City Bank (NASDAQ:CTBK) announced today that it has received a
Corrective Action Directive from the Federal Deposit Insurance
Corporation (FDIC) giving it until April 10 to raise additional capital
through the sale of shares or obligations so that it will be "adequately
capitalized." If that is not possible, the FDIC directed City Bank to
accept an offer to be acquired by another depository institution.
The order also repeated restrictions already in place on accepting or
renewing brokered deposits, increasing its average total assets, making
dividend payments or opening new branches. City Bank has been under a
Consent Agreement with the FDIC since June 2009 under which it agreed to
a number of limitations. It has taken a number of actions to reduce its
non-performing loans, pay down the level of brokered deposits and raise
capital. The Bank is continuing to aggressively reduce non-performing
assets and as of February 28, 2010, the Bank has additional signed
purchase and sales agreements representing 180 houses totaling
approximately $48 million in construction loans. The Bank has repaid $52
million of brokered deposits and public deposits in January and
February, and will repay another $50 million in March. As of February
26, 2010, the Bank has $247 million of cash and cash equivalents and a
$63 million federal income tax refund receivable, which totals $310
million of 90-day liquidity.
President and CEO Martin Heimbigner, who assumed his position in January
when founder and CEO Conrad Hanson retired, said City Bank continues to
look for ways to bolster its capital levels, aggressively sell
non-performing assets and pay down debt. "We are continuing to talk and
meet with investors across the country to discuss a number of financing
options.”
The following table summarizes the Bank’s restated capital position as
of December 31, 2009:
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Amounts in $000's
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Actual as of December 31, 2009
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Ratio
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Ratio Required for Capital Adequacy
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Capital Deficiency at December 31, 2009
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Tier 1 leverage capital to total assets
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$
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21,590
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1.80
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%
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4%
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$
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(26,293
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)
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Tier 1 capital to risk weighted assets
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$
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21,590
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2.32
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%
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4%
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$
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(15,554
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)
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Tier 2 total capital to risk weighted assets
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$
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33,160
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3.57
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%
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8%
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$
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(41,129
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)
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Risk weighted average assets
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$
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928,612
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$
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800,000
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*
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Total average assets
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$
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1,197,084
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$
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1,050,000
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*
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*The Bank is expecting to reduce assets by $100 million as of
March 31, 2010, as noted above
due to the repayment of brokered deposits in the first quarter.
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Restatement of 2009 Results
City Bank also announced amendments to its previously released unaudited
results for the fourth quarter of 2009 and the year ended December 31,
2009. The revised net loss for 2009 totaled $119.50 million, an increase
in the loss of $14.89 million from the $104.61 million originally
reported on January 29, 2010.
The reasons for the revised net loss were an increase in the provision
for loan losses of $16.80 million and an increase in the OREO valuation
adjustment charged to expense of $2.33 million. The provision for loan
losses increased due to accounting rules that apply when material
subsequent events take place before the publication of audited financial
statements. These events include the FDIC’s recently completed
examination and receipt of updated appraisals on loans and foreclosed
real estate which reflected lower collateral values. Income tax benefits
were also adjusted to reflect the effect of the revised pre-tax loss.
See the Exhibit of Selected Financial Information below for further
detail on these restatements.
Martin Heimbigner, President and CEO, commented, "The distressed
residential housing market continues to impact the bulk sale discounted
value reflected in the land appraisals that are required to be used
under regulatory accounting rules. Due to the distressed values we have
recorded for our building lots as required by GAAP, we believe the
intrinsic value of the Bank’s land is understated compared to the value
of the land with a completed house sold at retail home prices.”
The Bank’s Capital Plan
The Bank has engaged an investment banking firm and is continuing its
efforts to raise additional capital. Our efforts include a strategy to
bulk sell assets to real estate investors with a contemporaneous, linked
investment in City Bank common stock to recapitalize the Bank. Mr.
Heimbigner commented, "We have written down the carrying value of our
real estate assets to a level at which real estate investors may want to
buy our assets directly. As such, we believe that we have an opportunity
to raise capital based on the quality of the Bank’s real estate assets
and the intrinsic value of the building lots when a completed house is
constructed.”
Mr. Heimbigner commented, "We think the Pacific Northwest is going to
remain a popular place to live and do business, so we believe the bulk
sale of assets to investors with a linked investment in City Bank may
have appeal in the longer run," he said. Heimbigner indicated that City
Bank’s Tier 1 capital level was 1.8 percent as of December 31. To fully
comply with the FDIC Corrective Action Directive, the Tier 1 leverage
capital level would need to increase by a minimum of $30 million, based
on the planned reduction in the Bank’s asset size to $1 billion by March
31. Further repayments of brokered deposits are planned to reduce the
asset size of the Bank to $900 million by June 30 and to $800 million by
December 31.
"While these are challenging times, our employees have remained fully
engaged and our customers have also been supportive,” Heimbigner said.
"Depositors who have their money in FDIC insured accounts remain fully
protected.”
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Selected Financial Information for the Quarter Ended December
31, 2009
(Restated and Unaudited Condensed Financial Information)
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Income Statement Data (In thousands, except per share data)
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As reported
2009
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Revised
2009
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Change
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Interest income
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$
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8,059
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$
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7,765
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(294
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)
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Interest expense
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8,005
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8,005
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-
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Net interest income(loss)
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54
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(240
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)
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(294
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)
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Provision for credit losses
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46,500
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63,299
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16,799
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Net interest income (loss) after provision for credit losses
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(46,446
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)
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(63,539
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)
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(17,093
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)
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Other non-interest income
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|
524
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|
525
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1
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Cash expense related to nonperforming assets
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4,677
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4,677
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-
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Valuation Adjustment related to nonperforming assets
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21,987
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24,316
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2,329
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Other non-interest expense
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2,690
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2,690
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-
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Income (Loss) before income taxes
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(75,276
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)
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(94,697
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)
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(19,421
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)
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Provision (benefit) for income taxes
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(37,012
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)
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(41,540
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)
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(4,528
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)
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Net Loss
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$
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(38,264
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)
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$
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(53,157
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)
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(14,893
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)
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Share Data
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Basic (loss) per common share
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($2.43
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)
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($3.37
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)
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(0.94
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)
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Fully diluted average shares outstanding
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15,764
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15,764
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-
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|
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Selected Financial Information for the Year Ended December 31,
2009
(Restated and Unaudited Condensed Financial Information)
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Twelve Months Ended December 31
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Income Statement Data (In thousands, except per share data)
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As Reported
2009
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Revised
2009
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Change
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Interest income
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$
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40,230
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$
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39,936
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(294
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)
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Interest expense
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36,052
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36,052
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-
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Net interest income
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$
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4,178
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$
|
3,884
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(294
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)
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Provision for credit losses
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88,799
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105,598
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16,799
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Net interest income (loss) after provision for credit losses
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(84,621
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)
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(101,714
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)
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(17,093
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)
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Other non-interest income
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2,811
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2,812
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1
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Cash expense related to nonperforming assets
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14,903
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14,903
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-
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Valuation Adjustment related to nonperforming assets
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29,972
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32,301
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2,329
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Other non-interest expense
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|
20,572
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20,572
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|
-
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Income (Loss) before income taxes
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|
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(147,257
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)
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(166,678
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)
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(19,421
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)
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Provision (benefit) for income taxes
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|
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(42,650
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)
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(47,178
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)
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(4,528
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)
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Net Loss
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($104,607
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)
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($119,500
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)
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(14,893
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)
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Share Data
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Actual shares outstanding
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|
15,764
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|
|
|
15,764
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|
|
-
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Basic (loss) per common share
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|
($6.64
|
)
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|
($7.58
|
)
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|
(0.94
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)
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Book value per common share
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$
|
2.31
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$
|
1.37
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(0.94
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)
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Fully diluted average shares outstanding
|
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|
15,764
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|
|
|
|
15,764
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|
|
-
|
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|
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|
|
|
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Balance Sheet Data (at period end)
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|
|
|
|
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|
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|
Fed Funds Sold and Cash and Due From Bank
|
|
$
|
277,182
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|
|
$
|
176,982
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|
|
(100,200
|
)
|
|
Investment securities Available for Sale
|
|
|
12,849
|
|
|
|
|
113,049
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|
|
|
100,200
|
|
|
Loans held for sale
|
|
|
5,887
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|
|
|
|
5,887
|
|
|
|
-
|
|
|
Total on balance sheet liquidity
|
|
$
|
295,918
|
|
|
|
$
|
295,918
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans, net of unearned income
|
|
|
590,419
|
|
|
|
|
577,846
|
|
|
|
(12,573
|
)
|
|
Allowance for credit losses
|
|
|
11,481
|
|
|
|
|
15,671
|
|
|
|
4,190
|
|
|
Total assets
|
|
|
1,129,154
|
|
|
|
|
1,111,261
|
|
|
|
(17,893
|
)
|
|
Total deposits
|
|
|
1,020,494
|
|
|
|
|
1,020,494
|
|
|
|
-
|
|
|
Total Shareholders' Equity
|
|
|
36,483
|
|
|
|
|
21,590
|
|
|
|
(14,893
|
)
|
|
Tier 1 Leverage Capital Ratio
|
|
|
3.04
|
%
|
|
|
|
1.80
|
%
|
|
|
-1.24
|
%
|
|
Total Risk-Based Capital Ratio
|
|
|
5.08
|
%
|
|
|
|
3.57
|
%
|
|
|
-1.51
|
%
|
|
Allowance to ending total loans
|
|
|
1.94
|
%
|
|
|
|
2.71
|
%
|
|
|
0.77
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-performing assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-accrual loans
|
|
$
|
200,312
|
|
|
|
$
|
190,926
|
|
|
|
(9,386
|
)
|
|
Impaired loans still accruing
|
|
|
44,465
|
|
|
|
|
23,724
|
|
|
|
(20,741
|
)
|
|
Other real estate owned
|
|
$
|
180,601
|
|
|
|
$
|
178,272
|
|
|
|
(2,329
|
)
|
|
Total Non-performing assets
|
|
$
|
425,378
|
|
|
|
$
|
392,922
|
|
|
|
(32,456
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-performing assets to total assets
|
|
|
37.67
|
%
|
|
|
|
35.36
|
%
|
|
|
-2.31
|
%
|
|
Net (charge-offs) recoveries
|
|
$
|
(112,308
|
)
|
|
|
$
|
(124,917
|
)
|
|
|
(12,608
|
)
|
|
|
|
|
|
|
|
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|
