LOS ANGELES--(BUSINESS WIRE)--Banc of California, Inc. (NYSE: BANC):

Banc of California, Inc. (NYSE: BANC) (“Banc of California” or the “Company”), the parent company of wholly-owned subsidiary Banc of California (the “Bank”), today reported financial results for the fourth quarter and year ended December 31, 2024. The Company reported net earnings available to common and equivalent stockholders of $47.0 million, or $0.28 per diluted common share, for the fourth quarter of 2024. This compares to a net loss available to common and equivalent stockholders of $1.2 million, or a loss of $0.01 per diluted common share, for the third quarter of 2024. On an adjusted basis, net earnings available to common and equivalent stockholders were $41.4 million, or $0.25 per diluted common share for the third quarter.⁽¹⁾ The third quarter of 2024 included $60 million of pre-tax losses from repositioning a portion of the securities portfolio. For the full year 2024, we reported net income available to common and equivalent shareholders of $87.1 million, or $0.52 per diluted common share. On an adjusted basis, net income available to common and equivalent shareholders was $135.4 million, or $0.80 per diluted common shares.⁽¹⁾

Update on Southern California Wildfires

The recent wildfires in Southern California have been devastating, severely impacting Los Angeles and the surrounding areas – home to our headquarters and where many of our clients and team members live and work. To support the recovery efforts, our charitable foundation has launched the Banc of California Wildfire Relief and Recovery Fund, which is dedicated to aiding relief efforts and rebuilding our community. To further our commitment, we have donated $1 million to the relief fund, standing in solidarity with Angelenos as we work together to rebuild and restore what has been lost. To date, we are not aware of any material impact on our loan portfolio, collateral or any of our facilities due to the Southern California wildfires. We are currently aware of four commercial properties and three residential properties that have been damaged or destroyed but all such collateral has insurance coverage in place and will continue to monitor and assess for potential exposure.

Financial Highlights for the Fourth Quarter and 2024 Fiscal Year

• Net interest margin expansion of 11 basis points vs 3Q24 to 3.04% and 135 basis points year-over-year, driven by lower funding costs
• Lowered funding costs by 27 basis points vs 3Q24 and 113 basis points year-over-year, reflecting benefits of prior balance sheet repositioning actions and improved funding mix
• Average noninterest-bearing deposits grew to 29.1% of average total deposits, up from 27.7% in 3Q24 and 22.6% in 4Q23, driven by relationship-focused deposit growth strategy
• Total loans of $23.8 billion grew 4.3% annualized or $254 million from 3Q24, driven by growth in warehouse lending, equity funds, and residential mortgage loan portfolios
• Total noninterest expense declined 7.6% vs 3Q24 to $181.4 million and 50.1% year-over-year, driven by strong efficiency gains and achievement of our merger cost savings target. This reflects a 35.7% decrease in adjusted noninterest expense⁽¹⁾ year-over-year excluding acquisition, integration and reorganization costs and normalizing 4Q23 to include combined company expenses for a full quarter and incentive compensation adjusted to target.
• Strengthened capital ratios with CET1 capital ratio⁽²⁾ up 9 basis points vs 3Q24 to 10.55% and 41 basis points year-over year
• Growth in book value per share to $17.78 and tangible book value per share⁽¹⁾ to $15.72

Jared Wolff, President & CEO of Banc of California, commented, “Our strong fourth quarter results reflect continued momentum and consistent execution by our team. During the quarter, we achieved additional cost savings as well as a significant decline in our funding costs driven by our targeted reduction in deposit costs and the balance sheet repositioning actions that we completed earlier in the year. These actions helped drive an expansion in our net interest margin and increases in our net income, earnings per share, and level of returns.”

Mr. Wolff continued, “During the course of 2024, we made significant strides in strengthening our balance sheet and core earnings power. We believe we are well positioned to continue adding to our client base and expanding relationships with existing clients. Given the positive economic outlook, and the solid gains in loans and deposits generated by our teams in the fourth quarter, we believe we are well positioned to generate further growth in the balance sheet in 2025, expanding operating leverage and profitability to create additional value for our shareholders.”

INCOME STATEMENT HIGHLIGHTS

Net Interest Income

Q4-2024 vs Q3-2024

Net interest income increased by $3.1 million to $235.3 million for the fourth quarter from $232.2 million for the third quarter due to lower interest expense on interest-bearing liabilities, offset partially by lower interest income on interest-earning assets.

The net interest margin increased 11 basis points to 3.04% for the fourth quarter as the cost of average total funding decreased 27 basis points and the average interest-earning assets yield decreased 15 basis points.

The average yield on interest-earning assets decreased by 15 basis points to 5.48% for the fourth quarter from 5.63% for the third quarter due mainly to the average yield on deposits in financial institutions decreasing by 65 basis points and the average yield on loans and leases decreasing by 17 basis points, offset partially by the average yield on investment securities increasing by 21 basis points. The decrease in the average yield on deposits in financial institutions was due to lower market rates attributable mainly to the Federal Reserve reducing the federal funds rate by a total of 100 basis points since September 2024. The average yield on loans and leases decreased by 17 basis points to 6.01% for the fourth quarter from 6.18% for the third quarter as a result of lower market interest rates and lower loan discount accretion. The average yield on investment securities increased by 21 basis points benefiting from the balance sheet repositioning actions taken in the third quarter.

Average interest-earning assets decreased by $750.7 million to $30.8 billion for the fourth quarter due mainly to the decreases of $631.5 million in average deposits in financial institutions and $154.4 million in average loans and leases.

The average total cost of funds decreased by 27 basis points to 2.55% for the fourth quarter from 2.82% for the third quarter due mainly to lower market interest rates, lower rate on average borrowings, and lower average balance of total deposits due to the paydown of higher-cost brokered deposits in the third quarter. The average cost of interest-bearing liabilities decreased by 32 basis points to 3.48% for the fourth quarter from 3.80% for the third quarter. The average cost of interest-bearing deposits decreased by 34 basis points to 3.18% for the fourth quarter from 3.52% for the third quarter mainly due to deposit rate repricing driven by federal funds rate cuts, while the average cost of borrowings decreased by 95 basis points to 5.40% for the fourth quarter from 6.35% for the third quarter as the BTFP was paid off and partially replaced with lower fixed rate FHLB advances in the third quarter. Average noninterest-bearing deposits increased by $59.9 million for the fourth quarter compared to the third quarter, average total deposits decreased by $1.2 billion due to the aforementioned paydown of brokered deposits, and average borrowings increased by $335.5 million.

Full Year 2024 vs Full Year 2023

Net interest income increased by $178.9 million to $926.1 million for the year ended December 31, 2024 from $747.1 million for the year ended December 31, 2023 due to lower interest expense on interest-bearing liabilities, offset partially by lower interest income on interest-earning assets.

The net interest margin increased by 87 basis points to 2.85% for the year ended December 31, 2024 compared to 1.98% in 2023 due to the average yield on interest-earning assets increasing by 37 basis points, while the average total cost of funds decreased by 50 basis points.

The average yield on interest-earning assets increased by 37 basis points to 5.58% for the year ended December 31, 2024 from 5.21% in 2023 due mainly to the change in the interest-earning asset mix. This was driven by the increase in the balance of average loans and leases as a percentage of average interest-earning assets to 76% for the year ended December 31,2024 from 67% for the year ended December 31, 2023, the decrease in the balance of average investment securities as a percentage of average interest-earning assets to 14% for the year ended December 31, 2024 from 18% in 2023, and the decrease in the balance of average deposits in financial institutions as a percentage of average interest-earning assets to 10% for the year ended December 31, 2024 from 15% in 2023.

The average yield on loans and leases increased by 19 basis points to 6.11% for the year ended December 31, 2024 from 5.92% in 2023 as a result of changes in portfolio mix and higher net accretion of loan discounts. The average yield on investment securities increased by 44 basis points benefiting from the balance sheet repositioning actions taken in the third quarter of 2024.

Average interest-earning assets decreased by $5.4 billion to $32.5 billion for the year ended December 31, 2024 due to lower average balances in loans and leases, investments securities, and deposits in financial institutions. Average loans and leases decreased by $760.7 million primarily due to the sale in July 2024 of $1.95 billion of Civic loans, offset partially by the acquisition of legacy Banc of California loans completed in the fourth quarter of 2023. Average investment securities decreased by $2.1 billion mostly due to securities sales completed in the fourth quarter of 2023. Average deposits in financial institutions decreased by $2.5 billion due to lower cash balances which were used to pay down higher-cost funding including the full payoff of $2.6 billion of the BTFP and $1.85 billion in brokered deposits as part of the balance sheet repositioning actions taken during 2024.

The average total cost of funds decreased by 50 basis points to 2.84% for the year ended December 31, 2024 from 3.34% for the year ended December 31, 2023 due mainly to changes in the total funding mix. This was driven by the increase in the balance of lower-cost average total deposits as a percentage of average total funds to 91% for the year ended December 31, 2024 from 78% in 2023, and the decrease in the balance of higher-cost average borrowings as a percentage of average total funds to 6% for the year ended December 31, 2024 from 19% in 2023. The average cost of interest-bearing liabilities decreased by 35 basis points to 3.79% for the year ended December 31, 2024 from 4.14% in 2023. The average total cost of deposits decreased by 9 basis points to 2.52% for the year ended December 31, 2024 compared to 2.61% for the year ended December 31, 2023. Average noninterest-bearing deposits increased by $757.6 million for the year ended December 31, 2024 compared to 2023 and average total deposits decreased by $251.8 million. Average borrowings decreased by $5.2 billion for the year ended December 31, 2024 compared to 2023 due to paydown of borrowings in connection with the balance sheet repositioning completed due to the merger.

Provision For Credit Losses

Q4-2024 vs Q3-2024

The provision for credit losses increased by $3.8 million to $12.8 million for the fourth quarter compared to $9.0 million for the third quarter. The fourth quarter provision included an $11.5 million provision for loan losses and a $1.5 million provision for unfunded loan commitments, offset partially by a $0.2 million reversal of the provision for credit losses related to available-for-sale securities. The fourth quarter provision for loans and unfunded loan commitments was driven primarily by net charge-off activity during the quarter. The third quarter provision was driven primarily by increases in qualitative reserves, for loans secured by office properties and concentrations of credit, and specific reserves for nonperforming loan downgrades.

Full Year 2024 vs Full Year 2023

The provision for credit losses decreased by $9.2 million to $42.8 million for the year ended December 31, 2024 compared to $52.0 million for the year ended December 31, 2023. The provision for credit losses in 2024 included a $43.5 million provision for loan losses, offset partially by a $0.5 million reversal of the provision for credit losses related to unfunded loan commitments and a $0.2 million reversal of the provision for credit losses related to available-for-sale securities. The 2024 provision was driven mainly by net charge-off activity during the year. The provision for credit losses for 2023 included a $113.5 million provision for loan losses, offset partially by a $61.5 million reversal of the provision for credit losses related to lower unfunded loan commitments. The 2023 provision for loan losses also included an initial provision of $22.2 million for acquired legacy Banc of California non-PCD loans.

Noninterest Income

Q4-2024 vs Q3-2024

Noninterest income increased by $44.4 million to $29.0 million for the fourth quarter from a loss of $15.5 million for the third quarter due mainly to a $59.5 million decrease in loss on sale of securities, offset partially by decreases of $6.4 million in leased equipment income, $5.4 million in other income and $3.7 million in dividends and gains on equity investments. The decrease in loss on sale of securities was mainly due to the sale of $741.8 million in securities for a net loss of $59.9 million in the third quarter of 2024. The decrease in leased equipment was due mostly to lower gains from early lease terminations and sale of leased assets. The decrease in other income was due primarily to a $4.6 million increase in the negative fair value mark on the credit-linked notes. The decrease in dividends and gains on equity investments was due to lower income distributions from the CRA equity investments.

Full Year 2024 vs Full Year 2023

Noninterest income increased by $525.4 million to $77.1 million for the year ended December 31, 2024 due mostly to a decrease in the loss on sale of securities of $382.0 million and an increase in the gain on sale of loans of $162.0 million. The Company sold $753.7 million in securities for a net loss of $60.4 million in the year ended December 31, 2024 and $2.7 billion in securities for a net loss of $442.4 in the year ended December 31, 2023. The Company sold $2.5 billion of loans for a net gain of $0.6 million in the year ended December 31, 2024 and $8.7 billion of loans for a net loss of $161.3 million in the year ended December 31, 2023.

Noninterest Expense

Q4-2024 vs Q3-2024

Noninterest expense decreased by $14.8 million to $181.4 million for the fourth quarter due mainly to decreases of $7.9 million in compensation expenses, $2.8 million in customer related expenses, $1.5 million in insurance and assessments expense, and $1.2 million in occupancy expense. The decrease in compensation expenses was primarily due to lower headcount. The decrease in customer related expenses was driven by lower earnings credit rate expenses which were impacted by lower federal funds rate. The decrease in insurance and assessments expense was due to lower FDIC assessment rates. The decrease in occupancy expense was mostly attributable to facility consolidations leading to cost savings.

Full Year 2024 vs Full Year 2023

Noninterest expense decreased by $1.7 billion to $791.7 million for the year ended December 31, 2024 due mainly to a $1.4 billion goodwill impairment recorded in 2023, a $156.8 million decrease in acquisition, integration and reorganization costs related to our merger with PacWest, and a $65.0 million decrease in insurance and assessments expense for both the regular FDIC assessment and the special assessment.

Income Taxes

Q4-2024 vs Q3-2024

Income tax expense of $13.2 million was recorded for the fourth quarter resulting in an effective tax rate of 18.8% compared to income tax expense of $2.7 million for the third quarter and an effective tax rate of 23.7%. The lower fourth quarter effective tax rate was due primarily to tax benefits resulted from recording deferred tax assets at higher state tax rates.

Full Year 2024 vs Full Year 2023

Income tax expense of $41.8 million was recorded for the year ended December 31, 2024 resulting in an effective tax rate of 24.8% compared to an income tax benefit of $312.2 million for the year ended December 31, 2023 and an effective tax rate of 14.1%. The lower effective tax rate in 2023 was due primarily to non-deductible goodwill impairment recorded in 2023. Excluding non-deductible goodwill impairment of $1.0 billion, the effective tax rate was 26.2% for the year ended December 31, 2023.

BALANCE SHEET HIGHLIGHTS

Securities

The balance of securities held-to-maturity (“HTM”) remained consistent through the fourth quarter and totaled $2.3 billion at December 31, 2024. As of December 31, 2024, HTM securities had aggregate unrealized net after-tax losses in accumulated other comprehensive income (loss) (“AOCI”) of $157.9 million remaining from the balance established at the time of transfer from available-for-sale on June 1, 2022.

Securities available-for-sale (“AFS”) decreased by $53.4 million during the fourth quarter to $2.2 billion at December 31, 2024. AFS securities had aggregate unrealized net after-tax losses in AOCI of $200.1 million. These AFS unrealized net losses related primarily to changes in overall interest rates and spreads and the resulting impact on valuations.

Loans and Leases

The following table sets forth the composition, by loan category, of our loan and lease portfolio held for investment, net of deferred fees, as of the dates indicated:

Total loans and leases held for investment, net of deferred fees, increased by $253.9 million in the fourth quarter and totaled $23.8 billion at December 31, 2024. The increase in loans and leases held for investment was due primarily to increased balances in the warehouse lending, equity funds, and residential mortgage loan portfolios, offset partially by a decrease in the residential real estate construction loan portfolio. Loan originations including production, purchased loans, and unfunded new commitments were $1.8 billion in the fourth quarter with rate on new production at a weighted average interest rate of 7.02%.

Credit Quality

We continued to remain conservative on risk rating of loans and leases. Increases to classified loans and leases that remained on accrual status resulted from downward migration for loans and leases where performance metrics deteriorated but with no current expectation of loss. Nonperforming, classified and delinquent loan inflows were primarily driven by one customer relationship with two loans with no expected loss due to collateral coverage. Our overall loan portfolio continues to benefit from strong underwriting, borrower strength and good credit metrics.

At December 31, 2024, total delinquent loans and leases were $180.2 million, compared to $125.0 million at September 30, 2024. The $55.2 million increase in total delinquent loans was due mainly to increases in the 30 to 89 days delinquent category of $20.2 million in other residential real estate mortgage loans, $10.4 million in commercial real estate mortgage loans, and $10.3 million in multi-family mortgage loans. In the 90 or more days delinquent category, there was a $21.9 million increase in multi-family mortgage loans, offset partially by a $6.9 million decrease in commercial real estate mortgage loans. Total delinquent loans and leases as a percentage of total loans and leases increased to 0.76% at December 31, 2024, as compared to 0.53% at September 30, 2024.

At December 31, 2024, nonperforming assets were $199.3 million, or 0.59% of total assets, compared to $177.0 million, or 0.53% of total assets, as of September 30, 2024. At December 31, 2024, nonperforming assets included $9.7 million of foreclosed assets, consisting entirely of single-family residences.

At December 31, 2024, nonperforming loans were $189.6 million, compared to $168.3 million at September 30, 2024. During the fourth quarter, nonperforming loans increased by $21.3 million due to additions of $56.9 million, offset partially by charge-offs of $22.0 million and payoffs and paydowns of $13.6 million. The addition to nonperforming loans was mainly related to aforementioned two commercial loans from one customer relationship.

Nonperforming loans and leases as a percentage of loans and leases held for investment increased to 0.80% at December 31, 2024 compared to 0.72% at September 30, 2024.

Allowance for Credit Losses – Loans

The allowance for credit losses – loans, which includes the reserve for unfunded loan commitments, totaled $268.4 million, or 1.13% of total loans and leases, at December 31, 2024, compared to $281.9 million, or 1.20% of total loans and leases, at September 30, 2024. The $13.5 million decrease in the allowance was due to net charge-offs of $26.5 million, offset partially by the $13.0 million provision. The ACL coverage ratio decreased from last quarter driven by improvement in the economic forecast, a mix shift towards loan categories with lower expected losses, and the impact of charge-offs, offset partially by the impact of changes in risk ratings.

Our ability to absorb credit losses is also bolstered by (i) $117.0 million of loss coverage from the credit-linked notes, pursuant to which the bank sold the first 5% of any losses on our $2.3 billion single-family residential mortgage loan portfolio; and (ii) unearned credit marks of $22.5 million on approximately $1.7 billion of purchased loans without credit deterioration that were originated by Banc of California prior to the merger. When the loss coverage from the credit-linked notes and unearned credit marks is added to our allowance for credit losses, this provides additional economic coverage on top of our ACL ratio. We refer to this adjusted ACL ratio as our economic coverage ratio⁽¹⁾, which equaled 1.72% of total loans and leases at December 31, 2024.

The ACL coverage of nonperforming loans was 142% at December 31, 2024 compared to 167% at September 30, 2024.

Net charge-offs were 0.45% of average loans and leases (annualized) for the fourth quarter, compared to 0.04% for the third quarter. The increase in net charge-offs in the fourth quarter was attributable primarily to a commercial loan exposure with isolated risk and one Civic loan, both of which migrated to nonperforming loan status in the third quarter.

Deposits and Client Investment Funds

The following table sets forth the composition of our deposits at the dates indicated:

Total deposits increased by $363.6 million during the fourth quarter to $27.2 billion at December 31, 2024.

Noninterest-bearing checking totaled $7.72 billion and represented 28% of total deposits at December 31, 2024, compared to $7.81 billion, or 29% of total deposits, at September 30, 2024.

Uninsured and uncollateralized deposits of $7.2 billion represented 26% of total deposits at December 31, 2024 compared to uninsured and uncollateralized deposits of $6.7 billion or 25% of total deposits at September 30, 2024.

In addition to deposit products, we also offer alternative, non-depository corporate treasury solutions for select clients to invest excess liquidity. These alternative options include investments managed by BofCal Asset Management Inc. (“BAM”), our registered investment advisor subsidiary, and third-party sweep products. Total off-balance sheet client investment funds were $1.5 billion as of December 31, 2024, of which $0.7 billion was managed by BAM.

Borrowings

Borrowings decreased $200.0 million to $1.4 billion at December 31, 2024 from $1.6 billion at September 30, 2024 due to lower short-term borrowings.

Equity

During the fourth quarter, total stockholders’ equity increased by $3.8 million to $3.5 billion and tangible common equity⁽¹⁾ increased by $13.6 million to $2.7 billion at December 31, 2024. The increase in total stockholders’ equity for the fourth quarter resulted primarily from net earnings of $56.9 million, offset partially by an increase in the unrealized after-tax net loss in AOCI for AFS securities of $38.3 million and common and preferred stock dividends of $27.9 million.

At December 31, 2024, book value per common share increased to $17.78 compared to $17.75 at September 30, 2024, and tangible book value per common share⁽¹⁾ increased to $15.72 compared to $15.63 at September 30, 2024.

CAPITAL AND LIQUIDITY

Capital ratios remain strong with total risk-based capital at 17.05% and a tier 1 leverage ratio of 10.15% at December 31, 2024.

The following table sets forth our regulatory capital ratios as of the dates indicated:

At December 31, 2024, immediately available cash and cash equivalents were $2.3 billion, a decrease of $52.9 million from September 30, 2024. Combined with total available borrowing capacity of $11.5 billion and unpledged AFS securities of $2.0 billion, total available liquidity was $15.9 billion at the end of the fourth quarter.

Conference Call

The Company will host a conference call to discuss its fourth quarter 2024 financial results at 10:00 a.m. Pacific Time (PT) on Thursday, January 23, 2025. Interested parties are welcome to attend the conference call by dialing (888) 317-6003 and referencing event code 4964279. A live audio webcast will also be available, and the webcast link will be posted on the Company’s Investor Relations website at www.bancofcal.com/investor. The slide presentation for the call will also be available on the Company's Investor Relations website prior to the call. A replay of the call will be made available approximately one hour after the call has ended on the Company’s Investor Relations website at www.bancofcal.com/investor or by dialing (877) 344-7529 and referencing event code 6452827.

About Banc of California, Inc.

Banc of California, Inc. (NYSE: BANC) is a bank holding company with over $33 billion in assets and the parent company of Banc of California. Banc of California is one of the nation’s premier relationship-based business banks, providing banking and treasury management services to small-, middle-market, and venture-backed businesses. Banc of California is the largest independent bank headquartered in Los Angeles and the third largest bank headquartered in California and offers a broad range of loan and deposit products and services through 80 full-service branches located throughout California and in Denver, Colorado, and Durham, North Carolina, as well as through regional offices nationwide. The bank also provides full-stack payment processing solutions through its subsidiary, Deepstack Technologies, and serves the Community Association Management industry nationwide with its technology-forward platform, SmartStreet™. The bank is committed to its local communities through the Banc of California Charitable Foundation, and by supporting organizations that provide financial literacy and job training, small business support, affordable housing, and more. For more information, please visit us at www.bancofcal.com.

Forward-Looking Statements and Other Matters

This press release includes forward-looking statements within the meaning of the “Safe-Harbor” provisions of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, statements related to our expectations regarding the performance of our business, liquidity and capital ratios and other non-historical statements. Words or phrases such as “believe,” “will,” “should,” “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimate,” “project,” “plans,” “strategy,” or similar expressions are intended to identify these forward-looking statements. You are cautioned not to place undue reliance on any forward-looking statements. These statements are necessarily subject to risk and uncertainty and actual results could differ materially from those anticipated due to various factors, including those set forth from time to time in the documents filed or furnished by the Company with the Securities and Exchange Commission (“SEC”). The Company undertakes no obligation to revise or publicly release any revision or update to these forward-looking statements to reflect events or circumstances that occur after the date on which such statements were made, except as required by law.

Factors that could cause actual results to differ materially from the results anticipated or projected include, but are not limited to: (i) changes in general economic conditions, either nationally or in our market areas, including the impact of supply chain disruptions, and the risk of recession or an economic downturn; (ii) changes in the interest rate environment, including the recent and potential future changes in the FRB benchmark rate, which could adversely affect our revenue and expenses, the value of assets and obligations, the realization of deferred tax assets, the availability and cost of capital and liquidity, and the impacts of continuing or renewed inflation; (iii) the credit risks of lending activities, which may be affected by deterioration in real estate markets and the financial condition of borrowers, and the operational risk of lending activities, including the effectiveness of our underwriting practices and the risk of fraud, any of which may lead to increased loan delinquencies, losses, and non-performing assets, and may result in our allowance for credit losses not being adequate; (iv) fluctuations in the demand for loans, and fluctuations in commercial and residential real estate values in our market area; (v) the quality and composition of our securities portfolio; (vi) our ability to develop and maintain a strong core deposit base, including among our venture banking clients, or other low cost funding sources necessary to fund our activities particularly in a rising or high interest rate environment; (vii) the rapid withdrawal of a significant amount of demand deposits over a short period of time; (viii) the costs and effects of litigation; (ix) risks related to the Company’s acquisitions, including disruption to current plans and operations; difficulties in customer and employee retention; fees, expenses and charges related to these transactions being significantly higher than anticipated; and our inability to achieve expected revenues, cost savings, synergies, and other benefits; and in the case of our recent acquisition of PacWest Bancorp (“PacWest”), reputational risk, regulatory risk and potential adverse reactions of the Company's or PacWest's customers, suppliers, vendors, employees or other business partners; (x) results of examinations by regulatory authorities of the Company and the possibility that any such regulatory authority may, among other things, limit our business activities, restrict our ability to invest in certain assets, refrain from issuing an approval or non-objection to certain capital or other actions, increase our allowance for credit losses, result in write-downs of asset values, restrict our ability or that of our bank subsidiary to pay dividends, or impose fines, penalties or sanctions; (xi) legislative or regulatory changes that adversely affect our business, including changes in tax laws and policies, accounting policies and practices, privacy laws, and regulatory capital or other rules; (xii) the risk that our enterprise risk management framework may not be effective in mitigating risk and reducing the potential for losses; (xiii) errors in estimates of the fair values of certain of our assets and liabilities, which may result in significant changes in valuation; (xiv) failures or security breaches with respect to the network, applications, vendors and computer systems on which we depend, including due to cybersecurity threats; (xv) our ability to attract and retain key members of our senior management team; (xvi) the effects of climate change, severe weather events, natural disasters such as earthquakes and wildfires, pandemics, epidemics and other public health crises, acts of war or terrorism, and other external events on our business; (xvii) the impact of bank failures or other adverse developments at other banks on general depositor and investor sentiment regarding the stability and liquidity of banks; (xviii) the possibility that our recorded goodwill could become impaired, which may have an adverse impact on our earnings and capital; (xix) our existing indebtedness, together with any future incurrence of additional indebtedness, could adversely affect our ability to raise additional capital and to meet our debt obligations; (xx) the risk that we may incur significant losses on future asset sales; and (xxi) other economic, competitive, governmental, regulatory, and technological factors affecting our operations, pricing, products and services and the other risks described in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 and from time to time in other documents that we file with or furnish to the SEC.

Non-GAAP Financial Measures

Included in this press release are certain non-GAAP financial measures, such as tangible assets, tangible equity to tangible assets, tangible book value per common share, return on average tangible common equity, adjusted return on average tangible common equity, adjusted net earnings (loss), adjusted noninterest expense, and economic coverage ratio, designed to complement the financial information presented in accordance with U.S. GAAP because management believes such measures are useful to investors. These non-GAAP financial measures should be considered only as supplemental to, and not superior to, financial measures provided in accordance with GAAP. Please refer to the “Non-GAAP Measures” section of this release for additional detail including reconciliations of the non-GAAP financial measures included in this press release to the most directly comparable financial measures prepared in accordance with GAAP.