EX-13 2 dex13.htm ANNUAL REPORT Annual Report

Exhibit 13

 

  

Providing personal, prompt, efficient service is the goal of Bank of Walterboro. We are committed to the concept of “Hometown Banking” and hope we can be of service to you. “Strong roots – strong branches.”

  

 

 

Contents:

  

Shareholder Letter

   2

Summary of Selected Financial Data

   3

Financial Charts

   4-7

Management’s Discussion and Analysis

   8-24

Management’s Annual Report on Internal Control Over
Financial Reporting

   25

Report of Independent Registered Public
Accounting Firm

   26

Consolidated Balance Sheets

   27

Consolidated Statements of Income

   28

Consolidated Statements of Changes in Shareholders’
Equity and Comprehensive Income

   29

Consolidated Statements of Cash Flows

   30

Notes to Consolidated Financial Statements

   31-48

Directors, Officers and Staff

   49

Corporate Data

   50

Services

   51
  
 

Member FDIC


COMMUNITYCORP AND SUBSIDIARY

 

Dear Shareholder,

It is a pleasure to report the progress of Communitycorp and its subsidiary, Bank of Walterboro, during 2009. As you are aware, our local and national economy has been very depressed over the past several years and it has been a challenging time for the banking industry. For 2009 and 2008, many South Carolina banks reported operating losses for the first time. In spite of the difficult challenges we faced during 2009, we were able to generate a net income of $300,474, or $1.28 per share. Also, we were able to increase our net loans, assets, and deposits; and a sound capital to asset ratio of 10.73%

Our total assets increased from $164,585,287 to a December 31, 2009 total of $165,393,055, an increase of $807,768, or 0.49%.

Net loans increased from $111,722,883 to $114,405,140, an increase of $2,682,257, or 2.40%. The allowance for loan losses increased from a December 31, 2008 balance of $1,981,637 to $2,053,340, 1.76% of gross loans.

Deposits at year-end 2009 were $146,687,996 compared to $145,713,985, for year-end 2008, representing an increase of $974,011, or 0.67%, from 2008 year-end.

Earnings decreased in 2009 with net income of $300,474 a decrease of $1,191,187, or 79.86%, less than 2008 earnings of $1,491,661. For 2009 we earned $1.28 per share compared to $6.22 for 2008.

Our net interest margin decreased slightly from 3.69% in 2008 to 3.67% in 2009.

Please read the following financial information so you may become aware of your Company’s progress. We believe the information contained in this Annual Report shows that a local, well-managed, independent bank can compete successfully in a deregulated market against national, regional, and state-wide banking institutions. Our success can be attributed to the teamwork of our shareholders, directors, officers, and employees. We most importantly want to thank our customers for allowing us to be of service to them.

The Board of Directors, officers, and employees thank you for your past support and solicit your continued support as we continue our efforts to provide prompt, efficient, and courteous service to our customers. We welcome any suggestions you may have.

We invite and encourage you to attend our Annual Meeting on Wednesday, April 28, 2010.

Very truly yours,

 

W. Roger Crook    Peden B. McLeod            
President and CEO    Chairman of the Board            

 

2


COMMUNITYCORP AND SUBSIDIARY

 

SELECTED FINANCIAL DATA

The following selected consolidated financial data for the five years ended December 31, 2009 are derived from our consolidated financial statements and other data. The selected consolidated financial data should be read in conjunction with our consolidated financial statements, including the accompanying notes, and Management’s Discussion and Analysis of Financial Condition and Results of Operations, included elsewhere herein.

 

Year Ended December 31,   

    2009    

  

    2008    

  

    2007    

  

    2006    

  

    2005    

(Dollars in thousands, except per share)

              

Results of Operations:

              

Interest income

   $        8,753    $        9,958    $        10,392    $      9,358    $      7,737

Interest expense

     3,290      4,213      4,767      3,871      2,225
                                  

Net interest income

     5,463      5,745      5,625      5,487      5,512

Provision for loan losses

     1,083      400      202      225      381
                                  

Net interest income after provision for
loan losses

     4,380      5,345      5,423      5,262      5,131

Noninterest income

     117      691      666      713      599

Noninterest expense

     4,028      3,845      3,533      3,411      3,232
                                  

Income before income taxes

     469      2,191      2,556      2,565      2,498

Income tax expense

     169      699      794      823      788
                                  

Net income

   $ 300    $ 1,492    $ 1,762    $ 1,742    $ 1,710
                                  

Balance Sheet Data:

              

Securities available-for-sale

   $ 24,620    $ 27,815    $ 34,585    $ 32,468    $ 30,856

Securities held-to-maturity

     565      1,320      1,819      1,574      1,875

Allowance for loan losses

     2,053      1,982      1,929      1,857      1,665

Net loans

     114,405      111,723      112,668      103,983      95,930

Premises and equipment, net

     3,090      3,029      2,989      3,131      3,266

Total assets

     165,393      164,585      161,320      158,092      142,220

Noninterest-bearing deposits

     14,163      15,652      16,461      19,765      18,021

Interest-bearing deposits

     132,525      130,062      123,133      121,021      109,437

Total deposits

     146,688      145,714      139,594      140,786      127,458

Short-term borrowings

     -      -      3,068      250      370

Total liabilities

     147,647      146,892      144,583      142,955      128,576

Total shareholders’ equity

     17,746      17,693      16,736      15,137      13,643

Per Share Data:

              

Weighted-average common
shares outstanding

     234,849      239,634      240,708      242,636      244,788

Net income

   $ 1.28    $ 6.22    $ 7.32    $ 7.18    $ 6.99

Cash dividends paid

   $ 1.07    $ 1.05    $ 1.00    $ 0.90    $ 0.82

Period end book value

   $ 75.74    $ 74.69    $ 69.60    $ 62.62    $ 56.13

Equity and Assets Ratios:

              

Return on average assets

     0.18%      0.91%      1.08%      1.11%      1.23%

Return on average equity

     1.68%      8.70%      11.24%      12.35%      13.11%

Equity to assets ratio

     10.73%      10.75%      10.37%      9.58%      9.35%

Dividend payout ratio

     84.10%      16.93%      13.65%      12.57%      11.79%

 

3


LOGO

 

4


NET INCOME, TOTAL EXPENSES, TOTAL INCOME

LOGO

 

5


COMPOSITION OF LOANS AT DECEMBER 31, 2009

LOGO

COMPOSITION OF DEPOSITS AT DECEMBER 31, 2009

LOGO

 

6


LOANS, DEPOSITS, AND ASSETS

LOGO

 

7


COMMUNITYCORP AND SUBSIDIARY

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

GENERAL

Communitycorp is a South Carolina corporation organized on March 13, 1995 to be a bank holding company (the “Company”). The Company’s subsidiary, Bank of Walterboro, (the “Bank”) is a state-chartered commercial bank with four banking locations. The Bank’s main office and operations center is in Walterboro, South Carolina. In addition, the Bank has branches in Ravenel, and Ridgeland, South Carolina. The Company’s primary market area includes Colleton, Jasper and Charleston Counties. Depository accounts are insured by the Federal Deposit Insurance Corporation up to the maximum amount permitted by law. The Bank, which received its charter on October 11, 1988 and opened for business on May 1, 1989, is dedicated to providing prompt, efficient, personal service to its customers. The Bank offers a full range of deposit services for individuals and businesses. Deposit products include checking accounts, savings accounts, certificates of deposit, money market accounts, and IRA’s.

The Company primarily is engaged in the business of attracting deposits from the general public and using these deposits together with other funds to make commercial, consumer, and real estate loans. The Company’s operating results depend to a substantial extent on the difference between interest and fees earned on loans, investments, and services, and the Company’s interest expense, consisting principally of interest paid on deposits. Unlike most industrial companies, virtually all of the assets and liabilities of financial institutions are monetary. As a result, interest rates have a greater effect on the financial institution’s performance. In addition to competing with other traditional financial institutions, the Company also competes for savings dollars with nontraditional financial intermediaries such as mutual funds. This has resulted in a highly competitive market area, which demands the type of personal service and attention provided by the Bank.

The earnings and growth of the banking industry and the Company are and will be affected by general conditions of the economy and by the fiscal and monetary policies of the federal government and its agencies, including the Board of Governors of the Federal Reserve System (the “Board”). The Board regulates money and credit conditions and, as a result, has a strong influence on interest rates and on general economic conditions. The effect of such policies in the future on the business and earnings of the Company cannot be predicted with certainty.

As of December 31, 2009, the Company had forty-two full-time employees and five part time employees.

This discussion and analysis is intended to assist the reader in understanding the financial condition and results of operations of the Company and its subsidiary, the Bank. This commentary should be read in conjunction with the consolidated financial statements and the related notes and the other statistical information in this report.

CRITICAL ACCOUNTING POLICIES

The Company has adopted various accounting policies, which govern the application of account principles generally accepted in the United States of America in the preparation of the Company’s consolidated financial statements. The significant accounting policies of the Company are described in the notes to the consolidated financial statements.

Certain accounting policies involve significant judgments and assumptions by management, which have a material impact on the carrying value of certain assets and liabilities. Management considers such accounting policies to be critical accounting policies. The judgments and assumptions used by management are based on historical experience and other factors, which are believed to be reasonable under the circumstances. Because of the nature of the judgments and assumptions made by management, actual results could differ from these judgments and estimates, which could have a material impact on the carrying values of assets and liabilities and the results of operations of the Company.

The Company believes the allowance for loan losses is a critical accounting policy that requires the most significant judgments and estimates used in preparation of its consolidated financial statements. Refer to the section “Provision and Allowance for Loan Losses” and Note 1 to the consolidated financial statements for a detailed description of the Company’s estimation process and methodology related to the allowance for loan losses.

 

8


COMMUNITYCORP AND SUBSIDIARY

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

FORWARD-LOOKING STATEMENTS

Statements included in Management’s Discussion and Analysis which are not historical in nature are intended to be, and are hereby identified, as “forward looking statements” for purposes of the safe harbor provided by Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance and underlying assumptions and other statements which are other than statements of historical facts. Such forward-looking statements may be identified, without limitation, by the use of the words “anticipates,” “believes,” “estimates,” “expects,” “intends,” “plans,” “predicts,” “projects,” and similar expressions. The Company’s expectations, beliefs and projections are expressed in good faith and are believed by the Company to have a reasonable basis, including without limitation, management’s examination of historical operating trends, data contained in the Company’s records and other data available from third parties, but there can be no assurance that management’s expectations, beliefs or projections will result or be achieved or accomplished. The Company cautions readers that forward looking statements, including without limitation, those relating to future business prospects, revenues, working capital, liquidity, capital needs, interest costs, and income, are subject to certain risks and uncertainties that could cause actual results to differ materially from those indicated in the forward looking statements, due to several important factors herein identified, among others, and other risks and factors identified from time to time in the Company’s reports filed with the Securities and Exchange Commission.

RESULTS OF OPERATIONS

OVERVIEW

Net income for the year ended December 31, 2009 was $300,474, or $1.28 per share, compared to $1,491,661, or $6.22 per share, for the year ended December 31, 2008, resulting in a decrease of $1,191,187.

Defaults by borrowers increased substantially in 2009, resulting in the recording of higher provisions for credit losses and higher net charge-offs. For the year ended December 31, 2009, we recorded a provision for loan losses of $1,083,000 compared to $400,000 for the year 2008. Our net charge offs for the comparable periods were $1,011,297 and $347,682, respectively.

Our 2009 operating results, compared to 2008, were also negatively impacted by the $461,935 write down of our investment securities for being other than temporarily impaired and the $277,932 increase in our federal deposit insurance premiums.

NET INTEREST INCOME

General - The largest component of total income is net interest income, the difference between the income earned on assets and the interest accrued or paid on deposits and borrowings used to support such assets. The volume and mix of assets and liabilities and their sensitivity to interest rate movement determine changes in net interest income. Net interest margin is determined by dividing annualized net interest income by average average-assets. Net interest spread is derived from determining the weighted-average rate of interest paid on deposits and borrowings and subtracting it from the weighted-average yield on average-assets.

 

9


COMMUNITYCORP AND SUBSIDIARY

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

NET INTEREST INCOME (continued)

 

Net interest income for 2009 was $5,462,772 compared to $5,745,097 for 2008, a decrease of $282,325, or 4.91%. The decrease was mainly attributable to the decrease in the average balance of our average-assets, which decreased by 4.32%, while our average interest-bearing liabilities decreased only 1.83%

For 2009 average average-assets totaled $148,954,149 with an annualized average yield of 5.88% compared to $155,678,535 and 6.40%, respectively, for 2008. Average interest-bearing liabilities totaled $131,579,436 with an annualized average cost of 2.50% for 2009 compared to $129,211,486 and 3.26%, respectively, for 2008.

Our net interest margin and net interest spread was 3.67% and 3.38%, respectively, for 2009 compared to 3.69% and 3.14% respectively for 2008.

Our annualized yield on average average-assets decreased 52 basis points for 2009 compared to 2008, while our annualized average cost of our interest-bearing liabilities decreased 76 basis points for 2009 compared to 2008. These decreases were reflective of the decreasing interest rate environment during 2009.

Details of certain components of our average-assets and interest-bearing liabilities are discussed in the following paragraphs.

Because loans often provide a higher yield than other types of average-assets, one of our goals it to maintain our loan portfolio as the largest component of total average-assets. Loans comprised 77.65% and 72.33% of average average-assets for December 31, 2009 and 2008, respectively. Loan interest income for the years ended December 31, 2009 and 2008 was $7,668,804 and $8,322,422, respectively. The annualized average yield on loans was 6.63% and 7.39% for 2009 and 2008, respectively. Average balances of loans increased to $115,658,689 during 2009, an increase of $3,061,854 over the average of $112,596,835 during 2008. The decrease in the annualized yield on loans is mainly attributable to the decline in market interest rates and to the significant increase of $663,615 in net loans charged off. Fixed rate loans averaged approximately 97% of our loan portfolio for 2008 and 2009

Investment securities averaged $27,322,011, or 18.34% of average average-assets, for December 31, 2009, compared to $33,916,234, or 21.79% of average average-assets, for 2008. Interest earned on investment securities amounted to $1,029,475 for the year ended December 31, 2009, compared to $1,460,722 for the same period last year. Investment securities yielded 3.77% and 4.31% for the period ended December 31, 2009 and 2008, respectively.

Total interest expense for the years ended December 31, 2009 and 2008 was $3,290,075 and $4,212,875, respectively. The largest component of interest expense is interest on deposit accounts. Interest expense on deposit accounts was $3,290,068 and $4,207,282, for the years ended December 31, 2009 and 2008, respectively. The average balance of interest bearing deposits increased to $131,578,477 for the year ended December 31, 2009, from $128,880,436 during the same period last year. The annualized average cost of deposits was 2.50% for the year ended December 31, 2009, compared to 3.26% for the same period in 2008.

For the year ended December 31, 2009 and 2008, the total annualized average cost of funds was 2.50% and 3.26%, respectively.

 

10


COMMUNITYCORP AND SUBSIDIARY

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

NET INTEREST INCOME (continued)

 

Average Balances, Income, Expenses, Yields, and Rates. The following table sets forth, for the periods indicated, the weighted average yields earned, the weighted average rates paid, the net interest spread, and the net interest margin on average-assets. The table also indicates the average balance during the year and the interest income or expense by specific categories.

Average Balances, Income, Expenses, and Rates

 

     2009    2008
     Average
Balance
    Income/
Expense
   Yield/
Rate
   Average
Balance
    Income/
Expense
   Yield/
Rate

Assets:

               

Average-assets:

               

Loans (2)

   $115,658,689      $7,668,804    6.63%    $112,596,835      $8,322,422    7.39%

Securities, taxable (1)

   14,589,666      532,772    3.65       24,172,428      1,069,573    4.43   

Securities, tax-exempt (1)

   12,370,484      462,881    3.74       9,278,463      353,366    3.80   

Nonmarketable equity securities

   361,861      33,822    9.35       465,343      37,783    8.17   

Federal funds sold

   4,473,449      7,918    0.18       8,954,126      166,567    1.87   

Time deposits with other banks

   1,500,000      46,650    3.11       211,340      8,261    3.79   
                           

Total average-assets

   148,954,149      8,752,847    5.88       155,678,535      9,957,972    6.40   
                   

Cash and due from banks

   12,828,752            4,814,779        

Allowance for loan losses

   (2,025,013         (1,932,510     

Premises and equipment

   3,028,163            2,998,557        

Accrued interest

   1,137,478            988,802        

Other assets

   1,052,138            805,184        
                       

Total assets

   $164,975,667            $163,353,347        
                       

Liabilities and Shareholders’ Equity:

               

Interest-bearing liabilities:

               

Interest-bearing deposits

   $131,578,477      $3,290,068    2.50%    $128,880,436      $4,207,282    3.26%

Short-term borrowings

   959      7    0.73       331,050      5,593    1.81   
                           

Total interest-bearing liabilities

   131,579,436      3,290,075    2.50       129,211,486      4,212,875    3.26   
                   

Noninterest-bearing deposits

   14,225,344            15,439,997        

Accrued interest

   915,074            1,273,749        

Other liabilities

   372,698            291,509        

Shareholders’ equity

   17,883,115            17,130,606        
                       

Total liabilities and
shareholders’ equity

   $164,975,667            $163,353,347        
                       

Net interest spread

        3.38%         3.14%

Net interest income

     $5,462,772         $5,745,097   
                   

Net interest margin

        3.67%         3.69%

(1) Averages for securities are stated at their carrying amount.

(2) The effect of loans in nonaccrual status and fees collected is not significant to the computations. All loans and deposits are domestic.

 

11


COMMUNITYCORP AND SUBSIDIARY

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

NET INTEREST INCOME (continued)

 

Analysis of Changes in Net Interest Income. Net interest income can also be analyzed in terms of the impact of changing rates and changing volume. The following table describes the extent to which changes in interest rates and changes in the volume of average-assets and interest-bearing liabilities have affected the Company’s interest income and interest expense during the periods indicated. Information on changes in each category attributable to (i) changes due to volume (change in volume multiplied by prior period rate), (ii) changes due to rates (changes in rates multiplied by prior period volume) and (iii) changes in rate and volume (change in rate multiplied by the change in volume) is provided as follows:

Analysis of Changes in Net Interest Income

 

     2009 Compared With 2008     2008 Compared With 2007  
     Variance Due to Changes in              
Volume/                     
   

Variance Due to Changes in         

Volume/                 

 
(Dollars in thousands)    Volume     Rate     Rate     Total     Volume     Rate     Rate     Total  

Earning-assets

                

Loans

   $ 226      $ (857   $ (23   $ (654   $ 288      $ (228   $ (8   $ 52   

Securities, taxable

     (425     (188     76        (537     (166     (80     11        (235

Securities, tax-exempt

     117        (5     (2     110        13        (4     -        9   

Nonmarketable equity securities

     (8     5        (1     (4     7        9        3        19   

Federal funds sold

     (84     (152     77        (159     14        (282     (9     (277

Time deposits with other banks

     49        (1     (10     38        20        (7     (15     (2
                                                                

Total interest income

     (125     (1,198     117        (1,206     176        (592     (18     434   
                                                                

Interest-Bearing Liabilities

                

Interest-bearing deposits

     88        (985     (21     (918     36        (581     (4     (549

Short-term borrowings

     (6     (4     4        (6     (4     (6     (3     (5
                                                                

Total interest expense

     82        (989     (17     (924     40        (587     (7     (554
                                                                

Net interest income

   $ (207   $ (209   $ 134      $ (282   $ 136      $ (5   $ (11   $ 120   
                                                                

Interest Sensitivity - The Company monitors and manages the pricing and maturity of its assets and liabilities in order to diminish the potential adverse impact that changes in interest rates could have on its net interest income. The principal monitoring technique employed by the Company is the measurement of the Company’s interest sensitivity “gap,” which is the positive or negative dollar difference between assets and liabilities that are subject to interest rate repricing within a given period of time. Interest rate sensitivity can be managed by repricing assets or liabilities, selling securities available-for-sale, replacing an asset or liability at maturity, or adjusting the interest rate during the life of an asset or liability. Managing the amount of assets and liabilities repricing in this same time interval helps to manage the risk and minimize the impact on net interest income of rising or falling interest rates.

 

12


COMMUNITYCORP AND SUBSIDIARY

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

NET INTEREST INCOME (continued)

 

The following table presents the Company’s rate sensitivity at each of the time intervals indicated as of December 31, 2009. The table may not be indicative of the Company’s rate sensitivity position at other points in time.

Interest Sensitivity Analysis

 

(Dollars in thousands)   Within
Three
Months
    After Three
Through
Twelve
Months
    After One
Through
Five
Years
    Greater
Than
Five
Years
  Total

Assets

         

Earning-assets:

         

Federal funds sold and securities purchased under agreements to resell

  $ 2,030      $ -      $ -      $ -   $ 2,030

Time deposits in other banks

    500        750        250          1,500

Investment securities

    231        265        4,312          20,679     25,487

Loans (1)

    22,320        34,789        56,488        151     113,748
                                   

Total earning-assets

    25,081        36,804        61,050        20,830     142,765
                                   

Liabilities

         

Interest-bearing liabilities:

         

Interest-bearing deposits:

         

Demand

    23,351        -        -        -     23,351

Savings and money market

    16,645        -        -        -     16,445

Time

    23,044        61,520        7,941        24     92,529
                                   

Total interest-bearing deposits and liabilities

    63,040          61,520        7,941        24     132,525
                                   

Period gap

  $ (37,959   $ (25,716   $   53,109      $ 20,806  
                               

Cumulative gap

  $ (37,959   $ (63,675   $ (10,566   $ 10,240  
                               

Ratio of cumulative gap to total earning-assets

    (26.59)%        (44.60)%        (7.40)%        7.17%  

 

(1) Excludes nonaccrual loans.

The above table reflects the balances of average-assets and interest-bearing liabilities at the earlier of their repricing or maturity dates. Overnight federal funds are reflected at the earliest pricing interval due to the immediately available nature of the instruments. Scheduled payment amounts of fixed rate amortizing loans are reflected at each scheduled payment date. Scheduled payment amounts of variable rate amortizing loans are reflected at each scheduled payment date until the loan may be repriced contractually; the unamortized balance is reflected at that point. Interest-bearing liabilities with no contractual maturity, such as savings deposits and interest-bearing transaction accounts, are reflected in the earliest repricing period due to contractual arrangements which give the Company the opportunity to vary the rates paid on those deposits within a thirty-day or shorter period. Fixed rate time deposits, principally certificates of deposit, are reflected at their contractual maturity date. Short-term borrowings are reflected in the earliest repricing period since these borrowings mature daily.

 

13


COMMUNITYCORP AND SUBSIDIARY

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

NET INTEREST INCOME (continued)

 

The Company generally would benefit from increasing market rates of interest when it has an asset-sensitive gap and generally would benefit from decreasing market rates of interest when it is liability sensitive. The Company currently is liability-sensitive over periods with maturity dates of less than twelve months. However, the Company’s gap analysis is not a precise indicator of its interest sensitive position. The analysis presents a static view of the timing of maturities and repricing opportunities, without taking into consideration that changes in interest rates do not affect all assets and liabilities equally. Net interest income is also impacted by other significant factors, including changes in the volume and mix of average-assets and interest-bearing liabilities.

PROVISION AND ALLOWANCE FOR LOAN LOSSES

We provide for loan losses using the allowance method. Increases to the allowance are charged by recording a provision for loan losses in the consolidated statement of income. Loan losses and recoveries are charged to the allowance. Charge-offs to the allowance are made when all or a portion of the loan is confirmed as a loss based on our review of the loan, through possession of the underlying security, or through a troubled debt restructuring transaction. Likewise, recoveries offset these increases through credits to the allowance.

The allowance is maintained at a level that we believe is sufficient to cover losses in the loan portfolio at a specific point in time. Assessing the adequacy of the allowance requires considerable judgment. The adequacy of the allowance is analyzed on a monthly basis using an internal analysis model. For purposes of this analysis, adequacy is defined as a level sufficient to absorb probable losses in the portfolio. This methodology relies upon our judgment. Our judgments are based on our assessment of various issues, including, but not limited to, the pace of loan growth, emerging portfolio concentrations, the risk management system relating to lending activities, entry into new markets, new product offerings, loan portfolio quality trends, and uncertainty in current economic and business conditions. An allowance model is used that takes into account factors including the composition of the loan portfolio such as risk grade classifications, historical asset quality trends including, but not limited to, previous loss experience ratios, our assessment of current economic conditions, and reviews of specific high risk sectors of the portfolio. Loans are graded at inception and are reviewed on a periodic basis to ensure that assigned risk grades are proper based on the definition of such classification. The value of underlying collateral is also considered during such analysis. The resulting monthly model and the related conclusions are reviewed and approved by Senior Management. Our analysis of allowance adequacy includes consideration for loan impairment. While we use the best information available to make evaluations, future adjustments to the allowance may be necessary if results differ substantially from the assumptions used in making the evaluations.

The methodology for assessing the adequacy of the allowance establishes both an allocated and unallocated component of the allowance. The allocated component is based principally on current loan grades and historical loss rates. The unallocated component is the result of the portion of the assessment that estimates probable losses in the portfolio that are not fully captured in the allocated allowance. This analysis includes, but is not necessarily limited to, industry concentrations, model imprecision, and the estimated impact of current economic conditions on historical loss rates. On a continual basis, we monitor trends within the portfolio, both quantitative and qualitative, and assess the reasonableness of the unallocated component.

The allowance is subject to examination and adequacy testing by regulatory agencies. In addition, such regulatory agencies could require allowance adjustments based on information available to them at the time of their examination.

The allowance for loan losses was 1.76% and 1.74% of total loans at December 31, 2009 and 2008 respectively. The allowance for loan losses at December 31, 2009 is reflective of the results of our allowance model methodology. We monitor and evaluate the adequacy of the allowance and loss exposure in the loan portfolio by considering the borrowers’ financial conditions and other factors in the unallocated component of the allowance. Accordingly, we believe the allowance as of December 31, 2009 is adequate, based on our assessment of probable losses, and available facts and circumstances then prevailing.

 

14


COMMUNITYCORP AND SUBSIDIARY

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

PROVISION AND ALLOWANCE FOR LOAN LOSSES (continued)

 

The provision for loan losses is the charge to operating earnings that management feels is necessary to maintain the allowance for possible loan losses at an adequate level. For the year ended December 31, 2009, the provision charged to expense was $1,083,000 as compared to $400,000 for the same period in 2008.

Allowance for Loan Losses

 

     Year ended December 31,  
     2009     2008  

Total loans outstanding at end of year

   $ 116,458,480      $ 113,704,520   
                

Average loans outstanding

   $ 115,658,689      $ 112,596,835   
                

Balance of allowance for loan losses at beginning of period

   $ 1,981,637      $ 1,929,319   
                

Loan losses:

    

Real estate - construction

     104,327        -   

Real estate - mortgage

     48,043        -   

Commercial and industrial

     791,786        261,094   

Consumer

     108,907        102,037   
                

Total loan losses

     1,053,063        363,131   
                

Recoveries of previous loan losses:

    

Real estate - construction

     -        -   

Real estate - mortgage

     -        -   

Commercial and industrial

     17,048        1,030   

Consumer

     24,718        14,419   
                

Total recoveries

     41,766        15,449   
                

Net charge-offs

     (1,011,297     (347,682

Provision charged to operations

     1,083,000        400,000   
                

Balance of allowance for loan losses at end of year

   $ 2,053,340      $ 1,981,637   
                

Ratios:

    

Net charge-offs to average loans outstanding

     0.87%        0.31%   

Net charge-offs to loans at end of year

     0.87%        0.31%   

Allowance for loan losses to average loans

     1.78%        1.76%   

Allowance for loan losses to loans at end of year

     1.76%        1.74%   

Net charge-offs to allowance for loan losses

     49.25%        17.55%   

Net charge-offs to provisions for loan losses

     93.38%        86.92%   

Risk Elements in the Loan Portfolio

    

The following table sets forth our nonperforming assets at the dates indicated:

  
December 31,    2009     2008  

Nonaccrual loans

   $ 2,710,494      $ 1,975,835   

Total loans impaired not in nonaccrual

     6,047,788        2,736,203   

Loans 90 days or more past due and still accruing interest

     2,480        2,951   
                

Total impaired and nonperforming loans

     8,760,762        4,714,989   

Other real estate owned

     340,000        75,000   
                

Total impaired and nonperforming assets

   $ 9,100,762      $ 4,789,989   
                

Nonperforming assets to period end loans

     7.81%        4.21%   

 

15


COMMUNITYCORP AND SUBSIDIARY

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

PROVISION AND ALLOWANCE FOR LOAN LOSSES (continued)

 

The following tables summarize information on impaired loans at and for the years ended December 31, 2009 and 2008.

 

     2009    2008

Impaired loans with specific allowance

   $ 2,426,363    $ 1,836,987

Impaired loans with no specific allowance

     6,331,909      2,875,051
             

Total impaired loans – year end

   $ 8,758,272    $ 4,712,038
             

Related specific allowance – year end

   $ 760,103    $ 275,548

Average recorded investment in impaired loans – year end

     6,475,817      3,940,498

Impaired loans included in nonaccrual

     2,710,494      1,975,835

Interest income on impaired loans other than nonaccrual loans is recognized on an accrual basis. Interest income on nonaccrual loans is recognized only as collected. During 2009 and 2008, interest income recognized on nonaccrual loans was $18,687 and $10,000, respectively. If the nonaccrual loans had been accruing interest at their original contracted rates, related income would have been $167,968 and $89,000 for 2009 and 2008, respectively.

At December 31, 2009 real estate or other collateral secured practically all of the loans that were considered impaired. In the event of foreclosure on these loans, there can be no assurance that in liquidation, the collateral can be sold for its estimated fair market value or even for an amount at least equal to or greater than the loan amount.

The results our internal review process and applying the allowance model methodology are the primary determining factors in management’s assessment of the adequacy of the allowance for loan losses.

NONINTEREST INCOME AND EXPENSE

Noninterest Income. Noninterest income for the years ended December 31, 2009 was $116,870 and $690,787, respectively. The decrease in the 2009 other incomes is mostly attributable to the write down of our investment securities for being other than temporarily impaired. Before the write downs, other income for 2009 is $578,805 compared to $690,787 for 2008, resulting in a net decrease of $111,982. This decrease is also due in part to the $40,000 loss on the sale of other real estate owned and the decrease of $54,799 in our service charges on deposit accounts. The decrease in service charges is attributable to the closing of problematic deposit accounts.

Noninterest Expense. Total noninterest expense for years ended December 31, 2009 and 2008 was $4,027,863 and $3,844,714, respectively. This represented an increase in noninterest expense of $183,149, or 4.76%. Salaries and employee benefits decreased $101,354, or 5.04%, from $2,011,830 for 2008 to $1,910,476 for 2009. For 2009, other operating expense was $1,495,807, or $264,888 higher than for 2008. This increase is due in part to the $277,932 increase in our federal deposit insurance premiums and to the $58,599 increase in our professional fees. During 2009, like all federally insured banks, the Federal Deposit Insurance Corporation levied a special premium assessment on our deposits and drastically increased our premiums for deposit insurance. The increase in our professional fees is due largely to the cost of complying with the provisions of section 404 of the Sarbanes-Oxley Act. Net occupancy and equipment expense increased from $601,965 for 2008 to $621,580 for 2009. An increase of $19,615, or 3.26%.

 

16


COMMUNITYCORP AND SUBSIDIARY

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

NONINTEREST INCOME AND EXPENSE - (continued)

 

Income Taxes. Our income tax expense for 2009 was $168,305, a decrease of $531,204 from the 2008 expense of $699,509. The effective tax rates for the years ended December 31, 2009 and 2008 were 35.90% and 31.92%, respectively. The increase in the effective rates is due mainly to the establishment of a valuation allowance for our deferred tax asset relating to the capital loss carry forward.

AVERAGE-ASSETS

Loans. Loans are the largest category of average-assets and typically provide higher yields than other types of average-assets. Associated with the higher loan yields are the inherent credit and liquidity risks which management attempts to control and counterbalance. Loans averaged $115,658,689 in 2009 compared to $112,596,835 in 2008, an increase of $3,061,854, or 2.72%. Total loans were $116,458,480 and $113,704,520 at December 31, 2009 and 2008, respectively. Fixed rates loans comprised 97% and 98% of our loan portfolio at December 31, 2009 and 2008, respectively.

Our ratio of loans to deposits was 79.39% at December 31, 2009 as compared to 78.03% at December 31, 2009. The loan to deposit ratio is used to monitor a financial institution’s potential profitability and efficiency of asset distribution and utilization. Generally, a higher loan to deposit ratio is indicative of higher interest income since loans yield a higher return than alternative investment vehicles. We have concentrated on maintaining quality in the loan portfolio while continuing to increase the deposit base.

We extend credit primarily to consumers and small businesses in Walterboro, Ravenel and Ridgeland, South Carolina, and to customers in surrounding areas. Our service area is mixed in nature. Walterboro is a regional business center whose economy contains elements of medium and light manufacturing, higher education, regional health care, and distribution facilities. Outside the incorporated city limits of Walterboro, the economy includes manufacturing, agriculture, timber, and recreational activities. Loan growth in the Ravenel and Ridgeland area is expected to come primarily from consumer loans and small businesses in neighboring Charleston and Jasper Counties. No particular category or segment of the economies previously described is expected to grow or contract disproportionately in 2009. We believe that the loan portfolio is adequately diversified. There are no significant concentrations of loans in any particular individuals, industry, or group of related individuals or industries. The loan demand, due to the current depressed economy, is currently weak in our market area.

We consider a loan to be impaired when, based upon current information and events. We believe it is probable that we will be unable to collect all amounts due according to the contractual terms of the loan agreement. Our impaired loans include loans identified as impaired through review of the nonhomogeneous portfolio and troubled debt restructurings. Specific allowances are established on impaired loans, if deemed necessary, for the difference between the loan amount and the fair market value less estimated selling costs. Impaired loans may be left on accrual status during the period we are pursuing repayment of the loan. Impairment losses are recognized through an increase in the allowance for loan losses and a corresponding charge to the provision for loan losses. Adjustments to impairment losses due to changes in the fair market value of the collateral properties for impaired loans are also recognized through an increase in the allowance for loan losses and a corresponding charge to the provision for loan losses. When an impaired loan is sold, transferred to other real estate owned, or written-down, the loan is removed from the portfolio through a charge-off to the allowance for loan losses.

 

17


COMMUNITYCORP AND SUBSIDIARY

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

AVERAGE-ASSETS (continued)

 

The following table sets forth the composition of the loan portfolio by category at December 31, 2009 and 2008 and highlights our general emphasis on commercial and mortgage lending.

Loan Portfolio Composition

 

     2009     2008  
            
     Amount     Percent
  of Total  
    Amount     Percent
  of Total  
 
                        

Commercial and industrial

   $71,750,588      61.60   $68,540,891      60.28

Real estate

        

Construction

   3,256,857      2.80      4,564,879      4.01   

Mortgage

   31,601,663      27.14      31,204,675      27.44   

Consumer and other loans

   9,849,372      8.46      9,394,075      8.26   
                        

Total loans

   116,458,480      100.00   113,704,520      100.00
                

Allowance for loan losses

   (2,053,340     (1,981,637  
                

Net loans

   $114,405,140        $111,722,883     
                

Commercial and industrial loans increased $3,209,697, or 4.68% from $68,540,891 at December 31, 2008. Real estate loans, including construction and mortgage loans, decreased $911,034, or 2.55% to $34,858,520 at December 31, 2009. Consumer and all other loans decreased $455,297, or 4.86% to $9,849,372 at December 31, 2009.

Maturities and Sensitivity of Loans to Changes in Interest Rates

The following table summarizes the loan maturity distribution, by type, at December 31, 2009 and related interest rate characteristics:

 

     One Year or
Less
  

Over One Year
Through

Five Years

   Over Five
Years
   Total
                           

Real estate - construction

   $ 2,863,496    $ 393,361    $ -      $ 3,256,857

Real estate – mortgage

     6,506,170      24,410,010      685,483      31,601,663

Commercial and industrial

     31,692,162      39,549,512      508,913      71,750,587

Consumer and other

     3,102,701      6,674,013      72,659      9,849,373
                           
   $ 44,164,529    $ 71,026,896    $   1,267,055    $ 116,458,480
                           

Loans maturing after one year with:

           

Fixed interest rates

            $ 69,153,452

Floating interest rates

              3,140,499
               
            $ 72,293,951
               

 

18


COMMUNITYCORP AND SUBSIDIARY

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

AVERAGE-ASSETS (continued)

 

The information presented in the above table is based on the contractual maturities of the individual loans, including loans, which may be subject to renewal at their contractual maturity. Renewal of such loans is subject to review and credit approval as well as modification of terms upon their maturity. Consequently, management believes the treatment shown in the above table presents fairly the maturity and repricing structure of the loan portfolio.

Federal Funds Sold. Federal funds sold, averaged $4,473,449 in 2009, compared to $8,954,126 in 2008. At December 31, 2009 and 2008, federal funds sold were $2,030,000 and $13,146,000, respectively. These funds are a source of our liquidity and are generally invested in an earning capacity on an overnight basis.

Investment Securities. The investment securities portfolio is a significant component of the Company’s total average-assets. Total investment securities, stated at carrying amount, averaged $27,322,011 in 2009, compared to $33,916,234 in 2008. At December 31, 2009, the carrying value of the securities portfolio was $25,487,298. Securities designated as available-for-sale totaled $24,620,177 and were recorded at estimated fair value. Securities designated as held-to-maturity totaled $564,821 and were recorded at amortized cost. Securities designated as nonmarketable equity securities totaled $302,300 at December 31, 2009. Our investment objectives include maintaining and investing in a portfolio of high quality and highly liquid investments with competitive returns. Based on these objectives, our investments primarily consist of obligations of government-sponsored enterprises and obligations of states and local governments.

Investment Portfolio. The following tables summarize the carrying value of investment securities at December 31, 2009 and 2008 and the weighted average yields of those securities at December 31, 2009.

Investment Securities Portfolio Composition

 

     2009    2008
             

Available-for-Sale (1)

     

Government-sponsored enterprises

   $ 4,947,534    $ 11,554,710

Obligations of states and local governments

     12,653,121      8,330,464

Other

     200,000      446,356
             
     17,800,655      20,331,530

Mortgage-backed securities

     6,819,521      7,483,745
             

Total available-for-sale securities

   $   24,620,177    $ 27,815,275
             

Held-to-Maturity (1)

     

Obligations of states and local governments

   $ 564,821    $ 1,319,596
             

 

(1) Held-to-maturity securities are stated at amortized cost and available-for-sale securities are stated at estimated fair value.

 

19


COMMUNITYCORP AND SUBSIDIARY

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

AVERAGE-ASSETS (continued)

 

Investment Securities Maturity Distribution and Yields

Available-for-Sale

 

December 31, 2009    Within One Year    

After One But

Within Five Years

   

After Five But

Within Ten Years

    Over Ten Years  
                                
    (Dollars in thousands)    Amount    Yield     Amount    Yield     Amount    Yield     Amount    Yield  
                                                    

Government-sponsored enterprises (1)

   $ -      -      $ 2,675    3.78   $ 1,788    3.45   $ 485    4.25

Obligations of states and local governments

     231    4.30     1,537    3.73     7,506    3.89     3,379    4.18

Other

     -      -     -      -     200    6.25     -      -
                                    

Total available-for-sale securities

   $ 231    4.30   $ 4,212    3.76   $ 9,494    3.86   $ 3,864    4.19
                                    
Held-to-Maturity                     
December 31, 2009    Within One Year    

After One But

Within Five Years

   

After Five But

Within Ten Years

    Over Ten Years  
                                
    (Dollars in thousands)    Amount    Yield (1)     Amount    Yield (1)     Amount    Yield (1)     Amount    Yield (1)  
                                                    

Obligations of states and local governments

   $ 265    4.00   $ 100    4.40   $ 200    4.00   $ -      -     
                                    

 

(1) Excludes mortgage-backed securities totaling $6,819,521 with a yield of 4.55%.

DEPOSITS AND OTHER INTEREST-BEARING LIABILITIES

Deposits.  Deposits account for practically all of our interest bearing liabilities. Total average deposits increased from $144,320,433 in 2008 to $145,803,821 in 2009. This represents an increase of $1,483,388, or 1.03% from the 2008 amount.

The following table summarizes our average deposits for the years ended December 31, 2009 and 2008.

 

     2009     2008  
                
     Amount    Percent of
Deposits
    Amount    Percent of
Deposits
 
                          

Noninterest-bearing demand

   $ 14,225,344    9.75   $ 15,439,997    10.70

Interest-bearing demand

     21,941,597    15.05        21,810,723    15.11   

Savings accounts

     17,830,612    12.23        15,434,514    10.69   

Other time deposits

     91,806,268    62.97        91,635,199    63.50   
                          

Total deposits

   $   145,803,821    100.00   $  144,320,433    100.00
                          

Our actual deposits at December 31, 2009 and 2008 were $146,687,996 and $145,713,985, respectively, representing an increase of $974,011, or 0.67%.

Core deposits, which exclude certificates of deposit of $100,000 or more, provide a relatively stable funding source for our loan portfolio and other earning-assets. Our core deposits were $95,566,620 and $91,719,814 at December 31, 2009 and 2008, respectively. A stable base of deposits is expected to be our primary source of funding to meet both its short-term and long-term liquidity needs in the future.

 

20


COMMUNITYCORP AND SUBSIDIARY

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

DEPOSITS AND OTHER INTEREST-BEARING LIABILITIES (continued)

 

Maturities of Certificates of Deposit of $100,000 or More

The maturity distribution of our time deposits of $100,000 or more at December 31, 2009, is shown in the following table.

 

    Within Three
Months
  After Three
Through Six
Months
  After Six
Through
Twelve
Months
  After Twelve
Months
  Total
Certificates of deposit
  of $100,000 or more
  $ 11,755,483   $ 17,543,665   $   17,350,542   $    4,471,686   $  51,121,376

Large balance certificates of deposit customers tend to be extremely sensitive to interest rate levels, making these deposits less reliable sources of funding for liquidity planning purposes than core deposits. Certificates of deposits that were obtained through brokers were $0 and $3,305,000 at December 31, 2009 and 2008, respectively.

Short-term Borrowings. We did not have any short-term borrowings at December 31, 2009 or 2008. Since securities sold under agreements to repurchase, which are classified as secured borrowings and generally mature within one to seven day periods. Either party may cancel the arrangement without penalty. Information concerning securities sold under agreements to repurchase for the year 2008 is summarized as follows:

 

            2008       

Average balance during the year

   $ 308,449

Average interest rate during the year

     1.81%

Maximum month-end balance during the year

   $ 515,000

End of period average interest rate

     0.25%

CAPITAL

Total shareholders’ equity increased by $52,235 from $17,693,418 at December 31, 2008 to $17,745,653 at December 31, 2009. The increase is attributable to the sale of treasury stock of $48,400, the increase in other comprehensive income of $210,371 and net income of $300,474. These increases were offset by the purchase of treasury stock during the period of $254,320 and the payment of dividends of $252,690.

 

21


COMMUNITYCORP AND SUBSIDIARY

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

CAPITAL (continued)

 

The Bank is subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory, and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Bank’s financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Bank must meet specific capital guidelines that involve quantitative measures of the Bank’s assets, liabilities, and certain off-balance-sheet items as calculated under regulatory accounting practices. The Bank’s capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings, and other factors.

Quantitative measures established by regulation to ensure capital adequacy require the Bank to maintain minimum ratios of Tier 1 and total capital as a percentage of assets and off-balance-sheet exposures, adjusted for risk weights ranging from 0% to 100%. Tier 1 capital consists of common shareholders’ equity, excluding the unrealized gain or loss on securities available for sale, minus certain intangible assets. Tier 2 capital consists of the allowance for loan losses subject to certain limitations. Total capital for purposes of computing the capital ratios consists of the sum of Tier 1 and Tier 2 capital. Total regulatory minimum requirements are 4% for Tier 1 and 8% for total risk-based capital.

As of December 31, 2009, management believes that the Bank is well capitalized under the regulatory framework for prompt-corrective action.

The following table summarizes the capital amounts and ratios of the Bank and the regulatory minimum requirements.

 

     Actual    For Capital
Adequacy Purposes
   To Be Well-
Capitalized Under
Prompt Corrective
Action Provisions
               Minimum    Minimum
     Amount    Ratio    Amount    Ratio    Amount    Ratio

December 31, 2009

                 

Total capital (to risk-weighted assets)

   $18,956,794    14.92%    $ 10,165,600    8.00%    $ 12,707,000    10.00%

Tier 1 capital (to risk-weighted assets)

   17,368,419    13.67       5,082,800    4.00       7,624,200    6.00   

Tier 1 capital (to average assets)

   17,368,419    10.48       6,627,400    4.00       8,284,250    5.00   

December 31, 2008

                 

Total capital (to risk-weighted assets)

   $19,125,823    15.31%    $   9,995,920    8.00%    $12,494,900    10.00%

Tier 1 capital (to risk-weighted assets)

   17,563,961    14.06       4,997,960    4.00       7,496,940    6.00   

Tier 1 capital (to average assets)

   17,563,961    10.84       6,481,960    4.00       8,102,450    5.00   

The Federal Reserve Board has similar requirements for bank holding companies. The Company is currently not subject to these requirements because the Federal Reserve guidelines contain an exemption for bank holding companies with less than $500,000,000 in consolidated assets.

LIQUIDITY MANAGEMENT

Liquidity is the ability to meet current and future obligations through liquidation or maturity of existing assets or the acquisition of additional liabilities. Adequate liquidity is necessary to meet the requirements of customers for loans and deposit withdrawals in the most timely and economical manner. Some liquidity is ensured by maintaining assets, which may be immediately converted into cash at minimal cost (amounts due from banks and federal funds sold). However, the most manageable sources of liquidity are composed of liabilities, with the primary focus of

 

22


COMMUNITYCORP AND SUBSIDIARY

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

LIQUIDITY MANAGEMENT –(continued)

 

liquidity management being on the ability to obtain deposits within our market area. Core deposits (total deposits, less time deposits of $100,000 and over) provide a relatively stable funding base. At December 31, 2009 and 2008 core deposits represented 62.15% and 62.95%, respectively of total deposits.

The Bank had available at the end of 2009 unused short-term lines of credit to purchase up to $7,000,000 of federal funds from unrelated correspondent institutions. The Bank also has a credit availability agreement with the Federal Home Loan Bank totaling 15 percent of the Bank’s qualifying assets as of any quarter end. As of December 31, 2009, the available credit totaled $24,809,000 and there were no borrowings outstanding. Any borrowings from the FHLB will be secured by a blanket lien on all of the Bank’s 1-4 family residential first lien mortgage loans and or investment securities.

Asset liquidity is provided from several sources, including amounts due from banks and federal funds sold. Available for sale securities, particularly those maturing within one year, provide a secondary source of liquidity. In addition, funds from maturing loans are a source of liquidity.

Our ability to meet its cash obligations or to pay any possible future cash dividends to shareholders is dependent primarily on the successful operation of the Bank and its ability to pay cash dividends to us. Any of the Bank’s cash dividends in an amount exceeding current year-to-date earnings are subject to the prior approval of the South Carolina Commissioner of Banking and are generally allowable only from its undivided profits. In addition, dividends paid by the Bank to us would be prohibited if such payment would cause the Bank’s capital to be reduced below applicable minimum regulatory requirements. At December 31, 2009, the Bank’s available undivided profits totaled $14,136,711. Under Federal Reserve Board regulations, the amounts of loans or advances from the Bank to us are also restricted.

We believe that our overall liquidity sources for us and the Bank are adequate to meet our operating needs in the ordinary course of business.

IMPACT OF OFF-BALANCE-SHEET INSTRUMENTS

We are a party to financial instruments with off-balance-sheet risk in the normal course of business to meet the financing needs of our customers. These financial instruments consist of commitments to extend credit and standby letters of credit. Commitments to extend credit are legally binding agreements to lend to a customer at predetermined interest rates as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. A commitment involves, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the balance sheet. Our exposure to credit loss in the event of nonperformance by the other party to the instrument is represented by the contractual notional amount of the instrument. Since certain commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. Letters of credit are conditional commitments issued to guarantee a customer’s performance to a third party and have essentially the same credit risk as other lending facilities. Standby letters of credit often expire without being used. We believe that through various sources of liquidity, they have the necessary resources to meet obligations arising from these financial instruments.

We use the same credit underwriting procedures for commitments to extend credit and standby letters of credit as we do for our on-balance-sheet instruments. The credit worthiness of each borrower is evaluated and the amount of collateral, if deemed necessary, is based on the credit evaluation. Collateral held for commitments to extend credit and standby letters of credit varies but may include accounts receivable, inventory, property, plant, equipment, and income-producing commercial properties.

There are no off-balance-sheet contractual relationships, other than those disclosed in this report, that could result in liquidity needs or other commitments or that could significantly impact earnings.

 

23


COMMUNITYCORP AND SUBSIDIARY

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

IMPACT OF OFF-BALANCE-SHEET INSTRUMENTS (continued)

 

Through its operations, the Bank has made contractual commitments to extend credit in the ordinary course of its business activities. These commitments are legally binding agreements to lend money to the Bank’s customers at predetermined interest rates for a specified period of time. At December 31, 2009, the Bank had issued commitments to extend credit of $7,064,287 and standby letters of credit of $825,000 through various types of commercial lending arrangements. Approximately $141,000 of these commitments to extend credit had variable rates.

The following table sets forth the length of time until maturity for unused commitments to extend credit and standby letters of credit at December 31, 2009.

 

     Within One
Month
  

After One

Through

Three

Months

  

After Three
Through

Twelve

Months

  

Within One

Year

  

Greater
Than

One Year

   Total
                                         

Unused commitments to extend credit

   $ 208,608    $  1,708,636    $ 3,413,180    $  5,330,424    $  1,733,863    $  7,064,287

Standby letters of credit

     25,000      242,000      530,000      797,000      28,000      825,000
                                         

Totals

   $ 233,608    $  1,950,636    $ 3,943,180    $  6,127,424    $  1,761,863    $  7,889,287
                                         

The Bank evaluates each customer’s credit worthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary by the Bank upon extension of credit, is based on its credit evaluation of the borrower. Collateral varies but may include accounts receivable, inventory, property, plant and equipment, commercial and residential real estate.

IMPACT OF INFLATION

The consolidated financial statements and related financial data presented herein have been prepared in accordance with accounting principles generally accepted in the United States of America which require the measurement of financial position and operating results in terms of historical dollars, without considering changes in relative purchasing power over time due to inflation. Unlike most industrial companies, virtually all of the assets and liabilities of a financial institution are monetary in nature. As a result, interest rates generally have a more significant impact on a financial institution’s performance than does the effect of inflation.

While the effect of inflation on a bank is normally not as significant as its influence on those businesses that have large investments in plant and inventories, it does have an effect. Interest rates generally increase as the rate of inflation increases, but the magnitude of the change in rates may not be the same. While interest rates have traditionally moved with inflation, the effect on income is diminished because both interest earned on assets and interest paid on liabilities vary directly with each other. Also, increases in the price of goods and services will generally result in increased operating expenses.

IMPACT OF RECENT ACCOUNTING CHANGES

For a summary of recent authoritative pronouncements that affect accounting, reporting, and disclosure of financial information by us, see Note 1 to the consolidated financial statements.

 

24


MANAGEMENT’S ANNUAL REPORT ON INTERNAL

CONTROL OVER FINANCIAL REPORTING

Our Management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934. Our internal control over financial reporting is a process designed to provide reasonable assurance that assets are safeguarded against loss from unauthorized use or disposition, transactions are executed in accordance with appropriate management authorization and accounting records are reliable for the preparation of financial statements in accordance with generally accepted accounting principles.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Management assessed the effectiveness of our internal control over financial reporting as of December 31, 2009. Management based this assessment on criteria for effective internal control over financial reporting described in “Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission.” Management’s assessment included an evaluation of the design of our internal control over financial reporting and testing of the operational effectiveness of its internal control over financial reporting. Management reviewed the results of its assessment with the Audit Committee of the Board of Directors. Based on this assessment, management believes that Communitycorp maintained effective internal control over financial reporting as of December 31, 2009.

This annual report does not include an attestation report of the Company’s independent registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by the Company’s independent registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit the Company to provide only management’s report in this annual report

 

25


LOGO

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and Board of Directors

Communitycorp and subsidiary

Walterboro, South Carolina

We have audited the accompanying consolidated balance sheets of Communitycorp and subsidiary as of December 31, 2009 and 2008 and the related consolidated statements of income, changes in shareholders’ equity and comprehensive income and cash flows for the years then ended. These consolidated financial statements are the responsibility of the company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Communitycorp and subsidiary as of December 31, 2009 and 2008 and the results of their operations and their cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

We were not engaged to examine management’s assertion about the effectiveness of Communitycorp and subsidiary’s internal control over financial reporting as of December 31, 2009, included in the accompanying Management’s Annual Report on Internal Control Over Financial Reporting, and, accordingly, we do not express an opinion thereon.

/s/ Elliott Davis, LLC

Charleston, South Carolina

March 26, 2010

 

26


COMMUNITYCORP AND SUBSIDIARY

 

Consolidated Balance Sheets

 

     December 31,  
        
     2009     2008  
                

Assets:

    

Cash and cash equivalents:

    

Cash and due from banks

   $ 15,664,266      $ 3,468,965   

Federal funds sold

     2,030,000        13,146,000   
                

Total cash and cash equivalents

     17,694,266        16,614,965   
                

Time deposits with other banks

     1,500,000        1,500,000   

Investment securities:

    

Securities available-for-sale

     24,620,177        27,815,275   

Securities held-to-maturity (estimated fair value of $572,115
in 2009 and $1,335,226 in 2008)

     564,821        1,319,596   

Nonmarketable equity securities

     302,300        508,435   
                

Total investment securities

     25,487,298        29,643,306   
                

Loans receivable

     116,458,480        113,704,520   

Less allowance for loan losses

     (2,053,340     (1,981,637
                

Loans receivable, net

     114,405,140        111,722,883   

Premises and equipment, net

     3,089,929        3,028,604   

Accrued interest receivable

     978,500        1,125,714   

Other real estate owned

     340,000        75,000   

Other assets

     1,897,922        874,815   
                

Total assets

   $    165,393,055      $    164,585,287   
                

Liabilities:

    

Deposits:

    

Noninterest-bearing transaction accounts

   $ 14,163,321      $ 15,652,393   

Interest-bearing transaction accounts

     23,350,646        21,065,476   

Money market savings accounts

     3,234,160        3,251,083   

Savings

     13,411,141        13,191,320   

Time deposits $100,000 and over

     51,121,376        53,994,171   

Other time deposits

     41,407,352        38,559,542   
                

Total deposits

     146,687,996        145,713,985   

Accrued interest payable

     701,979        953,278   

Other liabilities

     257,427        224,606   
                

Total liabilities

     147,647,402        146,891,869   
                

Commitments and contingencies - Notes 4 and 10

    

Shareholders’ Equity:

    

Preferred stock, $5 par value, 3,000,000 shares authorized and unissued

     -          -     

Common stock, $5 par value, 3,000,000 shares authorized;
300,000 shares issued

     1,500,000        1,500,000   

Capital surplus

     1,737,924        1,728,328   

Retained earnings

     18,440,398        18,392,614   

Accumulated other comprehensive income

     286,072        75,701   

Treasury stock (65,697 shares in 2009 and
63,123 shares in 2008)

     (4,218,741     (4,003,225
                

Total shareholders’ equity

     17,745,653        17,693,418   
                

Total liabilities and shareholders’ equity

   $ 165,393,055      $ 164,585,287   
                

 

The accompanying notes are an integral part of the consolidated financial statements.

27


COMMUNITYCORP AND SUBSIDIARY

 

Consolidated Statements of Income

 

         Years Ended December 31,    
     2009     2008

Interest income:

    

Loans, including fees

   $     7,668,804      $     8,322,422

Investment securities:

    

Taxable

     532,772        1,069,573

Tax-exempt

     462,881        353,366

Nonmarketable equity securities

     33,822        37,783

Federal funds sold

     7,918        166,567

Time deposits with other banks

     46,650        8,261
              

Total interest income

     8,752,847        9,957,972
              

Interest expense:

    

Deposits

     3,290,068        4,206,029

Short-term borrowings

     7        6,846
              

Total interest expense

     3,290,075        4,212,875
              

Net interest income

     5,462,772        5,745,097

Provision for loan losses

     1,083,000        400,000
              

Net interest income after provision for loan losses

     4,379,772        5,345,097
              

Noninterest income:

    

Service charges on deposit accounts

     485,599        540,457

Commissions on credit life insurance

     8,477        5,121

Other charges, fees, and commissions

     99,809        107,203

Impairment losses on securities available-for-sale

     (250,000     -    

Impairment losses on nonmarketable equity securities

     (211,935     -    

Loss on sale of other real estate owned

     (40,000     -    

Other

     24,920        38,006
              

Total noninterest income

     116,870        690,787
              

Noninterest expenses:

    

Salaries and employee benefits

     1,910,476        2,011,830

Net occupancy and equipment expense

     621,580        601,965

Other operating

     1,495,807        1,230,919
              

Total noninterest expenses

     4,027,863        3,844,714
              

Income before income taxes

     468,779        2,191,170

Income tax expense

     168,305        699,509
              

Net income

   $ 300,474      $ 1,491,661
              

Earnings per share:

    

Weighted-average common shares outstanding

     234,849        239,634

Basic

   $ 1.28      $ 6.22

 

The accompanying notes are an integral part of the consolidated financial statements.

28


COMMUNITYCORP AND SUBSIDIARY

 

Consolidated Statements of Changes in Shareholders’ Equity and Comprehensive Income

For the years ended December 31, 2009 and 2008

 

   

 

 

Common stock

  Capital
  surplus  
  Retained
  earnings  
    Accumulated
other
compre-
hensive

income
(loss)
    Treasury  
stock,
at cost
    Total
shareholders’
equity
 
           
    Shares       Amount            

Balance, December 31, 2007

  300,000   $   1,500,000   $   1,723,196   $   17,153,490      $ 70,928   $ (3,711,213   $ 16,736,401   

Net income

          1,491,661            1,491,661   

Other comprehensive income, net of tax expense of $5,723

            4,773       4,773   
                   

Comprehensive income

                1,496,434   

Cash dividends paid ($1.05 per share)

          (252,537         (252,537

Purchase of treasury stock

              (310,880     (310,880

Sale of treasury stock

        5,132         18,868        24,000   
                                             

Balance, December 31, 2008

  300,000     1,500,000     1,728,328     18,392,614        75,701     (4,003,225     17,693,418   

Net income

          300,474            300,474   

Other comprehensive income, net of tax expense of $110,806

            210,371       210,371   
                   

Comprehensive income

                510,845   

Cash dividends paid ($1.07 per share)

          (252,690         (252,690

Purchase of treasury stock

              (254,320     (254,320

Sale of treasury stock

        9,596         38,804        48,400   
                                             

Balance, December 31, 2009

  300,000   $ 1,500,000   $ 1,737,924   $ 18,440,398      $ 286,072   $ (4,218,741   $ 17,745,653   
                                             

 

The accompanying notes are an integral part of the consolidated financial statements.

29


COMMUNITYCORP AND SUBSIDIARY

 

Consolidated Statements of Cash Flows

 

     Years Ended December 31,    
         2009         2008  

Cash flows from operating activities:

    

Net income

   $ 300,474      $ 1,491,661   

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

    

Provision for loan losses

     1,083,000        400,000   

Depreciation expense

     252,982        229,227   

Premium amortization less discount accretion on investment securities

     86,140        32,014   

Other than temporary impairment of securities available-for-sale

     250,000        -       

Other than temporary impairment of nonmarketable equity securities

     211,935        -       

Loss on sale of other real estate owned

     40,000        -       

Deferred income tax expense

     22,099        56,838   

Amortization of loan fees and costs

     (493     (30,121

Decrease in accrued interest receivable

     147,214        172,232   

Decrease in accrued interest payable

     (251,299     (814,392

Increase in other assets

     (1,045,206     (205,519

Increase (decrease) in other liabilities

     (77,985     31,429   
                

Net cash provided by operating activities

     1,018,861        1,363,369   
                

Cash flows from investing activities:

    

Proceeds from maturities of securities available-for-sale

     16,763,990        26,279,054   

Purchases of securities available-for-sale

     (13,585,080     (19,530,889

Proceeds from maturities of securities held-to-maturity

     756,000        500,000   

Purchases of nonmarketable equity securities

     (5,800     (161,178

Increase in time deposits with other banks

     -            (1,500,000

Proceeds from sale of other real estate owned

     185,000        -       

Net (increase) decrease in loans to customers

     (4,254,764     500,297   

Purchases of premises and equipment

     (314,307     (268,712
                

Net cash provided by (used) for investing activities

     (454,961     5,818,572   
                

Cash flows from financing activities:

    

Net increase in demand deposits, interest-bearing transaction accounts and savings accounts

     998,996        1,587,195   

Net increase (decrease) in time deposits

     (24,985     4,532,478   

Net decrease in short-term borrowings

     -            (3,068,000

Cash dividends paid

     (252,690     (252,537

Purchase of treasury stock

     (254,320     (310,880

Sale of treasury stock

     48,400        24,000   
                

Net cash provided by financing activities

     515,401        2,512,256   
                

Net increase in cash and cash equivalents

     1,079,301        9,694,197   

Cash and cash equivalents, beginning of year

     16,614,965        6,920,768   
                

Cash and cash equivalents, end of year

   $ 17,694,266      $ 16,614,965   
                

Cash paid during the year for:

    

Income taxes

   $ 357,200      $ 765,700   

Interest

     3,541,374        5,027,267   

Supplemental non cash activities

    

Changes in unrealized gains on securities available-for-sale

   $ 210,371      $ 4,773   

Foreclosures on loans

     490,000        75,000   

 

The accompanying notes are an integral part of the consolidated financial statements.

30


COMMUNITYCORP AND SUBSIDIARY

Notes to Consolidated Financial Statements

 

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation - Communitycorp, a bank holding company, (the “Company”), and its subsidiary, Bank of Walterboro (the Bank), provide commercial banking services to domestic markets principally in Colleton, Charleston, and Jasper counties South Carolina. The consolidated financial statements include the accounts of the parent company and its wholly-owned subsidiary after elimination of all significant intercompany balances and transactions.

Disclosure Regarding Segments - The Company reports as one operating segment, as the chief operating decision-maker reviews the results of operations of the Company as a single enterprise.

Management’s Estimates - The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.

Material estimates that are particularly susceptible to significant change relate to the determination of the allowance for losses on loans, including valuation allowances for impaired loans, and the valuation of real estate acquired in connection with foreclosures or in satisfaction of loans. In connection with the determination of the value of foreclosed real estate, management obtains independent appraisals for significant properties. Management must also make estimates in determining the estimated useful lives and methods for depreciating premises and equipment.

While management uses available information to recognize losses on loans, future additions to the allowance may be necessary based on changes in local economic conditions. In addition, regulatory agencies, as an integral part of their examination process, periodically review the Company’s allowance for losses on loans. Such agencies may require the Company to recognize additions to the allowance based on their judgments about information available to them at the time of their examination. Because of these factors, it is possible that the allowance for losses on loans and may change in the near term.

Securities Available-for-Sale - Investment securities available-for-sale are carried at amortized cost and adjusted to estimated fair value by recognizing the aggregate unrealized gains or losses in a valuation account. Aggregate market valuation adjustments are recorded in shareholders’ equity net of deferred income taxes. Reductions in fair value considered by management to be other than temporary are reported as a realized loss and a reduction in the cost basis of the security. The adjusted cost basis of securities available-for-sale is determined by specific identification and is used in computing the gain or loss upon sale.

Securities Held-to-Maturity - Investment securities held-to-maturity are stated at cost, adjusted for amortization of premium and accretion of discount computed by the straight-line method. The Company has the ability and management has the intent to hold designated investment securities to maturity. Reductions in market value considered by management to be other than temporary are reported as a realized loss and a reduction in the cost basis of the security.

Nonmarketable Equity Securities – At December 31, 2009 and 2008, non-marketable equity securities consist of the following:

 

     December 31,
      
     2009    2008
             

Federal Home Loan Bank

   $ 296,300    $ 290,500

Silverton Financial Services, Inc.

     -        211,935

Other Community Banks

     6,000      6,000
             

Total

   $ 302,300    $ 508,435
             

 

31


COMMUNITYCORP AND SUBSIDIARY

Notes to Consolidated Financial Statements

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - continued

 

Nonmarketable Equity Securitiescontinued

The stocks are carried at cost because they have no quoted market value and no ready market exists; however, redemption of this stock has historically been at par value. Investment in Federal Home Loan Bank stock is a condition of borrowing from the Federal Home Loan Bank, and the stock is pledged to collateralize the borrowings. Dividends received on these stocks are included as a separate component of interest income.

Impairment of Investment Securities – Declines in the fair value of individual securities classified as either held-to-maturity or available-for-sale below their amortized cost that are deemen to be other-than-temorary result in write-downs included in operations as realized losses. In estimating other-than temporary impairment, manage considers (1) the length of time and the extend to which the fair value has been less than cost, (2) the financial condition and near-term prospects of the issuer, and (3) the intent and ability of the Company to retain its investment in the issuer for a period of time sufficient to allow for an anticipated recovery in fair value.

Loans Receivable and Interest Income – Loans are stated at the amount of unpaid principal reduced by an allowance for loan losses. Interest income on all loans is computed based upon the unpaid principal balance. Interest income is computed using the simple interest method and is recorded in the period earned.

The Company determines a loan to be delinquent when payments have not been made according to contractual terms, typically evidenced by nonpayment of a monthly installment by the due date. The accrual of interest income is discontinued when a loan becomes 90 days past due as to principal or interest. Management may elect to continue the accrual of interest when the estimated net realizable value of collateral exceeds the principal balance and accrued interest.

Loan origination and commitment fees and certain direct loan origination costs (principally salaries and employee benefits) are being deferred and amortized to income over the contractual life of the related loans or commitments, adjusted for prepayments, using the level yield method.

Allowance for Loan Losses (the “Allowance”) - The allowance for loan losses is established as losses are estimated to have occurred through a provision for loan losses charger to earnings. Loan losses are charged against the allowance when management believes the uncollectibility of a loan balance is confirmed. Subsequent recoveries, if any, are credited to the allowance.

The allowance for loan losses is evaluated on a regular basis by management and is based upon management’s periodic review of the collectibility of the loans in light of historical experience, the nature and volume of the loan portfolio, adverse situations that may affect the borrower’s ability to repay, estimated value of any underlying collateral and prevailing economic conditions. This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information becomes available.

The allowance consists of specific, general, and unallocated components. The specific component relates to loans that are classified as either doubtful, substandard or special mention. For such loans that are also classified as impaired, an allowance is established when the discounted cash flows (or collateral value or observable market price) of the impaired loan is lower than the carrying value of that loan. The general component covers non-classified loans and is based on historical loss experience adjusted for qualitative factors. An unallocated component is maintained to cover uncertainties that could affect management’s estimate of probable losses. The unallocated component of the allowance reflects the margin of imprecision inherent in the underlying assumptions used in the methodologies for estimating specific and general losses in the portfolio.

A loan is considered impaired when, based on current information and events, it is probable that the Company will be unable to collect the scheduled payments of principal or interest when due according to the contractual terms of the loan agreement. Factors considered by management in determining impairment include payment status, collateral value, and the probability of collecting scheduled principal and interest payments when due. Loans that experience insignificant payment delays and payment shortfalls generally are not classified as impaired.

 

32


COMMUNITYCORP AND SUBSIDIARY

Notes to Consolidated Financial Statements

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - continued

 

Allowance for Loan Losses (the “Allowance”)continued

Management determines the significance of payment delays and payment shortfalls on a case-by-case basis, taking into consideration all of the circumstances surrounding the loan and the borrower, including the length of the delay, the reasons for the delay, the borrower’s prior payment record, and the amount of the shortfall in relation to the principal and interest owed. Impairment is measured on a loan by loan basis for commercial and construction loans by either the present value of expected future cash flows discounted at the loan’s effective interest rate, the loan’s obtainable market price, or the fair value of the collateral if the loan is collateral dependent.

Large groups of smaller balance homogeneous loans are collectively evaluated for impairment. Accordingly, the Company does not separately identify individual consumer and residential loans for impairment disclosures, unless such loans are the subject of a restructuring agreement.

All cash receipts on impaired loans are applied to principal until such time as the principal is brought current. After principal has been satisfied, future cash receipts are applied to interest income, to the extent that any interest has been foregone.

Loan Fees and Costs - Nonrefundable fees and certain direct costs associated with the origination of loans are deferred and recognized as a yield adjustment over the contractual life of the related loans, or if the related loan is held for resale, until such time that the loan is sold. At of December 31, 2009 and 2008 the Bank did not have any loans held for sale. Recognition of deferred fees and costs is discontinued on nonaccrual loans until they return to accrual status or are charged-off.

Concentrations of Credit Risk - Financial instruments, which potentially subject the Company to concentrations of credit risk, consist principally of loans receivable, investment securities, federal funds sold and amounts due from banks.

The Company makes loans to individuals and small businesses for various personal and commercial purposes principally in Colleton, Charleston, and Jasper counties South Carolina. The Company’s loan portfolio is not concentrated in loans to any single borrower or a relatively small number of borrowers. Additionally, management is not aware of any concentrations of loans to classes of borrowers or industries that would be similarly affected by economic conditions.

In addition to monitoring potential concentrations of loans to particular borrowers or groups of borrowers, industries and geographic regions, management monitors exposure to credit risk from concentrations of lending products and practices such as loans that subject borrowers to substantial payment increases (e.g. principal deferral periods, loans with initial interest-only periods, etc), and loans with high loan-to-value ratios. Management has determined that there is no concentration of credit risk associated with its lending policies or practices. Additionally, there are industry practices that could subject the Company to increased credit risk should economic conditions change over the course of a loan’s life. For example, the Company makes variable rate loans and fixed rate principal-amortizing loans with maturities prior to the loan being fully paid (i.e. balloon payment loans). These loans are underwritten and monitored to manage the associated risks. Therefore, management believes that these particular practices do not subject the Company to unusual credit risk.

The Company’s investment portfolio consists principally of obligations of the United States, its agencies or its corporations and general obligation municipal securities. In the opinion of management, there is no concentration of credit risk in its investment portfolio. The Company places its deposits and correspondent accounts with and sells its federal funds to high quality institutions. Management believes credit risk associated with correspondent accounts is not significant.

 

33


COMMUNITYCORP AND SUBSIDIARY

Notes to Consolidated Financial Statements

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - continued

 

Premises and Equipment - Premises and equipment are stated at cost, less accumulated depreciation. The provision for depreciation is computed by the straight-line method. Rates of depreciation are generally based on the following estimated useful lives: buildings - 40 years; furniture and equipment - 5 to 10 years. The cost of assets sold or otherwise disposed of, and the related accumulated depreciation are eliminated from the accounts and the resulting gains or losses are reflected in the income statement. Maintenance and repairs are charged to current expense as incurred, and the costs of major renewals and improvements are capitalized.

Other Real Estate Owned - Other real estate owned includes real estate acquired through foreclosure. Other real estate owned is initially recorded at the lower of cost (principal balance of the former loan plus costs of improvements) or estimated fair value. Any write-downs at the dates of acquisition are charged to the allowance for loan losses. Expenses to maintain such assets, subsequent write-downs and gains and losses on disposal are included in other expenses.

FairValue Measurements - The Company follows the guidance for Financial Instruments and Fair Value Measurements and Disclosures. This guidance permits entities to measure many financial instruments and certain other items at fair value. The objective is to improve financial reporting by providing entities with the opportunity to mitigate volatility in reported earnings caused by measuring related assets and liabilities differently without having to apply complex hedge accounting provisions. This guidance clarifies that fair value is an exit price, representing the amount that would be received to sell and asset or paid to transfer a liability in an orderly transaction between market participants. Under this guidance, fair value measurements are not adjusted for transaction costs. This guidance establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

Income and Expense Recognition - The accrual method of accounting is used for all significant categories of income and expense. Immaterial amounts of insurance commissions and other miscellaneous fees are reported when received.

Advertising - Advertising, promotional, and other business development costs generally are expensed as incurred. External costs incurred in producing media advertising are expensed the first time the advertising takes place. External costs relating to direct mailing costs are expensed in the period in which the direct mailings are sent. Expenses charged for advertising were $39,668 and $45,834 at December 31, 2009 and 2008, respectively.

Income Taxes - Provisions for income taxes are based on taxes payable or refundable for the current year and deferred taxes on temporary differences between the amount of taxable income and pretax financial income and between the tax bases of assets and liabilities and their reported amounts in the financial statements. Deferred tax assets and liabilities are included in the financial statements at currently enacted income tax rates applicable to the period in which the deferred tax assets and liabilities are expected to be realized or settled. As changes in tax laws or rates are enacted, deferred tax assets and liabilities are adjusted through the provision for income taxes. In addition, deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. We recognize interest and penalties related to income tax matters in income tax expense.

Retirement and Deferred Compensation Plans - The Company has a trusteed noncontributory profit-sharing plan which provides retirement and other benefits to all full-time employees who have worked 1,000 or more hours during the calendar year and have put in one year of service. All eligible employees must be at least age 21. Contributions are determined annually by the Board of Directors. Expenses charged to earnings for the profit-sharing plan were $87,894 and $72,572 in 2009 and 2008, respectively. The Company’s policy is to fund contributions to the profit-sharing plan in the amount approved by the Board of Directors. In addition, the plan includes a “salary reduction” feature pursuant to Section 401(k) of the Internal Revenue Code. Under the plan and present policies, participants are permitted to make discretionary contributions up to 10% of annual compensation. The Company makes no matching contributions to this plan.

 

34


COMMUNITYCORP AND SUBSIDIARY

Notes to Consolidated Financial Statements

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - continued

Retirement and Deferred Compensation Plans - (continued)

 

Additionally, the Company has a nonqualified voluntary salary deferral plan for certain officers of the Company. Under the plan, these officers may defer up to 25% of their compensation and earn interest on the deferred amount. Upon retirement, the total amount deferred and interest earned is to be paid to each participant over a period not to exceed fifteen years. The total amount deferred and unpaid under this plan was $425,456 and $385,238 at December 31, 2009 and 2008, respectively. Expenses charged to earnings for the salary deferral plan were $29,000 and $30,295 in 2009 and 2008, respectively. The Company does not provide post employment benefits to employees beyond the plans described above.

Earnings Per Share - Earnings per share is calculated by dividing earnings by the weighted-average number of common shares outstanding during the year. The Company has no instruments which are considered common stock equivalents and therefore, dilutive earnings per share is not presented.

Statement of Cash Flows - For purposes of reporting cash flows, the Company considers certain highly liquid debt instruments purchased with a maturity of three months or less to be cash equivalents. Cash equivalents include amounts due from banks, federal funds sold, and securities purchased under agreements to resell.

Comprehensive Income - Accounting principles generally accepted in the United States of America require that recognized revenue, expenses, gains, and losses be included in net income. Although certain changes in assets and liabilities, such as unrealized gains and losses on available-for-sale securities, are reported as a separate component of the equity section of the balance sheet, such items, along with net income, are components of comprehensive income.

The components of other comprehensive income and related tax effects are as follows:

 

      Year Ended December 31,  
      2009     2008  

Net unrealized gains on available-for-sale securities arising
during the period

   $ 321,177      $ 10,496   

Reclassification adjustment for loss realized in net income

     –          –     
                

Net unrealized gains on securities

     321,177        10,496   

Tax effect

     (110,806     (5,723
                

Net-of-tax amount

   $ 210,371      $ 4,773   
                

Off-Balance-Sheet Financial Instruments - In the ordinary course of business, the Company has entered into off-balance-sheet financial instruments consisting of commitments to extend credit and standby letters of credit. These financial instruments are recorded in the financial statements when they become payable by the customer.

Recent Accounting Pronouncements - The following is a summary of recent authoritative pronouncements that affect accounting, reporting, and disclosure of financial information by the Company:

In June 2009, the Financial Accounting Standards Board (“FASB”) issued guidance which restructured generally accepted accounting principles (“GAAP”) and simplified access to all authoritative literature by providing a single source of authoritave nongovernmental GAAP. The guidance is presented in a topically organized structure referred to as the FASB Accounting Standards Codification (“ASC”). The new structure is effective for interim or annual periods ending after September 15, 2009. All existing accounting standards have been superseded and all other accounting literature not included is considered nonauthoritative.

The FASB issued new accounting guidance on accounting for transfers of financial assets in June 2009. The guidance limits the circumstances in which a financial asset should be derecognized when the transferor has not

 

35


COMMUNITYCORP AND SUBSIDIARY

Notes to Consolidated Financial Statements

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - continued

 

Recent Accounting Pronouncementscontinued - transferred the entire financial asset by taking into consideration the transferor’s continuing involvement. The standard requires that a transferor recognize and initially measure at fair value all assets obtained (including a transferor’s beneficial interest) and liabilities incurred as a result of a transfer of financial assets accounted for as a sale. The concept of a qualifying special-purpose entity is no longer applicable. The standard is effective for the first annual reporting period that begins after November 15, 2009, for interim periods within the first annual reporting period, and for interim and annual reporting periods thereafter. Earlier application is prohibited. The Company does not expect the guidance to have any impact on the Company’s financial statements. The ASC was amended in December, 2009, to include this guidance.

Guidance was issued in June 2009 requiring a company to analyze whether its interest in a variable interest entity (“VIE”) gives it a controlling financial interest that should be included in consolidated financial statements. A company must assess whether it has an implicit financial responsibility to ensure that the VIE operates as designed when determining whether it has the power to direct the activities of the VIE that significantly impact its economic performance, making it the primary beneficiary. Ongoing reassessments of whether a company is the primary beneficiary are also required by the standard. This guidance amends the criteria to qualify as a primary beneficiary as well as how to determine the existence of a VIE. The standard also eliminates certain exceptions that were previously available. This guidance is effective as of the beginning of each reporting entity’s first annual reporting period that begins after November 15, 2009, for interim periods within that first annual reporting period, and for interim and annual reporting periods thereafter. Earlier application is prohibited. Comparative disclosures will be required for periods after the effective date. The Company does not expect the guidance to have any impact on the Company’s financial position. An update was issued in December, 2009, to include this guidance in the ASC.

An update was issued in October, 2009 to provide guidance requiring companies to allocate revenue in multi-element arrangements. Under this guidance, products or services (deliverables) must be accounted for separately rather than as a combined unit utilizing a selling price hierarchy to determine the selling price of a deliverable. The selling price is based on vendor-specific evidence, third-party evidence or estimated selling price. The amendments in the update are effective prospectively for revenue arrangements entered into or materially modified in fiscal years beginning on or after June 15, 2010 with early adoption permitted. The Company does not expect the update to have an impact on its financial statements.

In October, 2009, updated guidance was issued to provide for accounting and reporting for own-share lending arrangements issued in contemplation of a convertible debt issuance. At the date of issuance, a share-lending arrangement entered into on an entity’s own shares should be measured at fair value in accordance with prior guidance and recognized as an issuance cost, with an offset to additional paid-in capital. Loaned shares are excluded from basic and diluted earnings per share unless default of the share-lending arrangement occurs. The amendment also requires several disclosures including a description and the terms of the arrangement and the reason for entering into the arrangement. The effective dates of the amendment are dependent upon the date the share-lending arrangement was entered into and include retrospective application for arrangements outstanding as of the beginning of fiscal years beginning on or after December 15, 2009. The Company has no plans to issue convertible debt and, therefore, does not expect the update to have an impact on its financial statements.

In January, 2010, guidance was issued to alleviate diversity in the accounting for distributions to shareholders that allow the shareholder to elect to receive their entire distribution in cash or shares but with a limit on the aggregate amount of cash to be paid. The amendment states that the stock portion of a distribution to shareholders that allows them to elect to receive cash or shares with a potential limitation on the total amount of cash that all shareholders can elect to receive in the aggregate is considered a share issuance. The amendment is effective for interim and annual periods ending on or after December 15, 2009 and had no impact on the Company’s financial statements.

Also in January, 2010, an amendment was issued to clarify the scope of subsidiaries for consolidation purposes. The amendment provides that the decrease in ownership guidance should apply to (1) a subsidiary or group of assets that is a business or nonprofit activity, (2) a subsidiary that is a business or nonprofit activity that is transferred to an equity method investee or joint venture, and (3) an exchange of a group of assets that constitutes a business or nonprofit activity for a noncontrolling interest in an entity. The guidance does not apply to a decrease in ownership in transactions related to sales of in substance real estate or conveyances of oil and gas mineral rights. The update is

 

36


COMMUNITYCORP AND SUBSIDIARY

Notes to Consolidated Financial Statements

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - continued

 

Recent Accounting Pronouncements continued -effective for the interim or annual reporting periods ending on or after December 15, 2009 and had no impact on the Company’s financial statements.

Other accounting standards that have been issued or proposed by the FASB or other standards-setting bodies are not expected to have a material impact on the Company’s financial position, results of operations or cash flows.

Reclassifications - Certain captions and amounts in the consolidated financial statements of 2008 were reclassified to conform with the 2009 presentation. These reclassifications had no effect on previously reported net income or shareholders’ equity.

NOTE 2 - CASH AND DUE FROM BANKS

The Company is required by regulation to maintain an average cash reserve balance based on a percentage of deposits. The average amounts of the cash reserve balances at December 31, 2009 and 2008 were $648,000 and $756,000, respectively. These requirements were satisfied by vault cash.

NOTE 3 - INVESTMENT SECURITIES

Securities Available-for-Sale

The amortized cost and estimated fair values of securities available-for-sale were:

 

      Amortized
Cost
   Gross Unrealized    Fair Value
      Gains    Losses   
December 31, 2009            

Government-sponsored enterprises

   $ 11,550,964    $ 244,051    $ 27,959    $ 11,767,056

Obligations of state and local governments

     12,432,461      247,181      26,521      12,653,121

Other

     200,000      -      -      200,000
                           

Total

   $ 24,183,425    $ 491,232    $ 54,480    $ 24,620,177
                           
December 31, 2008            

Government-sponsored enterprises

   $ 18,786,403    $ 260,935    $ 8,883    $ 19,038,455

Obligations of state and local governments

     8,463,297      50,340      183,173      8,330,464

Other

     450,000      -      3,644      446,356
                           

Total

   $ 27,699,700    $ 311,275    $ 195,700    $ 27,815,275
                           

 

The following table shows gross unrealized losses and fair value, aggregated by investment category, and length of time that individual securities have been in a continuous unrealized loss position, at December 31, 2009 and December 31, 2008.

 

      December 31, 2009    December 31, 2008
      Fair
Value
   Unrealized
Losses
   Fair
Value
   Unrealized
Losses

Less Than 12 Months

           

Government-sponsored enterprises

   $ 1,874,183    $ 27,959    $ 505,611    $ 8,883

Obligations of state and local governments

     887,972      17,701      3,742,860      148,416

Other

     -            -            196,356      3,644
                           
     2,762,155      45,660      4,444,827      160,943

12 Months or More

           

Obligations of state and local governments

     191,180      8,820      205,243      34,757
                           

Obligations of state and local governments

   $ 2,953,335    $ 54,480    $ 4,650,070    $ 195,700
                           

 

37


COMMUNITYCORP AND SUBSIDIARY

Notes to Consolidated Financial Statements

NOTE 3 - INVESTMENT SECURITIES - continued

 

There were a total ten available-for-sale securities that were in a loss position at December 31, 2009. Of these securities, one was in a loss position of twelve months or more, which consisted of an obligation of a state and local government. The Company believes that the deterioration in value is attributable to changes in market interest rates and not in credit quality and considers these losses to be temporary. The Company does not intend to sell these securities and it is more likely than not that the Company will not be required to sell these securities before recovery of their amortized costs. Management evaluates investment securities in a loss position based on length of impairment, severity of impairment and other factors. Based on this evaluation, management determined that impairment related to certain securities were not temporary in nature. Other then temporary impairment losses were $461,935 during 2009.

The amortized cost and estimated fair values of securities available-for-sale based on their contractual maturities are summarized below. Actual maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations without penalty.

 

                December 31, 2009
                Amortized
Cost
   Fair Value
           

Due in one year or less

         $ 230,069    $ 230,691

Due after one year but within five years

           4,145,437      4,212,194

Due after five years but within ten years

           9,356,260      9,494,132

Due after ten years

           3,864,556      3,863,639
                   
           17,596,322      17,800,656

Mortgage-backed securities

           6,587,103      6,819,521
                   

Total

         $ 24,183,425    $ 24,620,177
                   

 

Securities Held-To-Maturity

 

The amortized cost and estimated fair values of securities held-to-maturity were:

 

      Amortized
Cost
   Gross Unrealized    Fair Value
      Gains    Losses   
December 31, 2009 -            

Obligations of state and local governments

   $ 564,821    $ 7,294    $ –            $ 572,115
                           
December 31, 2008 -            

Obligations of state and local governments

   $ 1,319,596    $ 15,630    $ –            $ 1,335,226
                           

 

The amortized cost and estimated fair values of securities held-to-maturity based on their contractual maturities are summarized below. Actual maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations without penalty.

 

                December 31, 2009
                Amortized
Cost
   Fair Value
           

Due in one year or less

         $ 264,973    $ 265,623

Due after one year but within five years

           99,848      100,931

Due after five years but within ten years

           200,000      205,561
                   

Total

         $ 564,821    $ 572,115
                   

At December 31, 2009 and 2008, investment securities with an amortized cost of $17,599,545 and $19,589,952, respectively, and a fair value of $17,917,819 and $19,682,825, respectively, were pledged as collateral to secure public deposits and short-term borrowings. There were no sales of investment securities for the years ended December 31, 2009 and 2008.

 

38


COMMUNITYCORP AND SUBSIDIARY

Notes to Consolidated Financial Statements

 

NOTE 4 - LOANS RECEIVABLE

Loans consisted of the following:

 

      December 31,  
      2009     2008  

Real estate – construction

   $ 3,256,857      $ 4,564,879   

Real estate – mortgage

     31,601,663        31,204,675   

Commercial and industrial

     71,750,588        68,540,891   

Consumer and other

     9,849,372        9,394,075   
                

Total gross loans

   $ 116,458,480      $ 113,704,520   
                

The loan portfolio consisted of loans having :

    

Variable rates loans

   $ 3,802,991      $ 1,817,200   

Fixed rates

     112,655,489        111,887,320   
                

Total gross loans

   $ 116,458,480      $ 113,704,520   
                

Included in the gross loans above are:

    

Nonaccrual loans

   $ 2,710,494      $ 1,975,835   

Loans past due 90 days still accruing interest

     2,480        2,951   

 

The Company identifies impaired loans through its internal loan review process. Loans on the Company’s problem loan watch list are considered potentially impaired loans. These loans are evaluated in determining whether it is more likely than not that all outstanding principal and interest are expected to be collected. Loans are not considered impaired if a minimal delay occurs and all amounts due including accrued interest at the contractual interest rate for the period of delay are expected to be collected.

     

 

The following tables summarize information on impaired loans at and for the years ended December 31, 2009 and 2008.

  

      2009     2008  

Impaired loans with specific allowance

   $ 2,426,363      $ 1,836,987   

Impaired loans with no specific allowance

     6,331,909        2,875,051   
                

Total impaired loans – year end

   $ 8,758,272      $ 4,712,038   
                

Related specific allowance – year end

   $ 760,103      $ 275,548   

Average recorded investment in impaired loans – year end

     6,475,817        3,940,498   

Impaired loans included in nonaccrual

     2,710,494        1,975,835   

 

Interest income on impaired loans other than nonaccrual loans is recognized on an accrual basis. Interest income on nonaccrual loans is recognized only as collected. During 2009 and 2008, interest income recognized on nonaccrual loans was $18,687 and $10,000, respectively. If the nonaccrual loans had been accruing interest at their original contracted rates, related income would have been $167,968 and $89,000 for 2009 and 2008, respectively.

     

 

Transactions in the allowance for loan losses are summarized below:

  

      Years ended December 31,  
      2009     2008  

Balance, beginning of year

   $ 1,981,637      $ 1,929,319   

Provision charged to operations

     1,083,000        400,000   

Recoveries on loans previously charged-off

     41,766        15,449   

Loans charged-off

     (1,053,063     (363,131
                

Balance, end of year

   $ 2,053,340      $ 1,981,637   
                

 

39


COMMUNITYCORP AND SUBSIDIARY

Notes to Consolidated Financial Statements

NOTE 4 – LOANS RECEIVABLE - continued

 

The Company is a party to financial instruments with off-balance-sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments consist of commitments to extend credit and standby letters of credit. Commitments to extend credit are legally binding agreements to lend to a customer at predetermined interest rates as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. A commitment involves, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the balance sheets. The Company’s exposure to credit loss in the event of nonperformance by the other party to the instrument is represented by the contractual notional amount of the instrument. Since certain commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. Standby letters of credit are conditional commitments issued to guarantee a customer’s performance to a third party and have essentially the same credit risk as other lending facilities. Standby letters of credit often expire without being used. The Company believes that through various sources of liquidity, it has the necessary resources to meet obligations arising from these financial instruments.

The Company uses the same credit underwriting procedures for commitments to extend credit and standby letters of credit as it does for on-balance sheet instruments. The credit worthiness of each borrower is evaluated and the amount of collateral, if deemed necessary, is based on the credit evaluation. Collateral held for commitments to extend credit and standby letters of credit varies but may include accounts receivable, inventory, property, plant, equipment, and income-producing commercial properties.

The Company is not involved in off-balance-sheet contractual relationships, other than those disclosed in this report that could result in liquidity needs or other commitments or could significantly impact earnings.

The following table summarizes the Company’s off-balance-sheet financial instruments whose contractual amounts represent credit risk:

 

     December 31,
     2009    2008

Commitments to extend credit

   $     7,064,287    $     10,580,736

Standby letters of credit

     825,000      1,112,932

Management is not aware of any significant concentrations of loans to classes of borrowers or industries that would be affected similarly by economic conditions. At December 31, 2009, the Company was not committed to lend additional funds to borrowers having loans in nonaccrual status.

NOTE 5 - PREMISES AND EQUIPMENT

Premises and equipment consisted of the following:

 

     December 31,  
     2009     2008  

Land

   $       710,605      $       710,605   

Building and land improvements

     2,581,459        2,568,105   

Furniture and equipment

     2,642,455        2,345,656   
                

Total

     5,934,519        5,624,366   

Less, accumulated depreciation

     (2,844,590     (2,595,762
                

Premises and equipment, net

   $ 3,089,929      $ 3,028,604   
                

Depreciation expense totaled $252,982 and $229,227 in 2009 and 2008, respectively.

 

40


COMMUNITYCORP AND SUBSIDIARY

Notes to Consolidated Financial Statements

 

NOTE 6 - DEPOSITS

At December 31, 2009, the scheduled maturities of time deposits were as follows:

 

Maturing in    Amount

2010

   $     84,563,791

2011

     7,150,313

2012

     604,254

2013

     8,000

2014

     178,370

After five years

     24,000
      

Total

   $ 92,528,728
      

Included in total time deposits at December 31, 2009 and 2008 were brokered time deposits of $0 and $3,305,000, respectively.

NOTE 7 - RELATED PARTY TRANSACTIONS

Certain parties (principally certain directors and officers of the Company, their immediate families and business interests) were loan customers of, and had other transactions in the normal course of business with the Company. Related party loans are made on substantially the same terms, including interest rates and collateral, as those prevailing at the time for comparable transactions with unrelated persons and do not involve more than normal risk of collectibility. The aggregate dollar amount of loans to related parties was $4,530,648 and $4,810,058 at December 31, 2009 and 2008, respectively. During 2009 and 2008, $608,274 and $1,233,697 of new loans were made to related parties, respectively, and repayments totaled $887,684 and $1,592,949, respectively.

Legal services were provided to the Company in the ordinary course of business by a law firm in which two of the partners are directors of the Company. The amount paid to this law firm for services rendered during 2009 and 2008 was $1,225 and $3,019, respectively.

NOTE 8 - SHORT-TERM BORROWINGS

At December 31, 2009 and 2008, the Company did not have any securities sold under agreements to repurchase. During 2009, there were no transactions relating to securities sold under agreements to repurchase. Information concerning these securities for 2008 is summarized as follows:

 

Year ended December 31, 2008            2008  

Average balance during the year

   $       308,449

Average interest rate during the year

     1.81%

Maximum month-end balance during the year

   $ 515,000

End of period weighted average interest rate

     -      

NOTE 9 - UNUSED LINES OF CREDIT

The Bank had available at the end of 2009 unused short-term lines of credit to purchase up to $7,000,000 of federal funds from unrelated correspondent institutions. The Bank also has a credit availability agreement with the Federal Home Loan Bank totaling 15 percent of the Bank’s qualifying assets as of any quarter end. As of December 31, 2009, the available credit totaled $24,809,000 and there were no borrowings outstanding. Any borrowings from the FHLB will be secured by a blanket lien on all of the Bank’s 1-4 family residential first lien mortgage loans and/or investment securities and the Federal Home Loan Bank stock that has a carrying value of $296,300 as of December 31, 2009.

 

41


COMMUNITYCORP AND SUBSIDIARY

Notes to Consolidated Financial Statements

 

NOTE 10 - COMMITMENTS AND CONTINGENCIES

The Company is subject to claims and lawsuits which arise primarily in the ordinary course of business. At December 31, 2009, management is not aware of any pending or threatened litigation or unasserted claims that could result in losses, if any, that would be material to the financial statements and should be disclosed.

The Company makes loans to individuals and small businesses for various personal and commercial purposes. Although the Company’s loan portfolio is diversified, a substantial portion of its borrowers’ ability to honor the terms of their loans is dependent on business and economic conditions in Colleton, Charleston, and Jasper counties and surrounding areas. The Company’s loan portfolio is not concentrated in loans to any single borrower or in a relatively small number of borrowers. Additionally, management is not aware of any concentrations of loans to classes of borrowers or industries that would be similarly affected by economic conditions.

NOTE 11 - SHAREHOLDERS’ EQUITY

At December 31, 2009 and 2008, the Company had 65,697 and 63,123 shares, respectively held in treasury stock. During 2009 and 2008, the Company purchased 3,179 and 3,886 shares respectively, and sold 605 and 300 shares respectively.

The ability of the Company to pay cash dividends is dependent upon receiving cash in the form of dividends from the Bank. However, certain restrictions exist regarding the ability of the Bank to transfer funds to Communitycorp in the form of cash dividends. Dividends to the Company are payable only from the undivided profits of the Bank. At December 31, 2009, the Bank’s undivided profits were $14,136,711. The Bank is authorized to pay cash dividends up to 100% of net income in any calendar year without obtaining the prior approval of the S.C. Commissioner of Banking provided that the Bank received a composite rating of one or two at the last Federal or State regulatory examination. Under Federal Reserve Board regulations, the amounts of loans or advances from the Bank to the parent company are also restricted.

NOTE 12 - OTHER OPERATING EXPENSES

Other operating expenses are summarized as follows:

 

  Years ended December, 31    2009    2008

  Stationary, printing, and postage

   $ 192,730    $ 217,832

  Federal deposit insurance premiums

     336,387      58,455

  Professional fees

     346,113      287,514

  Directors’ fees

     69,300      66,500

  Telephone expenses

     74,832      73,531

  ATM surcharges

     80,176      63,000

  Other

     396,269      464,087
             

  Total

   $     1,495,807    $     1,230,919
             

 

42


COMMUNITYCORP AND SUBSIDIARY

Notes to Consolidated Financial Statements

 

NOTE 13 - INCOME TAXES

Income tax expense included in the consolidated statements of operations is summarized as follows:

 

Years ended December, 31    2009    2008

Currently payable:

     

Federal

   $       132,685    $       575,544

State

     13,521      67,127
             

Total current

     146,206      642,671

Deferred income tax expense

     22,099      56,838
             

Income tax expense

   $ 168,305    $ 699,509
             

The components of deferred tax assets and deferred tax liabilities are as follows:

 

December 31,    2009     2008

Deferred tax assets:

    

Allowance for loan losses

   $       579,046      $       578,024

Deferred compensation

     144,655        130,981

Capital loss carryforward

     72,058        -  

Nonaccrual loan interest income

     29,773        26,711

Other

     11,773        -    
              

Total deferred tax assets

     837,305        735,716

Less, valuation allowance

     (70,358     -      
              

Net deferred tax assets

     766,947        735,716
              

Deferred tax liabilities:

    

Securities available for sale

     150,679        39,873

Accumulated depreciation

     200,272        162,657

Other

     51,240        35,525
              

Total deferred tax liabilities

     402,191        238,055
              

Net deferred tax asset recognized

   $ 364,756      $ 497,661
              

Deferred tax assets represent the future tax benefit of deductible differences and, if it is more likely than not that a tax asset will not be realized, a valuation allowance is required to reduce the recorded deferred tax assets to net realizable value. As of December 31, 2009, management has determined that it is more likely than not that the total deferred tax asset will be realized except for the deferred tax asset associated with the capital loss carryforward and, accordingly, has established a valuation allowance only for this item. Net deferred tax assets are included in other assets at December 31, 2009 and 2008.

A reconciliation between the income tax expense and the amount computed by applying the Federal statutory rate of 34% to income before income taxes follows:

 

Years ended December, 31    2009     2008  

Tax expense at statutory rate

   $ 159,385      $ 744,998   

State income tax, net of federal income tax benefit

     8,923        44,304   

Tax-exempt interest income

     (160,377     (122,621

Disallowed interest expense

     20,794        16,802   

Increase in valuation allowance

     70,358        -       

Other, net

     69,222        16,026   
                

Total

   $       168,305      $       699,509   
                

It is the Company’s policy to recognize interest and penalties associated with uncertain tax positions as components of income taxes. The Company had analyzed the tax positions taken or expected to be taken in its tax returns and concluded that it has no liability related to uncertain tax positions. Their federal and state tax returns are subject to examination for the years 2006, 2007 and 2008.

 

43


COMMUNITYCORP AND SUBSIDIARY

Notes to Consolidated Financial Statements

 

NOTE 14 - FAIR VALUE OF FINANCIAL INSTRUMENTS

Fair Value Measurements

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. The Company utilizes a fair value hierarchy, which maximizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value. The three levels of inputs used to measure fair value are as follows:

 

Level 1   

Valuation is based upon quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access.

Level 2    Valuation is based upon quoted prices for similar assets and liabilities in active markets, as well as inputs that are observable for the asset or liability (other than quoted prices), such as interest rates, foreign exchange rates, and yield curves that are observable at commonly quoted intervals.
Level 3   

Valuation is generated from model-based techniques that use at least one significant assumption based on unobservable inputs for the asset or liability, which are typically based on an entity’s own assumptions, as there is little, if any, related market activity. In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset or liability.

Assets Measured at Fair Value on a Recurring Basis

The following is a description of valuation methodologies used for assets and liabilities recorded at fair value on a recurring basis.

Securities Available-for-Sale - Investment securities available-for-sale are recorded at fair value on a recurring basis. Fair value measurement is based upon quoted prices, if available. If quoted prices are not available, fair values are measured using independent pricing models or other model-based valuation techniques such as the present value of future cash flows, adjusted for the security’s credit rating, prepayment assumptions and other factors such as credit loss assumptions. Level 1 securities include those securities traded on an active exchange, such as the New York Stock Exchange, as well as U.S. Treasury securities that are traded by dealers or brokers in active over-the-counter markets, and money market funds. Level 2 securities include mortgage-backed securities issued by government sponsored entities, municipal bonds, and corporate debt securities. Securities classified as Level 3 include asset-backed securities in less liquid markets.

The table below presents the Company’s assets measured at fair value on a recurring basis as of December 31, 2009, and December 31, 2008, aggregated by the level in the fair value hierarchy within which those measurements fall.

 

     Total        Level 1            Level 2            Level 3    

December 31, 2009

           

Available for sale securities

   $   24,620,177    $        -            $   24,620,177    $         -      
                         

December 31, 2008

           

Available for sale securities

   $ 27,815,275    $        -            $   27,815,275    $         -      
                         

There were no liabilities carried at fair value at December 31, 2009 or December 31, 2008.

 

44


COMMUNITYCORP AND SUBSIDIARY

Notes to Consolidated Financial Statements

NOTE 14 - FAIR VALUE OF FINANCIAL INSTRUMENTS – continued

 

Assets Measured at Fair Value on a Nonrecurring Basis

Certain assets and liabilities are measured at fair value on a nonrecurring basis. These instruments are not measured at fair value on an ongoing basis, but subject to fair value in certain circumstances, such as when there is evidence of impairment that may require write-downs. The write-downs of the Company’s more significant assets or liabilities, which are measured on a nonrecurring basis are based on the lower of amortized or estimated fair value.

The following is a description of valuation methodologies used for assets and liabilities recorded at fair value on a recurring basis.

Impaired Loans - The Company is predominantly an asset-based lender with real estate serving as collateral on a substantial majority of loans. Loans that are deemed impaired are primarily valued on a nonrecurring basis at the fair values of the underlying real estate collateral. Such fair values are obtained using independent appraisals, which the Company considers to be Level 2 inputs.

Other Real Estate Owned – Other real estate owned consists of assets acquired in settlement of loans and is carried at the lower of carrying value or fair value on a non-recurring basis. The fair value is dependent primarily upon independent appraisals, which the Company considers Level 2 inputs.

The table below presents the Company’s assets measured at fair value on a nonrecurring basis as of December 31, 2009, and December 31, 2008, aggregated by the level in the fair value hierarchy within which those measurements fall

 

December 31, 2009    Total        Level 1            Level 2            Level 3    

Impaired loans

   $   8,758,272    $         -            $   8,758,272              -        

Other real estate owned

     340,000             -              340,000              -        
                           

Total assets at fair value

   $ 9,098,272    $         -            $ 9,098,272    $          -        
                           

December 31, 2008

           

Impaired loans

   $ 4,712,038    $         -            $ 4,712,038    $         -        

Other real estate owned

     75,000              -              75,000              -        
                           

Total assets at fair value

   $ 4,787,038    $         -            $ 4,787,038    $         -        
                           

There were no liabilities carried at fair value at December 31, 2009 or December 31, 2008.

Fair Value Disclosures

The fair value of a financial instrument is the amount at which the asset or obligation could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. Fair value estimates are made at a specific point in time based on relevant market information and information about the financial instruments. Because no market value exists for a significant portion of the financial instruments, fair value estimates are based on judgments regarding future expected loss experience, current economic conditions, risk characteristics of various financial instruments, and other factors. Premise and equipment, accrued interest receivable, other assets, accrued interest payable and other liabilities are not considered financial instruments. The following methods and assumptions were used to estimate the fair value of significant financial instruments:

Cash and Due from Banks - The carrying amount is a reasonable estimate of fair value.

Federal Funds Sold - Federal funds sold are typically for a term of one day, and the carrying amount approximates the fair value.

 

45


COMMUNITYCORP AND SUBSIDIARY

Notes to Consolidated Financial Statements

NOTE 14 - FAIR VALUE OF FINANCIAL INSTRUMENTS – continued

 

Time Deposits with Other Banks – The carrying value of these instruments is a reasonable estimate of fair value.

Investment Securities - The fair values of marketable securities held-to-maturity are based on quoted market prices or dealer quotes. For securities available-for-sale, fair value equals the carrying amount, which is the quoted market price. If quoted market prices are not available, fair values are based on quoted market prices of comparable securities. The carrying amount of nonmarketable securities is a reasonable estimate of fair value since no ready market exists for these securities.

Loans Receivable - For certain categories of loans receivable, such as variable rate loans which are repriced frequently and have no significant change in credit risk and credit card receivables, fair values are based on the carrying amounts. The fair value of other types of loans is estimated by discounting the future cash flows using the current rates at which similar loans would be made to the borrowers with similar credit ratings and for the same remaining maturities.

Demand Deposits - The fair value of demand deposits, interest–bearing transaction, savings, and money market accounts is the amount payable on demand at the reporting date. The fair values of time deposits are estimated using a discounted cash flow calculation that applies current interest rates to a schedule of aggregated expected maturities.

The carrying values and estimated fair values of the Company’s financial instruments were as follows:

 

     December 31    December 31
     2009    2008
     Carrying
Amount
   Estimated
Fair Value
   Carrying
Amount
   Estimated
Fair Value

Financial Assets:

           

Cash and due from banks

   $ 15,664,266    $ 15,664,266    $ 3,468,965    $ 3,468,965

Federal funds sold

     2,030,000      2,030,000      13,146,000      13,146,000

Time deposits with other banks

     1,500,000      1,500,000      1,500,000      1,500,000

Securities available-for-sale

     24,620,177      24,620,177      27,815,275      27,815,275

Securities held-to-maturity

     564,821      572,115      1,319,596      1,335,226

Nonmarketable equity securities

     302,300      302,300      508,435      508,435

Loans receivable, gross

     116,458,480      115,567,742      113,704,520      115,087,126

Financial Liabilities:

           

Demand deposit, interest-bearing
transaction, money market, and
savings accounts

   $ 54,159,268    $ 54,159,268      $53,160,272      $53,160,272

Time deposits

     92,528,728      92,710,544      92,553,713      93,215,467

NOTE 15 – SUBSEQUENT EVENTS

Subsequent events are events or transactions that occur after the balance sheet date but before financial statements are issued. Recognized subsequent events are events or transactions that provide additional evidence about conditions that existed at the date of the balance sheet, including the estimates inherent in the process of preparing financial statements. Nonrecognized subsequent events are events that provide evidence about conditions that did not exist at the date of the balance sheet but arose after that date. Management has reviewed events occurring through the date the financial statements were issued and no subsequent events occurred requiring accrual or disclosure.

 

46


COMMUNITYCORP AND SUBSIDIARY

Notes to Consolidated Financial Statements

 

NOTE 16 - REGULATORY MATTERS

The Bank is subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory, and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Bank’s financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Bank must meet specific capital guidelines that involve quantitative measures of the Bank’s assets, liabilities, and certain off-balance-sheet items as calculated under regulatory accounting practices. The Bank’s capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings, and other factors.

Quantitative measures established by regulation to ensure capital adequacy require the Bank to maintain minimum ratios of Tier 1 and total capital as a percentage of assets and off-balance-sheet exposures, adjusted for risk weights ranging from 0% to 100%. Tier 1 capital consists of common shareholders’ equity, excluding the unrealized gain or loss on securities available for sale, minus certain intangible assets. Tier 2 capital consists of the allowance for loan losses subject to certain limitations. Total capital for purposes of computing the capital ratios consists of the sum of Tier 1 and Tier 2 capital. Total regulatory minimum requirements are 4% for Tier 1 and 8% for total risk-based capital.

As of December 31, 2009 and 2008, management believes that the Bank is well capitalized under the regulatory framework for prompt-corrective action.

The following table summarizes the capital amounts and ratios of the Bank and the regulatory minimum requirements.

 

     Actual    For Capital
Adequacy Purposes
   To Be Well-
Capitalized Under
Prompt Corrective
Action Provisions
               Minimum    Minimum
     Amount        Ratio        Amount        Ratio        Amount      Ratio  

December 31, 2009

                 

Total capital (to risk-weighted assets)

   $ 18,956,794    14.92%    $   10,165,600    8.00%    $   12,707,000    10.00%

Tier 1 capital (to risk-weighted assets)

     17,368,419    13.67          5,082,800    4.00          7,624,200    6.00    

Tier 1 capital (to average assets)

     17,368,419    10.48          6,627,400    4.00          8,284,250    5.00    

December 31, 2008

                 

Total capital (to risk-weighted assets)

   $ 19,125,823    15.31%    $ 9,995,920    8.00%    $   12,494,900    10.00%

Tier 1 capital (to risk-weighted assets)

     17,563,961    14.06          4,997,960    4.00          7,496,940    6.00    

Tier 1 capital (to average assets)

     17,563,961    10.84          6,481,600    4.00          8,102,450    5.00    

The Federal Reserve Board has similar requirements for bank holding companies. The Company is currently not subject to these requirements because the Federal Reserve guidelines contain an exemption for bank holding companies with less than $500,000,000 in consolidated assets.

 

47


COMMUNITYCORP AND SUBSIDIARY

Notes to Consolidated Financial Statements

 

NOTE 17 - COMMUNITYCORP (PARENT COMPANY ONLY)

Presented below are the condensed financial statements for Communitycorp (Parent Company Only).

Condensed Balance Sheets

 

     December 31,  
     2009     2008  

Assets

    

Cash

   $ 81,497      $ 44,089   

Investment in banking subsidiary

     17,654,491        17,639,662   

Non-marketable equity securities

     6,000        6,000   

Other assets

     3,665        3,667   
                

Total assets

   $ 17,745,653      $ 17,693,418   
                

Shareholders’ equity

   $ 17,745,653      $ 17,693,418   
                
Condensed Statements of Income   
         Years ended December 31,      
     2009     2008  

Income

    

Dividends from banking subsidiary

   $ 496,000      $ 490,000   

Other income

     17        39   
                

Total income

     496,017        490,039   

Expenses

     -          145   
                

Income before income taxes and equity in undistributedearnings of banking subsidiary

     496,017        489,894   

Income tax expense (benefit)

     2        (45
                

Equity in undistributed earnings of banking subsidiary

     (195,541     1,001,722   
                

Net income

   $ 300,474      $ 1,491,661   
                
Condensed Statements of Cash Flows   
         Years ended December 31,  
     2009     2008  

Cash flows from operating activities

    

Net income

   $ 300,474      $ 1,491,661   

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

    

Equity in undistributed earnings of banking subsidiary

     195,541        (1,001,722

(Increase) decrease in other assets

     3        (47
                

Net cash provided by operating activities

     496,018        489,892   
                

Cash flows from financing activities

    

Cash dividends paid

     (252,690     (252,537

Purchases of treasury stock

     (254,320     (310,880

Sale of treasury stock

     48,400        24,000   
                

Net cash used by financing activities

     (458,610     (539,417
                

Increase (decrease) in cash

     37,408        (49,525

Cash, beginning of year

     44,089        93,614   
                

Cash, ending of year

   $ 81,497      $ 44,089   
                

 

48


COMMUNITYCORP AND SUBSSIDIARY

BOARD OF DIRECTORS

 

George W. Cone

       

  J. Barnwell Fishburne

Attorney

     

  Owner, Fishburne & Co

McLeod, Fraser & Cone

     

  Real Estate

Steven Murdaugh

     

  W. Roger Crook

Attorney

     

  Chief Executive Officer

Peters, Murdaugh, Eltzroth &Derrick, PA

     

    and President

     

    Bank of Walterboro

Harold M. Robertson

     

  Peden B. McLeod

Retired

     

  Chairman of the Board

     

  Attorney

     

  McLeod, Fraser & Cone

J. Reaves McLeod

     

  Harry L. Hill

Attorney

     

  Retired

McLeod, Fraser & Cone

     
                   OFFICERS   

W. Roger Crook

  

Cynthia Mills

  

  James M. Bunton Jr.

Chief Executive Officer

  

Branch Manager

  

  Loan Officer

  and President

     

Gwendolyn P. Bunton

  

M. Ellison Young

  

  Lawton Huggins

Vice President and Cashier

  

Vice President

  

  Loan Officer

Lynn H. Murdaugh

     

  Joanne Herndon

Assistant Vice President

     

  Branch Manager

  and Administrative Assistant

     

Bruce Tate

     

  William Fowler

Loan Officer

     

  Loan Officer

Dodd Hulsey

     

  Pan Nelson

Loan Officer

     

  Internal Auditor

               STAFF MEMBERS   

Annette Lyons

     

Joy Koth

Charity Weaver

     

Sharon Milligan

Danielle Mock

     

Melanie Todd

Casey Beach

     

Debra Bowers

Carolyn Brant

     

Lynn Hiott

Dorothy Brunson

     

Lindsey Turner

Natalie Powers

     

Cathy Hutchison

Jennifer Crosby

     

Pam O’Quinn

Betty Ford

     

Kelly Strickland

Melissa T. Smyly

     

Jeanne Raven

Sarah Herndon

     

Tracy Valentine

Sharon Hillier

     

Candice Kubik

Carolyn Rahn

     

Rose Walker

Stephanie Kelly

     

Jessica Pahl

Kathy Breland

     

Erin Leming

Stephanie Strickland

     

Louie Whidden

Melissa McMillan

  

Melanie Tanner

  

Brittany Adams

 

49


COMMUNITYCORP AND SUBSSIDIARY

CORPORATE DATA

ANNUAL MEETING:

The Annual Meeting of Shareholders of Communitycorp will be held at 6 p.m. on Wednesday, April 28, 2010 at Bank of Walterboro, 1100 North Jefferies Boulevard, Walterboro, South Carolina.

 

CORPORATE OFFICE:         GENERAL COUNSEL:

P.O. Box 1707

     

McLeod, Fraser & Cone

1100 North Jefferies Blvd.

     

P.O. Box 230

Walterboro, S.C. 29488

     

Washington Street

(843) 549-2265

     

Walterboro, S.C. 29488

STOCK TRANSFER DEPARTMENT:      

INDEPENDENT REGISTERED

PUBLIC ACCOUNTING FIRM:

Bank of Walterboro

     

Elliott Davis, LLC

P.O. Box 1707

     

200 East Broad Street

Walterboro, S.C. 29488

     

Greenville, SC 29601

STOCK INFORMATION:

The Common Stock of Communitycorp is not listed on any exchange, nor is there a recognized or established market. There is limited trading in the Company’s shares of Common Stock. Management believes that the Common Stock has traded for a price per share of $80.00 during the past two years. There were 549 shareholders of record as of December 31, 2009.

The ability of Communitycorp to pay cash dividends is dependent upon receiving cash in the form of dividends from Bank of Walterboro. However, certain restrictions exist regarding the ability of the Bank to transfer funds to Communitycorp in the form of cash dividends. All of the Bank’s dividends to the Company are payable only from the undivided profits of the Bank.

FORM 10-K

The Company will furnish upon request, free of charge, copies of the Annual Report and the Company’s Report to the Securities and Exchange Commission (Form 10-K) by contacting Gwen P. Bunton, Vice President, Communitycorp, P.O. Box 1707, Walterboro, South Carolina 29488.

This Annual Report serves as the ANNUAL FINANCIAL DISCLOSURE STATEMENT furnished pursuant to Part 350 of the Federal Deposit Insurance Corporation’s Rules and Regulations. THIS STATEMENT HAS NOT BEEN REVIEWED, OR CONFIRMED FOR ACCURACY OR RELEVANCE BY THE FEDERAL DEPOSIT INSURANCE CORPORATION.

 

50


COMMUNITYCORP AND SUBSSIDIARY

SERVICES

All Day Banking

American Express Travelers Checks

ATM Service

Bank By Mail

Business Checking

Canceled Checks Returned with Statement

Cashiers Checks

Certificates of Deposit

Christmas Clubs

Collection Items

Commercial Loans

Debit Cards

Direct Deposits

Discount Brokerage Service

Drive-In Service

Individual Retirement Accounts

Interest Checking

Internet Banking

Letters of Credit

Money Market Accounts

Money Orders

Mortgage Loans

Night Depository

Overdraft Protection

Personal Checking

Personal Lines of Credit

Personal Loans

Regular Savings

Safe Deposit Boxes

Senior Checking

Treasury, Tax & Loan Deposits

U.S. Savings Bonds

Visa and Master Card

Wire Transfers

§

110 Forest Hills Road, Walterboro, S.C. 29488

1100 North Jefferies Boulevard, Walterboro, S.C. 29488

6225 Savannah Highway, Ravenel, S.C. 29470

8058 East Main Street, Ridgeland, SC 29936

Member FDIC

 

51