FIRST WESTERN FINANCIAL, INC. The following discussion and analysis is intended to assist readers in understanding our financial condition and results of operations for the three months endedMarch 31, 2023 and should be read in conjunction with our consolidated financial statements and the accompanying notes thereto included in this Quarterly Report on Form 10-Q (this "Form 10-Q") and in our Annual Report on Form 10-K filed with theSecurities and Exchange Commission ("SEC") onMarch 15, 2023 . Unless we state otherwise or the context otherwise requires, references in this Form 10-Q to "we," "our," "us," "the Company," and "First Western" refer toFirst Western Financial, Inc. and its consolidated subsidiaries, includingFirst Western Trust Bank , which we sometimes refer to as "the Bank" or "our Bank." The following discussion contains "forward-looking statements" that reflect our future plans, estimates, beliefs, and expected performance. We caution that assumptions, expectations, projections, intentions, or beliefs about future events may, and often do, vary from actual results and the differences can be material. See "Cautionary Note Regarding Forward-Looking Statements." Also, see the risk factors and other cautionary statements described under the heading "Item 1A - Risk Factors" included in our Annual Report Form 10-K filed with theSEC onMarch 15, 2023 and in Part II-Item 1A of this Form 10-Q. We do not undertake any obligation to publicly update any forward-looking statements except as otherwise required by applicable law.
Company Overview
We are a financial holding company founded in 2002 and headquartered inDenver, Colorado . We provide a fully integrated suite of wealth management services to our clients including banking, trust, and investment management products and services. Our mission is to be the best private bank for the Western wealth management client. We target entrepreneurs, professionals, and high-net worth individuals, typically with$1.0 million -plus in liquid net worth, and their related philanthropic and business organizations, which we refer to as the "Western wealth management client." We believe that the Western wealth management client shares our entrepreneurial spirit and values our sophisticated, high-touch wealth management services that are tailored to meet their specific needs. We partner with our clients to solve their unique financial needs through our expert integrated services provided in a team approach. We offer our services through a branded network of boutique private trust bank offices, which we believe are strategically located in affluent and high-growth markets in locations acrossColorado ,Arizona ,Wyoming ,Montana , andCalifornia . Our profit centers, which are comprised of private bankers, lenders, wealth planners, and portfolio managers, under the leadership of a local chairman and/or president, are also supported centrally by teams providing management services such as operations, risk management, credit administration, marketing, technology support, human capital, and accounting/finance services, which we refer to as support centers. From 2004, when we opened our first profit center, untilMarch 31, 2023 , we have expanded our footprint into thirteen full service profit centers, four loan production offices, and one trust office located across five states. As of and for the three months endedMarch 31, 2023 , we had$2.97 billion in total assets,$25.7 million in total revenues, and provided fiduciary and advisory services on$6.38 billion of assets under management ("AUM").
Recent Industry Developments
During March and April of 2023, the banking industry experienced significant disruption and volatility with the failure of multiple banks creating industry wide concerns related to liquidity, deposit outflows, unrealized securities losses, and eroding consumer confidence in the banking industry. Despite the market wide impact to bank stock prices, we believe the Bank remains stable with strong fundamentals including uninsured deposits lower than our peers at$891.5 million , or 37.3% of total deposits and$1.5 billion in readily available liquidity through various funding sources as ofMarch 31, 2023 . The Company has a low amount of held-to-maturity securities, which represent 2.7% of Total assets, and carries unrecognized losses amounting to less than 3% of Total shareholders' equity as ofMarch 31, 2023 . We feel we have maintained high credit quality standards which have kept our loan losses at immaterial levels and we have limited exposure to commercial real estate ("CRE") non-owner occupied office space which has been impacted by the shift to hybrid work environments. Our client base is well diversified with no single industry concentration. In the days immediately following the bank failures, the Bank reached out to our clients to assure them of our stability and answer any questions or concerns as well to assist those impacted by the failed banks.
Primary Factors Used to Evaluate the Results of Operations
As a financial institution, we manage and evaluate various aspects of both our
results of operations and our financial condition. We evaluate the comparative
levels and trends of the line items in our Condensed Consolidated
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Balance Sheets and Statements of Income as well as various financial ratios that are commonly used in our industry. The primary factors we use to evaluate our results of operations include net interest income, non-interest income, and non-interest expense.
Net Interest Income
Net interest income represents interest income less interest expense. We generate interest income on interest-earning assets, primarily loans and investment securities. We incur interest expense on interest-bearing liabilities, primarily interest-bearing deposits and borrowings. To evaluate net interest income, we measure and monitor: (i) yields on loans, investment securities, and other interest-earning assets; (ii) the costs of deposits and other funding sources; (iii) the rates incurred on borrowings and other interest-bearing liabilities; and (iv) the regulatory risk weighting associated with the assets. Interest income is primarily impacted by loan growth and loan repayments, along with changes in interest rates on the loans. Interest expense is primarily impacted by changes in deposit balances, changes in interest rates on deposits, along with the volume and type of interest-bearing liabilities. Net interest income is primarily impacted by changes in market interest rates, the slope of the yield curve, and interest we earn on interest-earning assets or pay on interest-bearing liabilities.
Non-Interest Income
Non-interest income primarily consists of the following:
•Trust and investment management fees-fees and other sources of income charged
to clients for managing their trust and investment assets, providing financial
planning consulting services, 401(k) and retirement advisory consulting
services, and other wealth management services. Trust and investment management
fees are primarily impacted by rates charged and increases and decreases in AUM.
AUM is primarily impacted by opening and closing of client advisory and trust
accounts, contributions and withdrawals, and the fluctuation in market values.
•Net gain on mortgage loans-gain on originating and selling mortgages and
origination fees, less commissions to loan originators, document review, and
other costs specific to originating and selling the loan. The market adjustments
for interest rate lock commitments ("IRLC"), mortgage derivatives, and gains and
losses incurred on the mandatory trading of loans are also included in this line
item. Net gain on mortgage loans is primarily impacted by the amount of loans
sold, the type of loans sold, and market conditions.
•Bank fees-income generated through bank-related service charges such as:
electronic transfer fees, treasury management fees, bill pay fees, servicing
fees, and other banking fees. Banking fees are primarily impacted by the level
of business activities and cash movement activities of our clients.
•Risk management and insurance fees-commissions earned on insurance policies we
have placed for clients through our client risk management team who incorporate
insurance services, primarily life insurance, to support our clients' wealth
planning needs. Our insurance revenues are primarily impacted by the type and
volume of policies placed for our clients.
•Income on company-owned life insurance-income earned on the growth of the cash
surrender value of life insurance policies we hold on certain key associates.
The income on the increase in the cash surrender value is non-taxable income.
Non-Interest Expense
Non-interest expense is comprised primarily of the following:
•Salaries and employee benefits-all forms of compensation-related expenses
including salary, incentive compensation, payroll-related taxes, stock-based
compensation, benefit plans, health insurance, 401(k) plan match costs, and
other benefit-related expenses. Salaries and employee benefit costs are
primarily impacted by changes in headcount and fluctuations in benefits costs.
•Occupancy and equipment-costs related to building and land maintenance, leasing
our office space, depreciation charges for the buildings, building improvements,
furniture, fixtures and equipment, amortization of leasehold improvements,
utilities, and other occupancy-related expenses. Occupancy and equipment costs
are primarily impacted by the number of locations we occupy.
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•Professional services-costs related to legal, accounting, tax, consulting, personnel recruiting, insurance, and other outsourcing arrangements. Professional services costs are primarily impacted by corporate activities requiring specialized services.FDIC insurance expense is also included in this line and represents the assessments that we pay to theFDIC for deposit insurance. •Technology and information systems-costs related to software and information technology services to support office activities and internal networks. Technology and information system costs are primarily impacted by the number of locations we occupy, the number of associates we have, and the level of service we require from our third-party technology vendors. •Data processing-costs related to processing fees paid to our third-party data processing system providers relating to our core private trust banking platform. Data processing costs are primarily impacted by the number of loan, deposit, and trust accounts we have and the level of transactions processed for our clients.
•Marketing-costs related to promoting our business through advertising, promotions, charitable events, sponsorships, donations, and other marketing-related expenses. Marketing costs are primarily impacted by the levels of advertising programs and other marketing activities and events held throughout the year.
•Amortization of other intangible assets-primarily represents the amortization
of intangible assets including client lists, core deposit intangibles, and other
similar items recognized in connection with acquisitions.
•Other-includes costs related to operational expenses associated with office
supplies, postage, travel expenses, meals and entertainment, dues and
memberships, costs to maintain or prepare other real estate owned ("OREO") for
sale, director compensation and travel, and other general corporate expenses
that do not fit within one of the specific non-interest expense lines described
above. Other operational expenses are generally impacted by our business
activities and needs.
Operating Segments
The Company's reportable segments consist of Wealth Management and Mortgage. We measure the overall profitability of operating segments based on income before income tax. We believe this is a more useful measurement as our wealth management products and services are fully integrated with our private trust bank. We allocate costs to our segments, which consist primarily of compensation and overhead expense directly attributable to the products and services within the Wealth Management and Mortgage segments. We measure the profitability of each segment based on a post-allocation basis, as we believe it better approximates the operating cash flows generated by our reportable operating segments. A description of each segment is provided in Note 15 - Segment Reporting of the accompanying Notes to the Condensed Consolidated Financial Statements.
Primary Factors Used to Evaluate our Balance Sheet
The primary factors we use to evaluate our balance sheet include asset and liability levels, asset quality, capital, liquidity, and potential profit production from assets.
We manage our asset levels to ensure our lending initiatives are efficiently and profitably supported and to ensure we have the necessary liquidity and capital to meet the required regulatory capital ratios. Funding needs are evaluated and forecasted by communicating with clients, reviewing loan maturity and draw expectations, and projecting new loan opportunities. We manage the diversification and quality of our assets based upon factors that include the level, distribution, severity, and trend of problem assets such as those determined to be classified, delinquent, non-accrual, non-performing or restructured; the adequacy of our allowance for credit losses; the diversification and quality of loan and investment portfolios; the extent of counterparty risks, credit risk concentrations, and other factors. We manage our liquidity based upon factors that include the level and quality of capital and our overall financial condition, the trend and volume of problem assets, our balance sheet risk exposure, the level of deposits as a percentage of total loans, the amount of non-deposit funding used to fund assets, the availability of unused funding sources and off-balance sheet obligations, the availability of assets to be readily converted into cash without undue loss, the amount of cash and liquid securities we hold, and other factors. Financial institution regulators have established guidelines for minimum capital ratios for banks and bank holding companies. The Company has adopted theBasel III regulatory capital framework. As ofMarch 31, 2023 , the Bank's capital ratios exceeded the current well capitalized regulatory requirements established under Basel III. 52
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Table of Contents Results of Operations Overview The three months endedMarch 31, 2023 compared with the three months endedMarch 31, 2022 . We reported net income available to common shareholders of$3.8 million for the three months endedMarch 31, 2023 , compared to$5.5 million of net income available to common shareholders for the three months endedMarch 31, 2022 , a$1.7 million , or 30.8% decrease. For the three months endedMarch 31, 2023 , our income before income tax was$5.2 million , a$2.2 million , or 29.5% decrease from the three months endedMarch 31, 2022 . The decrease was primarily driven by a$2.6 million decrease in non-interest income and a$1.2 million increase in non-interest expense, partially offset by a$1.6 million increase in net interest income, after provision for credit losses. The increase in non-interest expense was due to an increase in Salaries and employee benefits, driven by higher wages, higher health insurance costs, and lower deferred compensation due to fewer loan originations. Additionally,FDIC insurance increased due to theFDIC's two basis point uniform increase in assessment rates and the Company's increase in total assets year-over-year. The decrease in non-interest income was due to lower mortgage segment activity as higher interest rates and decreased housing inventory drove declines in both refinance and purchase volume, losses on loans accounted for under the fair value option, and lower Trust and investment management fees derived from reduced assets under management ("AUM") balances, which were negatively impacted by lower equity and fixed income market valuations. The increase in net interest income, after provision for credit losses, was primarily due to an increase in Interest and fees on loans resulting from year-over-year loan growth and higher loan yields, offset partially by higher balances and rates on deposits and borrowings.
Net Interest Income
The three months endedMarch 31, 2023 compared with the three months endedMarch 31, 2022 . For the three months endedMarch 31, 2023 , net interest income, before the provision for credit losses, was$19.6 million , an increase of$1.1 million , or 5.8%, compared to the three months endedMarch 31, 2022 . The increase in net interest income was driven by a$556.9 million increase in average loans outstanding and a 127 basis point increase in the average yield on loans, partially offset by a 270 basis point increase in average rates on interest bearing deposits, a 341 basis point increase in short term borrowing rates, and a$329.4 million increase in average interest-bearing liabilities. Net interest margin decreased 10 basis points to 2.93% in the first quarter of 2023 from 3.03% reported in the first quarter of 2022. The increase in average loans outstanding for the three months endedMarch 31, 2023 compared to the same period in 2022 was due to organic loan growth. Average loan yields were 5.30% for the three months endedMarch 31, 2023 , compared to 4.03% for the three months endedMarch 31, 2022 . The increase in loan yields during the three-month period was primarily driven by an increase in yields on the variable rate portfolio and an increase in yields on new production due to the rising interest rate environment. Interest income on our investment securities portfolio increased as a result of higher average investment balances for the three months endedMarch 31, 2023 compared to the same period in 2022. Our average investment securities balance during the three months endedMarch 31, 2023 was$82.1 million , an increase of$26.4 million from the three months endedMarch 31, 2022 . Interest expense on deposits increased during the three months endedMarch 31, 2023 compared to the same period in 2022. The increase was driven primarily by a 270 basis point increase in the average rate paid on interest-bearing deposits, consistent with the higher interest rate environment. The growth in interest-bearing deposits was primarily attributable to new and expanded client relationships. 53
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The following presents an analysis of net interest income and net interest
margin during the periods presented, using daily average balances for each major
category of interest-earning assets and interest-bearing liabilities, the
interest earned or paid, and the average rate earned or paid on those assets or
liabilities.
As of or for the Three Months Ended
2023 2022
Interest Average Interest Average
Average Earned / Yield / Average Earned / Yield /
(Dollars in thousands) Balance(1) Paid Rate Balance(1) Paid Rate
Assets
Interest-earning assets:
Interest-bearing deposits in other
financial institutions $ 127,608 $ 1,403 4.46 % $ 474,593 $ 232 0.20 %
Federal funds sold - - - 1,349 - -
Investment securities(2) 82,106 629 3.11 55,739 337 2.45
Correspondent bank stock 9,592 173 7.31 1,663 20 4.88
Loans(3) 2,479,644 32,395 5.30 1,922,770 19,096 4.03
Mortgage loans held for sale(5) 7,521 112 6.04 22,699 191 3.41
Interest-earning assets(4) 2,706,471 34,712 5.20 2,478,813 19,876 3.25
Allowance for credit losses (20,325) (13,715)
Noninterest-earning assets 125,201 119,987
Total assets $ 2,811,347 $ 2,585,085
Liabilities and Shareholders' Equity
Interest-bearing liabilities:
Interest-bearing deposits $ 1,805,994 13,092 2.94 $ 1,605,314 943 0.24
FHLB and Federal Reserve borrowings 142,642 1,369 3.89 33,104 39 0.48 Subordinated notes 52,135 691 5.38 32,939 399 4.91 Total interest-bearing liabilities 2,000,771 15,152 3.07 1,671,357 1,381
0.34
Noninterest-bearing liabilities: Noninterest-bearing deposits 545,670 668,705 Other liabilities 26,206 23,555 Total noninterest-bearing liabilities 571,876 692,260 Total shareholders' equity 238,700 221,468 Total liabilities and shareholders' equity$ 2,811,347 $ 2,585,085 Net interest rate spread(6) 2.13 2.92 Net interest income(7)$ 19,560 $ 18,495 Net interest margin(8) 2.93 3.03
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(1)Average balance represents daily averages, unless otherwise noted.
(2)Represents monthly averages.
(3)Non-performing loans are included in the respective average loan balances.
Income, if any, on such loans is recognized on a cash basis.
(4)Tax-equivalent yield adjustments are immaterial.
(5)Mortgage loans held for sale are included in the interest-earning assets
above, with interest income recognized in the interest and dividend income on
loans, including fees line in the Condensed Consolidated Statements of Income.
These balances are included in the margin calculations in these tables.
(6)Net interest spread is the average yield on interest-earning assets
(excluding mortgage loans held for sale) minus the average rate on
interest-bearing liabilities.
(7)Net interest income is the difference between income earned on
interest-earning assets and expense paid on interest-bearing liabilities.
(8)Net interest margin is equal to net interest income divided by average
interest-earning assets.
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The following presents the dollar amount of changes in interest income and
interest expense during the periods presented for each component of
interest-earning assets and interest-bearing liabilities (excluding mortgage
loans held for sale), and distinguishes between changes attributable to volume
and interest rates. Changes attributable to both rate and volume that cannot be
separated have been allocated to volume (dollars in thousands):
Three Months Ended
Compared to 2022
Increase
(Decrease) Due Total
Change in: Increase
Volume Rate (Decrease)
Interest-earning assets:
Interest-bearing deposits in other financial institutions $ (3,815) $ 4,986 $ 1,171
Investment securities 202 90 292
Correspondent bank stock 143 10 153
Loans 7,275 6,024 13,299
Mortgage loans held for sale (226) 147 (79)
Total increase in interest income 3,579 11,257 14,836
Interest-bearing liabilities:
Interest-bearing deposits 1,455 10,694 12,149
FHLB and Federal Reserve borrowings 1,051 279 1,330
Subordinated notes 254 38 292
Total increase in interest expense 2,760 11,011 13,771
Increase in net interest income $
819
(Release) Provision for Credit Losses
We have a dedicated problem loan resolution team comprised of associates from our credit, senior leadership, risk, and accounting teams that meets frequently to ensure that watch list and problem credits are identified early and actively managed. We work to identify potential losses in a timely manner and proactively manage the problem credits to minimize losses. For the three months endedMarch 31, 2023 , we recorded a$0.3 million release to our provision for credit losses. The provision release was primarily driven by favorable changes in the volume and composition of our loan portfolio which drove a lower provision requirement on total outstanding loans ($0.8 million release) offset partially by increased off-balance sheet commitments which required additional provision for the current quarter ($0.5 million provision). The Company has increased loan level reviews and portfolio monitoring to address the changing environment. Management believes the financial strength of the Company's clientele and the diversity of the portfolio continues to mitigate the credit risk within the portfolio.
Non-Interest Income
The three months endedMarch 31, 2023 compared with the three months endedMarch 31, 2022 . For the three months endedMarch 31, 2023 compared with the three months endedMarch 31, 2022 , non-interest income decreased$2.6 million , or 30.6%, to$5.8 million . The decrease in non-interest income during the three months endedMarch 31, 2023 was due to lower mortgage segment activity as higher interest rates and decreased inventory levels drove declines in both refinance and purchase volume, losses on loans accounted for under the fair value option, and lower Trust and investment management fees derived from reduced assets under management balances, which were negatively impacted by lower equity and fixed income market valuations. 55
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The following presents the significant categories of our non-interest income during the periods presented (dollars in thousands):
Three Months Ended March 31, Change
(Dollars in thousands) 2023 2022 $ %
Non-interest income:
Trust and investment management fees $ 4,635 $ 5,166 $ (531) (10.3) %
Net gain on mortgage loans 1,019 2,303 (1,284) (55.8)
Bank fees 592 671 (79) (11.8)
Risk management and insurance fees 127 109 18 16.5
Income on company-owned life insurance 90 86 4 4.7
Net loss on loans held for sale (178) - (178) *
Net loss on loans accounted for under the
fair value option (543) - (543) *
Unrealized gain/(loss) recognized on
equity securities 10 (32) 42 *
Other 67 86 (19) (22.1)
Total non-interest income $ 5,819 $ 8,389 $ (2,570) (30.6)
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*Not meaningful
Trust and investment management fees-For the three months endedMarch 31, 2023 compared to the same period in 2022, our trust and investment management fees decreased$0.5 million , or 10.3%. The decrease for the three months endedMarch 31, 2023 , is due to a decreased value of AUM balances caused by unfavorable market conditions. Net gain on mortgage loans-For the three months endedMarch 31, 2023 compared to the same period in 2022, our net gain on mortgage loans decreased by$1.3 million , or 55.8%, to$1.0 million . The decrease in net gain on mortgage loans was primarily driven by a slowdown in new lock volume on held for sale loans associated with rising interest rates and reduced housing inventory. Bank fees- For the three months endedMarch 31, 2023 compared to the same period in 2022, our bank fees decreased by$0.1 million or 11.8%. The decrease during the three months was primarily driven by decreased treasury management fees as a result of rising interest rates driving higher earnings credit on commercial operating balances. Net loss on loans held for sale- During the three months endedMarch 31, 2023 , the Company transferred$39.0 million of non-relationship loans held for investment to loans held for sale and sold all loans held for sale of$40.9 million . Upon transfer of the loans, the Company recorded a net loss on loans held for sale of$0.2 million , primarily attributable to the slight decline in fair value as a result of rising interest rates on comparable loans in the market. Net (loss)/gain on loans accounted for under the fair value option- The Company elected the fair value option on certain new loans purchased in 2022. During the three months endedMarch 31, 2023 , the Company recorded a net loss on loans accounted for under the fair value option of$0.5 million . The losses were primarily attributable to charge-offs during the period and the decline in fair value as a result of the rising interest rates on comparable loans in the market.
Non-Interest Expense
The three months endedMarch 31, 2023 compared with the three months endedMarch 31, 2022 . The increase in non-interest expense of 6.0% to$20.5 million for the three months endedMarch 31, 2023 , was due to an increase in Salaries and employee benefits, driven by higher wages, higher health insurance costs, and lower deferred compensation due to fewer loan originations. Additionally,FDIC insurance increased due to theFDIC's two basis point uniform increase in assessment rates and the Company's increase in total assets year-over-year. 56
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The following presents the significant categories of our non-interest expense during the periods presented (dollars in thousands):
Three Months Ended March 31, Change
(Dollars in thousands) 2023 2022 $ %
Non-interest expense:
Salaries and employee benefits $ 13,098 $ 12,058 $ 1,040 8.6 %
Occupancy and equipment 1,914 1,882 32 1.7
Professional services 1,923 1,526 397 26.0
Technology and information systems 832 1,046 (214) (20.5)
Data processing 1,139 1,187 (48) (4.0)
Marketing 391 557 (166) (29.8)
Amortization of other intangible assets 64 77 (13) (16.9)
Net (gain)/loss on assets held for sale - (1) 1 *
Other 1,167 1,026 141 13.7
Total non-interest expense $ 20,528 $ 19,358 $ 1,170 6.0
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*Not meaningful
Salaries and employee benefits- The increase in Salaries and employee benefits
of
Professional services- The increase in Professional services of$0.4 million , or 26.0%, for the three months endedMarch 31, 2023 , was primarily driven by theFDIC's two basis point uniform increase in assessment rates and the Company's increase in total assets year-over-year. Technology and information systems- The decrease in Technology and information systems of$0.2 million , or 20.5%, for the three months endedMarch 31, 2023 , was driven primarily by reduced software costs related to the trust and investment management system enhancement completed in 2022. Marketing- The decrease in marketing of$0.2 million , or 29.8%, for the three months endedMarch 31, 2023 , was driven by lower advertising costs as well as reduced client onboarding costs compared to the same period last year, which included client onboarding costs related to theTeton acquisition.
Other-The increase in other of
Income Tax
The Company recorded an income tax provision of$1.3 million and$1.8 million for the three months endedMarch 31, 2023 and 2022, respectively, reflecting an effective tax rate of 26.0% and 24.5%, respectively.
Segment Reporting
We have two reportable operating segments: Wealth Management and Mortgage. Our
Wealth Management segment consists of operations relating to the Company's fully
integrated wealth management products and services. Services provided include
deposit, loan, insurance, and trust and investment management advisory products
and services for which fee revenue is recognized. Our Mortgage segment consists
of operations relating to the Company's residential mortgage service offerings.
Services provided by our Mortgage segment include soliciting, originating, and
selling mortgage loans into the secondary market. Mortgage products are
financial in nature, for which origination fees are recognized net of
origination expenses, upon the funding of the mortgage loans. Mortgage loans
held for sale are accounted for under the fair value option with changes in fair
value reported through earnings at inception when loans are locked to the
borrower and until the loan is sold to third parties, at which time additional
gains or losses on the sale are recorded. Mortgage loans originated and held for
investment purposes are recorded in the Wealth Management segment, as this
segment provides ongoing services to our clients.
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The following presents key metrics related to our segments during the periods presented (dollars in thousands):
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