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Forward-Looking Statements & Risk Factors
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The Company's communications with the investment community (including, but not limited to, its earnings releases, conference calls, investor presentations, and SEC filings) may contain certain forward-looking statements regarding our prospective performance and strategies 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. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and are including this statement for purposes of said safe harbor provisions.

Forward-looking statements, which are based on certain assumptions and describe future plans, strategies, and expectations of the Company, are generally identified by use of the words “anticipate,” “believe,” “estimate,” “expect,” “intend,” “plan,” “project,” “seek,” “strive,” “try,” or future or conditional verbs such as “will,” “would,” “should,” “could,” “may,” or similar expressions. Although we believe that our plans, intentions, and expectations as reflected in these forward-looking statements are reasonable, we can give no assurance that they will be achieved or realized.

Our ability to predict results or the actual effects of our plans and strategies is inherently uncertain. Accordingly, actual results, performance, or achievements could differ materially from those contemplated, expressed, or implied by these forward-looking statements.

There are a number of factors, many of which are beyond our control, that could cause actual conditions, events, or results to differ significantly from those described in our forward-looking statements. These factors include, but are not limited to:

  • general economic conditions, either nationally or in some or all of the areas in which we and our customers conduct our respective businesses;
  • conditions in the securities markets and real estate markets or the banking industry;
  • changes in real estate values, which could impact the quality of the assets securing the loans in our portfolio;
  • changes in interest rates, which may affect our net income, prepayment penalty income, mortgage banking income, and other future cash flows, or the market value of our assets, including our investment securities;
  • changes in the quality or composition of our loan or securities portfolios;
  • changes in our capital management policies, including those regarding business combinations, dividends, and share repurchases, among others;
  • potential increases in costs if the Company is designated a “Systemically Important Financial Institution” under the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (the “Dodd-Frank Act”);
  • heightened regulatory focus on CRE concentration and related limits that have been, or may in the future be, imposed by regulators;
  • our use of derivatives to mitigate our interest rate exposure;
  • changes in competitive pressures among financial institutions or from non-financial institutions;
  • changes in deposit flows and wholesale borrowing facilities;
  • changes in the demand for deposit, loan, and investment products and other financial services in the markets we serve;
  • our timely development of new lines of business and competitive products or services in a changing environment, and the acceptance of such products or services by our customers;
  • our ability to obtain timely shareholder and regulatory approvals of any merger transactions we may propose;
  • our ability to successfully integrate any assets, liabilities, customers, systems, and management personnel we may acquire into our operations, and our ability to realize related revenue synergies and cost savings within expected time frames;
  • potential exposure to unknown or contingent liabilities of companies we have acquired, may acquire, or target for acquisition;
  • failure to obtain applicable regulatory approvals for the payment of future dividends;
  • the ability to pay future dividends at currently expected rates;
  • the ability to hire and retain key personnel;
  • the ability to attract new customers and retain existing ones in the manner anticipated;
  • changes in our customer base or in the financial or operating performances of our customers’ businesses;
  • any interruption in customer service due to circumstances beyond our control;
  • the outcome of pending or threatened litigation, or of matters before regulatory agencies, whether currently existing or commencing in the future;
  • environmental conditions that exist or may exist on properties owned by, leased by, or mortgaged to the Company;
  • any interruption or breach of security resulting in failures or disruptions in customer account management, general ledger, deposit, loan, or other systems;
  • operational issues stemming from, and/or capital spending necessitated by, the potential need to adapt to industry changes in information technology systems, on which we are highly dependent;
  • the ability to keep pace with, and implement on a timely basis, technological changes;
  • changes in legislation, regulation, policies, or administrative practices, whether by judicial, governmental, or legislative action, including, but not limited to, the Dodd-Frank Act, and other changes pertaining to banking, securities, taxation, rent regulation and housing, financial accounting and reporting, environmental protection, and insurance, and the ability to comply with such changes in a timely manner;
  • changes in the monetary and fiscal policies of the U.S. Government, including policies of the U.S. Department of the Treasury and the Board of Governors of the Federal Reserve System;
  • changes in accounting principles, policies, practices, or guidelines;
  • a material breach in performance by the Community Bank under our loss sharing agreements with the FDIC;
  • changes in our estimates of future reserves based upon the periodic review thereof under relevant regulatory and accounting requirements;
  • changes in regulatory expectations relating to predictive models we use in connection with stress testing and other forecasting or in the assumptions on which such modeling and forecasting are predicated;
  • changes in our credit ratings or in our ability to access the capital markets;
  • natural disasters, war, or terrorist activities; and
  • other economic, competitive, governmental, regulatory, technological, and geopolitical factors affecting our operations, pricing, and services.
In addition, the timing and occurrence or non-occurrence of events may be subject to circumstances beyond our control.

Furthermore, we routinely evaluate opportunities to expand through acquisitions and conduct due diligence activities in connection with such opportunities. As a result, acquisition discussions and, in some cases, negotiations, may take place at any time, and acquisitions involving cash or our debt or equity securities may occur.

Investors are cautioned not to place undue reliance on the forward-looking statements we make in our reports, conference calls, presentations, SEC filings, and other communications, as such statements speak only as of the dates upon which they are made. Except as required by applicable law or regulation, we undertake no obligation to update these forward-looking statements to reflect events or circumstances that occur after such dates.