SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
ANNUAL REPORT
PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934 [NO FEE REQUIRED, EFFECTIVE OCTOBER 7, 1996].
For the fiscal year ended December 31, 2008
-----------------
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934 [NO FEE REQUIRED].
For the transition period from _______________ to _______________
Commission File Number 000-50962
---------
A. Full title of the plan and the address of the plan, if different from
that of the issuer named below:
Atlantic Coast Bank Employees' Savings and Profit Sharing Plan
and Trust
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
Atlantic Coast Federal Corporation
505 Haines Avenue
Waycross, Georgia 31501
ATLANTIC COAST BANK
EMPLOYEES' SAVINGS & PROFIT SHARING PLAN
AND TRUST
Waycross, Georgia
FINANCIAL STATEMENTS
December 31, 2008 and 2007
CONTENTS
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM....................... 1
FINANCIAL STATEMENTS
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS......................... 2
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS............... 3
NOTES TO FINANCIAL STATEMENTS........................................... 4
SUPPLEMENTAL SCHEDULE
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR).......... 12
ATLANTIC COAST BANK
EMPLOYEES' SAVINGS &
PROFIT SHARING PLAN
AND TRUST
FINANCIAL STATEMENTS
December 31, 2008 and 2007
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Audit Committee
Atlantic Coast Bank Employees'
Savings & Profit Sharing Plan and Trust
Waycross, Georgia
We have audited the accompanying statements of net assets available for benefits
of the Atlantic Coast Bank Employees' Savings & Profit Sharing Plan and Trust
(the "Plan") as of December 31, 2008 and 2007, and the related statement of
changes in net assets available for benefits for the year ended December 31,
2008. These financial statements are the responsibility of the Plan's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Plan as of
December 31, 2008 and 2007, and the changes in net assets available for benefits
for the year ended December 31, 2008 in conformity with U.S. generally accepted
accounting principles.
Our audit was conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of assets (held
at end of year) is presented for the purpose of additional analysis and is not a
required part of the basic financial statements but is supplementary information
required by the Department of Labor's Rules and Regulations for Reporting and
Disclosure under the Employee Retirement Income Security Act of 1974. The
supplemental schedule is the responsibility of the Plan's management. The
supplemental schedule has been subjected to the auditing procedures applied in
the audit of the basic 2008 financial statements and, in our opinion, is fairly
stated in all material respects in relation to the basic 2008 financial
statements taken as a whole.
/s/ Crowe Horwath LLP
Crowe Horwath LLP
South Bend, Indiana
June 29, 2009
ATLANTIC COAST BANK EMPLOYEES' SAVINGS & PROFIT SHARING PLAN
AND TRUST
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
December 31, 2008 and 2007
- --------------------------------------------------------------------------------
2008 2007
-------------- --------------
ASSETS
Investments at fair value $ 4,267,054 $ 7,295,472
Receivables
Employer contributions 5,716 -
Participant contributions 14,391 -
Accrued income 230 2,388
Due from broker - 51,469
-------------- --------------
20,337 53,857
-------------- --------------
Total Assets 4,287,391 7,349,329
Liabilities
Due to broker 674 41,235
-------------- --------------
Net assets reflecting all investments at fair value 4,286,717 7,308,094
Adjustment from fair value to contract value for
fully benefit-responsive contracts 2,879 14,696
-------------- --------------
NET ASSETS AVAILABLE FOR BENEFITS $ 4,289,596 $ 7,322,790
============== ===============
- --------------------------------------------------------------------------------
See accompanying notes to financial statements
2.
ATLANTIC COAST BANK EMPLOYEES' SAVINGS & PROFIT SHARING PLAN
AND TRUST
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
Year ended December 31, 2008
- --------------------------------------------------------------------------------
Additions to net assets attributed to:
Investment income (loss)
Net depreciation in fair value of investments (Note 3) (3,334,591)
Interest and dividends 226,610
------------
(3,107,981)
Contributions
Employer 148,641
Participants 513,747
Rollover 51,175
------------
713,563
Total additions (2,394,418)
Deductions from net assets attributed to:
Benefits paid to participants 605,066
Administrative expenses 33,710
------------
Total deductions 638,776
------------
Net decrease (3,033,194)
Net assets available for benefits
Beginning of year 7,322,790
------------
End of year $ 4,289,596
============
- --------------------------------------------------------------------------------
See accompanying notes to financial statements
3.
ATLANTIC COAST BANK EMPLOYEES' SAVINGS & PROFIT SHARING PLAN
AND TRUST
NOTES TO FINANCIAL STATEMENTS
December 31, 2008 and 2007
- --------------------------------------------------------------------------------
NOTE 1 - DESCRIPTION OF PLAN
The following description of the Atlantic Coast Bank Employees' Savings & Profit
Sharing Plan and Trust (the "Plan") is provided for general information purposes
only. Participants should refer to the Plan agreement for a more complete
description of the Plan's provisions. Copies of the Plan agreement are available
from the plan administrator.
General: The Plan, established on January 1, 1994, is a defined contribution
401(k) plan for the benefit of substantially all employees of Atlantic Coast
Bank (the "Employer" or "Company") who serves as plan administrator and controls
and manages the operation and administration of the Plan. The Bank of New York
serves as custodian of the Plan. The Plan is subject to the provisions of the
Employee Retirement Income Security Act of 1974 (ERISA).
Contributions: Each year, participants may elect to contribute up to 75% of
their pretax annual compensation, as defined in the Plan, with a total amount
not to exceed the applicable dollar limit established by the Internal Revenue
Service each year. On behalf of each eligible participant a matching
contribution made by the Company equal to 50 percent of compensation up to 6
percent shall be provided based on the participant's salary reduction
contribution made during each pay period. On behalf of each eligible participant
a discretionary contribution may be made by the Company. There were no
discretionary contributions for 2008.
Eligibility: Employees are eligible to enroll in the Plan after 3 consecutive
months of employment. A participant's entry into the plan is effective in the
calendar month coinciding with or next following the date the employee satisfies
the eligibility requirements.
Participant Accounts: Each participant's account is credited with the
participant's contribution and allocations of (a) the Employer's matching
contribution (b) Plan earnings and (c) forfeitures, and charged with an
allocation of administrative expenses. The benefit to which a participant is
entitled is the benefit that can be provided from the participant's vested
account.
Vesting: Participants are immediately vested in their own contributions plus
actual earnings thereon. Vesting in the Employer's matching and discretionary
contribution and the earnings thereon is based on years of credited service. One
year credited service is received when the participant works at least 1,000
hours within the plan year. A participant is 20% vested after two years, 40%
vested after three years, 60% vested after four years, 80% vested after five
years, and 100% vested after six years of credited service.
Forfeitures: The non-vested portion of terminated participants accounts plus
earnings thereon are considered forfeited and can be used by the Plan to reduce
the amount of future employer contributions to the Plan or reallocated to
participants at the Plan's sponsor discretion.
- --------------------------------------------------------------------------------
(Continued)
4.
ATLANTIC COAST BANK EMPLOYEES' SAVINGS & PROFIT SHARING PLAN
AND TRUST
NOTES TO FINANCIAL STATEMENTS
December 31, 2008 and 2007
- --------------------------------------------------------------------------------
NOTE 1 - DESCRIPTION OF PLAN (Continued)
At December 31, 2008, forfeited accounts totaled $23,410. During 2008 $33,765
from forfeited accounts were used to reduce the employer contributions to the
Plan.
Investment Options: Each participant may direct their contributions into any of
the investment options available under the Plan and may choose to allocate and
reallocate amounts credited to their accounts among all or any combination of
the investment funds.
Earnings on the investment funds are allocated among the accounts that have
elected to invest in each such fund. Plan participants may direct the investment
of all funds credited to their account to any or all of the available investment
funds.
Participant Loans: Participants may borrow a minimum of $1,000 up to a maximum
equal to the lesser of $50,000 or 50 percent of their vested account balance.
Loan transactions are treated as a transfer to (from) the investment account
from (to) the Participant Loan account. Loan terms range from 1 to 5 years or up
to 15 years for the purchase of a primary residence. The loans are secured by
the balance in the participant's account and bear interest at rates that are
comparable to those currently available from commercial institutions for similar
loans.
Payment of Benefits: Participants may withdraw, in the form of lump-sum or
installments, all or some of the vested account balance upon termination of
employment, attainment of age 59 1/2, death or disability. In the event of death
or permanent disability, participants become fully vested.
Plan Termination: Although it has not expressed any intent to do so, the
employer has the right under the Plan to terminate the Plan subject to the
provisions of ERISA. In the event of the Plan's termination, participants shall
become fully vested.
Expenses: Certain administrative expenses are paid by the plan sponsor.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The policies and principles that significantly affect the determination of net
assets and results of operations are summarized below.
Basis of Accounting: The financial statements of the Plan are prepared under the
accrual method of accounting in accordance with U.S. generally accepted
accounting principles.
- --------------------------------------------------------------------------------
(Continued)
5.
ATLANTIC COAST BANK EMPLOYEES' SAVINGS & PROFIT SHARING PLAN
AND TRUST
NOTES TO FINANCIAL STATEMENTS
December 31, 2008 and 2007
- --------------------------------------------------------------------------------
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Use of Estimates: The preparation of financial statements in conformity with
U.S. generally accepted accounting principles requires management to make
estimates and assumptions that affect the reported amounts of net assets
available for benefits and changes therein. Actual results could differ from
those estimates.
Payment of Benefits: Benefits are recorded when paid.
Adoption of New Accounting Standards: In September 2006, the FASB issued
Statement No. 157, Fair Value Measurements (FAS 157). This Statement defines
fair value, establishes a framework for measuring fair value, and expands
disclosures about fair value measurements. This Standard is effective for
financial statements issued for fiscal years beginning after November 15, 2007.
In October 2008, the FASB issued Staff Position (FSP) 157-3, Determining the
Fair Value of a Financial Asset when the Market for That Asset Is Not Active.
This FSP clarifies the application of FAS 157 in a market that is not active.
The impact of adoption of these standards as of January 1, 2008 was not material
to the Plan's net assets available for benefits.
Effect of Newly Issued But Not Yet Effective Accounting Standards: In April
2009, the FASB issued Staff Position (FSP) No. 157-4, Determining Fair Value
When the Volume and Level of Activity for the Asset and Liability Have
Significantly Decreased and Identifying Transactions That are Not Orderly. This
FSP emphasizes that even if there has been a significant decrease in the volume
and level of activity, the objective of a fair value measurement remains the
same. Fair value is the price that would be received to sell an asset or paid to
transfer a liability in an orderly transaction (that is, not a forced
liquidation or distressed sale) between market participants. The FSP provides a
number of factors to consider when evaluating whether there has been a
significant decrease in the volume and level of activity for an asset or
liability in relation to normal market activity. In addition, when transactions
or quoted prices are not considered orderly, adjustments to those prices based
on the weight of available information may be needed to determine the
appropriate fair value. The FSP also requires increased disclosures. This FSP is
effective for annual reporting periods ending after June 15, 2009, and shall be
applied prospectively. Plan management does not expect the adoption to have a
material effect on the Plan's net assets available for benefits or changes
therein.
Investment Valuation: The Plan's investments are reported at fair value.
Purchases and sales of securities are recorded on a trade-date basis. Interest
income is recorded on the accrual basis. Dividends are recorded on the
ex-dividend date.
- --------------------------------------------------------------------------------
(Continued)
6.
ATLANTIC COAST BANK EMPLOYEES' SAVINGS & PROFIT SHARING PLAN
AND TRUST
NOTES TO FINANCIAL STATEMENTS
December 31, 2008 and 2007
- --------------------------------------------------------------------------------
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
FAS 157 defines fair value as the price that would be received by the Plan for
an asset or paid by the Plan to transfer a liability (an exit price) in an
orderly transaction between market participants on the measurement date in the
Plan's principal or most advantageous market for the asset or liability. FAS 157
establishes a fair value hierarchy which requires the Plan to maximize the use
of observable inputs and minimize the use of unobservable inputs when measuring
fair value. The hierarchy places the highest priority on unadjusted quoted
market prices in active markets for identical assets or liabilities (level 1
measurements) and gives the lowest priority to unobservable inputs (level 3
measurements). The three levels of inputs within the fair value hierarchy are
defined as follows:
Level 1: Quoted prices (unadjusted) for identical assets or liabilities in
active markets that the Plan 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 the Plan's own
assumptions about the assumptions that market participants would use in
pricing an asset or liability.
In many cases, a valuation technique used to measure fair value includes inputs
from multiple levels of the fair value hierarchy. The lowest level of
significant input determines the placement of the entire fair value measurement
in the hierarchy.
The following descriptions of the valuation methods and assumptions used by the
Plan to estimate the fair values of investments apply to investments held
directly by the Plan.
Company common stock: Investments in common stock are stated at fair value as
determined by quoted market prices (level 1 inputs).
Common collective trusts: The fair values of participation units held in common
collective trusts funds are based on their net asset values, as reported by the
managers of the common collective trusts and as supported by the unit prices of
actual purchase and sale transactions occurring as of or close to the financial
statement date. The fair values of interests in stable value funds are based
upon the net asset values of such funds reflecting all investments at fair
value, including direct and indirect interests in fully benefit-responsive
contracts, as reported by the fund managers. The fair values of common
collective trusts are classified within level 2 of the fair value hierarchy.
- --------------------------------------------------------------------------------
(Continued)
7.
ATLANTIC COAST BANK EMPLOYEES' SAVINGS & PROFIT SHARING PLAN
AND TRUST
NOTES TO FINANCIAL STATEMENTS
December 31, 2008 and 2007
- --------------------------------------------------------------------------------
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Money market accounts and savings deposit accounts: Fair values are estimated to
approximate deposit account balances, payable on demand, as no discounts for
credit quality or liquidity were determined to be applicable (level 2 inputs).
Participant loans: Participant loans are reported at amortized cost, as the fair
value of the loans is not practicable to estimate due to restrictions placed on
the transferability of the loans.
The methods described above may produce a fair value calculation that may not be
indicative of net realizable value or reflective of future fair values.
Furthermore, while the Plan believes its valuation methods are appropriate and
consistent with other market participants, the use of different methodologies or
assumptions to determine the fair value of certain financial instruments could
result in a different fair value measurement at the reporting date.
Investments measured at fair value on a recurring basis are summarized below:
Fair Value Measurements
at December 31, 2008 Using
-------------------------------
Quoted Prices in Significant
Active Markets Other
for Identical Observable
Assets Inputs
(Level 1) (Level 2)
--------- ---------
Investments (other than participant loans) $ 1,498,087 $ 2,501,553
Net assets available for benefits reflects the contract value of the Plan's
investments in fully benefit-responsive contracts and stable value funds, due to
a separate adjustment presented in the statements of net assets available for
benefits to increase or decrease the carrying amount of these investments to
contract value, as applicable. Contract value represents contributions made
under the contract, plus earnings, less participant withdrawals and
administrative expenses, and is the amount participants would receive if they
were to initiate permitted transactions under the terms of the Plan.
Risks and Uncertainties: The Plan provides for various investment options in
common collective funds, certificate of deposits, and the common stock of the
employer's parent company, Atlantic Coast Federal Corporation ("ACFC"). ACFC is
traded on the NASDAQ global market. The underlying investment securities are
exposed to various risks, such as interest rate, market, liquidity and credit
risks. Due to the level of risk associated with certain investment securities
and the level of uncertainty related to changes in the value of investment
securities, it is at least
- --------------------------------------------------------------------------------
(Continued)
8.
ATLANTIC COAST BANK EMPLOYEES' SAVINGS & PROFIT SHARING PLAN
AND TRUST
NOTES TO FINANCIAL STATEMENTS
December 31, 2008 and 2007
- --------------------------------------------------------------------------------
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
reasonably possible that changes in the values of investment securities will
occur in the near term and that such changes could materially affect the amounts
reported in the statement of net assets available for benefits and participants'
individual account balances.
Concentration of Credit Risk: At December 31, 2008 and 2007, approximately 35%
and 51% of the Plan's assets were invested in ACFC common stock.
NOTE 3 - INVESTMENTS
The Bank of New York, the custodian of the Plan, held investment assets and
executed transactions during 2008 and 2007.
Investments representing more than 5% of the net assets available for benefits
at December 31, 2008 or 2007 are as follows:
Investments at estimated fair value:
2008 2007
-------------- --------------
State Street Global Advisors/Short Term Investment Fund $ 713,831 $ 762,696
State Street Global Advisors/Pentegra Stable Value Fund 333,777 395,212
State Street Global Advisors/S&P MidCap Index Series Fund 254,409 373,560
Investments at fair value as determined by quoted market price:
Atlantic Coast Federal Corporation common stock 1,498,087 3,759,165
During 2008, the Plan's investments (including gains and losses on investments
bought and sold, as well as held during the year) depreciated in value as
follows:
Common/collective funds $ (590,175)
Atlantic Coast Federal Corporation common stock (2,743,249)
--------------
$ (3,333,424)
==============
At December 31, 2008 and 2007, the Plan held 384,125 and 316,428 shares of
Atlantic Coast Federal Corporation common stock.
NOTE 4 - PARTY-IN-INTEREST TRANSACTIONS
Parties-in-interest are defined under DOL regulations as any fiduciary of the
Plan, any party rendering service to the Plan, the employer, and certain others.
Certain professional fees for the
- --------------------------------------------------------------------------------
(Continued)
9.
ATLANTIC COAST BANK EMPLOYEES' SAVINGS & PROFIT SHARING PLAN
AND TRUST
NOTES TO FINANCIAL STATEMENTS
December 31, 2008 and 2007
- --------------------------------------------------------------------------------
NOTE 4 - PARTY-IN-INTEREST TRANSACTIONS (Continued)
administration of the Plan were paid by the Employer on behalf of the Plan.
During 2008 fees of $3,366 were paid by the Plan to The Bank of New York,
custodian of the Plan, fees of $28,813 were paid by the Plan to Pentegra
Services, Inc., Plan recordkeeper, and fees of $1,531 were paid by the Plan to
State Street Global Advisors, investment manager, which represent
party-in-interest transactions.
Party-in-interest investments held by the Plan at December 31, 2008 and 2007
include Atlantic Coast Federal Corporation common stock totaling $1,498,087 and
$3,759,165 respectively, Atlantic Coast Federal Certificate of Deposit totaling
$21,780 and $8,492 respectively, participant loans totaling $267,414 and
$300,204 respectively, The Bank of New York Collective Short Term Investors Fund
totaling $161,465 and $308,293 respectively and State Street Global Advisors
common collective funds totaling $2,318,308 and $2,933,753 respectively. Total
dividends received for 2008 from the Atlantic Coast Federal Corporation common
stock were $177,544.
NOTE 5 - TAX STATUS
Effective June 1, 2003, the Plan was restated. The Plan has been restated on a
prototype document which has received a favorable determination letter dated
July 10, 2003 from the Internal Revenue Service. Although the Plan has been
amended since receiving the determination letter, the plan administrator
believes that the Plan is designed and is currently being operated in compliance
with the applicable requirements of the Internal Revenue Code.
NOTE 6 - SUBSEQUENT EVENT
Subsequent to December 31, 2008, the Atlantic Coast Federal Corporation Common
Stock experienced a decline in overall market value. The share value of the
stock at December 31, 2008 was $3.90. As of June 26, 2009, the share value of
the stock was $1.87.
NOTE 7 - RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
The following is a reconciliation of net assets available for benefits per the
financial statements at December 31, 2008 to the Form 5500:
- --------------------------------------------------------------------------------
(Continued)
10.
ATLANTIC COAST BANK EMPLOYEES' SAVINGS & PROFIT SHARING PLAN
AND TRUST
NOTES TO FINANCIAL STATEMENTS
December 31, 2008 and 2007
- --------------------------------------------------------------------------------
NOTE 7 - RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500 (Continued)
2008
--------------
Net assets available for benefits per the financial statements $ 4,289,596
Excess of contract value over estimated
fair value of investment in stable value fund (2,879)
Net assets per the Form 5500 $ 4,286,717
==============
The following is a reconciliation of the change in net assets available for
benefits for the year ended December 31, 2008 per the financial statements to
the net income reported in the 2008 Form 5500:
Decrease in net assets available for benefits
per the financial statements $ (3,033,194)
Change in excess of contract value over estimated fair value
of investment in stable value fund (2,879)
Net income per the Form 5500 $ (3,036,073)
===============
- --------------------------------------------------------------------------------
11.
SUPPLEMENTAL SCHEDULE
ATLANTIC COAST BANK EMPLOYEES' SAVINGS & PROFIT SHARING PLAN AND
TRUST
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
December 31, 2008
- --------------------------------------------------------------------------------
Name of Plan Sponsor: Atlantic Coast Bank
------------------------
Employer Identification Number: 58-0570960
--------------
Three-digit Plan Number: 033
---------------------
(c)
Description of Investment
(b) Including Maturity Date,
Identity of Issue, Borrower, Rate of Interest, Collateral, (d) Current
(a) Lessor, or Similar Party Par or Maturity Value Cost Value
--- ---------------------------- -------------------------------- ---- -------
Common Collective Funds
* State Street Global Advisors Short Term Investment Fund # $ 713,831
* State Street Global Advisors S&P Flagship Securities #
Lending Series Fund 156,010
* State Street Global Advisors Long US Treasury # 158,103
* State Street Global Advisors S&P Value Index # 98,355
* State Street Global Advisors Pentegra Stable Value Fund # 333,777
* State Street Global Advisors Conservative Strategic
Balanced Fund # 19,052
* State Street Global Advisors Moderate Strategic Balanced Fund # 173,511
* State Street Global Advisors Aggressive Strategic
Balanced Fund # 67,202
* State Street Global Advisors S&P Growth Index Series Fund # 69,823
* State Street Global Advisors S&P MidCap Index Series Fund # 254,409
* State Street Global Advisors Russell 2000 Index Series Fund # 85,446
* State Street Global Advisors Daily EAFE Index Series Fund # 72,298
* State Street Global Advisors REIT Index Non-Lending
Series Fund # 10,297
* State Street Global Advisors Target Retirement 2015 # 159
* State Street Global Advisors Target Retirement 2025 # 2,974
* State Street Global Advisors Target Retirement 2035 # 10,483
* State Street Global Advisors Target Retirement 2045 # 12,217
* State Street Global Advisors Passive Bond Market Index # 2,292
* State Street Global Advisors Nasdaq 100 Index Fund # 78,069
---------------
2,318,308
Common Stock
* Atlantic Coast Federal Corporation Common Stock # 1,498,087
- --------------------------------------------------------------------------------
* Denotes party-in-interest
# Investment is participant-directed, therefore historical cost is not required.
12.
ATLANTIC COAST BANK EMPLOYEES' SAVINGS & PROFIT SHARING PLAN AND
TRUST
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
December 31, 2008
- --------------------------------------------------------------------------------
Name of Plan Sponsor: Atlantic Coast Bank
------------------------
Employer Identification Number: 58-0570960
--------------
Three-digit Plan Number: 033
---------------------
(c)
Description of Investment
(b) Including Maturity Date,
Identity of Issue, Borrower, Rate of Interest, Collateral, (d) Current
(a) Lessor, or Similar Party Par or Maturity Value Cost Value
--- ---------------------------- --------------------------------- ---- ---------------
Cash Equivalent/Money Market Fund
* The Bank of New York Collective Short Term Investors
Fund # 161,465
* Atlantic Coast Bank Certificate of Deposit
Interest rate 2.86% mature 7/7/09 # 13,000
* Atlantic Coast Bank Certificate of Deposit
Variable rate mature 7/7/09 # 8,780
* Participant Loans Interest rates ranging from 4.25%
to 9.25% # 267,414
---------------
$ 4,267,054
===============
- --------------------------------------------------------------------------------
* Denotes party-in-interest
# Investment is participant-directed, therefore historical cost is not required.
13.
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of
1934, the trustees (or other persons who administer the employee benefit plan)
have duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
ATLANTIC COAST BANK
EMPLOYEES' SAVINGS AND PROFIT
SHARING PLAN AND TRUST
Date: January 29, 2009 By: /s/ Robert J. Larison, Jr.
--------------------------------------
Name: Robert J. Larison, Jr.
Title: President and Chief Executive Officer,
Atlantic Coast Federal
EXHIBIT 23.1
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We consent to the incorporation by reference in Registration Statement No.
333-119732 on Form S-8 of Atlantic Coast Federal Corporation, of our report
dated June 29, 2009, appearing in this Annual Report on Form 11-K of the
Atlantic Coast Bank Employees' Savings & Profit Sharing Plan and Trust for the
year ended December 31, 2008.
/s/ Crowe Horwarth LLP
Crowe Horwath LLP
South Bend, Indiana
June 29, 2009