10-Q 1 form10q0909.htm FORM 10Q 0909 form10q0909.htm



UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.   20549
FORM 10-Q

(Mark One)

x
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2009

OR

o
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number:   001-13901

LOGO
 
AMERIS BANCORP
(Exact name of registrant as specified in its charter)

GEORGIA
 
58-1456434
(State of incorporation)
 
(IRS Employer ID No.)

310 FIRST STREET, S.E., MOULTRIE, GA 31768
(Address of principal executive offices)
 
(229) 890-1111
(Registrant’s telephone number)
 
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o
 
Indicate by check mark whether the Registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes o No o
 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See definitions of “large accelerated filer", "accelerated filer" and "smaller reporting company” in Rule 12b-2 of the Securities Exchange Act. (Check one):
 
Large accelerated filer o
Accelerated filer x
Smaller reporting company o
   
Non-accelerated filer o (Do not check if smaller reporting company)
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Securities Exchange Act).Yes o No x
 
There were 13,684,094 shares of Common Stock outstanding as of October 30, 2009.
AMERIS BANCORP

 
PART I - FINANCIAL INFORMATION
Page
Item 1.
Financial Statements
 
 
3
     
 
4
     
 
5
     
 
6
     
Item 2.
25
     
Item 3.
41
     
Item 4.
42
     
PART II – OTHER INFORMATION
 
Item 1.
43
     
Item 1A.
43
     
Item 2.
43
     
Item 3.
43
     
Item 4.
44
     
Item 5.
44
     
Item 6.
44
     
 
45
     
     
     
     
     






Item 1.    Financial Statements

AMERIS BANCORP AND SUBSIDIARIES
(Dollars in Thousands)
                 
   
September 30,
   
December 31,
   
September 30,
   
2009
   
2008
   
2008
   
(Unaudited)
   
(Audited)
   
(Unaudited)
Assets                
Cash and due from banks   $ 43,761     $ 66,787     $ 43,549
Federal funds sold and interest bearing accounts     114,335       144,383       75,458
Investment securities available for sale, at fair value      251,189       367,894       286,002
Other investments
   
4,441
     
6,839
     
 9,836
                       
Loans     1,652,689       1,695,777       1,710,109
     Less: allowance for loan losses     41,946       39,652       30,144
Loans, net     1,610,743       1,656,125       1,679,965
                       
Premises and equipment, net     67,641       66,107       65,868
Intangible assets, net     3,193       3,631       3,924
Goodwill     54,813       54,813       54,813
Other real estate owned     21,923       4,742       4,561
Other assets     35,436       35,769       33,667
     Total assets   $ 2,207,475     $ 2,407,090     $ 2,257,643
                       
Liabilities and Stockholders' Equity                      
Deposits:                      
Noninterest-bearing   $ 205,699     $ 208,532     $ 198,900
Interest-bearing     1,681,830       1,804,993       1,607,439
     Total deposits     1,887,529       2,013,525       1,806,339
Federal funds purchased and securities sold under agreements to repurchase        30,393       27,416       63,973
Other borrowings     7,000       72,000       138,600
Other liabilities     7,268       12,521       13,118
Subordinated deferrable interest debentures     42,269       42,269       42,269
      Total liabilities     1,974,459       2,167,731       2,064,299
                       
Stockholders' Equity                      
Preferred stock, par value $1; 5,000,000 shares authorized;
     52,000 shares issued
   
49,411
     
49,028
     
-
Common stock, par value $1; 30,000,000 shares
     authorized; 15,018,328, 14,968,822 and 14,998,253 issued
    15,018       14,968       14,998
Capital surplus     86,432       86,038       83,453
Retained earnings     86,425       93,594       105,014
Accumulated other comprehensive income     6,542       6,518       666
Treasury stock, at cost, 1,334,234, 1,331,102 and 1,331,102 shares     (10,812)       (10,787)       (10,787)
     Total stockholders' equity     233,016       239,359       193,344
     Total liabilities and stockholders' equity   $ 2,207,475     $ 2,407,090     $ 2,257,643
 
See notes to unaudited consolidated financial statements

AMERIS BANCORP AND SUBSIDIARIES
 
 
(dollars in thousands, except per share data)
 
(Unaudited)
 
                         
                         
   
Three Months Ended
   
Nine Months Ended
 
   
September 30,
   
September 30,
 
   
2009
   
2008
   
2009
   
2008
 
Interest Income
                       
Interest and fees on loans
 
$
24,888
   
$
28,280
   
$
76,444
   
$
86,752
 
Interest on taxable securities
   
2,725
     
3,563
     
9,288
     
10,793
 
Interest on nontaxable securities
   
329
     
169
     
751
     
514
 
Interest on deposits in other banks
   
68
     
100
     
201
     
391
 
Interest on federal funds sold        12              0         54       0  
      Total Interest Income
   
28,022
     
32,112
     
86,739
     
98,450
 
                                 
Interest Expense
                               
Interest on deposits
   
8,684
     
11,717
     
30,869
     
38,173
 
Interest on other borrowings
   
526
     
1,218
     
1,551
     
3,584
 
      Total Interest Expense
   
9,210
     
12,935
     
32,420
     
41,757
 
                                 
     Net Interest Income
   
18,812
     
19,177
     
54,319
     
56,693
 
Provision for Loan Losses
   
8,298
     
8,220
     
25,600
     
15,140
 
     Net Interest Income After Provision for Loan Losses
   
10,514
     
10,957
     
28,719
     
41,553
 
                                 
Noninterest Income
                               
Service charges on deposit accounts
   
3,510
     
3,657
     
9,938
     
10,637
 
Mortgage banking activity
   
692
     
745
     
2,332
     
2,469
 
Other service charges, commissions and fees
   
131
     
120
     
271
     
618
 
Gain/(loss) on sale of securities
   
(20)
     
-
     
794
     
-
 
Other noninterest income
   
208
     
117
     
1,278
     
1,070
 
     Total Noninterest Income
   
4,521
     
4,639
     
14,613
     
14,794
 
                                 
Noninterest Expense
                               
Salaries and employee benefits
   
7,431
     
7,113
     
23,321
     
24,392
 
Equipment and occupancy expenses
   
2,114
     
1,904
     
6,496
     
5,999
 
Amortization of intangible assets
   
146
     
293
     
439
     
878
 
Data processing and telecommunications expenses
   
1,746
     
1,678
     
5,077
     
4,856
 
Advertising and marketing expenses
   
301
     
818
     
1,314
     
2,344
 
Other non-interest expenses
   
3,622
     
2,955
     
12,169
     
7,894
 
     Total Noninterest Expense
   
15,360
     
14,761
     
48,816
     
46,363
 
                                 
     (Loss)/Income Before Tax (Benefit)/Expense
   
(325)
     
835
     
(5,484)
     
9,984
 
Applicable Income Tax (Benefit)/Expense
   
(198)
     
469
     
(2,027)
     
3,504
 
     Net (Loss)/Income
 
$
(127)
   
$
366
   
$
(3,457)
   
$
6,480
 
                                 
Preferred Stock Dividends
   
664
     
-
     
1,918
     
-
 
     Net (Loss)/Income Available to Common Shareholders
   
(791)
     
366
     
(5,375)
     
6,480
 
                                 
Other Comprehensive Income/(loss)
                               
Unrealized holding gain/(loss) arising during period on investment
     securities available for sale, net of tax  
   
1,469
     
856
     
192
     
571
 
Unrealized gain/(loss) on cash flow hedges arising during period ,
     net of tax
   
(959)
     
100
     
280
     
300
 
Reclassification adjustment for (gains)/losses included in net
     income, net of tax
   
(33)
     
-
     
(516)
     
41
 
     Comprehensive Income/(loss)    (314)     $ 1,322     $ (5,419)     $ 7,392  
                                 
      Basic (loss)/earnings per share   $ (0.06)     $ 0.03     $ (0.40)     $ 0.48  
      Diluted (loss)/earnings per share   $ (0.06)     $ 0.03     $ (0.40)     $ 0.48  
                                 
      Weighted Average Common Shares Outstanding
                               
     Basic
   
13,630
     
13,620
     
13,630
     
13,612
 
     Diluted
   
13,630
     
13,648
     
13,630
     
13,659
 
                                 
Dividends declared per share
 
$
-
   
$
0.05
   
$
0.10
   
$
0.33
 
 
See notes to unaudited consolidated financial statements




AMERIS BANCORP AND SUBSIDIARIES
 
 
(Dollars in Thousands)
 
(Unaudited)
 
   
Nine Months Ended
 
   
September 30,
 
   
2009
   
2008
 
Cash Flows From Operating Activities:            
Net Income/(Loss)
 
$
(3,457
 
$
6,480
 
Adjustments to reconcile net income/(loss) to net cash provided by operating activities:
               
Depreciation
   
2,658
     
2,400
 
Net (gains)/losses on sale or disposal of premises and equipment
   
95
     
(38)
 
Net (gains)/losses on sale of other real estate owned
   
706
     
(41)
 
Provision for loan losses
   
25,600
     
15,140
 
Amortization of intangible assets
   
438
     
878
 
Net gains on securities available for sale
   
 (794
   
 -
 
Other prepaids, deferrals and accruals, net
   
(1,618
   
(5,808)
 
      Net cash provided by operating activities
   
23,628
     
19,011
 
                 
                 
                 
Cash Flows From Investing Activities:                
Net (increase)/decrease in federal funds sold and interest bearing deposits
   
30,048
 
   
(63,437)
 
Proceeds from maturities of securities available for sale
   
135,318
     
59,9800
 
Purchase of securities available for sale
   
(50,196
   
(57,843)
 
Proceeds from sales of securities available for sale
   
31,879
     
-
 
Net increase in loans
   
(6,735
)
   
(116,705)
 
Proceeds from sales of other real estate owned
   
8,632
     
11,266
 
Proceeds from sales of premises and equipment
   
1,647
     
386
 
Purchases of premises and equipment
   
(5,934
   
(11,139)
 
      Net cash (used in)/provided by investing activities
   
144,659
     
(177,672)
 
                 
                 
                 
Cash Flows From Financing Activities:                
Net increase/(decrease) in deposits
   
(125,996
)
   
49,075
 
Net increase in federal funds purchased and securities sold under
   agreements to repurchase
   
2,977
     
49,268
 
Decrease in other borrowings
   
(65,000
   
-
 
Increase in other borrowings     -       48,100  
Dividends paid - preferred stock
   
(1,918
   
-
 
Dividends paid - common stock
   
(1,358
   
(4,476)
 
Purchase of treasury shares
   
(25
)
   
(18)
 
Proceeds from exercise of stock options
   
6
     
457
 
        Net cash (used in)/provided by financing activities
   
(191,314
   
142,406
 
                 
Net decrease in cash and due from banks   $ (23,026 )   $ (16,255)  
                 
Cash and due from banks at beginning of period     66,787       59,804  
                 
Cash and due from banks at end of period   $  43,761     $  43,549  
See notes to unaudited consolidated financial statements

AMERIS BANCORP AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 2009 (Unaudited)
 

NOTE 1 – BASIS OF PRESENTATION AND ACCOUNTING POLICIES
Ameris Bancorp (the “Company” or “Ameris”) is a financial holding company headquartered in Moultrie, Georgia. Ameris conducts the majority of its operations through its wholly-owned banking subsidiary, Ameris Bank (the “Bank”). At September 30, 2009 the Bank operated 50 branches in Georgia, Alabama, northern Florida and South Carolina. Our business model capitalizes on the efficiencies of a large financial services company while still providing the community with the personalized banking service expected by our customers. We manage our Bank through a balance of decentralized management responsibilities and efficient centralized operating systems, products and loan underwriting standards. Ameris’ board of directors and senior managers establish corporate policy, strategy and administrative policies. Within Ameris’ established guidelines and policies, to minimize risk, each advisory board and senior managers make lending and community specific decisions. This approach allows the banker closest to the customer to respond to the differing needs and demands of their unique market.
 
The accompanying unaudited consolidated financial statements for Ameris have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and Regulation S-X. Accordingly, the financial statements do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statement presentation. The interim consolidated financial statements included herein are unaudited, but reflect all adjustments which, in the opinion of management, are necessary for a fair presentation of the consolidated financial position and results of operations for the interim periods presented. All significant intercompany accounts and transactions have been eliminated in consolidation. The results of operations for the period ended September 30, 2009 are not necessarily indicative of the results to be expected for the full year. These financial statements should be read in conjunction with the financial statements and notes thereto and the report of our registered independent public accounting firm included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2008.
 
Certain amounts reported for the periods ended December 31, 2008 and September 30, 2008 have been reclassified to conform to the presentation as of September 30, 2009. These reclassifications had no effect on previously reported net income or stockholders' equity.
 



Subsequent Events - Federally Assisted Acquisitions
Subsequent to September 30, 2009, the Company has participated in two federally assisted acquisitions that will have material impacts on the Company’s operations and statement of condition. These acquisitions are described as follows:
 
American United Bank, Lawrenceville, Georgia:
On October 23, 2009, Ameris Bank purchased substantially all of the assets and assumed substantially all the liabilities of American United Bank (“AUB”) from the Federal Deposit Insurance Corporation (“FDIC”), as Receiver of AUB. AUB operated only one branch in Lawrenceville, Georgia, a northeast suburb of Atlanta, Georgia. The Company’s agreement with the FDIC included a loss-sharing agreement which affords Ameris Bank significant protection from losses associated with loans and OREO. Under the terms of the loss sharing agreements, the FDIC will absorb 80 percent of losses and share 80 percent of loss recoveries on the first $38 million of losses and, absorb 95 percent of losses and share in 95 percent of loss recoveries on losses exceeding $38 million. The term for loss sharing on residential real estate loans is ten years, while the term for loss sharing on all other loans is five years.
 
The Company’s bid to acquire AUB included a discount on the book value of the assets totaling $19.6 million. Also included in the bid was a premium of approximately $233,000 on AUB’s deposits. Ameris Bank’s bid resulted in a cash payment from the FDIC totaling $17.2 million.
 
United Security Bank, Woodstock, Georgia:
On November 6, 2009, Ameris Bank purchased substantially all of the assets and assumed substantially all the liabilities of United Security Bank (“USB”) from the Federal Deposit Insurance Corporation (“FDIC”), as Receiver of USB. USB operated one branch in Woodstock, Georgia and one branch in Sparta, Georgia. The Company’s agreement with the FDIC is similar to the agreement with USB except that under the terms of the USB loss sharing agreements, the FDIC will absorb 80 percent of losses and share 80 percent of loss recoveries on the first $46 million of losses and, absorb 95 percent of losses and share in 95 percent of loss recoveries on losses exceeding $46 million. The term for loss sharing on residential real estate loans is ten years, while the term for loss sharing on all other loans is five years.
 
The Company’s bid to acquire AUB included a discount on the book value of the assets totaling $32.6 million. Also included in the bid was a premium of approximately $248,000 on USB’s deposits. The settlement of this transaction is not complete but management estimates that Ameris Bank’s bid will result in a cash payment from the FDIC totaling approximately $30.0 million.
 
Both acquisitions will be accounted for under the purchase method of accounting in accordance with the FASB’s Accounting Standards Codification Topic 805, Business Combinations (“ASC 805”).  It is the Company's intent to determine the fair values of the assets purchased and the liabilities assumed in part by using independent experts. This process is expected to be completed by December 31, 2009.
 
The purchased assets and assumed liabilities for both acquisitions are being recorded at their respective acquisition date fair values and identifiable intangible assets were recorded at fair value. In determining these values, management made significant estimates and exercised significant judgment. The Company’s estimates of fair values are preliminary and subject to refinement for up to one year after the closing date of a merger as information relative to closing date fair values become available. Gains totaling approximately $34.7 million will result from the acquisitions and will be included as a component of non-interest income during the fourth quarter of 2009. The amount of the gain is equal to the amount by which the fair value of assets purchased exceeded the fair value of liabilities assumed.
 
 
 
The results of operations of AUB and USB will be included in the Company’s consolidated financial statements starting on the respective acquisition dates.
 
The following table provides a summary of management’s initial estimates of the fair value of assets purchased and liabilities assumed as well as the estimated gains on each acquisition:
 
     American      United      
   
United
   
Security
   
(in thousands)
 
Bank
   
Bank
   
Total
                   
Assets acquired:
                 
   Cash and due from banks
 
$
24,573
 
$
38,778
 
$
63,351
   Securities available for sale
   
18,116
   
21,745
   
39,861
                   
   Loans
   
44,734
   
64,393
   
109,127
   Foreclosed property
   
3,608
   
12,214
   
15,822
   Estimated loss reimbursement from the FDIC
   
30,400
   
36,800
   
67,200
      Covered assets
   
78,742
   
113,407
   
192,149
   Core deposit intangible
   
250
   
250
   
500
   Accrued interest receivable and other assets
   
318
   
1,305
   
1,623
      Total assets acquired
   
121,999
   
175,485
   
297,484
                   
Liabilities assumed:
                 
   Deposits
   
102,636
   
150,233
   
252,869
   Federal Home Loan Bank advances
   
7,737
   
1,500
   
9,237
   Accrued interest payable and other liabilities
   
315
   
337
   
652
      Total liabilities assumed
   
110,688
   
152,070
   
262,758
      Net assets acquired / gain from acquisition
 
$
11,311
 
$
23,412
 
$
34,723
 
 
Newly Adopted Accounting Pronouncements
In September 2009, the FASB issued Accounting Standards Update No. 2009-06 (“ASU 2009-06”), Income Taxes (Topic 740) – Implementation Guidance on Accounting for Uncertainty in Income Taxes and Disclosure Amendments for Nonpublic Entities.  ASU 2009-06 provides additional implementation guidance on accounting for uncertainty in income taxes by addressing 1.) whether income taxes paid by an entity are attributable to the entity or its owners, 2.) what constitutes a tax position for a pass-through entity or a tax-exempt not-for-profit entity, and 3.) how accounting for uncertainty in income taxes should be applied when a group of related entities comprise both taxable and nontaxable entities.  ASU 2009-06 also eliminates certain disclosure requirements for nonpublic entities.  The guidance and disclosure amendments included in ASU 2009-06 were effective for Ameris in the third quarter of 2009 and had no impact on results of operations, financial position or disclosures.
 
In August 2009, the FASB issued Accounting Standards Update No. 2009-05 (“ASU 2009-05”), Fair Value Measurements and Disclosures (Topic 820) – Measuring Liabilities at Fair Value.  ASU 2009-05 applies to all entities that measure liabilities at fair value within the scope of ASC Topic 820.  ASU 2009-05 provides clarification that in circumstances in which a quoted price in an active market for the identical liability is not available, a reporting entity is required to measure fair value using one or more of the following techniques:
 
1.)  
A valuation technique that uses:
a.  
The quoted price of the identical liability when traded as an asset
b.  
Quoted prices for similar liabilities or similar liabilities when traded as assets.
2.)  
Another valuation technique that is consistent with the principles of ASC Topic 820.  Two examples would be an income approach, such as a technique that is based on the amount at the measurement date that the reporting entity would pay to transfer the identical liability or would receive to enter into the identical liability.
 
The amendments in ASU 2009-5 also clarify that when estimating the fair value of a liability, a reporting entity is not required to include a separate input or adjustment to other inputs relating to the existence of a restriction that prevents the transfer of the liability.  It also clarifies that both a quoted price in an active market for the identical liability at the measurement date and the quoted price for the identical liability when traded as an asset in an active market when no adjustments to the quoted price of the asset are required are Level 1 fair value measurements.  The guidance provided in ASU 2009-5 is effective for Ameris in the fourth quarter of 2009.  Because the Company does not currently have any liabilities that are recorded at fair value, the adoption of this guidance will not have any impact on results of operations, financial position or disclosures.
 
In August 2009, the FASB issued Accounting Standards Update No. 2009-04 (“ASU 2009-04”), Accounting for Redeemable Equity Instruments – Amendment to Section 480-10-S99.  ASU 2009-04 represents an update to Section 480-10-S99, Distinguishing Liabilities from Equity, per Emerging Issues Task Force (“EITF”) Topic D-98, Classification and Measurement of Redeemable Securities.  ASU 2009-04 did not have a material effect on the Company's results of operations, financial position or disclosures.
 
In August 2009, the FASB issued Accounting Standards Update No. 2009-03 (“ASU 2009-03”), SEC Update – Amendments to Various Topics Containing SEC Staff Accounting Bulletins.  ASU 2009-03 represents technical corrections to various topics containing SEC Staff Accounting Bulletins to update cross-references to Codification text.  This ASU did not have a material effect on Ameris' results of operations, financial position or disclosures.


In June 2009, the FASB issued Accounting Standards Update No. 2009-02 (“ASU 2009-02”), Omnibus Update – Amendments to Various Topics for Technical Corrections.  The adoption of ASU 2009-02 did not have a material effect on Ameris' results of operations, financial position or disclosures.
 
In June 2009, the FASB issued Accounting Standards Update No. 2009-01 (“ASU 2009-01”), Topic 105 – Generally Accepted Accounting Principles amendments based on Statement of Financial Accounting Standards No. 168 – The FASB Accounting Standards Codification TM and the Hierarchy of Generally Accepted Accounting Principles.  ASU 2009-01 amends the FASB Accounting Standards Codification for the issuance of FASB Statement No. 168 (“SFAS 168”), The FASB Accounting Standards Codification TM and the Hierarchy of Generally Accepted Accounting Principles.  ASU 2009-1 includes SFAS 168 in its entirety, including the accounting standards update instructions contained in Appendix B of the Statement.  The FASB Accounting Standards Codification TM (“Codification”) became the source of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities.  Rules and interpretive releases of the Securities and Exchange Commission (“SEC”) under authority of federal securities laws are also sources of authoritative GAAP for SEC registrants. On the effective date of this Statement, the Codification will supersede all then-existing non-SEC accounting and reporting standards.  All other non-grandfathered non-SEC accounting literature not included in the Codification will become non-authoritative. This Statement is effective for Ameris' financial statements beginning in the interim period ended September 30, 2009.
 
Following this Statement, the FASB will not issue new standards in the form of Statements, FASB Staff Positions, or Emerging Issues Task Force Abstracts.  Instead, it will issue Accounting Standards Updates.  The FASB does not consider Accounting Standards Updates as authoritative in their own right.  Accounting Standards Updates serve only to update the Codification, provide background information about the guidance, and provide the bases for conclusions on the change(s) in the Codification.  FASB Statement No. 162, The Hierarchy of Generally Accepted Accounting Principles, which became effective on November 13, 2008, identified the sources of accounting principles and the framework for selecting the principles used in preparing the financial statements of nongovernmental entities that are presented in conformity with GAAP.  Statement 162 arranged these sources of GAAP in a hierarchy for users to apply accordingly.  Upon becoming effective, all of the content of the Codification carries the same level of authority, effectively superseding Statement 162. In other words, the GAAP hierarchy has been modified to include only two levels of GAAP: authoritative and non-authoritative.  As a result, this Statement replaces Statement 162 to indicate this change to the GAAP hierarchy.  The adoption of the Codification and ASU 2009-01 did not have any effect on Ameris' results of operations or financial position.  All references to accounting literature included in the notes to the financial statements have been changed to reference the appropriate sections of the Codification.
 
 
 
In June 2009, the FASB issued Statement of Financial Accounting Standards ("SFAS") No. 168, The FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles -a replacement of FASB Statement No. 162. This Statement is effective for financial statements issued for interim and annual periods ending after September 15, 2009. Management does not anticipate it will have a material effect on the Company's consolidated financial condition or results of operations.
 
In June 2009, the FASB issued SFAS No. 167 (not yet reflected on FASB ASC), Amendments to FASB Interpretation No. 46(R). This statement amends certain requirements of FASB Interpretation No. 46 (revised December 2003), Consolidation of Variable Interest Entities, to improve financial reporting by enterprises involved with variable interest entities and to provide more relevant and reliable information to users of financial statements. This Statement shall be effective as of the beginning of each reporting entity's first annual reporting period that begins after November 15, 2009, for interim periods within that first annual reporting period, and for interim and annual reporting periods thereafter with earlier application prohibited. Management does not anticipate it will have a material effect on the Company's consolidated financial condition or results of operations.
 
In June 2009, the FASB issued SFAS No. 166 (not yet reflected on FASB ASC), Accounting for Transfers of Financial Assets, an amendment of FASB Statement No. 140. The objective of this Statement is to improve the relevance, representational faithfulness, and comparability of the information that a reporting entity provides in its financial reports about a transfer of financial assets; the effects of a transfer on its financial position, financial performance, and cash flows; and a transferor’s continuing involvement in transferred financial assets. This Statement must be applied as of the beginning of each reporting entity's first annual reporting period that begins after November 15, 2009, for interim periods within that first annual reporting period and for interim and annual reporting periods thereafter with earlier application prohibited. This Statement must be applied to transfers occurring on or after the effective date. Management does not anticipate it will have a material effect on the Company's consolidated financial condition or results of operations.
 
In May 2009, the FASB issued ASC 855, Subsequent Events. This Statement establishes principles and requirements for subsequent events, setting forth the period after the balance sheet date during which management of a reporting entity shall evaluate events or transactions that may occur for potential recognition or disclosure in the financial statements, the circumstances under which an entity shall recognize events or transactions occurring after the balance sheet date in its financial statements, and the disclosures that an entity shall make about events or transactions that occurred after the balance sheet date. This statement is effective for interim or annual financial periods ending after June 15, 2009, and shall be applied prospectively. The adoption of this statement did not have a material effect on the Company's consolidated financial condition or results of operations.
 



In April 2009, the FASB issued Accounting Standards Codification ("ASC") 820-10-65-4, Transition Related to FASB Staff Position FAS157-4, which provides additional guidance for estimating fair value when the volume and level of activity for the asset or liability have significantly decreased. This ASC also includes guidance on identifying circumstances that indicate a transaction is not orderly, emphasizing that even if there has been a significant decrease in the volume and level of activity for the asset or liability and regardless of the valuation technique(s) used, the objective of a fair value measurement remains the same. The guidance is effective for interim and annual reporting periods ending after June 15, 2009, and early adoption is permitted for periods ending after March 15, 2009. The adoption of this guidance did not have a material effect on the Company's consolidated financial condition or results of operations.
 
In April 2009, the FASB issued ASC 825-10-65-1, Transition Related to FSP FAS 107-1 and APB 28-1 ("ASC825"), which requires disclosures about fair value of financial instruments for interim reporting periods as well as in annual financial statements. This ASC also requires those disclosures in summarized financial information at interim reporting periods. This accounting standard is effective for interim reporting periods ending after June 15, 2009, with early adoption permitted for periods ending after March 15, 2009. The adoption of ASC 825 did not have a material effect on the Company's consolidated financial condition or results of operations.
 
In April 2009, the FASB issued ASC 320-10-65-1, Transition Related to FSB FAS 115-2 and FAS 124-2 ("ASC 320") which addresses the unique features of debt securities and clarifies the interaction of the factors that should be considered when determining whether a debt security is other-than-temporarily impaired. This accounting standard expands and increases the frequency of existing disclosures about other-than-temporary impairments for debt and equity securities. It does not amend existing recognition and measurement guidance for other-than-temporary impairments. The accounting standard is effective for interim and annual reporting periods ending after June 15, 2009, with early adoption permitted for periods ending after March 15, 2009. Earlier adoption for periods ending before March 15, 2009 is not permitted. The adoption of ASC 320 did not have a material effect on the Company's consolidated financial condition or results of operations.
 
In April 2009, the FASB issued ASC 805-20-25-15A, Business Combinations ("ASC 805").  This standard addresses application issues raised by preparers, auditors, and members of the legal profession on initial recognition and measurement, subsequent measurement and accounting, and disclosure of assets and liabilities arising from contingencies in a business combination. This FSP is effective for assets or liabilities arising from contingencies in business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after December 15, 2008. The adoption of ASC 805 did not have a material effect on the Company's consolidated financial condition or results of operations.
 
In January 2009, the FASB issued ASC 325-40-65-1, Transition Related to FSP EITF 99-20-1 ("ASC 325"). This guidance amends the impairment guidance in EITF Issue No. 99-20, Recognition of Interest Income and Impairment on Purchased Beneficial Interests and Beneficial Interests That Continue to Be Held by a Transferor in Securitized Financial Assets, to achieve more consistent determination of whether an other-than-temporary impairment has occurred. The accounting standard also retains and emphasizes the objective of an other-than-temporary impairment assessment and the related disclosure requirements in FASB Statement No. 115, Accounting for Certain Investments in Debt and Equity Securities, and other related guidance. This accounting standard is effective for interim and annual reporting periods ending after December 15, 2008, and shall be applied prospectively. Retrospective application to a prior interim or annual reporting period is not permitted. The adoption of ASC 325 did not have a material effect on the Company's consolidated financial condition or results of operations.
 




In December 2008, the FASB issued ASC 715-20-65, Transition Related to FSP FAS 123 (R), which provides guidance on an employer's disclosures about plan assets of a defined benefit pension or other postretirement plan. This FSP also includes a technical amendment to Statement 132(R) that requires a nonpublic entity to disclose net periodic benefit cost for each annual period for which a statement of income is presented. This FSP is effective for fiscal years ending after December 15, 2009. Management does not anticipate it will have a material effect on the Company's consolidated financial condition or results of operations.
 
ASC 815-10 Derivative and Hedging requires an entity to provide enhanced disclosures about how and why an entity uses derivative instruments, how derivative instruments and related items are accounted for and how derivative instruments and related hedged items affect an entity’s financial position, financial performance, and cash flows. The guidance is intended to enhance the current disclosure framework, by requiring the objectives for using derivative instruments be disclosed in terms of underlying risk and accounting designation.
 
The goal of the Company’s interest rate risk management process is to minimize the volatility in the net interest margin caused by changes in interest rates. Derivative instruments are used to hedge certain assets or liabilities as a part of this process. The Company is required to recognize certain contracts and commitments as derivatives when the characteristics of those contracts and commitments meet the definition of a derivative.  All derivative instruments are required to be carried at fair value on the balance sheet.
 
The Company’s current hedging strategies involve utilizing interest rate floors and interest rate swaps classified as cash flow hedges.  Cash flows related to floating-rate assets and liabilities will fluctuate with changes in an underlying rate index. When effectively hedged, the increases or decreases in cash flows related to the floating rate asset or liability will generally be offset by changes in cash flows of the derivative instrument designated as a hedge. The fair value of derivatives is recognized as assets or liabilities in the financial statements. The accounting for the changes in the fair value of a derivative depends on the intended use of the derivative instrument at inception. The change in fair value of the effective portion of cash flow hedges is accounted for in other comprehensive income. The change in fair value of the ineffective portion of cash flow hedges would be reflected in the statement of income.
 


 
 
At September 30, 2009, the Company had asset cash flow hedges with notional amounts totaling $72.1 million for the purpose of managing interest rate sensitivity. These cash flow hedges included a LIBOR rate swap under which it pays a fixed rate and receives a variable rate. In addition, the Company utilizes a prime interest rate floor contract for the purpose of converting floating rate assets to fixed rate. No hedge ineffectiveness from cash flow hedges was recognized in the statement of operations. All components of each derivative’s gain or loss are included in the assessment of hedge effectiveness.
 
The following table presents the interest rate derivative contracts outstanding at September 30, 2009.

 
 
Type (Maturity)
 
Notional Amount
   
Rate Received
/Floor Rate
   
Rate Paid
   
Fair Value
   
(Dollars in Thousands)
LIBOR Swap (12/15/2018)
 
$
37,114
 
 
 
2.26
%
   
4.15
%
 
$
1,983
                               
Prime Interest Rate Floor (08/15/11)
   
35,000
     
7.00
%    
-
     
2,216
                               
    Total  Derivative Contracts:
 
$
72,114
                   
$
4,199





 
Fair Value of Financial Instruments
The fair value of a financial instrument is the current amount that would be exchanged between willing parties, other than in a forced liquidation. Fair value is best determined based upon quoted market prices. However, in many instances, there are no quoted market prices for the Company's various financial instruments. In cases where quoted market prices are not available, fair value is based on discounted cash flows or other valuation techniques. These techniques are significantly affected by the assumptions used, including the discount rate and estimates of future cash flows. Accordingly, the fair value estimates may not be realized in an immediate settlement of the instrument. The accounting standard for disclosures about fair value of financial instruments excludes certain financial instruments and all nonfinancial instruments from its disclosure requirements. Accordingly, the aggregate fair value amounts presented may not necessarily represent the underlying fair value of the Company.
 
The following methods and assumptions were used by the Company in estimating the fair value of its financial instruments and other accounts recorded based on their fair value:
 
Cash, Due From Banks, Interest-Bearing Deposits in Banks and Federal Funds Sold: The carrying amount of cash, due from banks and interest-bearing deposits in banks and federal funds sold approximates fair value.
 
Securities Available for Sale: The fair value of securities available for sale is determined by various valuation methodologies. Where quoted market prices are available in an active market, securities are classified within Level 1 of the valuation hierarchy. If quoted market prices are not available, then fair values are estimated by using pricing models, quoted prices of securities with similar characteristics, or discounted cash flows. Level 2 securities include certain U.S. agency bonds, collateralized mortgage and debt obligations, and certain municipal securities. In certain cases where Level 1 or Level 2 inputs are not available, securities are classified within Level 3 of the hierarchy and include certain residual municipal securities and other less liquid securities. Fair value of securities is based on available quoted market prices. Federal Home Loan Bank (“FHLB”) stock is included in other investment securities at its original cost basis, as cost approximates fair value and there is no ready market for such investments.
 
Loans: The carrying amount of variable-rate loans that reprice frequently and have no significant change in credit risk approximates fair value. The fair value of fixed-rate loans is estimated based on discounted contractual cash flows, using interest rates currently being offered for loans with similar terms to borrowers with similar credit quality. The fair value of impaired loans is estimated based on discounted contractual cash flows or underlying collateral values, where applicable. A loan is determined to be impaired if the Company believes it is probable that all principal and interest amounts due according to the terms of the note will not be collected as scheduled. The fair value of impaired loans is determined in accordance with accounting standards and generally results in a specific reserve established through a charge to the provision for loan losses. Losses on impaired loans are charged to the allowance when management believes the uncollectability of a loan is confirmed. Management has determined that the majority of impaired loans are Level 2 assets due to the extensive use of market appraisals. To the extent that market appraisals or other methods do not produce reliable determinations of fair value, these assets are deemed to be Level 3.
 




 
Deposits: The carrying amount of demand deposits, savings deposits and variable-rate certificates of deposit approximates fair value. The fair value of fixed-rate certificates of deposit is estimated based on discounted contractual cash flows using interest rates currently offered for certificates with similar maturities.
 
Repurchase Agreements and/or Other Borrowings: The carrying amount of variable rate borrowings and securities sold under repurchase agreements approximates fair value. The fair value of fixed rate other borrowings is estimated based on discounted contractual cash flows using the current incremental borrowing rates for similar type borrowing arrangements.
 
Subordinated Deferrable Interest Debentures: The carrying amount of the Company’s variable rate trust preferred securities approximates fair value.
 
Off-Balance-Sheet Instruments: The carrying amount of commitments to extend credit and standby letters of credit approximates fair value. The carrying amount of the off-balance-sheet financial instruments is based on fees charged to enter into such agreements.
 
Derivatives: The Company’s current hedging strategies involve utilizing interest rate floors and interest rate swaps. The fair value of derivatives is recognized as assets or liabilities in the financial statements. The accounting for the changes in the fair value of a derivative depends on the intended use of the derivative instrument at inception and ongoing tests of effectiveness. As of September 30, 2009, the Company had cash flow hedges with a notional amount of $72.1 million.
 
Other Real Estate Owned: The fair value of other real estate owned ("OREO") is determined using certified appraisals that value the property at its highest and best uses by applying traditional valuation methods common to the industry. The Company does not hold any OREO for profit purposes and all other real estate is actively marketed for sale. Management has determined that in most cases the valuation method for other real estate produces reliable estimates of fair value and has classified these assets as Level 2.
 
The carrying amount and estimated fair value of the Company's financial instruments, not shown elsewhere in these financial instruments, were as follows:


   
September 30, 2009
   
December 31, 2008
   
Carrying
   
Fair
   
Carrying
   
Fair
   
Amount
   
Value
   
Amount
   
Value
   
(Dollars in Thousands)
Financial assets:
                     
Loans, net
 
$
1,610,743
   
$
1,623,132
   
$
1,656,125
   
$
1,671,499
                               
Financial liabilities:
                             
Deposits
   
1,887,529
     
1,891,817
     
2,013,525
     
2,019,964
Other borrowings
   
7,000
     
7,067
     
72,000
     
71,545




 
The fair value hierarchy describes three levels of inputs that may be used to measure fair value:
 
Level 1 - Quoted prices in active markets for identical assets or liabilities.
 
Level 2 - Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
 
Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.
 




 
The following table presents the fair value measurements of assets and liabilities measured at fair value on a recurring basis and the level within the fair value hierarchy in which the fair value measurements fall as of September 30, 2009.
 

   
Fair Value Measurements on a Recurring Basis
   
 As of September 30, 2009
         
Quoted Prices
           
         
in Active
   
Significant
     
         
Markets for
   
Other
   
Significant
         
Identical
   
Observable
   
Unobservable
         
Assets
   
Inputs
   
Inputs
   
Fair Value
   
(Level 1)
   
(Level 2)
   
(Level 3)
                       
Securities available for sale
$
251,189
 
$
-
 
$
249,189
 
$
2,000
Derivative financial instruments
 
4,199
   
-
   
4,199
   
-
     Total recurring assets at fair value
$
255,388
 
$
-
 
$
255,388
 
$
2,000

Following is a description of the valuation methodologies used for instruments measured at fair value on a nonrecurring basis, as well as the general classification of such instruments pursuant to the valuation hierarchy.
 

   
Fair Value Measurements on a Nonrecurring Basis
   
 As of September 30, 2009
         
Quoted Prices
           
         
in Active
   
Significant
     
         
Markets for
   
Other
   
Significant
         
Identical
   
Observable
   
Unobservable
         
Assets
   
Inputs
   
Inputs
   
Fair Value
   
(Level 1)
   
(Level 2)
   
(Level 3)
                       
Impaired loans carried at fair value
$
83,917
 
$
-
 
$
83,917
 
$
-
Other real estate owned
 
21,923
   
-
   
21,923
   
-
     Total nonrecurring assets at fair value
$
105,840
 
$
-
 
$
105,840
 
$
-

Pursuant to accounting standards, below is the Company’s reconciliation of Level 3 assets as of September 30, 2009.  Gains or losses on impaired loans are recorded in the provision for loan losses.

 
   
Investment
 Securities Available
for Sale
   
Impaired Loans
Beginning balance January 1, 2009
 
 $
2,000
   
 $
1,387
Total gains/(losses) included in net income
   
-
     
-
Purchases, sales, issuances, and settlements, net
   
-
     
(1,387)
Transfers in or out of Level 3
   
-
     
-
Ending balance September 30, 2009
 
 $
2,000
   
 $
-



 
NOTE 2 – INVESTMENT SECURITIES
 
Ameris’ investment policy blends the Company’s liquidity needs and interest rate risk management with its desire to increase income and provide funds for expected growth in loans. The investment securities portfolio consists primarily of U.S. government sponsored mortgage-backed securities and agencies, state and municipal securities and corporate debt securities. Ameris’ portfolio and investing philosophy concentrate activities in obligations where the credit risk is limited. For the small portion of Ameris’ portfolio found to present credit risk, the Company has reviewed the investments and financial performance of the obligors and believes the credit risk to be acceptable.
 
The amortized cost and estimated fair value of investment securities available for sale at September 30, 2009, December 31, 2008 and September 30, 2008 are presented below:
 
         
Gross
   
Gross
     
   
Amortized
   
Unrealized
   
Unrealized
    Fair 
   
Cost
   
Gains
   
Losses
    Value 
    (Dollars in Thousands) 
                       
September 30, 2009:
                     
U. S. government sponsored agencies
 
$
40,115
   
$
594
   
$
-
   
$
40,709 
State and municipal securities
   
39,381
     
1,368
     
(21)
      40,728 
Corporate debt securities
   
12,181
     
77
     
(3,357)
      8,901 
Mortgage-backed securities
   
153,524
     
7,455
     
(128)
      160,851 
Total debt securities
 
$
245,201
   
$
9,494
   
$
(3,506)
   
$
251,189 
                               
December 31, 2008:
                             
U. S. government sponsored agencies
 
$
   130,966
   
$
 1,680
   
$
    -
   
$
   132,646 
State and municipal securities
   
  18,095
     
      330
     
     (123)
            18,302 
Corporate debt securities
   
    12,209
     
      186
     
    (777)
             11,618 
Mortgage-backed securities
   
  200,128
     
   5,332
     
    (132)
          205,328 
Total securities
 
$
    361,398
   
$
   7,528
   
$
     (1,032)
   
$
367,894 
                               
September 30, 2008:
                             
U. S. government sponsored agencies
 
$
58,875
   
$
229
   
$
(736)
   
$
58,368 
State and municipal securities
   
18,502
     
244
     
(135)
      18,611 
Corporate debt securities
   
12,709
     
83
     
(1,021)
      11,771 
Mortgage-backed securities
   
196,461
     
1,422
     
(630)
      197,253 
Total securities
 
$
286,546
     
1,978
     
(2,523)
      286,002 

The amortized cost and fair value of available-for-sale securities at September 30, 2009 by contractual maturity are summarized in the table below. Expected maturities for mortgage-backed securities may differ from contractual maturities because in certain cases borrowers can prepay obligations without prepayment penalties. Therefore, these securities are not included in the following maturity summary.
 




   
Amortized
 
Fair
Cost
Value
   
(Dollars in Thousands)
         
Due in one year or less
 
$
8,012
 
$
8,181
Due from one year to five years
   
22,585
   
23,176
Due from five to ten years
   
45,343
   
45,973
Due after ten years
   
15,737
   
13,008
Mortgage-backed securities
   
153,524
   
160,851
   
$
245,201
 
$
251,189

 
Securities with a carrying value of approximately $148.3 million were pledged to secure public deposits and other purposes required or permitted by law at September 30, 2009.
 
The following table details the gross unrealized losses and fair value of securities aggregated by category and duration of continuous unrealized loss position at September 30, 2009 and December 31, 2008.
 
   
Less Than 12 Months
   
12 Months or More
   
Total
   
Fair
   
Unrealized
   
Fair
   
Unrealized
   
Fair
   
Unrealized
Description of Securities
 
Value
   
Losses
   
Value
   
Losses
   
Value
   
Losses
   
(Dollars in Thousands)
September 30, 2009:
                                 
U. S. government sponsored agencies
 
$
-
   
$
-
   
$
-
   
$
-
   
$
-
   
$
-
State and municipal securities
   
1,802
     
(11)
     
605
     
(10)
     
2,407
     
(21)
Corporate debt securities
   
2,759
     
(2,418)
     
2,009
     
(939)
     
4,768
     
(3,357)
Mortgage-backed securities
   
1,984
     
(126)
     
427
     
(2)
     
2,411
     
(128)
Total debt securities
   
6,545
     
(2,555)
     
3,041
     
(951)
     
9,586
     
(3,506)
                                               
                                               
December 31, 2008:
                                             
U. S. government sponsored agencies
 
$
-
   
$
-
   
$
-
   
$
-
   
$
-
   
$
-
State and municipal securities
   
3,715
     
(80)
     
981
     
(43)
     
4,696
     
(123)
Corporate debt securities
   
2,178
     
(777)
     
-
     
-
     
2,178
     
(777)
Mortgage-backed securities
   
7,264
     
(83)
     
2,408
     
(49)
     
 9,672
     
(132)
Total debt securities
   
13,157
     
(939)
     
3,389
     
(93)
     
16,546
     
(1,032)




NOTE 3 - LOANS
 
The Company engages in a full complement of lending activities, including real estate-related loans, agriculture-related loans, commercial and financial loans and consumer installment loans. Ameris concentrates the majority of its lending activities in real estate loans where the historical loss percentages have been low. While risk of loss in the Company’s portfolio is primarily tied to the credit quality of the various borrowers, risk of loss may increase due to factors beyond Ameris’ control, such as local, regional and/or national economic downturns. General conditions in the real estate market may also impact the relative risk in the real estate portfolio. 
 
The Company evaluates loans for impairment when a loan is risk rated as substandard or worse. The Company measures impairment based upon the present value of the loan’s expected future cash flows discounted at the loan’s effective interest rate, except where foreclosure or liquidation is probable or when the primary source of repayment is provided by real estate collateral. In these circumstances, impairment is measured based upon the estimated fair value of the collateral. In addition, in certain circumstances, impairment may be based on the loan’s observable estimated fair value. Impairment with regard to substantially all of Ameris’ impaired loans has been measured based on the estimated fair value of the underlying collateral. At the time the contractual principal payments on a loan are deemed uncollectible, Ameris’ policy is to record a charge against the allowance for loan losses.
 
Nonperforming assets include loans classified as nonaccrual or renegotiated and foreclosed or repossessed assets. It is the general policy of the Company to stop accruing interest income and place the recognition of interest on a cash basis when any commercial, industrial or commercial real estate loan is 90 days or more past due as to principal or interest and/or the ultimate collection of either is in doubt, unless collection of both principal and interest is assured by way of collateralization, guarantees or other security. When a loan is placed on nonaccrual status, any interest previously accrued but not collected is reversed against current income unless the collateral for the loan is sufficient to cover the accrued interest or a guarantor assures payment of interest.
 
Loans are stated at unpaid balances, net of unearned income and deferred loan fees. Balances within the major loans receivable categories are presented in the following table:
 
(Dollars in Thousands)
 
September 30,
   
December 31,
   
September 30,
 
2009
2008
2008
Commercial, financial and agricultural
 
$
185,942    
$
200,421
   
$
205,565
 
Real estate – residential
      187,327      
189,203
     
419,697
 
Real estate – commercial and farmland
      1,095,471      
1,070,483
     
661,619
 
Real estate – construction and development
      114,208      
162,887
     
360,160
 
Consumer installment
      61,643      
64,707
     
52,769
 
Other
      8,098      
8,076
     
10,299
 
   
$
  1,652,689    
$
1,695,777
   
$
1,710,109
 




NOTE 4 – ALLOWANCE FOR LOAN LOSSES
 
Activity in the allowance for loan losses for the nine months ended September 30, 2009, for the year ended December 31, 2008 and for the nine months ended September 30, 2008 is as follows:
 
(Dollars in Thousands)
 
September 30,
   
December 31,
   
September 30,
 
 2009
2008
2008
Balance, January 1
 
$
39,652
   
$
27,640
   
$
27,640
 
     Provision for loan losses charged to expense
   
25,600
     
35,030
     
15,140
 
     Loans charged off
   
(24,616)
     
(24,340
)
   
(13,691)
 
     Recoveries of loans previously charged off
   
1,310
     
1,322
     
1,055
 
Ending balance
 
$
41,946
   
$
39,652
   
$
30,144
 



The following is a summary of information pertaining to impaired loans for the nine months ended September 30, 2009 and the twelve months ended December 31, 2008:
 
(Dollars in Thousands)
 
September 30,
 
December 31,
2009
2008
Impaired loans
 
$
83,917
 
$
65,414
Valuation allowance related to impaired loans
 
$
  17,449  
$
9,078
Average investment in impaired loans               71,654     40,940
Interest income recognized on impaired loans
 
$
176
 
$
323
Foregone interest income on impaired loans
 
$
2,923
 
$
4,643

 
NOTE 5 - GOODWILL AND INTANGIBLE ASSETS
 
Goodwill represents the excess of cost over the fair value of the net assets purchased in business combinations. Goodwill is required to be tested annually for impairment or whenever events occur that may indicate that the recoverability of the carrying amount is not probable. In the event of impairment, the amount by which the carrying amount exceeds the fair value is charged to earnings. 
 
The determination of whether impairment has occurred is based on an estimate of undiscounted cash flows attributable to the assets as compared to the carrying value of the assets. If impairment has occurred, the amount of the impairment loss recognized would be determined by estimating the fair value of the assets and recording a loss if the fair value was less than the book value. On an annual basis, the Company engages an independent party to review business strategies as well as current and forecasted levels of earnings and capital. The review is scheduled to be completed during the fourth quarter of 2009.

 
NOTE 6 - OTHER REAL ESTATE OWNED
 
The following is an inventory of other real estate as of September 30, 2009:
 
(Dollars in Thousands)
         
         
Carrying
   
Number
   
Amount
Construction and Development
   
36
   
 $
15,436
Farmland
   
1
     
340
1-4 Residential
   
29
     
3,674
Non-Farm Non-Residential
   
11
     
2,473
Total Other Real Estate Owned
   
77
   
 $
21,923

 
NOTE 7 – WEIGHTED AVERAGE SHARES OUTSTANDING
 
Due to the net loss reported for the quarter and the year to date periods ending September 30, 2009, the Company has excluded the effects of options as these would have been anti-dilutive. Earnings per share have been computed based on the following weighted average number of common shares outstanding:

 
   
For the Three Months Ended September 30,
   
For the Nine Months Ended September 30,
   
2009
   
2008
   
2009
   
2008
   
(share data in thousands)
   
(share data in thousands)
Basic shares outstanding
   
13,630
     
13,620
     
13,630
     
13,612
     Plus: Dilutive effect of ISOs
   
-
     
16
     
-
     
35
     Plus: Dilutive effect of Restricted Grants
   
-
     
12
     
-
     
12
Diluted shares outstanding
   
13,630
     
13,648
     
13,630
     
13,659

NOTE 8 – OTHER BORROWINGS
 
The Company has certain borrowing arrangements with various financial institutions that are used in the Company’s operations primarily to fund growth in earning assets when appropriate spreads can be realized. At September 30, 2009, total other borrowings amounted to $7.0 million compared to $138.6 million at September 30, 2008. During the first quarter of 2009, the Company reduced borrowings with the FHLB by $67.5 million and has maintained reduced borrowing levels by attracting and retaining lower cost core deposits. At September 30, 2009, $2.0 million of the other borrowings consisted of borrowings with the FHLB of Atlanta. 
 



NOTE 9 – COMMITMENTS AND CONTINGENCIES
 
The Company is a party to financial instruments with off-balance-sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments include commitments to extend credit and standby letters of credit. These instruments involve, to varying degrees, elements of credit risk in excess of the amount recognized in the consolidated balance sheets.
 
The contract amounts of those instruments reflect the extent of involvement the Company has in particular classes of financial instruments. The Company uses the same credit policies in making commitments and conditional obligations as are used for on­-balance-sheet instruments.
 
Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements.
 
The Company issues standby letters of credit, which are conditional commitments issued to guarantee the performance of a customer to a third party. Those guarantees are primarily issued to support public and private borrowing arrangements and expire in decreasing amounts with varying terms. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loan facilities to customers. The Company holds various assets as collateral supporting those commitments for which collateral is deemed necessary.
 
The Company evaluates each customer’s creditworthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary by the Company upon extension of credit, is based on management’s credit evaluation of the borrower. Collateral held may include accounts receivable, inventory, property, plant and equipment, residential real estate, and income-producing commercial properties.
 
The Company’s commitments to extend credit and standby letters of credit are presented in the following table:
 
(Dollars in Thousands)
 
September 30,
   
September 30,
 
2009
2008
             
Commitments to extend credit
 
$
139,720
   
$
176,985
 
                 
Standby letters of credit
 
$
3,808
   
$
8,281
 





 
Certain of the statements made in this report are “forward-looking statements” within the meaning of, and subject to the protections of, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Forward-looking statements include statements with respect to our beliefs, plans, objectives, goals, expectations, anticipations, assumptions, estimates, intentions and future performance and involve known and unknown risks, uncertainties and other factors, many of which may be beyond our control and which may cause the actual results, performance or achievements of the Company to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements.
 
All statements other than statements of historical fact are statements that could be forward-looking statements. You can identify these forward-looking statements through our use of words such as “may,” “will,” “anticipate,” “assume,” “should,” “indicate,” “would,” “believe,” “contemplate,” “expect,” “estimate,” “continue,” “plan,” “point to,” “project,” “predict,” “could,” “intend,” “target,” “potential” and other similar words and expressions of the future. These forward-looking statements may not be realized due to a variety of factors, including, without limitation, legislative and regulatory initiatives; additional competition in Ameris’ markets; potential business strategies, including acquisitions or dispositions of assets or internal restructuring, that may be pursued by Ameris; state and federal banking regulations; changes in or application of environmental and other laws and regulations to which Ameris is subject; political, legal and economic conditions and developments; financial market conditions and the results of financing efforts; changes in commodity prices and interest rates; weather, natural disasters and other catastrophic events; and other factors discussed in Ameris’ filings with the SEC under the Exchange Act.
 
All written or oral forward-looking statements that are made by or are attributable to us are expressly qualified in their entirety by this cautionary notice. Our forward-looking statements apply only as of the date of this report or the respective date of the document from which they are incorporated herein by reference. We have no obligation and do not undertake to update, revise or correct any of the forward-looking statements after the date of this report, or after the respective dates on which such statements otherwise are made, whether as a result of new information, future events or otherwise.
 




The following table sets forth unaudited selected financial data for the previous five quarters.  This data should be read in conjunction with the consolidated financial statements and the notes thereto and the information contained in this Item 2.

                2009        2008
(in thousands, except share
 
Third
 
Second
 
First
 
Fourth
 
Third
data, taxable equivalent)
 
Quarter
 
Quarter
 
Quarter
 
Quarter
 
Quarter
Results of Operations:
                                 
   Net interest income
 
$
18,812
   
$
18,539
   
$
16,968
   
$
15,972
   
$
19,177
 
   Net interest income (tax equivalent)
   
18,967
     
18,721
     
17,126
     
15,991
     
19,691
 
   Provision for loan losses
   
8,298
     
9,390
     
7,912
     
19,890
     
8,220
 
   Non-interest income
   
4,521
     
4,596
     
5,496
     
4,393
     
4,639
 
   Non-interest expense
   
15,360
     
17,729
     
15,727
     
16,428
     
14,761
 
   Income tax (benefit)/expense
   
(198)
     
(1,290)
     
(539)
     
(5,556)
     
469
 
   Preferred stock dividends
   
664
     
665
     
589
     
328
     
-
 
   Net (loss)/income available to common
   
(791)
     
(3,359)
     
(1,225)
     
(10,725)
     
366
 
   shareholders
Selected Average Balances:
                                       
   Loans, net of unearned income
 
$
1,666,821
   
$
1,674,984
   
$
1,683,615
   
$
1,703,137
   
$
1,698,024
 
   Investment securities
   
259,605
     
264,995
     
359,754
     
328,956
     
287,973
 
   Earning assets
   
2,064,253
     
2,098,757
     
2,166,624
     
2,174,387
     
2,018,807
 
   Assets
   
2,244,527
     
2,285,190
     
2,346,958
     
2,354,142
     
2,192,501
 
   Deposits
   
1,931,990
     
2,002,528
     
2,002,534
     
1,987,840
     
1,792,821
 
   Common shareholders’ equity
   
186,858
     
188,442
     
190,395
     
192,479
     
186,541
 
Period-End Balances:
                                       
   Loans, net of unearned income            
 
$
1,652,689
   
1,677,045
   
$
 1,672,923
   
$
 1,695,777
   
1,710,109
 
   Earning assets         
   
2,024,442
     
  2,095,599
     
 2,160,427
     
 2,216,681
     
2,083,193
 
   Total assets
   
2,207,475
     
 2,285,245
     
 2,346,278
     
 2,407,090
     
2,257,643
 
   Deposits      
   
1,887,529
     
 1,976,371
     
 2,028,684
     
 2,013,525
     
1,806,339
 
   Common shareholders' equity