Southern BancShares N C : 2021 Audited Consolidated Financial Statements

SOUTHERN

BANCSHARES

2021 Consolidated Financial Statements

SOUTHERN BANCSHARES (N.C.), INC. AND SUBSIDIARY
TABLE OF CONTENTS
	Page No.
Independent Auditors' Report..............................................................................................................	2
Consolidated Financial Statements:
Balance Sheets ...............................................................................................................................	4
Statements of Income and Comprehensive Income .........................................................................	5
Statements of Changes in Shareholders' Equity ..............................................................................	6
Statements of Cash Flows...............................................................................................................	7
Notes to Consolidated Financial Statements....................................................................................	9

Independent Auditors' Report

Board of Directors

Southern BancShares (N.C.), Inc.

Mount Olive, NC

Opinion

We have audited the consolidated financial statements of Southern BancShares (N.C.), Inc. and subsidiary (the "Company"), which comprise the consolidated balance sheets as of December 31, 2021 and 2020, and the related consolidated statements of income and comprehensive income, changes in shareholders' equity, and cash flows for the years then ended, and the related notes to the consolidated financial statements.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the financial position of Southern BancShares (N.C.), Inc. and subsidiary as of December 31, 2021 and 2020, and the results of its operations and its cash flows for the years then ended in accordance with accounting principles generally accepted in the United States of America.

We have also audited in accordance with auditing standards generally accepted in the United States of America (GAAS), the Company's internal control over financial reporting as of December 31, 2021, based on the criteria established in Internal Control- Integrated Framework (2013), issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) and our report dated March 21, 2022 expressed an unmodified opinion thereon.

Basis for Opinion

We conducted our audits in accordance with GAAS. Our responsibilities under those standards are further described in the Auditors' Responsibilities for the Audit of the Financial Statements section of our report. We are required to be independent of Southern BancShares (N.C.), Inc. and subsidiary and to meet our other ethical responsibilities, in accordance with the relevant ethical requirements relating to our audits. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Responsibilities of Management for the Financial Statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with accounting principles generally accepted in the United States of America, and for the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is required to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company's ability to continue as a going concern for the year after the date that the financial statements are issued.

DHG is registered in the U.S. Patent and Trademark Office to Dixon Hughes Goodman LLP

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Auditors' Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not absolute assurance, and therefore is not a guarantee that an audit conducted in accordance with GAAS will always detect a material misstatement when it exists. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Misstatements are considered material if there is a substantial likelihood that, individually or in the aggregate, they would influence the judgment made by a reasonable user based on the financial statements.

In performing an audit in accordance with GAAS, we:

• Exercise professional judgment and maintain professional skepticism throughout the audit.
• Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, and design and perform audit procedures responsive to those risks. Such procedures include examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances.
• Evaluate the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluate the overall presentation of the consolidated financial statements.
• Conclude whether, in our judgment, there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company's ability to continue as a going concern for a reasonable period of time.

We are required to communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit, significant audit findings, and certain internal control-related matters that we identified during the audit.

Greenville, NC

March 21, 2022

DHG is registered in the U.S. Patent and Trademark Office to Dixon Hughes Goodman LLP

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SOUTHERN BANCSHARES (N.C.), INC. AND SUBSIDIARY

CONSOLIDATED BALANCE SHEETS

(Dollars in Thousands Except Share and Per Share Data)

		December 31,
AS S ETS		2021			2020
Cash and cash equivalents:
Cash and due from banks	$	35,106	$	19,002
Interest-bearing deposits with banks		138,469			236,872
Certificates of deposit with banks		11,946			17,043
Total cash and cash equivalents		185,521			272,917
Investment in marketable equity securities at fair value
(cost of $25,973 and $23,057, respectively)		188,420			130,755
Investment securities available for sale, at fair value
(amortized cost of $1,617,009 and $952,292, respectively)		1,613,292			976,616
Loans held for sale		15,126			18,101
Loans:
Acquired loans		93,315			122,195
Non-acquired loans		2,346,234			2,177,434
Less allowance for loan losses:
Acquired loans		(1,860)			(2,608)
Non-acquired loans		(27,449)			(27,542)
Net loans		2,410,240			2,269,479
Premises and equipment, net		65,524			63,434
Operating lease right of use assets		4,035			5,719
Accrued interest receivable		12,034			12,213
Stock in Federal Home Loan Bank of Atlanta		1,855			2,633
Other real estate owned		86			442
Goodwill		26,649			26,649
Intangible assets		6,425			5,160
Bank owned life insurance		28,919			28,191
Other assets		32,854			23,556
Total assets	$	4,590,980		$	3,835,865
LIABILITIES
Deposits:
Noninterest-bearing	$	1,386,132	$	1,178,736
Interest-bearing		2,533,051			2,137,064
Total deposits		3,919,183			3,315,800
Short-term borrowings		63,670			55,263
Long-term borrowings		88,874			23,711
Operating lease liabilities		4,231			5,909
Other liabilities		48,083			42,017
Total liabilities		4,124,041			3,442,700
SHAREHOLDERS' EQUITY
Preferred stock		1,802			1,805
Common stock, $5 par value; 158,485 shares authorized; 79,357 and 80,085 shares
issued and outstanding at December 31, 2021 and 2020, respectively		397			400
Surplus		27,043			27,043
Retained earnings		440,622			352,670
Accumulated other comprehensive income (loss)		(2,925)			11,247
Total shareholders' equity		466,939			393,165
Total liabilities and shareholders' equity	$	4,590,980		$	3,835,865

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