Parent Only Condensed Financial Statements (Tables)

12 Months Ended

Dec. 31, 2013

CONDENSED BALANCE SHEETS

December 31, 2013 and 2012

(In thousands)



	2013			2012
ASSETS
Cash and cash equivalents	$	385		$	2,807
Investment in Bank subsidiary	124,378			119,812
Other assets	523			576
Total assets	$	125,286		$	123,195
LIABILITIES AND SHAREHOLDERS’ EQUITY
Liabilities:
Junior subordinated debentures due to subsidiary grantor trust	$	5,155		$	5,155
Other liabilities	88			375
Total liabilities	5,243			5,530
Shareholders’ equity:
Preferred stock, Series C	—			7,000
Common stock	53,981			40,583
Retained earnings	68,348			62,496
Accumulated other comprehensive (loss) income, net of tax	(2,286		)	7,586
Total shareholders’ equity	120,043			117,665
Total liabilities and shareholders’ equity	$	125,286		$	123,195

CONDENSED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME

For the Years Ended December 31, 2013, 2012, and 2011

(In thousands)



	2013			2012		2011
Income:
Dividends declared by Subsidiary - eliminated in consolidation	$	18,000		$	3,000	$	—
Other income	5			3		3
Total income	18,005			3,003		3
Expenses:
Interest on junior subordinated deferrable interest debentures	98			107		100
Professional fees	102			140		148
Other expenses	424			587		352
Total expenses	624			834		600
Income (loss) before equity in undistributed net income of Subsidiary	17,381			2,169		(597		)
Equity in undistributed net income of Subsidiary, net of distributions	(9,414		)	4,993		6,854
Income before income tax benefit	7,967			7,162		6,257
Benefit from income taxes	283			358		220
Net income	8,250			7,520		6,477
Preferred stock dividend and accretion of discount	350			350		486
Income available to common shareholders	$	7,900		$	7,170	$	5,991

Comprehensive (loss) income	$	(1,622	)	$	10,982	$	9,634

CONDENSED STATEMENTS OF CASH FLOWS

For the Years Ended December 31, 2013, 2012, and 2011

(In thousands)



	2013			2012			2011
Cash flows from operating activities:
Net income	$	8,250		$	7,520		$	6,477
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Undistributed net income of subsidiary, net of distributions	9,414			(4,993		)	(6,854		)
Stock-based compensation	98			108			196
Tax benefit from exercise of stock options	(17		)	(26		)	(116		)
Net decrease (increase) in other assets	86			(28		)	(50		)
Net (decrease) increase in other liabilities	(198		)	179			(23		)
Benefit for deferred income taxes	(18		)	(15		)	(36		)
Net cash provided by (used in) operating activities	17,615			2,745			(406		)
Cash flows used in investing activities:
Investment in subsidiary	(11,358		)	—			—
Cash flows from financing activities:
Cash dividend payments on common stock	(2,048		)	(480		)	—
Cash dividend payments on preferred stock	(437		)	(350		)	(307		)
Share repurchase and retirement	—			(488		)	—
Proceeds from exercise of stock options	789			385			680
Redemption of preferred stock Series C	(7,000		)	—			—
Warrant purchase	—			—			(185		)
Tax benefit from exercise of stock options	17			26			116
Net cash (used in) provided by financing activities	(8,679		)	(907		)	304
(Decrease) increase in cash and cash equivalents	(2,422		)	1,838			(102		)
Cash and cash equivalents at beginning of year	2,807			969			1,071
Cash and cash equivalents at end of year	$	385		$	2,807		$	969

Cash paid during the year for interest	$	125		$	109		$	98
Non-cash investing and financing activities:
Redemption of preferred stock Series A and issuance of preferred stock Series C	$	—		$	—		$	7,000
Common stock issued in Visalia Community Bank acquisition	12,494			—			—