10-Q 1 v343857_10q.htm FORM 10-Q

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 10-Q

 

xQuarterly Report Pursuant to Section 13 or 15 (d) or the Securities Exchange Act of 1934

 

For the quarterly period ended March 31, 2013

 

Or

 

¨Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
  for the transition period from ___________________ To ___________________

 

Commission File No. 033-79130

 

CONSUMERS BANCORP, INC.

(Exact name of registrant as specified in its charter)

 

   
OHIO 34-1771400
(State or other jurisdiction (I.R.S. Employer Identification No.)
of incorporation or organization)  
   
614 East Lincoln Way, P.O. Box 256, Minerva, Ohio 44657
 (Address of principal executive offices)       (Zip Code)

  

(330) 868-7701

(Registrant’s telephone number)

 

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 (232.05 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, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer ¨         Accelerated filer ¨  
Non-accelerated filer ¨  (Do not check if smaller reporting company) Smaller reporting company x

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ 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, no par value Outstanding at May 14, 2013
  2,066,399 Common Shares

 

 
 

 

CONSUMERS BANCORP, INC.

FORM 10-Q

QUARTER ENDED March 31, 2013

 
Table of Contents
 

Page

Number (s)

Part I – Financial Information

 

Item 1 – Financial Statements (Unaudited)  
Consolidated Balance Sheets at March 31, 2013 and June 30, 2012 1
   
Consolidated Statements of Income for the three and nine months ended March 31, 2013 and 2012

 2

   
Consolidated Statements of Comprehensive Income for the three and nine months ended March 31, 2013 and 2012 3
   
Consolidated Statements of Changes in Shareholders’ Equity for the three and nine months ended March 31, 2013 and 2012

 4

   
Condensed Consolidated Statements of Cash Flows for the nine months ended March 31, 2013 and 2012 5
   
Notes to the Consolidated Financial Statements 6-28
   
Item 2 – Management’s Discussion and Analysis of Financial Condition and Results of Operations

 29-42

   
Item 3 – Not Applicable for Smaller Reporting Companies  
   
Item 4 – Controls and Procedures 42
Part II – Other Information
Item 1 – Legal Proceedings 43
   
Item 1A – Not Applicable for Smaller Reporting Companies  
   
Item 2 – Unregistered Sales of Equity Securities and Use of Proceeds 43
   
Item 3 – Defaults Upon Senior Securities 43
   
Item 4 – Mine Safety Disclosure 43
   
Item 5 – Other Information 43
   
Item 6 – Exhibits 43
   
Signatures 44
     

 
 

 

PART I – FINANCIAL INFORMATION
Item 1 – Financial Statements  

 

  CONSUMERS BANCORP, INC.
CONSOLIDATED BALANCE SHEETS (Unaudited)  

 

(Dollars in thousands, except per share data)  March 31,
2013
   June 30,
   2012
 
ASSETS        
Cash on hand and noninterest-bearing deposits in financial institutions  $7,530   $6,663 
Federal funds sold and interest-bearing deposits in financial institutions   9,391    7,082 
Total cash and cash equivalents   16,921    13,745 
Certificates of deposit in other financial institutions   5,645    5,645 
Securities, available-for-sale   101,630    105,335 
Federal bank and other restricted stocks, at cost   1,186    1,186 
Loans held for sale   192    377 
Total loans   212,614    197,430 
Less allowance for loan losses   (2,377)   (2,335)
Net loans   210,237    195,095 
Cash surrender value of life insurance   5,744    5,605 
Premises and equipment, net   5,738    5,752 
Accrued interest receivable and other assets   2,114    2,021 
Total assets  $349,407   $334,761 
           
LIABILITIES          
Deposits          
Non-interest bearing demand  $72,014   $65,915 
Interest bearing demand   38,587    35,055 
Savings   108,214    99,041 
Time   80,459    84,470 
Total deposits   299,274    284,481 
           
Short-term borrowings   12,483    13,722 
Federal Home Loan Bank advances   6,389    6,446 
Accrued interest and other liabilities   2,067    2,222 
Total liabilities   320,213    306,871 
Commitments and contingent liabilities        
           
SHAREHOLDERS’ EQUITY          
Preferred stock (no par value, 350,000 shares authorized, none outstanding)        
Common stock (no par value, 3,500,000 shares authorized; 2,196,144 and
2,186,791 shares issued as of March 31, 2013 and June 30, 2012,
   

 

 

    

 

 
respectively)   5,354    5,205 
Retained earnings   23,986    22,740 
Treasury stock, at cost (129,745 and 130,442 common shares as of
March 31, 2013, 2012 and June 30, 2012, respectively)
   (1,650)   (1,659)
Accumulated other comprehensive income   1,504    1,604 
Total shareholders’ equity   29,194    27,890 
Total liabilities and shareholders’ equity  $349,407   $334,761 

 

See accompanying notes to consolidated financial statements

 

1
 

 

  CONSUMERS BANCORP, INC.
CONSOLIDATED STATEMENTS OF INCOME (Unaudited)    

 

  Three Months ended
March 31,
   Nine Months ended
March 31,
 
(Dollars in thousands, except per share amounts)  2013   2012   2013   2012 
                 
Interest income                
Loans, including fees  $2,587   $2,540   $7,897   $7,637 
Securities, taxable   293    445    1,010    1,400 
Securities, tax-exempt   318    267    937    761 
Federal funds sold and other interest bearing deposits   15    12    46    42 
Total interest income   3,213    3,264    9,890    9,840 
                     
Interest expense                    
Deposits   236    289    768    924 
Short-term borrowings   5    5    16    23 
Federal Home Loan Bank advances   49    51    149    180 
Total interest expense   290    345    933    1,127 
Net interest income   2,923    2,919    8,957    8,713 
Provision for loan losses   90    11    171    170 
Net interest income after provision for loan losses   2,833    2,908    8,786    8,543 
                     
Non-interest income                    
Service charges on deposit accounts   301    338    979    1,061 
Debit card interchange income   190    187    589    545 
Bank owned life insurance income   43    48    139    148 
Securities gains (losses), net   101    (37)   124    118 
Loss on sale of other real estate owned               (53)
Other   98    49    244    135 
Total non-interest income   733    585    2,075    1,954 
                     
Non-interest expenses                    
Salaries and employee benefits   1,548    1,421    4,591    4,060 
Occupancy and equipment   321    268    965    784 
Data processing expenses   138    143    360    422 
Professional and director fees   83    80    258    271 
FDIC assessments   51    48    150    147 
Franchise taxes   68    69    207    198 
Marketing and advertising   66    81    228    210 
Telephone and network communications   75    60    220    176 
Debit card processing expenses   90    97    291    284 
Amortization of intangible       8        89 
Other   359    336    1,124    1,032 
Total non-interest expenses   2,799    2,611    8,394    7,673 
Income before income taxes   767    882    2,467    2,824 
Income tax expense   139    196    477    660 
Net Income  $628   $686   $1,990   $2,164 
                     
Basic and diluted earnings per share  $0.30   $0.33   $0.96   $1.06 

 

See accompanying notes to consolidated financial statements

 

2
 

 

CONSUMERS BANCORP, INC.

Consolidated statements of comprehensive income

(Unaudited)

 

(Dollars in thousands)                
  Three Months ended
March 31,
   Nine Months ended
March 31,
 
   2013   2012   2013   2012 
Net income  $628   $686   $1,990   $2,164 
Other comprehensive income (loss), net of tax:
                    
Net change in unrealized gains (losses):                    
Available-for-sale securities:                    
Unrealized gains (losses) arising during the period   (401)   199    (26)   1,062 
Reclassification adjustment for (gains) losses included in income   (101)   37    (124)   (118)
Net unrealized gain (losses)   (502)   236    (150)   944 
Income tax effect   (171)   80    (50)   321 
Other comprehensive income (loss)   (331)   156    (100)   623 
                     
Total comprehensive income  $297   $842   $1,890   $2,787 

 

See accompanying notes to consolidated financial statements.

 

3
 

 

  CONSUMERS BANCORP, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
(Unaudited)

 

                 
(Dollars in thousands, except per share data)                
   Three Months ended
March 31,
   Nine Months ended
March 31,
 
   2013   2012   2013   2012 
                 
Balance at beginning of period  $29,096   $26,817   $27,890   $25,324 
                     
Net income   628    686    1,990    2,164 
Other comprehensive income (loss)   (331)   156    (100)   623 
Issuance of 697 shares for vested restricted stock awards   -    -    9    - 
Common stock issued for dividend reinvestment and stock purchase plan (2,861 shares and 9,353 tshares for the three and nine months in 2013, respectively and 3,178 shares in the three and nine months in 2012)   50    42    149    42 
Common cash dividends   (249)   (225)   (744)   (677)
                     
Balance at the end of the period  $29,194   $27,476   $29,194   $27,476 
                     
Common cash dividends per share  $0.12   $0.11   $0.36   $0.33 

 

See accompanying notes to consolidated financial statements.

 

4
 

 

CONSUMERS BANCORP, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
         
(Dollars in thousands)  Nine Months Ended
March 31,
 
   2013   2012 
Cash flows from operating activities        
Net cash from operating activities  $3,390   $3,735 
           
Cash flow from investing activities          
Securities available-for-sale          
Purchases   (18,735)   (45,105)
Maturities, calls and principal pay downs   16,882    15,801 
Proceeds from sales of available-for-sale securities   4,459    11,485 
Net decrease in certificates of deposits in other financial institutions       1,470 
Net increase in loans   (15,313)   (6,581)
Acquisition of premises and equipment   (409)   (1,099)
Sale of other real estate owned       23 
Net cash from investing activities   (13,116)   (24,006)
           
Cash flow from financing activities          
Net increase in deposit accounts   14,793    31,058 
Net change in short-term borrowings   (1,239)   (2,545)
Repayments of Federal Home Loan Bank advances   (57)   (1,058)
Proceeds from dividend reinvestment and stock purchase plan   149    42 
Dividends paid   (744)   (677)
Net cash from financing activities   12,902    26,820 
           
Increase in cash or cash equivalents   3,176    6,549 
           
Cash and cash equivalents, beginning of period   13,745    13,828 
Cash and cash equivalents, end of period  $16,921   $20,377 
           
Supplemental disclosure of cash flow information:          
Cash paid during the period:          
Interest  $932   $1,142 
Federal income taxes   680    475 
Non-cash items:          
Issuance of treasury stock for vested restricted stock awards  $9   $ 

  

See accompanying notes to consolidated financial statements.

 

5
 

 

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

  

Note 1 – Summary of Significant Accounting Policies:

 

Nature of Operations: Consumers Bancorp, Inc. (the Corporation) is a bank holding company headquartered in Minerva, Ohio that provides, through its banking subsidiary, Consumers National Bank (the Bank), a broad array of products and services throughout its primary market area of Stark, Columbiana, Carroll and contiguous counties in Ohio. The Bank’s business involves attracting deposits from businesses and individual customers and using such deposits to originate commercial, mortgage and consumer loans in its primary market area.

 

Basis of Presentation: The consolidated financial statements for interim periods are unaudited and reflect all adjustments (consisting of only normal recurring adjustments), which, in the opinion of management, are necessary to present fairly the financial position and results of operations and cash flows for the periods presented. The unaudited financial statements are presented in accordance with the requirements of Form 10-Q and do not include all disclosures normally required by accounting principles generally accepted in the United States of America. The financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Corporation’s Form 10-K for the year ended June 30, 2012. The results of operations for the interim period disclosed herein are not necessarily indicative of the results that may be expected for a full year.

 

The consolidated financial statements include the accounts of the Corporation and the Bank. All significant inter-company transactions and accounts have been eliminated in consolidation.

 

Segment Information: Consumers Bancorp, Inc. is a bank holding company engaged in the business of commercial and retail banking, which accounts for substantially all of the revenues, operating income, and assets. Accordingly, all of its operations are recorded in one segment, banking.

 

Reclassifications: Certain items in prior financial statements have been reclassified to conform to the current presentation.

 

New Accounting Standards: In February 2013, the Financial Accounting Standards Board issued Accounting Standards Update (ASU) 2013-02, Comprehensive Income: Reporting of Amounts Classified out of Accumulated Other Comprehensive Income, with the primary objective of improving the reporting of reclassifications out of accumulated other comprehensive income. This ASU requires an entity to provide information about the amounts reclassified out of accumulated other comprehensive income by component. In addition, an entity is required to present, either on the face of the statement where net income is presented or in the notes, significant amounts reclassified out of accumulated other comprehensive income by the respective line items of net income but only if the amount reclassified is required under U.S. GAAP to be reclassified to net income in its entirety in the same reporting period. The amendments are effective prospectively for fiscal years, and interim periods within those year, beginning after December 15, 2012. The Corporation early adopted the ASU as of March 31, 2013. The amendments did not have a material impact on Corporation’s Consolidated Financial Statements. See Note 6 for the additional disclosure.

 

6
 

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

Note 2 – Securities

Description of Securities 

Amortized
Cost

  

Gross
Unrealized
Gains

  

Gross
Unrealized
Losses

  

Fair
Value

 
March 31, 2013                
Obligations of U.S. government-sponsored entities and agencies   $4,814   $43   $   $4,857 
Obligations of state and political subdivisions    38,587    1,497    (124)   39,960 
Mortgage-backed securities – residential    49,133    1,022    (89)   50,066 
Collateralized mortgage obligations    6,615    20    (26)   6,609 
Trust preferred security    202        (64)   138 
                     
Total securities   $99,351   $2,582   $(303)  $101,630 

 

Amortized
Cost

  

Gross
Unrealized
Gains

  

Gross
Unrealized
Losses

  

Fair
Value

 
June 30, 2012              
Obligations of U.S. government-sponsored entities and agencies   $8,487   $80   $   $8,567 
Obligations of state and political subdivisions    33,808    1,577    (109)   35,276 
Mortgage-backed securities - residential    48,255    1,108    (32)   49,331 
Collateralized mortgage obligations    12,154    25    (82)   12,097 
Trust preferred security    202        (138)   64 
                     
Total securities    $102,906   $2,790   $(361)  $105,335 

 

Proceeds from the sale of available-for-sale securities were as follows:

 

   Three Months Ended
March 31,
   Nine Months Ended
March 31,
 
   2013   2012   2013   2012 
Proceeds from sales  $3,780   $4,153   $4,459   $11,485 
Gross realized gains   125    16    148    171 
Gross realized losses   24    53    24    53 

 

The amortized cost and fair values of available-for-sale securities at March 31, 2013, by expected maturity, are shown below. Expected maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties. Securities not due at a single maturity date, primarily mortgage-backed securities, collateralized mortgage obligations and the trust preferred security are shown separately.

 

7
 

  

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

   Amortized
Cost
   Estimated Fair
Value
 
Due in one year or less  $4,547   $4,583 
Due after one year through five years   3,449    3,592 
Due after five years through ten years   12,042    12,615 
Due after ten years   23,363    24,027 
Total   43,401    44,817 
           
Mortgage-backed securities – residential   49,133    50,066 
Collateralized mortgage obligations   6,615    6,609 
Trust preferred security   202    138 
Total  $99,351   $101,630 

 

The following table summarizes the securities with unrealized losses at March 31, 2013 and June 30, 2012, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position:

 

  

Less than 12 Months

  

12 Months or more

  

Total

 

Description of Securities

Fair
Value

  

Unrealized
Loss

  

Fair
Value

  

Unrealized
Loss

  

Fair
Value

  

Unrealized
Loss

 
                         
March 31, 2013                    
Obligations of states and political subdivisions   $6,566   $(124)  $   $   $6,566   $(124)
Mortgage-backed securities - residential    10,792    (89)           10,792    (89)
Collateralized mortgage obligations    4,839    (26)           4,839    (26)
Trust preferred security            138    (64)   138    (64)
                               
Total temporarily impaired   $22,197   $(239)  $138   $(64)  $22,335   $(303)

 

  

Less than 12 Months

  

12 Months or more

  

Total

 

Description of Securities

Fair
Value

  

Unrealized
Loss

  

Fair
Value

  

Unrealized
Loss

  

Fair
Value

  

Unrealized
Loss

 
                         
June 30, 2012              
Obligations of states and political subdivisions   $6,002   $(109)  $   $   $6,022   $(109)
Mortgage-backed securities - residential    11,135    (32)           11,135    (32)
Collateralized mortgage obligations    6,411    (62)   2,314(20)        8,725    (82)
Trust preferred security            64    (138)   64    (138)
                               
Total temporarily impaired   $23,548   $(203)  $2,378   $(158)  $25,926   $(361)

 

Management evaluates securities for other-than-temporary impairment (OTTI) on a quarterly basis, and more frequently when economic or market conditions warrant such an evaluation. The securities portfolio is evaluated for OTTI by segregating the portfolio into two general segments and applying the appropriate OTTI model. Investment securities are generally evaluated for OTTI under FASB ASC Topic 320, Accounting for Certain Investments in Debt and Equity Securities. However, the trust preferred security is evaluated using the model outlined in FASB ASC Topic 325, Recognition of Interest Income and Impairment on Purchased Beneficial Interests and Beneficial Interests that Continue to be Held by a Transfer in Securitized Financial Assets.

In determining OTTI under the ASC Topic 320 model, management considers many factors, including: (1) the length of time and the extent to which the fair value has been less than cost, (2) the financial condition and near-term prospects of the issuer, (3) whether the market decline was affected by macroeconomic conditions, and (4) whether the entity has the intent to sell the debt security or more likely than not will be required to sell the debt security before its anticipated recovery. The assessment of whether an other-than-temporary decline exists involves a high degree of subjectivity and judgment and is based on the information available to management at a point in time.

 

8
 

 

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

  

Unrealized losses on obligations of state and political subdivisions, residential mortgage-backed securities and collateralized mortgage obligations have not been recognized into income because the decline in fair value is not attributed to credit quality, management does not intend to sell and it is likely that management will not be required to sell the securities prior to their anticipated recovery. The decline in fair value of the residential mortgage-backed securities and collateralized mortgage obligations is attributable to higher than projected prepayment speeds increasing the premium amortization and the decline in fair value of obligations of state and political subdivisions is largely due to spreads for these securities being wider at March 31, 2013 than when the securities were purchased. The fair value is expected to recover as the securities approach maturity.

 

Under the ASC Topic 325 model, the present value of the remaining cash flows as estimated at the preceding evaluation date are compared to the current expected remaining cash flows. An OTTI is deemed to have occurred if there has been an adverse change in the remaining expected future cash flows. The analysis of the trust preferred security falls within the scope of ASC Topic 325.

 

9
 

 

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

  

The Corporation owns a trust preferred security with an adjusted amortized cost of $202 and a fair value of $138, which represents collateralized debt obligations (CDOs) issued by other financial institutions, bank holding companies and a limited number of insurance companies. The security is part of a pool of issuers that support a more senior tranche of securities. Due to principal and/or interest deferrals by the issuers of the underlying securities, the cash interest payments for the trust preferred security are being deferred. On March 31, 2013, the lowest credit rating on this security was Fitch’s rating of C, which is defined as highly speculative. The investment security is evaluated using a model to compare the present value of expected cash flows to prior periods expected cash flows to determine if there has been an adverse change in cash flows during the period. The discount rate used to calculate the cash flows is the coupon rate of the security, based on the forward LIBOR curve. The OTTI model considers the structure and term of the CDO and the financial condition of the underlying issuers. In addition we use the model to “stress” the CDO, or make assumptions more severe than expected activity, to determine the degree to which assumptions could deteriorate before the CDO could no longer fully support repayment of the Corporation’s note class. According to the March 31, 2013 analysis, the expected cash flows were above the recorded amortized cost of the trust preferred security. The accumulated other-than-temporary impairment loss that has been recognized in earnings was $780 at March 31, 2013 and June 30, 2012. If there is further deterioration in the underlying collateral of this security, other-than-temporary impairments may also occur in future periods. Due to the illiquidity in the market, it is unlikely the Corporation would be able to recover its investment in this security if the Corporation sold the security at this time.

 

Note 3 – Loans

 

Major classifications of loans were as follows:

 

   March 31,
2013
   June 30,
2012
 
Commercial  $24,967   $23,041 
Commercial real estate:          
Construction   3,232    1,546 
Other   121,197    110,775 
1 – 4 Family residential real estate:          
Owner occupied   32,858    34,000 
Non-owner occupied   18,396    18,794 
Construction   474    187 
Consumer   11,775    9,407 
Subtotal   212,899    197,750 
Less: Net deferred loan fees   (285)   (320)
Allowance for loan losses   (2,377)   (2,335)
Net Loans  $210,237   $195,095 

 

10
 

 

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

The following table presents the activity in the allowance for loan losses by portfolio segment for the three months ending March 31, 2013:

 

          1-4 Family         
       Commercial   Residential         
       Real   Real         
   Commercial   Estate   Estate   Consumer   Total 
                     
Allowance for loan losses:                    
Beginning balance  $145   $1,288   $644   $290   $2,367 
Provision for loan losses   (3)   78   (11)    26    90 
Loans charged-off   (31)       (43)   (19)   (93)
Recoveries               13    13 
Total ending allowance balance  $111   $1,366   $590   $310   $2,377 

 

The following table presents the activity in the allowance for loan losses by portfolio segment for the nine months ended March 31, 2013:

 

           1-4 Family         
       Commercial   Residential         
       Real   Real   Real     
   Commercial   Estate   Estate   Consumer   Total 
                     
Allowance for loan losses:                    
Beginning balance  $143   $1,283   $712   $197   $2,335 
Provision for loan losses   3    107    (64)   125    171 
Loans charged-off   (35)   (24)   (58)   (59)   (176)
Recoveries               47    47 
Total ending allowance balance  $111   $1,366   $590   $310   $2,377 

 

11
 

  

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

The following table presents the activity in the allowance for loan losses by portfolio segment for the three months ending March 31, 2012:

 

           1-4 Family         
       Commercial   Residential         
       Real   Real         
   Commercial   Estate   Estate   Consumer   Total 
                     
Allowance for loan losses:                    
Beginning balance  $118   $965   $900   $143   $2,126 
Provision for loan losses   4    3    2    2    11 
Loans charged-off               (27)   (27)
Recoveries       65        39    104 
Total ending allowance balance  $122   $1,033   $902   $157   $2,214 

 

The following table presents the activity in the allowance for loan losses by portfolio segment for the nine months ending March 31, 2012:

 

                     
           1-4 Family         
       Commercial   Residential         
       Real   Real         
   Commercial   Estate   Estate   Consumer   Total 
                     
Allowance for loan losses:                    
Beginning balance  $179   $882   $947   $93   $2,101 
Provision for loan losses   (57)   86    19    122    170 
Loans charged-off           (69)   (127)   (196)
Recoveries       65    5    69    139 
Total ending allowance balance  $122   $1,033   $902   $157   $2,214 

 

12
 

   

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

The following table presents the balance in the allowance for loan losses and t

he recorded investment in loans by portfolio segment and based on impairment method as of March 31, 2013. Included in the recorded investment in loans is $542 of accrued interest receivable net of deferred loan fees of $285.

 

           1-4 Family         
       Commercial   Residential         
       Real   Real         
   Commercial   Estate   Estate   Consumer   Total 
Allowance for loan losses:                    
Ending allowance balance attributable to loans:                    
Individually evaluated for impairment  $11   $100   $201    $—   $312 
Collectively evaluated for impairment   100    1,266    389    310    2,065 
Total ending allowance balance  $111   $1,366   $590   $310   $2,377 
                          
Recorded investment in loans:                         
Loans individually evaluated for impairment  $53   $880   $1,345    $—   $2,278 
Loans collectively evaluated for impairment   24,972    123,575    50,493    11,838    210,878 
Total ending loans balance  $25,025   $124,455   $51,838   $11,838   $213,156 

 

13
 

 

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

The following table presents the balance in the allowance for loan losses and the recorded investment in loans by portfolio segment and based on impairment method as of June 30, 2012. Included in the recorded investment in loans is $494 of accrued interest receivable net of deferred loan fees of $320.

 

           1-4 Family         
       Commercial   Residential         
       Real   Real         
   Commercial   Estate   Estate   Consumer   Total 
Allowance for loan losses:                    
Ending allowance balance attributable to loans:                    
Individually evaluated for impairment  $50   $82   $258    $—   $390 
Collectively evaluated for impairment   93    1,201    454    197    1,945 
Total ending allowance balance  $143   $1,283   $712   $197   $2,335 
                          
Recorded investment in loans:                         
Loans individually evaluated for impairment  $148   $996   $1,417    $—   $2,561 
Loans collectively evaluated for impairment   22,940    111,352    51,683    9,388    195,363 
Total ending loans balance  $23,088   $112,348   $53,100   $9,388   $197,924 

 

14
 

 

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

The following table presents information related to loans individually evaluated for impairment by class of loans as of and for the nine months ended March 31, 2013:

 

       Unpaid   Allowance for   Average   Interest   Cash Basis 
   Principal   Recorded   Loan Losses   Recorded   Income   Interest 
   Balance   Investment   Allocated   Investment   Recognized   Recognized 
With no related allowance recorded:                        
Commercial   $—    $—    $—   $4    $—    $— 
Commercial real estate:                              
Other   67    67        63         
1-4 Family residential real estate:                              
Owner occupied   126    126        96         
Non-owner occupied   56    56        57    3    3 
With an allowance recorded:                              
Commercial   53    53    11    96    8    8 
Commercial real estate:                              
Other   812    813    100    809    66    66 
1-4 Family residential real estate:                              
Owner occupied   283    282    39    305         
Non-owner occupied   881    881    162    923    18    18 
Total  $2,278   $2,278   $312   $2,353   $95   $95 

 

15
 

 

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

The following table presents information related to average recorded investment and interest income associated with loans individually evaluated for impairment by class of loans for the three months ended March 31, 2013:

 

   Average   Interest   Cash Basis 
   Recorded   Income   Interest 
   Investment   Recognized   Recognized 
With no related allowance recorded:            
Commercial real estate:            
Other  $67    $—    $— 
1-4 Family residential real estate:               
Owner occupied   126         
Non-owner occupied   57    1    1 
With an allowance recorded:               
Commercial   75         
Commercial real estate:               
Other   816    3    3 
1-4 Family residential real estate:               
Owner occupied   285         
Non-owner occupied   884    6    6 
Total  $2,310   $10   $10 

 

16
 

 

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

The following table presents information related to loans individually evaluated for impairment by class of loans as of June 30, 2012 and for the nine months ended March 31, 2012:

 

   As of June 30, 2012   Nine Months ended March 31, 2012 
   Unpaid       Allowance for   Average   Interest   Cash Basis 
   Principal   Recorded   Loan Losses   Recorded   Income   Interest 
   Balance   Investment   Allocated   Investment   Recognized   Recognized 
With no related allowance recorded:                        
Commercial  $12   $12    $—   $25    $—    $— 
Commercial real estate:                              
Other   144    144        491    67    67 
1-4 Family residential real estate:                              
Owner occupied   238    238        94    2    2 
Non-owner occupied   64    65        57    3    3 
With an allowance recorded:                              
Commercial   136    136    50    88    2    2 
Commercial real estate:                              
Other   851    852    82    797    12    12 
1-4 Family residential real estate:                              
Owner occupied   160    160    13    255    2    2 
Non-owner occupied   952    954    245    929    10    10 
Total  $2,557   $2,561   $390   $2,736   $98   $98 

 

17
 

 

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

The following table presents information related to average recorded investment and interest income associated with loans individually evaluated for impairment by class of loans for the three months ended March 31, 2012:

 

   Average   Interest   Cash Basis 
   Recorded   Income   Interest 
   Investment   Recognized   Recognized 
With no related allowance recorded:            
Commercial  $13    $—    $— 
Commercial real estate:               
Other   208    64    64 
1-4 Family residential real estate:               
Owner occupied   90         
Non-owner occupied   65    1    1 
With an allowance recorded:               
Commercial   141    2    2 
Commercial real estate:               
Other   869    1    1 
1-4 Family residential real estate:               
Owner occupied   328    2    2 
Non-owner occupied   968    4    4 
Total  $2,682   $74   $74 

 

The following table presents the recorded investment in non-accrual and loans past due over 90 days still on accrual by class of loans as of March 31, 2013 and June 30, 2012:

 

   March 31, 2013   June 30, 2012 
       Loans Past Due       Loans Past Due 
       Over 90 Days       Over 90 Days 
       Still       Still 
   Non-accrual   Accruing   Non-accrual   Accruing 
Commercial  $46    $—   $51    $— 
Commercial real estate:                    
Other   494        911     
1 – 4 Family residential:                    
Owner occupied   303        307     
Non-owner occupied   674        663     
Consumer                 
Total  $1,517    $—   $1,932    $ 

 

Non-accrual loans and loans past due 90 days still on accrual include both smaller balance homogeneous loans that are collectively evaluated for impairment and individually classified impaired loans.

 

18
 

  

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

The following table presents the aging of the recorded investment in past due loans as of March 31, 2013 by class of loans:

 

   Days Past Due             
   30 - 59   60 - 89   90 Days or   Total   Loans Not     
   Days   Days   Greater   Past Due   Past Due   Total 
Commercial  $22   $5   $46   $73   $24,952   $25,025 
Commercial real estate:                              
Construction                   3,232    3,232 
Other       63        63    121,160    121,223 
1-4 Family residential:                              
Owner occupied   180        258    438    32,528    32,966 
Non-owner occupied           84    84    18,315    18,399 
Construction                   473    473 
Consumer   36    16        52    11,786    11,838 
Total  $238   $84   $388   $710   $212,446   $213,156 

 

The above table of past due loans includes the recorded investment in non-accrual loans of $388 in the 90 days or greater and $1,129 in the loans not past due category.

 

The following table presents the aging of the recorded investment in past due loans as of June 30, 2012 by class of loans:

 

   Days Past Due             
   30 - 59   60 - 89   90 Days or   Total   Loans Not     
   Days   Days   Greater   Past Due   Past Due   Total 
Commercial  $85    $—   $33   $118   $22,970   $23,088 
Commercial real estate:                              
Construction   202            202    1,345    1,547 
Other   82        268    350    110,451    110,801 
1-4 Family residential:                              
Owner occupied   174        178    352    33,766    34,118 
Non-owner occupied   43            43    18,753    18,796 
Construction                   186    186 
Consumer       8        8    9,380    9,388 
Total  $586   $8   $479   $1,073   $196,851   $197,924 

 

The above table of past due loans includes the recorded investment in non-accrual loans of $43 in the 30 – 59 days past due category, $479 in the 90 days or greater and $1,410 in the loans not past due category.

 

Troubled Debt Restructurings:

As of March 31, 2013, the recorded investment of loans classified as troubled debt restructurings was $1,972 with $270 of specific reserves allocated to these loans. As of June 30, 2012, the recorded investment of loans classified as troubled debt restructurings was $1,973 with $258 of specific reserves allocated to these loans. As of March 31, 2013 and June 30, 2012, the Corporation had not committed to lend any additional amounts to customers with outstanding loans that are classified as troubled debt restructurings.

 

19
 

 

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

During the nine months ended March 31, 2013 and during the year ended June 30, 2012, the terms of certain loans were modified as troubled debt restructurings. The modification of the terms of such loans included one or a combination of the following: a reduction of the stated interest rate of the loan; an extension of the maturity date at a stated rate of interest lower than the current market rate for new debt with similar risk; a permanent reduction of the principal balance of the loan; or a temporary reduction in the payment amount to interest only.

 

Modifications involving a reduction of the stated interest rate of the loan were for periods ranging from 12 months to 25 years. Modifications involving an extension of the maturity date were for a period of 5 years to 25 years.

 

The following table presents loans by class modified as troubled debt restructurings that occurred during the nine months ended March 31, 2013:

 

       Pre-Modification   Post-Modification 
   Number of   Outstanding Recorded   Outstanding Recorded 
   Loans   Investment   Investment 
Commercial real estate:               
Other   1   $285   $282 
1 – 4 Family residential:               
Owner occupied   1    21    21 
Total   2   $306   $303 

 

 

The following table presents loans by class modified as troubled debt restructurings that occurred during the nine month period ending March 31, 2012:

 

       Pre-Modification   Post-Modification 
   Number of   Outstanding Recorded   Outstanding Recorded 
   Loans   Investment   Investment 
Commercial   1   $85   $85 
Commercial real estate:               
Other   2    137    137 
1 – 4 Family residential:               
Owner occupied   1    114    114 
Non-owner occupied   7    534    466 
Total   11   $870   $802 

 

Troubled debt restructurings increased the allowance for loan losses by $41 and $43 for the three and nine month periods ending March 31, 2013, respectively. There were no charge offs from troubled debt restructurings during the three or nine month periods ending March 31, 2013. Troubled debt restructurings increased the allowance for loan losses by $12 and $32 for the three and nine month periods ending March 31, 2012, respectively. There were no charge offs from troubled debt restructurings during the three month period ending March 31, 2012 and charge offs of $63 during the nine month period ending March 31, 2012.

 

20
 

 

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

There were no loans classified as troubled debt restructurings for which there was a payment default during the three or nine month periods ending March 31, 2013. The following table presents loans by class modified as troubled debt restructurings for which there was a payment default within 12 months following the modification during the period ending March 31, 2012:

 

   Number of   Recorded 
   Loans   Investment 
Troubled debt restructuring:        
Commercial real estate:        
Other   1   $440 

 

A loan is considered to be in payment default once it is 90 days contractually past due under the modified terms.

 

Credit Quality Indicators:

The Corporation categorizes loans into risk categories based on relevant information about the ability of borrowers to service their debt such as: current financial information, historical payment experience, credit documentation, public information, and current economic trends, among other factors. The Corporation analyzes loans individually by classifying the loans as to credit risk. This analysis includes loans with a total outstanding loan relationship greater than $100 and non-homogeneous loans, such as commercial and commercial real estate loans. Management monitors the loans on an ongoing basis for any changes in the borrower’s ability to service their debt and affirm the risk ratings for the loans and leases in their respective portfolio on an annual basis. The Corporation uses the following definitions for risk ratings:

 

Special Mention. Loans classified as special mention have a potential weakness that deserves management's close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan or of the institution's credit position at some future date.

 

Substandard. Loans classified as substandard are inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if any. Loans so classified have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They are characterized by the distinct possibility that the institution will sustain some loss if the deficiencies are not corrected.

 

21
 

 

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

Doubtful. Loans classified as doubtful have all the weaknesses inherent in those classified as substandard, with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, and values, highly questionable and improbable.

 

Loans not meeting the criteria above that are analyzed individually as part of the above described process are considered to be pass rated loans. Loans listed as not rated are either less than $100 or are included in groups of homogeneous loans. These loans are evaluated based on delinquency status, which are disclosed in the previous table within this footnote. Based on the most recent analysis performed, the recorded investment by risk category of loans by class of loans was as follows:

 

   As of March 31, 2013 
      Special          Not 
   Pass   Mention   Substandard   Doubtful   Rated 
Commercial  $23,826   $64   $24   $53   $1,058 
Commercial real estate:                         
Construction   3,144    88             
Other   111,936    5,222    2,729    880    456 
1-4 Family residential real estate:                         
Owner occupied   4,302            408    28,256 
Non-owner occupied   14,665    1,376    887    937    534 
Construction   168                305 
Consumer                   11,838 
Total  $158,041   $6,750   $3,640   $2,278   $42,447 

 

   As of June 30, 2012 
   Special   Not             
   Pass   Mention   Substandard   Doubtful   Rated 
Commercial  $21,642   $240   $14   $148   $1,044 
Commercial real estate:                         
Construction   1,353    163            31 
Other   98,942    7,332    2,657    996    874 
1-4 Family residential real estate:                         
Owner occupied   4,256        99    398    29,365 
Non-owner occupied   14,205    2,197    875    1,019    500 
Construction   47                139 
Consumer               9,388      
Total  $140,445   $9,932   $3,645   $2,561   $41,341 

 

Note 4 - Fair Value

 

Fair value is the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. There are three levels of inputs that may be used to measure fair values:

 

22
 

 

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

Level 1: Quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity has the ability to access as of the measurement date.

 

Level 2: Significant other observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.

 

Level 3: Significant unobservable inputs that reflect a company’s own assumptions about the assumptions that market participants would use in pricing an asset or liability.

 

Financial assets and financial liabilities measured at fair value on a recurring basis include the following:

 

Securities available-for-sale: When available, the fair values of available-for-sale securities are determined by obtaining quoted prices on nationally recognized securities exchanges (Level 1 inputs). For securities where quoted market prices are not available, fair values are calculated based on market prices of similar securities (Level 2 inputs). For securities where quoted prices or market prices of similar securities are not available, fair values are calculated using discounted cash flows or other market indicators (Level 3 inputs). The fair value of the Level 3 security is obtained from a third-party pricing service. Discounted cash flows are calculated using spread to the swap and LIBOR curves. Rating agency and industry research reports as well as defaults and deferrals on the individual security is reviewed and incorporated into the calculation.

 

Assets and liabilities measured at fair value on a recurring basis are summarized below, segregated by the level of the valuation inputs within the fair value hierarchy utilized to measure fair value:

       Fair Value Measurements at
March 31, 2013 Using
 
   Balance at
March 31, 2013
   Level 1   Level 2   Level 3 
Assets:                
Obligations of U.S. government-sponsored entities and agencies   $4,857   $   $4,857   $ 
Obligations of states and political subdivisions    39,960        39,960     
Mortgage-backed securities – residential    50,066        50,066     
Collateralized mortgage obligations    6,609        6,609     
Trust preferred security    138            138 

 

23
 

 

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

       Fair Value Measurements at
June 30, 2012 Using
 
   Balance at
June 30, 2012
   Level 1   Level 2   Level 3 
Assets:                    
Obligations of U.S. government-sponsored entities and agencies   $8,567   $   $8,567   $ 
Obligations of states and political subdivisions    35,276        35,276     
Mortgage-backed securities - residential    49,331        49,331     
Collateralized mortgage obligations    12,097        12,097     
Trust preferred security    64            64 
                     

 

There were no transfers between Level 1 and Level 2 during the first nine months of the 2013 fiscal year or the during the 2012 fiscal year.

 

The following table presents a reconciliation of the trust preferred security measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the nine months ended March 31, 2013 and 2012:

 

   2013   2012 
Beginning balance  $64   $67 
Change in fair value included in other comprehensive income   74    (3)
Ending balance, March 31  $138   $64 

 

The significant unobservable inputs used in the fair value measurement of the Corporation’s trust preferred security are probabilities of specific-issuer defaults and deferrals and specific-issuer recovery assumptions. Significant increases in specific-issuer default assumptions or decreases in specific-issuer recovery assumptions would result in a significantly lower fair value measurement. Conversely, decreases in specific-issuer default assumptions or increases in specific-issuer recovery assumptions would result in a higher fair value measurement.

 

Certain financial assets and financial liabilities are measured at fair value on a non-recurring basis; that is, the instruments are not measured at fair value on an ongoing basis but are subject to fair value adjustments in certain circumstances. Financial assets and financial liabilities measured at fair value on a non-recurring basis include the following:

 

Impaired Loans: At the time a loan is considered impaired, it is valued at the lower of cost or fair value. Impaired loans carried at fair value generally receive specific allocations of the allowance for loan losses. For collateral dependent loans, fair value is commonly based on recent real estate appraisals. These appraisals may utilize a single valuation approach or a combination of approaches including comparable sales and the income approach. Adjustments are routinely made in the appraisal process by the appraisers to adjust for differences between the comparable sales and income data available. Such adjustments are usually significant and typically result in a Level 3 classification of the inputs for determining fair value.

 

24
 

 

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

Financial assets and financial liabilities measured at fair value on a non-recurring basis are summarized below:

 

       Fair Value Measurements at
March 31, 2013 Using
 
   Balance at
March 31, 2013
   Level 1   Level 2   Level 3 
Impaired loans:                
Commercial  $36   $   $   $36 
1-4 Family                    
Owner occupied   118            118 
Non-owner occupied   448            448 

 

       Fair Value Measurements at
June 30, 2012 Using
 
   Balance at
June 30, 2012
   Level 1   Level 2   Level 3 
Impaired loans:                
Commercial  $11   $   $   $11 
Commercial real estate:                    
Other   647            647 
1-4 Family                    
Owner occupied   40            40 
Non-owner occupied   438            438 

 

Impaired loans, which are generally measured for impairment using the fair value of the collateral for collateral dependant loans, had a principal balance of $786, with a valuation allowance of $184 at March 31, 2013. As of June 30, 2012, impaired loans with a principal balance of $1,479 had a valuation allowance of $343. The resulting impact to the provision for loan losses was a reduction of $56 and $83 being recorded for the three and nine month periods ended March 31, 2013, respectively. The resulting impact to the provision for loan losses was a reduction of $53 for the three month period ended March 31, 2012 and an increase of $20 being recorded for the nine month period ended March 31, 2012.

 

The valuation technique used by an independent third party appraiser in the fair value measurement of collateral for collateral-dependent 1-4 family non-owner occupied impaired loans primarily consisted of the sales comparison and income approach. The significant unobservable inputs used in the fair value measurement relate to adjustments made to the value set forth in the appraisal by deducting a distressed sale adjustment. For the March 31, 2013 period, the collateral discount for the 1-4 family owner occupied impaired loan was 32.7% and for 1-4 family non-owner occupied impaired loans ranged from 10.4% to 29.5%. For the June 30, 2012 period, collateral discounts for commercial real estate impaired loans ranged from 33% to 41% and for 1-4 family non-owner occupied impaired loans ranged from 15% to 39%.

 

25
 

 

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

Estimated fair value for cash and cash equivalents, certificates of deposits in other financial institutions, accrued interest receivable and payable, demand and savings deposits and short-term borrowings were considered to approximate carrying value. The methodologies for other financial assets and financial liabilities are discussed below:

 

Loans held for sale: The fair value of loans held for sale is estimated based upon binding contracts and quotes from third party investors resulting in a Level 3 classification.

 

Loans: Fair value for loans was estimated for portfolios of loans with similar financial characteristics. For adjustable rate loans that reprice at least annually and for fixed rate commercial loans with maturities of six months or less which possess normal risk characteristics, carrying value was determined to be fair value. Fair value of other types of loans (including adjustable rate loans which reprice less frequently than annually and fixed rate term loans or loans which possess higher risk characteristics) was estimated by discounting future cash flows using the current rates at which similar loans would be made to borrowers with similar credit ratings and for similar anticipated maturities resulting in a Level 3 classification. The methods utilized to estimate the fair value of loans do not necessarily represent an exit price. 

 

Time deposits: Fair value of fixed-maturity certificates of deposit was estimated using the rates offered at March 31, 2013 and June 30, 2012, for deposits of similar remaining maturities. Estimated fair value does not include the benefit that result from low-cost funding provided by the deposit liabilities compared to the cost of borrowing funds in the market resulting in a Level 2 classification.

 

Federal Home Loan Bank advances: Fair value of Federal Home Loan Bank advances was estimated using current rates at March 31, 2013 and June 30, 2012 for similar financing resulting in a Level 2 classification.

 

Federal bank and other restricted stocks, at cost: Federal bank and other restricted stocks include stock acquired for regulatory purposes, such as Federal Home Loan Bank stock and Federal Reserve Bank stock that are accounted for at cost due to restrictions placed on their transferability; and therefore, are not subject to the fair value disclosure requirements. The Corporation’s lending commitments have variable interest rates and “escape” clauses if the customer’s credit quality deteriorates. Therefore, the fair values of these items are not significant and are not included in the following table.

 

26
 

 

The following table shows the estimated fair values of financial instruments that are reported at amortized cost in the Corporation’s consolidated balance sheets, segregated by the level of the valuation inputs within the fair value hierarchy utilized to measure fair value:

 

  

March 31, 2013

  

June 30, 2012

 
  

Carrying
Amount

  

Estimated
Fair
Value

  

Carrying
Amount

  

Estimated
Fair
Value

 
Financial Assets:               
Level 1 inputs:
Cash and cash equivalents
  $16,921   $16,921   $13,745   $13,745 
                     
Level 2 inputs:
Certificates of deposits in other financial institutions
   5,645    5,645    5,645    5,645 
                     
Accrued interest receivable    1,141    1,141    1,043    1,043 
Level 3 inputs:                    
Loans held for sale    192    199    377    387 
Loans   210,237    209,575    195,095    196,592 
Financial Liabilities:                    
Level 2 inputs:
Demand and savings deposits
   218,815    218,815    200,011    200,011 
Time deposits    80,459    81,044    84,470    85,262 
Short-term borrowings    12,483    12,483    13,722    13,722 
Federal Home Loan Bank advances    6,389    7,076    6,446    7,398 
Accrued interest payable    57    57    56    56 

 

27
 

 

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

Note 5 – Earnings Per Share

 

Basic earnings per share is the amount of earnings available to each share of common stock outstanding during the reporting period and is equal to net income divided by the weighted average number of shares outstanding during the period.  Diluted earnings per share is the amount of earnings available to each share of common stock outstanding during the reporting period adjusted to include the effect of potentially dilutive common shares that may be issued upon the vesting of restricted stock awards.  The following table details the calculation of basic and diluted earnings per share:

 

  For the Three Months
Ended March 31,
   For the Nine Months
Ended March 31,
 
   2013   2012   2013   2012 
Basic                    
Net income available to common shareholders  $628   $686   $1,990   $2,164 
Weighted average common shares outstanding    2,065,887    2,051,024    2,061,969    2,050,390 
Basic income per share   $0.30   $0.33   $0.96   $1.06 
Diluted:                    
Net income available to common shareholders  $628   $686   $1,990   $2,164 
Weighted average common shares outstanding   2,065,887    2,051,024    2,061,969    2,050,390 
Dilutive effect of restricted stock   595    534    541    445 
Total common shares and dilutive potential common shares   2,066,482    2,051,558    2,062,510    2,050,835 
Dilutive income per share  $0.30   $0.33   $0.96   $1.06 

 

Note 6 –Accumulated Other Comprehensive Income

 

The components of other comprehensive income related to unrealized gains and losses on available-for-sale securities for the three month period ended March 31, 2013, were as follows:

   For the Three Months Ended March 31, 2013 
Beginning balance  $1,835 
Other comprehensive income before reclassification, net of taxes of $137   (264)
Amounts reclassified from accumulated other comprehensive income, net of taxes of $341   (67)
Net current period other comprehensive income, net of tax   (331)
Ending balance  $1,504 

 

1 Within the consolidated statement of income, security gains/(losses), net in non-interest income was impacted by $101 and income tax expense was impacted by $34 due to reclassifications from accumulated other comprehensive income.

 

28
 

 

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

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

 

(Dollars in thousands, except per share data)

 

General

The following is management’s analysis of the Corporation’s results of operations for the three and nine month periods ended March 31, 2013, compared to the same periods in 2012, and the consolidated balance sheet at March 31, 2013 compared to June 30, 2012. This discussion is designed to provide a more comprehensive review of the operating results and financial condition than could be obtained from an examination of the financial statements alone. This analysis should be read in conjunction with the consolidated financial statements and related footnotes and the selected financial data included elsewhere in this report.

 

Overview

Consumers Bancorp, Inc., a bank holding company incorporated under the laws of the State of Ohio (the Corporation), owns all of the issued and outstanding common shares of Consumers National Bank, a bank chartered under the laws of the United States of America (the Bank). The Corporation’s activities have been limited primarily to holding the common shares of the Bank. The Bank’s business involves attracting deposits from businesses and individual customers and using such deposits to originate commercial, mortgage and consumer loans in its market area, consisting primarily of Stark, Columbiana, Carroll and contiguous counties in Ohio. The Bank also invests in securities consisting primarily of U.S. government sponsored entities, municipal obligations, mortgage-backed and collateralized mortgage obligations issued by Fannie Mae, Freddie Mac and Ginnie Mae.

 

Overview of Strategic Initiatives

On February 26, 2013, the Corporation filed a registration statement with the Securities and Exchange Commission (SEC) related to a $10 million shareholder rights offering. Under the rights offering, the Corporation is distributing to its shareholders of record as of March 26, 2013, proportional rights to purchase additional shares and, subject to availability, shareholders will have the opportunity to purchase shares in excess of their basic subscription rights. The Corporation may also offer any shares not subscribed for in the rights offering through a subsequent public offering. The Corporation intends to use the net proceeds from the rights offering and subsequent public offering, if any, to enhance the Bank’s overall capital position and for general corporate purposes, future organic and other growth opportunities.

 

Results of Operations

Three and Nine Months Ended March 31, 2013 and March 31, 2012

 

In the third quarter of fiscal year 2013, net income was $628, or $0.30 per common share, compared with $686, or $0.33 per common share, in the prior year period. The following key factors summarize our results of operations for the three months ending March 31, 2013:

 

29
 

 

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued) 

 

·net interest income of $2,923 remained consistent with the same prior year period;
·loan loss provision expense in fiscal year 2013 totaled $90 compared to $11 from the same period last year;
·noninterest income increased by $148, or 25.3%, in fiscal year 2013 from the same prior year period. In the current year, a $101 net gain on the sale of securities was recognized compared with a $37 net loss in the same prior year period; and
·noninterest expenses increased by $188, or 7.2%, in fiscal year 2013 principally as a result of higher salary and employee benefits due to staff hired in the lending area and new staff for the Jackson-Belden office that opened July 31, 2012.

 

 

In the first nine months of fiscal year 2013, net income was $1,990, or $0.96 per common share, compared with $2,164, or $1.06 per common share, in the prior year period. The following key factors summarize our results of operations for the nine months ending March 31, 2013:

·net interest income increased by $244, or 2.8%, in fiscal year 2013 from the same prior year period;
·loan loss provision expense in fiscal year 2013 of $171 remained consistent with the same prior year period;
·noninterest income increased by $121, or 6.2%, in fiscal year 2013 from the same prior year period mainly as a result of a $109 increase in other income primarily as a result of increases from the gain on the sale of loans and investment advisory and brokerage income; and
·noninterest expenses increased by $721, or 9.4%, in fiscal year 2013 principally as a result of higher salary and employee benefits due to staff hired in the lending area and new staff for the Jackson-Belden office that opened July 31, 2012. Also, occupancy and equipment expense increased primarily as a result of higher depreciation expense associated with the Minerva, Ohio location since a new facility is planned to replace the current facility by spring of 2015.

 

Return on average equity (ROE) and return on average assets (ROA) were 8.67% and 0.74%, respectively, for the third quarter of fiscal year 2013 compared to 10.09% and 0.86%, respectively, for the third quarter of fiscal year 2012. ROE and ROA were 9.19% and 0.78%, respectively, for the first nine months of fiscal year 2013 compared to 9.28% and 0.81%, respectively, for the same prior year period.

 

Net Interest Income

Net interest income, the difference between interest income earned on interest-earning assets and interest expense incurred on interest-bearing liabilities, is the largest component of the Corporation’s earnings. Net interest income is affected by changes in the volumes, rates and composition of interest-earning assets and interest-bearing liabilities. Net interest margin is calculated by dividing net interest income on a fully tax equivalent basis (FTE) by total average interest-earning assets. FTE income includes tax-exempt income, restated to a pre-tax equivalent, based on the statutory federal income tax rate. All average balances are daily average balances. Non-accruing loans are included in average loan balances.

 

30
 

  

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

The Corporation’s net interest margin for the three months ended March 31, 2013 was 3.85%, compared to 4.03% for the same year ago period. Net interest income for the three months ended March 31, 2013 increased by $4, or 0.1%, to $2,923 from $2,919 for the same year ago period. The increase in net interest income was primarily the result of a decline in the Corporation’s cost of funds and an increase in average interest-earning assets.

 

Interest income for the three months ended March 31, 2013 decreased by $51, or 1.6%, from the same year ago period. An increase of $20,297, or 6.6%, in average interest-earning assets more than offset the impact the low interest rate environment has had on the yield of average interest-earning assets. Interest expense for the three months ended March 31, 2013 decreased by $55, or 15.9%, from the same year ago period. The Corporation’s cost of funds decreased to 0.48% for the three month period ended March 31, 2013 from 0.60% for the same year ago period mainly due to lower market rates affecting the rates paid on all interest-bearing deposit accounts and borrowings.

 

The Corporation’s net interest margin for the nine months ended March 31, 2013 was 3.91%, compared to 4.07% for the same year ago period. Net interest income for the nine months ended March 31, 2013 increased by $244, or 2.8%, to $8,957 from $8,713 for the same year ago period. The increase in net interest income was primarily the result of a decline in the Corporation’s cost of funds and an increase in average interest-earning assets.

 

Interest income for the nine months ended March 31, 2013 increased by $50, or 0.5%, from the same year ago period. An increase of $24,455, or 8.2%, in average interest-earning assets more than offset the impact the low interest rate environment has had on the yield of average interest-earning assets. Interest expense for the nine months ended March 31, 2013 decreased by $194, or 17.2%, from the same year ago period. The Corporation’s cost of funds decreased to 0.51% for the nine month period ended March 31, 2013 from 0.68% for the same year ago period mainly due to lower market rates affecting the rates paid on most all interest-bearing deposit accounts and borrowings. The Corporation has introduced a NOW checking account product that pays a higher rate of interest to customers who meet certain qualifications, with one of the main qualifications being the frequent use of a debit card. As a result, debit card interchange income has increased (see discussion in “Non-Interest Income” section) and the cost of the NOW checking account increased from 0.19% to 0.22% from the same year ago period.

 

31
 

  

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

Average Balance Sheets and Analysis of Net Interest Income for the Three Months Ended March 31,
(In thousands, except percentages)
    2013     2012  
    Average Balance    

 

Interest

   

Yield/

Rate

    Average Balance    

 

Interest

   

Yield/

Rate

 
Interest-earning assets:                                    
Taxable securities   $ 67,682     $ 293       1.78 %   $ 76,924     $ 445       2.35 %
Nontaxable securities (1)     40,310       473       4.97       30,330       396       5.56  
Loans receivable (1)     207,612       2,594       5.07       180,594       2,546       5.67  
Interest bearing deposits and federal
funds sold
    11,768       15       0.52       19,227       12       0.25  
Total interest-earning assets     327,372       3,375       4.22 %     307,075       3,399       4.49 %
                                                 
Noninterest-earning assets     17,897                       13,251                  
                                                 
Total Assets   $ 345,269                     $ 320,326                  
                                                 
Interest-bearing liabilities:                                                
NOW   $ 39,060     $ 21       0.22 %   $ 33,044     $ 20       0.24 %
Savings     105,448       19       0.07       94,833       26       0.11  
Time deposits     81,481       196       0.98       83,517       243       1.17  
Short-term borrowings     12,076       5       0.17       13,411       5       0.15  
FHLB advances     6,513       49       3.05       6,484       51       3.16  
Total interest-bearing liabilities     244,578       290       0.48 %     231,289       345       0.60 %
                                                 
Noninterest-bearing liabilities:                                                
Noninterest-bearing checking accounts     69,004                       59,493                  
Other liabilities     2,346                       2,205                  
Total liabilities     315,928                       292,987                  
Shareholders’ equity     29,341                       27,339                  
                                                 
Total liabilities and
shareholders’ equity
  $ 345,269                     $ 320,326                  
                                                 
Net interest income, interest
rate spread (1)
          $ 3,085       3.74 %           $ 3,054       3.89 %
                                                 
Net interest margin (net interest as a percent of average interest-earning assets) (1)                     3.85 %                     4.03 %
                                                 
Federal tax exemption on non-taxable securities and loans included in interest income           $ 162                     $ 135          
                                                 
Average interest-earning assets to interest-bearing liabilities     133.85 %                     132.77 %                

 

 

(1) calculated on a fully taxable equivalent basis

 

32
 

 

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

Average Balance Sheets and Analysis of Net Interest Income for the Nine Months Ended March 31,
(In thousands, except percentages)
    2013     2012  
    Average Balance    

 

Interest

   

Yield/

Rate

    Average Balance    

 

Interest

   

Yield/

Rate

 
Interest-earning assets:                                    
Taxable securities   $ 68,117     $ 1,010       2.01 %   $ 74,303     $ 1,400       2.54 %
Nontaxable securities (1)     39,208       1,393       4.96       27,380       1,126       5.69  
Loans receivable (1)     203,447       7,919       5.19       179,538       7,654       5.67  
Interest bearing deposits and federal
funds sold
    13,316       46       0.46       18,412       42       0.30  
Total interest-earning assets     324,088       10,368       4.30 %     299,633       10,222       4.57 %
                                                 
Noninterest-earning assets     17,959                       13,301                  
                                                 
Total Assets   $ 342,047                     $ 312,934                  
                                                 
Interest-bearing liabilities:                                                
NOW   $ 36,586     $ 61       0.22 %   $ 23,325     $ 33       0.19 %
Savings     102,667       67       0.09       88,895       89       0.13  
Time deposits     83,689       640       1.02       85,979       802       1.24  
Short-term borrowings     13,241       16       0.16       15,312       23       0.20  
FHLB advances     6,453       149       3.08       6,907       180       3.47  
Total interest-bearing liabilities     242,636       933       0.51 %     220,418       1,127       0.68 %
                                                 
Noninterest-bearing liabilities:                                                
Noninterest-bearing checking accounts     68,203                       63,997                  
Other liabilities     2,378                       2,045                  
Total liabilities     313,217                       286,460                  
Shareholders’ equity     28,830                       26,474                  
                                                 
Total liabilities and
shareholders’ equity
  $ 342,047                     $ 312,934                  
                                                 
Net interest income, interest
rate spread (1)
          $ 9,435       3.79 %           $ 9,095       3.89 %
                                                 
Net interest margin (net interest as a percent of average interest-earning assets) (1)                     3.91 %                     4.07 %
                                                 
Federal tax exemption on non-taxable securities and loans included in interest income           $ 478                     $ 382          
                                                 
Average interest-earning assets to interest-bearing liabilities     133.57 %                     135.94 %                

 

(1) calculated on a fully taxable equivalent basis

 

33
 

 

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

Provision for Loan Losses

The provision for loan losses represents the charge to income necessary to adjust the allowance for loan losses to an amount that represents management's assessment of the estimated probable incurred credit losses in the Bank’s loan portfolio that have been incurred at each balance sheet date. For the three month period ended March 31, 2013, the provision for loan losses was $90, an increase of $79 from the same prior year period. For the nine month period ended March 31, 2013, the provision for loan losses was $171, compared with $170 from the same prior year period.

 

The allowance for loan losses as a percentage of loans was 1.18% at June 30, 2012 and 1.12% at March 31, 2013. From June 30, 2012 to March 31, 2013, there was a reduction in the recorded investment of loans classified as special mention, substandard and doubtful and the percentage of loans classified as pass credits increased from 70.96% at June 30, 2012 to 74.14% at March 31, 2013. The improvement in the risk classifications of the loan portfolio was the primary reason for the reduction in the allowance for loan losses as a percentage of total loans from June 30, 2012.

 

Net charge-offs for the nine month period ending March 31, 2013 were $129, or 0.08% of total average loans on an annualized basis, compared with $57, or 0.04% of total average loans, for the same period last year. The provision for the 1-4 family residential real estate loan portfolio was a negative $64 for the current nine month period primarily as a result of improvement in the three year historical loss ratio for this portfolio.

 

Non-performing loans were $1,517 as of March 31, 2013 and represented 0.71% of total loans. This compared with $1,932, or 0.98%, at June 30, 2012 and $1,995, or 1.08%, as of March 31, 2012. The allowance for loan losses to total non-performing loans at March 31, 2013 was 156.69% compared with 120.86% at June 30, 2012 and 110.98% at March 31, 2012.

 

The provision for loan losses for the period ending March 31, 2013 was considered sufficient by management for maintaining an appropriate allowance for loan losses for probable incurred credit losses.

 

Non-Interest Income

Non-interest income totaled $733 for the third quarter of fiscal year 2013, compared to $585 for the same period last year. Non-interest income for the third quarter of fiscal year 2013 included a net gain from the sale of securities of $101 compared with a net loss of $37 recognized during the same prior year period.

 

Service charges on deposits decreased by $37, or 10.9%, during the third quarter of fiscal year 2013 due to a decline in overdraft fee income from the same period last year. Debit card interchange income increased by $3, or 1.6%, from the same period last year mainly due to an increase in debit card usage by our customers as a result of the NOW checking account product previously discussed.

 

34
 

 

CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

Other non-interest income increased by $49, or 100.0%, during the third quarter of fiscal year 2013 primarily as a result of increases in gain on the sale of mortgage loans and investment advisory and brokerage income.

 

Non-interest income totaled $2,075 for the first nine months of fiscal year 2013, compared to $1,954 for the same period last year. Non-interest income for the first nine months of fiscal year 2013 included a net gain from the sale of securities of $124 compared with a net gain of $118 recognized during the same prior year period. Also included in non-interest income during the 2012 fiscal year was a $53 loss from the sale of other real estate that was acquired through loan foreclosure.

 

Service charges on deposits decreased by $82 or 7.7%, during the first nine months of fiscal year 2013 mainly due to a decline in overdraft fee income from the same period last year. The decline in overdraft income was partially offset by an increase in service charge income on personal checking accounts as a result of product changes that went into effect in December 2011. Debit card interchange income increased by $44, or 8.1%, from the same period last year mainly due to an increase in debit card usage by our customers as a result of the new NOW checking account product previously discussed.

 

Other non-interest income increased by $109, or 80.7%, during the first nine months of fiscal year 2013 primarily as a result of increases in the gain on the sale of loans and investment advisory and brokerage income.

 

Non-Interest Expenses

Total non-interest expenses increased to $2,799, or by 7.2%, during the third quarter of fiscal year 2013, compared with $2,611 during the same year ago period.

 

Salaries and employee benefits increased by $127, or 8.9%, during the third quarter of fiscal year 2013. The increase was primarily associated with staff additions in the lending area and new staff for the Jackson-Belden office that was opened July 31, 2012.

 

Occupancy and equipment increased by $53, or 19.8%, during the third quarter of fiscal year 2013 mainly due to an increase in building depreciation expense associated with the Minerva, Ohio corporate headquarters and Jackson-Belden branch location. The remaining book value of this location is being expensed over the remaining useful life as a new facility is planned to replace the current facility by spring of 2015. Occupancy and equipment expenses also increased as a result of the new Jackson-Belden office that opened on July 31, 2012.

 

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Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

Telephone and network communications expenses increased by $15, or 25.0%, during the third quarter of fiscal year 2013 mainly as a result of one-time costs associated with the switch to a fiber optic communications network.

 

Total other expenses increased by $23, or 6.8%, during the third quarter of fiscal year 2013 mainly due to higher education and development expenses and higher loan appraisal expenses.

 

Total non-interest expenses increased to $8,394, or by 9.4%, during the first nine months of fiscal year 2013, compared with $7,673 during the same year ago period.

 

Salaries and employee benefits increased by $531, or 13.1%, during the first nine months of fiscal year 2013. The increase was primarily associated with staff additions in the lending area and new staff for the Jackson-Belden office that was opened July 31, 2012.

 

Occupancy and equipment increased by $181, or 23.1%, during the first nine months of fiscal year 2013 mainly due to an increase in building depreciation expense associated with the Minerva, Ohio corporate headquarters and Jackson-Belden branch location. The remaining book value of this location is being expensed over the remaining useful life as a new facility is planned to replace the current facility by spring of 2015. Occupancy and equipment expenses also increased as a result of the new Jackson-Belden office that opened on July 31, 2012.

 

Marketing and advertising expenses increased by $18, or 8.6%, to $228 compared to the same period last year mainly due to an increase in marketing efforts as a result of the opening of the Jackson-Belden branch location.

 

Telephone and network communications expenses increased by $44, or 25.0%, during the first nine months of fiscal year 2013 mainly as a result of one-time costs associated with the switch to a fiber optic communications network.

 

Debit card processing expenses increased by $7, or 2.5%, during the first nine months of fiscal year 2013 mainly as a result of increased debit card usage by our customers.

 

The amortization of intangible expense declined from the previous year since the core deposit purchase premium of the Lisbon, Ohio branch that was purchased in January 2000 is fully amortized.

 

Total other expenses increased by $92, or 8.9%, during the first nine months of fiscal year 2013, mainly as a result of higher internet banking expenses as a result of an increased number of personal and business customers using the internet banking product and higher education and development expenses from the introduction of a management development program.

 

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Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

Income Taxes

Income tax expense for the three month period ended March 31, 2013 decreased by $57, to $139 from $196, compared to a year ago. The effective tax rate was 18.1% for the current quarter as compared to 22.2% for the same period last year.

 

Income tax expense for the nine month period ended March 31, 2013 decreased by $183, to $477 from $660, compared to a year ago. The effective tax rate was 19.3% for the current period as compared to 23.4% for the same period last year. The decline in the effective tax rate was primarily the result of an increase in tax-exempt municipal income.

 

The effective tax rate differed from the federal statutory rate principally as a result of tax-exempt income from obligations of states and political subdivisions, loans and earnings on bank owned life insurance.

 

Financial Condition

Total assets at March 31, 2013 were $349,407 compared to $334,761 at June 30, 2012, an increase of $14,646, or an annualized 5.8%.

 

Available-for-sale securities decreased by $3,705 from $105,335 at June 30, 2012 to $101,630 at March 31, 2013.

 

Total loans increased by $15,184, or an annualized 10.2%, to $212,614 at March 31, 2013 compared to $197,430 at June 30, 2012 mainly as a result of expanded calling efforts.

 

Non-Performing Assets

The following table presents the aggregate amounts of non-performing assets and respective ratios as of the dates indicated.

 

   March 31,     2013   June 30,
2012
   March 31,    2012 
Non-accrual loans  $1,517   $1,932   $1,995 
Loans past due over 90 days and still accruing            
Total non-performing loans   1,517    1,932    1,995 
Other real estate owned            
Total non-performing assets  $1,517   $1,932   $1,995 
                
Non-performing loans to total loans   0.71%   0.98%   1.08%
Allowance for loan losses to
total non-performing loans
   156.69%   120.86%   110.98%

 

 

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Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

As of March 31, 2013, impaired loans totaled $2,278, of which $1,385 are included in non-accrual loans. Commercial and commercial real estate loans are classified as impaired if management determines that full collection of principal and interest, in accordance with the terms of the loan documents, is not probable. Impaired loans and non-performing loans have been considered in management’s analysis of the appropriateness of the allowance for loan losses. Management and the Board of Directors are closely monitoring these loans and believe that the prospects for recovery of principal and interest, less identified specific reserves, are favorable.

 

Contractual Obligations, Commitments, Contingent Liabilities and Off-Balance Sheet Arrangements

 

Liquidity

The objective of liquidity management is to ensure adequate cash flows to accommodate the demands of our customers and provide adequate flexibility for the Corporation to take advantage of market opportunities under both normal operating conditions and under unpredictable circumstances of industry or market stress. Cash is used to fund loans, purchase investments, fund the maturity of liabilities, and at times to fund deposit outflows and operating activities. The Corporation’s principal sources of funds are deposits; amortization and prepayments of loans; maturities, sales and principal receipts from securities; borrowings; and operations. Management considers the asset position of the Corporation to be sufficiently liquid to meet normal operating needs and conditions. The Corporation's earning assets are mainly comprised of loans and investment securities. Management continually strives to obtain the best mix of loans and investments to both maximize yield and insure the soundness of the portfolio, as well as to provide funding for loan demand as needed.

 

Net cash inflow from operating activities for the nine month period ended March 31, 2013 was $3,390, net cash outflows from investing activities was $13,116 and net cash inflows from financing activities was $12,902. A major source of cash was $21,341 from sales, maturities, calls or principal pay downs on available-for-sale securities and a $14,793 increase in deposits. A major use of cash included the $18,735 purchase of securities and a $15,313 increase in loans. Total cash and cash equivalents was $16,921 as of March 31, 2013 compared to $13,745 at June 30, 2012 and $20,377 at March 31, 2012.

 

The Bank offers several types of deposit products to its customers. The rates offered by the Bank and the fees charged for them are competitive with others currently available in the market area. Deposits totaled $299,274 at March 31, 2013 compared with $284,481 at June 30, 2012. The overall cost for funds decreased by 17 basis points for the nine month period ended March 31, 2013 compared with the same year ago period.

 

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CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

To provide an additional source of liquidity, the Corporation has entered into an agreement with the Federal Home Loan Bank (FHLB) of Cincinnati. At March 13, 2013, FHLB advances totaled $6,389 as compared with $6,446 at June 30, 2012. As of March 31, 2013, the Bank had the ability to borrow an additional $21,714 from the FHLB based on a blanket pledge of qualifying first mortgage loans. The Corporation considers the FHLB to be a reliable source of liquidity funding, secondary to its deposit base.

 

Short-term borrowings consisted of repurchase agreements which is a financing arrangement that matures daily and federal funds purchased from correspondent banks. The Bank pledges securities as collateral for the repurchase agreements. Short-term borrowings decreased to $12,483 at March 31, 2013 from $13,722 at June 30, 2012.

 

Jumbo time deposits (those with balances of $100 thousand and over) totaled $33,069 at March 31, 2013 and $34,422 at June 30, 2012. These deposits are monitored closely by the Corporation and are mainly priced on an individual basis. When these deposits are from a municipality, certain bank-owned securities are pledged to guarantee the safety of these public fund deposits as required by Ohio law. The Corporation has the option to use a fee-paid broker to obtain deposits from outside its normal service area as an additional source of funding. The Corporation however, does not rely upon these deposits as a primary source of funding. Although management monitors interest rates on an ongoing basis, a quarterly rate sensitivity report is used to determine the effect of interest rate changes on the financial statements. In the opinion of management, enough assets or liabilities could be repriced over the near term (up to three years) to compensate for such changes. The spread on interest rates, or the difference between the average earning assets and the average interest-bearing liabilities, is monitored quarterly.

 

Capital Resources

Total shareholders’ equity increased by $1,304 from June 30, 2012 to $29,194 as of March 31, 2013. The increase was mainly due to net income for the current nine month period which was partially offset by cash dividends paid during the period.

 

The Bank is subject to various regulatory capital requirements administered by federal regulatory agencies. Capital adequacy guidelines and prompt corrective-action regulations involve quantitative measures of assets, liabilities, and certain off-balance-sheet items calculated under regulatory accounting practices. Failure to meet various capital requirements can initiate regulatory action that could have a direct material effect on the Corporation’s financial statements.

 

The Bank’s leverage and risk-based capital ratios as of March 31, 2013 were 8.0% and 13.1%, respectively. This compares to leverage and risk-based capital ratios of 7.4% and 13.4%, respectively, as of June 30, 2012. The Bank exceeded minimum regulatory capital requirements to be considered well-capitalized for both periods. Management is not aware of any matters occurring subsequent to March 31, 2013 that would cause the Bank’s capital category to change.

 

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CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

As previously discussed, the Corporation filed a registration statement with the SEC related to a $10 million shareholder rights offering. The Corporation intends to use the net proceeds from the rights offering and subsequent public offering, if any, to enhance the Bank’s overall capital position and for general corporate purposes, future organic and other growth opportunities.

 

Regulatory reforms continue to be adopted which impose additional restrictions on current business practices and one such proposal is the Federal Reserve BASEL III capital plan rules. In June 2012, the Federal Reserve Board, Office of the Comptroller of the Currency, and the Federal Deposit Insurance Corporation (collectively, the Agencies) each issued notices of proposed rulemaking that would revise and replace the Agencies’ current capital rules to align with the BASEL III capital standards and meet certain requirements of the Dodd-Frank Act. Certain requirements of the notices of proposed rulemaking would establish more restrictive capital definitions, higher risk-weightings for certain asset classes, capital buffers and higher minimum capital ratios. The notices of proposed rulemaking were in a comment period through October 22, 2012, and are currently being evaluated by the Agencies. We are currently evaluating the impact of the proposals on our regulatory capital ratios. There can be no guarantee that Basel III will be adopted in its current form, what changes may be made before adoption, or when ultimate adoption will occur.

 

Critical Accounting Policies

The financial condition and results of operations for the Corporation presented in the Consolidated Financial Statements, accompanying notes to the Consolidated Financial Statements and Management’s Discussion and Analysis of Financial Condition and Results of Operations are, to a large degree, dependent upon the Corporation’s accounting policies. The selection and application of these accounting policies involve judgments, estimates and uncertainties that are susceptible to change.

 

The Corporation has identified the appropriateness of the allowance for loan losses and the valuation of securities as critical accounting policies and an understanding of these policies are necessary to understand the financial statements. Critical accounting policies are those policies that require management’s most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. Footnote one (Securities and Allowance for Loan Losses), footnote two (Securities), footnote three (Loans) and Management Discussion and Analysis of Financial Condition and Results from Operation (Critical Accounting Policies) of the 2012 Form 10-K provide detail with regard to the Corporation’s accounting for the allowance for loan losses and valuation of securities and other-than-temporary impairment. There have been no significant changes in the application of accounting policies since June 30, 2012.

 

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CONSUMERS BANCORP, INC.

Notes to the Consolidated Financial Statements

(Unaudited) (continued)

 

(Dollars in thousands, except per share amounts)

 

Forward-Looking Statements

When used in this report (including information incorporated by reference in this report), the words or phrases “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimate,” “project,” “believe” or similar expressions are intended to identify “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements may involve risks and uncertainties that are difficult to predict, may be beyond the Corporation’s control, and could cause actual results to differ materially from those described in such statements. Any such forward-looking statements are made only as of the date of this report or the respective dates of the relevant incorporated documents, as the case may be, and, except as required by law, the Corporation undertakes no obligation to update these forward-looking statements to reflect subsequent events or circumstances. Factors that could cause actual results for future periods to differ materially from those anticipated or projected include, but are not limited to:

·regional and national economic conditions becoming less favorable than expected, resulting in, among other things, a deterioration in credit quality of assets and the underlying value of collateral could prove to be less valuable than otherwise assumed;
·the economic impact from the oil and gas activity in the region could be less than expected or the timeline for development could be longer than anticipated;
·an extended period in which market levels of interest rates remain at historical low levels which could reduce, or put pressure on our ability to maintain, anticipated or actual margins;
·the nature, extent, and timing of government and regulatory actions;
·material unforeseen changes in the financial condition or results of Consumers National Bank’s customers;
·competitive pressures on product pricing and services; and
·a deterioration in market conditions causing debtors to be unable to meet their obligations.

 

The risks and uncertainties identified above are not the only risks the Corporation faces. Additional risks and uncertainties not presently known to the Corporation or that the Corporation currently believes to be immaterial also may adversely affect the Corporation. Should any known or unknown risks and uncertainties develop into actual events, those developments could have material adverse effects on the Corporation’s business, financial condition and results of operations.

 

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Item 4 – Controls and Procedures

 

Evaluation of Disclosure Controls and Procedures

As of the end of the period covered by the report, an evaluation was performed under the supervision and with the participation of the Corporation's management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Corporation's disclosure controls and procedures pursuant to Exchange Act Rule 13a- 15e. Based on the evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the design and operation of these disclosure controls and procedures were effective.

 

Changes in Internal Controls Over Financial Reporting

There have not been any changes in the Corporation's internal control over financial reporting that occurred during the Corporation's last quarter that has materially affected, or is reasonably likely to materially affect, internal control over financial reporting.

 

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PART II – OTHER INFORMATION

Item 1 – Legal Proceedings

None

 

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

None

 

Item 3 – Defaults Upon Senior Securities

None

 

Item 4 – Mine Safety Disclosures

Not Applicable

 

Item 5 – Other Information

None

 

Item 6 – Exhibits

 

Exhibit  
Number Description
   
Exhibit 11 Statement regarding Computation of Per Share Earnings (included in Note 1 to the Consolidated Financial Statements).
   
Exhibit 31.1 Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer
   
Exhibit 31.2 Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer
   
Exhibit 32.1 Certification of Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes Oxley Act of 2002.
   
Exhibit 101 The following material from Consumers Bancorp, Inc.’s Form 10-Q Report for the quarterly period ended March 31, 2013, formatted in XBRL (Extensible Business Reporting Language) includes: (1) Unaudited Consolidated Balance Sheets, (2) Unaudited  Consolidated Statements of Income, (3) Unaudited Consolidated Statements of Comprehensive Income, (4) Unaudited Consolidated Statement of Changes in Shareholders’ Equity, (5) Unaudited Condensed Consolidated Statements of Cash Flows, and (6) the Notes to Unaudited Condensed Consolidated Financial Statements.

 

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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.

 

  CONSUMERS BANCORP, INC.  
  (Registrant)  
     
Date: May 15, 2013                              /s/ Ralph J. Lober  
  Ralph J. Lober, II  
  President & Chief Executive Officer  
  (principal executive officer)  
     
Date: May 15, 2013                              /s/ Renee K. Wood  
  Renee K. Wood  
  Chief Financial Officer & Treasurer  
  (principal financial officer)  

 

44