UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended:
OR
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to __________
(Commission File No.)
(Exact name of registrant as specified in its charter) |
| ||
(State or other jurisdiction of incorporation or organization) |
| (IRS Employer Identification No.) |
| ||
| ||
(Address of principal executive offices) |
| (Zip Code) |
(
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act: None
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 | ☐ | 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) ☐
Indicate by check mark whether the registrant is a shell company (as defined in Exchange Act Rule 12b-2 of the Exchange Act).
Yes
Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date.
INDEX
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Certifications |
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2 |
Table of Contents |
FORWARD-LOOKING STATEMENTS
Statements made in this Quarterly Report on Form 10-Q, other than those concerning historical information, should be considered forward-looking statements pursuant to the safe harbor provisions of the Securities Exchange Act of 1934 and the Private Securities Litigation Act of 1995. These forward-looking statements involve risks and uncertainties and are based on the beliefs and assumptions of management and on the information available to management at the time that this Quarterly Report on Form 10-Q was prepared. These statements can be identified by the use of words like “expect,” “anticipate,” “estimate,” and “believe,” variations of these words and other similar expressions. Readers should not place undue reliance on forward-looking statements as a number of important factors could cause actual results to differ materially from those in the forward-looking statements. Factors that could cause actual results to differ include, but are not limited to, (1) competition in the markets served by the registrant and its subsidiaries, (2) changes in the interest rate environment, (3) general national, regional or local economic conditions may be less favorable than expected, resulting in, among other things, a deterioration in credit quality and the possible impairment of collectibility of loans, (4) legislative or regulatory changes, including changes in accounting standards, (5) significant changes in the federal and state legal and regulatory environments and tax laws, (6) the impact of changes in monetary and fiscal policies, laws, rules and regulations and (7) other risks and factors identified in other filings with the Securities and Exchange Commission, including but not limited to, those described in the registrant’s Annual Report on Form 10-K for the year ended December 31, 2023.
3 |
Table of Contents |
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
PEOPLES BANCORP OF NORTH CAROLINA, INC. | ||||||||
Consolidated Balance Sheets | ||||||||
June 30, 2024 and December 31, 2023 | ||||||||
(Dollars in thousands) | ||||||||
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| June 30 |
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| December 31, |
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Assets |
| 2024 |
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| 2023 |
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| (Unaudited) |
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| (Audited) |
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Cash and due from banks |
| $ |
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Interest-bearing deposits |
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Cash and cash equivalents |
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Investment securities available for sale |
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Other investments |
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Total securities |
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Mortgage loans held for sale |
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Loans |
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Less allowance for credit losses |
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Net loans |
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Premises and equipment, net |
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Cash surrender value of life insurance |
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Right of use lease asset |
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Accrued interest receivable and other assets |
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Total assets |
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Liabilities and Shareholders' Equity |
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Deposits: |
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Noninterest-bearing demand |
| $ |
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Interest-bearing demand, MMDA & savings |
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Time, over $250,000 |
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Other time |
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Total deposits |
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Securities sold under agreements to repurchase |
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Junior subordinated debentures |
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Lease liability |
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Accrued interest payable and other liabilities |
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Total liabilities |
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Commitments and contingencies |
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Shareholders' equity: |
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Preferred stock, no par value; authorized |
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Common stock, no par value; authorized |
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Common stock held by deferred compensation trust, at cost: |
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| ( | ) |
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Deferred compensation |
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Retained earnings |
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Accumulated other comprehensive loss |
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| ( | ) |
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| ( | ) |
Total shareholders' equity |
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Total liabilities and shareholders' equity |
| $ |
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See accompanying Notes to Consolidated Financial Statements. |
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4 |
Table of Contents |
PEOPLES BANCORP OF NORTH CAROLINA, INC. | ||||||||||||||||
Consolidated Statements of Earnings | ||||||||||||||||
Three and Six Months Ended June 30, 2024 and 2023 | ||||||||||||||||
(Dollars in thousands, except per share amounts) | ||||||||||||||||
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| Three months ended |
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| Six months ended |
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| June 30, |
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| June 30, |
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| 2024 |
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| 2023 |
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| 2024 |
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| 2023 |
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| (Unaudited) |
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| (Unaudited) |
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| (Unaudited) |
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| (Unaudited) |
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Interest income: |
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Interest and fees on loans |
| $ |
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Interest on due from banks |
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Interest on investment securities: |
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U.S. Government sponsored enterprises |
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State and political subdivisions |
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Other |
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Total interest income |
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Interest expense: |
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NOW, MMDA & savings deposits |
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Time deposits |
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Junior subordinated debentures |
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Other |
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Total interest expense |
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Net interest income |
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Provision for (recovery of) credit losses |
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| ( | ) |
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Net interest income after provision for loan losses |
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Non-interest income: |
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Service charges |
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Other service charges and fees |
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Loss on sale of securities, net |
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| ( | ) | |||
Mortgage banking income |
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Insurance and brokerage commissions |
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Appraisal management fee income |
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Miscellaneous |
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Total non-interest income |
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Non-interest expense: |
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Salaries and employee benefits |
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Occupancy |
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Professional fees |
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Advertising |
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Debit card expense |
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FDIC Insurance |
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Appraisal management fee expense |
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Miscellaneous |
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Total non-interest expense |
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Earnings before income taxes |
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Income tax expense |
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Net earnings |
| $ |
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Basic net earnings per share |
| $ |
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Diluted net earnings per share |
| $ |
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Cash dividends declared per share |
| $ |
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See accompanying Notes to Consolidated Financial Statements. |
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5 |
Table of Contents |
PEOPLES BANCORP OF NORTH CAROLINA, INC. | ||||||||||||||||
Consolidated Statements of Comprehensive Income (Loss) | ||||||||||||||||
Three and Six Months Ended June 30, 2024 and 2023 | ||||||||||||||||
(Dollars in thousands) | ||||||||||||||||
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| Three months ended |
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| Six months ended |
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| June 30, |
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| June 30, |
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| 2024 |
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| 2023 |
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| 2024 |
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| 2023 |
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| (Unaudited) |
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| (Unaudited) |
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| (Unaudited) |
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| (Unaudited) |
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Net earnings |
| $ |
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Other comprehensive income (loss): |
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Unrealized holding gains (losses) on securities available for sale |
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| ( | ) |
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| ( | ) |
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Reclassification adjustment for losses on securities available for sale included in net earnings |
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Total other comprehensive income (loss), before income taxes |
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Income tax expense (benefit) related to other comprehensive income: |
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Unrealized holding gains (losses) on securities available for sale |
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| ( | ) |
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| ( | ) |
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Reclassification adjustment for losses on |
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on securities available for sale included in net earnings |
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Total income tax expense (benefit) related to other comprehensive income |
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Total other comprehensive income (loss), net of tax |
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Total comprehensive income (loss) |
| $ |
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| ( | ) |
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See accompanying Notes to Consolidated Financial Statements. |
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6 |
Table of Contents |
PEOPLES BANCORP OF NORTH CAROLINA, INC. | ||||||||||||||||||||||||||||
Consolidated Statements of Changes in Shareholders' Equity | ||||||||||||||||||||||||||||
Three and Six Months Ended June 30, 2024 and 2023 | ||||||||||||||||||||||||||||
(Dollars in thousands) | ||||||||||||||||||||||||||||
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| Common Stock |
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| Held By |
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| Accumulated |
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| Deferred |
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| Other |
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| Common Stock |
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| Retained |
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| Deferred |
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| Compensation |
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| Comprehensive |
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| Shares |
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| Amount |
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| Earnings |
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| Compensation |
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| Trust |
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| Loss |
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| Total |
| |||||||
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| (Unaudited) |
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| (Unaudited) |
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| (Unaudited) |
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| (Unaudited) |
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| (Unaudited) |
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| (Unaudited) |
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| (Unaudited) |
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Balance, December 31, 2023 |
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| $ |
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| ( | ) |
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Common stock repurchase |
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| ( | ) |
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| ( | ) |
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| ( | ) | ||||
Cash dividends declared on common stock |
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| - |
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| ( | ) |
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| ( | ) | ||||
Equity incentive plan, net |
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| - |
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| ( | ) |
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Net earnings |
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| - |
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Change in accumulated other comprehensive income, net of tax |
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| - |
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| ||||||
Balance, March 31, 2024 |
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| $ |
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|
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| ( | ) |
|
| ( | ) |
|
|
| |||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash dividends declared on common stock |
|
| - |
|
|
|
|
|
| ( | ) |
|
|
|
|
|
|
|
|
|
|
| ( | ) | ||||
Restricted stock units issued |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||
Equity incentive plan, net |
|
| - |
|
|
|
|
|
|
|
|
|
|
|
| ( | ) |
|
|
|
|
|
| |||||
Net earnings |
|
| - |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Change in accumulated other comprehensive loss, net of tax |
|
| - |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ( | ) |
|
| ( | ) | ||||
Balance, June 30, 2024 |
|
|
|
| $ |
|
|
|
|
|
|
|
|
| ( | ) |
|
| ( | ) |
|
|
| |||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, December 31, 2022 |
|
|
|
| $ |
|
|
|
|
|
|
|
|
| ( | ) |
|
| ( | ) |
|
|
| |||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adoption of new accounting standard, net of tax |
|
| - |
|
|
|
|
|
| ( | ) |
|
|
|
|
|
|
|
|
|
|
| ( | ) | ||||
Cash dividends declared on common stock |
|
| - |
|
|
|
|
|
| ( | ) |
|
|
|
|
|
|
|
|
|
|
| ( | ) | ||||
Restricted stock units issued |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||
Equity incentive plan, net |
|
| - |
|
|
|
|
|
|
|
|
| ( | ) |
|
|
|
|
|
|
|
|
| |||||
Net earnings |
|
| - |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Change in accumulated other comprehensive income, net of tax |
|
| - |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Balance, March 31, 2023 |
|
|
|
| $ |
|
|
|
|
|
|
|
|
| ( | ) |
|
| ( | ) |
|
|
| |||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common stock repurchase |
|
| ( | ) |
|
| ( | ) |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ( | ) | ||||
Cash dividends declared on common stock |
|
| - |
|
|
|
|
|
| ( | ) |
|
|
|
|
|
|
|
|
|
|
| ( | ) | ||||
Equity incentive plan, net |
|
| - |
|
|
|
|
|
|
|
|
|
|
|
| ( | ) |
|
|
|
|
|
| |||||
Net earnings |
|
| - |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Change in accumulated other comprehensive loss, net of tax |
|
| - |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ( | ) |
|
| ( | ) | ||||
Balance, June 30, 2023 |
|
|
|
| $ |
|
|
|
|
|
|
|
|
| ( | ) |
|
| ( | ) |
|
|
| |||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See accompanying Notes to Consolidated Financial Statements. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7 |
Table of Contents |
PEOPLES BANCORP OF NORTH CAROLINA, INC. | ||||||||
Consolidated Statements of Cash Flows | ||||||||
Six Months Ended June 30, 2024 and 2023 | ||||||||
(Dollars in thousands) | ||||||||
|
|
|
|
| ||||
|
| 2024 |
|
| 2023 |
| ||
|
| (Unaudited) |
|
| (Unaudited) |
| ||
|
|
|
|
|
|
| ||
Cash flows from operating activities: |
|
|
|
|
|
| ||
Net earnings |
| $ |
|
|
|
| ||
Adjustments to reconcile net earnings to |
|
|
|
|
|
|
|
|
net cash provided by operating activities: |
|
|
|
|
|
|
|
|
Depreciation, amortization and accretion |
|
|
|
|
|
| ||
Provision for (recovery of) credit losses |
|
| ( | ) |
|
|
| |
Deferred income taxes |
|
| ( | ) |
|
| ( | ) |
Loss on sale of investment securities net |
|
|
|
|
|
| ||
Gain on sale of premises and equipment |
|
|
|
|
| ( | ) | |
Restricted stock expense |
|
|
|
|
|
| ||
Proceeds from sales of mortgage loans held for sale |
|
|
|
|
|
| ||
Origination of mortgage loans held for sale |
|
| ( | ) |
|
| ( | ) |
Cash surrender value of life insurance |
|
| ( | ) |
|
| ( | ) |
Change in: |
|
|
|
|
|
|
|
|
Right of use lease asset |
|
|
|
|
|
| ||
Other assets |
|
|
|
|
|
| ||
Lease liability |
|
| ( | ) |
|
| ( | ) |
Other liabilities |
|
|
|
|
|
| ||
|
|
|
|
|
|
|
|
|
Net cash provided by operating activities |
|
|
|
|
|
| ||
|
|
|
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
Purchases of investment securities available for sale |
|
| ( | ) |
|
| ( | ) |
Proceeds from sales, calls and maturities of investment securities |
|
|
|
|
|
|
|
|
available for sale |
|
|
|
|
|
| ||
Proceeds from paydowns of investment securities available for sale |
|
|
|
|
|
| ||
Proceeds from paydowns of other investment securities |
|
|
|
|
|
| ||
Redemption (purchase) of FHLB stock |
|
| ( | ) |
|
|
| |
Net change in loans |
|
| ( | ) |
|
| ( | ) |
Purchases of premises and equipment |
|
| ( | ) |
|
| ( | ) |
Proceeds from sale of premises and equipment |
|
|
|
|
|
| ||
|
|
|
|
|
|
|
|
|
Net cash provided (used) by investing activities |
|
| ( | ) |
|
|
| |
|
|
|
|
|
|
|
|
|
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
Net change in deposits |
|
|
|
|
| ( | ) | |
Net change in securities sold under agreement to repurchase |
|
| ( | ) |
|
|
| |
Proceeds from Fed Funds purchased |
|
|
|
|
|
| ||
Repayments of Fed Funds purchased |
|
|
|
|
| ( | ) | |
Common stock repurchased |
|
| ( | ) |
|
| ( | ) |
Cash dividends paid on common stock |
|
| ( | ) |
|
| ( | ) |
|
|
|
|
|
|
|
|
|
Net cash provided (used) by financing activities |
|
|
|
|
| ( | ) | |
|
|
|
|
|
|
|
|
|
Net change in cash and cash equivalents |
|
|
|
|
|
| ||
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at beginning of period |
|
|
|
|
|
| ||
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at end of period |
| $ |
|
|
|
|
8 |
Table of Contents |
PEOPLES BANCORP OF NORTH CAROLINA, INC. | ||||||||
Consolidated Statements of Cash Flows, continued | ||||||||
Six Months Ended June 30, 2024 and 2023 | ||||||||
(Dollars in thousands) | ||||||||
|
|
|
|
|
|
| ||
|
| 2024 |
|
| 2023 |
| ||
|
| (Unaudited) |
|
| (Unaudited) |
| ||
|
|
|
|
|
|
| ||
Supplemental disclosures of cash flow information: |
|
|
|
|
|
| ||
Cash paid during the period for: |
|
|
|
|
|
| ||
Interest |
| $ |
|
|
|
| ||
Income taxes |
| $ |
|
|
|
| ||
|
|
|
|
|
|
|
|
|
Noncash investing and financing activities: |
|
|
|
|
|
|
|
|
Change in unrealized loss on investment securities available for sale, net |
| $ | ( | ) |
|
|
| |
Restricted stock units issued |
| $ |
|
|
|
| ||
Initial recognition of lease right-of-use asset and lease liability |
| $ |
|
|
|
| ||
Allowance for credit losses recorded upon adoption of ASU 326, net of tax |
| $ |
|
|
| ( | ) | |
|
|
|
|
|
|
|
|
|
See accompanying Notes to Consolidated Financial Statements. |
|
|
|
|
|
|
|
|
9 |
Table of Contents |
PEOPLES BANCORP OF NORTH CAROLINA, INC.
Notes to Consolidated Financial Statements (Unaudited)
(1) Summary of Significant Accounting Policies
The Consolidated Financial Statements include the financial statements of Peoples Bancorp of North Carolina, Inc. (the “Company”) and its wholly owned subsidiary, Peoples Bank (the “Bank”), along with the Bank’s wholly owned subsidiaries, Peoples Investment Services, Inc. (“PIS”), Real Estate Advisory Services, Inc. (“REAS”), Community Bank Real Estate Solutions, LLC (“CBRES”) and PB Real Estate Holdings, LLC. All significant intercompany balances and transactions have been eliminated in consolidation.
In June 2006, the Company formed a wholly owned Delaware statutory trust, PEBK Capital Trust II (“PEBK Trust II”), to facilitate the issuance of $20.6 million of trust preferred securities. PEBK Trust II is not included in the Consolidated Financial Statements.
The Consolidated Financial Statements in this report (other than the Consolidated Balance Sheet at December 31, 2023) are unaudited. In the opinion of management, all adjustments necessary for a fair presentation of the financial position and results of operations for the periods presented have been included. Management has made a number of estimates and assumptions relating to the reporting of assets and liabilities and the disclosure of contingent assets and liabilities to prepare these Consolidated Financial Statements in conformity with generally accepted accounting principles in the United States (“GAAP”). Actual results could differ from those estimates.
Operating segments are components of an enterprise about which separate financial information is available that is evaluated regularly by management in deciding how to allocate resources and in assessing performance. Management has determined that the Company has two significant operating segment: Banking Operations and CBRES, as discussed more fully in Note 7. In determining the appropriateness of segment definition, the Company considers the criteria of Accounting Standards Codification (“ASC”) 280, Segment Reporting.
The Company’s accounting policies are fundamental to understanding management’s discussion and analysis of results of operations and financial condition. Many of the Company’s accounting policies require significant judgment regarding valuation of assets and liabilities and/or significant interpretation of the specific accounting guidance. A description of the Company’s significant accounting policies can be found in Note 1 of the Notes to Consolidated Financial Statements in the Company’s 2023 Annual Report to Shareholders which is Appendix A to the Proxy Statement for the 2024 Annual Meeting of Shareholders. There have been no significant changes to the application of significant accounting policies since December 31, 2023.
Recent Accounting Pronouncements
The following table provides a summary of Accounting Standards Updates (“ASU’s”) issued by the Financial Accounting Standards Board (“FASB”) that the Company has not adopted as of June 30, 2024, which may impact the Company’s financial statements.
ASU | Description | Effective Date | Effect on Financial Statements or Other Significant Matters |
|
|
|
|
ASU | Description | Effective Date | Effect on Financial Statements or Other Significant Matters |
ASU 2023-07 Segment Reporting (Topic 280) | The ASU provides amendments to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses | Annual periods after 12/15/23 and interim periods after 12/15/24 | The adoption of this guidance is not expected to have a material impact on the Company’s results of operations, financial position or disclosures. |
ASU 2023-09 Income Taxes (Topic 740) | The ASU provides amendments to improve the transparency of income tax disclosures. | January 1, 2025 | The adoption of this guidance is not expected to have a material impact on the Company’s results of operations, financial position or disclosures. |
ASU 2024-01 Compensation—Stock Compensation (Topic 718) | The ASU adds an illustrative example (with four fact patterns) on how an entity would apply Accounting Standards Codification (ASC) 718 scope guidance. | January 1, 2025 | The adoption of this guidance is not expected to have a material impact on the Company’s results of operations, financial position or disclosures. |
ASU 2024-02 Codification Improvements Amendments to Remove References to Concepts Statements | The ASU removes references to various Concepts Statements. In most instances, the references are extraneous and not required to understand or apply the guidance. In other instances, the references are a substitute for actual wording from a Concepts Statement. In most cases, the ASU is not intended to result in significant accounting changes for most entities. | January 1, 2025 | The adoption of this guidance is not expected to have a material impact on the Company’s results of operations, financial position or disclosures. |
10 |
Table of Contents |
Other accounting standards that have been issued or proposed by FASB or other standards-setting bodies are not expected to have a material impact on the Company’s results of operations, financial position or disclosures.
Reclassification
Certain amounts in the 2023 consolidated financial statements have been reclassified to conform to the 2024 presentation. These reclassifications did not have any impact on shareholders’ equity or net earnings.
(2) Comprehensive Income
The Company reports as comprehensive income all changes in shareholders’ equity during the year from sources other than shareholders. Other comprehensive income refers to all components (revenues, expenses, gains, and losses) of comprehensive income that are excluded from net income. The Company’s only component of other comprehensive income is unrealized gains and losses, net of income tax, on investment securities available for sale.
The following table presents the changes in accumulated other comprehensive loss for the three and six months ended June 30, 2024 and 2023:
|
| For the three months ended |
|
| For the six months ended |
| ||||||||||
(dollars in thousands) |
| June 30, 2024 |
|
| June 30, 2023 |
|
| June 30, 2024 |
|
| June 30, 2023 |
| ||||
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Beginning balance |
| $ | ( | ) |
| $ | ( | ) |
| $ | ( | ) |
| $ | ( | ) |
Other comprehensive loss before reclassifications, net |
|
| ( | ) |
|
| ( | ) |
|
| ( | ) |
|
|
| |
Amounts reclassified from accumulated other comprehensive loss, net |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Net current period other comprehensive loss |
|
| ( | ) |
|
| ( | ) |
|
| ( | ) |
|
|
| |
Ending balance |
| $ | ( | ) |
| $ | ( | ) |
| $ | ( | ) |
| $ | ( | ) |
(3) Net Earnings Per Share
Net earnings per share is based on the weighted average number of shares outstanding during the period while the effects of potential shares outstanding during the period are included in diluted earnings per share. The average market price during the applicable period is used to compute equivalent shares.
The reconciliation of the amounts used in the computation of both “basic earnings per share” and “diluted earnings per share” for the three and six months ended June 30, 2024 and 2023 is as follows:
For the three months ended June 30, 2024 |
|
|
|
|
|
|
|
|
| |||
|
| Net Earnings (Dollars in thousands) |
|
| Weighted Average Number of Shares |
|
| Per Share Amount |
| |||
Basic earnings per share |
| $ |
|
|
|
|
| $ |
| |||
Effect of dilutive securities: |
|
|
|
|
|
|
|
|
|
|
|
|
Restricted stock units - unvested |
|
|
|
|
|
|
|
|
|
|
| |
Shares held in deferred comp plan |
|
|
|
|
|
|
|
|
|
|
|
|
by deferred compensation trust |
|
|
|
|
|
|
|
|
|
|
| |
Diluted earnings per share |
| $ |
|
|
|
|
| $ |
|
For the six months ended June 30, 2024 |
|
|
|
|
|
|
|
|
| |||
|
| Net Earnings (Dollars in thousands) |
|
| Weighted Average Number of Shares |
|
| Per Share Amount |
| |||
Basic earnings per share |
| $ |
|
|
|
|
| $ |
| |||
Effect of dilutive securities: |
|
|
|
|
|
|
|
|
|
|
|
|
Restricted stock units - unvested |
|
|
|
|
|
|
|
|
|
|
| |
Shares held in deferred comp plan by deferred compensation trust |
|
|
|
|
|
|
|
|
|
|
| |
Diluted earnings per share |
| $ |
|
|
|
|
| $ |
|
11 |
Table of Contents |
For the three months ended June 30, 2023 |
|
|
|
|
|
|
|
|
| |||
|
| Net Earnings (Dollars in thousands) |
|
| Weighted Average Number of Shares |
|
| Per Share Amount |
| |||
Basic earnings per share |
| $ |
|
|
|
|
| $ |
| |||
Effect of dilutive securities: |
|
|
|
|
|
|
|
|
|
|
|
|
Restricted stock units - unvested |
|
|
|
|
|
|
|
|
|
|
| |
Shares held in deferred comp plan by deferred compensation trust |
|
|
|
|
|
|
|
|
|
|
| |
Diluted earnings per share |
| $ |
|
|
|
|
| $ |
|
|
| Net Earnings (Dollars in thousands) |
|
| Weighted Average Number of Shares |
|
| Per Share Amount |
| |||
Basic earnings per share |
| $ |
|
|
|
|
| $ |
| |||
Effect of dilutive securities: |
|
|
|
|
|
|
|
|
|
|
|
|
Restricted stock units - unvested |
|
|
|
|
|
|
|
|
|
|
| |
Shares held in deferred comp plan by deferred compensation trust |
|
|
|
|
|
|
|
|
|
|
| |
Diluted earnings per share |
| $ |
|
|
|
|
| $ |
|
(4) Investment Securities
Investment securities available for sale at June 30, 2024 and December 31, 2023 are as follows:
(Dollars in thousands) |
|
|
|
|
|
|
|
|
|
|
|
| ||||
|
| June 30, 2024 |
| |||||||||||||
|
| Amortized Cost |
|
| Gross Unrealized Gains |
|
| Gross Unrealized Losses |
|
| Fair Value |
| ||||
U.S. Treasuries |
| $ |
|
|
|
|
|
|
|
|
|
| ||||
U.S. Government sponsored enterprises |
|
|
|
|
|
|
|
|
|
|
|
| ||||
GSE - Mortgage-backed securities |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Private label mortgage-backed securities |
|
|
|
|
|
|
|
|
|
|
|
| ||||
State and political subdivisions |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Total |
| $ |
|
|
|
|
|
|
|
|
|
|
(Dollars in thousands) |
|
|
|
|
|
|
|
|
|
|
|
| ||||
|
| December 31, 2023 |
| |||||||||||||
|
| Amortized Cost |
|
| Gross Unrealized Gains |
|
| Gross Unrealized Losses |
|
| Fair Value |
| ||||
U.S. Treasuries |
| $ |
|
|
|
|
|
|
|
|
|
| ||||
U.S. Government sponsored enterprises |
|
|
|
|
|
|
|
|
|
|
|
| ||||
GSE - Mortgage-backed securities |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Private label mortgage-backed securities |
|
|
|
|
|
|
|
|
|
|
|
| ||||
State and political subdivisions |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Total |
| $ |
|
|
|
|
|
|
|
|
|
|
12 |
Table of Contents |
The current fair value and associated unrealized losses on investments in securities with unrealized losses at June 30, 2024 and December 31, 2023 are summarized in the tables below, with the length of time the individual securities have been in a continuous loss position.
(Dollars in thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
|
| June 30, 2024 |
| |||||||||||||||||||||
|
| Less than 12 Months |
|
| 12 Months or More |
|
| Total |
| |||||||||||||||
|
| Fair Value |
|
| Unrealized Losses |
|
| Fair Value |
|
| Unrealized Losses |
|
| Fair Value |
|
| Unrealized Losses |
| ||||||
U.S. Treasuries |
| $ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
U.S. government sponsored enterprises |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
GSE -Mortgage-backed securities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Private label mortgage-backed securities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
State and political subdivisions |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Total |
| $ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Dollars in thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
|
| December 31, 2023 |
| |||||||||||||||||||||
|
| Less than 12 Months |
|
| 12 Months or More |
|
| Total |
| |||||||||||||||
|
| Fair Value |
|
| Unrealized Losses |
|
| Fair Value |
|
| Unrealized Losses |
|
| Fair Value |
|
| Unrealized Losses |
| ||||||
U.S. Treasuries |
| $ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
U.S. government sponsored enterprises |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
GSE -Mortgage-backed securities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Private label mortgage-backed securities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
State and political subdivisions |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Total |
| $ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At June 30, 2024, unrealized losses in the investment securities portfolio relating to debt securities totaled $
The amortized cost and estimated fair value of investment securities available for sale at June 30, 2024, presented by contractual maturity, are shown below. Expected maturities of mortgage-backed securities will differ from contractual maturities because borrowers have the right to prepay obligations with or without prepayment penalties.
June 30, 2024 |
|
|
|
|
|
| ||
(Dollars in thousands) |
|
|
|
|
|
| ||
|
| Amortized Cost |
|
| Fair Value |
| ||
Due within one year |
| $ |
|
|
|
| ||
Due from one to five years |
|
|
|
|
|
| ||
Due from five to ten years |
|
|
|
|
|
| ||
Due after ten years |
|
|
|
|
|
| ||
Mortgage-backed securities |
|
|
|
|
|
| ||
Total |
| $ |
|
|
|
|
No securities available for sale were sold during the six months ended June 30, 2024. No securities available for sale were sold during the three months ended June 30, 2023. During the six months ended June 30, 2023, proceeds from sales of securities available for sale were $
13 |
Table of Contents |
Securities with a fair value of approximately $
(5) Loans
Major classifications of loans at June 30, 2024 and December 31, 2023 are summarized as follows:
(Dollars in thousands) |
|
|
|
|
|
| ||
|
| June 30, 2024 |
|
| December 31, 2023 |
| ||
Real estate loans: |
|
|
|
|
|
| ||
Construction and land development |
| $ |
|
|
|
| ||
Single-family residential |
|
|
|
|
|
| ||
Commercial |
|
|
|
|
|
| ||
Multifamily and farmland |
|
|
|
|
|
| ||
Total real estate loans |
|
|
|
|
|
| ||
|
|
|
|
|
|
|
|
|
Loans not secured by real estate: |
|
|
|
|
|
|
|
|
Commercial |
|
|
|
|
|
| ||
Farm |
|
|
|
|
|
| ||
Consumer |
|
|
|
|
|
| ||
All other |
|
|
|
|
|
| ||
|
|
|
|
|
|
|
|
|
Total loans |
|
|
|
|
|
| ||
|
|
|
|
|
|
|
|
|
Less allowance for credit losses |
|
| ( | ) |
|
| ( | ) |
|
|
|
|
|
|
|
|
|
Total net loans |
| $ |
|
|
|
|
The Bank makes loans and extensions of credit primarily within the Catawba Valley region of North Carolina, which encompasses Catawba, Alexander, Iredell and Lincoln counties and also in Mecklenburg, Wake, Rowan and Forsyth counties of North Carolina. Although the Bank has a diversified loan portfolio, a substantial portion of the loan portfolio is collateralized by improved and unimproved real estate, the value of which is dependent upon the real estate market. Risk characteristics of the major components of the Bank’s loan portfolio are discussed below:
| · | Construction and land development loans – The risk of loss is largely dependent on the initial estimate of whether the property’s value at completion equals or exceeds the cost of property construction and the availability of take-out financing. During the construction phase, a number of factors can result in delays or cost overruns. If the estimate is inaccurate or if actual construction costs exceed estimates, the value of the property securing the loan may be insufficient to ensure full repayment when completed through a permanent loan, sale of the property, or by seizure of collateral. |
|
|
|
| · | Single-family residential loans – Declining home sales volumes, decreased real estate values and higher than normal levels of unemployment could contribute to losses on these loans. |
|
|
|
| · | Commercial real estate loans – Repayment is dependent on income being generated in amounts sufficient to cover operating expenses and debt service. These loans also involve greater risk because they are generally not fully amortizing over the loan period, but rather have a balloon payment due at maturity. A borrower’s ability to make a balloon payment typically will depend on being able to either refinance the loan or timely sell the underlying property. |
|
|
|
| · | Commercial loans – Repayment is generally dependent upon the successful operation of the borrower’s business. In addition, the collateral securing the loans may depreciate over time, be difficult to appraise, be illiquid, or fluctuate in value based on the success of the business. |
|
|
|
| · | Multifamily and farmland loans – Decreased real estate values and higher than normal levels of unemployment could contribute to losses on these loans. |
14 |
Table of Contents |
Loans are considered past due if the required principal and interest payments have not been received within 30 days of the date such payments were due. Loans are placed on non-accrual 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. Generally, a loan is placed on non-accrual status when it is over 90 days past due and there is reasonable doubt that all principal will be collected. When interest accrual is discontinued, all unpaid accrued interest is reversed. Interest income is subsequently recognized only to the extent cash payments are received in excess of principal due. Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured.
The following tables present an age analysis of past due loans, by loan type, as of June 30, 2024 and December 31, 2023:
June 30, 2024 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
(Dollars in thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
|
| Loans 30-89 Days Past Due |
|
| Nonaccrual Loans |
|
| Total Past Due Loans |
|
| Total Current Loans |
|
| Total Loans |
|
| Accruing Loans 90 or More Days Past Due |
| ||||||
Real estate loans: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Construction and land development |
| $ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Single-family residential |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Commercial |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Multifamily and farmland |
|
|
|
|
|
|