Guaranty Bancorp Announces 2009 Second Quarter Financial Results and That All Necessary Approvals or Non-Objections Have Been Received Regarding the Preferred Stock Issuance


DENVER, July 31, 2009 (GLOBE NEWSWIRE) -- Guaranty Bancorp (Nasdaq:GBNK) today reported a second quarter 2009 net loss of $10.9 million, or 21 cents loss per basic and diluted share, compared to second quarter 2008 net income of $2.0 million, or 4 cents earnings per basic and diluted share. Excluding after-tax intangible asset amortization of $1.0 million, the second quarter 2009 cash net loss was $9.9 million, or 19 cents loss per basic and diluted share, compared to second quarter 2008 cash net income of $3.2 million, or 6 cents earnings per basic and diluted share. The unfavorable decrease in our second quarter 2009 results as compared to the second quarter 2008 is primarily due to an increased provision for loan losses and Federal Deposit Insurance Corporation (FDIC) insurance assessments, partially offset by a decrease in other noninterest expense.

On May 6, 2009, the Company announced that it had entered into a definitive agreement to sell up to $60 million of mandatorily convertible preferred stock. The transaction was subject to the receipt of stockholder and regulatory approvals or non-objections, as well as other customary closing conditions. At the Company's Special Meeting of Stockholders held on June 29, 2009, each of the proposals presented, the approval of which was a condition of the proposed capital raise, was approved. On July 27, 2009, the necessary regulatory approvals or non-objections were received by each of the principal investors. The closing is expected to occur on or about the week of August 10, 2009, subject to the satisfaction of remaining customary closing conditions.

Dan Quinn, Guaranty Bancorp President and CEO, stated, "Even without giving effect to the pending additional capital which will result from the issuance of the preferred stock, the Company ended the quarter with a GAAP equity ratio of 7.90% and a tangible equity ratio of 6.83%. Further, we had a total risk-based capital ratio of approximately 10.7% for both the consolidated Company, as well as for our subsidiary bank. The Company has always maintained the capital ratio of its subsidiary bank above the 10% minimum for it to be considered "well capitalized" for regulatory purposes. The additional capital resulting upon completion of the pending offering will further strengthen the Company and our subsidiary bank's capital position in this difficult banking environment."

Mr. Quinn continued, "During the second quarter 2009, our results were negatively affected by a higher provision for loan losses as well as the special assessment from the FDIC on all banks. However, these items were partially offset by an improvement in net interest margin by 12 basis points over the previous quarter as a result of management initiatives focused on both loan yields and deposit costs. This increase in margin and related spread enabled us to modestly increase our quarterly net interest income even though total earning assets declined during the quarter. Additionally, our year to date 2009 noninterest expense decreased by $5.2 million, or 13.6%, over the same period in 2008 primarily as a result of a major initiative announced in the second quarter 2008 to better align our expenses with the current size of our business."

The Company's net loss for the first six months of 2009 was $10.4 million, or $0.20 loss per basic and diluted share compared to net income of $5.3 million or $0.10 earnings per basic and diluted share for the same period in 2008. The primary cause for the decrease over 2008 is a $19.3 million increase in the provision for loan losses and $10.5 million reduction in net interest income, partially offset by lower noninterest and tax expense.

Pending Preferred Stock Issuance

On June 29, 2009, the Company held a Special Meeting of Stockholders to obtain stockholder approval of certain matters in connection with its previously announced transaction to raise up to $60 million of capital in the form of preferred stock. At the Special Meeting, the stockholders approved (i) the issuance of up to 60,000 shares of our 9.0% mandatorily convertible preferred stock and (ii) the Company's proposed Second Amended and Restated Certificate of Incorporation, which will increase the total authorized number of shares of common stock from 100,000,000 to 150,000,000 and establish a class of non-voting common stock, each of which proposals was fully described in the Company's proxy statement for the Special Meeting dated June 1, 2009.

On July 27, 2009, the necessary regulatory approvals or non-objections were received by each of the principal investors. The closing on the sale and issuance of up to $60 million of mandatorily convertible preferred stock is expected to occur on or about the week of August 10, 2009, subject to the satisfaction of the remaining customary closing conditions.

The following table presents the actual and pro forma capital ratios of the Company as of June 30, 2009, assuming the consummation of the sale and issuance of the full $60 million of preferred stock had occurred on June 30, 2009:



                                        Actual Capital   Pro Forma
                                          Ratios at    Capital Ratios
                                          June 30,       at June 30,
                                            2009          2009 (1)
                                       ------------------------------
 Total Risk-Based Capital Ratio            10.73%          13.84%
 Tier 1 Risk-Based Capital Ratio            9.46%          10.04%
 Leverage Ratio                             8.96%           9.51%

 Equity ratio - GAAP                        7.90%          10.61%
 Tangible equity ratio (2)                  6.83%           9.60%

 (1) Assumes the sale and issuance of $60,000,000 of preferred stock, 
 net of $1,000,000 of issuance costs. The preferred stock is treated 
 as a restricted core capital element for Tier 1 Capital purposes. 
 Restricted core elements are restricted to an amount not to exceed 
 25% of all core capital elements.

 (2) The tangible equity ratio includes total equity, less intangible
 assets. The methodology of determining tangible equity may differ 
 among companies.

 Key Financial Measures

 Income Statement

                               Quarter Ended         Six Months Ended
                       ---------------------------- ------------------
                       June 30,  March 31, June 30,  June 30, June 30,
                         2009      2009     2008       2009     2008
                       ---------------------------- ------------------
 Earnings (loss) per 
  share-basic & 
  diluted              $ (0.21)  $  0.01  $  0.04   $ (0.20)  $  0.10

 Cash earnings (loss) 
  per share-basic & 
  diluted              $ (0.19)  $  0.03  $  0.06   $ (0.16)  $  0.15
 Return on average 
  assets                 (2.17)%    0.09%    0.35%    (1.03)%    0.45%
 Return on tangible 
  average assets (cash)  (1.99)%    0.28%    0.62%    (0.85)%    0.73%
 Net interest margin      3.38%     3.26%    4.20%     3.32%     4.31%

 Balance Sheet
                    June 30,  December 31,  %        June 30,    % 
                     2009        2008     Change       2008    Change
 ---------------------------------------------------------------------
                   (Dollars in thousands, except per share amounts)
 Total loans, net 
  of unearned 
  discount        $1,651,572  $1,826,333  (9.6)%   $1,789,155   (7.7)%
 Loans held for 
  sale                 5,250       5,760  (8.9)%           --     100%
 Allowance for 
  loan losses        (43,041)    (44,988) (4.3)%      (26,506)   62.4%
 Total assets      1,944,867   2,102,741  (7.5)%    2,358,559  (17.5)%
 Average assets, 
  quarter-to-date  2,011,314   2,099,519  (4.2)%    2,350,421  (14.4)%
 Total deposits    1,560,730   1,698,651  (8.1)%    1,707,031   (8.6)%
 Book value per 
  share           $     2.93  $     3.07  (4.6)%   $     8.04  (63.6)%
 Tangible book 
  value per share $     2.50  $     2.58  (3.1)%   $     2.73   (8.4)%
 Equity ratio - 
  GAAP                  7.90%       7.68%   2.9%        17.97% (56.0)%
 Tangible equity 
  ratio                 6.83%       6.55%   4.3%         6.93%  (1.4)%



 Net Interest Income and Margin

                              Quarter Ended         Six Months Ended
                     ----------------------------- -------------------
                      June 30,  March 31, June 30,  June 30,  June 30,
                       2009       2009      2008     2009       2008
                     ----------------------------- -------------------
                                   (Dollars in thousands)

 Net interest income $ 15,860  $ 15,718  $ 20,391  $ 31,578  $ 42,041
 Interest rate 
  spread                 2.77%     2.62%     3.50%     2.69%     3.54%
 Net interest margin     3.38%     3.26%     4.20%     3.32%     4.31%
 Net interest margin, 
  fully tax 
  equivalent             3.46%     3.34%     4.28%     3.40%     4.41%

Second quarter 2009 net interest income of $15.9 million increased by $0.1 million from the first quarter 2009, and decreased $4.5 million from the second quarter 2008. The Company's net interest margin of 3.38% for the second quarter 2009 reflected an increase of 12 basis points from the first quarter 2009 and a decline of 82 basis points from the second quarter 2008. The increase in net interest margin and net interest spread in the second quarter 2009, as compared to the first quarter 2009, is primarily due to initiatives implemented by management in late 2008 and into 2009 through the utilization of minimum rates and higher pricing on renewed and new loans, as well as the replacement of matured time deposits with lower cost deposits. The decline in the net interest margin from the second quarter 2008 to the second quarter 2009 is mostly attributable to the greater than 200 basis point cut in the target federal funds rate by the Federal Open Market Committee of the Federal Reserve Board since the beginning of the second quarter 2008. The targeted federal funds rate was 2.25% at April 1, 2008 and fell to between 0% and 0.25% on December 16, 2008, where it remains today. These historically low rates have caused a dramatic decrease to our overall net interest margin throughout 2008 and into 2009.

Interest income decreased by $5.4 million from $30.2 million in the second quarter 2008 to $24.8 million in the second quarter 2009. This decrease was primarily due to a decrease in interest rates. Approximately 59% of the Company's outstanding loan balances are variable rate loans and are generally tied to an index, such as prime or LIBOR. As a result of the decline in rates discussed above, the average yield on loans for the Company decreased by 95 basis points from 6.32% for the quarter ended June 30, 2008 to 5.37% for the same period in 2009. The Company remains asset sensitive at the end of second quarter 2009 and expects that as interest rates rise, net interest income will also increase.

Interest expense decreased by $0.9 million, or 9.3%, to $8.9 million for the second quarter 2009 as compared to the second quarter 2008. The decrease in interest expense from the second quarter 2008 was primarily the result of a $1.8 million favorable rate variance and a $0.9 million unfavorable volume variance. The overall cost of funds declined by 21 basis points to 2.51% from the second quarter 2008 to the second quarter 2009, primarily as a result of the overall cost of interest bearing deposits decreasing by 19 basis points.

For the six months ended June 30, 2009, the Company's net interest income declined by $10.5 million from the same period in 2008. This decline is due mostly to an $8.0 million unfavorable rate variance due to a 99 basis point decrease in net interest margin, primarily attributable to the Company being asset sensitive coupled with a greater than 400 basis point cut in the target federal funds rate by the Federal Open Market Committee of the Federal Reserve Board since the beginning of 2008. The remainder of the decrease in net interest income is primarily due to lower earning assets.

Noninterest Income

The following table presents noninterest income as of the dates indicated.



                              Quarter Ended          Six Months Ended
                      ----------------------------  ------------------
                      June 30,  March 31, June 30,  June 30,  June 30,
                        2009      2009      2008      2009      2008
                      ----------------------------  ------------------
                                       (In thousands)

 Noninterest income:
  Customer service
   and other fees     $  2,354  $  2,679  $  2,528  $  5,033  $  4,804
  Gain on sale of
   securities               --        --        --        --       138
  Other                    273       236       604       509       705
                      ----------------------------  ------------------
  Total noninterest
   income             $  2,627  $  2,915  $  3,132  $  5,542  $  5,647
                      ============================  ==================

Noninterest income for the second quarter 2009 decreased by $0.3 million from the first quarter 2009 and decreased by $0.5 million from the second quarter 2008.

For the six months ended June 30, 2009, noninterest income remained relatively flat to the same period in 2008.

Noninterest Expense

The following table presents noninterest expense as of the dates indicated.



                              Quarter Ended          Six Months Ended
                      ----------------------------  ------------------
                      June 30,  March 31, June 30,  June 30,  June 30,
                        2009      2009      2008      2009      2008
                      ----------------------------  ------------------
                                       (In thousands)
 Noninterest expense:
  Salaries and
   employee benefits  $  6,712  $  6,739  $  9,184  $ 13,451  $ 18,904
  Occupancy expense      1,926     1,921     2,131     3,847     4,132
  Furniture and
   equipment             1,147     1,131     1,383     2,278     2,697
  Amortization of
   intangible assets     1,581     1,582     1,877     3,163     3,754
  Other general and
   administrative        6,348     4,108     5,122    10,456     8,920
                      ----------------------------  ------------------
  Total noninterest
   expense            $ 17,714  $ 15,481  $ 19,697  $ 33,195  $ 38,407
                      ============================  ==================

Noninterest expense for the second quarter 2009 increased by $2.2 million as compared to the first quarter 2009, and decreased by $2.0 million from the second quarter 2008. The increase in noninterest expense for the second quarter 2009 as compared to the first quarter 2009 is primarily due to increases to FDIC insurance assessments, whereas, the decrease in expense from second quarter 2008 is mostly due to a decline in salaries and employee benefits.

Noninterest expense for the second quarter 2009 as compared to the same quarter in 2008 decreased by approximately $2.0 million due mostly to a $2.5 million decrease in salaries and employee benefits, as well as $0.2 million decreases in both occupancy expense and furniture and equipment expense, respectively. These three categories of noninterest expense decreased in the second quarter 2009, as compared to the same quarter in 2008 primarily as a result of the major effort announced in the second quarter 2008 to better align our expenses with the current size of our business. Since the second quarter 2008, overall full-time equivalent employees have decreased from 441 to 380, and the Company has reduced the number of branches by two.

Amortization of intangible assets in the second quarter 2009 remained relatively flat as compared to the first quarter 2009 and decreased by $0.3 million from the second quarter 2008. The decrease from second quarter 2008 is the result of the use of accelerated amortization related to our core deposit intangible assets.

Other general and administrative expense increased in the second quarter 2009 by $2.2 million from the first quarter 2009 and increased by $1.2 million from the second quarter 2008. The increase from the first quarter 2009 is primarily a result of a $1.2 million increase in FDIC insurance assessments due both to higher rates starting on April 1, 2009, as well as the special assessment imposed by the FDIC on all banks during the second quarter of 2009. Additionally, there were $0.9 million in write-downs of other real estate owned during the second quarter 2009. The increase of $1.2 million from the second quarter 2008 is primarily a result of a $1.5 million increase in FDIC insurance assessments on our deposits and a $0.9 million increase in write-downs of other real estate owned. These increases were partially offset by a decrease resulting from a $1.3 million charge in the second quarter 2008 related to the decision to close two branches.

Noninterest expense for the six months ended June 30, 2009 decreased by $5.2 million, or 13.6%, over the same period in 2008. This decline in noninterest expense is mostly attributable to a $5.5 million decrease in salaries and employee benefits expense due primarily to a decline in staffing levels as a result of the major effort announced in the second quarter 2008 to better align our expenses with the current size of our business. Additionally, there was a $0.3 million decrease in occupancy expense and a $0.4 million decrease in furniture and equipment expense, primarily as a result of the closure of two branches in 2008 and a decision to outsource certain processing items for the Company. These expense reductions were partially offset by a $1.5 million increase to other noninterest expense, which increased primarily as a result of a $1.9 million increase to FDIC insurance assessments and a $0.6 million increase in professional services due mostly to higher legal and other professional fees related to the work-out of problem credits. These increases to other noninterest expense were partially offset by a decrease resulting from a $1.3 million charge in the second quarter 2008 related to the decision to close two branches.

Balance Sheet



                       June 30,   Dec. 31,    %      June 30,    %
                         2009       2008    Change     2008    Change
 ---------------------------------------------------------------------
                      (Dollars in thousands, except per share amounts)

 Total assets         1,944,867  2,102,741  (7.5)%  2,358,559  (17.5)%
 Average assets,
  quarter-to-date     2,011,314  2,099,519  (4.2)%  2,350,421  (14.4)%
 Total deposits       1,560,730  1,698,651  (8.1)%  1,707,031   (8.6)%

 Equity ratio - GAAP       7.90%      7.68%  2.9%       17.97% (56.0)%
 Tangible equity ratio     6.83%      6.55%  4.3%        6.93%   1.4%

At June 30, 2009, the Company had total assets of approximately $1.9 billion as compared to $2.1 billion at December 31, 2008, and $2.4 billion at June 30, 2008. The Company's shrinking balance sheet during 2009 is primarily a result of management's effort to improve the risk profile of the Company by decreasing its exposure to real estate loans and improve overall capital ratios. The decline in assets from December 31, 2008, is primarily a result of a $175 million decrease in total loans outstanding, consisting mostly of a $70 million decrease in real estate loans and a $107 million decrease in commercial loans. The decline in commercial loans was mostly due to a reduction in lower yielding syndicated and participated loans. The decline in overall assets from June 30, 2008 is mostly due to a reduction in intangible assets as a result of a non-cash goodwill impairment charge recorded in the third quarter 2008.

The GAAP equity ratio and tangible equity ratio each increased from December 31, 2008. The tangible equity ratio was 6.83% at June 30, 2009 as compared to 6.55% at December 31, 2008, an increase of 4.3%.

The following table sets forth the amounts of our loans outstanding (excluding loans held for sale) at the dates indicated:



                       June 30,     March 31,    Dec. 31,     June 30,
                         2009         2009         2008         2008
                     --------------------------------------------------
                                       (In thousands)

 Loans on real
   estate:
  Residential and
   commercial        $   682,923  $   658,982  $   680,030  $   717,533
  Construction           190,197      250,665      268,306      232,522
  Equity lines of
   credit                 55,812       52,679       50,270       46,778
 Commercial loans        639,462      714,218      746,241      705,309
 Agricultural loans       22,764       22,686       22,738       29,442
 Lease financing           4,722        3,547        3,549          472
 Installment loans
  to individuals          37,878       38,220       38,352       39,611
 Overdrafts                  569          987          855          915
 SBA and other            20,215       18,294       19,592       20,241
                     --------------------------------------------------
                       1,654,542    1,760,278    1,829,933    1,792,823
 Unearned discount        (2,970)      (3,175)      (3,600)      (3,668)
                     --------------------------------------------------
 Loans, net of
  unearned discount  $ 1,651,572  $ 1,757,103  $ 1,826,333  $ 1,789,155
                     ==================================================

There were $928.9 million of real estate loans at June 30, 2009 as compared to $998.6 million at December 31, 2008, a decrease of $69.7 million. Management continues its efforts to decrease its exposure to residential real-estate and residential land and land development loans. At June 30, 2009, there were approximately $37 million of loans secured by for-sale residential real estate and approximately $84 million of residential land and land development loans, respectively. This compares to December 31, 2008, with approximately $57 million of loans secured by for-sale residential real estate and approximately $114 million of residential land and land development loans.

The $78.1 million decrease in construction loans, and the $2.9 million increase in residential and commercial real estate loans at June 30, 2009 as compared to December 31, 2008 is partially a result of a $44 million reclassification of construction loans to commercial real estate loans due to the completion of the underlying building projects and the commencement of amortization of these loans. Most of the remainder of the decrease in construction loans was a result of moving the loans to other real estate owned during 2009.

The following table sets forth the amounts of our deposits outstanding at the dates indicated:



                     --------------------------------------------------
                       June 30,     March 31,    Dec. 31,     June 30,
                         2009         2009         2008        2008
                     --------------------------------------------------
                                        (In thousands)
 Noninterest bearing
  deposits           $   352,185  $   422,509  $   433,761  $   515,646
 Interest bearing
  demand                 142,013      140,110      145,492      149,019
 Money market            306,243      285,164      315,364      524,592
 Savings                  72,143       72,157       68,064       71,474
 Time                    688,146      719,857      735,970      446,300
                     --------------------------------------------------
 Total deposits      $ 1,560,730  $ 1,639,797  $ 1,698,651  $ 1,707,031
                     ==================================================

Total deposits at June 30, 2009 declined by $137.9 million, as compared to December 31, 2008, as a result of $47.8 million decrease in time deposits and a $90.1 million decrease in other categories. A portion of the decrease in noninterest bearing deposits is due to a $66.5 million movement of funds from a noninterest bearing account to a money market account by a single account holder who administers an omnibus account on behalf of bank cash sweep account customers.

It is expected that the decline in time deposits will continue throughout 2009. At June 30, 2009, there were approximately $177 million in brokered time deposits, excluding reciprocal balances with other banks through the Certificate of Deposit Account Registry Service (CDARS). Approximately $60 million of brokered deposits with an average rate of 3.84% will mature during the remainder of 2009 and management does not expect to replace all of these maturities with new time deposits.

Noninterest bearing deposits decreased by $70.3 million as compared to March 31, 2009, partially as a result of a $66.5 million movement to money market by a single account holder as discussed above. Noninterest bearing deposits comprised 22.6% of total deposits at June 30, 2009 as compared to 25.8% at March 31, 2009.

Borrowings were $164.5 million at June 30, 2009 as compared to $166.4 million at December 31, 2008, and $147.1 million at June 30, 2008. The entire balance of borrowings at each balance sheet date consisted of term advances with the Federal Home Loan Bank.

Regulatory Capital Ratios

The Company's and the subsidiary bank's capital ratios remain above the highest regulatory capital requirement of "well-capitalized" at June 30, 2009. The Company's and the bank subsidiary's actual capital ratios for June 30, 2009 and December 31, 2008 are presented in the table below:



                                                            Minimum
                                                          Requirement
                      Ratio at   Ratio at       Minimum    for "Well
                      June 30,  December 31,    Capital   Capitalized"
                        2009        2008      Requirement  Institution
                      ------------------------------------------------

 Total Risk-Based
  Capital Ratio:
   Consolidated         10.73%        10.61%        8.00%         N/A
   Guaranty Bank and
    Trust Company       10.71%        10.52%        8.00%       10.00%
 Tier 1 Risk-Based
  Capital Ratio:
   Consolidated          9.46%         9.35%        4.00%         N/A
   Guaranty Bank and
    Trust Company        9.44%         9.26%        4.00%        6.00%
 Leverage Ratio:
   Consolidated          8.96%         8.98%        4.00%         N/A
   Guaranty Bank and
    Trust Company        8.95%         8.90%        4.00%        5.00%

Generally, the allowance for loan losses is included in both total capital for regulatory purposes, but is limited to 1.25% of total risk-weighted assets. Without this limitation, the total risk-based capital ratio would be higher. At June 30, 2009, approximately $19.3 million of the Company's allowance for loan losses is disallowed from being included in total risk-based capital under the regulatory capital rules, or approximately 1.01% of total risk-weighted assets.

Asset Quality

The following table presents selected asset quality data (excluding loans held for sale) as of the dates indicated:



                      June 30,  March 31, Dec. 31,  Sept. 30, June 30,
                        2009      2009      2008      2008      2008
                      ------------------------------------------------
                                   (Dollars in thousands)

 Nonaccrual loans,
  not restructured    $ 52,483  $ 57,299  $ 54,594  $ 54,654  $ 29,742
 Accruing loans past
  due 90 days or more    2,671       911       228       324        98
                      ------------------------------------------------

 Total nonperforming
  loans (NPLs)          55,154    58,210    54,822    54,978    29,840
 Other real estate
  owned and foreclosed
  assets                34,746    14,524       484     1,199     1,910
                      ------------------------------------------------

 Total nonperforming
  assets (NPAs)       $ 89,900  $ 72,734  $ 55,306  $ 56,177  $ 31,750
                      ================================================

 Accruing loans past
  due 30-89 days      $ 39,836  $ 31,957  $ 35,169  $ 20,660  $ 20,169
                      ================================================

 Allowance for loan
  losses              $ 43,041  $ 37,598  $ 44,988  $ 44,765  $ 26,506
                      ================================================

 Selected ratios:
 NPLs to loans, net of
  unearned discount       3.34%     3.31%     3.00%     3.09%     1.67%
 NPAs to total assets     4.62%     3.57%     2.63%     2.74%     1.35%
 Allowance for loan
  losses to NPAs         47.88%    51.69%    81.34%    79.69%    83.48%
 Allowance for loan
  losses to NPLs         78.04%    64.59%    82.06%    81.42%    88.83%
 Allowance for loan
  losses to loans, net
  of unearned discount    2.61%     2.14%     2.46%     2.52%     1.48%
 Loans 30-89 days past
  due to loans, net
  of unearned discount    2.41%     1.82%     1.93%     1.16%     1.13%

The types of nonperforming loans (excluding loans held for sale) as of June 30, 2009 and March 31, 2009 are as follows:



              --------------------------------------------------------
                                Nonperforming Loans
              --------------------------------------------------------
                    June 30, 2009               March 31, 2009
              ---------------------------  ---------------------------
                Loan             Related     Loan             Related
              Balance  Percent  Allowance  Balance  Percent  Allowance
              ---------------------------  ---------------------------
                              (Amounts in thousands)
 Residential
  Construction,
  Land and
  Land
  Development $28,838    52.3%   $ 3,066   $31,194    53.6%   $ 2,842
 Other
  Residential
  Loans         3,245     5.9%       591     3,720     6.4%       424
 Commercial
  and
  Industrial
  Loans        10,869    19.7%       659    12,262    21.1%     1,080
 Commercial
  Real Estate  10,979    19.9%     2,725    10,962    18.8%     1,957
 Other          1,223     2.2%       250        72     0.1%        39
              ---------------------------  ---------------------------
 Total        $55,154   100.0%   $ 7,291   $58,210   100.0%   $ 6,342
              ===========================  ===========================

The types of loans included in the accruing loans past due 30-89 days as of June 30, 2009 and March 31, 2009 are as follows:



                                 --------------------------------------
                                   Accruing loans past due 30-89 days
                                 --------------------------------------
                                    June 30, 2009      March 31, 2009
                                 ------------------  ------------------
                                  Loan                Loan
                                 Balance   Percent   Balance   Percent
                                 ------------------  ------------------
                                         (Amounts in thousands)

 Residential Construction, Land
  and Land Development           $ 12,096     30.4%  $ 20,539     64.3%
 Other Residential Loan             3,339      8.4%       153      0.5%
 Commercial and Industrial Loans   21,389     53.6%     8,065     25.2%
 Commercial Real Estate             2,419      6.1%     2,265      7.1%
 Other                                593      1.5%       935      2.9%
                                 ------------------  ------------------
 Total                           $ 39,836    100.0%  $ 31,957    100.0%
                                 ==================  ==================

At June 30, 2009, approximately $25 million of the $39.8 million of accruing loans past due 30-89 days were matured and in the process of renewal. These loans are current with respect to payments, but are on the past due listing as they have matured and need to be renewed. During the last three quarters, the Company has seen an increase of approximately $6.1 million in the matured past due loan category. Due to more conservative underwriting requirements and pricing increases being sought, it is taking longer to negotiate and redocument the matured loans.

Accruing loans over 90 days past due increased to $2.7 million at June 30, 2009, from $0.9 million at March 31, 2009. Included in the $2.7 million at June 30, 2009, was a single loan for $2.5 million which was renewed subsequent to quarter-end and is performing to its terms.

The Company recorded a provision for loan losses in the second quarter 2009 of $18.6 million, as compared to $0.9 million in the second quarter 2008 and $2.5 million in the first quarter 2009. The second quarter 2009 provision for loan losses excess over second quarter net charge-offs was due primarily to the impact of continued stress on commercial real estate values and performance on our general component of the allowance for loan losses.

Net chargeoffs in the second quarter 2009 were $13.2 million, as compared to $0.4 million in the second quarter 2008, and $9.9 million in the first quarter 2009. Impaired loans as of June 30, 2009 totaled $55.2 million, as compared to $58.2 million at the end of the first quarter 2009.

The allowance for loan losses to total loans outstanding was 2.61% at June 30, 2009, as compared to 2.46% at December 31, 2008 and 1.48% at June 30, 2008.

Shares Outstanding

As of June 30, 2009, the Company had 52,438,908 shares outstanding, including 1,110,744 shares of unvested stock awards, but excluding 66,616 shares to be issued under its deferred compensation plan.

Non-GAAP Financial Measures

This press release includes non-GAAP financial measures related to the income statement, including cash net income, cash earnings per share and return on average tangible assets (cash), which exclude the after-tax impact of intangible asset amortization expense.

This press release also includes non-GAAP financial measures related to tangible assets, including return on average tangible assets (cash), tangible book value and tangible equity ratio, which exclude intangible assets.

The Company discloses these non-GAAP financial measures to provide meaningful supplemental information regarding the Company's operational performance and to enhance investors' overall understanding of the Company's core financial performance. Management believes that these non-GAAP financial measures allow for additional transparency and are used by some investors, analysts and other users of the Company's financial information as performance measures. These non-GAAP financial measures are presented for supplemental informational purposes only for understanding the Company's operating results and should not be considered a substitute for financial information presented in accordance with GAAP. These non-GAAP financial measures presented by the Company may be different from non-GAAP financial measures used by other companies.

The following non-GAAP schedule reconciles cash net income and return on tangible net assets (cash) to their respective GAAP measure as of the dates indicated:


                                          Quarter Ended
                             ----------------------------------------
                               June 30,      March 31,      June 30, 
                                2009           2009           2008
                             ----------------------------------------
                                (In thousands, except per share data)
 Cash net income (loss)
 GAAP net income (loss)      $    (10,857)  $       436   $     2,025
  Add: Amortization of
   intangible assets                1,581         1,582         1,877
  Less: Income tax effect            (600)         (602)         (713)
                             ----------------------------------------
 Cash net income (loss)      $     (9,876)  $     1,416   $     3,189
                             ========================================

 Weighted average shares
  - diluted                    51,339,542    51,277,930    51,091,042

 Earnings (loss) per share
   - diluted                 $      (0.21)  $      0.01   $      0.04
   Add: Amortization of
    intangible assets (after
    tax effect)                      0.02          0.02          0.02
                             ----------------------------------------
 Cash earnings (loss) per 
  share                      $      (0.19)  $      0.03   $      0.06
                             ========================================
 Return on tangible net 
  assets (cash)
  Cash net income (loss)     $     (9,876)  $     1,416   $     3,189
                             ----------------------------------------

  Average total assets       $  2,011,314   $ 2,065,680   $ 2,350,421
  Less: Average intangible
   assets                         (23,016)      (24,671)     (280,845)
                             ----------------------------------------
  Average tangible assets    $  1,988,298   $ 2,041,009   $ 2,069,576
                             ----------------------------------------


  Return on average assets -
   GAAP net income (loss)
   divided by total average
   assets                           (2.17)%        0.09%         0.35%
                             ========================================

  Return on average tangible
   assets (cash) - cash net
   income (loss) divided by
   average tangible assets          (1.99)%        0.28%         0.62%
                             ========================================

                                              Six Months Ended
                                         ---------------------------
                                            June 30,       June 30,
                                              2009           2008
                                         ---------------------------
                                           (In thousands, except 
                                               per share data)
 Cash net income (loss)

 GAAP net income (loss)                  $    (10,421)  $      5,270
  Add: Amortization of intangible assets        3,163          3,754
  Less: Income tax effect                      (1,202)        (1,427)
                                         ---------------------------
 Cash net income (loss)                  $     (8,460)  $      7,597
                                         ===========================

 Weighted average shares - diluted         51,312,847     51,086,578

 Earnings (loss) per share - diluted     $      (0.20)  $       0.10
   Add: Amortization of intangible
    assets (after tax effect)                    0.04           0.05
                                         ---------------------------
 Cash earnings (loss) per share          $      (0.16)  $       0.15
                                         ===========================

 Return on tangible net assets (cash)
  Cash net income (loss)                 $     (8,460)  $      7,597
                                         ---------------------------

  Average total assets                   $  2,038,347   $  2,363,499
  Less: Average intangible assets             (23,839)      (281,837)
                                         ---------------------------
  Average tangible assets                $  2,014,508   $  2,081,662
                                         ---------------------------
  Return on average assets -
   GAAP net income (loss)
   divided by total average
   assets                                       (1.03)%         0.45%
                                         ===========================

  Return on average tangible
   assets (cash) - cash net
   income (loss) divided by
   average tangible assets                      (0.85)%         0.73%
                                         ===========================

The following non-GAAP schedule reconciles the book value per share to the tangible book value per share and the tangible equity ratio as of the dates indicated:


                                   June 30,    December 31,  June 30,
                                    2009          2008        2008
                                -------------------------------------
                                 (Dollars in thousands, except per 
                                             share amounts)
 Tangible Book Value per Share
  Stockholders' equity          $   153,607  $   161,580  $   423,927
  Less: Intangible assets           (22,337)     (25,500)    (279,927)
                                -------------------------------------
  Tangible equity               $   131,270  $   136,080  $   144,000
                                =====================================

  Number of shares outstanding
   and to be issued              52,505,524   52,654,131   52,736,269
  Book value per share          $      2.93  $      3.07  $      8.04
  Tangible book value per share $      2.50  $      2.58  $      2.73

 Tangible Equity Ratio
  Total assets                  $ 1,944,867  $ 2,102,741  $ 2,358,559
  Less: Intangible assets           (22,337)     (25,500)    (279,927)
                                -------------------------------------
  Tangible assets               $ 1,922,530  $ 2,077,241  $ 2,078,632
                                =====================================

  Equity ratio - GAAP
   (stockholders' equity / total
   assets)                             7.90%        7.68%       17.97%
  Tangible equity ratio
   (tangible equity / tangible
   assets)                             6.83%        6.55%        6.93%

About Guaranty Bancorp

Guaranty Bancorp is a bank holding company that operates 34 branches in Colorado through a single bank, Guaranty Bank and Trust Company. The bank provides banking and other financial services including real estate, construction, commercial and industrial, energy, consumer and agricultural loans throughout its targeted Colorado markets to consumers and small to medium-sized businesses, including the owners and employees of those businesses. The bank also provides trust services, including personal trust administration, estate settlement, investment management accounts and self-directed IRAs. More information about Guaranty Bancorp can be found at www.gbnk.com.

Forward-Looking Statements

Certain statements contained in this press release, including, without limitation, statements containing the words "believes", "anticipates", "intends", "expects", and words of similar import, constitute "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the Company's actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among others, the following: general economic and business conditions in those areas in which the Company operates; demographic changes; competition; fluctuations in interest rates; continued ability to attract and employ qualified personnel; costs and uncertainties related to the outcome of pending litigation; changes in business strategy or development plans; changes that occur in the securities markets; changes in governmental legislation or regulation; changes in credit quality; the availability of capital to fund the expansion of the Company's business; the failure to obtain approval to participate in the U.S. Treasury's Capital Purchase Program and, if such approval is obtained, the failure to complete the sale of preferred stock under such program; the failure to consummate the previously announced capital raise of up to $60 million; economic, political and global changes arising from natural disasters; the war on terrorism; conflicts in the Middle East; and additional "Risk Factors" referenced in the Company's most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission, as supplemented from time to time. When relying on forward-looking statements to make decisions with respect to the Company, investors and others are cautioned to consider these and other risks and uncertainties. The Company can give no assurance that any goal or plan or expectation set forth in forward-looking statements can be achieved and readers are cautioned not to place undue reliance on such statements, which speak only as of the date made. The forward-looking statements are made as of the date of this press release, and the Company does not intend, and assumes no obligation, to update the forward-looking statements or to update the reasons why actual results could differ from those projected in the forward-looking statements.


                  GUARANTY BANCORP AND SUBSIDIARIES
                Unaudited Consolidated Balance Sheets

                                     June 30,  December 31,  June 30,
                                       2009        2008        2008
                                    ----------------------------------
                                              (In thousands)

 Assets
 Cash and due from banks            $   28,403  $   32,189  $   44,175
 Federal funds sold                     18,693      13,522      11,672
                                    ----------------------------------
    Cash and cash equivalents           47,096      45,711      55,847
                                    ----------------------------------
 Securities available for sale, at
  fair value                            97,461     102,874     112,118
 Securities held to maturity            10,929      13,114      13,772
 Bank stocks, at cost                   16,562      28,276      32,713
                                    ----------------------------------
    Total investments                  124,952     144,264     158,603
                                    ----------------------------------

 Loans, net of unearned discount     1,651,572   1,826,333   1,789,155
  Less allowance for loan losses       (43,041)    (44,988)    (26,506)
                                    ----------------------------------
    Net loans                        1,608,531   1,781,345   1,762,649
                                    ----------------------------------
 Loans held for sale                     5,250       5,760          --
 Premises and equipment, net            61,903      63,018      65,087
 Other real estate owned and
  foreclosed assets                     34,746         484       1,910
 Goodwill                                   --          --     250,748
 Other intangible assets, net           22,337      25,500      29,179
 Other assets                           40,052      36,659      34,536
                                    ----------------------------------
    Total assets                    $1,944,867  $2,102,741  $2,358,559
                                    ==================================

 Liabilities and Stockholders' Equity
 Liabilities:
  Deposits:
   Noninterest-bearing demand       $  352,185  $  433,761  $  515,646
   Interest-bearing demand             448,256     460,856     673,611
   Savings                              72,143      68,064      71,474
   Time                                688,146     735,970     446,300
                                    ----------------------------------
    Total deposits                   1,560,730   1,698,651   1,707,031
                                    ----------------------------------
 Securities sold under agreements to
  repurchase and federal funds
  purchased                             13,071      21,781      21,442
 Borrowings                            164,459     166,404     147,117
 Subordinated debentures                41,239      41,239      41,239
 Interest payable and other
  liabilities                           11,761      13,086      17,803
                                    ----------------------------------
    Total liabilities                1,791,260   1,941,161   1,934,632
                                    ----------------------------------

 Stockholders' equity:
  Common stock                              65          65          65
  Additional paid-in capital           617,599     617,188     619,188
  Shares to be issued for deferred
   compensation obligations                120         710         613
  Accumulated deficit                 (362,424)   (352,003)    (89,997)
  Accumulated other comprehensive
   income (loss)                           691      (1,302)     (2,894)
  Treasury Stock                      (102,444)   (103,078)   (103,048)
                                    ----------------------------------
    Total stockholders' equity         153,607     161,580     423,927
                                    ----------------------------------
    Total liabilities and
     stockholders' equity           $1,944,867  $2,102,741  $2,358,559
                                    ==================================


                  GUARANTY BANCORP AND SUBSIDIARIES
          Unaudited Consolidated Statements of Income (Loss)

                          Three Months Ended       Six Months Ended  
                               June 30,                June 30,
                        ----------------------  ----------------------
                           2009        2008        2009        2008
                        ----------------------  ----------------------
                        (In thousands, except share and per share data)
 Interest income:
  Loans, including fees $   23,208  $   28,107  $   46,284  $   59,147
  Investment securities:
   Taxable                     590         779       1,316       1,463
   Tax-exempt                  765         877       1,532       1,770
  Dividends                    198         435         486         905
  Federal funds sold and
   other                        14          18          17         334
                        ----------------------  ----------------------
   Total interest
    income                  24,775      30,216      49,635      63,619
                        ----------------------  ----------------------
 Interest expense:
  Deposits                   6,910       7,411      14,035      17,206
  Federal funds
   purchased and
   repurchase agreements        31         145          69         282
  Borrowings                 1,312       1,417       2,633       2,446
  Subordinated
   debentures                  662         852       1,320       1,644
                        ----------------------  ----------------------
   Total interest
    expense                  8,915       9,825      18,057      21,578
                        ----------------------  ----------------------
   Net interest income      15,860      20,391      31,578      42,041
 Provision for loan
  losses                    18,605         900      21,110       1,775
                        ----------------------  ----------------------
   Net interest income,
    after provision for
    loan losses             (2,745)     19,491      10,468      40,266
 Noninterest income:
  Customer service and
   other fees                2,354       2,528       5,033       4,804
  Gain on sale of
   securities                   --          --          --         138
  Other                        273         604         509         705
                        ----------------------  ----------------------
   Total noninterest
    income                   2,627       3,132       5,542       5,647
 Noninterest expense:
  Salaries and employee
   benefits                  6,712       9,184      13,451      18,904
  Occupancy expense          1,926       2,131       3,847       4,132
  Furniture and
   equipment                 1,147       1,383       2,278       2,697
  Amortization of
   intangible assets         1,581       1,877       3,163       3,754
  Other general and
   administrative            6,348       5,122      10,456       8,920
                        ----------------------  ----------------------
   Total noninterest
    expense                 17,714      19,697      33,195      38,407
                        ----------------------  ----------------------
   Income (loss) before
    income taxes           (17,832)      2,926     (17,185)      7,506
 Income tax expense
  (benefit)                 (6,975)        901      (6,764)      2,236
                        ----------------------  ----------------------
   Net income (loss)    $  (10,857) $    2,025  $  (10,421) $    5,270
                        ======================  ======================

 Earnings (loss) per
  share-basic:          $    (0.21) $     0.04  $    (0.20) $     0.10
 Earnings (loss) per
  share-diluted:             (0.21)       0.04       (0.20)       0.10

 Weighted average shares
  outstanding-basic     51,339,542  51,004,472  51,312,847  50,996,350
 Weighted average shares
  outstanding-diluted   51,339,542  51,091,042  51,312,847  51,086,578


                   GUARANTY BANCORP AND SUSIDIARIES
            Unaudited Consolidated Average Balance Sheets

                -------------------------------- ---------------------
                           QTD Average                YTD Average
                -------------------------------- ---------------------
                 June 30,   March 31,  June 30,   June 30,   June 30,
                   2009       2009       2008       2009       2008
                -------------------------------- ---------------------
                                    (In thousands)

 Assets
 Interest
  earning assets
  Loans, net of
   unearned
   discount     $1,733,168 $1,808,727 $1,788,603 $1,770,738 $1,778,098
  Securities       132,231    141,031    162,293    136,607    161,035
  Other earning
   assets           16,175      5,175      2,738     10,704     22,267
                -------------------------------- ---------------------
 Average earning
  assets         1,881,574  1,954,933  1,953,634  1,918,049  1,961,400
 Other assets      129,740    110,747    396,787    120,298    402,099
                -------------------------------- ---------------------

 Total average
  assets        $2,011,314 $2,065,680 $2,350,421 $2,038,347 $2,363,499
                ================================ =====================

 Liabilities and
  Stockholders'
  Equity
 Average
  liabilities:
 Average
  deposits:
  Noninterest-
   bearing
   deposits     $  410,517 $  432,080 $  452,315 $  421,239 $  462,564
  Interest-
   bearing
   deposits      1,203,107  1,227,242  1,195,998  1,215,108  1,236,802
                -------------------------------- ---------------------
  Average
   deposits      1,613,624  1,659,322  1,648,313  1,636,347  1,699,366
 Other interest-
  bearing
  liabilities      222,234    230,379    258,557    226,283    219,595
 Other
  liabilities       10,472     12,122     18,802     11,294     20,893
                -------------------------------- ---------------------
 Total average
  liabilities    1,846,330  1,901,823  1,925,672  1,873,924  1,939,854
 Average
  stockholders'
  equity           164,984    163,857    424,749    164,423    423,645
                -------------------------------- ---------------------
 Total average
  liabilities
  and
  stockholders'
  equity        $2,011,314 $2,065,680 $2,350,421 $2,038,347 $2,363,499
                ================================ =====================


                           GUARANTY BANCORP
                  Unaudited Credit Quality Measures

                                       Quarter Ended
                      ------------------------------------------------
                      June 30,  March 31, Dec. 31,  Sept. 30, June 30,
                        2009      2009      2008      2008      2008
                      ------------------------------------------------
                                   (Dollars in thousands)

 Nonaccrual loans and
  leases, not
  restructured        $ 52,483  $ 57,299  $ 54,594  $ 54,654  $ 29,742
 Accruing loans past
  due 90 days or more    2,671       911       228       324        98
                      ------------------------------------------------
  Total nonperforming
   loans              $ 55,154  $ 58,210  $ 54,822  $ 54,978  $ 29,840
                      ------------------------------------------------
 Other real estate
  owned and foreclosed
  assets                34,746    14,524       484     1,199     1,910
                      ------------------------------------------------
  Total nonperforming
   assets             $ 89,900  $ 72,734  $ 55,306  $ 56,177  $ 31,750
                      ================================================

 Impaired loans       $ 55,154  $ 58,210  $ 54,822  $ 54,978  $ 29,840
 Allocated allowance
  for loan losses       (7,291)   (6,342)  (11,064)  (12,825)   (6,295)
                      ------------------------------------------------
  Net investment in
   impaired loans     $ 47,863  $ 51,868  $ 43,758  $ 42,153  $ 23,545
                      ================================================

 Charged-off loans    $ 13,509  $ 10,262  $  2,032  $ 12,779  $    673
 Recoveries               (347)     (367)   (1,005)     (288)     (231)
                      ------------------------------------------------
  Net charge-offs     $ 13,162  $  9,895  $  1,027  $ 12,491  $    442
                      ================================================

 Provision for loan
  loss                $ 18,605  $  2,505  $  1,250  $ 30,750  $    900
                      ================================================

 Allowance for loan
  losses              $ 43,041  $ 37,598  $ 44,988  $ 44,765  $ 26,506
                      ================================================

 Allowance for loan
  losses to loans, net
  of unearned discount    2.61%     2.14%     2.46%     2.52%     1.48%
 Allowance for loan
  losses to nonaccrual
  loans                  82.01%    65.62%    82.41%    81.91%    89.12%
 Allowance for loan
  losses to
  nonperforming assets   47.88%    51.69%    81.34%    79.69%    83.48%
 Allowance for loan
  losses to
  nonperforming loans    78.04%    64.59%    82.06%    81.42%    88.83%

 Nonperforming assets
  to loans, net of
  unearned discount,
  and other real
  estate owned            5.33%     4.11%     3.03%     3.15%     1.77%
 Nonperforming assets
  to total assets         4.62%     3.57%     2.63%     2.74%     1.35%
 Nonaccrual loans to
  loans, net of
  unearned discount       3.18%     3.26%     2.99%     3.07%     1.66%
 Nonperforming loans
  to loans, net of
  unearned discount       3.34%     3.31%     3.00%     3.09%     1.67%
 Annualized net
  charge-offs to
  average loans           3.05%     2.22%     0.22%     2.75%     0.10%


            

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