10-Q 1 atlo20160331_10q.htm FORM 10-Q atlo20160331_10q.htm Table Of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

 

Washington, D.C. 20549

 

FORM 10-Q

[Mark One]

 

[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

 

 

[_]

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

 For the transition period from ____________ to ____________

 

Commission File Number 0-32637

 

AMES NATIONAL CORPORATION

(Exact Name of Registrant as Specified in Its Charter)

 

IOWA

42-1039071

(State or Other Jurisdiction of Incorporation or Organization) 

(I. R. S. Employer Identification Number)

                                                                                            

405 FIFTH STREET

AMES, IOWA 50010

(Address of Principal Executive Offices)

 

Registrant's Telephone Number, Including Area Code: (515) 232-6251

 

Not Applicable

(Former Name, Former Address and Former Fiscal Year, 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 ____

 

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 (Section 232.405 of this Chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes     X          No ____

 

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 definition of “accelerated filer”, “large accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act:

 

Large accelerated filer____ Accelerated filer __X__ Non-accelerated filer ____ Smaller reporting company ____

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ____ No     X    

 

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.

 

COMMON STOCK, $2.00 PAR VALUE

9,310,913

(Class)

(Shares Outstanding at April 29, 2016)

              

 

AMES NATIONAL CORPORATION

 

INDEX

 

    Page
     

Part I.

Financial Information

 
     

Item 1.

Consolidated Financial Statements (Unaudited)

3

     
  Consolidated Balance Sheets at March 31, 2016  and December 31, 2015
     
  Consolidated Statements of Income for the three months ended March 31, 2016 and 2015
     
 

Consolidated Statements of Comprehensive Income for the three months ended March 31, 2016 and 2015

     
  Consolidated Statements of Stockholders’ Equity for the three months ended March 31, 2016 and 2015
     
  Consolidated Statements of Cash Flows for the three months ended March 31, 2016 and 2015
     
  Notes to Consolidated Financial Statements
     

Item 2.

Management's Discussion and Analysis of Financial Condition and Results of Operations

30 
     

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

45

     

Item 4.

Controls and Procedures   45 
     

Part II.

Other Information

 
     

Item 1.

Legal Proceedings

45

     

Item 1.A.

Risk Factors

46

     

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

46

     

Item 3.

Defaults Upon Senior Securities

46

     

Item 4.

Mine Safety Disclosures

46

     

Item 5.

Other Information

46

     

Item 6.

Exhibits

47

     
  Signatures 48 

 

  

AMES NATIONAL CORPORATION AND SUBSIDIARIES

 

CONSOLIDATED BALANCE SHEETS

(unaudited)

 

   

March 31,

   

December 31,

 
   

2016

   

2015

 
ASSETS                

Cash and due from banks

  $ 21,620,875     $ 24,005,801  

Interest bearing deposits in financial institutions

    59,739,010       26,993,091  

Securities available-for-sale

    523,272,746       537,632,990  

Loans receivable, net

    695,627,262       701,328,171  

Loans held for sale

    443,571       539,370  

Bank premises and equipment, net

    16,768,218       17,007,798  

Accrued income receivable

    7,381,129       7,565,791  

Other real estate owned

    1,124,384       1,249,915  

Deferred income taxes

    -       1,276,571  

Core deposit intangible, net

    1,213,483       1,308,731  

Goodwill

    6,732,216       6,732,216  

Other assets

    975,895       1,106,698  
                 

Total assets

  $ 1,334,898,789     $ 1,326,747,143  
                 

LIABILITIES AND STOCKHOLDERS' EQUITY

               
                 

LIABILITIES

               

Deposits

               

Demand, noninterest bearing

  $ 193,177,754     $ 202,542,011  

NOW accounts

    304,055,155       298,227,493  

Savings and money market

    369,326,455       354,026,475  

Time, $250,000 and over

    38,715,001       36,956,653  

Other time

    178,579,704       182,440,490  

Total deposits

    1,083,854,069       1,074,193,122  
                 

Securities sold under agreements to repurchase

    50,379,586       54,289,915  

Federal Home Loan Bank (FHLB) advances

    15,500,000       18,542,203  

Other borrowings

    13,000,000       13,000,000  

Deferred income taxes

    139,019       -  

Dividend payable

    1,955,292       1,862,183  

Accrued expenses and other liabilities

    4,598,993       3,609,663  

Total liabilities

    1,169,426,959       1,165,497,086  
                 

STOCKHOLDERS' EQUITY

               
                 

Common stock, $2 par value, authorized 18,000,000 shares; issued and outstanding 9,310,913 shares as of March 31, 2016 and December 31, 2015

    18,621,826       18,621,826  

Additional paid-in capital

    20,878,728       20,878,728  

Retained earnings

    120,119,566       118,267,767  

Accumulated other comprehensive income - net unrealized gain on securities available-for-sale

    5,851,710       3,481,736  

Total stockholders' equity

    165,471,830       161,250,057  
                 

Total liabilities and stockholders' equity

  $ 1,334,898,789     $ 1,326,747,143  

 

See Notes to Consolidated Financial Statements.

 

 

AMES NATIONAL CORPORATION AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF INCOME

(unaudited)

 

   

Three Months Ended

 
   

March 31,

 
   

2016

   

2015

 
                 

Interest income:

               

Loans, including fees

  $ 7,857,970     $ 7,399,690  

Securities:

               

Taxable

    1,495,310       1,566,398  

Tax-exempt

    1,400,031       1,486,360  

Interest bearing deposits and federal funds sold

    95,703       93,378  

Total interest income

    10,849,014       10,545,826  
                 

Interest expense:

               

Deposits

    750,121       762,396  

Other borrowed funds

    263,370       338,163  

Total interest expense

    1,013,491       1,100,559  
                 

Net interest income

    9,835,523       9,445,267  
                 

Provision for loan losses

    192,014       77,300  
                 

Net interest income after provision for loan losses

    9,643,509       9,367,967  
                 

Noninterest income:

               

Wealth management income

    787,108       687,910  

Service fees

    397,091       394,559  

Securities gains, net

    201,693       4,949  

Gain on sale of loans held for sale

    176,757       213,986  

Merchant and card fees

    344,073       314,594  

Other noninterest income

    192,750       150,221  

Total noninterest income

    2,099,472       1,766,219  
                 

Noninterest expense:

               

Salaries and employee benefits

    4,051,784       3,724,934  

Data processing

    761,132       664,535  

Occupancy expenses, net

    603,437       526,087  

FDIC insurance assessments

    163,988       182,996  

Professional fees

    267,916       292,438  

Business development

    235,160       232,844  

Other real estate owned expense (income), net

    (19,616 )     148,063  

Core deposit intangible amortization

    95,248       113,623  

Other operating expenses, net

    275,675       253,337  

Total noninterest expense

    6,434,724       6,138,857  
                 

Income before income taxes

    5,308,257       4,995,329  
                 

Provision for income taxes

    1,501,166       1,360,400  
                 

Net income

  $ 3,807,091     $ 3,634,929  
                 

Basic and diluted earnings per share

  $ 0.41     $ 0.39  
                 

Dividends declared per share

  $ 0.21     $ 0.20  

 

See Notes to Consolidated Financial Statements.  

 

  

AMES NATIONAL CORPORATION AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(unaudited)

 

   

Three Months Ended

 
   

March 31,

 
   

2016

   

2015

 
                 
                 

Net income

  $ 3,807,091     $ 3,634,929  

Other comprehensive income, before tax:

               

Unrealized gains on securities before tax:

               

Unrealized holding gains arising during the period

    3,963,557       3,494,946  

Less: reclassification adjustment for gains realized in net income

    201,693       4,949  

Other comprehensive income, before tax

    3,761,864       3,489,997  

Tax effect related to other comprehensive income

    (1,391,890 )     (1,291,303 )

Other comprehensive income, net of tax

    2,369,974       2,198,694  

Comprehensive income

  $ 6,177,065     $ 5,833,623  

 

See Notes to Consolidated Financial Statements.

 

  

AMES NATIONAL CORPORATION AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(unaudited)

 

Three Months Ended March 31, 2016 and 2015

 
   

Common

Stock

   

Additional

Paid-in-Capital

   

Retained

Earnings

   

Accumulated

Other

Comprehensive Income, Net of

Taxes

   

Total

Stockholders'

Equity

 
                                         

Balance, December 31, 2014

  $ 18,621,826     $ 20,878,728     $ 110,701,847     $ 4,472,017     $ 154,674,418  

Net income

    -       -       3,634,929       -       3,634,929  

Other comprehensive income

    -       -       -       2,198,694       2,198,694  

Cash dividends declared, $0.20 per share

    -       -       (1,862,183 )     -       (1,862,183 )

Balance, March 31, 2015

  $ 18,621,826     $ 20,878,728     $ 112,474,593     $ 6,670,711     $ 158,645,858  
                                         

Balance, December 31, 2015

  $ 18,621,826     $ 20,878,728     $ 118,267,767     $ 3,481,736     $ 161,250,057  

Net income

    -       -       3,807,091       -       3,807,091  

Other comprehensive income

    -       -       -       2,369,974       2,369,974  

Cash dividends declared, $0.21 per share

    -       -       (1,955,292 )     -       (1,955,292 )

Balance, March 31, 2016

  $ 18,621,826     $ 20,878,728     $ 120,119,566     $ 5,851,710     $ 165,471,830  

 

See Notes to Consolidated Financial Statements.

 

  

AMES NATIONAL CORPORATION AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

Three Months Ended March 31, 2016 and 2015

 

   

2016

   

2015

 
                 

CASH FLOWS FROM OPERATING ACTIVITIES

               

Net income

  $ 3,807,091     $ 3,634,929  

Adjustments to reconcile net income to net cash provided by operating activities:

               

Provision for loan losses

    192,014       77,300  

Provision for off-balance sheet commitments

    20,000       -  

Amortization, net

    760,460       887,871  

Amortization of core deposit intangible asset

    95,248       113,623  

Depreciation

    291,393       259,680  

Deferred income taxes

    23,700       (23,101 )

Securities gains, net

    (201,693 )     (4,949 )

Loss on sale of premises and equipment, net

    -       1,132  

Impairment of other real estate owned

    -       27,453  

(Gain) loss on sale of other real estate owned, net

    (25,841 )     55,742  

Change in assets and liabilities:

               

Decrease in loans held for sale

    95,799       352,650  

(Increase) decrease in accrued income receivable

    184,662       (47,118 )

(Increase) decrease in other assets

    129,371       (167,275 )

Increase in accrued expenses and other liabilities

    969,330       1,413,345  

Net cash provided by operating activities

    6,341,534       6,581,282  
                 

CASH FLOWS FROM INVESTING ACTIVITIES

               

Purchase of securities available-for-sale

    (6,944,567 )     (23,877,871 )

Proceeds from sale of securities available-for-sale

    12,365,100       517,076  

Proceeds from maturities and calls of securities available-for-sale

    12,090,662       13,761,096  

Net (increase) in interest bearing deposits in financial institutions

    (32,745,919 )     (30,745,866 )

Decrease in federal funds sold

    -       6,000  

Net (increase) decrease in loans

    5,551,541       (2,390,660 )

Net proceeds from the sale of other real estate owned

    151,372       987,156  

Purchase of bank premises and equipment, net

    (50,381 )     (100,967 )

Net cash (used in) investing activities

    (9,582,192 )     (41,844,036 )
                 

CASH FLOWS FROM FINANCING ACTIVITIES

               

Increase in deposits

    9,670,447       30,690,209  

Increase (decrease) in securities sold under agreements to repurchase

    (3,910,329 )     7,536,306  

Payments on FHLB borrowings and other borrowings

    (3,042,203 )     (73,616 )

Dividends paid

    (1,862,183 )     (1,675,964 )

Net cash provided by financing activities

    855,732       36,476,935  
                 

Net increase (decrease) in cash and due from banks

    (2,384,926 )     1,214,181  
                 

CASH AND DUE FROM BANKS

               

Beginning

    24,005,801       23,730,257  

Ending

  $ 21,620,875     $ 24,944,438  

 

  

AMES NATIONAL CORPORATION AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)

(unaudited)

Three Months Ended March 31, 2016 and 2015

 

   

2016

   

2015

 
                 

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION

               

Cash payments for:

               

Interest

  $ 1,025,880     $ 1,179,859  

Income taxes

    12,000       44,982  

 

 

See Notes to Consolidated Financial Statements.

 

 

AMES NATIONAL CORPORATION AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements (unaudited)

 

1.     Significant Accounting Policies

 

The consolidated financial statements for the three months ended March 31, 2016 and 2015 are unaudited. In the opinion of the management of Ames National Corporation (the "Company"), these financial statements reflect all adjustments, consisting only of normal recurring accruals, necessary to present fairly these consolidated financial statements. The results of operations for the interim periods are not necessarily indicative of results which may be expected for an entire year. Certain information and footnote disclosures normally included in complete financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted in accordance with the requirements for interim financial statements. The interim financial statements and notes thereto should be read in conjunction with the year-end audited financial statements contained in the Company's Annual Report on Form 10-K for the year ended December 31, 2015 (the “Annual Report”). The consolidated financial statements include the accounts of the Company and its wholly-owned banking subsidiaries (the “Banks”). All significant intercompany balances and transactions have been eliminated in consolidation.

 

Goodwill: Goodwill represents the excess of cost over the fair value of net assets acquired. Goodwill resulting from acquisitions is not amortized, but is tested for impairment annually or whenever events change and circumstances indicate that it is more likely than not that an impairment loss has occurred. Goodwill is tested for impairment using a two-step process that begins with an estimation of the fair value of a reporting unit. The second step, if necessary, measures the amount of impairment, if any.

 

Significant judgment is applied when goodwill is assessed for impairment. This judgment includes developing cash flow projections, selecting appropriate discount rates, identifying relevant market comparables, incorporating general economic and market conditions and selecting an appropriate control premium. At March 31, 2016, Company management has performed a goodwill impairment assessment and determined goodwill was not impaired.

 

New Accounting Pronouncements: In February 2016, the Financial Accounting Standards Board issued Accounting Standards Update No. 2016-02, Leases (Topic 842). The ASU requires a lessee to recognize on the balance sheet assets and liabilities for leases with lease terms of more than 12 months. Consistent with current Generally Accepted Accounting Principles (“GAAP”), the recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee primarily will depend on its classification as a finance or operating lease. Unlike current GAAP, which requires that only capital leases be recognized on the balance sheet, the ASC requires that both types of leases by recognized on the balance sheet. For public companies, this update will be effective for interim and annual periods beginning after December 15, 2018. Early application is permitted. The adoption of this guidance is not expected to have a material impact on the Company’s consolidated financial statements.

 

 

In February 2016, the Financial Accounting Standards Board issued Accounting Standards Update No. 2016-01, Financial Instruments-Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. Among other items the ASC requires public business entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes. For public companies, this update will be effective for interim and annual periods beginning after December 15, 2017. The effect of the adoption of this guidance has not yet been determined by the Company.

 

  

2.     Dividends

 

On February 10, 2016, the Company declared a cash dividend on its common stock, payable on May 16, 2016 to stockholders of record as of May 1, 2016, equal to $0.21 per share.

 

3.     Earnings Per Share

 

Earnings per share amounts were calculated using the weighted average shares outstanding during the periods presented. The weighted average outstanding shares for the three months ended March 31, 2016 and 2015 were 9,310,913. The Company had no potentially dilutive securities outstanding during the periods presented.

 

4.     Off-Balance Sheet Arrangements

 

The Company is party to financial instruments with off-balance sheet risk in the normal course of business. These financial instruments include commitments to extend credit and standby letters of credit. These instruments involve, to varying degrees, elements of credit risk in excess of the amount recognized in the balance sheet. No material changes in the Company’s off-balance sheet arrangements have occurred since December 31, 2015.

 

5.     Fair Value Measurements

 

Assets and liabilities carried at fair value are required to be classified and disclosed according to the process for determining fair value. There are three levels of determining fair value.

 

Level 1: Inputs to the valuation methodology are quoted prices, unadjusted, for identical assets or liabilities in active markets. A quoted price in an active market provides the most reliable evidence of fair value and shall be used to measure fair value whenever available.

 

Level 2: Inputs to the valuation methodology include: quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (such as interest rates, volatility, prepayment speeds, credit risk); or inputs derived principally from or can be corroborated by observable market data by correlation or other means.

 

Level 3: Inputs to the valuation methodology are unobservable and significant to the fair value measurement. Level 3 assets and liabilities include financial instruments whose value is determined using discounted cash flow methodologies, as well as instruments for which the determination of fair value requires significant management judgment or estimation.

 

 

The following table presents the balances of assets measured at fair value on a recurring basis by level as of March 31, 2016 and December 31, 2015. (in thousands)

 

Description

 

Total

   

Level 1

   

Level 2

   

Level 3

 
                                 

2016

                               
                                 

U.S. government treasuries

  $ 1,491     $ 1,491     $ -     $ -  

U.S. government agencies

    105,708       -       105,708       -  

U.S. government mortgage-backed securities

    90,614       -       90,614       -  

State and political subdivisions

    270,394       -       270,394       -  

Corporate bonds

    52,026       -       52,026       -  

Equity securities, other

    3,040       -       3,040       -  
                                 
    $ 523,273     $ 1,491     $ 521,782     $ -  
                                 

2015

                               
                                 

U.S. government treasuries

  $ 1,467     $ 1,467     $ -     $ -  

U.S. government agencies

    106,445       -       106,445       -  

U.S. government mortgage-backed securities

    98,079       -       98,079       -  

State and political subdivisions

    277,597       -       277,597       -  

Corporate bonds

    50,889       -       50,889       -  

Equity securities, other

    3,156       -       3,156       -  
                                 
    $ 537,633     $ 1,467     $ 536,166     $ -  

 

Level 1 securities include U.S. Treasury securities that are traded by dealers or brokers in active over-the-counter markets.  U.S government mortgage-backed securities, state and political subdivisions, most corporate bonds and other equity securities are reported at fair value utilizing Level 2 inputs. For these securities, the Company obtains fair value measurements from an independent pricing service. The fair value measurements consider observable data that may include dealer quotes, market spreads, cash flows, the U.S. Treasury yield curve, live trading levels, trade execution data, market consensus prepayment speeds, credit information and the security’s terms and conditions, among other things.

 

The Company's policy is to recognize transfers between levels at the end of each reporting period, if applicable. There were no transfers between levels of the fair value hierarchy during the three months ended March 31, 2016.

 

 

Certain assets are measured at fair value on a nonrecurring basis; that is, they are subject to fair value adjustments in certain circumstances (for example, when there is evidence of impairment).  The following table presents the assets carried on the balance sheet (after specific reserves) by caption and by level within the valuation hierarchy as of March 31, 2016 and December 31, 2015. (in thousands)

 

Description

 

Total

   

Level 1

   

Level 2

   

Level 3

 
                                 

2016

                               
                                 

Loans receivable

  $ 1,012     $ -     $ -     $ 1,012  

Other real estate owned

    1,124       -       -       1,124  
                                 

Total

  $ 2,136     $ -     $ -     $ 2,136  
                                 

2015

                               
                                 

Loans receivable

  $ 603     $ -     $ -     $ 603  

Other real estate owned

    1,250       -       -       1,250  
                                 

Total

  $ 1,853     $ -     $ -     $ 1,853  

 

Loans Receivable: Loans in the tables above consist of impaired credits held for investment. In accordance with the loan impairment guidance, impairment was measured based on the fair value of collateral less estimated selling costs for collateral dependent loans. Fair value for impaired loans is based upon appraised values of collateral adjusted for trends observed in the market. A valuation allowance was recorded for the excess of the loan’s recorded investment over the amounts determined by the collateral value method. This valuation allowance is a component of the allowance for loan losses. The Company considers these fair value measurements as level 3.

 

Other Real Estate Owned: Other real estate owned in the table above consists of real estate obtained through foreclosure. Other real estate owned is recorded at fair value less estimated selling costs, at the date of transfer, with any impairment amount charged to the allowance for loan losses. Subsequent to the transfer, other real estate owned is carried at the lower of cost or fair value, less estimated selling costs, with any impairment amount recorded as a noninterest expense. The carrying value of other real estate owned is not re-measured to fair value on a recurring basis but is subject to fair value adjustments when the carrying value exceeds the fair value less estimated selling costs. Management uses appraised values and adjusts for trends observed in the market and for disposition costs in determining the value of other real estate owned. A valuation allowance was recorded for the excess of the asset’s recorded investment over the amount determined by the fair value, less estimated selling costs. This valuation allowance is a component of the allowance for other real estate owned. The valuation allowance was $675,000 as of March 31, 2016 and $681,000 as of December 31, 2015. The Company considers these fair value measurements as level 3.

 

  

The significant inputs used in the fair value measurements for Level 3 assets measured at fair value on a nonrecurring basis as of March 31, 2016 and December 31, 2015 are as follows: (in thousands)

 

   

2016

 
   

Estimated

 

Valuation

   

Range

 
   

Fair Value

 

Techniques

Unobservable Inputs  

(Average)

 
                         

Impaired Loans

  $ 1,012  

Evaluation of collateral

Estimation of value

    NM*      
                         

Other real estate owned

  $ 1,124  

Appraisal

Appraisal adjustment

  3% - 10% (6%)  

 

   

2015

 
   

Estimated

 

Valuation

   

Range

 
   

Fair Value

 

Techniques

Unobservable Inputs  

(Average)

 
                         

Impaired Loans

  $ 603  

Evaluation of collateral

Estimation of value

    NM*      
                         

Other real estate owned

  $ 1,250  

Appraisal

Appraisal adjustment

  6% - 10% (8%)  

 

* Not Meaningful. Evaluations of the underlying assets are completed for each impaired loan with a specific reserve. The types of collateral vary widely and could include accounts receivables, inventory, a variety of equipment and real estate. Collateral evaluations are reviewed and discounted as appropriate based on knowledge of the specific type of collateral. In the case of real estate, an independent appraisal may be obtained. Types of discounts considered included aging of receivables, condition of the collateral, potential market for the collateral and estimated disposal costs. These discounts will vary from loan to loan, thus providing a range would not be meaningful.

 

Accounting principles generally accepted in the United States of America (GAAP) requires disclosure of the fair value of financial assets and financial liabilities, including those that are not measured and reported at fair value on a recurring basis or nonrecurring basis.  The methodologies for estimating the fair value of financial assets and financial liabilities that are measured at fair value on a recurring or nonrecurring basis are discussed above.  The methodologies for other financial assets and financial liabilities are discussed below.

 

Fair value of financial instruments: 

 

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 consolidated balance sheets. In cases in which 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 estimate 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 do not necessarily represent the underlying value of the Company.

 

The following disclosures represent financial instruments in which the ending balances at March 31, 2016 and December 31, 2015 are not carried at fair value in their entirety on the consolidated balance sheets.

 

Cash and due from banks and interest bearing deposits in financial institutions: The recorded amount of these assets approximates fair value.

 

 

Securities available-for-sale: Fair value measurement for Level 1 securities is based upon quoted prices. Fair value measurement for Level 2 securities are based upon quoted prices, if available. If quoted prices are not available, the Company obtains fair value measurements from an independent pricing service. The fair value measurements consider observable data that may include dealer quotes, market spreads, cash flows, the U.S. Treasury yield curve, live trading levels, trade execution data, market consensus prepayment speeds, credit information and the security’s terms and conditions, among other things. Level 1 securities include U.S. Treasury securities that are traded by dealers or brokers in active over-the-counter markets.  U.S government mortgage-backed securities, state and political subdivisions, some corporate bonds and other equity securities are reported at fair value utilizing Level 2 inputs.

 

Loans receivable: The fair value of loans is calculated by discounting scheduled cash flows through the estimated maturity using estimated market discount rates, which reflect the credit and interest rate risk inherent in the loan. The estimate of maturity is based on the historical experience, with repayments for each loan classification modified, as required, by an estimate of the effect of current economic and lending conditions. The effect of nonperforming loans is considered in assessing the credit risk inherent in the fair value estimate.

 

Loans held for sale: The fair value of loans held for sale is based on prevailing market prices.

 

Deposits: Fair values of deposits with no stated maturity, such as noninterest-bearing demand deposits, savings and NOW accounts, and money market accounts, are equal to the amount payable on demand as of the respective balance sheet date. Fair values of certificates of deposit are based on the discounted value of contractual cash flows. The discount rate is estimated using the rates currently offered for deposits of similar remaining maturities. The fair value estimates do not include the benefit that results from the low-cost funding provided by the deposit liabilities compared to the cost of borrowing funds in the market.

 

Securities sold under agreements to repurchase: The carrying amounts of securities sold under agreements to repurchase approximate fair value because of the generally short-term nature of the instruments.

 

FHLB advances and other borrowings: Fair values of FHLB advances and other borrowings are estimated using discounted cash flow analysis based on interest rates currently being offered with similar terms.

 

Accrued income receivable and accrued interest payable: The carrying amounts of accrued income receivable and accrued interest payable approximate fair value.

 

Commitments to extend credit and standby letters of credit: The fair values of commitments to extend credit and standby letters of credit are based on fees currently charged to enter into similar agreements, taking into account the remaining terms of the agreement and credit worthiness of the counterparties. The carrying value and fair value of the commitments to extend credit and standby letters of credit are not considered significant.

 

Limitations: Fair value estimates are made at a specific point in time, based on relevant market information and information about the financial instrument. Because no market exists for a significant portion of the Company’s financial instruments, fair value estimates are based on judgments regarding future expected loss experience, current economic conditions, risk characteristics of various financial instruments, and other factors. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and, therefore, cannot be determined with precision. Changes in assumptions could significantly affect the estimates.

 

  

The estimated fair values of the Company’s financial instruments as described above as of March 31, 2016 and December 31, 2015 are as follows: (in thousands)

 

     

2016

   

2015

 
 

Fair Value

         

Estimated

           

Estimated

 
 

Hierarchy

 

Carrying

   

Fair

   

Carrying

   

Fair

 
 

Level

 

Amount

   

Value

   

Amount

   

Value

 
                                   

Financial assets:

                                 

Cash and due from banks

Level 1

  $ 21,621     $ 21,621     $ 24,006     $ 24,006  

Interest bearing deposits

Level 1

    59,739       59,739       26,993       26,993  

Securities available-for-sale

See previous table

    523,273       523,273       537,633       537,633  

Loans receivable, net

Level 2

    695,627       691,935       701,328       702,438  

Loans held for sale

Level 2

    444       444       539       539  

Accrued income receivable

Level 1

    7,381       7,381       7,566       7,566  

Financial liabilities:

                                 

Deposits

Level 2

  $ 1,083,854     $ 1,085,214     $ 1,074,193     $ 1,075,289  

Securities sold under agreements to repurchase

Level 1

    50,380       50,380       54,290       54,290  

FHLB advances

Level 2

    15,500       15,897       18,542       19,017  

Other borrowings

Level 2

    13,000       13,727       13,000       13,807  

Accrued interest payable

Level 1

    410       410       413       413  

 

The methodologies used to determine fair value as of March 31, 2016 did not change from the methodologies described in the December 31, 2015 Annual Financial Statements.

 

  

6.     Debt and Equity Securities

 

The amortized cost of securities available-for-sale and their fair values as of March 31, 2016 and December 31, 2015 are summarized below: (in thousands)

 

2016:

         

Gross

   

Gross

         
   

Amortized

   

Unrealized

   

Unrealized

   

Estimated

 
   

Cost

   

Gains

   

Losses

   

Fair Value

 
                                 

U.S. government treasuries

  $ 1,448     $ 43     $ -     $ 1,491  

U.S. government agencies

    103,728       1,996       (16 )     105,708  

U.S. government mortgage-backed securities

    88,414       2,217       (17 )     90,614  

State and political subdivisions

    265,624       5,135       (365 )     270,394  

Corporate bonds

    51,730       562       (266 )     52,026  

Equity securities, other

    3,040       -       -       3,040  
    $ 513,984     $ 9,953     $ (664 )   $ 523,273  

 

2015:

         

Gross

   

Gross

         
   

Amortized

   

Unrealized

   

Unrealized

   

Estimated

 
   

Cost

   

Gains

   

Losses

   

Fair Value

 
                                 

U.S. government treasuries

  $ 1,444     $ 23     $ -     $ 1,467  

U.S. government agencies

    105,948       797       (300 )     106,445  

U.S. government mortgage-backed securities

    96,373       1,828       (123 )     98,078  

State and political subdivisions

    273,771       4,359       (533 )     277,597  

Corporate bonds

    51,414       227       (751 )     50,890  

Equity securities, other

    3,156       -       -       3,156  
    $ 532,106     $ 7,234     $ (1,707 )   $ 537,633  

 

The proceeds, gains and losses from securities available-for-sale are summarized as follows: (in thousands)

 

   

Three Months Ended

 
   

March 31,

 
   

2016

   

2015

 

Proceeds from sales of securities available-for-sale

  $ 12,365     $ 517  
                 

Gross realized gains on securities available-for-sale

    208       5  
                 

Gross realized losses on securities available-for-sale

    (6 )     -  

Tax provision applicable to net realized gains on securities available-for-sale

    71       2  

 

  

Unrealized losses and fair value, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position are summarized as of March 31, 2016 and December 31, 2015 are as follows: (in thousands)

 

   

Less than 12 Months

   

12 Months or More

   

Total

 

2016:

 

Estimated

Fair Value

   

Unrealized

Losses

   

Estimated

Fair Value

   

Unrealized

Losses

   

Estimated

Fair Value

   

Unrealized

Losses

 
                                                 

Securities available-for-sale:

                                               

U.S. government agencies

  $ 3,038     $ (16 )   $ -     $ -     $ 3,038     $ (16 )

U.S. government mortgage-backed securities

    2,503       (2 )     2,791       (15 )     5,294       (17 )

State and political subdivisions

    21,955       (337 )     3,874       (28 )     25,829       (365 )

Corporate bonds

    6,823       (47 )     9,369       (219 )     16,192       (266 )
    $ 34,319     $ (402 )   $ 16,034     $ (262 )   $ 50,353     $ (664 )

 

   

Less than 12 Months

   

12 Months or More

   

Total

 

2015:

 

Fair Value

   

Unrealized

Losses

   

Fair Value

   

Unrealized

Losses

   

Fair Value

   

Unrealized

Losses

 
                                                 

Securities available-for-sale:

                                               

U.S. government agencies

  $ 30,245     $ (253 )   $ 3,121     $ (47 )   $ 33,366     $ (300 )

U.S. government mortgage-backed securities

    22,842       (123 )     -       -       22,842       (123 )

State and political subdivisions

    38,202       (414 )     11,096       (119 )     49,298       (533 )

Corporate bonds

    22,091       (249 )     14,614       (502 )     36,705       (751 )
    $ 113,380     $ (1,039 )   $ 28,831     $ (668 )   $ 142,211     $ (1,707 )

 

Gross unrealized losses on debt securities totaled $664,000 as of March 31, 2016. These unrealized losses are generally due to changes in interest rates or general market conditions. In analyzing an issuer’s financial condition, management considers whether the securities are issued by the federal government or its agencies, state or political subdivision, or corporations. Management then determines whether downgrades by bond rating agencies have occurred, and reviews industry analysts’ reports. The Company’s procedures for evaluating investments in states, municipalities and political subdivisions include but are not limited to reviewing the offering statement and the most current available financial information, comparing yields to yields of bonds of similar credit quality, confirming capacity to repay, assessing operating and financial performance, evaluating the stability of tax revenues, considering debt profiles and local demographics, and for revenue bonds, assessing the source and strength of revenue structures for municipal authorities. These procedures, as applicable, are utilized for all municipal purchases and are utilized in whole or in part for monitoring the portfolio of municipal holdings. The Company does not utilize third party credit rating agencies as a primary component of determining if the municipal issuer has an adequate capacity to meet the financial commitments under the security for the projected life of the investment, and, therefore, does not compare internal assessments to those of the credit rating agencies. Credit rating downgrades are utilized as an additional indicator of credit weakness and as a reference point for historical default rates. Management concluded that the gross unrealized losses on debt securities were temporary. Due to potential changes in conditions, it is at least reasonably possible that changes in fair values and management’s assessments will occur in the near term and that such changes could materially affect the amounts reported in the Company’s financial statements.

 

  

 

7.

Loans Receivable and Credit Disclosures

 

Activity in the allowance for loan losses, on a disaggregated basis, for the three months ended March 31, 2016 and 2015 is as follows: (in thousands)

 

   

Three Months Ended March 31, 2016

 
           

1-4 Family

                                                 
   

Construction

   

Residential

   

Commercial

   

Agricultural

                   

Consumer

         
   

Real Estate

   

Real Estate

   

Real Estate

   

Real Estate

   

Commercial

   

Agricultural

   

and Other

   

Total

 

Balance, December 31, 2015

  $ 999     $ 1,806     $ 3,557     $ 760     $ 1,371     $ 1,256     $ 239     $ 9,988  

Provision (credit) for loan losses

    (212 )     (51 )     206       57       105       66       21       192  

Recoveries of loans charged-off

    -       2       -       -       1       -       1       4  

Loans charged-off

    -       -       -       -       (77 )     -       (5 )     (82 )

Balance, March 31, 2016

  $ 787     $ 1,757     $ 3,763     $ 817     $ 1,400     $ 1,322     $ 256     $ 10,102  

 

   

Three Months Ended March 31, 2015

 
           

1-4 Family

                                                 
   

Construction

   

Residential

   

Commercial

   

Agricultural

                   

Consumer

         
   

Real Estate

   

Real Estate

   

Real Estate

   

Real Estate

   

Commercial

   

Agricultural

   

and Other

   

Total

 

Balance, December 31, 2014

  $ 495     $ 1,648     $ 3,214     $ 737     $ 1,247     $ 1,312     $ 186     $ 8,839  

Provision (credit) for loan losses

    36       100       24       32       (111 )     (14 )     10       77  

Recoveries of loans charged-off

    5       4       -       -       1       1       1       12  

Loans charged-off

    -       -       -       -       -       (2 )     -       (2 )

Balance, March 31, 2015

  $ 536     $ 1,752     $ 3,238     $ 769     $ 1,137     $ 1,297     $ 197     $ 8,926  

 

Allowance for loan losses disaggregated on the basis of impairment analysis method as of March 31, 2016 and December 31, 2015 is as follows: (in thousands)

 

2016

         

1-4 Family

                                                 
   

Construction

   

Residential

   

Commercial

   

Agricultural

                   

Consumer

         
   

Real Estate

   

Real Estate

   

Real Estate

   

Real Estate

   

Commercial

   

Agricultural

   

and Other

   

Total

 

Individually evaluated for impairment

  $ -     $ 162     $ -     $ -     $ 207     $ -     $ -     $ 369  

Collectively evaluated for impairment

    787       1,595       3,763       817       1,193       1,322       256       9,733  

Balance March 31, 2016

  $ 787     $ 1,757     $ 3,763     $ 817     $ 1,400     $ 1,322     $ 256     $ 10,102  

 

2015

         

1-4 Family

                                                 
   

Construction

   

Residential

   

Commercial

   

Agricultural

                   

Consumer

         
   

Real Estate

   

Real Estate

   

Real Estate

   

Real Estate

   

Commercial

   

Agricultural

   

and Other

   

Total

 

Individually evaluated for impairment

  $ -     $ 273     $ 2     $ -     $ 164     $ -     $ -     $ 439  

Collectively evaluated for impairment

    999       1,533       3,555       760       1,207       1,256       239       9,549  

Balance December 31, 2015

  $ 999     $ 1,806     $ 3,557     $ 760     $ 1,371     $ 1,256     $ 239     $ 9,988  

 

  

Loans receivable disaggregated on the basis of impairment analysis method as of March 31, 2016 and December 31, 2015 is as follows (in thousands):

 

2016

         

1-4 Family

                                                 
   

Construction

   

Residential

   

Commercial

   

Agricultural

                   

Consumer

         
   

Real Estate

   

Real Estate

   

Real Estate

   

Real Estate

   

Commercial

   

Agricultural

   

and Other

   

Total

 

Individually evaluated for impairment

  $ -     $ 1,140     $ 505     $ -     $ 744     $ 11     $ 85     $ 2,485  

Collectively evaluated for impairment

    48,933       133,997       276,840       66,868       75,261       79,218       22,216       703,333  
                                                                 

Balance March 31, 2016

  $ 48,933     $ 135,137     $ 277,345     $ 66,868     $ 76,005     $ 79,229     $ 22,301     $ 705,818  

 

2015

         

1-4 Family

                                                 
   

Construction

   

Residential

   

Commercial

   

Agricultural

                   

Consumer

         
   

Real Estate

   

Real Estate

   

Real Estate

   

Real Estate

   

Commercial

   

Agricultural

   

and Other

   

Total

 

Individually evaluated for impairment

  $ -     $ 1,050     $ 558     $ -     $ 197     $ 11     $ 2     $ 1,818  

Collectively evaluated for impairment

    66,268       126,026       251,331       62,530       102,318       79,522       21,597       709,592  
                                                                 

Balance December 31, 2015

  $ 66,268     $ 127,076     $ 251,889     $ 62,530     $ 102,515     $ 79,533     $ 21,599     $ 711,410  

 

A loan is considered impaired when, based on current information and events, it is probable that the Company will be unable to collect the scheduled payment of principal and interest when due according to the contractual terms of the loan agreement. Factors considered by management in determining impairment include payment status, collateral value, and the probability of collecting scheduled principal and interest payments when due. The Company will apply its normal loan review procedures to identify loans that should be evaluated for impairment.

 

 

The following is a recap of impaired loans, on a disaggregated basis, as of March 31, 2016 and December 31, 2015: (in thousands)

 

   

2016

   

2015

 
           

Unpaid

                   

Unpaid

         
   

Recorded

   

Principal

   

Related

   

Recorded

   

Principal

   

Related

 
   

Investment

   

Balance

   

Allowance

   

Investment

   

Balance

   

Allowance

 

With no specific reserve recorded:

                                               

Real estate - construction

  $ -     $ 31     $ -     $ -     $ 31     $ -  

Real estate - 1 to 4 family residential

    493       508       -       296       304       -  

Real estate - commercial

    505       1,096       -       456       1,030       -  

Real estate - agricultural

    -       -       -       -       -       -  

Commercial

    10       17       -       11       17       -  

Agricultural

    11       13       -       11       13       -  

Consumer and other

    85       86       -       2       2       -  

Total loans with no specific reserve:

    1,104       1,751       -       776       1,397       -  
                                                 

With an allowance recorded:

                                               

Real estate - construction

    -       -       -       -       -       -  

Real estate - 1 to 4 family residential

    647       786       162       754       891       273  

Real estate - commercial

    -       -       -       102       111       2  

Real estate - agricultural

    -       -       -       -       -       -  

Commercial

    734       744       207       186       262       164  

Agricultural

    -       -       -       -       -       -  

Consumer and other

    -       -       -       -       -       -  

Total loans with specific reserve:

    1,381       1,530       369       1,042       1,264       439  
                                                 

Total

                                               

Real estate - construction

    -       31       -       -       31       -  

Real estate - 1 to 4 family residential

    1,140       1,294       162       1,050       1,195       273  

Real estate - commercial

    505       1,096       -       558       1,141       2  

Real estate - agricultural

    -       -       -       -       -       -  

Commercial

    744       761       207       197       279       164  

Agricultural

    11       13       -       11       13       -  

Consumer and other

    85       86       -       2       2       -  
                                                 
    $ 2,485     $ 3,281     $ 369     $ 1,818     $ 2,661     $ 439  

 

  

The following is a recap of the average recorded investment and interest income recognized on impaired loans for the three months ended March 31, 2016 and 2015: (in thousands)

 

   

Three Months Ended March 31,

 
   

2016

   

2015

 
   

Average

   

Interest

   

Average

   

Interest

 
   

Recorded

   

Income

   

Recorded

   

Income

 
   

Investment

   

Recognized

   

Investment

   

Recognized

 

With no specific reserve recorded:

                               

Real estate - construction

  $ -     $ -     $ 192     $ -  

Real estate - 1 to 4 family residential

    395       1       72       -  

Real estate - commercial

    481       -       633       -  

Real estate - agricultural

    -       -       -       -  

Commercial

    11       -       458       3  

Agricultural

    11       -       15       -  

Consumer and other

    44       -       6       1  

Total loans with no specific reserve:

    942       1       1,376       4  
                                 

With an allowance recorded:

                               

Real estate - construction

    -       -       -       -  

Real estate - 1 to 4 family residential

    701       5       783       -  

Real estate - commercial

    51       -       157       -  

Real estate - agricultural

    -       -       -       -  

Commercial

    460       -       81       -  

Agricultural

    -       -       -       -  

Consumer and other

    -       -       -       -  

Total loans with specific reserve:

    1,212       5       1,021       -  
                                 

Total

                               

Real estate - construction

    -       -       192       -  

Real estate - 1 to 4 family residential

    1,096       6       855       -  

Real estate - commercial

    532       -       790       -  

Real estate - agricultural

    -       -       -       -  

Commercial

    471       -       539       3  

Agricultural

    11       -       15       -  

Consumer and other

    44       -       6       1  
                                 
    $ 2,154     $ 6     $ 2,397     $ 4  

 

The interest foregone on nonaccrual loans for the three months ended March 31, 2016 and 2015 was approximately $39,000 and $44,000, respectively.

 

The Company had loans meeting the definition of a troubled debt restructuring (TDR) of $806,000 as of March 31, 2016, of which all were included in impaired loans and nonaccrual loans. The Company had TDRs of $780,000 as of December 31, 2015, all of which were included in impaired and nonaccrual loans.

 

 

The following tables sets forth information on the Company’s TDRs, on a disaggregated basis, occurring in the three months ended March 31, 2016 and 2015: (dollars in thousands)

 

   

Three Months Ended March 31,

 
   

2016

   

2015

 
           

Pre-Modification

   

Post-Modification

           

Pre-Modification

   

Post-Modification

 
           

Outstanding

   

Outstanding

           

Outstanding

   

Outstanding

 
   

Number of

   

Recorded

   

Recorded

   

Number of

   

Recorded

   

Recorded

 
   

Contracts

   

Investment

   

Investment

   

Contracts

   

Investment

   

Investment

 
                                                 

Real estate - construction

    -     $ -     $ -       -     $ -     $ -  

Real estate - 1 to 4 family residential

    -       -       -       -       -       -  

Real estate - commercial

    -       -       -       -       -       -  

Real estate - agricultural

    -       -       -       -       -       -  

Commercial

    -       -       -       -       -       -  

Agricultural

    -       -       -       -       -       -  

Consumer and other

    3       70       70       -       -       -  
                                                 
      3     $ 70     $ 70       -     $ -     $ -  

 

During the three months ended March 31, 2016, the Company granted concessions to borrowers experiencing financial difficulties for three loans. The three consumer loans were extended beyond normal terms at an interest rate below a market interest rate.

 

The Company did not grant any concessions on any significant loans experiencing financial difficulties during the three months ended March 31, 2015.

 

The Company considers TDR loans to have payment default when it is past due 60 days or more.

 

No TDR loan modified during the twelve months ended March 31, 2016 and 2015 had a payment default.

 

There were no charge-offs related to TDRs for the three months ended March 31, 2016 and 2015.

 

  

An aging analysis of the recorded investments in loans, on a disaggregated basis, as of March 31, 2016 and December 31, 2015, is as follows: (in thousands)

 

2016

         

90 Days

                           

90 Days

 
    30-89    

or Greater

   

Total

                   

or Greater

 
   

Past Due

   

Past Due

   

Past Due

   

Current

   

Total

   

Accruing

 
                                                 

Real estate - construction

  $ -     $ -     $ -     $ 48,933     $ 48,933     $ -  

Real estate - 1 to 4 family residential

    1,124       184       1,308       133,829       135,137       -  

Real estate - commercial

    -       -       -       277,345       277,345       -  

Real estate - agricultural

    -       -       -       66,868       66,868       -  

Commercial

    1,968       94       2,062       73,943       76,005       -  

Agricultural

    174       -       174       79,055       79,229       -  

Consumer and other

    48       3       51       22,250       22,301       -  
                                                 
    $ 3,314     $ 281     $ 3,595     $ 702,223     $ 705,818     $ -  

 

2015

         

90 Days

                           

90 Days

 
    30-89     

or Greater

   

Total

                   

or Greater

 
   

Past Due

   

Past Due

   

Past Due

   

Current

   

Total

   

Accruing

 
                                                 

Real estate - construction

  $ -     $ -     $ -     $ 66,268     $ 66,268     $ -  

Real estate - 1 to 4 family residential

    1,311       307       1,618       125,458       127,076       75  

Real estate - commercial

    1,356       -       1,356       250,533       251,889       -  

Real estate - agricultural

    -       -       -       62,530       62,530       -  

Commercial

    266       204       470       102,045       102,515       -  

Agricultural

    -       -       -       79,533       79,533       -  

Consumer and other

    79       -       79       21,520       21,599       -  
                                                 
    $ 3,012     $ 511     $ 3,523     $ 707,887     $ 711,410     $ 75  

 

  

The credit risk profile by internally assigned grade, on a disaggregated basis, as of March 31, 2016 and December 31, 2015 is as follows: (in thousands)

 

2016

 

Construction

   

Commercial

   

Agricultural

                         
   

Real Estate

   

Real Estate

   

Real Estate

   

Commercial

   

Agricultural

   

Total

 
                                                 

Pass

  $ 43,139     $ 254,233     $ 54,996     $ 59,317     $ 59,092     $ 470,777  

Watch

    4,625       16,027       11,392       13,940       18,141       64,125  

Special Mention

    -       770       -       185       41       996  

Substandard

    1,169       5,810       480       1,819       1,944       11,222  

Substandard-Impaired

    -       505       -       744       11       1,260  
                                                 
    $ 48,933     $ 277,345     $ 66,868     $ 76,005     $ 79,229     $ 548,380  

 

2015

 

Construction

   

Commercial

   

Agricultural

                         
   

Real Estate

   

Real Estate

   

Real Estate

   

Commercial

   

Agricultural

   

Total

 
                                                 

Pass

  $ 60,700     $ 227,425     $ 55,503     $ 91,096     $ 71,457     $ 506,181  

Watch

    4,487       17,523       6,865       8,329       7,156       44,360  

Special Mention

    -       388       -       224       81       693  

Substandard

    1,081       5,995       162       2,669       828       10,735  

Substandard-Impaired

    -       558       -       197       11       766  
                                                 
    $ 66,268     $ 251,889     $ 62,530     $ 102,515     $ 79,533     $ 562,735  

 

The credit risk profile based on payment activity, on a disaggregated basis, as of March 31, 2016 and December 31, 2015 is as follows:

 

2016

 

1-4 Family

                 
   

Residential

   

Consumer

         
   

Real Estate

   

and Other

   

Total

 
                         

Performing

  $ 133,994     $ 22,221     $ 156,215  

Non-performing

    1,143       80       1,223  
                         
    $ 135,137     $ 22,301     $ 157,438  

 

2015

 

1-4 Family

                 
   

Residential

   

Consumer

         
   

Real Estate

   

and Other

   

Total

 
                         

Performing

  $ 125,951     $ 21,597     $ 147,548  

Non-performing

    1,125       2       1,127  
                         
    $ 127,076     $ 21,599     $ 148,675  

 

  

 

8.

Other Real Estate Owned

 

The following table provides the composition of other real estate owned as of March 31, 2016 and December 31, 2015: (in thousands)

 

   

2016

   

2015

 
                 

Construction and land development

  $ 739     $ 739  

1 to 4 family residential real estate

    385       511  
                 
    $ 1,124     $ 1,250  

 

The Company is actively marketing the assets referred to in the table above. Management uses appraised values and adjusts for trends observed in the market and for disposition costs in determining the value of other real estate owned. The assets above are primarily located in the Ames, Iowa area.

 

 

9.

Goodwill

 

Goodwill is not amortized but is evaluated for impairment at least annually. For income tax purposes, goodwill is amortized over fifteen years.

 

10.     Core deposit intangible asset

 

The following sets forth the carrying amounts and accumulated amortization of core deposit intangible assets at March 31, 2016 and December 31, 2015: (in thousands)

 

   

2016

   

2015

 
   

Gross

   

Accumulated

   

Gross

   

Accumulated

 
   

Amount

   

Amortization

   

Amount

   

Amortization

 
                                 

Core deposit intangible asset

  $ 2,518     $ 1,304     $ 2,518     $ 1,209  

 

The weighted average life of the core deposit intangible is 3 years as of March 31, 2016 and December 31, 2015.

 

 

The following sets forth the activity related to core deposit intangible assets for the three months ended March 31, 2016 and 2015: (in thousands)

 

   

Three Months Ended

 
   

March 31,

 
   

2016

   

2015

 
                 

Beginning core deposit intangible, net

  $ 1,309     $ 1,730  

Amortization

    (95 )     (113 )
                 

Ending core deposit intangible, net

  $ 1,214     $ 1,617  

 

Estimated remaining amortization expense on core deposit intangible for the years ending December 31st is as follows: (in thousands)

 

2016

  $ 258  

2017

    298  

2018

    251  

2019

    128  

2020

    71  

2021

    71  

After

    137  
         
    $ 1,214  

 

  

 

11.

Secured Borrowings

 

The following sets forth the pledged collateral at estimated fair value related to securities sold under repurchase agreements and term repurchase agreements as of March 31, 2016 and December 31, 2015: (in thousands)

 

   

2016

   

2015

 
   

Remaining Contractual Maturity of the Agreements

 
   

 

   

Greater than

   

 

   

 

   

Greater than

   

 

 
    Overnight    

90 days

    Total      Overnight    

90 days

    Total   
                                                 

Securities sold under agreements to repurchase:

                                               

U.S. government treasuries

  $ 1,491     $ -     $ 1,491     $ 1,467     $ -     $ 1,467  

U.S. government agencies

    47,371       -       47,371       46,755       -       46,755  

U.S. government mortgage-backed securities

    37,678       -       37,678       41,657       -       41,657  
                                                 

Total

  $ 86,540     $ -     $ 86,540     $ 89,879     $ -     $ 89,879  
                                                 

Term repurchase agreements (Other 3borrowings):

                                               

U.S. government agencies

  $ -     $ 14,324     $ 14,324     $ -     $ 12,503     $ 12,503  

U.S. government mortgage-backed securities

    -       449       449       -       676       676  
                                                 

Total

  $ -     $ 14,773     $ 14,773     $ -     $ 13,179     $ 13,179  
                                                 

Total pledged collateral

  $ 86,540     $ 14,773     $ 101,313     $ 89,879     $ 13,179     $ 103,058  

 

In the event the repurchase agreements exceed the estimated fair value of the pledged securities available-for-sale, the Company has unpledged securities available-for-sale that may be pledged on the repurchase agreements.

 

  

 

12.

Regulatory Matters

 

The Company and the Banks capital amounts and ratios are as follows: (dollars in thousands)

 

                                   

To Be Well

 
                                   

Capitalized Under

 
                   

For Capital

   

Prompt Corrective

 
   

Actual

   

Adequacy Purposes

   

Action Provisions

 
   

Amount

   

Ratio

   

Amount

   

Ratio

   

Amount

   

Ratio

 
                                                 

As of March 31, 2016:

                                               

Total capital (to risk- weighted assets):

                                               

Consolidated

  $ 157,291       16.615 %   $ 75,735       8.000 %     N/A       N/A  

Boone Bank & Trust

    14,675       15.281       7,683       8.000     $ 9,603       10.000 %

First National Bank

    75,026       15.751       38,107       8.000       47,633       10.000  

Reliance State Bank

    24,683       13.655       14,461       8.000       18,076       10.000  

State Bank & Trust

    19,861       16.720       9,503       8.000       11,878       10.000  

United Bank & Trust

    14,714       20.822       5,653       8.000       7,067       10.000  
                                                 

Tier 1 capital (to risk- weighted assets):

                                               

Consolidated

  $ 146,660       15.492 %   $ 56,801       6.000 %     N/A       N/A  

Boone Bank & Trust

    13,719       14.286       5,762       6.000     $ 7,683       8.000 %

First National Bank

    69,982       14.692       28,580       6.000       38,107       8.000  

Reliance State Bank

    22,745       12.583       10,846       6.000       14,461       8.000  

State Bank & Trust

    18,373       15.468       7,127       6.000       9,503       8.000  

United Bank & Trust

    13,950       19.741       4,240       6.000       5,653       8.000  
                                                 

Tier 1 capital (to average- weighted assets):

                                               

Consolidated

  $ 146,660       11.306 %   $ 51,888       4.000 %     N/A       N/A  

Boone Bank & Trust

    13,719       10.309       5,323       4.000     $ 6,654       5.000 %

First National Bank

    69,982       10.112       27,682       4.000       34,603       5.000  

Reliance State Bank

    22,745       10.791       8,431       4.000       10,539       5.000  

State Bank & Trust

    18,373       11.936       6,157       4.000       7,697       5.000  

United Bank & Trust

    13,950       12.527       4,454       4.000       5,568       5.000  
                                                 

Common equity tier 1 capital (to risk-weighted assets):

                                               

Consolidated

  $ 146,660       15.492 %   $ 42,601       4.500 %     N/A       N/A  

Boone Bank & Trust

    13,719       14.286       4,321       4.500     $ 6,242       6.500 %

First National Bank

    69,982       14.692       21,435       4.500       30,962       6.500  

Reliance State Bank

    22,745       12.583       8,134       4.500       11,750       6.500  

State Bank & Trust

    18,373       15.468       5,345       4.500       7,721       6.500  

United Bank & Trust

    13,950       19.741       3,180       4.500       4,593       6.500  

 

  

                                   

To Be Well

 
                                   

Capitalized Under

 
                   

For Capital

   

Prompt Corrective

 
   

Actual

   

Adequacy Purposes

   

Action Provisions

 
   

Amount

   

Ratio

   

Amount

   

Ratio

   

Amount

   

Ratio

 
                                                 

As of December 31, 2015:

                                               

Total capital (to risk- weighted assets):

                                               

Consolidated

  $ 157,926       16.6 %   $ 76,179       8.0 %     N/A       N/A  

Boone Bank & Trust

    14,525       15.5       7,477       8.0     $ 9,346       10.0 %

First National Bank

    74,210       15.3       38,859       8.0       48,574       10.0  

Reliance State Bank

    24,287       13.8       14,101       8.0       17,626       10.0  

State Bank & Trust

    19,658       16.2       9,729       8.0       12,161       10.0  

United Bank & Trust

    14,621       20.6       5,693       8.0       7,116       10.0  
                                                 

Tier 1 capital (to risk- weighted assets):

                                               

Consolidated

  $ 147,430       15.5 %   $ 57,134       6.0 %     N/A       N/A  

Boone Bank & Trust

    13,569       14.5       5,608       6.0     $ 7,477       8.0 %

First National Bank

    69,157       14.2       29,144       6.0       38,859       8.0  

Reliance State Bank

    22,491       12.8       10,575       6.0       14,101       8.0  

State Bank & Trust

    18,135       14.9       7,297       6.0       9,729       8.0  

United Bank & Trust

    13,858       19.5       4,269       6.0       5,693       8.0  
                                                 

Tier 1 capital (to average- weighted assets):

                                               

Consolidated

  $ 147,430       11.3 %   $ 52,657       4.0 %     N/A       N/A  

Boone Bank & Trust

    13,569       9.8       5,557       4.0     $ 6,946       5.0 %

First National Bank

    69,157       9.9       27,970       4.0       34,963       5.0  

Reliance State Bank

    22,491       10.7       8,380       4.0       10,476       5.0  

State Bank & Trust

    18,135       11.5       6,332       4.0       7,915       5.0  

United Bank & Trust

    13,858       12.5       4,452       4.0       5,565       5.0  
                                                 

Common equity tier 1 capital (to risk-weighted assets):

                                               

Consolidated

  $ 147,430       15.5 %   $ 42,851       4.5 %     N/A       N/A  

Boone Bank & Trust

    13,569       14.5       4,206       4.5     $ 6,075       6.5 %

First National Bank

    69,157       14.2       21,858       4.5       31,573       6.5  

Reliance State Bank

    22,491       12.8       7,932       4.5       11,457       6.5  

State Bank & Trust

    18,135       14.9       5,473       4.5       7,905       6.5  

United Bank & Trust

    13,858       19.5       3,202       4.5       4,625       6.5  

 

As disclosed in the Company's Form 10-K filed with the Securities and Exchange Commission on March 11, 2016, in July of 2013, the Federal Reserve Board and the FDIC issued final rules implementing the Basel III regulatory capital framework and related Dodd-Frank Wall Street Reform and Consumer Protection Act changes. The rules revise minimum capital requirements and adjust prompt corrective action thresholds. The final rules revise the regulatory capital elements, add a new common equity Tier I capital ratio, increase the minimum Tier 1 capital ratio requirements and implement a new capital conservation buffer. The rules also permit certain banking organizations to retain, through a one-time election, the existing treatment for accumulated other comprehensive income. The Company and the Banks have made the election to retain the existing treatment for accumulated other comprehensive income. The final rules took effect for the Company and the Banks on January 1, 2015, subject to a transition period for certain parts of the rules.

 

Beginning in 2016, an additional capital conservation buffer will be added to the minimum requirements for capital adequacy purposes, subject to a three year phase-in period. The capital conservation buffer will be fully phased-in on January 1, 2019 at 2.5 percent. A banking organization with a conservation buffer of less than 2.5 percent (or the required phase-in amount in years prior to 2019) will be subject to limitations on capital distributions, including dividend payments and certain discretionary bonus payments to executive officers. At the present time, the ratios for the Company and the Banks are sufficient to meet the fully phased-in conservation buffer.

 

 

13.     Subsequent Events

 

Management evaluated subsequent events through the date the financial statements were issued. There were no significant events or transactions occurring after March 31, 2016, but prior to May 6, 2016, that provided additional evidence about conditions that existed at March 31, 2016. There were no other significant events or transactions that provided evidence about conditions that did not exist at March 31, 2016.

 

Item 2.      Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

Overview

 

Ames National Corporation (the “Company”) is a bank holding company established in 1975 that owns and operates five bank subsidiaries in central Iowa (the “Banks”). The following discussion is provided for the consolidated operations of the Company and its Banks, First National Bank, Ames, Iowa (First National), State Bank & Trust Co. (State Bank), Boone Bank & Trust Co. (Boone Bank), Reliance State Bank (Reliance Bank), and United Bank & Trust NA (United Bank). The purpose of this discussion is to focus on significant factors affecting the Company's financial condition and results of operations.

 

The Company does not engage in any material business activities apart from its ownership of the Banks. Products and services offered by the Banks are for commercial and consumer purposes including loans, deposits and wealth management services. The Banks also offer investment services through a third-party broker-dealer. The Company employs thirteen individuals to assist with financial reporting, human resources, audit, compliance, marketing, technology systems and the coordination of management activities, in addition to 203 full-time equivalent individuals employed by the Banks.

 

The Company’s primary competitive strategy is to utilize seasoned and competent Bank management and local decision making authority to provide customers with faster response times and more flexibility in the products and services offered. This strategy is viewed as providing an opportunity to increase revenues through creating a competitive advantage over other financial institutions. The Company also strives to remain operationally efficient to provide better profitability while enabling the Company to offer more competitive loan and deposit rates.

 

The principal sources of Company revenues and cash flow are: (i) interest and fees earned on loans made by the Company and Banks; (ii) interest on fixed income investments held by the Company and Banks; (iii) fees on wealth management services provided by those Banks exercising trust powers; (iv) service charges on deposit accounts maintained at the Banks and (v) Merchant and card fees. The Company’s principal expenses are: (i) interest expense on deposit accounts and other borrowings; (ii) provision for loan losses; (iii) salaries and employee benefits; (iv) data processing costs associated with maintaining the Banks’ loan and deposit functions; (v) occupancy expenses for maintaining the Bank’s facilities; (vi) professional fees; and (vii) other real estate owned expenses. The largest component contributing to the Company’s net income is net interest income, which is the difference between interest earned on earning assets (primarily loans and investments) and interest paid on interest bearing liabilities (primarily deposits and other borrowings). One of management’s principal functions is to manage the spread between interest earned on earning assets and interest paid on interest bearing liabilities in an effort to maximize net interest income while maintaining an appropriate level of interest rate risk.

 

 

The Company had net income of $3,807,000, or $0.41 per share, for the three months ended March 31, 2016, compared to net income of $3,635,000, or $0.39 per share, for the three months ended March 31, 2015. Total equity capital as of March 31, 2016 totaled $165.5 million or 12.4% of total assets.

 

The increase in quarterly earnings can be primarily attributed to increased loan interest income, higher net securities gains, and lower other real estate owned expenses.

 

Net loan charge-offs totaled $78,000 for the three months ended March 31, 2016 and net loan recoveries totaled $10,000 for the three months ended March 31, 2015. The provision for loan losses totaled $192,000 and $77,000 for the three months ended March 31, 2016 and 2015, respectively.

 

The following management discussion and analysis will provide a review of important items relating to:

 

●     Challenges

●     Key Performance Indicators and Industry Results

●     Critical Accounting Policies

●     Income Statement Review

●     Balance Sheet Review

●     Asset Quality Review and Credit Risk Management

●     Liquidity and Capital Resources

●     Forward-Looking Statements and Business Risks

 

Challenges

 

Management has identified certain events or circumstances that may negatively impact the Company’s financial condition and results of operations in the future and is attempting to position the Company to best respond to those challenges. These challenges are addressed in the Company’s most recent Annual Report on Form 10-K filed on March 11, 2016.

 

Key Performance Indicators and Industry Results

 

Certain key performance indicators for the Company and the industry are presented in the following chart. The industry figures are compiled by the Federal Deposit Insurance Corporation (the “FDIC”) and are derived from 6,182 commercial banks and savings institutions insured by the FDIC. Management reviews these indicators on a quarterly basis for purposes of comparing the Company’s performance from quarter-to-quarter against the industry as a whole.

 

 

Selected Indicators for the Company and the Industry 

 

   

Quarter Ended

                                                 
   

March 31,

   

Years Ended December 31,

 
   

2016

   

2015

   

2014

 

2013

 
   

Company

   

Company

   

Industry *

   

Company

   

Industry

   

Company

   

Industry

 
                                                         

Return on assets

    1.16 %     1.13 %     1.04 %     1.21 %     1.01 %     1.14 %     1.07 %
                                                         

Return on equity

    9.28 %     9.44 %     9.31 %     10.09 %     9.03 %     9.76 %     9.56 %
                                                         

Net interest margin

    3.36 %     3.33 %     3.07 %     3.31 %     3.14 %     3.18 %     3.26 %
                                                         

Efficiency ratio

    53.91 %     53.59 %     59.91 %     53.37 %     61.88 %     52.78 %     60.54 %
                                                         

Capital ratio

    12.50 %     12.00 %     9.59 %     12.05 %     9.46 %     11.67 %     9.41 %

 

*Latest available data

 

Key performances indicators include:

 

●     Return on Assets

 

This ratio is calculated by dividing net income by average assets. It is used to measure how effectively the assets of the Company are being utilized in generating income. The Company's annualized return on average assets was 1.16% and 1.10% for the three months ended March 31, 2016 and 2015, respectively. The increase in this ratio in 2016 from the previous period is due to an increase in net income associated with increased loan interest income, higher net securities gains, and lower other real estate owned expenses.

 

●     Return on Equity

 

This ratio is calculated by dividing net income by average equity. It is used to measure the net income or return the Company generated for the shareholders’ equity investment in the Company. The Company's return on average equity remained relatively unchanged at 9.28% and 9.25% for the three months ended March 31, 2016 and 2015, respectively.

 

●     Net Interest Margin

 

The net interest margin for the three months ended March 31, 2016 and 2015 was 3.36% and 3.27%, respectively. The ratio is calculated by dividing net interest income by average earning assets. Earning assets are primarily made up of loans and investments that earn interest. This ratio is used to measure how well the Company is able to maintain interest rates on earning assets above those of interest-bearing liabilities, which is the interest expense paid on deposits and other borrowings. The increase in this ratio in 2016 is primarily the result of an increase in the average balance of loans, offset in part by a decrease in the average balances of investment securities.

 

●     Efficiency Ratio

 

This ratio is calculated by dividing noninterest expense by net interest income and noninterest income. The ratio is a measure of the Company’s ability to manage noninterest expenses. The Company’s efficiency ratio remained relatively unchanged at 53.91% and 54.76% for the three months ended March 31, 2016 and 2015, respectively.

 

 

●     Capital Ratio

 

The average capital ratio is calculated by dividing average total equity capital by average total assets. It measures the level of average assets that are funded by shareholders’ equity. Given an equal level of risk in the financial condition of two companies, the higher the capital ratio, generally the more financially sound the company. The Company’s capital ratio of 12.50% as of March 31, 2016 is significantly higher than the industry average as of December 31, 2015.

 

Industry Results

 

The FDIC Quarterly Banking Profile reported the following results for the fourth quarter of 2015:

 

Earnings and Profitability Register Year-Over-Year Improvement

 

Declines in expenses for litigation at a few large banks combined with moderate revenue growth to lift fourth-quarter net income at FDIC-insured institutions to $40.8 billion, an increase of $4.4 billion (11.9%) compared with fourth quarter 2014. The improving trend in earnings was widespread. More than half of all banks, or 56.6%, reported year-over-year increases in quarterly net income. Meanwhile, the percentage of banks reporting negative quarterly net income fell to 9.1%, from 9.9% in the year-ago year. The average return on assets (ROA) rose to 1.03% from 0.95% in fourth quarter 2014.

 

Margins Improve at Large Banks

 

Net operating revenue—the sum of net interest income and total noninterest income—totaled $174.3 billion in the fourth quarter, up $6.8 billion (4.1%) from a year earlier. More than two-thirds of all banks, or 68%, reported year-over-year growth in revenues. Noninterest income was $3 billion (5%) higher, as servicing income rose by $2.1 billion (178%), and gains on asset sales were $984 million (32%) higher. Net interest income increased by $3.9 billion (3.6%) compared with fourth quarter 2014. The average net interest margin (NIM) was 3.13%, slightly higher than the 3.12% average the year before. This is the first time in five years that the average quarterly NIM hasn’t been lower than the year earlier. Most of the margin improvement occurred at larger banks, whose asset portfolios were better-positioned to benefit from the increase in short-term interest rates late in the quarter. Only 45% of all banks reported year-over-year NIM improvement.

 

Litigation Expenses Fall 80%

 

Total noninterest expenses were $2.7 billion (2.5%) lower than in the year-ago quarter. Itemized litigation expenses at a few of the largest banks totaled $616 million, a decline of $2.4 billion (80%) from fourth quarter 2014. Salary and employee benefit expenses were $1.2 billion (2.5%) higher, while expenses for premises and other fixed assets rose $313 million (2.7%).

 

Loss Provisions Rise to Three-Year High

 

Provisions for loan and lease losses increased year over year for a sixth consecutive quarter, rising by $3.8 billion (45.5%). The $12 billion in provisions that banks set aside in the fourth quarter is the largest quarterly total in three years. About 37% of banks reported higher quarterly provisions, while a similar proportion reported reductions in their loss provisions.

 

 

Charge-Offs Rise in C&I, Consumer Portfolios

 

Net charge-offs totaled $10.6 billion in the fourth quarter, an increase of $690 million (7%) from a year earlier. This is the first year-over-year increase in quarterly charge-offs in 22 quarters. Net charge-offs of loans to commercial and industrial (C&I) borrowers rose by $512 million (43.4%), as lower oil prices adversely affected some energy sector borrowers. Credit card charge-offs were $292 million (5.6%) higher, an increase largely in line with the growth in total credit card balances. Net charge-offs of auto loans increased by $105 million (15.9%). All other major loan categories had lower charge-offs than a year ago. The average net charge-off rate in the fourth quarter was 0.49%, almost unchanged from the 0.48% average in fourth quarter 2014.

 

Pace of Loan Growth Accelerates

 

Total assets increased by $167.8 billion (1.1%) during the quarter. Total loans and leases rose by $197.3 billion (2.3%), as credit card balances had a largely seasonal $41.7 billion (5.8%) increase, C&I loans increased by $39.6 billion (2.2%), and nonfarm nonresidential real estate loans rose by $31.6 billion (2.6%). In addition, loans to nondepository financial institutions increased $17.1 billion (6.5%), and multifamily residential real estate loans rose by $15 billion (4.6%). Loans to small businesses and farms increased $7.1 billion (1.1%). Investment securities holdings grew by $49.6 billion (1.5%). Banks reduced their balances with Federal Reserve banks by $42 billion (3.4%), with most of the decline occurring at a few of the largest banks. Assets in trading accounts fell by $22.1 billion (3.8%).

 

Deposits Continue to Fund Asset Growth

 

Total deposits increased by $199.4 billion (1.7%) during the fourth quarter, as deposits in domestic offices rose by $255.9 billion (2.4%), and foreign office deposits declined by $56.5 billion (4.2%). Interest-bearing domestic deposits were up $215.1 billion (2.8%), while noninterest-bearing deposits rose by $40.7 billion (1.4%). Banks reduced their nondeposit liabilities by $35.9 billion (1.8%) during the quarter.

 

Problem List’ Falls Below 200 Institutions

 

The number of FDIC-insured commercial banks and savings institutions reporting quarterly financial results declined from 6,270 to 6,182 in the fourth quarter. Mergers absorbed 81 institutions in the three months ended December 31, while two insured institutions failed. No new charters were added in the fourth quarter. Banks reported 2,033,758 full-time equivalent employees in the quarter, down from 2,038,490 in the third quarter and 2,047,945 a year ago.

 

Critical Accounting Policies

 

The discussion contained in this Item 2 and other disclosures included within this report are based, in part, on the Company’s audited December 31, 2015 consolidated financial statements. These statements have been prepared in accordance with accounting principles generally accepted in the United States of America. The financial information contained in these statements is, for the most part, based on the financial effects of transactions and events that have already occurred. However, the preparation of these statements requires management to make certain estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses.

 

The Company’s significant accounting policies are described in the “Notes to Consolidated Financial Statements” accompanying the Company’s audited financial statements. Based on its consideration of accounting policies that involve the most complex and subjective estimates and judgments, management has identified the allowance for loan losses, the assessment of other-than-temporary impairment for investment securities and the assessment of goodwill to be the Company’s most critical accounting policies.

 

  

Allowance for Loan Losses

 

The allowance for loan losses is established through a provision for loan losses that is treated as an expense and charged against earnings. Loans are charged against the allowance for loan losses when management believes that collectability of the principal is unlikely. The Company has policies and procedures for evaluating the overall credit quality of its loan portfolio, including timely identification of potential problem loans. On a quarterly basis, management reviews the appropriate level for the allowance for loan losses, incorporating a variety of risk considerations, both quantitative and qualitative. Quantitative factors include the Company’s historical loss experience, delinquency and charge-off trends, collateral values, known information about individual loans and other factors. Qualitative factors include various considerations regarding the general economic environment in the Company’s market area. To the extent actual results differ from forecasts and management’s judgment, the allowance for loan losses may be greater or lesser than future charge-offs. Due to potential changes in conditions, it is at least reasonably possible that changes in estimates will occur in the near term and that such changes could be material to the amounts reported in the Company’s financial statements.

 

For further discussion concerning the allowance for loan losses and the process of establishing specific reserves, see the section of this Annual Report entitled “Asset Quality Review and Credit Risk Management” and “Analysis of the Allowance for Loan Losses”.

 

Fair Value and Other-Than-Temporary Impairment of Investment Securities

 

The Company’s securities available-for-sale portfolio is carried at fair value with “fair value” being defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. A fair value measurement assumes that the transaction to sell the asset or transfer the liability occurs in the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market for the asset or liability. The price in the principal (or most advantageous) market used to measure the fair value of the asset or liability is not adjusted for transaction costs. An orderly transaction is a transaction that assumes exposure to the market for a period prior to the measurement date to allow for marketing activities that are usual and customary for transactions involving such assets and liabilities; it is not a forced transaction. Market participants are buyers and sellers in the principal market that are (i) independent, (ii) knowledgeable, (iii) able to transact, and (iv) willing to transact.

 

Declines in the fair value of available-for-sale securities below their cost that are deemed to be other-than-temporary are reflected in earnings as realized losses. In estimating other-than-temporary impairment losses, management considers (1) the intent to sell the investment securities and the more likely than not requirement that the Company will be required to sell the investment securities prior to recovery (2) the length of time and the extent to which the fair value has been less than cost and (3) the financial condition and near-term prospects of the issuer. Due to potential changes in conditions, it is at least reasonably possible that changes in management’s assessment of other-than-temporary impairment will occur in the near term and that such changes could be material to the amounts reported in the Company’s financial statements.

 

Goodwill

 

Goodwill arose in connection with two acquisitions. Goodwill is tested annually for impairment or more often if conditions indicate a possible impairment.  For the purposes of goodwill impairment testing, determination of the fair value of a reporting unit involves the use of significant estimates and assumptions.   Impairment would arise if the fair value of a reporting unit is less than its carrying value. At March 31, 2016, Company’s management has completed the goodwill impairment assessment and determined goodwill was not impaired. Actual future test results may differ from the present evaluation of impairment due to changes in the conditions used in the current evaluation.

 

 

Income Statement Review for the Three Months ended March 31, 2016

 

The following highlights a comparative discussion of the major components of net income and their impact for the three months ended March 31, 2016 and 2015:

 

AVERAGE BALANCES AND INTEREST RATES

 

The following two tables are used to calculate the Company’s net interest margin. The first table includes the Company’s average assets and the related income to determine the average yield on earning assets. The second table includes the average liabilities and related expense to determine the average rate paid on interest bearing liabilities. The net interest margin is equal to the interest income less the interest expense divided by average earning assets.

 

AVERAGE BALANCE SHEETS AND INTEREST RATES

 
                                                 
   

Three Months Ended March 31,

 
   

2016

   

2015

 
   

Average

   

Revenue/

   

Yield/

   

Average

   

Revenue/

   

Yield/

 
   

balance

   

expense

   

rate

   

balance

   

expense

   

rate

 

ASSETS

                                               

(dollars in thousands)

                                               

Interest-earning assets

                                               

Loans 1

                                               

Commercial

  $ 99,726     $ 1,103       4.42 %   $ 91,417     $ 1,016       4.44 %

Agricultural

    74,668       916       4.91 %     74,025       865       4.68 %

Real estate

    507,753       5,642       4.44 %     479,311       5,351       4.47 %

Consumer and other

    22,019       196       3.57 %     16,091       168       4.17 %
                                                 

Total loans (including fees)

    704,166       7,857       4.46 %     660,844       7,400       4.48 %
                                                 

Investment securities

                                               

Taxable

    265,529       1,495       2.25 %     272,519       1,566       2.30 %

Tax-exempt 2

    257,369       2,155       3.35 %     264,869       2,286       3.45 %

Total investment securities

    522,898       3,650       2.79 %     537,388       3,852       2.87 %
                                                 

Interest bearing deposits with banks and federal funds sold

    31,750       96       1.21 %     53,863       93       0.69 %
                                                 

Total interest-earning assets

    1,258,814     $ 11,603       3.69 %     1,252,095     $ 11,345       3.62 %
                                                 

Noninterest-earning assets

    54,239                       64,817                  
                                                 

TOTAL ASSETS

  $ 1,313,053                     $ 1,316,912                  

 

1 Average loan balance includes nonaccrual loans, if any. Interest income collected on nonaccrual loans has been included.

2 Tax-exempt income has been adjusted to a tax-equivalent basis using an incremental tax rate of 35%.

 

 

AVERAGE BALANCE SHEETS AND INTEREST RATES

 
                                                 
   

Three Months Ended March 31,

 
   

2016

   

2015

 
   

Average

   

Revenue/

   

Yield/

   

Average

   

Revenue/

   

Yield/

 
   

balance

   

expense

   

rate

   

balance

   

expense

   

rate

 

LIABILITIES AND STOCKHOLDERS' EQUITY

                                               

(dollars in thousands)

                                               

Interest-bearing liabilities Deposits

                                               

NOW, savings accounts and money markets

  $ 652,629     $ 310       0.19 %   $ 628,094     $ 267       0.17 %

Time deposits > $100,000

    90,306       199       0.88 %     91,179       208       0.91 %

Time deposits < $100,000

    127,918       241       0.75 %     145,100       287       0.79 %

Total deposits

    870,853       750       0.34 %     864,373       762       0.35 %

Other borrowed funds

    80,098       263       1.32 %     94,217       338       1.44 %
                                                 

Total Interest-bearing liabilities

    950,951       1,013       0.43 %     958,590       1,100       0.46 %
                                                 

Noninterest-bearing liabilities

                                               

Demand deposits

    191,189                       194,239                  

Other liabilities

    6,745                       6,817                  
                                                 

Stockholders' equity

    164,168                       157,266                  
                                                 

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY

  $ 1,313,053                     $ 1,316,912                  
                                                 
                                                 

Net interest income

          $ 10,588       3.36 %           $ 10,245       3.27 %
                                                 

Spread Analysis

                                               

Interest income/average assets

  $ 11,603       3.53 %           $ 11,345       3.45 %        

Interest expense/average assets

  $ 1,013       0.31 %           $ 1,100       0.33 %        

Net interest income/average assets

  $ 10,588       3.23 %           $ 10,245       3.11 %        

 

Net Interest Income

 

For the three months ended March 31, 2016 and 2015, the Company's net interest margin adjusted for tax exempt income was 3.36% and 3.27%, respectively. Net interest income, prior to the adjustment for tax-exempt income, for the three months ended March 31, 2016 totaled $9,835,000 compared to $9,445,000 for the three months ended March 31, 2015.

 

For the three months ended March 31, 2016, interest income increased $303,000, or 2.9%, when compared to the same period in 2015. The increase from 2015 was primarily attributable to higher average balance of loans, offset in part by lower average balances of investment securities. The higher average balances of loans were due primarily to favorable economic conditions that fueled loan demand over much of the past year. The lower average balances of investments were primarily due to maturities and calls.

 

 

Interest expense decreased $87,000, or 7.9%, for the three months ended March 31, 2016 when compared to the same period in 2015. The lower interest expense for the period is primarily attributable to lower average borrowed funds balances and lower average time deposit balances, offset by higher average money market and savings balances. This decrease in time deposit and corresponding increase in money market and savings accounts is due in part to the continued low market interest rate environment.

 

Provision for Loan Losses

 

The Company’s provision for loan losses was $192,000 and $77,000 for the three months ended March 31, 2016 and 2015, respectively. Net loan charge-offs were $78,000 and net loan recoveries were $10,000 for the three months ended March 31, 2016 and 2015, respectively. The additional provision was made primarily to accommodate additional loan growth at one of our affiliate banks. Credit quality factors relating to impaired loans and past due loan volume remain favorable and comparable to those at year end for the Company. However, the agricultural economy has weakened as declining grain prices have caused lower profitability for our agricultural borrowers.

 

Noninterest Income and Expense

 

Noninterest income increased $333,000 for the three months ended March 31, 2016 compared to the same period in 2015. The increase in noninterest income is primarily due to higher gains on the sale of securities and higher wealth management income. The increase in wealth management income is due primarily to increases in estate fees. Exclusive of realized securities gains, noninterest income was 8% higher in the first quarter of 2016 compared to the same period in 2015.

 

Noninterest expense increased $296,000 or 4.8% for the three months ended March 31, 2016 compared to the same period in 2015 primarily as a result of increases in salaries and benefits, offset in part by a decrease in other real estate owned expense. The increase in salaries and benefits is mainly due to normal salary increases and additional lending and support staff. Other real estate owned expenses decreased due to losses in 2015 with no losses in 2016. The efficiency ratio for the first quarter of 2016 was 53.91%, compared to 54.76% in 2015.   

 

Income Taxes

 

The provision for income taxes expense for the three months ended March 31, 2016 and 2015 was $1,501,000 and $1,360,000, respectively, representing an effective tax rate of 28% and 27%, respectively. The increase in effective rate is due primarily to impact of a lower level of tax-exempt interest income in 2016 compared to the same quarter in 2015.

 

Balance Sheet Review

 

As of March 31, 2016, total assets were $1,334,899,000, an $8,152,000 increase compared to December 31, 2015. The increase in assets was due primarily to an increase in interest bearing deposits in other banks, offset in part by a decrease in securities and loans. The increase in interest bearing deposits in other banks was due primarily to excess liquidity from decreases in the securities and loan portfolios and increases in public fund deposits.

 

Investment Portfolio

 

The investment portfolio totaled $523,273,000 as of March 31, 2016, a decrease of $14,360,000 or 3% from the December 31, 2015 balance of $537,633,000. The decrease in the investment portfolio was primarily due to sales, maturities and pay downs of state and political subdivision bonds and U.S. government mortgage-backed securities.

 

 

On a quarterly basis, the investment portfolio is reviewed for other-than-temporary impairment. As of March 31, 2016, gross unrealized losses of $664,000, are considered to be temporary in nature due to the interest rate environment of 2016 and other general economic factors. As a result of the Company’s favorable liquidity position, the Company does not have the intent to sell securities with an unrealized loss at the present time. In addition, management believes it is more likely than not that the Company will hold these securities until recovery of their fair value to cost basis and avoid considering present unrealized loss positions to be other-than-temporary.

 

At March 31, 2016, the Company’s investment securities portfolio included securities issued by 282 government municipalities and agencies located within 24 states with a fair value of $270.4 million. At December 31, 2015, the Company’s investment securities portfolio included securities issued by 283 government municipalities and agencies located within 24 states with a fair value of $277.6 million. No one municipality or agency represents a concentration within this segment of the investment portfolio. The largest exposure to any one municipality or agency as of March 31, 2016 was $5.1 million (approximately 1.9 % of the fair value of the governmental municipalities and agencies) represented by the Dubuque, Iowa Community School District to be repaid by sales tax revenues and property taxes.

 

The Company’s procedures for evaluating investments in states, municipalities and political subdivisions include but are not limited to reviewing the offering statement and the most current available financial information, comparing yields to yields of bonds of similar credit quality, confirming capacity to repay, assessing operating and financial performance, evaluating the stability of tax revenues, considering debt profiles and local demographics, and for revenue bonds, assessing the source and strength of revenue structures for municipal authorities. These procedures, as applicable, are utilized for all municipal purchases and are utilized in whole or in part for monitoring the portfolio of municipal holdings. The Company does not utilize third party credit rating agencies as a primary component of determining if the municipal issuer has an adequate capacity to meet the financial commitments under the security for the projected life of the investment, and, therefore, does not compare internal assessments to those of the credit rating agencies. Credit rating downgrades are utilized as an additional indicator of credit weakness and as a reference point for historical default rates.

 

  

The following table summarizes the total general obligation and revenue bonds in the Company’s investment securities portfolios as of March 31, 2016 and December 31, 2015 identifying the state in which the issuing government municipality or agency operates. (Dollars in thousands)

 

   

2016

   

2015

 
           

Estimated

           

Estimated

 
   

Amortized

   

Fair

   

Amortized

   

Fair

 
   

Cost

   

Value

   

Cost

   

Value

 
                                 

Obligations of states and political subdivisions:

                               

General Obligation bonds:

                               

Iowa

  $ 73,682     $ 74,556     $ 77,735     $ 78,255  

Texas

    10,128       10,432       10,712       10,967  

Pennsylvania

    8,845       8,935       8,389       8,448  

Minnesota

    5,226       5,344       8,401       8,510  

Other (2016: 16 states; 2015: 16 states)

    24,795       25,367       26,449       26,916  
                                 

Total general obligation bonds

  $ 122,676     $ 124,634     $ 131,686     $ 133,096  
                                 

Revenue bonds:

                               

Iowa

  $ 134,702     $ 137,456     $ 134,333     $ 136,705  

Other (2016: 9 states; 2015: 9 states)

    8,246       8,304       7,752       7,796  
                                 

Total revenue bonds

  $ 142,948     $ 145,760     $ 142,085     $ 144,501  
                                 

Total obligations of states and political subdivisions

  $ 265,624     $ 270,394     $ 273,771     $ 277,597  

 

As of March 31, 2016 and December 31, 2015, the revenue bonds in the Company’s investment securities portfolios were issued by government municipalities and agencies to fund public services such as community school facilities, college and university dormitory facilities, water utilities and electrical utilities. The revenue bonds are to be paid from primarily 8 revenue sources. The revenue sources that represent 5% or more, individually, as a percent of the total revenue bonds are summarized in the following table. (in thousands)

 

   

2016

           

2015

         
           

Estimated

           

Estimated

 
   

Amortized

   

Fair

   

Amortized

   

Fair

 
   

Cost

   

Value

   

Cost

   

Value

 
                                 

Revenue bonds by revenue source

                               

Sales tax

  $ 86,811     $ 88,981     $ 88,299     $ 90,145  

College and universities, primarily dormitory revenues

    12,149       12,357       12,153       12,298  

Water

    10,440       10,607       10,446       10,548  

Leases

    9,094       9,153       9,900       9,939  

Electric

    8,941       9,176       8,950       9,141  

Other

    15,513       15,486       12,337       12,430  
                                 

Total revenue bonds by revenue source

  $ 142,948     $ 145,760     $ 142,085     $ 144,501  

 

Loan Portfolio

 

The loan portfolio, net of the allowance for loan losses of $10,102,000, totaled $695,627,000 as of March 31, 2016, a decrease of $5,701,000, or 0.8%, from the December 31, 2015 balance of $701,328,000. The decrease in the loan portfolio is primarily due to loan payoffs of two loans in excess of loan demand for the first quarter.

 

 

 
 40

Table Of Contents
 

 

Other Real Estate Owned

 

Other real estate owned was $1,124,000 as of March 31, 2016, nearly unchanged from $1,250,000 as of December 31, 2015, respectively. Due to potential changes in the real estate markets, it is at least reasonably possible that management’s assessments of fair value will change in the near term and that such changes could materially affect the amounts reported in the Company’s financial statements.

 

Deposits

 

Deposits totaled $1,083,854,000 as of March 31, 2016, an increase of $9,661,000, or 0.9%, from the December 31, 2015 balance of $1,074,193,000. The increase in deposits was primarily due to increases in public funds.

 

Securities Sold Under Agreements to Repurchase

 

Securities sold under agreements to repurchase totaled $50,380,000 as of March 31, 2016, a decrease of $3,910,000, or 7%, from the December 31, 2015 balance of $54,290,000.

 

Off-Balance Sheet Arrangements

 

The Company is party to financial instruments with off-balance-sheet risk in the normal course of business. These financial instruments include commitments to extend credit and standby letters of credit. These instruments involve, to varying degrees, elements of credit risk in excess of the amount recognized in the balance sheet. No material changes in the Company’s off-balance sheet arrangements have occurred since December 31, 2015.

 

Asset Quality Review and Credit Risk Management

 

The Company’s credit risk is historically centered in the loan portfolio, which on March 31, 2016 totaled $695,627,000 compared to $701,328,000 as of December 31, 2015. Net loans comprise 52.1% of total assets as of March 31, 2016. The object in managing loan portfolio risk is to reduce the risk of loss resulting from a customer’s failure to perform according to the terms of a transaction and to quantify and manage credit risk on a portfolio basis. The Company’s level of problem loans (consisting of nonaccrual loans and loans past due 90 days or more) as a percentage of total loans was 0.35% at March 31, 2016, as compared to 0.24% at December 31, 2015 and 0.36% at March 31, 2015. The Company’s level of problem loans as a percentage of total loans at March 31, 2016 of 0.35% is lower than the Company’s peer group (329 bank holding companies with assets of $1 billion to $3 billion) of 0.83% as of December 31, 2015.

 

Impaired loans, net of specific reserves, totaled $2,116,000 as of March 31, 2016 and have increased $737,000 as compared to the impaired loans of $1,379,000 as of December 31, 2015. The increase in impaired loans since December 31, 2015 is primarily due to a deterioration of one credit relationship in the commercial operating portfolio.

 

A loan is considered impaired when, based on current information and events, it is probable that the Company will be unable to collect the scheduled payment of principal and interest when due according to the contractual terms of the loan agreement. Factors considered by management in determining impairment include payment status, collateral value, and the probability of collecting scheduled principal and interest payments when due. The Company applies its normal loan review procedures to identify loans that should be evaluated for impairment.

 

 

The Company had TDRs of $806,000 as of March 31, 2016, of which all were included in impaired loans and on nonaccrual status. The Company had TDRs of $780,000 as of December 31, 2015, all of which were included in impaired and nonaccrual loans.

 

TDRs are monitored and reported on a quarterly basis. Certain TDRs are on nonaccrual status at the time of restructuring. These borrowings are typically returned to accrual status after the following: sustained repayment performance in accordance with the restructuring agreement for a reasonable period of at least six months; and, management is reasonably assured of future performance. If the TDR meets these performance criteria and the interest rate granted at the modification is equal to or greater than the rate that the Company was willing to accept at the time of the restructuring for a new loan with comparable risk, then the loan will return to performing status.

 

For TDRs that were on nonaccrual status before the modification, a specific reserve may already be recorded. In periods subsequent to modification, the Company will continue to evaluate all TDRs for possible impairment and, as necessary, recognize impairment through the allowance. The Company had no charge-off related to TDRs for the three months ended March 31, 2016 and no charge-offs related to TDRs for the three months ended March 31, 2015.

 

Loans past due 90 days or more that are still accruing interest are reviewed no less frequently than quarterly to determine if there is a strong reason that the credit should not be placed on non-accrual. As of March 31, 2016, non-accrual loans totaled $2,486,000 and there were no loans past due 90 days and still accruing. This compares to non-accrual loans of $1,815,000 and loans past due 90 days and still accruing totaled $75,000 as of December 31, 2015. Other real estate owned totaled $1,124,000 as of March 31, 2016 and $1,250,000 as of December 31, 2015.

 

The allowance for loan losses as a percentage of outstanding loans as of March 31, 2016 was 1.43%, as compared to 1.40% at December 31, 2015. The allowance for loan losses totaled $10,102,000 and $9,988,000 as of March 31, 2016 and December 31, 2015, respectively. Net charge-offs of loans totaled $78,000 for the three months ended March 31, 2016 as compared to net recoveries of loans of $10,000 for the three months ended March 31, 2015.

 

The allowance for loan losses is management’s best estimate of probable losses inherent in the loan portfolio as of the balance sheet date. Factors considered in establishing an appropriate allowance include: an assessment of the financial condition of the borrower, a realistic determination of value and adequacy of underlying collateral, the condition of the local economy and the condition of the specific industry of the borrower, an analysis of the levels and trends of loan categories and a review of delinquent and classified loans.

 

Liquidity and Capital Resources

 

Liquidity management is the process by which the Company, through its Banks’ Asset and Liability Committees (ALCO), ensures that adequate liquid funds are available to meet its financial commitments on a timely basis, at a reasonable cost and within acceptable risk tolerances. These commitments include funding credit obligations to borrowers, funding of mortgage originations pending delivery to the secondary market, withdrawals by depositors, maintaining adequate collateral for pledging for public funds, trust deposits and borrowings, paying dividends to shareholders, payment of operating expenses, funding capital expenditures and maintaining deposit reserve requirements.

 

Liquidity is derived primarily from core deposit growth and retention; principal and interest payments on loans; principal and interest payments, sale, maturity and prepayment of securities available-for-sale; net cash provided from operations; and access to other funding sources. Other funding sources include federal funds purchased lines, FHLB advances and other capital market sources.

 

 

As of March 31, 2016, the level of liquidity and capital resources of the Company remain at a satisfactory level. Management believes that the Company's liquidity sources will be sufficient to support its existing operations for the foreseeable future.

 

The liquidity and capital resources discussion will cover the following topics:

 

 

Review of the Company’s Current Liquidity Sources

 

Review of the Company’s Current Liquidity Sources

 

Review of Statements of Cash Flows

 

Company Only Cash Flows

 

Review of Commitments for Capital Expenditures, Cash Flow Uncertainties and Known Trends in Liquidity and Cash Flows Needs

 

Capital Resources

 

Review of the Company’s Current Liquidity Sources

 

Liquid assets of cash and due from banks and interest-bearing deposits in financial institutions as of March 31, 2016 and December 31, 2015 totaled $81,360,000 and $50,999,000, respectively, and provide a level of liquidity.

 

Other sources of liquidity available to the Banks as of March 31, 2016 include outstanding lines of credit with the FHLB of Des Moines, Iowa of $177,444,000, with $15,500,000 of outstanding FHLB advances at March 31, 2016. Federal funds borrowing capacity at correspondent banks was $106,750,000, with no outstanding federal fund purchase balances as of March 31, 2016. The Company had securities sold under agreements to repurchase totaling $50,380,000 and term repurchase agreements of $13,000,000.

 

Total investments as of March 31, 2016 were $523,272,000 compared to $537,633,000 as of December 31, 2015. These investments provide the Company with a significant amount of liquidity since all of the investments are classified as available-for-sale as of March 31, 2016.

 

The investment portfolio serves an important role in the overall context of balance sheet management in terms of balancing capital utilization and liquidity. The decision to purchase or sell securities is based upon the current assessment of economic and financial conditions, including the interest rate environment, liquidity and credit considerations. The portfolio’s scheduled maturities and payments represent a significant source of liquidity.

 

Review of Statements of Cash Flows

 

Net cash provided by operating activities for the three months ended March 31, 2016 totaled $6,342,000 compared to the $6,581,000 for the three months ended March 31, 2015. The increase of $239,000 in net cash provided by operating activities was primarily due to changes in assets and liabilities.

 

Net cash used in investing activities for the three months ended March 31, 2016 was $9,582,000 compared to $41,844,000 for the three months ended March 31, 2015. The decrease in cash used in investing activities of $32,262,000 was primarily due to investment activity and changes in loans.

 

Net cash provided by financing activities for the three months ended March 31, 2016 totaled $856,000 compared to $36,477,000 for the three months ended March 31, 2015. The decrease of $35,621,000 in net cash provided by financing activities was primarily due to the change in deposits and securities sold under repurchase agreements. As of March 31, 2016, the Company did not have any external debt financing, off-balance sheet financing arrangements, or derivative instruments linked to its stock.

 

 

Company Only Cash Flows

 

The Company’s liquidity on an unconsolidated basis is heavily dependent upon dividends paid to the Company by the Banks. The Company requires adequate liquidity to pay its expenses and pay stockholder dividends. Dividends paid by the Banks to the Company amounted to $2,150,000 and $1,900,000 for the three months ended March 31, 2016 and 2015, respectively. Various federal and state statutory provisions limit the amounts of dividends banking subsidiaries are permitted to pay to their holding companies without regulatory approval. Federal Reserve policy further limits the circumstances under which bank holding companies may declare dividends. For example, a bank holding company should not continue its existing rate of cash dividends on its common stock unless its net income is sufficient to fully fund each dividend and its prospective rate of earnings retention appears consistent with its capital needs, asset quality and overall financial condition. In addition, the Federal Reserve and the FDIC have issued policy statements, which provide that insured banks and bank holding companies should generally pay dividends only out of current operating earnings. Federal and state banking regulators may also restrict the payment of dividends by order. The quarterly dividend declared by the Company increased to $0.21 per share in 2016 from $0.20 per share in 2015.   

 

The Company, on an unconsolidated basis, has interest bearing deposits and marketable investment securities totaling $8,762,000 as of March 31, 2016 that are presently available to provide additional liquidity to the Banks.

 

Review of Commitments for Capital Expenditures, Cash Flow Uncertainties and Known Trends in Liquidity and Cash Flows Needs

 

No other material capital expenditures or material changes in the capital resource mix are anticipated at this time. The primary cash flow uncertainty would be a sudden decline in deposits causing the Banks to liquidate securities. Historically, the Banks have maintained an adequate level of short-term marketable investments to fund the temporary declines in deposit balances. There are no known trends in liquidity and cash flow needs as of March 31, 2016 that are of concern to management.

 

Capital Resources

 

The Company’s total stockholders’ equity as of March 31, 2016 totaled $165,472,000 and was $4,220,000 higher than the $161,250,000 recorded as of December 31, 2015. The increase in stockholders’ equity was primarily due to net income and an increase in accumulated other comprehensive income, reduced by dividends declared. The increase in other comprehensive income is created by 2016 market interest rates trending lower, which resulted in higher fair values in the securities available-for-sale portfolio. At March 31, 2016 and December 31, 2015, stockholders’ equity as a percentage of total assets was 12.40% and 12.15%, respectively. The capital levels of the Company exceed applicable regulatory guidelines as of March 31, 2016.

 

 

Forward-Looking Statements and Business Risks

 

The Private Securities Litigation Reform Act of 1995 provides the Company with the opportunity to make cautionary statements regarding forward-looking statements contained in this Quarterly Report, including forward-looking statements concerning the Company’s future financial performance and asset quality. Any forward-looking statement contained in this Quarterly Report is based on management’s current beliefs, assumptions and expectations of the Company’s future performance, taking into account all information currently available to management. These beliefs, assumptions and expectations can change as a result of many possible events or factors, not all of which are known to management. If a change occurs, the Company’s business, financial condition, liquidity, results of operations, asset quality, plans and objectives may vary materially from those expressed in the forward-looking statements. The risks and uncertainties that may affect the actual results of the Company include, but are not limited to, the following: economic conditions, particularly in the concentrated geographic area in which the Company and its affiliate banks operate; competitive products and pricing available in the marketplace; changes in credit and other risks posed by the Company’s loan and investment portfolios, including declines in commercial or residential real estate values or changes in the allowance for loan losses dictated by new market conditions or regulatory requirements; fiscal and monetary policies of the U.S. government; changes in governmental regulations affecting financial institutions (including regulatory fees and capital requirements); changes in prevailing interest rates; credit risk management and asset/liability management; the financial and securities markets; the availability of and cost associated with sources of liquidity; and other risks and uncertainties inherent in the Company’s business, including those discussed under the headings “Risk Factors” and “Forward-Looking Statements and Business Risks” in the Company’s Annual Report. Management intends to identify forward-looking statements when using words such as “believe”, “expect”, “intend”, “anticipate”, “estimate”, “should” or similar expressions. Undue reliance should not be placed on these forward-looking statements. The Company undertakes no obligation to revise or update such forward-looking statements to reflect current events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

 

 

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

 

The Company's market risk is comprised primarily of interest rate risk arising from its core banking activities of lending and deposit taking. Interest rate risk results from the changes in market interest rates which may adversely affect the Company's net interest income. Management continually develops and applies strategies to mitigate this risk. Management does not believe that the Company's primary market risk exposure and how it has been managed year-to-date in 2016 changed significantly when compared to 2015.

 

 

Item 4.

Controls and Procedures

 

As of the end of the period covered by this report, an evaluation was performed under the supervision and with the participation of the Company’s management, including the Principal Executive Officer and Principal Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) promulgated under the Securities and Exchange Act of 1934, as amended). Based on that evaluation, the Company’s management, including the Principal Executive Officer and Principal Financial Officer, concluded that the Company’s disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in the reports that it files or submits under 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.

 

There was no change in the Company's internal control over financial reporting that occurred during the Company's last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting.

 

 

PART II.

OTHER INFORMATION

 

 

Item 1.

Legal Proceedings

 

     Not applicable

 

  

Item 1.A.     Risk Factors

 

     None.

 

Item 2.         Unregistered Sales of Equity Securities and Use of Proceeds

 

In November, 2015, the Company approved a Stock Repurchase Plan which provided for the repurchase of up to 100,000 shares of the Company’s common stock. As of March 31, 2016, there were 100,000 shares remaining to be purchased under the plan.

 

The following table provides information with respect to purchase made by or on behalf of the Company or any “affiliated purchases” (as defined in rule 10b-18(a)(3) under the Securities Exchange Act of 1934), of the Company’s common stock during the three months ended March 31, 2016.

 

                   

Total

         
                   

Number

   

Maximum

 
                   

of Shares

   

Number of

 
                   

Purchased as

   

Shares that

 
   

Total

           

Part of

   

May Yet Be

 
   

Number

   

Average

   

Publicly

   

Purchased

 
   

of Shares

   

Price Paid

   

Announced

   

Under

 

Period

 

Purchased

   

Per Share

   

Plans

   

The Plan

 
                                 

January 1, 2016 to January 31, 2016

    -     $ -       -       100,000  
                                 

February 1, 2016 to February 29, 2016

    -     $ -       -       100,000  
                                 

March 1, 2016 to March 31, 2016

    -     $ -       -       100,000  
                                 

Total

    -               -          

 

Item 3.      Defaults Upon Senior Securities

 

 Not applicable

 

Item 4.      Mine Safety Disclosures

 

Not applicable

 

Item 5.     Other information

 

Not applicable

 

  

 

Item 6.

Exhibits

 

 

31.1

Certification of Principal Executive Officer Pursuant to Section 302 of Sarbanes-Oxley Act of 2002.

 

31.2

Certification of Principal Financial Officer Pursuant to Section 302 of Sarbanes-Oxley Act of 2002.

 

32.1

Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350.

 

32.2

Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350.

 

 

101.INS

XBRL Instance Document (1)

 

101.SCH

XBRL Taxonomy Extension Schema Document (1)

 

101.CAL

XBRL Taxonomy Extension Calculation Linkbase Document (1)

 

101.LAB

XBRL Taxonomy Extension Label Linkbase Document (1)

 

101.PRE

XBRL Taxonomy Extension Presentation Linkbase Document (1)

 

101.DEF

XBRL Taxonomy Extension Definition Linkbase Document (1)

 

(1)     These interactive date files shall not be deemed filed for purposes of Section 11 or 12 of the Securities Act of 1933, as amended, or Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liability under those sections.

 

 

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.

 

 

AMES NATIONAL CORPORATION

   

DATE: May 6, 2016

By:  /s/ Thomas H. Pohlman

 

Thomas H. Pohlman, Chief Executive Officer and President

 

By:  /s/ John P. Nelson

 

John P. Nelson, Chief Financial Officer and Vice President

 

 

EXHIBIT INDEX

 

The following exhibits are filed herewith:

 

 

Exhibit No.

Description

 

31.1

Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes Oxley Act of 2002

 

31.2

Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes Oxley Act of 2002

 

32.1

Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350

 

32.2

Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350

 

101.INS

XBRL Instance Document (1)

 

101.SCH

XBRL Taxonomy Extension Schema Document (1)

 

101.CAL

XBRL Taxonomy Extension Calculation Linkbase Document (1)

 

101.LAB

XBRL Taxonomy Extension Label Linkbase Document (1)

 

101.PRE

XBRL Taxonomy Extension Presentation Linkbase Document (1)

 

101.DEF

XBRL Taxonomy Extension Definition Linkbase Document (1)

 

(1)     These interactive date files shall not be deemed filed for purposes of Section 11 or 12 of the Securities Act of 1933, as amended, or Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liability under those sections.

 

 

49