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EX-32.2 - CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 - 1st FRANKLIN FINANCIAL CORPff_ex32z2.htm
EX-32.1 - CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 - 1st FRANKLIN FINANCIAL CORPff_ex32z1.htm
EX-31.2 - RULE 13A-14(A)/15D-14(A) CERTIFICATIONS - 1st FRANKLIN FINANCIAL CORPff_ex31z2.htm
EX-31.1 - RULE 13A-14(A)/15D-14(A) CERTIFICATIONS - 1st FRANKLIN FINANCIAL CORPff_ex31z1.htm
EX-23 - CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - 1st FRANKLIN FINANCIAL CORPff_ex23.htm
EX-10.E - EXECUTIVE BONUS PLAN: 2021 - 1st FRANKLIN FINANCIAL CORPff_ex10ze.htm
EX-10.D - DIRECTOR COMPENSATION SUMMARY TERM SHEET - 1st FRANKLIN FINANCIAL CORPff_ex10zd.htm
EX-10.C - SECOND AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT - 1st FRANKLIN FINANCIAL CORPff_ex10zc.htm
10-K - FORM 10-K - 1st FRANKLIN FINANCIAL CORPff_10k.htm

 

 

Exhibit 13

 

1st FRANKLIN FINANCIAL CORPORATION

 

ANNUAL REPORT

 

 

DECEMBER 31, 2020


1


 

 

 

 

TABLE OF CONTENTS

 

 

 

 

 

 

 

 

 

The Company

 

1

 

 

 

 

 

Chairman's Letter

 

4

 

 

 

 

 

Selected Financial Data

 

5

 

 

 

 

 

Business

 

6

 

 

 

 

 

Sources of Funds and Common Stock Matters

 

13

 

 

 

 

 

Management's Discussion and Analysis of Financial Condition and

    Results of Operations

 

15

 

 

 

 

 

Report of Independent Registered Public Accounting Firm

 

25

 

 

 

 

 

Consolidated Financial Statements

 

27

 

 

 

 

 

Directors and Executive Officers

 

54

 

 

 

 

 

Corporate Information

 

55

 

 

 

 

 

Ben F. Cheek, Jr.  Office of the Year

 

58

 

 

 

 

 

 

THE COMPANY

 

1st Franklin Financial Corporation, a Georgia corporation, has been engaged in the consumer finance business since 1941, particularly in making direct cash loans and real estate loans.  As of December 31, 2020, the business was operated through 119 branch offices in Georgia, 47 in Alabama, 44 in South Carolina, 38 in Mississippi, 36 in Louisiana and 36 in Tennessee.  The Company had 1,476 employees as of December 31, 2020. 

 

As of December 31, 2020, the resources of the Company were invested principally in loans, which comprised 65% of the Company's assets.  The majority of the Company's revenues are derived from finance charges earned on loans and other outstanding receivables.  Our remaining revenues are derived from earnings on investment securities, insurance income and other miscellaneous income. 

 

Our corporate website address is www.1FFC.com.  The information posted on our website is not incorporated into this Annual Report. 


2



 

This Annual Report

Is Dedicated to

 

 

(Picture of Dr. Robert Thompson)

 

 

Dr. Robert E. Thompson

(1930-2021)

 

 

 

On March 19, 2021, 1st Franklin Financial lost a former longtime member of its Board of Directors.  Dr. Robert Thompson, or “Doctor Bob” as he was known to many of his patients through the years, was a dedicated member of our Board of Directors for 42 years.  Dr. Thompson spent many years caring for the citizens of Toccoa-Stephens County and the surrounding counties as a physician at the Toccoa Clinic.

 

Dr. Thompson was a veteran having served as a Captain in the United States Air Force and a supporter of the Currahee Military Museum and Veterans Coffee Club.  He was a member of the Toccoa Presbyterian Church serving in many capacities and as an Elder.  Outside of the medical profession, Dr. Thompson held many volunteer positions including Commissioner of the Toccoa Housing Authority and Northeast Georgia Housing Authority, Advancement Chairman for the Piedmont District Eagle Scouts of the BSA, President of the Toccoa-Stephens County Chamber of Commerce, numerous leadership positions in the Lions Club and the President of the Composite State Board of Medical Examiners.  

 

When not doctoring and volunteering, Dr. Thompson loved to travel with his wife Mary Sue.  They enjoyed ballroom dancing as well as square dancing.  Dr. Thompson also loved being outdoors hiking, birding and supporting the Georgia Botanical Society.  Toccoa has lost a wonderful and caring physician and 1st Franklin Financial has lost a mentor that guided us through 42 of our 80 years with his wisdom and support.


3


 

To our Investors, Bankers, Co-Workers, Customers and Friends,

 

Each year 1st Franklin Financial strives to embrace our mission statement and core values.  The year 2020 was no exception.  While 2020 was a year to remember for many reasons, 2020 was also a year our team did what many feared could not be done.  Growth goals were met, both in our loan portfolio and in our Investment Center.  We maintained our delinquency projections, made several acquisitions that will allow us to serve new communities in the Southeast and surpassed $1 billion dollars in total assets.  All of this was accomplished while continuing to offer opportunities to individuals and their families through our financial products in a safe and healthy atmosphere.  We began 2020 with our slogan being: 20/20 A Visible Difference.  High expectations and excitement soon turned to high anxiety and uncertainty.  As the COVID-19 pandemic made its presence known in the country, some of our more aggressive goals were put on hold and we started asking some questions: How do we continue doing what we do?  How do we continue to offer our services to those who depend on us daily?  How do we protect our employees and customers while continuing to be the “Friendly Franklin Folks”? 

 

As our economy was being thrown into chaos, our executive management team, led by President and CEO, Ginger Herring, began meeting daily along with representatives from all facets of the company.  Direct communication to our employees and our customers was a priority and business operations continued without interruption, though they did take on a new look.  We were classified as an “essential business” in all the states in which we operate.  Masks, hand sanitizer, lobbies with appointments only, abbreviated home office staff, work-from-home team members and a strict COVID-19 exposure protocol became commonplace.  Simply put, our response plan was to protect our employees, customers and investors and to continue to offer our services while following all federal and state guidelines and executive orders.  The following report contains the financial details of a year I would not have imagined possible after the pandemic hit.  A few of the highlights are listed below. 

 

Total Asset growth of $74.5 million or 8% ending the year with $1.01 billion in total assets. 

Year End delinquency rate of 5.91% of 30 days and more. 

13 acquisitions totaling $13.9 million aiding a net loan portfolio growth of 7%. 

 

With 2020 behind us, we now look to the future in 2021, our 80th year of serving communities’ wants and needs.  From its beginning in 1941 as Franklin Discount Company, to 2021, 1st Franklin Financial Corporation has been blessed to be the first choice for many customers’ credit needs such as a first car, first bedroom or living room set, or first home.  1st Franklin Financial is celebrating 80 years like it was our 1st

 

My deepest gratitude to all of you for your continued support and the confidence you placed with us during 2020.  Our pledge to you is to continue earning that support for the next 80 years. 

 

 

 

 

Sincerely yours, 

 

/s/ Ben F. “Buddy” Cheek, IV 

 

Ben F. Cheek, IV 

Chairman of the Board 


4


 

SELECTED FINANCIAL DATA

 

Set forth below is selected consolidated financial information of the Company. This information should be read in conjunction with “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and the more detailed consolidated financial statements and notes thereto included herein.

 

 

Year Ended December 31

                                                                   

2020

2019

2018

2017

2016

Selected Consolidated
Statement of Income Statement Data:

(In 000's, except ratio data)

 

 

 

 

 

 

Revenues:

 

 

 

 

 

Interest and Finance Charges 

$ 213,087   

$ 200,578   

$ 172,804   

$ 151,433   

$ 152,721   

Investment Income  

6,882   

7,353   

7,134   

6,650   

5,508   

Insurance  

49,781   

49,355   

44,387   

42,265   

47,621   

Other  

5,420   

6,047   

5,732   

5,399   

5,266   

 

 

 

 

 

 

Net Interest Income

198,766   

188,418   

166,056   

145,178   

144,797   

Interest Expense

21,203   

19,513   

13,882   

12,905   

13,432   

Provision for Credit Losses

56,689   

59,696   

39,207   

32,355   

67,563   

Income Before Income Taxes

19,277   

17,128   

20,553   

17,504   

6,330   

Net Income

15,890   

13,348   

17,341   

14,906   

1,044   

 

 

 

 

 

 

 

 

 

 

 

 

 

As of December 31

 

2020 

2019

 2018

 2017

 2016

Selected Statement of
Financial Position Data:

(In 000's, except ratio data)

 

 

 

 

 

 

Net Loans

$ 660,738   

$ 615,160   

$ 542,108   

$ 445,659   

$ 383,184   

Total Assets

1,013,656   

939,180   

796,368   

718,235   

673,985   

Senior Debt

637,796   

591,091   

500,323   

426,731   

409,792   

Subordinated Debt

30,075   

29,005   

30,270   

33,488   

34,848   

Stockholders’ Equity

278,439   

261,496   

240,860   

232,096   

211,738   

 

 

 

 

 

 

Ratio of Total Liabilities

 to Stockholders’ Equity

2.64   

2.59   

2.31   

2.09   

2.18   


5



 

BUSINESS

 

References in this Annual Report to “1st Franklin”, the “Company”, “we”, “our” and “us” refer to 1st Franklin Financial Corporation and its subsidiaries. 

 

1st Franklin is engaged in the consumer finance business, primarily in making direct cash loans to individuals in relatively small amounts for relatively short periods of time, and in making first and second mortgage loans on real estate in larger amounts and for longer periods of time.  We also purchase sales finance contracts from various retail dealers.  At December 31, 2020, direct cash loans comprised 85%, real estate loans comprised 4% and sales finance contracts comprised 11% of our outstanding loans, respectively. 

 

In connection with our business, we also offer optional single premium credit insurance products to our customers when making a loan.  Such products may include credit life insurance, credit accident and health insurance, credit involuntary unemployment insurance and/or credit property insurance.  Customers may request credit life insurance coverage to help assure any outstanding loan balance is repaid if the customer dies before the loan is repaid or they may request accident and health insurance coverage to help continue loan payments if the customer becomes sick or disabled for an extended period of time.  In certain states where offered, customers may choose involuntary unemployment insurance for payment protection in the form of loan payment assistance due to an unexpected job loss.  Customers may also choose property insurance coverage to protect the value of loan collateral against damage, theft or destruction.  We write these various insurance products as an agent for a non-affiliated insurance company.  Under various agreements, our wholly-owned insurance subsidiaries, Frandisco Life Insurance Company and Frandisco Property and Casualty Insurance Company, reinsure the insurance coverage on our customers written by this non-affiliated insurance company. 

 

Finance charges account for the majority of our revenues.  The following table shows the sources of our earned finance charges in each of the past five years: 

 

Year Ended December 31

 

2020

2019

2018

2017

2016

 

(in thousands)

                                          

 

 

 

 

 

Direct Cash Loans

$ 192,976   

$ 185,631   

$ 161,337   

$ 142,072   

$ 143,864   

Real Estate Loans

6,555   

5,859   

4,970   

4,175   

3,710   

Sales Finance Contracts

13,556   

9,088   

6,497   

5,186   

5,147   

  Total Finance Charges

$ 213,087   

$ 200,578   

$ 172,804   

$ 151,433   

$ 152,721   

 

Our business consists mainly of making loans to individuals (consumer loans) who depend primarily on their earnings to meet their repayment obligations.  We make direct cash loans primarily to people who need money for some non-recurring or unforeseen expense, for debt consolidation, or to purchase household goods such as furniture and appliances.  These loans are generally repayable in 6 to 60 monthly installments and generally do not exceed $15,000 in amount financed.  Approximately 75% of our consumer loans are secured by personal property (other than certain household goods) and/or motor vehicles. We believe that the interest and fees we charge on these loans are in compliance with applicable federal and state laws. 

 

First and second mortgage loans secured by real estate are made to homeowners who typically use funds to improve their property or who wish to restructure their financial obligations.  We generally make such loans in amounts from $3,000 to $75,000 and with maturities of 35 to 240 months. We believe that the interest and fees we charge on these loans are in compliance with applicable federal and state laws. 

 


6


Our decision making on loan originations is based on both a judgmental underwriting system which includes an analysis of the following factors (i) ability to pay, (ii) creditworthiness, (iii) income stability, (iv) willingness to pay and (v) as appropriate, collateral security, and a risk based underwriting system that evaluates (i) credit score, (ii) annual income, (iii) payment history to other creditors and (iv) debt to income ratios.   As part of our loan decision making process, we review each customer’s credit report to verify income and total indebtedness, debt payment history and overall credit related performance to other creditors.  The Company uses this information to evaluate a potential borrower’s debt-to-income ratios and, depending on the result of the overall credit evaluation process, may require internal review and senior supervisory approval prior to originating the potential borrower’s loan.     

 

Sales finance contracts are contracts purchased from retail dealers.  These contracts have maturities that generally range from 3 to 60 months and generally do not individually exceed $15,000 in amount financed.  We believe that the interest and fees we charge on these contracts are in compliance with applicable federal and state laws. 

 

1st Franklin competes with several national and regional finance companies, as well as a variety of local finance companies, in the communities we serve.  Competition is based primarily on interest rates and terms offered and on customer service, as well as, to some extent, reputation.  We believe that our emphasis on customer service helps us compete effectively in the markets we serve. 

 

Because of our reliance on the continued income stream of most of our loan customers, our ability to continue the profitable operation of our business depends to a large extent on the continued employment of our customers and their ability to meet their obligations as they become due. Therefore, economic uncertainty or downturns in economic conditions, increases in unemployment or continued increases in the number of personal bankruptcies within our typical customer base may have a material adverse effect on our collection ratios and profitability. 

 

The average annual yield on loans we make (the percentage of finance charges earned to average net outstanding balance) has been as follows: 

 

 

Year Ended December 31

                                           

2020

2019

2018

2017

2016

 

 

 

 

 

 

Direct Cash Loans

31.45%

32.03%

32.66%

34.56%

35.29%

Real Estate Loans

17.16   

17.36   

17.55   

16.82   

16.45   

Sales Finance Contracts

19.13   

18.86   

19.12   

19.57   

20.12   

 

The following table contains certain information about our operations:

 

 

As of December 31

                                             

2020

2019

2018

2017

2016

 

 

 

 

 

 

Number of Branch Offices

320   

319   

315   

308   

295   

Number of Employees

1,476   

1,513   

1,488   

1,439   

1,360   

Average Total Loans

  Outstanding Per

  Branch (in 000's)

$ 2,860   

$ 2,647   

$ 2,328   

$ 1,953   

$ 1,797   

Average Number of Loans

  Outstanding Per Branch

849   

895   

873   

866   

922   


 


7


 

 

DESCRIPTION OF LOANS

 

 

Year Ended December 31

                                                                               

2020

2019

2018

2017

2016

DIRECT CASH LOANS:

                       

                       

                       

                       

                       

 

 

 

 

 

 

Number of Loans Made to New Borrowers

49,942

62,336

59,739

68,162

91,383

 

 

 

 

 

 

Number of Loans Made to Former Borrowers

55,088

65,452

64,727

69,317

54,813

 

 

 

 

 

 

Number of Loans Made to Present Borrowers

147,228

186,601

187,163

193,601

182,763

 

 

 

 

 

 

Total Number of Loans Made

252,258

314,389

311,629

331,080

328,959

 

 

 

 

 

 

Total Volume of Loans Made (in 000’s)

$ 891,358   

$ 953,356   

$ 895,904   

$ 791,293   

$ 701,835   

 

 

 

 

 

 

Average Size of Loan Made

$     3,534   

$     3,032   

$     2,875   

$     2,390   

$     2,134   

 

 

 

 

 

 

Number of Loans Outstanding

249,880   

263,181   

255,132   

249,793   

254,315   

 

 

 

 

 

 

Total Loans Outstanding (in 000’s)

$ 777,569   

$ 737,255   

$ 651,085   

$ 540,380   

$ 474,558   

 

 

 

 

 

 

Percent of Total Loans Outstanding

85%

87%

89%

90%

89%

Average Balance on Outstanding Loans

$     3,112   

$     2,801   

$     2,552   

$     2,163   

$     1,866   

 

 

 

 

 

 

REAL ESTATE LOANS:

 

 

 

 

 

 

 

 

 

 

 

Total Number of Loans Made

480   

553   

538   

517   

477   

 

 

 

 

 

 

Total Volume of Loans Made (in 000’s)

$   11,871   

$   13,423   

$   12,307   

$   11,228   

$   10,128   

 

 

 

 

 

 

Average Size of Loan Made

$   24,731   

$   24,273   

$   22,876   

$   21,717   

$   21,232   

 

 

 

 

 

 

Number of Loans Outstanding

1,880   

1,812   

1,666   

1,580   

1,503   

 

 

 

 

 

 

Total Loans Outstanding (in 000’s)

$   39,960   

$   37,255   

$   31,655   

$   27,117   

$   24,609   

 

 

 

 

 

 

Percent of Total Loans Outstanding

4%

5%

4%

4%

5%

Average Balance on Outstanding Loans

$   21,256   

$   20,560   

$   19,001   

$   17,163   

$   16,373   

 

 

 

 

 

 

SALES FINANCE CONTRACTS:

 

 

 

 

 

 

 

 

 

 

 

Number of Contracts Purchased

14,556   

18,081   

17,185   

13,777   

15,725   

 

 

 

 

 

 

Total Volume of Contracts Purchased (in 000’s)

$   97,371   

$   69,373   

$   55,723   

$   36,933   

$   34,928   

 

 

 

 

 

 

Average Size of Contract Purchased

$     6,689   

$     3,837   

$     3,243   

$     2,261   

$     2,221   

 

 

 

 

 

 

Number of Contracts Outstanding

19,961   

20,616   

18,127   

15,377   

16,253   

 

 

 

 

 

 

Total Contracts Outstanding (in 000’s)

$ 103,258   

$   70,019   

$   50,694   

$   34,315   

$   30,962   

 

 

 

 

 

 

Percent of Total Loans Outstanding

11%

8%

7%

6%

6%

Average Balance on Outstanding Loans

$     5,173   

$     3,396   

$     2,797   

$     2,232   

$     1,905   


8


 

LOANS ORIGINATED, ACQUIRED, LIQUIDATED AND OUTSTANDING

 

 

 

Year Ended December 31

 

 

2020

 

2019

 

2018

 

2017

 

2016

                                                            

 

(in thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

LOANS ORIGINATED OR ACQUIRED

 

 

 

 

 

 

 

 

 

 

 

Direct Cash Loans

 

$ 878,846   

 

$ 949,874   

 

$ 895,126   

 

$ 779,567   

 

$ 672,670   

Real Estate Loans

 

11,846   

 

13,423   

 

12,307   

 

11,228   

 

10,128   

Sales Finance Contracts

 

96,003   

 

68,573   

 

55,172   

 

35,536   

 

32,705   

Net Bulk Purchases

 

13,905   

 

4,282   

 

1,329   

 

13,123   

 

31,388   

 

 

 

 

 

 

 

 

 

 

 

Total Loans Originated / Acquired

 

$ 1,000,600   

 

$ 1,036,152   

 

$ 963,934   

 

$ 839,454   

 

$ 746,891   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LOANS LIQUIDATED *

 

 

 

 

 

 

 

 

 

 

 

Direct Cash Loans

 

$ 851,044   

 

$ 867,185   

 

$ 785,199   

 

$ 725,471   

 

$ 722,114   

Real Estate Loans

 

9,166   

 

7,823   

 

7,769   

 

8,720   

 

7,647   

Sales Finance Contracts

 

64,132   

 

50,048   

 

39,344   

 

33,580   

 

34,037   

 

 

 

 

 

 

 

 

 

 

 

Total Loans Liquidated

 

$ 924,342   

 

$ 925,056   

 

$ 832,312   

 

$ 767,771   

 

$ 763,798   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LOANS OUTSTANDING AT YEAR END

 

 

 

 

 

 

 

 

 

 

 

Direct Cash Loans

 

$ 777,569   

 

$ 737,255   

 

$ 651,085   

 

$ 540,380   

 

$ 474,558   

Real Estate Loans

 

39,960   

 

37,255   

 

31,655   

 

27,117   

 

24,609   

Sales Finance Contracts

 

103,258   

 

70,019   

 

50,694   

 

34,315   

 

30,962   

Total Loans Outstanding

 

$ 920,787   

 

$ 844,529   

 

$ 733,434   

 

$ 601,812   

 

$ 530,129   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

UNEARNED FINANCE CHARGES

 

 

 

 

 

 

 

 

 

 

 

Direct Cash Loans

 

$ 107,850   

 

$ 103,810   

 

$   88,660   

 

$   68,771   

 

$   56,143   

Real Estate Loans

 

6   

 

28   

 

41   

 

67   

 

105   

Sales Finance Contracts

 

24,847   

 

14,910   

 

9,676   

 

5,601   

 

4,603   

 

 

 

 

 

 

 

 

 

 

 

Total Unearned Finance Charges

 

$ 132,703   

 

$ 118,748   

 

$   98,377   

 

$   74,439   

 

$   60,851   

 

 

 

 

 

 

 

 

 

 

 

______________________

 

* Liquidations include customer loan payments, refunds on precomputed finance charges, renewals and charge offs.

DELINQUENCIES

 

We classify delinquent accounts at the end of each month according to the number of installments past due at that time, based on the then-existing terms of the contract.  Accounts are classified in delinquency categories based on the number of days past due.  When three installments are past due, we classify the account as being 60-89 days past due; when four or more installments are past due, we classify the account as being 90 days or more past due.  Once an account becomes greater than 149 days past due, our charge off policy governs when the account must be charged off.  For more information on our charge off policy, see Note 2 "Loans" in the Notes to the Consolidated Financial Statements. 

 


9


In connection with some accounts that are secured by real estate, when the bankruptcy court confirms a repayment plan differing from the contractual obligation, the Company will change the delinquency rating of the account after receiving two consecutive full payments.  Thereafter, the account falls under normal delinquency rating guidelines.  For non-real estate secured accounts, delinquency categories are not altered unless the borrower had a pre-existing partial payment that exceeds any court-mandated new payment amount.  In that case, the partial payment is applied at the new payment amount, which may advance the due date, thus causing the delinquency rating to change (lowering the delinquency rating).  The following table shows the number of loans in bankruptcy on which the delinquency rating changed due to a court-initiated repayment plan. 

 

 

As of December 31

 

 

2020

2019

2018

2017

2016

 Number of Bankrupt Delinquency Resets

335

378

535

417

617

 

The Company tracks the dollar amount of loans in bankruptcy on which the delinquency rating was changed.  During 2020 and 2019, the delinquency rating changed as a result of court-initiated repayment plans on bankrupt accounts with principal balances totaling $2.4 million and $2.0 million, respectively.  This represented approximately .28% and .26% of the average principal loan portfolios outstanding during 2020 and 2019, respectively. 

 

The following table shows the amount of certain classifications of delinquencies and the ratio of such delinquencies to related outstanding loans: 

 

 

 

 

 

 

 

 

As of December 31

 

2020

2019

2018

2017

2016

 

in thousands, except % data)

 

 

 

 

 

 

                                                               

                      

                      

                      

                      

                      

DIRECT CASH LOANS:

 

 

 

 

 

 

60-89 Days Past Due

$ 10,779   

$ 11,619   

$   9,541   

$   7,905   

$   9,233   

 

Percentage of Principal Outstanding

1.39%

1.58%

1.47%

1.47%

1.94%

 

90 Days or More Past Due

$ 18,094   

$ 24,972   

$ 20,261   

$ 17,475   

$ 17,290   

 

Percentage of Principal Outstanding

2.33%

3.40%

3.12%

3.25%

3.63%

 

 

 

 

 

 

 

REAL ESTATE LOANS:

 

 

 

 

 

 

60-89 Days Past Due

$      223   

$      340   

$      330   

$      321   

$      305   

 

Percentage of Principal Outstanding

.57%

.93%

1.06%

1.21%

1.26%

 

90 Days or More Past Due

$   1,438   

$   1,592   

$   1,142   

$   1,171   

$   1,226   

 

Percentage of Principal Outstanding

3.66%

4.35%

3.68%

4.40%

5.09%

 

 

 

 

 

 

 

SALES FINANCE CONTRACTS:

 

 

 

 

 

 

60-89 Days Past Due

$   1,341   

$     754   

$     573   

$     447   

$     443   

 

Percentage of Principal Outstanding

1.31%

1.09%

1.14%

1.31%

1.43%

 

90 Days or More Past Due

$   2,261   

$   1,755   

$   1,193   

$     843   

$     815   

 

Percentage of Principal Outstanding

2.21%

2.53%

2.38%

2.47%

2.62%

 

LOSS EXPERIENCE

 

Net losses (charge-offs less recoveries) and the percent such net losses represent of average net loans (loans less unearned finance charges) and liquidations (loan payments, refunds on unearned finance charges, renewals and charge-offs of customers' loans) are shown in the following table: 

 


10


 

Year Ended December 31

 

2020

2019

2018

2017

2016

 

(in thousands, except % data)

                                                                        

                       

                       

                       

                       

                       

 

DIRECT CASH LOANS

 

 

 

 

 

 

Average Net Loans

$ 577,978   

$ 586,765   

$ 500,754   

$ 416,969   

$ 412,682   

Liquidations

$ 851,044   

$ 867,185   

$ 785,199   

$ 725,471   

$ 722,114   

Net Losses

$   42,143   

$   47,228   

$   37,131   

$   36,968   

$   50,936   

Net Losses as % of Average Net Loans

7.29%

8.05%

7.42%

8.87%

12.34%

Net Losses as % of Liquidations

4.95%

5.45%

4.73%

5.10%

7.05%

 

 

 

 

 

 

 

 

 

 

 

 

 

REAL ESTATE LOANS

 

 

 

 

 

 

Average Net Loans

$  36,128   

$  34,438   

$  28,924   

$  25,365   

$  23,046   

Liquidations

$    9,166   

$    7,823   

$    7,769   

$    8,720   

$    7,647   

Net Losses

$         42   

$         40   

$         27   

$         62   

$          (3)  

Net Losses as a % of Average Net Loans

.12%

.12%

.09%

.24%

(.01%)  

Net Losses as a % of Liquidations

.46%

.51%

.35%

.71%

(.04%)  

 

 

 

 

 

 

 

 

 

 

 

 

 

SALES FINANCE CONTRACTS

 

 

 

 

 

 

Average Net Loans

$  66,681   

$  49,001   

$  34,499   

$  26,724   

$  25,905   

Liquidations

$  64,132   

$  50,048   

$  39,344   

$  33,580   

$  34,037   

Net Losses

$    3,335   

$    2,428   

$    1,549   

$    1,325   

$    1,630   

Net Losses as % of Average Net Loans

5.00%

4.96%

4.49%

4.96%

6.29%

Net Losses as % of Liquidations

5.20%

4.85%

3.94%

3.95%

4.79%

 

 

ALLOWANCE FOR CREDIT LOSSES

 

 

We determine the allowance for credit losses by reviewing our previous loss experience, reviewing specifically identified loans where collection is believed to be doubtful and evaluating the inherent risks and changes in the composition of our loan portfolio.  Such allowance is, in our opinion, sufficient to provide adequate protection against expected credit losses in the current loan portfolio.  For additional information about Management’s approach to estimating and evaluating the allowance for credit losses, see Note 2 “Loans” in the Notes to the Consolidated Financial Statements. 

 

SEGMENT FINANCIAL INFORMATION

 

For additional financial information about our segments and the divisions of our operations, see Note 13 “Segment Financial Information” in the Notes to Consolidated Financial Statements. 


11


CREDIT INSURANCE

 

On consumer loans (excluding real estate and sales finance contracts), we offer optional single premium credit insurance products to our customers when making a loan.  Such products may include credit life insurance, credit accident and health insurance, credit unemployment insurance and/or credit property insurance.  Customers may request credit life insurance coverage to help assure any outstanding loan balance is repaid if the customer dies before the loan is repaid or they may request credit accident and health insurance coverage to help continue loan payments if the customer becomes sick or disabled for an extended period of time.  In certain states where offered, Customers may request credit involuntary unemployment insurance for payment protection in the form of loan payment assistance due to an unexpected job loss.  Customers may also choose property insurance coverage to protect the value of loan collateral against damage, theft or destruction.  We write these various insurance products as an agent for a non-affiliated insurance company.  Under various agreements, our wholly-owned insurance subsidiaries, Frandisco Life Insurance Company and Frandisco Property and Casualty Insurance Company, reinsure the insurance coverage on our customers written on behalf of this non-affiliated insurance company. 

 

REGULATION AND SUPERVISION

 

The Company is subject to regulation under numerous state and federal laws and regulations as enforced and interpreted by various state and federal governmental agencies.  State laws require each of our loan branch offices to be licensed by the state and to conduct business according to the applicable statutes and regulations.  The granting of a license depends on the financial responsibility, character and fitness of the applicant, and, where applicable, the applicant must show evidence of a need through convenience and advantage documentation.  As a condition to obtaining such license, the applicant must consent to state regulation and examination and to the making of periodic reports to the appropriate governing agencies.  Licenses are revocable for cause, and their continuance depends upon an applicant’s continued compliance with applicable laws.  We are also subject to state regulations governing insurance agents in the states in which we sell credit insurance.  State insurance regulations require, among other things, that insurance agents be licensed and, in some cases, limit the premiums that insurance agents can charge.  We believe we conduct our business in accordance with all applicable state statutes and regulations.  The Company has never had any of its licenses revoked and has never been subject to an enforcement order or regulatory settlement. 

 

We conduct our lending operations under the provisions of various federal laws and implementing regulations.  These laws and regulations are interpreted, implemented, and enforced by the Bureau of Consumer Financial Protection (the "CFPB"). Chief among these federal laws with which the Company must comply are the Federal Truth-in-Lending Act ("TILA"), the Equal Credit Opportunity Act (“ECOA”), the Fair Credit Reporting Act (“FCRA”) and the Federal Real Estate Settlement Procedures Act (“RESPA”).   The Truth-in-Lending Act requires us, among other things, to disclose to our customers the finance charge, the annual percentage rate, the total number and amount of payments and other material information on all loans. A Federal Trade Commission regulation prevents consumer lenders such as the Company from using certain household goods as collateral on direct cash loans. As a result, we generally seek to collateralize such loans with non-prohibited household goods such as automobiles, boats and other exempt items of personal property.  We continually monitor our compliance with these regulatory requirements. 

 

Changes in the current regulatory environment, or in the interpretation or application of current regulations, could impact our business.  While we believe that we are currently in compliance with all regulatory requirements, no assurance can be made regarding our future compliance or the cost thereof.  Significant additional regulation or costs of compliance could materially adversely affect our business and financial condition. 


12


HUMAN CAPITAL RESOURCES:

 

As of December 31, 2020, the Company had 1,476 employees, located in Alabama, Georgia, Louisiana, Mississippi, South Carolina and Tennessee.  The development, attraction and retention of employees is a strong focus of the Company, as is fostering and maintaining a strong, healthy corporate culture. 

 

Our employees play an important role in the success of the Company.  We are committed to attracting, retaining and promoting high quality talent regardless of sex, race, color, national origin, age or religion.  The Company is dedicated to providing a place of work for employees that is supportive, free from discrimination and harassment, and rewarding for employees.  Benefit programs offered to employees include competitive salaries, incentive awards and 401(k) retirement savings plans with company match.  Various health insurance plans are also available for employees. 

 

We are committed to advancing a safe work environment for our employees.  We adhere, and expect all of our employees to adhere, to our Code of Business Conduct and Ethics, which, among other things, sets forth numerous policies designed to provide for a safe, ethical, respectful and compliant work environment. We expect our employees to follow our core values listed below: 

 

"   Team:       Be Trustworthy

"   Impact:     Be Intentional

"   People:     Be Exceptional

"   Service:    Be Humble

 


SOURCES OF FUNDS AND COMMON STOCK MATTERS

 

The Company is dependent upon the availability of funds from various sources in order to meet its ongoing financial obligations and to make new loans as a part of its business.  Our various sources of funds as a percent of total liabilities and stockholders’ equity and the number of persons investing in the Company's debt securities were as follows: 

 

 

 

As of December 31

 

 

2020

 

2019

 

2018

 

2017

 

2016

 

 

 

 

 

 

 

 

 

 

 

Bank Borrowings

 

11.73%

 

11.86%

 

6.68%

 

--%

 

--%

Senior Debt

 

51.19   

 

51.08   

 

56.15   

 

59.41   

 

60.80   

Subordinated Debt

 

2.97   

 

3.09   

 

3.80   

 

4.67   

 

5.17   

Other Liabilities

 

6.64   

 

6.13   

 

3.13   

 

3.61   

 

2.61   

Stockholders’ Equity

 

27.47   

 

27.84   

 

30.24   

 

32.31   

 

31.42   

   Total

 

100.00%

 

100.00%

 

100.00%

 

100.00%

 

100.00%

                                                  

 

                  

 

                  

 

                  

 

                  

 

                  

Number of Investors

 

4,543

 

4,555

 

5,163

 

5,347

 

5,421

 

The average interest rates we pay on borrowings, computed by dividing the interest paid by the average indebtedness outstanding, have been as follows: 

 

 

 

Year Ended December 31

 

 

2020

 

2019

 

2018

 

2017

 

2016

 

 

 

 

 

 

 

 

 

 

 

                                                  

 

                  

 

                  

 

                  

 

                  

 

                  

Senior Borrowings

 

3.42%

 

3.48%

 

2.92%

 

2.85%

 

3.11%

Subordinated Borrowings

 

3.01   

 

2.81   

 

2.66   

 

2.65   

 

2.79   

All Borrowings

 

3.40   

 

3.44   

 

2.90   

 

2.84   

 

3.09   

 

             Certain financial ratios relating to our debt have been as follows:

 


13


 

 

As of December 31

 

 

2020

 

2019

 

2018

 

2017

 

2016

 

 

 

 

 

 

 

 

 

 

 

Total Liabilities to

 

 

 

 

 

 

 

 

 

 

Stockholders’ Equity  

 

2.64   

 

2.59   

 

2.31   

 

2.09   

 

2.18   

                                                  

 

                  

 

                  

 

                  

 

                  

 

                  

Unsubordinated Debt to

 

 

 

 

 

 

 

 

 

 

Subordinated Debt plus 

 

 

 

 

 

 

 

 

 

 

Stockholders’ Equity  

 

2.29   

 

2.23   

 

1.94   

 

1.70   

 

1.73   

 

As of March 31, 2021, all of our voting common stock was closely held by three related individuals and all of our non-voting common stock was held by thirteen related shareholders. None of our common stock was listed on any securities exchange or traded on any established public trading market.  The Company does not maintain any equity compensation plans, and did not repurchase any of its equity securities during any period represented.  Cash distributions of $2.59 and $16.00 per share were paid to shareholders in 2020 and 2019, respectively, primarily in amounts to enable the Company’s shareholders to pay their related income tax obligations which arise as a result of the Company’s status as an S Corporation.  No other cash dividends were paid during the applicable periods.  For the foreseeable future, the Company expects to pay annual cash distributions equal to an amount sufficient to enable the Company’s shareholders to pay their respective income tax obligations as a result of the Company’s status as an S Corporation.  


14


 

MANAGEMENT'S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

Management’s Discussion and Analysis provides a narrative of the Company’s financial condition and performance during 2020 and 2019.  The narrative reviews the Company’s results of operations, liquidity and capital resources, critical accounting policies and estimates, and certain other matters. It includes Management’s interpretation of our financial results, the factors affecting these results and the significant factors that we currently believe may materially affect our future financial condition, operating results and liquidity. This discussion should be read in conjunction with the Company’s consolidated financial statements and notes thereto contained elsewhere in this Annual Report.  Discussion of 2018 results and year-to-year comparisons between 2019 and 2018 that are not included in this report can be found in the Company’s 2019 Annual Report filed as Exhibit 13 on Form 10-K which was filed on March 30, 2020. 

 

Our significant accounting policies are disclosed in Note 1 "Summary of Significant Accounting Policies" in the Notes to Consolidated Financial Statements.  Certain information in this discussion and other statements contained in this Annual Report which are not historical facts are forward-looking statements within the meaning of the federal securities laws. These forward-looking statements involve risks and uncertainties.  Actual results, performance or achievements could differ materially from those contemplated, expressed or implied by the forward-looking statements contained herein.  Possible factors which could cause our actual future results to differ from any expectations expressed or implied by any forward-looking statements, or otherwise, include, but are not limited to, changes in our ability to manage liquidity and cash flow, the accuracy of Management’s estimates and judgments, adverse developments in economic conditions including the interest rate environment, unforeseen changes in our net interest margin, federal and state regulatory changes, unfavorable outcomes of litigation and other factors referenced in the “Risk Factors” section of the Company’s Annual Report and elsewhere herein, or otherwise contained in our filings with the Securities and Exchange Commission from time to time. 

 

General:

 

The Company is a privately-held corporation that has been engaged in the consumer finance industry since 1941.  Our operations focus primarily on making installment loans to individuals in relatively small amounts for short periods of time.  Other lending-related activities include the purchase of sales finance contracts from various dealers and the making of first and second mortgage real estate loans.  All of our loans are at fixed rates, and contain fixed terms and fixed payments.  We operate branch offices in six southeastern states and had a total of 320 branch locations at December 31, 2020.  The Company and its operations are guided by a strategic plan which includes planned growth through strategic expansion of our branch office network.  The Company expanded its operations with the opening of a new branch office during the year just ended.  The majority of our revenues are derived from finance charges earned on loans outstanding. Additional revenues are derived from earnings on investment securities, insurance income and other miscellaneous income. 


15


 

Financial Condition:

 

During 2020 the Company surpassed a milestone of $1.0 billion in total assets.  The Company’s total assets increased $74.5 million to $1.0 billion as of December 31, 2020 compared to $939.2 million at December 31, 2019. The increase in assets was primarily due to growth in our cash and cash equivalents portfolio, growth in our net loan portfolio, growth in our investment securities portfolio and increases in miscellaneous other assets.   

 

Cash and cash equivalents increased $7.3 million at December 31, 2020 compared to December 31, 2019.  Surplus funds generated by our insurance subsidiaries during the year were also invested in short-term investments which contributed to the increase in cash and cash equivalents. 

 

The Company maintains an amount of funds in restricted accounts at its insurance subsidiaries in order to comply with certain requirements imposed on insurance companies by the State of Georgia and to meet the reserve requirements of its reinsurance agreements.  Restricted cash also includes escrow deposits held by the Company on behalf of certain mortgage real estate customers.  At December 31, 2020, restricted cash was $8.5 million compared to $6.5 million at December 31, 2019.    See Note 3, “Investment Securities” in the accompanying “Notes to Consolidated Financial Statements” for further discussion of amounts held in trust.  

 

Loan originations were slightly lower during 2020 compared to 2019, but still exceeded $1.0 billion, which resulted in an increase in our net loan portfolio. Our net loan portfolio increased $45.6 million (7%) at December 31, 2020 compared to December 31, 2019.    A portion of the increase in the net loan portfolio was offset by a $13.3 million increase in the Company's allowance for credit losses (which is included in the net loan portfolio).  Our allowance for credit losses reflects Management's estimate of expected credit losses in the loan portfolio as of the date of the statement of financial position.  A portion of the increase in the allowance was due to the Company’s adoption of the new Financial Accounting Standard Board’s (“FASB”) standard ASU 2016-13, “Financial Instruments – Credit Losses (Topic 326) Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”).  A qualitative adjustment for expected credit losses from the COVID-19 pandemic also contributed to the allowance increase. See Note 2, “Allowance for Credit Losses,” in the accompanying “Notes to Consolidated Financial Statements” for further discussion of the Company’s allowance for credit losses.  Management believes the current allowance for credit losses is adequate to cover expected losses in our existing portfolio as of December 31, 2020; however, changes in trends or deterioration in economic conditions could result in additional changes in the allowance or an increase in actual losses.  Any increase could have a material adverse impact on our results of operation or financial condition in the future.   

 

Our investment securities portfolio increased $16.6 million (8%) to $221.4 million at December 31, 2020 compared to $204.8 million at December 31, 2019.  The portfolio consists primarily of invested surplus funds generated by the Company's insurance subsidiaries.  Management maintains what it believes to be a conservative approach when formulating its investment strategy.  The Company does not participate in hedging programs, interest rate swaps or other similar activities.  This investment portfolio consists mainly of U.S. Treasury bonds, government agency bonds, various municipal bonds and mutual funds.  Approximately 99.9% of these investment securities have been designated as “available for sale” at December 31, 2020 with any unrealized gain or loss accounted for in the equity section of the Company’s consolidated statement of financial position, net of deferred income taxes for those investments held by the insurance subsidiaries as well as the statement of comprehensive income. The remainder of this investment portfolio represents securities that are designated “held to maturity”, as Management has both the ability and intent to hold these securities to maturity and are carried at amortized cost. 

 

Other assets increased $3.1 million (5%) to $63.8 million at December 31, 2020 compared to $60.7 million at December 31, 2019.  Increases in operating lease right-of-use assets, deferred acquisition costs, miscellaneous accounts receivables and prepaid expenses were main factors contributing to the increase in other assets.  Offsetting a portion of the increase was a decline in fixed assets. 

 


16


Our senior debt is comprised of a line of credit from three banks and the Company’s senior demand notes and commercial paper debt securities.  Our subordinated debt is comprised of the variable rate subordinated debentures sold by the Company.  The aggregate amount of senior and subordinated debt outstanding at December 31, 2020 increased $47.8 million (8%) to $667.9 million compared to $620.1 million outstanding at December 31, 2019.  Higher sales of the Company’s debt securities was the primary factor contributing to the increase.  An increase in use of the line of credit was also factor contributing to the increase in overall debt.   

 

Other accounts payables and accrued expenses increased $9.8 million (17%) at December 31, 2020 compared to the prior year.  Higher pending payables, accrued salary expenses, deferred compensation, accrued employee incentive bonuses and accrued health insurance claims contributed to the increase.  Also contributing to the increase were higher operating lease liabilities during the year just ended. 

 

Results of Operations:

 

Total revenues, which include finance charge income, investment income, insurance income and miscellaneous other revenue, were $275.2 million and $263.3 million for 2020 and 2019, respectively.  The aforementioned growth in our loan portfolio during 2020 resulted in higher interest and finance charge income during the year, which was the primary contributing factor for the growth in revenue.  Higher revenues on increased sales of credit insurance products also contributed to the higher revenue during 2020. 

.  

The aforementioned higher revenues resulted in an increase in net income for the Company during the year just ended.  Net income increased $2.5 million (19%) to $15.9 million during 2020 compared to $13.3 million during 2019. 

 

Net Interest Income:

 

Net interest income is a principal component of the Company’s operating performance and resulting net income.  It represents the difference between income on earning assets and the cost of funds on interest bearing liabilities.  Debt securities represent a majority of our interest bearing liabilities. Factors affecting our net interest income include the level of average net receivables and the interest income associated therewith, capitalized loan origination costs and our average outstanding debt, as well as the general interest rate environment.  Volatility in interest rates generally has more impact on the income earned on investments and the Company’s borrowing costs than on interest income earned on loans.   Management does not normally change the rates charged on loans originated solely as a result of changes in the interest rate environment.  

 

Higher levels of average net receivables outstanding and the associated finance charge income during 2020 compared to 2019 resulted in an increase in net interest income during the year just ended.  Average net receivables were $722.6 million during 2020 compared to $661.5 million during 2019.  Net interest income was $198.8 million during 2020, compared to $188.4 million in 2019.    

 

As previously mentioned, higher sales of the Company’s debt securities and an increase in borrowings on the Company’s credit line resulted in an increase in senior and subordinated debt.  The increase resulted in higher interest cost.  Average borrowings were $624.5 million during 2020 compared to $566.6 million during 2019.  Interest expense increased $1.7 million (9%) during 2020 compared to 2019.  A decrease in our weighted average borrowing rate to 3.40% during 2020 from 3.44% during 2019 offset a portion of the increase in interest expense.  The Company’s lower borrowing rate was mainly due to a decline on the interest rate charged on the Company’s credit line which is based on the London Interbank Offered Rate (“LIBOR”). 

 


17


Net Insurance Income:

 

The Company offers certain optional credit insurance products to loan customers when closing a loan.  Net insurance income (insurance revenues less claims and expenses) was $34.3 million during 2020 and $35.9 million during 2019.  Although premium revenue grew during 2020, higher claims and expenses offset the growth resulting in a decline in net insurance income. 

 

Other Revenue:

 

Other revenue was $5.4 million and $6.0 million during 2020 and 2019.  A significant component of other revenue is earnings from the sale of auto club memberships.  The Company, as an agent for a third party, offers auto club memberships to loan customers during the closing of a loan.  A decline in sales of auto club memberships during 2020 was the primary factor causing the decrease in other revenue for the period just ended.  Lower service charges on loans also contributed to the decline. 

 

Provision for Credit Losses:

 

As previously mentioned, the Company adopted the FASB standard ASU 2016-13 effective January 1, 2020.  The amount of the provision for credit losses recognized during the twelve-month period ended December 31, 2020 was calculated in accordance with the Company’s loss methodology.  See Note 2. “Allowance for Credit Losses,” in the accompanying “Notes to Consolidated Financial Statements” for further discussion of the Company’s provision for credit losses.  The Company’s provision for credit losses is a charge against earnings to maintain the allowance for credit losses at a level that Management estimates is adequate to cover expected losses as of the date of the statement of financial position. 

 

Our provision for credit losses decreased $3.0 million (5%) during 2020 compared to 2019 mainly due to lower net charge offs.  Net charge offs included in the provision for credit losses were $45.5 million for 2020 and $49.7 million for 2019, respectively.  An adjustment to the Company’s allowance for credit losses due to the aforementioned adoption of the new FASB accounting standard offset a portion of the decrease in the provision for credit losses.  Based on an increase in loan receivables, COVID-19 loan modifications and an underwriting change for sales finance contracts, Management increased the allowance for credit losses by $13.3 million to $66.3 million at December 31, 2020 compared to $53.0 million at December 31, 2019.  Determining a proper allowance for credit losses is a critical accounting estimate which involves Management’s judgment with respect to certain relevant factors, such as historical and expected loss trends, unemployment rates in various locales, delinquency levels, bankruptcy trends and overall general and industry specific economic conditions.  In response to the COVID-19 pandemic, the Company developed a payment modification program for past due accounts. The performance of these accounts may not match historical loss rates, therefore, the Company made a $.7 million qualitative adjustment to the allowance for credit losses. 

 

We believe that the allowance for credit losses and provision for credit losses, as calculated in accordance with the Company’s CECL methodology, are adequate to cover expected losses inherent in our portfolio at December 31, 2020; however, because the allowance for credit losses is based on estimates, there can be no assurance that the ultimate charge off amount will not exceed such estimates or that our loss assumptions will not increase.  Management may determine it is appropriate to increase the allowance for credit losses in future periods, or actual losses could exceed allowances in any period, either of which events could have a material negative impact on our results of operations in the future. 


18


 

Operating Expenses:

 

Operating expenses of the Company were $162.5 million during 2020 compared to $153.5 million during 2019.  Personnel expense, occupancy expense and miscellaneous other expenses are the components included in operating expenses. 

 

Personnel expense increased $5.9 million (6%) during 2020 compared to 2019 mainly due to increases in the employee base, merit salary increases, increases in employee benefit expenses, increases in employee recruiting expenses, higher contributions to the Company's 401(k) plan, increases in employee incentive bonus expenses and higher payroll taxes.  Higher claims and expenses associated with the Company’s self-insured employee medical program also contributed to the increase in personnel expense.  

 

Occupancy expense decreased $.6 million (3%) during 2020 compared to 2019.  Lower maintenance expenses, office material expenses, telephone expenses, utilities expenses and depreciation expenses were factors contributing to the decline in occupancy expense.  Higher rent expense offset a portion of the decrease. 

 

Other operating expenses increased $3.7 million (9%) during 2020 compared to 2019.  Higher advertising, business promotion and postage expenses due to heightened marketing efforts were major factors responsible for the increase.  Increases in credit bureau dues, dues and subscription expenses, insurance premiums paid, security sales expenses, computer expenses and taxes and licenses also contributed to the growth in other operating expenses.  Lower travel expenses due to travel restrictions imposed due to the COVID-19 pandemic offset a portion of the increase in miscellaneous other operating expenses during 2020 compared to 2019. 

 

 

Income Taxes:

 

The Company has elected to be treated as an S Corporation for income tax reporting purposes.  Taxable income or loss of an S Corporation is treated as income of, and is reportable in the individual tax returns of, the shareholders of the Company.  However, income taxes continue to be reported for the Company’s insurance subsidiaries, as they are not allowed to be treated as S Corporations, and for the Company’s state income tax purposes in Louisiana, which does not recognize S Corporation status.  Deferred income tax assets and liabilities are recognized and provisions for current and deferred income taxes continue to be recorded by the Company’s subsidiaries.  The deferred income tax assets and liabilities are due to certain temporary differences between reported income and expenses for financial statement and income tax purposes.   

 

Effective income tax rates for the years ended December 31, 2020 and 2019 were 17.6% and 22.1%, respectively.  On December 22, 2017, the Tax Cuts and Jobs Act of 2017 (the “TCJA”) was enacted and resulted in significant changes to the U.S. tax code, including a reduction in the maximum federal corporate income tax rate from 35% to 21%.  The impact of the TCJA was the primary cause of the Company’s lower income tax rates during 2020 and 2019.  The tax rates of the Company’s insurance subsidiaries were also below statutory rates due to investments in tax exempt bonds.  During 2019, the S Corporation incurred a significant loss, which lowered the overall pre-tax income of the Company resulting in a higher effective tax rate for 2019.   


19


Quantitative and Qualitative Disclosures About Market Risk: 

 

Volatility in market interest rates can impact the Company’s investment portfolio and the interest rates paid on its bank borrowings and debt securities.  Changes in interest rates have more impact on the income earned on investments and the Company’s borrowing costs than on interest income earned on loans, as Management does not normally change the rates charged on loans originated solely as a result of changes in the interest rate environment. These exposures are monitored and managed by the Company as an integral part of its overall cash management program.  It is Management’s goal to minimize any adverse effect that movements in interest rates may have on the financial condition and operations of the Company.  The information in the table below summarizes the Company’s risk associated with marketable debt securities and debt obligations as of December 31, 2020.  Rates associated with the investment securities represent weighted averages based on the tax effected yield to maturity of each individual security.  No adjustment has been made to yield, even though many of the investments are tax-exempt and, as a result, actual yield will be higher than that disclosed.  For debt obligations, the table presents principal cash flows and related weighted average interest rates by contractual maturity dates.  The Company’s subordinated debt securities are sold with various interest adjustment periods, which is the time from sale until the interest rate adjusts, and which allows the holder to redeem that security prior to the contractual maturity without penalty.  It is expected that actual maturities on a portion of the Company’s subordinated debentures will occur prior to the contractual maturity as a result of interest rate adjustments.  Management estimates the carrying value of senior and subordinated debt approximates their fair values when compared to instruments of similar type, terms and maturity.   

 

Loans originated by the Company are excluded from the table below since interest rates charged on loans are based on rates allowable in compliance with any applicable regulatory guidelines.  Management does not believe that changes in market interest rates will significantly impact rates charged on loans.  The Company has no exposure to foreign currency risk. 

 

 

Expected Year of Maturity

 

 

 

 

 

 

2026 &

 

Fair

                                                  

2021

2022

2023

2024

2025

Beyond

Total

Value

Assets:

(Dollars in millions)

  Investment Securities

$     1   

$      -   

$ 2   

$ 3   

$ 1   

$ 214   

$ 221   

$ 221   

  Average Interest Rate

3.8%

2.0%

3.4%

2.9%

3.3%

3.3%

3.3%

 

Liabilities:

 

  Senior Debt:

               

               

               

               

               

               

               

               

     Note Payable to Bank

—   

$ 119   

—   

—   

—   

—   

$ 119   

$ 119   

     Average Interest Rate

—   

3.5%

—   

—   

—   

—   

3.5%

 

     Senior Demand Notes

$   87   

—   

—   

—   

—   

—   

$   87   

$   87   

     Average Interest Rate

1.9%

—   

—   

—   

—   

—   

1.9%

 

     Commercial Paper

$ 432   

—   

—   

—   

—   

—   

$ 432   

$ 432   

     Average Interest Rate

3.5%

—   

—   

—   

—   

—   

3.5%

 

 Subordinated Debentures

$     6   

$     5   

$     9   

$  10   

—   

—   

$   30   

$   30   

     Average Interest Rate

2.9%

3.0%

3.2%

3.1%

—   

—   

3.0%

 

 

Liquidity and Capital Resources:

 

Liquidity is the ability of the Company to meet its ongoing financial obligations, either through the collection of receivables or by generating additional funds through liability management. The Company’s liquidity is therefore dependent on the collection of its receivables, the sale of debt securities and the continued availability of funds under the Company’s revolving credit agreement. 

 

We continue to monitor and review current economic conditions and the related potential implications on us, including with respect to, among other things, changes in credit losses, liquidity, compliance with our debt covenants, and relationships with our customers. 

 

As of December 31, 2020 and December 31, 2019, the Company had $59.2 million and $51.9 million, respectively, invested in cash and short-term investments readily convertible into cash with original maturities of three months or less.  The Company uses cash reserves to fund its operations, including providing funds for any increase in redemptions of debt securities by investors which may occur. 


20


The Company's investment securities can be converted into cash, if necessary.  As of December 31, 2020 and 2019, 97% and 98%, respectively, of the Company's cash and cash equivalents and investment securities were maintained in Frandisco Property and Casualty Insurance Company and Frandisco Life Insurance Company, the Company’s insurance subsidiaries.  Georgia state insurance regulations limit the use an insurance company can make of its assets.  Ordinary dividend payments to the Company by its wholly owned life insurance subsidiary are subject to annual limitations and are restricted to the lesser of 10% of policyholder’s statutory surplus or the net statutory gain from operations before recognizing realized investment gains of the individual insurance subsidiary during the prior year.  Dividend payments to a parent company by its wholly-owned property and casualty subsidiary are subject to annual limitations and are restricted to the lessor of 10% of policyholder’s surplus or the net statutory income before recognizing realized investment gains of the individual insurance subsidiary during the prior two years.  Any dividends above these state limitations are termed “extraordinary dividends” and must be approved in advance by the Georgia Insurance Commissioner.  The maximum aggregate amount of dividends these subsidiaries could have paid to the Company during 2020, without prior approval of the Georgia Insurance Commissioner, was approximately $37.4 million.  

 

On December 2, 2019, Management submitted a request for approval of two separate transactions involving dividends and/or lines of credit with maximum amounts of $50.0 million from the Company’s life insurance subsidiary and $60.0 million from the Company’s property and casualty insurance company.  The request was approved by the Georgia Insurance Department on January 8, 2020 for transactions on or before December 31, 2020.   Effective January 8, 2020, Frandisco Life Insurance Company amended its previous unsecured revolving line of credit available to the Company for a maximum amount up to $45.0 million.  Frandisco Property and Casualty Insurance Company also amended an unsecured revolving line of credit available to the Company for a maximum amount up to $47.0 million.  Both amendments were for 2020 borrowings.  No borrowings have been utilized on either of these lines as of December 31, 2020. 

 

At December 31, 2020, Frandisco Property and Casualty Insurance Company and Frandisco Life Insurance Company had a statutory surplus of $121.8 million and $91.6 million, respectively.  The maximum aggregate amount of dividends these subsidiaries can pay to the Company in 2021 without prior approval of the Georgia Insurance Commissioner is approximately $38.7 million.  On November 30, 2020, Management submitted a request for approval of two separate transactions involving dividends and/or lines of credit with maximum amounts of $70.0 million from Frandisco Life Insurance Company and $90.0 million from Frandisco Property and Casualty Insurance Company.  The request was approved by the Georgia Insurance Department on February 10, 2021 for transactions on or before December 31, 2021.   

 

Most of the Company's loan portfolio is financed through sales of its various debt securities, which, because of certain redemption features contained therein, have shorter average maturities than the loan portfolio as a whole.  The difference in maturities may adversely affect liquidity if the Company is not able to continue to sell debt securities at interest rates and on terms that are responsive to the demands of the marketplace or maintain sufficient borrowing availability under our credit facility. 

 

The Company’s continued liquidity is therefore also dependent on the collection of its receivables and the sale of debt securities that meet the investment requirements of the public.  In addition to its receivables and securities sales, the Company has an external source of funds available under a revolving credit facility with Wells Fargo Bank, N.A.  This credit agreement (as amended, the “credit agreement”) provides for borrowings or re-borrowings of up to $230.0 million or 70% of the Company’s net finance receivables (as defined in the credit agreement), whichever is less, subject to certain limitations, and all borrowings are secured by the finance receivables of the Company.  At December 31, 2020 and 2019, $118.9 million and $111.4 million, respectively, were outstanding under the credit line.  The credit agreement has a commitment termination date of February 28, 2022.  Management believes the current credit facility, when considered with funds expected to be available from operations, should provide sufficient liquidity for the Company. 


21


Available but unborrowed amounts under the credit agreement are subject to a periodic unused line fee of .50%.  The interest rate under the credit agreement is equivalent to the greater of (a) .75% per annum plus the Applicable Margin or (b) the one month London Interbank Offered Rate (the “LIBOR Rate”) plus the Applicable Margin.  The LIBOR Rate is adjusted on the first day of each calendar month based upon the LIBOR Rate as of the last day of the preceding calendar month.  The Applicable Margin is based on the Funded Debt to Adjusted Tangible Net Worth Ratio each month end.  If the ratio is less than 2.75 to 1.0, the Applicable Margin will be 275 basis points.  If the ratio is greater than or equal to 1.0, the Applicable Margin will be 300 basis points.  The interest rate on the credit agreement at December 31, 2020 and 2019 was 3.50% and 4.45%, respectively. 

 

The credit agreement requires the Company to comply with certain covenants customary for financing transactions of this nature, including, among others, maintaining a minimum interest coverage ratio, a minimum loss reserve ratio, a minimum ratio of earnings to interest, taxes and depreciation and amortization to interest expense, a minimum asset quality ratio, a minimum consolidated tangible net worth ratio, and a maximum debt to tangible net worth ratio, each as defined. The Company must also comply with certain restrictions on its activities consistent with credit facilities of this type, including limitations on: (a) restricted payments; (b) additional debt obligations (other than specified debt obligations); (c) investments (other than specified investments); (d) mergers, acquisitions, or a liquidation or winding up; (e) modifying its organizational documents or changing lines of business; (f) modifying certain contracts; (g) certain affiliate transactions; (h) sale-leaseback, synthetic lease, or similar transactions; (i) guaranteeing additional indebtedness (other than specified indebtedness); (j) capital expenditures; or (k) speculative transactions.  The credit agreement also restricts the Company or any of its subsidiaries from creating or allowing certain liens on their assets, entering into agreements that restrict their ability to grant liens (other than specified agreements), or creating or allowing restrictions on any of their ability to make dividends, distributions, inter-company loans or guaranties, or other inter-company payments, or inter-company asset transfers.  At December 31, 2020, the Company was in compliance with all covenants.  The Company has no reason to believe that it will not remain in compliance with these covenants and obligations for the foreseeable future.  

 

We are not aware of any additional restrictions placed on us, or being considered to be placed on us, related to our ability to access capital, such as borrowings under our credit agreement prior to its maturity. 

 

Any decrease in the Company’s allowance for credit losses would not directly affect the Company’s liquidity, as any adjustment to the allowance has no impact on cash; however, an increase in the actual loss rate may have a material adverse effect on the Company’s liquidity.  The inability to collect loans could materially impact the Company’s liquidity in the future. 

 

During the first quarter of 2020 there was global outbreak of a new strain of coronavirus, COVID-19.  Thus far, certain responses to the COVID-19 outbreak have included mandates from federal, state and/or local authorities that required temporary closure of or imposed limitations on the operations of certain non-essential businesses and industries.  Management created a COVID-19 Task Force for the Company which continues to diligently work to identify and manage potential impact. During the first and second quarters of 2020, the Task Force initially closed branch offices to the public.  Loans were originated by appointment only with no more than one customer in the branch office an any time.  Customers were and are encouraged to pay electronically.  For those unable to pay electronically, a no contact process was implemented for the branch offices.  We re-opened our branch lobbies to the public during the second quarter, however, we requested customers and employees to wear a mask.  Branch offices are closely monitored and may close temporarily based on exposure.  Delinquencies remain below historical levels; however, we have modified the payment terms of certain loans and have increased our allowance for credit losses as the performance of these accounts may not match historical loss rates.  Corporate team members returned to the office during the third quarter.  We are cautiously optimistic about the year ahead, some unknowns remain, all of which may have a meaningful impact on credit fundamentals in 2021.  Much will depend on (1) the scale and intensity of the current COVID-19 variants and any resulting lockdowns, (2) the timing of widespread vaccinations, (3) the size, form and  


22


timing of any additional fiscal stimulus, (4) the extension or expiration of borrower relief measures and (5) the ultimate shape and duration of the economic recovery.

 

The Company was subject to the following contractual obligations and commitments at December 31, 2020: 

 

 

 

Payment due by period

Contractual Obligations

 

Total

 

Less

Than

1 Year

 

1 to 2

Years

 

3 to 5

Years

 

More than

5 Years

 

 

(in millions)

 

 

 

 

 

 

 

 

 

 

 

  Bank Credit Line **

 

$ 124.8   

 

$     5.2   

 

$ 119.6   

 

$         -   

 

$         -   

  Senior Demand Notes *

 

88.3   

 

88.3   

 

-   

 

-   

 

-   

  Commercial Paper *

 

437.0   

 

437.0   

 

-   

 

-   

 

-   

  Subordinated Debt *

 

33.7   

 

6.7   

 

16.0   

 

11.0   

 

-   

  Human resource insurance and support contracts

 

2.2   

 

1.8   

 

.4   

 

-   

 

-   

  Operating leases (offices)

 

40.2   

 

7.0   

 

12.0   

 

9.3   

 

11.9   

  Communication lines contract **

 

1.2   

 

.7   

 

.5   

 

-   

 

-   

Software service contract ** 

 

6.2   

 

5.3   

 

.9   

 

-   

 

-   

      Total 

 

$ 733.6   

 

$ 552.0   

 

$ 149.4   

 

$   20.3   

 

$   11.9   

                                                                                           

 

                 

 

                 

 

                 

 

                 

 

                 

*Includes estimated interest at current rates. 

 

 

 

 

 

 

 

 

 

**Based on current usage. 

 

 

 

 

 

 

 

 

 

 

 

Critical Accounting Policies:

 

The accounting and reporting policies of 1st Franklin and its subsidiaries are in accordance with accounting principles generally accepted in the United States of America and conform to general practices within the financial services industry. The more critical accounting and reporting policies include the allowance for credit losses, revenue recognition and insurance claims reserves. 

 

 

Allowance for Credit Losses:

 

The Company adopted ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”) using the modified retrospective method for all financial assets measured at amortized cost.  Provisions for credit losses are charged to operations in amounts sufficient to maintain the allowance for credit losses at a level considered adequate to cover expected credit losses in our loan portfolio.   

 

The allowance for credit losses is established based on the determination of the amount of expected losses inherent in the loan portfolio as of the reporting date. Under the new methodology, loans outstanding with similar risk characteristics are collectively evaluated in pools utilizing an open pool loss rate method, whereby a historical loss rate is calculated and applied to the balance of loans outstanding in the portfolio at each reporting period. This historical loss rate is then adjusted by macroeconomic forecast and other qualitative factors, as appropriate, to fully reflect the expected losses in the loan portfolio.  To evaluate the overall adequacy of our allowance for credit losses, we consider the level of loan receivables, historical loss trends, loan delinquency trends, bankruptcy trends and overall economic conditions.  The Company’s allowance for credit losses recorded in the consolidated statement of financial position reflects management’s best estimate within the range of expected credit losses. Assumptions regarding expected losses are reviewed periodically and may be impacted by the Company’s actual loss experience and changes in any of the factors discussed above. 

 


23


Revenue Recognition:

 

Accounting principles generally accepted in the United States of America require that an interest yield method be used to calculate the income recognized on accounts which have precomputed charges.  An interest yield method is used by the Company on each individual account with precomputed charges to calculate income for those on-going accounts; however, state regulations often allow interest refunds to be made according to the “Rule of 78’s” method for payoffs and renewals.  Since the majority of the Company's accounts which have precomputed charges are paid off or renewed prior to maturity, the result is that most of the accounts effectively yield on a Rule of 78’s basis. 

 

Precomputed finance charges are included in the gross amount of certain direct cash loans, sales finance contracts and certain real estate loans.  These precomputed charges are deferred and recognized as income on an accrual basis using the effective interest method.  Some other cash loans and real estate loans, which do not have precomputed charges, have income recognized on a simple interest accrual basis.  Income is not accrued on a loan that is more than 60 days past due. 

 

Loan fees and origination costs are deferred and recognized as an adjustment to the loan yield over the contractual life of the related loan.   

 

The property and casualty credit insurance policies written by the Company, as agent for a non-affiliated insurance company, are reinsured by the Company’s property and casualty insurance subsidiary.  The premiums are deferred and earned over the period of insurance coverage using the pro-rata method or the effective yield method, depending on whether the amount of insurance coverage generally remains level or declines. 

 

Insurance Claims Reserves:

 

Included in unearned insurance premiums and commissions on the consolidated statements of financial position are reserves for incurred but unpaid credit insurance claims for policies written by the Company and reinsured by the Company’s wholly-owned insurance subsidiaries.  These reserves are established based on accepted actuarial methods.  In the event that the Company’s actual reported losses for any given period are materially in excess of the previously estimated amounts, such losses could have a material adverse effect on the Company’s results of operations. 

 

Different assumptions in the application of these policies could result in material changes in the Company’s consolidated financial position or consolidated results of operations. 

 

New Accounting Pronouncements:

 

See Note 1, “Summary of Significant Accounting Policies - Recent Accounting Pronouncements,” in the accompanying “Notes to Consolidated Financial Statements” for a discussion of new accounting standards and the expected impact of accounting standards recently issued but not yet required to be adopted.  For pronouncements already adopted, any material impacts on the Company’s consolidated financial statements are discussed in the applicable section(s) of this Management’s Discussion and Analysis of Financial Condition and Results of Operations and Notes to the Company’s Consolidated Financial Statements included elsewhere in this Annual Report.  


24


 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Shareholders and Board of Directors of 1st Franklin Financial Corporation:

Opinion on the Consolidated Financial Statements

 

We have audited the accompanying consolidated statements of financial position of 1st Franklin Financial Corporation and subsidiaries (the “Company”) as of December 31, 2020 and 2019, the related consolidated statements of income, comprehensive income, stockholders’ equity, and cash flows, for each of the three years in the period ended December 31, 2020, and the related notes (collectively referred to as the “financial statements”).  In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2020 and 2019, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2020, in conformity with accounting principles generally accepted in the United States of America.

 

Basis of Opinion

  

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits.  We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.  The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting.  Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks.  Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.  Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements.  We believe that our audits provide a reasonable basis for our opinion.

 

Critical Audit Matter

 

The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved especially challenging, subjective or complex judgments.  The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.  

 

Allowance for Credit Losses – Refer to Note 2 to the consolidated financial statements

 

Critical Audit Matter Description

 

The Company estimates and records an allowance for credit losses at a level considered adequate to cover expected losses in the loan portfolio.  The Company calculates a snapshot of each identified loan segment at a point in history and tracks that loan pool’s performance in the subsequent periods until the majority of losses are exhausted and begin to trail off to derive an unadjusted lifetime historical charge-off rate.  The Company then applies the historical charge-off rate to the loan balances for each pool of the Company’s loan portfolio at each reporting date.  The Company performs a correlation analysis


25


between macroeconomic factors and prior charge-offs.  The Company also evaluates if the economic environment affecting their customer base has changed from historical levels utilized for the snapshots.  This includes considerations of historical loss trends, loan delinquency trends, bankruptcy trends and overall economic conditions.

 

We identified the allowance for credit losses estimate as a critical audit matter because of the significant amount of complexity and judgment required by management to develop the model and evaluate whether adjustments are necessary based on internal, external and macroenvironment trends.  Performing audit procedures to evaluate the appropriateness of this model and whether adjustments are necessary required a high degree of auditor judgment and an increased extent of effort.

 

How the Critical Audit Matter Was Addressed in the Audit

 

Our audit procedures related to the allowance for credit losses included the following, among others:

 

·We tested the completeness and accuracy of the data utilized to determine the unadjusted lifetime historical charge-off rate by segment of the loan portfolio. 

 

·We evaluated the reasonableness of the Company’s allowance for credit loss model and tested the model’s computational accuracy by segment of the loan portfolio. 

 

·We evaluated the reliability of the Company’s internal and external data and forecasts. 

 

·We also evaluated the reasonableness of any associated quantitative or qualitative adjustments by segment of the loan portfolio, including assessing the basis for the adjustments. 

 

·We performed a retrospective review of historical charge-off rates and compared them to the estimate of expected credit losses as of the previous reporting date. 

 

 

/s/ Deloitte & Touche LLP

 

Atlanta, Georgia

March 30, 2021

 

We have served as the Company’s auditor since 2002.


26


 

 

1st FRANKLIN FINANCIAL CORPORATION

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

DECEMBER 31, 2020 AND 2019

 

ASSETS

 

 

 

 

 

 

 

 

2020

 

2019

                                                                                                                

 

                                  

 

                                  

CASH AND CASH EQUIVALENTS (Note 5):

 

 

 

 

  Cash and Due From Banks

 

$5,323,448 

 

$3,429,386 

  Short-term Investments

 

53,890,255 

 

48,504,879 

 

 

59,213,703 

 

51,934,265 

 

 

 

 

 

RESTRICTED CASH (Note 1)

 

8,464,719 

 

6,524,315 

 

 

 

 

 

LOANS (Note 2):

 

 

 

 

  Direct Cash Loans

 

777,568,737 

 

737,254,501 

  Real Estate Loans

 

39,960,390 

 

37,255,330 

  Sales Finance Contracts

 

103,258,326 

 

70,019,005 

 

 

920,787,453 

 

844,528,836 

 

 

 

 

 

Less:   Unearned Finance Charges

 

132,703,130 

 

118,748,137 

Unearned Insurance Premiums

 

61,018,635 

 

57,620,339 

Allowance for Credit Losses

 

66,327,674 

 

53,000,000 

 

 

660,738,014 

 

615,160,360 

 

 

 

 

 

INVESTMENT SECURITIES (Note 3):

 

 

 

 

  Available for Sale, at fair value

 

221,054,418 

 

204,457,522 

  Held to Maturity, at amortized cost

 

379,002 

 

380,561 

 

 

221,433,420 

 

204,838,083 

 

 

 

 

 

OTHER ASSETS:

 

 

 

 

Land, Buildings, Equipment and Leasehold Improvements,
less accumulated depreciation and amortization of
$42,477,600 and $38,180,121 in 2020 and 2019, respectively

 

13,577,945 

 

15,410,942 

  Operating Lease Right-of-Use Assets (Note 8)

 

33,610,067 

 

31,313,793 

  Deferred Acquisition Costs

 

3,625,611 

 

3,472,783 

  Due from Non-affiliated Insurance Company

 

2,970,476 

 

2,933,146 

  Other Miscellaneous

 

10,022,417 

 

7,591,891 

 

 

63,806,516 

 

60,722,555 

 

 

 

 

 

               TOTAL ASSETS

 

$1,013,656,372 

 

$939,179,578 

 

See Notes to Consolidated Financial Statements


27


 

1st FRANKLIN FINANCIAL CORPORATION

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

DECEMBER 31, 2020 AND 2019

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

2020

 

2019

                                                                                                                

 

                                  

 

                                  

SENIOR DEBT (Note 6):

 

 

 

 

Bank Borrowings

 

$118,900,000 

 

$111,350,000 

Senior Demand Notes, including accrued interest

 

86,622,503 

 

76,249,795 

Commercial Paper

 

432,273,538 

 

403,491,300 

 

 

637,796,041 

 

591,091,095 

 

 

 

 

 

ACCOUNTS PAYABLE AND ACCRUED EXPENSES:

 

 

 

 

Operating Lease Liabilities

 

34,163,153 

 

31,655,563 

Other Accounts Payable and Accrued Expenses

 

33,182,451 

 

25,931,780 

 

 

67,345,604 

 

57,587,343 

 

 

 

 

 

SUBORDINATED DEBT (Note 7)

 

30,075,399 

 

29,005,024 

 

 

 

 

 

 

 

 

 

 

Total Liabilities

 

735,217,044 

 

677,683,462 

 

 

 

 

 

 

 

 

 

 

COMMITMENTS AND CONTINGENCIES (Note 9)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

STOCKHOLDERS' EQUITY:

 

 

 

 

Preferred Stock; $100 par value 6,000 shares authorized;
no shares outstanding

 

-- 

 

-- 

Common Stock:

 

 

 

 

Voting Shares; $100 par value; 2,000 shares authorized;
1,700 shares outstanding as of
December 31, 2020 and 2019

 

170,000 

 

170,000 

Non-Voting Shares; no par value; 198,000 shares authorized;
168,300 shares outstanding as of
December 31, 2020 and 2019

 

-- 

 

-- 

Accumulated Other Comprehensive Income

 

13,266,927 

 

9,614,846 

Retained Earnings

 

265,002,401 

 

251,711,270 

Total Stockholders' Equity

 

278,439,328 

 

261,496,116 

 

 

 

 

 

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY

 

$1,013,656,372 

 

$939,179,578 

 

See Notes to Consolidated Financial Statements


28


 

1st FRANKLIN FINANCIAL CORPORATION

CONSOLIDATED STATEMENTS OF INCOME

FOR THE YEARS ENDED DECEMBER 31, 2020, 2019 AND 2018

 

 

 

2020

 

2019

 

2018

INTEREST INCOME:

 

 

 

 

 

 

Finance Charges  

 

$213,087,060  

 

$200,577,584  

 

$172,804,055  

Net Investment Income  

 

6,882,483  

 

7,353,236  

 

7,134,054  

 

 

219,969,543  

 

207,930,820  

 

179,938,109  

INTEREST EXPENSE:

 

 

 

 

 

 

Senior Debt  

 

20,281,290  

 

18,663,910  

 

12,993,358  

Subordinated Debt  

 

922,083  

 

849,174  

 

888,482  

 

 

21,203,373  

 

19,513,084  

 

13,881,840  

 

 

 

 

 

 

 

NET INTEREST INCOME

 

198,766,170  

 

188,417,736  

 

166,056,269  

 

 

 

 

 

 

 

PROVISION FOR LOAN LOSSES (Note 2)

 

56,689,484  

 

59,695,888  

 

39,207,197  

 

 

 

 

 

 

 

NET INTEREST INCOME AFTER

 PROVISION FOR LOAN LOSSES

 

142,076,686  

 

128,721,848  

 

126,849,072  

 

 

 

 

 

 

 

NET INSURANCE INCOME:

 

 

 

 

 

 

Premiums  

 

49,780,940  

 

49,355,186  

 

44,387,227  

Insurance Claims and Expense  

 

(15,489,876) 

 

(13,451,858) 

 

(11,934,887) 

 

 

34,291,064  

 

35,903,328  

 

32,452,340  

 

 

 

 

 

 

 

OTHER REVENUE

 

5,419,562  

 

6,046,716  

 

5,732,236  

 

 

 

 

 

 

 

OPERATING EXPENSES:

 

 

 

 

 

 

Personnel Expense  

 

99,684,473  

 

93,820,162  

 

91,585,822  

Occupancy Expense  

 

17,568,423  

 

18,167,252  

 

17,250,698  

Other Expense  

 

45,257,347  

 

41,556,893  

 

35,644,204  

 

 

162,510,243  

 

153,544,307  

 

144,480,724  

 

 

 

 

 

 

 

INCOME BEFORE INCOME TAXES

 

19,277,069  

 

17,127,585  

 

20,552,924  

 

 

 

 

 

 

 

PROVISION FOR INCOME TAXES (Note 12)

 

3,386,807  

 

3,779,212  

 

3,211,993  

 

 

 

 

 

 

 

NET INCOME

 

$15,890,262  

 

$13,348,373  

 

$17,340,931  

                                                                                

 

 

 

 

 

 

BASIC EARNINGS PER SHARE:

 

 

 

 

 

 

170,000 Shares Outstanding for All Periods 

(1,700 voting, 168,300 non-voting) 

 

$93.47  

 

$78.52  

 

$102.01  

 

See Notes to Consolidated Financial Statements


29


 

1st FRANKLIN FINANCIAL CORPORATION

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2020, 2019 AND 2018

 

 

 

 

2020

 

2019

 

2018

Net Income

 

$15,890,262  

 

$13,348,373  

 

$17,340,931  

                                                                            

 

                              

 

                              

 

                              

Other Comprehensive Income / (Loss):

 

 

 

 

 

 

Net changes related to available-for-sale 

Securities: 

 

 

 

 

 

 

Unrealized gains (losses)  

 

4,658,116  

 

12,972,947  

 

(6,903,069) 

Income tax (provision) benefit  

 

(989,588) 

 

(2,696,204) 

 

1,415,964  

Net unrealized gain (losses)  

 

3,668,528  

 

10,276,743  

 

(5,487,105) 

 

 

 

 

 

 

 

Less reclassification of gains to 

net income  

 

16,447  

 

269,918  

 

293,029  

 

 

 

 

 

 

 

Total Other Comprehensive  

    Income (Loss) 

 

3,652,081  

 

10,006,825  

 

(5,780,134) 

 

 

 

 

 

 

 

Total Comprehensive Income

 

$19,542,343  

 

$23,355,198  

 

$11,560,797  

 

See Notes to Consolidated Financial Statements


30


 

1st FRANKLIN FINANCIAL CORPORATION

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

FOR THE YEARS ENDED DECEMBER 31, 2020, 2019, AND 2018

 

 

 

 

 

 

 

 

 

Accumulated

 

 

 

 

 

 

 

 

 

 

Other

 

 

 

 

Common Stock

 

Retained

 

Comprehensive

 

 

 

 

Shares

 

Amount

 

Earnings

 

Income (Loss)

 

Total

                                                                             

 

                            

 

                            

 

                            

 

                            

 

                            

Balance at December 31, 2017

 

170,000   

 

$ 170,000   

 

$ 227,329,870   

 

$ 4,596,132   

 

$ 232,096,002   

 

 

 

 

 

 

 

 

 

 

 

  Comprehensive Income:

 

 

 

 

 

 

 

 

 

 

      Net Income for 2018

 

—   

 

—   

 

17,340,931   

 

—   

 

 

      Other Comprehensive Loss

 

—   

 

—   

 

—   

 

(5,780,134)  

 

 

  Total Comprehensive Income

 

—   

 

—   

 

—   

 

—   

 

11,560,797   

  Adjustment Resulting from the Adoption of
      Accounting Standard (Note 1)

 

—   

 

—   

 

(792,023)  

 

792,023   

 

 

  Cash Distributions Paid

 

—   

 

—   

 

(2,796,641)  

 

—   

 

(2,796,641)  

 

 

 

 

 

 

 

 

 

 

 

Balance at December 31, 2018

 

170,000   

 

170,000   

 

241,082,137   

 

(391,979)  

 

240,860,158   

 

 

 

 

 

 

 

 

 

 

 

  Comprehensive Income:

 

 

 

 

 

 

 

 

 

 

      Net Income for 2019

 

—   

 

—   

 

13,348,373   

 

—   

 

 

      Other Comprehensive Income

 

—   

 

—   

 

—   

 

10,006,825   

 

 

  Total Comprehensive Income

 

—   

 

—   

 

—   

 

—   

 

23,355,198   

  Cash Distributions Paid

 

—   

 

—   

 

(2,719,240)  

 

—   

 

(2,719,240)  

 

 

 

 

 

 

 

 

 

 

 

Balance at December 31, 2019

 

170,000   

 

170,000   

 

251,711,270   

 

9,614,846   

 

261,496,116   

 

 

 

 

 

 

 

 

 

 

 

   Comprehensive Income:

 

 

 

 

 

 

 

 

 

 

      Net Income for 2020

 

—   

 

—   

 

15,890,262   

 

—   

 

 

      Other Comprehensive Income

 

—   

 

—   

 

—   

 

3,652,081   

 

 

    Total Comprehensive Income

 

—   

 

—   

 

—   

 

—   

 

19,542,343   

    Cumulative Change in
          Accounting Principal (Note 1)

 

—   

 

—   

 

(2,158,161)  

 

—   

 

(2,158,161)  

    Cash Distributions Paid

 

—   

 

—   

 

(440,970)  

 

—   

 

(440,970)  

 

 

 

 

 

 

 

 

 

 

 

Balance at December 31, 2020

 

170,000   

 

$ 170,000   

 

$ 265,002,401   

 

$ 13,266,927   

 

$ 278,439,328   

 

See Notes to Consolidated Financial Statements


31


 

1st FRANKLIN FINANCIAL CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2020, 2019 AND 2018

 

 

 

 

2020

 

2019

 

2018

                                                                                                                     

 

                             

 

                             

 

                             

CASH FLOWS FROM OPERATING ACTIVITIES:

 

 

 

 

 

 

  Net Income

 

$15,890,262  

 

$13,348,373  

 

$17,340,931  

  Adjustments to reconcile net income to net

 

 

 

 

 

 

      cash provided by operating activities:

 

 

 

 

 

 

   Provision for credit losses  

 

56,689,484  

 

59,695,888  

 

39,207,197  

   Depreciation and amortization 

 

4,837,876  

 

4,906,380  

 

4,631,106  

   Provision for deferred (prepaid) taxes  

 

156,075  

 

444,780  

 

522,773  

   Net (gains) losses due to called redemptions of  

      marketable securities, gain on sales of  

 

 

 

 

 

 

      equipment and amortization on securities  

 

(214,898) 

 

(425,618) 

 

(321,369) 

   (Increase) decrease in miscellaneous  

assets and other 

 

(2,409,367) 

 

(1,758,206) 

 

333,470  

   Increase (decrease) in other liabilities  

 

6,109,380  

 

(2,051,933) 

 

(96,798) 

         Net Cash Provided  

 

81,058,812  

 

74,159,664  

 

61,617,310  

 

 

 

 

 

 

 

CASH FLOWS FROM INVESTING ACTIVITIES:

 

 

 

 

 

 

  Loans originated or purchased

 

(516,978,375) 

 

(540,426,634) 

 

(510,440,178) 

  Loan payments

 

412,553,076  

 

407,678,188  

 

374,784,512  

  Purchases of securities, available for sale

 

(19,013,337) 

 

(3,265,479) 

 

(32,488,192) 

  Sales of securities, available for sale

 

 

 

14,873,211  

 

12,621,827  

  Redemptions of securities, available for sale

 

7,220,000  

 

9,145,000  

 

5,350,000  

  Redemptions of securities, held to maturity

 

 

 

400,000  

 

4,155,000  

  Capital expenditures

 

(3,022,147) 

 

(5,047,495) 

 

(4,489,551) 

  Proceeds from sale of equipment

 

67,462  

 

132,478  

 

94,020  

         Net Cash Used  

 

(119,173,321) 

 

(116,510,731) 

 

(150,412,562) 

 

 

 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES:

 

 

 

 

 

 

  Net increase in Senior Demand Notes

 

10,372,708  

 

2,910,714  

 

1,520,425  

  Advances on credit line

 

193,849,330  

 

189,428,300  

 

79,445,656  

  Payments on credit line

 

(186,299,330) 

 

(131,258,300) 

 

(26,265,656) 

  Commercial paper issued

 

139,155,810  

 

76,624,561  

 

63,064,642  

  Commercial paper redeemed

 

(110,373,572) 

 

(46,936,830) 

 

(44,173,634) 

  Subordinated debt issued

 

6,916,788  

 

6,677,992  

 

5,703,527  

  Subordinated debt redeemed

 

(5,846,413) 

 

(7,943,418) 

 

(8,920,980) 

  Dividends / distributions paid

 

(440,970) 

 

(2,719,240) 

 

(2,796,641) 

         Net Cash Provided  

 

47,334,351  

 

86,783,779  

 

67,577,339  

 

 

 

 

 

 

 

NET INCREASE (DECREASE) IN CASH,

 

 

 

 

 

 

    CASH EQUIVALENTS AND RESTRICTED CASH

 

9,219,842  

 

44,432,712  

 

(21,217,913) 

 

 

 

 

 

 

 

CASH, CASH EQUIVALENTS AND

    RESTRICTED CASH, beginning

 

58,458,580  

 

14,025,868  

 

35,243,781  

CASH, CASH EQUIVALENTS AND

    RESTRICTED CASH, ending

 

$67,678,422  

 

$58,458,580  

 

$14,025,868  

 

 

 

 

 

 

 

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:

 

 

 

 

 

 

    Interest Paid

 

$21,119,661  

 

$19,156,155  

 

$13,626,034  

    Income Taxes Paid

 

3,178,625  

 

3,346,023  

 

2,235,000  

    Non-cash Exchange of Investment Securities

 

 

 

 

 

341,692  

    Lease Assets and Associated Liabilities

 

 

 

29,781,213  

 

 

 

See Notes to Consolidated Financial Statements


32


 

1st FRANKLIN FINANCIAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEARS ENDED DECEMBER 31, 2020, 2019 AND 2018

 

1.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES 

 

Business:

 

1st Franklin Financial Corporation (the "Company") is a consumer finance company which originates and services direct cash loans, real estate loans and sales finance contracts through 320 branch offices located throughout the southeastern United States. In addition to this business, the Company writes credit insurance when requested by its loan customers as an agent for a non-affiliated insurance company specializing in such insurance. Two of the Company's wholly owned subsidiaries, Frandisco Life Insurance Company and Frandisco Property and Casualty Insurance Company, reinsure the credit life, the credit accident and health, the credit unemployment and the credit property insurance so written. 

 

Basis of Consolidation:

 

The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. Inter-company accounts and transactions have been eliminated. 

 

Fair Values of Financial Instruments:

 

The following methods and assumptions are used by the Company in estimating fair values for financial instruments. 

 

Cash and Cash Equivalents. Cash includes cash on hand and with banks. Cash equivalents are short-term highly liquid investments with original maturities of three months or less. The carrying value of cash and cash equivalents approximates fair value due to the relatively short period of time between the origination of the instruments and their expected realization. Cash and cash equivalents are classified as a Level 1 financial asset. 

 

Loans. The fair value of the Company's direct cash loans and sales finance contracts approximate the carrying value since the estimated life, assuming prepayments, is short-term in nature. The fair value of the Company's real estate loans approximate the carrying value since the interest rate charged by the Company approximates market rates. Loans are classified as a Level 3 financial asset. 

 

Investment Securities. The fair value of investment securities is based on quoted market prices. If a quoted market price is not available, fair value is estimated using market prices for similar securities. Held-to-maturity investment securities are classified as Level 2 financial assets. See additional information below regarding fair value under Accounting Standards Codification ("ASC") No. 820, Fair Value Measurements. See Note 4 for fair value measurement of available-for-sale investment securities and for information related to how these securities are valued. 

 

Senior Debt. The carrying value of the Company's senior debt securities approximates fair value due to the relatively short period of time between the origination of the instruments and their expected payment. Senior debt securities are classified as a Level 2 financial liability. 

 

Subordinated Debt. The carrying value of the Company's subordinated debt securities approximates fair value due to the re-pricing frequency of the securities. Subordinated debt securities are classified as a Level 2 financial liability. 

 

Use of Estimates:

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (GAAP) requires Management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could vary materially from these estimates. 


33


 

 

Income Recognition:

 

Accounting principles generally accepted in the United States of America require that an interest yield method be used to calculate the income recognized on accounts which have precomputed charges. An interest yield method is used by the Company on each individual account with precomputed charges to calculate income for those on-going accounts, however, state regulations often allow interest refunds to be made according to the “Rule of 78's” method for payoffs and renewals. Since the majority of the Company's accounts with precomputed charges are repaid or renewed prior to maturity, the result is that most of the accounts with precomputed charges effectively yield on a Rule of 78's basis. 

 

Precomputed finance charges are included in the gross amount of certain direct cash loans, sales finance contracts and certain real estate loans. These precomputed charges are deferred and recognized as income on an accrual basis using the effective interest method. Some other cash loans and real estate loans, which do not have precomputed charges, have income recognized on a simple interest accrual basis. Any loan which becomes 60 days or more past due, based on original contractual term, is placed in a non-accrual status. When a loan is placed in non-accrual status, income accruals are discontinued. Accrued income prior to the date an account becomes 60 days or more past due is not reversed. Income on loans in non-accrual status is earned only if payments are received. A loan in non-accrual status is restored to accrual status when it becomes less than 60 days past due. 

 

Loan fees and origination costs are deferred and recognized as an adjustment to the loan yield over the contractual life of the related loan. 

 

The property and casualty credit insurance policies written by the Company, as agent for an unrelated insurance company, are reinsured by the Company’s property and casualty insurance subsidiary. The premiums are deferred and earned over the period of insurance coverage using the pro-rata method or the effective yield method, depending on whether the amount of insurance coverage generally remains level or declines. 

 

The credit life and accident and health policies written by the Company, as agent for an unrelated insurance company, are reinsured by the Company’s life insurance subsidiary. The premiums are deferred and earned using the pro-rata method for level-term life policies and the effective yield method for decreasing-term life policies. Premiums on accident and health policies are earned based on an average of the pro-rata method and the effective yield method. 

 

Claims of the insurance subsidiaries are expensed as incurred and reserves are established for incurred but not reported claims. Reserves for claims totaled $5,361,761 and $4,752,161 at December 31, 2020 and 2019, respectively, and are included in unearned insurance premiums on the consolidated statements of financial position. 

 

Policy acquisition costs of the insurance subsidiaries are deferred and amortized to expense over the life of the policies on the same methods used to recognize premium income. 

 

The primary revenue category included in other revenue relates to commissions earned by the Company on sales of auto club memberships. Commissions received from the sale of auto club memberships are earned at the time the membership is sold. The Company sells the memberships as an agent for a third party. The Company has no further obligations after the date of sale as all claims for benefits are paid and administered by the third party. 

 

Depreciation and Amortization:

 

Office machines, equipment and Company automobiles are recorded at cost and depreciated on a straight-line basis over a period of three to ten years. Leasehold improvements are amortized on a straight-line basis over five years or less depending on the term of the applicable lease. Depreciation and amortization expense for each of the three years ended December 31, 2020 was $4,837,876, $4,906,380 and $4,631,106, respectively. 

 

Restricted Cash:

 

Restricted cash consists of funds maintained in restricted accounts in order to comply with certain requirements imposed on insurance companies by the State of Georgia and to meet the reserve requirements of its reinsurance agreements. Restricted cash also includes escrow deposits held by the Company on behalf of certain real estate mortgage customers. 


34


 

 

 

Year Ended December 31,

(In thousands)

                                                                               

 

      2020      

 

      2019      

 

      2018      

Cash and cash equivalents

 

$ 59,214   

 

$ 51,934   

 

$ 10,280   

Restricted cash

 

8,465   

 

6,525   

 

3,746   

Total cash, cash equivalents and restricted cash

 

$ 67,679   

 

$ 58,459   

 

$ 14,026   

 

Impairment of Long-Lived Assets:

 

The Company annually evaluates whether events and circumstances have occurred or triggering events have occurred that indicate the carrying amount of property and equipment may warrant revision or may not be recoverable. When factors indicate that these long-lived assets should be evaluated for possible impairment, the Company assesses the recoverability by determining whether the carrying value of such long-lived assets will be recovered through the future undiscounted cash flows expected from use of the asset and its eventual disposition. Based on Management’s evaluation, there was no impairment of the carrying value of the long-lived assets, including property and equipment at December 31, 2020 or 2019. 

 

Income Taxes:

 

The Financial Accounting Standards Board (“FASB”) issued ASC 740-10. FASB ASC 740-10 provides that a tax benefit from an uncertain tax position may be recognized when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits. Income tax positions must meet a more-likely-than-not recognition threshold at the effective date to be recognized. FASB ASC 740-10 also provides guidance on measurement, de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. At December 31, 2020 and December 31, 2019, the Company had no uncertain tax positions. 

 

The Company’s insurance subsidiaries are treated as taxable entities and income taxes are provided for where applicable (Note 12). No provision for income taxes has been made by the Company since it has elected to be treated as an S Corporation for income tax reporting purposes. However, certain states do not recognize S Corporation status, and the Company has accrued amounts necessary to pay the required income taxes in such states.  

 

Collateral Held for Resale:

 

When the Company takes possession of collateral which secures a loan, the collateral is recorded at the lower of its estimated resale value or the loan balance. Any losses incurred at that time are charged against the Allowance for Credit Losses. 

 

Marketable Debt Securities:

 

Management has designated a significant portion of the Company’s investment securities held in the Company's investment portfolio at December 31, 2020 and 2019 as being available-for-sale. This portion of the investment portfolio is reported at fair value with unrealized gains and losses excluded from earnings and reported in other comprehensive income (loss) included in the consolidated statements of comprehensive income (loss). Gains and losses on sales of securities designated as available-for-sale are determined based on the specific identification method. The remainder of the investment portfolio is carried at amortized cost and designated as held-to-maturity as Management has both the ability and intent to hold these securities to maturity. 

 

Earnings per Share Information:

 

The Company has no contingently issuable common shares, thus basic and diluted earnings per share amounts are the same. 

 

Revenue from Contracts with Customers:

 

The Company adopted FASB Accounting Standards Update (“ASU”) 2014-09 effective January 1, 2018 using the “modified retrospective” method. The Company categorizes it primary sources of revenue into three categories: (1) interest related revenues, (2) insurance related revenue and (3) revenue from contracts with customers. 

 

(1)Interest related revenues are specifically excluded from the scope of ASC 606 and accounted for under ASC Topic 310, “Receivables”. 


35


(2)Insurance related revenues are subject to industry-specific guidance within the scope of ASC Topic 944, “Financial Services – Insurance” which remains unchanged. 

(3)Other revenues primarily relate to commissions earned by the Company on sales of auto club memberships. Auto club commissions are revenue from contracts with customers and are accounted for in accordance with the guidance set forth in ASC 606

 

Other revenues, as a whole, are immaterial to total revenues. During the three years ended December 31, 2020, 2019 and 2018, the Company recognized interest related income of $213.1 million, $200.6 million and $172.8 million, respectively, insurance related revenue of $49.8 million, $49.4 million and $44.4 million, respectively, and other revenues of $5.4 million, $6.0 million and $5.7 million, respectively.

 

Recent Accounting Pronouncements:

 

In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326) Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). This ASU amends existing guidance that requires an incurred loss impairment methodology that delays recognition until it is probable a loss has been incurred. The new guidance requires measurement and recognition of an allowance for credit losses that estimates expected credit losses and applies to financial assets measured at amortized cost including financing receivables, as well as net investments in leases recognized by a lessor, off-balance sheet credit exposures and reinsurance recoverables. The ASU was effective for annual and interim periods beginning after December 15, 2019. The Company adopted this guidance as of January 1, 2020 using the modified retrospective approach. Transition to the new ASU was through a cumulative-effect adjustment to beginning retained earnings as of January 1, 2020. The following table illustrates the impact of adopting ASU 2016-13 and details how outstanding loan balances have been reclassified as a result of changes made to our primary portfolio segments under CECL. 

 

 

 

January 1, 2020

Assets

 

As Reported

Under

ASC 326

 

Pre-ASC 326

Adoption

 

Impact of
ASC 326

Adoption

                                                                               

 

(in 000’s)

 

(in 000’s)

 

(in 000’s)

Loans:

 

                         

 

                         

 

                         

Live Checks 

 

$ 88,442   

 

$ --   

 

$ 88,442   

Premier Loans  

 

85,252   

 

-   

 

85,252   

Other Consumer Loans  

 

563,560   

 

-   

 

563,560   

Real Estate Loans  

 

37,255   

 

-   

 

37,255   

Sales Finance Contracts  

 

70,019   

 

-   

 

70,019   

Total Portfolio Level 

 

-   

 

844,528   

 

(844,528)  

 

 

 

 

 

 

 

Unearned Finance Charges  

 

118,748   

 

118,748   

 

-   

Unearned Insurance Premiums & Comm 

 

57,620   

 

57,620   

 

-   

Allowance for Credit Losses  

 

55,158   

 

53,000   

 

2,158   

Total Net  

 

$ 613,002   

 

$ 615,160   

 

$ (2,158)  

 

 

 

 

 

 

 

Equity:

 

 

 

 

 

 

Retained Earnings

 

$ 249,553   

 

$ 251,711   

 

$ (2,158)  

 

A cross-functional implementation team led by Finance and Accounting leadership was established to implement the new standard and develop a CECL compliant methodology and model. Under the Company’s new model, loans with similar risk characteristics will be collectively evaluated in pools utilizing an open pool loss rate method, whereby a historical loss rate is calculated and applied to the balance of loans outstanding in the portfolio at each reporting period. This will then be adjusted utilizing a macroeconomic forecast and other qualitive factors, as appropriate, to fully reflect expected losses in the portfolio. The Company expects ongoing variability in the allowance for credit losses under this new standard to be driven primarily by the growth of the loan portfolio, ratio of types of loans in the portfolio, credit quality of customers and macroeconomic environment and outlook at each reporting period. See Note 2. 

 

 

2.LOANS 

 

The Company’s consumer loans are made to individuals in relatively small amounts for relatively short periods of time. First and second mortgage loans on real estate are made in larger amounts and for  


36


longer periods of time. The Company also purchases sales finance contracts from various dealers. All loans and sales contracts are held for investment.

 

Contractual Maturities of Loans:

 

An estimate of contractual maturities stated as a percentage of the loan balances based upon an analysis of the Company's portfolio as of December 31, 2020 is as follows: 

 

 

 

Direct

 

Real

 

Sales

Due In

 

Cash

 

Estate

 

Finance

Calendar Year

 

Loans

 

Loans

 

Contracts

2021

 

53.30%

 

14.41%

 

33.73%

2022

 

29.89   

 

10.15   

 

26.96   

2023

 

11.47   

 

10.42   

 

20.80   

2024

 

4.14   

 

9.99   

 

13.44   

2025

 

1.08   

 

9.50   

 

4.82   

2026 & beyond

 

.12   

 

45.53   

 

.25   

 

 

100.00%

 

100.00%

 

100.00%

 

Historically, a majority of the Company's loans have been renewed many months prior to their final contractual maturity dates, and the Company expects this trend to continue in the future. Accordingly, the above contractual maturities should not be regarded as a forecast of future cash collections. 

 

Allowance for Credit Losses:

 

The allowance for credit losses is based on Management's evaluation of the inherent risks and changes in the composition of the Company's loan portfolio. Management estimates and evaluates the allowance for credit losses by utilizing an open pool loss rate method on collectively evaluated loans with similar risk characteristics in pools, whereby a historical loss rate is calculated and applied to the balance of loans outstanding in the portfolio at each reporting date. This historical loss rate is then adjusted by macroeconomic forecast and other qualitative factors, as appropriate, to fully reflect the Company’s expected losses in its loan portfolio. The Company’s allowance for credit losses recorded in the statement of financial position reflects management’s best estimate within the range of expected credit losses. Actual results could vary based on future changes in significant assumptions. 

 

The Company calculates an expected credit loss by utilizing a snapshot of each specific loan segment at a point in history and traces that segment’s performance until charge-offs were mostly exhausted for that particular segment. Charge-offs in subsequent periods are aggregated to derive an unadjusted lifetime historical charge-off rate by segment. The level of receivables at the statement of financial position date is reviewed and adjustments to the allowance for credit losses are made if Management determines increases or decreases in the level of receivables warrants an adjustment. The Company performs a correlation analysis between macroeconomic factors and prior charge-offs for the following macroeconomic factors: Annual Unemployment Rates, Real Gross Domestic Product, Consumer Price Index (CPI), and US National Home Price Index (HPI). To evaluate the overall adequacy of our allowance for credit losses, we consider the level of loan receivables, historical loss trends, loan delinquency trends, bankruptcy trends and overall economic conditions. Such allowance is, in the opinion of Management, sufficiently adequate for expected losses in the current loan portfolio. As the estimates used in determining the credit loss reserve are influenced by outside factors, such as consumer payment patterns and general economic conditions, there is uncertainty inherent in these estimates. Actual results could vary based on future changes in significant assumptions. 

 

Management disaggregates the Company’s loan portfolio by loan segment when evaluating loan performance and calculating the allowance for credit losses. Although most loans are similar in nature, the Company concluded that based on variations in loss experience (severity and duration) driven by product and customer type it is most relevant to segment the portfolio by loan product consisting of five different segments: live checks, premier loans, other consumer loans, real estate loans, and sales finance contracts. 

 

The total segments are monitored for credit losses based on graded contractual delinquency and other economic conditions. The Company classifies delinquent accounts at the end of each month according to the Company’s graded delinquency rules, which includes the number of installments past due at that time, based on the then-existing terms of the contract. Accounts are classified in delinquency categories of 30-59 days past due, 60-89 days past due, or 90 or more days past due based on the Company’s graded delinquency policy. When a loan meets the Company’s charge-off policy, the loan is charged off, unless Management directs that it be retained as an active loan. In making this charge off evaluation, Management considers factors such as pending insurance, bankruptcy status and other  


37


indicators of collectability. The amount charged off is the unpaid balance less the unearned finance charges and the unearned insurance premiums, if applicable.

 

When a loan becomes 60 days or more past due based on its original terms, it is placed in non-accrual status. At this time, the accrual of any additional finance charges is discontinued. Finance charges are then only recognized to the extent there is a loan payment received or until the account qualifies for return to accrual status. Non-accrual loans return to accrual status when the loan becomes less than 60 days past due. There were no loans past due 60 days or more and still accruing interest at December 31, 2020 or December 31, 2019. The Company’s principal balances on non-accrual loans by loan class at December 31, 2020 and 2019 are as follows: 

 

 

Loan Class

 

December 31,  2020

 

December 31, 2019

                                                       

 

                                    

 

                                    

Live Check Consumer Loans

 

$3,964,176 

 

$4,689,601 

Premier Consumer Loans

 

2,069,315 

 

2,587,373 

Other Consumer Loans

 

20,181,097 

 

26,509,178 

Real Estate Loans

 

1,414,443 

 

1,259,471 

Sales Finance Contracts

 

3,576,629 

 

2,301,970 

Total  

 

$31,205,660 

 

$37,347,593 

 

An age analysis of principal balances past due, segregated by loan class, as of December 31, 2020 and 2019 is as follows: 

 

 

 

December 31, 2020

 

 

30-59 Days

Past Due

 

 

60-89 Days

Past Due

 

90 Days or

More

Past Due

 

Total

Past Due

Loans

                                               

 

                             

 

                             

 

                             

 

                             

Live Check Loans

 

$1,998,538 

 

$1,629,874 

 

$2,122,317 

 

$5,750,729 

Premier Loans

 

895,722 

 

653,370 

 

1,038,398 

 

2,587,490 

Other Consumer Loans

 

14,419,790 

 

8,496,082 

 

14,933,605 

 

37,849,477 

Real Estate Loans

 

502,733 

 

223,007 

 

1,437,966 

 

2,163,706 

Sales Finance Contracts

 

2,251,562 

 

1,340,620 

 

2,260,685 

 

5,852,867 

Total  

 

$20,068,345 

 

$12,342,953 

 

$21,792,971 

 

$54,204,269 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2019

 

 

30-59 Days

Past Due

 

 

60-89 Days

Past Due

 

90 Days or

More

Past Due

 

Total

Past Due

Loans

 

 

 

 

 

 

 

 

 

Live Check Loans

 

$2,089,313 

 

$1,576,158 

 

$3,079,737 

 

$6,745,208 

Premier Loans

 

1,174,364 

 

791,218 

 

1,216,080 

 

3,181,662 

Other Consumer Loans

 

16,309,594 

 

9,251,491 

 

20,675,879 

 

46,236,964 

Real Estate Loans

 

900,373 

 

339,977 

 

1,592,069 

 

2,832,419 

Sales Finance Contracts

 

1,691,694 

 

754,381 

 

1,755,318 

 

4,201,393 

Total  

 

$22,165,338 

 

$12,713,225 

 

$28,319,083 

 

$63,197,646 

 

While delinquency rating analysis is the primary credit quality indicator, we also consider the ratio of bankrupt accounts to the total loan portfolio in evaluating whether any qualitive adjustments were necessary to the allowance for credit losses. The ratio of bankrupt accounts to total principal loan balances outstanding at December 31, 2020 and December 31, 2019 was 1.48% and 2.09% respectively. 

 

The Company considers the performance of the loan portfolio and its impact on the allowance for credit losses. For each segment in the portfolio, the Company also evaluates credit quality based on the aging status of the loan and by payment activity. The following table presents the net balance (principal balance less unearned finance charges and unearned insurance) in each segment in the portfolio based on payment activity as of December 31, 2020: 


38


 

 

 

 

Payment Performance – Net Balance by Origination Year

 

 

2020 (1)

 

2019

 

 

 

2018

 

 

 

2017

 

 

 

2016

 

 

 

Prior

 

Total

Net

Balance

                                              

 

(in 000’s)

 

(in 000’s)

 

(in 000’s)

 

(in 000’s)

 

(in 000’s)

 

(in 000’s)

 

(in 000’s)

Live Checks:

 

                     

 

                     

 

                     

 

                     

 

                     

 

                     

 

                     

Performing  

 

$91,968 

 

$10,476 

 

$1,700 

 

$182 

 

$1 

 

$- 

 

$104,327 

Nonperforming  

 

3,231 

 

654 

 

68 

 

11 

 

- 

 

- 

 

3,964 

 

 

$95,199 

 

$11,130 

 

1,798 

 

$193 

 

$1 

 

$- 

 

$108,291 

Premier Loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performing 

 

$59,688 

 

$23,398 

 

$6,625 

 

$916 

 

$- 

 

$- 

 

$90,627 

Nonperforming 

 

911 

 

821 

 

316 

 

20 

 

- 

 

- 

 

2,068 

 

 

$60,599 

 

$24,219 

 

6,941 

 

$936 

 

$- 

 

$- 

 

$92,695 

Other Consumer Loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performing 

 

$431,482 

 

$96,393 

 

$21,123 

 

$3,559 

 

$559 

 

$201 

 

$553,317 

Nonperforming 

 

10,867 

 

7,331 

 

1,681 

 

240 

 

49 

 

13 

 

20,181 

 

 

$442,349 

 

$103,724 

 

22,804 

 

$3,799 

 

$608 

 

$214 

 

$573,498 

Real Estate Loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performing  

 

$10,713 

 

$9,552 

 

$6,944 

 

$3,896 

 

$2,039 

 

$2,739 

 

$35,883 

Nonperforming  

 

257 

 

415 

 

315 

 

118 

 

90 

 

219 

 

1,414 

 

 

$10,970 

 

$9,967 

 

7,259 

 

$4,014 

 

$2,129 

 

$2,958 

 

$37,297 

Sales Finance Contracts:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performing 

 

$70,603 

 

$21,278 

 

$5,929 

 

$863 

 

$90 

 

$29 

 

$98,792 

Nonperforming 

 

2,270 

 

892 

 

329 

 

77 

 

4 

 

4 

 

3,576 

 

 

$72,873 

 

$22,170 

 

6,258 

 

$940 

 

$94 

 

$33 

 

$102,368 

 

(1)Includes loans originated during the twelve-months ended December 31, 2020. 

 

Due to the composition of the loan portfolio, the Company determines and monitors the allowance for credit losses on a portfolio segment basis. As of December 31, 2020, a historical look back period of five quarters was utilized for live checks; six quarters for other consumer loans, premier loans, and sales finance contracts; and a look back period of five years was utilized for real estate loans. Expected look back periods are determined based on analyzing the history of each segment’s snapshot at a point in history and tracing performance until charge-offs are mostly exhausted. The Company addresses seasonality primarily through the use of an average in quarterly historical loss rates over a 4-quarter snapshot time span instead of using one specific snapshot quarter’s historical loss rates. 

 

In response to the COVID-19 pandemic, the Company developed a payment modification program for past due accounts. The payment modifications program ran from April 1st through May 31, 2020 with $70.6 million net balances modified. As of December 31, 2020, $9.9 million in net balances have not made a payment since the modified due date or are currently greater than 30 days past due. A similar COVID-19 payment modification program was offered during the month of September 2020 with $6.8 million of net balances modified. As a result of the continued impact of COVID-19 pandemic, COVID-19 loan payment modification programs and uncertainty of federal relief programs, the Company calculated an incremental allowance for credit losses. The Company maintains an incremental $.7 million qualitative adjustment to the allowance for credit losses for the COVID-19 pandemic. 

 

The Company implemented a quantitative decision matrix for Sales Finance Contract applications in February 2020. A subset of loans originated from February through June 2020 were identified to have approvals that were inconsistent with historical subjective decisions to extend credit. The quantitative decision matrix was updated effective July 1, 2020. Decision matrix changes introduced on July 1st resulted in originations with lower credit loss risk customers. We will continue to closely monitor originations made under the updated decision matrix. As of December 31, 2020, the Company determined that the qualitative adjustment was no longer warranted. Charge offs on the impacted loans occurred during the quarter ended December 31, 2020. Performance of remaining accounts booked during this period is similar to the overall pool of Sales Finance Contracts. 

 

Segmentation of the portfolio began with the adoption of ASC 326 on January 1, 2020.  The following table provides additional information on our allowance for credit losses based on a collective evaluation. 


39


 

 

 

 

2020

 

 

Live Checks

 

Premier Loans

 

Other
Consumer Loans

 

Real Estate
Loans

 

Sales Finance
Contracts

 

 

 

Total

                                                            

 

(in 000’s)

 

(in 000’s)

 

(in 000’s)

 

(in 000’s)

 

(in 000’s)

 

(in 000’s)

Allowance for Credit Losses:

 

                           

 

                           

 

                           

 

                           

 

                           

 

                           

Balance at December 31, 2019  

 

$ 

 

$ 

 

$ 

 

$ 

 

$ 

 

$53,000  

Impact of adopting ASC 326  

 

 

 

 

 

 

 

 

 

 

 

2,158  

Balance at January 1, 2020  

 

$8,177  

 

$4,121  

 

$39,180  

 

$169  

 

$3,511  

 

$55,158  

Provision for Credit Losses  

 

11,544  

 

5,797  

 

33,760  

 

140  

 

5,449  

 

56,690  

Charge-offs  

 

(11,735) 

 

(4,592) 

 

(42,696) 

 

(49) 

 

(4,275) 

 

(63,347) 

Recoveries  

 

2,779  

 

512  

 

13,589  

 

 

 

940  

 

17,827  

Ending Balance  

 

$10,765  

 

$5,838  

 

$43,833  

 

$267  

 

$5,625  

 

$66,328  

 

Prior to January 1, 2020, the Company followed ASC 323 in determining the allowance for credit losses. The Company determined and monitored the allowance for loan losses on a collectively evaluated, single portfolio segment basis. 

 

 

 

2019

 

2018

                                                           

 

(in 000’s)

 

(in 000’s)

Allowance for Loan Losses

 

                                  

 

                               

Beginning Balance  

 

$43,000,000  

 

$42,500,000  

Provision for Loan Losses  

 

59,695,588  

 

39,207,197  

Charge-Offs  

 

(66,682,422) 

 

(53,570,647) 

Recoveries  

 

16,986,534  

 

14,863,450  

Ending Balance; collectively 

Evaluated for impairment  

 

$53,000,000  

 

$43,000,000  

 

 

 

 

 

Finance Receivables:

Ending Balance  

 

$840,458,743  

 

$729,783,655  

 

Nearly our entire loan portfolio consists of small homogeneous consumer loans (of the product types set forth in the table below).

 

December 31, 2020

 

Principal

Balance

 

%

Portfolio

 

Net

Charge Offs

 

% Net

Charge Offs

                                             

 

                               

 

                               

 

                               

 

                               

Consumer Loans

 

$ 775,713,298   

 

84.5 %

 

$ 42,142,861   

 

92.6 %

Real Estate Loans

 

39,293,179   

 

4.3   

 

41,751   

 

.1   

Sales Finance Contracts

 

102,435,221   

 

11.2   

 

3,335,359   

 

7.3   

Total  

 

$ 917,441,698   

 

100.0 %

 

$ 45,519,971   

 

100.0 %

 

 

 

 

 

 

 

 

 

 

 

December 31, 2019

 

 

Principal

Balance

 

 

%

Portfolio

 

 

Net

Charge Offs

 

%

Net

Charge Offs

 

 

 

 

 

 

 

 

 

Consumer Loans

 

$ 734,556,902   

 

87.4 %

 

$ 47,227,395   

 

95.0 %

Real Estate Loans

 

36,595,931   

 

4.4   

 

40,279   

 

.1   

Sales Finance Contracts

 

69,305,910   

 

8.2   

 

2,428,214   

 

4.9   

Total  

 

$ 840,458,743   

 

100.0 %

 

$ 49,695,888   

 

100.0 %

 

Troubled debt restructurings (“TDRs”) represent loans on which the original terms have been modified as a result of the following conditions: (i) the restructuring constitutes a concession and (ii) the borrower is experiencing financial difficulties. Loan modifications by the Company involve payment alterations, interest rate concessions and/ or reductions in the amount owed by the customer. The following table presents a summary of loans that were restructured during the year ended December 31, 2020. 


40


 

 

 

 

Number

of

Loans

 

Pre-Modification

Recorded

Investment

 

Post-Modification

Recorded

Investment

                                                    

 

                             

 

                             

 

                             

Live Check Consumer Loans

 

2,127 

 

$3,688,912 

 

$3,588,117 

Premier Consumer Loans

 

485 

 

3,185,328 

 

3,090,506 

Other Consumer Loans

 

11,463 

 

41,709,966 

 

39,405,511 

Real Estate Loans

 

39 

 

465,759 

 

453,611 

Sales Finance Contracts

 

846 

 

4,379,561 

 

4,215,137 

Total  

 

14,960 

 

$53,429,526 

 

$50,752,882 

 

TDRs that subsequently defaulted during the year ended December 31, 2020 are listed below.

 

 

 

Number

of

Loans

 

Pre-Modification

Recorded

Investment

 

 

                                                    

 

                             

 

                             

 

                             

Live Check Consumer Loans

 

787 

 

$1,248,879 

 

 

Premier Consumer Loans

 

92 

 

480,080 

 

 

Other Consumer Loans

 

2,735 

 

5,523,962 

 

 

Real Estate Loans

 

4 

 

27,476 

 

 

Sales Finance Contracts

 

183 

 

475,188 

 

 

Total  

 

3,801 

 

$7,755,585 

 

 

 

The following table presents a summary of loans that were restructured during the year ended December 31, 2019.

 

 

 

Number

of

Loans

 

Pre-Modification

Recorded

Investment

 

Post-Modification

Recorded

Investment

                                                    

 

                             

 

                             

 

                             

Consumer Loans

 

18,680 

 

$55,198,024 

 

$52,873,724 

Real Estate Loans

 

50 

 

698,205 

 

695,693 

Sales Finance Contracts

 

870 

 

3,226,704 

 

3,086,441 

Total  

 

19,600 

 

$59,122,933 

 

$56,655,858 

 

TDRs that subsequently defaulted during the year ended December 31, 2019 are listed below.

 

 

 

Number

of

Loans

 

Pre-Modification

Recorded

Investment

 

 

                                                    

 

                             

 

                             

 

                             

Consumer Loans

 

5,854 

 

$10,583,099 

 

 

Real Estate Loans

 

- 

 

- 

 

 

Sales Finance Contracts

 

222 

 

546,101 

 

 

Total  

 

6,076 

 

$11,129,200 

 

 

 

The following table presents a summary of loans that were restructured during the year ended December 31, 2018.

 

 

 

Number

of

Loans

 

Pre-Modification

Recorded

Investment

 

Post-Modification

Recorded

Investment

                                                    

 

                             

 

                             

 

                             

Consumer Loans

 

16,473 

 

$42,571,410 

 

$41,169,632 

Real Estate Loans

 

51 

 

468,208 

 

458,496 

Sales Finance Contracts

 

685 

 

1,742,532 

 

1,671,991 

Total  

 

17,209 

 

$44,782,150 

 

$43,300,119 


41


 

 

TDRs that subsequently defaulted during the year ended December 31, 2018 are listed below.

 

 

 

Number

of

Loans

 

Pre-Modification

Recorded

Investment

 

 

                                                    

 

                             

 

                             

 

                             

Consumer Loans

 

4,625 

 

$7,364,675 

 

 

Real Estate Loans

 

1 

 

4,233 

 

 

Sales Finance Contracts

 

144 

 

304,882 

 

 

Total  

 

4,770 

 

$7,673,790 

 

 

 

The level of TDRs, including those which have experienced a subsequent default, is considered in the determination of an appropriate level of allowance for credit losses.

 

3.INVESTMENT SECURITIES 

 

Investment securities available for sale are carried at estimated fair market value. The amortized cost and estimated fair values of these investment securities are as follows: 

 

                                              

 

 

Amortized

Cost

 

Gross

Unrealized

Gains

 

Gross

Unrealized

Losses

 

Estimated

Fair

Value

December 31, 2020:

 

                                 

 

                                 

 

                                 

 

                                 

Obligations of states and

 

 

 

 

 

 

 

 

political subdivisions  

 

$204,199,851 

 

$16,464,476 

 

$(1,022) 

 

$220,663,305 

Corporate securities

 

130,316 

 

260,797 

 

--  

 

391,113 

 

 

$204,330,167 

 

$16,725,273 

 

$(1,022) 

 

$221,054,418 

December 31, 2019:

 

 

 

 

 

 

 

 

Obligations of states and

 

 

 

 

 

 

 

 

political subdivisions  

 

$192,240,250 

 

$11,796,039 

 

$(24,092) 

 

$204,012,197 

Corporate securities

 

130,316 

 

315,009 

 

--  

 

445,325 

 

 

$192,370,566 

 

$12,111,048 

 

$(24,092) 

 

$204,457,522 

 

 

Investment securities designated as "Held to Maturity" are carried at amortized cost based on Management's intent and ability to hold such securities to maturity. The amortized cost and estimated fair values of these investment securities are as follows: 

 

 

                                              

 

 

Amortized

Cost

 

Gross

Unrealized

Gains

 

Gross

Unrealized

Losses

 

Estimated

Fair

Value

December 31, 2020:

 

                                 

 

                                 

 

                                 

 

                                 

Obligations of states and

 

 

 

 

 

 

 

 

political subdivisions  

 

$379,002 

 

$1,848 

 

$- 

 

$380,850 

 

 

 

 

 

 

 

 

 

December 31, 2019:

 

 

 

 

 

 

 

 

Obligations of states and

 

 

 

 

 

 

 

 

political subdivisions  

 

$380,561 

 

$8,959 

 

$- 

 

$389,520 

 

The amortized cost and estimated fair values of investment securities at December 31, 2020, by contractual maturity, are shown below: 

 

 

 

Available for Sale

 

Held to Maturity

 

 

 

 

Estimated

 

 

 

Estimated

 

 

Amortized

 

Fair

 

Amortized

 

Fair

 

 

Cost

 

Value

 

Cost

 

Value

                                              

 

                                 

 

                                 

 

                                 

 

                                 

Due in one year or less

 

$971,354 

 

$1,234,597 

 

$-- 

 

$-- 

Due after one year through five years

 

5,668,206 

 

5,781,356 

 

379,002 

 

380,850 

Due after five years through ten years

 

22,551,147 

 

23,863,176 

 

-- 

 

-- 

Due after ten years

 

175,139,460 

 

190,175,289 

 

-- 

 

-- 

 

 

$204,330,167 

 

$221,054,418 

 

$379,002 

 

$380,850 


42


Gross unrealized losses on investment securities totaled $1,022 and $24,092 as of December 31, 2020 and December 31, 2019, respectively. The following table provides an analysis of investment securities in an unrealized loss position for which an allowance for credit losses is unnecessary as of December 31, 2020 and for which an other-than-temporary impairment has not been recognized as of December 31, 2019: 

 

 

 

Less than 12 Months

 

12 Months or Longer

 

Total

                                              

 

Fair

Value

 

Unrealized

Losses

 

Fair

Value

 

Unrealized

Losses

 

Fair

Value

 

Unrealized

Losses

Available for Sale:

 

                           

 

                           

 

                           

 

                           

 

                           

 

                           

Obligations of states and

political subdivisions

 

$ 920,927   

 

$ (1,022)  

 

$ -   

 

$ -   

 

$ 920,927   

 

$ (1,022)  

 

 

 

Less than 12 Months

 

12 Months or Longer

 

Total

                                              

 

Fair

Value

 

Unrealized

Losses

 

Fair

Value

 

Unrealized

Losses

 

Fair

Value

 

Unrealized

Losses

Available for Sale:

 

                           

 

                           

 

                           

 

                           

 

                           

 

                           

Obligations of states and

political subdivisions

 

$ 1,206,656   

 

$ (18,941)  

 

$ 986,642   

 

$ (5,151)  

 

$ 2,193,298   

 

$ (24,092)  

 

The previous two tables represent 1 investments and 2 investments held by the Company at December 31, 2020 and 2019, respectively, the majority of which were rated "A+" or higher. The unrealized losses on the Company's investments were the result of interest rate and market fluctuations. Based on the credit ratings of these investments, along with the consideration of whether the Company has the intent to sell or will be more likely than not required to sell the applicable investment before recovery of amortized cost basis, the Company did not consider a credit loss was required at December 31, 2020 or an other-than-temporary impairment at December 31, 2019. 

 

There were no sales of securities during 2020. Proceeds from redemption of investments due to the exercise of call provisions by the issuers thereof and regularly scheduled maturities during 2020 were $7,220,000. Gross and net gains of $20,818 were realized on these redemptions. 

 

Proceeds from sales of securities during 2019 were $14,873,211. Gross gains of $303,539 and gross losses of $-0- were realized on these sales. Proceeds from redemption of investments due to the exercise of call provisions by the issuers thereof and regularly scheduled maturities during 2019 were $9,545,000. Gross and net gains of $38,130 were realized on these redemptions. 

 

4.FAIR VALUE 

 

FASB ASC 820 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date The following fair value hierarchy is used in selecting inputs used to determine the fair value of an asset or liability, with the highest priority given to Level 1, as these are the most transparent or reliable. A financial asset or liability's classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. 

 

·Level 1 - Quoted prices for identical instruments in active markets. 

·Level 2 - Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs are observable in active markets. 

·Level 3 - Valuations derived from valuation techniques in which one or more significant inputs are unobservable. 

The Company is responsible for the valuation process and as part of this process may use data from outside sources in establishing fair value. The Company performs due diligence to understand the inputs or how the data was calculated or derived. The Company employs a market approach in the valuation of its obligations of states, political subdivisions and municipal revenue bonds that are available-for-sale. These investments are valued on the basis of current market quotations provided by independent pricing services selected by Management based on the advice of an investment manager. To determine the value of a particular investment, these independent pricing services may use certain information with respect to market transactions in such investment or comparable investments, various relationships observed in the  


43


market between investments, quotations from dealers, and pricing metrics and calculated yield measures based on valuation methodologies commonly employed in the market for such investments. Quoted prices are subject to our internal price verification procedures. The fair values of common stocks and mutual funds are based on unadjusted quoted market prices in active markets. We validate prices received using a variety of methods, including, but not limited to comparison to other pricing services or corroboration of pricing by reference to independent market data such as a secondary broker. There was no change in this methodology during any period reported.

 

Assets measured at fair value as of December 31, 2020 and 2019 are available-for-sale investment securities which are summarized below: 

 

Fair Value Measurements at Reporting Date Using

 

 

 

 

 

Fair Value Measurements at Reporting Date Using

 

 

 

 

Quoted Prices

 

 

 

 

 

 

 

 

In Active

 

Significant

 

 

 

 

 

 

Markets for

 

Other

 

Significant

 

 

 

 

Identical

 

Observable

 

Unobservable

 

 

December 31,

 

Assets

 

Inputs

 

Inputs

Description

 

2020

 

(Level 1)

 

(Level 2)

 

(Level 3)

                                               

 

                               

 

                               

 

                               

 

                               

Corporate securities

 

$391,113 

 

$391,113 

 

$-- 

 

$-- 

Obligations of states and

     political subdivisions

 

220,663,305 

 

-- 

 

220,663,305 

 

-- 

Available-for-sale

    investment securities

 

$221,054,418 

 

$391,113 

 

$220,663,305 

 

$-- 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair Value Measurements at Reporting Date Using

 

 

 

 

Quoted Prices

 

 

 

 

 

 

 

 

In Active

 

Significant

 

 

 

 

 

 

Markets for

 

Other

 

Significant

 

 

 

 

Identical

 

Observable

 

Unobservable

 

 

December 31,

 

Assets

 

Inputs

 

Inputs

Description

 

2019

 

(Level 1)

 

(Level 2)

 

(Level 3)

 

 

 

 

 

 

 

 

 

Corporate securities

 

$445,325 

 

$445,325 

 

$-- 

 

$-- 

Obligations of states and

     political subdivisions

 

204,012,195 

 

-- 

 

204,012,195 

 

-- 

Available-for-sale

    investment securities

 

$204,457,520 

 

$445,325 

 

$204,012,195 

 

$-- 

 

5.INSURANCE SUBSIDIARY RESTRICTIONS 

 

As of December 31, 2020 and 2019, 97% and 98%, respectively, of the Company's cash and cash equivalents and investment securities were maintained in the Company’s insurance subsidiaries. State insurance regulations limit the types of investments an insurance company may hold in its portfolio. These limitations specify types of eligible investments, quality of investments and the percentage a particular investment may constitute of an insurance company’s portfolio. 

 

Dividend payments to the Company by its wholly owned life insurance subsidiary are subject to annual limitations and are restricted to the lesser of 10% of policyholders’ surplus or the net statutory gain from operations before recognizing realized investment gains of the individual insurance subsidiary during the prior year. Dividend payments to the Company by its wholly-owned property and casualty insurance subsidiary are also subject to annual limitations and are restricted to the lesser of 10% of policyholders’ surplus or the net statutory income before recognizing realized investment gains of the individual insurance subsidiary during the prior two years. At December 31, 2019, Frandisco Property and Casualty Insurance Company and Frandisco Life Insurance Company had a statutory surplus of $110.8 million and $86.6 million, respectively. The maximum aggregate amount of dividends these subsidiaries could pay to the Company during 2019, without prior approval of the Georgia Insurance Commissioner, was approximately $14.8 million.  

 

On December 2, 2019, the Company filed a request with the Georgia Insurance Department for approval of two separate transactions involving dividends and/or lines of credit with maximum amounts of $50.0 million from the Company’s life insurance subsidiary and $60.0 million from the Company’s property  


44


and casualty insurance company. The request was approved by the Georgia Insurance Department on January 8, 2020 for transactions on or before December 31, 2020. Effective January 8, 2020, Frandisco Life Insurance Company amended it previous unsecured revolving line of credit available to the Company for a maximum amount up to $45.0 million. Frandisco Property and Casualty Insurance Company also amended an unsecured revolving line of credit available to the Company for a maximum amount up to $47.0 million. No borrowings have been utilized on either of these lines as of December 31, 2020.

 

At December 31, 2020, Frandisco Property and Casualty Insurance Company and Frandisco Life Insurance Company had a statutory surplus of $121.8 million and $91.6 million, respectively. The maximum aggregate amount of dividends these subsidiaries could pay to the Company during 2021, without prior approval of the Georgia Insurance Commissioner, is approximately $38.7 million. On November 30, 2020, Management submitted a request for approval of two separate transactions involving dividends and/or lines of credit with maximum amounts of $70.0 million from Frandisco Life Insurance Company and $90.0 million from Frandisco Property and Casualty Insurance Company. The request was approved by the Georgia Insurance Department on February 10, 2021 for transactions on or before December 31, 2021. 

 

6.SENIOR DEBT 

 

Effective September 11, 2009, the Company entered into a credit facility with Wells Fargo Preferred Capital, Inc. As amended to date, the credit agreement provides for borrowings and reborrowing’s of up to $230.0 million, subject to certain limitations, and all borrowings are secured by the finance receivables of the Company. The credit agreement contains covenants customary for financing transactions of this type. Available borrowings under the credit agreement were $111.1 million and $88.7 million at December 31, 2020 and 2019, at an interest rate of 3.50% and 4.45%, respectively. At December 31, 2020, the Company had borrowings of $118.9 million under the credit agreement. The Company had borrowings of $111.4 under the credit agreement at December 31, 2019. 

 

Available but unborrowed amounts under the credit agreement are subject to a periodic unused line fee of .50%. The interest rate under the credit agreement is equivalent to the greater of (a) .75% per annum plus the Applicable Margin or (b) the one month London Interbank Offered Rate (the “LIBOR Rate”) plus the Applicable Margin. The LIBOR Rate is adjusted on the first day of each calendar month based upon the LIBOR Rate as of the last day of the preceding calendar month. The Applicable Margin is based on the Funded Debt to Adjusted Tangible Net Worth Ratio each month end. If the ratio is less than 2.75 to 1.0, the Applicable Margin will be 275 basis points. If the ratio is greater than or equal to 1.0, the Applicable Margin will be 300 basis points. The interest rate on the credit agreement at December 31, 2020 and 2019 was 3.50% and 4.45%, respectively. 

 

The credit agreement has a commitment termination date of February 28, 2022. Any then- outstanding balance under the Credit Agreement would be due and payable on such date. The lender also may terminate the agreement upon the violation of any of the financial ratio requirements or covenants contained in the credit agreement or if the financial condition of the Company becomes unsatisfactory to the lender, according to standards set forth in the credit agreement. Such financial ratio requirements include a minimum equity requirement, a minimum EBITDA ratio and a minimum debt to equity ratio, among others. At December 31, 2020, the Company was in compliance with all financial covenants. 

 

The Company’s Senior Demand Notes are unsecured obligations which are payable on demand. The interest rate payable on any Senior Demand Note is a variable rate, compounded daily, established from time to time by the Company. 

 

Commercial paper is issued by the Company only to qualified investors, in amounts in excess of $50,000, with maturities of less than 260 days and at interest rates that the Company believes are competitive in its market. 


45


Additional data related to the Company's senior debt is as follows: 

 

 

 

Weighted

 

 

 

 

 

 

 

 

Average

 

Maximum

 

Average

 

Weighted

 

 

Interest

 

Amount

 

Amount

 

Average

Year Ended

 

Rate at End

 

Outstanding

 

Outstanding

 

Interest Rate

December 31

 

of Year

 

During Year

 

During Year

 

During Year

 

 

(In thousands, except % data)

                                         

 

                      

 

                      

 

                      

 

                      

2020:

 

 

 

 

 

 

 

 

Bank Borrowings

 

3.50% 

 

$123,256 

 

$104,206 

 

4.38% 

Senior Demand Notes

 

1.90    

 

87,413 

 

82,509 

 

1.90    

Commercial Paper

 

3.45    

 

431,314 

 

407,156 

 

3.48    

All Categories  

 

3.25    

 

636,784 

 

593,871 

 

3.42    

 

 

 

 

 

 

 

 

 

2019:

 

 

 

 

 

 

 

 

Bank Borrowings

 

4.45% 

 

$111,350 

 

$73,307 

 

5.60% 

Senior Demand Notes

 

1.89    

 

76,204 

 

73,498 

 

1.87    

Commercial Paper

 

3.47    

 

402,651 

 

389,597 

 

3.38    

All Categories  

 

3.45    

 

590,205 

 

536,402 

 

3.48    

 

 

 

 

 

 

 

 

 

2018:

 

 

 

 

 

 

 

 

Bank Borrowings

 

5.74% 

 

$53,180 

 

$6,999 

 

5.21% 

Senior Demand Notes

 

1.64    

 

77,731 

 

74,267 

 

1.52    

Commercial Paper

 

3.13    

 

373,167 

 

364,362 

 

3.01    

All Categories  

 

3.19    

 

499,666 

 

445,628 

 

2.92    

 

7.SUBORDINATED DEBT 

 

The payment of the principal and interest on the Company’s subordinated debt is subordinate and junior in right of payment to all unsubordinated indebtedness of the Company. 

 

Subordinated debt consists of Variable Rate Subordinated Debentures issued from time to time by the Company, and which mature four years after their date of issue.  The maturity date is automatically extended for an additional four year term unless the holder or the Company redeems the debenture on its original maturity date or within any applicable grace period thereafter.  The debentures are offered and sold in various minimum purchase amounts with varying interest rates as established from time to time by the Company and interest adjustment periods for each respective minimum purchase amount.  Interest rates on the debentures automatically adjust at the end of each adjustment period.  The debentures may also be redeemed by the holder at the applicable interest adjustment date or within any applicable grace period thereafter without penalty.  Redemptions at any other time are at the discretion of the Company and are subject to a penalty. The Company may redeem the debentures for a price equal to 100% of the principal plus accrued but unpaid interest upon 30 days’ notice to the holder. 

 

Interest rate information on the Company’s subordinated debt at December 31 is as follows: 

 

Weighted Average Interest Rate at
End of Year

 

Weighted Average Interest Rate
During Year

2020 

 

2019 

 

2018 

 

2020

 

2019

 

2018

                      

 

                      

 

                      

 

                      

 

                      

 

                      

3.10%

 

2.96%

 

2.70%

 

3.01%

 

2.81%

 

2.66%

 

Maturity and redemption information relating to the Company's subordinated debt at December 31, 2020 is as follows:

 

 

 

Amount Maturing or

Redeemable at Option of Holder

 

 

Based on Maturity

 

Based on Interest

 

 

Date

 

Adjustment Period

                   

 

                                     

 

                                     

2021

 

$6,068,119 

 

$16,410,974 

2022

 

5,219,163 

 

7,405,587 

2023

 

9,010,098 

 

2,940,375 

2024

 

9,778,019 

 

3,318,463 

 

 

$30,075,399 

 

$30,075,399 


46


 

8.LEASES 

 

The Company's operations are carried on in locations which are occupied under operating lease agreements. These lease agreements are recorded as operating lease right-of-use (“ROU”) assets and operating lease liabilities. Total operating lease expense was $8,376,222, $8,075,073 and $7,522,957 for the years ended December 31, 2020, 2019 and 2018, respectively. The Company’s minimum aggregate future lease commitments at December 31, 2020 are shown in the table below. 

 

ROU assets represent the Company’s right to use an underlying asset during the lease term and the operating lease liabilities represent the Company’s obligations for lease payments in accordance with the lease. Recognition of ROU assets and liabilities are recognized at the lease commitment based on the present value of the remaining lease payments using a discount rate that represents the Company’s incremental borrowing rate at the lease commitment date or adoption. Operating lease expense, which is comprised of amortization of the ROU asset and the implicit interest accreted on the operating lease liability, is recognized on a straight-line basis over the lease term and is recorded in occupancy expense in the consolidated statement of income. 

 

Remaining lease terms range from 1 to 10 years. The Company’s leases are not complex and do not contain residual value guarantees, variable lease payments, or significant assumptions or judgments made in applying the requirements of Topic 842. Operating leases with a term of 12 months or less are not recorded on the statement of financial condition and the related lease expense is recognized on a straight-line basis over the lease term.  

 

The table below summarizes our lease expense and other information related to the Company’s operating leases with respect to FASB ASC 842: 

 

 

Twelve Months

Ended

Dec. 31, 2020

                                                                                                                         

                            

Operating lease expense

$   7,226,361   

Cash paid for amounts included in the measurement of lease liabilities:

 

Operating cash flows from operating leases

7,055,046   

Weighted-average remaining lease term – operating leases (in years)

7.07   

Weighted-average discount rate – operating leases

4.92%

 

 

Lease Maturity Schedule as of December 31, 2019:

Amount

2021

6,982,155   

2022

6,444,448   

2023

5,577,917   

2024

4,846,460   

2025

4,489,926   

2026 and beyond

11,855,364   

Total

40,196,270   

Less interest

(6,033,117)  

Present Value of Lease Liability

$ 34,163,153   

 


47


 

Twelve Months

Ended

Dec. 31, 2019

                                                                                                                         

                            

Operating lease expense

$   6,721,970   

Cash paid for amounts included in the measurement of lease liabilities:

 

Operating cash flows from operating leases

6,564,569   

Weighted-average remaining lease term – operating leases (in years)

6.86   

Weighted-average discount rate – operating leases

5.67 %

 

 

Lease Maturity Schedule as of December 31, 2019:

Amount

2020

6,823,468   

2021

6,152,783   

2022

5,556,754   

2023

4,737,533   

2024

4,008,787   

2025 and beyond

10,848,375   

Total

38,127,700   

Less interest

(6,472,138)  

Present Value of Lease Liability

$ 31,655,562   

 

9.COMMITMENTS AND CONTINGENCIES 

 

We conduct our lending operations under the provisions of various federal and state laws and implementing regulations. Changes in the current regulatory environment, or the interpretation or application of current regulations, could impact our business. While we believe that we are currently in compliance with all regulatory requirements, no assurance can be made regarding our future compliance or the cost thereof. 

 

During the first quarter of 2020 there was global outbreak of a new strain of coronavirus, COVID-19. Thus far, certain responses to the COVID-19 outbreak have included mandates from federal, state and/or local authorities that required temporary closure of or imposed limitations on the operations of certain non-essential businesses and industries. Management created as COVID-19 Task Force for the Company which continues to diligently work to identify and manage potential impact. During the first and second quarters of 2020, the Task Force initially closed branch offices to the public. Loans were originated by appointment only with no more one customer in the branch office at any time. Customers were and are encouraged to pay electronically. For those unable to pay electronically, a no contact process was implemented for the branch offices. We re-opened our branch lobbies to the public during the second quarter, however, we requested customers and employees to wear a mask. Branch offices are closely monitored and may close temporarily based on exposure. Delinquencies remain below historical levels; however, we have modified the payment terms of certain loans and have increased our allowance for credit losses as the performance of these accounts may not match historical loss rates. Corporate team members returned to the office during the third quarter. We are cautiously optimistic about the year ahead, some unknowns remain, all of which have a meaningful impact on credit fundamentals in 2021. Much will depend on (1) the scale and intensity of the current COVID-19 variants and any resulting lockdowns, (2) the timing of widespread vaccinations, (3) the size, form, and timing of any additional fiscal stimulus, (4) the extension or expiration of borrower relief measures, and (5) the ultimate shape and duration of the economic recovery.  

 

10.EMPLOYEE BENEFIT PLANS 

 

The Company maintains a 401(k) plan, which is qualified under Section 401(a) and Section 401(k) of the Internal Revenue Code of 1986 (the “Code”), as amended, to cover employees of the Company. 

 

Any employee who is 18 years of age or older is eligible to participate in the 401(k) plan on the first day of the month following the completion of one complete calendar month of continuous employment and the Company begins matching up to 4.50% of an employee’s deferred contribution, up to 6.00% of their total compensation. During 2020, 2019 and 2018, the Company contributed $2,505,468, $2,482,686 and $2,273,130, respectively, in matching funds for employee 401(k) deferred accounts. 

 

The Company also maintains a non-qualified deferred compensation plan for employees who receive compensation in excess of the amount provided in Section 401(a)(17) of the Code, as such amount may be adjusted from time to time in accordance with the Code. 


48


11.RELATED PARTY TRANSACTIONS 

 

The Company leased a portion of its properties (see Note 8) for an aggregate of $160,800 per year from certain officers or stockholders.  

 

The Company has an outstanding loan to a real estate development partnership of which David Cheek (son of Ben F. Cheek, III) who beneficially owns 24.24% of the Company’s voting stock, is a partner. The balance on this commercial loan (including principal and accrued interest) was $1,741,502 at December 31, 2020. The loan is a variable-rate loan with the interest based on the prime rate plus 1%. The interest rate adjusts whenever the prime rate changes. 

 

Certain directors, officers and stockholders have funds personally invested in the Company’s debt securities. The rates on these debt securities are the same rates provided to other customers. 

 

Effective September 23, 1995, the Company entered into a Split-Dollar Life Insurance Agreement with the Trustee of an executive officer’s irrevocable life insurance trust. The life insurance policy insures one of the Company’s executive officers. As a result of certain changes in tax regulations relating to split-dollar life insurance policies, the agreement was amended effectively making the premium payments a loan to the Trust. The interest on the loan is a variable rate adjusting monthly based on the federal mid-term Applicable Federal Rate. A payment of $3,284 for interest accrued during 2020 was applied to the loan on December 31, 2020. No principal payments on this loan were made in 2020. The balance on this loan at December 31, 2020 was $434,550. This was the maximum loan amount outstanding during the year. 

 

12.INCOME TAXES 

 

The Company has elected to be treated as an S corporation for income tax reporting purposes. The taxable income or loss of an S corporation is treated as income of and is reportable in the individual tax returns of the shareholders of the Company in an appropriate allocation. Accordingly, deferred income tax assets and liabilities have been eliminated and no provisions for current and deferred income taxes were made by the Company except for amounts attributable to state income taxes for certain states, which do not recognize S corporation status for income tax reporting purposes. Deferred income tax assets and liabilities will continue to be recognized and provisions for current and deferred income taxes will be made by the Company’s subsidiaries as they are not permitted to be treated as S Corporations. 

 

 

The provision for income taxes for the years ended December 31, 2020, 2019 and 2018 is made up of the following components:

 

 

 

2020

 

2019

 

2018

 

 

 

 

 

 

 

Current – Federal

 

$3,024,953 

 

$3,207,966 

 

$2,689,220 

Current – State

 

205,779 

 

126,466 

 

-- 

Total Current  

 

3,230,732 

 

3,334,432 

 

2,689,220 

 

 

 

 

 

 

 

Deferred – Federal

 

156,075 

 

444,780 

 

522,773 

                                           

 

 

 

 

 

 

Total Provision  

 

$3,386,807 

 

$3,779,212 

 

$3,211,993 

 

Temporary differences create deferred federal tax assets and liabilities, which are detailed below as of December 31, 2020 and 2019.  These amounts are included in accounts payable and accrued expenses in the accompanying consolidated statements of financial position. 

 

 

 

Deferred Tax Assets (Liabilities)

 

 

2020

 

2019

Insurance Commissions

 

$(4,459,805) 

 

$(4,284,082) 

Unearned Premium Reserves

 

1,937,163  

 

1,848,978  

Deferred Acquisition Cost Amortization

 

(1,336,728) 

 

(1,221,520) 

SPAE Capitalization

 

27,107  

 

32,616  

STAT & Tax Reserve

 

551,919  

 

502,808  

GAAP/STAT Premium Tax

 

(205,280) 

 

(201,996) 

Unrealized Loss (Gain) on

 

                           

 

                           

Marketable Debt Securities  

 

(3,457,325) 

 

(2,472,109) 

Other

 

(53,948) 

 

(60,301) 

                                                                       

 

$(6,996,897) 

 

$(5,855,606) 


49


The Company's effective tax rate for the years ended December 31, 2020, 2019 and 2018 is analyzed as follows.  On December 22, 2017, the Tax Cuts and Jobs Act of 2017 (the “TCJA”) resulted in significant changes to the U.S. tax code, including a reduction in the maximum federal corporate income tax rate from 35% to 21%, effective January 1, 2018.  The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income at the time of enactment of such change in tax rates.  Accordingly, the Company was required to revalue its deferred tax assets and deferred tax liabilities to account for the future impact of lower corporate tax rates on these deferred amounts.  The Company performed an analysis as of December 31, 2017 and recorded a $2.3 million impact for this one-time non-cash charge to the statement of income.  The SEC staff also issued the Staff Accounting Bulletin (“SAB”) 118, which provides guidance on accounting for the TCJA’s impact.  In accordance with the SAB 118, a company must reflect the income tax effects of those aspects of the TCJA for which the accounting under ASC 740 is complete.  To the extent that a company’s accounting for certain income tax effects of the TCJA is incomplete but is able to determine a reasonable estimate, it must record a provisional estimate in the financial statements.  There are no amounts that were considered incomplete or provisional.  Our accounting for all elements for the TCJA is now complete, consistent with the closing of the SAB 118 measurement period on December 22, 2018.  As a result of guidance released by IRS, the company recorded immaterial adjustments which resulted in no impact on our effective tax rate during the current year. 

 

                                                             

 

    2020    

 

    2019    

 

    2018    

Statutory Federal income tax rate

 

21.0%

 

21.0%

 

21.0%

Tax Reform Act Impact

 

-   

 

-   

 

-   

Tax effect of S corporation status

 

1.0   

 

6.7   

 

(.4)  

Tax exempt income

 

(5.5)  

 

(6.4)  

 

(5.1)  

Miscellaneous

 

1.1   

 

.8   

 

.1   

Effective Tax Rate  

 

17.6%

 

22.1%

 

15.6%

 

 

13.SEGMENT FINANCIAL INFORMATION

 

The Company discloses segment information in accordance with FASB ASC 280. FASB ASC 280 requires companies to determine segments based on how management makes decisions about allocating resources to segments and measuring their performance. 

 

The Company has eight divisions which comprise its operations: Division I through Division V, Division VII, Division VIII and Division IX. Each division consists of branch offices that are aggregated based on vice president responsibility and geographic location. Division I consists of offices located in South Carolina. Prior to 2020, offices in North Georgia comprised Division II, Division III consisted of offices in South Georgia and Division IX consisted of offices in West Georgia. Effective January 1, 2020, the Company geographically realigned the Georgia Divisions into Division II consisting of Middle Georgia, Division III consisting of South Georgia and Division IX consisting of North Georgia. Various branches were realigned in order to be in the appropriate geographic division. Division IV represents our Alabama offices, Division V represents our Mississippi offices, Division VII represents our Tennessee offices and Division VIII represents our Louisiana offices. The following division financial data has been retrospectively presented to give effect to the current structure. The change in the Georgia reporting structure had no impact on the previously reported consolidated results.  

 

Accounting policies of the divisions are the same as those of the Company described in the summary of significant accounting policies. Performance of each division is measured based on objectives set at the beginning of each year and include various factors such as division profit, growth in earning assets and delinquency and credit loss management. All division revenues result from transactions with third parties. The Company does not allocate income taxes or corporate headquarter expenses to the any division. 

 

Below is a performance recap of each of the Company's divisions for the year ended December 31, 2020 followed by a reconciliation to consolidated Company data. 

 


50


Year 2020

 

Division
I

 

Division
II

 

Division
III

 

Division
IV

 

Division
V

 

Division
VII

 

Division
VIII

 

Division
IX

 

Total

                                                     

 

(In Millions)

Revenues:

 

                 

 

                 

 

                 

 

                 

 

                 

 

                 

 

                 

 

                 

 

                 

Finance Charges Earned

 

$   33.4   

 

$   28.6   

 

$   30.3   

 

$   34.0   

 

$   21.5   

 

$   21.5   

 

$   17.2   

 

$   26.5   

 

$ 213.0   

Insurance Income

 

4.8   

 

6.7   

 

8.3   

 

4.2   

 

3.8   

 

3.2   

 

3.8   

 

5.3   

 

40.1   

Other

 

.1   

 

.8   

 

1.0   

 

1.1   

 

.6   

 

.5   

 

.4   

 

.7   

 

5.2   

 

 

38.3   

 

36.1   

 

39.6   

 

39.3   

 

25.9   

 

25.2   

 

21.4   

 

32.5   

 

258.3   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest Cost

 

3.0   

 

3.1   

 

3.2   

 

3.6   

 

2.0   

 

2.2   

 

1.7   

 

2.8   

 

21.6   

Provision for Loan Losses

 

8.5   

 

4.7   

 

6.0   

 

6.6   

 

4.4   

 

5.9   

 

4.5   

 

4.9   

 

45.5   

Depreciation

 

.4   

 

.4   

 

.3   

 

.5   

 

.5   

 

.5   

 

.3   

 

.5   

 

3.4   

Other

 

13.5   

 

12.8   

 

12.9   

 

14.3   

 

10.4   

 

10.2   

 

10.6   

 

13.1   

 

97.8   

 

 

25.4   

 

21.0   

 

22.4   

 

25.0   

 

17.3   

 

18.8   

 

17.1   

 

21.3   

 

168.3   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Division Profit

 

$   12.9   

 

$   15.1   

 

$   17.2   

 

$   14.3   

 

$     8.6   

 

$     6.4   

 

$     4.3   

 

$   11.2   

 

$   90.0   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Division Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Receivables

 

$ 102.6   

 

$ 106.2   

 

$ 111.3   

 

$ 128.9   

 

$   71.3   

 

$   76.5   

 

$   64.7   

 

$   97.3   

 

$ 758.8   

Cash

 

.5   

 

.5   

 

.7   

 

.6   

 

.5   

 

.3   

 

.4   

 

.4   

 

3.9   

Net Fixed Assets

 

.7   

 

.8   

 

.9   

 

1.4   

 

1.6   

 

1.2   

 

.9   

 

.9   

 

8.4   

Other Assets

 

3.2   

 

4.6   

 

4.3   

 

5.7   

 

3.7   

 

4.3   

 

3.3   

 

4.5   

 

33.6   

Total Division Assets

 

$ 107.0   

 

$ 112.1   

 

$ 117.2   

 

$ 136.6   

 

$   77.1   

 

$   82.3   

 

$   69.3   

 

$ 103.1   

 

$ 804.7   

 

RECONCILIATION:

2019

 

(In Millions)

Revenues:

 

Total revenues from reportable divisions

$    258.3   

Corporate finance charges earned not allocated to divisions

.1   

Corporate investment income earned not allocated to divisions

6.9   

Timing difference of insurance income allocation to divisions

.9.7   

Other revenues not allocated to divisions

$          2   

Consolidated Revenues (1)

$   275.2   

 

 

Net Income:

 

Total profit or loss for reportable divisions

$     90.0   

Corporate earnings not allocated

16.8   

Corporate expenses not allocated

(87.5)  

Consolidated Income Before Income Taxes

$     19.3   

 

 

Assets:

 

Total assets for reportable divisions

$   804.7   

Loans held at corporate level

2.2   

Unearned insurance at corporate level

(33.8)  

Allowance for loan losses at corporate level

(66.3)  

Cash and cash equivalents held at corporate level

63.8   

Investment securities at corporate level

221.4   

Fixed assets at corporate level

5.1   

Other assets at corporate level

16.6   

Consolidated Assets

$ 1,013.7   

 

Note 1:Includes Finance Charge Income, Investment Income, Insurance Premium Revenues and Other Revenue. 


51


Below is a performance recap of each of the Company's divisions for the year ended December 31, 2019 followed by a reconciliation to consolidated Company data.

 

Year 2019

 

Division
I

 

Division
II

 

Division
III

 

Division
IV

 

Division
V

 

Division
VII

 

Division
VIII

 

Division
IX

 

Total

                                                     

 

(In Millions)

Revenues:

 

                 

 

                 

 

                 

 

                 

 

                 

 

                 

 

                 

 

                 

 

                 

Finance Charges Earned

 

$ 32.3  

 

$ 29.0  

 

$ 26.9  

 

$ 32.4  

 

$ 19.0  

 

$ 18.8  

 

$ 15.9  

 

$ 26.1  

 

$ 200.4  

Insurance Income

 

5.3  

 

6.8  

 

8.1  

 

4.4  

 

3.5  

 

3.2  

 

3.7  

 

6.7  

 

41.7  

Other

 

.1  

 

1.1  

 

1.0  

 

1.1  

 

.7  

 

.5  

 

.5  

 

1.0  

 

6.0  

 

 

37.7  

 

36.9  

 

36.0  

 

37.9  

 

23.2  

 

22.5  

 

20.1  

 

33.8  

 

248.1  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest Cost

 

2.8  

 

3.0  

 

2.8  

 

3.3  

 

1.8  

 

1.8  

 

1.5  

 

2.7  

 

19.7  

Provision for Loan Losses

 

8.4  

 

6.1  

 

5.9  

 

8.2  

 

5.0  

 

5.9  

 

4.1  

 

6.1  

 

49.7  

Depreciation

 

.5  

 

.4  

 

.3  

 

.5  

 

.4  

 

.4  

 

.4  

 

.5  

 

3.4  

Other

 

13.3  

 

12.8  

 

12.5  

 

14.2  

 

10.3  

 

9.8  

 

10.1  

 

13.1  

 

96.1  

 

 

25.0  

 

22.3  

 

21.5  

 

26.2  

 

17.5  

 

17.9  

 

16.1  

 

22.4  

 

168.9  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Division Profit

 

$ 12.7  

 

$ 14.6  

 

$ 14.5  

 

$ 11.7  

 

$ 5.7  

 

$ 4.6  

 

$ 4.0  

 

$ 11.4  

 

$ 79.2  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Division Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Receivables

 

$ 100.3  

 

$ 103.1  

 

$ 99.4  

 

$ 116.4  

 

$ 63.2  

 

$ 67.8  

 

$ 54.8  

 

$ 92.4  

 

$ 697.4  

Cash

 

.2  

 

.3  

 

.4  

 

.4  

 

.3  

 

.2  

 

.2  

 

.3  

 

2.3  

Net Fixed Assets

 

1.0  

 

1.0  

 

.7  

 

1.4  

 

1.6  

 

1.4  

 

.9  

 

1.1  

 

9.1  

Other Assets

 

3.5  

 

4.8  

 

3.4  

 

5.4  

 

3.2  

 

3.7  

 

3.2  

 

4.4  

 

31.6  

Total Division Assets

 

$ 105.0  

 

$ 109.2  

 

$ 103.9  

 

$ 123.6  

 

$ 68.3  

 

$ 73.1  

 

$ 59.1  

 

$ 98.2  

 

$ 740.4  

 

RECONCILIATION:

2019

 

(In Millions)

Revenues:

 

Total revenues from reportable divisions

$ 248.1  

Corporate finance charges earned not allocated to divisions

.1  

Corporate investment income earned not allocated to divisions

7.4  

Timing difference of insurance income allocation to divisions

7.7  

Other revenues not allocated to divisions

.0  

Consolidated Revenues (1)

$ 263.3  

 

 

Net Income:

 

Total profit or loss for reportable divisions

$ 79.2  

Corporate earnings not allocated

15.2  

Corporate expenses not allocated

(77.3)

Consolidated Income Before Income Taxes

$ 17.1  

 

 

Assets:

 

Total assets for reportable divisions

$ 740.4  

Loans held at corporate level

2.4  

Unearned insurance at corporate level

(31.6)

Allowance for loan losses at corporate level

(53.0)

Cash and cash equivalents held at corporate level

56.1  

Investment securities at corporate level

204.9  

Fixed assets at corporate level

6.3  

Other assets at corporate level

13.7  

Consolidated Assets

$ 939.2  

 

Note 1:Includes Finance Charge Income, Investment Income, Insurance Premium Revenues and Other Revenue. 


52


Below is a performance recap of each of the Company's divisions for the year ended December 31, 2018 followed by a reconciliation to consolidated Company data.

 

Year 2018

 

Division
I

 

Division
II

 

Division
III

 

Division
IV

 

Division
V

 

Division
VII

 

Division
VIII

 

Division
IX

 

Total

                                                     

 

(In Millions)

Revenues:

 

                 

 

                 

 

                 

 

                 

 

                 

 

                 

 

                 

 

                 

 

                 

Finance Charges Earned

 

$ 26.2  

 

$ 26.3  

 

$ 24.5  

 

$ 29.7  

 

$ 17.0  

 

$ 13.1  

 

$ 13.0  

 

$ 22.9  

 

$ 172.7  

Insurance Income

 

4.4  

 

6.0  

 

7.6  

 

4.2  

 

3.2  

 

2.5  

 

3.0  

 

6.2  

 

37.1  

Other

 

.1  

 

1.0  

 

1.1  

 

1.0  

 

.6  

 

.4  

 

.5  

 

1.0  

 

5.7  

 

 

30.7  

 

33.3  

 

33.2  

 

34.9  

 

20.8  

 

16.0  

 

16.5  

 

30.1  

 

215.5  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest Cost

 

1.9  

 

2.2  

 

2.1  

 

2.5  

 

1.3  

 

1.1  

 

1.0  

 

1.9  

 

14.0  

Provision for Loan Losses

 

5.4  

 

4.9  

 

5.4  

 

7.1  

 

3.8  

 

3.8  

 

3.1  

 

5.1  

 

38.6  

Depreciation

 

.5  

 

.5  

 

.3  

 

.5  

 

.3  

 

.3  

 

.3  

 

.5  

 

3.2  

Other

 

12.6  

 

12.2  

 

12.0  

 

13.2  

 

9.5  

 

8.2  

 

8.8  

 

12.0  

 

88.5  

 

 

20.4  

 

19.8  

 

19.8  

 

23.3  

 

14.9  

 

13.4  

 

13.2  

 

19.5  

 

144.3  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Division Profit

 

$ 10.3  

 

$ 13.5  

 

$ 13.4  

 

$ 11.6  

 

$ 5.9  

 

$ 2.6  

 

$ 3.3  

 

$ 10.6  

 

$ 71.2  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Division Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Receivables

 

$ 85.0  

 

$ 95.3  

 

$ 88.2  

 

$ 105.4  

 

$ 55.0  

 

$ 53.8  

 

$ 44.4  

 

$ 82.9  

 

$ 610.0  

Cash

 

.3  

 

.4  

 

.4  

 

.4  

 

.3  

 

.2  

 

.3  

 

.3  

 

2.6  

Net Fixed Assets

 

1.0  

 

1.1  

 

.7  

 

1.4  

 

.9  

 

1.0  

 

.7  

 

1.1  

 

7.9  

Other Assets

 

-  

 

-  

 

.1  

 

.2  

 

.1  

 

-  

 

.1  

 

.1  

 

.6  

Total Division Assets

 

$ 86.3  

 

$ 96.8  

 

$ 89.4  

 

$ 107.4  

 

$ 56.3  

 

$ 55.0  

 

$ 45.5  

 

$ 84.4  

 

$ 621.1  

 

RECONCILIATION:

2018

 

(In Millions)

Revenues:

 

Total revenues from reportable divisions

$ 215.5  

Corporate finance charges earned not allocated to divisions

.1  

Corporate investment income earned not allocated to divisions

7.2  

Timing difference of insurance income allocation to divisions

7.2  

Other revenues not allocated to divisions

.1  

Consolidated Revenues (1)

$ 230.1  

 

 

Net Income:

 

Total profit or loss for reportable divisions

$ 71.2  

Corporate earnings not allocated

14.5  

Corporate expenses not allocated

(65.2)

Consolidated Income Before Income Taxes

$ 20.5  

 

 

Assets:

 

Total assets for reportable divisions

$ 621.1  

Loans held at corporate level

2.4  

Unearned insurance at corporate level

(27.3)

Allowance for loan losses at corporate level

(43.0)

Cash and cash equivalents held at corporate level

11.4  

Investment securities at corporate level

213.0  

Fixed assets at corporate level

7.5  

Other assets at corporate level

11.3  

Consolidated Assets

$ 796.4  

 

Note 1:Includes Finance Charge Income, Investment Income, Insurance Premium Revenues and Other Revenue. 


53


 

DIRECTORS AND EXECUTIVE OFFICERS

 

Directors

Principal Occupation, Has Served as a  

     NameTitle and CompanyDirector Since  

 

Ben F. Cheek, IVChairman of Board,                                                                  2001 

1st Franklin Financial Corporation 

 

Ben F. Cheek, IIIChairman Emeritus,1967 

1st Franklin Financial Corporation 

 

Virginia C. HerringPresident and Chief Executive OfficerMarch 23, 2020 

 

A. Roger GuimondExecutive Vice President and2004 

Chief Financial Officer, 

1st Franklin Financial Corporation 

 

James H. Harris, IIIRetired Owner,2014 

Unichem Technologies, Inc. 

Retired Owner, 

Moonrise Distillery 

 

Jerry J. Harrison, Jr.Chief Operating OfficerMarch 23, 2020 

Crider Foods, Inc. 

 

John G. Sample, Jr.CPA2004 

 

C. Dean ScarboroughRetired Retail Business Owner2004 

 

Keith D. WatsonChairman2004 

Bowen & Watson, Inc. 

 

Executive Officers

Served in this 

    NamePosition with CompanyPosition Since 

 

Ben F. Cheek, IIIChairman Emeritus    2015 

 

Ben F. Cheek, IVChairman of Board                                                          2015 

 

Virginia C. HerringPresident and Chief Executive Officer2015 

 

A. Roger GuimondExecutive Vice President & Chief Financial Officer1991 

 

Gary L. McQuainExecutive Vice President & Chief Operating Officer2020 

 

Todd S. MankeExecutive Vice President & Chief Risk Officer2020 

 

Karen S. O'ShieldsExecutive Vice President – Chief Learning Officer2017 

    (Served as Executive Vice President – Strategic 

    Development from 2016 until 2017.) 

 

Charles E. Vercelli, Jr.Executive Vice President – General Counsel2008 

 

Daniel E. Clevenger, IIExecutive Vice President - Compliance2015 

 

Ronald F. MorrowExecutive Vice President & Advisory Operations 

Business Partner (Retired January 1, 2021)2017 

 

Nancy M. SherrExecutive Vice President & Chief Marketing Officer2017 

 

Joseph A. Shaw Executive Vice President & Chief Information Officer2018 

 

Jeffrey R. ThompsonExecutive Vice President - Human Resources2020 

 

Lynn E. CoxVice President / Secretary & Treasurer1989 


54


 

CORPORATE INFORMATION 

 

Corporate Offices   Legal Counsel   Independent Registered Public 

P.O. Box 880Jones DayAccounting Firm 

135 East Tugalo StreetAtlanta, GeorgiaDeloitte & Touche LLP 

Toccoa, Georgia 30577Atlanta, Georgia 

(706) 886-7571


55


 

 

Requests for Additional Information

 

Informational inquiries, including requests for a copy of the Company’s most recent annual report on Form 10-K, and any subsequent quarterly reports on Form 10-Q, as filed with the Securities and Exchange Commission, should be addressed to the Company's Secretary at the corporate offices listed above. 

 

BRANCH OPERATIONS

 

 

 

 

 

DIVISION I – SOUTH CAROLINA

 

DIVISION II – MIDDLE GEORGIA

 

 

 

 

 

M. Summer Clevenger

Vice President

 

Michael J. Whitaker

 

Vice President

 

 

 

 

Regional Operations Directors

 

Regional Operations Directors

 

 

 

 

 

Nicholas D. Blevins

Gerald D. Rhoden

 

Janet R. Brownlee

James A. Mahaffey

Jenna L. Henderson

Gregory A. Shealy

 

Ronald E. Byerly

Deloris O’Neal

Becki B. Lawhon

Louise S. Stokes

 

Diana L. Lewis

Harriet H. Welch

Tammy T. Lee

 

 

 

 

 

 

 

 

 

 

 

 

DIVISION III – SOUTH GEORGIA

 

DIVISION IX – NORTH GEORGIA

 

 

 

 

 

Marcus C. Thomas

Vice President

 

Jennifer C. Purser

Vice President

 

 

 

 

 

Regional Operations Directors

 

Regional Operations Directors

 

 

 

 

 

Stacy M. Courson

Jeffrey C. Lee

 

James D. Blalock

Sharon S. Langford

William J. Daniel

Sylvia J. McClung

 

Kimberly L. Golka

Nokie Moore

Deirdre A. Dunnam

Robert D. Whitlock

 

Kevin M. Gray

F. Cliff Snyder

 

 

 

 

 

 

 

 

 

 

DIVISION IV – ALABAMA

 

DIVISION V – MISSISSIPPI

 

 

 

 

 

Jerry W. Hughes

Vice President

 

James P. Smith, III

Vice President

 

 

 

 

 

Regional Operations Directors

 

Regional Operations Directors

 

 

 

 

 

M. Peyton Givens

Johnny M. Olive

 

Maurice J. Bize, Jr.

Chad H. Frederick

Tomerria S. Iser

Michael E. Shankles

 

Carla A. Eldridge

Marty B. Miskelly

Jonathan M. Kendrick

Michael L. Spriggs

 

Jimmy R. Fairbanks, Jr.

 

Jeffrey A. Lindberg

 

 

 

 

 

 

 

 

 

 

 

 

 

 

DIVISION VII – TENNESSEE

 

DIVISION VIII – LOUISIANA

 

 

 

 

 

Joseph R. Cherry

Vice President

 

John B. Gray

Vice President

 

 

 

 

 

 

 

 

Regional Operations Directors

 

Regional Operations Directors

Brian M. Hill

William N. Murillo

 

Sonya L. Acosta

Tabatha A. Green

Tammy R. Hood

Joshua C. Nickerson

 

Bryan W. Cook

Anthony B. Seney

J. Steven Knotts

Melissa D. Stewart

 

L. Christopher Deakle

 

 

 

 

 

 


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HOME OFFICE ADMINSTRATION

 

 

 

 

 

Richard J. Brandt

 

Angela C. Brock

 

Lynn E. Cox

Vice President – Internal Audit

 

Vice President – Compliance

 

Secretary & Treasurer

 

Brian J. Gyomory

 

Brian D. Lingle

 

 

Senior Vice President – Finance

 

Vice President – Controller

 

 

 

Vice President – 

Investment Center

 

 

 

 

Johnny E. Coxx

 

 

 

Vice President – 

Information Technology

/Infrastructure

 

Jeffrey R. Thompson

 

Mark J. Scarpitti

 

Vice President – Human Resources

 

Deputy General Counsel

 


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___________________

 

2020 BEN F. CHEEK, JR. "OFFICE OF THE YEAR"

 

 

*********************

** PICTURE OF EMPLOYEES **

*********************

 

 

This award is presented annually in recognition of the office that represents the highest overall performance within the Company.  Congratulations to the entire McDonough, Georgia staff for this significant achievement.  The Friendly Franklin Folks salute you!


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(Graphic showing state maps of Alabama, Georgia, Louisiana, Mississippi, South Carolina and Tennessee which is regional operating territory of Company and listing of branch offices)

 

1st FRANKLIN FINANCIAL CORPORATION BRANCH OFFICES

 

ALABAMA

Adamsville

Brewton

Fort Payne

Moody

Pelham

Sylacauga

Albertville

Clanton

Gadsden

Moulton

Prattville

Talladega

Alexander City

Cullman

Hamilton

Muscle Shoals

Robertsdale

Tallassee

Andalusia

Decatur

Huntsville (2)

Opelika

Russellville (2)

Troy

Arab

Dothan (2)

Jackson

Opp

Saraland

Trussville

Athens

Enterprise

Jasper

Oxford

Scottsboro

Tuscaloosa

Bay Minette

Fayette

Mobile

Ozark

Selma

Wetumpka

Bessemer

Florence

 

 

 

 

GEORGIA

Acworth

Canton

Dalton

Greensboro

Manchester

Swainsboro

Adel

Carrollton

Dawson

Griffin

McDonough

Sylvania

Albany (2)

Cartersville

Douglas (2)

Hartwell

Milledgeville

Sylvester

Alma

Cedartown

Douglasville

Hawkinsville

Monroe

Thomaston

Americus

Chatsworth

Dublin

Hazlehurst

Montezuma

Thomasville

Athens (2)

Clarkesville

East Ellijay

Helena

Monticello

Thomson

Augusta

Claxton

Eastman

Hinesville (2)

Moultrie

Tifton

Bainbridge

Clayton

Eatonton

Hiram

Nashville

Toccoa

Barnesville

Cleveland

Elberton

Hogansville

Newnan

Tucker

Baxley

Cochran

Fayetteville

Jackson

Perry

Valdosta

Blairsville

Colquitt

Fitzgerald

Jasper

Pooler

Vidalia

Blakely

Columbus (2)

Flowery Branch

Jefferson

Richmond Hill

Villa Rica

Blue Ridge

Commerce

Forest Park

Jesup

Rome

Warner Robins (2)

Bremen

Conyers

Forsyth

Kennesaw

Royston

Washington

Brunswick

Cordele

Fort Valley

LaGrange

Sandersville

Waycross

Buford

Cornelia

Fort Oglethorpe

Lavonia

Sandy Springs

Waynesboro

Butler

Covington

Gainesville

Lawrenceville

Savannah

Winder

Cairo

Cumming

Garden City

Macon (2)

Statesboro

 

Calhoun

Dahlonega

Georgetown

Madison

Stockbridge

 

LOUISIANA

Abbeville

Covington

Hammond

LaPlace

Morgan City

Ruston

Alexandria

Crowley

Houma

Leesville

Natchitoches

Slidell

Baker

Denham    

Jena

Marksville

New Iberia

Sulphur

 

   Springs

 

 

 

 

Bastrop

DeRidder

Kenner

Marrero

Opelousas

Thibodaux

Baton Rouge

Eunice

Lafayette

Minden

Pineville

West Monroe

Bossier City

Franklin

Lake Charles

Monroe

Prairieville

Winnsboro

MISSISSIPPI

Amory

Columbus

Hattiesburg

Kosciusko

Olive Branch

Ridgeland

Batesville

Corinth

Hazlehurst

Magee

Oxford

Ripley

Bay St. Louis

D’Iberville

Hernando

McComb

Pearl

Senatobia

Booneville

Forest

Houston

Meridian

Philadelphia

Starkville

Brookhaven

Greenwood

Iuka

New Albany

Picayune

Tupelo

Carthage

Grenada

Jackson

Newton

Pontotoc

Winona

Columbia

Gulfport

 

 

 

 

SOUTH CAROLINA

Aiken

Cheraw

Georgetown

Laurens

North Charleston

Spartanburg

Anderson

Chester

Greenwood

Lexington

North Greenville

Summerville

Batesburg-Leesville

Columbia

Greer

Manning

North Myrtle Beach

Sumter

Beaufort

Conway

Hartsville

Marion

Orangeburg

Union

Boiling Springs

Dillon

Irmo

Moncks Corner

Rock Hill

Walterboro

Camden

Easley

Lake City

Myrtle Beach

Seneca

Winnsboro

                                     

                                     

                                     

                                     

                                     

                                     


59


 

 

 

1st FRANKLIN FINANCIAL CORPORATION BRANCH OFFICES (Continued)

 

SOUTH CAROLINA (Continued)

Cayce

Florence

Lancaster

Newberry

Simpsonville

York

Charleston

Gaffney

 

 

 

 

                                     

                                     

                                     

                                     

                                     

                                     

TENNESSEE

Athens

Crossville

Gallatin

Lafayette

Maryville

Savannah

Bristol

Dayton

Greeneville

LaFollette

Morristown

Sevierville

Clarksville

Dickson

Hixson

Lebanon

Murfreesboro

Smyrna

Cleveland

Dyersburg

Jackson

Lenoir City

Newport

Tazewell

Columbia

Elizabethton

Johnson City

Lexington

Powell

Tullahoma

Cookeville

Fayetteville

Kingsport

Madisonville

Pulaski

Winchester


60


 

 

 

 

 

 

1st FRANKLIN FINANCIAL CORPORATION

 

 

MISSION STATEMENT:

 

 "Serving communities by offering opportunities to individuals and families through financial services.

 

 

 

 

CORE VALUES:

 

ØTeam:  Be Trustworthy 

 

ØImpact:  Be Intentional 

 

ØPeople:  Be Exceptional 

 

ØService:  Be Humble 


61