ADDED
Sandy Spring refers to Sandy Spring Bancorp, Inc., which we acquired on April 1, 2025, pursuant to the Agreement and Plan of Merger dated October 21, 2024, by and between the Company and Sandy Spring, which we refer to as the Sandy Spring merger agreement .
American National refers to American National Bankshares Inc., which we acquired on April 1, 2024, pursuant to the Agreement and Plan of Merger dated July 24, 2023, by and between the Company and American National.
Actual future results, performance, achievements or trends may differ materially from historical results or those anticipated depending on a variety of factors, including, but not limited to, the effects of or changes in: market interest rates and their related impacts on macroeconomic conditions, customer and client behavior, our funding costs, and our loan and securities portfolios; economic conditions, including inflation and recessionary conditions and their related impacts on economic growth and customer and client behavior; U.S.
All risk factors and uncertainties described herein should be considered in evaluating forward-looking statements, and all of the forward-looking statements made in this Form 10-K are expressly qualified by the cautionary statements contained or referred to herein.
Readers are cautioned not to rely too heavily on the forward-looking statements contained in this Form 10-K.
Our lending to small to mid-sized community-based businesses may increase our credit risk.
Our business strategy includes continued growth, and our financial condition and results of operation could be negatively affected if we fail to grow or fail to manage our growth effectively.
Challenges to our tax positions could result in tax liability.
Risks Related to the Regulatory Environment We are subject to extensive regulation that could limit or restrict our activities, and legal, regulatory and policy changes could affect the banking industry and the economy.
The Bank is headquartered in Richmond, Virginia and operates branches and ATMs located in Virginia, Maryland, Washington, D.C., and North Carolina.
REMOVED
The Company entered into an Agreement and Plan of Merger on October 21, 2024 with Sandy Spring Bancorp, Inc., which we refer to as the merger agreement , pursuant to which the Company will acquire Sandy Spring Bancorp, Inc., which we refer to as Sandy Spring .
American National refers to American National Bankshares Inc., which we acquired on April 1, 2024, pursuant to the Agreement and Plan of Merger dated July 24, 2023, by and between the Company and American National, which we refer to as the American National merger agreement .
Glossary of Acronyms Glossary of Acronyms and Defined Terms ACL Allowance for credit losses AFS Available for sale ALLL Allowance for loan and lease losses, a component of the ACL AOCI Accumulated other comprehensive income (loss) ASC Accounting Standards Codification ASU Accounting Standards Update BHCA Bank Holding Company Act of 1956, as amended BOLI Bank-owned life insurance bps Basis points CECL Current expected credit losses CFPB Consumer Financial Protection Bureau CRA Community Reinvestment Act of 1977 CRE Commercial real estate DHFB Dixon, Hubard, Feinour Brown, Inc.
EPS Earnings per common share FASB Financial Accounting Standards Board FDIC Federal Deposit Insurance Corporation FRB Federal Reserve Bank of Richmond FHLB Federal Home Loan Bank of Atlanta FOMC Federal Open Market Committee FTE Fully taxable equivalent GAAP Accounting principles generally accepted in the United States HTM Held to maturity LHFI Loans held for investment LHFS Loans held for sale MBS Mortgage-Backed Securities NPA Nonperforming assets NYSE New York Stock Exchange PCD Purchased credit deteriorated SBA Small Business Administration SEC U.S.
All risk factors and uncertainties described herein should be considered in evaluating forward-looking statements, all forward-looking statements made in this Form 10-K are expressly qualified by the cautionary statements contained in this Form 10-K, and undue reliance should not be placed on such forward-looking statements.
Ri sks Related to Our Pending Merger with Sandy Spring Dilution from the issuance of our shares in the merger may adversely affect the market price of our common stock.
Combining the Company and Sandy Spring may be more difficult, costly or time consuming than expected and we may fail to realize the anticipated benefits and cost savings of the merger.
We and Sandy Spring have, and the combined company will, incur significant transaction and merger costs.
If we fail to close the merger, such failure may materially adversely effect our stock price and results of operations.
The market price for our common stock following the closing of the transactions contemplated by the merger agreement may be affected by factors different from those that historically have affected or currently affect our common stock and Sandy Spring common stock.