XML 35 R19.htm IDEA: XBRL DOCUMENT v2.4.0.6
Shareholders' Equity
12 Months Ended
Dec. 31, 2011
Shareholders' Equity [Abstract]  
Shareholders' Equity

Note 10: Shareholders' Equity

Regulatory Capital Requirements: The Company and Bank are 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 Company's financial statements. Under capital adequacy guidelines and the regulatory frameworks for prompt corrective action, the Company and Bank must meet specific capital guidelines that involve quantitative measures of the Company's and Bank's assets, liabilities, and certain off-balance sheet items as calculated under regulatory accounting practices. The Company's and Bank's capital amounts and classification are also subject to qualitative judgment by the regulators about components, risk weightings and other factors.

Quantitative measures established by regulation to ensure capital adequacy require the Company and Bank to maintain minimum amounts and ratios (set forth in the table below) of total and Tier I capital to risk-weighted assets and average assets. As of December 31, 2011, the Company and the Bank exceeded all capital adequacy requirements to which they are subject. As of December 31, 2011, the most recent notification from the federal regulators categorized the Bank as well-capitalized. To be categorized as well-capitalized, the Company and Bank must maintain minimum total risk-based, Tier I risk-based, and Tier I leverage ratios as set forth in the following table. There are no conditions or events since that notification that management believes have changed the Bank's or the Company's category.

The following table sets forth the Company's and the Bank's regulatory capital at December 31, 2011, under the rules applicable at that date.

                         
  Consolidated For Capital
Adequacy Purposes
To be well
Capitalized under
Prompt corrective
Action provisions
  Actual
Amount
Ratio Required
Amount
Ratio Required
Amount
Ratio
As of December 31, 2011                        
Total Capital                        
(To Risk-Weighted Assets)                        
Consolidated $ 121,265 16.06 % $ 60,418 8.0 %   N/A    
Bank $ 122,151 16.19 % $ 60,370 8.0 % $ 75,462 10.0 %
Tier 1 Capital                        
(To Risk-Weighted Assets)                        
Consolidated $ 107,933 14.29 % $ 30,209 4.0 %   N/A    
Bank $ 108,819 14.42 % $ 30,185 4.0 % $ 45,277 6.0 %
Tier 1 Capital                        
(To Average Assets)                        
Consolidated $ 107,933 9.32 % $ 46,300 4.0 %   N/A    
Bank $ 108,819 9.41 % $ 46,263 4.0 % $ 57,829 5.0 %

 

The following table sets forth the Company's and the Bank's regulatory capital at December 31, 2010, under the rules applicable at that date.

                         
  Consolidated For capital
adequacy purposes
To be well
capitalized under
prompt corrective
action provisions
  Actual
Amount
Ratio Required
Amount
Ratio Required
Amount
Ratio
 
As of December 31, 2010                        
Total Capital                        
(To Risk-Weighted Assets)                        
Consolidated $ 113,741 15.41 % $ 59,065 8.0 %   N/A    
Bank $ 114,735 15.56 % $ 58,999 8.0 % $ 73,748 10.0 %
Tier 1 Capital                        
(To Risk-Weighted Assets)                        
Consolidated $ 100,166 13.57 % $ 29,532 4.0 %   N/A    
Bank $ 101,160 13.72 % $ 29,499 4.0 % $ 44,249 6.0 %
Tier 1 Capital                        
(To Average Assets)                        
Consolidated $ 100,166 9.01 % $ 44,493 4.0 %   N/A    
Bank $ 101,160 9.10 % $ 44,459 4.0 % $ 55,574 5.0 %

 

Dividend Limitations: Dividends paid by the Bank are the primary source of funds available to the Company for payment of dividends to its shareholders. The Bank is subject to certain requirements imposed by federal banking laws and regulations. These requirements, among other things, establish minimum levels of capital and restrict the amount of dividends that may be distributed by the Bank to the Company. At December 31, 2011, the Bank had $46,689 available for dividends that could be paid without prior regulatory approval.

Series A Fixed Rate Cumulative Perpetual Preferred Stock and Warrant: As previously reported, on January 16, 2009, as part of the Capital Purchase Program (the "CPP") established by the U.S. Department of the Treasury (the "Treasury") under the Emergency Economic Stabilization Act of 2008, the Company sold to Treasury (i) 18,751 shares of the Company's Fixed Rate Cumulative Perpetual Preferred Stock, Series A, no par value, having a liquidation preference of one thousand dollars per share (the "Preferred Stock"); and (ii) a ten-year warrant to purchase up to 104,910 shares of the Company's common stock, par value two dollars per share at an initial exercise price of $26.81 per share, for an aggregate purchase price of $18,751 in cash. All of the proceeds from the sale were treated as Tier 1 capital for regulatory purposes.

On February 24, 2010 the Company redeemed all 18,751 shares of its Preferred Stock sold to Treasury. The Company paid $18,774 to the Treasury to redeem the Preferred Stock, consisting of $18,751 of principal and $23 of accrued and unpaid dividends. The Company and the Bank received approvals from their respective regulators to redeem the Preferred Stock. The Company's redemption of the Preferred Stock is not subject to additional conditions or stipulations from the Treasury.

The preferred stock that the Company repurchased for $18,751 had a then current carrying value of $18,255 (net of $496 unaccreted discount) on the Company's consolidated balance sheet. As a result of the repurchase, the Company accelerated the accretion of the $496 discount and recorded a total reduction in shareholders' equity of $18,751.

In the fourth quarter of 2009, the warrant received by the Treasury to purchase up to 104,910 shares of the Company's common stock was reduced by one half to 52,455 shares as a result of the Company's successful completion of a common stock offering in December 2009. On July 28, 2010, the Company repurchased the Warrant in its entirety for $250. The repurchase of the Warrant did not have any effect on the Company's earnings or earnings per share. As a result of the Warrant repurchase, the Company has repurchased all securities issued to Treasury under CPP.

Common Stock Offering: In December 2009 the Company completed its previously announced offering of 800,000 shares of common stock to the public at $27.50 per share. The net proceeds from this offering, after deducting underwriting discounts and expenses amounted to $20,412. As previously reported, in January 2010 the Company completed the closing of the underwriter's exercise of its over-allotment option to purchase an additional 82,021 shares of the Company's common stock at a purchase price to the public of $27.50 per share. The Company received total net proceeds from the offering, including the exercise of the over allotment option, after deducting underwriting discounts and expenses, amounting to approximately $22,411. All of the net proceeds from this offering are treated as Tier 1 capital for regulatory purposes. In February 2010, the Company used $18,751 of the net proceeds from this offering to repurchase all of its Series A preferred shares sold to the U.S. Department of the Treasury.

Stock Repurchase Plan: In August 2008, the Company's Board of Directors approved a program to repurchase up to 300,000 shares of the Company's common stock, or approximately 10.2% of the shares then currently outstanding. The new stock repurchase program became effective as of August 21, 2008 and was authorized to continue for a period of up to twenty-four consecutive months. In August 2010, the Company's board of directors authorized the continuance of this program through August 19, 2012. Depending on market conditions and other factors, these purchases may be commenced or suspended at any time, or from time to time, without prior notice and may be made in the open market or through privately negotiated transactions. As of December 31, 2011, the Company had repurchased 98,869 shares of stock under this plan, at a total cost of $2,731 and an average price of $27.62 per share. The Company recorded the repurchased shares as treasury stock.

The new stock repurchase program replaced the Company's stock repurchase program that had been in place since February 2004, which had authorized the repurchase of up to 310,000 or approximately 10% of the Company's outstanding shares of common stock. As of August 19, 2008, the date this program was terminated, the Company had repurchased 288,799 shares at a total cost of $8,441 and an average price of $29.23 per share.