Attached files
file | filename |
---|---|
EX-10.7 - CONSUMERS BANCORP INC /OH/ | v210959_ex10-7.htm |
EX-10.6 - CONSUMERS BANCORP INC /OH/ | v210959_ex10-6.htm |
EX-31.1 - CONSUMERS BANCORP INC /OH/ | v210959_ex31-1.htm |
EX-31.2 - CONSUMERS BANCORP INC /OH/ | v210959_ex31-2.htm |
EX-32.1 - CONSUMERS BANCORP INC /OH/ | v210959_ex32-1.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
10-Q
x
|
Quarterly
Report Pursuant to Section 13 or 15 (d) or the Securities Exchange Act of
1934
|
For the
quarterly period ended December 31, 2010
Or
¨
|
Transition
Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of
1934
|
for the
transition period from _________________ to _________________
Commission
File No. 033-79130
CONSUMERS
BANCORP, INC.
(Exact
name of registrant as specified in its charter)
OHIO
|
34-1771400
|
(State
or other jurisdiction
|
(I.R.S.
Employer Identification No.)
|
of
incorporation or organization)
|
|
614
East Lincoln Way, P.O. Box 256, Minerva, Ohio
|
44657
|
(Address
of principal executive offices)
|
(Zip
Code)
|
(330)
868-7701
(Registrant’s
telephone number)
Not
applicable
(Former
name, former address and former fiscal year, if changed since last
report)
Indicate
by check mark whether the registrant: (1) has filed all reports required to be
filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the Registrant was required
to file such reports), and (2) has been subject to such filing requirements for
the past 90 days. Yes x No
¨
Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (232.05 of this
chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such
files). Yes ¨ No
¨
Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of “large accelerated filer,” “accelerated filer” and “smaller
reporting company” in Rule 12b-2 of the Exchange Act.
Large
accelerated filer ¨
|
Accelerated
filer ¨
|
Non-accelerated
filer ¨ (Do not check if smaller
reporting company)
|
Smaller
reporting company x
|
Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act). Yes ¨ No
x
Indicate
the number of shares outstanding of each of the issuer’s classes of common
stock, as of the latest practicable date.
Common
Stock, no par value
|
Outstanding
at February 11, 2011
|
2,043,556
Common Shares
|
CONSUMERS
BANCORP, INC.
FORM
10-Q
QUARTER
ENDED December 31, 2010
Table of
Contents
Page
Number (s)
|
|
Part
I – Financial Information
|
|
Item
1 – Financial Statements (Unaudited)
|
|
Consolidated
Balance Sheets at December 31, 2010 and June 30, 2010
|
1
|
Consolidated
Statements of Income for the three and six months ended December 31, 2010
and 2009
|
2
|
Consolidated
Statements of Comprehensive Income for the three and six months ended
December 31, 2010 and 2009
|
3
|
Condensed
Consolidated Statements of Changes in Shareholders’ Equity for the three
and six months ended December 31, 2010 and 2009
|
4
|
Condensed
Consolidated Statements of Cash Flows for the six months ended December
31, 2010 and 2009
|
5
|
Notes
to the Consolidated Financial Statements
|
6-19
|
Item
2 – Management’s Discussion and Analysis of Financial Condition and
Results of Operations
|
20-31
|
Item
3 – Not Applicable for Smaller Reporting Companies
|
|
Item
4 – Controls and Procedures
|
32
|
Part
II – Other Information
|
|
Item
1 – Legal Proceedings
|
33
|
Item
1A – Not Applicable for Smaller Reporting Companies
|
|
Item
2 – Unregistered Sales of Equity Securities and Use of
Proceeds
|
33
|
Item
3 – Defaults Upon Senior Securities
|
33
|
Item
4 – Removed and Reserved
|
|
Item
5 – Other Information
|
33
|
Item
6 – Exhibits
|
34
|
Signatures
|
35
|
PART
1 – FINANCIAL INFORMATION
Item
1 – Financial Statements (unaudited)
CONSUMERS
BANCORP, INC.
CONSOLIDATED
BALANCE SHEETS
(Dollars
in thousands, except per share data)
December 31,
2010
|
June 30,
2010
|
|||||||
ASSETS
|
||||||||
Cash
on hand and noninterest-bearing deposits in other banks
|
$ | 5,736 | $ | 5,973 | ||||
Interest-bearing
deposits in other banks
|
6,146 | 7,833 | ||||||
Total
cash and cash equivalents
|
11,882 | 13,806 | ||||||
Certificates
of deposit in other financial institutions
|
3,185 | 980 | ||||||
Securities,
available-for-sale
|
74,599 | 64,262 | ||||||
Federal
bank and other restricted stocks, at cost
|
1,186 | 1,186 | ||||||
Total
loans
|
176,678 | 174,283 | ||||||
Less
allowance for loan losses
|
(2,266 | ) | (2,276 | ) | ||||
Net
Loans
|
174,412 | 172,007 | ||||||
Cash
surrender value of life insurance
|
4,887 | 4,798 | ||||||
Premises
and equipment, net
|
4,099 | 3,581 | ||||||
Intangible
assets
|
169 | 250 | ||||||
Other
real estate owned
|
- | 25 | ||||||
Accrued
interest receivable and other assets
|
2,661 | 2,498 | ||||||
Total
assets
|
$ | 277,080 | $ | 263,393 | ||||
LIABILITIES
|
||||||||
Deposits
|
||||||||
Non-interest
bearing demand
|
$ | 52,261 | $ | 47,659 | ||||
Interest
bearing demand
|
14,017 | 13,687 | ||||||
Savings
|
71,527 | 63,704 | ||||||
Time
|
91,694 | 91,264 | ||||||
Total
deposits
|
229,499 | 216,314 | ||||||
Short-term
borrowings
|
13,626 | 13,086 | ||||||
Federal
Home Loan Bank advances
|
8,223 | 8,297 | ||||||
Accrued
interest and other liabilities
|
1,954 | 1,980 | ||||||
Total
liabilities
|
253,302 | 239,677 | ||||||
SHAREHOLDERS’
EQUITY
|
||||||||
Preferred
stock (no par value, 350,000 shares authorized)
|
— | — | ||||||
Common
stock (no par value, 3,500,000 shares authorized; 2,173,998 and 2,168,329
shares issued as of December 31, 2010 and June 30, 2010,
respectively)
|
5,036 | 4,968 | ||||||
Retained
earnings
|
20,270 | 19,470 | ||||||
Treasury
stock, at cost (130,442 common shares)
|
(1,659 | ) | (1,659 | ) | ||||
Accumulated
other comprehensive income
|
131 | 937 | ||||||
Total
shareholders’ equity
|
23,778 | 23,716 | ||||||
Total
liabilities and shareholders’ equity
|
$ | 277,080 | $ | 263,393 |
See
accompanying notes to consolidated financial statements
1
CONSUMERS
BANCORP, INC.
CONSOLIDATED
STATEMENTS OF INCOME (Unaudited)
Three Months ended
December 31,
|
Six Months ended
December 31,
|
|||||||||||||||
(Dollars
in thousands, except per share amounts)
|
2010
|
2009
|
2010
|
2009
|
||||||||||||
Interest
income
|
||||||||||||||||
Loans,
including fees
|
$ | 2,578 | $ | 2,481 | $ | 5,173 | $ | 4,941 | ||||||||
Securities
|
||||||||||||||||
Taxable
|
373 | 472 | 798 | 970 | ||||||||||||
Tax-exempt
|
221 | 192 | 431 | 380 | ||||||||||||
Federal
funds sold and other interest bearing deposits
|
13 | 21 | 23 | 45 | ||||||||||||
Total
interest income
|
3,185 | 3,166 | 6,425 | 6,336 | ||||||||||||
Interest
expense
|
||||||||||||||||
Deposits
|
432 | 582 | 897 | 1,233 | ||||||||||||
Short-term
borrowings
|
11 | 12 | 24 | 26 | ||||||||||||
Federal
Home Loan Bank advances
|
66 | 77 | 135 | 155 | ||||||||||||
Total
interest expense
|
509 | 671 | 1,056 | 1,414 | ||||||||||||
Net
interest income
|
2,676 | 2,495 | 5,369 | 4,922 | ||||||||||||
Provision
for loan losses
|
142 | 141 | 244 | 343 | ||||||||||||
Net
interest income after provision for loan losses
|
2,534 | 2,354 | 5,125 | 4,579 | ||||||||||||
Non-interest
income
|
||||||||||||||||
Service
charges on deposit accounts
|
327 | 414 | 662 | 851 | ||||||||||||
Debit
card interchange income
|
157 | 126 | 307 | 244 | ||||||||||||
Bank
owned life insurance income
|
44 | 44 | 89 | 88 | ||||||||||||
Securities
gains, net
|
53 | 102 | 70 | 213 | ||||||||||||
Other-than-temporary
loss
|
||||||||||||||||
Total
impairment loss
|
(50 | ) | (203 | ) | (81 | ) | (180 | ) | ||||||||
Loss
recognized in other comprehensive income
|
- | 23 | 31 | - | ||||||||||||
Net
impairment loss recognized in earnings
|
(50 | ) | (180 | ) | (50 | ) | (180 | ) | ||||||||
Gain
on sale of OREO
|
- | 1 | 2 | 5 | ||||||||||||
Other
|
51 | 33 | 108 | 69 | ||||||||||||
Total
non-interest income
|
582 | 540 | 1,188 | 1,290 | ||||||||||||
Non-interest
expenses
|
||||||||||||||||
Salaries
and employee benefits
|
1,187 | 1,134 | 2,364 | 2,206 | ||||||||||||
Occupancy
and equipment
|
247 | 259 | 511 | 534 | ||||||||||||
Data
processing expenses
|
140 | 132 | 276 | 264 | ||||||||||||
Professional
and director fees
|
82 | 80 | 185 | 191 | ||||||||||||
FDIC
Assessments
|
78 | 78 | 156 | 159 | ||||||||||||
Franchise
taxes
|
59 | 52 | 117 | 107 | ||||||||||||
Telephone
and network communications
|
58 | 61 | 110 | 122 | ||||||||||||
Debit
card processing expenses
|
84 | 71 | 168 | 142 | ||||||||||||
Amortization
of intangible
|
40 | 40 | 81 | 81 | ||||||||||||
Other
|
403 | 348 | 774 | 686 | ||||||||||||
Total
non-interest expenses
|
2,378 | 2,255 | 4,742 | 4,492 | ||||||||||||
Income
before income taxes
|
738 | 639 | 1,571 | 1,377 | ||||||||||||
Income
tax expense
|
164 | 138 | 364 | 311 | ||||||||||||
Net
Income
|
$ | 574 | $ | 501 | $ | 1,207 | $ | 1,066 | ||||||||
Basic
earnings per share
|
$ | 0.28 | $ | 0.25 | $ | 0.59 | $ | 0.52 |
See
accompanying notes to consolidated financial statements
2
CONSUMERS
BANCORP, INC.
CONSOLIDATED
STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
(Dollars
in thousands)
Three Months ended
December 31,
|
Six Months ended
December 31,
|
|||||||||||||||
2010
|
2009
|
2010
|
2009
|
|||||||||||||
Net
Income
|
$ | 574 | $ | 501 | $ | 1,207 | $ | 1,066 | ||||||||
Other
comprehensive income (loss), net of tax:
|
||||||||||||||||
Net
change in unrealized gains (losses):
|
||||||||||||||||
Other-than-temporarily
impaired securities:
|
||||||||||||||||
Unrealized
gains (losses) on other-than-temporarily impaired
securities
|
(50 | ) | (23 | ) | (31 | ) | 137 | |||||||||
Reclassification
adjustment for losses included in income
|
50 | 180 | 50 | 180 | ||||||||||||
Net
unrealized gain
|
— | 157 | 19 | 317 | ||||||||||||
Income
tax effect
|
— | 53 | 6 | 108 | ||||||||||||
— | 104 | 13 | 209 | |||||||||||||
Available-for-sale
securities:
|
||||||||||||||||
Unrealized
gains (losses) arising during the period
|
(1,423 | ) | (1,133 | ) | (1,170 | ) | 538 | |||||||||
Reclassification
adjustment for gains included in income
|
(53 | ) | (102 | ) | (70 | ) | (213 | ) | ||||||||
Net
unrealized gain (losses)
|
(1,476 | ) | (1,235 | ) | (1,240 | ) | 325 | |||||||||
Income
tax effect
|
(502 | ) | (421 | ) | (421 | ) | 110 | |||||||||
(974 | ) | (814 | ) | (819 | ) | 215 | ||||||||||
Other
comprehensive income (loss)
|
(974 | ) | (710 | ) | (806 | ) | 424 | |||||||||
Total
comprehensive income (loss)
|
$ | (400 | ) | $ | (209 | ) | $ | 401 | $ | 1,490 |
See
accompanying notes to consolidated financial statements.
3
CONSUMERS
BANCORP, INC.
CONDENSED
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
(Unaudited)
(Dollars
in thousands, except per share data)
Three Months ended
December 31,
|
Six Months ended
December 31,
|
|||||||||||||||
2010
|
2009
|
2010
|
2009
|
|||||||||||||
Balance
at beginning of period
|
$ | 24,349 | $ | 22,974 | $ | 23,716 | $ | 21,461 | ||||||||
Comprehensive
income
|
||||||||||||||||
Net
Income
|
574 | 501 | 1,207 | 1,066 | ||||||||||||
Other
comprehensive income (loss)
|
(974 | ) | (710 | ) | (806 | ) | 424 | |||||||||
Total
comprehensive income (loss)
|
(400 | ) | (209 | ) | 401 | 1,490 | ||||||||||
Common
stock issued for dividend reinvestment and stock purchase plan (2,680
shares and 5,669 shares for the three and six months in 2010 and 1,733
shares and 3,156 shares for the three and six months in 2009,
respectively)
|
32 | 21 | 68 | 38 | ||||||||||||
Common
cash dividends
|
(203 | ) | (204 | ) | (407 | ) | (407 | ) | ||||||||
Balance
at the end of the period
|
$ | 23,778 | $ | 22,582 | $ | 23,778 | $ | 22,582 | ||||||||
Common
cash dividends per share
|
$ | 0.10 | $ | 0.10 | $ | 0.20 | $ | 0.20 |
See
accompanying notes to consolidated financial statements.
4
CONSUMERS
BANCORP, INC.
CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(Dollars in thousands)
|
Six Months Ended
December 31,
|
|||||||
2010
|
2009
|
|||||||
Cash
flows from operating activities
|
||||||||
Net
cash from operating activities
|
$ | 2,208 | $ | 790 | ||||
Cash
flow from investing activities
|
||||||||
Securities
available-for-sale
|
||||||||
Purchases
|
(24,247 | ) | (15,835 | ) | ||||
Maturities,
calls and principal pay downs
|
7,225 | 7,984 | ||||||
Proceeds
from sales of available-for-sale securities
|
5,123 | 6,009 | ||||||
Net
(increase) decrease in certificates of deposits in other financial
Institutions
|
(2,205 | ) | 589 | |||||
Net
increase in loans
|
(2,649 | ) | (6,945 | ) | ||||
Acquisition
of premises and equipment
|
(718 | ) | (154 | ) | ||||
Sale
of other real estate owned
|
27 | 136 | ||||||
Net
cash from investing activities
|
(17,444 | ) | (8,216 | ) | ||||
Cash
flow from financing activities
|
||||||||
Net
increase in deposit accounts
|
13,185 | 4,870 | ||||||
Net
change in short-term borrowings
|
540 | (3,553 | ) | |||||
Proceeds
of Federal Home Loan Bank advances
|
1,000 | - | ||||||
Repayments
of Federal Home Loan Bank advances
|
(1,074 | ) | (84 | ) | ||||
Proceeds
from dividend reinvestment and stock purchase plan
|
68 | 38 | ||||||
Dividends
paid
|
(407 | ) | (407 | ) | ||||
Net
cash from financing activities
|
13,312 | 864 | ||||||
Decrease
in cash or cash equivalents
|
(1,924 | ) | (6,562 | ) | ||||
Cash
and cash equivalents, beginning of period
|
13,806 | 18,891 | ||||||
Cash
and cash equivalents, end of period
|
$ | 11,882 | $ | 12,329 | ||||
Supplemental
disclosure of cash flow information:
|
||||||||
Cash
paid during the period:
|
||||||||
Interest
|
$ | 1,071 | $ | 1,443 | ||||
Federal
income taxes
|
505 | 370 | ||||||
Non-cash
items:
|
||||||||
Transfer
from loans to repossessed assets
|
$ | - | $ | 137 |
See
accompanying notes to consolidated financial statements.
5
CONSUMERS
BANCORP, INC.
Notes
to the Consolidated Financial Statements
(Unaudited)
(continued)
(Dollars
in thousands, except per share amounts)
Note 1 –
Summary of Significant Accounting Policies:
Nature of Operations:
Consumers Bancorp, Inc. is a bank holding company headquartered in Minerva, Ohio
that provides, through its banking subsidiary, a broad array of products and
services throughout its primary market area of Stark, Columbiana, Carroll and
contiguous counties in Ohio. The Bank’s business involves attracting deposits
from businesses and individual customers and using such deposits to originate
commercial, mortgage and consumer loans in its primary market area.
Basis of Presentation: The
consolidated financial statements for interim periods are unaudited and reflect
all adjustments (consisting of only normal recurring adjustments), which, in the
opinion of management, are necessary to present fairly the financial position
and results of operations and cash flows for the periods presented. The
unaudited financial statements are presented in accordance with the requirements
of Form 10-Q and do not include all disclosures normally required by accounting
principles generally accepted in the United States of America. The
financial statements should be read in conjunction with the consolidated
financial statements and notes thereto included in Consumers Bancorp, Inc.’s
Form 10-K for the year ended June 30, 2010. The results of operations for the
interim period disclosed herein are not necessarily indicative of the results
that may be expected for a full year.
The
consolidated financial statements include the accounts of Consumers Bancorp,
Inc. (the “Corporation”) and its wholly owned subsidiary, Consumers National
Bank (the “Bank”). All significant inter-company transactions and accounts have
been eliminated in consolidation.
Segment Information: Consumers
Bancorp, Inc. is a bank holding company engaged in the business of commercial
and retail banking, which accounts for substantially all of the revenues,
operating income, and assets. Accordingly, all of its operations are recorded in
one segment, banking.
Earnings per
Share: Earnings per common share are computed based on the
weighted average common shares outstanding. The weighted average number of
outstanding shares was 2,041,517 and 2,031,377 for the quarters ended December
31, 2010 and 2009, respectively. The weighted average number of outstanding
shares was 2,040,043 and 2,030,622 for the six months ended December 31, 2010
and 2009, respectively. The Corporation’s capital structure contains no dilutive
securities.
Reclassifications: Certain items in prior
financial statements have been reclassified to conform to the current
presentation.
6
CONSUMERS
BANCORP, INC.
Notes
to the Consolidated Financial Statements
(Unaudited)
(continued)
(Dollars
in thousands, except per share amounts)
New Accounting Standards
Updates: On July 21, 2010,
the FASB issued ASU No. 2010-20, “Disclosures about the Credit Quality of
Financing Receivables and the Allowance for Credit Losses,” which requires
significant new disclosures about the allowance for credit losses and the credit
quality of financing receivables. The requirements are intended to enhance
transparency regarding credit losses and the credit quality of loan and lease
receivables. Under this statement, allowance for credit losses and fair value
are to be disclosed by portfolio segment, while credit quality information,
impaired financing receivables and nonaccrual status are to be presented by
class of financing receivable. Disclosure of the nature and extent, the
financial impact and segment information of troubled debt restructurings will
also be required. The disclosures are to be presented at the level of
disaggregation that management uses when assessing and monitoring the
portfolio’s risk and performance. This ASU is effective for interim and annual
reporting periods after December 15, 2010. See Note 3 -
Loans.
Note 2 –
Securities
Description of Securities
|
Amortized
Cost
|
Gross
Unrealized
Gains
|
Gross
Unrealized
Losses
|
Fair
Value
|
||||||||||||
December
31, 2010
|
||||||||||||||||
Obligations
of government sponsored entities
|
$ | 8,889 | $ | 61 | $ | (5 | ) | $ | 8,945 | |||||||
Obligations
of state and political subdivisions
|
22,877 | 120 | (877 | ) | 22,120 | |||||||||||
Mortgage-backed
securities – residential
|
28,539 | 1,088 | (31 | ) | 29,596 | |||||||||||
Collateralized
mortgage obligations
|
13,574 | 46 | (73 | ) | 13,547 | |||||||||||
Trust
preferred security
|
522 | — | (131 | ) | 391 | |||||||||||
Total
securities
|
$ | 74,401 | $ | 1,315 | $ | (1,117 | ) | $ | 74,599 |
Amortized
Cost
|
Gross
Unrealized
Gains
|
Gross
Unrealized
Losses
|
Fair
Value
|
|||||||||||||
June 30,
2010
|
||||||||||||||||
Obligations
of government sponsored entities
|
$ | 10,771 | $ | 236 | $ | (3 | ) | $ | 11,004 | |||||||
Obligations
of state and political subdivisions
|
20,073 | 392 | (218 | ) | 20,247 | |||||||||||
Mortgage-backed
securities - residential
|
24,333 | 1,279 | — | 25,612 | ||||||||||||
Collateralized
mortgage obligations
|
7,094 | 34 | (151 | ) | 6,977 | |||||||||||
Trust
preferred security
|
572 | — | (150 | ) | 422 | |||||||||||
Total
securities
|
$ | 62,843 | $ | 1,941 | $ | (522 | ) | $ | 64,262 |
Proceeds
from the sale of available-for-sale securities were as follows:
Three Months Ended
December 31,
|
Six Months Ended
December 31,
|
|||||||||||||||
2010
|
2009
|
2010
|
2009
|
|||||||||||||
Proceeds
from sales
|
$ | 2,570 | $ | 2,845 | $ | 5,123 | $ | 6,009 | ||||||||
Gross
realized gains
|
53 | 102 | 97 | 213 | ||||||||||||
Gross
realized losses
|
— | — | 27 | — |
7
CONSUMERS
BANCORP, INC.
Notes
to the Consolidated Financial Statements
(Unaudited)
(continued)
(Dollars
in thousands, except per share amounts)
The
amortized cost and fair values of available-for-sale securities at December 31,
2010, by expected maturity, are shown below. Expected maturities will differ
from contractual maturities because borrowers may have the right to call or
prepay obligations with or without call or prepayment penalties. Securities not
due at a single maturity date, primarily mortgage-backed securities,
collateralized mortgage obligations and the trust preferred security are shown
separately.
Amortized
Cost
|
Estimated Fair
Value
|
|||||||
Due
in one year or less
|
$ | 2,679 | $ | 2,706 | ||||
Due
after one year through five years
|
6,259 | 6,322 | ||||||
Due
after five years through ten years
|
6,216 | 6,170 | ||||||
Due
after ten years
|
16,612 | 15,867 | ||||||
Total
|
31,766 | 31,065 | ||||||
Mortgage-backed
securities - residential
|
28,539 | 29,596 | ||||||
Collateralized
mortgage obligations
|
13,574 | 13,547 | ||||||
Trust
preferred security
|
522 | 391 | ||||||
Total
|
$ | 74,401 | $ | 74,599 |
The
following table summarizes the securities with unrealized losses at December 31,
2010 and June 30, 2010, aggregated by investment category and length of
time that individual securities have been in a continuous unrealized loss
position:
Less than 12 Months
|
12 Months or more
|
Total
|
||||||||||||||||||||||
Description of Securities
|
Fair
Value
|
Unrealized
Loss
|
Fair
Value
|
Unrealized
Loss
|
Fair
Value
|
Unrealized
Loss
|
||||||||||||||||||
December
31, 2010
|
||||||||||||||||||||||||
Obligations
of government sponsored entities
|
$ | 1,010 | $ | (5 | ) | $ | — | $ | — | $ | 1,010 | $ | (5 | ) | ||||||||||
Obligations
of states and political subdivisions
|
14,754 | (659 | ) | 1,133 | (218 | ) | 15,887 | (877 | ) | |||||||||||||||
Mortgage-backed
securities - residential
|
6,514 | (31 | ) | — | — | 6,514 | (31 | ) | ||||||||||||||||
Collateralized
mortgage obligations
|
9,578 | (73 | ) | — | — | 9,578 | (73 | ) | ||||||||||||||||
Trust
preferred security
|
— | — | 391 | (131 | ) | 391 | (131 | ) | ||||||||||||||||
Total
temporarily impaired
|
$ | 31,856 | $ | (768 | ) | $ | 1,524 | $ | (349 | ) | $ | 33,380 | $ | (1,117 | ) |
8
CONSUMERS
BANCORP, INC.
Notes
to the Consolidated Financial Statements
(Unaudited)
(continued)
(Dollars
in thousands, except per share amounts)
Less than 12 Months
|
12 Months or more
|
Total
|
||||||||||||||||||||||
Description of Securities
|
Fair
Value
|
Unrealized
Loss
|
Fair
Value
|
Unrealized
Loss
|
Fair
Value
|
Unrealized
Loss
|
||||||||||||||||||
June 30,
2010
|
||||||||||||||||||||||||
Obligations
of government sponsored entities
|
$ | 764 | $ | (3 | ) | $ | — | $ | — | $ | 764 | $ | (3 | ) | ||||||||||
Obligations
of states and political subdivisions
|
5,331 | (179 | ) | 649 | (39 | ) | 5,980 | (218 | ) | |||||||||||||||
Collateralized
mortgage obligations
|
4,763 | (151 | ) | — | — | 4,763 | (151 | ) | ||||||||||||||||
Trust
preferred security
|
— | — | 422 | (150 | ) | 422 | (150 | ) | ||||||||||||||||
Total
temporarily impaired
|
$ | 10,858 | $ | (333 | ) | $ | 1,071 | $ | (189 | ) | $ | 11,929 | $ | (522 | ) |
Management
evaluates securities for other-than-temporary impairment (OTTI) on a quarterly
basis, and more frequently when economic or market conditions warrant such an
evaluation. The securities portfolio is evaluated for OTTI by segregating the
portfolio into two general segments and applying the appropriate OTTI model.
Investment securities are generally evaluated for OTTI under FASB ASC Topic
320, Accounting for Certain
Investments in Debt and Equity Securities. However, the trust preferred
security is evaluated using the model outlined in FASB ASC Topic 325, Recognition of Interest
Income and Impairment on Purchased Beneficial Interests and Beneficial Interests
that Continue to be Held by a Transfer in Securitized Financial
Assets.
In
determining OTTI under the ASC Topic 320 model, management considers many
factors, including: (1) the length of time and the extent to which the fair
value has been less than cost, (2) the financial condition and near-term
prospects of the issuer, (3) whether the market decline was affected by
macroeconomic conditions, and (4) whether the entity has the intent to sell
the debt security or more likely than not will be required to sell the debt
security before its anticipated recovery. The assessment of whether an
other-than-temporary decline exists involves a high degree of subjectivity and
judgment and is based on the information available to management at a point in
time.
The
second segment of the portfolio uses the OTTI guidance provided by ASC Topic
325. Under the ASC Topic 325 model, the present value of the remaining cash
flows as estimated at the preceding evaluation date are compared to the current
expected remaining cash flows. An OTTI is deemed to have occurred if there has
been an adverse change in the remaining expected future cash flows. The analysis
of the trust preferred security falls within the scope of ASC Topic
325.
The
Corporation owns a trust preferred security, which represents collateralized
debt obligations (CDOs) issued by other financial and insurance companies. The
following table summarizes the relevant characteristics of the
pooled-trust-preferred security at December 31, 2010. The security is part of a
pool of issuers that support a more senior tranche of securities. Due to the
illiquidity in the market, it is unlikely the Corporation would be able to
recover its investment in this security if the Corporation sold the security at
this time.
9
CONSUMERS
BANCORP, INC.
Notes
to the Consolidated Financial Statements
(Unaudited)
(continued)
(Dollars
in thousands, except per share amounts)
Deal Name
|
Par
Value
|
Book
Value
|
Fair Value
|
Unrealized
Loss
|
# of Issuers
Currently
Performing/
Remaining
|
Actual
Deferrals and
Defaults as a
% of Original
Collateral
|
Expected
Defaults as a
% of
Remaining
Collateral
|
Excess
Subordination
(2)
|
||||||||||||||||||||||||
Pre Tsl XXII (1)
|
$ | 982 | $ | 522 | $ | 391 | $ | 131 | 64/98 | 29.3 | % | 13.3 | % | — |
(1)
Security was determined to have other-than-temporary impairment. As such, the
book value is net of recorded credit impairment.
(2)
Excess subordination percentage represents the additional defaults in excess of
both current and projected defaults that the security can absorb before the bond
experiences credit impairment. Excess subordinated percentage is calculated by:
(a) determining what percentage of defaults a deal can experience before the
bond has credit impairment, and (b) subtracting from this default breakage
percentage both total current and expected future default
percentages.
Due to an
increase in principal and/or interest deferrals by the issuers of the underlying
securities, the cash interest payments for the trust preferred security are
being deferred. On December 31, 2010, the lowest credit rating on this security
was Fitch’s rating of C, which is defined as highly speculative. The issuers in
this security are primarily banks, bank holding companies and a limited number
of insurance companies. The investment security is evaluated using a model to
compare the present value of expected cash flows to prior periods expected cash
flows to determine if there has been an adverse change in cash flows during the
period. The discount rate used to calculate the cash flows is the coupon rate of
the security, based on the forward LIBOR curve. The OTTI model considers the
structure and term of the CDO and the financial condition of the underlying
issuers. Specifically, the model details interest rates, principal balances of
note classes and underlying issuers, the timing and amount of interest and
principal payments of the underlying issuers, and the allocation of the payments
to the note classes. The current estimate of expected cash flows is based on the
most recent trustee reports and any other relevant market information including
announcements of interest payment deferrals or defaults of underlying trust
preferred securities. Assumptions used in the model include expected future
default rates and prepayments. We assume no recoveries on defaults and all
interest payment deferrals are treated as defaults with an assumed recovery rate
of 15% on deferrals. In addition we use the model to “stress” the CDO, or make
assumptions more severe than expected activity, to determine the degree to which
assumptions could deteriorate before the CDO could no longer fully support
repayment of the Corporation’s note class. According to the December 31, 2010
analysis, the expected cash flows were below the recorded amortized cost of the
trust preferred security. Therefore, management determined it was appropriate to
record an other-than-temporary impairment loss of $50 from this security during
the second fiscal quarter of 2011. Management has reviewed this security and
these conclusions with an independent third party. If there is further
deterioration in the underlying collateral of this security,
other-than-temporary impairments may also occur in future
periods.
10
CONSUMERS
BANCORP, INC.
Notes
to the Consolidated Financial Statements
(Unaudited)
(continued)
(Dollars
in thousands, except per share amounts)
Note 3 –
Loans
Major
classifications of loans were as follows:
December 31,
2010
|
June 30,
2010
|
|||||||
Commercial
|
$ | 14,559 | $ | 14,559 | ||||
Commercial
real estate:
|
||||||||
Construction
|
531 | 2,916 | ||||||
Other
|
102,321 | 99,761 | ||||||
1 –
4 Family residential real estate:
|
||||||||
Owner
occupied
|
35,128 | 34,428 | ||||||
Non-owner
occupied
|
18,484 | 16,738 | ||||||
Construction
|
396 | 328 | ||||||
Consumer
|
5,512 | 5,824 | ||||||
Subtotal
|
176,931 | 174,554 | ||||||
Less: Net
deferred loan fees
|
(253 | ) | (271 | ) | ||||
Allowance
for loan losses
|
(2,266 | ) | (2,276 | ) | ||||
Net
Loans
|
$ | 174,412 | $ | 172,007 |
A summary
of activity in the allowance for loan losses for the six months ended December
31, 2010, and 2009, was as follows:
2010
|
2009
|
|||||||
Beginning
of period
|
$ | 2,276 | $ | 1,992 | ||||
Provision
|
244 | 343 | ||||||
Charge-offs
|
(285 | ) | (222 | ) | ||||
Recoveries
|
31 | 56 | ||||||
Balance
at December 31,
|
$ | 2,266 | $ | 2,169 |
11
CONSUMERS
BANCORP, INC.
Notes
to the Consolidated Financial Statements
(Unaudited)
(continued)
(Dollars
in thousands, except per share amounts)
The
following table presents the balance in the allowance for loan losses and the
recorded investment in loans by portfolio segment and based on impairment method
as of December 31, 2010. Included in the recorded investment in loans is $(253)
of net deferred loan fees and $493 of accrued interest receivable.
Commercial
|
Residential
|
|||||||||||||||||||
Real
|
Real
|
|||||||||||||||||||
Commercial
|
Estate
|
Estate
|
Consumer
|
Total
|
||||||||||||||||
Allowance
for loan losses:
|
||||||||||||||||||||
Ending
allowance balance attributable to loans:
|
||||||||||||||||||||
Individually
evaluated for impairment
|
$ | 18 | $ | 237 | $ | 341 | $ | — | $ | 596 | ||||||||||
Collectively
evaluated for impairment
|
62 | 873 | 666 | 69 | 1,670 | |||||||||||||||
Total
ending allowance balance
|
$ | 80 | $ | 1,110 | $ | 1,007 | $ | 69 | $ | 2,266 | ||||||||||
Recorded
Investment in Loans:
|
||||||||||||||||||||
Loans
individually evaluated for impairment
|
$ | 93 | $ | 1,787 | $ | 1,057 | $ | — | $ | 2,937 | ||||||||||
Loans
collectively evaluated for impairment
|
14,511 | 101,097 | 53,095 | 5,531 | 174,234 | |||||||||||||||
Total
ending loans balance
|
$ | 14,604 | $ | 102,884 | $ | 54,152 | $ | 5,531 | $ | 177,171 |
12
CONSUMERS
BANCORP, INC.
Notes
to the Consolidated Financial Statements
(Unaudited)
(continued)
(Dollars
in thousands, except per share amounts)
Impaired
loans were as follows:
December 31,
2010
|
June 30,
2010
|
|||||||
Period-end
loans with no allocated allowance for loan losses
|
$ | 570 | $ | 717 | ||||
Period-end
loans with allocated allowance for loan losses
|
2,367 | 1,918 | ||||||
Total
|
$ | 2,937 | $ | 2,635 | ||||
Amount
of allowance allocated to impaired loans
|
$ | 596 | $ | 543 |
The
following table presents impaired loans by class of loans as of December 31,
2010:
Unpaid
|
Allowance for
|
|||||||||||
Principal
|
Recorded
|
Loan Losses
|
||||||||||
Balance
|
Investment
|
Allocated
|
||||||||||
With
no related allowance recorded:
|
||||||||||||
Commercial
|
$ | 20 | $ | 20 | $ | — | ||||||
Commercial
real estate:
|
||||||||||||
Other
|
550 | 550 | — | |||||||||
With
an allowance recorded:
|
||||||||||||
Commercial
|
73 | 73 | 18 | |||||||||
Commercial
real estate:
|
||||||||||||
Other
|
1,238 | 1,239 | 237 | |||||||||
1-4
Family residential real estate:
|
||||||||||||
Owner
occupied
|
330 | 330 | 45 | |||||||||
Non-owner
occupied
|
726 | 727 | 296 | |||||||||
Total
|
$ | 2,937 | $ | 2,939 | $ | 596 |
Nonaccrual
loans and loans past due 90 days still on accrual were as follows:
December 31,
2010
|
June 30,
2010
|
December 31,
2009
|
||||||||||
Loans
past due over 90 days and still accruing
|
$ | 11 | $ | — | $ | — | ||||||
Nonaccrual
loans
|
2,157 | 2,342 | 2,648 |
Nonaccrual
loans and loans past due 90 days still on accrual include both smaller balance
homogeneous loans that are collectively evaluated for impairment and
individually classified impaired loans.
13
CONSUMERS
BANCORP, INC.
Notes
to the Consolidated Financial Statements
(Unaudited)
(continued)
(Dollars
in thousands, except per share amounts)
The
following table presents the recorded investment in nonaccrual and loans past
due over 90 days still on accrual by class of loans as of December 31,
2010:
Loans Past Due
|
||||||||
Over 90 Days
|
||||||||
Still
|
||||||||
Nonaccrual
|
Accruing
|
|||||||
Commercial
|
$ | 102 | $ | — | ||||
Commercial
real estate:
|
||||||||
Other
|
1,099 | — | ||||||
1 –
4 Family residential:
|
||||||||
Owner
occupied
|
230 | — | ||||||
Non-owner
occupied
|
726 | — | ||||||
Consumer
|
— | 11 | ||||||
Total
|
$ | 2,157 | $ | 11 |
The
following table presents the aging of the recorded investment in past due loans
as of December 31, 2010 by class of loans:
30 - 59
|
60 - 89
|
Greater than
|
||||||||||||||||||||||
Days
|
Days
|
90 Days
|
Total
|
Loans Not
|
||||||||||||||||||||
Past Due
|
Past Due
|
Past Due
|
Past Due
|
Past Due
|
Total
|
|||||||||||||||||||
Commercial
|
$ | 30 | $ | — | $ | 29 | $ | 59 | $ | 14,545 | $ | 14,604 | ||||||||||||
Commercial
real estate:
|
||||||||||||||||||||||||
Construction
|
— | — | — | — | 533 | 533 | ||||||||||||||||||
Other
|
255 | 584 | 762 | 1,601 | 100,750 | 102,351 | ||||||||||||||||||
1-4
Family residential:
|
||||||||||||||||||||||||
Owner
occupied
|
318 | 23 | — | 341 | 34,910 | 35,251 | ||||||||||||||||||
Non-owner
occupied
|
— | — | 726 | 726 | 17,779 | 18,505 | ||||||||||||||||||
Construction
|
— | — | — | — | 396 | 396 | ||||||||||||||||||
Consumer
|
8 | — | 11 | 19 | 5,512 | 5,531 | ||||||||||||||||||
Total
|
$ | 611 | $ | 607 | $ | 1,528 | $ | 2,746 | $ | 174,425 | $ | 177,171 |
The above
table of past due loans includes the recorded investment in nonaccrual loans of
$435 in the 30-59 days past due category and $1,517 in the greater than 90 days
past due category.
Troubled
Debt Restructurings:
The
Corporation has allocated $52 and $5 of specific reserves to customers whose
loan terms have been modified in troubled debt restructurings as of December 31,
2010 and 2009. As of December 31, 2010 and 2009, the Corporation had not
committed to lend any additional amounts to customers with outstanding loans
that are classified as troubled debt restructurings.
14
CONSUMERS
BANCORP, INC.
Notes
to the Consolidated Financial Statements
(Unaudited)
(continued)
(Dollars
in thousands, except per share amounts)
Credit
Quality Indicators:
The
Corporation categorizes loans into risk categories based on relevant information
about the ability of borrowers to service their debt such as: current financial
information, historical payment experience, credit documentation, public
information, and current economic trends, among other factors. The Corporation
analyzes loans individually by classifying the loans as to credit risk. This
analysis includes loans with a total outstanding loan relationship greater than
$100,000 and non-homogeneous loans, such as commercial and commercial real
estate loans. This analysis is performed on a monthly basis. The Corporation
uses the following definitions for risk ratings:
Special Mention. Loans
classified as special mention have a potential weakness that deserves
management's close attention. If left uncorrected, these potential weaknesses
may result in deterioration of the repayment prospects for the loan or of the
institution's credit position at some future date.
Substandard. Loans classified
as substandard are inadequately protected by the current net worth and paying
capacity of the obligor or of the collateral pledged, if any. Loans so
classified have a well-defined weakness or weaknesses that jeopardize the
liquidation of the debt. They are characterized by the distinct possibility that
the institution will sustain some loss if the deficiencies are not
corrected.
Doubtful. Loans classified as
doubtful have all the weaknesses inherent in those classified as substandard,
with the added characteristic that the weaknesses make collection or liquidation
in full, on the basis of currently existing facts, conditions, and values,
highly questionable and improbable.
Loans not
meeting the criteria above that are analyzed individually as part of the above
described process are considered to be pass rated loans. Loans listed as not
rated are either less than $100,000 or are included in groups of homogeneous
loans. As of December 31, 2010, and based on the most recent analysis performed,
the unpaid principal balance by risk category of loans by class of loans is
as follows:
Special
|
Not
|
|||||||||||||||||||
Pass
|
Mention
|
Substandard
|
Doubtful
|
Rated
|
||||||||||||||||
Commercial
|
$ | 13,728 | $ | 541 | $ | 112 | $ | 93 | $ | 85 | ||||||||||
Commercial
real estate:
|
||||||||||||||||||||
Construction
|
312 | 106 | 113 | — | — | |||||||||||||||
Other
|
92,220 | 5,281 | 3,032 | 1,788 | — | |||||||||||||||
1-4
Family residential real estate:
|
||||||||||||||||||||
Owner
occupied
|
3,405 | 312 | 34 | 330 | 31,047 | |||||||||||||||
Non-owner
occupied
|
12,929 | 1,943 | 1,951 | 726 | 935 | |||||||||||||||
Construction
|
— | — | — | — | 396 | |||||||||||||||
Consumer
|
— | — | — | — | 5,512 | |||||||||||||||
Total
|
$ | 122,594 | $ | 8,183 | $ | 5,242 | $ | 2,937 | $ | 37,975 |
15
CONSUMERS
BANCORP, INC.
Notes
to the Consolidated Financial Statements
(Unaudited)
(continued)
(Dollars
in thousands, except per share amounts)
Note 4 - Fair
Value
Fair
value is the exchange price that would be received for an asset or paid to
transfer a liability (an exit price) in the principal or most advantageous
market for the asset or liability in an orderly transaction between market
participants on the measurement date. There are three levels of inputs that may
be used to measure fair values:
Level 1:
Quoted prices (unadjusted) for identical assets or liabilities in active markets
that the entity has the ability to access as of the measurement
date.
Level 2:
Significant other observable inputs other than Level 1 prices such as quoted
prices for similar assets or liabilities; quoted prices in markets that are not
active; or other inputs that are observable or can be corroborated by observable
market data.
Level 3:
Significant unobservable inputs that reflect a company’s own assumptions about
the assumptions that market participants would use in pricing an asset or
liability. Valuation techniques include use of discounted cash flow models and
similar techniques.
The
Corporation used the following methods and significant assumptions to estimate
the fair value of items:
Securities:
When available, the fair values of available-for-sale securities are determined
by obtaining quoted prices on nationally recognized securities exchanges (Level
1 inputs). If quoted market prices are not available, fair values are estimated
using matrix pricing, which is a mathematical technique widely used in the
industry to value debt securities without relying exclusively on quoted prices
for the specific securities, but rather by relying on the securities’
relationship to other benchmark quoted securities (Level 2 inputs). For
securities where quoted prices or market prices of similar securities are not
available, fair values are estimated using a discounted cash flow model and
market liquidity premium (Level 3 inputs). Discounted cash flows are calculated
using spread to the swap and LIBOR curves. Rating agency and industry research
reports as well as defaults and deferrals on individual securities are reviewed
and incorporated into the calculations.
Federal
bank and other restricted stocks includes stock acquired for regulatory
purposes, such as Federal Home Loan Bank stock and Federal Reserve Bank stock
that are accounted for at cost due to restrictions placed on their
transferability; and therefore, are not subject to the fair value disclosure
requirements.
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 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.
16
CONSUMERS
BANCORP, INC.
Notes
to the Consolidated Financial Statements
(Unaudited)
(continued)
(Dollars
in thousands, except per share amounts)
Other
Real Estate Owned: Nonrecurring adjustments to certain commercial and
residential real estate properties classified as other real estate owned (OREO)
are measured at the lower of carrying amount or fair value, less costs to sell.
Fair values are generally based on third party appraisals of the property,
resulting in a Level 3 classification. In cases where the carrying amount
exceeds the fair value, less costs to sell, an impairment loss is
recognized.
Assets
and liabilities measured at fair value on a recurring basis are summarized
below:
Balance at
December 31,
|
Fair Value Measurements at
December 31, 2010 Using
|
|||||||||||||||
2010
|
Level 1
|
Level 2
|
Level 3
|
|||||||||||||
Assets:
|
||||||||||||||||
Obligations
of government-sponsored entities
|
$ | 8,945 | $ | — | $ | 8,945 | $ | — | ||||||||
Obligations
of states and political subdivisions
|
22,120 | — | 22,120 | — | ||||||||||||
Mortgage-backed
securities - residential
|
29,596 | — | 29,596 | — | ||||||||||||
Collateralized
mortgage obligations
|
13,547 | — | 13,547 | — | ||||||||||||
Trust
preferred security
|
391 | — | — | 391 |
Balance at
|
Fair Value Measurements at
June 30, 2010 Using
|
|||||||||||||||
June 30, 2010
|
Level 1
|
Level 2
|
Level 3
|
|||||||||||||
Assets:
|
||||||||||||||||
Obligations
of government sponsored entities
|
$ | 11,004 | $ | — | $ | 11,004 | $ | — | ||||||||
Obligations
of states and political subdivisions
|
20,247 | — | 20,247 | — | ||||||||||||
Mortgage-backed
securities - residential
|
25,612 | — | 25,612 | — | ||||||||||||
Collateralized
mortgage obligations
|
6,977 | — | 6,977 | — | ||||||||||||
Trust
preferred security
|
422 | — | — | 422 |