EX-99.2 3 cznc-20211021xex99d2.htm EX-99.2

EXHIBIT 99.2

Graphic

September 30, 2021

QUARTERLY REPORT

Dear Shareholder:

We commented in our second quarter letter that we had reached somewhat of a turning point in the COVID-19 pandemic and during the third quarter economic activity returned to pre-pandemic levels as measured by U.S. gross domestic product.  The numbers tell a positive story in the face of ongoing supply chain disruptions and labor force challenges, as well as the unresolved debate in Congress regarding infrastructure and additional spending.  Stresses in the economy have produced inflation that now appears to be more than transitory and market rates increased as the Federal Reserve signaled it may begin to tighten monetary policy sooner than previously anticipated.  The possibility of higher interest rates is a mixed bag for the equity markets, although bank stocks generally benefit from upward rate movements and a steeper yield curve.

Third quarter business activity at C&N continued a solid trend as commercial lending pipelines picked up, residential mortgage production remained above long-term averages, and assets under management of $1.18 billion in our wealth management business were essentially unchanged.  C&N has a very strong liquidity position, so we are focused on generating additional core deposit relationships and managing the overall cost of funds while our teams work to increase loans outstanding as the economy normalizes.  We gained traction in this effort as net loans outstanding excluding PPP loans on September 30, 2021 increased $25 million from June 30, 2021 levels.  PPP loan forgiveness totaled $48 million during the quarter and we expect that most of the remaining PPP balances of $63 million will be forgiven during the fourth quarter 2021 or early 2022.  

Earnings for the third quarter 2021 were $7.4 million, or $.47 per share compared to $2.8 million, or $.18 per share during the third quarter of 2020. After adjusting for merger related expenses, net income for the second quarter of 2020 was $7.9 million, or $.50 per share. The Covenant acquisition continues to impact C&N’s profile and performance metrics when compared to last year. Net interest income for the third quarter of $19.46 million was $177,000 higher than 2020 despite a $113.7 million reduction in average loans outstanding. The net interest margin was 3.59% for the quarter compared to 3.57% a year earlier. The ongoing low interest rate environment, and higher than normal average balance of lower-yielding deposits with the Federal Reserve and other banks, continue to put pressure on the net interest margin.  

The provision for loan losses was $1,530,000 in the third quarter compared to $1,941,000 in the third quarter of 2020. In each of these quarters, the provision was impacted by a charge-off on one commercial loan. Overall, C&N’s credit metrics have remained stable throughout the pandemic as reflected in past due, non-performing loans, and troubled debt restructuring (TDR) balances. As of September 30, 2021, no loans remain in deferral status to support clients impacted by COVID-19.  

Noninterest income for the third quarter of 2021 was $6.3 million, a decrease of $611,000 from the third quarter 2020 total. While revenue from loan servicing, wealth management, deposit service charges and interchange fees increased, they were more than offset by a reduction in net gains from sale of loans due to lower volumes and a decrease in income from life insurance.

Noninterest expenses, excluding merger related costs, of $15.4 million increased $698,000 during the third quarter 2021 compared to a year earlier. Salaries and employee benefits costs related to the Covenant acquisition, as well as other lending, information technology and administrative staff additions needed to accommodate growth, were the primary drivers of this increase.

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Earnings for the nine months ended September 30, 2021 were $23.25 million, or $1.46 per share, compared to $12.45 million, or $.86 per share in 2020. Excluding merger related expenses,  net income for the first nine months of 2020 would be $18.44 million, or $1.27 per share. Similar to the quarterly comparisions, the impact of the Covenant acquisition is evident in assessing performance through three quarters of this year compared to 2020 including the growth in net interest income and noninterest expenses. For the nine months ended September 30, 2021, noninterest income was up $1.7 million from the total for the first nine months of 2020, reflecting growth in loan servicing fees, trust revenue and interchange revenue, while net gains from sales of mortgage loans declined. The provision for loan losses of $2.53 million for the nine months ended September 30, 2021 was $760,000 lower than the comparable amount for the first nine months of 2020 as charges related to specific loans were lower in the current year.

C&N continues to perform at a high level and sustain the company’s risk profile, a consistent story from quarter to quarter.  This consistency results from our ongoing mission to create value for our customers, communities, and C&N team members.  And it has produced a capacity to seek continued growth that will create value for our shareholders.  Leveraging our capital while meeting our internal guidelines and all regulatory requirements to be considered well capitalized remains an ongoing focus.

As announced in March, C&N amended its existing stock repurchase program to authorize the repurchase of up to 1,000,000 shares, or 6.25% of the issued and outstanding shares as of February 18, 2021. In the third quarter of 2021, 230,404 shares were repurchased at a total cost of $5,707,000, or an average price of $24.77 per share.  Cumulatively through September 30, 2021, 292,100 shares have been repurchased for a total cost of $7,238,000 at an average price of $24.78 per share. Activating the repurchase program allows management to manage total capital and shares outstanding to support growth in return on equity and earnings per share which are ultimately key drivers of our stock price.  

Another key to supporting shareholder value is C&N’s cash dividend.  Consistent with the second quarter payout, the Board declared a regular quarterly cash dividend of $.28 per share payable to shareholders of record on November 1, 2021, payable November 12, 2021. On an annualized basis, the dividend yield is 4.39% based on the September 30, 2021 market price of $25.26.

In closing, I want to express my appreciation and respect for the C&N Team and their efforts to build relationships and create value through serving our customers and communities throughout 2021.  We have faced challenging times throughout our bank’s long history and challenges always reveal the character of a team.  These times have been uniquely difficult and complex, and I remain proud of this group’s persistent response and capacity to turn adversity into opportunity.  Their efforts are positioning C&N to create greater long-term value for you, our shareholders.  

Thank you for your ongoing support!

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J. Bradley Scovill

President and CEO

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CONDENSED, CONSOLIDATED EARNINGS INFORMATION

(Dollars In Thousands, Except Per Share Data)   (Unaudited)

    

3RD

    

3RD

    

    

    

    

 

QUARTER

QUARTER

 

2021

2020

 

(Current)

(Prior Year)

$ Incr. (Decr.)

% Incr. (Decr.)

 

Interest and Dividend Income

$

21,073

$

21,751

$

(678)

 

(3.12)

%

Interest Expense

 

1,614

 

2,469

 

(855)

 

(34.63)

%

Net Interest Income

 

19,459

 

19,282

 

177

 

0.92

%

Provision for Loan Losses

 

1,530

 

1,941

 

(411)

 

(21.17)

%

Net Interest Income After Provision for Loan Losses

 

17,929

 

17,341

 

588

 

3.39

%

Noninterest Income

 

6,359

 

6,970

 

(611)

 

(8.77)

%

Net Gains on Available-for-sale Debt Securities

 

23

 

25

 

(2)

 

(8.00)

%

Merger-Related Expenses

 

0

 

6,402

 

(6,402)

 

(100.00)

%

Other Noninterest Expenses

 

15,346

 

14,648

 

698

 

4.77

%

Income Before Income Tax Provision

 

8,965

 

3,286

 

5,679

 

172.82

%

Income Tax Provision

 

1,566

 

438

 

1,128

 

257.53

%

Net Income

$

7,399

$

2,848

$

4,551

 

159.80

%

Net Income Attributable to Common Shares (1)

$

7,336

$

2,830

$

4,506

 

159.22

%

PER COMMON SHARE DATA:

 

  

 

  

 

  

 

  

Net Income - Basic

$

0.47

$

0.18

$

0.29

 

161.11

%

Net Income - Diluted

$

0.47

$

0.18

$

0.29

 

161.11

%

Dividend Per Share

$

0.28

$

0.27

$

0.01

 

3.70

%

Number of Shares Used in Computation - Basic

 

15,703,932

 

15,778,391

 

  

 

  

Number of Shares Used in Computation - Diluted

 

15,710,345

 

15,779,721

 

  

 

  

CONDENSED, CONSOLIDATED EARNINGS INFORMATION

(Dollars In Thousands, Except Per Share Data)   (Unaudited)

NINE MONTHS ENDED

 

September 30, 

 

2021

2020

 

    

(Current)

    

(Prior Year)

    

$ Incr. (Decr.)

    

% Incr. (Decr.)

 

Interest and Dividend Income

$

63,255

$

55,301

$

7,954

 

14.38

%

Interest Expense

 

5,032

 

7,491

 

(2,459)

 

(32.83)

%

Net Interest Income

 

58,223

 

47,810

 

10,413

 

21.78

%

Provision for Loan Losses

 

2,533

 

3,293

 

(760)

 

(23.08)

%

Net Interest Income After Provision for Loan Losses

 

55,690

 

44,517

 

11,173

 

25.10

%

Noninterest Income

 

19,441

 

17,779

 

1,662

 

9.35

%

Net Gains on Available-for-sale Debt Securities

 

25

 

25

 

0

 

0.00

%

Merger-Related Expenses

 

0

 

7,526

 

(7,526)

 

(100.00)

%

Other Noninterest Expenses

 

46,454

 

39,834

 

6,620

 

16.62

%

Income Before Income Tax Provision

 

28,702

 

14,961

 

13,741

 

91.85

%

Income Tax Provision

 

5,456

 

2,509

 

2,947

 

117.46

%

Net Income

$

23,246

$

12,452

$

10,794

 

86.68

%

Net Income Attributable to Common Shares (1)

$

23,057

$

12,378

$

10,679

 

86.27

%

PER COMMON SHARE DATA:

 

  

 

  

 

  

 

  

Net Income - Basic

$

1.46

$

0.86

$

0.60

 

69.77

%

Net Income - Diluted

$

1.46

$

0.86

$

0.60

 

69.77

%

Dividend Per Share

$

0.83

$

0.81

$

0.02

 

2.47

%

Number of Shares Used in Computation - Basic

 

15,806,897

 

14,388,797

 

  

 

  

Number of Shares Used in Computation - Diluted

 

15,813,129

 

14,393,429

 

  

 

  

(1)

Basic and diluted net income per common share are determined based on net income less earnings allocated to nonvested restricted shares with nonforfeitable dividends.

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CONDENSED, CONSOLIDATED BALANCE SHEET DATA

(Dollars In Thousands) (Unaudited)

September 30, 

September 30, 

September 30, 2021 vs 2020

 

    

2021

    

2020

    

$ Incr. (Decr.)

    

% Incr. (Decr.)

 

ASSETS

Cash & Due from Banks

$

198,995

$

174,478

$

24,517

 

14.05

%

Available-for-sale Debt Securities

 

437,857

 

340,545

 

97,312

 

28.58

%

Loans, Net

 

1,563,008

 

1,680,617

 

(117,609)

 

(7.00)

%

Bank-Owned Life Insurance

30,530

29,942

588

1.96

%

Bank Premises and Equipment, Net

20,526

21,504

(978)

(4.55)

%

Intangible Assets

 

55,955

 

56,585

 

(630)

 

(1.11)

%

Other Assets

 

48,025

 

49,122

 

(1,097)

 

(2.23)

%

TOTAL ASSETS

$

2,354,896

$

2,352,793

$

2,103

 

0.09

%

LIABILITIES

 

  

 

  

 

  

 

  

Deposits

$

1,940,141

$

1,871,514

$

68,627

 

3.67

%

Borrowed Funds - Federal Home Loan Bank and Repurchase Agreements

 

40,555

 

143,657

 

(103,102)

 

(71.77)

%

Senior Notes, Net

14,685

0

14,685

 

%

Subordinated Debt, Net

 

32,988

 

16,572

 

16,416

 

99.06

%

Other Liabilities

 

27,125

 

24,734

 

2,391

 

9.67

%

TOTAL LIABILITIES

 

2,055,494

 

2,056,477

 

(983)

 

(0.05)

%

STOCKHOLDERS' EQUITY

 

  

 

  

 

  

 

  

Common Stockholders' Equity, Excluding Accumulated

 

  

 

  

 

  

 

  

Other Comprehensive Income

 

292,997

 

284,707

 

8,290

 

2.91

%

Accumulated Other Comprehensive Income:

 

  

 

  

 

  

 

  

Net Unrealized Gains on Available-for-sale Debt Securities

 

6,300

 

11,376

 

(5,076)

 

(44.62)

%

Defined Benefit Plans

 

105

 

233

 

(128)

 

(54.94)

%

TOTAL STOCKHOLDERS' EQUITY

 

299,402

 

296,316

 

3,086

 

1.04

%

TOTAL LIABILITIES & STOCKHOLDERS' EQUITY

$

2,354,896

$

2,352,793

$

2,103

 

0.09

%

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