EX-99.1 2 ex99-1.htm

Exhibit 99.1
 
 
 
Parkway Acquisition Corp. Announces Third Quarter 2018 Results

FOR IMMEDIATE RELEASE
For more information contact:
Allan Funk, President & CEO – 276-773-2811
Blake Edwards, Senior Executive VP & CFO – 276-773-2811


FLOYD, VA, and INDEPENDENCE, VA, November 9, 2018 /PRNewswire-FirstCall/ -- On November 9, 2018, Parkway Acquisition Corp. ("Parkway" or the "Company") (OTC QX: PKKW) – the holding company for Skyline National Bank ("Skyline") – announced third quarter 2018 earnings.

As previously announced, Parkway and Great State Bank ("Great State") merged on July 1, 2018, with Parkway as the surviving corporation.  (For accounting purposes, Parkway is considered the acquiror and Great State is considered the acquiree in the transaction. As such, all information contained herein as of and for periods prior to July 1, 2018 reflects the operations of Parkway prior to the merger.)

Results of Operations for the Three Months ended September 30, 2018 and 2017

Parkway recorded net income of $1.7 million, or $0.28 per share, for the quarter ended September 30, 2018 compared to net income of $1.2 million, or $0.23 per share, for the same period in 2017.  Pre-tax earnings totaled $2.1 million for the third quarter of 2018 compared to pre-tax earnings of $1.7 million for the same period in 2017.  The increase in net income of $558 thousand from the third quarter of 2017 to the third quarter of 2018 was due primarily to the merger with Great State which was completed on July 1, 2018.

Total interest income increased by $1.9 million for the quarter ended September 30, 2018 compared to the quarter ended September 30, 2017, while interest expense on deposits increased by $188 thousand over the same period.  The increase in interest income was attributable primarily to the merger with Great State which added approximately $95.1 million in loans to the Company's earning assets.  Accretion of purchased loan discounts increased interest income by $443 thousand in the third quarter of 2018 compared to just $227 thousand in the third quarter of 2017, representing an increase of $216 thousand.  The increase came mainly as a result of the Great State merger.   

Interest expense on deposits increased by $188 thousand due to the addition of interest-bearing deposits from the Great State merger.  Amortization of premiums on acquired time deposits, which reduces interest expense, totaled $144 thousand in the third quarter of 2018, compared to just $45 thousand in the third quarter of 2017, representing an increase of $99 thousand.  The increase, again was primarily due to the Great State merger. 

The provision for loan losses was $113 thousand for the quarter ended September 30, 2018, compared to $75 thousand for the quarter ended September 30, 2017.  The reserve for loan losses at September 30, 2018 was approximately 0.64% of total loans compared to 0.83% at September 30, 2017.  Management's estimate of probable credit losses inherent in the acquired Great State loan portfolio was reflected as a purchase discount which will continue to be accreted into income over the remaining life of the acquired loans in addition to the previously acquired loan portfolio from the merger with Cardinal Bankshares Corporation.  As of September 30, 2018, the remaining unaccreted discount on the acquired loan portfolios totaled $5.5 million.

Total noninterest income was $1.2 million in the third quarter of 2018 compared to $1.0 million in the third quarter of 2017.  The increase was due to the merger with Great State as well as nonrecurring income from life insurance contracts totaling $74 thousand.

Total noninterest expenses increased by $1.4 million for the quarter ended September 30, 2018 compared to the quarter ended September 30, 2017, due to the Great State acquisition as well as an increase in employee benefit costs, as actual health insurance claims have exceeded both current year expected claims as well as prior year actual claims.  As a result of the Great State acquisition and the increased health insurance costs, total salary and benefit costs increased by $672 thousand for the third quarter of 2018 compared to the same quarter in 2017.

Income tax expense decreased from $520 thousand for the quarter ended September 30, 2017 to $420 thousand for the quarter ended September 30, 2018, despite the increase in pre-tax earnings, due to a reduction in tax rates pursuant to the Tax Cuts and Jobs Act, which became effective January 1, 2018 and reduced the Company's marginal federal income tax rate from 34% to 21%.
 

 
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Results of Operations for the Nine Months ended September 30, 2018 and 2017

For the nine months ended September 30, 2018, total interest income increased by $2.0 million compared to the nine-month period ended September 30, 2017.  The increase in interest income was attributable primarily to the merger with Great State as discussed above.  Accretion of purchased loan discounts increased interest income by $803 thousand in the first nine months of 2017 compared to just $730 thousand in the first nine months of 2018, representing a decrease of $73 thousand.

Interest expense on deposits increased by $189 thousand due to the addition of interest-bearing deposits from the Great State merger.  Amortization of premiums on acquired time deposits, which reduces interest expense, totaled $197 thousand in the first nine months of 2018, compared to $192 thousand in the first nine months of 2017.  Interest on borrowings increased by $32 thousand due to overnight borrowings which were accessed in the second and third quarters of 2018 along with FHLB Advances that were acquired as part of the Great State merger.

The provision for loan losses for the nine-month period ended September 30, 2018 was $258 thousand, compared to $233 thousand for the nine-month period ended September 30, 2017.

Noninterest income increased by $519 thousand for the first nine months of 2018, compared to the same period in 2017.  The increase was due to the merger with Great State as well as nonrecurring proceeds from life insurance contracts totaling $303 thousand in 2018.  Securities gains decreased by $121 thousand for the nine-month period ended September 30, 2018 compared to the same period last year as increases in interest rates led to decreases in the market value of the Bank's investment securities portfolio.

Total noninterest expenses increased by $1.3 million for the nine-month period ended September 30, 2018, compared to the same period in 2017. The increase was due primarily to the Great State acquisition and the increase in benefit costs discussed above.  Salaries and employee benefits increased by $930 thousand in 2018 compared to 2017.

In total, income before taxes increased by $885 thousand over the first nine months of 2018 compared to the first nine months of 2017.  Income tax expense decreased by $202 thousand over the prior year, resulting in an increase in net income of $1.1 million for the nine months ended September 30, 2018 compared to the same period in 2017.

Balance Sheet

Effective July 1, 2018 the Company completed its previously announced merger with Great State, pursuant to the Agreement and Plan of Merger, dated March 1, 2018.  In connection with the merger with Great State, the Company acquired $145.5 million in assets at fair value, including $95.1 million in loans.  The Company also assumed $133.6 million of liabilities at fair value, including $130.6 million of total deposits with a core deposit intangible asset recorded of $2.4 million, and goodwill of $3.8 million.

With the Great State merger, total assets increased by $131.7 million from December 31, 2017 to September 30, 2018.  Net loans increased by $112.6 million, federal funds sold increased by $11.4 million, and interest-bearing deposits in banks increased by $741 thousand.

Total deposits increased by $112.9 million from December 31, 2017 to September 30, 2018 as a result of the merger.  Noninterest bearing deposits increased by $21.1 million from December 31, 2017 to September 30, 2018, while interest bearing deposits increased by $91.8 million over the same time period.    FHLB Advances increased by $1.0 million due to the merger with Great State.

Stockholders' equity totaled $74.4 million at September 30, 2018 compared to $57.2 million at December 31, 2017, an increase of $17.2 million.  $15.5 million of the increase is due to the issuance of common stock in connection with the merger with Great State.  The remaining increase was due to earnings of $3.7 million, less a net change in unrealized depreciation of investment securities classified as available for sale totaling $846 thousand, and the payment of dividends of $1.1 million.  Book value increased from $11.39 per share at December 31, 2017 to $11.98 per share at September 30, 2018.  Skyline remains well capitalized with Common equity tier 1 capital, Tier 1 risk-based capital, Total risk based capital, and Tier 1 leverage ratios of 12.05%, 12.05%, 12.68%, and 9.78%, respectively, as of September 30, 2018.

President and CEO Allan Funk noted, "We are pleased with our third quarter results, and with the successful acquisition and systems conversion of Great State Bank.  We are also happy to welcome Mike Holland to our commercial lending team.  Mike will soon be opening a loan production office in Hickory, North Carolina, and will be responsible for building new business relationships for us in this expansion market."
 

 
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Forward-looking statements

This release contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Act of 1934 as amended. These include statements as to the benefits of or other expectations regarding the Cardinal merger and the Great State merger, future financial performance, and any other statements regarding future results or expectations. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 and are including this statement for purposes of these safe harbor provisions. Forward-looking statements, which are based on certain assumptions and describe future plans, strategies, and expectations of the Company, are generally identified by the use of words such as "believe," "expect," "intend," "anticipate," "estimate," or "project" or similar expressions. Our ability to predict results, or the actual effect of future plans or strategies, is inherently uncertain. Factors which could have a material adverse effect on the operations and future prospects of the combined company and its subsidiaries include, but are not limited to: the ability to obtain required regulatory and shareholder approvals and meet other closing conditions to the Great State merger; the ability to complete the Great State merger as expected and within the expected time frame, or at all; the ability to implement integration plans associated with the Great State merger, which integration may be more difficult, time-consuming or costly than expected; disruptions to customer and employee relationships and business operations caused by the Great State merger or the Cardinal merger; the ability to achieve the expected revenues, cost savings and synergies contemplated by the Great State merger or the Cardinal merger within the expected time frame, or at all; changes in interest rates, general economic conditions; the effect of changes in banking, tax and other laws and regulations and interpretations or guidance thereunder;  monetary and fiscal policies of the U.S. government, including policies of the U.S. Treasury and the Federal Reserve Board; the quality and composition of the loan and securities portfolios; demand for loan products; deposit flows; competition; demand for financial services in the combined company's market area; the implementation of new technologies; the ability to develop and maintain secure and reliable electronic systems; and accounting principles, policies, and guidelines. These risks and uncertainties should be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements.  We undertake no obligation to update or clarify these forwardlooking statements, whether as a result of new information, future events or otherwise.

(See Attached Financial Statements for quarter ending September 30, 2018)
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Parkway Acquisition Corp.
Condensed Consolidated Balance Sheets
September 30, 2018; December 31, 2017; September 30, 2017

   
September 30,
   
December 31,
   
September 30,
 
(dollars in thousands except share amounts)
 
2018    
   
2017
   
2017    
 
   
(Unaudited)
   
(Audited)
   
(Unaudited)
 
Assets
                 
Cash and due from banks
 
$
8,593
   
$
6,367
   
$
6,978
 
Interest-bearing deposits with banks
   
9,480
     
8,739
     
8,968
 
Federal funds sold
   
19,168
     
7,769
     
4,478
 
Investment securities available for sale
   
45,787
     
50,675
     
51,933
 
Restricted equity securities
   
2,053
     
1,388
     
1,388
 
Loans
   
537,459
     
424,871
     
423,273
 
Allowance for loan losses
   
(3,444)
 
   
(3,453)
 
   
(3,530)
 
Net loans
   
534,015
     
421,418
     
419,743
 
Cash value of life insurance
   
17,298
     
17,348
     
17,237
 
Foreclosed Assets
   
15
     
-
     
-
 
Properties and equipment, net
   
20,749
     
17,646
     
17,713
 
Accrued interest receivable
   
2,130
     
1,737
     
1,579
 
Core deposit intangible
   
4,111
     
2,045
     
2,115
 
Goodwill
   
3,764
     
-
     
-
 
Deferred tax assets, net
   
2,599
     
2,965
     
4,598
 
Other assets
   
9,915
     
9,864
     
9,739
 
Total assets
 
$
679,677
   
$
547,961
   
$
546,469
 
                         
Liabilities
                       
Deposits
                       
Noninterest-bearing
 
$
151,916
   
$
130,847
   
$
126,944
 
Interest-bearing
   
449,427
     
357,594
     
359,255
 
Total deposits
   
601,343
     
488,441
     
486,199
 
                         
FHLB Advances
   
1,000
     
-
     
-
 
Accrued interest payable
   
186
     
46
     
140
 
Other liabilities
   
2,713
     
2,292
     
2,333
 
Total liabilities
   
605,242
     
490,779
     
488,672
 
                         
Stockholders' Equity
                       
Common stock and surplus
   
41,660
     
26,166
     
26,166
 
Retained earnings
   
35,131
     
32,526
     
32,492
 
Accumulated other comprehensive income (loss)
   
(2,356)
 
   
(1,510)
 
   
(861)
 
Total stockholders' equity
   
74,435
     
57,182
     
57,797
 
Total liabilities and stockholders' equity
 
$
679,677
   
$
547,961
   
$
546,469
 
Book value per share
 
$
11.98
   
$
11.39
   
$
11.51
 
Tangible book value per share
 
$
10.71
   
$
10.98
   
$
11.09
 

Asset Quality Indicators
Nonperforming assets to total assets
   
0.86
%
   
0.97
%
   
1.05
%
Nonperforming loans to total loans
   
1.09
%
   
1.26
%
   
1.36
%
Allowance for loan losses to loans at end of period
   
0.64
%
   
0.81
%
   
0.83
%

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Parkway Acquisition Corp.
Condensed Consolidated Statement of Operations
For the Three and Nine Months Ended September 30, 2018 and 2017

   
Three Months Ended
   
Nine Months Ended
 
   
September 30,
   
September 30,
 
(dollars in thousands except share amounts)
 
2018
   
2017
   
2018
   
2017
 
   
(Unaudited)
   
(Unaudited)
   
(Unaudited)
   
(Unaudited)
 
Interest income
                       
Loans and fees on loans
 
$
7,063
   
$
5,222
   
$
17,420
   
$
15,390
 
Interest-bearing deposits in banks
   
27
     
14
     
62
     
36
 
Federal funds sold
   
89
     
21
     
127
     
80
 
Interest on taxable securities
   
301
     
319
     
898
     
993
 
Dividends
   
13
     
6
     
52
     
62
 
     
7,493
     
5,582
     
18,559
     
16,561
 
Interest expense
                               
Deposits
   
558
     
370
     
1,296
     
1,107
 
Interest on borrowings
   
6
     
1
     
33
     
1
 
     
564
     
371
     
1,329
     
1,108
 
Net interest income
   
6,929
     
5,211
     
17,230
     
15,453
 
                                 
Provision for loan losses
   
113
     
75
     
258
     
233
 
Net interest income after
                               
provision for loan losses
   
6,816
     
5,136
     
16,972
     
15,220
 
                                 
Noninterest income
                               
Service charges on deposit accounts
   
413
     
350
     
1,132
     
987
 
Other service charges and fees
   
473
     
417
     
1,323
     
1,187
 
Net realized gains on securities
   
-
     
13
     
5
     
126
 
Mortgage origination fees
   
137
     
91
     
281
     
203
 
Increase in cash value of life insurance
   
97
     
111
     
319
     
333
 
Life insurance income
   
74
     
-
     
303
     
-
 
Other income
   
32
     
39
     
87
     
95
 
     
1,226
     
1,021
     
3,450
     
2,931
 
Noninterest expenses
                               
Salaries and employee benefits
   
3,161
     
2,489
     
8,459
     
7,529
 
Occupancy and equipment
   
709
     
555
     
1,965
     
1,652
 
Foreclosed asset expense, net
   
18
     
17
     
16
     
33
 
Data processing expense
   
351
     
306
     
953
     
885
 
FDIC Assessments
   
47
     
75
     
185
     
225
 
Advertising
   
148
     
138
     
424
     
471
 
Bank franchise tax
   
109
     
82
     
319
     
250
 
Director fees
   
69
     
52
     
199
     
190
 
Professional fees
   
120
     
99
     
340
     
309
 
Telephone expense
   
115
     
92
     
302
     
279
 
Core deposit intangible amortization
   
219
     
70
     
359
     
212
 
Merger related expenses
   
359
     
56
     
856
     
698
 
Other expense
   
482
     
449
     
1,372
     
1,630
 
     
5,907
     
4,480
     
15,749
     
14,363
 
Net income before income taxes
   
2,135
     
1,677
     
4,673
     
3,788
 
                                 
Income tax expense
   
420
     
520
     
945
     
1,147
 
Net income
 
$
1,715
   
$
1,157
   
$
3,728
   
$
2,641
 
                                 
Net income per share
 
$
0.28
   
$
0.23
   
$
0.69
   
$
0.53
 
Weighted average shares outstanding
   
6,213,275
     
5,021,376
     
5,423,042
     
5,021,376
 
Dividends declared per share
 
$
0.10
   
$
0.08
   
$
0.21
   
$
0.16
 

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