FIRSTSUN CAPITAL BANCORP
For the period ended Dec 31, 2023. Filed Mar 7, 2024.
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FY2023 · Filed Mar 7, 2024
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Summary of Material Risks
An investment in our securities involves risks, including those summarized below. For a more complete discussion of the material risks facing our business, see “Item 1A. Risk Factors.”
Risks Related to Our Business
Economic and Geographic-Related Risks
Our business may be adversely affected by economic conditions, including inflation.
Changes in economic and market conditions may negatively affect our wealth management business.
Risks Associated with Monetary Events
Our business and results of operations may be adversely impacted by fiscal, monetary and regulatory policies.
Lending Risks
If we fail to effectively manage credit risk, our business and financial condition will suffer.
Our allowance for credit losses may be insufficient to absorb credit losses.
We are exposed to higher credit risk by commercial and industrial and commercial real estate lending.
A significant portion of our loan portfolio is secured by real estate, and events that negatively impact the real estate market could hurt our business.
Nonperforming assets may adversely affect our financial condition.
Interest Rate and Yield Curve Risks
We are subject to interest rate risk, which could adversely affect our financial condition and profitability.
Our cost of funds may increase due to various market, regulatory or competitive factors.
Rapidly rising interest rates may negatively affect the value of our loans and securities.
A flat or inverted yield curve may reduce our net interest margin and adversely affect our loan and investment portfolios.
Mortgage Banking Risks
Our mortgage revenue is cyclical and is sensitive to the level of interest rates, changes in economic conditions, decreased economic activity, regulatory changes and slowdowns in the housing market.
Our mortgage revenue generally decreases in rising or high interest rate conditions.
U.S. government policy changes could impact our ability to originate and sell mortgages.
We may be terminated as a servicer of mortgage loans or incur fines if we fail to satisfy our servicing obligations.
We may be required to repurchase mortgage loans or indemnify buyers against losses in some circumstances.
Operational Risks
We are subject to losses due to errors, omissions or fraudulent behavior by our employees, clients or others.
We are exposed to the possibility of technology failure and a disruption in our operations.
A failure in, or breach of, our operational or security systems or infrastructure, or those of our third-party vendors or others, including as a result of cyber-attacks, could disrupt our businesses, result in the disclosure or misuse of confidential or proprietary information, damage our reputation, increase our costs and cause losses.
Our risk management framework may not be effective in mitigating risks and/or losses.
Our reputation, which is critical to our success as a community bank, could be damaged by operational failures.
A failure to retain or hire key employees could harm our business.
Industry-Related Risks
Our customers may prepay their loans, which could reduce our interest income and profitability.
Competition with other banks and consumers deciding not to use banks may adversely affect our business.
Failure to keep pace with technological change could result in losses.
Other financial services institutions could experience financial or business stress which could expose us to counter-party risks.
Our deposit insurance premiums could be higher in the future, which could reduce our earnings.
Capital and Liquidity Risks
If we need additional capital resources in the future, they may not be available when needed or at all.
Liquidity, primarily through deposits, is essential to our business model, and a lack of liquidity, an increase in the cost of liquidity or even bank failures, could materially impair our ability to fund our operations.
We may not be able to maintain a strong core deposit base or access other low-cost funding sources.
Deposit levels may be affected by changes in economic conditions, including monetary policy.
Risks Related to Strategic Plans
Mergers and acquisitions, including our proposed merger with HomeStreet, may subject us to risks, which could disrupt our business and dilute stockholder value.
We may issue stock in connection with mergers and acquisitions that could dilute stockholders and cause our stock price to decline.
Mergers and acquisitions may be delayed or prohibited due to regulatory matters.
We face risks and uncertainties related to our proposed merger with HomeStreet, including interest rate volatility that may affect the fair value of assets and liabilities acquired.
HomeStreet shareholders may exercise dissenters’ rights, which could cause us to incur significant costs.
We expect to incur substantial expenditures and devote considerable management time in connection with the proposed merger with HomeStreet, subjecting us to loss of management resources for other activities and increased costs.
If we close the proposed merger with HomeStreet, we will have greater than $10 billion in assets, which will result in additional regulations, increased supervision by bank regulators and increased costs.
We may be unable to grow our business organically, which could adversely affect our business.
New lines of business or new products and services may subject us to additional risk.
Risks Related to Public Health Issues
Outbreaks of pandemics or diseases could adversely affect our ability to operate or our financial condition and results of operations.
Legal, Accounting, Regulatory and Compliance Risks
As a banking entity, we are heavily regulated.
We are subject to regulatory requests, reviews, investigations and proceedings.
Failure to maintain certain regulatory capital levels and ratios could result in regulatory actions.
We face risks related to noncompliance with the Bank Secrecy Act and other anti-money laundering statutes.
Consumer lending laws impact mortgage originations and could increase credit risk on such loans.
We are subject to fair lending laws.
The Federal Reserve may require us to commit capital resources to support Sunflower Bank.
We are party to various claims and lawsuits incidental to our banking business.
Political dysfunction and volatility within the federal government creates significant potential for changes in bank regulation, taxes, and the economy.
The expanding laws and regulations that govern data privacy may pose onerous compliance obligations for us.
Our preparation of financial statements in accordance with U.S. generally accepted accounting principles requires management to make significant assumptions, estimates and judgements that affect our financial statements, and which, if incorrect, could adversely affect our financial results.
Changes in tax laws, regulations and interpretations or challenges to our income tax provision may adversely affect us.
Our internal controls and procedures may fail or be circumvented.
Risks Related to Our Common Stock
Our common stock is thinly traded, which may hinder your ability to sell our common stock and may lower the market price of the stock.
Our Significant Stockholders could exercise significant influence over us, and their interests in us may be different than yours.
Some provisions of our organizational documents, our Stockholders’ Agreement and Delaware law may have anti-takeover effects that could discourage an acquisition of us by others.
Our future ability to pay dividends is subject to restrictions.
An investment in our stock is not an insured deposit and is subject to risk of loss.
We are an emerging growth company with reduced reporting requirements.
We may issue additional shares in the future, including additional shares in connection with the proposed merger with HomeStreet.
Sales by our larger stockholders of substantial amounts of our common stock, much of which is, or will be in the near future, available for public resale, could depress the market price of our common stock.
Shareholder litigation could prevent or delay the completion of the proposed merger with HomeStreet, which may negatively impact our business or financial results.
Climate Risks
Natural disasters and weather-related events exacerbated by climate change could have a negative impact on our results of operations and financial condition.
General Risk Factors
Our historical operating results may not be indicative of our future operating results.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.