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Orrstown Financial (ORRF) Reports Q4 EPS of $0.60

January 19, 2022 4:03 PM EST

Orrstown Financial Services, Inc. (NASDAQ: ORRF), the parent company of Orrstown Bank, announced earnings for the three months ended December 31, 2021. Net income totaled $6.7 million for the three months ended December 31, 2021, compared with $7.2 million for the three months ended September 30, 2021 and $10.1 million for the three months ended December 31, 2020. Diluted earnings per share totaled $0.60 for the three months ended December 31, 2021, compared with $0.65 for the three months ended September 30, 2021 and $0.91 for the three months ended December 31, 2020.

Thomas R. Quinn, Jr., President & CEO, commented, “Orrstown generated record earnings in 2021 in a challenging and unprecedented operating environment. The past two years have highlighted the dedication and commitment of our employees to both the Company and the communities we serve. In the fourth quarter, our exceptional commercial lending team continued to originate loans at a tremendous pace with the momentum expected to continue into 2022. The deployment of excess cash into higher earning assets drove a substantial improvement in our net interest margin. We expect that commercial loan production will contribute significantly towards offsetting a decline in PPP income in 2022. Orrstown continues to benefit from the new relationships formed through the SBA PPP program. Our team will be rewarded for our record performance in 2021 and this resulted in elevated expenses in the fourth quarter. We will continue to invest in our people and infrastructure as opportunities arise to build on the growth trajectory of the Company.”

Mr. Quinn continued, “Despite a strong economic recovery in 2021 and anticipated market interest rate increases over the next year, many challenges remain nationwide including the continued impact of COVID-19, wage pressures and inflation. In this unique environment, Orrstown is making every effort to ensure the safety and well-being of our employees and clients. As we proactively work through these concerns, the Company remains well positioned for a rising rate environment and we anticipate another successful year in 2022. This should further enable us to transform the Company through an increased focus on automation and digital banking.”

DISCUSSION OF RESULTS

Balance Sheet

Loans

Loans held for investment, which includes SBA PPP loans, increased by $40.2 million from September 30, 2021 to December 31, 2021, or 8% annualized, as the impact of SBA PPP loan forgiveness was offset by net commercial loan production. Excluding SBA PPP loans, total loans increased by $110.2 million from September 30, 2021 to December 31, 2021, or 26% annualized. SBA PPP loans, net of deferred fees and costs, declined by $70.0 million to $189.9 million at December 31, 2021 from $259.9 million at September 30, 2021 due to forgiveness activity. Commercial loans, excluding SBA PPP loans, increased by $110.5 million, or 34% annualized, from September 30, 2021 to December 31, 2021. The commercial loan pipeline is strong heading into the first quarter of 2022.

The remaining gross balance of SBA PPP loans is $195.3 million at December 31, 2021. Net deferred SBA PPP fees of $5.5 million remain at December 31, 2021, which are expected to mostly be earned by the end of 2022.

Home equity lines of credit increased by $6.7 million, or 17% annualized, in the fourth quarter of 2021. Residential mortgage loans declined by $4.5 million, or 9% annualized, in the three months ended December 31, 2021. Other installment loans decreased by $1.5 million, or 30% annualized, in the three months ended December 31, 2021. Consumer portfolio net runoff has slowed since the beginning of 2021. Overall loan growth, excluding SBA PPP loans, was 14% for the year ended December 31, 2021.

Investment Securities

Investment securities increased by $27.6 million to $479.7 million at December 31, 2021 compared to $452.1 million at September 30, 2021. During the fourth quarter of 2021, the Bank purchased mortgage-backed securities and municipal securities totaling $38.1 million. See Appendix C for a summary of the Bank's investment securities at December 31, 2021, highlighting the concentrations, credit ratings and credit enhancement levels of the portfolio at such date.

Deposits

Deposits decreased by $37.2 million, or 6% annualized, remaining at $2.5 billion at December 31, 2021 compared to September 30, 2021. In the fourth quarter of 2021, interest-bearing demand deposits decreased by $33.1 million, or 14.0% annualized and certificates of deposit decreased by $25.4 million, or 31% annualized. These decreases were partially offset by increases in noninterest-bearing demand deposits of $7.9 million, or 6% annualized and money market and savings deposits of $13.4 million, or 8% annualized. Deposits rose by $108.0 million, or 5%, from December 31, 2020 to December 31, 2021 due primarily to SBA PPP loan funding combined with clients continuing to maintain deposit balances in excess of historical norms. The Bank's loan-to-deposit ratio was 80% at December 31, 2021, an increase of 2% from September 30, 2021. On a longer-term basis, the Bank is targeting a loan-to-deposit ratio of 90%.

Income Statement

Net Interest Income and Margin

Net interest income increased by $2.0 million to $22.6 million for the three months ended December 31, 2021 compared to the three months ended September 30, 2021. The net interest margin increased to 3.35% in the fourth quarter of 2021 from 3.03% in the third quarter of 2021. The increase in net interest margin was a result of an increase in interest income from SBA PPP loan forgiveness (12 basis points) and commercial loan production (4 basis points), a decrease in average cash (11 basis points) and a decrease in cost of funds (3 basis points).

For the three months ended December 31, 2021 and September 30, 2021, there were $66.9 million and $98.2 million of SBA PPP loans forgiven, respectively. Interest income recognized on SBA PPP loans totaled $3.8 million in the three months ended December 31, 2021 as compared to $3.4 million in the three months ended September 30, 2021. This increase is due to the accretion and forgiveness of the remaining SBA PPP loans with higher fees.

The cost of deposits was 0.12% in the fourth quarter of 2021, which is down from 0.15% in the third quarter of 2021 and 0.33% in the fourth quarter of 2020. Rate reductions in the first and third quarters of 2021 combined with the continued maturity of higher yielding certificates of deposit drove this decrease.

Average cash and cash equivalents decreased from $347.2 million in the three months ended September 30, 2021 to $250.3 million in the three months ended December 31, 2021. The decrease reflects the Company’s strategy to reduce excess cash balances through increased commercial loan production.

Provision for Loan Losses

Asset quality metrics remained strong and trended positively in the fourth quarter. The allowance for loan losses totaled $21.2 million at December 31, 2021, compared with $20.0 million at September 30, 2021, due to continued commercial loan growth. Total classified loans decreased by $3.8 million, or 14%, to $23.1 million at December 31, 2021 from $26.9 million at September 30, 2021.

Net recoveries were $0.1 million for the three months ended December 31, 2021 compared to net recoveries of $0.2 million for the three months ended September 30, 2021. Nonperforming loans decreased by $2.6 million to $6.5 million at December 31, 2021 from $9.1 million at September 30, 2021 due to the payoff of one loan. Nonperforming loans were 0.33% of gross loans at December 31, 2021 and 0.47% of gross loans at September 30, 2021. The ratio of the allowance for loan losses to nonaccrual loans was 328% at December 31, 2021 compared to 219% at September 30, 2021. The allowance for loan losses to non-SBA guaranteed loans(1) remained steady at 1.2% at December 31, 2021 and September 30, 2021. Management believes the allowance for loan losses to be adequate based on current asset quality metrics.

Commercial loan growth drove provision expense of $1.1 million in the three months ended December 31, 2021. This compares to provision expense of $0.4 million and $0.3 million recorded in the three months ended September 30, 2021 and December 31, 2020, respectively. The provision for loan losses in the third quarter of 2021 included a COVID-19 reserve reversal of $1.0 million.

(1) Non-GAAP measure. See Appendix B for additional information.

Noninterest Income

Noninterest income totaled $7.3 million in the three months ended December 31, 2021 compared with $7.7 million in the three months ended September 30, 2021 and $7.2 million in the three months ended December 31, 2020.

Investment securities gains decreased by $0.5 million in the fourth quarter of 2021. The decrease reflects gains on the sales of $72.8 million of asset-backed securities in the third quarter of 2021 compared to no such sales during the fourth quarter of 2021.

Total wealth management income was $2.9 million for both the three months ended December 31, 2021 and September 30, 2021 compared to $2.6 million in the fourth quarter of 2020. Assets under management have increased by $149.1 million to $1.9 billion at December 31, 2021 from $1.7 billion at December 31, 2020.

Mortgage banking income decreased by $0.1 million from the third quarter of 2021 to $1.2 million in the fourth quarter of 2021. There was a decrease of $0.3 million in the fair value of the residential mortgage loans held for sale and interest rate lock commitments due a reduced pipeline during the fourth quarter. Offsetting this was a reduction of $0.3 million in the mortgage servicing rights valuation allowance. Mortgage loans sold totaled $43.7 million in the fourth quarter of 2021 compared with $48.0 million in the third quarter of 2021 and $60.7 million in the fourth quarter of 2020. As of December 31, 2021, the Bank serviced $502.5 million of residential mortgage loans, which is up by $13.9 million from September 30, 2021. Mortgage banking income was $5.9 million for the year ended December 31, 2021 compared to $5.3 million for the year ended December 31, 2020.

Other income increased by $0.2 million to $1.0 million in the fourth quarter of 2021 compared to the third quarter of 2021. The fourth quarter included $0.3 million in gains from the sales of two properties, while the third quarter included $0.2 million in tax credits from the Bank's investment in solar renewable energy partnerships.

Noninterest Expenses

Noninterest expenses increased by $1.3 million to $20.3 million in the three months ended December 31, 2021 from the three months ended September 30, 2021.

Salaries and benefits increased by $0.6 million to $12.1 million for the three months ended December 31, 2021 from the three months ended September 30, 2021. The increase was primarily attributed to performance-based incentive compensation earned in the period of $0.5 million resulting from strong individual production, Company performance exceeding targets and other employee incentives, and a liability of $0.3 million recorded for the carryover of paid time off, which increases were partially offset by a decrease of $0.3 million in employee benefit costs.

For the three months ended December 31, 2021, professional services expense increased $0.1 million to $0.7 million from the three months ended September 30, 2021 due to legal and consulting services.

Taxes other than income increased by $0.4 million for the three months ended December 31, 2021 from the three months ended September 30, 2021 due to an increase in Pennsylvania Bank Shares Tax expense and decrease in tax credits associated with contributions to the Pennsylvania Educational Improvement Tax Credit Program.

Other operating expenses decreased by $0.1 million to $2.2 million for the three months ended December 31, 2021 from the three months ended September 30, 2021. During the third quarter of 2021, the Company recognized a $0.5 million loss from the termination of a cash flow hedge derivative. For the three months ended December 31, 2021, there was an increase in the unfunded commitment reserve of $0.2 million due to the increase in commercial construction lines compared to no reserve in the three months ended September 30, 2021.

Income Taxes

The Company's effective tax rate for the fourth quarter of 2021 was 21.1% compared with 18.9% for the third quarter of 2021. For the years ended December 31, 2021 and 2020, the effective tax rates were 19.6% and 18.6%, respectively. The Company's effective tax rate for the year ended December 31, 2021 and 2020 are less than the 21% federal statutory rate due to tax-exempt income, including interest earned on tax-exempt loans and securities and income from life insurance policies, as well as tax credits. The higher effective tax rate is consistent with higher levels of pre-tax income and the impact it had on our tax rate for the year.

Capital

Shareholders’ equity totaled $271.7 million at December 31, 2021, an increase of $3.1 million from $268.6 million at September 30, 2021. The increase was primarily attributable to net income, partially offset by dividends paid and a decrease in unrealized gains on available-for-sale securities. Tangible book value per share(1) has grown from $19.93 per share at December 31, 2020 to $22.32 per share at December 31, 2021, an increase of 12.0%.

The Company's tangible common equity ratio increased to 8.8% at December 31, 2021 from 8.6% at September 30, 2021. The Company's Tier 1 leverage ratio was 8.5% at December 31, 2021 and 8.3% at September 30, 2021. The Company's total risk-based capital ratio was 15.0% at December 31, 2021 and 15.6% at September 30, 2021 as the Company has been deploying its cash into commercial lending.

The Board of Directors approved a quarterly dividend of $0.19 per share, payable February 8, 2022, to shareholders of record as of February 1, 2022. The dividend payout ratio totaled 31% for the three months ended December 31, 2021 compared to 29% for the three months ended September 30, 2021. The Company continues to believe that capital is adequate at this time to support the risks inherent in the balance sheet, as well as growth requirements.

(1) Non-GAAP measure. See Appendix B for additional information.

Investor Relations Contact:Media Contact:
Matthew C. Schultheis, CFALuke Bernstein
Director Strategic Planning and Investor RelationsCorporate Communications Officer
Phone (717) 510-7127Phone (717) 510-7107

ORRSTOWN FINANCIAL SERVICES, INC.
FINANCIAL HIGHLIGHTS (Unaudited)
Three Months Ended Year Ended
December 31, December 31, December 31, December 31,
(Dollars in thousands, except per share amounts) 2021 2020 2021 2020
Profitability for the period:
Net interest income$22,598 $23,729 $86,974 $83,607
Provision for loan losses 1,100 300 1,090 5,325
Noninterest income 7,293 7,181 29,152 28,309
Noninterest expenses 20,290 18,080 74,141 74,080
Income before income taxes 8,501 12,530 40,895 32,511
Income tax expense 1,795 2,471 8,014 6,048
Net income available to common shareholders$6,706 $10,059 $32,881 $26,463
Financial ratios:
Return on average assets (1) 0.93% 1.47% 1.14% 1.00%
Return on average equity (1) 9.93% 17.01% 12.54% 11.66%
Net interest margin (1) 3.35% 3.73% 3.25% 3.44%
Efficiency ratio 67.9% 58.5% 63.8% 66.2%
Income per common share:
Basic$0.61 $0.92 $3.00 $2.42
Diluted$0.60 $0.91 $2.96 $2.40
Average equity to average assets 9.34% 8.65% 9.06% 8.58%
(1) Annualized.

ORRSTOWN FINANCIAL SERVICES, INC.
FINANCIAL HIGHLIGHTS (Unaudited)
(continued)
December 31, December 31,
2021 2020
At period-end:
Total assets$2,834,565 $2,750,572
Total deposits 2,464,929 2,356,880
Loans, net of allowance for loan losses 1,958,806 1,959,539
Loans held-for-sale, at fair value 8,868 11,734
Securities available for sale 472,438 466,465
Borrowings 25,197 77,511
Subordinated notes 31,963 31,903
Shareholders' equity 271,656 246,249
Credit quality and capital ratios (1):
Allowance for loan losses to total loans 1.07% 1.02%
Total nonaccrual loans to total loans 0.33% 0.52%
Nonperforming assets to total assets 0.23% 0.37%
Allowance for loan losses to nonaccrual loans 328% 195%
Total risk-based capital:
Orrstown Financial Services, Inc. 15.0% 15.6%
Orrstown Bank 14.0% 14.7%
Tier 1 risk-based capital:
Orrstown Financial Services, Inc. 12.2% 12.5%
Orrstown Bank 12.9% 13.5%
Tier 1 common equity risk-based capital:
Orrstown Financial Services, Inc. 12.2% 12.5%
Orrstown Bank 12.9% 13.5%
Tier 1 leverage capital:
Orrstown Financial Services, Inc. 8.5% 8.1%
Orrstown Bank 8.9% 8.7%
Book value per common share$24.29 $21.98
(1) Capital ratios are estimated, subject to regulatory filings

ORRSTOWN FINANCIAL SERVICES, INC.
CONSOLIDATED BALANCE SHEETS (Unaudited)
(Dollars in thousands, except per share amounts)December 31, 2021 December 31, 2020
Assets
Cash and due from banks$21,217 $26,203
Interest-bearing deposits with banks 187,493 99,055
Cash and cash equivalents 208,710 125,258
Restricted investments in bank stocks 7,252 10,563
Securities available for sale (amortized cost of $466,806 and $460,999 at December 31, 2021 and December 31, 2020, respectively) 472,438 466,465
Loans held for sale, at fair value 8,868 11,734
Loans 1,979,986 1,979,690
Less: Allowance for loan losses (21,180) (20,151)
Net loans 1,958,806 1,959,539
Premises and equipment, net 34,045 35,149
Cash surrender value of life insurance 70,217 68,554
Goodwill 18,724 18,724
Other intangible assets, net 4,183 5,458
Accrued interest receivable 8,234 8,927
Other assets 43,088 40,201
Total assets$2,834,565 $2,750,572
Liabilities
Deposits:
Noninterest-bearing$553,238 $456,778
Interest-bearing 1,911,691 1,900,102
Total deposits 2,464,929 2,356,880
Securities sold under agreements to repurchase 23,301 19,466
FHLB advances and other 1,896 58,045
Subordinated notes 31,963 31,903
Accrued interest and other liabilities 40,820 38,029
Total liabilities 2,562,909 2,504,323
Shareholders’ Equity
Preferred stock, $1.25 par value per share; 500,000 shares authorized; no shares issued or outstanding
Common stock, no par value—$0.05205 stated value per share 50,000,000 shares authorized; 11,258,167 shares issued and 11,183,050 outstanding at December 31, 2021; 11,257,046 shares issued and 11,201,317 outstanding at December 31, 2020 586 586
Additional paid—in capital 189,689 189,066
Retained earnings 78,700 54,099
Accumulated other comprehensive income 4,449 3,346
Treasury stock— 75,117 and 55,729 shares, at cost at December 31, 2021 and December 31, 2020, respectively (1,768) (848)
Total shareholders’ equity 271,656 246,249
Total liabilities and shareholders’ equity$2,834,565 $2,750,572

ORRSTOWN FINANCIAL SERVICES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
Three Months Ended Twelve Months Ended
December 31, December 31, December 31, December 31,
(In thousands, except per share amounts) 2021 2020 2021 2020
Interest income
Loans $21,503 $23,887 $84,227 $87,492
Investment securities - taxable 1,615 2,080 6,622 10,458
Investment securities - tax-exempt 703 445 2,493 1,566
Short-term investments 98 14 353 115
Total interest income 23,919 26,426 93,695 99,631
Interest expense
Deposits 789 1,862 4,199 12,009
Securities sold under agreements to repurchase 7 13 31 85
FHLB advances and other 23 320 482 1,924
Subordinated notes 502 502 2,009 2,006
Total interest expense 1,321 2,697 6,721 16,024
Net interest income 22,598 23,729 86,974 83,607
Provision for loan losses 1,100 300 1,090 5,325
Net interest income after provision for loan losses 21,498 23,429 85,884 78,282
Noninterest income
Service charges 960 999 3,718 3,557
Interchange income 1,080 916 4,129 3,423
Swap fee income 158 320 293 847
Wealth management income 2,897 2,615 11,467 9,733
Mortgage banking activities 1,225 1,348 5,909 5,274
Gains on sale of portfolio loans 2,803
Investment securities gains (losses) 3 28 638 (16)
Other income 970 955 2,998 2,688
Total noninterest income 7,293 7,181 29,152 28,309
Noninterest expenses
Salaries and employee benefits 12,095 10,998 44,002 43,350
Occupancy, furniture and equipment 2,554 2,467 9,846 9,516
Data processing, telephone, and communication 1,020 954 4,061 3,574
Advertising and bank promotions 744 507 2,178 1,660
FDIC insurance 246 195 816 686
Professional services 693 780 2,555 3,120
Taxes other than income 392 240 1,321 1,144
Intangible asset amortization 303 345 1,275 1,569
Merger related and branch consolidation expenses 1,310
Insurance claim recovery (486)
Other operating expenses 2,243 1,594 8,087 8,637
Total noninterest expenses 20,290 18,080 74,141 74,080
Income before income tax expense 8,501 12,530 40,895 32,511
Income tax expense 1,795 2,471 8,014 6,048
Net income $6,706 $10,059 $32,881 $26,463
Share information:
Basic earnings per share $0.61 $0.92 $3.00 $2.42
Diluted earnings per share $0.60 $0.91 $2.96 $2.40
Weighted average shares - basic 10,939 10,953 10,967 10,942
Weighted average shares - diluted 11,113 11,057 11,106 11,034

ORRSTOWN FINANCIAL SERVICES, INC.
ANALYSIS OF NET INTEREST INCOME
Average Balances and Interest Rates, Taxable-Equivalent Basis (Unaudited)
Three Months Ended
12/31/2021 9/30/2021 6/30/2021 3/31/2021 12/31/2020
Taxable- Taxable- Taxable- Taxable- Taxable- Taxable- Taxable- Taxable- Taxable- Taxable-
(Dollars in thousands)Average Equivalent Equivalent Average Equivalent Equivalent Average Equivalent Equivalent Average Equivalent Equivalent Average Equivalent Equivalent
Balance Interest Rate Balance Interest Rate Balance Interest Rate Balance Interest Rate Balance Interest Rate
Assets
Federal funds sold & interest-bearing bank balances$250,336 $98 0.16% $347,242 $135 0.15% $290,039 $81 0.11% $145,595 $39 0.11% $48,019 $14 0.12%
Investment securities (1) 477,217 2,506 2.08 464,417 2,339 2.00 438,110 2,421 2.22 468,273 2,512 2.18 486,613 2,643 2.16
Loans (1)(2)(3) 1,975,014 21,559 4.33 1,919,926 19,945 4.12 2,014,600 21,375 4.26 2,033,219 21,574 4.30 2,015,749 23,960 4.73
Total interest-earning assets 2,702,567 24,163 3.55 2,731,585 22,419 3.26 2,742,749 23,877 3.49 2,647,087 24,125 3.70 2,550,381 26,617 4.15
Other assets 187,622 195,089 188,810 182,737 182,764
Total$2,890,189 $2,926,674 $2,931,559 $2,829,824 $2,733,145
Liabilities and Shareholders' Equity
Interest-bearing demand deposits$1,430,845 273 0.08 $1,411,243 286 0.08 $1,394,384 292 0.08 $1,334,219 438 0.13 $1,283,024 655 0.20
Savings deposits 215,957 55 0.10 209,112 53 0.10 200,439 50 0.10 183,576 45 0.10 172,068 52 0.12
Time deposits 313,148 461 0.58 349,215 598 0.68 382,467 739 0.78 397,271 909 0.93 411,395 1,155 1.12
Total interest-bearing deposits 1,959,950 789 0.16 1,969,570 937 0.19 1,977,290 1,081 0.22 1,915,066 1,392 0.29 1,866,487 1,862 0.40
Securities sold under agreements to repurchase 24,069 7 0.12 23,578 8 0.13 22,417 8 0.14 21,452 9 0.17 20,055 13 0.26
FHLB advances and other 1,956 23 4.70 45,071 123 1.09 57,896 164 1.14 58,000 171 1.20 135,558 320 0.94
Subordinated notes 31,954 503 6.29 31,938 503 6.29 31,924 502 6.29 31,909 502 6.29 31,895 502 6.29
Total interest-bearing liabilities 2,017,929 1,322 0.26 2,070,157 1,571 0.30 2,089,527 1,755 0.34 2,026,427 2,074 0.42 2,053,995 2,697 0.52
Noninterest-bearing demand deposits 559,882 548,923 545,617 516,849 406,454
Other 42,380 38,409 37,561 36,244 36,216
Total Liabilities 2,620,191 2,657,489 2,672,705 2,579,520 2,496,665
Shareholders' Equity 269,998 269,185 258,854 250,304 236,480
Total$2,890,189 $2,926,674 $2,931,559 $2,829,824 $2,733,145
Taxable-equivalent net interest income / net interest spread 22,841 3.29% 20,848 2.96% 22,122 3.15% 22,051 3.28% 23,920 3.63%
Taxable-equivalent net interest margin 3.35% 3.03% 3.24% 3.38% 3.73%
Taxable-equivalent adjustment (243) (228) (221) (196) (192)
Net interest income $22,598 $20,620 $21,901 $21,855 $23,728
Ratio of average interest-earning assets to average interest-bearing liabilities 134% 132% 131% 131% 124%
NOTES:
(1) Yields and interest income on tax-exempt assets have been computed on a taxable-equivalent basis assuming a 21% tax rate.
(2) Average balances include nonaccrual loans.
(3) Interest income on loans includes prepayment and late fees, where applicable

ORRSTOWN FINANCIAL SERVICES, INC.
ANALYSIS OF NET INTEREST INCOME
Average Balances and Interest Rates, Taxable-Equivalent Basis (Unaudited)
Twelve Months Ended
December 31, 2021 December 31, 2020
Taxable- Taxable- Taxable- Taxable-
Average Equivalent Equivalent Average Equivalent Equivalent
(Dollars in thousands)Balance Interest Rate Balance Interest Rate
Assets
Federal funds sold & interest-bearing bank balances$258,834 $353 0.14% $32,519 $115 0.35%
Investment securities (1) 462,035 9,779 2.12 494,372 12,440 2.52
Loans (1)(2)(3) 1,985,350 84,453 4.25 1,928,486 87,900 4.56
Total interest-earning assets 2,706,219 94,585 3.50 2,455,377 100,455 4.09
Other assets 188,596 190,470
Total$2,894,815 $2,645,847
Liabilities and Shareholders' Equity
Interest-bearing demand deposits$1,392,996 1,287 0.09 $1,156,292 4,755 0.41
Savings deposits 202,371 203 0.10 163,133 246 0.15
Time deposits 360,264 2,709 0.75 452,298 7,008 1.55
Total interest-bearing deposits 1,955,631 4,199 0.21 1,771,723 12,009 0.68
Securities sold under agreements to repurchase 22,888 32 0.14 18,064 86 0.48
FHLB advances and other 40,589 482 1.19 179,457 1,923 1.07
Subordinated notes 31,931 2,009 6.29 31,874 2,006 6.29
Total interest-bearing liabilities 2,051,039 6,722 0.33 2,001,118 16,024 0.80
Noninterest-bearing demand deposits 542,952 381,869
Other 38,665 35,960
Total Liabilities 2,632,656 2,418,947
Shareholders' Equity 262,159 226,900
Total$2,894,815 $2,645,847
Taxable-equivalent net interest income / net interest spread 87,863 3.17% 84,431 3.29%
Taxable-equivalent net interest margin 3.25% 3.44%
Taxable-equivalent adjustment (889) (824)
Net interest income $86,974 $83,607
Ratio of average interest-earning assets to average interest-bearing liabilities 132% 123%
NOTES TO ANALYSIS OF NET INTEREST INCOME:
(1) Yields and interest income on tax-exempt assets have been computed on a taxable-equivalent basis assuming a 21% tax rate.
(2) Average balances include nonaccrual loans.
(3) Interest income on loans includes prepayment and late fees, where applicable

ORRSTOWN FINANCIAL SERVICES, INC.
HISTORICAL TRENDS IN QUARTERLY FINANCIAL DATA (Unaudited)
(In thousands, except per share amounts )December 31,2021 September 30,2021 June 30,2021 March 31,2021 December 31,2020
Profitability for the quarter:
Net interest income$22,598 $20,620 $21,901 $21,855 $23,729
Provision for loan losses 1,100 365 625 (1,000) 300
Noninterest income 7,293 7,651 6,664 7,544 7,181
Noninterest expenses 20,290 19,035 17,033 17,783 18,080
Income before income taxes 8,501 8,871 10,907 12,616 12,530
Income tax expense 1,795 1,679 2,131 2,409 2,471
Net income$6,706 $7,192 $8,776 $10,207 $10,059
Financial ratios:
Return on average assets (1) 0.93% 0.98% 1.20% 1.44% 1.47%
Return on average equity (1) 9.93% 10.69% 13.56% 16.31% 17.01%
Net interest margin (1) 3.35% 3.03% 3.24% 3.38% 3.73%
Efficiency ratio 67.9% 67.3% 59.6% 60.5% 58.5%
Per share information:
Income per common share:
Basic$0.61 $0.66 $0.80 $0.93 $0.92
Diluted 0.60 0.65 0.79 0.92 0.91
Book value 24.29 23.97 23.61 22.62 21.98
Tangible book value (2) 22.32 21.98 21.61 20.59 19.93
Cash dividends paid 0.19 0.19 0.18 0.18 0.17
Average basic shares 10,939 10,979 10,975 10,975 10,953
Average diluted shares 11,113 11,122 11,112 11,074 11,057
(1) Annualized.
(2) Non-GAAP based financial measure. Please refer to Appendix B - Supplemental Reporting of Non-GAAP Measures and GAAP to Non-GAAP Reconciliations for a discussion of our use of non-GAAP based financial measures, including tables reconciling GAAP and non-GAAP financial measures appearing herein.

ORRSTOWN FINANCIAL SERVICES, INC.
HISTORICAL TRENDS IN QUARTERLY FINANCIAL DATA (Unaudited)
(continued)
December 31,2021 September 30,2021 June 30,2021 March 31,2021 December 31,2020
Noninterest income:
Service charges$960 $993 $880 $885 $999
Interchange income 1,080 1,030 1,064 955 916
Loan swap referral fees 158 67 15 53 320
Wealth management income 2,897 2,917 2,930 2,723 2,615
Mortgage banking activities 1,225 1,333 1,162 2,189 1,348
Other income 970 832 602 594 955
Investment securities gains 3 479 11 145 28
Total noninterest income$7,293 $7,651 $6,664 $7,544 $7,181
Noninterest expenses:
Salaries and employee benefits$12,095 $11,498 $10,212 $10,197 $10,998
Occupancy, furniture and equipment 2,554 2,374 2,400 2,518 2,467
Data processing, telephone, and communication 1,020 990 1,032 1,019 954
Advertising and bank promotions 744 735 274 425 507
FDIC insurance 246 218 158 194 195
Professional services 693 562 579 721 780
Taxes other than income 392 16 462 451 240
Intangible asset amortization 303 314 324 334 345
Other operating expenses 2,243 2,328 1,592 1,924 1,594
Total noninterest expenses$20,290 $19,035 $17,033 $17,783 $18,080

ORRSTOWN FINANCIAL SERVICES, INC.
HISTORICAL TRENDS IN QUARTERLY FINANCIAL DATA (Unaudited)
(continued)
December 31,2021 September 30,2021 June 30,2021 March 31,2021 December 31,2020
Balance Sheet at quarter end:
Cash and cash equivalents$208,710 $311,415 $336,762 $326,245 $125,258
Restricted investments in bank stocks 7,252 7,051 9,691 10,307 10,563
Securities available for sale 472,438 445,018 450,402 407,690 466,465
Loans held for sale, at fair value 8,868 6,412 8,092 11,449 11,734
Loans:
Commercial real estate:
Owner occupied 238,668 196,585 191,595 177,934 174,908
Non-owner occupied 551,783 509,703 471,541 415,219 409,567
Multi-family 93,255 112,002 112,420 111,757 113,635
Non-owner occupied residential 106,112 100,088 99,631 101,381 114,505
Commercial and industrial (1) 485,728 540,205 599,123 750,831 647,368
Acquisition and development:
1-4 family residential construction 12,279 12,246 9,686 12,138 9,486
Commercial and land development 93,925 71,784 55,330 45,229 51,826
Municipal 14,989 13,631 14,452 19,238 20,523
Total commercial loans 1,596,739 1,556,244 1,553,778 1,633,727 1,541,818
Residential mortgage:
First lien 198,831 203,360 211,918 225,247 244,321
Home equity – term 6,081 7,079 8,321 9,183 10,169
Home equity – lines of credit 160,705 154,004 149,601 153,169 157,021
Installment and other loans 17,630 19,077 21,765 23,695 26,361
Total loans 1,979,986 1,939,764 1,945,383 2,045,021 1,979,690
Allowance for loan losses (21,180) (19,965) (19,381) (18,967) (20,151)
Net loans held-for-investment 1,958,806 1,919,799 1,926,002 2,026,054 1,959,539
Goodwill 18,724 18,724 18,724 18,724 18,724
Other intangible assets, net 4,183 4,486 4,800 5,124 5,458
Total assets 2,834,565 2,870,182 2,912,717 2,963,534 2,750,572
Total deposits 2,464,929 2,502,108 2,494,100 2,547,089 2,356,880
Borrowings 25,197 29,598 80,709 80,736 77,511
Subordinated notes 31,963 31,948 31,932 31,918 31,903
Total shareholders' equity 271,656 268,569 265,938 254,448 246,249

(1) This balance includes $189.9 million, $259.9 million, $355.6 million, $504.3 million and $403.3 million of SBA PPP loans, net of deferred fees and costs, at December 31, 2021, September 30, 2021, June 30, 2021, March 31, 2021 and December 31, 2020, respectively.

ORRSTOWN FINANCIAL SERVICES, INC.
HISTORICAL TRENDS IN QUARTERLY FINANCIAL DATA (Unaudited)
(continued)
December 31,2021 September 30,2021 June 30,2021 March 31,2021 December 31,2020
Capital and credit quality measures (1):
Total risk-based capital:
Orrstown Financial Services, Inc 15.0% 15.6% 15.6% 16.2% 15.6%
Orrstown Bank 14.0% 14.7% 14.6% 15.3% 14.7%
Tier 1 risk-based capital:
Orrstown Financial Services, Inc 12.2% 12.8% 12.7% 13.2% 12.5%
Orrstown Bank 12.9% 13.5% 13.5% 14.1% 13.5%
Tier 1 common equity risk-based capital:
Orrstown Financial Services, Inc 12.2% 12.8% 12.7% 13.2% 12.5%
Orrstown Bank 12.9% 13.5% 13.5% 14.1% 13.5%
Tier 1 leverage capital:
Orrstown Financial Services, Inc 8.5% 8.3% 8.0% 8.1% 8.1%
Orrstown Bank 8.9% 8.7% 8.5% 8.6% 8.7%
Average equity to average assets 9.34% 9.20% 8.83% 8.85% 8.65%
Allowance for loan losses to total loans 1.07% 1.03% 1.00% 0.93% 1.02%
Total nonaccrual loans to total loans 0.33% 0.47% 0.51% 0.48% 0.52%
Nonperforming assets to total assets 0.23% 0.32% 0.34% 0.33% 0.37%
Allowance for loan losses to nonaccrual loans 328% 219% 195% 192% 195%
Other information:
Net (recoveries) charge-offs$(115) $(219) $211 $184 $(126)
Classified loans 23,050 26,910 28,731 32,408 33,147
Nonperforming and other risk assets:
Nonaccrual loans 6,449 9,116 9,941 9,895 10,310
Other real estate owned
Total nonperforming assets 6,449 9,116 9,941 9,895 10,310
Restructured loans still accruing 804 839 852 921 934
Loans past due 90 days or more and still accruing (2) 1,201 362 212 196 554
Total nonperforming and other risk assets$8,454 $10,317 $11,005 $11,012 $11,798
(1) Capital ratios are estimated, subject to regulatory filings.
(2) Includes $0.3 million, $0.4 million, $0.2 million, $0.2 million and $0.5 million of purchased credit impaired loans at December 31, 2021, September 30, 2021, June 30, 2021, March 31, 2021, and December 31, 2020, respectively. As of December 31, 2021, there was one loan for $0.9 million, which was in the process of collection and guaranteed by the SBA.

Appendix A- Supplemental Reporting of Unusual Items

The following table presents unusual items that impacted each period shown. These items are presented to enable investors to better understand the magnitude of certain significant items on reported GAAP results in the context of the Company's growth and acquisition activities.

Three Months Ended Year To Date
12/31/2021 9/30/2021 6/30/2021 3/31/2021 12/31/2020 12/31/2021 12/31/2020
(In thousands)
Pretax Items
Branch consolidation expenses$ $ $ $ $ $ $1,310
Gains (losses) on sale of properties 327 13 327 (170)
Net securities gains (losses) 3 479 11 145 28 638 (16)
(Loss) gain on swap termination (514) 226 (514) 226
Earnings on life insurance proceeds 58 58
Gains on sale of portfolio loans 2,803
Accretion - recoveries on purchased credit impaired loans 34 15 23 256 779 328 2,304
Solar partnership credit income 230 264 230 264
Insurance claim receivable recovery 486

Appendix B- Supplemental Reporting of Non-GAAP Measures and GAAP to Non-GAAP Reconciliations

As a result of acquisitions, the Company has intangible assets consisting of goodwill and core deposit and other intangible assets totaling $22.9 million and $24.2 million at December 31, 2021 and December 31, 2020, respectively. Additionally, the Company incurred approximately $1.3 million in charges associated with branch consolidation efforts during the year ended December 31, 2020.

Management believes providing certain “non-GAAP” financial information will assist investors in their understanding of the effect of acquisition activity on reported results, particularly to overcome comparability issues related to the influence of intangibles (principally goodwill) created in acquisitions. Management also believes providing certain other “non-GAAP” financial information will assist investors in their understanding of the effect on recent financial results of non-recurring charges associated with increasing operational efficiencies for the long-term, and provide investors with clarity on its allowance for loan losses to total loans ratio. The Company believes that excluding SBA PPP loans, due to its credit enhancement, from loans held for investment is useful to investors due to the size and effect on the total and ratio.

Tangible book value per common share and allowance to non-SBA guaranteed loans, as used by the Company in this earnings release, are determined by methods other than in accordance with U.S. Generally Accepted Accounting Principles ("GAAP"). While we believe this information is a useful supplement to GAAP based measures presented in this earnings release, readers are cautioned that this non-GAAP disclosure has limitations as an analytical tool, should not be viewed as a substitute for financial measures determined in accordance with GAAP, and should not be considered in isolation or as a substitute for analysis of our results and financial condition as reported under GAAP, nor are such measures necessarily comparable to non-GAAP performance measures that may be presented by other companies. This supplemental presentation should not be construed as an inference that our future results will be unaffected by similar adjustments to be determined in accordance with GAAP.

The following tables present the computation of each non-GAAP based measure:

(dollars in thousands, except per share information)

Tangible Book Value per Common Share December 31,2021 September 30,2021 June 30,2021 March 31,2021 December 31,2020
Shareholders' equity $271,656 $268,569 $265,938 $254,448 $246,249
Less: Goodwill 18,724 18,724 18,724 18,724 18,724
Other intangible assets 4,183 4,486 4,800 5,124 5,458
Related tax effect (878) (942) (1,008) (1,076) (1,146)
Tangible common equity (non-GAAP) $249,627 $246,301 $243,422 $231,676 $223,213
Common shares outstanding 11,183 11,205 11,263 11,251 11,201
Book value per share (most directly comparable GAAP based measure) $24.29 $23.97 $23.61 $22.62 $21.98
Intangible assets per share 1.97 1.99 2.00 2.03 2.05
Tangible book value per share (non-GAAP) $22.32 $21.98 $21.61 $20.59 $19.93

Allowance to Non-SBA Guaranteed Loans:
December 31, 2021 September 30, 2021
Allowance for loan losses$21,180 $19,965
Gross loans 1,979,986 1,939,764
less: SBA guaranteed loans (195,585) (261,138)
Non-SBA guaranteed loans$1,784,401 $1,678,626
Allowance to non-SBA guaranteed loans 1.2% 1.2%

Appendix C- Investment Portfolio Concentrations

The following table summarizes the credit ratings and collateral associated with the Company's investment portfolio, excluding equity securities, at December 31, 2021:

(dollars in thousands)

SectorPortfolio Mix Amortized Book Fair Value Credit Enhancement AAA AA A BBB NR Collateral Type
Unsecured ABS2% $7,458 $7,489 33% % % % % 100% Unsecured Consumer Debt
Student Loan ABS2 8,785 8,762 26 100 Seasoned Student Loans
Federal Family Education Loan ABS21 99,631 99,702 6 85 15 Federal Family Education Loan (1)
PACE Loan ABS1 3,591 3,636 6 100 PACE Loans
Non-Agency RMBS5 25,639 24,661 31 45 55 Reverse Mortgages (2)
Municipal - General Obligation20 92,895 97,696 7 86 7
Municipal - Revenue20 92,542 95,674 73 16 11
SBA ReRemic2 8,092 8,068 100 SBA Guarantee (3)
Agency MBS23 107,690 106,649 100 Residential Mortgages (3)
U.S. Treasury securities4 20,084 19,702 100
Bank CDs 249 249 100 FDIC Insured CD
100% $466,656 $472,288 23% 64% 4% % 9%
(1) Minimum of 97% guaranteed by U.S. government
(2) Reverse mortgages fund over time and credit enhancement is estimated based on prior experience
(3) 100% guaranteed by U.S. government agencies
Note : Ratings in table are the lowest of the three rating agencies (Standard & Poor's, Moody's & Fitch). Standard & Poor's rates U.S. government obligations at AA+
Note: S&P rates US government obligations at AA+

About the Company

With $2.8 billion in assets, Orrstown Financial Services, Inc. and its wholly-owned subsidiary, Orrstown Bank, provide a wide range of consumer and business financial services in Berks, Cumberland, Dauphin, Franklin, Lancaster, Perry, and York Counties, Pennsylvania and Anne Arundel, Baltimore, Howard, and Washington Counties, Maryland, as well as Baltimore City, Maryland. Orrstown Bank is an Equal Housing Lender and its deposits are insured up to the legal maximum by the FDIC. Orrstown Financial Services, Inc.’s common stock is traded on Nasdaq (ORRF). For more information about Orrstown Financial Services, Inc. and Orrstown Bank, visit www.orrstown.com.

Cautionary Note Regarding Forward-looking Statements:

This press release contains “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. Forward-looking statements reflect the current views of the Company's management with respect to, among other things, future events and the Company's financial performance. These statements are often, but not always, made through the use of words or phrases such as “may,” “should,” “could,” “predict,” “potential,” “believe,” “will likely result,” “expect,” “continue,” “will,” “anticipate,” “seek,” “estimate,” “intend,” “plan,” “project,” “forecast,” “goal,” “target,” “would” and “outlook,” or the negative variations of those words or other comparable words of a future or forward-looking nature. These forward-looking statements are not historical facts, and are based on current expectations, estimates and projections about the Company's industry, management’s beliefs and certain assumptions made by management, many of which, by their nature, are inherently uncertain and beyond the Company's control. Accordingly, the Company cautions you that any such forward-looking statements are not guarantees of future performance and are subject to risks, assumptions and uncertainties that are difficult to predict. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable as of the date made, actual results may prove to be materially different from the results expressed or implied by the forward-looking statements and there can be no assurances that the Company will be able to continue to successfully execute on its strategic growth plan into Dauphin, Lancaster, York and Berks counties, Pennsylvania, and the greater Baltimore market in Maryland, with newer markets continuing to be receptive to our community banking model; take advantage of market disruption; experience sustained growth in loans and deposits or maintain the momentum experienced to date from these actions. In addition to risks and uncertainties related to the COVID-19 pandemic (including those related to variants, such as the omicron and delta variants) and resulting governmental and societal responses, factors which could cause the actual results of the Company's operations to differ materially from expectations include, but are not limited to: ineffectiveness of the Company's strategic growth plan due to changes in current or future market conditions; the effects of competition and how it may impact our community banking model, including industry consolidation and development of competing financial products and services; the integration of the Company's strategic acquisitions; the inability to fully achieve expected savings, efficiencies or synergies from mergers and acquisitions, or taking longer than estimated for such savings, efficiencies and synergies to be realized; changes in laws and regulations; interest rate movements; changes in credit quality; inability to raise capital, if necessary, under favorable conditions; volatility in the securities markets; the demand for our products and services; deteriorating economic conditions; expenses associated with pending litigation and legal proceedings; the failure of the SBA to honor its guarantee of loans issued under the SBA PPP; the timing of the repayment of SBA PPP loans and the impact it has on fee recognition; our ability to convert new relationships gained through the SBA PPP efforts to full banking relationships; and other risks and uncertainties, including those set forth under the heading "Risk Factors" in the Company's 2020 Annual Report on Form 10-K and subsequent filings with the Securities and Exchange Commission. The foregoing list of factors is not exhaustive.

If one or more events related to these or other risks or uncertainties materializes, or if the Company's underlying assumptions prove to be incorrect, actual results may differ materially from what the Company anticipates. Accordingly, you should not place undue reliance on any such forward-looking statements. Any forward-looking statement speaks only as of the date on which it is made, and the Company does not undertake any obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise. New risks and uncertainties arise from time to time, and it is not possible for the Company to predict those events or how they may affect it. In addition, the Company cannot assess the impact of each factor on its business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. All forward-looking statements, expressed or implied, included in this press release are expressly qualified in their entirety by this cautionary statement. This cautionary statement should also be considered in connection with any subsequent written or oral forward-looking statements that the Company or persons acting on the Company's behalf may issue.

The review period for subsequent events extends up to and includes the filing date of a public company’s financial statements, when filed with the Securities and Exchange Commission. Accordingly, the consolidated financial information presented in this announcement is subject to change.

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Source: Orrstown Financial Services, Inc.



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