CONDENSED FINANCIAL STATEMENTS OF PARENT COMPANY (Tables)

12 Months Ended

Dec. 31, 2018

CONDENSED FINANCIAL STATEMENTS OF PARENT COMPANY

Condensed Balance Sheets

	December 31,
Condensed Balance Sheets	2018		2017
ASSETS
Cash and cash equivalents:	$	9,669	$	6,935
Investment in subsidiaries		110,675		103,457
Promissory notes, net of discount		-		5,792
Loans, net		2,091		-
Other assets		1,081		2,361
Total assets	$	123,516	$	118,545
LIABILITIES
Borrowings:
Subordinated Notes	$	6,560	$	13,435
Other liabilities		81		3,264
Total liabilities		6,641		16,699
SHAREHOLDERS’ EQUITY
Total shareholders’ equity		116,875		101,846
Total liabilities and shareholders’ equity	$	123,516	$	118,545

Condensed Statements of Income

	Year Ended December 31,
Condensed Statements of Income	2018		2017
Income
Interest income	$	178	$	423
Total income		178		423
Expense
Interest expense		791		1,235
Non-interest expense		173		203
Total expense		964		1,438
Loss Before Income Tax and Equity in Undistributed Income of Subsidiaries		(786)		(1,015)
Income Tax Benefit		101		1,492
(Loss) Income Before Equity in Undistributed Income of Subsidiaries		(685)		477
Equity in Undistributed Income to Subsidiaries		6,332		1,546
Net income	$	5,647	$	2,023

Condensed Statements of Cash Flows

	Year Ended December 31,
Condensed Statements of Cash Flows	2018		2017
Cash flows from operating activities
Net income	$	5,647	$	2,023
Adjustments:
Deferred income tax expense		911		1,439
Stock-based compensation		1,857		1,298
Gain on legal settlement		—		(244)
Accretion of discounts on convertible subordinated debentures and promissory notes, net		—		(18)
Depreciation		—		(62)
Loss on sale of fixed assets		—		104
Undistributed equity in subsidiaries		(6,332)		(1,546)
Change in other assets		369		(282)
Change in other liabilities		(3,183)		4,635
Net cash provided by operating activities		(731)		7,347
Cash flows from investing activities
Payments received on promissory notes from related parties		3,701		—
Investment in subsidiaries		(1,284)		(10,500)
Net cash used in investing activities		2,417		(10,500)
Cash flows from financing activities
Proceeds from issuance of Subordinated Notes		—		285
Payment on redemption of Subordinated Notes		(6,875)		—
Proceeds from issuance of common stock, net		34,450		5,255
Redemption of preferred stock Series A-C		(20,783)		—
Redemption of convertible preferred stock Series D		(4,054)		—
Redemption costs		(131)		—
Proceeds from the issuance of stock options		—		6
Settlement of restricted stock		(181)		—
Payments on Credit note		—		(2,736)
Dividends paid on preferred stock		(1,378)		(2,291)
Net cash provided by financing activities		1,048		519
Net change in cash and cash equivalents		2,734		(2,634)
Cash and cash equivalents, beginning of year		6,935		9,569
Cash and cash equivalents, end of year	$	9,669	$	6,935
Supplemental noncash disclosures:
Reclass of promissory note to loans	$	2,091	$	—
Expiration of convertible subordinated debentures	$	—	$	4,749