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Southern National Bancorp of Virginia Inc. Announces a Restatement of 2009, 2010 and 2011 Financial Statements, Reports Earnings of $5.5 Million for 2011 and Declares Its First Dividend

(February 07, 2012)

MCLEAN, Va., Feb. 7, 2012 (GLOBE NEWSWIRE) -- Southern National Bancorp of Virginia, Inc. ("Southern National") announced today that net income for the year ended December 31, 2011 was $5.5 million compared to $3.3 million (as restated) for the year ended December 31, 2010. All 2010 amounts set forth in this press release, as applicable, reflect the restatement of previously issued financial statements discussed in the paragraph below. In addition, the Board of Directors declared a dividend of $.015 per share payable to shareholders of record as of February 9, 2012. This is Southern National's first dividend since its founding over six years ago.



Separately, Southern National has filed a Form 8-K disclosing that it will restate its financial statements for the year ended December 31, 2009, the interim quarterly periods and year ended December 31, 2010 and the interim quarterly periods through September 30, 2011. In December 2009, we acquired Greater Atlantic Bank from the FDIC. We have identified errors in the purchase accounting related to that acquisition. The most significant adjustment involves the initial estimate of the fair value of the FDIC indemnification asset. Based on current estimates, we believe the as reported amount of $19.4 million at December 31, 2009 was overstated by approximately $10.6 million. We expect that the restatement will result in the reversal of the entire gain of $11.2 million recognized during the fourth quarter of 2009. Based on current estimates, the restatement will result in a Tier I Risk Based Capital Ratio as of December 31, 2009 of 16.06% compared with 17.32% previously reported and a Tier I Risk Based Capital Ratio of 19.53% as of December 31, 2010 compared with 20.52% previously reported. Several other corrections to the purchase accounting will also be made. Correcting the errors in the original purchase accounting impacts accretion and amortization amounts recorded in 2010 and 2011 and certain balance sheet amounts as of the end of the aforementioned accounting periods. We expect that the restatement will result in net income of $3.3 million for the year ended December 31, 2010, compared with $1.8 million previously reported and net income of $4.1 million for the nine months ended September 30, 2011 compared with $3.7 million previously reported. We have provided our analysis of the errors to our former independent registered public accounting firm and our former advisor that assisted with the calculation of the fair value of the assets acquired and liabilities assumed for the Greater Atlantic Bank acquisition and expect that our former public accounting firm will agree will agree with our analysis.    



Overview


Net income for the year ended December 31, 2011 was $5.5 million, up from $3.3 million for the year ended December 31, 2010. Net income during 2010 and the fourth quarter of 2010 were adversely affected by a fourth quarter loan loss provision of $5.3 million and corresponding charge-offs on two Kluge related loans discussed in previous press releases.




Southern National's efficiency ratio was 51.7% for the year ended December 31, 2010 compared to 51.5% for the year ended December 31, 2011.



Fourth quarter 2011 earnings were $1.4 million compared to a net loss of $1.2 million in the fourth quarter of 2010 attributable primarily to the loan loss provisions related to the Kluge properties noted above.



Total assets of Southern National Bancorp of Virginia were $611.7 million as of December 31, 2011, up from $585.6 million as of December 31, 2010. During 2011, we did not acquire any securities as we were unable to identify investment securities that met our yield and stability thresholds. We continued to experience repayments on the covered portfolio. The covered portfolio decreased from $95.3 million at the end of 2010 to $82.1 at the end of 2011. Loan closings in the non-covered portfolio were a robust $46.6 million during the fourth quarter of 2011, only a portion of which was reflected in increased outstanding balances.  Non-covered loans were up to $410.9 million at the end of 2011 compared to $367.3 million at the end of 2010.



Net Interest Income



Net interest income was $27.3 million during the year ended December 31, 2011, compared to $27.8 million during the prior year. Average loans during 2011 were $477.1 million compared to $462.8 million last year. The net interest margin was 5.07% in 2011, up from 5.03% in 2010.



Net interest income was $7.0 million in the quarter ended December 31, 2011 up from $6.4 million during the same period last year. Average loans during the fourth quarter of 2011 were $491.7 million compared to $457.8 million during the same period last year. The net interest margin was 5.03% in the fourth quarter of 2011, up from 4.60% in 2010.



Noninterest Income



Noninterest income increased to $2.1 million during 2011 from $1.4 million in 2010. The increase was largely attributable to an $800 thousand insurance benefit resulting from the death of an officer covered by bank-owned life insurance in the second quarter of 2011.



During the fourth quarter of 2011 noninterest income was $422 thousand, up from $351 thousand in the fourth quarter of 2010. Most of the increase was attributable to the sale of SBA loans during the quarter which resulted in a gain of $395 thousand. This was partially offset by an other than temporary impairment (OTTI) charge for credit on one of the trust preferred securities in the amount of $216 thousand and a write down of an other real estate owned (OREO) property in the amount of $150 thousand.



Noninterest Expense



Noninterest expense was $14.9 million in 2011 compared to $15.3 million in 2010. During 2010 recoveries from the FDIC reduced the indemnification asset in the amount of $1.1 million and more than offset any accretion of the indemnification asset. Legal expense increased by $260 thousand during 2011 compared to 2010. There was noninterest expense of approximately $82 thousand related to the Midlothian Branch which was acquired in October 2011.



Loan Portfolio



The composition of our loan portfolio consisted of the following at December 31, 2011 and 2010 (in thousands):



 













































































































































































 

Covered 

Non-covered 

Total 

Covered 

Non-covered 

Total 

 

 Loans

 Loans

 Loans

 Loans

 Loans

 Loans

 

December 31, 2011

December 31, 2010

 Mortgage loans on real estate: 

 

 

 

 

 

 

 Commercial real estate - owner-occupied 

 $ 4,854

 $ 82,450

 $ 87,304

 $ 5,427

 $ 81,487

 $ 86,914

 Commercial real estate - non-owner-occupied 

 11,118

 117,059

 128,177

 14,377

 76,068

 90,445

 Secured by farmland 

 -- 

 1,506

 1,506

 -- 

 3,522

 3,522

 Construction and land loans 

 2,883

 39,565

 42,448

 3,249

 39,480

 42,729

 Residential 1-4 family 

 25,307

 49,288

 74,595

 28,733

 58,900

 87,633

 Multi- family residential 

 629

 19,553

 20,182

 629

 19,177

 19,806

 Home equity lines of credit 

 35,067

 9,434

 44,501

 40,287

 10,532

 50,819

 Total real estate loans 

 79,858

 318,855

 398,713

 92,702

 289,166

 381,868

 

 

 

 

 

 

 

 Commercial loans 

 2,122

 91,247

 93,369

 2,443

 76,644

 79,087

 Consumer loans 

 108

 1,868

 1,976

 143

 2,010

 2,153

 Gross loans 

 82,088

 411,970

 494,058

 95,288

 367,820

 463,108

 

 

 

 

 

 

 

 Less deferred fees on loans 

 -- 

 (1,088)

 (1,088)

 -- 

 (554)

 (554)

 Loans, net of unearned income 

 $ 82,088

 $ 410,882

 $ 492,970

 $ 95,288

 $ 367,266

 $ 462,554


The increase in the loan portfolio was achieved despite continuing repayments in the covered portfolio and the sale of $4.3 million in SBA loans during the fourth quarter.



Loan Loss Provision/Asset Quality



Our provision for loan losses for the fourth quarter of 2011 was $1.7 million. In the fourth quarter of 2010 it was $5.3 million and was primarily related to charge-offs of a similar amount on two Kluge related loans, one a development loan and one a residential mortgage on a house in the development. In the fourth quarter of 2011 we sold two of the tracts included in the Kluge development loan to a neighbor.



Non-covered OREO as of December 31, 2011 was $13.6 million compared to $3.9 million as of the end of the previous year. During the year we had ten foreclosures (seven commercial real estate loans and three residential mortgage loans) in an aggregate amount of $12.0 million and OREO sales of $2.0 million including part of the Kluge property. Non-covered OREO was comprised of the Culpeper lots, a horse facility and an estate in Charlottesville and two small commercial properties in Charlottesville, a construction/land project, a commercial property in southwest Virginia and three residential properties.



Non-covered nonaccrual loans were $2.1 million (excluding $2.5 million of loans fully covered by SBA guarantees) at December 31, 2011 down from $8.2 million (excluding $1.4 million of loans fully covered by SBA guarantees) at the end of last year.  The ratio of non-covered non-performing assets to total non-covered assets increased from 2.47% (excluding the SBA guaranteed loans) at the end of 2010 to 2.97% (excluding the SBA guaranteed loans) at December 31, 2011. The portions of these SBA loans that were unguaranteed were charged off.



We had charge-offs totaling $6.3 million during the year ended December 31, 2011. During 2010 we had charge-offs of $8.8 million of which $5.1 million was related to the Kluge loans described above. We had recoveries totaling $200 thousand during 2011 and $167 thousand during 2010.



Southern National Bancorp of Virginia's allowance for loan losses as a percentage of non-covered total loans at December 31, 2011 was 1.53%, compared to 1.52% at the end of 2010.  Management believes the allowance is adequate at this time but monitors trends in past due and non-performing loans to determine whether the allowance should be increased.



Securities Portfolio



Investment securities, available for sale and held to maturity, were $45.0 million at December 31, 2011 compared to $56.0 million at the end of 2010. The decline was the result of prepayments. There were no purchases during 2011. During the year it was very difficult to find securities where the prospective earnings outweighed potential losses in the event of a backup in interest rates.



The pooled trust preferred securities portfolio was comprised of the following:











































































































































































































































































































































































































 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 Previously 

 

 

 

 

 

 

 

 

 

 

 

 Recognized 

 

 

 

 

 

 

 

 

 

 

 

 Cumulative 

 

 

 

Ratings

 

 

 

 

Estimated

Current

 Other 

 

 

Tranche

When Purchased

Current Ratings

 

Fair

Defaults and

 Comprehensive 

 

Security

Level

Moody's

Fitch

Moody's

Fitch

Par Value

Book Value

Value

Deferrals 

 Loss (1) 

 

 

 

 

 

 

 

(in thousands)

 

 

 

ALESCO VII A1B

Senior

Aaa

AAA

Baa3

BB

 $ 7,075

 $ 6,348

 $ 3,733

 $ 107,400

 $ 303

 

MMCF III B

Senior Sub

A3

A-

Ba1

CC

 437

 427

 303

 37,000

 10

 

 

 

 

 

 

 

 7,512

 6,775

 4,036

 

 $ 313

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cumulative

Cumulative

 

 

 

 

 

 

 

 

 

 

Other Comprehensive

 OTTI Related to 

Other Than Temporarily Impaired:

 

 

 

 

 

 

 

 

 

Loss (2)

 Credit Loss (2) 

TPREF FUNDING II

Mezzanine

A1

A-

Caa3

C

 1,500

 383

 364

 134,100

 763

 $ 354

TRAP 2007-XII C1

Mezzanine

A3

A

C

C

 2,081

 128

 230

 157,205

 1,374

 579

TRAP 2007-XIII D

Mezzanine

NR

A-

NR

C

 2,039

 -- 

 31

 218,750

 7

 2,032

MMC FUNDING XVIII

Mezzanine

A3

A-

Ca

C

 1,057

 32

 32

 121,682

 335

 690

ALESCO V C1

Mezzanine

A2

A

C

C

 2,104

 465

 383

 90,000

 978

 661

ALESCO XV C1

Mezzanine

A3

A-

C

C

 3,135

 29

 262

 246,100

 547

 2,559

ALESCO XVI C

Mezzanine

A3

A-

C

C

 2,087

 116

 424

 82,400

 791

 1,180

 

 

 

 

 

 

 14,003

 1,153

 1,726

 

 $ 4,795

 $ 8,055

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

 

 

 

 

 $ 21,515

 $ 7,928

 $ 5,762

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1) Pre-tax, and represents unrealized losses at date of transfer from available-for-sale to held-to-maturity, net of accretion

(2) Pre-tax

 

 

 

 

 

 

 

 

 

 

 


During the quarter there were three factors impacting the trust preferred securities portfolio:




  • MMCF II B paid off with no gain or loss.


  • ALESCO VII AIB had a prepayment, and the par value was reduced to $7.1 million.


  • We recorded OTTI charges for credit on MMC Funding XVIII in the amount of $216 thousand related primarily to an interest deferral by Porter Bancorp.



Other than the trust preferred securities at December 31, 2011 the securities portfolio (held to maturity and available for sale) was comprised of the following:




  • We owned $26.1 million of FNMA and FHLMC mortgage-backed securities, down from $34.1 million at December 31, 2010. Since the conservatorship, these securities carry the full faith and credit of the US Government. As of December 31, 2011 the fair value of these securities was $27.8 million.


  • We owned $9.8 million in guaranteed SBA loan pools acquired from the FDIC in the Greater Atlantic transaction which are designated as available-for-sale.


  • We own 55,000 shares of the Freddie Mac perpetual preferred stock Series V. The fair value of these shares at December 31, 2011 was $69 thousand.


  • We also own $926 thousand of SARM 2005-22 1A2. This residential collateralized mortgage obligation was originally rated AAA by Standard and Poors. After a series of downgrades, this security has been other than temporarily impaired in past reporting periods. For the fourth quarter of 2011 and based on our review of the trustee report, shock analysis and current information regarding delinquencies, nonperforming loans and credit support it has been determined that no OTTI charge for credit was required for the quarter ended December 31, 2011. The assumptions used in the analysis included a 3.3% prepayment speed, 12% default rate, a 48% loss severity and an accounting yield of 2.47%. We recorded no OTTI charges for credit on this security in the fourth quarter of 2010. 



Branch Acquisition



On October 1, 2011, we completed the acquisition of the Midlothian Branch of the Bank of Hampton Roads. We assumed deposits in the amount of $42.2 million. Goodwill in the amount of $436 thousand and a premium on time deposits of $303 thousand were recorded.   No core deposit intangible asset was recorded. We also acquired the office building, furniture and equipment in the amount of $1.7 million.



Deposits



Total deposits were $461.1 million at December 31, 2011 compared to $431.0 million at December 31, 2010. We completed the assumption of $42.2 million of deposits of the Midlothian Branch of the Bank of Hampton Roads in October 2011. Certificates of deposit increased $50.7 million during 2011, including $32.2 million from the Midlothian Branch acquisition. This was partially offset by a decrease in money market accounts of $20.9 million during 2011. We assumed money market deposits totaling $9.3 million from the Midlothian Branch acquisition. We had no brokered certificates of deposit at December 31, 2011, compared to $27 million as of December 31, 2010. Noninterest-bearing deposits were $32.6 million at December 31, 2011 and $34.5 million at December 31, 2010. We assumed noninterest-bearing deposits totaling $550 thousand from the Midlothian Branch acquisition. The total of noninterest-bearing deposits and NOW accounts was $50.1 million as of December 31, 2011, compared to $50.5 million at the end of 2010.



Stockholders' Equity 



On an as restated basis, total stockholders' equity increased from $93.3 million as of December 31, 2010 to $99.1 million at December 31, 2011 as a result of the retention of earnings. Our Tier 1 Risk Based Capital Ratios were 19.35% and 18.60% for Southern National Bancorp of Virginia, Inc. and Sonabank, respectively, as of December 31, 2011.



Southern National Bancorp of Virginia, Inc. is a bank holding company with assets of $611.7 million at December 31, 2011. Sonabank provides a range of financial services to individuals and small and medium sized businesses. Sonabank has 14 branches in Virginia, located in Fairfax County (Reston, McLean and Fairfax), in Charlottesville, Warrenton (2), Middleburg, Leesburg (2), South Riding, Front Royal, New Market, Richmond and Clifton Forge, and one branch in Rockville, Maryland.    



Forward-Looking Statements



This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that relate to future events or the future performance of Southern National Bancorp of Virginia, Inc. Forward-looking statements are not guarantees of performance or results. These forward-looking statements are based on the current beliefs and expectations of the respective management of Southern National Bancorp and Sonabank and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond their respective control. In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change. Actual results may differ materially from the anticipated results discussed or implied in these forward-looking statements because of numerous possible uncertainties. Words like "may," "plan," "contemplate," "anticipate," "believe," "intend," "continue," "expect," "project," "predict," "estimate," "could," "should," "would," "will," and similar expressions, should be considered as identifying forward-looking statements, although other phrasing may be used. Such forward-looking statements involve risks and uncertainties and may not be realized due to a variety of factors. Additional factors that could cause actual results to differ materially from those expressed in the forward-looking statements are discussed in the Annual Reports on Form 10-K for the year ended December 31, 2010 and other reports and statements filed by Southern National Bancorp of Virginia, Inc. with the SEC. You should consider such factors and not place undue reliance on such forward-looking statements. No obligation is undertaken by Southern National Bancorp of Virginia, Inc. to update such forward-looking statements to reflect events or circumstances occurring after the issuance of this press release.















































































































































































Southern National Bancorp of Virginia, Inc.

McLean, Virginia

 

 

 

Condensed Consolidated Balance Sheets

(Unaudited)

(in thousands)

 

 

 

December 31,

December 31,

 

2011

2010

 

 

(As Restated)

Assets

 

 

Cash and cash equivalents

 $ 5,035

 $ 9,745

Investment securities-available for sale

 9,905

 11,068

Investment securities-held to maturity

 35,075

 44,895

Stock in Federal Reserve Bank and Federal Home Loan Bank

 6,653

 6,350

Loans receivable, net of unearned income

 492,970

 462,554

Allowance for loan losses

 (6,295)

 (5,599)

Net loans

 486,675

 456,955

Intangible assets

 11,155

 11,638

Bank premises and equipment, net

 6,350

 4,659

Bank-owned life insurance

 17,575

 14,568

FDIC indemnification asset

 6,437

 7,195

Other real estate owned

 14,256

 4,577

Other assets

 12,601

 13,948

Total assets

 $ 611,717

 $ 585,598

 

 

 

Liabilities and stockholders' equity

 

Noninterest-bearing deposits

 $ 32,582

 $ 34,529

Interest-bearing deposits

 428,513

 396,445

Securities sold under agreements to repurchase and other 

 short-term borrowings

 14,236

 23,908

Federal Home Loan Bank advances

 33,500

 35,000

Other liabilities

 3,770

 2,441

Total liabilities

 512,601

 492,323

Stockholders' equity

 99,116

 93,275

Total liabilities and stockholders' equity

 $ 611,717

 $ 585,598

 

 

 




















































































































































































































 

 

 

Condensed Consolidated Statements of Income

(Unaudited)

 (in thousands)

 

 

 

 

 

For the Quarters Ended

For the Years Ended

 

December 31,

December 31,

 

2011

2010

2011

2010

 

 

(As Restated)

 

(As Restated)

 

 

 

 

 

Interest and dividend income

 $ 8,504

 $ 8,449

 $ 33,423

 $ 36,290

Interest expense

 1,487

 2,094

 6,087

 8,513

Net interest income

 7,017

 6,355

 27,336

 27,777

Provision for loan losses

 1,650

 5,250

 6,790

 9,025

Net interest income after provision for loan losses

 5,367

 1,105

 20,546

 18,752

Account maintenance and deposit service fees

 198

 214

 833

 900

Income from bank-owned life insurance

 139

 138

 1,336

 554

Gain on sale of loans

 395

 -- 

 395

 -- 

Gain on sales of securities available for sale

 -- 

 -- 

 -- 

 142

Gain (loss) on other real estate owned, net

 (150)

 123

 (297)

 (274)

Net impairment losses recognized in earnings

 (216)

 (151)

 (329)

 (288)

Other 

 56

 27

 207

 341

Noninterest income (loss)

 422

 351

 2,145

 1,375

Employee compensation and benefits

 1,720

 1,388

 6,787

 6,186

Occupancy expenses

 723

 656

 2,796

 2,692

FDIC assessment

 125

 165

 522

 705

Change in FDIC indemnification asset

 (14)

 (27)

 (99)

 1,040

Other expenses

 1,189

 1,091

 4,890

 4,674

Noninterest expense

 3,743

 3,273

 14,896

 15,297

Income before income taxes

 2,046

 (1,817)

 7,795

 4,830

Income tax expense 

 670

 (663)

 2,273

 1,500

Net income

 $ 1,376

 $ (1,154)

 $ 5,522

 $ 3,330











































































































































































































































































































































 

 

 

Financial Highlights

(Unaudited)

(Dollars in thousands except per share data)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the Quarters Ended

For the Years Ended

 

December 31,

December 31,

 

2011

2010

2011

2010

 

 

(As Restated)

 

(As Restated)

 

 

 

 

 

Per Share Data :

 

 

 

 

Earnings per share - Basic

 $ 0.12

 $ (0.10)

 $ 0.48

 $ 0.29

Earnings per share - Diluted

 $ 0.12

 $ (0.10)

 $ 0.48

 $ 0.29

Book value per share

 

 

 $ 8.55

 $ 8.05

Tangible book value per share

 

 

 $ 7.59

 $ 7.04

Weighted average shares outstanding - Basic

 11,590,212

 11,590,212

 11,590,212

 11,590,212

Weighted average shares outstanding - Diluted

 11,590,359

 11,592,836

 11,591,156

 11,592,865

Shares outstanding at end of period

 

 11,590,212

 11,590,212

 

 

 

 

 

Selected Performance Ratios and Other Data:

 

 

 

Return on average assets

0.89%

-0.76%

0.93%

0.55%

Return on average equity

5.54%

-4.82%

5.72%

3.56%

Yield on earning assets

6.10%

6.12%

6.20%

6.57%

Cost of funds

1.23%

1.76%

1.31%

1.79%

Cost of funds including non-interest bearing deposits

1.15%

1.66%

1.22%

1.68%

Net interest margin

5.03%

4.60%

5.07%

5.03%

Efficiency ratio (1)

50.51%

48.60%

51.52%

51.73%

Net charge-offs (recoveries) to average loans

0.29%

1.13%

1.28%

1.86%

Amortization of intangibles

 $ 230

 $ 235

 $ 919

 $ 943

 

 

 

 

 

 

 

 

 

 

 

 

 

As of

 

 

 

December 31,

December 31,

 

 

 

2011

2010

 

 

 

 

(As Restated)

 

 

 

 

 

Stockholders' equity to total assets

 

16.20%

15.93%

Tier 1 risk-based captial ratio

 

 

19.35%

19.53%

Intangible assets:

 

 

 

 

Goodwill

 

 

 $ 9,160

 $ 8,723

Core deposit intangible

 

 

 1,995

 2,915

 Total

 

 

 $ 11,155

 $ 11,638

 

 

 

 

 

Non-covered loans and other real estate owned (2):

 

 

Nonaccrual loans (3)

 

 

 $ 2,079

 $ 8,175

Loans past due 90 days and accruing interest

 

 32

 -- 

Other real estate owned

 

 

 13,620

 3,901

Total nonperforming assets 

 

 

 $ 15,731

 $ 12,076

Allowance for loan losses to total n

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