ACNB Corporation Reports 2025 First Quarter Financial Results

  • April 24, 2025
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  • ACNB Corporation Reports 2025 First Quarter Financial Results

GETTYSBURG, Pa., April 24, 2025 (GLOBE NEWSWIRE) — ACNB   Corporation   (NASDAQ:   ACNB)   (“ACNB”   or   the “Corporation”), financial holding company for ACNB Bank and ACNB Insurance Services, Inc., announced a net loss of $272 thousand, or $0.03 diluted loss per share, for the three months ended March 31, 2025 compared to net income of $6.8 million, or $0.80 diluted earnings per share, for the three months ended March 31, 2024 and compared to net income of $6.6 million, or $0.77 diluted earnings per share, for the three months ended December 31, 2024.

Financial results for the three months ended March 31, 2025 were impacted by two discrete items that were related to the acquisition of Traditions Bancorp, Inc. (“Traditions”): a provision for credit losses on non- purchase credit deteriorated (“PCD”) loans of $4.2 million, net of taxes, and merger-related expenses, net of taxes, totaling $6.2 million.

2025 First Quarter Highlights

  • ACNB closed the acquisition of Traditions effective February 1, 2025 (“Acquisition”). This strategic acquisition will result in a premier community bank that is locally headquartered, managed, and focused.
  • Traditions contributed, after acquisition accounting adjustments, $877.7 million in assets, $648.5 million in loans and $741.5 million in deposits at the Acquisition date.
  • Fully taxable equivalent (“FTE”) net interest margin was 4.07% for the three months ended March 31, 2025 compared to 3.81% for the three months ended December 31, 2024 and 3.77% for the three months ended March 31, 2024. The accretion impact of acquisition accounting adjustments on loans and deposits from the Acquisition was $1.5 million for the three months ended March 31, 2025.
  • The allowance for credit losses was $24.6 million at March 31, 2025 compared to $17.3 million at December 31, 2024 and $20.2 million at March 31, 2024. The increases from both prior periods were driven primarily by an initial allowance for credit losses of $5.5 million for non-PCD loans and $1.5 million for accruing PCD loans at the Acquisition date.
  • Tangible common equity to tangible assets ratio1 of 9.33% at March 31, 2025 compared to 10.72% at December 31, 2024 and 9.61% at March 31, 2024. The net unrealized loss on the available for sale securities portfolio was $39.7 million at March 31, 2025 compared to a net unrealized loss of $47.7 million at December 31, 2024 and a net unrealized loss of $53.0 million at March 31, 2024.
  • As announced on Form 8-K on April 23, 2025, the Board of Directors approved and declared a regular quarterly cash dividend of $0.34 per share of ACNB Corporation common stock for the second quarter, reflecting a $0.02, or 6.3%, increase over the same quarter of 2024. ACNB repurchased 75,872 shares of ACNB common stock in open market transactions during the three months ended March 31, 2025.

“At ACNB Corporation, we remain focused on executing our strategic plan to be the community bank of choice in the markets that we serve by building relationships and finding solutions for our customers. As a result, we are pleased to share our first quarter operating results. The quarter represents a solid start to a new year and exciting opportunities for our future,” said James P. Helt, ACNB Corporation President and Chief Executive Officer.

“We are pleased and excited to welcome Traditions Bancorp, Inc. shareholders, employees and customers to the ACNB family as we successfully completed our acquisition in the first quarter. In addition, at the close of the acquisition, three former Traditions directors, Eugene J, Draganosky, Elizabeth F. Carson and John M. Polli joined the Boards of Directors of ACNB Corporation and ACNB Bank. We believe this combination brings together organizations that are unified by a shared vision to banking to create an even stronger community bank and substantially enhance our presence in York and Lancaster counties.”

Mr. Helt continued, “We are cautiously optimistic for the remainder of 2025 in spite of the uncertain economic headwinds as a result of ongoing tariff turmoil. We are not only focused on the challenges, but also the exciting opportunities that lie ahead and are fully committed to the continued growth and profitability of ACNB Corporation and to enhancing long term shareholder value.”

Acquisition Update

During the first quarter of 2025, ACNB acquired Traditions, holding company for Traditions Bank, York, Pennsylvania. Traditions was merged with and into a wholly-owned subsidiary of ACNB Corporation immediately followed by the merger of Traditions Bank with and into ACNB Bank effective February 1, 2025. ACNB Bank is operating the former Traditions Bank offices as “Traditions Bank, A Division of ACNB Bank”. The acquisition method of accounting was used to account for the acquisition. ACNB recorded the assets and liabilities of Traditions at their respective fair values as of February 1, 2025. The transaction was valued at approximately $83.8 million and substantially expanded ACNB’s footprint in the York and Lancaster, Pennsylvania markets. Traditions contributed, after acquisition accounting adjustments, $877.7 million in assets, $648.5 million in loans and $741.5 million in deposits at the Acquisition date. The excess of the merger consideration over the fair value of Traditions assets acquired and liabilities assumed resulted in goodwill of $20.3 million.

As of March 31, 2025, total acquisition accounting adjustments on loans were $24.5 million. The majority of the loan acquisition accounting adjustments are expected to accrete back through as income as loans pay off or mature. Total acquisition accounting adjustments on time deposits were $226 thousand as of March 31, 2025. The acquisition accounting adjustments on time deposits are expected to amortize as an expense over the life of the time deposits. The core deposit intangible was $18.3 million as of March 31, 2025.

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1 Non-GAAP financial measure. Please refer to the calculation on the page titled “Non-GAAP Reconciliation” at the end of this document.

The core deposit intangible is expected to amortize as an expense over an expected life of 10 years using sum of the year’s digits method. The acquisition accounting adjustments are subject to refinement for up to one year from the acquisition date as allowable by U.S. Generally Accepted Accounting Principles (“GAAP”).

ACNB recorded an allowance for credit losses of $6.9 million at the Acquisition date, comprised of $5.5 million for non-PCD loans, which was recognized through the provision for credit losses, and $1.5 million for accruing PCD loans, which was recognized as an acquisition accounting adjustment to the amortized cost basis of the acquired loans.

ACNB completed, following the Acquisition date, the sale of approximately $98.0 million of Traditions’ investments with a yield of 5.03%. With the proceeds from the sale, ACNB paid off $40.2 million of Federal Home Loan Bank (“FHLB”) borrowings with a cost of 4.73% and invested the remainder of the proceeds into investment securities with a yield of 5.07%.

ACNB’s financial results for any periods ended prior to February 1, 2025 reflect ACNB on a standalone basis. As a result, ACNB’s financial results for the three months ended March 31, 2025 may not be directly comparable to prior reported periods.

Net Interest Income and Margin

Net interest income for the three months ended March 31, 2025 totaled $27.1 million, an increase of $6.5 million from the three months ended March 31, 2024 and an increase of $6.0 million from the three months ended December 31, 2024. The increases were driven primarily by the Acquisition. The FTE net interest margin for the three months ended March 31, 2025 was 4.07%, a 30 basis points increase from the three months ended March 31, 2024 and a 26 basis points increase from the three months ended December 31, 2024. The accretion impact of acquisition accounting adjustments on loans and deposits from the Acquisition was $1.5 million for the three months ended March 31, 2025. For the three months ended March 31, 2025, total average loans increased $499.3 million compared to three months ended March 31, 2024 and increased $461.3 million compared to the three months ended December 31, 2024. The yield on total loans was 6.08% for the three months ended March 31, 2025, an increase of 71 basis points compared to the three months ended March 31, 2024 and an increase of 47 basis points from the three months ended December 31, 2024. The increases in total average loans and yields on total loans were driven primarily by the Acquisition. For the three months ended March 31, 2025, total average interest-bearing deposits increased $421.8 million from the three months ended March 31, 2024 and increased $406.8 million from the three months ended December 31, 2024. The average rate paid on interest-bearing deposits was 1.38% for the three months ended March 31, 2025, an increase of 73 basis points from the three months ended March 31, 2024 and an increase of 42 basis points from the three months ended December 31, 2024. The increases in average interest-bearing deposits and average rate paid on interest-bearing deposits were driven primarily by the Acquisition. For the three months ended March 31, 2025, total average noninterest-bearing demand deposits increased $26.3 million from the three months ended March 31, 2024 and increased $48.0 million from the three months ended December 31, 2024. The increase in total average noninterest-bearing demand deposits was driven primarily by the Acquisition.

Noninterest Income

Noninterest income for the three months ended March 31, 2025 was $7.2 million, an increase of $1.5 million from the three months ended March 31, 2024 and an increase of $1.4 million from the three months ended December 31, 2024. Gain from mortgage loans held for sale for the three months ended March 31, 2025 was $855 thousand, an increase $807 thousand from the three months ended March 31, 2024 and increase of $748 thousand from the three months ended December 31, 2024. Earnings on investment in bank-owned life insurance for the three months ended March 31, 2025 was $580 thousand, an increase of $103 thousand from the three months ended March 31, 2024 and increase of $74 thousand from the three months ended December 31, 2024. The increases in gain from mortgage loans held for sale and earnings on investment in bank-owned life insurance for three months ended March 31, 2025 compared to the three months ended March 31, 2024 and three months ended December 31, 2024 were driven primarily by the Acquisition. Wealth management income was $1.1 million for the three months ended March 31, 2025, an increase of $98 thousand from three months ended March 31, 2024 and an increase of $53 thousand from the three months ended December 31, 2024. The increases in wealth management income were driven primarily by increased sales activity and market performance. Gain on life insurance proceeds was $254 thousand for the three months ended March 31, 2025 as a result of a death benefit paid on a life insurance policy.

Noninterest Expense

Noninterest expense for the three months ended March 31, 2025 increased $11.7 million from the three months ended March 31, 2024 and increased $10.9 million from the three months ended December 31, 2024. The increases were driven primarily by the Acquisition. Merger-related expense totaled $8.0 million for the three months ended March 31, 2025 compared to none for the three months ended March 31, 2024 and $885 thousand for the three months ended December 31, 2024. Salaries and employee benefits expense increased $1.7 million during the three months ended March 31, 2025 compared to the three months ended March 31, 2024 and increased $2.5 million compared to three months ended December 31, 2024 driven primarily by higher base wages as a result of the Acquisition, higher restricted stock compensation and higher payroll taxes. Net occupancy increased $312 thousand for the three months ended March 31, 2025 compared to the three months ended March 31, 2024 and increased $346 thousand compared to three months ended December 31, 2024 driven primarily by the Acquisition and higher snow removal costs. Equipment expense increased $551 thousand for the three months ended March 31, 2025 compared to the three months ended March 31, 2024 driven primarily by the Acquisition. Equipment expense decreased $44 thousand for the three months ended March 31, 2025 compared to the three months ended December 31, 2024 as the prior quarter included incremental expenses of $355 thousand for the purchase of office equipment related to Acquisition. Intangible assets amortization increased $536 thousand during the three months ended March 31, 2025 compared to the three months ended March 31, 2024 and increased $553 thousand compared to the three months ended December 31, 2024 driven by the Acquisition.

Loans and Asset Quality

Total loans outstanding were $2.32 billion at March 31, 2025, an increase of $639.3 million from December 31, 2024 and an increase of $657.2 million from March 31, 2024. The increases from both December 31, 2024 and March 31, 2024 were driven primarily by the Acquisition. The allowance for credit losses was $24.6 million at March 31, 2025, an increase of $7.4 million compared to December 31, 2024 and $4.5 million compared to March 31, 2024. The increase was driven primarily by an initial $5.5 million allowance for credit losses for non-PCD loans, which was recognized through the provision for credit losses, and a $1.5 million allowance for credit loss for accruing PCD loans, which was recognized as an acquisition accounting adjustment to the amortized cost basis of the acquired loans, at the Acquisition date. Reversal of $480 thousand was booked to unfunded commitments for the three months ended March 31, 2025 compared to a provision of $44 thousand and a reversal of $151 thousand for the three months ended December 31, 2024 and March 31, 2024, respectively.

Non-performing loans were $10.0 million, or 0.43%, of total loans, net of unearned income, at March 31, 2025 compared to $6.8 million, or 0.40%, of total loans at December 31, 2024 and $3.9 million, or 0.24%, of total loans at March 31, 2024. The increase in non-performing loans at March 31, 2025 compared to March 31, 2024 was driven primarily by one long-standing commercial relationship in the healthcare industry, comprised of both owner-occupied commercial real estate and commercial and industrial loans, that moved into non-performing loan status during 2024 and by the Acquisition. The increase in non-performing loans at March 31, 2025 compared to the three months ended December 31, 2024 was driven primarily by the Acquisition. Annualized net charge-offs for the three months ended March 31, 2025 were 0.01% of total average loans compared to 0.04% for the three months ended December 31, 2024 and 0.00% for the three months ended March 31, 2024.

Deposits and Borrowings

Total deposits totaled $2.54 billion at March 31, 2025, an increase of $747.5 million from December 31, 2024 and an increase of $704.8 million from March 31, 2024. Included in total deposits at March 31, 2025 were $1.98 billion of interest-bearing deposits, which increased $636.3 million from December 31, 2024 and increased $641.7 million from March 31, 2024. Time deposits, included in interest-bearing deposits, increased $204.1 million and $219.8 million since December 31, 2024 and March 31, 2024, respectively. In January 2025, ACNB Bank issued $20.0 million in brokered time deposits to offset seasonal fluctuations in commercial deposits during the quarter, and ACNB assumed, as a result of the Acquisition, $15.0 million of brokered time deposits of which $5.0 million matured in February 2025. Total noninterest-bearing deposits were $562.7 million at March 31, 2025 compared to $451.5 million at December 31, 2024 and $499.6 million at March 31, 2024. The increases in total deposits, interest-bearing deposits, time deposits and noninterest-bearing deposits were driven primarily by the Acquisition.

Total borrowings were $299.5 million at March 31, 2025, an increase of $28.4 million compared to December 31, 2024 and an increase of $26.9 million compared to March 31, 2024. The increases in total borrowings were driven primarily by general balance sheet management.

Stockholders’ Equity

Total stockholders’ equity was $386.9 million at March 31, 2025 compared to $303.3 million at December 31, 2024 and $279.9 million at March 31, 2024. The increase at March 31, 2025 compared to December 31, 2024 and March 31, 2025 was driven primarily by the equity issued in the Acquisition slightly offset by dividends paid of $3.4 million, common stock repurchased of $3.1 million and a $272 thousand net loss for the three months ended March 31, 2025. Tangible book value1 per share was $28.23, $29.51 and $26.70 at March 31, 2025, December 31, 2024 and March 31, 2024, respectively. ACNB repurchased 75,872 shares of ACNB common stock in open market transactions during the three months ended March 31, 2025. As of March 31, 2025, there were 111,795 shares remaining under the current previously disclosed plan.

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1 Non-GAAP financial measure. Please refer to the calculation on the page titled “Non-GAAP Reconciliation” at the end of this document.

About ACNB Corporation

ACNB Corporation, headquartered in Gettysburg, PA, is the $3.27 billion financial holding company for the wholly-owned subsidiaries of ACNB Bank, Gettysburg, PA, and ACNB Insurance Services, Inc., Westminster, MD. Originally founded in 1857, ACNB Bank serves its marketplace with banking and wealth management services, including trust and retail brokerage, via a network of 33 community banking offices and one loan office located in the Pennsylvania counties of Adams, Cumberland, Franklin, Lancaster and York, and the Maryland counties of Baltimore, Carroll and Frederick. ACNB Insurance Services, Inc. is a full-service insurance agency with licenses in 46 states. The agency offers a broad range of property, casualty, health, life and disability insurance serving personal and commercial clients through office locations in Westminster, MD and Gettysburg, PA. For more information regarding ACNB Corporation and its subsidiaries, please visit investor.acnb.com.

SAFE HARBOR AND FORWARD-LOOKING STATEMENTS – Should there be a material subsequent event prior to the filing of the Quarterly Report on Form 10-Q with the Securities and Exchange Commission, the financial information reported in this press release is subject to change to reflect the subsequent event. In addition to historical information, this press release may contain forward-looking statements. Examples of forward-looking statements include, but are not limited to, (a) projections or statements regarding future earnings, expenses, net interest income, other income, earnings or loss per share, asset mix and quality, growth prospects, capital structure, and other financial terms, (b) statements of plans and objectives of Management or the Board of Directors, and (c) statements of assumptions, such as economic conditions in the Corporation’s market areas. Such forward-looking statements can be identified by the use of forward-looking terminology such as “believes”, “expects”, “may”, “intends”, “will”, “should”, “anticipates”, or the negative of any of the foregoing or other variations thereon or comparable terminology, or by discussion of strategy. Forward-looking statements are subject to certain risks and uncertainties such as national, regional and local economic conditions, competitive factors, and regulatory limitations. Actual results may differ materially from those projected in the forward-looking statements. Such risks, uncertainties, and other factors that could cause actual results and experience to differ from those projected include, but are not limited to, the following: short-term and long-term effects of inflation and rising costs on the Corporation, customers and economy; banking instability caused by bank failures and financial uncertainty of various banks which may adversely impact the Corporation and its securities and loan values, deposit stability, capital adequacy, financial condition, operations, liquidity, and results of operations; effects of governmental and fiscal policies, as well as legislative and regulatory changes; effects of new laws and regulations (including laws and regulations concerning taxes, banking, securities and insurance) and their application with which the Corporation and its subsidiaries must comply; impacts of the capital and liquidity requirements of the Basel III standards; effects of changes in accounting policies and practices, as may be adopted by the regulatory agencies, as well as the Financial Accounting Standards Board and other accounting standard setters; ineffectiveness of the business strategy due to changes in current or future market conditions; future actions or inactions of the United States government, including the effects of short-term and long-term federal budget and tax negotiations and a failure to increase the government debt limit or a prolonged shutdown of the federal government; effects of economic conditions particularly with regard to the negative impact of any pandemic, epidemic or health-related crisis and the responses thereto on the operations of the Corporation and current customers, specifically the effect of the economy on loan customers’ ability to repay loans; effects of competition, and of changes in laws and regulations on competition, including industry consolidation and development of competing financial products and services; inflation, securities market and monetary fluctuations; risks of changes in interest rates on the level and composition of deposits, loan demand, and the values of loan collateral, securities, and interest rate protection agreements, as well as interest rate risks; difficulties in acquisitions and integrating and operating acquired business operations, including information technology difficulties; challenges in establishing and maintaining operations in new markets; effects of technology changes; effects of general economic conditions and more specifically in the Corporation’s market areas; failure of assumptions underlying the establishment of reserves for credit losses and estimations of values of collateral and various financial assets and liabilities; acts of war or terrorism or geopolitical instability; disruption of credit and equity markets; ability to manage current levels of impaired assets; loss of certain key officers; ability to maintain the value and image of the Corporation’s brand and protect the Corporation’s intellectual property rights; continued relationships with major customers; and, potential impacts to the Corporation from continually evolving cybersecurity and other technological risks and attacks, including additional costs, reputational damage, regulatory penalties, and financial losses. Management considers subsequent events occurring after the balance sheet date for matters which may require adjustment to, or disclosure in, the consolidated financial statements. The review period for subsequent events extends up to and including the filing date of the Corporation’s consolidated financial statements when filed with the SEC. Accordingly, the financial information in this announcement is subject to change. We caution readers not to place undue reliance on these forward-looking statements. They only reflect Management’s analysis as of this date. The Corporation does not revise or update these forward-looking statements to reflect events or changed circumstances. Please carefully review the risk factors described in other documents the Corporation files from time to time with the SEC, including the Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q. Please also carefully review any Current Reports on Form 8-K filed by the Corporation with the SEC.

ACNB #2025-10
April 24, 2025

 
 
ACNB Corporation Financial Highlights
Selected Financial Data by Respective Quarter End
(Unaudited)
 
(Dollars in thousands, except per share data) March 31, 2025 December 31, 2024 September 30, 2024 June 30, 2024 March 31, 2024
BALANCE SHEET DATA          
Assets $         3,270,041     $         2,394,830     $         2,420,914     $         2,457,753     $         2,414,288    
Investment securities   521,306       459,472       483,604       483,868       490,626    
Total loans, net of unearned income   2,322,209       1,682,910       1,677,112       1,679,600       1,664,980    
Allowance for credit losses   (24,646 )     (17,280 )     (17,214 )     (17,162 )     (20,172 )  
Deposits   2,540,009       1,792,501       1,791,317       1,838,588       1,835,224    
Allowance for unfunded commitments   1,883       1,394       1,349       1,310       1,569    
Borrowings   299,531       271,159       293,091       304,286       272,605    
Stockholders’ equity   386,883       303,273       306,755       289,331       279,920    
INCOME STATEMENT DATA          
Interest and dividend income $         36,290     $         27,381     $         27,241     $         26,869     $         25,974    
Interest expense   9,200       6,269       6,299       5,905       5,381    
Net interest income   27,090       21,112       20,942       20,964       20,593    
Provision for (reversal of) credit losses   5,968       249       81       (2,990 )     223    
(Reversal of) provision for unfunded commitments   (480 )     44       40       (259 )     (151 )  
Net interest income after provisions for (reversal of) credit losses and unfunded commitments   21,602       20,819       20,821       24,213       20,521    
Noninterest income   7,184       5,803       6,833       6,427       5,667    
Noninterest expenses   29,335       18,388       18,244       16,391       17,662    
(Loss) income before income taxes   (549 )     8,234       9,410       14,249       8,526    
Income tax (benefit) expense   (277 )     1,639       2,206       2,970       1,758    
Net (loss) income $         (272 )   $         6,595     $         7,204     $         11,279     $         6,768    
PROFITABILITY RATIOS          
Total loans, net of unearned income to deposits   91.43   %   93.89   %   93.62   %   91.35   %   90.72   %
Return on average assets (annualized)   (0.04 )     1.08       1.17       1.86       1.12    
Return on average equity (annualized)   (0.31 )     8.57       9.63       16.12       9.76    
Efficiency ratio1   60.13       63.83       60.56       58.61       66.18    
FTE Net interest margin   4.07       3.81       3.77       3.82       3.77    
Yield on average earning assets   5.45       4.93       4.90       4.89       4.74    
Yield on investment securities   2.91       2.58       2.59       2.65       2.70    
Yield on total loans   6.08       5.61       5.56       5.53       5.37    
Cost of funds   1.45       1.19       1.19       1.12       1.02    
PER SHARE DATA          
Diluted (loss) earnings per share $         (0.03 )   $         0.77     $         0.84     $         1.32     $         0.80    
Cash dividends paid per share   0.32       0.32       0.32       0.32       0.30    
Tangible book value per share1   28.23       29.51       29.90       27.82       26.70    
CAPITAL RATIOS2
Tier 1 leverage ratio   11.81   %   12.52   %   12.46   %   12.25   %   11.91   %
Common equity tier 1 ratio   13.65       16.27       16.07       15.78       15.40    
Tier 1 risk based capital ratio   13.86       16.56       16.36       16.07       15.69    
Total risk based capital ratio   15.45       18.36       18.15       17.86       17.68    
CREDIT QUALITY                                        
Net charge-offs to average loans outstanding (annualized)   0.01   %   0.04   %   0.01   %   0.00   %   0.00   %
Total non-performing loans to total loans, net of unearned income3   0.43       0.40       0.39       0.19       0.24    
Total non-performing assets to total assets4   0.32       0.30       0.29       0.14       0.18    
Allowance for credit losses to total loans, net of unearned income   1.06       1.03       1.03       1.02       1.21    

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1 Non-GAAP financial measure. Please refer to the calculation on the page titled “Non-GAAP Reconciliation” at the end of this document.
2 Regulatory capital ratios as of March 31, 2025 are preliminary.
3 Non-performing Loans consists of loans on nonaccrual status and loans greater than 90 days past due and still accruing interest.
4 Non-performing Assets consists of Non-performing Loans and Foreclosed assets held for resale.

 
Consolidated Statements of Condition
(Unaudited)
 
(Dollars in thousands, except per share data) March 31, 2025 December 31, 2024 March 31, 2024
ASSETS      
Cash and due from banks $         23,422   $         16,352   $         17,395  
Interest-bearing deposits with banks   100,141     30,910     35,740  
Total Cash and Cash Equivalents   123,563     47,262     53,135  
Equity securities with readily determinable fair values   933     919     918  
Investment securities available for sale, at estimated fair value   455,819     393,975     425,114  
Investment securities held to maturity, at amortized cost (fair value $56,219, $56,924 and $58,084)   64,554     64,578     64,594  
Loans held for sale   21,413     426     88  
Total loans, net of unearned income   2,322,209     1,682,910     1,664,980  
Less: Allowance for credit losses   (24,646 )   (17,280 )   (20,172 )
Loans, net   2,297,563     1,665,630     1,644,808  
Premises and equipment, net   32,398     25,454     25,916  
Right of use asset   5,440     2,663     2,447  
Restricted investment in bank stocks   13,560     10,853     10,877  
Investment in bank-owned life insurance   98,814     81,850     80,348  
Investments in low-income housing partnerships   846     877     971  
Goodwill   64,449     44,185     44,185  
Intangible assets, net   25,835     7,838     8,761  
Foreclosed assets held for resale   438     438     467  
Other assets   64,416     47,882     51,659  
Total Assets $         3,270,041   $         2,394,830   $         2,414,288  
       
LIABILITIES AND STOCKHOLDERS’ EQUITY      
Deposits:      
Noninterest-bearing $         562,700   $         451,503   $         499,583  
Interest-bearing   1,977,309     1,340,998     1,335,641  
Total Deposits   2,540,009     1,792,501     1,835,224  
Short-term borrowings   44,188     15,826     17,303  
Long-term borrowings   255,343     255,333     255,302  
Lease liability   5,790     2,764     2,447  
Allowance for unfunded commitments   1,883     1,394     1,569  
Other liabilities   35,945     23,739     22,523  
Total Liabilities   2,883,158     2,091,557     2,134,368  
       
Stockholders’ Equity:      
Preferred Stock, $2.50 par value; 20,000,000 shares authorized; no shares outstanding at March 31, 2025, December 31, 2024 and March 31, 2024            
Common stock, $2.50 par value; 20,000,000 shares authorized; 11,011,051, 8,945,293, and 8,928,441 shares issued; 10,543,671, 8,553,785, and 8,539,575 shares outstanding at March 31, 2025, December 31, 2024 and March 31, 2024, respectively   27,521     22,357     22,315  
Treasury stock, at cost; 467,380, 391,508, and 388,866 at March 31, 2025, December 31, 2024, and March 31, 2024, respectively   (14,309 )   (11,203 )   (11,101 )
Additional paid-in capital   178,011     99,163     97,818  
Retained earnings   230,978     234,624     217,712  
Accumulated other comprehensive loss   (35,318 )   (41,668 )   (46,824 )
Total Stockholders’ Equity   386,883     303,273     279,920  
Total Liabilities and Stockholders’ Equity $         3,270,041   $         2,394,830   $         2,414,288  
 
Consolidated Income Statements
(Unaudited)
 
   Three Months Ended March 31,
(Dollars in thousands, except per share data)   2025     2024  
INTEREST AND DIVIDEND INCOME    
Loans, including fees    
Taxable $         31,676   $         21,470  
Tax-exempt   292     319  
Investment securities:    
Taxable   2,902     2,911  
Tax-exempt   288     284  
Dividends   340     240  
Other   792     750  
Total Interest and Dividend Income   36,290     25,974  
INTEREST EXPENSE    
Deposits   5,996     2,160  
Short-term borrowings   294     339  
Long-term borrowings   2,910     2,882  
Total Interest Expense   9,200     5,381  
Net Interest Income   27,090     20,593  
Provision for credit losses   5,968     223  
Reversal of provision for unfunded commitments   (480 )   (151 )
Net Interest Income after Provisions for (Reversal of) Credit Losses and Unfunded Commitments   21,602     20,521  
NONINTEREST INCOME    
Insurance commissions   2,147     2,115  
Service charges on deposits   1,094     991  
Wealth management   1,060     962  
Gain from mortgage loans held for sale   855     48  
ATM debit card charges   831     819  
Earnings on investment in bank-owned life insurance   580     477  
Gain on life insurance proceeds   254      
Net gains on sales or calls of investment securities       69  
Net gains (losses) on equity securities   14     (10 )
Other   349     196  
Total Noninterest Income   7,184     5,667  
NONINTEREST EXPENSES    
Salaries and employee benefits   12,861     11,168  
Equipment   2,280     1,729  
Net occupancy   1,442     1,130  
Professional services   577     616  
Other tax   527     370  
FDIC and regulatory   401     375  
Intangible assets amortization   857     321  
Merger-related   8,031      
Other   2,359     1,953  
Total Noninterest Expenses   29,335     17,662  
(Loss) Income Before Income Taxes   (549 )   8,526  
Income tax (benefit) expense   (277 )   1,758  
Net (Loss) Income $         (272 ) $         6,768  
PER SHARE DATA    
Basic (loss) earnings $         (0.03 ) $         0.80  
Diluted (loss) earnings $         (0.03 ) $         0.80  
Weighted average shares basic   9,806,299     8,493,104  
Weighted average shares diluted   9,823,475     8,511,648  
                                                                               
Average Balances, Income and Expenses, Yields and Rates
                                                                               
  Three months ended
March 31, 2025
  Three months ended
December 31, 2024
  Three months ended
September 30, 2024
  Three months ended
June 30, 2024
  Three months ended
March 31, 2024
(Dollars in thousands)   Average
Balance
    Interest1 Yield/
Rate
      Average
Balance
    Interest1 Yield/
Rate
      Average
Balance
    Interest1 Yield/
Rate
      Average
Balance
    Interest1 Yield/
Rate
      Average
Balance
    Interest1 Yield/
Rate
 
ASSETS                                                                              
Loans:                                                                              
Taxable $ 2,080,231   $ 31,676 6.18 %   $ 1,619,245   $ 23,294 5.72 %   $ 1,618,879   $ 23,108 5.68 %   $ 1,612,380   $ 22,675 5.66 %   $ 1,573,109   $ 21,470 5.49 %
Tax-exempt   57,969     370 2.59       57,683     366 2.52       62,401     394 2.51       64,276     396 2.48       65,825     404 2.47  
Total Loans2   2,138,200     32,046 6.08       1,676,928     23,660 5.61       1,681,280     23,502 5.56       1,676,656     23,071 5.53       1,638,934     21,874 5.37  
Investment Securities:                              
Taxable   447,986     3,242 2.93       431,338     2,786 2.57       441,135     2,868 2.59       442,390     2,913 2.65       467,466     3,151 2.71  
Tax-exempt   54,659     365 2.71       54,453     359 2.62       54,549     359 2.62       54,644     359 2.64       54,740     359 2.64  
Total Investments3   502,645     3,607 2.91       485,791     3,145 2.58       495,684     3,227 2.59       497,034     3,272 2.65       522,206     3,510 2.70  
Interest-bearing deposits with banks   73,181     792 4.39       60,104     728 4.82       48,794     670 5.46       50,851     684 5.41       54,156     750 5.57  
Total Earning Assets   2,714,026     36,445 5.45       2,222,823     27,533 4.93       2,225,758     27,399 4.90       2,224,541     27,027 4.89       2,215,296     26,134 4.74  
Cash and due from banks   20,603         20,413         21,684         21,041         20,540      
Premises and equipment   29,903         25,679         25,716         25,903         26,102      
Other assets   224,522         181,180         184,105         187,937         187,075      
Allowance for credit losses   (19,939 )       (17,153 )       (17,147 )       (20,124 )       (19,963 )    
Total Assets $ 2,969,115       $ 2,432,942       $ 2,440,116       $ 2,439,298       $ 2,429,050      
LIABILITIES                                        
Interest-bearing demand deposits $ 573,341     $         524   0.37 %   $ 519,833     $         511   0.39 %   $ 518,368     $         552   0.42 %   $ 513,163     $         275   0.22 %   $ 512,701     $         264   0.21 %
Money markets   447,297       1,984   1.80       251,781       747   1.18       246,653       692   1.12       248,191       613   0.99       248,297       536   0.87  
Savings deposits   331,103       27   0.03       315,512       34   0.04       318,291       26   0.03       327,274       30   0.04       335,215       29   0.03  
Time deposits   410,749       3,461   3.42       268,559       1,987   2.94       258,053       1,842   2.84       263,045       1,725   2.64       244,481       1,331   2.19  
Total Interest-Bearing Deposits   1,762,490       5,996   1.38       1,355,685       3,279   0.96       1,341,365       3,112   0.92       1,351,673       2,643   0.79       1,340,694       2,160   0.65  
Short-term borrowings   38,721       294   3.08       23,087       12   0.21       38,666       204   2.10       37,256       304   3.28       47,084       339   2.90  
Long-term borrowings   257,558       2,910   4.58       255,326       2,978   4.64       255,316       2,983   4.65       255,305       2,958   4.66       248,701       2,882   4.66  
Total Borrowings   296,279       3,204   4.39       278,413       2,990   4.27       293,982       3,187   4.31       292,561       3,262   4.48       295,785       3,221   4.38  
Total Interest-Bearing Liabilities   2,058,769       9,200   1.81       1,634,098       6,269   1.53       1,635,347       6,299   1.53       1,644,234       5,905   1.44       1,636,479       5,381   1.32  
Noninterest-bearing demand deposits   512,966           464,949           477,350           485,351           486,648        
Other liabilities   36,934           27,887           29,946           28,348           26,904        
Stockholders’ Equity   360,446           306,008           297,473           281,365           279,019        
Total Liabilities and Stockholders’ Equity $ 2,969,115         $ 2,432,942         $ 2,440,116         $ 2,439,298         $ 2,429,050        
Taxable Equivalent Net Interest Income       27,245           21,264           21,100           21,122           20,753    
Taxable Equivalent Adjustment       (155 )         (152 )         (158 )         (158 )         (160 )  
Net Interest Income     $ 27,090         $ 21,112         $ 20,942         $ 20,964         $ 20,593    
Cost of Funds       1.45 %         1.19 %         1.19 %         1.12 %         1.02 %
FTE Net Interest Margin       4.07 %         3.81 %         3.77 %         3.82 %         3.77 %

________________________________________
1 Income on interest-earning assets has been computed on a fully taxable equivalent (FTE) basis using the 21% federal income tax statutory rate.
2 Average balances include non-accrual loans and are net of unearned income.
3 Average balances of investment securities is computed at fair value.


Non-GAAP
Reconciliation

Note: The Corporation has presented the following non-GAAP financial measures because it believes that these measures provide useful and comparative information to assess trends in the Corporation’s results of operations and financial condition. These non-GAAP financial measures are frequently used by securities analysts, investors and other interested parties in the evaluation of companies in the Corporation’s industry. Investors should recognize that the Corporation’s presentation of these non- GAAP financial measures might not be comparable to similarly-titled measures of other corporations. These non-GAAP financial measures should not be considered a substitute for GAAP basis measures, and the Corporation strongly encourages a review of its condensed consolidated financial statements in their entirety.

  Three Months Ended
(Dollars in thousands, except per share data) March 31, 2025 December 31, 2024 September 30, 2024 June 30, 2024 March 31, 2024
Tangible book value per share          
Stockholders’ equity $         386,883     $         303,273     $         306,755     $         289,331     $         279,920    
Less: Goodwill and intangible assets   (90,284 )     (52,023 )     (52,327 )     (52,631 )     (52,946 )  
Tangible common stockholders’ equity (numerator) $         296,599     $         251,250     $         254,428     $         236,700     $         226,974    
Shares outstanding, less unvested shares, end of period (denominator)   10,506,822       8,515,347       8,510,187       8,507,191       8,501,137    
Tangible book value per share $         28.23     $         29.51     $         29.90     $         27.82     $         26.70    
Tangible common equity to tangible assets (TCE/TA Ratio)          
Tangible common stockholders’ equity (numerator) $         296,599     $         251,250     $         254,428     $         236,700     $         226,974    
Total assets $         3,270,041     $         2,394,830     $         2,420,914     $         2,457,753     $         2,414,288    
Less: Goodwill and intangible assets   (90,284 )     (52,023 )     (52,327 )     (52,631 )     (52,946 )  
Total tangible assets (denominator) $         3,179,757     $         2,342,807     $         2,368,587     $         2,405,122     $         2,361,342    
Tangible common equity to tangible assets   9.33   %   10.72   %   10.74   %   9.84   %   9.61   %
Efficiency Ratio          
Noninterest expense $         29,335     $         18,388     $         18,244     $         16,391     $         17,662    
Less: Intangible amortization   857       304       304       315       321    
Less: Merger-related expense   8,031       885       1,137       23          
Noninterest expense (numerator) $         20,447     $         17,199     $         16,803     $         16,053     $         17,341    
Net interest income $         27,090     $         21,112     $         20,942     $         20,964     $         20,593    
Plus: Total noninterest income   7,184       5,803       6,833       6,427       5,667    
Less: Gain on life insurance proceeds   254                            
Less: Net gains on sales or calls of securities                           69    
Less: Net gains (losses) on equity securities   14       (28 )     28       1       (10 )  
Total revenue (denominator) $         34,006     $         26,943     $         27,747     $         27,390     $         26,201    
Efficiency ratio   60.13   %   63.83   %   60.56   %   58.61   %   66.18   %
Contact: Jason H. Weber
  EVP/Treasurer & Chief Financial Officer
  717.339.5090
  [email protected]
   


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