FIRST CLOVER LEAF FINANCIAL CORP.
CONSOLIDATED BALANCE SHEETS
|
|
June
30,
|
|
|
December
31,
|
|
|
|
2016
|
|
|
2015
|
|
|
|
(Unaudited)
|
|
|
|
|
ASSETS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and due from banks
|
|
$
|
19,327,625
|
|
|
$
|
14,865,466
|
|
Interest-earning deposits
|
|
|
23,207,090
|
|
|
|
17,041,862
|
|
Federal funds sold
|
|
|
24,093,634
|
|
|
|
47,325,238
|
|
Total cash and cash equivalents
|
|
|
66,628,349
|
|
|
|
79,232,566
|
|
|
|
|
|
|
|
|
|
|
Interest-earning time deposits
|
|
|
1,930,000
|
|
|
|
1,685,000
|
|
Securities available for sale
|
|
|
108,328,285
|
|
|
|
103,756,614
|
|
Federal Home Loan Bank stock
|
|
|
997,763
|
|
|
|
1,747,763
|
|
Federal Reserve Bank stock
|
|
|
1,676,700
|
|
|
|
1,676,700
|
|
Loans, net of allowance for loan losses of $6,225,250
and $5,886,225 at June 30, 2016 and December 31, 2015, respectively
|
|
|
440,400,476
|
|
|
|
420,463,583
|
|
Loans held for sale
|
|
|
592,450
|
|
|
|
1,078,785
|
|
Property and equipment, net
|
|
|
9,669,512
|
|
|
|
9,871,440
|
|
Goodwill
|
|
|
11,385,323
|
|
|
|
11,385,323
|
|
Bank-owned life insurance
|
|
|
15,562,625
|
|
|
|
15,336,442
|
|
Core deposit intangible
|
|
|
109,010
|
|
|
|
138,000
|
|
Foreclosed assets
|
|
|
2,851,367
|
|
|
|
3,059,101
|
|
Mortgage servicing rights
|
|
|
1,081,828
|
|
|
|
1,109,720
|
|
Accrued interest receivable
|
|
|
1,589,201
|
|
|
|
1,620,309
|
|
Other assets
|
|
|
2,516,067
|
|
|
|
2,712,911
|
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
$
|
665,318,956
|
|
|
$
|
654,874,257
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS' EQUITY
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
Deposits:
|
|
|
|
|
|
|
|
|
Noninterest-bearing
|
|
$
|
78,715,230
|
|
|
$
|
69,296,354
|
|
Interest-bearing
|
|
|
460,874,608
|
|
|
|
463,861,939
|
|
Total deposits
|
|
|
539,589,838
|
|
|
|
533,158,293
|
|
|
|
|
|
|
|
|
|
|
Federal Home Loan Bank advances
|
|
|
15,999,355
|
|
|
|
15,995,485
|
|
Securities sold under agreements to repurchase
|
|
|
21,817,155
|
|
|
|
19,732,766
|
|
Subordinated debentures
|
|
|
4,000,000
|
|
|
|
4,000,000
|
|
Accrued interest payable
|
|
|
254,015
|
|
|
|
227,947
|
|
Other liabilities
|
|
|
1,461,381
|
|
|
|
1,485,891
|
|
Total liabilities
|
|
|
583,121,744
|
|
|
|
574,600,382
|
|
|
|
|
|
|
|
|
|
|
Stockholders' Equity
|
|
|
|
|
|
|
|
|
Preferred stock, $.10 par value, 10,000,000 shares
authorized, no shares issued
|
|
|
-
|
|
|
|
-
|
|
Common stock, $.10 par value, 20,000,000 shares authorized,
7,005,883 shares issued and outstanding at June 30, 2016 and December 31, 2015
|
|
|
700,588
|
|
|
|
700,588
|
|
Additional paid-in capital
|
|
|
55,806,256
|
|
|
|
55,806,256
|
|
Retained earnings
|
|
|
24,193,306
|
|
|
|
23,369,037
|
|
Accumulated other comprehensive income
|
|
|
1,497,062
|
|
|
|
397,994
|
|
Total stockholders' equity
|
|
|
82,197,212
|
|
|
|
80,273,875
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and stockholders'
equity
|
|
$
|
665,318,956
|
|
|
$
|
654,874,257
|
|
See notes to consolidated
financial statements.
FIRST CLOVER LEAF FINANCIAL CORP.
CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
|
|
Three
Months Ended
|
|
|
Six Months
Ended
|
|
|
|
June
30,
|
|
|
June
30,
|
|
|
|
2016
|
|
|
2015
|
|
|
2016
|
|
|
2015
|
|
Interest and dividend income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest and fees on loans
|
|
$
|
4,567,461
|
|
|
$
|
4,429,579
|
|
|
$
|
9,030,121
|
|
|
$
|
8,723,018
|
|
Securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Taxable interest income
|
|
|
279,279
|
|
|
|
249,252
|
|
|
|
578,151
|
|
|
|
538,435
|
|
Nontaxable interest income
|
|
|
265,269
|
|
|
|
288,752
|
|
|
|
532,956
|
|
|
|
572,775
|
|
Federal Reserve Bank dividends
|
|
|
24,864
|
|
|
|
25,250
|
|
|
|
50,301
|
|
|
|
50,301
|
|
Interest-earning deposits, federal funds sold, and other
|
|
|
95,430
|
|
|
|
29,471
|
|
|
|
171,491
|
|
|
|
55,696
|
|
Total interest and dividend income
|
|
|
5,232,303
|
|
|
|
5,022,304
|
|
|
|
10,363,020
|
|
|
|
9,940,225
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deposits
|
|
|
608,875
|
|
|
|
522,875
|
|
|
|
1,190,870
|
|
|
|
1,047,503
|
|
Federal Home Loan Bank advances
|
|
|
65,837
|
|
|
|
40,522
|
|
|
|
131,674
|
|
|
|
66,337
|
|
Securities sold under agreements to repurchase
|
|
|
11,145
|
|
|
|
757
|
|
|
|
24,409
|
|
|
|
1,585
|
|
Subordinated debentures
|
|
|
25,958
|
|
|
|
22,159
|
|
|
|
51,013
|
|
|
|
43,816
|
|
Total interest expense
|
|
|
711,815
|
|
|
|
586,313
|
|
|
|
1,397,966
|
|
|
|
1,159,241
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income
|
|
|
4,520,488
|
|
|
|
4,435,991
|
|
|
|
8,965,054
|
|
|
|
8,780,984
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Provision (credit) for loan losses
|
|
|
70,000
|
|
|
|
-
|
|
|
|
320,000
|
|
|
|
(500,000
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income after provision
(credit) for loan losses
|
|
|
4,450,488
|
|
|
|
4,435,991
|
|
|
|
8,645,054
|
|
|
|
9,280,984
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-interest income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Service fees on deposit accounts
|
|
|
150,568
|
|
|
|
123,403
|
|
|
|
278,198
|
|
|
|
230,311
|
|
Other service charges and fees
|
|
|
137,125
|
|
|
|
117,241
|
|
|
|
259,279
|
|
|
|
231,094
|
|
Loan servicing fees
|
|
|
77,470
|
|
|
|
74,833
|
|
|
|
156,094
|
|
|
|
147,601
|
|
Gain on sale of securities, net
|
|
|
-
|
|
|
|
-
|
|
|
|
29,181
|
|
|
|
-
|
|
Gain on sale of loans
|
|
|
224,740
|
|
|
|
294,971
|
|
|
|
350,891
|
|
|
|
476,092
|
|
Other
|
|
|
115,937
|
|
|
|
130,178
|
|
|
|
245,408
|
|
|
|
253,954
|
|
|
|
|
705,840
|
|
|
|
740,626
|
|
|
|
1,319,051
|
|
|
|
1,339,052
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-interest expense:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Compensation and employee benefits
|
|
|
2,423,002
|
|
|
|
1,925,756
|
|
|
|
4,384,301
|
|
|
|
3,777,393
|
|
Occupancy expense
|
|
|
382,518
|
|
|
|
365,392
|
|
|
|
748,243
|
|
|
|
756,151
|
|
Data processing services
|
|
|
205,624
|
|
|
|
184,644
|
|
|
|
414,906
|
|
|
|
376,434
|
|
Director fees
|
|
|
56,200
|
|
|
|
49,933
|
|
|
|
105,750
|
|
|
|
97,683
|
|
Professional fees
|
|
|
515,036
|
|
|
|
134,102
|
|
|
|
661,128
|
|
|
|
261,446
|
|
FDIC insurance premiums
|
|
|
108,000
|
|
|
|
94,000
|
|
|
|
198,000
|
|
|
|
204,000
|
|
Foreclosed asset related expenses
|
|
|
67,670
|
|
|
|
35,039
|
|
|
|
76,855
|
|
|
|
37,238
|
|
Amortization of core deposit intangible
|
|
|
14,505
|
|
|
|
14,505
|
|
|
|
28,990
|
|
|
|
28,990
|
|
Amortization of mortgage servicing rights
|
|
|
62,471
|
|
|
|
35,054
|
|
|
|
101,051
|
|
|
|
57,939
|
|
Other
|
|
|
613,255
|
|
|
|
668,542
|
|
|
|
1,227,254
|
|
|
|
1,264,004
|
|
|
|
|
4,448,281
|
|
|
|
3,506,967
|
|
|
|
7,946,478
|
|
|
|
6,861,278
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes
|
|
|
708,047
|
|
|
|
1,669,650
|
|
|
|
2,017,627
|
|
|
|
3,758,758
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax expense
|
|
|
56,646
|
|
|
|
457,170
|
|
|
|
352,878
|
|
|
|
1,075,024
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income
|
|
$
|
651,401
|
|
|
$
|
1,212,480
|
|
|
$
|
1,664,749
|
|
|
$
|
2,683,734
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted earnings per share
|
|
$
|
0.09
|
|
|
$
|
0.17
|
|
|
$
|
0.24
|
|
|
$
|
0.38
|
|
Dividends per share
|
|
$
|
0.06
|
|
|
$
|
0.06
|
|
|
$
|
0.12
|
|
|
$
|
0.12
|
|
See notes to consolidated
financial statements.
FIRST CLOVER LEAF FINANCIAL CORP.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE
INCOME
(UNAUDITED)
|
|
Three
Months Ended
|
|
|
Six Months
Ended
|
|
|
|
June
30,
|
|
|
June
30,
|
|
|
|
2016
|
|
|
2015
|
|
|
2016
|
|
|
2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income
|
|
$
|
651,401
|
|
|
$
|
1,212,480
|
|
|
$
|
1,664,749
|
|
|
$
|
2,683,734
|
|
Other comprehensive income (loss):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unrealized gains (losses) on securities
available for sale arising during the period
|
|
|
766,298
|
|
|
|
(1,142,570
|
)
|
|
|
1,830,931
|
|
|
|
(278,293
|
)
|
Reclassification adjustment for realized gains
included in income
|
|
|
-
|
|
|
|
-
|
|
|
|
(29,181
|
)
|
|
|
-
|
|
Tax effect
|
|
|
(298,856
|
)
|
|
|
445,602
|
|
|
|
(702,682
|
)
|
|
|
102,268
|
|
Total other comprehensive income (loss)
|
|
|
467,442
|
|
|
|
(696,968
|
)
|
|
|
1,099,068
|
|
|
|
(176,025
|
)
|
Comprehensive income
|
|
$
|
1,118,843
|
|
|
$
|
515,512
|
|
|
$
|
2,763,817
|
|
|
$
|
2,507,709
|
|
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
|
|
Six Months
Ended
|
|
|
|
June
30,
|
|
|
|
2016
|
|
|
2015
|
|
Cash flows from operating activities
|
|
|
|
|
|
|
|
|
Net income
|
|
$
|
1,664,749
|
|
|
$
|
2,683,734
|
|
Adjustments to reconcile net income to net cash provided
by operating activities:
|
|
|
|
|
|
|
|
|
Amortization (accretion) of:
|
|
|
|
|
|
|
|
|
Deferred loan origination costs, net
|
|
|
38,454
|
|
|
|
(27,026
|
)
|
Premiums and discounts on securities
|
|
|
380,153
|
|
|
|
412,574
|
|
Core deposit intangible
|
|
|
28,990
|
|
|
|
28,990
|
|
Mortgage servicing rights
|
|
|
101,051
|
|
|
|
57,939
|
|
Fair value adjustments
|
|
|
(6,584
|
)
|
|
|
(31,454
|
)
|
Provision (credit) for loan losses
|
|
|
320,000
|
|
|
|
(500,000
|
)
|
Depreciation
|
|
|
273,154
|
|
|
|
303,028
|
|
Gain on sale of securities, net
|
|
|
(29,181
|
)
|
|
|
-
|
|
Gain on sale of loans
|
|
|
(350,891
|
)
|
|
|
(476,092
|
)
|
Gain on sale of foreclosed assets
|
|
|
(223
|
)
|
|
|
(2,241
|
)
|
Write-down on foreclosed assets
|
|
|
45,195
|
|
|
|
12,000
|
|
Earnings on bank-owned life insurance
|
|
|
(226,183
|
)
|
|
|
(232,033
|
)
|
Increase in mortgage servicing rights
|
|
|
(73,159
|
)
|
|
|
(115,568
|
)
|
Proceeds from sales of loans held for sale
|
|
|
14,539,809
|
|
|
|
17,767,967
|
|
Originations of loans held for sale
|
|
|
(13,702,583
|
)
|
|
|
(17,941,188
|
)
|
Change in assets and liabilities:
|
|
|
|
|
|
|
|
|
Accrued interest receivable and other assets
|
|
|
(474,780
|
)
|
|
|
185,149
|
|
Accrued interest payable
|
|
|
26,068
|
|
|
|
27,952
|
|
Other liabilities
|
|
|
(24,510
|
)
|
|
|
(307,819
|
)
|
Net cash provided by operating activities
|
|
|
2,529,529
|
|
|
|
1,845,912
|
|
(Continued)
See notes to consolidated financial statements.
FIRST CLOVER LEAF FINANCIAL CORP.
CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
(UNAUDITED)
|
|
Six Months
Ended
|
|
|
|
June
30,
|
|
|
|
2016
|
|
|
2015
|
|
Cash flows from investing activities
|
|
|
|
|
|
|
|
|
Purchase of interest-earning time deposits
|
|
$
|
(245,000
|
)
|
|
$
|
(8,774
|
)
|
Available for sale securities:
|
|
|
|
|
|
|
|
|
Purchases
|
|
|
(21,884,883
|
)
|
|
|
(9,572,644
|
)
|
Proceeds from calls, maturities, and principal repayments
|
|
|
15,096,240
|
|
|
|
8,972,615
|
|
Proceeds from sales
|
|
|
3,686,240
|
|
|
|
-
|
|
Redemption of FHLB stock
|
|
|
750,000
|
|
|
|
1,140,000
|
|
Decrease (increase) in loans
|
|
|
(20,258,458
|
)
|
|
|
8,385,058
|
|
Purchase of property and equipment
|
|
|
(79,212
|
)
|
|
|
(59,001
|
)
|
Proceeds from the sale of foreclosed assets
|
|
|
125,873
|
|
|
|
80,630
|
|
Net cash (used in) provided by investing
activities
|
|
|
(22,809,200
|
)
|
|
|
8,937,884
|
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities
|
|
|
|
|
|
|
|
|
Net increase (decrease) in deposit accounts
|
|
|
6,431,545
|
|
|
|
(30,906,508
|
)
|
Net increase (decrease) in securities sold under agreements
to repurchase
|
|
|
2,084,389
|
|
|
|
(108,239
|
)
|
Proceeds from Federal Home Loan Bank advances
|
|
|
-
|
|
|
|
15,000,000
|
|
Repurchase of common stock
|
|
|
-
|
|
|
|
(3,420
|
)
|
Cash dividends paid
|
|
|
(840,480
|
)
|
|
|
(840,849
|
)
|
Net cash provided by (used in) financing
activities
|
|
|
7,675,454
|
|
|
|
(16,859,016
|
)
|
|
|
|
|
|
|
|
|
|
Net decrease in cash and cash equivalents
|
|
|
(12,604,217
|
)
|
|
|
(6,075,220
|
)
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents:
|
|
|
|
|
|
|
|
|
Beginning
|
|
|
79,232,566
|
|
|
|
49,066,462
|
|
|
|
|
|
|
|
|
|
|
Ending
|
|
$
|
66,628,349
|
|
|
$
|
42,991,242
|
|
|
|
|
|
|
|
|
|
|
Supplemental disclosures of cash flow information
|
|
|
|
|
|
|
|
|
Cash paid
during the period for:
|
|
|
|
|
|
|
|
|
Interest
|
|
$
|
1,317,015
|
|
|
$
|
1,127,419
|
|
Income taxes, net of refunds
|
|
|
895,000
|
|
|
|
1,052,500
|
|
|
|
|
|
|
|
|
|
|
Supplemental schedule of noncash investing and
financing activities
|
|
|
|
|
|
|
|
|
Loans made to finance sales of foreclosed assets
|
|
$
|
36,889
|
|
|
$
|
-
|
|
See notes to consolidated
financial statements.
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES
The information contained in the accompanying
consolidated financial statements is unaudited. In the opinion of management, the consolidated financial statements contain all
adjustments necessary for a fair statement of the results of operations for the interim periods. All such adjustments are of a
normal recurring nature. Any differences appearing between the numbers presented in the financial statements and management’s
discussion and analysis are due to rounding. The results of operations for the interim periods are not necessarily indicative
of the results which may be expected for the entire year or for any other period. These consolidated financial statements should
be read in conjunction with the consolidated financial statements of First Clover Leaf Financial Corp. (the “Company”
or “First Clover Leaf”) for the year ended December 31, 2015 contained in the 2015 Annual Report to Stockholders that
is filed as Exhibit 13 to the Company’s Annual Report on Form 10-K. Accordingly, footnote disclosures which would substantially
duplicate the disclosures in the audited consolidated financial statements have been omitted.
The preparation of financial statements
in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions which affect
the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial
statements, as well as the reported amounts of income and expenses during the reported periods. Actual results could differ from
those estimates.
The Company is a single-bank
holding company, whose wholly-owned bank subsidiary, First Clover Leaf Bank (the “Bank”), which is a community bank
operating with six branch locations in Madison and St. Clair Counties in Illinois along with one branch location in Clayton, Missouri.
The Bank is subject to competition from other financial institutions and nonfinancial institutions providing financial products
and services. Additionally, the Company and the Bank are subject to the regulations of certain regulatory agencies and both undergo
periodic examinations by those regulatory agencies. In August 2014, the Bank converted from a federal savings and loan association
to a nationally chartered bank. First Clover Leaf’s common stock is traded on the NASDAQ Capital Market under the symbol
“FCLF”.
On April 26, 2016, the Company and First-Mid
Illinois Bancshares, Inc., a Delaware corporation with its principal office in Mattoon, Illinois (“First Mid”), entered
into an Agreement and Plan of Merger (as amended by the First Amendment to Agreement and Plan of Merger entered into as of June
6, 2016, and as may be further amended, the “Merger Agreement”), pursuant to which, among other things, First Mid
will acquire the Company and the Bank through the merger of the Company with and into First Mid, with First Mid as the surviving
entity (the “Merger”). Consummation of the transaction remains subject to customary closing conditions, including
receipt of requisite stockholder approvals. The Merger is anticipated to be completed in the second half of 2016.
Recent Accounting Pronouncements
:
The following accounting standards were recently issued relating to the financial services industry:
In May 2014, the Financial Accounting
Standard Board (the “FASB”) issued an update creating FASB Topic 606, Revenue from Contracts with Customers.
The guidance in this update affects any entity that either enters into contracts with customers to transfer goods or services
or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards
(for example, insurance contracts or lease contracts). The core principle of the guidance is that an entity should recognize
revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which
the entity expects to be entitled in exchange for those goods or services. The guidance provides steps to follow to achieve
the core principle. An entity should disclose sufficient information to enable users of financial statements to understand
the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. Qualitative
and quantitative information is required about contracts with customers, significant judgments and changes in judgments, and assets
recognized from the costs to obtain or fulfill a contract. The amendments in this update become effective for annual periods
and interim periods within those annual periods beginning after December 15, 2017. We are currently evaluating the
impact of adopting the new guidance on the consolidated financial statements.
In January 2016, the FASB issued an
update (ASU No. 2016-01, Financial Instruments - Recognition and Measurement of Financial Assets and Liabilities). The new
guidance is intended to improve the recognition and measurement of financial instruments by requiring: equity investments
(other than equity method or consolidation) to be measured at fair value with changes in fair value recognized in net income;
public business entities to use the exit price notion when measuring the fair value of financial instruments for disclosure
purposes; separate presentation of financial assets and financial liabilities by measurement category and form of financial
assets (i.e. securities or loans and receivables) on the balance sheet or the accompanying notes to the financial statements;
eliminating the requirement to disclose the fair value of financial instruments measured at amortized cost for organizations
that are not public business entities; eliminating the requirement for non-public business entities to disclose the method(s)
and significant assumptions used to estimate the fair value that is to be required to be disclosed for financial instruments
measured at amortized cost on the balance sheet; and requiring a reporting organization to present separately in other
comprehensive income the portion of the total change in fair value of a liability resulting from the change in the
instrument-specific credit risk (also referred to as “own credit”) when the organization has elected to measure
the liability at fair value in accordance with the fair value option for financial instruments. The new guidance is effective
for public business entities for fiscal years beginning after December 15, 2017. We are currently evaluating the impact
of adopting the new guidance on the consolidated financial statements.
In February 2016, the
FASB issued ASU No. 2016-02, “Leases (Topic 842)” (“ASU 2016-02”). The standard requires a lessee to recognize
assets and liabilities on the balance sheet for leases with lease terms greater than 12 months. ASU 2016-02 is effective for fiscal
years, and interim periods within those years, beginning after December 15, 2018, and early adoption is permitted. We are
currently evaluating the impact that the standard will have on our consolidated financial statements.
In June 2016, the FASB
issued ASU No. 2016-13, “Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial
Instruments.” The standard is the final guidance on the new current expected credit loss (“CECL”) model.
The amendments in this update replace the incurred loss impairment methodology in current GAAP with a methodology that reflects
expected credit losses and requires consideration of a broader range of reasonable and supportable information to estimate future
credit loss estimates. As CECL encompasses all financial assets carried at amortized cost, the requirement that reserves
be established based on an organization’s reasonable and supportable estimate of expected credit losses extends to held
to maturity (“HTM”) debt securities. The update amends the accounting for credit losses on available-for-sale
securities (“AFS”), whereby credit losses will be presented as an allowance as opposed to a write-down. In addition, CECL
will modify the accounting for purchased loans with credit deterioration since origination, so that reserves are established at
the date of acquisition for purchased loans. Lastly, the amendment requires enhanced disclosures on the significant
estimates and judgments used to estimate credit losses, as well as on the credit quality and underwriting standards of an organization’s
portfolio. These disclosures require organizations to present the currently required credit quality disclosures disaggregated
by the year of origination or vintage. The guidance allows for a modified retrospective approach with a cumulative effect
adjustment to the balance sheet upon adoption (charge to retained earnings instead of the income statement). The new guidance
is effective for public business entities for fiscal years, and interim periods within those years, beginning after December 15,
2019, and early adoption is permitted. We are currently evaluating the impact of adopting the new guidance on our consolidated
financial statements.
Reclassifications:
Certain reclassifications
have been made to conform to the current year presentation. These reclassifications had no impact on the Company’s net income
or total stockholders’ equity.
NOTE 2 – SECURITIES AVAILABLE
FOR SALE
The amortized cost and fair values of
securities with gross unrealized gains and losses as of the dates indicated are summarized as follows:
|
|
June
30, 2016
|
|
|
|
|
|
|
Gross
|
|
|
Gross
|
|
|
|
|
|
|
Amortized
|
|
|
Unrealized
|
|
|
Unrealized
|
|
|
Fair
|
|
|
|
Cost
|
|
|
Gains
|
|
|
(Losses)
|
|
|
Value
|
|
U.S. government agency obligations
|
|
$
|
31,502,726
|
|
|
$
|
510,843
|
|
|
$
|
-
|
|
|
$
|
32,013,569
|
|
State and municipal securities
|
|
|
43,672,468
|
|
|
|
1,723,981
|
|
|
|
(22,569
|
)
|
|
|
45,373,880
|
|
Other securities
|
|
|
3,501
|
|
|
|
-
|
|
|
|
-
|
|
|
|
3,501
|
|
Mortgage-backed: residential
|
|
|
30,695,390
|
|
|
|
268,618
|
|
|
|
(26,673
|
)
|
|
|
30,937,335
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
105,874,085
|
|
|
$
|
2,503,442
|
|
|
$
|
(49,242
|
)
|
|
$
|
108,328,285
|
|
|
|
December
31, 2015
|
|
|
|
|
|
|
Gross
|
|
|
Gross
|
|
|
|
|
|
|
Amortized
|
|
|
Unrealized
|
|
|
Unrealized
|
|
|
Fair
|
|
|
|
Cost
|
|
|
Gains
|
|
|
(Losses)
|
|
|
Value
|
|
U.S. government agency obligations
|
|
$
|
29,183,789
|
|
|
$
|
26,006
|
|
|
$
|
(161,693
|
)
|
|
$
|
29,048,102
|
|
State and municipal securities
|
|
|
44,746,083
|
|
|
|
1,156,547
|
|
|
|
(168,391
|
)
|
|
|
45,734,239
|
|
Other securities
|
|
|
3,501
|
|
|
|
-
|
|
|
|
-
|
|
|
|
3,501
|
|
Mortgage-backed: residential
|
|
|
29,170,791
|
|
|
|
60,300
|
|
|
|
(260,319
|
)
|
|
|
28,970,772
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
103,104,164
|
|
|
$
|
1,242,853
|
|
|
$
|
(590,403
|
)
|
|
$
|
103,756,614
|
|
NOTE 2 – SECURITIES AVAILABLE FOR
SALE
(Continued)
Unrealized losses and fair value, aggregated
by investment category and length of time that individual securities have been in a continuous unrealized loss position as of
June 30, 2016 and December 31, 2015, are summarized as follows:
|
|
June
30, 2016
|
|
|
|
Less
than 12 Months
|
|
|
12
Months or More
|
|
|
Total
|
|
|
|
Fair
|
|
|
Unrealized
|
|
|
Fair
|
|
|
Unrealized
|
|
|
Fair
|
|
|
Unrealized
|
|
|
|
Value
|
|
|
Losses
|
|
|
Value
|
|
|
Losses
|
|
|
Value
|
|
|
Losses
|
|
State and municipal securities
|
|
$
|
299,277
|
|
|
$
|
(935
|
)
|
|
$
|
1,704,091
|
|
|
$
|
(21,634
|
)
|
|
$
|
2,003,368
|
|
|
$
|
(22,569
|
)
|
Mortgage-backed: residential
|
|
|
-
|
|
|
|
-
|
|
|
|
5,393,861
|
|
|
|
(26,673
|
)
|
|
|
5,393,861
|
|
|
|
(26,673
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
299,277
|
|
|
$
|
(935
|
)
|
|
$
|
7,097,952
|
|
|
$
|
(48,307
|
)
|
|
$
|
7,397,229
|
|
|
$
|
(49,242
|
)
|
|
|
December
31, 2015
|
|
|
|
Less
than 12 Months
|
|
|
12
Months or More
|
|
|
Total
|
|
|
|
Fair
|
|
|
Unrealized
|
|
|
Fair
|
|
|
Unrealized
|
|
|
Fair
|
|
|
Unrealized
|
|
|
|
Value
|
|
|
Losses
|
|
|
Value
|
|
|
Losses
|
|
|
Value
|
|
|
Losses
|
|
U.S. government agency obligations
|
|
$
|
15,928,702
|
|
|
$
|
(82,008
|
)
|
|
$
|
5,934,944
|
|
|
$
|
(79,685
|
)
|
|
$
|
21,863,646
|
|
|
$
|
(161,693
|
)
|
State and municipal securities
|
|
|
7,666,691
|
|
|
|
(66,224
|
)
|
|
|
4,927,928
|
|
|
|
(102,167
|
)
|
|
|
12,594,619
|
|
|
|
(168,391
|
)
|
Mortgage-backed: residential
|
|
|
18,251,546
|
|
|
|
(183,188
|
)
|
|
|
4,227,473
|
|
|
|
(77,131
|
)
|
|
|
22,479,019
|
|
|
|
(260,319
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
41,846,939
|
|
|
$
|
(331,420
|
)
|
|
$
|
15,090,345
|
|
|
$
|
(258,983
|
)
|
|
$
|
56,937,284
|
|
|
$
|
(590,403
|
)
|
Management evaluates the investment portfolio
on at least a quarterly basis to determine if investments have suffered an other-than-temporary decline in value. In addition,
management monitors market trends, investment grades, bond defaults and other circumstances to identify trends and circumstances
that might impact the carrying value of equity securities.
At June 30, 2016, the Company had 10 securities
in an unrealized loss position which included: six mortgage-backed securities and four state and municipal securities. This was
a decrease from 67 securities at December 31, 2015. The unrealized losses resulted from changes in market interest rates and liquidity,
as opposed to changes in the probability of contractual cash flows. The Company does not intend to sell the securities, and it
is not more-likely-than-not that the Company will be required to sell the securities prior to recovery of the amortized cost.
Full collection of the amounts due according to the contractual terms of the securities was expected as of June 30, 2016; therefore,
the Company did not consider these investments to be other-than-temporarily impaired at June 30, 2016.
NOTE 2 – SECURITIES AVAILABLE FOR
SALE
(Continued)
The amortized cost and fair value of the
Company’s securities at June 30, 2016 by contractual maturity, are shown below. Maturities may differ from contractual maturities
in mortgage-backed securities because the mortgages underlying the securities may be called or repaid without any penalties. Additionally,
an item in our “other securities” category has no stated maturity. Therefore, stated maturities are not disclosed
for these items.
|
|
Amortized
|
|
|
Fair
|
|
|
|
Cost
|
|
|
Value
|
|
Due in one year or less
|
|
$
|
8,206,342
|
|
|
$
|
8,249,908
|
|
Due after one year through five years
|
|
|
29,114,362
|
|
|
|
29,699,080
|
|
Due after five years through ten years
|
|
|
27,735,538
|
|
|
|
28,865,845
|
|
Due after ten years
|
|
|
10,118,952
|
|
|
|
10,572,616
|
|
Other securities - non-maturing
|
|
|
3,501
|
|
|
|
3,501
|
|
Mortgage-backed: residential
|
|
|
30,695,390
|
|
|
|
30,937,335
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
105,874,085
|
|
|
$
|
108,328,285
|
|
Securities with a carrying amount of approximately
$90,223,000 and $66,882,000 were pledged to secure deposits, as required or permitted by law, at June 30, 2016 and December 31,
2015, respectively.
At June 30, 2016 there were no holdings of
securities of any one issuer, other than the U.S. Government and its agencies, in an amount greater than 10% of stockholders’
equity. The Company received proceeds of $3,686,240 from the sale of securities during the six months ended June 30, 2016, resulting
in gross realized gains of $29,489 and gross realized losses of $308. For the same time period last year, there were no sales
of securities.
NOTE 3 - LOANS
The components of the Company’s
loans are as follows:
|
|
At June
30,
|
|
|
At December
31,
|
|
|
|
2016
|
|
|
2015
|
|
|
|
Amount
|
|
|
Percent
|
|
|
Amount
|
|
|
Percent
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to-four family
|
|
$
|
113,870,419
|
|
|
|
25.5
|
%
|
|
$
|
110,792,710
|
|
|
|
26.0
|
%
|
Multi-family
|
|
|
36,797,825
|
|
|
|
8.2
|
|
|
|
41,182,067
|
|
|
|
9.7
|
|
Commercial
|
|
|
162,403,332
|
|
|
|
36.5
|
|
|
|
153,634,426
|
|
|
|
36.0
|
|
Construction and land
|
|
|
13,950,427
|
|
|
|
3.1
|
|
|
|
13,588,626
|
|
|
|
3.2
|
|
|
|
|
327,022,003
|
|
|
|
73.3
|
|
|
|
319,197,829
|
|
|
|
74.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial business
|
|
|
102,869,196
|
|
|
|
23.0
|
|
|
|
89,743,511
|
|
|
|
21.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consumer:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Home equity
|
|
|
12,505,761
|
|
|
|
2.8
|
|
|
|
13,656,008
|
|
|
|
3.2
|
|
Automobile and other
|
|
|
3,989,525
|
|
|
|
0.9
|
|
|
|
3,523,696
|
|
|
|
0.8
|
|
|
|
|
16,495,286
|
|
|
|
3.7
|
|
|
|
17,179,704
|
|
|
|
4.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total gross loans
|
|
|
446,386,485
|
|
|
|
100.0
|
%
|
|
|
426,121,044
|
|
|
|
100.0
|
%
|
Deferred loan origination costs, net
|
|
|
239,241
|
|
|
|
|
|
|
|
228,764
|
|
|
|
|
|
Allowance for loan losses
|
|
|
(6,225,250
|
)
|
|
|
|
|
|
|
(5,886,225
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans, net
|
|
$
|
440,400,476
|
|
|
|
|
|
|
$
|
420,463,583
|
|
|
|
|
|
The Company has certain lending policies
and procedures in place that are designed to maximize loan income within an acceptable level of risk. Management reviews and presents
these policies to the Company’s board of directors at least annually. A reporting system supplements the review process
by providing management with reports related to loan production, loan quality, loan delinquencies and non-performing and potential
problem loans.
Additional information regarding our accounting
policies for the individual loan categories is contained in our 2015 Annual Report to Stockholders that is filed as Exhibit 13
to the Company’s Annual Report on Form 10-K.
On occasion, the Company originates loans
secured by single-family dwellings with initial loan-to-value ratios exceeding 90%. As of June 30, 2016 and December 31, 2015,
these loans represented 1.83% and 2.07%, respectively, of our combined one-to-four family and home equity portfolios. The Company
did not consider the level of such loans to be a significant concentration of credit as of June 30, 2016 or December 31, 2015.
The recorded investment in loans does
not include accrued interest on loans nor loan origination fees due to immateriality. The allowance for loan losses does not include
a component for undisbursed loan commitments; rather this amount is included in other liabilities.
NOTE 3 - LOANS
(Continued)
The following tables present our past-due
loans, segregated by class, as of June 30, 2016 and December 31, 2015:
June
30, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans
30-59 Days Past
Due
|
|
|
Loans
60-89 Days Past
Due
|
|
|
Loans
90 or More
Days Past Due
|
|
|
Total
Past Due Loans
|
|
|
Current
Loans
|
|
|
Total
|
|
|
Accruing
Loans
90 or More
Days Past Due
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to-four family
|
|
$
|
-
|
|
|
$
|
192,863
|
|
|
$
|
365,269
|
|
|
$
|
558,132
|
|
|
$
|
113,312,287
|
|
|
$
|
113,870,419
|
|
|
$
|
-
|
|
Multi-family
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
36,797,825
|
|
|
|
36,797,825
|
|
|
|
-
|
|
Commercial
|
|
|
113,082
|
|
|
|
709,773
|
|
|
|
165,956
|
|
|
|
988,811
|
|
|
|
161,414,521
|
|
|
|
162,403,332
|
|
|
|
-
|
|
Construction and land
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
13,950,427
|
|
|
|
13,950,427
|
|
|
|
-
|
|
|
|
|
113,082
|
|
|
|
902,636
|
|
|
|
531,225
|
|
|
|
1,546,943
|
|
|
|
325,475,060
|
|
|
|
327,022,003
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial business
|
|
|
80,282
|
|
|
|
-
|
|
|
|
179,522
|
|
|
|
259,804
|
|
|
|
102,609,392
|
|
|
|
102,869,196
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consumer:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Home equity
|
|
|
-
|
|
|
|
-
|
|
|
|
42,318
|
|
|
|
42,318
|
|
|
|
12,463,443
|
|
|
|
12,505,761
|
|
|
|
-
|
|
Automobile and other
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
3,989,525
|
|
|
|
3,989,525
|
|
|
|
-
|
|
|
|
|
-
|
|
|
|
-
|
|
|
|
42,318
|
|
|
|
42,318
|
|
|
|
16,452,968
|
|
|
|
16,495,286
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
193,364
|
|
|
$
|
902,636
|
|
|
$
|
753,065
|
|
|
$
|
1,849,065
|
|
|
$
|
444,537,420
|
|
|
$
|
446,386,485
|
|
|
$
|
-
|
|
December
31, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans
30-59 Days Past
Due
|
|
|
Loans
60-89 Days Past
Due
|
|
|
Loans
90 or More
Days Past Due
|
|
|
Total
Past Due Loans
|
|
|
Current
Loans
|
|
|
Total
|
|
|
Accruing
Loans
90 or More
Days Past Due
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to-four family
|
|
$
|
331,479
|
|
|
$
|
259,240
|
|
|
$
|
33,839
|
|
|
$
|
624,558
|
|
|
$
|
110,168,152
|
|
|
$
|
110,792,710
|
|
|
$
|
-
|
|
Multi-family
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
41,182,067
|
|
|
|
41,182,067
|
|
|
|
-
|
|
Commercial
|
|
|
-
|
|
|
|
-
|
|
|
|
111,706
|
|
|
|
111,706
|
|
|
|
153,522,720
|
|
|
|
153,634,426
|
|
|
|
-
|
|
Construction and land
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
13,588,626
|
|
|
|
13,588,626
|
|
|
|
-
|
|
|
|
|
331,479
|
|
|
|
259,240
|
|
|
|
145,545
|
|
|
|
736,264
|
|
|
|
318,461,565
|
|
|
|
319,197,829
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial business
|
|
|
-
|
|
|
|
-
|
|
|
|
87,254
|
|
|
|
87,254
|
|
|
|
89,656,257
|
|
|
|
89,743,511
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consumer:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Home equity
|
|
|
57,625
|
|
|
|
-
|
|
|
|
89,407
|
|
|
|
147,032
|
|
|
|
13,508,976
|
|
|
|
13,656,008
|
|
|
|
-
|
|
Automobile and other
|
|
|
500
|
|
|
|
-
|
|
|
|
-
|
|
|
|
500
|
|
|
|
3,523,196
|
|
|
|
3,523,696
|
|
|
|
-
|
|
|
|
|
58,125
|
|
|
|
-
|
|
|
|
89,407
|
|
|
|
147,532
|
|
|
|
17,032,172
|
|
|
|
17,179,704
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
389,604
|
|
|
$
|
259,240
|
|
|
$
|
322,206
|
|
|
$
|
971,050
|
|
|
$
|
425,149,994
|
|
|
$
|
426,121,044
|
|
|
$
|
-
|
|
NOTE 3 - LOANS
(Continued)
All loans are reviewed on a regular basis
and are placed on non-accrual status when, in the opinion of management, there is reasonable probability of loss of principal
or collection of additional interest is deemed insufficient to warrant further accrual. Generally, we place all loans 90 days
or more past due on non-accrual status. However, exceptions may occur when a loan is in process of renewal, but it has not yet
been completed. In addition, we may place any loan on non-accrual status if any part of it is classified as loss or if any part
has been charged-off. When a loan is placed on non-accrual status, total interest accrued and unpaid to date is reversed. Subsequent
payments are applied to the outstanding principal balance.
Non-accrual loans, segregated by class,
are as follows:
|
|
June
30,
|
|
|
December
31,
|
|
|
|
2016
|
|
|
2015
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
One-to-four family
|
|
$
|
1,388,481
|
|
|
$
|
601,833
|
|
Multi-family
|
|
|
614,784
|
|
|
|
995,659
|
|
Commercial
|
|
|
3,147,074
|
|
|
|
1,245,023
|
|
Construction and land
|
|
|
-
|
|
|
|
-
|
|
|
|
|
5,150,339
|
|
|
|
2,842,515
|
|
|
|
|
|
|
|
|
|
|
Commercial business
|
|
|
323,584
|
|
|
|
263,233
|
|
|
|
|
|
|
|
|
|
|
Consumer:
|
|
|
|
|
|
|
|
|
Home equity
|
|
|
165,875
|
|
|
|
124,627
|
|
Automobile and other
|
|
|
66,120
|
|
|
|
8,558
|
|
|
|
|
231,995
|
|
|
|
133,185
|
|
|
|
|
|
|
|
|
|
|
Total non-accrual loans
|
|
$
|
5,705,918
|
|
|
$
|
3,238,933
|
|
NOTE 3 - LOANS
(Continued)
The following tables present the activity
in the allowance for loan losses for the three and six months ended June 30, 2016 and 2015. Allocation of a portion of the allowance
to one category of loans does not preclude its availability to absorb losses in other categories.
Three
months ended June 30, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Beginning
Balance
|
|
|
Charge-offs
|
|
|
Recoveries
|
|
|
Provision
|
|
|
Ending
Balance
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to-four family
|
|
$
|
1,158,110
|
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
37,680
|
|
|
$
|
1,195,790
|
|
Multi-family
|
|
|
411,519
|
|
|
|
-
|
|
|
|
3,000
|
|
|
|
(33,409
|
)
|
|
|
381,110
|
|
Commercial
|
|
|
2,449,438
|
|
|
|
-
|
|
|
|
2,060
|
|
|
|
(9,782
|
)
|
|
|
2,441,716
|
|
Construction and land
|
|
|
437,211
|
|
|
|
-
|
|
|
|
-
|
|
|
|
48,570
|
|
|
|
485,781
|
|
|
|
|
4,456,278
|
|
|
|
-
|
|
|
|
5,060
|
|
|
|
43,059
|
|
|
|
4,504,397
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial business
|
|
|
1,328,516
|
|
|
|
-
|
|
|
|
1,103
|
|
|
|
64,252
|
|
|
|
1,393,871
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consumer
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Home equity
|
|
|
280,466
|
|
|
|
-
|
|
|
|
12,442
|
|
|
|
(46,033
|
)
|
|
|
246,875
|
|
Automobile and other
|
|
|
71,460
|
|
|
|
(75
|
)
|
|
|
-
|
|
|
|
8,722
|
|
|
|
80,107
|
|
|
|
|
351,926
|
|
|
|
(75
|
)
|
|
|
12,442
|
|
|
|
(37,311
|
)
|
|
|
326,982
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
6,136,720
|
|
|
$
|
(75
|
)
|
|
$
|
18,605
|
|
|
$
|
70,000
|
|
|
$
|
6,225,250
|
|
Three
months ended June 30, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Beginning
Balance
|
|
|
Charge-offs
|
|
|
Recoveries
|
|
|
Provision
|
|
|
Ending
Balance
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to-four family
|
|
$
|
1,315,813
|
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
(201,071
|
)
|
|
$
|
1,114,742
|
|
Multi-family
|
|
|
439,661
|
|
|
|
-
|
|
|
|
4,752
|
|
|
|
29,155
|
|
|
|
473,568
|
|
Commercial
|
|
|
2,110,850
|
|
|
|
-
|
|
|
|
3,971
|
|
|
|
76,378
|
|
|
|
2,191,199
|
|
Construction and land
|
|
|
729,089
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(61,623
|
)
|
|
|
667,466
|
|
|
|
|
4,595,413
|
|
|
|
-
|
|
|
|
8,723
|
|
|
|
(157,161
|
)
|
|
|
4,446,975
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial business
|
|
|
1,051,713
|
|
|
|
-
|
|
|
|
11,663
|
|
|
|
123,272
|
|
|
|
1,186,648
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consumer
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Home equity
|
|
|
220,365
|
|
|
|
-
|
|
|
|
-
|
|
|
|
30,522
|
|
|
|
250,887
|
|
Automobile and other
|
|
|
10,816
|
|
|
|
-
|
|
|
|
331
|
|
|
|
3,367
|
|
|
|
14,514
|
|
|
|
|
231,181
|
|
|
|
-
|
|
|
|
331
|
|
|
|
33,889
|
|
|
|
265,401
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
5,878,307
|
|
|
$
|
-
|
|
|
$
|
20,717
|
|
|
$
|
-
|
|
|
$
|
5,899,024
|
|
NOTE 3 - LOANS
(Continued)
Six
months ended June 30, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Beginning
Balance
|
|
|
Charge-offs
|
|
|
Recoveries
|
|
|
Provision
|
|
|
Ending
Balance
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to-four family
|
|
$
|
1,139,730
|
|
|
$
|
-
|
|
|
$
|
984
|
|
|
$
|
55,076
|
|
|
$
|
1,195,790
|
|
Multi-family
|
|
|
474,368
|
|
|
|
-
|
|
|
|
6,000
|
|
|
|
(99,258
|
)
|
|
|
381,110
|
|
Commercial
|
|
|
1,984,088
|
|
|
|
-
|
|
|
|
4,838
|
|
|
|
452,790
|
|
|
|
2,441,716
|
|
Construction and land
|
|
|
497,992
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(12,211
|
)
|
|
|
485,781
|
|
|
|
|
4,096,178
|
|
|
|
-
|
|
|
|
11,822
|
|
|
|
396,397
|
|
|
|
4,504,397
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial business
|
|
|
1,434,687
|
|
|
|
-
|
|
|
|
8,233
|
|
|
|
(49,049
|
)
|
|
|
1,393,871
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consumer:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Home equity
|
|
|
279,670
|
|
|
|
-
|
|
|
|
12,442
|
|
|
|
(45,237
|
)
|
|
|
246,875
|
|
Automobile and other
|
|
|
75,690
|
|
|
|
(13,546
|
)
|
|
|
74
|
|
|
|
17,889
|
|
|
|
80,107
|
|
|
|
|
355,360
|
|
|
|
(13,546
|
)
|
|
|
12,516
|
|
|
|
(27,348
|
)
|
|
|
326,982
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
5,886,225
|
|
|
$
|
(13,546
|
)
|
|
$
|
32,571
|
|
|
$
|
320,000
|
|
|
$
|
6,225,250
|
|
Six
months ended June 30, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Beginning
Balance
|
|
|
Charge-offs
|
|
|
Recoveries
|
|
|
Provision
|
|
|
Ending
Balance
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to-four family
|
|
$
|
1,119,762
|
|
|
$
|
(25,258
|
)
|
|
$
|
-
|
|
|
$
|
20,238
|
|
|
$
|
1,114,742
|
|
Multi-family
|
|
|
436,833
|
|
|
|
-
|
|
|
|
5,752
|
|
|
|
30,983
|
|
|
|
473,568
|
|
Commercial
|
|
|
1,650,290
|
|
|
|
(25,742
|
)
|
|
|
4,701
|
|
|
|
561,950
|
|
|
|
2,191,199
|
|
Construction and land
|
|
|
1,194,917
|
|
|
|
-
|
|
|
|
811,350
|
|
|
|
(1,338,801
|
)
|
|
|
667,466
|
|
|
|
|
4,401,802
|
|
|
|
(51,000
|
)
|
|
|
821,803
|
|
|
|
(725,630
|
)
|
|
|
4,446,975
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial business
|
|
|
951,215
|
|
|
|
-
|
|
|
|
65,953
|
|
|
|
169,480
|
|
|
|
1,186,648
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consumer:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Home equity
|
|
|
198,150
|
|
|
|
-
|
|
|
|
-
|
|
|
|
52,737
|
|
|
|
250,887
|
|
Automobile and other
|
|
|
10,275
|
|
|
|
-
|
|
|
|
826
|
|
|
|
3,413
|
|
|
|
14,514
|
|
|
|
|
208,425
|
|
|
|
-
|
|
|
|
826
|
|
|
|
56,150
|
|
|
|
265,401
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
5,561,442
|
|
|
$
|
(51,000
|
)
|
|
$
|
888,582
|
|
|
$
|
(500,000
|
)
|
|
$
|
5,899,024
|
|
NOTE 3 - LOANS
(Continued)
The following tables separate the allocation
of the allowance for loan losses and the loan balances between loans evaluated both individually and collectively as of June 30,
2016 and December 31, 2015:
June
30, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Period-end
allowance allocated to loans:
|
|
|
Loans
evaluated for impairment:
|
|
|
|
Individually
evaluated for
impairment
|
|
|
Collectively
evaluated for
impairment
|
|
|
Ending
Balance
|
|
|
Individually
|
|
|
Collectively
|
|
|
Ending
Balance
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to-four family
|
|
$
|
309,439
|
|
|
$
|
886,351
|
|
|
$
|
1,195,790
|
|
|
$
|
1,434,910
|
|
|
$
|
112,435,509
|
|
|
$
|
113,870,419
|
|
Multi-family
|
|
|
-
|
|
|
|
381,110
|
|
|
|
381,110
|
|
|
|
4,184,634
|
|
|
|
32,613,191
|
|
|
|
36,797,825
|
|
Commercial
|
|
|
728,773
|
|
|
|
1,712,943
|
|
|
|
2,441,716
|
|
|
|
3,778,261
|
|
|
|
158,625,071
|
|
|
|
162,403,332
|
|
Construction and land
|
|
|
-
|
|
|
|
485,781
|
|
|
|
485,781
|
|
|
|
176,353
|
|
|
|
13,774,074
|
|
|
|
13,950,427
|
|
|
|
|
1,038,212
|
|
|
|
3,466,185
|
|
|
|
4,504,397
|
|
|
|
9,574,158
|
|
|
|
317,447,845
|
|
|
|
327,022,003
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial business
|
|
|
230,210
|
|
|
|
1,163,661
|
|
|
|
1,393,871
|
|
|
|
480,459
|
|
|
|
102,388,737
|
|
|
|
102,869,196
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consumer:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Home equity
|
|
|
71,483
|
|
|
|
175,392
|
|
|
|
246,875
|
|
|
|
182,753
|
|
|
|
12,323,008
|
|
|
|
12,505,761
|
|
Automobile and other
|
|
|
9,345
|
|
|
|
70,762
|
|
|
|
80,107
|
|
|
|
66,120
|
|
|
|
3,923,405
|
|
|
|
3,989,525
|
|
|
|
|
80,828
|
|
|
|
246,154
|
|
|
|
326,982
|
|
|
|
248,873
|
|
|
|
16,246,413
|
|
|
|
16,495,286
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
1,349,250
|
|
|
$
|
4,876,000
|
|
|
$
|
6,225,250
|
|
|
$
|
10,303,490
|
|
|
$
|
436,082,995
|
|
|
$
|
446,386,485
|
|
December
31, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Period-end
allowance allocated to loans:
|
|
|
Loans
evaluated for impairment:
|
|
|
|
Individually
evaluated for
impairment
|
|
|
Collectively
evaluated for
impairment
|
|
|
Ending
Balance
|
|
|
Individually
|
|
|
Collectively
|
|
|
Ending
Balance
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to-four family
|
|
$
|
116,724
|
|
|
$
|
1,023,006
|
|
|
$
|
1,139,730
|
|
|
$
|
905,974
|
|
|
$
|
109,886,736
|
|
|
$
|
110,792,710
|
|
Multi-family
|
|
|
-
|
|
|
|
474,368
|
|
|
|
474,368
|
|
|
|
995,659
|
|
|
|
40,186,408
|
|
|
|
41,182,067
|
|
Commercial
|
|
|
183,966
|
|
|
|
1,800,122
|
|
|
|
1,984,088
|
|
|
|
2,735,652
|
|
|
|
150,898,774
|
|
|
|
153,634,426
|
|
Construction and land
|
|
|
-
|
|
|
|
497,992
|
|
|
|
497,992
|
|
|
|
186,888
|
|
|
|
13,401,738
|
|
|
|
13,588,626
|
|
|
|
|
300,690
|
|
|
|
3,795,488
|
|
|
|
4,096,178
|
|
|
|
4,824,173
|
|
|
|
314,373,656
|
|
|
|
319,197,829
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial business
|
|
|
259,787
|
|
|
|
1,174,900
|
|
|
|
1,434,687
|
|
|
|
586,103
|
|
|
|
89,157,408
|
|
|
|
89,743,511
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consumer:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Home equity
|
|
|
49,782
|
|
|
|
229,888
|
|
|
|
279,670
|
|
|
|
141,649
|
|
|
|
13,514,359
|
|
|
|
13,656,008
|
|
Automobile and other
|
|
|
-
|
|
|
|
75,690
|
|
|
|
75,690
|
|
|
|
8,558
|
|
|
|
3,515,138
|
|
|
|
3,523,696
|
|
|
|
|
49,782
|
|
|
|
305,578
|
|
|
|
355,360
|
|
|
|
150,207
|
|
|
|
17,029,497
|
|
|
|
17,179,704
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
610,259
|
|
|
$
|
5,275,966
|
|
|
$
|
5,886,225
|
|
|
$
|
5,560,483
|
|
|
$
|
420,560,561
|
|
|
$
|
426,121,044
|
|
NOTE 3 - LOANS
(Continued)
Credit Quality Indicators
: As part
of the on-going monitoring of the credit quality of the Company’s loan portfolio, management categorizes loans into risk
categories based on relevant information about the ability of borrowers to service their debt and comply with various terms of
their loan agreements. The Company considers current financial information, historical payment experience, credit documentation,
public information and current economic trends. Generally, all sizeable credits receive a financial review no less than annually
to monitor and adjust, if necessary, the credit’s risk profile. Credits classified as watch generally receive a review more
frequently than annually. A watch classification is generally used for new businesses, for a business expanding in a new direction,
or for borrowers experiencing temporary difficulties. The risk category of homogeneous loans, including consumer loans and smaller
balance loans, is evaluated when the loan becomes delinquent. For special mention, substandard, and doubtful credit classifications,
the frequency of review is increased to no less than quarterly in order to determine potential impact on credit loss estimates.
The Company categorizes loans into the
following risk categories based on relevant information about the ability of borrowers to service their debt:
Pass - A pass asset is well
protected by the current worth and paying capacity of the obligor (or guarantors, if any) or by the fair value, less cost to acquire
and sell, of any underlying collateral in a timely manner. Pass assets also include certain assets considered watch, which are
still protected by the worth and paying capacity of the borrower but deserve closer attention and a higher level of credit monitoring.
Special Mention - A special
mention asset has potential weaknesses that deserve management’s close attention. The asset may also be subject to a weak
or in the future speculative market or to economic conditions, which may adversely affect the obligor. If left uncorrected, these
potential weaknesses may result in deterioration of the repayment prospects for the asset or in the Bank’s credit position
at some future date. Special mention assets are not adversely classified and do not expose the Bank to sufficient risk to warrant
adverse classification.
Substandard - A substandard
asset is an asset with a well-defined weakness that jeopardizes repayment, in whole or in part, of the debt. These credits are
inadequately protected by the current sound worth and paying capacity of the obligor or of the collateral pledged. These assets
are characterized by the distinct possibility that the institution will sustain some loss of principal and/or interest if the
deficiencies are not corrected. It is not necessary for a loan to have an identifiable loss potential in order to receive this
rating.
Doubtful - An asset that has
all the weaknesses inherent in the substandard classification, with the added characteristic that the weaknesses make collection
or liquidation in full, on the basis of currently known facts, conditions and values, highly questionable and improbable. The
possibility of loss is extremely likely, but it is not identified at this point due to pending factors.
Loss - An asset, or portion
thereof, classified as loss is considered uncollectible and of such little value that its continuance on the Company’s books
as an asset is not warranted. This classification does not necessarily mean that an asset has no recovery or salvage value; but
rather, there is much doubt about whether, how much, or when the recovery would occur. As such, it is not practical or desirable
to defer the write-off. Therefore, there is no balance to report for credits categorized as loss.
NOTE 3 - LOANS
(Continued)
The following tables present our credit
quality indicators, segregated by class, as of June 30, 2016 and December 31, 2015:
June
30, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pass
|
|
|
Special
Mention
|
|
|
Substandard
|
|
|
Doubtful
|
|
|
Total
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to-four family
|
|
$
|
111,732,989
|
|
|
$
|
748,949
|
|
|
$
|
1,388,481
|
|
|
$
|
-
|
|
|
$
|
113,870,419
|
|
Multi-family
|
|
|
32,613,191
|
|
|
|
-
|
|
|
|
4,184,634
|
|
|
|
-
|
|
|
|
36,797,825
|
|
Commercial
|
|
|
151,696,933
|
|
|
|
5,171,386
|
|
|
|
5,535,013
|
|
|
|
-
|
|
|
|
162,403,332
|
|
Construction and land
|
|
|
13,463,977
|
|
|
|
-
|
|
|
|
486,450
|
|
|
|
-
|
|
|
|
13,950,427
|
|
|
|
|
309,507,090
|
|
|
|
5,920,335
|
|
|
|
11,594,578
|
|
|
|
-
|
|
|
|
327,022,003
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial business
|
|
|
99,726,671
|
|
|
|
2,449,651
|
|
|
|
692,874
|
|
|
|
-
|
|
|
|
102,869,196
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consumer:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Home equity
|
|
|
12,339,886
|
|
|
|
-
|
|
|
|
165,875
|
|
|
|
-
|
|
|
|
12,505,761
|
|
Automobile and other
|
|
|
3,923,405
|
|
|
|
-
|
|
|
|
66,120
|
|
|
|
-
|
|
|
|
3,989,525
|
|
|
|
|
16,263,291
|
|
|
|
-
|
|
|
|
231,995
|
|
|
|
-
|
|
|
|
16,495,286
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
425,497,052
|
|
|
$
|
8,369,986
|
|
|
$
|
12,519,447
|
|
|
$
|
-
|
|
|
$
|
446,386,485
|
|
December
31, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pass
|
|
|
Special
Mention
|
|
|
Substandard
|
|
|
Doubtful
|
|
|
Total
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to-four family
|
|
$
|
109,161,526
|
|
|
$
|
772,127
|
|
|
$
|
859,057
|
|
|
$
|
-
|
|
|
$
|
110,792,710
|
|
Multi-family
|
|
|
37,571,827
|
|
|
|
2,614,581
|
|
|
|
995,659
|
|
|
|
-
|
|
|
|
41,182,067
|
|
Commercial
|
|
|
143,837,755
|
|
|
|
5,295,878
|
|
|
|
4,500,793
|
|
|
|
-
|
|
|
|
153,634,426
|
|
Construction and land
|
|
|
13,143,977
|
|
|
|
-
|
|
|
|
444,649
|
|
|
|
-
|
|
|
|
13,588,626
|
|
|
|
|
303,715,085
|
|
|
|
8,682,586
|
|
|
|
6,800,158
|
|
|
|
-
|
|
|
|
319,197,829
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial business
|
|
|
85,604,981
|
|
|
|
3,323,003
|
|
|
|
815,527
|
|
|
|
-
|
|
|
|
89,743,511
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consumer:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Home equity
|
|
|
13,504,552
|
|
|
|
-
|
|
|
|
68,241
|
|
|
|
83,215
|
|
|
|
13,656,008
|
|
Automobile and other
|
|
|
3,510,289
|
|
|
|
-
|
|
|
|
4,849
|
|
|
|
8,558
|
|
|
|
3,523,696
|
|
|
|
|
17,014,841
|
|
|
|
-
|
|
|
|
73,090
|
|
|
|
91,773
|
|
|
|
17,179,704
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
406,334,907
|
|
|
$
|
12,005,589
|
|
|
$
|
7,688,775
|
|
|
$
|
91,773
|
|
|
$
|
426,121,044
|
|
NOTE 3 - LOANS
(Continued)
The following tables provide details of
impaired loans, segregated by class, as of and for the periods indicated. The unpaid contractual balance represents the recorded
balance prior to any partial charge-offs. The recorded investment represents customer balances net of any partial charge-offs
recognized on the loans.
|
|
As
of June 30, 2016
|
|
|
As
of December 31, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unpaid
Contractual
Principal
Balance
|
|
|
Recorded
Investment
|
|
|
Allowance
for
Loan Losses
Allocated
|
|
|
Unpaid
Contractual
Principal
Balance
|
|
|
Recorded
Investment
|
|
|
Allowance
for
Loan Losses
Allocated
|
|
With no related allowance recorded:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to-four family
|
|
$
|
431,065
|
|
|
$
|
431,065
|
|
|
$
|
-
|
|
|
$
|
648,750
|
|
|
$
|
648,750
|
|
|
$
|
-
|
|
Multi-family
|
|
|
4,667,112
|
|
|
|
4,184,634
|
|
|
|
-
|
|
|
|
1,478,137
|
|
|
|
995,659
|
|
|
|
-
|
|
Commercial
|
|
|
2,149,411
|
|
|
|
1,959,509
|
|
|
|
-
|
|
|
|
2,246,797
|
|
|
|
2,193,291
|
|
|
|
-
|
|
Construction and land
|
|
|
176,353
|
|
|
|
176,353
|
|
|
|
-
|
|
|
|
186,888
|
|
|
|
186,888
|
|
|
|
-
|
|
|
|
|
7,423,941
|
|
|
|
6,751,561
|
|
|
|
-
|
|
|
|
4,560,572
|
|
|
|
4,024,588
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial business
|
|
|
230,116
|
|
|
|
230,116
|
|
|
|
-
|
|
|
|
87,254
|
|
|
|
87,254
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consumer:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Home equity
|
|
|
50,957
|
|
|
|
50,957
|
|
|
|
-
|
|
|
|
52,242
|
|
|
|
52,242
|
|
|
|
|
|
Automobile and other
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
8,558
|
|
|
|
8,558
|
|
|
|
-
|
|
|
|
|
50,957
|
|
|
|
50,957
|
|
|
|
|
|
|
|
60,800
|
|
|
|
60,800
|
|
|
|
-
|
|
Subtotal
|
|
$
|
7,705,014
|
|
|
$
|
7,032,634
|
|
|
$
|
-
|
|
|
$
|
4,708,626
|
|
|
$
|
4,172,642
|
|
|
$
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
With an allowance recorded:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to-four family
|
|
$
|
1,003,845
|
|
|
$
|
1,003,845
|
|
|
$
|
309,439
|
|
|
$
|
257,224
|
|
|
$
|
257,224
|
|
|
$
|
116,724
|
|
Commercial
|
|
|
1,818,752
|
|
|
|
1,818,752
|
|
|
|
728,773
|
|
|
|
685,759
|
|
|
|
542,361
|
|
|
|
183,966
|
|
|
|
|
2,822,597
|
|
|
|
2,822,597
|
|
|
|
1,038,212
|
|
|
|
942,983
|
|
|
|
799,585
|
|
|
|
300,690
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial business
|
|
|
250,343
|
|
|
|
250,343
|
|
|
|
230,210
|
|
|
|
498,849
|
|
|
|
498,849
|
|
|
|
259,787
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consumer:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Home equity
|
|
|
131,796
|
|
|
|
131,796
|
|
|
|
71,483
|
|
|
|
89,407
|
|
|
|
89,407
|
|
|
|
49,782
|
|
Automobile and other
|
|
|
66,120
|
|
|
|
66,120
|
|
|
|
9,345
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
|
197,916
|
|
|
|
197,916
|
|
|
|
80,828
|
|
|
|
89,407
|
|
|
|
89,407
|
|
|
|
49,782
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subtotal
|
|
|
3,270,856
|
|
|
|
3,270,856
|
|
|
|
1,349,250
|
|
|
|
1,531,239
|
|
|
|
1,387,841
|
|
|
|
610,259
|
|
Total
|
|
$
|
10,975,870
|
|
|
$
|
10,303,490
|
|
|
$
|
1,349,250
|
|
|
$
|
6,239,865
|
|
|
$
|
5,560,483
|
|
|
$
|
610,259
|
|
NOTE 3 - LOANS
(Continued)
|
|
For
the three months ended June 30, 2016
|
|
|
For
the three months ended June 30, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average
Recorded
Investment
|
|
|
Interest
Income
Recognized
|
|
|
Cash
Basis
Interest
Recognized
|
|
|
Average
Recorded
Investment
|
|
|
Interest
Income
Recognized
|
|
|
Cash
Basis
Interest
Recognized
|
|
With no related allowance recorded:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to-four family
|
|
$
|
555,453
|
|
|
$
|
464
|
|
|
$
|
-
|
|
|
$
|
660,569
|
|
|
$
|
1,713
|
|
|
$
|
-
|
|
Multi-family
|
|
|
2,578,784
|
|
|
|
43,758
|
|
|
|
-
|
|
|
|
1,130,198
|
|
|
|
-
|
|
|
|
-
|
|
Commercial
|
|
|
1,973,177
|
|
|
|
9,191
|
|
|
|
-
|
|
|
|
1,271,873
|
|
|
|
14,142
|
|
|
|
-
|
|
Construction and land
|
|
|
178,997
|
|
|
|
2,003
|
|
|
|
-
|
|
|
|
854,331
|
|
|
|
2,236
|
|
|
|
-
|
|
|
|
|
5,286,411
|
|
|
|
55,416
|
|
|
|
-
|
|
|
|
3,916,971
|
|
|
|
18,091
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial business
|
|
|
158,685
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consumer:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Home equity
|
|
|
62,649
|
|
|
|
253
|
|
|
|
-
|
|
|
|
54,226
|
|
|
|
257
|
|
|
|
-
|
|
Automobile and other
|
|
|
5,847
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
|
68,496
|
|
|
|
253
|
|
|
|
-
|
|
|
|
54,226
|
|
|
|
257
|
|
|
|
-
|
|
Subtotal
|
|
$
|
5,513,592
|
|
|
$
|
55,669
|
|
|
$
|
-
|
|
|
$
|
3,971,197
|
|
|
$
|
18,348
|
|
|
$
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
With an allowance recorded:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to-four family
|
|
$
|
881,912
|
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
545,364
|
|
|
$
|
6,415
|
|
|
$
|
-
|
|
Commercial
|
|
|
1,819,051
|
|
|
|
-
|
|
|
|
-
|
|
|
|
815,183
|
|
|
|
4,262
|
|
|
|
-
|
|
|
|
|
2,700,963
|
|
|
|
-
|
|
|
|
-
|
|
|
|
1,360,547
|
|
|
|
10,677
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial business
|
|
|
328,005
|
|
|
|
1,809
|
|
|
|
-
|
|
|
|
189,200
|
|
|
|
3,650
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consumer:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Home equity
|
|
|
155,691
|
|
|
|
-
|
|
|
|
-
|
|
|
|
51,220
|
|
|
|
115
|
|
|
|
-
|
|
Automobile and other
|
|
|
33,060
|
|
|
|
169
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
|
188,751
|
|
|
|
169
|
|
|
|
-
|
|
|
|
51,220
|
|
|
|
115
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subtotal
|
|
|
3,217,719
|
|
|
|
1,978
|
|
|
|
-
|
|
|
|
1,600,967
|
|
|
|
14,442
|
|
|
|
-
|
|
Total
|
|
$
|
8,731,311
|
|
|
$
|
57,647
|
|
|
$
|
-
|
|
|
$
|
5,572,164
|
|
|
$
|
32,790
|
|
|
$
|
-
|
|
NOTE 3 - LOANS
(Continued)
|
|
For
the six months ended June 30, 2016
|
|
|
For
the six months ended June 30, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average
Recorded
Investment
|
|
|
Interest
Income
Recognized
|
|
|
Cash
Basis
Interest
Recognized
|
|
|
Average
Recorded
Investment
|
|
|
Interest
Income
Recognized
|
|
|
Cash
Basis
Interest
Recognized
|
|
With no related allowance recorded:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to-four family
|
|
$
|
586,552
|
|
|
$
|
930
|
|
|
$
|
-
|
|
|
$
|
655,561
|
|
|
$
|
3,419
|
|
|
$
|
-
|
|
Multi-family
|
|
|
2,051,076
|
|
|
|
43,758
|
|
|
|
-
|
|
|
|
1,200,392
|
|
|
|
-
|
|
|
|
-
|
|
Commercial
|
|
|
2,046,548
|
|
|
|
27,186
|
|
|
|
-
|
|
|
|
1,104,093
|
|
|
|
14,142
|
|
|
|
-
|
|
Construction and land
|
|
|
181,627
|
|
|
|
4,065
|
|
|
|
-
|
|
|
|
1,115,897
|
|
|
|
4,503
|
|
|
|
-
|
|
|
|
|
4,865,803
|
|
|
|
75,939
|
|
|
|
-
|
|
|
|
4,075,943
|
|
|
|
22,064
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial business
|
|
|
134,874
|
|
|
|
-
|
|
|
|
-
|
|
|
|
8,365
|
|
|
|
-
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consumer:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Home equity
|
|
|
59,180
|
|
|
|
507
|
|
|
|
-
|
|
|
|
54,668
|
|
|
|
513
|
|
|
|
-
|
|
Automobile and other
|
|
|
6,751
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
|
65,931
|
|
|
|
507
|
|
|
|
-
|
|
|
|
54,668
|
|
|
|
513
|
|
|
|
-
|
|
Subtotal
|
|
$
|
5,066,608
|
|
|
$
|
76,446
|
|
|
$
|
-
|
|
|
$
|
4,138,976
|
|
|
$
|
22,577
|
|
|
$
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
With an allowance recorded:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to-four family
|
|
$
|
673,683
|
|
|
$
|
4,506
|
|
|
$
|
-
|
|
|
$
|
630,085
|
|
|
$
|
12,126
|
|
|
$
|
-
|
|
Multi-family
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Commercial
|
|
|
1,393,488
|
|
|
|
501
|
|
|
|
-
|
|
|
|
1,043,065
|
|
|
|
8,532
|
|
|
|
-
|
|
Construction and land
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
|
2,067,171
|
|
|
|
5,007
|
|
|
|
-
|
|
|
|
1,673,150
|
|
|
|
20,658
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial business
|
|
|
384,953
|
|
|
|
5,263
|
|
|
|
-
|
|
|
|
164,615
|
|
|
|
5,543
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consumer:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Home equity
|
|
|
133,596
|
|
|
|
227
|
|
|
|
-
|
|
|
|
37,447
|
|
|
|
115
|
|
|
|
-
|
|
Automobile and other
|
|
|
22,040
|
|
|
|
169
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
|
155,636
|
|
|
|
396
|
|
|
|
-
|
|
|
|
37,447
|
|
|
|
115
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subtotal
|
|
|
2,607,760
|
|
|
|
10,666
|
|
|
|
-
|
|
|
|
1,875,212
|
|
|
|
26,316
|
|
|
|
-
|
|
Total
|
|
$
|
7,674,368
|
|
|
$
|
87,112
|
|
|
$
|
-
|
|
|
$
|
6,014,188
|
|
|
$
|
48,893
|
|
|
$
|
-
|
|
NOTE 3 - LOANS
(Continued)
Troubled Debt Restructurings:
The Company had allocations of $1,241,024
of specific reserves on $8,993,694 of loans to customers whose loan terms have been modified in troubled debt restructurings as
of June 30, 2016. The Company had $380,593 of allocations of specific reserves on $3,925,262 of loans to customers whose loan
terms were modified in troubled debt restructurings as of December 31, 2015. The amount the Company had committed to lend to loan
customers that are classified as troubled debt restructurings was not material as of June 30, 2016 or December 31, 2015.
During the three and six months ended
June 30, 2016, 11 loans totaling $6,317,451 were modified as troubled debt restructurings. The modifications included one or a
combination of the following: payment and maturity changes not available in the market; and a reduction of the stated interest
rate of the loan.
During the three and six months ended
June 30, 2015, three loans totaling $1,163,970 were modified as troubled debt restructurings. The modifications included payment
and maturity changes not available in the market.
The following tables present loans, by
class, modified as troubled debt restructurings that occurred during the three and six months ended June 30, 2016 and 2015:
Three
and six months ended June 30, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
Number
of
Contracts
|
|
|
Pre-Modification
Outstanding Recorded
Investment
|
|
|
Post-Modification
Outstanding Recorded
Investment
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to-four family
|
|
|
1
|
|
|
$
|
748,641
|
|
|
$
|
748,641
|
|
Multi-family
|
|
|
3
|
|
|
|
3,569,850
|
|
|
|
3,569,850
|
|
Commercial
|
|
|
2
|
|
|
|
1,699,300
|
|
|
|
1,699,300
|
|
|
|
|
6
|
|
|
|
6,017,791
|
|
|
|
6,017,791
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial business
|
|
|
2
|
|
|
|
144,062
|
|
|
|
144,062
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consumer:
|
|
|
|
|
|
|
|
|
|
|
|
|
Home equity
|
|
|
1
|
|
|
|
89,478
|
|
|
|
89,478
|
|
Automobile and other
|
|
|
2
|
|
|
|
66,120
|
|
|
|
66,120
|
|
|
|
|
3
|
|
|
|
155,598
|
|
|
|
155,598
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
11
|
|
|
$
|
6,317,451
|
|
|
$
|
6,317,451
|
|
The troubled debt restructurings described
above resulted in a net decrease in the allowance for loan losses of $94,638 during the three months ended June 30, 2016. During
the three months ended March 31, 2016 a relationship totaling $2.5 million was classified as impaired and a reserve of $1.0 million
was established. This relationship was restructured during the three months ended June 30, 2016, but no additional reserves were
required. We experienced a net increase in the allowance for loan losses of $876,747 during the six months ended June 30, 2016.
There were no charge offs during the three and six months ended June 30, 2016.
NOTE 3 - LOANS
(Continued)
Three
and six months ended June 30, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
Number
of
Contracts
|
|
|
Pre-Modification
Outstanding Recorded
Investment
|
|
|
Post-Modification
Outstanding Recorded
Investment
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial
|
|
|
2
|
|
|
|
1,001,803
|
|
|
|
1,001,803
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial business
|
|
|
1
|
|
|
|
162,167
|
|
|
|
162,167
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
3
|
|
|
$
|
1,163,970
|
|
|
$
|
1,163,970
|
|
There were no troubled debt restructurings
for which there was a payment default within twelve months following the modification during the three and six months ended June
30, 2016 and 2015.
A loan is considered to be in payment
default once it is 60 days contractually past due under the modified terms.
The recorded investment in consumer loans
collateralized by residential real estate property that was in the process of foreclosure was not material as of June 30, 2016
and December 31, 2015.
NOTE 4 – SECURITIES SOLD UNDER AGREEMENTS
TO REPURCHASE
Securities sold under agreements to repurchase
are shown below.
|
|
June
30, 2016
|
|
|
|
Remaining
Contractual Maturity of the Agreements
|
|
|
|
Overnight
and
Continuous
|
|
|
Up
to
30 days
|
|
|
30
- 90
days
|
|
|
Greater
than 90
days
|
|
|
Total
|
|
Repurchase agreements and repurchase-to-maturity transactions
|
|
$
|
21,817,155
|
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
21,817,155
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross amount of recognized liabilities for repurchase agreements in Consolidated Balance Sheet
|
|
|
|
$
|
21,817,155
|
|
|
|
December
31, 2015
|
|
|
|
Remaining
Contractual Maturity of the Agreements
|
|
|
|
Overnight
and
Continuous
|
|
|
Up
to
30 days
|
|
|
30
- 90
days
|
|
|
Greater
than 90
days
|
|
|
Total
|
|
Repurchase agreements and repurchase-to-maturity transactions
|
|
$
|
19,732,766
|
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
19,732,766
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross amount of recognized liabilities for repurchase agreements in Consolidated Balance Sheet
|
|
|
|
$
|
19,732,766
|
|
Securities sold under agreements to repurchase
were secured by securities with an approximate carrying amount of $41,259,000 and $26,458,000 at June 30, 2016 and December 31,
2015, respectively. The carrying amount at June 30, 2016 was comprised of $15,867,000 in securities issued by U.S. government
agencies, $13,331,000 in mortgage-backed securities, and $12,061,000 in state and municipal securities. The carrying amount at
December 31, 2015 was comprised of $13,962,000 in securities issued by U.S. government agencies, $8,419,000 in state and municipal
securities, and $4,077,000 in mortgage-backed securities. Also included in total borrowings at June 30, 2016 and December 31,
2015 were Federal Home Loan Bank of Chicago (“FHLB”) advances of $15,999,000 and $15,996,000, respectively.
NOTE 4 – SECURITIES SOLD UNDER AGREEMENTS
TO REPURCHASE
(Continued)
Given that the value of the securities
that are pledged fluctuate due to market conditions, the Company has no control over the market value. If the market value of
the securities pledged falls below the repurchase price, the Company is obligated to promptly transfer additional securities,
per the terms of the agreements to repurchase.
NOTE 5 – EARNINGS PER SHARE
Basic and diluted earnings per share represents
net income available to common stockholders divided by the weighted average number of common shares outstanding.
|
|
Three
Months Ended
|
|
|
Six Months
Ended
|
|
|
|
June
30,
|
|
|
June
30,
|
|
|
|
2016
|
|
|
2015
|
|
|
2016
|
|
|
2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income
|
|
$
|
651,401
|
|
|
$
|
1,212,480
|
|
|
$
|
1,664,749
|
|
|
$
|
2,683,734
|
|
Basic potential common shares:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic weighted average shares outstanding
|
|
|
7,005,883
|
|
|
|
7,006,967
|
|
|
|
7,005,883
|
|
|
|
7,007,124
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dilutive potential common shares
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted weighted average shares outstanding
|
|
|
7,005,883
|
|
|
|
7,006,967
|
|
|
|
7,005,883
|
|
|
|
7,007,124
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted earnings per share
|
|
$
|
0.09
|
|
|
$
|
0.17
|
|
|
$
|
0.24
|
|
|
$
|
0.38
|
|
NOTE 6 - FAIR VALUE MEASUREMENTS
The Company determines the fair market
values of its financial instruments based on the fair value hierarchy established in ASC Topic 820, Fair Value Measurements and
Disclosures, which requires an entity to maximize the use of observable inputs and minimizes the use of unobservable inputs when
measuring fair value. The guidance also describes three levels of inputs that may be used to measure fair value.
|
·
|
Level
1 - Unadjusted quoted prices in active markets for identical assets or liabilities that
the Company has the ability to access at the measurement date.
|
|
·
|
Level
2 - Inputs other than quoted prices included with Level 1 that are observable for the
asset or liability either directly or indirectly. These might include quoted prices for
similar assets or liabilities in active markets, quoted prices for identical or similar
assets or liabilities in markets that are not active, inputs other than quoted prices
that are observable for the asset or liability (such as interest rates, volatilities,
prepayment speeds, credit risks, etc.) or inputs that are derived from or corroborated
by market data by correlation or other means.
|
|
·
|
Level
3 - Unobservable inputs for determining the fair value of assets or liabilities that
reflect an entity’s own assumptions about the assumptions that market participants
would use in pricing the assets or liabilities.
|
Securities:
The fair value of available-for-sale
securities are determined by various valuation methodologies. Where quoted market prices are available in an active market, securities
are classified within Level 1. The Company has no securities classified within Level 1. If quoted market prices are not available,
then fair values are estimated by using pricing models or quoted prices of securities with similar
NOTE 6 - FAIR VALUE MEASUREMENTS
(Continued)
characteristics. For these investments,
the pricing applications apply available information as applicable through processes such as benchmark curves, benchmarking of
like securities, sector groupings and matrix pricing to prepare evaluations. They also use model processes, such as the Option
Adjusted Spread model to assess interest rate impact and develop prepayment scenarios. In the case of municipal securities, information
on the Bloomberg terminal such as credit ratings, credit support, and call features are used to set the matrix values for the
issues, which will be used to determine the yields from which the market values are calculated each month. Because they are not
price quote valuations, the pricing methods are considered Level 2 inputs. At this time all of the Company’s securities
fall within the Level 2 hierarchy for pricing. In certain cases where Level 1 or Level 2 inputs are not available, securities
are classified within Level 3 of the hierarchy. The Company currently has no securities classified within Level 3. During the
six months ended June 30, 2016, there were no transfers between Level 1 and Level 2. The valuation methodology was consistent
for the six months ended June 30, 2016 and the year ended December 31, 2015.
Foreclosed
Assets
: Assets acquired through or instead of loan foreclosure are initially recorded at fair value less costs to sell
when acquired, establishing a new cost basis. These assets are subsequently accounted for at lower of cost or fair value
less estimated costs to sell. Fair value is commonly based on recent real estate appraisals which are updated no less frequently
than annually. These appraisals may utilize a single valuation approach or a combination of approaches including comparable
sales and the income approach. Adjustments are routinely made in the appraisal process by the independent appraisers to adjust
for differences between the comparable sales and income data available. Such adjustments are usually significant and typically
result in a Level 3 classification of the inputs for determining fair value. Foreclosed assets are evaluated on a quarterly
basis for additional impairment and adjusted accordingly.
Impaired Loans
:
The fair value of impaired loans with specific allocations of the allowance for loan losses is generally based on recent real
estate appraisals. These appraisals may utilize a single valuation approach or a combination of approaches including comparable
sales and the income approach. Adjustments are routinely made in the appraisal process by the independent appraisers to adjust
for differences between the comparable sales and income data available. Such adjustments are usually significant and typically
result in a Level 3 classification of the inputs for determining fair value. Non-real estate collateral may be valued using
an appraisal, net book value per the borrower’s financial statements, or aging reports, adjusted or discounted based on
management’s historical knowledge, changes in market conditions from the time of the valuation, and management’s expertise
and knowledge of the client and client’s business, resulting in a Level 3 fair value classification. Impaired loans
are evaluated on a quarterly basis for additional impairment and adjusted accordingly.
Appraisals for
both foreclosed assets and collateral-dependent impaired loans are performed by certified general appraisers (for commercial properties)
or certified residential appraisers (for residential properties) whose qualifications and licenses have been reviewed and verified
by the Company. Once received, a member of the loan department reviews the assumptions and approaches utilized in the appraisal
as well as the overall resulting fair value in comparison with independent data sources such as recent market data or industry-wide
statistics. On an annual basis, the Company compares the actual selling price of collateral that has been sold to the most
recent appraised value to determine what additional adjustment should be made to the appraisal value to arrive at fair value.
Mortgage Servicing Rights:
Annually,
loan servicing rights are evaluated for impairment based upon the fair value of the rights as compared to carrying amount. If
the carrying amount exceeds fair value, impairment is recorded so that the servicing asset is carried at fair value. Fair value
is determined based on market prices for comparable mortgage servicing contracts, when available, resulting in a Level 2 classification,
or alternatively based on a valuation model that calculates the present value of estimated future net servicing income. The valuation
model utilizes assumptions that market participants would use in estimating future net servicing income and that can be validated
against available market data which also results in a Level 2 classification.
NOTE 6 - FAIR VALUE MEASUREMENTS
(Continued)
Assets measured at fair value on a recurring
basis segregated by fair value hierarchy level during the periods ended June 30, 2016 and December 31, 2015 are summarized below:
|
|
Fair
Value Measurements at June 30, 2016 Using:
|
|
|
|
Quoted
Prices
in Active
Markets for
Identical Assets
|
|
|
Significant
Other
Observable Inputs
|
|
|
Significant
Unobservable
Inputs
|
|
|
|
|
Assets:
|
|
(Level
1)
|
|
|
(Level
2)
|
|
|
(Level
3)
|
|
|
Total
|
|
Securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. government agency obligations
|
|
$
|
-
|
|
|
$
|
32,013,569
|
|
|
$
|
-
|
|
|
$
|
32,013,569
|
|
State and municipal securities
|
|
|
-
|
|
|
|
45,373,880
|
|
|
|
-
|
|
|
|
45,373,880
|
|
Other securities
|
|
|
-
|
|
|
|
3,501
|
|
|
|
-
|
|
|
|
3,501
|
|
Mortgage-backed: residential
|
|
|
-
|
|
|
|
30,937,335
|
|
|
|
-
|
|
|
|
30,937,335
|
|
Total securities available for sale
|
|
$
|
-
|
|
|
$
|
108,328,285
|
|
|
$
|
-
|
|
|
$
|
108,328,285
|
|
|
|
Fair
Value Measurements at December 31, 2015 Using:
|
|
|
|
Quoted
Prices
in Active
Markets for
Identical Assets
|
|
|
Significant
Other
Observable Inputs
|
|
|
Significant
Unobservable
Inputs
|
|
|
|
|
Assets:
|
|
(Level
1)
|
|
|
(Level
2)
|
|
|
(Level
3)
|
|
|
Total
|
|
Securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. government agency obligations
|
|
$
|
-
|
|
|
$
|
29,048,102
|
|
|
$
|
-
|
|
|
$
|
29,048,102
|
|
State and municipal securities
|
|
|
-
|
|
|
|
45,734,239
|
|
|
|
-
|
|
|
|
45,734,239
|
|
Other securities
|
|
|
-
|
|
|
|
3,501
|
|
|
|
-
|
|
|
|
3,501
|
|
Mortgage-backed: residential
|
|
|
-
|
|
|
|
28,970,772
|
|
|
|
-
|
|
|
|
28,970,772
|
|
Total securities available for sale
|
|
$
|
-
|
|
|
$
|
103,756,614
|
|
|
$
|
-
|
|
|
$
|
103,756,614
|
|
NOTE 6 - FAIR VALUE MEASUREMENTS
(Continued)
Assets measured at fair value on a nonrecurring
basis by fair value hierarchy level during the periods ended June 30, 2016 and December 31, 2015 are summarized below:
|
|
Fair
Value Measurements at June 30, 2016 Using:
|
|
|
|
Quoted
Prices
in Active
Markets for
Identical Assets
|
|
|
Significant
Other
Observable Inputs
|
|
|
Significant
Unobservable
Inputs
|
|
|
|
|
Assets:
|
|
(Level
1)
|
|
|
(Level
2)
|
|
|
(Level
3)
|
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreclosed assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real estate:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Construction and land
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
1,566,126
|
|
|
$
|
1,566,126
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total foreclosed assets
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
1,566,126
|
|
|
$
|
1,566,126
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Impaired loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to-four family
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
694,406
|
|
|
$
|
694,406
|
|
Commercial
|
|
|
-
|
|
|
|
-
|
|
|
|
1,089,979
|
|
|
|
1,089,979
|
|
|
|
|
-
|
|
|
|
-
|
|
|
|
1,784,385
|
|
|
|
1,784,385
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial business
|
|
|
-
|
|
|
|
-
|
|
|
|
20,132
|
|
|
|
20,132
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consumer:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Home equity
|
|
|
-
|
|
|
|
-
|
|
|
|
60,314
|
|
|
|
60,314
|
|
Automobile and other
|
|
|
-
|
|
|
|
-
|
|
|
|
56,775
|
|
|
|
56,775
|
|
|
|
|
-
|
|
|
|
-
|
|
|
|
117,089
|
|
|
|
117,089
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total impaired loans
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
1,921,606
|
|
|
$
|
1,921,606
|
|
NOTE 6 - FAIR VALUE MEASUREMENTS
(Continued)
|
|
Fair
Value Measurements at December 31, 2015 Using:
|
|
|
|
Quoted
Prices
in Active
Markets for
Identical Assets
|
|
|
Significant
Other
Observable Inputs
|
|
|
Significant
Unobservable
Inputs
|
|
|
|
|
Assets:
|
|
(Level
1)
|
|
|
(Level
2)
|
|
|
(Level
3)
|
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreclosed assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real estate:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
19,000
|
|
|
$
|
19,000
|
|
Construction and land
|
|
|
-
|
|
|
|
-
|
|
|
|
604,500
|
|
|
$
|
604,500
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total foreclosed assets
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
623,500
|
|
|
$
|
623,500
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Impaired loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to-four family
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
140,500
|
|
|
$
|
140,500
|
|
Commercial
|
|
|
-
|
|
|
|
-
|
|
|
|
358,395
|
|
|
|
358,395
|
|
|
|
|
-
|
|
|
|
-
|
|
|
|
498,895
|
|
|
|
498,895
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial business
|
|
|
-
|
|
|
|
-
|
|
|
|
239,062
|
|
|
|
239,062
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consumer:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Home equity
|
|
|
-
|
|
|
|
-
|
|
|
|
39,625
|
|
|
|
39,625
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total impaired loans
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
777,582
|
|
|
$
|
777,582
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mortgage Servicing Rights
|
|
$
|
-
|
|
|
$
|
1,109,720
|
|
|
$
|
-
|
|
|
$
|
1,109,720
|
|
Foreclosed assets are collateral dependent
and are recorded at the fair value less costs to sell and may be revalued on a nonrecurring basis. Foreclosed assets measured
at fair value less costs to sell on a nonrecurring basis at June 30, 2016, had a net carrying amount of $1,566,126, which was
made up of the outstanding balance of $1,917,044, net of cumulative write-downs of $350,918, which included $45,195 of write-downs
that occurred during the six months ended June 30, 2016. At December 31, 2015, foreclosed assets had a net carrying amount of
$623,500, which was made up of the outstanding balance of $1,337,678, net of cumulative write-downs of $714,178 which includes
$355,500 that occurred during the year ended December 31, 2015.
Impaired loans that are measured for impairment
using the fair value of the collateral for collateral dependent loans, had a principal balance of $3,270,856, with a valuation
allowance of $1,349,250 at June 30, 2016, resulting in a net increase in provision for loan losses of $738,991 for the six months
ended June 30, 2016. At December 31, 2015, impaired loans had a principal balance of $1,387,841, with a valuation allowance of
$610,259.
NOTE 6 - FAIR VALUE MEASUREMENTS
(Continued)
The following table presents quantitative
information about Level 3 fair value measurements for significant categories of financial instruments measured at fair value on
a non-recurring basis at June 30, 2016:
|
|
Fair
Value
|
|
|
Valuation
Techniques
|
|
Unobservable
Inputs
|
|
Range
|
|
Weighted
Average
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreclosed assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real estate:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Construction and land
|
|
$
|
1,566,126
|
|
|
Sales Comparison
|
|
Adjustment for difference
between comparable sales
|
|
-11% to 31%
|
|
|
11.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Impaired loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to-four family
|
|
$
|
504,626
|
|
|
Cost Approach
|
|
Adjustment for depreciation
and other factors
|
|
6.6%
|
|
|
6.6
|
%
|
One-to-four family
|
|
$
|
189,780
|
|
|
Fair Value of Collateral
|
|
Adjustment based on lease
purchase agreement
|
|
0% to 6%
|
|
|
6.2
|
%
|
Commercial
|
|
|
118,968
|
|
|
Sales Comparison
|
|
Adjustment for difference
between comparable sales
|
|
-53% to -34%
|
|
|
-42.2
|
%
|
Commercial
|
|
|
971,011
|
|
|
Income Approach
|
|
Investment Capitalization Rates
|
|
8.7%
|
|
|
8.7
|
%
|
Commercial business
|
|
|
20,132
|
|
|
Sales Comparison
|
|
Adjustment for difference
between comparable sales
|
|
-48% to 27%
|
|
|
5.2
|
%
|
Consumer loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Automobile and other
|
|
|
56,775
|
|
|
Fair Value of Collateral
|
|
Adjustment for depreciation
and other factors
|
|
-20% to -14%
|
|
|
-16.9
|
%
|
The following table presents quantitative
information about Level 3 fair value measurements for financial instruments measured at fair value on a non-recurring basis at
December 31, 2015:
|
|
Fair
Value
|
|
|
Valuation
Techniques
|
|
Unobservable
Inputs
|
|
Range
|
|
Weighted
Average
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreclosed assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real estate:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Construction and land
|
|
$
|
604,500
|
|
|
Sales Comparison
|
|
Adjustment for difference
between comparable sales
|
|
-29% to 5%
|
|
|
-8.9
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Impaired loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to-four family
|
|
$
|
140,500
|
|
|
Sales Comparison
|
|
Adjustment for difference
between comparable sales
|
|
-19% to -7%
|
|
|
-13.0
|
%
|
Commercial
|
|
|
88,000
|
|
|
Sales Comparison
|
|
Adjustment for difference
between comparable sales
|
|
9% to 16%
|
|
|
12.8
|
%
|
Commercial
|
|
|
270,395
|
|
|
Income Approach
|
|
Investment Capitalization Rates
|
|
9.0%
|
|
|
9.0
|
%
|
Commercial business
|
|
|
121,094
|
|
|
Fair Value of Collateral
|
|
Discount for type of business
assets
|
|
0% to 10%
|
|
|
7.0
|
%
|
NOTE 7 - FAIR VALUE OF FINANCIAL INSTRUMENTS
FASB ASC Topic 825, Financial Instruments,
requires disclosure of fair value information about financial instruments, whether or not recognized in the balance sheet. Fair
value is determined under the framework established by ASC Topic 820, Fair Value Measurement and Disclosures. ASC Topic 825 excludes
certain financial instruments and all non-financial instruments from its disclosure requirements. Accordingly, the aggregate fair
value amounts presented may not necessarily represent the underlying fair value of the Company.
The following methods and assumptions were
used by the Company in estimating fair value disclosures for financial instruments:
Cash and Cash Equivalents
: The carrying
amounts of cash and cash equivalents approximate fair values given the short-term nature and active market for U.S. currency and
are classified as Level 1.
Interest-Earning Time Deposits
: Due
to the short-term nature of these deposits, the carrying amounts of these deposits approximate fair values. However, since it
is unusual to observe a quoted price in an active market during the outstanding term, these deposits are classified as Level 2.
Federal Home Loan Bank Stock
: The Company
is required to maintain these equity securities as a member of the FHLB and in amounts as required by the FHLB. These equity securities
are "restricted" in that they can only be sold back to the respective institution or another member institution at par.
Therefore, they are less liquid than other tradable securities and their fair value is not readily attainable.
Federal Reserve Bank Stock
: The Company
is required to maintain these equity securities as a member of the Federal Reserve Bank and in amounts as required by this institution.
These equity securities are "restricted" in that they can only be sold back to the respective institution or another
member institution at par. Therefore, they are less liquid than other tradable securities and their fair value is not readily
attainable.
Loans
: Fair values are estimated for
portfolios of loans with similar financial characteristics. Loans are segmented by type such as real estate, commercial business,
and consumer loans. Each loan segment is further segregated by fixed and adjustable rate interest terms and by performing and
non-performing classifications. The fair value of fixed rate loans is estimated by either observable market prices or by discounting
future cash flows using discount rates that reflect the Company’s current pricing for loans with similar characteristics,
such as loan type, pricing and remaining maturity, resulting in a Level 3 classification. Impaired loans that have no specific
reserve are classified as Level 3. Impaired loans that have been written down to the fair value of the corresponding collateral,
less estimated costs to sell, are not included in this table as those amounts were presented previously. The fair value computed
is not necessarily an exit price.
Loans Held for Sale
: The fair value
of loans held for sale is estimated based upon binding contracts and quotes from third-party investors resulting in a Level 2
classification.
Accrued Interest Receivable
: The carrying
amount of accrued interest receivable approximates its fair value. Accrued interest receivable related to interest-earning time
deposits and securities is classified as Level 2. Accrued interest receivable related to loans is classified as Level 3.
Deposits
: The fair values disclosed
for demand deposits are, by definition, equal to the amount payable on demand at the reporting date (i.e., their carrying amounts)
and are classified as Level 1. The carrying amounts for interest-bearing money market and savings accounts approximate their fair
values at the reporting date and are classified as Level 1. Fair values for fixed-rate certificates of deposit are estimated using
a discounted cash flow calculation that applies interest rates currently being offered on certificates to a schedule of aggregated
expected monthly maturities on time deposits resulting in a Level 2 classification.
NOTE 7 - FAIR VALUE OF FINANCIAL INSTRUMENTS
(Continued)
Federal Home Loan Bank Advances
: The
fair value of FHLB advances, which are at a fixed rate, are estimated using discounted cash flow analyses based on current rates
for similar advances resulting in a Level 2 classification.
Securities Sold Under Agreements to Repurchase
:
The carrying amounts of securities sold under agreements to repurchase approximate fair value resulting in a Level 2 classification.
Subordinated Debentures:
This debenture
is a floating rate instrument which re-prices quarterly. The fair value of variable rate trust preferred debentures approximate
carrying value resulting in a Level 2 classification.
Accrued Interest Payable
: The carrying
amount of accrued interest payable approximates its fair value. Accrued interest payable related to interest-bearing money market
and savings accounts is classified as Level 1. All other accrued interest payable is classified as Level 2.
The following information presents estimated
fair values of the Company’s financial instruments as of June 30, 2016 and December 31, 2015 that have not been previously
presented and the methods and assumptions used to estimate those fair values.
|
|
|
|
|
Fair Value Measurements at June 30, 2016 Using:
|
|
|
|
Carrying
|
|
|
Quoted Prices in
Active Markets
for Identical
Assets
|
|
|
Significant Other
Observable
Inputs
|
|
|
Significant
Unobservable
Inputs
|
|
|
Fair
|
|
|
|
Amount
|
|
|
(Level 1)
|
|
|
(Level 2)
|
|
|
(Level 3)
|
|
|
Value
|
|
Financial assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
66,628,349
|
|
|
$
|
66,628,349
|
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
66,628,349
|
|
Interest-earning time deposits
|
|
|
1,930,000
|
|
|
|
-
|
|
|
|
1,930,000
|
|
|
|
-
|
|
|
|
1,930,000
|
|
Federal Home Loan Bank stock
|
|
|
997,763
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
N/A
|
|
Federal Reserve Bank stock
|
|
|
1,676,700
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
N/A
|
|
Loans, net (excluding impaired loans at fair value)
|
|
|
438,478,870
|
|
|
|
-
|
|
|
|
-
|
|
|
|
445,409,350
|
|
|
|
445,409,350
|
|
Loans held for sale
|
|
|
592,450
|
|
|
|
-
|
|
|
|
592,450
|
|
|
|
-
|
|
|
|
592,450
|
|
Accrued interest receivable
|
|
|
1,589,201
|
|
|
|
-
|
|
|
|
520,040
|
|
|
|
1,069,161
|
|
|
|
1,589,201
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-interest bearing deposits
|
|
|
78,715,230
|
|
|
|
78,715,230
|
|
|
|
-
|
|
|
|
-
|
|
|
|
78,715,230
|
|
Interest-bearing deposits
|
|
|
460,874,608
|
|
|
|
325,646,790
|
|
|
|
136,103,659
|
|
|
|
-
|
|
|
|
461,750,449
|
|
Federal Home Loan Bank advances
|
|
|
15,999,355
|
|
|
|
-
|
|
|
|
16,481,205
|
|
|
|
-
|
|
|
|
16,481,205
|
|
Securities sold under agreements to repurchase
|
|
|
21,817,155
|
|
|
|
-
|
|
|
|
21,817,155
|
|
|
|
-
|
|
|
|
21,817,155
|
|
Subordinated debentures
|
|
|
4,000,000
|
|
|
|
-
|
|
|
|
4,000,000
|
|
|
|
-
|
|
|
|
4,000,000
|
|
Accrued interest payable
|
|
|
254,015
|
|
|
|
15,928
|
|
|
|
238,087
|
|
|
|
-
|
|
|
|
254,015
|
|
NOTE 7 - FAIR VALUE OF FINANCIAL INSTRUMENTS
(Continued)
|
|
|
|
|
Fair Value Measurements at December 31, 2015 Using:
|
|
|
|
Carrying
|
|
|
Quoted Prices in
Active Markets
for Identical
Assets
|
|
|
Significant Other
Observable
Inputs
|
|
|
Significant
Unobservable
Inputs
|
|
|
Fair
|
|
|
|
Amount
|
|
|
(Level 1)
|
|
|
(Level 2)
|
|
|
(Level 3)
|
|
|
Value
|
|
Financial assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
79,232,566
|
|
|
$
|
79,232,566
|
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
79,232,566
|
|
Interest-earning time deposits
|
|
|
1,685,000
|
|
|
|
-
|
|
|
|
1,685,000
|
|
|
|
-
|
|
|
|
1,685,000
|
|
Federal Home Loan Bank stock
|
|
|
1,747,763
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
N/A
|
|
Federal Reserve Bank stock
|
|
|
1,676,700
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
N/A
|
|
Loans, net (excluding impaired loans at fair value)
|
|
|
419,686,001
|
|
|
|
-
|
|
|
|
-
|
|
|
|
421,795,305
|
|
|
|
421,795,305
|
|
Loans held for sale
|
|
|
1,078,785
|
|
|
|
-
|
|
|
|
1,078,785
|
|
|
|
-
|
|
|
|
1,078,785
|
|
Accrued interest receivable
|
|
|
1,620,309
|
|
|
|
-
|
|
|
|
510,231
|
|
|
|
1,110,078
|
|
|
|
1,620,309
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-interest bearing deposits
|
|
|
69,296,354
|
|
|
|
69,296,354
|
|
|
|
-
|
|
|
|
-
|
|
|
|
69,296,354
|
|
Interest-bearing deposits
|
|
|
463,861,939
|
|
|
|
330,689,715
|
|
|
|
133,976,643
|
|
|
|
-
|
|
|
|
464,666,358
|
|
Federal Home Loan Bank advances
|
|
|
15,995,485
|
|
|
|
-
|
|
|
|
16,315,262
|
|
|
|
-
|
|
|
|
16,315,262
|
|
Securities sold under agreement to repurchase
|
|
|
19,732,766
|
|
|
|
-
|
|
|
|
19,732,766
|
|
|
|
-
|
|
|
|
19,732,766
|
|
Subordinated debentures
|
|
|
4,000,000
|
|
|
|
-
|
|
|
|
4,000,000
|
|
|
|
-
|
|
|
|
4,000,000
|
|
Accrued interest payable
|
|
|
227,947
|
|
|
|
14,621
|
|
|
|
213,326
|
|
|
|
-
|
|
|
|
227,947
|
|
In addition, other assets and liabilities
of the Company that are not defined as financial instruments, such as property and equipment, are not included in the above disclosures.
NOTE 8 – ACCUMULATED OTHER COMPREHENSIVE
INCOME
The following tables summarize the changes
within each classification of accumulated other comprehensive income, net of tax, for the three and six months ended June 30,
2016, and summarize the significant amounts reclassified out of each component of accumulated other comprehensive income for the
six months ended June 30, 2016. There was no reclassification out of accumulated other comprehensive income for the three months
ended June 30, 2016.
Changes in Accumulated Other Comprehensive Income by Component
|
For the Three Months Ended June 30, 2016
(1)
|
|
|
Unrealized Gains
and Losses on
Available-for-Sale
Securities
|
|
|
Total
|
|
Accumulated Other Comprehensive Income at April 1, 2016
|
|
$
|
1,029,620
|
|
|
$
|
1,029,620
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income before reclassifications
|
|
|
467,442
|
|
|
|
467,442
|
|
Amount reclassified from accumulated other comprehensive income
|
|
|
-
|
|
|
|
-
|
|
Net current-period other comprehensive income
|
|
|
467,442
|
|
|
|
467,442
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income at June 30, 2016
|
|
$
|
1,497,062
|
|
|
$
|
1,497,062
|
|
(1)
All amounts are net of tax.
Changes in Accumulated Other Comprehensive Income by Component
|
For the Six Months Ended June 30, 2016
(1)
|
|
|
Unrealized Gains
and Losses on
Available-for-Sale
Securities
|
|
|
Total
|
|
Accumulated Other Comprehensive Income at January 1, 2016
|
|
$
|
397,994
|
|
|
$
|
397,994
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income before reclassifications
|
|
|
1,116,868
|
|
|
|
1,116,868
|
|
Amount reclassified from accumulated other comprehensive income
(2)
|
|
|
(17,800
|
)
|
|
|
(17,800
|
)
|
Net current-period other comprehensive income
|
|
|
1,099,068
|
|
|
|
1,099,068
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income at June 30, 2016
|
|
$
|
1,497,062
|
|
|
$
|
1,497,062
|
|
(1)
All amounts are net of tax.
(2)
See table below for details about
reclassifications.
Reclassifications out of Accumulated Other Comprehensive Income
|
For the Six Months Ended June 30, 2016
|
Details about Accumulated Other
Comprehensive Income Components
|
|
Amount Reclassified from
Accumulated Other
Comprehensive Income
|
|
|
Affected Line Item in the
Statement Where Net
Income is Presented
|
Unrealized gains and losses on available-for-sale securities
|
|
$
|
29,181
|
|
|
Gain on sale of securities
|
|
|
|
(11,381
|
)
|
|
Tax expense
|
Total reclassifications for the period
|
|
$
|
17,800
|
|
|
Net of tax
|
NOTE 8 – ACCUMULATED OTHER COMPREHENSIVE
INCOME
(Continued)
The following tables summarize the changes
within each classification of accumulated other comprehensive income, net of tax, for the three and six months ended June 30,
2015. There was no reclassification out of accumulated other comprehensive income for these periods.
Changes in Accumulated Other Comprehensive Income by Component
|
For the Three Months Ended June 30, 2015
(1)
|
|
|
Unrealized Gains
and Losses on
Available-for-Sale
Securities
|
|
|
Total
|
|
Accumulated Other Comprehensive Income at April 1, 2015
|
|
$
|
718,274
|
|
|
$
|
718,274
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive loss before reclassifications
|
|
|
(696,968
|
)
|
|
|
(696,968
|
)
|
Amount reclassified from accumulated other comprehensive income
|
|
|
-
|
|
|
|
-
|
|
Net current-period other comprehensive loss
|
|
|
(696,968
|
)
|
|
|
(696,968
|
)
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income at June 30, 2015
|
|
$
|
21,306
|
|
|
$
|
21,306
|
|
(1)
All amounts are net of tax.
Changes in Accumulated Other Comprehensive Income by Component
|
For the Six Months Ended June 30, 2015
(1)
|
|
|
Unrealized Gains
and Losses on
Available-for-Sale
Securities
|
|
|
Total
|
|
Accumulated Other Comprehensive Income at January 1, 2015
|
|
$
|
197,331
|
|
|
$
|
197,331
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive loss before reclassifications
|
|
|
(176,025
|
)
|
|
|
(176,025
|
)
|
Amount reclassified from accumulated other comprehensive income
|
|
|
-
|
|
|
|
-
|
|
Net current-period other comprehensive loss
|
|
|
(176,025
|
)
|
|
|
(176,025
|
)
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income at June 30, 2015
|
|
$
|
21,306
|
|
|
$
|
21,306
|
|
(1)
All amounts are net of tax.
NOTE 9 – SUBSEQUENT EVENTS
On July 15, 2016, First Mid received approval
of the Merger from the Board of Governors of the Federal Reserve System. Subject to the satisfaction of customary closing conditions
in the Merger Agreement and the approval of the stockholders of both First Mid and First Clover Leaf, the Merger is anticipated
to be completed in the second half of 2016.
On July 26, 2016, the Board of Directors of
the Company declared a cash dividend on the Company’s common stock of $0.06 per share for the quarter ended June 30, 2016.
The dividend will be payable to stockholders of record as of August 19, 2016 and is expected to be paid on August 26, 2016.
Item 2.
Management’s
Discussion and Analysis of Financial Condition and Results of Operations
Forward-Looking Statements
When used in this Quarterly
Report, the words or phrases “will,” “are expected to,” “we believe,” “should,”
“is anticipated,” “estimate,” “project” or similar expressions are intended to identify “forward-looking
statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are subject to certain
risks and uncertainties including, but not limited to, (i) changes in general economic conditions, either nationally, internationally
or in our market areas, that are worse than expected; (ii) competition among depository and other financial institutions; (iii) inflation
and changes in the interest rate environment that reduce our margins or reduce the fair value of financial instruments; (iv) adverse
changes in the securities markets; changes in laws or government regulations or policies affecting financial institutions, including
Basel III, the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”) and the regulations
issued thereunder; (v) our ability to enter new markets successfully and capitalize on growth opportunities; (vi) the inability
to complete the proposed transactions with First Mid due to the failure to obtain the required stockholder approvals; (vii) the
failure to satisfy other conditions to completion of the proposed transaction with First Mid, including receipt of required regulatory
and other approvals; (viii) the effect of the announcement of the transaction with First Mid on customer relationships and operating
results; (ix) our ability to successfully integrate acquired entities, if any; (x) changes in consumer spending, borrowing and
savings habits; changes in accounting policies and practices, as may be adopted by the bank regulatory agencies, the Financial
Accounting Standards Board, the Securities and Exchange Commission (the “SEC”) and the Public Company Accounting
Oversight Board; (xi) changes resulting from shutdowns of the federal government; (xii) changes in our organization, compensation
and benefit plans; (xii) changes in our financial condition or results of operations that reduce capital available to pay dividends;
and (xiv) changes in the financial condition or future prospects of issuers of securities that we own, that could cause actual
results to differ materially from historical earnings and those presently anticipated or projected. The factors listed above could
affect the Company’s financial performance and could cause the Company’s actual results for future periods to differ
materially from any opinions or statements expressed with respect to future periods in any current statements. These risks
and uncertainties should be considered in evaluating forward-looking statements and undue reliance should not be placed on such
statements, which only speak as of the date made.
The
Company does not undertake, and specifically disclaims any obligation, to publicly release the result of any revisions which may
be made to any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the
occurrence of anticipated or unanticipated events.
Critical Accounting Policies
First Clover Leaf considers
the allowance for loan losses to be a critical accounting estimate due to the higher degree of judgment and complexity than other
significant accounting estimates.
Allowance for loan
losses
. The allowance for loan losses is a valuation account that reflects our evaluation of the probable incurred credit
losses in our loan portfolio. We maintain the allowance through provisions for loan losses that we charge against income. Allocations
of the allowance may be made for specific loans, but the entire allowance is available for any loan that, in management’s
judgment, should be charged off.
Our evaluation of risk
in maintaining the allowance for loan losses includes the review of all loans on which the collectibility of principal may not
be reasonably assured. We consider the following factors as part of this evaluation: our historical loan loss experience, adverse
situations that may affect the borrower’s ability to repay, and estimated value of any underlying collateral. Management
also evaluates the total balance of the allowance for loan losses based on several factors that are not loan specific but are
reflective of the probable incurred losses in the loan portfolio, including prevailing economic conditions such as housing trends,
inflation rates and unemployment rates, and geographic concentrations of loans within the Bank’s immediate market area.
There may be other factors
that may warrant our consideration in maintaining an allowance at a level sufficient to provide for probable incurred losses.
This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information
becomes available or as future events change.
In addition, the Office
of the Comptroller of the Currency (“OCC”), as an integral part of its examination process, periodically reviews our
loan portfolio and the related allowance for loan losses. The OCC may require us to increase the allowance for loan losses based
on its judgments of information available to it at the time of its examination, thereby adversely affecting our results of operations.
Overview
First Clover Leaf is a
bank holding company incorporated under the laws of Maryland. Located in Edwardsville Illinois, First Clover Leaf has a wholly-owned
subsidiary, First Clover Leaf Bank, National Association (“First Clover Leaf Bank”), which is a community bank operating
with six branch locations in Madison and St. Clair Counties in Illinois along with one branch location in Clayton, Missouri. First
Clover Leaf Bank is the source of all of the Company’s revenue. First Clover Leaf common stock is listed on the NASDAQ Capital
Market and is traded under the symbol “FCLF”.
First Clover Leaf’s
results of operations depend primarily on net interest income. Net interest income is the difference between the interest earned
on interest-earning assets, and the interest paid on interest-bearing liabilities. Our results of operations also are affected
by our provision for loan losses, non-interest income and non-interest expense. Moreover, the results of operations may be affected
significantly by general and local economic and competitive conditions, changes in market interest rates, governmental policies
and the actions of regulatory authorities.
On April 26, 2016, the
Company and First Mid, entered into an Agreement and Plan of Merger (as amended by the First Amendment to Agreement and Plan of
Merger entered into as of June 6, 2016, and as may be further amended, the “Merger Agreement”), pursuant to which
First Mid will acquire the Company and First Clover Leaf Bank (the “Merger”). Until the consummation of the Merger,
we anticipate continuing to focus on our loan and deposit growth strategies. We expect to also incur higher non-interest expenses
in the upcoming quarters as we work toward closing the transaction. Specifically, we have incurred increased professional fees
as well as other costs necessary in connection with the transaction. For the six months ended June 30, 2016, we continued our
emphasis on growth, specifically on earning assets. As of June 30, 2016, our loan balance grew $19.9 million to $440.4 million
compared to $420.5 million at December 31, 2015. Our growth in deposits continued as our core deposits, excluding broker deposits,
grew $23.2 million to $496.7 million at June 30, 2016 compared to $473.5 million at December 31, 2015.
Our net income decreased
to $1.7 million for the six months ended June 30, 2016 from $2.7 million for the same period in 2015. The decrease in net income
resulted primarily from merger related expenses in compensation and employee benefits and in professional fees. Additionally,
we experienced an increase in provision for loan losses compared to a $500,000 credit for loan losses in the previous year. These
increased expenses were partially offset by higher net interest income and by lower income taxes. Basic and diluted earnings per
share were $0.24 for the six months ended June 30, 2016 compared to $0.38 for the comparable period in 2015.
The following discussion
and analysis of our financial condition and asset quality provides a comparison of our results as of June 30, 2016 to December
31, 2015, while our operating results compare the three and six months ended June 30, 2016 to the three and six months ended June
30, 2015. This discussion should be read in conjunction with the Consolidated Financial Statements and related Notes.
Financial Condition
Total Assets.
Total
assets increased $10.4 million to $665.3 million at June 30, 2016 from $654.9 million at December 31, 2015. The increase was primarily
due to an increase in loans and an increase in securities available for sale partially offset by lower balances of cash and cash
equivalents.
Cash and cash equivalents
decreased $12.6 million to $66.6 million at June 30, 2016 from $79.2 million at December 31, 2015 primarily due to an increase
in loans, partially offset by an increase in deposits.
Loans, net, increased
$19.9 million to $440.4 million at June 30, 2016 from $420.5 million at December 31, 2015. The loan categories with significant
increases were commercial business and commercial real estate. Commercial business increased $13.1 million to $102.9 million at
June 30, 2016 from $89.7 million at December 31, 2015. Commercial real estate increased $8.8 million to $162.4 million at June
30, 2016 from $153.6 million at December 31, 2015. One-to-four family loans increased $3.1 million to $113.9 million at June 30,
2016 from $110.8 million at December 31, 2015. These increases were partially offset by decreases in multi-family and home equity
loan categories. Multi-family loans decreased $4.4 million to $36.8 million at June 30, 2016 from $41.2 million at December 31,
2015. Home equity loans decreased $1.2 million to $12.5 million at June 30, 2016 from $13.7 million at December 31, 2015.
Securities available for
sale increased $4.6 million to $108.3 million at June 30, 2016 from $103.8 million at December 31, 2015. The increase was due
primarily to purchases of $21.9 million partially offset by calls, maturities and principal repayments of $15.1 million and sales
of $3.7 million. Overall, our U.S. government agency securities increased $3.0 million, mortgage backed securities increased $2.0
million, and state and municipal securities decreased $360,359.
Total Liabilities.
Total
liabilities increased $8.5 million to $583.1 million at June 30, 2016 from $574.6 million at December 31, 2015. The increase was
primarily due to increases in deposits and in securities sold under agreements to repurchase.
Deposits increased $6.4
million to $539.6 million at June 30, 2016 from $533.2 million at December 31, 2015. The increase in deposits was primarily due
to an increase in core deposits partially offset by reduction of $16.8 million in brokered deposits.
Securities sold under
agreements to repurchase increased $2.1 million to $21.8 million at June 30, 2016 from $19.7 million at December 31, 2015. This
increase was due primarily to normal fluctuations in these business accounts.
Stockholders’
Equity.
Stockholders’ equity increased to $82.2 million at June 30, 2016 from $80.3 million at December
31, 2015 primarily due to net income of $1.7 million and an increase of $1.1 million in accumulated other comprehensive income,
partially offset by the payment of cash dividends to the holders of our common stock in the amount of $840,480.
Asset Quality
The Company experienced
an increase in non-performing assets as of June 30, 2016 compared to December 31, 2015. The following tables set forth information
with respect to the Company’s non-performing and impaired loans and other non-performing assets at the dates indicated:
|
|
June 30,
|
|
|
December 31,
|
|
|
|
2016
|
|
|
2015
|
|
|
|
|
|
|
|
|
Non-accrual loans
(1)
|
|
|
5,705,918
|
|
|
|
3,238,933
|
|
Other impaired loans
|
|
|
4,597,572
|
|
|
|
2,321,550
|
|
Total non-performing and impaired loans
|
|
|
10,303,490
|
|
|
|
5,560,483
|
|
Foreclosed assets
|
|
|
2,851,367
|
|
|
|
3,059,101
|
|
Total non-performing assets
|
|
$
|
13,154,857
|
|
|
$
|
8,619,584
|
|
(1)
The entire balance was also classified
as impaired as of June 30, 2016 and December 31, 2015.
|
|
June 30,
|
|
|
December 31,
|
|
|
|
2016
|
|
|
2015
|
|
Non-performing assets to total assets
|
|
|
1.98
|
%
|
|
|
1.32
|
%
|
Non-performing and impaired loans to total loans
|
|
|
2.31
|
|
|
|
1.30
|
|
Allowance for loan losses to non-performing and impaired loans
|
|
|
60.42
|
|
|
|
105.86
|
|
Allowance for loan losses to total loans
|
|
|
1.39
|
|
|
|
1.38
|
|
Non-Performing and
Impaired Loans and Other Non-Performing Assets
. At June 30, 2016, our total non-performing assets increased $4.6 million
to $13.2 million compared to $8.6 million at December 31, 2015. At June 30, 2016, the Company’s non-accrual loans increased
to $5.7 million from $3.2 million at December 31, 2015. This increase was primarily due to a $2.6 million loan that was newly
classified as non-accrual during the first quarter of 2016.
At June 30, 2016, the
Bank had one relationship classified as non-accrual with a balance over $1.0 million. The relationship was a $2.5 million credit
secured by a special purpose facility. This credit was placed on non-accrual status during March 2016. Prior to being placed on
non-accrual, the loan was current in principal and interest payments, but it was experiencing cash flow difficulties due to low
utilization rates. The borrower has signed a forbearance agreement with the Bank which includes several provisions that will improve
the viability of the business and therefore the value to be received in a sale of the property. The Bank has recorded a $1.0 million
allowance on the credit for what we estimate the shortfall in collateral may be to cover the outstanding balance. The loan is
performing in compliance with the restructured terms.
At June 30, 2016, the
Bank also had two relationships classified as non-accrual with outstanding balances over $500,000. The first relationship is a
$710,000 credit secured by a special purpose facility. The loan was placed on non-accrual status during May 2016. The borrower
has been experiencing insufficient cash flow and the credit has been restructured to allow the borrower time to improve cash flow. The second relationship was a $615,000 credit to
a real estate investor. This credit was placed on non-accrual status in 2012. The investor has experienced cash flow difficulties
due to higher vacancy rates and the need for property repairs. Since being placed on non-accrual, $1.7 million in pay-downs from
the sale of collateral has been received on this relationship, and a charge-off of $483,000 was recorded in June 2013. A property
manager is overseeing the daily operations, and all non-rented properties have been listed for sale. The borrower has signed a
forbearance agreement with the Bank to aid in selling some of the properties to further reduce the debt.
In addition to the non-accrual
loans discussed above, we have loans that were accruing interest that we categorize as impaired due to observed credit deterioration
or restructured status. At June 30,
2016, there were five credits in this classification, with a total balance of $4.6 million. Of this balance, one relationship,
comprised of two credits, totaled $3.6 million. The largest loan in this relationship at June 30, 2016 was a $2.6 million credit
secured by a multi-family property that was experiencing cash flow difficulties due to high vacancy rates. The second loan in
this relationship is a $955,000 credit secured by a separate multi-family property that required an additional loan advance to
finance the payment of real estate taxes. The property was experiencing cash flow issues since proceeds from the operation of
this collateral were being used to assist the larger credit. In comparison,
there were six loans that met this classification at December 31, 2015 with a total balance of $2.3 million.
The following table presents
a summary of our past due loans as of June 30, 2016 and December 31, 2015:
|
|
June 30,
|
|
|
December 31,
|
|
|
|
2016
|
|
|
2015
|
|
|
|
|
|
|
|
|
Loans 30-59 Days Past Due
|
|
$
|
193,364
|
|
|
$
|
389,604
|
|
Loans 60-89 Days Past Due
|
|
|
902,636
|
|
|
|
259,240
|
|
Loans 90 or more Days Past Due
|
|
|
753,065
|
|
|
|
322,206
|
|
Total Past Due Loans
|
|
$
|
1,849,065
|
|
|
$
|
971,050
|
|
Past due balances increased
$878,000 to $1.8 million at June 30, 2016 from $971,000 at December 31, 2015. The category with the largest increase was the 60-89
day category which increased $643,000. This increase is due to a $790,000 credit that became past due early in the second quarter.
The 90 or more days past due category increased $431,000 from December 31, 2015. This was primarily due to two loans in the 60-89
day category that exceeded 90 days past due during the first quarter and remain past due at this reporting, and two additional
loans in the 60-89 day category that exceeded 90 days past due during the second quarter.
The following table presents
a summary of our credit quality indicators as of June 30, 2016 and December 31, 2015:
|
|
June 30,
|
|
|
December 31,
|
|
|
|
2016
|
|
|
2015
|
|
|
|
|
|
|
|
|
Pass
|
|
$
|
425,497,052
|
|
|
$
|
406,334,907
|
|
Special Mention
|
|
|
8,369,986
|
|
|
|
12,005,589
|
|
Substandard
|
|
|
12,519,447
|
|
|
|
7,688,775
|
|
Doubtful
|
|
|
-
|
|
|
|
91,773
|
|
Total Loans
|
|
$
|
446,386,485
|
|
|
$
|
426,121,044
|
|
At June 30, 2016, loans
classified as special mention decreased $3.6 million from $12.0 million at December 31, 2015. The decrease was primarily a result
of two commercial business loans totaling $1.0 million that were upgraded to the pass category, and two credits totaling $3.6
million reclassified from the special mention to substandard category during the second quarter of 2016. Loans classified as substandard
increased $4.8 million to $12.5 million at June 30, 2016 compared to $7.7 million at December 31, 2015. The increase was due to
one credit that was reclassified from pass to substandard during the first quarter of 2016, and the two credits previously mentioned
totaling $3.6 million reclassified from special mention to substandard during the second quarter of 2016. These two credits are
both classified as impaired, but they are performing in accordance with their modified terms.
At June 30, 2016, the
Bank had six properties classified as foreclosed assets valued at $2.9 million. The foreclosed asset balance declined $200,000
from December 31, 2015 due to five lot sales that occurred during the first half of 2016, and a write down on a residential lot
development during the
second quarter of 2016. The collateral on
the remaining properties consists of farmland, two residential lot developments, a commercial development, and two single-family
residences. All of these properties were transferred into foreclosed assets at the property’s fair value, less estimated
costs of disposal, at the date of foreclosure. Initial valuation adjustments, if any, are charged against the allowance for loan
losses. The properties are evaluated on a non-recurring basis to verify that the recorded amount is supported by its current fair
value.
Results of Operations
General.
We
recorded net income of $651,401 and $1.2 million for the three months ended June 30, 2016 and 2015, respectively. The decrease
in net income for the three months ended June 30, 2016 resulted primarily from merger related expenses in compensation and employee
benefits and in professional fees, along with a provision for loan losses, partially offset by higher net interest income and
by lower income taxes. We recorded net income of $1.7 million and $2.7 million for the six months ended June 30, 2016 and 2015,
respectively. The decrease in net income for the six months ended June 30, 2016 resulted primarily from increases in compensation
and employee benefits and in professional fees due to merger related expenses, and an increase in provision for loan losses compared
to a $500,000 credit for loan losses in the previous year, partially offset by higher net interest income and by lower income
taxes.
During the three months
ended June 30, 2016, yields on loans decreased 0.30% to 4.12% compared to 4.42% for the three months ended June 30, 2015. The
higher yield during the 2015 period included an interest recovery of $189,000 from non-accrual loan payoffs. Without this interest
recovery, our yield on loans would have been 4.23% for the three months ended June 30, 2015.
During the six months
ended June 30, 2016, yields on loans decreased 0.23% to 4.13% compared to 4.36% for the six months ended June 30, 2015. The higher
yield during the 2015 period included an interest recovery of $250,000 from non-accrual loan payoffs. Without this interest recovery,
our yield on loans would have been 4.24% for the six months ended June 30, 2015. The decline in yield was primarily due to longer-term
assets re-pricing at lower current rates as well as competitive market forces driving down rates. Our commercial loans are the
most sensitive to changes in market interest rates because they often have shorter terms to maturity, and, therefore, the interest
rates adjust more frequently.
We have experienced a
slight increase in the rate of time deposits as they mature from shorter term time deposits into longer term time deposits. Our
ability to lower rates paid on deposits is limited due to the already low deposit rates and the competitive environment in which
we operate. The Company’s yield on earning assets and cost of funds are largely dependent on the interest rate environment.
The competitive and market forces continue to pressure the yield on our earning assets.
Net interest income.
Net
interest income increased to $4.5 million for the three months ended June 30, 2016, from $4.4 million for the comparable period
in 2015, primarily due to an increase of $43.6 million in average outstanding loans and from an increased yield on interest-earning
deposits, partially offset by higher interest expense from an increased rate on time deposits and a higher average balance of
FHLB advances. Net interest income increased to $9.0 million for the six months ended June 30, 2016, from $8.8 million for the
comparable period in 2015, primarily due to an increase of $36.8 million in average outstanding loans and from an increased yield
on interest-earning deposits, partially offset by higher interest expense from an increased rate on time deposits and a higher
average balance of FHLB advances. Net average interest-earning assets were $101.8 million for the six months ended June 30, 2016,
compared to $87.6 million for the same period in 2015. The ratio of average interest-earning assets to average interest-bearing
liabilities increased to 120.28% for the six months ended June 30, 2016 from 118.96% for the same period in 2015. Our interest
rate spread decreased to 2.89% for the six months ended June 30, 2016, compared to 3.14% for the comparable period in 2015. Our
net interest margin decreased to 2.99% for the six months ended June 30, 2016 compared to 3.22% for the same period in 2015. The
average rate earned on interest-earning assets decreased by 20 basis points for the six months ended June 30, 2016 to 3.45% from
3.65% for the same period in 2015, while the average rate paid on interest-bearing liabilities increased five basis points for
the six months ended June 30, 2016 to 0.56% from 0.51% for the same period in 2015.
The following tables set
forth the average balance sheets, average yields and cost of funds, and certain other information for the periods indicated. No
tax-equivalent yield adjustments on loans or securities were made. All average balances are daily average balances. Non-accrual
loans were included in the computation of average balances, but have been reflected in the table as loans carrying a zero yield.
The yields set forth below include the effect of deferred loan fees, discounts and premiums that are amortized or accreted to
interest income or expense. Yields and rates have been annualized.
|
|
Three Months Ended June 30,
|
|
|
Three Months Ended June 30,
|
|
|
|
2016
|
|
|
2015
|
|
|
|
Average
Outstanding
Balance
|
|
|
Interest
|
|
|
Yield/
Rate
|
|
|
Average
Outstanding
Balance
|
|
|
Interest
|
|
|
Yield/
Rate
|
|
|
|
(Dollars in thousands)
|
|
Interest-earning assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans, gross
(1) (2) (3)
|
|
$
|
445,883
|
|
|
$
|
4,567
|
|
|
|
4.12
|
%
|
|
$
|
402,333
|
|
|
$
|
4,430
|
|
|
|
4.42
|
%
|
Securities
(1)
|
|
|
107,243
|
|
|
|
544
|
|
|
|
2.04
|
%
|
|
|
107,170
|
|
|
|
538
|
|
|
|
2.01
|
%
|
Federal Reserve Bank stock
|
|
|
1,677
|
|
|
|
25
|
|
|
|
6.00
|
%
|
|
|
1,677
|
|
|
|
25
|
|
|
|
6.00
|
%
|
Interest-earning balances from depository institutions
|
|
|
64,632
|
|
|
|
96
|
|
|
|
0.60
|
%
|
|
|
39,570
|
|
|
|
29
|
|
|
|
0.29
|
%
|
Total interest-earning assets
|
|
|
619,435
|
|
|
|
5,232
|
|
|
|
3.40
|
%
|
|
|
550,750
|
|
|
|
5,022
|
|
|
|
3.66
|
%
|
Non-interest-earning assets
|
|
|
56,147
|
|
|
|
|
|
|
|
|
|
|
|
52,499
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
$
|
675,582
|
|
|
|
|
|
|
|
|
|
|
$
|
603,249
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest-bearing liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest-bearing transaction
|
|
$
|
302,726
|
|
|
$
|
176
|
|
|
|
0.23
|
%
|
|
$
|
272,232
|
|
|
$
|
159
|
|
|
|
0.23
|
%
|
Savings deposits
|
|
|
30,594
|
|
|
|
14
|
|
|
|
0.18
|
%
|
|
|
30,571
|
|
|
|
13
|
|
|
|
0.17
|
%
|
Time deposits
|
|
|
134,243
|
|
|
|
419
|
|
|
|
1.26
|
%
|
|
|
127,831
|
|
|
|
350
|
|
|
|
1.10
|
%
|
Federal Home Loan Bank advances
|
|
|
15,998
|
|
|
|
66
|
|
|
|
1.66
|
%
|
|
|
11,721
|
|
|
|
41
|
|
|
|
1.40
|
%
|
Securities sold under agreements to repurchase
|
|
|
26,662
|
|
|
|
11
|
|
|
|
0.17
|
%
|
|
|
16,066
|
|
|
|
1
|
|
|
|
0.02
|
%
|
Subordinated debentures
|
|
|
4,000
|
|
|
|
26
|
|
|
|
2.61
|
%
|
|
|
4,000
|
|
|
|
22
|
|
|
|
2.21
|
%
|
Total interest-bearing liabilities
|
|
|
514,223
|
|
|
|
712
|
|
|
|
0.56
|
%
|
|
|
462,421
|
|
|
|
586
|
|
|
|
0.51
|
%
|
Non-interest-bearing liabilities
|
|
|
79,592
|
|
|
|
|
|
|
|
|
|
|
|
61,711
|
|
|
|
|
|
|
|
|
|
Total liabilities
|
|
|
593,815
|
|
|
|
|
|
|
|
|
|
|
|
524,132
|
|
|
|
|
|
|
|
|
|
Stockholders’ equity
|
|
|
81,767
|
|
|
|
|
|
|
|
|
|
|
|
79,117
|
|
|
|
|
|
|
|
|
|
Total liabilities and stockholders’ equity
|
|
$
|
675,582
|
|
|
|
|
|
|
|
|
|
|
$
|
603,249
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income
|
|
|
|
|
|
$
|
4,520
|
|
|
|
|
|
|
|
|
|
|
$
|
4,436
|
|
|
|
|
|
Net interest rate spread
(4)
|
|
|
|
|
|
|
|
|
|
|
2.84
|
%
|
|
|
|
|
|
|
|
|
|
|
3.15
|
%
|
Net interest-earning assets
(5)
|
|
$
|
105,212
|
|
|
|
|
|
|
|
|
|
|
$
|
88,329
|
|
|
|
|
|
|
|
|
|
Net interest margin
(6)
|
|
|
|
|
|
|
|
|
|
|
2.93
|
%
|
|
|
|
|
|
|
|
|
|
|
3.23
|
%
|
Ratio of interest-earning assets to interest-bearing liabilities
|
|
|
|
|
|
|
|
|
|
|
120.46
|
%
|
|
|
|
|
|
|
|
|
|
|
119.10
|
%
|
(1)
Yields on loans and securities
have not been adjusted to a tax-equivalent basis. Net interest margin on a fully tax-equivalent basis would have been 3.13% and
3.42% for the three months ended June 30, 2016 and 2015, respectively. The tax equivalent basis was computed by calculating the
deemed interest on tax-exempt loans and municipal bonds that would have been earned on a fully taxable basis to yield the same
after-tax income using a combined federal and state marginal tax rate of 36%.
(2)
Interest on loans includes
loan fees collected in the amount of $57,976 and $37,405 for the three months ended June 30, 2016 and 2015, respectively.
(3)
Interest on loans includes
$189,000 of interest recaptured from non-accrual loan payoffs for the three months ended June 30, 2015.
(4)
Net interest rate spread represents
the difference between the yield on average interest-earning assets and the cost of average interest-bearing liabilities.
(5)
Net interest-earning assets
represent total interest-earning assets less total interest-bearing liabilities.
(6)
Net interest margin represents
net interest income divided by average total interest-earning assets.
|
|
Six Months Ended June 30,
|
|
|
Six Months Ended June 30,
|
|
|
|
2016
|
|
|
2015
|
|
|
|
Average
Outstanding
Balance
|
|
|
Interest
|
|
|
Yield/
Rate
|
|
|
Average
Outstanding
Balance
|
|
|
Interest
|
|
|
Yield/
Rate
|
|
|
|
(Dollars in thousands)
|
|
Interest-earning assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans, gross
(1) (2) (3)
|
|
$
|
439,998
|
|
|
$
|
9,030
|
|
|
|
4.13
|
%
|
|
$
|
403,195
|
|
|
$
|
8,723
|
|
|
|
4.36
|
%
|
Securities
(1)
|
|
|
107,253
|
|
|
|
1,111
|
|
|
|
2.08
|
%
|
|
|
106,049
|
|
|
|
1,111
|
|
|
|
2.11
|
%
|
Federal Reserve Bank stock
|
|
|
1,677
|
|
|
|
50
|
|
|
|
6.00
|
%
|
|
|
1,677
|
|
|
|
50
|
|
|
|
6.00
|
%
|
Interest-earning balances from depository institutions
|
|
|
54,949
|
|
|
|
172
|
|
|
|
0.63
|
%
|
|
|
38,920
|
|
|
|
56
|
|
|
|
0.29
|
%
|
Total interest-earning assets
|
|
|
603,877
|
|
|
|
10,363
|
|
|
|
3.45
|
%
|
|
|
549,841
|
|
|
|
9,940
|
|
|
|
3.65
|
%
|
Non-interest-earning assets
|
|
|
55,073
|
|
|
|
|
|
|
|
|
|
|
|
51,225
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
$
|
658,950
|
|
|
|
|
|
|
|
|
|
|
$
|
601,066
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest-bearing liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest-bearing transaction
|
|
$
|
290,859
|
|
|
$
|
344
|
|
|
|
0.24
|
%
|
|
$
|
277,625
|
|
|
$
|
334
|
|
|
|
0.24
|
%
|
Savings deposits
|
|
|
30,561
|
|
|
|
29
|
|
|
|
0.19
|
%
|
|
|
30,326
|
|
|
|
25
|
|
|
|
0.17
|
%
|
Time deposits
|
|
|
134,184
|
|
|
|
818
|
|
|
|
1.23
|
%
|
|
|
127,351
|
|
|
|
688
|
|
|
|
1.09
|
%
|
Federal Home Loan Bank advances
|
|
|
15,997
|
|
|
|
132
|
|
|
|
1.66
|
%
|
|
|
7,130
|
|
|
|
66
|
|
|
|
1.87
|
%
|
Securities sold under agreements to repurchase
|
|
|
26,443
|
|
|
|
24
|
|
|
|
0.18
|
%
|
|
|
15,764
|
|
|
|
2
|
|
|
|
0.03
|
%
|
Subordinated debentures
|
|
|
4,000
|
|
|
|
51
|
|
|
|
2.56
|
%
|
|
|
4,000
|
|
|
|
44
|
|
|
|
2.22
|
%
|
Total interest-bearing liabilities
|
|
|
502,044
|
|
|
|
1,398
|
|
|
|
0.56
|
%
|
|
|
462,196
|
|
|
|
1,159
|
|
|
|
0.51
|
%
|
Non-interest-bearing liabilities
|
|
|
75,446
|
|
|
|
|
|
|
|
|
|
|
|
60,320
|
|
|
|
|
|
|
|
|
|
Total liabilities
|
|
|
577,490
|
|
|
|
|
|
|
|
|
|
|
|
522,516
|
|
|
|
|
|
|
|
|
|
Stockholders’ equity
|
|
|
81,460
|
|
|
|
|
|
|
|
|
|
|
|
78,550
|
|
|
|
|
|
|
|
|
|
Total liabilities and stockholders’ equity
|
|
$
|
658,950
|
|
|
|
|
|
|
|
|
|
|
$
|
601,066
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income
|
|
|
|
|
|
$
|
8,965
|
|
|
|
|
|
|
|
|
|
|
$
|
8,781
|
|
|
|
|
|
Net interest rate spread
(4)
|
|
|
|
|
|
|
|
|
|
|
2.89
|
%
|
|
|
|
|
|
|
|
|
|
|
3.14
|
%
|
Net interest-earning assets
(5)
|
|
$
|
101,833
|
|
|
|
|
|
|
|
|
|
|
$
|
87,645
|
|
|
|
|
|
|
|
|
|
Net interest margin
(6)
|
|
|
|
|
|
|
|
|
|
|
2.99
|
%
|
|
|
|
|
|
|
|
|
|
|
3.22
|
%
|
Ratio of interest-earning assets to interest-bearing liabilities
|
|
|
|
|
|
|
|
|
|
|
120.28
|
%
|
|
|
|
|
|
|
|
|
|
|
118.96
|
%
|
(1)
Yields on loans and securities
have not been adjusted to a tax-equivalent basis. Net interest margin on a fully tax-equivalent basis would have been 3.18% and
3.41% for the six months ended June 30, 2016 and 2015, respectively. The tax equivalent basis was computed by calculating the
deemed interest on tax-exempt loans and municipal bonds that would have been earned on a fully taxable basis to yield the same
after-tax income using a combined federal and state marginal tax rate of 36%.
(2)
Interest on loans includes
loan fees collected in the amount of $67,575 and $56,822 for the six months ended June 30, 2016 and 2015, respectively.
(3)
Interest on loans includes
$250,000 of interest recaptured from non-accrual loan payoffs for the six months ended June 30, 2015.
(4)
Net interest rate spread represents
the difference between the yield on average interest-earning assets and the cost of average interest-bearing liabilities.
(5)
Net interest-earning assets
represent total interest-earning assets less total interest-bearing liabilities.
(6)
Net interest margin represents
net interest income divided by average total interest-earning assets.
Interest and dividend
income.
The relative components of interest income vary from time to time based on the availability and interest
rates of loans, securities and other interest-earning assets. Interest and fee income on loans increased to $4.6 million for the
three months ended June 30, 2016 from $4.4 million for the same period in 2015. This increase was primarily due to a $43.6 million
increase in average outstanding loans partially offset by a decline in yield. The three months ended June 30, 2015 also included
interest recaptured from non-accrual loan payoffs of $189,000. Interest and fee income on loans increased to $9.0 million for
the six months ended June 30, 2016 from $8.7 million for the same period in
2015. This increase was primarily due to a
$36.8 million increase in average outstanding loans partially offset by a decline in yield on loans. The six months ended June
30, 2015 also included interest recaptured from non-accrual loan payoffs of $250,000. The average balance of loans was $440.0
million and $403.2 million for the six months ended June 30, 2016 and 2015, respectively. The average yield on loans decreased
to 4.13% for the six months ended June 30, 2016 from 4.36% for the comparable period in 2015. Without the interest recapture,
the yield on loans would have been 4.24% instead of 4.36% for the six months ended June 30, 2015.
Interest income on securities
increased slightly to $544,000 for the three months ended June 30, 2016 from $538,000 for the same period in 2015. Interest income
on securities remained at $1.1 million for the six months ended June 30, 2016 and 2015. Interest income on securities remained
flat primarily due to a slight decline in yield partially offset by a higher average balance of securities. The average yield
on securities decreased to 2.08% for the six months ended June 30, 2016 from 2.11% for the comparable period in 2015. The average
balance of securities was $107.3 million and $106.0 million for the six months ended June 30, 2016 and 2015, respectively.
Interest on interest-earning
deposits increased to $96,000 for the three months ended June 30, 2016 from $29,000 for the same period in 2015. Interest on interest-earning
deposits increased to $172,000 for the six months ended June 30, 2016 from $56,000 for the same period in 2015. The increase in
interest on interest-earning deposits was primarily due to an increase in yield along with a higher average balance. The average
yield on interest-earning deposits was 0.63% and 0.29% for the six months ended June 30, 2016 and 2015, respectively. The average
balance of interest-earning deposits was $54.9 million and $38.9 million for the six months ended June 30, 2016 and 2015, respectively.
Interest expense.
Interest
expense on deposits increased to $609,000 for the three months ended June 30, 2016, from $523,000 for the comparable period in
2015. Interest expense on deposits increased to $1.2 million for the six months ended June 30, 2016, from $1.0 million for the
comparable period in 2015. The increase in interest expense was primarily due to an increase in rate along with a higher average
balance of time deposits. The average rate on time deposits was 1.23% and 1.09% for the six months ended June 30, 2016 and 2015,
respectively. The average balance of time deposits increased to $134.2 million for the six months ended June 30, 2016 from $127.4
million for the same period in 2015.
Interest expense on FHLB
advances increased to $66,000 for the three months ended June 30, 2016 compared to $41,000 for the same period in 2015. Interest
expense on FHLB advances increased to $132,000 for the six months ended June 30, 2016 compared to $66,000 for the same period
in 2015. The increase in interest expense was due to an increase in the average balance partially offset by a decline in the average
rate paid. The average balance of FHLB advances was $16.0 million and $7.1 million for the six months ended June 30, 2016 and
2015, respectively. The average rate on FHLB advances decreased to 1.66% for the six months ended June 30, 2016 compared to 1.87%
for the same period in 2015.
Interest on securities
sold under agreements to repurchase increased to $11,000 for the three months ended June 30, 2016 compared to $1,000 for the comparable
period in 2015. Interest on securities sold under agreements to repurchase increased to $24,000 for the six months ended June
30, 2016 compared to $2,000 for the comparable period in 2015. The increase in interest expense was primarily due to a higher
average balance along with an increase in rate. The average balance of securities sold under agreements to repurchase was $26.4
million and $15.8 million for the six months ended June 30, 2016 and 2015, respectively. The average rate increased to 0.18% for
the six months ended June 30, 2016 from 0.03% for the comparable period in 2015.
Provision for loan
losses.
For the three months ended June 30, 2016, the Bank recorded provision expense of $70,000 compared to
no provision expense for the three months ended June 30, 2015. For the six months ended June 30, 2016, the Bank recorded provision
expense of $320,000 compared to a $500,000 credit provision for the six months ended June 30, 2015. The credit provision was recorded
in June 2015 as management determined it was appropriate due to improvements in credit quality trends and recoveries received
on previously charged off loans. The provision expense recorded for the six months ended June 30, 2016 was due primarily to a
downgrade on a $2.5 million commercial real estate loan that was tested for impairment as well as an overall increase in non-performing
loans. Non-performing and
impaired loans totaled $10.3 million and $5.6
million at June 30, 2016 and December 31, 2015, respectively. We received recoveries of $33,000 and $889,000 and recorded charge-offs
of $14,000 and $51,000 for the six months ended June 30, 2016 and 2015, respectively.
The provision for loan
losses is based upon management’s consideration of current economic conditions; First Clover Leaf’s loan portfolio
composition and historical loss experience coupled with current market valuations on collateral; and management’s estimate
of probable losses in the portfolio as well as the level of non-performing and impaired loans. We continue to review and make
adjustments to certain qualitative factors as appropriate due to our continued expansion into newer markets and continued segment
concentration in real estate loans that are collateral dependent. Management also reviews individual loans for which full collectability
may not be reasonably assured and considers, among other matters, the estimated fair value of the underlying collateral. This
evaluation is ongoing and results in variations in First Clover Leaf’s provision for loan losses. There may be other factors
that may warrant our consideration in maintaining an allowance at a level sufficient to provide for probable incurred losses.
This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information
becomes available or as future events change.
Non-interest income.
Non-interest income decreased to $706,000 for the three months ended June 30, 2016 compared to $741,000 for the same period
in 2015. Non-interest income remained at $1.3 million for the six months ended June 30, 2016 compared to 2015. During the six
months ended June 30, 2016, we experienced a reduction in gain on sale of loans partially offset by increases in service fees
on deposit accounts and gain on the sale of securities compared to the same period in 2015.
Service fees on deposit
accounts increased to $151,000 for the three months ended June 30, 2016 from $123,000 for the same period in 2015. Service fees
on deposit accounts increased to $278,000 for the six months ended June 30, 2016 from $230,000 for the same period in 2015. This
increase was due to higher non-sufficient fund income and treasury management fees during the three and six months ended June
30, 2016.
Gain on sale of securities
was $29,000 for the six months ended June 30, 2016. During the six months ended June 30, 2016, we sold $3.7 million of securities.
There were no sales of securities during the three months ended June 30, 2016 or for the three and six months ended June 30, 2015.
Gain on sale of loans
totaled $225,000 and $295,000 for the three months ended June 30, 2016 and 2015, respectively. Gain on sale of loans totaled $351,000
and $476,000 for the six months ended June 30, 2016 and 2015, respectively. These decreases were due to a lower volume of loan
sales for the three and six months ended June 30, 2016 compared to the same periods in 2015. We sold loans totaling $9.3 million
and $10.3 million during the three months ended June 30, 2016 and 2015, respectively. For the six months ended June 30, 2016 and
2015, we sold loans totaling $14.2 million and $17.3 million, respectively.
Non-interest expense.
Non-interest expense increased to $4.4 million for the three months ended June 30, 2016 from $3.5 million for the same
period in 2015. Non-interest expense increased to $7.9 million for the six months ended June 30, 2016 from $6.9 million for the
same period in 2015. The increase in non-interest expense was primarily due to merger related expenses in compensation and employee
benefits and in professional fees for the three and six months ended June 30, 2016.
Compensation and employee benefits increased
to $2.4 million for the three months ended June 30, 2016 from $1.9 million for the same period in 2015. Compensation and employee
benefits increased to $4.4 million for the six months ended June 30, 2016 from $3.8 million for the same period in 2015. These
increases were primarily due to payments of $533,000 in accordance with a separation and release agreement.
Professional fees increased
to $515,000 for the three months ended June 30, 2016 compared to $134,000 for the same period in 2015. Professional fees increased
to $661,000 for the six months ended June 30, 2016 compared to $261,000 for the same period in 2015. These increases were primarily
due to merger expenses of $387,000 related to consulting, legal, and auditing fees.
Income
taxes.
Income tax expense decreased to $57,000 for the three months ended June 30, 2016 compared to
$457,000 for the same period in 2015. Income tax expense decreased to $353,000 for the six months ended June 30, 2016
compared to $1.1 million for the same period in 2015. These decreases were primarily due to a reduction in the effective tax
rates resulting from tax exempt income comprising a higher portion of total income, tax credits resulting from a loss at
the holding company generated by increased merger expenses, along with lower pre-tax income for the three and six months ended
June 30, 2016. The effective tax rate was 8.0% and 17.5% for the three and six months ended June 30, 2016, respectively
compared to 27.4% and 28.6% for the comparable periods in 2015, respectively.
Liquidity and Capital Resources
We maintain liquid assets
at levels considered adequate to meet liquidity needs. We adjust our liquidity levels to fund deposit outflows, repay our borrowings
and fund loan commitments. We also adjust liquidity as appropriate to meet asset and liability management objectives.
Our primary sources of
liquidity are deposits, amortization and prepayment of loans, maturities of investment securities and other short-term investments,
and earnings and funds provided from operations. While scheduled principal repayments on loans are a relatively predictable source
of funds, deposit flows and loan prepayments are greatly influenced by market interest rates, economic conditions, and rates offered
by our competition. We set the interest rates on our deposits to maintain a desired level of total deposits. In addition, we invest
excess funds in short-term interest-earning assets, which provide liquidity to meet lending requirements.
A portion of our liquidity
consists of cash and cash equivalents, which are a product of our operating, investing and financing activities. At June 30, 2016
and December 31, 2015, $66.6 million and $79.2 million, respectively, were invested in cash and cash equivalents. The primary
sources of cash are principal repayments on loans, proceeds from the calls and maturities of investment securities, increases
in deposit and securities sold under agreements to repurchase accounts, and advances from the FHLB.
Cash flows are derived
from operating activities, investing activities and financing activities as reported in the Consolidated Statements of Cash Flows
included with the Consolidated Financial Statements under Item 1 of Part I of this 10-Q.
Our primary investing
activities are the origination of loans and the purchase of investment securities. Loan originations exceeded principal collections
on loans by $20.3 million for the six months ended June 30, 2016 compared to principal collections on loans exceeding loan originations
by $8.4 million for the for the same period in 2015. Cash received from calls, maturities, and principal repayments of available-for-sale
investment securities totaled $15.1 million and $9.0 million for the six month periods ended June 30, 2016 and 2015, respectively.
We purchased $21.9 million and $9.6 million of available-for-sale investment securities during the six months ended June 30, 2016
and 2015, respectively.
Deposit flows are generally
affected by market interest rates, products offered by local competitors, and other factors. Net deposits increased by $6.4 million
during the six months ended June 30, 2016 compared to a decrease of $30.9 million for the same period in 2015. The increase in
deposits during the six months ended June 30, 2016 was primarily due to an increase in core deposits partially offset by a reduction
of $16.8 million in brokered deposits.
Liquidity management is
both a daily and long-term function of business management. If we require funds beyond our ability to generate them internally,
we exercise borrowing agreements with the FHLB, which provide for an additional source of funds. We had $16.0 million of advances
from the FHLB at June 30, 2016 and December 31, 2015. At June 30, 2016, we had additional available credit of approximately $79.4
million. Additionally, we have the ability to purchase funds through our affiliation with Promontory Interfinancial Network if
we require additional liquidity. At June 30, 2016, the funds authorized for purchase through this program totaled $61.0 million.
The Bank is required to
maintain certain minimum capital requirements under OCC regulations. Failure by a national bank to meet minimum capital requirements
can result in certain mandatory and possible discretionary actions by regulators, which, if undertaken, could have a direct material
effect on the
Bank’s financial statements. Under the
capital adequacy guidelines and regulatory framework for prompt corrective action, the Bank must meet specific capital guidelines
that involve quantitative measures of the Bank’s assets, liabilities, and certain off-balance sheet items as calculated
under regulatory accounting practices. As of June 30, 2016, under regulatory standards, the Bank had capital levels in excess
of the minimums necessary to be considered “well capitalized,” which is the highest regulatory designation.
The Bank’s actual
capital amounts and ratios under Basel III as of June 30, 2016 and December 31, 2015 are presented in the following tables:
As
of June 30, 2016
|
|
|
|
|
|
|
|
|
|
|
|
To be Well Capitalized
|
|
|
|
|
|
|
|
|
|
For Capital
|
|
|
Under Prompt Corrective
|
|
|
|
Actual
|
|
|
Adequacy
Purposes
|
|
|
Action
Provisions
|
|
|
|
Amount
|
|
|
Ratio
|
|
|
Amount
|
|
|
Ratio
|
|
|
Amount
|
|
|
Ratio
|
|
|
|
|
|
Common Equity Tier 1 Capital to Risk Weighted Assets
|
|
$
|
72,346,000
|
|
|
|
14.05
|
%
|
|
$
|
23,170,000
|
|
|
|
4.50
|
%
|
|
$
|
33,468,000
|
|
|
|
6.50
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tier I Capital to Adjusted Total Assets
|
|
|
72,346,000
|
|
|
|
10.89
|
%
|
|
|
26,566,000
|
|
|
|
4.00
|
%
|
|
|
33,208,000
|
|
|
|
5.00
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tier I Capital to Risk Weighted Assets
|
|
|
72,346,000
|
|
|
|
14.05
|
%
|
|
|
30,893,000
|
|
|
|
6.00
|
%
|
|
|
41,191,000
|
|
|
|
8.00
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Capital to Risk Weighted Assets
|
|
|
76,885,000
|
|
|
|
14.93
|
%
|
|
|
41,191,000
|
|
|
|
8.00
|
%
|
|
|
51,489,000
|
|
|
|
10.00
|
%
|
As
of December 31, 2015
|
|
|
|
|
|
|
|
|
|
|
|
To be Well Capitalized
|
|
|
|
|
|
|
|
|
|
For Capital
|
|
|
Under Prompt Corrective
|
|
|
|
Actual
|
|
|
Adequacy
Purposes
|
|
|
Action
Provisions
|
|
|
|
Amount
|
|
|
Ratio
|
|
|
Amount
|
|
|
Ratio
|
|
|
Amount
|
|
|
Ratio
|
|
|
|
|
|
Common Equity Tier 1 Capital to Risk Weighted Assets
|
|
$
|
71,273,000
|
|
|
|
14.89
|
%
|
|
$
|
21,546,000
|
|
|
|
4.50
|
%
|
|
$
|
31,122,000
|
|
|
|
6.50
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tier I Capital to Adjusted Total Assets
|
|
|
71,273,000
|
|
|
|
11.47
|
%
|
|
|
24,855,000
|
|
|
|
4.00
|
%
|
|
|
31,069,000
|
|
|
|
5.00
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tier I Capital to Risk Weighted Assets
|
|
|
71,273,000
|
|
|
|
14.89
|
%
|
|
|
28,728,000
|
|
|
|
6.00
|
%
|
|
|
38,303,000
|
|
|
|
8.00
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Capital to Risk Weighted Assets
|
|
|
76,195,000
|
|
|
|
15.91
|
%
|
|
|
38,303,000
|
|
|
|
8.00
|
%
|
|
|
47,879,000
|
|
|
|
10.00
|
%
|
The Company’s actual
consolidated capital amounts and ratios under Basel III as of June 30, 2016 and December 31, 2015 are presented in the following
tables:
As
of June 30, 2016
|
|
|
|
|
|
|
|
|
|
|
|
To be Well Capitalized
|
|
|
|
|
|
|
|
|
|
For Capital
|
|
|
Under Prompt Corrective
|
|
|
|
Actual
|
|
|
Adequacy
Purposes
|
|
|
Action
Provisions
|
|
|
|
Amount
|
|
|
Ratio
|
|
|
Amount
|
|
|
Ratio
|
|
|
Amount
|
|
|
Ratio
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Equity Tier 1 Capital to Risk Weighted Assets
|
|
$
|
69,282,000
|
|
|
|
13.45
|
%
|
|
$
|
23,185,000
|
|
|
|
4.50
|
%
|
|
|
N/A
|
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tier I Capital to Adjusted Total Assets
|
|
|
69,282,000
|
|
|
|
10.24
|
%
|
|
|
27,069,000
|
|
|
|
4.00
|
%
|
|
|
N/A
|
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tier I Capital to Risk Weighted Assets
|
|
|
69,282,000
|
|
|
|
13.45
|
%
|
|
|
30,914,000
|
|
|
|
6.00
|
%
|
|
|
N/A
|
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Capital to Risk Weighted Assets
|
|
|
77,821,000
|
|
|
|
15.10
|
%
|
|
|
41,218,000
|
|
|
|
8.00
|
%
|
|
|
N/A
|
|
|
|
N/A
|
|
As
of December 31, 2015
|
|
|
|
|
|
|
|
|
|
|
|
To be Well Capitalized
|
|
|
|
|
|
|
|
|
|
For Capital
|
|
|
Under Prompt Corrective
|
|
|
|
Actual
|
|
|
Adequacy
Purposes
|
|
|
Action
Provisions
|
|
|
|
Amount
|
|
|
Ratio
|
|
|
Amount
|
|
|
Ratio
|
|
|
Amount
|
|
|
Ratio
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Equity Tier 1 Capital to Risk Weighted Assets
|
|
$
|
68,467,000
|
|
|
|
14.29
|
%
|
|
$
|
21,555,000
|
|
|
|
4.50
|
%
|
|
|
N/A
|
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tier I Capital to Adjusted Total Assets
|
|
|
68,467,000
|
|
|
|
10.28
|
%
|
|
|
26,651,000
|
|
|
|
4.00
|
%
|
|
|
N/A
|
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tier I Capital to Risk Weighted Assets
|
|
|
68,467,000
|
|
|
|
14.29
|
%
|
|
|
28,740,000
|
|
|
|
6.00
|
%
|
|
|
N/A
|
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Capital to Risk Weighted Assets
|
|
|
77,389,000
|
|
|
|
16.16
|
%
|
|
|
38,321,000
|
|
|
|
8.00
|
%
|
|
|
N/A
|
|
|
|
N/A
|
|
In July 2013, the U.S.
federal banking authorities approved the implementation of the Basel III regulatory capital reforms and issued rules effecting
certain changes required by the Dodd-Frank Act (the “Basel III Rules”). The Basel III Rules are applicable to all
U.S. banks that are subject to minimum capital requirements, as well as to bank and savings and loan holding companies other than
“small bank holding companies” (generally non-public bank holding companies with consolidated assets of less than
$1 billion). The Bank, along with other community banking organizations, became subject to the Basel III Rules effective January
1, 2015.
The Basel III Rules not
only increased most of the required minimum regulatory capital ratios, but they introduced a new common equity Tier 1 capital
ratio and the concept of a
Capital Conservation Buffer ("CCB")
. The Basel III
Rules also expanded the definition of capital as in effect currently by establishing criteria that instruments must meet to be
considered additional Tier 1 capital (Tier 1 capital in addition to common equity) and Tier 2 capital. A number of instruments
that qualified previously as Tier 1 capital no longer qualify, or their qualifications may change as the Basel III rules are fully
implemented. The Basel III Rules also permit banking organizations with less than $15.0 billion in assets to retain,
through a one-time election, the previous treatment for accumulated other comprehensive income. The Bank elected this one-time
opt-out to exclude accumulated other comprehensive income from regulatory capital with the filing of its regulatory reports for
first quarter of 2015.
The Basel III Rules have
maintained the general structure of the current prompt corrective action framework, while incorporating the increased requirements.
The prompt corrective action guidelines were also revised to add the common equity Tier 1 capital ratio. In order to be
a “well-capitalized” depository institution under the new regime, a bank and holding company must maintain a common
equity Tier 1 capital ratio of 6.5% or more; a Tier 1 capital ratio of 8% or more; a total capital ratio of 10% or
more; and a leverage ratio of 5% or more.
The Bank and the Company
have each adopted Regulatory Capital Plans that require the Bank to maintain a Tier 1 leverage ratio of at least 8% and a total
risk-based capital ratio of at least 12% (excluding the CCB). The minimum capital ratios set forth in the Regulatory Capital Plans
will be increased and other minimum capital requirements will be established if and as necessary. In accordance
with the Regulatory
Capital Plans, neither the Company nor the Bank will pursue any growth opportunity, declare any dividend or conduct any stock
repurchase that would cause the Bank's total risk-based capital ratio and/or its Tier 1 leverage ratio to fall below the established
minimum capital levels, or capital levels required for capital adequacy plus the CCB. The minimum CCB in 2016 is 0.625% and will
increase by 0.625% annually through 2019 to 2.5%. As of March 31, 2016, the Bank and the Company
adopted all
of the Basel III 2016 phase-in rules and
were well-capitalized, with all capital ratios exceeding the
well-capitalized requirement.
At present, management concludes that its current capital structure and the execution of
its capital plan will be sufficient to meet and exceed the revised regulatory capital ratios as required by the new Basel III
Rules.
Off-Balance Sheet Arrangements
In the ordinary course
of business, the Company is a party to credit-related financial instruments with off-balance sheet risk to meet the financing
needs of our customers. These financial instruments include commitments to extend credit, as described further below. The Company
follows the same credit policies in making commitments as it does for on-balance sheet instruments.
Commitments to extend
credit are agreements to lend to a customer as long as there is no violation of any condition established in such customer’s
contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. The
commitments for equity lines of credit may expire without being drawn upon. Therefore, the total commitment amounts do not necessarily
represent future cash requirements. The amount of collateral obtained, if it is deemed necessary by the Company, is based on management’s
credit evaluation of the customer.
Unfunded commitments under
construction lines of credit for residential and multi-family properties are commitments for possible future extensions of credit
to existing customers. These lines of credit are uncollateralized and usually do not contain a specified maturity date and may
not be drawn upon to the total extent to which the Company is committed.
Standby letters of credit
are conditional commitments issued by the Company to guarantee the performance of a customer to a third party.
A summary of the notional
or contractual amounts of financial instruments with off-balance-sheet risk at June 30, 2016 follows:
|
|
|
|
|
|
|
|
|
|
|
Range of Rates
|
|
|
|
Variable Rate
|
|
|
Fixed Rate
|
|
|
Total
|
|
|
on Fixed Rate
|
|
|
|
Commitments
|
|
|
Commitments
|
|
|
Commitments
|
|
|
Commitments
|
|
|
|
|
|
Commitments to extend credit
|
|
$
|
41,919,882
|
|
|
$
|
40,493,461
|
|
|
$
|
82,413,343
|
|
|
|
2.875% - 18.00
|
%
|
Standby letters of credit
|
|
|
1,035,125
|
|
|
|
94,000
|
|
|
|
1,129,125
|
|
|
|
4.00% - 6.00
|
%
|
Loans sold to the FHLB
under the Mortgage Partnership Finance (“MPF”) program are sold with recourse. The Bank has an agreement to sell residential
loans of up to $81.0 million to the FHLB, of which approximately $72.2 million had been sold as of June 30, 2016. As a part of
the agreement, the Bank had a maximum credit enhancement of $388,000 at June 30, 2016. The Company intends to continue originating
and selling mortgage loans while retaining the servicing rights of the loans. In addition to the MPF program, the Company currently
has a relationship to sell loans to Fannie Mae. These loans are also sold with recourse. The Company has a recourse liability
reserve established. Since the Company has no loss experience at this time, we utilized the current Fannie Mae loss history rates
in the calculation of our reserve.