UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark one)One)
☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended June 30, 2021 |
☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2020
OR
☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from _________ to _________ |
Commission File Number 0-24100-24100
HMN FINANCIAL, INC.
(Exact name of registrant as specified in its charter)
Delaware | 41-1777397 | |
(State or | (I.R.S. Employer Identification No.) | |
1016 Civic Center Drive N.W., Rochester, MN | 55901 | |
(Address of | (Zip Code) | |
Registrant's | (507) 535-1200 |
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 | HMNF | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files). Yes ☒ 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 ☒ | Emerging growth company ☐ |
If an emerging growth company, indicate by check markcheckmark 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. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
Indicate the number of shares outstanding of each of the issuer's classes of common stock as of the latest practicable date.
Class | Outstanding at | |
Common stock, $0.01 par value |
|
PART I |
36
Item 1: | 37 | |||
Item 1A: | 37 | |||
Item 2: | 37 | |||
Item 3: | 37 | |||
Item 4: | 37 | |||
Item 5: | 37 | |||
Item 6: | 38 | |||
39 |
PartPART I – FINANCIAL INFORMATION
Item1: Financial Statements
HMN FINANCIAL, INC. AND SUBSIDIARIES | ||||||
Consolidated Balance Sheets |
September 30, | December 31, | June 30, | December 31, | |||||||||||||
(Dollars in thousands, except per share data) | 2020 | 2019 | ||||||||||||||
(Dollars in thousands) | 2021 | 2020 | ||||||||||||||
(unaudited) | (unaudited) | |||||||||||||||
Assets | ||||||||||||||||
Cash and cash equivalents | $ | 76,027 | 44,399 | $ | 100,406 | 86,269 | ||||||||||
Securities available for sale: | ||||||||||||||||
Mortgage-backed and related securities (amortized cost $69,826 and $54,777) | 71,458 | 54,851 | ||||||||||||||
Other marketable securities (amortized cost $46,874 and $52,751) | 47,106 | 52,741 | ||||||||||||||
Mortgage-backed and related securities (amortized cost $165,202 and $99,821) | 165,886 | 101,464 | ||||||||||||||
Other marketable securities (amortized cost $45,690 and $46,491) | 45,648 | 46,626 | ||||||||||||||
118,564 | 107,592 | 211,534 | 148,090 | |||||||||||||
Loans held for sale | 7,225 | 3,606 | 7,380 | 6,186 | ||||||||||||
Loans receivable, net | 670,297 | 596,392 | 637,219 | 642,630 | ||||||||||||
Accrued interest receivable | 4,236 | 2,251 | 2,135 | 3,102 | ||||||||||||
Mortgage servicing rights, net | 2,880 | 2,172 | 3,160 | 3,043 | ||||||||||||
Premises and equipment, net | 10,342 | 10,515 | 9,871 | 10,133 | ||||||||||||
Goodwill | 802 | 802 | 802 | 802 | ||||||||||||
Core deposit intangible | 82 | 156 | 23 | 57 | ||||||||||||
Prepaid expenses and other assets | 6,798 | 8,052 | 6,154 | 7,241 | ||||||||||||
Deferred tax asset, net | 1,199 | 1,702 | 2,342 | 2,027 | ||||||||||||
Total assets | $ | 898,452 | 777,639 | $ | 981,026 | 909,580 | ||||||||||
Liabilities and Stockholders’ Equity | ||||||||||||||||
Liabilities and Stockholders’ Equity | ||||||||||||||||
Deposits | $ | 787,023 | 673,870 | $ | 862,282 | 795,204 | ||||||||||
Accrued interest payable | 225 | 420 | 106 | 140 | ||||||||||||
Customer escrows | 1,857 | 2,413 | 2,382 | 1,998 | ||||||||||||
Accrued expenses and other liabilities | 8,204 | 8,288 | 8,298 | 8,986 | ||||||||||||
Total liabilities | 797,309 | 684,991 | 873,068 | 806,328 | ||||||||||||
Commitments and contingencies | ||||||||||||||||
Stockholders’ equity: | ||||||||||||||||
Serial preferred stock ($.01 par value): authorized 500,000 shares; issued 0 | 0 | 0 | ||||||||||||||
Common stock ($.01 par value): authorized 16,000,000 shares; issued 9,128,662 | 91 | 91 | ||||||||||||||
Serial-preferred stock: ($.01 par value) authorized 500,000 shares; issued 0 | 0 | 0 | ||||||||||||||
Common stock ($.01 par value): Authorized 16,000,000 shares; issued 9,128,662 | 91 | 91 | ||||||||||||||
Additional paid-in capital | 40,393 | 40,365 | 40,484 | 40,480 | ||||||||||||
Retained earnings, subject to certain restrictions | 114,724 | 107,547 | 125,795 | 117,849 | ||||||||||||
Accumulated other comprehensive income | 1,343 | 46 | 462 | 1,282 | ||||||||||||
Unearned employee stock ownership plan shares | (1,498 | ) | (1,643 | ) | (1,353 | ) | (1,450 | ) | ||||||||
Treasury stock, at cost 4,292,303 and 4,284,840 shares | (53,910 | ) | (53,758 | ) | ||||||||||||
Treasury stock, at cost 4,484,087 and 4,359,552 shares | (57,521 | ) | (55,000 | ) | ||||||||||||
Total stockholders’ equity | 101,143 | 92,648 | 107,958 | 103,252 | ||||||||||||
Total liabilities and stockholders’ equity | $ | 898,452 | 777,639 | $ | 981,026 | 909,580 |
See accompanying notes to consolidated financial statements.
Consolidated Statements of Comprehensive Income | |||||||||||||||
(unaudited) |
Three Months Ended | Six Months Ended | |||||||||||||||||||||||||||||||
Three Months Ended | Nine Months Ended | June 30, | June 30, | |||||||||||||||||||||||||||||
(Dollars in thousands, except per share data) | 2020 | 2019 | 2020 | 2019 | 2021 | 2020 | 2021 | 2020 | ||||||||||||||||||||||||
Interest income: | Interest income: | |||||||||||||||||||||||||||||||
Loans receivable | $ | 7,489 | 7,428 | 22,156 | 22,597 | $ | 7,557 | 7,427 | 14,917 | 14,667 | ||||||||||||||||||||||
Securities available for sale: | ||||||||||||||||||||||||||||||||
Mortgage-backed and related | 271 | 56 | 825 | 146 | 440 | 265 | 831 | 554 | ||||||||||||||||||||||||
Other marketable | 163 | 309 | 546 | 905 | 62 | 171 | 169 | 383 | ||||||||||||||||||||||||
Other | 26 | 205 | 149 | 381 | 35 | 20 | 66 | 123 | ||||||||||||||||||||||||
Total interest income | 7,949 | 7,998 | 23,676 | 24,029 | 8,094 | 7,883 | 15,983 | 15,727 | ||||||||||||||||||||||||
Interest expense: | ||||||||||||||||||||||||||||||||
Deposits | 656 | 906 | 2,293 | 2,418 | 410 | 745 | 863 | 1,637 | ||||||||||||||||||||||||
Federal Home Loan Bank advances and other borrowings | 0 | 0 | 0 | 7 | ||||||||||||||||||||||||||||
Total interest expense | 656 | 906 | 2,293 | 2,425 | 410 | 745 | 863 | 1,637 | ||||||||||||||||||||||||
Net interest income | 7,293 | 7,092 | 21,383 | 21,604 | 7,684 | 7,138 | 15,120 | 14,090 | ||||||||||||||||||||||||
Provision for loan losses | 770 | (420 | ) | 1,548 | (1,452 | ) | (891 | ) | 318 | (1,467 | ) | 778 | ||||||||||||||||||||
Net interest income after provision for loan losses | 6,523 | 7,512 | 19,835 | 23,056 | 8,575 | 6,820 | 16,587 | 13,312 | ||||||||||||||||||||||||
Non-interest income: | ||||||||||||||||||||||||||||||||
Fees and service charges | 753 | 820 | 2,136 | 2,305 | 783 | 669 | 1,522 | 1,383 | ||||||||||||||||||||||||
Loan servicing fees | 347 | 324 | 976 | 957 | 384 | 297 | 779 | 629 | ||||||||||||||||||||||||
Gain on sales of loans | 3,005 | 845 | 6,503 | 1,835 | 1,665 | 2,364 | 3,438 | 3,498 | ||||||||||||||||||||||||
Other | 291 | 238 | 846 | 842 | 1,910 | 264 | 2,258 | 555 | ||||||||||||||||||||||||
Total non-interest income | 4,396 | 2,227 | 10,461 | 5,939 | 4,742 | 3,594 | 7,997 | 6,065 | ||||||||||||||||||||||||
Non-interest expense: | ||||||||||||||||||||||||||||||||
Compensation and benefits | 3,916 | 3,849 | 11,762 | 11,496 | 4,096 | 3,799 | 7,917 | 7,846 | ||||||||||||||||||||||||
Occupancy and equipment | 1,101 | 1,142 | 3,335 | 3,284 | 1,104 | 1,111 | 2,211 | 2,234 | ||||||||||||||||||||||||
Data processing | 334 | 319 | 963 | 925 | 368 | 321 | 715 | 629 | ||||||||||||||||||||||||
Professional services | 241 | 428 | 1,175 | 1,081 | 283 | 447 | 486 | 934 | ||||||||||||||||||||||||
Other | 1,004 | 1,009 | 3,015 | 2,975 | 1,129 | 975 | 2,130 | 2,011 | ||||||||||||||||||||||||
Total non-interest expense | 6,596 | 6,747 | 20,250 | 19,761 | 6,980 | 6,653 | 13,459 | 13,654 | ||||||||||||||||||||||||
Income before income tax expense | 4,323 | 2,992 | 10,046 | 9,234 | 6,337 | 3,761 | 11,125 | 5,723 | ||||||||||||||||||||||||
Income tax expense | 1,222 | 916 | 2,869 | 2,677 | 1,809 | 1,070 | 3,179 | 1,647 | ||||||||||||||||||||||||
Net income | 3,101 | 2,076 | 7,177 | 6,557 | 4,528 | 2,691 | 7,946 | 4,076 | ||||||||||||||||||||||||
Other comprehensive income (loss), net of tax | (202 | ) | 149 | 1,297 | 1,075 | 421 | 224 | (820 | ) | 1,499 | ||||||||||||||||||||||
Comprehensive income available to common shareholders | $ | 2,899 | 2,225 | 8,474 | 7,632 | |||||||||||||||||||||||||||
Comprehensive income available to common stockholders | $ | 4,949 | 2,915 | 7,126 | 5,575 | |||||||||||||||||||||||||||
Basic earnings per share | $ | 0.67 | 0.45 | 1.55 | 1.42 | $ | 1.01 | 0.58 | 1.76 | 0.88 | ||||||||||||||||||||||
Diluted earnings per share | $ | 0.67 | 0.45 | 1.54 | 1.41 | $ | 1.00 | 0.58 | 1.74 | 0.88 | ||||||||||||||||||||||
See accompanying notes to consolidated financial statements.
HMN FINANCIAL, INC. AND SUBSIDIARIES
Consolidated Statements of Stockholders' Equity
For the Three and Six Months Ended June 30, 2021 and 2020
(unaudited)
Unearned | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Employee | Unearned | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accumulated | Stock | Total | Accumulated | Employee | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Additional | Other | Ownership | Stock- | Additional | Other | Stock | Total | |||||||||||||||||||||||||||||||||||||||||||||||||
Common | Paid-in | Retained | Comprehensive | Plan | Treasury | Holders’ | Common | Paid-In | Retained | Comprehensive | Ownership | Treasury | Stockholders’ | |||||||||||||||||||||||||||||||||||||||||||
(Dollars in thousands) | Stock | Capital | Earnings | Income | Shares | Stock | Equity | Stock | Capital | Earnings | Income | Plan Shares | Stock | Equity | ||||||||||||||||||||||||||||||||||||||||||
Balance, June 30, 2020 | $ | 91 | 40,312 | 111,623 | 1,545 | (1,546 | ) | (53,910 | ) | 98,115 | ||||||||||||||||||||||||||||||||||||||||||||||
Balance, March 31, 2021 | $ | 91 | 40,405 | 121,267 | 41 | (1,401 | ) | (55,339 | ) | 105,064 | ||||||||||||||||||||||||||||||||||||||||||||||
Net income | 3,101 | 3,101 | 4,528 | 4,528 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Other comprehensive loss | (202 | ) | (202 | ) | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Amortization of restricted stock awards | 54 | 54 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Earned employee stock ownership plan shares | 27 | 48 | 75 | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Balance, September 30, 2020 | $ | 91 | 40,393 | 114,724 | 1,343 | (1,498 | ) | (53,910 | ) | 101,143 | ||||||||||||||||||||||||||||||||||||||||||||||
Balance, December 31, 2019 | $ | 91 | 40,365 | 107,547 | 46 | (1,643 | ) | (53,758 | ) | 92,648 | ||||||||||||||||||||||||||||||||||||||||||||||
Net income | 7,177 | 7,177 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Other comprehensive gain | 1,297 | 1,297 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Other comprehensive income | 421 | 421 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock repurchases | (360 | ) | (360 | ) | 0 | (2,213 | ) | (2,213 | ) | |||||||||||||||||||||||||||||||||||||||||||||||
Restricted stock awards | (268 | ) | 268 | 0 | (38 | ) | 38 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||
Stock awards withheld for tax withholding | (60 | ) | (60 | ) | (7 | ) | (7 | ) | ||||||||||||||||||||||||||||||||||||||||||||||||
Amortization of restricted stock awards | 184 | 184 | 61 | 61 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Earned employee stock ownership plan shares | 112 | 145 | 257 | 56 | 48 | 104 | ||||||||||||||||||||||||||||||||||||||||||||||||||
Balance, September 30, 2020 | $ | 91 | 40,393 | 114,724 | 1,343 | (1,498 | ) | (53,910 | ) | 101,143 | ||||||||||||||||||||||||||||||||||||||||||||||
Balance, June 30, 2021 | $ | 91 | 40,484 | 125,795 | 462 | (1,353 | ) | (57,521 | ) | 107,958 | ||||||||||||||||||||||||||||||||||||||||||||||
Balance, December 31, 2020 | $ | 91 | 40,480 | 117,849 | 1,282 | (1,450 | ) | (55,000 | ) | 103,252 | ||||||||||||||||||||||||||||||||||||||||||||||
Net income | 7,946 | 7,946 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Other comprehensive loss | (820 | ) | (820 | ) | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock repurchases | (2,736 | ) | (2,736 | ) | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Restricted stock awards | (222 | ) | 222 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock awards withheld for tax withholding | (7 | ) | (7 | ) | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Amortization of restricted stock awards | 121 | 121 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Earned employee stock ownership plan shares | 105 | 97 | 202 | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Balance, June 30, 2021 | $ | 91 | 40,484 | 125,795 | 462 | (1,353 | ) | (57,521 | ) | 107,958 | ||||||||||||||||||||||||||||||||||||||||||||||
Unearned | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Employee | Unearned | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accumulated | Stock | Total | Accumulated | Employee | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Additional | Other | Ownership | Stock- | Additional | Other | Stock | Total | |||||||||||||||||||||||||||||||||||||||||||||||||
Common | Paid-in | Retained | Comprehensive | Plan | Treasury | Holders’ | Common | Paid-In | Retained | Comprehensive | Ownership | Treasury | Stockholders’ | |||||||||||||||||||||||||||||||||||||||||||
(Dollars in thousands) | Stock | Capital | Earnings | Loss | Shares | Stock | Equity | Stock | Capital | Earnings | Income | Plan Shares | Stock | Equity | ||||||||||||||||||||||||||||||||||||||||||
Balance, June 30, 2019 | $ | 91 | 40,153 | 104,235 | (170 | ) | (1,740 | ) | (53,758 | ) | 88,811 | |||||||||||||||||||||||||||||||||||||||||||||
Balance, March 31, 2020 | $ | 91 | 40,347 | 108,932 | 1,321 | (1,595 | ) | (54,061 | ) | 95,035 | ||||||||||||||||||||||||||||||||||||||||||||||
Net income | 2,076 | 2,076 | 2,691 | 2,691 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Other comprehensive gain | 149 | 149 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Other comprehensive income | 224 | 224 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Restricted stock awards | (151 | ) | 151 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Amortization of restricted stock awards | 48 | 48 | 84 | 84 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Earned employee stock ownership plan shares | 58 | 48 | 106 | 32 | 49 | 81 | ||||||||||||||||||||||||||||||||||||||||||||||||||
Balance, September 30, 2019 | $ | 91 | 40,259 | 106,311 | (21 | ) | (1,692 | ) | (53,758 | ) | 91,190 | |||||||||||||||||||||||||||||||||||||||||||||
Balance, June 30, 2020 | $ | 91 | 40,312 | 111,623 | 1,545 | (1,546 | ) | (53,910 | ) | 98,115 | ||||||||||||||||||||||||||||||||||||||||||||||
Balance, December 31, 2018 | $ | 91 | 40,090 | 99,754 | (1,096 | ) | (1,836 | ) | (53,856 | ) | 83,147 | |||||||||||||||||||||||||||||||||||||||||||||
Balance, December 31, 2019 | $ | 91 | 40,365 | 107,547 | 46 | (1,643 | ) | (53,758 | ) | 92,648 | ||||||||||||||||||||||||||||||||||||||||||||||
Net income | 6,557 | 6,557 | 4,076 | 4,076 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Other comprehensive gain | 1,075 | 1,075 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock compensation expense | 1 | 1 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Other comprehensive income | 1,499 | 1,499 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock repurchases | (360 | ) | (360 | ) | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Restricted stock awards | (143 | ) | 143 | 0 | (268 | ) | 268 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||
Stock awards withheld for tax withholding | (45 | ) | (45 | ) | (60 | ) | (60 | ) | ||||||||||||||||||||||||||||||||||||||||||||||||
Amortization of restricted stock awards | 138 | 138 | 130 | 130 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Earned employee stock ownership plan shares | 173 | 144 | 317 | 85 | 97 | 182 | ||||||||||||||||||||||||||||||||||||||||||||||||||
Balance, September 30, 2019 | $ | 91 | 40,259 | 106,311 | (21 | ) | (1,692 | ) | (53,758 | ) | 91,190 | |||||||||||||||||||||||||||||||||||||||||||||
Balance, June 30, 2020 | $ | 91 | 40,312 | 111,623 | 1,545 | (1,546 | ) | (53,910 | ) | 98,115 | ||||||||||||||||||||||||||||||||||||||||||||||
See accompanying notes to consolidated financial statements.
HMN FINANCIAL, INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(unaudited)
Nine Months Ended September 30, | Six Months Ended June 30, | |||||||||||||||
(Dollars in thousands) | 2020 | 2019 | 2021 | 2020 | ||||||||||||
Cash flows from operating activities: | ||||||||||||||||
Net income | $ | 7,177 | 6,557 | $ | 7,946 | 4,076 | ||||||||||
Adjustments to reconcile net income to cash provided by operating activities: | ||||||||||||||||
Provision for loan losses | 1,548 | (1,452 | ) | (1,467 | ) | 778 | ||||||||||
Depreciation | 785 | 838 | 507 | 570 | ||||||||||||
Amortization of premiums (discounts), net | 119 | (10 | ) | |||||||||||||
Amortization of premiums, net | 425 | 58 | ||||||||||||||
Amortization of deferred loan fees | (350 | ) | (153 | ) | (1,327 | ) | (170 | ) | ||||||||
Amortization of core deposit intangible | 74 | 74 | 34 | 49 | ||||||||||||
Amortization of purchased asset fair value adjustments | (26 | ) | (29 | ) | ||||||||||||
Amortization of other purchased fair value adjustments | (15 | ) | (19 | ) | ||||||||||||
Amortization of mortgage servicing rights | 1,002 | 535 | 574 | 621 | ||||||||||||
Capitalized mortgage servicing rights | (1,710 | ) | (674 | ) | (691 | ) | (1,096 | ) | ||||||||
Securities losses (gains), net | 40 | (42 | ) | |||||||||||||
(Gain) loss on sale of premises and equipment | (6 | ) | 20 | |||||||||||||
Gain on sales of real estate | (129 | ) | 0 | |||||||||||||
(Gains) losses recognized on equity securities, net | (49 | ) | 39 | |||||||||||||
Gains on sale of premises | (15 | ) | 0 | |||||||||||||
(Gain) loss on sales of real estate | (1,492 | ) | 2 | |||||||||||||
Gain on sales of loans | (6,503 | ) | (1,835 | ) | (3,438 | ) | (3,498 | ) | ||||||||
Proceeds from sales of loans held for sale | 202,243 | 77,289 | ||||||||||||||
Proceeds from sale of loans held for sale | 95,028 | 120,978 | ||||||||||||||
Disbursements on loans held for sale | (195,571 | ) | (75,833 | ) | (87,885 | ) | (117,307 | ) | ||||||||
Amortization of restricted stock awards | 184 | 138 | 121 | 130 | ||||||||||||
Amortization of unearned Employee Stock Ownership Plan shares | 145 | 144 | 97 | 97 | ||||||||||||
Earned Employee Stock Ownership Plan shares priced above original cost | 112 | 173 | 105 | 85 | ||||||||||||
Stock option compensation expense | 0 | 1 | ||||||||||||||
(Increase) decrease in accrued interest receivable | (1,985 | ) | 139 | |||||||||||||
(Decrease) increase in accrued interest payable | (195 | ) | 31 | |||||||||||||
Decrease (increase) in accrued interest receivable | 967 | (1,129 | ) | |||||||||||||
Decrease in accrued interest payable | (34 | ) | (149 | ) | ||||||||||||
Decrease in other assets | 1,379 | 1,285 | 584 | 1,230 | ||||||||||||
(Decrease) increase in other liabilities | (170 | ) | 923 | (711 | ) | 1,467 | ||||||||||
Other, net | 6 | 22 | 5 | 4 | ||||||||||||
Net cash provided by operating activities | 8,169 | 8,141 | 9,269 | 6,816 | ||||||||||||
Cash flows from investing activities: | ||||||||||||||||
Principal collected on securities available for sale | 11,050 | 1,347 | 16,534 | 6,047 | ||||||||||||
Proceeds collected on maturities of securities available for sale | 30,875 | 10,400 | 25,762 | 30,875 | ||||||||||||
Purchases of securities available for sale | (51,218 | ) | (15,246 | ) | (107,299 | ) | (25,102 | ) | ||||||||
Purchase of Federal Home Loan Bank stock | (79 | ) | (1,040 | ) | ||||||||||||
Redemption of Federal Home Loan Bank stock | 0 | 1,054 | ||||||||||||||
Purchase of Federal Home Loan Bank Stock | (159 | ) | (79 | ) | ||||||||||||
Proceeds from sales of real estate | 434 | 0 | 2,128 | 34 | ||||||||||||
Net (increase) decrease in loans receivable | (79,174 | ) | 1,008 | |||||||||||||
Proceeds from sale of premises and equipment | 63 | 195 | ||||||||||||||
Net decrease (increase) in loans receivable | 3,413 | (74,754 | ) | |||||||||||||
Proceeds from sale of premises | 16 | 0 | ||||||||||||||
Purchases of premises and equipment | (669 | ) | (1,748 | ) | (246 | ) | (303 | ) | ||||||||
Net cash used by investing activities | (88,718 | ) | (4,030 | ) | (59,851 | ) | (63,282 | ) | ||||||||
Cash flows from financing activities: | ||||||||||||||||
Increase in deposits | 113,153 | 36,256 | 67,078 | 78,889 | ||||||||||||
Common Stock purchased | (360 | ) | 0 | |||||||||||||
Purchase of treasury stock | (2,736 | ) | (360 | ) | ||||||||||||
Stock awards withheld for tax withholding | (60 | ) | (45 | ) | (7 | ) | (60 | ) | ||||||||
Proceeds from borrowings | 0 | 26,000 | ||||||||||||||
Repayment of borrowings | 0 | (26,000 | ) | |||||||||||||
(Decrease) increase in customer escrows | (556 | ) | 1,476 | |||||||||||||
Increase (decrease) in customer escrows | 384 | (592 | ) | |||||||||||||
Net cash provided by financing activities | 112,177 | 37,687 | 64,719 | 77,877 | ||||||||||||
Increase in cash and cash equivalents | 31,628 | 41,798 | 14,137 | 21,411 | ||||||||||||
Cash and cash equivalents, beginning of period | 44,399 | 20,709 | 86,269 | 44,399 | ||||||||||||
Cash and cash equivalents, end of period | $ | 76,027 | 62,507 | $ | 100,406 | 65,810 | ||||||||||
Supplemental cash flow disclosures: | ||||||||||||||||
Cash paid for interest | $ | 2,488 | 2,394 | $ | 897 | 1,786 | ||||||||||
Cash paid for income taxes | 2,041 | 2,189 | 3,301 | 1,240 | ||||||||||||
Supplemental noncash flow disclosures: | ||||||||||||||||
Loans transferred to loans held for sale | 3,960 | 4,054 | 4,806 | 1,987 | ||||||||||||
Transfer of loans to real estate | 139 | 166 | 0 | 139 | ||||||||||||
Right to use assets and lease obligations | 0 | 4,241 | ||||||||||||||
See accompanying notes to consolidated financial statements.
HMN FINANCIAL, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(unaudited)
(1)(1) HMN Financial, Inc.
HMN Financial, Inc. (HMN or the Company) is a stock savings bank holding company that owns 100 percent of Home Federal Savings Bank (the Bank). The Bank has a community banking philosophy and operates retail banking and loan production facilities in Minnesota, Iowa and Wisconsin. The Bank has two2 wholly owned subsidiaries, Osterud Insurance Agency, Inc. (OIA), which does business as Home Federal Investment Services and offers financial planning products and services, and HFSB Property Holdings, LLC (HPH), which is currently inactive, but has acted in the past as an intermediary for the Bank in holding and operating certain foreclosed properties.
The consolidated financial statements included herein are for HMN, the Bank, OIA and HPH. All significant intercompany accounts and transactions have been eliminated in consolidation.
Certain amounts in the consolidated financial statements for the prior year have been reclassified to conform to the current year presentation.
(2)(2)Basis of Preparation
The accompanying unaudited consolidated financial statements were prepared in accordance with instructions for Form 10-Q10-Q and, therefore, do not include all disclosures necessary for a complete presentation of the consolidated balance sheets, consolidated statements of comprehensive income, consolidated statements of stockholders' equity and consolidated statements of cash flows in conformity with U.S. generally accepted accounting principles (GAAP). However, all normal recurring adjustments which are, in the opinion of management, necessary for the fair presentation of the interim financial statements have been included. The results of operations for the three and ninesix month periodsperiod ended SeptemberJune 30, 2020 2021 are not necessarily indicative of the results which may be expected for the entire year.
(3)(3) New Accounting Standards
In June 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2016-13,2016-13, Financial Instruments-Credit Losses (Topic 326)326): Measurement of Credit Losses on Financial Instruments. The amendments in this ASU affect all entities that measure credit losses on financial instruments including loans, debt securities, trade receivables, net investments in leases, off-balance sheet credit exposures, reinsurance receivables and any other financial asset that has a contractual right to receive cash that is not specifically excluded. The main objective of this ASU is to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. To achieve this objective, the amendments in this ASU replace the incurred loss impairment methodology required in current GAAP with a methodology that reflects expected credit losses that requires consideration of a broader range of reasonable and supportable information to estimate credit losses. The amendments in this ASU will affect entities to varying degrees depending on the credit quality of the assets held by the entity, the duration of the assets held, and how the entity applies the current incurred loss methodology. The amendments in this ASU, for public business entities that are filers with the Securities and Exchange Commission (SEC), were originally effective for fiscal years beginning after December 15, 2019, including interim periods within those annual periods.
On November 26, 2019, the FASB issued ASU 2019-11,2019-11, Codification Improvements to Topic 326, Financial Instruments – Credit Losses which delayed the implementation date of ASU 2016-132016-13 for SEC smaller reporting companies, such as HMN, from the first quarter of 2020 to the first quarter of 2023. All entities may adopt the amendments in the ASU early as of the fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Amendments should be applied using a modified retrospective transition method by means of a cumulative-effect adjustment to equity as of the beginning of the period in which the guidance is adopted. The Company has not early adopted this ASU. Management has accumulated the charge off information necessary to calculate the appropriate life of loan loss percentages for the various loan categories, has identified several key metrics to help identify and project anticipated changes in the credit quality of the Bank’s loan portfolio upon enactment, and is in the process of evaluating the determination of potential qualitative reserve amounts and the impact that the adoption of this ASU will have on the Company’s consolidated financial statements when it is adopted in the first quarter of 2023.
On February 6, 2020, the FASB issued ASU 2020-02,2020-02, Financial Instruments-Credit Losses (Topic 326)326) and Leases (Topic 842)842)-Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No.119 and Update to SEC Section on Effective Date Related to Accounting Standards Update No. 2016-02,2016-02, Leases (Topic 842)842). The amendments in this ASU related to Leases (Topic 842)842) did not have any impact on the Company. The amendments in this ASU related to Topic 326 adds additional guidance related to the SEC’s expectations for the documentation of the measurement, review process and the systematic methodology used by entities to determine the current credit losses under FASB ASC Topic 326. Management is currently in the process of reviewing how the Company’s credit loss calculation and review processes will be impacted by the additional guidance of this ASU when ASC Topic 326 is adopted in the first quarter of 2023.
(44) ) Fair Value Measurements
ASC 820, Fair Value Measurements, establishes a framework for measuring the fair value of assets and liabilities using a hierarchy system consisting of three levels, based on the markets in which the assets and liabilities are traded and the reliability of the assumptions used to determine fair value. These levels are:
Level 1 - Valuation is based upon quoted prices for identical instruments traded in active markets that the Company has the ability to access.
Level 2 - Valuation is based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-based valuation techniques for which significant assumptions are observable in the market.
Level 3 – - Valuation is generated from model-based techniques that use significant assumptions not observable in the market and are used only to the extent that observable inputs are not available. These unobservable assumptions reflect the Company’s own estimates of assumptions that market participants would use in pricing the asset or liability. Valuation techniques include use of option pricing models, discounted cash flow models and similar techniques.
The following table summarizes the assets and liabilities of the Company for which fair values are determined on a recurring basis as of SeptemberJune 30, 2020 2021 and December 31, 2019.2020.
Carrying value at September 30, 2020 | Carrying Value at June 30, 2021 | |||||||||||||||||||||||||||||||
(Dollars in thousands) | Total | Level 1 | Level 2 | Level 3 |
Total | Level 1 | Level 2 | Level 3 | ||||||||||||||||||||||||
Securities available for sale | $ | 118,564 | 0 | 118,564 | 0 | $ | 211,534 | 0 | 211,534 | 0 | ||||||||||||||||||||||
Equity securities | 127 | 0 | 127 | 0 | 198 | 0 | 198 | 0 | ||||||||||||||||||||||||
Mortgage loan commitments | 266 | 0 | 266 | 0 | 186 | 0 | 186 | 0 | ||||||||||||||||||||||||
Total | $ | 118,957 | 0 | 118,957 | 0 | $ | 211,918 | 0 | 211,918 | 0 | ||||||||||||||||||||||
Carrying value at December 31, 2019 | Carrying Value at December 31, 2020 | |||||||||||||||||||||||||||||||
(Dollars in thousands) | Total | Level 1 | Level 2 | Level 3 |
Total | Level 1 | Level 2 | Level 3 | ||||||||||||||||||||||||
Securities available for sale | $ | 107,592 | 0 | 107,592 | 0 | $ | 148,090 | 0 | 148,090 | 0 | ||||||||||||||||||||||
Equity securities | 167 | 0 | 167 | 0 | 149 | 0 | 149 | 0 | ||||||||||||||||||||||||
Mortgage loan commitments | 14 | 0 | 14 | 0 | 261 | 0 | 261 | 0 | ||||||||||||||||||||||||
Total | $ | 107,773 | 0 | 107,773 | 0 | $ | 148,500 | 0 | 148,500 | 0 | ||||||||||||||||||||||
There were no transfers between Levels 1,2 or 3 during the three or ninesix month periods ended SeptemberJune 30, 2020.2021.
The Company may also be required, from time to time, to measure certain other financial assets at fair value on a nonrecurring basis in accordance with GAAP. These adjustments to fair value usually result from the application of the lower-of-cost-or-market accounting or write-downs of individual assets. The following table provides the level of valuation assumptions used to determine each adjustment and the carrying value of the related individual assets or portfolios at SeptemberJune 30, 2020 2021 and December 31, 2019.2020.
Carrying Value at June 30, 2021 | ||||||||||||||||||||||||
(Dollars in thousands) | Total | Level 1 | Level 2 | Level 3 | Three Months Ended June 30, 2021 Total Gains (Losses) | Six Months Ended June 30, 2021 Total Gains (Losses) | ||||||||||||||||||
Loans held for sale | $ | 7,380 | 0 | 7,380 | 0 | 137 | 24 | |||||||||||||||||
Mortgage servicing rights, net | 3,160 | 0 | 3,160 | 0 | 0 | 0 | ||||||||||||||||||
Impaired loans | 1,583 | 0 | 1,583 | 0 | (59 | ) | (64 | ) | ||||||||||||||||
Total | $ | 12,123 | 0 | 12,123 | 0 | 78 | (40 | ) | ||||||||||||||||
Carrying value at September 30, 2020 | Carrying Value at December 31, 2020 | |||||||||||||||||||||||||||||||||||||||||||
(Dollars in thousands) | Total | Level 1 | Level 2 | Level 3 | Three months ended September 30, 2020 total gains | Nine months ended September 30, 2020 total gains | Total | Level 1 | Level 2 | Level 3 | Year Ended December 31, 2020 Total Gains (Losses) | |||||||||||||||||||||||||||||||||
Loans held for sale | $ | 7,225 | 0 | 7,225 | 0 | 24 | 86 | $ | 6,186 | 0 | 6,186 | 0 | 28 | |||||||||||||||||||||||||||||||
Mortgage servicing rights | 2,880 | 0 | 2,880 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||
Loans (1) | 2,881 | 0 | 2,881 | 0 | 12 | 50 | ||||||||||||||||||||||||||||||||||||||
Mortgage servicing rights, net | 3,043 | 0 | 3,043 | 0 | 0 | |||||||||||||||||||||||||||||||||||||||
Impaired loans | 2,888 | 0 | 2,888 | 0 | (76 | ) | ||||||||||||||||||||||||||||||||||||||
Real estate, net | 414 | 0 | 414 | 0 | 0 | 0 | 636 | 0 | 636 | 0 | 0 | |||||||||||||||||||||||||||||||||
Total | $ | 13,400 | 0 | 13,400 | 0 | 36 | 136 | $ | 12,753 | 0 | 12,753 | 0 | (48 | ) | ||||||||||||||||||||||||||||||
Carrying value at December 31, 2019 | ||||||||||||||||||||
(Dollars in thousands) | Total | Level 1 | Level 2 | Level 3 | Year ended December 31, 2019 total losses | |||||||||||||||
Loans held for sale | $ | 3,606 | 0 | 3,606 | 0 | (40 | ) | |||||||||||||
Mortgage servicing rights | 2,172 | 0 | 2,172 | 0 | 0 | |||||||||||||||
Loans (1) | 3,126 | 0 | 3,126 | 0 | (28 | ) | ||||||||||||||
Real estate, net (2) | 580 | 0 | 580 | 0 | 0 | |||||||||||||||
Total | $ | 9,484 | 0 | 9,484 | 0 | (68 | ) | |||||||||||||
|
|
|
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(5)5)Fair Value of Financial Instruments
ASC 825,Disclosures about Fair Values of Financial Instruments requires interim reporting period disclosure aboutof the estimated fair valuevalues of the Company’s financial instruments, including assets, liabilities and off-balance sheet items for which it is practicable to estimate fair value. The fair value estimates are made as of SeptemberJune 30, 2020 2021 and December 31, 2019 2020 based upon relevant market information, if available, and upon the characteristics of the financial instruments themselves. Because no market exists for a significant portion of the Company’s financial instruments, fair value estimates are based upon judgments regarding future expected loss experience, current economic conditions, risk characteristics of various financial instruments and other factors.
The estimated fair value of the Company’s financial instruments as of SeptemberJune 30, 2020 2021 and December 31, 2019 2020 are shown inbelow. Following the following table.table, there is an explanation of the methods and assumptions used to estimate the fair value of each class of financial instruments.
September 30, 2020 | December 31, 2019 | June 30, 2021 | December 31, 2020 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair value hierarchy | Fair value hierarchy | Fair Value Hierarchy | Fair Value Hierarchy | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
(Dollars in thousands) | Carrying amount | Estimated fair value | Level 1 | Level 2 | Level 3 | Contract amount | Carrying amount | Estimated fair value |
Level 1 |
Level 2 | Level 3 | Contract amount | Carrying Amount | Estimated Fair Value | Level 1 | Level 2 | Level 3 | Contract | Carrying Amount | Estimated Fair Value | Level 1 | Level 2 | Level 3 | Contract Amount | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Financial assets: | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Cash and cash equivalents | $ | 76,027 | 76,027 | 76,027 | 44,399 | 44,399 | 44,399 | $ | 100,406 | 100,406 | 100,406 | 86,269 | 86,269 | 86,269 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Securities available for sale | 118,564 | 118,564 | 118,564 | 107,592 | 107,592 | 107,592 | 211,534 | 211,534 | 211,534 | 148,090 | 148,090 | 148,090 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Equity securities | 127 | 127 | 127 | 167 | 167 | 167 | 198 | 198 | 198 | 149 | 149 | 149 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Loans held for sale | 7,225 | 7,225 | 7,225 | 3,606 | 3,606 | 3,606 | 7,380 | 7,380 | 7,380 | 6,186 | 6,186 | 6,186 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Loans receivable, net | 670,297 | 674,804 | 674,804 | 596,392 | 600,863 | 600,863 | 637,219 | 640,968 | 640,968 | 642,630 | 648,275 | 648,275 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Federal Home Loan Bank stock | 932 | 932 | 932 | 854 | 854 | 854 | 1,092 | 1,092 | 1,092 | 932 | 932 | 932 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accrued interest receivable | 4,236 | 4,236 | 4,236 | 2,251 | 2,251 | 2,251 | 2,135 | 2,135 | 2,135 | 3,102 | 3,102 | 3,102 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Financial liabilities: | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Deposits | 787,023 | 787,975 | 787,975 | 673,870 | 673,945 | 673,945 | 862,282 | 862,597 | 862,597 | 795,204 | 795,927 | 795,927 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accrued interest payable | 225 | 225 | 225 | 420 | 420 | 420 | 106 | 106 | 106 | 140 | 140 | 140 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Off-balance sheet financial instruments: | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Commitments to extend credit | 266 | 266 | 191,522 | 14 | 14 | 178,804 | 186 | 186 | 209,513 | 261 | 261 | 180,330 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Commitments to sell loans | (102 | ) | (102 | ) | 48,199 | (16 | ) | (16 | ) | 10,098 | (68 | ) | (68 | ) | 25,652 | (44 | ) | (44 | ) | 24,746 |
Cash and Cash Equivalents
The carrying amount of cash and cash equivalents approximates their fair value.
Securities Available for Sale
The fair values of securities were based upon quoted market prices for identical or similar instruments in active markets.prices.
Equity Securities
The fair values of equity securities were based upon quoted market prices.
Loans Held for Sale
The fair values of loans held for sale were based upon quoted market prices for loans with similar interest rates and terms to maturity.
Loans Receivable, net
The fair value of the loan portfolio, with the exception of the adjustable rate portfolio, was calculated by discounting the scheduled cash flows through the estimated maturity using anticipated prepayment speeds and using discount rates that reflect the credit and interest rate risk inherent in each loan portfolio. The fair value of the adjustable loan portfolio was estimated by grouping the loans with similar characteristics and comparing the characteristics of each group to the prices quoted for similar types of loans in the secondary market. The fair value disclosures for both the fixed and adjustable rate portfolios were adjusted to reflect the exit price amount anticipated to be received from the sale of the portfolio in an open market transaction.
Federal Home Loan Bank (FHLB) Stock
The carrying amount of Federal Home Loan Bank (FHLB)FHLB stock approximates its fair value.
Accrued Interest Receivable
The carrying amount of accrued interest receivable approximates its fair value since it is short-term in nature and does not present unanticipated credit concerns.
Deposits
The fair value of demand deposits, savings accounts and money market account deposits is the amount payable on demand at the reporting date. The fair value of fixed maturity certificates of deposit is estimated using the rates currently offered for deposits of similar remaining maturities. The fair value disclosures for all of the deposits were adjusted to reflect the exit price amount anticipated to be received from the sale of the deposits in an open market transaction.
Accrued Interest Payable
The carrying amount of accrued interest payable approximates its fair value since it is short-term in nature.
Commitments to Extend Credit
The fair values of commitments to extend credit are estimated using the fees normally charged to enter into similar agreements, taking into account the remaining terms of the agreements and the present creditworthiness of the counter parties.
Commitments to Sell Loans
The fair values of commitments to sell loans are estimated using the quoted market prices for loans with similar interest rates and terms to maturity.
(6(6)Other Comprehensive Income (Loss)ComprehensiveIncome (Loss)
Other comprehensive income (loss) is defined as the change in equity during a period from transactions and other events from nonownernon-owner sources. Comprehensive income is the total of net income and other comprehensive income (loss), which for the Company is comprised of unrealized gains and losses on securities available for sale. The components of other comprehensive income (loss) and the related tax effects were as follows:
For the three months ended September 30, | For the Three Months Ended June 30, | |||||||||||||||||||||||||||||||||||||||||||||||
(Dollars in thousands) | 2020 | 2019 | 2021 | 2020 | ||||||||||||||||||||||||||||||||||||||||||||
Securities available for sale: | Before tax | Tax effect | Net of tax | Before tax | Tax effect | Net of tax | Before Tax | Tax Effect | Net of Tax | Before Tax | Tax Effect | Net of Tax | ||||||||||||||||||||||||||||||||||||
Net unrealized (losses) gains arising during the period | $ | (281 | ) | (79 | ) | (202 | ) | 206 | 57 | 149 | ||||||||||||||||||||||||||||||||||||||
Other comprehensive income (loss) | $ | (281 | ) | (79 | ) | (202 | ) | 206 | 57 | 149 | ||||||||||||||||||||||||||||||||||||||
Gross unrealized gains arising during the period | $ | 586 | 165 | 421 | 311 | 87 | 224 | |||||||||||||||||||||||||||||||||||||||||
Other comprehensive income | $ | 586 | 165 | 421 | 311 | 87 | 224 |
For the Six Months Ended June 30, | ||||||||||||||||||||||||
(Dollars in thousands) | 2021 | 2020 | ||||||||||||||||||||||
Securities available for sale: | Before Tax | Tax Effect | Net of Tax | Before Tax | Tax Effect | Net of Tax | ||||||||||||||||||
Gross unrealized (losses) gains arising during the period | $ | (1,135 | ) | (315 | ) | (820 | ) | 2,081 | 582 | 1,499 | ||||||||||||||
Other comprehensive (loss) income | $ | (1,135 | ) | (315 | ) | (820 | ) | 2,081 | 582 | 1,499 | ||||||||||||||
For the nine months ended September 30, | ||||||||||||||||||||||||
(Dollars in thousands) | 2020 | 2019 | ||||||||||||||||||||||
Securities available for sale: | Before tax | Tax effect | Net of tax | Before tax | Tax effect | Net of tax | ||||||||||||||||||
Net unrealized gains arising during the period | $ | 1,800 | 503 | 1,297 | 1,491 | 416 | 1,075 | |||||||||||||||||
Other comprehensive income | $ | 1,800 | 503 | 1,297 | 1,491 | 416 | 1,075 | |||||||||||||||||
(7)(7)Securities Available For Sale
The following table shows the gross unrealized losses and fair value for the securities available for sale portfolio, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position at SeptemberJune 30, 2020 2021 and December 31, 2019.2020.
Less Than Twelve Months | Twelve Months or More | Total | Less Than Twelve Months | Twelve Months or More | Total | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
(Dollars in thousands) | # of | Fair Value | Unrealized | # of | Fair Value | Unrealized | Fair Value | Unrealized Losses | # of Investments | Fair Value | Unrealized Losses | # of Investments | Fair Value | Unrealized Losses | Fair Value | Unrealized Losses | ||||||||||||||||||||||||||||||||||||||||||||||||
September 30, 2020 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Mortgage-backed securities: | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
June 30, 2021 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Mortgage backed securities: | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Federal National Mortgage Association (FNMA) | 2 | $ | 10,254 | (35 | ) | 0 | $ | 0 | 0 | $ | 10,254 | (35 | ) | 11 | $ | 50,861 | (271 | ) | 0 | $ | 0 | 0 | $ | 50,861 | (271 | ) | ||||||||||||||||||||||||||||||||||||||
Federal Home Loan Mortgage Corporation (FHLMC) | 10 | 46,790 | (173 | ) | 0 | 0 | 0 | 46,790 | (173 | ) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Other marketable securities: | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Corporate obligations | 1 | 37 | (1 | ) | 0 | 0 | 0 | 37 | (1 | ) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
U.S. Government agency obligations | 7 | 34,906 | (90 | ) | 0 | 0 | 0 | 34,906 | (90 | ) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Corporate preferred stock | 0 | 0 | 0 | 1 | 595 | (105 | ) | 595 | (105 | ) | 0 | 0 | 0 | 1 | 644 | (56 | ) | 644 | (56 | ) | ||||||||||||||||||||||||||||||||||||||||||||
Total temporarily impaired securities | 3 | $ | 10,291 | (36 | ) | 1 | $ | 595 | (105 | ) | $ | 10,886 | (141 | ) | 28 | $ | 132,557 | (534 | ) | 1 | $ | 644 | (56 | ) | $ | 133,201 | (590 | ) |
Less Than Twelve Months | Twelve Months or More | Total | Less Than Twelve Months | Twelve Months or More | Total | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
(Dollars in thousands) | # of | Fair Value | Unrealized | # of | Fair Value | Unrealized | Fair Value | Unrealized | # of Investments | Fair Value | Unrealized Losses | # of Investments | Fair Value | Unrealized Losses | Fair Value | Unrealized Losses | ||||||||||||||||||||||||||||||||||||||||||||||||
December 31, 2019 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
December 31, 2020 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Mortgage backed securities: | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
FNMA | 4 | $ | 12,143 | (65 | ) | 0 | $ | 0 | 0 | $ | 12,143 | (65 | ) | 1 | $ | 4,956 | (3 | ) | 0 | $ | 0 | 0 | $ | 4,956 | (3 | ) | ||||||||||||||||||||||||||||||||||||||
Other marketable securities: | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
U.S. Government agency obligations | 0 | 0 | 0 | 4 | 19,972 | (21 | ) | 19,972 | (21 | ) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Corporate preferred stock | 0 | 0 | 0 | 1 | 665 | (35 | ) | 665 | (35 | ) | 0 | 0 | 0 | 1 | 630 | (70 | ) | 630 | (70 | ) | ||||||||||||||||||||||||||||||||||||||||||||
Total temporarily impaired securities | 4 | $ | 12,143 | (65 | ) | 5 | $ | 20,637 | (56 | ) | $ | 32,780 | (121 | ) | 1 | $ | 4,956 | (3 | ) | 1 | $ | 630 | (70 | ) | $ | 5,586 | (73 | ) | ||||||||||||||||||||||||||||||||||||
The Company reviews its investment portfolio on a quarterly basis for indications of impairment. This review includes analyzing the length of time and the extent to which the fair value has been lower than the cost, the market liquidity for the investment, the financial condition and near-term prospects of the issuer, including any specific events which may influence the operations of the issuer and the Company’s intent and ability to hold the investment for a period of time sufficient to recover the temporary loss. The unrealized losses on impaired securities other than the corporate preferred stock are the result of changes in interest rates. The unrealized losses reported for the corporate preferred stock at SeptemberJune 30, 2020 2021 relates to a single trust preferred security that was issued by the holding company of a small community bank. As of SeptemberJune 30, 2020 2021 all payments were current on the trust preferred security and the issuer’s subsidiary bank was considered to be “well capitalized” based on its most recent regulatory filing. Based on a review of the issuer, it was determined that the trust preferred security was not other-than-temporarily impaired at SeptemberJune 30, 2020. The2021 as the Company does not intend to sell the preferred stock and has the intent and ability to hold it for a period of time sufficient to recover the temporary loss. Management believes that the Company will receive all principal and interest payments contractually due on the security and that the decrease in the market value is primarily due to a lack of liquidity in the market for trust preferred securities. Management will continue to monitor the credit risk of the issuer and may be required to recognize other-than-temporary impairment charges on this security in future periods.
A summary of securities available for sale at SeptemberJune 30, 2020 2021 and December 31, 2019 2020 is as follows:
(Dollars in thousands) | Amortized cost | Gross unrealized | Gross unrealized | Fair value | ||||||||||||
September 30, 2020: | ||||||||||||||||
Mortgage-backed securities: | ||||||||||||||||
FNMA | $ | 52,922 | 1,388 | (35 | ) | 54,275 | ||||||||||
Federal Home Loan Mortgage Corporation (FHLMC) | 16,783 | 272 | 0 | 17,055 | ||||||||||||
Collateralized mortgage obligations: | ||||||||||||||||
FNMA | 121 | 7 | 0 | 128 | ||||||||||||
69,826 | 1,667 | (35 | ) | 71,458 | ||||||||||||
Other marketable securities: | ||||||||||||||||
U.S. Government agency obligations | 45,046 | 333 | 0 | 45,379 | ||||||||||||
Municipal obligations | 1,091 | 5 | 0 | 1,096 | ||||||||||||
Corporate obligations | 37 | 0 | (1 | ) | 36 | |||||||||||
Corporate preferred stock | 700 | 0 | (105 | ) | 595 | |||||||||||
46,874 | 338 | (106 | ) | 47,106 | ||||||||||||
$ | 116,700 | 2,005 | (141 | ) | 118,564 | |||||||||||
Dollars in thousands) | Amortized cost | Gross unrealized | Gross unrealized losses | Fair value | ||||||||||||||||||||||||||||
December 31, 2019 | ||||||||||||||||||||||||||||||||
(Dollars in thousands) | Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Fair Value | ||||||||||||||||||||||||||||
June 30, 2021 | ||||||||||||||||||||||||||||||||
Mortgage-backed securities: | ||||||||||||||||||||||||||||||||
FNMA | $ | 46,604 | 47 | (65 | ) | 46,586 | $ | 98,253 | 917 | (271 | ) | 98,899 | ||||||||||||||||||||
FHLMC | 8,004 | 88 | 0 | 8,092 | 66,889 | 207 | (173 | ) | 66,923 | |||||||||||||||||||||||
Collateralized mortgage obligations: | ||||||||||||||||||||||||||||||||
FNMA | 169 | 4 | 0 | 173 | 60 | 4 | 0 | 64 | ||||||||||||||||||||||||
54,777 | 139 | (65 | ) | 54,851 | 165,202 | 1,128 | (444 | ) | 165,886 | |||||||||||||||||||||||
Other marketable securities: | ||||||||||||||||||||||||||||||||
U.S. Government agency obligations | 49,974 | 39 | (21 | ) | 49,992 | 44,990 | 104 | (90 | ) | 45,004 | ||||||||||||||||||||||
Municipal obligations | 1,969 | 7 | 0 | 1,976 | ||||||||||||||||||||||||||||
Corporate obligations | 108 | 0 | 0 | 108 | ||||||||||||||||||||||||||||
Corporate preferred stock | 700 | 0 | (35 | ) | 665 | 700 | 0 | (56 | ) | 644 | ||||||||||||||||||||||
52,751 | 46 | (56 | ) | 52,741 | 45,690 | 104 | (146 | ) | 45,648 | |||||||||||||||||||||||
$ | 107,528 | 185 | (121 | ) | 107,592 | $ | 210,892 | 1,232 | (590 | ) | 211,534 | |||||||||||||||||||||
(Dollars in thousands) | Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Fair Value | ||||||||||||
December 31, 2020 | ||||||||||||||||
Mortgage-backed securities: | ||||||||||||||||
FNMA | $ | 68,699 | 1,313 | (3 | ) | 70,009 | ||||||||||
FHLMC | 31,025 | 327 | 0 | 31,352 | ||||||||||||
Collateralized mortgage obligations: | ||||||||||||||||
FNMA | 97 | 6 | 0 | 103 | ||||||||||||
99,821 | 1,646 | (3 | ) | 101,464 | ||||||||||||
Other marketable securities: | ||||||||||||||||
U.S. Government agency obligations | 45,029 | 204 | 0 | 45,233 | ||||||||||||
Municipal obligations | 725 | 1 | 0 | 726 | ||||||||||||
Corporate obligations | 37 | 0 | 0 | 37 | ||||||||||||
Corporate preferred stock | 700 | 0 | (70 | ) | 630 | |||||||||||
46,491 | 205 | (70 | ) | 46,626 | ||||||||||||
$ | 146,312 | 1,851 | (73 | ) | 148,090 | |||||||||||
The following table indicates amortized cost and estimated fair value of securities available for sale at SeptemberJune 30, 2020 2021 based upon contractual maturity adjusted for scheduled repayments of principal and projected prepayments of principal based upon current economic conditions and interest rates.
(Dollars in thousands) | Amortized Cost | Fair Value | Amortized Cost | Fair Value | ||||||||||||
Due less than one year | $ | 63,341 | 64,159 | $ | 69,884 | 70,096 | ||||||||||
Due after one year through five years | 43,832 | 44,776 | 117,826 | 118,219 | ||||||||||||
Due after five years through ten years | 8,662 | 8,865 | 22,403 | 22,495 | ||||||||||||
Due after ten years | 865 | 764 | 779 | 724 | ||||||||||||
Total | $ | 116,700 | 118,564 | $ | 210,892 | 211,534 | ||||||||||
The allocation of mortgage-backed securities in the table above is based upon the anticipated future cash flow of the securities using estimated mortgage prepayment speeds. The allocation of other marketable securities that have call features is based on the anticipated cash flows to the expected call date if it is anticipated that the security will be called, or to the maturity date if it is not anticipated to be called.
(8)Loans Receivable, Net
A summary of loans receivable at SeptemberJune 30, 2020 2021 and December 31, 2019 2020 is as follows:
(Dollars in thousands) | September 30, 2020 |
December 31, | June 30, 2021 | December 31, 2020 | ||||||||||||
Single family | $ | 130,843 | 120,064 | $ | 150,270 | 135,023 | ||||||||||
Commercial real estate: | ||||||||||||||||
Real estate rental and leasing | 213,696 | 192,502 | 200,662 | 202,400 | ||||||||||||
Other | 170,211 | 157,693 | 176,949 | 178,304 | ||||||||||||
383,907 | 350,195 | 377,611 | 380,704 | |||||||||||||
Consumer | 59,271 | 69,949 | 46,266 | 55,391 | ||||||||||||
Commercial business | 106,796 | 64,227 | 74,118 | 82,673 | ||||||||||||
Total loans | 680,817 | 604,435 | 648,265 | 653,791 | ||||||||||||
Less: | ||||||||||||||||
Unamortized discounts | 13 | 15 | 11 | 12 | ||||||||||||
Net deferred loan fees (costs) | 975 | (536 | ) | |||||||||||||
Net deferred loan fees | 1,120 | 450 | ||||||||||||||
Allowance for loan losses | 9,532 | 8,564 | 9,915 | 10,699 | ||||||||||||
Total loans receivable, net | $ | 670,297 | 596,392 | $ | 637,219 | 642,630 | ||||||||||
(9)9)Allowance for Loan Losses and Credit Quality Information
The allowance for loan losses is summarized as follows:
(Dollars in thousands) | Single Family | Commercial | Consumer | Commercial | Total | Single | Commercial | Consumer | Commercial Business | Total | ||||||||||||||||||||||||||||||
For the three months ended September 30, 2020: | ||||||||||||||||||||||||||||||||||||||||
Balance, June 30, 2020 | $ | 938 | 5,382 | 1,464 | 865 | 8,649 | ||||||||||||||||||||||||||||||||||
For the three months ended June 30, 2021: | For the three months ended June 30, 2021: | |||||||||||||||||||||||||||||||||||||||
Balance, March 31, 2021 | $ | 839 | 7,073 | 1,189 | 1,031 | 10,132 | ||||||||||||||||||||||||||||||||||
Provision for losses | 27 | 878 | (64 | ) | (71 | ) | 770 | 90 | (690 | ) | (166 | ) | (125 | ) | (891 | ) | ||||||||||||||||||||||||
Charge-offs | 0 | 0 | (29 | ) | (8 | ) | (37 | ) | 0 | 0 | (11 | ) | 0 | (11 | ) | |||||||||||||||||||||||||
Recoveries | 0 | 0 | 5 | 145 | 150 | 0 | 650 | 27 | 8 | 685 | ||||||||||||||||||||||||||||||
Balance, September 30, 2020 | $ | 965 | 6,260 | 1,376 | 931 | 9,532 | ||||||||||||||||||||||||||||||||||
Balance, June 30, 2021 | $ | 929 | 7,033 | 1,039 | 914 | 9,915 | ||||||||||||||||||||||||||||||||||
For the nine months ended September 30, 2020: | ||||||||||||||||||||||||||||||||||||||||
Balance, December 31, 2019 | $ | 857 | 5,060 | 1,507 | 1,140 | 8,564 | ||||||||||||||||||||||||||||||||||
For the six months ended June 30, 2021: | For the six months ended June 30, 2021: | |||||||||||||||||||||||||||||||||||||||
Balance, December 31, 2020 | $ | 1,030 | 7,295 | 1,389 | 985 | 10,699 | ||||||||||||||||||||||||||||||||||
Provision for losses | 108 | 1,913 | (79 | ) | (394 | ) | 1,548 | (101 | ) | (912 | ) | (336 | ) | (118 | ) | (1,467 | ) | |||||||||||||||||||||||
Charge-offs | 0 | (730 | ) | (74 | ) | (8 | ) | (812 | ) | 0 | 0 | (42 | ) | 0 | (42 | ) | ||||||||||||||||||||||||
Recoveries | 0 | 17 | 22 | 193 | 232 | 0 | 650 | 28 | 47 | 725 | ||||||||||||||||||||||||||||||
Balance, September 30, 2020 | $ | 965 | 6,260 | 1,376 | 931 | 9,532 | ||||||||||||||||||||||||||||||||||
Balance, June 30, 2021 | $ | 929 | 7,033 | 1,039 | 914 | 9,915 | ||||||||||||||||||||||||||||||||||
Allocated to: | ||||||||||||||||||||||||||||||||||||||||
Specific reserves | $ | 62 | 451 | 119 | 93 | 725 | ||||||||||||||||||||||||||||||||||
General reserves | 795 | 4,609 | 1,388 | 1,047 | 7,839 | |||||||||||||||||||||||||||||||||||
Balance, December 31, 2019 | $ | 857 | 5,060 | 1,507 | 1,140 | 8,564 | ||||||||||||||||||||||||||||||||||
Specific allowance | $ | 29 | 95 | 100 | 14 | 238 | ||||||||||||||||||||||||||||||||||
General allowance | 1,001 | 7,200 | 1,289 | 971 | 10,461 | |||||||||||||||||||||||||||||||||||
Balance, December 31, 2020 | $ | 1,030 | 7,295 | 1,389 | 985 | 10,699 | ||||||||||||||||||||||||||||||||||
Allocated to: | ||||||||||||||||||||||||||||||||||||||||
Specific reserves | $ | 31 | 5 | 63 | 17 | 116 | ||||||||||||||||||||||||||||||||||
General reserves | 934 | 6,255 | 1,313 | 914 | 9,416 | |||||||||||||||||||||||||||||||||||
Balance, September 30, 2020 | $ | 965 | 6,260 | 1,376 | 931 | 9,532 | ||||||||||||||||||||||||||||||||||
Specific allowance | $ | 68 | 135 | 51 | 9 | 263 | ||||||||||||||||||||||||||||||||||
General allowance | 861 | 6,898 | 988 | 905 | 9,652 | |||||||||||||||||||||||||||||||||||
Balance, June 30, 2021 | $ | 929 | �� | 7,033 | 1,039 | 914 | 9,915 | |||||||||||||||||||||||||||||||||
Loans receivable at December 31, 2019: | ||||||||||||||||||||||||||||||||||||||||
Loans receivable at December 31, 2020: | Loans receivable at December 31, 2020: | |||||||||||||||||||||||||||||||||||||||
Individually reviewed for impairment | $ | 974 | 1,166 | 976 | 735 | 3,851 | $ | 857 | 1,484 | 750 | 35 | 3,126 | ||||||||||||||||||||||||||||
Collectively reviewed for impairment | 119,090 | 349,029 | 68,973 | 63,492 | 600,584 | 134,166 | 379,220 | 54,641 | 82,638 | 650,665 | ||||||||||||||||||||||||||||||
Ending balance | $ | 120,064 | 350,195 | 69,949 | 64,227 | 604,435 | $ | 135,023 | 380,704 | 55,391 | 82,673 | 653,791 | ||||||||||||||||||||||||||||
Loans receivable at September 30, 2020: | ||||||||||||||||||||||||||||||||||||||||
Loans receivable at June 30, 2021: | ||||||||||||||||||||||||||||||||||||||||
Individually reviewed for impairment | $ | 708 | 1,537 | 707 | 45 | 2,997 | $ | 578 | 519 | 723 | 26 | 1,846 | ||||||||||||||||||||||||||||
Collectively reviewed for impairment | 130,135 | 382,370 | 58,564 | 106,751 | 677,820 | 149,692 | 377,092 | 45,543 | 74,092 | 646,419 | ||||||||||||||||||||||||||||||
Ending balance | $ | 130,843 | 383,907 | 59,271 | 106,796 | 680,817 | $ | 150,270 | 377,611 | 46,266 | 74,118 | 648,265 | ||||||||||||||||||||||||||||
(Dollars in thousands) | Single Family | Commercial | Consumer | Commercial | Total | |||||||||||||||
For the three months ended September 30, 2019: | ||||||||||||||||||||
Balance, June 30, 2019 | $ | 867 | 4,762 | 1,632 | 1,363 | 8,624 | ||||||||||||||
Provision for losses | 24 | (42 | ) | (37 | ) | (365 | ) | (420 | ) | |||||||||||
Charge-offs | (2 | ) | 0 | (46 | ) | 0 | (48 | ) | ||||||||||||
Recoveries | 0 | 0 | 2 | 37 | 39 | |||||||||||||||
Balance, September 30, 2019 | $ | 889 | 4,720 | 1,551 | 1,035 | 8,195 | ||||||||||||||
For the nine months ended September 30, 2019: | ||||||||||||||||||||
Balance, December 31, 2018 | $ | 833 | 4,869 | 1,622 | 1,362 | 8,686 | ||||||||||||||
Provision for losses | 58 | (1,834 | ) | 13 | 311 | (1,452 | ) | |||||||||||||
Charge-offs | (2 | ) | 0 | (92 | ) | (869 | ) | (963 | ) | |||||||||||
Recoveries | 0 | 1,685 | 8 | 231 | 1,924 | |||||||||||||||
Balance, September 30, 2019 | $ | 889 | 4,720 | 1,551 | 1,035 | 8,195 | ||||||||||||||
(Dollars in thousands) | Single | Commercial | Consumer | Commercial Business | Total | |||||||||||||||
For the three months ended June 30, 2020: | ||||||||||||||||||||
Balance, March 31, 2020 | $ | 937 | 5,539 | 1,583 | 977 | 9,036 | ||||||||||||||
Provision for losses | 1 | 556 | (101 | ) | (138 | ) | 318 | |||||||||||||
Charge-offs | 0 | (730 | ) | (34 | ) | 0 | (764 | ) | ||||||||||||
Recoveries | 0 | 17 | 16 | 26 | 59 | |||||||||||||||
Balance, June 30, 2020 | $ | 938 | 5,382 | 1,464 | 865 | 8,649 | ||||||||||||||
For the six months ended June 30, 2020: | ||||||||||||||||||||
Balance, December 31, 2019 | $ | 857 | 5,060 | 1,507 | 1,140 | 8,564 | ||||||||||||||
Provision for losses | 81 | 1,035 | (15 | ) | (323 | ) | 778 | |||||||||||||
Charge-offs | 0 | (730 | ) | (45 | ) | 0 | (775 | ) | ||||||||||||
Recoveries | 0 | 17 | 17 | 48 | 82 | |||||||||||||||
Balance, June 30, 2020 | $ | 938 | 5,382 | 1,464 | 865 | 8,649 | ||||||||||||||
The following table summarizes the amountamounts of classified and unclassified loans at SeptemberJune 30, 2020 2021 and December 31, 2019:2020.
September 30, 2020 | June 30, 2021 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Classified | Unclassified | Classified | Unclassified | |||||||||||||||||||||||||||||||||||||||||||||||||||||
(Dollars in thousands) | Special | Substandard | Doubtful | Loss | Total | Total | Total Loans | Special Mention | Substandard | Doubtful | Loss | Total | Total | Total Loans | ||||||||||||||||||||||||||||||||||||||||||
Single family | $ | 274 | 2,313 | 31 | 0 | 2,618 | 128,225 | 130,843 | $ | 990 | 1,570 | 27 | 42 | 2,629 | 147,641 | 150,270 | ||||||||||||||||||||||||||||||||||||||||
Commercial real estate: | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Real estate rental and leasing | 5,194 | 3,451 | 0 | 0 | 8,645 | 205,051 | 213,696 | 8,669 | 1,569 | 0 | 0 | 10,238 | 190,424 | 200,662 | ||||||||||||||||||||||||||||||||||||||||||
Other | 5,537 | 5,574 | 0 | 0 | 11,111 | 159,100 | 170,211 | 7,388 | 8,099 | 0 | 0 | 15,487 | 161,462 | 176,949 | ||||||||||||||||||||||||||||||||||||||||||
Consumer | 0 | 624 | 63 | 20 | 707 | 58,564 | 59,271 | 0 | 653 | 57 | 13 | 723 | 45,543 | 46,266 | ||||||||||||||||||||||||||||||||||||||||||
Commercial business | 3,575 | 1,884 | 0 | 0 | 5,459 | 101,337 | 106,796 | 2,890 | 1,522 | 0 | 0 | 4,412 | 69,706 | 74,118 | ||||||||||||||||||||||||||||||||||||||||||
$ | 14,580 | 13,846 | 94 | 20 | 28,540 | 652,277 | 680,817 | $ | 19,937 | 13,413 | 84 | 55 | 33,489 | 614,776 | 648,265 | |||||||||||||||||||||||||||||||||||||||||
December 31, 2019 | December 31, 2020 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Classified | Unclassified | Classified | Unclassified | |||||||||||||||||||||||||||||||||||||||||||||||||||||
(Dollars in thousands) | Special | Substandard | Doubtful | Loss | Total | Total | Total Loans | Special Mention | Substandard | Doubtful | Loss | Total | Total | Total Loans | ||||||||||||||||||||||||||||||||||||||||||
Single family | $ | 1,118 | 1,765 | 35 | 0 | 2,918 | 117,146 | 120,064 | $ | 1,219 | 2,845 | 29 | 0 | 4,093 | 130,930 | 135,023 | ||||||||||||||||||||||||||||||||||||||||
Commercial real estate: | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Real estate rental and leasing | 3,489 | 9,114 | 0 | 0 | 12,603 | 179,899 | 192,502 | 8,065 | 3,483 | 0 | 0 | 11,548 | 190,852 | 202,400 | ||||||||||||||||||||||||||||||||||||||||||
Other | 4,451 | 5,253 | 0 | 0 | 9,704 | 147,989 | 157,693 | 8,774 | 9,750 | 0 | 0 | 18,524 | 159,780 | 178,304 | ||||||||||||||||||||||||||||||||||||||||||
Consumer | 0 | 842 | 69 | 65 | 976 | 68,973 | 69,949 | 0 | 600 | 132 | 18 | 750 | 54,641 | 55,391 | ||||||||||||||||||||||||||||||||||||||||||
Commercial business | 5,710 | 2,516 | 0 | 0 | 8,226 | 56,001 | 64,227 | 1,968 | 2,482 | 0 | 0 | 4,450 | 78,223 | 82,673 | ||||||||||||||||||||||||||||||||||||||||||
$ | 14,768 | 19,490 | 104 | 65 | 34,427 | 570,008 | 604,435 | $ | 20,026 | 19,160 | 161 | 18 | 39,365 | 614,426 | 653,791 | |||||||||||||||||||||||||||||||||||||||||
Classified loans represent special mention, substandard (performing and non-performing), and non-performing loans categorized as doubtful and loss. Loans classified as special mention are loans that have potential weaknesses that, if left uncorrected, may result in deterioration of the repayment prospects for the asset or in the Bank’s credit position at some future date. Loans classified as substandard are loans that are generally inadequately protected by the current net worth and paying capacity of the obligor, or by the collateral pledged, if any. Loans classified as substandard have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. Substandard loans are characterized by the distinct possibility that the Bank will sustain some loss if the deficiencies are not corrected. Loans classified as doubtful have the weaknesses of those classified as substandard, with additional characteristics that make collection in full on the basis of currently existing facts, conditions and values questionable, and there is a high possibility of loss. A loan classified as loss is essentially uncollateralized and/or considered uncollectible and of such little value that continuance as an asset on the balance sheet may not be warranted. Loans classified as substandard or doubtful require the Bank to perform an analysis of the individual loan and charge off any loans, or portion thereof, that are deemed uncollectible.
The aging of past due loans at SeptemberJune 30, 2020 2021 and December 31, 2019 2020 is summarized as follows:
(Dollars in thousands) | 30-59 Days | 60-89 Days | 90 Days or More Past Due | Total Past Due | Current | Total Loans | Loans 90 Days | 30-59 Days Past Due | 60-89 Days Past Due | 90 Days or More Past Due | Total Past Due | Current Loans | Total Loans | Loans 90 Days or More Past Due and Still Accruing | ||||||||||||||||||||||||||||||||||||||||||
September 30, 2020 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
June 30, 2021 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Single family | $ | 550 | 223 | 144 | 917 | 129,926 | 130,843 | 0 | $ | 500 | 150 | 430 | 1,080 | 149,190 | 150,270 | 0 | ||||||||||||||||||||||||||||||||||||||||
Commercial real estate: | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Real estate rental and leasing | 0 | 0 | 0 | 0 | 213,696 | 213,696 | 0 | 333 | 0 | 0 | 333 | 200,329 | 200,662 | 0 | ||||||||||||||||||||||||||||||||||||||||||
Other | 0 | 0 | 185 | 185 | 170,026 | 170,211 | 0 | 0 | 0 | 0 | 0 | 176,949 | 176,949 | 0 | ||||||||||||||||||||||||||||||||||||||||||
Consumer | 360 | 49 | 300 | 709 | 58,562 | 59,271 | 0 | 329 | 64 | 291 | 684 | 45,582 | 46,266 | 0 | ||||||||||||||||||||||||||||||||||||||||||
Commercial business | 0 | 0 | 0 | 0 | 106,796 | 106,796 | 0 | 25 | 0 | 0 | 25 | 74,093 | 74,118 | |||||||||||||||||||||||||||||||||||||||||||
$ | 910 | 272 | 629 | 1,811 | 679,006 | 680,817 | 0 | $ | 1,187 | 214 | 721 | 2,122 | 646,143 | 648,265 | 0 | |||||||||||||||||||||||||||||||||||||||||
December 31, 2019 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
December 31, 2020 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Single family | $ | 786 | 77 | 59 | 922 | 119,142 | 120,064 | 0 | $ | 626 | 38 | 298 | 962 | 134,061 | 135,023 | 0 | ||||||||||||||||||||||||||||||||||||||||
Commercial real estate: | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Real estate rental and leasing | 0 | 0 | 0 | 0 | 192,502 | 192,502 | 0 | 0 | 0 | 0 | 0 | 202,400 | 202,400 | 0 | ||||||||||||||||||||||||||||||||||||||||||
Other | 0 | 0 | 0 | 0 | 157,693 | 157,693 | 0 | 0 | 0 | 0 | 0 | 178,304 | 178,304 | 0 | ||||||||||||||||||||||||||||||||||||||||||
Consumer | 527 | 31 | 206 | 764 | 69,185 | 69,949 | 0 | 458 | 66 | 279 | 803 | 54,588 | 55,391 | 0 | ||||||||||||||||||||||||||||||||||||||||||
Commercial business | 147 | 13 | 550 | 710 | 63,517 | 64,227 | 0 | 0 | 0 | 0 | 0 | 82,673 | 82,673 | 0 | ||||||||||||||||||||||||||||||||||||||||||
$ | 1,460 | 121 | 815 | 2,396 | 602,039 | 604,435 | 0 | $ | 1,084 | 104 | 577 | 1,765 | 652,026 | 653,791 | 0 | |||||||||||||||||||||||||||||||||||||||||
Impaired loans include loans that are non-performing (non-accruing) and loans that have been modified in a troubled debt restructuring (TDR). The following table summarizes impaired loans and related allowances as of SeptemberJune 30, 2020 2021 and December 31, 2019:2020.
September 30, 2020 | December 31, 2019 | June 30, 2021 | December 31, 2020 | |||||||||||||||||||||||||||||||||||||||||||||
(Dollars in thousands) | Recorded | Unpaid | Related | Recorded | Unpaid | Related | Recorded Investment | Unpaid Principal Balance | Related Allowance | Recorded Investment | Unpaid Principal Balance | Related Allowance | ||||||||||||||||||||||||||||||||||||
Loans with no related allowance recorded: | ||||||||||||||||||||||||||||||||||||||||||||||||
Single family | $ | 588 | 607 | 0 | 544 | 563 | 0 | $ | 423 | 442 | 0 | 740 | 759 | 0 | ||||||||||||||||||||||||||||||||||
Commercial real estate: | ||||||||||||||||||||||||||||||||||||||||||||||||
Real estate rental and leasing | 968 | 1,618 | 0 | 0 | 0 | 0 | 156 | 156 | 0 | 932 | 1,582 | 0 | ||||||||||||||||||||||||||||||||||||
Other | 399 | 479 | 0 | 0 | 0 | 0 | 194 | 194 | 0 | 211 | 211 | 0 | ||||||||||||||||||||||||||||||||||||
Consumer | 596 | 596 | 0 | 781 | 781 | 0 | 628 | 628 | 0 | 574 | 574 | 0 | ||||||||||||||||||||||||||||||||||||
Loans with an allowance recorded: | ||||||||||||||||||||||||||||||||||||||||||||||||
Single family | 120 | 120 | 31 | 430 | 430 | 62 | 155 | 155 | 68 | 117 | 117 | 29 | ||||||||||||||||||||||||||||||||||||
Commercial real estate: | ||||||||||||||||||||||||||||||||||||||||||||||||
Real estate rental and leasing | 170 | 170 | 5 | 184 | 184 | 16 | 0 | 0 | 0 | 166 | 166 | 5 | ||||||||||||||||||||||||||||||||||||
Other | 0 | 0 | 0 | 982 | 982 | 435 | 169 | 169 | 135 | 175 | 175 | 90 | ||||||||||||||||||||||||||||||||||||
Consumer | 111 | 111 | 63 | 195 | 195 | 119 | 95 | 95 | 51 | 176 | 176 | 100 | ||||||||||||||||||||||||||||||||||||
Commercial business | 45 | 597 | 17 | 735 | 1,287 | 93 | 26 | 578 | 9 | 35 | 586 | 14 | ||||||||||||||||||||||||||||||||||||
Total: | ||||||||||||||||||||||||||||||||||||||||||||||||
Single family | 708 | 727 | 31 | 974 | 993 | 62 | 578 | 597 | 68 | 857 | 876 | 29 | ||||||||||||||||||||||||||||||||||||
Commercial real estate: | ||||||||||||||||||||||||||||||||||||||||||||||||
Real estate rental and leasing | 1,138 | 1,788 | 5 | 184 | 184 | 16 | 156 | 156 | 0 | 1,098 | 1,748 | 5 | ||||||||||||||||||||||||||||||||||||
Other | 399 | 479 | 0 | 982 | 982 | 435 | 363 | 363 | 135 | 386 | 386 | 90 | ||||||||||||||||||||||||||||||||||||
Consumer | 707 | 707 | 63 | 976 | 976 | 119 | 723 | 723 | 51 | 750 | 750 | 100 | ||||||||||||||||||||||||||||||||||||
Commercial business | 45 | 597 | 17 | 735 | 1,287 | 93 | 26 | 578 | 9 | 35 | 586 | 14 | ||||||||||||||||||||||||||||||||||||
$ | 2,997 | 4,298 | 116 | 3,851 | 4,422 | 725 | $ | 1,846 | 2,417 | 263 | 3,126 | 4,346 | 238 | |||||||||||||||||||||||||||||||||||
The following tables summarizetable summarizes the average recorded investment and interest income recognized on impaired loans duringfor the three and ninesix months ended SeptemberJune 30, 2020 2021 and 2019.2020.
For the three months ended | For the nine months ended September 30, 2020 | For the Three Months Ended June 30, 2021 | For the Six Months Ended June 30, 2021 | |||||||||||||||||||||||||||||
(Dollars in thousands) | Average Recorded | Interest Income | Average Investment | Interest Income | Average Recorded Investment | Interest Income Recognized | Average Recorded Investment | Interest Income Recognized | ||||||||||||||||||||||||
Loans with no related allowance recorded: | ||||||||||||||||||||||||||||||||
Single family | $ | 606 | 6 | 585 | 23 | $ | 580 | 1 | 633 | 2 | ||||||||||||||||||||||
Commercial real estate: | ||||||||||||||||||||||||||||||||
Real estate rental and leasing | 985 | 0 | 493 | 33 | 614 | 0 | 720 | 0 | ||||||||||||||||||||||||
Other | 401 | 0 | 340 | 2 | 196 | 0 | 201 | 0 | ||||||||||||||||||||||||
Consumer | 586 | 3 | 640 | 9 | 570 | 2 | 571 | 2 | ||||||||||||||||||||||||
Commercial business | 4 | 0 | 2 | 0 | ||||||||||||||||||||||||||||
Loans with an allowance recorded: | ||||||||||||||||||||||||||||||||
Single family | 121 | 0 | 273 | 0 | 135 | 0 | 129 | 0 | ||||||||||||||||||||||||
Commercial real estate: | ||||||||||||||||||||||||||||||||
Real estate rental and leasing | 173 | 0 | 177 | 0 | 0 | 0 | 55 | 0 | ||||||||||||||||||||||||
Other | 0 | 0 | 487 | 0 | 154 | 0 | 161 | 0 | ||||||||||||||||||||||||
Consumer | 142 | 0 | 169 | 2 | 122 | 0 | 140 | 1 | ||||||||||||||||||||||||
Commercial business | 50 | 1 | 242 | 2 | 32 | 0 | 33 | 1 | ||||||||||||||||||||||||
Total: | ||||||||||||||||||||||||||||||||
Single family | 727 | 6 | 858 | 23 | 715 | 1 | 762 | 2 | ||||||||||||||||||||||||
Commercial real estate: | ||||||||||||||||||||||||||||||||
Real estate rental and leasing | 1,158 | 0 | 670 | 33 | 614 | 0 | 775 | 0 | ||||||||||||||||||||||||
Other | 401 | 0 | 827 | 2 | 350 | 0 | 362 | 0 | ||||||||||||||||||||||||
Consumer | 728 | 3 | 809 | 11 | 692 | 2 | 711 | 3 | ||||||||||||||||||||||||
Commercial business | 54 | 1 | 244 | 2 | 32 | 0 | 33 | 1 | ||||||||||||||||||||||||
$ | 3,068 | 10 | 3,408 | 71 | $ | 2,403 | 3 | 2,643 | 6 | |||||||||||||||||||||||
�� |
For the three months ended | For the nine months ended September 30, 2019 | |||||||||||||||
(Dollars in thousands) | Average Recorded | Interest Income | Average | Interest Income | ||||||||||||
Loans with no related allowance recorded: | ||||||||||||||||
Single family | $ | 551 | 6 | 499 | 17 | |||||||||||
Commercial real estate: | ||||||||||||||||
Other | 0 | 0 | 13 | 0 | ||||||||||||
Consumer | 612 | 3 | 530 | 17 | ||||||||||||
Loans with an allowance recorded: | ||||||||||||||||
Single family | 579 | 1 | 684 | 2 | ||||||||||||
Commercial real estate: | ||||||||||||||||
Real estate rental and leasing | 191 | 0 | 195 | 0 | ||||||||||||
Other | 1,061 | 20 | 1,065 | 22 | ||||||||||||
Consumer | 192 | 3 | 241 | 8 | ||||||||||||
Commercial business | 248 | 3 | 286 | 8 | ||||||||||||
Total: | ||||||||||||||||
Single family | 1,130 | 7 | 1,183 | 19 | ||||||||||||
Commercial real estate: | ||||||||||||||||
Real estate rental and leasing | 191 | 0 | 195 | 0 | ||||||||||||
Other | 1,061 | 20 | 1,078 | 22 | ||||||||||||
Consumer | 804 | 6 | 771 | 25 | ||||||||||||
Commercial business | 248 | 3 | 286 | 8 | ||||||||||||
$ | 3,434 | 36 | 3,513 | 74 | ||||||||||||
For the Three Months Ended June 30, 2020 | For the Six Months Ended June 30, 2020 | |||||||||||||||
(Dollars in thousands) | Average Recorded Investment | Interest Income Recognized | Average Recorded Investment | Interest Income Recognized | ||||||||||||
Loans with no related allowance recorded: | ||||||||||||||||
Single family | $ | 604 | 7 | 584 | 18 | |||||||||||
Commercial real estate: | ||||||||||||||||
Real estate rental and leasing | 501 | 13 | 334 | 33 | ||||||||||||
Other | 480 | 0 | 320 | 2 | ||||||||||||
Consumer | 591 | 3 | 654 | 6 | ||||||||||||
Commercial business | 4 | 0 | 3 | 0 | ||||||||||||
Loans with an allowance recorded: | ||||||||||||||||
Single family | 271 | 0 | 324 | 0 | ||||||||||||
Commercial real estate: | ||||||||||||||||
Real estate rental and leasing | 177 | 0 | 179 | 0 | ||||||||||||
Other | 484 | 0 | 650 | 0 | ||||||||||||
Consumer | 185 | 1 | 188 | 3 | ||||||||||||
Commercial business | 93 | 1 | 307 | 1 | ||||||||||||
Total: | ||||||||||||||||
Single family | 875 | 7 | 908 | 18 | ||||||||||||
Commercial real estate: | ||||||||||||||||
Real estate rental and leasing | 678 | 13 | 513 | 33 | ||||||||||||
Other | 964 | 0 | 970 | 2 | ||||||||||||
Consumer | 776 | 4 | 842 | 9 | ||||||||||||
Commercial business | 97 | 1 | 310 | 1 | ||||||||||||
$ | 3,390 | 25 | 3,543 | 63 | ||||||||||||
At SeptemberJune 30, 2020 2021 and December 31, 2019, 2020, non-accruing loans totaled $2.5$1.8 million and $2.1$2.7 million, respectively, for which the related allowance for loan losses was $0.1$0.3 million and $0.2 million, respectively. All of the interest income that was recognized for non-accruing loans was recognized using the cash basis method of income recognition. Non-accruing loans for which no specific allowance has been recorded, because management determined that the value of the collateral was sufficient to repay the loan, totaled $2.2$1.4 million and $0.8$2.1 million at SeptemberJune 30, 2020 2021 and December 31, 2019, 2020, respectively. Non-accrual loans also include certain loans that have had terms modified in a TDR.
The non-accrual loans at SeptemberJune 30, 2020 2021 and December 31, 2019 2020 are summarized as follows:
(Dollars in thousands) |
September 30, 2020 |
December 31, 2019 | June 30, 2021 | December 31, 2020 | ||||||||||||
Single family | $ | 352 | 617 | $ | 557 | 502 | ||||||||||
Commercial real estate: | ||||||||||||||||
Real estate rental and leasing | 1,138 | 184 | 156 | 1,098 | ||||||||||||
Other | 399 | 0 | 363 | 386 | ||||||||||||
Consumer | 641 | 659 | 669 | 689 | ||||||||||||
Commercial business | 11 | 621 | 8 | 9 | ||||||||||||
$ | 2,541 | 2,081 | $ | 1,753 | 2,684 | |||||||||||
At SeptemberJune 30, 2020 2021 and December 31, 2019 2020 there were loans included in loans receivable, net, with terms that had been modified in a TDR totaling $1.3 million and $1.5 million, and $2.5 million, respectively. There were no loans that were restructured as TDR’s in the third quarter of 2020. Of the loans that were restructured as TDR’sTDRs in the thirdsecond quarter of 2019, 2021,none were classified but performing, and $0.1 million were non-performing at SeptemberJune 30, 2019.2021. There were 0 loans that were restructured as TDRs in the second quarter of 2020.
The following table summarizes TDRs at SeptemberJune 30, 2020 2021 and December 31, 2019:2020.
September 30, 2020 | December 31, 2019 | June 30, 2021 | December 31, 2020 | |||||||||||||||||||||||||||||||||||||||||||||
(Dollars in thousands) | Accrual | Non-Accrual | Total | Accrual | Non-Accrual | Total | Accruing | Non- Accruing | Total | Accruing | Non- Accruing | Total | ||||||||||||||||||||||||||||||||||||
Single family | $ | 356 | 261 | 617 | 357 | 266 | 623 | $ | 22 | 249 | 271 | 355 | 257 | 612 | ||||||||||||||||||||||||||||||||||
Commercial real estate | 0 | 214 | 214 | 983 | 0 | 983 | 0 | 363 | 363 | 0 | 211 | 211 | ||||||||||||||||||||||||||||||||||||
Consumer | 66 | 589 | 655 | 316 | 429 | 745 | 54 | 606 | 660 | 62 | 568 | 630 | ||||||||||||||||||||||||||||||||||||
Commercial business | 35 | 0 | 35 | 114 | 0 | 114 | 18 | 0 | 18 | 25 | 0 | 25 | ||||||||||||||||||||||||||||||||||||
$ | 457 | 1,064 | 1,521 | 1,770 | 695 | 2,465 | $ | 94 | 1,218 | 1,312 | 442 | 1,036 | 1,478 | |||||||||||||||||||||||||||||||||||
As of SeptemberJune 30, 2020, 2021, the Bank had commitments to lend an additional $1.3$0.5 million to a borrower who has TDR and non-accrual loans. These additional funds are for the construction of single family homes with a maximum loan-to-value ratio of 75%. These loans are secured by the homes under construction. At December 31, 2019, 2020, there were commitments to lend additional funds of $0.8$1.1 million to this same borrower.
TDR concessions can include reduction of interest rates, extension of maturity dates, forgiveness of principal and/or interest due, or acceptance of real estate or other assets in full or partial satisfaction of the debt. Loan modifications are not reported as TDRs after 12twelve months if the loan was modified at a market rate of interest for comparable risk loans, and the loan is performing in accordance with the terms of the restructured agreement for the entire 12twelve month period. All loans classified as TDRs are considered to be impaired.
When a loan is modified as a TDR, there may be a direct, material impact on the loans within the consolidated balance sheets, as principal balances may be partially forgiven. The financial effects of TDRs are presented in the following tablestable and represent the difference between the outstanding recorded balance pre-modification and post-modification, for the three month and ninesix month periods ended Septemberending June 30, 2020 2021 and 2019.2020.
Three Months Ended June 30, 2021 | Six Months Ended June 30, 2021 | |||||||||||||||||||||||
(Dollars in thousands) | Number of Contracts | Pre- Modification Outstanding Recorded Investment | Post- Modification Outstanding Recorded Investment | Number of Contracts | Pre- Modification Outstanding Recorded Investment | Post- Modification Outstanding Recorded Investment | ||||||||||||||||||
Troubled debt restructurings: | ||||||||||||||||||||||||
Commercial real estate: | ||||||||||||||||||||||||
Other | 0 | $ | 0 | 0 | 1 | $ | 139 | 139 | ||||||||||||||||
Consumer | 1 | 93 | 94 | 1 | 93 | 94 | ||||||||||||||||||
Commercial business | 0 | 0 | 0 | 1 | 14 | 14 | ||||||||||||||||||
Total | 1 | $ | 93 | 94 | 3 | $ | 246 | 247 | ||||||||||||||||
Three Months Ended September 30, 2020 | Nine Months Ended September 30, 2020 | |||||||||||||||||||||||
(Dollars in thousands) | Number of | Pre- | Post- | Number of | Pre- modification | Post- modification | ||||||||||||||||||
Troubled debt restructurings: | ||||||||||||||||||||||||
Single family | 0 | $ | 0 | 0 | 1 | $ | 94 | 101 | ||||||||||||||||
Commercial real estate: | ||||||||||||||||||||||||
Other | 0 | 0 | 0 | 2 | 293 | 293 | ||||||||||||||||||
Total | 0 | $ | 0 | 0 | 3 | $ | 387 | 394 | ||||||||||||||||
Three Months Ended September 30, 2019 | Nine Months Ended September 30, 2019 | |||||||||||||||||||||||
(Dollars in thousands) | Number of | Pre- modification | Post- modification | Number of | Pre- modification | Post- modification | ||||||||||||||||||
Troubled debt restructurings: | ||||||||||||||||||||||||
Single family | 0 | $ | 0 | 0 | 3 | $ | 176 | 181 | ||||||||||||||||
Consumer | 1 | 58 | 58 | 4 | 118 | 118 | ||||||||||||||||||
Total | 1 | $ | 58 | 58 | 7 | $ | 294 | 299 | ||||||||||||||||
Three Months Ended June 30, 2020 | Six Months Ended June 30, 2020 | |||||||||||||||||||||||
(Dollars in thousands) | Number of Contracts | Pre- modification Outstanding Recorded Investment | Post- modification Outstanding Recorded Investment | Number of Contracts | Pre- modification Outstanding Recorded Investment | Post- modification Outstanding Recorded Investment | ||||||||||||||||||
Troubled debt restructurings: | ||||||||||||||||||||||||
Single family | 0 | $ | 0 | 0 | 1 | $ | 94 | 101 | ||||||||||||||||
Commercial real estate: | ||||||||||||||||||||||||
Other | 0 | 0 | 0 | 2 | 293 | 293 | ||||||||||||||||||
Total | 0 | $ | 0 | 0 | 3 | $ | 387 | 394 | ||||||||||||||||
There were no0 loans that were restructured in the 12twelve months preceding SeptemberJune 30, 2020 2021 and 20192020 that subsequently defaulted during the three and ninesix months ended SeptemberJune 30, 2020 2021 and 2019, respectively.2020.
The Company considers a loan to have defaulted when it becomes 90 or more days past due under the modified terms, when it is placed in non-accrual status, when it becomes other real estate owned, or when it becomes non-compliant with some other material requirement of the modification agreement. Loans that were non-accrual prior to modification remain on non-accrual status for at least six months following modification. Non-accrual TDR loans that have performed according to the modified terms for six months may be returned to accrual status. Loans that were accruing prior to modification remain on accrual status after the modification as long as the loan continues to perform under the new terms.
TDRs are reviewed for impairment following the same methodology as other impaired loans. For loans that are collateral-dependent, the value of the collateral is reviewed and additional reserves may be added to specific reserves as needed. Loans that are not collateral-dependent may have additional reserves established if deemed necessary. The reserves for TDRs were $0.1$0.3 million, or 1.1%2.6%, of the total $9.5$9.9 million in loan loss reserves at SeptemberJune 30, 2020 2021 and $0.6$0.1 million, or 7.2%0.9%, of the total $8.6$10.7 million in loan loss reserves at December 31, 2019.2020.
InThe Coronavirus Aid, Relief, and Economic Security (CARES) Act was signed into law on March 27, 2020 and the first nine months of 2020 the Company deferred loan payments for up to six months for some borrowers that were negatively impacted by the COVID-19 pandemic. In accordance with the regulatory guidance inBank’s regulators issued the Interagency Statement on Loan Modification and Reporting for Financial Institutions Working with Customers Affected by the Coronavirus that was issued on April 7, 2020,2020. Section 4013 of the CARES Act temporarily allows the Bank to grant modifications of loans to borrowers that were impacted by the pandemic without classifying the modifications as TDRs if the accommodation is granted before December 31, 2021. In accordance with the regulatory guidance, the Bank granted accommodations on certain loans to borrowers who were negatively impacted by the COVID-19 pandemic. At June 30, 2021, the Bank had $33.5 million of loans that had been granted loan accommodations in accordance with Section 4013 of the CARES Act. These accommodations are in addition to the TDRs that are disclosed above. The accommodations granted included $29.2 million of loans that are required to make interest only payments for periods up to December 31, 2021 and $4.3 million of loans that had their loan amortization period increased. Of these deferred amountsloans, $5.7 million were not included in the TDR information noted above. Furthermore, based on management’s review the risk ratings onclassified but still accruing at June 30, 2021 and all of these loans were not changedcurrent with their agreed upon payments. The commercial credit area continues to communicate regularly with the borrowers that have been granted loan accommodations and the loans continuemonitors their activity closely. This information is used to accrue interest based on the applicable guidance. Management will continue to monitoranalyze the performance and condition of these loans and maketo anticipate any necessary changespotential issues that these loans may develop so that risk ratings may be appropriately adjusted in a timely manner. It is anticipated that most of the remaining borrowers that have been granted accommodations will be in a position to resume making their classification that regular loan payments at the end of the initial accommodation period. Other borrowers, particularly in the hospitality and restaurant industries, may be required based on future regulatory guidance. A summaryneed additional accommodations when their initial accommodation period ends as their operations may need more time to recover from the impact of deferred loans at September 30, 2020 and June 30, 2020 by industry and collateral type is as follows:the pandemic.
(Dollars in thousands) | Balance | Balance | ||||||
Commercial real estate loans by industry: | ||||||||
Hotels (1) | $ | 54,660 | 54,660 | |||||
Retail/Office | 7,127 | 20,322 | ||||||
Theaters | 11,269 | 11,269 | ||||||
Multi-family | 0 | 11,195 | ||||||
Single family | 0 | 4,675 | ||||||
Restaurant/Bar | 2,876 | 4,477 | ||||||
Other | 5,747 | 9,449 | ||||||
Total commercial loans | 81,679 | 116,047 | ||||||
Consumer loans by collateral type: | ||||||||
Single family | 366 | 2,955 | ||||||
Other | 0 | 77 | ||||||
Total consumer loans | 366 | 3,032 | ||||||
Total deferred loans | $ | 82,045 | 119,079 |
|
|
All of the borrowers whose loan deferral period ended during the third quarter of 2020 had resumed making their normal payments and none of the loans removed from the deferral list were classified as non-performing as of September 30, 2020. The initial deferral period for all remaining deferred loans at September 30, 2020 is scheduled to end in the fourth quarter of 2020. The Company’s commercial credit department continues to communicate regularly with the borrowers that have had their loan payments deferred and monitors their activity closely. This information is used to analyze the performance of these borrowers and to help anticipate any potential issues that these borrowers may have when their initial deferral period ends. It is anticipated that some of the remaining borrowers with deferred loan payments will be in a position to resume making their regular loan payments, while other borrowers, particularly in the hospitality and restaurant industries, may need to have their loan terms modified for a period of time until their operations recover more fully from the impacts of the pandemic.
(1010) Intangible Assets
The Company’s intangible assets consist of mortgage servicing rights, core deposit intangibles, goodwill and goodwill.mortgage servicing rights. A summary of mortgage servicing rights activity is as follows:
(Dollars in thousands) | Nine Months ended | Twelve Months ended December 31, 2019 | Nine Months ended September 30, 2019 | Six Months Ended June 30, 2021 | Twelve Months Ended December 31, 2020 | Six Months Ended June 30, 2020 | ||||||||||||||||||
Balance, beginning of period | $ | 2,172 | 1,855 | 1,855 | $ | 3,043 | 2,172 | 2,172 | ||||||||||||||||
Originations | 1,710 | 1,097 | 674 | 691 | 2,189 | 1,096 | ||||||||||||||||||
Amortization | (1,002 | ) | (780 | ) | (535 | ) | (574 | ) | (1,318 | ) | (621 | ) | ||||||||||||
Balance, end of period | $ | 2,880 | 2,172 | 1,994 | $ | 3,160 | 3,043 | 2,647 | ||||||||||||||||
Fair value of mortgage servicing rights | $ | 2,956 | 3,390 | 2,922 | $ | 4,316 | 3,378 | 2,840 | ||||||||||||||||
All of the loans sold where the Company continues to service the loans are serviced for FNMA under the mortgage-backed security program or the individual loan sale program. The following is a summary of the risk characteristics of the loans being serviced for FNMA at SeptemberJune 30, 2020.2021.
Weighted | Weighted | Weighted | Weighted | |||||||||||||||||||||||||||||
Loan | Average | Average | Loan | Average | Average | |||||||||||||||||||||||||||
Principal | Interest | Remaining | Number | Principal | Interest | Remaining | Number | |||||||||||||||||||||||||
(Dollars in thousands) | Balance | Rate | Term (months) | of Loans | Balance | Rate | Term (months) | of Loans | ||||||||||||||||||||||||
Original term 30 year fixed rate | $ | 380,018 | 3.74 | % | 311 | 2,593 | $ | 407,078 | 3.50 | % | 312 | 2,629 | ||||||||||||||||||||
Original term 15 year fixed rate | 117,870 | 3.03 | 140 | 1,064 | 120,211 | 2.90 | 142 | 1,079 | ||||||||||||||||||||||||
Amortization expense for amortizing intangible assets was $0.6 million and $0.7 million for the six month periods ended June 30, 2021 and 2020, respectively. The gross carrying amount of intangible assets and the associated accumulated amortization at SeptemberJune 30, 2020 2021 and December 31, 2019 2020 is presented in the following table. Amortization expense for amortizing intangible assets was $1.1 million and $0.6 million for the nine month periods ended September 30, 2020 and 2019, respectively.tables.
June 30, 2021 | ||||||||||||
Gross | ||||||||||||
(Dollars in thousands) | Carrying Amount | Accumulated Amortization | Unamortized Amount | |||||||||
Mortgage servicing rights | $ | 6,015 | (2,855 | ) | 3,160 | |||||||
Core deposit intangible | 574 | (551 | ) | 23 | ||||||||
Goodwill | 802 | 0 | 802 | |||||||||
Total | $ | 7,391 | (3,406 | ) | 3,985 | |||||||
September 30, 2020 | ||||||||||||
Gross | ||||||||||||
(Dollars in thousands) | Carrying Amount | Accumulated Amortization | Unamortized Amount | |||||||||
Mortgage servicing rights | $ | 6,018 | (3,138 | ) | 2,880 | |||||||
Core deposit intangible | 574 | (492 | ) | 82 | ||||||||
Goodwill | 802 | 0 | 802 | |||||||||
Total | $ | 7,394 | (3,630 | ) | 3,764 | |||||||
December 31, 2019 | December 31, 2020 | |||||||||||||||||||||||
�� | Gross | Gross | ||||||||||||||||||||||
(Dollars in thousands) | Carrying Amount | Accumulated Amortization | Unamortized Amount | Carrying Amount | Accumulated Amortization | Unamortized Amount | ||||||||||||||||||
Mortgage servicing rights | $ | 4,968 | (2,796 | ) | 2,172 | $ | 5,691 | (2,648 | ) | 3,043 | ||||||||||||||
Core deposit intangible | 574 | (418 | ) | 156 | 574 | (517 | ) | 57 | ||||||||||||||||
Goodwill | 802 | 0 | 802 | 802 | 0 | 802 | ||||||||||||||||||
Total | $ | 6,344 | (3,214 | ) | 3,130 | $ | 7,067 | (3,165 | ) | 3,902 | ||||||||||||||
The following table indicates the estimated future amortization expense for amortizing intangible assets:assets.
(Dollars in thousands) | Mortgage Servicing Rights | Core Deposit Intangible | Total Amortizing Intangible Assets | |||||||||
Year ending December 31, | ||||||||||||
2021 | $ | 338 | 13 | 351 | ||||||||
2022 | 638 | 10 | 648 | |||||||||
2023 | 597 | 0 | 597 | |||||||||
2024 | 552 | 0 | 552 | |||||||||
2025 | 471 | 0 | 471 | |||||||||
Thereafter | 564 | 0 | 564 | |||||||||
Total | $ | 3,160 | 23 | 3,183 | ||||||||
(Dollars in thousands) |
Mortgage |
Core Deposit | Total Amortizing | |||||||||
Year ended December 31, | ||||||||||||
2020 | $ | 156 | 25 | 181 | ||||||||
2021 | 596 | 47 | 643 | |||||||||
2022 | 550 | 10 | 560 | |||||||||
2023 | 495 | 0 | 495 | |||||||||
2024 | 437 | 0 | 437 | |||||||||
Thereafter | 646 | 0 | 646 | |||||||||
Total | $ | 2,880 | 82 | 2,962 | ||||||||
Projections of amortization are based on existing asset balances and the existing interest rate environment as of September 30, 2020. The Company's actual experience may be different depending upon changes in mortgage interest rates and other market conditions.
No amortization expense relating to goodwill is recorded as GAAP does not allow goodwill to be amortized but requires that it be tested for impairment at least annually, or sooner, if there are indications that impairment may exist. The Company’s stock was trading at a price below its book value at September 30, 2020 and therefore, goodwill was analyzed for impairment. Based on the analysis, the Company determined that goodwill was not permanently impaired and no write down was required at September 30, 2020.
Projections of amortization are based on existing asset balances and the existing interest rate environment as of June 30, 2021. The Company's actual experiences may be significantly different depending upon changes in mortgage interest rates and other market conditions.
(11)(11) Leases
The Company accounts for its leases in accordance with ASU 2016-02,2016-02, Leases (Topic 842)842) and as of SeptemberJune 30, 2020, 2021 a $3.4$2.8 million right-of-use asset and an offsetting lease payment obligation liability were recorded on the consolidated balance sheetssheet in other assets and other liabilities, respectively.
Operating lease right-of-use assets represent the Company’s right to use an underlying asset during the lease term and operating lease liabilities represent its obligation to make lease payments arising from the lease. Right-of-use assets and operating lease liabilities are recognized at lease commencement based on the present value of the remaining lease payments using a discount rate that represents the Company’s incremental borrowing rate at the lease commencement date. Because the Company only has operating leases and the right-of-use asset is offset by a lease payment obligation liability, the lease payments are the only amount that is recorded in occupancy expense in the consolidated statements of comprehensive income.
The Company’s leases relate to office space and bank branches with remaining lease terms between 22fourteen and 54forty-six months. Certain leases contain extension options which typically range from 3three to 10ten years. Because these extension options are not considered reasonably certain of exercise, they are not included in the lease term.
The table below summarizes the Company’s net lease cost for the three and six months ended June 30, 2021.
(Dollars in thousands) | Three Months Ended | Six Months Ended | ||||||
Operating lease cost | $ | 223 | 449 | |||||
The table below summarizes other information related to the Company’s operating leases.
Three Months Ended | Six Months Ended | |||||||||||||||
(Dollars in thousands) | June 30, 2021 | June 30, 2020 | June 30, 2021 | June 30, 2020 | ||||||||||||
Cash paid for amounts included in the measurement of lease liabilities: | ||||||||||||||||
Operating cash flows from operating leases | $ | 223 | 223 | 449 | 445 | |||||||||||
Weighted-average remaining lease term – operating leases, in years | 3.3 | 4.2 | 3.3 | 4.2 | ||||||||||||
Weighted-average discount rate – operating leases | 2.19 | % | 2.19 | % | 2.19 | % | 2.19 | % | ||||||||
The table below summarizes the maturities of remaining lease liabilities.
(Dollars in thousands) | June 30, 2021 | |||
2021 | $ | 452 | ||
2022 | 932 | |||
2023 | 807 | |||
2024 | 729 | |||
2025 | 15 | |||
Total lease payments | 2,935 | |||
Less: Interest | (107 | ) | ||
Present value of lease liabilities | $ | 2,828 | ||
The table below summarizes the Company’s net lease cost:
(Dollars in thousands) | Three Months Ended | Nine Months Ended | ||||||
Operating lease cost | $ | 224 | 669 | |||||
The table below summarizes other information related to the Company’s operating leases:
(Dollars in thousands) | Three Months | Three Months | Nine Months | Nine Months | ||||||||||||
Cash paid for amounts included in the measurement of lease liabilities: | ||||||||||||||||
Operating cash flows from operating leases | $ | 224 | 221 | 669 | 667 | |||||||||||
Weighted-average remaining lease term – operating leases, in years | 3.9 | 5.0 | 3.9 | 5.0 | ||||||||||||
Weighted-average discount rate – operating leases | 2.19 | % | 2.19 | % | 2.19 | % | 2.19 | % | ||||||||
The table below summarizes the maturities of remaining lease liabilities:
(Dollars in thousands) |
September 30, 2020 | |||
2020 | $ | 222 | ||
2021 | 902 | |||
2022 | 924 | |||
2023 | 802 | |||
2024 | 667 | |||
2025 and thereafter | 11 | |||
Total lease payments | 3,528 | |||
Less: Interest | (153 | ) | ||
Present value of lease liabilities | $ | 3,375 | ||
(1212)Earnings per Common ShareShare
The following table reconciles the weighted average shares outstanding and the earnings available to common shareholders used for basic and diluted earnings per share:common share.
Three Months Ended September 30, | Nine Months Ended September 30, | Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||||||||||||||||
(In thousands, except per share data) | 2020 | 2019 | 2020 | 2019 | ||||||||||||||||||||||||||||
Weighted average number of common shares outstanding used in basic earnings per share calculation | 4,628 | 4,614 | 4,624 | 4,606 | ||||||||||||||||||||||||||||
(Dollars in thousands, except per share data) | 2021 | 2020 | 2021 | 2020 | ||||||||||||||||||||||||||||
Weighted average number of common shares outstanding used in basic earnings per common share calculation | 4,492,502 | 4,618,555 | 4,526,434 | 4,622,231 | ||||||||||||||||||||||||||||
Net dilutive effect of: | ||||||||||||||||||||||||||||||||
Restricted stock awards and options | 23 | 28 | 26 | 29 | 34,394 | 25,664 | 32,983 | 26,691 | ||||||||||||||||||||||||
Weighted average number of shares outstanding adjusted for effect of dilutive securities | 4,651 | 4,642 | 4,650 | 4,635 | 4,526,896 | 4,644,219 | 4,559,417 | 4,648,922 | ||||||||||||||||||||||||
Income available to common shareholders | $ | 3,101 | 2,076 | 7,177 | 6,557 | |||||||||||||||||||||||||||
Income available to common stockholders | $ | 4,528 | 2,691 | 7,946 | 4,076 | |||||||||||||||||||||||||||
Basic earnings per common share | $ | 0.67 | 0.45 | 1.55 | 1.42 | $ | 1.01 | 0.58 | 1.76 | 0.88 | ||||||||||||||||||||||
Diluted earnings per common share | $ | 0.67 | 0.45 | 1.54 | 1.41 | $ | 1.00 | 0.58 | 1.74 | 0.88 | ||||||||||||||||||||||
(13(13) Regulatory Capital and Oversight
The Company and the Bank areis subject to the Basel III regulatory capital requirements. The Basel III requirements, among other things, (i) apply a set of capital requirements to the Bank, (the Company is exempt, pursuant to the Small Bank Holding Company Policy Statement (Policy Statement) described below), including requirements relating to common equity as a component of core capital, (ii) implement a “capital conservation buffer” against risk and a higher minimum Tier 1 capital requirement, and (iii) set forth rules for calculating risk-weighted assets for purposes of such requirements. The rules also made corresponding revisions to the prompt corrective action framework and include capital ratios and buffer requirements which became fully phased in on January 1, 2019.requirements. Failure to meet minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Company's financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Bank must meet specific capital guidelines that involve quantitative measures of its assets, liabilities and certain off-balance sheet items as calculated under regulatory accounting practices. The capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings and other factors.
The Board of Governors of the Federal Reserve System amended its Small Bank Holding Company Policy Statement (Policy Statement), to exempt small bank holding companies with assets less than $3$3 billion from the above capital requirements. The Policy Statement was also expanded to include savings and loan holding companies that meet the Policy Statement’s qualitative requirements for exemption. The Company currently meets the qualitative exemption requirements, and therefore, is exempt from the above capital requirements.
Quantitative measures established by regulations to ensure capital adequacy require the Bank to maintain minimum amounts and ratios (set forth in the following table and defined in the regulation) of Common Equity Tier 1 capital to risk weighted assets, Tier 1 capital to adjusted total assets, Tier 1 capital to risk weighted assets and total capital to risk weighted assets.
The Bank’s average total assets for the quarter ended SeptemberJune 30, 2020 2021 were $886.7$977.2 million, its adjusted total assets were $885.8$976.5 million, and its risk-weighted assets were $655.1$689.6 million. The following table presents the Bank’s capital amounts and ratios at SeptemberJune 30, 2020 2021 for actual capital, required capital and excess capital, including ratios in order to qualify as being well capitalized under the prompt corrective actionactions regulations.
Actual | Required to be Adequately Capitalized | Excess Capital | To Be Well Capitalized Under Prompt Corrective Action Provisions | |||||||||||||||||||||||||||||
(Dollars in thousands) | Amount | Percent of Assets | Amount | Percent of Assets | Amount | Percent of Assets | Amount | Percent of Assets | ||||||||||||||||||||||||
June 30, 2021 | ||||||||||||||||||||||||||||||||
Common equity Tier 1 capital | $ | 97,789 | 14.18 | % | $ | 31,033 | 4.50 | % | $ | 66,756 | 9.68 | % | $ | 44,826 | 6.50 | % | ||||||||||||||||
Tier 1 capital leverage | 97,789 | 10.01 | 39,059 | 4.00 | 58,730 | 6.01 | 48,823 | 5.00 | ||||||||||||||||||||||||
Tier 1 risk-based capital | 97,789 | 14.18 | 41,378 | 6.00 | 56,411 | 8.18 | 55,171 | 8.00 | ||||||||||||||||||||||||
Total risk-based capital | 106,425 | 15.43 | 55,171 | 8.00 | 51,254 | 7.43 | 68,963 | 10.00 | ||||||||||||||||||||||||
Actual | Required to be | Excess Capital | To Be Well Capitalized | |||||||||||||||||||||||||||||
(Dollars in thousands) | Amount | Percent of | Amount | Percent of | Amount | Percent of | Amount | Percent of | ||||||||||||||||||||||||
September 30, 2020 | ||||||||||||||||||||||||||||||||
Common equity tier 1 capital | $ | 86,209 | 13.16 | % | $ | 29,481 | 4.50 | % | $ | 56,728 | 8.66 | % | $ | 42,583 | 6.50 | % | ||||||||||||||||
Tier 1 capital leverage | 86,209 | 9.73 | 35,432 | 4.00 | 50,777 | 5.73 | 44,291 | 5.00 | ||||||||||||||||||||||||
Tier 1 risk-based capital | 86,209 | 13.16 | 39,307 | 6.00 | 46,902 | 7.16 | 52,410 | 8.00 | ||||||||||||||||||||||||
Total risk-based capital | 94,414 | 14.41 | 52,410 | 8.00 | 42,004 | 6.41 | 65,512 | 10.00 | ||||||||||||||||||||||||
The Bank must maintain a capital conservation buffer of 2.50% composed of common equity Tier 1 capital above its minimum risk-based capital requirements in order to avoid limitations on capital distributions, including dividend payments and certain discretionary bonus payments to executive officers. Management believes that, as of SeptemberJune 30, 2020, 2021, the Bank’s capital ratios were in excess of those quantitative capital ratio standards set forth under the current prompt corrective action regulations, including the capital conservation buffer described above. However, there can be no assurance that the Bank will continue to maintain such status in the future. The Office of the Comptroller of the Currency (OCC) has extensive discretion in its supervisory and enforcement activities, and can adjust the requirement to be “well-capitalized” in the future.
(14(14) Stockholders’Stockholders’ Equity
The Company was authorized to repurchase up to $5.6$1.8 million additional shares of its common stock under the existing board-approved share repurchase program at SeptemberJune 30, 2020. 2021. The Company suspendeddid not declare any dividends on its common stock but did repurchase program through September 30, 2020 and did not repurchase any108,000 shares of its common stock in the open market for $2.2 million under the share repurchase program during the second or third quarters quarter of 2020. The suspension2021. Subsequent to the end of the stockquarter, on July 27, 2021, the board approved an additional $4.2 million for the share repurchase program, was done in orderincreasing to preserve capital while$6.0 million the Company evaluated its capital needs as a resultamount of the stressed economic environment related to the COVID-19 pandemic. Although, the evaluation of capital needs is an ongoing process, the stock repurchase program is no longer suspended. The Company did not pay any dividends on its common stock in the third quarter of 2020 and no dividends are anticipatedauthorized to be paid inrepurchased under the fourth quartershare repurchase program as of 2020.that date.
(15(15)Commitments and Contingencies
The Bank issues standby letters of credit which guarantee the performance of customers to third parties. The standby letters of credit issued and available at SeptemberJune 30, 2020 2021 were approximately $7.0$5.0 million, expire over the next 14sixteen months and are collateralized primarily with commercial real estate mortgages. Since the conditions under which the Bank is required to fund the standby letters of credit may not materialize, the cash requirements are expected to be less than the total outstanding commitments.
From time to time, the Company is party to legal proceedings arising out of its lending and deposit operations. The Company is, and expects to become, engaged in foreclosure proceedings, collection actions and other litigation as part of its normal banking activities. Among the various current litigation matters, the Company is involved in a bankruptcy litigation claim where the bankruptcy trustee is attempting to recover $1.9$2.0 million related to the principal and interest payments made to the Bank prior to the bankruptcy filing of a former customer of the Bank.
The Company examines each legal matter, and, in those situations where it determines that a particular legal matter presents loss contingencies that are both probable and reasonably estimable, establishes an appropriate accrual. In many situations, the Company is not able to estimate reasonably possible losses due to the preliminary nature of the legal matter, as well as a variety of other factors and uncertainties. For those legal matters where the Company is able to estimate a range of reasonably possible losses, management currently estimates that the aggregate range of losses from all of the Company’s outstanding litigation is from $0 to $0.9 million in excess of the amounts accrued, if any. This estimated aggregate range is based on an assessment of the information currently available to the Company and the actual aggregate losses could be higher. However, the Company does not believe these losses are probable to occur at this time. The Company reassesses all of its potential loss positions based on the available information each quarter and the estimated range of reasonably possible losses may change in the future. The Company typically vigorously pursues all available defenses related to litigation but may consider other alternatives, including settlement, in situations where there is an opportunity to resolve a legal matter on terms that are considered to be favorable to the Company when considering the continued expense and distraction of defending against any particular legal action.
Based on the Company’s current understanding of all of the outstanding legal matters, management does not believe that judgments or settlements arising from any pending or threatened litigation, individually or in the aggregate, would have a material adverse effect on the consolidated financial condition or results of operations. However, litigation is unpredictable and the actual results of litigation cannot be determined with any certainty. Therefore, the ultimate aggregate resolution of any, or all, of the current outstanding legal matters could have a material adverse effect on the Company’s results of operations in the future.
(16)(16) Business Segments
The Bank has been identified as a reportable operating segment in accordance with the provisions of ASC 280. HMN, the holding company, did not meet the quantitative thresholds for a reportable segment and therefore is included in the “Other” category.
The Company evaluates performance and allocates resources based on the segment’s net income, return on average assets and return on average equity. Each corporation is managed separately with its own officers and board of directors.
The following table sets forth certain information about the reconciliations of reported profit and assets for each of the Company’s reportable segments.
(Dollars in thousands) | Home Federal |
Other |
Eliminations | Consolidated | Home Federal Savings Bank | Other | Eliminations | Consolidated Total | ||||||||||||||||||||||||
At or for the nine months ended September 30, 2020: | ||||||||||||||||||||||||||||||||
Interest income - external customers | $ | 23,676 | 0 | 0 | 23,676 | |||||||||||||||||||||||||||
Non-interest income - external customers | 10,461 | 0 | 0 | 10,461 | ||||||||||||||||||||||||||||
At or for the six months ended June 30, 2021: | ||||||||||||||||||||||||||||||||
Interest income – external customers | $ | 15,983 | 0 | 0 | 15,983 | |||||||||||||||||||||||||||
Non-interest income – external customers | 7,996 | 1 | 0 | 7,997 | ||||||||||||||||||||||||||||
Intersegment interest income | 0 | 32 | (32 | ) | 0 | 0 | 14 | (14 | ) | 0 | ||||||||||||||||||||||
Intersegment non-interest income | 175 | 7,609 | (7,784 | ) | 0 | 117 | 8,281 | (8,398 | ) | 0 | ||||||||||||||||||||||
Interest expense | 2,325 | 0 | (32 | ) | 2,293 | 877 | 0 | (14 | ) | 863 | ||||||||||||||||||||||
Provision for loan losses | 1,548 | 0 | 0 | 1,548 | (1,467 | ) | 0 | 0 | (1,467 | ) | ||||||||||||||||||||||
Non-interest expense | 19,863 | 562 | (175 | ) | 20,250 | 13,140 | 436 | (117 | ) | 13,459 | ||||||||||||||||||||||
Income tax expense | 2,967 | (98 | ) | 0 | 2,869 | 3,265 | (86 | ) | 0 | 3,179 | ||||||||||||||||||||||
Net income | 7,609 | 7,177 | (7,609 | ) | 7,177 | 8,281 | 7,946 | (8,281 | ) | 7,946 | ||||||||||||||||||||||
Total assets | 897,694 | 101,308 | (100,550 | ) | 898,452 | 981,023 | 107,421 | (107,418 | ) | 981,026 | ||||||||||||||||||||||
At or for the nine months ended September 30, 2019: | ||||||||||||||||||||||||||||||||
Interest income - external customers | $ | 24,029 | 2 | (2 | ) | 24,029 | ||||||||||||||||||||||||||
Non-interest income - external customers | 5,939 | 0 | 0 | 5,939 | ||||||||||||||||||||||||||||
Intersegment non-interest income | 176 | 7,015 | (7,191 | ) | 0 | |||||||||||||||||||||||||||
Interest expense | 2,427 | 0 | (2 | ) | 2,425 | |||||||||||||||||||||||||||
Provision for loan losses | (1,452 | ) | 0 | 0 | (1,452 | ) | ||||||||||||||||||||||||||
Non-interest expense | 19,363 | 574 | (176 | ) | 19,761 | |||||||||||||||||||||||||||
Income tax expense | 2,791 | (114 | ) | 0 | 2,677 | |||||||||||||||||||||||||||
Net income | 7,015 | 6,557 | (7,015 | ) | 6,557 | |||||||||||||||||||||||||||
Total assets | 762,445 | 91,388 | (90,605 | ) | 763,228 | |||||||||||||||||||||||||||
At or for the quarter ended September 30, 2020: | ||||||||||||||||||||||||||||||||
Interest income - external customers | $ | 7,949 | 0 | 0 | 7,949 | |||||||||||||||||||||||||||
Non-interest income - external customers | 4,396 | 0 | 0 | 4,396 | ||||||||||||||||||||||||||||
At or for the six months ended June 30, 2020: | ||||||||||||||||||||||||||||||||
Interest income – external customers | 15,727 | 0 | 0 | 15,727 | ||||||||||||||||||||||||||||
Non-interest income – external customers | 6,065 | 0 | 0 | 6,065 | ||||||||||||||||||||||||||||
Intersegment interest income | 0 | 9 | (9 | ) | 0 | 0 | 23 | (23 | ) | 0 | ||||||||||||||||||||||
Intersegment non-interest income | 58 | 3,251 | (3,309 | ) | 0 | 117 | 4,358 | (4,475 | ) | 0 | ||||||||||||||||||||||
Interest expense | 665 | 0 | (9 | ) | 656 | 1,660 | 0 | (23 | ) | 1,637 | ||||||||||||||||||||||
Provision for loan losses | 770 | 0 | 0 | 770 | 778 | 0 | 0 | 778 | ||||||||||||||||||||||||
Non-interest expense | 6,460 | 194 | (58 | ) | 6,596 | 13,403 | 368 | (117 | ) | 13,654 | ||||||||||||||||||||||
Income tax expense | 1,257 | (35 | ) | 0 | 1,222 | 1,710 | (63 | ) | 0 | 1,647 | ||||||||||||||||||||||
Net income | 3,251 | 3,101 | (3,251 | ) | 3,101 | 4,358 | 4,076 | (4,358 | ) | 4,076 | ||||||||||||||||||||||
Total assets | 897,694 | 101,308 | (100,550 | ) | 898,452 | 862,046 | 98,247 | (97,510 | ) | 862,783 | ||||||||||||||||||||||
At or for the quarter ended September 30, 2019: | ||||||||||||||||||||||||||||||||
Interest income - external customers | $ | 7,998 | 2 | (2 | ) | 7,998 | ||||||||||||||||||||||||||
Non-interest income - external customers | 2,227 | 0 | 0 | 2,227 | ||||||||||||||||||||||||||||
At or for the quarter ended June 30, 2021: | ||||||||||||||||||||||||||||||||
Interest income – external customers | $ | 8,094 | 0 | 0 | 8,094 | |||||||||||||||||||||||||||
Non-interest income – external customers | 4,742 | 0 | 0 | 4,742 | ||||||||||||||||||||||||||||
Intersegment interest income | 0 | 6 | (6 | ) | 0 | |||||||||||||||||||||||||||
Intersegment non-interest income | 59 | 2,235 | (2,294 | ) | 0 | 59 | 4,687 | (4,746 | ) | 0 | ||||||||||||||||||||||
Interest expense | 908 | 0 | (2 | ) | 906 | 416 | 0 | (6 | ) | 410 | ||||||||||||||||||||||
Provision for loan losses | (420 | ) | 0 | 0 | (420 | ) | (891 | ) | 0 | 0 | (891 | ) | ||||||||||||||||||||
Non-interest expense | 6,604 | 202 | (59 | ) | 6,747 | 6,831 | 208 | (59 | ) | 6,980 | ||||||||||||||||||||||
Income tax expense | 957 | (41 | ) | 0 | 916 | 1,852 | (43 | ) | 0 | 1,809 | ||||||||||||||||||||||
Net income | 2,235 | 2,076 | (2,235 | ) | 2,076 | 4,687 | 4,528 | (4,687 | ) | 4,528 | ||||||||||||||||||||||
Total assets | 762,445 | 91,388 | (90,605 | ) | 763,228 | 981,023 | 107,421 | (107,418 | ) | 981,026 | ||||||||||||||||||||||
�� | ||||||||||||||||||||||||||||||||
At or for the quarter ended June 30, 2020: | ||||||||||||||||||||||||||||||||
Interest income – external customers | $ | 7,883 | 0 | 0 | 7,883 | |||||||||||||||||||||||||||
Non-interest income – external customers | 3,594 | 0 | 0 | 3,594 | ||||||||||||||||||||||||||||
Intersegment interest income | 0 | 8 | (8 | ) | 0 | |||||||||||||||||||||||||||
Intersegment non-interest income | 58 | 2,834 | (2,892 | ) | 0 | |||||||||||||||||||||||||||
Interest expense | 753 | 0 | (8 | ) | 745 | |||||||||||||||||||||||||||
Provision for loan losses | 318 | 0 | 0 | 318 | ||||||||||||||||||||||||||||
Non-interest expense | 6,529 | 182 | (58 | ) | 6,653 | |||||||||||||||||||||||||||
Income tax expense | 1,101 | (31 | ) | 0 | 1,070 | |||||||||||||||||||||||||||
Net income | 2,834 | 2,691 | (2,834 | ) | 2,691 | |||||||||||||||||||||||||||
Total assets | 862,046 | 98,247 | (97,510 | ) | 862,783 |
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Forward-looking Information
Safe Harbor Statement
This quarterly report on Form 10-Q and other reports filed by the Company with the SEC may contain forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are often identified by such forward-looking terminology as “expect,” “intend,” “look,” “believe,” “anticipate,” “project,” “continue,” “may,” “will,” “would,” “could,” “should,” and “trend,” or similar statements or variations of such terms and include, but are not limited to, those relating to growing the Company’s core deposit relationships and loan balances; enhancing the financial performance of its core banking operations; maintaining credit quality; maintaining net interest margins; reducing non-performing assets; generating improved financial results; the adequacy and amount of available liquidity and capital resources to the Bank; the Company’s liquidity and capital requirements; its expectations for core capital and its strategies and potential strategies for maintenance thereof; improvements in loan production; changes in the size of the Bank’s loan portfolio; the anticipated impacts of the COVID-19 pandemic and efforts to mitigate the same on the general economy, the Company’s clients, deposit balances, and the allowance for loan losses; the anticipated benefits that will be realized by its clients from government assistance programs related to the COVID-19 pandemic;pandemic, including the forgiveness of loans under the Paycheck Protection Program, the Company’s expectations relating to repurchases of its common stock during the COVID-19 pandemic;pandemic and requests for loan payment accommodation from borrowers; the amount of the Bank’s non-performing assets in future periods and the appropriateness of the allowances therefor; anticipated future levels of the provision for loan losses; future losses on non-performing non-accruing and purchased loans; the amount and composition of non-interest and interest bearing liabilities; the need for an availability of alternate funding sources; the payment of dividends or repurchases of stock by HMN; the amount of deposits that will be withdrawn from checking and money market accounts and how the withdrawn deposits will be replaced; requests for loan payment accommodations from borrowers; the projected changes in net interest income based on rate shocks; the range that interest rates may fluctuate over the next twelve months; the net market risk of interest rate shocks; the future outlook for the issuer of the trust preferred securities held by the Bank; the anticipated results of litigation and the Company’s assessment of the impact on its financial statements; the ability of the Bank to pay dividends to HMN; the ability to remain well capitalized; the impact of new accounting pronouncements; and compliance by the Bank with regulatory standards generally (including the Bank’s status as “well-capitalized”) and other supervisory directives or requirements to which the Company or the Bank are or may become expressly subject and possible responses of the OCC,Office of the Comptroller of the Currency (OCC), Board of Governors of the Federal Reserve System, the Bank, and the Company due to any failure to comply with any such regulatory standard, directive or requirement.
A number of factors, many of which are, and may continue to be amplified by the COVID-19 pandemic and efforts to mitigate the same, could cause actual results to differ materially from the Company’s assumptions and expectations. These include but are not limited to the adequacy and marketability of real estate and other collateral securing loans to borrowers; federal and state regulation and enforcement; possible legislative and regulatory changes, including changes to regulatory capital rules; the ability of the Bank to comply with other applicable regulatory capital requirements; enforcement activity of the OCC and the Federal Reserve Bank (FRB) in the event of non-compliance with any applicable regulatory standard or requirement; adverse economic, business and competitive developments such as continued shrinking interest margins, reduced collateral values, deposit outflows, changes in credit or other risks posed by the Company’s loan and investment portfolios; changes in costs associated with traditional and alternate funding sources, including changes in collateral advance rates and policies of the FHLBFederal Home Loan Bank and the Federal Reserve Bank;FRB; technological, computer-related or operational difficulties including those from any third party cyberattack; results of litigation; reduced demand for financial services and loan products; changes in accounting policies and guidelines, or monetary and fiscal policies of the federal government or tax laws; domestic and international economic developments; the Company’s access to and adverse changes in securities markets; the market for credit related assets; the future operating results, financial condition, cash flow requirements and capital spending priorities of the Company and the Bank; the availability of internal and, as required, external sources of funding; the Company’s ability to attract and retain employees; or other significant uncertainties. Additional factors that may cause actual results to differ from the Company’s assumptions and expectations include those set forth in the Company’s most recent filings on Form 10-K and in this quarterly report on Form 10-Q, each as filed with the SEC. All forward-looking statements are qualified by, and should be considered in conjunction with, such cautionary statements. For additional discussion of the risks and uncertainties applicable to the Company, see the “Risk Factors” section of the Company’s Annual Report on Form 10-K for the year ended December 31, 20192020 and Part II, Item 1A of its subsequently filed quarterly reports on Form 10-Q. All statements in this quarterly report on Form 10-Q, including forward-looking statements, speak only as of the date they are made, and the Company undertakes no duty to update any of the forward-looking statements after the date of this quarterly report on Form 10-Q.
General
HMN is the stock savings bank holding company for the Bank, which operates community banking and loan production offices in Minnesota, Iowa, and Wisconsin. The earnings of the Company are primarily dependent on the Bank's net interest income, which is the difference between interest earned on loans and investments, and the interest paid on interest-bearing liabilities such as deposits and other borrowings. The difference between the average rate of interest earned on assets and the average rate paid on liabilities is the "interest“interest rate spread"spread”. Net interest income is produced when interest-earning assets equal or exceed interest-bearing liabilities and there is a positive interest rate spread. Net interest income and net interest rate spread are affected by changes in interest rates, the volume and composition of interest-earning assets and interest-bearing liabilities, and the level of non-performing assets. The Company's net earnings are also affected by the generation of non-interest income, which consists primarily of gains from the sale of loans and real estate owned, fees for servicing loans, commissions on the sale of uninsured investment products, and service charges on deposit accounts. The Bank incurs expenses in addition to interest expense in the form of compensation and benefits, occupancy and equipment expenses, provisions for loan losses, data processing costs, professional services, deposit insurance, amortization expense on mortgage servicing assets, advertising expenses and income taxes. The earnings of financial institutions, such as the Bank, are also significantly affected by prevailing economic and competitive conditions, particularly changes in interest rates, government monetary and fiscal policies, and regulations of various regulatory authorities. Lending activities are influenced by the demand for and supply of business credit, single family and commercial properties, competition among lenders, the level of interest rates and the availability of funds. Deposit flows and costs of deposits are influenced by prevailing market rates of interest on competing investments, account maturities and the levels of personal income and savings.
Critical Accounting Estimates
Critical accounting policies are those policies that the Company's management believes are the most important to understanding the Company’s financial condition and operating results. These critical accounting policies often involve estimates and assumptions that could have a material impact on the Company’s financial statements. The Company has identified the following critical accounting policies that management believes involve the most difficult, subjective and/or complex judgments that are inherently uncertain. Therefore, actual financial results could differ significantly depending upon the estimates, assumptions and other factors used.
Allowance for Loan Losses and Related Provision
The allowance for loan losses is based on periodic analysis of the loan portfolio and is maintained at an amount considered to be appropriate by management to provide for probable losses inherent in the loan portfolio as of the balance sheet dates. In this analysis, management considers factors including, but not limited to, specific occurrences of loan impairment, actual and anticipated changes in the size of the portfolios, national and regional economic conditions such as unemployment data, loan delinquencies, local economic conditions, demand for single family homes, demand for commercial real estate and building lots, loan portfolio composition, historical loss experience and observations made by the Company's ongoing internal audit and regulatory exam processes. Loans are charged off to the extent they are deemed to be uncollectible. The Company has established separate processes to determine the appropriateness of the loan loss allowance for its homogeneous and non-homogeneous loan portfolios. The determination of the allowance on the homogeneous single family and consumer loan portfolios is calculated on a pooled basis with individual determination of the allowance for all non-performing loans. The determination of the allowance for the non-homogeneous commercial, commercial real estate and multi-family loan portfolios involves assigning standardized risk ratings and loss factors that are periodically reviewed. The loss factors are estimated based on the Company's own loss experience and other qualitative factors and are assigned to all loans without identified credit weaknesses. For each non-performing loan, the Company also performs an individual analysis of impairment that is based on the expected cash flows or the value of the assets collateralizing the loans and establishes any necessary reserves or charges off all loans, or portions thereof, that are deemed uncollectible.
The appropriateness of the allowance for loan losses is dependent upon management’s estimates of variables affecting valuation, appraisals of collateral, evaluations of performance and status and the amounts and timing of future cash flows expected to be received on impaired loans. Such estimates, appraisals, evaluations and cash flows may be subject to adjustments due to changing economic prospects of borrowers or properties. The fair market value of collateral dependent loans is typically based on the appraised value of the property less estimated selling costs. The estimates are reviewed periodically and any adjustments are recorded in the provision for loan losses in the periods in which the adjustments become known. Because of the size of some loans, changes in estimates can have a significant impact on the loan loss provision. The allowance is allocated to individual loan categories based upon the relative risk characteristics of the loan portfolios, and the actual loss experience.experience and other qualitative factors. The Company increases its allowance for loan losses by charging the provision for loan losses against income and by receiving recoveries of previously charged off loans. The Company decreases its allowance by crediting the provision for loan losses and recording loan charge offs.charge-offs. Activity in the first six months of 2021 resulted in a decrease in the allowance and a credit to the loan loss provision. The methodology for establishing the allowance for loan losses takes into consideration probable losses that have been identified in connection with specific loans as well as losses in the loan portfolio that have not been specifically identified. Although management believes that based on current conditions the allowance for loan losses is maintained at an appropriate amount to provide for probable loan losses inherent in the portfolio as of the balance sheet dates, future conditions may differ substantially from those anticipated in determining the allowance for loan losses and adjustments may be required in the future.
Income Taxes
Deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. These calculations are based on many complex factors including estimates of the timing of reversals of temporary differences, the interpretation of federal and state income tax laws and a determination of the differences between the tax and the financial reporting basis of assets and liabilities. Actual results could differ significantly from the estimates and interpretations used in determining the current and deferred income tax assets and liabilities.
The Company maintains significant net deferred tax assets for deductible temporary differences, the largest of which relates to the allowance for loan losses. For tax purposes only the net charge-offs are deductible while the entire provision for loan losses is used to determine book income. A deferred tax asset is created because of the timing difference of when the expense is recognized for book and tax purposes. Under GAAP,U.S. generally accepted accounting principles (GAAP), a valuation allowance is required to be recognized if it is “more likely than not” that the deferred tax asset will not be realized. The determination of the ability to realizerealizability of the deferred tax assets is highly subjective and dependent upon management’s judgment and evaluation of both positive and negative evidence, including the forecasts of future income, tax planning strategies and assessments of the current and future economic and business conditions. The positive evidence considered includes the Company’s cumulative net income in the prior three year period, the ability to implement tax planning strategies to accelerate taxable income recognition and the probability that taxable income will be generated in future periods. The Company could not currently identify any negative evidence. It is possible that future conditions may differ substantially from those anticipated in determining that no valuation allowance was required on deferred tax assets and adjustments may be required in the future.
Determining the ultimate settlement of any tax position requires significant estimates and judgments in arriving at the amount of tax benefits to be recognized in the financial statements. It is possible that the tax benefits realized upon the ultimate resolution of a tax position may result in tax benefits that are significantly different from those estimated.
Litigation
Estimates related to litigation are inherently subjective and the ultimate resolution of any litigation may be different than current management estimates. See ““Note 15 Commitments and Contingencies”Contingencies” for further information.information on outstanding litigation matters.
COVID-19 Pandemic
TheIn 2020, the spread of COVID-19 has slowed the economic activity in many countries, including the United States, in the first nine months of 2020.States. Millions of Americans havewere at some point been ordered to stay home, including those residing in the states of Minnesota and Wisconsin, and many businesses have beenwere ordered to be closed for a period of time or to operate at reduced capacities in order to reduce the spread of COVID-19. These orders have severely reduced the flow of commerce which has reduced, or entirely eliminated, the revenue streams for many small businesses. This reduction in income has forced many small businesses to close temporarily, furlough employees, or furlough employees. The Company has also been impacted byterminate operations entirely.
In the disruption in economic activity that has occurred. The Bank has implementedfirst quarter of 2021, vaccines began to be distributed to targeted groups. During the following measures in responsesecond quarter of 2021, the distribution of the vaccines became more widely available to the general public and business activity improved because of the lessened impact of COVID-19 pandemic:pandemic resulting from the increased vaccination rates and the removal of pandemic-focused restrictions.
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The extent of the impact of COVID-19 on the Company is difficult to determine as it is not clear how longmany people will take the reduced economic activity will persist, when,vaccines, or if, a vaccine for COVID-19how effective the vaccines will be developed,against variants of the virus, among other factors. In addition, it is not clear when, or if, businesses will re-hire those workers displaced by the pandemic or what the long-term implications will be on customer behaviors as a result of the pandemic, among other factors.pandemic. Up to this point, the Company has not seen a negative impact on its deposit relationships as many of its clients have been able to conduct their business with the Bank through the drive-ups,drive ups, ATMs, night drop, on-line banking website, or by using its mobile banking app. The impact on the Bank’s loan portfolio is also unclear for many of the same reasons.
RESULTS OF OPERATIONS FOR THE THREE AND NINE MONTH PERIODS ENDED SEPTEMBER 30,The CARES Act was signed into law on March 27, 2020 COMPARED TO THE SAME PERIODS ENDED SEPTEMBER 30, 201 and the Bank’s regulators issued the Interagency Statement on Loan Modification and Reporting for Financial Institutions Working with Customers Affected by the Coronavirus on April 7, 2020. Section 4013 of the CARES Act temporarily allows the Bank to grant modifications of loans to borrowers that were impacted by the pandemic without classifying the modifications as TDRs if the accommodation is granted before December 31, 2021. In accordance with Section 4013 of the CARES Act, the Bank granted accommodations on certain loans to borrowers. See “Note 9 Allowance for Loan Losses and Credit Quality Information”for further information.
Net IncomePaycheck Protection Program
Net income was $3.1 millionThe CARES Act allocated $349 billion in funding to help small businesses that were negatively impacted by the COVID-19 pandemic. The Bank actively participated in helping businesses that were negatively impacted by COVID-19 that applied for forgivable loans under the third quarter of 2020, an increase of $1.0 million, compared to net income of $2.1 million for the third quarter of 2019. Diluted earnings per share for the third quarter of 2020 was $0.67, an increase of $0.22 per share, compared to diluted earnings per share of $0.45 for the third quarter of 2019. The increase in net income was primarily because of a $2.2 million increase in the gain on sales of mortgage loans between the periods. The increase in the gain on sales of mortgage loans was due primarily to the increase in mortgage loan refinance activity in the current periodPaycheck Protection Program (PPP) as a resultpart of the lower interest rate environment betweenCARES Act. The Bank had the periods. Net interest income increased $0.2 million primarily because of a decrease in interest expense between the periods. These increases in net income were partially offset by a $1.2 million increase in the provision for loan losses between the periods. The provision for loan losses increased primarily because of the changes in the economic environmentfollowing activity related to the disruption in business activity as a resultfirst round of the COVID-19 pandemic. Income tax expense also increased $0.3 million as a result of the increased pre-tax income between the periods.PPP during 2020 and through June 30, 2021:
Dollars in thousands | Number of Loans | Amount | Net Deferred Fees | |||||||||
Originated | 413 | $ | 53,153 | $ | 1,837 | |||||||
Repaid | (130 | ) | (19,484 | ) | - | |||||||
Net deferred fees recognized | - | - | (1,097 | ) | ||||||||
Balance, December 31, 2020 | 283 | 33,669 | 740 | |||||||||
Repaid | (243 | ) | (21,419 | ) | - | |||||||
Net deferred fees recognized | - | - | (597 | ) | ||||||||
Balance, March 31, 2021 | 40 | 12,250 | 143 | |||||||||
Repaid | (35 | ) | (11,334 | ) | - | |||||||
Net deferred fees recognized | - | - | (126 | ) | ||||||||
Balance, June 30, 2021 | 5 | $ | 916 | $ | 17 | |||||||
The Consolidated Appropriations Act of 2021, which was signed into law on December 27, 2020, allocated $284 billion to the SBA to fund a second round of the PPP and extended the application period for the program to March 31, 2021. The application period was later extended to May 31, 2021. The Bank actively participated in the second round of the program and began submitting applications for borrowers on January 15, 2021 when the application window opened. The program was adjusted for the second round to allow applications from both first time borrowers and those that obtained loans during the first round of the program. The revised program, among other things, requires that borrowers demonstrate or certify that they experienced a 25% or greater reduction in gross receipts from a quarter in 2020 compared to the same quarter in 2019 and certify that current economic uncertainty makes the loan request necessary to support their ongoing operations. The Bank had the following activity related to the second round of the PPP through June 30, 2021:
Dollars in thousands | Number of Loans | Amount | Net Deferred Fees | |||||||||
Originated | 416 | $ | 26,798 | $ | 1,476 | |||||||
Net deferred fees recognized | - | - | (29 | ) | ||||||||
Balance, March 31, 2021 | 416 | 26,798 | 1,447 | |||||||||
Originated | 50 | 2,167 | 149 | |||||||||
Repaid | (182 | ) | (6,539 | ) | - | |||||||
Net deferred fees recognized | - | - | (522 | ) | ||||||||
Balance, June 30, 2021 | 284 | $ | 22,426 | $ | 1,074 | |||||||
It is anticipated that the majority of the outstanding loans at June 30, 2021 will be forgiven by the SBA. The remaining net deferred fees will be recognized into income over the remaining lives of the loans.
RESULTS OF OPERATIONS FOR THE THREE AND SIX MONTH PERIODS ENDED JUNE 30, 2021 COMPARED TO THE SAME PERIODS ENDED JUNE 30, 2020
Net Income
Net income was $7.2 million for the nine month period ended September 30, 2020,second quarter of 2021 was $4.5 million, an increase of $0.6$1.8 million, or 9.5%, compared to net income of $6.6$2.7 million for the nine month period ended September 30, 2019.second quarter of 2020. Diluted earnings per share for the ninesecond quarter of 2021 was $1.00, an increase of $0.42 from the diluted earnings per share of $0.58 for the second quarter of 2020. The increase in net income between the periods was primarily because of a $1.6 million increase in other non-interest income primarily related to a gain that was realized on the sale of real estate owned, a $1.2 million decrease in the provision for loan losses primarily because of the recovery of a previously charged off commercial real estate loan and the reduction of qualitative reserves related to improvements in the economic environment because of the lessened impact of the COVID-19 pandemic and a $0.6 million increase in net interest income primarily related to the yield enhancements realized on PPP loans that were repaid during the period. These increases in net income were partially offset by a $0.7 million decrease in the gain on sales of loans due to a decrease in mortgage loan originations and sales, a $0.7 million increase in income tax expense as a result of the increase in pre-tax income between the periods and a $0.3 million increase in non-interest expenses primarily related to an increase in compensation expense.
Net income was $7.9 million for the six month period ended SeptemberJune 30, 2020 was $1.54,2021, an increase of $0.13$3.8 million compared to net income of $4.1 million for the six month period ended June 30, 2020. Diluted earnings per share for the six month period ended June 30, 2021 was $1.74, an increase of $0.86 per share compared to diluted earnings per share of $1.41$0.88 for the same period in 2019.2020. The increase in net income between the periods was primarily because of a $4.7$2.3 million increase in the gain on sales of mortgage loans between the periods. The increase in the gain on sales of mortgage loans was due primarily to the increase in mortgage loan refinance activity in the current period as a result of the lower interest rate environment between the periods. This increase in net income was partially offset by a $3.0 million increasedecrease in the provision for loan losses between the periods.losses. The provision for loan losses increaseddecreased primarily because of the changesreduction of required qualitative reserves due to improvements in the economic environment related tobecause of the disruption in business activity as a resultlessened impact of the COVID-19 pandemic and also because of the decrease in the net recoveries received in the current period when compared to the same period of 2019. Non-interest expenses increased $0.5 million due primarily to an increase in compensation expensethe recoveries received on previously charged off loans between the periods. Net interestOther non-interest income decreased $0.2increased $1.7 million primarily because of a decreasethe gain that was realized on the sale of real estate owned. Net interest income increased $1.0 million primarily because of the increase in the yield earnedenhancements that were realized on interest earning assets due toPPP loans that were repaid during the decreaseperiod. These increases in the average prime rate between the periods. Incomenet income were partially offset by a $1.6 million increase in income tax expense also increased $0.2 million as a result of the increasedincrease in pre-tax income between the periods.
Net Interest Income
Net interest income was $7.3$7.7 million for the thirdsecond quarter of 2020,2021, an increase of $0.6 million, or 7.6%, compared to $7.1 million for the second quarter of 2020. Interest income was $8.1 million for the second quarter of 2021, an increase of $0.2 million, or 2.8%2.7%, from $7.1 million for the third quarter of 2019. Interest income was $7.9 million for the thirdsecond quarter of 2020, a decrease of $0.1 million, or 0.6%, from $8.0 million for the third quarter of 2019.2020. Interest income decreased despiteincreased primarily because of the $143.4$0.6 million in yield enhancements recognized on PPP loans that were repaid during the period. Interest income also increased because of the $139.4 million increase in the average interest-earning assets between the periods primarily because of theperiods. These increases in interest income were partially offset by a decrease in the average yield earned on interest-earning assets. The average yield earned on interest-earning assets which was 3.71%3.44% for the thirdsecond quarter of 2020,2021, a decrease of 7650 basis points from 4.47%3.94% for the thirdsecond quarter of 2019.2020. The decrease in the average yield is primarily related to the decrease in the average prime rate betweenthat occurred in the periods.first quarter of 2020, which lowered the rate on adjustable rate loans in the portfolio as well as any new or renewing fixed rate loans that were originated since that time.
Interest expense was $0.4 million for the second quarter of 2021, a decrease of $0.3 million, or 45.0%, compared to $0.7 million for the thirdsecond quarter of 2020, a decrease of $0.2 million, or 27.6%, from $0.9 million for the third quarter of 2019.2020. Interest expense decreased despite the $133.7$127.7 million increase in the average interest-bearing liabilities and non-interest bearing deposits between the periods primarily because of the decrease in the average interest rate paid on deposits. The average interest rate paid on interest-bearing liabilities and non-interest bearing deposits was 0.34%0.19% for the thirdsecond quarter of 2020,2021, a decrease of 2221 basis points from 0.56%0.40% for the thirdsecond quarter of 2019.2020. The decrease in the interest paid on interest-bearing liabilities was primarily because of the decrease in deposit rates as a result of the averagedecrease in the federal funds rate betweenthat occurred in the periods.first quarter of 2020.
Net interest margin (net interest income divided by average interest-earning assets) for the thirdsecond quarter of 20202021 was 3.40%3.27%, a decrease of 5730 basis points, compared to 3.97%3.57% for the thirdsecond quarter of 2019.2020. The decrease in the net interest margin is primarily related to the decrease in the average yield earned on interest-earning assets as a result of the decrease in the prime rate decreases that occurred betweenin the periods.first quarter of 2020.
Net interest income was $21.4$15.1 million for the first ninesix months of 2020, a decrease2021, an increase of $0.2$1.0 million, or 1.0%7.3%, from $21.6compared to $14.1 million for the same period in 2019.of 2020. Interest income was $23.7$16.0 million for the ninefirst six months ended September 30, 2020, a decreaseof 2021, an increase of $0.3 million, or 1.5%1.6%, from $24.0$15.7 million for the same nine month period in 2019.first six months of 2020. Interest income decreased despiteincreased primarily because of the $103.0$1.2 million in yield enhancements recognized on PPP loans that were repaid during the period. Interest income also increased because of the $146.9 million increase in the average interest-earning assets between the periods primarily because of theperiods. These increases in interest income were partially offset by a decrease in the average yield earned on interest-earning assets. The average yield earned on interest-earning assets which was 3.95%3.50% for the first ninesix months of 2020,2021, a decrease of 6559 basis points from 4.60%4.09% for the first ninesix months of 2019.2020. The decrease in the average yield is primarily related to the decrease in the average prime rate betweenthat occurred in the periods.
Interest expense was $2.3$0.9 million for the first ninesix months of 2020,2021, a decrease of $0.1$0.7 million, or 5.4%47.3%, compared to $2.4$1.6 million infor the first nine monthssame period of 2019.2020. Interest expense decreased despite the $97.8$137.4 million increase in the average interest-bearing liabilities and non-interest bearing deposits between the periods primarily because of the decrease in the average interest rate paid on deposits. The average interest rate paid on interest-bearing liabilities and non-interest bearing deposits was 0.42%0.21% for the first ninesix months of 2020,2021, a decrease of 926 basis points from 0.51%0.47% for the first ninesix months of 2019.2020. The decrease in the interest paid on interest-bearing liabilities was primarily because of the decrease in deposit rates as a result of the decrease in the average federal funds rate between the periods.
Net interest margin (net interest income divided by average interest-earning assets) for the first ninesix months of 20202021 was 3.57%3.31%, a decrease of 5735 basis points, compared to 4.14%3.66% for the first ninesix months of 2019.2020. The decrease in the net interest margin is primarily related to the decrease in the average yield earned on interest-earning assets as a result of the decrease in the average prime rate decreases that occurred between the periods.
A summary of the Company’s net interest margin for the three and ninesix month periods ended SeptemberJune 30, 20202021 and 20192020 is as follows:
For the three month period ended | For the three month period ended | |||||||||||||||||||||||||||||||||||||||||||||||
September 30, 2020 | September 30, 2019 | June 30, 2021 | June 30, 2020 | |||||||||||||||||||||||||||||||||||||||||||||
(Dollars in thousands) | Average Outstanding Balance | Interest Earned/ Paid | Yield/ Rate | Average Outstanding Balance | Interest Earned/ Paid | Yield/ Rate | Average Outstanding Balance | Interest Earned/ Paid | Yield/ Rate | Average Outstanding Balance | Interest Earned/ Paid | Yield/ Rate | ||||||||||||||||||||||||||||||||||||
Interest-earning assets: | ||||||||||||||||||||||||||||||||||||||||||||||||
Securities available for sale | $ | 103,132 | 434 | 1.67 | % | $ | 80,286 | 365 | 1.80 | % | $ | 197,739 | 502 | 1.02 | % | $ | 96,241 | 436 | 1.82 | % | ||||||||||||||||||||||||||||
Loans held for sale | 9,309 | 65 | 2.76 | 3,557 | 43 | 4.72 | 4,821 | 38 | 3.14 | 8,736 | 67 | 3.07 | ||||||||||||||||||||||||||||||||||||
Single family loans, net | 134,460 | 1,325 | 3.92 | 115,844 | 1,236 | 4.23 | 155,205 | 1,418 | 3.66 | 129,584 | 1,306 | 4.05 | ||||||||||||||||||||||||||||||||||||
Commercial loans, net | 474,325 | 5,390 | 4.52 | 398,674 | 5,229 | 5.20 | 442,794 | 5,571 | 5.05 | 455,330 | 5,293 | 4.68 | ||||||||||||||||||||||||||||||||||||
Consumer loans, net | 60,473 | 709 | 4.66 | 73,788 | 920 | 4.95 | 47,235 | 530 | 4.50 | 64,864 | 761 | 4.72 | ||||||||||||||||||||||||||||||||||||
Other | 71,180 | 26 | 0.15 | 37,355 | 205 | 2.18 | 95,750 | 35 | 0.15 | 49,435 | 20 | 0.16 | ||||||||||||||||||||||||||||||||||||
Total interest-earning assets | 852,879 | 7,949 | 3.71 | 709,504 | 7,998 | 4.47 | 943,544 | 8,094 | 3.44 | 804,190 | 7,883 | 3.94 | ||||||||||||||||||||||||||||||||||||
Interest-bearing liabilities and non-interest-bearing deposits: | ||||||||||||||||||||||||||||||||||||||||||||||||
Interest-bearing liabilities: | ||||||||||||||||||||||||||||||||||||||||||||||||
Checking accounts | 129,276 | 41 | 0.13 | 93,024 | 23 | 0.10 | 161,288 | 48 | 0.12 | 112,605 | 30 | 0.11 | ||||||||||||||||||||||||||||||||||||
Savings accounts | 93,022 | 17 | 0.07 | 80,269 | 16 | 0.08 | 113,717 | 18 | 0.06 | 88,528 | 16 | 0.07 | ||||||||||||||||||||||||||||||||||||
Money market accounts | 221,991 | 190 | 0.34 | 173,606 | 303 | 0.69 | 240,852 | 141 | 0.24 | 204,939 | 201 | 0.39 | ||||||||||||||||||||||||||||||||||||
Certificates | 111,847 | 408 | 1.45 | 127,888 | 564 | 1.75 | ||||||||||||||||||||||||||||||||||||||||||
Certificate accounts | 95,306 | 203 | 0.86 | 119,722 | 498 | 1.67 | ||||||||||||||||||||||||||||||||||||||||||
Total interest-bearing liabilities | 556,136 | 474,787 | 611,163 | 525,794 | ||||||||||||||||||||||||||||||||||||||||||||
Non-interest checking | 219,512 | 166,972 | 251,196 | 209,194 | ||||||||||||||||||||||||||||||||||||||||||||
Other non-interest bearing deposits | 2,218 | 2,415 | 2,425 | 2,142 | ||||||||||||||||||||||||||||||||||||||||||||
Total interest-bearing liabilities and non-interest-bearing deposits | $ | 777,866 | 656 | 0.34 | $ | 644,174 | 906 | 0.56 | ||||||||||||||||||||||||||||||||||||||||
Total interest-bearing liabilities and non-interest bearing deposits | $ | 864,784 | 410 | 0.19 | $ | 737,130 | 745 | 0.40 | ||||||||||||||||||||||||||||||||||||||||
Net interest income | $ | 7,293 | $ | 7,092 | $ | 7,684 | $ | 7,138 | ||||||||||||||||||||||||||||||||||||||||
Net interest rate spread | 3.37 | % | 3.91 | % | 3.25 | % | 3.54 | % | ||||||||||||||||||||||||||||||||||||||||
Net interest margin | 3.40 | % | 3.97 | % | 3.27 | % | 3.57 | % | ||||||||||||||||||||||||||||||||||||||||
For the six month period ended | ||||||||||||||||||||||||
June 30, 2021 | June 30, 2020 | |||||||||||||||||||||||
(Dollars in thousands) | Average Outstanding Balance | Interest Earned/ Paid | Yield/ Rate | Average Outstanding Balance | Interest Earned/ Paid | Yield/ Rate | ||||||||||||||||||
Interest-earning assets: | ||||||||||||||||||||||||
Securities available for sale | $ | 181,220 | 1,000 | 1.11 | % | $ | 99,755 | 937 | 1.89 | % | ||||||||||||||
Loans held for sale | 4,953 | 75 | 3.04 | 5,745 | 91 | 3.18 | ||||||||||||||||||
Single family loans, net | 150,114 | 2,747 | 3.69 | 128,409 | 2,581 | 4.04 | ||||||||||||||||||
Commercial loans, net | 440,351 | 10,943 | 5.01 | 432,556 | 10,390 | 4.83 | ||||||||||||||||||
Consumer loans, net | 49,722 | 1,152 | 4.67 | 66,641 | 1,605 | 4.84 | ||||||||||||||||||
Other | 94,495 | 66 | 0.14 | 40,844 | 123 | 0.61 | ||||||||||||||||||
Total interest-earning assets | 920,855 | 15,983 | 3.50 | 773,950 | 15,727 | 4.09 | ||||||||||||||||||
Interest-bearing liabilities: | ||||||||||||||||||||||||
Checking accounts | 157,802 | 92 | 0.12 | 107,949 | 61 | 0.11 | ||||||||||||||||||
Savings accounts | 109,778 | 34 | 0.06 | 84,839 | 32 | 0.07 | ||||||||||||||||||
Money market accounts | 232,255 | 270 | 0.23 | 197,718 | 494 | 0.50 | ||||||||||||||||||
Certificate accounts | 97,541 | 467 | 0.97 | 121,746 | 1,050 | 1.73 | ||||||||||||||||||
Total interest-bearing liabilities | 597,376 | 512,252 | ||||||||||||||||||||||
Non-interest checking | 243,874 | 191,590 | ||||||||||||||||||||||
Other non-interest bearing deposits | 2,485 | 2,468 | ||||||||||||||||||||||
Total interest-bearing liabilities and non-interest bearing deposits | $ | 843,735 | 863 | 0.21 | $ | 706,310 | 1,637 | 0.47 | ||||||||||||||||
Net interest income | $ | 15,120 | $ | 14,090 | ||||||||||||||||||||
Net interest rate spread | 3.29 | % | 3.62 | % | ||||||||||||||||||||
Net interest margin | 3.31 | % | 3.66 | % | ||||||||||||||||||||
Provision for Loan Losses
The provision for loan losses was ($0.9) million for the second quarter of 2021, a decrease of $1.2 million compared to $0.3 million for the second quarter of 2020. The provision for loan losses was ($1.5) million for the first six months of 2021, a decrease of $2.3 million compared to $0.8 million for the first six months of 2020. The provision for loan losses decreased primarily because of the reduction of qualitative reserves due to improvements in the economic environment because of the lessened impact of the COVID-19 pandemic and also because of an increase in the recoveries received on previously charged off loans between the periods.
For the nine month period ended | ||||||||||||||||||||||||
September 30, 2020 | September 30, 2019 | |||||||||||||||||||||||
(Dollars in thousands) | Average Outstanding Balance | Interest Earned/ Paid | Yield/ Rate | Average Outstanding Balance | Interest Earned/ Paid | Yield/ Rate | ||||||||||||||||||
Interest-earning assets: | ||||||||||||||||||||||||
Securities available for sale | $ | 100,889 | 1,371 | 1.81 | % | $ | 79,163 | 1,051 | 1.77 | % | ||||||||||||||
Loans held for sale | 6,942 | 156 | 2.99 | 2,417 | 82 | 4.51 | ||||||||||||||||||
Mortgage loans, net | 130,441 | 3,907 | 4.00 | 115,162 | 3,744 | 4.35 | ||||||||||||||||||
Commercial loans, net | 446,580 | 15,781 | 4.72 | 402,469 | 15,966 | 5.30 | ||||||||||||||||||
Consumer loans, net | 64,570 | 2,312 | 4.78 | 73,384 | 2,805 | 5.11 | ||||||||||||||||||
Other | 51,030 | 149 | 0.39 | 24,886 | 381 | 2.05 | ||||||||||||||||||
Total interest-earning assets | 800,452 | 23,676 | 3.95 | 697,481 | 24,029 | 4.60 | ||||||||||||||||||
Interest-bearing liabilities and non-interest-bearing deposits: | ||||||||||||||||||||||||
Checking accounts | 115,110 | 102 | 0.12 | 95,748 | 73 | 0.10 | ||||||||||||||||||
Savings accounts | 87,587 | 48 | 0.07 | 79,599 | 47 | 0.08 | ||||||||||||||||||
Money market accounts | 205,868 | 684 | 0.44 | 174,565 | 878 | 0.67 | ||||||||||||||||||
Certificates | 118,422 | 1,459 | 1.65 | 120,376 | 1,420 | 1.58 | ||||||||||||||||||
Advances and other borrowings | 0 | 0 | 0.00 | 384 | 7 | 2.54 | ||||||||||||||||||
Total interest-bearing liabilities | 526,987 | 470,672 | ||||||||||||||||||||||
Non-interest checking | 200,965 | 159,820 | ||||||||||||||||||||||
Other non-interest bearing deposits | 2,384 | 2,030 | ||||||||||||||||||||||
Total interest-bearing liabilities and non-interest-bearing deposits | $ | 730,336 | 2,293 | 0.42 | $ | 632,522 | 2,425 | 0.51 | ||||||||||||||||
Net interest income | $ | 21,383 | $ | 21,604 | ||||||||||||||||||||
Net interest rate spread | 3.53 | % | 4.09 | % | ||||||||||||||||||||
Net interest margin | 3.57 | % | 4.14 | % | ||||||||||||||||||||
Provision for Loan Losses
The provisionDuring 2020, the Company increased its allowance for loan losses was $0.8 million for the third quarter of 2020, an increase of $1.2 million from the ($0.4) million provision for loan losses for the third quarter of 2019. The provision for loan losses increased between the periods primarily because ofdue to the changes in the economic environment related to the disruption in business activity as a result of the COVID-19 pandemic.
The provision for loan losses was $1.5 million for the first nine months of 2020, an increase of $3.0 million compared to the ($1.5) million provision for loan losses for the first nine months of 2019. The provision for loan losses increased between the periods primarily because of the changes in the economic environment related to the disruption in business activity as a result of the COVID-19 pandemic and also because of the decrease in the net recoveries received in the current period when compared to the same period of 2019.
The amount of the increase in the allowance for loan losses in both the three and nine month periods ended September 30, 2020 related to the economic environment was based, in part, on the amount of loans to borrowers in the hospitality, restaurant and entertainment industries that continued to have their loan payments deferred because ofwere negatively impacted by the impact of theCOVID-19 pandemic. At SeptemberJune 30, 20202021, the Bank had $82.0$33.5 million of loans that had been granted loan accommodations in accordance with Section 4013 of the CARES Act. The accommodations granted included $29.2 million of loans that are required to borrowers whomake interest only payments for periods up to December 31, 2021 and $4.3 million of loans that had their loan payments deferred for up to six months compared to $119.1amortization period increased. Of these loans, $5.7 million of loans to borrowers who had their payments deferredwere classified but still accruing at June 30, 2020.
A summary of deferredthese loans at September 30, 2020 and June 30, 2020 by industry and collateral type is as follows:
(Dollars in thousands) | Balance | Balance | ||||||
Commercial real estate loans by industry: | ||||||||
Hotels (1) | $ | 54,660 | 54,660 | |||||
Retail/Office | 7,127 | 20,322 | ||||||
Theaters | 11,269 | 11,269 | ||||||
Multi-family | 0 | 11,195 | ||||||
Single family | 0 | 4,675 | ||||||
Restaurant/Bar | 2,876 | 4,477 | ||||||
Other | 5,747 | 9,449 | ||||||
Total commercial loans | 81,679 | 116,047 | ||||||
Consumer loans by collateral type: | ||||||||
Single family | 366 | 2,955 | ||||||
Other | 0 | 77 | ||||||
Total consumer loans | 366 | 3,032 | ||||||
Total deferred loans | $ | 82,045 | 119,079 | |||||
|
|
All of the borrowers whose loan deferral period ended during the third quarter of 2020 had resumed making their normal payments and none of the loans removed from the deferral list were classified as non-performing as of September 30, 2020. The initial deferral period for all remaining deferred loans at September 30, 2020 is scheduled to end in the fourth quarter of 2020.agreed upon payments. The commercial credit departmentarea continues to communicate regularly with the borrowers that have had theirbeen granted loan payments deferredaccommodations and monitors their activity closely. This information is used to analyze the performance of these borrowersloans and to help anticipate any potential issues that these borrowersloans may have when their initial deferral period ends.develop so that risk ratings may be appropriately adjusted in a timely manner. It is anticipated that somemost of the remaining borrowers with deferred loan paymentsthat have been granted accommodations will be in a position to resume making their regular loan payments while otherat the end of the initial accommodation period. Other borrowers, particularly in the hospitality and restaurant industries, may need to haveadditional accommodations when their loan terms modified for ainitial accommodation period of time untilends as their operations recovermay need more fullytime to recover from the impactsimpact of the pandemic.
The allowance for loan losses is made up of general reserves on the entire loan portfolio and specific reserves on impaired loans. The general reserve amount includes quantitative reserves based on ourthe Company’s past loan loss history and qualitative reserves for other items determined to have a potential impact on future loan losses. The general reserves increaseddecreased during the three and nine month periods ended September 30, 2020second quarter as a result of a decrease in the required qualitative reserves due to an increaseimprovement in ourbusiness activity because of the lessened impact of COVID-19 pandemic resulting from increased vaccination rates and the removal of pandemic-focused restrictions during the period. Despite the progress made in the vaccination of the general public during the period, it was determined that economic risks related to the pandemic continued to exist and more time was needed to prudently evaluate the impact that these risks would have on the Company’s loan portfolio before more qualitative reserves would be released from the allowance for loan losses. The qualitative allowance amount increased because of the current economic stress caused by the disruption in business activity as a result of the COVID-19 pandemic and an increase in reserves related to an analysis of the Bank’s charged off loan history. Total non-performing assets were $3.0 million at September 30, 2020, an increase of $0.3 million, or 11.0%, from $2.7 million at December 31, 2019.
A reconciliation of the Company’s allowance for loan losses for the three and ninesix month periods ended SeptemberJune 30, 20202021 and 20192020 is summarized as follows:
(Dollars in thousands) | 2020 | 2019 | 2021 | 2020 | ||||||||||||
Balance at June 30, | $ | 8,649 | 8,624 | |||||||||||||
Balance at March 31, | $ | 10,132 | 9,036 | |||||||||||||
Provision | 770 | (420 | ) | (891 | ) | 318 | ||||||||||
Charge offs: | ||||||||||||||||
Single family | 0 | (2 | ) | |||||||||||||
Consumer | (29 | ) | (46 | ) | (11 | ) | (34 | ) | ||||||||
Commercial business | (8 | ) | 0 | |||||||||||||
Commercial real estate | 0 | (730 | ) | |||||||||||||
Recoveries | 150 | 39 | 685 | 59 | ||||||||||||
Balance at September 30, | $ | 9,532 | 8,195 | |||||||||||||
Balance at June 30, | $ | 9,915 | 8,649 | |||||||||||||
Allocated to: | ||||||||||||||||
General allowance | $ | 9,416 | 7,528 | $ | 9,652 | 8,495 | ||||||||||
Specific allowance | 116 | 667 | 263 | 154 | ||||||||||||
$ | 9,532 | 8,195 | $ | 9,915 | 8,649 | |||||||||||
(Dollars in thousands) | 2021 | 2020 | ||||||
Balance at January 1, | $ | 10,699 | 8,564 | |||||
Provision | (1,467 | ) | 778 | |||||
Charge offs: | ||||||||
Consumer | (42 | ) | (45 | ) | ||||
Commercial real estate | 0 | (730 | ) | |||||
Recoveries | 725 | 82 | ||||||
Balance at June 30, | $ | 9,915 | 8,649 | |||||
The $0.7 million of recoveries relates primarily to a commercial loan in the transportation industry.
(Dollars in thousands) | 2020 | 2019 | ||||||
Balance at January 1, | $ | 8,564 | 8,686 | |||||
Provision | 1,548 | (1,452 | ) | |||||
Charge offs: | ||||||||
Single family | 0 | (2 | ) | |||||
Commercial real estate | (730 | ) | 0 | |||||
Consumer | (74 | ) | (92 | ) | ||||
Commercial business | (8 | ) | (869 | ) | ||||
Recoveries | 232 | 1,924 | ||||||
Balance at September 30, | $ | 9,532 | 8,195 | |||||
Non
The $0.7 million of commercial real estate charge offs during the nine month period ended September 30, 2020 relates to a commercial property in the transportation industry whose tenant filed for bankruptcy and the appraised value of the property decreased. The $0.9 million in commercial business loan charge offs in the three and nine month periods ended September 30, 2019 relates primarily to two commercial business loans that were charged off due to the bankruptcy filing of the borrowers. The $1.9 million of recoveries in the nine month period ended September 30, 2019 relates primarily to the repayment of a commercial real estate loan of which $1.7 million had previously been charged off.
‑
Non-InterestInterest Income
Non-interest income was $4.4$4.7 million for the thirdsecond quarter of 2020,2021, an increase of $2.2$1.1 million, or 97.4%31.9%, from $2.2$3.6 million for the thirdsecond quarter of 2019. Gain on sales of loans increased $2.2 million between the periods primarily because of an increase in single family loan originations and sales.2020. Other non-interest income increased $1.6 million due primarily to a $1.5 million gain that was realized on the sale of real estate owned. Fees and service charges increased $0.1 million between the periods due primarily to an increase in the fees earned on the sale of uninsured investment products between the periods.debit card income. Loan servicing fees increased slightly$0.1 million between the periods due to an increase in the aggregate balances of single family mortgage loans that were being serviced for others. These increases in the non-interest income were partially offset by a decrease of $0.1$0.7 million in fees and service charges earned between the periods due primarily to a decrease in the overdraft fees collected.
Non-interest income was $10.5 million for the first nine months of 2020, an increase of $4.6 million, or 76.1%, from $5.9 million for the same period of 2019. Gaingain on sales of loans increased $4.7 million between the periods primarily because of an increasea decrease in single family loan originations and sales.sales between the periods.
Non-interest income was $8.0 million for the first six months of 2021, an increase of $1.9 million, or 31.9%, from $6.1 million for the first six months of 2020. Other non-interest income increased $1.7 million due primarily to a $1.5 million gain that was realized on the sale of commercial real estate owned. Loan servicing fees increased slightly$0.2 million between the periods due to an increase in the aggregate balances of single family mortgage loans that were being serviced for others. Other non-interest incomeFees and service charges increased slightly$0.1 million between the periods due primarily to an increase in the fees earned on the sale of uninsured investment products between the periods.debit card income. These increases in the non-interest income were partially offset by a slight decrease in the gain on sales of loans primarily because of a decrease in single family loan originations and sales between the periods.
Non‑Interest Expense
Non-interest expense was $7.0 million for the second quarter of 2021, an increase of $0.3 million, or 4.9%, from $6.7 million for the second quarter of 2020. Compensation and benefits expense increased $0.3 million primarily because of a decrease in the direct loan origination compensation costs that were deferred as a result of the decreased mortgage loan production between the periods. Other non-interest expense increased $0.2 million in the fees and services charges earned between the periods due primarily to a decrease in the overdraft fees collected.
Non-Interest Expense
Non-interestdirect loan printing and supply costs that were deferred as a result of the decreased mortgage loan production and also because of an increase in charitable contributions between the periods. Data processing expense was $6.6increased slightly between the periods due to an increase in debit card processing costs because of increased activity. These increases in non-interest expense were partially offset by a $0.2 million for the third quarter of 2020, a decrease of $0.1 million, or 2.2%, from $6.7 million for the third quarter of 2019. Professionalin professional services expense decreased $0.2 million between the periods primarily because of a decrease in legal expenses relating to an ongoing bankruptcy litigation claim. Occupancy and equipment expense decreased slightly between the periods due to a decrease in depreciation andthe purchase of non-capitalized equipment costs. Other non-interest expense decreased slightly due primarily to an increase in the gains recognized on the sale of other real estate owned between the periods. These decreases in non-interest expense were partially offset by a $0.1 million increase in compensation and benefits expense related to the increased mortgage loan production between the periods. Data processing costs increased slightly between the periods due to an increase in internet and mobile banking expenses.
Non-interest expense was $20.3$13.5 million for the first ninesix months of 2020, an increase2021, a decrease of $0.5$0.2 million, or 2.5%1.4%, from $19.8$13.7 million for the same periodfirst six months of 2019. Compensation and benefits expense increased $0.3 million primarily related to the increased mortgage loan production between the periods.2020. Professional services expense increased $0.1decreased $0.4 million between the periods primarily because of an increasea decrease in legal expenses relating to an ongoing bankruptcy litigation claim. Occupancy and equipment costs increaseddecreased slightly between the periods due to a decrease in depreciation and non-capitalized software costs. These decreases were partially offset by a $0.1 million increase in other non-interest expenses due primarily to an increase in FDIC insurance premiums between the periods, a $0.1 million increase in data processing expense between the periods due to an increase in depreciation and non-capitalized equipment costs. Datadebit card processing costs because of increased slightly between the periodsactivity and a $0.1 million increase in compensation and benefits expense due to an increasea decrease in internet and mobile banking expenses. Other non-interest expense increased slightly due to an increase inthe direct loan origination compensation costs that were deferred as a result of the decreased mortgage loan servicing expenses caused by the increase in serviced loans that were refinancedproduction between the periods.
Income Taxes
Income tax expense was $1.2$1.8 million for the thirdsecond quarter of 2020,2021, an increase of $0.3$0.7 million from $0.9$1.1 million for the thirdsecond quarter of 2019.2020. Income tax expense was $2.9$3.2 million for the first ninesix months of 2020,2021, an increase of $0.2$1.6 million from $2.7$1.6 million for the first ninesix months of 2019.2020. The increase in income tax expense between the periods is primarily the result of an increase in pre-tax income.
FINANCIAL CONDITION
Non-PerformingNon‑Performing Assets
The following table summarizes the amounts and categories of non-performing assets in the Bank’s portfolio and loan delinquency information as of the end of the twothree most recently completed quarters and December 31, 2019.quarters.
September 30, | June 30, | December 31, | June 30, | March 31, | December 31, | |||||||||||||||||||
(Dollars in thousands) | 2020 | 2020 | 2019 | 2021 | 2021 | 2020 | ||||||||||||||||||
Non-Performing Loans: | ||||||||||||||||||||||||
Non‑performing loans: | ||||||||||||||||||||||||
Single family | $ | 352 | $ | 390 | $ | 617 | $ | 557 | $ | 497 | $ | 502 | ||||||||||||
Commercial real estate | 1,537 | 1,579 | 184 | 519 | 1,408 | 1,484 | ||||||||||||||||||
Consumer | 641 | 475 | 659 | 669 | 612 | 689 | ||||||||||||||||||
Commercial business | 11 | 27 | 621 | |||||||||||||||||||||
Commercial | 8 | 8 | 9 | |||||||||||||||||||||
Total | 2,541 | 2,471 | 2,081 | 1,753 | 2,525 | 2,684 | ||||||||||||||||||
Foreclosed and Repossessed Assets: | ||||||||||||||||||||||||
Single family | 0 | 269 | 166 | |||||||||||||||||||||
Foreclosed and repossessed assets: | ||||||||||||||||||||||||
Commercial real estate | 414 | 414 | 414 | 0 | 636 | 636 | ||||||||||||||||||
Total non-performing assets | $ | 2,955 | $ | 3,154 | $ | 2,661 | ||||||||||||||||||
Consumer | 0 | 30 | 0 | |||||||||||||||||||||
0 | 666 | 636 | ||||||||||||||||||||||
Total non‑performing assets | $ | 1,753 | $ | 3,191 | $ | 3,320 | ||||||||||||||||||
Total as a percentage of total assets | 0.33 | % | 0.37 | % | 0.34 | % | 0.18 | % | 0.33 | % | 0.37 | % | ||||||||||||
Total non-performing loans | $ | 2,541 | $ | 2,471 | $ | 2,081 | ||||||||||||||||||
Total as a percentage of total loans receivable, net | 0.38 | % | 0.37 | % | 0.35 | % | 0.28 | % | 0.39 | % | 0.42 | % | ||||||||||||
Allowance for loan losses to non-performing loans | 375.19 | % | 349.92 | % | 411.45 | % | ||||||||||||||||||
Allowance for loan loss to non-performing loans | 565.75 | % | 401.37 | % | 398.72 | % | ||||||||||||||||||
Delinquency Data: | ||||||||||||||||||||||||
Delinquency data: | ||||||||||||||||||||||||
Delinquencies (1) | ||||||||||||||||||||||||
30+ days | $ | 995 | $ | 775 | $ | 1,167 | $ | 1,255 | $ | 1,147 | $ | 995 | ||||||||||||
90+ days | 0 | 0 | 0 | 0 | 0 | 0 | ||||||||||||||||||
Delinquencies as a percentage of loan portfolio (1) | ||||||||||||||||||||||||
30+ days | 0.14 | % | 0.11 | % | 0.19 | % | 0.19 | % | 0.17 | % | 0.15 | % | ||||||||||||
90+ days | 0.00 | % | 0.00 | % | 0.00 | % | 0.00 | % | 0.00 | % | 0.00 | % | ||||||||||||
(1) Excludes non-accrual loans.
Total non-performing assets were $3.0$1.8 million at SeptemberJune 30, 2020,2021, a decrease of $0.2$1.4 million, or 6.3%45.1%, from $3.2 million at June 30, 2020March 31, 2021 and an increasea decrease of $0.3$1.5 million, or 11.0%47.2%, from $2.7$3.3 million at December 31, 2019.2020. Non-performing loans increased $0.1decreased $0.7 million and foreclosed and repossessed assets decreased $0.3$0.7 million during the thirdsecond quarter of 2020.2021. Non-performing loans increased $0.5decreased $0.9 million and foreclosed and repossessed assets decreased $0.2$0.6 million during the first ninesix months of 2020.2021.
Dividends
The declaration of dividends is subject to, among other things, the Company's financial condition and results of operations, the Bank's compliance with regulatory capital requirements and other regulatory restrictions, tax considerations, industry standards, economic conditions, general business practices and other factors. The Company has not madedeclared any dividend payments to common stockholders during the three year period ended SeptemberJune 30, 2020.2021.
LIQUIDITY AND CAPITAL RESOURCES
For the ninesix months ended SeptemberJune 30, 2020,2021, the net cash provided by operating activities was $8.2$9.3 million. The Company received $30.9collected $25.8 million from called or maturing or called securities, $11.1purchased securities of $107.3 million, received proceeds from the sales of real estate of $2.1 million and received $16.5 million in principal repayments on securities and $0.4 million in proceeds from the sale of real estate.securities. The Company purchased $51.2 million in securities available for sale, $0.1$0.2 million in FHLB stock and paid $0.7$0.2 million for the purchase of premises and equipment. Net loans receivable increased $79.2 million, customer escrows decreased $0.6$3.4 million and the Company had a net increase in deposit balances of $113.2$67.1 million. The Company also purchased $0.4$2.7 million of its commontreasury stock and received $0.1 million in common stock from for tax withholding on stock awards.customer escrow accounts increased $0.4 million.
The Company has certificates of depositsdeposit with outstanding balances of $79.0$66.4 million that mature over the next 12 months. Based upon past experience, management anticipates that the majority of the deposits will renew for another term. The Company believes that cash outflow from certificates that do not renew will be replaced with other deposits or FHLB advances. Federal Reserve BankFRB borrowings or proceeds from the sale of securities could also be used to fund unanticipated outflows of certificates of deposits.
The Company had sixten deposit customers that individually had aggregate deposits greater than $5.0 million as of SeptemberJune 30, 2020.2021. The $84.5$102.0 million in funds held by these customers may be withdrawn at any time, but management believes that the majority of these deposits will not be withdrawn from the Bank over the next twelve months. If these deposits are withdrawn, it is anticipated that they would be replaced with deposits from other customers or FHLB advances. Federal Reserve BankFRB borrowings or proceeds from the sale of securities could also be used to replace unanticipated outflows of large checking and money market deposits.
The Company had the ability to borrow $169.5$172.5 million from the FHLB at SeptemberJune 30, 2020,2021, based on the collateral value of the loans pledged. The credit policy of the FHLB relating to the collateral value of the loans collateralizing the available line of credit with the FHLB may change such that the current collateral pledged to secure future advances is no longer acceptable or the formulas for determining the excess pledged collateral may change. The FHLB could also reduce the amount of funds it will lend to the Bank. It is not anticipated that the Bank will need to find alternative funding sources in the next twelve months to replace the available borrowings from the FHLB. However, if needed, excess collateral currently pledged to the FHLB could be pledged to the Federal Reserve Bank and the Bank could borrow an additional funds$50.4 million from the Federal Reserve BankFRB at June 30, 2021 based on the increased collateral levels or obtain additional deposits.value of the loans pledged.
The Company’s primary source of cash is dividends from the Bank. At SeptemberJune 30, 2020,2021, the Company had $12.1$8.3 million in cash and other assets that could readily be turned into cash. The primary use of cash by the Company is the payment of operating expenses.expense and the purchase of treasury stock.
The Company also serves as a source of capital, liquidity, and financial support to the Bank. Depending upon the operating performance of the Bank and the Company’s other liquidity and capital needs, including Company level expenses, the Company may find it prudent, subject to prevailing capital market conditions and other factors, to raise additional capital through issuance of its common stock or other equity securities. Additional capital would also potentially permit the Company to implement a strategy of growing Bank assets. Depending on the circumstances, if
it were to raise capital, the Company may deploy it to the Bank for general banking purposes or may retain some or all of it for use by the Company.
If the Company were to raise capital through the issuance of additional shares of common stock or other equity securities, it would dilute the ownership interests of existing stockholders, and, if issued at a price less than the Company’s book value, would dilute the per share book value of the Company’s common stock, and could result in a change in control of the Company and the Bank. New investors may also have rights, preferences and privileges senior to the Company’s current stockholders, which may adversely impact the Company’s current stockholders. The Company’s ability to raise additional capital through the issuance of equity securities, if deemed prudent, will depend on, among other factors, conditions in the capital markets at that time, which are outside of its control, and on the Company’s financial performance and plans.
Market Risk
Market risk is the risk of loss from adverse changes in market prices and rates. The Company’s market risk arises primarily from interest rate risk inherent in its investing, lending and deposit taking activities. Management actively monitors and manages its interest rate risk exposure.
The Company’s profitability is affected by fluctuations in interest rates. A sudden and substantial change in interest rates may adversely impact the Company’s earnings to the extent that the interest rates borne by assets and liabilities do not change at the same speed, to the same extent, or on the same basis. The Company monitors the projected changes in net interest income that occur if interest rates were to suddenly change up or down. The Rate Shock Table located in the following Asset/Liability Management section of this report discloses the Company’s projected changes in net interest income based upon immediate interest rate changes called rate shocks. The Company utilizes a model that uses the discounted cash flows from its interest-earning assets and its interest-bearing liabilities to calculate the current market value of those assets and liabilities. The model also calculates the changes in market value of the interest-earning assets and interest-bearing liabilities under different interest rate changes.
The following table discloses the projected changes in the market value toof the Company’s interest-earning assets and interest-bearing liabilities based upon incremental 100 basis pointbasis-point changes in interest rates from interest rates in effect on SeptemberJune 30, 2020.2021.
Market Value | Market Value | |||||||||||||||||||||||||||||||
(Dollars in thousands) Basis point change in interest rates | -100 | 0 | +100 | +200 | ‑100 | 0 | +100 | +200 | ||||||||||||||||||||||||
Total market risk sensitive assets | $ | 892,277 | 889,391 | 873,335 | 856,952 | $ | 984,853 | 973,112 | 950,867 | 928,441 | ||||||||||||||||||||||
Total market risk sensitive liabilities | 855,635 | 800,113 | 749,848 | 706,718 | 898,585 | 844,768 | 799,383 | 760,002 | ||||||||||||||||||||||||
Off-balance sheet financial instruments | 1,230 | 0 | 1,699 | 3,278 | 325 | 0 | 906 | 1,730 | ||||||||||||||||||||||||
Net market risk | $ | 35,412 | 89,278 | 121,788 | 146,956 | $ | 85,943 | 128,344 | 150,578 | 166,709 | ||||||||||||||||||||||
Percentage change from current market value | (60.34 | )% | 0.00 | % | 36.41 | % | 64.60 | % | (33.04 | )% | 0.00 | % | 17.32 | % | 29.89 | % | ||||||||||||||||
The preceding table was prepared utilizing a model using the following assumptions (the Model Assumptions) regarding prepayment and decay ratios that were determined by management based upon their review of historical prepayment speeds and future prepayment projections. Fixed rate loans were assumed to prepay at annual rates of between 3%2% to 55%, depending on the note rate and the period to maturity. Adjustable rate mortgages (ARMs) were assumed to prepay at annual rates of between 5%6% and 54%51%, depending on the note rate and the period to maturity. Mortgage-backed securities were projected to have prepayments based upon the underlying collateral securing the instrument. Certificate accounts were assumed not to be withdrawn until maturity. Passbook accounts and retail money market accounts were assumed to decay at an annual rate of 6%8% and 8%17%, respectively. Retail checking accounts, were assumed to decay at an annual rate of 11%. Commercialcommercial checking accounts and money market accounts were assumed to decay at annual rates of 9%6%, 22%, and 12%13%, respectively. Callable investments were projected to be called at the first call date where the projected interest rate on similar remaining term instruments iswas less than the interest rate on the callable advance or investment.
Certain shortcomings are inherent in the method of analysis presented in the above table. The interest rates on certain types of assets and liabilities may fluctuate in advance of changes in market interest rates, while interest rates on other types of assets and liabilities may lag behind changes in market interest rates. The model assumes that the difference between the current interest rate being earned or paid compared to a treasury instrument or other interest index with a similar term to maturity (the Interest Spread) will remain constant over the interest changes disclosed in the table. Changes in Interest Spread could impact projected market value changes. Certain assets, such as ARMs, have features which restrict changes in interest rates on a short-term basis and over the life of the assets. The market value of the interest-bearing assets that are approaching their lifetime interest rate caps could be different from the values disclosed in the table. Certain liabilities, such as certificates of deposit, have fixed rates that restrict interest rate changes until maturity. In the event of a change in interest rates, prepayment and early withdrawal levels may deviate significantly from those assumed in calculating the foregoing table. The ability of many borrowers to service their debt may also decrease in the event of a substantial sustained increase in interest rates.
Asset/Liability Management
The Company’s management reviews the impact that changing interest rates will have on the Company’s net interest income projected for the next twelve months to determine if its current level of interest rate risk is acceptable. The following table projects the estimated impact on net interest income during the twelve month period ending SeptemberJune 30, 2021 of immediate interest rate changes called rate shocks.
(Dollars in thousands) | (Dollars in thousands) | (Dollars in thousands) | ||||||||||||||||
Rate Shock in | Projected | Percentage | Projected Change in Net Interest Income | Percentage Change | ||||||||||||||
+200 | $ | 2,742 | 9.86 | % | $ | 2,525 | 9.15 | % | ||||||||||
+100 | 1,313 | 4.72 | 1,266 | 4.59 | ||||||||||||||
0 | 0 | 0.00 | 0 | 0.00 | ||||||||||||||
-100 | (1,172 | ) | (4.22 | ) | (1,420 | ) | (5.14 | ) |
The preceding table was prepared utilizing the Model Assumptions. Certain shortcomings are inherent in the method of analysis presented in the foregoing table. In the event of a change in interest rates, prepayment and early withdrawal levels would likely deviate significantly from those assumed in calculating the foregoing table. The ability of many borrowers to service their debt may decrease in the event of a substantial increase in interest rates and could impact net interest income.
The increase in interest income in a rising rate environment is primarily because there are more adjustable rate loans that would re-price to higher interest rates than there are deposits that would re-price higher to the same extent in the next twelve months. The decrease in interest income in a declining rate environment is primarily because there are more loans and investments that would re-pricereprice to lower interest rates than there are deposits that would be able to be re-pricedrepriced lower to the same extent in the next twelve months.
In an attempt to manage its exposure to changes in interest rates, management closely monitors interest rate risk. The Bank has an Asset/Liability Committee that meets frequently to discuss changes in the interest rate risk position and projected profitability. This Committee makes adjustments to the asset/liabilityasset-liability position of the Bank that are reviewed by the Board of Directors of the Bank. This Committee also reviews the Bank's portfolio, formulates investment strategies and oversees the timing and implementation of transactions as intended to assure attainment of the Bank's objectives in an effective manner. In addition, each quarter the Board reviews the Bank's asset/liability position, including simulations of the effect on the Bank's capital of various interest rate scenarios.
In managing its asset/liability composition, the Bank may, at times, depending on the relationship between long-term and short-term interest rates, market conditions and consumer preference, place more emphasis on managing net interest margin than on better matching the interest rate sensitivity of its assets and liabilities in an effort to enhance net interest income. Management believes that the increased net interest income resulting from a mismatch in the maturity of its asset and liability portfolios can, in certain situations, provide high enough returns to justify the increased exposure to sudden and unexpected changes in interest rates.
To the extent consistent with its interest rate spread objectives, the Bank attempts to manage its interest rate risk and has taken a number of steps to restructure its balance sheet in order to better match the maturities of its assets and liabilities. In the past, more long-term fixed rate loans were placed into the single family loan portfolio. In recent years, the Bank has continued to focus its 30 year fixed rate single family residential lending program on loans that are saleable to third parties and generally places only adjustable rate or shorter-term fixed rate loans that meet certain risk characteristics into its loan portfolio. A significant portion of the Bank’s commercial loan production continues to be in adjustable rate loans that reprice every one, two or three years.
Off-Balance Sheet Arrangements
The Company has no off-balance sheet arrangements other than commitments to originate fund, and sell loans in the ordinary course of business.
ItemItem 3: Quantitative and Qualitative Disclosures aboutAbout Market Risk
Not applicable.
Item 4: Controls and Procedures
Evaluation of disclosure controls and procedures. As of the end of the period covered by this report, the Company conducted an evaluation, under the supervision and with the participation of the Company’s management, including the principal executive officer and principal financial officer, of the effectiveness of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (the Exchange Act)). Based on this evaluation, the principal executive officer and principal financial officer concluded that the Company’s disclosure controls and procedures arewere effective to ensure that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms.
Changes in internal controls. There was no change in the Company’s internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) during the Company’s most recently completed fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.
HMN FINANCIAL, INC.
Legal Proceedings. |
From time to time, the Company is party to legal proceedings arising out of its lending and deposit operations. See Note 15- 15 – Commitments and Contingencies of the Notes to the Consolidated Financial Statements for more information.
Risk Factors. |
The updated risks described below and those identified in ourthe Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019,2020, filed with the SEC, under “Part 1, Item 1A. Risk Factors” could affect the Company’s financial performance and could cause its actual results for future periods to differ materially from its anticipated results or other expectations, including those expressed in any forward-looking statements made in this Quarterly Report on Form 10-Q.
The global COVID-19 outbreak is harming the Company’s business and results of operations.
In December 2019, a COVID-19 outbreak was reported in China, and, in March 2020, the World Health Organization declared it a pandemic. Since that time, the COVID-19 has spread throughout the United States, including in the regions and communities in which the Company operates. In response, many state and local governments, including the states of Minnesota and Wisconsin, had instituted emergency restrictions that substantially limited the operation of non-essential businesses and the activities of individuals, although many states have begun phased re-opening and lifting such emergency restrictions. However, several states that began re-openings have re-implemented restrictions in response to a surge in COVID-19 cases. The extent, duration, and magnitude of the COVID-19 pandemic is highly uncertain and will continue to depend on future developments. These restrictions could result in significant adverse effects on the Bank’s borrowers and many different types of small and mid-sized businesses within the Company’s client base, particularly those in the retail, hospitality and food and beverage industries, among many others, and has resulted in a significant number of layoffs and furloughs of employees nationwide and in the regions and communities in which the Company operates. The ultimate effect of COVID-19 on the local or broader economy is not known nor is the ultimate length of the restrictions described and any accompanying effects. Moreover, the Federal Reserve has taken action to lower the Federal Funds rate, which may negatively affect interest income and, therefore, earnings, financial condition and results of operation of the Company.
The effect of COVID-19 and related events, including those described above and those not yet known or knowable, has had a negative effect on the stock price, business prospects, financial condition and results of operations of the Company, including as a result of quarantines, market volatility, market downturns, changes in consumer behavior, business closures, deterioration in the credit quality of borrowers or the potential inability of borrowers to satisfy their obligations to the Company (and any related forbearances or restructurings that may be implemented), declines in the value of collateral securing outstanding loans, branch or office closures and business interruptions. The bank regulatory agencies and various governmental authorities are urging financial institutions to work prudently with borrowers who are or may be unable to meet their contractual payment obligations because of the effects of COVID-19. Further, demand for loans and other products and services that the Company offers and whose success it relies on to drive growth, is highly dependent upon the business environment in the primary markets in which the Company operates and in the United States as a whole.
There have been no other material changes to the Company’s risk factors contained in its Annual Report on Form 10-K for the year ended December 31, 2019. For a further discussion of the Company’s Risk Factors, see Part I, Item 1A. of the Company’s Annual Report on Form 10-K for the year ended December 31, 2019.
Unregistered Sales of Equity Securities and Use of Proceeds. |
The following table provides information with respect to purchases made by the Company of its own stock during
the thirdsecond quarter of 2020:2021:
Period | Total Number | Average Price | Total Number of Shares | Maximum Number (or | ||||||||||||||
July 1, 2020 to July 31, 2020 | 0 | $ | N/A | 0 | $ | 5,640,000 | ||||||||||||
August 1, 2020 to August 31, 2020 | 0 | N/A | 0 | $ | 5,640,000 | |||||||||||||
September 1, 2020 to September 30, 2020 | 0 | N/A | 0 | $ | 5,640,000 | |||||||||||||
Total | 0 | $ | N/A | 0 | $ | 5,640,000 |
Period | Total Number of Shares Purchased | Average Price Paid per Share | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (a) | Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased under the Plans or Programs (a) | ||||||||||||
April 1, 2021 to April 30, 2021 | 20,000 | $ | 20.03 | 20,000 | $ | 3,625,781 | ||||||||||
May 1, 2021 to May 31, 2021 | 88,000 | 20.60 | 88,000 | $ | 1,813,341 | |||||||||||
June 1, 2021 to June 30, 2021 | 0 | N/A | 0 | $ | 1,813,341 | |||||||||||
Total | 108,000 | $ | 20.49 | 108,000 | $ | 1,813,341 |
(a) | On November 28, 2018, the Company’s board of directors announced a share repurchase authorization, pursuant to which the Company may, from time to time, purchase shares of its common stock for an aggregate purchase price not to exceed $6.0 million. On July 27, 2021, our board of directors announced an increase of $4,187,259 in the aggregate purchase price authorized to be repurchased which increased the total amount available to $6.0 million. Share repurchases may be executed through various means, including through open market transactions, privately negotiated transactions or otherwise. The repurchase authorization does not obligate the Company to purchase any shares and has no set expiration date. |
Defaults Upon Senior Securities. |
None.
Mine Safety Disclosures. |
Not applicable.
Other Information. |
None.
Exhibits. |
|
INDEX TO EXHIBITS
Exhibit | Filing | |
Number | Exhibit | Status |
31.1 | Filed Electronically | |
31.2 | Filed Electronically | |
32 | Filed Electronically | |
101 | Financial statements from the Quarterly Report on Form 10-Q of the Company for the period ended | Filed Electronically |
104 |
| Filed Electronically |
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.
HMN FINANCIAL, INC. | ||||
Registrant | ||||
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Date: | August 3, 2021 | /s/ Bradley Krehbiel | ||
Bradley Krehbiel, President and Chief Executive Officer |
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Date: | August 3, 2021 | |||
/s/ Jon Eberle | ||||
Jon Eberle, | ||||
Senior Vice President and Chief Financial Officer | ||||
(Principal Financial Officer) |