Table of Contents

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 March 31, 2022

QUARTERLYTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended September 30, 2017

[   ]

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 1-34682

 

Eagle Bancorp Montana, Inc.


 


(Exact name of small business issuer as specified in its charter)

 

Delaware

27-1449820

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification No.)

 

1400 Prospect Avenue, Helena, MT 59601


(Address of principal executive offices)

 

(406) 442-3080


(Issuer's telephone number)

 

Website address: www.opportunitybank.com

 

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.              

days. Yes [X] No [   ]

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 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 [X] No [   ]

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer     [   ]

Accelerated filer       [   ]

Non-accelerated filer       [   ]   

Smaller reporting company   [X]

(Do not check if smaller  

reporting company) 

Emerging growth company   [   ]

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [   ]Act. ☐

 

Indicate by check mark whether the registrant is a shell company (defined in Rule 12b-2 of the Exchange Act). Yes [   ] No [X]

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

Title of each class

Trading symbol(s)

Name of each exchange on which registered

Common Stock par value $0.01 per share

EBMT

Nasdaq Global Market


 

APPLICABLE ONLY TO CORPORATE ISSUERS

 

Indicate the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date:

 

Common stock, par value $0.01 per share

5,000,4506,694,811 shares outstanding

As of November 13, 2017April 29, 2022

 

 

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

TABLE OF CONTENTS

 

PART I.

Financial InformationFINANCIAL INFORMATION

PAGE

Item1.Item 1.

Financial Statements (Unaudited)

 

Condensed Consolidated Statements of Financial Condition as of September 30, 2017March 31, 2022 and December 31, 20162021

1

 

Condensed Consolidated Statements of Income for the three and nine months ended September 30, 2017March 31, 2022 and 20162021

3

 

Condensed Consolidated Statements of Comprehensive Income for the three and nine months ended September 30, 2017March 31, 2022 and 20162021

5

 

Condensed Consolidated Statements of ChangesChanges in Shareholders' Equity for the ninethree months ended September 30, 2017March 31, 2022 and 20162021

6

 

Condensed Consolidated Statements of Cash Flows for the ninethree months ended September 30, 2017March 31, 2022 and 20162021

7

 

Notes to the Unaudited Condensed Consolidated Financial Statements

9

Item 2.

Management's Discussion and Analysis of Financial Condition and Results of Operations

3126

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

4536

Item 4.

Controls and Procedures

4637

PART II.

PART II.

OTHER INFORMATION

Item 1.

Legal Proceedings

4738

Item 1A.

Risk Factors

47

38

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

4738

Item 3.

Defaults Upon Senior Securities

4838

Item 4.

Mine Safety Disclosures

4838

Item 5.

Other Information

4839

Item 6.

Exhibits

48

Signatures39

49

Exhibit 31.1

Exhibit 31.2Signatures

40

Exhibit 32.1

101.INS XBRL Instance Document

101.SCH XBRL Taxonomy Extension Schema Document

101.CAL XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF XBRL Taxonomy Extension Definition Linkbase Document

101.LAB XBRL Taxonomy Extension Label Linkbase Document

101.PRE XBRL Taxonomy Extension Presentation Linkbase Document

 

 

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

Cautionary Note Regarding Forward-Looking Statements

 

This report includes “forward-looking statements” within the meaning and protections of Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act. All statements other than statements of historical fact are statements that could be forward-looking statements. You can identify these forward-looking statements through our use of words such as “may,” “will,” “anticipate,” “assume,” “should,” “indicate,” “would,” “believe,” “contemplate,” “expect,” “estimate,” “continue,” “plan,” “project,” “could,��� “intend,” “target” and other similar words and expressions of the future. These forward-looking statements include, but are not limited to:

statements of our goals, intentions and expectations;

statements regarding our business plans, prospects, growth and operating strategies;

statements regarding our business plans, prospects, growth and operating strategies;

statements regarding the asset quality of our loan and investment portfolios; andcurrent global COVID-19 pandemic;

statements regarding the asset quality of our loan and investment portfolios; and

estimates of our risks and future costs and benefits.

 

These forward-looking statements are based on current beliefs and expectations of the management of Eagle Bancorp Montana, Inc. (“Eagle” or the “Company”) and Opportunity Bank of Montana (the(“OBMT” or the “Bank”), Eagle’s wholly-owned subsidiary, and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond our control. In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change.

 

The following factors, among others, could cause the Company’sCompany’s actual results to differ materially from the anticipated results or other expectations expressed in the forward-looking statements:

 

changes in laws or government regulations or policies affecting financial institutions, including changes in regulatory fees and capital requirements;

 

general economic conditions, either nationallythe negative impacts and disruptions resulting from the continuing outbreak of the novel coronavirus, or inCOVID-19, and the steps taken by governmental and other authorities to contain, mitigate and combat the pandemic, on the economies and communities we serve, which may likely have an adverse impact on our market areas;credit portfolio, goodwill, stock price, borrowers and the economy as a whole both globally and domestically;

 

competition among depositorylocal, regional, national and other financial institutions;international economic and market conditions and events and the impact they may have on us, our customers and our assets and liabilities;

 

changes in the prices, valuescompetition among depository and sales volume of residential and commercial real estate in Montana;other financial institutions;

 

lossrisks related to the concentration of customers checkingour business in Montana, including risks associated with changes in the prices, values and savings account deposits as customers pursue other higher-yielding investments, particularlysales volume of residential and commercial real estate in a rising rate environment;Montana;

 

inflation and changes in the interest rate environment that reduce our margins or reduce the fair value of financial instruments;

 

adverse changesour ability to attract deposits and other sources of funding or volatility in the securities markets;liquidity;

 

changes or volatility in the securities markets;

our ability to implement our growth strategy, including identifying and consummating suitable acquisitions, raising additional capital to finance such transactions, entering new markets, possible failures in realizing the anticipated benefits from such acquisitions and an inability of our personnel, systems and infrastructure to keep pace with such growth;

the effect of acquisitions we may make, if any, including, without limitation, the failure to achieve expected revenue growth and/or expense savings from such acquisitions, including our recent acquisition of First Community Bancorp, Inc.;

risks related to the integration of any businesses we have acquired or expect to acquire, including exposure to potential asset quality and credit quality risks and unknown or contingent liabilities, the time and costs associated with integrating systems, technology platforms, procedures and personnel, including our recent acquisition of First Community Bancorp, Inc.;

potential impairment on the goodwill we have recorded or may record in connection with business acquisitions;

political developments, uncertainties or instability;

our ability to enter new markets successfully and capitalize on growth opportunities;

the need to retain capital for strategic or regulatory reasons;
changes in consumer spending, borrowing and savings habits;
 

our ability to successfully integrate acquired businesses includingcontinue to increase and manage our proposed acquisition of TwinCo, Inc.;commercial and residential real estate, multi-family and commercial business loans;

 

changes in consumer spending, borrowingpossible impairments of securities held by us, including those issued by government entities and savings habits;government sponsored enterprises;

 

the inabilitylevel of our risk management controls to prevent or detect all errors or fraudulent acts;future deposit insurance premium assessments;

 

our ability to continue to increase and manage our commercial and residential real estate, multi-family and commercial business loans;

possible impairments of securities held by us, including those issued by government entities and government sponsored enterprises;

changes in laws or government regulations or policies affecting financial institutions, including changes in regulatory fees and capital requirements;

the level of future deposit insurance premium assessments;

continued low interest rate environment or interest rate volatility;

the Company’s ability to develop and maintain secure and reliable information technology systems, keep pace with technological changes, effectively defend itselfourselves against cyberattacks, or recover from breaches to itsour cybersecurity infrastructure;

 

the impactfailure of assumptions underlying the restructuringestablishment of the U.S. financialallowance for possible loan losses and regulatory system;other estimates;

the failure of assumptions underlying the establishment of allowance for possible loan losses and other estimates;

 

changes in the financial performance creditworthiness and/or condition of our borrowers and their ability to repay their loans when due; and their ability to repay their loans when due; and

 

the effect of changes in accounting policies and practices, as may be adopted by the regulatory agencies, as well as the Securities and Exchange Commission, the Public Company Accounting Oversight Board, the Financial Accounting Standards Board and other accounting standard setters.

 

Because of these and other uncertainties, our actual future results may be materially different from the results indicated by these forward-lookingforward-looking statements. For a further list and description of various risks, relevant factors and uncertainties that could cause future results or events to differ materially from those expressed or implied in our forward-looking statements, see the Part II, Item 1A, “Risk Factors” and Part I, Item 7,2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections contained elsewhere in this report, as well as our Annual Report on Form 10-K for the year ended December 31, 2016,2021, any subsequent Reports on Form 10-Q and Form 8-K, and other filings with the SEC. We do not undertake any obligation to publicly update or correct any forward-looking statements to reflect events or circumstances that subsequently occur, or of which we hereafter become aware.

 

 

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

(Dollars in Thousands, Except for Per Share Data)

(Unaudited)

  

March 31,

  

December 31,

 
  

2022

  

2021

 

ASSETS:

        

Cash and due from banks

 $17,516  $10,938 

Interest-bearing deposits in banks

  62,697   43,669 

Federal funds sold

  14,889   6,827 

Total cash and cash equivalents

  95,102   61,434 
         

Securities available-for-sale

  264,635   271,262 

Federal Home Loan Bank ("FHLB") stock

  1,723   1,702 

Federal Reserve Bank ("FRB") stock

  2,974   2,974 

Mortgage loans held-for-sale, at fair value

  22,295   25,819 

Loans receivable, net of allowance for loan losses of $12,700 at March 31, 2022 and $12,500 at December 31, 2021

  945,981   920,639 

Accrued interest and dividends receivable

  5,750   5,751 

Mortgage servicing rights, net

  14,288   13,693 

Premises and equipment, net

  69,536   67,266 

Cash surrender value of life insurance, net

  36,681   36,474 

Goodwill

  20,798   20,798 

Core deposit intangible, net

  1,660   1,780 

Deferred tax asset, net

  3,776   0 

Other assets

  6,854   6,334 
         

Total assets

 $1,492,053  $1,435,926 

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

- 1 -

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (Continued)

(Dollars in Thousands, Except for Per Share Data)

(Unaudited)

  

March 31,

  

December 31,

 
  

2022

  

2021

 

LIABILITIES:

        

Deposit accounts:

        

Noninterest-bearing

 $371,818  $368,846��

Interest-bearing

  898,758   853,703 

Total deposits

  1,270,576   1,222,549 
         

Accrued expenses and other liabilities

  18,968   21,131 

Deferred tax liability, net

  0   648 

FHLB advances and other borrowings

  0   5,000 

Other long-term debt:

        

Principal amount

  60,155   30,155 

Unamortized debt issuance costs

  (1,169)  (286)

Total other long-term debt, net

  58,986   29,869 
         

Total liabilities

  1,348,530   1,279,197 
         

SHAREHOLDERS' EQUITY:

        

Preferred stock (par value $0.01 per share; 1,000,000 shares authorized; no shares issued or outstanding)

  0   0 

Common stock (par value $0.01 per share; 20,000,000 shares authorized; 7,110,833 shares issued; 6,694,811 shares outstanding at March 31, 2022 and December 31, 2021, respectively)

  71   71 

Additional paid-in capital

  80,960   80,832 

Unallocated common stock held by Employee Stock Ownership Plan ("ESOP")

  (5,586)  (5,729)

Treasury stock, at cost (416,022 and 316,022 shares at March 31, 2022 and December 31, 2021, respectively)

  (9,592)  (7,321)

Retained earnings

  86,750   85,383 

Accumulated other comprehensive (loss) income, net of tax

  (9,080)  3,493 

Total shareholders' equity

  143,523   156,729 
         

Total liabilities and shareholders' equity

 $1,492,053  $1,435,926 

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

- 2 -

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

 (Dollars in Thousands, Except for Per Share Data)

(Unaudited)

  

Three Months Ended

 
  

March 31,

 
  

2022

  

2021

 

INTEREST AND DIVIDEND INCOME:

        

Interest and fees on loans

 $11,373  $11,029 

Securities available-for-sale

  1,297   877 

FHLB and FRB dividends

  59   69 

Other interest income

  39   26 

Total interest and dividend income

  12,768   12,001 
         

INTEREST EXPENSE:

        

Deposits

  312   402 

FHLB advances and other borrowings

  6   70 

Other long-term debt

  605   390 

Total interest expense

  923   862 
         

NET INTEREST INCOME

  11,845   11,139 
         

Loan loss provision

  279   299 
         

NET INTEREST INCOME AFTER LOAN LOSS PROVISION

  11,566   10,840 
         

NONINTEREST INCOME:

        

Service charges on deposit accounts

  331   273 

Mortgage banking, net

  6,245   11,763 

Interchange and ATM fees

  453   425 

Appreciation in cash surrender value of life insurance

  207   158 

Other noninterest income

  1,057   774 

Total noninterest income

 $8,293  $13,393 

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

- 3 -

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Continued)

(Dollars in Thousands, Except for Per Share Data)

(Unaudited)

  

Three Months Ended

 
  

March 31,

 
  

2022

  

2021

 

NONINTEREST EXPENSE:

        

Salaries and employee benefits

 $10,381  $12,086 

Occupancy and equipment expense

  1,678   1,430 

Data processing

  1,251   1,297 

Advertising

  285   273 

Amortization of core deposit intangible

  122   144 

Loan costs

  546   722 

Federal Deposit Insurance Corporation ("FDIC") insurance premiums

  93   81 

Professional and examination fees

  322   282 

Acquisition costs

  317   0 

Other noninterest expense

  1,953   898 

Total noninterest expense

  16,948   17,213 
         

INCOME BEFORE PROVISION FOR INCOME TAXES

  2,911   7,020 
         

Provision for income taxes

  695   1,755 
         

NET INCOME

 $2,216  $5,265 
         

BASIC EARNINGS PER SHARE

 $0.34  $0.78 
         

DILUTED EARNINGS PER SHARE

 $0.34  $0.78 

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

- 4 -

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Dollars in Thousands)

(Unaudited)

  

Three Months Ended

 
  

March 31,

 
  

2022

  

2021

 
         

NET INCOME

 $2,216  $5,265 
         

OTHER ITEMS OF COMPREHENSIVE (LOSS) INCOME BEFORE TAX:

        

Change in fair value of investment securities available-for-sale

  (17,067)  (2,572)

Reclassification for net realized gain (loss) on investment securities available-for-sale

  0   0 

Total other comprehensive loss

  (17,067)  (2,572)
         

Income tax benefit related to securities available-for-sale

  4,494   677 
         

COMPREHENSIVE (LOSS) INCOME

 $(10,357) $3,370 

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

- 5 -

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

 CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY

For the Three Months Ended March 31, 2022 and 2021

(Dollars in Thousands, Except for Per Share Data)

(Unaudited)

 

  

September 30,

  

December 31,

 
  

2017

  

2016

 

ASSETS:

        

Cash and due from banks

 $7,371  $6,531 

Interest bearing deposits in banks

  784   787 

Total cash and cash equivalents

  8,155   7,318 
         

Securities available-for-sale

  120,767   128,436 

Federal Home Loan Bank stock

  4,121   4,012 

Federal Reserve Bank stock

  871   871 

Investment in Eagle Bancorp Statutory Trust I

  155   155 

Mortgage loans held-for-sale

  9,606   18,230 

Loans receivable, net of deferred loan fees of $1,027 at September 30, 2017 and $1,092 at December 31, 2016 and allowance for loan losses of $5,500 at September 30, 2017 and $4,770 at December 31, 2016

  504,684   461,391 

Accrued interest and dividends receivable

  2,269   2,123 

Mortgage servicing rights, net

  6,398   5,853 

Premises and equipment, net

  20,860   19,393 

Cash surrender value of life insurance

  14,385   14,095 

Real estate and other repossessed assets acquired in settlement of loans, net

  527   825 

Goodwill

  7,034   7,034 

Core deposit intangible, net

  300   384 

Deferred tax asset, net

  1,349   1,965 

Other assets

  1,089   1,840 
         

Total assets

 $702,570  $673,925 

The accompanying notes are an integral part of these unaudited consolidated financial statements.

-1-
                          

ACCUMULATED

     
          

ADDITIONAL

  

UNALLOCATED

          

OTHER

     
  

PREFERRED

  

COMMON

  

PAID-IN

  

ESOP

  

TREASURY

  

RETAINED

  

COMPREHENSIVE

     
  

STOCK

  

STOCK

  

CAPITAL

  

SHARES

  

STOCK

  

EARNINGS

  

INCOME (LOSS)

  

TOTAL

 
                                 

Balance at January 1, 2022

 $0  $71  $80,832  $(5,729) $(7,321) $85,383  $3,493  $156,729 

Net income

  0   0   0   0   0   2,216   0   2,216 

Other comprehensive loss

  0   0   0   0   0   0   (12,573)  (12,573)

Dividends paid ($0.125 per share)

  0   0   0   0   0   (849)  0   (849)

Stock compensation expense

  0   0   135   0   0   0   0   135 

ESOP shares allocated (5,997 shares)

  0   0   (7)  143   0   0   0   136 

Treasury stock purchased (100,000 shares at $22.71 average cost per share)

  0   0   0   0   (2,271)  0   0   (2,271)

Balance at March 31, 2022

 $0  $71  $80,960  $(5,586) $(9,592) $86,750  $(9,080) $143,523 
                                 

Balance at January 1, 2021

 $0  $71  $77,602  $(145) $(4,423) $73,982  $5,851  $152,938 

Net income

  0   0   0   0   0   5,265   0   5,265 

Other comprehensive loss

  0   0   0   0   0   0   (1,895)  (1,895)

Dividends paid ($.0975 per share)

  0   0   0   0   0   (661)  0   (661)

Stock compensation expense

  0   0   90   0   0   0   0   90 

ESOP shares allocated (4,154 shares)

  0   0   52   42   0   0   0   94 

Balance at March 31, 2021

 $0  $71  $77,744  $(103) $(4,423) $78,586  $3,956  $155,831 

Table of Contents

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (Continued)

(Dollars in Thousands, Except for Per Share Data)

(Unaudited)

  

September 30,

  

December 31,

 
  

2017

  

2016

 

LIABILITIES:

        

Deposit accounts:

        

Noninterest bearing

 $104,866  $82,877 

Interest bearing

  420,301   429,918 

Total deposits

  525,167   512,795 
         

Accrued expenses and other liabilities

  5,426   4,291 

Federal Home Loan Bank advances and other borrowings

  83,836   82,413 

Other long-term debt:

        

Principal amount

  25,155   15,155 

Unamortized debt issuance costs

  (360)   (185) 

Total other long-term debt less unamortized debt issuance costs

  24,795   14,970 
         

Total liabilities

  639,224   614,469 
         
         

SHAREHOLDERS' EQUITY:

        

Preferred stock (par value $0.01 per share; 1,000,000 shares authorized; no shares issued or outstanding)

  -   - 

Common stock (par value $0.01 per share; 8,000,000 shares authorized; 4,083,127 shares issued; 3,811,409 shares outstanding at September 30, 2017 and December 31, 2016)

  41   41 

Additional paid-in capital

  22,477   22,366 

Unallocated common stock held by Employee Stock Ownership Plan

  (684)   (809) 

Treasury stock, at cost

  (2,971)   (2,971) 

Retained earnings

  43,837   41,240 

Net accumulated other comprehensive income (loss)

  646   (411) 

Total shareholders' equity

  63,346   59,456 
         

Total liabilities and shareholders' equity

 $702,570  $673,925 

 

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

 

-2-
- 6 -

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOMECASH FLOWS

 (Dollars(Dollars in Thousands, Except for Per Share Data)Thousands)

(Unaudited)

 

  

Three Months Ended

  

Nine Months Ended

 
  

September 30,

  

September 30,

 
  

2017

  

2016

  

2017

  

2016

 

INTEREST AND DIVIDEND INCOME:

                

Interest and fees on loans

 $6,478  $5,461  $18,222  $15,253 

Securities available-for-sale

  693   709   2,136   2,196 

Federal Home Loan Bank and Federal Reserve Bank dividends

  48   37   124   103 

Interest on deposits in banks

  2   -   3   1 

Other interest income

  3   1   4   4 

Total interest and dividend income

  7,224   6,208   20,489   17,557 
                 

INTEREST EXPENSE:

                

Deposits

  386   383   1,142   1,119 

Federal Home Loan Bank advances and other borrowings

  329   209   856   622 

Other long-term debt

  350   195   969   584 

Total interest expense

  1,065   787   2,967   2,325 
                 

NET INTEREST INCOME

  6,159   5,421   17,522   15,232 
                 

Loan loss provision

  331   472   934   1,381 
                 

NET INTEREST INCOME AFTER LOAN LOSS PROVISION

  5,828   4,949   16,588   13,851 
                 

NONINTEREST INCOME:

                

Service charges on deposit accounts

  250   229   721   639 

Net gain on sale of loans (includes $657 and $859 for the three months ended September 30, 2017 and 2016, respectively, and $1,556 and $2,130 for the nine months ended September 30, 2017 and 2016, respectively, related to accumulated other comprehensive earnings reclassification)

  2,574   3,164   6,662   7,320 

Mortgage loan servicing fees

  525   462   1,581   1,267 

Wealth management income

  142   166   463   461 

Interchange and ATM fees

  214   227   648   652 

Appreciation in cash surrender value of life insurance

  125   133   375   358 

Net gain (loss) on sale of available-for-sale securities (includes $0 and $110 for the three months ended September 30, 2017 and 2016, respectively, and ($14) and $194 for the nine months ended September 30, 2017 and 2016, respectively, related to accumulated other comprehensive earnings reclassification)

  -   110   (14)  194 

Net (loss) gain on sale of real estate owned and other repossessed property

  -   (6)  (25)  6 

Other noninterest income

  158   204   355   494 

Total noninterest income

  3,988   4,689   10,766   11,391 
  

Three Months Ended

 
  

March 31,

 
  

2022

  

2021

 

CASH FLOWS FROM OPERATING ACTIVITIES:

        

Net income

 $2,216  $5,265 

Adjustments to reconcile net income to net cash provided by operating activities:

        

Loan loss provision

  279   299 

Recovery of mortgage servicing rights

  (56)  (677)

Depreciation

  842   649 

Net amortization of investment securities premiums and discounts

  380   238 

Amortization of mortgage servicing rights

  609   994 

Amortization of right-of-use assets

  172   128 

Amortization of core deposit intangible

  122   144 

Compensation expense related to restricted stock awards

  135   90 

ESOP compensation expense for allocated shares

  136   94 

Deferred income tax provision

  71   66 

Net gain on sale of loans

  (6,233)  (14,277)

Originations of loans held-for-sale

  (170,074)  (267,168)

Proceeds from sales of loans held-for-sale

  179,831   275,451 

Net (gain) loss on sale of real estate owned and other repossessed assets

  (14)  9 

Net gain on sale/disposal of premises and equipment

  (1)  0 

Net appreciation in cash surrender value of life insurance

  (207)  (158)

Net change in:

        

Accrued interest and dividends receivable

  (1)  314 

Other assets

  (145)  3,084 

Accrued expenses and other liabilities

  (2,168)  (614)

Net cash provided by operating activities

  5,894   3,931 
         

CASH FLOWS FROM INVESTING ACTIVITIES:

        

Activity in available-for-sale securities:

        

Maturities, principal payments and calls

  9,338   2,355 

Purchases

  (20,158)  (25,663)

FHLB stock (purchased) redeemed

  (21)  83 

Loan origination and principal collection, net

  (27,096)  10,233 

Proceeds from sale of real estate and other repossessed assets acquired in settlement of loans

  5   16 

Purchases of premises and equipment, net

  (3,284)  (3,986)

Net cash used in investing activities

 $(41,216) $(16,962)

 

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

 

-3-
- 7 -

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOMECASH FLOWS (Continued)

(Dollars in Thousands, Except for Per Share Data)Thousands)

(Unaudited)

 

  

Three Months Ended

  

Nine Months Ended

 
  

September 30,

  

September 30,

 
  

2017

  

2016

  

2017

  

2016

 

NONINTEREST EXPENSE:

                

Salaries and employee benefits

 $4,331  $4,177  $13,350  $11,783 

Occupancy and equipment expense

  680   698   2,069   2,158 

Data processing

  563   456   1,696   1,467 

Advertising

  255   192   713   530 

Amortization of mortgage servicing rights

  288   326   812   839 

Amortization of core deposit intangible and tax credits

  107   112   321   335 

Federal insurance premiums

  78   99   198   305 

Postage

  48   60   147   148 

Legal, accounting and examination fees

  107   120   392   279 

Consulting fees

  14   44   122   161 

Acquisition costs

  276   -   276     

Write-down on real estate owned and other repossessed property

  -   -   45   - 

Other noninterest expense

  810   875   2,475   2,388 

Total noninterest expense

  7,557   7,159   22,616   20,393 
                 

INCOME BEFORE INCOME TAXES

  2,259   2,479   4,738   4,849 
                 

Income tax expense (includes ($157) and ($341) for the three months ended September 30, 2017 and 2016, respectively, and $726 and $1,124 for the nine months ended Septemer, 30, 2017 and 2016, respectively related to income tax (benefit) expense from reclassification items)

  538   707   1,188   1,166 
                 

NET INCOME

 $1,721  $1,772  $3,550  $3,683 
                 

BASIC EARNINGS PER SHARE

 $0.45  $0.46  $0.93  $0.97 
                 

DILUTED EARNINGS PER SHARE

 $0.45  $0.46  $0.92  $0.95 
                 

WEIGHTED AVERAGE SHARES OUTSTANDING (BASIC EPS)

  3,811,409   3,779,464   3,811,409   3,779,464 
                 

WEIGHTED AVERAGE SHARES OUTSTANDING (DILUTED EPS)

  3,863,656   3,873,171   3,869,695   3,873,171 
  

Three Months Ended

 
  

March 31,

 
  

2022

  

2021

 

CASH FLOWS FROM FINANCING ACTIVITIES:

        

Net increase in deposits

 $48,027  $60,321 

Payments on long-term FHLB and other borrowings

  (5,000)  (5,208)
Proceeds from issuance of subordinated debentures  40,000   0 
Repayment of senior debt  (10,000)  0 
Payments for debt issuance costs  (917)  0 
Purchase of treasury stock  (2,271)  0 

Dividends paid

  (849)  (661)

Net cash provided by financing activities

  68,990   54,452 
         

NET INCREASE IN CASH AND CASH EQUIVALENTS

  33,668   41,421 
         

CASH AND CASH EQUIVALENTS, beginning of period

  61,434   69,802 
         

CASH AND CASH EQUIVALENTS, end of period

 $95,102  $111,223 
         
         

SUPPLEMENTAL CASH FLOW INFORMATION:

        

Cash paid during the period for interest

 $1,092  $1,415 

Cash paid during the period for income taxes

  0   0 
         

NONCASH INVESTING AND FINANCING ACTIVITIES:

        

Decrease in fair value of securities available-for-sale

 $(17,067) $(2,572)

Mortgage servicing rights recognized

  1,148   1,532 

Right-of-use assets obtained in exchange for lease liabilities

  4   0 

Loans transferred to real estate and other assets acquired in foreclosure

  328   0 

 

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

 

-4-
- 8 -

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Dollars in Thousands)

(Unaudited)

  

Three Months Ended

  

Nine Months Ended

 
  

September 30,

  

September 30,

 
  

2017

  

2016

  

2017

  

2016

 
                 

NET INCOME

 $1,721  $1,772  $3,550  $3,683 
                 

OTHER ITEMS OF COMPREHENSIVE (LOSS) INCOME:

                

Change in fair value of investment securities available-for-sale, before income taxes

  (91)   (676)   1,963   2,778 

Reclassification for net realized (gains) losses on investment securities included in income, before income tax

  -   (110)   14   (194) 

Change in fair value of derivatives designated as cash flow hedges, before income taxes

  364   808   1,362   2,303 

Reclassification for net realized gains on derivatives designated as cash flow hedges, before income taxes

  (657)   (859)   (1,556)   (2,130) 

Total other items of comprehensive (loss) income

  (384)   (837)   1,783   2,757 
                 

Income tax benefit (expense) related to:

                

Investment securities

  38   320   (805)   (1,053) 

Derivatives designated as cash flow hedges

  119   21   79   (71) 

Total income tax benefit (expense)

  157   341   (726)   (1,124) 
                 

COMPREHENSIVE INCOME

 $1,494  $1,276  $4,607  $5,316 

The accompanying notes are an integral part of these unaudited consolidated financial statements.

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY

For the Nine Months Ended September 30, 2017 and 2016

(Dollars in Thousands, Except for Per Share Data)

(Unaudited)

                          

ACCUMULATED

     
              

UNALLOCATED

          

OTHER

     
  

PREFERRED

  

COMMON

  

PAID-IN

  

ESOP

  

TREASURY

  

RETAINED

  

COMPREHENSIVE

     
  

STOCK

  

STOCK

  

CAPITAL

  

SHARES

  

STOCK

  

EARNINGS

  

INCOME (LOSS)

  

TOTAL

 
                                 

Balance at January 1, 2016

 $-  $41  $22,152  $(975)  $(3,321)  $37,301  $252  $55,450 
                                 

Net income

                      3,683       3,683 
                                 

Other comprehensive income

                          1,633   1,633 
                                 

Dividends paid

                      (888)       (888) 
                                 

Employee Stock Ownership Plan shares allocated or committed to be released for allocation (12,462 shares)

          32   125               157 
                                 

Balance at September 30, 2016

 $-  $41  $22,184  $(850)  $(3,321)  $40,096  $1,885  $60,035 
                                 
                                 

Balance at January 1, 2017

 $-  $41  $22,366  $(809)  $(2,971)  $41,240  $(411)  $59,456 
                                 

Net income

                      3,550       3,550 
                                 

Other comprehensive income

                          1,057   1,057 
                                 

Dividends paid

                      (953)       (953) 
                                 

Employee Stock Ownership Plan shares allocated or committed to be released for allocation (12,462 shares)

          111   125               236 
                                 

Balance at September 30, 2017

 $-  $41  $22,477  $(684)  $(2,971)  $43,837  $646  $63,346 

The accompanying notes are an integral part of these unaudited consolidated financial statements.

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Dollars in Thousands, Except for Per Share Data)

(Unaudited)

  

Nine Months Ended

 
  

September 30,

 
  

2017

  

2016

 

CASH FLOWS FROM OPERATING ACTIVITIES:

        

Net income

 $3,550  $3,683 

Adjustments to reconcile net income to net cash provided by operating activities:

        

Loan loss provision

  934   1,381 

Write-down on real estate owned and other repossessed assets

  45   - 

Depreciation

  712   797 

Net amortization of investment securities premium and discounts

  1,208   1,419 

Amortization of mortgage servicing rights

  812   839 

Amortization of core deposit intangible and tax credits

  321   335 

Deferred income tax benefit

  (110)   (96) 

Net gain on sale of loans

  (6,662)   (7,320) 

Net loss (gain) on sale of available-for-sale securities

  14   (194) 

Net loss (gain) on sale of real estate owned and other repossessed assets

  25   (6) 

Net loss on sale/disposal of premises and equipment

  -   6 

Net appreciation in cash surrender value of life insurance

  (290)   (367) 

Net change in:

        

Accrued interest and dividends receivable

  (146)   140 

Loans held-for-sale

  15,092   6,780 

Other assets

  558   256 

Accrued expenses and other liabilities

  1,371   1,470 

Net cash provided by operating activities

  17,434   9,123 
         

CASH FLOWS FROM INVESTING ACTIVITIES:

        

Activity in available-for-sale securities:

        

Sales

  2,749   20,248 

Maturities, principal payments and calls

  6,982   8,093 

Purchases

  (1,307)   (14,998) 

Federal Home Loan Bank stock purchased

  (109)   (473) 

Federal Reserve Bank stock redeemed

  -   16 

Loan origination and principal collection, net

  (45,618)   (55,840) 

Proceeds from Bank owned life insurance

  -   885 

Purchase of Bank owned life insurance

  -   (2,000) 

Proceeds from sale of real estate and other repossessed assets acquired in settlement of loans

  262   122 

Proceeds from sale of premises and equipment

  -   7 

Additions to premises and equipment

  (2,179)   (2,136) 

Net cash used in investing activities

  (39,220)   (46,076) 

The accompanying notes are an integral part of these unaudited consolidated financial statements. 

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)

(Dollars in Thousands, Except for Per Share Data)

(Unaudited)

  

Nine Months Ended

 
  

September 30,

 
  

2017

  

2016

 

CASH FLOWS FROM FINANCING ACTIVITIES:

        

Net increase in deposits

 $12,372  $32,095 

Net short-term (payments) advances on Federal Home Loan Bank and other borrowings

  (35,522)   9,601 

Long-term advances from Federal Home Loan Bank and other borrowings

  46,300   5,000 

Payments on long-term Federal Home Loan Bank and other borrowings

  (9,355)   (8,462) 

Proceeds from issuance of long-term debt

  10,000   - 

Payments for debt issuance costs

  (219)   - 

Dividends paid

  (953)   (888) 

Net cash provided by financing activities

  22,623   37,346 
         

NET INCREASE IN CASH AND CASH EQUIVALENTS

  837   393 
         

CASH AND CASH EQUIVALENTS, beginning of period

  7,318   7,438 
         

CASH AND CASH EQUIVALENTS, end of period

 $8,155  $7,831 
         
         

SUPPLEMENTAL CASH FLOW INFORMATION:

        

Cash paid during the period for interest

 $2,939  $2,341 
         

Cash paid during the period for income taxes

 $1,180  $1,315 
         

NON-CASH INVESTING AND FINANCING ACTIVITIES:

        

Increase in market value of securities available-for-sale

 $1,977  $2,584 
         

Mortgage servicing rights recognized

 $1,357  $1,310 
         

Loans transferred to real estate and other assets acquired in foreclosure

 $34  $34 
         

Employee Stock Ownership Plan shares released

 $236  $157 

The accompanying notes are an integral part of these unaudited consolidated financial statements.

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 1.ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

NOTE 1. BASIS OF PRESENTATIONOrganization

Eagle Bancorp Montana, Inc. (“Eagle” or the “Company”), is a Delaware corporation that holds 100% of the capital stock of Opportunity Bank of Montana (“OBMT” or the “Bank”), formerly American Federal Savings Bank (“AFSB”). The Bank was founded in 1922 as a Montana chartered building and loan association and has conducted operations and maintained its administrative office in Helena, Montana since that time. In 1975, the Bank adopted a federal thrift charter and in October 2014 converted to a Montana chartered commercial bank and became a member bank in the Federal Reserve System.

In March 2021, the Bank established a subsidiary, Opportunity Housing Fund, LLC ("OHF"), to invest in Low-Income Housing Tax Credit ("LIHTC") projects. The LIHTC program is designed to encourage capital investment in construction and rehabilitation of low-income housing. Tax credits are allowable over a 10-year period. During the year ended December 31, 2021, OHF made initial investments in two LIHTC projects. Investments in LIHTC projects are included in other assets on the statement of financial condition and totaled $1,237,000 and $935,000 as of March 31, 2022 and December 31, 2021, respectively.

In August 2019, the Company entered into an Agreement and Plan of Merger ("Merger Agreement") with Western Holding Company of Wolf Point (“WHC”), a Montana corporation, and WHC’s wholly-owned subsidiary, Western Bank of Wolf Point, a Montana chartered commercial bank (“WB”). The Merger Agreement provided that, upon the terms and subject to the conditions set forth in the Merger Agreement, WHC would merge with and into Eagle, with Eagle continuing as the surviving corporation. The merger closed on January 1, 2020. WB operated one branch in Wolf Point, Montana. In addition, Western Financial Services, Inc. ("WFS") was acquired through the WHC merger. WFS facilitates deferred payment contracts for customers that produce agricultural products.

In August 2018, the Company entered into an Agreement and Plan of Merger with Big Muddy Bancorp, Inc. (“BMB”), a Montana corporation and BMB’s wholly-owned subsidiary, The State Bank of Townsend (“SBOT”), a Montana chartered commercial bank to acquire 100% of BMB’s equity voting interests. On January 1, 2019, BMB merged with and into Eagle, with Eagle continuing as the surviving corporation. SBOT operated four branches in Townsend, Dutton, Denton and Choteau, Montana.

In September 2017, the Company entered into an Agreement and Plan of Merger with TwinCo, Inc. ("TwinCo"), a Montana corporation, and TwinCo’s wholly-owned subsidiary, Ruby Valley Bank, a Montana chartered commercial bank to acquire 100% of TwinCo’s equity voting interests. On January 31, 2018, TwinCo merged with and into Eagle, with Eagle continuing as the surviving corporation. Ruby Valley Bank operated two branches in Madison County, Montana.

 

The Bank currently has 23 full service branches. The Bank’s principal business is accepting deposits and, together with funds generated from operations and borrowings, investing in various types of loans and securities. The Bank also operated certain branches under the names Dutton State Bank, Farmers State Bank of Denton and The State Bank of Townsend. Effective January 3, 2022, these branches were rebranded and are now only operating as Opportunity Bank of Montana. 

Basis of Financial Statement Presentation and Use of Estimates

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States (“U.S. GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 10of AmericaRegulation S-X as promulgated by the Securities and Exchange Commission (“SEC”). It is recommended that these unaudited interim condensed consolidated financial statements be read in conjunction with the Company’s Annual Report on Form 10-K with all of the audited information and footnotes required by U.S. GAAP for annualcomplete financial statements. However, such information reflects all adjustments (consisting of normal recurring adjustments) which are, instatements for the year ended December 31, 2021, as filed with the SEC on March 9, 2022. In the opinion of management, all normal adjustments and recurring accruals considered necessary for a fair presentation of ourthe financial position and results of operations changes in comprehensive income and cash flows for the unaudited interim periods.periods presented have been included.

 

The results of operations for the nine monththree-month period ended September 30, 2017March 31, 2022 are not necessarily indicative of the results to be expected for the year ending December 31, 2017 2022 or any other period. The unauditedIn preparing condensed consolidated financial statements, management is required to make estimates and notes presented herein should be readassumptions that affect the reported amounts of assets and liabilities as of the date of the condensed consolidated statement of financial condition and reported amounts of revenues and expenses during the reporting period. Actual results could differ from estimates. Material estimates that are particularly susceptible to significant change in conjunction with the auditednear term relate to the determination of the allowance for loan losses, mortgage servicing rights, the fair value of financial instruments, the valuation of goodwill and deferred tax assets and liabilities.

Principles of Consolidation

The condensed consolidated financial statements and related notes thereto included ininclude Eagle, the Bank, OHF, Eagle Bancorp Montana, Inc.’s (“Statutory Trust I (the “Trust”) and WFS. All significant intercompany transactions and balances have been eliminated in consolidation.

- 9 -

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 1.ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - continued

Reclassifications

Certain prior period amounts were reclassified to conform to the Company”presentation for 2022. These reclassifications had no impact on net income or “Eagle”) Form 10-K for the year ended December 31, 2016.shareholders’ equity.

Subsequent Events

 

The Company has evaluated events and transactions subsequent eventsto March 31, 2022 for potential recognition and/or disclosure through November 13, 2017 the date the unaudited consolidated financial statements were issued.disclosure. 

 

NOTE 2.INVESTMENT SECURITIESOn April 21, 2022, Eagle's Board of Directors (the "Board") authorized the repurchase of up to 400,000 shares of its common stock. Under the plan, shares may be purchased by the Company on the open market or in privately negotiated transactions. The extent to which the company repurchases its shares and the timing of such repurchase will depend upon market conditions and other corporate considerations. The plan expires on April 21, 2023.

 

Investment securities In September 2021, the Company entered into an Agreement and Plan of Merger with First Community Bancorp, Inc., a Montana corporation ("FCB") and FCB's wholly-owned subsidiary, First Community Bank, a Montana chartered commercial bank. The Merger Agreement provided that, upon the terms and subject to the conditions set forth in the Merger Agreement, FCB would merge with and into Eagle, with Eagle continuing as the surviving corporation. The acquisition closed on April 30, 2022. The fair value of assets acquired and liabilities assumed as of April 30, 2022 are summarized as follows:still being determined.

  

September 30, 2017

  

December 31, 2016

 
      

Gross

          

Gross

     
  

Amortized

  

Unrealized

  

Fair

  

Amortized

  

Unrealized

  

Fair

 
  

Cost

  

Gains

  

(Losses)

  

Value

  

Cost

  

Gains

  

(Losses)

  

Value

 
  

(In Thousands)

 

Available-for-Sale:

                                

U.S. government and agency obligations

 $4,049  $12  $(24) $4,037  $5,673  $7  $(72) $5,608 

Municipal obligations

  64,748   1,032   (415)  65,365   68,493   575   (1,404)  67,664 

Corporate obligations

  9,610   33   (36)  9,607   9,454   15   (162)  9,307 

MBSs - government-backed

  26,315   444   (232)  26,527   29,537   283   (308)  29,512 

CMOs - government backed

  15,319   20   (108)  15,231   16,530   15   (200)  16,345 

Total

 $120,041  $1,541  $(815) $120,767  $129,687  $895  $(2,146) $128,436 

NOTE 2.INVESTMENT SECURITIES

 

Proceeds from salesThe amortized cost and fair values of available-for-sale securities, and the associated gross realizedtogether with unrealized gains and losses, were as follows:

 

  

Three Months Ended

  

Nine Months Ended

 
  

September 30,

  

September 30,

 
  

2017

  

2016

  

2017

  

2016

 
  

(In Thousands)

 
                 

Proceeds from sale of available-for-sale securities

 $-  $17,086  $2,749  $20,248 
                 

Gross realized gain on sale of available-for-sale securities

 $-  $133  $14  $217 

Gross realized loss on sale of available-for-sale securities

  -   (23)  (28)  (23)

Net realized (loss) gain on sale of available-for-sale securities

 $-  $110  $(14) $194 
  

March 31, 2022

  

December 31, 2021

 
      

Gross

          

Gross

     
  

Amortized

  

Unrealized

  

Fair

  

Amortized

  

Unrealized

  

Fair

 
  

Cost

  

Gains

  

(Losses)

  

Value

  

Cost

  

Gains

  

(Losses)

  

Value

 
  

(In Thousands)

 

Available-for-Sale:

                                

U.S. government obligations

 $1,428  $2  $(5) $1,425  $1,618  $15  $0  $1,633 

U.S. Treasury obligations

  72,848   29   (3,390)  69,487   52,707   580   (104)  53,183 

Municipal obligations

  116,530   558   (5,808)  111,280   119,381   4,616   (330)  123,667 

Corporate obligations

  6,250   65   (41)  6,274   9,251   103   (18)  9,336 

Mortgage-backed securities

  13,770   2   (647)  13,125   14,662   92   (118)  14,636 

Collateralized mortgage obligations

  61,959   9   (3,169)  58,799   63,286   416   (635)  63,067 

Asset-backed securities

  4,177   68   0   4,245   5,617   123   0   5,740 

Total

 $276,962  $733  $(13,060) $264,635  $266,522  $5,945  $(1,205) $271,262 

For the three months ended March 31, 2022 and 2021, there were 0 sales of available-for-sale securities. As a result, there were 0 associated gross gains or losses. 

 

-9-
- 10 -

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 2.INVESTMENT SECURITIES continued

 

NOTE 2.INVESTMENT SECURITIES - continued

The amortized cost and fair value of securities by contractual maturity are shown below. Expected maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

 

 

September 30, 2017

  

March 31, 2022

 
 

Amortized

  

Fair

  

Amortized

 

Fair

 
 

Cost

  

Value

  

Cost

  

Value

 
 

(In Thousands)

  

(In Thousands)

 
         

Due in one year or less

 $3,158  $3,157  $21,343  $21,284 

Due from one to five years

  6,651   6,716  11,113  11,098 

Due from five to ten years

  14,281   14,369  80,534  76,056 

Due after ten years

  54,317   54,767   88,243   84,273 
  78,407   79,009  201,233  192,711 

MBSs - government-backed

  26,315   26,527 

CMOs - government-backed

  15,319   15,231 

Mortgage-backed securities

 13,770  13,125 

Collateralized mortgage obligations

  61,959   58,799 

Total

 $120,041  $120,767  $276,962  $264,635 

 

As of March 31, 2022 and December 31, 2021, securities with a fair value of $22,175,000 and $22,245,000, respectively, were pledged to secure public deposits and for other purposes required or permitted by law.

 

Maturities of securities do not reflect repricing opportunities present in adjustable rate securities.

TheThe Company’s investment securities that have been in a continuous unrealized loss position for less than twelve months and those that have been in a continuous unrealized loss position for twelve or more months were as follows:

 

  

September 30, 2017

 
  

Less Than 12 Months

  

12 Months or Longer

 
      

Gross

      

Gross

 
  

Fair

  

Unrealized

  

Fair

  

Unrealized

 
  

Value

  

Losses

  

Value

  

Losses

 
  

(In Thousands)

 

U.S. government and agency

 $3,036  $(24) $-  $- 

Municipal obligations

  9,022   (52)  15,986   (363)

Corporate obligations

  1,570   (1)  4,486   (35)

MBSs and CMOs - government-backed

  13,467   (108)  10,682   (232)

Total

 $27,095  $(185) $31,154  $(630)

 

December 31, 2016

  

March 31, 2022

 
 

Less Than 12 Months

  

12 Months or Longer

  

Less Than 12 Months

  

12 Months or Longer

 
     

Gross

      

Gross

    

Gross

   

Gross

 
 

Fair

  

Unrealized

  

Fair

  

Unrealized

  

Fair

 

Unrealized

 

Fair

 

Unrealized

 
 

Value

  

Losses

  

Value

  

Losses

  

Value

  

Losses

  

Value

  

Losses

 
 

(In Thousands)

  

(In Thousands)

 

U.S. government and agency

 $4,420  $(72) $-  $- 

U.S. government obligations

 $303 $(5) $0 $0 

U.S. Treasury obligations

 64,255 (3,390) 0 0 

Municipal obligations

  39,786   (1,392)  634   (12)  87,226   (5,808)  0   0 

Corporate obligations

  3,375   (15)  4,918   (147) 3,959 (41) 0 0 

MBSs and CMOs - government-backed

  18,113   (405)  7,855   (103)

Mortgage-backed securities and collateralized mortgage obligations

  66,967   (3,792)  1,202   (24)

Total

 $65,694  $(1,884) $13,407  $(262) $222,710  $(13,036) $1,202  $(24)

 

-10-
- 11 -

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 2.INVESTMENT SECURITIES continued

 

NOTE 2.INVESTMENT SECURITIES - continued

  

December 31, 2021

 
  

Less Than 12 Months

  

12 Months or Longer

 
      

Gross

      

Gross

 
  

Fair

  

Unrealized

  

Fair

  

Unrealized

 
  

Value

  

Losses

  

Value

  

Losses

 
  

(In Thousands)

 

U.S. government obligations

 $0  $0  $0  $0 

U.S. Treasury obligations

  19,301   (104)  0   0 

Municipal obligations

  17,973   (330)  0   0 

Corporate obligations

  2,982   (18)  0   0 

Mortgage-backed securities and collateralized mortgage obligations

  50,002   (741)  1,296   (12)

Total

 $90,258  $(1,193) $1,296  $(12)

 

Management evaluatesUnrealized losses associated with investments are believed to be caused by changes in market interest rates or the widening of market spreads subsequent to the initial purchase of the securities forand not due to concerns regarding the underlying credit of the issuers or the underlying collateral. The Company does not intend to sell the securities, and it is not likely to be required to sell these securities prior to maturity. Based on the Company's evaluation of these securities, 0 other-than-temporary impairment at least quarterly, and more frequently when economicwas recorded for the three months ended March 31, 2022 or market concerns warrant such evaluation. Consideration is given to (1) the length of time and the extent to which the fair value has been less than cost, (2) the financial condition and near-term prospects of the issuer and (3) the intent and ability of the Company to retain its investment in the issuer for a period of time sufficient to allow for any anticipated recovery in fair value.year ended December 31, 2021. As of September 30, 2017March 31, 2022 and December 31, 2016,2021, there were, respectively, 68156 and 9743 securities in an unrealized loss positionpositions that were considered to be temporarily impaired and therefore an impairment charge has not been recorded.

As of September 30, 2017, 44 U.S. government and agency securities and municipal obligations had unrealized losses with aggregate depreciation of approximately 1.54% from the Company’s amortized cost basis of these securities. At December 31, 2016, 70 U.S. government and agency securities and municipal obligations had unrealized losses with aggregate depreciation of approximately 3.19% from the Company’s amortized cost basis of these securities. These unrealized losses are principally due to changes in interest rates and credit spreads. In analyzing an issuer's financial condition, management considers whether the securities are issued by the federal government or its agencies, whether downgrades by bond rating agencies have occurred and industry analysts' reports. As management has the ability to hold debt securities until maturity, or for the foreseeable future, no declines are deemed to be other than temporary.

As of September 30, 2017, 10 corporate obligations had unrealized losses of approximately 0.59% from the Company’s amortized cost basis of these securities. At December 31, 2016, 13 corporate obligations had an unrealized loss with aggregate depreciation of approximately 1.92% from the Company's amortized cost basis of these securities. These unrealized losses are principally due to changes in interest rates. No credit issues have been identified that cause management to believe the declines in market value are other than temporary. In analyzing the issuer's financial condition, management considers industry analysts' reports, financial performance and projected target prices of investment analysts within a one-year time frame. As management has the ability to hold debt securities until maturity, or for the foreseeable future, no declines are deemed to be other than temporary.

As of September 30, 2017, 14 mortgage-backed securities (“MBSs”) and collateralized mortgage obligations (“CMOs”) had unrealized losses with aggregate depreciation of approximately 1.39% from the Company’s amortized cost basis of these securities. At December 31, 2016, 14 MBSs and CMOs had unrealized losses with aggregate depreciation of approximately 1.92% from the Company’s amortized cost basis. We believe these unrealized losses are principally due to the credit market’s concerns regarding the stability of the mortgage market, changes in interest rates and credit spreads and uncertainty of future prepayment speeds. Management considers available evidence to assess whether it is more likely-than-not that all amounts due would not be collected. In such assessment, management considers the severity and duration of the impairment, the credit ratings of the security, the overall deal and payment structure, including the Company's position within the structure, underlying obligor, financial condition and near term prospects of the issuer, delinquencies, defaults, loss severities, recoveries, prepayments, cumulative loss projections, discounted cash flows and fair value estimates. There has been no disruption of the scheduled cash flows on any of the securities. Management’s analysis as of September 30, 2017 revealed no expected credit losses on the securities and therefore, declines are not deemed to be other than temporary.

 

-11-

Table of Contents

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 3.3.LOANS RECEIVABLE

 

Loans receivable consistedconsisted of the following:

 

  

September 30,

  

December 31,

 
  

2017

  

2016

 
  

(In Thousands)

 

First mortgage loans:

        

Residential mortgage (1-4 family)

 $109,250  $113,262 

Commercial real estate

  247,501   214,927 

Real estate construction

  29,760   20,540 
         

Other loans:

        

Home equity

  51,450   49,018 

Consumer

  14,696   14,800 

Commercial

  58,554   54,706 
         

Total

  511,211   467,253 
         

Deferred loan fees, net

  (1,027)  (1,092)

Allowance for loan losses

  (5,500)  (4,770)

Total loans, net

 $504,684  $461,391 

  

March 31,

  

December 31,

 
  

2022

  

2021

 
  

(In Thousands)

 

Real estate loans:

        

Residential 1-4 family

 $140,210  $146,815 

Commercial real estate

  599,093   569,976 
         

Other loans:

        

Home equity

  53,828   51,748 

Consumer

  18,834   18,455 

Commercial

  148,307   147,870 
         

Total

  960,272   934,864 
         

Deferred loan fees, net

  (1,591)  (1,725)

Allowance for loan losses

  (12,700)  (12,500)

Total loans, net

 $945,981  $920,639 

 

Within the commercial real estate loan category above, $11,174,000$10,012,000 and $11,586,000$10,232,000 was guaranteed by the United States Department of Agriculture Rural Development at September 30, 2017March 31, 2022 and December 31, 2016,2021, respectively. Also within the loan categories above, $6,270,000 and $7,333,000 was guaranteed by the United States Department of Agriculture Farm Service Agency at March 31, 2022 and December 31, 2021, respectively. In addition, within the commercial loan category above, $527,000$1,570,000 and $1,588,000 were in loans originated through a syndication program where$4,172,000 was guaranteed by the business resides outside of Montana,Small Business Administration ("SBA") under their Payroll Protection Program ("PPP") at September 30, 2017,March 31, 2022 and December 31, 2016,2021, respectively.

The following table Deferred loan fees, net includes information regarding nonperforming assets.$108,000 and $286,000 of remaining deferred fees related to the PPP at March 31, 2022 and December 31, 2021, respectively. 

  

September 30,

  

December 31,

 
  

2017

  

2016

 
  

(Dollars in Thousands)

 

Non-accrual loans

 $1,396  $614 

Accruing loans delinquent 90 days or more

  -   495 

Restructured loans, net

  -   43 

Total nonperforming loans

  1,396   1,152 

Real estate owned and other repossessed assets, net

  527   825 

Total nonperforming assets

 $1,923  $1,977 
         

Total nonperforming assets as a percentage of total assets

  0.27%  0.29%
         

Allowance for loan losses

 $5,500  $4,770 
         

Percent of allowance for loan losses to nonperforming loans

  393.98%  414.06%
         

Percent of allowance for loan losses to nonperforming assets

  286.01%  241.27%

 

-12-
- 12 -

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 3.LOANS RECEIVABLE – continued

 

NOTE 3.LOANS RECEIVABLE - continued

AllowanceAllowance for loan losses activity was as follows:

 

 

Residential

                         
 

Mortgage

  

Commercial

  

Real Estate

  

Home

              

Residential

 

Commercial

 

Home

       
 

(1-4 Family)

  

Real Estate

  

Construction

  

Equity

  

Consumer

  

Commercial

  

Total

  

1-4 Family

  

Real Estate

  

Equity

  

Consumer

  

Commercial

  

Total

 
 

(In Thousands)

  

(In Thousands)

 

Allowance for loan losses:

                                        

Beginning balance, July 1, 2017

 $999  $2,378  $252  $505  $225  $866  $5,225 

Beginning balance, January 1, 2022

 $1,596  $7,470  $533  $365  $2,536  $12,500 

Charge-offs

  -   -   -   -   (41)  (19)  (60) 0  0  0  (8) (84) (92)

Recoveries

  -   -   -   -   3   1   4  0  6  0  0  7  13 

Provision

  -   200   50   -   31   50   331   20   183   3   0   73   279 

Ending balance, September 30, 2017

 $999  $2,578  $302  $505  $218  $898  $5,500 

Ending balance, March 31, 2022

 $1,616  $7,659  $536  $357  $2,532  $12,700 
                             

Allowance for loan losses:

                            

Beginning balance, January 1, 2017

 $997  $2,079  $244  $460  $193  $797  $4,770 

Charge-offs

  -   -   -   -   (140)  (118)  (258)

Recoveries

  -   -   -   39   14   1   54 

Provision

  2   499   58   6   151   218   934 

Ending balance, September 30, 2017

 $999  $2,578  $302  $505  $218  $898  $5,500 

Ending balance, March 31, 2022 allocated to loans individually evaluated for impairment

 $199  $0  $0  $0  $300  $499 
                             

Ending balance, September 30, 2017 allocated to loans individually evaluated for impairment

 $-  $-  $-  $-  $32  $-  $32 
                            

Ending balance, September 30, 2017 allocated to loans collectively evaluated for impairment

 $999  $2,578  $302  $505  $186  $898  $5,468 

Ending balance, March 31, 2022 allocated to loans collectively evaluated for impairment

 $1,417  $7,659  $536  $357  $2,232  $12,201 
                             

Loans receivable:

                                        

Ending balance, September 30, 2017

 $109,250  $247,501  $29,760  $51,450  $14,696  $58,554  $511,211 

Ending balance, March 31, 2022

 $140,210  $599,093  $53,828  $18,834  $148,307  $960,272 
                             

Ending balance, September 30, 2017 of loans individually evaluated for impairment

 $484  $451  $-  $242  $131  $88  $1,396 

Ending balance, March 31, 2022 of loans individually evaluated for impairment

 $587  $3,473  $111  $44  $1,775  $5,990 
                             

Ending balance, September 30, 2017 of loans collectively evaluated for impairment

 $108,766  $247,050  $29,760  $51,208  $14,565  $58,466  $509,815 

Ending balance, March 31, 2022 of loans collectively evaluated for impairment

 $139,623  $595,620  $53,717  $18,790  $146,532  $954,282 

  

Residential

  

Commercial

  

Home

             
  

1-4 Family

  

Real Estate

  

Equity

  

Consumer

  

Commercial

  

Total

 
  

(In Thousands)

 

Allowance for loan losses:

                        

Beginning balance, January 1, 2021

 $1,506  $6,951  $515  $364  $2,264  $11,600 

Charge-offs

  0   (10)  0   (2)  (6)  (18)

Recoveries

  0   2   0   4   13   19 

Provision

  36   188   6   3   66   299 

Ending balance, March 31, 2021

 $1,542  $7,131  $521  $369  $2,337  $11,900 
                         

Ending balance, March 31, 2021 allocated to loans individually evaluated for impairment

 $296  $0  $0  $0  $40  $336 
                         

Ending balance, March 31, 2021 allocated to loans collectively evaluated for impairment

 $1,246  $7,131  $521  $369  $2,297  $11,564 
                         

Loans receivable:

                        

Ending balance, March 31, 2021

 $136,506  $464,082  $53,270  $19,424  $158,598  $831,880 
                         

Ending balance, March 31, 2021 of loans individually evaluated for impairment

 $1,532  $4,282  $109  $145  $1,952  $8,020 
                         

Ending balance, March 31, 2021 of loans collectively evaluated for impairment

 $134,974  $459,800  $53,161  $19,279  $156,646  $823,860 

 

-13-
- 13 -

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 3.LOANS RECEIVABLE – continued

 

NOTE 3.LOANS RECEIVABLE - continued

  

Residential

                         
  

Mortgage

  

Commercial

  

Real Estate

  

Home

             
  

(1-4 Family)

  

Real Estate

  

Construction

  

Equity

  

Consumer

  

Commercial

  

Total

 
  

(In Thousands)

 

Allowance for loan losses:

                            

Beginning balance, July 1, 2016

 $981  $2,007  $244  $365  $174  $489  $4,260 

Charge-offs

  (4)  -   -   -   (79)  -   (83)

Recoveries

  -   -   -   -   1   -   1 

Provision

  -   170   -   28   74   200   472 

Ending balance, September 30, 2016

 $977  $2,177  $244  $393  $170  $689  $4,650 
                             

Allowance for loan losses:

                            

Beginning balance, January 1, 2016

 $911  $1,593  $184  $342  $66  $454  $3,550 

Charge-offs

  (4)  -   -   (7)  (179)  (104)  (294)

Recoveries

  -   -   -   -   13   -   13 

Provision

  70   584   60   58   270   339   1,381 

Ending balance, September 30, 2016

 $977  $2,177  $244  $393  $170  $689  $4,650 
                             

Ending balance, September 30, 2016 allocated to loans individually evaluated for impairment

 $-  $-  $-  $-  $14  $15  $29 
                             

Ending balance, September 30, 2016 allocated to loans collectively evaluated for impairment

 $977  $2,177  $244  $393  $156  $674  $4,621 
                             

Loans receivable:

                            

Ending balance, September 30, 2016

 $113,287  $205,819  $20,649  $47,694  $14,867  $60,102  $462,418 
                             

Ending balance, September 30, 2016 of loans individually evaluated for impairment

 $423  $374  $-  $339  $68  $261  $1,465 
                             

Ending balance, September 30, 2016 of loans collectively evaluated for impairment

 $112,864  $205,445  $20,649  $47,355  $14,799  $59,841  $460,953 

The Company utilizes an 8 point internal loan rating system, largely based on regulatory classifications, as follows:

Loans Rated Pass– these are loans in categories 1 – 5 that are considered to be protected by the current net worth and paying capacity of the obligor, or by the value of the asset or the underlying collateral.

Loans Rated Special Mention– these loans in category 6 have potential weaknesses and are watched closely by management. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the asset at some future date.

Loans Rated Substandard– these loans in category 7 are inadequately protected by the current net worth and paying capacity of the obligor of the collateral pledged, if any. Loans so classified have a well-defined weakness or weaknesses. They are characterized by the distinct possibility that the Company will sustain some loss if the deficiencies are not corrected.

Loans Rated Doubtful– these loans in category 8 have all the weaknesses inherent in those classified Substandard with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions and values, highly questionable and improbable.

Loans Rated Loss– these loans are considered uncollectible and are not part of the 8 point rating system. They are of such small value that their continuance as assets without establishment of a specific reserve is not warranted. This classification does not mean that an asset has absolutely no recovery or salvage value, but, rather, that it is not practical or desirable to defer writing off a basically worthless asset even though practical recovery may be affected in the future.

-14-

Table of Contents

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 3.LOANS RECEIVABLE - continued

On an annual basis, or more often if needed, the Company formally reviews the ratings of all commercial real estate, construction, and commercial business loans that have a principal balance of $750,000 or more. Quarterly, the Company reviews the rating of any consumer loan, broadly defined, that is delinquent 90 days or more. Likewise, quarterly, the Company reviews the rating of any commercial loan, broadly defined, that is delinquent 60 days or more. Annually, the Company engages an independent third-party to review a significant portion of loans within these segments. Management uses the results of these reviews as part of its annual review process.

InternalInternal classification of the loan portfolio was as follows:

 

  

September 30, 2017

 
  

Residential

                         
  

Mortgage

  

Commercial

  

Real Estate

  

Home

             
  

(1-4 Family)

  

Real Estate

  

Construction

  

Equity

  

Consumer

  

Commercial

  

Total

 
  

(In Thousands)

 

Grade:

                            

Pass

 $108,494  $246,989  $29,304  $51,208  $14,557  $58,375  $508,927 

Special mention

  -   -   456   -   -   -   456 

Substandard

  756   512   -   242   107   179   1,796 

Doubtful

  -   -   -   -   -   -   - 

Loss

  -   -   -   -   32   -   32 

Total

 $109,250  $247,501  $29,760  $51,450  $14,696  $58,554  $511,211 
                             

Credit risk profile based on payment activity

                         

Performing

 $108,766  $247,050  $29,760  $51,208  $14,565  $58,466  $509,815 

Restructured loans

  -   -   -   -   -   -   - 

Nonperforming

  484   451   -   242   131   88   1,396 

Total

 $109,250  $247,501  $29,760  $51,450  $14,696  $58,554  $511,211 
  

March 31, 2022

 
      

Special

                 
  

Pass

  

Mention

  

Substandard

  

Doubtful

  

Loss

  

Total

 
  

(In Thousands)

 

Real estate loans:

                        

Residential 1-4 family

��$98,768  $0  $275  $199  $0  $99,242 

Residential 1-4 family construction

  40,968   0   0   0   0   40,968 

Commercial real estate

  429,481   1,498   1,997   0   0   432,976 

Commercial construction and development

  105,754   0   0   0   0   105,754 

Farmland

  59,114   177   1,030   42   0   60,363 

Other loans:

                        

Home equity

  53,699   0   129   0   0   53,828 

Consumer

  18,789   0   45   0   0   18,834 

Commercial

  98,235   128   108   0   0   98,471 

Agricultural

  48,080   327   1,429   0   0   49,836 

Total

 $952,888  $2,130  $5,013  $241  $0  $960,272 

 

  

December 31, 2016

 
  

Residential

                         
  

Mortgage

  

Commercial

  

Real Estate

  

Home

             
  

(1-4 Family)

  

Real Estate

  

Construction

  

Equity

  

Consumer

  

Commercial

  

Total

 
  

(In Thousands)

 

Grade:

                            

Pass

 $112,524  $214,476  $20,084  $48,643  $14,697  $54,470  $464,894 

Special mention

  -   -   456   -   -   -   456 

Substandard

  738   451   -   375   95   236   1,895 

Doubtful

  -   -   -   -   -   -   - 

Loss

  -   -   -   -   8   -   8 

Total

 $113,262  $214,927  $20,540  $49,018  $14,800  $54,706  $467,253 
                             

Credit risk profile based on payment activity

                         

Performing

 $112,585  $214,923  $20,540  $48,643  $14,704  $54,706  $466,101 

Restructured loans

  -   -   -   43   -   -   43 

Nonperforming

  677   4   -   332   96   -   1,109 

Total

 $113,262  $214,927  $20,540  $49,018  $14,800  $54,706  $467,253 

  

December 31, 2021

 
      

Special

                 
  

Pass

  

Mention

  

Substandard

  

Doubtful

  

Loss

  

Total

 
  

(In Thousands)

 

Real estate loans:

                        

Residential 1-4 family

 $100,680  $0  $301   199  $0  $101,180 

Residential 1-4 family construction

  45,298   0   337   0   0   45,635 

Commercial real estate

  406,896   1,527   2,145   0   0   410,568 

Commercial construction and development

  92,403   0   0   0   0   92,403 

Farmland

  65,037   177   1,744   47   0   67,005 

Other loans:

                        

Home equity

  51,614   0   134   0   0   51,748 

Consumer

  18,392   0   63   0   0   18,455 

Commercial

  100,881   130   524   0   0   101,535 

Agricultural

  44,550   332   1,444   9   0   46,335 

Total

 $925,751  $2,166  $6,692  $255  $0  $934,864 

 

-15-
- 14 -

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 3.LOANS RECEIVABLE – continued

 

NOTE 3.LOANS RECEIVABLE - continued

The following tablestables include information regarding delinquencies within the loan portfolio.

 

 

September 30, 2017

  

March 31, 2022

 
 

Loans Past Due and Still Accruing

              

Loans Past Due and Still Accruing

       
     

90 Days

                    

90 Days

         
 

30-89 Days

  

and

      

Non-Accrual

  

Current

  

Total

  

30-89 Days

 

and

   

Nonaccrual

 

Current

 

Total

 
 

Past Due

  

Greater

  

Total

  

Loans

  

Loans

  

Loans

  

Past Due

  

Greater

  

Total

  

Loans

  

Loans

  

Loans

 
 

(In Thousands)

  

(In Thousands)

 

Residential mortgage (1-4 family)

 $1,362  $-  $1,362  $484  $107,404  $109,250 

Real estate loans:

             

Residential 1-4 family

 $0  $0  $0  $587  $98,655  $99,242 

Residential 1-4 family construction

 0  0  0  0  40,968  40,968 

Commercial real estate

  500   -   500   451   246,550   247,501  1,005  0  1,005  368  431,603  432,976 

Real estate construction

  296   -   296   -   29,464   29,760 

Commercial construction and development

 0  0  0  0  105,754  105,754 

Farmland

 71  270  341  1,607  58,415  60,363 

Other loans:

             

Home equity

  83   -   83   242   51,125   51,450  0  0  0  111  53,717  53,828 

Consumer

  161   -   161   131   14,404   14,696  57  0  57  44  18,733  18,834 

Commercial

  177   -   177   88   58,289   58,554  807  0  807  53  97,611  98,471 

Agricultural

  604   0   604   1,722   47,510   49,836 

Total

 $2,579  $-  $2,579  $1,396  $507,236  $511,211  $2,544  $270  $2,814  $4,492  $952,966  $960,272 

 

 

December 31, 2016

  

December 31, 2021

 
 

Loans Past Due and Still Accruing

              

Loans Past Due and Still Accruing

       
     

90 Days

                    

90 Days

         
 

30-89 Days

  

and

      

Non-Accrual

  

Current

  

Total

  

30-89 Days

 

and

   

Nonaccrual

 

Current

 

Total

 
 

Past Due

  

Greater

  

Total

  

Loans

  

Loans

  

Loans

  

Past Due

  

Greater

  

Total

  

Loans

  

Loans

  

Loans

 
 

(In Thousands)

  

(In Thousands)

 

Residential mortgage (1-4 family)

 $975  $456  $1,431  $221  $111,610  $113,262 

Real estate loans:

 

Residential 1-4 family

 $21  $0  $21  $616  $100,543  $101,180 

Residential 1-4 family construction

 0  0  0  337  45,298  45,635 

Commercial real estate

  513   4   517   -   214,410   214,927  788  0  788  497  409,283  410,568 

Real estate construction

  -   -   -   -   20,540   20,540 

Commercial construction and development

 0  0  0  0  92,403  92,403 

Farmland

 61  0  61  1,630  65,314  67,005 

Other loans:

 

Home equity

  365   35   400   297   48,321   49,018  0  0  0  115  51,633  51,748 

Consumer

  169   -   169   96   14,535   14,800  55  0  55  62  18,338  18,455 

Commercial

  249   -   249   -   54,457   54,706  6  0  6  516  101,013  101,535 

Agricultural

  0   0   0   1,718   44,617   46,335 

Total

 $2,271  $495  $2,766  $614  $463,873  $467,253  $931  $0  $931  $5,491  $928,442  $934,864 

 

-16-
- 15 -

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 3.LOANS RECEIVABLE – continued

 

NOTE 3.LOANS RECEIVABLE - continued

The following tables include information regarding impaired loans.

 

 

September 30, 2017

  

March 31, 2022

 
     

Unpaid

        

Unpaid

   
 

Recorded

  

Principal

  

Related

  

Recorded

 

Principal

 

Related

 
 

Investment

  

Balance

  

Allowance

  

Investment

  

Balance

  

Allowance

 
 

(In Thousands)

  

(In Thousands)

 

With no related allowance:

            

Residential mortgage (1-4 family)

 $484  $492  $- 

Real estate loans:

 

Residential 1-4 family

 $587  $675  $

199

 

Residential 1-4 family construction

 0  0  0 

Commercial real estate

  451   451   -  1,866  1,925  0 

Real estate construction

  -   -   - 

Commercial construction and development

 0  0  0 

Farmland

 1,607  1,720  0 

Other loans:

 

Home equity

  242   261   -  111  138  0 

Consumer

  99   148   -  44  54  0 

Commercial

  88   89   -  53  63  0 
            

With a related allowance:

            

Residential mortgage (1-4 family)

  -   -   - 

Commercial real estate

  -   -   - 

Real estate construction

  -   -   - 

Home equity

  -   -   - 

Consumer

  32   32   32 

Commercial

  -   -   - 
            

Total:

            

Residential mortgage (1-4 family)

  484   492   - 

Commercial real estate

  451   451   - 

Real estate construction

  -   -   - 

Home equity

  242   261   - 

Consumer

  131   180   32 

Commercial

  88   89   - 

Agricultural

  1,722   1,759   300 

Total

 $1,396  $1,473  $32  $5,990  $6,334  $499 

  

December 31, 2021

 
      

Unpaid

     
  

Recorded

  

Principal

  

Related

 
  

Investment

  

Balance

  

Allowance

 
  

(In Thousands)

 

Real estate loans:

            

Residential 1-4 family

 $616  $703  $199 

Residential 1-4 family construction

  337   387   0 

Commercial real estate

  2,024   2,078   0 

Commercial construction and development

  0   0   0 

Farmland

  1,630   1,721   0 

Other loans:

            

Home equity

  115   139   0 

Consumer

  62   73   0 

Commercial

  516   639   101 

Agricultural

  1,759   1,862   300 

Total

 $7,059  $7,602  $600 

 

-17-
- 16 -

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 3.LOANS RECEIVABLE – continued

 

NOTE 3.LOANS RECEIVABLE - continued

 

December 31, 2016

  

Three Months Ended

 
     

Unpaid

      

March 31,

 
 

Recorded

  

Principal

  

Related

  

2022

  

2021

 
 

Investment

  

Balance

  

Allowance

  

Average Recorded Investment

 
 

(In Thousands)

  

(In Thousands)

 

With no related allowance:

            

Residential mortgage (1-4 family)

 $221  $221  $- 

Real estate loans:

 

Residential 1-4 family

 $601  $1,199 

Residential 1-4 family construction

 169  337 

Commercial real estate

  -   -   -  1,945  2,340 

Real estate construction

  -   -   - 

Commercial construction and development

 0  25 

Farmland

 1,619  2,056 

Other loans:

 

Home equity

  340   390   -  113  110 

Consumer

  88   135   -  53  148 

Commercial

  -   -   -  285  542 
            

With a related allowance:

            

Residential mortgage (1-4 family)

  -   -   - 

Commercial real estate

  -   -   - 

Real estate construction

  -   -   - 

Home equity

  -   -   - 

Consumer

  8   8   8 

Commercial

  -   -   - 
            

Total:

            

Residential mortgage (1-4 family)

  221   221   - 

Commercial real estate

  -   -   - 

Real estate construction

  -   -   - 

Home equity

  340   390   - 

Consumer

  96   143   8 

Commercial

  -   -   - 

Agricultural

  1,740   1,554 

Total

 $657  $754  $8  $6,525  $8,311 

 

  

Three Months Ended

  

Nine Months Ended

 
  

September 30,

  

September 30,

 
  

2017

  

2016

  

2017

  

2016

 
  

Average Recorded Investment

 
  

(In Thousands)

 
                 

Residential mortgage (1-4 family)

 $492  $711  $352  $576 

Commercial real estate

  451   374   226   521 

Construction

  -   -   -   - 

Home equity

  274   336   291   273 

Consumer

  137   93   114   107 

Commercial

  150   261   44   294 

Total

 $1,504  $1,775  $1,027  $1,771 

Interest income recognized on impaired loans for the three and nine months ended September 30, 2017 March 31, 2022 and 2016 are2021 is considered insignificant.

-18-

Table of Contents

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES Interest payments received on a cash basis related to impaired loans were $344,000 and $405,000 at March 31, 2022 and December 31, 2021, respectively.

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 4.TROUBLED DEBT RESTRUCTURINGS

AAs of March 31, 2022 and December 31, 2021, there were troubled debt restructured (“TDR”) loan is a loan in which the Bank grants a concession to the borrower that it would not otherwise consider, for reasons related to a borrower's financial difficulties. The loan terms which have been modified or restructured due to a borrower's financial difficulty, include but are not limited to a reduction in the stated interest rate; an extensionloans of the maturity at an interest rate below current market rates; a reduction in the face amount of the debt; a reduction in the accrued interest; or re-aging, extensions, deferrals, renewals$2,611,000 and rewrites or a combination of these modification methods. A TDR loan would generally be considered impaired in the year of modification and will be assessed periodically for continued impairment.$2,224,000, respectively.

 

During the three months ended March 31, 2022, there were 2 new TDR loans. The Company offers a varietyrecorded investments for both agricultural loans at the time of modifications to borrowers. The modification categories offered can generally be described inrestructure were $331,000 and $145,000. NaN charge-offs were incurred and the following categories:loans are on nonaccrual status. 

 

Rate Modification – A modification in whichDuring the interest rate is changed.

Term Modification – A modification in which the maturity date, timing of payments, or frequency of payments is changed.

Interest Only Modification – A modification in which the loan is converted to interest only payments for a period of time.

Payment Modification – A modification in which the dollar amount of the payment is changed, other than an interest only modification described above.

Combination Modification – Any other type of modification, including the use of multiple categories above.

The Company previously had onethree months ended March 31, 2021, there was 1 new TDR loan at December 31, 2016 with aloan. The recorded investment of $43,000 and a $34,000 charge-offfor the commercial real estate loan at time of restructure.restructure was $115,000. The loan was a home equity loan and was on accrual status. The remaining recorded investment of $42,000 was paid-offpaid off during the quarterthree months ended JuneSeptember 30, 2017 and the $34,000 charge-off was recovered.2021. 

 

The Bank’s policy is that loans placed on non-accrual will typically remain on non-accrual status until all principal and interest payments are brought current and the prospect for future payment in accordance with the loan agreement appears relatively certain. The Bank’s policy generally refers to nine months of payment performance as sufficient to warrant a return to accrual status.

During the three and nine months ended September 30, 2017 and 2016, thereThere were no new restructured loans.

There were no2 farmland loans modified as a troubled debt restructured loan within the previous nine months for which there was a payment defaultTDRs that defaulted during the ninethree months ended September 30, 2017.

March 31, 2022 where the default occurred within 12 months of restructuring. A default for purposes of this disclosure is a troubled debt restructuredTDR loan in which the borrower is 90 days past due or results in the foreclosure and repossession of the applicable collateral. collateral. The recorded investments for the farmland loans were $374,000 and $70,000 at March 31, 2022 and the Company has initiated foreclosure on these loans.

As of September 30, 2017 and DecemberMarch 31, 2016,2022, the Company had no0 commitments to lend additional funds to loan customers whose terms had been modified in trouble debt restructures.TDRs.

The Company has offered borrowers accommodations due to the impact from COVID-19, including 90-day deferrals, interest only payments and forbearances, which are not considered TDRs as they met the criteria established in the Coronavirus Aid, Relief, and Economic Security Act ("CARES Act"). In addition, the Montana Board of Investments ("MBOI") offered 12-months of interest payment assistance to qualified borrowers. As of both March 31, 2022 and December 31, 2021, 1 modified nonresidential loan with an insignificant balance remained. 

 

-19-
- 17 -

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 4.MORTGAGE SERVICING RIGHTS

 

The Company is servicing mortgage loans for the benefit of others which are not included in the condensed consolidated statements of financial condition and have unpaid principal balances of $1,903,450,000 and $1,835,561,000 at March 31, 2022 and December 31, 2021, respectively. Servicing loans for others generally consists of collecting mortgage payments, maintaining escrow accounts, disbursing payments to investors and foreclosure processing. Mortgage loan servicing fees were $1,156,000 and $937,000 for the three months ended March 31, 2022 and 2021, respectively. These fees, net of amortization, are included in mortgage banking, net which is a component of noninterest income on the condensed consolidated statements of income.

Custodial balances maintained in connection with the foregoing loan servicing are included in noninterest checking deposits and were $17,459,000 and $11,613,000 at March 31, 2022 and December 31, 2021, respectively.

The following table is a summary of activity in mortgage servicing rights:

  

As of or For the

 
  

Three Months Ended

 
  

March 31,

 
  

2022

  

2021

 
  

(In Thousands)

 

Mortgage servicing rights:

        

Beginning balance

 $13,749  $10,897 

Mortgage servicing rights capitalized

  1,148   1,532 

Amortization of mortgage servicing rights

  (609)  (994)

Ending balance

 $14,288  $11,435 

Valuation allowance:

        

Beginning balance

  (56)  (792)

Recovery of mortgage servicing rights

  56   677 

Ending balance

  0   (115)

Mortgage servicing rights, net

 $14,288  $11,320 

Impairment expense on mortgage servicing rights was recording during the year ended December 31, 2020 as a result of increased prepayment speed assumptions. Recoveries of $56,000 and $677,000 were recorded during the three months ended March 31, 2022 and 2021, respectively. Recovery (impairment) of servicing rights is included in other noninterest expense on the condensed consolidated statements of income.

The fair values of these rights were $16,565,000 and $14,686,000 at March 31, 2022 and December 31, 2021, respectively. The fair value of servicing rights was determined at loan level, depending on the interest rate and term of the specific loan, using the following valuation assumptions:

  

March 31,

  

December 31,

 
  

2022

  

2021

 

Key assumptions:

        

Discount rate

  12

%

  12

%

Prepayment speed range

  148-249

%

  184-265

%

Weighted average prepayment speed

  163

%

  204

%

- 18 -

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 5.5DEPOSITS.DEPOSITS

 

Deposits are summarized as follows:

 

 

September 30,

  

December 31,

  

March 31,

 

December 31,

 
 

2017

  

2016

  

2022

  

2021

 
 

(In Thousands)

  

(In Thousands)

 
         

Noninterest checking

 $104,866  $82,877  $371,818  $368,846 

Interest bearing checking

  97,415   93,163 

Interest-bearing checking

 210,247  203,410 

Savings

  87,679   82,266  232,166  223,069 

Money market

  86,188   89,211  312,485  277,469 

Time certificates of deposit

  149,019   165,278   143,860   149,755 

Total

 $525,167  $512,795  $1,270,576  $1,222,549 

 

NOTE 66..OTHER LLONG-TERM DEBTONG-TERM DEBT

 

Other long-termlong-term debt consisted of the following:

 

 

September 30, 2017

  

December 31, 2016

  

March 31, 2022

  

December 31, 2021

 
     

Unamortized

      

Unamortized

    

Unamortized

   

Unamortized

 
     

Debt

      

Debt

    

Debt

   

Debt

 
 

Principal

  

Issuance

  

Principal

  

Issuance

  

Principal

 

Issuance

 

Principal

 

Issuance

 
 

Amount

  

Costs

  

Amount

  

Costs

  

Amount

  

Costs

  

Amount

  

Costs

 
 

(In Thousands)

  

(In Thousands)

 
                 

Senior notes fixed at 5.75%, due 2022

 $10,000  $(191) $-  $- 

Subordinated debentures fixed at 6.75%, due 2025

  10,000   (169)  10,000   (185)

Subordinated debentures variable at 3-Month Libor plus 1.42%, due 2035

  5,155   -   5,155   - 

Senior notes fixed at 5.75%, due 2022

 $0  $0  $10,000  $(4)

Subordinated debentures fixed at 5.50% to floating, due 2030

 15,000  (274) 15,000  (282)

Subordinated debentures fixed at 3.50% to floating, due 2032

 40,000 (895) 0 - 

Subordinated debentures variable at 3-Month Libor plus 1.42%, due 2035

  5,155   0   5,155   0 

Total other long-term debt

 $25,155  $(360) $15,155  $(185) $60,155  $(1,169) $30,155  $(286)

 

In January 2022, the Company completed the issuance of $40,000,000 in aggregate principal amount of subordinated notes due in 2032 in a private placement transaction to certain institutional accredited investors and qualified buyers. The notes will bear interest at an annual fixed rate of 3.50% payable semi-annually. Starting August 1, 2027, interest will accrue at a floating rate per annum equal to a benchmark rate, which is expected to be three-month term Secured Overnight Financing Rate ("SOFR") plus a spread of 218.0 basis points, payable quarterly. The notes are subject to redemption at the option of the Company on or after February 1, 2027. The subordinated debentures qualify as Tier 2 capital for regulatory capital purposes. A portion of the net proceeds were used to redeem the $10,000,000 senior notes due in February 2022.

 

In In June 2020, the Company completed the issuance of $15,000,000 in aggregate principal amount of subordinated notes due in 2030 in a private placement transaction to certain qualified institutional accredited investors. The notes will bear interest at an annual fixed rate of 5.50% payable semi-annually. Starting July 1, 2025, interest will accrue at a floating rate per annum equal to a benchmark rate, which is expected to be three-month term SOFR plus a spread of 509.0 basis points, payable quarterly. The notes are subject to redemption at the option of the Company on or after July 1, 2025. The subordinated debentures qualify as Tier 2 capital for regulatory capital  purposes. 

In February 2017, the Company completed the issuance, through a private placement, of $10,000,000 aggregate principal amount of 5.75% fixed senior unsecured notes due in 2022. The interest will bewas paid semi-annually through maturity date. The notes are were not subject to redemption at the option of the Company. The notes were redeemed on February 15, 2022.

 

In September 2015, the Company completed the issuance of $10,000,000 in aggregate principal amount of subordinated notes due in 2025 in a private placement transaction to an institutional accredited investor. The notes will bear interest at an annual fixed rate of 6.75% and interest will be paid quarterly through maturity date or earlier redemption.

InSeptember 2005, the Company completed the private placement of $5,155,000 in subordinated debentures to Eagle Bancorp Statutory Trust I (“the Trust”).Trust. The Trust funded the purchase of the subordinated debentures through the sale of trust preferred securities to First Tennessee Bank, N.A. with a liquidation value of $5,155,000. Using interest payments made by the Company on the debentures, the Trust began paying quarterly dividends to preferred security holders in December 2005. The annual percentage rate of the interest payable on the subordinated debentures and distributions payable on the preferred securities was fixed at 6.02% until December 2010 then became variable at 3-Monththree-month LIBOR plus 1.42%, making the rate 2.754%2.38% and 2.418%1.63% as of September 30, 2017March 31, 2022 and December 31, 2016,2021, respectively. Dividends on the preferred securities are cumulative and the Trust may defer the payments for up to five years. The preferred securities mature in December 2035 unless the Company elects and obtains regulatory approval to accelerate the maturity date.

For the three months ended September 30, 2017 and 2016, interest expense on other long-term debt was $350,000 and $195,000, respectively. For the nine months ended September 30, 2017 and 2016, interest expense on other long-term debt was $969,000 and $584,000, respectively. The subordinated debentures qualify as Tier 1 capital for regulatory purposes. 

 

-20-
- 19 -

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 7.EARNINGS PER SHARE

Basic earnings per share for the three months ended September 30, 2017 was computed using 3,811,409 weighted average shares outstanding. Basic earnings per share for the three months ended September 30, 2016 was computed using 3,779,464 weighted average shares outstanding. Diluted earnings per share was computed using the treasury stock method by adjusting the number of shares outstanding by the shares purchased. The weighted average shares outstanding for the diluted earnings per share calculations was 3,863,656 for the three months ended September 30, 2017 and 3,873,171 for the three months ended September 30, 2016.

Basic earnings per share for the nine months ended September 30, 2017 was computed using 3,811,409 weighted average shares outstanding. Basic earnings per share for the nine months ended September 30, 2016 was computed using 3,779,464 weighted average shares outstanding. Diluted earnings per share was computed using the treasury stock method by adjusting the number of shares outstanding by the shares purchased. The weighted average shares outstanding for the diluted earnings per share calculations was 3,869,695 for the nine months ended September 30, 2017 and 3,873,171 for the nine months ended September 30, 2016.

NOTE 8.DIVIDENDS AND STOCK REPURCHASE PROGRAM

For the year ended December 31, 2016, Eagle paid dividends of $0.0775 per share for the quarters ended March 31 and June 30, 2016. Eagle paid dividends of $0.08 per share for the quarters ended September 30 and December 31, 2016. A dividend of $0.08 per share was declared on January 26, 2017, and paid March 3, 2017 to shareholders of record on February 10, 2017. A dividend of $0.08 per share was declared on April 20, 2017, payable on June 2, 2017 to shareholders of record on May 12, 2017. A dividend of $0.09 per share was declared on July 20, 2017, payable on September 1, 2017 to shareholders of record on August 11, 2017. A dividend of $0.09 per share was declared on October 19, 2017, payable on December 1, 2017 to shareholders of record on November 10, 2017.

On July 20, 2017, the Board authorized the repurchase of up to 100,000 shares of its common stock. Under the plan, shares may be purchased by the Company on the open market or in privately negotiated transactions. The extent to which the company repurchases its shares and the timing of such repurchase will depend upon market conditions and other corporate considerations. No shares were purchased under this plan during the three months ended September 30, 2017. The plan expires on July 20, 2018.

On July 21, 2016, the Board authorized the repurchase of up to 100,000 shares of its common stock. Under the plan, shares could be purchased by the Company on the open market or in privately negotiated transactions. No shares were purchased under this plan. The plan expired on July 21, 2017.

On July 23, 2015, the Board of Directors authorized the repurchase of up to 100,000 shares of its common stock. Under the plan, shares could be purchased by the Company on the open market or in privately negotiated transactions. During the three months ended December 31, 2015, 15,000 shares were purchased at an average price of $11.75 per share. During the three months ended September 30, 2015, 46,065 shares were purchased at an average price of $11.47 per share. The plan expired on July 23, 2016.

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Table of Contents

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 9.7. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

 

The following table includes information regarding the activity in accumulated other comprehensive income (loss).

 

  

Unrealized

  

Unrealized

     
  

Gains (Losses)

  

(Losses) Gains

     
  

on Derivatives

  

on Investment

     
  

Designated as

  

Securities

     
  

Cash Flow Hedges

  

Available for Sale

  

Total

 
      

(In Thousands)

     
             

Balance, January 1, 2017

 $330  $(741) $(411)

Other comprehensive income, before reclassifications and income taxes

  998   2,054   3,052 

Amounts reclassified from accumulated other comprehensive income (loss), before income taxes

  (899)  14   (885)

Income tax expense

  (40)  (843)  (883)

Total other comprehensive income

  59   1,225   1,284 

Balance, June 30, 2017

  389   484   873 

Other comprehensive income (loss), before reclassifications and income taxes

  364   (91)  273 

Amounts reclassified from accumulated other comprehensive income, before income taxes

  (657)  -   (657)

Income tax benefit

  119   38   157 

Total other comprehensive loss

  (174)  (53)  (227)

Balance, September 30, 2017

 $215  $431  $646 
             

Balance, January 1, 2016

 $376  $(124) $252 

Other comprehensive income, before reclassifications and income taxes

  1,495   3,454   4,949 

Amounts reclassified from accumulated other comprehensive income (loss), before income taxes

  (1,271)  (84)  (1,355)

Income tax expense

  (92)  (1,373)  (1,465)

Total other comprehensive income

  132   1,997   2,129 

Balance, June 30, 2016

  508   1,873   2,381 

Other comprehensive income (loss), before reclassifications and income taxes

  808   (676)  132 

Amounts reclassified from accumulated other comprehensive income, before income taxes

  (859)  (110)  (969)

Income tax benefit

  21   320   341 

Total other comprehensive loss

  (30)  (466)  (496)

Balance, September 30, 2016

 $478  $1,407  $1,885 
  

Unrealized

 
  

Gains (Losses)

 
  

on Securities

 
  

Available-for-Sale

 
  

(In Thousands)

 

Balance, January 1, 2022

 $3,493 

Other comprehensive loss, before reclassifications and income taxes

  (17,067)

Amounts reclassified from accumulated other comprehensive income, before income taxes

  0 

Income tax benefit

  4,494 

Total other comprehensive loss

  (12,573)

Balance, March 31, 2022

 $(9,080)
     

Balance, January 1, 2021

 $5,851 

Other comprehensive loss, before reclassifications and income taxes

  (2,572)

Amounts reclassified from accumulated other comprehensive income, before income taxes

  0 

Income tax benefit

  677 

Total other comprehensive loss

  (1,895)

Balance, March 31, 2021

 $3,956 

NOTE 8.EARNINGS PER SHARE

The computations of basic and diluted earnings per share are as follows:

  

Three Months Ended

 
  

March 31,

 
  

2022

  

2021

 
  

(Dollars in Thousands, Except Per Share Data)

 
         

Basic weighted average shares outstanding

  6,506,133   6,775,447 

Dilutive effect of stock compensation

  12,714   13,232 

Diluted weighted average shares outstanding

  6,518,847   6,788,679 
         

Net income available to common shareholders

 $2,216  $5,265 
         

Basic earnings per share

 $0.34  $0.78 
         

Diluted earnings per share

 $0.34  $0.78 

There were 0 anti-dilutive shares at March 31, 2022 and December 31, 2021.

 

-22-
- 20 -

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 9. DERIVATIVES AND HEDGING ACTIVITIES

 

NOTE 10. DERIVATIVES AND HEDGING ACTIVITIES

Mortgage Loan Commitments

Mortgage loan commitments are referred to as derivative loan commitments if the loan that will result from exercise of the commitment will be held-for-sale upon funding. The Company enters into commitments to fund residentialoriginate and sell mortgage loans at specified times in the future, with the intention that these loans will subsequently be sold in the secondary market. A mortgage loan commitment binds the Companyloans. The Bank uses derivatives to lend funds to a potential borrower at a specified interest rate and within a specified period of time, generally up to 60 days after inception of the rate lock.

Interest Rate Lock Commitments

Outstanding derivative loan commitments expose the Company tohedge the risk that the price of the loans arising from exercise of the loan commitment might decline from inception of the rate lock to funding of the loan due to increaseschanges in mortgage interest rates. If interest rates increase, the value of these loan commitments decreases. Conversely, if interest rates decrease, the value of these loan commitments increases. The notional amountfair values of interest rate lock commitments was $31,933,000 and $19,738,000mortgage loans held-for-sale. An optimal amount of mortgage loans are sold directly into bulk commitments with investors at September 30, 2017the time an interest rate is locked, other loans are sold on an individual best efforts basis at the time an interest rate is locked, and December 31, 2016, respectively. Thethe remaining balance of locked loans are hedged using To-Be-Announced (“TBA”) mortgage-backed securities or bulk mandatory forward loan sale commitments.

Derivatives are accounted for as free-standing or economic derivatives and are measured at fair value. Derivatives are recorded as either other assets or other liabilities on the condensed consolidated statements of condition.

Derivatives are summarized as follows:

  

March 31, 2022

  

December 31, 2021

 
  

Notional

  

Fair Value

  

Notional

  

Fair Value

 
  

Amount

  

Asset

  

Liability

  

Amount

  

Asset

  

Liability

 
  

(In Thousands)

 

Interest rate lock commitments

 $83,746  $91  $0  $84,674  $1,218  $0 

Forward TBA mortgage-backed securities

  75,000   1,093   0   51,000   0   94 

Changes in the fair value of such commitments was insignificant.the derivatives are recorded in mortgage banking, net within noninterest income on the condensed consolidated statements of income.Net losses of $60,000 and $1,283,000 were recorded for the three months ended March 31, 2022 and 2021, respectively.

NOTE 10. FAIR VALUE OF FINANCIAL INSTRUMENTS

 

The Company has no other off-balance-sheet arrangements or transactions with unconsolidated, special purpose entities that would exposeFair value is the Company to liability that is not reflected on the face of the financial statements.

NOTE 11. FAIR VALUE DISCLOSURES

FASB ASC 820 defines fair value as theexchange price that would be received to sellfor an asset or paid to transfer a liability in an orderly transaction between market participants. A fair value measurement assumes that the transaction to sell the asset or transfer the liability occurs(exit price) in the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market for the asset or liability. The priceliability in an orderly transaction between market participants on the principal (or most advantageous) market used to measuremeasurement date. 

Assets and liabilities that are measured at fair value are grouped in three levels within the fair value of the asset or liability shall not be adjusted for transaction costs. An orderly transaction is a transaction that assumes exposure to the market for a period prior to the measurement date to allow for marketing activities that are usual and customary for transactions involving such assets and liabilities; it is not a forced transaction. Market participants are buyers and sellers in the principal market that are (i) independent, (ii) knowledgeable, (iii) able to transact and, (iv) willing to transact.

FASB ASC 820 requires the use of valuation techniques that are consistent with the market approach, the income approach and/or the cost approach. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets and liabilities. The income approach uses valuation techniques to convert future amounts, such as cash flows or earnings, to a single present amount on a discounted basis. The cost approach ishierarchy based on the amount that currently would be required to replacemarkets in which the service capacityassets and liabilities are traded and the reliability of an asset (replacement costs). Valuation techniques should be consistently applied.

Inputs to valuation techniques refer to the assumptions that market participants would use in pricing the asset or liability. Inputs may be observable, meaning those that reflect the assumptions market participants would use in pricing the asset or liability developed based on market data obtained from independent sources, or unobservable, meaning those that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. In that regard, FASB ASC 820 establishes aused to determine fair value hierarchy for valuation inputs that gives the highest priority to quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs.value.

 

The fair value hierarchy is as follows:

 

Level 1 Inputs - Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date, or convert to cash in the short term.

Level 1 Inputs – Valuations are based on unadjusted quoted prices in active markets for identical assets or liabilities.

 

Level 2 Inputs - Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (for example, interest rates, volatilities, prepayment speeds, loss severities, credit risks and default rates) or inputs that are derived principally from or corroborated by observable market data by correlation or other means.

Level 2 Inputs – Valuations are based on quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-based valuations for which all significant assumptions are observable or can be corroborated by observable market data.

 

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Table of Contents

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 11. FAIR VALUE DISCLOSURES continued

Level 3 Inputs - Significant unobservable inputs that reflect an entity’s own assumptions that market participants would use in pricing the assets or liabilities.

Level 3 Inputs – Valuations are based on unobservable inputs that may include significant management judgment and estimation.

 

A description of the valuation methodologies used for assets and liabilities measured at fair value, as well as the general classification of such instruments pursuant to the valuation hierarchy at the reporting date, is set forth below.

 

In general, fair value is based upon quoted market prices, where available. If such quoted market prices are not available, fair value is based upon internally developed models that primarily use, as inputs, observable market-based parameters. Valuation adjustments may be made to ensure that financial instruments are recorded at fair value. While management believes the Company’s valuation methodologies are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different estimate of fair value at the reporting date.

Available-for-SaleAvailable-for-Sale Securities – Securities classified as available-for-sale are reported at fair value utilizing Level 1 (nationally recognized securities exchanges) and Level 2 inputs. For theselevel 2 securities, the Company obtains fair value measurements from an independent pricing service. The fair value measurements consider observable data that may include but is not limited to dealer quotes, market spreads, cash flows, the U. S. Treasury yield curve, live trading levels, trade execution data, market consensus prepayments speeds, credit information and the bond’s terms and conditions, among other things.conditions.

 

Loans Held-for-Sale – These loans are reported at fair value. Fair value is determined based on expected proceeds based on committed sales contracts and commitments of similar loans if not already committed and are considered Level 2 inputs.

Derivative Instruments – The fair value of the interest rate lock commitments, forward TBA mortgage-backed securities and mandatory forward commitments are estimated using quoted or published market prices for similar instruments and adjusted for factors such as pull-through rate assumptions based on historical information, where appropriate. Interest rate lock commitments are considered Level 3 inputs and forward TBA mortgage-backed securities and mandatory forward commitments are considered Level 2 inputs.

Impaired Loans– Impaired loans are reported at the fair value of the underlying collateral if repayment is expected solely from the collateral.collateral or using a discounted cash flow if the loan is not collateral dependent. Collateral values are estimated using Level 3 inputs based on internally customized discounting criteria.

Loans Held-for-

Sale – These loans are reported at the lower of cost or fair value. Fair value is determined based on expected proceeds based on sales contractsReal Estate and commitments and are considered Level 2 inputs.

Other Repossessed Assets – Fair values are valueddetermined at the time the loan is foreclosed upon and the asset is transferred from loans. The value is based upon primary primarily on third party appraisals, less costs to sell. The appraisalssell and are generally discounted based on management’s historical knowledge, changes in market conditions from the time of valuation, and/or management’s expertise and knowledge of the client and client’s business. Such discounts are typically significant and result inconsidered Level 3 classification of the inputs for determining fair value. Repossessed assets are reviewed and evaluated on at least a quarterly basisperiodically for additional impairment and adjusted accordingly,accordingly.

Mortgage Servicing Rights– The fair value of mortgage servicing rights are estimated using net present value of expected cash flows based on same or similara third party model that incorporates industry assumptions and is adjusted for factors above.such as prepayment speeds and are considered Level 3 inputs.

-24-
- 21 -

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

 

NOTE 11. 10.FAIR VALUE DISCLOSURES OF FINANCIAL INSTRUMENTS continued continued

The following tablestables summarize financial assets and financial liabilities measured at fair value on a recurring basis, segregated by the level of the valuation inputs within the fair value hierarchy utilized to measure fair value.

 

 

September 30, 2017

  

March 31, 2022

 
 

Level 1

  

Level 2

  

Level 3

  

Total Fair

  

Level 1

 

Level 2

 

Level 3

 

Total Fair

 
 

Inputs

  

Inputs

  

Inputs

  

Value

  

Inputs

  

Inputs

  

Inputs

  

Value

 
 

(In Thousands)

  

(In Thousands)

 

Financial assets:

                 

Available-for-sale securities

                 

U.S. government and agency

 $-  $4,037  $-  $4,037 

U.S. government obligations

 $0  $1,425  $0  $1,425 

U.S. treasury obligations

 69,487  0  0  69,487 

Municipal obligations

  -   65,365   -   65,365  0 111,280 0 111,280 

Corporate obligations

  -   9,607   -   9,607  0  6,274  0  6,274 

MBSs - government-backed

  -   26,527   -   26,527 

CMOs - government-backed

  -   15,231   -   15,231 

Mortgage-backed securities

 0  13,125  0  13,125 

Collateralized mortgage obligations

 0  58,799  0  58,799 

Asset-backed securities

 0  4,245  0  4,245 

Loans held-for-sale

  -   9,606   -   9,606  0  22,295  0  22,295 

Interest rate lock commitments

 0  0  91  91 

Forward TBA mortgage-backed securities

 0  1,093  0  1,093 

 

 

December 31, 2016

  

December 31, 2021

 
 

Level 1

  

Level 2

  

Level 3

  

Total Fair

  

Level 1

 

Level 2

 

Level 3

 

Total Fair

 
 

Inputs

  

Inputs

  

Inputs

  

Value

  

Inputs

  

Inputs

  

Inputs

  

Value

 
 

(In Thousands)

  

(In Thousands)

 

Financial assets:

                 

Available-for-sale securities

                 

U.S. government and agency

 $-  $5,608  $-  $5,608 

U.S. government obligations

 $0  $1,633  $0  $1,633 

U.S. treasury obligations

 53,183 0 0 53,183 

Municipal obligations

  -   67,664   -   67,664  0  123,667  0  123,667 

Corporate obligations

  -   9,307   -   9,307  0  9,336  0  9,336 

MBSs - government-backed

  -   29,512   -   29,512 

CMOs - government-backed

  -   16,345   -   16,345 

Mortgage-backed securities

 0  14,636  0  14,636 

Collateralized mortgage obligations

 0  63,067  0  63,067 

Asset-backed securities

 0  5,740  0  5,740 

Loans held-for-sale

  -   18,230   -   18,230  0  25,819  0  25,819 

Interest rate lock commitments

 0  0  1,218  1,218 

Financial liabilities:

 

Forward TBA mortgage-backed securities

 0  94  0  94 

 

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- 22 -

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 10. FAIR VALUE OF FINANCIAL INSTRUMENTS – continued

 

NOTE 11. FAIR VALUE DISCLOSURES - continued

Certain financial assets and financial liabilities aremay be measured at fair value on a nonrecurring basis; that is, the instruments are not measured at fair value on an ongoing basis butbasis. These assets are subject to fair value adjustments in certain circumstances (for example, when there is evidencethat result from the application of impairment).lower of cost or fair value accounting or write-downs of individual assets, such as impaired loans that are collateral dependent, real estate and other repossessed assets and mortgage servicing rights.

 

The following table summarizes financial assets and financial liabilities measured at fair value on a nonrecurring basis, segregated by the level of the valuation inputs within the for which a nonrecurring change in fair value hierarchy utilized to measure fair value:has been recorded during the reporting periods presented:  

 

 

September 30, 2017

  

March 31, 2022

 
 

Level 1

  

Level 2

  

Level 3

  

Total Fair

  

Level 1

 

Level 2

 

Level 3

 

Total Fair

 
 

Inputs

  

Inputs

  

Inputs

  

Value

  

Inputs

  

Inputs

  

Inputs

  

Value

 
 

(In Thousands)

  

(In Thousands)

 

Impaired loans

 $-  $-  $1,364  $1,364  $0  $0  $0  $0 

Repossessed assets

  -   -   527   527 

Real estate and other repossessed assets

 0 0 346 346 

Mortgage servicing rights

 0 0 1,653 1,653 

 

  

December 31, 2016

 
  

Level 1

  

Level 2

  

Level 3

  

Total Fair

 
  

Inputs

  

Inputs

  

Inputs

  

Value

 
  

(In Thousands)

 

Impaired loans

 $-  $-  $649  $649 

Repossessed assets

  -   -   825   825 

As of September 30, 2017, certain impaired loans were remeasured and reported at fair value through a specific valuation allowance allocation of the allowance for possible loan losses based upon the fair value of the underlying collateral. Impaired loans with a carrying value of $1,396,000 were reduced by specific valuation allowance allocations totaling $32,000 to a total reported fair value of $1,364,000 based on collateral valuations utilizing Level 3 valuation inputs.

As of December 31, 2016, certain impaired loans were remeasured and reported at fair value through a specific valuation allowance allocation of the allowance for possible loan losses based upon the fair value of the underlying collateral. Impaired loans with a carrying value of $657,000 were reduced by specific valuation allowance allocations totaling $8,000 to a total reported fair value of $649,000 based on collateral valuations utilizing Level 3 valuation inputs.

  

December 31, 2021

 
  

Level 1

  

Level 2

  

Level 3

  

Total Fair

 
  

Inputs

  

Inputs

  

Inputs

  

Value

 
  

(In Thousands)

 

Impaired loans

 $0  $0  $376  $376 

Real estate and other repossessed assets

  0   0   4  $4 

Mortgage servicing rights

  0   0   14,686  $14,686 

 

The following table represents the Bank’sBanks’s Level 3 financial assets and liabilities, the valuation techniques used to measure the fair value of those financial assets and liabilities, and the significant unobservable inputs and the ranges of values for those inputs.

 

  

Fair Value at

 

Principal

 

Significant

 

Range of

 
  

September 30,

  

December 31,

 

Valuation

 

Unobservable

 

Signficant Input

 

Instrument

 

2017

  

2016

 

Technique

 

Inputs

 

Values

 

(Dollars In Thousands)

 
                  

Impaired loans

 $1,364  $649 

Appraisal of collateral(1)

 

Appraisal

adjustments

  10-30% 
                  

Repossessed assets

 $527  $825 

Appraisal of collateral(1)(3)

 

Liquidation expenses(2)

  10-30% 

Principal

Significant

Range of

Valuation

Unobservable

Significant Input

(1)Instrument

Technique

Inputs

Values

Impaired loans

Fair value is generally determined through independent appraisals of the underlying collateral which generally include various Level 3 inputs which are not identifiable, less associated allowance.

Discount applied to the obtained appraisal

10-30%

(2)

Appraisals may be adjusted for qualitative factors such as economic conditions and estimated liquidation expenses. The range of liquidation expensesReal estate and other appraisal adjustments are presented as a percentrepossessed assets

Fair value of collateral

Discount applied to the appraisal.obtained appraisal

10-30%

(3)Mortgage servicing rights

Includes qualitative adjustments by management and estimated liquidation expenses.Discounted cash flows

Discount rate

10-15%

Prepayment speeds

145-265%

Interest rate lock commitments

Internal pricing model

Pull-through expectations

90-95%

The following tables provide a reconciliation of assets and liabilities measured at fair value using significant unobservable inputs (Level 3) on a recurring basis during the three months ended March 31, 2022.

  

Three Months Ended

 
  

March 31,

 
  

2022

  

2021

 
  

Interest Rate Lock Commitments

 
  

(In Thousands)

 

Balance, January 1, 2022

 $1,218  $6,017 

Purchases and issuances

  287   738 

Sales and settlements

  (1,414)  (4,868)

Balance, March 31, 2022

 $91  $1,887 

Net change in unrealized gains relating to items held at end of period

 $(1,127) $(4,130)

 

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- 23 -

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 10. FAIR VALUE OF FINANCIAL INSTRUMENTS – continued

 

NOTE 11. FAIR VALUE DISCLOSURES - continued

FASB ASC Topic 825 requires disclosure of the fair value of financial instruments, both assets and liabilities recognized and not recognized in the statement of financial position, for which it is practicable to estimate fair value. The tables below summarize the estimated fair market values of financial instruments of the Company, whether or not recognized at fair value on the condensed consolidated statements of condition. The tables are followed by methods and assumptions that were used by the Company in estimating the fair value of the classes of financial instruments.

 

The estimated fair value amounts of financial instruments have been determined by the Company using available market information and appropriate valuation methodologies. However, considerable judgment is required to interpret data to develop the estimates of fair value. Accordingly, the estimates presented herein are not necessarily indicative of the amounts the Company could realize in a current market exchange. The use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value amounts.

  

March 31, 2022

 
              

Total

     
  

Level 1

  

Level 2

  

Level 3

  

Estimated

  

Carrying

 
  

Inputs

  

Inputs

  

Inputs

  

Fair Value

  

Amount

 
  

(In Thousands)

 

Financial assets:

                    

Cash and cash equivalents

 $95,102  $0  $0  $95,102  $95,102 

FHLB stock

  1,723   0   0   1,723   1,723 

FRB stock

  2,974   0   0   2,974   2,974 

Loans receivable, gross

  0   0   963,187   963,187   958,681 

Accrued interest and dividends receivable

  5,750   0   0   5,750   5,750 

Mortgage servicing rights

  0   0   16,565   16,565   14,288 

Financial liabilities:

                    

Non-maturing interest-bearing deposits

  0   754,898   0   754,898   754,898 

Noninterest-bearing deposits

  371,818   0   0   371,818   371,818 

Time certificates of deposit

  0   0   142,306   142,306   143,860 

Accrued expenses and other liabilities

  18,968   0   0   18,968   18,968 

FHLB advances and other borrowings

  0   0   0   0   0 

Other long-term debt

  0   0   58,399   58,399   60,155 

 

  

September 30, 2017

 
              

Total

     
  

Level 1

  

Level 2

  

Level 3

  

Estimated

  

Carrying

 
  

Inputs

  

Inputs

  

Inputs

  

Fair Value

  

Amount

 
  

(In Thousands)

 

Financial assets:

                    

Cash and cash equivalents

 $8,155  $-  $-  $8,155  $8,155 

Federal Home Loan Bank stock

  4,121   -   -   4,121   4,121 

Federal Reserve Bank stock

  871   -   -   871   871 

Loans receivable, net

  -   -   506,692   506,692   503,320 

Accrued interest and dividends receivable

  2,269   -   -   2,269   2,269 

Mortgage servicing rights

  -   -   6,787   6,787   6,398 

Cash surrender value of life insurance

  14,385   -   -   14,385   14,385 

Financial liabilities:

                    

Non-maturing interest bearing deposits

  -   271,282   -   271,282   271,282 

Noninterest bearing deposits

  104,866   -   -   104,866   104,866 

Time certificates of deposit

  -   -   148,661   148,661   149,019 

Accrued expenses and other liabilities

  5,426   -   -   5,426   5,426 

Federal Home Loan Bank advances and other borrowings

  -   -   83,870   83,870   83,836 

Other long-term debt

  -   -   24,574   24,574   25,155 

Off-balance-sheet instruments

  -                 

Forward delivery commitments

  -   -   -   -   - 

Commitments to extend credit

  -   -   -   -   - 

Rate lock commitments

  -   -   -   -   - 
  

December 31, 2021

 
              

Total

     
  

Level 1

  

Level 2

  

Level 3

  

Estimated

  

Carrying

 
  

Inputs

  

Inputs

  

Inputs

  

Fair Value

  

Amount

 
  

(In Thousands)

 

Financial assets:

                    

Cash and cash equivalents

 $61,434  $0  $0  $61,434  $61,434 

FHLB stock

  1,702   0   0   1,702   1,702 

FRB stock

  2,974   0   0   2,974   2,974 

Loans receivable, gross

  0   0   939,204   939,204   933,139 

Accrued interest and dividends receivable

  5,751   0   0   5,751   5,751 

Mortgage servicing rights

  0   0   14,686   14,686   13,693 

Financial liabilities:

                    

Non-maturing interest-bearing deposits

  0   703,948   0   703,948   703,948 

Noninterest-bearing deposits

  368,846   0   0   368,846   368,846 

Time certificates of deposit

  0   0   149,605   149,605   149,755 

Accrued expenses and other liabilities

  21,037   0   0   21,037   21,037 

FHLB advances and other borrowings

  0   0   5,003   5,003   5,000 

Other long-term debt

  0   0   29,299   29,299   30,155 

 

-27-
- 24 -

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 1111. FAIR VALUE DISCLOSURES continued

  

December 31, 2016

 
              

Total

     
  

Level 1

  

Level 2

  

Level 3

  

Estimated

  

Carrying

 
  

Inputs

  

Inputs

  

Inputs

  

Fair Value

  

Amount

 
  

(In Thousands)

 

Financial assets:

                    

Cash and cash equivalents

 $7,318  $-  $-  $7,318  $7,318 

Federal Home Loan Bank stock

  4,012   -   -   4,012   4,012 

Federal Reserve Bank stock

  871   -   -   871   871 

Loans receivable, net

  -   -   464,797   464,797   460,742 

Accrued interest and dividends receivable

  2,123   -   -   2,123   2,123 

Mortgage servicing rights

  -   -   6,741   6,741   5,853 

Cash surrender value of life insurance

  14,095   -   -   14,095   14,095 

Financial liabilities:

                    

Non-maturing interest bearing deposits

  -   264,640   -   264,640   264,640 

Noninterest bearing deposits

  82,877   -   -   82,877   82,877 

Time certificates of deposit

  -   -   165,129   165,129   165,278 

Accrued expenses and other liabilities

  4,291   -   -   4,291   4,291 

Federal Home Loan Bank advances and other borrowings

  -   -   82,462   82,462   82,413 

Other long-term debt

  -   -   14,291   14,291   15,155 

Off-balance-sheet instruments

                    

Forward delivery commitments

  -   -   -   -   - 

Commitments to extend credit

  -   -   -   -   - 

Rate lock commitments

  -   -   -   -   - 

The following methods and assumptions were used by the Company in estimating the fair value of the following classes of financial instruments. However, the Form 10-K for the year ended December 31, 2016 provides additional description of valuation methodologies used in estimating fair value of these financial instruments.

Cash, Interest Bearing Accounts, Accrued Interest and Dividend Receivable and Accrued Expenses and Other Liabilities – The carrying amounts approximate fair value due to the relatively short period of time between the origination of these instruments and their expected realization.

Stock in the Federal Home Loan Bank of Des Moines (“FHLB”) and Federal Reserve Bank (“FRB”) – The fair value of stock approximates redemption value.

Loans Receivable – Fair values are estimated by stratifying the loan portfolio into groups of loans with similar financial characteristics. Loans are segregated by type such as real estate, commercial, and consumer, with each category further segmented into fixed and adjustable rate interest terms. For mortgage loans, the Company uses the secondary market rates in effect for loans that have similar characteristics. The fair value of other fixed rate loans is calculated by discounting scheduled cash flows through the anticipated maturities adjusted for prepayment estimates. Adjustable interest rate loans are assumed to approximate fair value because they generally reprice within the short term.

Fair values are adjusted for credit risk based on assessment of risk identified with specific loans, and risk adjustments on the remaining portfolio based on credit loss experience.

Assumptions regarding credit risk are judgmentally determined using specific borrower information, internal credit quality analysis, and historical information on segmented loan categories for non-specific borrowers.

Mortgage Servicing Rights – the fair value of servicing rights was determined using discount rates ranging from approximately 13.00% to 15.00%, prepayment speeds ranging from approximately 104.00% to 277.00% PSA, depending on stratification of the specific right. The fair value was also adjusted for the effect of potential past dues and foreclosures.

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 11. FAIR VALUE DISCLOSURES - continued

Cash Surrender Value of Life Insurance – The carrying amount for cash surrender value of life insurance approximates fair value as policies are recorded at redemption value.

Deposits and Time Certificates of Deposit – The fair value of deposits with no stated maturity, such as checking, passbook, and money market, is equal to the amount payable on demand. The fair value of time certificates of deposit is based on the discounted value of contractual cash flows. The discount rate is estimated using the rates currently offered for deposits of similar maturities.

Advances from the FHLB and Subordinated Debentures – The fair value of the Company’s advances and debentures are estimated using discounted cash flow analysis based on the interest rate that would be effective September 30, 2017 and December 31, 2016, respectively if the borrowings repriced according to their stated terms.

Off-Balance-Sheet Instruments – Fair values for off-balance-sheet, credit-related financial instruments are based on fees currently charged to enter into similar agreements, taking into account the remaining terms of the agreements and the counterparties’ credit standing. The fair values of these financial instruments are considered insignificant. Additionally, those financial instruments have no carrying value.

NOTE 12. MERGERS AND ACQUISITIONS

On September 5, 2017, the Company entered into an Agreement and Plan of Merger with TwinCo, Inc., a Montana corporation (“TwinCo”), and TwinCo’s wholly-owned subsidiary, Ruby Valley Bank, a Montana chartered commercial bank. The merger agreement provides that Ruby Valley Bank will merge with and into Opportunity Bank of Montana. Ruby Valley Bank operates 2 branches in Madison County, Montana with approximately $92,000,000 in assets, $78,000,000 in deposits and $55,000,000 in gross loans as of June 30, 2017. This acquisition is anticipated to close in the first quarter of 2018, subject to the receipt of approvals from regulatory authorities, the approval of TwinCo shareholders and the satisfaction of other closing conditions.

NOTE 13. RECENT ACCOUNTING PRONOUNCEMENTS

Recently Issued Accounting Pronouncements

 

In May 2014, September 2016, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). This guidance is a comprehensive new revenue recognition standard that will supersede substantially all existing revenue recognition guidance. The new standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. In doing so, companies will need to use more judgment and make more estimates than under existing guidance. These may include identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. On July 9, 2015, the FASB agreed to delay the effective date of the standard by one year. Therefore, the new standard will be effective in the first quarter of 2018. Our revenue is comprised of net interest income on financial assets and financial liabilities, which is explicitly excluded from the scope of ASU 2014-09, and non-interest income. The largest percentage of our non-interest income is derived from the gain on sale of mortgage loans. The gains are recognized at the time of the sale of the loan, when proceeds are sent to us by the investor purchasing the loan. We do not expect to realize a change in the recognition of the revenue on that part of our noninterest income. We will evaluate the impact of this standard on our revenue from our wealth management division; however we do not expect it to have a significant impact on our consolidated financial statements.

In January 2016 the FASB issued ASU No. 2016-01, Financial Instruments – Overall: Recognition and Measurement of Financial Assets and Financial Liabilities (Subtopic 825-10). The amendment has a number of provisions including the requirements that public business entities use the exit price notion when measuring the fair value of financial instruments for disclosure purposes, a separate presentation of financial assets and financial liabilities by measurement category and form of financial asset (i.e. securities or loans receivables), and eliminating the requirement for public business entities to disclose the methods and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost. The amendment is effective for annual and interim reporting periods beginning after December 15, 2017 and is not expected to have a significant impact to the Company’s consolidated financial statements.

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 13. RECENT ACCOUNTING PRONOUNCEMENTS - continued

In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) intended to improve financial reporting regarding leasing transactions. The new standard affects all companies and organizations that lease assets. The standard will require organizations to recognize on the balance sheet the assets and liabilities for the rights and obligations created by those leases if the lease terms are more than 12 months. The guidance also will require qualitative and quantitative disclosures providing additional information about the amounts recorded in the financial statements. The amendments in this update are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The Company is evaluating the potential impact of the amendment on the Company’s consolidated financial statements. We currently lease four locations that serve as full-service branches, with the longest running lease expiring in 2021. We are exploring options to use a third party vendor to assist with the implementation of this standard.

In September 2016, the FASB issued ASU No. 2016-13,13, Financial Instruments – Credit Losses (Topic 326)326) intended to improve financial reporting by requiring timelier recording of credit losses on loans and other financial instruments held by financial institutions and other organizations. The standard requires an organization to measure all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions and reasonable and supportable forecasts. Financial institutions and other organizations will now use forward-looking information to better inform their credit loss estimates. The standard also requires enhanced disclosures to help investors and other financial statement users better understand significant estimates and judgments used in estimating credit losses, as well as the credit quality and underwriting standards of an organization’s portfolio. These disclosures include qualitative and quantitative requirements that provide additional information about the amounts recorded in the financial statements. Additionally, the standard amends the accounting for credit losses on available-for-sale debt securities and purchased financial assets with credit deterioration.

In October 2019, the FASB amended the effective date of the standard. The amendments in this update are effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. All entities may adopt the amendments in this update earlier as of the fiscal years beginning after December 15, 2018, 2022, including interim periods within those fiscal years. An entity will apply the amendments in this update through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective (that is, a modified-retrospective approach).

In February 2022, the FASB issued ASU No.2022-02, an update to ASU No.2016-13. The amendments in the update eliminate TDR recognition and measurement guidance. Instead, entities must evaluate whether the modification represents a new loan or a continuation of an existing loan. Existing disclosure requirements are enhanced and the new requirements are introduced related to certain modifications of receivables made to borrowers experiencing financial difficulty. In addition, for public business entities, the amendments in the update require that entities disclose current-period gross write-offs by year of origination for financing receivables. This information must be included in the vintage disclosures, which require an entity to disclose the amortized cost basis of financing receivables by credit-quality indicator and class of financing receivable by year of origination.

The Company believes the amendments in this updatethese updates will have an impact on the Company’s condensed consolidated financial statements and is workingcontinuing to evaluate the significance of that impact.impact, even though the adoption date has been deferred. In that regard, we have established a working group under the direction of our Chief Financial Officer and Chief Credit Officer. The group is composed of individuals from the finance and credit administration areas of the Company. We are currently developing an implementationhave developed a current expected credit loss model and plan including assessment of processes, segmentation of the loan portfolio and identifying and adding data fields necessary for analysis. The adoption ofon utilizing this standard is likely to result in an increase in themodel concurrently with our existing allowance for loan and lease losses as a result of changing from an “incurred loss”loss model to an “expected loss” model.during 2022. While we currently cannot reasonably estimate the impact of adopting this standard, we expect the impact will be influenced by the composition, characteristics and quality of our loan and securities portfolios, as well as the general economic conditions and forecasts as of the adoption date.

 

In January 2017, the FASB issued ASU No. 2017-04,2017-04, Intangibles – Goodwill and Other (Topic 350)350) to amend and simplify current goodwill impairment testing to eliminate Step 2 from the current provisions. Under the new guidance, an entity should perform the goodwill impairment test by comparing the fair value of a reporting unit with its carrying value and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. An entity still has the option to perform the quantitativequalitative assessment for a reporting unit to determine if a quantitative impairment test is necessary. The guidance will beis effective for the Company on January 1, 2023 and adoption of the standard is being evaluated to assess the impact on the Company’s condensed consolidated financial statements.

In March 2020,the FASB issued ASU No.2020-04, Reference Rate Reform (Topic 848) which provides temporary optional expedients to ease the financial reporting burdens of the expected market transition from London Interbank Offered Rate (“LIBOR”) to an alternative reference rate such as SOFR. The guidance was effective upon issuance and generally can be applied through December 31, 2022. The Company is currently evaluating this guidance to determine the date of adoption and the potential impact. In January 2021, the FASB issued ASU No.2021-01, Reference Rate Reform (Topic 848), which clarifies that certain optional expedients and exceptions in Topic 848 for contract modifications and hedge accounting apply to derivatives that are affected by the discounting transition. ASU No.2021-01 was effective upon issuance and generally can be applied through December 31, 2022. ASU No.2021-01 has not had and is not expected to have a significant impact on the Company’sCompany's consolidated financial statements. We have improved our internal reporting systems as it relates to profitability by divisions and markets within the Company. We expect these systems to help in our evaluation of potential impairment.

In March 2017, the FASB issued ASU No. 2017-08, Receivables–Nonrefundable Fees and Other Costs (Subtopic 310-20) to shorten the amortization period for certain purchased callable debt securities held at a premium to the earliest call date. Currently, entities generally amortize the premium as a yield adjustment over the contractual life of the security. The guidance does not change the accounting for callable debt securities held at a discount. For public business entities, the guidance is effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption is permitted, including in an interim period. We have currently been following this guidance based on our internal investment policy guidelines. There is little impact on our consolidated financial statements, as we typically do not invest in these types of securities.

NOTE 14. SUBSEQUENT EVENTS

On October 13, 2017, the Company successfully completed a public offering of its common stock, and issued 1,189,041 shares and received approximately $20,100,000 in net cash proceeds.

 

-30-
- 25 -

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

MANAGEMENT’S

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Item 2. 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

OverviewIntroduction

 

The Company’sCompany’s primary business activity is the ownership of its wholly owned subsidiary, Opportunity Bank of Montana (the “Bank”). The Bank is a Montana chartered commercial bank that focuses on both consumer and commercial lending. It engages in typical banking activities: acquiring deposits from local markets and originating loans and investing in securities. Its deposits are insured by the Federal Deposit Insurance Corporation. The Bank’s primary component of earnings is its net interest margin (also called spread or margin), the difference between interest income and interest expense. The net interest margin is managed by management (through the pricing of its products and by the types of products offered and kept in portfolio), and is affected by changes in market interest rates. The Bank also generates noninterest income in the form of fee income and gain on sale of loans.

 

The Bank has a strong mortgage lending focus, with a large portion of its loan originations represented by single-family residential mortgages, which has enabled it to successfully market home equity loans, as well as a wide range of shorter term consumer loans for various personal needs (automobiles, recreational vehicles, etc.). In recent years, theThe Bank has also focused on adding commercial loans to its portfolio, both real estate and non-real estate. We have made significant progress in this initiative. The purpose of this diversification is to mitigate the Bank’s dependence on the residential mortgage market, as well as to improve itsour ability to manage itsour interest rate spread. Recent acquisitions have added to our agricultural loans, which generally have shorter maturities and nominally higher interest rates. This has provided additional interest income and improved interest rate sensitivity. The Bank’s management recognizes that fee income will also enable it to be less dependent on specialized lending and it now maintains a significant loan serviced portfolio which provides a steady source of fee income. Fee income is also supplemented with fees generated from the Bank’s deposit accounts. The Bank has a high percentage of non-maturity deposits, such as checking accounts and savings accounts, which allows management flexibility in managing its spread. Non-maturity deposits and certificates of deposits do not automatically reprice as interest rates rise. Gain on sale of loans also provides significant noninterest income in periods of high mortgage loan origination volumes. Such income will be adversely affected in periods of lower mortgage activity.

 

ManagementManagement continues to focus on improving the Bank’s core earnings. Core earnings can be described as income before taxes, with the exclusion of gain on sale of loans and adjustments to the market value of the Bank’s loan servicing portfolio. Management believes that the Bank will needneeds to continue to concentrate on increasing net interest margin, other areas of fee income and control of operating expenses to achieve earnings growth going forward. Management’s strategy of growing the bank’s loan portfolio and deposit base is expected to help achieve these goals as follows: loans typically earn higher rates of return than investments; a larger deposit base should yield higher fee income; increasing the asset base will reduce the relative impact of fixed operating costs. The biggest challenge to the strategy is funding the growth of the Bank’s balance sheetstatement of financial condition in an efficient manner. Though deposit growth has been steady, it may become more difficult to maintain due to significant competition and possible reduced customer demand for deposits as customers may shift into other asset classes.

 

The level and movement of interest rates impacts the Bank’sBank’s earnings as well. The Federal Open Market Committee changed the federal funds target rate from 0.5%1.75% to 0.75%0.25% during the three monthsyear ended December 31, 2016.2020 and it remained at 0.25% through the year ended December 31, 2021. The rate increased from 0.75% to 1.0% during0.50% during the three months ended March 31, 2017. The rate increased again from 1.0% to 1.25% during the three months ended June 30, 2017. The rate remained at 1.25% during the three months ended September 30, 2017.2022. 

Recent Events

 

On January 21, 2022, the Company entered into a subordinated note purchase agreement with certain institutional accredited investors and qualified institutional buyers to which the Company sold and issued $40.00 million in aggregate principal amount of its 3.50% fixed-to-floating rate subordinated notes due in 2032. A portion of the net proceeds were used to redeem $10.00 million of 5.75% fixed senior notes due February 15, 2022. The Company intends to use the remaining net proceeds for other general corporate purposes and $10.2 million for the acquisition of First Community Bancorp, Inc. ("FCB").

Acquisitions
On September 5, 2017, we30, 2021, the Company entered into an Agreement and Plan of Merger with TwinCo,First Community Bancorp, Inc., a Montana corporation and itsFCB's wholly-owned subsidiary, Ruby ValleyFirst Community Bank, a Montana state bank pursuant to which,chartered commercial bank. The Merger Agreement provided that, upon the terms and subject to the terms and conditions set forth in the merger agreement, TwinCo willMerger Agreement, FCB would merge with and into Eagle, with Eagle continuing as the surviving corporation in the merger. Immediately following the merger, Ruby Valley will merge with and into Opportunity Bank, with Opportunity Bank surviving.corporation. The merger, if completed, will allow us to enter the attractive Madison County, Montana market area, which includes the greater Ruby Valley region of Montana.

Subject to the terms and conditions of the merger agreement upontransaction closed on April 30, 2022. Upon completion of the merger, each outstanding sharetransaction, Eagle acquired approximately $388 million of TwinCo common stock will be converted into the right to receive a combinationassets, $320 million of cashdeposits and shares$194 million in gross loans, based on December 31, 2021 information. The fair value of Eagle common stock subject to such shareholders’ election to receive all cash or all shares of Eagle common stock. The merger agreement contains customary proration procedures so that the aggregate amount of cash paidassets acquired and shares of Eagle common stock issued in the merger as a whole will be equal to 55% cash and 45% stock. Based on the number of shares of TwinCo common stock outstandingliabilities assumed as of September 5, 2017, we expect to issue approximately 446,773 sharesApril 30, 2022 are still being determined.

COVID-19

The Bank remains focused on supporting our customers, communities and employees while prudently managing risk. 

Eagle began taking loan applications from its small business clients immediately after the Small Business Administration ("SBA") Paycheck Protection Program ("PPP") was implemented, and as of our common stock and pay approximately $9.9the close of the initial round of the program, had helped 764 borrowers receive $45.71 million in cash to TwinCo shareholdersSBA PPP loans. The Bank processed applications for PPP loan forgiveness for customers, with 759 loans representing $45.31 million paid in the aggregate upon completionfull as of December 31, 2021. As of March 31, 2022, $357,000 of initial round SBA PPP loans remain unforgiven.  As of the merger.close of the second round of the program, Eagle supported 646 borrowers in receiving $19.51 million in new PPP funding. The Bank processed applications for PPP loan forgiveness for customers, with 514 loans representing $15.45 million paid in full as of December 31, 2021. Of the 132 PPP loans representing $4.06 million remaining as of December 31, 2021, 80 loans or $2.56 million were forgiven during the three months ended March 31,2022. The remaining 52 PPP loans represent $1.50 million.

 

On October 13, 2017,As of March 31, 2022, our capital ratios were in excess of all regulatory requirements. While we believe that we have sufficient capital to withstand an extended economic recession brought about by COVID-19, our reported and regulatory capital ratios could be adversely impacted by further credit losses. We rely on cash on
hand as well as dividends from our subsidiary Bank to service our debt. If our capital deteriorates such that our subsidiary Bank is unable to pay dividends to us for an extended period of time, we may not be able to service our debt.


While certain valuation assumptions and judgments will change to account for pandemic-related circumstances such as widening credit spreads, we do not anticipate significant changes in methodology used to determine
the Company closed an underwritten public offering, including the exercisefair value of assets measured in full by the underwriters of their option to purchase additional shares, at the public offering price of $18.25 per share. The exercise of the option to purchase additional shares brought the total number of shares of common stock sold by the Company to 1,189,041 shares and increased the amount of gross proceeds raised in the offering, before underwriting discounts and expenses of the offering, to approximately $20.1 million.accordance with GAAP.

 

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- 26 -

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

MANAGEMENT’S

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Financial Condition

 

Comparisons of financial condition in thisthis section are between September 30, 2017March 31, 2022 and December 31, 2016.2021.

 

Total assets were $702.57 million$1.49 billion at September 30, 2017,March 31, 2022, an increase of $28.64 million,of $56.12 million, or 4.2%, from $673.93 million 3.9% from $1.44 billion at December 31, 2016.2021. Cash and cash equivalents increased $33.67 million from December 31, 2021. In addition, loans receivable, net increased $25.34million from December 31, 2021. Total liabilities were $1.35 billion at March 31, 2022, an increase of $69.33 million, or 5.4%, from $1.28 billion at December 31, 2021. The increase was largely due to the change in loans receivable. Loans receivable increased by $43.29 million, or 9.4%, to $504.68 million at September 30, 2017, from $461.39 million at December 31, 2016. Total liabilities were $639.22 million at September 30, 2017, an increase of $24.75 million, or 4.0%, from $614.47 million at December 31, 2016. The increase was primarily due to an increase in deposits, as well as ana net increase in other long-term debt. Depositstotal borrowings. Total deposits increased by $12.37 $48.03 million to $525.17 million at September 30, 2017. Other long-term debt increased by $9.83 million to $24.80 million at September 30, 2017 from $14.97 million at December 31, 2016.2021. Total borrowings increased $24.12 million from December 31, 2021. Total shareholders’ equity decreased $13.21 million or 8.4% from December 31, 2021.

 

Balance SheetFinancial Condition Details

 

Investment ActivitiesActivities

 

The following table summarizes investment activities:

 

  

September 30,

  

December 31,

 
  

2017

  

2016

 
  

Fair Value

  

Percentage of

Total

  

Fair Value

  

Percentage of

Total

 
  

(Dollars in Thousands)

 

Securities available-for-sale:

                

U.S. government and agency

 $4,037   3.19% $5,608   4.18%

Municipal obligations

  65,365   51.65%  67,664   50.45%

Corporate obligations

  9,607   7.59%  9,307   6.94%

MBSs - government-backed

  26,527   20.96%  29,512   22.01%

CMOs - government-backed

  15,231   12.04%  16,345   12.19%
                 

Total securities available-for-sale

  120,767   95.43%  128,436   95.77%
                 
                 

Interest bearing deposits in banks

  784   0.62%  787   0.59%
                 

FHLB capital stock, at cost

  4,121   3.26%  4,012   2.99%
                 

FRB capital stock, at cost

  871   0.69%  871   0.65%
                 

Total

 $126,543   100.00% $134,106   100.00%
  

March 31,

  

December 31,

 
  

2022

  

2021

 
  

Fair Value

  

Percentage of Total

  

Fair Value

  

Percentage of Total

 
  

(Dollars in Thousands)

 

Securities available-for-sale:

                

U.S. Government obligations

 $1,425   0.54% $1,633   0.60%

U.S. Treasury obligations

  69,487��  26.26   53,183   19.61 

Municipal obligations

  111,280   42.05   123,667   45.58 

Corporate obligations

  6,274   2.37   9,336   3.44 

Mortgage-backed securities

  13,125   4.96   14,636   5.40 

Collateralized mortgage obligations

  58,799   22.22   63,067   23.25 

Asset-backed securities

  4,245   1.60   5,740   2.12 

Total securities available-for-sale

 $264,635   100.00% $271,262   100.00%

 

Securities available-for-sale were $120.77$264.64 million at September 30, 2017,March 31, 2022, a decreaseof $7.67$6.62 million, or 6.0%2.4%, from $128.44$271.26 million at December 31, 2016. All categories of securities available-for-sale decreased during the period with the exception of corporate obligations.2021. The decrease was due in part to unrealized losses at March 31, 2022 caused by recent increases in interest rates. The decrease was also impacted by maturity, principal payments and call activity. These decreases in U.S. government and agency and municipal obligations were primarily due to investment sales. The slight increase in corporate securities was primarily due to securities purchases largely offset by calls.$20.16 million in investment purchases. 

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

MANAGEMENT’S

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Financial Condition – continued

 

Lending Activities

 

The following table includes the composition of the Bank’sBank’s loan portfolio by loan category:

 

 

September 30,

  

December 31,

  

March 31,

 

December 31,

 
 

2017

  

2016

  

2022

  

2021

 
 

Amount

  

Percent of Total

  

Amount

  

Percent of Total

  

Amount

  

Percent of Total

  

Amount

  

Percent of Total

 
 

(Dollars in thousands)

  

(Dollars in thousands)

 

Real estate loans:

                         

Residential mortgage

                

(1-4 family) (1)

 $109,250   21.38% $113,262   24.24%

Residential 1-4 family (1)

 $99,242  10.33% $101,180  10.82%

Residential 1-4 family construction

  40,968   4.27   45,635   4.88 

Total residential 1-4 family

 140,210  14.60  146,815  15.70 
 

Commercial real estate

  247,501   48.42%  214,927   46.00% 432,976  45.09  410,568  43.92 

Real estate construction

  29,760   5.82%  20,540   4.40%

Commercial construction and development

 105,754  11.01  92,403  9.88 

Farmland

  60,363   6.29   67,005   7.17 

Total commercial real estate

 599,093  62.39  569,976  60.97 
         

Total real estate loans

  386,511   75.62%  348,729   74.64% 739,303  76.99  716,791  76.67 
                 

Other loans:

                         

Home equity

  51,450   10.06%  49,018   10.49% 53,828  5.61  51,748  5.54 

Consumer

  14,696   2.87%  14,800   3.16% 18,834  1.96  18,455  1.97 
 

Commercial

  58,554   11.45%  54,706   11.71% 98,471  10.25  101,535  10.86 

Agricultural

  49,836   5.19   46,335   4.96 

Total commercial loans

 148,307  15.44  147,870  15.82 
         

Total other loans

  124,700   24.38%  118,524   25.36% 220,969  23.01  218,073  23.33 
                         

Total loans

  511,211   100.00%  467,253   100.00% 960,272   100.00% 934,864   100.00%
                 

Deferred loan fees

  (1,027)      (1,092)     (1,591)    (1,725)   

Allowance for loan losses

  (5,500)      (4,770)      (12,700)     (12,500)   
                

Total loans, net

 $504,684      $461,391      $945,981     $920,639    

(1) 

Excludes loans held-for-sale.

 

(1) Excludes loans held-for-sale.

Loans receivable, net increased $43.29$25.34 million, or 2.8%, to $504.68$945.98 million at September 30, 2017. March 31, 2022 from $920.64 million at December 31, 2021. The increase was largely due todriven by an increase in total commercial real estate loans of $32.57 million. Real estate construction loans also increased $9.22 million and commercial loans increased $3.85$29.11 million. Home equity loans of $2.08 million, total commercial loans increased $2.43$437,000 and consumer loans increased $379,000. However, these increases were partially offset by a decrease in total residential loans of $6.61 million. Residential mortgage decreased slightly by $4.01 million.

Total loan originations were $353.65$288.10 million for the ninethree months ended September 30, 2017, withMarch 31, 2022. Total residential mortgage accounting for $220.921-4 family originations were $184.71 million, which includes $170.07 million of the total. Commercialloans held-for-sale originations. Total commercial real estate and landoriginations were $76.67 million. Total commercial originations were $19.33 million.Home equity loan originations were $69.94totaled $4.96 million. Consumer loan originations were $6.04 million and home equity originations were $14.06totaled $2.43 million. Real estate construction loan originations were $19.89 million. Commercial loans originations were $22.80 million, with none originating from loan syndication programs with borrowers residing outside of Montana. Loans held-for-saleheld-for-sale decreased by $8.62$3.52 million to $9.61$22.30 million at September 30, 2017March 31, 2022 from $18.23$25.82 million at December 31, 2016.2021.

 

Nonperforming Assets. Generally, our collection procedures provide that when a loan is 15 or more days delinquent, the borrower is sent a past due notice. If the loan becomes 30 days delinquent, the borrower is sent a written delinquency notice requiring payment. If the delinquency continues, subsequent efforts are made to contact the delinquent borrower, including face to face meetings and counseling to resolve the delinquency. All collection actions are undertaken with the objective of compliance with the Fair Debt Collection Act.

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Financial Condition – continued

Lending Activities– continued

 

For mortgage loans and home equity loans, if the borrower is unable to cure the delinquency or reach a payment agreement, we will institute foreclosure actions.actions. If a foreclosure action is taken and the loan is not reinstated, paid in full or refinanced, the property is sold at judicial sale at which we may be the buyer if there are no adequate offers to satisfy the debt. Any property acquired as the result of foreclosure, or by deed in lieu of foreclosure, is classified as real estate owned until such time as it is sold or otherwise disposed of. When real estate owned is acquired, it is recorded at its fair market value less estimated selling costs. The initial recording of any loss is charged to the allowance for loan losses. Subsequent write-downs are recorded as a charge to operations. As of September 30, 2017, the Bank had $483,000March 31, 2022 there was $346,000 of real estate owned.owned and other repossessed property. As of December 31, 2021, there was $4,000 of real estate owned and other repossessed property.

- 28 -

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Financial Condition – continued

Lending Activities– continued

 

The following table sets forth information regarding nonperforming assets:

 

September 30,

  

December 31,

  

March 31,

 

December 31,

 
 

2017

  

2016

  

2022

  

2021

 
 

(Dollars in Thousands)

  

(Dollars in Thousands)

 

Non-accrual loans

        

Nonaccrual loans

     

Real estate loans:

             

Residential mortgage (1-4 family)

 $484  $221 

Residential 1-4 family

 $587  $616 

Residential 1-4 family construction

 -  337 

Commercial real estate

  451   -  368  497 

Farmland

 983  989 

Other loans:

             

Home equity

  242   297  98  100 

Consumer

  131   96  44  62 

Commercial

  88   -  53  516 

Agricultural

 1,246  1,718 

Accruing loans delinquent 90 days or more

             

Real estate loans:

             

Residential mortgage (1-4 family)

  -   456 

Farmland

 270  - 

Restructured loans:

     

Real estate loans:

     

Commercial real estate

  -   4  1,498  1,527 

Farmland

 624 641 

Other loans:

             

Home equity

  -   35  13  15 

Restructured loans:

        

Other loans:

        

Home equity

  -   43 

Agricultural

  476   41 

Total nonperforming loans

  1,396   1,152  6,260  7,059 

Real estate owned and other repossessed property, net

  527   825   346   4 

Total nonperforming assets

 $1,923  $1,977  $6,606  $7,063 
         

Total nonperforming loans to total loans

  0.27%  0.25% 0.65% 0.76%

Total nonperforming loans to total assets

  0.20%  0.17% 0.42% 0.49%

Total nonaccrual loans to total loans

 0.47% 0.59%

Total allowance for loan loss to nonperforming loans

  393.98%  414.06% 202.88% 177.08%

Total nonperforming assets to total assets

  0.27%  0.29% 0.44% 0.49%

Nonaccrual loans as of March 31, 2022 and December 31, 2021 include $468,000 and $492,000, respectively of acquired loans that deteriorated subsequent to the acquisition date. 

 

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- 29 -

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

MANAGEMENT’S

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Financial Condition – continued

 

Financial Condition – continued

Deposits and Other Sources of Funds

 

The following table includes deposit accounts by category:

 

 

September 30,

  

December 31,

  

March 31,

 

December 31,

 
 

2017

  

2016

  

2022

  

2021

 
     

Percent

      

Percent

    

Percent

   

Percent

 
 

Amount

  

of Total

  

Amount

  

of Total

  

Amount

  

of Total

  

Amount

  

of Total

 
 

(Dollars in Thousands)

  

(Dollars in Thousands)

 

Noninterest checking

 $104,866   19.96% $82,877   16.16% $371,818  29.26% $368,846  30.16%

Interest bearing checking

  97,415   18.55%  93,163   18.17%

Interest-bearing checking

 210,247  16.55  203,410  16.64 

Savings

  87,679   16.70%  82,266   16.04% 232,166  18.27  223,069  18.25 

Money market accounts

  86,188   16.41%  89,211   17.40%

Money market

  312,485   24.60   277,469   22.70 

Total

  376,148   71.62%  347,517   67.77%  1,126,716   88.68   1,072,794   87.75 

Certificates of deposit accounts:

                         

IRA certificates

  29,162   5.55%  31,277   6.10% 25,099 1.98 25,333 2.07 

Brokered certificates

  7,601   1.45%  15,596   3.04%

Other certificates

  112,256   21.38%  118,405   23.09%  118,761   9.34   124,422   10.18 

Total certificates of deposit

  149,019   28.38%  165,278   32.23%  143,860   11.32   149,755   12.25 

Total deposits

 $525,167   100.00% $512,795   100.00% $1,270,576   100.00% $1,222,549   100.00%

 

DepositsDeposits increased by $12.37$48.03 million, or 2.4%3.9%, to $525.17 million$1.27 billion at September 30, 2017March 31, 2022 from $512.80 million$1.22 billion at December 31, 2016. Noninterest checking2021. Money market increasedby $35.02 million, savings increased by $21.99 million. Savings and interest bearing checking$9.10 million, interest-bearing checking increased by $5.41$6.84 million, and $4.25 million, respectively. These increases were partially offset by a decrease innoninterest checking increased by $2.97 million. However, certificates of deposit of $16.26deposit decreased by $5.90 million. Money market accounts also decreased slightly by $3.02 million.

 

The following table summarizes borrowing activity:

 

 

September 30,

  

December 31,

  

March 31,

 

December 31,

 
 

2017

  

2016

  

2022

  

2021

 
 

Net

  

Percent

  

Net

  

Percent

  

Net

 

Percent

 

Net

 

Percent

 
 

Amount

  

of Total

  

Amount

  

of Total

  

Amount

  

of Total

  

Amount

  

of Total

 
 

(Dollars in Thousands)

  

(Dollars in Thousands)

 

FHLB advances and other borrowings

 $83,836   77.17% $82,413   84.63% $-  0.00% $5,000  14.34%

Other long-term debt:

                         

Senior notes fixed at 5.75%, due 2022

  9,809   9.03%  -   0.00% -  -  9,996  28.67 

Subordinated debentures fixed at 6.75%, due 2025

  9,831   9.05%  9,815   10.08%

Subordinated debentures fixed at 3.50% to floating, due 2032

 39,105 66.29 - - 

Subordinated debentures fixed at 5.50% to floating, due 2030

 14,726  24.97  14,718  42.21 

Subordinated debentures variable, due 2035

  5,155   4.75%  5,155   5.29%  5,155   8.74   5,155   14.78 

Total other long-term debt

  24,795   22.83%  14,970   15.37%  58,986   100.00   29,869   85.66 

Total borrowings

  108,631   100.00%  97,383   100.00% $58,986   100.00% $34,869   100.00%

 

FHLB advances and other borrowings Total borrowings increased slightly by $1.43$24.12 million, or 1.7%,69.2% to $83.84 million$58.99 million at September 30, 2017March 31, 2022 from $82.41$34.87 million at December 31, 2016.2021. This increase is largely due to issuance of $40.00 million of subordinated notes, slightly offset by the redemption of $10.00 million of senior notes and the maturity of $5.00 million of FHLB advances.

Shareholders’ Equity

 

Long-term debt increasedTotal shareholders’ equity decreased by $9.83$13.21 million, to $24.80or 8.4%, to $143.52 million at September 30, 2017March 31, 2022 from $14.97$156.73 million at December 31, 2016 primarily2021. The decrease was largely due to other comprehensive loss of $12.57 million, treasury stock purchases of $2.27 million and dividends paid of $849,000. The other comprehensive loss was due to unrealized losses on securities available-for-sale caused by the issuance of $10.00 million aggregate principal amount of 5.75% fixed senior unsecured notes duerecent increase in 2022.

Shareholders’ Equity

Total shareholders’ equity increased $3.89 million, or 6.5%, to $63.35 million at September 30, 2017 from $59.46 million at December 31, 2016. This was primarily the result of ainterest rates. These decreases were partially offset by net income of $3.55 million and other comprehensive income of $1.06 million, partially offset by dividends paid of $953,000.$2.22 million.

 

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

MANAGEMENT’S

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Analysis of Net Interest Income

 

The Bank’sBank’s earnings have historically depended primarily upon net interest income, which is the difference between interest income earned on loans and investments and interest paid on deposits and any borrowed funds. It is the single largest component of Eagle’s operating income. Net interest income is affected by (i) the difference between rates of interest earned on loans and investments and rates paid on interest bearinginterest-bearing deposits and borrowings (the “interest rate spread”) and (ii) the relative amounts of loans and investments and interest bearinginterest-bearing deposits and borrowings.

 

The following tables include includes average balances for balance sheetfinancial condition items, as well as, interest and dividends and average yields related to the average balances. All average balances are daily average balances. Non-accrualNonaccrual loans were included in the computation of average balances, but have been reflected in the table as loans carrying a zero yield. The yields include the effect of deferred fees and discounts and premiums that are amortized or accreted to interest income or expense.

 

 

For the Three Months Ended September 30,

  

For the Three Months Ended March 31,

 
  

2017

   

2016

  

2022

  

2021

 
 

Average

  

Interest

      

Average

  

Interest

      

Average

 

Interest

   

Average

 

Interest

   
 

Daily

  

and

  

Yield/

  

Daily

  

and

  

Yield/

  

Daily

 

and

 

Yield/

 

Daily

 

and

 

Yield/

 
 

Balance

  

Dividends

  

Cost(4)

  

Balance

  

Dividends

  

Cost(4)

  

Balance

  

Dividends

  

Cost(4)

  

Balance

  

Dividends

  

Cost(4)

 
 

(Dollars in Thousands)

  

(Dollars in Thousands)

 

Assets:

                                     

Interest earning assets:

                        

Interest-earning assets:

             

Investment securities

 $121,971  $693   2.27% $134,388  $709   2.11% $273,004  $1,297  1.93% $163,423  $877  2.18%

FHLB and FRB stock

  5,308   48   3.62%  4,840   37   3.06% 4,540  59  5.27  4,947  69  5.66 

Loans receivable, net(1)

  520,603   6,478   4.98%  471,437   5,461   4.63%

Loans receivable(1)

 974,177  11,373  4.73  890,042  11,029  5.03 

Other earning assets

  503   5   3.98%  390   1   1.03%  68,278   39   0.23   79,620   26   0.13 

Total interest earning assets

  648,385   7,224   4.46%  611,055   6,208   4.06%

Noninterest earning assets

  55,951           53,525         

Total interest-earning assets

 1,319,999  12,768  3.92  1,138,032  12,001  4.28 

Noninterest-earning assets

  155,050        138,933      

Total assets

 $704,336          $664,580          $1,475,049       $1,276,965      
                                     

Liabilities and equity:

                                     

Interest bearing liabilities:

                        

Interest-bearing liabilities:

             

Deposit accounts:

                                     

Checking

 $207,239  $13  0.03% $171,721  $10  0.02%

Savings

 221,531  31  0.06  182,566  27  0.06 

Money market

 $87,699  $36   0.16% $88,513  $25   0.11% 294,136  192  0.27  215,138  110  0.21 

Savings

  85,596   11   0.05%  77,689   9   0.05%

Checking

  96,788   8   0.03%  88,722   7   0.03%

Certificates of deposit

  150,322   331   0.88%  160,483   342   0.85% 146,211  76  0.21  168,321  255  0.61 

Advances from FHLB and other borrowings including long-term debt

  118,240   679   2.30%  99,245   404   1.63%  63,628   611   3.89   44,375   460   4.20 

Total interest bearing liabilities

  538,645   1,065   0.79%  514,652   787   0.61%

Total interest-bearing liabilities

 932,745  923  0.40  782,121  862  0.45 

Noninterest checking

  97,255           84,974          368,223       317,036      

Other noninterest bearing liabilities

  5,121           4,996         

Other noninterest-bearing liabilities

  20,879        21,837      

Total liabilities

  641,021           604,622          1,321,847       1,120,994      
                                     

Total equity

  63,315           59,958           153,202        155,971      
                                     

Total liabilities and equity

 $704,336          $664,580          $1,475,049       $1,276,965      

Net interest income/interest rate spread(2)

     $6,159   3.67%     $5,421   3.45%     $11,845   3.52%     $11,139   3.83%
                                     

Net interest margin(3)

          3.80%          3.55%       3.64%       3.97%

Total interest earning assets to interest bearing liabilities

       120.37%          118.73%

Total interest-earning assets to interest-bearing liabilities

      141.52%      145.51%

 

(1)   Includes loans held-for-sale.

(2)
(1) Includes loans held-for-sale.

(2) Interest rate spread represents the difference between the average yield on interest-earning assets and the average rate on interest-bearing liabilities.

(3)    Net interest margin represents income before the provision for loan losses divided by average interest-earning assets.

(4)    For purposes of this table, tax exempt income is not calculated on a tax equivalent basis.

(3) Net interest margin represents income before the provision for loan losses divided by average interest-earning assets.

(4) For purposes of this table, tax exempt income is not calculated on a tax equivalent basis.

 

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- 31 -

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

MANAGEMENT’S

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

Analysis of Net Interest Income– continued

  

For the Nine Months Ended September 30,

 
   

2017

   

2016

 
  

Average

  

Interest

      

Average

  

Interest

     
  

Daily

  

and

  

Yield/

  

Daily

  

and

  

Yield/

 
  

Balance

  

Dividends

  

Cost(4)

  

Balance

  

Dividends

  

Cost(4)

 
  

(Dollars in Thousands)

 

Assets:

                        

Interest earning assets:

                        

Investment securities

 $125,642  $2,136   2.27% $141,060  $2,196   2.08%

FHLB and FRB stock

  4,942   124   3.35%  4,696   103   2.92%

Loans receivable, net(1)

  502,563   18,222   4.83%  449,334   15,253   4.53%

Other earning assets

  1,218   7   0.77%  1,768   5   0.38%

Total interest earning assets

  634,365   20,489   4.31%  596,858   17,557   3.92%

Noninterest earning assets

  55,747           52,345         

Total assets

 $690,112          $649,203         
                         

Liabilities and equity:

                        

Interest bearing liabilities:

                        

Deposit accounts:

                        

Money market

 $91,056  $94   0.14% $91,464  $77   0.11%

Savings

  84,687   31   0.05%  73,978   24   0.04%

Checking

  95,246   23   0.03%  88,124   20   0.03%

Certificates of deposit

  154,752   994   0.86%  155,148   998   0.86%

Advances from FHLB and other borrowings including subordinated debt

  108,290   1,825   2.25%  94,122   1,206   1.71%

Total interest bearing liabilities

  534,031   2,967   0.74%  502,836   2,325   0.62%

Noninterest checking

  90,453           83,273         

Other noninterest bearing liabilities

  4,532           4,937         

Total liabilities

  629,016           591,046         
                         

Total equity

  61,096           58,157         
                         

Total liabilities and equity

 $690,112          $649,203         

Net interest income/interest rate spread(2)

     $17,522   3.57%     $15,232   3.30%
                         

Net interest margin(3)

          3.68%          3.40%

Total interest earning assets to interest bearing liabilities

       118.79%          118.70%

(1)   Includes loans held-for-sale.

(2)Interest rate spread represents the difference between the average yield on interest-earning assets and the average rate on interest-bearing liabilities.

(3)   Net interest margin represents income before the provision for loan losses divided by average interest-earning assets.

(4)    For purposes of this table, tax exempt income is not calculated on a tax equivalent basis.

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Rate/Volume Analysis

 

The following tablestables present the dollar amount of changes in interest income and interest expense for major components of interest earninginterest-earning assets and interest bearinginterest-bearing liabilities. For each category of interest earninginterest-earning assets and interest bearinginterest-bearing liabilities, information is provided on changes attributable to: (1) changes in volume multiplied by the old rate; (2) changes in rate, which are changes in rate multiplied by the old volume; and (3) changes not solely attributable to rate or volume, which have been allocated proportionately to the change due to volume and the change due to rate.

 

  

For the Three Months Ended September 30,

 
   

2017

   

2016

 
      

Due to

          

Due to

     
  

Volume

  

Rate

  

Net

  

Volume

  

Rate

  

Net

 
  

(In Thousands)

 

Interest earning assets:

                        

Investment securities

 $(66) $50  $(16) $(70) $20  $(50)

FHLB and FRB stock

  4   7   11   3   29   32 

Loans receivable, net

  570   447   1,017   995   76   1,071 

Other earning assets

  1   3   4   -   1   1 

Total interest earning assets

  509   507   1,016   928   126   1,054 
                         

Interest bearing liabilities:

                        

Savings, money market and checking accounts

  2   12   14   (1)  (3)  (4)

Certificates of deposit

  (21)  10   (11)  13   (26)  (13)

Advances from FHLB and other borrowings including long-term debt

  77   198   275   204   (121)  83 

Total interest bearing liabilities

  58   220   278   216   (150)  66 
                         

Change in net interest income

 $451  $287  $738  $712  $276  $988 

  

For the Three Months Ended March 31,

 
  

2022

  

2021

 
      

Due to

          

Due to

     
  

Volume

  

Rate

  

Net

  

Volume

  

Rate

  

Net

 
  

(In Thousands)

 

Interest-earning assets:

                        

Investment securities

 $588  $(168) $420  $(47) $(103) $(150)

FHLB and FRB stock

  (6)  (4)  (10)  (31)  6   (25)

Loans receivable(1)

  1,043   (699)  344   675   (1,078)  (403)

Other earning assets

  (4)  17   13   233   (285)  (52)

Total interest-earning assets

  1,621   (854)  767   830   (1,460)  (630)
                         

Interest-bearing liabilities:

                        

Checking

  2   1   3   5   (13)  (8)

Savings

  6   (2)  4   14   (33)  (19)

Money Market

  40   42   82   74   (140)  (66)

Certificates of deposit

  (33)  (146)  (179)  (372)  (472)  (844)

Advances from FHLB and other borrowings including long-term debt

  200   (49)  151   (494)  139   (355)

Total interest-bearing liabilities

  215   (154)  61   (773)  (519)  (1,292)
                         

Change in net interest income

 $1,406  $(700) $706  $1,603  $(941) $662 

(1) Includes loans held-for-sale.

 

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

MANAGEMENT’S

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Rate/Volume Analysis– continued

  

For the Nine Months Ended September 30,

 
   

2017

   

2016

 
      

Due to

          

Due to

     
  

Volume

  

Rate

  

Net

  

Volume

  

Rate

  

Net

 
  

(In Thousands)

 

Interest earning assets:

                        

Investment securities

 $(240) $180  $(60) $(159) $100  $(59)

FHLB and FRB stock

  5   16   21   15   63   78 

Loans receivable, net

  1,806   1,163   2,969   3,069   (423)  2,646 

Other earning assets

  (1)  3   2   (4)  3   (1)

Total interest earning assets

  1,570   1,362   2,932   2,921   (257)  2,664 
                         

Interest bearing liabilities:

                        

Savings, money market and checking accounts

  5   22   27   3   (4)  (1)

Certificates of deposit

  (2)  (2)  (4)  25   2   27 

Advances from FHLB and other borrowings including long-term debt

  181   438   619   483   68   551 

Total interest bearing liabilities

  184   458   642   511   66   577 
                         

Change in net interest income

 $1,386  $904  $2,290  $2,410  $(323) $2,087 

ResultsResults of Operations for the Three Months Ended September 30, 2017March 31, 2022 and 20120216

 

Net Income.Income. Eagle’s net income for the three months ended September 30, 2017March 31, 2022 was $1.72$2.22 million compared to $1.77$5.27 million for the three months ended September 30, 2016.March 31, 2021. The slight decrease of $51,000, or 2.9%,$3.05 million was largely due to a decrease in noninterest income of $701,000 and an increase in noninterest expense of $398,000, largely$5.10 million. This decrease was partially offset by an increase in net interest income after loan loss provision of $879,000$726,000 and a decrease in provision for income tax expensetaxes of $169,000.$1.06 million. Basic and diluted earnings per share were both $0.45$0.34 for the current period. Basic and diluted earnings per share were both $0.46$0.78 for the prior year comparable period.

 

Net Interest Income.Income. Net interest incomeincome increased to $6.16to $11.85 million for the three months ended September 30, 2017,March 31, 2022, from $5.42$11.14 million for the same quarter in the prior year. Thisyear. The increase of $738,000,$706,000, or 13.6%6.3%, was primarily the result of an increase in interest and dividend income of $1.01 million,$767,000, partially offset by an increase in interest expense of $278,000.$61,000.

 

Interest and Dividend Income. Income. Interest and dividend income was $7.22$12.77 million for the three months ended September 30, 2017,March 31, 2022 compared to $6.21$12.00 million for the three months ended September 30, 2016, an increase of $1.01 million,March 31, 2021. Interest on investment securities available-for-sale increased by $420,000, or 16.3%. Interest and fees on loans47.9% period over period. Average balances for investments increased to $6.48$273.00 million for the three months ended September 30, 2017March 31, 2022, from $5.46$163.42 million for the three months ended September 30, 2016.March 31, 2021. The increase in average investment balances was largely driven by purchase activity due to excess liquidity levels. However, average interest rates earned on investments decreased to 1.93% for the three months ended March 31, 2022 from 2.18% for the three months ended March 31, 2021. Interest and fees on loans increased to $11.37 million for the three months ended March 31, 2022 from $11.03 million for the three months ended March 31, 2021. This increase of $1.02 million,$344,000, or 18.7%3.1%, was due to an increase in the average balance of loans, as well as, an increasepartially offset by a decrease in the average yield of loans for the quarter ended September 30, 2017.on loans. Average balances for loans receivable, net, including loans held-for-sale, for the three months ended September 30, 2017March 31, 2022 were $520.60$974.18 million, compared to $471.44$890.04 million for the prior year period. This represents an increase of $49.16$84.14 million, or 10.4%9.5%. The average interest rate earned on loans receivable increaseddecreased by 3530 basis points, from 4.63%5.03% for the three months ended March 31, 2021 to 4.98%.4.73% for the current period. Interest and dividendsaccretion on investment securities available-for-sale decreased slightly period over period. Averagepurchased loans was $108,000 for the three months ended March 31, 2022 which resulted in a 3 basis point increase in net interest rates earnedmargin compared to $189,000 for the three months ended March 31, 2021 which resulted in a 7 basis point increase in net interest margin. PPP fee income on investmentsloans was $177,000 for the three months ended March 31, 2022, which resulted in a 5 basis point increase in net interest margin compared to $500,000 for the three months ended March 31, 2021  which resulted in an 18 basis point increase in net interest margin. 

Interest Expense.Total interest expense was $923,000 for the three months ended March 31, 2022 compared to $862,000 for the three months ended March 31, 2021. The increase of $61,000, or 7.1%, was due to a net increase of $151,000 in interest expense on total borrowings, partially offset by a decrease of $90,000 in interest expense on deposits. The average balance for total borrowings increased to 2.27% from 2.11%. However, average balances for investments decreased to $121.97$44.38 million for the three months ended September 30, 2017, from $134.39March 31, 2021 to $63.63 million for the three months ended September 30, 2016.

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Results$40.00 million of Operations forsubordinated notes in January 2022. A portion of the Three Months Ended September 30, 2017 and 2016 – continued

Interest Expense. Total interest expense was $1.07net proceeds were used to redeem $10.00 million of senior notes due in February 2022. However, the average rate paid on total borrowings decreased from 4.20% for the three months ended September 30, 2017 comparedMarch 31, 2021, to $787,0003.89% for the three months ended September 30, 2016.March 31, 2022. The increase of $278,000 or 35.3% was primarilydecrease in the average rate paid is due to an increasethe change in interest expensethe mix of the outstanding borrowings. The overall average rate on FHLB advances and other borrowings including long-term debt. The average borrowing balance increased from $99.25 milliontotal deposits was 0.10% for the three months ended September 30, 2016March 31, 2022 compared to $118.24 million0.15% for the three months ended September 30, 2017. TheMarch 31, 2021. However, the average rate paid increased from 1.63%balance for total deposits was $1.24 billion for the three months ended September 30, 2016,March 31, 2022 compared to 2.30%$1.05 billion for the three months ended September 30, 2017. In February 2017, the Company completed the issuance of $10.00 million in aggregate principal amount of 5.75% fixed senior unsecured notes due in 2022.March 31, 2021. 

Loan Loss ProvisionLoss Provision.Loan loss provisions are charged to earnings to maintain the total allowance for loan losses at a level considered adequate by management of the Bank to provide for probable loan losses based on prior loss experience, volume and type of lending conducted by the Bankwe conduct and past due loans in the portfolio. The Bank’s policiespolicies require the review of assets on a quarterly basis. The Bank classifies loans as well as other assets if warranted. While management believes it uses the best information available to make a determination with respect to the allowance for loan losses, it recognizes that future adjustments may be necessary. The Bank recorded $331,000$279,000 in provision for loan lossesloss provisions for the three months ended September 30, 2017March 31, 2022 and $472,000$299,000 for the three months ended September 30, 2016.March 31, 2021. Management believes the level of total allowances is adequate to cover estimated losses inherent in the portfolio. However, if the economic forecast worsens relative to the assumptions we utilized, our allowance for credit losses will increase accordingly in future periods. 

 

Noninterest Income.Income. Total noninterest income decreased to $3.99was $8.29 million for the three months ended September 30, 2017, from $4.69March 31, 2022 compared to $13.39 million for the three months ended September 30, 2016,March 31, 2021. The decrease of $5.10 million was primarily driven by a decrease in mortgage banking, net of $701,000 or 14.9%. The decrease is primarily due to a decrease in$5.51 million. Mortgage banking, net includes net gain on sale of mortgage loans which decreased $8.05 million to $2.57$6.23 million for the three months ended September 30, 2017 from $3.16March 31, 2022 compared to $14.28 million for the three months ended September 30, 2016. GrossMarch 31, 2021. This change reflects a mortgage market that is returning to more normal levels after record levels were reached in 2021. During the three months ended March 31, 2022, $172.14 million residential mortgage loans were sold compared to $260.49 million in the same period in the prior year. In addition, gross margin on sale of mortgage loans were approximately 3.0% for the three months ended September 30, 2017March 31, 2022 was 3.62% compared to approximately 3.3%5.48% for the three months ended September 30, 2016. DuringMarch 31, 2021. There has been some margin compression due to increased competition. Mortgage banking, net also includes the three months ended September 30, 2017, $85.29 millionimpact of mortgagefair value changes of loans were sold during the current quarter comparedheld-for sale and derivatives which can fluctuate due to $95.55 millionchanges in the same quartermarket. The net change in the prior year. In addition, the Company incurredfair value of loans held-for sale and derivatives was a net gainloss of $110,000 on sale of available-for-sale securities$535,000 for the three months ended September 30, 2016. There we no securities sales duringMarch 31, 2022 compared to a loss of $2.46 million for the three months ended September 30, 2017.prior period. 

 

Noninterest Expense.Expense. Noninterest expense was $7.56$16.95 million for the three months ended September 30, 2017March 31, 2022 compared to $7.16$17.21 million for the three months ended September 30, 2016.March 31, 2021, a decrease of $265,000 or 1.5%. The increase of $398,000 or 5.6% is largely due todecrease was impacted by lower commissions paid on residential mortgage originations. However, acquisition costs totaling $276,000were also incurred during the three months ended March 31, 2022 related to the recently completed merger agreement with TwinCo, Inc. discussed above.FCB. 

Provision for Income Tax ExpenseTaxes. Income tax expenseProvision for income taxes was $538,000$695,000 for the three months ended September 30, 2017,March 31, 2022, compared to $707,000$1.76 million for the three months ended September 30, 2016.March 31, 2021 due to decreased income before provision for income taxes. The effective tax rate for the three months ended September 30, 2017March 31, 2022 was 23.8%.

Results of Operations23.9% compared to 25.0% for the Nine Months Ended September 30, 2017 and 2016

Net Income. Eagle’s net income for the ninethree months ended September 30, 2017 was $3.55 million compared to $3.68 million of net income for the nine months ended September 30, 2016. The slight decrease of $133,000, or 3.6%, was primarily due to an increase in noninterest expense of $2.23 million and a decrease in noninterest income of $625,000, largely offset by an increase in net interest income after loan loss provision of $2.74 million. Basic and diluted earnings per share were $0.93 and $0.92, respectively, for the current period. Basic and diluted earnings per share were $0.97 and $0.95, respectively, for the prior year comparable period.

Net Interest Income. Net interest income increased to $17.52 million for the nine months ended September 30, 2017, from $15.23 million for the previous year’s nine month period. This increase of $2.29 million, or 15.0%, was the result of an increase in interest and dividend income of $2.93 million partially offset by an increase in interest expense of $642,000.

Interest and Dividend Income. Interest and dividend income was $20.49 million for the nine months ended September 30, 2017, compared to $17.56 million for the nine months ended September 30, 2016, an increase of $2.93 million, or 16.7%. Interest and fees on loans increased to $18.22 million for the nine months ended September 30, 2017 from $15.25 million for the same period ended September 30, 2016. This increase of $2.97 million, or 19.5%, was due to an increase in the average balance of loans, as well as, an increase in the average yield on loans. Average balances for loans receivable, net, including loans held-for-sale, for the nine months ended September 30, 2017 were $502.56 million, compared to $449.33 million for the prior year period. This represents an increase of $53.23 million, or 11.8%. The average interest rate earned on loans receivable increased by 30 basis points, from 4.53% to 4.83%. Interest and dividends on investment securities available-for-sale decreased slightly period over period. Average balances for investments decreased to $125.64 million for the nine months ended September 30, 2017, from $141.06 million for the nine months ended September 30, 2016. However, average interest rates earned on investments increased to 2.27% from 2.08%.March 31, 2021.

 

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

MANAGEMENT’S

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

Results of Operations for the Nine Months Ended September 30, 2017 and 2016 – continued

Interest Expense. Total interest expense for the nine months ended September 30, 2017 was $2.97 million compared to $2.33 million for the nine months ended September 30, 2016. The increase of $642,000, or 27.6%, was largely attributable to an increase in interest expense on FHLB advances and other borrowings and other long-term debt. The average borrowing balance increased from $94.12 million for the nine months ended September 30, 2016 to $108.29 million for the nine months ended September 30, 2017. The average rate paid increased from 1.71% for the nine months ended September 30, 2016, to 2.25% for the nine months ended September 30, 2017. In February 2017, the Company completed the issuance of $10.00 million in aggregate principal amount of 5.75% fixed senior unsecured notes due in 2022.

Loan Loss Provision. Loan loss provisions are charged to earnings to maintain the total allowance for loan losses at a level considered adequate by management of the Bank, to provide for probable loan losses based on prior loss experience, volume and type of lending conducted by the Bank and past due loans in the portfolio. The Bank’s policies require a review of assets on a quarterly basis. The Bank classifies loans as well as other assets if warranted. While management believes it uses the best information available to make a determination with respect to the allowance for loan losses, it recognizes that future adjustments may be necessary. The Bank recorded $934,000 in loan loss provisions for the nine months ended September 30, 2017 and $1.38 million in the nine months ended September 30, 2016. Total nonperforming loans, including restructured loans, was $1.40 million at September 30, 2017. As of September 30, 2017, the Bank had $527,000 in foreclosed real estate property and other repossessed property.

Noninterest Income. Total noninterest income decreased slightly to $10.77 million for the nine months ended September 30, 2017, from $11.39 million for the nine months ended September 30, 2016, a decrease of $625,000 or 5.5%. The decrease is due in part to a decrease in net gain on sale of loans which decreased to $6.66 million for the nine months ended September 30, 2017 from $7.32 million for the nine months ended September 30, 2016. Gross margin on sale of mortgage loans were approximately 3.1% for the nine months ended September 30, 2017 compared to approximately 3.4% for the three months ended September 30, 2016. The decrease in gross margin on sale of mortgage loans is due to interest rate movements in the mortgage market. During the nine months ended September 30, 2017, $215.20 million of mortgage loans were sold compared to $217.60 million in the same period in the prior year. The change in the net loss/gain on sale of available-for-sale securities also decreased noninterest income. The Company incurred a net loss on sale of available-for-sale securities of $14,000 for the nine months ended September 30, 2017 compared to a net gain of $194,000 for the nine months ended September 30, 2016. These decreases were partially offset by an increase in mortgage loan servicing fees of $314,000 due to our increased servicing portfolio.

Noninterest Expense. Noninterest expense was $22.62 million for the nine months ended September 30, 2017 compared to $20.39 million for the nine months ended September 30, 2016. The increase of $2.23 million, or 10.9%, is largely due to increased salaries and employee benefits expense of $1.57 million. The increase in salaries expense is due in part to higher commission-based compensation related to the continued loan growth and additional staff related to compliance with mortgage rules. In addition, the Company incurred acquisition costs totaling $276,000 related to the merger agreement with TwinCo, Inc. discussed above.

Income Tax Expense. Income tax expense was $1.19 million for the nine months ended September 30, 2017, compared to $1.17 million for the nine months ended September 30, 2016. The effective tax rate for the nine months ended September 30, 2017 was 25.1%. Income tax expense has increased with our increased income levels. However, tax free municipal bond income and Bank owned life insurance income help to lower the overall effective tax rates. The effective tax rate is further reduced by a tax credit investment entered into by the Company in 2012. The Bank made an investment in Certified Development Entities which have received allocations of New Markets Tax Credits (“NMTC”). Administered by the Community Development Financial Institutions Fund of the U.S. Department of the Treasury, the NMTC program is aimed at stimulating economic and community development and job creation in low-income communities. The federal income tax credits received are claimed over an estimated seven-year credit allowance period.

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Liquidity and Capital Resources

 

Liquidity

 

The Bank is required by regulation to maintain minimumsufficient levels of liquid assets as defined in the regulations of the Montana Division of Banking and Financial Institutions and Federal Reserve Bank (“FRB”) regulations. The liquidity requirement is retained for safety and soundness purposes, and appropriatepurposes. Appropriate levels of liquidity will depend upon the types of activities in which the company engages. For internal reporting purposes, the Bank uses policy minimums of 1.0%, and 8.0% for “basic surplus” and “basic surplus with FHLB” as internally defined. In general, the “basic surplus” is a calculation of the ratio of unencumbered short-term assets reduced by estimated percentages of CD maturities and other deposits that may leave the Bank in the next 90 days divided by total assets. “Basic surplus with FHLB” adds to “basic surplus” the additional borrowing capacity the Bank has with FHLB.the FHLB of Des Moines. The Bank exceeded those minimum ratiosas of both September 30, 2017March 31, 2022 and December 31, 2016.2021.

 

The Bank’sBank’s primary sources of funds are deposits, repayment of loans and mortgage-backed and collateralized mortgage obligation securities, maturities of investments, funds provided from operations, and advances from the FHLB of Des Moines and other borrowings. Scheduled repayments of loans and mortgage-backed and collateralized mortgage obligation securities and maturities of investment securities are generally predictable. However, other sources of funds, such as deposit flows and loan prepayments, can be greatly influenced by the general level of interest rates, economic conditions and competition. The BankCompany uses liquidity resources principally to fund existing and future loan commitments. It also uses them to fund maturing certificates of deposit and demand deposit withdrawalswithdrawals. In addition, the Company uses liquidity resources for investment purposes, to meet operating expenses and capital expenditures, for dividend payments and stock repurchases and to invest in other loans and investments, maintain adequate liquidity and meet operating expenses.levels.

 

Liquidity may be adversely affected by unexpected deposit outflows, higher interest rates paid by competitors, and similar matters. Management monitors projected liquidity needs and determines the level desirable based in part on Eagle’s commitments to make loans and management’smanagement’s assessment of the Bank’sEagle’s ability to generate funds.

Through the three months ended March 31, 2022, liquidity levels remained strong. The Company completed a $40.00 million subordinated debt offering in January 2022. A portion of the net proceeds were used to repay at maturity the $10.00 million of senior notes due in February 2022.

 

Capital Resources

 

At AugustAs of March 31, 2017 (the most recent report available for September 30, 2017),2022, the Bank’s internally determined measurement of sensitivity to interest rate movements as measured by a 200 basis point rise in interest rates scenario, increased the economic value of equity (“EVE”) by 3.9% compared 13.30% compared to an increase of 2.1%8.90% at November 30, 2016 (the most recent report available for December 31, 2016).2021. The Bank is within the guidelines set forth by the Board of Directors for interest rate risk sensitivity in rising interest rate scenarios.

Beginning January 1, 2015, community banking organizations became subject to a new regulatory rule recently adopted by federal banking agencies (commonly referred to as Basel III). The new rule establishes a new regulatory capital framework that incorporates revisions to the Basel capital framework, strengthens the definition of regulatory capital, increases risk-based capital requirements, and amends the methodologies for determining risk-weighted assets. These changes are expected to increase the amount of capital required by community banking organizations. Basel III includes a multiyear transition period from January 1, 2015 through December 31, 2019.

 

The Banks’s Tier I leverage ratio, as measured underBank’s regulatory capital was in excess of all applicable regulatory requirements and the Bank is deemed "well capitalized" pursuant to State of Montana and FRB rules increased from 9.23% as of March 31, 2022. The Bank's Tier 1 leverage ratio decreased slightly from 10.96% as of December 31, 20162021 to 10.57%10.95% as of September 30, 2017.March 31, 2022, compared to a regulatory requirement of 4.00%. The Bank’s strongtotal capital, Tier 1 capital and common equity Tier 1 capital leverage ratios were 15.13%, 13.99% and 13.99%, respectively, compared to regulatory requirements of 10.50%, 8.50% and 7.00%, respectively. All of these ratios with the exception of the Tier 1 leverage ratio include the capital conservation buffer of 2.50%. The Bank’s capital position helps to mitigate its interest rate risk exposure.

 

As of September 30, 2017, the Bank’s regulatory capital was in excess of all applicable regulatory requirements. As of September 30, 2017, the Bank’s total capital, Tier 1 capital, common equity Tier 1 capital and Tier 1 leverage ratios were 15.40%, 14.32%, 14.32% and 10.57%, respectively, compared to regulatory requirements of 9.25%, 7.25%, 5.75% and 5.25%, respectively. These regulatory requirement ratios include the capital conservation buffer of 1.25% phased-in beginning January 1, 2017.

  

March 31, 2022

 
  

(Unaudited)

 
  

Dollar

  

% of

 
  

Amount

  

Assets

 
  

(Dollars in Thousands)

 

Total risk-based capital to risk weighted assets:

        

Actual capital level

 $169,151   15.13%

Minimum required for capital adequacy purposes

  117,394   10.50 

Excess capital

 $51,757   4.63%
         

Tier 1 capital to risk weighted assets:

        

Actual capital level

 $156,451   13.99%

Minimum required for capital adequacy purposes

  95,033   8.50 

Excess capital

 $61,418   5.49%
         

Common equity tier 1 capital to risk weighted assets:

        

Actual capital level

 $156,451   13.99%

Minimum required for capital adequacy purposes

  78,263   7.00 

Excess capital

 $78,188   6.99%
         

Tier 1 capital to adjusted total average assets:

        

Actual capital level

 $156,451   10.95%

Minimum required for capital adequacy purposes

  57,173   4.00 

Excess capital

 $99,278   6.95%

 

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

MANAGEMENT’S

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Impact of Inflation and Changing Prices

 

LiquidityOur condensed consolidated financial statements and Capital Resources – continued

  

September 30, 2017

 
  

(Unaudited)

 
  

Dollar

  

% of

 
  

Amount

  

Assets

 
  

(Dollars in Thousands)

 

Total risk-based capital to risk weighted assets:

        

Capital level

 $78,645   15.40

%

Requirement

  47,252   9.25 

Excess

 $31,393   6.15

%

         

Tier I capital to risk weighted assets:

        

Capital level

 $73,145   14.32

%

Requirement

  37,036   7.25 

Excess

 $36,109   7.07

%

         

Common equity tier I capital to risk weighted assets:

        

Capital level

 $73,145   14.32

%

Requirement

  29,373   5.75 

Excess

 $43,772   8.57

%

         

Tier I capital to adjusted total average assets:

        

Capital level

 $73,145   10.57

%

Requirement

  36,343   5.25 

Excess

 $36,802   5.32

%

the accompanying notes, which are found in Part I, Item 1, have been prepared in accordance with generally accepted accounting principles, which require the measurement of financial position and operating results in terms of historical dollars without considering the change in the relative purchasing power of money over time and due to inflation. The impact of inflation is reflected in the increased cost of our operations. Interest rates have a greater impact on our performance than do the general levels of inflation. Interest rates do not necessarily move in the same direction or to the same extent as the prices of goods and services.

 

Interest Rate Risk

 

Interest rate risk is the potential for loss of future earnings resulting from adverse changes in the level of interest rates.rates. Interest rate risk results from several factors and could have a significant impact on the Company’s net interest income, which is the Company primary source of net income. Net interest income is affected by changes in interest rates, the relationship between rates on interest bearinginterest-bearing assets and liabilities, the impact of interest fluctuations on asset prepayments and the mix of interest bearinginterest-bearing assets and liabilities.

 

Although interest rate risk is inherent in the banking industry, banks are expected to have sound risk management practices in place to measure, monitor and control interest rate exposures.exposures. The objective of interest rate risk management is to contain the risks associated with interest rate fluctuations. The process involves identification and management of the sensitivity of net interest income to changing interest rates.

 

The ongoing monitoring and management of this risk is an important component of the Company’sCompany’s asset/liability committee, which is governed by policies established by the Company’s Board that are reviewed and approved annually. The Board delegates responsibility for carrying out the asset/liability management policies to the Bank’s asset/liability committee. In this capacity, the asset/liability committee develops guidelines and strategies impacting the Company’s asset/liability management related activities based upon estimated market risk sensitivity, policy limits and overall market interest rate levels and trends. The Company’s goal of its asset and liability management practices is to maintain or increase the level of net interest income within an acceptable level of interest rate risk. Our asset and liability policy and strategies are expected to continue as described so long as competitive and regulatory conditions in the financial institution industry and market interest rates continue as they have in recent years.

EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Interest Rate Risk– continued

 

The Bank has established acceptable levels of interest rate risk as follows:follows for an instantaneous and permanent shock in rates: Projected net interest income over the next twelve months (i.e. year-1) and the subsequent twelve months (i.e. year-2) will not be reduced by more than 15.0% given a changean immediate increase in interest rates of up to 200 basis points (+ or -).by more than 10.0% given an immediate increase or decrease in interest rates of up to 100 basis points.

 

The following table includes the Banks’sBank’s net interest income sensitivity analysis.

 

Changes in Market 

 

Rate Sensitivity

 

 

Interest Rates

 

As of August 31, 2017

 

Policy

(Basis Points)

 

Year 1

 

Year 2

 

Limits

 

 

 

 

 

 

 

+200

 

0.25%

 

0.83%

 

-15.00%

-100

 

-1.80%

 

-6.30%

 

-15.00%

 

 

 

 

 

 

 

Impact of Inflation and Changing Prices

Our financial statements and the accompanying notes have been prepared in accordance with generally accepted accounting principles, which require the measurement of financial position and operating results in terms of historical dollars without considering the change in the relative purchasing power of money over time and due to inflation. The impact of inflation is reflected in the increased cost of our operations. Interest rates have a greater impact on our performance than do the general levels of inflation. Interest rates do not necessarily move in the same direction or to the same extent as the prices of goods and services.

       

Changes in Market

 

Rate Sensitivity

  

Interest Rates

 

As of March 31, 2022

 

Policy

(Basis Points)

 

Year 1

 

Year 2

 

Limits

       

+200

 

4.1%

 

10.4%

 

-15.0%

+100 2.3% 6.0% -10.0%

-100

 

-3.4%

 

-6.6%

 

-10.0%

 

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Quantitative and Qualitative Disclosures About Market Risk

 

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

 

This item has been omitted based on Eagle’sEagle’s status as a smaller reporting company.

 

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Item 4. 4. Controls and Procedures

 

As of the end of the period covered by this report, we conducted an evaluation under the supervision and with the participation of our management including our Chief Executive Officer (“CEO”) and our Chief Financial Officer (“CFO”) of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, to ensure that information required to be disclosed by us in the reports filed or submitted by us under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’sCommission’s rules and forms, including to ensure that information required to be disclosed by us in the reports filed or submitted by us under the Exchange Act is accumulated and communicated to management to allow timely decisions regarding required disclosure. Based on that evaluation, our CEO and CFO concluded that as of September 30, 2017,March 31, 2022, our disclosure controls and procedures were effective. During the last quarter, there were no changes in the Company’s internal control over financial reporting that have materially affected, or were reasonably likely to materially affect, the Company’s internal control over financial reporting.

 

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

 

Part II - OTHER INFORMATION

 

Item 1.

Legal Proceedings.

 

Neither the Company nor the Bank is involved in any pending legal proceeding other than non-material legal proceedings occurring in the ordinary course of business.

 

Item 1A.

Risk Factors.Factors

 

There have not been any material changes in the risk factors previously disclosed in Part I,1, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2016.2021 and any subsequently filed Quarterly Reports on Form 10-Q.

 

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds.

 

On July 20, 2017, theApril 21, 2022, Eagle's Board authorized the repurchase of up to 100,000400,000 shares of its common stock. Under the plan, shares may be purchased by the Company on the open market or in privately negotiated transactions. The extent to which the company repurchases its shares and the timing of such repurchase will depend upon market conditions and other corporate considerations. No shares were purchased under this plan during the three months ended September 30, 2017. The plan expires on July 20, 2018.

April 21, 2023.

On July 21, 2016, the22, 2021, Eagle's Board authorized the repurchase of up to 100,000 shares of its common stock. Under the plan, shares could be purchased by the Company on the open market or in privately negotiated transactions. No shares were purchased under this plan. The plan expired on July 21, 2017.

On July 23, 2015, the Board of Directors authorized the repurchase of up to 100,000 shares of its common stock. Under the plan, shares could be purchased by the Company on the open market or in privately negotiated transactions. DuringThe extent to which the three months ended December 31, 2015, 15,000company repurchases its shares and the timing of such repurchase will depend upon market conditions and other corporate considerations. No shares were purchased during the third or fourth quarter of 2021. However, during February 2022, the Company repurchased the total authorized amount of 100,000 shares at an average price of $11.75$22.71 per share. DuringThe plan expires on July 22, 2022. 

The following table summarizes the Company's purchase of its common stock for the three months ended September 30, 2015, 46,065March 31, 2022.

          

Total Number

  

Maximum

 
          

of Shares

  

Number of

 
          

Purchased

  

Shares that

 
  

Total

      

as Part of

  

May Yet Be

 
  

Number of

  

Average

  

Publicly

  

Purchased

 
  

Shares

  

Price Paid

  

Announced Plans

  

Under the Plans

 
  

Purchased

  

Per Share

  

or Programs

  

or Programs

 
                 

January 1, 2022 through January 31, 2022

  -  $-   -   - 
                 

February 1, 2022 through February 28, 2022

  100,000   22.71   100,000   - 
                 

March 1, 2022 through March 31, 2022

  -   -   -   - 
                 

Total

  100,000  $22.71   100,000     

On July 23, 2020, Eagle's Board authorized the repurchase of up to 100,000 shares of its common stock. Under the plan, shares could be purchased by the Company on the open market or in privately negotiated transactions. The extent to which the company repurchased its shares and the timing of such repurchases depended upon market conditions and other corporate considerations. During the third quarter of 2020, 41,337 shares were purchased under this plan at an average price of $11.47$15.75 per share. However, no shares were purchased during the fourth quarter of 2020 or during 2021. The plan expired on July 23, 2016.2021.

Item 3.

Defaults Upon Senior Securities.

Not applicable.

Item 4.

Mine Safety Disclosures


Not applicable.

 

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

Part II - OTHER INFORMATION (CONTINUED)- continued

 

 

Item 3.5.

Defaults Upon Senior Securities.Other Information.

 

Not applicable.None.

 

Item 4.6.

Mine Safety DisclosuresExhibits.


Not applicable

 

Item 5.

Other Information.

None.

Item 6.

Exhibits.

Exhibit

Number

Description

2.1

Agreement and Plan of Merger, dated as of September 5, 2017,30, 2021, by and among Eagle Bancorp Montana, Inc., Opportunity Bank of Montana, TwinCo,First Community Bancorp, Inc. and Ruby ValleyFirst Community Bank (incorporated herein by reference to Exhibit 2.1 toof our Current Report on Form 8-K filed on September 6, 2017)October 1, 2021).

  

3.1

Amended and Restated Certificate of Incorporation of Eagle Bancorp Montana, Inc. (incorporated by reference to Exhibit 3.1 of our Current Report on Form 8-K filed on February 23, 2010).

3.2

Certificate of Amendment to the Amended and Restated Certificate of Incorporation. (incorporated by reference to Exhibit 3.2 of our Quarterly Report on Form 10-Q filed on May 9, 2019).

3.3

Bylaws of Eagle Bancorp Montana, Inc., amended as of August 20, 2015 (incorporated by reference to 3.1 of our Current Report on Form 8-K filed on August 25, 2015).

10.1

Amendment No. 4 to the Eagle Bancorp Montana, Inc. 2011 Stock Incentive Plan for Directors, Officers and Employees (incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K filed on April 27, 2022).

31.1

Certification by Peter J. Johnson, Chief Executive Officer, pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 (a) of the Sarbanes-Oxley Act of 2002.

31.2

Certification by Laura F. Clark,Miranda J. Spaulding, Chief Financial Officer, pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 (a) of the Sarbanes-Oxley Act of 2002.

32.1

Certification by Peter J. Johnson, Chief Executive Officer, and Laura F. Clark,Miranda J. Spaulding, Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS

Inline XBRL Instance Document

(the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document)(1)
  

101.SCH

Inline XBRL Taxonomy Extension Schema Document(1)

101.CAL

Inline XBRL Taxonomy Extension Calculation Linkbase Document(1)

101.DEF

Inline XBRL Taxonomy Extension Definition Linkbase Document(1)

101.LAB

Inline XBRL Taxonomy Extension Label Linkbase Document(1)

101.PRE

Inline XBRL Taxonomy Extension Presentation Linkbase Document(1)

  

101.CAL

104

Cover Page Interactive Data File (formatted as Inline XBRL Taxonomy Extension Calculation Linkbase Documentand contained in Exhibit 101)

  

101.DEF

XBRL Taxonomy Extension Definition Linkbase Document

(1)These interactive data files shall not be deemed filed for purposes of Section 11 or 12 of the Securities Act of 1933, as amended, or Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liability under those sections. 

101.LAB

XBRL Taxonomy Extension Label Linkbase Document

101.PRE

XBRL Taxonomy Extension Presentation Linkbase Document

 

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EAGLE BANCORP MONTANA, INC. AND SUBSIDIARIES

 

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.

 

 

 

EAGLE BANCORP MONTANA, INC.

 

  

 

Date: November 13, 2017May 5, 2022

By:

/s/ Peter J. Johnson

Peter J. Johnson

 

President/CEO

 

 

 

 

 

 

 

  

Date: November 13, 2017May 5, 2022

By:

/s/ Laura F. Clark Miranda J. Spaulding

Laura F. ClarkMiranda J. Spaulding

Senior Vice President/SVP/CFO

 

 

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