U.S. Securities and Exchange Commission
Washington, D.C. 20549
Form 10-Q
xQuarterly Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the quarterly period ended March 31, 2014
or
¨ Transition Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the transition period ended from to
Commission File Number 000-50400
New Century Bancorp, Inc.
(Exact name of Registrant as specified in its charter)
North Carolina | | 20-0218264 |
(State or other jurisdiction of | | (I.R.S. Employer Identification No.) |
incorporation or organization) | | |
| | |
700 W. Cumberland Street | | |
Dunn, North Carolina | | 28334 |
(Address of principal executive offices) | | (Zip Code) |
Registrant's telephone number, including area code (910) 892-7080
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. Yesx No¨
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). YesxNo¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer¨ | Accelerated filer¨ |
| |
Non-accelerated filer¨(Do not check if a smaller reporting company) | Smaller reporting companyx |
Indicate by check mark whether the registrant is a shell company (as defined by Rule 12b-2 of the Exchange Act). Yes¨Nox
As of May 7, 2014, the Registrant had outstanding 6,921,574 shares of Common Stock, $1 par value per share.
Part I.Financial Information
Item 1 - Financial Statements
NEW CENTURY BANCORP, INC. |
CONSOLIDATED BALANCE SHEETS |
| | March 31, 2014 | | | December 31, | |
| | (Unaudited) | | | 2013* | |
| | (In thousands, except share | |
| | and per share data) | |
ASSETS | | | | | | | | |
| | | | | | | | |
Cash and due from banks | | $ | 23,075 | | | $ | 20,151 | |
Interest-earning deposits in other banks | | | 47,729 | | | | 49,690 | |
Federal funds sold | | | 3,028 | | | | 3,028 | |
Investment securities available for sale, at fair value | | | 79,367 | | | | 83,836 | |
| | | | | | | | |
Loans | | | 345,827 | | | | 346,500 | |
Allowance for loan losses | | | (7,025 | ) | | | (7,054 | ) |
| | | | | | | | |
NET LOANS | | | 338,802 | | | | 339,446 | |
| | | | | | | | |
Accrued interest receivable | | | 1,587 | | | | 1,650 | |
Stock in Federal Home Loan Bank of Atlanta (“FHLB”), at cost | | | 562 | | | | 796 | |
Other non marketable securities | | | 1,055 | | | | 1,055 | |
Foreclosed real estate | | | 1,233 | | | | 2,008 | |
Premises and equipment, net | | | 10,909 | | | | 10,900 | |
Bank owned life insurance | | | 8,521 | | | | 8,463 | |
Core deposit intangible | | | 153 | | | | 182 | |
Other assets | | | 4,255 | | | | 4,441 | |
| | | | | | | | |
TOTAL ASSETS | | $ | 520,276 | | | $ | 525,646 | |
| | | | | | | | |
LIABILITIES AND SHAREHOLDERS’ EQUITY | | | | | | | | |
| | | | | | | | |
Deposits: | | | | | | | | |
Demand | | $ | 83,491 | | | $ | 85,347 | |
Savings | | | 17,753 | | | | 16,597 | |
Money market and NOW | | | 123,839 | | | | 124,635 | |
Time | | | 216,215 | | | | 221,879 | |
| | | | | | | | |
TOTAL DEPOSITS | | | 441,298 | | | | 448,458 | |
| | | | | | | | |
Short term debt | | | 7,624 | | | | 6,305 | |
Long term debt | | | 12,372 | | | | 12,372 | |
Accrued interest payable | | | 217 | | | | 225 | |
Accrued expenses and other liabilities | | | 2,242 | | | | 2,282 | |
| | | | | | | | |
TOTAL LIABILITIES | | | 463,753 | | | | 469,642 | |
| | | | | | | | |
Shareholders’ Equity | | | | | | | | |
Preferred stock, no par value, 10,000,000 shares authorized, none outstanding | | | - | | | | - | |
Common stock, $1 par value, 25,000,000 shares authorized; 6,921,742 and 6,921,352 shares issued and outstanding at March 31, 2014 and December 31, 2013, respectively | | | 6,922 | | | | 6,922 | |
Additional paid-in capital | | | 42,069 | | | | 42,062 | |
Retained earnings | | | 7,400 | | | | 7,128 | |
Accumulated other comprehensive income (loss) | | | 132 | | | | (108 | ) |
| | | | | | | | |
TOTAL SHAREHOLDERS’ EQUITY | | | 56,523 | | | | 56,004 | |
| | | | | | | | |
TOTAL LIABILITIES AND | | | | | | | | |
SHAREHOLDERS’ EQUITY | | $ | 520,276 | | | $ | 525,646 | |
* Derived from audited consolidated financial statements.
See accompanying notes.
NEW CENTURY BANCORP, INC. |
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) |
| | Three Months Ended | |
| | March 31, | |
| | 2014 | | | 2013 | |
| | (In thousands, except share | |
| | and per share data) | |
INTEREST INCOME | | | | | | | | |
Loans | | $ | 4,873 | | | $ | 5,434 | |
Federal funds sold and interest-earning deposits in other banks | | | 27 | | | | 57 | |
Investments | | | 414 | | | | 387 | |
| | | | | | | | |
TOTAL INTEREST INCOME | | | 5,314 | | | | 5,878 | |
| | | | | | | | |
INTEREST EXPENSE | | | | | | | | |
Money market, NOW and savings deposits | | | 58 | | | | 120 | |
Time deposits | | | 975 | | | | 1,208 | |
Short term debt | | | 6 | | | | 16 | |
Long term debt | | | 72 | | | | 74 | |
| | | | | | | | |
TOTAL INTEREST EXPENSE | | | 1,111 | | | | 1,418 | |
| | | | | | | | |
NET INTEREST INCOME | | | 4,203 | | | | 4,460 | |
| | | | | | | | |
PROVISION FOR (RECOVERY OF) LOAN LOSSES | | | (49 | ) | | | (100 | ) |
| | | | | | | | |
NET INTEREST INCOME AFTER RECOVERY OF LOAN LOSSES | | | 4,252 | | | | 4,560 | |
| | | | | | | | |
NON-INTEREST INCOME | | | | | | | | |
Fees from pre-sold mortgages | | | - | | | | 62 | |
Service charges on deposit accounts | | | 226 | | | | 272 | |
Other fees and income | | | 398 | | | | 285 | |
| | | | | | | | |
TOTAL NON-INTEREST INCOME | | | 624 | | | | 619 | |
| | | | | | | | |
NON-INTEREST EXPENSE | | | | | | | | |
Personnel | | | 2,155 | | | | 2,089 | |
Occupancy and equipment | | | 385 | | | | 329 | |
Deposit insurance | | | 102 | | | | 147 | |
Professional fees | | | 283 | | | | 276 | |
Information systems | | | 347 | | | | 338 | |
Foreclosed real estate-related expense | | | 271 | | | | 122 | |
Merger and restructuring related expenses | | | 162 | | | | - | |
Other | | | 746 | | | | 620 | |
| | | | | | | | |
TOTAL NON-INTEREST EXPENSE | | | 4,451 | | | | 3,921 | |
| | | | | | | | |
INCOME BEFORE INCOME TAX | | | 425 | | | | 1,258 | |
| | | | | | | | |
INCOME TAXES | | | 153 | | | | 465 | |
| | | | | | | | |
NET INCOME | | $ | 272 | | | $ | 793 | |
| | | | | | | | |
NET INCOME PER COMMON SHARE | | | | | | | | |
Basic | | $ | 0.04 | | | $ | 0.12 | |
Diluted | | $ | 0.04 | | | $ | 0.12 | |
| | | | | | | | |
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING | | | | | | | | |
Basic | | | 6,921,651 | | | | 6,914,934 | |
Diluted | | | 6,924,164 | | | | 6,916,011 | |
See accompanying notes.
NEW CENTURY BANCORP, INC. |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) |
| | Three Months Ended | |
| | March 31, | |
| | 2014 | | | 2013 | |
| | (In thousands) | |
| | | | | | |
Net income | | $ | 272 | | | $ | 793 | |
| | | | | | | | |
Other comprehensive income (loss): | | | | | | | | |
Unrealized gain (loss) on investment securities available for sale | | | 237 | | | | (275 | ) |
Tax effect | | | (87 | ) | | | 70 | |
| | | 150 | | | | (205 | ) |
| | | | | | | | |
Reclassification adjustment for loss included in net income | | | 145 | | | | 74 | |
Tax effect | | | (55 | ) | | | (25 | ) |
| | | 90 | | | | 49 | |
| | | | | | | | |
Total | | | 240 | | | | (156 | ) |
| | | | | | | | |
Total comprehensive income | | $ | 512 | | | $ | 637 | |
See accompanying notes.
NEW CENTURY BANCORP, INC. |
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (Unaudited) |
| | | | | | | | | | | | | | Accumulated | | | | |
| | | | | | | | Additional | | | | | | other com- | | | Total | |
| | Common stock | | | paid-in | | | Retained | | | prehensive | | | shareholders’ | |
| | Shares | | | Amount | | | capital | | | earnings | | | income (loss) | | | equity | |
| | (Amounts in thousands, except share and per data share) | |
| | | | | | | | | | | | | | | | | | |
Balance at December 31, 2012 | | | 6,913,636 | | | $ | 6,914 | | | $ | 42,000 | | | $ | 4,187 | | | $ | 1,078 | | | $ | 54,179 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Net income | | | - | | | | - | | | | - | | | | 793 | | | | - | | | | 793 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Other comprehensive loss, net | | | - | | | | - | | | | - | | | | - | | | | (156 | ) | | | (156 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Stock option exercises | | | 2,870 | | | | 3 | | | | 12 | | | | - | | | | - | | | | 15 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Stock based compensation | | | - | | | | - | | | | 9 | | | | - | | | | - | | | | 9 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Balance at March 31, 2013 | | | 6,916,506 | | | $ | 6,917 | | | $ | 42,021 | | | $ | 4,980 | | | $ | 922 | | | $ | 54,840 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Balance at December 31, 2013 | | | 6,921,352 | | | $ | 6,922 | | | $ | 42,062 | | | $ | 7,128 | | | $ | (108 | ) | | $ | 56,004 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Net income | | | - | | | | - | | | | - | | | | 272 | | | | - | | | | 272 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Other comprehensive income, net | | | - | | | | - | | | | - | | | | - | | | | 240 | | | | 240 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Stock option exercises | | | 390 | | | | - | | | | 2 | | | | - | | | | - | | | | 2 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Stock based compensation | | | - | | | | - | | | | 5 | | | | - | | | | - | | | | 5 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Balance at March 31, 2014 | | | 6,921,742 | | | $ | 6,922 | | | $ | 42,069 | | | $ | 7,400 | | | $ | 132 | | | $ | 56,523 | |
See accompanying notes.
NEW CENTURY BANCORP, INC. |
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) |
| | Three Months Ended | |
| | March 31, | |
| | 2014 | | | 2013 | |
| | (In thousands) | |
CASH FLOWS FROM OPERATING ACTIVITIES | | | | | | | | |
Net income | | $ | 272 | | | $ | 793 | |
Adjustments to reconcile net income to net cash provided by operating activities: | | | | | | | | |
Recovery of loan losses | | | (49 | ) | | | (100 | ) |
Depreciation and amortization of premises and equipment | | | 135 | | | | 128 | |
Amortization and accretion of investment securities | | | 102 | | | | 162 | |
Amortization of deferred loan fees and costs | | | (65 | ) | | | (50 | ) |
Amortization of core deposit intangible | | | 29 | | | | 29 | |
Stock-based compensation | | | 5 | | | | 9 | |
Increase in cash surrender value of bank owned life insurance | | | (58 | ) | | | (58 | ) |
Net loss on sale and write-downs of foreclosed real estate | | | 264 | | | | 119 | |
Net loss on investment security sales and pay-downs | | | 145 | | | | 74 | |
Change in assets and liabilities: | | | | | | | | |
Net change in accrued interest receivable | | | 63 | | | | 79 | |
Net change in other assets | | | 44 | | | | 13 | |
Net change in accrued expenses and other liabilities | | | (48 | ) | | | 169 | |
| | | | | | | | |
NET CASH PROVIDED BY OPERATING ACTIVITIES | | | 839 | | | | 1,367 | |
| | | | | | | | |
CASH FLOWS FROM INVESTING ACTIVITIES | | | | | | | | |
Redemption of FHLB stock | | | 234 | | | | 177 | |
Redemption of non-marketable security | | | - | | | | 132 | |
Maturities of investment securities available for sale | | | 1,850 | | | | 2,850 | |
Mortgage-backed securities pay-downs | | | 2,204 | | | | 3,495 | |
Sale of investment securities available for sale | | | 550 | | | | - | |
Net change in loans outstanding | | | 210 | | | | 6,741 | |
Proceeds from sale of foreclosed real estate | | | 1,059 | | | | 690 | |
Purchases of premises and equipment | | | (144 | ) | | | (68 | ) |
| | | | | | | | |
NET CASH PROVIDED BY INVESTING ACTIVITIES | | | 5,963 | | | | 14,017 | |
See accompanying notes.
NEW CENTURY BANCORP, INC. |
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (Continued) |
| | Three Months Ended | |
| | March 31, | |
| | 2014 | | | 2013 | |
| | (In thousands) | |
CASH FLOWS FROM FINANCING ACTIVITIES | | | | | | | | |
Net change in deposits | | $ | (7,160 | ) | | $ | (15,576 | ) |
Proceeds from short-term debt | | | 1,319 | | | | - | |
Repayments on short-term debt | | | - | | | | (3,190 | ) |
Proceeds from stock option exercises | | | 2 | | | | 15 | |
| | | | | | | | |
NET CASH USED IN FINANCING ACTIVITIES | | | (5,839 | ) | | | (18,751 | ) |
| | | | | | | | |
NET CHANGE IN CASH AND CASH EQUIVALENTS | | | 963 | | | | (3,367 | ) |
| | | | | | | | |
CASH AND CASH EQUIVALENTS, BEGINNING | | | 72,869 | | | | 113,608 | |
| | | | | | | | |
CASH AND CASH EQUIVALENTS, ENDING | | $ | 73,832 | | | $ | 110,241 | |
| | | | | | | | |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION | | | | | | | | |
Cash paid during the period for: | | | | | | | | |
Interest | | $ | 1,119 | | | $ | 1,438 | |
Taxes | | | 10 | | | | - | |
| | | | | | | | |
Non-cash transactions: | | | | | | | | |
Unrealized gains (losses) on investment securities available for sale, net of tax | | | 240 | | | | (156 | ) |
Transfers from loans to foreclosed real estate | | | 548 | | | | 316 | |
Transfers from loans held for sale to loans, at fair value | | | - | | | | 432 | |
See accompanying notes.
NEW CENTURY BANCORP, INC. |
Notes to Consolidated Financial Statements (Unaudited) |
NOTE A - BASIS OF PRESENTATION
New Century Bancorp, Inc. (the “Company”) is a bank holding company whose principal business activity consists of ownership of New Century Bank (the “Bank”). The Bank is engaged in general commercial and retail banking and operates under the banking laws of North Carolina and the rules and regulations of the Federal Deposit Insurance Corporation and the North Carolina Commissioner of Banks. The Bank undergoes periodic examinations by those regulatory authorities.
All significant inter-company transactions and balances have been eliminated in consolidation. In management’s opinion, the financial information, which is unaudited, reflects all adjustments (consisting solely of normal recurring adjustments) necessary for a fair presentation of the financial information as of March 31, 2014 and for the three month periods ended March 31, 2014 and 2013, in conformity with accounting principles generally accepted in the United States of America (“GAAP”).
The preparation of consolidated financial statements requires management to make estimates and assumptions that affect reported amounts of assets and liabilities at the date of the financial statements, as well as the amounts of income and expense during the reporting period. Actual results could differ from those estimates. Operating results for the three month period ended March 31, 2014 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2014.
The organization and business of the Company, accounting policies followed by the Company and other relevant information are contained in the notes to the financial statements filed as part of the Company’s 2013 Annual Report on Form 10-K, filed with the Securities and Exchange Commission (“SEC”) on
March 20, 2014. This quarterly report should be read in conjunction with the Annual Report.
NOTE B - PER SHARE RESULTS
Basic net income per share is computed based upon the weighted average number of shares of common stock outstanding during the period. Diluted net income per share includes the dilutive effect of stock options outstanding during the period. At March 31, 2014 and 2013 there were 254,130 and 322,689 anti-dilutive options outstanding, respectively.
| | Three Months Ended | |
| | March 31, | |
| | 2014 | | | 2013 | |
Weighted average shares used for basic net income per share | | | 6,921,651 | | | | 6,914,934 | |
| | | | | | | | |
Effect of dilutive stock options | | | 2,513 | | | | 1,077 | |
Weighted average shares used for diluted net income per share | | | 6,924,164 | | | | 6,916,011 | |
NEW CENTURY BANCORP, INC. |
Notes to Consolidated Financial Statements (Unaudited) |
NOTE C - RECENT ACCOUNTING PRONOUNCEMENTS
The following summarizes recent accounting pronouncements and their expected impact on the Company:
Accounting Standards Update (“ASU”) 2013-02,Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income. This guidance is the culmination of the Financial Accounting Standards Board’s (“FASB”) deliberation on reporting reclassification adjustments from accumulated other comprehensive income (“AOCI”). The amendments in ASU 2013-02 do not change the current requirements for reporting net income or other comprehensive income. However, the amendments require disclosure of the amounts reclassified out of the AOCI in its entirety, by component, on the face of the statement of operations or in the notes thereto. Amounts that are not required to be reclassified in their entirety to net income must be cross-referenced to other disclosures that provide additional detail. The standard is effective prospectively for annual and interim reporting periods beginning after December 15, 2012. The Company has adopted the standard and the adoption of ASU 2013-02 did not have any impact on the Company’s financial condition, results of operations, or cash flows, but did result in additional disclosures in Note H.
ASU 2014-04,Troubled Debt Restructurings by Creditors (Subtopic 310-40): "Reclassification of Residential Real Estate Collateralized Consumer Mortgage Loans upon Foreclosure." This pronouncement clarifies the criteria for concluding that an in substance repossession or foreclosure has occurred, and a creditor is considered to have received physical possession of residential real estate property collateralizing a consumer mortgage loan. The amendments also outline interim and annual disclosure requirements. The amendments will be effective for the Company for interim and annual reporting periods beginning after December 15, 2014. Companies are allowed to use either a modified retrospective transition method or a prospective transition method when adopting this update. Early adoption is permitted. The Company does not expect these amendments to have a material effect on its financial statements.
Other accounting standards that have been issued or proposed by FASB or other standards-setting bodies are not expected to have a material impact on the Company’s consolidated financial position, results of operations and cash flows.
From time to time, the FASB issues exposure drafts for proposed statements of financial accounting standards. Such exposure drafts are subject to comment from the public, to revisions by the FASB and to final issuance by the FASB as statements of financial accounting standards. Management considers the effect of the proposed statements on the consolidated financial statements of the Company and monitors the status of changes to and proposed effective dates of exposure drafts.
NOTE D - FAIR VALUE MEASUREMENTS
Accounting Standards Codification (“ASC”) 820 defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. ASC 820 does not require any new fair value measurements, but clarifies and standardizes some divergent practices that have emerged since prior guidance was issued. ASC 820 creates a three-level hierarchy under which individual fair value estimates are to be ranked based on the relative reliability of the inputs used in the valuation.
NEW CENTURY BANCORP, INC. |
Notes to Consolidated Financial Statements (Unaudited) |
NOTE D – FAIR VALUE MEASUREMENTS (continued)
Fair value estimates are made at a specific moment in time, based on relevant market information and information about the financial instrument. These estimates do not reflect any premium or discount that could result from offering for sale at one time the Company’s entire holdings of a particular financial instrument.
Because no active market readily exists for a portion of the Company’s financial instruments, fair value estimates are based on judgments regarding future expected loss experience, current economic conditions, risk characteristics of various financial instruments, and other factors. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and, therefore, cannot be determined with precision. Changes in assumptions could significantly affect the estimates.
The following methods and assumptions were used to estimate the fair value of each class of financial instruments for which it is practicable to estimate that value:
Fair Value Hierarchy
The Company groups assets and liabilities at fair value in 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. |
| · | 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 all significant assumptions are observable in the market. |
| · | Level 3 – Valuation is generated from model-based techniques that use at least one significant assumption not observable in the market. These unobservable assumptions reflect estimates of assumptions that market participants would use in pricing the asset or liability. Valuation techniques include use of option pricing models, discounted cash flows models and similar techniques. |
The following is a description of valuation methodologies used for assets and liabilities recorded at fair value on a recurring basis.
Investment Securities Available-for-Sale(“AFS”)
Investment securities available-for-sale are recorded at fair value on a recurring basis. Fair value measurement is based upon quoted prices, if available. If quoted prices are not available, fair values are measured using independent pricing models or other model-based valuation techniques such as the present value of future cash flows, adjusted for the security’s credit rating, prepayment assumptions and other factors such as credit loss assumptions. Level 1 securities include those traded on an active exchange, such as the New York Stock Exchange, U.S. Treasury securities that are traded by dealers or brokers in active over-the-counter markets and money market funds. Level 2 securities include U.S. government agencies, mortgage-backed securities issued by government sponsored entities, and municipal bonds. There have been no changes in valuation techniques for the three months ended March 31, 2014. Valuation techniques are consistent with techniques used in prior periods.
NEW CENTURY BANCORP, INC. |
Notes to Consolidated Financial Statements (Unaudited) |
NOTE D – FAIR VALUE MEASUREMENTS (continued)
The following tables summarize quantitative disclosures about the fair value measurement for each category of assets carried at fair value on a recurring basis as of March 31, 2014 and December 31, 2013 (in thousands):
Investment securities available for sale March 31, 2014 | | Fair value | | | Quoted Prices in Active Markets for Identical Assets (Level 1) | | | Significant Other Observable Inputs (Level 2) | | | Significant Unobservable Inputs (Level 3) | |
U.S. government agencies – GSE's | | $ | 32,475 | | | $ | - | | | $ | 32,475 | | | $ | - | |
Mortgage-backed securities - GSE’s | | | 39,387 | | | | - | | | | 39,387 | | | | - | |
Municipal bonds | | | 7,505 | | | | - | | | | 7,505 | | | | - | |
Total | | $ | 79,367 | | | $ | - | | | $ | 79,367 | | | $ | - | |
Investment securities available for sale December 31, 2013 | | Fair value | | | Quoted Prices in Active Markets for Identical Assets (Level 1) | | | Significant Other Observable Inputs (Level 2) | | | Significant Unobservable Inputs (Level 3) | |
| | | | | | | | | | | | |
U.S. government agencies – GSE's | | $ | 34,665 | | | $ | - | | | $ | 34,665 | | | $ | - | |
Mortgage-backed securities - GSE’s | | | 41,065 | | | | - | | | | 41,065 | | | | - | |
Municipal bonds | | | 8,106 | | | | - | | | | 8,106 | | | | - | |
Total | | $ | 83,836 | | | $ | - | | | $ | 83,836 | | | $ | - | |
NEW CENTURY BANCORP, INC. |
Notes to Consolidated Financial Statements (Unaudited) |
NOTE D – FAIR VALUE MEASUREMENTS (continued)
The following is a description of valuation methodologies used for assets recorded at fair value on a non-recurring basis.
Loans
The Company does not record loans at fair value on a recurring basis. However, from time to time, a loan is considered impaired and an allowance for loan losses is established. Loans for which it is probable that payment of interest and principal will not be made in accordance with the contractual terms of the loan agreement are considered impaired. Once a loan is identified as individually impaired, management measures impairment in accordance with ASC 310, “Receivables”. The fair value of impaired loans is estimated using one of several methods, including collateral value, market value of similar debt, enterprise value, or liquidation value and discounted cash flows. Those impaired loans not requiring an allowance represent loans for which the fair value of the expected repayments or collateral exceed the recorded investments in such loans. At March 31, 2014 and December 31, 2013, substantially all of the total impaired loans were evaluated based on the fair value of the collateral. Impaired loans where an allowance is established based on the fair value of collateral require classification in the fair value hierarchy. When the fair value of the collateral is based on an observable market price or a current appraised value, the Company records the impaired loan as non-recurring Level 2. When an appraised value is not available or management determines the fair value of the collateral is further impaired below the appraised value and there is no observable market price, the Company records the impaired loan as non-recurring Level 3. The significant unobservable input used in the fair value measurement of the Company’s impaired loans is the discount applied to appraised values to account for expected liquidation and selling costs. At March 31, 2014, the discounts used ranged between 5% and 40%. There were no transfers between levels from the prior reporting periods and there have been no changes in valuation techniques for the three months ended March 31, 2014.
Foreclosed Real Estate
Foreclosed real estate are properties recorded at the balance of the loan or an estimated fair value less estimated selling costs, whichever is less. Inputs include appraised values on the properties or recent sales activity for similar assets in the property’s market. Therefore, foreclosed real estate is classified within Level 3 of the hierarchy. The significant unobservable input used in the fair value measurement of the Company’s impaired loans is the discount applied to appraised values to account for expected liquidation and selling costs. At March 31, 2014, the discounts used ranged between 6% and 10%. There have been no changes in valuation techniques for the quarter ended March 31, 2014.
NEW CENTURY BANCORP, INC. |
Notes to Consolidated Financial Stat |
NOTE D – FAIR VALUE MEASUREMENTS (continued)
The following tables summarize quantitative disclosures about the fair value measurement for each category of assets carried at fair value on a non-recurring basis as of March 31, 2014 and December 31, 2013 (in thousands):
Asset Category March 31, 2014 | | Fair value | | | Quoted Prices in Active Markets for Identical Assets (Level 1) | | | Significant Other Observable Inputs (Level 2) | | | Significant Unobservable Inputs (Level 3) | |
Impaired loans | | $ | 4,775 | | | $ | - | | | $ | - | | | $ | 4,775 | |
Foreclosed real estate | | | 1,233 | | | | - | | | | - | | | | 1,233 | |
Total | | $ | 2,403 | | | $ | - | | | $ | - | | | $ | 2,403 | |
As of March 31, 2014, the Bank identified $15.0 million in impaired loans, of which $4.8 million were carried at fair value on a non-recurring basis which included $4.1 million in loans that required a specific reserve of $1.0 million, and an additional $1.7 million in other loans without specific reserves that had partial charge-offs.
Asset Category December 31, 2013 | | Fair value | | | Quoted Prices in Active Markets for Identical Assets (Level 1) | | | Significant Other Observable Inputs (Level 2) | | | Significant Unobservable Inputs (Level 3) | |
Impaired loans | | $ | 8,477 | | | $ | - | | | $ | - | | | $ | 8,477 | |
Foreclosed real estate | | | 2,008 | | | | - | | | | - | | | | 2,008 | |
Total | | $ | 10,485 | | | $ | - | | | $ | - | | | $ | 10,485 | |
As of December 31, 2013, the Bank identified $19.0 million in impaired loans, of which $9.9 million were carried at fair value on a non-recurring basis which included $7.4 million in loans that required a specific reserve of $1.1 million, and an additional $2.1 million in other loans without specific reserves that had charge-offs.
NEW CENTURY BANCORP, INC. |
Notes to Consolidated Financial Statements (Unaudited) |
NOTE E – FAIR VALUE OF FINANCIAL INSTRUMENTS
The following table presents the carrying values and estimated fair values of the Company's financial instruments at March 31, 2014 and December 31, 2013:
| | March 31, 2014 | |
| | Carrying | | | Estimated | | | | | | | | | | |
| | Amount | | | Fair Value | | | Level 1 | | | Level 2 | | | Level 3 | |
| | (In thousands) | |
Financial assets: | | | | | | | | | | | | | | | | | | | | |
Cash and due from banks | | $ | 23,075 | | | $ | 23,075 | | | $ | 23,075 | | | $ | - | | | $ | - | |
Interest-earning deposits in other banks | | | 47,729 | | | | 47,729 | | | | 47,729 | | | | - | | | | - | |
Federal funds sold | | | 3,028 | | | | 3,028 | | | | 3,028 | | | | - | | | | - | |
Investment securities available for sale | | | 79,367 | | | | 79,367 | | | | - | | | | 79,367 | | | | - | |
Loans, net | | | 338,802 | | | | 346,278 | | | | - | | | | - | | | | 346,278 | |
Accrued interest receivable | | | 1,587 | | | | 1,587 | | | | - | | | | - | | | | 1,587 | |
Stock in FHLB | | | 562 | | | | 562 | | | | - | | | | - | | | | 562 | |
Other non-marketable securities | | | 1,055 | | | | 1,055 | | | | - | | | | - | | | | 1,055 | |
| | | | | | | | | | | | | | | | | | | | |
Financial liabilities: | | | | | | | | | | | | | | | | | | | | |
Deposits | | $ | 441,298 | | | $ | 446,045 | | | $ | - | | | $ | 446,045 | | | $ | - | |
Short term debt | | | 7,624 | | | | 7,624 | | | | - | | | | 7,624 | | | | - | |
Long term debt | | | 12,372 | | | | 7,517 | | | | - | | | | 7,517 | | | | - | |
Accrued interest payable | | | 217 | | | | 217 | | | | - | | | | - | | | | 217 | |
| | December 31, 2013 | |
| | Carrying | | | Estimated | | | | | | | | | | |
| | Amount | | | Fair Value | | | Level 1 | | | Level 2 | | | Level 3 | |
| | (In thousands) | |
Financial assets: | | | | | | | | | | | | | | | | | | | | |
Cash and due from banks | | $ | 20,151 | | | $ | 20,151 | | | $ | 20,151 | | | $ | - | | | $ | - | |
Interest-earning deposits in other banks | | | 49,690 | | | | 49,690 | | | | 49,690 | | | | - | | | | - | |
Federal funds sold | | | 3,028 | | | | 3,028 | | | | 3,028 | | | | - | | | | - | |
Investment securities available for sale | | | 83,836 | | | | 83,836 | | | | - | | | | 83,836 | | | | - | |
Loans, net | | | 339,446 | | | | 353,439 | | | | - | | | | - | | | | 353,439 | |
Accrued interest receivable | | | 1,650 | | | | 1,650 | | | | - | | | | - | | | | 1,650 | |
Stock in the FHLB | | | 796 | | | | 796 | | | | - | | | | - | | | | 796 | |
Other non-marketable securities | | | 1,055 | | | | 1,055 | | | | - | | | | - | | | | 1,055 | |
| | | | | | | | | | | | | | | | | | | | |
Financial liabilities: | | | | | | | | | | | | | | | | | | | | |
Deposits | | $ | 448,458 | | | $ | 452,529 | | | $ | - | | | $ | 452,529 | | | $ | - | |
Short-term debt | | | 6,305 | | | | 6,305 | | | | - | | | | 6,305 | | | | - | |
Long-term debt | | | 12,372 | | | | 7,517 | | | | - | | | | 7,517 | | | | - | |
Accrued interest payable | | | 225 | | | | 225 | | | | - | | | | - | | | | 225 | |
NEW CENTURY BANCORP, INC. |
Notes to Consolidated Financial Statements (Unaudited) |
NOTE E - FAIR VALUE OF FINANCIAL INSTRUMENTS (continued)
Cash and Due from Banks, Interest-Earning Deposits in Other Banks and Federal Funds Sold
The carrying amounts for cash and due from banks, interest-earning deposits in other banks and federal funds sold approximate fair value because of the short maturities of those instruments.
Investment Securities Available for Sale
Fair value for investment securities available for sale equals quoted market price if such information is available. If a quoted market price is not available, fair value is estimated using prices quoted for similar investments or quoted market prices obtained from independent pricing services.
Loans
The fair value of loans is estimated by discounting the future cash flows using the current rates at which similar loans would be made to borrowers with similar credit ratings and for the same remaining maturities. However, the values likely do not represent exit prices due to distressed market conditions.
Stock in Federal Home Loan Bank of Atlanta and Other Non-marketable Securities
The fair value for FHLB stock approximates carrying value, based on the redemption provisions of the FHLB. The fair value of stock in other non-marketable securities is assumed to approximate carrying value.
Deposits
The fair value of demand deposits is the amount payable on demand at the reporting date. The fair values of time deposits are estimated using the rates currently offered for instruments of similar remaining maturities.
Short term Debt
The fair values of short-term debt (sweep accounts that re-price daily) are based on discounting expected cash flows at the interest rate for debt with the same or similar remaining maturities and collateral requirements.
Long term Debt
The fair values of long-term debt are based on discounting expected cash flows at the interest rate for debt with the same or similar remaining maturities and collateral requirements.
NEW CENTURY BANCORP, INC. |
Notes to Consolidated Financial Statements (Unaudited) |
NOTE E - FAIR VALUE OF FINANCIAL INSTRUMENTS (continued)
Accrued Interest Receivable and Accrued Interest Payable
The carrying amounts of accrued interest receivable and payable approximate fair value because of the short maturities of these instruments.
Financial Instruments with Off-Balance Sheet Risk
With regard to financial instruments with off-balance sheet risk, it is not practicable to estimate the fair value of future financing commitments.
NOTE F - INVESTMENT SECURITIES
The amortized cost and fair value of securities available for sale, with gross unrealized gains and losses, follow:
| | March 31, 2014 | |
| | | | | Gross | | | Gross | | | | |
| | Amortized | | | unrealized | | | unrealized | | | Fair | |
| | cost | | | gains | | | losses | | | value | |
| | (In thousands) | |
Securities available for sale: | | | | | | | | | | | | | | | | |
U.S. government agencies-GSE’s | | | | | | | | | | | | | | | | |
Within 1 year | | $ | 11,015 | | | $ | 17 | | | $ | - | | | $ | 11,032 | |
After 1 year but within 5 years | | | 6,480 | | | | 13 | | | | (13 | ) | | | 6,480 | |
After 5 years but within 10 years | | | 11,955 | | | | 1 | | | | (443 | ) | | | 11,513 | |
After 10 years | | | 3,498 | | | | - | | | | (48 | ) | | | 3,450 | |
| | | | | | | | | | | | | | | | |
Mortgage-backed securities-GSE’s | | | | | | | | | | | | | | | | |
Within 1 year | | | 75 | | | | 4 | | | | - | | | | 79 | |
After 1 year but within 5 years | | | 23,929 | | | | 676 | | | | (5 | ) | | | 24,600 | |
After 5 years but within 10 years | | | 14,903 | | | | 27 | | | | (222 | ) | | | 14,708 | |
| | | | | | | | | | | | | | | | |
Municipal bonds | | | | | | | | | | | | | | | | |
Within 1 year | | | 251 | | | | 6 | | | | - | | | | 257 | |
After 1 year but within 5 years | | | 2,783 | | | | 173 | | | | - | | | | 2,956 | |
After 5 years but within 10 years | | | 2,992 | | | | 41 | | | | (51 | ) | | | 2,982 | |
After 10 years | | | 1,275 | | | | 48 | | | | (13 | ) | | | 1,310 | |
| | | | | | | | | | | | | | | | |
| | $ | 79,156 | | | $ | 1,006 | | | $ | (795 | ) | | $ | 79,367 | |
As of March 31, 2014, accumulated other comprehensive income included net unrealized gains totaling $211,000. Deferred tax liabilities resulting from these unrealized gains totaled $79,000.
NEW CENTURY BANCORP, INC. |
Notes to Consolidated Financial Statements (Unaudited) |
NOTE F - INVESTMENT SECURITIES (continued)
| | December 31, 2013 | |
| | | | | Gross | | | Gross | | | | |
| | Amortized | | | unrealized | | | unrealized | | | Fair | |
| | cost | | | gains | | | losses | | | value | |
| | (In thousands) | |
Securities available for sale: | | | | | | | | | | | | | | | | |
U.S. government agencies-GSE’s | | | | | | | | | | | | | | | | |
Within 1 year | | $ | 10,520 | | | $ | 25 | | | $ | - | | | $ | 10,545 | |
After 1 year but within 5 years | | | 8,820 | | | | 17 | | | | (10 | ) | | | 8,827 | |
After 5 years but within 10 years | | | 7,376 | | | | - | | | | (549 | ) | | | 6,827 | |
After 10 years | | | 8,524 | | | | 11 | | | | (69 | ) | | | 8,466 | |
| | | | | | | | | | | | | | | | |
Mortgage-backed securities-GSE’s | | | | | | | | | | | | | | | | |
Within 1 year | | | 133 | | | | 7 | | | | - | | | | 140 | |
After 1 year but within 5 years | | | 35,352 | | | | 659 | | | | (155 | ) | | | 35,856 | |
After 5 years but within 10 years | | | 5,316 | | | | - | | | | (247 | ) | | | 5,069 | |
| | | | | | | | | | | | | | | | |
Municipal bonds | | | | | | | | | | | | | | | | |
Within 1 year | | | 100 | | | | 1 | | | | - | | | | 101 | |
After 1 year but within 5 years | | | 3,036 | | | | 196 | | | | - | | | | 3,232 | |
After 5 years but within 10 years | | | 3,306 | | | | 30 | | | | (112 | ) | | | 3,224 | |
After 10 years | | | 1,526 | | | | 54 | | | | (31 | ) | | | 1,549 | |
| | | | | | | | | | | | | | | | |
| | $ | 84,009 | | | $ | 1,000 | | | $ | (1,173 | ) | | $ | 83,836 | |
As of December 31, 2013, accumulated other comprehensive loss included net unrealized losses totaling $173,000. Deferred tax assets resulting from these unrealized losses totaled $65,000.
The following tables show investments’ gross unrealized losses and fair value, aggregated by investment category and length of time that the individual securities have been in a continuous unrealized loss position, at March 31, 2014 and December 31, 2013.
| | March 31, 2014 | |
| | Less Than 12 Months | | | 12 Months or More | | | Total | |
| | Fair | | | Unrealized | | | Fair | | | Unrealized | | | Fair | | | Unrealized | |
| | value | | | losses | | | value | | | losses | | | value | | | losses | |
| | (In thousands) | |
Securities available for sale: | | | | | | | | | | | | | | | | | | | | | | | | |
U.S. government agencies- GSE’s | | $ | 11,209 | | | $ | (218 | ) | | $ | 3,714 | | | $ | (286 | ) | | $ | 14,923 | | | $ | (504 | ) |
Mortgage-backed securities- GSE’s | | | 11,462 | | | | (158 | ) | | | 1,743 | | | | (69 | ) | | | 13,205 | | | | (227 | ) |
Municipal bonds | | | 2,233 | | | | (64 | ) | | | - | | | | - | | | | 2,233 | | | | (64 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total temporarily impaired securities | | $ | 24,904 | | | $ | (440 | ) | | $ | 5,457 | | | $ | (355 | ) | | $ | 30,361 | | | $ | (795 | ) |
NEW CENTURY BANCORP, INC. |
Notes to Consolidated Financial Statements (Unaudited) |
NOTE F- INVESTMENT SECURITIES (continued)
At March 31, 2014, the Company had three AFS securities with an unrealized loss for twelve or more consecutive months. Two U.S. government agency GSE’s and one mortgage-backed GSE had unrealized losses for more than twelve months totaling $355,000 at March 31, 2014. Seven U.S. government agency GSE’s, ten mortgage-backed GSE’s, and three municipal bonds had unrealized losses for less than twelve months totaling $440,000 at March 31, 2014. All unrealized losses are attributable to the general trend of interest rates.
| | 2013 | |
| | Less Than 12 Months | | | 12 Months or More | | | Total | |
| | Fair | | | Unrealized | | | Fair | | | Unrealized | | | Fair | | | Unrealized | |
| | value | | | losses | | | value | | | losses | | | value | | | losses | |
| | (dollars in thousands) | |
Securities available for sale: | | | | | | | | | | | | | | | | | | | | | | | | |
U.S. government agencies – GSE’s | | $ | 11,908 | | | $ | (239 | ) | | $ | 3,611 | | | $ | (389 | ) | | $ | 15,519 | | | $ | (628 | ) |
Mortgage-backed securities- GSE’s | | | 21,762 | | | | (312 | ) | | | 1,777 | | | | (90 | ) | | | 23,539 | | | | (402 | ) |
Municipal bonds | | | 2,719 | | | | (143 | ) | | | - | | | | - | | | | 2,719 | | | | (143 | ) |
Total temporarily impaired securities | | $ | 36,389 | | | $ | (694 | ) | | $ | 5,388 | | | $ | (479 | ) | | $ | 41,777 | | | $ | (1,173 | ) |
At December 31, 2013, the Company had three AFS securities with an unrealized loss for twelve or more consecutive months. Two U.S. government agency GSE’s and one mortgage-backed GSE had unrealized losses for more than twelve months totaling $479,000 at December 31, 2013. Eight U.S. government agency GSE’s, nineteen mortgage-backed GSE’s, and three municipal bonds had unrealized losses for less than twelve months totaling $694,000 at December 31, 2013. All unrealized losses are attributable to the general trend of interest rates.
NEW CENTURY BANCORP, INC. |
Notes to Consolidated Financial Statements (Unaudited) |
NOTE G - LOANS
Following is a summary of the composition of the Company’s loan portfolio at March 31, 2014 and December 31, 2013:
| | March 31, | | | December 31, | |
| | 2014 | | | 2013 | |
| | | | | Percent | | | | | | Percent | |
| | Amount | | | of total | | | Amount | | | of total | |
| | (Dollars in thousands) | |
Real estate loans: | | | | | | | | | | | | | | | | |
1 to 4 family residential | | $ | 32,551 | | | | 9.41 | % | | $ | 35,006 | | | | 10.10 | % |
Commercial real estate | | | 167,517 | | | | 48.44 | % | | | 169,176 | | | | 48.82 | % |
Multi-family residential | | | 21,081 | | | | 6.10 | % | | | 19,739 | | | | 5.70 | % |
Construction | | | 56,683 | | | | 16.39 | % | | | 53,325 | | | | 15.39 | % |
Home equity lines of credit (“HELOC”) | | | 31,164 | | | | 9.01 | % | | | 31,863 | | | | 9.20 | % |
| | | | | | | | | | | | | | | | |
Total real estate loans | | | 308,996 | | | | 89.35 | % | | | 309,109 | | | | 89.21 | % |
| | | | | | | | | | | | | | | | |
Other loans: | | | | | | | | | | | | | | | | |
Commercial and industrial | | | 29,835 | | | | 8.63 | % | | | 29,166 | | | | 8.42 | % |
Loans to individuals | | | 7,412 | | | | 2.14 | % | | | 8,584 | | | | 2.48 | % |
Overdrafts | | | 148 | | | | 0.04 | % | | | 191 | | | | 0.05 | % |
Total other loans | | | 37,395 | | | | 10.81 | % | | | 37,941 | | | | 10.95 | % |
| | | | | | | | | | | | | | | | |
Gross loans | | | 346,391 | | | | | | | | 347,050 | | | | | |
| | | | | | | | | | | | | | | | |
Less deferred loan origination fees, net | | | (564 | ) | | | (.16 | )% | | | (550 | ) | | | (.16 | )% |
| | | | | | | | | | | | | | | | |
Total loans | | | 345,827 | | | | 100.00 | % | | | 346,500 | | | | 100.00 | % |
| | | | | | | | | | | | | | | | |
Allowance for loan losses | | | (7,025 | ) | | | | | | | (7,054 | ) | | | | |
| | | | | | | | | | | | | | | | |
Total loans, net | | $ | 338,802 | | | | | | | $ | 339,446 | | | | | |
NEW CENTURY BANCORP, INC. |
Notes to Consolidated Financial Statements (Unaudited) |
NOTE G - LOANS (continued)
Loans are primarily made in southeastern North Carolina. Real estate loans can be affected by the condition of the local real estate market and by local economic conditions.
At March 31, 2014, the Company had pre-approved but unused lines of credit for customers totaling $76.5 million. In management’s opinion, these commitments, and undisbursed proceeds on loans reflected above, represent no more than normal lending risk to the Company and will be funded from normal sources of liquidity.
A description of the various loan products provided by the Bank is presented below.
1-to-4 Family Residential Loans
Residential 1-to-4 family loans are mortgage loans secured by residential real estate within the Bank’s market areas. These loans may also include loans that convert from construction loans into permanent financing and are secured by properties within the Bank’s market areas.
Commercial Real Estate Loans
Commercial real estate loans are underwritten based on the borrower’s ability to generate adequate cash flow to repay the subject debt within reasonable terms. Commercial real estate loans typically include both owner and non-owner occupied properties with higher principal loan amounts and the repayment of these loans is generally dependent on the successful management of the property. Commercial real estate loans are sensitive to market and general economic conditions. Repayment analysis must be performed and consists of an identified primary/cash flow source of repayment and a secondary/liquidation source of repayment. The primary source of repayment is cash flow from income generated from rental or lease of the property. However, the cash flow can be supplemented with the borrower's and guarantor's global cash flow position. Other credit issues such as the business fundamentals and financial strength of the borrower/guarantor can be considered in determining adequacy of repayment ability. The secondary source of repayment is liquidation of the collateral, supplemented by a liquidation cushion provided by the financial assets of the borrower/guarantor. Management monitors and evaluates commercial real estate loans based on collateral, market area, and risk grade.
Multi-family Residential Loans
Multi-family residential loans are typically non-farm properties with 5 or more dwelling units in structures which include apartment buildings used primarily to accommodate households on a more or less permanent basis. Successful performance of these types of loans is primarily dependant on occupancy rates, rental rates, and property management.
Construction Loans
Construction loans are non-revolving extensions of credit secured by real property of which the proceeds are used to acquire and develop land and to construct commercial or residential buildings.The primary source of repayment for these types of loans is the sale of the improved property or permanent financing in which case the property is expected to generate the cash flow necessary for repayment on a permanent loan basis. Property cash flow may be supplemented with financial support from the borrowers/guarantors.Proper underwriting of a construction loan consists of the initial process of obtaining, analyzing, and approving various aspects of information pertaining to: the analysis of the permanent financing source, creditworthiness of the borrower and guarantors, ability of contractor to perform under the terms of the contract, and thefeasibility, marketability, and valuation of the project.
NEW CENTURY BANCORP, INC. |
Notes to Consolidated Financial Statements (Unaudited) |
NOTE G - LOANS (continued)
Also much consideration needs to be given to thecost of the project and sources of funds needed to complete construction as well as identifying any sources of equity funding. Construction loans aretraditionally considered to be higher risk loans involving technical and legal requirements inherently different from other types of loans; however with thorough credit underwriting, proper loan structure, and diligent loan servicing, these risks can often be mitigated.Some examples of risks inherent in this type of lending include: underestimated costs, inflation of material and labor costs, site difficulties (i.e. rock, soil), project not built to plans, weather delays and natural disasters, borrower/contractor/subcontractor disputes which prompt liens, interest rates increasing beyond budget.
Home Equity Lines of Credit
Home equity lines of credit are consumer-purpose revolving extensions of credit which are secured by first or second liens on owner-occupied residential real estate. Appropriate risk management and compliance practices are exercised to ensure that loan-to-value, lien perfection, and compliance risks are addressed and managed within the Bank’s established guidelines. The degree of utilization of revolving commitments within this loan segment is reviewed periodically to identify changes in the behavior of this borrowing group.
Commercial and Industrial Loans
Commercial and industrial loans are underwritten after evaluating and understanding the borrower’s ability to generate positive cash flow, operate profitably and prudently expand its business. Underwriting standards are designed to promote relationships to include a full range of loan, deposit, and cash management services. Commercial and industrial loans are primarily made based on the identified cash flows of the borrower and secondarily on the underlying collateral provided by the borrower and the guarantors. The cash flows of the borrower, however, may not be as expected and the collateral securing these loans may fluctuate in value. In the case of loans secured by accounts receivable, the availability of funds for repayment can be impacted by the borrower’s ability to collect amounts due from its customers.
Loans to Individuals & Overdrafts
Consumer loans are approved using Bank policies and procedures established to evaluate each credit request. All lending decisions and credit risks are clearly documented. Several factors are considered in making these decisions such as credit score, adjusted net worth, liquidity, debt ratio, disposable income, credit history, and loan-to-value of the collateral. This process combined with the relatively smaller loan amounts spreads the risk among many individual borrowers.Overdrafts on customer accounts are classified as loans for reporting purposes.
NEW CENTURY BANCORP, INC. |
Notes to Consolidated Financial Statements (Unaudited) |
NOTE G - LOANS (continued)
The following tables present an age analysis of past due loans, segregated by class of loans as of March 31, 2014 and December 31, 2013, respectively:
| | March 31, 2014 | |
| | 30+ | | | Non- | | | Total | | | | | | | |
| | Days | | | Accrual | | | Past | | | | | | Total | |
| | Past Due | | | Loans | | | Due | | | Current | | | Loans | |
| | (In thousands) | |
| | | | | | | | | | | | | | | |
Commercial and industrial | | $ | 76 | | | $ | 266 | | | $ | 342 | | | $ | 29,493 | | | $ | 29,835 | |
Construction | | | 60 | | | | 834 | | | | 894 | | | | 55,789 | | | | 56,683 | |
Multi-family residential | | | - | | | | 971 | | | | 971 | | | | 20,110 | | | | 21,081 | |
Commercial real estate | | | 69 | | | | 4,478 | | | | 4,547 | | | | 162,970 | | | | 167,517 | |
Loans to individuals & overdrafts | | | 1 | | | | 3 | | | | 4 | | | | 7,556 | | | | 7,560 | |
1-to-4 family residential | | | 425 | | | | 1,176 | | | | 1,601 | | | | 30,950 | | | | 32,551 | |
HELOC | | | 105 | | | | 1,225 | | | | 1,330 | | | | 29,834 | | | | 31,164 | |
Deferred loan (fees) cost, net | | | | | | | | | | | | | | | | | | | (564 | ) |
| | | | | | | | | | | | | | | | | | | | |
| | $ | 736 | | | $ | 8,953 | | | $ | 9,689 | | | $ | 336,702 | | | $ | 345,827 | |
There were no loans that were more than 90 days past due and still accruing interest at March 31, 2014.
| | December 31, 2013 | |
| | 30+ | | | Non- | | | Total | | | | | | | |
| | Days | | | Accrual | | | Past | | | | | | Total | |
| | Past Due | | | Loans | | | Due | | | Current | | | Loans | |
| | (In thousands) | |
| | | | | | | | | | | | | | | |
Commercial and industrial | | $ | 70 | | | $ | 330 | | | $ | 400 | | | $ | 28,766 | | | $ | 29,166 | |
Construction | | | 36 | | | | 1,206 | | | | 1,242 | | | | 52,083 | | | | 53,325 | |
Multi-family residential | | | - | | | | 1,004 | | | | 1,004 | | | | 18,735 | | | | 19,739 | |
Commercial real estate | | | 446 | | | | 4,441 | | | | 4,887 | | | | 164,289 | | | | 169,176 | |
Loans to individuals & overdrafts | | | 4 | | | | 5 | | | | 9 | | | | 8,766 | | | | 8,775 | |
1 to 4 family residential | | | 318 | | | | 1,092 | | | | 1,410 | | | | 33,596 | | | | 35,006 | |
HELOC | | | - | | | | 1,241 | | | | 1,241 | | | | 30,622 | | | | 31,863 | |
Deferred loan (fees) cost, net | | | | | | | | | | | | | | | | | | | (550 | ) |
| | | | | | | | | | | | | | | | | | | | |
| | $ | 874 | | | $ | 9,319 | | | $ | 10,193 | | | $ | 336,857 | | | $ | 346,500 | |
There were no loans greater than 90 days past due and still accruing interest at December 31, 2013.
NEW CENTURY BANCORP, INC. |
Notes to Consolidated Financial Statements (Unaudited) |
NOTE G - LOANS (continued)
Impaired Loans
The following tables present information on loans that were considered to be impaired asof
March 31, 2014 and December 31, 2013:
| | | | | | | | | | | Three months ended | |
| | | | | | | | | | | March 31, 2014 | |
| | | | | Contractual | | | | | | | | | Interest Income | |
| | | | | Unpaid | | | | | | Average | | | Recognized on | |
| | Recorded | | | Principal | | | Related | | | Recorded | | | Impaired | |
| | Investment | | | Balance | | | Allowance | | | Investment | | | Loans | |
| | (In thousands) | |
With no related allowance recorded: | | | | | | | | | | | | | | | | | | | | |
Commercial and industrial | | $ | 126 | | | $ | 126 | | | $ | - | | | $ | 161 | | | $ | 3 | |
Construction | | | 1,778 | | | | 1,988 | | | | - | | | | 1,919 | | | | 23 | |
Commercial real estate | | | 3,454 | | | | 4,712 | | | | - | | | | 3,601 | | | | 70 | |
Loans to individuals & overdrafts | | | 4 | | | | 7 | | | | - | | | | 4 | | | | - | |
Multi-family residential | | | 2,339 | | | | 2,491 | | | | - | | | | 2,362 | | | | 38 | |
1 to 4 family residential | | | 2,463 | | | | 2,922 | | | | - | | | | 2,445 | | | | 39 | |
HELOC | | | 754 | | | | 887 | | | | - | | | | 761 | | | | 10 | |
Subtotal: | | | 10,918 | | | | 13,133 | | | | - | | | | 11,251 | �� | | | 183 | |
With an allowance recorded: | | | | | | | | | | | | | | | | | | | | |
Commercial and industrial | | | 266 | | | | 267 | | | | 66 | | | | 267 | | | | - | |
Construction | | | 168 | | | | 168 | | | | 81 | | | | 248 | | | | - | |
Commercial real estate | | | 2,670 | | | | 3,365 | | | | 538 | | | | 4,183 | | | | 12 | |
Loans to individuals & overdrafts | | | - | | | | - | | | | - | | | | 1 | | | | - | |
Multi-family residential | | | - | | | | - | | | | - | | | | - | | | | - | |
1 to 4 family residential | | | 422 | | | | 424 | | | | 21 | | | | 488 | | | | 7 | |
HELOC | | | 546 | | | | 553 | | | | 313 | | | | 550 | | | | 5 | |
Subtotal: | | | 4,072 | | | | 4,777 | | | | 1,019 | | | | 5,735 | | | | 24 | |
Totals: | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
Commercial | | | 10,801 | | | | 13,117 | | | | 685 | | | | 12,739 | | | | 146 | |
Consumer | | | 4 | | | | 7 | | | | - | | | | 5 | | | | - | |
Residential | | | 4,185 | | | | 4,786 | | | | 334 | | | | 4,243 | | | | 61 | |
| | | | | | | | | | | | | | | | | | | | |
Grand Total: | | $ | 14,990 | | | $ | 17,910 | | | $ | 1,019 | | | $ | 16,986 | | | $ | 207 | |
Impaired loans at March 31, 2014 were approximately $15.0 million and were composed of $9.0 million in nonaccrual loans and $6.0 million in loans that were still accruing interest. Recorded investment represents the current principal balance of the loan. Approximately $4.1 million in impaired loans had specific allowances provided for them while the remaining $10.9 million had no specific allowances recorded at March 31, 2014. Of the $10.9 million with no allowance recorded, $1.7 million of those loans have had partial charge-offs recorded.
NEW CENTURY BANCORP, INC. |
Notes to Consolidated Financial Statements (Unaudited) |
NOTE G - LOANS (continued)
Impaired Loans (continued)
| | | | | | | | | | | Three months ended | |
| | As of December 31, 2013 | | | March 31, 2013 | |
| | | | | Contractual | | | | | | | | | | |
| | | | | Unpaid | | | Related | | | Average | | | Interest Income | |
| | Recorded | | | Principal | | | Allowance | | | Recorded | | | Recognized on | |
| | Investment | | | Balance | | | for Loan Losses | | | Investment | | | Impaired Loans | |
| | (In thousands) | |
With no related allowance recorded: | | | | | | | | | | | | | | | | | | | | |
Commercial and industrial | | $ | 196 | | | $ | 257 | | | $ | - | | | $ | 443 | | | $ | 5 | |
Construction | | | 2,059 | | | | 2,311 | | | | - | | | | 2,224 | | | | 2 | |
Commercial real estate | | | 3,748 | | | | 4,971 | | | | - | | | | 5,100 | | | | 23 | |
Loans to individuals & overdrafts | | | 3 | | | | 3 | | | | - | | | | 2 | | | | - | |
Multi-family residential | | | 2,384 | | | | 2,384 | | | | - | | | | 1,428 | | | | 39 | |
HELOC | | | 767 | | | | 854 | | | | - | | | | 476 | | | | 1 | |
1 to 4 family residential | | | 2,427 | | | | 2,731 | | | | - | | | | 2,800 | | | | 33 | |
| | | | | | | | | | | | | | | | | | | | |
Subtotal: | | | 11,584 | | | | 13,511 | | | | - | | | | 12,473 | | | | 103 | |
With an allowance recorded: | | | | | | | | | | | | | | | | | | | | |
Commercial and industrial | | | 267 | | | | 267 | | | | 63 | | | | 112 | | | | - | |
Construction | | | 328 | | | | 406 | | | | 91 | | | | 323 | | | | 2 | |
Commercial real estate | | | 5,695 | | | | 5,695 | | | | 541 | | | | 5,204 | | | | 59 | |
Loans to individuals & overdrafts | | | 2 | | | | 2 | | | | - | | | | 22 | | | | - | |
Multi-family Residential | | | - | | | | - | | | | - | | | | 20 | | | | - | |
HELOC | | | 553 | | | | 553 | | | | 320 | | | | 156 | | | | - | |
1 to 4 family residential | | | 553 | | | | 553 | | | | 88 | | | | 789 | | | | 7 | |
Subtotal: | | | 7,398 | | | | 7,476 | | | | 1,103 | | | | 6,626 | | | | 68 | |
Totals: | | | | | | | | | | | | | | | | | | | | |
Commercial | | | 14,677 | | | | 16,291 | | | | 695 | | | | 14,854 | | | | 130 | |
Consumer | | | 5 | | | | 5 | | | | - | | | | 24 | | | | - | |
Residential | | | 4,300 | | | | 4,691 | | | | 408 | | | | 4,221 | | | | 41 | |
| | | | | | | | | | | | | | | | | | | | |
Grand Total: | | $ | 18,982 | | | $ | 20,987 | | | $ | 1,103 | | | $ | 19,099 | | | $ | 171 | |
Impaired loans at December 31, 2013 were approximately $19.0 million and were composed of $9.3 million in non-accrual loans and $9.7 million in loans still in accruing status. Recorded investment represents the current principal balance for the loan, fees, and accrued interest. Approximately, $7.4 million of the $19.0 million in impaired loans at December 31, 2013 had specific allowances provided while the remaining $11.6 million had no specific allowances recorded. Of the $11.6 million with no allowance recorded, $2.1 million of those loans have had partial charge-offs recorded.
Loans are placed on non-accrual status when it has been determined that all contractual principal and interest will not be received. Any payments received on these loans are applied to principal first and then to interest only after all principal has been collected. In the case of an impaired loan that is still on accrual basis, payments are applied to both principal and interest.
NEW CENTURY BANCORP, INC. |
Notes to Consolidated Financial Statements (Unaudited) |
NOTE G - LOANS (continued)
Troubled Debt Restructurings
The following table presents loans that were modified as troubled debt restructurings (“TDRs”) with a breakdown of the types of concessions made by loan class during the first quarter of 2014 and 2013:
| | Three months ended March 31, 2014 | | | Three months ended March 31, 2013 | |
| | | | | Pre- | | | Post- | | | | | | Pre- | | | Post- | |
| | | | | Modification | | | Modification | | | | | | Modification | | | Modification | |
| | | | | Outstanding | | | Outstanding | | | | | | Outstanding | | | Outstanding | |
| | Number | | | Recorded | | | Recorded | | | Number | | | Recorded | | | Recorded | |
| | of loans | | | Investment | | | Investment | | | of loans | | | Investment | | | Investment | |
| | (Dollars in thousands) | |
Below market interest rate: | | | | | | | | | | | | | | | | | | | | | | | | |
Commercial and industrial | | | - | | | $ | - | | | $ | - | | | | - | | | $ | - | | | $ | - | |
Construction | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | |
Commercial real estate | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | |
Loans to individuals & overdrafts | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | |
1-to-4 family residential | | | 1 | | | | 22 | | | | 22 | | | | - | | | | - | | | | - | |
Multi-family residential | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | |
HELOC | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | |
Total | | | 1 | | | | 22 | | | | 22 | | | | - | | | | - | | | | - | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Extended payment terms: | | | | | | | | | | | | | | | | | | | | | | | | |
Commercial and industrial | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | |
Construction | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | |
Commercial real estate | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | |
Loans to individuals & overdrafts | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | |
1-to-4 family residential | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | |
Multi-family residential | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | |
HELOC | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | |
Total | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Other: | | | | | | | | | | | | | | | | | | | | | | | | |
Commercial and industrial | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | |
Construction | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | |
Commercial real estate | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | |
Loans to individuals & overdrafts | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | |
1- to-4 family residential | | | - | | | | - | | | | - | | | | 1 | | | | 59 | | | | 59 | |
Multi-family residential | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | |
HELOC | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | |
Total | | | - | | | | - | | | | - | | | | 1 | | | | 59 | | | | 59 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total | | | 1 | | | $ | 22 | | | $ | 22 | | | | 1 | | | $ | 59 | | | $ | 59 | |
As noted in the tables above, there were loans that were considered troubled debt restructurings for reasons other than below market interest rates, extended payment terms or forgiveness of principal. Loans in the “Other” category are those that were renewed at terms that vary from those that the Bank would enter into for new loans of the same type.
NEW CENTURY BANCORP, INC. |
Notes to Consolidated Financial Statements (Unaudited) |
NOTE G - LOANS (continued)
Troubled Debt Restructurings (continued)
The following table presents loans that were modified as TDRs within the past twelve months with a breakdown of the types for which there was a payment default together with concessions made by loan class during the twelve month period ended March 31, 2014 and 2013:
| | Twelve months ended | | | Twelve months ended | |
| | March 31, 2014 | | | March 31, 2013 | |
| | Number | | | Recorded | | | Number | | | Recorded | |
| | of loans | | | investment | | | of loans | | | investment | |
| | (Dollars in thousands) | |
Below market interest rate: | | | | | | | | | | | | | | | | |
Commercial and industrial | | | - | | | $ | - | | | | - | | | $ | - | |
Construction | | | - | | | | - | | | | - | | | | - | |
Commercial real estate | | | - | | | | - | | | | - | | | | - | |
Loans to individuals & overdrafts | | | - | | | | - | | | | - | | | | - | |
1-to-4 family residential | | | 4 | | | | 291 | | | | - | | | | - | |
Multi-family residential | | | - | | | | - | | | | - | | | | - | |
HELOC | | | - | | | | - | | | | - | | | | - | |
Total | | | 4 | | | | 291 | | | | - | | | | - | |
| | | | | | | | | | | | | | | | |
Extended payment terms: | | | | | | | | | | | | | | | | |
Commercial and industrial | | | 3 | | | | 401 | | | | - | | | | - | |
Construction | | | 2 | | | | 131 | | | | - | | | | - | |
Commercial real estate | | | 1 | | | | 645 | | | | - | | | | - | |
Loans to individuals & overdrafts | | | - | | | | - | | | | - | | | | - | |
1-to-4 family residential | | | 4 | | | | 1,028 | | | | 2 | | | | 96 | |
Multi-family residential | | | - | | | | - | | | | 1 | | | | 1,514 | |
HELOC | | | - | | | | - | | | | - | | | | - | |
Total | | | 10 | | | | 2,205 | | | | 3 | | | | 1,610 | |
| | | | | | | | | | | | | | | | |
Forgiveness of principal: | | | | | | | | | | | | | | | | |
Commercial and industrial | | | - | | | | - | | | | - | | | | - | |
Construction | | | - | | | | - | | | | - | | | | - | |
Commercial real estate | | | - | | | | - | | | | - | | | | - | |
Loans to individuals and overdrafts | | | - | | | | - | | | | - | | | | - | |
1-to-4 family residential | | | - | | | | - | | | | - | | | | - | |
Multi-family residential | | | - | | | | - | | | | - | | | | - | |
HELOC | | | - | | | | - | | | | - | | | | - | |
Total | | | - | | | | - | | | | - | | | | - | |
| | | | | | | | | | | | | | | | |
Other: | | | | | | | | | | | | | | | | |
Commercial and industrial | | | - | | | | - | | | | - | | | | - | |
Construction | | | - | | | | - | | | | - | | | | - | |
Commercial real estate | | | 1 | | | | 155 | | | | 1 | | | | 91 | |
Loans to individuals and overdrafts | | | - | | | | - | | | | - | | | | - | |
1-to-4 family residential | | | 1 | | | | 68 | | | | - | | | | - | |
Multi-family residential | | | - | | | | - | | | | - | | | | - | |
HELOC | | | - | | | | - | | | | - | | | | - | |
Total | | | 2 | | | | 223 | | | | 1 | | | | 91 | |
| | | | | | | | | | | | | | | | |
Total | | | 16 | | | $ | 2,719 | | | | 4 | | | $ | 1,701 | |
NEW CENTURY BANCORP, INC. |
Notes to Consolidated Financial Statements (Unaudited) |
NOTE G - LOANS (continued)
Troubled Debt Restructurings (continued)
At March 31, 2014, the Bank had forty-one loans with an aggregate balance of $7.4 million that were considered to be troubled debt restructurings. Of those TDRs, twenty-five loans with a balance totaling $5.6 million were still accruing as of March 31, 2014. The remaining TDRs with balances totaling $1.8 million as of March 31, 2014 were in non-accrual status.
At March 31, 2013, the Bank had thirty-two loans with an aggregate balance of $6.4 million that were considered to be troubled debt restructurings. Of those TDRs, nineteen loans with a balance totaling $4.0 million were still accruing as of March 31, 2013. The remaining TDRs with balances totaling $2.4 million as of March 31, 2013 were in non-accrual status.
NEW CENTURY BANCORP, INC. |
Notes to Consolidated Financial Statements (Unaudited) |
NOTE G - LOANS (continued)
Credit Quality Indicators
As part of the on-going monitoring of the credit quality of the loan portfolio, management utilizes a risk grading matrix to assign a risk grade to each of the Company’s loans. All non-consumer loans are graded on a scale of 1 to 9. A description of the general characteristics of these nine different risk grades is as follows:
| · | Risk Grade 1 (Superior) - Credits in this category are virtually risk-free and are well-collateralized by cash-equivalent instruments. The repayment program is well-defined and achievable. Repayment sources are numerous. No material documentation deficiencies or exceptions exist. |
| · | Risk Grade 2 (Very Good) - This grade is reserved for loans secured by readily marketable collateral, or loans within guidelines to borrowers with liquid financial statements. A liquid financial statement is a financial statement with substantial liquid assets relative to debts. These loans have excellent sources of repayment, with no significant identifiable risk of collection, and conform in all respects to Bank policy, guidelines, underwriting standards, and Federal and State regulations (no exceptions of any kind). |
| · | Risk Grade 3 (Good) - These loans have excellent sources of repayment, with no significant identifiable risk of collection. Generally, loans assigned this risk grade will demonstrate the following characteristics: Conformity in all respects with Bank policy, guidelines, underwriting standards, and Federal and State regulations (no exceptions of any kind). Loans assigned this risk grade will demonstrate the following characteristics: |
| o | Documented historical cash flow that meets or exceeds required minimum Bank guidelines, or that can be supplemented with verifiable cash flow from other sources. |
| o | Adequate secondary sources to liquidate the debt, including combinations of liquidity, liquidation of collateral, or liquidation value to the net worth of the borrower or guarantor. |
| · | Risk Grade 4 (Acceptable) - This grade is given to acceptable loans. These loans have adequate sources of repayment, with little identifiable risk of collection. Loans assigned this risk grade will demonstrate the following characteristics: |
| o | General conformity to the Bank's policy requirements, product guidelines and underwriting standards, with limited exceptions. Any exceptions that are identified during the underwriting and approval process have been adequately mitigated by other factors. |
| o | Documented historical cash flow that meets or exceeds required minimum Bank guidelines, or that can be supplemented with verifiable cash flow from other sources. |
| o | Adequate secondary sources to liquidate the debt, including combinations of liquidity, liquidation of collateral, or liquidation value to the net worth of the borrower or guarantor |
| · | Risk Grade 5 (Acceptable With Care) - This grade is given to acceptable loans that show signs of weakness in either adequate sources of repayment or collateral, but have demonstrated mitigating factors that minimize the risk of delinquency or loss. Loans assigned this grade may demonstrate some or all of the following characteristics: |
| o | Additional exceptions to the Bank's policy requirements, product guidelines or underwriting standards that present a higher degree of risk to the Bank. Although the combination and/or severity of identified exceptions is greater, all exceptions have been properly mitigated by other factors. |
NEW CENTURY BANCORP, INC. |
Notes to Consolidated Financial Statements (Unaudited) |
NOTE G - LOANS (continued)
Credit Quality Indicators
| o | Unproven, insufficient or marginal primary sources of repayment that appear sufficient to service the debt at this time. Repayment weaknesses may be due to minor operational issues, financial trends, or reliance on projected (not historic) performance. |
| o | Marginal or unproven secondary sources to liquidate the debt, including combinations of liquidation of collateral and liquidation value to the net worth of the borrower or guarantor. |
| · | Risk Grade 6 (Watch List or Special Mention) – Loans in this category can have the following characteristics: |
| o | Loans with underwriting guideline tolerances and/or exceptions and with no mitigating factors. |
| o | Extending loans that are currently performing satisfactorily but with potential weaknesses that may, if not corrected, weaken the asset or inadequately protect the Bank's position at some future date. Potential weaknesses are the result of deviations from prudent lending practices. |
| o | Loans where adverse economic conditions that develop subsequent to the loan origination that don't jeopardize liquidation of the debt but do substantially increase the level of risk may also warrant this rating. |
| · | Risk Grade 7 (Substandard) -A Substandard loan is inadequately protected by the current sound net worth and paying capacity of the obligor or of the collateral pledged, if any. Loans classified as Substandard must have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt; they are characterized by the distinct possibility that the institution will sustain some loss if the deficiencies are not corrected. Loans consistently not meeting the repayment schedule should be downgraded to substandard. Loans in this category are characterized by deterioration in quality exhibited by any number of well-defined weaknesses requiring corrective action. |
| · | Risk Grade 8 (Doubtful) - Loans classified Doubtful have all the weaknesses inherent in loans classified Substandard, plus the added characteristic that the weaknesses make collection or liquidation in full on the basis of currently existing facts, conditions, and values highly questionable and improbable. However, these loans are not yet rated as loss because certain events may occur which would salvage the debt. |
| · | Risk Grade 9 (Loss) -Loans classified as Loss are considered uncollectable and of such little value that their continuance as bankable assets is not warranted. This classification does not mean that the asset has absolutely no recovery or salvage value, but rather that it is not practical or desirable to defer writing off the loan even though partial recovery may be affected in the future. |
Consumer loans are graded on a scale of 1 to 9. A description of the general characteristics of the nine risk grades is as follows:
| · | Risk Grades 1 – 5 (Pass) – The loans in this category range from loans secured by cash with no risk of principal deterioration (Risk Grade 1) to loans that show signs of weakness in either adequate sources of repayment or collateral but have demonstrated mitigating factors that minimize the risk of delinquency or loss (Risk Grade 5). |
| · | Risk Grade 6 (Watch List or Special Mention) -Watch List or Special Mention loans include the following characteristics: |
| o | Loans within guideline tolerances or with exceptions of any kind that have not been mitigated by other economic or credit factors. |
NEW CENTURY BANCORP, INC. |
Notes to Consolidated Financial Statements (Unaudited) |
NOTE G - LOANS (continued)
Credit Quality Indicators (continued)
| o | Extending loans that are currently performing satisfactorily but with potential weaknesses that may, if not corrected, weaken the asset or inadequately protect the Bank's position at some future date. Potential weaknesses are the result of deviations from prudent lending practices. |
| o | Loans where adverse economic conditions that develop subsequent to the loan origination that don't jeopardize liquidation of the debt but do substantially increase the level of risk may also warrant this rating. |
| · | Risk Grade 7 (Substandard) -A Substandard loan is inadequately protected by the current sound net worth and paying capacity of the obligor or of the collateral pledged, if any. Loans classified as Substandard must have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt; they are characterized by the distinct possibility that the institution will sustain some loss if the deficiencies are not corrected. |
| · | Risk Grade 8 (Doubtful) - Loans classified Doubtful have all the weaknesses inherent in loans classified Substandard, plus the added characteristic that the weaknesses make collection or liquidation in full on the basis of currently existing facts, conditions, and values highly questionable and improbable. However, these loans are not yet rated as loss because certain events may occur which would salvage the debt. |
| · | Risk Grade 9 (Loss) -Loans classified Loss are considered uncollectable and of such little value that their continuance as bankable assets is not warranted. This classification does not mean that the asset has absolutely no recovery or salvage value, but rather that it is not practical or desirable to defer writing off this worthless loan even though partial recovery may be affected in the future. |
NEW CENTURY BANCORP, INC. |
Notes to Consolidated Financial Statements (Unaudited) |
NOTE G - LOANS (continued)
The following tables present information on risk ratings of the commercial and consumer loan portfolios, segregated by loan class as of March 31, 2014 and December 31, 2013, respectively:
| | March 31, 2014 | |
Commercial | | | | | | | | | | | | |
Credit | | | | | | | | | | | | |
Exposure By | | Commercial | | | | | | Commercial | | | | |
Internally | | and | | | | | | real | | | Multi-family | |
Assigned Grade | | industrial | | | Construction | | | estate | | | residential | |
| | (In thousands) | |
| | | | | | | | | | | | |
Superior | | $ | 798 | | | $ | 37 | | | $ | - | | | $ | - | |
Very good | | | - | | | | - | | | | - | | | | - | |
Good | | | 5,034 | | | | 576 | | | | 17,910 | | | | 4,176 | |
Acceptable | | | 10,292 | | | | 1,807 | | | | 60,857 | | | | 7,122 | |
Acceptable with care | | | 8,442 | | | | 52,229 | | | | 66,544 | | | | 7,444 | |
Special mention | | | 4,800 | | | | 764 | | | | 15,472 | | | | 1,368 | |
Substandard | | | 469 | | | | 1,270 | | | | 6,734 | | | | 971 | |
Doubtful | | | - | | | | - | | | | - | | | | - | |
Loss | | | - | | | | - | | | | - | | | | - | |
| | $ | 29,835 | | | $ | 56,683 | | | $ | 167,517 | | | $ | 21,081 | |
Consumer Credit | | | | | | |
Exposure By | | | | | | |
Internally | | 1-to-4 family | | | | |
Assigned Grade | | residential | | | HELOC | |
| | | | | | |
Pass | | $ | 27,577 | | | $ | 29,559 | |
Special mention | | | 1,537 | | | | 123 | |
Substandard | | | 3,437 | | | | 1,482 | |
| | $ | 32,551 | | | $ | 31,164 | |
Consumer Credit | | | |
Exposure Based | | Loans to | |
On Payment | | individuals & | |
Activity | | overdrafts | |
| | | |
Pass | | $ | 7,513 | |
Non –pass | | | 47 | |
| | $ | 7,560 | |
NEW CENTURY BANCORP, INC. |
Notes to Consolidated Financial Statements (Unaudited) |
NOTE G - LOANS (continued)
| | December 31, 2013 | |
Commercial | | | | | | | | | | | | |
Credit | | | | | | | | | | | | |
Exposure By | | Commercial | | | | | | Commercial | | | | |
Internally | | and | | | | | | real | | | Multi-family | |
Assigned Grade | | industrial | | | Construction | | | estate | | | residential | |
| | (dollars in thousands) | |
| | | | | | | | | | | | |
Superior | | $ | 830 | | | $ | 40 | | | $ | - | | | $ | - | |
Very good | | | - | | | | - | | | | - | | | | - | |
Good | | | 5,793 | | | | 1,133 | | | | 19,301 | | | | 4,203 | |
Acceptable | | | 11,572 | | | | 2,838 | | | | 63,447 | | | | 6,812 | |
Acceptable with care | | | 5,307 | | | | 46,597 | | | | 57,768 | | | | 6,340 | |
Special mention | | | 5,122 | | | | 1,126 | | | | 21,305 | | | | 1,380 | |
Substandard | | | 542 | | | | 1,591 | | | | 7,355 | | | | 1,004 | |
Doubtful | | | - | | | | - | | | | - | | | | - | |
Loss | | | - | | | | - | | | | - | | | | - | |
| | $ | 29,166 | | | $ | 53,325 | | | $ | 169,176 | | | $ | 19,739 | |
Consumer Credit | | | | | | |
Exposure By | | | | | | |
Internally | | 1-to-4 family | | | | |
Assigned Grade | | residential | | | HELOC | |
| | | | | | |
Pass | | $ | 29,364 | | | $ | 30,116 | |
Special mention | | | 1,632 | | | | 245 | |
Substandard | | | 4,010 | | | | 1,502 | |
| | $ | 35,006 | | | $ | 31,863 | |
Consumer Credit | | | |
Exposure Based | | Loans to | |
On Payment | | individuals & | |
Activity | | overdrafts | |
| | | |
Pass | | $ | 7,629 | |
Non-pass | | | 1,146 | |
| | $ | 8,775 | |
NEW CENTURY BANCORP, INC. |
Notes to Consolidated Financial Statements (Unaudited) |
NOTE G - LOANS (continued)
Allowance for Loan Losses
The allowance for loan losses is a reserve established through provisions for loan losses charged to income and represents management’s best estimate of probable loan losses that have been incurred within the existing portfolio of loans. The allowance, in the judgment of management, is necessary to reserve for estimated losses and risk inherent in the loan portfolio. The Company’s allowance for loan loss methodology is based on historical loss experience by type of credit and internal risk grade, specific homogeneous risk pools and specific loss allocations, with adjustments for current events and conditions. The Company’s process for determining the appropriate level of reserves is designed to account for changes in credit quality as they occur. The provision for loan losses reflect loan quality trends, including the levels of and trends related to past due loans and economic conditions at the local and national levels. It also considers the quality and risk characteristics of the Company’s loan origination and servicing policies and practices.
As of March 31, 2014, the Company elected to change the allowance for loan loss model it uses to calculate historical loss rates and qualitative and environmental factors in its allowance for loan losses. The Company elected to change the model used for allowance for loan losses in order to utilize the loss migration, improve the objectivity of loss projections, and increase reliability of identifying losses inherent in the portfolio. The impact of the change to the model resulted in a $177,000 increase to our loan loss reserves as compared to the model previously used. In determining the loss history to be applied to its ASC 450 loan pools within the allowance for loan losses, the Company has previously used loss history based on the weighted average net charge off history for the most recent fourteen consecutive quarters, based on the risk-graded pool to which the loss was assigned. Historical loss rates are now calculated by using a loss migration analysis associating losses to the risk-graded pool to which they relate for each of the previous twelve quarters. Then, using a twelve quarter look back period, loss factors are calculated for each risk-graded pool.
The new model continues to incorporate various internal and external qualitative and environmental factors as described in the Interagency Policy Statement on the Allowance for Loan and Lease Losses, dated December 2006. Input for these factors is determined on the basis of management observation, judgment, and experience. The factors utilized by the Company in the new model for all loan classes are as follows:
Internal Factors
| · | Concentrations – Measures the increased risk derived from concentration of credit exposure in particular industry segments within the portfolio. |
| · | Policy exceptions – Measures the risk derived from granting terms outside of underwriting guidelines. |
| · | Compliance exceptions– Measures the risk derived from granting terms outside of regulatory guidelines. |
| · | Document exceptions– Measures the risk exposure resulting from the inability to collect due to improperly executed documents and collateral imperfections. |
| · | Financial information monitoring – Measures the risk associated with not having current borrower financial information. |
| · | Nonaccrual – Reflects increased risk of loans with characteristics that merit nonaccrual status. |
| · | Delinquency – Reflects the increased risk deriving from higher delinquency rates. |
| · | Personnel turnover – Reflects staff competence in various types of lending. |
NEW CENTURY BANCORP, INC. |
Notes to Consolidated Financial Statements (Unaudited) |
NOTE G - LOANS (continued)
Allowance for Loan Losses (continued)
| · | Portfolio growth – Measures the impact of growth and potential risk derived from new loan production. |
External Factors
| · | GDP growth rate – Impact of general economic factors that affect the portfolio. |
| · | North Carolina unemployment rate – Impact of local economic factors that affect the portfolio. |
| · | Peer group delinquency rate – Measures risk associated with the credit requirements of competitors. |
| · | Prime rate change – Measures the effect on the portfolio in the event of changes in the prime lending rate. |
Each pool is assigned an adjustment to the potential loss percentage by assessing its characteristics against each of the factors listed above.
Reserves are generally divided into three allocation segments:
| 1. | Individual reserves. Theseare calculated according to ASC Section 310-10-35 against loans evaluated individually and deemed to most likely be impaired. All loans in non-accrual status and all substandard loans that are deemed to be collateral dependent are assessed for impairment. Loans are deemed uncollectible based on a variety of credit, collateral, documentation and other issues. In the case of uncollectible receivables, the collateral is considered unsecured and therefore fully charged off. |
| 2. | Formula reserves. Formula reserves are held against loans evaluated collectively. Loans are grouped by type or by risk grade, or some combination of the two. Loss estimates are based on historical loss rates for each respective loan group. Formula reserves represent the Company’s best estimate of losses that may be inherent, or embedded, within the group of loans, even if it is not apparent at this time which loans within any group or pool represent those embedded losses. |
| 3. | Qualitative and external reserves. If individual reserves represent estimated losses tied to any specific loan, and formula reserves represent estimated losses tied to a pool of loans but not yet to any specific loan then these reserves represent an estimate of losses that are expected, but are not yet tied to any loan or group of loans. |
All information related to the calculation of the three segments, including data analysis, assumptions, calculations, etc. are documented. Assigning specific individual reserve amounts, formula reserve factors, or unallocated amounts based on unsupported assumptions or conclusions is not permitted.
NEW CENTURY BANCORP, INC. |
Notes to Consolidated Financial Statements (Unaudited) |
NOTE G - LOANS (continued)
Allowance for Loan Losses (Continued)
The following tables present a roll forward of the Company’s allowance for loan losses by loan class for the three month periods ended March 31, 2014 and
March 31, 2013, respectively:
| | Three months ended March 31, 2014 | |
| | Commercial | | | | | | | | | 1-to-4 | | | | | | Loans to | | | Multi- | | | | |
| | and | | | | | | Commercial | | | family | | | | | | individuals & | | | family | | | | |
Allowance for loan losses | | industrial | | | Construction | | | real estate | | | residential | | | HELOC | | | overdrafts | | | residential | | | Total | |
| | (In thousands) | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Balance, beginning of period 1/1/2014 | | $ | 245 | | | $ | 565 | | | $ | 4,599 | | | $ | 826 | | | $ | 680 | | | $ | 65 | | | $ | 74 | | | $ | 7,054 | |
Provision (recovery) for loan losses | | | 322 | | | | 266 | | | | (1,340 | ) | | | (265 | ) | | | 645 | | | | 106 | | | | 217 | | | | (49 | ) |
Loans charged-off | | | (63 | ) | | | - | | | | - | | | | (1 | ) | | | (40 | ) | | | (6 | ) | | | - | | | | (110 | ) |
Recoveries | | | 9 | | | | 58 | | | | 24 | | | | 25 | | | | 8 | | | | 6 | | | | - | | | | 130 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Balance, end of period 3/31/2014 | | $ | 513 | | | $ | 889 | | | $ | 3,283 | | | $ | 585 | | | $ | 1,293 | | | $ | 171 | | | $ | 291 | | | $ | 7,025 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Ending balance: individually evaluated for impairment | | $ | 66 | | | $ | 81 | | | $ | 538 | | | $ | 21 | | | $ | 313 | | | $ | - | | | $ | - | | | $ | 1,019 | |
Ending balance: collectively evaluated for impairment | | $ | 447 | | | $ | 808 | | | $ | 2,745 | | | $ | 564 | | | $ | 980 | | | $ | 171 | | | $ | 291 | | | $ | 6,006 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Loans: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Ending balance | | $ | 29,835 | | | $ | 56,683 | | | $ | 167,517 | | | $ | 32,551 | | | $ | 31,164 | | | $ | 7,560 | | | $ | 21,081 | | | $ | 346,391 | |
Ending balance: individually evaluated for impairment | | $ | 392 | | | $ | 1,946 | | | $ | 6,124 | | | $ | 2,885 | | | $ | 1,300 | | | $ | 4 | | | $ | 2,339 | | | $ | 14,990 | |
Ending balance: collectively evaluated for impairment | | $ | 29,443 | | | $ | 54,737 | | | $ | 161,393 | | | $ | 29,666 | | | $ | 29,864 | | | $ | 7,556 | | | $ | 18,742 | | | $ | 331,401 | |
NEW CENTURY BANCORP, INC. |
Notes to Consolidated Financial Statements (Unaudited) |
NOTE G - LOANS (continued)
Allowance for Loan Losses (Continued)
| | Three months ended March 31, 2013 | |
| | Commercial | | | | | | | | | 1-to-4 | | | | | | Loans to | | | Multi- | | | | |
| | and | | | | | | Commercial | | | family | | | | | | individuals & | | | family | | | | |
Allowance for loan losses | | industrial | | | Construction | | | real estate | | | residential | | | HELOC | | | overdrafts | | | residential | | | Total | |
| | | | | | | | | | | (In thousands) | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Balance, beginning of period 1/1/2013 | | $ | 278 | | | $ | 798 | | | $ | 4,946 | | | $ | 1,070 | | | $ | 627 | | | $ | 72 | | | $ | 106 | | | $ | 7,897 | |
Provision (recovery) for loan losses | | | 32 | | | | (175 | ) | | | 205 | | | | (123 | ) | | | 14 | | | | (19 | ) | | | (34 | ) | | | (100 | ) |
Loans charged-off | | | (46 | ) | | | - | | | | (43 | ) | | | (40 | ) | | | (10 | ) | | | (27 | ) | | | - | | | | (166 | ) |
Recoveries | | | 75 | | | | 3 | | | | 2 | | | | 13 | | | | 4 | | | | 47 | | | | - | | | | 144 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Balance, end of period 3/31/2013 | | $ | 339 | | | $ | 626 | | | $ | 5,110 | | | $ | 920 | | | $ | 635 | | | $ | 73 | | | $ | 72 | | | $ | 7,775 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Ending balance: individually evaluated for impairment | | $ | 90 | | | $ | 70 | | | $ | 626 | | | $ | 107 | | | $ | 87 | | | $ | 8 | | | $ | - | | | $ | 988 | |
Ending balance: collectively evaluated for impairment | | $ | 249 | | | $ | 556 | | | $ | 4,484 | | | $ | 813 | | | $ | 548 | | | $ | 65 | | | $ | 72 | | | $ | 6,787 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Loans: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Ending balance | | $ | 32,291 | | | $ | 48,967 | | | $ | 183,230 | | | $ | 37,411 | | | $ | 33,546 | | | $ | 8,602 | | | $ | 16,881 | | | $ | 360,928 | |
Ending balance: individually evaluated for impairment | | $ | 499 | | | $ | 2,453 | | | $ | 9,682 | | | $ | 3,528 | | | $ | 445 | | | $ | 23 | | | $ | 1,414 | | | $ | 18,044 | |
Ending balance: collectively evaluated for impairment | | $ | 31,792 | | | $ | 46,514 | | | $ | 173,548 | | | $ | 33,883 | | | $ | 33,101 | | | $ | 8,579 | | | $ | 15,467 | | | $ | 342,884 | |
During the three months ended March 31, 2013 the Company recorded net charge-offs of $22,000. The charge-offs were offset by a decrease in total loans outstanding at during the first quarter of 2013 resulting in a $100,000 recovery in the provision for loan losses.
NEW CENTURY BANCORP, INC.
Notes to Consolidated Financial Statements (Unaudited)
NOTE H – ACCUMULATED OTHER COMPREHENSIVE INCOME
The following table presents changes in accumulated other comprehensive income for the three months ended March 31, 2014 and 2013.
| | Three Months Ended | |
| | March 31, | |
| | 2014 | | | 2013 | |
| | (In thousands) | |
| | | | | | |
Beginning balance | | $ | (108 | ) | | $ | 1,078 | |
| | | | | | | | |
Unrealized loss on investment securities available for sale | | | 237 | | | | (275 | ) |
Tax benefit | | | (87 | ) | | | 70 | |
Other comprehensive income (loss) before reclassification | | | 150 | | | | (205 | ) |
| | | | | | | | |
Amounts reclassified from accumulated comprehensive income (loss): | | | | | | | | |
Realized loss on investment securities included in net income | | | 145 | | | | 74 | |
Tax effect | | | (55 | ) | | | (25 | ) |
Total reclassifications net of tax | | | 90 | | | | 49 | |
| | | | | | | | |
Net current period other comprehensive income (loss) | | | 240 | | | | (156 | ) |
| | | | | | | | |
Ending balance | | $ | 132 | | | $ | 922 | |
The income statement line items impacted by the reclassifications of realized gains (losses) on investment securities is the other non-interest expense and income tax expense line items in the consolidated statement of operations.
NEW CENTURY BANCORP, INC. |
Notes to Consolidated Financial Statements (Unaudited) |
NOTE I – MERGER WITH SELECT BANCORP, INC.
On September 30, 2013, the Company signed a merger agreement with Select Bancorp, Inc. (Select), a bank holding company headquartered in Greenville, North Carolina, whose wholly-owned subsidiary, Select Bank & Trust Company, is a state-chartered commercial bank with approximately $265.3 million in assets. The merger, which is subject to required regulatory and shareholder approvals, will expand the Bank’s North Carolina presence with six branches located in Greenville (two), Elizabeth City, Washington, Gibsonville and Burlington.
Under the terms of the merger agreement, shareholders of Select common stock will receive 1.8264 shares of New Century common stock for each share of Select common stock. New Century expects to issue approximately 4,520,340 shares of common stock in the merger.
In addition, each share of Select’s issued and outstanding preferred stock will be exchanged for one share of newly issued New Century preferred stock having terms substantially identical to Select preferred stock. All of the issued and outstanding shares of Select’s preferred stock are held by the Secretary of the United States Treasury and were issued in connection with Select’s participation in the Small Business Lending Fund.
The merger is expected to close in mid-2014.
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Management’s discussion and analysis is intended to assist readers in the understanding and evaluation of the financial condition and results of operations of New Century Bancorp, Inc. (the “Company”). This report contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 relating to, without limitation, our future economic performance, plans and objectives for future operations, and projections of revenues and other financial items that are based on our beliefs, as well as assumptions made by and information currently available to us. The words “may,” “will,” “anticipate,” “should,” “would,” “believe,” “contemplate,” “could,” “project,” “predict,” “expect,” “estimate,” “continue,” and “intend,” as well as other similar words and expressions of the future, are intended to identify forward-looking statements. Our actual results, performance or achievements may differ materially from the results expressed or implied by our forward-looking statements. Factors that could influence actual results, performance or achievements include changes in national, regional and local market conditions, legislative and regulatory conditions, and the interest rate environment.
Overview
The Company is a commercial bank holding company and has one banking subsidiary, New Century Bank (referred to as the “Bank”) and one unconsolidated subsidiary, New Century Statutory Trust I, which issued trust preferred securities in 2004 to provide additional capital for general corporate purposes. The Company’s only business activity is the ownership of the Bank and New Century Statutory Trust I. This discussion focuses primarily on the financial condition and operating results of the Bank.
The Bank’s lending activities are oriented to the consumer/retail customer as well as to the small- to medium-sized businesses located in Harnett, Cumberland, Johnston, Pitt, Robeson, Sampson, Wake and Wayne counties in North Carolina. The Bank offers the standard complement of commercial, consumer, and mortgage lending products, as well as the ability to structure products to fit specialized needs. The deposit services offered by the Bank include small business and personal checking accounts, savings accounts and certificates of deposit. In October 2013, the Bank opened a full service office in Wake County. Deposit services are not offered in Pitt County. The Bank concentrates on customer relationships in building its customer deposit base and competes aggressively in the area of transaction accounts.
Comparison of Financial Condition at
March 31, 2014 and December 31, 2013
During the first three months of 2014, total assets decreased by $5.4 million to $520.3 million as of March 31, 2014. Earning assets at March 31, 2014 totaled $470.5 million and consisted of $338.8 million in net loans, $79.4 million in investment securities, $50.8 million in overnight investments and interest-bearing deposits in other banks and $1.6 million in non-marketable equity securities. Total deposits and shareholders’ equity at the end of the first quarter of 2014 were $441.3 million and $56.5 million, respectively.
Since the end of 2013, gross loans have decreased by $673,000 to $345.8 million as of March 31, 2014 due to continued soft loan demand. Gross loans consisted of $29.8 million in commercial and industrial loans, $167.5 million in commercial real estate loans, $21.1 million in multi-family residential loans, $7.5 million in consumer loans, $32.6 million in residential real estate, $31.2 million in HELOC, and $56.7 million in construction loans. Deferred loan fees, net of costs, on these loans were $564,000.
At March 31, 2014 and December 31, 2013, the Company held $3.0 million in federal funds sold. Interest-earning deposits in other banks were $47.7 million at March 31, 2014, a $2.0 million decrease from December 31, 2013. The Company’s investment securities at March 31, 2014 were $79.4 million, a decrease of $4.5 million from December 31, 2013. The investment portfolio as of March 31, 2014 consisted of $32.5 million in government agency debt securities, $39.4 million in mortgage-backed securities and $7.5 million in municipal securities. The net unrealized gain on these securities was $211,000.
At March 31, 2014, the Company held an investment of $562,000 in the form of Federal Home Loan Bank (“FHLB”) stock, which decreased by $234,000 from December 31, 2013 due to a redemption by the FHLB. Also, the Company had $1.1 million in other non-marketable securities at March 31, 2014 and December, 31, 2013.
At March 31, 2014, non-earning assets were $49.7 million, an increase of $1.9 million from the $47.8 million as of December 31, 2013. Non-earning assets included $23.1 million in cash and due from banks, bank premises and equipment of $10.9 million, core deposit intangible of $153,000, accrued interest receivable of $1.6 million, foreclosed real estate of $1.2 million, $8.5 million in bank owned life insurance (“BOLI”), $2.4 million in deferred tax assets, and $1.9 million in all other assets. Since the income on BOLI is included in non-interest income, this asset is not included in the Company’s calculation of earning assets.
Total deposits at March 31, 2014 were $441.3 million and consisted of $83.5 million in non-interest-bearing demand deposits, $123.8 million in money market and NOW accounts, $17.8 million in savings accounts, and $216.2 million in time deposits. Total deposits decreased by $7.2 million from $448.5 million as of December 31, 2013. The Bank had $497,000 in brokered demand deposits and no brokered time deposits as of March 31, 2014. Overall deposits decreased due to reduced funding needs as a result of lower asset balances.
As of March 31, 2014, the Company had $7.6 million in repurchase agreements with local customers that are classified as short-term debt and $12.4 million in junior subordinated debentures that are classified as long-term debt.
Total shareholders’ equity at March 31, 2014 was $56.5 million, an increase of $519,000 from $56.0 million as of December 31, 2013. Accumulated other comprehensive income relating to available for sale securities increased $240,000 during the three months ended March 31, 2014. Other changes in shareholders’ equity included increases of $5,000 in stock-based compensation, net income of $272,000, and $2,000 from the exercise of stock options.
Past Due Loans, Non-performing Assets, and Asset Quality
At March 31, 2014, the Company had $736,000 in loans that were 30 to 89 days past due. This represented 0.21% of gross loans outstanding on that date. This is a decrease from December 31, 2013 when there were $874,000 in loans that were 30-89 days past due or 0.25% of gross loans outstanding. Non-accrual loans decreased from $9.3 million at December 31, 2013 to $9.0 million at March 31, 2014.
The percentage of non-performing loans (non-accrual loans and accruing troubled debt restructurings) to total loans decreased from 4.58% at December 31, 2013 to 4.22% at March 31, 2014, due to a decrease in accruing troubled debt restructurings and non-accruals and reduced loan balances.
At March 31, 2014, the Company had forty-one loans totaling $7.4 million that were considered to be troubled debt restructurings. Twenty-five of these loans totaling $5.6 million were still in accruing status with the remaining TDRs included in non-accrual loans. All TDRs are considered non-performing loans regardless of accrual status.
The table below sets forth, for the periods indicated, information about the Company’s non-accrual loans, loans past due 90 days or more and still accruing interest, total non-performing loans (non-accrual loans plus accruing TDRs), and total non-performing assets.
| | For Periods Ended | |
| | March 31, | | | December 31, | |
| | 2014 | | | 2013 | |
| | (Dollars in thousands) | |
| | | | | | |
Non-accrual loans | | $ | 8,953 | | | $ | 9,319 | |
| | | | | | | | |
Accruing TDRs | | | 5,652 | | | | 6,537 | |
Total non-performing loans | | | 14,605 | | | | 15,856 | |
Foreclosed real estate | | | 1,233 | | | | 2,008 | |
| | | | | | | | |
Total non-performing assets | | $ | 15,838 | | | $ | 17,864 | |
| | | | | | | | |
Accruing loans past due 90 days or more | | $ | - | | | $ | - | |
Allowance for loan losses | | $ | 7,025 | | | $ | 7,054 | |
| | | | | | | | |
Non-performing loans to period end loans | | | 4.22 | % | | | 4.58 | % |
Non-performing loans and accruing loans past due 90 days or more to period end loans | | | 4.22 | % | | | 4.58 | % |
Allowance for loans losses to period end loans | | | 2.03 | % | | | 2.04 | % |
Allowance for loan losses to non-performing loans | | | 48 | % | | | 44 | % |
Allowance for loan losses to non-performing assets | | | 44 | % | | | 39 | % |
Allowance for loan losses to non-performing assets and accruing loans past due 90 days or more | | | 44 | % | | | 39 | % |
Non-performing assets to total assets | | | 3.0 | % | | | 3.4 | % |
Non-performing assets and accruing loans past due 90 days or more to total assets | | | 3.0 | % | | | 3.4 | % |
Total non-performing assets (non-accrual loans, accruing TDRs, and foreclosed real estate) at March 31, 2014 and December 31, 2013 were $15.8 million and $17.9 million, respectively. The allowance for loan losses at March 31, 2014 represented 44% of non-performing assets compared to 39% at December 31, 2013.
Total impaired loans at March 31, 2014 were $15.0 million. This includes $9.0 million in loans that were classified as impaired because they were in non-accrual and $6.0 million in loans that were determined to be impaired for other reasons. Of these loans, $4.1 million required a specific reserve of $1.0 million at March 31, 2014.
Total impaired loans at December 31, 2013 were $19.0 million. This includes $9.3 million in loans that were considered to be impaired due to being in non-accrual status and $9.7 million in loans that were deemed to be impaired for other reasons. Of these loans, $7.4 million required a specific reserve of $1.1 million at December 31, 2013.
The allowance for loan losses was $7.0 million at March 31, 2014 or 2.03% of gross loans outstanding. This is a slight decrease from the 2.04% reported as a percentage of gross loans at December 31, 2013. The allowance for loan losses at March 31, 2014 represented 46.9% of impaired loans compared to 37.2% at December 31, 2013. It is management’s assessment that the allowance for loan losses as of March 31, 2014 is appropriate in light of the risk inherent within the Company’s loan portfolio. No assurances, however, can be made that further adjustments to the allowance for loan losses may not be deemed necessary.
Other Lending Risk Factors
Besides monitoring non-performing loans and past due loans, management also monitors trends in the loan portfolio that may indicate more than normal risk. A discussion of certain other risk factors follows. Some loans or groups of loans may contain one or more of these individual loan risk factors. Therefore, an accumulation of the amounts or percentages of the individual loan risk factors may not necessarily be an indication of the cumulative risk in the total loan portfolio.
Regulatory Loan to Value
The Company monitors its exposure to loans that exceed the guidelines established by regulators for loan to value (“LTV”) ratios.
At March 31, 2014 and December 31, 2013 the Company had $3.6 million and $3.7 million in non 1-to-4 family residential loans that exceeded the regulatory LTV limits, respectively. At March 31, 2014 and December 31, 2013 the Company had $6.1 million and $6.1 million of 1-to-4 family residential loans that exceeded the regulatory LTV limits, respectively. The total amount of these loans represented 13.6% and 13.8% of total risk-based capital as of March 31, 2014 and December 31, 2013, which is less than the 100% maximum allowed. These loans may provide more than ordinary risk to the Company if the real estate market weakens in terms of both market activity and collateral valuations.
Business Sector Concentrations
Loan concentrations in certain business sectors can be impacted by lower than normal retail sales, higher unemployment, higher vacancy rates, and a weakening in real estate market conditions. The Company has established an internal commercial real estate guideline of 40% of risk-based capital for any single product line.
At March 31, 2014 and December 31, 2013, there were no product types exceeding this internal guideline.
Acquisition, Development, and Construction Loans (“ADC”)
The tables below provide information regarding loans the Company originates for the purpose of acquisition, development, and construction of both residential and commercial properties as of
March 31, 2014 and December 31, 2013.
| | Acquisition, Development and Construction Loans | |
| | (Dollars in thousands) | |
| | | |
| | March 31, 2014 | | | December 31, 2013 | |
| | | | | Land and Land | | | | | | | | | Land and Land | | | | |
| | Construction | | | Development | | | Total | | | Construction | | | Development | | | Total | |
| | | | | | | | | | | | | | | | | | |
Total ADC loans | | $ | 40,626 | | | $ | 16,057 | | | $ | 56,683 | | | $ | 37,932 | | | $ | 15,393 | | | $ | 53,325 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Average Loan Size | | $ | 121 | | | $ | 382 | | | | | | | $ | 128 | | | $ | 358 | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Percentage of total loans | | | 11.75 | % | | | 4.64 | % | | | 16.39 | % | | | 10.95 | % | | | 4.44 | % | | | 15.39 | % |
| | | | | | | | | | | | | | | | | | | | | | | | |
Non-accrual loans | | $ | 610 | | | $ | 224 | | | $ | 834 | | | $ | 660 | | | $ | 546 | | | $ | 1,206 | |
Management monitors the ADC portfolio by reviewing funding based on project completeness, monthly and quarterly inspections as required by the project, collateral value, geographic concentrations, spec-to-presold ratios and performance of similar loans in the Company’s market area.
Geographic Concentrations
Certain risks exist arising from the geographic location of specific types of higher than normal risk real estate loans. Below is a table showing geographic concentrations for ADC and HELOC loans at
March 31, 2014.
| | March 31, 2014 | | | December 31, 2013 | |
| | ADC Loans | | | Percent | | | HELOC | | | Percent | | | ADC Loans | | | Percent | | | HELOC | | | Percent | |
| | | | | | | | | | | (Dollars in thousands) | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Harnett County | | $ | 3,884 | | | | 6.85 | % | | $ | 6,065 | | | | 19.46 | % | | $ | 3,862 | | | | 7.24 | % | | $ | 6,258 | | | | 19.64 | % |
Cumberland County | | | 24,964 | | | | 44.04 | % | | | 6,367 | | | | 20.43 | % | | | 20,737 | | | | 38.89 | % | | | 6,416 | | | | 20.13 | % |
Johnston County | | | 991 | | | | 1.75 | % | | | 506 | | | | 1.62 | % | | | 653 | | | | 1.22 | % | | | 494 | | | | 1.55 | % |
Pitt County | | | 4,861 | | | | 8.58 | % | | | 112 | | | | 0.36 | % | | | 5,825 | | | | 10.92 | % | | | 268 | | | | 0.84 | % |
Robeson County | | | 1,023 | | | | 1.80 | % | | | 3,573 | | | | 11.47 | % | | | 1,083 | | | | 2.03 | % | | | 3,546 | | | | 11.13 | % |
Sampson County | | | 310 | | | | 0.55 | % | | | 1,741 | | | | 5.59 | % | | | 357 | | | | 0.67 | % | | | 1,745 | | | | 5.48 | % |
Wake County | | | 9,332 | | | | 16.46 | % | | | 704 | | | | 2.26 | % | | | 7,863 | | | | 14.75 | % | | | 709 | | | | 2.23 | % |
Wayne County | | | 2,137 | | | | 3.77 | % | | | 5,399 | | | | 17.33 | % | | | 2,716 | | | | 5.09 | % | | | 5,469 | | | | 17.16 | % |
Hoke County | | | 3,068 | | | | 5.41 | % | | | 127 | | | | 0.41 | % | | | 3,084 | | | | 5.78 | % | | | 166 | | | | 0.52 | % |
All other locations | | | 6,113 | | | | 10.79 | % | | | 6,570 | | | | 21.07 | % | | | 7,145 | | | | 13.41 | % | | | 6,792 | | | | 21.32 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total | | $ | 56,683 | | | | 100.00 | % | | $ | 31,164 | | | | 100.00 | % | | $ | 53,325 | | | | 100.00 | % | | $ | 31,863 | | | | 100.00 | % |
Interest Only Payments
Another risk factor that exists in the total loan portfolio pertains to loans with interest only payment terms. At March 31, 2014, the Company had $94.6 million in loans that had terms permitting interest only payments. This represented 27.3% of the total loan portfolio. At December 31, 2013, the Company had $89.6 million in loans that had terms permitting interest only payments. This represented 25.9% of the total loan portfolio. Recognizing the risk inherent with interest only loans, it is customary and general industry practice that loans in the ADC portfolio permit interest only payments during the acquisition, development, and construction phases of such projects.
Large Dollar Concentrations
Concentrations of high dollar loans or large customer relationships may pose additional risk in the total loan portfolio. The Company’s ten largest loans or lines of credit totaled $42.4 million or 12.2% of total loans at March 31, 2014 compared to $44.7 million or 12.9% of total loans at December 31, 2013. The Company’s ten largest customer relationships totaled $57.8 million or 16.7% of total loans at March 31, 2014 compared to $62.1 million or 17.9% of total loans at December 31, 2013. Deterioration or loss in any one or more of these high dollar loan or customer concentrations could have an immediate, significant adverse impact on the Company’s capital position.
Comparison of Results of Operations for the
Three months ended March 31, 2014 and 2013
General. During the first quarter of 2014, the Company had net income of $272,000 as compared with net income of $793,000 for the first quarter of 2013. Net income per share for the first quarter of 2014 was $0.04, basic and diluted, compared with net income per share of $0.12, basic and diluted, for the first quarter of 2013. Results of operations for the first quarter of 2014 were primarily impacted by an increase of $530,000 in non-interest expense and a slightly smaller recovery of loan losses of $49,000 compared to a recovery of $100,000 in the first quarter of 2013. Net interest margin of 3.62% in the first quarter of 2014 increased 24 basis points from the same period in 2013.
Net Interest Income. Net interest income declined to $4.2 million for the first quarter of 2014 from $4.5 million for the first quarter of 2013. The Company’s total interest income was affected by a reduction in the balances and yield on interest-earning assets due to continued soft loan demand. Average total interest-earning assets were $471.2 million in the first quarter of 2014 compared with $534.4 million during the same period in 2013, while the yield on those assets increased 11 basis points from 4.40% to 4.51%.
The Company’s average interest-bearing liabilities decreased by $56.3 million to $378.5 million for the quarter ended March 31, 2014 from $434.8 million for the same period one year earlier and the cost of those funds decreased from 1.29% to 1.19%, or 10 basis points. During the first quarter of 2014, the Company’s net interest margin was 3.62% and net interest spread was 3.32%. In the same quarter ended one year earlier, net interest margin was 3.38% and net interest spread was 3.11%.
Provision for Loan Losses.Provisions for loan losses are charged to income to bring the allowance for loan losses to a level deemed appropriate by management. In evaluating the allowance for loan losses, management considers factors that include growth, composition and industry diversification of the portfolio, historical loan loss experience, current delinquency levels, adverse situations that may affect a borrower’s ability to repay, estimated value of any underlying collateral, prevailing economic conditions and other relevant factors. In determining the loss history to be applied to its ASC 450 loan pools within the allowance for loan losses, the Company has previously used loss history based on the weighted average net charge off history for the most recent fourteen consecutive quarters, based on the risk-graded pool to which the loss was assigned. Historical loss rates are now calculated by using a loss migration analysis associating losses to the risk-graded pool to which they relate for each of the previous twelve quarters. Then, using a twelve quarter look back period, loss factors are calculated for each risk-graded pool. During the first quarter, the Company recorded a recovery of loan losses of $49,000 which is a smaller recovery than the recovery that was recorded in the first quarter of 2013. In both 2014 and 2013, the recovery resulted from a low level of net charge-offs coupled with a reduction in overall loan balances.
Non-Interest Income. Non-interest income for the quarter ended March 31, 2014 was $624,000, an increase of $5,000 from the first quarter of 2013. Service charges on deposit accounts decreased $46,000 to $226,000 for the quarter ended March 31, 2014 from $272,000 for the same period in 2013, primarily due to a decline in overdraft charges. Fees from presold mortgages decreased $62,000 to $0 for the quarter ended March 31, 2014 from the same period in 2013. During the first quarter of 2013, the Company decided to close its mortgage division, while more efficient and profitable ways to generate income from the 1-4 family mortgage market are evaluated. Other non-deposit fees and income increased $113,000 from the first quarter of 2013 to the first quarter of 2014 due to an increase in income from non-marketable securities.
Non-Interest Expenses. Non-interest expenses increased by $530,000 to $4.5 million for the quarter ended March 31, 2014, from $3.9 million for the same period in 2013. In general, most categories of non-interest expenses increased, offset by decreases in marketing and advertising and deposit insurance. Non-interest expenses were also impacted by $162,000 in merger and restructuring charges related to the upcoming acquisition of Select Bancorp, Inc., and by the opening of the Raleigh branch in the fourth quarter of 2013.
The following are highlights of the significant categories of non-interest expenses during the first quarter of 2014 versus the same period in 2013:
| · | Personnel expenses increased $66,000 to $2.2 million, due to additions in personnel. |
| · | Deposit insurance expense decreased $45,000, due to lower asset balances. |
| · | Foreclosed real estate-related expense increased $149,000, primarily due to a large loss on one property in the other real estate owned portfolio. |
| · | Other non-interest expenses increased by $126,000, due to small increases in several categories of other non-interest expenses. |
Provision for Income Taxes. The Company’s effective tax rate was 36.0% and 36.9% for the quarters ended March 31, 2014 and 2013, respectively. The effective tax rate for the first quarter of 2014 was impacted by an adjustment to reduce the Company’s deferred tax asset resulting from recently enacted lower corporate tax rates for the State of North Carolina.
As of March 31, 2014 and December, 31, 2013, the Company had a net deferred tax asset in the amount of $2.4 million and $2.5 million, respectively. In evaluating whether the Company will realize the full benefit of the net deferred tax asset, management considered both positive and negative evidence, including among other things recent earnings trends, projected earnings, and asset quality. As of March 31, 2014 and December 31, 2013, management concluded that the net deferred tax assets were fully realizable. The Company will continue to monitor deferred tax assets closely to evaluate whether the full benefit of the net deferred tax asset will require a valuation allowance. Significant negative trends in credit quality or losses from operations, among other trends, could impact the realization of the deferred tax asset in the future.
Liquidity
The Company’s liquidity is a measure of its ability to fund loans, withdrawals and maturities of deposits, and other cash outflows in a cost effective manner. The principal sources of liquidity are deposits, scheduled payments and prepayments of loan principal, maturities of investment securities, access to liquid deposits, and funds provided by operations. While scheduled loan payments and maturing investments are relatively predictable sources of funds, deposit flows and loan prepayments are greatly influenced by general interest rates, economic conditions, and competition. Liquid assets (consisting of cash and due from banks, interest-earning deposits with other banks, federal funds sold and investment securities classified as available for sale) comprised 29.4% of total assets at March 31, 2014.
The Company has been a net seller of federal funds since its inception and strives to maintain a position of liquidity sufficient to fund future loan demand and to satisfy fluctuations in deposit levels. Should the need arise, the Company would have the capability to sell securities classified as available for sale or to borrow funds as necessary. As of March 31, 2014, the Company had existing credit lines with other financial institutions to purchase up to $59.0 million in federal funds. Also, as a member of the FHLB of Atlanta, the Company may obtain advances of up to 10% of total assets, subject to available collateral. A floating lien of $26.4 million of qualifying loans is pledged to the FHLB to secure borrowings. At March 31, 2014, the Company had no FHLB advances outstanding. Another source of short-term borrowings is securities sold under agreements to repurchase. At March 31, 2014, total borrowings consisted of securities sold under agreements to repurchase of $7.6 million and junior subordinated debentures of $12.4 million.
Total deposits were $441.3 million at March 31, 2014. Time deposits, which are the only deposit accounts that have stated maturity dates, are generally considered to be rate sensitive. Time deposits represented 49.0% of total deposits at March 31, 2014. Time deposits of $100,000 or more represented 25.7% of the Company’s total deposits at March 31, 2014. At quarter-end, the Company had no brokered time deposits and $497,000 in brokered demand deposits. Management believes most other time deposits are relationship-oriented. While the Bank will need to pay competitive rates to retain these deposits at their maturities, there are other subjective factors that will determine their continued retention. Based upon prior experience, the Company anticipates that a substantial portion of outstanding certificates of deposit will renew upon maturity.
Management believes that current sources of funds provide adequate liquidity for the Bank’s current cash flow needs. The Company maintains minimalcash balances at the parent holding company level. Management believes that the current cash balances will provide adequate liquidity for the Company’s current cash flow needs.
Capital Resources
A significant measure of the strength of a financial institution is its capital base. Federal regulations have classified and defined capital into the following components: (1) Tier 1 capital, which includes common shareholders’ equity and qualifying preferred equity, and (2) Tier 2 capital, which includes a portion of the allowance for loan losses, certain qualifying long-term debt and preferred stock which does not qualify as Tier 1 capital. Minimum capital levels are regulated by risk-based capital adequacy guidelines, which require a financial institution to maintain capital as a percentage of its assets, and certain off-balance sheet items adjusted for predefined credit risk factors (risk-adjusted assets). The Company’s equity to assets ratio was 10.86% at March 31, 2014.
As the following table indicates, at March 31, 2014, the Company and the Bank both exceeded minimum regulatory capital requirements as specified in the tables below.
| | Actual | | | Minimum | |
New Century Bancorp, Inc. | | Ratio | | | Requirement | |
| | | | | | |
Total risk-based capital ratio | | | 19.40 | % | | | 8.00 | % |
Tier 1 risk-based capital ratio | | | 18.14 | % | | | 4.00 | % |
Leverage ratio | | | 13.14 | % | | | 4.00 | % |
| | | | | Regulatory | | | | |
| | Actual | | | Minimum | | | Well-Capitalized | |
New Century Bank | | Ratio | | | Requirement | | | Requirement | |
| | | | | | | | | |
Total risk-based capital ratio | | | 18.91 | % | | | 10.00 | % | | | 10.00 | % |
Tier 1 risk-based capital ratio | | | 17.66 | % | | | 6.00 | % | | | 6.00 | % |
Leverage ratio | | | 12.84 | % | | | 5.00 | % | | | 5.00 | % |
During 2004, the Company issued $12.4 million of junior subordinated debentures to a newly formed subsidiary, New Century Statutory Trust I, which in turn issued $12.0 million of trust preferred securities. The proceeds from the sale of the trust preferred securities provided additional capital for the growth and expansion of the Bank. Under the current applicable regulatory guidelines, all of the proceeds from the issuance of these trust preferred securities qualify as Tier 1 capital as of March 31, 2014.
Management expects that the Bank will remain “well-capitalized” for regulatory purposes, although there can be no assurance that additional capital will not be required in the future.
Accounting and regulatory matters.On July 9, 2013, the FDIC joined the Federal Reserve and the Office of the Comptroller of the Currency in adopting a final rule that will revise the current risk-based and leverage capital requirements for banking organizations. The final rule is a continuation of joint notices of proposed rulemaking originally published in the Federal Register during August, 2012.
The final rule implements a revised definition of regulatory capital, a new common equity tier 1 minimum capital requirement, and a higher overall minimum tier 1 capital requirement, incorporating these new requirements into the existing prompt corrective action (PCA) framework. It also establishes limits on a banking organization’s capital distributions and certain discretionary bonus payments if the organization does not hold a specified amount of common equity tier 1 capital in addition to the amount necessary to meet its minimum risk-based capital requirements. This additional capital is referred to as the "capital conservation buffer". The “countercyclical capital buffer” provisions from the proposed rule have also been adopted, however, they apply only to large financial institutions (banks and bank holding companies with total consolidated assets of $250 billion or more) implementing the "advanced approaches" framework and are not applicable to the Company or its subsidiary Bank.
The final rule permanently grandfathers the tier 1 capital treatment for certain non-qualifying capital instruments, including trust preferred securities, outstanding as of May 19, 2010.
Under the proposed rules released last August, banking organizations would have been required to recognize in regulatory capital all components of accumulated other comprehensive income (excluding accumulated net gains and losses on cash-flow hedges that relate to the hedging of items that are not recognized at fair value on the balance sheet). The final rule carries this requirement forward, with an exception for smaller banking organizations, such as the Company, which are not subject to the "advanced approaches" rule. Such organizations may make a one-time election not to include most elements of accumulated other comprehensive income (including unrealized gains and losses on securities designated as available-for-sale) in regulatory capital under the final rule. Organizations making this election will be permitted to use the currently existing treatment under the general risk-based capital rules that exclude most accumulated other comprehensive income elements from regulatory capital. The election must be made with the first call report or FR Y-9 report filed after the banking organization becomes subject to the final rule (January 2015 in the Company’s case).
The new rule also amends the existing methodologies for determining risk-weighted assets for all banking organizations. Specifically, the final rule assigns a 50% or 100% risk weight to mortgage loans secured by one-to-four family residential properties. Generally, residential mortgage loans secured by a first lien on a one- to-four family residential property that are prudently underwritten and that are performing according to their original terms receive a 50% risk weight. All other one-to-four family residential mortgage loans, including loans secured by a junior lien on residential property, are assigned a 100% risk weight.
The mandatory compliance date for the Company and its subsidiary Bank will be January 1, 2015, with a transition period for the capital conservation buffer until January 1, 2016, and additional transition periods for certain other measures under the new rule.
Management will continue to evaluate the potential effect of the new final rule over the coming quarters. As of the date of this report, management is not aware of any other known trends, events, uncertainties or current recommendations by regulatory authorities that will have or that are reasonably likely to have a material effect on the Company’s liquidity, capital resources, or other operations.
Legal Proceedings
The Company is not currently engaged in, nor are any of its properties subject to, any material legal proceedings. From time to time, the Bank is a party to legal proceedings in the ordinary course of business wherein it attempts to collect loans, enforce its security interest in loans, or other matters of similar nature.
Item 4. Controls and Procedures
Disclosure Controls and Procedures.At the end of the period covered by this report, the Company carried out an evaluation, under the supervision and with the participation of the Company’s management, including the Company’s Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures pursuant to Securities Exchange Act Rule 13a-15.
Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that the Company’s disclosure controls and procedures were effective (1) to provide reasonable assurance that information required to be disclosed by the Company in the reports filed or submitted by it under the Securities Exchange Act was recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and (2) to provide reasonable assurance that information required to be disclosed by the Company in such reports is accumulated and communicated to the Company’s management, including its Chief Executive Officer and Chief Financial Officer, as appropriate to allow for timely decisions regarding required disclosure.
Changes in internal control over financial reporting.Management of the Company has evaluated, with the participation of the Company's Chief Executive Officer and Chief Financial Officer, changes in the Company's internal controls over financial reporting (as defined in Rule 13a−15(f) and 15d−15(f) of the Exchange Act) during the first quarter of 2014. In connection with such evaluation, the Company has determined that there have been no changes in internal control over financial reporting during the first quarter that have materially affected or are reasonably likely to materially affect, the Company's internal control over financial reporting.
Part II. OTHER INFORMATION
Item 6. Exhibits
Exhibit Number | | Description of Exhibit |
| | |
31.1 | | Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act (Filed herewith) |
| | |
31.2 | | Certification of Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act (Filed herewith) |
| | |
32.1 | | Certification of Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act (Filed herewith) |
| | |
32.2 | | Certification of Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act (Filed herewith) |
| | |
101 | | Interactive data files providing financial information from the Registrant’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2014, in XBRL (eXtensible Business Reporting Language)* |
*Pursuant to Regulation 406T of Regulation S-T, these interactive data files are furnished and not filed or part of a registration statement or prospectus for purposes of section 11 or 12 of the Securities Act of 1933, as amended, or section 18 of the Securities Exchange Act of 1934, as amended, and are otherwise not subject to liability.
SIGNATURES
Under 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.
| | NEW CENTURY BANCORP, INC. |
| | |
Date: May 15, 2014 | By: | /s/ William L. Hedgepeth II |
| | William L. Hedgepeth II |
| | President and Chief Executive Officer |
Date: May 15, 2014 | By: | /s/Lisa F. Campbell |
| | Lisa F. Campbell |
| | Executive Vice President and Chief Financial Officer and |
| | Chief Operating Officer |
Exhibit Index
Exhibit Number | | Description of Exhibit |
| | |
31.1 | | Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act (Filed herewith) |
| | |
31.2 | | Certification of Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act (Filed herewith) |
| | |
32.1 | | Certification of Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act (Filed herewith) |
| | |
32.2 | | Certification of Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act (Filed herewith) |
101 | | Interactive data files providing financial information from the Registrant’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2014, in XBRL (eXtensible Business Reporting Language)* |
*Pursuant to Regulation 406T of Regulation S-T, these interactive data files are furnished and not filed or part of a registration statement or prospectus for purposes of section 11 or 12 of the Securities Act of 1933, as amended, or section 18 of the Securities Exchange Act of 1934, as amended, and are otherwise not subject to liability.