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BCB BANCORP INC - Quarter Report: 2011 June (Form 10-Q)

form10q-117432_bcb.htm
 
 

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 


 
FORM 10-Q
 
 

(Mark One)
x
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the quarterly period ended June 30, 2011.
 
Or
 
o
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the transition period from                      to                     
 
Commission File Number: 0-50275
 
 
 


 
BCB Bancorp, Inc.
(Exact name of registrant as specified in its charter)
 
 


 
     
New Jersey
 
26-0065262
(State or other jurisdiction of
incorporation or organization)
 
(IRS Employer
I.D. No.)
   
104-110 Avenue C Bayonne, New Jersey
 
07002
(Address of principal executive offices)
 
(Zip Code)
 
(201) 823-0700
(Registrant’s telephone number, including area code)
 
 
(Former name, former address and former fiscal year if changed since last report)
 
 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.   ý Yes    o No
 
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and larger accelerated filer” in Rule 12b-2 of the Exchange Act.
 
             
Large Accelerated Filer
 
o
  
Accelerated Filer
 
o
       
Non-Accelerated Filer
 
o
  
Smaller Reporting Company
 
ý
 
Indicate by check mark whether the registrant is a shell company (as defined in rule 12b-2 of the Exchange Act).    o  Yes    ý  No
 
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, 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).     ý Yes     o No

 
APPLICABLE ONLY TO CORPORATE ISSUERS:
 
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date. As of August 1, 2011, BCB Bancorp, Inc., had 9,263,032 shares of common stock, no par value, outstanding.
 

 
 
 

 

 

 

 
BCB BANCORP INC. AND SUBSIDIARIES
 
INDEX
 
         
 
  
Page
 
PART I. CONSOLIDATED FINANCIAL INFORMATION
  
     
   
Item 1. Consolidated Financial Statements
  
     
   
  
 
1
  
   
  
 
2
  
   
  
 
4
  
   
  
 
5
  
   
  
 
6
  
   
  
 
28
  
   
  
 
32
  
   
  
 
33
  
   
  
 
34
  
   
  
 
34
  
   
  
 
34
  
   
  
 
34
  
   
  
 
34
  
   
  
 
34
  
   
  
 
34
  
   
  
 
34
  



 
 



 
PART I. FINANCIAL INFORMATION
 
ITEM I. FINANCIAL STATEMENTS
 
BCB BANCORP INC. AND SUBSIDIARIES
Consolidated Statements of Financial Condition
(In Thousands, Except Share and Per Share Data, Unaudited)
 
                 
 
  
June 30,
 2011
   
December 31,
 2010
 
     
ASSETS
  
             
Cash and amounts due from depository institutions
  
$
10,655
  
 
$
22,065
  
Interest-earning deposits
  
 
63,485
  
   
99,062
  
 
  
             
Total Cash and Cash equivalents
  
 
74,140
  
   
121,127
  
 
  
             
     
Securities available for sale
  
 
1,314
  
   
1,098
  
Securities held to maturity, fair value $221,719 and $166,785; respectively
  
 
217,983
  
   
165,572
  
Loans held for sale
  
 
2,147
  
   
5,572
  
Loans receivable, net of allowance for loan losses of $8,716 and $8,417; respectively
  
 
764,980
  
   
773,101
  
Premises and equipment
  
 
12,784
  
   
11,359
  
Property held for sale
  
 
1,017
  
   
1,017
 
Federal Home Loan Bank of New York stock
  
 
6,678
  
   
6,723
  
Interest receivable
  
 
5,387
  
   
5,203
  
Real estate owned
  
 
4,190
  
   
3,602
  
Deferred income taxes
  
 
5,925
  
   
5,785
 
Other assets
  
 
3,800
  
   
6,729
  
 
  
             
Total Assets
  
$
1,100,345
  
 
$
1,106,888
  
 
  
             
     
LIABILITIES AND STOCKHOLDERS’ EQUITY
  
             
     
LIABILITIES
  
             
Non-interest bearing deposits
  
$
69,966
  
 
$
69,471
  
Interest bearing deposits
  
 
807,647
  
   
816,817
  
 
  
             
Total deposits
  
 
877,613
  
   
886,288
  
                 
Long-term debt
  
 
114,124
  
   
114,124
  
Other Liabilities
  
 
9,096
  
   
7,502
  
 
  
             
Total Liabilities
  
 
1,000,833
  
   
1,007,914
  
 
  
             
     
STOCKHOLDERS’ EQUITY
  
             
Preferred stock; $0.01 par value; 10,000,000 shares authorized; none issued and outstanding
  
 
-
  
   
-
 
Common stock, stated value $0.064; 20,000,000 shares authorized,
  10,170,411 and 10,144,830 shares respectively, issued; 9,278,642 shares
  and 9,383,695 shares, respectively, outstanding
  
 
650
  
   
649
  
Additional paid-in capital
  
 
85,533
  
   
85,327
  
Treasury stock, at cost, 891,769 and 761,135 shares, respectively
  
 
(12,178)
     
(10,760
Retained Earnings
  
 
25,372
  
   
23,753
  
Accumulated other comprehensive income, net of taxes
  
 
135
  
   
5
  
 
  
             
Total Stockholders’ equity
  
 
99,512
  
   
98,974
  
 
  
             
     
Total Liabilities and Stockholders’ equity
  
$
1,100,345
   
$
1,106,888
  
 
  
             
 
See accompanying notes to consolidated financial statements.
 



 
1




BCB BANCORP INC. AND SUBSIDIARIES
Consolidated Statements of Income
(In Thousands, except for per share amounts, Unaudited)
 
   
Three Months Ended
 June 30,
   
Six Months Ended
 June 30,
 
   
2011
   
2010
   
2011
   
2010
 
                       
Interest income:
                       
Loans
  $ 11,090     $ 6,369     $ 22,351     $ 12,806  
Investments, taxable
    2,129       1,328       3,882       2,832  
Investment, non-taxable
    13       -       25       -  
Other interest-earning assets
    18       21       46       40  
                                 
Total interest income
    13,250       7,718       26,304       15,678  
                                 
                                 
Interest expense:
                               
Deposits:
                               
Demand
    222       176       447       388  
Savings and club
    275       238       544       510  
Certificates of deposit
    1,638       1,380       3,305       2,893  
                                 
      2,135       1,794       4,296       3,791  
                                 
Borrowed money
    1,233       1,233       2,454       2,454  
                                 
                                 
Total interest expense
    3,368       3,027       6,750       6,245  
                                 
                                 
Net interest income
    9,882       4,691       19,554       9,433  
Provision for loan losses
    450       300       800       750  
                                 
                                 
Net interest income after provision for loan losses
    9,432       4,391       18,754       8,683  
                                 
                                 
Non-interest income:
                               
Fees and service charges
    243       240       462       400  
Gain on sales of loans originated for sale
    226       56       404       128  
Loss on sale of real estate owned
    (80 )     -       (136 )     -  
Gain on sale of securities
    18       -       18       -  
Other
    22       8       158       17  
                                 
Total non-interest income
    429       304       906       545  
                                 
                                 
Non-interest expense:
                               
Salaries and employee benefits
    2,900       1,403       5,907       2,770  
Occupancy expense of premises
    723       273       1,502       560  
Equipment
    1,068       536       2,091       1,090  
Professional Fees
    258       61       461       193  
Director Fees
    180       108       299       214  
Regulatory Assessments
    355       189       793       362  
Advertising
    106       71       178       138  
Merger related expenses
    256       144       256       344  
Other
    711       394       1,723       777  
                                 
Total non-interest expense
    6,557       3,179       13,210       6,448  
                                 
                                 
Income before income tax provision
    3,304       1,516       6,450       2,780  
Income tax provision
    1,352       594       2,577       1,140  
                                 
                                 
Net Income
  $ 1,952     922     3,873     1,640  
 
 
 
 
2

 
 
                         
                         
Net Income per common share
                       
Basic:
  $ 0.21     $ 0.20     $ 0.41     $ 0.35  
                                 
Diluted
  $ 0.21     0.20     $ 0.41     0.35  
                                 

Weighted average number of common shares outstanding:
                       
Basic
    9,356       4,663       9,375       4,662  
                                 
Diluted
    9,374       4,678       9,394       4,678  
                                 
 
See accompanying notes to consolidated financial statements.
 










 
3






BCB BANCORP INC. AND SUBSIDIARIES
Consolidated Statement of Changes in Stockholders’ Equity
(In Thousands, except share and per share data, Unaudited)
 
                                                 
 
  
Common Stock
 
  
Additional
 Paid-In Capital
 
  
Treasury
 Stock
   
Retained
 Earnings
   
Accumulated
 Other
 Comprehensive
 Income
   
Total
 
Beginning Balance at December 31, 2010
  
$
649
  
  
$
85,327
  
  
$
(10,760
 
$
23,753
  
 
$
5
  
 
$
98,974
 
             
                                                 
Exercise of Stock Options (25,581 shares)
  
 
     1
  
  
 
206
 
  
 
  
   
  
   
  
   
207
 
             
Treasury Stock Purchases (130,634 shares)
  
 
  
  
 
  
  
 
(1,418
   
  
   
  
   
(1,418
             
Cash dividends ($0.24 per share) declared
  
 
  
  
 
  
  
 
  
   
(2,254
   
  
   
(2,254
)
             
Net income for the six months ended June 30, 2011
  
 
  
  
 
  
  
 
  
   
3,873
     
  
   
3,873
 
             
Unrealized gain on securities available for sale, net of deferred income tax of $(86)
  
 
  
  
 
  
  
 
  
   
  
   
130
  
 
130
 
 
  
     
  
     
  
                             
                                                 
Total Comprehensive income
  
 
  
  
 
  
  
 
  
   
  
   
  
   
4,003
 
 
  
     
  
     
  
                             
             
Ending Balance at June 30, 2011
  
$
650
 
  
$
85,533
  
  
$
(12,178
)  
$
25,372
   
$
135
  
 
$
99,512
 
 
  
     
  
     
  
                             
 
See accompanying notes to consolidated financial statements.
 

 
4


 
BCB BANCORP INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(In Thousands, Unaudited)
                 
 
  
Six Months Ended
 June 30,
 
 
  
2011
   
2010
 
Cash flows from operating activities:
  
             
Net Income
  
$
3,873
   
$
1,640
 
Adjustments to reconcile net income to net cash provided by operating activities:
  
             
Depreciation of premises and equipment
  
 
505
     
185
 
Amortization and accretion, net
  
 
767
     
651
 
Provision for loan losses
  
 
800
     
750
 
Deferred income tax benefit
  
 
(226
)    
(62
Loans originated for sale
  
 
(10,143
)    
(10,881
Proceeds from sale of loans originated for sale
  
 
12,447
     
11,817
 
Gain on sale of loans originated for sale
  
 
(404
)    
(128
Loss on sales of real estate owned
  
 
136
     
-
 
Gain on sales of securities held to maturity
  
 
(18
)    
-
 
(Increase) decrease in interest receivable
  
 
(184
)    
233
 
Decrease (increase) in other assets
  
 
2,929
     
(231
(Decrease) in accrued interest payable
  
 
(34
)    
(84
Increase (decrease) in other liabilities
  
 
1,628
     
(619
     
Net cash provided by operating activities
  
 
12,076
     
3,271
 
 
  
             
     
Cash flows from investing activities:
  
             
Redemption of Federal Home Loan Bank of New York stock
  
 
45
  
   
12
 
Proceeds from calls of securities held to maturity
  
 
17,322
     
66,470
 
Purchases of securities held to maturity
  
 
(90,552
)    
(54,921
Proceeds from repayments on securities held to maturity
  
 
17,509
     
4,808
 
Proceeds from sales of securities held to maturity
   
2.438
     
-
 
Proceeds from sales of participation interest in loans
  
 
2,437
     
-
 
Proceeds from sales of real estate owned
  
 
656
     
494
 
Purchases of loans
   
(847
)    
-
 
Net decrease in loans receivable
  
 
6,004
     
13,253
 
Improvements to other real estate owned
  
 
(5
)    
(20
Additions to premises and equipment
  
 
(1,930
)    
(185
 
  
             
Net cash (used in) provided by investing activities
  
 
(46,923
)    
29,911
 
 
  
             
     
Cash flows from financing activities:
  
             
Net (Decrease) increase in deposits
  
 
(8,675
)    
20,354
 
Purchases of treasury stock
  
 
(1,418
)    
(12
Cash dividend paid
  
 
(2,254
)    
(1,120
Exercise of stock options
  
 
207
     
31
 
 
  
             
Net cash (used in) provided by financing activities
  
 
(12,140
)    
19,253
 
 
  
             
     
Net (Decrease) increase in cash and cash equivalents
  
 
(46,987
)  
   
52,435
  
Cash and cash equivalents-beginning
  
 
121,127
  
   
67,347
  
 
  
             
     
Cash and cash equivalents-ending
  
$
74,140
  
 
$
119,782
  
 
  
             
     
Supplemental disclosure of cash flow information:
  
             
Cash paid during the year for:
  
             
Income taxes
  
$
54
   
$
1,487
  
Interest
  
$
6,784
   
$
6,329
  
     
     Non-cash items:
  
             
Transfer of loans to other real estate owned
  
$
2,316
   
$
1,193
  
Loans to facilitate sale of other real estate owned
  
$
942
   
$
-
 
Reclassification of loans originated for sale to held to maturity
  
$
1,524
   
$
2,151
  
 
See accompanying notes to consolidated financial statements.
 

 
5


BCB Bancorp Inc. and Subsidiaries
Notes to Unaudited Consolidated Financial Statements
 
Note 1 – Basis of Presentation
 
The accompanying unaudited consolidated financial statements include the accounts of BCB Bancorp, Inc. (the “Company”) and the Company’s wholly owned subsidiaries, BCB Community Bank (the “Bank”), BCB Holding Company Investment Company, and Pamrapo Service Corporation. The Company’s business is conducted principally through the Bank. All significant intercompany accounts and transactions have been eliminated in consolidation.
 
The accompanying unaudited consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and Regulation S-X and, therefore, do not necessarily include all information that would be included in audited financial statements. The information furnished reflects all adjustments that are, in the opinion of management, necessary for a fair presentation of consolidated financial condition and results of operations. All such adjustments are of a normal recurring nature. The results of operations for the three and six months ended June 30, 2011 are not necessarily indicative of the results to be expected for the fiscal year ending December 31, 2011 or any other future interim period. The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“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 reported periods. Actual results could differ from these estimates.
 
These unaudited consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and related notes for the year ended December 31, 2010, which are included in the Company’s Annual Report on Form 10-K as filed with the Securities and Exchange Commission.
 
In preparing these consolidated financial statements, BCB Bancorp, Inc., evaluated the events and transactions that occurred between June 30, 2011, and the date these consolidated financial statements were issued.
 
Note 2 – Acquisition
 
Allegiance Community Bank
 
On April 5, 2011, BCB Bancorp, Inc. (the Company), its wholly owned New Jersey Bank subsidiary, BCB Community Bank and Allegiance Community Bank (“Allegiance”), headquartered in South Orange, New Jersey, jointly announced the signing of an agreement and plan of merger, dated as of April 4, 2011 (the “merger agreement”) pursuant to which Allegiance will merge with and into BCB Community Bank. At December 31, 2010, Allegiance had total assets of approximately $121.3 million, including $84.2 million in loans, and deposits of approximately $100.1 million in two branches in South Orange and Woodbridge, New Jersey. Under the terms of the merger agreement, each outstanding share of Allegiance common stock will be converted into the right to receive 0.35 shares of common stock of the Company, subject to adjustment as disclosed in the merger agreement. The merger is expected to close sometime in the second half of 2011, pending regulatory approvals, approval of the merger agreement by shareholders of Allegiance and the satisfaction of other customary closing conditions.
 

 


 
6



 
 
 

 Note 3 – Pension and Other Postretirement Plans
 
The Company acquired, through the merger with Pamrapo Bancorp, Inc., a non-contributory defined benefit pension plan covering all eligible employees of Pamrapo Savings Bank. Effective January 1, 2010, the defined benefit pension plan (“Pension Plan”), was frozen by Pamrapo Savings Bank. All benefits for eligible participants accrued in the “Pension Plan” to the freeze date have been retained. Accordingly, no employees are permitted to commence participation in the Pension Plan and future salary increases and future years of credited service are not considered when computing an employee’s benefits under the Pension Plan. The Pension Plan is funded in conformity with the funding requirements of applicable government regulations. The Company also acquired through the merger with Pamrapo Bancorp, Inc. a supplemental executive retirement plan (“SERP”) in which certain former employees of Pamrapo Savings Bank are covered. A SERP is an unfunded non-qualified deferred retirement plan. Participants who retire at the age of 65 ( the “Normal Retirement Age”), are entitled to an annual retirement benefit equal to 75% of compensation reduced by their retirement plan annual benefits. Participants retiring before the Normal Retirement Age receive the same benefits reduced by a percentage based on years of service to the Company and the number of years prior to the Normal Retirement Age that participants retire.

 
 
Periodic pension and SERP cost, which is recorded as part of salaries and employee benefits expense in our Consolidated Statements of Income, is comprised of the following, (In Thousands):
 
                         
   
Three months ended
June 30
   
Six Months ended
 June 30
 
   
2011
   
2010
   
2011
   
2010
 
                         
Pension plan:
                       
Interest cost
  $ 117     $ -     $ 234     $ -  
Expected return on plan assets
    (94 )     -       (188 )     -  
                                 
         
Net periodic pension cost
  $ 23     $ -     $ 46     $ -  
                                 
         
SERP plan:
                               
Interest cost
  $ 7     $ -     $ 14     $ -  
                                 
         
Net periodic postretirement cost
  $ 7     $ -     $ 14     $ -  
                                 
 
 
Stock-Based Compensation Plan
 
The Company, under the plan approved by its shareholders on April 28, 2011 (“2011 Stock Plan”), authorized the issuance of up to 900,000 shares of common stock of BCB Bancorp, Inc. pursuant to grants of stock options. Employees and directors of BCB Bancorp, Inc. and BCB Community Bank are eligible to participate in the 2011 Stock Plan. All stock options will be granted in the form of either "incentive" stock options or "non-qualified" stock options. Incentive stock options have certain tax advantages that must comply with the requirements of Section 422 of the Internal Revenue Code.  Only employees are permitted to receive incentive stock options. No grants of stock options have been issued under the 2011 Stock Plan.
 

 
Note 4 – Earnings Per Share
 
Basic net income per common share is computed by dividing net income by the weighted average number of shares of common stock outstanding. The diluted net income per common share is computed by adjusting the weighted average number of shares of common stock outstanding to include the effects of outstanding stock options, if dilutive, using the treasury stock method. For the three and six months ended June 30, 2011 and 2010, the weighted average of outstanding options considered to be anti-dilutive were 180,684 and 230,264, respectively, and were therefore, excluded from diluted net income per common share calculation.
 

 
 

 
7


 
 
 
Note 5 – Securities Available for Sale
 
                                 
 
  
June 30, 2011
 
 
  
Cost
 
  
Gross
 Unrealized
 Gains
 
  
Gross
 Unrealized
 Losses
 
  
Fair
 Value
 
 
  
(In Thousands)
 
         
Equity Securities-Financial Institutions
  
$
1,097
  
  
$
217
  
  
$
-
  
  
$
1,314
 
 
  
                             
   
 
  
December 31, 2010
 
 
  
Cost
 
  
Gross
 Unrealized
 Gains
 
  
Gross
 Unrealized
 Losses
 
  
Fair
 Value
 
 
  
(In Thousands)
 
         
Equity Securities-Financial Institutions
  
$
1,097
  
  
$
32
  
  
$
31
  
  
$
1,098
  
 
  
     
  
     
  
     
  
     
 

 
There were no sales of securities available for sale for the six months ended June 30, 2011 and 2010.
 

 
 

 
The unrealized losses, categorized by the length of time of continuous loss position, and fair value of related securities available for sale were as follows:
 
                                                 
 
  
Less than 12 Months
 
  
More than 12 Months
 
  
Total
 
 
  
Fair
 Value
 
  
Unrealized
 Losses
 
  
Fair
 Value
 
  
Unrealized
 Losses
 
  
Fair
 Value
 
  
Unrealized
 Losses
 
 
  
(In Thousands)
 
June 30, 2011
  
     
  
     
  
     
  
     
  
     
  
     
Equity Securities-Financial Institutions
  
$
  
  
$
  
  
$
  
  
$
  
  
$
  
  
$
  
 
  
     
  
     
  
     
  
     
  
     
  
     
             
December 31, 2010
  
     
  
     
  
     
  
     
  
     
  
     
Equity Securities-Financial Institutions
  
$
65
  
  
$
31
  
  
$
  
  
$
  
  
$
65
  
  
$
31
  
 
  
     
  
     
  
     
  
     
  
     
  
     
 

 
8




 
 
Note 6 – Securities Held to Maturity
 
                                 
 
  
June 30, 2011
 
 
  
Amortized
 Cost
 
  
Gross
 Unrealized
 Gains
 
  
Gross
 Unrealized
 Losses
 
  
Fair Value
 
 
  
(In Thousands)
 
         
U.S. Government Agencies:
  
     
  
     
  
     
  
     
Due within one year
  
$
3,315
  
  
$
113
  
  
$
-
  
  
$
3,428
  
Due after ten years
  
 
25,495
  
  
 
179
  
  
 
19
  
  
 
25,655
  
 
  
     
  
     
  
     
  
     
         
 
  
 
28,810
  
  
 
292
 
  
 
19
 
  
 
29,083
  
 
  
     
  
     
  
     
  
     
         
Residential mortgage-backed securities:
  
     
  
     
  
     
  
     
Due within one year
  
$
12
  
  
$
-
  
  
$
­-
  
  
$
12
  
Due after one year through five years
  
 
910
  
  
 
36
  
  
 
-
  
  
 
946
  
Due after five years through ten years
  
 
44,217
  
  
 
563
  
  
 
22
  
  
 
44,758
  
Due after ten years
  
 
136,258
  
  
 
2,981
  
  
 
110
  
  
 
139,129
  
 
  
     
  
     
  
     
  
     
         
 
  
 
181,397
     
    3,580
     
132
     
184,845
 
 
  
     
  
     
  
     
  
     
         
Subordinated notes:
  
     
  
     
  
     
  
     
Due within one year
  
$
6,000
  
  
$
-
  
  
$
-
  
  
$
6,000
  
Municipal obligations:
  
                             
Due after ten years
  
 
1,373
  
  
 
10
  
  
 
-
  
  
 
1,383
  
Trust originated preferred security:
  
                             
Due after ten years
  
 
403
  
  
 
5
  
  
 
-
  
  
 
408
  
 
  
     
  
     
  
     
  
     
         
 
  
 
7,776
  
  
 
15
  
  
 
       -
  
  
 
7,791
  
 
  
     
  
     
  
     
  
     
         
 
  
$
217,983
  
  
$
3,887
  
  
$
151
  
  
$
221,719
  
 
  
     
  
     
  
     
  
     
 

 
9

 

Note 6 – Securities Held to Maturity (Continued)
 

                                 
 
  
December 31, 2010
 
 
  
Amortized
 Cost
 
  
Gross
 Unrealized
 Gains
 
  
Gross
 Unrealized
 Losses
 
  
Fair Value
 
 
  
(In Thousands)
 
         
U.S. Government Agencies:
  
     
  
     
  
     
  
     
Due after one through five years
  
$
3,315
  
  
$
180
  
  
$
  
  
$
3,495
  
Due after ten years
  
 
27,523
  
  
 
14
  
  
 
62
  
  
 
27,475
  
 
  
     
  
     
  
     
  
     
         
 
  
 
30,838
  
  
 
194
  
  
 
62
  
  
 
30,970
  
 
  
     
  
     
  
     
  
     
         
Residential mortgage-backed securities:
  
     
  
     
  
     
  
     
Due within one year
  
$
6
  
  
$
  
  
$
  
  
$
6
  
Due after one year through five years
  
 
775
  
  
 
24
  
  
 
1
  
  
 
798
  
Due after five years through ten years
  
 
54,629
  
  
 
374
  
  
 
357
  
  
 
54,646
  
Due after ten years
  
 
71,545
  
  
 
1,552
  
  
 
493
  
  
 
72,604
  
 
  
     
  
     
  
     
  
     
         
 
  
 
126,955
  
  
 
1,950
  
  
 
851
  
  
 
128,054
  
 
  
     
  
     
  
     
  
     
         
Subordinated notes:
  
     
  
     
  
     
  
     
Due within one year
  
$
6,000
   
$
  
  
$
  
  
$
   6,000
  
Municipal obligations:
  
     
  
     
  
     
  
     
Due after ten years
  
 
1,376
     
  
  
 
21
  
  
 
1,355
 
Trust originated preferred security:
  
     
  
     
  
     
  
     
Due after ten years
  
 
403
     
3
  
  
 
  
  
 
406
 
                                 
 
  
$
165,572
  
  
$
2,147
  
  
$
934
  
  
$
166,785
  
 
  
     
  
     
  
     
  
     
 
The amortized cost and carrying values shown above are by contractual final maturity. Actual maturities will differ from contractual final maturities due to scheduled monthly payments related to mortgage–backed securities and due to the borrowers having the right to prepay obligations with or without prepayment penalties. At June 30, 2011 and December 31, 2010, all residential mortgage backed securities held in the portfolio were Government Sponsored Enterprise securities.
 
During the second quarter of 2011, management decided to sell its collateralized mortgage obligations that were issued by the Federal National Mortgage Association (“FNMA”) and the Federal Home Loan Mortgage Corporation (“FHLMC”). While these securities were classified as held to maturity, ASC 320 (formerly FAS 115) allows sales of securities so designated, provided that a substantial portion (at least 85%) of the principal balance has been amortized prior to the sale. During the three and six months ended June 30, 2011, proceeds from sales of securities held to maturity totaled approximately $2,438,000 and resulted in gross gains of approximately $25,000 and gross losses of approximately $7,000.
 
There were no sales of securities held to maturity for the six months ended June 30, 2010.

 
10


 

Note 6 – Securities Held to Maturity (Continued)


The unrealized losses, categorized by the length of time of continuous loss position, and fair value of related securities held to maturity were as follows:
 
                                                 
 
  
Less than 12 Months
 
  
More than 12 Months
 
  
Total
 
 
  
Fair
 Value
 
  
Unrealized
 Losses
 
  
Fair
 Value
 
  
Unrealized
 Losses
 
  
Fair
 Value
 
  
Unrealized
 Losses
 
 
  
(In Thousands)
 
June 30, 2011
  
     
  
     
  
     
  
     
  
     
  
     
U.S. Government Agencies
  
$
2,981
  
  
$
19
  
  
$
  
  
$
  
  
$
2,981
  
  
$
19
  
Residential mortgage-backed securities
  
 
20,823
  
  
 
132
  
  
 
  
  
 
 
  
  
 
20,823
  
  
 
132
  
 
  
     
  
     
  
     
  
     
  
     
  
     
 
  
$
23,804
  
  
$
151
  
  
$
  
  
$
  
  
$
23,804
   
  
$
151
  
 
  
     
  
     
  
     
  
     
  
     
  
     
             
December 31, 2010
  
     
  
     
  
     
  
     
  
     
  
     
U.S. Government Agencies
  
$
20,328
  
  
$
62
  
  
$
  
  
$
  
  
$
20,328
  
  
$
62
  
            Residential mortgage-backed securities
  
 
74,899
  
  
 
851
  
  
 
  
  
 
  
  
 
74,899
  
  
 
851
  
Municipal obligations
  
 
1,355
  
  
 
21
  
  
 
  
  
 
  
  
 
1,355
  
  
 
21
 
 
  
     
  
     
  
     
  
     
  
     
  
     
 
  
$
96,582
  
  
$
934
  
  
$
  
  
$
  
  
$
96,582
  
  
$
934
  
 
  
     
  
     
  
     
  
     
  
     
  
     
 
Management does not believe that any of the unrealized losses at June 30, 2011, (which are related to one U.S. Government Agency bonds and thirteen residential mortgage-backed securities) represent an other-than-temporary impairment as they are primarily related to market interest rates and not related to the underlying credit quality of the issuers of the securities as all these securities were issued by U.S. Agencies. Additionally, the Company has the ability, and management has the intent, to hold such securities for the time necessary to recover cost and does not have the intent to sell the securities, and it is more likely than not that it will not have to sell the securities before recovery of their cost.
 

 

 

 
 
11


 

 

Note 7 - Loans Receivable and Allowance for Loan Losses
 
The following table presents the recorded investment in Loans receivable at June 30, 2011 and December 31, 2010.
 

       
   
June 30, 2011
 
December 31, 2010
 
   
(In Thousands)
 
Real estate mortgage:
           
Residential
  $ 224,896     $ 234,435  
Commercial and multi-family
    406,866       410,212  
Construction
    14,266       17,848  
                 
      646,028       662,495  
                 
Commercial:
               
Business loans
    23,383       13,932  
Lines of credit
    45,489       40,228  
                 
      68,872       54,160  
                 
Consumer:
               
Passbook or certificate
    889       1,004  
Home equity lines of credit
    9,948       10,228  
Home equity
    47,873       53,375  
Automobile
    140       178  
Personal
    437       554  
                 
      59,287       65,339  
                 
Deposit overdrafts
    75       80  
                 
Total Loans
    774,262       782,074  
                 
Deferred loan fees, net
    (566 )     (556 )
Allowance for loan losses
    (8,716 )     (8,417 )
                 
      (9,282 )     (8,973 )
                 
    $ 764,980     $ 773,101  




 
12






Allowance for Loan Losses

Management reviews the adequacy of the allowance on at least a quarterly basis to ensure that the provision for loan losses has been charged against earnings in an amount necessary to maintain the allowance at a level that is adequate based on management’s assessment of probable estimated losses.  The Company’s methodology for assessing the adequacy of the allowance for loan losses consists of several key elements.  These elements include a general allocated reserve for impaired loans, a specific reserve for impaired loans and an unallocated portion.  

The Company consistently applies the following comprehensive methodology.  During the quarterly review of the allowance for loan losses, the Company considers a variety of factors that include:
 
 
General economic conditions.

 
Trends in charge-offs.

 
Trends and levels of delinquent loans.

 
Trends and levels of non-performing loans, including loans over 90 days delinquent.

 
Trends in volume and terms of loans.

 
Levels of allowance for specific classified loans.

 
Credit concentrations.

The methodology includes the segregation of the loan portfolio by loans that are performing and loans that are impaired. Loans which are performing are evaluated collectively by loan class or loan type. The allowance for performing loans is evaluated based on historical loan loss experience, including consideration of peer loss analysis, with an adjustment for qualitative factors due to economic conditions in the market. Impaired loans are loans which are 60 days or more delinquent or troubled debt restructured. These loans are individually evaluated for loan loss either by current appraisal, estimated economic factor, or net present value. Management reviews the overall estimate for reasonableness and bases the loan loss provision accordingly.

The portfolio of performing loans is segmented into the following loan types, where the risk level for each type is analyzed when determining the allowance for these loans:

Residential single family real estate loans involve certain risks such as interest rate risk and risk of non-repayment. Adjustable-rate residential family real estate loans decreases the interest rate risk to the Bank that is associated with changes in interest rates but involve other risks, primarily because as interest rates rise, the payment by the borrower rises to the extent permitted by the terms of the loan, thereby increasing the potential for default. At the same time, the marketability of the underlying property may be adversely affected by higher interest rates. Repayment risk can be affected by job loss, divorce, illness and personal bankruptcy of the borrower.

Construction lending is generally considered to involve a high risk due to the concentration of principal in a limited number of loans and borrowers and the effects of the general economic conditions on developers and builders. Moreover, a construction loan can involve additional risks because of the inherent difficulty in estimating both a property’s value at completion of the project and the estimated cost (including interest) of the project. The nature of these loans is such that they are generally difficult to evaluate and monitor. In addition, speculative construction loans to a builder are not necessarily pre-sold and thus pose a greater potential risk to the Bank than construction loans to individuals on their personal residence.

Commercial and multi-family real estate lending entails significant additional risks as compared with residential family property lending. Such loans typically involve large loan balances to single borrowers or groups of related borrowers. The payment experience on such loans is typically dependent on the successful operation of the real estate project. The success of such projects is sensitive to changes in supply and demand conditions in the market for commercial real estate as well as economic conditions generally.

Commercial business lending is generally considered higher risk due to the concentration of principal in a limited number of loans and borrowers and the effects of general economic conditions on the business. Commercial business loans are primarily secured by inventories and other business assets. In most cases, any repossessed collateral for a defaulted commercial business loans will not provide an adequate source of repayment of the outstanding loan balance.

Home equity lending entails certain risks such as interest rate risk and risk of non-repayment. The marketability of the underlying property may be adversely affected by higher interest rates, decreasing the collateral securing the loan. Repayment risk can be affected by job loss, divorce, illness and personal bankruptcy of the borrower.

Home equity line of credit lending entails securing an equity interest in the borrower’s home. The risk associated with this type of lending is the marketability of the underlying property may be adversely affected by higher interest rates. Repayment risk can be affected by job loss, divorce, illness and personal bankruptcy of the borrower. This type of lending is often priced on an adjustable rate basis with the rate set at or above a predefined index. Adjustable-rate loans decreases the interest rate risk to the Bank that is associated with changes in interest rates but involve other risks, primarily because as interest rates rise, the payment by the borrower rises to the extent permitted by the terms of the loan, thereby increasing the potential for default

Consumer loans generally have more credit risk because of the type and nature of the collateral and, in certain cases, the absence of collateral. Consumer loans generally have shorter terms and higher interest rates than other lending. In addition, consumer lending collections are dependent on the borrower’s continuing financial stability, and thus are more likely to be adversely effected by job loss, divorce, illness and personal bankruptcy. In most cases, any repossessed collateral for a defaulted consumer loan will not provide and adequate source of repayment of the outstanding loan.



 
13





The Company also maintains an unallocated allowance.  The unallocated allowance is used to cover any factors or conditions which may cause a potential loan loss but are not specifically identifiable.  It is prudent to maintain an unallocated portion of the allowance because no matter how detailed an analysis of potential loan losses is performed, these estimates lack some element of precision.  Management must make estimates using assumptions and information that is often subjective and changing rapidly. In addition, as an integral part of their examination process, the Federal Deposit Insurance Corporation will periodically review the allowance for loan losses and may require us to adjust the allowance based on their analysis of information available to it at the time of its examination.

Classified Assets.  The Company’s policies provide for a classification system for problem assets.  Under this classification system, problem assets are classified as “substandard,” “doubtful,” “loss” or “special mention.”  An asset is considered substandard if it is inadequately protected by its current net worth and paying capacity of the borrower or of the collateral pledged, if any. Substandard assets include those characterized by the “distinct possibility” that “some loss” will be sustained if the deficiencies are not corrected.  Assets classified as doubtful have all the weaknesses inherent in those classified substandard with the added characteristic that the weakness present makes “collection or liquidation in full” on the basis of currently existing facts, conditions, and values, “highly questionable and improbable.”  Assets classified as loss are those considered “uncollectible” and of such little value that their continuance as assets without the establishment of a specific loss reserve is not warranted, and the loan, or a portion thereof, is charged-off.  Assets may be designated special mention because of potential weaknesses that do not currently warrant classification in one of the aforementioned categories.
 
When the Company classifies problem loans, it may establish general allowances for loan losses in an amount deemed prudent by management.  General allowances represent loss allowances which have been established to recognize the inherent risk associated with lending activities, but which, unlike specific allowances, have not been allocated to particular problem assets. A portion of general loss allowances established to cover possible losses related to assets classified as substandard or doubtful may be included in determining our regulatory capital. Specific valuation allowances for loan losses generally do not qualify as regulatory capital. At June 30, 2011, we had no assets classified as loss, $6.4 million in assets classified as doubtful, $40.8 million in assets classified as substandard, and $43.4 million in assets classified as special mention. The loans classified as substandard represent primarily commercial loans secured either by residential real estate, commercial real estate or heavy equipment.  The loans that have been classified substandard were classified as such primarily because either updated financial information has not been timely provided, or the collateral underlying the loan is in the process of being revalued.
 
The Company’s internal credit risk grades are based on the definitions currently utilized by the banking regulatory agencies.  The grades assigned and definitions are as follows, and loans graded excellent, above average, good and watch list (risk ratings 1-4) are treated as “pass” for grading purposes:

5 – Special Mention- Loans currently performing but with potential weaknesses including adverse trends in borrower’s operations, credit quality, financial strength, or possible collateral deficiency.

6 – Substandard- Loans that are inadequately protected by current sound worth, paying capacity, and collateral support. The loan needs special and corrective attention.

7 – Doubtful- Weaknesses in credit quality and collateral support make full collection improbable, but pending reasonable factors remain sufficient to defer the loss status.

8 – Loss- Continuance as a bankable asset is not warranted. However, this does not preclude future attempts at partial recovery.
 
In prior quarters, the Company has relied upon peer group historical data in the provision methodology. The current methodology for this calculation is determined with the Company’s specific Historical Loss Percentage (“HLP”) for each loan type, using 2 years of prior bank data (or 8 quarters). The relative weights of prior quarters are decayed logarithmically and are further adjusted based on the trend of the historical loss percentage at the time. Also, instead of applying consistent percentages to each of the credit risk grades, the most recent methodology applies a higher factor to classified loans based on a delinquency risk trend and concentration risk trend by using the past due and non-accrual as a percentage of the specific loan category. The change in methodology has resulted in a shift in the required allowances across loan types with no material change in the total allowance for loan losses. The decrease in commercial doubtful accounts from December 31, 2010 to June 30, 2011 was caused by loans transferred to foreclosure and loans progressing to current status.

 

 
14

 
 
 
Note 7 - Loans Receivable and Allowance for Loan Losses (Continued)
 
The following table sets forth the activity in the Bank’s allowance for loan losses for the three months ended June 30, 2011 (In Thousands):
 
   
 
 
 
 
Residential
   
 
Commercia
&
 Multi-family
   
Construction
   
Commercial
 Business (1)
   
Home equity (2)
   
Consumer
   
Unallocated
   
Total
 
    Allowance for credit losses:
                                               
                                                 
    Beginning balance March 31, 2011
  $ 221     $ 5,799     $ 464     $ 1,534     $ 206     $ 18     $ 145     $ 8,387  
                                                                 
    Charge-offs
  $ 122     $ -     $ -     $ 24     $ -     $ -     $ -     $ 146  
                                                                 
    Recoveries
  $ -     $ 25     $ -     $ -     $ -     $ -     $ -     $ 25  
                                                                 
    Provisions
  $ 555     $ (546 )   $ (109 )   $ (18 )   $ 156     $ (11 )   $ 423     $ 450  
                                                                 
    Ending balance  June 30, 2011
  $ 654     $ 5,278     $ 355     $ 1,492     $ 362     $ 7     $ 568     $ 8,716  
                                                                 
    Ending balance: individually
    evaluated for impairment
  $ 44     $ 1,518     $ 110     $ 416     $ 2     $ -     $ -     $ 2,090  
                                                                 
    Ending balance: collectively
    evaluated for impairment
  $ 610     $ 3,760     $ 245     $ 1,076     $ 360     $ 7     $ 568     $ 6,626  
                                                                 
    Ending balance: loans
    acquired with deteriorated
    credit quality
  $ -     $ -     $ -     $ -     $ -     $ -     $ -     $ -  
 
__________
(1) Includes business lines of credit.
(2) Includes home equity lines of credit.
 
 
 
15

 

 
Note 7 - Loans Receivable and Allowance for Loan Losses (Continued)
 
The following table sets forth the activity in the Bank’s allowance for loan losses for the six months ended June 30, 2011 and recorded investment in financing receivables at June 30, 2011. The following table also details the amount of total loans receivable, that are evaluated individually, and collectively, for impairment, and the related portion of allowance for loan losses that is allocated to each loan type (In Thousands):
 
   
 
 
Residential
   
Commercial
 &
 Multi-family
   
Construction
   
Commercial
Business (1)
   
Home equity (2)
   
Consumer
   
Unallocated
   
Total
 
    Allowance for credit losses:
                                               
                                                 
    Beginning balance
  $ 171     $ 6,179     $ 426     $ 1,286     $ 204     $ 18     $ 133     $ 8,417  
                                                                 
Charge-offs
  $ 122     $ 380     $ -     $ 24     $ -     $ -     $ -     $ 526  
                                                                 
Recoveries
  $ -     $ 25     $ -     $ -     $ -     $ -     $ -     $ 25  
                                                                 
Provisions
  $ 605     $ (546 )   $ (71 )   $ 230     $ 158     $ (11 )   $ 435     $ 800  
                                                                 
    Ending balance
  $ 654     $ 5,278     $ 355     $ 1,492     $ 362     $ 7     $ 568     $ 8,716  
                                                                 
    Ending balance: individually
    evaluated for impairment
  $ 44     $ 1,518     $ 110     $ 416     $ 2     $ -     $ -     $ 2,090  
                                                                 
    Ending balance: collectively
    evaluated for impairment
  $ 610     $ 3,760     $ 245     $ 1,076     $ 360     $ 7     $ 568     $ 6,626  
                                                                 
    Ending balance: loans
    acquired with deteriorated
    credit quality
  $ -     $ -     $ -     $ -     $ -     $ -     $ -     $ -  
                                                                 
    Loans receivables:
                                                               
                                                                 
     Ending balance
  $ 224,896     $ 406,866     $ 14,266     $ 68,872     $ 57,821     $ 1,541     $ -     $ 774,262  
                                                                 
     Ending balance: individually
     evaluated for impairment
  $ 1,338     $ 36,260     $ 4,486     $ 3,518     $ 518     $ -     $ -     $ 46,120  
                                                                 
     Ending balance: collectively
     evaluated for impairment
  $ 46,507     $ 247,338     $ 7,748     $ 55,092     $ 27,197     $ 383     $ -     $ 384,265  
                                                                 
     Ending balance: loans
     acquired with deteriorated
     credit quality(3)
  $ 177,051     $ 123,268     $ 2,052     $ 10,262     $ 30,106     $ 1,158     $ -     $ 343,877  
 
                                                               
 
__________
(1) Includes business lines of credit.
(2) Includes home equity lines of credit.
(3) Includes all loans acquired by acquisition.

 
16

 
 
 
Note 7 - Loans Receivable and Allowance for Loan Losses (Continued)
 
The following table sets forth the Bank’s allowance for credit losses and recorded investment in financing receivables at December 31, 2010. The following table also details the amount of total loans receivable, that are evaluated individually, and collectively, for impairment, and the related portion of allowance for loan losses that is allocated to each loan type (In Thousands):
 

                                                 
   
 
 
 
 
Residential
   
 
Commercial &
 Multi-family
   
Construction
   
Commercial
Business (1)
   
Home equity (2)
   
Consumer
   
Unallocated
   
Total
 
    Allowance for credit losses:
                                               
                                                 
    Ending balance
  $ 171     $ 6,179     $ 426     $ 1,286     $ 204     $ 18     $ 133     $ 8,417  
                                                                 
    Ending balance: individually
    evaluated for impairment
  $ -     $ 1,656     $ -     $ 449     $ 2     $ -     $ -     $ 2,107  
                                                                 
    Ending balance: collectively
    evaluated for impairment
  $ 171     $ 4,523     $ 426     $ 837     $ 202     $ 18     $ 133     $ 6,310  
                                                                 
    Ending balance: loans
    acquired with deteriorated
    credit quality
  $ -     $ -     $ -     $ -     $ -     $ -     $ -     $ -  
                                                                 
    Loans receivables:
                                                               
                                                                 
    Ending balance
  $ 234,435     $ 410,212     $ 17,848     $ 54,160     $ 63,603     $ 1,816     $ -     $ 782,074  
                                                                 
     Ending balance: individually
     evaluated for impairment
  $ 89     $ 27,422     $ 2,910     $ 2,809     $ 372     $ -     $ -     $ 33,602  
                                                                 
     Ending balance: collectively
     evaluated for impairment
  $ 39,524     $ 250,494     $ 13,532     $ 41,541     $ 28,992     $ 332     $ -     $ 374,415  
                                                                 
     Ending balance: loans
     acquired with deteriorated
     credit quality(3)
  $ 194,821     $ 132,296     $ 1,406     $ 9,811     $ 34,240     $ 1,483     $ -     $ 374,057  

__________
(1) Includes business lines of credit.
(2) Includes home equity lines of credit.
(3) Includes all loans acquired by acquisition.


 
17

 

 

 
Note 7 - Loans Receivable and Allowance for Loan Losses (Continued)
 

The table below sets forth the amounts and types of non-accrual loans in the Bank’s loan portfolio, at June 30, 2011. Loans are placed on non-accrual status when they become more than 90 days delinquent, or when the collection of principal and/or interest become doubtful.
   
At June 30, 2011
 
    (In Thousands)  
Non-accruing loans:
     
Residential                                                
  $ 13,251  
Construction                                                
    4,303  
Commercial business(1)                                                
    612  
Commercial and multi-family                                                
    22,757  
Home equity(2)                                                
    1,331  
Consumer                                                
    236  
Total                                              
  $ 42,490  
__________
(1) Includes business lines of credit.
(2) Includes home equity lines of credit.

 

The table below sets forth the amounts and types of non-accrual loans in the Bank’s loan portfolio, at December 31, 2010.

 
       
   
At December 31, 2010
 
    (In Thousands)  
Non-accruing loans:
     
Residential                                                
  $ 15,115  
Construction                                                
    2,773  
Commercial business(1)                                                
    861  
Commercial and multi-family                                                
    21,147  
Home equity(2)                                                
    1,632  
Consumer                                                
    283  
Total                                              
  $ 41,811  
         
__________
(1) Includes business lines of credit.
(2) Includes home equity lines of credit.

 

 

 

 
18


Note 7 - Loans Receivable and Allowance for Loan Losses (Continued)
 
The following table summarizes information in regards to impaired loans by loan portfolio class as of June 30, 2011 and average recorded investment and actual interest income recognized for the three months ended June 30, 2011 (In Thousands):
 
   
Recorded
Investment
   
Unpaid Principal
Balance
   
Related Allowance
   
Average Recorded
Investment
   
Interest Income
Recognized
 
With no related allowance recorded:
                             
Residential Mortgages
  $ 1,176     $ 1,176     $ -     $ 847     $ -  
Commercial and Multi-family
    19,260       19,260       -       20,340       118  
Construction
    3,826       3,826       -       3,368       -  
Commercial Business(1)
    1,723       1,723       -       1,363       12  
Home Equity(2)
    406       406       -       349       -  
Consumer
    -       -       -       -       -  
                                         
With an allowance recorded:
                                       
Residential Mortgages
  $ 162     $ 162     $ 44     $ 286     $ -  
Commercial and Multi-family
    17,000       17,000       1,518       14,070       107  
Construction
    660       660       110       330       -  
Commercial Business(1)
    1,795       1,795       416       1,802        -  
Home Equity(2)
    112       112       2       113       2  
Consumer
    -       -       -       -       -  
                                         
Total:
                                       
   Residential Mortgages
  $ 1,338     $ 1,338     $ 44     $ 1,132     $ 2  
   Commercial and Multi-family
    36,260       36,260       1,518       34,410       225  
   Construction
    4,486       4,486       110       3,698       -  
   Commercial Business(1)
    3,518       3,518       416       3,165        12  
   Home Equity(2)
    518       518       2       461       2  
   Consumer
    -       -       -       -       -  

 
_________
(1) Includes business lines of credit.
(2) Includes home equity lines of credit.

 
19



Note 7 - Loans Receivable and Allowance for Loan Losses (Continued)
 
The following table summarizes information in regards to impaired loans by loan portfolio class as of June 30, 2011 and the average recorded investment and actual interest income recognized for the six months ended June 30, 2011 (In Thousands):
 
   
Recorded
Investment
   
Unpaid Principal
Balance
   
Related
Allowance
   
Average Recorded
Investment
   
Interest Income
Recognized
 
With no related allowance recorded:
                             
Residential Mortgages
  $ 1,176     $ 1,176     $ -     $ 594     $ -  
Commercial and Multi-family
    19,260       19,260       -       16,796       224  
Construction
    3,826       3,826       -       3,215       -  
Commercial Business(1)
    1,723       1,723       -       1,235       22  
Home Equity(2)
    406       406       -       295       1  
Consumer
    -       -       -       -       -  
                                         
With an allowance recorded:
                                       
Residential Mortgages
  $ 162     $ 162     $ 44     $ 286     $ -  
Commercial and Multi-family
    17,000       17,000       1,518       15,284       247  
Construction
    660       660       110       330       -  
Commercial Business(1)
    1,795       1,795       416       1,811        -  
Home Equity(2)
    112       112       2       136       5  
Consumer
    -       -       -       -       -  
                                         
Total:
                                       
   Residential Mortgages
  $ 1,338     $ 1,338     $ 44     $ 784     $ -  
   Commercial and Multi-family
    36,260       36,260       1,518       32,081       491  
   Construction
    4,486       4,486       110       3,435       -  
   Commercial Business(1)
    3,518       3,518       416       3,046        22  
   Home Equity(2)
    518       518       2       431       6  
   Consumer
    -       -       -       -       -  

 
_________
(1) Includes business lines of credit.
(2) Includes home equity lines of credit.

 
20


 
Note 7 - Loans Receivable and Allowance for Loan Losses (Continued)
 
The following table summarizes information in regards to impaired loans by loan type as of December 31, 2010 (In Thousands):
 
 
 
 
 
   
Recorded
Investment
   
Unpaid
 Principal
Balance
   
Related
Allowance
 
With no related allowance recorded:
                 
Residential
  $ 89     $ 89     $ -  
Commercial and multi-family
    9,709       9,709       -  
Construction
    2,910       2,910       -  
Commercial business(1)
    981       981       -  
Home equity(2)
    189       189       -  
Consumer
    -       -       -  
                         
With an allowance recorded:
                       
Residential
  $ -     $ -     $ -  
Commercial and multi-family
    17,713       17,713       1,656  
Construction
    -       -       -  
Commercial business(1)
    1,828       1,828       449  
Home equity(2)
    183       183       2  
Consumer
    -       -       -  
                         
Total:
                       
   Residential
  $ 89     $ 89     $ -  
   Commercial and multi-family
    27,422       27,422       1,656  
   Construction
    2,910       2,910       -  
   Commercial business
    2,809       2,809       449  
   Home equity
    372       372       2  
   Consumer
    -       -       -  

 
________
(1) Includes business lines of credit.
(2) Includes home equity lines of credit.

 

 

 
21

 
 
 
Note 7 - Loans Receivable and Allowance for Loan Losses (Continued)
 
The following table sets forth the delinquency status of total loans receivable at June 30, 2011:
 
   
As of June 30, 2011
 
   
30-59 Days
Past Due
   
60-89
Days Past
Due
   
90 Days or
More Past
Due
   
Total
Past Due
   
Current
   
Total Loans
Receivables
   
Loans
Receivable 90
Days or More
and Accruing
 
   
(In Thousands)
 
Residential
  $ 3,625     $ 3,838     $ 13,251     $ 20,714     $ 204,182     $ 224,896     $  
Commercial and multi-family
    17,171       6,618       22,757       46,546       360,320       406,866        
Construction
    688             4,303       4,991       9,275       14,266        
Commercial business(1)
    194       1,054         612       1,860       67,012       68,872        
Home equity(2)
    1,536       144       1,331       3,011       54,810       57,821        
Consumer
    21             236       257       1,284       1,541        
Total
  $ 23,235     $ 11,654     $ 42,490     $ 77,379     $ 696,883     $ 774,262    
 
 
__________
 (1) Includes business lines of credit.
 (2) Includes home equity lines of credit.
 
The following table sets forth the delinquency status of total loans receivable at December 31, 2010 :
 
 
   
As of December 31, 2010
 
   
30-59 Days
Past Due
   
60-89
Days Past
Due
   
90 Days or
More Past
Due
   
Total Past
Due
   
Current
   
Total Loans
Receivables
   
Loans
Receivable 90
Days or More
Accruing
 
   
(In Thousands)
 
 Residential
  $ 5,010     $ 3,706     $ 15,115     $ 23,831     $ 210,604     $ 234,435        
 Commercial and multi-family
    20,071       5,391       21,147       46,609       363,603       410,212        
 Construction
    1,889             2,773       4,662       13,186       17,848        
 Commercial business(1)
    1,377       456       861       2,694       51,466       54,160        
 Home equity(2)
    870       694       1,632       3,196       60,407       63,603        
 Consumer
    106       5       283       394       1,422       1,816        
Total
  $ 29,323     $ 10,252     $ 41,811     $ 81,386     $ 700,688     $ 782,074        
 
__________
 (1) Includes business lines of credit.
 (2) Includes home equity lines of credit.

 
 
 
22

 
 
Note 7 - Loans Receivable and Allowance for Loan Losses (Continued)
 
The following table presents the loan portfolio types summarized by the aggregate pass rating and the classified ratings of special mention, substandard, doubtful, and loss within the Company’s internal risk rating system as of June 30, 2011 (In Thousands):
 
   
Pass
   
Special
Mention
   
Substandard
   
Doubtful
   
Loss
   
Total
 
                                     
Residential
  $ 204,367     $ 7,866     $ 9,603     $ 3,060     $ -     $ 224,896  
Commercial and multi-family
    347,772       32,984       25,404       706       -       406,866  
Construction
    10,653       -       2,549       1,064       -       14,266  
Commercial business(1)
    64,007       1,509       2,208       1,148       -       68,872  
Home equity(2)
    55,383       1,087       1,041       310       -       57,821  
Consumer
    1,405       --       --       136        -       1,541  
Total
  $ 683,587     $ 43,446     $ 40,805     $ 6,424     $ -     $ 774,262  
 
__________
 (1) Includes business lines of credit.
 (2) Includes home equity lines of credit.

 
The following table presents the loan portfolio types summarized by the aggregate pass rating and the classified ratings of special mention, substandard, doubtful, and loss within the Company’s internal risk rating system as of December 31, 2010 (In Thousands):
 

 
   
Pass
   
Special
Mention
   
Substandard
   
Doubtful
   
Loss
   
Total
 
                                     
Residential
  $ 217,459     $ 4,930     $ 8,874     $ 3,172     $ -     $ 234,435  
Commercial and multi-family
    349,219       30,538       17,760       12,578       117       410,212  
Construction
    12,763       689       4,005       391       -       17,848  
Commercial business(1)
    50,248       3,113       339       25       435       54,160  
Home equity(2)
    61,682       807       488       510       116       63,603  
Consumer
     1,673        7        -        136        -        1,816  
Total
  $ 693,044     $ 40,084     $ 31,466     $ 16,812     $  668     $ 782,074  
 
__________
 (1) Includes business lines of credit.
 (2) Includes home equity lines of credit.





 
23


 
 
Note 7 - Loans Receivable and Allowance for Loan Losses (Continued)
 
The following table presents outstanding principal balance and the related carrying amount of acquired loans included in our Consolidated Statements of Financial Condition.

   
June 30,
   
December 31,
 
   
2011
   
2010
 
   
(In Thousands)
 
Outstanding principal balance
  $ 348,301     $ 378,004  
Carrying amount
    343,877       374,057  
 
The following table presents changes in the accretable discount on loans acquired in the Pamrapo acquisition for the six months ended June 30, 2011, (In Thousands):

 
Beginning Balance at December 31, 2010
 
 
 
    $ 205,491  
       Accretion
    (23,714 )
         
Ending Balance at June 30, 2011
  $ 181,777  
 
 

 
No interest income is being recognized on loans acquired where the fair value of the loan was based on the cash flows expected to be received from the foreclosure and sale of the underlying collateral.  The carrying value of these loans at June 30, 2011 and December 31, 2010, was $10,976,000 and $11,661,000.
 

 

 

 
24

 
 
Note 8 – Fair Values of Financial Instruments
 
Guidance on fair value measurements establishes a fair value hierarchy that prioritizes the inputs to valuation methods used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets and liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are as follows:
 
Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.
 
Level 2: Quoted prices in markets that are not active, or inputs that are observable either directly or indirectly, for substantially the full term of the asset or liability.
 
Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e. supported with little or no market activity).
 
An asset or liability’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement.
 
 
The only assets or liabilities that the Company measured at fair value on a recurring basis were as follows (In Thousands):
 
                                 
Description
  
Total
 
  
(Level 1)
 Quoted Prices in
 Active Markets
 for Identical
 Assets
 
  
(Level 2)
 Significant
 Other
 Observable
 Inputs
 
  
(Level 3)
 Significant
 Unobservable
 Inputs
 
As of June 30, 2011:
  
     
  
     
  
     
  
     
         
Securities available for sale — Equity Securities
  
$
1,314
  
  
$
1,314
  
  
$
  
  
$
  
         
As of December 31, 2010:
  
     
  
     
  
     
  
     
         
Securities available for sale — Equity Securities
  
$
1,098
  
  
$
1,098
  
  
$
  
  
$
  
 
There were no significant transfers of assets or liabilities into or out of Level 1, Level 2, or Level 3 of the fair value hierarchy during the six months ended June 30, 2011.
 
 
The only assets or liabilities that the Company measured at fair value on a nonrecurring basis were as follows (In Thousands):
 
                                 
Description
  
Total
 
  
(Level 1)
 Quoted Prices in
 Active Markets
 for Identical
 Assets
 
  
(Level 2)
 Significant
 Other
 Observable
 Inputs
 
  
(Level 3)
 Significant
 Unobservable
 Inputs
 
As of June 30, 2011:
  
     
  
     
  
     
  
     
         
Impaired loans
  
$
17,639
  
  
$
  
  
$
  
  
$
17,639
 
                                 
         
As of December 31, 2010:
  
     
  
     
  
     
  
     
         
Impaired Loans
  
$
17,617
  
  
$
  
  
$
  
  
$
17,617
  
Real estate owned
  
$
513
  
  
$
  
  
$
  
  
$
513
 
 

 
The following information should not be interpreted as an estimate of the fair value of the entire Company since a fair value calculation is only provided for a limited portion of the Company’s assets and liabilities. Due to a wide range of valuation techniques and the degree of subjectivity used in making the estimates, comparisons between the Company’s disclosures and those of other companies may not be meaningful. The following methods and assumptions were used to estimate the fair values of the Company’s financial instruments at June 30, 2011 and December 31, 2010.
 


 
25


 
Note 8 – Fair Values of Financial Instruments (Continued)


Cash and Cash Equivalents (Carried at Cost)
 
The carrying amounts reported in the consolidated statements of financial condition for cash and short-term instruments approximate those assets’ fair values.
 
Securities
 
The fair value of securities available for sale (carried at fair value) and held to maturity (carried at amortized cost) are determined by obtaining quoted market prices on nationally recognized securities exchanges (Level 1), or matrix pricing (Level 2), which is a mathematical technique used widely in the industry to value debt securities without relying exclusively on quoted market prices for the specific securities but rather by relying on the securities’ relationship to other benchmark quoted prices. For certain securities which are not traded in active markets and/or are subject to transfer restrictions, valuations are adjusted to reflect illiquidity and/or non-transferability, and such adjustments are generally based on available market evidence (Level 3). In the absence of such evidence, management’s best estimate is used. Management’s best estimate consists of both internal and external support on certain Level 3 investments. Internal cash flow models using a present value formula that includes assumptions market participants would use along with indicative exit pricing obtained from broker/dealers (where available) were used to support fair values of certain Level 3 investments.
 
Loans Held for Sale (Carried at Lower of Cost or Fair Value)
 
The fair value of loans held for sale is determined, when possible, using quoted secondary-market prices. If no such quoted prices exist, the fair value of a loan is determined using quoted prices for a similar loan or loans, adjusted for specific attributes of that loan. Loans held for sale are carried at their cost at June 30, 2011 and December 31, 2010.
 
Loans Receivable (Carried at Cost)
 
The fair values of loans are estimated using discounted cash flow analyses, using market rates at the balance sheet date that reflect the credit and interest rate-risk inherent in the loans. Projected future cash flows are calculated based upon contractual maturity or call dates, projected repayments and prepayments of principal. Generally, for variable rate loans that reprice frequently and with no significant change in credit risk, fair values are based on carrying values.
 
Impaired Loans (Generally Carried at Fair Value)
 
A loan is impaired when, based on current information and events, it is probable that a creditor will be unable to collect all amounts due according to the contractual terms of the loan agreement. Impaired loans are measured based on the present value of expected future cash flows discounted at the loan’s effective interest rate, or as a practical expedient, at the loans observable market price or the fair value of the collateral if the loan is collateral dependent. Fair value is generally determined based upon independent third-party appraisals of the properties, or discounted cash flows based upon the expected proceeds. These assets are included as Level 3 fair values, based upon the lowest level of input that is significant to the fair value measurements. The fair value consists of the loan balances of $19,729,000 and $19,724,000, net of a valuation allowance of $2,090,000 and $2,107,000 at June 30, 2011 and December 31, 2010, respectively.
 
Real Estate Owned (Generally Carried at Fair Value)
 
Real Estate Owned is generally carried at fair value, when the carry value is written down to fair value, which is determined based upon independent third-party appraisals of the properties, or based upon the expected proceeds from a pending sale. These assets are included as Level 3 fair values, based upon the lowest level of input that is significant to the fair value measurements.
 
FHLB of New York Stock (Carried at Cost)
 
The carrying amount of restricted investment in bank stock approximates fair value, and considers the limited marketability of such securities.
 
Interest Receivable and Payable (Carried at Cost)
 
The carrying amount of interest receivable and interest payable approximates its fair value.
 
Deposits (Carried at Cost)
 
The fair values disclosed for demand deposits (e.g., interest and non-interest checking, passbook savings and money market accounts) are, by definition, equal to the amount payable on demand at the reporting date (i.e., their carrying amounts). Fair values for fixed-rate certificates of deposit are estimated using a discounted cash flow calculation that applies interest rates currently being offered in the market on certificates to a schedule of aggregated expected monthly maturities on time deposits.
 
Long-Term Debt (Carried at Cost)
 
Fair values of long-term debt are estimated using discounted cash flow analysis, based on quoted prices for new long-term debt with similar credit risk characteristics, terms and remaining maturity. These prices obtained from this active market represent a market value that is deemed to represent the transfer price if the liability were assumed by a third party.
 
Off-Balance Sheet Financial Instruments
 
Fair values for the Company’s off-balance sheet financial instruments (lending commitments and unused lines of credit) are based on fees currently charged in the market to enter into similar agreements, taking into account, the remaining terms of the agreements and the counterparties’ credit standing. The fair value of these commitments was deemed immaterial and is not presented in the accompanying table.
 

 
26


 
Note 8 – Fair Values of Financial Instruments (Continued)

 
The carrying values and estimated fair values of financial instruments were as follows at June 30, 2011 and December 31, 2010:
 
                                 
 
  
June 30,
 
  
December 31,
 
 
  
2011
 
  
2010
 
 
  
Carrying
 Value
 
  
Fair Value
 
  
Carrying
 Value
 
  
Fair Value
 
 
  
(In Thousands)
 
         
Financial assets:
  
     
  
     
  
     
  
     
Cash and cash equivalents
  
$
74,140
  
  
$
74,140
  
  
$
121,127
  
  
$
121,127
  
Securities available for sale
  
 
1,314
  
  
 
1,314
  
  
 
1,098
  
  
 
1,098
  
Securities held to maturity
  
 
217,983
  
  
 
221,719
  
  
 
165,572
  
  
 
166,785
  
Loans held for sale
  
 
2,147
  
  
 
2,208
  
  
 
5,572
  
  
 
5,633
  
Loans receivable
  
 
764,980
  
  
 
786,552
 
  
 
773,101
  
  
 
779,858
  
FHLB of New York stock
  
 
6,678
  
  
 
6,678
  
  
 
6,723
  
  
 
6,723
  
Interest receivable
  
 
5,387
  
  
 
5,387
 
  
 
5,203
  
  
 
5,203
  
         
Financial liabilities:
  
     
  
     
  
     
  
     
Deposits
  
 
877,613
  
  
 
878,933
  
  
 
886,288
  
  
 
890,402
  
Long-term debt
  
 
114,124
  
  
 
130,868
  
  
 
114,124
  
  
 
126,895
  
Interest payable
  
 
753
  
  
 
753
  
  
 
787
  
  
 
787
  
 
 
Note 9 – New Accounting Pronouncements
 
In April 2011, the FASB issued Accounting Standards Update (ASU) No. 2011-02, Receivables (Topic 310): A Creditor’s Determination of Whether a Restructuring Is a Troubled Debt Restructuring The ASU clarifies which loan modifications constitute troubled debt restructurings. It is intended to assist creditors in determining whether a modification of the terms of a receivable meets the criteria to be considered a troubled debt restructuring, both for purposes of recording an impairment loss and for disclosure of troubled debt restructurings. In evaluating whether a restructuring constitutes a troubled debt restructuring, a creditor must separately conclude that both of the following exist: (a) the restructuring constitutes a concession; and (b) the debtor is experiencing financial difficulties. The amendments to FASB Accounting Standards Codification Topic 310, Receivables, clarify the guidance on a creditor’s evaluation of whether it has granted a concession and whether a debtor is experiencing financial difficulties. For public companies, the new guidance is effective for interim and annual periods beginning on or after June 15, 2011, and applies retrospectively to restructurings occurring on or after the beginning of the fiscal year of adoption. Early application is permitted. Adoption of ASU 2011-02 is not expected to have a significant impact on the Company’s consolidated financial statements.
 
In April 2011, the FASB issued Accounting Standards Updates (ASU) No. 2011-03, Transfers and Servicing: Reconsideration of Effective Control for Repurchase Agreements. The ASU is intended to improve financial reporting of repurchase agreements (“repos”) and other agreements that both entitle and obligate a transferor to repurchase or redeem financial assets before their maturity. In a typical repo transaction, an entity transfers financial assets to a counterparty in exchange for cash with an agreement for the counterparty to return the same or equivalent financial assets for a fixed price in the future. FASB Accounting Standards Codification (Codification) Topic 860, Transfers and Servicing, prescribes when an entity may or may not recognize a sale upon the transfer of financial assets subject to repo agreements. That determination is based, in part, on whether the entity has maintained effective control over the transferred financial assets. The amendments to the Codification in this ASU are intended to improve the accounting for these transactions by removing from the assessment of effective control the criterion requiring the transferor to have the ability to repurchase or redeem the financial assets. The guidance in the ASU is effective for the first interim or annual period on or after December 15, 2011. The guidance should be applied prospectively to transactions or modifications of existing transactions that occur on or after the effective date. Early adoption in not permitted. The Company does not expect that the adoption of this ASU will have a material impact on the Company’s consolidated financial statements.

In May 2011, the FASB issued ASU No. 2011-04, Fair Value Measurement (Topic 820): Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs. The amendments in this update result in common fair value measurement and disclosure requirements in U.S. GAAP and International Financial Reporting Standards (IFRS). Consequently, the amendments change the wording used to describe many of the requirements in U.S. GAAP for measuring fair value and for disclosing information about fair value measurements. Some of the amendments in this update clarify the FASB’s intent about the application of existing fair value measurement requirements. Other amendments change a particular principle or requirement for measuring fair value or for disclosing information about fair value measurements.  This update is effective during interim and annual periods beginning on or after December 15, 2011 and is to be applied prospectively and early adoption is not permitted.  The Company does not anticipate the adoption of this update will impact its consolidated financial condition or results of operations.
 
In June 2011, the FASB issued Accounting Standards Update (ASU) No. 2011-05, Comprehensive Income. The ASU eliminates the option to present components of other comprehensive income as part of the statement of changes in stockholders’ equity and will require it be presented either in a single continuous statement of comprehensive income or in two separate but consecutive statements. The single statement format would include the traditional income statement and the components of total other comprehensive income as well as total comprehensive income. In the two statement approach, the first statement would be the traditional income statement which would be immediately followed by a separate statement which includes the components of other comprehensive income, total other comprehensive income and total comprehensive income. The amendments in this ASU will be applied retrospectively. For public companies, they are effective for fiscal years, and interim periods within those years, beginning after December 15, 2011. Early adoption is permitted. Adoption of ASU 2011-05 is not expected to have a significant impact on the Company’s consolidated financial statements.

 
27


 
 
 
ITEM 2.
 
 
Management’s Discussion and Analysis of Financial Condition and Results of Operations
 
Acquisition
 
On July 6, 2010, the acquisition of Pamrapo Bancorp, Inc. was completed. The 100% stock transaction was valued at approximately $38.6 million based on the closing price of BCB Bancorp, Inc. of $7.83 per share. In accordance with the terms of the merger agreement, each share of Pamrapo Bancorp common stock has been converted into 1.00 share of BCB Bancorp’s common stock. BCB Bancorp common stock continues to be listed on the NASDAQ Global Market under the symbol “BCBP.” Financial information at and for the period ending June 30, 2010 does not include the impact of the Pamrapo Bancorp, Inc. merger.
 
Financial Condition
 
Total assets decreased by $6.5 million or 0.59% to $1.10 billion at June 30, 2011 from $1.11 billion at December 31, 2010. The decrease in total assets occurred primarily as a result of a decrease in cash and cash equivalents of $47.0 million and loans receivable of $8.1 million partially offset by an increase in securities held to maturity of $52.4 million. Management is concentrating on controlled balance sheet growth and maintaining adequate liquidity in the anticipation of funding loans in the loan pipeline as well as seeking opportunities in the secondary market that provide reasonable returns. During the first half of 2011, the composition of the Bank’s balance sheet shifted out of cash and cash equivalents to investment securities. The initial intention of accumulating liquidity was to explore the possibility of repaying certain wholesale advances in an effort to reduce interest expense. Diligent monitoring of the penalties associated with the early prepayment of these advances proved cost prohibitive. Consequently, management decided to deploy the liquidity into pools of government sponsored enterprise (GSE) mortgage backed securities, providing yields of approximately three hundred fifty basis points higher than the yield on the cash deposits. Investing in mortgage backed securities of intermediate terms of fifteen and twenty years ensures regular cash flow with accelerated amortization over long term investments, thereby positively impacting net interest income, spread, and margin. It is our intention to grow the balance sheet at a measured pace consistent with our capital levels and as business opportunities permit.
 
Total cash and cash equivalents decreased by $47.0 million or 38.8% to $74.1 million at June 30, 2011 from $121.1 million at December 31, 2010. Investment securities classified as held-to-maturity increased by $52.4 million or 31.6% to $218.0 million at June 30, 2011 from $165.6 million at December 31, 2010. This increase in investment securities occurred as a result of purchases of $90.6 million during the six months ended June 30, 2011, partially offset by call options exercised on $17.3 million of callable agency securities, $17.5 million in repayments and prepayments in the mortgage backed securities portfolio and $2.4 million in sales during the second quarter relating to collateralized mortgage obligations that were issued by the Federal National Mortgage Association (“FNMA”) and the Federal Home Loan Mortgage Corporation (“FHLMC”). While these securities were classified as held to maturity, ASU 320 (formerly known as FAS115) allows sales of securities so designated, provided that a substantial portion (at least 85%) of the principal balance has been amortized prior to the sale. A net realized gain of approximately $18,000 was recognized as a result of these sale.
 
Loans receivable decreased by $8.1 million or 1.0% to $765.0 million at June 30, 2011 from $773.1 million at December 31, 2010. The decrease resulted primarily from a $16.5 million decrease in real estate mortgages comprising residential, commercial, construction and participation loans with other financial institution and a $6.1 million decrease in consumer loans, net of amortization, partially offset by a $14.7 million increase in commercial loans comprising business loans and commercial lines of credit, net of amortization, partially offset by a $299,000 increase in the allowance for loan losses. The balance in the loan pipeline as of June 30, 2011 stood at $91.3 million. At June 30, 2011, the allowance for loan losses was $8.7 million or 20.5% of non-performing loans. As a result of the loans acquired in the business combination transaction being recorded at their fair value, the balance in the allowance for loan losses that was on the balance sheet of the former Pamrapo Bancorp, Inc., was not carried over in the allowance balance previously discussed. However, at June 30, 2011, the amount which represents the non-accretible yield on loans acquired in the Pamrapo Bancorp, Inc. merger totaled approximately $6.9 million and is recorded as a negative adjustment to loans receivable.
 
Deposit liabilities decreased by $8.7 million or 0.98% to $877.6 million at June 30, 2011 from $886.3 million at December 31, 2010. The decrease resulted primarily from a $14.6 million decrease in time deposit accounts, partially offset by a $2.6 million increase in the savings and club accounts and $3.3 million increase in transaction accounts. During the six months ended June 30, 2011, the Federal Open Market Committee (FOMC) has continued its low short term interest rate policy. Since the Bank predicates its retail deposit pricing on market conditions and the current competitive environment, the present low interest rate environment lends itself to lower time deposit yields, and reduced interest expense.
 
The balance of borrowed money remained constant at $114.1 million for the periods ended June 30, 2011 and December 31, 2010. The purpose of the borrowings reflects the use of long term Federal Home Loan Bank advances to augment deposits as the Bank’s funding source for originating loans and investing in GSE investment securities.
 
Stockholders’ equity increased by $538,000 or 0.5% to $99.5 million at June 30, 2011 from $99.0 million at December 31, 2010. The increase in stockholders’ equity is primarily attributable to net income for the six months ended June 30, 2011 of $3.9 million, a $207,000 increase resulting from the exercise of stock options totaling 25,581 shares and a $130,000 increase in the market value of our available-for-sale securities portfolio, net of tax, partially offset by the payment of two quarterly cash dividends totaling $2.3 million representing two $0.12 per share payments during the six months ended June 30, 2011 and $1.4 million paid to repurchase 130,634 shares of the Company’s common stock. At June 30, 2011, the Bank’s Tier 1, Tier 1 Risk-Based and Total Risk Based Capital Ratios were 9.34%, 16.27% and 17.30% respectively.
 

 

 
 
28



 
Results of Operations--Three Months of Operations
 
Net income increased by $1.03 million or 111.7% to $1.95 million for the three months ended June 30, 2011 from $922,000 for the three months ended June 30, 2010. The increase in net income was due to increases in net interest income and non-interest income, partially offset by increases in the provision for loan losses, non-interest expense and income tax provision. Net interest income increased by $5.19 million or 110.7% to $9.88 million for the three months ended June 30, 2011 from $4.69 million for the three months ended June 30, 2010. The increase in net interest income resulted primarily from an increase in the average balance of interest earning assets of $450.4 million or 71.6% to $1.08 billion for the three months ended June 30, 2011 from $628.6 million for the three months ended June 30, 2010, while the average yield on interest earning assets remained static for the three months ended June 30, 2011 and June 30, 2010 at 4.91%. The average balance of interest bearing liabilities increased by $370.6 million or 67.1% to $923.0 million for the three months ended June 30, 2011 from $552.4 million for the three months ended June 30, 2010 and the average cost of interest bearing liabilities decreased by seventy-three basis points to 1.46% for the three months ended June 30, 2011 from 2.19% for the three months ended June 30, 2010. As a consequence of the aforementioned, our net interest margin increased to 3.66% for the three months ended June 30, 2011 from 2.98% for the three months ended June 30, 2010. The increase in the average balance of interest earning assets and the average balance of interest bearing liabilities is primarily attributable to the completion of the business combination transaction with Pamrapo Bancorp, Inc. on July 6, 2010.
 
 Interest income on loans receivable increased by $4.72 million or 74.1% to $11.09 million for the three months ended June 30, 2011 from $6.37 million for the three months ended June 30, 2010. The increase was primarily attributable to an increase in the average balance of loans receivable of $384.9 million or 96.4% to $784.0 million for the three months ended June 30, 2011 from $399.1 million for the three months ended June 30, 2010, partially offset by a decrease in the average yield on loans receivable to 5.66% for the three months ended June 30, 2011 from 6.38% for the three months ended June 30, 2010. The increase in the average balance of loans is primarily attributable to the acquisition of Pamrapo Bancorp, Inc. The decrease in average yield reflects the competitive price environment prevalent in the Bank’s primary market area on loan facilities as well as the repricing downward of variable rate loans. Further, as the average yield on the loans acquired in the business combination transaction with Pamrapo Bancorp Inc., were less than that of BCB Bancorp, Inc., as a stand-alone institution, the combination of both portfolios decreased the composite yield accordingly.
 
Interest income on securities increased by $814,000 or 61.3% to $2.14 million for the three months ended June 30, 2011 from $1.33 million for the three months ended June 30, 2010. This increase was primarily due to an increase in the average balance of securities held-to-maturity of $94.5 million or 67.2% to $235.1 million for the three months ended June 30, 2011 from $140.6 million for the three months ended June 30, 2010, partially offset by a decrease in the average yield of securities held-to-maturity to 3.64% for the three months ended June 30, 2011 from 3.78% for the three months ended June 30, 2010.The decrease in the average yield resulted from the replacement of higher yielding callable agency securities previously purchased whose call options were exercised by the issuing agencies with lower yielding mortgage backed securities purchased presently in the prevalent interest rate environment. The increase in the average balance of securities is primarily attributable to the completion of the acquisition of Pamrapo Bancorp, Inc.
 
Interest income on other interest-earning assets decreased by $3,000 or 14.3% to $18,000 for the three months ended June 30, 2011 from $21,000 for the three months ended June 30, 2010. This decrease was primarily due to a decrease of $29.0 million or 32.6% in the average balance of other interest-earning assets to $59.9 million for the three months ended June 30, 2011 from $88.9 million for the three months ended June 30, 2010. The average yield on other interest-earning assets increased slightly to 0.12% for the three months ended June 30, 2011from 0.10% for the three month ended June 30, 2010. The static nature of the average yield on other interest earning assets reflects the current philosophy by the FOMC of keeping short term interest rates at historically low levels. The increase in the average balance of other interest earning assets is primarily attributable to the completion of the acquisition of Pamrapo Bancorp, Inc.
 
Total interest expense increased by $341,000 or 11.3% to $3.37 million for the three months ended June 30, 2011 from $3.03 million for the three months ended June 30, 2010. The increase resulted primarily from an increase in the balance of average interest bearing liabilities of $370.6 million or 67.1% to $923.0 million for the three months ended June 30, 2011 from $552.4 million for the three months ended June 30, 2010, partially offset by a decrease in the average cost of interest bearing liabilities of seventy-three basis points to 1.46% for the three months ended June 30, 2011 from 2.19% for the three months ended June 30, 2010. The increase in the balance of average interest bearing liabilities is primarily attributable to the completion of the acquisition of Pamrapo Bancorp, Inc. The decrease in the average cost reflects the Company’s reaction to the prolonged low short term interest rate environment and our ability to reduce our pricing on a select number of retail deposit products.
 
The provision for loan losses totaled $450,000 and $300,000 for the three month periods ended June 30, 2011 and 2010, respectively. The provision for loan losses is established based upon management’s review of the Bank’s loans and consideration of a variety of factors including, but not limited to, (1) the risk characteristics of the loan portfolio, (2) current economic conditions, (3) actual losses previously experienced, (4) the dynamic activity and fluctuating balance of loans receivable, and (5) the existing level of reserves for loan losses that are probable and estimable. During the three months ended June 30, 2011, the Bank experienced $121,000 in net charge-offs, (consisting of $146,000 in charge-offs and $25,000 in recoveries). During the three months ended June 30, 2010, the Bank experienced $163,000 in net charge-offs, (consisting of $163,000 in charge-offs and no recoveries). The Bank had non-performing loans totaling $42.5 million or 5.49% of gross loans at June 30, 2011, $43.1 million or 5.57% of gross loans at March 31, 2011, $41.8 million or 5.35% of gross loans at December 31, 2010 and $12.5 million or 3.14% of gross loans at June 30, 2010. The increase in non-performing loans resulted primarily from the acquisition of Pamrapo Bancorp. The allowance for loan losses was $8.7 million or 1.13% of gross loans at June 30, 2011, $8.4 million or 1.08% of gross loans at March 31, 2011and $6.8 million or 1.71% of gross loans at June 30, 2010. The carrying value of the loans acquired from Pamrapo was $343.9 million at June 30, 2011. These loans were the primary reason for the decrease in the ratio of the allowance for loan losses to gross loans from June 30, 2010 as there was no carryover of the historical Pamrapo allowance for credit losses related to these loans. However, the amount which represents the non-accretible difference on loans acquired in the Pamrapo Bancorp, Inc. merger totaled approximately $6.9 million and is recorded as a reduction of loans receivable. The amount of the allowance is based on estimates and the ultimate losses may vary from such estimates. Management assesses the allowance for loan losses on a quarterly basis and makes provisions for loan losses as necessary in order to maintain the adequacy of the allowance. While management uses available information to recognize losses on loans, future loan loss provisions may be necessary based on changes in the aforementioned criteria. In addition various regulatory agencies, as an integral part of their examination process, periodically review the allowance for loan losses and may require the Bank to recognize additional provisions based on their judgment of information available to them at the time of their examination. Management believes that the allowance for loan losses was adequate at June 30, 2011, March 31, 2011, December 31, 2010 and June 30, 2010.
 
Total non-interest income increased by $125,000 or 41.1% to $429,000 for the three months ended June 30, 2011 from $304,000 for the three months ended June 30, 2010. The increase in non-interest income resulted primarily from an increase of $170,000 or 303.6% in gain on sale of loans originated for sale to $226,000 for the three months ended June 30, 2011 from $56,000 for the three months ended June 30, 2010. The increase in gain on sale of loans originated for sale occurred primarily as a result of the sales of SBA loans which totaled $190,000 for the three months ended June 30, 2011 as compared to no such gain recorded for the three months ended June 30, 2010, partially offset by a decrease of $20,000 in gain on sales of one-four family loans compared to June 30, 2010. There were also an increase of $18,000 in gain on sales of securities held to maturity, compared to no such sales during the three months ended June 30, 2010, an increase of $14,000 or a 175.0% increase in other non-interest income to $22,000 for the three months ended June 30, 2011 from $8,000 for the three months ended June 30, 2010, an increase of $3,000 or a 1.32% increase in fees and service charges to $243,000 for the three months ended June 30, 2011 from $ $240,000 for the three months ended June 30, 2010. The aforementioned increases were partially offset by a $80,000 loss on the sale of certain REO properties for the three months ended June 30, 2011, compared to no such recorded loss for the three months ended June 30, 2010.
 
Total non-interest expense increased by $3.38 million or 106.3% to $6.56 million for the three months ended June 30, 2011 from $3.18 million for the three months ended June 30, 2010. Unless specified otherwise, the increase in the categories of non-interest expense occurred primarily as a result of the acquisition of Pamrapo Bancorp, Inc.  Salaries and employee benefits expense increased by $1.5 million or 107.1% to $2.9 million for the three months ended June 30, 2011 from $1.4 million for the three months ended June 30, 2010. This increase occurred primarily as the result of an increase in the number of full time equivalent employees to 168 at June 30, 2011, from 86 at June 30, 2010. Occupancy expense increased by $450,000 or 164.8% to $723,000 for the three months ended June 30, 2011 from $273,000 for the three months ended June 30, 2010. Equipment expense increased by $532,000 or 99.3% to $1.07 million for the three months ended June 30, 2011 from $536,000 for the three months ended June 30, 2010. The primary component of this expense item is data service provider expense which increases with the growth in the Bank’s assets.
 
 
 
29

 
 
Professional fees increased by $197,000 or 323.0% to $258,000 for the three months ended June 30, 2011 from $61,000 for the three months ended June 30, 2010. Directors’ fees increased by $72,000 or 66.7% to $180,000 for the three months ended June 30, 2011 from $108,000 for the three months ended June 30, 2010. Regulatory assessments increased by $166,000 or 87.8% to $355,000 for the three months ended June 30, 2011 from $189,000 for the three months ended June 30, 2010. Advertising expense increased by $35,000 or 49.3% to $106,000 for the three months ended June 30, 2011 from $71,000 for the three months ended June 30, 2010.  Merger related expenses increased by $112,000 or 77.8% for the three months ended June 30, 2011 from $144,000 for the three months ended June 30, 2010. The increase in merger related expenses is primarily related to the merger transaction with Allegiance Community Bank, headquartered in South Orange, New Jersey. It is anticipated that this transaction will be consummated during the second half of 2011. Other non-interest expense increased by $317,000 or 80.5% to $711,000 for the three months ended June 30, 2011 from $394,000 for the three months ended June 30, 2010. The increase in other expenses occurred primarily as a result of an increase in loan expense and fees associated with the collection process on certain delinquent loan facilities. Additionally, other non-interest expense is also comprised of stationary, forms and printing, check printing, correspondent bank fees, telephone and communication, shareholder relations and other fees and expenses.
 
Income taxes increased by $758,000 or 127.6% to $1.35 million for the three months ended June 30, 2011 from $594,000 for the three months ended June 30, 2010, reflecting increased taxable income during the three month period ended June 30, 2011. Net income increased substantially in the three months ended June 30, 2011 as compared to the three months ended June 30, 2010, primarily as a result of the increase in the size of the Company’s balance sheet which was attributable to the business combination transaction with the Pamrapo Bancorp, Inc. The consolidated effective tax rate for the three months ended June 30, 2011 was 40.9% compared to 39.2% for the three months ended June 30, 2010.

Six Months of Operations

Net income increased by $2.23 million or 136.0% to $3.87 million for the six months ended June 30, 2011 from $1.64 million for the six months ended June 30, 2010. The increase in net income was due to increases in net interest income and non-interest income, partially offset by increases in the provision for loan losses, non-interest expense and income tax provision. Net interest income increased by $10.12 million or 107.3% to $19.55 million for the six months ended June 30, 2011 from $9.43 million for the six months ended June 30, 2010. This increase in net interest income resulted primarily from an increase of $457.1 million or 73.2% in the average balance of interest earning assets to $1.082 billion for the six months ended June 30, 2011 from $624.6 million for the six months ended June 30, 2010, partially offset by a decrease in the average yield on interest earning assets to 4.86% for the six months ended June 30, 2011 from 5.02% for the six months ended June 30, 2010. The average balance of interest bearing liabilities increased by $377.6 million or 68.7% to $926.9 million for the six months ended June 30, 2011 from $549.3 million for the six months ended June 30, 2010, while the average cost of interest bearing liabilities decreased to 1.46% for the six months ended June 30, 2011 from 2.27% for the six months ended June 30, 2010. As a consequence of the aforementioned, our net interest margin increased to 3.62% for the six months ended June 30, 2011 from 3.02% for the six months ended June 30, 2010. The increase in the average balance of interest earning assets and the average balance of interest bearing liabilities is primarily attributable to the completion of the business combination transaction with Pamrapo Bancorp, Inc.

Interest income on loans receivable increased by $9.54 million or 74.5% to $22.35 million for the six months ended June 30, 2011 from $12.81 million for the six months ended June 30, 2010. The increase was primarily attributable to an increase in the average balance of loans receivable of $386.8 million or 96.1% to $789.4 million for the six months ended June 30, 2011 from $402.6 million for the six months ended June 30, 2010, partially offset by a decrease in the average yield on loans receivable to 5.66% for the six months ended June 30, 2011 from 6.36% for the six months ended June 30, 2010. The increase in the average balance of loans is primarily attributable to the acquisition of Pamrapo Bancorp, Inc. The decrease in average yield reflects the competitive price environment prevalent in the Bank’s primary market area on loan facilities as well as the repricing downward of variable rate loans. Further, as the average yield on the loans acquired in the business combination transaction with Pamrapo Bancorp Inc., was lower than that of BCB Bancorp, Inc., as a stand-alone institution, the combination of both portfolios decreased the composite yield accordingly.
 
Interest income on securities increased by $1.08 million or 38.2% to $3.91 million for the six months ended June 30, 2011 from $2.83 million for the six months ended June 30, 2010.  This increase was primarily due to an increase in the average balance of securities held-to-maturity of $77.5 million or 55.0% to $218.5 million for the six months ended June 30, 2011 from $141.0 million for the six months ended June 30, 2010, partially offset by a decrease in the average yield of securities held-to-maturity to 3.58% for the six months ended June 30, 2011 from 4.02% for the six months ended June 30, 2010. The decrease in the average yield resulted from the replacement of higher yielding callable agency securities previously purchased whose call options were exercised by the issuing agencies with lower yielding mortgage backed securities purchased presently in the prevalent interest rate environment. The increase in the average balance in securities is primarily attributable to the completion of the acquisition of Pamrapo Bancorp, Inc.

Interest income on other interest-earning assets increased by $6,000 or 15.0% to $46,000 for the six months ended June 30, 2011 from $40,000 for the six months ended June 30, 2010. This increase was primarily due to an increase in the average yield on other interest-earning assets to 0.12% for the six months ended June 30, 2011 from 0.10% for the six months ended June 30, 2010, offset by a decrease of $7.1 million or 8.8% in the average balance of other interest-earning assets to $73.9 million for the six months ended June 30, 2011 from $81.0 million for the six months ended June 30, 2010. The decrease in the average balance primarily reflects management’s philosophy to deploy its liquid assets for loan closings and investment security purchase opportunities at higher yields than are currently available in money market deposits.
 
Total interest expense increased by $505,000 or 8.1% to $6.75 million for the six months ended June 30, 2011 from $6.25 million for the six months ended June 30, 2010. The increase resulted primarily from an increase in the balance of average interest bearing liabilities of $377.6 million or 68.7% to $926.9 million for the six months ended June 30, 2011 from $549.3 million for the six months ended June 30, 2010, partially offset by a decrease in the average cost of interest bearing liabilities of eighty-one basis points to 1.46% for the six months ended June 30, 2011 from 2.27% for the six months ended June 30, 2010. The increase in the balance of average interest bearing liabilities is primarily attributable to the completion of the acquisition of Pamrapo Bancorp, Inc. The decrease in the average cost reflects the low short term interest rate environment and our ability to reduce our pricing on a select number of retail deposit products.
 
The provision for loan losses totaled $800,000 for the six months ended June 30, 2011 and $750,000 for the six months ended June 30, 2010. The provision for loan losses is established based upon management’s review of the Bank’s loans and consideration of a variety of factors including, but not limited to, (1) the risk characteristics of the loan portfolio, (2) current economic conditions, (3) actual losses previously experienced, (4) the dynamic activity and fluctuating balance of loans receivable, and (5) the existing level of reserves for loan losses that are probable and estimable. During the six months ended June 30, 2011, the Bank experienced $501,000 in net charge-offs (consisting of $526,000 in charge-offs and $25,000 in recoveries). During the six months ended June 30, 2010, the Bank experienced $597,000 in net charge-offs (consisting of $610,000 in charge-offs and $13,000 in recoveries). The Bank had non-performing loans totaling $42.5 million or 5.49% of gross loans at June 30, 2011, $41.8 million or 5.35% of gross loans at December 31, 2010 and $12.5 million or 3.14% of gross loans at June 30, 2010. The increase in non-performing loans resulted primarily from the acquisition of Pamrapo Bancorp. The allowance for loan losses was $8.7 million or 1.13% of gross loans at June 30, 2011, $8.4 million or 1.08% of gross loans at December 31, 2010 and $6.8 million or 1.71% of gross loans at June 30, 2010. The carrying value of the loans acquired from Pamrapo was $343.9 million at June 30, 2011. These loans were the primary reason for the decrease in the ratio of the allowance for loan losses to gross loans from June 30, 2010 as there was no carryover of the historical Pamrapo allowance for credit losses related to these loans. However, the amount which represents the non-accretible difference on loans acquired in the Pamrapo Bancorp, Inc. merger totaled approximately $6.9 million and is recorded as a reduction of loans receivable. The amount of the allowance is based on estimates and the ultimate losses may vary from such estimates. Management assesses the allowance for loan losses on a quarterly basis and makes provisions for loan losses as necessary in order to maintain the adequacy of the allowance. While management uses available information to recognize losses on loans, future loan loss provisions may be necessary based on changes in the aforementioned criteria. In addition various regulatory agencies, as an integral part of their examination process, periodically review the allowance for loan losses and may require the Bank to recognize additional provisions based on their judgment of information available to them at the time of their examination. Management believes that the allowance for loan losses was adequate at June 30, 2011, December 31, 2010 and June 30, 2010.
 
 
 
 
30


 
Total non-interest income increased by $361,000 or 66.2% to $906,000 for the six months ended June 30, 2011 from $545,000 for the six months ended June 30, 2010. The increase in non-interest income resulted primarily from an increase of $276,000 or 215.6% in gain on sale of loans originated for sale to $404,000 for the six months ended June 30, 2011 from $128,000 for the six months ended June 30, 2010. The increase in gain on sale of loans originated for sale occurred primarily as a result of the sale of SBA loans which totaled $281,000 for the six months ended June 30, 2011 as compared to no such gain recorded for the six months ended June 30, 2010, partially offset by a decrease of $5,000 in gain on sale of one-four family loans compared to June 30, 2010. Gain on sale of securities held to maturity increased by $18,000 to $18,000 for the six months ended June 30, 2011 from no such amount for the six months ended June 30, 2010. Other non-interest income increased by $141,000 or 829.4% to $158,000 for the six months ended June 30, 2011 from $17,000 for the six months ended June 30, 2010, primarily as a result of a $117,000 recovery of legal fees from the insurance company pertaining to Pamrapo Bancorp, Inc. litigation issues. Fees and service charges increased by $62,000 or 15.5% to $462,000 for the six months ended June 30, 2011 from $ $400,000 for the six months ended June 30, 2010. The aforementioned increases were partially offset by a $136,000 loss on the sale of certain REO properties for the six months ended June 30, 2011 compared to no related loss for the six months ended June 30, 2010.

Total non-interest expense increased by $6.76 million or 106.3% to $13.21 million for the six months ended June 30, 2011 from $6.45 million for the six months ended June 30, 2010. Unless specified otherwise, the increase in the categories of non-interest expense occurred primarily as a result of the acquisition of Pamrapo Bancorp, Inc. Salaries and employee benefits expense increased by $3.14 million or 113.4% to $5.91 million for the six months ended June 30, 2011 from $2.77 million for the six months ended June 30, 2010. This increase occurred primarily as the result of an increase in the number of full time equivalent employees to 168 at June 30, 2011, from 86 at June 30, 2010. Occupancy expense increased by $942,000 or 168.2% to $1.5 million for the six months ended June 30, 2011 from $560,000 for the six months ended June 30, 2010. Equipment expense increased by $1.0 million or 91.7% to $2.09 million for the six months ended June 30, 2011 from $1.09 million for the six months ended June 30, 2010. The primary component of this expense item is data service provider expense which increases with the growth of the Bank’s assets. Professional fees increased by $268,000 or 138.9% to $461,000 for the six months ended June 30, 2011 from $193,000 for the six months ended June 30, 2010. Director fees increased by $85,000 or 39.7% to $299,000 for the six months ended June 30, 2011 from $214,000 for the six months ended June 30, 2010. Regulatory assessments increased by $431,000 or 119.1% to $793,000 for the six months ended June 30, 2011 from $362,000 for the six months ended June 30, 2010. Advertising expense increased by $40,000 or 29.0% to $178,000 for the six months ended June 30, 2011 from $138,000 for the six months ended June 30, 2010. Merger related expenses decreased by $88,000 or 25.6% to $256,000 for the six months ended June 30, 2011 from $344,000 for the six months ended June 30, 2010. Higher expenses were incurred related to the successful completion of the merger transaction with Pamrapo Bancorp, Inc. as compared to expenses incurred for the merger transaction with Allegiance Community Bank, headquartered in South Orange, New Jersey. It is anticipated that the Allegiance transaction will be consummated during the second half of 2011. Other non-interest expense increased by $946,000 or 121.8% to $1.72 million for the six months ended June 30, 2011 from $777,000 for the six months ended June 30, 2010. The increase in other expenses occurred primarily as a result of an increase in loan expense and fees associated with the collection process on certain delinquent loan facilities. Additionally, other non-interest expense is also comprised of stationary, forms and printing, check printing, correspondent bank fees, telephone and communication, shareholder relations and other fees and expenses.

Income tax expense increased by $1.44 million or 126.3% to $2.58 million for the six months ended June 30, 2011 from $1.14 million for the six months ended June 30, 2010, reflecting increased taxable income during the six month period ended June 30, 2011. Net income before taxes increased substantially in the six months ended June 30, 2011 as compared to the six months ended June 30, 2010, primarily as a result of the increase in the size of the Company’s balance sheet which was attributable to the business combination transaction with the Pamrapo Bancorp, Inc. The consolidated effective tax rate for the six months ended June 30, 2011 was 40.0% compared to 41.0% for the six months ended June 30, 2010.










 
31




Item 3. Quantitative and Qualitative Disclosures About Market Risk
 
Management of Market Risk
 
General. The majority of our assets and liabilities are monetary in nature. Consequently, one of our most significant forms of market risk is interest rate risk. Our assets, consisting primarily of mortgage loans, have longer maturities than our liabilities, consisting primarily of deposits. As a result, a principal part of our business strategy is to manage interest rate risk and reduce the exposure of our net interest income to changes in market interest rates. Accordingly, our Board of Directors has established an Asset/Liability Committee which is responsible for evaluating the interest rate risk inherent in our assets and liabilities, for determining the level of risk that is appropriate given our business strategy, operating environment, capital, liquidity and performance objectives, and for managing this risk consistent with the guidelines approved by the Board of Directors. Senior management monitors the level of interest rate risk on a regular basis and the Asset/Liability Committee, which consists of senior management and outside directors operating under a policy adopted by the Board of Directors, meets as needed to review our asset/liability policies and interest rate risk position.
 
The following table presents the Company’s net portfolio value (“NPV”). These calculations were based upon assumptions believed to be fundamentally sound, although they may vary from assumptions utilized by other financial institutions. The information set forth below is based on data that included all financial instruments as of June 30, 2011. Assumptions have been made by the Company relating to interest rates, loan prepayment rates, core deposit duration, and the market values of certain assets and liabilities under the various interest rate scenarios. Actual maturity dates were used for fixed rate loans and certificate accounts. Investment securities were scheduled at either the maturity date or the next scheduled call date based upon management’s judgment of whether the particular security would be called in the current interest rate environment and under assumed interest rate scenarios. Variable rate loans were scheduled as of their next scheduled interest rate repricing date. Additional assumptions made in the preparation of the NPV table include prepayment rates on loans and mortgage-backed securities, core deposits without stated maturity dates were scheduled with an assumed term of 48 months, and money market and non-interest bearing accounts were scheduled with an assumed term of 24 months. The NPV at “PAR” represents the difference between the Company’s estimated value of assets and estimated value of liabilities assuming no change in interest rates. The NPV for a decrease of 100 to 300 basis points has been excluded since it would not be meaningful, in the interest rate environment as of June 30, 2011. The following sets forth the Company’s NPV as of that date.
 
                                         
Change in
  
Net Portfolio
 
  
$ Change from
   
% Change from
   
NPV as a % of Assets
 
Calculation
  
Value
 
  
PAR
   
PAR
   
NPV Ratio
   
Change
 
+300bp
  
$
94,711
  
  
$
(37,270
   
-28.24
   
9.01
   
-255 bps
  
+200bp
  
 
112,165
  
  
 
(19,816
   
-15.01
  
   
10.35
  
   
-121 bps
  
+100bp
  
 
125,078
  
  
 
 (6,903)
     
-5.23
  
   
11.22
  
   
-34 bps
  
PAR
  
 
131,981
  
  
 
—  
  
   
—  
  
   
11.56
  
   
—  
  
 
bp – basis points
 
 
The table above indicates that at June 30, 2011, in the event of a 100 basis point increase in interest rates, we would experience a 5.23% decrease in NPV.
 
Certain shortcomings are inherent in the methodology used in the above interest rate risk measurement. Modeling changes in NPV require making certain assumptions that may or may not reflect the manner in which actual yields and costs respond to changes in market interest rates. In this regard, the NPV table presented assumes that the composition of our interest-sensitive assets and liabilities existing at the beginning of a period remains constant over the period being measured and assumes that a particular change in interest rates is reflected uniformly across the yield curve regardless of the duration or repricing of specific assets and liabilities. Accordingly, although the NPV table provides an indication of our interest rate risk exposure at a particular point in time, such measurements are not intended to and do not provide a precise forecast of the effect of changes in market interest rates on our net interest income, and will differ from actual results.
 

 
32



ITEM 4T.
 
Controls and Procedures
 
Under the supervision and with the participation of the Company’s management, including the Chief Executive Officer and Chief Financial Officer the Company has evaluated the effectiveness of the design and operation of its disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this quarterly report. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that, as of the end of the period covered by this quarterly report, the Company’s disclosure controls and procedures are effective to ensure that information required to be disclosed in the reports that the Company files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms.
 
There has been no change in the Company’s internal control over financial reporting during the most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.
 
 
 
 
 

 
33



PART II. OTHER INFORMATION
 
ITEM 1. LEGAL PROCEEDINGS
 
We are involved, from time to time, as plaintiff or defendant in various legal actions arising in the normal course of business. At June 30, 2011, we were not involved in any material legal proceedings, the outcome of which would have a material adverse affect on our financial condition or results of operations.
 
ITEM 1.A. RISK FACTORS
 
Not applicable
 
 
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
 
Securities sold within the past three years without registering the securities under the Securities Act of 1933
 
On July 14, 2010, the Company announced a fourth stock repurchase plan to repurchase 5% or 479,965 shares of the Company’s common stock. The Company’s stock purchases for the three months ended June 30, 2011 are as follows:
 
                         
Period
 
Shares
 Purchased
   
Average
 Price
   
Total Number of
 Shares Purchased
   
Maximum Number of Shares
 That May Yet be Purchased
 
                         
April 1- April 30, 2011
  $ 26,000     $ 10.31       26,000     $ 387,870  
May 1-May 31, 2011
    20,624     $ 11.08       46,624       367,246  
June 1-June 30, 2011
    78,878     $ 10.99       125,502       288,368  
                                 
Total
    125,502     $ 10.87       125,502       288,368  
 
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
 
Not applicable.
 
ITEM 4. REMOVED AND RESERVED
 
ITEM 5. OTHER INFORMATION
 
None.
 
ITEM 6. EXHIBITS
 
Exhibit 11.0 Computation of Earnings per Share.
 
Exhibit 31.1 and 31.2 Officers’ Certification filed pursuant to section 302 of the Sarbanes-Oxley Act of 2002.
 
Exhibit 32 Officers’ Certification filed pursuant to section 906 of the Sarbanes-Oxley Act of 2002.
 
Exhibit 101.INS   XBRL Instance Document
 
Exhibit 101.SCH  XBRL Taxonomy Extension Schema
 
Exhibit 101.CAL   XBRL Taxonomy Extension Calculation Linkbase
 
Exhibit 101.DEF   XBRL Taxonomy Extension Definition Linkbase
 
Exhibit 101.LAB   XBRL Taxonomy Extension Label Linkbase
 
Exhibit 101.PRE   XBRL Taxonomy Extension Presentation Linkbase
 

 
34




 
 
Signatures
 
Pursuant to the requirements of Section 13 of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, thereto duly authorized.
 
         
   
BCB BANCORP, INC.
     
Date: August 12, 2011
 
By:
 
/s/ Donald Mindiak
       
Donald Mindiak
       
President and Chief Executive Officer
     
Date: August 12, 2011
 
By:
 
/s/ Kenneth D. Walter
       
Kenneth D. Walter
       
Chief Financial Officer
 

 
 
 
35