The purpose of this discussion and analysis is to focus on significant changes in the financial condition of MetroCity Bancshares, Inc. and our wholly owned subsidiary, Metro City Bank, from December 31, 2021 through September 30, 2022 and on our results of operations for the three and nine months ended September 30, 2022 and 2021. This discussion and analysis should be read in conjunction with our audited consolidated financial statements and notes thereto for the year ended December 31, 2021 included in our Annual Report on Form 10-K, and information presented elsewhere in this Quarterly Report on Form 10-Q, particularly the unaudited consolidated financial statements and related notes appearing in Item 1.

Cautionary Note Regarding Forward-Looking Statements

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act") and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). These forward-looking statements reflect our current views with respect to, among other things, future events and our financial performance. These statements are often, but not always, made through the use of words or phrases such as "may," "might," "should," "could," "predict," "potential," "believe," "expect," "continue," "will," "anticipate," "seek," "estimate," "intend," "plan," "strive," "projection," "goal," "target," "outlook," "aim," "would," "annualized" and "outlook," or the negative version of those words or other comparable words or phrases of a future or forward-looking nature. These forward-looking statements are not historical facts, and are based on current expectations, estimates and projections about our industry, management's beliefs and certain assumptions made by management, many of which, by their nature, are inherently uncertain and beyond our control. Accordingly, we caution you that any such forward-looking statements are not guarantees of future performance and are subject to risks, assumptions, estimates and uncertainties that are difficult to predict. Although we believe that the expectations reflected in these forward-looking statements are reasonable as of the date made, actual results may prove to be materially different from the results expressed or implied by the forward-looking statements.

A number of important factors could cause our actual results to differ materially from those indicated in these forward-looking statements, including those factors discussed elsewhere in this quarterly report and the following:

? business and economic conditions, particularly those affecting the financial

services industry and our primary market areas;

the risk of inflation and interest rate increases resulting from monetary and

? fiscal stimulus responses, and the resulting effect of all of such items on our

operations, liquidity and capital position, and on the financial condition of

our borrowers and other customers;

the risk that a future economic downturn and contraction, including a

recession, could have a material adverse effect on our capital, financial

? condition, credit quality, results of operations and future growth, including

the risk that the strength of the current economic environment could be

weakened by the continued impact of rising interest rates, supply chain

challenges and inflation;

factors that can impact the performance of our loan portfolio, including real

? estate values and liquidity in our primary market areas, the financial health

of our borrowers and the success of various projects that we finance;

? concentration of our loan portfolio in real estate loans;

? changes in the prices, values and sales volumes of commercial and residential

real estate;

credit and lending risks associated with our construction and development,

? commercial real estate, commercial and industrial, residential real estate and


   SBA loan portfolios;


                                       33

  Table of Contents

negative impact in our mortgage banking services, including declines in our

mortgage originations or profitability due to rising interest rates and

? increased competition and regulation, the Bank's or third party's failure to

satisfy mortgage servicing obligations, loan modificaitons, the effects of

judicial or regulatory requirements or guidance, and the possibility of the

Bank being required to repurchase mortgage loans or indemnify buyers;

our ability to attract sufficient loans that meet prudent credit standards,

? including in our construction and development, commercial and industrial and

owner-occupied commercial real estate loan categories;

our ability to attract and maintain business banking relationships with

? well-qualified businesses, real estate developers and investors with proven

track records in our market areas;

changes in interest rate environment, including changes to the federal funds

? rate, and competition in our markets may result in increased funding costs or

reduced earning assets yields, thus reducing our margins and net interest

income;

? our ability to successfully manage our credit risk and the sufficiency of our

allowance for loan losses ("ALL");

? the adequacy of our reserves (including ALL) and the appropriateness of our

methodology for calculating such reserves;

? our ability to successfully execute our business strategy to achieve profitable

growth;

? the concentration of our business within our geographic areas of operation and

to the general Asian-American population within our primary market areas;

? our focus on small and mid-sized businesses;

? our ability to manage our growth;

? our ability to increase our operating efficiency;

? significant turbulence or a disruption in the capital or financial markets and

the effect of a fall in stock market prices on our investment securities;

liquidity issues, including fluctuations in the fair value and liquidity of the

? securities we hold for sale and our ability to raise additional capital, if

necessary;

? failure to maintain adequate liquidity and regulatory capital and comply with

evolving federal and state banking regulations;

? risks that our cost of funding could increase, in the event we are unable to

continue to attract stable, low-cost deposits and reduce our cost of deposits;

? a large percentage of our deposits are attributable to a relatively small

number of customers;

inability of our risk management framework to effectively mitigate credit risk,

? interest rate risk, liquidity risk, price risk, compliance risk, operational

risk, strategic risk and reputational risk;

? the makeup of our asset mix and investments;

external economic, political and/or market factors, such as changes in monetary

? and fiscal policies and laws, including the interest rate policies of the

Federal Reserve System ("FRB"), inflation or deflation, changes in the




                                       34

  Table of Contents

demand for loans, and fluctuations in consumer spending, borrowing and savings

habits, which may have an adverse impact on our financial condition;

? uncertainty related to the transition away from the London Inter-bank Offered

Rate ("LIBOR");

the continued impact of the COVID-19 pandemic on our business, including the

impact of the actions taken by governmental authorities to try and contain the

? virus or address the impact of the virus on the United States economy

(including, without limitations, the Coronavirus Aid, Relief, and Economic

Security ("CARES") Act), including the risk of inflation and interest rate

increases resulting from monetary and fiscal stimulus responses;

adverse results from current or future litigation, regulatory examinations or

? other legal and/or regulatory actions related to the COVID-19 pandemic,

including as a result of participation in and execution of government programs

related to the COVID-19 pandemic, including, but not limited to, the PPP;

continued or increasing competition from other financial institutions, credit

? unions, and non-bank financial services companies (including fintech

companies), many of which are subject to different regulations than we are;

? challenges arising from unsuccessful attempts to expand into new geographic

markets, products, or services;

? restraints on the ability of the Bank to pay dividends to us, which could limit

our liquidity;

increased capital requirements imposed by banking regulators, which may require

? us to raise capital at a time when capital is not available on favorable terms

or at all;

? a failure in the internal controls we have implemented to address the risks

inherent to the business of banking;

inaccuracies in our assumptions about future events, which could result in

? material differences between our financial projections and actual financial

performance;

? changes in our management personnel or our inability to retain motivate and

hire qualified management personnel;

the dependence of our operating model on our ability to attract and retain

? experienced and talented bankers in each of our markets, which may be impacted

as a result of labor shortages;

? our ability to identify and address cyber-security risks, fraud and systems

errors;

? disruptions, security breaches, or other adverse events, failures or

interruptions in, or attacks on, our information technology systems;

? disruptions, security breaches, or other adverse events affecting the

third-party vendors who perform several of our critical processing functions;

? an inability to keep pace with the rate of technological advances due to a lack

of resources to invest in new technologies;

? fraudulent and negligent acts by our clients, employees or vendors and our

ability to identify and address such acts;

? risks related to potential acquisitions;

? the expenses that we will incur to operate as a public company and our

inexperience complying with the requirements of being a public company;




                                       35

  Table of Contents

? the impact of any claims or legal actions to which we may be subject, including

any effect on our reputation;

compliance with governmental and regulatory requirements, including the

? Dodd-Frank Act and others relating to banking, consumer protection, securities

and tax matters, and our ability to maintain licenses required in connection

with commercial mortgage origination, sale and servicing operations;

? changes in the scope and cost of Federal Deposit Insurance Corporation ("FDIC")

insurance and other coverage;

? changes in our accounting standards;

? changes in tariffs and trade barriers;

? changes in federal tax law or policy;

the effects of war or other conflicts (including Russia's military action in

? Ukraine), acts of terrorism, natural disasters, health emergencies, epidemics

or pandemics, or other catastrophic events that may affect general economic

conditions; and

other risks and factors identified in our Annual Report on Form 10-K for the

? year ended December 31, 2021, including those identified under the heading

"Risk Factors", and detailed from time to time in our other filings with the

U.S. Securities and Exchange Commission.

The foregoing factors should not be construed as exhaustive and should be read together with the other cautionary statements included in this Quarterly Report on Form 10-Q. Because of these risks and other uncertainties, our actual future results, performance or achievement, or industry results, may be materially different from the results indicated by the forward looking statements in this Quarterly Report on Form 10-Q. In addition, our past results of operations are not necessarily indicative of our future results. You should not rely on any forward looking statements, which represent our beliefs, assumptions and estimates only as of the dates on which they were made, as predictions of future events. Any forward-looking statement speaks only as of the date on which it is made, and we do not undertake any obligation to update or review any forward-looking statement, whether as a result of new information, future developments or otherwise.

Critical Accounting Policies and Estimates

Our accounting and reporting estimates conform with U.S. GAAP and general practices within the financial services industry. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. We consider accounting estimates that can (1) be replaced by other reasonable estimates and/or (2) changes to an estimate from period to period that have a material impact on the presentation of our financial condition, changes in financial condition or results of operations as well as (3) those estimates that require significant and complex assumptions about matters that are highly uncertain to be critical accounting estimates. We consider our critical accounting policies to include the allowance for loan losses, servicing assets, fair value of financial instruments and income taxes.

Critical accounting estimates include a high degree of uncertainty in the underlying assumptions. Management bases its estimates on historical experience, current information and other factors deemed relevant. The development, selection and disclosure of our critical accounting estimates are reviewed with the Audit Committee of the Company's Board of Directors. Actual results could differ from these estimates. For additional information regarding critical accounting policies, refer to "Part II - Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations - Critical Accounting Policies and Estimates" and Note 1 of our consolidated financial statements as of December 31, 2021 in the Company's 2021 Form 10-K. As of September 30, 2022, there have been no significant changes to our critical accounting estimates.



                                       36

  Table of Contents

Overview

MetroCity Bankshares, Inc. is a bank holding company headquartered in the Atlanta metropolitan area. We operate through our wholly-owned banking subsidiary, Metro City Bank, a Georgia state-chartered commercial bank that was founded in 2006. We currently operate 19 full-service branch locations in multi-ethnic communities in Alabama, Florida, Georgia, New York, New Jersey, Texas and Virginia. As of September 30, 2022, we had total assets of $3.35 billion, total loans of $2.98 billion, total deposits of $2.57 billion and total shareholders' equity of $349.0 million.

We are a full-service commercial bank focused on delivering personalized service in an efficient and reliable manner to the small to medium-sized businesses and individuals in our markets, predominantly Asian-American communities in growing metropolitan markets in the Eastern U.S. and Texas. We offer a suite of loan and deposit products tailored to meet the needs of the businesses and individuals already established in our communities, as well as first generation immigrants who desire to establish and grow their own businesses, purchase a home, or educate their children in the United States. Through our diverse and experienced management team and talented employees, we are able to speak the language of our customers and provide them with services and products in a culturally competent manner.



                                       37

  Table of Contents

Selected Financial Data

The following table sets forth unaudited selected financial data for the most recent five quarters and for the nine months ended September 30, 2022 and 2021. This data should be read in conjunction with the unaudited consolidated financial statements and accompanying notes included in Item 1 and the information contained in this Item 2.



                                       38

Table of Contents

© Edgar Online, source Glimpses