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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 11-K
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
SECURITIES EXCHANGE ACT OF 1934
(Mark One)
þ | Annual report pursuant to Section 15(d) of the Securities Exchange Act of 1934 (No fee required, effective October 7, 1996) |
For the fiscal year ended December 31, 2005
Or
o | Transition report pursuant to Section 15(d) of the Securities Exchange Act of 1934 (No fee required) |
For the transition period from to
Commission file number 000-32041
A. | Full title of the plan and the address of the plan, if different from that of the issuer named below: |
Citizens First Savings Bank 401(k) Plan
B. | Name of the issuer of the securities held pursuant to the plan and the address of its principal executive office: |
Citizens First Bancorp, Inc.
525 Water Street
Port Huron, Michigan 48060
525 Water Street
Port Huron, Michigan 48060
Required Information
The Citizens First Savings Bank 401(k) Plan (the “Plan”) is subject to the Employee Retirement Income Security Act of 1974, as amended (“ERISA”). Accordingly, in lieu of the requirements of Items 1-3 of this section, the Plan is filing financial statements and supplemental schedules prepared in accordance with the financial reporting requirements of ERISA. The following financial statements and supplemental schedules, attached hereto, are filed as part of the Annual Report:
1 | ||||||||
2 | ||||||||
3 | ||||||||
4 | ||||||||
9 | ||||||||
10 | ||||||||
Exhibits: | ||||||||
Exhibit 23 Consent of Austin, Niester, Beauchamp & Finnegan, PC | ||||||||
Consent of Austin, Niester, Beauchamp & Finnegan, PC |
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INDEPENDENT AUDITORS’ REPORT
To the Plan Administrator of the
Citizens First Savings Bank
401(k) Plan
Port Huron, Michigan
Citizens First Savings Bank
401(k) Plan
Port Huron, Michigan
We have audited the accompanying statements of net assets available for plan benefits of the Citizens First Savings Bank 401(k) Plan (the “Plan”) as of December 31, 2005 and 2004 and the related statements of changes in net assets available for plan benefits for the years then ended. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the auditing standards of the Public Company Accounting Oversight Board of the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits include consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for purposes of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects the net assets available for plan benefits of Citizens First Savings Bank 401(k) Plan as of December 31, 2005 and 2004 and the changes in net assets available for plan benefits for the years then ended, in conformity with accounting principles generally accepted in the United States of America.
Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules of 1) assets held at end of year and 2) assets acquired and disposed of within year, are presented for the purpose of additional analysis and are not a required part of the basic financial statements but are supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. These schedules are the responsibility of the Plan’s management. The supplemental schedules have been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole.
/s/ Austin, Niester, Beauchamp & Finnegan, PC | ||||
Certified Public Accountants |
Port Huron, Michigan
July 5, 2006
July 5, 2006
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CITIZENS FIRST SAVINGS BANK
401(k) PLAN
401(k) PLAN
STATEMENTS OF NET ASSETS AVAILABLE
FOR PLAN BENEFITS
FOR PLAN BENEFITS
December 31, 2005 and 2004
2005 | 2004 | |||||||
ASSETS | ||||||||
Cash | $ | 2,565,957 | $ | 9,612 | ||||
Participant-directed investments — at fair value: | ||||||||
Mutual funds | 3,051,430 | 2,320,093 | ||||||
Employer common stock | 2,673,946 | 2,498,930 | ||||||
Participant loans | 79,412 | 82,177 | ||||||
Total participant-directed investments | 5,804,788 | 4,901,200 | ||||||
LIABILITIES | ||||||||
Excess employee contributions payable | 6,618 | 4,519 | ||||||
Total liabilities | 6,618 | 4,519 | ||||||
NET ASSETS AVAILABLE FOR PLAN BENEFITS | $ | 8,364,127 | $ | 4,906,293 | ||||
See Note To Financial Statements.
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CITIZENS FIRST SAVINGS BANK
401(k) PLAN
401(k) PLAN
STATEMENTS OF CHANGES IN NET ASSETS
AVAILABLE FOR PLAN BENEFITS
AVAILABLE FOR PLAN BENEFITS
For the Years Ended December 31, 2005 and 2004
2005 | 2004 | |||||||
ADDITIONS TO NET ASSETS | ||||||||
Investment income: | ||||||||
Net realized and unrealized gain from investments in: | ||||||||
Mutual funds | $ | 25,430 | $ | 142,417 | ||||
Employer common stock | 121,520 | 155,084 | ||||||
Interest and dividends | 149,115 | 80,070 | ||||||
TOTAL INVESTMENT INCOME | 296,065 | 377,571 | ||||||
Contributions: | ||||||||
Participants | 553,629 | 419,763 | ||||||
Employer | 137,772 | 116,474 | ||||||
Rollover and other | 2,775,023 | 149,698 | ||||||
TOTAL CONTRIBUTIONS | 3,466,424 | 685,935 | ||||||
TOTAL ADDITIONS | 3,762,489 | 1,063,506 | ||||||
DEDUCTIONS | ||||||||
Deductions from net assets attributed to: | ||||||||
Benefits paid to participants | 304,655 | 359,800 | ||||||
Net Increase in Net Assets Available for Plan Benefits | 3,457,834 | 703,706 | ||||||
NET ASSETS AVAILABLE FOR PLAN BENEFITS BEGINNING OF YEAR | 4,906,293 | 4,202,587 | ||||||
END OF YEAR | $ | 8,364,127 | $ | 4,906,293 | ||||
See Note To Financial Statements.
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CITIZENS FIRST SAVINGS BANK
401(k) PLAN
401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2005 and 2004
Note A—Description of Plan
The Citizens First Savings Bank 401(k) Plan (the “Plan”) is a defined contribution plan for eligible employees of Citizens First Savings Bank (the “Employer”). The Plan is subject to the provisions of the Employer Retirement Income Security Act of 1974 (ERISA). The following brief description of the Plan provides general information only. Participants should refer to the Plan agreement for a more complete description of the Plan’s provisions.
Participation and Vesting - All employees are eligible to participate in the Plan once they have attained the age of 18. Participant contributions are always fully vested and nonforfeitable. Annually, the Employer will make an Employer-matching contribution. Each participant who has worked more than 500 hours during the calendar year or is employed on the last day of the Plan year shall be entitled to a portion of the Employer contributions. In addition, participants who have retired or died during the Plan year will be entitled to a share of the Employer contributions. The Employer’s contributions vest under the following schedule:
Percentage | ||||
Years of Service | Vested | |||
Less then 3 years | 0 | |||
3 years | 100 |
Forfeitures - Annually, forfeitures may be used to reinstate previously forfeited accounts, if any, correct erroneously omitted employees, if any, or reduce Plan expenses. Any remaining amounts shall be used to reduce Employer contributions. Forfeitures amount to $10,535 and $11,145 as of December 31, 2005 and 2004, respectively, and will be used to reduce future employer contributions. During 2005, $6,688 was used to reduce employer contributions.
Employee Contributions - Contributions to participants’ accounts are made through voluntary reductions in their compensation. Such reductions are, in turn, paid to the Plan by the Employer. Participants may contribute from 1 percent to 15 percent of pretax compensation, less bonuses and overtime, to the Plan each calendar year. Participants may also contribute amounts representing distributions from other qualified defined benefit or contribution plans. Participants direct the investment of their contributions into various investment options offered by the Plan. Annual contributions for each participant are subject to limitations as defined in the Internal Revenue Code.
Employer Contributions - The Plan provides for an Employer-matching contribution. The Employer match for 2005 and 2004 is 50 percent of the first 4 percent of participant deferrals, up to a maximum of 2 percent of each participant’s eligible annual compensation. Employer matching contributions are invested as directed by Plan participants.
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CITIZENS FIRST SAVINGS BANK
401(k) PLAN
401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2005 and 2004
Note A—Description of Plan (Continued)
Participant Accounts - Each participant’s account is credited with the participant and Employer contributions and an allocation of any Plan earnings. Contributions to the Plan are allocated to participants’ individual accounts on the date of receipt by the trustee. Allocations are based on participant elections. The benefit to which a participant is entitled is the amount included in each individual’s vested participant account.
Payment of Benefits - Participants or their beneficiaries may receive payments of their account balances upon the earlier of reaching age 59 1/2, death, hardship withdrawal, or termination of service, as defined in the Plan. Such payments are made in a lump sum. Mandatory payments must begin no later than April 1 following the year in which the participant reaches the age of 70 1/2. The Plan should be consulted for further details regarding the benefit provisions.
Loans - The Plan allowed participants to borrow money from the Plan, limited to the lesser of $50,000 or one-half of the participants’ vested account balance. Loans must have terms no longer than five years, with the exception of loans used to acquire, construct, or reconstruct the participant’s home, and must bear a reasonable interest rate as determined by the Plan administrator. The Plan was amended to no longer allow participants to borrow money from the Plan, effective July 1, 2005. Existing loans will continue until fully repaid.
Administrative Expenses - Administrative expenses of the Plan are paid by the Employer.
Note B — Summary of Significant Accounting Policies
Assets and Liabilities - Accounting policies relative to the basis of recording assets and liabilities conform with Department of Labor guidelines. Assets and liabilities are presented at fair value. The fair value of investments in mutual funds and common stock is based on quoted market prices. The value of participant loans is the face value of the loans outstanding, which approximates market value.
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CITIZENS FIRST SAVINGS BANK
401(k) PLAN
401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2005 and 2004
Note B — Summary of Significant Accounting Policies (Continued)
Changes in Net Assets - Income is recorded as earned. Expenses are recorded when incurred. Since assets of the Plan are recorded at fair value, unrealized appreciation or depreciation of Plan assets for the year is recorded in the statement of changes in net assets available for Plan benefits. Contributions are recorded on the accrual basis in the Plan year to which the contribution applies. Payments to beneficiaries are recorded when paid by the Plan.
Use of Estimates - The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires Plan management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of additions and deductions during the reporting period. Actual results could differ from those estimates.
Note C — Income Tax Status
The Internal Revenue Services issued a determination letter dated June 16, 2003 stating that the plan, as then designed, qualifies under Section 401(a) of the Internal Revenue Code and that the related trust is, therefore, not subject to tax. The Plan administrator has a copy of this determination letter in his possession.
The Plan was amended on November 18, 2004, May 26, 2005, and November 17, 2005. However, the Plan administrator and the Plan’s counsel believe that the Plan is currently designed and being operated in compliance with the applicable requirements of the Internal Revenue Code. Therefore, no provisions for income taxes has been included in the financial statements.
Note D — Investments
The Plan’s investments are held by Citizens First Savings Bank. The fair value of individual investments that exceed 5 percent of the Plan’s beginning net assets is as follows:
2005 | 2004 | |||||||
Mutual Funds— All participant-directed | ||||||||
Federated Capital Preservation Fund | $ | 536,682 | $ | 448,305 | ||||
Federated Mid Cap Fund | 629,245 | 519,169 | ||||||
Federated Max Cap Fund | 413,364 | 375,492 | ||||||
Federated Total Return Bond Fund | 414,999 | 318,778 | ||||||
Common stock — Citizens First Bancorp, Inc. | ||||||||
Employer common stock | 2,673,946 | 2,498,930 |
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CITIZENS FIRST SAVINGS BANK
401(k) PLAN
401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2005 and 2004
Note E — Related Party Transactions
Participants have the option of investing in common stock of the Employer.
Note F — Plan Termination
Although the Employer intends to continue the Plan indefinitely, it has reserved the right to amend or terminate the Plan at any time. If the Plan were to be terminated, the amount in each participant’s account would become fully vested as of the date of the termination of the Plan. Plan funds would be distributed to each participant in accordance with distribution policies set forth in the Plan.
Note G — Excess Employee Contributions Refundable
At December 31, 2005 and 2004, payables of $6,618 and $4,519 respectively, are recorded for amounts refundable by the Plan to participants for contributions in excess of amounts allowed by the Internal Revenue Service.
Note H — Risks and Uncertainties
The Plan invests in various investment securities. Investment securities are exposed to various risks such as interest rate, market, and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect participants’ account balances and the amounts reported in the statement of net assets available for benefits.
Note I — Plan Merger
On December 23, 2005, the Company acquired Metro Bank. As a result, the Plan was amended to accept accept the transfer of the net assets of the Metrobank 401(k) Plan (the “First Plan and Trust”) into the existing Plan and to make participants in the Plan eligible to participate in the existing Plan effective January 1, 2006. The net assets of the Plan were transferred to the existing Plan on December 29, 2005.
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SUPPLEMENTARY
INFORMATION
INFORMATION
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CITIZENS FIRST SAVINGS BANK
401(k) PLAN
401(k) PLAN
SUPPLEMENTAL SCHEDULES
For the years ended December 31, 2005
EIN: 38-0421485, Plan 001
Form 5500
Form 5500
Schedule H, line 4i-Schedule of Assets (Held AT End of Year)
Current | ||||||||||
Identity of Issuer (a)(b) | Description of Investment (c) | Cost (d)* | Value (e) | |||||||
Federated Investors, Inc. | Federated Capital Preservation Fund | $ | 536,682 | |||||||
Excelsior | Excelsior Value & Restructuring | 111,097 | ||||||||
Federated Investors, Inc. | Federated Kaufmann Fund | 147,299 | ||||||||
Federated Investors, Inc. | Federated Index Mid-Cap Fund | 629,245 | ||||||||
Federated Investors, Inc. | Federated Index Max-Cap Fund | 413,364 | ||||||||
Federated Investors, Inc. | Federated Managed Growth Fund | 32,999 | ||||||||
Federated Investors, Inc. | Federated Managed Conservative Growth Fund | 33,000 | ||||||||
Federated Investors, Inc. | Federated Managed Moderate Growth Fund | 64,774 | ||||||||
Federated Investors, Inc. | Managed Income Fund | 2 | ||||||||
Federated Investors, Inc. | Federated Total Return Bond Fund | 414,999 | ||||||||
Goldman Sachs | Goldman Sachs Core U.S. Equity Fund | 142,099 | ||||||||
Janus | Janus Advisor Balanced Fund | 173,248 | ||||||||
JP Morgan Chase | JP Morgan US Real Estate | 54,037 | ||||||||
AIM | AIM Aggressive Growth Fund | 107,581 | ||||||||
Loomis Sayles | Loomis Sayles Small Cap Val Admin | 37,028 | ||||||||
UMB | UMB Scout Worldwide | 153,976 | ||||||||
Citizens First Bancorp, Inc. | Common stock — Citizens First Bancorp, Inc. | 2,673,946 | ||||||||
Participants | Participant loans, with interest ranging from 6.0 percent to 11.5 percent | 79,412 | ||||||||
Total Investments | $ | 5,804,788 | ||||||||
* | Cost information not required for Schedule I |
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CITIZENS FIRST SAVINGS BANK
401(k) PLAN
401(k) PLAN
SUPPLEMENTAL SCHEDULES
For the year ended December 31, 2005
EIN: 38-0421485, Plan 001
Form 5500
Form 5500
Schedule H, line 4i—Schedule of Assets (Acquired and Disposed of Within Year)
Cost of | Proceeds of | |||||||||
Identity of Issuer (a) | Description of Investment | acquisitions (c)* | dispositions (d) | |||||||
Excelsior | Excelsior Value & Restructuring | $ | 3,847 | |||||||
Janus | Janus Advisor Worldwide Fund | 676 | ||||||||
JP Morgan Chase | JP Morgan US Real Estate | 4,743 | ||||||||
Loomis Sayles | Loomis Sayles Small Cap Val Admin | 694 | ||||||||
UMB | UMB Scout Worldwide | 11,734 | ||||||||
Total Investments | $ | 21,694 | ||||||||
* | Cost information not required for Schedule II |
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SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
Citizens First Savings Bank 401(k) Plan By Citizens First Savings Bank, Trustee | ||||
Date: July 13, 2006 | By: | /s/ William G. Oldford, Jr. | ||
William G. Oldford, Jr. | ||||
Vice President and Senior Trust Officer | ||||
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EXHIBIT INDEX
Exhibit 23 | Consent of Austin, Niester, Beauchamp & Finnegan, PC |