UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(Mark One)
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þ |
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Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
For the fiscal year ended: December 31, 2010
or
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o |
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Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
For the transition period from to
Commission File Number: 000-53555
HIBERNIA HOMESTEAD BANCORP, INC.
(Exact name of Registrant as specified in its charter)
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Louisiana
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26-2833386 |
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(State or Other Jurisdiction of
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(I.R.S. Employer |
Incorporation or Organization)
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Identification Number) |
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325 Carondelet Street, New Orleans, Louisiana
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70130 |
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(Address of Principal Executive Offices)
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(Zip Code) |
Registrants telephone number, including area code: (504) 522-3203
Securities registered pursuant to Section 12(b) of the Act: none
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, $.01 par value per share
(Title of Class)
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. YES o NO þ
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. YES o NO þ
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 and (2) has been subject to such filing requirements for the past 90 days. YES þ NO o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every
Interactive Date File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months
(or for such shorter period that the registrant was required to submit and post such files). YES o NO o
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not
be contained, to the best of the Registrants knowledge in definitive proxy or information statements incorporated by reference in Part
III of this Form 10-K or any amendment to this Form 10-K. þ
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. (Check one):
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Large accelerated filer o
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Accelerated filer o
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Non-accelerated filer o
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Smaller reporting company þ |
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(Do not check if a smaller reporting company) |
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Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). YES o NO þ
The aggregate market value of the 799,025 shares of the Registrants common stock held by non-affiliates, based upon the closing price
of $15.50 for the common stock on June 30, 2010, the last business day of the registrants most recently completed second quarter, as
reported by the OTC Bulletin Board, was approximately $12.4 million. Shares of common stock held by the registrants executive
officers, directors and certain benefit plans have been excluded since such persons may be deemed to be affiliates. This determination
of affiliate status is not necessarily a conclusive determination for other purposes.
Number of shares of common stock outstanding as of March 24, 2011: 1,032,667
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the definitive Proxy Statement for the 2011 Annual Meeting of Shareholders are incorporated by reference into Part III,
Items 10-14 of this Form 10-K.
HIBERNIA HOMESTEAD BANCORP, INC.
2010 ANNUAL REPORT ON FORM 10-K
TABLE OF CONTENTS
ii
Forward-Looking Statements
This Annual Report on Form 10-K contains certain forward looking statements (as defined
in the Securities Exchange Act of 1934 and the regulations thereunder). Forward looking statements
are not historical facts but instead represent only the beliefs, expectations or opinions of
Hibernia Homestead Bancorp, Inc. and its management regarding future events, many of which, by
their nature, are inherently uncertain. Forward looking statements may be identified by the use of
such words as: believe, expect, anticipate, intend, plan, estimate, or words of similar
meaning, or future or conditional terms such as will, would, should, could, may,
likely, probably, or possibly. Forward looking statements include, but are not limited to,
financial projections and estimates and their underlying assumptions; statements regarding plans,
objectives and expectations with respect to future operations, products and services; and
statements regarding future performance. Such statements are subject to certain risks,
uncertainties and assumption, many of which are difficult to predict and generally are beyond the
control of Hibernia Homestead Bancorp, Inc. and its management, that could cause actual results to
differ materially from those expressed in, or implied or projected by, forward looking statements.
The following factors, among others, could cause actual results to differ materially from the
anticipated results or other expectations expressed in the forward looking statements: (1) economic
and competitive conditions which could affect the volume of loan originations, deposit flows and
real estate values; (2) the levels of non-interest income and expense and the amount of loan
losses; (3) competitive pressure among depository institutions increasing significantly; (4)
changes in the interest rate environment causing reduced interest margins; (5) general economic
conditions, either nationally or in the markets in which Hibernia Homestead Bancorp, Inc. is or
will be doing business, being less favorable than expected;(6) political and social unrest,
including acts of war or terrorism; or (7) legislation or changes in regulatory requirements
adversely affecting the business in which Hibernia Homestead Bancorp, Inc. will be engaged.
Hibernia Homestead Bancorp, Inc. undertakes no obligation to update these forward looking
statements to reflect events or circumstances that occur after the date on which such statements
were made.
As used in this report, unless the context otherwise requires, the terms we, our, us,
Hibernia, or the Company refer to Hibernia Homestead Bancorp, Inc., a Louisiana corporation,
and the term the Bank refers to Hibernia Homestead Bank, a Louisiana chartered savings bank and
wholly owned subsidiary of the Company. In addition, unless the context otherwise requires,
references to the operations of the Company include the operations of the Bank.
PART I
General. Hibernia Homestead Bancorp, Inc. is a Louisiana corporation which was organized to
be the stock holding company for Hibernia Homestead Bank in connection with our conversion and
offering completed on January 27, 2009. Hibernia Homestead Bank is a Louisiana chartered
community-oriented savings bank which was originally organized in 1903 as a Louisiana chartered
mutual savings association and is headquartered in New Orleans, Louisiana. The Bank is a wholly
owned subsidiary of the Company. As of December 31, 2010, Hibernia, on a consolidated basis, had
total assets of $77.3 million, total deposits of $54.6 million, and total stockholders equity of
$22.0 million.
On January 27, 2009, our conversion and offering were completed after which Hibernia Homestead
Bancorp, Inc. was organized as the new stock-form holding company for the Bank. A total of
1,113,334 shares of common stock of the Company were sold at $10.00 per share in the subscription
and community offerings through which the Company received proceeds of approximately $10.4 million,
net of offering costs of approximately $766,000. As a result of the Banks election pursuant to
Section 10(l) of the Home Owners Loan Act, the Company is a savings and loan holding company
regulated by the Office of Thrift Supervision (the OTS). Pursuant to recently enacted
regulations, after July 21, 2011, the Companys primary federal regulator will be the Board of
Governors of the Federal Reserve System. For further information on Hibernia Homestead Banks
conversion, see Note 22 in the Notes to the Consolidated Financial Statements in Item 8 herein.
1
Prior to the conversion described above, the Board of Directors approved a plan of charter
conversion in December 2007 by which Hibernia Homestead Bank would convert its charter from a
Louisiana-chartered mutual homestead and savings association to a Louisiana-chartered mutual
savings bank. Such conversion was subject to receipt of both member and regulatory approval. The
members of Hibernia Homestead Bank approved the plan of charter conversion at the annual meeting
held on February 29, 2008 and the Louisiana Office of Financial Institutions approved Hibernia
Homestead Banks application to convert its charter effective March 17, 2008. As a result of the
charter conversion, Hibernia Homestead Banks primary federal banking regulator changed from the
OTS to the Federal Deposit Insurance Corporation (FDIC). The Louisiana Office of Financial
Institutions remains as the Banks state banking regulator.
Hibernia Homestead Bank is primarily engaged in attracting deposits from the general public
and using those funds to invest in loans and securities. Our principal sources of funds are
customer deposits, repayments of loans, maturities of investments and funds borrowed from outside
sources such as the FHLB of Dallas. These funds are primarily used for the origination of loans
including single-family residential first mortgage loans, commercial real estate loans, commercial
and industrial loans, home equity loans and lines of credit, construction and land loans and other
loans. The Bank derives its income principally from interest earned on loans and investment
securities and, to a lesser extent, from fees received in connection with the origination of loans,
service charges on deposit accounts and for other services. The Banks primary expenses are
interest expense on deposits and borrowings and general operating expenses.
We are an active originator of residential home mortgage loans in our market area.
Historically, Hibernia Homestead Bank was a traditional thrift institution with an emphasis on
fixed-rate long-term single-family residential first mortgage loans. As part of implementing our
business strategy, beginning in fiscal 2008 we diversified the loan products we offer and increased
our efforts to originate higher yielding commercial real estate loans and commercial and industrial
loans. In connection therewith, we hired senior management officers with significant commercial
lending experience in our market area. Commercial real estate loans and commercial and industrial
loans were deemed attractive due to their generally higher yields and shorter anticipated lives
compared to single-family residential mortgage loans.
Our headquarters office is located at 325 Carondelet Street, New Orleans, Louisiana, and our
telephone number is (504) 522-3203. We maintain a website at www.hibbank.com, and provide our
customers with on-line banking services. Information on our website should not be considered a
part of this Form 10-K.
Market Area and Competition
Hibernia conducts its operations through its main office in New Orleans, Louisiana located in
Orleans Parish, one additional branch office in New Orleans and one branch office located in
Metairie, Louisiana, which is in Jefferson Parish. In August 2005, Hurricane Katrina affected a
wide area along the Gulf Coast, including parts of Louisiana, Mississippi, and Alabama with the New
Orleans metropolitan area incurring the greatest damage. Hibernia Homestead Banks three banking
offices are located in business districts that did not suffer long-term damage from Hurricane
Katrina and will likely lead other areas in recovery.
Rebuilding efforts continue in metropolitan New Orleans, and the pace of home renovations and
demolitions has escalated, especially in Orleans Parish. Hibernia believes that there will
continue to be significant long-term opportunities for it to participate in the rebuilding and
relocation efforts in southern Louisiana and coastal Mississippi through lending and other banking
services.
We face significant competition in originating loans and attracting deposits. This
competition stems primarily from commercial banks, other savings banks and savings associations and
mortgage-banking companies. Within our market area, more than 50 other banks, savings institutions
and credit unions are operating. Many of the financial service providers operating in our market
area are significantly larger, and have greater financial resources than us. We face additional
competition for deposits from short-term money market funds and other corporate and government
securities funds, mutual funds and from other non-depository financial institutions such as
brokerage firms and insurance companies.
2
Hibernia Homestead Banks Lending Activities
General. At December 31, 2010, Hibernias net loan portfolio amounted to $62.0 million,
representing approximately 80.2% of its total assets at that date. The Companys primary lending
activity is the origination of residential mortgage loans and commercial loans secured by real
estate. In 2010, the Bank converted to a fully integrated commercial banking system that allows us
to compete against banks many times our size in areas such as cash management and online banking.
At December 31, 2010, one-to-four family residential loans amounted to $41.4 million, or 66.5% of
our total loan portfolio. At December 31, 2010, commercial real estate loans totaled $14.3
million, or 23.0% of our total loan portfolio. At December 31, 2010, residential construction and
land loans totaled $3.4 million, or 5.4% of the total loan portfolio. We began offering commercial
and industrial loans in fiscal 2010, which totaled $2.4 million, or 3.8% of our loan portfolio at
December 31, 2010. Multi-family residential loans and home equity lines of credit totaled $173,000
and $426,000, or 0.3% and 0.7%, respectively, of the total loan portfolio at December 31, 2010.
The types of loans that Hibernia may originate are subject to federal and state laws and
regulations. Interest rates charged on loans are affected principally by the demand for such loans,
the supply of money available for lending purposes and the rates offered by our competitors. These
factors are, in turn, affected by general and economic conditions, the monetary policy of the
federal government, including the Federal Reserve Board, legislative and tax policies, and
governmental budgetary matters.
As a Louisiana-chartered savings bank, Hibernia Homestead Bank is subject to a regulatory
loan-to-one borrower limit. As of December 31, 2010, the Banks regulatory limit on loans to one
borrower was $4.6 million. Notwithstanding this regulatory limit, Hibernia Homestead Bank has set
policy limits of $1.2 million for residential loans to any one individual and related parties, $1.5
million for commercial real estate, non-real estate commercial and industrial loans and commercial
lines of credit to any one individual or entity and related parties, and $2.0 million for all loans
to a single entity and related parties. Loans above regular policy limits are approved as
exceptions by the Board of Directors. At December 31, 2010, our five largest loans or groups of
loans-to-one borrower, including related parties, amounted to $2.5 million, $2.4 million, $1.8
million, $1.7 million and $1.5 million. All five largest loans or groups of loans were performing
in accordance with their terms at December 31, 2010.
Loan Portfolio Composition. The following table shows the composition of our loan portfolio
by type of loan at the dates indicated.
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December 31, |
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2010 |
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2009 |
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Amount |
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% |
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Amount |
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% |
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(Dollars in thousands) |
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Real estate loans: |
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One-to four-family residential |
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$ |
41,421 |
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66.50 |
% |
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$ |
35,736 |
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78.95 |
% |
Multi-family residential |
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173 |
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0.28 |
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184 |
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0.41 |
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Second mortgage residential |
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174 |
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0.28 |
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219 |
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0.48 |
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Residential construction and land loans |
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3,375 |
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5.42 |
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410 |
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0.91 |
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Commercial-real estate secured |
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14,317 |
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22.99 |
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8,447 |
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18.66 |
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Total real estate loans |
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59,460 |
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95.47 |
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44,996 |
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99.41 |
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Commercial and Industrial Loans |
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2,375 |
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3.81 |
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Other loans: |
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Home equity lines of credit |
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426 |
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0.68 |
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244 |
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0.54 |
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Loans secured by deposits |
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24 |
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0.04 |
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25 |
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0.05 |
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Total other loans |
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450 |
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0.72 |
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269 |
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0.59 |
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Total loans |
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62,285 |
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100.00 |
% |
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45,265 |
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100.00 |
% |
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Less: |
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Allowance for loan losses |
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(394 |
) |
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(330 |
) |
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Deferred loan fees |
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62 |
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52 |
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(332 |
) |
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(278 |
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Net loans |
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$ |
61,953 |
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$ |
44,987 |
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3
Origination of Loans. The Companys lending activities are subject to the written
underwriting standards and loan origination procedures established by the Board of Directors and
management. Loan applications are generated through direct sales efforts as well as referrals from
existing customers, and others such as attorneys, accountants, and real estate agents. Written loan
applications are taken by one of our loan officers. The loan officer also supervises the
procurement of credit reports, appraisals and other documentation involved with a loan. In
accordance with its lending policy, Hibernia obtains independent outside appraisals on
substantially all of its loans which must conform to Hibernias appraisal requirements. On
occasion, we may purchase loans; however, any purchased loans must conform to our lending policy as
if we had originated the loans. Borrowers must also obtain flood insurance policies when the
property is in a flood hazard area.
In addition to originating loans, we occasionally purchase participation interests
in larger balance loans, typically commercial real estate, from other financial institutions in our
market area. Such participations are reviewed for compliance with our underwriting criteria before
they are purchased. Generally, we have purchased such loans without any recourse to the seller.
However, we actively monitor the performance of such loans through the receipt of regular reports
from the lead lender regarding the loans performance, physically inspecting the loan security
property on a periodic basis, discussing the loan with the lead lender on a regular basis and
receiving copies of updated financial statements from the borrower. At December 31, 2010, the
Banks total purchased interest in participation loans was $2.4 million. The participations
purchased consist of two loans secured by commercial real estate, both of which were performing in
accordance with their contractual terms.
Hibernias loan approval process is intended to assess the borrowers ability to
repay the loan, the viability of the loan and the value of the property that will secure the loan.
Loans up to $750,000 are approved by a Management Loan Committee. Loans in excess of $750,000, up
to $2.0 million are approved by a Loan Committee of the Board of Directors, currently consisting of
Messrs. Browne, Bush, Bethea, Brennan, Robert Saer and Lane, who is Chairman. The senior loan
officer is an ex officio non-voting member of the board Loan Committee. Exceptions for loan limits
will be approved by a majority of the board. All loans approved by the loan committees are
ratified at the next regularly scheduled board meeting. Appraisals are obtained by a
board-approved appraiser and assigned by an officer other than the originating loan officer.
The following table shows our total loans originated, purchased, and repaid during the periods
indicated. We did not sell any loans during the periods indicated.
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Year Ended |
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December 31, |
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2010 |
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2009 |
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(In thousands) |
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Loan originations: |
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One-to-four family residential |
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$ |
10,053 |
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$ |
11,985 |
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Multi-family residential |
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Second mortgage residential |
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196 |
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Residential construction and land loans |
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3,426 |
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1,222 |
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Commercial-real estate secured |
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6,682 |
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7,556 |
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Commercial and Industrial |
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2,500 |
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Other |
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2 |
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261 |
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Total loan originations |
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22,663 |
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21,220 |
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Loans purchased |
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733 |
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1,750 |
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Loans sold |
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Loan principal repayments |
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(6,376 |
) |
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(10,029 |
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Total loans sold and principal repayments |
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(6,376 |
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(10,029 |
) |
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Decrease due to other items, net(1) |
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(54 |
) |
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(227 |
) |
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Net increase in total loans |
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$ |
16,966 |
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$ |
12,714 |
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(1) |
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Other items consist of undisbursed portions of construction loans in process, deferred
fees and the allowance for loan losses. |
Although Louisiana laws and regulations permit savings banks to originate and purchase
loans secured by real estate located throughout the United States, Hibernia concentrates its
lending activity to its primary market area in Orleans and Jefferson Parishes, Louisiana and the
surrounding area.
4
Loan Maturities. The following table shows the loan maturities as of December 31, 2010,
before giving effect to net items. Overdrafts are reported as due in one year or less.
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Residential |
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Commercial |
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One-to-Four |
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Multi- |
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Second |
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Construction |
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Commercial- |
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and |
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Family |
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Family |
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Mortgage |
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and Land |
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Real Estate |
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Industrial |
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Residential |
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Residential |
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Residential |
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Loans |
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Secured |
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Loans |
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Other |
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Total |
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(In thousands) |
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Amounts due after December 31, 2010 in: |
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One year or less |
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$ |
2,157 |
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$ |
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|
$ |
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|
$ |
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$ |
1,601 |
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$ |
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$ |
98 |
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$ |
3,856 |
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After one year through two years |
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8 |
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46 |
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69 |
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123 |
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After two years through three years |
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|
292 |
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61 |
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353 |
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After three years through five years |
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|
211 |
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174 |
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1,953 |
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222 |
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2,560 |
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After five years through ten years |
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2,926 |
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|
|
|
|
280 |
|
|
|
9,480 |
|
|
|
2,375 |
|
|
|
|
|
|
|
15,061 |
|
After ten years through 15 years |
|
|
4,630 |
|
|
|
173 |
|
|
|
|
|
|
|
459 |
|
|
|
1,237 |
|
|
|
|
|
|
|
|
|
|
|
6,499 |
|
After 15 years |
|
|
31,197 |
|
|
|
|
|
|
|
|
|
|
|
_2,636 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
33,833 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
41,421 |
|
|
$ |
173 |
|
|
$ |
174 |
|
|
$ |
3,375 |
|
|
$ |
14,317 |
|
|
$ |
2,375 |
|
|
$ |
450 |
|
|
$ |
62,285 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The following table shows the dollar amount of our loans at December 31, 2010, due after
December 31, 2011 as shown in the preceding table, which have fixed interest rates or which have
floating or adjustable interest rates.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Floating or |
|
|
Total at |
|
|
|
Fixed-Rate |
|
|
Adjustable Rate |
|
|
December 31, 2010 |
|
|
|
(In thousands) |
|
One-to-four family residential |
|
$ |
37,864 |
|
|
$ |
1,400 |
|
|
$ |
39,264 |
|
Multi-family residential |
|
|
173 |
|
|
|
|
|
|
|
173 |
|
Second mortgage residential |
|
|
174 |
|
|
|
|
|
|
|
174 |
|
Residential construction and land loans |
|
|
3,375 |
|
|
|
|
|
|
|
3,375 |
|
Commercialreal estate secured |
|
|
12,670 |
|
|
|
46 |
|
|
|
12,716 |
|
Commercial and industrial loans |
|
|
2,375 |
|
|
|
|
|
|
|
2,375 |
|
Other loans |
|
|
|
|
|
|
352 |
|
|
|
352 |
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
56,631 |
|
|
$ |
1,798 |
|
|
$ |
58,429 |
|
|
|
|
|
|
|
|
|
|
|
Scheduled contractual maturities of loans do not necessarily reflect the actual expected
term of the loan portfolio. The average life of mortgage loans is substantially less than their
average contractual terms because of prepayments. The average life of mortgage loans tends to
increase when current mortgage loan rates are higher than rates on existing mortgage loans and,
conversely, decrease when rates on current mortgage loans are lower than existing mortgage loan
rates (due to refinancing of adjustable-rate and fixed-rate loans at lower rates). Under the latter
circumstance, the weighted-average yield on loans decreases as higher yielding loans are repaid or
refinanced at lower rates.
One-to-Four Family Residential Real Estate Loans. A principal lending activity of Hibernia is
the origination of loans secured by one-to-four family residences. At December 31, 2010, $41.4
million, or 66.5%, of our total loan portfolio consisted of one-to-four family residential loans
including both owner occupied and non-owner occupied properties.
It is the policy of Hibernia to originate loans as a first lien position on owner occupied
residences limited to $1.2 million with fixed rates and terms up to 30 years. Mortgages without
private mortgage insurance are generally limited to 80%, or less, of the appraised value, or
purchase price, of the secured real estate property, whichever is lower. Private mortgage
insurance is required for loans in excess of 80% of the appraised value, or purchase price,
whichever is lower. It is the policy of Hibernia to lend in a first lien position on non-owner
occupied residential property with fixed rates and terms up to 20 years. Such loans are
generally limited to 80%, or less, of the appraised value, or purchase price plus improvement
costs of the secured real estate property, whichever is lower. Exceptions to these policies may
be approved by the Board of Directors.
5
The Banks guidelines for credit quality generally parallel the Federal National Mortgage
Association, commonly called Fannie Mae, and the Federal Home Loan Mortgage Corporation, commonly
called Freddie Mac, secondary market guidelines including income ratios and credit scores.
In recent years, the majority of our residential real estate loans have been originated as
fixed rate loans. Fixed rate loans do not have the same risks associated with a borrowers
ability to repay as adjustable rate loans in a rising interest rate environment; however, the
costs of funding such loans are adversely affected by rising interest rates.
Residential Construction and Land Loans. Hibernia Homestead Bank originates residential
construction and land loans only when it will also be the permanent lender following completion of
the residence. In recent periods, the majority of our construction lending has been related to
rebuilding in areas heavily affected by Hurricane Katrina. Residential construction loans are
limited to $1.2 million and land loans for the construction of a primary or secondary residence are
limited to $500,000. Loans for the substantial renovation of an existing home are underwritten and
administered as construction loans. At December 31, 2010, $3.4 million, or 5.4%, of our total loan
portfolio consisted of residential construction and land loans.
Residential Second Mortgage Loans and Lines of Credit. Hibernia Homestead Bank originates
second mortgage residential loans limited to $500,000 and home equity lines of credit limited to
$250,000 to finance minor renovations and repairs as well as for other consumer or investment
purposes. Second mortgage loans and home equity lines of credit are only extended when the Bank
holds the first mortgage on the collateral. Loan-to-value ratios may not exceed 80%, including
first mortgage debt. Non-revolving loans are originated with maturities up to 15 years. Home
equity lines of credit have maturities of five years.
Commercial Real Estate Loans. At December 31, 2010, $14.3 million, or 23.0%, of our total
loan portfolio, consisted of commercial real estate loans including both owner occupied and
non-owner occupied properties. Although commercial real estate loans are generally considered to
have greater credit risk than other certain types of loans, management expects to mitigate such
risk by originating such loans in its market area to borrowers with an established history of
successful operations.
It is the current policy of Hibernia Homestead Bank to lend in a first lien position on real
property. Hibernia offers fixed and variable rate mortgage loans with a policy limit of $2.0
million to any one individual or entity and related parties, subject to exception approved by the
Board of Directors. The majority of our commercial real estate loans have been originated as fixed
rate loans. Commercial real estate loans are limited to a maximum of 80% of the lesser of
appraised value or purchase price and have terms up to 15 years. If the collateral consists of
special purpose fixed assets, the maximum loan-to-value ratio is adjusted down based on the
estimated cost to convert the property to general use. Extended amortization schedules up to 20
years may be offered if justified by the borrowers financial strength and/or low loan-to-value
ratio. Rate commitments are generally limited to ten years or less with adjustments thereafter
based on a negotiated rate or spread relative to a market index. Commercial real estate loans are
presented to the applicable loan committee for review and approval, including analysis of the
creditworthiness of the borrower.
Commercial and Industrial Loans. At December 31, 2010, $2.4 million, or 3.8%, of our total
loan portfolio, consisted of commercial and industrial loans. Hibernia offers commercial term
loans to finance business expansion, equipment purchases, modernization, acquisitions or other
needs of growing businesses. Such loans are secured by conservatively margined fixed assets
including industrial equipment, trucks and automobiles, marine equipment or other assets whose
value can be reliably determined and for which a verifiable resale market exists. Collateral values
will be based on independent appraisals provided by appraisers approved by the Banks Board of
Directors for the type of asset being valued. Maturities may not exceed the useful life of the
asset securing the loan. The maximum term is ten years. Rates may be variable based on a
negotiated spread over a published index or may be fixed for no more than seven years.
6
The primary underwriting consideration in making commercial term loans is the borrowers
demonstrated and projected ability to make required payments based on a thorough cash flow
analysis. In evaluating debt service coverage, the Bank considers projected capital expenditure
and working capital requirements as well as the historical variability of the borrowers cash flow.
Term loans are governed by a loan agreement requiring timely submission of detailed financial
information and containing sufficient restrictive covenants and protective provisions to enable the
Bank to accelerate maturity should the borrowers financial condition deteriorate or other
circumstances jeopardize the loan.
Consumer Loans. Hibernia Homestead Bank originates consumer loans that have shorter terms and
higher interest rates than residential first mortgage loans. The consumer loans offered by the
Bank consist of home equity loans and loans secured by deposit accounts with the Bank. Hibernia
Homestead Bank does not make unsecured consumer loans other than overdraft protection lines of
credit up to $5,000. Hibernia Homestead Bank does not intend to materially expand its consumer
loan product offerings and instead intends to focus on increasing home equity loans, including home
equity lines.
Loan Origination and Other Fees. In addition to interest earned on loans, Hibernia Homestead
Bank may also receive fees in connection with the origination of loans, fees for managing draws on
construction loans or fees for other services. We have historically charged loan points only at
the request of the borrower in order to lower the rate charged over the life of the loan. Hibernia
generally does not charge origination fees.
Asset Quality
General. Hibernia Homestead Banks collection procedures provide that when a loan is 30 and
60 days past due, a notice is sent to the borrower. Personal letters are then sent to the
borrowers who are 61-89 days delinquent advising that payments must be received by the last day of
the month and for those who are 90 days delinquent, giving them 10 days within which the loan must
be brought current. Customers who have not responded to the 90-day notice will receive an
attorneys letter giving those customers who pay interest in advance an additional 10 days to bring
the loan current and giving those customers who pay interest in arrears an additional 30 days to
bring the loan current. Late charges will be assessed based on the number of days specified in the
note beyond the due date. The Board of Directors is notified of all delinquencies ninety days or
more past due. In most cases, deficiencies are cured promptly. While Hibernia Homestead Bank
generally prefers to work with borrowers to resolve such problems, the Bank will institute
foreclosure or other collection proceedings when necessary to minimize any potential loss.
Loans are placed on non-accrual status when management believes the probability of collection
of interest is doubtful. When a loan is placed on non-accrual status, previously accrued but
unpaid interest is deducted from interest income. Hibernia Homestead Bank generally discontinues
the accrual of interest income when the loan becomes 90 days past due as to principal or interest
unless the credit is well secured and Hibernia Homestead Bank believes it will fully collect.
Real estate and other assets acquired by Hibernia Homestead Bank as a result of foreclosure or
by deed-in-lieu of foreclosure are classified as foreclosed real estate until sold. Hibernia
Homestead Bank did not have any foreclosed real estate at December 31, 2010 or 2009.
Potential Problem Loans. As of December 31, 2010, Hibernia Homestead Bank had $695,000 of
delinquent loans not yet classified as non-performing loans, but where some concern existed as to
the borrowers abilities to comply with original loan terms. All of these delinquent loans are
secured by 1-4 family residences in the New Orleans area. Management believes that the allowance
for loan losses is sufficient to cover any losses that may be incurred on these loans.
7
Non-Performing Assets. The following table shows the amounts of our non-performing assets
(defined as non-accruing loans, accruing loans 90 days or more past due and foreclosed property) at
the dates indicated. Non-performing assets as of December 31, 2010 consisted of six non-performing
loans totaling $1.1 million, including one troubled debt restructuring in the amount of $102,000.
Non-performing assets as of December 31, 2009 consisted of three non-performing loans totaling
$315,000, including one troubled debt restructuring in the amount of $54,000.
|
|
|
|
|
|
|
|
|
|
|
December 31, |
|
|
|
2010 |
|
|
2009 |
|
|
|
(Dollars in thousands) |
|
Non-accruing loans: |
|
|
|
|
|
|
|
|
One-to-four family residential (1) |
|
$ |
1,138 |
|
|
$ |
315 |
|
Multi-family residential |
|
|
|
|
|
|
|
|
Second mortgage residential |
|
|
|
|
|
|
|
|
Residential construction and land loans |
|
|
|
|
|
|
|
|
Commercial-real estate secured |
|
|
|
|
|
|
|
|
Other loans |
|
|
|
|
|
|
|
|
Total non-accruing loans |
|
|
1,138 |
|
|
|
315 |
|
|
|
|
|
|
|
|
Accruing loans 90 days or more past due: |
|
|
|
|
|
|
|
|
One-to-four family residential |
|
|
|
|
|
|
|
|
Multi-family residential |
|
|
|
|
|
|
|
|
Second mortgage residential |
|
|
|
|
|
|
|
|
Residential construction and land loans |
|
|
|
|
|
|
|
|
Commercial-real estate secured |
|
|
|
|
|
|
|
|
Other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total accruing loans 90 days or more past due |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total non-performing loans (2) |
|
|
1,138 |
|
|
|
315 |
|
|
|
|
|
|
|
|
Real estate owned, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total non-performing assets |
|
$ |
1,138 |
|
|
$ |
315 |
|
|
|
|
|
|
|
|
Total non-performing loans as a percentage of loans, net |
|
|
1.84 |
% |
|
|
0.70 |
% |
|
|
|
|
|
|
|
Total non-performing assets as a percentage of total assets |
|
|
1.47 |
% |
|
|
0.47 |
% |
|
|
|
|
|
|
|
|
|
|
(1) |
|
Included in this category of non-accruing loans at December 31, 2010 and 2009, was one
troubled debt restructurings with a balance of $102,000 and $54,000, respectively. |
|
(2) |
|
Non-performing loans consist of non-accruing loans plus accruing loans 90 days or more past
due. |
Classified Assets. Federal regulations require that each insured savings institution
classify its assets on a regular basis. In addition, in connection with examinations of insured
institutions, federal examiners have authority to identify problem assets and, if appropriate,
classify them. There are three classifications for problem assets: substandard, doubtful and
loss. Substandard assets have one or more defined weaknesses and are characterized by the
distinct possibility that the insured institution will sustain some loss if the deficiencies are
not corrected. Doubtful assets have the weaknesses of substandard assets with the additional
characteristic that the weaknesses make collection or liquidation in full on the basis of currently
existing facts, conditions and values questionable, and there is a higher possibility of loss. An
asset classified loss is considered uncollectible and of such little value that continuance as an
asset of the institution is not warranted. Another category designated special mention also must
be established and maintained for assets which do not currently expose an insured institution to a
sufficient degree of risk to warrant classification as substandard, doubtful or loss. If an asset
or portion thereof is classified as loss, the insured institution must either establish specific
allowances for loan losses in the amount of 100% of the portion of the asset classified loss, or
charge-off such amount. Federal examiners may disagree with an insured institutions
classifications and amounts reserved.
At December 31, 2010, Hibernia Homestead Bank had $1.2 million of assets classified as
substandard and no assets classified as doubtful or loss.
8
Allowance for Loan Losses. At December 31, 2010, Hibernia Homestead Banks allowance for loan
losses amounted to $394,000. The allowance for loan losses is maintained at a level believed, to
the best of managements knowledge, to cover all known and inherent losses in the portfolio both
probable and reasonable to
estimate at each reporting date. The level of allowance for loan losses is based on managements
periodic review of the collectability of the loans in light of historical experience, the nature
and volume of the loan portfolio, adverse situations that may affect the borrowers ability to
repay, estimated value of any underlying collateral and prevailing conditions. The management of
Hibernia Homestead Bank considers the deficiencies of all classified loans in determining the
amount of allowance for loan losses required at each reporting date. Management analyzes the
probability of the correction of the classified loans weaknesses and the extent of any known or
inherent losses that Hibernia Homestead Bank might sustain on them.
While management believes that it determines the size of the allowance based on the best
information available at the time, the allowance will need to be adjusted as circumstances change
and assumptions are updated. Future adjustments to the allowance could significantly affect net
income.
The following table shows changes in our allowance for loan losses during the periods
presented.
|
|
|
|
|
|
|
|
|
|
|
At or for the Year |
|
|
|
Ended December 31, |
|
|
|
2010 |
|
|
2009 |
|
|
|
(Dollars in thousands) |
|
Total loans outstanding at end of period |
|
$ |
62,285 |
|
|
$ |
45,265 |
|
Average loans outstanding |
|
|
54,371 |
|
|
|
36,749 |
|
Allowance for loan losses, beginning of period |
|
|
330 |
|
|
|
273 |
|
Provision for loan losses |
|
|
64 |
|
|
|
78 |
|
Charge-offs |
|
|
|
|
|
|
(21 |
) |
|
|
|
|
|
|
|
Recoveries on loans previously charged off |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Allowance for loan losses, end of period |
|
$ |
394 |
|
|
$ |
330 |
|
|
|
|
|
|
|
|
Allowance for loan losses as a percent of
non-performing loans |
|
|
34.6 |
% |
|
|
104.8 |
% |
|
|
|
|
|
|
|
Ratio of net charge-offs during the period to
average loans outstanding during the period |
|
|
|
% |
|
|
0.06 |
% |
|
|
|
|
|
|
|
The following table shows how our allowance for loan losses is allocated by type of loan
at each of the dates indicated.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, |
|
|
|
2010 |
|
|
2009 |
|
|
|
|
|
|
|
Loan |
|
|
|
|
|
|
Loan |
|
|
|
|
|
|
|
Category |
|
|
|
|
|
|
Category |
|
|
|
Amount of |
|
|
as a % of |
|
|
Amount of |
|
|
as a % of |
|
|
|
Allowance |
|
|
Total Loans |
|
|
Allowance |
|
|
Total Loans |
|
|
|
(Dollars in thousands) |
|
One-to-four family residential |
|
$ |
310 |
|
|
|
66.50 |
% |
|
$ |
266 |
|
|
|
78.95 |
% |
Multi-family residential |
|
|
|
|
|
|
0.28 |
|
|
|
|
|
|
|
0.41 |
|
Second mortgage residential |
|
|
|
|
|
|
0.28 |
|
|
|
|
|
|
|
0.48 |
|
Residential construction and land loans |
|
|
|
|
|
|
5.42 |
|
|
|
|
|
|
|
0.91 |
|
Commercial, real estate secured |
|
|
72 |
|
|
|
22.99 |
|
|
|
64 |
|
|
|
18.66 |
|
Commercial and industrial |
|
|
12 |
|
|
|
3.81 |
|
|
|
|
|
|
|
|
|
Other |
|
|
|
|
|
|
0.72 |
|
|
|
|
|
|
|
0.59 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
394 |
|
|
|
100.00 |
% |
|
$ |
330 |
|
|
|
100.00 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment Activities
General. Our investment policy is designed primarily to manage the interest rate sensitivity
of our assets and liabilities, to generate a favorable return without incurring undue interest rate
and credit risk, to complement our lending activities and to provide and maintain liquidity.
9
At December 31, 2010, our investment securities portfolio consisted of $3.7 million of
mortgage-backed securities, $502,000 of U.S. government agencies, $210,000 of First National
Bankers Bank (FNBB) stock and
$171,000 of stock in FHLB of Dallas. At December 31, 2010, Hibernia Homestead Bank did not
hold any Fannie Mae or Freddie Mac common or preferred stock. At December 31, 2010, two
mortgage-backed securities with a carrying value of $402,000 had contractual maturities of one year
or less. The estimated duration of our mortgage-backed securities portfolio was two years at such
date. At December 31, 2010, we had no gross unrealized losses on our investment securities
portfolio.
Pursuant to Financial Accounting Standards Board (FASB) Accounting Standards Codification
(ASC) Topic 320 Investments-Debt and Equity Securities (which includes former SFAS No. 115,
Accounting for Certain Investments in Debt and Equity Securities), our securities are classified as
available for sale, held to maturity, or trading, at the time of acquisition. Securities
classified as held to maturity must be purchased with the intent and ability to hold that security
until its final maturity, and can be sold prior to maturity only under rare circumstances. Held to
maturity securities are accounted for based upon the historical cost of the security. Available
for sale securities can be sold at any time based upon needs or market conditions. Available for
sale securities are accounted for at fair value, with unrealized gains and losses on these
securities, net of income tax provisions, reflected in retained earnings as accumulated other
comprehensive income. At December 31, 2010, we had $4.2 million of securities classified as
available for sale, and no securities classified as held to maturity or as trading account.
We do not purchase mortgage-backed derivative instruments that would be characterized
high-risk under Federal banking regulations at the time of purchase, nor do we purchase corporate
obligations which are not rated investment grade or better.
Our mortgage-backed securities consist primarily of mortgage pass-through certificates issued
by the Government National Mortgage Association (GNMA or Ginnie Mae), the Federal National
Mortgage Association (FNMA or Fannie Mae) or the Federal Home Loan Mortgage Association
(FHLMC or Freddie Mac). At December 31, 2010, all of our mortgage-backed securities were
issued by the GNMA, Fannie Mae or Freddie Mac and we held no mortgage-backed securities from
private issuers.
Investments in mortgage-backed securities involve a risk that actual prepayments will be
greater than estimated prepayments over the life of the security, which may require adjustments to
the amortization of any premium or accretion of any discount relating to such instruments thereby
changing the net yield on such securities. There is also reinvestment risk associated with the
cash flows from such securities or in the event such securities are redeemed by the issuer. In
addition, the market value of such securities may be adversely affected by changes in interest
rates.
Ginnie Mae is a government agency within the Department of Housing and Urban Development which
is intended to help finance government-assisted housing programs. Ginnie Mae securities are backed
by loans insured by the Federal Housing Administration, or guaranteed by the Veterans
Administration. The timely payment of principal and interest on Ginnie Mae securities is
guaranteed by Ginnie Mae and backed by the full faith and credit of the U.S. Government. Freddie
Mac is a private corporation chartered by the U.S. Government. Freddie Mac issues participation
certificates backed principally by conventional mortgage loans. Freddie Mac guarantees the timely
payment of interest and the ultimate return of principal on participation certificates. Fannie Mae
is a private corporation chartered by the U.S. Congress with a mandate to establish a secondary
market for mortgage loans. Fannie Mae guarantees the timely payment of principal and interest on
Fannie Mae securities. Freddie Mac and Fannie Mae securities are not backed by the full faith and
credit of the U.S. Government, but because Freddie Mac and Fannie Mae are U.S. Government-sponsored
enterprises, these securities are considered to be among the highest quality investments with
minimal credit risks. In September 2008, the Federal Housing Finance Agency was appointed as
conservator of Fannie Mae and Freddie Mac. The U.S. Department of the Treasury agreed to provide
capital as needed to ensure that Fannie Mae and Freddie Mac continue to provide liquidity to the
housing and mortgage markets.
In February 2011, the Obama Administration delivered a report to Congress. The report states
that the government is committed to ensuring that Freddie Mac and Fannie Mae have sufficient
capital to perform under any guarantees issued now or in the future and the ability to meet any of
their debt obligations, and further states that the Obama Administration will not pursue policies
or reforms in a way that would impair the ability of Freddie Mac and Fannie Mae to honor their
obligations.
10
Investment Securities Portfolio. The following table sets forth certain information relating
to our investment and mortgage-backed securities portfolio at the dates indicated.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, |
|
|
|
2010 |
|
|
2009 |
|
|
|
Amortized |
|
|
Market |
|
|
Amortized |
|
|
Market |
|
|
|
Cost |
|
|
Value |
|
|
Cost |
|
|
Value |
|
|
|
(In thousands) |
|
Securities available for sale: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mortgage-backed securities |
|
$ |
3,609 |
|
|
$ |
3,728 |
|
|
$ |
6,591 |
|
|
$ |
6,784 |
|
U.S. Government Agencies |
|
|
500 |
|
|
|
502 |
|
|
|
1,501 |
|
|
|
1,509 |
|
FNBB stock |
|
|
210 |
|
|
|
210 |
|
|
|
210 |
|
|
|
210 |
|
FHLB stock |
|
|
171 |
|
|
|
171 |
|
|
|
171 |
|
|
|
171 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total investment and
mortgage-backed securities |
|
$ |
4,490 |
|
|
$ |
4,611 |
|
|
$ |
8,473 |
|
|
$ |
8,674 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The following table sets forth the amount of investment securities which mature during
each of the periods indicated and the weighted-average yields for each range of maturities at
December 31, 2010. As Hibernia Homestead Bank held no tax-exempt securities during the periods
presented, no yield adjustments were made.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts at December 31, 2010 Which Mature In |
|
|
|
|
|
|
|
|
|
|
|
After Five |
|
|
|
|
|
|
|
|
|
One Year |
|
|
After One to |
|
|
to 10 |
|
|
Over 10 |
|
|
|
|
|
|
or Less |
|
|
Five Years |
|
|
Years |
|
|
Years |
|
|
Total |
|
|
|
(Dollars in thousands) |
|
Available for sale: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mortgage-backed securities |
|
$ |
402 |
|
|
$ |
2,434 |
|
|
$ |
669 |
|
|
$ |
223 |
|
|
$ |
3,728 |
|
U.S. Government Agency Securities |
|
|
|
|
|
|
502 |
|
|
|
|
|
|
|
|
|
|
|
502 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
402 |
|
|
$ |
2,936 |
|
|
$ |
669 |
|
|
$ |
223 |
|
|
$ |
4,230 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted-average yield |
|
|
4.15 |
% |
|
|
3.91 |
% |
|
|
4.24 |
% |
|
|
5.22 |
% |
|
|
4.30 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The following table sets forth the composition of our mortgage-backed investment
securities, excluding equity securities, at each of the dates indicated.
|
|
|
|
|
|
|
|
|
|
|
December 31, |
|
|
|
2010 |
|
|
2009 |
|
|
|
(Dollars in thousands) |
|
Fixed-rate |
|
$ |
3,684 |
|
|
$ |
6,731 |
|
Adjustable-rate |
|
|
44 |
|
|
|
53 |
|
|
|
|
|
|
|
|
Total mortgage-backed securities |
|
$ |
3,728 |
|
|
$ |
6,784 |
|
|
|
|
|
|
|
|
Information regarding the contractual maturities and weighted-average yield of our
mortgage-backed securities portfolio at December 31, 2010 is presented below. Due to repayments of
the underlying loans, the actual maturities of mortgage-backed securities generally are
substantially less than the scheduled maturities.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts at December 31, 2010 Which Mature in |
|
|
|
|
|
|
|
|
|
|
|
After |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One |
|
|
Weighted- |
|
|
One to |
|
|
Weighted- |
|
|
After Five |
|
|
Weighted- |
|
|
|
|
|
|
Weighted- |
|
|
|
Year or |
|
|
average |
|
|
Five |
|
|
average |
|
|
to Ten |
|
|
average |
|
|
Over 10 |
|
|
average |
|
|
|
Less |
|
|
Yield |
|
|
Years |
|
|
Yield |
|
|
Years |
|
|
Yield |
|
|
years |
|
|
Yield |
|
|
|
(Dollars in thousands) |
|
Fixed-rate |
|
$ |
402 |
|
|
|
4.15 |
% |
|
$ |
2,434 |
|
|
|
3.91 |
% |
|
$ |
669 |
|
|
|
4.24 |
% |
|
$ |
179 |
|
|
|
5.82 |
% |
Adjustable-rate |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
44 |
|
|
|
2.75 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total mortgage-backed securities |
|
$ |
402 |
|
|
|
4.15 |
% |
|
$ |
2,434 |
|
|
|
3.91 |
% |
|
$ |
669 |
|
|
|
4.24 |
% |
|
$ |
223 |
|
|
|
5.22 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11
Sources of Funds
General. Deposits are the primary source of Hibernia Homestead Banks funds for lending and
other investment purposes. In addition to deposits, principal and interest payments on loans and
maturities of investments are other sources of funds. Loan and investment repayments are relatively
stable sources of funds, while deposit inflows and outflows are significantly influenced by general
interest rates and financial market conditions. Borrowings may also be used on a short-term basis
to compensate for reductions in the availability of funds from other sources and on a longer-term
basis for general business purposes.
Deposits. Deposits are attracted by Hibernia Homestead Bank principally from the east banks
of Orleans Parish and Jefferson Parish, Louisiana. Deposit account terms vary, with the principal
differences being the minimum balance required, the time periods the funds must remain on deposit,
and the interest rate.
Hibernia Homestead Bank participates in the Certificate of Deposit Account Registry Service
(CDARS) of Promontory Interfinancial Network, which allows the Bank to provide FDIC deposit
insurance in excess of account coverage limits by exchanging deposits (known as reciprocal
deposits) with other CDARS members. The Company may also purchase deposits (known as One-Way Buy
deposits) from other CDARS members in an amount not to exceed $6.0 million, or 10% of the Banks
total assets. Such deposits are generally considered a form of brokered deposits.
In addition, during 2010 the Bank signed an agreement with QwickRate, an internet-based
certificate of deposit listing service, to utilize their program to raise institutional time
deposits to supplement the liquidity needs of the Bank. Regulators have established that QwickRate
is a listing service, not a deposit broker and therefore deposits raised using the QwickRate
service are not considered a form of brokered deposits.
For further information concerning the Banks deposits, reference is made to Note 6 of the
Notes to the Consolidated Financial Statements contained in Item 8 of this Form 10-K.
Interest rates paid, maturity terms, service fees and withdrawal penalties are established on
a periodic basis. Management determines the rates and terms based on rates paid by competitors, the
need for funds or liquidity, growth goals and federal regulations. Hibernia Homestead Bank
attempts to control the flow of deposits by pricing its accounts to remain generally competitive
with other financial institutions in its market area.
The following table shows the distribution of, and certain other information relating to, our
deposits by type of deposit, as of the dates indicated.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, |
|
|
|
2010 |
|
|
2009 |
|
|
|
Amount |
|
|
% |
|
|
Amount |
|
|
% |
|
|
|
(Dollars in thousands) |
|
Certificate accounts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0.00% 1.00% |
|
$ |
7,364 |
|
|
|
13.49 |
% |
|
$ |
397 |
|
|
|
0.93 |
% |
1.01% 2.00% |
|
|
15,027 |
|
|
|
27.52 |
|
|
|
14,720 |
|
|
|
34.52 |
|
2.01% 3.00% |
|
|
10,547 |
|
|
|
19.31 |
|
|
|
8,286 |
|
|
|
19.43 |
|
3.01% 4.00% |
|
|
1,339 |
|
|
|
2.45 |
|
|
|
984 |
|
|
|
2.31 |
|
4.01% 5.00% |
|
|
|
|
|
|
|
|
|
|
60 |
|
|
|
0.14 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total certificate accounts |
|
|
34,277 |
|
|
|
62.77 |
% |
|
|
24,447 |
|
|
|
57.33 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Transaction accounts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Savings |
|
|
6,566 |
|
|
|
12.02 |
% |
|
|
6,444 |
|
|
|
15.11 |
% |
Checking: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest bearing |
|
|
3,958 |
|
|
|
7.25 |
|
|
|
3,777 |
|
|
|
8.86 |
|
Non-interest bearing |
|
|
3,156 |
|
|
|
5.78 |
|
|
|
2,404 |
|
|
|
5.64 |
|
Money market |
|
|
6,650 |
|
|
|
12.18 |
|
|
|
5,568 |
|
|
|
13.06 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total transaction accounts |
|
|
20,330 |
|
|
|
37.23 |
|
|
|
18,193 |
|
|
|
42.67 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total deposits |
|
$ |
54,607 |
|
|
|
100.00 |
% |
|
$ |
42,640 |
|
|
|
100.00 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
12
The following table shows the average balance of each type of deposit and the average
rate paid on each type of deposit for the periods indicated.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, |
|
|
|
2010 |
|
|
2009 |
|
|
|
Average |
|
|
Interest |
|
|
Average |
|
|
Average |
|
|
Interest |
|
|
Average |
|
|
|
Balance |
|
|
Expense |
|
|
Rate Paid |
|
|
Balance |
|
|
Expense |
|
|
Rate Paid |
|
|
|
(Dollars in thousands) |
|
Savings accounts |
|
$ |
6,352 |
|
|
$ |
41 |
|
|
|
0.65 |
% |
|
$ |
7,118 |
|
|
$ |
52 |
|
|
|
0.74 |
% |
Checking |
|
|
3,590 |
|
|
|
9 |
|
|
|
0.25 |
|
|
|
3,853 |
|
|
|
15 |
|
|
|
0.39 |
|
Money market |
|
|
6,761 |
|
|
|
64 |
|
|
|
0.95 |
|
|
|
3,422 |
|
|
|
35 |
|
|
|
1.02 |
|
Certificates of deposit |
|
|
28,301 |
|
|
|
522 |
|
|
|
1.84 |
|
|
|
20,812 |
|
|
|
479 |
|
|
|
2.30 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total interest-bearing deposits |
|
$ |
45,004 |
|
|
$ |
636 |
|
|
|
1.42 |
% |
|
$ |
35,205 |
|
|
$ |
581 |
|
|
|
1.65 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The following table shows our deposit flows during the periods indicated.
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, |
|
|
|
2010 |
|
|
2009 |
|
|
|
(In thousands) |
|
Net deposits (withdrawals) |
|
$ |
11,501 |
|
|
$ |
(966 |
) |
Interest credited |
|
|
466 |
|
|
|
463 |
|
|
|
|
|
|
|
|
Total increase (decrease) in deposits |
|
$ |
11,967 |
|
|
$ |
(503 |
) |
|
|
|
|
|
|
|
The following table presents, by various interest rate categories and maturities, the
amount of certificates of deposit at December 31, 2010.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at December 31, 2010 |
|
|
|
Maturing in the 12 Months Ending December 31, |
|
Certificates of Deposit |
|
2011 |
|
|
2012 |
|
|
2013 |
|
|
Thereafter |
|
|
Total |
|
|
|
(In thousands) |
|
Less than 1.00% |
|
$ |
5,977 |
|
|
$ |
1,142 |
|
|
$ |
245 |
|
|
$ |
|
|
|
$ |
7,364 |
|
1.01% 2.00% |
|
|
9,154 |
|
|
|
4,924 |
|
|
|
454 |
|
|
|
495 |
|
|
|
15,027 |
|
2.01% 3.00% |
|
|
5,533 |
|
|
|
655 |
|
|
|
2,021 |
|
|
|
2,338 |
|
|
|
10,547 |
|
3.01% 4.00% |
|
|
|
|
|
|
|
|
|
|
52 |
|
|
|
1,287 |
|
|
|
1,339 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total certificate accounts |
|
$ |
20,664 |
|
|
$ |
6,721 |
|
|
$ |
2,772 |
|
|
$ |
4,120 |
|
|
$ |
34,277 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The following table shows the maturities of our certificates of deposit of $100,000 or more at
December 31, 2010, by time remaining to maturity.
|
|
|
|
|
|
|
|
|
Quarter Ending: |
|
Amount |
|
|
Weighted-average Rate |
|
|
|
(Dollars in thousands) |
|
March 31, 2011 |
|
$ |
1,672 |
|
|
|
1.07 |
% |
June 30, 2011 |
|
|
989 |
|
|
|
1.57 |
|
September 30, 2011 |
|
|
2,629 |
|
|
|
1.80 |
|
December 31, 2011 |
|
|
2,472 |
|
|
|
1.55 |
|
After December 31, 2011 |
|
|
8,452 |
|
|
|
1.91 |
|
|
|
|
|
|
|
|
Total certificates of deposit with balances of $100,000 or more |
|
$ |
16,214 |
|
|
|
1.73 |
% |
|
|
|
|
|
|
|
As of December 31, 2010, the Bank had $3.0 million of reciprocal deposits or One-Way Buy
deposits in the CDARS program. As of December 31, 2009, the Bank held no reciprocal deposits or
One-Way Buy deposits in the CDARS program.
As of December 31, 2010, the Bank had $2.6 million of Internet deposits raised through the
Banks subscription to QwickRate.
13
Borrowings. Hibernia Homestead Bank may obtain advances from the Federal Home Loan Bank of
Dallas upon the security of the common stock it owns in that bank and certain of its residential
mortgage loans and mortgage-backed and other investment securities, provided certain standards
related to creditworthiness have been met. These advances are made pursuant to several credit
programs, each of which has its own interest rate and range of maturities. Federal Home Loan Bank
advances are generally available to meet seasonal and other withdrawals of deposit accounts and to
permit increased lending.
As of December 31, 2010, Hibernia Homestead Bank was permitted to borrow up to an aggregate
total of $3.2 million from the Federal Home Loan Bank of Dallas. Hibernia did not have any Federal
Home Loan Bank advances outstanding at December 31, 2010. Additionally, at December 31, 2010,
Hibernia was a party to a Master Purchase Agreement with First National Bankers Bank whereby First
National Bankers Bank may sell to Hibernia Homestead Bank Federal Funds in an amount not to exceed
$5.7 million. There were no amounts purchased under this agreement as of December 31, 2010.
The following table shows certain information regarding our borrowings at or for the dates
indicated:
|
|
|
|
|
|
|
|
|
|
|
At or For the Year Ended December 31, |
|
|
|
2010 |
|
|
2009 |
|
|
|
(Dollars in thousands) |
|
FHLB advances and Federal Funds Purchased: |
|
|
|
|
|
|
|
|
Average balance outstanding |
|
$ |
197 |
|
|
$ |
15 |
|
Maximum amount outstanding at any month-end
during the period |
|
|
2,500 |
|
|
|
|
|
Balance outstanding at end of period |
|
|
|
|
|
|
|
|
Interest expense (1) |
|
|
|
|
|
|
|
|
Average interest rate during the period |
|
|
|
% |
|
|
|
% |
Weighted-average interest rate at end of period |
|
|
|
% |
|
|
|
% |
|
|
|
(1) |
|
Amounts that do not round to $1,000 are reflected as none. |
We had no short-term borrowings (maturities of one year or less) at December 31, 2010 or
2009.
Subsidiaries
At December 31, 2010, Hibernia Homestead Bancorp, Inc. had one subsidiary, Hibernia Homestead
Bank.
Employees
Hibernia Homestead Bank had 19 full-time employees and no part-time employees at December 31,
2010. None of these employees are represented by a collective bargaining agreement, and Hibernia
Homestead Bank believes that it enjoys good relations with its personnel.
REGULATION
General
Hibernia Homestead Bancorp, Inc. a Louisiana corporation, is the parent holding company for
Hibernia Homestead Bank. Hibernia Homestead Bank made an election to be considered a savings
association for purposes of holding company regulations. Hibernia Homestead Bancorp, Inc.
registered as a savings and loan holding company and is required to file certain reports with, is
subject to examination by, and otherwise must comply with the rules and regulations of the OTS.
Hibernia Homestead Bancorp, Inc. is also subject to the rules and regulations of the Securities and
Exchange Commission under the federal securities laws.
14
Hibernia Homestead Bank is a Louisiana-chartered savings bank and is subject to extensive
regulation and examination by the Louisiana Office of Financial Institutions and by the FDIC, and
is also subject to certain requirements established by the Federal Reserve Board. The federal and
state laws and regulations which are
applicable to savings banks regulate, among other things, the scope of their business, their
investments, their reserves against deposits, the timing of the availability of deposited funds and
the nature and amount of and collateral for certain loans. There are periodic examinations by the
Louisiana Office of Financial Institutions and the FDIC to test Hibernia Homestead Banks
compliance with various regulatory requirements. This regulation and supervision establishes a
comprehensive framework of activities in which an institution can engage and is intended primarily
for the protection of the deposit insurance fund and depositors. The regulatory structure also
gives the regulatory authorities extensive discretion in connection with their supervisory and
enforcement activities and examination policies, including policies with respect to the
classification of assets and the establishment of adequate loan loss reserves for regulatory
purposes. Any change in such regulation by the Louisiana Office of Financial Institutions, the
FDIC, the OTS or a change in applicable law by Congress could have a material adverse impact on
Hibernia Homestead Bancorp, Inc., Hibernia Homestead Bank and their operations.
Certain of the statutory and regulatory requirements that are applicable to Hibernia Homestead
Bank and Hibernia Homestead Bancorp, Inc. are described below. This description of statutes and
regulations is not intended to be a complete explanation of such statutes and regulations and their
effects on Hibernia Homestead Bank and Hibernia Homestead Bancorp, Inc. and is qualified in its
entirety by reference to the actual statutes and regulations.
Recently Enacted Regulatory Reform
On July 21, 2010, the President signed into law the Dodd-Frank Wall Street Reform and Consumer
Protection Act. The financial reform and consumer protection act imposes new restrictions and an
expanded framework of regulatory oversight for financial institutions, including depository
institutions. In addition, the new law changes the jurisdictions of existing bank regulatory
agencies and in particular transfers the regulation of federal savings associations from the OTS to
the Office of Comptroller of the Currency, effective one year from the effective date of the
legislation, with a potential extension up to six months. Savings and loan holding companies will
be regulated by the Federal Reserve Board. The new law also establishes an independent federal
consumer protection bureau within the Federal Reserve Board. The following discussion summarizes
significant aspects of the new law that may affect Hibernia Homestead Bank and Hibernia Homestead
Bancorp, Inc. Regulations implementing these changes have not been promulgated, so we cannot
determine the full impact on our business and operations at this time.
The following aspects of the financial reform and consumer protection act are related to the
operations of Hibernia Homestead Bank:
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A new independent consumer financial protection bureau will be established within the
Federal Reserve Board, empowered to exercise broad regulatory, supervisory and enforcement
authority with respect to both new and existing consumer financial protection laws. Smaller
financial institutions, like Hibernia Homestead Bank, will be subject to the supervision
and enforcement of their primary federal banking regulator with respect to the federal
consumer financial protection laws. |
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Tier 1 capital treatment for hybrid capital items like trust preferred securities is
eliminated subject to various grandfathering and transition rules. |
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The current prohibition on payment of interest on demand deposits was repealed,
effective July 21, 2011. |
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Deposit insurance is permanently increased to $250,000 and unlimited deposit insurance
for noninterest-bearing transaction accounts extended through the end of 2012. |
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The deposit insurance assessment base calculation will equal the depository
institutions total assets minus the sum of its average tangible equity during the
assessment period. |
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The minimum reserve ratio of the Deposit Insurance Fund increased to 1.35 percent of
estimated annual insured deposits or assessment base; however, the FDIC is directed to
offset the effect of the increased reserve ratio for insured depository institutions with
total consolidated assets of less than $10 billion. |
15
The following aspects of the financial reform and consumer protection act are related to the
operations of Hibernia Homestead Bancorp, Inc.:
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Authority over savings and loan holding companies will transfer to the Federal Reserve
Board. |
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Leverage capital requirements and risk based capital requirements applicable to
depository institutions and bank holding companies will be extended to thrift holding
companies. |
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The Federal Deposit Insurance Act was amended to direct federal regulators to require
depository institution holding companies to serve as a source of strength for their
depository institution subsidiaries. |
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The Securities and Exchange Commission is authorized to adopt rules requiring public
companies to make their proxy materials available to shareholders for nomination of their
own candidates for election to the board of directors. |
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Public companies will be required to provide their shareholders with a non-binding vote:
(i) at least once every three years on the compensation paid to executive officers, and
(ii) at least once every six years on whether they should have a say on pay vote every
one, two or three years. |
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A separate, non-binding shareholder vote will be required regarding golden parachutes
for named executive officers when a shareholder vote takes place on mergers, acquisitions,
dispositions or other transactions that would trigger the parachute payments. |
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Securities exchanges will be required to prohibit brokers from using their own
discretion to vote shares not beneficially owned by them for certain significant matters,
which include votes on the election of directors, executive compensation matters, and any
other matter determined to be significant. |
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Stock exchanges will be prohibited from listing the securities of any issuer that does
not have a policy providing for (i) disclosure of its policy on incentive compensation
payable on the basis of financial information reportable under the securities laws, and
(ii) the recovery from current or former executive officers, following an accounting
restatement triggered by material noncompliance with securities law reporting requirements,
of any incentive compensation paid erroneously during the three-year period preceding the
date on which the restatement was required that exceeds the amount that would have been
paid on the basis of the restated financial information. |
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Disclosure in annual proxy materials will be required concerning the relationship
between the executive compensation paid and the financial performance of the issuer. |
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Item 402 of Regulation S-K will be amended to require companies to disclose the ratio of
the Chief Executive Officers annual total compensation to the median annual total
compensation of all other employees. |
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Smaller reporting companies are exempt from complying with the internal control auditor
attestation requirements of Section 404(b) of the Sarbanes-Oxley Act. |
Regulation of Hibernia Homestead Bank
Louisiana Banking Law. The Louisiana Savings Bank Act of 1990, and regulations promulgated
thereunder, contains detailed provisions governing the organization, location of offices, rights
and responsibilities of directors, officers, employees and members, as well as corporate powers,
savings and investment operations and other aspects of Hibernia Homestead Bank and its affairs.
The Louisiana Savings Bank Act of 1990 delegates extensive rulemaking power and administrative
discretion to the commissioner of financial institutions so that the supervision and regulation of
state-chartered savings banks may be flexible and readily responsive to changes in
economic conditions and in savings and lending practices, although provisions related to safety and
soundness of operations, investments and management are strictly construed.
16
One of the purposes of the Louisiana Savings Bank Act of 1990 is to provide savings banks with
the opportunity to be competitive with each other and with other financial institutions existing
under the Louisiana Banking Law and other state, federal and foreign laws. A Louisiana savings
bank may locate or change the location of its principal place of business and establish an office
anywhere in the state, with the prior approval of the Louisiana Office of Financial Institutions.
The Louisiana Office of Financial Institutions examines each savings bank on a recurring
schedule, generally not less frequently than once every two years. If the Louisiana Office of
Financial Institutions determines that corrective action is necessary, the commissioner shall
request that such action be taken. If corrective action is not taken, the commissioner will seek
to compel enforcement by formal order followed by institution of suit, if necessary.
Insurance of Accounts. The deposits of Hibernia Homestead Bank are insured to the maximum
extent permitted by the Deposit Insurance Fund (DIF), administered by the FDIC, and are backed by
the full faith and credit of the U.S. Government. As insurer, the FDIC is authorized to conduct
examinations of, and to require reporting by, insured institutions. It also may prohibit any
insured institution from engaging in any activity determined by regulation or order to pose a
serious threat to the FDIC.
The recently enacted financial institution reform legislation permanently increased deposit
insurance on most accounts to $250,000. In addition, pursuant to Section 13(c)(4)(G) of the Federal
Deposit Insurance Act, the FDIC has implemented two temporary programs to provide deposit insurance
for the full amount of most non-interest bearing transaction deposit accounts and to guarantee
certain unsecured debt of financial institutions and their holding companies. Under the unsecured
debt program, the FDICs guarantee expires on the earlier of the maturity date of the debt or
December 31, 2012. The unlimited deposit insurance for noninterest-bearing transaction accounts
was extended by the Dodd-Frank Act through the end of 2012 for all insured institutions without a
separate insurance assessment (but the cost of the additional insurance coverage will be considered
under the risk-based assessment system). On December 29, 2010, the President of the United States
signed into law an amendment to the Federal Deposit Insurance Act to include Interest on Lawyers
Trust Accounts (IOLTA) within the definition of noninterest-bearing transaction accounts. This
amendment will provide IOLTAs with the same temporary, unlimited insurance coverage afforded to
noninterest-bearing transaction accounts under the Dodd-Frank Act. This unlimited coverage for
noninterest-bearing transaction accounts became effective on December 31, 2010 and terminates on
December 31, 2012.
The FDICs risk-based premium system provides for quarterly assessments. Each insured
institution is placed in one of four risk categories based upon supervisory and capital
evaluations. Within its risk category, an institution is assigned to an initial base assessment
rate which is then adjusted to determine its final assessment rate based on its brokered deposits,
secured liabilities and unsecured debt. Assessment rates range from seven to 77.5 basis points,
with less risky institutions paying lower assessments. The FDIC recently amended its deposit
insurance regulations (1) to change the assessment base for insurance from domestic deposits to
average assets minus average tangible equity and (2) to lower overall assessment rates. The
revised assessment rates are between 2.5 and 9 basis points for banks in the lower risk category
and between 30 to 45 basis points for banks in the highest risk category. The amendments will
become effective for the quarter beginning April 1, 2011 with the new assessment methodology being
reflected in the premium invoices due September 30, 2011.
In addition, all institutions with deposits insured by the FDIC are required to pay
assessments to fund interest payments on bonds issued by the Financing Corporation, a
mixed-ownership government corporation established to recapitalize a predecessor to the Deposit
Insurance Fund. The assessment rate is adjusted quarterly. These assessments will continue until
the Financing Corporation bonds mature in 2019.
The FDIC may terminate the deposit insurance of any insured depository institution, including
Hibernia Homestead Bank, if it determines after a hearing that the institution has engaged or is
engaging in unsafe or unsound practices, is in an unsafe or unsound condition to continue
operations, or has violated any applicable law, regulation,
order or any condition imposed by an agreement with the FDIC. It also may suspend deposit
insurance temporarily during the hearing process for the permanent termination of insurance, if the
institution has no tangible capital. If insurance of accounts is terminated, the accounts at the
institution at the time of the termination, less subsequent withdrawals, shall continue to be
insured for a period of six months to two years, as determined by the FDIC. Management is aware of
no existing circumstances which would result in termination of Hibernias deposit insurance.
17
On May 22, 2009, the FDIC announced a five basis point special assessment on each insured
depository institutions assets minus its Tier 1 capital as of June 30, 2009. The FDIC collected
the special assessment on September 30, 2009. Based on our assets and Tier 1 capital at June 30,
2009, the impact of the special assessment was $19,000, which was expensed in the second quarter of
fiscal 2009.
In order to restore reserves and ensure that the DIF will be able to adequately cover losses
from future bank failures, the FDIC, in November 2009, required insured depository institutions to
prepay their estimated quarterly risk-based assessments for all of 2010, 2011, and 2012. On
December 30, 2009, the Bank prepaid its assessment in the amount of $153,000 related to years 2010
through 2012. As of December 31, 2010 the remaining balance of our prepaid FDIC assessment was
$103,000.
Capital Requirements. The FDIC has promulgated regulations and adopted a statement of policy
regarding the capital adequacy of state-chartered savings banks which, like Hibernia Homestead
Bank, are not members of the Federal Reserve System. These requirements are substantially similar
to those adopted by the Federal Reserve Board regarding bank holding companies.
The FDICs capital regulations establish a minimum 3.0% Tier I leverage capital requirement
for the most highly-rated state-chartered, non-member banks, with an additional cushion of at least
100 to 200 basis points for all other state-chartered, non-member banks, which effectively will
increase the minimum Tier I leverage ratio for such other banks to 4.0% to 5.0% or more. Under the
FDICs regulation, highest-rated banks are those that the FDIC determines are not anticipating or
experiencing significant growth and have well diversified risk, including no undue interest rate
risk exposure, excellent asset quality, high liquidity, good earnings and, in general, which are
considered a strong banking organization and are rated composite 1 under the Uniform Financial
Institutions Rating System. Leverage or core capital is defined as the sum of common stockholders
equity (including retained earnings), noncumulative perpetual preferred stock and related surplus,
and minority interests in consolidated subsidiaries, minus all intangible assets other than certain
qualifying supervisory goodwill and certain purchased mortgage servicing rights.
The FDIC also requires that savings banks meet a risk-based capital standard. The risk-based
capital standard for savings banks requires the maintenance of total capital (which is defined as
Tier I capital and supplementary (Tier 2 capital) to risk weighted assets of 8%. In determining
the amount of risk-weighted assets, all assets, plus certain off balance sheet assets, are
multiplied by a risk-weight of 0% to 100%, based on the risks the FDIC believes are inherent in the
type of asset or item. The components of Tier I capital are equivalent to those discussed above
under the 3% leverage capital standard. The components of supplementary capital include certain
perpetual preferred stock, certain mandatory convertible securities, certain subordinated debt and
intermediate preferred stock and general allowances for loan and lease losses. Allowance for loan
and lease losses includable in supplementary capital is limited to a maximum of 1.25% of
risk-weighted assets. Overall, the amount of capital counted toward supplementary capital cannot
exceed 100% of core capital.
At December 31, 2010, Hibernia Homestead Banks capital ratios exceeded each of its capital
requirements. See Note 15 to the notes to our consolidated financial statements included elsewhere
herein.
Prompt Corrective Action. The following table shows the amount of capital associated with the
different capital categories set forth in the prompt corrective action regulations.
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Total Risk-based |
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Tier 1 Risk-based |
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Tier 1 Leverage |
Capital Category |
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Capital |
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Capital |
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Capital |
Well capitalized |
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10% or more |
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6% or more |
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5% or more |
Adequately capitalized |
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8% or more |
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4% or more |
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4% or more |
Undercapitalized |
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Less than 8% |
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Less than 4% |
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Less than 4% |
Significantly undercapitalized |
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Less than 6% |
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Less than 3% |
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Less than 3% |
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In addition, an institution is critically undercapitalized if it has a ratio of
tangible equity to total assets that is equal to or less than 2.0%. Under specified circumstances,
a federal banking agency may reclassify a well capitalized institution as adequately capitalized
and may require an adequately capitalized institution or an undercapitalized institution to comply
with supervisory actions as if it were in the next lower category (except that the FDIC may not
reclassify a significantly undercapitalized institution as critically undercapitalized).
An institution generally must file a written capital restoration plan which meets specified
requirements within 45 days of the date that the institution receives notice or is deemed to have
notice that it is undercapitalized, significantly undercapitalized or critically undercapitalized.
A federal banking agency must provide the institution with written notice of approval or
disapproval within 60 days after receiving a capital restoration plan, subject to extensions by the
agency. An institution which is required to submit a capital restoration plan must concurrently
submit a performance guaranty by each company that controls the institution. In addition,
undercapitalized institutions are subject to various regulatory restrictions, and the appropriate
federal banking agency also may take any number of discretionary supervisory actions.
At December 31, 2010, Hibernia Homestead Bank was deemed a well capitalized institution for
purposes of the prompt corrective regulations and as such is not subject to the above mentioned
restrictions.
Activities and Investments of Insured State-Chartered Savings Banks. The activities and
equity investments of FDIC-insured, state-chartered savings banks are generally limited to those
that are permissible for national banks. Under regulations dealing with equity investments, an
insured state bank generally may not directly or indirectly acquire or retain any equity investment
of a type, or in an amount, that is not permissible for a national bank. An insured state bank is
not prohibited from, among other things:
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acquiring or retaining a majority interest in a subsidiary; |
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investing as a limited partner in a partnership the sole purpose of which is direct
or indirect investment in the acquisition, rehabilitation or new construction of a
qualified housing project, provided that such limited partnership investments may not
exceed 2% of the banks total assets; |
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acquiring up to 10% of the voting stock of a company that solely provides or
reinsures directors, trustees and officers liability insurance coverage or bankers
blanket bond group insurance coverage for insured depository institutions; and |
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acquiring or retaining the voting shares of a depository institution if certain
requirements are met. |
The FDIC has adopted regulations pertaining to the other activity restrictions imposed upon
insured state banks and their subsidiaries. Pursuant to such regulations, insured state banks
engaging in impermissible activities may seek approval from the FDIC to continue such activities.
State banks not engaging in such activities but that desire to engage in otherwise impermissible
activities either directly or through a subsidiary may apply for approval from the FDIC to do so;
however, if such bank fails to meet the minimum capital requirements or the activities present a
significant risk to the Deposit Insurance Fund, such application will not be approved by the FDIC.
Pursuant to this authority, the FDIC has determined that investments in certain majority-owned
subsidiaries of insured state banks do not represent a significant risk to the deposit insurance
funds. Investments permitted under that authority include real estate activities and securities
activities.
Restrictions on Capital Distributions. OTS regulations govern capital distributions by
savings institutions, which include cash dividends, stock repurchases and other transactions
charged to the capital account of a savings institution to make capital distributions. These
regulations apply to Hibernia Homestead Bancorp, Inc. because Hibernia Homestead Bank is considered
a savings association for certain purposes under OTS regulations. Under applicable regulations, a
savings association must file an application for OTS approval of the capital distribution if:
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the total capital distributions for the applicable calendar year exceed
the sum of the institutions net income for that year to date plus the institutions
retained net income for the preceding two years; |
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the institution would not be at least adequately capitalized following the
distribution; |
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the distribution would violate any applicable statute, regulation,
agreement or OTS-imposed condition; or |
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the institution is not eligible for expedited treatment of its filings
with the OTS. |
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If an application is not required to be filed, state savings banks that elect to be treated as
savings associations such as Hibernia Homestead Bank and which are a subsidiary of a holding
company (as well as certain other institutions) must still file a notice with the OTS at least 30
days before the board of directors declares a dividend or approves a capital distribution.
A savings association that either before or after a proposed capital distribution fails to
meet its then applicable minimum capital requirement or that has been notified that it needs more
than normal supervision may not make any capital distributions without the prior written approval
of the OTS. In addition, the OTS may prohibit a proposed capital distribution, which would
otherwise be permitted by OTS regulations, if the OTS determines that such distribution would
constitute an unsafe or unsound practice.
The FDIC prohibits an insured depository institution from paying dividends on its capital
stock or interest on its capital notes or debentures (if such interest is required to be paid only
out of net profits) or distributing any of its capital assets while it remains in default in the
payment of any assessment due the FDIC. Hibernia Homestead Bank is currently not in default in any
assessment payment to the FDIC.
Loans-to-One Borrower Limitations. The Louisiana Savings Bank Act of 1990 imposes limitations
on the aggregate amount of loans that a Louisiana-chartered savings bank can make to any one
borrower. The permissible amount of loans-to-one borrower, on a secured and unsecured basis, may
not exceed 25% of a savings banks total net worth. In addition, a savings bank may make loans in
an amount equal to an additional 10% of a savings banks net worth if the loans are 100% secured by
readily marketable collateral. A savings banks net worth is calculated based on its last
quarterly call report and consists of (i) outstanding and unimpaired common stock; (ii) outstanding
and unimpaired perpetual preferred stock; (iii) unimpaired capital surplus, undivided profits,
capital reserves, minus intangible assets; (iv) purchased mortgage servicing rights; and (v)
mandatory convertible debt up to 20% of categories (i) through (iv). Readily marketable collateral
consists of financial instruments or bullion, which are salable under ordinary circumstances with
reasonable promptness at fair market value on an auction or a similarly available daily bid and ask
price market. At December 31, 2010, our limit on loans-to-one borrower was approximately $4.6
million. At December 31, 2010 Hibernia Homestead Banks five largest loans or groups of
loans-to-one borrower ranged from $1.5 to $2.5 million. All of the Banks five largest loans were
performing in accordance with their terms.
Privacy Requirements. Federal law places limitations on financial institutions like Hibernia
Homestead Bank regarding the sharing of consumer financial information with unaffiliated third
parties. Specifically, these provisions requires all financial institutions offering financial
products or services to retail customers to provide such customers with the financial institutions
privacy policy and provide such customers the opportunity to opt out of the sharing of personal
financial information with unaffiliated third parties. Hibernia Homestead Bank currently has a
privacy protection policy in place and believes such policy is in compliance with the regulations.
Anti-Money Laundering. Federal anti-money laundering rules impose various requirements on
financial institutions, including insured state savings banks such as Hibernia Homestead Bank, to
prevent the use of the U.S. financial system to fund terrorist activities. These provisions
include a requirement that financial institutions operating in the United States to develop
anti-money laundering compliance programs, due diligence policies and controls to ensure the
detection and reporting of money laundering. Such compliance programs supplemented existing
compliance requirements, also applicable to financial institutions, under the Bank Secrecy Act and
the Office of Foreign Assets Control Regulations. Hibernia Homestead Bank has established policies
and procedures to ensure compliance with the anti-money laundering rules.
20
Regulatory Enforcement Authority. The federal banking laws provide substantial enforcement
powers available to federal banking regulators. This enforcement authority includes, among other
things, the ability to assess civil money penalties, to issue cease-and-desist or removal orders
and to initiate injunctive actions against banking organizations and institution-affiliated
parties, as defined. In general, these enforcement actions may be initiated for violations of laws
and regulations and unsafe or unsound practices. Other actions or inactions may provide the basis
for enforcement action, including misleading or untimely reports filed with regulatory authorities.
Regulation of Hibernia Homestead Bancorp, Inc.
General. Hibernia Homestead Bancorp, Inc. is subject to regulation as a savings and loan
holding company under the Home Owners Loan Act, as amended, because Hibernia Homestead Bank made
an election under Section 10(l) of the Home Owners Loan Act to be treated as a savings
association for purposes of Section 10 of the Home Owners Loan Act. As a result, Hibernia
Homestead Bancorp, Inc. registered with the OTS and is subject to OTS regulations, examinations,
supervision and reporting requirements relating to savings and loan holding companies. The
jurisdiction of the OTS regarding savings and loan holding companies will transfer to the Federal
Reserve Board on July 21, 2011 unless extended up to an additional six months. Hibernia Homestead
Bancorp, Inc. is also required to file certain reports with, and otherwise comply with, the rules
and regulations of Louisiana Office of Financial Institutions and the Securities and Exchange
Commission. As a subsidiary of a savings and loan holding company, Hibernia Homestead Bank is
subject to certain restrictions in its dealings with Hibernia Homestead Bancorp, Inc. and
affiliates thereof, including the Office of Thrift Supervisions qualified thrift lender (QTL)
requirement, dividend restrictions and transactions with affiliates regulations.
Restrictions Applicable to Hibernia Homestead Bancorp, Inc. Because Hibernia Homestead
Bancorp, Inc. operates as a non-grandfathered savings and loan holding company, it is permitted to
engage only in the following activities:
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furnishing or performing management services for a subsidiary savings institution; |
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conducting an insurance agency or escrow business; |
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holding, managing, or liquidating assets owned or acquired from a subsidiary savings
institution; |
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holding or managing properties used or occupied by a subsidiary savings institution; |
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acting as trustee under a deed of trust; |
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any other activity (i) that the Federal Reserve Board, by regulation, has determined
to be permissible for bank holding companies under Section 4(c) of the Bank Holding
Company Act of 1956, unless the Director of the OTS, by regulation, prohibits or limits
any such activity for savings and loan holding companies, or (ii) in which multiple
savings and loan holding companies were authorized by regulation to directly engage in
on March 5, 1987; |
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purchasing, holding, or disposing of stock acquired in connection with a qualified
stock issuance if the purchase of such stock by such holding company is approved by the
Director of the OTS; and |
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any activity permissible for financial holding companies under section 4(k) of the
Bank Holding Company Act. |
Permissible activities which are deemed to be financial in nature or incidental thereto under
section 4(k) of the Bank Holding Company Act include:
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lending, exchanging, transferring, investing for others, or safeguarding money or
securities; |
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insurance activities or providing and issuing annuities, and acting as principal,
agent, or broker; |
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financial, investment, or economic advisory services; |
21
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issuing or selling instruments representing interests in pools of assets that a bank
is permitted to hold directly; |
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underwriting, dealing in, or making a market in securities; |
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activities previously determined by the Federal Reserve Board to be closely related
to banking; |
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activities that bank holding companies are permitted to engage in outside of the
U.S.; and |
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portfolio investments made by an insurance company. |
In addition, Hibernia Homestead Bancorp, Inc. cannot be acquired unless the acquirer is
engaged solely in financial activities or to acquire a company unless the company is engaged solely
in financial activities.
If a savings and loan holding company acquires or merges with another holding company, the
holding company acquired or the holding company resulting from such merger or acquisition may only
invest in assets and engage in the activities listed above, and it has a period of two years to
cease any non-conforming activities and divest any non-conforming investments. As of December 31,
2010, Hibernia Homestead Bancorp, Inc. was not engaged in any non-conforming activities and it did
not have any non-conforming investments.
If the subsidiary savings association fails to meet the Qualified Thrift Lender test set forth
in Section 10(m) of the Home Owners Loan Act, as discussed below, then the savings and loan
holding company must register with the Federal Reserve Board as a bank holding company, unless the
savings institution requalifies as a Qualified Thrift Lender within one year thereafter.
Qualified Thrift Lender Test. A savings association can comply with the Qualified Thrift
Lender test by either meeting the Qualified Thrift Lender test set forth in the Home Owners Loan
Act and implementing regulations or qualifying as a domestic building and loan association as
defined in Section 7701(a)(19) of the Internal Revenue Code of 1986, as amended. A savings
association subsidiary of a savings and loan holding company that does not comply with the
Qualified Thrift Lender test must comply with the following restrictions on its operations:
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the institution may not engage in any new activity or make any new investment, directly or
indirectly, unless such activity or investment is permissible for a national bank; |
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the branching powers of the institution shall be restricted to those of a national bank;
and |
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payment of dividends by the institution shall be subject to the rules regarding payment of
dividends by a national bank. |
Upon the expiration of three years from the date the institution ceases to meet the Qualified
Thrift Lender test, it must cease any activity and not retain any investment not permissible for a
national bank (subject to safety and soundness considerations). Under the Dodd-Frank Wall Street
Reform and Consumer Protection Act, a savings
institution not in compliance with the QTL test is also prohibited from paying dividends and
is subject to an enforcement action for violation of the Home Owners Loan Act, as amended.
Hibernia Homestead Bank believes that it meets the provisions of the Qualified Thrift Lender
test.
22
Limitations on Transactions with Affiliates. Transactions between savings associations and
any affiliate are governed by Sections 23A and 23B of the Federal Reserve Act as made applicable to
savings associations by Section 11 of the Home Owners Loan Act. An affiliate of a savings
association includes any company or entity which controls the savings association or that is
controlled by a company that controls the savings association. In a holding company context, the
holding company of a savings association (such as Hibernia Homestead Bancorp, Inc.) and any
companies which are controlled by such holding company are affiliates of the savings association.
Generally, Section 23A limits the extent to which the savings association or its subsidiaries may
engage in covered transactions with any one affiliate to an amount equal to 10% of such
associations capital stock and surplus, and contain an aggregate limit on all such transactions
with all affiliates to an amount equal to 20% of such capital stock and surplus. Section 23B
applies to covered transactions as well as certain other transactions and requires that all
transactions be on terms substantially the same, or at least as favorable, to the savings
association as those provided to a non-affiliate. The term covered transaction includes the
making of loans to, purchase of assets from and issuance of a guarantee to an affiliate and similar
transactions. Section 23B transactions also include the provision of services and the sale of
assets by a savings association to an affiliate. In addition to the restrictions imposed by
Sections 23A and 23B, Section 11 of the Home Owners Loan Act prohibits a savings association from
(i) making a loan or other extension of credit to an affiliate, except for any affiliate which
engages only in certain activities which are permissible for bank holding companies, or (ii)
purchasing or investing in any stocks, bonds, debentures, notes or similar obligations of any
affiliate, except for affiliates which are subsidiaries of the savings association.
In addition, Sections 22(g) and (h) of the Federal Reserve Act as made applicable to savings
associations by Section 11 of the Home Owners Loan Act, place restrictions on loans to executive
officers, directors and principal shareholders of the savings association and its affiliates.
Under Section 22(h), loans to a director, an executive officer and to a greater than 10%
shareholder of a savings association, and certain affiliated interests of either, may not exceed,
together with all other outstanding loans to such person and affiliated interests, the savings
associations loans to one borrower limit (generally equal to 15% of the associations unimpaired
capital and surplus). Section 22(h) also requires that loans to directors, executive officers and
principal shareholders be made on terms substantially the same as offered in comparable
transactions to other persons unless the loans are made pursuant to a benefit or compensation
program that (i) is widely available to employees of the association and (ii) does not give
preference to any director, executive officer or principal shareholder, or certain affiliated
interests of either, over other employees of the savings association. Section 22(h) also requires
prior board approval for certain loans. In addition, the aggregate amount of extensions of credit
by a savings association to all insiders cannot exceed the associations unimpaired capital and
surplus. Furthermore, Section 22(g) places additional restrictions on loans to executive officers.
As an insured state chartered savings bank, Hibernia Homestead Bank currently is subject to
Sections 22(g) and (h) of the Federal Reserve Act and at December 31, 2010, was in compliance with
the above restrictions.
Restrictions on Acquisitions. Except under limited circumstances, savings and loan holding
companies are prohibited from acquiring, without prior approval of the Director of the OTS, (i)
control of any other savings association or savings and loan holding company or substantially all
the assets thereof or (ii) more than 5% of the voting shares of a savings association or holding
company thereof which is not a subsidiary. Except with the prior approval of the Director, no
director or officer of a savings and loan holding company or person owning or controlling by proxy
or otherwise more than 25% of such companys stock, may acquire control of any savings association,
other than a subsidiary savings association, or of any other savings and loan holding company.
The Director of the OTS may only approve acquisitions resulting in the formation of a multiple
savings and loan holding company which controls savings associations in more than one state if (i)
the multiple savings and loan holding company involved controls a savings association which
operated a home or branch office located in the state of the association to be acquired as of March
5, 1987; (ii) the acquiror is authorized to acquire control of the savings association pursuant to
the emergency acquisition provisions of the Federal Deposit Insurance Act; or (iii) the statutes
of the state in which the association to be acquired is located specifically permit associations to
be acquired
by the state-chartered associations or savings and loan holding companies located in the state
where the acquiring entity is located (or by a holding company that controls such state-chartered
savings associations).
Federal Securities Laws. Hibernias common stock is registered with the Securities and
Exchange Commission under Section 12(g) of the Securities Exchange Act of 1934, as amended. We are
subject to information, proxy solicitation, insider trading restrictions, and other requirements
under the Securities Exchange Act of 1934.
23
The Sarbanes-Oxley Act. Hibernia Homestead Bancorp, Inc. is subject to the Sarbanes-Oxley Act
of 2002, which implements a broad range of corporate governance and accounting measures for public
companies designed to promote honesty and transparency in corporate America and better protect
investors from corporate wrongdoing. The Sarbanes-Oxley Acts principal legislation and the
derivative regulation and rule-making promulgated by the Securities and Exchange Commission
include:
|
|
|
the creation of an independent accounting oversight board; |
|
|
|
auditor independence provisions that restrict non-audit services that accountants
may provide to their audit clients; |
|
|
|
additional corporate governance and responsibility measures, including the
requirement that the chief executive officer and chief financial officer certify
financial statements; |
|
|
|
a requirement that companies establish and maintain a system of internal control
over financial reporting and that a companys management provide an annual report
regarding its assessment of the effectiveness of such internal control over financial
reporting to the companys independent accountants and that such accountants provide an
attestation report with respect to managements assessment of the effectiveness of the
companys internal control over financial reporting; |
|
|
|
the forfeiture of bonuses or other incentive-based compensation and profits from the
sale of an issuers securities by directors and senior officers in the twelve month
period following initial publication of any financial statements that later require
restatement; |
|
|
|
an increase in the oversight of, and enhancement of certain requirements relating to
audit committees of public companies and how they interact with the companys
independent auditors; |
|
|
|
the requirement that audit committee members must be independent and are absolutely
barred from accepting consulting, advisory or other compensatory fees from the issuer; |
|
|
|
the requirement that companies disclose whether at least one member of the committee
is a financial expert (as such term is defined by the Securities and Exchange
Commission) and if not, why not; |
|
|
|
expanded disclosure requirements for corporate insiders, including accelerated
reporting of stock transactions by insiders and a prohibition on insider trading during
pension blackout periods; |
|
|
|
a prohibition on personal loans to directors and officers, except certain loans made
by insured financial institutions; |
|
|
|
disclosure of a code of ethics and the requirement of filing of a Form 8-K for a
change or waiver of such code; |
|
|
|
mandatory disclosure by analysts of potential conflicts of interest; and |
|
|
|
a range of enhanced penalties for fraud and other violations. |
Hibernia Homestead Bancorp, Inc. is considered a smaller reporting company and is therefore
exempt from complying with the internal control auditor attestation requirements of Section 404(b)
of the Sarbanes-Oxley Act.
The Company has incurred additional expense in complying with the provisions of the Sarbanes-Oxley
Act and the resulting regulations, and the impact is reflected in its results of operations and
financial condition.
24
TAXATION
Federal Taxation
General. Hibernia Homestead Bancorp, Inc. and Hibernia Homestead Bank are subject to federal
income tax provisions of the Internal Revenue Code of 1986, as amended, in the same general manner
as other corporations with some exceptions listed below. For federal income tax purposes, Hibernia
Homestead Bancorp, Inc. files a consolidated federal income tax return with its wholly owned
subsidiaries on a fiscal year basis. The applicable federal income tax expense or benefit is
properly allocated to each subsidiary based upon taxable income or loss calculated on a separate
company basis.
Method of Accounting. For federal income tax purposes, income and expenses are reported on
the accrual method of accounting and Hibernia Homestead Bancorp, Inc. files its federal income tax
return using a December 31 fiscal year end.
Bad Debt Reserves. The Small Business Job Protection Act of 1996 eliminated the use of the
reserve method of accounting for bad debt reserves by savings institutions, effective for taxable
years beginning after 1995. Prior to that time, Hibernia Homestead Bank was permitted to establish
a reserve for bad debts and to make additions to the reserve. These additions could, within
specified formula limits, be deducted in arriving at taxable income. As a result of the Small
Business Job Protection Act, savings associations must use the specific chargeoff method in
computing their bad debt deduction beginning with their 1996 federal tax return.
Taxable Distributions and Recapture. Prior to the Small Business Job Protection Act, bad debt
reserves created prior to January 1, 1988 were subject to recapture into taxable income if a
savings bank failed to meet certain thrift asset and definitional tests. New federal legislation
eliminated these thrift related recapture rules. However, under current law, pre-1988 reserves
remain subject to recapture should a savings bank make certain non-dividend distributions or cease
to maintain a savings bank charter. At December 31, 2010, Hibernia Homestead Bank did not have
federal pre-1988 reserves subject to recapture.
Alternative Minimum Tax. The Internal Revenue Code imposes an alternative minimum tax (AMT)
at a rate of 20% on a base of regular taxable income plus certain tax preferences (alternative
minimum taxable income or AMTI). The AMT is payable to the extent such AMTI is in excess of an
exemption amount. Net operating losses can offset no more than 90% of AMTI. Certain payments of
alternative minimum tax may be used as credits against regular tax liabilities in future years.
Hibernia Homestead Bank has not been subject to the AMT nor does it have any such amounts available
as credits for carryover.
Net Operating Loss Carryovers. Under the Internal Revenue Code, Hibernia Homestead Bank may
elect to carry back net operating losses for a period of up to two years and then forward to twenty
years following the loss years to offset taxable income in those years. At December 31, 2010,
Hibernia Homestead Bank had $1.4 million net operating loss carry forwards for federal income tax
purposes and none available to carryback.
Corporate Dividends Received Deduction. Hibernia Homestead Bancorp, Inc. may exclude from
income 100% of dividends received from a member of the same affiliated group of corporations. The
corporate dividends received deduction is 80% in the case of dividends received from corporations,
which a corporate recipient owns less than 80%, but at least 20% of the distribution corporation.
Corporations that own less than 20% of the stock of a corporation distributing a dividend may
deduct only 70% of dividends received.
Other Matters. Neither Hibernia Homestead Bancorp, Inc. nor Hibernia Homestead Bank has been
audited by the IRS during the last five years.
State and Local Taxation
Hibernia Homestead Bancorp, Inc. is subject to the Louisiana Corporation Income Tax based on
our Louisiana taxable income. The Corporation Income Tax applies at graduated rates from 4% upon
the first $25,000 of Louisiana taxable income to 8% on all Louisiana taxable income in excess of
$200,000. For these purposes, Louisiana taxable income means net income which is earned by us
within or derived from sources within the State of Louisiana, after adjustments permitted under
Louisiana law, including a federal income tax deduction. In addition, Hibernia Homestead Bank is
subject to the Louisiana Shares Tax which is imposed on the assessed value of a banks stock. The
formula for deriving the assessed value is to calculate 15% of the sum of:
|
(a) |
|
20% of our capitalized earnings, plus |
|
(b) |
|
80% of our taxable stockholders equity, minus |
|
(c) |
|
50% of our real and personal property assessment |
Various items may also be subtracted in calculating a banks capitalized earnings.
25
Not applicable.
|
|
|
Item 1B. |
|
Unresolved Staff Comments. |
Not applicable.
We currently conduct business from our main office and two full-service banking offices. The
following table sets forth the net book value of the land, building and certain other information
with respect to our offices at December 31, 2010.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Book Value |
|
|
Amount of |
|
Description/Address |
|
Leased/Owned |
|
of Property |
|
|
Deposits |
|
|
|
|
|
(In thousands) |
|
Main Office: |
|
|
|
|
|
|
|
|
|
|
325 Carondelet Street
New Orleans, Louisiana 70130 |
|
Owned |
|
$ |
2,912 |
|
|
$ |
22,110 |
|
|
|
|
|
|
|
|
|
|
|
|
Branch Offices: |
|
|
|
|
|
|
|
|
|
|
700 S. Carrollton Avenue
New Orleans, Louisiana 70118 |
|
Owned |
|
|
377 |
|
|
|
8,248 |
|
|
|
|
|
|
|
|
|
|
|
|
933 Metairie Road
Metairie, Louisiana 70005 |
|
Owned |
|
|
1,384 |
|
|
|
24,249 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
$ |
4,673 |
|
|
$ |
54,607 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Item 3. |
|
Legal Proceedings. |
We are not presently involved in any legal proceedings of a material nature. From time to
time, we are a party to legal proceedings incidental to our business to enforce our security
interest in collateral pledged to secure loans made by Hibernia Homestead Bank.
|
|
|
Item 4. |
|
(Removed and Reserved) |
26
PART II
|
|
|
Item 5. |
|
Market for the Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. |
(a) Hibernia Homestead Bancorp, Inc.s common stock is quoted on the OTC Bulletin Board under
the symbol HIBE. The common stock was issued at a price of $10.00 per share in connection with
the Banks mutual to stock conversion and the initial public offering of the Companys common
stock. The common stock commenced trading on the OTC Bulletin Board on January 28, 2009. As of
March 29, 2011, there were approximately 130 shareholders of record, not including the number of
persons or entities whose stock is held in nominee or street name through various brokerage firms
and banks.
Presented below is the high and low bid information for Hibernias common stock for the
periods presented. High and low sales prices are also presented. The over-the-counter market
quotations reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not
necessarily represent actual transactions. Information relating to bid quotations has been
obtained from the Nasdaq Stock Market, Inc. The Company has not declared or paid cash dividends.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2010 |
|
Quarter Ended |
|
High Bid |
|
|
Low Bid |
|
|
High Sale |
|
|
Low Sale |
|
December 31, 2010 |
|
$ |
|
|
|
$ |
|
|
|
$ |
15.00 |
|
|
$ |
14.50 |
|
September 30, 2010 |
|
|
|
|
|
|
|
|
|
|
14.75 |
|
|
|
14.75 |
|
June 30, 2010 |
|
|
15.45 |
|
|
|
15.45 |
|
|
|
15.50 |
|
|
|
14.05 |
|
March 31, 2010 |
|
|
14.00 |
|
|
|
14.00 |
|
|
|
14.00 |
|
|
|
14.00 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2009 |
|
Quarter Ended |
|
High Bid |
|
|
Low Bid |
|
|
High Sale |
|
|
Low Sale |
|
December 31, 2009 |
|
$ |
13.75 |
|
|
$ |
13.75 |
|
|
$ |
13.75 |
|
|
$ |
13.75 |
|
September 30, 2009 |
|
|
13.90 |
|
|
|
13.90 |
|
|
|
14.00 |
|
|
|
14.00 |
|
June 30, 2009 |
|
|
14.00 |
|
|
|
10.31 |
|
|
|
14.00 |
|
|
|
10.50 |
|
March 31, 2009 |
|
|
10.50 |
|
|
|
10.50 |
|
|
|
12.00 |
|
|
|
10.10 |
|
(b) Not applicable.
(c) Purchases of Equity Securities.
The Companys repurchases of its common stock made during the three month period ended
December 31, 2010, are set forth in the table below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Number of |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares |
|
|
Maximum |
|
|
|
|
|
|
|
|
|
|
|
Purchased as |
|
|
Number of Shares |
|
|
|
Total |
|
|
Average |
|
|
Part of Publicly |
|
|
that May Yet Be |
|
|
|
Number of |
|
|
Price |
|
|
Announced |
|
|
Purchased Under |
|
|
|
Shares |
|
|
Paid per |
|
|
Plans or |
|
|
the Plans or |
|
Period |
|
Purchased |
|
|
Share |
|
|
Programs |
|
|
Programs (a) |
|
|
|
|
|
|
|
|
|
October 1, 2010 October 31, 2010 |
|
|
25,000 |
|
|
$ |
14.55 |
|
|
|
25,000 |
|
|
|
27,883 |
|
November 1, 2010 November 30, 2010 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
27,883 |
|
December 1, 2010 December 31, 2010 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
27,883 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
25,000 |
|
|
$ |
14.55 |
|
|
|
25,000 |
|
|
|
27,883 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
27
The following table represents the purchasing activity of the Recognition and Retention
Plan Trust during the quarter:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Number of |
|
|
Maximum Number |
|
|
|
|
|
|
|
|
|
|
|
Shares Purchased as |
|
|
of Shares that May |
|
|
|
Total Number |
|
|
Average |
|
|
Part of Publicly |
|
|
Yet Be Purchased |
|
|
|
of Shares |
|
|
Price Paid |
|
|
Announced Plans or |
|
|
Under the Plans or |
|
Period |
|
Purchased |
|
|
per Share |
|
|
Programs |
|
|
Programs |
|
|
|
|
|
|
|
|
|
October 1, 2010 October 31, 2010 |
|
|
|
|
|
$ |
|
|
|
|
|
|
|
|
24,533 |
|
November 1, 2010 November 30, 2010 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
24,533 |
|
December 1, 2010 December 31, 2010 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
24,533 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
$ |
|
|
|
|
|
|
|
|
24,533 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Notes to this table: |
|
(a) |
|
The Companys 2009 Recognition and Retention Plan was authorized to purchase up to a maximum of
44,533 shares of common stock, or 4.0% of the common stock sold in the initial public offering
completed on January 27, 2009, as disclosed in the Companys prospectus dated November 12, 2008,
and announced by press release on July 31, 2009. |
|
(b) |
|
On July 30, 2009, the shareholders of Hibernia approved the adoption of the 2009 Recognition
and Retention Plan and Trust Agreement. |
|
|
|
Item 6. |
|
Selected Financial Data. |
Set forth below is selected summary historical financial and other data of Hibernia
Homestead Bancorp, Inc. We have prepared this information using the financial statements
of Hibernia Homestead Bancorp, Inc. and its subsidiary, Hibernia Homestead Bank for the two years
ended December 31, 2010. When you read this summary historical financial data, it is important
that you also read the historical financial statements and related notes contained in Item 8 of
this Form 10-K, as well as Managements Discussion and Analysis of Financial Condition and Results
of Operations.
|
|
|
|
|
|
|
|
|
|
|
At December 31, |
|
(Dollars in thousands, except per share amounts) |
|
2010 |
|
|
2009 |
|
Selected Financial and Other Data: |
|
|
|
|
|
|
|
|
Total assets |
|
$ |
77,253 |
|
|
$ |
66,503 |
|
Cash and cash equivalents |
|
|
4,593 |
|
|
|
6,233 |
|
Investment securities, available for sale |
|
|
4,230 |
|
|
|
8,293 |
|
Loans receivable, net |
|
|
61,953 |
|
|
|
44,987 |
|
Deposits |
|
|
54,607 |
|
|
|
42,640 |
|
FHLB advances and Federal Funds Purchased |
|
|
|
|
|
|
|
|
Equity capital |
|
|
21,953 |
|
|
|
23,396 |
|
Banking offices |
|
|
3 |
|
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
|
For the |
|
|
|
Year Ended December 31, |
|
|
|
2010 |
|
|
2009 |
|
Selected Operating Data: |
|
|
|
|
|
|
|
|
Total interest income |
|
$ |
3,249 |
|
|
$ |
2,541 |
|
Total interest expense |
|
|
636 |
|
|
|
581 |
|
|
|
|
|
|
|
|
Net interest income |
|
|
2,613 |
|
|
|
1,960 |
|
Provision for loan losses |
|
|
64 |
|
|
|
78 |
|
|
|
|
|
|
|
|
Net interest income after provision for loan losses |
|
|
2,549 |
|
|
|
1,882 |
|
Total non-interest income |
|
|
144 |
|
|
|
233 |
|
Total non-interest expense |
|
|
2,783 |
|
|
|
2,605 |
|
|
|
|
|
|
|
|
Loss before income tax benefit |
|
|
(90 |
) |
|
|
(490 |
) |
Income tax benefit |
|
|
(8 |
) |
|
|
(166 |
) |
|
|
|
|
|
|
|
Net loss |
|
$ |
(82 |
) |
|
$ |
(324 |
) |
|
|
|
|
|
|
|
28
|
|
|
|
|
|
|
|
|
|
|
At or For the |
|
|
|
Year Ended December 31, |
|
|
|
2010 |
|
|
2009 |
|
Selected Operating Ratios:(1) |
|
|
|
|
|
|
|
|
Average yield on interest-earning assets |
|
|
5.21 |
% |
|
|
4.92 |
% |
Average rate on interest-bearing liabilities |
|
|
1.42 |
|
|
|
1.65 |
|
Average interest rate spread(2) |
|
|
3.79 |
|
|
|
3.27 |
|
Net interest margin(2) |
|
|
4.19 |
|
|
|
3.79 |
|
Average interest-earning assets to average interest-bearing liabilities |
|
|
137.86 |
|
|
|
146.69 |
|
Net interest income after provision for loan losses to non-interest expense |
|
|
91.59 |
|
|
|
72.26 |
|
Total non-interest expense to average assets |
|
|
3.97 |
|
|
|
4.40 |
|
Efficiency ratio(3) |
|
|
100.94 |
|
|
|
118.77 |
|
Return on average assets |
|
|
(0.12 |
) |
|
|
(0.55 |
) |
Return on average equity |
|
|
(0.36 |
) |
|
|
(1.41 |
) |
Average equity to average assets |
|
|
32.20 |
|
|
|
38.71 |
|
|
|
|
|
|
|
|
|
|
Asset Quality Ratios:(4) |
|
|
|
|
|
|
|
|
Non-performing loans as a percent of total loans receivable, net |
|
|
1.84 |
% |
|
|
0.70 |
% |
Non-performing assets as a percent of total assets |
|
|
1.47 |
|
|
|
0.47 |
|
Allowance for loan losses as a percent of non-performing loans |
|
|
34.62 |
|
|
|
104.76 |
|
Net charge-offs to average loans receivable |
|
|
|
|
|
|
0.06 |
|
|
|
|
|
|
|
|
|
|
Capital Ratios:(5) |
|
|
|
|
|
|
|
|
Tier 1 leverage ratio |
|
|
25.61 |
% |
|
|
29.37 |
% |
Tier 1 risk-based capital ratio |
|
|
35.97 |
% |
|
|
50.41 |
% |
Total risk-based capital ratio |
|
|
36.73 |
% |
|
|
51.31 |
% |
|
|
|
(1) |
|
With the exception of end of period ratios, all ratios are based on average daily balances
during the indicated periods. |
|
(2) |
|
Average interest rate spread represents the difference between the average yield on
interest-earning assets and the average rate paid on interest-bearing liabilities, and net
interest margin represents net interest income as a percentage of average interest-earning
assets. |
|
(3) |
|
The efficiency ratio represents the ratio of non-interest expense divided by the sum of net
interest income and non-interest income. |
|
(4) |
|
Non-performing loans consist of non-accruing loans and accruing loans 90 days or more past
due. Non-performing assets include non-performing loans and real estate owned. Hibernia
Homestead Bank did not have any real estate owned as of the dates indicated. Real estate
owned would consist of real estate acquired through foreclosure and real estate acquired by
acceptance of a deed-in-lieu of foreclosure. |
|
(5) |
|
Capital ratios are end of period ratios. |
|
|
|
Item 7. |
|
Managements Discussion and Analysis of Financial Condition and Results of Operations. |
Overview
Hibernias profitability depends primarily on net interest income, which is the difference
between interest income earned on interest-earning assets, principally loans, and interest expense
paid on interest-bearing liabilities, principally deposits. Net interest income is dependent upon
the level of interest rates and the extent to which such rates are changing. Hibernias
profitability also depends, to a lesser extent, on interest earned on its investment portfolio,
interest-earning deposits in other institutions, non-interest income, borrowings from the Federal
Home Loan Bank of Dallas, provision for loan losses, non-interest expenses and federal income
taxes. For the year ended December 31, 2010, Hibernia Homestead Bancorp, Inc. had a net loss of
$82,000 compared to a net loss of $324,000 for the year ended December 31, 2009. Our net loss in
recent periods has been impacted by high non-interest expense primarily as a result of the
implementation of our business strategy to become a full-service bank by hiring two senior
officers, establishing online banking and debit cards, joining an ATM network in our market area,
additional marketing expense, and legal and accounting professional fees in connection with
financial and SEC reporting requirements.
29
Historically, the Bank has operated as a traditional thrift relying almost exclusively on
long-term, fixed rate single-family residential mortgage loans to generate interest income.
Typically, single-family loans involve a lower degree of risk and carry a lower yield than
commercial real estate, construction, commercial and industrial and
consumer loans. Our loans are primarily funded by certificates of deposit, which typically have a
higher interest rate than savings accounts. At December 31, 2010, certificates of deposit amounted
to 62.8% of total deposits compared to 57.3% of total deposits at December 31, 2009. The decrease
in certificate of deposit interest rates has resulted in higher interest rate spreads in fiscal
2010 compared to fiscal 2009. Although we will continue to attempt to diversify into other deposit
products in order to further improve our net interest margin, we anticipate that certificates of
deposit will continue to be a primary source of funding for our assets in the near term.
Our results of operations are also significantly affected by general economic and competitive
conditions, particularly with respect to changes in interest rates, government policies and actions
of regulatory authorities. Future changes in applicable law, regulations or government policies may
materially affect our financial condition and results of operations.
Business Strategy
Our business strategy is focused on operating a growing and profitable community-oriented
financial institution. Below are certain of the highlights of our business strategy:
|
|
|
Growing Our Loan Portfolio by Adding Commercial Real Estate and Commercial and
Industrial Loans. We plan to originate additional commercial real estate loans secured
by owner-occupied commercial real estate and investment real estate with strong
guarantor support and to develop full service banking relationships with small and
medium-sized businesses in our local market area. We also plan to originate commercial
and industrial loans and lines of credit to established businesses. As a local
community bank with a senior management team that has significant commercial banking
experience in the New Orleans metropolitan area, Hibernia Homestead Bank is positioned
to meet the commercial banking needs of local businesses. Hibernias ability to provide
small and medium-sized commercial banking customers with local decision-making and
personal service is a core marketing focus in competing for commercial loans and
deposits. The Boards and senior managements ties to the local business community and
previous commercial banking relationships also support implementation of the commercial
banking strategy. We will continue to pursue residential lending which we expect will
also be a potential source of core deposit growth, as we will continue to emphasize
developing a full service banking relationship with all of our loan customers. |
|
|
|
Growing our Retail Core Deposits. We plan to continue growing our retail deposits by
emphasizing transactional deposit accounts. Growth of retail core deposits will be
pursued through offering products and services that meet the full service banking needs
of all age groups and continuing to develop more of a sales culture in the branches.
The ability to attract and retain core deposits should also continue to be enhanced by
our affiliation with Community Cash network. As part of the Community Cash network,
customers of Hibernia Homestead Bank have access to over 150 ATMs in the area with no
service fee. To further enhance deposit services Hibernia introduced a new online
banking system in 2009 and converted to a much improved core data processing system in
April 2010. |
|
|
|
Maintaining High Asset Quality. Even with the lingering effects of Hurricane
Katrina from 2005, we continue to maintain exceptional levels of asset quality. At
December 31, 2010, we had six non-performing loans totaling $1.1 million, or 1.8% of
our total loan portfolio. We attribute our high asset quality to our prudent and
conservative underwriting practices, and we intend to maintain high asset quality even
as we increase Hibernia Homestead Banks loan portfolio. |
|
|
|
Continuing to Provide Exceptional Customer Service. As a community oriented savings
bank, we take pride in providing exceptional customer service as a means to attract and
retain customers. The personalized service we deliver to our customers distinguishes
us from the large regional and national banks operating in our market area. Our
management team has strong ties to and deep roots in, the community. We believe that
we know our customers banking needs and can respond quickly to address them. |
30
Critical Accounting Policies
In reviewing and understanding financial information for Hibernia Homestead Bancorp, Inc., you
are encouraged to read and understand the significant accounting policies used in preparing our
financial statements. These policies are described in Note 1 of the notes to our consolidated
financial statements contained in Item 8 of this Form 10-K. The accounting and financial reporting
policies of Hibernia Homestead Bancorp, Inc. conform to U.S. generally accepted accounting
principles and to general practices within the banking industry. Accordingly, the consolidated
financial statements require certain estimates, judgments, and assumptions, which are believed to
be reasonable, based upon the information available. These estimates and assumptions affect the
reported amounts of assets and liabilities at the date of the financial statements and the reported
amounts of income and expenses during the periods presented. The following accounting policies
comprise those that management believes are the most critical to aid in fully understanding and
evaluating our reported financial results. These policies require numerous estimates or economic
assumptions that may prove inaccurate or may be subject to variations which may significantly
affect our reported results and financial condition for the period or in future periods.
Allowance for Loan Losses. The allowance for loan losses is maintained at a level to provide
for probable credit losses related to specifically identified loans and for losses inherent in the
loan portfolio that have been incurred as of the balance sheet date. The allowance is comprised of
specific reserves and a general reserve. Specific reserves are assessed for each loan that is
reviewed for impairment or for which a probable loss has been identified. The reserve related to
loans that are identified as impaired is based on discounted expected future cash flows using the
loans initial effective interest rate, the observable market value of the loan, or the estimated
fair value of the collateral for certain collateral dependent loans. Factors contributing to the
determination of specific reserves include the financial condition of the borrower, changes in the
value of pledged collateral and general economic conditions. General reserves are established
based on historical charge-offs considering factors that include risk rating, concentrations and
loan type. For the general reserve, management also considers trends in delinquencies and
non-accrual loans, concentrations, volatility of risk ratings and the evolving mix in terms of
collateral, relative loan size and the degree of seasoning within the various loan products.
Changes in underwriting standards, credit administration and collection policies, regulation
and other factors which affect the credit quality and collectability of the loan portfolio also
impact the reserve levels. The allowance for loan losses is based on managements estimate of
probable credit losses inherent in the loan portfolio; actual credit losses may vary from the
current estimate. The allowance for loan losses is reviewed periodically, taking into
consideration the risk characteristics of the loan portfolio, past charge-off experience, general
economic conditions and other factors that warrant current recognition. As adjustments to the
allowance for loan losses become necessary, they are reflected as a provision for loan losses in
current-period earnings. Actual loan charge-offs are deducted from and subsequent recoveries of
previously charged-off loans are added to the allowance.
Income Taxes. Deferred income tax assets and liabilities are determined using the liability
(or balance sheet) method. Under this method, the net deferred tax asset or liability is
determined based on the tax effects of the temporary differences between the book and tax bases of
the various assets and liabilities and gives current recognition to changes in tax rates and laws.
Realizing our deferred tax assets principally depends upon our achieving projected future taxable
income. We may change our judgments regarding future profitability due to future market conditions
and other factors. We may adjust our deferred tax asset balances if our judgments change.
Comparison of Financial Condition at December 31, 2010 and December 31, 2009
Hibernias total assets increased $10.8 million, or 16.2%, to $77.3 million at December 31,
2010 compared to $66.5 million at December 31, 2009. This increase was primarily due to an
increase of $17.0 million in net loans receivable, which was partially offset by a decrease of $4.1
million in investment securities available for sale and a decrease of $1.6 million in cash and cash
equivalents.
Loans receivable, net, increased $17.0 million, or 37.7%, to $62.0 million at December 31,
2010 compared to $45.0 million at December 31, 2009. The increase in loans receivable, net was due
primarily to a $5.9 million increase in commercial loans secured by real estate, a $2.4 million
increase in commercial and industrial loans, a $5.7 million increase in one-to-four family
residential mortgage loans, a $3.0 million increase in residential
construction and land loans and a $182,000 increase in home equity lines of credit. The additional
loan volume was primarily funded by our growth in deposits of $12.0 million, and decreases in cash
and cash equivalents of $1.6 million, and investment securities of $4.1 million. During 2010, our
total loan originations and participations purchased amounted to approximately $23.4 million and
loan principal repayments were approximately $6.4 million.
31
Investment securities available for sale decreased $4.1 million, or 49.0%, to $4.2 million at
December 31, 2010 from $8.3 million at December 31, 2009. The decrease in investment securities
was primarily due to maturities, redemptions and sales of securities available-for-sale of $4.0
million received during the period.
Cash and cash equivalents decreased to $4.6 million at December 31, 2010 compared to $6.2
million at December 31, 2009 primarily due to the funding of new loans. Federal Funds sold
decreased from $5.2 million at December 31, 2009 to none at December 31, 2010, as we reinvested our
excess funds in higher earning interest bearing deposits. This decrease was partially offset by an
increase in interest bearing deposits of $4.1 million, from $16,000 at December 31, 2009 to $4.1
million at December 31, 2010. Our interest bearing deposits are primarily held at the Federal
Reserve Bank as of December 31, 2010.
Total liabilities increased $12.2 million, or 28.3%, to $55.3 million at December
31, 2010 compared to $43.1 million at December 31, 2009, due primarily to an increase in deposits
of $12.0 million. The Bank had no Federal Home Loan Bank advances at December 31, 2010 or December
31, 2009, as we continued our strategy in recent periods of managing interest rate risk by paying
down higher cost borrowings.
The increase of $12.0 million in deposits was due primarily to increases of $9.8 million in
certificates of deposit and $2.1 million in transaction accounts. The increase of $9.8 million in
certificates of deposit included an increase in local depositor certificates of $4.2 million, CDARS
brokered certificates of $3.0 million, and certificates obtained through the QwickRate deposit
listing service of $2.6 million. Management attributes the increase in local depositor
certificates of deposit during fiscal 2010 to our strategy of seeking longer term deposits by
competing more aggressively for certificates with terms of one to five years.
Our stockholders equity amounted to $22.0 million at December 31, 2010 compared to $23.4
million at December 31, 2009, a decrease of $1.4 million, or 6.2%. The decrease was due primarily
to purchases of treasury stock and shares to fund our Recognition and Retention Plan and, to a
lesser extent, our net loss for the year. During 2010 we repurchased 80,667 shares of the
Companys common stock as treasury stock and purchased 20,000 shares to fund our Recognition and
Retention Plan for an aggregate cost of approximately $1.4 million.
Comparison of Operating Results for the Years Ended December 31, 2010 and 2009
General. For the year ended December 31, 2010, Hibernia Homestead Bancorp, Inc. had a net
loss of $82,000 compared to a net loss of $324,000 for the year ended December 31, 2009. Our
results for fiscal 2010 reflect an increase in our net interest margin for the year ended December
31, 2010. In addition, our non-interest expenses increased $178,000, or 6.8%, over the prior year
period. Our net interest margin increased by 40 basis points to 4.19% for the year ended December
31, 2010 compared to 3.79% for the year ended December 31, 2009, while our average interest rate
spread improved to 3.79% for the year ended December 31, 2010, compared to 3.27% for the year ended
December 31, 2009. During the year ended December 31, 2010, the average rate paid on certificates
of deposit decreased 46 basis points from 2.30% for the year ended December 31, 2009, to 1.84% for
the year ended December 31, 2010.
Net Interest Income. Net interest income amounted to $2.6 million for the year ended December
31, 2010 compared to $2.0 million for the year ended December 31, 2009. The $653,000, or 33.3%,
increase was primarily due to a $708,000 increase interest income net of an increase in interest
expense of $55,000.
The average interest rate spread increased from 3.27% for the year ended December 31, 2009 to
3.79% for the year ended December 31, 2010 while average net interest-earning assets increased from
$16.4 million to $17.1 million during the same respective periods. Average interest-earning assets
to average interest-bearing liabilities decreased from 146.69% for the year ended December 31, 2009
to 137.86% for the year ended December 31, 2010. The increase in the average interest rate spread
reflects the decrease in average rate paid on interest-bearing liabilities from 1.65% in fiscal
2009 to 1.42% in fiscal 2010, primarily as a result of the decrease in average rate on
certificate of deposit accounts. Net interest margin increased 40 basis points from 3.79% to 4.19%
at December 31, 2009 and 2010, respectively, primarily due to a decrease of 23 basis points in the
average rate paid on interest-bearing liabilities and an increase in average interest-earning
assets for the year ended December 31, 2010 compared to 2009.
32
Interest Income. Hibernias total interest income was $3.2 million for the year ended
December 31, 2010, compared to $2.5 million for the year ended December 31, 2009, a $708,000 or
27.9% increase. The increase in interest income in the year ended December 31, 2010, compared to
the year ended December 31, 2009, was due primarily to increases in average interest-earning
assets, partially offset by decreases in the average yields on loans. The average yield on our
interest-earning assets was 5.21% for the year ended December 31, 2010, compared to 4.92% for 2009.
Average interest-earning assets were $62.3 million for the year ended December 31, 2010, compared
to $51.7 million for 2009.
Interest Expense. Hibernias total interest expense was $636,000 for the year ended December
31, 2010, compared to $581,000 for the year ended December 31, 2009, an increase of $55,000, or
9.5%. The increase in interest expense for the year ended December 31, 2010 was primarily due to
an increase in interest-bearing deposits partially offset by lower average rates of interest paid
on our deposits in fiscal 2010. Our average rate paid on interest-bearing liabilities was 1.42% for
the year ended December 31, 2010, compared to 1.65% for the year ended December 31, 2009.
Non-Interest Income. Hibernias non-interest income consists of rental income, net of related
expenses, fees and service charges, and realized gains and losses on investments.
Hibernias total non-interest income amounted to $144,000 for the year ended December 31,
2010, compared to $233,000 for the year ended December 31, 2009, an $89,000 or 38.2%, decrease. In
2009, non-interest income included an $83,000 realized gain on the sale of available-for-sale
securities which were sold to fund loan originations and a $39,000 gain on the sale of foreclosed
property compared to none in 2010.
Non-Interest Expense. Hibernias total non-interest expense increased by $178,000, or 6.8%,
to $2.8 million for the year ended December 31, 2010, compared to $2.6 million for the year ended
December 31, 2009. The increase in non-interest expense for the year ended December 31, 2010 was
due primarily to an increase in occupancy expense, an increase in employee salary and benefits
expense, an increase in professional fees and data processing expense and Louisiana bank shares tax
expense which became effective for the Company in 2010. These increases were partially offset by
decreases in general insurance and advertising and promotions expense. The higher employee salary
and benefits expense reflects costs associated with the Companys Stock Option Plan and the
Recognition and Retention Plan for equity awards made in the first and second quarter of 2010,
partially offset by lower health insurance expenses. The increase in professional fees for the
year ended December 31, 2010, reflects accounting and legal expense associated with the Companys
financial and SEC reporting requirements as well as $27,000 incurred in connection with Banks 2010
conversion to a fully integrated commercial banking system. The increase in data processing
expense was due primarily to the data processing conversion.
Income Tax Benefit. The income tax benefit amounted to $8,000 and $166,000 for the fiscal
years ended December 31, 2010 and 2009, respectively.
Average Balances, Net Interest Income, and Yields Earned and Rates Paid. The following table
shows for the periods indicated the total dollar amount of interest from average interest-earning
assets and the resulting yields, as well as the interest expense on average interest-bearing
liabilities, expressed both in dollars and rates, and the net interest margin. As Hibernia
Homestead Bank owned no tax-exempt securities during the periods presented, no yield adjustments
were made. All average balances are based on daily averages.
33
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, |
|
|
|
2010 |
|
|
2009 |
|
|
|
|
|
|
|
|
|
|
|
Average |
|
|
|
|
|
|
|
|
|
|
Average |
|
|
|
Average |
|
|
|
|
|
|
Yield/ |
|
|
Average |
|
|
|
|
|
|
Yield/ |
|
|
|
Balance |
|
|
Interest(3) |
|
|
Rate |
|
|
Balance |
|
|
Interest(3) |
|
|
Rate |
|
|
|
(Dollars in thousands) |
|
Interest-earning assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans receivable(1) |
|
$ |
54,084 |
|
|
$ |
3,016 |
|
|
|
5.58 |
% |
|
$ |
36,459 |
|
|
$ |
2,097 |
|
|
|
5.75 |
% |
Investment securities |
|
|
5,837 |
|
|
|
224 |
|
|
|
3.84 |
|
|
|
11,387 |
|
|
|
428 |
|
|
|
3.76 |
|
Other interest-earning assets |
|
|
2,391 |
|
|
|
9 |
|
|
|
0.38 |
|
|
|
3,817 |
|
|
|
16 |
|
|
|
0.41 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total interest-earning assets |
|
|
62,312 |
|
|
|
3,249 |
|
|
|
5.21 |
% |
|
|
51,663 |
|
|
|
2,541 |
|
|
|
4.92 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-interest-earning assets |
|
|
7,752 |
|
|
|
|
|
|
|
|
|
|
|
7,514 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
$ |
70,064 |
|
|
|
|
|
|
|
|
|
|
$ |
59,177 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest-bearing liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Savings, NOW and money market accounts |
|
$ |
16,703 |
|
|
|
114 |
|
|
|
0.68 |
% |
|
$ |
14,393 |
|
|
|
102 |
|
|
|
0.71 |
% |
Certificates of deposit |
|
|
28,301 |
|
|
|
522 |
|
|
|
1.84 |
|
|
|
20,812 |
|
|
|
479 |
|
|
|
2.30 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total interest bearing deposits |
|
|
45,004 |
|
|
|
636 |
|
|
|
1.42 |
|
|
|
35,205 |
|
|
|
581 |
|
|
|
1.65 |
|
FHLB advances and Federal Funds Purchased |
|
|
197 |
|
|
|
|
|
|
|
|
|
|
|
15 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total interest-bearing liabilities |
|
|
45,201 |
|
|
|
636 |
|
|
|
1.42 |
% |
|
|
35,220 |
|
|
|
581 |
|
|
|
1.65 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-interest-bearing liabilities |
|
|
2,299 |
|
|
|
|
|
|
|
|
|
|
|
1,048 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities |
|
|
47,500 |
|
|
|
|
|
|
|
|
|
|
|
36,268 |
|
|
|
|
|
|
|
|
|
Equity |
|
|
22,564 |
|
|
|
|
|
|
|
|
|
|
|
22,909 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and equity |
|
$ |
70,064 |
|
|
|
|
|
|
|
|
|
|
$ |
59,177 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest-earning assets |
|
$ |
17,111 |
|
|
|
|
|
|
|
|
|
|
$ |
16,443 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income; average interest rate spread |
|
|
|
|
|
$ |
2,613 |
|
|
|
3.79 |
% |
|
|
|
|
|
$ |
1,960 |
|
|
|
3.27 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest margin(2) |
|
|
|
|
|
|
|
|
|
|
4.19 |
% |
|
|
|
|
|
|
|
|
|
|
3.79 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average interest-earning assets to
average interest-bearing liabilities |
|
|
|
|
|
|
|
|
|
|
137.86 |
% |
|
|
|
|
|
|
|
|
|
|
146.69 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Includes non-accrual loans for the years ended December 31, 2010 and 2009. Calculated net
of deferred fees and discounts, loans in process and allowance for loan losses. |
|
(2) |
|
Equals net interest income divided by average interest-earning assets. |
|
(3) |
|
Amounts that do not round to $1,000 are reflected as none. |
Rate/Volume Analysis. The following table shows the extent to which changes in interest
rates and changes in volume of interest-earning assets and interest-bearing liabilities affected
our interest income and expense during the periods indicated. For each category of
interest-earning assets and interest-bearing liabilities, information is provided on changes
attributable to (1) changes in rate, which is the change in rate multiplied by prior year volume,
and (2) changes in volume, which is the change in volume multiplied by prior year rate. The
combined effect of changes in both rate and volume has been allocated proportionately to the change
due to rate and the change due to volume.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, |
|
|
Year Ended December 31, |
|
|
|
2010 compared to 2009 |
|
|
2009 compared to 2008 |
|
|
|
Increase (Decrease) Due to |
|
|
Increase (Decrease) Due to |
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
Increase |
|
|
|
|
|
|
|
|
|
|
Increase |
|
|
|
Rate |
|
|
Volume |
|
|
(Decrease) |
|
|
Rate |
|
|
Volume |
|
|
(Decrease) |
|
|
|
(In thousands) |
|
Interest income: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans receivable |
|
$ |
(95 |
) |
|
$ |
1,014 |
|
|
$ |
919 |
|
|
$ |
(132 |
) |
|
$ |
410 |
|
|
$ |
278 |
|
Investment securities |
|
|
5 |
|
|
|
(209 |
) |
|
|
(204 |
) |
|
|
(65 |
) |
|
|
(77 |
) |
|
|
(142 |
) |
Other interest-earning assets |
|
|
|
|
|
|
(7 |
) |
|
|
(7 |
) |
|
|
(49 |
) |
|
|
56 |
|
|
|
7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total interest income |
|
|
(90 |
) |
|
|
798 |
|
|
|
708 |
|
|
|
(246 |
) |
|
|
389 |
|
|
|
143 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Savings, NOW and money market accounts |
|
|
(4 |
) |
|
|
16 |
|
|
|
12 |
|
|
|
(54 |
) |
|
|
19 |
|
|
|
(35 |
) |
Certificates of deposit |
|
|
(129 |
) |
|
|
172 |
|
|
|
43 |
|
|
|
(302 |
) |
|
|
(46 |
) |
|
|
(348 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total deposits |
|
|
(133 |
) |
|
|
188 |
|
|
|
55 |
|
|
|
(356 |
) |
|
|
(27 |
) |
|
|
(383 |
) |
FHLB advances |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(7 |
) |
|
|
(7 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total interest expense |
|
|
(133 |
) |
|
|
188 |
|
|
|
55 |
|
|
|
(356 |
) |
|
|
(34 |
) |
|
|
(390 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase (decrease) in net
interest income |
|
$ |
43 |
|
|
$ |
610 |
|
|
$ |
653 |
|
|
$ |
110 |
|
|
$ |
423 |
|
|
$ |
533 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
34
Provision for Loan Losses. The allowance for loan losses is established through a
provision for loan losses charged to earnings as losses are estimated to have occurred in our loan
portfolio. The allowance for loan losses is maintained at a level to provide for probable credit
losses related to specifically identified loans and for losses inherent in the loan portfolio that
have been incurred as of the balance sheet date. The allowance is comprised of specific reserves
and a general reserve.
Specific reserves are assessed for each loan that is reviewed for impairment or for which a
probable loss has been identified. The reserve related to loans that are identified as impaired is
based on discounted expected future cash flows using the loans initial effective interest rate,
the observable market value of the loan, or the estimated fair value of the collateral for certain
collateral dependent loans. Factors contributing to the determination of specific reserves include
the financial condition of the borrower, changes in the value of pledged collateral and general
economic conditions. General reserves are established based on historical charge-offs considering
factors that include risk rating, concentrations and loan type. For the general reserve,
management also considers trends in delinquencies and non-accrual loans, concentrations, volatility
of risk ratings and the evolving mix in terms of collateral, relative loan size and the degree of
seasoning within the various loan products.
Changes in underwriting standards, credit administration and collection policies, regulation
and other factors which affect the credit quality and collectability of the loan portfolio also
impact the reserve levels. The reserve for loan losses is based on managements estimate of
probable credit losses inherent in the loan portfolio; actual credit losses may vary from the
current estimate. The reserve for loan losses is reviewed periodically, taking into consideration
the risk characteristics of the loan portfolio, past charge-off experience, general economic
conditions and other factors that warrant current recognition. As adjustments to the reserve for
loan losses become necessary, they are reflected as a provision for loan losses in current-period
earnings. Actual loan charge-offs are deducted from and subsequent recoveries of previously
charged-off loans are added to the reserve.
Hibernias nonperforming assets, defined as non-accrual loans, accruing loans past due 90 days
or more and foreclosed real estate, totaled $1.1 million, or 1.47%, of total assets at December 31,
2010, compared to $315,000, or 0.47%, of total assets at December 31, 2009. We did not have any
real estate owned at December 31, 2010 or 2009. The non-performing loans totaling $1.1 million at
December 31, 2010, consist of six loans secured by first mortgages on one-to-four family
residential real estate. Management believes that the allowance for loan and lease losses is
sufficient to cover any losses that may be incurred on these loans.
Loan loss provisions of $64,000 were made to the allowance during the year ended December 31,
2010, compared to $78,000 for the year ended December 31, 2009. To the best of managements
knowledge, the allowance is maintained at a level believed to cover all known and inherent losses
in the loan portfolio, both probable and reasonable.
In 2005, Hurricane Katrina affected the residents and businesses within Hibernia Homestead
Banks market area. The adverse financial impacts of this event on the Banks loan portfolio were
recognized at that time. Management continues to closely monitor the loan portfolio, and no
substantial additional losses directly related to Hurricane Katrina have been experienced to date.
However, the extent to which the still affected areas within Hibernias market eventually recover
is unknown at this time as are the ultimate adverse additional impacts that might have, if any, on
Hibernia Homestead Banks loan portfolio.
35
Exposure to Changes in Interest Rates
Hibernia Homestead Banks ability to maintain net interest income depends upon its ability to
earn a higher yield on assets than the rates it pays on deposits and borrowings. Hibernias
interest-earning assets consist primarily of residential mortgage loans which have fixed rates of
interest and terms up to 30 years, commercial and industrial loans and commercial real estate loans
which have fixed or variable rates of interest and terms up to 10 and 15 years, respectively, and
investment securities with mostly fixed rates of interest and contractual maturities primarily of
one to ten years. Hibernia Homestead Banks interest-bearing liabilities primarily consist of
higher rate certificates of deposit rather than other types of deposit products. Consequently, the
Banks ability to maintain a positive spread between the interest earned on assets and the interest
paid on deposits and borrowings can be adversely affected when market rates of interest rise. At
December 31, 2010 and 2009, certificates of deposit amounted to $34.3 million and $24.4 million,
respectively, or 44.4% and 36.8%, respectively, of total assets at such dates.
Gap Analysis. The matching of assets and liabilities may be analyzed by examining the extent
to which such assets and liabilities are interest rate sensitive and by monitoring a banks
interest rate sensitivity gap. An asset and liability is said to be interest rate sensitive
within a specific time period if it will mature or reprice within that time period. The interest
rate sensitivity gap is defined as the difference between the amount of interest-earning assets
maturing or repricing within a specific time period and the amount of interest-bearing liabilities
maturing or repricing within that same time period. A gap is considered positive when the amount
of interest rate sensitive assets exceeds the amount of interest rate sensitive liabilities. A gap
is considered negative when the amount of interest rate sensitive liabilities exceeds the amount of
interest rate sensitive assets. During a period of rising interest rates, a negative gap would
tend to affect adversely net interest income while a positive gap would tend to result in an
increase in net interest income. Conversely, during a period of falling interest rates, a negative
gap would tend to result in an increase in net interest income while a positive gap would tend to
affect adversely net interest income. Our one-year cumulative interest rate gap as a percentage of
total assets was a positive 1% at December 31, 2010 which means the Bank has more assets repricing
than in does liabilities within one year. In 2010 we became asset sensitive within one year as a
result of increases in variable rate commercial loans and our strategy of seeking longer term
deposits by competing more aggressively for certificates with terms of one to five years. The
addition of longer term certificates has increased our liability sensitivity in the time periods
beyond one year. In order to reduce our intermediate and long term liability sensitivity we
continue to focus on increasing our base of non-interest bearing deposits and our portfolio of
loans with shorter repricing periods.
The following table sets forth the amounts of our interest-earning assets and interest-bearing
liabilities outstanding at December 31, 2010, which we expect, based upon certain assumptions, to
reprice or mature in each of the future time periods shown (the GAP Table). Except as stated
below, the amount of assets and liabilities shown which reprice or mature during a particular
period were determined in accordance with the earlier of term to repricing or the contractual
maturity of the asset or liability. The table sets forth an approximation of the projected
repricing of assets and liabilities at December 31, 2010, on the basis of contractual maturities,
anticipated prepayments, and scheduled rate adjustments within a three-month period and subsequent
selected time intervals. The loan amounts in the table reflect principal balances expected to be
redeployed and/or repriced as a result of contractual amortization and anticipated prepayments of
adjustable-rate loans and fixed-rate loans, and as a result of contractual rate adjustments on
adjustable-rate loans. Annual prepayment rates for adjustable-rate and fixed-rate single-family
and multi-family mortgage loans are assumed to be 0.7%. The weighted-average annual prepayment
rate for mortgage-backed securities is assumed to be 32%. Money market deposit accounts, savings
accounts, NOW accounts and non-interest-bearing checking accounts are assumed to have annual rates
of withdrawal, or decay rates, ranging from 4% to 8.7% in three months or less and 23.7% to 35.9%
in more than one year to three years. See Business of Hibernia Homestead Bank Hibernia
Homestead Banks Lending Activities, Investment Activities and Sources of Funds.
36
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
More than |
|
|
More than |
|
|
More than |
|
|
More |
|
|
|
|
|
|
3 Months |
|
|
3 Months |
|
|
1 Year |
|
|
3 Years |
|
|
than |
|
|
Total |
|
|
|
or Less |
|
|
to 1 Year |
|
|
to 3 Years |
|
|
to 5 Years |
|
|
5 Years |
|
|
Amount |
|
|
|
(Dollars in thousands) |
|
Interest-earning assets(1): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans receivable(2) |
|
$ |
6,511 |
|
|
$ |
9,590 |
|
|
$ |
8,029 |
|
|
$ |
7,868 |
|
|
$ |
30,287 |
|
|
$ |
62,285 |
|
Investment securities and stock |
|
|
1,499 |
|
|
|
1,390 |
|
|
|
1,192 |
|
|
|
28 |
|
|
|
502 |
|
|
|
4,611 |
|
Other interest-earning assets |
|
|
4,212 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,212 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total interest-earning assets |
|
$ |
12,222 |
|
|
$ |
10,980 |
|
|
$ |
9,221 |
|
|
$ |
7,896 |
|
|
$ |
30,789 |
|
|
$ |
71,108 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest-bearing liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Savings accounts |
|
$ |
996 |
|
|
$ |
|
|
|
$ |
5,570 |
|
|
$ |
|
|
|
$ |
|
|
|
$ |
6,566 |
|
Checking accounts |
|
|
388 |
|
|
|
|
|
|
|
3,570 |
|
|
|
|
|
|
|
|
|
|
|
3,958 |
|
Money market accounts |
|
|
665 |
|
|
|
|
|
|
|
5,985 |
|
|
|
|
|
|
|
|
|
|
|
6,650 |
|
Certificate accounts |
|
|
5,770 |
|
|
|
14,961 |
|
|
|
9,528 |
|
|
|
4,018 |
|
|
|
|
|
|
|
34,277 |
|
FHLB advances |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total interest-bearing liabilities |
|
$ |
7,819 |
|
|
$ |
14,961 |
|
|
$ |
24,653 |
|
|
$ |
4,018 |
|
|
$ |
|
|
|
$ |
51,451 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest-earning assets less interest-bearing liabilities |
|
$ |
4,403 |
|
|
$ |
(3,981 |
) |
|
$ |
(15,432 |
) |
|
$ |
3,878 |
|
|
$ |
30,789 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cumulative interest-rate sensitivity gap(3) |
|
$ |
4,403 |
|
|
$ |
422 |
|
|
$ |
(15,010 |
) |
|
$ |
(11,132 |
) |
|
$ |
19,657 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cumulative interest-rate gap as a percentage
of total assets at December 31, 2010 |
|
|
6 |
% |
|
|
1 |
% |
|
|
(19 |
)% |
|
|
(14 |
)% |
|
|
25 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cumulative interest-earning assets as a
percentage of cumulative interest-bearing
liabilities at December 31, 2010 |
|
|
156 |
% |
|
|
102 |
% |
|
|
68 |
% |
|
|
78 |
% |
|
|
138 |
% |
|
|
|
|
|
|
|
(1) |
|
Interest-earning assets are included in the period in which the balances are expected to be
redeployed and/or repriced as a result of anticipated prepayments, scheduled rate adjustments
and contractual maturities. |
|
(2) |
|
For purposes of the gap analysis, loans receivable includes non-performing loans gross of the
allowance for loan losses and undisbursed loan funds. |
|
(3) |
|
Interest-rate sensitivity gap represents the difference between net interest-earning assets
and interest-bearing liabilities. |
Net Portfolio Value and Net Interest Income Analysis. The Banks interest rate
sensitivity also is monitored by management through the use of models which generate estimates of
the change in its net portfolio value (NPV) and net interest income (NII) over a range of
interest rate scenarios. NPV is the present value of expected cash flows from assets, liabilities,
and off-balance sheet contracts. The NPV ratio, under any interest rate scenario, is defined as
the NPV in that scenario divided by the market value of assets in the same scenario. The following
table sets forth the Banks NPV as of December 31, 2010 and reflects the changes to NPV as a result
of immediate and sustained changes in interest rates as indicated.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Change in |
|
|
|
|
|
|
Interest |
|
|
|
|
|
|
Rates |
|
|
|
|
|
|
In Basis Points |
|
Net Portfolio Value |
|
|
NPV as % of Portfolio Value of Assets |
|
(Rate Shock) |
|
Amount |
|
|
$ Change |
|
|
% Change |
|
|
NPV Ratio |
|
|
Change |
|
|
|
(Dollars in thousands) |
|
300bp |
|
$ |
9,953 |
|
|
$ |
(8,610 |
) |
|
|
(46.38 |
)% |
|
|
15.34 |
% |
|
(907) bp |
200 |
|
|
13,572 |
|
|
|
(4,991 |
) |
|
|
(26.89 |
)% |
|
|
19.58 |
% |
|
(483) bp |
100 |
|
|
16,525 |
|
|
|
(2,038 |
) |
|
|
(10.98 |
)% |
|
|
22.60 |
% |
|
(181) bp |
Static |
|
|
18,563 |
|
|
|
|
|
|
|
|
% |
|
|
24.41 |
% |
|
bp |
(100) |
|
|
21,045 |
|
|
|
2,482 |
|
|
|
13.37 |
% |
|
|
26.63 |
% |
|
222 bp |
(200) |
|
|
24,060 |
|
|
|
5,497 |
|
|
|
29.61 |
% |
|
|
29.25 |
% |
|
484 bp |
(300) |
|
|
26,375 |
|
|
|
7,812 |
|
|
|
42.08 |
% |
|
|
31.17 |
% |
|
676 bp |
37
In addition to modeling changes in NPV, we also analyze potential changes to NII for a
twelve-month period under rising and falling interest rate scenarios. The following table shows
our NII model as of December 31, 2010.
|
|
|
|
|
|
|
|
|
|
|
|
|
Change in Interest Rates in Basis Points |
|
|
|
|
|
|
|
|
|
(Rate Shock) |
|
Net Interest Income |
|
|
$ Change |
|
|
% Change |
|
|
|
(Dollars in thousands) |
|
300bp |
|
$ |
2,888 |
|
|
$ |
(181 |
) |
|
|
(5.90 |
)% |
200 |
|
|
2,974 |
|
|
|
(95 |
) |
|
|
(3.10 |
)% |
100 |
|
|
3,042 |
|
|
|
(27 |
) |
|
|
(0.88 |
)% |
Static |
|
|
3,069 |
|
|
|
|
|
|
|
|
% |
(100) |
|
|
3,085 |
|
|
|
16 |
|
|
|
0.52 |
% |
(200) |
|
|
3,005 |
|
|
|
(64 |
) |
|
|
(2.09 |
)% |
(300) |
|
|
2,855 |
|
|
|
(214 |
) |
|
|
(6.97 |
)% |
The above table indicates that as of December 31, 2010, in the event of an immediate and
sustained 300 basis point increase in interest rates, our net interest income for the 12 months
ending December 31, 2011 would be expected to decrease by $181,000, or 5.9%, to $2.9 million.
Qualitative Analysis. Our ability to maintain a positive spread between the
interest earned on assets and the interest paid on deposits and borrowings is affected by changes
in interest rates. Hibernia Homestead Banks fixed-rate loans generally are profitable if interest
rates are stable or declining since these loans have yields that exceed its cost of funds. If
interest rates increase, however, the Bank would have to pay more on its deposits and new
borrowings, which would adversely affect its interest rate spread. In order to counter the
potential effects of dramatic increases in market rates of interest, Hibernia Homestead Bank
intends to originate more variable rate loans and increase core deposits. Hibernia Homestead Bank
also intends to place a greater emphasis on shorter-term consumer loans, including home equity
loans, and commercial and industrial loans.
Liquidity and Capital Resources
Hibernia maintains levels of liquid assets deemed adequate by management. Hibernia adjusts
its liquidity levels to fund deposit outflows, repay its borrowings and to fund loan commitments.
Hibernia also adjusts liquidity as appropriate to meet asset and liability management objectives.
Hibernias primary sources of funds are deposits, amortization and prepayment of loans and
investments, and to a lesser extent, rental income and funds provided from operations. While
scheduled principal repayments on loans and investments are a relatively predictable source of
funds, deposit flows and loan prepayments are greatly influenced by general interest rates,
economic conditions and competition. Hibernia sets the interest rates on its deposits to maintain
a desired level of total deposits. In addition, Hibernia invests excess funds in short-term
interest-earning accounts and other assets, which provide liquidity to meet lending requirements.
Hibernias cash and cash equivalents amounted to $4.6 million at December 31, 2010.
Hibernias primary sources of cash are principal repayments on loans and investments and
increases in deposit accounts. If Hibernia requires funds beyond its ability to generate them
internally, borrowing agreements exist with the Federal Home Loan Bank of Dallas, which provide an
additional source of funds. At December 31, 2010, Hibernia did not have any advances from the
Federal Home Loan Bank of Dallas and had $3.3 million in borrowing capacity. Additionally, at
December 31, 2010, Hibernia was a party to a Master Purchase Agreement with First National Bankers
Bank whereby First National Bankers Bank may sell to Hibernia Homestead Bank Federal Funds in an
amount not to exceed $5.0 million. As of December 31, 2010, Hibernia Homestead Bank had no federal
funds purchased from First National Bankers Bank. As of December 31, 2010, the Bank participated
in the Certificate of Deposit Account Registry Service (CDARS) of Promontory Interfinancial
Network, which allows the Bank to provide FDIC deposit insurance in excess of account coverage
limits by exchanging deposits (known as reciprocal deposits) with other CDARS members. The
Company may also purchase deposits (known as One-Way Buy deposits) from other CDARS members in an
amount not to exceed 10% of the Banks total assets, calculated based on its last quarterly call
report. As of December 31, 2010, the Banks limit for One-Way Buy deposits was $7.2 million based
on total assets on its September 30, 2010
call report. As of December 31, 2010, the Bank had $3.0 million in reciprocal deposits or One-Way
Buy deposits in the CDARS program. Such deposits are generally considered a form of brokered
deposits.
38
At December 31, 2010, Hibernia had outstanding loan commitments of $3.4 million to originate
loans. At December 31, 2010, certificates of deposit scheduled to mature in less than one year
totaled $20.7 million. Based on prior experience, management believes that a significant portion of
such deposits will remain with us, although there can be no assurance that this will be the case.
In addition, in a rising interest rate environment, the cost of such deposits could be
significantly higher upon renewal. Hibernia Homestead Bank intends to utilize its liquidity to
fund its lending activities.
Contractual Cash Obligations. The following tables summarize our contractual cash obligations
at December 31, 2010.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total at |
|
|
Payments Due By Period |
|
|
|
December 31, |
|
|
To |
|
|
1-3 |
|
|
4-5 |
|
|
After 5 |
|
|
|
2010 |
|
|
1 Year |
|
|
Years |
|
|
Years |
|
|
Years |
|
|
|
(In thousands) |
|
Certificates of deposit |
|
$ |
34,277 |
|
|
$ |
20,664 |
|
|
$ |
9,493 |
|
|
$ |
4,120 |
|
|
$ |
|
|
FHLB advances |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total contractual obligations |
|
$ |
34,277 |
|
|
$ |
20,664 |
|
|
$ |
9,493 |
|
|
$ |
4,120 |
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Hibernia Homestead Bank is required to maintain regulatory capital sufficient to meet
tier 1 leverage, tier 1 risk-based and total risk-based capital ratios of at least 4.0%, 4.0% and
8.0%, respectively. At December 31, 2010, Hibernia Homestead Bank exceeded each of its capital
requirements with ratios of 25.61%, 35.97% and 36.73%, respectively.
Off-Balance Sheet Arrangements
In the normal course of operations, we engage in a variety of financial transactions that, in
accordance with generally accepted accounting principles are not recorded in our financial
statements. These transactions involve, to varying degrees, elements of credit, interest rate, and
liquidity risk. Such transactions are used primarily to manage customers requests for funding and
take the form of loan commitments and lines of credit. Our exposure to credit loss from
non-performance by the other party to the above-mentioned financial instruments is represented by
the contractual amount of those instruments. We use the same credit policies in making commitments
and conditional obligations as we do for on-balance sheet instruments. In general, we do not
require collateral or other security to support financial instruments with offbalance sheet
credit risk.
Commitments. The following tables summarize our outstanding commitments to originate loans
and to advance additional amounts pursuant to outstanding letters of credit, lines of credit and
undisbursed construction loans at December 31, 2010.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
Amounts |
|
|
|
|
|
|
Committed |
|
|
|
|
|
|
at |
|
|
Amount of Commitment Expiration - Per Period |
|
|
|
December 31, |
|
|
To |
|
|
1-3 |
|
|
4-5 |
|
|
After 5 |
|
|
|
2010 |
|
|
1 Year |
|
|
Years |
|
|
Years |
|
|
Years |
|
|
|
(In thousands) |
|
Lines of credit |
|
$ |
986 |
|
|
$ |
986 |
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
Undisbursed portion of loans in process |
|
|
2,187 |
|
|
|
2,187 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Commitments to originate loans |
|
|
3,389 |
|
|
|
3,389 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total commitments |
|
$ |
6,562 |
|
|
$ |
6,562 |
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
39
Impact of Inflation and Changing Prices
The consolidated financial statements and related financial data presented herein regarding
Hibernia Homestead Bancorp, Inc. have been prepared in accordance with accounting principles
generally accepted in the United States of America which generally require the measurement of
financial position and operating results in terms of historical dollars, without considering
changes in relative purchasing power over time due to inflation. Unlike most industrial companies,
virtually all of Hibernias assets and liabilities are monetary in nature. As a result, interest
rates generally have a more significant impact on Hibernias performance than does the effect of
inflation. Interest rates do not necessarily move in the same direction or in the same magnitude as
the prices of goods and services, since such prices are affected by inflation to a larger extent
than interest rates.
Recent Accounting Pronouncements
On January 1, 2009, the Company adopted new guidance that related to accounting for
noncontrolling interests in consolidated financial statements. The new accounting guidance
requires that entities provide sufficient disclosures that clearly identify and distinguish
between the interests of the parent and the interests of the non-controlling owners
separately within the consolidated statement of financial condition within equity, but
separate from the parents equity and separately on the face of the consolidated statement
of operations. Further, the new guidance states that changes in a parents ownership
interest while the parent retains its controlling financial interest in its subsidiary
should be accounted for consistently and when a subsidiary is deconsolidated, any retained
non-controlling equity investment in the former subsidiary should be initially measured at
fair value. The adoption of this guidance had no impact on the Companys consolidated
financial statements.
In April 2009, the FASB amended existing guidance for determining whether impairment is
other-than-temporary for debt securities. The guidance requires an entity to assess whether
it intends to sell, or it is more likely than not that it will be required to sell, a
security in an unrealized loss position before recovery of its amortized cost basis. If
either of these criteria are met, the entire difference between amortized cost and fair
value is recognized as impairment through earnings. For securities that do not meet the
aforementioned criteria, the amount of impairment is split into two components as follows:
(1) other-than-temporary impairment (OTTI) related to other factors, which is recognized in
other comprehensive income and (2) OTTI related to credit loss, which must be recognized in
the income statement. The credit loss is defined as the difference between the present value
of the cash flows expected to be collected and the amortized cost basis. Additionally,
disclosures about other-than-temporary impairments for debt and equity securities were
expanded. This guidance was effective for interim and annual reporting periods ending after
June 15, 2009. The adoption of this guidance had no impact on the Company.
FASB ASC Topic
No. 825 Financial Instruments (formerly FSP SFAS 107-1, Interim
Disclosures
about Fair Value of Financial Instruments, which also amended APB Opinion No. 28, Interim
Financial Reporting) was issued in April 2009. This Topic requires disclosures about fair
value of financial instruments for interim reporting periods of publicly traded companies as
well as in annual financial statements. The Topic is effective for interim reporting periods
ending after June 15, 2009. Adoption of this Topic did not have a monetary effect on the
consolidated financial position and results of operations of the Company, but resulted in
expanded disclosures.
In May 2009, FASB issued new guidance relating to subsequent events and established general
standards of accounting for and disclosure of events that occur after the balance sheet date
but before financial statements are issued or are available to be issued. The new guidance
sets forth:
|
|
|
the period after the balance sheet date during which management of a reporting
entity should evaluate events or transactions that may occur for potential recognition
or disclosure in the financial statements; |
|
|
|
|
the circumstances under which an entity should recognize events or transactions
occurring after the balance sheet date in its financial statements; and |
|
|
|
|
the disclosures that an entity should make about events or transactions that
occurred after the balance sheet date. |
The Company has adopted the new guidance that was effective for financial statements issued
for interim and annual periods ending after June 15, 2009. The adoption of this guidance
had no impact on the Companys consolidated financial statements.
40
In June 2009, the FASB replaced The Hierarchy of Generally Accepted Accounting Principles, with the FASB Accounting
Standards CodificationTM (The Codification) as the source of authoritative accounting principles recognized
by the FASB to be applied by nongovernmental entities in the preparation of financial statements in conformity with
U.S. GAAP. Rules and interpretive releases of the Securities and Exchange Commission under authority of federal
securities laws are also sources of authoritative GAAP for SEC registrants. The Codification was effective for
financial statements issued for periods ending after September 15, 2009. The adoption of this guidance had no impact
on the Companys consolidated financial statements.
In June 2009, the FASB issued authoritative guidance that requires an acquirer in a business
combination, upon initially obtaining control of another entity, to recognize the assets,
liabilities and any non-controlling interest in the acquiree at fair value as of the
acquisition date. Any contingent consideration is also required to be recognized and
measured at fair value on the date of acquisition. Acquisition related costs are to be
expensed as incurred. Assets acquired and liabilities assumed in a business combination
that arise from contingencies are to be recognized at fair value if fair value can be
reasonably estimated. This authoritative guidance became effective for business
combinations closing on or after January 1, 2009. The adoption of this guidance had no
impact on the Companys consolidated financial statements.
In June 2009, the FASB changed the accounting guidance for the consolidation of variable
interest entities. The current quantitative-based risks and rewards calculation for
determining which enterprise is the primary beneficiary of the variable interest entity will
be replaced with an approach focused on identifying which enterprise has the power to direct
the activities of a variable interest entity and the obligation to absorb losses of the
entity or the right to receive benefits from the entity. The new guidance became effective
for the Company on January 1, 2010 with no impact on its consolidated financial statements.
In June 2009, the FASB changed the accounting guidance for transfers of financial assets.
The new guidance increases the information that a reporting entity provides in its financial
reports about a transfer of financial assets; the effects of a transfer on its statement of
financial condition, financial performance and cash flows; and a continuing interest in
transferred financial assets. In addition, the guidance amends various concepts associated
with the accounting for transfers and servicing of financial assets and extinguishments of
liabilities including removing the concept of qualified special purpose entities. This new
guidance was adopted by the Company on January 1, 2010 with no impact on its consolidated
financial statements.
In August 2009, the FASB updated its guidance for the fair value measurement of liabilities.
The update provided clarification that in circumstances in which a quoted price in an active
market for the identical liability is not available, a reporting entity is required to
measure fair value of the liability using: (1) the quoted price of the identical liability
when traded as an asset, (2) quoted prices for similar liabilities or similar liabilities
when traded as assets, (3) an income approach, such as a present value technique, or (4) a
market approach such as the amount the reporting entity would pay to transfer the liability
or enter into the identical liability. The update also states that a reporting entity would
not adjust the fair value of a liability for restrictions that prevent the transfer of the
liability. The updated liability fair value measurement guidance is effective as of
September 30, 2009. This update did not have a material effect on the Companys
consolidated financial statements.
41
In January 2010,
the FASB issued ASU 2010-06, Fair Value Measurements and Disclosures
(Topic 820) that requires new disclosures related to fair value measurements and clarifies
existing disclosure requirements about the level of disaggregation, inputs and valuation
techniques. Specifically, reporting entities now must disclose separately the amounts of
significant transfers in and out of Level 1 and Level 2 fair value measurements and describe
the reasons for the transfers. In addition, in the reconciliation for Level 3 fair value
measurements, a reporting entity needs to use judgment in determining the appropriate
classes of assets and liabilities for disclosure of fair value measurement, considering the
level of disaggregated information required by other applicable U.S. GAAP guidance and
should also provide disclosures about the valuation techniques and inputs used to measure
fair value for each class of assets and liabilities. The guidance was effective for
financial statements issued for periods ending after December 15, 2009, except for
disclosures about purchases, sales, issuances and settlements in reconciliation for Level 3
fair value measurements, which will be effective for fiscal years beginning after December
15, 2010. The adoption of this guidance affects only the disclosure requirements and had no
impact on the Companys consolidated statements of operations and condition.
In December 2010, the FASB issued authoritative guidance that modified Step 1 of the
goodwill impairment test for reporting units with zero or negative carrying amounts. For
those reporting units, an entity is required to perform Step 2 of the goodwill impairment
test if it is more likely than not that a goodwill impairment exists. In determining
whether it is more likely than not that a goodwill impairment exists, an entity should
consider whether there are any adverse qualitative factors indicating that an impairment may
exist such as if an event occurs or circumstances change that would more likely than not
reduce the fair value of a reporting unit below its carrying amount. This new authoritative
guidance will be effective on January 1, 2011 and is not expected to have an impact on the
Companys consolidated financial statements.
In January 2011, the FASB issued authoritative guidance that deferred the effective date of
disclosure requirements for public entities about troubled debt restructurings to be
concurrent with the effective date of the guidance for determining what constitutes a
troubled debt restructuring, which is concurrently being addressed by the FASB. The
guidance is anticipated to be effective for interim and annual reporting periods ending
after June 15, 2011.
In July 2010, the FASB issued ASU 2010-20, Disclosures about the Credit Quality of
Financing Receivables and the Allowance for Credit Losses, which amends ASC Topic 310
Receivables. The primary objective of ASU 2010-20 is to provide financial statement users
with greater transparency about an entitys allowance for loan and lease losses (the
Allowance) and the credit quality of its financing receivables. For public entities, the
amendments pertaining to disclosures are effective for interim and annual reporting periods
ending on or after December 15, 2010. The Company adopted the provisions of this ASU in
preparing the Consolidated Financial Statements as of and for the year ended December 31,
2010. As this ASU amends only the disclosure requirements for loans and leases and the
allowance, the adoption had no impact on the Companys consolidated statements of operations
and condition. See Note 3 to the consolidated financial statements for the required
disclosures.
|
|
|
Item 7A. |
|
Quantitative and Qualitative Disclosures about Market Risk. |
Not applicable.
42
|
|
|
Item 8. |
|
Financial Statements and Supplementary Data. |
Report of Independent Registered Public Accounting Firm
To The Board of Directors and Stockholders
Hibernia Homestead Bancorp, Inc.
New Orleans, Louisiana
We have audited the accompanying consolidated balance sheets of Hibernia Homestead Bancorp, Inc.
and Subsidiary (the Company), as of December 31, 2010 and 2009, and the related consolidated
statements of operations, comprehensive loss, changes in equity and cash flows for the years then
ended. These consolidated financial statements are the responsibility of the Companys management.
Our responsibility is to express an opinion on these consolidated financial statements based on
our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight
Board (United States). Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the consolidated financial statements are free of material
misstatement. The Company is not required to have, nor were we engaged to perform an audit of its
internal control over financial reporting. Our audit included consideration of internal control
over financial reporting as a basis for designing audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the effectiveness of the
Companys internal control over financial reporting. Accordingly, we express no such opinion. An
audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in
the consolidated financial statements, assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to above present fairly, in all
material respects, the financial position of Hibernia Homestead Bancorp, Inc., and Subsidiary as of
December 31, 2010 and 2009, and the results of its operations and its cash flows for the years then
ended, in conformity with U.S. generally accepted accounting principles.
A Professional Accounting Corporation
Metairie, LA
March 24, 2011
43
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Consolidated Balance Sheets
December 31, 2010 and 2009
|
|
|
|
|
|
|
|
|
|
|
2010 |
|
|
2009 |
|
|
|
(In Thousands) |
|
Assets |
|
|
|
|
|
|
|
|
Cash, Non-Interest Bearing |
|
$ |
481 |
|
|
$ |
1,067 |
|
Cash, Interest Bearing |
|
|
4,112 |
|
|
|
16 |
|
Federal Funds Sold |
|
|
|
|
|
|
5,150 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Cash and Cash Equivalents |
|
|
4,593 |
|
|
|
6,233 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Certificates of Deposit |
|
|
100 |
|
|
|
475 |
|
Securities Available for Sale |
|
|
4,230 |
|
|
|
8,293 |
|
Loans Receivable, Net |
|
|
61,953 |
|
|
|
44,987 |
|
Accrued Interest Receivable |
|
|
227 |
|
|
|
206 |
|
Investment in FHLB of Dallas Stock |
|
|
171 |
|
|
|
171 |
|
Investment in FNBB Stock |
|
|
210 |
|
|
|
210 |
|
Premises and Equipment, Net |
|
|
4,988 |
|
|
|
5,127 |
|
Deferred Income Taxes |
|
|
528 |
|
|
|
492 |
|
Prepaid Expenses and Other Assets |
|
|
253 |
|
|
|
309 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Assets |
|
$ |
77,253 |
|
|
$ |
66,503 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Equity |
|
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deposits |
|
$ |
54,607 |
|
|
$ |
42,640 |
|
Advance Payments by Borrowers for Taxes and Insurance |
|
|
477 |
|
|
|
386 |
|
Accrued Interest Payable |
|
|
3 |
|
|
|
2 |
|
Accounts Payable and Other Liabilities |
|
|
213 |
|
|
|
79 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Liabilities |
|
|
55,300 |
|
|
|
43,107 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity |
|
|
|
|
|
|
|
|
Preferred Stock, $.01 par value 1,000,000 shares
authorized; none issued |
|
|
|
|
|
|
|
|
Common Stock, $.01 par value 9,000,000 shares authorized;
1,113,334 shares issued; 1,032,667 and 1,113,334 shares
outstanding at December 31, 2010 and 2009, respectively |
|
|
11 |
|
|
|
11 |
|
Additional Paid-in Capital |
|
|
10,466 |
|
|
|
10,365 |
|
Treasury Stock at Cost 80,667 shares at
December 31, 2010 and none at December 31, 2009 |
|
|
(1,152 |
) |
|
|
|
|
Unallocated Common Stock held by: |
|
|
|
|
|
|
|
|
Employee Stock Ownership Plan |
|
|
(819 |
) |
|
|
(855 |
) |
Recognition and Retention Plan |
|
|
(293 |
) |
|
|
|
|
Accumulated Other Comprehensive Income, Net of Tax Effect |
|
|
80 |
|
|
|
133 |
|
Retained Earnings |
|
|
13,660 |
|
|
|
13,742 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Equity |
|
|
21,953 |
|
|
|
23,396 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Liabilities and Equity |
|
$ |
77,253 |
|
|
$ |
66,503 |
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of these consolidated financial statements.
44
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Consolidated Statements of Operations
For the Years Ended December 31, 2010 and 2009
|
|
|
|
|
|
|
|
|
|
|
2010 |
|
|
2009 |
|
|
|
(In Thousands, Except Per Share Data) |
|
Interest Income |
|
|
|
|
|
|
|
|
Loans Receivable |
|
|
|
|
|
|
|
|
Mortgage Loans |
|
$ |
2,243 |
|
|
$ |
1,940 |
|
Commercial Loans |
|
|
761 |
|
|
|
151 |
|
Consumer and Other Loans |
|
|
12 |
|
|
|
6 |
|
Federal Funds Sold and Interest Bearing Deposits |
|
|
9 |
|
|
|
16 |
|
Investment Securities |
|
|
224 |
|
|
|
428 |
|
|
|
|
|
|
|
|
Total Interest Income |
|
|
3,249 |
|
|
|
2,541 |
|
|
|
|
|
|
|
|
|
|
Interest Expense |
|
|
|
|
|
|
|
|
Deposits |
|
|
636 |
|
|
|
581 |
|
|
|
|
|
|
|
|
Total Interest Expense |
|
|
636 |
|
|
|
581 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Interest Income |
|
|
2,613 |
|
|
|
1,960 |
|
|
|
|
|
|
|
|
|
|
Provision for Loan Losses |
|
|
64 |
|
|
|
78 |
|
|
|
|
|
|
|
|
Net Interest Income After Provision for Loan Losses |
|
|
2,549 |
|
|
|
1,882 |
|
|
|
|
|
|
|
|
Non-Interest Income |
|
|
|
|
|
|
|
|
Realized Gains on Investments |
|
|
|
|
|
|
83 |
|
Gains on Sale of Foreclosed Real Estate |
|
|
|
|
|
|
39 |
|
Other Income |
|
|
35 |
|
|
|
24 |
|
Rental Income, Net of Related Expenses |
|
|
109 |
|
|
|
87 |
|
|
|
|
|
|
|
|
Total Non-Interest Income |
|
|
144 |
|
|
|
233 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-Interest Expenses |
|
|
|
|
|
|
|
|
Salaries and Employee Benefits |
|
|
1,219 |
|
|
|
1,164 |
|
Occupancy Expenses |
|
|
438 |
|
|
|
360 |
|
Data Processing |
|
|
319 |
|
|
|
288 |
|
Advertising |
|
|
103 |
|
|
|
137 |
|
Professional Fees |
|
|
274 |
|
|
|
214 |
|
Insurance Expense |
|
|
32 |
|
|
|
81 |
|
Supplies and Stationary |
|
|
75 |
|
|
|
46 |
|
Telephone and Postage |
|
|
55 |
|
|
|
57 |
|
Supervision, Exams and Assessments |
|
|
73 |
|
|
|
78 |
|
Directors Fees |
|
|
51 |
|
|
|
48 |
|
Franchise and Shares Taxes |
|
|
37 |
|
|
|
|
|
Other Operating Expenses |
|
|
107 |
|
|
|
132 |
|
|
|
|
|
|
|
|
Total Non-Interest Expenses |
|
|
2,783 |
|
|
|
2,605 |
|
|
|
|
|
|
|
|
|
|
Loss Before Income Tax Benefit |
|
|
(90 |
) |
|
|
(490 |
) |
Income Tax Benefit |
|
|
(8 |
) |
|
|
(166 |
) |
|
|
|
|
|
|
|
Net Loss |
|
$ |
(82 |
) |
|
$ |
(324 |
) |
|
|
|
|
|
|
|
Loss per Share, Basic |
|
$ |
(0.08 |
) |
|
$ |
(0.29 |
) |
|
|
|
|
|
|
|
Loss per Share, Diluted |
|
$ |
(0.08 |
) |
|
$ |
(0.29 |
) |
|
|
|
|
|
|
|
The accompanying notes are an integral part of these consolidated financial statements.
45
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Consolidated Statements of Comprehensive Loss
For the Years Ended December 31, 2010 and 2009
|
|
|
|
|
|
|
|
|
|
|
2010 |
|
|
2009 |
|
|
|
(In Thousands) |
|
|
|
|
|
|
|
|
|
|
Net Loss |
|
$ |
(82 |
) |
|
$ |
(324 |
) |
|
|
|
|
|
|
|
|
|
Other Comprehensive (Loss) Income, |
|
|
|
|
|
|
|
|
Net of Tax |
|
|
|
|
|
|
|
|
Unrealized (Loss) Gain on Securities Available for Sale |
|
|
(53 |
) |
|
|
25 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Other Comprehensive (Loss) Income |
|
|
(53 |
) |
|
|
25 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Comprehensive Loss |
|
$ |
(135 |
) |
|
$ |
(299 |
) |
|
|
|
|
|
|
|
The accompanying notes are an integral part of these consolidated financial statements.
46
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Consolidated Statements of Changes in Equity
For the Years Ended December 31, 2010 and 2009
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other |
|
|
|
|
|
|
|
|
|
|
|
|
|
Additional |
|
|
|
|
|
|
Common |
|
|
Common |
|
|
Comprehensive |
|
|
|
|
|
|
|
|
|
Common |
|
|
Paid-in |
|
|
Treasury |
|
|
Stock held |
|
|
Stock held |
|
|
Income |
|
|
Retained |
|
|
|
|
|
|
Stock |
|
|
Capital |
|
|
Stock |
|
|
by ESOP |
|
|
by RRP |
|
|
(Loss) |
|
|
Earnings |
|
|
Total |
|
|
|
(In Thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance January 1, 2009 |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
108 |
|
|
$ |
14,066 |
|
|
$ |
14,174 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Issuance of Common Stock |
|
|
11 |
|
|
|
10,356 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10,367 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares Purchased for ESOP |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(891 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(891 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ESOP Stock Released for Allocation |
|
|
|
|
|
|
9 |
|
|
|
|
|
|
|
36 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
45 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Loss |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(324 |
) |
|
|
(324 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Comprehensive Income, Net
of Applicable Deferred Taxes |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
25 |
|
|
|
|
|
|
|
25 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance December 31, 2009 |
|
|
11 |
|
|
|
10,365 |
|
|
|
|
|
|
|
(855 |
) |
|
|
|
|
|
|
133 |
|
|
|
13,742 |
|
|
|
23,396 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares Purchased for RRP |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(293 |
) |
|
|
|
|
|
|
|
|
|
|
(293 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchase of Treasury Stock |
|
|
|
|
|
|
|
|
|
|
(1,152 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1,152 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ESOP Stock Released for Allocation |
|
|
|
|
|
|
16 |
|
|
|
|
|
|
|
36 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
52 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RRP Stock Earned |
|
|
|
|
|
|
22 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
22 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock-Based Compensation Cost |
|
|
|
|
|
|
63 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
63 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Loss |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(82 |
) |
|
|
(82 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Comprehensive Loss, Net
of Applicable Deferred Taxes |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(53 |
) |
|
|
|
|
|
|
(53 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance December 31, 2010 |
|
$ |
11 |
|
|
$ |
10,466 |
|
|
$ |
(1,152 |
) |
|
$ |
(819 |
) |
|
$ |
(293 |
) |
|
$ |
80 |
|
|
$ |
13,660 |
|
|
$ |
21,953 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of these consolidated financial statements.
47
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Consolidated Statements of Cash Flows
For the Years Ended December 31, 2010 and 2009
|
|
|
|
|
|
|
|
|
|
|
2010 |
|
|
2009 |
|
|
|
(In Thousands) |
|
Cash Flows from Operating Activities |
|
|
|
|
|
|
|
|
Net Loss |
|
$ |
(82 |
) |
|
$ |
(324 |
) |
Adjustments to Reconcile Net Loss to |
|
|
|
|
|
|
|
|
Net Cash Provided by (Used in) Operating Activities |
|
|
|
|
|
|
|
|
Provision for Loan Losses |
|
|
64 |
|
|
|
78 |
|
Foreclosed Assets Valuation Adjustment |
|
|
|
|
|
|
10 |
|
Deferred Income Taxes |
|
|
(8 |
) |
|
|
(165 |
) |
Depreciation and Amortization |
|
|
287 |
|
|
|
275 |
|
Net Discount Accretion |
|
|
(9 |
) |
|
|
(19 |
) |
Gain on Sale of Securities |
|
|
|
|
|
|
(83 |
) |
Gain on Sale of Foreclosed Real Estate |
|
|
|
|
|
|
(39 |
) |
Loss on Disposal of Premises and Equipment |
|
|
1 |
|
|
|
|
|
Non-Cash Compensation |
|
|
137 |
|
|
|
45 |
|
(Increase) Decrease in: |
|
|
|
|
|
|
|
|
Accrued Interest Receivable |
|
|
(21 |
) |
|
|
(14 |
) |
Prepaid Expenses and Other Assets |
|
|
56 |
|
|
|
559 |
|
(Decrease) Increase in: |
|
|
|
|
|
|
|
|
Accrued Interest Payable |
|
|
1 |
|
|
|
(5 |
) |
Accounts Payable and Other Liabilities |
|
|
134 |
|
|
|
(403 |
) |
|
|
|
|
|
|
|
Net Cash Provided by (Used in) Operating Activities |
|
|
560 |
|
|
|
(85 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash Flows from Investing Activities |
|
|
|
|
|
|
|
|
Net Increase in Loans Receivable |
|
|
(17,030 |
) |
|
|
(12,964 |
) |
Purchase of Certificates of Deposit |
|
|
(100 |
) |
|
|
(1,055 |
) |
Purchase of Securities Available for Sale |
|
|
|
|
|
|
(2,527 |
) |
Maturities and Redemptions of Certificates of Deposit |
|
|
475 |
|
|
|
580 |
|
Maturities, Redemptions and Sales of Securities Available for Sale |
|
|
3,991 |
|
|
|
6,320 |
|
Proceeds on Sale of Foreclosed Real Estate |
|
|
|
|
|
|
247 |
|
Improvements to Foreclosed Real Estate |
|
|
|
|
|
|
(46 |
) |
Purchase of Premises and Equipment |
|
|
(149 |
) |
|
|
(56 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Cash Used in Investing Activities |
|
|
(12,813 |
) |
|
|
(9,501 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash Flows from Financing Activities |
|
|
|
|
|
|
|
|
Net Increase (Decrease) in Deposits |
|
|
11,967 |
|
|
|
(503 |
) |
Net Increase (Decrease) in Advance Payments by Borrowers |
|
|
91 |
|
|
|
(24 |
) |
Proceeds from Issuance of Common Stock |
|
|
|
|
|
|
11,133 |
|
Cost of Issuance of Common Stock |
|
|
|
|
|
|
(766 |
) |
Purchase of Treasury Stock |
|
|
(1,152 |
) |
|
|
|
|
Purchase of Stock for RRP |
|
|
(293 |
) |
|
|
|
|
Purchase of Stock for ESOP |
|
|
|
|
|
|
(891 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Cash Provided by Financing Activities |
|
|
10,613 |
|
|
|
8,949 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Decrease in Cash and Cash Equivalents |
|
|
(1,640 |
) |
|
|
(637 |
) |
Cash and Cash Equivalents, Beginning of Year |
|
|
6,233 |
|
|
|
6,870 |
|
|
|
|
|
|
|
|
Cash and Cash Equivalents, End of Year |
|
$ |
4,593 |
|
|
$ |
6,233 |
|
|
|
|
|
|
|
|
Supplemental Schedule of Cash Flow Information |
|
|
|
|
|
|
|
|
Cash Paid for Interest on Deposits |
|
$ |
635 |
|
|
$ |
586 |
|
|
|
|
|
|
|
|
Cash Paid for Income Taxes |
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
|
|
Market Value Adjustment for (Loss) Gain on Securities Available for Sale |
|
$ |
(80 |
) |
|
$ |
37 |
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of these consolidated financial statements.
48
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
|
|
|
Note 1. |
|
Nature of Operations and Summary of Significant Accounting Policies |
Nature of Operations
On January 27, 2009, Hibernia Homestead Bank (the Bank) completed its conversion from a
mutual to a stock form of organization as a subsidiary of Hibernia Homestead Bancorp, Inc.
(the Holding Company or the Company), and the Holding Company completed an initial public
offering in which it issued 1,113,334 shares of its common stock for a total of $11,133,340
in gross offering proceeds.
Hibernia Homestead Bank is a Louisiana-chartered and FDIC-insured savings bank and provides
a variety of financial services to individual and commercial customers through its three
branches in New Orleans and Metairie, Louisiana. The Banks primary deposit products are
checking accounts, money market accounts and interest bearing savings, and certificates of
deposit. Its primary lending products are residential mortgage loans, commercial loans
secured by real estate, and commercial and industrial loans. The Bank primarily provides
services to customers in the New Orleans, Metairie and surrounding areas.
The Banks operations are subject to customary business risks associated with activities of
a financial institution. Some of those risks include competition from other institutions
and changes in economic conditions, interest rates and regulatory requirements.
In August 2005 Hurricane Katrina caused wide-spread devastation in the areas in which the
Bank operates, and certain of the affected areas are still in the process of recovering from
the adverse impacts caused by the hurricane. The adverse financial effects of that
catastrophe upon the Bank were recognized in its financial statements at that time. To date
no significant additional adverse effects have manifested themselves. However, since some
areas within the Banks market are still recovering, whether the extent to which those areas
eventually recover could adversely affect the future financial condition of area businesses,
and the degree of such adverse impacts, if any, is unknown at this time.
Principles of Consolidation
The consolidated financial statements include the accounts of the Company and its wholly
owned subsidiary, Hibernia Homestead Bank. All significant intercompany balances and
transactions between the Company and its wholly owned subsidiary have been eliminated.
Use of Estimates
The preparation of financial statements in conformity with U.S. generally accepted
accounting principles (U.S. GAAP) requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of contingent assets
and liabilities at the date of the consolidated financial statements and the reported
amounts of revenues and expenses during the reporting period. Actual results could differ
from those estimates. Material estimates that are particularly susceptible to significant
change relate to the determination of the allowance for losses on loans and the valuation of
real estate acquired in connection with foreclosures or in satisfaction of loans. In
connection with the determination of the allowance for losses on loans and foreclosed real
estate, management obtains independent appraisals for significant properties.
A majority of the Companys loan portfolio consists of single-family residential loans in
the metropolitan New Orleans area. In recent periods, we began offering commercial real
estate loans on both owner-occupied and non-owner occupied properties. It is our policy to
lend in a first lien position on such properties. During the second quarter of 2010, the
Company also began making commercial and industrial loans. Residential mortgage loans and
commercial loans are expected to be repaid from the cash flows of the customers. Some of
the activities that the economy of this region is dependent upon include the petrochemical
industry, the port of New Orleans, healthcare and tourism. Significant declines in economic
activities in these areas could affect the borrowers ability to repay loans and cause a
decline in value of assets securing the loan portfolio.
49
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
|
|
|
Note 1. |
|
Nature of Operations and Summary of Significant Accounting Policies (Continued) |
Use of Estimates (Continued)
While management uses available information to recognize losses on loans and foreclosed real
estate, future additions to the allowances may be necessary based on changes in local
economic conditions. In addition, regulatory agencies, as an integral part of their
examination process, periodically review the Companys allowances for losses on loans and
foreclosed real estate. Such agencies may require the Company to recognize additions to the
allowances based on their judgments about information available to them at the time of their
examination. Because of these factors, it is reasonably possible that the allowances for
losses on loans and foreclosed real estate may change in the near term.
Cash Equivalents
Cash equivalents consist of cash on hand and in banks and federal funds sold. For purposes
of the consolidated statements of cash flows, the Company considers all highly liquid debt
instruments with original maturities, when purchased, of less than three months to be cash
equivalents.
Loans Receivable
Loans receivable are stated at unpaid principal balances, less the allowance for loan
losses, and net of deferred loan origination fees, direct origination costs and discounts.
In July 2010, the Financial Accounting Standard Board (the FASB) issued Accounting Standards
Update (ASU) No. 2010-20, Disclosures about the Credit Quality of Financing Receivables and
the Allowance for Credit Losses, which requires that the Company provide a greater level of
disaggregated information about the credit quality of the Companys loans and leases and the
allowance for loan and lease losses (the Allowance). This ASU also requires the Company to
disclose on a prospective basis, additional information related to credit quality
indicators, non-accrual loans and leases and past due information. The Company adopted the
provisions of this ASU in preparing the consolidated financial statements as of and for the
year ended December 31, 2010. As this ASU amends only the disclosure requirements for loans
and leases and the allowance, the adoption had no impact on the Companys consolidated
statements of operations and condition. See Note 3 to the consolidated financial statements
for the required disclosures.
Interest on Loans
Interest on mortgage and commercial loans is credited to income as earned. An allowance is
established for interest accrued on loans contractually delinquent three months or more.
Unearned discounts on mortgage and commercial loans are taken into income over the life of
the loan using the interest method. Interest on savings account loans is credited to income
as earned using the simple interest method.
Allowance for Loan Losses
The allowance for loan losses is maintained to provide for probable credit losses related to
specifically identified loans and for losses inherent in the loan portfolio that have been
incurred as of the consolidated balance sheet date. The allowance is comprised of specific
allowances and a general allowance.
Specific allowances are assessed for each loan that is identified as impaired and for which
a probable loss has been identified. The allowance related to impaired loans is based on
discounted expected future cash flows (using the loans initial effective interest rate),
the observable market value of the loan, or the estimated fair value of the collateral for
certain collateral dependent loans. Factors contributing to the determination of specific
allowances include the financial condition of the borrower, changes in the value of pledged
collateral and general economic conditions.
50
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
|
|
|
Note 1. |
|
Nature of Operations and Summary of Significant Accounting Policies (Continued) |
Allowance for Loan Losses (Continued)
General allowances are established for each loan class. Loans that have been identified as
impaired are excluded from the homogenous pools; the remaining loans are then collectively
evaluated. The Companys evaluations are based on historical charge-offs considering
factors that include risk rating, concentrations and loan type. These allowances, which are
judgmentally determined, generally serve to compensate for the uncertainty in estimating
loan losses, particularly in times of changing economic conditions, and consider the
possibility of improper risk rating and possible over or under allocation of specific
allowances. It also considers the lagging impact of historical charge-off ratios in periods
where future charge-offs are expected to increase or decrease significantly. In addition,
the general allowances consider trends in delinquencies and non-accrual loans,
concentrations, the volatility of risk ratings and the evolving portfolio mix in terms of
collateral, relative loan size and the degree of seasoning within the various loan products.
Changes in underwriting standards, credit administration and collection policies, regulation
and other factors which affect the credit quality and collectability of the loan portfolio
also impact the general allowance levels. The allowance for loan losses is based on
managements estimate of probable credit losses inherent in the loan portfolio; actual
credit losses may vary from the current estimate. The allowance for loan losses is reviewed
periodically, taking into consideration the risk characteristics of the loan portfolio, past
charge-off experience, general economic conditions and other factors that warrant current
recognition. As adjustments to the allowance for loan losses become necessary, they are
reflected as a provision for loan losses in current-period earnings. Actual loan
charge-offs are deducted from and subsequent recoveries of previously charged-off loans are
added to the allowance.
Impaired Loans
FASB ASC Topic 310 Receivables (which includes former Statement of Financial Accounting
Standards (SFAS) No. 114, Accounting by Creditors for Impairment of a Loan and SFAS No. 118,
Accounting by Creditors for Impairment of a Loan Income Recognition and Disclosures),
requires that impaired loans be measured based on the present value of expected future cash
flows discounted at the loans original effective interest rate. As a practical expedient,
impairment may be measured based on the loans observable market price or the fair value of
the collateral if the loan is collateral dependent. When the measure of the impaired loan
is less than the recorded investment in the loan, the impairment is recorded through a
valuation allowance. This valuation allowance is recorded in the allowance for loan losses
on the balance sheet.
Interest payments received on impaired loans are recorded as interest income unless
collection of the remaining recorded investment is doubtful, at which time payments received
are recorded as reductions of principal. Changes in the present value due to the passage of
time are recorded as interest income, while changes in estimated cash flows are recorded in
the provision for loan losses.
Loan Origination Fees and Related Costs
The Company has adopted the provisions of FASB ASC Topic 310 Receivables (which includes
former SFAS No. 91, Accounting for Nonrefundable Fees and Costs Associated with Originating
or Acquiring Loans and Indirect Costs of Leases). Accordingly, loan origination fees and
certain direct loan origination costs are deferred, and the net fee or cost is recognized as
an adjustment to interest income using the interest method over the contractual life of the
loans, adjusted for any prepayments.
Securities
FASB ASC Topic 320 Investments-Debt and Equity Securities (which includes former SFAS No.
115, Accounting for Certain Investments in Debt and Equity Securities), requires the
classification of securities into one of three categories: trading, available for sale or
held to maturity.
51
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
|
|
|
Note 1. |
|
Nature of Operations and Summary of Significant Accounting Policies (Continued) |
Securities (Continued)
Management determines the appropriate classification of debt securities at the time of
purchase and re-evaluates this classification periodically. Trading account securities are
held for resale in anticipation of short-term market movements. Debt securities are
classified as held to maturity when the Company has the positive intent and ability to hold
the securities to maturity. Securities not classified as held to maturity or trading are
classified as available for sale.
Trading account securities are carried at market value. Gains and losses, both realized and
unrealized, are reflected in earnings.
Held to maturity securities are stated at amortized cost. Available for sale securities are
stated at fair value, with unrealized gains and losses, net of applicable deferred income
taxes, reported in a separate component of other comprehensive income. The amortized cost
of debt securities classified as held to maturity or available for sale is adjusted for
amortization of premiums and accretion of discounts to maturity or, in the case of
mortgage-backed securities, over the estimated life of the security. Amortization,
accretion and accruing interest are included in interest income on securities. Realized
gains and losses, and declines in value judged to be other than temporary, are included in
net securities gains. The cost of securities sold is determined based on the specific
identification method.
Impaired Securities
Securities available for sale or held to maturity in which, after acquisition, the Company
believes it will not be able to collect all amounts due according to its contractual terms
are considered to be other-than-temporarily impaired. In accordance with U.S. generally
accepted accounting principles, securities considered to be other-than-temporarily impaired
are written down to fair value, and any unrealized loss is charged to net income. The
written down amount then becomes the securitys new cost basis.
Investment in FHLB of Dallas and FNBB Stock
The Company maintains investments in membership stocks of the Federal Home Loan Bank (FHLB)
of Dallas and the First National Bankers Bank (FNBB). The carrying amounts of these
investments are stated at cost. The Bank is required by law to have an investment in stock
of the FHLB of Dallas. For 2010, the membership investment requirement is 0.06% of the
members total assets, and the activity-based requirement is 4.1% of advances and applicable
Mortgage Partnership Finance assets.
Foreclosed Real Estate
Real estate acquired through, or in lieu of, foreclosure is initially recorded at the lower
of cost (principal balance of the former mortgage loan plus costs of obtaining title and
possession) or fair value at the date of acquisition. Costs relating to development and
improvement of property are capitalized, whereas costs relating to the holding of property
are expensed.
Management periodically performs valuations, and an allowance for losses is established by a
charge to operations if the carrying value of a property exceeds its estimated net
realizable value.
Premises and Equipment
Premises and equipment are stated at cost less accumulated depreciation and amortization.
Depreciation is calculated on a straight-line basis over the estimated useful lives of the
assets. Estimated lives are 7 to 30 years for buildings and improvements and 3 to 10 years
for furniture and equipment.
52
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
|
|
|
Note 1. |
|
Nature of Operations and Summary of Significant Accounting Policies (Continued) |
Income Taxes
The Company recognizes income taxes in accordance with FASB ASC Topic No. 740 Income Taxes
(formerly SFAS No. 109, Accounting for Income Taxes). Topic 740 uses the asset and
liability method of accounting for income taxes. Under the asset and liability method,
deferred income taxes are recognized for the tax consequences of temporary differences by
applying enacted statutory tax rates applicable to future years to the difference between
financial statement carrying amounts and the tax basis of existing assets and liabilities.
Deferred taxes are also recognized for operating losses and tax credits that are available
to offset future income taxes.
When tax returns are filed, it is highly certain that some positions taken would be
sustained upon examination by the taxing authorities, while others are subject to
uncertainty about the merits of the position taken or the amount of the position that would
be ultimately sustained. The benefit of a tax position is recognized in the consolidated
financial statements in the period during which, based on all available evidence, management
believes it is more likely than not that the position will be sustained upon examination,
including the resolution of appeals or litigation processes, if any.
Tax positions taken are not offset or aggregated with other positions. Tax positions that
meet the more-likely-than-not recognition threshold are measured as the largest amount of
tax benefit that is more than 50% likely of being realized upon settlement with the
applicable taxing authority. The portion of the benefits associated with tax positions
taken that exceeds the amount measured as described above would be reflected as a liability
for unrecognized tax benefits in the consolidated balance sheets along with any associated
interest or penalties that would be payable to the taxing authorities upon examination.
Interest and/or penalties associated with unrecognized tax benefits, if any, would be
classified as additional income taxes in the consolidated statements of operations.
While the Bank is exempt from Louisiana income tax, it is subject to the Louisiana Ad
Valorem Tax, commonly referred to as the Louisiana Share Tax, which is based on
stockholders equity and net income.
Earnings Per Share
Earnings per share represent income available to common shareholders divided by the
weighted-average number of common shares outstanding during the period. Diluted earnings
per share reflect additional common shares that would have been outstanding if dilutive
potential common shares had been issued, as well as any adjustment to income that would
result from the assumed issuance.
Comprehensive Income
The Company reports comprehensive income in accordance with FASB ASC Topic No. 220
Comprehensive Income (formerly SFAS No. 130, Reporting Comprehensive Income). Topic 220
establishes standards for reporting and presentation of comprehensive income and its
components in a full set of financial statements. Comprehensive income consists of net
income (loss) and net unrealized gains (losses) on securities and is presented in the
consolidated statements of changes in equity and comprehensive loss. Topic 220 requires
only additional disclosures in the financial statements; it does not affect the Companys
financial position or results of operations.
Statements of Cash Flows
The statements of cash flows were prepared in accordance with the provisions of FASB ASC
Topic No. 230 Statement of Cash Flows (formerly SFAS No. 104, Statement of Cash Flows -
Net Reporting of Certain Cash Receipts and Cash Payments and Classification of Cash Flows
from Hedging Transactions). This Topic permits certain financial institutions to report, in
a statement of cash flows, net receipts and payments for deposits placed, time deposits
accepted and repaid and loans made and collected. Additionally, in accordance with U.S.
generally accepted accounting principles, interest credited directly to deposit accounts has
been accounted for as operating cash payments.
53
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
|
|
|
Note 1. |
|
Nature of Operations and Summary of Significant Accounting Policies (Continued) |
Recent Accounting Pronouncements
On January 1, 2009, the Company adopted new guidance that related to accounting for
noncontrolling interests in consolidated financial statements. The new accounting guidance
requires that entities provide sufficient disclosures that clearly identify and distinguish
between the interests of the parent and the interests of the non-controlling owners
separately within the consolidated statement of financial condition within equity, but
separate from the parents equity and separately on the face of the consolidated statement
of operations. Further, the new guidance states that changes in a parents ownership
interest while the parent retains its controlling financial interest in its subsidiary
should be accounted for consistently and when a subsidiary is deconsolidated, any retained
non-controlling equity investment in the former subsidiary should be initially measured at
fair value. The adoption of this guidance had no impact on the Companys consolidated
financial statements.
In April 2009, the FASB amended existing guidance for determining whether impairment is
other-than-temporary for debt securities. The guidance requires an entity to assess whether
it intends to sell, or it is more likely than not that it will be required to sell, a
security in an unrealized loss position before recovery of its amortized cost basis. If
either of these criteria are met, the entire difference between amortized cost and fair
value is recognized as impairment through earnings. For securities that do not meet the
aforementioned criteria, the amount of impairment is split into two components as follows:
(1) other-than-temporary impairment (OTTI) related to other factors, which is recognized in
other comprehensive income and (2) OTTI related to credit loss, which must be recognized in
the income statement. The credit loss is defined as the difference between the present value
of the cash flows expected to be collected and the amortized cost basis. Additionally,
disclosures about other-than-temporary impairments for debt and equity securities were
expanded. This guidance was effective for interim and annual reporting periods ending after
June 15, 2009. The adoption of this guidance had no impact on the Company.
FASB ASC Topic
No. 825 Financial Instruments (formerly FSP SFAS 107-1, Interim
Disclosures
about Fair Value of Financial Instruments, which also amended APB Opinion No. 28, Interim
Financial Reporting) was issued in April 2009. This Topic requires disclosures about fair
value of financial instruments for interim reporting periods of publicly traded companies as
well as in annual financial statements. The Topic is effective for interim reporting periods
ending after June 15, 2009. Adoption of this Topic did not have a monetary effect on the
consolidated financial position and results of operations of the Company, but resulted in
expanded disclosures.
In May 2009, FASB issued new guidance relating to subsequent events and established general
standards of accounting for and disclosure of events that occur after the balance sheet date
but before financial statements are issued or are available to be issued. The new guidance
sets forth:
|
|
|
the period after the balance sheet date during which management of a reporting
entity should evaluate events or transactions that may occur for potential recognition
or disclosure in the financial statements; |
|
|
|
|
the circumstances under which an entity should recognize events or transactions
occurring after the balance sheet date in its financial statements; and |
|
|
|
|
the disclosures that an entity should make about events or transactions that
occurred after the balance sheet date. |
The Company has adopted the new guidance that was effective for financial statements issued
for interim and annual periods ending after June 15, 2009. The adoption of this guidance
had no impact on the Companys consolidated financial statements.
54
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
|
|
|
Note 1. |
|
Nature of Operations and Summary of Significant Accounting Policies (Continued) |
Recent Accounting Pronouncements (Continued)
In June 2009, the FASB replaced The Hierarchy of Generally Accepted Accounting Principles, with the FASB Accounting
Standards CodificationTM (The Codification) as the source of authoritative accounting principles recognized
by the FASB to be applied by nongovernmental entities in the preparation of financial statements in conformity with
U.S. GAAP. Rules and interpretive releases of the Securities and Exchange Commission under authority of federal
securities laws are also sources of authoritative GAAP for SEC registrants. The Codification was effective for
financial statements issued for periods ending after September 15, 2009. The adoption of this guidance had no impact
on the Companys consolidated financial statements.
In June 2009, the FASB issued authoritative guidance that requires an acquirer in a business
combination, upon initially obtaining control of another entity, to recognize the assets,
liabilities and any non-controlling interest in the acquiree at fair value as of the
acquisition date. Any contingent consideration is also required to be recognized and
measured at fair value on the date of acquisition. Acquisition related costs are to be
expensed as incurred. Assets acquired and liabilities assumed in a business combination
that arise from contingencies are to be recognized at fair value if fair value can be
reasonably estimated. This authoritative guidance became effective for business
combinations closing on or after January 1, 2009. The adoption of this guidance had no
impact on the Companys consolidated financial statements.
In June 2009, the FASB changed the accounting guidance for the consolidation of variable
interest entities. The current quantitative-based risks and rewards calculation for
determining which enterprise is the primary beneficiary of the variable interest entity will
be replaced with an approach focused on identifying which enterprise has the power to direct
the activities of a variable interest entity and the obligation to absorb losses of the
entity or the right to receive benefits from the entity. The new guidance became effective
for the Company on January 1, 2010 with no impact on its consolidated financial statements.
In June 2009, the FASB changed the accounting guidance for transfers of financial assets.
The new guidance increases the information that a reporting entity provides in its financial
reports about a transfer of financial assets; the effects of a transfer on its statement of
financial condition, financial performance and cash flows; and a continuing interest in
transferred financial assets. In addition, the guidance amends various concepts associated
with the accounting for transfers and servicing of financial assets and extinguishments of
liabilities including removing the concept of qualified special purpose entities. This new
guidance was adopted by the Company on January 1, 2010 with no impact on its consolidated
financial statements.
In August 2009, the FASB updated its guidance for the fair value measurement of liabilities.
The update provided clarification that in circumstances in which a quoted price in an active
market for the identical liability is not available, a reporting entity is required to
measure fair value of the liability using: (1) the quoted price of the identical liability
when traded as an asset, (2) quoted prices for similar liabilities or similar liabilities
when traded as assets, (3) an income approach, such as a present value technique, or (4) a
market approach such as the amount the reporting entity would pay to transfer the liability
or enter into the identical liability. The update also states that a reporting entity would
not adjust the fair value of a liability for restrictions that prevent the transfer of the
liability. The updated liability fair value measurement guidance is effective as of
September 30, 2009. This update did not have a material effect on the Companys
consolidated financial statements.
55
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
|
|
|
Note 1. |
|
Nature of Operations and Summary of Significant Accounting Policies (Continued) |
Recent Accounting Pronouncements (Continued)
In January 2010,
the FASB issued ASU 2010-06, Fair Value Measurements and Disclosures
(Topic 820) that requires new disclosures related to fair value measurements and clarifies
existing disclosure requirements about the level of disaggregation, inputs and valuation
techniques. Specifically, reporting entities now must disclose separately the amounts of
significant transfers in and out of Level 1 and Level 2 fair value measurements and describe
the reasons for the transfers. In addition, in the reconciliation for Level 3 fair value
measurements, a reporting entity needs to use judgment in determining the appropriate
classes of assets and liabilities for disclosure of fair value measurement, considering the
level of disaggregated information required by other applicable U.S. GAAP guidance and
should also provide disclosures about the valuation techniques and inputs used to measure
fair value for each class of assets and liabilities. The guidance was effective for
financial statements issued for periods ending after December 15, 2009, except for
disclosures about purchases, sales, issuances and settlements in reconciliation for Level 3
fair value measurements, which will be effective for fiscal years beginning after December
15, 2010. The adoption of this guidance affects only the disclosure requirements and had no
impact on the Companys consolidated statements of operations and condition.
In December 2010, the FASB issued authoritative guidance that modified Step 1 of the
goodwill impairment test for reporting units with zero or negative carrying amounts. For
those reporting units, an entity is required to perform Step 2 of the goodwill impairment
test if it is more likely than not that a goodwill impairment exists. In determining
whether it is more likely than not that a goodwill impairment exists, an entity should
consider whether there are any adverse qualitative factors indicating that an impairment may
exist such as if an event occurs or circumstances change that would more likely than not
reduce the fair value of a reporting unit below its carrying amount. This new authoritative
guidance will be effective on January 1, 2011 and is not expected to have an impact on the
Companys consolidated financial statements.
In January 2011, the FASB issued authoritative guidance that deferred the effective date of
disclosure requirements for public entities about troubled debt restructurings to be
concurrent with the effective date of the guidance for determining what constitutes a
troubled debt restructuring, which is concurrently being addressed by the FASB. The
guidance is anticipated to be effective for interim and annual reporting periods ending
after June 15, 2011.
In July 2010, the FASB issued ASU 2010-20, Disclosures about the Credit Quality of
Financing Receivables and the Allowance for Credit Losses, which amends ASC Topic 310
Receivables. The primary objective of ASU 2010-20 is to provide financial statement users
with greater transparency about an entitys allowance for loan and lease losses (the
Allowance) and the credit quality of its financing receivables. For public entities, the
amendments pertaining to disclosures are effective for interim and annual reporting periods
ending on or after December 15, 2010. The Company adopted the provisions of this ASU in
preparing the Consolidated Financial Statements as of and for the year ended December 31,
2010. As this ASU amends only the disclosure requirements for loans and leases and the
allowance, the adoption had no impact on the Companys consolidated statements of operations
and condition. See Note 3 to the consolidated financial statements for the required
disclosures.
Advertising
The Company follows the policy of charging the costs of advertising to expense as incurred.
Advertising expense was $103,000 and $137,000 for the years ended December 31, 2010 and
2009, respectively, and is included in non-interest expenses.
56
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
|
|
|
Note 2. |
|
Investment Securities |
A summary of investment securities classified as trading, available for sale and held to
maturity is presented below.
Trading Securities
The Company had no securities classified as trading securities at December 31, 2010 and
2009.
Available for Sale
The amortized cost and estimated fair values of available for sale securities at December
31, 2010 and 2009 are summarized as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortized |
|
|
Gross Unrealized |
|
|
Gross Unrealized |
|
|
Fair |
|
2010 |
|
Cost |
|
|
Gains |
|
|
Losses |
|
|
Value |
|
|
|
(In Thousands) |
|
U.S. Government Agencies |
|
$ |
500 |
|
|
$ |
2 |
|
|
$ |
|
|
|
$ |
502 |
|
Mortgage-Backed Securities |
|
|
3,609 |
|
|
|
119 |
|
|
|
|
|
|
|
3,728 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Available for Sale Securities |
|
$ |
4,109 |
|
|
$ |
121 |
|
|
$ |
|
|
|
$ |
4,230 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortized |
|
|
Gross Unrealized |
|
|
Gross Unrealized |
|
|
Fair |
|
2009 |
|
Cost |
|
|
Gains |
|
|
Losses |
|
|
Value |
|
|
|
(In Thousands) |
|
U.S. Government Agencies |
|
$ |
1,501 |
|
|
$ |
8 |
|
|
$ |
|
|
|
$ |
1,509 |
|
Mortgage-Backed Securities |
|
|
6,591 |
|
|
|
193 |
|
|
|
|
|
|
|
6,784 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Available for Sale Securities |
|
$ |
8,092 |
|
|
$ |
201 |
|
|
$ |
|
|
|
$ |
8,293 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The amortized cost and estimated fair values of available for sale securities at
December 31, 2010, by contractual 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.
|
|
|
|
|
|
|
|
|
|
|
Amortized |
|
|
Fair |
|
|
|
Cost |
|
|
Value |
|
|
|
(In Thousands) |
|
Due in One Year or Less |
|
$ |
398 |
|
|
$ |
402 |
|
Due After One Year Through Five Years |
|
|
2,863 |
|
|
|
2,936 |
|
Due After Five Years Through Ten Years |
|
|
640 |
|
|
|
669 |
|
Due After Ten Years Through Twenty Years |
|
|
43 |
|
|
|
44 |
|
Due After Twenty Years |
|
|
165 |
|
|
|
179 |
|
|
|
|
|
|
|
|
|
|
$ |
4,109 |
|
|
$ |
4,230 |
|
|
|
|
|
|
|
|
Fair values for securities are determined from quoted prices or quoted market prices of
similar securities of comparable risk and maturity where no quoted market price exists.
Management does not anticipate a requirement to sell any of the Companys investment
securities for liquidity or other operating purposes.
The proceeds from the sales, redemptions and maturities of securities available for sale
were $4.0 million and $6.3 million for 2010 and 2009, respectively, resulting in no gains or
losses in 2010 and gains of $83,000 in 2009.
Held to Maturity
There were no securities classified as held to maturity at December 31, 2010 and 2009.
57
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
|
|
|
Note 2. |
|
Investment Securities (Continued) |
Management evaluates securities for other-than-temporary impairment on a periodic and
regular basis, as well as when economic or market concerns warrant such evaluation.
Consideration is given to (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, and
(3) the intent and ability of the Company to retain its investment in the issuer for a
period of time sufficient to allow for any anticipated recovery in fair value.
At December 31, 2010 and 2009 there were no unrealized losses in investment securities. In
analyzing an issuers financial condition, management considers whether the securities are
issued by the federal government or its agencies, whether downgrades by bond rating agencies
have occurred, and the results of reviews of the issuers financial condition. The Company
has the ability to hold available for sale debt securities for the foreseeable future.
Loans receivable at December 31, 2010 and 2009, are summarized as follows:
|
|
|
|
|
|
|
|
|
|
|
2010 |
|
|
2009 |
|
|
|
(In Thousands) |
|
One-to-Four Family Residential |
|
$ |
41,421 |
|
|
$ |
35,736 |
|
Multi-Family Residential |
|
|
173 |
|
|
|
184 |
|
Second Mortgage Residential |
|
|
174 |
|
|
|
219 |
|
Residential Construction and Land Loans |
|
|
3,375 |
|
|
|
410 |
|
Commercial Loans Secured by Real Estate |
|
|
14,317 |
|
|
|
8,447 |
|
Commercial and Industrial Loans |
|
|
2,375 |
|
|
|
|
|
Home Equity Lines of Credit |
|
|
426 |
|
|
|
244 |
|
Loans Secured by Deposits |
|
|
24 |
|
|
|
25 |
|
|
|
|
|
|
|
|
|
|
|
62,285 |
|
|
|
45,265 |
|
Deferred Loan Origination Costs (Fees) |
|
|
62 |
|
|
|
52 |
|
Less: Allowance for Loan Losses |
|
|
(394 |
) |
|
|
(330 |
) |
|
|
|
|
|
|
|
Total |
|
$ |
61,953 |
|
|
$ |
44,987 |
|
|
|
|
|
|
|
|
58
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
|
|
|
Note 3. |
|
Loans Receivable (Continued) |
The following presents by portfolio segment, the activity in the allowance for the years
ended December 31, 2010 and 2009. The following also presents by portfolio segment, the
balance in the allowance disaggregated on the basis of the Companys impairment measurement
method and the related recorded investment in loans and leases as of December 31, 2010 and
2009.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial and |
|
|
Commercial |
|
|
|
|
|
|
|
|
|
|
|
|
Industrial |
|
|
Real Estate |
|
|
Consumer |
|
|
Residential |
|
|
Total |
|
|
|
(In Thousands) |
|
2010 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Allowance for loan losses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Beginning Balance |
|
$ |
|
|
|
$ |
64 |
|
|
$ |
|
|
|
$ |
266 |
|
|
$ |
330 |
|
Charge-offs |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Recoveries |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Provisions |
|
|
12 |
|
|
|
8 |
|
|
|
|
|
|
|
44 |
|
|
|
64 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ending Balance |
|
$ |
12 |
|
|
$ |
72 |
|
|
$ |
|
|
|
$ |
310 |
|
|
$ |
394 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ending balance: individually evaluated
for impairment |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
62 |
|
|
$ |
62 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ending balance: collectively evaluated
for impairment |
|
$ |
12 |
|
|
$ |
72 |
|
|
$ |
|
|
|
$ |
248 |
|
|
$ |
332 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ending balance: loans acquired with
deteriorated credit quality |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financing receivables: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ending Balance |
|
$ |
2,375 |
|
|
$ |
14,317 |
|
|
$ |
450 |
|
|
$ |
45,143 |
|
|
$ |
62,285 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ending balance: individually evaluated
for impariment |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
1,043 |
|
|
$ |
1,043 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ending balance: collectively evaluated
for impariment |
|
$ |
2,375 |
|
|
$ |
14,317 |
|
|
$ |
450 |
|
|
$ |
44,100 |
|
|
$ |
61,242 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ending balance: loans acquired with
deteriorated credit quality |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial and |
|
|
Commercial Real |
|
|
|
|
|
|
|
|
|
|
|
|
Industrial |
|
|
Estate |
|
|
Consumer |
|
|
Residential |
|
|
Total |
|
|
|
(In Thousands) |
|
2009 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Allowance for loan losses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Beginning Balance |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
273 |
|
|
$ |
273 |
|
Charge-offs |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(21 |
) |
|
|
(21 |
) |
Recoveries |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Provisions |
|
|
|
|
|
|
64 |
|
|
|
|
|
|
|
14 |
|
|
|
78 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ending Balance |
|
$ |
|
|
|
$ |
64 |
|
|
$ |
|
|
|
$ |
266 |
|
|
$ |
330 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ending balance: individually
evaluated
for impairment |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
26 |
|
|
$ |
26 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ending balance: collectively
evaluated
for impairment |
|
$ |
|
|
|
$ |
64 |
|
|
$ |
|
|
|
$ |
266 |
|
|
$ |
330 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ending balance: loans
acquired with
deteriorated credit quality |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financing receivables: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ending Balance |
|
$ |
|
|
|
$ |
8,447 |
|
|
$ |
269 |
|
|
$ |
36,549 |
|
|
$ |
45,265 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ending balance: individually
evaluated
for impairment |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
403 |
|
|
$ |
403 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ending balance: collectively
evaluated
for impairment |
|
$ |
|
|
|
$ |
8,447 |
|
|
$ |
269 |
|
|
$ |
36,146 |
|
|
$ |
44,862 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ending balance: loans
acquired with
deteriorated credit quality |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
59
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
|
|
|
Note 3. |
|
Loans Receivable (Continued) |
Credit Quality Indicators
The Company uses several credit quality indicators to manage credit risk in an ongoing
manner. The Companys primary credit quality indicators are to use an internal credit risk
rating system that categorizes loans and leases into pass, special mention, or classified
categories. Credit risk ratings are applied individually to those classes of loans and
leases that have significant or unique credit characteristics that benefit from a
case-by-case evaluation. Groups of loans and leases that are underwritten and structured
using standardized criteria and characteristics, such as statistical models (e.g., credit
scoring or payment performance), are typically risk rated and monitored collectively.
The following are the definitions of the Companys credit quality indicators:
Pass Level 1 Loans that comply in all material respects with the Companys loan
policies that are adequately secured with conforming collateral and that are extended to
borrowers with documented cash flow and/or
liquidity to safely cover their total debt service requirements.
Pass Level 2 May have one or more approved exceptions to loan policy, including
exceptions to collateral guidelines, loan-to-value parameters, debt service coverage ratios
or other guidelines but that are extended to borrowers with strong histories and adequate
cash flow and/or liquidity to cover total debt service requirements. These loans are deemed
by Management to pose only modest risk of deterioration or default.
Pass Level 3 Loans that may have one or more approved exceptions to loan policy
and that exhibit weakness in collateral value, debt service capacity or other factors that,
in the judgment of Management, increase the likelihood of the loan deteriorating in the
event of unfavorable changes in market conditions or the borrowers circumstances.
Special Mention Special Mention includes loans with a recent history of repeat
delinquencies, indications of possible deterioration in credit strength, decline in
collateral value or lack of current information. Also included in this rating are loans
that have not exhibited frequent delinquency but which are of concern due to suspected
deterioration in the borrowers status, decline in collateral value, weakness in the
borrowers industry or other indications of risk that have come to managements attention.
Substandard The substandard classification includes loans that are inadequately
protected by current equity and paying capacity of the obligor or of the collateral pledged.
Such loans have one or more weaknesses that jeopardize the liquidation of the debt and
expose the Company to loss if the weaknesses are not corrected. Weaknesses may include
inadequate cash flow, unmarketable collateral or other factors which could cause the
borrower to default.
Doubtful Loans that have all the weaknesses inherent in substandard loans and
those weaknesses are so serious as to make full repayment of the loan, based on currently
known facts, improbable. These loans expose the Bank to serious risk, but the extent of the
loss cannot be determined because of pending factors that could strengthen the credit in the
near term.
The Companys credit quality indicators are periodically updated on a case-by-case basis.
60
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
|
|
|
Note 3. |
|
Loans Receivable (Continued) |
Credit Quality Indicators (Continued)
The following presents by class and by credit quality indicator, the recorded investment in
the Companys loans and leases as of December 31, 2010 and 2009.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial Real Estate |
|
|
Commercial Real Estate |
|
|
|
Commercial and Industrial |
|
|
Construction |
|
|
Other |
|
|
|
2010 |
|
|
2009 |
|
|
2010 |
|
|
2009 |
|
|
2010 |
|
|
2009 |
|
|
|
(In Thousands) |
|
Pass Level 1 |
|
$ |
2,375 |
|
|
$ |
|
|
|
$ |
1,229 |
|
|
$ |
|
|
|
$ |
12,709 |
|
|
$ |
8,447 |
|
Pass Level 2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
379 |
|
|
|
|
|
Pass Level 3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Special Mention |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Substandard |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Doubtful |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
2,375 |
|
|
$ |
|
|
|
$ |
1,229 |
|
|
$ |
|
|
|
$ |
13,088 |
|
|
$ |
8,447 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Residential Credit Exposure
Credit Risk Profile by Internally Assigned Credit Quality Indicator
|
|
|
|
|
|
|
|
|
|
|
Residential Prime |
|
|
|
2010 |
|
|
2009 |
|
|
|
(In Thousands) |
|
Grade: |
|
|
|
|
|
|
|
|
Pass Level 1 |
|
$ |
37,129 |
|
|
$ |
30,998 |
|
Pass Level 2 |
|
|
5,536 |
|
|
|
3,558 |
|
Pass Level 3 |
|
|
175 |
|
|
|
945 |
|
Special Mention |
|
|
660 |
|
|
|
314 |
|
Substandard |
|
|
1,643 |
|
|
|
734 |
|
Doubtful |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
45,143 |
|
|
$ |
36,549 |
|
|
|
|
|
|
|
|
Consumer Credit Exposure
Credit Risk Profile Based on Payment Activity
|
|
|
|
|
|
|
|
|
|
|
Consumer Other |
|
|
|
2010 |
|
|
2009 |
|
|
|
(In Thousands) |
|
Performing |
|
$ |
450 |
|
|
$ |
269 |
|
Nonperforming |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
450 |
|
|
$ |
269 |
|
|
|
|
|
|
|
|
61
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
|
|
|
Note 3. |
|
Loans Receivable (Continued) |
Impaired Loans
The following presents by class, information related to impaired loans as of and for the
years ended December 31, 2010 and 2009:
Impaired Loans
As of December 31, 2010 and 2009
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Recorded |
|
|
Unpaid Principal |
|
|
Related |
|
|
Average Recorded |
|
|
Interest Income |
|
|
|
Investment |
|
|
Balance |
|
|
Allowance |
|
|
Investment |
|
|
Recognized |
|
|
|
(In Thousands) |
|
2010 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
With no related allowance recorded: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
Commercial real estate |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Residential prime |
|
|
261 |
|
|
|
262 |
|
|
|
|
|
|
|
263 |
|
|
|
12 |
|
With an allowance recorded: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial real estate |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Residential prime |
|
|
782 |
|
|
|
786 |
|
|
|
62 |
|
|
|
787 |
|
|
|
26 |
|
Total: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
Consumer |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
Residential |
|
$ |
1,043 |
|
|
$ |
1,048 |
|
|
$ |
62 |
|
|
$ |
1,050 |
|
|
$ |
38 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2009 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
With no related allowance recorded: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
Commercial real estate |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Residential prime |
|
|
299 |
|
|
|
299 |
|
|
|
|
|
|
|
293 |
|
|
|
14 |
|
With an allowance recorded: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial real estate construction |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial real estate other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Residential prime |
|
|
104 |
|
|
|
104 |
|
|
|
26 |
|
|
|
104 |
|
|
|
4 |
|
Total: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
Consumer |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
Residential |
|
$ |
403 |
|
|
$ |
403 |
|
|
$ |
26 |
|
|
$ |
397 |
|
|
$ |
18 |
|
The Company is not committed to lend additional funds to debtors whose loans have been
modified.
62
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
|
|
|
Note 3. |
|
Loans Receivable (Continued) |
In 2005 Hurricane Katrina affected the residents and businesses within the Banks operating
area. The adverse financial impacts of this event on the Banks loan portfolio were
recognized at that time. Management continues to closely monitor the loan portfolio, and no
substantial additional losses directly related to this catastrophe have been experienced to
date. However, as indicated previously, the extent to which the still affected areas within
the Banks market eventually recover is unknown at this time as are the ultimate adverse
additional impacts that the hurricane might have, if any, on the Banks loan portfolio.
On April 22, 2010, an oil rig exploded in the Gulf of Mexico off the coast of Louisiana. As
a result, a substantial amount of oil has leaked from the damaged well into the Gulf. In mid
July 2010 the spill was contained. The spill caused significant disruption to the gulf
coast tourism and fishing industries. The U.S. Government imposed a six-month drilling
moratorium on deepwater drilling rigs through November 30, 2010, and has implemented new
safety regulations for all offshore drilling operations. The drilling moratorium was lifted
in September, 2010. Drilling in the gulf has not resumed to the levels prior to the oil
spill. The economic impact of the spill and the drilling moratorium on the economy of
Louisiana has not been fully determined. To date, there has been no discernable impact on
the Banks loan portfolio.
Non-Accrual Loans
The following presents by class, the recorded investment in loans on non-accrual status as
of December 31, 2010 and 2009:
|
|
|
|
|
|
|
|
|
|
|
2010 |
|
|
2009 |
|
|
|
(In Thousands) |
|
|
|
|
|
|
|
|
|
Commercial and Industrial |
|
$ |
|
|
|
$ |
|
|
Commercial Real Estate |
|
|
|
|
|
|
|
|
Consumer |
|
|
|
|
|
|
|
|
Residential: |
|
|
|
|
|
|
|
|
Residential prime |
|
|
1,138 |
|
|
|
315 |
|
|
|
|
|
|
|
|
|
|
$ |
1,138 |
|
|
$ |
315 |
|
|
|
|
|
|
|
|
Aging Analysis of Past Due Loans
The following presents by class, an aging analysis and the recorded investment in loans as
of December 31, 2010:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Recorded |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment > 90 |
|
|
|
30-59 Days Past |
|
|
60-89 Days Past |
|
|
Greater than 90 |
|
|
Total Past |
|
|
|
|
|
|
Total Financing |
|
|
Days and |
|
|
|
Due |
|
|
Due |
|
|
Days |
|
|
Due |
|
|
Current |
|
|
Receivables |
|
|
Accruing |
|
|
|
(In Thousands) |
|
Commercial and
Industrial |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
2,375 |
|
|
$ |
2,375 |
|
|
$ |
|
|
Commercial real estate: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial real
estate construction |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,229 |
|
|
|
1,229 |
|
|
|
|
|
Commercial real
estate other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
13,088 |
|
|
|
13,088 |
|
|
|
|
|
Consumer: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consumer other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
450 |
|
|
|
450 |
|
|
|
|
|
Residential: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Residential prime |
|
|
625 |
|
|
|
70 |
|
|
|
888 |
|
|
|
1,583 |
|
|
|
43,560 |
|
|
|
45,143 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
625 |
|
|
$ |
70 |
|
|
$ |
888 |
|
|
$ |
1,583 |
|
|
$ |
60,702 |
|
|
$ |
62,285 |
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
63
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
|
|
|
Note 4. |
|
Accrued Interest Receivable |
Accrued interest receivable at December 31, 2010 and 2009, is summarized as follows:
|
|
|
|
|
|
|
|
|
|
|
2010 |
|
|
2009 |
|
|
|
(In Thousands) |
|
|
|
|
|
|
|
|
|
Securities Available for Sale and Short Term Deposits |
|
$ |
17 |
|
|
$ |
45 |
|
Loans Receivable |
|
|
210 |
|
|
|
161 |
|
|
|
|
|
|
|
|
Total |
|
$ |
227 |
|
|
$ |
206 |
|
|
|
|
|
|
|
|
|
|
|
Note 5. |
|
Premises and Equipment |
Premises and equipment at December 31, 2010 and 2009, are summarized as follows:
|
|
|
|
|
|
|
|
|
|
|
2010 |
|
|
2009 |
|
|
|
(In Thousands) |
|
|
|
|
|
|
|
|
|
Land |
|
$ |
921 |
|
|
$ |
921 |
|
Building and Improvements |
|
|
4,762 |
|
|
|
4,749 |
|
Furniture and Equipment |
|
|
1,202 |
|
|
|
1,070 |
|
Website Development |
|
|
3 |
|
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
6,888 |
|
|
|
6,743 |
|
Less: Accumulated Depreciation and Amortization |
|
|
(1,900 |
) |
|
|
(1,616 |
) |
|
|
|
|
|
|
|
Total |
|
$ |
4,988 |
|
|
$ |
5,127 |
|
|
|
|
|
|
|
|
Depreciation and amortization charged to income amounted to $287,000 and $275,000 in
2010 and 2009, respectively.
The Bank engages in leasing office space available in buildings it owns. Office space is
leased to tenants under non-cancelable operating leases with terms that will expire through
2012, at which time the majority of the tenants will have an option to renew their leases.
Future minimum rentals to be received as of December 31, 2010 are as follows:
|
|
|
|
|
2011 |
|
$ |
150 |
|
2012 |
|
|
46 |
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
196 |
|
|
|
|
|
The total allocated cost of the portion of the property held for lease at December 31,
2010 and 2009 was $2.4 million and $2.6 million, respectively, with related accumulated
depreciation of $485,000 and $409,000, respectively.
64
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
Deposits at December 31, 2010, are summarized as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted |
|
|
|
|
|
|
|
|
|
Average Rate |
|
|
|
|
|
|
|
|
|
at December 31, 2010 |
|
|
Amount |
|
|
Percent |
|
|
|
|
|
|
|
(In Thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Demand, NOW and Money Market Accounts |
|
|
0.53 |
% |
|
$ |
13,764 |
|
|
|
25.21 |
% |
Savings |
|
|
0.93 |
% |
|
|
6,566 |
|
|
|
12.02 |
% |
Certificates of Deposit |
|
|
1.74 |
% |
|
|
34,277 |
|
|
|
62.77 |
% |
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
$ |
54,607 |
|
|
|
100.00 |
% |
|
|
|
|
|
|
|
|
|
|
|
Deposits at December 31, 2009, are summarized as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted |
|
|
|
|
|
|
|
|
|
Average Rate |
|
|
|
|
|
|
|
|
|
at December 31, 2009 |
|
|
Amount |
|
|
Percent |
|
|
|
|
|
|
|
(In Thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Demand, NOW
and Money Market Accounts |
|
|
0.52 |
% |
|
$ |
11,749 |
|
|
|
27.56 |
% |
Savings |
|
|
0.67 |
% |
|
|
6,444 |
|
|
|
15.11 |
% |
Certificates of Deposit |
|
|
1.95 |
% |
|
|
24,447 |
|
|
|
57.33 |
% |
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
$ |
42,640 |
|
|
|
100.00 |
% |
|
|
|
|
|
|
|
|
|
|
|
At December 31, 2010, scheduled maturities of certificates are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Rate |
|
2011 |
|
|
2012 |
|
|
2013 |
|
|
2014 |
|
|
2015 |
|
|
After |
|
|
Total |
|
|
|
(In Thousands) |
|
|
|
|
|
|
|
|
|
0.30% to 0.49% |
|
$ |
331 |
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
331 |
|
0.50% to 1.00% |
|
|
5,646 |
|
|
|
1,142 |
|
|
|
245 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7,033 |
|
1.01% to 1.25% |
|
|
4,018 |
|
|
|
684 |
|
|
|
200 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,902 |
|
1.26% to 1.50% |
|
|
3,748 |
|
|
|
2,712 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6,460 |
|
1.51% to 1.75% |
|
|
728 |
|
|
|
12 |
|
|
|
|
|
|
|
|
|
|
|
250 |
|
|
|
|
|
|
|
990 |
|
1.76% to 2.00% |
|
|
660 |
|
|
|
1,516 |
|
|
|
254 |
|
|
|
|
|
|
|
245 |
|
|
|
|
|
|
|
2,675 |
|
2.01% to 2.25% |
|
|
3,391 |
|
|
|
76 |
|
|
|
1,006 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,473 |
|
2.26% to 2.50% |
|
|
1,632 |
|
|
|
139 |
|
|
|
1,015 |
|
|
|
|
|
|
|
423 |
|
|
|
|
|
|
|
3,209 |
|
2.51% to 2.75% |
|
|
510 |
|
|
|
62 |
|
|
|
|
|
|
|
22 |
|
|
|
|
|
|
|
|
|
|
|
594 |
|
2.76% to 3.00% |
|
|
|
|
|
|
378 |
|
|
|
|
|
|
|
270 |
|
|
|
1,623 |
|
|
|
|
|
|
|
2,271 |
|
3.01% to 3.25% |
|
|
|
|
|
|
|
|
|
|
52 |
|
|
|
298 |
|
|
|
601 |
|
|
|
|
|
|
|
951 |
|
3.26% to 3.50% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
337 |
|
|
|
|
|
|
|
|
|
|
|
337 |
|
3.51% to 3.75% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
51 |
|
|
|
|
|
|
|
|
|
|
|
51 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
20,664 |
|
|
$ |
6,721 |
|
|
$ |
2,772 |
|
|
$ |
978 |
|
|
$ |
3,142 |
|
|
$ |
|
|
|
$ |
34,277 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The aggregate amount of certificates of deposit with a minimum denomination of $100,000
was approximately $16.2 million and $7.1 million at December 31, 2010 and 2009,
respectively. Demand, interest-bearing checking
and savings accounts with a minimum denomination of $100,000 were approximately $10.0
million and $3.0 million at December 31, 2010 and 2009, respectively. At December 31, 2010,
the Bank had deposits from two customers which amounted to approximately 6% of total
deposits.
65
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
|
|
|
Note 6. |
|
Deposits (Continued) |
As of December 31, 2010 and 2009, the Bank participated in the Certificate of Deposit
Account Registry Service (CDARS) of Promontory Interfinancial Network, which allows the Bank
to provide FDIC deposit insurance in excess of account coverage limits by exchanging
deposits (known as reciprocal deposits) with other CDARS members. The Bank may also
purchase deposits (known as One-Way Buy deposits) from other CDARS members in an amount
not to exceed $6.0 million, or 10% of the Banks total assets. Such deposits are generally
considered a form of brokered deposits. As of December 31, 2010 and 2009, the Bank held
approximately $3.0 million and $0, respectively, in reciprocal deposits or One-Way Buy
deposits in the CDARS program.
As of December 31, 2010 the Bank had approximately $2.6 million of Internet deposits raised
through the Banks subscription to QwickRate.
Interest expense on deposits for the years ended December 31, 2010 and 2009, is summarized
as follows:
|
|
|
|
|
|
|
|
|
|
|
2010 |
|
|
2009 |
|
|
|
(In Thousands) |
|
|
|
|
|
|
|
|
|
Money Market Accounts and Interest-Bearing Checking |
|
$ |
73 |
|
|
$ |
50 |
|
Savings |
|
|
41 |
|
|
|
52 |
|
Certificates of Deposit |
|
|
522 |
|
|
|
479 |
|
|
|
|
|
|
|
|
Total |
|
$ |
636 |
|
|
$ |
581 |
|
|
|
|
|
|
|
|
|
|
|
Note 7. |
|
Advances from FHLB and Federal Funds Purchased |
The Bank has an available line of credit with the FHLB with a borrowing capacity at December
31, 2010 of approximately $3.2 million. As of December 31, 2010, the Bank had no advances
outstanding from the FHLB.
At December 31, 2010, the Bank was also a party to a Master Purchase Agreement with First
National Bankers Bank whereby First National Bankers Bank may sell to Hibernia Homestead
Bank federal funds in an amount not to exceed $5.7 million. As of December 31, 2010,
Hibernia Homestead Bank had no federal funds purchased from First National Bankers Bank.
The Company and its subsidiary file consolidated federal income tax returns on a calendar
year basis. Through 1995, if certain conditions were met in determining taxable income, the
Bank was allowed a special bad-debt deduction based on a percentage of taxable income (8
percent) or on specified experience formulas. Subsequent to 1995, only the experience
method is permitted in determining the Banks bad debt deduction.
Income tax benefit for the years ended December 31, 2010 and 2009 is summarized as follows:
|
|
|
|
|
|
|
|
|
|
|
2010 |
|
|
2009 |
|
|
|
(In Thousands) |
|
|
|
|
|
|
|
|
|
|
Federal |
|
|
|
|
|
|
|
|
Current |
|
$ |
|
|
|
$ |
|
|
Deferred |
|
|
(8 |
) |
|
|
(166 |
) |
|
|
|
|
|
|
|
Total Income Tax Benefit |
|
$ |
(8 |
) |
|
$ |
(166 |
) |
|
|
|
|
|
|
|
66
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
|
|
|
Note 8. |
|
Income Taxes (Continued) |
Currently, the Company is exempt by law from paying state income taxes.
Total income tax expense differed from amounts computed by applying the U.S. federal income
tax rate of 34 percent to income before income taxes as a result of the following:
|
|
|
|
|
|
|
|
|
|
|
2010 |
|
|
2009 |
|
|
|
(In Thousands) |
|
|
|
|
|
|
|
|
|
|
Expected Income Tax Benefit at Federal Statutory Tax Rate |
|
$ |
(30 |
) |
|
$ |
(167 |
) |
Non-Deductible Stock Compensation Award Programs |
|
|
18 |
|
|
|
|
|
Other |
|
|
4 |
|
|
|
1 |
|
|
|
|
|
|
|
|
Total Income Tax Benefit |
|
$ |
(8 |
) |
|
$ |
(166 |
) |
|
|
|
|
|
|
|
The tax effects of temporary differences between the financial statement carrying
amounts and tax bases of assets and liabilities that gave rise to significant portions of
the deferred tax liability at December 31, 2010 and 2009, relate to the following:
|
|
|
|
|
|
|
|
|
|
|
2010 |
|
|
2009 |
|
|
|
(In Thousands) |
|
Deferred Tax Assets (Liabilities): |
|
|
|
|
|
|
|
|
Excess Tax over Financial Reporting Depreciation |
|
$ |
(149 |
) |
|
$ |
(164 |
) |
Loan Costs Deferred for Financial Reporting Purposes |
|
|
(21 |
) |
|
|
(18 |
) |
Allowance for Uncollectible Interest and Loan Fees |
|
|
13 |
|
|
|
2 |
|
Excess Bad Debt Provisions for Financial Reporting Purposes |
|
|
110 |
|
|
|
84 |
|
Income Deferred for Financial Reporting Purposes |
|
|
1 |
|
|
|
(1 |
) |
Stock-Based Compensation |
|
|
16 |
|
|
|
|
|
Employee Stock Ownership Plan |
|
|
4 |
|
|
|
|
|
Benefit of Net Operating Loss Carryforward |
|
|
460 |
|
|
|
526 |
|
Benefit of First Year Asset Expensing Carryforward |
|
|
68 |
|
|
|
68 |
|
Benefit of Contribution Carryforward |
|
|
13 |
|
|
|
13 |
|
Benefit of Capital Loss Carryforward |
|
|
4 |
|
|
|
|
|
Benefit of Employment Credit Carryforward |
|
|
50 |
|
|
|
50 |
|
Unrealized Holding Gain on Securities Available-for-Sale |
|
|
(41 |
) |
|
|
(68 |
) |
|
|
|
|
|
|
|
Net Deferred Tax Asset |
|
$ |
528 |
|
|
$ |
492 |
|
|
|
|
|
|
|
|
At December 31, 2010, the Company had net operating loss carryforwards of approximately
$1.4 million that may be used to offset future taxable income. A deferred tax asset of
$460,000 has been recognized for the benefit of the carryforwards. Those loss carryforwards
expires as follows:
|
|
|
|
|
|
(In Thousands) |
|
|
|
|
2027 |
|
$ |
106 |
|
2028 |
|
|
943 |
|
2029 |
|
|
302 |
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
1,351 |
|
|
|
|
|
67
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
|
|
|
Note 8. |
|
Income Taxes (Continued) |
As a result of the Companys acquisition of the stock of the Bank in connection with the
Banks conversion in January 2009, a limitation on the ability to fully utilize the net
operating losses generated in 2008 and prior periods occurred. Based on managements best
estimate, the amount of annual taxable income that can be offset each year by the net
operating loss carryforward is approximately $611,000.
At December 31, 2010, the Company also has a deferred tax asset relating to unused tax
credit carryforwards in the amount of approximately $50,000. Those credits expire as
follows:
|
|
|
|
|
|
(In Thousands) |
|
|
|
|
2025 |
|
$ |
33 |
|
2026 |
|
|
17 |
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
50 |
|
|
|
|
|
The Company had no amount of interest and penalties recognized in the consolidated
statements of operations for neither the years ended December 31, 2010 and 2009,
respectively, nor any amount of interest and penalties recognized in the consolidated
balance sheets as of December 31, 2010 and 2009, respectively.
The Company files U.S. federal income tax returns and a Louisiana state income
tax return. Returns filed in these jurisdictions for tax years ended on or after December
31, 2006 are subject to examination by the relevant taxing authorities. The Company is not
currently under examination by any taxing authority. As of December 31, 2010 and 2009, the
Company had no uncertain tax positions.
Retained earnings at December 31, 2010 and 2009, includes approximately $2.7 million for
which no deferred federal income tax liability has been recognized. These amounts represent
an allocation of income to bad-debt deductions for tax purposes only. Reduction of amounts
so allocated for purposes other than tax bad-debt losses or adjustments arising from
carryback of net operating losses would create income for tax purposes only, which would be
subject to the then current corporate income tax rate. The unrecorded deferred income tax
liability on the above amount was approximately $932,000 at December 31, 2010 and 2009.
|
|
|
Note 9. |
|
Employee Benefits |
The Bank offers a 401(k) Employee Savings Plan that covers employees completing at
least 500 service hours during the plan year, who are over 21 years of age and have three
months of service, with entry on the first day of the following month. Initially upon
adoption of the
plan, all employees were eligible regardless of service requirement. Employees are 100%
vested in the funds they have contributed. The matching and discretionary funds contributed
by the employer are fully vested upon contribution. Participants may make contributions in
the form of salary deferrals up to 15% of their compensation, up to a maximum of $16,500 for
2010. In addition, participants who have reached the age of 50 may make an additional
catch-up contribution annually without regard to the above limitations. The catch-up
contribution limit for 2010 was $5,500. The Bank matches 100% of the employee
contributions, up to 3% of compensation plus 50% of the employee contributions, between 3%
and 5% of compensation, and there was no change in the percentage of matching contributions
for 2010 or 2009. The Banks matching contributions for 2010 and 2009 amounted to $33,000
and $33,000, respectively.
68
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
|
|
|
Note 10. |
|
Employee Stock Ownership Plan |
During fiscal 2008, the Company instituted an employee stock ownership plan. The Hibernia
Homestead Bancorp, Inc. Employee Stock Ownership Plan (ESOP) enables all eligible employees
of the Bank to share in the growth of the Company through the acquisition of stock.
Employees are generally eligible to participate in the ESOP after completion of one year of
service and attaining the age of 21.
The ESOP purchased the statutory limit of eight percent of the shares sold in the initial
public offering of the Company on January 17, 2009. This purchase was facilitated by a loan
from the Company to the ESOP in the amount of $891,000. The loan is secured by a pledge of
the ESOP shares. The shares pledged as collateral are reported as unearned ESOP shares in
the Consolidated Balance Sheets. The corresponding note is being repaid in 100 quarterly
debt service payments of $13,000 on the last business day of each quarter, beginning March
31, 2009, at the rate of 3.25%.
The Company, at its discretion, may contribute to the ESOP, in the form of debt service.
Cash dividends on the Companys stock shall be used to either repay the loan, be distributed
to the participants in the ESOP, or retained in the ESOP and reinvested in Company stock.
Shares are released for allocation to ESOP participants based on principal and interest
payments of the note. Compensation expense is recognized based on the number of shares
allocated to ESOP participants each year and the average market price of the stock for the
current year.
As compensation expense is incurred, the Unearned ESOP Shares account is reduced based on
the original cost of the stock. The difference between the cost and the average market price
of shares released for allocation is applied to Additional Paid-in Capital. ESOP
compensation expense for the year ended December 31, 2010 and 2009 was $52,000 and $45,000,
respectively.
The ESOP shares as of December 31, 2010 and 2009 are as follows:
|
|
|
|
|
|
|
|
|
|
|
2010 |
|
|
2009 |
|
Allocated Shares |
|
|
7,125 |
|
|
|
3,563 |
|
Unreleased Shares |
|
|
81,941 |
|
|
|
85,503 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total ESOP Shares |
|
|
89,066 |
|
|
|
89,066 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair Value of Unreleased Shares (In
Thousands) |
|
$ |
1,229 |
|
|
$ |
1,176 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock Price at December 31 |
|
$ |
15.00 |
|
|
$ |
13.75 |
|
|
|
|
|
|
|
|
|
|
|
Note 11. |
|
Recognition and Retention Plan |
On July 30, 2009, the shareholders of Hibernia approved the Companys 2009 Recognition and
Retention Plan. The 2009 Recognition and Retention Plan will provide the Companys directors
and key employees with an equity interest in the Company as compensation for their
contributions to the success of the Company, and as an incentive for future such
contributions. The Board of Directors of the Company may make grants under the 2009
Recognition and Retention Plan to eligible participants based on these factors. Plan
participants will vest in their share awards at a rate no more rapid than 20% per year over
a five year period, beginning on the date of the plan share award. If service to the Company
is terminated for any reason other than death, disability or change in control, the unvested
share awards shall be forfeited. As of December 31, 2010, 11,133 shares have been awarded
under the Plan. Compensation expense is being recognized over the vesting period. RRP
compensation expense for the years ended December 31, 2010 and 2009 amounted to $22,000 and
$0, respectively.
69
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
|
|
|
Note 11. |
|
Recognition and Retention Plan (Continued) |
The Recognition and Retention Plan Trust has been established to acquire, hold, administer,
invest, and make distributions from the Trust in accordance with provisions of the Plan and
Trust. The Trust will acquire 4%, or 44,533 shares, of the shares sold in the Companys
initial public offering, which will be held in the Trust subject to the Plans vesting
requirements. The Recognition and Retention Plan provides that grants to each employee and
non-employee director shall not exceed 25% and 5% of the shares available under the Plan,
respectively. Shares awarded to non-employee directors in the aggregate shall not exceed 30%
of the shares available under the Plan.
A summary of the changes in restricted stock follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unawarded Shares |
|
|
Awarded Shares |
|
|
|
2010 |
|
|
2009 |
|
|
2010 |
|
|
2009 |
|
Balance Beginning of Year |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchased by Plan |
|
|
20,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Granted |
|
|
(11,133 |
) |
|
|
|
|
|
|
11,133 |
|
|
|
|
|
Forfeited |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earned and Issued |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance End of Year |
|
|
8,867 |
|
|
|
|
|
|
|
11,133 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Note 12. |
|
Stock Option Plan |
On July 30, 2009, the shareholders of the Company approved the Companys 2009 Stock Option
Plan. The 2009 Stock Option Plan will provide the Companys directors and key employees with
a proprietary interest in the Company as compensation for their contributions to the success
of the Company, and as an incentive for future such contributions. The Board of Directors of
the Company may grant options to eligible employees and non-employee directors based on
these factors. Plan participants will vest in their options at a rate no more rapid than 20%
per year over a five year period, beginning on the grant date of the option. Vested options
will have an exercise period of ten years commencing on the date of grant. If service to the
Company is terminated for any reason other than death, disability or change in control, the
unvested options shall be forfeited. The Company recognizes compensation expense during the
vesting period based on the fair value of the option on the date of grant. For the year
ended December 31, 2010 the Company recognized $63,000 of compensation expense related to
stock options granted. For the year ended December 31, 2009, the Company recognized no
compensation expense related to stock options.
Following is a summary of the status of the Option Plan during the fiscal years ended
December 31, 2010 and 2009:
|
|
|
|
|
|
|
|
|
|
|
Number of |
|
|
Weighted-average |
|
|
|
Shares |
|
|
Exercise Price |
|
Outstanding at January 1, 2009 |
|
|
|
|
|
$ |
|
|
Granted |
|
|
|
|
|
|
|
|
Exercised |
|
|
|
|
|
|
|
|
Forfeited |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding at December 31, 2009 |
|
|
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Options Exercisable at December 31, 2009 |
|
|
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding at January 1, 2010 |
|
|
|
|
|
$ |
|
|
Granted |
|
|
63,833 |
|
|
|
14.65 |
|
Exercised |
|
|
|
|
|
|
|
|
Forfeited |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding at December 31, 2010 |
|
|
63,833 |
|
|
$ |
14.65 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Options Exercisable at December 31, 2010 |
|
|
|
|
|
$ |
|
|
|
|
|
|
|
|
|
70
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
|
|
|
Note 12. |
|
Stock Option Plan (Continued) |
The fair value of each option granted is estimated on the grant date using the Black-Scholes
model. The following assumptions were made in estimating fair value:
|
|
|
|
|
|
|
|
|
|
|
Grant Date |
|
Assumption |
|
March 25, 2010 |
|
|
May 13, 2010 |
|
|
|
|
|
|
|
|
|
Dividend Yield |
|
NA |
|
|
NA |
|
Expected Term |
|
10 Years |
|
|
10 Years |
|
Risk-Free Interest Rate |
|
|
3.91 |
% |
|
|
3.55 |
% |
Expected Life |
|
10 Years |
|
|
10 Years |
|
Expected Volatility |
|
|
29.34 |
% |
|
|
28.97 |
% |
Grant Date Fair Value |
|
$ |
6.79 |
|
|
$ |
7.29 |
|
Following is a summary of the status of options outstanding at December 31, 2010 under the
Option Plan:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Options Outstanding |
|
|
Options Exercisable |
|
|
|
|
|
|
|
Weighted |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average |
|
|
Weighted |
|
|
|
|
|
|
Weighted |
|
Exercise |
|
|
|
|
|
Remaining |
|
|
Average |
|
|
|
|
|
|
Average |
|
Price |
|
|
|
|
|
Contractual |
|
|
Exercise |
|
|
|
|
|
|
Exercise |
|
Range |
|
Number |
|
|
Life |
|
|
Price |
|
|
Number |
|
|
Price |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$14.00 $15.50 |
|
|
63,833 |
|
|
9.30 Years |
|
|
$ |
14.65 |
|
|
|
|
|
|
$ |
|
|
|
|
|
Note 13. |
|
Other Comprehensive Income |
The components of accumulated other comprehensive income (loss) and the related tax effects
for the years ended December 31, 2010 and 2009, are as follows:
|
|
|
|
|
|
|
|
|
|
|
2010 |
|
|
2009 |
|
|
|
(In Thousands) |
|
|
|
|
|
|
|
|
|
Gross Unrealized Holding (Losses) Gains Arising During the Period |
|
$ |
(80 |
) |
|
$ |
38 |
|
Tax Benefit (Expense) |
|
|
27 |
|
|
|
(13 |
) |
|
|
|
|
|
|
|
Net Unrealized Holding (Losses) Gains Arising During the Period |
|
$ |
(53 |
) |
|
$ |
25 |
|
|
|
|
|
|
|
|
|
|
|
Note 14. |
|
Earnings Per Share |
The computation of basic earnings per share (EPS) is based on the weighted-average number of
shares of common stock outstanding. The computation of diluted earnings per share is based
on the weighted-average number of shares of common stock outstanding plus the shares
resulting from the assumed exercise of all outstanding share-based awards using the treasury
stock method. Due to the net loss attributable to common shareholders for the years ended
December 31, 2010 and 2009, no potentially dilutive shares were included in the loss per
share calculations as including such shares would have been anti-dilutive.
Stock options of
63,833 with a weighted-average exercise price of $14.65 per share for
the year ended December 31, 2010 were excluded from diluted shares. Other equity awards of
11,133 for the year ended December 31, 2010 were also excluded from diluted shares. There
were no stock options or other equity awards for the year ended December 31, 2009.
71
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
|
|
|
Note 15. |
|
Regulatory Matters |
The Bank is subject to various regulatory capital requirements administered by its primary
federal regulator, the Federal Deposit Insurance Corporation (FDIC). Failure to meet the
minimum regulatory capital requirements can initiate certain mandatory and possible
additional discretionary actions by regulators, which if undertaken, could have a direct
material affect on the Bank and the consolidated financial statements.
Under the regulatory capital adequacy guidelines and the regulatory framework for prompt
corrective action, the Bank must meet specific capital guidelines involving quantitative
measures of the Banks assets, liabilities and certain off-balance-sheet items as calculated
under regulatory accounting practices. The Banks capital amounts and classification under
the prompt corrective action guidelines are also subject to qualitative judgments by the
regulators about components, risk weightings and other factors.
Quantitative measures established by regulation to ensure capital adequacy require the Bank
to maintain minimum amounts and ratios of: Total and Tier I capital to risk-weighted assets
(as defined in the regulations), and of Tier I capital to average assets (as defined).
Management believes, as of December 31, 2010 and 2009, that the Bank meets all capital
adequacy requirements to which they are subject. The Bank was considered well capitalized
according to the last regulatory exam.
The Bank, at December 31, 2010 and 2009, exceeds all of the capital adequacy requirements to
which it is subject as illustrated by the following:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Actual |
|
|
Required |
|
|
|
Amount |
|
|
Ratio |
|
|
Amount |
|
|
Ratio |
|
|
|
(Dollars in Thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2010: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tier 1 Capital |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(to Average Assets) |
|
$ |
18,518 |
|
|
|
25.61 |
% |
|
$ |
2,892 |
|
|
|
4.00 |
% |
Tier 1 Capital |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(to Risk-Weighted Assets) |
|
$ |
18,518 |
|
|
|
35.97 |
% |
|
$ |
2,059 |
|
|
|
4.00 |
% |
Total Capital |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(to Risk-Weighted Assets) |
|
$ |
18,912 |
|
|
|
36.73 |
% |
|
$ |
4,119 |
|
|
|
8.00 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2009: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tier 1 Capital |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(to Average Assets) |
|
$ |
18,525 |
|
|
|
29.37 |
% |
|
$ |
2,523 |
|
|
|
4.00 |
% |
Tier 1 Capital |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(to Risk-Weighted Assets) |
|
$ |
18,525 |
|
|
|
50.41 |
% |
|
$ |
1,470 |
|
|
|
4.00 |
% |
Total Capital |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(to Risk-Weighted Assets) |
|
$ |
18,855 |
|
|
|
51.31 |
% |
|
$ |
2,940 |
|
|
|
8.00 |
% |
72
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
|
|
|
Note 16. |
|
Related Party Transactions |
In the ordinary course of business, the Bank has and expects to continue to have
transactions, including borrowings, with its officers and directors. In the opinion of
management, such transactions were on substantially the same terms, including interest rates
and collateral, as those prevailing at the time for comparable transactions with other
persons and did not involve more than normal risk of collectability or present any other
unfavorable features to the Bank.
Loans to such borrowers are summarized as follows:
|
|
|
|
|
|
|
|
|
|
|
2010 |
|
|
2009 |
|
|
|
(In Thousands) |
|
|
|
|
|
|
|
|
|
Balance, Beginning of Year |
|
$ |
|
|
|
$ |
217 |
|
Advances |
|
|
|
|
|
|
|
|
Less: Payments |
|
|
|
|
|
|
(217 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, End of Year |
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
Note 17. |
|
Financial Instruments with Off-Balance Sheet Risk |
The Company is a party to financial instruments with off-balance-sheet risk in the normal
course of business to meet the financing needs of its customers. These financial instruments
consist of commitments to extend credit. Such commitments involve, to varying degrees,
elements of credit and interest-rate risk in excess of the amount recognized in the
financial statements. The contract amounts of those instruments reflect the extent of the
involvement the Company has in particular classes of financial instruments. The Companys
exposure to credit loss is represented by the contractual amount of these commitments. The
Company follows the same credit policies in making commitments as it does for on-balance
sheet instruments. No material losses or gains are anticipated as a result of these
transactions.
Commitments to extend credit are agreements to lend to a customer as long as there is no
violation of any condition established in the contract. Commitments generally have fixed
expiration dates of one year or less or other termination clauses and may require payment of
a fee. The commitments for 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
managements credit evaluation of the customer.
|
|
|
Note 18. |
|
Commitments and Contingencies |
The Bank had outstanding commitments to originate loans of approximately $3.4 million and
$8.5 million, unused lines of credit of approximately $986,000 and $521,000 and the
undisbursed portion of construction loans of approximately $2.2 million and $709,000 at
December 31, 2010 and 2009, respectively. Commitments to extend credit are agreements to
lend to a customer in the absence of a violation of any contract conditions. Commitments
generally have fixed expiration dates or other termination clauses and may require payment
of a fee. Because some of the commitments are expected to expire without being drawn upon,
the total commitment amounts do not necessarily represent future cash requirements. The
unused lines of credit are revolving, open-end loans secured by mortgages on residential
real estate. The Bank evaluates each customers credit request separately. Management
determines and obtains the amount of collateral needed when credit is extended.
73
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
|
|
|
Note 19. |
|
Significant Group Concentrations of Credit Risk |
Most of the Companys lending activity is represented by loans receivable secured
principally by first mortgages on real estate located within the state. Additionally, the
substantial portion of the real estate upon which the Company has extended credit is
one-to-four family residential properties.
The Company periodically maintains cash in bank accounts in excess of insured limits. The
Company has not experienced any losses and does not believe that significant credit risk
exists as a result of this practice.
|
|
|
Note 20. |
|
Disclosure about Fair Value of Financial Instruments |
The following disclosure is made in accordance with the requirements of ASC 825, Financial
Instruments. Financial instruments are defined as cash and contractual rights and
obligations that require settlement, directly or indirectly, in cash. Fair values are based
on quoted market prices for similar instruments or estimated using discounted cash flow
analysis. The discount rates used are estimated using comparable risk-free market rates for
similar types of instruments adjusted to be commensurate with the credit risk, overhead
costs, and optionality of such instruments. The results of these techniques are highly
sensitive to the assumptions used, such as those concerning appropriate discount rates and
estimates of future cash flows, which require considerable judgment. Accordingly, estimates
presented herein are not necessarily indicative of the amounts the Company could realize in
a current settlement of the underlying financial instruments.
ASC 825 excludes certain financial instruments and all nonfinancial instruments from its
disclosure requirements. These disclosures should not be interpreted as representing an
aggregate measure of the underlying value of the Company.
The following methods and assumptions were used to estimate the fair value of each class of
financial instruments for which it is practicable to estimate the value:
Cash and Short-Term Investments
For cash and short-term investments with other institutions, the carrying amount
approximates fair value.
Certificates of Deposit
For short-term certificates of deposit with other institutions, the carrying amount
approximates cash value.
Investment Securities
For securities and marketable equity securities held for investment purposes, fair values
are based on quoted market prices.
Loans
The fair value of loans is estimated by discounting the future cash flows using the current
rates at which similar loans would be made to borrowers with similar credit ratings and for
the same remaining maturity. The allowance for loan losses is allocated to each individual
loan account prior to the calculation of the fair value of loans.
Deposits and Advance Payments by Borrowers for Taxes and Insurance
The fair value of demand deposits, savings deposits, certain money market deposits and
advance payments by borrowers for taxes and insurance is the amount payable on demand. The
value of fixed maturity certificates of deposit is estimated by discounting the future cash
flows using interest rates currently offered for deposits of similar remaining maturities.
74
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
|
|
|
Note 20. |
|
Disclosure about Fair Value of Financial Instruments (Continued) |
Commitments to Extend Credit
The fair value of commitments is estimated using the fees currently charges to enter into
similar agreements, taking into account the remaining terms of the agreements and the
present credit-worthiness of the counterparties.
The estimated fair values of the Companys financial instruments at December 31, 2010 and
2009, are as follows:
|
|
|
|
|
|
|
|
|
|
|
December 31, 2010 |
|
|
|
Carrying |
|
|
Fair |
|
|
|
Amount |
|
|
Value |
|
|
|
(In Thousands) |
|
Financial Assets |
|
|
|
|
|
|
|
|
Cash and Short-Term Investments |
|
$ |
4,593 |
|
|
$ |
4,593 |
|
Certificates of Deposit |
|
|
100 |
|
|
|
100 |
|
Investment Securities |
|
|
4,230 |
|
|
|
4,230 |
|
Loans |
|
|
62,347 |
|
|
|
60,778 |
|
Less: Allowance for Loan Losses |
|
|
(394 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
70,876 |
|
|
$ |
69,701 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial Liabilities |
|
|
|
|
|
|
|
|
Deposits and Advance Payments by Borrowers
for Taxes and Insurance |
|
$ |
55,084 |
|
|
$ |
54,404 |
|
|
|
|
|
|
|
|
|
|
$ |
55,084 |
|
|
$ |
54,404 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unrecognized Financial Instruments |
|
|
|
|
|
|
|
|
Commitments to Extend Credit |
|
$ |
6,562 |
|
|
$ |
6,562 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2009 |
|
|
|
Carrying |
|
|
Fair |
|
|
|
Amount |
|
|
Value |
|
|
|
(In Thousands) |
|
Financial Assets |
|
|
|
|
|
|
|
|
Cash and Short-Term Investments |
|
$ |
6,233 |
|
|
$ |
6,233 |
|
Certificates of Deposit |
|
|
475 |
|
|
|
475 |
|
Investment Securities |
|
|
8,293 |
|
|
|
8,293 |
|
Loans |
|
|
45,317 |
|
|
|
44,072 |
|
Less: Allowance for Loan Losses |
|
|
(330 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
59,988 |
|
|
$ |
59,073 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial Liabilities |
|
|
|
|
|
|
|
|
Deposits and Advance Payments by Borrowers
for Taxes and Insurance |
|
$ |
43,026 |
|
|
$ |
41,977 |
|
|
|
|
|
|
|
|
|
|
$ |
43,026 |
|
|
$ |
41,977 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unrecognized Financial Instruments |
|
|
|
|
|
|
|
|
Commitments to Extend Credit |
|
$ |
8,519 |
|
|
$ |
8,519 |
|
|
|
|
|
|
|
|
75
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
|
|
|
Note 21. |
|
Fair Value of Financial Instruments |
The Company adopted the FASBs fair value guidance on January 1, 2008 for all financial
assets and liabilities and nonfinancial assets and liabilities that are recognized or
disclosed at fair value in the financial statements on a recurring basis (at least
annually). The fair value guidance defines fair value, establishes a framework for measuring
fair value, and expands disclosures about fair value measurements.
The fair value guidance defines fair value as the price that would be received upon sale of
an asset or paid upon transfer of a liability in an orderly transaction between market
participants at the measurement date and in the principal or most advantageous market for
that asset or liability. The fair value should be calculated based on assumptions that
market participants would use in pricing the asset or liability, not on assumptions specific
to the entity. In addition, the fair value of liabilities should include consideration of
non-performance risk including our own credit risk.
In addition to defining fair value, the fair value guidance expands the disclosure
requirements around fair value and establishes a fair value hierarchy for valuation inputs.
The hierarchy prioritizes the inputs into three levels based on the extent to which inputs
used in measuring fair value are observable in the market. Each fair value measurement is
reported in one of the three levels which is determined by the lowest level input that is
significant to the fair value measurement in its entirety. These levels are:
Level 1 Inputs are based upon unadjusted quoted prices for identical
instruments traded in active markets.
Level 2 Inputs are based upon quoted prices for similar instruments in
active markets, quoted prices for identical or similar instruments in markets that are not
active, and model-based valuation techniques for which all significant assumptions are
observable in the market or can be corroborated by observable market date for substantially
the full term of the assets or liabilities.
Level 3 Inputs are generally unobservable and typically reflect
managements estimates of assumptions that market participants would use in pricing the
asset or liability. The fair values are therefore determined using model-based techniques
that include option pricing models, discounted cash flow models, and similar techniques.
76
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
|
|
|
Note 21. |
|
Fair Value of Financial Instruments (Continued) |
The following tables present the Companys assets and liabilities measured at fair value on
a recurring basis at December 31, 2010 and 2009:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2010 |
|
|
|
Total |
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
|
(In Thousands) |
|
|
|
|
|
|
|
|
|
Assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment Securities |
|
$ |
4,230 |
|
|
$ |
|
|
|
$ |
4,230 |
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
4,230 |
|
|
$ |
|
|
|
$ |
4,230 |
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2009 |
|
|
|
Total |
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
|
(In Thousands) |
|
|
|
|
|
|
|
|
|
Assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment Securities |
|
$ |
8,293 |
|
|
$ |
|
|
|
$ |
8,293 |
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
8,293 |
|
|
$ |
|
|
|
$ |
8,293 |
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Note 22. |
|
Conversion and Stock Offering |
On January 27, 2009, the Bank completed its conversion from a mutual to a stock form of
organization as a subsidiary of Hibernia Homestead Bancorp (the Holding Company), and the
Holding Company completed an initial public offering in which it issued 1,113,334 shares of
its common stock for a total of $11,133,340 in gross offering proceeds. In conjunction with
the conversion, the Bank established a liquidation account in an amount equal to the Banks
retained earnings contained in the final prospectus. The liquidation account will be
maintained for the benefit of eligible account holders and supplemental eligible account
holders who maintain deposit accounts in the Bank after the conversion.
In the event of a complete liquidation (and only in such event), each eligible account
holder and supplemental eligible account holder will be entitled to receive a liquidation
distribution from the liquidation account in the
amount of the then current adjusted balance of deposit accounts held, before any liquidation
distribution may be made with respect to common stock. Except for the payment of dividends
by the Bank, the existence of the liquidation account will not restrict the use or
application of such retained earnings.
77
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
|
|
|
Note 23. |
|
Condensed Parent Company Only Financial Statements |
Condensed financial statements of Hibernia Homestead Bancorp, Inc. (parent company only) are
shown below.
HIBERNIA HOMESTEAD BANCORP, INC.
Condensed Balance Sheets Parent Only
December 31, 2010 and 2009
|
|
|
|
|
|
|
|
|
|
|
2010 |
|
|
2009 |
|
|
|
(In Thousands) |
|
Assets |
|
|
|
|
|
|
|
|
Cash and Cash Equivalents |
|
$ |
2,888 |
|
|
$ |
4,266 |
|
Investment in Subsidiary |
|
|
19,057 |
|
|
|
19,119 |
|
Deferred Tax Asset |
|
|
69 |
|
|
|
31 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Assets |
|
$ |
22,014 |
|
|
$ |
23,416 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Stockholders Equity |
|
|
|
|
|
|
|
|
Accounts Payable and Other Liabilities |
|
$ |
61 |
|
|
$ |
20 |
|
Stockholders Equity |
|
|
21,953 |
|
|
|
23,396 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Liabilities and Stockholders Equity |
|
$ |
22,014 |
|
|
$ |
23,416 |
|
|
|
|
|
|
|
|
78
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
|
|
|
Note 23. |
|
Condensed Parent Company Only Financial Statements (Continued) |
HIBERNIA HOMESTEAD BANCORP, INC.
Condensed Statements of Operations Parent Only
For the Years Ended December 31, 2010 and 2009
|
|
|
|
|
|
|
|
|
|
|
2010 |
|
|
2009 |
|
|
|
(In Thousands) |
|
|
|
|
|
|
|
|
|
|
Equity in Undistributed Loss of Subsidiary |
|
$ |
(9 |
) |
|
$ |
(264 |
) |
Interest Income |
|
|
50 |
|
|
|
53 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Income (Loss) |
|
|
41 |
|
|
|
(211 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Expenses |
|
|
161 |
|
|
|
144 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Expenses |
|
|
161 |
|
|
|
144 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss Before Income Tax Benefit |
|
|
(120 |
) |
|
|
(355 |
) |
Income Tax Benefit |
|
|
(38 |
) |
|
|
(31 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Loss |
|
$ |
(82 |
) |
|
$ |
(324 |
) |
|
|
|
|
|
|
|
79
HIBERNIA HOMESTEAD BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
|
|
|
Note 23. |
|
Condensed Parent Company Only Financial Statements (Continued) |
HIBERNIA HOMESTEAD BANCORP, INC.
Condensed Statements of Cash Flows
For the Years Ended December 31, 2010 and 2009
|
|
|
|
|
|
|
|
|
|
|
2010 |
|
|
2009 |
|
|
|
(In Thousands) |
|
Operating Activities |
|
|
|
|
|
|
|
|
Net Loss |
|
$ |
(82 |
) |
|
$ |
(324 |
) |
Adjustments to Reconcile Net Loss to Net |
|
|
|
|
|
|
|
|
Cash Used in Operating Activities |
|
|
|
|
|
|
|
|
Equity in Undistributed Loss of Subsidiary |
|
|
9 |
|
|
|
264 |
|
Increase in Deferred Tax Asset |
|
|
(38 |
) |
|
|
(31 |
) |
Increase in Accounts Payable and Other Liabilities |
|
|
41 |
|
|
|
20 |
|
|
|
|
|
|
|
|
Net Cash Used in Operating Activities |
|
|
(70 |
) |
|
|
(71 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investing Activities |
|
|
|
|
|
|
|
|
Capital Contributed to Subsidiary |
|
|
|
|
|
|
(5,184 |
) |
|
|
|
|
|
|
|
Net Cash Used by Investing Activities |
|
|
|
|
|
|
(5,184 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financing Activities |
|
|
|
|
|
|
|
|
Proceeds from Issuance of Common Stock, net of cost |
|
|
|
|
|
|
10,367 |
|
Purchase of Treasury Stock |
|
|
(1,152 |
) |
|
|
|
|
Purchase of Stock for ESOP |
|
|
|
|
|
|
(891 |
) |
Purchase of Stock for RRP |
|
|
(293 |
) |
|
|
|
|
Non-Cash Stock Awards |
|
|
137 |
|
|
|
45 |
|
|
|
|
|
|
|
|
Net Cash (Used) Provided by Financing Activities |
|
|
(1,308 |
) |
|
|
9,521 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Decrease) Increase in Cash and Cash Equivalents |
|
|
(1,378 |
) |
|
|
4,266 |
|
Cash and Cash Equivalents, Beginning of Year |
|
|
4,266 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and Cash Equivalents, End of Year |
|
$ |
2,888 |
|
|
$ |
4,266 |
|
|
|
|
|
|
|
|
|
|
|
Note 24. |
|
Subsequent Events |
Management has evaluated subsequent events through the date that the financial statements
were available to be issued, March 24, 2011, and determined that no events occurred that
require disclosure. No subsequent events occurring after this date have been evaluated for
inclusion in these financial statements.
******
80
Supplementary Data
Selected Quarterly Financial Data
The following table presents selected quarterly operating data for the fiscal years ended
December 31, 2010 and 2009.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the quarter ended |
|
|
|
3/31/10 |
|
|
6/30/10 |
|
|
9/30/10 |
|
|
12/31/10 |
|
|
|
(Dollars in thousands) |
|
Total interest income |
|
$ |
735 |
|
|
$ |
820 |
|
|
$ |
848 |
|
|
$ |
846 |
|
Total interest expense |
|
|
141 |
|
|
|
153 |
|
|
|
173 |
|
|
|
169 |
|
Net interest income |
|
|
594 |
|
|
|
667 |
|
|
|
675 |
|
|
|
677 |
|
Provision for loan loss |
|
|
|
|
|
|
10 |
|
|
|
28 |
|
|
|
26 |
|
Total non-interest income |
|
|
38 |
|
|
|
31 |
|
|
|
31 |
|
|
|
44 |
|
Total non-interest expense |
|
|
653 |
|
|
|
718 |
|
|
|
711 |
|
|
|
701 |
|
Income tax expense (benefit) |
|
|
(8 |
) |
|
|
(4 |
) |
|
|
|
|
|
|
4 |
|
Net loss |
|
|
(13 |
) |
|
|
(26 |
) |
|
|
(33 |
) |
|
|
(10 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the quarter ended |
|
|
|
3/31/09 |
|
|
6/30/09 |
|
|
9/30/09 |
|
|
12/31/09 |
|
|
|
(Dollars in thousands) |
|
Total interest income |
|
$ |
603 |
|
|
$ |
628 |
|
|
$ |
649 |
|
|
$ |
661 |
|
Total interest expense |
|
|
170 |
|
|
|
135 |
|
|
|
134 |
|
|
|
142 |
|
Net interest income |
|
|
433 |
|
|
|
493 |
|
|
|
515 |
|
|
|
519 |
|
Provision for loan loss |
|
|
15 |
|
|
|
|
|
|
|
33 |
|
|
|
30 |
|
Total non-interest income |
|
|
22 |
|
|
|
36 |
|
|
|
114 |
|
|
|
61 |
|
Total non-interest expense |
|
|
608 |
|
|
|
656 |
|
|
|
682 |
|
|
|
659 |
|
Income tax benefit |
|
|
(56 |
) |
|
|
(44 |
) |
|
|
(30 |
) |
|
|
(36 |
) |
Net loss |
|
|
(112 |
) |
|
|
(83 |
) |
|
|
(56 |
) |
|
|
(73 |
) |
|
|
|
Item 9. |
|
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure. |
Not Applicable.
|
|
|
Item 9A(T). |
|
Controls and Procedures. |
(a) Our management evaluated, with the participation of our President and Chief Executive Officer
and our Assistant Secretary and Chief Financial Officer, the effectiveness of our disclosure
controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange
Act of 1934) as of December 31, 2010. Based on such evaluation, our President and Chief Executive
Officer and our Assistant Secretary and Chief Financial Officer have concluded that our disclosure
controls and procedures are designed to ensure that information required to be disclosed by us in
the reports that we file or submit under the Securities Exchange Act of 1934 is recorded,
processed, summarized and reported within the time periods specified in the SECs rules and
regulations and are operating in an effective manner.
(b) Managements Report on Internal Control Over Financial Reporting. Management is responsible for
establishing and maintaining adequate internal control over financial reporting, as such term is
defined in Exchange Act Rule 13a-15(f). The Companys internal control over financial reporting
includes those policies and procedures that (i) pertain to the maintenance of records that, in
reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of
the Company; (ii) provide reasonable assurance that transactions are recorded as necessary to
permit preparation of financial statements in accordance with generally accepted accounting
principles, and that receipts and expenditures of the Company are being made only in accordance
with authorizations of management and directors of the Company; and (iii) provide reasonable
assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition
of the Companys assets that could have a material effect on the financial statements.
81
Internal control over financial reporting is designed to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of financial statements
prepared for external purposes in accordance with generally accepted accounting principles. Because
of its inherent limitations, internal control over financial reporting may not prevent or detect
misstatements. Also, projections of any evaluation of effectiveness to future periods are subject
to the risk that controls may become inadequate because of changes in conditions, or that the
degree of compliance with the policies or procedures may deteriorate.
Under the supervision and with the participation of management, including our principal
executive officer and principal financial officer, we conducted an evaluation of the effectiveness
of our internal control over financial reporting based on the framework in Internal Control -
Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway
Commission. Based on our evaluation under the framework in Internal Control Integrated Framework,
management concluded that our internal control over financial reporting was effective as of
December 31, 2010.
This Annual Report does not include an attestation report of the Companys registered public
accounting firm regarding internal control over financial reporting. Managements report was not
subject to attestation by the Companys registered public accounting firm pursuant to rules of the
Securities and Exchange Commission that permit smaller reporting companies to provide only
managements report in this Annual Report.
(c) No change in our internal control over financial reporting (as defined in Rules 13a-15(f) and
15(d)-15(f) under the Securities Exchange Act of 1934) occurred during the fourth fiscal quarter of
2010 that has materially affected, or is reasonably likely to materially affect, our internal
control over financial reporting.
|
|
|
Item 9B. |
|
Other Information. |
Not applicable.
PART III
|
|
|
Item 10. |
|
Directors, Executive Officers and Corporate Governance. |
The information required herein is incorporated by reference from the information contained in
the sections captioned Information with Respect to Nominees for Director, Continuing Directors and
Executive Officers and Beneficial Ownership of Common Stock by Certain Beneficial Owners and
Management Section 16(a) Beneficial Ownership Reporting Compliance in the Companys definitive
proxy statement for the 2011 Annual Meeting of Stockholders to be held in May 2011 (the Proxy
Statement).
The Company has adopted a Code of Conduct and Ethics that applies to its principal executive
officer and principal financial officer, as well as other officers and employees of the Company and
the Bank. A copy of the Code of Ethics is available on the Companys website at www.hibbank.com.
|
|
|
Item 11. |
|
Executive Compensation. |
The information required herein is incorporated by reference from the information contained in
the sections captioned Management Compensation in the Proxy Statement.
|
|
|
Item 12. |
|
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. |
Security Ownership of Certain Beneficial Owners and Management. The information required
herein is incorporated by reference from the information contained in the section captioned
Beneficial Ownership of Common Stock by Certain Beneficial Owners and Management in the Proxy
Statement.
82
Equity Compensation Plan Information. The following table provides information as of December
31, 2010 with respect
to shares of common stock that may be issued under our existing equity compensation plans, which
consist of the 2009 Stock Option Plan and 2009 Recognition and Retention Plan, both of which were
approved by our shareholders.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of securities |
|
|
Weighted-average |
|
|
Number of securities remaining |
|
|
|
to be issued upon |
|
|
exercise price of |
|
|
available for future issuance |
|
|
|
exercise of |
|
|
outstanding |
|
|
under equity compensation |
|
|
|
outstanding options, |
|
|
options, |
|
|
plans (excluding securities |
|
|
|
warrants and rights |
|
|
warrants and rights |
|
|
reflected in column (a)) |
|
Plan Category |
|
(a) |
|
|
(b) |
|
|
(c) |
|
Equity compensation plans
approved by security holders |
|
|
74,966 |
(1) |
|
$ |
14.65 |
(1) |
|
|
80,900 |
|
Equity compensation plans
not approved by security
holders |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
74,966 |
|
|
$ |
14.65 |
|
|
|
80,900 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Includes 11,133 shares subject to restricted stock grants which were not vested as of December
31, 2010. The weighted-average exercise price excludes such restricted stock grants. |
|
|
|
Item 13. |
|
Certain Relationships and Related Transactions, and Director Independence. |
The information required herein is incorporated by reference from the information contained in
the sections captioned Management Compensation Related Party Transactions and Information
with Respect to Nominees for Director, Continuing Directors and Executive Officers in the Proxy
Statement.
|
|
|
Item 14. |
|
Principal Accounting Fees and Services. |
The information required herein is incorporated by reference from the information contained in
the section captioned Ratification of Appointment of Independent Registered Public Accounting Firm
(Proposal Two) Audit Fees in the Proxy Statement.
PART IV
|
|
|
Item 15. |
|
Exhibits and Financial Statement Schedules. |
(a)(1) The following financial statements are incorporated by reference from Item 8 hereof:
(2) All schedules are omitted because they are not required or applicable, or the required
information is shown in the consolidated financial statements or the notes thereto.
(3) Exhibits
83
The following exhibits are filed as part of this Form 10-K and this list includes the Exhibit
Index.
|
|
|
|
|
|
|
|
|
No. |
|
Description |
|
Location |
|
3.1 |
|
|
Articles of Incorporation of Hibernia Homestead Bancorp, Inc.
|
|
|
(1 |
) |
|
3.2 |
|
|
Bylaws of Hibernia Homestead Bancorp, Inc.
|
|
|
(1 |
) |
|
4.0 |
|
|
Form of Stock Certificate of Hibernia Homestead Bancorp, Inc.
|
|
|
(1 |
) |
|
10.1 |
|
|
Hibernia Homestead Bancorp, Inc. 2009 Stock Option Plan
|
|
|
(2 |
) |
|
10.2 |
|
|
Hibernia Homestead Bancorp, Inc. 2009 Recognition and Retention
Plan and Trust Agreement
|
|
|
(2 |
) |
|
10.3 |
|
|
Letter Agreement between Hibernia Homestead Bank and Michael G.
Gretchen, dated November 19, 2007*
|
|
|
(1 |
) |
|
21.0 |
|
|
Subsidiaries of the Registrant
|
|
Reported in Item 1
|
|
23.0 |
|
|
Consent of LaPorte, Sehrt, Romig & Hand
|
|
Filed herewith
|
|
31.1 |
|
|
Rule 13(a)-14(a) Certification of the Chief Executive Officer
|
|
Filed herewith
|
|
31.2 |
|
|
Rule 13(a)-14(a) Certification of the Chief Financial Officer
|
|
Filed herewith
|
|
32.0 |
|
|
Section 1350 Certification
|
|
Filed herewith
|
|
|
|
* |
|
Denotes a management contract or compensatory plan or arrangement. |
|
(1) |
|
Incorporated by reference from the like-numbered exhibit included in Hibernias registration
statement on Form S-1, filed June 13, 2008 (SEC File No. 333-151656). |
|
(2) |
|
Incorporated by reference from the Companys definitive proxy statement on Schedule 14A,
filed June 19, 2009 (SEC File No. 000-53555). |
(b) The exhibits listed under (a)(3) of this Item 15 are filed herewith.
(c) Reference is made to (a)(2) of this Item 15.
84
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
|
|
|
|
|
|
HIBERNIA HOMESTEAD BANCORP, INC.
|
|
March 28, 2011 |
By: |
/s/ A. Peyton Bush, III |
|
|
|
A. Peyton Bush, III |
|
|
|
President and Chief Executive Officer |
|
|
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been
signed below by the following persons on behalf of the Registrant and in the capacities and on the
date indicated.
|
|
|
|
|
Name |
|
Title |
|
Date |
|
/s/ Patrick W. Browne, Jr.
|
|
Chairman of the Board
|
|
March 28, 2011 |
Patrick W. Browne, Jr. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
President and Chief Executive Officer
|
|
March 28, 2011 |
A. Peyton Bush, III |
|
|
|
|
|
|
|
|
|
/s/ Donna T. Guerra
Donna T. Guerra
|
|
Assistant Secretary and Chief
Financial Officer (Principal
Financial and Accounting
Officer)
|
|
March 28, 2011 |
|
|
|
|
|
/s/ Morrison C. Bethea, M.D.
|
|
Director
|
|
March 28, 2011 |
Morrison C. Bethea, M.D. |
|
|
|
|
|
|
|
|
|
/s/ Richard J. Brennan, Jr.
|
|
Director
|
|
March 28, 2011 |
Richard J. Brennan, Jr. |
|
|
|
|
|
|
|
|
|
|
|
Director
|
|
March 28, 2011 |
H. Merritt Lane, III |
|
|
|
|
|
|
|
|
|
|
|
Director
|
|
March 28, 2011 |
Robert H. Saer |
|
|
|
|
|
|
|
|
|
|
|
Director
|
|
March 28, 2011 |
J. Kenneth Saer |
|
|
|
|
|
|
|
|
|
|
|
Director
|
|
March 28, 2011 |
John J. Weigel |
|
|
|
|