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EX-32.1 - 906 CARTIFICATION - Cornerstone Financial Corpexhibit321.htm
EX-31.1 - CERTIFICATION - Cornerstone Financial Corpexhibit311.htm
EX-31.2 - CERTIFICATION - Cornerstone Financial Corpexhibit312.htm
EX-32.2 - 906 CERTIFICATION - Cornerstone Financial Corpexhibit322.htm
EXCEL - IDEA: XBRL DOCUMENT - Cornerstone Financial CorpFinancial_Report.xls

 

                                                                           

 

                            UNITED STATES SECURITIES AND EXCHANGE COMMISSION      

                                                            Washington, D.C.  20549

                                                                       ____________                                               

                                                                     FORM 10-Q

x Quarterly report pursuant to section 13 or 15 (d) of the Securities Exchange Act of 1934

For the quarterly period ended              September 30, 2011                   

                                                                           -OR-

 Transition report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from ___________ to _____________.

 

                                          CORNERSTONE FINANCIAL CORPORATION                      

                                         (Exact name of registrant, as specified in its charter)

 

                 New Jersey                                                                       80-0282551        

(State or other jurisdiction of incorporation                                     (I.R.S. Employer

 or organization)                                                                             Identification No.)

 

6000 Midlantic Drive, Suite 120 S, Mount Laurel, New Jersey                                          08054 

(Address of principal executive offices)                                                 Zip Code

 

Registrant's telephone number, including area code:       (856) 439-0300    

 

Securities registered pursuant to Section 12(b) of the Act:

None

                                                                    (Title of Class)

 

Securities registered pursuant to Section 12(g) of the Act:

                                                          Common stock, no par value

                                                                    (Title of Class)

 

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 past 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  NO __.

 

Indicate by check  mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation SD-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  YES  NO __.

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer”, “accelerated filer”, and “smaller reporting company” in rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer [ ]                                                       Accelerated filer [ ]

 

Non-accelerated filer   [ ]                                                       Smaller reporting company [X]

(Do not check if a smaller reporting company)

 

Indicate by checkmark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act.) YES __  NO  X            

 

As of November 10, 2011, there were 1,954,428 outstanding shares of the registrant's Common stock.

 

 

 

 

 


 


 

 

 

CORNERSTONE FINANCIAL CORPORATION

                                                                       Contents 

                                                                                                                                                    Pages 

PART I - FINANCIAL INFORMATION

 

   Item 1.  Consolidated Financial Statements....................................................................................... 1

Consolidated Statements of Financial Condition at September 30, 2011 (unaudited)

        and December 31, 2010...............................................................................................................1

 

Consolidated Statements of Operations (unaudited) for the three months ended                                   

 September 30, 2011 and 2010 …………………......………………………………………………..2

 

      Consolidated Statements of Operations (unaudited) for the nine months ended

      September 30, 2011 and 2010………………………………………………………………………...3

 

       Consolidated Statement of Changes in Stockholders’ Equity (unaudited)

       for the nine months ended September 30, 2011..............................................................................4

 

Consolidated Statements of Cash Flows (unaudited) for the nine months ended

       September 30, 2011 and 2010.......................................................................................................5

 

      Notes to Consolidated Financial Statements (unaudited) ................................................................ 6

 

   Item 2.  Management's Discussion and Analysis ............................................................................ 21

 

   Item 3.  Quantitative and Qualitative Disclosures About Market Risk.............................................. .31

 

   Item 4.  Controls and Procedures................................................................................................... 31

 

PART II - OTHER INFORMATION

   Item 1.  Legal Proceedings.......................................................................................................... ..32

 

   Item 1A. Risk Factors………………………………………………………………………………...32

 

   Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds.............................................. 32

 

   Item 3.  Defaults upon Senior Securities..........................................................................................32

 

   Item 4.  [removed and reserved].....................................................................................................32

 

   Item 5.  Other Information..............................................................................................................32

 

   Item 6.  Exhibits.............................................................................................................................32

 

Signatures.........................................................................................................................................33

 

Exhibit 31.1...................................................................................................................................... 34

 

Exhibit 31.2...................................................................................................................................... 35

 

 

 

 


 


 

 

Exhibit 32.1 ..................................................................................................................................... 36

 

Exhibit 32.2 ..................................................................................................................................... 37

Exhibit 101.INS* - XBRL Instance Document

Exhibit 101.SCH* - XBRL Taxonomy Extension Schema

Exhibit 101.CAL* - XBRL Taxonomy Extension Calculation Linkbase Document

Exhibit 101.DEF* - XBRL Taxonomy Extension Definition Linkbase Document

Exhibit 101.LAB* - XBRL Taxonomy Extension Labels Linkbase Document

Exhibit 101.PRE* - XBRL Taxonomy Extension Presentation Linkbase Document

*     Pursuant to Rule 406T of Regulation S-T, the Interactive Data Files on Exhibit 101 hereto are deemed not filed or part of a registration

statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of

Section 18 of the Securities and Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.

.

 

 

 


 


 

 

PART I. FINANCIAL INFORMATION

Item 1 – Consolidated Financial Statements

 

                                                 CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

 

(In thousands, except share data)

September 30, 2011

 

December 31, 2010

Assets:

 

(unaudited)

 

 

 

Cash and due from banks

$

6,297

 

$

5,331

Federal funds sold

 

40,400

 

 

3,700

Cash and cash equivalents

 

46,697

 

 

9,031

Investment securities:

 

 

 

 

 

Held to maturity (fair value 2011 - $22,569; 2010 - $39,520)

 

21,929

 

 

40,435

Available for sale (amortized cost 2011- $61,440; 2010 - $47,945)

 

62,081

 

 

44,635

Loans receivable

 

244,286

 

 

242,856

Less allowance for loan losses

 

2,848

 

 

3,826

Loans receivable, net

 

241,438

 

 

239,030

Federal Home Loan Bank stock

 

1,438

 

 

1,435

Premises and equipment, net

 

7,693

 

 

7,806

Accrued interest receivable

 

1,815

 

 

2,152

Bank owned life insurance

 

4,806

 

 

4,685

Deferred taxes

 

557

 

 

2,600

Other real estate owned

 

830

 

 

830

Other assets

 

1,139

 

 

1,378

Total Assets

$

390,423

 

$

354,017

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

Non-interest bearing deposits

$

28,651

 

$

40,514

Interest bearing deposits

 

190,586

 

 

148,259

Certificates of deposit

 

110,506

 

 

113,497

Total deposits

 

329,743

 

 

302,270

Advances from the Federal Home Loan Bank

 

25,000

 

 

25,000

Line of credit

 

5,000

 

 

4,877

Subordinated debt

 

3,000

 

 

3,000

Other liabilities

 

1,388

 

 

1,122

Unsettled Security payable

 

5,250

 

 

-

Total Liabilities

 

369,381

 

 

336,269

 

 

 

 

 

 

Commitments and Contingencies (Note 4)

 

 

 

 

 

 

 

 

 

 

 

Stockholders’ Equity:

 

 

 

 

 

Preferred stock:

 

 

 

 

 

$0 par value; $1,000 per share stated value, authorized 1,000,000 shares; issued and outstanding 1,900 at September 30, 2011 and December 31, 2010, respectively

 

1,900

 

 

1,900

Common stock:

 

 

 

 

 

$0 par value: authorized 10,000,000 shares; issued and outstanding 1,954,428 at September 30, 2011 and December 31, 2010, respectively

 

-

 

 

-

Additional paid-in capital

 

17,700

 

 

16,727

Accumulated other comprehensive income (loss)

 

385

 

 

(1,988)

Retained earnings

 

1,057

 

 

1,109

Total Shareholders’ Equity

 

21,042

 

 

17,748

Total Liabilities and Shareholders’ Equity

$

390,423

 

$

354,017

               

 

See accompanying notes to consolidated financial statements.

                                           

 

                                                                                                               1

   

 

 


 


 

                                                                   CORNERSTONE FINANCIAL CORPORATION

                                                              CONSOLIDATED STATEMENTS OF OPERATIONS

 

            Three Months Ended

 

 

 

 

 

(In thousands, except per share data)

September 30, 2011

 

September 30, 2010

 

Interest Income

(Unaudited)

 

(Unaudited)

 

Interest and fees on loans

$ 3,295

 

$ 3,460

 

Interest on investment securities

956

 

593

 

Interest on federal funds

3

 

16

 

Total interest income

4,254

 

4,069

 

 

 

 

 

 

Interest Expense

 

 

 

 

Interest on deposits

915

 

991

 

Interest on borrowings

176

 

171

 

Total interest expense

1,091

 

1,162

 

Net interest income

3,163

 

2,907

 

Provision for loan losses

207

 

235

 

Net interest income after loan loss provision

2,956

 

2,672

 

 

 

 

 

 

Non-Interest Income

 

 

 

 

Service charges on deposit accounts

46

 

50

 

Bank owned life insurance income

42

 

41

 

Gain on sale of loan

18

 

291

 

Gain on sale of securities

44

 

-

 

Miscellaneous fee income

44

 

30

 

Total non-interest income

194

 

412

 

 

 

 

 

 

Non-Interest Expense

 

 

 

 

Salaries and employee benefits

1,453

 

1,231

 

Net occupancy

384

 

298

 

Data processing and other service costs

127

 

115

 

Professional services

173

 

322

 

Advertising and promotion

41

 

26

 

Other real estate owned expense

22

 

10

 

FDIC expense

31

 

131

 

Other operating expenses

188

 

161

 

Total non-interest expense

2,419

 

2,294

 

 

 

 

 

 

Income before income taxes

731

 

790

 

Income tax expense

282

 

311

 

Net income

449

 

479

 

Preferred stock dividends

33

 

33

 

Net income available to common shareholders

 

$ 416

 

 

$ 446

 

 

 

 

 

 

Earnings per share

 

 

 

 

Basic

$ 0.21

 

$ 0.23

(1)

Diluted

$ 0.21

 

$ 0.23

(1)

 

 

 

 

 

Weighted average shares outstanding

 

 

 

 

Basic

1,954

 

1,954

(1)

Diluted

1,954

 

1,978

(1)

 

 (1)   All  share and per share amounts have been restated to reflect the 8.0% common stock dividend paid on May 16, 2011  to               

        common shareholders of record as of April 15, 2011.

 

                 See accompanying notes to consolidated financial statements.                      

 

                                                                                                                2

   

 

 


 


 

                                                             CORNERSTONE FINANCIAL CORPORATION

                                                           CONSOLIDATED STATEMENTS OF OPERATIONS

 

 

           Nine Months Ended

 

 

 

 

 

(In thousands, except per share data)

September 30, 2011

 

September 30, 2010

 

Interest Income

(Unaudited)

 

(Unaudited)

 

Interest and fees on loans

$ 9,939

 

$ 10,248

 

Interest on investment securities

2,729

 

1,781

 

Interest on federal funds

9

 

24

 

Total interest income

12,677

 

12,053

 

 

 

 

 

 

Interest Expense

 

 

 

 

Interest on deposits

2,752

 

2,932

 

Interest on borrowings

530

 

523

 

Total interest expense

3,282

 

3,455

 

Net interest income

9,395

 

8,598

 

Provision for loan losses

1,378

 

382

 

Net interest income after loan loss provision

8,017

 

8,216

 

 

 

 

 

 

Non-Interest Income

 

 

 

 

Service charges on deposit accounts

136

 

148

 

Bank owned life insurance income

121

 

123

 

Gain on sale of loans

174

 

330

 

Gain on sale of securities

44

 

-

 

Miscellaneous fee income

161

 

85

 

Total non-interest income

636

 

686

 

 

 

 

 

 

Non-Interest Expense

 

 

 

 

Salaries and employee benefits

4,191

 

3,648

 

Net occupancy

1,113

 

925

 

Data processing and other service costs

368

 

352

 

Professional services

501

 

609

 

Advertising and promotion

119

 

99

 

Other real estate owned expense

89

 

24

 

FDIC expense

286

 

355

 

Other operating expenses

506

 

476

 

Total non-interest expense

7,173

 

6,488

 

 

 

 

 

 

Income before income taxes

1,480

 

2,414

 

Income tax expense

563

 

939

 

Net income

917

 

1,475

 

Preferred stock dividends

100

 

99

 

Net income available to common shareholders

 

$ 817

 

 

$ 1,376

 

 

 

 

 

 

Earnings per share

 

 

 

 

Basic

$ 0.42

 

$ 0.70

(1)

Diluted

$ 0.42

 

$ 0.70

(1)

 

 

 

 

 

Weighted average shares outstanding

 

 

 

 

Basic

1,954

 

1,954

(1)

Diluted

1,958

 

1,967

(1)

 

 (1)   All  share and per share amounts have been restated to reflect the 8.0% common stock dividend paid on May 16, 2011  to                

       common shareholders of record as of April 15, 2011.

 

                 See accompanying notes to consolidated financial statements.                      

 

                                                                                                             3

   

 

 


 


 

 

 

                                         

                                                                             CORNERSTONE FINANCIAL CORPORATION

                                                 CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

                                                                                                                                              (Unaudited)

 

 

 

(In thousands, except per share data)

 

 

 

Comprehensive Income

 

 

Preferred

Stock

 

Common Stock

 

Additional

Paid-in Capital

 

Accumulated Earnings

 

Accumulated Other Comprehensive (Loss) Income

 

Total

 

Balance at

December 31, 2010

 

 

$

1,900

$

-

$

16,727

$

 

1,109

$

(1,988)

$

17,748

 

 

Comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

$

  917

 

-

 

-

 

-

 

917

 

-

 

    917

 

 

Unrealized gain on securities available for sale, net of tax

 

2,373

 

 

 

 

 

 

 

 

 

2,373

 

2,373

 

 

Comprehensive income

$

3,290

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stock based compensation

 

 

 

-

 

-

 

    104

 

-

 

-

 

   104

 

 

7 % Preferred stock dividend

 

 

 

-

 

-

 

-

 

(100)

 

-

 

  (100)

 

 

Declaration of 8% common stock dividend

 

 

 

-

 

-

 

    869

 

(869)

 

-

 

      -

 

 

Balance at

September 30, 2011

 

 

$

1,900

$

-

$

17,700

$

1,057

$

385

$

21,042

 

                                       

 

 

 

 

 

 

 

 

 

 

See accompanying notes to consolidated financial statements.

 

 

 

 

                                                                                                                                     4

   

 

 


 


 

                                                                      CORNERSTONE FINANCIAL CORPORATION

                                                                  CONSOLIDATED STATEMENTS OF CASH FLOWS

 

          Nine Months Ended

(In thousands)

September 30, 2011

 

September 30, 2010

 

(Unaudited)

 

(Unaudited)

Cash flows from operating activities:

 

 

 

Net Income

$ 917

 

$                                  1,475

Adjustments to reconcile net income to net

 

 

 

cash provided by operating activities:

 

 

 

Provision for loan losses

1,378

 

382

Depreciation

328

 

293

Amortization of premiums and discounts, net

(120)

 

39

Stock option expense

104

 

101

Gain on sale of loans

(174)

 

-

Gain on sale of securities

(44)

 

-

Deferred tax expense(benefit)

465

 

(54)

Income on bank owned life Insurance

(121)

 

(123)

Decrease in accrued interest receivable

 

 

 

and other assets

577

 

94

Increase in other liabilities

266

 

197

Net cash provided by operating activities

3,576

 

2,404

Cash flows from investing activities:

 

 

 

Purchases of investments held to maturity

-

 

(44,509)

Purchases of securities available for sale

(26,309)

 

(28,519)

Repayment of investments available for sale

8,178

 

-

Repayment of investments held to maturity

18,511

 

48,320

Sale of investments available for sale

10,044

 

-

(Purchase) redemption of FHLB stock

(3)

 

137

Net increase in loans

(3,612)

 

(3,851)

Purchases of premises and equipment

(215)

 

(159)

Net cash provided (used) in investing activities

6,594

 

(28,581)

Cash flows from financing activities:

 

 

 

Net increase in deposits

27,473

 

60,340

Proceeds from borrowings

10,123

 

242,753

Principal payments on borrowings

(10,000)

 

(247,483)

Cash dividend paid for preferred stock

(100)

 

(99)

Net cash provided by financing activities

27,496

55,511

 

 

 

 

Net increase in cash and cash equivalents

37,666

 

29,334

Cash and cash equivalents at the beginning of the period

9,031

 

4,742

Cash and cash equivalents at the end of the period

46,697

 

$                                 34,076

 

 

 

 

Supplemental disclosures of cash flow information:

 

 

 

Cash paid during the period for interest

$                                    3,296

 

$                                 3,466

Cash paid during the period for income taxes

96

 

991

Net change in unrealized gain on securities, net of tax

2,373

 

101

Supplemental non-cash investing and financing activities:

 

 

 

Unsettled securities payable

$                                    5,250

 

$                               4,000

 

             See accompanying notes to consolidated financial statements.

 

 

 

 

      

                                                                                                        5                                                                          

   

 

 


 


 

 

 

 

 

 

CORNERSTONE FINANCIAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

 

NOTE 1 - BASIS OF PRESENTATION

 

The consolidated financial statements include the accounts of Cornerstone Financial Corporation and its wholly owned subsidiary, Cornerstone Bank (together, the “Company”). These interim statements, which are unaudited, were prepared in accordance with instructions for Form 10-Q.  In the opinion of management, all adjustments, consisting of normal recurring accruals, necessary for fair presentation of the interim financial statements have been included.

 

Cornerstone Financial Corporation was formed in 2008 at the direction of the Board of Directors of Cornerstone Bank to serve as a holding company for the Bank. The holding company reorganization was completed in January 2009. The statement of financial condition as of December 31, 2010 has been derived from audited financial statements.  For further information, refer to the consolidated financial statements and footnotes thereto included in Cornerstone Financial Corporation’s Annual Report on Form 10-K for the year ended December 31, 2010 as filed with the United States Securities and Exchange Commission.

 

NOTE 2 – USE OF ESTIMATES

 

The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period.  Actual results could differ from those estimates.  Material estimates that are particularly susceptible to significant change in the near-term relate to the allowance for loan losses and the evaluation of deferred taxes.

 

NOTE 3 - CONTINGENCIES

 

            The Company, from time to time, is a party to routine litigation that arises in the normal course of business.  Management does not believe the resolution of this litigation, either any individual case or in the aggregate, would have a material adverse effect on the Company’s financial condition or results of operations.  However, the ultimate outcome of any such matter, as with litigation generally, is inherently uncertain and it is possible that some of these matters may be resolved in a manner that is materially adverse to the Company.

 

NOTE 4 - EARNINGS PER SHARE

 

Basic earnings per share is calculated on the basis of net income divided by the weighted average number of shares outstanding.  Diluted earnings per share includes dilutive potential common shares as computed under the treasury stock method using average common stock prices. 

 

All share and per share amounts have been restated to reflect the 8.0% common stock dividend, declared on March 17, 2011, and paid on May 16, 2011 to common shareholders of record as of April 15, 2011. This stock dividend resulted in the issuance of 144,772 additional shares and resulted in $869 thousand being transferred from retained earnings to additional paid in capital.

 

 

                                                                                             6

   

 

 


 


 

 

 

NOTE 5 – STOCK OPTIONS

 

The Company accounts for stock options in accordance with FASB Accounting Standards Codification (ASC) 718 Stock Compensation. The Company recognizes the grant-date fair-value of stock options and other equity-based compensation issued to employees in the statement of operations.  The Company had $159 thousand in unrecognized compensation costs relating to non-vested stock based compensation awards at September 30, 2011. 

 

On July 16, 2009, options to purchase a total of 48,600 shares of common stock were granted with an exercise price of $4.63 per share. These options will expire ten years from the date of the grant and vest on a one-third per year basis beginning on July 16, 2010, with vesting accelerating in certain circumstances such as change in control of the Company. The exercise price of each option equals the market price of the common stock on the date of the grant.

  

On January 16, 2010, options to purchase a total of 119,880 shares of common stock were granted with an exercise price of $4.17 per share. These options will expire ten years from the date of the grant and vest on a one-third per year basis beginning on January 21, 2011, with vesting accelerating in certain circumstances such as change in control of the Company. The exercise price of each option equals the market price of the common stock on the date of the grant.

                                                        

NOTE 6 - INVESTMENT SECURITIES

 

A comparison of amortized cost and approximate fair value of investment securities held to maturity at September 30, 2011 and December 31, 2010 is as follows (in thousands):

 

                                                                                       September 30, 2011

 

 

 

Gross

 

Gross

 

 

 

 

 

Unrealized

 

Unrealized

 

Fair

 

Cost

 

Gains

 

Losses

 

Value

Investments held to maturity:

 

 

 

 

 

 

 

Government agency obligations

$              14,982

 

$                   163

 

$                    (10)

 

$               15,135

Mortgage backed securities

6,947

                    487

 

                      -

 

7,434

Total

$ 21,929

 

$                   650

 

$                   (10)

 

$               22,569

 

Investments available for sale:

 

 

 

 

 

 

 

Government agency obligations

$              61,440

 

 650

 

$                     (9)

 

$              62,081

Total

$               61,440

 

$                 650

 

$                     (9)

 

$              62,081

 

                                                                                    December 31, 2010

 

 

 

Gross

 

Gross

 

 

 

 

 

Unrealized

 

Unrealized

 

Fair

 

Cost

 

Gains

 

Losses

 

Value

Investments held to maturity:

 

 

 

 

 

 

 

Government agency obligations

$              32,706

 

$                   68

 

$              (1,131)

 

$              31,643

Mortgage backed securities

7,729

 

148

 

-

 

7,877

Total

$              40,435

 

$                 216

 

 $             (1,131)

 

$              39,520

 

Investments available for sale:

 

 

 

 

 

 

 

Government agency obligations

$              38,056

 

$                     -

 

$             (2,496)

 

$              35,560

US Treasury Securities

9,889

 

-

 

(814)

 

9,075

Total

$             47,945

 

$                     -

 

$             (3,310)

 

$              44,635

 

 

The following table sets forth information regarding the fair value and unrealized losses on the Company’s temporarily impaired

investment securities at September 30, 2011 and December 31, 2010 for the time periods shown (in thousands):

 

 

 

 

                                                                                                                       7

   

 

 


 


 

 

 

 

                                                                                                                             September 30, 2011

Less than 12 months

 

12 months or longer

 

Total

 

Fair Value

 

Unrealized

Losses

 

Fair Value

 

Unrealized Losses

 

Fair Value

 

Unrealized Losses

Investments held to maturity:

 

 

 

 

 

 

 

 

 

Government agency obligations

$ 3,680

 

$ (10)

 

$ -

 

$ -

 

$ 3,680

$ (10)

 

 

 

 

 

 

 

 

 

 

 

 

Investments available for sale:

 

 

 

 

 

 

 

 

 

 

 

Government agency obligations

4,825

 

(9)

 

-

 

-

 

4,825

 

(9)

Total temporarily impaired investment securities

$ 8,505

 

$ ( 19)

 

$ -

 

$ -

 

$ 8,505

 

$ (19)

                                                      

 

                                                                                                       December 31, 2010

 

Less than 12 months

 

12 months or longer

 

Total

 

Fair Value

 

Unrealized

Losses

 

Fair Value

 

Unrealized Losses

 

Fair Value

 

Unrealized Losses

Investments held to maturity:

 

 

 

 

 

 

 

 

 

Government agency obligations

$ 27,132

 

$ (1,131)

 

$ -

 

$ -

 

$ 27,132

$ (1,131)

 

 

 

 

 

 

 

 

 

 

 

 

Investments available for sale:

 

 

 

 

 

 

 

 

 

 

 

Government agency obligations

35,560

 

( 2,496)

 

-

 

-

 

35,560

( 2,496)

US Treasury Securities

9,075

 

(814)

 

-

 

-

 

9,075

(814)

Total temporarily impaired investment securities

$ 71,767

 

$ (4,441)

 

$ -

 

$ -

 

$ 71,767

 

$ (4,441)

 

Management has taken into consideration the following information in reaching the conclusion that the impairment of the securities listed in the table above is not other than temporary. The unrealized losses disclosed above are the result of fluctuations in market interest rates currently offered on like securities and do not reflect a deterioration or downgrade of the investment issuer’s credit-worthiness or ability to meet its cash flow requirements.  The Company believes that it is probable that it will receive all future contractual cash flows and does not intend to sell and will not be required to sell these investment securities until recovery or maturity. The U.S. Government agency sponsored securities which are listed have call provisions priced at par if called prior to their respective maturity dates.

 

Other Comprehensive Income (Loss)

 

The change in other comprehensive income (loss) components and related tax benefit are as follows for the nine months ended September 30, 2011 and September 30, 2010. (In thousands):

 

                                                                                                                              September 30,

 

 

 

 

2011

 

 

 

 

Before-Tax

 

 

 

Net-of-Tax

Unrealized gain on securities available for sale:

 

Amount

 

Tax Benefit

 

Amount

Unrealized holding gain arising during the year

$

3,951

$

(1,578)

$

2,373

Other comprehensive income

$

3,951

$

(1,578)

$

2,373

 

                                                                                                                               September 30,

 

 

 

 

2010

 

 

 

 

Before-Tax

 

 

 

Net-of-Tax

Unrealized gain on securities available for sale:

 

Amount

 

Tax Benefit

 

Amount

Unrealized holding gain arising during the year

$

169

$

(68)

$

101

Other comprehensive income

$

169

$

(68)

$

101

 

 

 

 

                                                                                                                           8

 

   

 

 


 


 

 

 

NOTE 7 – LOANS RECEIVABLE

 

The Company monitors and assesses the credit risk of its loan portfolio using the classes set forth below. These classes also represent the segments by which the company monitors the performance of its loan portfolio and estimates its allowance for loan losses.

 

Commercial loans include short and long-term business loans and commercial lines of credit for the purposes of providing working capital, supporting accounts receivable, purchasing inventory and acquiring fixed assets.  The loans generally are secured by these types of assets as collateral and/or by personal guarantees provided by principals of the borrowers. 

 

Commercial real estate loans are generally originated in amounts up to the lower of 75% of the appraised value or cost of the property and are secured by improved property such as multi-family dwelling units, office buildings, retail stores, ware­houses, church buildings and other non-residential buildings, most of which are located in the Company’s market area.  Commercial real estate loans are generally made with fixed interest rates which mature or reprice in five to seven years with principal amortization of up to 25 years.

 

Residential real estate loans consist of loans secured by one- to four-family residences located in the Bank's market area.  The Bank has originated one- to four-family residential mortgage loans in amounts up to 80% of the lesser of the appraised value or selling price of the mortgaged property without requiring mortgage insurance. A mortgage loan originated by the Bank, for owner occupied property, whether fixed rate or adjustable rate, can have a term of up to 30 years. Loans secured by non-owner occupied property, whether fixed rate or adjustable rate, can have a term of up to 25 years. Adjustable rate loan terms limit the periodic interest rate adjustment and the minimum and maximum rates that may be charged over the term of the loan based on the type of loan.

 

Construction loans will be made only if there is a permanent mortgage commitment in place.  Interest rates on commercial construction loans are typically in line with normal commercial mortgage loan rates, while interest rates on residential construction loans are slightly higher than normal residential mortgage loan rates.  These loans usually are adjustable rate loans and generally have terms of up to one year.

             

Consumer loans include installment loans and home equity loans, secured by first or second mortgages on homes owned or being purchased by the loan applicant. Home equity term loans and credit lines are credit accommodations secured by either a first or second mortgage on the borrower's residential property.  Interest rates charged on home equity term loans are generally fixed; interest on credit lines is usually a floating rate related to the prime rate. The Bank generally requires a loan to value ratio of less than or equal to 80% of the appraised value, including any outstanding prior mortgage balance. 

 

Loans receivable consist of the following (in thousands):

 

 

September 30, 2011

 

December 31, 2010

Commercial

$ 105,859

 

$ 95,441

Real estate, Commercial

110,637

 

112,217

Real estate, Residential

9,131

 

14,780

Construction

11,741

 

13,177

Consumer loans

7,190

 

7,450

Net deferred loan fees

                                   (272)

 

(209)

 

244,286

 

242,856

Allowance for loan losses

(2,848)

 

(3,826)

 

 

 

 

Loans receivable, net

$ 241,438

 

$ 239,030

 

 

 

                                                                                                                                                                     9

   

 

 


 


 

 

 

 

Under New Jersey banking laws, the Bank is subject to a loans-to-one-borrower limitation of 15% of capital funds for most loans. At September 30, 2011, the loans-to-one-borrower limitation was approximately $4.7 million; this excludes an additional 10% of capital funds, or approximately $3.1 million which may be loaned if collateralized by readily marketable securities.  At September 30, 2011, there were no loans outstanding or committed to any one borrower which individually or in the aggregate exceeded the Bank’s loans-to-one-borrower limitation of 15% of capital funds.

 

A summary of the Company’s credit quality indicators is as follow:

 

Pass - A credit which is assigned a rating of Pass shall exhibit some or all of the following characteristics:

a.       Loans that present an acceptable degree of risk associated with the financing being considered as measured against earnings and balance sheet trends, industry averages, etc. Actual and projected indicators and market conditions provide satisfactory evidence that the credit will perform as agreed.

b.       Loans to borrowers that display acceptable financial conditions and operating results. Debt service capacity is demonstrated and future prospects are considered good.

c.       Loans to borrowers where a comfort level is achieved by the strength of the cash flows from the business or project and the strength and quantity of the collateral or security position (i.e.: receivables, inventory and other readily marketable securities) as supported by a current valuation and/or the strong capabilities of a guarantor.

 

Special Mention - Loans on which the credit risk requires more than ordinary attention by the Loan Officer.  This may be the result of some erosion in the borrower's financial condition, the economics of the industry, the capability of management, or changes in the original transaction. Loans which are currently sound yet exhibit potentially unacceptable credit risk or deteriorating long term prospects, will receive this classification.  Loans which deviate from loan policy or regulations will not generally be classified in this category, but will be separately reported as an area of concern.

 

Classified – Classified loans include those considered by the Company to be substandard, doubtful or loss.

 

An asset is considered “substandard” if it involves more than an acceptable level of risk due to a deteriorating financial condition, unfavorable history of the borrower, inadequate payment capacity, insufficient security or other negative factors within the industry, market or management. Substandard loans have clearly defined weaknesses which can jeopardize the timely payment of the loan.

 

Assets classified as “doubtful” exhibit all of the weaknesses defined under the substandard category but with enough risk to present a high probability of some principal loss on the loan, although not yet fully ascertainable in amount.

 

Assets classified as “loss” are those considered uncollectible or of little value, even though a collection effort may continue after the classification and potential charge-off.

 

Non-Performing Loans

 

Non-performing loans consist of non-accrual loans (loans on which the accrual of interest has ceased), loans over ninety days delinquent and still accruing interest, renegotiated loans and impaired loans. Loans are generally placed on non-accrual status if, in the opinion of management, collection is doubtful, or when principal or interest is past due 90 days or more, unless the collateral is considered sufficient to cover principal and interest and the loan is in the process of collection. At September 30, 2011 the Company had twenty one loan relationships totaling $15.9 million in non-accrual loans compared to twelve relationships totaling $9.8 million in non-accrual loans at December 31, 2010. The Company recognized no interest income on non-accrual loans during the nine month period ended September 30, 2011 as compared to $149 thousand for the nine month period ended September 30, 2010.

 

 

 

  

                                                                                                                                                                                  10

   

 

 


 


 

 

 

 

 

 

 

 

 

 

 

The following table represents loans by credit quality indicator at September 30, 2011.

 

(In thousands)

 

Special

 

Non

 

 

 

Mention

Classified

Performing

 

 

Pass

Loans

Loans

Loans

Total

Commercial

$           97,686

$                         -

$              3,724

$                   311

$           105,721

Real Estate, Commercial

97,594

246

2,352

10,312

110,504

Real Estate, Residential

8,159

-

-

964

9,123

Construction

11,714

-

-

-

11,714

Consumer

6,644

-

243

337

7,224

Total loans

$         221,797

$                    246

$              6,319

$               15,924

$            244,286

 

The following table represents loans by credit quality indicator at December 31, 2010.

 

(In thousands

 

Special

 

Non

 

 

 

Mention

Classified

Performing

 

 

Pass

Loans

Loans

Loans

Total

Commercial

$          93,209

$                    845

$                     -

$              1,296

$            95,350

Real Estate, Commercial

101,718

2,175

-

8,213

112,106

Real Estate, Residential

13,596

-

1,170

-

14,766

Construction

13,145

-

-

-

13,145

Consumer

6,905

244

51

289

7,489

Total loans

$        228,572

$                  3,264

$             1,221

$             9 ,798

$          242,856

 

The following table represents past-due loans as of September 30, 2011.

 

(In thousands)

30-89 Days

90 Days or more

Total Past

Accruing

Non-

 

 

Past Due and

Past Due and

Due and

Current

Accrual

Total Loan

 

Still Accruing

Still Accruing

Still Accruing

Balances

Balances

Balances

Commercial

$                 2,032

$                         -

$                    2,032

$           101,410

$             4,311

$             105,721

Real Estate, Commercial

-

-

-

100,192

10,312

110,504

Real Estate, Residential

-

-

-

8,159

964

9,123

Construction

-

138

138

11,714

-

11,714

Consumer

1

243

244

6,887

337

7,224

Total loans and leases

$               2,033

$                   381

 $                    2,414

$            228,362

$           15,924

$            244,286

 

 

 

 

 

 

 

Percentage of total loans

0.84%

0.16%

1.00%

94.60%

6.60%

 

 

The following table represents past-due loans as of December 31, 2010.

 

(In thousands)

30-89 Days

90 Days or more

Total Past

Accruing

Non-

 

 

Past Due and

Past Due and

Due and

Current

Accrual

Total Loan

 

Still Accruing

Still Accruing

Still Accruing

Balances

Balances

Balances

Commercial

$                      209

$                       634

 $                      843

$             94,054

$              1,296

$             95,350

Real Estate, Commercial

-

-

-

103,893

8,213

112,106

Real Estate, Residential

-

244

244

14,766

-

14,766

Construction

-

-

-

13,145

-

13,145

Consumer

-

-

-

7,200

289

7,489

Total loans

$                     209

$                      878

$                  1,087

$           233,058

$               9,798

$            242,856

 

 

 

 

 

 

 

Percentage of total loans

0.09%

0.36%

0.45%

95.97%

4.03%

 

 
 
 
 

                                                                                                                      11

   

 

 


 


 

 

 

 

Impaired loans are measured based on the present value of expected future discounted cash flows, the fair value of the loan or the fair value of the underlying collateral if the loan is collateral dependent.  The recognition of interest income on impaired loans is the same as for non-accrual loans discussed above. At September 30, 2011, the Company had thirty impaired loan relationships totaling $17.5 million (included within the non-accrual loans discussed above) in which $8.7 million in impaired loans had a related allowance for credit losses of $1.2 million  and $8.8 million in impaired loans in which there is no related allowance for credit losses. The average balance of impaired loans totaled $17.9 million as of September 30, 2011, and interest income recorded on impaired loans during the nine months ended September 30, 2011 totaled $9 thousand, as compared to $149 thousand for the nine months ended September 30, 2010.

 

At September 30, 2011 the Company had two loan relationships totaling $381 thousand that were delinquent ninety days or more and still accruing interest. At December 31, 2010, the Company had two loan relationships totaling $878 thousand that were delinquent ninety days or more and still accruing interest.

 

The following table represents data on impaired loans at September 30, 2011 and September 30, 2010.

 

(In thousands)

2011

2010

Impaired loans for which a valuation allowance has been provided

$ 8,652

$ 3,696

Impaired loans for which no valuation allowance has been provided

8,802

8,004

Total loans determined to be impaired

17,454

11,700

 

 

 

Allowance for loan losses related to impaired loans

1,229

1,848

 

 

 

Average recorded investment in impaired loans

17,919

12,717

Cash basis interest income recognized on impaired loans

$ 9

$ 149

 

The following table presents impaired loans by portfolio class at September 30, 2011.

 

(In thousands)

 

 

 

Average

Interest Income

 

 

Unpaid

Related

Annual

Recognized

 

Recorded

Principal

Valuation

Recorded

While

 

Investment

Balance

Allowance

Investment

Impaired

Impaired loans with a valuation allowance:

 

 

 

 

 

Commercial

$ 1,669

$ 1,669

$ 151

$ 1,725

$ -

Real Estate, Commercial

5,824

5,824

911

6,091

-

Real Estate, Residential

964

964

69

1,105

-

Consumer

195

195

98

196

-

Subtotal

8,652

8,652

1,229

9,117

-

 

Impaired loans with no valuation allowance:

 

 

 

 

 

Commercial

3,791

3,791

-

3,791

-

Real Estate, Commercial

4,626

4,626

-

4,626

3

Real Estate, Residential

-

-

-

-

-

Consumer

385

385

-

385

6

Subtotal

8,802

8,802

-

8,802

9

 

 

 

 

 

 

Total Impaired loans:

 

 

 

 

 

Commercial

5,460

5,460

151

5,516

-

Real Estate, Commercial

10,450

10,450

911

10,717

3

Real Estate, Residential

964

964

69

1,105

-

Consumer

580

580

98

581

6

Total

$ 17,454

$ 17,454

$ 1,229

$ 17,919

$ 9

 
 
 

                                                                                                                               12

   

 

 


 


 

 

 

The following table presents impaired loans by portfolio class at December 31, 2010.

 

(In thousands)

 

 

 

Average

Interest Income

 

 

Unpaid

Related

Annual

Recognized

 

Recorded

Principal

Valuation

Recorded

While

 

Investment

Balance

Allowance

Investment

Impaired

Impaired loans with a valuation allowance

 

 

 

 

 

Commercial

$              1,198

$              1,198

$                    962

$               1,209

$                       6

Real Estate, Commercial

2,060

2,060

 1,020

2,064

-

Consumer

199

199

99

200

5

Subtotal

3,457

3,457

2,081

3,473

11

 

Impaired loans with no valuation allowance:

 

 

 

 

 

Commercial

732

732

-

1,341

2

Real Estate, Commercial

6,153

6,153

-

7,085

10

Consumer

385

385

-

381

13

Subtotal

7,271

7,271

-

8,807

25

 

 

 

 

 

 

Total Impaired loans:

 

 

 

 

 

Commercial

1,930

1,930

962

2,550

8

Real Estate, Commercial

8,213

8,213

1,020

9,149

10

Consumer

584

  584

99

581

18

Total

$             10,728

$            10,728

$               2,081

$                12,280

$                   36

 

Included in the balance of non accrual commercial loans is a principal balance of $634 thousand dollars representing the Company’s participation interest in two loans originated by another New Jersey based institution. Although the borrowers have ceased making payments on these loans, we have received a legal opinion from our legal counsel that the Company has valid claims against the lead/originating bank for violations of the participation agreements, and we have filed suit asserting these claims.  In the event the lead bank is unable to collect from the borrowers, we believe, based on said legal opinion, that we may collect our principal and interest from the lead/originating bank. However, in that case our ability to collect on these loans will depend upon the outcome of our legal action against the lead/originating bank.

 

The following table provides information regarding risk elements in the loan portfolio as of September 30, 2011 and December 31, 2010

 

(In thousands)

September 30, 2011

December 31, 2010

Non-performing assets:

 

 

Loans past due 90 days or more and accruing

 

 

Commercial

$                                        -

$                                   634

Construction

138

-

Consumer

243

244

Total loans past due 90 days or more and accruing

381

878

Non-accrual loans:

 

 

Commercial

4,311

1,296

Real Estate, Commercial

10,312

8,213

Real Estate, Residential

964

-

Consumer

337

289

Total non-accrual loans

15,924

9,798

Impaired loans

455

51

Restructured loans

694

-

Total non-performing loans

17,073

9,849

Real estate owned

830

830

Total non-performing assets

$                               18,284

$                              11,557

Non-performing loans as a percentage of loans

6.99%

4.06%

Non-performing assets as a percentage of loans and real estate owned

7.46%

4.76%

Non-performing assets as a percentage of total assets

4.68%

3.26%

 

 



 
 
 
 
 
 

                                                                                                                                                     13

   

 

 


 


 

 

 

During the nine month period ended September 30, 2011 the Company experienced a $6.1 million increase in non-accrual loans. This change reflects the downgrading of eleven credit relationships to non-accrual status totaling $8.8 million partially offset by partial and total charge offs of nine credit relationships representing twenty one loans in the amount of $2.4 million and principal reductions on non accrual loans of $334 thousand during the nine  month period ended September 30, 2011. The downgraded loans consisted of two residential mortgage loans totaling $964 thousand, six commercial relationships representing eleven loans totaling $4.3 million, three commercial real estate  loans totaling $2.6 million and one consumer loan totaling $48 thousand.

 

The following tables set forth activity within the Bank’s allowance for losses by portfolio class during the three and nine month periods ended September 30, 2011 and September 30, 2010:

 

   Three months ended September 30, 2011 and September 30, 2010:

 

 

 

Commercial

Residential

 

 

Allowance for Loan Losses

Commercial

Real Estate

Real Estate

Consumer

Total

Beginning Balance, July 1, 2011

$ 833

$ 1,366

$ 337

$ 129

$ 2,665

Charge-off

(50)

-

-

-

(50)

Provision

146

75

(28)

14

207

Recovery

26

-

-

-

26

Ending Balance, September 30, 2011

$ 955

$ 1,441

$ 309

$ 143

$ 2,848

 

 

 

 

Commercial

Residential

 

 

Allowance for Loan  Losses

Commercial

Real Estate

Real Estate

Consumer

Total

Beginning Balance, July 1, 2010

$ 1,789

$ 1,146

$ 416

$ 78

$ 3,429

Charge-off

-

-

-

-

-

Recovery

1

-

-

-

1

Provision

56

228

(30)

(19)

235

Ending Balance, September 30, 2010

$ 1,846

$ 1,374

$ 386

$ 59

$ 3,665

 

  Nine months ended September 30, 2011 and September 30, 2010:

 

 

 

Commercial

Residential

 

 

Allowance for Loan  Losses

Commercial

Real Estate

Real Estate

Consumer

Total

Beginning Balance, December 31, 2010

$ 1,743

$ 1,527

$ 417

$ 139

$ 3,826

Charge-off

(2,101)

-

(281)

-

(2,382)

Provision

1,287

(86)

173

4

1,378

Recovery

26

-

-

-

26

Ending Balance, September 30, 2011

$ 955

$ 1,441

$ 309

$ 143

$ 2,848

 

 

 

Commercial

Residential

 

 

Allowance for Loan  Losses

Commercial

Real Estate

Real Estate

Consumer

Total

Beginning Balance, January 1, 2010

$ 1,838

$ 1,051

$ 447

$ 96

$ 3,432

Charge-off

(149)

-

-

-

(149)

Provision

157

323

(61)

(37)

382

Ending Balance, September 30, 2010

$ 1,846

$ 1,374

$ 386

$ 59

$ 3,665

                                                                                                                                                                                                                                                                        

                                                                                                                                                        September 30, 2011               September 30, 2010

Period-end loans outstanding

$ 244,286

$ 242,125

Average loans outstanding

$ 239,844

$ 237,288

Allowance as a percentage of period-end loans

1.17%

1.51%

Net charge-offs as a percentage of average loans

0.98%

0.06%

 

                                                                                                 

 
 

                                                                                                                       14

   

 

 


 


 

 

 

 

 

Commercial

Residential

 

 

Allowance for Loan  Losses

Commercial

Real Estate

Real Estate

Consumer

Total

Ending balance individually evaluated for impairment

$ 151

   $    912

$    69

$    97

$ 1,229

Ending balance collectively evaluated for impairment

804

529

240

46

1,619

Ending Balance, September 30, 2011

$ 955

$ 1,441

$ 309

$ 143

$ 2,848

 

 

 

Commercial

Residential

 

 

 

Financing receivable:

Commercial

Real Estate

Real Estate

Consumer

Construction

Total

Ending balance

$ 105,721

$ 110,504

$ 9,123

$ 7,224

 

$11,714

 

$ 244,286

Ending balance individually evaluated for impairment

8,035

12,663

964

580

-

2,242

Ending balance collectively evaluated for impairment

97,686

97,841

8,159

6,644

11,714

222,044

 

 

The Company prepares an allowance for loan loss model on a quarterly basis to determine the adequacy of the allowance. Management considers a variety of factors when establishing the allowance, such as the impact of current economic conditions, diversification of the loan portfolio, delinquency statistics, results of independent loan review and related classifications. Historic loss rates and the loss rates of peer financial institutions are also considered. In evaluating the Company’s allowance for loan loss the Company maintains a Criticized Asset Committee (“CAC”) consisting of senior management that monitors problem loans and formulates collection efforts and resolution plans for each borrower. On a monthly basis the CAC meets to review each problem loan and determines if there has been any change in collateral value due to changes in market conditions. Each quarter, when calculating the allowance for loan loss, the CAC reviews an updated loan impairment analysis on each problem loan to determine if a specific provision for loan loss is warranted. Management reviews the most recent appraisal on each loan adjusted for holding and selling costs. In the event there is no recent appraisal on file, the Company will use the aged appraisal and apply a discount factor to the appraisal then deduct the holding and selling costs from the discounted appraisal value. At September 30, 2011, the Company maintained an allowance for loan loss ratio of 1.17% to period end loans outstanding. On a linked basis, our non-performing assets have increased by $6.7 million over their levels at December 31, 2010 representing a non-performing asset to total asset ratio of 4.68% at September 30, 2011 as compared to a non-performing asset to total asset ratio 3.26% at December 31, 2010.

 

The Company’s charge-off policy states any asset classified loss shall be charged-off within thirty days of such classification unless the asset has already been eliminated from the books by collection or other appropriate entry. On a quarterly basis the Board Loan Committee (“BLC”) reviews past due, classified, non-performing and other loans, as it deems appropriate, to determine the collectability of such loans. If the BLC determines a loan to be uncollectible, the loan is charged to the allowance for loan loss.  In addition, upon reviewing the collectability of a loan, the BLC may determine a portion of the loan to be uncollectible; in which case that portion of the loan deemed uncollectable will be partially charged-off against the allowance for loan loss.

 

For the nine month period ending September 30, 2011 the Company experienced fifteen total charge offs relating to seven loan relationships totaling $1.5 million and seven partial charge-offs relating to five loan relationships totaling $872 thousand as compared to charge-offs of four loans representing one relationship totaling $382 thousand for the period ended December 31, 2010.

 

    

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The Company modifies loans by offering a restructuring in loan terms that may include but is not limited to, principal moratoriums and interest rate reductions. Of the 7 loan modifications classified as troubled debt restructures in 2011, 6 involved principal moratoriums and 1 involved a payment restructure which was a concession from the original loan terms. 

 

The following tables present loans by class which were modified as trouble debt restructurings during the three and nine month periods ended September 30, 2011, respectively (in thousands);

 

Three Months ended September 30, 2011:

 

Trouble Debt Restructuring

Number of

 loans

Pre Modification Outstanding Recorded

 Investment

Post- Modification Outstanding Recorded

Investment

Commercial

4

$ 374

$ 374

Commercial Real Estate

1

219

219

Total

5

$ 593

$ 593

 

Nine Months ended September 30, 2011:

 

Trouble Debt Restructuring

Number of

 loans

Pre Modification Outstanding Recorded

Investment

Post- Modification Outstanding Recorded

 Investment 

Commercial

6

$ 475

$ 475

Commercial Real Estate

1

219

219

Total

7

$ 694

$ 694

 

Trouble Debt Restructuring That Subsequently Defaulted

Number of loans

Recorded Investment

Commercial

2

$ 101

Total

2

$ 101

 

There were no troubled debt restructurings during the three or nine month periods ended September 30, 2010.

 

NOTE 8 – Bank Owned Life Insurance

 

Bank owned life insurance (“BOLI”) is carried at its aggregate cash surrender value less surrender charges and totaled $4.8 million at September 30, 2011.  Income of $121 thousand was recognized on BOLI during the nine month period ended September 30, 2011 as compared to $123 thousand for the nine month period ended September 30, 2010. The Bank is the sole owner and beneficiary of the BOLI.

 

NOTE 9 – Deferred Compensation Plans

 

Effective January 1, 2006, the Bank adopted a Nonqualified Deferred Compensation Plan (The “Executive Plan”) and the Directors’ Fee Deferral and Death Benefit Plan (the “Directors’ Plan”).  Both plans provide for payments of deferred compensation to participants. The Company recorded $238 thousand in deferred compensation expense during the nine month period ended September 30, 2011 as compared to $128 thousand for the nine month period ended September 30, 2010.

 

NOTE 10 – Income Taxes

 

The Company accounts for uncertainties in income taxes in accordance with ASC 740, Accounting for Uncertainty in Income Taxes.  ASC 740 prescribes a threshold and measurement process for recognizing in the financial statements a tax position taken or expected to be taken in a tax return. ASC 740 also provides guidance on

 

 

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derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition.  The Company has determined that there are no significant uncertain tax positions requiring recognition in its financial statements.

Federal tax years 2008 through 2010 remain subject to examination as of September 30, 2011, while tax years 2007 through 2010 remain subject to examination by state taxing jurisdictions.  In the event the Company is assessed for interest and/or penalties by taxing authorities, such assessed amounts will be classified in the financial statements as income tax expense.

The ability to realize deferred tax assets is dependent upon a variety of factors, including the generation of future taxable income, the existence of taxes paid and recoverable, the reversal of deferred tax liabilities, and tax planning strategies. Based upon these and other factors, the Company determined that it is more likely than not that our deferred tax asset will be realized. As such, no valuation allowance was established for the deferred tax asset as of September 30, 2011 or December 31, 2010. The Company will continue to reassess the realizability of the deferred tax asset in future periods. If, in the future, it is determined that the Company’s deferred tax asset is not realizable, a valuation allowance may be established against the deferred tax asset, which may have a material impact on the Company’s net income in the period in which it is recorded.

NOTE 11 – Fair Value of Financial Instruments

ASC 820 Fair Value Measurements and Disclosures establishes a framework for measuring fair value under U.S. generally accepted accounting principles, and expands disclosure requirements for fair value measurements.

 

ASC 820 does not require any new fair value measurements.

 

ASC 820 establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels, as described below:

 

·         Level 1.       Level 1 inputs are unadjusted quoted prices in active markets for identical assets or liabilities.

·         Level 2.       Level 2 inputs are inputs other than quoted prices included in Level 1 that are observable, either directly or indirectly. Level 2 inputs include quoted prices for similar assets, quoted prices in markets that are not considered to be active, and observable inputs other than quoted prices such as interest rates.

·         Level 3.       Level 3 inputs are unobservable inputs.

 

The fair value of securities available for sale are determined by obtaining quoted prices on a nationally recognized securites exchange ( Level 1 inputs) or matrix pricing, which is a mathematical technique widely used in the industry to value debt securities without relying exclusively on quoted prices for the specific securities but rather by relying on the securities’ relationship to other benchmark quoted securities ( Level 2 inputs).

 

A financial instrument’s level within the fair value hierarchy is based upon the lowest level of any input significant to the fair value measurement.

 

 

 

 

 

 

 

 

 

 

 

 

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          Assets and Liabilities Measured on a Recurring Basis

 

Assets and liabilities measured at fair value on a recurring basis are summarized below:

 

 

Fair Value Measurements at September 30, 2011

Fair Value Measurements at December 31, 2010

 

Quoted Prices

Significant

Significant

Quoted Prices

Significant

Significant

 

in Active Markets

other

other

in Active Markets

other

other

 

for Identical

Observable

Unobservable

for Identical

Observable

Unobservable

 

Assets

Inputs

Inputs

Assets

Inputs

Inputs

 

(Level 1)

Level (2)

Level (3)

(Level 1)

Level (2)

Level (3)

Assets :

 

 

 

 

 

 

Investment Securities

 

 

 

 

 

 

US Government Obligations

$ -

$ 62,081

$ -

$          -

$ 35,560

$                           -

US Treasury Securities

$ -

$           -

$ -

$ 9 ,075

$          -

$                           -

Total assets on a recurring basis at fair value

$ -

$ 62,081

$ -

$  9,075

$ 35,560

$                           -

 

 Assets and Liabilities Measured on a Non-Recurring Basis

 

Assets and liabilities measured at fair value on a non-recurring basis are summarized below:

 

 

Fair Value Measurements at September 30, 2011

Fair Value Measurements at December 31, 2010

 

Quoted Prices

Significant

Significant

Quoted Prices

Significant

Significant

 

in Active Markets

other

other

in Active Markets

other

other

 

for Identical

Observable

Unobservable

for Identical

Observable

Unobservable

 

Assets

Inputs

Inputs

Assets

Inputs

Inputs

 

(Level 1)

Level (2)

Level (3)

(Level 1)

Level (2)

Level (3)

Assets :

 

 

 

 

 

 

Impaired loans

$ -

$ 17,454

$ -

$

$ 10,727

$ -

Other real estate owned

$ -

$ 830

$ -

$

$ 830

$ -

Total assets on a non recurring basis at fair value

$ -

$ 18,284

$ -

$

$ 11,557

$ -

 

The fair value of impaired loans with specific allocations of the allowance for loan losses is generally based on recent real estate appraisals.

These appraisals may utilize a single valuation approach or a combination of approaches including comparable sales and the income approach.

 

 

 

 

 

                                                                                                                             18

   

 

 


 


 

 

 

The following required disclosure of the estimated fair value of financial instruments has been determined by the Company using available market information and appropriate valuation methodologies.  However, considerable judgment is required to interpret market data to develop the estimates of fair value.  Accordingly, the use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value amounts.

 

 

 

 

 

 

As required by ASC 825-10-65, the estimated fair value of financial instruments at September 30, 2011 and December 31, 2010 was as follows:

 

 

September 30, 2011

 

December 31, 2010

 

(In thousands)

Carrying amount

 

Estimated

fair value

 

Carrying amount

 

Estimated

fair value

 

Financial assets:

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

$

46,697

 

$

46,697

 

$

9,031

 

$

9,031

 

Investments held to maturity