UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 10-Q
☒Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
for the quarterly period ended September 30, 2015
or
◻Transition report pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934
for the transition period from
001-36388
(Commission File Number)
PEOPLES FINANCIAL SERVICES CORP.
(Exact name of registrant as specified in its charter)
Pennsylvania |
23-2391852 |
(State of incorporation) |
(IRS Employer ID Number) |
150 North Washington Avenue, Scranton, PA |
18503 |
(Address of principal executive offices) |
(Zip code) |
(570) 346-7741
(Registrant’s telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ◻
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months or for such shorter period that the registrant was required to submit and post such files. Yes ☒ No ◻
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company as defined in Rule 12b-2 of the Exchange Act.
Large accelerated filer |
◻ |
Accelerated filer |
☒ |
Non-accelerated filer |
◻ |
Smaller reporting company |
◻ |
Indicate by check mark whether the registrant is a shell company as defined in Rule 12b-2 of the Exchange Act. Yes ◻ No ☒
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of the registrant’s common stock, as of the latest practicable date: 7,426,282 at October 30, 2015.
PEOPLES FINANCIAL SERVICES CORP.
FORM 10-Q
For the Quarter Ended September 30, 2015
Contents |
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Page No. |
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PART I. |
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FINANCIAL INFORMATION: |
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Consolidated Balance Sheets at September 30, 2015 and December 31, 2014 |
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3 |
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4 | |
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5 | |
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Consolidated Statements of Cash Flows for the Nine months ended September 30, 2015 and 2014 |
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6 |
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8 | |
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Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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26 | |
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38 | ||
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38 | ||
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39 | ||
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39 | ||
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39 | ||
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40 | ||
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41 |
2
Peoples Financial Services Corp.
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(Dollars in thousands, except share data)
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September 30, 2015 |
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December 31, 2014 |
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Assets: |
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Cash and due from banks |
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$ |
36,015 |
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$ |
24,656 |
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Interest-bearing deposits in other banks |
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4,970 |
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6,770 |
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Federal funds sold |
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Investment securities: |
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Available-for-sale |
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299,832 |
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339,586 |
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Held-to-maturity: Fair value September 30, 2015, $13,582; December 31, 2014, $15,215 |
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13,107 |
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14,665 |
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Total investment securities |
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312,939 |
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354,251 |
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Loans held for sale |
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3,439 |
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3,486 |
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Loans, net |
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1,270,545 |
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1,209,894 |
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Less: allowance for loan losses |
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12,043 |
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10,338 |
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Net loans |
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1,258,502 |
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1,199,556 |
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Premises and equipment, net |
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27,002 |
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25,433 |
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Accrued interest receivable |
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5,327 |
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5,580 |
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Goodwill |
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63,370 |
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63,370 |
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Intangible assets |
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4,606 |
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5,501 |
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Other assets |
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56,600 |
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53,066 |
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Total assets |
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$ |
1,772,770 |
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$ |
1,741,669 |
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Liabilities: |
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Deposits: |
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Noninterest-bearing |
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$ |
303,741 |
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$ |
313,498 |
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Interest-bearing |
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1,140,909 |
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1,112,060 |
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Total deposits |
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1,444,650 |
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1,425,558 |
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Short-term borrowings |
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30,250 |
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19,557 |
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Long-term debt |
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31,000 |
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33,140 |
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Accrued interest payable |
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496 |
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574 |
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Other liabilities |
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14,286 |
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16,061 |
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Total liabilities |
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1,520,682 |
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1,494,890 |
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Stockholders’ equity: |
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Common stock, par value $2.00, authorized 25,000,000 shares, issued and outstanding: September 30, 2015, 7,519,109 shares; December 31, 2014, 7,548,358 shares |
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15,038 |
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15,097 |
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Capital surplus |
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139,263 |
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140,214 |
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Retained earnings |
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99,165 |
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92,297 |
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Accumulated other comprehensive loss |
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(1,378) |
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(829) |
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Total stockholders’ equity |
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252,088 |
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246,779 |
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Total liabilities and stockholders’ equity |
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$ |
1,772,770 |
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$ |
1,741,669 |
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See notes to consolidated financial statements
3
Peoples Financial Services Corp.
CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (UNAUDITED)
(Dollars in thousands, except per share data)
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Three Months Ended |
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Nine Months Ended |
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September 30, |
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2015 |
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2014 |
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2015 |
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2014 |
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Interest income: |
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Interest and fees on loans: |
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Taxable |
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$ |
13,341 |
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$ |
13,876 |
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$ |
40,072 |
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$ |
41,035 |
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Tax-exempt |
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585 |
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465 |
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1,714 |
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1,607 |
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Interest and dividends on investment securities: |
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Taxable |
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792 |
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1,007 |
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2,508 |
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2,877 |
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Tax-exempt |
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858 |
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816 |
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2,498 |
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2,462 |
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Dividends |
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9 |
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2 |
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24 |
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32 |
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Interest on interest-bearing deposits in other banks |
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13 |
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10 |
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39 |
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29 |
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Interest on federal funds sold |
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16 |
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9 |
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64 |
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Total interest income |
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15,598 |
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16,192 |
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46,864 |
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48,106 |
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Interest expense: |
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Interest on deposits |
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1,229 |
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1,354 |
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3,689 |
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4,125 |
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Interest on short-term borrowings |
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11 |
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9 |
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23 |
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67 |
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Interest on long-term debt |
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245 |
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279 |
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756 |
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864 |
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Total interest expense |
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1,485 |
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1,642 |
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4,468 |
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5,056 |
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Net interest income |
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14,113 |
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14,550 |
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42,396 |
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43,050 |
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Provision for loan losses |
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900 |
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666 |
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2,400 |
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2,724 |
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Net interest income after provision for loan losses |
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13,213 |
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13,884 |
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39,996 |
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40,326 |
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Noninterest income: |
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Service charges, fees and commissions |
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1,531 |
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1,634 |
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4,685 |
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4,815 |
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Merchant services income |
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1,183 |
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1,002 |
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2,936 |
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2,784 |
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Commission and fees on fiduciary activities |
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541 |
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575 |
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1,487 |
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1,690 |
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Wealth management income |
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224 |
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217 |
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627 |
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569 |
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Mortgage banking income |
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197 |
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142 |
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667 |
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434 |
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Life insurance investment income |
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192 |
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109 |
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569 |
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565 |
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Net gain on sale of investment securities available-for-sale |
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147 |
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|
701 |
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|
979 |
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861 |
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Total noninterest income |
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4,015 |
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4,380 |
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11,950 |
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11,718 |
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Noninterest expense: |
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Salaries and employee benefits expense |
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5,397 |
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4,754 |
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16,243 |
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14,883 |
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Net occupancy and equipment expense |
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2,246 |
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2,020 |
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6,863 |
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6,080 |
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Merchant services expense |
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823 |
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662 |
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2,006 |
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1,722 |
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Amortization of intangible assets |
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296 |
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334 |
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|
896 |
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1,010 |
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Acquisition related expense |
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109 |
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1,725 |
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Other expenses |
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2,944 |
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3,205 |
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8,303 |
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9,190 |
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Total noninterest expense |
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11,706 |
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11,084 |
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34,311 |
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34,610 |
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Income before income taxes |
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5,522 |
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7,180 |
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17,635 |
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17,434 |
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Income tax expense |
|
|
1,113 |
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1,944 |
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|
3,751 |
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|
4,169 |
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Net income |
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|
4,409 |
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|
5,236 |
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|
13,884 |
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|
13,265 |
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Other comprehensive income (loss): |
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Unrealized gain (loss) on investment securities available-for-sale |
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|
826 |
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(825) |
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134 |
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2,811 |
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Reclassification adjustment for net gain on sales included in net income |
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|
(147) |
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|
(701) |
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|
(979) |
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|
(861) |
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Other comprehensive income (loss) |
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|
679 |
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|
(1,526) |
|
|
(845) |
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|
1,950 |
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Income tax expense (benefit) related to other comprehensive loss |
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|
237 |
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|
(534) |
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(296) |
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|
682 |
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Other comprehensive income (loss), net of income taxes |
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|
442 |
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|
(992) |
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|
(549) |
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|
1,268 |
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Comprehensive income |
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$ |
4,851 |
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$ |
4,244 |
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$ |
13,335 |
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$ |
14,533 |
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Per share data: |
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Net income: |
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Basic |
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$ |
0.58 |
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$ |
0.70 |
|
$ |
1.84 |
|
$ |
1.76 |
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Diluted |
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$ |
0.58 |
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$ |
0.70 |
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$ |
1.84 |
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$ |
1.76 |
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Average common shares outstanding: |
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Basic |
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|
7,536,824 |
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|
7,548,358 |
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|
7,543,751 |
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|
7,548,983 |
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Diluted |
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|
7,536,824 |
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|
7,548,358 |
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7,543,751 |
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|
7,566,456 |
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Dividends declared |
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$ |
0.31 |
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$ |
0.31 |
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$ |
0.93 |
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$ |
0.93 |
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See notes to consolidated financial statements
4
Peoples Financial Services Corp.
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (UNAUDITED)
(Dollars in thousands, except per share data)
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Accumulated |
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Other |
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Common |
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Capital |
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Retained |
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Comprehensive |
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Treasury |
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Stock |
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Surplus |
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Earnings |
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Income/(Loss) |
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Stock |
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Total |
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Balance, January 1, 2015 |
|
$ |
15,097 |
|
$ |
140,214 |
|
$ |
92,297 |
|
$ |
(829) |
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$ |
|
|
$ |
246,779 |
|
Stock based compensation |
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|
|
|
52 |
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|
|
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|
|
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|
52 |
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Net income |
|
|
|
|
|
|
|
|
13,884 |
|
|
|
|
|
|
|
|
13,884 |
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Other comprehensive loss, net of income taxes |
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|
|
|
|
|
|
|
|
|
|
(549) |
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|
|
|
|
(549) |
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Dividends declared: $0.93 per share |
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|
|
|
|
|
|
|
(7,016) |
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|
|
|
|
|
|
(7,016) |
|
Shares retired: 29,249 shares |
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(59) |
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|
(1,003) |
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|
|
|
|
|
|
|
|
|
(1,062) |
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Balance, September 30, 2015 |
|
|
15,038 |
|
|
139,263 |
|
|
99,165 |
|
|
(1,378) |
|
|
|
|
|
252,088 |
|
Balance, January 1, 2014 |
|
|
15,614 |
|
|
146,109 |
|
|
84,008 |
|
|
(698) |
|
|
(6,241) |
|
|
238,792 |
|
Net income |
|
|
|
|
|
|
|
|
13,265 |
|
|
|
|
|
|
|
|
13,265 |
|
Other comprehensive income, net of income taxes |
|
|
|
|
|
|
|
|
|
|
|
1,268 |
|
|
|
|
|
1,268 |
|
Dividends declared: $0.93 per share |
|
|
|
|
|
|
|
|
(7,021) |
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|
|
|
|
|
|
|
(7,021) |
|
Shares retired: 3,386 shares |
|
|
(7) |
|
|
(102) |
|
|
|
|
|
|
|
|
|
|
|
(109) |
|
Reissuance under option plan: 600 shares |
|
|
|
|
|
28 |
|
|
|
|
|
|
|
|
11 |
|
|
39 |
|
Repurchase and held: 1,800 shares |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(70) |
|
|
(70) |
|
Retirement of stock options |
|
|
|
|
|
(95) |
|
|
|
|
|
|
|
|
|
|
|
(95) |
|
Retirement of treasury stock |
|
|
(510) |
|
|
(5,790) |
|
|
|
|
|
|
|
|
6,300 |
|
|
|
|
Balance, September 30, 2014 |
|
$ |
15,097 |
|
$ |
140,150 |
|
$ |
90,252 |
|
$ |
570 |
|
$ |
|
|
$ |
246,069 |
|
See notes to consolidated financial statements
5
Peoples Financial Services Corp.
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(Dollars in thousands, except per share data)
For the Nine Months Ended September 30, |
|
2015 |
|
2014 |
|
||
Cash flows from operating activities: |
|
|
|
|
|
|
|
Net income |
|
$ |
13,884 |
|
$ |
13,265 |
|
Adjustments to reconcile net income to net cash provided by operating activities: |
|
|
|
|
|
|
|
Depreciation of premises and equipment |
|
|
1,178 |
|
|
1,322 |
|
Amortization of deferred loan costs |
|
|
440 |
|
|
171 |
|
Amortization of intangibles |
|
|
896 |
|
|
1,010 |
|
Net accretion of purchase accounting adjustments on tangible assets |
|
|
(708) |
|
|
(2,683) |
|
Provision for loan losses |
|
|
2,400 |
|
|
2,724 |
|
Net gain on sale of other real estate owned |
|
|
(132) |
|
|
(60) |
|
Net loss on disposal of equipment |
|
|
87 |
|
|
63 |
|
Loans originated for sale |
|
|
(20,664) |
|
|
(7,346) |
|
Proceeds from sale of loans originated for sale |
|
|
21,378 |
|
|
6,752 |
|
Net gain on sale of loans originated for sale |
|
|
(667) |
|
|
(610) |
|
Net amortization of investment securities |
|
|
3,171 |
|
|
3,230 |
|
Net gain on sale of investment securities |
|
|
(979) |
|
|
(861) |
|
Life insurance investment income |
|
|
(569) |
|
|
(592) |
|
Deferred income tax expense |
|
|
119 |
|
|
|
|
Stock based compensation |
|
|
52 |
|
|
11 |
|
Net change in: |
|
|
|
|
|
|
|
Accrued interest receivable |
|
|
253 |
|
|
485 |
|
Other assets |
|
|
(3,062) |
|
|
(3,455) |
|
Accrued interest payable |
|
|
(78) |
|
|
(126) |
|
Other liabilities |
|
|
(1,827) |
|
|
1,546 |
|
Net cash provided by operating activities |
|
|
15,172 |
|
|
14,846 |
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
Proceeds from sales of investment securities available-for-sale |
|
|
65,858 |
|
|
15,389 |
|
Proceeds from repayments of investment securities: |
|
|
|
|
|
|
|
Available-for-sale |
|
|
41,659 |
|
|
32,022 |
|
Held-to-maturity |
|
|
1,526 |
|
|
1,989 |
|
Purchases of investment securities: |
|
|
|
|
|
|
|
Available-for-sale |
|
|
(70,768) |
|
|
(98,898) |
|
Held-to-maturity |
|
|
|
|
|
|
|
Net redemption of restricted equity securities |
|
|
343 |
|
|
56 |
|
Net increase in lending activities |
|
|
(61,940) |
|
|
(3,341) |
|
Purchases of premises and equipment |
|
|
(2,924) |
|
|
(1,059) |
|
Proceeds from the sale of premises and equipment |
|
|
14 |
|
|
25 |
|
Proceeds from sale of other real estate owned |
|
|
484 |
|
|
409 |
|
Net cash used in investing activities |
|
|
(25,748) |
|
|
(53,408) |
|
Cash flows from financing activities: |
|
|
|
|
|
|
|
Net increase in deposits |
|
|
19,619 |
|
|
46,939 |
|
Repayment of long-term debt |
|
|
(2,099) |
|
|
(2,682) |
|
Net increase (decrease) in short-term borrowings |
|
|
10,693 |
|
|
(15,538) |
|
Redemption of common stock |
|
|
(1,062) |
|
|
(70) |
|
Settlement of stock options |
|
|
|
|
|
(95) |
|
Purchase of treasury stock |
|
|
|
|
|
(70) |
|
Cash dividends paid |
|
|
(7,016) |
|
|
(7,021) |
|
Net cash provided by financing activities |
|
|
20,135 |
|
|
21,463 |
|
Net increase (decrease) in cash and cash equivalents |
|
|
9,559 |
|
|
(17,099) |
|
Cash and cash equivalents at beginning of year |
|
|
31,426 |
|
|
51,310 |
|
Cash and cash equivalents at end of year |
|
$ |
40,985 |
|
$ |
34,211 |
|
6
Peoples Financial Services Corp.
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(Dollars in thousands, except per share data)
For the Nine Months Ended September 30, |
|
2015 |
|
2014 |
|
||
Supplemental disclosures: |
|
|
|
|
|
|
|
Cash paid during the period for: |
|
|
|
|
|
|
|
Interest |
|
$ |
5,114 |
|
$ |
5,182 |
|
Income taxes |
|
|
2,900 |
|
|
3,100 |
|
Noncash items: |
|
|
|
|
|
|
|
Transfers of loans to other real estate |
|
$ |
370 |
|
$ |
541 |
|
Retirement of treasury shares |
|
|
|
|
|
6,300 |
|
|
|
|
|
|
|
|
|
Acquisition: |
|
|
|
|
|
|
|
Fair value of assets acquired: |
|
|
|
|
|
|
|
Loans, net |
|
$ |
216 |
|
$ |
1,900 |
|
Premises and equipment |
|
|
(76) |
|
|
(76) |
|
Core deposit and other intangible assets |
|
|
(896) |
|
|
(1,010) |
|
|
|
$ |
(756) |
|
$ |
814 |
|
|
|
|
|
|
|
|
|
Fair value of liabilities assumed: |
|
|
|
|
|
|
|
Deposits |
|
$ |
527 |
|
$ |
818 |
|
Long-term debt |
|
|
41 |
|
|
41 |
|
|
|
$ |
568 |
|
$ |
859 |
|
See notes to consolidated financial statements
7
1. Summary of significant accounting policies:
Nature of operations:
Peoples Financial Services Corp., a bank holding company incorporated under the laws of Pennsylvania, provides a full range of financial services through its wholly-owned subsidiary, Peoples Security Bank and Trust Company (“Peoples Bank”), including its subsidiaries, Peoples Advisors, LLC and Penseco Realty, Inc. (collectively, the “Company” or “Peoples”). The Company services its retail and commercial customers through twenty-six full-service community banking offices located within the Lackawanna, Lehigh, Luzerne, Monroe, Susquehanna, Wayne and Wyoming Counties of Pennsylvania and Broome County of New York.
Basis of presentation:
The accompanying unaudited consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP’) for interim financial information and with the instructions to Form 10-Q and Article 10-01 of Regulation S-X. In the opinion of management, all normal recurring adjustments necessary for a fair presentation of the financial position and results of operations for the periods presented have been included. All significant intercompany balances and transactions have been eliminated in consolidation. Prior-period amounts are reclassified when necessary to conform to the current year’s presentation. These reclassifications did not have any effect on the operating results or financial position of the Company. The operating results and financial position of the Company for the three and nine months ended and as of September 30, 2015, are not necessarily indicative of the results of operations and financial position that may be expected in the future.
The preparation of consolidated financial statements in conformity with GAAP 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 consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates that are particularly susceptible to material change in the near term relate to the determination of the allowance for loan losses, fair value of financial instruments, the valuation of real estate acquired in connection with foreclosures or in satisfaction of loans, the valuation of deferred tax assets, determination of other-than-temporary impairment losses on securities, impairment of goodwill and fair value of assets acquired and liabilities assumed in business combinations. Actual results could differ from those estimates. For additional information and disclosures required under GAAP, reference is made to the Company’s Annual Report on Form 10-K for the period ended December 31, 2014.
The Company has evaluated events and transactions occurring subsequent to the balance sheet date of September 30, 2015, for items that should potentially be recognized or disclosed in these consolidated financial statements. The evaluation was conducted through the date these consolidated financial statements were issued.
Recent accounting standards:
In April 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2015-03, “Interest—Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs.”
ASU 2015-03 requires that debt issuance costs be reported in the balance sheet as a direct deduction from the face amount of the related liability, consistent with the presentation of debt discounts. Prior to the amendments, debt issuance costs were presented as a deferred charge (i.e., an asset) on the balance sheet. The ASU provides examples illustrating the balance sheet presentation of notes net of their related discounts and debt issuance costs. Further, the amendments require the amortization of debt issuance costs to be reported as interest expense. Similarly, debt issuance costs and any discount or premium are considered in the aggregate when determining the effective interest rate on the debt.
The amendments are effective for public business entities for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. The amendments must be applied retrospectively. The adoption of ASU 2015-03 on January 1, 2016, is not expected to have a material effect on the operating results or financial position of the Company.
8
In July 2015, the FASB issued ASU 2015-12, “Plan Accounting: Defined Benefit Pension Plans (Topic 960), Defined Contribution Pension Plans (Topic 962), Health and Welfare Benefit Plans (Topic 965): (Part I) Fully Benefit-Responsive Investment Contracts, (Part II) Plan Investment Disclosures, (Part III) Measurement Date Practical Expedient.”
The amendments in ASU 2015-12 (i) require fully benefit-responsive investment contracts to be measured, presented and disclosed only at contract value, not fair value; (ii) simplify the investment disclosure requirements; and (iii) provide a measurement date practical expedient for employee benefit plans.
Part I. Fully Benefit-Responsive Investment Contracts – the amendments designate contract value as the only required measurement for fully benefit-responsive investments contracts within the scope of Topics 962 and 965, eliminating the requirement to measure, present and disclose such contracts also at fair value and reconcile fair value to contract value.
Part II. Plan Investment Disclosures – the amendments eliminate certain disclosure requirements for both participant-directed investments and nonparticipant-directed investments, and also reduce disclosures required specifically for investments using the net asset value per share practical expedient. The amendments also require that both participant-directed and nonparticipant-directed investments be grouped only by general type, eliminating the need to disaggregate the investments in multiple ways (i.e., also on the basis of nature, characteristics, and risks as required by Topic 820, Fair Value Measurement).
Part III. Measurement Date Practical Expedient – the amendments provide a measurement date practical expedient for employee benefit plans similar to the practical expedient allowing employers to measure defined benefit plan assets on a month-end date that is nearest to the employer’s fiscal year-end, when the fiscal period does not coincide with a month-end.
The amendments are effective for fiscal years beginning after December 15, 2015. Early adoption is permitted for all three parts individually or in the aggregate. Parts I and II of the ASU should be applied retrospectively, while Part III should be applied prospectively. Only the nature and reason for the change in accounting principle is required to be disclosed in the annual period of adoption. The adoption of ASU 2015-12 on January 1, 2016, is not expected to have a material effect on the operating results or financial position of the Company.
In August 2015, the FASB issued ASU 2015-14, “Revenue from Contracts (Topic 606): Deferral of the Effective Date.”
ASU 2015-14 defers the effective date of the new revenue recognition standard by one year. As such, it now takes effect for public entities in fiscal years beginning after December 15, 2017. Early adoption is permitted for any entity that chooses to adopt the new standard as of the original effective date. The adoption of ASU 2015-14 on January 1, 2018, is not expected to have a material effect on the operating results or financial position of the Company.
In August 2015, the FASB issued ASU 2015-15, “Interest – Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements.”
ASU 2015-15 codifies a Securities and Exchange Commission (“SEC”) staff announcement that entities are permitted to defer and present debt issuance costs related to line-of-credit arrangements as assets. ASU 2015-15 clarifies that the SEC staff would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. ASU 2015-15 is effective immediately. The adoption of ASU 2015-15 did not have a material effect on the operating results or financial position of the Company.
In September, 2015, the FASB issued ASU 2015-16, “Business Combination (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments.”
ASU 2015-16 requires adjustments to provisional amounts that are identified during the measurement period to be recognized in the reporting period in which the adjustment amounts are determined. This includes any effect on earnings
9
of changes in depreciation, amortization, or other income effects as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date.
In addition, the amendments in the proposed Update would require an entity to disclose, either on the face of the income statement or in the notes, the nature and amount of measurement-period adjustments recognized in the current period, including separately the amounts in current-period income statement line items that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date.
The amendments are effective for public business entities for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted. The amendments in this Update should be applied prospectively to measurement-period adjustments that occur after the effective date of this ASU. The adoption of ASU 2015-16 on January 1, 2016, is not expected to have a material effect on the operating results or financial position of the Company.
2. Other comprehensive income (loss):
The components of other comprehensive loss and their related tax effects are reported in the Consolidated Statements of Income and Comprehensive Income. The accumulated other comprehensive income (loss) included in the Consolidated Balance Sheets relates to net unrealized gains and losses on investment securities available-for-sale and benefit plan adjustments.
The components of accumulated other comprehensive loss included in stockholders’ equity at September 30, 2015 and December 31, 2014 is as follows:
|
|
|
September 30, 2015 |
|
|
December 31, 2014 |
|
Net unrealized gain on investment securities available-for-sale |
|
$ |
5,447 |
|
$ |
6,292 |
|
Income tax expense (benefit) |
|
|
1,906 |
|
|
2,202 |
|
Net of income taxes |
|
|
3,541 |
|
|
4,090 |
|
Benefit plan adjustments |
|
|
(7,567) |
|
|
(7,567) |
|
Income tax expense (benefit) |
|
|
(2,648) |
|
|
(2,648) |
|
Net of income taxes |
|
|
(4,919) |
|
|
(4,919) |
|
Accumulated other comprehensive loss |
|
$ |
(1,378) |
|
$ |
(829) |
|
10
Other comprehensive income (loss) and related tax effects for the three and nine months ended September 30, 2015 and 2014 is as follows:
Three Months Ended September 30, |
|
2015 |
|
2014 |
|
||
Unrealized gain (loss) on investment securities available-for-sale |
|
$ |
826 |
|
$ |
(825) |
|
Net gain on the sale of investment securities available-for-sale(1) |
|
|
(147) |
|
|
(701) |
|
Other comprehensive income (loss) gain before taxes |
|
|
679 |
|
|
(1,526) |
|
Income tax expense (benefit) |
|
|
237 |
|
|
(534) |
|
Other comprehensive income (loss) |
|
$ |
442 |
|
$ |
(992) |
|
|
|
|
|
|
|
|
|
Nine Months Ended September 30, |
|
2015 |
|
2014 |
|
||
Unrealized gain (loss) on investment securities available-for-sale |
|
$ |
134 |
|
$ |
2,811 |
|
Net gain on the sale of investment securities available-for-sale(1) |
|
|
(979) |
|
|
(861) |
|
Other comprehensive income (loss) gain before taxes |
|
|
(845) |
|
|
1,950 |
|
Income tax expense (benefit) |
|
|
(296) |
|
|
682 |
|
Other comprehensive income (loss) |
|
$ |
(549) |
|
$ |
1,268 |
|
(1)Represents amounts reclassified out of accumulated comprehensive income and included in gains on sale of investment securities on the consolidated statements of income and comprehensive income.
3. Earnings per share:
Basic earnings per share represent income available to common stockholders divided by the weighted-average number of common shares outstanding during the period. Diluted earnings per share reflect additional common shares that would have been outstanding if dilutive potential common shares had been issued, as well as any adjustment to income that would result from the assumed issuance. Potential common shares that may be issued by the Company relate solely to outstanding stock options, and are determined using the treasury stock method.
There were no shares considered anti-dilutive for the three and nine month periods ended September 30, 2015 and 2014.
|
|
2015 |
|
2014 |
|
||||||||
For the Three Months Ended September 30, |
|
Basic |
|
Diluted |
|
Basic |
|
Diluted |
|
||||
Net Income (Numerator) |
|
$ |
4,409 |
|
$ |
4,409 |
|
$ |
5,236 |
|
$ |
5,236 |
|
Average common shares outstanding (Denominator) |
|
|
7,536,824 |
|
|
7,536,824 |
|
|
7,548,358 |
|
|
7,548,358 |
|
Earnings per share |
|
$ |
0.58 |
|
$ |
0.58 |
|
$ |
0.70 |
|
$ |
0.70 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2015 |
|
2014 |
|
||||||||
For the Nine Months Ended September 30, |
|
Basic |
|
Diluted |
|
Basic |
|
Diluted |
|
||||
Net Income (Numerator) |
|
$ |
13,884 |
|
$ |
13,884 |
|
$ |
13,265 |
|
$ |
13,265 |
|
Average common shares outstanding (Denominator) |
|
|
7,543,751 |
|
|
7,543,751 |
|
|
7,548,983 |
|
|
7,566,456 |
|
Earnings per share |
|
$ |
1.84 |
|
$ |
1.84 |
|
$ |
1.76 |
|
$ |
1.76 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11
4. Investment securities:
The amortized cost and fair value of investment securities aggregated by investment category at September 30, 2015 and December 31, 2014 are summarized as follows:
|
|
|
|
|
Gross |
|
Gross |
|
|
|
|
||
|
|
Amortized |
|
Unrealized |
|
Unrealized |
|
Fair |
|
||||
September 30, 2015 |
|
Cost |
|
Gains |
|
Losses |
|
Value |
|
||||
Available-for-sale: |
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Treasury securities |
|
$ |
15,915 |
|
$ |
152 |
|
|
— |
|
$ |
16,067 |
|
U.S. Government-sponsored enterprises |
|
|
79,077 |
|
|
547 |
|
$ |
1 |
|
|
79,623 |
|
State and municipals: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Taxable |
|
|
15,886 |
|
|
864 |
|
|
19 |
|
|
16,731 |
|
Tax-exempt |
|
|
113,198 |
|
|
3,913 |
|
|
302 |
|
|
116,809 |
|
Mortgage-backed securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Government agencies |
|
|
34,027 |
|
|
198 |
|
|
31 |
|
|
34,194 |
|
U.S. Government-sponsored enterprises |
|
|
36,282 |
|
|
235 |
|
|
109 |