (71,930) (71,930)
Total common shareholders' equity 776,510 727,536
Adjustments:
Goodwill (121,146) (121,572)
Core deposit and customer intangibles (15,775) (17,252)
Total tangible common equity $ 639,589 $ 588,712
Tangible Assets
Total Assets $ 7,948,294 $ 7,857,090
Adjustments:
Goodwill (121,146) (121,572)
Core deposit and customer intangibles (15,775) (17,252)
Total tangible assets $ 7,811,373 $ 7,718,266
Common Equity to Total Assets 9.8 % 9.3 %
Tangible Common Equity to Tangible Assets 8.2 7.6
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