Company Declares Quarterly Cash Dividend of
$0.07 Per Share
Heritage Financial Group, Inc. (NASDAQ: HBOS), the holding
company for HeritageBank of the South, today announced unaudited
financial results for the quarter ended June 30, 2014. Key aspects
of the Company's results for the second quarter of 2014
include:
- Net income of $1.8 million or $0.23 per
diluted share, up 32% from $1.3 million or $0.18 per diluted share
for the linked quarter, but down 33% from $2.7 million or $0.36 per
diluted share for the year-earlier quarter;
- Excluding special items for each
quarter, net income of $2.4 million or $0.31 per diluted share, up
33% from $1.8 million or $0.24 per diluted share for the linked
quarter, but down 17% from $2.9 million or $0.39 per diluted share
for the year-earlier quarter (see non-GAAP reconciliation);
- Loan growth, excluding loans acquired
through FDIC-assisted acquisitions, of $42.2 million or 6% on a
linked-quarter basis and $106.7 million or 17% compared with the
year-earlier quarter;
- A decline in nonperforming loans,
excluding FDIC-acquired loans, of 24% on a linked-quarter basis and
43% compared with the year-earlier quarter;
- An increase in the provision for loan
losses, excluding FDIC-acquired loans, to $510,000, up from $65,000
for the linked quarter and down 20% compared with $640,000 for the
year-earlier quarter;
- Mortgage originations increased to
$249.9 million for the quarter, up $114.4 million or 84% from the
linked quarter and up $133.2 million or 114% from the year-earlier
quarter; and
- FDIC-acquired portfolios experienced
improvement in cash flows, which resulted in $12.7 million of
non-accretable discount transferred to the accretable discount and
also resulted in an increase in the FDIC clawback expenses to
$882,000.
Commenting on the results, Leonard Dorminey, President and Chief
Executive Officer, said, "We are pleased to report ongoing
improvements in our operating results. Our core loan portfolio
continued to grow in the second quarter, reflecting overall
expansion along with continued organic growth, while at the same
time credit quality metrics demonstrated further improvements in
portfolio risks. Cash flows from our FDIC-acquired portfolios also
have continued to improve, which have increased our interest
income, but likewise resulted in a large increase in our clawback
liability during the quarter. Additionally, our mortgage expansion
efforts continue to cement as a solid platform for future growth,
evidenced by a substantial increase in originations during the
second quarter and a significantly larger pipeline of loans in
process at quarter's end." Dorminey noted that HeritageBank
Mortgage turned solidly profitable in the second quarter of 2014 as
the Company begins to benefit from the investment it has made in
these operations over the past two years.
Referring to the April 2014 announcement of the Company's
pending acquisition of Alarion Bank, the banking subsidiary of
Alarion Financial Services, Inc. ("Alarion"), Dorminey noted that
the Company expects to complete the acquisition during the third
quarter of 2014, assuming approval by regulatory authorities and
Alarion's shareholders as well as the satisfaction of other
customary closing conditions. Alarion has called a special meeting
of its shareholders to be held on August 19, 2014, to consider and
vote on the transaction, which is valued at approximately $22.3
million. Integration planning relating to the proposed transaction
is continuing and, related to this, the Company has hired David C.
Wilson to assist with preparation for the Company's entry into the
Gainesville market. Wilson, with more than 30 years of lending
experience, was most recently Gainesville City President for BBVA –
Compass Bank.
Dorminey also noted that the Company's Board of Directors has
declared a regular quarterly cash dividend of $0.07 per share,
which will be paid on August 22, 2014, to stockholders of record as
of August 8, 2014.
Second Quarter 2014 Results of Operations
The $429,000 increase in reported quarterly earnings for the
second quarter of 2014 compared with the linked quarter resulted
primarily from the following items:
- Increased interest income of $1.9
million, driven by growth in interest earning assets coupled with
improved loan discount accretion from FDIC-acquired loans of
$793,000;
- Solid growth in revenue from mortgage
banking activities of $2.9 million; offset by
- Increased provision for loan losses
expense of $445,000, driven by core loan growth;
- Accelerated negative accretion of the
FDIC loss-share receivable of $1.3 million; and
- Increased salaries and employee
benefits of $1.7 million, driven by mortgage banking
expansion.
The $888,000 decrease in reported quarterly earnings for the
second quarter of 2014 compared with the year-earlier quarter
primarily resulted from the following items:
- Increased salaries and employee
benefits of $2.1 million;
- Reduced interest income on loans of
$972,000;
- Growth in FDIC loss-share clawback
expenses of $758,000; offset by
- Increased revenue from mortgage banking
activities of $1.6 million; and
- Improved interest income on loans held
for sale of $1.2 million
Net interest income for the second quarter of 2014 increased 1%
to $15.8 million from $15.6 million in the year-earlier quarter,
primarily reflecting an increase in interest-earning assets related
to acquisitions and organic growth. The Company's net interest
margin was 4.92% for the second quarter of 2014, a decline of 48
basis points from 5.40% for the year-earlier period. The reduction
in net interest margin for the second quarter of 2014 compared with
the year-earlier quarter was driven by a decline in the yield on
loans, offset in part by an increase in the yield on investment
securities. Excluding FDIC-acquired loan discount adjustments from
the net interest margin, the core net interest margin was 3.34% for
the second quarter of 2014, an improvement of 27 basis points from
3.07% compared with the year-earlier quarter. The improvement in
the core net interest margin was driven by an increase in the yield
on core loans compared with the year-earlier quarter.
In the second quarter of 2014, the Company continued to achieve
loan growth, with its core loan portfolio increasing $42.2 million
organically on a linked-quarter basis and advancing $106.7 million
overall compared with the year-earlier quarter. For the second
quarter of 2014, the Company's loan portfolio, including
FDIC-acquired loans, totaled $845.1 million, increasing $35.1
million on a linked-quarter basis from $810.0 million and from
$769.9 million compared with the year-earlier quarter. The organic
loan growth from the linked quarter was primarily driven by growth
in the Albany, South Atlanta, and Macon, Georgia markets, as well
as in the Birmingham, Alabama market. Total deposits stood at
$1.209 billion at the end of the second quarter of 2014, up 7% from
$1.127 billion on a linked-quarter basis, and up 13% from $1.066
billion for the year-earlier quarter.
For the second quarter of 2014, the Company's loans held for
sale totaled $127.2 million, increasing $750,000 or 1% on a
linked-quarter basis from $126.4 million, and increasing $83.6
million or 192% from $43.5 million compared with the year-earlier
quarter. The slight increase in the loans held for sale for the
current quarter occurred as loan sales paced current production for
the quarter. Loan sales to the agencies for the second quarter
totaled $158.0 million and, separately, the Company recorded a gain
of $1.3 million related to the mortgage servicing rights for those
loans. Total mortgage production for the second quarter was $249.9
million, up 84% on a linked-quarter basis from $135.5 million and
up 114% from $116.7 million compared with the year-earlier
quarter.
Noninterest income for the second quarter of 2014 improved 65%
to $5.3 million from $3.2 million in the year-earlier quarter,
primarily driven by increases in revenue from mortgage banking
activities of $1.6 million, service charges on deposit accounts of
$206,000, gain on sales of securities of $138,000 and bankcard
services income of $110,000. Noninterest expense for the second
quarter of 2014 increased 24% to $18.1 million from $14.6 million
in the year-earlier quarter, primarily driven by increases in
salaries and employee benefits of $2.1 million related to the
expansion of the mortgage division and an increase in FDIC
loss-share clawback expenses of $758,000 related to the improvement
in cash flows experienced on covered loss-share loan
portfolios.
Accounting for FDIC-Assisted Acquisitions
The Company performs ongoing assessments of the estimated cash
flows of its FDIC-acquired loan portfolios. The fair value of the
FDIC-acquired loan portfolios consisted of $43.4 million in covered
and $56.9 million in non-covered loans at the end of the second
quarter of 2014 compared with $57.2 million in covered and $74.6
million in non-covered loans for the year-earlier quarter. The
outstanding principal balance of the FDIC-acquired loan portfolios
totaled $153.0 million at the end of the second quarter of 2014
compared with $210.0 million for the year-earlier quarter. The
details of the accounting for the FDIC-acquired loan portfolios for
the second quarter of 2014 are as follows:
- Covered FDIC-acquired loans decreased
$4.2 million and non-covered FDIC-acquired loans decreased $2.9
million from the linked quarter;
- The negative accretion for the FDIC
loss-share receivable was $3.4 million and the FDIC loss-share
clawback accrual increased to $3.4 million;
- Provision expense for FDIC-acquired
covered loans increased to $25,000 while non-covered loans
decreased to negative $61,000; and
- Loan discount accretion recognized in
interest income increased to $4.6 million.
For the second quarter of 2014, loan discount accretion
recognized in interest income improved 21% to $4.6 million from
$3.9 million for the linked quarter, but declined 24% from $6.1
million for the year-earlier quarter. Provision expense of $25,000
was recorded for loan charge-offs on covered individually assessed
FDIC-acquired loans not provided for by the discount, with
approximately 80% of the charge-offs reimbursable by the FDIC. The
provision expense for these covered loans did not affect the
Company's loan loss reserve. Negative provision expense of $61,000
was recorded for non-covered FDIC-acquired loans, driven by the
reversal of the $105,000 valuation allowance recorded during the
first quarter of 2014, offset in part by $44,000 in loan
charge-offs on non-covered individually assessed loans not provided
by the discount. The FDIC loss-share receivable associated with
covered FDIC-acquired assets decreased 12% to $33.2 million from
$37.6 million for the linked quarter and declined 31% from $48.1
million for the year-earlier quarter. The reduction in the FDIC
loss-share receivable for the linked quarter was primarily driven
by negative accretion of $3.4 million, affecting the loss-share
receivable asset associated with the improvement in expected cash
flows of the covered FDIC-acquired performing loan portfolios and
FDIC reimbursements received of $896,000. An increase to the FDIC
clawback liability accrual was recorded as an expense for the
current quarter of $882,000, which increased the total accrual to
$3.4 million. This clawback was caused by an improvement in
estimates of expected cash flows for both FDIC-assisted
acquisitions covered under loss-sharing agreements.
The covered FDIC-acquired loan discount affecting the loss-share
receivable was $29.9 million, or 89.8% of the loss-share
receivable, for the second quarter of 2014 compared with $45.4
million, or 94.5% of the loss-share receivable, for the
year-earlier quarter. The gross balance of covered FDIC-acquired
assets decreased to $89.5 million for the second quarter of 2014
compared with $125.6 million for the year-earlier quarter. The FDIC
loss-share receivable as a percent of the covered FDIC-acquired
assets decreased to 37.1% compared with 38.3% for the year-earlier
quarter.
Asset Quality
Total nonperforming assets, excluding FDIC-acquired assets,
decreased to $7.5 million, or 0.50% of total assets, compared with
$10.3 million, or 0.73% of total assets, for the linked quarter and
declined from $15.3 million, or 1.14% of total assets, for the
year-earlier quarter. Annualized net charge-offs to average
outstanding loans, excluding FDIC-acquired loans, were 0.05% for
the second quarter of 2014 compared with annualized net recoveries
of 0.01% for the linked quarter and annualized net charge-offs of
0.45% for the year-earlier quarter. Nonperforming loans, excluding
FDIC-acquired loans, totaled $7.0 million for the second quarter of
2014, down from $9.2 million for the linked quarter and from $12.2
million for the year-earlier quarter. Other real estate owned and
repossessed assets, excluding FDIC-acquired assets, totaled
$507,000 for the second quarter of 2014, down from $1.1 million for
the linked quarter and from $3.0 million for the year-earlier
quarter.
The provision for loan losses on non-FDIC-acquired loans
increased to $510,000 for the second quarter of 2014 from $65,000
for the linked quarter, but decreased from $640,000 for the
year-earlier quarter, primarily driven by improving trends in total
criticized and classified loans offset in part by core loan growth.
For the second quarter in 2014, the allowance for loan losses
represented 1.27% of total loans outstanding, excluding
FDIC-acquired loans, versus 1.30% for the linked quarter and 1.42%
for the year-earlier quarter.
Capital Management Initiatives
The Company intends to maintain its capital strength at the
current level to support growth and its acquisition activities.
Accordingly, future stock buybacks and future dividends will be
premised largely on the Company's future earnings power rather than
a return of capital to stockholders.
The Company's estimated total risk-based capital ratio at June
30, 2014, was 14.0%, significantly exceeding the required minimum
of 10% to be considered a well-capitalized institution. The ratio
of tangible common equity to total tangible assets was 8.5% as of
June 30, 2014.
Upcoming Investor Conference
At 10:00 a.m. ET on Wednesday, July 30, 2014, the Company's
management will make a presentation at Keefe, Bruyette & Woods'
15th Annual Community Bank Investor Conference, which will be
available to investors via a live audio webcast. The presentation
used at the conference, updated for second quarter results, is now
available on the Company's website at www.eheritagebank.com under
the "Investors" tab and will remain available for 90 days.
About Heritage Financial Group, Inc. and HeritageBank of the
South
Heritage Financial Group, Inc. is the holding company for
HeritageBank of the South, a community-oriented bank serving
primarily Georgia, Florida and Alabama through 29 banking
locations, 15 mortgage offices, and 5 investment offices. As of
June 30, 2014, the Company reported total assets of approximately
$1.5 billion and total stockholders' equity of approximately $132
million. For more information about the Company, visit HeritageBank
of the South on the Web at www.eheritagebank.com under the
"Investors" tab.
Cautionary Note Regarding Forward Looking Statements
Except for historical information contained herein, the matters
included in this news release and other information in the
Company's filings with the Securities and Exchange Commission may
contain certain "forward-looking statements," within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended. These
statements can be identified by the fact that they do not relate
strictly to historical or current facts and often use words or
phrases "opportunities," "prospects," "will likely result," "are
expected to," "will continue," "is anticipated," "estimate,"
"project," "intends" or similar expressions. The forward-looking
statements made herein represent the current expectations, plans or
forecasts of the Company's future results and revenues. The Company
intends such forward-looking statements to be covered by the safe
harbor provisions for forward-looking statements contained in the
Private Securities Reform Act of 1995 and includes this statement
for purposes of these safe harbor provisions. These statements are
not guarantees of future results or performance and involve certain
risks, uncertainties and assumptions that are difficult to predict
and are often beyond the Company's control. Actual outcomes and
results may differ materially from those expressed in, or implied
by, any of these forward-looking statements. Investors should not
place undue reliance on any forward-looking statement and should
consider the uncertainties and risks, discussed under Item 1A.
"Risk Factors" of the Company's 2013 Annual Report on Form 10-K and
in any of the Company's subsequent SEC filings. Further information
concerning the Company and its business, including additional
factors that could materially affect the Company's financial
results, is included in its other filings with the SEC.
HERITAGE FINANCIAL GROUP,
INC.Unaudited Reconciliation of Non-GAAP Measures Presented
in Earnings Release(Dollars in thousands, except per share
data)
Three Months Ended Six Months
Ended
June 30,
June 30, March 31, 2014
2013 2014 2014 2013 Total
noninterest income $ 5,286 $ 3,195 $ 3,487 $ 8,773 $ 9,959 Gain on
sale of securities (138 ) – – (138 ) – Gain on acquisitions
– – – –
(4,188 ) Adjusted noninterest income $ 5,148 $ 3,195
$ 3,487 $ 8,635 $ 5,771 Total
noninterest expense $ 18,116 $ 14,555 $ 15,476 $ 33,592 $ 27,909
Acquisition-related expenses (101 ) (148 ) (52 ) (153 ) (940 )
Accrual of FDIC acquisitions estimated clawback liability
(882 ) (124 ) (543 ) (1,425 ) (690 )
Adjusted noninterest expense $ 17,133 $ 14,283 $
14,881 $ 32,014 $ 26,279 Net income as
reported $ 1,772 $ 2,660 $ 1,343 $ 3,115 $ 6,588 Total adjustments,
net of tax* 606 203 441
1,048 (1,802 ) Adjusted net income $ 2,378
$ 2,863 $ 1,784 $ 4,163 $ 4,786
Diluted earnings per share $ 0.23 $ 0.36 $ 0.18 $ 0.41 $
0.88 Total adjustments, net of tax* 0.08 0.03
0.06 0.14 (0.24 )
Adjusted diluted earnings per share
$ 0.31 $ 0.39 $ 0.24 $ 0.55 $ 0.64
* The effective tax rate for the period
presented is used to determine net of tax amounts.
Net Income and Diluted Earnings Per Share
are presented in accordance with Generally Accepted Accounting
Principles ("GAAP"). Adjusted Noninterest Income, Adjusted
Noninterest Expense, Adjusted Net Income and Adjusted Diluted
Earnings Per Share are non-GAAP financial measures. The Company
believes that these non-GAAP measures aid in understanding and
comparing current-year and prior-year results, both of which
include unusual items of different natures. These non-GAAP measures
should be viewed in addition to, and not as a substitute for, the
Company's reported results.
Heritage Financial
Group, Inc. and Subsidiary Consolidated Balance Sheets
(Unaudited) (Dollars in thousands)
(Unaudited) June 30, December 31,
2014 2013* Cash and due from banks
$ 29,305
$ 34,804 Interest-bearing deposits in banks
57,244 3,249 Federal funds sold 2,028 130
Cash and cash equivalents 88,577 38,183 Securities
available for sale, at fair value 300,556 294,299 Federal Home Loan
Bank stock, at cost 5,604 7,342 Other equity securities, at cost
1,010 1,010 Loans held for sale 127,186 110,669 Loans 801,659
747,862 Covered loans 43,442 50,891 Less allowance for loan losses
9,457 8,955 Loans, net 835,644
789,798 Other real estate owned 1,845
3,482 Covered other real estate owned 5,865
7,053 Total other real estate owned 7,710
10,535 FDIC loss-share receivable 33,239
41,306 Premises and equipment, net 38,346 37,978 Goodwill and
intangible assets 5,786 4,253 Cash surrender value of bank owned
life insurance 24,559 24,183 Other assets 19,214
21,369
Total assets $ 1,487,431
$ 1,380,925
LIABILITIES AND
SHAREHOLDERS' EQUITY
Non-interest-bearing deposits
$ 168,666
$
148,253 Interest-bearing deposits 1,040,134
928,168 Total deposits 1,208,800
1,076,421 Federal funds purchased and securities sold
under repurchase agreements 35,350 37,648 Other borrowings 100,789
131,394 Other liabilities 10,832 10,399
Total liabilities 1,355,771
1,255,862
SHAREHOLDERS'
EQUITY
Preferred stock, par value; $0.01;
5,000,000 shares authorized; none issued
- - Common stock, par value $0.01; 45,000,000 shares authorized;
7,851,296 and 7,834,537 shares issued and outstanding, respectively
79 78 Capital surplus 79,288 78,566 Retained earnings 59,769 57,614
Accumulated other comprehensive loss, net of tax of $2,897 and
$5,175, respectively (4,346 ) (7,762 ) Unearned employee stock
ownership plan (ESOP), 305,885 and 332,535 shares, respectively
(3,130 ) (3,433 )
Total shareholders' equity
131,660 125,063 Total
liabilities & shareholders' equity $
1,487,431 $ 1,380,925 *
Derived from Audited Consolidated Financial Statements.
Heritage Financial Group,
Inc. and Subsidiary Consolidated Statements of Income
(Unaudited) (Dollars
in thousands except share and per share data) Three
Months Ended Six Months Ended June 30, June
30, June 30, June 30, 2014 2013
2014 2013
Interest
income:
Interest and fees on loans
$ 14,730
$ 15,702
$
28,080
$ 29,071 Interest on loans held for sale 1,466 290
2,491 405 Interest on taxable securities 1,215 1,095 2,421 1,961
Interest on nontaxable securities 368 308 722 593 Interest on
federal funds sold 1 2 2 3 Interest on deposits in other banks
30 88 49 109
Total interest income 17,810
17,485 33,765
32,142
Interest
expense:
Interest on deposits 1,176 1,041 2,316 2,095 Interest on other
borrowings 860 844 1,704
1,593
Total interest expense
2,036 1,885 4,020
3,688 Net interest income
15,774 15,600 29,745 28,454
Provision for loan losses 474 668
644 1,153
Net interest income
after provision for loan losses 15,300
14,932 29,101
27,301
Noninterest
income:
Service charges on deposit accounts 1,503 1,297 2,946 2,451
Bankcard services income 941 831 1,830 1,593 Other service charges,
commissions and fees 158 157 320 256 Brokerage fees 615 536 1,181
1,017 Mortgage banking activities 5,022 3,425 7,188 5,608
Bank-owned life insurance 187 201 376 403 Gain on sales of
securities 138 - 138 - Gain on acquisitions - - - 4,188 Accretion
of FDIC loss-share receivable (3,377 ) (3,376 ) (5,408 ) (5,775 )
Other 99 124 202
218
Total noninterest income 5,286
3,195 8,773
9,959
Noninterest
expense:
Salaries and employee benefits 10,310 8,185 18,890 14,615 Equipment
and occupancy 2,153 1,838 4,148 3,504 Advertising and marketing 221
349 449 536 Professional fees 523 302 974 517 Information services
expenses 1,150 1,307 2,350 2,489
Net loss on sales and write-downs of other
real estate owned
107 58 425 33
Net loss (gain) on sales and write-downs
of FDIC-acquired other real estate owned
173 (251 ) (91 ) (227 ) Foreclosed asset expenses 82 227 169 442
Foreclosed FDIC-acquired asset expenses 285 313 618 734 FDIC
insurance and other regulatory fees 299 278 543 534 Acquisition
related expenses 101 148 153 940 Deposit intangible expenses 192
211 388 405 FDIC loss-share clawback expenses 882 124 1,425 690
Other operating expenses 1,638 1,466
3,151 2,697
Total noninterest
expense 18,116 14,555
33,592 27,909
Income before income taxes 2,470 3,572
4,282 9,351 Applicable income tax 698
912 1,167 2,763
Net income $ 1,772 $
2,660 $ 3,115 $
6,588
Earnings per
common share:
Basic earnings per share
$ 0.24
$ 0.36 $
0.42 $ 0.88
Diluted earnings per share
$ 0.23
$ 0.36 $
0.41 $ 0.88
Weighted
average-common shares outstanding:
Basic
7,436,717 7,381,370
7,429,421 7,453,457
Diluted
7,607,501 7,383,992
7,594,730 7,455,892
Heritage
Financial Group, Inc. and Subsidiary Consolidated Statements
of Income (Unaudited)
(Dollars in thousands except share and per share
data) Five Quarter Comparison
6/30/2014 3/31/2014 12/31/2013
9/30/2013 6/30/2013
Interest
income:
Interest and fees on loans
$ 14,730
$ 13,350
$
15,911
$ 13,452 $ 15,702 Interest on loans held for sale
1,466 1,025 619 434 290 Interest on taxable securities 1,215 1,206
1,231 1,155 1,095 Interest on nontaxable securities 368 354 337 318
308 Interest on federal funds sold 1 1 2 4 2 Interest on deposits
in other banks 30 19 15
30 88
Total interest income
17,810 15,955
18,115 15,393
17,485
Interest
expense:
Interest on deposits 1,176 1,140 1,000 982 1,041 Interest on other
borrowings 860 844 862
853 844
Total interest expense
2,036 1,984
1,862 1,835 1,885
Net interest income 15,774
13,971 16,253 13,558 15,600
Provision for loan losses 510 65 220 350 640 Provision for
loan losses- FDIC-acquired covered 25 - - - 28 Provision for loan
losses- FDIC-acquired non-covered (61 ) 105 12 - -
Net interest income after provision for
loan losses 15,300 13,801
16,021 13,208
14,932
Noninterest
income:
Service charges on deposit accounts 1,503 1,443 1,642 1,577 1,297
Bankcard services income 941 889 890 852 831 Other service charges,
commissions and fees 158 162 121 136 157 Brokerage fees 615 566 560
561 536 Mortgage banking activities 5,022 2,166 2,949 1,953 3,425
Bank-owned life insurance 187 189 198 200 201 Gain on sales of
securities 138 - 85 - - Gain on acquisitions - - - - - Accretion of
FDIC loss-share receivable (3,377 ) (2,031 ) (2,021 ) (1,499 )
(3,376 ) Other 99 103 112
138 124
Total noninterest income
5,286 3,487
4,536 3,918 3,195
Noninterest
expense:
Salaries and employee benefits 10,310 8,580 8,722 8,108 8,185
Equipment and occupancy 2,153 1,995 1,922 1,932 1,838 Advertising
and marketing 221 228 299 335 349 Professional fees 523 451 559 340
302 Information services expenses 1,150 1,200 1,285 1,335 1,307
Net loss on sales and write-downs of other
real estate owned
107 318 38 335 58
Net loss (gain) on sales and write-downs
of FDIC-acquired other real estate owned
173 (264 ) (536 ) (206 ) (251 ) Foreclosed asset expenses 82 87 240
337 227 Foreclosed FDIC-acquired asset expenses 285 333 286 366 313
FDIC insurance and other regulatory fees 299 244 254 293 278
Impairment loss on assets held for sale - - 328 - - Acquisition
related expenses 101 52 102 280 148 Deposit intangible expenses 192
196 200 204 211 FDIC loss-share clawback expenses 882 543 261 286
124 Other operating expenses 1,638 1,513
1,746 1,389 1,466
Total noninterest expense 18,116
15,476 15,706
15,334 14,555 Income
before income taxes 2,470 1,812 4,851
1,792 3,572 Applicable income tax 698
469 1,446 470
912
Net income $ 1,772
$ 1,343 $ 3,405
$ 1,322 $ 2,660
Earnings per
common share:
Basic earnings per share
$ 0.24
$ 0.18 $
0.46 $ 0.18
$ 0.36 Diluted earnings per share
$ 0.23 $
0.18 $ 0.45
$ 0.18 $
0.36 Dividends
$ 0.07
$ 0.07 $
0.00 $ 0.00
$ 0.00
Weighted
average-common shares outstanding:
Basic
7,436,717 7,422,044
7,407,722 7,371,804
7,381,370 Diluted
7,607,501
7,581,775 7,530,606
7,483,812 7,383,992
Other Financial
Items:
Fixed compensation 5,431 5,092 4,979 5,175 5,354 Variable
compensation 3,074 1,617 1,531 1,336 1,163 Employee benefits and
taxes 1,805 1,871 2,212 1,597 1,668
Heritage Financial Group, Inc. and Subsidiary
Condensed Average Balances, Interest Rates and Yields
(Unaudited)
(Dollars in thousands)
Three Months Ended Six Months Ended June
30, June 30, 2014 2013 2014
2013 Average Average Average
Average Average Average Average
Average Balance Interest Rate
Balance Interest Rate Balance
Interest Rate Balance Interest
Rate
Interest-earning
assets:
Loans(1)(2) $ 955,685 $ 16,199 6.80 % $ 793,576 $ 15,994
8.08 % $ 929,563 $ 30,577 6.63 % $ 746,503 $ 29,480 7.96 %
Investment securities(2)
302,132 1,707 2.27 % 293,516 1,508 2.06 % 301,772 3,388 2.26 %
265,777 2,756 2.09 % Other short-term investments 39,427
31 0.32 % 80,554 90 0.45 % 30,124
51 0.34 % 63,180 112 0.36 %
Total
interest-earning assets 1,297,244
17,937 5.55 % 1,167,646
17,592 6.04 % 1,261,459
34,016 5.44 % 1,075,460
32,348 6.07 % Non-interest earning
assets 159,701 185,264 161,496 175,982
Total assets $ 1,456,945 $
1,352,910 $ 1,422,955 $
1,251,442
Interest-bearing
liabilities:
Deposits:
Interest checking, money market and savings $ 608,590 $ 357 0.24 %
$ 570,606 $ 324 0.23 % $ 582,355 $ 685 0.24 % $ 523,154 $ 611 0.24
% Time deposits 380,141 819 0.86 % 362,264
717 0.79 % 381,306 1,631 0.86 % 342,229
1,484 0.87 %
Total interest-bearing deposits
988,731 1,176 0.48 %
932,870 1,041 0.45 %
963,661 2,316 0.48 %
865,383 2,095 0.49 %
Federal Funds purchased and securities
sold under repurchase agreements
34,430 333 3.88 % 33,305 332 4.00 % 35,198 663 3.80 % 33,787 660
3.94 % Other Borrowings 132,453 527 1.60 %
102,115 512 2.01 % 125,968 1,041 1.67 %
84,140 933 2.24 %
Total interest-bearing liabilities
1,155,614 2,036 0.71 %
1,068,290 1,885 0.71 %
1,124,827 4,020 0.72 %
983,310 3,688 0.76 %
Non-interest
bearing liabilities:
Demand Deposits 162,431 147,376 160,518 133,296 Other Liabilities
7,862 15,546 8,170 13,585
Total
non-interest bearing liabilities 170,293 162,922
168,688 146,881
Total liabilities
1,325,907 1,231,212 1,293,515 1,130,191
Shareholders' equity 131,038 121,698 129,440 121,251
Total liabilities & shareholders' equity $
1,456,945 $ 1,352,910 $
1,422,955 $ 1,251,442 Net interest
income $ 15,901 $ 15,707 $
29,996 $ 28,660 Interest rate
spread 4.84 % 5.34 % 4.72
% 5.31 % Net yield on
interest-earning assets (net interest margin) 4.92
% 5.40 % 4.80 % 5.37
% Core net interest margin (non-GAAP):
Loans(1)(2) $ 955,685 $ 16,199 6.80 % $ 793,576 $ 15,994 8.08 % $
929,563 $ 30,577 6.63 % $ 746,503 $ 29,480 7.96 %
FDIC-acquired loan discount
adjustments(3)
56,445 4,644 33.00 % 82,508 6,144 29.87
% 58,738 8,494 29.16 % 75,167 10,732
28.79 %
Adjusted loans 1,012,130 11,555 4.58 %
876,084 9,850 4.51 % 988,301 22,083
4.51 % 821,670 18,748 4.60 %
Adjusted total interest-earning assets $
1,353,689 13,293 3.94 % $
1,250,154 11,448 3.67 % $
1,320,197 25,522 3.90 % $
1,150,627 21,616 3.79 %
Total interest-bearing liabilities $
1,155,614 2,036 0.71 % $
1,068,290 1,885 0.71 % $
1,124,827 4,020 0.72 % $
983,310 3,688 0.76 %
Core Net interest income $ 11,257 $
9,563 $ 21,502 $ 17,928
Core Interest rate spread 3.23 % 2.97
% 3.18 % 3.03 % Core
Net yield on interest-earning assets (net interest margin
non-GAAP) 3.34 % 3.07 % 3.28
% 3.14 %
(1)
Average loan balances includes nonaccrual
loans for the periods presented.
(2)
Fully Taxable Equivalent (“FTE”) at the rate of 34%. The FTE basis
adjusts for the tax benefits of income on certain tax-exempt loans
and investments using the federal statutory rate of 34% for each
period presented. The Company believes this measure to be the
preferred industry measurement of net interest income and provides
relevant comparison between taxable and non-taxable amounts.
(3)
FDIC-acquired loan discount adjustments include the reduction of
interest income for FDIC-acquired loan discount accretion excluding
contractual interest payments and the increase of core loans for
the total balance of FDIC-acquired loan discounts.
Heritage Financial Group, Inc. and
Subsidiary Consolidated Financial Highlights
(Unaudited)
(Dollars in thousands except share and per share data)
Five Quarter Comparison
Financial
Condition Data:
6/30/2014 3/31/2014 12/31/2013
9/30/2013 6/30/2013 Total loans
$ 845,101
$ 810,028
$ 798,753
$ 789,092
$ 769,921 Loans held for sale 127,186 126,436 110,669 38,042
43,545 Covered loans 43,442 47,684 50,891 53,843 57,176 Allowance
for loan losses 9,457 9,145 8,955 8,894 9,047 Total other real
estate owned 7,710 8,727 10,535 10,244 11,949 Covered other real
estate owned 5,865 6,095 7,053 5,909 7,815 FDIC loss-share
receivable 33,239 37,637 41,306 44,527 48,106 Goodwill and
intangible assets 5,786 4,757 4,253 4,251 4,455 Total assets
1,487,431 1,413,540 1,380,925 1,322,309 1,334,016
Non-interest-bearing deposits 168,666 163,090 148,253 153,163
148,219 Interest-bearing deposits 1,040,134 963,564 928,168 899,318
917,712 Other borrowings 100,789 116,127 131,394 101,667 101,940
Federal funds purchased and securities
sold under agreement to repurchase
35,350 33,785 37,648 35,393 33,094 Stockholders' equity 131,660
127,984 125,063 120,534 118,540 Total shares outstanding
7,851,296 7,834,517 7,834,537 7,834,765 7,803,910 Unearned ESOP
shares 305,885 319,210 332,535
345,860 359,186 Total shares
outstanding net of unearned ESOP 7,545,411
7,515,307 7,502,002 7,488,905
7,444,724 Book value per share $ 17.45 $ 17.03
$ 16.67 $ 16.10 $ 15.92
Book value per share including unearned
ESOP (non-GAAP)
16.77 16.34 15.96 15.38 15.19 Tangible book value per share
(non-GAAP) 16.68 16.40 16.10 15.53 15.32
Tangible book value per share including
unearned ESOP (non-GAAP)
16.03 15.73 15.42 14.84 14.62 Market value per share 19.83 19.65
19.25 17.42 14.75
Five Quarter
Comparison 6/30/2014 3/31/2014
12/31/2013 9/30/2013 6/30/2013
Key Financial
Ratios and other information:
Performance Ratios Annualized return on average
assets 0.49 % 0.39 % 1.00 % 0.40 % 0.79 % Annualized return on
average equity 5.42 % 4.26 % 11.10 % 4.41 % 8.74 % Net interest
margin 4.92 % 4.66 % 5.50 % 4.73 % 4.78 % Net interest spread 4.84
% 4.59 % 5.43 % 4.66 % 4.71 % Core net interest margin 3.34 % 3.23
% 3.20 % 3.23 % 3.28 % Core net interest spread 3.23 % 3.12 % 3.10
% 3.13 % 3.17 % Efficiency ratio 82.07 % 84.20 % 71.66 % 82.29 %
74.17 %
Capital Ratios Average stockholders' equity
to average assets 9.0 % 9.2 % 9.0 % 9.0 % 9.0 % Tangible equity to
tangible assets (non-GAAP) 8.5 % 8.7 % 8.8 % 8.8 % 8.6 % Tier 1
leverage ratio 9.1 % 9.0 % 9.5 % 9.4 % 9.0 % Tier 1 risk-based
capital ratio 13.0 % 12.8 % 13.5 % 14.3 % 14.3 % Total risk-based
capital ratio 14.0 % 13.8 % 14.5 % 15.4 % 15.3 %
Other
Information Full-time equivalent employees 490 455 426 412 401
Banking 312 305 306 308 316 Mortgage 171 143 113 97 79 Investments
7 7 7 7 6 Number of banking offices 29 29 27 27 29 Mortgage loan
offices 15 15 14 12 12 Investment offices 5 5 4 4 4
Heritage Financial Group,
Inc. and Subsidiary Consolidated Financial Highlights
(Unaudited)
(Dollars in thousands) Five Quarter Comparison
Loans
6/30/2014 3/31/2014 12/31/2013
9/30/2013 6/30/2013 Construction and
land $ 57,863 $ 53,138 $ 50,167 $ 48,808 $ 42,753 Farmland 28,502
30,116 23,420 22,561 23,447 Permanent 1 - 4 174,026 173,581 174,565
169,105 166,199 Permanent 1 - 4 - junior liens and revolving 35,827
34,661 32,038 30,180 29,432 Multifamily 26,436 25,718 22,650 27,468
26,301 Nonresidential 277,295 262,753 256,567 250,859 234,259
Commercial business 116,926 101,696 101,161 95,108 88,828 Consumer
and other 27,918 20,907 23,976
21,499 26,889 Total core loans $
744,793 $ 702,570 $ 684,544 $ 665,588 $
638,108 FDIC-acquired non-covered 56,866
59,774 63,318 69,661
74,637 Total loans 801,659
762,344 747,862 735,249
712,745 FDIC-acquired covered 43,442 47,684
50,891 53,843 57,176 Allowance for loan losses 9,457
9,145 8,955 8,894
9,047 $ 835,644 $ 800,883 $ 789,798
$ 780,198 $ 760,874
Loan Balances by
Geographical Region (excluding FDIC-acquired loans):
Five Quarter Comparison 6/30/2014
3/31/2014 12/31/2013 9/30/2013
6/30/2013 Albany, Georgia $ 321,566 $ 302,664
$ 294,033 $ 288,089 $ 282,509 Valdosta, Georgia 103,231 103,479
100,936 101,729 96,485 Ocala, Florida 55,231 57,322 58,343 58,115
58,240 Statesboro, Georgia 128,421 121,636 122,928 124,667 118,056
Auburn, Alabama 36,023 36,171 36,130 31,485 26,061 Macon, Georgia
80,323 75,722 68,638 60,197 55,935 Birmingham, Alabama 10,834 2,091
1,590 344 822 South Atlanta 9,164 3,485
1,946 962 - $ 744,793
$ 702,570 $ 684,544 $ 665,588 $ 638,108
Asset Quality
Data (excluding FDIC-acquired loans):
Five Quarter Comparison 6/30/2014
3/31/2014 12/31/2013 9/30/2013
6/30/2013 Nonaccrual loans $ 7,003 $
9,245 $ 9,435 $ 10,986 $ 12,223 Loans - 90 days past due &
still accruing - - -
- - Total non-performing loans
7,003 9,245 9,435 10,986
12,223 OREO 507
1,104 1,789 2,654 3,046
Total non-performing assets $ 7,510 $ 10,349 $
11,224 $ 13,640 $ 15,269 Trouble
debt restructuring - nonaccrual $ 3,426 $ 5,702 $ 5,763 $ 5,840 $
6,496 Trouble debt restructuring - accruing 4,392
1,968 1,983 1,996
2,009 Total trouble debt restructuring $ 7,818 $
7,670 $ 7,746 $ 7,836 $ 8,505
Accruing past due loans $ 750 $ 830 $ 1,001 $ 669 $ 934
Total criticized assets 21,553 22,026 22,741 26,116 25,785 Total
classified assets 18,573 18,717 19,582 23,048 22,985
Allowance for loan losses 9,457 9,145 8,955 8,894 9,047 Net
charge-offs (recoveries) $ 92 $ (20 ) $ 160 $ 503 $ 698
Asset Quality
Ratios:
Allowance for loan losses to total core loans 1.27 % 1.30 %
1.31 % 1.34 % 1.42 % Allowance for loan losses to average core
loans 1.31 % 1.32 % 1.33 % 1.37 % 1.45 % Allowance for loan losses
to non-performing loans 135.04 % 98.92 % 94.91 % 80.96 % 74.02 %
Non-performing loans to total core loans 0.94 % 1.32 % 1.38 % 1.65
% 1.92 % Non-performing assets to total assets 0.50 % 0.73 % 0.81 %
1.03 % 1.14 %
Net charge-offs (recoveries) to average
core loans (annualized)
0.05 % -0.01 % 0.10 %
0.31 % 0.45 %
Heritage Financial Group, Inc. and
Subsidiary Consolidated Financial Highlights
(Unaudited)
(Dollars in thousands) Five Quarter Comparison
FDIC-acquired
assets
6/30/2014 3/31/2014 12/31/2013
9/30/2013 6/30/2013
FDIC-acquired
non-covered loans:
Commercial real estate $ 21,020 $ 21,269 $ 22,268 $ 25,027 $ 27,258
Residential real estate 26,456 28,115 30,134 32,318 33,452
Construction and land 4,934 5,573 5,156 5,195 5,941 Commercial and
industrial 1,800 1,926 2,604 3,638 4,106 Consumer and other
2,656 2,891 3,156 3,483
3,880 Total 56,866 59,774 63,318 69,661 74,637
FDIC-acquired
covered loans:
Commercial real estate 12,295 14,044 14,161 14,956 15,384
Residential real estate 19,637 22,372 23,886 25,082 27,283
Construction and land 10,679 10,332 11,642 12,469 12,645 Commercial
and industrial 762 801 864 924 1,340 Consumer and other 69
135 338 412
524 Total 43,442 47,684
50,891 53,843 57,176 Total
carrying value of FDIC-acquired loans $ 100,308 $ 107,458
$ 114,209 $ 123,504 $ 131,813
Non-accrete discount for FDIC-acquired loans 16,600 30,818 36,746
48,545 55,170 Accretable discount for FDIC-acquired loans
36,066 27,492 26,860
23,445 23,007 Total discount for FDIC-acquired
loans 52,666 58,310 63,606
71,990 78,177 Outstanding
principal balance for FDIC-acquired loans $ 152,974 $
165,768 $ 177,815 $ 195,494 $ 209,989
FDIC-acquired
OREO:
Non-covered $ 1,338 $ 1,527 $ 1,694 $ 1,680 $ 1,087 Covered
5,865 6,095 7,053 5,909
7,815 Total carrying value of FDIC-acquired
OREO $ 7,203 $ 7,622 $ 8,747 $ 7,589 $
8,902 Total discount for FDIC-acquired OREO 7,593
10,255 11,186 12,038
11,013 Gross carrying value of FDIC-acquired
OREO $ 14,796 $ 17,877 $ 19,933 $ 19,627
$ 19,915
Total loan discount
accretion recognized in income:
Individual assessed discount accretion $ 1,681 $ 808 $ 3,132 $ 791
$ 2,336 Pooled assessed discount accretion 2,963
3,042 3,140 2,927
3,808 Total loan discount accretion recognized in income $
4,644 $ 3,850 $ 6,272 $ 3,718 $ 6,144
FDIC-acquired
ratios:
Total discount to principal balance for FDIC-acquired loans 34.4 %
35.2 % 35.8 % 36.8 % 37.2 %
Five Quarter
Comparison
Non-covered
FDIC-acquired assets
6/30/2014 3/31/2014 12/31/2013
9/30/2013 6/30/2013
Outstanding
principal balance:
FDIC-acquired non-covered loan pools $ 54,899 $ 58,294 $ 61,893 $
66,294 $ 70,144 FDIC-acquired non-covered loans individually
assessed 19,497 20,644 22,214
27,627 31,603 Total non-covered
outstanding principal loan balance 74,396 78,938 84,107 93,921
101,747 Gross carrying value for FDIC-acquired non-covered OREO
3,892 4,254 4,470
4,993 2,529 Total gross balance of non-covered
assets $ 78,288 $ 83,192 $ 88,577 $ 98,914
$ 104,276
Non-covered
non-accretable discount for estimated credit losses:
FDIC-acquired non-covered loan pools $ 2,883 $ 7,337 $ 8,932 $
9,297 $ 9,341 FDIC-acquired non-covered loans individually assessed
3,524 4,283 5,397
12,294 14,894 Total non-covered non-accretable
discount 6,407 11,620 14,329 21,591 24,235 FDIC-acquired
non-covered OREO discount 2,554 2,728
2,776 3,313 1,442 Total
non-covered discount for estimated credit losses $ 8,961 $
14,348 $ 17,105 $ 24,904 $ 25,677
Non-covered
accretable discount:
Non-covered accretable discount for improvement in cash flows $
10,270 $ 6,603 $ 5,458 $ 380 $ 318 Other non-covered accretable
discount 855 941 1,002
2,288 2,558 Total non-covered
accretable discount 11,125 7,544
6,460 2,668 2,876 Total
non-covered discount $ 20,086 $ 21,892 $ 23,565
$ 27,572 $ 28,553
Non-covered loan
discount accretion recognized in income:
Individual assessed discount accretion $ 690 $ 428 $ 2,375 $ 619 $
974 Pooled assessed discount accretion 321 187
249 184 174 Total
non-covered discount accretion recognized in income $ 1,011
$ 615 $ 2,624 $ 803 $ 1,148
Non-covered
FDIC-acquired ratios:
Total discount to principal balance for non-covered FDIC-acquired
assets 25.7 % 26.3 % 26.6 % 27.9 % 27.4 % Gross balance of
non-covered loans to total FDIC-acquired loans 48.6 % 47.6 % 47.3 %
48.0 % 48.5 %
Five Quarter Comparison
Covered
FDIC-acquired assets
6/30/2014 3/31/2014 12/31/2013
9/30/2013 6/30/2013
Outstanding
principal balance:
FDIC-acquired covered loan pools $ 57,567 $ 63,789 $ 69,192 $
74,020 $ 79,552 FDIC-acquired covered loans individually assessed
21,010 23,041 24,517
27,554 28,690 Total covered outstanding
principal loan balance 78,577 86,830 93,709 101,574 108,242 Gross
carrying value for FDIC-acquired OREO covered 10,904
13,622 15,463 14,634
17,385 Total gross balance of covered assets $ 89,481
$ 100,452 $ 109,172 $ 116,208 $ 125,627
Covered
non-accretable discount for estimated credit losses:
FDIC-acquired covered loan pools $ 5,401 $ 12,215 $ 15,284 $ 16,281
$ 19,917 FDIC-acquired covered loans individually assessed
4,792 6,983 7,133 10,673
11,018 Total covered non-accretable discount
10,193 19,198 22,417 26,954 30,935
FDIC-acquired covered OREO discount
5,039 7,528 8,410
8,725 9,570 Total covered discount for
estimated credit losses $ 15,232 $ 26,726 $ 30,827
$ 35,679 $ 40,505
Covered accretable
discount:
Covered accretable discount for improvement in cash flows $ 22,084
$ 18,156 $ 18,012 $ 17,676 $ 16,297
Other covered accretable discount 2,858 1,792
2,389 3,101 3,834
Total covered accretable discount 24,942
19,948 20,401 20,777
20,131 Total covered discount $ 40,174 $ 46,674
$ 51,228 $ 56,456 $ 60,636
Covered loan
discount accretion recognized in income:
Individual assessed accretion $ 991 $ 380 $ 757 $ 172 $ 1,362
Pooled assessed accretion 2,642 2,855
2,891 2,743 3,634 Total
covered discount accretion recognized in income $ 3,633 $
3,235 $ 3,648 $ 2,915 $ 4,996
Covered
FDIC-acquired ratios:
Total discount to principal balance for covered FDIC-acquired
assets 44.9 % 46.5 % 46.9 % 48.6 % 48.3 %
Five Quarter Comparison
FDIC loss-share
receivable
6/30/2014 3/31/2014 12/31/2013
9/30/2013 6/30/2013
FDIC loss-share
receivable:
Single family estimated credit losses $ 7,506 $ 8,446 $ 8,995 $
9,134 $ 9,764 Non-single family estimated credit losses 22,347
27,459 30,077 33,550 35,678 Pending reimbursements and other
3,386 1,732 2,234 1,843
2,664 Total $ 33,239 $ 37,637 $
41,306 $ 44,527 $ 48,106 FDIC
loss-share clawback liability $ 3,366 $ 2,484 $ 1,941
$ 1,681 $ 1,393 Total covered discount
$ 40,174 $ 46,674 $ 51,228 $ 56,456 $
60,636 Total covered discount impacting FDIC loss-share
receivable $ 37,316 $ 44,882 $ 48,839 $ 53,355
$ 56,802 Total covered discount impacting FDIC
loss-share receivable at 80% $ 29,853 $ 35,906 $
39,071 $ 42,684 $ 45,442
FDIC loss-share
receivable ratios:
FDIC receivable as % of gross balance of covered assets 37.1 % 37.5
% 37.8 % 38.3 % 38.3 % Covered discount at 80% as of % of FDIC
receivable 89.8 % 95.4 % 94.6 % 95.9 % 94.5 %
Heritage Financial Group, Inc. and
Subsidiary Consolidated Financial Highlights
(Unaudited)
Mortgage Segment
Information
Five Quarter Comparison
6/30/2014 3/31/2014 12/31/2013
9/30/2013 6/30/2013 Net interest
income $ 924 $ 825 $ 114 $ 218 $ 112 Provision for loan losses - -
- - - Noninterest income 6,153 2,392 2,951 1,952 3,424 Noninterest
expense 6,178 3,815 3,149 2,968 3,239 Income tax expense (benefit)
278 (185 ) (26 ) (247 )
92 Mortgage profit (loss) $ 621 $ (413 ) $ (58 ) $
(551 ) $ 205 Mortgage segment assets $ 139,024
$ 136,662 $ 120,716 $ 44,588 $ 46,854
Other Financial
Items:
Fixed compensation $ 1,375 $ 1,106 $ 1,037 $ 1,010 $ 1,123 Variable
compensation 2,832 1,402 1,311 1,121 969
Mortgage Segment
Selected Other Information:
Five Quarter Comparison 6/30/2014
3/31/2014 12/31/2013 9/30/2013
6/30/2013 Retail production $ 187,669 $ 98,554
$ 84,381 $ 83,657 $ 97,608 Wholesale production 62,228
36,941 36,030 31,646
19,072 Total production $ 249,897 $ 135,495 $
120,411 $ 115,303 $ 116,680 Purchase as a % of total production 84
% 80 % 78 % 76 % 66 % Refi as a % of total production 16 % 20 % 22
% 24 % 34 % End of period locks $ 117,940 $ 71,121 $ 43,054 $
47,871 $ 53,910
Heritage Financial Group, Inc.T. Heath Fountain,
229-878-2055Executive Vice President and Chief Financial
Officer
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