CORRESP 1 filename1.htm

 

January 13, 2014

 

Via EDGAR

 

Mr. Amit Pande

Accounting Branch Chief

United States Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, DC 20549

 

RE:                           Brookline Bancorp, Inc.

Form 10-K for the fiscal year ended December 31, 2012

Filed March 1, 2013

File No. 0-23685

 

Dear Mr. Pande:

 

This letter is submitted on behalf of Brookline Bancorp, Inc. (the “Company”) in response to the comment of the staff of the Division of Corporate Finance (the “Staff”) of the Securities and Exchange Commission (the “Commission”) with respect to the Company’s Form 10-K for the year ended December 31, 2012 as set forth in your letter (the “Comment Letter”) dated December 31, 2013 to Julie A. Gerschick, then the Chief Financial Officer and Treasurer of the Company.

 

For reference purposes, the text of the Comment Letter has been reproduced herein, with the Company’s response following the comment.

 

Form 10-K for the Fiscal Year Ended December 31, 2012

 

Notes to Consolidated Financial Statements

 

Note 7 Allowance for Loan and Lease Losses, page F-45

 

Comment:

 

1.              We note in the table on page F-61 that you present a combined amount of Acquired Loans under ASC 310-20 and ASC 310-30. We also note a similar presentation in Note 6 related to your acquired loans and leases. Please revise future filings to disclose both the balance of your allowance for loan losses and your recorded investment in loans acquired with deteriorated credit quality for each loan portfolio segment, or tell us how you determined the current disclosure complies with the guidance in ASC 310-10-50-11B(g) and (h). Also refer to the example disclosure in ASC 310-10-55-7.

 


 

Response:

 

In future filings, the Company will segregate the acquired loans between those accounted for under ASC 310-20 and those accounted for under ASC 310-30 in accordance with the current disclosure guidance in ASC 310-10-50-11B(g) and (h).

 

Below is an example of how the disclosure for the fiscal year ended December 31, 2012 will be presented in the Company’s 2013 Form 10-K:

 

 

 

December 31, 2012

 

 

 

 

 

Acquired under

 

Acquired under

 

 

 

 

 

Originated

 

ASC 310-20

 

ASC 310-30

 

Total

 

 

 

(In Thousands)

 

Commercial real estate loans:

 

 

 

 

 

 

 

 

 

Commercial real estate

 

$

871,552

 

$

178,288

 

$

251,393

 

$

1,301,233

 

Multi-family

 

506,017

 

18,721

 

81,795

 

606,533

 

Construction

 

80,913

 

2,316

 

14,968

 

98,197

 

Total commercial real estate loans

 

1,458,482

 

199,325

 

348,156

 

2,005,963

 

Commercial loans and leases:

 

 

 

 

 

 

 

 

 

Commercial

 

230,892

 

102,027

 

49,358

 

382,277

 

Equipment financing

 

366,297

 

39,009

 

15,685

 

420,991

 

Condominium association

 

44,187

 

—

 

—

 

44,187

 

Total commercial loans and leases

 

641,376

 

141,036

 

65,043

 

847,455

 

Auto loans

 

542,344

 

—

 

—

 

542,344

 

Consumer loans:

 

 

 

 

 

 

 

 

 

Residential

 

371,328

 

48,650

 

94,364

 

514,342

 

Home equity

 

99,683

 

153,914

 

7,965

 

261,562

 

Other consumer

 

6,122

 

824

 

333

 

7,279

 

Total consumer loans and leases

 

477,133

 

203,388

 

102,662

 

783,183

 

Total loans and leases

 

$

3,119,335

 

$

543,749

 

$

515,861

 

$

4,178,945

 

 

Please note that for the fiscal year ended December 31, 2012, the Company did not experience further deterioration in the Acquired Loan portfolio accounted for under ASC 310-30, therefore the amount disclosed for allowance for loan losses represents the amount recorded for Acquired Loans under ASC 310-20 only.

 

As requested in the Comment Letter, the Company acknowledges that:

 

·                  The Company is responsible for the adequacy and accuracy of the disclosure in the filing;

 

·                  The staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; and

 

·                  The Company may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

 

If you should have any questions or comments regarding the foregoing, please do not hesitate to contact the undersigned at 617-927-4889.

 


 

Sincerely,

 

 

 

/s/ Thomas J. Meshako

 

 

 

Thomas J. Meshako

 

Principal Financial Officer

 

Brookline Bancorp, Inc.

 

 

 

 

cc:

Paul A. Perrault, President and Chief Executive Officer

 

 

Michael W. McCurdy, General Counsel

 

 

Joseph P. Gencarella, KPMG

 

 

Samantha M. Kirby, Esq., Goodwin Procter