Primis Financial Restates 2023 Q3 Financials Due to Fraud
Ticker: FRST · Form: 10-Q/A · Filed: Nov 8, 2024 · CIK: 1325670
Sentiment: neutral
Topics: restatement, fraud, financial-reporting
TL;DR
Primis Financial restated 2023 Q3 financials due to employee loan fraud discovered in June 2023.
AI Summary
Primis Financial Corp. filed an amendment (10-Q/A) on November 8, 2024, to restate its financial statements for the quarter ended September 30, 2023. This restatement addresses the recognition of fraud losses related to an employee loan fraud discovered in June 2023, impacting opening equity in the earliest period presented.
Why It Matters
This restatement indicates a material impact from fraud, requiring a revision of previously reported financial figures and potentially affecting investor confidence.
Risk Assessment
Risk Level: medium — Restatements due to fraud losses can signal internal control weaknesses and may lead to further scrutiny or financial repercussions.
Key Players & Entities
- Primis Financial Corp. (company) — Filer of the 10-Q/A
- Southern National Bancorp of Virginia Inc (company) — Former name of Primis Financial Corp.
- June 2023 (date) — Discovery date of employee loan fraud
- September 30, 2023 (date) — Period for which financial statements were restated
- November 9, 2023 (date) — Original filing date of the 10-Q
- November 8, 2024 (date) — Filing date of the 10-Q/A
FAQ
What is the purpose of this 10-Q/A filing?
The purpose is to amend and restate certain items in the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2023, to reflect the restatement of financial statements due to fraud losses.
When was the employee loan fraud discovered?
The employee loan fraud was discovered by the Company in June of 2023.
Which financial period is being restated?
The financial statements as of and for the quarter ended September 30, 2023, and 2022 are being restated.
What is the original filing date of the Form 10-Q being amended?
The Original 10-Q was originally filed with the SEC on November 9, 2023.
What is the filing date of this amendment?
This Form 10-Q/A was filed on November 8, 2024.
Filing Stats: 4,514 words · 18 min read · ~15 pages · Grade level 18.7 · Accepted 2024-11-08 16:01:12
Key Financial Figures
- $0.01 — ch registered: Common Stock, par value $0.01 per share FRST NASDAQ Global Market
Filing Documents
- frst-20230930x10qa.htm (10-Q/A) — 8190KB
- frst-20230930xex31d1.htm (EX-31.1) — 14KB
- frst-20230930xex31d2.htm (EX-31.2) — 12KB
- frst-20230930xex32d1.htm (EX-32.1) — 12KB
- 0001558370-24-015047.txt ( ) — 35575KB
- frst-20230930.xsd (EX-101.SCH) — 76KB
- frst-20230930_cal.xml (EX-101.CAL) — 96KB
- frst-20230930_def.xml (EX-101.DEF) — 490KB
- frst-20230930_lab.xml (EX-101.LAB) — 693KB
- frst-20230930_pre.xml (EX-101.PRE) — 709KB
- frst-20230930x10qa_htm.xml (XML) — 11503KB
- FINANCIAL INFORMATION
PART I - FINANCIAL INFORMATION
- Financial Statements (Revised and Restated)
Item 1 - Financial Statements (Revised and Restated) Condensed Consolidated Balance Sheets as of September 30, 2023 and December 31, 2022 (Revised and restated) 2 Condensed Consolidated Statements of Income (Loss) and Comprehensive Loss for the three and nine months ended September 30, 2023 and 2022 (Revised and restated) 3 Condensed Consolidated Statements of Changes in Stockholders' Equity for the three and nine months ended September 30, 2023 and 2022 (Revised and restated) 4 Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2023 and 2022 (Revised and restated) 6 Notes to Unaudited Condensed Consolidated Financial Statements (Revised and restated) 7
- Management's Discussion and Analysis of Financial Condition and Results of Operations ( Revised and restated )
Item 2 - Management's Discussion and Analysis of Financial Condition and Results of Operations ( Revised and restated ) 42
– Quantitative and Qualitative Disclosures about Market Risk (Revised and restated)
Item 3 – Quantitative and Qualitative Disclosures about Market Risk (Revised and restated) 61
– Controls and Procedures (Restated)
Item 4 – Controls and Procedures (Restated) 62
- OTHER INFORMATION
PART II - OTHER INFORMATION
– Legal Proceedings
Item 1 – Legal Proceedings 64
– Risk Factors (Restated)
Item 1A – Risk Factors (Restated) 64
– Unregistered Sales of Equity Securities and Use of Proceeds
Item 2 – Unregistered Sales of Equity Securities and Use of Proceeds 65
– Defaults Upon Senior Securities
Item 3 – Defaults Upon Senior Securities 65
– Mine Safety Disclosures
Item 4 – Mine Safety Disclosures 65
– Other Information
Item 5 – Other Information 65
- Exhibits (Restated)
Item 6 - Exhibits (Restated) 66
Signatures
Signatures 67 Table of Contents PRIMIS FINANCIAL CORP . CONDENSED CONSOLIDATED BALANCE SHEETS ( dollars in thousands, except per share amounts) September 30, December 31, 2023 2022 ASSETS (unaudited) Cash and cash equivalents: (Revised and Restated) Cash and due from financial institutions $ 23,966 $ 6,868 Interest-bearing deposits in other financial institutions 69,899 70,991 Total cash and cash equivalents 93,865 77,859 Securities available-for-sale, at fair value (amortized cost of $ 255,446 and $ 269,036 , respectively) 216,875 236,315 Securities held-to-maturity, at amortized cost (fair value of $ 10,582 and $ 12,449 , respectively) 11,975 13,520 Loans held for sale, at fair value 57,511 27,626 Loans held for sale, at lower of cost or market 8,755 — Total loans held for sale 66,266 27,626 Loans held for investment, collateralizing secured borrowings 29,634 — Loans held for investment 3,148,712 2,946,637 Less: allowance for credit losses ( 35,862 ) ( 34,544 ) Net loans 3,142,484 2,912,093 Stock in Federal Reserve Bank (FRB) and Federal Home Loan Bank (FHLB) 12,796 25,815 Bank premises and equipment, net 24,878 25,257 Assets held for sale 3,115 3,115 Operating lease right-of-use assets 11,402 5,335 Goodwill 93,459 104,609 Intangible assets, net 2,282 3,254 Bank-owned life insurance 67,176 67,201 Deferred tax assets, net 24,179 19,874 Consumer Program derivative 10,637 — Other assets 57,470 44,791 Total assets $ 3,838,859 $ 3,566,664 LIABILITIES AND STOCKHOLDERS' EQUITY Noninterest-bearing demand deposits $ 490,719 $ 582,572 Interest-bearing deposits: NOW accounts 803,276 617,687 Money market accounts 800,951 811,365 Savings accounts 746,608 245,786 Time deposits 451,850 465,057 Total interest-bearing deposits 2,802,685 2,139,895 Total deposits 3,293,404 2,722,467 Securities sol