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Debt
9 Months Ended
Sep. 30, 2025
Debt [Abstract]  
Debt Note 4 – Debt

Capital Notes

On April 13, 2020, the Company commenced a private placement of unregistered, unsecured subordinated notes (the “2020 Offering”). Between April 13, 2020 and July 8, 2020, the Company issued an aggregate principal amount of $10,050,000 of 3.25% fixed-rate notes (the “2020 Notes”). Interest was payable quarterly in arrears.

The 2020 Notes matured and were payable in full on June 30, 2025. On the maturity date, the Company repaid the entire $10,050,000 principal plus accrued interest of approximately $82,000. The $10,050,000 cash outflow is presented in the financing activities section of the Consolidated Statement of Cash Flows.

As of September 30, 2025, there was no remaining balance outstanding under the 2020 Notes. At December 31, 2024, the balance of the 2020 Notes was $10,050,000, presented net of unamortized issuance costs on the Consolidated Balance Sheet.

Other Long Term Debt

On December 29, 2021, Financial borrowed $11,000,000 from National Bank of Blacksburg (“NBB”) pursuant to a secured promissory note (the “NBB Note”). Prior to the modifications described below, the NBB Note bore interest at a rate of 4.00% and was being amortized over a fifteen-year period, with a balloon payment of approximately $9,375,000 due on December 31, 2024. The note is secured by a first-priority lien on approximately 4.95% of the Bank’s common stock. A portion of the proceeds was used to purchase 100% of the capital stock of PWW, the Company’s wholly-owned investment advisory subsidiary.

On June 30, 2022, NBB agreed to modify the terms of the NBB Note, effective July 1, 2022. Pursuant to that modification, the balloon payment date was extended to December 31, 2026, from December 31, 2024, and the interest rate was reduced to 3.90% from 4.00%.

On August 18, 2025, the Company entered into a Second Note Modification Agreement and Allonge (the “Second Allonge”) with NBB, effective September 1, 2025. Under the Second Allonge, the maturity date of the NBB Note was extended to August 31, 2030, the interest rate was increased to 5.65% per annum (from 3.90%), and the repayment terms were re-amortized to require 60 equal monthly installments of principal and interest of approximately $61,800, beginning September 30, 2025, with a final balloon payment of approximately $7,410,000 due at maturity. The Second Allonge also provides the Company with an option, upon any prepayment of principal of $1,000,000 or more, to request a one-time recast of the amortization schedule over the remaining term of the loan without altering the maturity date or interest rate.

Note 4 – Debt (continued)

As of September 30, 2025, the outstanding principal balance on the NBB Note was approximately $8.8 million. The note remains secured by a first-priority lien on approximately 4.95% of the Bank’s common stock.

Management evaluated the Second Allonge in accordance with the applicable guidance and determined that the changes represent a modification rather than an extinguishment of the existing debt. Accordingly, the carrying amount of the NBB Note continues to be presented on the Consolidated Balance Sheets under “other borrowings,” net of unamortized issuance costs.