UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
____________________________________________
FORM 10-Q
____________________________________________
|
| |
x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the Quarterly Period ended March 31, 2016
Or
|
| |
o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For transition period from to
Commission File Number 001-35871
Westbury Bancorp, Inc.
(Exact Name of Registrant as Specified in Charter)
____________________________________________
|
| | |
Maryland | | 46-1834307 |
(State or Other Jurisdiction of Incorporation) | | (I.R.S. Employer Identification Number) |
| | |
200 South Main Street, West Bend, Wisconsin | | 53095 |
(Address of Principal Executive Officers) | | (Zip Code) |
(262) 334-5563
Registrant’s telephone number, including area code
Not Applicable
(Former name or former address, if changed since last report)
____________________________________________
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o.
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 during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
|
| | | | |
Large accelerated filer | ¨ | | Accelerated filer | ¨ |
| | | | |
Non-accelerated filer | ¨ | | Smaller reporting company | x |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x
Indicate the number of shares outstanding of each of the Issuer’s classes of common stock as of the latest practicable date.
There were 4,115,035 shares of Common Stock, par value $.01 per share, outstanding as of May 2, 2016.
WESTBURY BANCORP, INC.
Form 10-Q Quarterly Report
Table of Contents
PART I
ITEM 1. FINANCIAL STATEMENTS
Westbury Bancorp, Inc. and Subsidiary
Consolidated Balance Sheets
March 31, 2016 and September 30, 2015
(In Thousands, except share data)
|
| | | | | | | |
| March 31, 2016 | | September 30, 2015 |
| (Unaudited) | | |
Assets | |
| | |
|
Cash and due from banks | $ | 9,594 |
| | $ | 9,963 |
|
Interest-earning deposits | 6,752 |
| | 6,525 |
|
Cash and cash equivalents | 16,346 |
| | 16,488 |
|
Securities available-for-sale | 81,936 |
| | 80,286 |
|
Securities held to maturity, at amortized cost ($2,499 and $2,490 fair value at March 31, 2016 and September 30, 2015, respectively) | 2,459 |
| | 2,459 |
|
Loans held for sale, at lower of cost or fair value | 608 |
| | 431 |
|
Loans, net of allowance for loan losses of $4,863 and $4,598 at March 31, 2016 and September 30, 2015, respectively | 508,800 |
| | 493,425 |
|
Federal Home Loan Bank stock, at cost | 3,350 |
| | 3,350 |
|
Foreclosed real estate | — |
| | 283 |
|
Real estate held for investment | 1,836 |
| | 2,047 |
|
Real estate held for sale | 808 |
| | 882 |
|
Office properties and equipment, net | 13,625 |
| | 13,867 |
|
Cash surrender value of bank-owned life insurance | 14,024 |
| | 13,167 |
|
Mortgage servicing rights | 1,064 |
| | 1,210 |
|
Deferred tax asset | 6,112 |
| | 7,546 |
|
Other assets | 4,139 |
| | 3,488 |
|
Total assets | $ | 655,107 |
| | $ | 638,929 |
|
Liabilities and Stockholders’ Equity | |
| | |
|
Liabilities | |
| | |
|
Deposits | $ | 550,217 |
| | $ | 531,020 |
|
Short-term advances from Federal Home Loan Bank | — |
| | 18,000 |
|
Long-term advances from Federal Home Loan Bank | 20,000 |
| | — |
|
Advance payments by borrowers for property taxes and insurance | 1,861 |
| | 5,382 |
|
Other liabilities | 4,421 |
| | 5,715 |
|
Total liabilities | 576,499 |
| | 560,117 |
|
Stockholders’ Equity | |
| | |
|
Preferred stock $0.01 par value, 50,000,000 shares authorized; none issued or outstanding | — |
| | — |
|
Common stock $0.01 par value, 100,000,000 shares authorized; 5,347,412 and 5,341,114 shares issued at March 31, 2016 and September 30, 2015, respectively | 53 |
| | 53 |
|
Additional paid-in capital | 50,755 |
| | 50,145 |
|
Retained earnings | 50,626 |
| | 48,714 |
|
Unearned Employee Stock Ownership Plan (ESOP) shares | (3,394 | ) | | (3,548 | ) |
Accumulated other comprehensive gain | 714 |
| | 352 |
|
Less common stock repurchased, 1,182,741 and 1,012,109 shares at cost, at March 31, 2016 and September 30, 2015, respectively | (20,146 | ) | | (16,904 | ) |
Total stockholders’ equity | 78,608 |
| | 78,812 |
|
Total liabilities and stockholders’ equity | $ | 655,107 |
| | $ | 638,929 |
|
See Notes to Unaudited Consolidated Financial Statements.
|
| | | | | | | | | | | | | | | |
Westbury Bancorp, Inc and Subsidiary | | | | | | | |
| | | | | | | |
Consolidated Statements of Operations | | | | | | | |
Three and Six Months Ended March 31, 2016 and 2015 (Unaudited) | | | | | | | |
(In Thousands, except per share data) | | | | | | | |
| Three Months Ended March 31, | | Six Months Ended March 31, |
| 2016 | | 2015 | | 2016 | | 2015 |
Interest and dividend income: | |
| | |
| | |
| | |
|
Loans | $ | 5,166 |
| | $ | 4,685 |
| | $ | 10,283 |
| | $ | 9,144 |
|
Investments - nontaxable | 8 |
| | 15 |
| | 23 |
| | 32 |
|
Investments - taxable | 494 |
| | 404 |
| | 931 |
| | 796 |
|
Interest bearing deposits | 37 |
| | 16 |
| | 63 |
| | 28 |
|
Total interest and dividend income | 5,705 |
| | 5,120 |
| | 11,300 |
| | 10,000 |
|
Interest expense: | |
| | |
| | |
| | |
|
Deposits | 579 |
| | 446 |
| | 1,137 |
| | 871 |
|
Short-term advances from the Federal Home Loan Bank | 15 |
| | 14 |
| | 23 |
| | 18 |
|
Long-term advances from the Federal Home Loan Bank | 47 |
| | — |
| | 71 |
| | — |
|
Total interest expense | 641 |
| | 460 |
| | 1,231 |
| | 889 |
|
Net interest income before provision for loan losses | 5,064 |
| | 4,660 |
| | 10,069 |
| | 9,111 |
|
Provision for loan losses | 125 |
| | 300 |
| | 275 |
| | 650 |
|
Net interest income after provision for loan losses | 4,939 |
| | 4,360 |
| | 9,794 |
| | 8,461 |
|
Noninterest income: | |
| | |
| | |
| | |
|
Service fees on deposit accounts | 947 |
| | 999 |
| | 2,025 |
| | 2,155 |
|
Gain on sales of loans, net | 109 |
| | 174 |
| | 210 |
| | 243 |
|
Servicing fee income, net of amortization and impairment | 17 |
| | 6 |
| | 54 |
| | 43 |
|
Insurance and securities sales commissions | 59 |
| | 98 |
| | 132 |
| | 156 |
|
Gain on sales of securities | 9 |
| | 3 |
| | 11 |
| | 73 |
|
Gain on sales of branches and other assets | 1 |
| | (12 | ) | | 1 |
| | 6 |
|
Increase in cash surrender value of bank-owned life insurance | 110 |
| | 128 |
| | 220 |
| | 230 |
|
Rental income from real estate operations | 113 |
| | 148 |
| | 226 |
| | 276 |
|
Other income | 86 |
| | 67 |
| | 177 |
| | 103 |
|
Total noninterest income | 1,451 |
| | 1,611 |
| | 3,056 |
| | 3,285 |
|
Noninterest expenses: | |
| | |
| | |
| | |
|
Salaries and employee benefits | 2,494 |
| | 2,439 |
| | 4,810 |
| | 4,820 |
|
Commissions | 48 |
| | 71 |
| | 96 |
| | 126 |
|
Occupancy | 321 |
| | 385 |
| | 619 |
| | 698 |
|
Furniture and equipment | 122 |
| | 125 |
| | 243 |
| | 228 |
|
Data processing | 772 |
| | 792 |
| | 1,519 |
| | 1,573 |
|
Advertising | 59 |
| | 44 |
| | 100 |
| | 104 |
|
Real estate held for investment | 105 |
| | 120 |
| | 203 |
| | 223 |
|
Net loss from operations and sale of foreclosed real estate | — |
| | 31 |
| | 13 |
| | 179 |
|
FDIC insurance premiums | 103 |
| | 107 |
| | 207 |
| | 212 |
|
Valuation loss on real estate held for sale | — |
| | — |
| | 47 |
| | — |
|
Other expenses | 928 |
| | 1,108 |
| | 1,880 |
| | 2,164 |
|
Total noninterest expenses | 4,952 |
| | 5,222 |
| | 9,737 |
| | 10,327 |
|
Income before income tax expense | 1,438 |
| | 749 |
| | 3,113 |
| | 1,419 |
|
Income tax expense | 565 |
| | 265 |
| | 1,201 |
| | 488 |
|
Net income | $ | 873 |
| | $ | 484 |
| | $ | 1,912 |
| | $ | 931 |
|
Earnings per share: | |
| | |
| | |
| | |
|
Basic | $ | 0.23 |
| | $ | 0.11 |
| | $ | 0.51 |
| | $ | 0.21 |
|
Diluted | $ | 0.23 |
| | $ | 0.11 |
| | $ | 0.50 |
| | $ | 0.21 |
|
See Notes to Unaudited Consolidated Financial Statements.
Westbury Bancorp, Inc. and Subsidiary
Consolidated Statements of Comprehensive Income
Three and Six Months Ended March 31, 2016 and 2015
(Unaudited)
(In Thousands)
|
| | | | | | | | | | | | | | | |
| Three Months Ended March 31, | | Six Months Ended March 31, |
| 2016 | | 2015 | | 2016 | | 2015 |
Net income | $ | 873 |
| | $ | 484 |
| | $ | 1,912 |
| | $ | 931 |
|
Other comprehensive income, before tax: | |
| | |
| | |
| | |
|
Unrealized gains on available-for-sale securities | 1,574 |
| | 620 |
| | 605 |
| | 875 |
|
Reclassification adjustment for realized gains included in net income | (9 | ) | | (3 | ) | | (11 | ) | | (73 | ) |
Other comprehensive income, before tax | 1,565 |
| | 617 |
| | 594 |
| | 802 |
|
Income tax expense related to items of other comprehensive income | (613 | ) | | (242 | ) | | (232 | ) | | (315 | ) |
Other comprehensive income, net of tax | 952 |
| | 375 |
| | 362 |
| | 487 |
|
Comprehensive income | $ | 1,825 |
| | $ | 859 |
| | $ | 2,274 |
| | $ | 1,418 |
|
See Notes to Unaudited Consolidated Financial Statements.
Westbury Bancorp, Inc. and Subsidiary
Consolidated Statements of Changes in Stockholders’ Equity
Six Months Ended March 31, 2016 and 2015
(Unaudited)
(In Thousands, except share data)
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Preferred Stock | | Common Stock | | Additional Paid In Capital | | Retained Earnings | | Unearned ESOP Shares | | Accumulated Other Comprehensive Income (Loss) | | Common Stock Repurchased | | Total |
Balance, September 30, 2015 | $ | — |
| | $ | 53 |
| | $ | 50,145 |
| | $ | 48,714 |
| | $ | (3,548 | ) | | $ | 352 |
| | $ | (16,904 | ) | | $ | 78,812 |
|
Net income | — |
| | — |
| | — |
| | 1,912 |
| | — |
| | — |
| | — |
| | 1,912 |
|
Other comprehensive income, net of tax | — |
| | — |
| | — |
| | — |
| | — |
| | 362 |
| | — |
| | 362 |
|
Repurchase of 170,632 shares of common stock | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | (3,242 | ) | | (3,242 | ) |
Exercise of 4,298 stock options | — |
| | — |
| | 64 |
| | — |
| | — |
| | — |
| | — |
| | 64 |
|
Stock based compensation expense | — |
| | — |
| | 417 |
| | — |
| | — |
| | — |
| | — |
| | 417 |
|
Allocation, or commitment to be allocated, of 15,427 shares by ESOP | — |
| | — |
| | 129 |
| | — |
| | 154 |
| | — |
| | — |
| | 283 |
|
Balance, March 31, 2016 | $ | — |
| | $ | 53 |
| | $ | 50,755 |
| | $ | 50,626 |
| | $ | (3,394 | ) | | $ | 714 |
| | $ | (20,146 | ) | | $ | 78,608 |
|
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Balance, September 30, 2014 | $ | — |
| | $ | 53 |
| | $ | 49,164 |
| | $ | 45,190 |
| | $ | (3,754 | ) | | $ | (46 | ) | | $ | (4,120 | ) | | $ | 86,487 |
|
Net income | — |
| | — |
| | — |
| | 931 |
| | — |
| | — |
| | — |
| | 931 |
|
Other comprehensive income, net of tax | — |
| | — |
| | — |
| | — |
| | — |
| | 487 |
| | — |
| | 487 |
|
Repurchase of 546,861 shares of common stock | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | (9,369 | ) | | (9,369 | ) |
Stock based compensation expense | — |
| | — |
| | 402 |
| | — |
| | — |
| | — |
| | — |
| | 402 |
|
Allocation,or commitment to be allocated, of 10,284 shares by ESOP | — |
| | — |
| | 95 |
| | — |
| | 103 |
| | — |
| | — |
| | 198 |
|
Balance, March 31, 2015 | $ | — |
| | $ | 53 |
| | $ | 49,661 |
| | $ | 46,121 |
| | $ | (3,651 | ) | | $ | 441 |
| | $ | (13,489 | ) | | $ | 79,136 |
|
See Notes to Unaudited Consolidated Financial Statements.
|
| | | | | | | |
Westbury Bancorp, Inc. and Subsidiary | | | |
| | | |
Consolidated Statements of Cash Flows | | | |
Six Months Ended March 31, 2016 and 2015 (Unaudited) | | | |
(In Thousands) | | | |
| Six Months Ended March 31, |
| 2016 | | 2015 |
Cash Flows From Operating Activities | |
| | |
|
Net income | $ | 1,912 |
| | $ | 931 |
|
Adjustments to reconcile net income to net cash used in operating activities: | |
| | |
|
Provision for loan losses | 275 |
| | 650 |
|
Depreciation and amortization | 383 |
| | 317 |
|
Depreciation on real estate held for investment | 44 |
| | 66 |
|
Net amortization of securities premiums and discounts | 205 |
| | 272 |
|
Amortization and impairment of mortgage servicing rights | 146 |
| | 215 |
|
Gain on sales of available-for-sale securities | (11 | ) | | (73 | ) |
Gain on sales of branches and other assets | (1 | ) | | (6 | ) |
Write-down of real estate held-for-sale | 47 |
| | — |
|
(Gain) loss on sale of foreclosed real estate | (21 | ) | | 20 |
|
Write-down of foreclosed real estate | 26 |
| | 57 |
|
Loans originated for sale | (17,004 | ) | | (14,510 | ) |
Proceeds from sale of loans | 17,037 |
| | 13,485 |
|
Gain on sale of loans, net | (210 | ) | | (243 | ) |
ESOP compensation expense | 283 |
| | 198 |
|
Stock based compensation expense | 417 |
| | 402 |
|
Deferred income taxes | 1,202 |
| | 488 |
|
Increase in cash surrender value of life insurance | (220 | ) | | (230 | ) |
Net change in: | |
| | |
|
Other assets | (650 | ) | | (107 | ) |
Other liabilities and advance payments by borrowers for property taxes and insurance | (4,815 | ) | | (4,317 | ) |
Net cash used in operating activities | (955 | ) | | (2,385 | ) |
Cash Flows From Investing Activities | |
| | |
|
Purchases of securities available-for-sale | (16,272 | ) | | (10,287 | ) |
Proceeds from sales of securities available-for-sale | 8,740 |
| | 17,536 |
|
Proceeds from maturities, prepayments, and calls of securities available-for-sale | 6,282 |
| | 5,819 |
|
Purchases of securities held to maturity | — |
| | (3,025 | ) |
Purchases of real estate held for investment | (18 | ) | | — |
|
Proceeds from sale of real estate held for investment | 185 |
| | — |
|
Purchase of FHLB stock | — |
| | (680 | ) |
Net increase in loans | (15,650 | ) | | (51,648 | ) |
Purchase of bank-owned life insurance | (637 | ) | | — |
|
Purchases of office properties and equipment | (141 | ) | | (486 | ) |
Proceeds from sales of real estate held-for-sale | 27 |
| | — |
|
Proceeds from sales of foreclosed real estate | 278 |
| | 603 |
|
Net cash used in investing activities | (17,206 | ) | | (42,168 | ) |
Cash Flows From Financing Activities | |
| | |
|
Net increase in deposits | 19,197 |
| | 57,119 |
|
Proceeds from long-term Federal Home Loan Bank advances | 20,000 |
| | — |
|
Net repayment of short-term Federal Home Loan Bank advances | (18,000 | ) | | (4,000 | ) |
Proceeds from exercise of stock options | 64 |
| | — |
|
Repurchase of common stock | (3,242 | ) | | (9,369 | ) |
Net cash provided by financing activities | 18,019 |
| | 43,750 |
|
Net decrease in cash and cash equivalents | (142 | ) | | (803 | ) |
Cash and cash equivalents at beginning | 16,488 |
| | 17,608 |
|
Cash and cash equivalents at end | $ | 16,346 |
| | $ | 16,805 |
|
Supplemental Disclosures of Cash Flow Information | |
| | |
|
Interest paid (including amounts credited to deposits) | $ | 1,231 |
| | $ | 888 |
|
Supplemental Schedules of Non-cash Investing Activities | |
| | |
|
Loans receivable transferred to foreclosed real estate | $ | — |
| | $ | 425 |
|
See Notes to Unaudited Consolidated Financial Statements.
Westbury Bancorp, Inc. and Subsidiary
Notes to Unaudited Consolidated Financial Statements
(Dollars in Thousands, except per share data)
Note 1. Basis of Presentation
The accompanying unaudited consolidated financial statements of Westbury Bancorp, Inc. and its wholly-owned subsidiary, Westbury Bank, (the "Bank", and collectively, the “Company”) have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 8-03 of Regulation S-X. Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations.
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates used in the preparation of the financial statements are based on various factors including the current interest rate environment and the general strength of the local economy. Changes in the overall interest rate environment can significantly affect the Company’s net interest income and the value of its recorded assets and liabilities. Actual results could differ from those estimates used in the preparation of the financial statements. Certain prior period amounts have been reclassified to conform to current period presentation. These reclassifications did not result in any changes to previously reported net income or stockholders’ equity.
In the opinion of management, the accompanying unaudited financial statements contain all adjustments (consisting only of normal recurring accruals) necessary to present fairly the Company’s financial condition as of March 31, 2016 and September 30, 2015 and the results of operations and cash flows for the interim periods ended March 31, 2016 and 2015. All interim amounts are unaudited, and the results of operations for the interim periods herein are not necessarily indicative of the results of operations to be expected for the year. These financial statements should be read in conjunction with the Company’s audited financial statements and notes thereto for the year ended September 30, 2015 filed with the U.S. Securities and Exchange Commission as part of Westbury Bancorp, Inc.’s Annual Report on Form 10-K for the year ended September 30, 2015.
The Jumpstart Our Business Startups Act (the "JOBS Act"), which was signed into law on April 5, 2012, has made numerous changes to the federal securities laws to facilitate access to capital markets. Under the JOBS Act, a company with total annual gross revenues of less than $1.0 billion during its most recently completed fiscal year qualifies as an “emerging growth company.” The Company qualifies as an “emerging growth company” and believes that it will continue to qualify as an “emerging growth company” until five years from the completion of the Company's initial public stock offering in April 2013.
As an “emerging growth company,” the Company has elected to use the extended transition period to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. Accordingly, the financial statements may not be comparable to the financial statements of companies that comply with such new or revised accounting standards.
Note 2. Recent Accounting Developments
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). ASU 2014-09 is intended to clarify the principles for recognizing revenue and to develop a common revenue standard for U.S. GAAP. ASU 2014-09 is effective for annual reporting periods and interim periods within those annual periods beginning after December 15, 2019. Adoption by the Company is not expected to have a material impact on the consolidated financial statements and related disclosures.
In June 2014, the FASB issued ASU 2014-12, Compensation - Stock Compensation (Topic 718) - Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved After the Requisite Service Period. ASU 2014-12 is intended to clarify the accounting for the timing of expense recognition related to employee share-based payments in which a performance target that effects vesting could be achieved after the requisite service period. ASU 2014-12 is effective for annual periods and interim periods within those annual periods beginning after December 15, 2015. Adoption by the Company is not expected to have a material impact on the consolidated financial statements and related disclosures.
Westbury Bancorp, Inc. and Subsidiary
Notes to Unaudited Consolidated Financial Statements
(Dollars in Thousands, except per share data)
In August 2014, the FASB issued ASU 2014-14, Receivables - Troubled Debt Restructuring by Creditors (Topic 310) - Classification of Certain Government-Guaranteed Mortgage Loans Upon Foreclosure. ASU 2014-14 is intended to clarify the accounting for and improve the consistency of balance sheet classification of certain foreclosed mortgage loans that are either fully or partially guaranteed under government programs. Greater consistency in classification of such mortgage loans upon foreclosure is expected to provide more decision-useful information about a creditor's foreclosed mortgage loans that are expected to be recovered, at least in part, through government guarantees. ASU 2014-14 is effective for annual periods and interim periods within those annual periods beginning after December 15, 2015. Adoption by the Company is not expected to have a material impact on the consolidated financial statements and related disclosures.
In January 2016, the FASB issued ASU 2016-01, Financial Instruments - Overall (Subtopic 825-10) - Recognition and Measurement of Financial Assets and Financial Liabilities. ASU 2016-01 is intended to enhance the reporting model for financial instruments to provide users of financial statements with more decision-useful information. ASU 2016-01 is effective for annual periods beginning after December 15, 2018, and interim periods within those annual periods beginning after December 15, 2019. Adoption by the Company is not expected to have a material impact on the consolidated financial statements and related disclosures.
In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). ASU 2016-02 is intended to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. ASU 2016-02 is effective for annual periods and interim periods within those annual periods beginning after December 15, 2018. The Company is evaluating the potential impact of ASU 2016-02 on the consolidated financial statements and related disclosures.
Note 3. Earnings Per Share
Earnings per common share is computed using the two-class method. Basic earnings per common share is computed by dividing net income by the weighted-average number of common shares outstanding, adjusted for weighted average unallocated ESOP shares, during the applicable period, excluding outstanding participating securities. Participating securities include non-vested restricted stock awards to the extent holders of these securities are entitled to receive non-forfeitable dividends or dividend equivalents at the same rate as holders of the Company's common stock. Diluted earnings per share is computed using the weighted-average number of shares determined for the basic earnings per common share computation plus the dilutive effect of stock compensation using the treasury stock method.
The following table presents a reconciliation of the number of shares used in the calculation of basic and diluted earnings per common share (in thousands, except share and per share data).
|
| | | | | | | | | | | | | | | |
| Three Months Ended March 31, | | Six Months Ended March 31, |
| 2016 | | 2015 | | 2016 | | 2015 |
Net income | $ | 873 |
| | $ | 484 |
| | $ | 1,912 |
| | $ | 931 |
|
Basic potential common shares: | |
| | | | | | |
Weighted average shares outstanding | 4,073,133 |
| | 4,657,638 |
| | 4,118,040 |
| | 4,746,438 |
|
Weighted average unallocated ESOP shares | (346,266 | ) | | (368,549 | ) | | (349,713 | ) | | (371,149 | ) |
Basic weighted average shares outstanding | 3,726,867 |
| | 4,289,089 |
| | 3,768,327 |
| | 4,375,289 |
|
Dilutive effect of equity awards | 53,290 |
| | 33,670 |
| | 47,662 |
| | 28,971 |
|
Diluted weighted average shares outstanding | 3,780,157 |
| | 4,322,759 |
| | 3,815,989 |
| | 4,404,260 |
|
Basic income per share | $ | 0.23 |
| | $ | 0.11 |
| | $ | 0.51 |
| | $ | 0.21 |
|
Diluted income per share | $ | 0.23 |
| | $ | 0.11 |
| | $ | 0.50 |
| | $ | 0.21 |
|
Westbury Bancorp, Inc. and Subsidiary
Notes to Unaudited Consolidated Financial Statements
(Dollars in Thousands, except per share data)
Note 4. Investment Securities
The amortized cost and fair value of investment securities are summarized as follows:
|
| | | | | | | | | | | | | | | |
| March 31, 2016 |
| Amortized Cost | | Gross Unrealized Gains | | Gross Unrealized Losses | | Fair Value |
Available for Sale | | | | | | | |
U.S. Government and agency securities | $ | 24 |
| | $ | 1 |
| | $ | — |
| | $ | 25 |
|
U.S. Government agency residential mortgage-backed securities | 38,908 |
| | 506 |
| | (77 | ) | | 39,337 |
|
U.S. Government agency collateralized mortgage obligations | 1,770 |
| | 15 |
| | (22 | ) | | 1,763 |
|
U.S. Government agency commercial mortgage-backed securities | 13,557 |
| | 172 |
| | (21 | ) | | 13,708 |
|
Municipal securities | 22,624 |
| | 535 |
| | — |
| | 23,159 |
|
Corporate securities | 3,879 |
| | 69 |
| | (4 | ) | | 3,944 |
|
Total Available for Sale | 80,762 |
| | 1,298 |
| | (124 | ) | | 81,936 |
|
Held to Maturity | | | | | | | |
Municipal securities | 2,459 |
| | 40 |
| | — |
| | 2,499 |
|
Total Investment Securities | $ | 83,221 |
| | $ | 1,338 |
|
| $ | (124 | ) |
| $ | 84,435 |
|
| | | | | | | |
| September 30, 2015 |
| Amortized Cost | | Gross Unrealized Gains | | Gross Unrealized Losses | | Fair Value |
Available for Sale | | | | | | | |
U.S. Government and agency securities | $ | 24 |
| | $ | 1 |
| | $ | — |
| | $ | 25 |
|
U.S. Government agency residential mortgage-backed securities | 39,380 |
| | 456 |
| | (144 | ) | | 39,692 |
|
U.S. Government agency collateralized mortgage obligations | 1,963 |
| | 18 |
| | (40 | ) | | 1,941 |
|
U.S. Government agency commercial mortgage-backed securities | 13,993 |
| | 121 |
| | (15 | ) | | 14,099 |
|
Municipal securities | 21,494 |
| | 222 |
| | (49 | ) | | 21,667 |
|
Corporate securities | 2,852 |
| | 12 |
| | (2 | ) | | 2,862 |
|
Total Available for Sale | 79,706 |
| | 830 |
| | (250 | ) | | 80,286 |
|
Held to Maturity | | | | | | | |
Municipal securities | 2,459 |
| | 31 |
| | — |
| | 2,490 |
|
Total Investment Securities | $ | 82,165 |
| | $ | 861 |
| | $ | (250 | ) | | $ | 82,776 |
|
Westbury Bancorp, Inc. and Subsidiary
Notes to Unaudited Consolidated Financial Statements
(Dollars in Thousands, except per share data)
The amortized cost and fair value of investment securities, by contractual maturity, at March 31, 2016 are shown in the following table. Actual maturities differ from contractual maturities for mortgage-backed securities because the mortgages underlying the securities may be called or repaid without penalty. Therefore, these securities are not presented in the maturity categories in the table below.
|
| | | | | | | |
| March 31, 2016 |
| Amortized Cost | | Fair Value |
Available for sale: | | | |
Due in one year or less | $ | 912 |
| | $ | 913 |
|
Due after one year through five years | 10,183 |
| | 10,396 |
|
Due after five years through ten years | 13,750 |
| | 14,116 |
|
Due after ten years | 1,682 |
| | 1,703 |
|
U.S. Government agency collateralized mortgage obligations | 1,770 |
| | 1,763 |
|
U.S. Government agency residential mortgage-backed securities | 38,908 |
| | 39,337 |
|
U.S. Government agency commercial mortgage-backed securities | 13,557 |
| | 13,708 |
|
| 80,762 |
| | 81,936 |
|
| | | |
Held to maturity: | | | |
Due in one year or less | 166 |
| | 166 |
|
Due after one year through five years | 690 |
| | 694 |
|
Due after five years through ten years | 954 |
| | 974 |
|
Due after ten years | 649 |
| | 665 |
|
| 2,459 |
| | 2,499 |
|
Total | $ | 83,221 |
| | $ | 84,435 |
|
Proceeds from sales of investment securities during the three months ended March 31, 2016 and 2015, were $3,521 and $5,452, respectively. Gross realized gains, during the three months ended March 31, 2016 and 2015, on these sales amounted to $11 and $14, respectively. Gross realized losses on these sales were $2 and $11, during the three months ended March 31, 2016 and 2015, respectively.
Proceeds from sales of investment securities during the six months ended March 31, 2016 and 2015, were $8,740 and $17,536, respectively. Gross realized gains, during the six months ended March 31, 2016 and 2015, on these sales amounted to $23 and $125, respectively. Gross realized losses on these sales were $12 and $52, during the six months ended March 31, 2016 and 2015, respectively.
There were no investment securities that were pledged to secure deposits or for other purposes required or permitted by law at March 31, 2016 and September 30, 2015.
Westbury Bancorp, Inc. and Subsidiary
Notes to Unaudited Consolidated Financial Statements
(Dollars in Thousands, except per share data)
Information pertaining to securities with gross unrealized losses, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position, are summarized as follows:
|
| | | | | | | | | | | | | | | | | | | | | | | |
| March 31, 2016 |
| Less than 12 Months | | 12 Months or Longer | | Total |
| Fair Value | | Unrealized Loss | | Fair Value | | Unrealized Loss | | Fair Value | | Unrealized Loss |
U.S. Government and agency securities | $ | — |
| | $ | — |
| | $ | — |
| | $ | — |
| | $ | — |
| | $ | — |
|
U.S. Government agency residential mortgage-backed securities | 3,302 |
| | (6 | ) | | 6,477 |
| | (71 | ) | | 9,779 |
| | (77 | ) |
U.S. Government agency collateralized mortgage obligations | — |
| | — |
| | 620 |
| | (22 | ) | | 620 |
| | (22 | ) |
U.S Government agency commercial mortgage-backed securities | 4,130 |
| | (21 | ) | | — |
| | — |
| | 4,130 |
| | (21 | ) |
Municipal securities | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
Corporate securities | 246 |
| | (4 | ) | | — |
| | — |
| | 246 |
| | (4 | ) |
| $ | 7,678 |
| | $ | (31 | ) | | $ | 7,097 |
| | $ | (93 | ) | | $ | 14,775 |
| | $ | (124 | ) |
|
| | | | | | | | | | | | | | | | | | | | | | | |
| September 30, 2015 |
| Less than 12 Months | | 12 Months or Longer | | Total |
| Fair Value | | Unrealized Loss | | Fair Value | | Unrealized Loss | | Fair Value | | Unrealized Loss |
U.S. Government and agency securities | $ | — |
| | $ | — |
| | $ | — |
| | $ | — |
| | $ | — |
| | $ | — |
|
U.S. Government agency residential mortgage-backed securities | 7,270 |
| | (59 | ) | | 6,168 |
| | (85 | ) | | 13,438 |
| | (144 | ) |
U.S. Government agency collateralized mortgage obligations | — |
| | — |
| | 627 |
| | (40 | ) | | 627 |
| | (40 | ) |
U.S. Government agency commercial mortgage-backed securities | 3,511 |
| | (15 | ) | | — |
| | — |
| | 3,511 |
| | (15 | ) |
Municipal securities | 3,661 |
| | (45 | ) | | 151 |
| | (4 | ) | | 3,812 |
| | (49 | ) |
Corporate securities | 510 |
| | (2 | ) | | — |
| | — |
| | 510 |
| | (2 | ) |
| $ | 14,952 |
| | $ | (121 | ) | | $ | 6,946 |
| | $ | (129 | ) | | $ | 21,898 |
| | $ | (250 | ) |
At March 31, 2016, the Company's investment portfolio included 9 securities available-for-sale which had been in an unrealized loss position for more than twelve months and 8 securities available-for-sale which had been in an unrealized loss position for less than twelve months. These securities are considered to be acceptable credit risks. Based upon an evaluation of the available evidence, including recent changes in market rates, credit rating information and information obtained from regulatory filings, management believes the decline in fair value for these securities is temporary. The Company does not have any current requirement to sell and does not currently intend to sell these securities prior to any anticipated recovery in fair value.
At September 30, 2015, the investment portfolio included 9 securities available-for-sale which had been in an unrealized loss position for greater than twelve months and 22 securities available-for-sale which had been in an unrealized loss position for less than twelve months.
Westbury Bancorp, Inc. and Subsidiary
Notes to Unaudited Consolidated Financial Statements
(Dollars in Thousands, except per share data)
Note 5. Loans
A summary of the balances of loans follows:
|
| | | | | | | |
| March 31, 2016 | | September 30, 2015 |
Real estate: | |
| | |
|
Single family | $ | 152,492 |
| | $ | 153,141 |
|
Multifamily | 121,140 |
| | 105,750 |
|
Commercial real estate | 166,067 |
| | 162,957 |
|
Construction and land development | 17,250 |
| | 18,831 |
|
Total real estate | 456,949 |
| | 440,679 |
|
Commercial business | 38,110 |
| | 38,200 |
|
Consumer: | |
| | |
|
Home equity lines of credit | 14,679 |
| | 14,881 |
|
Education | 3,748 |
| | 4,106 |
|
Other | 420 |
| | 523 |
|
Total consumer | 18,847 |
| | 19,510 |
|
Total loans | 513,906 |
| | 498,389 |
|
Less: | |
| | |
|
Net deferred loan fees | 243 |
| | 366 |
|
Allowance for loan losses | 4,863 |
| | 4,598 |
|
Net loans | $ | 508,800 |
| | $ | 493,425 |
|
The following tables present the contractual aging of the Company's recorded investment in past due loans by class of loans as of March 31, 2016 and September 30, 2015:
|
| | | | | | | | | | | | | | | | | | | | |
March 31, 2016 | | Current | | 30-59 Days Past Due | | 60-89 Days Past Due | | Loans Past Due 90 Days or More | | Total |
Single family | | $ | 151,651 |
| | $ | 477 |
| | $ | 24 |
| | $ | 340 |
| | $ | 152,492 |
|
Multifamily | | 121,140 |
| | — |
| | — |
| | — |
| | 121,140 |
|
Commercial real estate | | 166,067 |
| | — |
| | — |
| | — |
| | 166,067 |
|
Construction and land development | | 17,246 |
| | — |
| | — |
| | 4 |
| | 17,250 |
|
Commercial business | | 38,110 |
| | — |
| | — |
| | — |
| | 38,110 |
|
Consumer and other: | | |
| | |
| | |
| | |
| | |
|
Home equity lines of credit | | 14,652 |
| | — |
| | — |
| | 27 |
| | 14,679 |
|
Education | | 3,643 |
| | 40 |
| | 25 |
| | 40 |
| | 3,748 |
|
Other | | 420 |
| | — |
| | — |
| | — |
| | 420 |
|
| | $ | 512,929 |
| | $ | 517 |
| | $ | 49 |
| | $ | 411 |
| | $ | 513,906 |
|
Westbury Bancorp, Inc. and Subsidiary
Notes to Unaudited Consolidated Financial Statements
(Dollars in Thousands, except per share data)
|
| | | | | | | | | | | | | | | | | | | | |
September 30, 2015 | | Current | | 30-59 Days Past Due | | 60-89 Days Past Due | | Loans Past Due 90 Days or More | | Total |
Single family | | $ | 152,245 |
| | $ | 473 |
| | $ | 83 |
| | $ | 340 |
| | $ | 153,141 |
|
Multifamily | | 105,750 |
| | — |
| | — |
| | — |
| | 105,750 |
|
Commercial real estate | | 162,957 |
| | — |
| | — |
| | — |
| | 162,957 |
|
Construction and land development | | 18,827 |
| | 4 |
| | — |
| | — |
| | 18,831 |
|
Commercial business | | 38,200 |
| | — |
| | — |
| | — |
| | 38,200 |
|
Consumer and other: | | |
| | |
| | |
| | |
| | |
|
Home equity lines of credit | | 14,691 |
| | — |
| | — |
| | 190 |
| | 14,881 |
|
Education | | 3,782 |
| | 79 |
| | — |
| | 245 |
| | 4,106 |
|
Other | | 523 |
| | — |
| | — |
| | — |
| | 523 |
|
| | $ | 496,975 |
| | $ | 556 |
| | $ | 83 |
| | $ | 775 |
| | $ | 498,389 |
|
There were no loans past due ninety days or more and still accruing interest as of March 31, 2016 and September 30, 2015.
The following table presents the recorded investment in nonaccrual loans by class of loans as of March 31, 2016 and September 30, 2015:
|
| | | | | | | |
| March 31, 2016 | | September 30, 2015 |
Single family | $ | 340 |
| | $ | 340 |
|
Multifamily | — |
| | — |
|
Commercial real estate | — |
| | — |
|
Construction and land development | 4 |
| | — |
|
Commercial business | — |
| | — |
|
Consumer and other: | | | |
Home equity lines of credit | 38 |
| | 203 |
|
Education | 65 |
| | 260 |
|
Other | — |
| | — |
|
| $ | 447 |
| | $ | 803 |
|
As part of the on-going monitoring of the credit quality of the Company’s loan portfolio, management categorizes loans into risk categories based on relevant information about the ability of the borrowers to service their debt and comply with various terms of their underlying loan agreements. The Company considers current financial information, historical payment experience, credit documentation, public information and current economic trends when classifying its loans into risk categories. Generally, all sizable credits receive a financial review no less than annually to monitor and adjust, if necessary, the credit’s risk profile. Credits classified as special mention, substandard or doubtful generally receive a review more frequently than annually.
The Company categorizes performing, potential problem, and problem loans into the following risk categories based on relevant information about the ability of borrowers to service their debt:
Pass — A pass asset is well protected by the current worth and paying capacity of the obligor (or guarantors, if any) or by the fair value, less costs to acquire and sell in a timely manner, of any underlying collateral.
Watch — A watch asset has potential weaknesses that deserve management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the asset or in the Company’s credit position at some future date. Watch assets are a sub-category of Pass which do not expose the Company to sufficient risk to warrant further classification.
Westbury Bancorp, Inc. and Subsidiary
Notes to Unaudited Consolidated Financial Statements
(Dollars in Thousands, except per share data)
Special Mention — A special mention asset has characteristics of deterioration in quality exhibited by any number of well-defined weaknesses requiring significant corrective action. The repayment ability of the borrower has not been validated, or has become marginal or weak, and the loan may have exhibited some overdue payments or payment extensions and/or renewals.
Substandard — A substandard asset is an asset with a well-defined weakness that jeopardizes repayment, in whole or in part, of the debt. These credits are inadequately protected by the current sound worth and paying capacity of the obligor or of the collateral pledged. These assets are characterized by the distinct possibility that the Company will or has sustained some loss of principal and/or interest if the deficiencies are not corrected.
Doubtful — A doubtful asset is an asset that has all the weaknesses inherent in the substandard classification with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions and values, highly questionable and improbable. These credits have a high probability for loss, yet because certain important and reasonably specific pending factors may work toward the strengthening of the asset, its classification of loss is deferred until its more exact status can be determined.
Homogeneous loan types are assessed for credit quality based on the contractual aging status of the loan and payment activity. In certain cases, based upon payment performance, the loan being related with another commercial type loan or for other reasons, a loan may be categorized into one of the risk categories noted above, unless such loan carries private mortgage insurance (PMI). Such assessment is completed at the end of each reporting period.
The following tables present the risk category of loans evaluated by internal asset classification based on the most recent analysis performed by the Company and the contractual aging as of March 31, 2016 and September 30, 2015:
|
| | | | | | | | | | | | | | | | | | | | | | | | |
March 31, 2016 | | Pass | | Watch | | Special Mention | | Substandard | | Doubtful | | Total |
Single family | | $ | 150,147 |
| | $ | 802 |
| | $ | — |
| | $ | 1,543 |
| | $ | — |
| | $ | 152,492 |
|
Multifamily | | 115,563 |
| | 5,577 |
| | — |
| | — |
| | — |
| | 121,140 |
|
Commercial real estate | | 163,374 |
| | 1,992 |
| | 403 |
| | 298 |
| | — |
| | 166,067 |
|
Construction and land development | | 17,199 |
| | — |
| | — |
| | 51 |
| | — |
| | 17,250 |
|
Commercial business | | 38,048 |
| | — |
| | — |
| | 62 |
| | — |
| | 38,110 |
|
Consumer and other: | | |
| | |
| | |
| | |
| | |
| | |
|
Home equity lines of credit | | 14,541 |
| | — |
| | — |
| | 138 |
| | — |
| | 14,679 |
|
Education | | 3,748 |
| | — |
| | — |
| | — |
| | — |
| | 3,748 |
|
Other | | 420 |
| | — |
| | — |
| | — |
| | — |
| | 420 |
|
Total | | $ | 503,040 |
| | $ | 8,371 |
| | $ | 403 |
| | $ | 2,092 |
| | $ | — |
| | $ | 513,906 |
|
|
| | | | | | | | | | | | | | | | | | | | | | | | |
September 30, 2015 | | Pass | | Watch | | Special Mention | | Substandard | | Doubtful | | Total |
Single family | | $ | 150,421 |
| | $ | 1,135 |
| | $ | — |
| | $ | 1,585 |
| | $ | — |
| | $ | 153,141 |
|
Multifamily | | 103,117 |
| | 2,633 |
| | — |
| | — |
| | — |
| | 105,750 |
|
Commercial real estate | | 159,104 |
| | 3,136 |
| | 410 |
| | 307 |
| | — |
| | 162,957 |
|
Construction and land development | | 18,831 |
| | — |
| | — |
| | — |
| | — |
| | 18,831 |
|
Commercial business | | 36,561 |
| | — |
| | — |
| | 1,639 |
| | — |
| | 38,200 |
|
Consumer and other: | | |
| | |
| | |
| | |
| | |
| | |
|
Home equity lines of credit | | 14,636 |
| | — |
| | — |
| | 245 |
| | — |
| | 14,881 |
|
Education | | 4,106 |
| | — |
| | — |
| | — |
| | — |
| | 4,106 |
|
Other | | 523 |
| | — |
| | — |
| | — |
| | — |
| | 523 |
|
| | $ | 487,299 |
| | $ | 6,904 |
| | $ | 410 |
| | $ | 3,776 |
| | $ | — |
| | $ | 498,389 |
|
Westbury Bancorp, Inc. and Subsidiary
Notes to Unaudited Consolidated Financial Statements
(Dollars in Thousands, except per share data)
The following tables provide additional detail of the activity in the allowance for loan losses, by portfolio segment, for the three months ended March 31, 2016 and 2015:
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Three Months Ended March 31, 2016 | | Single Family | | Multifamily | | Commercial Real Estate | | Construction and Land Development | | Commercial Business | | Consumer and Other | | Total |
Allowance for loan losses: | | |
| | |
| | |
| | |
| | |
| | |
| | |
|
Beginning balance | | $ | 1,031 |
| | $ | 1,340 |
| | $ | 1,652 |
| | $ | 344 |
| | $ | 302 |
| | $ | 78 |
| | $ | 4,747 |
|
Provision for loan losses | | 44 |
| | (160 | ) | | 148 |
| | (9 | ) | | 113 |
| | (11 | ) | | 125 |
|
Loans charged-off | | (30 | ) | | — |
| | — |
| | — |
| | — |
| | — |
| | (30 | ) |
Recoveries | | 13 |
| | — |
| | 1 |
| | — |
| | 5 |
| | 2 |
| | 21 |
|
Ending balance | | $ | 1,058 |
| | $ | 1,180 |
| | $ | 1,801 |
| | $ | 335 |
| | $ | 420 |
| | $ | 69 |
| | $ | 4,863 |
|
Period-ended amount allocated for: | | |
| | |
| | |
| | |
| | |
| | |
| | |
|
Individually evaluated for impairment | | $ | 3 |
| | $ | — |
| | $ | — |
| | $ | — |
| | $ | — |
| | $ | 54 |
| | $ | 57 |
|
Collectively evaluated for impairment | | 1,055 |
| | 1,180 |
| | 1,801 |
| | 335 |
| | 420 |
| | 15 |
| | 4,806 |
|
Ending balance | | $ | 1,058 |
| | $ | 1,180 |
| | $ | 1,801 |
| | $ | 335 |
| | $ | 420 |
| | $ | 69 |
| | $ | 4,863 |
|
Loans: | | |
| | |
| | |
| | |
| | |
| | |
| | |
|
Individually evaluated for impairment | | $ | 1,736 |
| | $ | 1,789 |
| | $ | — |
| | $ | — |
| | $ | — |
| | $ | 92 |
| | $ | 3,617 |
|
Collectively evaluated for impairment | | 150,756 |
| | 119,351 |
| | 166,067 |
| | 17,250 |
| | 38,110 |
| | 18,755 |
| | 510,289 |
|
Ending balance | | $ | 152,492 |
| | $ | 121,140 |
| | $ | 166,067 |
| | $ | 17,250 |
| | $ | 38,110 |
| | $ | 18,847 |
| | $ | 513,906 |
|
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Three Months Ended March 31, 2015 | | Single Family | | Multifamily | | Commercial Real Estate | | Construction and Land Development | | Commercial Business | | Consumer and Other | | Total |
Allowance for loan losses: | | |
| | |
| | |
| | |
| | |
| | |
| | |
|
Beginning balance | | $ | 1,025 |
| | $ | 932 |
| | $ | 1,388 |
| | $ | 367 |
| | $ | 412 |
| | $ | 100 |
| | $ | 4,224 |
|
Provision for loan losses | | 86 |
| | 93 |
| | 124 |
| | (6 | ) | | (2 | ) | | 5 |
| | 300 |
|
Loans charged-off | | (47 | ) | | — |
| | (14 | ) | | — |
| | — |
| | — |
| | (61 | ) |
Recoveries | | — |
| | — |
| | 9 |
| | — |
| | 5 |
| | 6 |
| | 20 |
|
Ending balance | | $ | 1,064 |
| | $ | 1,025 |
| | $ | 1,507 |
| | $ | 361 |
| | $ | 415 |
| | $ | 111 |
| | $ | 4,483 |
|
Period-ended amount allocated for: | | |
| | |
| | |
| | |
| | |
| | |
| | |
|
Individually evaluated for impairment | | $ | 40 |
| | $ | — |
| | $ | — |
| | $ | — |
| | $ | — |
| | $ | 57 |
| | $ | 97 |
|
Collectively evaluated for impairment | | 1,024 |
| | 1,025 |
| | 1,507 |
| | 361 |
| | 415 |
| | 54 |
| | 4,386 |
|
Ending balance | | $ | 1,064 |
| | $ | 1,025 |
| | $ | 1,507 |
| | $ | 361 |
| | $ | 415 |
| | $ | 111 |
| | $ | 4,483 |
|
Loans: | | |
| | |
| | |
| | |
| | |
| | |
| | |
|
Individually evaluated for impairment | | $ | 1,683 |
| | $ | 1,874 |
| | $ | 1,085 |
| | $ | — |
| | $ | — |
| | $ | 278 |
| | $ | 4,920 |
|
Collectively evaluated for impairment | | 148,419 |
| | 90,320 |
| | 154,036 |
| | 20,941 |
| | 34,569 |
| | 19,046 |
| | 467,331 |
|
Ending balance | | $ | 150,102 |
| | $ | 92,194 |
| | $ | 155,121 |
| | $ | 20,941 |
| | $ | 34,569 |
| | $ | 19,324 |
| | $ | 472,251 |
|
Westbury Bancorp, Inc. and Subsidiary
Notes to Unaudited Consolidated Financial Statements
(Dollars in Thousands, except per share data)
The following tables provide additional detail of the activity in the allowance for loan losses, by portfolio segment, for the six months ended March 31, 2016 and 2015:
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Six Months Ended March 31, 2016 | | Single Family | | Multifamily | | Commercial Real Estate | | Construction and Land Development | | Commercial Business | | Consumer and Other | | Total |
Allowance for loan losses: | | |
| | |
| | |
| | |
| | |
| | |
| | |
|
Beginning balance | | $ | 1,073 |
| | $ | 1,013 |
| | $ | 1,604 |
| | $ | 330 |
| | $ | 498 |
| | $ | 80 |
| | $ | 4,598 |
|
Provision for loan losses | | 2 |
| | 167 |
| | 195 |
| | 5 |
| | (87 | ) | | (7 | ) | | 275 |
|
Loans charged-off | | (30 | ) | | — |
| | — |
| | — |
| | — |
| | (10 | ) | | (40 | ) |
Recoveries | | 13 |
| | — |
| | 2 |
| | — |
| | 9 |
| | 6 |
| | 30 |
|
Ending balance | | $ | 1,058 |
| | $ | 1,180 |
| | $ | 1,801 |
| | $ | 335 |
| | $ | 420 |
| | $ | 69 |
| | $ | 4,863 |
|
Period-ended amount allocated for: | | |
| | |
| | |
| | |
| | |
| | |
| | |
|
Individually evaluated for impairment | | $ | 3 |
| | $ | — |
| | $ | — |
| | $ | — |
| | $ | — |
| | $ | 54 |
| | $ | 57 |
|
Collectively evaluated for impairment | | 1,055 |
| | 1,180 |
| | 1,801 |
| | 335 |
| | 420 |
| | 15 |
| | 4,806 |
|
Ending Balance | | $ | 1,058 |
| | $ | 1,180 |
| | $ | 1,801 |
| | $ | 335 |
| | $ | 420 |
| | $ | 69 |
| | $ | 4,863 |
|
Loans: | | |
| | |
| | |
| | |
| | |
| | |
| | |
|
Individually evaluated for impairment | | $ | 1,736 |
| | $ | 1,789 |
| | $ | — |
| | $ | — |
| | $ | — |
| | $ | 92 |
| | $ | 3,617 |
|
Collectively evaluated for impairment | | 150,756 |
| | 119,351 |
| | 166,067 |
| | 17,250 |
| | 38,110 |
| | 18,755 |
| | 510,289 |
|
Ending Balance | | $ | 152,492 |
| | $ | 121,140 |
| | $ | 166,067 |
| | $ | 17,250 |
| | $ | 38,110 |
| | $ | 18,847 |
| | $ | 513,906 |
|
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Six Months Ended March 31, 2015 | | Single Family | | Multifamily | | Commercial Real Estate | | Construction and Land Development | | Commercial Business | | Consumer and Other | | Total |
Allowance for loan losses: | | |
| | |
| | |
| | |
| | |
| | |
| | |
|
Beginning balance | | $ | 1,072 |
| | $ | 757 |
| | $ | 1,412 |
| | $ | 301 |
| | $ | 454 |
| | $ | 76 |
| | $ | 4,072 |
|
Provision for loan losses | | 189 |
| | 268 |
| | 139 |
| | 60 |
| | (36 | ) | | 30 |
| | 650 |
|
Loans charged-off | | (208 | ) | | — |
| | (62 | ) | | — |
| | (14 | ) | | (2 | ) | | (286 | ) |
Recoveries | | 11 |
| | — |
| | 18 |
| | — |
| | 11 |
| | 7 |
| | 47 |
|
Ending balance | | $ | 1,064 |
| | $ | 1,025 |
| | $ | 1,507 |
| | $ | 361 |
| | $ | 415 |
| | $ | 111 |
| | $ | 4,483 |
|
Period-ended amount allocated for: | | |
| | |
| | |
| | |
| | |
| | |
| | |
|
Individually evaluated for impairment | | $ | 40 |
| | $ | — |
| | $ | — |
| | $ | — |
| | $ | — |
| | $ | 57 |
| | $ | 97 |
|
Collectively evaluated for impairment | | 1,024 |
| | 1,025 |
| | 1,507 |
| | 361 |
| | 415 |
| | 54 |
| | 4,386 |
|
Ending balance | | $ | 1,064 |
| | $ | 1,025 |
| | $ | 1,507 |
| | $ | 361 |
| | $ | 415 |
| | $ | 111 |
| | $ | 4,483 |
|
Loans: | | |
| | |
| | |
| | |
| | |
| | |
| | |
|
Individually evaluated for impairment | | $ | 1,683 |
| | $ | 1,874 |
| | $ | 1,085 |
| | $ | — |
| | $ | — |
| | $ | 278 |
| | $ | 4,920 |
|
Collectively evaluated for impairment | | 148,419 |
| | 90,320 |
| | 154,036 |
| | 20,941 |
| | 34,569 |
| | 19,046 |
| | 467,331 |
|
Ending balance | | $ | 150,102 |
| | $ | 92,194 |
| | $ | 155,121 |
| | $ | 20,941 |
| | $ | 34,569 |
| | $ | 19,324 |
| | $ | 472,251 |
|
Westbury Bancorp, Inc. and Subsidiary
Notes to Unaudited Consolidated Financial Statements
(Dollars in Thousands, except per share data)
The following tables present additional detail of impaired loans, segregated by segment, as of and for the three and six month periods ended March 31, 2016 and 2015. The unpaid principal balance represents the recorded balance prior to any partial charge-offs on the loans. The recorded investment represents customer balances net of any partial charge-offs recognized on the loans. The interest income recognized column represents all interest income on a loan reported on either a cash or accrual basis after the loan became impaired.
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | Three months ended | | Six months ended |
March 31, 2016 | | Unpaid Principal Balance | | Recorded Investment | | Allowance for Loan Losses Allocated | | Average Recorded Investment | | Interest Income Recognized | | Average Recorded Investment | | Interest Income Recognized |
With no related allowance recorded: | | |
| | |
| | |
| | |
| | |
| | |
| | |
|
Single family | | $ | 1,573 |
| | $ | 1,425 |
| | $ | — |
| | $ | 1,310 |
| | $ | 14 |
| | $ | 1,267 |
| | $ | 28 |
|
Multifamily | | 1,854 |
| | 1,789 |
| | — |
| | 1,803 |
| | 19 |
| | 1,812 |
| | 38 |
|
Commercial real estate | | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
Construction and land development | | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
Commercial business | | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
Consumer and other | | 116 |
| | 38 |
| | — |
| | 39 |
| | — |
| | 82 |
| | — |
|
With an allowance recorded: | | |
| | |
| | |
| | |
| | |
| | |
| | |
|
Single family | | 311 |
| | 311 |
| | 3 |
| | 361 |
| | 3 |
| | 378 |
| | 7 |
|
Multifamily | | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
Commercial real estate | | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
Construction and land development | | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
Commercial business | | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
Consumer and other | | 54 |
| | 54 |
| | 54 |
| | 55 |
| | 1 |
| | 55 |
| | 2 |
|
| | $ | 3,908 |
| | $ | 3,617 |
| | $ | 57 |
| | $ | 3,568 |
|
| $ | 37 |
| | $ | 3,594 |
| | $ | 75 |
|
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | Three months ended | | Six months ended |
March 31, 2015 | | Unpaid Principal Balance | | Recorded Investment | | Allowance for Loan Losses Allocated | | Average Recorded Investment | | Interest Income Recognized | | Average Recorded Investment | | Interest Income Recognized |
With no related allowance recorded: | | |
| | |
| | |
| | |
| | |
| | |
| | |
|
Single family | | $ | 1,569 |
| | $ | 1,367 |
| | $ | — |
| | $ | 1,258 |
| | $ | 12 |
| | $ | 1,310 |
| | $ | 21 |
|
Multifamily | | 1,970 |
| | 1,874 |
| | — |
| | 1,884 |
| | 20 |
| | 1,894 |
| | 40 |
|
Commercial real estate | | 1,179 |
| | 1,085 |
| | — |
| | 822 |
| | 15 |
| | 703 |
| | 25 |
|
Construction and land development | | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
Commercial business | | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
Consumer and other | | 301 |
| | 221 |
| | — |
| | 262 |
| | 1 |
| | 223 |
| | 2 |
|
With an allowance recorded: | | |
| | |
| | |
| | |
| | |
| | |
| | |
|
Single family | | 316 |
| | 316 |
| | 40 |
| | 355 |
| | 4 |
| | 343 |
| | 7 |
|
Multifamily | | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
Commercial real estate | | — |
| | — |
| | — |
| | — |
| | — |
| | 55 |
| | — |
|
Construction and land development | | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
Commercial business | | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
Consumer and other | | 57 |
| | 57 |
| | 57 |
| | 58 |
| | 1 |
| | 58 |
| | 1 |
|
| | $ | 5,392 |
| | $ | 4,920 |
| | $ | 97 |
| | $ | 4,639 |
| | $ | 53 |
| | $ | 4,586 |
| | $ | 96 |
|
Westbury Bancorp, Inc. and Subsidiary
Notes to Unaudited Consolidated Financial Statements
(Dollars in Thousands, except per share data)
The following is a summary of troubled debt restructured loans (TDRs) at March 31, 2016 and September 30, 2015:
|
| | | | | | | |
| March 31, 2016 | | September 30, 2015 |
Troubled debt restructurings - accrual | $ | 3,078 |
| | $ | 3,134 |
|
Troubled debt restructurings - nonaccrual | — |
| | — |
|
| $ | 3,078 |
| | $ | 3,134 |
|
Modifications of loan terms as a TDR are generally in the form of an extension of payment terms or lowering of the interest rate, although occasionally the Company has reduced the outstanding principal balance.
There were no loans modified as a TDR during the three or six months ended March 31, 2016 and 2015.
There were no re-defaults of TDRs that occurred during the three or six months ended March 31, 2016 and 2015.
Certain of the Bank’s executive officers, directors, and their associates are loan customers of the Bank. As of March 31, 2016 and September 30, 2015, loans of approximately $3,357 and $3,334, respectively, were outstanding to such parties. These loans were underwritten to the same standards as those used for comparable transactions with other persons and do not involve more than the normal risk of collectability.
An analysis of such loans is as follows:
|
| | | |
| Six Months Ended March 31, 2016 |
| |
Balance, beginning | $ | 3,334 |
|
New loans originated | — |
|
Draws on lines of credit | 72 |
|
Principal repayments | (418 | ) |
Other1 | 369 |
|
Balance, ending | $ | 3,357 |
|
1Officer, with existing loan, was promoted to executive officer position during the period.
Westbury Bancorp, Inc. and Subsidiary
Notes to Unaudited Consolidated Financial Statements
(Dollars in Thousands, except per share data)
Note 6. Deposits
The following table presents the composition of deposits as of:
|
| | | | | | | | | | | | | |
| March 31, 2016 | | September 30, 2015 |
| Amount | | Percent | | Amount | | Percent |
Checking Accounts: | |
| | |
| | |
| | |
|
Noninterest bearing | $ | 98,396 |
| | 17.88 | % | | $ | 101,486 |
| | 19.11 | % |
Interest bearing | 135,022 |
| | 24.54 | % | | 131,968 |
| | 24.85 | % |
| 233,418 |
| | 42.42 | % | | 233,454 |
| | 43.96 | % |
Passbook and Statement Savings | 131,066 |
| | 23.82 | % | | 127,431 |
| | 24.00 | % |
Variable Rate Money Market Accounts | 55,059 |
| | 10.01 | % | | 47,876 |
| | 9.02 | % |
Certificates of Deposit | 130,674 |
| | 23.75 | % | | 122,259 |
| | 23.02 | % |
| $ | 550,217 |
| | 100.00 | % | | $ | 531,020 |
| | 100.00 | % |
Certificates of deposit over one hundred thousand dollars totaled $72,869 and $64,155 as of March 31, 2016 and September 30, 2015, respectively. Of these amounts, $10,757 and $8,775 are equal to or greater than two hundred fifty thousand dollars as of March 31, 2016 and September 30, 2015, respectively.
Note 7. Regulatory Capital
The federal banking agencies have adopted regulations that substantially amend the capital regulations currently applicable to us. These regulations implement the Basel III regulatory capital reforms and changes required by the Dodd-Frank Act.
Effective January 1, 2015 (with some changes transitioned into full effectiveness over two to four years), the Bank became subject to new capital requirements adopted by the Office of the Comptroller of the Currency ("OCC"). These new requirements (1) create a new required capital ratio for common equity Tier 1 ("CETI") capital, (2) increase the leverage and Tier 1 capital ratios, (3) change the risk weight of certain assets for purposes of the risk-based capital ratios, (4) create an additional capital conservation buffer over the required capital ratios and (5) change what qualifies as capital for purposes of meeting these various capital requirements. Beginning in 2016, failure to maintain the required capital conservation buffer limits the ability of the Bank to pay dividends, repurchase shares or pay discretionary bonuses. The Company is exempt from consolidated capital requirements as those requirements do not apply to certain small savings and loan holding companies with assets under $1 billion.
Under the new capital regulations, the initial minimum capital ratios are: (1) CETI capital ratio of 4.5% of risk-weighted assets; (2) a Tier 1 capital ratio of 6.0% of risk-weighted assets; (3) a total capital ratio of 8.0% of risk-weighted assets; and (4) a leverage ratio of 4.0%. CETI generally consists of common stock and retained earnings, subject to applicable regulatory adjustments and deductions.
In addition to the minimum CETI, Tier 1 and total capital ratios, the Bank will have to maintain a capital conservation buffer consisting of additional CETI capital greater than 2.5% of risk-weighted assets above the required minimum levels in order to avoid limitations on paying dividends, engaging in share repurchases, and paying discretionary bonuses based on percentages of eligible retained income that could be utilized for such actions. This new capital conservation buffer requirement is being phased in for the Bank beginning in January 2016 at 0.625% of risk-weighted assets and increasing each year until fully implemented in January 2019.
There are a number of changes imposed under the new regulations in what constitutes regulatory capital, some of which are subject to transition periods. These changes include the phasing-out of certain instruments as qualifying capital. The Bank does not use any of these instruments. Under the new requirements for total capital, Tier 2 capital is no longer limited to the amount of Tier 1 capital included in total capital. Mortgage servicing rights, certain deferred tax assets and investments in unconsolidated subsidiaries over designated percentages of CETI will be deducted from capital. The Bank has elected to
Westbury Bancorp, Inc. and Subsidiary
Notes to Unaudited Consolidated Financial Statements
(Dollars in Thousands, except per share data)
permanently opt-out of the inclusion of accumulated other comprehensive income in our capital calculations, as permitted by the regulations. We believe this opt-out will reduce the impact of market volatility on our regulatory capital levels.
The new requirements also include changes in the risk-weights of assets to better reflect credit risk and other risk exposures. These include a 150% risk weight (increased from 100%) for certain high volatility commercial real estate acquisition, development and construction loans and for non-residential mortgage loans that are 90 days past due or otherwise in non-accrual status; a 20% (increased from 0%) credit conversion factor for the unused portion of a commitment with an original maturity of one year or less that is not unconditionally cancellable; a 250% risk weight (increased from 100%) for mortgage servicing and deferred tax assets that are not deducted from capital; and increased risk weights (0% to 600%) for equity exposures.
Additionally, the OCC's prompt corrective action standards changed effective January 1, 2015. Under the new standards, in order to be considered well-capitalized, the Bank must have a CETI ratio of 6.5% (new), a Tier 1 ratio of 8.0% (increased from 6.0%), a total risk-based capital ratio of 10.0% (unchanged) and a leverage ratio of 5.0% (unchanged). As of March 31, 2016 the Bank met all these new requirements, including the full capital conservation buffer of 2.5%.
The Bank’s actual capital amounts and ratios and those required by the regulatory standards are presented as follows. For March 31, 2016, we have included the 0.625% increase for 2016 in our minimum capital adequacy ratios in the table below.
|
| | | | | | | | | | | | | | | | | | | | | | | | | | |
At March 31, 2016 | Actual | | For Capital Adequacy Purposes | | For Capital Adequacy Purposes with Capital Buffer | | To Be Well Capitalized Under Prompt Corrective Action Provisions |
| Amount | | Ratio | | Amount | | Ratio | | Amount | | Ratio | | Amount | | Ratio |
CETI capital (to risk-weighted assets) - Westbury Bank | $ | 65,888 |
| | 12.26 | % | | $ | 24,184 |
| | 4.500 | % | | 27,543 |
| | 5.125 | % | | $ | 34,932 |
| | 6.50 | % |
Tier 1 capital (to risk-weighted assets) - Westbury Bank | 65,888 |
| | 12.26 | % | | 32,245 |
| | 6.000 | % | | 35,604 |
| | 6.625 | % | | 42,994 |
| | 8.00 | % |
Total capital (to risk-weighted assets) - Westbury Bank | 70,751 |
| | 13.17 | % | | 42,977 |
| | 8.000 | % | | 46,335 |
| | 8.625 | % | | 53,721 |
| | 10.00 | % |
Leverage (to adjusted total assets) - Westbury Bank | 65,888 |
| | 9.90 | % | | 26,621 |
| | 4.000 | % | | N/A |
| | N/A |
| | 33,277 |
| | 5.00 | % |
|
| | | | | | | | | | | | | | | | | | | | |
At September 30, 2015 | Actual | | For Capital Adequacy Purposes | | To Be Well Capitalized Under Prompt Corrective Action Provisions |
| Amount | | Ratio | | Amount | | Ratio | | Amount | | Ratio |
CET1 capital (to risk-weighted assets) - Westbury Bank | $ | 64,155 |
| | 12.25 | % | | $ | 23,567 |
| | 4.50 | % | | $ | 34,041 |
| | 6.50 | % |
Tier 1 capital (to risk-weighted assets) - Westbury Bank | 64,155 |
| | 12.25 | % | | 31,423 |
| | 6.00 | % | | 41,897 |
| | 8.00 | % |
Total capital (to risk-weighted assets) - Westbury Bank | 68,753 |
| | 13.12 | % | | 41,923 |
| | 8.00 | % | | 52,403 |
| | 10.00 | % |
Leverage (to adjusted total assets) - Westbury Bank | 64,155 |
| | 10.01 | % | | 25,636 |
| | 4.00 | % | | 32,045 |
| | 5.00 | % |
Westbury Bancorp, Inc. and Subsidiary
Notes to Unaudited Consolidated Financial Statements
(Dollars in Thousands, except per share data)
The following table reconciles the Bank’s stockholder's equity to regulatory capital as of March 31, 2016 and September 30, 2015:
|
| | | | | | | |
| March 31, 2016 | | September 30, 2015 |
Stockholder's equity of the Bank | $ | 71,679 |
| | $ | 70,976 |
|
Less: Unrealized gain on securities | (714 | ) | | (352 | ) |
Disallowed investment in subsidiary | (3,296 | ) | | (3,296 | ) |
Disallowed deferred tax assets | (1,781 | ) | | (3,173 | ) |
Tier 1, CETI and leverage capital | 65,888 |
| | 64,155 |
|
Plus: Allowable general valuation allowances | 4,863 |
| | 4,598 |
|
Total capital | $ | 70,751 |
| | $ | 68,753 |
|
Note 8. Commitments
The Company is a party to financial instruments with off-balance-sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments include commitments to extend credit and involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the accompanying consolidated balance sheets. The contractual amounts of those instruments reflect the extent of involvement the Company has in particular classes of financial instruments.
The Company’s exposure to credit loss in the event of nonperformance by the other party to the financial instruments for commitments to extend credit is represented by the contractual amount of those instruments. The Company uses the same credit policies in making commitments and conditional obligations as it does for on-balance-sheet instruments.
Company management has determined that the following instruments were outstanding, whose contract amounts represent credit risk:
|
| | | | | | | |
| March 31, 2016 | | September 30, 2015 |
Commitments to extend mortgage credit: | |
| | |
|
Fixed rate | $ | 1,863 |
| | $ | 8,443 |
|
Adjustable rate | 2,050 |
| | 9,929 |
|
Unused commercial loan lines of credit | 79,411 |
| | 54,225 |
|
Unused home equity line of credit | 26,199 |
| | 26,164 |
|
Standby letters of credit | 611 |
| | 884 |
|
Commitment to sell loans | 608 |
| | 431 |
|
Commitments to extend credit are agreements to lend funds to a customer as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. As some such commitments expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. The Company evaluates each customer’s creditworthiness on a case-by-case basis. The Company generally extends credit only on a secured basis. Collateral obtained varies but consists primarily of single family residences.
Unfunded commitments under lines of credit are commitments for possible future extensions of credit to existing customers. These lines of credit may be uncollateralized and ultimately may not be drawn upon to the total extent to which the Company is committed.
Standby letters of credit are conditional commitments issued by the Company to guarantee the performance of a customer to a third party. Those letters of credit are primarily issued to support public and private borrowing arrangements, and, generally,
Westbury Bancorp, Inc. and Subsidiary
Notes to Unaudited Consolidated Financial Statements
(Dollars in Thousands, except per share data)
have terms of one year or less. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loan facilities to customers. The Company holds collateral supporting those commitments if deemed necessary. In the event the customer does not perform in accordance with the terms of the agreement with the third party, the Company would be required to fund the commitment. The maximum potential amount of future payments the Company could be required to make is represented by the contractual amount shown in the summary above. If the commitment is funded, the Company would be entitled to seek recovery from the customer. At March 31, 2016 and September 30, 2015, no amounts have been recorded as liabilities for the Company’s potential obligations under these guarantees.
Commitments to sell loans are commitments to sell single family mortgage loans to investors on the secondary market.
Note 9. Fair Value Measurements
ASC Topic 820, Fair Value Measurements and Disclosures, defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. ASC Topic 820 requires the use of valuation techniques that are consistent with the market approach, the income approach and/or the cost approach. Inputs to valuation techniques refer to the assumptions that market participants would use in pricing the asset or liability. Inputs may be observable, meaning those that reflect the assumptions market participants would use in pricing the asset or liability developed based on market data obtained from independent sources, or unobservable, meaning those that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. In that regard, ASC Topic 820 establishes a fair value hierarchy for valuation inputs that gives the highest priority to quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The fair value hierarchy is as follows:
Level 1: Quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity has the ability to access as of the measurement date.
Level 2: Significant other observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data.
Level 3: Significant unobservable inputs that reflect a reporting entity’s own assumptions about the assumptions that market participants would use in pricing an asset or liability.
A description of the valuation methodologies used for instruments measured at fair value, as well as the general classification of such instruments pursuant to the fair value hierarchy, is set forth below.
Securities available-for-sale: The fair value of the Company’s securities available-for-sale is determined using Level 2 inputs, which are derived from readily available pricing sources and third-party pricing services for comparable instruments. The fair value measurements consider observable data that may include dealer quotes, market spreads, cash flows, treasury yield curves, trading levels, credit information and credit terms, among other factors. In certain cases where Level 1 or Level 2 inputs are not available, securities are classified within Level 3 of the fair value hierarchy.
Derivatives: The fair values of the Company’s embedded derivatives related to certain certificates of deposit are determined using inputs that are observable or that can be corroborated by observable market data (such as the S&P 500 Index and the 10- year U.S. Treasury rate) and, therefore, are classified within Level 2 of the fair value hierarchy.
Assets and liabilities recorded at fair value on a recurring basis: The following table summarizes assets measured at fair value on a recurring basis, segregated by the level of the valuation inputs within the fair value hierarchy utilized to measure fair value as of:
Westbury Bancorp, Inc. and Subsidiary
Notes to Unaudited Consolidated Financial Statements
(Dollars in Thousands, except per share data)
|
| | | | | | | | | | | | | | | | |
| | | | Fair Value Measurements |
March 31, 2016 | | Total | | Quoted Prices in Active Markets for Identical Assets (Level 1) | | Significant Other Observable Inputs (Level 2) | | Significant Other Unobservable Inputs (Level 3) |
Assets | | |
| | |
| | |
| | |
|
Securities available-for-sale | | |
| | |
| | |
| | |
|
U.S. Government and agency securities | | $ | 25 |
| | $ | — |
| | $ | 25 |
| | $ | — |
|
U.S. Government agency residential mortgage-backed securities | | 39,337 |
| | — |
| | 39,337 |
| | — |
|
U.S. Government agency collateralized mortgage obligations | | 1,763 |
| | — |
| | 1,763 |
| | — |
|
U.S. Government agency commercial mortgage-backed securities | | 13,708 |
| | — |
| | 13,708 |
| | — |
|
Municipal securities | | 23,159 |
| | — |
| | 23,159 |
| | — |
|
Corporate securities | | 3,944 |
| | — |
| | 3,944 |
| | — |
|
Total securities available-for-sale | | $ | 81,936 |
| | $ | — |
| | $ | 81,936 |
| | $ | — |
|
Derivatives | | $ | 95 |
| | $ | — |
| | $ | 95 |
| | $ | — |
|
| | | | | | | | |
Liabilities | | | | |
| | | | |
|
Derivatives | | $ | 95 |
| | $ | — |
| | $ | 95 |
| | $ | — |
|
|
| | | | | | | | | | | | | | | | |
| | | | Fair Value Measurements |
September 30, 2015 | | Total | | Quoted Prices in Active Markets for Identical Assets (Level 1) | | Significant Other Observable Inputs (Level 2) | | Significant Other Unobservable Inputs (Level 3) |
Assets | | |
| | |
| | |
| | |
|
Securities available-for-sale | | |
| | |
| | |
| | |
|
U.S. Government and agency securities | | $ | 25 |
| | $ | — |
| | $ | 25 |
| | $ | — |
|
U.S. Government agency residential mortgage-backed securities | | 39,692 |
| | — |
| | 39,692 |
| | — |
|
U.S. Government agency collateralized mortgage obligations | | 1,941 |
| | — |
| | 1,941 |
| | — |
|
U.S. Government agency commercial mortgage-backed securities | | 14,099 |
| | — |
| | 14,099 |
| | — |
|
Municipal securities | | 21,667 |
| | — |
| | 21,667 |
| | — |
|
Corporate securities | | 2,862 |
| | — |
| | 2,862 |
| | — |
|
Total securities available-for-sale | | $ | 80,286 |
| | $ | — |
| | $ | 80,286 |
| | $ | — |
|
Derivatives | | $ | 110 |
| | $ | — |
| | $ | 110 |
| | $ | — |
|
| | | | | | | | |
Liabilities | | |
| | |
| | |
| | |
|
Derivatives | | $ | 110 |
| | $ | — |
| | $ | 110 |
| | $ | — |
|
The Company did not have any transfers between Level 1, Level 2, and Level 3 of the fair value hierarchy during the six months ended March 31, 2016. The Company’s policy for determining transfers between levels occurs at the end of the reporting period when circumstances in the underlying valuation criteria change and, therefore, result in a transfer between levels.
Westbury Bancorp, Inc. and Subsidiary
Notes to Unaudited Consolidated Financial Statements
(Dollars in Thousands, except per share data)
Assets recorded at fair value on a nonrecurring basis: The Company may be required, from time to time, to measure certain instruments at fair value on a nonrecurring basis in accordance with U.S. generally accepted accounting principles.
Impaired loans: The Company does not record loans at fair value on a recurring basis. The specific reserves for collateral-dependent impaired loans are based on the fair value of the collateral less estimated costs to sell. The fair value of collateral is determined based on appraisals. In some cases, adjustments were made to the appraised values due to various factors including age of the appraisal, age of comparables included in the appraisal, and known changes in the market and in the collateral. When significant adjustments were based on unobservable inputs, the resulting fair value measurement has been categorized as a Level 3 measurement. Impaired loans with a carrying amount of $365 and $467 had a valuation allowance of $57 and $77 included in the allowance for loan losses to reflect their fair value as of March 31, 2016 and September 30, 2015, respectively.
Foreclosed real estate: The Company does not record foreclosed real estate owned at fair value on a recurring basis. The fair value of foreclosed real estate was determined using Level 3 inputs based on appraisals or broker pricing opinions. In some cases, adjustments were made to these values due to various factors including the age of the appraisal, age of comparables included in the appraisal, and known changes in the market and in collateral. Foreclosed real estate is measured at fair value less estimated costs to sell at the date of foreclosure. Subsequent to foreclosure, additional writedowns may be recorded based on changes to the fair value of the assets.
Mortgage servicing rights: Mortgage servicing rights ("MSRs") do not trade in an active, open market with readily observable prices. While sales of MSRs do occur, the precise terms and conditions typically are not readily available. Accordingly, the Company estimates the fair value of MSRs using discounted cash flow models incorporating numerous assumptions from the perspective of market participants including servicing income, servicing costs, market discount rates, prepayments speeds, and default rates. Due to the nature of the valuation inputs, MSRs are classified within Level 3 of the valuation hierarchy. As of March 31, 2016, mortgage servicing rights with a carrying amount of $1,169 had a valuation allowance of $105 to reflect their fair value of $1,064. As of September 30, 2015, mortgage servicing rights with a carrying amount of $1,315 had a valuation allowance of $105 to reflect their fair value of $1,210.
Real estate held for sale: The Company does not record real estate held for sale at fair value on a recurring basis. The fair value of real estate held for sale was determined using Level 3 inputs based on appraisals or broker pricing opinions. In some cases, adjustments were made to these values due to various factors including the age of the appraisal, age of comparables included in the appraisal, and known changes in the market. Real estate held for sale is measured at fair value less estimated costs to sell at the time of transfer. Subsequent to transfer, additional writedowns may be recorded based on changes to the fair value of the assets.
|
| | | | | | | | | | | | | | | | |
| | | | Fair Value Measurements |
March 31, 2016 | | Total | | Quoted Prices in Active Markets for Identical Assets (Level 1) | | Significant Other Observable Inputs (Level 2) | | Significant Other Unobservable Inputs (Level 3) |
Assets | | |
| | |
| | |
| | |
|
Impaired loans | | $ | 308 |
| | $ | — |
| | $ | — |
| | $ | 308 |
|
Foreclosed real estate | | — |
| | — |
| | — |
| | — |
|
Mortgage servicing rights | | 1,064 |
| | — |
| | — |
| | 1,064 |
|
Real estate held for sale | | 808 |
| | — |
| | — |
| | 808 |
|
Westbury Bancorp, Inc. and Subsidiary
Notes to Unaudited Consolidated Financial Statements
(Dollars in Thousands, except per share data)
|
| | | | | | | | | | | | | | | | |
| | | | Fair Value Measurements |
September 30, 2015 | | Total | | Quoted Prices in Active Markets for Identical Assets (Level 1) | | Significant Other Observable Inputs (Level 2) | | Significant Other Unobservable Inputs (Level 3) |
Assets | | |
| | |
| | |
| | |
|
Impaired loans | | $ | 390 |
| | $ | — |
| | $ | — |
| | $ | 390 |
|
Foreclosed real estate | | 283 |
| | — |
| | — |
| | 283 |
|
Mortgage servicing rights | | 1,210 |
| | — |
| | — |
| | 1,210 |
|
Real estate held for sale | | 882 |
| | — |
| | — |
| | 882 |
|
Disclosure of fair value information about financial instruments, for which it is practicable to estimate that value, is required whether or not recognized in the accompanying consolidated balance sheets. In cases where quoted market prices are not available, fair values are based on estimates using present value or other valuation techniques. Those techniques are significantly affected by the assumptions used, including the discount rate and estimates of future cash flows. In that regard, the derived fair value estimates cannot be substantiated by comparison to independent markets and, in many cases, could not be realized in immediate settlement of the instruments. Certain financial instruments with a fair value that is not practicable to estimate and all non-financial instruments are excluded from the disclosure requirements. Accordingly, the aggregate fair value amounts presented herein do not necessarily represent the underlying value of the Company for assets and liabilities not previously described. The Company, in estimating its fair value disclosures for financial instruments not described above, used the following methods and assumptions:
Cash and cash equivalents: The carrying amounts of cash and cash equivalents reported in the accompanying consolidated balance sheets approximate those assets’ fair values.
Securities held to maturity: The fair values of securities held to maturity are based on quoted market prices for similar securities, adjusted for differences in security characteristics.
Loans: For variable-rate mortgage loans that re-price frequently and with no significant change in credit risk, fair values are based on carrying values. The fair values for fixed rate residential mortgage loans are based on quoted market prices for similar loans sold in conjunction with sale transactions, adjusted for differences in loan characteristics. The fair values for commercial real estate loans, rental property mortgage loans, and consumer and other loans are estimated using discounted cash flow analyses and using interest rates currently being offered for loans with similar terms to borrowers of similar credit quality.
Loans held for sale: Fair value of loans held for sale are based on commitments on hand from investors or prevailing market prices.
Federal Home Loan Bank stock: The carrying amount of FHLB stock approximates its fair value based on the redemption provisions of the FHLB.
Accrued interest receivable and payable: The carrying amounts of accrued interest receivable and payable approximate their fair values.
Deposits: The fair value disclosed for interest-bearing and non-interest-bearing checking accounts, savings accounts, and money market accounts are equal to the amount payable on demand at the reporting date (i.e., their carrying amounts). The fair values of fixed rate certificates of deposit are estimated using a discounted cash flow calculation that applies interest rates currently being offered on certificates to a schedule of aggregated expected monthly maturities of the outstanding certificates of deposit.
Advances from the Federal Home Loan Bank: The fair values of FHLB advances are estimated using discounted cash flow analyses, based on the Company’s current incremental borrowing rates for similar types of borrowing arrangements.
Advance payments by borrowers for property taxes and insurance: The carrying amounts of the advance payments by borrowers for property taxes and insurance approximate their fair values.
Westbury Bancorp, Inc. and Subsidiary
Notes to Unaudited Consolidated Financial Statements
(Dollars in Thousands, except per share data)
Mortgage banking derivatives: The fair value of commitments to originate mortgage loans held for sale is estimated by comparing the Company’s cost to acquire mortgages and the current price for similar mortgage loans, taking into account the terms of the commitments and the credit worthiness of the counterparties. The fair value of forward commitments to sell residential mortgage loans is the estimated amount that the Bank would receive or pay to terminate the forward delivery contract at the reporting date based on market prices for similar financial instruments. The fair value of these derivative financial instruments was not material at March 31, 2016 and September 30, 2015.
The estimated fair values and related carrying amounts of the Company’s financial instruments as of the dates noted below were as follows:
|
| | | | | | | | | | | | | | | | | | | |
| March 31, 2016 |
| Carrying Amount | | Estimated Fair Value | | Quoted Prices in Active Markets for Identical Assets (Level 1) | | Significant Other Observable Inputs (Level 2) | | Significant Other Unobservable Inputs (Level 3) |
Financial assets: | |
| | |
| | |
| | |
| | |
|
Cash and cash equivalents | $ | 16,346 |
| | $ | 16,346 |
| | $ | 16,346 |
| | $ | — |
| | $ | — |
|
Securities available for sale | 81,936 |
| | 81,936 |
| | — |
| | 81,936 |
| | — |
|
Securities held to maturity | 2,459 |
| | 2,499 |
| | — |
| | 2,499 |
| | — |
|
Loans, net | 508,800 |
| | 509,472 |
| | — |
| | — |
| | 509,472 |
|
Loans held for sale, net | 608 |
| | 608 |
| | — |
| | 608 |
| | — |
|
Federal Home Loan Bank stock | 3,350 |
| | 3,350 |
| | — |
| | — |
| | 3,350 |
|
Mortgage servicing rights | 1,064 |
| | 1,064 |
| | — |
| | — |
| | 1,064 |
|
Accrued interest receivable | 2,113 |
| | 2,113 |
| | 2,113 |
| | — |
| | — |
|
Derivative asset | 95 |
| | 95 |
| | — |
| | 95 |
| | — |
|
Financial liabilities: | |
| | |
| | |
| | |
| | |
|
Deposits | 550,217 |
| | 528,205 |
| | 98,396 |
| | — |
| | 429,809 |
|
Short-term advances from Federal Home Loan Bank | — |
| | — |
| | — |
| | — |
| | — |
|
Long-term advances from Federal Home Loan Bank | 20,000 |
| | 19,875 |
| | — |
| | — |
| | 19,875 |
|
Advance payments by borrowers for property taxes and insurance | 1,861 |
| | 1,861 |
| | 1,861 |
| | — |
| | — |
|
Accrued interest payable | 5 |
| | 5 |
| | 5 |
| | — |
| | — |
|
Derivative liability | 95 |
| | 95 |
| | — |
| | 95 |
| | — |
|
Westbury Bancorp, Inc. and Subsidiary
Notes to Unaudited Consolidated Financial Statements
(Dollars in Thousands, except per share data)
|
| | | | | | | | | | | | | | | | | | | |
| September 30, 2015 |
| Carrying Amount | | Estimated Fair Value | | Quoted Prices in Active Markets for Identical Assets (Level 1) | | Significant Other Observable Inputs (Level 2) | | Significant Other Unobservable Inputs (Level 3) |
Financial assets: | |
| | |
| | |
| | |
| | |
|
Cash and cash equivalents | $ | 16,488 |
| | $ | 16,488 |
| | $ | 16,488 |
| | $ | — |
| | $ | — |
|
Securities available for sale | 80,286 |
| | 80,286 |
| | — |
| | 80,286 |
| | — |
|
Securities held to maturity | 2,459 |
| | 2,490 |
| | — |
| | 2,490 |
| | — |
|
Loans, net | 493,425 |
| | 493,480 |
| | — |
| | — |
| | 493,480 |
|
Loans held for sale, net | 431 |
| | 431 |
| | — |
| | 431 |
| | — |
|
Federal Home Loan Bank stock | 3,350 |
| | 3,350 |
| | — |
| | — |
| | 3,350 |
|
Mortgage servicing rights | 1,210 |
| | 1,210 |
| | — |
| | — |
| | 1,210 |
|
Accrued interest receivable | 1,965 |
| | 1,965 |
| | 1,965 |
| | — |
| | — |
|
Derivative asset | 110 |
| | 110 |
| | — |
| | 110 |
| | — |
|
Financial liabilities: | |
| | |
| | |
| | |
| | |
|
Deposits | 531,020 |
| | 508,339 |
| | 101,486 |
| | — |
| | 406,853 |
|
Short-term advances from Federal Home Loan Bank | 18,000 |
| | 18,000 |
| | — |
| | 18,000 |
| | — |
|
Long-term advances from Federal Home Loan Bank | — |
| | — |
| | — |
| | — |
| | — |
|
Advance payments by borrowers for property taxes and insurance | 5,382 |
| | 5,382 |
| | 5,382 |
| | — |
| | — |
|
Accrued interest payable | 5 |
| | 5 |
| | 5 |
| | — |
| | — |
|
Derivative liability | 110 |
| | 110 |
| | — |
| | 110 |
| | — |
|
Westbury Bancorp, Inc. and Subsidiary
Notes to Unaudited Consolidated Financial Statements
(Dollars in Thousands, except per share data)
Note 10. Employee Stock Ownership Plan
The Bank maintains a leveraged employee stock ownership plan ("ESOP") that covers all employees meeting certain minimum age and service requirements. The ESOP was established in conjunction with the Company's stock offering completed in April 2013 and operates on a plan year ending December 31. The ESOP initially borrowed $4.1 million from the Company and used those funds to acquire 411,403 shares, or 8.0% of the total number of shares issued by the Company in its initial public offering. The shares were acquired at a price of $10.00 per share. The Bank makes annual contributions to the ESOP equal to the ESOP's debt service. Additional principal payments, which serve to pay down the debt and accelerate the release of ESOP shares, may be made by the Bank at the discretion of its Board of Directors. The ESOP shares were pledged as collateral for its debt obligations to the Company. As the debt is repaid, shares are released from collateral and allocated to active participants, based on the proportion of debt service paid in the year. The debt repayment and release of shares generally occurs at December 31, the plan year end date. The Company accounts for its ESOP in accordance with ASC 718-40. Accordingly, because the debt is intercompany, it is eliminated in consolidation for presentation in these financial statements. The shares pledged as collateral are reported as unearned ESOP shares in the accompanying balance sheet. Total ESOP shares may be reduced as a result of employees leaving the Company as shares that have previously been released to those exiting employees may be removed from the ESOP and transferred to that employee. As shares are committed to be released from collateral, the Company reports compensation expense equal to the current market price of the released shares, and the released shares become outstanding for EPS computations. During each of the three months ended March 31, 2016 and 2015, 10,285 and 5,142 shares were committed to be released, respectively. The total ESOP compensation expense recorded for the three months ended March 31, 2016 and 2015 was $192 and $86, respectively. During each of the six months ended March 31, 2016 and 2015, 15,427 and 10,284 shares were committed to be released, respectively, 5,142 of which were released and available for allocation at December 31, 2015 and 2014, respectively, concurrent with the payment of the annual debt service on the ESOP loan. The total ESOP compensation expense recorded for the six months ended March 31, 2016 and 2015 was $283 and $198, respectively.
The ESOP shares as of March 31, 2016 and September 30, 2015 were as follows (in thousands, except share data):
|
| | | | | | | |
| March 31, 2016 | | September 30, 2015 |
|
| |
|
Allocated shares to active participants | 53,521 |
| | 34,132 |
|
Shares committed to be released | 10,285 |
| | 15,428 |
|
Unallocated shares | 339,435 |
| | 354,835 |
|
Total ESOP shares | 403,241 |
| | 404,395 |
|
Fair value of unallocated shares | $ | 6,449 |
| | $ | 6,323 |
|
Note 11. Equity Compensation Plans
The following table summarizes the impact of the Company's share-based payment plans in the financial statements for the periods shown:
|
| | | | | | | | | | | | | | | |
| Three Months Ended March 31, | | Six Months Ended March 31, |
| 2016 | | 2015 | | 2016 | | 2015 |
| | | | | |
Total cost of stock grant plan during the period | $ | 151 |
| | $ | 155 |
| | $ | 302 |
| | $ | 310 |
|
Total cost of stock option plan during the period | 58 |
| | 46 |
| | 115 |
| | 92 |
|
Total cost of share-based payment plans during the period | $ | 209 |
| | $ | 201 |
| | $ | 417 |
| | 402 |
|
| | | | | | | |
Amount of related income tax benefit recognized in income | $ | 82 |
| | $ | 79 |
| | $ | 164 |
| | $ | 158 |
|
The Company adopted the Westbury Bancorp Inc 2014 Equity Incentive Plan (the "Plan") in 2014. In June 2014, the Company's stockholders approved the Plan which authorized the issuance under the Plan of up to 203,665 restricted stock
Westbury Bancorp, Inc. and Subsidiary
Notes to Unaudited Consolidated Financial Statements
(Dollars in Thousands, except per share data)
awards and up to 509,162 stock options. As of March 31, 2016 there were 3,092 restricted stock awards and 100,753 options available for future grants under the Plan.
Annual equity-based incentive awards are typically granted to selected officers and employees mid-year. Options are granted with an exercise price equal to no less than the market price of the Company's common shares at the date of grant: those option awards generally vest pro-rata over five years of service and have 10-year contractual terms. Restricted shares typically vest pro-rata over a five year period. Equity awards may also be granted at other times throughout the year in connection with the recruitment and retention of officers and employees.
ASC Topic 718 requires that the grant date fair value of equity awards to employees be recognized as compensation expense over the period during which an employee is required to provide service in exchange for such award.
The following table summarizes stock options outstanding for the three and six months ended March 31, 2016:
|
| | | | | | | | | |
| Number of Options | Weighted Average Exercise Price | Weighted Average Remaining Contractual Term (in years) | Aggregate Intrinsic Value (in thousands) |
Options outstanding as of December 31, 2015 | 403,111 |
| $ | 15.69 |
| | |
Granted | 1,000 |
| 18.40 |
| | |
Exercised | — |
| — |
| | |
Expired or canceled | — |
| — |
| | |
Forfeited | — |
| — |
| | |
Options outstanding as of March 31, 2016 | 404,111 |
| $ | 15.69 |
| 8.46 | $ | 1,336 |
|
Options exercisable as of March 31, 2016 | 60,946 |
| $ | 15.20 |
| 8.25 | $ | 232 |
|
|
| | | | | | | | | |
| Number of Options | Weighted Average Exercise Price | Weighted Average Remaining Contractual Term (in years) | Aggregate Intrinsic Value (in thousands) |
Options outstanding as of September 30, 2015 | 406,409 |
| $ | 15.68 |
| | |
Granted | 2,000 |
| 18.00 |
| | |
Exercised | 4,298 |
| 15.20 |
| | |
Expired or canceled | — |
| — |
| | |
Forfeited | — |
| — |
| | |
Options outstanding as of March 31, 2016 | 404,111 |
| $ | 15.69 |
| 8.46 | $ | 1,336 |
|
Options exercisable as of March 31, 2016 | 60,946 |
| $ | 15.20 |
| 8.25 | $ | 232 |
|
The fair value of each option award is estimated on the date of grant using the Black-Scholes option pricing model based on certain assumptions made by Company management. Expected volatility is based on historical volatility and the expectations of future volatility of Company shares. The risk free interest rate for periods within the contractual term of the option is based on the U.S. Treasury yield curve in effect at the time of the grant. The expected life of options is estimated based on historical employee behavior and represents the period of time that options granted are expected to remain outstanding.
Westbury Bancorp, Inc. and Subsidiary
Notes to Unaudited Consolidated Financial Statements
(Dollars in Thousands, except per share data)
The following assumptions were used for options granted during the six months ended March 31:
|
| | | | | | | |
| 2016 | | 2015 |
Risk-free interest rate | 1.71 | % | | — | % |
Expected volatility of Company's stock | 7.73 | % | | — | % |
Expected dividend yield | — | % | | — | % |
Expected life of options (years) | 7.5 |
| | 0.0 |
|
Weighted average fair value per option of options granted during the period | $ | 2.76 |
| | $ | — |
|
The total intrinsic value of options exercised during each of the six months ended March 31, 2016 and 2015 was $10 and $0. There were no options exercised during the three months ended March 31, 2016 and 2015.
The following is a summary of changes in restricted shares for the three and six months ended March 31, 2016:
|
| | | | | | |
| Number of Shares | | Weighted Average Grant Date Fair Value |
Shares Outstanding at December 31, 2015 | 159,052 |
| | $ | 15.22 |
|
Granted | 1,000 |
| | 18.40 |
|
Vested | — |
| | — |
|
Forfeited | — |
| | — |
|
Shares Outstanding at March 31, 2016 | 160,052 |
| | $ | 15.23 |
|
|
| | | | | | |
| Number of Shares | | Weighted Average Grant Date Fair Value |
Shares Outstanding at September 30, 2015 | 158,052 |
| | $ | 15.20 |
|
Granted | 2,000 |
| | 18.00 |
|
Vested | — |
| | — |
|
Forfeited | — |
| | — |
|
Shares Outstanding at March 31, 2016 | 160,052 |
| | $ | 15.23 |
|
The total intrinsic value of restricted shares that vested during the three and six months ended March 31, 2016 and 2015 was $0.
As of March 31, 2016, there was $2.9 million of total unrecognized compensation cost related to nonvested share-based compensation arrangements (including share option and nonvested share awards) granted under the Plan. At March 31, 2016, the weighted-average period over which the unrecognized compensation expense is expected to be recognized was approximately 3.4 years.
Westbury Bancorp, Inc. and Subsidiary
Notes to Unaudited Consolidated Financial Statements
(Dollars in Thousands, except per share data)
Note 12. Condensed Parent Company Financial Information
The condensed financial statements of Westbury Bancorp, Inc. (parent company only) are presented below:
|
| | | | | | | |
Balance Sheets |
| | | |
| March 31, | | September 30, |
| 2016 | | 2015 |
Assets | | | |
Cash and interest bearing deposits | $ | 950 |
| | $ | 1,440 |
|
Investments | 75 |
| | 115 |
|
Loan to ESOP | 3,620 |
| | 3,778 |
|
Investment in subsidiary | 74,621 |
| | 74,201 |
|
Other assets | 2,386 |
| | 2,660 |
|
Total assets | $ | 81,652 |
| | $ | 82,194 |
|
Liabilities and Stockholders' Equity | | | |
Total liabilities | $ | 101 |
| | $ | 157 |
|
Stockholders' equity | 81,551 |
| | 82,037 |
|
Total liabilities and stockholders' equity | $ | 81,652 |
| | $ | 82,194 |
|
|
| | | | | | | | | | | | | | | |
Statements of Operations |
| | | | | | | |
| Three Months Ended March 31, | | Six Months Ended March 31, |
| 2016 | | 2015 | | 2016 | | 2015 |
Interest and other income | $ | 33 |
| | $ | 63 |
| | $ | 65 |
| | $ | 126 |
|
Interest and other expense | 130 |
| | 165 |
| | 251 |
| | 349 |
|
Loss before income tax benefit and equity in undistributed net income of subsidiary | (97 | ) | | (102 | ) | | (186 | ) | | (223 | ) |
Income tax benefit | (21 | ) | | (24 | ) | | (39 | ) | | (54 | ) |
Loss before equity in undistributed net income of subsidiary | (76 | ) | | (78 | ) | | (147 | ) | | (169 | ) |
Equity in undistributed net income of subsidiary | 949 |
| | 562 |
| | 2,059 |
| | 1,100 |
|
Net income | $ | 873 |
| | $ | 484 |
| | $ | 1,912 |
| | $ | 931 |
|
Westbury Bancorp, Inc. and Subsidiary
Notes to Unaudited Consolidated Financial Statements
(Dollars in Thousands, except per share data)
|
| | | | | | | |
Statements of Cash Flows |
| | | |
| For Six Months Ended March 31, |
| 2016 | | 2015 |
Cash Flows From Operating Activities | | | |
Net income | $ | 1,912 |
| | $ | 931 |
|
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | | | |
Equity in undistributed net income of subsidiary | (2,059 | ) | | (1,100 | ) |
Net change in other liabilities | (56 | ) | | 16 |
|
Net change in other assets | 693 |
| | 100 |
|
Net cash provided by (used in) operating activities | 490 |
| | (53 | ) |
| | | |
Cash Flows From Investing Activities | | | |
Purchase of securities | — |
| | (728 | ) |
Sales and maturities of securities | 40 |
| | 5,894 |
|
Payments received on ESOP loan | 158 |
| | 153 |
|
Dividend received from bank subsidiary | 2,000 |
| | — |
|
Net cash provided by investing activities | 2,198 |
| | 5,319 |
|
| | | |
Cash Flows From Financing Activities | | | |
Stock options exercised | 64 |
| | — |
|
Repurchase of common stock | (3,242 | ) | | (9,369 | ) |
Net cash used in financing activities | (3,178 | ) | | (9,369 | ) |
Net decrease in cash | (490 | ) | | (4,103 | ) |
Cash | | | |
Beginning of period | 1,440 |
| | 6,878 |
|
End of period | $ | 950 |
| | $ | 2,775 |
|
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
This Quarterly Report contains forward-looking statements, which can be identified by the use of words such as “estimate,” “project,” “believe,” “intend,” “anticipate,” “assume,” “plan,” “seek,” “expect,” “will,” “may,” “should,” “indicate,” “would,” “believe,” “contemplate,” “continue,” “intend,” “target” and words of similar meaning. These forward-looking statements include, but are not limited to:
| |
• | statements of our goals, intentions and expectations; |
| |
• | statements regarding our business plans, prospects, growth and operating strategies; |
| |
• | statements regarding the asset quality of our loan and investment portfolios; and |
| |
• | estimates of our risks and future costs and benefits. |
These forward-looking statements are based on our current beliefs and expectations and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond our control. In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change. We are under no duty to and do not take any obligation to update any forward-looking statements after the date of this Quarterly Report.
The following factors, among others, could cause actual results to differ materially from the anticipated results or other expectations expressed in the forward-looking statements:
| |
• | our ability to manage our operations under current economic conditions nationally and in our market area; |
| |
• | adverse changes in the financial industry, securities, credit and national and local real estate markets (including real estate values); |
| |
• | significant increases in our loan losses, including as a result of our inability to resolve classified loans, and changes in management’s assumptions in determining the adequacy of the allowance for loan losses; |
| |
• | credit risks of lending activities, including changes in the level and trend of loan delinquencies and charge-offs and in our allowance for loan losses and provision for loan losses; |
| |
• | competition among depository and other financial institutions; |
| |
• | our success in increasing our commercial business, commercial real estate and multifamily lending while maintaining our asset quality; |
| |
• | our success in introducing new financial products; |
| |
• | our ability to attract and maintain deposits; |
| |
• | our ability to retain customer accounts, achieve increased operating efficiencies and enhance profitability following the closing of underperforming branch offices; |
| |
• | changes in interest rates generally, including changes in the relative differences between short term and long term interest rates and in deposit interest rates, that may affect our net interest margin and funding sources; |
| |
• | fluctuations in the demand for loans, which may be affected by the number of unsold homes, land and other properties in our market areas and by declines in the value of real estate in our market area; |
| |
• | changes in consumer spending, borrowing and savings habits; |
| |
• | further declines in the yield on our assets resulting from the current low interest rate environment; |
| |
• | risks related to a high concentration of loans secured by real estate located in our market area; |
| |
• | the results of examinations by our regulators, including the possibility that our regulators may, among other things, require us to increase our allowance for loan losses, write down assets, change our regulatory capital position, limit our ability to borrow funds or maintain or increase deposits; |
| |
• | changes in the level of government support of housing finance; |
| |
• | our ability to enter new markets successfully and capitalize on growth opportunities; |
| |
• | changes in consumer spending, borrowing and savings habits; |
| |
• | changes in laws or government regulations or policies affecting financial institutions, including changes in the regulations implementing the Dodd-Frank Act, the JOBS Act and similar future laws, which could result in, among other things, increased deposit insurance premiums and assessments, capital requirements (particularly the new Basel III capital regulations), and regulatory fees and compliance costs; |
| |
• | changes in accounting policies and practices, as may be adopted by the bank regulatory agencies, the Financial Accounting Standards Board, the Securities and Exchange Commission and the Public Company Accounting Oversight Board; |
| |
• | changes in our compensation and benefit plans; |
| |
• | our ability to retain key members of our senior management team and to address staffing needs to respond to demand or to implement our strategic plans; |
| |
• | loan delinquencies and changes in the underlying cash flows of our borrowers; |
| |
• | our ability to control costs and expenses, particularly those associated with operating as a publicly traded company; |
| |
• | changes in the financial condition or future prospects of issuers of securities that we own; |
| |
• | the ability of third-party service providers to perform their obligations to us; |
| |
• | the availability, effectiveness and security of our information technology systems and our ability to secure confidential information through the use of our computer and other technology systems and networks; |
| |
• | other economic, competitive, governmental, regulatory and operational factors affecting our operations, pricing, products and services described elsewhere in this annual report; and |
| |
• | the impact of reputational risk created by any of the foregoing developments on such matters such as business generation and retention, funding and liquidity. |
Because of these and a wide variety of other uncertainties, our actual future results may be materially different from the results indicated by these forward-looking statements.
Critical Accounting Policies
There are no material changes to the critical accounting policies disclosed in Westbury Bancorp, Inc.’s Annual Report on Form 10-K for the fiscal year ended September 30, 2015.
Overview
Our Business. The Company is a Maryland corporation and the savings and loan holding company for Westbury Bank, which was formed in connection with the mutual-to-stock conversion of the Bank's former mutual holding company, WBSB Bancorp, MHC, in 2013. Westbury Bank is a federally-chartered savings bank headquartered in West Bend, Wisconsin.
We provide financial services to individuals, families and businesses through our eight banking offices located in Washington County, Wisconsin and Waukesha County, Wisconsin. We also operate a loan production office in Appleton, Wisconsin, located in Outagamie County. Although our current operations are not focused in Milwaukee County, Wisconsin, we are affected by conditions in Milwaukee County because our loan portfolio includes a significant number of loans that are secured by real estate or that have borrowers located in Milwaukee County. In addition, a number of our customers who reside in Washington or Waukesha Counties are employed in Milwaukee County, and the operations of our commercial customers depend in part on sales of products and services to individuals or other businesses located in Milwaukee County.
Our principal business consists of attracting retail and commercial deposits from the general public in our market area and investing those deposits, together with funds generated from operations, and to a lesser extent, borrowings, in one- to four-family residential real estate loans, commercial and multi-family real estate loans, construction loans and commercial business loans, and, to a lesser extent, consumer loans, including home equity lines of credit and automobile loans. A significant majority of our deposits are transaction accounts, which we believe are less susceptible to large-scale withdrawals than certificates of deposit as a result of changes in interest rates, and which we believe have a lower cost of funds over various interest rate cycles. We also purchase investment securities consisting primarily of government-sponsored mortgage-backed securities, government-sponsored debentures, municipal securities and corporate securities.
Our results of operations depend primarily on our net interest income. Net interest income is the difference between the interest income we earn on our interest-earning assets and the interest we pay on our interest-bearing liabilities. Our results of operations also are affected by our provision for loan losses, non-interest income and non-interest expense. Non-interest income consists primarily of service charges on deposit accounts, loan servicing income, gain on sales of securities and loans, debit card income, income from bank-owned life insurance and miscellaneous other income. Non-interest expense consists primarily of expenses related to compensation and employee benefits, occupancy and equipment, data processing, federal deposit insurance premiums, ATM charges, professional fees, advertising and other operating expenses.
Our results of operations also may be affected significantly by general and local economic and competitive conditions (particularly in southeastern Wisconsin), changes in market interest rates, governmental policies and actions of regulatory authorities.
Comparison of Financial Condition at March 31, 2016 and September 30, 2015
Total Assets. Total assets increased by $16.2 million, or 2.5%, to $655.1 million at March 31, 2016 from $638.9 million at September 30, 2015. The increase in total assets was primarily the result of an increase in net loans of $15.4 million, securities available for sale of $1.7 million and cash surrender value of life insurance of $857,000, offset by a decrease in deferred tax asset of $1.4 million.
Cash and Cash Equivalents. Cash and cash equivalents decreased by $142,000, or 0.9%, to $16.3 million at March 31, 2016 from $16.5 million at September 30, 2015. The decrease was the result of the use of cash to partially fund growth in the Bank's loan and investment portfolios.
Net Loans. Net loans increased by $15.4 million, or 3.1%, to $508.8 million at March 31, 2016 from $493.4 million at September 30, 2015. Multifamily loans increased by $15.4 million and commercial real estate loans by $3.1 million, offset by a decrease in construction and land development loans of $1.6 million and single family loans of $649,000. The increase in multifamily loans and the decrease in construction and land development loans resulted from the transfer of several properties from construction upon completion of the projects during the period. The increase in commercial real estate loans resulted from our continued efforts to grow this segment of the portfolio, particularly loans secured by owner-occupied properties. The decrease in single family loans resulted from an increase in refinancing activity in the current low interest rate environment.
Investment Securities. Investment securities available for sale increased $1.7 million, or 2.1%, to $81.9 million at March 31, 2016 from $80.3 million at September 30, 2015. Municipal securities available for sale increased $1.5 million and corporate bonds increased $1.1 million, offset by a decrease in mortgage-backed securities and collateralized mortgage obligations of $924,000. These changes occurred as we invested new deposit balances and repositioned the portfolio through normal portfolio management.
Net unrealized gain on securities increased by $594,000 to $1.2 million at March 31, 2016 from a net unrealized gain of $580,000 at September 30, 2015, reflecting the effect of a decrease in market interest rates. At March 31, 2016, investment securities classified as available-for-sale consisted entirely of government-sponsored enterprise mortgage-backed securities, municipal securities, and corporate bonds. At March 31, 2016, investment securities classified as held to maturity consisted entirely of municipal securities.
The outstanding balances of investment securities held to maturity were unchanged at March 31, 2016 from the balances at September 30, 2015.
Foreclosed Real Estate. Foreclosed real estate decreased $283,000, or 100.0%, to zero at March 31, 2016 from $283,000 at September 30, 2015, as we sold $257,000 of foreclosed properties and recorded valuation adjustments of $26,000 during the period. At March 31, 2016, we held no foreclosed real estate.
Cash Surrender Value of Bank-Owned Life Insurance. Cash surrender value of bank-owned life insurance increased $857,000, or 6.5%, to $14.0 million at March 31, 2016 from $13.2 million at September 30, 2015, as we purchased single premium life insurance on our president and CEO for $637,000 in addition to regular income earned during the period.
Deferred Tax Asset. The deferred tax asset decreased $1.4 million, or 19.0%, to $6.1 million at March 31, 2016 from $7.5 million at September 30, 2015, as the asset was reduced by the accrual of income tax expense as a result of the Company recording taxable income for the period and due to a decrease in the deferred tax asset relating to unrealized gains and losses on investment securities available for sale incurred during the six months ended March 31, 2016.
Deposits. Deposits increased $19.2 million, or 3.6%, to $550.2 million at March 31, 2016 from $531.0 million at September 30, 2015. Our core deposits, which we consider to be our non-interest bearing and interest bearing checking accounts, passbook and statement savings accounts, and variable rate money market accounts, increased $10.8 million, or 2.6%, to $419.5 million at March 31, 2016 from $408.8 million at September 30, 2015. In particular, variable rate money market accounts increased by $7.2 million, or 15.0%, to $55.1 million at March 31, 2016 from $47.9 million at September 30, 2015 offset by a decrease in noninterest bearing deposits of $3.1 million, or 3.0%, to $98.4 million at March 31, 2016 from $101.5 million at September 30, 2015. Certificates of deposit increased $8.4 million, or 6.9%, to $130.7 million at March 31, 2016 from $122.3 million at September 30, 2015. Growth in certificates of deposit was generated primarily through the use of Internet listing services to attract balances from other financial institutions.
Short Term Advances from FHLB. Short-term advances from the FHLB decreased by $18.0 million, or 100.0% to zero at March 31, 2016 from $18.0 million at September 30, 2015 as we paid down all overnight borrowings at quarter end. We anticipate continuing to use short term advances to fund a portion of our growth as needed.
Long Term Advances from FHLB. Long-term advances from the FHLB increased by $20.0 million to $20.0 million at March 31, 2016 from zero at September 30, 2015. In anticipation of a long term trend of rising interest rates as the Federal Open Market Committee began to raise the Fed Funds rate in December 2015, we locked in long-term advances with terms from three to eight years during the period.
Advance Payments By Borrowers For Property Taxes and Insurance. Advance payments by borrowers for property taxes and insurance decreased by $3.5 million, or 65.4%, to $1.9 million at March 31, 2016 from $5.4 million at September 30, 2015 due to seasonal disbursements to customers in December 2015 to enable the payment of mortgagees’ property taxes offset by ongoing monthly payments by borrowers.
Total Stockholders' Equity. Total stockholders' equity decreased $204,000 to $78.6 million at March 31, 2016 from $78.8 million at September 30, 2015. The decrease resulted primarily from the repurchase of 170,632 shares of common stock for $3.2 million, offset by net income of $1.9 million, stock based compensation expense of $417,000, allocation of ESOP shares of $283,000 and an increase in other comprehensive income of $362,000.
Delinquent Loans
The following table sets forth our loan delinquencies, including non-accrual loans, by type and amount at the dates indicated:
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 30-59 Days | | Loans Delinquent For 60-89 Days | | 90 Days and Over | | Total |
| Number | | Amount | | Number | | Amount | | Number | | Amount | | Number | | Amount |
| (Dollars in thousands) |
At March 31, 2016: | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
|
Real estate loans: | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
|
One- to four-family | 5 |
| | $ | 477 |
| | 2 |
| | $ | 24 |
| | 4 |
| | $ | 340 |
| | 11 |
| | $ | 841 |
|
Multi-family | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
Commercial | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
Construction and land | — |
| | — |
| | — |
| | — |
| | 1 |
| | 4 |
| | 1 |
| | 4 |
|
Total real estate | 5 |
| | 477 |
| | 2 |
| | 24 |
| | 5 |
| | 344 |
| | 12 |
| | 845 |
|
Commercial business loans | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
Consumer loans: | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
|
Home equity lines of credit | — |
| | — |
| | — |
| | — |
| | 1 |
| | 27 |
| | 1 |
| | 27 |
|
Education | 4 |
| | 40 |
| | 1 |
| | 25 |
| | 7 |
| | 40 |
| | 12 |
| | 105 |
|
Other consumer loans | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
Total consumer loans | 4 |
| | 40 |
| | 1 |
| | 25 |
| | 8 |
| | 67 |
| | 13 |
| | 132 |
|
Total | 9 |
| | $ | 517 |
| | 3 |
| | $ | 49 |
| | 13 |
| | $ | 411 |
| | 25 |
| | $ | 977 |
|
At September 30, 2015: | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
|
Real estate loans: | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
|
One- to four-family | 10 |
| | $ | 473 |
| | 1 |
| | $ | 83 |
| | 5 |
| | $ | 340 |
| | 16 |
| | $ | 896 |
|
Multi-family | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
Commercial | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
Construction and land | 1 |
| | 4 |
| | — |
| | — |
| | — |
| | — |
| | 1 |
| | 4 |
|
Total real estate | 11 |
| | 477 |
| | 1 |
| | 83 |
| | 5 |
| | 340 |
| | 17 |
| | 900 |
|
Commercial business loans | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
Consumer loans: | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
|
Home equity lines of credit | — |
| | — |
| | — |
| | — |
| | 3 |
| | 190 |
| | 3 |
| | 190 |
|
Education | 5 |
| | 79 |
| | — |
| | — |
| | 10 |
| | 245 |
| | 15 |
| | 324 |
|
Other consumer loans | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
Total consumer loans | 5 |
| | 79 |
| | — |
| | — |
| | 13 |
| | 435 |
| | 18 |
| | 514 |
|
Total | 16 |
| | $ | 556 |
| | 1 |
| | $ | 83 |
| | 18 |
| | $ | 775 |
| | 35 |
| | $ | 1,414 |
|
Classified Assets
The following table details the Company’s assets graded Substandard or Special Mention at the dates indicated:
|
| | | | | | | |
| At March 31, 2016 | | At September 30, 2015 |
| (In thousands) |
Classified Loans: | |
| | |
|
Doubtful | — |
| | — |
|
Substandard — performing: | |
| | |
|
Real estate loans: | |
| | |
|
One- to four-family | 1,348 |
| | 1,390 |
|
Multi-family | — |
| | — |
|
Commercial | 298 |
| | 307 |
|
Construction and land | 47 |
| | — |
|
Total real estate loans | 1,693 |
| | 1,697 |
|
Commercial business loans | 62 |
| | 1,639 |
|
Consumer loans: | | | |
|
Home equity lines of credit | 111 |
| | 55 |
|
Other consumer loans | — |
| | — |
|
Total consumer loans | 111 |
| | 55 |
|
Total substandard — performing | 1,866 |
| | 3,391 |
|
Substandard — Nonperforming: | |
| | |
|
Real estate loans: | |
| | |
|
One- to four-family | 195 |
| | 195 |
|
Multi-family | — |
| | — |
|
Commercial | — |
| | — |
|
Construction and land | 4 |
| | — |
|
Total real estate loans | 199 |
| | 195 |
|
Commercial business loans | — |
| | — |
|
Consumer loans: | |
| | |
|
Home equity lines of credit | 27 |
| | 190 |
|
Other consumer loans | — |
| | — |
|
Total consumer loans | 27 |
| | 190 |
|
Total substandard — nonperforming | 226 |
| | 385 |
|
Total classified loans | 2,092 |
| | 3,776 |
|
Foreclosed real estate | — |
| | 283 |
|
Total classified assets | $ | 2,092 |
| | $ | 4,059 |
|
Special mention: | |
| | |
|
Real estate loans: | |
| | |
|
One- to four-family | $ | — |
| | $ | — |
|
Multi-family | — |
| | — |
|
Commercial | 403 |
| | 410 |
|
Construction and land | — |
| | — |
|
Total real estate loans | 403 |
| | 410 |
|
Commercial business loans | — |
| | — |
|
Consumer loans: | |
| | |
|
Home equity lines of credit | — |
| | — |
|
Other consumer loans | — |
| | — |
|
Total consumer loans | — |
| | — |
|
Total special mention | 403 |
| | 410 |
|
Total classified assets and special mention loans | $ | 2,495 |
| | $ | 4,469 |
|
Non-Performing Assets
The following table sets forth information regarding our non-performing assets and troubled debt restructurings at the dates indicated. The information reflects net charge-offs but not specific reserves. Troubled debt restructurings include loans where the borrower is experiencing financial difficulty and for which either a portion of interest or principal has been forgiven or an extension of term granted, or for loans modified at interest rates materially less than current market rates.
|
| | | | | | | |
| At March 31, 2016 | | At September 30, 2015 |
| (Dollars in thousands) |
Nonaccrual loans: | |
| | |
|
Real estate loans: | |
| | |
|
One- to four-family | $ | 340 |
| | $ | 340 |
|
Multi family | — |
| | — |
|
Commercial | — |
| | — |
|
Construction and land | 4 |
| | — |
|
Total real estate | 344 |
| | 340 |
|
Commercial business loans | — |
| | — |
|
Consumer loans: | |
| | |
|
Home equity lines of credit | 38 |
| | 203 |
|
Education | 65 |
| | 260 |
|
Other consumer loans | — |
| | — |
|
Total consumer loans | 103 |
| | 463 |
|
Total nonaccrual loans (1) | 447 |
| | 803 |
|
Loans greater than 90 days delinquent and still accruing: | |
| | |
|
Real estate loans: | |
| | |
|
One- to four-family | — |
| | — |
|
Multi-family | — |
| | — |
|
Commercial | — |
| | — |
|
Construction and land | — |
| | — |
|
Total real estate | — |
| | — |
|
Commercial business loans | — |
| | — |
|
Consumer loans: | |
| | |
|
Home equity lines of credit | — |
| | — |
|
Education | — |
| | — |
|
Other consumer loans | — |
| | — |
|
Total consumer loans | — |
| | — |
|
Total delinquent loans accruing | — |
| | — |
|
Total non-performing loans | 447 |
| | 803 |
|
Foreclosed assets: | |
| | |
|
One- to four-family | — |
| | 89 |
|
Multi-family | — |
| | — |
|
Commercial real estate | — |
| | 194 |
|
Construction and land | — |
| | — |
|
Home equity line of credit | — |
| | — |
|
Total foreclosed assets | — |
| | 283 |
|
Total nonperforming assets | $ | 447 |
| | $ | 1,086 |
|
Performing troubled debt restructurings | $ | 3,078 |
| | $ | 3,134 |
|
Ratios: | |
| | |
|
Nonperforming loans to total loans | 0.09 | % | | 0.16 | % |
Nonperforming assets to total assets | 0.07 | % | | 0.17 | % |
Nonperforming assets and troubled debt restructurings to total assets | 0.54 | % | | 0.66 | % |
_______________________
| |
(1) | There were no troubled debt restructurings that were on non-accrual status at March 31, 2016 or September 30, 2015. |
The decrease in delinquent loans and non-performing assets at March 31, 2016, from September 30, 2015, was primarily due to our ongoing collection efforts and the quality of our underwriting, which resulted in reductions in delinquent and non-performing loans. The reduction in classified assets between these same dates resulted primarily from the payoff of a performing Substandard commercial business relationship as a result of the customer refinancing the debt with another financial institution and paying us in full.
Interest income that would have been recorded for the three and six months ended March 31, 2016, had non-accruing loans been current according to their original terms, amounted to approximately $6,000 and $11,000, respectively. There was no interest related to these loans included in interest income for the three and six months ended March 31, 2016.
Other Loans of Concern. There were no other loans at March 31, 2016 that are not already disclosed where there is information about possible credit problems of borrowers available to our management that would cause management to have serious doubts about the ability of the borrowers to comply with present loan repayment terms and that are reasonably likely to result in disclosure of such loans in the future.
Comparison of Operating Results for the Three Months Ended March 31, 2016 and March 31, 2015
General. Net income for the three months ended March 31, 2016 was $873,000 compared to $484,000 for the three months ended March 31, 2015. The increase in net income of $389,000 was due primarily to increases of $404,000 in net interest income and decreases in noninterest expenses of $270,000 and our provision for loan losses of $175,000 offset by a decrease in noninterest income of $160,000 and an increase in income tax expense of $300,000.
Interest and Dividend Income. Interest and dividend income increased $585,000, or 11.4%, to $5.7 million for the three months ended March 31, 2016 from $5.1 million for the three months ended March 31, 2015. This increase was attributable to an increase of $481,000 in interest income on loans receivable and $104,000 in interest and dividend income on investment securities and interest bearing deposits.
The average balance of interest-earning assets increased $47.8 million, or 8.7%, to $597.0 million for the three months ended March 31, 2016 from $549.2 million for the three months ended March 31, 2015. The yield on average interest-earning assets increased by 9 basis points to 3.82% for the three months ended March 31, 2016 from 3.73% for the three months ended March 31, 2015.
The average balance of loans increased $50.0 million to $504.8 million for the three months ended March 31, 2016 from $454.8 million for the three months ended March 31, 2015. The average yield on loans decreased by 3 basis points to 4.09% for the three months ended March 31, 2016 from 4.12% for the three months ended March 31, 2015. This decrease in our average yield on loans reflected the growth in our loan portfolio at current market rates and the effects of downward pressure on loan pricing caused by the prolonged low interest rate environment.
The average balance of investment securities decreased by $1.3 million, or 1.6%, to $84.7 million for the three months ended March 31, 2016 from $86.1 million for the three months ended March 31, 2015, while the average yield on investment securities increased by 42 basis points to 2.37% for the three months ended March 31, 2016 from 1.95% for the three months ended March 31, 2015. This increase in the average yield on investment securities was due to the inclusion in the investment portfolio of commercial mortgage-backed securities and corporate securities for the three months ended March 31, 2016. These higher yielding types of securities were not part of the portfolio for the three months ended March 31, 2015.
Interest Expense. Total interest expense increased $181,000, or 39.3%, to $641,000 for the three months ended March 31, 2016 from $460,000 for the three months ended March 31, 2015. Interest expense on deposit accounts increased $133,000 to $579,000 for the three months ended March 31, 2016 from $446,000 for the three months ended March 31, 2015.
The average balance of deposits and interest-bearing liabilities increased $57.5 million, or 10.8%, to $589.3 million for the three months ended March 31, 2016 from $531.8 million for the three months ended March 31, 2015. The average cost of deposits and interest-bearing liabilities increased 9 basis points to 0.44% for the three months ended March 31, 2016 from 0.35% for the three months ended March 31, 2015.
The average balance of interest bearing deposits increased $42.5 million to $444.5 million for the three months ended March 31, 2016 from $401.9 million for the three months ended March 31, 2015, and the average cost of interest bearing deposits increased 8 basis points to 0.52% from 0.44%. This increase in the cost of interest bearing deposits was caused by a change in the composition of our interest bearing deposits, with the average balance of higher cost certificates of deposit
increasing by $27.3 million and the average balance of lower cost checking, savings and money market accounts increasing by only $15.2 million. Additionally, the average balance of non-interest bearing demand deposits increased by $21.0 million which helped hold the increase in our overall cost of deposits to only 5 basis points.
Interest expense on FHLB advances increased $48,000 to $62,000 for the three months ended March 31, 2016 from $14,000 for the three months ended March 31, 2015. The increase was due to an increase in the average cost of FHLB advances of 54 basis points to 0.67% for the three months ended March 31, 2016 from 0.13% for the three months ended March 31, 2015. The increase in the average cost was partially offset by a decrease in the average balance of FHLB advances of $6.0 million for the three months ended March 31, 2016. This increase in the average cost resulted from the addition of long-term FHLB advances to our borrowing mix during the current period.
Net Interest Income. Net interest income increased $404,000, or 8.7%, to $5.1 million for the three months ended March 31, 2016 from $4.7 million for the three months ended March 31, 2015. Average interest-earning assets increased by $47.8 million, or 8.7%, to $597.0 million for the three months ended March 31, 2016, from $549.2 million for the three months ended March 31, 2016. Average deposits and interest-bearing liabilities increased by $57.5 million, or 10.8%, to $589.3 million for the three months ended March 31, 2016, from $531.8 million for the three months ended March 31, 2015. Our net interest margin was unchanged at 3.39% for each of the three months ended March 31, 2016 and March 31, 2015. Our net interest margin was impacted negatively by a decrease in the yield on our loan portfolio as a result of the growth in our loan portfolio at current market rates and the effects of downward pressure on loan pricing caused by the prolonged low interest rate environment. However, the change in asset mix with growth concentrated in the loan portfolio also positively impacted the margin between these periods as investment securities generally do not carry yields as high as those on loan products.
Provision for Loan Losses. We recorded a provision for loan losses of $125,000 for the three months ended March 31, 2016 compared to $300,000 for the three months ended March 31, 2015. The decrease in the provision resulted from the improvement in our charge-off experience compared to the prior year period and slower growth in the loan portfolio compared to the prior year period. The allowance for loan losses was $4.9 million, or 0.95% of total loans, at March 31, 2016, compared to $4.6 million, or 0.92% of total loans, at September 30, 2015, and $4.5 million, or 0.95% of total loans, at March 31, 2015.
Total nonperforming loans were $447,000, or 0.09% of total loans, at March 31, 2016, compared to $803,000, or 0.16% of total loans, at September 30, 2015, and $1.1 million, or 0.23% of total loans, at March 31, 2015. As a percentage of nonperforming loans, the allowance for loan losses was 1087.9% at March 31, 2016, compared to 572.6% at September 30, 2015, and 412.0% at March 31, 2015.
Total classified loans were $2.1 million at March 31, 2016, compared to $3.8 million at September 30, 2015, and $2.9 million at March 31, 2015.
The allowance for loan losses reflects the balance we believe to be appropriate to cover incurred probable losses which were inherent in the loan portfolio at March 31, 2016 and September 30, 2015.
Non-Interest Income. Non-interest income decreased $160,000, or 9.9%, to $1.5 million for the three months ended March 31, 2016 from $1.6 million for the three months ended March 31, 2015. This decrease was primarily related to decreases in service fees on deposit accounts of $52,000 and gains on sales of loans of $65,000.
The decrease in service fees on deposit accounts resulted from lower interchange rates paid on debit card transactions and slightly reduced overdraft activity on our checking accounts. The decrease in gain on sales of loans resulted from a decrease in the volume of fixed rate mortgage loans sold on the secondary market during the quarter ended March 31, 2016.
Non-Interest Expense. Non-interest expense decreased $270,000, or 5.2%, to $5.0 million for the three months ended March 31, 2016, from $5.2 million for the three months ended March 31, 2015. This decrease was primarily caused by decreases in each of other expense of $180,000, occupancy expense of $64,000 and net loss from operations and sale of foreclosed real estate of $31,000. These decreases were offset by an increase in salaries and employee benefits of $55,000 between the periods.
The decrease in other expense resulted primarily from the elimination of a service contract which was terminated in June 2015. The decrease in occupancy expense resulted from the closure of an underperforming branch office in June 2015. The decrease in net loss from operations and sale of foreclosed real estate resulted from the continued low level of foreclosed real estate. The increase in salaries and employee benefits resulted from an increase in the accrual for ESOP expense as we are contemplating making an additional principal payment on our ESOP loan at the end of the ESOP plan year on December 31, 2016.
Provision for Income Taxes. Income tax expense was $565,000 for the three months ended March 31, 2016, compared to $265,000 for the three months ended March 31, 2015. The effective tax rate as a percent of pre-tax income was 39.3% and 35.4% for the three months ended March 31, 2016 and 2015, respectively. This increase in the effective tax rate resulted from tax-exempt income (primarily increases in cash surrender value of bank-owned life insurance and interest on tax-exempt securities) making up a smaller percentage of pretax income in the current year period compared to the prior year period.
Comparison of Operating Results for the Six Months Ended March 31, 2016 and March 31, 2015
General. Net income for the six months ended March 31, 2016 was $1.9 million compared to $931,000 for the six months ended March 31, 2015. The increase in net income of $981,000 was due primarily to increases of $1.0 million in net interest income and decreases in noninterest expenses of $590,000 and our provision for loan losses of $375,000 offset by an increase in income tax expense of $713,000.
Interest and Dividend Income. Interest and dividend income increased $1.3 million, or 13.0%, to $11.3 million for the six months ended March 31, 2016 from $10.0 million for the six months ended March 31, 2015. This increase was primarily attributable to an increase of $1.1 million in interest income on loans receivable and $126,000 in interest and dividend income on investment securities.
The average balance of interest-earning assets increased $58.5 million, or 11.0%, to $592.3 million for the six months ended March 31, 2016 from $533.8 million for the six months ended March 31, 2015. The yield on average interest-earning assets increased by 7 basis points to 3.82% for the six months ended March 31, 2016 from 3.75% for the six months ended March 31, 2015.
The average balance of loans increased $61.4 million to $500.2 million for the six months ended March 31, 2016 from $438.9 million for the six months ended March 31, 2015. The average yield on loans decreased by 6 basis points to 4.11% for the six months ended March 31, 2016 from 4.17% for the six months ended March 31, 2015. This decrease in our average yield on loans reflected the growth in our loan portfolio at current market rates and the effects of downward pressure on loan pricing caused by the prolonged low interest rate environment.
The average balance of investment securities decreased by $1.2 million, or 1.4%, to $84.5 million for the six months ended March 31, 2016 from $85.7 million for the six months ended March 31, 2015, while the average yield on investment securities increased by 33 basis points to 2.26% for the six months ended March 31, 2016 from 1.93% for the six months ended March 31, 2015. This increase in the average yield on investment securities was due to the inclusion in the investment portfolio of commercial mortgage-backed securities and corporate securities for the six months ended March 31, 2016. These higher yielding types of securities were not part of the portfolio for the six months ended March 31, 2015.
Interest Expense. Total interest expense increased $342,000, or 38.5%, to $1.2 million for the six months ended March 31, 2016 from $889,000 for the six months ended March 31, 2015. Interest expense on deposit accounts increased $266,000 to $1.1 million for the six months ended March 31, 2016 from $871,000 for the six months ended March 31, 2015.
The average balance of deposits and interest-bearing liabilities increased $75.3 million, or 14.8%, to $582.5 million for the six months ended March 31, 2016 from $507.3 million for the six months ended March 31, 2015. The average cost of deposits and interest-bearing liabilities increased 7 basis points to 0.42% for the six months ended March 31, 2016 from 0.35% for the six months ended March 31, 2015.
The average balance of interest bearing deposits increased $34.6 million to $442.0 million for the six months ended March 31, 2016 from $407.4 million for the six months ended March 31, 2015, and the average cost of interest bearing deposits increased 8 basis points to 0.51% from 0.43%. This increase in the cost of interest bearing deposits was caused by a change in the composition of our interest bearing deposits, with the average balance of higher cost certificates of deposit increasing by $27.0 million and the average balance of lower cost checking, savings and money market accounts increasing by only $7.7 million. Additionally, the average balance of non-interest bearing demand deposits increased by $34.9 million which helped hold the increase in our overall cost of deposits to only 5 basis points.
Interest expense on FHLB advances increased $76,000 to $94,000 for the six months ended March 31, 2016 from $18,000 for the six months ended March 31, 2015. This increase was due to an increase in the average balance of FHLB advances of $5.7 million to $32.4 million for the six months ended March 31, 2016 compared to $26.6 million for the six months ended March 31, 2015. The cost of FHLB advances increased 44 basis points to 0.58% for the six months ended
March 31, 2016 from 0.14% for the six months ended March 31, 2015. This increase in the average cost resulted from the addition of long-term FHLB advances to our borrowing mix during the current period.
Net Interest Income. Net interest income increased $1.0 million, or 10.5%, to $10.1 million for the six months ended March 31, 2016 from $9.1 million for the six months ended March 31, 2015. Average interest-earning assets increased by $58.5 million, or 11.0%, to $592.3 million for the six months ended March 31, 2016, from $533.8 million for the six months ended March 31, 2015. Average deposits and interest-bearing liabilities increased by $75.3 million, or 14.8%, to $582.5 million for the six months ended March 31, 2016, from $507.3 million for the six months ended March 31, 2015. Our net interest margin decreased 1 basis point to 3.40% for the six months ended March 31, 2016 from 3.41% for the six months ended March 31, 2015. Our net interest margin was impacted negatively by a decrease in the yield on our loan portfolio as a result of the growth in our loan portfolio at current market rates and the effects of downward pressure on loan pricing caused by the prolonged low interest rate environment. However, the change in asset mix with growth concentrated in the loan portfolio also positively impacted the margin between these periods as investment securities generally do not carry yields as high as those on loan products.
Provision for Loan Losses. We recorded a provision for loan losses of $275,000 for the six months ended March 31, 2016 compared to $650,000 for the six months ended March 31, 2015. For additional information regarding our allowance for loan losses and certain related ratios at March 31, 2016, September 30, 2015 and March 31, 2015, see "--Comparison of Operating Results for the Three Months Ended March 31, 2016 and March 31, 2015--Provision for Loan Losses" above.
The allowance for loan losses reflects the balance we believe to be appropriate to cover incurred probable losses which were inherent in the loan portfolio at March 31, 2016 and September 30, 2015.
Non-Interest Income. Non-interest income decreased $229,000, or 7.0%, to $3.1 million for the six months ended March 31, 2016 from $3.3 million for the six months ended March 31, 2015. This decrease was primarily related to decreases in service fees on deposit accounts of $130,000, gains on sales of investment securities of $62,000, rental income from real estate operations of $50,000 and gains on sales of loans of $33,000, offset by an increase in other income of $74,000.
The decrease in service fees on deposit accounts resulted from lower interchange rates paid on debit card transactions and slightly reduced overdraft activity on our checking accounts. The decrease in gains on sales of investment securities resulted from a lower level of sales during the current period as compared to the prior year period as slower loan growth reduced the need to sell securities to fund growth. The decrease in rental income from real estate operations resulted from a decrease in the level of our real estate holdings compared to the prior period. The decrease in gain on sales of loans resulted from a decrease in the volume of fixed rate mortgage loans sold on the secondary market during the six months ended March 31, 2016. The increase in other income resulted primarily from the receipt of a prepayment penalty on the payoff of a commercial real estate loan occurring during the current year period.
Non-Interest Expense. Non-interest expense decreased $590,000, or 5.7%, to $9.7 million for the six months ended March 31, 2016, from $10.3 million for the six months ended March 31, 2015. This decrease was primarily caused by decreases in each of other expense of $284,000, net loss from operations and sale of foreclosed real estate of $166,000, occupancy expense of $79,000 and data processing of $54,000.
The decrease in other expense resulted primarily from the elimination of a service contract which was terminated in June 2015. The decrease in net loss from operations and sale of foreclosed real estate resulted from the continued low level of foreclosed real estate. The decrease in salaries and employee benefits resulted primarily from reductions in staffing due to branches closed during fiscal 2015. The decrease in occupancy expense also resulted from the 2015 branch closures. The decrease in data processing resulted from the termination of a subservicing contract for loans sold on the secondary market with servicing retained by the Bank.
Provision for Income Taxes. Income tax expense was $1.2 million for the six months ended March 31, 2016, compared to $488,000 for the six months ended March 31, 2015. The effective tax rate as a percent of pre-tax income was 38.6% and 34.4% for the six months ended March 31, 2016 and 2015, respectively. This increase in the effective tax rate resulted from tax-exempt income (primarily increases in cash surrender value of bank-owned life insurance and interest on tax-exempt securities) making up a smaller percentage of pretax income in the current year period compared to the prior year period.
Analysis of Net Interest Income
Net interest income represents the difference between the income we earn on interest-earning assets and the interest expense we pay on interest-bearing liabilities. Net interest income also depends upon the relative amounts of interest-earning assets and interest-bearing liabilities and the interest rates earned or paid on them. The following tables set forth average balance sheets, average yields and costs, and certain other information for the periods indicated. Average balances are derived from daily average balances for all periods presented in the table. Non-accrual loans were included in the computation of average balances, but have been reflected in the tables as loans carrying a zero yield. No tax equivalent yield adjustments have been made. The yields set forth below include the effect of loan fees, discounts and premiums that are amortized or accreted to interest income.
|
| | | | | | | | | | | | | | | | | | | | | | |
| | For the Three Months Ended March 31, |
| | 2016 | | 2015 |
| | Average Outstanding Balance | | Interest | | Yield/Cost | | Average Outstanding Balance | | Interest | | Yield/Cost |
| |
Assets: | | | | | | | | | | | | |
Loans | | $ | 504,800 |
| | $ | 5,166 |
| | 4.09 | % | | $ | 454,759 |
| | $ | 4,685 |
| | 4.12 | % |
Securities | | 84,706 |
| | 502 |
| | 2.37 |
| | 86,053 |
| | 419 |
| | 1.95 |
|
Fed funds sold and other interest-earning deposits | �� | 7,502 |
| | 37 |
| | 1.97 |
| | 8,347 |
| | 16 |
| | 0.77 |
|
Total interest-earning assets | | 597,008 |
| | 5,705 |
| | 3.82 | % | | 549,159 |
| | 5,120 |
| | 3.73 | % |
Noninterest-earning assets | | 74,638 |
| | | | | | 72,801 |
| | | | |
Total assets | | $ | 671,646 |
| | | | | | $ | 621,960 |
| | | | |
| | | | | | | | | | | | |
Liabilities and stockholders' equity: | | | | | | | | | | | | |
Noninterest-bearing demand deposits | | $ | 107,568 |
| | $ | — |
| | — | % | | $ | 86,610 |
| | $ | — |
| | — | % |
| | | | | | | | | | | | |
Checking accounts | | 140,689 |
| | 96 |
| | 0.27 |
| | 148,443 |
| | 111 |
| | 0.30 |
|
Passbook and statement savings | | 127,599 |
| | 44 |
| | 0.14 |
| | 122,514 |
| | 41 |
| | 0.13 |
|
Variable rate money market | | 46,932 |
| | 50 |
| | 0.43 |
| | 29,047 |
| | 16 |
| | 0.22 |
|
Certificates of deposit | | 129,256 |
| | 389 |
| | 1.20 |
| | 101,925 |
| | 278 |
| | 1.09 |
|
Total interest bearing deposits | | 444,476 |
| | 579 |
| | 0.52 |
| | 401,929 |
| | 446 |
| | 0.44 |
|
Total deposits | | 552,044 |
| | 579 |
| | 0.42 |
| | 488,539 |
| | 446 |
| | 0.37 |
|
| | | | | | | | | | | | |
Short-term FHLB advances | | 21,758 |
| | 15 |
| | 0.28 |
| | 43,283 |
| | 14 |
| | 0.13 |
|
Long-term FHLB advances | | 15,495 |
| | 47 |
| | 1.21 |
| | — |
| | — |
| | — |
|
Total FHLB advances | | 37,253 |
| | 62 |
| | 0.67 |
| | 43,283 |
| | 14 |
| | 0.13 |
|
| | | | | | | | | | | | |
Total deposits and interest-bearing liabilities | | 589,297 |
| | 641 |
| | 0.44 | % | | 531,822 |
| | 460 |
| | 0.35 | % |
| | | | | | | | | | | | |
Other liabilities | | 5,231 |
| | | | | | 4,787 |
| | | | |
Total liabilities | | 594,528 |
| | | | | | 536,609 |
| | | | |
Stockholders' equity | | 77,118 |
| | | | | | 85,351 |
| | | | |
Total liabilities and stockholders' equity | | $ | 671,646 |
| | | | | | $ | 621,960 |
| | | | |
| | | | | | | | | | | | |
Net interest income | | | | $ | 5,064 |
| | | | | | $ | 4,660 |
| | |
Net interest rate spread | | | | | | 3.39 | % | | | | | | 3.38 | % |
Net interest-earning assets | | $ | 7,711 |
| | | | | | $ | 17,337 |
| | | | |
Net interest margin | | | | | | 3.39 | % | | | | | | 3.39 | % |
Average of interest-earning assets to interest-bearing liabilities | | | | | | 101.31 | % | | | | | | 103.26 | % |
|
| | | | | | | | | | | | | | | | | | | | | | |
| | For the Six Months Ended March 31, |
| | 2016 | | 2015 |
| | Average Outstanding Balance | | Interest | | Yield/Cost | | Average Outstanding Balance | | Interest | | Yield/Cost |
| |
Assets: | | | | | | | | | | | | |
Loans | | $ | 500,246 |
| | $ | 10,283 |
| | 4.11 | % | | $ | 438,866 |
| | $ | 9,144 |
| | 4.17 | % |
Securities | | 84,536 |
| | 954 |
| | 2.26 |
| | 85,742 |
| | 828 |
| | 1.93 |
|
Fed funds sold and other interest-earning deposits | | 7,471 |
| | 63 |
| | 1.69 |
| | 9,142 |
| | 28 |
| | 0.61 |
|
Total interest-earning assets | | 592,253 |
| | 11,300 |
| | 3.82 | % | | 533,750 |
| | 10,000 |
| | 3.75 | % |
Noninterest-earning assets | | 75,270 |
| | | | | | 67,188 |
| | | | |
Total assets | | $ | 667,523 |
| | | | | | $ | 600,938 |
| | | | |
| | | | | | | | | | | | |
Liabilities and stockholders' equity: | | | | | | | | | | | | |
Noninterest-bearing demand deposits | | $ | 108,147 |
| | $ | — |
| | — | % | | $ | 73,263 |
| | $ | — |
| | — | % |
| | | | | | | | | | | | |
Checking accounts | | 140,409 |
| | 195 |
| | 0.28 |
| | 156,993 |
| | 214 |
| | 0.27 |
|
Passbook and statement savings | | 127,950 |
| | 89 |
| | 0.14 |
| | 122,612 |
| | 90 |
| | 0.15 |
|
Variable rate money market | | 47,228 |
| | 100 |
| | 0.42 |
| | 28,324 |
| | 26 |
| | 0.18 |
|
Certificates of deposit | | 126,437 |
| | 753 |
| | 1.19 |
| | 99,456 |
| | 541 |
| | 1.09 |
|
Total interest bearing deposits | | 442,024 |
| | 1,137 |
| | 0.51 |
| | 407,385 |
| | 871 |
| | 0.43 |
|
Total deposits | | 550,171 |
| | 1,137 |
| | 0.41 |
| | 480,648 |
| | 871 |
| | 0.36 |
|
| | | | | | | | | | | | |
Short-term FHLB advances | | 21,169 |
| | 23 |
| | 0.22 |
| | 26,637 |
| | 18 |
| | 0.14 |
|
Long-term FHLB advances | | 11,202 |
| | 71 |
| | 1.27 |
| | — |
| | — |
| | — |
|
Total FHLB advances | | 32,371 |
| | 94 |
| | 0.58 |
| | 26,637 |
| | 18 |
| | 0.14 |
|
| | | | | | | | | | | | |
Total deposits and interest-bearing liabilities | | 582,542 |
| | 1,231 |
| | 0.42 | % | | 507,285 |
| | 889 |
| | 0.35 | % |
| | | | | | | | | | | | |
Other liabilities | | 7,180 |
| | | | | | 7,422 |
| | | | |
Total liabilities | | 589,722 |
| | | | | | 514,707 |
| | | | |
Stockholders' equity | | 77,801 |
| | | | | | 86,231 |
| | | | |
Total liabilities and stockholders' equity | | $ | 667,523 |
| | | | | | $ | 600,938 |
| | | | |
| | | | | | | | | | | | |
Net interest income | | | | $ | 10,069 |
| | | | | | $ | 9,111 |
| | |
Net interest rate spread | | | | | | 3.40 | % | | | | | | 3.40 | % |
Net interest-earning assets | | $ | 9,711 |
| | | | | | $ | 26,465 |
| | | | |
Net interest margin | | | | | | 3.40 | % | | | | | | 3.41 | % |
Average of interest-earning assets to interest-bearing liabilities | | | | | | 101.67 | % | | | | | | 105.22 | % |
Liquidity and Capital Resources
Our primary sources of funds are deposits, principal and interest payments on loans and securities, proceeds from the sale of loans, proceeds from maturities and calls of securities, Federal Home Loan Bank advances and, to a lesser extent, short-term borrowings from other financial institutions. While maturities and scheduled amortization of loans and securities are predictable sources of funds, deposit flows and mortgage prepayments are greatly influenced by general interest rates, economic conditions, and competition. Our most liquid assets are cash and short-term investments including interest-earning demand deposits. The levels of these assets are dependent on our operating, financing, lending, and investing activities during any given period.
Our cash flows are comprised of three primary classifications: cash flows from operating activities, investing activities, and financing activities. Net cash used in operating activities was $1.0 million and $2.4 million for the six months
ended March 31, 2016 and March 31, 2015, respectively. Net cash used in investing activities, which consists primarily of disbursements for loan originations and the purchase of securities, offset by principal collections on loans, proceeds from the sale of securities and proceeds from maturing securities and pay downs on mortgage-backed securities, was $17.2 million and $42.2 million for the six months ended March 31, 2016 and March 31, 2015, respectively. During the six months ended March 31, 2016, we purchased $16.3 million and sold $8.7 million in securities held as available-for-sale, and during the six months ended March 31, 2015, we purchased $10.3 million and sold $17.5 million in securities held as available-for-sale. Net cash provided by financing activities was $18.0 million and $43.8 million for the six months ended March 31, 2016 and March 31, 2015, respectively, and consisted of increases in deposit accounts and FHLB borrowings offset by the purchase of Company stock.
At March 31, 2016, Westbury Bank exceeded all of its regulatory capital requirements with Tier 1 leverage capital of $65.9 million, or 9.90% of adjusted total assets, which is above the well-capitalized level of $33.3 million, or 5.00%; Common Equity Tier 1 capital of $65.9 million, or 12.26% of adjusted total assets, which is above the well-capitalized level of $34.9 million, or 6.50%; Tier 1 capital of $65.9 million, or 12.26% of risk-weighted assets, which is above the well-capitalized level of $43.0 million, or 8.00%; and total risk-based capital of $70.8 million, or 13.17% of risk-weighted assets, which is above the well-capitalized level of $53.7 million, or 10.00%. Accordingly, Westbury Bank was categorized as well-capitalized at March 31, 2016 under all Prompt Corrective Action Provisions as determined by the OCC, our primary regulator.
At March 31, 2016, we had outstanding commitments to originate loans of $3.9 million, unused commercial lines of credit of $79.4 million, unused home equity lines of credit of $26.2 million, and stand-by letters of credit of $611,000. We anticipate that we will have sufficient funds available to meet our current loan origination commitments. Certificates of deposit that are scheduled to mature in less than one year from March 31, 2016 totaled $56.1 million. Management expects that a substantial portion of the maturing certificates of deposit will be renewed. However, if a substantial portion of these deposits is not retained, we may utilize FHLB advances or raise interest rates on deposits to attract new accounts, which may result in higher levels of interest expense.
Off-Balance Sheet Arrangements. In the normal course of operations, we engage in a variety of financial transactions that, in accordance with GAAP, are not recorded in our financial statements. These transactions involve, to varying degrees, elements of credit, interest rate and liquidity risk. Such transactions are used primarily to manage customers’ requests for funding and generally take the form of loan commitments, lines of credit and standby letters of credit. These arrangements are not likely to have a material impact on the Company's financial condition or results of operations. We have not engaged in any other off-balance-sheet transactions in the normal course of our lending activities.
Impact of Inflation and Changing Prices
The financial statements and related data presented herein have been prepared in accordance with GAAP which require the measurement of financial position and operating results in terms of historical dollars without considering changes in the relative purchasing power of money over time due to inflation. The primary impact of inflation on our operations is reflected in increased operating costs. Unlike most industrial companies, virtually all of the assets and liabilities of a financial institution are monetary in nature. As a result, interest rates, generally, have a more significant impact on a financial institution’s performance than does inflation. Interest rates do not necessarily move in the same direction or to the same extent as the prices of goods and services.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Disclosures of quantitative and qualitative market risk are not required by smaller reporting companies, such as the Company.
ITEM 4. CONTROLS AND PROCEDURES
We maintain disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) that are designed to ensure that information required to be disclosed in the reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that the information required to be disclosed in reports that we file or submit under the Securities Exchange Act of 1934 is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.
In designing and evaluating the disclosure controls and procedures, we recognize that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management necessarily was required to apply judgment in evaluating the cost-benefit relationship of possible controls and procedures. We have designed our disclosure controls and procedures to reach a level of reasonable assurance of achieving the
desired control objectives.
An evaluation was performed under the supervision and with the participation of the Company’s management, including the Chief Executive Officer and the Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures as of March 31, 2016. Based on that evaluation, the Company’s management, including the Chief Executive Officer and the Chief Financial Officer, concluded that the Company’s disclosure controls and procedures were effective as of March 31, 2016 at reaching a level of reasonable assurance.
During the quarter ended March 31, 2016, there have been no changes in the Company’s internal control over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) under the Securities and Exchange Act of 1934, as amended) that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
PART II
ITEM 1. LEGAL PROCEEDINGS
We are not involved in any pending legal proceedings as a plaintiff or defendant other than routine legal proceedings occurring in the ordinary course of business, and at March 31, 2016, we were not involved in any legal proceedings, the outcome of which, in our reasonable opinion, would be material to our financial condition or results of operations.
ITEM 1A. RISK FACTORS
Disclosures of risk factors are not required by smaller reporting companies, such as the Company.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
| |
(a) | Unregistered Sales of Equity Securities. None. |
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(b) | Use of Proceeds. None. |
| |
(c) | Repurchase of Equity Securities. |
On February 9, 2016, the Company announced that its Board of Directors had authorized the repurchase of up to 422,906 shares of the Company's common stock, representing 10.00% of the Company's then outstanding shares. In connection with this authorization, the Company announced the completion of the previous authorization (on May 21, 2015) to purchase 200,000 shares. The shares may be purchased under the current repurchase program in the open market or in privately negotiated transactions from time to time depending on market conditions and other factors. As of March 31, 2016, 65,389 shares had been purchased under the current plan.
The table below sets forth Westbury Bancorp Inc.'s common stock repurchases during the three months ended March 31, 2016.
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| | | | | | | | | | |
Period | (a) Total number of shares purchased | | (b) Average price paid per share | (c) Total number of shares purchased as part of publicly announced plans or programs | (d) Maximum number of shares that may yet be purchased under the plans or programs |
January 1 - January 31, 2016 | 77,249 |
| (1) | $ | 19.46 |
| 77,249 |
| — |
|
February 1 - February 29, 2016 | 25,900 |
| (2) | 18.47 |
| 25,900 |
| 397,006 |
|
March 1 - March 31, 2016 | 39,489 |
| (2) | 18.99 |
| 39,489 |
| 357,517 |
|
Total | 142,638 |
| | $ | 19.15 |
| 142,638 |
|
|
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(1) All shares were repurchased pursuant to the May 21, 2015 authorization.
(2) All shares were repurchased pursuant to the February 9, 2016 authorization.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. MINE SAFETY DISCLOSURES
Not applicable.
ITEM 5. OTHER INFORMATION
None.
ITEM 6. EXHIBITS
The exhibits required by Item 601 of Regulation S-K are included with this Form 10-Q and are listed on the “Index to Exhibits” immediately following the Signatures.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Westbury Bancorp, Inc.
Date: May 2, 2016
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|
/s/ Greg J. Remus |
Greg J. Remus |
President and Chief Executive Officer |
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/s/ Kirk J. Emerich |
Kirk J. Emerich |
Executive Vice President and Chief Financial Officer |
INDEX TO EXHIBITS
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| | |
Exhibit Number | | Description |
31.1 | | Certification of Greg J. Remus, President and Chief Executive Officer, Pursuant to Rule 13a-14(a) and Rule 15d-14(a) |
31.2 | | Certification of Kirk J. Emerich, Executive Vice President and Chief Financial Officer, Pursuant to Rule 13a-14(a) and Rule 15d-14(a) |
32 | | Certification of Greg J. Remus, President and Chief Executive Officer, and Kirk J. Emerich, Executive Vice President and Chief Financial Officer, Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.* |
101 | | The following materials from the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2016, formatted in XBRL (Extensible Business Reporting Language): (i) Consolidated Balance Sheets; (ii) Consolidated Statements of Operations; (iii) Consolidated Statements of Comprehensive Income; (iv) Consolidated Statements of Changes in Stockholders' Equity; (v) Consolidated Statements of Cash Flows; and (vi) Notes to Unaudited Consolidated Financial Statements |
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* - This certification is not "filed" for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, or incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities and Exchange Act of 1934, as amended.
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