Investar Holding Corporation Announces Acquisition of Cheaha Financial Group, Inc. in Oxford, Alabama and 2020 Fourth Quarter Results

BATON ROUGE, La., Jan. 25, 2021 (GLOBE NEWSWIRE) -- Investar Holding Corporation (the “Investar”) (NASDAQ:ISTR), the holding company for Investar Bank, National Association (the “Bank”), announced today that it has entered into a definitive agreement (the “Agreement”) to acquire Cheaha Financial Group, Inc. (“Cheaha”), headquartered in Oxford, Alabama, and its wholly-owned subsidiary, Cheaha Bank. Investar also announced financial results for the quarter ended December 31, 2020.

Cheaha Financial Group, Inc. Transaction

The terms of the Agreement provide that Cheaha shareholders will receive $80.00 in cash consideration for each of their shares of Cheaha common stock, for an aggregate value of approximately $41.1 million. The Agreement provides that, prior to the closing of the acquisition, Cheaha will have adjusted tangible shareholders equity, calculated in the manner described in the Agreement, equal to at least $27.6 million. Investar previously executed a definitive agreement to acquire Cheaha in 2019. However, that agreement was terminated in accordance with its terms after it failed to close by June 30, 2020. The termination of the Agreement came in response to the unpredictable economic conditions resulting from the global health crisis caused by the COVID-19 pandemic.

At December 31, 2020, Cheaha Bank had approximately $236 million in assets, $126 million in net loans, and $202 million in deposits. Cheaha Bank offers a full range of banking products and services to individuals and small businesses from four branch locations in Calhoun County, Alabama.

Shad A. Williams, President and Chief Executive Officer of Cheaha stated, “We are thrilled with this announcement. Last year we were disappointed that the uncertainty associated with the pandemic resulted in the termination of our agreement with Investar. However, both banks remain strong, and the partnership that made sense then makes even more sense now. This is good for our customers, our communities, our shareholders, and our employees.”

For Investar, the merger represents the continued execution of its multi-state expansion strategy and its second acquisition along the I-20 corridor in Alabama, further bolstering its core deposit base and positioning the Bank to continue to build on its existing record of growth and client service under the leadership of its current management team. For Cheaha, the transaction is expected to provide the benefits of additional financial strength and the expanded resources of a larger banking enterprise. Although Cheaha will transition to the Investar Bank name, the experienced Cheaha staff is expected to remain substantially intact, continuing to provide exemplary and personal service to Cheaha’s growing customer base.

“Although we terminated the previous agreement to acquire Cheaha at the end of June, we continued to regard Cheaha as a strategic fit with our organization,” said John D’Angelo, President and Chief Executive Officer of Investar. “We maintained a good relationship following the termination and are pleased that we were able to reach a new agreement once the environment made consummation of the transaction practical. We would like to thank the management, employees, and shareholders of Cheaha for their patience in this process.”

The Agreement has been unanimously approved by both the Boards of Directors of Cheaha and Investar. The closing of the transaction, which is expected to occur early in the second quarter of 2021, is subject to customary conditions, including regulatory approvals and approval by the shareholders of Cheaha.

Janney Montgomery Scott LLC acted as financial advisor, and Fenimore, Kay, Harrison & Ford, LLP served as legal counsel to Investar, for the Cheaha acquisition. Maynard Cooper & Gale, P.C. served as legal counsel to Cheaha and National Capital, LLC served as financial advisor for Cheaha.

2020 Fourth Quarter Results

Investar reported net income of $4.5 million, or $0.42 per diluted common share, for the fourth quarter of 2020, compared to $4.5 million, or $0.41 per diluted common share, for the quarter ended September 30, 2020, and $3.3 million, or $0.32 per diluted common share, for the quarter ended December 31, 2019.

On a non-GAAP basis, core earnings per diluted common share for the fourth quarter of 2020 were $0.39 compared to $0.35 for the third quarter of 2020 and $0.39 for the fourth quarter of 2019. Core earnings exclude certain non-operating items including, but not limited to, gain on sale of investment securities, net, change in the fair value of equity securities, and acquisition expense (refer to the Reconciliation of Non-GAAP Financial Measures table for a reconciliation of GAAP to non-GAAP metrics).

Investar Holding Corporation President and Chief Executive Officer John D’Angelo said:

“Two thousand twenty was a year unlike any other in Investar’s history. Although navigating through the pandemic was extremely difficult on our employees, customers and shareholders, we feel that major strides were made to position the Bank for a bright future.

In 2020, we substantially reduced our cost of funds through an improved deposit mix and a disciplined approach to repricing all categories of deposits, positioning us to maintain a stable margin throughout 2021. We made investments in people and branches in markets that we perceive to be high growth areas. We do not plan on opening additional de novo branches in the coming year. As such, we believe that we can achieve positive operating leverage by maintaining flat to slightly increased expenses, and increase profitability through our recent investments.

In the fourth quarter of 2020, our customers began to feel more confident in the economy which resulted in increased loan production. Excluding the pay downs on PPP loans during the quarter, we experienced annualized loan growth of 10.8%. We were pleased with the loan growth during the quarter and we are encouraged by our loan pipeline heading into 2021.

Today, we announced a definitive agreement with Cheaha Financial Group, Inc. in Oxford, Alabama that will expand our footprint into the eastern part of the state. We are extremely excited to join forces with Cheaha to continue to provide its customers and community with exemplary service. We expect to close the transaction early in the second quarter of 2021.

Lastly, Investar continuously seeks opportunities to improve by gaining efficiencies and reducing expenses. We plan to implement new technology throughout 2021 that we believe will assist us in providing the highest level of customer service, while also helping us improve our efficiency ratio and return on average assets.”

Fourth Quarter Highlights

• Total loans increased $30.6 million, or 1.7%, to $1.86 billion at December 31, 2020, compared to $1.83 billion at September 30, 2020. This increase includes paydowns and forgiveness of Paycheck Protection Program (“PPP”) loans. Excluding PPP loans, total loans increased $46.4 million, or 2.7% (10.8% annualized), compared to September 30, 2020. At December 31, 2020, 22% of total PPP loans have been submitted to the SBA for forgiveness, and 17% of total PPP loans originated have been paid down or forgiven by the SBA.
• Net interest margin increased to 3.55% for the quarter ended December 31, 2020 compared to 3.46% for the quarter ended September 30, 2020 and 3.44% for quarter ended December 31, 2019.
• Cost of deposits decreased 21 basis points to 0.76% for the quarter ended December 31, 2020, compared to 0.97% for the quarter ended September 30, 2020, and decreased 81 basis points compared to 1.57% for the quarter ended December 31, 2019. Our overall cost of funds decreased 21 and 74 basis points to 0.95% compared to 1.16% and 1.69% for the quarters ended September 30, 2020 and December 31, 2019, respectively.
• Tangible book value per common share increased to $19.89 at December 31, 2020, or 3.2% (12.9% annualized), compared to $19.27 at September 30, 2020. Tangible book value per common share increased 5.9% compared to $18.79 at December 31, 2019.
• The allowance for loan losses to total loans increased to 1.09% at December 31, 2020, compared to 1.04% at September 30, 2020 and 0.63% at December 31, 2019, representing a 73% increase in the allowance for loan losses to total loans compared to December 31, 2019.
• Noninterest-bearing deposits increased $96.3 million, or 27.4%, to $448.2 million at December 31, 2020, compared to $351.9 million at December 31, 2019. Time deposits as a percentage of total deposits decreased to 28.4% at December 31, 2020, compared to 32.2% at September 30, 2020 and 41.3% at December 31, 2019.
• On January 25, 2021, Investar announced that it has entered into a definitive agreement to acquire Cheaha Financial Group, Inc., headquartered in Oxford, Alabama, and its wholly-owned subsidiary, Cheaha Bank. The transaction is expected to close early in the second quarter of 2021 and will be Investar’s seventh whole-bank acquisition since 2011.
• Investar repurchased 20,899 shares of its common stock through its stock repurchase program at an average price of $15.32 per share during the quarter ended December 31, 2020, leaving 264,830 shares authorized for repurchase under the current stock repurchase plan. Investar repurchased 661,504 shares of its common stock at an average price of $16.75 during the year ended December 31, 2020.
• Along with other cost saving initiatives, the Bank intends to close a branch in the Baton Rouge market in the first half of 2021. These cost saving initiatives equate to expected savings of approximately $250,000 per quarter beginning in the third quarter of 2021.
  
  

Loans

Total loans were $1.86 billion at December 31, 2020, an increase of $30.6 million, or 1.7%, compared to September 30, 2020, and an increase of $168.3 million, or 9.9%, compared to December 31, 2019. Excluding the loans acquired from PlainsCapital Bank, or $38.8 million at December 31, 2020, total loans increased $31.7 million, or 1.8%, compared to September 30, 2020 and increased $129.6 million, or 7.7%, compared to December 31, 2019.

The following table sets forth the composition of the total loan portfolio as of the dates indicated (dollars in thousands).

In response to the COVID-19 pandemic, in the first quarter of 2020, the Bank instituted a 90-day loan deferral program for customers impacted by the pandemic. As of December 31, 2020, the balance of loans participating in the 90-day deferral program was approximately $5.9 million, or 0.3% of the total loan portfolio, compared to $56.5 million, or 3.1% of the total loan portfolio, at September 30, 2020. Of the loans participating in the deferral program at December 31, 2020, 57% have deferrals of principal and interest, 40% have deferrals of principal only, and 3% have deferrals of interest only. As 90-day loan deferrals have expired, most customers have returned to their regular payment schedules. The Bank continues to support borrowers experiencing financial hardships related to the pandemic and expects to process additional deferrals requested by qualified borrowers. Therefore, we may experience fluctuations in the balance of loans participating in the deferral program.

In addition, in the second quarter of 2020, the Bank began participating as a lender in the PPP as established by the CARES Act. The PPP loans are generally 100% guaranteed by the SBA, have an interest rate of 1%, and are eligible to be forgiven based on certain criteria, with the SBA remitting any applicable forgiveness amount to the lender. At December 31, 2020, the balance of the Bank’s PPP loans was $94.5 million, compared to $110.3 million at September 30, 2020. Eighty-seven percent of the total number of PPP loans we have originated have principal balances of $150,000 or less. Excluding PPP loans, total loans increased $46.4 million, or 2.7%, compared to September 30, 2020. At December 31, 2020, 22% of the total balance of PPP loans originated have been submitted to the SBA for forgiveness, and 17% of the total balance of PPP loans originated have been paid down by the customer or forgiven by the SBA.

Excluding PPP loans, which are included our commercial and industrial portfolio, we experienced the greatest loan growth in the commercial real estate portfolio for both the quarter and year ended December 31, 2020 as we remain focused on relationship banking and growing our commercial loan portfolios.

At December 31, 2020, Investar’s total business lending portfolio, which consists of loans secured by owner-occupied commercial real estate properties and commercial and industrial loans, was $769.9 million, a decrease of $2.5 million, or 0.3%, compared to the business lending portfolio of $772.4 million at September 30, 2020, and an increase of $93.8 million, or 13.9%, compared to the business lending portfolio of $676.1 million at December 31, 2019. The origination of PPP loans, which are included in the commercial and industrial loan portfolio, was the primary driver of the increase in the business lending portfolio compared to December 31, 2019.

Consumer loans totaled $20.6 million at December 31, 2020, a decrease of $2.0 million, or 8.9%, compared to $22.6 million at September 30, 2020, and a decrease of $8.8 million, or 30.0%, compared to $29.4 million at December 31, 2019. The decrease in consumer loans is mainly attributable to the scheduled paydowns of the indirect auto lending portfolio and is consistent with our business strategy.

Our loan portfolio includes loans to businesses in certain industries that may be more significantly affected by the pandemic than others. These loans, including loans related to oil and gas, food services, hospitality, and entertainment, represent approximately 6.6% of our total portfolio, or 5.7% excluding PPP loans, at December 31, 2020, compared to 6.6% of our total portfolio, or 5.6% excluding PPP loans, at September 30, 2020, as shown in the table below.

Credit Quality

Nonperforming loans were $13.8 million, or 0.74% of total loans, at December 31, 2020, an increase of $1.4 million compared to $12.4 million, or 0.68% of total loans, at September 30, 2020, and an increase of $7.5 million compared to $6.3 million, or 0.37% of total loans, at December 31, 2019. The increase in nonperforming loans compared to December 31, 2019 is mainly attributable to one commercial and industrial oil and gas loan relationship totaling $5.5 million at December 31, 2020. Included in nonperforming loans are acquired loans with a balance of $4.7 million at December 31, 2020, or 34% of nonperforming loans.

The allowance for loan losses was $20.4 million, or 147.3% and 1.09% of nonperforming and total loans, respectively, at December 31, 2020, compared to $19.0 million, or 153.8% and 1.04%, respectively, at September 30, 2020, and $10.7 million, or 171.1% and 0.63%, respectively, at December 31, 2019.

The provision for loan losses was $2.4 million for the quarter ended December 31, 2020 compared to $2.5 million and $0.7 million for the quarters ended September 30, 2020 and December 31, 2019, respectively. Additional provision for loan losses was recorded in the third and fourth quarters of 2020 primarily as a result of the deterioration of market conditions which have been adversely affected by the COVID-19 pandemic. The Bank continues to assess the impact the pandemic may have on its loan portfolio to determine the need for additional reserves.

Deposits

Total deposits at December 31, 2020 were $1.89 billion, an increase of $53.4 million, or 2.9%, compared to September 30, 2020, and an increase of $180.1 million, or 10.5%, compared to December 31, 2019. The increase in total deposits compared to September 30, 2020 was mainly due to an $80.0 million increase in brokered deposits, which Investar currently uses to satisfy the required borrowings under its interest rate swap agreements, due to more favorable pricing. Interest-bearing demand deposits also increased by $22.9 million compared to September 30, 2020. These increases were partially offset by a $54.9 million decrease in time deposits.

The COVID-19 pandemic has created a significant amount of excess liquidity in the market, and, as a result, we experienced large increases in both noninterest and interest-bearing demand deposits, and savings accounts compared to December 31, 2019. Investar acquired approximately $37.0 million in deposits from PlainsCapital Bank in the first quarter of 2020 and utilized $80.0 million in brokered deposits in the fourth quarter of 2020. The remaining increase of approximately $63.1 million compared to December 31, 2019 is due to organic growth. Our deposit mix has improved and reflects our consistent focus on relationship banking and growing our commercial relationships, as well as the effects of the pandemic on consumer and business spending.

The following table sets forth the composition of deposits as of the dates indicated (dollars in thousands).

Excluding brokered deposits, interest-bearing demand deposits experienced the largest increases compared to September 30, 2020 and December 31, 2019. These increases were primarily driven by government stimulus payments, reduced spending by consumer and business customers related to the COVID-19 pandemic, and increases in PPP borrowers’ deposit accounts. We believe these factors may be temporary depending on the future economic effects of the COVID-19 pandemic.

As the state of the economy deteriorated during the year ended December 31, 2020 in response to the global pandemic, some customers desired increased security of funds and transferred holdings into fully-insured checking accounts, or our Assured Checking product, shown in interest-bearing demand deposits in the table above.

Management also made a strategic decision to either reprice or run-off higher yielding time deposits and other interest-bearing deposit products during the year ended December 31, 2020, which contributed to our decreased cost of deposits compared to the quarters ended September 30, 2020 and December 31, 2019.

Net Interest Income

Net interest income for the fourth quarter of 2020 totaled $19.2 million, an increase of $0.4 million, or 2.4%, compared to the third quarter of 2020, and an increase of $2.2 million, or 12.9%, compared to the fourth quarter of 2019. Included in net interest income for each of the quarters ended December 31, 2020, September 30, 2020 and December 31, 2019 is $0.2 million of interest income accretion from the acquisition of loans. Also included in net interest income for the quarters ended December 31, 2020, September 30, 2020, and December 31, 2019 are interest recoveries of $10,000, $16,000, and $56,000, respectively, on acquired loans.

Investar’s net interest margin was 3.55% for the quarter ended December 31, 2020, compared to 3.46% for the quarter ended September 30, 2020 and 3.44% for the quarter ended December 31, 2019. The yield on interest-earning assets was 4.26% for the quarter ended December 31, 2020 compared to 4.33% for the quarter ended September 30, 2020 and 4.77% for the quarter ended December 31, 2019. The decrease in the yield on interest-earning assets compared to the quarter ended September 30, 2020 was driven by a large decrease in the yield earned on investment securities as well as lower loan yields. In response to the pandemic, during March 2020, the Federal Reserve reduced the federal funds rate 150 basis points to 0 to 0.25 percent, which has affected the yields that we earn on our interest-earning assets. In addition, the PPP loans originated in 2020 have a contractual interest rate of 1% and origination fees based on the loan amount, which impacts the yield on our loan portfolio. Exclusive of PPP loans, which had an average balance of $106.6 million and related interest and fee income of $1.1 million for the quarter ended December 31, 2020 and an average balance of $114.7 million and related interest and fee income of $0.8 million for the quarter ended September 30, 2020, adjusted net interest margin was 3.53% for the quarter ended December 31, 2020, compared to an adjusted net interest margin of 3.50% for the quarter ended September 30, 2020. Included in PPP interest and fee income for the quarters ended December 31, 2020 and September 30, 2020 is $0.4 million and $58,000, respectively, of accelerated fee income recognized due to the forgiveness or pay-off of PPP loans.

The increase in net interest margin for the quarter ended December 31, 2020 compared to the quarter ended September 30, 2020 was driven by a 21 basis point decrease in cost of funds, partially offset by a seven basis point decrease in the yield on interest-earning assets. The increase in net interest margin for the quarter ended December 31, 2020 compared to the quarter ended December 31, 2019 was driven by a 74 basis point decrease in the cost of funds partially offset by a 51 basis point decrease in the yield on interest-earning assets.

Exclusive of the interest income accretion from the acquisition of loans, interest recoveries, and accelerated fee income recognized due to the forgiveness or pay-off of PPP loans, all discussed above, adjusted net interest margin increased to 3.45% for the quarter ended December 31, 2020, compared to 3.41% for the quarter ended September 30, 2020, and 3.39% for the quarter ended December 31, 2019. The adjusted yield on interest-earning assets was 4.58% for the quarter ended December 31, 2020 compared to 4.73% and 4.72% for the quarters ended September 30, 2020 and December 31, 2019, respectively.

The cost of deposits decreased 21 basis points to 0.76% for the quarter ended December 31, 2020 compared to 0.97% for the quarter ended September 30, 2020 and decreased 81 basis points compared to 1.57% for the quarter ended December 31, 2019. The decrease in the cost of deposits compared to the quarters ended September 30, 2020 and December 31, 2019 reflects the decrease in rates paid for all categories of interest-bearing deposits.

The overall costs of funds for the quarter ended December 31, 2020 decreased 21 basis points to 0.95% compared to 1.16% for the quarter ended September 30, 2020 and decreased 74 basis points compared to 1.69% for the quarter ended December 31, 2019. The decrease in the cost of funds for the quarter ended December 31, 2020 compared to the quarters ended September 30, 2020 and December 31, 2019 resulted from both lower cost of deposits and lower amount and cost of short-term borrowings, the costs of which are driven by the Federal Reserve’s federal funds rates.

Noninterest Income

Noninterest income for the fourth quarter of 2020 totaled $3.7 million, an increase of $0.3 million, or 8.1%, compared to third quarter of 2020 and an increase of $2.1 million, or 133.3%, compared to the fourth quarter of 2019. The increase in noninterest income compared to the quarter ended December 31, 2019 is mainly attributable to a $1.4 million increase in other operating income as well as a $0.8 million increase in the fair value of equity securities. Other operating income includes, among other things, credit card and ATM fees, and derivative fee income.

Noninterest Expense

Noninterest expense for the fourth quarter of 2020 totaled $14.7 million, an increase of $0.6 million, or 4.6%, compared to the third quarter of 2020, and an increase of $1.1 million, or 7.8%, compared to the fourth quarter of 2019.

The increase in noninterest expense for the quarter ended December 31, 2020 compared to the quarter ended September 30, 2020 was driven by a $0.4 million increase in salaries and benefits and a $0.3 million increase in other operating expenses. During the quarter ended December 31, 2020, as a result of the success of the PPP loan program, Investar paid a $0.2 million incentive to recognize the efforts of Bank employees. Other increases in salaries and benefits resulted from the opening of a de novo branch in our New Orleans market in the fourth quarter, increases in employee insurance, and severance paid related to the closure of the Zachary, Louisiana branch in October 2020. During the quarter ended December 31, 2020, Investar recorded a charitable contribution of $0.1 million, included in other operating expenses, to a program that will help locally based small businesses that have been financially affected by the COVID-19 pandemic. The increase in other operating expenses is also attributable to other operating items such as maintenance, bank shares tax and FDIC assessments.

The increase in noninterest expense for the fourth quarter of 2020 compared to the fourth quarter of 2019 is primarily attributable to the $0.8 million and $0.5 million increases in salaries and employee benefits and other operating expenses, respectively. The increase in salaries and employee benefits is mainly attributable to the PPP loan program incentive paid to employees, as well as other increases, discussed above. In addition, two branch locations were acquired from PlainsCapital Bank in February 2020, adding related support staff. The increase in other operating expenses is attributable to the other operating items discussed above, as well as the addition of the acquired branches from PlainsCapital Bank.

Taxes

Investar recorded income tax expense of $1.2 million for the quarter ended December 31, 2020, which equates to an effective tax rate of 20.9%, an increase from the effective tax rates of 19.6% and 20.2% for the quarters ended September 30, 2020 and December 31, 2019, respectively.

Basic and Diluted Earnings Per Common Share

Investar reported basic and diluted earnings per common share of $0.42 for the quarter ended December 31, 2020, an increase of $0.01 compared to basic and diluted earnings per common share of $0.41 for the quarter ended September 30, 2020, and an increase of $0.09 and $0.10, respectively, compared to basic and diluted earnings per common share of $0.33 and $0.32, respectively, for the quarter ended December 31, 2019.

Supplemental Report

A supplemental report for the current period is available, with this earning release, at (Investors>>Reports Filings & Financials>>Financial Document Library).

About Investar Holding Corporation

Investar, headquartered in Baton Rouge, Louisiana, provides full banking services, excluding trust services, through its wholly-owned banking subsidiary, Investar Bank, National Association. The Bank currently operates 31 branch locations serving south Louisiana, southeast Texas, and southwest Alabama. At December 31, 2020, the Bank had 323 full-time equivalent employees and total assets of $2.3 billion.

Non-GAAP Financial Measures

This press release contains financial information determined by methods other than in accordance with generally accepted accounting principles in the United States of America, or GAAP. These measures and ratios include “tangible common equity,” “tangible assets,” “tangible equity to tangible assets,” “tangible book value per common share,” “core noninterest income,” “core earnings before noninterest expense,” “core noninterest expense,” “core earnings before income tax expense,” “core income tax expense,” “core earnings,” “core efficiency ratio,” “core return on average assets,” “core return on average equity,” “core basic earnings per share,” and “core diluted earnings per share.” Management believes these non-GAAP financial measures provide information useful to investors in understanding Investar’s financial results, and Investar believes that its presentation, together with the accompanying reconciliations, provide a more complete understanding of factors and trends affecting Investar’s business and allow investors to view performance in a manner similar to management, the entire financial services sector, bank stock analysts and bank regulators. These non-GAAP measures should not be considered a substitute for GAAP basis measures and results, and Investar strongly encourages investors to review its consolidated financial statements in their entirety and not to rely on any single financial measure. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies’ non-GAAP financial measures having the same or similar names. A reconciliation of the non-GAAP financial measures disclosed in this press release to the comparable GAAP financial measures is included at the end of the financial statement tables.

Forward-Looking and Cautionary Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that reflect Investar’s current views with respect to, among other things, future events and financial performance. Investar generally identifies forward-looking statements by terminology such as “outlook,” “believes,” “expects,” “potential,” “continues,” “may,” “will,” “could,” “should,” “seeks,” “approximately,” “predicts,” “intends,” “plans,” “estimates,” “anticipates,” or the negative version of those words or other comparable words. In addition, any of the following matters related to the pandemic may impact our financial results in future periods, and such impacts may be material depending on the length and severity of the pandemic and government and societal responses to it:

• borrowers may default on loans and economic conditions could deteriorate requiring further increases to the allowance for loan losses;
• demand for our loans and other banking services, and related income and fees, may be reduced;
• the value of collateral securing our loans may deteriorate; and
• lower market interest rates will have an adverse impact on our variable rate loans and reduce our income.

Any forward-looking statements contained in this press release are based on the historical performance of Investar and its subsidiaries or on Investar’s current plans, estimates and expectations. The inclusion of this forward-looking information should not be regarded as a representation by Investar that the future plans, estimates or expectations by Investar will be achieved. Such forward-looking statements are subject to various risks and uncertainties and assumptions relating to Investar’s operations, financial results, financial condition, business prospects, growth strategy and liquidity. If one or more of these or other risks or uncertainties materialize, or if Investar’s underlying assumptions prove to be incorrect, Investar’s actual results may vary materially from those indicated in these statements. Investar does not undertake any obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future developments or otherwise. A number of important factors could cause actual results to differ materially from those indicated by the forward-looking statements. These factors include, but are not limited to, the following, any one or more of which could materially affect the outcome of future events:

• the ongoing impacts of the COVID-19 pandemic on economic conditions in general and on the Bank’s markets in particular, and on the Bank’s operations and financial results;
• ongoing disruptions in the oil and gas industry due to the significant decrease in the price of oil;
• business and economic conditions generally and in the financial services industry in particular, whether nationally, regionally or in the markets in which we operate;
• increased cyber and payment fraud risk, as cybercriminals attempt to profit from the disruption, given increased online and remote activity;
• our ability to achieve organic loan and deposit growth, and the composition of that growth;
• our ability to identify and enter into agreements to combine with attractive acquisition candidates, finance acquisitions, complete acquisitions after definitive agreements are entered into, and successfully integrate acquired operations;
• changes (or the lack of changes) in interest rates, yield curves and interest rate spread relationships that affect our loan and deposit pricing;
• possible cessation or market replacement of LIBOR and the related effect on our LIBOR-based financial products and contracts, including, but not limited to, hedging products, debt obligations, investments and loans;
• the extent of continuing client demand for the high level of personalized service that is a key element of our banking approach as well as our ability to execute our strategy generally;
• our dependence on our management team, and our ability to attract and retain qualified personnel;
• changes in the quality or composition of our loan or investment portfolios, including adverse developments in borrower industries or in the repayment ability of individual borrowers;
• inaccuracy of the assumptions and estimates we make in establishing reserves for probable loan losses and other estimates;
• the concentration of our business within our geographic areas of operation in Louisiana, Texas and Alabama; and
• concentration of credit exposure.

These factors should not be construed as exhaustive. Additional information on these and other risk factors can be found in Item 1A. “Risk Factors” and in the “Special Note Regarding Forward-Looking Statements” in Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Investar’s Annual Report on Form 10-K for the year ended December 31, 2019, and in Part II Item 1A. “Risk Factors” and in the “Cautionary Note Regarding Forward-Looking Statements” in Part I. Item 2. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Investar’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2020, filed with the Securities and Exchange Commission (the “SEC”).

For further information contact:

Investar Holding Corporation                                

Chris Hufft

Chief Financial Officer

(225) 227-2215