Price | 13.40 | EPS | 1 | |
Shares | 8 | P/E | 20 | |
MCap | 107 | P/FCF | -2 | |
Net Debt | -146 | EBIT | 17 | |
TEV | -39 | TEV/EBIT | -2 | TTM 2019-09-30, in MM, except price, ratios |
10-Q | 2020-09-30 | Filed 2020-11-05 |
10-Q | 2020-06-30 | Filed 2020-08-06 |
10-Q | 2020-03-31 | Filed 2020-04-30 |
10-K | 2019-12-31 | Filed 2020-03-12 |
10-Q | 2019-09-30 | Filed 2019-11-07 |
10-Q | 2019-06-30 | Filed 2019-08-08 |
10-Q | 2019-03-31 | Filed 2019-05-10 |
10-K | 2018-12-31 | Filed 2019-03-21 |
10-Q | 2018-09-30 | Filed 2018-11-08 |
10-Q | 2018-06-30 | Filed 2018-08-30 |
S-1 | 2018-06-19 | Public Filing |
8-K | 2020-11-25 | |
8-K | 2020-11-13 | |
8-K | 2020-11-10 | |
8-K | 2020-11-03 | |
8-K | 2020-10-28 | |
8-K | 2020-10-22 | |
8-K | 2020-09-21 | |
8-K | 2020-09-21 | |
8-K | 2020-07-27 | |
8-K | 2020-07-23 | |
8-K | 2020-07-16 | |
8-K | 2020-06-10 | |
8-K | 2020-06-08 | |
8-K | 2020-05-18 | |
8-K | 2020-05-06 | |
8-K | 2020-04-30 | |
8-K | 2020-04-08 | |
8-K | 2020-03-17 | |
8-K | 2020-02-10 | |
8-K | 2020-01-30 | |
8-K | 2020-01-23 | |
8-K | 2019-11-01 | |
8-K | 2019-11-01 | |
8-K | 2019-10-24 | |
8-K | 2019-07-29 | |
8-K | 2019-07-29 | |
8-K | 2019-07-25 | |
8-K | 2019-07-19 | |
8-K | 2019-06-14 | |
8-K | 2019-06-05 | |
8-K | 2019-06-05 | |
8-K | 2019-05-06 | |
8-K | 2019-05-02 | |
8-K | 2019-04-25 | |
8-K | 2019-03-18 | |
8-K | 2019-02-04 | |
8-K | 2019-01-24 | |
8-K | 2018-10-30 | |
8-K | 2018-10-25 | |
8-K | 2018-09-24 | |
8-K | 2018-09-10 | |
8-K | 2018-08-30 | |
8-K | 2018-08-02 | |
8-K | 2018-07-27 |
Part I. Financial Information |
Item 1. Financial Statements |
Note 1 - Organization and Summary of Significant Accounting Policies |
Note 2 - Acquisitions |
Note 3 - Investment Securities |
Note 4 - Loans and The Allowance for Loan Losses |
Note 5 - Goodwill |
Note 6 - Leases |
Note 7 - Deposits |
Note 8 - Borrowings |
Note 9 - Commitments and Contingencies |
Note 10 - Shareholders' Equity |
Note 11 - Earnings per Common Share |
Note 12 - Income Taxes |
Note 13 - Related - Party Transactions |
Note 14 - Fair Value |
Note 15 - Assets and Other Liabilities Classified As Held for Sale |
Note 16 - Segment Reporting |
Note 17 - Regulatory Capital Matters |
Note 18 - Subsequent Events |
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations |
Item 3.Quantitative and Qualitative Disclosures About Market Risk |
Item 4.Controls and Procedures |
Part II. Other Information |
Item 1.Legal Proceedings |
Item 1A. Risk Factors |
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds |
Item 3.Defaults Upon Senior Securities |
Item 4.Mine Safety Disclosures |
Item 5.Other Information |
Item 6.Exhibits |
EX-31.1 | myfw-20200930ex311dce665.htm |
EX-31.2 | myfw-20200930ex312c1223b.htm |
EX-32.1 | myfw-20200930ex321efd963.htm |
EX-32.2 | myfw-20200930ex322c7bcec.htm |
Balance Sheet | Income Statement | Cash Flow |
---|---|---|
Assets, Equity
|
Rev, G Profit, Net Income
|
Ops, Inv, Fin
|
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
For the quarterly period ended
OR
For the transition period from ________ to ________
Commission File Number
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of | (I.R.S. Employer | |
(Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code:
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
| Trading Symbol |
| Name of each exchange on which registered |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ⌧
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ⌧
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer ◻ | |
Non-accelerated filer ◻ | Smaller reporting company |
Emerging growth company |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).
Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date.
Shares outstanding as of | |
Common Stock, no par value |
FIRST WESTERN FINANCIAL, INC.
TABLE OF CONTENTS
Important Notice about Information in this Quarterly Report
Unless we state otherwise or the context otherwise requires, references in this Quarterly Report to “we,” “our,” “us,” “the Company” and “First Western” refer to First Western Financial, Inc. and its consolidated subsidiaries, including First Western Trust Bank, which we sometimes refer to as “the Bank” or “our Bank.”
The information contained in this Quarterly Report is accurate only as of the date of this Quarterly Report on Form 10-Q and as of the dates specified herein.
2
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q contains forward-looking statements. These forward-looking statements reflect our current views with respect to, among other things, future events and our financial performance. 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,” “continue,” “will,” “anticipate,” “seek,” “estimate,” “intend,” “plan,” “projection,” “would” and “outlook,” or the negative version of those words or other comparable words or phrases of a future or forward-looking nature. These forward-looking statements are not historical facts, and are based on current expectations, estimates and projections about our industry, management’s beliefs and certain assumptions made by management, many of which, by their nature, are inherently uncertain and beyond our control, particularly with regard to developments related to COVID-19. Accordingly, we caution you that any such forward-looking statements are not guarantees of future performance and are subject to risks, assumptions and uncertainties that are difficult to predict. Although we believe that the expectations reflected in these forward-looking statements are reasonable as of the date made, actual results may prove to be materially different from the results expressed or implied by the forward-looking statements.
There are or will be important factors that could cause our actual results to differ materially from those indicated in these forward-looking statements, including, but not limited to, the following:
● | The impact of the COVID-19 pandemic and actions taken by governmental authorities in response to the pandemic; |
● | geographic concentration in Colorado, Arizona, Wyoming and California; |
● | changes in the economy affecting real estate values and liquidity; |
● | our ability to continue to originate residential real estate loans and sell such loans; |
● | risks specific to commercial loans and borrowers; |
● | claims and litigation pertaining to our fiduciary responsibilities; |
● | competition for investment managers and professionals and our ability to retain our associates; |
● | fluctuation in the value of our investment securities; |
● | the terminable nature of our investment management contracts; |
● | changes to the level or type of investment activity by our clients; |
● | investment performance, in either relative or absolute terms; |
● | changes in interest rates; |
● | the adequacy of our allowance for loan losses; |
● | weak economic conditions and global trade; |
● | legislative changes or the adoption of tax reform policies; |
● | external business disruptors in the financial services industry; |
● | liquidity risks; |
● | our ability to maintain a strong core deposit base or other low-cost funding sources; |
3
● | continued positive interaction with and financial health of our referral sources; |
● | retaining our largest trust clients; |
● | our ability to achieve our strategic objectives; |
● | competition from other banks, financial institutions and wealth and investment management firms; |
● | our ability to implement our internal growth strategy and manage the risks associated with our anticipated growth; |
● | the acquisition of other banks and financial services companies and integration risks and other unknown risks associated with acquisitions; |
● | the accuracy of estimates and assumptions; |
● | our ability to protect against and manage fraudulent activity, breaches of our information security, and cybersecurity attacks; |
● | our reliance on communications, information, operating and financial control systems technology and related services from third-party service providers; |
● | technological change; |
● | our ability to attract and retain clients; |
● | unforeseen or catastrophic events, including pandemics, terrorist attacks, extreme weather events or other natural disasters; |
● | new lines of business or new products and services; |
● | regulation of the financial services industry; |
● | legal and regulatory proceedings, investigations and inquiries, fines and sanctions; |
● | limited trading volume and liquidity in the market for our common stock; |
● | fluctuations in the market price of our common stock; |
● | potential impairment of goodwill recorded on our balance sheet and possible requirements to recognize significant charges to earnings due to impairment of intangible assets; |
● | actual or anticipated issuances or sales of our common stock or preferred stock in the future; |
● | the initiation and continuation of securities analysts coverage of the Company; |
● | future issuances of debt securities; |
● | our ability to manage our existing and future indebtedness; |
● | available cash flows from the Bank; and |
● | other factors that are discussed in “Item 1A - Risk Factors” in our Annual Report on Form 10-K. |
4
The foregoing factors should not be construed as exhaustive and should be read together with the other cautionary statements included in the section titled Risk Factors in Part I, Item 1A of our Annual Report on Form 10-K, filed with the U.S. Securities and Exchange Commission (“SEC”) on March 12, 2020, in the section titled Risk Factors in Part II, Item 1A of our Form 10-Q filed with the SEC on April 30, 2020 and in the section titled Risk Factors in Part II, Item 1A of our Form 10-Q filed with the SEC on August 6, 2020. If 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 publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise. 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.
5
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
FIRST WESTERN FINANCIAL, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(in thousands, except share amounts)
September 30, | December 31, | |||||
| 2020 |
| 2019 | |||
ASSETS |
|
|
| |||
Cash and cash equivalents: |
|
|
|
| ||
Cash and due from banks | $ | | $ | | ||
Interest-bearing deposits in other financial institutions |
| |
| | ||
Total cash and cash equivalents |
| |
| | ||
Available-for-sale securities, at fair value |
| |
| | ||
Correspondent bank stock, at cost |
| |
| | ||
Mortgage loans held for sale |
| |
| | ||
Loans, net of allowance of $ |
| |
| | ||
Premises and equipment, net |
| |
| | ||
Accrued interest receivable |
| |
| | ||
Accounts receivable |
| |
| | ||
Other receivables | | | ||||
Other real estate owned, net |
| |
| | ||
Goodwill |
| |
| | ||
Other intangible assets, net |
| |
| | ||
Deferred tax assets, net |
| |
| | ||
Company-owned life insurance |
| |
| | ||
Other assets |
| |
| | ||
Assets held for sale |
| |
| | ||
Total assets | $ | | $ | | ||
LIABILITIES |
|
|
|
| ||
Deposits: |
|
|
|
| ||
Noninterest-bearing | $ | | $ | | ||
Interest-bearing |
| |
| | ||
Total deposits |
| |
| | ||
Borrowings: |
|
|
|
| ||
Federal Home Loan Bank Topeka and Federal Reserve borrowings |
| |
| | ||
Subordinated notes |
| |
| | ||
Accrued interest payable |
| |
| | ||
Other liabilities |
| |
| | ||
Liabilities held for sale |
| |
| | ||
Total liabilities |
| |
| | ||
SHAREHOLDERS’ EQUITY |
|
|
|
| ||
Preferred stock - |
|
| ||||
Convertible preferred stock - |
|
| ||||
Common stock - |
|
| ||||
Additional paid-in capital |
| |
| | ||
Retained earnings (accumulated deficit) |
| |
| ( | ||
Accumulated other comprehensive income (loss) |
| |
| ( | ||
Total shareholders’ equity |
| |
| | ||
Total liabilities and shareholders’ equity | $ | | $ | |
See accompanying notes to condensed consolidated financial statements.
6
FIRST WESTERN FINANCIAL, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
(in thousands, except per share amounts)
Three Months Ended September 30, |
| Nine Months Ended September 30, | |||||||||||
| 2020 |
| 2019 |
|
| 2020 |
| 2019 | |||||
Interest and dividend income: |
|
|
|
|
|
|
|
| |||||
Loans, including fees | $ | | $ | | $ | | $ | | |||||
Investment securities |
| |
| |
| |
| | |||||
Federal funds sold and other |
| |
| |
| |
| | |||||
Total interest and dividend income |
| |
| |
| |
| | |||||
Interest expense: |
|
|
|
|
|
|
|
| |||||
Deposits |
| |
| |
| |
| | |||||
Other borrowed funds |
| |
| |
| |
| | |||||
Total interest expense |
| |
| |
| |
| | |||||
Net interest income |
| |
| |
| |
| | |||||
Less: provision for loan losses |
| |
| |
| |
| | |||||
Net interest income, after provision for loan losses |
| |
| |
| |
| | |||||
Non-interest income: |
|
|
|
|
|
|
|
| |||||
Trust and investment management fees |
| |
| |
| |
| | |||||
Net gain on mortgage loans |
| |
| |
| |
| | |||||
Bank fees |
| |
| |
| |
| | |||||
Risk management and insurance fees |
| |
| |
| |
| | |||||
Income on company-owned life insurance |
| |
| |
| |
| | |||||
Net gain on sale of securities |
| — |
| |
| — |
| | |||||
Total non-interest income |
| |
| |
| |
| | |||||
Total income before non-interest expense |
| |
| |
| |
| | |||||
Non-interest expense: |
|
|
|
|
|
|
|
| |||||
Salaries and employee benefits |
| |
| |
| |
| | |||||
Occupancy and equipment |
| |
| |
| |
| | |||||
Professional services |
| |
| |
| |
| | |||||
Technology and information systems |
| |
| |
| |
| | |||||
Data processing |
| |
| |
| |
| | |||||
Marketing |
| |
| |
| |
| | |||||
Amortization of other intangible assets |
| |
| |
| |
| | |||||
Goodwill impairment | — | — | — | | |||||||||
Net loss on assets held for sale | — | — | | — | |||||||||
Provision for other real estate owned | | — | | — | |||||||||
Other |
| |
| |
| |
| | |||||
Total non-interest expense |
| |
| |
| |
| | |||||
Income before income taxes |
| |
| |
| |
| | |||||
Income tax expense |
| |
| |
| |
| | |||||
Net income available to common shareholders | $ | | $ | | $ | | $ | | |||||
Earnings per common share: | |||||||||||||
Basic | $ | | $ | | $ | | $ | | |||||
Diluted | $ | | $ | | $ | | $ | |
See accompanying notes to condensed consolidated financial statements.
7
FIRST WESTERN FINANCIAL, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)
(in thousands)
Three Months Ended September 30, |
| Nine Months Ended September 30, | |||||||||||
| 2020 |
| 2019 |
|
| 2020 |
| 2019 | |||||
Net income | $ | | $ | | $ | | $ | | |||||
Other comprehensive income items: | |||||||||||||
Net change in unrealized gains on available-for-sale securities |
| ( |
| |
| |
| | |||||
Income tax effect | | ( | ( | ( | |||||||||
Total other comprehensive income (loss) items | ( | | | | |||||||||
Comprehensive income | $ | | $ | | $ | | $ | |
See accompanying notes to condensed consolidated financial statements.
8
FIRST WESTERN FINANCIAL, INC.
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (UNAUDITED)
(in thousands, except share amounts)
| Shares |
|
| Retained |
| Accumulated |
| |||||||
Additional | Earnings | Other | ||||||||||||
Common | Paid-In | (Accumulated | Comprehensive | |||||||||||
Stock | Capital | Deficit) | Income (Loss) | Total | ||||||||||
Balance at July 1, 2019 |
| | $ | | $ | ( | $ | ( | $ | | ||||
Net income |
| — |
| — |
| |
| — |
| | ||||
Share repurchase | ( | ( | — | — | ( | |||||||||
Other comprehensive income, net of tax |
| — |
| — |
| — |
| |
| | ||||
Stock-based compensation |
| — |
| |
| — |
| — |
| | ||||
Balance at September 30, 2019 |
| | $ | | $ | ( | $ | | $ | | ||||
Balance at July 1, 2020 | | $ | | $ | ( | $ | | $ | | |||||
Net income |
| — |
| — |
| |
| — |
| | ||||
Settlement of share awards | | ( | — | — | ( | |||||||||
Other comprehensive loss, net of tax |
| — |
| — |
| — |
| ( |
| ( | ||||
Stock-based compensation |
| — |
| |
| — |
| — |
| | ||||
Balance at September 30, 2020 |
| | $ | | $ | | $ | | $ | | ||||
Balance at January 1, 2019 |
| | $ | | $ | ( | $ | ( | $ | | ||||
Net income |
| — |
| — |
| |
| — |
| | ||||
Settlement of share awards |
| |
| ( |
| — |
| — |
| ( | ||||
Adoption of ASU 2018-02 | — | — | | ( | — | |||||||||
Stock repurchase | ( | ( | — | — | ( | |||||||||
Other comprehensive income, net of tax |
| — |
| — |
| — |
| |
| | ||||
Stock-based compensation |
| — |
| |
| — |
| — |
| | ||||
Balance at September 30, 2019 |
| | $ | | $ | ( | $ | | $ | | ||||
Balance at January 1, 2020 | | $ | | $ | ( | $ | ( | $ | | |||||
Net income |
| — |
| — |
| |
| — |
| | ||||
Other comprehensive income, net of tax |
| — |
| — |
| — |
| |
| | ||||
Settlement of share awards | | ( | — |