EX-99.1 2 brbs-ex99_1.htm EX-99.1 EX-99.1

 

Exhibit 99.1

 

Blue Ridge Bankshares, Inc. Announces 2024 First Quarter Results

 

Completed capital raise of $150 million private placement, which closed subsequent to the end of the quarter, to help fund business transformation

Solidified compliance and risk management functions with key hires

Regulatory remediation efforts on track

RICHMOND, VA, April 30, 2024 /PRNewswire/ -- Blue Ridge Bankshares, Inc. (the “Company”) (NYSE American: BRBS), the holding company of Blue Ridge Bank, National Association (“Blue Ridge Bank” or the “Bank”) and BRB Financial Group, Inc. (“BRB Financial Group”), today announced financial results for the quarter ended March 31, 2024.

For the quarter ended March 31, 2024, the Company reported a net loss of $2.9 million, or $0.15 per diluted common share, compared to a net loss of $5.8 million, or $0.30 per diluted common share, for the fourth quarter of 2023, and net income of $4.0 million, or $0.21 per diluted common share, for the first quarter of 2023.

A Message From Blue Ridge Bankshares, Inc. President and CEO, G. William “Billy” Beale:

“Our efforts during the first quarter further reflect the deep commitment of this leadership team to aggressively pursue the steps necessary to transform Blue Ridge Bank, restore it to its community banking roots, and put it on a path to profitable growth. Achieving this goal means advancing several, simultaneous strategies – from filling vital leadership roles, to advancing our regulatory remediation efforts, to formulating strategic growth and capital plans, to more deeply examining ways to be more efficient.

“During the first quarter of 2024, we once again made significant, additional progress across each of these strategic areas.

“We filled two leadership positions that are essential to bolstering our risk management and compliance functions. Grace Vallacchi joined us as Deputy Chief Risk Officer and Jerry Maloney joined as Chief Compliance Officer. Together, and along with other key hires over the past several months, these highly experienced leaders will bring heightened levels of rigor to these critical functions.

“We made substantial, additional progress on our regulatory remediation efforts. We have developed a critical action plan around these efforts and believe that we have completed all tasks to date mandated by our primary banking regulator, the Office of the Comptroller of the Currency (the "OCC"). Our persistent effort to further wind down our banking-as-a-service (“BaaS”) fintech depository business is on track, if not slightly ahead of schedule. Notably, our deposits declined during the quarter, reflecting these actions. However, our core consumer

 


 

and commercial deposits – the heartbeat of a successful community-focused bank – remained relatively stable.

“Our leadership team developed a strategic plan, in two parts, to guide our organization – one to guide us through the full remediation of the Bank’s regulatory issues and its BaaS exposure, and the other to plot our path forward as a core community bank after our remediation efforts are accomplished, with a focus on profitable growth.

“We further reinforced our capital position. Subsequent to the end of the first quarter, we closed on a private placement of the Company’s common and preferred stock for gross proceeds of $150 million. This capital infusion provides a vital bridge and additional financial flexibility to help us accomplish our transformation. Furthermore, as an element of the private placement, we are developing an asset resolution plan to reposition portions of our balance sheet to provide additional liquidity and enhance future performance.

"We are on a journey and, while we expect 2024 to be a transitional year, we expect that the combination of the initiatives above will begin to result in incremental operating improvement as we move through the year. I thank our shareholders, our employees, and our communities for their resilience and support. I am pleased with the milestones we have achieved thus far and look forward to making more progress in the months ahead.”

OCC Consent Order and Private Placement Stock Offering

On January 25, 2024, the Company announced that the Bank had consented to the issuance of a consent order (the "Consent Order") by the OCC. The Consent Order replaces the formal written agreement entered into by the Bank and the OCC on August 29, 2022. A complete copy of the Consent Order was included in a Current Report on a Form 8-K filed by the Company with the Securities and Exchange Commission ("SEC") on January 25, 2024 and can be accessed on the SEC's website (www.sec.gov) and the Company's website (www.mybrb.com).

Subsequent to the end of the first quarter, on April 3, 2024, the Company announced it had closed on a private placement of the Company’s common and preferred stock for gross proceeds of $150 million (the "Private Placement"). This Private Placement amends and replaces the previously proposed private placement for $150 million of the Company’s common stock that was announced on December 22, 2023.

The Company intends to use the capital from the Private Placement to propel its near-term strategic initiatives, which include repositioning business lines, supporting organic growth, and further enhancing the Bank’s capital levels, including compliance with the minimum capital ratios set forth in the Consent Order.

Q1 2024 Highlights

(Comparisons for First Quarter 2024 are relative to Fourth Quarter 2023 unless otherwise noted.

 

 


 

Net Income:

 

The net loss in the quarter was $2.9 million, or $0.15 per diluted common share, compared to a net loss of $5.8 million, or $0.30 per diluted common share, for the prior quarter. Improvement in the quarter resulted primarily from a recovery of credit losses of $1.0 million, a positive fair value adjustment on mortgage servicing right assets of $729 thousand, and a loss on the sale of an equity investment recorded in the fourth quarter of 2023 of $1.6 million. Offsetting these improvements were lower net interest income of $1.4 million and higher noninterest expense of $1.9 million.

 

Asset Quality:

 

Nonperforming loans, which include nonaccrual loans and loans past due 90 days or more and accruing interest, improved to $53.2 million, or 1.73% of total assets, at quarter end compared to $63.1 million, or 2.02% of total assets, at the prior quarter end. The decline in nonperforming loans primarily reflects the payoff of a commercial real estate loan and progress on the receipt of cash payments related to specialty finance loans that had been placed on nonaccrual status in prior periods.

These nonperforming specialty finance loans had carrying values totaling $29.8 million as of March 31, 2024, for which the Company held reserves of $9.6 million. Of the $34.2 million of these loans reported as of December 31, 2023, the Company received cash payments totaling $3.0 million in the first quarter of 2024 and an additional $750 thousand subsequent to March 31, 2024, pursuant to a forbearance agreement under which the largest of the specialty finance loans is subject. An additional specialty finance loan paid in full in the first quarter of 2024. These cash payments were applied to the book principal balance of the loan, with the excess recorded as interest income.

The recovery of credit losses was $1.0 million compared to a provision for credit losses of $2.8 million for the prior quarter. The recovery in the quarter was due to lower balances of unfunded loan commitments, while no provision for credit losses on loans held for investment was recorded. Net loan charge-offs were $0.9 million in the quarter, representing an annualized net charge-off rate of 0.14% of average loans held for investment, compared to $17.3 million, representing an annualized net charge-off rate of 2.84% of average loans held for investment, for the prior quarter. The decrease in net charge-offs was primarily attributable to specialty finance loans charged off in the prior quarter.

The allowance for credit losses (“ACL”) as a percentage of total loans held for investment was 1.46% at quarter end compared to 1.48% at the prior quarter end. Specific reserves associated with the aforementioned specialty finance loans totaled $9.6 million at both March 31, 2024 and December 31, 2023.

 


 

Capital:

The ratio of tangible stockholders’ equity to tangible total assets was 5.8%1, unchanged from the prior quarter end. Tangible book value per common share was $9.041, compared to $9.471 at the prior quarter end.

For the quarter ended March 31, 2024, the Bank’s tier 1 leverage ratio, tier 1 risk-based capital ratio, common equity tier 1 capital ratio, and total risk-based capital ratio were 7.44%, 9.28%, 9.28%, and 10.51%, respectively, compared to 7.49%, 9.09%, 9.09%, and 10.25%, respectively, at the prior quarter end. Such ratios do not include the effect of the Private Placement, which was completed subsequent to quarter end.

 

Net Interest Income / Net Interest Margin:

 

Net interest income was $20.3 million, a decline of $1.4 million from the prior quarter, primarily due to higher funding costs, which increased by 12 basis points, due to rates paid on and volume of wholesale time deposits. Net interest margin was 2.75% compared to 2.92% in the prior quarter.

 

Balance Sheet:

 

Total deposit balances decreased $100.3 million from the prior quarter end, due primarily to a decline in fintech-related balances of $162.9 million, partially offset by an increase of brokered time deposits of $48.0 million. In addition, of the decline in fintech-related balances, approximately $25.0 million of fintech-related accounts were converted as direct customers of the Bank. Core deposits remained relatively stable in the quarter.

Deposits related to fintech relationships were $303.0 million at March 31, 2024, compared to $465.9 million at the prior quarter end. Of the decline, approximately $100.0 million were BaaS deposits, while the remainder were corporate deposits. Fintech-related deposits represented 12.3% of total deposits at March 31, 2024 compared to 18.2% of total deposits at the prior quarter end. Excluding wholesale funding, deposits related to fintech relationships represented 14.6% and 21.0% of total deposits at March 31, 2024 and December 31, 2023, respectively. Estimated uninsured deposits as a percentage of total deposits were 22.4% as of both periods.

Loans held for investment were $2.39 billion, a decline of $36.9 million from the prior quarter end, as the Bank purposefully reduced assets to meet the liquidity need of the BaaS operations wind down. The held for investment loan-to-deposit ratio measured 97.1% at quarter end compared to 94.7% at the prior quarter end.

 

 


 

Noninterest Income / Noninterest Expense:

Noninterest income was $7.8 million compared to $4.1 million for the prior quarter, an improvement of $3.7 million. Higher noninterest income was primarily due to fair value adjustments on mortgage servicing right assets, which were a positive change of $2.8 million, due to the change in future interest rate expectations, and a $1.6 million realized loss on the sale of an equity investment in a fintech company in the fourth quarter of 2023.

Noninterest expense was $32.5 million compared to $30.6 million for the prior quarter, an increase of $1.9 million. The increase was primarily due to higher salaries and employee benefits expense, while regulatory remediation expenses declined. Salaries and employee benefits in the first quarter of 2024 reflected key new hires, a charge upon the retirement of the former leader of the mortgage business, and incentive accruals, while the prior quarter included negligible incentive expense.

 

Income Statement:

Net Interest Income

Net interest income was $20.3 million for the first quarter of 2024, compared to $21.8 million for the fourth quarter of 2023, and $25.2 million for the first quarter of 2023. The decline from year end was primarily attributable to lower interest and fee income on loans due to lower average balances and higher interest expense on deposits due to higher average balances of and rates paid on time deposits, partially offset by lower average balances and rates paid on interest-bearing demand accounts. Most BaaS deposits are in interest-bearing demand accounts.

Total interest income was $42.5 million for the first quarter of 2024, $43.2 million for the fourth quarter of 2023, and $40.9 million for the first quarter of 2023. The decline relative to the fourth quarter of 2023 was relatively modest, while the increase relative to the first quarter of 2023 reflects higher average balances of and yields on interest-earning asset balances, partially offset by lower benefit from purchase accounting adjustments. The yield on average loans held for investment was 6.29% for the first quarter of 2024, compared to 6.31% for the fourth quarter of 2023, and 5.88% for the first quarter of 2023.

Total interest expense was $22.2 million for the first quarter of 2024, compared to $21.4 million for the fourth quarter of 2023, and $15.7 million for the first quarter of 2023. The increase relative to the prior quarter and the year-ago period reflects higher overall funding costs due to higher market interest rates and greater balances of and a shift in the mix of average interest-bearing liabilities, primarily to higher-cost wholesale funding.

 

Average balances of interest-earning assets decreased $12.6 million to $2.97 billion in the first quarter of 2024, relative to the prior quarter, and decreased $94.0 million from the year-ago period. Relative to the prior quarter, the decrease reflected a slight decline in average balances of loans held for investment and securities. Relative to the year-ago period, the decrease in average interest-earning asset balances was due primarily to lower average balances of loans held for investment and securities.

 


 

Average balances of interest-bearing liabilities increased $48.9 million to $2.41 billion in the first quarter of 2024, relative to the prior quarter, and increased $242.0 million from the year-ago period. Relative to the prior quarter, the increase reflected higher average balances of time deposits, primarily attributable to wholesale funding, partially offset by lower average balances of interest-bearing demand and money market accounts. Relative to the prior year, the increase primarily reflected higher average balances of time deposits.

 

Cost of funds was 3.03% for the first quarter of 2024, compared to 2.91% for the fourth quarter of 2023, and 2.11% for the first quarter of 2023, while cost of deposits was 2.85%, 2.73%, and 1.74%, for the same respective periods. Higher deposit costs and overall funding costs reflect the impact of higher market interest rates and a shift in the mix of funding. Cost of deposits excluding wholesale deposits was 2.52% for the quarter compared to 2.58% in the prior quarter and 1.70% in the year-ago period.

Net interest margin was 2.75% for the first quarter of 2024 compared to 2.92% and 3.30% for the fourth and first quarters of 2023, respectively. The decline in net interest margin relative to the prior periods reflects the impact of higher interest rates on funding costs and less benefit from purchase accounting adjustments.

Recovery of/Provision for Credit Losses

The Company recorded a recovery of credit losses of $1.0 million for the first quarter of 2024, compared to a provision of $2.8 million for the fourth quarter of 2023, and a recovery of $1.5 million for the first quarter of 2023. The recovery for the first quarter of 2024 was primarily attributable to lower unfunded loan commitments, which declined to $294.6 million at March 31, 2024 from $364.2 million at December 31, 2023. Provision for the fourth quarter of 2023 was primarily attributable to charge-offs and reserve needs for a select group of purchased consumer loans, partially offset by a recovery of credit losses on lower unfunded loan commitments.

 

Noninterest Income

Noninterest income was $7.8 million for the first quarter of 2024, compared to $4.1 million for the fourth quarter of 2024, and $7.3 million for the first quarter of 2023. The increase relative to the fourth quarter of 2023 was primarily due to positive fair value adjustments on mortgage servicing right assets, partially offset by a lower gain on sale of government guaranteed loans. Additionally, in the fourth quarter of 2023, the Company recognized a $1.6 million loss on the sale of an equity investment in a fintech company.

Noninterest Expense

Noninterest expense was $32.5 million for the first quarter of 2024, compared to $30.6 million for the fourth quarter of 2023, and $28.8 million for the first quarter of 2023. Noninterest expense increased $1.9 million from the prior quarter and increased $3.7 million from the year-ago period. The increase relative to the fourth quarter of 2024 was primarily driven by higher salaries and employee benefits. Higher salaries and employee benefit expenses in the first quarter of 2024 include the addition of key leadership roles, a charge upon the retirement of the leader of the mortgage business, and greater incentive expense. In the fourth quarter of 2024, the Company recorded negligible incentive expense and reversed expenses related to previously issued performance-based restricted stock awards. The

 


 

increase relative to the year-ago period primarily reflects higher salaries and employee benefits, FDIC insurance assessments, audit and accounting fees, and regulatory remediation expenses. In the fourth quarter of 2023, the Company received a recovery of previously expensed legal costs in connection with the previously reported ESOP litigation.

 

Balance Sheet:

Loans

Loans held for investment were $2.39 billion at March 31, 2024, compared to $2.43 billion at December 31, 2023, and $2.45 billion at March 31, 2023. The decline of $36.9 million from the prior quarter end was due to the Bank’s plan to purposely reduce assets to partially meet the liquidity need of the BaaS operations wind down.

Deposits

Total deposits were $2.47 billion at March 31, 2024, a decrease of $100.3 million from the prior quarter end, and a decrease of $295.3 million from the year-ago period. Relative to the prior quarter end, the decrease reflected lower interest-bearing demand and money market deposits, primarily attributable to fintech relationships and, to a lesser extent, decreases in noninterest bearing deposits, partially offset by higher time deposits, primarily wholesale deposits. Fintech-related deposits declined $162.9 million in the first quarter of 2024 due to fewer BaaS partners and lower fintech-related corporate balances, including those related to one of the Bank’s indirect lending partners. Excluding fintech-related deposits and wholesale funding, total deposits during the quarter decreased $22.3 million, or 1.26%, from the prior quarter end.

Noninterest-bearing deposits represented 20.1%, 19.7%, and 21.5% of total deposits at March 31, 2024, December 31, 2023, and March 31, 2023, respectively. Fintech-related balances represented 12.3%, 18.2%, and 28.1% of total deposits as of the same respective periods.

The held for investment loan to deposit ratio was 97.1% at March 31, 2024, compared to 94.7% at the prior quarter end, and 88.8% at the year-ago period-end. The increase on a comparative basis was due primarily to lower total deposit levels attributable to lower fintech-related balances.

 

Fintech Operations:

Interest and fee income related to fintech partnerships represented approximately $1.7 million, $2.1 million, and $1.5 million of total revenue for the Company for the first quarter of 2024, the fourth quarter of 2023, and the first quarter of 2023, respectively. Deposits related to fintech relationships were $303.0 million at March 31, 2024, compared to $465.9 million at the prior quarter end. Included in deposits related to fintech relationships were assets managed by BRB Financial Group’s trust division of $16.4 million as of March 31, 2024.

 

Non-GAAP Financial Measures:

 

The accounting and reporting policies of the Company conform to U.S. generally accepted accounting principles (“GAAP”) and prevailing practices in the banking industry. However, management uses certain

 


 

non-GAAP measures, including tangible assets, tangible common equity, and tangible book value per share, to supplement the evaluation of the Company’s financial condition and performance. Management believes presentations of these non-GAAP financial measures provide useful supplemental information that is essential to a proper understanding of the financial condition, capital position, and operating results of the Company’s core businesses. These non-GAAP disclosures should not be viewed as a substitute for financial measures determined in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures that may be presented by other companies. Reconciliations of GAAP to non-GAAP measures are included at the end of this release.

 

Forward-Looking Statements:

 

This release of the Company contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements represent plans, estimates, objectives, goals, guidelines, expectations, intentions, projections, and statements of the Company’s beliefs concerning future events, business plans, objectives, expected operating results and the assumptions upon which those statements are based. Forward-looking statements include, without limitation, any statement that may predict, forecast, indicate, or imply future results, performance or achievements, and are typically identified with words such as “may,” “could,” “should,” “will,” “would,” “believe,” “anticipate,” “estimate,” “expect,” “aim,” “intend,” “plan,” or words or phases of similar meaning. The Company cautions that the forward-looking statements are based largely on its expectations and are subject to a number of known and unknown risks and uncertainties that are subject to change based on factors which are, in many instances, beyond the Company’s control. Actual results, performance or achievements could differ materially from those contemplated, expressed or implied by the forward-looking statements.

The following factors, among others, could cause the Company’s financial performance to differ materially from that expressed in such forward-looking statements:

the strength of the United States economy in general and the strength of the local economies in which the Company conducts operations;
the effects of, and changes in, the macroeconomic environment and financial market conditions, including monetary and fiscal policies, interest rates and inflation;
the impact of, and the ability to comply with, the terms of the Consent Order with the OCC, including the heightened capital requirements and other restrictions therein, and other regulatory directives;
the imposition of additional regulatory actions or restrictions for noncompliance with the Consent Order or otherwise;
the Company’s involvement in, and the outcome of, any litigation, legal proceedings or enforcement actions that may be instituted against the Company;
reputational risk and potential adverse reactions of the Company’s customers, suppliers, employees, or other business partners;
the Company’s ability to manage its fintech relationships, including implementing enhanced controls and procedures, complying with OCC directives and applicable laws and regulations,

 


 

maintaining deposit levels and the quality of loans associated with these relationships and, in certain cases, winding down certain of these partnerships;
the quality and composition of the Company’s loan and investment portfolios, including changes in the level of the Company’s nonperforming assets and charge-offs;
the Company’s management of risks inherent in its loan portfolio, the credit quality of its borrowers, and the risk of a prolonged downturn in the real estate market, which could impair the value of the Company’s collateral and its ability to sell collateral upon any foreclosure;
the ability to maintain adequate liquidity by retaining deposits and secondary funding sources, especially if the Company's or industry's reputation become damaged;
the ability to maintain capital levels adequate to support the Company's business and to comply with OCC directives;
the timely development of competitive new products and services and the acceptance of these products and services by new and existing customers;
changes in consumer spending and savings habits;
the willingness of users to substitute competitors’ products and services for the Company’s products and services;
the impact of unanticipated outflows of deposits;
changes in technological and social media;
potential exposure to fraud, negligence, computer theft, and cyber-crime;
adverse developments in the financial industry generally, such as recent bank failures, responsive measures to mitigate and manage such developments, related supervisory and regulatory actions and costs, and related impacts on customer and client behavior;
changing bank regulatory conditions, policies or programs, whether arising as new legislation or regulatory initiatives, that could lead to restrictions on activities of banks generally, or Blue Ridge Bank in particular, more restrictive regulatory capital requirements, increased costs, including deposit insurance premiums, regulation or prohibition of certain income producing activities or changes in the secondary market for loans and other products;
the impact of changes in financial services policies, laws, and regulations, including laws, regulations, and policies concerning taxes, banking, securities, real estate, and insurance, and the application thereof by regulatory bodies;
the effect of changes in accounting standards, policies, and practices as may be adopted from time to time;
estimates of the fair value and other accounting values, subject to impairment assessments, of certain of the Company’s assets and liabilities;
geopolitical conditions, including acts or threats of terrorism and/or military conflicts, or actions taken by the United States or other governments in response to acts or threats of terrorism and/or military conflicts, which could impact business and economic conditions in the United States and abroad;

 


 

the occurrence or continuation of widespread health emergencies or pandemics, significant natural disasters, severe weather conditions, floods and other catastrophic events; and
other risks and factors identified in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors” sections and elsewhere in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 and in filings the Company makes from time to time with the SEC.

The foregoing factors should not be considered exhaustive and should be read together with other cautionary statements that are included in filings the Company makes from time to time with the SEC. Any one of these risks or factors could have a material adverse impact on the Company’s results of operations or financial condition, or cause the Company’s actual results, performance or achievements to differ materially from those expressed in, or implied by, forward-looking information and statements contained in this release. Moreover, new risks and uncertainties emerge from time to time, and it is not possible for the Company to predict all risks and uncertainties that could have an impact on its forward-looking statements. Therefore, the Company cautions not to place undue reliance on its forward-looking information and statements, which speak only as of the date of this release. The Company does not undertake to, and will not, update or revise these forward-looking statements after the date hereof, whether as a result of new information, future events, or otherwise.

 

1 Non-GAAP financial measure. Further information can be found at the end of this press release.

 

 


 

Blue Ridge Bankshares, Inc.

 

 

 

 

 

 

Consolidated Balance Sheets

 

 

 

 

 

 

(Dollars in thousands, except share data)

 

(unaudited)
March 31, 2024

 

 

December 31, 2023 (1)

 

Assets

 

 

 

 

 

 

Cash and due from banks

 

$

117,464

 

 

$

110,491

 

Restricted cash

 

 

10,734

 

 

 

10,660

 

Federal funds sold

 

 

6,849

 

 

 

4,451

 

Securities available for sale, at fair value

 

 

314,394

 

 

 

321,081

 

Restricted equity investments

 

 

22,071

 

 

 

18,621

 

Other equity investments

 

 

12,863

 

 

 

12,905

 

Other investments

 

 

26,586

 

 

 

29,467

 

Loans held for sale

 

 

34,902

 

 

 

46,337

 

Loans held for investment, net of deferred fees and costs

 

 

2,394,089

 

 

 

2,430,947

 

Less: allowance for credit losses

 

 

(35,025

)

 

 

(35,893

)

Loans held for investment, net

 

 

2,359,064

 

 

 

2,395,054

 

Accrued interest receivable

 

 

14,696

 

 

 

14,967

 

Premises and equipment, net

 

 

21,968

 

 

 

22,348

 

Right-of-use asset

 

 

8,067

 

 

 

8,738

 

Bank owned life insurance

 

 

48,790

 

 

 

48,453

 

Other intangible assets

 

 

5,009

 

 

 

5,382

 

Mortgage servicing rights, net

 

 

27,843

 

 

 

27,114

 

Deferred tax asset, net

 

 

21,928

 

 

 

21,556

 

Other assets

 

 

22,959

 

 

 

19,929

 

Total assets

 

$

3,076,187

 

 

$

3,117,554

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

 

Deposits:

 

 

 

 

 

 

Noninterest-bearing demand

 

$

496,375

 

 

$

506,248

 

Interest-bearing demand and money market deposits

 

 

898,870

 

 

 

1,049,536

 

Savings

 

 

114,281

 

 

 

117,923

 

Time deposits

 

 

956,250

 

 

 

892,325

 

Total deposits

 

 

2,465,776

 

 

 

2,566,032

 

FHLB borrowings

 

 

280,000

 

 

 

210,000

 

FRB borrowings

 

 

65,000

 

 

 

65,000

 

Subordinated notes, net

 

 

39,838

 

 

 

39,855

 

Lease liability

 

 

8,870

 

 

 

9,619

 

Other liabilities

 

 

35,797

 

 

 

41,059

 

Total liabilities

 

 

2,895,281

 

 

 

2,931,565

 

Commitments and contingencies

 

 

 

 

 

 

Stockholders’ Equity:

 

 

 

 

 

 

Common stock, no par value; 50,000,000 shares authorized at March 31, 2024 and December 31, 2023; 19,584,040 and 19,198,379 shares issued and outstanding at March 31, 2024 and December 31, 2023, respectively

 

 

198,004

 

 

 

197,636

 

Additional paid-in capital

 

 

252

 

 

 

252

 

Retained earnings

 

 

30,264

 

 

 

33,157

 

Accumulated other comprehensive loss, net of tax

 

 

(47,614

)

 

 

(45,056

)

Total stockholders’ equity

 

 

180,906

 

 

 

185,989

 

Total liabilities and stockholders’ equity

 

$

3,076,187

 

 

$

3,117,554

 

 

 

 

 

 

 

 

(1) Derived from audited December 31, 2023 Consolidated Financial Statements.

 

 

 

 

 

 

 


 

Blue Ridge Bankshares, Inc.

 

 

 

 

 

 

 

 

 

Consolidated Statements of Income (unaudited)

 

 

 

 

 

 

 

 

 

 

 

For the Three Months Ended

 

 

 

 

 

 

 

 

 

As restated

 

(Dollars in thousands, except per common share data)

 

March 31, 2024

 

 

December 31, 2023

 

 

March 31, 2023

 

Interest income:

 

 

 

 

 

 

 

 

 

Interest and fees on loans

 

$

38,346

 

 

$

38,933

 

 

$

37,131

 

Interest on taxable securities

 

 

2,438

 

 

 

2,457

 

 

 

2,628

 

Interest on nontaxable securities

 

 

60

 

 

 

56

 

 

 

92

 

Interest on deposit accounts and federal funds sold

 

 

1,687

 

 

 

1,714

 

 

 

1,039

 

Total interest income

 

 

42,531

 

 

 

43,160

 

 

 

40,890

 

Interest expense:

 

 

 

 

 

 

 

 

 

Interest on deposits

 

 

18,485

 

 

 

17,899

 

 

 

11,331

 

Interest on subordinated notes

 

 

560

 

 

 

543

 

 

 

553

 

Interest on FHLB and FRB borrowings

 

 

3,137

 

 

 

2,955

 

 

 

3,810

 

Total interest expense

 

 

22,182

 

 

 

21,397

 

 

 

15,694

 

Net interest income

 

 

20,349

 

 

 

21,763

 

 

 

25,196

 

Provision for (recovery of) credit losses - loans

 

 

 

 

 

3,600

 

 

 

(1,110

)

Provision for (recovery of) credit losses - unfunded commitments

 

 

(1,000

)

 

 

(830

)

 

 

(400

)

     Total provision for credit losses

 

 

(1,000

)

 

 

2,770

 

 

 

(1,510

)

Net interest income after provision for credit losses

 

 

21,349

 

 

 

18,993

 

 

 

26,706

 

Noninterest income:

 

 

 

 

 

 

 

 

 

Fair value adjustments of other equity investments

 

 

(7

)

 

 

167

 

 

 

(51

)

Residential mortgage banking income

 

 

2,664

 

 

 

2,617

 

 

 

3,199

 

Mortgage servicing rights

 

 

729

 

 

 

(2,026

)

 

 

(1,896

)

Gain on sale of government guaranteed loans

 

 

110

 

 

 

905

 

 

 

2,409

 

Wealth and trust management

 

 

520

 

 

 

483

 

 

 

432

 

Service charges on deposit accounts

 

 

398

 

 

 

366

 

 

 

343

 

Increase in cash surrender value of BOLI

 

 

337

 

 

 

310

 

 

 

282

 

Bank and purchase card, net

 

 

242

 

 

 

446

 

 

 

340

 

Loss on sale of other equity investments

 

 

 

 

 

(1,636

)

 

 

 

Other

 

 

2,832

 

 

 

2,475

 

 

 

2,225

 

Total noninterest income

 

 

7,825

 

 

 

4,107

 

 

 

7,283

 

Noninterest expense:

 

 

 

 

 

 

 

 

 

Salaries and employee benefits

 

 

16,045

 

 

 

13,711

 

 

 

15,289

 

Occupancy and equipment

 

 

1,524

 

 

 

1,549

 

 

 

1,569

 

Data processing

 

 

1,106

 

 

 

1,499

 

 

 

1,346

 

Legal and regulatory filings

 

 

447

 

 

 

(286

)

 

 

1,234

 

Advertising and marketing

 

 

297

 

 

 

184

 

 

 

286

 

Communications

 

 

1,173

 

 

 

927

 

 

 

1,131

 

Audit and accounting fees

 

 

1,155

 

 

 

1,381

 

 

 

146

 

FDIC insurance

 

 

1,377

 

 

 

1,762

 

 

 

729

 

Intangible amortization

 

 

287

 

 

 

297

 

 

 

355

 

Other contractual services

 

 

1,717

 

 

 

2,064

 

 

 

939

 

Other taxes and assessments

 

 

943

 

 

 

809

 

 

 

802

 

Regulatory remediation

 

 

2,644

 

 

 

3,155

 

 

 

1,134

 

Other

 

 

3,759

 

 

 

3,531

 

 

 

3,887

 

Total noninterest expense

 

 

32,474

 

 

 

30,583

 

 

 

28,847

 

(Loss) income before income tax

 

 

(3,300

)

 

 

(7,483

)

 

 

5,142

 

Income tax (benefit) expense

 

 

(407

)

 

 

(1,724

)

 

 

1,172

 

Net (loss) income

 

$

(2,893

)

 

$

(5,759

)

 

$

3,970

 

Basic and diluted (loss) earnings per common share

 

$

(0.15

)

 

$

(0.30

)

 

$

0.21

 

 

 


 

Blue Ridge Bankshares, Inc.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Quarter Summary of Selected Financial Data (unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of and for the Three Months Ended

 

 

 

 

 

 

 

 

 

 

 

 

As restated

 

 

As restated

 

(Dollars and shares in thousands, except per common share data)

 

March 31,

 

 

December 31,

 

 

September 30,

 

 

June 30,

 

 

March 31,

 

Income Statement Data:

 

2024

 

 

2023

 

 

2023

 

 

2023

 

 

2023

 

Interest income

 

$

42,531

 

 

$

43,160

 

 

$

42,485

 

 

$

42,460

 

 

$

40,890

 

Interest expense

 

 

22,182

 

 

 

21,397

 

 

 

20,293

 

 

 

18,570

 

 

 

15,694

 

Net interest income

 

 

20,349

 

 

 

21,763

 

 

 

22,192

 

 

 

23,890

 

 

 

25,196

 

(Recovery of) provision for credit losses

 

 

(1,000

)

 

 

2,770

 

 

 

11,050

 

 

 

10,013

 

 

 

(1,510

)

Net interest income after provision for loan losses

 

 

21,349

 

 

 

18,993

 

 

 

11,142

 

 

 

13,877

 

 

 

26,706

 

Noninterest income

 

 

7,825

 

 

 

4,107

 

 

 

7,415

 

 

 

9,736

 

 

 

7,283

 

Noninterest expenses, excluding goodwill impairment

 

 

32,474

 

 

 

30,583

 

 

 

37,795

 

 

 

34,052

 

 

 

28,847

 

Goodwill impairment

 

 

 

 

 

 

 

 

26,826

 

 

 

 

 

 

 

(Loss) income before income taxes

 

 

(3,300

)

 

 

(7,483

)

 

 

(46,064

)

 

 

(10,439

)

 

 

5,142

 

Income tax (benefit) expense

 

 

(407

)

 

 

(1,724

)

 

 

(4,693

)

 

 

(1,826

)

 

 

1,172

 

Net (loss) income

 

 

(2,893

)

 

 

(5,759

)

 

 

(41,371

)

 

 

(8,613

)

 

 

3,970

 

Per Common Share Data:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(Loss) earnings per common share - basic and diluted

 

$

(0.15

)

 

$

(0.30

)

 

$

(2.18

)

 

$

(0.45

)

 

$

0.21

 

Dividends declared per common share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

0.1225

 

Book value per common share

 

 

9.24

 

 

 

9.69

 

 

 

9.53

 

 

 

12.21

 

 

 

13.03

 

Tangible book value per common share - Non-GAAP

 

 

9.04

 

 

 

9.47

 

 

 

9.30

 

 

 

10.55

 

 

 

11.36

 

Balance Sheet Data:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total assets

 

$

3,076,187

 

 

$

3,117,554

 

 

$

3,262,713

 

 

$

3,214,424

 

 

$

3,324,060

 

Average assets

 

 

3,164,932

 

 

 

3,165,886

 

 

 

3,249,112

 

 

 

3,277,283

 

 

 

3,270,109

 

Average interest-earning assets

 

 

2,966,491

 

 

 

2,979,065

 

 

 

3,038,795

 

 

 

3,064,104

 

 

 

3,060,534

 

Loans held for investment

 

 

2,394,089

 

 

 

2,430,947

 

 

 

2,446,370

 

 

 

2,454,431

 

 

 

2,452,783

 

Allowance for credit losses

 

 

35,025

 

 

 

35,893

 

 

 

49,631

 

 

 

38,567

 

 

 

35,961

 

Purchase accounting adjustments (discounts) on acquired loans

 

 

4,873

 

 

 

5,117

 

 

 

5,831

 

 

 

6,381

 

 

 

6,724

 

Loans held for sale

 

 

34,902

 

 

 

46,337

 

 

 

69,640

 

 

 

64,102

 

 

 

76,528

 

Securities available for sale, at fair value

 

 

314,394

 

 

 

321,081

 

 

 

313,930

 

 

 

340,617

 

 

 

351,990

 

Noninterest-bearing demand deposits

 

 

496,375

 

 

 

506,248

 

 

 

572,969

 

 

 

575,989

 

 

 

594,518

 

Total deposits

 

 

2,465,776

 

 

 

2,566,032

 

 

 

2,776,151

 

 

 

2,613,094

 

 

 

2,761,047

 

Subordinated notes, net

 

 

39,838

 

 

 

39,855

 

 

 

39,871

 

 

 

39,888

 

 

 

39,904

 

FHLB and FRB advances

 

 

345,000

 

 

 

275,000

 

 

 

215,000

 

 

 

284,100

 

 

 

239,100

 

Average interest-bearing liabilities

 

 

2,411,683

 

 

 

2,362,774

 

 

 

2,354,360

 

 

 

2,346,722

 

 

 

2,169,643

 

Total stockholders' equity

 

 

180,906

 

 

 

185,989

 

 

 

182,837

 

 

 

231,271

 

 

 

246,735

 

Average stockholders' equity

 

 

183,901

 

 

 

223,840

 

 

 

238,530

 

 

 

257,117

 

 

 

259,911

 

Weighted average common shares outstanding - basic

 

 

19,178

 

 

 

19,033

 

 

 

19,015

 

 

 

18,851

 

 

 

18,856

 

Weighted average common shares outstanding - diluted

 

 

19,178

 

 

 

19,033

 

 

 

19,015

 

 

 

18,851

 

 

 

18,860

 

Financial Ratios:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Return on average assets (1)

 

 

-0.37

%

 

 

-0.73

%

 

 

-5.09

%

 

 

-1.05

%

 

 

0.49

%

Return on average equity (1)

 

 

-6.29

%

 

 

-10.29

%

 

 

-69.38

%

 

 

-13.40

%

 

 

6.11

%

Total loan to deposit ratio

 

 

98.5

%

 

 

96.5

%

 

 

90.6

%

 

 

96.4

%

 

 

91.6

%

Held for investment loan to deposit ratio

 

 

97.1

%

 

 

94.7

%

 

 

88.1

%

 

 

93.9

%

 

 

88.8

%

Net interest margin (1)

 

 

2.75

%

 

 

2.92

%

 

 

2.92

%

 

 

3.12

%

 

 

3.30

%

Cost of deposits (1)

 

 

2.85

%

 

 

2.73

%

 

 

2.46

%

 

 

2.21

%

 

 

1.74

%

Cost of funds (1)

 

 

3.03

%

 

 

2.91

%

 

 

2.73

%

 

 

2.49

%

 

 

2.11

%

Efficiency ratio

 

 

115.3

%

 

 

118.2

%

 

 

127.7

%

 

 

101.3

%

 

 

88.8

%

Regulatory remediation expenses

 

 

2,644

 

 

 

3,155

 

 

 

3,782

 

 

 

2,388

 

 

 

1,134

 

Capital and Asset Quality Ratios:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average stockholders' equity to average assets

 

 

5.8

%

 

 

7.1

%

 

 

7.3

%

 

 

7.8

%

 

 

7.9

%

Allowance for credit losses to loans held for investment

 

 

1.46

%

 

 

1.48

%

 

 

2.03

%

 

 

1.57

%

 

 

1.47

%

Ratio of net charge-offs to average loans outstanding (1)

 

 

0.14

%

 

 

2.84

%

 

 

0.09

%

 

 

1.28

%

 

 

0.17

%

Nonperforming loans to total assets

 

 

1.73

%

 

 

2.02

%

 

 

2.51

%

 

 

2.54

%

 

 

2.63

%

 


 

Nonperforming assets to total assets

 

 

1.73

%

 

 

2.02

%

 

 

2.51

%

 

 

2.54

%

 

 

2.63

%

Nonperforming loans to loans held for investment

 

 

2.22

%

 

 

2.59

%

 

 

3.34

%

 

 

3.33

%

 

 

3.56

%

Reconciliation of Non-GAAP Financial Measures (unaudited):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Tangible Common Equity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total stockholders' equity

 

$

180,906

 

 

$

185,989

 

 

$

182,837

 

 

$

231,271

 

 

$

246,735

 

Less: Goodwill and other intangibles, net of deferred tax liability (2)

 

 

(3,913

)

 

 

(4,179

)

 

 

(4,286

)

 

 

(31,427

)

 

 

(31,637

)

Tangible common equity (Non-GAAP)

 

$

176,993

 

 

$

181,810

 

 

$

178,551

 

 

$

199,844

 

 

$

215,098

 

Total shares outstanding

 

 

19,584

 

 

 

19,198

 

 

 

19,192

 

 

 

18,934

 

 

 

18,942

 

Book value per common share

 

$

9.24

 

 

$

9.69

 

 

$

9.53

 

 

$

12.21

 

 

$

13.03

 

Tangible book value per common share (Non-GAAP)

 

 

9.04

 

 

 

9.47

 

 

 

9.30

 

 

 

10.55

 

 

 

11.36

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Tangible stockholders' equity to tangible total assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total assets

 

$

3,076,187

 

 

$

3,117,554

 

 

$

3,262,713

 

 

$

3,214,424

 

 

$

3,324,060

 

Less: Goodwill and other intangibles, net of deferred tax liability (2)

 

 

(3,913

)

 

 

(4,179

)

 

 

(4,286

)

 

 

(31,427

)

 

 

(31,637

)

Tangible total assets (Non-GAAP)

 

$

3,072,274

 

 

$

3,113,375

 

 

$

3,258,427

 

 

$

3,182,997

 

 

$

3,292,423

 

Tangible common equity (Non-GAAP)

 

$

176,993

 

 

$

181,810

 

 

$

178,551

 

 

$

199,844

 

 

$

215,098

 

Tangible stockholders' equity to tangible total assets (Non-GAAP)

 

 

5.8

%

 

 

5.8

%

 

 

5.5

%

 

 

6.3

%

 

 

6.5

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1) Annualized.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(2) Excludes mortgage servicing rights.