Southern California Bancorp(BCAL) - 2024 Q4 - Annual Report

Financial Overview - As of December 31, 2024, California BanCorp had total consolidated assets of $4.03 billion, total loans of$3.16 billion, total deposits of $3.40 billion, and total shareholders' equity of$511.8 million[24]. - The merger with California BanCorp (CALB) was completed on July 31, 2024, resulting in a combined bank holding company with approximately $4.25 billion in assets and 14 branches across California[34]. - The total aggregate consideration paid for the merger was approximately$216.6 million, which included approximately $74.0 million of preliminary goodwill[34]. - As of July 31, 2024, CALB had total loans of$1.43 billion, total assets of $1.91 billion, and total deposits of$1.64 billion prior to the merger[34]. - Total deposits reached $3.40 billion, including noninterest-bearing demand deposits of$1.26 billion (37.0% of total deposits) and a total deposit cost of 2.01% for the year ended December 31, 2024[66]. Business Strategy - California BanCorp's strategy focuses on serving small to medium-sized businesses, targeting a market with approximately 1.7 million such businesses in California[36]. - The company has expanded its branch network through acquisitions, including the acquisition of Bank of Santa Clarita, completed on October 1, 2021, and the merger with CALB[28]. - The company operates 14 branch offices and four loan production offices, with a focus on key Southern California markets[35]. - The company emphasizes a relationship-based banking approach, providing personalized service to small business owners, which is generally unavailable from larger banks[30]. Loan Portfolio - California BanCorp's lending products primarily include construction and land development loans, commercial real estate loans, commercial and industrial loans, SBA loans, and consumer loans[23]. - As of December 31, 2024, the company had total loans held for investment of $3.14 billion, with non-SBA loans accounting for$2.95 billion (93.9%) and SBA loans for $189.4 million (6.1$2.01 billion, representing 64.0% of loans held for investment, with non-owner occupied commercial real estate loans at $1.13 billion and multifamily residential loans at$244.0 million[56]. - The company reported $693.5 million in commercial and industrial loans, which constituted 22.1$4.9 million classified as non-performing[58]. - The company had $222.0 million in construction and land development loans, representing 7.1$9.7 million classified as non-performing[53]. - As of December 31, 2024, the company had $24.7 million in consumer loans, accounting for 0.7$150 thousand in consumer solar loans over 90 days past due[64]. - The company had $189.4 million in SBA loans, which represented 6.1$374 thousand classified as non-performing[63]. Capital and Regulatory Compliance - The company maintains a capital conservation buffer of 2.5% of risk-weighted assets, increasing minimum CET1 capital, Tier 1 capital, and total capital ratios to 7.0%, 8.5%, and 10.5% respectively[88]. - Total Capital to Risk-Weighted Assets ratio as of December 31, 2024, was 10.0%, exceeding the minimum required of 8.0%[89]. - Tier 1 Capital to Risk-Weighted Assets ratio was 8.0%, above the minimum requirement of 6.0%[89]. - CET1 Capital to Risk-Weighted Assets ratio was 6.5%, surpassing the minimum requirement of 4.5%[89]. - The company is subject to consolidated capital rules at the bank holding company level starting from the third quarter of 2024[85]. - The company has not elected to be a financial holding company, limiting its activities to those determined by the Federal Reserve[99]. - The company is required to consult with the Federal Reserve before repurchasing shares or paying dividends that exceed its earnings for the quarter[102]. - The company is extensively regulated under federal and state law, primarily by the Federal Reserve and the OCC[82]. Risk Management - The company emphasizes risk reduction in its loan portfolio by maintaining a maximum loan-to-value ratio of 75% for construction and land development loans[53]. - The company faces risks related to economic downturns in California, where it primarily operates, which could adversely affect credit quality and profitability[152]. - A significant portion of the loan portfolio is secured by real estate, making the company vulnerable to downturns in the local real estate market, potentially impacting profitability[154]. - Changes in interest rates could significantly affect net interest income, with potential adverse impacts on loan origination and repayment rates[155][158]. - The company may experience gaps in interest rate sensitivities between assets and liabilities, which could negatively impact earnings if market rates move unfavorably[157]. - The company relies on independent appraisals for real estate values, which may not be realizable in foreclosure situations, increasing credit risk[146]. - The company’s credit risk management practices may not fully prevent losses in its loan portfolio, despite adherence to sound underwriting practices[167]. - The company relies on independent appraisals for real estate securing loans, which may not reflect realizable values, increasing the risk of loss upon foreclosure[168]. Operational and Compliance Risks - The company is subject to various restrictions on capital distributions, including dividends, which can be up to 100% of net income for the year-to-date plus retained net income for the two preceding years without prior OCC approval[115]. - The Bank's ability to make loans is limited to 15% of unimpaired capital and surplus, with a potential increase to 25% if secured by readily marketable collateral[119]. - The Bank received a "satisfactory" overall rating in its most recent Community Reinvestment Act evaluation in 2024, with an "outstanding" rating on Community Development[126]. - The company must comply with anti-money laundering regulations, which include developing policies to monitor compliance and prevent suspicious activities[128]. - The company is subject to the Dodd-Frank Act, which centralizes consumer financial protection responsibilities with the CFPB, affecting compliance costs and operational regulations[134]. - Regulatory changes and increased scrutiny in the financial services industry could lead to higher compliance costs and operational uncertainties[137]. - The company is exposed to risks from severe weather and natural disasters, particularly in California, which could disrupt operations and increase loan defaults[151]. - The company may need to raise additional capital, but availability of such capital is uncertain, posing liquidity risks[146]. - Liquidity is essential for the company's operations, and any substantial changes in liquidity levels could adversely affect its financial condition[179]. - The company plans to pursue acquisitions as part of its growth strategy, which may strain its operational and financial resources[188]. - The integration of CALB with the company may incur unexpected costs and the anticipated benefits may not be realized[190]. - The company has not recorded goodwill impairment as of December 31, 2024, but future impairment could adversely affect its financial condition[191]. - The company's reputation is critical for business success, and any negative impact could materially affect its operations[192]. - Competition in the banking and financial services industry is intense, which may limit the company's growth and profitability[194]. - The company relies heavily on its executive management team, and the loss of key personnel could adversely affect its operations[195]. - The company is subject to stringent capital requirements, and failure to comply could result in regulatory restrictions and affect its financial condition[202]. Technological and Cybersecurity Risks - The financial services industry is experiencing rapid technological changes, with a focus on artificial intelligence and machine learning to enhance customer interactions and data analysis[205]. - Competitors may have greater resources for technological investments, potentially leading to a competitive disadvantage for the company[205]. - Cybersecurity risks, including e-fraud and data breaches, pose significant threats, with potential reputational and financial consequences[209]. - The company relies on robust information security measures, but evolving cyber threats may require additional resources for protection and remediation[208]. - The use of artificial intelligence in products and services carries risks of reputational harm and potential legal liabilities due to flawed algorithms or biased data[211]. - The enterprise risk management framework may not effectively mitigate risks, leading to potential losses and reputational damage[212]. - Operational risks include employee errors and misconduct, which could result in financial losses and regulatory sanctions[213]. - The company is dependent on data and modeling for decision-making, with faulty data potentially leading to adverse outcomes and regulatory scrutiny[216]. Environmental and Compliance Considerations - Compliance with environmental laws has not materially impacted capital expenditures or earnings, with no significant costs associated with environmental regulations identified[135]. - Environmental liabilities may arise from real estate properties securing the loan portfolio, potentially incurring substantial costs[217].