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BayFirst Financial Corp

For the period ended Mar 31, 2024. Filed May 13, 2024.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 31, 2024 · Filed May 13, 2024

BAFN$5.72-0.9%Stored close · as of Nov 6, 2026

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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Rate/Volume Analysis

The table below presents the effects of volume and rate changes on interest income and expense for the periods indicated. Changes in volume are changes in the average balance multiplied by the previous period’s average rate. Changes in rate are changes in the average rate multiplied by the average balance from the previous period. The net changes attributable to the combined impact of both rate and volume have been allocated proportionately to the changes due to volume and the changes due to rate. Loans in nonaccrual status, for the purpose of the following computations, are included in the average loan balances. FRB, FHLB, and FNBB restricted equity holdings are included in other interest-earning assets. The Company did not have a significant amount of tax-exempt assets.

(Dollars in thousands)RateVolumeTotal
Three Months Ended March 31, 2024 vs. March 31, 2023:
Interest-earning assets:
Investment securities$(8)$(34)$(42)
Loans, excluding PPP1,5513,6445,195
PPP loans1(40)(39)
Other interest-earning assets72(251)(179)
Total interest-earning assets1,6163,3194,935
Interest-bearing liabilities:
NOW, MMDA and savings2,6002102,810
Time deposits1,1161,3662,482
Other borrowings8(53)(45)
Total interest-bearing liabilities3,7241,5235,247
Net change in net interest income$(2,108)$1,796$(312)

Provision for Credit Losses

The provision for credit losses is charged to operations to adjust the total allowance to a level deemed appropriate by management and is based upon the volume and type of lending the Bank conducts, industry standards, the amount of nonperforming loans, general economic conditions, particularly as they relate to its market area, economic forecasts, and other factors that may affect the ability to collect on the loans in its portfolio.

The Company recorded a provision for credit losses on loans for the three months ended March 31, 2024 of $4.1 million primarily due to net charge-offs and net loan growth. This compared to a provision of $1.9 million for the three months ended March 31, 2023. During the three months ended March 31, 2024, $3.7 million of net charge offs in loans were recorded compared to $1.9 million during the three months ended March 31, 2023. Net charge-offs for the first quarter of 2024 were elevated by higher net charge-offs from the Bank’s FlashCap, our small SBA loan program for balances over $150 thousand and under $350 thousand, which the Bank ended during the quarter, as well as $0.8 million of net charge-offs from a purchased portfolio of unsecured consumer loans. The Company stopped purchasing these consumer loans at the end of 2022 and the portfolio balances decreased from $17.0 million to $14.3 million during the quarter.

Noninterest Income

The following table presents noninterest income from continuing operations for the three months ended March 31, 2024 and March 31, 2023.

For the Three Months Ended March 31,
(Dollars in thousands)20242023
Noninterest income:
Loan servicing income, net$795$740
Gain on sale of government guaranteed loans, net8,0894,409
Service charges and fees444379
Government guaranteed loan fair value gain3,3053,574
Government guaranteed loan packaging fees1,407121
Other noninterest income228225
Total noninterest income$14,268$9,448

Noninterest income from continuing operations was $14.3 million during the three months ended March 31, 2024, an increase of $4.8 million or 51.0% during the three months ended March 31, 2023. The increase was the result of increases in gain on sale of government guaranteed loans of $3.7 million and government guaranteed loan packaging fees of $1.3 million.

Noninterest Expense

The following table presents noninterest expense from continuing operations for the three months ended March 31, 2024 and March 31, 2023.

For the Three Months Ended March 31,
(Dollars in thousands)20242023
Noninterest expense:
Salaries and benefits$8,005$7,835
Bonus, commissions, and incentives1,571804
Occupancy and equipment1,1101,163
Data processing1,5601,347
Marketing and business development588665
Professional services1,349897
Loan origination and collection1,7191,495
Employee recruiting and development597568
Regulatory assessments28299
Director compensation118140
Liability and fidelity bond insurance145122
ATM and interchange14896
Telecommunication10892
Other noninterest expense47389
Total noninterest expense$17,773$15,412

Noninterest expense from continuing operations was $17.8 million during the three months ended March 31, 2024, an increase of $2.4 million or 15.3% during the three months ended March 31, 2023. The increase was primarily due to higher compensation costs of $0.9 million, higher professional fees of $0.5 million, higher loan production expenses of $0.2 million, and higher data processing expenses of $0.2 million.

Income Taxes

Income tax expense from continuing operations was $296 thousand for the three months ended March 31, 2024, an increase of $16 thousand from income tax expense of $280 thousand for the three months ended March 31, 2023. The increase was primarily due to the increase in pre-tax earnings from continuing operations. Income tax benefit from discontinued operations was $19 thousand for the three months ended March 31, 2024, compared to income tax benefit of $42 thousand for the three months ended March 31, 2023. The change was primarily due to the decrease in pre-tax loss from discontinued operations.

Financial Condition

Investment Securities

The following table presents the fair value of the Company's investment securities portfolio classified as available for sale as of March 31, 2024 and December 31, 2023.

(Dollars in thousands)March 31, 2024December 31, 2023
Investment securities available for sale:
Asset-backed securities$7,208$7,933
Mortgage-backed securities:
U.S. Government-sponsored enterprises7,4963,236
Collateralized mortgage obligations:
U.S. Government-sponsored enterprises16,41717,098
Corporate bonds11,39311,308
Total investment securities available for sale$42,514$39,575

The net unrealized loss on the investment securities AFS at March 31, 2024, was $4.4 million compared with a net unrealized loss on investment securities AFS of $4.0 million at December 31, 2023. The change in unrealized loss on investment securities AFS from December 31, 2023 to March 31, 2024 was primarily due to the change in the interest rate environment.

The following table presents the amortized cost of the Company's investment securities portfolio classified as held to maturity as of March 31, 2024 and December 31, 2023.

(Dollars in thousands)March 31, 2024December 31, 2023
Investment securities held to maturity:
Mortgage-backed securities:
U.S. Government-sponsored enterprises$1$1
Corporate bonds2,5002,500
Total investment securities held to maturity$2,501$2,501

There was a $14 thousand ACL on the corporate bonds HTM as of March 31, 2024 and a $17 thousand ACL on the corporate bonds HTM as of December 31, 2023. The net unrealized loss on the investment securities HTM at March 31, 2024, was $149 thousand compared with a net unrealized loss on investment securities HTM of $238 thousand at December 31, 2023.

No investment securities were pledged as of March 31, 2024 or December 31, 2023, and there were no sales of investment securities during the three months ended March 31, 2024 or three months ended March 31, 2023.

The investment securities available for sale presented in the following tables are reported at amortized cost and by contractual maturity as of March 31, 2024 and December 31, 2023. Actual timing may differ from contractual maturities if borrowers have the right to call or prepay obligations with or without call or prepayment penalties. Additionally, residential mortgage-backed securities and collateralized mortgage obligations receive monthly principal payments, which are not reflected below.

March 31, 2024
One year or lessOne to five yearsFive to ten yearsAfter ten years
(Dollars in thousands)AmortizedCostAverage YieldAmortizedCostAverage YieldAmortizedCostAverage YieldAmortizedCostAverage Yield
Asset-backed securities$——%$——%$——%$7,2636.36%
Mortgage-backed securities:
U.S. Government-sponsored enterprises————4,4584.593,6811.58
Collateralized mortgage obligations:
U.S. Government-sponsored enterprises——————20,0841.83
Corporate bonds——11,3306.38————
Total investment securities available for sale$——%$11,3306.38%$4,4584.59%$31,0282.86%
December 31, 2023
One year or lessOne to five yearsFive to ten yearsAfter ten years
(Dollars in thousands)AmortizedCostAverage YieldAmortizedCostAverage YieldAmortizedCostAverage YieldAmortizedCostAverage Yield
Asset-backed securities$——%$——%$——%$8,0416.25%
Mortgage-backed securities:
U.S. Government-sponsored enterprises——————3,8421.58
Collateralized mortgage obligations:
U.S. Government-sponsored enterprises——————20,3821.82
Corporate bonds——11,3326.23————
Total investment securities available for sale$——%$11,3326.23%$——%$32,2652.90%

The investment securities held to maturity presented in the following tables are reported at amortized cost and by contractual maturity as of March 31, 2024 and December 31, 2023. Actual timing may differ from contractual maturities if borrowers have the right to call or prepay obligations with or without call or prepayment penalties. Additionally, residential mortgage-backed securities receive monthly principal payments, which are not reflected below.

March 31, 2024
One year or lessOne to five yearsFive to ten yearsAfter ten years
(Dollars in thousands)AmortizedCostAverage YieldAmortizedCostAverage YieldAmortizedCostAverage YieldAmortizedCostAverage Yield
Mortgage-backed securities:
U.S. Government-sponsored enterprises$——%$——%$——%$14.23%
Corporate bonds——1,5004.381,0004.38——
Total investment securities held to maturity$——%$1,5004.38%$1,0004.38%$14.23%
December 31, 2023
One year or lessOne to five yearsFive to ten yearsAfter ten years
(Dollars in thousands)AmortizedCostAverage YieldAmortizedCostAverage YieldAmortizedCostAverage YieldAmortizedCostAverage Yield
Mortgage-backed securities:
U.S. Government-sponsored enterprises$——%$——%$——%$14.30%
Corporate bonds——1,5004.381,0004.38——
Total investment securities held to maturity$——%$1,5004.38%$1,0004.38%$14.30%

Loan Portfolio Composition

The Company offers a variety of products designed to meet the credit needs of our borrowers. Our lending activities primarily consist of government guaranteed loans, real estate loans, commercial business loans, residential mortgage, and consumer loans. Senior management and loan officers have continued to develop new sources of loan referrals, particularly among centers of local influence and real estate professionals, and have also enjoyed repeat business from loyal customers in the markets the Bank serves. The Bank has no concentration of credit in any industry that represents 10% or more of its loan portfolio. Additionally, the loan portfolio is well-diversified across major loan types with a low concentration of non owner-occupied commercial real estate loans which makes up 6% of the total portfolio. The following table sets forth the composition of its loan portfolio, including LHFS as of the dates indicated.

March 31, 2024 · December 31, 2023
(Dollars in thousands) · Amount · % of Total · Amount · % of Total
Government guaranteed loans, held for sale$2,226$—
Loans HFI:
Government guaranteed loans HFI, at fair value77,76991,508
Loans HFI, at amortized cost:
Residential real estate285,21433.8%264,12632.5%
Commercial real estate273,22732.3293,59536.2
Construction and land36,7644.326,2723.2
Commercial and industrial182,26421.6177,56621.9
Commercial and industrial – PPP2,9650.43,2020.4
Consumer and other63,8547.647,2875.8
Loans HFI, at amortized cost, gross844,288100.0%812,048100.0%
Discount on government guaranteed loans sold(7,674)(7,040)
Premium on loans purchased, net4,2524,503
Deferred loan costs, net16,23314,707
Allowance for credit losses(13,906)(13,497)
Loans HFI, at amortized cost, net843,193810,721
Total loans HFI, net$920,962$902,229

During the three months ended March 31, 2024, the Bank originated approximately $66.6 million in loans through conventional lending channels and $130.6 million in loans through CreditBench (its government guaranteed lending function). In addition, the Bank sold guaranteed loan balances of $127.8 million.

Loan Maturity/Rate Sensitivity

The following table shows the contractual maturities of our loans at March 31, 2024. Loan balances in this table include loans HFI at fair value, loans HFI at amortized cost, discount on retained balances of loans sold, premium and discount on loans purchased, and deferred loan costs, net.

(Dollars in thousands)Due in One Yearor LessDue After OneYear to FiveYearsDue After FiveYears to 15 YearsDue After 15YearsTotal
Real estate:
Residential$2,030$629$15,723$267,363$285,745
Commercial3,6571,47342,503243,845291,478
Construction and land11,9653,0543,85717,88736,763
Commercial and industrial6,32326,523210,6378,400251,883
Commercial and industrial - PPP3452,620——2,965
Consumer and other1,77326,85518,59618,81066,034
Total loans HFI$26,093$61,154$291,316$556,305$934,868

The following table shows the loans with contractual maturities of greater than one year that have fixed or adjustable interest rates at March 31, 2024.

(Dollars in thousands)FixedInterest RateAdjustableInterest Rate
Real estate:
Residential$64,835$218,880
Commercial4,817283,004
Construction and land—24,798
Commercial and industrial7,786237,774
Commercial and industrial - PPP2,620—
Consumer and other47,91216,349
Total loans HFI$127,970$780,805

Credit Risk

The Bank’s primary business is making commercial, consumer, and real estate loans. This activity inevitably has risks for potential credit losses, the magnitude of which depends on a variety of economic factors affecting borrowers, which are beyond its control. The Bank has developed policies and procedures for evaluating the overall quality of its credit portfolio and the timely identification of potential problem loans. Management’s judgment as to the adequacy of the allowance is based upon a number of assumptions about the economic environment that it believes impacts credit quality as of the balance sheet date that it believes to be reasonable, but which may or may not prove accurate. Thus, there can be no assurance that charge-offs in future periods will not exceed the ACL, or that additional increases in the ACL will not be required.

Allowance for Credit Losses. In accordance with changes in generally accepted accounting principles, the Company adopted the new credit loss accounting standard known as CECL on January 1, 2023. At the time of adoption, the ACL for loans increased by $3.1 million to 2.37% of loans, thereserve on unfunded commitments increased $213 thousand, and an $18 thousand reserve was established for held to maturity investment securities.These one-time increases resulted in an after tax decrease to capital of $2.5 million, with no impact to earnings. Under CECL, the ACL is based on expected credit losses rather than on incurred losses.

The Bank must maintain an adequate ACL based on a comprehensive methodology that assesses the probable losses inherent in its loan portfolio. The Bank maintains an ACL based on a number of quantitative and qualitative factors, including levels and trends of past due and nonaccrual loans, asset classifications, change in volume and mix of loans, collateral value, historical loss experience, size and complexity of individual credits, and economic conditions. In addition to this, the Company uses reasonable and supportable forecasts utilizing data from the FOMC’s median forecasts of change in national GDP and of national unemployment. Provisions for credit losses are provided on both a specific and general basis. Specific allowances are provided for individual loans that do not share similar risk characteristics with instruments evaluated using a collective (pooled) basis. General valuation allowances are determined by loan pools with a further evaluation of various quantitative and qualitative factors noted above.

The Bank periodically reviews the assumptions and formulates methodologies by which changes are made to the specific and general valuation ACL in an effort to refine such allowances in light of the current status of the factors described above.

All nonaccrual loans and modifications to loans for borrowers experiencing financial difficulty are reviewed to determine if the loans share the same risk characteristics as the pooled loans. If the loan does not share the same risk characteristics, the loan is evaluated individually for credit losses. Specific allocation of reserves for individually evaluated loans considers the value of the collateral, the financial condition of the borrower, and industry and current economic trends. The Bank reviews the collateral value, cash flow, and other support on each individually evaluated credit. Any deficiency outlined by a real estate collateral evaluation analysis, or cash flow shortfall, is accounted for through a specific allocation for the loan.

Nonperforming Assets. At March 31, 2024, the Company had $8.7 million in nonperforming assets, excluding government guaranteed loan balances, and the ACL represented 1.62% of total loans HFI at amortized cost. At March 31, 2023, the Company had $2.1 million in nonperforming assets, excluding government guaranteed loan balances, and their ACL represented 1.69% of total loans HFI at amortized cost. Total loans HFI at March 31, 2024 and March 31, 2023 included government guaranteed loans and loans measured at fair value, which had no reserves allocated to them. ACL as a percentage of loans HFI at amortized cost, not including government guaranteed loan balances, was 1.88% at March 31, 2024, compared to 2.10% at March 31, 2023.

The following table sets forth certain information on nonaccrual loans, loans 90 days or more past due, and foreclosed assets, the ratio of such loans and foreclosed assets to total assets as of the dates indicated, and certain other related information.

(Dollars in thousands)March 31,2024March 31,2023December 31,2023
Nonperforming loans (government guaranteed balances), at amortized cost, gross$2,309$3,795$1,424
Nonperforming loans (unguaranteed balances), at amortized cost, gross7,5682,0958,264
Total nonperforming loans, at amortized cost, gross9,8775,8909,688
Nonperforming loans (government guaranteed balances), at fair value94——
Nonperforming loans (unguaranteed balances), at fair value729—648
Total nonperforming loans, at fair value823—648
OREO4043—
Total nonperforming assets, gross$11,104$5,893$10,336
Nonperforming loans as a percentage of total loans HFI(1)1.15%0.81%1.18%
Nonperforming loans (excluding government guaranteed balances) to total loans HFI(1)0.88%0.29%1.00%
Nonperforming assets as a percentage of total assets0.97%0.55%0.92%
Nonperforming assets (excluding government guaranteed balances) to total assets0.70%0.20%0.74%
ACL to nonperforming loans(1)140.79%207.27%139.32%
ACL to nonperforming loans (excluding government guaranteed balances)(1)183.75%582.72%163.32%

(1)Excludes loans measured at fair value

The following table sets forth information with respect to activity in the ACL for loans for the periods shown:

(Dollars in thousands)At and for the Three Months Ended March 31,
20242023
Allowance at beginning of period$13,497$9,046
Impact of adopting ASC 326—3,107
Charge-offs:
Commercial and industrial(2,924)(1,408)
Consumer and other(978)(665)
Total charge-offs(3,902)(2,073)
Recoveries:
Commercial real estate22
Commercial and industrial130117
Consumer and other11867
Total recoveries250186
Net charge-offs(3,652)(1,887)
Provision for credit losses4,0611,942
Allowance at end of period$13,906$12,208
Net charge-offs to average loans HFI at amortized cost1.71%1.05%
Allowance as a percent of total loans HFI at amortized cost1.62%1.69%
Allowance as a percent of loans HFI at amortized cost, not including government guaranteed loans1.88%2.10%
Allowance as a percent of nonperforming loans at amortized cost, gross140.79%207.27%
Total loans HFI$934,868$792,777
Average loans HFI at amortized cost$855,040$718,094
Nonperforming loans (including government guaranteed balances) at amortized cost, gross$9,877$5,890
Nonperforming loans (excluding government guaranteed balances) at amortized cost, gross$7,568$2,095
Guaranteed balance of government guaranteed loans$158,566$197,135

The following table details net charge-offs to average loans outstanding by loan category for thethree months ended March 31, 2024 and March 31, 2023.

Three Months Ended March 31, 2024Three Months Ended March 31, 2023
(Dollars in thousands)Net (Charge-off) RecoveryAverage Loans HFI at amortized costNet (Charge-off) Recovery RatioNet (Charge-off) RecoveryAverage Loans HFI at amortized costNet (Charge-off) Recovery Ratio
Residential real estate$—$261,289—%$—$190,285—%
Commercial real estate2337,651—2258,562—
Commercial and industrial(2,794)198,453(5.63)(1,291)213,960(2.41)
Commercial and industrial - PPP—3,080——18,739—
Consumer and other(860)54,567(6.30)(598)36,547(6.54)
Total loans HFI at amortized cost$(3,652)$855,040(1.71)%$(1,887)$718,093(1.05)%

SBA and Other Government Guaranteed Loans

The following table sets forth, for the periods indicated, information regarding the SBA and other government guaranteed lending activity, excluding PPP loans.

(Dollars in thousands)At and for the Three Months Ended March 31,
Government Guaranteed, Excluding PPP20242023
Number of loans originated809568
Amount of loans originated$130,556$121,062
Average loan size originated$161$213
Government guaranteed loan balances sold$127,766$71,636
Government unguaranteed loan balances sold$—$—
Total government guaranteed loan balances:
Guaranteed portion of government guaranteed loan balances$155,601$177,962
Unguaranteed portion of government guaranteed loan balances$219,830$172,524
Total government guaranteed loans$375,431$350,486
Government guaranteed loans serviced for others$950,793$693,920

The Bank makes government guaranteed loans throughout the United States. The following table sets forth, at the dates indicated, information regarding the geographic disbursement of its government guaranteed loan portfolio. The “All Other” category includes states with less than 5% in any period presented.

March 31,
20242023
(Dollars in thousands)Amount% of TotalAmount% of Total
Florida$111,63430%$129,96637%
California49,2041338,99711
Tennessee30,914823,1997
Texas23,298621,7716
All Other160,38143136,55339
Total government guaranteed loans, excluding PPP loans$375,431100%$350,486100%
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