First Reliance Bancshares, Inc. Reports 2019 Financial Results

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Feb 11, 2020, 06:23 ET

FLORENCE, S.C., Feb. 11, 2020 /PRNewswire/ -- First Reliance Bancshares, Inc. (OTC: FSRL), the holding company (the "Company") for First Reliance Bank (the "Bank"), today announced financial results for the three-months and year-ended December 31, 2019.

The Company reported net income of $599,211, or $0.07 per diluted share for the three-months ended December 31, 2019 compared to $1.2 million, or $0.14 per diluted share, for the same period one year ago. The decrease in net income for the three month period of 2019 versus 2018 was due primarily to a one-time Mortgage Servicing Rights (MSR) valuation adjustment totaling $1.1 million. Historically, the Company performed valuation adjustments on the MSR asset annually, however beginning 2020, MSR valuation adjustments will be performed quarterly. Absent the one-time MSR adjustment, net income after MSR adjustment (a non-GAAP financial measure) was $1.5 million, or $0.18 per diluted share for the three-months ended December 31, 2019 compared to $1.1 million, or $0.14 per diluted share, for the same period one year ago. Net income for the twelve months ended December 31, 2019 totaled $4.1 million, or $0.51 per diluted share compared to $0.31 per diluted share for the same period one year ago. Net income after MSR adjustment (non-GAAP) was $5.1 million, or $0.63 per diluted share for the twelve-months ended 2019 compared to $2.2 million, or $0.28 per diluted share for the same period one year ago.

Highlights

Diluted EPS increased 65%, to $0.51 per share for the twelve-months ended December 31, 2019 compared to $0.31 per share one year ago;
Tangible book value increased 10.6% to $6.76 at December 31, 2019, compared to $6.11 one year ago;
Total Assets grew 13.1% to $661.6 million at December 31, 2019 compared to $585.0 million one year ago;
Total Loans receivable increased 11.4% to $480.1 at December 31, 2019 compared to $431.0 million one year ago;
Total Deposits increased 6.1% to $505.1 million at December 31, 2019, compared to $476.2 million one year ago;
Noninterest Bearing transaction accounts increased 33.1%, or $34.1 million, during the twelve-months ended December 31, 2019;
Net interest income improved 10.8% to $5.7 million for the three-months ended December 31, 2019, compared to $5.2 million for the same period of 2018;
Return on average equity was 7.46% for the twelve-months ended December 31, 2019 compared to 4.88% for 2018;
Return on average assets was 0.66% for the twelve-months ended December 31, 2019 compared to 0.45% for 2018;
Hired Robert Dozier as the Chief Banking Officer; and
Hired Brenton Mackie as the Midlands Market President

Changes in key balance sheet items are summarized below:

	As of December 31, 2019
	Year-Over-Year		Quarter-to-Date
	(dollars in thousands}
Assets	$76,623	13.10%	$4,080	0.62%
Loans	$49,168	11.41%	$6,734	1.42%
Deposits	$28,919	6.07%	*($3,798)	(0.75%)
Equity	$4,917	9.43%	$633	1.12%

*Result of an intentional reduction in high priced, non-core, time deposits in the amount of $11 million during the 4th quarter 2019.

Changes in key income statement items are summarized below.

	For the Three Months Ended December 31
	2019	2018	Change
	(dollars in thousands)

Total revenue	*$7,502	$8,222	($720)	(8.8%)
Total non-interest expense	$6,235	$6,439	($204)	(3.2%)
Net interest income	$5,738	$5,180	$558	10.8%
Non-interest income	*$1,764	$3,042	($1,278)	(42%)
Net Income	*$599	$1,169	($570)	(48.8%)
Net income after MSR adjustment (Non-GAAP)	$1,457	$1,145	$312	27.3%

* Includes a one-time negative MSR valuation adjustment of $1,127, 200.

F. R. Saunders, Jr., the Company's Chief Executive Officer, stated "we had an exceptional year in both our new and existing markets, growing loans at 11% and deposits at 6%, which includes a 33% increase in non-interest bearing transaction accounts year-over-year in a very competitive banking environment. Mortgage production in 2019 was robust given the favorable mortgage rate environment, with mortgage production totaling $363 million and exceeding forecasts by $100 million. Tangible book value per share increased 11% to $6.76 and diluted EPS grew by 65%, respectively, in 2019.

We recently announced Robert Dozier joining First Reliance Bank as Chief Banking Officer. Mr. Dozier is responsible for corporate strategy and the strategic market expansion of First Reliance Bank's footprint throughout the Carolinas. He will also oversee commercial sales management and community development for all markets. In addition, Brenton Mackie has joined the First Reliance team as Regional Executive Midlands. Mr. Mackie will help strategic market expansion of First Reliance Bank's footprint in the Midlands Region as well as oversee sales management and community development throughout that footprint. We welcome our new leaders and look forward to continued growth opportunities in Midlands and all our North and South Carolina areas.

We are finalizing plans for a new Myrtle Beach branch – Grissom Parkway to be built in 2020 as our team in the Myrtle Beach have worked hard at expanding our market presence. The market grew loans by $15 million and deposits by $8 million during 2019.

Our investment made last year in North Carolina continues to pay off as the market grew loans by $40 million and deposits by $9 million in 2019. We are preparing to relocate and expand our Winston-Salem office into a full service branch site in 2020 which will allow us to position ourselves for future growth in the Winston-Salem market. We are also actively looking for branch sites in the Lake Norman and the fast growing Charlotte markets."

Income Statement

Total revenue for the quarter ended December 31, 2019 totaled $7.5 million, a decline of $720,000, or 8.8%, compared to the same quarter one year ago. Absent the one-time MSR valuation adjustment, total revenue for the quarter ended December 31, 2019 would have totaled $8.6 million, an increase of $407,000, or 5%, compared to the same quarter one year ago. Net interest income increased 10.8% to $5.7 million for the fourth quarter of 2019 compared to the same period of 2018. According to Jeffrey A. Paolucci, Executive Vice President and Chief Financial Officer, "despite experiencing a 75% basis point decline in interest rates by the Federal Reserve in the second half of 2019, the Company's earning asset yield improved to 5.01% at year-end 2019 from 4.91% one year ago. Additionally, we have intentionally reduced our exposure to higher cost of deposits during the last two quarters of 2019 which will prove beneficial in lowering our cost of funds throughout 2020."

Balance Sheet

Total assets increased $76.6 million, or 13.1%, to $661.6 million at December 31, 2019, compared to $585.0 million at December 31, 2018. Loans receivable grew by $49.1 million, or 11.4%, to $480.2 million, at December 31, 2019, compared to $431.0 million, at December 31, 2018 due primarily to organic loan growth in our commercial, 1-4 family mortgage and consumer loan portfolios. Mr. Saunders added, "obtaining the main checking account for consumers and businesses is a major focus for all of our bankers. During 2019, we grew noninterest bearing transaction accounts balances by over 33%. Our Treasury Services focus saw double digit growth in commercial deposit accounts and treasury service products. Customers are doing more business with us overall and seem to like our brand of banking as is reflected in our strong services per household number of 5.6."

Asset Quality

Our asset quality continues to be very strong, with nonperforming assets declining by $451,000 to $1.8 million at December 31, 2019 compared to one year ago. OREO and repossessed assets remain nominal. The ratio of nonperforming assets to total assets declined to 0.28% at December 31, 2019, compared to 0.39% one year earlier. The allowance for loan losses as a percentage of loans improved to 0.74% at December 31, 2019 (adjusted for purchase accounting marks on acquired loans), compared to 0.70% one year earlier. Year-date-date provision expense is up 92.8%, to $983,803 compared to the same period a year ago of $510,356 due to an increase in loans outstanding.

Capital

First Reliance Bank continues to remain well capitalized under all regulatory measures with capital ratios exceeding the statutory well-capitalized thresholds by an ample margin. At December 31, 2019, capital ratios were as follows:

Ratio	First Reliance Bank		Well-Capitalized Minimum
Tier 1 leverage	9.23%	5.00%
Common equity tier 1 capital	10.88%	6.50%
Tier 1 capital	10.88%	8.00%
Total capital	11.54%	10.00%

ABOUT FIRST RELIANCE BANCSHARES, INC.

Founded in 1999, First Reliance Bancshares, Inc. (OTC: FSRL.OB), is based in Florence, South Carolina and has assets of approximately $661.1 million. The Company employs more than 142 professionals and has locations throughout South Carolina and central North Carolina. First Reliance has redefined community banking with a commitment to making customers lives better, its founding principle. Customers of the company have given it a 90% customer satisfaction rating well above the bank industry average of 81%. First Reliance is also one of three companies throughout South Carolina to receive the Best Places To Work in South Carolina award all 14 years since the program began. We believe that this recognition confirms that our associates are engaged and committed to our brand and the communities we serve. In addition to offering a full range of personalized community banking products and services for individuals, small businesses, and corporations, First Reliance offers two unique community-customers programs, which include: Hometown Heroes, a package of benefits for those serving our communities and Check N Save, an outreach program for the unbanked or under-banked. We also offer a full suite of digital banking services, a Customer Service Guaranty, a Mortgage Service Guaranty, and are open on most traditional holidays.

Additional information about the Company is available on the Company's web site at www.firstreliance.com.

Addendum to News Release

Use of Certain Non-GAAP Financial Measures and Forward-Looking Statements

Use of Certain Non-GAAP Financial Measures

This news release contains financial information determined by methods other than in accordance with generally accepted accounting principles ("GAAP"). Such statements should be read along with the accompanying tables, which provide a reconciliation of non-GAAP measures to GAAP measures. This news release and the accompanying tables discuss financial measures, including but not limited to, net income after MSR adjustment, which is a non-GAAP measure. We believe that such non-GAAP measures are useful because they enhance the ability of investors and management to evaluate and compare the Company's operating results from period to period in a meaningful manner. Non-GAAP measures should not be considered as an alternative to any measure of performance as promulgated under GAAP. Investors should consider the Company's performance and financial condition as reported under GAAP and all other relevant information when assessing the performance or financial condition of the company. Non-GAAP measures have limitations as analytical tools, and investors should not consider them in isolation or as a substitute for analysis of the Company's results or financial condition as reported under GAAP.

Please refer to the Non-GAAP reconciliation table in the financial statements accompanying this release for additional information.

Forward-Looking Statements

Certain statements in this news release contain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, such as statements relating to future plans and expectations, and are thus prospective. Such forward-looking statements include but are not limited to statements with respect to our plans, objectives, expectations and intentions and other statements that are not historical facts, and other statements identified by words such as "believes," "expects," "anticipates," "estimates," "intends," "plans," "targets," and "projects," as well as similar expressions. Such statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from future results expressed or implied by such forward-looking statements. Although we believe that the assumptions underlying the forward-looking statements are reasonable, any of the assumptions could prove to be inaccurate. Therefore, we can give no assurance that the results contemplated in the forward-looking statements will be realized. The inclusion of this forward-looking information should not be construed as a representation by the Company or any person that the future events, plans, or expectations contemplated by the Company will be achieved.

The following factors, among others, could cause actual results to differ materially from the anticipated results or other expectations expressed in the forward-looking statements: (1) competitive pressures among depository and other financial institutions may increase significantly and have an effect on pricing, spending, third-party relationships and revenues; (2) the strength of the United States economy in general and the strength of the local economies in which we conduct operations may be different than expected resulting in, among other things, a deterioration in the credit quality or a reduced demand for credit, including the resultant effect on the Company's loan portfolio and allowance for loan losses; (3) the rate of delinquencies and amounts of charge-offs, the level of allowance for loan loss, the rates of loan growth, or adverse changes in asset quality in our loan portfolio, which may result in increased credit risk-related losses and expenses; (4) the risk that the preliminary financial information reported herein and our current preliminary analysis will be different when our review is finalized; (5) changes in the U.S. legal and regulatory framework including, but not limited to, the Dodd-Frank Act and regulations adopted thereunder; (6) adverse conditions in the stock market, the public debt market and other capital markets (including changes in interest rate conditions) could have a negative impact on the Company, including the value of its MSR asset; (7) the business related to acquisitions may not be integrated successfully or such integration may take longer to accomplish than expected; (8) the expected cost savings and any revenue synergies from acquisitions may not be fully realized within expected timeframes; and (9) disruption from acquisitions may make it more difficult to maintain relationships with clients, associates or suppliers. All subsequent written and oral forward-looking statements concerning the Company or any person acting on its behalf are expressly qualified in their entirety by the cautionary statements above. We do not undertake any obligation to update any forward-looking statement to reflect circumstances or events that occur after the date the forward-looking statements are made.


First Reliance Bancshares, Inc. and Subsidiary
*Consolidated Balance Sheets*

	December	September	December
	2019	2019	2018
Assets
Cash and cash equivalents:
Cash and due from banks	$ 12,945,355	$ 5,341,563	$ 4,638,332
Interest-bearing deposits with other banks	27,395,328	21,531,739	29,923,656
Total cash and cash equivalents	40,340,683	26,873,302	34,561,988

Time deposits in other banks	253,911	253,911	253,003

Securities available-for-sale	35,715,041	36,186,239	33,556,796
Securities held-to-maturity (Estimated fair value of $10,746,649, $11,168,594,
and $14,250,850 at December 31, 2019, September 30, 2019, and December 31, 2018)	10,417,168	10,801,197	14,107,252
Nonmarketable equity securities	2,423,200	2,423,200	1,393,500
Trust Preferred Securities	0	0	0
Total investment securities	48,555,409	49,410,636	49,057,548

Mortgage loans held for sale	27,901,419	41,958,752	12,713,361

Loans receivable	480,185,395	473,451,053	431,017,231
Less allowance for loan losses	(3,529,855)	(3,223,262)	(3,009,528)
Loans, net	476,655,540	470,227,791	428,007,703

Premises, furniture and equipment, net	19,967,106	20,015,914	20,310,879
Accrued interest receivable	1,473,581	1,338,483	1,318,104
Other real estate owned	347,552	164,295	341,519
Cash surrender value life insurance	17,692,385	17,596,276	17,306,312
Net deferred tax assets	6,579,640	6,728,982	7,923,572
Mortgage servicing rights	11,022,638	11,246,514	9,023,859
Goodwill	690,917	690,917	690,917
Core deposit intangible	513,035	553,524	684,217
Other assets	9,619,094	10,473,931	2,796,830
Total assets	$ 661,612,909	$ 657,533,228	$ 584,989,812

Liabilities and Shareholders' Equity
Liabilities
Deposits
Noninterest-bearing transaction accounts	$ 137,312,316	$ 123,839,615	$ 103,201,256
Interest-bearing transaction accounts	89,168,078	80,016,992	83,251,127
Savings	120,472,195	121,650,523	120,801,341
Time deposits $250,000 and over	36,317,110	40,716,010	42,870,456
Other time deposits	121,817,938	142,662,096	126,044,529
Total deposits	505,087,637	508,885,236	476,168,709
Securities sold under agreement to repurchase	14,637,332	14,121,732	16,852,981
Federal Funds Purchased	16,500,000	9,000,000	-
Advances from Federal Home Loan Bank	43,300,000	43,300,000	20,000,000
Junior subordinated debentures	10,310,000	10,310,000	10,310,000
Subordinated debentures	4,881,073	4,838,413	4,934,877
Accrued interest payable	416,302	353,131	447,883
Lease Liability	5,701,327	5,863,520	0
Other liabilities	3,693,777	4,409,075	4,106,913
Total liabilities	604,527,448	601,081,107	532,821,363

Shareholders' Equity
Preferred stock
Series D preferred stock - 572, 575 and 581 shares issued and outstanding at December 31, 2019, September 30 2019, and December 31, 2018, respectively	572	575	581
Common stock, $0.01 par value; 20,000,000 shares authorized, 8,033,579, 7,989,277, and 8,002,172 shares issued and outstanding at December 31, 2019, September 30, 2019, and December 31, 2018, respectively	80,336	79,893	80,022
Non-Voting Common Stock - 410,499 shares issued and outstanding as of December 31, 2019, September 30, 2019, and December 31, 2018	4,105	4,105	4,105
Capital surplus	51,136,879	50,777,617	50,904,763
Treasury stock, at cost, 183,591, 176,602, and 94,505 at December 31, 2019,
September 30, 2019 and December 31, 2018, respectively	(1,283,469)	(1,227,361)	(624,120)
Nonvested restricted stock	(1,253,706)	(1,009,881)	(1,508,630)
Retained Earnings/Deficit	8,092,456	7,493,244	4,003,616
Accumulated other comprehensive loss	308,288	333,929	(691,888)
Total shareholders' equity	57,085,461	56,452,121	52,168,449
Total liabilities and shareholders' equity	$ 661,612,909	$ 657,533,228	$ 584,989,812

Book Value	$ 6.91	$ 6.86	$ 6.27
Tangible Book Value	$ 6.76	$ 6.71	$ 6.11


First Reliance Bancshares, Inc. and Subsidiary
*Consolidated Statements of Operations*

	Three Months Ended	Three Months Ended	Three Months Ended
	December 31, 2019	September 30, 2019	December 31, 2018
Interest income:
Loans, including fees	$ 6,760,349	$ 6,688,510	$ 5,913,149

Investment securities:
Taxable	292,588	292,321	299,711
Tax exempt	34,170	34,255	34,283
Other interest income	90,921	68,073	153,108
Total	7,178,028	7,083,159	6,400,251
Interest expense:
Time deposits	900,092	1,112,929	796,162
Other deposits	142,477	145,889	142,706
Other interest expense	397,456	336,752	281,407
Total	1,440,025	1,595,570	1,220,275

Net interest income	5,738,003	5,487,589	5,179,977
Provision for loan losses	480,000	208,256	285,918
Net interest income after provision for loan losses	5,258,003	5,279,333	4,894,059

Noninterest income:
Service charges on deposit accounts	447,065	437,494	453,128
Gain on sale of mortgage loans	1,798,460	2,301,055	1,162,307
Mortgage Servicing Rights valuation adjustment	(1,127,299)	(180,000)	33,582
Income from bank owned life insurance	96,108	97,590	98,197
Other service charges, commissions, and fees	408,410	381,828	393,771
Gain on Nonmarketable securities	441	588	800,000
Other	140,799	105,962	100,909
Total	1,763,984	3,144,517	3,041,894

Noninterest expenses:
Salaries and benefits	3,718,247	3,819,396	3,865,590
Occupancy	603,278	602,140	571,866
Furniture and equipment related expenses	434,676	440,033	503,636
Other	1,478,324	1,433,527	1,316,045
Merger Related Expenses	-	-	181,551
Total	6,234,525	6,295,096	6,438,688
Income before income taxes	787,462	2,128,754	1,497,265
Income Tax Expense	188,251	621,081	327,998
Net income	599,211	1,507,673	1,169,267
Net income available to common shareholders	$ 599,211	$ 1,507,673	$ 1,169,267

Average common shares outstanding, basic	7,903,106	7,946,356	7,934,841
Average common shares outstanding, diluted	8,104,246	8,076,759	8,040,316

Income per common share:
Basic income per share	$ 0.08	$ 0.19	$ 0.15
Diluted income per share	$ 0.07	$ 0.19	$ 0.15

Non-GAAP finanical measurements (unaudited)

Net income available to common shareholders before adjustments	599,211	1,507,673	1,169,267
Adjustments
MSR Valuation Adj	1,127,299	180,000	(33,582)
Income Tax Expense - associated with MSR Valuation Adj	(269,537)	(52,200)	9,739
Total Adjustments	857,762	127,800	(23,843)

Net income after adjustments (non-GAAP)	$ 1,456,973	$ 1,635,473	$ 1,145,424

Adjusted Income per common share:
Basic income per share (non-GAAP)	$ 0.18	$ 0.21	$ 0.14
Diluted income per share (non-GAAP)	$ 0.18	$ 0.20	$ 0.14


First Reliance Bancshares, Inc. and Subsidiary
Consolidated Statements of Operations


	December 31, 2019	December 31, 2018
Interest income:
Loans, including fees	$ 26,189,861	$ 22,010,885

Investment securities:
Taxable	1,197,956	1,039,259
Tax exempt	136,964	147,950
Other interest income	329,038	426,598
Total	27,853,819	23,624,692
Interest expense:
Time deposits	4,071,602	2,191,437
Other deposits	562,913	534,572
Other interest expense	1,322,522	964,475
Total	5,957,037	3,690,484

Net interest income	21,896,782	19,934,208
Provision for loan losses	983,803	510,356
Net interest income after provision for loan losses	20,912,979	19,423,852

Noninterest income:
Service charges on deposit accounts	1,681,812	1,597,211
Gain on sale of mortgage loans	6,900,740	4,813,820
Mortgage Servicing Rights valuation adjustment	(1,307,299)	324,840
Income from bank owned life insurance	386,073	390,557
Other service charges, commissions, and fees	1,548,202	1,510,405
Gain on sale of Investment Securities	21,168	-
Gain on Nonmarketable securities	16,077	800,000
Other	456,192	487,529
Total	9,702,965	9,924,362

Noninterest expenses:
Salaries and benefits	15,369,271	15,373,131
Occupancy	2,376,794	2,227,135
Furniture and equipment related expenses	1,821,523	2,021,351
Other	5,669,073	5,549,562
Merger Related Expense	37,211	1,005,195
Total	25,273,872	26,176,374
Income before income taxes	5,342,072	3,171,840
Income tax expense	1,253,233	741,606
Net income	4,088,839	2,430,234
Net income available to common shareholders	$ 4,088,839	$ 2,430,234

Average common shares outstanding, basic	7,937,617	7,738,547
Average common shares outstanding, diluted	8,081,419	7,867,587

Income (loss) per common share:
Basic income (loss) per share	$ 0.52	$ 0.31
Diluted income (loss) per share	$ 0.51	$ 0.31

Non-GAAP finanical measurements (unaudited)


Net income available to common shareholders before adjustments	4,088,839	2,430,234
Adjustments
MSR Valuation Adj	1,307,299	(324,840)
Income Tax Expense - associated with MSR Valuation Adj	(312,575)	94,204
Total Adjustments	994,724	(230,636)

Net income after adjustments (non-GAAP)	$ 5,083,563	$ 2,199,598

Adjusted Income per common share:
Basic income per share (non-GAAP)	$ 0.64	$ 0.28
Diluted income per share (non-GAAP)	$ 0.63	$ 0.28

Profitability, Asset Quality and Capital Adequacy

(dollars in thousands, except asset quality and per share data)	As of and for the Three Months Ended
	December 31, 2019	September 30, 2019	December 31, 2018
Asset Quality
Loans 90 days past due & still accruing	-	-	10
Nonaccrual loans	1,476	1,734	1,923
Total nonperforming loans	1,476	1,734	1,933
OREO and repossessed assets	348	164	342
Total Nonperforming Assets	1,824	1,898	2,275

Accruing TDRs	3,584	3,119	4,746
Nonperforming loans to loans	0.31%	0.37%	0.45%
Nonperforming assets to total assets	0.28%	0.29%	0.39%
Allowance for loan losses to total loans	0.74%	0.68%	0.70%
Allowance for loan losses to nonperforming loans	239.15%	185.89%	155.69%

Capital Data (at quarter end)
Book value per share	$ 6.91	$ 6.86	$ 6.27
Tangible book value per share	$ 6.76	$ 6.71	$ 6.11

Per Share Data
QTD Weighted Average Shares Outstanding- basic	7,903,106	7,946,356	7,934,841
QTD Weighted Average Shares Outstanding- diluted	8,104,246	8,076,759	8,040,316
Earning Per Share - basic	$ 0.08	$ 0.19	$ 0.15
Earning Per Share -diluted	$ 0.07	$ 0.19	$ 0.15

Profitability Ratios-Bank Only
Net Interest Margin	4.10%	4.11%	4.31%
Return on Average Assets	0.89%	0.98%	0.69%
Return on Average Equity	8.41%	9.26%	6.33%
Efficiency Ratio	75.80%	75.26%	83.03%

Profitability Ratios-Bank Only Excluding MSR valuation adjustment
Return on Average Assets	1.03%	0.98%	0.69%
Return on Average Equity	9.69%	9.26%	6.33%
Efficiency Ratio	74.14%	75.26%	83.03%

Profitability Ratios-Holding Company Only
Net Interest Margin	3.96%	3.96%	4.16%
Return on Average Assets	0.66%	0.76%	0.45%
Return on Average Equity	7.46%	8.61%	4.88%
Efficiency Ratio	81.01%	80.05%	88.38%

Capital Adequacy- Bank Only
Tier 1 leverage ratio	9.23%	9.12%	9.51%
Common Equity Tier 1 capital	10.88%	10.53%	11.40%
Tier 1 capital ratio	10.89%	10.53%	11.40%
Total capital ratio	11.54%	11.13%	12.05%
Total risk weighted assets ('000s)	539,784	541,387	466,353