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Table of Contents

 
 
United States
Securities and Exchange Commission
Washington, D.C. 20549
FORM 10-Q
     
þ   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended MARCH 31, 2011
OR
     
o   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 000-49699
Centra Financial Holdings, Inc.
(Exact name of registrant as specified in its charter)
     
West Virginia
(State or other jurisdiction of incorporation or organization)
  55-0770610
(I.R.S. Employer Identification No)
990 Elmer Prince Drive
P. O. Box 656
Morgantown, West Virginia 26507-0656

(Address of principal executive offices, zip code)
304-598-2000
(Registrant’s telephone number, including area code)
Not Applicable
(Former name, address, and fiscal year, if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ No o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes o No o
Indicate by check mark if the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definition of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. Check one:
             
Large accelerated filer o   Accelerated filer o   Non-accelerated filer þ   Smaller reporting company o
Indicate by check mark if the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act. Yes o No þ
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:
As of April 30, 2011, the number of shares outstanding of the registrant’s only class of common stock was 8,515,368.
 
 

 

 


 

Centra Financial Holdings, Inc.
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 EX-31.1
 EX-31.2
 EX-32.1
 EX-32.2

 

 


Table of Contents

Part I. Financial Information
Item 1.  
Financial Statements
Centra Financial Holdings, Inc. and Subsidiaries
Consolidated Balance Sheets
                 
    March 31     December 31  
    2011     2010  
(Dollars in Thousands, Except Per Share Data)   (Unaudited)     (Note B)  
Assets
               
Cash and due from banks
  $ 5,357     $ 4,815  
Interest-bearing deposits in other banks
    2,734       2,627  
Federal funds sold
    96,737       116,189  
 
           
Total cash and cash equivalents
    104,828       123,631  
 
               
Available-for-sale securities, at fair value (amortized cost of $117,772 at March 31, 2011 and $128,493 at December 31, 2010)
    119,203       129,957  
Other investment securities, at cost
    3,802       3,983  
 
               
Loans, net of unearned income
    1,053,086       1,051,857  
Allowance for loan losses
    (18,687 )     (18,586 )
 
           
Net loans
    1,034,399       1,033,271  
 
               
Premises and equipment, net
    20,663       20,727  
Loans held for sale
    3,212       7,411  
Goodwill and other intangible assets
    14,631       14,816  
Bank owned life insurance
    19,420       19,248  
Other assets
    21,569       21,052  
 
           
Total assets
  $ 1,341,727     $ 1,374,096  
 
           
 
               
Liabilities
               
Deposits
               
Non-interest bearing
  $ 172,768     $ 160,092  
Interest bearing
    963,934       1,007,622  
 
           
Total deposits
    1,136,702       1,167,714  
 
               
Short-term borrowings
    32,468       37,622  
Long-term debt
    20,000       20,000  
Other liabilities
    13,917       12,912  
 
           
Total liabilities
    1,203,087       1,238,248  
 
               
Stockholders’ equity
               
Preferred stock, $1 par value, 1,000,000 authorized, none issued
           
Common stock, $1 par value, 50,000,000 authorized, 8,500,571 and 8,451,444 issued and outstanding on March 31, 2011 and December 31, 2010, respectively
    8,501       8,451  
Additional paid-in capital
    121,989       121,427  
Accumulated earnings
    7,274       5,074  
Accumulated other comprehensive income
    876       896  
 
           
Total stockholders’ equity
    138,640       135,848  
 
           
Total liabilities and stockholders’ equity
  $ 1,341,727     $ 1,374,096  
 
           
Notes to consolidated financial statements are an integral part of these statements.

 

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Table of Contents

Centra Financial Holdings, Inc. and Subsidiaries
Consolidated Statements of Income
                 
    Three Months Ended  
    March 31  
(Unaudited) (Dollars in Thousands Except Per Share Data)   2011     2010  
Interest income
               
Loans, including fees
  $ 13,967     $ 14,552  
Loans held for sale
    45       20  
Securities available-for-sale
    567       831  
Interest-bearing bank balances
          1  
Federal funds sold
    55       39  
 
           
Total interest income
    14,634       15,443  
 
               
Interest expense
               
Deposits
    2,767       4,410  
Short-term borrowings
    26       44  
Long-term debt
    114       111  
 
           
Total interest expense
    2,907       4,565  
 
           
Net interest income
    11,727       10,878  
 
               
Provision for credit losses
    1,015       755  
 
           
Net interest income after provision for credit losses
    10,712       10,123  
 
               
Other income
               
Service charges on deposit accounts
    880       855  
Other service charges and fees
    768       666  
Secondary market income
    235       184  
Other
    344       223  
 
           
Total other income
    2,227       1,928  
 
               
Other expense
               
Salary and employee benefits
    4,359       4,586  
Occupancy expense
    813       863  
Equipment expense
    490       543  
Advertising
    239       384  
Professional fees
    334       246  
Data processing
    666       648  
Other outside services
    209       213  
Regulatory assessment
    455       398  
Other
    1,031       1,115  
 
           
Total other expense
    8,596       8,996  
 
           
Net income before income tax
    4,343       3,055  
 
               
Income tax expense
    1,506       1,003  
 
           
Net income
    2,837       2,052  
 
           
 
Basic earnings per share
  $ 0.33     $ 0.27  
Diluted earnings per share
  $ 0.32     $ 0.25  
Basic weighted-average shares outstanding
    8,481,475       7,694,931  
Diluted weighted-average shares outstanding
    8,810,992       8,148,610  
Cash dividends declared per share
  $ 0.075     $ 0.05  
Notes to consolidated financial statements are an integral part of these statements.

 

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Table of Contents

Centra Financial Holdings, Inc. and Subsidiaries
Consolidated Statements of Stockholders’ Equity
For the Three Months Ended March 31, 2011 and 2010
                                         
                            Accumulated        
            Additional             Other        
    Common     Paid-in     Accumulated     Comprehensive        
(Unaudited) (Dollars in Thousands)   Stock     Capital     Earnings     Income     Total  
Balance, January 1, 2010
  $ 7,123     $ 97,320     $ (838 )   $ 1,539     $ 105,144  
 
                                       
Issuance of shares of common stock
    1,047       19,827                   20,874  
Cash dividend declared on common stock, $0.05 per share
                (419 )           (419 )
Stock based compensation expense
          550                   550  
Exercise of 203,927 stock options
    204       1,156                   1,360  
Shares issued through dividend reinvestment plan
    24       465                   489  
Comprehensive income:
                                       
Net income
                2,052             2,052  
Other comprehensive income:
                                       
Change in unrealized gain on available-for-sale securities, net of income taxes of ($159)
                      (220 )     (220 )
 
                                     
Total comprehensive income
                            1,832  
 
                             
Balance, March 31, 2010
  $ 8,398     $ 119,318     $ 795     $ 1,319     $ 129,830  
 
                             
 
                                       
Balance, January 1, 2011
  $ 8,451     $ 121,427     $ 5,074     $ 896     $ 135,848  
 
                                       
Cash dividend declared on common stock, $0.075 per share
                (637 )           (637 )
Stock based compensation expense
          12                   12  
Exercise of 49,126 stock options
    50       550                   600  
Comprehensive income:
                                       
Net income
                2,837             2,837  
Other comprehensive income:
                                       
Change in unrealized gain on available-for-sale securities, net of income taxes of ($13)
                      (20 )     (20 )
 
                                     
Total comprehensive income
                                    2,817  
 
                             
Balance, March 31, 2011
  $ 8,501     $ 121,989     $ 7,274     $ 876     $ 138,640  
 
                             
Notes to consolidated financial statements are an integral part of these statements.

 

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Centra Financial Holdings, Inc. and Subsidiaries
Consolidated Statements of Cash Flows
                 
    Three Months Ended  
    March 31  
(Unaudited) (Dollars in Thousands)   2011     2010  
Operating activities
               
Net income
  $ 2,837     $ 2,052  
Adjustments to reconcile net income to net cash provided by operating activities:
               
Accretion of discounts on securities
    (13 )     (49 )
Amortization of premiums on securities
    469       303  
Amortization of intangibles
    185       185  
Provision for credit losses
    1,015       755  
Deferred income tax benefit
    (325 )     (548 )
Depreciation
    485       522  
Loans originated for sale
    (10,579 )     (13,072 )
Proceeds of loans sold
    15,013       12,972  
Gain on sale of loans
    (235 )     (184 )
Stock option expense
    12       550  
Increase in cash surrender value of life insurance
    (172 )     (174 )
Increase (decrease) in other liabilities
    1,156       (293 )
(Increase) decrease in other assets
    (473 )     1,184  
 
           
Net cash provided by operating activities
    9,375       4,203  
 
               
Investing activities
               
Purchases of premises and equipment
    (422 )     (157 )
Purchases of available-for-sale securities
    (101 )     (5,408 )
Sales, calls and maturities of available-for-sale securities
    10,547       9,675  
Net (increase) decrease in loans made to customers
    (2,156 )     4,162  
 
           
Net cash provided by investing activities
    7,868       8,272  
 
               
Financing activities
               
Net (decrease) increase in deposits
    (31,012 )     27,088  
Net decrease in securities sold under agreement to repurchase
    (5,154 )     (6,842 )
Cash received from exercise of stock options
    463       1,360  
Cash received from dividend reinvestment plan
          324  
Cash dividends paid on common stock
    (343 )     (191 )
Proceeds of stock offering
          20,873  
 
           
Net cash (used in) provided by financing activities
    (36,046 )     42,612  
 
           
 
               
Net increase in cash and cash equivalents
    (18,803 )     55,087  
 
               
Cash and cash equivalents — beginning of period
    123,631       74,564  
 
           
Cash and cash equivalents — end of period
  $ 104,828     $ 129,651  
 
           
Notes to consolidated financial statements are an integral part of these statements.

 

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Centra Financial Holdings, Inc.
Notes to Consolidated Financial Statements
Note A — Organization
Centra Bank, Inc. (the Bank or Centra) is a full service commercial bank that was chartered on September 27, 1999, under the laws of the State of West Virginia and commenced operations on February 14, 2000. Centra Financial Holdings, Inc. (Centra) was formed on October 25, 1999, for the purpose of becoming a one-bank holding company to own all of the outstanding stock of Centra Bank.
After the close of business on December 15, 2010, Centra entered into an Agreement and Plan of Reorganization (the Agreement) with United Bankshares, Inc. (United), a West Virginia corporation headquartered in Charleston, West Virginia. In accordance with the Agreement, Centra will merge with and into a wholly-owned subsidiary of United (the Merger). At which time, Centra will cease, the wholly-owned subsidiary of United will survive and continue to exist as a West Virginia corporation.
The Agreement provides that upon consummation of the Merger, each outstanding share of common stock of Centra will be converted into the right to receive 0.7676 shares of United common stock, par value $2.50 per share.
Pursuant to the Agreement, at the effective time of the Merger, each outstanding option to purchase shares of Centra common stock under any and all plans of Centra shall receive cash consideration equal to the difference between the options’ strike price and $21.00 with respect to those options with a strike price less than $21.00. There will be no payment by United to any holder of Centra stock options with an exercise price equal to or greater than $21.00 and any such Centra stock options shall be terminated as of the effective time of the Merger.
The merger transaction, expected to close early third quarter of 2011, will be accounted for as a business combination pending approval of the stockholders of Centra and the receipt of all required regulatory approvals, as well as other customary conditions.
Note B — Basis of Presentation
Centra’s consolidated financial statements have been prepared in accordance with Centra’s accounting and reporting policies, which are in conformity with U. S. generally accepted accounting principles for interim financial information and with instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Such policies require management to make estimates and develop assumptions that affect the amounts reported in the consolidated financial statements and related footnotes. Actual results could differ from management’s estimates. Also, they do not include all the information and footnotes required by U. S. generally accepted accounting principles for annual year-end financial statements. In the opinion of management, all material adjustments considered necessary for a fair presentation, have been included and are of a normal, recurring nature. The balance sheet as of December 31, 2010, has been derived from the audited financial statements at that date, but does not include all of the information and footnotes required by U. S. generally accepted accounting principles. Operating results for the three months ended March 31, 2011, are not necessarily indicative of the results that may be expected for the year. These interim financial statements should be read in conjunction with the financial statements and notes thereto included in Centra’s December 31, 2010, Form 10-K filed with the Securities and Exchange Commission.
Note C — Net Income Per Common Share
Centra determines basic earnings per share by dividing net income available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted earnings per share is determined by dividing net income available to common shareholders by the weighted average number of common shares outstanding increased by the number of shares that would be issued assuming the exercise of stock options. At March 31, 2011 and 2010, stock options outstanding and available to be exercised were 1,161,448 and 1,156,379 shares at an average price of $13.41 and $11.16 respectively.

 

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The calculation of basic and diluted earnings per common share was a follows:
                 
    Three Months Ended  
    March 31  
(Dollars in Thousands except for per Share Data)   2011     2010  
Net income
  $ 2,837     $ 2,052  
 
               
Weighted-average common shares outstanding
    8,481,475       7,694,931  
Effect of potentially dilutive common shares
    329,517       453,679  
 
           
Total weighted-average common shares outstanding
    8,810,992       8,148,610  
 
           
 
               
Earnings per Share
               
Basic
  $ 0.33     $ 0.27  
Diluted
  $ 0.32     $ 0.25  
Note D — Fair Value Measurements
Centra utilizes a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect Centra’s market assumptions. The three levels of the fair value hierarchy under Fair Value Measurements based on these two types of inputs are as follows:
   
Level 1 — Valuation is based on quoted prices in active markets for identical assets and liabilities.
   
Level 2 — Valuation is based on observable inputs other than quoted prices in active markets for similar assets and liabilities, quoted prices for identical or similar assets and liabilities in nonactive markets, and model-based valuation techniques for which all significant assumptions are observable in the market.
   
Level 3 — Valuation is based on model-based techniques that use one or more significant inputs or assumptions that are unobservable in the market.
When determining the fair value measurements for assets and liabilities, Centra looks to active and observable markets to price identical assets or liabilities whenever possible and classifies such items in Level 1. When identical assets and liabilities are not traded in active markets, Centra looks to market observable data for similar assets and liabilities and classifies such items as Level 2. Nevertheless, when certain assets and liabilities are not actively traded in observable markets and Centra must use alternative valuation techniques using unobservable inputs to determine a fair value and classifies such items as Level 3. The level within the fair value hierarchy is based on the lowest level of input that is significant in the fair value measurement.
The following tables present the balances of financial assets measured at fair value on a recurring basis as of March 31, 2011 and December 31, 2010:
Fair Value Measurements at March 31, 2011 Using:
                                 
            Quoted Prices              
            in Active     Significant        
            Markets for     Other     Significant  
            Identical     Observable     Unobservable  
(Unaudited) (Dollars in Thousands)   Balance as of     Assets     Inputs     Inputs  
Description   March 31, 2011     (Level 1)     (Level 2)     (Level 3)  
Assets
                               
Available-for-sale securities
                               
Debt securities:
                               
U.S. Government sponsored agencies
  $ 90,232     $     $ 90,232     $  
State and municipal
    27,803             27,803        
Corporate
    759             759        
Equity securities:
                               
Financial institution stock
    409       409              
 
                       
Total
  $ 119,203     $ 409     $ 118,794     $  
 
                       

 

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Fair Value Measurements at December 31, 2010 Using:
                                 
            Quoted Prices              
            in Active     Significant        
            Markets for     Other     Significant  
            Identical     Observable     Unobservable  
(Dollars in Thousands)   Balance as of     Assets     Inputs     Inputs  
Description   December 31, 2010     (Level 1)     (Level 2)     (Level 3)  
Assets
                               
Available-for-sale securities:
                               
Debt securities:
                               
U.S. Government sponsored agencies
  $ 99,785     $     $ 99,785     $  
State and municipal
    29,008             29,008        
Corporate
    771             771        
Equity securities:
                             
Financial institution stock
    393       393              
 
                       
Total
  $ 129,957     $ 393     $ 129,564     $  
 
                       
Available for sale securities are recorded at fair value on a recurring basis. Fair value measurement is based upon quoted market prices, when available (Level 1). If quoted market prices are not available, fair values are measured utilizing independent valuation techniques of identical or similar securities. Third party vendors compile prices from various sources and may apply such techniques as matrix pricing to determine the value of identical or similar securities (Level 2). Any securities available for sale not valued based upon the methods above are considered Level 3.
The following table summarizes financial assets, including impaired loans that have been written down and other real estate owned recorded at the lower of cost or market, that were measured at fair value on a nonrecurring basis as of March 31, 2011:
Fair Value Measurements at March 31, 2011 Using:
                                 
            Quoted Prices              
            in Active     Significant        
            Markets for     Other     Significant  
            Identical     Observable     Unobservable  
(Unaudited) (Dollars in Thousands)   Balance as of     Assets     Inputs     Inputs  
Description   March 31, 2011     (Level 1)     (Level 2)     (Level 3)  
Assets
                               
Nonaccrual loans
  $ 18,209     $     $     $ 18,209  
Other real estate owned
  $ 3,328     $     $     $ 3,328  
Fair Value Measurements at December 31, 2010 Using:
                                 
            Quoted Prices              
            in Active     Significant        
            Markets for     Other     Significant  
            Identical     Observable     Unobservable  
(Dollars in Thousands)   Balance as of     Assets     Inputs     Inputs  
Description   December 31, 2010     (Level 1)     (Level 2)     (Level 3)  
Assets
                               
Nonaccrual loans
  $ 18,220     $     $     $ 18,220  
Other real estate owned
  $ 2,826     $     $     $ 2,826  

 

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Certain financial assets are measured at fair value on a nonrecurring basis in accordance with generally accepted accounting principles (GAAP.) Adjustments to the fair value of these assets usually result from the application of lower-of-cost-or-market accounting or write-downs of individual assets.
Loans held for sale: Loans held for sale are carried at the lower of cost or market value. These loans currently consist of one-to-four family residential loans originated for sale in the secondary market. Fair value is based on the price secondary markets are currently offering for similar loans which is not materially different than cost due to the short duration between origination and sale (Level 2). As such, Centra records any fair value adjustments on a nonrecurring basis. Gains and losses on the sale of loans are recorded within secondary market income on the Consolidated Statements of Income. For the three months ended March 31, 2011 and 2010, no fair value adjustment was recorded related to loans held for sale.
Allowance for Credit Losses: Loans are designated as impaired when, in the judgment of management based on current information and events, it is probable that all amounts due according to the contractual terms of the loan agreement will not be collected. For such loans, impairment is measured based on the present value of expected future cash flows to be received from the borrower, or alternatively, the observable market price of the loan or the fair value of the collateral if the loan is collateral dependent. Impairment is typically measured based on the fair value of the collateral securing the loans. Collateral may be in the form of real estate or business assets including equipment, inventory, and accounts receivable. The vast majority of the collateral is real estate. The value of real estate collateral is determined utilizing an income or market valuation approach based on an appraisal conducted by an independent, licensed appraiser outside of the Company (Level 3). The value of business equipment is based upon an outside appraisal if deemed significant, or the net book value on the applicable business’ financial statements if not considered significant. Likewise, values for inventory and accounts receivable collateral are based on financial statement balances or aging reports (Level 3). Any fair value adjustments from the underlying collateral on impaired loans are recorded in the period incurred as provision for credit losses on the Consolidated Statements of Income. For the three months ended March 31, 2011 and 2010, no such fair value adjustment was recognized in earnings that related to the allowance for loan losses allocated to impaired loans.
Other real estate owned: Other real estate owned (OREO) is measured at fair value less cost to sell at the date of foreclosure, establishing a new cost basis on that date. Subsequent to foreclosure, valuations are periodically performed by management and the assets are carried at the lower of carrying amount or fair value less cost to sell. Appraisals for property may be conducted on the property and are based on consideration of comparable property sales (Level 3). Some valuations may require some degree of professional judgment. In conducting an appraisal for ongoing construction property, the appraiser develops two appraised amounts: an “as is” appraised value and a “completed” value. Based on professional judgment and their knowledge of the particular situation, management determines the appropriate fair value to be utilized for such property (Level 3). Income and expenses from operations and changes in valuation allowance are included in the net expenses from OREO.
Goodwill and Core Deposit Intangible: Goodwill is carried at cost basis and is reviewed annually for impairment. Core Deposit Intangible is recorded at cost and amortized monthly and reviewed annually for impairment or earlier if indicators of impairment exist. If impairment exists, the measurement of loss is based on the fair value of the reporting unit (goodwill) and the core deposit intangible. For the three months ended March 31, 2011 and 2010, no fair value adjustment was recorded.
Financial Instruments: The following methods and assumptions were used by Centra in estimating its fair value disclosures for financial instruments:
Cash and Cash Equivalents: The carrying amounts reported in the balance sheet approximate their fair values.
Loans: The fair value of performing variable rate loans that reprice frequently and performing demand loans, with no significant change in credit risk, is based on carrying value. The fair value of certain mortgage loans is based on quoted market prices of similar loans sold adjusted for differences in loan characteristics. The fair value of other performing loans (e.g., commercial real estate, commercial, and consumer loans) is estimated using discounted cash flow analyses and interest rates currently being offered for loans with similar terms to borrowers of similar credit quality.
Deposits: The carrying amounts of demand deposits, savings accounts, and certain money market deposits approximate their fair values. The fair value of fixed maturity certificates of deposit is estimated using a discounted cash flow calculation that applies current rates offered for deposits of similar remaining maturities.
Short-Term Borrowings: The carrying amounts of short-term borrowings approximate their fair values.

 

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Long-Term Debt: The carrying amounts of long-term debt approximate their fair value because the debt is a variable rate instrument repricing quarterly.
Off-Balance Sheet Financial Instruments: The fair value of loan commitments is estimated using the fees currently charged to enter into similar agreements taking into account the remaining terms of the agreements and the counter parties’ credit standing. The estimated fair value of these commitments approximates their carrying value.
The estimated fair values of Centra’s financial instruments are as follows:
                                 
    March 31, 2011     December 31, 2010  
            Estimated             Estimated  
    Carrying     Fair     Carrying     Fair  
(Dollars in Thousands)   Amount     Value     Amount     Value  
Financial assets:
                               
Cash and cash equivalents
  $ 104,828     $ 104,828     $ 123,631     $ 123,631  
Investment securities
    123,005       123,005       129,957       129,957  
Loans
    1,053,086       1,072,105       1,051,857       1,098,876  
Loans Held for Sale
    3,212       3,212       7,411       7,411  
 
                               
Financial liabilities:
                               
Deposits
  $ 1,136,702     $ 1,142,372     $ 1,167,714     $ 1,167,726  
Short-term borrowings
    32,468       32,468       37,622       37,622  
Long-term debt
    20,000       20,000       20,000       20,000  
Note E — Investment Securities
                                 
    Securities Classified as Available-for-Sale  
            Gross     Gross     Estimated  
    Amortized     Unrealized     Unrealized     Fair  
(Dollars in Thousands)   Cost     Gains     Losses     Value  
At March 31, 2011:
                               
Debt securities:
                               
U.S. Government sponsored agencies
  $ 89,720     $ 513     $ (1 )   $ 90,232  
State and municipal
    26,906       899       (2 )     27,803  
Corporate
    753       6             759  
Equity securities:
                               
Financial institution stock
    393       16             409  
 
                       
Total available-for-sale securities
  $ 117,772     $ 1,434     $ (3 )   $ 119,203  
 
                       
 
                               
At December 31, 2010:
                               
Debt securities:
                               
U.S. Government sponsored agencies
  $ 99,152     $ 649     $ (16 )   $ 99,785  
State and municipal
    28,192       817       (1 )     29,008  
Corporate
    756       15             771  
Equity securities:
                               
Financial institution stock
    393                   393  
 
                       
Total available-for-sale securities
  $ 128,493     $ 1,481     $ (17 )   $ 129,957  
 
                       
At March 31, 2011 and December 31, 2010, investment securities having a carrying value of $108.6 million and $114.1 million, respectively were pledged to secure public deposits and repurchase agreements in accordance with federal and state requirements.
Provided below is a summary of securities available-for-sale which were in an unrealized loss position at March 31, 2011 and December 31, 2010. Two securities are in an unrealized loss position at March 31, 2011 compared to ten securities at December 31, 2010. Centra has the intent to hold these securities and it is more likely than not that Centra will not be required to sell the securities before the anticipated recovery in fair value or by the time these securities mature. Further, Centra believes the deterioration in fair value is attributable to changes in market interest rates and not credit quality of the issuer.

 

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    Less Than 12 Months     12 Months or More     Total  
    Fair     Unrealized     Fair     Unrealized     Fair     Unrealized  
(Dollars in Thousands)   Value     Losses     Value     Losses     Value     Losses  
At March 31, 2011:
                                               
Debt securities:
                                               
U.S. Government sponsored agencies
  $ 2,026     $ (1 )   $     $     $ 2,026     $ (1 )
State and municipal
    374       (2 )                 374       (2 )
Corporate
                                   
Equity securities:
                                               
Financial institution stock
                                   
 
                                   
Total
  $ 2,400     $ (3 )   $     $     $ 2,400     $ (3 )
 
                                   
 
                                               
At December 31, 2010:
                                               
Debt securities:
                                               
U.S. Government sponsored agencies
  $ 16,559     $ (16 )   $     $     $ 16,559     $ (16 )
State and municipal
    519       (1 )                 519       (1 )
Corporate
                                   
Equity securities:
                                               
Financial institution stock
                                   
 
                                   
Total
  $ 17,078     $ (17 )   $     $     $ 17,078     $ (17 )
 
                                   
Management evaluates securities for other-than-temporary impairment at least on a quarterly basis, and more frequently 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 Centra to retain its investment in the issuer for a period of time sufficient to allow for any anticipated recovery in fair value. As of March 31, 2011, Centra determined that no other-than-temporary impairments existed within the available-for-sale securities portfolio.
The estimated maturities presented in the tables below may differ from the contractual maturities because borrowers may have the right to call or prepay obligations without call or prepayment penalties. The portfolio contains no single issue (excluding U.S. government and U.S. agency securities) that exceeds 10% of stockholders’ equity.
The fair value of the available-for-sale securities portfolio as of March 31, 2011 and December 31, 2010 by contractual maturity, are shown below:
                                         
    Fair Value Due:  
                    After 5              
            After 1 year     years              
    Within 1     through 5     through 10     Over 10        
(Dollars in Thousands)   year     years     years     years     Total  
At March 31, 2011:
                                       
Debt securities:
                                       
U.S. Government sponsored agencies
  $ 47,318     $ 42,914     $     $     $ 90,232  
State and municipal
    1,904       25,794       105             27,803  
Corporate
    759                         759  
Equity securities:
                                       
Financial institution stock
                      409       409  
 
                             
Total
  $ 49,981     $ 68,708     $ 105     $ 409     $ 119,203  
 
                             

 

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    Fair Value Due:  
                    After 5              
            After 1 year     years              
    Within 1     through 5     through 10     Over 10        
(Dollars in Thousands)   year     years     years     years     Total  
At December 31, 2010:
                                       
Debt securities:
                                       
U.S. Government sponsored agencies
  $ 42,246     $ 57,539     $     $     $ 99,785  
State and municipal
    1,678       27,224       106             29,008  
Corporate
    771                         771  
Equity securities:
                                       
Financial institution stock
                      393       393  
 
                             
Total
  $ 44,695     $ 84,763     $ 106     $ 393     $ 129,957  
 
                             
As of March 31, 2011 and December 31, 2010, other investments at cost were equal to $3.8 million and $4.0 million, respectively, and consisted of Federal Home Loan Bank stock. These securities are carried at cost since they do not have readily determinable fair values due to their restricted nature and Centra does not exercise significant influence.
Note F — Loans and Allowance for Loan Losses
Centra’s lending is primarily focused in the north central and eastern panhandle areas of West Virginia, south western Pennsylvania and western Maryland, and consists principally of commercial lending, retail lending, which includes single-family residential mortgages, and other consumer lending. All credits were subjected to Centra’s normal commercial underwriting standards and did not present more than the normal amount of risk assumed in other lending areas.
The following is a detail of total loans outstanding:
                 
    March 31,     December 31,  
(Dollars in Thousands)   2011     2010  
 
               
Commercial
  $ 158,209     $ 160,526  
Real estate, commercial
    649,912       638,951  
Real estate, mortgage
    181,469       185,272  
Consumer
    63,496       67,108  
 
           
Total loans
  $ 1,053,086     $ 1,051,857  
 
           
The allowance for loan losses represents an estimation of probable credit losses inherent in the loan portfolio. The allowance for loan losses and changes therein as of and for the years ended March 31, 2011 and December 31, 2010 include the following activity:
                                         
            Commercial                    
(Dollars in Thousands)   Commercial     Real Estate     Consumer     Residential     Total  
Allowance for loan losses:
                                       
Beginning balance — December 31, 2010
  $ 2,482     $ 9,966     $ 2,487     $ 3,651     $ 18,586  
Charge-offs
    (103 )     (421 )     (302 )     (123 )     (949 )
Recoveries
    2       10       10       2       24  
Provision
    (14 )     628       354       58       1,026  
 
                             
Ending balance — March 31, 2011
  $ 2,367     $ 10,183     $ 2,549     $ 3,588     $ 18,687  
 
                             

 

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            Commercial                    
(Dollars in Thousands)   Commercial     Real Estate     Consumer     Residential     Total  
Allowance for loan losses:
                                       
Beginning balance — December 31, 2009
  $ 2,177     $ 9,582     $ 2,248     $ 4,003     $ 18,010  
Charge-offs
    (759 )     (3,048 )     (313 )     (1,044 )     (5,164 )
Recoveries
    35       141       116       73       365  
Provision
    1,029       3,291       436       619       5,375  
 
                             
Ending balance — December 31, 2010
  $ 2,482     $ 9,966     $ 2,487     $ 3,651     $ 18,586  
 
                             
The allowance for credit losses on lending related commitments represents an estimation of probable credit losses inherent in the off balance sheet unused commitments and is classified as other liabilities in the financial statements.
Activity in the allowance for loan losses on lending related commitments follows:
                 
    March 31,     March 31,  
(Dollars in Thousands)   2011     2010  
 
               
Balance, January 1
  $ 1,174     $ 1,460  
Benefit
    (11 )     (150 )
 
           
Ending Balance
  $ 1,163     $ 1,310  
 
           
The provisions for loan and credit losses are as follows:
                 
    March 31,     March 31,  
(Dollars in Thousands)   2011     2010  
 
               
Provision for loan losses
  $ 1,026     $ 905  
Benefit for credit losses
    (11 )     (150 )
 
           
Ending Balance
  $ 1,015     $ 755  
 
           
Loans are designated as non-performing when either principal or interest payments are 90 days or more past due, unless those loans are in the process of collection and, in management’s opinion, have a net realizable value of collateral that exceeds the principal and accrued interest. When a loan is placed on nonaccrual status, interest accruals are discontinued, previously accrued interest recognized in income in the current year is reversed, and interest accrued in prior years is charged against the allowance for loan losses. Interest received on non-performing loans is included in income only if principal recovery is reasonably assured. A non-performing loan is restored to accrual status when it is brought current, has performed in accordance with contractual terms for a reasonable period of time, and the collectability of the total contractual principal and interest is no longer in doubt.
Total nonaccrual loans are summarized as follows:
                 
    March 31,     December 31,  
(Dollars in Thousands)   2011     2010  
Commercial
  $ 2,992     $ 1,979  
Commercial real estate:
               
Commercial real estate construction
          1,860  
Commercial real estate — other
    11,323       10,796  
Consumer:
               
Consumer — other
    1,291       1,169  
Consumer — auto
    108       207  
Residential
    2,495       2,209  
 
           
Total nonaccrual loans
  $ 18,209     $ 18,220  
 
           
As of March 31, 2011, total impaired loans were $25.1 million, which includes non-accrual loans of $18.2 million and two loans totaling $6.9 million that were deemed impaired due to management’s expectation that the borrowers would not be able to satisfy the contractual obligations due to a decline in the collateral values. Of the total impaired loans, $17.0 million required specific reserves due to shortfalls in collateral value. Centra reserved $4.2 million for impaired loans as of March 31, 2011.

 

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Impaired Loans as of March 31, 2011
                                         
            Unpaid             Average     Interest  
    Recorded     Principal     Related     Recorded     Income  
(Dollars in Thousands)   Investment     Balance     Allowance     Investment     Recognized  
With no related allowance recorded
                                       
Commercial
  $ 1,225     $ 1,283     $     $ 1,225     $ 2  
Commercial real estate:
                                       
Commercial real estate construction
                             
Commercial real estate — other
    3,454       4,624             3,539       6  
Consumer:
                                       
Consumer — other
    1,291       1,216             1,229       22  
Consumer — auto
    108       117             114       3  
Residential
    1,959       2,433             2,196       16  
 
                             
Total impaired without related allowance
  $ 8,307     $ 9,673     $     $ 8,303     $ 49  
With an allowance recorded:
                                       
Commercial
  $ 1,767     $ 1,806     $ 712     $ 1,768     $ 2  
Commercial real estate:
                                       
Commercial real estate construction
    1,816       1,816       301       1,808       24  
Commercial real estate — other
    12,910       14,361       3,060       12,924       75  
Residential
    536       536       93       536       1  
 
                             
Total impaired with related allowance
  $ 17,029     $ 18,519     $ 4,166     $ 17,036     $ 102  
 
                                       
Total:
                                       
Commercial
  $ 21,172     $ 23,890     $ 4,073     $ 21,264     $ 109  
Consumer
    1,399       1,333             1,343       25  
Residential
    2,495       2,969       93       2,732       17  
 
                             
Total impaired loans
  $ 25,066     $ 28,192     $ 4,166     $ 25,339     $ 151  
 
                             
As of December 31, 2010, total impaired loans were $25.3 million, which includes non-accrual loans of $18.2 million and three loans totaling $7.1 million that were deemed impaired due to management’s expectation that the borrowers would not be able to satisfy the contractual obligations due to a decline in the collateral values. Of the total impaired loans, $17.6 million required specific reserves due to shortfalls in collateral value. Centra reserved $4.4 million for impaired loans as of December 31, 2010.
Impaired Loans as of December 31, 2010
                                         
            Unpaid             Average     Interest  
    Recorded     Principal     Related     Recorded     Income  
(Dollars in Thousands)   Investment     Balance     Allowance     Investment     Recognized  
With no related allowance recorded
                                       
Commercial
  $ 285     $ 345     $     $ 297     $ 10  
Commercial real estate:
                                       
Commercial real estate construction
    1,325       1,792             1,669       8  
Commercial real estate — other
    2,484       4,221             3,647       66  
Consumer:
                                       
Consumer — other
    1,169       1,993             1,969       111  
Consumer — auto
    207       227             237       18  
Residential
    2,209       2,328             2,280       93  
 
                             
Total impaired without related allowance
  $ 7,679     $ 10,906     $     $ 10,099     $ 306  
With an allowance recorded:
                                       
Commercial
  $ 1,694     $ 1,733     $ 675     $ 1,721     $ 64  
Commercial real estate:
                                       
Commercial real estate construction
    2,331       2,331       507       2,321       70  
Commercial real estate — other
    13,371       13,566       3,142       12,700       416  
Residential
    222       222       42       219       13  
 
                             
Total impaired with related allowance
  $ 17,618     $ 17,852     $ 4,366     $ 16,961     $ 563  
 
                                       
Total:
                                       
Commercial
  $ 21,490     $ 23,988     $ 4,324     $ 22,355     $ 634  
Consumer
    1,376       2,220             2,206       129  
Residential
    2,431       2,550       42       2,499       106  
 
                             
Total impaired loans
  $ 25,297     $ 28,758     $ 4,366     $ 27,060     $ 869  
 
                             

 

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Interest income that would have been recognized on the impaired loans, if they were current under their original terms and interest recognized under the cash basis of accounting, as of March 31, 2011 and December 31, 2010 were not material to the financial statements.
Loans are deemed delinquent when scheduled principal and interest payments are 30 — 90 days past due. Centra did not have any loans past due ninety days and still accruing interest as of March 31, 2011 and December 31, 2010. Analyses of the age of past due loans are as follows:
Age Analysis of Past Due Loans As of March 31, 2011
                                                 
                    Greater                      
    30-59 Days     60-89 Days     than 90     Total Past             Total  
(Dollars in Thousands)   Past Due     Past Due     Days     Due     Current     Loans  
Commercial
  $ 282     $ 92     $ 2,992     $ 3,366     $ 154,843     $ 158,209  
Commercial real estate:
                                               
Commercial real estate construction
    1,868                   1,868       50,293       52,161  
Commercial real estate — other
    632       41       11,323       11,996       585,758       597,754  
Consumer:
                                               
Consumer — other
    573       25       1,291       1,890       53,300       55,190  
Consumer — auto
    76       21       108       205       8,098       8,303  
Residential
    4,374       405       2,495       7,273       174,196       181,469  
 
                                   
Total
  $ 7,805     $ 584     $ 18,209     $ 26,598     $ 1,026,488     $ 1,053,086  
 
                                   
Age Analysis of Past Due Loans As of December 31, 2010
                                                 
                    Greater                      
    30-59 Days     60-89 Days     than 90     Total Past             Total  
(Dollars in Thousands)   Past Due     Past Due     Days     Due     Current     Loans  
Commercial
  $ 337     $ 9     $ 1,979     $ 2,325     $ 158,201     $ 160,526  
Commercial real estate:
                                               
Commercial real estate construction
    1,464       262       1,860       3,586       50,764       54,350  
Commercial real estate — other
    2,493             10,797       13,290       571,311       584,601  
Consumer:
                                               
Consumer — other
    814       232       1,168       2,214       56,040       58,254  
Consumer — auto
    82       91       207       380       8,474       8,854  
Residential
    4,265       983       2,209       7,457       177,815       185,272  
 
                                   
Total
  $ 9,455     $ 1,577     $ 18,220     $ 29,252     $ 1,022,605     $ 1,051,857  
 
                                   
Centra risk rates commercial loans in order to monitor fluctuations in credit quality. Centra uses several risk rating categories including; pass, management attention, special mention, substandard and doubtful/loss.
   
Loans are given a pass risk rating when the borrower has strong liquidity, low/stable leverage, strong and stable earnings year to year, excellent history of successful performance and other high quality indicators.
   
Management attention applies to loans considered to have a high credit risk and servicing need. Loans are placed in this category, not because they are problem credits, but because they pose a relatively high risk. These loans are monitored more closely than credits with a pass risk rating.
   
Special mention applies to borrowers with often unstable financial condition and position and is susceptible to current economic or market conditions. The borrower’s ability to repay from primary sources is currently adequate, but threatened by potential weakness. Borrowers may experience adverse operating trends or may be operating with unusually high financial leverage. Borrowers may also have filed bankruptcy and are successfully operating under a plan of reorganization that adequately repays their debt.

 

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Substandard applies to loans where the bank is inadequately protected by the current net worth or paying capacity of the borrower. The borrower may have high debt to worth, negative cash flow and/or negative debt service capacity. The borrower may also have a history of consecutive operation losses. Borrowers may also have filed for bankruptcy and maybe in the initial stages of filing a reorganization plan. Loans in this category may be placed on nonaccrual status and some loss of principal or income is likely.
   
Doubtful/loss applies to loans that are partially or totally uncollectible. The collateral values securing these loans are not sufficient to completely cover the loss.
The following summarizes commercial loan credit quality as of March 31, 2011 and December 31, 2010.
                                                 
                    Commercial Real Estate     Commercial Real Estate -  
    Commercial     Construction     Other  
    March 31,     December 31,     March 31,     December 31,     March 31,     December 31,  
(Dollars in Thousands)   2011     2010     2011     2010     2011     2010  
Grade
                                               
Pass
  $ 139,440     $ 140,064     $ 40,968     $ 41,889     $ 528,864     $ 524,884  
Management Attention
    15,051       15,071       7,431       7,034       36,860       34,994  
Special Mention
    1,004       1,026       1,847       156       19,347       16,564  
Substandard
    2,714       4,365       1,915       5,271       12,683       8,159  
 
                                   
Total
  $ 158,209     $ 160,528     $ 52,161     $ 54,350     $ 597,754     $ 584,601  
 
                                   
The following summarizes the credit quality of consumer and residential real estate loans as of March 31, 2011 and December 31, 2010:
                                                 
    Consumer - Other     Consumer - Auto     Residential  
    March 31,     December 31,     March 31,     December 31,     March 31,     December 31,  
(Dollars in Thousands)   2011     2010     2011     2010     2011     2010  
Performing
  $ 53,899     $ 57,085     $ 8,195     $ 8,647     $ 178,945     $ 183,063  
Nonperforming
    1,291       1,169       108       207       2,495       2,209  
 
                                   
Total
  $ 55,190     $ 58,254     $ 8,303     $ 8,854     $ 181,440     $ 185,272  
 
                                   
Centra may modify the term, interest rate or principal and interest due on a loan. As of March 31, 2011, Centra conceded to interest rate modifications on one loan compared to three loans as of December 31, 2010. The following summarizes Centra’s loan modification as of March 21, 2011:
                         
    Loan Modifications  
            Pre-Modification     Post-Modification  
    Number     Outstanding     Outstanding  
(Dollars in Thousands)   of Loans     Balance     Balance  
Troubled Debt Restructurings
                       
Residential
    1       222       222  
 
                 
Total
    1     $ 222     $ 222  
 
                 

 

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The following summarizes Centra’s loan modifications as of December 31, 2010:
                         
    Loan Modifications  
            Pre-Modification     Post-Modification  
    Number     Outstanding     Outstanding  
(Dollars in Thousands)   of Loans     Balance     Balance  
Troubled Debt Restructurings
                       
Commercial real estate — other
    1     $ 347     $ 345  
Residential
    2       371       374  
 
                 
Total
    3     $ 718     $ 719  
 
                 
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The Private Securities Litigation Reform Act of 1995 indicates that the disclosure of forward-looking information is desirable for investors and encourages such disclosure by providing a safe harbor for forward-looking statements that involve risk and uncertainty. All statements other than statements of historical fact included in this Form 10-Q including statements in Management’s Discussion and Analysis of Financial Condition and Results of Operations are, or may be deemed to be, forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities and Exchange Act of 1934. When considering forward-looking statements, you should keep in mind cautionary statements in this document and other SEC filings including the “Risk Factors” section of Item 1A of our 2010 Annual Report on Form 10-K. In order to comply with the terms of the safe harbor, the corporation notes that a variety of factors, (e.g., changes in the national and local economies, changes in the interest rate environment, competition, changes in governmental regulation, additional FDIC special assessments, etc.) could cause Centra’s actual results and experience to differ materially from the anticipated results or other expectations expressed in those forward-looking statements.
The following data should be read in conjunction with the unaudited consolidated financial statements and the management’s discussion and analysis that follows.
As of March 31, 2011 and 2010, or for the three months ended March 31, 2011 and 2010:
                 
    Three Months Ended  
    March 31  
    2011     2010  
Net income to:
               
Average assets
    0.85 %     0.63 %
Average stockholders’ equity
    8.36       7.12  
Net interest margin
    3.84       3.67  
 
               
Average stockholders’ equity to average assets
    10.17       8.92  
Total loans to total deposits (end of period)
    92.64       89.17  
Allowance for loan losses to total loans (end of period)
    1.77       1.76  
Allowance for credit losses to total loans (end of period)
    1.88       1.89  
Efficiency ratio*
    60.21       71.63  
Capital ratios:
               
Tier 1 capital ratio
    13.99       13.39  
Risk-based capital ratio
    15.24       14.65  
Leverage ratio
    10.69       10.27  
Cash dividends as a percentage of net income
    22.45 %     20.37 %
Per share data:
               
Book value per share (end of period)
  $ 16.31     $ 15.46  
Market value per share (end of period)**
  $ 20.36     $ 20.00  
Basic earnings per share
    0.33       0.27  
Diluted earnings per share
    0.32       0.25  
Cash dividends per share
    0.075       0.05  
     
*  
The efficiency ratio is defined as noninterest expense less amortization of intangibles divided by net interest income plus noninterest income.
 
**  
This determination was made based on an independent third party consulting firm engaged by Centra pursuant to the terms of the Plan. Centra uses an independent third party because its stock does not trade on an exchange or over-the-counter. This valuation has traditionally been based primarily on the stock trading multiples of a group of comparable banks. As no other bank is exactly similar to Centra, choosing a comparable group is a very subjective process. Comparable banks were chosen based on having performance, financial characteristics and geography similar to Centra; however, because of Centra’s location and size there are a very limited number of comparable banks. In past valuations, the primary determination of value was often based on the price times earnings and/or price as a percent of tangible book value, as appropriate, with other methods of valuation, such as but not limited to, price as a percent of assets, discounted cash flows, known trades, previous stock offerings and other information deemed by the consultant to be appropriate in the circumstance. However, because of the Agreement and Plan of Merger between United Bankshares, Inc., and Centra announced on December 16, 2010, in this case, the primary determination of value was based on the closing price of United Bankshares, Inc., Common Stock on March 31, 2011, and the exchange ratio of United Bankshares common stock for Centra Financial Holdings common stock provided for in that Agreement.

 

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Introduction
The following discussion and analysis of the consolidated financial statements of Centra is presented to provide insight into management’s assessment of the financial results. Centra’s wholly-owned banking subsidiary, Centra Bank, is the primary financial entity in this discussion. Unless otherwise noted, this discussion will be in reference to the bank.
Centra Bank was chartered by the State of West Virginia and is subject to regulation, supervision, and examination by the Federal Deposit Insurance Corporation and the West Virginia Division of Banking. The bank is not a member of the Federal Reserve System. The bank is a member of the Federal Home Loan Bank of Pittsburgh.
The bank provides a full array of financial products and services to its customers, including traditional banking products such as deposit accounts, lending products, debit cards, automated teller machines, and safe deposit rental facilities.
This discussion and analysis should be read in conjunction with the prior year-end audited financial statements and footnotes thereto included in Centra’s filing on Form 10-K and the ratios, statistics, and discussions contained elsewhere in this Form 10-Q.
Application of Critical Accounting Policies
The accounting and reporting policies of Centra conform to US GAAP and to general practices within the financial services industry. The preparation of the financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could materially differ from those estimates. Management has identified the accounting policies that, due to the judgments, estimates and assumptions inherent in those policies, are critical to an understanding of Centra’s Unaudited Consolidated Financial Statements and Management’s Discussion and Analysis at March 31, 2011, which were unchanged from the policies disclosed in Centra’s 2010 Form 10-K.
Results of Operations
Overview of the Statement of Income
Net income increased 38.26% to $2.8 million for the quarter ended March 31, 2011 compared to $2.1 million in the first quarter of 2010. These earnings equated to a return on average assets of 0.85% and 0.63% respectively, and a return on average equity of 8.36% and 7.12%, respectively.
Interest Income and Expense
Net interest income is the amount by which interest income on earning assets exceeds interest expense on interest-bearing liabilities. Interest-earning assets include loans and investment securities while interest-bearing liabilities include interest-bearing deposits and short and long-term borrowed funds. Net interest income is the primary source of revenue for Centra. Net interest income is impacted by changes in market interest rates, as well as changes in the mix and volume of interest-earning assets and interest-bearing liabilities.
Net interest income increased to $11.7 million in the first quarter of 2011 from $10.9 million in the first quarter of 2010. This increase was primarily due to a rise in volume of earning assets.

 

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Centra’s interest bearing assets and liabilities increased during the first quarter of 2011 compared to 2010. The most significant areas of change were commercial and tax exempt loans, which collectively increased to an average balance of $803.7 million for the quarter ended March 31, 2011, from $757.7 million for the quarter ended March 31, 2010. These trends reflect the continued focus on growing the commercial loan portfolio.
Net interest margin is presented on a tax-equivalent basis to provide a comparison among all types of interest earning assets. The tax-equivalent basis adjusts for the tax-favored status of income from certain loans and investments. Although this is a non-GAAP measure, Centra’s management believes this measure is more widely used within the financial services industry and provides better comparability of net interest income arising from taxable and tax-exempt sources. Centra uses this measure to monitor net interest income performance and to manage its balance sheet composition.
Net interest margin is calculated by dividing net interest income by average interest-earning assets. This ratio serves as a performance measurement of the net interest revenue stream generated by Centra’s consolidated balance sheet. The net interest margin for the quarter ended March 31, 2011 and 2010 was 3.84% and 3.67% respectively. The net interest margin increased as a result of a decline in the average cost of funds to a rate of 1.14% as of March 31, 2011 compared to 1.78% as of March 31, 2010.
The following tables reconcile the difference between net interest income and tax-equivalent net interest income for the three months ended March 31, 2011 and 2010.
                 
    Three Months Ended  
    March 31  
(Dollars in Thousands)   2011     2010  
Net interest income, GAAP basis
  $ 11,727     $ 10,878  
Tax-equivalent adjustment
    265       213  
 
           
Tax-equivalent net interest income
  $ 11,992     $ 11,091  
 
           
Management continuously monitors the effects of net interest margin on the performance of Centra. Loan growth, fluctuations in prime lending rates, and mix of the balance sheet will continue to impact net interest margin in future periods. As competition for deposits and quality loans continues, management anticipates continued pressure on the net interest margin.

 

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Average Balances and Interest Rates
                                                 
    Three Months Ended     Three Months Ended  
    March 31, 2011     March 31, 2010  
            Interest                     Interest        
    Average     Income/     Yield/     Average     Income/     Yield/  
(Unaudited)(Dollars in Thousands)   Balance     Expense     Cost     Balance     Expense     Cost  
Assets
                                               
Interest-bearing deposits in banks
  $ 2,891     $       0.04 %   $ 4,523     $ 1       0.06 %
Federal funds sold
    101,149       55       0.22       93,358       39       0.17  
Loans held for sale
    4,392       45       4.17       1,626       20       4.95  
Securities (1)(4):
                                               
Taxable
    96,688       337       1.41       94,570       569       2.41  
Tax exempt
    27,608       365       5.37       30,314       407       5.45  
 
                                               
Loans (2)(3)(4):
                                               
Commercial
    777,729       9,998       5.21       747,569       10,311       5.59  
Tax exempt
    26,013       352       5.48       10,108       186       7.47  
Consumer
    65,148       2,613       7.06       73,544       1,333       7.29  
Real estate
    184,163       1,134       5.75       188,746       2,790       5.91  
Allowance for loan losses
    (19,012 )                     (19,095 )                
 
                                   
Net loans
    1,034,041       14,097       5.53       1,000,872       14,620       5.92  
 
                                   
 
                                               
Total earning assets
    1,266,769       14,899       4.77       1,225,263       15,656       5.18  
Cash and due from banks
    4,762                       4,877                  
Other assets
    81,070                       80,834                  
 
                                           
Total assets
  $ 1,352,601                     $ 1,310,974                  
 
                                           
 
                                               
Liabilities
                                               
Deposits:
                                               
Non-interest bearing demand
  $ 166,475     $             $ 144,577     $          
 
                                               
NOW
    193,942       231       0.48       177,858       369       0.84  
Money market checking
    292,959       271       0.37       251,663       797       1.28  
Savings
    49,812       13       0.10       44,614       39       0.36  
IRAs
    45,361       244       2.18       48,137       317       2.67  
CDs
    400,874       2,008       2.03       460,144       2,888       2.55  
Short-term borrowings
    32,505       26       0.33       35,842       44       0.50  
Long-term borrowings
    20,000       114       2.30       20,000       111       2.26  
 
                                   
Total interest-bearing liabilities
    1,035,453       2,907       1.14       1,038,258       4,565       1.78  
 
                                           
 
                                               
Other liabilities
    13,104                       11,247                  
 
                                           
Total liabilities
    1,215,032                       1,194,082                  
 
                                               
Stockholders’ equity
                                               
Preferred stock
                                           
Common stock
    8,481                       7,696                  
Paid-in capital
    121,758                       107,728                  
Accumulated (deficit) earnings
    6,429                       (4 )                
Unrealized gains
    901                       1,472                  
 
                                           
Total stockholders’ equity
    137,569                       116,892                  
 
                                           
Total liabilities and stockholders’ equity
  $ 1,352,601                     $ 1,310,974                  
 
                                           
 
                                               
Net interest spread
                    3.63                       3.40  
Impact of non-interest bearing funds on margin
                    0.21                       0.27  
 
                                           
Net interest income margin
          $ 11,992       3.84 %           $ 11,091       3.67 %
 
                                       
     
(1)  
Average balances of investment securities based on carrying value.
 
(2)  
Loan fees included in interest income were $230 in 2011 and $230 in 2010.
 
(3)  
Nonaccrual loans are included in the daily average loan amounts outstanding.
 
(4)  
Income is computed on a fully tax-equivalent basis assuming a tax rate of approximately 38.8% in 2011 and 2010.

 

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Allowance and Provision for Credit Losses
The allowance for credit losses is a reserve established for probable losses incurred on loans and binding commitments and consists of the allowance for loan losses and the allowance for unfunded lending commitments. It is established through charges to earnings in the form of a provision for credit losses and is reduced by net charge-offs. Throughout the year, management estimates the probable level of losses to determine whether the allowance for credit losses is adequate to absorb losses inherent in the existing portfolio. Based on these estimates, an amount is charged to the provision for credit losses that increased the allowance for credit losses in order to adjust the allowance to a level determined to be adequate to absorb losses. Losses are charged to the allowance when the loss actually occurs or when a determination is made that a probable loss has occurred. Recoveries are credited to the allowance at the time of recovery.
Management continually monitors the loan portfolio through its regional committees and the Senior Loan Committee to determine the adequacy of the allowance for loan losses. This formal analysis determines the appropriate level of the allowance for loan losses and allocation of the allowance among loan types and specific credits. The portion of the allowance allocated among the various loan types represents management’s estimate of probable losses based upon historical loss factors. In addition, Centra considers factors such as changes in lending policies, changes in the trend and volume of past due and adversely classified or graded loans, changes in local and national economic conditions, and effects of changes in loan concentrations. Specific loss estimates are derived for individual credits, where applicable, and are based upon specific qualitative criteria, including the size of the loan and loan grades below a predetermined level.
Management’s judgment as to the level of probable losses on existing loans involves the consideration of current economic conditions and their estimated effects on specific borrowers, an evaluation of the existing relationships among loans, potential credit losses and the present level of the allowance, results of examinations of the loan portfolio by regulatory agencies, and management’s internal review of the loan portfolio. In determining the collectability of certain loans, management also considers the fair value of any underlying collateral. The amount ultimately realized may differ from the carrying value of these assets because of economic, operating or other conditions beyond our control.
Due to the variability in the drivers of the assumptions made in this process, estimates of our loan portfolio’s inherent risks and overall collectability change with changes in the economy, individual industries, and individual borrowers’ or counterparties’ ability and willingness to repay their obligations. The degree to which any particular assumption affects the allowance for credit losses depends on the severity of the change and its relationship to the other assumptions
Activity in the allowance for loan losses follows:
                 
    Three Months Ended  
    March 31  
(Dollars in Thousands)   2011     2010  
Allowance for loan losses
               
Balance, beginning of period
  $ 18,586     $ 18,010  
 
               
Loan charge-offs
    (949 )     (1,106 )
Loan recoveries
    24       126  
 
           
Net charge-offs
    (925 )     (980 )
 
               
Provision for loan losses
    1,026       905  
 
           
Balance, end of period
  $ 18,687     $ 17,935  
 
           
Centra incurred net charge-offs totaling $925,000 during the first quarter 2011 compared to $980,000 during the first quarter 2010. Annualized net charge-offs represented 0.36% of average loans outstanding during the first quarter 2011 compared to 0.39% of average loans outstanding during the first quarter 2010.
Total non-performing loans are loans that are in non-accrual status and renegotiated loans were $18.4 million as of March 31, 2011 compared to $18.9 million as of December 31, 2010. Non-accrual loans continue to be concentrated in commercial loans. Non-accrual commercial loans were $14.3 million as of March 31, 2011 compared to $14.6 million as of December 31, 2010.
Non-performing assets consist of non-accrual loans, renegotiated loans and other real estate owned. Total non-performing assets reached $21.8 million as of March 31, 2011 and December 31, 2010. As of March 31, 2011, other real estate owned was $3.3 million compared to $2.8 million as of December 31, 2010.

 

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Total non-performing assets and accruing loans past due 90 days are summarized as follows:
                 
    March 31     December 31  
(Dollars in Thousands)   2010     2009  
Nonaccrual loans:
               
Commercial
  $ 14,315     $ 14,635  
Real Estate
    2,495       2,209  
Consumer
    1,399       1,376  
 
           
Total nonaccrual loans
    18,209       18,220  
Other impaired loans, accruing interest
    6,857       7,077  
 
           
Total impaired loans
    25,066       25,297  
 
           
 
Total nonaccrual loans
    18,209       18,220  
Renegotiated loans
    222       719  
 
           
Total non-performing loans
    18,431       18,939  
Other real estate, net
    3,328       2,826  
 
           
Total non-performing assets
  $ 21,759     $ 21,765  
 
           
Non-performing loans as a % of total loans
    1.75 %     1.80 %
Allowance for loan losses as a % of non-performing loans
    101 %     98 %
As of March 31, 2011, total impaired loans were $25.1 million, which includes non-accrual loans of $18.2 million and two loans totaling $6.9 million that were deemed impaired due to management’s expectation that the borrowers would not be able to satisfy the contractual obligations due to a decline in the collateral values. Of the total impaired loans, $17.0 million required specific reserves due to shortfalls in collateral value. Centra reserved $4.2 million for impaired loans as of March 31, 2011. As of December 31, 2010, total impaired loans were $25.3 million, which includes non-accrual loans of $18.2 million and three loans totaling $7.1 million that were deemed impaired due to management’s expectation that the borrowers would not be able to satisfy the contractual obligations due to a decline in the collateral values. Of the total impaired loans, $17.6 million required specific reserves due to shortfalls in collateral value. Centra reserved $4.4 million for impaired loans as of December 31, 2010.
In addition, troubled debt restructurings (“TDRs”) are included in impaired loans. As of March 31, 2011, Centra renegotiated terms on one loans with outstanding balances of $222,000 due to the financial difficulties of the borrower as management believes that the new terms serve the best interests of the bank. As of December 31, 2010, Centra renegotiated terms on three loans with outstanding balances of $719,000 due to the financial difficulties of the borrower as management believes that the new terms serve the best interests of the bank.
Accruing loans past due 30 days or more have decreased to $8.4 million as of March 31, 2011 compared to $11.0 million as of December 31, 2010. As of March 31, 2011, only 0.80% of Centra’s total loan portfolio was past due 30 days or more compared to 1.05% as of December 31, 2010. Commercial loans past due 30 days or more make up 51.53% or $4.3 million of the total loan delinquencies. Real estate loans past due 30 days or more comprise 37.25% or $3.1 million of the total loan delinquencies. As of December 31, 2010, Commercial loans past due 30 days or more make up 53.25% or $5.9 million of the total loan delinquencies. Real estate loans past due 30 days or more comprise 36.97% or $4.1 million of the total loan delinquencies.
Centra’s allowance methodology has continued to evolve as the Bank and our loan portfolio has matured. Prior to the recession, our methodology relied heavily upon eleven qualitative factors, peer data, and input from regulatory examiners to estimate variables that would cause loans in the portfolio to become non-performing and ultimately fail in the future. We believe that this approach was proper given the “startup” nature of Centra and the minimal loss experience incurred previous to the recession. As the economy has moved further through the economic cycle, the qualitative variables have manifested themselves into impaired loans for which individual credit reviews are performed and specific loss reserves established.
As we have continued to progress through the economic cycle, Centra has continued to refine its qualitative assessment and the related factors in response to changes in our markets. Centra believes that its allowance for loan losses is maintained at a level adequate to absorb any probable losses in its loan portfolio given the current information known to management. We continue to monitor, identify and provide for probable losses within the portfolio. Our qualitative factors continue to be a significant part of our applied methodology. In determining the allowance for loan losses, Centra segregates the loan portfolio by loan type: commercial, consumer and real estate loans.

 

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The following table reflects the allocation of the allowance for loan losses as of March 31, 2011 and December 31, 2010:
                 
(Dollars in Thousands)   March 31, 2011     December 31, 2010  
Allocation of allowance for loan losses at December 31:
               
Commercial
  $ 12,550     $ 12,448  
Real estate
    3,588       3,651  
Consumer
    2,549       2,487  
 
           
Total
  $ 18,687     $ 18,586  
 
           
 
               
Percent of loans to total loans at December 31:
               
Commercial
    76 %     76 %
Real estate
    17       17  
Real estate construction
    1       1  
Consumer
    6       6  
 
           
Total
    100 %     100 %
 
           
Of the $18.7 million allowance for loan losses recorded on March 31, 2011, $12.6 million is allocated to commercial loans, $2.5 million is allocated to consumer loans, and $3.6 million is allocated to real estate loans. A specific reserve of $4.2 million is allocated to impaired loans, which is included in the commercial and real estate loan reserve allocation. Of the $18.6 million allowance for loan losses recorded on December 31, 2010, $12.5 million is allocated to commercial loans, $2.5 million is allocated to consumer loans, and $3.6 million is allocated to real estate loans. A specific reserve of $4.4 million is allocated to impaired loans, which is included in the commercial and real estate loan reserve allocation.
As described earlier, management records the provision for credit losses as a result of its analysis of the adequacy of the allowance for loan losses and the overall management of inherent credit risks. During the first quarter of 2011, Centra recorded a provision for credit losses of $1.0 million related to on balance sheet loans and negative provision of $11,000 for unused off balance sheet commitments. The negative provision for off balance sheet commitments represents a decrease in the overall amount of unused commitments available and thus exposure to credit risk. This compares to a provision for credit losses during the first quarter of 2010 of $905,000 for on balance sheet loans and a negative provision of $150,000 for unused off-balance sheet commitments. The increase in provision for credit losses were necessary to adequately reserve for the deteriorating economic conditions and weakening loan quality as well as an increase in charge-offs.
The allowance for loan losses related to unused off balance sheet commitments and its activity is as follows:
                         
    March 31,     December 31,     March 31,  
(Dollars in Thousands)   2011     2010     2010  
 
                       
Balance, beginning of period
  $ 1,174     $ 1,460     $ 1,460  
Provision
    (11 )     (286 )     (150 )
 
                 
Balance, end of period
  $ 1,163     $ 1,174     $ 1,310  
 
                 
Noninterest Income
Fees related to real estate loans sold in the secondary market, service charges on deposit accounts, and electronic banking revenue generate the core of Centra’s noninterest income. Noninterest income totaled $2.2 million in the first quarter of 2011 compared to $1.9 million in the first quarter of 2010. This increase is mainly driven by an improvement of income related to service charges, secondary market income and financial services income.
Service charges on deposit accounts increased to $880,000 in the first quarter of 2011 from $855,000 in the first quarter of 2010. This slight growth was the result from the number of occurrences of underlying NSF activity and changes made to the other deposit related fees during the later part of 2010. Similarly, other service charges and fees increased to $768,000 in the first quarter of 2011 from $666,000 in the first quarter of 2010. This increase resulted from higher interchange revenue resulting from increased activity within our deposit account cardholders.
Centra originates long-term, fixed-rate and adjustable-rate mortgage loans and sells them in the secondary market, servicing released. Centra’s mortgage banking income includes the recognition of fees received from the borrower and the investor upon the sale of the loan. Centra recognized $235,000 from such fees in the first quarter of 2011 compared to $184,000 in the first quarter of 2010. This increase is due to the volume of secondary market loan purchased from Centra’s third party provider increased during the first quarter of 2011 compared to 2010.

 

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Other income increased to $344,000 in the first quarter of 2011 from $223,000 in the first quarter of 2010. Other income increased as a result of growth within our investment services area.
Noninterest Expense
For the first quarter of 2011, noninterest expense totaled $8.6 million compared to $9.0 million in the first quarter of 2010. Centra’s efficiency ratio was 60.21% for the first quarter of 2011 compared to 71.63% for the first quarter of 2010. This ratio measures the efficiency of noninterest expenses incurred in relationship to net interest income plus noninterest income.
Salaries and benefits totaled $4.4 million for the quarter ended March 31, 2011, compared to $4.6 million for the quarter ended March 31, 2010. Centra had 236 full-time equivalent personnel as of March 31, 2011, compared to 246 full-time equivalent personnel as of March 31, 2010. In addition, salaries and benefits expense also decreased due to a decline in stock option expense.
For the quarters ended March 31, 2011 and 2010, occupancy expense totaled $813,000 and $863,000, respectively. The decrease in occupancy expense is primarily the result of lower maintenance costs during the first quarter 2011 compared to 2010.
Equipment expense totaled $490,000 in the first quarter of 2011 compared to $543,000 for the first quarter of 2010. Included in equipment expense is depreciation of furniture, fixtures, and equipment of $301,000 for the quarter ended March 31, 2011, and $367,000 for the quarter ended March 31, 2010. The decrease in depreciation expense drove the overall decrease in equipment expense.
Advertising costs totaled $239,000 in the first quarter of 2011 compared to $384,000 in the first quarter of 2010. Total advertising costs included in 2010 were expenses not incurred in 2011.
Professional fees totaled $334,000 in the first quarter of 2010 compared to $246,000 in the first quarter of 2010. This expense includes legal, accounting and consulting fees paid related to Company operations. The increase is the result of legal expenses incurred related to the pending acquisition.
Data processing costs totaled $666,000 in the first quarter of 2011 compared to $648,000 in the first quarter of 2010. Data processing costs have increased slightly from the prior year in correlation to the number of deposit and loan accounts.
Other outside services totaled $209,000 in the first quarter of 2010 compared to $213,000 in the first quarter of 2010. This decrease is primarily due to a decline in ATM network fees and courier services.
Regulatory assessment expense totaled $455,000 in the first quarter of 2010 compared to $398,000 in the first quarter of 2010. The FDIC has increased the deposit insurance assessment rates in order to recapitalize the regulatory insurance funds, which accounts for the rise in regulatory assessment expense.
Other operating expense totaled $1.0 million in the first quarter of 2011 compared to $1.1 million in the first quarter of 2010. Other operating expenses remained fairly consistent with the prior period.
Income Tax Expense
Centra incurred income tax expense of $1.5 million in the first quarter of 2011 compared to $1.0 million in the first quarter of 2010. Centra’s income tax expense has increased over the prior year due to a rise in net income before tax and non-deductible tax items related to the acquisition. The effective tax rate for the first quarter of 2011 and 2010 was 34.68% and 32.83%, respectively.
Return on Average Assets and Average Equity
Returns on average assets (ROA) and average equity (ROE) were 0.85% and 8.36% for the first quarter of 2011 compared to 0.63% and 7.12% for the first quarter of 2010. These measures have increased compared to the prior period reflecting Centra’s improved earnings.
Centra is considered well capitalized under regulatory and industry standards of risk-based capital. As of March 31, 2011, Centra’s Risk Based Capital was 15.24% which exceeds the 10.0% requirement to be considered a Well Capitalized Bank. Risk Based Capital has increased from 14.65% as of March 31, 2010 due to a rise in capital primarily the result of earnings recognized over the past year. Tier 1 Risk Based Capital was 13.99% as of March 31, 2011 compared to 13.39% as of March 31, 2010, both which exceed the 6.0% requirement to be considered a Well Capitalized Bank.

 

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Financial Condition
Overview of the Consolidated Balance Sheet
Total assets at March 31, 2011, were $1.3 billion or a decrease of $32.4 million since December 31, 2010. Cash and cash equivalents have decreased due to a related decline in interest bearing deposits. Deposits totaled $1.1 billion at March 31, 2011, or a decrease of $31.0 million since December 31, 2010. Short-term borrowings totaled $32.5 million at March 31, 2011, and have decreased $5.2 million since December 31, 2010.
Stockholders’ equity was $138.6 million at March 31, 2011, or an increase of approximately $2.8 million from December 31, 2010, primarily due to first quarter 2011 earnings.
Cash and Cash Equivalents
Cash and cash equivalents totaled $104.8 million as of March 31, 2011, compared to $123.6 million as of December 31, 2010, or a decrease of $18.8 million. The decrease is mostly due to a decline in interest bearing deposits.
Total cash and cash equivalents fluctuate on a daily basis due to transactions in process and other liquidity and performance demands. Management believes the liquidity needs of Centra are satisfied by the current balance of cash and cash equivalents, readily available access to traditional and non-traditional funding sources, and the portions of the investment and loan portfolios that mature within one year. These sources of funds should enable Centra to meet cash obligations as they come due.
Investment Securities
Investment securities totaled $119.2 million as of March 31, 2011, and $130.0 million as of December 31, 2010. This decrease of $10.8 million from year-end is due to the maturity of several bonds during the first quarter 2011.
Government-sponsored agency securities comprise the majority of the portfolio. Centra also holds state and municipal securities, corporate issued debt securities and corporate stock. Centra does not hold any single issue or pooled trust preferred securities, perpetual preferred equity securities or any securities collateralized by sub-prime loans.
All of Centra’s investment securities are classified as available-for-sale. Management believes the available-for-sale classification provides flexibility for Centra in terms of growing the bank as well as interest rate risk management. At March 31, 2011, the amortized cost of Centra’s investment securities totaled $117.8 million, resulting in unrealized appreciation in the investment portfolio of $1.4 million and a corresponding increase in Centra’s equity of $876,000, net of deferred income taxes.
As of March 31, 2011, Centra evaluated all investment securities with unrealized losses for impairment. Centra did not recognize any other-than-temporary impairment losses on the investment portfolio during the first quarter 2011.
Other investments totaled $3.8 million as of March 31, 2011 compared to $4.0 million as of December 31, 2010. Other investments are carried at cost and include Federal Home Loan Bank stock.
Management monitors the earnings performance and liquidity of the investment portfolio on a regular basis through Asset/Liability Committee meetings. The group also monitors net interest income, sets pricing guidelines, and manages interest rate risk for Centra. Through active balance sheet management and analysis of the investment securities portfolio, Centra maintains sufficient liquidity to satisfy depositor requirements and the various credit needs of its customers. Management believes the risk characteristics inherent in the investment portfolio are acceptable based on these parameters.
Loans
Centra’s lending is primarily focused in the north central and eastern panhandle regions of West Virginia, Southwestern Pennsylvania and Hagerstown, Maryland. Areas of focus consist primarily of commercial lending, retail lending, which include single-family residential mortgages, and consumer lending.
Gross loans reached $1.1 billion as of March 31, 2011, which is an increase of $1.2 million from December 31, 2010. Loan growth is solely due to an increase in commercial loans, which reached $808.2 million as of March 21, 2011. Commercial real estate loans constitute the largest component of the lending portfolio, which is consistent with the nature of our market.

 

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Loan Concentration
With the significant commercial loan balances, Centra has concentrations of its loan portfolio in the building, developing, and general contracting industry, coal mining, clothing retail, leasing of real estate, and the hotel/motel areas. These concentrations, while within the same industry segment, are not concentrated with a single borrower or market. This dissemination of borrowers somewhat mitigates the concentrations previously noted. Management continually monitors these concentrations.
Funding Sources
Centra considers a number of alternatives, including but not limited to deposits, brokered deposits, short-term borrowings, and long-term borrowings when evaluating funding sources. Traditional deposits continue to be the most significant source of funds for Centra, reaching $1.1 billion at March 31, 2011.
Non-interest bearing deposits remain a core funding source for Centra. At March 31, 2011, non-interest bearing deposits totaled $172.8 million compared to $160.0 million at December 31, 2010. Management intends to continue to focus on maintaining its base of low-cost funding sources, through product offerings that benefit customers who increase their relationship with Centra by using multiple products and services.
Interest bearing deposits totaled $963.9 million at March 31, 2011, compared to $1.0 billion at December 31, 2010. Average interest-bearing liabilities totaled $1.0 billion during the first quarter of 2011 and 2010. Average non-interest bearing demand deposits totaled $166.5 million for the first quarter of 2011 compared to $144.6 million for the first quarter of 2010.
Along with traditional deposits, Centra has access to both short-term and long-term borrowings to fund its operations and investments. Centra’s short-term borrowings consist of corporate deposits held in overnight repurchase agreements. At March 31, 2011, short-term borrowings totaled $32.5 million compared to $37.6 million at December 31, 2010.
Centra formed two statutory business trusts for the purpose of issuing trust preferred capital securities with the proceeds invested in junior subordinated debt securities of Centra. In June 2006 and September 2004, Centra completed the private placement of two $10,000,000 Floating Rate, Trust Preferred Securities through its Centra Financial Statutory Trust II and Centra Financial Statutory Trust I subsidiaries. The 2006 and 2004 securities are at an interest cost of 1.65% and 2.29%, respectively, over the three-month LIBOR rate, reset quarterly. Interest payments are due quarterly.
Capital/Stockholders’ Equity
On February 17, 2011, the Board of Directors of Centra Financial Holdings, Inc., parent company of Centra Bank, Inc., declared the payment of the company’s thirteenth cash dividend on Centra common stock. Shareholders of record on March 18, 2011 received a cash dividend of $0.075 per share on April 1, 2011.
At March 31, 2011, accumulated other comprehensive income totaled $876,000 compared to $896,000 at December 31, 2010. Because all the investment securities in Centra’s portfolio are classified as available-for-sale, both the investment and equity sections of Centra’s balance sheet are more sensitive to the changing market values of investments.
The primary source of funds for dividends to be paid by Centra Financial Holdings, Inc. is dividends received from its subsidiary bank, Centra Bank. Dividends paid by the subsidiary bank are subject to restrictions by banking regulations. The most restrictive provision requires regulatory approval if dividends declared in any year exceed that year’s retained net profits, as defined, plus the retained net profits, as defined, of the two preceding years. At March 31, 2011, Centra Bank has $25.8 million available for dividends.
Centra has also complied with the standards of capital adequacy mandated by the banking industry. Bank regulators have established “risk-based” capital requirements designed to measure capital adequacy. Risk-based capital ratios reflect the relative risks of various assets banks hold in their portfolios. A weight category of 0% (lowest risk assets), 20%, 50%, or 100% (highest risk assets) is assigned to each asset on the balance sheet. Detailed information concerning Centra’s risk-based capital ratios can be found in Note 12 of the Notes to the Consolidated Financial Statements of Centra’s 2010 Form 10-K. At March 31, 2011, Centra and its banking subsidiary’s risk-based capital ratios exceeded the minimum standards for a well capitalized financial institution.
Centra and its banking subsidiary are subject to various regulatory capital requirements administered by the federal banking agencies. Under the capital adequacy guidelines and the regulatory framework for prompt corrective action, Centra must meet specific capital guidelines that involve quantitative measures of their assets, liabilities and certain off-balance sheet items as calculated under regulatory accounting practices. Centra and its banking subsidiary’s capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings and other factors.

 

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Commitments
In the normal course of business, Centra is party to financial instruments with off-balance sheet risk necessary to meet the financing needs of customers and to manage its own exposure to fluctuations in interest rates. These financial instruments include commitments to extend credit. The instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the balance sheets. The contract or notional amounts of these instruments express the extent of involvement Centra has in these financial instruments.
Loan commitments are made to accommodate the financial needs of Centra’s customers. Standby letters of credit commit Centra to make payments on behalf of customers when certain specified future events occur. Centra had standby letters of credit of $36.6 million and $35.1 million at March 31, 2011 and December 31, 2010, respectively. Centra’s exposure to credit loss in the event of nonperformance by the counter-party to the financial instrument for loan commitments and standby letters of credit is represented by the contractual amount of those instruments. Centra uses the same underwriting standards in making commitments and conditional obligations as it does for on-balance sheet instruments. The amount of collateral obtained is based on management’s credit evaluation of the customer. Collateral held varies, but may include accounts receivable, inventory, property, plant and equipment, and income-producing commercial properties. The total amount of loan commitments outstanding at March 31, 2011 and December 31, 2010, was $143.1 million and $145.7 million, respectively. The total amount of unfunded commitments under lines of credit outstanding at March 31, 2011 and December 31, 2010, was $47.0 million and $46.9 million, respectively. At March 31, 2011 and December 31, 2010, Centra has recorded $1.2 million for probable losses related to these commitments and has classified that accrual in other liabilities in the financial statements.
Centra originates long-term, fixed rate and adjustable mortgage loans and sells them on the secondary market, servicing released. At March 31, 2011 and 2010, Centra had $11.2 million and $8.2 million, respectively, of commitments to borrowers to originate loans to be sold on the secondary market. The fair value of the derivatives related to these commitments is not material to the financial statements.
Market Risk Management
The most significant market risk resulting from Centra Bank’s normal course of business, extending loans and accepting deposits, is interest rate risk. Interest rate risk is the potential for economic loss due to future interest rate changes that can impact both the earnings stream as well as market values of financial assets and liabilities. Centra’s management has charged the Asset/Liability Committee (ALCO) with the overall management of Centra and its subsidiary bank’s balance sheet related to the management of interest rate risk. The ALCO strives to keep Centra Bank focused on the future, anticipating and exploring alternatives, rather than simply reacting to change after the fact.
To this end, the ALCO has established an interest risk management policy that sets the minimum requirements and guidelines for monitoring and controlling the level and amount of interest rate risk. The objective of the interest rate risk policy is to encourage management to adhere to sound fundamentals of banking while allowing sufficient flexibility to exercise the creativity and innovations necessary to meet the challenges of changing markets. The ultimate goal of these policies is to optimize net interest income within the constraints of prudent capital adequacy, liquidity, and safety.
The ALCO relies on different methods of assessing interest rate risk including simulating net interest income, monitoring the sensitivity of the net present market value of equity or economic value of equity, and monitoring the difference or gap between maturing or rate-sensitive assets and liabilities over various time periods. The ALCO places emphasis on simulation modeling as the most beneficial measurement of interest rate risk due to its dynamic measure. By employing a simulation process that measures the impact of potential changes in interest rates and balance sheet structures and by establishing limits on changes in net income and net market value, the ALCO is better able to evaluate the possible risks associated with alternative strategies.
The simulation process starts with a base case simulation that represents projections of current balance sheet growth trends. Base case simulation results are prepared under a flat interest rate forecast and at least two alternative interest rate forecasts, one rising and one declining, assuming parallel yield curve shifts. Comparisons showing the earnings variance from the flat rate forecast illustrate the risks associated with the current balance sheet strategy. When necessary, additional balance sheet strategies are developed and simulations prepared. These additional simulations are run with the same interest rate forecasts used with the base case simulation and/or using non-parallel yield curve shifts. The additional strategies are used to measure yield curve risk, prepayment risk, basis risk, and index lag risk inherent in the balance sheet. Comparisons showing the earnings and equity value variance from the base case provide the ALCO with information concerning the risks associated with implementing the alternative strategies. The results from model simulations are reviewed for indications of whether current interest rate risk strategies are accomplishing their goal and, if not, suggest alternative strategies that could. The policy calls for periodic review by the ALCO of assumptions used in the modeling.

 

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ALCO believes that it is beneficial to monitor interest rate risk for both the short and long-term. Therefore, to effectively evaluate results from model simulations, limits on changes in net interest income and the value of the balance sheet will be established. ALCO has determined that the earnings at risk of Centra shall not change more than 7.5% from base case for each 1% shift in interest rates. Centra is in compliance with this policy as of March 31, 2011, in all rate change scenarios shown below.
The following table is provided to show the earnings at risk and value at risk positions of Centra as of March 31, 2011.
(Dollars in Thousands)
                 
Immediate   Estimated Increase  
Interest Rate Change   (Decrease) in Net  
(in Basis Points)   Interest Income  
 
               
300
  $ 453       0.94 %
200
    90       0.19 %
100
    (30 )     (0.06 %)
-100
    (1,652 )     (3.45 %)
Item 3.  
Quantitative and Qualitative Disclosure of Market Risk
The information called for by this item is provided under the caption “Market Risk Management” under Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
Item 4.  
Controls and Procedures
As of the end of the period covered by this Quarterly Report on Form 10-Q, Centra, under the supervision and with the participation of management, including the chief executive officer and chief financial officer, carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Exchange Act Rules 13a-14. Based upon that evaluation, the chief executive officer and chief financial officer concluded that our disclosure controls and procedures are effective in timely alerting them to material information relating to the company which is required to be included in our periodic SEC filings. There has been no change in Centra’s internal control over financial reporting during the quarter ended March 31, 2011, that has materially affected, or is reasonably likely to materially affect Centra’s internal control over financial reporting.
Part II. Other Information
In accordance with the instructions to Part II, the other specified items in this part have been omitted because they are not applicable or the information has been previously reported.
Item 1.  
Legal Proceedings
None.
Item 1A.  
Risk Factors
Centra had no material changes from the risk factors identified in the December 31, 2010, filing on Form 10-K.
Item 2.  
Unregistered Sales of Equity Securities and Use of Proceeds
Centra does not currently have a stock repurchase program.
Item 3.  
Defaults Upon Senior Securities
None
Item 4.  
(Removed and Reserved)
None.
Item 5.  
Other Information
None.
Item 6.  
Exhibits
(a) The following exhibits are filed herewith.
     
Exhibit 31.1  
Certificate of principal executive officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
   
 
Exhibit 31.2  
Certificate of principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
   
 
Exhibit 32.1  
Certificate of principal executive officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
   
 
Exhibit 32.2  
Certificate of principal financial officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 

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SIGNATURES
Pursuant to the requirements 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.
         
May 11, 2011  CENTRA FINANCIAL HOLDINGS, INC.
 
 
  By:   /s/ Douglas J. Leech    
    Douglas J. Leech   
    President and Chief Executive Officer   
     
  By:   /s/ Darren K. Williams    
    Darren K. Williams   
    Chief Financial Officer   

 

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