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Capitol Federal Financial, Inc. - Quarter Report: 2017 June (Form 10-Q)



UNITED STATES SECURITIES
AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________
Form 10-Q
_________________
(Mark One)
þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2017
or
¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Commission file number: 001-34814
Capitol Federal Financial, Inc.
(Exact name of registrant as specified in its charter)
 
 
 
Maryland    
27-2631712
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)
 
 
700 South Kansas Avenue, Topeka, Kansas
66603
(Address of principal executive offices)
(Zip Code)
 
 
 
(785) 235-1341
Registrant's telephone number, including area code

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such requirements for the past 90 days. Yes þ No ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files.) Yes þ No ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer þ
Accelerated filer ¨
Non-accelerated filer ¨ (Do not check if a smaller reporting company)
Smaller Reporting Company ¨
Emerging Growth Company ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No þ

As of August 3, 2017, there were 138,212,835 shares of Capitol Federal Financial, Inc. common stock outstanding.





PART I - FINANCIAL INFORMATION
Page Number
Item 1.
 
 
 
 
 
 
Item 2.
 
 
 
 
 
 
 
 
Item 3.
Item 4.
 
 
 
 
 
 
PART II - OTHER INFORMATION
 
Item 1.
Item 1A.
Item 2.
Item 3.
Item 4.
Item 5.
Item 6.
 
 
 
 
 
 
 
 
 
 
 
 




PART I -- FINANCIAL INFORMATION
Item 1. Financial Statements


CAPITOL FEDERAL FINANCIAL, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
(Dollars in thousands, except per share amounts)
 
(Unaudited)
 
 
 
June 30,
 
September 30,
 
2017
 
2016
ASSETS:
 
 
 
Cash and cash equivalents (includes interest-earning deposits of $115,118 and $267,829)
$
130,249

 
$
281,764

Securities:
 
 
 
Available-for-sale ("AFS"), at estimated fair value (amortized cost of $447,018 and $517,791)
452,894

 
527,301

Held-to-maturity ("HTM"), at amortized cost (estimated fair value of $895,542 and $1,122,867)
891,037

 
1,100,874

Loans receivable, net (allowance for credit losses ("ACL") of $8,486 and $8,540)
7,240,594

 
6,958,024

Federal Home Loan Bank Topeka ("FHLB") stock, at cost
101,039

 
109,970

Premises and equipment, net
83,853

 
83,221

Other assets
203,614

 
206,093

TOTAL ASSETS
$
9,103,280

 
$
9,267,247

 
 
 
 
LIABILITIES:
 
 
 
Deposits
$
5,267,685

 
$
5,164,018

FHLB borrowings
2,173,472

 
2,372,389

Repurchase agreements
200,000

 
200,000

Advance payments by borrowers for taxes and insurance
39,668

 
62,643

Income taxes payable, net
1,092

 
310

Deferred income tax liabilities, net
24,512

 
25,374

Accounts payable and accrued expenses
37,865

 
49,549

Total liabilities
7,744,294

 
7,874,283

 
 
 
 
STOCKHOLDERS' EQUITY:
 
 
 
Preferred stock, $.01 par value; 100,000,000 shares authorized, no shares issued or outstanding

 

Common stock, $.01 par value; 1,400,000,000 shares authorized, 138,206,835 and 137,486,172
 
 
 
shares issued and outstanding as of June 30, 2017 and September 30, 2016, respectively
1,382

 
1,375

Additional paid-in capital
1,166,908

 
1,156,855

Unearned compensation, Employee Stock Ownership Plan ("ESOP")
(38,408
)
 
(39,647
)
Retained earnings
225,449

 
268,466

Accumulated other comprehensive income ("AOCI"), net of tax
3,655

 
5,915

Total stockholders' equity
1,358,986

 
1,392,964

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
$
9,103,280

 
$
9,267,247

 
 
 
 
See accompanying notes to consolidated financial statements.
 
 
 


3


CAPITOL FEDERAL FINANCIAL, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
(Dollars in thousands, except per share amounts)
 
 
 
 
 
 
 
For the Three Months Ended
 
For the Nine Months Ended
 
June 30,
 
June 30,
 
2017
 
2016
 
2017
 
2016
INTEREST AND DIVIDEND INCOME:
 
 
 
 
 
 
 
Loans receivable
$
64,013

 
$
60,840

 
$
189,064

 
$
181,795

Mortgage-backed securities ("MBS")
5,821

 
7,401

 
18,374

 
22,934

Cash and cash equivalents
5,619

 
2,730

 
12,720

 
7,057

FHLB stock
3,114

 
3,050

 
9,153

 
9,208

Investment securities
1,063

 
1,506

 
3,301

 
4,524

Total interest and dividend income
79,630

 
75,527

 
232,612

 
225,518

INTEREST EXPENSE:
 
 
 
 
 
 
 
FHLB borrowings
17,884

 
16,361

 
50,772

 
48,829

Deposits
10,895

 
9,749

 
31,655

 
27,761

Repurchase agreements
1,487

 
1,487

 
4,461

 
4,478

Total interest expense
30,266

 
27,597

 
86,888

 
81,068

NET INTEREST INCOME
49,364

 
47,930

 
145,724

 
144,450

PROVISION FOR CREDIT LOSSES

 

 

 

NET INTEREST INCOME AFTER
 
 
 
 
 
 
 
PROVISION FOR CREDIT LOSSES
49,364

 
47,930

 
145,724

 
144,450

NON-INTEREST INCOME:
 
 
 
 
 
 
 
Retail fees and charges
3,832

 
3,725

 
11,123

 
11,097

Income from bank-owned life insurance ("BOLI")
573

 
648

 
1,669

 
2,810

Other non-interest income
1,055

 
1,056

 
3,509

 
3,714

Total non-interest income
5,460

 
5,429

 
16,301

 
17,621

NON-INTEREST EXPENSE:
 
 
 
 
 
 
 
Salaries and employee benefits
11,210

 
10,829

 
32,388

 
31,604

Information technology and communications
2,922

 
2,716

 
8,524

 
7,883

Occupancy, net
2,659

 
2,606

 
8,098

 
7,894

Regulatory and outside services
1,383

 
1,370

 
3,994

 
4,000

Deposit and loan transaction costs
1,304

 
1,449

 
3,918

 
4,119

Advertising and promotional
1,322

 
1,053

 
3,275

 
3,190

Federal insurance premium
879

 
1,377

 
2,651

 
4,158

Office supplies and related expense
492

 
545

 
1,470

 
2,016

Low income housing partnerships

 
721

 

 
2,815

Other non-interest expense
474

 
661

 
1,861

 
2,664

Total non-interest expense
22,645

 
23,327

 
66,179

 
70,343

INCOME BEFORE INCOME TAX EXPENSE
32,179

 
30,032

 
95,846

 
91,728

INCOME TAX EXPENSE
10,809

 
9,481

 
32,311

 
28,932

NET INCOME
$
21,370

 
$
20,551

 
$
63,535

 
$
62,796

 
 
 
 
 
 
 
 
Basic earnings per share ("EPS")
$
0.16

 
$
0.15

 
$
0.47

 
$
0.47

Diluted EPS
$
0.16

 
$
0.15

 
$
0.47

 
$
0.47

Dividends declared per share
$
0.34

 
$
0.34

 
$
0.80

 
$
0.76


 
 
 
 
 
 
 
Basic weighted average common shares
134,253,690

 
133,101,960

 
134,004,281

 
132,960,917

Diluted weighted average common shares
134,359,770

 
133,250,711

 
134,189,758

 
133,065,828

 
 
 
 
 
 
 
 
See accompanying notes to consolidated financial statements.
 
 
 
 
 
 

4


CAPITOL FEDERAL FINANCIAL, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)
(Dollars in thousands)
 
 
 
 
 
 
 
For the Three Months Ended
 
For the Nine Months Ended
 
June 30,
 
June 30,
 
2017
 
2016
 
2017
 
2016
Net income
$
21,370

 
$
20,551

 
$
63,535

 
$
62,796

Other comprehensive income (loss), net of tax:
 
 
 
 
 
 
 
Changes in unrealized holding gains (losses) on AFS securities,
 
 
 
 
 
 
 
net of taxes of $345, $119, $1,374 and $945
(567
)
 
(194
)
 
(2,260
)
 
(1,554
)
Comprehensive income
$
20,803

 
$
20,357

 
$
61,275

 
$
61,242

 
 
 
 
 
 
 
 
See accompanying notes to consolidated financial statements.
 
 
 
 
 
 
 


5


CAPITOL FEDERAL FINANCIAL, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Unaudited)
(Dollars in thousands, except per share amounts)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Additional
 
Unearned
 
 
 
 
 
Total
 
Common
 
Paid-In
 
Compensation
 
Retained
 
 
 
Stockholders'
 
Stock
 
Capital
 
ESOP
 
Earnings
 
AOCI
 
Equity
Balance at October 1, 2016
$
1,375

 
$
1,156,855

 
$
(39,647
)
 
$
268,466

 
$
5,915

 
$
1,392,964

Net income
 
 
 
 
 
 
63,535

 
 
 
63,535

Other comprehensive income (loss), net of tax
 
 
 
 
 
 
 
(2,260
)
 
(2,260
)
ESOP activity, net
 
 
621

 
1,239

 
 
 
 
 
1,860

Restricted stock activity, net
 
 
51

 
 
 
 
 
 
 
51

Stock-based compensation
 
 
419

 
 
 
 
 
 
 
419

Stock options exercised
7

 
8,962

 
 
 
 
 
 
 
8,969

Cash dividends to stockholders ($0.80 per share)
 
 
 
 
 
(106,552
)
 
 
 
(106,552
)
Balance at June 30, 2017
$
1,382

 
$
1,166,908

 
$
(38,408
)
 
$
225,449

 
$
3,655

 
$
1,358,986

 
 
 
 
 
 
 
 
 
 
 
 
See accompanying notes to consolidated financial statements.
 
 
 
 
 
 
 
 


6


CAPITOL FEDERAL FINANCIAL, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
(Dollars in thousands)
 
 
 
For the Nine Months Ended
 
June 30,
 
2017
 
2016
CASH FLOWS FROM OPERATING ACTIVITIES:
 
 
 
Net income
$
63,535

 
$
62,796

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
FHLB stock dividends
(9,153
)
 
(9,208
)
Amortization and accretion of premiums and discounts on securities
3,487

 
3,988

Depreciation and amortization of premises and equipment
5,784

 
5,288

Amortization of deferred amounts related to FHLB advances, net
1,083

 
1,505

Common stock committed to be released for allocation - ESOP
1,860

 
1,590

Stock-based compensation
419

 
960

Changes in:
 
 
 
Other assets, net
34

 
488

Income taxes payable/receivable
1,672

 
1,467

Accounts payable and accrued expenses
(11,612
)
 
(6,815
)
Net cash provided by operating activities
57,109

 
62,059

 
 
 
 
CASH FLOWS FROM INVESTING ACTIVITIES:
 
 
 
Purchase of AFS securities
(37,425
)
 
(99,927
)
Purchase of HTM securities

 
(144,392
)
Proceeds from calls, maturities and principal reductions of AFS securities
108,170

 
189,199

Proceeds from calls, maturities and principal reductions of HTM securities
206,378

 
222,700

Proceeds from the redemption of FHLB stock
292,400

 
283,500

Purchase of FHLB stock
(274,316
)
 
(238,174
)
Net increase in loans receivable
(284,728
)
 
(217,498
)
Purchase of premises and equipment
(6,509
)
 
(11,300
)
Proceeds from sale of other real estate owned ("OREO")
4,297

 
3,799

Proceeds from BOLI death benefit

 
783

Net cash provided by (used in) investing activities
8,267

 
(11,310
)
 
 
 
 
 
 
 
(Continued)


7


CAPITOL FEDERAL FINANCIAL, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
(Dollars in thousands)
 
 
 
For the Nine Months Ended
 
June 30,
 
2017
 
2016
CASH FLOWS FROM FINANCING ACTIVITIES:
 
 
 
Cash dividends paid
(106,552
)
 
(100,441
)
Net change in deposits
103,667

 
252,609

Proceeds from borrowings
2,100,100

 
5,900,100

Repayments on borrowings
(2,500,100
)
 
(6,700,100
)
Net change in short-term borrowings
200,000

 

Change in advance payments by borrowers for taxes and insurance
(22,975
)
 
(23,916
)
Stock options exercised
8,642

 
1,198

Excess tax benefits from stock options
327

 

Net cash used in financing activities
(216,891
)
 
(670,550
)
 
 
 
 
NET DECREASE IN CASH AND CASH EQUIVALENTS
(151,515
)
 
(619,801
)
 
 
 
 
CASH AND CASH EQUIVALENTS:
 
 
 
Beginning of period
281,764

 
772,632

End of period
$
130,249

 
$
152,831

 
 
 
 
See accompanying notes to consolidated financial statements.
 
 
(Concluded)


8


Notes to Consolidated Financial Statements (Unaudited)

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation - The consolidated financial statements include the accounts of Capitol Federal® Financial, Inc. (the "Company") and its wholly-owned subsidiary, Capitol Federal Savings Bank (the "Bank"). The Bank has a wholly-owned subsidiary, Capitol Funds, Inc. Capitol Funds, Inc. has a wholly-owned subsidiary, Capitol Federal Mortgage Reinsurance Company. All intercompany accounts and transactions have been eliminated in consolidation. The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. These statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the fiscal year ended September 30, 2016, filed with the Securities and Exchange Commission ("SEC"). Interim results are not necessarily indicative of results for a full year.

Net Presentation of Cash Flows Related to Borrowings - During the current fiscal year, the Bank entered into certain FHLB advances with contractual maturities of 90 days or less. Cash flows related to these advances are reported on a net basis in the "Net change in short-term borrowings" line within the consolidated statements of cash flows.

Low Income Housing Partnerships - As part of the Bank's community reinvestment initiatives, the Bank invests in affordable housing limited partnerships ("low income housing partnerships") that make equity investments in affordable housing properties.  The Bank is a limited partner in each partnership in which it invests.  A separate, unrelated third party is the general partner.  The Bank receives affordable housing tax credits and other tax benefits for these investments. Prior to October 1, 2016, the Bank accounted for its low income housing partnership investments using the equity method of accounting, as two of the Bank's officers were involved in the operational management of the low income housing partnership investment group. On October 1, 2016, due to both officers' resignation from operational management, the Bank began using the proportional method of accounting for its low income housing partnership investments.

Recent Accounting Pronouncements - In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-09, Revenue from Contracts with Customers. The ASU, as amended, clarifies principles for recognizing revenue and provides a common revenue standard for GAAP and International Financial Reporting Standards. Additionally, the ASU provides implementation guidance on several topics and requires entities to disclose both quantitative and qualitative information regarding contracts with customers. ASU 2014-09 will become effective for the Company on October 1, 2018. The scope of the amended ASU explicitly excludes interest income from loans and securities; therefore, the Company anticipates that the majority of its revenue will not be within the scope of the amended ASU. The Company is continuing to evaluate the amended ASU and its impact on the Company's consolidated financial condition, results of operations, and disclosures.

In January 2016, the FASB issued ASU 2016-01, Financial Instruments, Recognition and Measurement of Financial Assets and Liabilities. The ASU supersedes certain accounting guidance related to equity securities with readily determinable fair values and the related impairment assessment. An entity's equity investments that are accounted for under the equity method of accounting or result in consolidation of an investee are not included within the scope of this ASU. The ASU requires public business entities to utilize the exit price notation in determining fair value for financial instruments measured at amortized cost on the balance sheet. The ASU requires additional reporting in other comprehensive income for financial liabilities measured at fair value in accordance with the fair value option. The ASU also requires separate presentation of financial assets and financial liabilities by measurement category and form of financial asset on the balances or in the notes to the financial statements. ASU 2016-01 will become effective for the Company on October 1, 2018. Early adoption is not permitted except in certain circumstances. The Company is currently evaluating the impact that this ASU may have on the Company's consolidated financial condition, results of operations and disclosures.

In February 2016, the FASB issued ASU 2016-02, Leases. The ASU amends lease accounting guidance by requiring that lessees recognize the assets and liabilities arising from leases on the balance sheet. Additionally, the ASU requires entities to disclose both quantitative and qualitative information regarding their leasing activities. ASU 2016-02 will become effective for the Company on October 1, 2019. Early adoption is permitted. The Company is currently in the process of accumulating lease data and developing an inventory of leases. The Company expects to recognize right-of-use assets and lease liabilities for substantially all of its operating lease commitments based on the present value of unpaid lease payments as of the date of adoption. The Company is continuing to evaluate the impact this ASU may have on the Company's consolidated financial condition, results of operations and disclosures.

In March 2016, the FASB issued ASU 2016-09, Compensation - Stock Compensation: Improvements to Employee Share-Based Payment Accounting. The ASU simplifies several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, along with simplifying the classification in

9


the statement of cash flows. The ASU will become effective for the Company on October 1, 2017. Upon adoption, the Company intends to elect to account for forfeitures of stock-based compensation awards when they occur. The Company plans to recognize excess tax benefits and tax deficiencies in income tax expense on the consolidated statements of income and present them within operating activities on the consolidated statements of cash flows. While this ASU is not expected to have a material impact on the Company's consolidated financial condition or results of operations at the time of adoption, the impact of tax benefits and the timing of their recognition within income tax expense is unpredictable, as these benefits are recognized primarily as a result of stock options being exercised.

In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments. The ASU replaces the incurred loss impairment methodology in current GAAP, which requires credit losses to be recognized when it is probable that a loss has incurred, with a new impairment methodology. The new impairment methodology requires an entity to measure, at each reporting date, the expected credit losses of financial assets not measured at fair value, such as loans, HTM debt securities, and loan commitments, over their contractual lives. Under the new impairment methodology, expected credit losses will be measured at each reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. Additionally, the ASU amends the current credit loss measurements for AFS debt securities. Credit losses related to AFS debt securities will be recorded through the ACL rather than as a direct write-down as per current GAAP. The ASU also requires enhanced disclosures related to credit quality and significant estimates and judgments used by management when estimating credit losses. The ASU will become effective for the Company on October 1, 2020. Early adoption is permitted for fiscal years beginning after December 15, 2018. The Company is currently evaluating the ASU and is in the process of reviewing its systems and processes to support the data required to implement the ASU.

In March 2017, the FASB issued ASU 2017-08, Premium Amortization on Purchased Callable Debt Securities. The amendments in this ASU shorten the amortization period for certain callable debt securities held at a premium. Specifically, the amendments require the premium to be amortized to the earliest call date. Under current GAAP, premiums on callable debt securities generally are amortized to the maturity date. The Company adopted this ASU during the current quarter. The ASU did not have a material impact on the Company's consolidated financial condition or results of operations.


10


2. EARNINGS PER SHARE
Shares acquired by the ESOP are not considered in the basic average shares outstanding until the shares are committed for allocation or vested to an employee's individual account. Unvested shares awarded pursuant to the Company's restricted stock benefit plans are treated as participating securities in the computation of EPS pursuant to the two-class method as they contain nonforfeitable rights to dividends. The two-class method is an earnings allocation that determines EPS for each class of common stock and participating security.
 
For the Three Months Ended
 
For the Nine Months Ended
 
June 30,
 
June 30,
 
2017
 
2016
 
2017
 
2016
 
(Dollars in thousands, except per share amounts)
Net income
$
21,370

 
$
20,551

 
$
63,535

 
$
62,796

Income allocated to participating securities
(11
)
 
(11
)
 
(36
)
 
(54
)
Net income available to common stockholders
$
21,359

 
$
20,540

 
$
63,499

 
$
62,742

 
 
 
 
 
 
 
 
Average common shares outstanding
134,170,638

 
133,018,908

 
133,962,680

 
132,919,316

Average committed ESOP shares outstanding
83,052

 
83,052

 
41,601

 
41,601

Total basic average common shares outstanding
134,253,690

 
133,101,960

 
134,004,281

 
132,960,917

 
 
 
 
 
 
 
 
Effect of dilutive stock options
106,080

 
148,751

 
185,477

 
104,911

 
 
 
 
 
 
 
 
Total diluted average common shares outstanding
134,359,770

 
133,250,711

 
134,189,758

 
133,065,828

 
 
 
 
 
 
 
 
Net EPS:
 
 
 
 
 
 
 
Basic
$
0.16

 
$
0.15

 
$
0.47

 
$
0.47

Diluted
$
0.16

 
$
0.15

 
$
0.47

 
$
0.47

 
 
 
 
 
 
 
 
Antidilutive stock options, excluded from the diluted average
 
 
 
 
 
 
common shares outstanding calculation
492,360

 
875,390

 
202,718

 
906,634



11


3. SECURITIES
The following tables reflect the amortized cost, estimated fair value, and gross unrealized gains and losses of AFS and HTM securities at the dates presented. The majority of the MBS and investment securities portfolios are composed of securities issued by United States government-sponsored enterprises ("GSEs").
 
June 30, 2017
 
 
 
Gross
 
Gross
 
Estimated
 
Amortized
 
Unrealized
 
Unrealized
 
Fair
 
Cost
 
Gains
 
Losses
 
Value
 
(Dollars in thousands)
AFS:
 
 
 
 
 
 
 
GSE debentures
$
296,283

 
$
25

 
$
645

 
$
295,663

MBS
147,129

 
6,719

 
52

 
153,796

Trust preferred securities
2,074

 

 
173

 
1,901

Municipal bonds
1,532

 
3

 
1

 
1,534

 
$
447,018

 
$
6,747

 
$
871

 
$
452,894

HTM:
 
 
 
 
 
 
 
MBS
$
863,349

 
$
10,841

 
$
6,436

 
$
867,754

Municipal bonds
27,688

 
126

 
26

 
27,788

 
$
891,037

 
$
10,967

 
$
6,462

 
$
895,542


 
September 30, 2016
 
 
 
Gross
 
Gross
 
Estimated
 
Amortized
 
Unrealized
 
Unrealized
 
Fair
 
Cost
 
Gains
 
Losses
 
Value
 
(Dollars in thousands)
AFS:
 
 
 
 
 
 
 
GSE debentures
$
346,226

 
$
815

 
$
3

 
$
347,038

MBS
169,442

 
9,069

 
4

 
178,507

Trust preferred securities
2,123

 

 
367

 
1,756

 
$
517,791

 
$
9,884

 
$
374

 
$
527,301

HTM:
 
 
 
 
 
 
 
MBS
$
1,067,571

 
$
22,862

 
$
1,219

 
$
1,089,214

Municipal bonds
33,303

 
357

 
7

 
33,653

 
$
1,100,874

 
$
23,219

 
$
1,226

 
$
1,122,867




12


The following tables summarize the estimated fair value and gross unrealized losses of those securities on which an unrealized loss at the dates presented was reported and the continuous unrealized loss position for less than 12 months and equal to or greater than 12 months as of the dates presented.
 
June 30, 2017
 
Less Than 12 Months
 
Equal to or Greater Than 12 Months
 
Estimated
 
Unrealized
 
Estimated
 
Unrealized
 
Fair Value
 
Losses
 
Fair Value
 
Losses
 
(Dollars in thousands)
AFS:
 
 
 
 
 
 
 
GSE debentures
$
249,388

 
$
578

 
$
24,933

 
$
67

MBS
10,298

 
48

 
612

 
4

Trust preferred securities

 

 
1,901

 
173

Municipal bonds
765

 
1

 

 

 
$
260,451

 
$
627

 
$
27,446

 
$
244

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
HTM:
 
 
 
 
 
 
 
MBS
$
356,066

 
$
3,686

 
$
126,724

 
$
2,750

Municipal bonds
8,552

 
24

 
446

 
2

 
$
364,618

 
$
3,710

 
$
127,170

 
$
2,752


 
September 30, 2016
 
Less Than 12 Months
 
Equal to or Greater Than 12 Months
 
Estimated
 
Unrealized
 
Estimated
 
Unrealized
 
Fair Value
 
Losses
 
Fair Value
 
Losses
 
(Dollars in thousands)
AFS:
 
 
 
 
 
 
 
GSE debentures
$
24,997

 
$
3

 
$

 
$

MBS

 

 
654

 
4

Trust preferred securities

 

 
1,756

 
367

 
$
24,997

 
$
3

 
$
2,410

 
$
371

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
HTM:
 
 
 
 
 
 
 
MBS
$
147,930

 
$
538

 
$
66,646

 
$
681

Municipal bonds
4,771

 
6

 
391

 
1

 
$
152,701

 
$
544

 
$
67,037

 
$
682


The unrealized losses at June 30, 2017 and September 30, 2016 were primarily a result of an increase in market yields from the time the securities were purchased. In general, as market yields rise, the fair value of securities will decrease; as market yields fall, the fair value of securities will increase. Management generally views changes in fair value caused by changes in interest rates as temporary; therefore, these securities have not been classified as other-than-temporarily impaired. The impairment is also considered temporary because scheduled coupon payments have been made, it is anticipated that the entire principal balance will be collected as scheduled, and management neither intends to sell the securities, nor is it more likely than not that the Company will be required to sell the securities before the recovery of the remaining amortized cost amount, which could be at maturity. As a result of the analysis, management has concluded that no other-than-temporary impairments existed at June 30, 2017 or September 30, 2016.

13


The amortized cost and estimated fair value of debt securities as of June 30, 2017, by contractual maturity, are shown below.  Actual principal repayments may differ from contractual maturities due to prepayment or early call privileges by the issuer. In the case of MBS, borrowers on the underlying loans generally have the right to prepay their loans without prepayment penalty. For this reason, MBS are not included in the maturity categories.
 
AFS
 
HTM
 
Amortized
 
Estimated
 
Amortized
 
Estimated
 
Cost
 
Fair Value
 
Cost
 
Fair Value
 
(Dollars in thousands)
One year or less
$
146,327

 
$
146,182

 
$
5,181

 
$
5,206

One year through five years
151,488

 
151,015

 
21,767

 
21,824

Five years through ten years

 

 
740

 
758

Ten years and thereafter
2,074

 
1,901

 

 

 
299,889

 
299,098

 
27,688

 
27,788

MBS
147,129

 
153,796

 
863,349

 
867,754

 
$
447,018

 
$
452,894

 
$
891,037

 
$
895,542



The following table presents the taxable and non-taxable components of interest income on investment securities for the periods presented.
 
For the Three Months Ended
 
For the Nine Months Ended
 
June 30,
 
June 30,
 
2017
 
2016
 
2017
 
2016
 
(Dollars in thousands)
Taxable
$
941

 
$
1,342

 
$
2,905

 
$
4,010

Non-taxable
122

 
164

 
396

 
514

 
$
1,063

 
$
1,506

 
$
3,301

 
$
4,524



The following table summarizes the carrying value of securities pledged as collateral for the obligations indicated below as of the dates presented.
 
June 30, 2017
 
September 30, 2016
 
(Dollars in thousands)
Public unit deposits
$
438,051

 
$
419,282

Repurchase agreements
214,716

 
217,374

Federal Reserve Bank of Kansas City ("FRB of Kansas City")
12,640

 
15,938

 
$
665,407

 
$
652,594


14


4. LOANS RECEIVABLE AND ALLOWANCE FOR CREDIT LOSSES
Loans receivable, net at the dates presented is summarized as follows:
 
June 30, 2017
 
September 30, 2016
 
(Dollars in thousands)
Real estate loans:
 
 
 
One- to four-family:
 
 
 
Originated
$
4,005,081

 
$
4,005,615

Correspondent purchased
2,442,557

 
2,206,072

Bulk purchased
367,353

 
416,653

Construction
33,854

 
39,430

Total
6,848,845

 
6,667,770

Commercial:
 
 
 
Permanent
148,485

 
110,768

Construction
107,079

 
43,375

Total
255,564

 
154,143

Total real estate loans
7,104,409

 
6,821,913

 
 
 
 
Consumer loans:
 
 
 
Home equity
119,822

 
123,345

Other
4,194

 
4,264

Total consumer loans
124,016

 
127,609

 
 
 
 
Total loans receivable
7,228,425

 
6,949,522

 
 
 
 
Less:
 
 
 
ACL
8,486

 
8,540

Discounts/unearned loan fees
25,221

 
24,933

Premiums/deferred costs
(45,876
)
 
(41,975
)
 
$
7,240,594

 
$
6,958,024


Lending Practices and Underwriting Standards - Originating and purchasing one- to four-family loans is the Bank's primary lending business, resulting in a loan concentration in residential first mortgage loans. The Bank purchases one- to four-family loans, on a loan-by-loan basis, from a select group of correspondent lenders. The Bank also originates consumer loans primarily secured by one- to four-family residential properties and originates and participates in commercial real estate loans. As a result of our one- to four-family lending activities, the Bank has a concentration of loans secured by real property located in Kansas and Missouri.

One- to four-family loans - Full documentation to support an applicant's credit and income, and sufficient funds to cover all applicable fees and reserves at closing, are required on all loans. Generally, loans are underwritten according to the "ability to repay" and "qualified mortgage" standards, as issued by the Consumer Financial Protection Bureau ("CFPB"). Properties securing one- to four-family loans are appraised by either staff appraisers or fee appraisers, both of which are independent of the loan origination function and approved by our Board of Directors.

The underwriting standards for loans purchased from correspondent and nationwide lenders are generally similar to the Bank's internal underwriting standards. The underwriting of loans purchased from correspondent lenders on a loan-by-loan basis is performed by the Bank's underwriters.

The Bank also originates construction-to-permanent loans secured by one- to four-family residential real estate. Construction loans are obtained by homeowners who will occupy the property when construction is complete. Construction loans to builders for speculative purposes are not permitted by the Bank's lending policies. Construction draw requests and the supporting documentation are reviewed and approved by designated personnel. The Bank also performs regular documented inspections of the construction project to ensure the funds are being used for the intended purpose and the project is being completed according to the plans and specifications provided.

15



Commercial real estate loans - The Bank's commercial real estate loans are originated by the Bank or are in participation with a lead bank. When underwriting a commercial real estate loan, several factors are considered, such as the income producing potential of the property, cash equity provided by the borrower, the financial strength of the borrower, managerial expertise of the borrower or tenant, feasibility studies, lending experience with the borrower and the marketability of the property. For commercial real estate participation loans, the Bank performs the same underwriting procedures as if the loan was being originated by the Bank.
At the time of origination, loan-to-value ("LTV") ratios on commercial real estate loans generally do not exceed 80% of the appraised value of the property securing the loans and the minimum debt service coverage ratio is generally 1.25. Appraisals on properties securing these loans are performed by independent state certified fee appraisers.

Consumer loans - The Bank offers a variety of secured consumer loans, including home equity loans and lines of credit, home improvement loans, auto loans, and loans secured by savings deposits. The Bank also originates a very limited amount of unsecured loans. The Bank does not originate any consumer loans on an indirect basis, such as contracts purchased from retailers of goods or services which have extended credit to their customers. The majority of the consumer loan portfolio is comprised of home equity lines of credit for which the Bank also has the first mortgage or the home equity line of credit is in the first lien position.

The underwriting standards for consumer loans include a determination of an applicant's payment history on other debts and an assessment of an applicant's ability to meet existing obligations and payments on the proposed loan. Although creditworthiness of an applicant is a primary consideration, the underwriting process also includes a comparison of the value of the security in relation to the proposed loan amount.

Credit Quality Indicators - Based on the Bank's lending emphasis and underwriting standards, management has segmented the loan portfolio into three segments: (1) one- to four-family; (2) consumer; and (3) commercial real estate. The one- to four-family and consumer loan portfolios are further segmented into classes for purposes of providing disaggregated information about the credit quality of the loan portfolio. The classes are: one- to four-family - originated, one- to four-family - correspondent purchased, one- to four-family - bulk purchased, consumer - home equity, and consumer - other. The one- to four-family - correspondent purchased class was segregated from the one- to four-family originated class in the current fiscal year due to the size of the portfolio along with the loan product composition, geographic locations and inherent credit risks within the portfolio. The prior period information presented within this note has been conformed to the new loan class presentation.

The Bank's primary credit quality indicators for the one- to four-family and consumer - home equity loan portfolios are delinquency status, asset classifications, LTV ratios, and borrower credit scores. The Bank's primary credit quality indicators for the commercial real estate and consumer - other loan portfolios are delinquency status and asset classifications.


16


The following tables present the recorded investment, by class, in loans 30 to 89 days delinquent, loans 90 or more days delinquent or in foreclosure, total delinquent loans, current loans, and total recorded investment at the dates presented. The recorded investment in loans is defined as the unpaid principal balance of a loan, less charge-offs and inclusive of unearned loan fees and deferred costs. At June 30, 2017 and September 30, 2016, all loans 90 or more days delinquent were on nonaccrual status.
 
June 30, 2017
 
 
 
90 or More Days
 
Total
 
 
 
Total
 
30 to 89 Days
 
Delinquent or
 
Delinquent
 
Current
 
Recorded
 
Delinquent
 
in Foreclosure
 
Loans
 
Loans
 
Investment
 
(Dollars in thousands)
One- to four-family - originated
$
10,421

 
$
4,253

 
$
14,674

 
$
4,009,442

 
$
4,024,116

One- to four-family - correspondent
1,296

 

 
1,296

 
2,475,966

 
2,477,262

One- to four-family - bulk purchased
2,524

 
4,854

 
7,378

 
361,802

 
369,180

Commercial real estate

 

 

 
254,506

 
254,506

Consumer - home equity
412

 
484

 
896

 
118,926

 
119,822

Consumer - other
14

 
10

 
24

 
4,170

 
4,194

 
$
14,667

 
$
9,601

 
$
24,268

 
$
7,224,812

 
$
7,249,080

 
September 30, 2016
 
 
 
90 or More Days
 
Total
 
 
 
Total
 
30 to 89 Days
 
Delinquent or
 
Delinquent
 
Current
 
Recorded
 
Delinquent
 
in Foreclosure
 
Loans
 
Loans
 
Investment
 
(Dollars in thousands)
One- to four-family - originated
$
13,545

 
$
8,153

 
$
21,698

 
$
4,007,012

 
$
4,028,710

One- to four-family - correspondent
3,389

 
992

 
4,381

 
2,233,941

 
2,238,322

One- to four-family - bulk purchased
5,082

 
7,380

 
12,462

 
406,379

 
418,841

Commercial real estate

 

 

 
153,082

 
153,082

Consumer - home equity
635

 
520

 
1,155

 
122,190

 
123,345

Consumer - other
62

 
9

 
71

 
4,193

 
4,264

 
$
22,713

 
$
17,054

 
$
39,767

 
$
6,926,797

 
$
6,966,564


The recorded investment of mortgage loans secured by residential real estate properties for which formal foreclosure proceedings were in process as of June 30, 2017 and September 30, 2016 was $5.0 million and $5.7 million, respectively, which is included in loans 90 or more days delinquent or in foreclosure in the table above.   The carrying value of residential OREO held as a result of obtaining physical possession upon completion of a foreclosure or through completion of a deed in lieu of foreclosure was $2.0 million at June 30, 2017 and $2.5 million at September 30, 2016.

The following table presents the recorded investment, by class, in loans classified as nonaccrual at the dates presented.
 
June 30, 2017
 
September 30, 2016
 
(Dollars in thousands)
One- to four-family - originated
$
13,721

 
$
17,086

One- to four-family - correspondent
1,608

 
3,788

One- to four-family - bulk purchased
5,896

 
7,411

Commercial real estate

 

Consumer - home equity
734

 
848

Consumer - other
10

 
10

 
$
21,969

 
$
29,143



17


In accordance with the Bank's asset classification policy, management regularly reviews the problem loans in the Bank's portfolio to determine whether any loans require classification. Loan classifications are defined as follows:

Special mention - These loans are performing loans on which known information about the collateral pledged or the possible credit problems of the borrower(s) have caused management to have doubts as to the ability of the borrower(s) to comply with present loan repayment terms and which may result in the future inclusion of such loans in the non-performing loan categories.
Substandard - A loan is considered substandard if it is inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if any. Substandard loans include those characterized by the distinct possibility the Bank will sustain some loss if the deficiencies are not corrected.
Doubtful - Loans classified as doubtful have all the weaknesses inherent in those classified as substandard, with the added characteristic that the weaknesses present make collection or liquidation in full on the basis of currently existing facts and conditions and values highly questionable and improbable.
Loss - Loans classified as loss are considered uncollectible and of such little value that their continuance as assets on the books is not warranted.

The following table sets forth the recorded investment in loans classified as special mention or substandard, by class, at the dates presented. Special mention and substandard loans are included in the ACL formula analysis model if the loans are not individually evaluated for loss. Loans classified as doubtful or loss are individually evaluated for loss. At the dates presented, there were no loans classified as doubtful, and all loans classified as loss were fully charged-off.
 
June 30, 2017
 
September 30, 2016
 
Special Mention
 
Substandard
 
Special Mention
 
Substandard
 
(Dollars in thousands)
One- to four-family - originated
$
8,087

 
$
29,641

 
$
10,242

 
$
27,818

One- to four-family - correspondent
963

 
4,423

 
2,496

 
5,168

One- to four-family - bulk purchased
811

 
8,804

 
1,156

 
11,480

Commercial real estate

 

 

 

Consumer - home equity
39

 
1,293

 
54

 
1,431

Consumer - other

 
18

 
8

 
16

 
$
9,900

 
$
44,179

 
$
13,956

 
$
45,913


The following table shows the weighted average credit score and weighted average LTV for one- to four-family loans and consumer home equity loans at the dates presented. Borrower credit scores are intended to provide an indication as to the likelihood that a borrower will repay their debts. Credit scores are updated at least semiannually, with the last update in March 2017, from a nationally recognized consumer rating agency. The LTV ratios provide an estimate of the extent to which the Bank may incur a loss on any given loan that may go into foreclosure. The consumer - home equity LTV does not take into account the first lien position, if applicable.  The LTV ratios were based on the current loan balance and either the lesser of the purchase price or original appraisal, or the most recent Bank appraisal, if available. In most cases, the most recent appraisal was obtained at the time of origination.
 
June 30, 2017
 
September 30, 2016
 
Credit Score
 
LTV
 
Credit Score
 
LTV
One- to four-family - originated
767
 
63
%
 
766
 
63
%
One- to four-family - correspondent
764
 
68

 
764
 
68

One- to four-family - bulk purchased
755
 
63

 
753
 
64

Consumer - home equity
755
 
20

 
755
 
20

 
765
 
64

 
764
 
64






18


Troubled Debt Restructurings ("TDRs") - The following tables present the recorded investment prior to restructuring and immediately after restructuring in all loans restructured during the periods presented. These tables do not reflect the recorded investment at the end of the periods indicated. Any increase in the recorded investment at the time of the restructuring was generally due to the capitalization of delinquent interest and/or escrow balances.
 
For the Three Months Ended
 
For the Nine Months Ended
 
June 30, 2017
 
June 30, 2017
 
Number
 
Pre-
 
Post-
 
Number
 
Pre-
 
Post-
 
of
 
Restructured
 
Restructured
 
of
 
Restructured
 
Restructured
 
Contracts
 
Outstanding
 
Outstanding
 
Contracts
 
Outstanding
 
Outstanding
 
(Dollars in thousands)
One- to four-family - originated
28

 
$
2,447

 
$
2,518

 
109

 
$
11,735

 
$
12,195

One- to four-family - correspondent
7

 
1,435

 
1,443

 
10

 
1,695

 
1,704

One- to four-family - purchased
1

 
344

 
348

 
3

 
1,031

 
1,048

Commercial real estate

 

 

 

 

 

Consumer - home equity
3

 
51

 
53

 
17

 
368

 
380

Consumer - other

 

 

 

 

 

 
39

 
$
4,277

 
$
4,362

 
139

 
$
14,829

 
$
15,327

 
For the Three Months Ended
 
For the Nine Months Ended
 
June 30, 2016
 
June 30, 2016
 
Number
 
Pre-
 
Post-
 
Number
 
Pre-
 
Post-
 
of
 
Restructured
 
Restructured
 
of
 
Restructured
 
Restructured
 
Contracts
 
Outstanding
 
Outstanding
 
Contracts
 
Outstanding
 
Outstanding
 
(Dollars in thousands)
One- to four-family - originated
26

 
$
4,051

 
$
4,154

 
84

 
$
10,590

 
$
10,861

One- to four-family - correspondent
2

 
437

 
449

 
6
 
1,263

 
1,282

One- to four-family - bulk purchased

 

 

 
1

 
123

 
122

Commercial real estate

 

 

 

 

 

Consumer - home equity
8

 
202

 
206

 
13

 
266

 
270

Consumer - other

 

 

 
1

 
8

 
8

 
36

 
$
4,690

 
$
4,809

 
105

 
$
12,250

 
$
12,543


The following table provides information on TDRs that became delinquent during the periods presented within 12 months after being restructured.
 
For the Three Months Ended
 
For the Nine Months Ended
 
June 30, 2017
 
June 30, 2016
 
June 30, 2017
 
June 30, 2016
 
Number of
 
Recorded
 
Number of
 
Recorded
 
Number of
 
Recorded
 
Number of
 
Recorded
 
Contracts
 
Investment
 
Contracts
 
Investment
 
Contracts
 
Investment
 
Contracts
 
Investment
 
(Dollars in thousands)
One- to four-family - originated
14

 
$
1,439

 
11

 
$
1,244

 
36

 
$
3,486

 
38

 
$
3,846

One- to four-family - correspondent
1

 
119

 
1

 
337

 
1

 
119

 
1

 
337

One- to four-family - bulk purchased
1

 
354

 

 

 
1

 
354

 

 

Commercial real estate

 

 

 

 

 

 

 

Consumer - home equity
6

 
93

 

 

 
15

 
432

 
4

 
91

Consumer - other

 

 

 

 

 

 

 

 
22

 
$
2,005

 
12

 
$
1,581

 
53

 
$
4,391

 
43

 
$
4,274


19


Impaired loans - The following information pertains to impaired loans, by class, as of the dates presented. A loan is considered impaired when, based on current information and events, it is probable that the Bank will be unable to collect all amounts due, including principal and interest, according to the contractual terms of the loan agreement.
 
June 30, 2017
 
September 30, 2016
 
 
 
Unpaid
 
 
 
 
 
Unpaid
 
 
 
Recorded
 
Principal
 
Related
 
Recorded
 
Principal
 
Related
 
Investment
 
Balance
 
ACL
 
Investment
 
Balance
 
ACL
 
(Dollars in thousands)
With no related allowance recorded
 
 
 
 
 
 
 
 
 
 
 
One- to four-family - originated
$
25,521

 
$
26,182

 
$

 
$
22,982

 
$
23,640

 
$

One- to four-family - correspondent
2,874

 
2,850

 

 
2,963

 
2,950

 

One- to four-family - bulk purchased
8,854

 
10,330

 

 
10,985

 
12,684

 

Commercial real estate

 

 

 

 

 

Consumer - home equity
1,010

 
1,221

 

 
1,014

 
1,230

 

Consumer - other
4

 
23

 

 
10

 
42

 

 
38,263

 
40,606

 

 
37,954

 
40,546

 

With an allowance recorded
 
 
 
 
 
 
 
 
 
 
 
One- to four-family - originated
11,520

 
11,556

 
63

 
13,430

 
13,476

 
125

One- to four-family - correspondent
2,098

 
2,097

 
3

 
2,662

 
2,664

 
4

One- to four-family - bulk purchased
685

 
678

 
6

 
1,650

 
1,627

 
49

Commercial real estate

 

 

 

 

 

Consumer - home equity
451

 
451

 
27

 
548

 
548

 
38

Consumer - other
14

 
14

 

 
6

 
6

 
1

 
14,768

 
14,796

 
99

 
18,296

 
18,321

 
217

Total
 
 
 
 
 
 
 
 
 
 
 
One- to four-family - originated
37,041

 
37,738

 
63

 
36,412

 
37,116

 
125

One- to four-family - correspondent
4,972

 
4,947

 
3

 
5,625

 
5,614

 
4

One- to four-family - bulk purchased
9,539

 
11,008

 
6

 
12,635

 
14,311

 
49

Commercial real estate

 

 

 

 

 

Consumer - home equity
1,461

 
1,672

 
27

 
1,562

 
1,778

 
38

Consumer - other
18

 
37

 

 
16

 
48

 
1

 
$
53,031

 
$
55,402

 
$
99

 
$
56,250

 
$
58,867

 
$
217



20


The following information pertains to impaired loans, by class, for the periods presented.
 
For the Three Months Ended
 
For the Nine Months Ended
 
June 30, 2017
 
June 30, 2016
 
June 30, 2017
 
June 30, 2016
 
Average
 
Interest
 
Average
 
Interest
 
Average
 
Interest
 
Average
 
Interest
 
Recorded
 
Income
 
Recorded
 
Income
 
Recorded
 
Income
 
Recorded
 
Income
 
Investment
 
Recognized
 
Investment
 
Recognized
 
Investment
 
Recognized
 
Investment
 
Recognized
 
(Dollars in thousands)
With no related allowance recorded
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
One- to four-family - originated
$
24,342

 
$
230

 
$
11,506

 
$
110

 
$
23,478

 
$
653

 
$
11,146

 
$
340

One- to four-family - correspondent
3,497

 
32

 
366

 
4

 
3,463

 
91

 
232

 
9

One- to four-family - bulk purchased
9,950

 
49

 
10,958

 
47

 
10,490

 
144

 
11,115

 
147

Commercial real estate

 

 

 

 

 

 

 

Consumer - home equity
1,095

 
12

 
622

 
32

 
1,043

 
75

 
598

 
55

Consumer - other
4

 

 
22

 
1

 
8

 

 
15

 
1

 
38,888

 
323

 
23,474

 
194

 
38,482

 
963

 
23,106

 
552

With an allowance recorded
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
One- to four-family - originated
12,787

 
117

 
23,677

 
232

 
12,878

 
367

 
25,366

 
740

One- to four-family - correspondent
2,405

 
20

 
3,263

 
29

 
2,150

 
52

 
2,227

 
58

One- to four-family - bulk purchased
1,136

 
7

 
1,805

 
7

 
1,358

 
17

 
2,348

 
21

Commercial real estate

 

 

 

 

 

 

 

Consumer - home equity
444

 
4

 
823

 
20

 
525

 
33

 
920

 
46

Consumer - other
12

 

 
14

 

 
12

 

 
15

 

 
16,784

 
148

 
29,582

 
288

 
16,923

 
469

 
30,876

 
865

Total
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
One- to four-family - originated
37,129

 
347

 
35,183

 
342

 
36,356

 
1,020

 
36,512

 
1,080

One- to four-family - correspondent
5,902

 
52

 
3,629

 
33

 
5,613

 
143

 
2,459

 
67

One- to four-family - bulk purchased
11,086

 
56

 
12,763

 
54

 
11,848

 
161

 
13,463

 
168

Commercial real estate

 

 

 

 

 

 

 

Consumer - home equity
1,539

 
16

 
1,445

 
52

 
1,568

 
108

 
1,518

 
101

Consumer - other
16

 

 
36

 
1

 
20

 

 
30

 
1

 
$
55,672

 
$
471

 
$
53,056

 
$
482

 
$
55,405

 
$
1,432

 
$
53,982

 
$
1,417



21


Allowance for Credit Losses - The following is a summary of ACL activity, by loan portfolio segment, for the periods presented, and the ending balance of ACL based on the Company's impairment methodology.

 
For the Three Months Ended June 30, 2017
 
One- to Four-Family
 
 
 
 
 
 
 

 
Correspondent
 
Bulk
 

 
Commercial
 
 
 
 
 
Originated
 
Purchased
 
Purchased
 
Total
 
Real Estate
 
Consumer
 
Total
 
(Dollars in thousands)
Beginning balance
$
3,351

 
$
1,940

 
$
1,000

 
$
6,291

 
$
1,885

 
$
271

 
$
8,447

Charge-offs
(4
)
 

 
(25
)
 
(29
)
 

 
(12
)
 
(41
)
Recoveries
3

 

 
69

 
72

 

 
8

 
80

Provision for credit losses
(128
)
 
(24
)
 
(44
)
 
(196
)
 
204

 
(8
)
 

Ending balance
$
3,222

 
$
1,916

 
$
1,000

 
$
6,138

 
$
2,089

 
$
259

 
$
8,486

 
For the Nine Months Ended June 30, 2017
 
One- to Four-Family
 
 
 
 
 
 
 

 
Correspondent
 
Bulk
 

 
Commercial
 
 
 
 
 
Originated
 
Purchased
 
Purchased
 
Total
 
Real Estate
 
Consumer
 
Total
 
(Dollars in thousands)
Beginning balance
$
3,928

 
$
2,102

 
$
1,065

 
$
7,095

 
$
1,208

 
$
237

 
$
8,540

Charge-offs
(45
)
 

 
(73
)
 
(118
)
 

 
(37
)
 
(155
)
Recoveries
3

 

 
69

 
72

 

 
29

 
101

Provision for credit losses
(664
)
 
(186
)
 
(61
)
 
(911
)
 
881

 
30

 

Ending balance
$
3,222

 
$
1,916

 
$
1,000

 
$
6,138

 
$
2,089

 
$
259

 
$
8,486

 
For the Three Months Ended June 30, 2016
 
One- to Four-Family
 
 
 
 
 
 
 

 
Correspondent
 
Bulk
 

 
Commercial
 
 
 
 
 
Originated
 
Purchased
 
Purchased
 
Total
 
Real Estate
 
Consumer
 
Total
 
(Dollars in thousands)
Beginning balance
$
4,576

 
$
2,263

 
$
1,243

 
$
8,082

 
$
837

 
$
274

 
$
9,193

Charge-offs
(23
)
 

 
(54
)
 
(77
)
 

 
(49
)
 
(126
)
Recoveries
17

 

 
222

 
239

 

 
6

 
245

Provision for credit losses
98

 
36

 
(262
)
 
(128
)
 
96

 
32

 

Ending balance
$
4,668

 
$
2,299

 
$
1,149

 
$
8,116

 
$
933

 
$
263

 
$
9,312


22


 
For the Nine Months Ended June 30, 2016
 
One- to Four-Family
 
 
 
 
 
 
 

 
Correspondent
 
Bulk
 

 
Commercial
 
 
 
 
 
Originated
 
Purchased
 
Purchased
 
Total
 
Real Estate
 
Consumer
 
Total
 
(Dollars in thousands)
Beginning balance
$
4,865

 
$
2,115

 
$
1,434

 
$
8,414

 
$
742

 
$
287

 
$
9,443

Charge-offs
(97
)
 

 
(267
)
 
(364
)
 

 
(87
)
 
(451
)
Recoveries
59

 

 
240

 
299

 

 
21

 
320

Provision for credit losses
(159
)
 
184

 
(258
)
 
(233
)
 
191

 
42

 

Ending balance
$
4,668

 
$
2,299

 
$
1,149

 
$
8,116

 
$
933

 
$
263

 
$
9,312


The following is a summary of the loan portfolio and related ACL balances, at the dates presented, by loan portfolio segment disaggregated by the Company's impairment method. There was no ACL for loans individually evaluated for impairment at either date as all losses were charged-off.

 
June 30, 2017
 
One- to Four-Family
 

 
 
 
 
 

 
Correspondent
 
Bulk
 

 
Commercial
 
 
 
 
 
Originated
 
Purchased
 
Purchased
 
Total
 
Real Estate
 
Consumer
 
Total
 
(Dollars in thousands)
Recorded investment in loans
 
 
 
 
 
 
 
 
 
 
 
 
 
collectively evaluated for impairment
$
3,997,567

 
$
2,473,146

 
$
360,326

 
$
6,831,039

 
$
254,506

 
$
122,845

 
$
7,208,390

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Recorded investment in loans
 
 
 
 
 
 
 
 
 
 
 
 
 
individually evaluated for impairment
26,549

 
4,116

 
8,854

 
39,519

 

 
1,171

 
40,690

 
$
4,024,116

 
$
2,477,262

 
$
369,180

 
$
6,870,558

 
$
254,506

 
$
124,016

 
$
7,249,080

 
 
 
 
 
 
 
 
 
 
 
 
 
 
ACL for loans collectively
 
 
 
 
 
 
 
 
 
 
 
 
 
evaluated for impairment
$
3,222

 
$
1,916

 
$
1,000

 
$
6,138

 
$
2,089

 
$
259

 
$
8,486

 
September 30, 2016
 
One- to Four-Family
 

 
 
 
 
 

 
Correspondent
 
Bulk
 

 
Commercial
 
 
 
 
 
Originated
 
Purchased
 
Purchased
 
Total
 
Real Estate
 
Consumer
 
Total
 
(Dollars in thousands)
Recorded investment in loans
 
 
 
 
 
 
 
 
 
 
 
 
 
collectively evaluated for impairment
$
4,003,750

 
$
2,233,347

 
$
407,833

 
$
6,644,930

 
$
153,082

 
$
126,504

 
$
6,924,516

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Recorded investment in loans
 
 
 
 
 
 
 
 
 
 
 
 
 
individually evaluated for impairment
24,960

 
4,975

 
11,008

 
40,943

 

 
1,105

 
42,048

 
$
4,028,710

 
$
2,238,322

 
$
418,841

 
$
6,685,873

 
$
153,082

 
$
127,609

 
$
6,966,564

 
 
 
 
 
 
 
 
 
 
 
 
 
 
ACL for loans collectively
 
 
 
 
 
 
 
 
 
 
 
 
 
evaluated for impairment
$
3,928

 
$
2,102

 
$
1,065

 
$
7,095

 
$
1,208

 
$
237

 
$
8,540


23


5. LOW INCOME HOUSING PARTNERSHIPS
The Bank's investment in low income housing partnerships, which is included in other assets in the consolidated balance sheets, was $54.7 million and $58.0 million at June 30, 2017 and September 30, 2016, respectively.  The Bank's obligations related to unfunded commitments, which are included in accounts payable and accrued expenses in the consolidated balance sheets, were $20.4 million and $27.2 million at June 30, 2017 and September 30, 2016, respectively. The majority of the commitments at June 30, 2017 are projected to be funded through the end of calendar year 2019.

For the nine months ended June 30, 2017, the net income tax benefit associated with these investments, which consists of proportional amortization expense and affordable housing tax credits and other related tax benefits, was reported in income tax expense in the consolidated statements of income. The amount of proportional amortization expense during the three and nine months ended June 30, 2017 was $1.1 million and $3.3 million, respectively, and the amount of affordable housing tax credits and other related tax benefits was $1.8 million and $5.3 million, respectively, resulting in a net income tax benefit of $677 thousand and $2.0 million, respectively. For the three and nine months ended June 30, 2016, the expenses were reported in the low income housing partnerships line of the consolidated statements of income, and the amount of affordable housing tax credits and other related tax benefits was $1.5 million and $4.5 million, respectively. There were no impairment losses during the nine months ended June 30, 2017 and 2016 resulting from the forfeiture or ineligibility of tax credits or other circumstances.

6. REPURCHASE AGREEMENTS
At both June 30, 2017 and September 30, 2016, the Company had repurchase agreements outstanding in the amount of $200.0 million with a weighted average contractual rate of 2.94%. All of the Company's repurchase agreements at June 30, 2017 and September 30, 2016 were fixed-rate. See Note 3 for information regarding the amount of securities pledged as collateral in conjunction with repurchase agreements. Securities are delivered to the party with whom each transaction is executed and the party agrees to resell the same securities to the Bank at the maturity of the agreement. The Bank retains the right to substitute similar or like securities throughout the terms of the agreements. The repurchase agreements and collateral are subject to valuation at current market levels and the Bank may ask for the return of excess collateral or be required to post additional collateral due to changes in the market values of these items. The Bank may also be required to post additional collateral as a result of principal payments received on the securities pledged.

The following table presents the scheduled maturity of repurchase agreements by fiscal year as of June 30, 2017:
 
Amount
 
(Dollars in thousands)
2017
$

2018
100,000

2019

2020
100,000

2021

Thereafter

 
$
200,000


24


7. FAIR VALUE OF FINANCIAL INSTRUMENTS
Fair Value Measurements - The Company uses fair value measurements to record fair value adjustments to certain assets and to determine fair value disclosures in accordance with Accounting Standards Codification ("ASC") 820 and ASC 825. The Company did not have any liabilities that were measured at fair value at June 30, 2017 or September 30, 2016. The Company's AFS securities are recorded at fair value on a recurring basis. Additionally, from time to time, the Company may be required to record at fair value other assets or liabilities on a non-recurring basis, such as OREO and loans individually evaluated for impairment. These non-recurring fair value adjustments involve the application of lower of cost or fair value accounting or write-downs of individual assets.

The Company groups its assets at fair value in three levels based on the markets in which the assets are traded and the reliability of the assumptions used to determine fair value. These levels are:

Level 1 - Valuation is based upon quoted prices for identical instruments traded in active markets.
Level 2 - Valuation is based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market.
Level 3 - Valuation is generated from model-based techniques that use significant assumptions not observable in the market. These unobservable assumptions reflect the Company's own estimates of assumptions that market participants would use in pricing the asset or liability. Valuation techniques include the use of option pricing models, discounted cash flow models, and similar techniques. The results cannot be determined with precision and may not be realized in an actual sale or immediate settlement of the asset or liability.

The Company bases its fair values on the price that would be received from the sale of an asset in an orderly transaction between market participants at the measurement date under current market conditions. The Company maximizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value.

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

AFS Securities - The Company's AFS securities portfolio is carried at estimated fair value, with any unrealized gains and losses, net of taxes, reported as AOCI in stockholders' equity. The majority of the securities within the AFS portfolio were issued by GSEs. The Company primarily uses prices obtained from third party pricing services to determine the fair value of its securities. On a quarterly basis, management corroborates a sample of prices obtained from the third party pricing service for Level 2 securities by comparing them to an independent source. If the price provided by the independent source varies by more than a predetermined percentage from the price received from the third party pricing service, then the variance is researched by management. The Company did not have to adjust prices obtained from the third party pricing service when determining the fair value of its securities during the nine months ended June 30, 2017 or during fiscal year 2016. The Company's major security types, based on the nature and risks of the securities, are:

GSE Debentures - Estimated fair values are based on a discounted cash flow method. Cash flows are determined by taking any embedded options into consideration and are discounted using current market yields for similar securities. (Level 2)
MBS - Estimated fair values are based on a discounted cash flow method. Cash flows are determined based on prepayment projections of the underlying mortgages and are discounted using current market yields for benchmark securities. (Level 2)
Municipal Bonds - Estimated fair values are based on a discounted cash flow method. Cash flows are determined by taking any embedded options into consideration and are discounted using current market yields for securities with similar credit profiles. (Level 2)
Trust Preferred Securities - Estimated fair values are based on a discounted cash flow method. Cash flows are determined by taking prepayment and underlying credit considerations into account. The discount rates are derived from secondary trades and bid/offer prices. (Level 3)


25


The following tables provide the level of valuation assumption used to determine the carrying value of the Company's assets measured at fair value on a recurring basis at the dates presented.
 
June 30, 2017
 
 
 
Quoted Prices
 
Significant
 
Significant
 
 
 
in Active Markets
 
Other Observable
 
Unobservable
 
Carrying
 
for Identical Assets
 
 Inputs
 
Inputs
 
Value
 
(Level 1)
 
(Level 2)
 
(Level 3)
 
(Dollars in thousands)
AFS Securities:
 
 
 
 
 
 
 
GSE debentures
$
295,663

 
$

 
$
295,663

 
$

MBS
153,796

 

 
153,796

 

Municipal bonds
1,534

 

 
1,534

 

Trust preferred securities
1,901

 

 

 
1,901

 
$
452,894

 
$

 
$
450,993

 
$
1,901


 
September 30, 2016
 
 
 
Quoted Prices
 
Significant
 
Significant
 
 
 
in Active Markets
 
Other Observable
 
Unobservable
 
Carrying
 
for Identical Assets
 
 Inputs
 
Inputs
 
Value
 
(Level 1)
 
(Level 2)
 
(Level 3)
 
(Dollars in thousands)
AFS Securities:
 
 
 
 
 
 
 
GSE debentures
$
347,038

 
$

 
$
347,038

 
$

MBS
178,507

 

 
178,507

 

Trust preferred securities
1,756

 

 

 
1,756

 
$
527,301

 
$

 
$
525,545

 
$
1,756


The Company's Level 3 AFS securities had no activity during the three and nine months ended June 30, 2017, except for principal repayments of $13 thousand and $75 thousand, respectively, an increase in net unrealized losses of $4 thousand for the three months ended June 30, 2017 and a decrease in net unrealized losses of $121 thousand for the nine months ended June 30, 2017, which are included in other comprehensive income. The Company's Level 3 AFS securities had no activity during the three and nine months ended June 30, 2016, except for principal repayments of $13 thousand and $44 thousand, respectively, and increases in net unrealized losses included in other comprehensive income of $19 thousand and $87 thousand, respectively.

The following is a description of valuation methodologies used for significant assets measured at fair value on a non-recurring basis.

Loans Receivable - The balance of loans individually evaluated for impairment at June 30, 2017 and September 30, 2016 was $40.7 million and $42.0 million, respectively. Substantially all of these loans were secured by residential real estate and were individually evaluated to determine if the carrying value of the loan was in excess of the fair value of the collateral, less estimated selling costs of 10%. When no impairment is indicated, the carrying amount is considered to approximate fair value. Fair values were estimated through current appraisals or current Federal Housing Finance Agency ("FHFA") housing price indices, which is a broad based measure of the movement of single-family house prices and is a weighted, repeat-sales index. Management does not adjust or apply a discount to the appraised value or FHFA housing price indices, except for the estimated sales costs noted above. The primary significant unobservable input for loans individually evaluated for impairment using appraisals to determine the estimated fair value was the appraisal. Fair values of loans individually evaluated for impairment cannot be determined with precision and may not be realized in an actual sale or immediate settlement of the loan, and, as such are classified as Level 3. Based on this evaluation, the Bank charged-off all loss amounts as of June 30, 2017 and September 30, 2016; therefore, there was no ACL related to these loans.

OREO - OREO primarily represents real estate acquired as a result of foreclosure or by deed in lieu of foreclosure and is carried at lower of cost or fair value. Fair value is estimated through current appraisals or listing prices, less estimated selling costs of 10%. Management does not adjust or apply a discount to the appraised value or listing price, except for the estimated sales costs noted above. The primary significant unobservable input for OREO was the appraisal or listing price. Fair values of foreclosed property

26


cannot be determined with precision and may not be realized in an actual sale of the property and, as such, are classified as Level 3. The fair value of OREO at June 30, 2017 and September 30, 2016 was $2.0 million and $3.7 million, respectively.

The following tables provide the level of valuation assumptions used to determine the carrying value of the Company's assets measured at fair value on a non-recurring basis at the dates presented.
 
June 30, 2017
 
 
 
Quoted Prices
 
Significant
 
Significant
 
 
 
in Active Markets
 
Other Observable
 
Unobservable
 
Carrying
 
for Identical Assets
 
 Inputs
 
Inputs
 
Value
 
(Level 1)
 
(Level 2)
 
(Level 3)
 
(Dollars in thousands)
Loans individually evaluated for impairment
$
40,657

 
$

 
$

 
$
40,657

OREO
1,953

 

 

 
1,953

 
$
42,610

 
$

 
$

 
$
42,610


 
September 30, 2016
 
 
 
Quoted Prices
 
Significant
 
Significant
 
 
 
in Active Markets
 
Other Observable
 
Unobservable
 
Carrying
 
for Identical Assets
 
 Inputs
 
Inputs
 
Value
 
(Level 1)
 
(Level 2)
 
(Level 3)
 
(Dollars in thousands)
Loans individually evaluated for impairment
$
41,995

 
$

 
$

 
$
41,995

OREO
3,734

 

 

 
3,734

 
$
45,729

 
$

 
$

 
$
45,729


Fair Value Disclosures - The Company determined estimated fair value amounts using available market information and a variety of valuation methodologies as of the dates presented. Considerable judgment is required to interpret market data to develop the estimates of fair value. The estimates presented are not necessarily indicative of amounts the Company would realize from a current market exchange at subsequent dates.

The carrying amounts and estimated fair values of the Company's financial instruments, at the dates presented, were as follows:
 
June 30, 2017
 
September 30, 2016
 
 
 
Estimated
 
 
 
Estimated
 
Carrying
 
Fair
 
Carrying
 
Fair
 
Amount
 
Value
 
Amount
 
Value
 
(Dollars in thousands)
Assets:
 
 
 
 
 
 
 
Cash and cash equivalents
$
130,249

 
$
130,249

 
$
281,764

 
$
281,764

AFS securities
452,894

 
452,894

 
527,301

 
527,301

HTM securities
891,037

 
895,542

 
1,100,874

 
1,122,867

Loans receivable
7,240,594

 
7,381,322

 
6,958,024

 
7,292,971

FHLB stock
101,039

 
101,039

 
109,970

 
109,970

Liabilities:
 
 
 
 
 
 
 
Deposits
5,267,685

 
5,278,931

 
5,164,018

 
5,204,251

FHLB borrowings
2,173,472

 
2,187,180

 
2,372,389

 
2,434,151

Repurchase agreements
200,000

 
202,811

 
200,000

 
207,303



27


The following methods and assumptions were used to estimate the fair value of the financial instruments:

Cash and Cash Equivalents - The carrying amounts of cash and cash equivalents are considered to approximate their fair value due to the nature of the financial assets. (Level 1)

HTM Securities - Estimated fair values of securities are based on one of three methods: (1) quoted market prices where available; (2) quoted market prices for similar instruments if quoted market prices are not available; (3) unobservable data that represents the Bank's assumptions about items that market participants would consider in determining fair value where no market data is available. HTM securities are carried at amortized cost. (Level 2)

Loans Receivable - The fair value of one- to four-family loans and home equity loans are generally estimated using the present value of expected future cash flows, assuming future prepayments and using discount factors determined by prices obtained from securitization markets, less a discount for the cost of servicing and lack of liquidity. The estimated fair value of the Bank's commercial and consumer loans are based on the expected future cash flows assuming future prepayments and discount factors based on current offering rates. (Level 3)

FHLB stock - The carrying value and estimated fair value of FHLB stock equals cost, which is based on redemption at par value. (Level 1)

Deposits - The estimated fair value of demand deposits, savings, and money market accounts is the amount payable on demand at the reporting date. The estimated fair value of these deposits at June 30, 2017 and September 30, 2016 was $2.44 billion and $2.34 billion, respectively. (Level 1) The fair value of certificates of deposit is estimated by discounting future cash flows using current London Interbank Offered Rates ("LIBOR"). The estimated fair value of certificates of deposit at June 30, 2017 and September 30, 2016 was $2.84 billion and $2.87 billion, respectively. (Level 2)

FHLB borrowings and Repurchase Agreements - The fair value of fixed-maturity borrowed funds is estimated by discounting estimated future cash flows using current offer rates. (Level 2)

28


Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
The Company and the Bank may from time to time make written or oral "forward-looking statements," including statements contained in documents filed or furnished by the Company with the SEC. These forward-looking statements may be included in this Quarterly Report on Form 10-Q and the exhibits attached to it, in the Company's reports to stockholders, in the Company's press releases, and in other communications by the Company, which are made in good faith by us pursuant to the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995.

These forward-looking statements include statements about our beliefs, plans, objectives, goals, expectations, anticipations, estimates and intentions, which are subject to significant risks and uncertainties, and are subject to change based on various factors, some of which are beyond our control. The words "may," "could," "should," "would," "believe," "anticipate," "estimate," "expect," "intend," "plan" and similar expressions are intended to identify forward-looking statements. The following factors, among others, could cause our future results to differ materially from the beliefs, plans, objectives, goals, expectations, anticipations, estimates and intentions expressed in the forward-looking statements:

our ability to maintain overhead costs at reasonable levels;
our ability to originate and purchase a sufficient volume of one- to four-family loans in order to maintain the balance of that portfolio at a level desired by management;
our ability to invest funds in wholesale or secondary markets at favorable yields compared to the related funding source;
our ability to access cost-effective funding;
fluctuations in deposit flows;
the future earnings and capital levels of the Bank and the continued non-objection by our primary federal banking regulators, to the extent required, to distribute capital from the Bank to the Company, which could affect the ability of the Company to pay dividends in accordance with its dividend policy;
the strength of the U.S. economy in general and the strength of the local economies in which we conduct operations, including areas where we have purchased large amounts of correspondent loans;
changes in real estate values, unemployment levels, and the level and direction of loan delinquencies and charge-offs may require changes in the estimates of the adequacy of the ACL, which may adversely affect our business;
increases in non-performing assets, which may require the Bank to increase the ACL, charge-off loans and incur elevated collection and carrying costs related to such non-performing assets;
results of examinations of the Bank and the Company by their respective primary federal banking regulators, including the possibility that the regulators may, among other things, require us to increase our ACL;
changes in accounting principles, policies, or guidelines;
the effects of, and changes in, monetary and interest rate policies of the Board of Governors of the Federal Reserve System ("FRB");
the effects of, and changes in, trade and fiscal policies and laws of the United States government;
the effects of, and changes in, foreign and military policies of the United States government;
inflation, interest rate, market, monetary, and currency fluctuations;
the timely development and acceptance of our new products and services and the perceived overall value of these products and services by users, including the features, pricing, and quality compared to competitors' products and services;
the willingness of users to substitute competitors' products and services for our products and services;
our success in gaining regulatory approval of our products and services and branching locations, when required;
the impact of interpretations of, and changes in, financial services laws and regulations, including laws concerning taxes, banking, securities, consumer protection and insurance and the impact of other governmental initiatives affecting the financial services industry;
implementing business initiatives may be more difficult or expensive than anticipated;
significant litigation;
technological changes;
acquisitions and dispositions;
changes in consumer spending, borrowing and saving habits; and
our success at managing the risks involved in our business.

This list of important factors is not all inclusive. We do not undertake to update any forward-looking statement, whether written or oral, that may be made from time to time by or on behalf of the Company or the Bank.

As used in this Form 10-Q, unless we specify otherwise, "the Company," "we," "us," and "our" refer to Capitol Federal Financial, Inc. a Maryland corporation. "Capitol Federal Savings," and "the Bank," refer to Capitol Federal Savings Bank, a federal savings bank and the wholly-owned subsidiary of Capitol Federal Financial, Inc.

The following discussion and analysis is intended to assist in understanding the financial condition, results of operations, liquidity, and capital resources of the Company. The Bank comprises almost all of the consolidated assets and liabilities of the Company and the

29


Company is dependent primarily upon the performance of the Bank for the results of its operations. Because of this relationship, references to management actions, strategies and results of actions apply to both the Bank and the Company except where the context indicates otherwise. This discussion and analysis should be read in conjunction with Management's Discussion and Analysis included in the Company's Annual Report on Form 10-K for the fiscal year ended September 30, 2016, filed with the SEC.

Executive Summary
The following summary should be read in conjunction with the Management's Discussion and Analysis of Financial Condition and Results of Operations section in its entirety.

We have been, and intend to continue to be, a community-oriented financial institution offering a variety of financial services to meet the needs of the communities we serve. We attract retail deposits from the general public and invest those funds primarily in permanent loans secured by first mortgages on owner-occupied, one- to four-family residences. We also originate consumer loans primarily secured by mortgages on one- to four-family residences and originate and participate in commercial real estate loans. We also invest in certain investment securities and MBS using funding from deposits, FHLB borrowings, and repurchase agreements.

The Company's results of operations are primarily dependent on net interest income, which is the difference between the interest earned on loans, MBS, investment securities, and cash, and the interest paid on deposits and borrowings. On a weekly basis, management reviews deposit flows, loan demand, cash levels, and changes in several market rates to assess all pricing strategies. The Bank's pricing strategy for first mortgage loan products includes setting interest rates based on secondary market prices and competitor pricing for our local lending markets, and secondary market prices and national competitor pricing for our correspondent lending markets. Generally, deposit pricing is based upon a survey of competitors in the Bank's market areas, and the need to attract funding and retain maturing deposits. The majority of our loans are fixed-rate products with maturities up to 30 years, while the majority of our retail deposits have stated maturities or repricing dates of less than two years.

The Company is significantly affected by prevailing economic conditions, including federal monetary and fiscal policies and federal regulation of financial institutions. Retail deposit balances are influenced by a number of factors, including interest rates paid on competing investment products, the level of personal income, and the personal rate of savings within our market areas. Lending activities are influenced by the demand for housing and other loans, our loan underwriting guidelines compared to those of our competitors, as well as interest rate pricing competition from other lending institutions.

Local economic conditions have a significant impact on the ability of borrowers to repay loans and the value of the collateral securing these loans. The industries in the Bank's local market areas, where the properties securing approximately 70% of the Bank's one- to four-family loans are located, are diversified, especially in the Kansas City metropolitan statistical area, which comprises the largest segment of our loan portfolio and deposit base. As of June 2017, the unemployment rate was 3.7% for Kansas and 3.8% for Missouri, compared to the national average of 4.4%, based on information from the Bureau of Labor Statistics. The Kansas City market area has an average household income of approximately $74 thousand per annum, based on 2016 estimates from Nielsen. The average household income in our combined local market areas is approximately $70 thousand per annum, with 90% of the population at or above the poverty level, also based on the 2016 estimates from Nielsen. The FHFA price index for Kansas and Missouri continues to indicate relative stability in property values in our local market areas. Management also monitors broad industry and economic indicators and trends in the states and/or metropolitan statistical areas with the highest concentrations of correspondent purchased loans.

For the quarter ended June 30, 2017, the Company recognized net income of $21.4 million, or $0.16 per share, an increase of $819 thousand from the quarter ended June 30, 2016. The increase was due primarily to an increase in net interest income. The net interest margin increased eight basis points, from 1.73% for the prior year quarter to 1.81% for the current year quarter. Excluding the effects of the leverage strategy, the net interest margin would have increased seven basis points, from 2.09% for the prior year quarter to 2.16% for the current year quarter. The increase in the net interest margin was due primarily to a shift of the mix of interest-earning assets from relatively lower yielding securities to higher yielding loans, partially offset by a decrease in the weighted average yield on loans. The Company's efficiency ratio was 41.30% for the current quarter compared to 43.72% for the prior year quarter.

For the nine month period ended June 30, 2017, the Company recognized net income of $63.5 million, or $0.47 per share, an increase of $739 thousand, or 1.2%, from the nine month period ended June 30, 2016. The net interest margin increased three basis points, from 1.75% for the prior year nine month period to 1.78% for the current year nine month period. Excluding the effects of the leverage strategy, the net interest margin would have increased two basis points, from 2.11% for the prior year nine month period to 2.13% for the current year nine month period. The Company's efficiency ratio was 40.84% for the current year nine month period compared to 43.40% for the prior year nine month period.


30


Total assets were $9.10 billion at June 30, 2017 compared to $9.27 billion at September 30, 2016. The $164.0 million decrease was due primarily to a $284.2 million decrease in the securities portfolio and a $151.5 million decrease in cash and cash equivalents, partially offset by a $282.6 million increase in the loans receivable portfolio. During the current year nine month period, the Bank originated and refinanced $550.9 million of loans with a weighted average rate of 3.62% and purchased $478.4 million of one- to four-family loans from correspondent lenders with a weighted average rate of 3.55%. The Bank also entered into participations totaling $58.5 million of commercial real estate loans with a weighted average rate of 4.02%, of which $44.6 million had not yet been funded as of June 30, 2017.

The Bank continued to utilize the leverage strategy to increase earnings. The leverage strategy during the current fiscal year involved borrowing up to $2.10 billion either on the Bank's FHLB line of credit or by entering into short-term FHLB advances, depending on the rates offered by FHLB. The borrowings were repaid prior to each quarter end for regulatory purposes. The proceeds from the borrowings, net of the required FHLB stock holdings which yielded approximately 6% during the current nine month period, were deposited at the FRB of Kansas City. The leverage strategy has minimal impact on the Bank's interest rate risk and liquidity and no credit risk impact. Net income attributable to the leverage strategy is largely derived from the dividends from the FHLB stock holdings, net of the interest rate spread between the yield on the cash at the FRB of Kansas City and the rate paid on the related FHLB borrowings, less applicable federal insurance premiums and estimated income taxes. Net income attributable to the leverage strategy was $715 thousand during the current quarter and $2.2 million during the current year nine month period, compared to $532 thousand during the prior year quarter and $1.7 million during the prior year nine month period. The pre-tax yield of the leverage strategy, which is defined as the annualized pre-tax income resulting from the transaction as a percentage of the interest-earning assets associated with the transaction, was 0.21% for the current quarter and 0.22% for the current year nine month period.

Total liabilities were $7.74 billion at June 30, 2017 compared to $7.87 billion at September 30, 2016. FHLB borrowings decreased $198.9 million, to $2.17 billion at June 30, 2017, as certain maturing FHLB advances were not replaced. Deposits increased $103.7 million, to $5.27 billion at June 30, 2017, due largely to an increase in non-maturity retail deposits.

Stockholders' equity was $1.36 billion at June 30, 2017 compared to $1.39 billion at September 30, 2016. The $34.0 million decrease was due primarily to the payment of $106.6 million in cash dividends, partially offset by net income of $63.5 million.

Available Information
Financial and other Company information, including press releases, Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and all amendments to those reports can be obtained free of charge from our investor relations website, http://ir.capfed.com. SEC filings are available on our website immediately after they are electronically filed with or furnished to the SEC, and are also available on the SEC's website at www.sec.gov.

Critical Accounting Policies
Our most critical accounting policies are the methodologies used to determine the ACL and fair value measurements. These policies are important to the presentation of our financial condition and results of operations, involve a high degree of complexity, and require management to make difficult and subjective judgments that may require assumptions or estimates about highly uncertain matters. The use of different judgments, assumptions, and estimates could affect reported results materially. These critical accounting policies and their application are reviewed at least annually by our audit committee. For a full discussion of our critical accounting policies, see Item 7 - "Management's Discussion and Analysis of Financial Condition and Results of Operations - Critical Accounting Policies" in the Company's Annual Report on Form 10-K for the fiscal year ended September 30, 2016.


31


Financial Condition
The following table presents selected balance sheet information as of the dates indicated.
 
June 30,
 
March 31,
 
December 31,
 
September 30,
 
June 30,
 
2017
 
2017
 
2016
 
2016
 
2016
 
(Dollars in thousands)
Total assets
$
9,103,280

 
$
9,246,390

 
$
9,139,510

 
$
9,267,247

 
$
9,241,775

Cash and cash equivalents
130,249

 
240,587

 
150,560

 
281,764

 
152,831

AFS securities
452,894

 
465,083

 
499,792

 
527,301

 
666,313

HTM securities
891,037

 
954,110

 
1,022,215

 
1,100,874

 
1,188,913

Loans receivable, net
7,240,594

 
7,193,721

 
7,071,410

 
6,958,024

 
6,839,123

FHLB stock, at cost
101,039

 
105,475

 
105,364

 
109,970

 
114,425

Deposits
5,267,685

 
5,269,234

 
5,192,674

 
5,164,018

 
5,085,129

FHLB borrowings
2,173,472

 
2,273,113

 
2,272,754

 
2,372,389

 
2,472,026

Repurchase agreements
200,000

 
200,000

 
200,000

 
200,000

 
200,000

Stockholders' equity
1,358,986

 
1,382,289

 
1,368,175

 
1,392,964

 
1,380,815

Equity to total assets at end of period
14.9
%
 
14.9
%
 
15.0
%
 
15.0
%
 
14.9
%

Assets. Total assets were $9.10 billion at June 30, 2017 compared to $9.27 billion at September 30, 2016. The $164.0 million decrease was due primarily to a $284.2 million decrease in the securities portfolio and a $151.5 million decrease in cash and cash equivalents, partially offset by an increase in the loans receivable portfolio. Cash flows from the securities portfolio and excess operating cash were largely used to fund loan growth and pay off certain maturing FHLB advances.

Loans Receivable. Loans receivable, net, increased $282.6 million to $7.24 billion at June 30, 2017 from $6.96 billion at September 30, 2016. The increase in the loan portfolio was primarily in the correspondent one- to four-family purchased loan portfolio.


32


The following table presents the balance and weighted average rate of our loan portfolio as of the dates indicated. Within the one- to four-family loan portfolio at June 30, 2017, 58% of this amount had a balance at origination of less than $424 thousand.
 
June 30, 2017
 
September 30, 2016
 
Amount
 
Rate
 
Amount
 
Rate
 
(Dollars in thousands)
Real estate loans:
 
 
 
 
 
 
 
One- to four-family:
 
 
 
 
 
 
 
Originated
$
4,005,081

 
3.70
%
 
$
4,005,615

 
3.74
%
Correspondent purchased
2,442,557

 
3.51

 
2,206,072

 
3.50

Bulk purchased
367,353

 
2.24

 
416,653

 
2.23

Construction
33,854

 
3.36

 
39,430

 
3.45

Total
6,848,845

 
3.55

 
6,667,770

 
3.56

Commercial:
 
 
 
 
 
 
 
Permanent
148,485

 
4.18

 
110,768

 
4.16

Construction
107,079

 
3.99

 
43,375

 
4.13

Total
255,564

 
4.10

 
154,143

 
4.15

Total real estate loans
7,104,409

 
3.57

 
6,821,913

 
3.58

 
 
 
 
 
 
 
 
Consumer loans:
 
 
 
 
 
 
 
Home equity
119,822

 
5.27

 
123,345

 
5.01

Other
4,194

 
4.03

 
4,264

 
4.21

Total consumer loans
124,016

 
5.23

 
127,609

 
4.99

Total loans receivable
7,228,425

 
3.60

 
6,949,522

 
3.60

 
 
 
 
 
 
 
 
Less:
 
 
 
 
 
 
 
ACL
8,486

 
 
 
8,540

 
 
Discounts/unearned loan fees
25,221

 
 
 
24,933

 
 
Premiums/deferred costs
(45,876
)
 
 
 
(41,975
)
 
 
Total loans receivable, net
$
7,240,594

 
 
 
$
6,958,024

 
 



33


Loan Activity - The following tables summarize activity in the loan portfolio, along with weighted average rates where applicable, for the periods indicated, excluding changes in ACL, discounts/unearned loan fees, and premiums/deferred costs. Loans that were paid-off as a result of refinances are included in repayments. Loan endorsements are not included in the activity in the following table because a new loan is not generated at the time of the endorsement. The endorsed balance and rate are included in the ending loan portfolio balance and rate. During the three and nine months ended June 30, 2017, the Bank endorsed $4.9 million and $44.4 million of one- to four-family loans, respectively, reducing the average rate on those loans by 34 and 77 basis points, respectively.
 
For the Three Months Ended
 
June 30, 2017
 
March 31, 2017
 
December 31, 2016
 
September 30, 2016
 
Amount
 
Rate
 
Amount
 
Rate
 
Amount
 
Rate
 
Amount
 
Rate
 
(Dollars in thousands)
Beginning balance
$
7,182,346

 
3.59
%
 
$
7,061,557

 
3.58
%
 
$
6,949,522

 
3.60
%
 
$
6,832,770

 
3.63
%
Originated and refinanced:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fixed
116,422

 
3.94

 
115,560

 
3.66

 
176,554

 
3.26

 
176,534

 
3.31

Adjustable
59,372

 
3.87

 
36,417

 
3.82

 
46,566

 
3.54

 
48,608

 
3.53

Purchased and participations:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fixed
135,041

 
3.97

 
143,852

 
3.69

 
187,674

 
3.52

 
190,830

 
3.50

Adjustable
17,930

 
3.24

 
27,158

 
2.98

 
25,262

 
2.73

 
65,748

 
3.79

Change in undisbursed loan funds
13,648

 
 
 
37,862

 
 
 
3,696

 
 
 
(26,760
)
 
 
Repayments
(295,988
)
 
 
 
(239,072
)
 
 
 
(326,839
)
 
 
 
(337,779
)
 
 
Principal recoveries (charge-offs), net
39

 
 
 
(74
)
 
 
 
(19
)
 
 
 
(22
)
 
 
Other
(385
)
 
 
 
(914
)
 
 
 
(859
)
 
 
 
(407
)
 
 
Ending balance
$
7,228,425

 
3.60

 
$
7,182,346

 
3.59

 
$
7,061,557

 
3.58

 
$
6,949,522

 
3.60

 
For the Nine Months Ended
 
June 30, 2017
 
June 30, 2016
 
Amount
 
Rate
 
Amount
 
Rate
 
(Dollars in thousands)
Beginning balance
$
6,949,522

 
3.60
%
 
$
6,622,728

 
3.66
%
Originations and refinances:
 
 
 
 
 
 
 
Fixed
408,536

 
3.57

 
429,831

 
3.61

Adjustable
142,355

 
3.75

 
117,931

 
3.70

Purchases and participations:
 
 
 
 
 
 
 
Fixed
466,567

 
3.70

 
529,423

 
3.69

Adjustable
70,350

 
2.96

 
77,931

 
3.00

Change in undisbursed loan funds
55,206

 
 
 
(115,267
)
 
 
Repayments
(861,899
)
 
 
 
(826,221
)
 
 
Principal charge-offs, net
(54
)
 
 
 
(131
)
 
 
Other
(2,158
)
 
 
 
(3,455
)
 
 
Ending balance
$
7,228,425

 
3.60

 
$
6,832,770

 
3.63




34


The following tables present loan origination, refinance, and purchase activity for the periods indicated, excluding endorsement activity, along with associated weighted average rates and percent of total. Loan originations, purchases, and refinances are reported together. The fixed-rate one- to four-family loans less than or equal to 15 years have an original maturity at origination of less than or equal to 15 years, while fixed-rate one- to four-family loans greater than 15 years have an original maturity at origination of greater than 15 years. The adjustable-rate one- to four-family loans less than or equal to 36 months have a term to first reset of less than or equal to 36 months at origination and adjustable-rate one- to four-family loans greater than 36 months have a term to first reset of greater than 36 months at origination.
 
For the Three Months Ended
 
June 30, 2017
 
June 30, 2016
 
Amount
 
Rate
 
% of Total
 
Amount
 
Rate
 
% of Total
 
(Dollars in thousands)
Fixed-rate:
 
 
 
 
 
 
 
 
 
 
 
One- to four-family:
 
 
 
 
 
 
 
 
 
 
 
<= 15 years
$
43,684

 
3.39
%
 
13.3
%
 
$
57,702

 
2.93
%
 
14.3
%
> 15 years
180,496

 
4.07

 
54.9

 
240,111

 
3.66

 
59.6

Commercial real estate
26,196

 
4.08

 
8.0

 
34,475

 
4.40

 
8.6

Home equity
983

 
5.83

 
0.3

 
1,452

 
5.62

 
0.4

Other
104

 
9.78

 

 
201

 
8.75

 

Total fixed-rate
251,463

 
3.96

 
76.5

 
333,941

 
3.62

 
82.9

 
 
 
 
 
 
 
 
 
 
 
 
Adjustable-rate:
 
 
 
 
 
 
 
 
 
 
 
One- to four-family:
 
 
 
 
 
 
 
 
 
 
 
<= 36 months
1,140

 
2.94

 
0.3

 
2,433

 
2.56

 
0.6

> 36 months
56,487

 
3.24

 
17.2

 
48,049

 
2.88

 
11.9

Home equity
19,322

 
5.19

 
5.9

 
17,833

 
4.72

 
4.4

Other
353

 
3.43

 
0.1

 
719

 
3.41

 
0.2

Total adjustable-rate
77,302

 
3.72

 
23.5

 
69,034

 
3.35

 
17.1

 
 
 
 
 
 
 
 
 
 
 
 
Total originated, refinanced and purchased
$
328,765

 
3.90

 
100.0
%
 
$
402,975

 
3.58

 
100.0
%
 
 
 
 
 
 
 
 
 
 
 
 
Purchased and participation loans included above:
 
 
 
 
 
 
 
 
 
 
Fixed-rate:
 
 
 
 
 
 
 
 
 
 
 
Correspondent - one- to four-family
$
108,845

 
3.95

 
 
 
$
144,287

 
3.55

 
 
Participations - commercial real estate
26,196

 
4.08

 
 
 
34,475

 
4.40

 
 
Total fixed-rate purchased/participations
135,041

 
3.97

 
 
 
178,762

 
3.71

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjustable-rate:
 
 
 
 
 
 
 
 
 
 
 
Correspondent - one- to four-family
17,930

 
3.24

 
 
 
24,715

 
2.90

 
 
Total purchased/participation loans
$
152,971

 
3.89

 
 
 
$
203,477

 
3.61

 
 

35


 
For the Nine Months Ended
 
June 30, 2017
 
June 30, 2016
 
Amount
 
Rate
 
% of Total
 
Amount
 
Rate
 
% of Total
 
(Dollars in thousands)
Fixed-rate:
 
 
 
 
 
 
 
 
 
 
 
One- to four-family:
 
 
 
 
 
 
 
 
 
 
 
<= 15 years
$
180,559

 
3.00
%
 
16.6
%
 
$
176,597

 
3.00
%
 
15.3
%
> 15 years
633,436

 
3.78

 
58.2

 
605,575

 
3.73

 
52.4

Commercial real estate
58,487

 
4.02

 
5.4

 
173,199

 
4.00

 
15.0

Home equity
2,323

 
5.84

 
0.2

 
3,230

 
5.72

 
0.2

Other
298

 
10.11

 

 
653

 
9.02

 
0.1

Total fixed-rate
875,103

 
3.64

 
80.4

 
959,254

 
3.66

 
83.0

 
 
 
 
 
 
 
 
 
 
 
 
Adjustable-rate:
 
 
 
 
 
 
 
 
 
 
 
One- to four-family:
 
 
 
 
 
 
 
 
 
 
 
<= 36 months
3,897

 
2.73

 
0.4

 
4,255

 
2.61

 
0.4

> 36 months
154,426

 
3.01

 
14.2

 
134,220

 
2.95

 
11.6

Commercial real estate

 

 

 
3,376

 
4.25

 
0.3

Home equity
52,602

 
4.95

 
4.8

 
51,803

 
4.63

 
4.5

Other
1,780

 
3.39

 
0.2

 
2,208

 
3.45

 
0.2

Total adjustable-rate
212,705

 
3.49

 
19.6

 
195,862

 
3.42

 
17.0

 
 
 
 
 
 
 
 
 
 
 
 
Total originated, refinanced and purchased
$
1,087,808

 
3.61

 
100.0
%
 
$
1,155,116

 
3.62

 
100.0
%
 
 
 
 
 
 
 
 
 
 
 
 
Purchased and participation loans included above:
 
 
 
 
 
 
 
 
 
 
Fixed-rate:
 
 
 
 
 
 
 
 
 
 
 
Correspondent - one- to four-family
$
408,080

 
3.66

 
 
 
$
386,355

 
3.60

 
 
Participations - commercial real estate
58,487

 
4.02

 
 
 
143,068

 
3.93

 
 
Total fixed-rate purchased/participations
466,567

 
3.70

 
 
 
529,423

 
3.69

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjustable-rate:
 
 
 
 
 
 
 
 
 
 
 
Correspondent - one- to four-family
70,350

 
2.96

 
 
 
74,555

 
2.94

 
 
Participations - commercial real estate

 

 
 
 
3,376

 
4.25

 
 
Total adjustable-rate purchased/participations
70,350

 
2.96

 
 
 
77,931

 
3.00

 
 
Total purchased/participation loans
$
536,917

 
3.60

 
 
 
$
607,354

 
3.60

 
 

One- to Four-Family Loans - The following table presents, for our portfolio of one- to four-family loans, the amount, percent of total, weighted average credit score, weighted average LTV ratio, and the average balance per loan as of the dates presented. Credit scores are updated at least semiannually, with the latest update in March 2017, from a nationally recognized consumer rating agency. The LTV ratios were based on the current loan balance and either the lesser of the purchase price or original appraisal, or the most recent Bank appraisal, if available. In most cases, the most recent appraisal was obtained at the time of origination.
 
June 30, 2017
 
September 30, 2016
 
 
 
% of
 
Credit
 
 
 
Average
 
 
 
% of
 
Credit
 
 
 
Average
 
Amount
 
Total
 
Score
 
LTV
 
Balance
 
Amount
 
Total
 
Score
 
LTV
 
Balance
 
(Dollars in thousands)
Originated
$
4,005,081

 
58.8
%
 
767

 
63
%
 
$
135

 
$
4,005,615

 
60.4
%
 
766

 
63
%
 
$
132

Correspondent purchased
2,442,557

 
35.8

 
764

 
68

 
374

 
2,206,072

 
33.3

 
764

 
68

 
360

Bulk purchased
367,353

 
5.4

 
755

 
63

 
305

 
416,653

 
6.3

 
753

 
64

 
308

 
$
6,814,991

 
100.0
%
 
765

 
65

 
182

 
$
6,628,340

 
100.0
%
 
765

 
65

 
175


36


The following tables present originated, refinanced, and correspondent purchased activity in our one- to four-family loan portfolio, excluding endorsement activity, along with associated weighted average LTVs and weighted average credit scores for the periods indicated. Of the loans originated during the current quarter and current year nine month period, $19.8 million and $99.1 million, respectively, were refinanced from another lender. Of the loans originated during the prior year nine month period, $62.3 million were refinanced from another lender. Of the loans originated and refinanced during the current year nine month period, 71% had loan values of $424 thousand or less. Of the correspondent loans purchased during the current year nine month period, 13% had loan values of $424 thousand or less.
 
For the Three Months Ended
 
June 30, 2017
 
June 30, 2016
 
 
 
 
 
Credit
 
 
 
 
 
Credit
 
Amount
 
LTV
 
Score
 
Amount
 
LTV
 
Score
 
(Dollars in thousands)
Originated
$
135,311

 
77
%
 
764

 
$
146,590

 
80
%
 
773

Refinanced by Bank customers
19,721

 
65

 
751

 
32,703

 
69

 
766

Correspondent purchased
126,775

 
75

 
767

 
169,002

 
74

 
761

 
$
281,807

 
75

 
764

 
$
348,295

 
76

 
766

 
For the Nine Months Ended
 
June 30, 2017
 
June 30, 2016
 
 
 
 
 
Credit
 
 
 
 
 
Credit
 
Amount
 
LTV
 
Score
 
Amount
 
LTV
 
Score
 
(Dollars in thousands)
Originated
$
390,983

 
77
%
 
768

 
$
361,651

 
78
%
 
769

Refinanced by Bank customers
102,905

 
66

 
763

 
98,086

 
69

 
768

Correspondent purchased
478,430

 
74

 
766

 
460,910

 
74

 
763

 
$
972,318

 
74

 
767

 
$
920,647

 
75

 
766


The following table presents the amount, percent of total, and weighted average rate, by state, of one- to four-family loan originations and correspondent purchases where originations and purchases in the state exceeded five percent of the total amount originated and purchased during the nine month period ended June 30, 2017.
 
 
For the Three Months Ended
 
For the Nine Months Ended
 
 
June 30, 2017
 
June 30, 2017
State
 
Amount
 
% of Total
 
Rate
 
Amount
 
% of Total
 
Rate
 
 
(Dollars in thousands)
Kansas
 
$
136,937

 
48.6
%
 
3.75
%
 
$
439,677

 
45.2
%
 
3.46
%
Texas
 
53,840

 
19.1

 
3.81

 
189,558

 
19.5

 
3.54

Missouri
 
40,597

 
14.4

 
3.83

 
149,128

 
15.3

 
3.56

Other states
 
50,433

 
17.9

 
3.85

 
193,955

 
20.0

 
3.54

 
 
$
281,807

 
100.0
%
 
3.79

 
$
972,318

 
100.0
%
 
3.51



37


One- to Four-Family Loan Commitments - The following table summarizes our one- to four-family loan origination and refinance commitments and one- to four-family correspondent loan purchase commitments as of June 30, 2017, along with associated weighted average rates. Loan commitments generally have fixed expiration dates or other termination clauses and may require the payment of a rate lock fee. It is expected that some of the loan commitments will expire unfunded, so the amounts reflected in the table below are not necessarily indicative of future cash needs.
 
Fixed-Rate
 
 
 
 
 
 
 
15 years
 
More than
 
Adjustable-
 
Total
 
or less
 
15 years
 
Rate
 
Amount
 
Rate
 
(Dollars in thousands)
Originate/refinance
$
7,964

 
$
35,436

 
$
14,819

 
$
58,219

 
3.72
%
Correspondent
6,105

 
71,632

 
10,796

 
88,533

 
4.00

 
$
14,069

 
$
107,068

 
$
25,615

 
$
146,752

 
3.89

 
 
 
 
 
 
 
 
 
 
Rate
3.46
%
 
4.08
%
 
3.33
%
 
 
 
 

Commercial Real Estate Loans - Commercial real estate loans are originated or participated in based on the income producing potential of the property, the collateral value, and the financial strength of the borrower. Additionally, the Bank generally requires personal guarantees. The Bank generally requires a minimum debt service coverage ratio of 1.25 and limits LTV ratios to 80% for commercial real estate loans depending on the property type. During the current year nine month period, the Bank entered into commercial real estate loan participations of $58.5 million, which included $52.4 million of commercial real estate construction loans. The majority of the $52.4 million of commercial real estate construction loans had not yet been funded as of June 30, 2017. The Bank intends to continue to grow its commercial real estate loan portfolio through participations with correspondent lenders and other lead banks with which the Bank has commercial real estate lending relationships.
 
The following table presents the Bank's commercial real estate loans and loan commitments by industry classification, as defined by the North American Industry Classification System, as of June 30, 2017. Based on the terms of the construction loans as of June 30, 2017, of the $129.4 million of undisbursed amounts in the table, approximately $33 million is projected to be disbursed by September 30, 2017, and an additional $65 million is projected to be disbursed by June 30, 2018. It is possible that not all of the funds will be disbursed due to the nature of the funding of construction projects. For outstanding commitments, in certain cases, the weighted average rate presented represents our best estimate.
 
Unpaid
 
Undisbursed
 
Gross Loan
 
Outstanding
 
 
 
% of
 
Principal
 
Amount
 
Amount
 
Commitments
 
Total
 
Total
 
(Dollars in thousands)
Accommodation and food services
$
110,401

 
$
28,908

 
$
139,309

 
$
1,600

 
$
140,909

 
34.6
%
Health care and social assistance
41,197

 
58,535

 
99,732

 

 
99,732

 
24.5

Real estate rental and leasing
20,030

 
38,817

 
58,847

 
2,645

 
61,492

 
15.1

Arts, entertainment, and recreation
34,345

 

 
34,345

 

 
34,345

 
8.4

Multi-family
10,511

 

 
10,511

 
18,000

 
28,511

 
7.0

Retail trade
25,211

 
2,251

 
27,462

 

 
27,462

 
6.8

Other
13,869

 
883

 
14,752

 

 
14,752

 
3.6

 
$
255,564

 
$
129,394

 
$
384,958

 
$
22,245

 
$
407,203

 
100.0
%
 
 
 
 
 
 
 
 
 
 
 
 
Weighted average rate
4.10
%
 
4.25
%
 
4.15
%
 
3.56
%
 
4.12
%
 
 


38


The following table summarizes the Bank's commercial real estate loans by state as of June 30, 2017.
 
Unpaid
 
Undisbursed
 
Gross Loan
 
Outstanding
 
 
 
% of
 
Principal
 
Amount
 
Amount
 
Commitments
 
Total
 
Total
 
(Dollars in thousands)
Texas
$
75,494

 
$
66,971

 
$
142,465

 
$
1,600

 
$
144,065

 
35.4
%
Missouri
73,806

 
60,040

 
133,846

 
995

 
134,841

 
33.1

Kansas
76,272

 

 
76,272

 

 
76,272

 
18.7

Nebraska

 

 

 
18,000

 
18,000

 
4.4

Colorado
14,837

 

 
14,837

 
1,650

 
16,487

 
4.1

Arkansas
8,076

 

 
8,076

 

 
8,076

 
2.0

California
5,617

 
883

 
6,500

 

 
6,500

 
1.6

Montana
1,462

 
1,500

 
2,962

 

 
2,962

 
0.7

 
$
255,564

 
$
129,394

 
$
384,958

 
$
22,245

 
$
407,203

 
100.0
%

The following table presents the Bank's commercial real estate loan portfolio and outstanding loan commitments, categorized by gross loan amount (unpaid principal plus undisbursed amounts) or outstanding loan commitment amount, as of June 30, 2017.
 
Count
 
Amount
 
(Dollars in thousands)
Greater than $30 million
4

 
$
157,581

>$15 to $30 million
5

 
115,028

>$10 to $15 million
3

 
37,859

>$5 to $10 million
3

 
22,799

$1 to $5 million
24

 
68,409

Less than $1 million
16

 
5,527

 
55

 
$
407,203



39



Asset Quality. The Bank's traditional underwriting guidelines have provided the Bank with generally low delinquencies and low levels of non-performing assets compared to national levels. Of particular importance is the complete and full documentation required for each loan the Bank originates, participates in or purchases. Generally, one- to four-family owner occupied loans are underwritten according to the "ability to repay" and "qualified mortgage" standards, as issued by the CFPB, with total debt-to-income ratios not exceeding 43% of the borrower's verified income. This allows the Bank to make an informed credit decision based upon a thorough assessment of the borrower's ability to repay the loan. See additional discussion regarding underwriting standards in "Part I, Item 1. Business - Lending Practices and Underwriting Standards" in the Company's Annual Report on Form 10-K for the fiscal year ended September 30, 2016.

Delinquent and non-performing loans and OREO - The following table presents the Company's 30 to 89 day delinquent loans at the dates indicated. Of the loans 30 to 89 days delinquent at June 30, 2017, approximately 78% were 59 days or less delinquent. The Bank began receiving more timely correspondent delinquent loan information from our sub-servicer during the March 31, 2017 quarter which is the primary reason for the decrease in the 30 to 89 day delinquent correspondent loan balances compared to dates prior to March 31, 2017.
 
Loans Delinquent for 30 to 89 Days at:
 
June 30,
 
March 31,
 
December 31,
 
September 30,
 
June 30,
 
2017
 
2017
 
2016
 
2016
 
2016
 
Number
 
Amount
 
Number
 
Amount
 
Number
 
Amount
 
Number
 
Amount
 
Number
 
Amount
 
(Dollars in thousands)
One- to four-family:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Originated
120
 
$
10,455

 
122
 
$
10,886

 
130
 
$
11,232

 
143

 
$
13,593

 
141

 
$
12,962

Correspondent purchased
5
 
1,278

 
4
 
739

 
17
 
7,809

 
9

 
3,329

 
10

 
2,561

Bulk purchased
15
 
2,511

 
19
 
3,527

 
26
 
4,844

 
21

 
5,008

 
27

 
4,703

Consumer:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Home equity
30
 
412

 
36
 
761

 
38
 
665

 
36

 
635

 
33

 
548

Other
5
 
14

 
7
 
34

 
7
 
17

 
5

 
62

 
11

 
55

 
175
 
$
14,670

 
188
 
$
15,947

 
218
 
$
24,567

 
214

 
$
22,627

 
222

 
$
20,829

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Loans 30 to 89 days delinquent
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
to total loans receivable, net
 
 
0.20
%
 
 
 
0.22
%
 
 
 
0.35
%
 
 
 
0.33
%
 
 
 
0.30
%

The table below presents the Company's non-performing loans and OREO at the dates indicated. Non-performing loans are loans that are 90 or more days delinquent or in foreclosure and other loans required to be reported as nonaccrual pursuant to regulatory reporting requirements, even if the loans are current. At all dates presented, there were no loans 90 or more days delinquent that were still accruing interest. Non-performing assets include non-performing loans and OREO. OREO primarily includes assets acquired in settlement of loans. Over the past 12 months, OREO properties acquired in the settlement of loans were owned by the Bank, on average, for approximately seven months before the properties were sold.

40


 
Non-Performing Loans and OREO at:
 
June 30,
 
March 31,
 
December 31,
 
September 30,
 
June 30,
 
2017
 
2017
 
2016
 
2016
 
2016
 
Number
 
Amount
 
Number
 
Amount
 
Number
 
Amount
 
Number
 
Amount
 
Number
 
Amount
 
(Dollars in thousands)
Loans 90 or More Days Delinquent or in Foreclosure:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
One- to four-family:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Originated
50

 
$
4,264

 
65

 
$
5,348

 
79

 
$
6,647

 
73

 
$
8,190

 
74

 
$
8,539

Correspondent purchased

 

 
3

 
901

 
2

 
553

 
3

 
985

 
2

 
652

Bulk purchased
18

 
4,805

 
24

 
7,097

 
27

 
7,982

 
28

 
7,323

 
32

 
8,017

Consumer:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Home equity
27

 
484

 
22

 
423

 
29

 
456

 
26

 
520

 
20

 
437

Other
2

 
10

 
3

 
7

 
7

 
18

 
5

 
9

 
6

 
17

 
97

 
9,563

 
117

 
13,776

 
144

 
15,656

 
135

 
17,027

 
134

 
17,662

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Loans 90 or more days delinquent or in foreclosure
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 as a percentage of total loans
 
 
0.13
%
 
 
 
0.19
%
 
 
 
0.22
%
 
 
 
0.24
%
 
 
 
0.24
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Nonaccrual loans less than 90 Days Delinquent:(1)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
One- to four-family:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Originated
89

 
$
9,493

 
92

 
$
10,675

 
82

 
$
11,393

 
70

 
$
8,956

 
70

 
$
6,939

Correspondent purchased
9

 
1,589

 
4

 
583

 
6

 
1,231

 
9

 
2,786

 
8

 
2,872

Bulk purchased
3

 
1,023

 
3

 
809

 
2

 
147

 
1

 
31

 

 

Consumer:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Home equity
12

 
251

 
14

 
346

 
14

 
371

 
12

 
328

 
11

 
263

Other

 

 

 

 

 

 

 

 
1

 
7

 
113

 
12,356

 
113

 
12,413

 
104

 
13,142

 
92

 
12,101

 
90

 
10,081

Total non-performing loans
210

 
21,919

 
230

 
26,189

 
248

 
28,798

 
227

 
29,128

 
224

 
27,743

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Non-performing loans as a percentage of total loans
 
 
0.30
%
 
 
 
0.36
%
 
 
 
0.41
%
 
 
 
0.42
%
 
 
 
0.41
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
OREO:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
One- to four-family:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Originated(2)
9

 
$
200

 
9

 
$
831

 
10

 
$
888

 
12

 
$
692

 
14

 
$
1,142

Correspondent purchased

 

 

 

 

 

 
1

 
499

 
1

 
499

Bulk purchased
5

 
1,671

 
6

 
1,830

 
3

 
1,196

 
4

 
1,265

 
5

 
1,413

Consumer:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Home equity
1

 
82

 

 

 

 

 

 

 

 

Other(3)

 

 

 

 
1

 
1,278

 
1

 
1,278

 
1

 
1,278

 
15

 
1,953

 
15

 
2,661

 
14

 
3,362

 
18

 
3,734

 
21

 
4,332

Total non-performing assets
225

 
$
23,872

 
245

 
$
28,850

 
262

 
$
32,160

 
245

 
$
32,862

 
245

 
$
32,075

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Non-performing assets as a percentage of total assets
 
0.26
%
 
 
 
0.31
%
 
 
 
0.35
%
 
 
 
0.35
%
 
 
 
0.35
%

41


(1)
Represents loans required to be reported as nonaccrual pursuant to regulatory reporting requirements even if the loans are current. At June 30, 2017, March 31, 2017, December 31, 2016, September 30, 2016, and June 30, 2016, this amount was comprised of $2.7 million, $2.0 million, $2.0 million, $2.3 million, and $2.8 million, respectively, of loans that were 30 to 89 days delinquent and were reported as such, and $9.7 million, $10.4 million, $11.1 million, $9.8 million, and $7.3 million, respectively, of loans that were current.
(2)
Real estate-related consumer loans where we also hold the first mortgage are included in the one- to four-family category as the underlying collateral is one- to four-family property.
(3)
Represents a single property the Bank purchased for a potential branch site. The Bank sold the property during the March 31, 2017 quarter.

Once a one- to four-family loan is generally 180 days delinquent, a new collateral value is obtained through an appraisal, less estimated selling costs and anticipated private mortgage insurance ("PMI") receipts. Any loss amounts identified as a result of this review are charged-off. At June 30, 2017, $7.4 million, or 82%, of the one- to four-family loans 90 or more days delinquent or in foreclosure had been individually evaluated for loss and any related losses have been charged-off.

The following table presents the states where the properties securing one percent or more of the total amount of our one- to four-family loans are located and the corresponding balance of loans 30 to 89 days delinquent, 90 or more days delinquent or in foreclosure, and weighted average LTV ratios for loans 90 or more days delinquent or in foreclosure at June 30, 2017. The LTV ratios were based on the current loan balance and either the lesser of the purchase price or original appraisal, or the most recent Bank appraisal, if available. At June 30, 2017, potential losses, after taking into consideration anticipated PMI proceeds and estimated selling costs, have been charged-off.
 
 
 
 
 
 
Loans 30 to 89
 
Loans 90 or More Days Delinquent
 
 
One- to Four-Family
 
Days Delinquent
 
or in Foreclosure
State
 
Amount
 
% of Total
 
Amount
 
% of Total
 
Amount
 
% of Total
 
LTV
 
 
(Dollars in thousands)
Kansas
 
$
3,714,104

 
54.5
%
 
$
8,566

 
60.1
%
 
$
4,388

 
48.4
%
 
66
%
Missouri
 
1,262,649

 
18.5

 
3,022

 
21.2

 
697

 
7.7

 
49

Texas
 
659,479

 
9.7

 
267

 
1.9

 
110

 
1.2

 
71

California
 
222,714

 
3.3

 

 

 

 

 
n/a

Tennessee
 
217,940

 
3.2

 

 

 

 

 
n/a

Alabama
 
107,752

 
1.6

 
601

 
4.2

 

 

 
n/a

Pennsylvania
 
95,027

 
1.4

 

 

 

 

 
n/a

Georgia
 
85,923

 
1.2

 
413

 
2.9

 
538

 
5.9

 
65

Oklahoma
 
70,872

 
1.0

 

 

 

 

 
n/a

North Carolina
 
67,212

 
1.0

 

 

 
464

 
5.1

 
41

Other states
 
311,319

 
4.6

 
1,375

 
9.7

 
2,872

 
31.7

 
69

 
 
$
6,814,991

 
100.0
%
 
$
14,244

 
100.0
%
 
$
9,069

 
100.0
%
 
65


TDRs - The following table presents the Company's TDRs, based on accrual status, at the dates indicated. At June 30, 2017, $13.1 million of TDRs were included in the ACL formula analysis model and $35 thousand of the ACL was related to these loans. The remaining $30.2 million of TDRs at June 30, 2017 were individually evaluated for loss and any losses have been charged-off.
 
At
 
June 30,
 
March 31,
 
December 31,
 
September 30,
 
June 30,
 
2017
 
2017
 
2016
 
2016
 
2016
 
(Dollars in thousands)
Accruing TDRs
$
27,343

 
$
26,209

 
$
22,726

 
$
23,177

 
$
21,663

Nonaccrual TDRs(1)
15,947

 
16,868

 
17,983

 
18,725

 
16,497

Total TDRs
$
43,290

 
$
43,077

 
$
40,709

 
$
41,902

 
$
38,160


(1)
Nonaccrual TDRs are included in the non-performing loan table above.


42


Allowance for credit losses and Provision for credit losses - Management maintains an ACL to absorb inherent losses in the loan portfolio based on ongoing quarterly assessments of the loan portfolio. The ACL is maintained through provisions for credit losses which are either charged to or credited to income. Our ACL methodology considers a number of factors including the trend and composition of delinquent loans, trends in foreclosed property and short sale transactions and charge-off activity, the current status and trends of local and national employment levels, trends and current conditions in the real estate and housing markets, loan portfolio growth and concentrations, industry and peer charge-off information, and certain ACL ratios. For our commercial real estate portfolio, we also consider qualitative factors such as geographic locations, property types, tenant brand name, borrowing relationships, and lending relationships in the case of participation loans, among other factors. See "Part II, Item 7 - Management's Discussion and Analysis of Financial Condition and Results of Operations - Critical Accounting Policies" and "Part II, Item 8. Financial Statements and Supplementary Data – Notes to Consolidated Financial Statements – Note 1. Summary of Significant Accounting Policies" in the Company's Annual Report on Form 10-K for the fiscal year ended September 30, 2016 for a full discussion of our ACL methodology.

The Bank did not record a provision for credit losses during the current quarter or the nine month period ended June 30, 2017 or during the quarter or nine month period ended June 30, 2016. Based on management's assessment of the ACL formula analysis model and several other factors, management determined that no provision for credit losses was necessary. Net recoveries were $39 thousand during the current quarter and net charge-offs were $54 thousand for the nine month period ended June 30, 2017. Net recoveries were $119 thousand during the prior year quarter and net charge-offs were $131 thousand for the nine month period ended June 30, 2016. At June 30, 2017, loans 30 to 89 days delinquent were 0.20% of total loans and loans 90 or more days delinquent or in foreclosure were 0.13% of total loans.


43


The distribution of our ACL at the dates indicated is summarized below. Included in bulk purchased loans are $220.7 million of loans, or 60% of the total bulk purchased loan portfolio, at June 30, 2017, for which the seller of the loans has guaranteed to repurchase or replace any delinquent loans. The Bank has not experienced any losses on loans acquired from this seller as all delinquent loans have been repurchased by this seller since the loan package was purchased in fiscal year 2012. For the $146.7 million of bulk purchased loans at June 30, 2017 that do not have the above noted guarantee, the Bank has continued to experience a reduction in loan losses due to an improvement in collateral values. A large portion of these loans were originally interest-only loans with interest-only terms up to 10 years. All of the interest-only loans are now fully amortizing loans. Our correspondent purchased loans are purchased on a loan-by-loan basis from a select group of correspondent lenders and are underwritten by the Bank's underwriters based on underwriting standards that are generally the same as for our originated loans.
 
At
 
June 30, 2017
 
September 30, 2016
 
 
 
% of ACL
 
 
 
% of
 
 
 
% of ACL
 
 
 
% of
 
Amount
 
to Total
 
Total
 
Loans to
 
Amount
 
to Total
 
Total
 
Loans to
 
of ACL
 
ACL
 
Loans
 
Total Loans
 
of ACL
 
ACL
 
Loans
 
Total Loans
 
(Dollars in thousands)
Real estate loans:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
One- to four-family:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Originated
$
3,196

 
37.6
%
 
$
4,005,081

 
55.4
%
 
$
3,892

 
45.6
%
 
$
4,005,615

 
57.6
%
Correspondent purchased
1,916

 
22.6

 
2,442,557

 
33.8

 
2,102

 
24.6

 
2,206,072

 
31.7

Bulk purchased
1,000

 
11.8

 
367,353

 
5.1

 
1,065

 
12.5

 
416,653

 
6.0

Construction
26

 
0.3

 
33,854

 
0.5

 
36

 
0.4

 
39,430

 
0.6

Total
6,138

 
72.3

 
6,848,845

 
94.8

 
7,095

 
83.1

 
6,667,770

 
95.9

Commercial:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Permanent
1,018

 
12.0

 
148,485

 
2.0

 
774

 
9.1

 
110,768

 
1.6

Construction
1,071

 
12.6

 
107,079

 
1.5

 
434

 
5.1

 
43,375

 
0.6

Total
2,089

 
24.6

 
255,564

 
3.5

 
1,208

 
14.2

 
154,143

 
2.2

Total real estate loans
8,227

 
96.9

 
7,104,409

 
98.3

 
8,303

 
97.3

 
6,821,913

 
98.1

Consumer loans:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Home equity
220

 
2.6

 
119,822

 
1.6

 
187

 
2.1

 
123,345

 
1.8

Other consumer
39

 
0.5

 
4,194

 
0.1

 
50

 
0.6

 
4,264

 
0.1

Total consumer loans
259

 
3.1

 
124,016

 
1.7

 
237

 
2.7

 
127,609

 
1.9

 
$
8,486

 
100.0
%
 
$
7,228,425

 
100.0
%
 
$
8,540

 
100.0
%
 
$
6,949,522

 
100.0
%

44


The following tables present ACL activity and related ratios at the dates and for the periods indicated. See "Note 4 - Loans Receivable and Allowance for Credit Losses" for additional information related to ACL activity by specific loan categories. Using the Bank's annualized net historical loan losses over the past five years, the Bank would have approximately 10 years of net loan loss coverage based on the ACL balance at June 30, 2017.
 
For the Three Months Ended
 
June 30, 2017
 
March 31, 2017
 
December 31, 2016
 
September 30, 2016
 
June 30, 2016
 
(Dollars in thousands)
ACL beginning balance
$
8,447

 
$
8,521

 
$
8,540

 
$
9,312

 
$
9,193

Charge-offs
(41
)
 
(82
)
 
(32
)
 
(179
)
 
(126
)
Recoveries
80

 
8

 
13

 
157

 
245

Provision for credit losses

 

 

 
(750
)
 

ACL ending balance
$
8,486

 
$
8,447

 
$
8,521

 
$
8,540

 
$
9,312

 
 
 
 
 
 
 
 
 
 
ACL to loans receivable, net at end of period
0.12
 %
 
0.12
%
 
0.12
%
 
0.12
%
 
0.14
 %
ACL to non-performing loans at end of period
38.72

 
32.25

 
29.59

 
29.32

 
33.57

Ratio of net charge-offs (recoveries) during the
 
 
 
 
 
 
 
 
 
period to average loans outstanding

 

 

 

 

Ratio of net charge-offs (recoveries) during the
 
 
 
 
 
 
 
 
 
period to average non-performing assets
(0.15
)
 
0.24

 
0.06

 
0.07

 
(0.38
)
ACL to net charge-offs (annualized)
N/M(1)

 
28.6x

 
111.5x

 
95.6x

 
N/M(1)


(1)
The ACL coverage ratio is not presented for the time periods noted due to loan recoveries exceeding loan charge-offs during these periods.

 
For the Nine Months Ended
 
June 30, 2017
 
June 30, 2016
 
(Dollars in thousands)
ACL beginning balance
$
8,540

 
$
9,443

Charge-offs
(155
)
 
(451
)
Recoveries
101

 
320

Provision for credit losses

 

ACL ending balance
$
8,486

 
$
9,312

 
 
 
 
Ratio of net charge-offs during the period to
 
 
 
average loans outstanding during the period
%
 
%
Ratio of net charge-offs during the period to
 
 
 
average non-performing assets during the period
0.19

 
0.42

ACL to net charge-offs (annualized)
118.3x

 
53.4x


45


Securities. The following table presents the distribution of our securities portfolio, at amortized cost, at the dates indicated. Overall, fixed-rate securities comprised 75% of our securities portfolio at June 30, 2017. The weighted average life ("WAL") is the estimated remaining maturity (in years) after three-month historical prepayment speeds and projected call option assumptions have been applied. Weighted average yields on tax-exempt securities are not calculated on a fully taxable equivalent basis.
 
June 30, 2017
 
March 31, 2017
 
September 30, 2016
 
Amount
 
Yield
 
WAL
 
Amount
 
Yield
 
WAL
 
Amount
 
Yield
 
WAL
 
(Dollars in thousands)
Fixed-rate securities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
MBS
$
682,062

 
2.16
%
 
3.0

 
$
731,990

 
2.17
%
 
3.0

 
$
836,852

 
2.16
%
 
2.9

GSE debentures
296,283

 
1.25

 
1.4

 
296,266

 
1.25

 
1.7

 
346,226

 
1.15

 
0.9

Municipal bonds
29,220

 
1.65

 
2.2

 
30,826

 
1.62

 
2.3

 
33,303

 
1.69

 
2.4

Total fixed-rate securities
1,007,565

 
1.87

 
2.5

 
1,059,082

 
1.90

 
2.6

 
1,216,381

 
1.86

 
2.3

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjustable-rate securities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
MBS
328,416

 
2.49

 
4.8

 
351,243

 
2.42

 
5.6

 
400,161

 
2.25

 
4.7

Trust preferred securities
2,074

 
2.50

 
20.0

 
2,080

 
2.39

 
20.2

 
2,123

 
2.11

 
20.7

Total adjustable-rate securities
330,490

 
2.49

 
4.9

 
353,323

 
2.42

 
5.7

 
402,284

 
2.24

 
4.8

Total securities portfolio
$
1,338,055

 
2.03

 
3.1

 
$
1,412,405

 
2.03

 
3.4

 
$
1,618,665

 
1.95

 
2.9



The following table presents the carrying value of MBS in our portfolio by issuer at the dates presented.
 
June 30, 2017
 
March 31, 2017
 
September 30, 2016
 
(Dollars in thousands)
Federal National Mortgage Association ("FNMA")
$
620,741

 
$
664,251

 
$
752,141

Federal Home Loan Mortgage Corporation ("FHLMC")
330,101

 
356,029

 
413,458

Government National Mortgage Association
66,303

 
70,590

 
80,479

 
$
1,017,145

 
$
1,090,870

 
$
1,246,078


46


Mortgage-Backed Securities - The balance of MBS, which primarily consists of securities of U.S. GSEs, decreased $228.9 million, from $1.25 billion at September 30, 2016, to $1.02 billion at June 30, 2017. The following tables summarize the activity in our portfolio of MBS for the periods presented. The weighted average yields and WALs for purchases are presented as recorded at the time of purchase. The weighted average yields for the beginning balances are as of the last day of the period previous to the period presented and the weighted average yields for the ending balances are as of the last day of the period presented and are generally derived from recent prepayment activity on the securities in the portfolio as of the dates presented. The beginning and ending WAL is the estimated remaining principal repayment term (in years) after three-month historical prepayment speeds have been applied.

 
For the Three Months Ended
 
June 30, 2017
 
March 31, 2017
 
December 31, 2016
 
September 30, 2016
 
Amount
 
Yield
 
WAL
 
Amount
 
Yield
 
WAL
 
Amount
 
Yield
 
WAL
 
Amount
 
Yield
 
WAL
 
(Dollars in thousands)
Beginning balance - carrying value
$
1,090,870

 
2.25
%
 
3.9

 
$
1,166,326

 
2.18
%
 
3.5

 
$
1,246,078

 
2.19
%
 
3.5

 
$
1,344,481

 
2.21
%
 
3.9

Maturities and repayments
(71,763
)
 
 
 
 
 
(73,801
)
 
 
 
 
 
(88,564
)
 
 
 
 
 
(96,320
)
 
 
 
 
Net amortization of (premiums)/discounts
(992
)
 
 
 
 
 
(1,015
)
 
 
 
 
 
(1,290
)
 
 
 
 
 
(1,345
)
 
 
 
 
Purchases:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fixed

 

 

 

 

 

 
10,890

 
1.99

 
3.8

 

 

 

Change in valuation on AFS securities
(970
)
 
 
 
 
 
(640
)
 
 
 
 
 
(788
)
 
 
 
 
 
(738
)
 
 
 
 
Ending balance - carrying value
$
1,017,145

 
2.26

 
3.6

 
$
1,090,870

 
2.25

 
3.9

 
$
1,166,326

 
2.18

 
3.5

 
$
1,246,078

 
2.19

 
3.5

 
For the Nine Months Ended
 
June 30, 2017
 
June 30, 2016
 
Amount
 
Yield
 
WAL
 
Amount
 
Yield
 
WAL
 
(Dollars in thousands)
Beginning balance - carrying value
$
1,246,078

 
2.19
%
 
3.5

 
$
1,462,539

 
2.24
%
 
3.8

Maturities and repayments
(234,128
)
 
 
 
 
 
(254,670
)
 
 
 
 
Net amortization of (premiums)/discounts
(3,297
)
 
 
 
 
 
(3,666
)
 
 
 
 
Purchases:
 
 
 
 
 
 
 
 
 
 
 
Fixed
10,890

 
1.99

 
3.8

 
42,827

 
1.83

 
4.1

Adjustable

 

 

 
100,133

 
2.02

 
5.4

Change in valuation on AFS securities
(2,398
)
 
 
 
 
 
(2,682
)
 
 
 
 
Ending balance - carrying value
$
1,017,145

 
2.26

 
3.6

 
$
1,344,481

 
2.21

 
3.9


47


Investment Securities - Investment securities, which consist of U.S. GSE debentures (primarily issued by FNMA, FHLMC, or Federal Home Loan Banks) and municipal investments, decreased $55.3 million, from $382.1 million at September 30, 2016, to $326.8 million at June 30, 2017. The following tables summarize the activity of investment securities for the periods presented. The weighted average yields and WALs for purchases are presented as recorded at the time of purchase. The weighted average yields for the beginning balances are as of the last day of the period previous to the period presented and the weighted average yields for the ending balances are as of the last day of the period presented. The beginning and ending WALs represent the estimated remaining principal repayment terms (in years) of the securities after projected call dates have been considered, based upon market rates at each date presented.
 
For the Three Months Ended
 
June 30, 2017
 
March 31, 2017
 
December 31, 2016
 
September 30, 2016
 
Amount
 
Yield
 
WAL
 
Amount
 
Yield
 
WAL
 
Amount
 
Yield
 
WAL
 
Amount
 
Yield
 
WAL
 
(Dollars in thousands)
Beginning balance - carrying value
$
328,323

 
1.29
%
 
1.9

 
$
355,681

 
1.27
%
 
2.0

 
$
382,097

 
1.20
%
 
1.2

 
$
510,745

 
1.21
%
 
1.1

Maturities and calls
(1,538
)
 
 
 
 
 
(28,863
)
 
 
 
 
 
(50,019
)
 
 
 
 
 
(127,923
)
 
 
 
 
Net amortization of (premiums)/discounts
(57
)
 
 
 
 
 
(61
)
 
 
 
 
 
(72
)
 
 
 
 
 
(9
)
 
 
 
 
Purchases:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fixed

 

 

 
1,535

 
1.30

 
3.4

 
25,000

 
1.70

 
4.0

 

 

 

Change in valuation on AFS securities
58

 
 
 
 
 
31

 
 
 
 
 
(1,325
)
 
 
 
 
 
(716
)
 
 
 
 
Ending balance - carrying value
$
326,786

 
1.29

 
1.6

 
$
328,323

 
1.29

 
1.9

 
$
355,681

 
1.27

 
2.0

 
$
382,097

 
1.20

 
1.2

 
For the Nine Months Ended
 
June 30, 2017
 
June 30, 2016
 
Amount
 
Yield
 
WAL
 
Amount
 
Yield
 
WAL
 
(Dollars in thousands)
Beginning balance - carrying value
$
382,097

 
1.20
%
 
1.2

 
$
566,754

 
1.19
%
 
1.8

Maturities and calls
(80,420
)
 
 
 
 
 
(157,229
)
 
 
 
 
Net amortization of (premiums)/discounts
(190
)
 
 
 
 
 
(322
)
 
 
 
 
Purchases:
 
 
 
 
 
 
 
 
 
 
 
Fixed
26,535

 
1.68

 
4.0

 
101,359

 
1.09

 
0.8

Change in valuation on AFS securities
(1,236
)
 
 
 
 
 
183

 
 
 
 
Ending balance - carrying value
$
326,786

 
1.29

 
1.6

 
$
510,745

 
1.21

 
1.1



48


Liabilities. Total liabilities were $7.74 billion at June 30, 2017 compared to $7.87 billion at September 30, 2016. FHLB borrowings decreased $198.9 million, to $2.17 billion at June 30, 2017, as certain maturing FHLB advances were not replaced. Cash flows from the deposit portfolio and securities portfolio, along with excess operating cash, were used to pay off the maturing FHLB advances. Deposits increased $103.7 million, to $5.27 billion at June 30, 2017, due largely to an increase in non-maturity retail deposits.

Deposits - Deposits were $5.27 billion at June 30, 2017 compared to $5.16 billion at September 30, 2016. We continue to be competitive on deposit rates and, in some cases, our offer rates for longer-term certificates of deposit have been higher than peers. Offering competitive rates on longer-term certificates of deposit has been an on-going balance sheet strategy by management in anticipation of higher interest rates. If short-term interest rates continue to rise, our customers may move funds from their checking, savings and money market accounts to higher yielding deposit products within the Bank or withdraw their funds from these accounts, including certificates of deposit, to invest in higher yielding investments outside of the Bank.

The following table presents the amount, weighted average rate and percent of total for the components of our deposit portfolio at the dates presented.
 
June 30, 2017
 
March 31, 2017
 
September 30, 2016
 
 
 
 
 
% of
 
 
 
 
 
% of
 
 
 
 
 
% of
 
Amount
 
Rate
 
 Total
 
Amount
 
Rate
 
 Total
 
Amount
 
Rate
 
 Total
 
(Dollars in thousands)
Non-interest-bearing checking
$
244,037

 
%
 
4.6
%
 
$
240,061

 
%
 
4.6
%
 
$
217,009

 
%
 
4.2
%
Interest-bearing checking
627,905

 
0.05

 
11.9

 
646,634

 
0.05

 
12.3

 
597,319

 
0.05

 
11.6

Savings
354,289

 
0.24

 
6.8

 
353,676

 
0.22

 
6.7

 
335,426

 
0.17

 
6.5

Money market
1,217,580

 
0.24

 
23.1

 
1,219,499

 
0.24

 
23.1

 
1,186,132

 
0.24

 
23.0

Retail certificates of deposit
2,432,867

 
1.48

 
46.2

 
2,461,838

 
1.46

 
46.7

 
2,458,160

 
1.43

 
47.6

Public units
391,007

 
1.08

 
7.4

 
347,526

 
0.83

 
6.6

 
369,972

 
0.70

 
7.1

 
$
5,267,685

 
0.84

 
100.0
%
 
$
5,269,234

 
0.81

 
100.0
%
 
$
5,164,018

 
0.80

 
100.0
%

The following tables set forth scheduled maturity information for our certificates of deposit, along with associated weighted average rates, at June 30, 2017.
 
 
Amount Due
 
 
 
 
 
 
More than
 
More than
 
 
 
 
 
 
 
 
1 year
 
1 year to
 
2 years to 3
 
More than
 
Total
 
 
Rate range
 
or less
 
2 years
 
years
 
3 years
 
Amount
 
Rate
 
 
(Dollars in thousands)
 
 
0.00 – 0.99%
 
$
641,523

 
$
92,897

 
$
359

 
$

 
$
734,779

 
0.75
%
1.00 – 1.99%
 
559,682

 
444,901

 
486,754

 
433,813

 
1,925,150

 
1.62

2.00 – 2.99%
 
166

 
1,335

 
162,332

 

 
163,833

 
2.24

3.00 – 3.99%
 
112

 

 

 

 
112

 
3.06

 
 
$
1,201,483

 
$
539,133

 
$
649,445

 
$
433,813

 
$
2,823,874

 
1.43

 
 
 
 
 
 
 
 
 
 
 
 
 
Percent of total
 
42.5
%
 
19.1
%
 
23.0
%
 
15.4
%
 
 
 
 
Weighted average rate
 
1.03

 
1.42

 
1.85

 
1.91

 
 
 
 
Weighted average maturity (in years)
 
0.4

 
1.5

 
2.5

 
3.8

 
1.6

 
 
Weighted average maturity for the retail certificate of deposit portfolio (in years)
 
 
 
1.8

 
 


49


 
Amount Due
 
 
 
 
 
Over
 
Over
 
 
 
 
 
3 months
 
3 to 6
 
6 to 12
 
Over
 
 
 
or less
 
months
 
months
 
12 months
 
Total
 
(Dollars in thousands)
Retail certificates of deposit less than $100,000
$
169,970

 
$
174,022

 
$
286,301

 
$
880,974

 
$
1,511,267

Retail certificates of deposit of $100,000 or more
82,682

 
76,467

 
130,523

 
631,928

 
921,600

Public unit deposits of $100,000 or more
148,654

 
75,381

 
57,483

 
109,489

 
391,007

 
$
401,306

 
$
325,870

 
$
474,307

 
$
1,622,391

 
$
2,823,874


Borrowings - The following tables present borrowing activity for the periods shown. The borrowings presented in the table have original contractual terms of one year or longer. FHLB advances are presented at par. The weighted average effective rate includes the impact of the amortization of deferred prepayment penalties resulting from FHLB advances previously prepaid. Rates on new borrowings are fixed-rate. The weighted average maturity ("WAM") is the remaining weighted average contractual term in years. The beginning and ending WAMs represent the remaining maturity at each date presented. For new borrowings, the WAMs presented are as of the date of issue.
 
For the Three Months Ended
 
June 30, 2017
 
March 31, 2017
 
December 31, 2016
 
September 30, 2016
 
 
 
Effective
 
 
 
 
 
Effective
 
 
 
 
 
Effective
 
 
 
 
 
Effective
 
 
 
Amount
 
Rate
 
WAM
 
Amount
 
Rate
 
WAM
 
Amount
 
Rate
 
WAM
 
Amount
 
Rate
 
WAM
 
(Dollars in thousands)
Beginning balance
$
2,475,000

 
2.35
%
 
2.5

 
$
2,475,000

 
2.35
%
 
2.7

 
$
2,575,000

 
2.29
%
 
2.9

 
$
2,675,000

 
2.24
%
 
3.0

Maturities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
FHLB advances
(300,000
)
 
3.24

 
 
 

 

 
 
 
(100,000
)
 
0.78

 
 
 
(100,000
)
 
0.83

 
 
Ending balance
$
2,175,000

 
2.23

 
2.5

 
$
2,475,000

 
2.35

 
2.5

 
$
2,475,000

 
2.35

 
2.7

 
$
2,575,000

 
2.29

 
2.9

 
For the Nine Months Ended
 
June 30, 2017
 
June 30, 2016
 
 
 
Effective
 
 
 
 
 
Effective
 
 
 
Amount
 
Rate
 
WAM
 
Amount
 
Rate
 
WAM
 
(Dollars in thousands)
Beginning balance
$
2,575,000

 
2.29
%
 
2.9

 
$
2,775,000

 
2.29
%
 
3.3

Maturities:
 
 
 
 
 
 
 
 
 
 
FHLB advances
(400,000
)
 
2.62

 
 
 
(300,000
)
 
2.35

 
 
New borrowings:
 
 
 
 
 
 
 
 
 
 
 
FHLB advances

 

 

 
200,000

 
1.64

 
5.0

Ending balance
$
2,175,000

 
2.23

 
2.5

 
$
2,675,000

 
2.24

 
3.0


50


Maturities - The following table presents the maturity of term borrowings (including FHLB advances, at par, and repurchase agreements), along with associated weighted average contractual and effective rates as of June 30, 2017. During the current quarter, a $100.0 million advance with an effective rate of 3.23% matured and was not replaced. Additionally, a $200.0 million FHLB advance with an effective rate of 3.24% matured and was replaced by FHLB advances with terms of 14 days or less, which are included in fiscal year 2017 in the table below. Subsequent to June 30, 2017, the Bank replaced the advances with a $100.0 million 36-month fixed-rate advance at a rate of 1.85%, and a $100.0 million 12-month adjustable-rate advance at a rate of 1.27%. The Bank then entered into an interest rate swap with a notional amount of $100.0 million in order to hedge the variability in cash flows associated with the 12-month adjustable-rate advance, resulting in an effective cost of 2.14% for this borrowing. The weighted average effective rate of the term borrowings portfolio, adjusted for the activity that occurred subsequent to June 30, 2017, was 2.21%.
 
 
FHLB
 
Repurchase
 
 
 
 
 
 
Maturity by
 
Advances
 
Agreements
 
Total
 
Contractual
 
Effective
Fiscal Year
 
Amount
 
Amount
 
Amount
 
Rate
 
Rate(1)
 
 
(Dollars in thousands)
 
 
 
 
2017
 
$
300,000

 
$

 
$
300,000

 
1.87
%
 
1.87
%
2018
 
375,000

 
100,000

 
475,000

 
2.35

 
2.64

2019
 
400,000

 

 
400,000

 
1.62

 
1.62

2020
 
250,000

 
100,000

 
350,000

 
2.18

 
2.18

2021
 
550,000

 

 
550,000

 
2.27

 
2.27

2022
 
200,000

 

 
200,000

 
2.23

 
2.23

2023
 
100,000

 

 
100,000

 
1.82

 
1.82

 
 
$
2,175,000

 
$
200,000

 
$
2,375,000

 
2.09

 
2.15


(1)
The effective rate includes the impact of the amortization of deferred prepayment penalties resulting from FHLB advances previously prepaid.

The following table presents the maturity and weighted average repricing rate, which is also the weighted average effective rate, of certificates of deposit, split between retail and public unit amounts, and term borrowings for the next four quarters as of June 30, 2017. The FHLB advances at June 30, 2017 with terms of 14 days or less are included in the September 30, 2017 period in the table below.
 
 
Retail
 
 
 
Public Unit
 
 
 
Term
 
 
 
 
 
 
Maturity by
 
Certificate
 
Repricing
 
Deposit
 
Repricing
 
Borrowings
 
Repricing
 
 
 
Repricing
Quarter End
 
Amount
 
Rate
 
Amount
 
Rate
 
Amount
 
Rate
 
Total
 
Rate
 
 
(Dollars in thousands)
September 30, 2017
 
$
252,652

 
1.03
%
 
$
148,654

 
0.88
%
 
$
300,000

 
1.87
%
 
$
701,306

 
1.36
%
December 31, 2017
 
250,489

 
1.02

 
75,381

 
0.97

 
200,000

 
2.94

 
525,870

 
1.74

March 31, 2018
 
214,355

 
1.12

 
30,962

 
1.11

 

 

 
245,317

 
1.12

June 30, 2018
 
202,469

 
1.06

 
26,521

 
1.22

 
100,000

 
2.82

 
328,990

 
1.61

 
 
$
919,965

 
1.05

 
$
281,518

 
0.96

 
$
600,000

 
2.39

 
$
1,801,483

 
1.48



51


Stockholders' Equity. Stockholders' equity was $1.36 billion at June 30, 2017 compared to $1.39 billion at September 30, 2016. The $34.0 million decrease was due primarily to the payment of $106.6 million in cash dividends, partially offset by net income of $63.5 million. The cash dividends paid during the current year nine month period totaled $0.795 per share and consisted of a $0.29 per share cash true-up dividend related to fiscal year 2016 earnings per the Company's dividend policy, a $0.25 per share True Blue Capitol dividend, and three regular quarterly cash dividends totaling $0.255 per share. On July 19, 2017, the Company announced a regular quarterly cash dividend of $0.085 per share, or approximately $11.4 million, payable on August 18, 2017 to stockholders of record as of the close of business on August 4, 2017.

At June 30, 2017, Capitol Federal Financial, Inc., at the holding company level, had $108.3 million on deposit at the Bank. For fiscal year 2017, it is the intent of the Board of Directors and management to continue with the payout of 100% of the Company's earnings to its stockholders. Dividend payments depend upon a number of factors including the Company's financial condition and results of operations, regulatory capital requirements, regulatory limitations on the Bank's ability to make capital distributions to the Company, and the amount of cash at the holding company.

Capitol Federal Financial, Inc. works to find multiple ways to provide stockholder value. Primarily this has been through stock buybacks and the payment of cash dividends. The Company has maintained a dividend policy of paying out 100% of its earnings to stockholders in the form of quarterly cash dividends and an annual true-up dividend in December of each year. In addition, due to the excess capital levels at the Company and the Bank, the Company has paid out a True Blue dividend of $0.25 cash per share in June of each of the past four years and in December prior to that. The Company considers various business strategies and their impact on capital and asset measures on both a current and future basis, as well as regulatory considerations, in determining the amount, if any, and timing of the True Blue dividend. Management currently considers a ten-percent equity-to-assets ratio at the Bank as an appropriate level of capital given the interest rate risk the Bank takes.
The following table presents regular quarterly dividends and special dividends paid in calendar years 2017, 2016, and 2015. The amounts represent cash dividends paid during each period. For the quarter ending September 30, 2017, the amount presented represents the dividend payable on August 18, 2017 to stockholders of record as of August 4, 2017.
 
Calendar Year
 
2017
 
2016
 
2015
 
Amount
 
Per Share
 
Amount
 
Per Share
 
Amount
 
Per Share
 
(Dollars in thousands, except per share amounts)
Regular quarterly dividends paid
 
 
 
 
 
 
 
 
 
 
 
Quarter ended March 31
$
11,386

 
$
0.085

 
$
11,305

 
$
0.085

 
$
11,592

 
$
0.085

Quarter ended June 30
11,409

 
0.085

 
11,314

 
0.085

 
11,585

 
0.085

Quarter ended September 30
11,410

 
0.085

 
11,323

 
0.085

 
11,385

 
0.085

Quarter ended December 31

 

 
11,363

 
0.085

 
11,303

 
0.085

True-up dividends paid

 

 
38,835

 
0.290

 
33,248

 
0.250

True Blue dividends paid
33,559

 
0.250

 
33,274

 
0.250

 
33,924

 
0.250

Calendar year-to-date dividends paid
$
67,764

 
$
0.505

 
$
117,414

 
$
0.880

 
$
113,037

 
$
0.840


In October 2015, the Company announced a stock repurchase plan for up to $70.0 million of common stock. It is anticipated that shares will be purchased from time to time based upon market conditions and available liquidity. There is no expiration for this repurchase plan and no shares have been repurchased under this repurchase plan.


52


Operating Results
The following table presents selected income statement and other information for the quarters indicated.
 
For the Three Months Ended
 
June 30,
 
March 31,
 
December 31,
 
September 30,
 
June 30,
 
2017
 
2017
 
2016
 
2016
 
2016
 
(Dollars in thousands, except per share data)
Interest and dividend income:
 
 
 
 
 
 
 
 
 
Loans receivable
$
64,013

 
$
63,106

 
$
61,945

 
$
61,516

 
$
60,840

MBS
5,821

 
6,191

 
6,362

 
6,860

 
7,401

Cash and cash equivalents
5,619

 
4,132

 
2,969

 
2,774

 
2,730

FHLB stock
3,114

 
3,100

 
2,939

 
3,044

 
3,050

Investment securities
1,063

 
1,131

 
1,107

 
1,401

 
1,506

Total interest and dividend income
79,630

 
77,660

 
75,322

 
75,595

 
75,527

 
 
 
 
 
 
 
 
 
 
Interest expense:
 
 
 
 
 
 
 
 
 
FHLB borrowings
17,884

 
16,771

 
16,117

 
16,262

 
16,361

Deposits
10,895

 
10,364

 
10,396

 
10,098

 
9,749

Repurchase agreements
1,487

 
1,471

 
1,503

 
1,503

 
1,487

Total interest expense
30,266

 
28,606

 
28,016

 
27,863

 
27,597

 
 
 
 
 
 
 
 
 
 
Net interest income
49,364

 
49,054

 
47,306

 
47,732

 
47,930

 
 
 
 
 
 
 
 
 
 
Provision for credit losses

 

 

 
(750
)
 

 
 
 
 
 
 
 
 
 
 
Net interest income
 
 
 
 
 
 
 
 
 
(after provision for credit losses)
49,364

 
49,054

 
47,306

 
48,482

 
47,930

 
 
 
 
 
 
 
 
 
 
Non-interest income
5,460

 
5,573

 
5,268

 
5,691

 
5,429

Non-interest expense
22,645

 
21,937

 
21,597

 
23,962

 
23,327

Income tax expense
10,809

 
11,103

 
10,399

 
9,513

 
9,481

Net income
$
21,370

 
$
21,587

 
$
20,578

 
$
20,698

 
$
20,551

 
 
 
 
 
 
 
 
 
 
Efficiency ratio
41.30
%
 
40.16
%
 
41.08
%
 
44.85
%
 
43.72
%
 
 
 
 
 
 
 
 
 
 
Basic EPS
$
0.16

 
$
0.16

 
$
0.15

 
$
0.16

 
$
0.15

Diluted EPS
0.16

 
0.16

 
0.15

 
0.16

 
0.15





53


Comparison of Operating Results for the Nine Months Ended June 30, 2017 and 2016

The Company recognized net income of $63.5 million, or $0.47 per share, for the nine month period ended June 30, 2017, an increase of $739 thousand, or 1.2%, from the nine month period ended June 30, 2016. Net income attributable to the leverage strategy was $2.2 million during the current year nine month period, compared to $1.7 million for the prior year nine month period.

The net interest margin increased three basis points, from 1.75% for the prior year nine month period to 1.78% for the current year nine month period. Excluding the effects of the leverage strategy, the net interest margin would have increased two basis points, from 2.11% for the prior year nine month period to 2.13% for the current year nine month period. The increase in the net interest margin was due mainly to a shift in the mix of interest-earning assets from relatively lower yielding securities to higher yielding loans, partially offset by a decrease in the weighted average yield on loans. Additionally, the positive impact of the decrease in interest expense on borrowings not related to the leverage strategy was more than offset by an increase in interest expense on deposits.

The Company's efficiency ratio was 40.84% for the current year nine month period compared to 43.40% for the prior year nine month period. The change in the efficiency ratio was due primarily to lower non-interest expense in the current year nine month period compared to the prior year nine month period. The efficiency ratio is a measure of a financial institution's total non-interest expense as a percentage of the sum of net interest income (pre-provision for credit losses) and non-interest income. A lower value indicates that the financial institution is generating revenue with a proportionally lower level of expense.

Interest and Dividend Income
The weighted average yield on total interest-earning assets increased 10 basis points, from 2.74% for the prior year nine month period to 2.84% for the current year nine month period, while the average balance of interest-earning assets decreased $68.4 million from the prior year nine month period. Absent the impact of the leverage strategy, the weighted average yield on total interest-earning assets would have increased four basis points, from 3.21% for the prior year nine month period to 3.25% for the current year nine month period, while the average balance would have decreased $37.5 million. The following table presents the components of interest and dividend income for the time periods presented along with the change measured in dollars and percent.
 
For the Nine Months Ended
 
 
 
 
 
June 30,
 
Change Expressed in:
 
2017
 
2016
 
Dollars
 
Percent
 
(Dollars in thousands)
 
 
INTEREST AND DIVIDEND INCOME:
 
 
 
 
 
 
 
Loans receivable
$
189,064

 
$
181,795

 
$
7,269

 
4.0
 %
MBS
18,374

 
22,934

 
(4,560
)
 
(19.9
)
Cash and cash equivalents
12,720

 
7,057

 
5,663

 
80.2

FHLB stock
9,153

 
9,208

 
(55
)
 
(0.6
)
Investment securities
3,301

 
4,524

 
(1,223
)
 
(27.0
)
Total interest and dividend income
$
232,612

 
$
225,518

 
$
7,094

 
3.1


The increase in interest income on loans receivable was due to a $404.3 million increase in the average balance of the portfolio, partially offset by a seven basis point decrease in the weighted average yield on the portfolio to 3.54% for the current year nine month period. Loan growth was funded through cash flows from the securities portfolio. The decrease in the weighted average yield was due primarily to endorsements and refinances repricing loans to lower market rates, the origination and purchase of loans at rates lower than the overall loan portfolio rate at certain points during each time period, and an increase in the amortization of premiums related to correspondent loans.

The decrease in interest income on the MBS portfolio was due primarily to a $265.8 million decrease in the average balance of the portfolio as cash flows not reinvested were used to fund loan growth. Additionally, the weighted average yield on the MBS portfolio decreased two basis points, from 2.20% during the prior year nine month period to 2.18% for the current year nine month period. The decrease in the weighted average yield was due to an increase in the impact of net premium amortization. Net premium amortization of $3.3 million during the current year nine month period decreased the weighted average yield on the portfolio by 39 basis points. During the prior year nine month period, $3.7 million of net premiums were amortized, which decreased the weighted average yield on the portfolio by 35 basis points.

The increase in interest income on cash and cash equivalents was due to a 36 basis point increase in the weighted average yield resulting from an increase in the yield earned on balances held at the Federal Reserve Bank.


54


The decrease in interest income on investment securities was due to a $151.8 million decrease in the average balance. Cash flows not reinvested in the portfolio were used to fund loan growth.

Interest Expense
The weighted average rate paid on total interest-bearing liabilities increased eight basis points, from 1.11% for the prior year nine month period to 1.19% for the current year nine month period, while the average balance of interest-bearing liabilities decreased $44.8 million from the prior year nine month period. Absent the impact of the leverage strategy, the weighted average rate paid on total interest-bearing liabilities would have increased two basis points, from 1.28% for the prior year nine month period to 1.30% for the current year nine month period, while the average balance of interest-bearing liabilities would have decreased $13.9 million. The following table presents the components of interest expense for the time periods presented, along with the change measured in dollars and percent.
 
For the Nine Months Ended 
 
 
 
 
 
June 30,
 
Change Expressed in:
 
2017
 
2016
 
Dollars
 
Percent
 
(Dollars in thousands)
 
 
INTEREST EXPENSE:
 
 
 
 
 
 
 
FHLB borrowings
$
50,772

 
$
48,829

 
$
1,943

 
4.0
 %
Deposits
31,655

 
27,761

 
3,894

 
14.0

Repurchase agreements
4,461

 
4,478

 
(17
)
 
(0.4
)
Total interest expense
$
86,888

 
$
81,068

 
$
5,820

 
7.2


The table above includes interest expense on FHLB borrowings both associated and not associated with the leverage strategy. Interest expense on FHLB borrowings not related to the leverage strategy decreased $2.9 million from the prior year nine month period due to a $218.2 million decrease in the average balance of the portfolio as a result of not replacing all of the advances that matured between periods. Funds generated from deposit growth were largely used to pay off the maturing advances. The weighted average rate paid on FHLB borrowings not related to the leverage strategy increased four basis points, to 2.27% for the current year nine month period, due primarily to maturing advances having a lower rate than the overall advance portfolio rate. Interest expense on FHLB borrowings associated with the leverage strategy increased $4.8 million from the prior year nine month period due to a 33 basis point increase in the weighted average rate paid as a result of an increase in interest rates between periods.

The increase in interest expense on deposits was due primarily to a seven basis point increase in the weighted average rate, to 0.81% for the current year nine month period, along with growth in the portfolio. The increase in the weighted average rate was primarily related to the retail certificate of deposit portfolio, which increased 10 basis points to 1.44% for the current year nine month period. The average balance of the deposit portfolio increased $204.3 million during the current year nine month period, with the majority of the increase in the retail deposit portfolio.

Provision for Credit Losses
The Bank did not record a provision for credit losses during the current year nine month period or the prior year nine month period. Based on management's assessment of the ACL formula analysis model and several other factors, it was determined that no provision for credit losses was necessary. Net loan charge-offs were $54 thousand during the current year nine month period compared to $131 thousand during the prior year nine month period. At June 30, 2017, loans 30 to 89 days delinquent were 0.20% of total loans and loans 90 or more days delinquent or in foreclosure were 0.13% of total loans.


55


Non-Interest Income
The following table presents the components of non-interest income for the time periods presented, along with the change measured in dollars and percent.
 
For the Nine Months Ended 
 
 
 
 
 
June 30,
 
Change Expressed in:
 
2017
 
2016
 
Dollars
 
Percent
 
(Dollars in thousands)
 
 
NON-INTEREST INCOME:
 
 
 
 
 
 
 
Retail fees and charges
$
11,123

 
$
11,097

 
$
26

 
0.2
 %
Income from BOLI
1,669

 
2,810

 
(1,141
)
 
(40.6
)
Other non-interest income
3,509

 
3,714

 
(205
)
 
(5.5
)
Total non-interest income
$
16,301

 
$
17,621

 
$
(1,320
)
 
(7.5
)

The decrease in income from BOLI was due mainly to the receipt of a death benefit during the prior year nine month period and no such death benefit in the current year nine month period.

Non-Interest Expense
The following table presents the components of non-interest expense for the time periods presented, along with the change measured in dollars and percent.
 
For the Nine Months Ended 
 
 
 
 
 
June 30,
 
Change Expressed in:
 
2017
 
2016
 
Dollars
 
Percent
 
(Dollars in thousands)
 
 
NON-INTEREST EXPENSE:
 
 
 
 
 
 
 
Salaries and employee benefits
$
32,388

 
$
31,604

 
$
784

 
2.5
 %
Information technology and communications
8,524

 
7,883

 
641

 
8.1

Occupancy, net
8,098

 
7,894

 
204

 
2.6

Regulatory and outside services
3,994

 
4,000

 
(6
)
 
(0.2
)
Deposit and loan transaction costs
3,918

 
4,119

 
(201
)
 
(4.9
)
Advertising and promotional
3,275

 
3,190

 
85

 
2.7

Federal insurance premium
2,651

 
4,158

 
(1,507
)
 
(36.2
)
Office supplies and related expense
1,470

 
2,016

 
(546
)
 
(27.1
)
Low income housing partnerships

 
2,815

 
(2,815
)
 
(100.0
)
Other non-interest expense
1,861

 
2,664

 
(803
)
 
(30.1
)
Total non-interest expense
$
66,179

 
$
70,343

 
$
(4,164
)
 
(5.9
)

The increase in salaries and employee benefits was due primarily to an increase in employee health care costs. The increase in information technology and communications was due largely to software licensing and communication network expenses. The decrease in federal insurance premiums was due primarily to a decrease in the Federal Deposit Insurance Corporation ("FDIC") base assessment rate effective July 1, 2016. The decrease in office supplies and related expense was due primarily to lower debit card expenses compared to the prior year nine month period, during which time the Bank began issuing debit cards enabled with chip card technology. The decrease in low income housing partnerships expense was due to a change in the Bank's method of accounting for those investments. The Bank had been accounting for these partnerships using the equity method of accounting as two of the Bank's officers were involved in the operational management of the low income housing partnership investment group. Effective September 30, 2016, those two Bank officers discontinued their involvement in the operational management of the investment group. On October 1, 2016, the Bank began using the proportional method of accounting for those investments rather than the equity method. As a result, the Bank no longer reports low income housing partnership expenses in non-interest expense; rather, the pretax operating losses and related tax benefits from the investments are reported as a component of income tax expense. The decrease in other non-interest expense was due mainly to a decrease in OREO operations expense, along with lower deposit account charge-offs related to debit card fraud in the current year nine month period.


56


Income Tax Expense
Income tax expense was $32.3 million for the current year nine month period compared to $28.9 million for the prior year nine month period. The effective tax rate for the current year nine month period was 33.7% compared to 31.5% for the prior year nine month period. The increase in effective tax rate was due mainly to the change in accounting method for low income housing partnerships as discussed above. Management anticipates the effective tax rate for fiscal year 2017 will be approximately 34%, based on fiscal year 2017 estimates as of June 30, 2017.

Average Balance Sheet
The following table presents the average balances of our assets, liabilities, and stockholders' equity, and the related annualized weighted average yields and rates on our interest-earning assets and interest-bearing liabilities for the periods indicated and the weighted average yield/rate on our interest-earning assets and interest-bearing liabilities at June 30, 2017. The leverage strategy was not in place at June 30, 2017, so the end of period yields/rates presented at June 30, 2017 in the table below do not reflect the effects of this strategy. Weighted average yields are derived by dividing annualized income by the average balance of the related assets, and weighted average rates are derived by dividing annualized expense by the average balance of the related liabilities, for the periods shown. Average outstanding balances are derived from average daily balances. The weighted average yields and rates include amortization of fees, costs, premiums and discounts, which are considered adjustments to yields/rates. Weighted average yields on tax-exempt securities are not calculated on a fully taxable equivalent basis.
 
At
 
For the Nine Months Ended
 
June 30,
 
June 30, 2017
 
June 30, 2016
 
2017
 
Average
 
Interest
 
 
 
Average
 
Interest
 
 
 
Yield/
 
Outstanding
 
Earned/
 
Yield/
 
Outstanding
 
Earned/
 
Yield/
 
Rate
 
Amount
 
Paid
 
Rate
 
Amount
 
Paid
 
Rate
Assets:
 
 
(Dollars in thousands)
Interest-earning assets:
 
 
 
 
 
 
 
 
 
 
 
 
 
Loans receivable(1)
3.58%
 
$
7,126,112

 
$
189,064

 
3.54
%
 
$
6,721,845

 
$
181,795

 
3.61
%
MBS(2)
2.26
 
1,125,689

 
18,374

 
2.18

 
1,391,441

 
22,934

 
2.20

Investment securities(2)(3)
1.29
 
346,035

 
3,301

 
1.27

 
497,794

 
4,524

 
1.21

FHLB stock
6.47
 
194,422

 
9,153

 
6.29

 
205,434

 
9,208

 
5.99

Cash and cash equivalents(4)
1.23
 
2,123,529

 
12,720

 
0.79

 
2,167,680

 
7,057

 
0.43

Total interest-earning assets(1)(2)
3.34
 
10,915,787

 
232,612

 
2.84

 
10,984,194

 
225,518

 
2.74

Other non-interest-earning assets
 
 
297,478

 
 
 
 
 
290,854

 
 
 
 
Total assets
 
 
$
11,213,265

 
 
 
 
 
$
11,275,048

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Liabilities and stockholders' equity:
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest-bearing liabilities:
 
 
 
 
 
 
 
 
 
 
 
 
 
Checking
0.04
 
$
824,150

 
226

 
0.04

 
$
781,509

 
218

 
0.04

Savings
0.24
 
344,874

 
567

 
0.22

 
323,300

 
464

 
0.19

Money market
0.24
 
1,209,279

 
2,141

 
0.24

 
1,168,086

 
2,054

 
0.23

Retail certificates
1.48
 
2,439,370

 
26,352

 
1.44

 
2,356,566

 
23,628

 
1.34

Wholesale certificates
1.08
 
386,860

 
2,369

 
0.82

 
370,784

 
1,397

 
0.50

Total deposits
0.84
 
5,204,533

 
31,655

 
0.81

 
5,000,245

 
27,761

 
0.74

FHLB borrowings(5)
2.07
 
4,298,883

 
50,772

 
1.57

 
4,547,984

 
48,829

 
1.43

Repurchase agreements
2.94
 
200,000

 
4,461

 
2.94

 
200,000

 
4,478

 
2.94

Total borrowings
2.15
 
4,498,883

 
55,233

 
1.63

 
4,747,984

 
53,307

 
1.49

Total interest-bearing liabilities
1.25
 
9,703,416

 
86,888

 
1.19

 
9,748,229

 
81,068

 
1.11

Other non-interest-bearing liabilities
 
122,534

 
 
 
 
 
118,180

 
 
 
 
Stockholders' equity
 
 
1,387,315

 
 
 
 
 
1,408,639

 
 
 
 
Total liabilities and stockholders' equity
 
$
11,213,265

 
 
 
 
 
$
11,275,048

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(Continued)
 

57


 
At
 
For the Nine Months Ended
 
June 30,
 
June 30, 2017
 
June 30, 2016
 
2017
 
Average
 
Interest
 
 
 
Average
 
Interest
 
 
 
Yield/
 
Outstanding
 
Earned/
 
Yield/
 
Outstanding
 
Earned/
 
Yield/
 
Rate
 
Amount
 
Paid
 
Rate
 
Amount
 
Paid
 
Rate
 
 
 
(Dollars in thousands)
Net interest income(6)
 
 
 
 
$
145,724

 
 
 
 
 
$
144,450

 
 
Net interest rate spread(7)(8)
2.09%
 
 
 
 
 
1.65
%
 
 
 
 
 
1.63
%
Net interest-earning assets
 
 
$
1,212,371

 
 
 
 
 
$
1,235,965

 
 
 
 
Net interest margin(8)(9)
 
 
 
 
 
 
1.78

 
 
 
 
 
1.75

Ratio of interest-earning assets to interest-bearing liabilities
 
 
 
1.12x

 
 
 
 
 
1.13x

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Selected performance ratios:
 
 
 
 
 
 
 
 
 
 
 
 
 
Return on average assets (annualized)(8)
 
 
 
 
 
0.76
%
 
 
 
 
 
0.74
%
Return on average equity (annualized)(8)
 
 
 
 
 
6.11

 
 
 
 
 
5.94

Average equity to average assets
 
 
 
 
 
 
12.37

 
 
 
 
 
12.49

Operating expense ratio(10)
 
 
 
 
 
 
0.79

 
 
 
 
 
0.83

Efficiency ratio(11)
 
 
 
 
 
 
40.84

 
 
 
 
 
43.40

Pre-tax yield on leverage strategy(12)
 
 
 
 
 
0.22

 
 
 
 
 
0.16

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(Concluded)
 

(1)
Calculated net of unearned loan fees, deferred costs, and undisbursed loan funds. Loans that are 90 or more days delinquent are included in the loans receivable average balance with a yield of zero percent.
(2)
MBS and investment securities classified as AFS are stated at amortized cost, adjusted for unamortized purchase premiums or discounts.
(3)
The average balance of investment securities includes an average balance of nontaxable securities of $31.3 million and $37.6 million for the nine months ended June 30, 2017 and 2016, respectively.
(4)
The average balance of cash and cash equivalents includes an average balance of cash related to the leverage strategy of $1.93 billion and $1.96 billion for the nine months ended June 30, 2017 and 2016, respectively.
(5)
Included in this line are FHLB borrowings related to the leverage strategy with an average outstanding amount of $2.02 billion and $2.05 billion, interest paid of $12.1 million and $7.2 million, at a rate of 0.79% and 0.46% for the nine months ended June 30, 2017 and 2016, respectively. The FHLB advance amounts and rates included in this line are net of deferred gains and deferred prepayment penalties.
(6)
Net interest income represents the difference between interest income earned on interest-earning assets and interest paid on interest-bearing liabilities. Net interest income depends on the balance of interest-earning assets and interest-bearing liabilities, and the interest rates earned or paid on them.
(7)
Net interest rate spread represents the difference between the average yield on interest-earning assets and the average cost of interest-bearing liabilities.
(8)
The table below provides a reconciliation between certain performance ratios presented in accordance with GAAP and the performance ratios excluding the effects of the leverage strategy, which are not presented in accordance with GAAP. Management believes it is important for comparability purposes to provide the performance ratios without the leverage strategy because of the unique nature of the leverage strategy. The leverage strategy reduces some of our performance ratios due to the amount of earnings associated with the transaction in comparison to the size of the transaction, while increasing our net income.
 
For the Nine Months Ended
 
June 30, 2017
 
June 30, 2016
 
Actual
 
Leverage
 
Adjusted
 
Actual
 
Leverage
 
Adjusted
 
(GAAP)
 
Strategy
 
(Non-GAAP)
 
(GAAP)
 
Strategy
 
(Non-GAAP)
Return on average assets (annualized)
0.76
%
 
(0.13
)%
 
0.89
%
 
0.74
%
 
(0.14
)%
 
0.88
%
Return on average equity (annualized)
6.11

 
0.21

 
5.90

 
5.94

 
0.15

 
5.79

Net interest margin
1.78

 
(0.35
)
 
2.13

 
1.75

 
(0.36
)
 
2.11

Net interest rate spread
1.65

 
(0.30
)
 
1.95

 
1.63

 
(0.30
)
 
1.93

(9)
Net interest margin represents annualized net interest income as a percentage of average interest-earning assets.
(10)
The operating expense ratio represents annualized non-interest expense as a percentage of average assets.
(11)
The efficiency ratio represents non-interest expense as a percentage of the sum of net interest income (pre-provision for credit losses) and non-interest income.
(12)
The pre-tax yield on the leverage strategy represents annualized pre-tax income resulting from the transaction as a percentage of the average interest-earning assets associated with the transaction.


58


Rate/Volume Analysis
The table below presents the dollar amount of changes in interest income and interest expense for major components of interest-earning assets and interest-bearing liabilities, comparing the nine months ended June 30, 2017 to the nine months ended June 30, 2016. For each category of interest-earning assets and interest-bearing liabilities, information is provided on changes attributable to (1) changes in volume, which are changes in the average balance multiplied by the previous year's average rate and (2) changes in rate, which are changes in the average rate multiplied by the average balance from the previous year period. The net changes attributable to the combined impact of both rate and volume have been allocated proportionately to the changes due to volume and the changes due to rate.
 
For the Nine Months Ended
 
June 30, 2017 vs. June 30, 2016
 
Increase (Decrease) Due to
 
Volume
 
Rate
 
Total
 
(Dollars in thousands)
Interest-earning assets:
 
 
 
 
 
Loans receivable
$
10,635

 
$
(3,366
)
 
$
7,269

MBS
(4,339
)
 
(221
)
 
(4,560
)
Investment securities
(1,438
)
 
215

 
(1,223
)
FHLB stock
(522
)
 
467

 
(55
)
Cash and cash equivalents
(147
)
 
5,810

 
5,663

Total interest-earning assets
4,189

 
2,905

 
7,094

 
 
 
 
 
 
Interest-bearing liabilities:
 
 
 
 
 
Checking
11

 
(3
)
 
8

Savings
32

 
71

 
103

Money market
67

 
19

 
86

Certificates of deposit
906

 
2,791

 
3,697

FHLB borrowings
(3,995
)
 
5,938

 
1,943

Repurchase agreements
(9
)
 
(8
)
 
(17
)
Total interest-bearing liabilities
(2,988
)
 
8,808

 
5,820

 
 
 
 
 
 
Net change in net interest income
$
7,177

 
$
(5,903
)
 
$
1,274



Comparison of Operating Results for the Three Months Ended June 30, 2017 and 2016

For the quarter ended June 30, 2017, the Company recognized net income of $21.4 million, or $0.16 per share, an increase of $819 thousand from the quarter ended June 30, 2016. The increase in net income was due primarily to an increase in net interest income. Net interest income increased $1.4 million, or 3.0%, from the prior year quarter to $49.4 million for the current quarter. The net interest margin increased eight basis points, from 1.73% for the prior year quarter to 1.81% for the current quarter. Excluding the effects of the leverage strategy, the net interest margin would have increased seven basis points, from 2.09% for the prior year quarter to 2.16% for the current quarter. The increase was due primarily to a shift of the mix of interest-earning assets from relatively lower yielding securities to higher yielding loans, partially offset by a decrease in the weighted average yield on loans. Additionally, the positive impact of the decrease in interest expense on borrowings not related to the leverage strategy was more than offset by an increase in interest expense on deposits.

Net income attributable to the leverage strategy was $715 thousand during the current quarter, compared to $532 thousand for the prior year quarter. The increase was due mainly to an increase in the dividend yield on the FHLB stock holdings, along with a decrease in federal insurance premiums and a more positive interest rate spread between the yield earned on the cash held at the FRB of Kansas City and the rate paid on the related FHLB borrowings than in the prior year quarter.

The Company's efficiency ratio was 41.30% for the current quarter compared to 43.72% for the prior year quarter. The change in the efficiency ratio was due to a decrease in non-interest expense, as well as to an increase in net interest income.



59


Interest and Dividend Income
The weighted average yield on total interest-earning assets increased 18 basis points, from 2.73% for the prior year quarter to 2.91% for the current quarter, while the average balance of interest-earning assets decreased $118.8 million from the prior year quarter. Absent the impact of the leverage strategy, the weighted average yield on total interest-earning assets would have increased nine basis points, from 3.19% for the prior year quarter to 3.28% for the current quarter, while the average balance of interest-earning assets would have decreased $72.6 million. The following table presents the components of interest and dividend income for the time periods presented along with the change measured in dollars and percent.
 
For the Three Months Ended
 
 
 
 
 
June 30,
 
Change Expressed in:
 
2017
 
2016
 
Dollars
 
Percent
 
(Dollars in thousands)
 
 
INTEREST AND DIVIDEND INCOME:
 
 
 
 
 
 
 
Loans receivable
$
64,013

 
$
60,840

 
$
3,173

 
5.2
 %
MBS
5,821

 
7,401

 
(1,580
)
 
(21.3
)
Cash and cash equivalents
5,619

 
2,730

 
2,889

 
105.8

FHLB stock
3,114

 
3,050

 
64

 
2.1

Investment securities
1,063

 
1,506

 
(443
)
 
(29.4
)
Total interest and dividend income
$
79,630

 
$
75,527

 
$
4,103

 
5.4


The increase in interest income on loans receivable was due to a $426.5 million increase in the average balance of the portfolio, partially offset by a four basis point decrease in the weighted average yield on the portfolio, to 3.54% for the current quarter. Loan growth was funded through cash flows from the securities portfolio. The decrease in the weighted average yield was due primarily to endorsements and refinances repricing loans to lower market rates and the origination and purchase of loans at certain points between periods at rates less than the existing portfolio rate.

The decrease in interest income on the MBS portfolio was due to a $335.0 million decrease in the average balance of the portfolio as cash flows not reinvested were used to fund loan growth. The weighted average yield on the portfolio increased seven basis points, to 2.21% for the current quarter. The increase in the weighted average yield was due primarily to adjustable-rate MBS repricing to higher market rates, along with a decrease in the impact of net premium amortization. During the current quarter, $992 thousand of net premiums on MBS were amortized, which decreased the weighted average yield on the portfolio by 38 basis points. During the prior year quarter, $1.4 million of net premiums were amortized, which decreased the weighted average yield on the portfolio by 40 basis points.

The increase in interest income on cash and cash equivalents was due primarily to a 54 basis point increase in the weighted average yield resulting from an increase in yield earned on balances held at the FRB of Kansas City. The decrease in interest income on investment securities was due to a $174.0 million decrease in the average balance of the portfolio as cash flows not reinvested were used to fund loan growth.


60


Interest Expense
The weighted average rate paid on total interest-bearing liabilities increased 11 basis points, from 1.13% for the prior year quarter to 1.24% for the current quarter, while the average balance of interest-bearing liabilities decreased $95.9 million. Absent the impact of the leverage strategy, the weighted average rate paid on total interest-bearing liabilities would have increased one basis point, from 1.29% for the prior year quarter to 1.30% for the current quarter, while the average balance of interest-bearing liabilities would have decreased $49.7 million. The following table presents the components of interest expense for the periods presented, along with the change measured in dollars and percent.
 
For the Three Months Ended
 
 
 
 
 
June 30,
 
Change Expressed in:
 
2017
 
2016
 
Dollars
 
Percent
 
(Dollars in thousands)
 
 
INTEREST EXPENSE:
 
 
 
 
 
 
 
FHLB borrowings
$
17,884

 
$
16,361

 
$
1,523

 
9.3
%
Deposits
10,895

 
9,749

 
1,146

 
11.8

Repurchase agreements
1,487

 
1,487

 

 

Total interest expense
$
30,266

 
$
27,597

 
$
2,669

 
9.7


The table above includes interest expense on FHLB borrowings both associated and not associated with the leverage strategy. Interest expense on FHLB advances not related to the leverage strategy decreased $981 thousand due primarily to a $238.1 million decrease in the average balance of the portfolio as a result of not replacing all of the advances that matured between periods. The weighted average rate paid on FHLB borrowings not related to the leverage strategy increased five basis points, to 2.25% for the current year quarter, due to certain maturing advances having a lower rate than the overall portfolio rate. Interest expense on FHLB borrowings associated with the leverage strategy increased $2.5 million from the prior year quarter due to a 50 basis point increase in the weighted average rate paid resulting from an increase in interest rates between periods.

The increase in interest expense on deposits was due primarily to a six basis point increase in the weighted average rate, to 0.83% for the current quarter, along with growth in deposits. The average balance of the deposit portfolio increased $188.4 million compared to the prior year quarter.

Non-Interest Expense
The following table presents the components of non-interest expense for the time periods presented, along with the change measured in dollars and percent.
 
For the Three Months Ended
 
 
 
 
 
June 30,
 
Change Expressed in:
 
2017
 
2016
 
Dollars
 
Percent
 
(Dollars in thousands)
 
 
NON-INTEREST EXPENSE:
 
 
 
 
 
 
 
Salaries and employee benefits
$
11,210

 
$
10,829

 
$
381

 
3.5
 %
Information technology and communications
2,922

 
2,716

 
206

 
7.6

Occupancy, net
2,659

 
2,606

 
53

 
2.0

Regulatory and outside services
1,383

 
1,370

 
13

 
0.9

Deposit and loan transaction costs
1,304

 
1,449

 
(145
)
 
(10.0
)
Advertising and promotional
1,322

 
1,053

 
269

 
25.5

Federal insurance premium
879

 
1,377

 
(498
)
 
(36.2
)
Office supplies and related expense
492

 
545

 
(53
)
 
(9.7
)
Low income housing partnerships

 
721

 
(721
)
 
(100.0
)
Other non-interest expense
474

 
661

 
(187
)
 
(28.3
)
Total non-interest expense
$
22,645

 
$
23,327

 
$
(682
)
 
(2.9
)

The increase in advertising and promotional expense was due primarily to the timing of media campaigns and sponsorships. The decrease in federal insurance premiums was due primarily to a decrease in the FDIC base assessment rate effective July 1, 2016. The

61


decrease in low income housing partnerships expense was due to a change in the Bank's method of accounting for those investments as previously discussed. The decrease in other non-interest expense was due mainly to a decrease in OREO operations expense.

Income Tax Expense
Income tax expense was $10.8 million for the current quarter compared to $9.5 million for the prior year quarter. The effective tax rate for the current quarter was 33.6% compared to 31.6% for the prior year quarter. The increase in effective tax rate was due mainly to the change in accounting method for low income housing partnerships as discussed above.

Average Balance Sheet
Average yields are derived by dividing annualized income by the average balance of the related assets and average rates are derived by dividing annualized expense by the average balance of the related liabilities, for the periods shown. Average outstanding balances are derived from average daily balances. The yields and rates include amortization of fees, costs, premiums and discounts which are considered adjustments to yields/rates. Yields on tax-exempt securities were not calculated on a fully taxable equivalent basis.
 
 
For the Three Months Ended
 
 
June 30, 2017
 
June 30, 2016
 
 
Average
 
Interest
 
 
 
Average
 
Interest
 
 
 
 
Outstanding
 
Earned/
 
Yield/
 
Outstanding
 
Earned/
 
Yield/
 
 
Amount
 
Paid
 
Rate
 
Amount
 
Paid
 
Rate
Assets:
 
(Dollars in thousands)
Interest-earning assets:
 
 
 
 
 
 
 
 
 
 
 
 
Loans receivable(1)
 
$
7,224,131

 
$
64,013

 
3.54
%
 
$
6,797,602

 
$
60,840

 
3.58
%
MBS(2)
 
1,051,440

 
5,821

 
2.21

 
1,386,470

 
7,401

 
2.14

Investment securities(2)(3)
 
327,727

 
1,063

 
1.30

 
501,757

 
1,506

 
1.20

FHLB stock
 
193,617

 
3,114

 
6.45

 
204,870

 
3,050

 
5.99

Cash and cash equivalents(4)
 
2,135,014

 
5,619

 
1.04

 
2,160,016

 
2,730

 
0.50

Total interest-earning assets(1)(2)
 
10,931,929

 
79,630

 
2.91

 
11,050,715

 
75,527

 
2.73

Other non-interest-earning assets
 
295,602

 
 
 
 
 
290,258

 
 
 
 
Total assets
 
$
11,227,531

 
 
 
 
 
$
11,340,973

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Liabilities and stockholders' equity:
 
 
 
 
 
 
 
 
 
 
 
 
Interest-bearing liabilities:
 
 
 
 
 
 
 
 
 
 
 
 
Checking
 
$
843,997

 
77

 
0.04

 
$
801,782

 
74

 
0.04

Savings
 
354,835

 
213

 
0.24

 
333,067

 
156

 
0.19

Money market
 
1,218,900

 
720

 
0.24

 
1,174,471

 
686

 
0.23

Retail certificates
 
2,444,620

 
8,932

 
1.47

 
2,401,381

 
8,287

 
1.39

Wholesale certificates
 
396,737

 
953

 
0.96

 
360,026

 
546

 
0.61

Total deposits
 
5,259,089

 
10,895

 
0.83

 
5,070,727

 
9,749

 
0.77

FHLB borrowings(5)
 
4,264,448

 
17,884

 
1.67

 
4,548,710

 
16,361

 
1.44

Repurchase agreements
 
200,000

 
1,487

 
2.94

 
200,000

 
1,487

 
2.94

Total borrowings
 
4,464,448

 
19,371

 
1.73

 
4,748,710

 
17,848

 
1.51

Total interest-bearing liabilities
 
9,723,537

 
30,266

 
1.24

 
9,819,437

 
27,597

 
1.13

Other non-interest-bearing liabilities
 
113,031

 
 
 
 
 
111,382

 
 
 
 
Stockholders' equity
 
1,390,963

 
 
 
 
 
1,410,154

 
 
 
 
Total liabilities and stockholders' equity
 
$
11,227,531

 
 
 
 
 
$
11,340,973

 
 
 
 
 
 
 
 
 
 
 
 
 
 
(Continued)
 
 
 
 
 
 
 
 
 
 
 
 
 
 

62


 
 
For the Three Months Ended
 
 
June 30, 2017
 
June 30, 2016
 
 
Average
 
Interest
 
 
 
Average
 
Interest
 
 
 
 
Outstanding
 
Earned/
 
Yield/
 
Outstanding
 
Earned/
 
Yield/
 
 
Amount
 
Paid
 
Rate
 
Amount
 
Paid
 
Rate
 
 
(Dollars in thousands)
Net interest income(6)
 
 
 
$
49,364

 
 
 
 
 
$
47,930

 
 
Net interest rate spread(7)(8)
 
 
 
 
 
1.67
%
 
 
 
 
 
1.60
%
Net interest-earning assets
 
$
1,208,392

 
 
 
 
 
$
1,231,278

 
 
 
 
Net interest margin(8)(9)
 
 
 
 
 
1.81

 
 
 
 
 
1.73

Ratio of interest-earning assets to interest-bearing liabilities
 
1.12x

 
 
 
 
 
1.13x

 
 
 
 
 
 
 
 
 
 
 
 
 
Selected performance ratios:
 
 
 
 
 
 
 
 
 
 
 
 
Return on average assets (annualized)(8)
 
 
 
 
 
0.76
%
 
 
 
 
 
0.72
%
Return on average equity (annualized)(8)
 
 
 
 
 
6.15

 
 
 
 
 
5.83

Average equity to average assets
 
 
 
 
 
12.39

 
 
 
 
 
12.43

Operating expense ratio(10)
 
 
 
 
 
0.81

 
 
 
 
 
0.82

Efficiency ratio(11)
 
 
 
 
 
41.30

 
 
 
 
 
43.72

Pre-tax yield on leverage strategy(12)
 
 
 
0.21

 
 
 
 
 
0.15

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(Concluded)
 

(1)
Calculated net of unearned loan fees, deferred costs, and undisbursed loan funds. Loans that are 90 or more days delinquent are included in the loans receivable average balance with a yield of zero percent.
(2)
MBS and investment securities classified as AFS are stated at amortized cost, adjusted for unamortized purchase premiums or discounts.
(3)
The average balance of investment securities includes an average balance of nontaxable securities of $29.4 million and $36.6 million for the quarters ended June 30, 2017 and 2016, respectively.
(4)
The average balance of cash and cash equivalents includes an average balance of cash related to the leverage strategy of $1.94 billion and $1.98 billion for the quarters ended June 30, 2017 and 2016, respectively.
(5)
Included in this line are FHLB borrowings related to the leverage strategy with an average outstanding amount of $2.03 billion and $2.08 billion, interest paid of $5.3 million and $2.8 million, at a rate of 1.04% and 0.54% for the quarters ended June 30, 2017 and 2016, respectively. The FHLB advance amounts and rates included in this line are net of deferred gains and deferred prepayment penalties.
(6)
Net interest income represents the difference between interest income earned on interest-earning assets and interest paid on interest-bearing liabilities. Net interest income depends on the balance of interest-earning assets and interest-bearing liabilities, and the interest rates earned or paid on them.
(7)
Net interest rate spread represents the difference between the average yield on interest-earning assets and the average cost of interest-bearing liabilities.
(8)
The table below provides a reconciliation between certain performance ratios presented in accordance with GAAP and the performance ratios excluding the effects of the leverage strategy, which are not presented in accordance with GAAP. Management believes it is important for comparability purposes to provide the performance ratios without the leverage strategy because of the unique nature of the leverage strategy. The leverage strategy reduces some of our performance ratios due to the amount of earnings associated with the transaction in comparison to the size of the transaction, while increasing our net income.
 
For the Three Months Ended
 
June 30, 2017
 
June 30, 2016
 
Actual
 
Leverage
 
Adjusted
 
Actual
 
Leverage
 
Adjusted
 
(GAAP)
 
Strategy
 
(Non-GAAP)
 
(GAAP)
 
Strategy
 
(Non-GAAP)
Return on average assets (annualized)
0.76
%
 
(0.14
)%
 
0.90
%
 
0.72
%
 
(0.14
)%
 
0.86
%
Return on average equity (annualized)
6.15

 
0.21

 
5.94

 
5.83

 
0.15

 
5.68

Net interest margin
1.81

 
(0.35
)
 
2.16

 
1.73

 
(0.36
)
 
2.09

Net interest rate spread
1.67

 
(0.31
)
 
1.98

 
1.60

 
(0.30
)
 
1.90

(9)
Net interest margin represents annualized net interest income as a percentage of average interest-earning assets.
(10)
The operating expense ratio represents annualized non-interest expense as a percentage of average assets.
(11)
The efficiency ratio represents non-interest expense as a percentage of the sum of net interest income (pre-provision for credit losses) and non-interest income.
(12)
The pre-tax yield on the leverage strategy represents annualized pre-tax income resulting from the transaction as a percentage of the average interest-earning assets associated with the transaction.


63


Rate/Volume Analysis
The table below presents the dollar amount of changes in interest income and interest expense for major components of interest-earning assets and interest-bearing liabilities, comparing the three months ended June 30, 2017 to the three months ended June 30, 2016. For each category of interest-earning assets and interest-bearing liabilities, information is provided on changes attributable to (1) changes in volume, which are changes in the average balance multiplied by the previous year's average rate and (2) changes in rate, which are changes in the average rate multiplied by the average balance from the previous year period. The net changes attributable to the combined impact of both rate and volume have been allocated proportionately to the changes due to volume and the changes due to rate.
 
For the Three Months Ended June 30,
 
2017 vs. 2016
 
Increase (Decrease) Due to
 
Volume
 
Rate
 
Total
 
(Dollars in thousands)
Interest-earning assets:
 
 
 
 
 
Loans receivable
$
3,740

 
$
(567
)
 
$
3,173

MBS
(1,846
)
 
266

 
(1,580
)
Investment securities
(556
)
 
113

 
(443
)
FHLB stock
(173
)
 
237

 
64

Cash and cash equivalents
(32
)
 
2,921

 
2,889

Total interest-earning assets
1,133

 
2,970

 
4,103

 
 
 
 
 
 
Interest-bearing liabilities:
 
 
 
 
 
Checking
4

 
(1
)
 
3

Savings
11

 
46

 
57

Money market
26

 
8

 
34

Certificates of deposit
261

 
791

 
1,052

FHLB borrowings
(1,529
)
 
3,052

 
1,523

Repurchase agreements

 

 

Total interest-bearing liabilities
(1,227
)
 
3,896

 
2,669

 
 
 
 
 
 
Net change in net interest income
$
2,360

 
$
(926
)
 
$
1,434


Comparison of Operating Results for the Three Months Ended June 30, 2017 and March 31, 2017

For the quarter ended June 30, 2017, the Company recognized net income of $21.4 million, or $0.16 per share, compared to net income of $21.6 million, or $0.16 per share, for the quarter ended March 31, 2017. Net interest income increased $310 thousand, or 0.6%, from the prior quarter to $49.4 million for the current quarter. The net interest margin increased one basis point from 1.80% for the prior quarter to 1.81% for the current quarter. Excluding the effects of the leverage strategy, the net interest margin would have increased one basis point from 2.15% for the prior quarter to 2.16% for the current quarter. The increase in the net interest margin was due mainly to a decrease in interest expense on borrowings not related to the leverage strategy and a shift in the mix of interest-earning assets from relatively lower yielding securities to higher yielding loans, partially offset by an increase in interest expense related to deposits.


64


Interest and Dividend Income
The weighted average yield on total interest-earning assets for the current quarter increased six basis points from the prior quarter, to 2.91%, while the average balance of interest-earning assets increased $37.4 million between the two periods. Absent the impact of the leverage strategy, the weighted average yield on total interest-earning assets would have increased one basis point from the prior quarter, to 3.28%, while the average balance would have increased $36.6 million. The following table presents the components of interest and dividend income for the time periods presented, along with the change measured in dollars and percent.
 
For the Three Months Ended
 
 
 
 
 
June 30,
 
March 31,
 
Change Expressed in:
 
2017
 
2017
 
Dollars
 
Percent
 
(Dollars in thousands)
 
 
INTEREST AND DIVIDEND INCOME:
 
 
 
 
 
 
 
Loans receivable
$
64,013

 
$
63,106

 
$
907

 
1.4
 %
MBS
5,821

 
6,191

 
(370
)
 
(6.0
)
Cash and cash equivalents
5,619

 
4,132

 
1,487

 
36.0

FHLB stock
3,114

 
3,100

 
14

 
0.5

Investment securities
1,063

 
1,131

 
(68
)
 
(6.0
)
Total interest and dividend income
$
79,630

 
$
77,660

 
$
1,970

 
2.5


The increase in interest income on loans receivable was due primarily to a $83.7 million increase in the average balance of the portfolio. The loan growth was funded with cash flows from the securities portfolio during the quarter. The weighted average yield on the portfolio was 3.54% for the current quarter, unchanged from the prior quarter.

The decrease in interest income on MBS was due mainly to a $72.9 million decrease in the average balance of the portfolio as cash flows were used to fund loan growth. The weighted average yield on the portfolio increased one basis point, to 2.21% for the current quarter. During the current quarter, $992 thousand of net premiums on MBS were amortized, which decreased the weighted average yield on the portfolio by 38 basis points. During the prior quarter, $1.0 million of net premiums were amortized, which decreased the weighted average yield on the portfolio by 36 basis points. As of June 30, 2017, the remaining net balance of premiums on our portfolio of MBS was $9.9 million.

The increase in interest income on cash and cash equivalents was due primarily to a 25 basis point increase in the weighted average yield, to 1.04% for the current quarter, resulting from an increase in the yield earned on balances held at the Federal Reserve Bank of Kansas City (the "Federal Reserve Bank").

Interest Expense
The weighted average rate paid on total interest-bearing liabilities for the current quarter increased five basis points from the prior quarter, to 1.24%, and the average balance of interest-bearing liabilities increased $22.4 million between the two periods. Absent the impact of the leverage strategy, the weighted average rate paid on total interest-bearing liabilities for the current quarter would have decreased one basis point from the prior quarter, to 1.30%, while the average balance would have increased $21.7 million. The following table presents the components of interest expense for the time periods presented, along with the change measured in dollars and percent.
 
For the Three Months Ended
 
 
 
 
 
June 30,
 
March 31,
 
Change Expressed in:
 
2017
 
2017
 
Dollars
 
Percent
 
(Dollars in thousands)
 
 
INTEREST EXPENSE:
 
 
 
 
 
 
 
FHLB borrowings
$
17,884

 
$
16,771

 
$
1,113

 
6.6
%
Deposits
10,895

 
10,364

 
531

 
5.1

Repurchase agreements
1,487

 
1,471

 
16

 
1.1

Total interest expense
$
30,266

 
$
28,606

 
$
1,660

 
5.8


The table above includes interest expense on FHLB borrowings both associated and not associated with the leverage strategy. Interest expense on FHLB advances not related to the leverage strategy decreased $348 thousand from the prior quarter due mainly to a $39.2 million decrease in the average balance of the portfolio. The weighted average rate paid on FHLB borrowings not related to the

65


leverage strategy during the current quarter was 2.25%, a decrease of five basis points from the prior quarter. During the current quarter, $300.0 million of advances with an effective rate of 3.24% matured. Of that amount, $200.0 million was replaced by advances with terms of 14 days or less during June. Interest expense on FHLB borrowings associated with the leverage strategy increased $1.5 million from the prior quarter due to a 28 basis point increase in the weighted average rate paid as a result of an increase in interest rates between periods.

Non-Interest Income
The following table presents the components of non-interest income for the time periods presented, along with the change measured in dollars and percent.
 
For the Three Months Ended
 
 
 
 
 
June 30,
 
March 31,
 
Change Expressed in:
 
2017
 
2017
 
Dollars
 
Percent
 
(Dollars in thousands)
 
 
NON-INTEREST INCOME:
 
 
 
 
 
 
 
Retail fees and charges
$
3,832

 
$
3,582

 
$
250

 
7.0
 %
Income from BOLI
573

 
573

 

 

Other non-interest income
1,055

 
1,418

 
(363
)
 
(25.6
)
Total non-interest income
$
5,460

 
$
5,573

 
$
(113
)
 
(2.0
)

The increase in retail fees and charges was due primarily to an increase in debit card income, due in part to seasonality, and an increase in service charges earned. The decrease in other non-interest income was due primarily to a decrease in insurance commissions resulting from the receipt of annual commissions from certain insurance providers during the prior quarter and no such commissions being received in the current quarter.

Non-Interest Expense
The following table presents the components of non-interest expense for the time periods presented, along with the change measured in dollars and percent.
 
For the Three Months Ended
 
 
 
 
 
June 30,
 
March 31,
 
Change Expressed in:
 
2017
 
2017
 
Dollars
 
Percent
 
(Dollars in thousands)
 
 
NON-INTEREST EXPENSE:
 
 
 
 
 
 
 
Salaries and employee benefits
$
11,210

 
$
10,544

 
$
666

 
6.3
 %
Information technology and communications
2,922

 
2,768

 
154

 
5.6

Occupancy, net
2,659

 
2,764

 
(105
)
 
(3.8
)
Regulatory and outside services
1,383

 
1,265

 
118

 
9.3

Deposit and loan transaction costs
1,304

 
1,228

 
76

 
6.2

Advertising and promotional
1,322

 
1,263

 
59

 
4.7

Federal insurance premium
879

 
878

 
1

 
0.1

Office supplies and related expense
492

 
541

 
(49
)
 
(9.1
)
Other non-interest expense
474

 
686

 
(212
)
 
(30.9
)
Total non-interest expense
$
22,645

 
$
21,937

 
$
708

 
3.2


The increase in salaries and employee benefits expense was due primarily to additional expense on unallocated ESOP shares arising from the $0.25 per share True Blue Capitol dividend paid on those shares in June 2017.  The expense recognized in the current quarter was $417 thousand and in the quarter ending September 30, 2017 we will recognize an expense of $417 thousand. The decrease in other non-interest expense was due to a decrease in OREO operations expense.

The Company's efficiency ratio was 41.30% for the current quarter compared to 40.16% for the prior quarter. The change in the efficiency ratio was due primarily to higher non-interest expense in the current quarter compared to the prior quarter.


66


Income Tax Expense
Income tax expense was $10.8 million for the current quarter, compared to $11.1 million for the prior quarter. The effective tax rate was 33.6% for the current quarter and 34.0% for the prior quarter.

Average Balance Sheet
Average yields are derived by dividing annualized income by the average balance of the related assets and average rates are derived by dividing annualized expense by the average balance of the related liabilities, for the periods shown. Average outstanding balances are derived from average daily balances. The yields and rates include amortization of fees, costs, premiums and discounts which are considered adjustments to yields/rates. Yields on tax-exempt securities were not calculated on a fully taxable equivalent basis.
 
 
For the Three Months Ended
 
 
June 30, 2017
 
March 31, 2017
 
 
Average
 
Interest
 
 
 
Average
 
Interest
 
 
 
 
Outstanding
 
Earned/
 
Yield/
 
Outstanding
 
Earned/
 
Yield/
 
 
Amount
 
Paid
 
Rate
 
Amount
 
Paid
 
Rate
Assets:
 
(Dollars in thousands)
Interest-earning assets:
 
 
 
 
 
 
 
 
 
 
 
 
Loans receivable(1)
 
$
7,224,131

 
$
64,013

 
3.54
%
 
$
7,140,433

 
$
63,106

 
3.54
%
MBS(2)
 
1,051,440

 
5,821

 
2.21

 
1,124,367

 
6,191

 
2.20

Investment securities(2)(3)
 
327,727

 
1,063

 
1.30

 
353,722

 
1,131

 
1.28

FHLB stock
 
193,617

 
3,114

 
6.45

 
193,826

 
3,100

 
6.49

Cash and cash equivalents(4)
 
2,135,014

 
5,619

 
1.04

 
2,082,180

 
4,132

 
0.79

Total interest-earning assets(1)(2)
 
10,931,929

 
79,630

 
2.91

 
10,894,528

 
77,660

 
2.85

Other non-interest-earning assets
 
295,602

 
 
 
 
 
300,795

 
 
 
 
Total assets
 
$
11,227,531

 
 
 
 
 
$
11,195,323

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Liabilities and stockholders' equity:
 
 
 
 
 
 
 
 
 
 
 
 
Interest-bearing liabilities:
 
 
 
 
 
 
 
 
 
 
 
 
Checking
 
$
843,997

 
77

 
0.04

 
$
828,420

 
75

 
0.04

Savings
 
354,835

 
213

 
0.24

 
344,699

 
199

 
0.23

Money market
 
1,218,900

 
720

 
0.24

 
1,218,058

 
712

 
0.24

Retail certificates
 
2,444,620

 
8,932

 
1.47

 
2,428,497

 
8,652

 
1.44

Wholesale certificates
 
396,737

 
953

 
0.96

 
378,546

 
726

 
0.78

Total deposits
 
5,259,089

 
10,895

 
0.83

 
5,198,220

 
10,364

 
0.81

FHLB borrowings(5)
 
4,264,448

 
17,884

 
1.67

 
4,302,878

 
16,771

 
1.57

Repurchase agreements
 
200,000

 
1,487

 
2.94

 
200,000

 
1,471

 
2.94

Total borrowings
 
4,464,448

 
19,371

 
1.73

 
4,502,878

 
18,242

 
1.64

Total interest-bearing liabilities
 
9,723,537

 
30,266

 
1.24

 
9,701,098

 
28,606

 
1.19

Other non-interest-bearing liabilities
 
113,031

 
 
 
 
 
115,547

 
 
 
 
Stockholders' equity
 
1,390,963

 
 
 
 
 
1,378,678

 
 
 
 
Total liabilities and stockholders' equity
 
$
11,227,531

 
 
 
 
 
$
11,195,323

 
 
 
 
 
 
 
 
 
 
 
 
 
 
(Continued)
 
 
 
 
 
 
 
 
 
 
 
 
 
 

67


 
 
For the Three Months Ended
 
 
June 30, 2017
 
March 31, 2017
 
 
Average
 
Interest
 
 
 
Average
 
Interest
 
 
 
 
Outstanding
 
Earned/
 
Yield/
 
Outstanding
 
Earned/
 
Yield/
 
 
Amount
 
Paid
 
Rate
 
Amount
 
Paid
 
Rate
 
 
(Dollars in thousands)
Net interest income(6)
 
 
 
$
49,364

 
 
 
 
 
$
49,054

 
 
Net interest rate spread(7)(8)
 
 
 
 
 
1.67
%
 
 
 
 
 
1.66
%
Net interest-earning assets
 
$
1,208,392

 
 
 
 
 
$
1,193,430

 
 
 
 
Net interest margin(8)(9)
 
 
 
 
 
1.81

 
 
 
 
 
1.80

Ratio of interest-earning assets to interest-bearing liabilities
 
1.12x

 
 
 
 
 
1.12x

 
 
 
 
 
 
 
 
 
 
 
 
 
Selected performance ratios:
 
 
 
 
 
 
 
 
 
 
 
 
Return on average assets (annualized)(8)
 
 
 
 
 
0.76
%
 
 
 
 
 
0.77
%
Return on average equity (annualized)(8)
 
 
 
 
 
6.15

 
 
 
 
 
6.26

Average equity to average assets
 
 
 
 
 
12.39

 
 
 
 
 
12.31

Operating expense ratio(10)
 
 
 
 
 
0.81

 
 
 
 
 
0.78

Efficiency ratio(11)
 
 
 
 
 
41.30

 
 
 
 
 
40.16

Pre-tax yield on leverage strategy(12)
 
 
 
0.21

 
 
 
 
 
0.25

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(Concluded)
 

(1)
Calculated net of unearned loan fees, deferred costs, and undisbursed loan funds. Loans that are 90 or more days delinquent are included in the loans receivable average balance with a yield of zero percent.
(2)
MBS and investment securities classified as AFS are stated at amortized cost, adjusted for unamortized purchase premiums or discounts.
(3)
The average balance of investment securities includes an average balance of nontaxable securities of $29.4 million and $31.2 million for the quarters ended June 30, 2017 and March 31, 2017, respectively.
(4)
The average balance of cash and cash equivalents includes an average balance of cash related to the leverage strategy of $1.94 billion for each of the quarters ended June 30, 2017 and March 31, 2017.
(5)
Included in this line are FHLB borrowings related to the leverage strategy with an average outstanding amount of $2.03 billion and $2.03 billion, interest paid of $5.3 million and $3.9 million, at a rate of 1.04% and 0.76% for the quarters ended June 30, 2017 and March 31, 2017, respectively. The FHLB advance amounts and rates included in this line are net of deferred gains and deferred prepayment penalties.
(6)
Net interest income represents the difference between interest income earned on interest-earning assets and interest paid on interest-bearing liabilities. Net interest income depends on the balance of interest-earning assets and interest-bearing liabilities, and the interest rates earned or paid on them.
(7)
Net interest rate spread represents the difference between the average yield on interest-earning assets and the average cost of interest-bearing liabilities.
(8)
The table below provides a reconciliation between certain performance ratios presented in accordance with GAAP and the performance ratios excluding the effects of the leverage strategy, which are not presented in accordance with GAAP. Management believes it is important for comparability purposes to provide the performance ratios without the leverage strategy because of the unique nature of the leverage strategy. The leverage strategy reduces some of our performance ratios due to the amount of earnings associated with the transaction in comparison to the size of the transaction, while increasing our net income.
 
For the Three Months Ended
 
June 30, 2017
 
March 31, 2017
 
Actual
 
Leverage
 
Adjusted
 
Actual
 
Leverage
 
Adjusted
 
(GAAP)
 
Strategy
 
(Non-GAAP)
 
(GAAP)
 
Strategy
 
(Non-GAAP)
Return on average assets (annualized)
0.76
%
 
(0.14
)%
 
0.90
%
 
0.77
%
 
(0.14
)%
 
0.91
%
Return on average equity (annualized)
6.15

 
0.21

 
5.94

 
6.26

 
0.24

 
6.02

Net interest margin
1.81

 
(0.35
)
 
2.16

 
1.80

 
(0.35
)
 
2.15

Net interest rate spread
1.67

 
(0.31
)
 
1.98

 
1.66

 
(0.30
)
 
1.96

(9)
Net interest margin represents annualized net interest income as a percentage of average interest-earning assets.
(10)
The operating expense ratio represents annualized non-interest expense as a percentage of average assets.
(11)
The efficiency ratio represents non-interest expense as a percentage of the sum of net interest income (pre-provision for credit losses) and non-interest income.
(12)
The pre-tax yield on the leverage strategy represents annualized pre-tax income resulting from the transaction as a percentage of the average interest-earning assets associated with the transaction.


68


Rate/Volume Analysis
The table below presents the dollar amount of changes in interest income and interest expense for major components of interest-earning assets and interest-bearing liabilities, comparing the three months ended June 30, 2017 to the three months ended March 31, 2017. For each category of interest-earning assets and interest-bearing liabilities, information is provided on changes attributable to (1) changes in volume, which are changes in the average balance multiplied by the previous quarter's average rate and (2) changes in rate, which are changes in the average rate multiplied by the average balance from the previous quarter period. The net changes attributable to the combined impact of both rate and volume have been allocated proportionately to the changes due to volume and the changes due to rate.

 
For the Three Months Ended
 
June 30, 2017 vs. March 31, 2017
 
Increase (Decrease) Due to
 
Volume
 
Rate
 
Total
 
(Dollars in thousands)
Interest-earning assets:
 
 
 
 
 
Loans receivable
$
748

 
$
159

 
$
907

MBS
(404
)
 
34

 
(370
)
Investment securities
(84
)
 
16

 
(68
)
FHLB stock
2

 
12

 
14

Cash and cash equivalents
112

 
1,375

 
1,487

Total interest-earning assets
374

 
1,596

 
1,970

 
 
 
 
 
 
Interest-bearing liabilities:
 
 
 
 
 
Checking
2

 

 
2

Savings
7

 
7

 
14

Money market
7

 
1

 
8

Certificates of deposit
147

 
360

 
507

FHLB borrowings
(288
)
 
1,401

 
1,113

Repurchase agreements
8

 
8

 
16

Total interest-bearing liabilities
(117
)
 
1,777

 
1,660

 
 
 
 
 
 
Net change in net interest income
$
491

 
$
(181
)
 
$
310



69


Liquidity and Capital Resources
Liquidity refers to our ability to generate sufficient cash to fund ongoing operations, to repay maturing certificates of deposit and other deposit withdrawals, to repay maturing borrowings, and to fund loan commitments. Liquidity management is both a daily and long-term function of our business management. The Company's most available liquid assets are represented by cash and cash equivalents, AFS securities, and short-term investment securities. The Bank's primary sources of funds are deposits, FHLB borrowings, repurchase agreements, repayments and maturities of outstanding loans and MBS and other short-term investments, and funds provided by operations. The Bank's long-term borrowings primarily have been used to manage the Bank's interest rate risk with the intent to improve the earnings of the Bank while maintaining capital ratios in excess of regulatory standards for well-capitalized financial institutions. In addition, the Bank's focus on managing risk has provided additional liquidity capacity by maintaining a balance of MBS and investment securities available as collateral for borrowings.

We generally intend to manage cash reserves sufficient to meet short-term liquidity needs, which are routinely forecasted for 10, 30, and 365 days. Additionally, on a monthly basis, we perform a liquidity stress test in accordance with the Interagency Policy Statement on Funding and Liquidity Risk Management. The liquidity stress test incorporates both short-term and long-term liquidity scenarios in order to identify and to quantify liquidity risk. Management also monitors key liquidity statistics related to items such as wholesale funding gaps, borrowings capacity, and available unpledged collateral, as well as various liquidity ratios.

In the event short-term liquidity needs exceed available cash, the Bank has access to a line of credit at FHLB and the FRB of Kansas City's discount window. Per FHLB's lending guidelines, total FHLB borrowings cannot exceed 40% of regulatory total assets without the pre-approval of FHLB senior management. In July 2017, the president of FHLB approved an increase, through July 2018, in the Bank's borrowing limit to 55% of Bank Call Report total assets. When the leverage strategy is in place, the Bank maintains the resulting excess cash reserves from the FHLB borrowings at the FRB of Kansas City, which can be used to meet any short-term liquidity needs. The amount that can be borrowed from the FRB of Kansas City's discount window is based upon the fair value of securities pledged as collateral and certain other characteristics of those securities, and is used only when other sources of short-term liquidity are unavailable. Management tests the Bank's access to the FRB of Kansas City's discount window annually with a nominal, overnight borrowing.

If management observes a trend in the amount and frequency of line of credit utilization and/or short-term borrowings that is not in conjunction with a planned strategy, such as the leverage strategy, the Bank will likely utilize long-term wholesale borrowing sources such as FHLB advances and/or repurchase agreements to provide long-term, fixed-rate funding. The maturities of these long-term borrowings are generally staggered in order to mitigate the risk of a highly negative cash flow position at maturity. The Bank's internal policy limits total borrowings to 55% of total assets. At June 30, 2017, the Bank had total borrowings, at par, of $2.38 billion, or approximately 26% of total assets.

The amount of FHLB advances outstanding at June 30, 2017 was $2.18 billion, of which $500.0 million was scheduled to mature in the next 12 months. All FHLB borrowings are secured by certain qualifying loans pursuant to a blanket collateral agreement with FHLB. At June 30, 2017, the Bank's ratio of the par value of FHLB borrowings to Call Report total assets was 24%. When the full leverage strategy is in place, FHLB borrowings are in excess of 40% of the Bank's Call Report total assets, and are expected to be in excess of 40% as long as the Bank continues its leverage strategy and FHLB senior management continue to approve the Bank's borrowing limit being in excess of 40% of Call Report total assets. All or a portion of the FHLB borrowings in conjunction with the leverage strategy could be repaid at any point in time while the strategy is in effect, if necessary. Additionally, the Bank could utilize the repayment and maturity of outstanding loans, MBS, and other investments for liquidity needs rather than reinvesting such funds into the related portfolios. At June 30, 2017, the Bank had $582.3 million of securities that were eligible but unused as collateral for borrowing or other liquidity needs. 

At June 30, 2017, the Bank had repurchase agreements of $200.0 million, or approximately 2% of total assets, of which $100.0 million was scheduled to mature in the next 12 months. The Bank may enter into additional repurchase agreements as management deems appropriate, not to exceed 15% of total assets, and subject to the total borrowings limit of 55% discussed above. The Bank has pledged securities with an estimated fair value of $218.7 million as collateral for repurchase agreements as of June 30, 2017. The securities pledged for the repurchase agreements will be delivered back to the Bank when the repurchase agreements mature.

The Bank has access to other sources of funds for liquidity purposes, such as brokered and public unit deposits. As of June 30, 2017, the Bank's policy allowed for combined brokered and public unit deposits up to 15% of total deposits. At June 30, 2017, the Bank had public unit deposits totaling $391.0 million, which had an average remaining term to maturity of nine months, or approximately 7% of total deposits, and no brokered deposits. Management continuously monitors the wholesale deposit market for opportunities to obtain funds at attractive rates. The Bank had pledged securities with an estimated fair value of $438.1 million as collateral for public unit deposits at June 30, 2017. The securities pledged as collateral for public unit deposits are held under joint custody with FHLB and generally will be released upon deposit maturity.


70


At June 30, 2017, $1.20 billion of the Bank's certificate of deposit portfolio was scheduled to mature within one year, including $281.5 million of public unit deposits. Based on our deposit retention experience and our current pricing strategy, we anticipate the majority of the maturing retail certificates of deposit will renew or transfer to other deposit products at the prevailing rate, although no assurance can be given in this regard.  We also anticipate the majority of the maturing public unit deposits will be replaced with similar wholesale funding products.

While scheduled payments from the amortization of loans and MBS and payments on short-term investments are relatively predictable sources of funds, deposit flows, prepayments on loans and MBS, and calls of investment securities are greatly influenced by general interest rates, economic conditions, and competition, and are less predictable sources of funds. To the extent possible, the Bank manages the cash flows of its loan and deposit portfolios by the rates it offers customers.





71


The following table presents the contractual maturities of our loan, MBS, and investment securities portfolios at June 30, 2017, along with associated weighted average yields. Loans and securities which have adjustable interest rates are shown as maturing in the period during which the contract is due. The table does not reflect the effects of possible prepayments or enforcement of due on sale clauses. As of June 30, 2017, the amortized cost of investment securities in our portfolio which are callable or have pre-refunding dates within one year was $126.6 million.
 
Loans(1)
 
MBS
 
Investment Securities
 
Total
 
Amount
 
Yield
 
Amount
 
Yield
 
Amount
 
Yield
 
Amount
 
Yield
 
(Dollars in thousands)
Amounts due:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Within one year
$
100,135

 
3.93
%
 
$
464

 
3.36
%
 
$
151,363

 
1.12
%
 
$
251,962

 
2.24
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
After one year:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Over one to two years
66,859

 
4.01

 
10,041

 
4.20

 
55,085

 
1.26

 
131,985

 
2.88

Over two to three years
20,371

 
4.45

 
5,056

 
4.71

 
55,748

 
1.52

 
81,175

 
2.45

Over three to five years
39,727

 
4.27

 
52,553

 
2.73

 
61,949

 
1.49

 
154,229

 
2.63

Over five to ten years
542,676

 
3.78

 
474,553

 
2.11

 
740

 
1.94

 
1,017,969

 
3.00

Over ten to fifteen years
1,428,481

 
3.25

 
138,870

 
1.80

 

 

 
1,567,351

 
3.12

After fifteen years
5,030,176

 
3.62

 
335,608

 
2.51

 
1,901

 
2.50

 
5,367,685

 
3.55

Total due after one year
7,128,290

 
3.57

 
1,016,681

 
2.26

 
175,423

 
1.44

 
8,320,394

 
3.37

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$
7,228,425

 
3.58

 
$
1,017,145

 
2.26

 
$
326,786

 
1.29

 
$
8,572,356

 
3.33


(1)
Demand loans, loans having no stated maturity, and overdraft loans are included in the amounts due within one year. Construction loans are presented based on the term to complete construction. The maturity date for home equity loans assumes the customer always makes the required minimum payment.

72


Limitations on Dividends and Other Capital Distributions

Office of the Comptroller of the Currency ("OCC") regulations impose restrictions on savings institutions with respect to their ability to make distributions of capital, which include dividends, stock redemptions or repurchases, cash-out mergers and other transactions charged to the capital account. Under FRB and OCC safe harbor regulations, savings institutions generally may make capital distributions during any calendar year equal to earnings of the previous two calendar years and current year-to-date earnings. Savings institutions must also maintain an applicable capital conservation buffer above minimum risk-based capital requirements in order to avoid restrictions on capital distributions, including dividends. A savings institution that is a subsidiary of a savings and loan holding company, such as the Company, that proposes to make a capital distribution must submit written notice to the OCC and FRB 30 days prior to such distribution. The OCC and FRB may object to the distribution during that 30-day period based on safety and soundness or other concerns. Savings institutions that desire to make a larger capital distribution, are under special restrictions, or are not, or would not be, sufficiently capitalized following a proposed capital distribution must obtain regulatory non-objection prior to making such a distribution.
 
The long-term ability of the Company to pay dividends to its stockholders is based primarily upon the ability of the Bank to make capital distributions to the Company.  So long as the Bank remains well capitalized after each capital distribution, operates in a safe and sound manner, and maintains an applicable capital conservation buffer above its minimum risk-based capital requirements, it is management's belief that the OCC and FRB will continue to allow the Bank to distribute its earnings to the Company, although no assurance can be given in this regard.

Off-Balance Sheet Arrangements, Commitments and Contractual Obligations

The Company, in the normal course of business, makes commitments to buy or sell assets or to incur or fund liabilities. There have been no material changes in commitments, contractual obligations or off-balance sheet arrangements from September 30, 2016. For additional information, see "Part II, Item 7 - Management's Discussion and Analysis of Financial Condition and Results of Operations - Off-Balance Sheet Arrangements, Commitments and Contractual Obligations" in the Company's Annual Report on Form 10-K for the fiscal year ended September 30, 2016. We anticipate that we will continue to have sufficient funds, through repayments and maturities of loans and securities, deposits and borrowings, to meet our current commitments.

The maximum balance of short-term FHLB borrowings outstanding at any month-end during the nine months ended June 30, 2017 was $2.60 billion, and the average balance of short-term FHLB borrowings outstanding during this period was $2.52 billion at a weighted average contractual rate of 1.21%. Short-term FHLB borrowings for this disclosure are defined as those with maturity dates within the next 12 months. The majority of the short-term FHLB borrowings amount related to borrowings associated with the leverage strategy. This compares to a balance of short-term FHLB borrowings outstanding at June 30, 2017 of $500.0 million at a weighted average contractual rate of 2.19%.

Contingencies

In the normal course of business, the Company and its subsidiary are named defendants in various lawsuits and counter claims. In the opinion of management, after consultation with legal counsel, none of the currently pending suits are expected to have a materially adverse effect on the Company's consolidated financial statements for the quarter ended June 30, 2017, or future periods.


73


Capital

Consistent with our goal to operate a sound and profitable financial organization, we actively seek to maintain a well-capitalized status for the Bank per the regulatory framework for prompt corrective action ("PCA"). As of June 30, 2017, the Bank and Company exceeded all regulatory capital requirements. The following table presents the regulatory capital ratios of the Bank and the Company at June 30, 2017.
 
 
 
 
 
 
 
Regulatory
 
 
 
 
 
 
 
Requirement For
 
 
 
 
 
Minimum
 
Well-Capitalized
 
Bank
 
Company
 
Regulatory
 
Status of Bank
 
Ratios
 
Ratios
 
Requirement
 
Under PCA Provisions
Tier 1 leverage ratio
10.7
%
 
12.1
%
 
4.0
%
 
5.0
%
Common Equity Tier 1 capital ratio
27.2

 
30.7

 
4.5

 
6.5

Tier 1 capital ratio
27.2

 
30.7

 
6.0

 
8.0

Total capital ratio
27.4

 
30.9

 
8.0

 
10.0


The following table presents a reconciliation of equity under GAAP to regulatory capital amounts, as of June 30, 2017, for the Bank and the Company (dollars in thousands):
 
Bank
 
Company
Total equity as reported under GAAP
$
1,205,633

 
$
1,358,986

Unrealized gains on AFS securities
(3,655
)
 
(3,655
)
Total tier 1 capital
1,201,978

 
1,355,331

ACL
8,486

 
8,486

Total capital
$
1,210,464

 
$
1,363,817


Item 3. Quantitative and Qualitative Disclosure about Market Risk
Asset and Liability Management and Market Risk
For a complete discussion of the Bank's asset and liability management policies, as well as the potential impact of interest rate changes upon the market value of the Bank's portfolios, see "Part II, Item 7A. Quantitative and Qualitative Disclosures about Market Risk" in the Company's Annual Report on Form 10-K for the year ended September 30, 2016. The analysis presented in the tables below reflects the level of market risk at the Bank, including the cash the holding company has on deposit at the Bank.

The rates of interest the Bank earns on its assets and pays on its liabilities are generally established contractually for a period of time. Fluctuations in interest rates have a significant impact not only upon our net income, but also upon the cash flows and market values of our assets and liabilities. Our results of operations, like those of other financial institutions, are impacted by changes in interest rates and the interest rate sensitivity of our interest-earning assets and interest-bearing liabilities. Risk associated with changes in interest rates on the earnings of the Bank and the market value of its financial assets and liabilities is known as interest rate risk. Interest rate risk is our most significant market risk, and our ability to adapt to changes in interest rates is known as interest rate risk management.

The general objective of our interest rate risk management program is to determine and manage an appropriate level of interest rate risk while maximizing net interest income in a manner consistent with our policy to manage, to the extent practicable, the exposure of net interest income to changes in market interest rates. The Board of Directors and Asset and Liability Management Committee ("ALCO") regularly review the Bank's interest rate risk exposure by forecasting the impact of hypothetical, alternative interest rate environments on net interest income and the market value of portfolio equity ("MVPE") at various dates. The MVPE is defined as the net of the present value of cash flows from existing assets, liabilities, and off-balance sheet instruments. The present values are determined based upon market conditions as of the date of the analysis, as well as in alternative interest rate environments providing potential changes in the MVPE under those alternative interest rate environments. Net interest income is projected in the same alternative interest rate environments with both a static balance sheet and management strategies considered. The MVPE and net interest income analysis are also conducted to estimate our sensitivity to rates for future time horizons based upon market conditions as of the date of the analysis. In addition to the interest rate environments presented below, management also reviews the impact of non-parallel rate shock scenarios on a quarterly basis. These scenarios consist of flattening and steepening the yield curve by changing short-term and long-term interest rates independent of each other, and simulating cash flows and determining valuations as a

74


result of these hypothetical changes in interest rates to identify rate environments that pose the greatest risk to the Bank. This analysis helps management quantify the Bank's exposure to changes in the shape of the yield curve.

Qualitative Disclosure about Market Risk
At June 30, 2017, the Bank's gap between the amount of interest-earning assets and interest-bearing liabilities projected to reprice within one year was $226.3 million, or 2.49% of total assets, compared to $269.2 million, or 2.91% of total assets, at March 31, 2017, and $1.07 billion, or 11.54% of total assets, at September 30, 2016. Market rates of interest increased between September 30, 2016 and June 30, 2017. As interest rates rise, borrowers have less economic incentive to refinance their mortgages and debt issuers have less economic incentive or opportunity to exercise their call options in order to issue new debt at lower interest rates. This increase in interest rates resulted in lower projected cash flows on these assets over the next year compared to September 30, 2016. In addition, lower cash balances and an increase in borrowings repricing within one year reduced the one-year gap compared to September 30, 2016. The decrease in the one-year gap amount at June 30, 2017 compared to March 31, 2017 was due primarily to a decrease in the amount of cash held at June 30, 2017.

The majority of interest-earning assets anticipated to reprice in the coming year are repayments and prepayments on mortgage loans and MBS, both of which include the option to prepay without a fee being paid by the contract holder. The amount of interest-bearing liabilities expected to reprice in a given period is not typically impacted significantly by changes in interest rates because the Bank's borrowings and certificate of deposit portfolios have contractual maturities and generally cannot be terminated early without a prepayment penalty. If interest rates were to increase 200 basis points, as of June 30, 2017, the Bank's one-year gap is projected to be $(295.9) million, or (3.25)% of total assets. This compares to a one-year gap of $(215.4) million, or (2.33)% of total assets, if interest rates were to have increased 200 basis points as of March 31, 2017, and $208.7 million, or 2.25% of total assets, if interest rates were to have increased 200 basis points as of September 30, 2016.

During the current quarter, loan repayments totaled $296.0 million and cash flows from the securities portfolio totaled $73.3 million. The asset cash flows of $369.3 million were reinvested into new assets at current market interest rates. Total cash flows from fixed-rate liabilities that matured or repriced during the current quarter were approximately $699.7 million, including $300.0 million of FHLB advances. These offsetting cash flows allow the Bank to manage its interest rate risk and gap position more precisely than if the Bank did not have offsetting cash flows due to its mix of assets or maturity structure of liabilities.

Other strategies include managing the Bank's wholesale assets and liabilities. The Bank uses long-term fixed-rate borrowings with no embedded options to lengthen the average life of the Bank's liabilities. The fixed-rate characteristics of these borrowings lock-in the cost until maturity and thus decrease the amount of liabilities repricing as interest rates move higher compared to funding with lower-cost short-term borrowings. These borrowings are laddered in order to prevent large amounts of liabilities repricing in any one period. The WAL of the Bank's term borrowings as of June 30, 2017 was 2.3 years.

The Bank uses the securities portfolio to shorten the average life of the Bank's assets. Purchases in the securities portfolio over the past couple of years have primarily been focused on callable agency debentures with maturities no longer than five years, shorter duration MBS, and adjustable-rate MBS. These securities have a shorter average life and provide a steady source of cash flow that can be reinvested as interest rates rise or used to purchase higher-yielding assets. The WAL of the Bank's securities portfolio as of June 30, 2017 was 2.6 years.

In addition to the wholesale strategies, the Bank has sought to increase core deposits and long-term certificates of deposit. Core deposits are expected to reduce the risk of higher interest rates because their interest rates are not expected to increase significantly as market interest rates rise. Specifically, checking accounts and savings accounts have had minimal interest rate fluctuations throughout historical interest rate cycles, though no assurance can be given that this will be the case in future interest rate cycles. The balances and rates of these accounts have historically tended to remain very stable over time, giving them the characteristic of long-term liabilities. The Bank uses historical data pertaining to these accounts to estimate their future balances. At June 30, 2017 the WAL of the Bank's transaction accounts was 7.8 years.

Over the last couple years, the Bank has priced long-term certificates of deposit more aggressively than short-term certificates of deposit with the goal of giving customers incentive to move funds into longer-term certificates of deposit when interest rates were lower. Long-term certificates of deposit reduce the amount of liabilities repricing as interest rates rise.

Because of the on-balance sheet strategies implemented over the past several years, management believes the Bank is well-positioned to move into a market rate environment where interest rates are higher.

 


75


Gap Table. The following gap table summarizes the anticipated maturities or repricing periods of the Bank's interest-earning assets and interest-bearing liabilities based on the information and assumptions set forth in the notes below. Cash flow projections for mortgage-related assets are calculated based in part on prepayment assumptions at current and projected interest rates. Prepayment projections are subjective in nature, involve uncertainties and assumptions and, therefore, cannot be determined with a high degree of accuracy. Although certain assets and liabilities may have similar maturities or periods to repricing, they may react differently to changes in market interest rates. Assumptions may not reflect how actual yields and costs respond to market interest rate changes. The interest rates on certain types of assets and liabilities may fluctuate in advance of changes in market interest rates, while interest rates on other types of assets and liabilities may lag behind changes in market interest rates. Certain assets, such as adjustable-rate mortgage ("ARM") loans, have features that restrict changes in interest rates on a short-term basis and over the life of the asset. In the event of a change in interest rates, prepayment and early withdrawal levels would likely deviate significantly from those assumed in calculating the gap table below. A positive gap indicates more cash flows from assets are expected to reprice than cash flows from liabilities and would indicate, in a rising rate environment, that earnings should increase. A negative gap indicates more cash flows from liabilities are expected to reprice than cash flows from assets and would indicate, in a rising rate environment, that earnings should decrease. For additional information regarding the impact of changes in interest rates, see the following Change in Net Interest Income and Change in MVPE discussions and tables.
 
 
 
More Than
 
More Than
 
 
 
 
 
Within
 
One Year to
 
Three Years
 
Over
 
 
 
One Year
 
Three Years
 
to Five Years
 
Five Years
 
Total
Interest-earning assets:
(Dollars in thousands)
Loans receivable(1)
$
1,764,413

 
$
1,840,846

 
$
1,118,089

 
$
2,495,514

 
$
7,218,862

Securities(2)
623,167

 
400,436

 
191,225

 
123,227

 
1,338,055

Other interest-earning assets
111,991

 

 

 

 
111,991

Total interest-earning assets
2,499,571

 
2,241,282

 
1,309,314

 
2,618,741

 
8,668,908

 
 
 
 
 
 
 
 
 
 
Interest-bearing liabilities:
 
 
 
 
 
 
 
 
 
Non-maturity deposits(3)
459,532

 
446,630

 
315,380

 
1,330,530

 
2,552,072

Certificates of deposit
1,213,716

 
1,177,320

 
431,495

 
1,343

 
2,823,874

Borrowings(4)
600,000

 
825,000

 
850,000

 
143,790

 
2,418,790

Total interest-bearing liabilities
2,273,248

 
2,448,950

 
1,596,875

 
1,475,663

 
7,794,736

 
 
 
 
 
 
 
 
 
 
Excess (deficiency) of interest-earning assets over
 
 
 
 
 
 
 
 
interest-bearing liabilities
$
226,323

 
$
(207,668
)
 
$
(287,561
)
 
$
1,143,078

 
$
874,172

 
 
 
 
 
 
 
 
 
 
Cumulative excess of interest-earning assets over
 
 
 
 
 
 
 
 
interest-bearing liabilities
$
226,323

 
$
18,655

 
$
(268,906
)
 
$
874,172

 
 
 
 
 
 
 
 
 
 
 
 
Cumulative excess of interest-earning assets over interest-bearing
 
 
 
 
 
 
liabilities as a percent of total Bank assets at:
 
 
 
 
 
 
 
 
June 30, 2017
2.49
 %
 
0.20
%
 
(2.95
)%
 
9.60
%
 
 
March 31, 2017
2.91

 
 
 
 
 
 
 
 
September 30, 2016
11.54

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cumulative one-year gap - interest rates +200 bps at:
 
 
 
 
 
 
 
 
June 30, 2017
(3.25
)
 
 
 
 
 
 
 
 
March 31, 2017
(2.33
)
 
 
 
 
 
 
 
 
September 30, 2016
2.25

 
 
 
 
 
 
 
 

(1)
ARM loans are included in the period in which the rate is next scheduled to adjust or in the period in which repayments are expected to occur, or prepayments are expected to be received, prior to their next rate adjustment, rather than in the period in which the loans are due. Fixed-rate loans are included in the periods in which they are scheduled to be repaid, based on scheduled amortization and prepayment assumptions. Balances are net of undisbursed amounts and deferred fees and exclude loans 90 or more days delinquent or in foreclosure.
(2)
MBS reflect projected prepayments at amortized cost. Investment securities are presented based on contractual maturities, term to call dates or pre-refunding dates as of June 30, 2017, at amortized cost.
(3)
Although the Bank's checking, savings, and money market accounts are subject to immediate withdrawal, management considers a substantial amount of these accounts to be core deposits having significantly longer effective maturities. The decay rates (the assumed rates at which the balances of existing accounts decline) used on these accounts is based on assumptions developed from our actual experiences with these accounts. If all of the Bank's checking, savings, and money market accounts had been assumed to be subject to repricing within one year, interest-bearing liabilities which were estimated to mature or reprice within one year would have exceeded interest-earning assets with comparable characteristics by $1.87 billion, for a cumulative one-year gap of (20.5)% of total assets.
(4)
Borrowings exclude deferred prepayment penalty costs.

76


Change in Net Interest Income. For each date presented in the following table, the estimated change in the Bank's net interest income is based on the indicated instantaneous, parallel and permanent change in interest rates presented. The change in each interest rate environment represents the difference between estimated net interest income in the 0 basis point interest rate environment ("base case," assumes the forward market and product interest rates implied by the yield curve are realized) and the estimated net interest income in each alternative interest rate environment (assumes market and product interest rates have a parallel shift in rates across all maturities by the indicated change in rates). Projected cash flows for each scenario are based upon varying prepayment assumptions to model likely customer behavior changes as market rates change. At all dates presented, the three-month Treasury bill yield was less than one percent, so the -100 basis points scenario was not applicable. Estimations of net interest income used in preparing the table below were based upon the assumptions that the total composition of interest-earning assets and interest-bearing liabilities does not change materially and that any repricing of assets or liabilities occurs at anticipated product and market rates for the alternative rate environments as of the dates presented. The estimation of net interest income does not include any projected gains or losses related to the sale of loans or securities, or income derived from non-interest income sources, but does include the use of different prepayment assumptions in the alternative interest rate environments. It is important to consider that estimated changes in net interest income are for a cumulative four-quarter period. These do not reflect the earnings expectations of management.
Change
 
Net Interest Income At
(in Basis Points)
 
June 30, 2017
 
September 30, 2016
in Interest Rates(1)
 
Amount ($)
 
Change ($)
 
Change (%)
 
Amount ($)
 
Change ($)
 
Change (%)
 
 
(Dollars in thousands)
 -100 bp
 
N/A

 
N/A

 
N/A

 
N/A

 
N/A

 
N/A

  000 bp
 
$
191,871

 
$

 
 %
 
$
188,696

 
$

 
%
+100 bp
 
191,242

 
(629
)
 
(0.33
)
 
192,921

 
4,225

 
2.24

+200 bp
 
188,430

 
(3,441
)
 
(1.79
)
 
194,919

 
6,223

 
3.30

+300 bp
 
184,033

 
(7,838
)
 
(4.09
)
 
195,187

 
6,491

 
3.44


(1)
Assumes an instantaneous, parallel, and permanent change in interest rates at all maturities.

The increase in net interest income projection in the base case scenario at June 30, 2017 as compared to September 30, 2016 was due primarily to the increase in market interest rates, specifically long-term interest rates. The Bank's one-year gap amount was positive for both periods. Therefore, as market interest rates rise, the Bank's assets are projected to reprice higher at a faster pace than liabilities. The net interest income projections were negative in the rising rate scenarios at June 30, 2017 compared to being positive at September 30, 2016. This change was due primarily to higher market interest rates at June 30, 2017, which resulted in a decrease in the Bank's one-year gap. As interest rates rise, the one-year gap will eventually become negative due to a reduction in cash flows from the Bank's mortgage-related assets and callable agency debentures. At June 30, 2017, as interest rates move higher, liabilities would reprice to higher interest rates at a faster pace than assets and have a negative impact on the Bank's net interest income projection.


77


Change in MVPE. The following table sets forth the estimated change in the MVPE for each date presented based on the indicated instantaneous, parallel, and permanent change in interest rates. The change in each interest rate environment represents the difference between the MVPE in the base case (assumes the forward market interest rates implied by the yield curve are realized) and the MVPE in each alternative interest rate environment (assumes market interest rates have a parallel shift in rates). At the dates presented, the three-month Treasury bill yield was less than one percent, so the -100 basis points scenario was not applicable. Projected cash flows for each scenario are based upon varying prepayment assumptions to model likely customer behavior changes as market rates change. The estimations of the MVPE used in preparing the table below were based upon the assumptions that the total composition of interest-earning assets and interest-bearing liabilities does not change, that any repricing of assets or liabilities occurs at current product or market rates for the alternative rate environments as of the dates presented, and that different prepayment rates were used in each alternative interest rate environment. The estimated MVPE results from the valuation of cash flows from financial assets and liabilities over the anticipated lives of each for each interest rate environment. The table below presents the effects of the changes in interest rates on our assets and liabilities as they mature, repay, or reprice, as shown by the change in the MVPE for alternative interest rates.
Change
 
Market Value of Portfolio Equity At
(in Basis Points)
 
June 30, 2017
 
September 30, 2016
in Interest Rates(1)
 
Amount ($)
 
Change ($)
 
Change (%)
 
Amount ($)
 
Change ($)
 
Change (%)
 
 
(Dollars in thousands)
 -100 bp
 
N/A

 
N/A

 
N/A

 
N/A

 
N/A

 
N/A

  000 bp
 
$
1,387,596

 
$

 
 %
 
$
1,448,758

 
$

 
 %
+100 bp
 
1,216,158

 
(171,438
)
 
(12.36
)
 
1,364,879

 
(83,879
)
 
(5.79
)
+200 bp
 
996,770

 
(390,826
)
 
(28.17
)
 
1,208,130

 
(240,628
)
 
(16.61
)
+300 bp
 
764,970

 
(622,626
)
 
(44.87
)
 
1,014,446

 
(434,312
)
 
(29.98
)

(1)
Assumes an instantaneous, parallel, and permanent change in interest rates at all maturities.

The percentage change in the Bank's MVPE at June 30, 2017 was more adversely impacted in the increasing interest rate scenarios than at September 30, 2016 due primarily to market interest rates being higher at June 30, 2017. As interest rates increase, repayments on mortgage-related assets are more likely to decrease and only be realized through significant changes in borrowers' lives such as divorce, death, job-related relocations, or other events as there is less economic incentive for borrowers to prepay their debt. This results in an increase in the average life of mortgage-related assets. Similarly, call projections for the Bank's callable agency debentures decrease as interest rates rise, which results in cash flows related to these assets moving closer to the contractual maturity dates. The higher expected average lives of these assets, relative to the assumptions in the base case interest rate environment, increases the sensitivity of their market value to changes in interest rates. As a result, the projected decrease in the market value of the Bank's financial assets was more significant than the projected decrease in the market value of its financial liabilities, which resulted in a projected decrease in MVPE in all of the rising interest rate scenarios presented.



 


78


The following table presents the weighted average yields/rates and WALs (in years), after applying prepayment, call assumptions, and decay rates for our interest-earning assets and interest-bearing liabilities as of the date presented. Yields presented for interest-earning assets include the amortization of fees, costs, premiums and discounts which are considered adjustments to the yield. The interest rate presented for term borrowings is the effective rate, which includes the net impact of the amortization of deferred prepayment penalties resulting from FHLB advances previously prepaid. The maturity and repricing terms presented for one- to four-family loans represent the contractual terms of the loan.
 
June 30, 2017
 
Amount
 
Yield/Rate
 
WAL
 
% of Category
 
% of Total
 
(Dollars in thousands)
Investment securities
$
326,786

 
1.29
%
 
1.6

 
24.3
%
 
3.7
%
MBS - fixed
683,698

 
2.16

 
3.0

 
50.9

 
7.8

MBS - adjustable
333,447

 
2.49

 
4.8

 
24.8

 
3.8

Total securities
1,343,931

 
2.03

 
3.1

 
100.0
%
 
15.3

Loans receivable:
 
 
 
 
 
 
 
 
 
Fixed-rate one- to four-family:
 
 
 
 
 
 
 
 
 
<= 15 years
1,244,468

 
3.09

 
4.1

 
17.2
%
 
14.1

> 15 years
4,428,752

 
3.85

 
6.2

 
61.3

 
50.3

All other fixed-rate loans
260,920

 
4.19

 
4.2

 
3.6

 
3.0

Total fixed-rate loans
5,934,140

 
3.71

 
5.7

 
82.1

 
67.4

Adjustable-rate one- to four-family:
 
 
 
 
 
 
 
 
 
<= 36 months
270,722

 
1.75

 
3.6

 
3.7

 
3.1

> 36 months
871,049

 
3.04

 
2.8

 
12.1

 
9.9

All other adjustable-rate loans
152,514

 
4.79

 
3.0

 
2.1

 
1.7

Total adjustable-rate loans
1,294,285

 
2.98

 
3.0

 
17.9

 
14.7

Total loans receivable
7,228,425

 
3.58

 
5.2

 
100.0
%
 
82.1

FHLB stock
101,039

 
6.47

 
2.4

 
 
 
1.1

Cash and cash equivalents
130,249

 
1.23

 

 
 
 
1.5

Total interest-earning assets
$
8,803,644

 
3.34

 
4.8

 
 
 
100.0
%
 
 
 
 
 
 
 
 
 
 
Non-maturity deposits
$
2,443,811

 
0.17

 
7.8

 
46.4
%
 
32.0
%
Retail certificates of deposit
2,432,867

 
1.48

 
1.8

 
46.2

 
31.8

Public units
391,007

 
1.08

 
0.8

 
7.4

 
5.1

Total deposits
5,267,685

 
0.84

 
4.5

 
100.0
%
 
68.9

Term borrowings
2,375,000

 
2.15

 
2.3

 
 
 
31.1

Total interest-bearing liabilities
$
7,642,685

 
1.25

 
3.8

 
 
 
100.0
%

Item 4. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
Our management, with the participation of our Chief Executive Officer and our Chief Financial Officer, evaluated the Company's disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended, the "Act") as of June 30, 2017. Based upon this evaluation, our Chief Executive Officer and our Chief Financial Officer have concluded that, as of June 30, 2017, such disclosure controls and procedures were effective to ensure that information required to be disclosed by the Company in the reports it files or submits under the Act is accumulated and communicated to the Company's management (including the Chief Executive Officer and Chief Financial Officer) to allow timely decisions regarding required disclosure, and is recorded, processed, summarized, and reported within the time periods specified in the SEC's rules and forms.

Changes in Internal Control Over Financial Reporting
There have been no changes in the Company's internal control over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) under the Act) that occurred during the Company's quarter ended June 30, 2017 that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.

79



PART II - OTHER INFORMATION
Item 1. Legal Proceedings
The Company and the Bank are involved as plaintiff or defendant in various legal actions arising in the normal course of business. In our opinion, after consultation with legal counsel, we believe it unlikely that such pending legal actions will have a material adverse effect on our financial condition, results of operations or liquidity.
Item 1A. Risk Factors
There have been no material changes to our risk factors disclosed in our Annual Report on Form 10-K for the fiscal year ended September 30, 2016.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

See "Liquidity and Capital Resources - Capital" in "Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations" regarding OCC restrictions on dividends from the Bank to the Company.

The following table summarizes our share repurchase activity during the three months ended June 30, 2017 and additional information regarding our share repurchase program. In October 2015, the Company announced a stock repurchase plan for up to $70.0 million of common stock. It is anticipated that shares will be purchased from time to time in the open-market based upon market conditions and available liquidity. There is no expiration for this repurchase plan.
 
 
 
 
 
 
 
Approximate
 
Total
 
 
 
Total Number of
 
Dollar Value of
 
Number of
 
Average
 
Shares Purchased as
 
Shares that May
 
Shares
 
Price Paid
 
Part of Publicly
 
Yet Be Purchased
 
Purchased
 
per Share
 
Announced Plans
 
Under the Plan
April 1, 2017 through
 
 
 
 
 
 
 
April 30, 2017

 
$

 

 
$
70,000,000

May 1, 2017 through
 
 
 
 
 
 
 
May 31, 2017

 

 

 
70,000,000

June 1, 2017 through
 
 
 
 
 
 
 
June 30, 2017

 

 

 
70,000,000

Total

 

 

 
70,000,000


Item 3. Defaults Upon Senior Securities
Not applicable.
Item 4. Mine Safety Disclosures
Not applicable.
Item 5. Other Information
Not applicable.
Item 6. Exhibits
See Index to Exhibits.

80


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

CAPITOL FEDERAL FINANCIAL, INC.
 
 
 
 
 
 
 
 
 
 
 
 
 
Date: August 9, 2017
By:
/s/ John B. Dicus
 
 
 
John B. Dicus, Chairman, President and Chief Executive Officer
 
 
 
 
 
Date: August 9, 2017
By:
/s/ Kent G. Townsend
 
 
 
Kent G. Townsend, Executive Vice President,
 
 
 
Chief Financial Officer and Treasurer
 


81


INDEX TO EXHIBITS
Exhibit
Number
 
Document
3(i)
 
Charter of Capitol Federal Financial, Inc., as filed on May 6, 2010, as Exhibit 3(i) to Capitol Federal Financial, Inc.'s Registration Statement on Form S-1 (File No. 333-166578) and incorporated herein by reference
3(ii)
 
Bylaws of Capitol Federal Financial, Inc., as amended, filed on September 30, 2016, as Exhibit 3.2 to Form 8-K for Capitol Federal Financial Inc. and incorporated herein by reference

10.1(i)
 
Capitol Federal Financial, Inc.'s Employee Stock Ownership Plan, as amended, filed on May 10, 2011 as Exhibit 10.1(ii) to the March 31, 2011 Form 10-Q for Capitol Federal Financial, Inc., and incorporated herein by reference
10.1(ii)
 
Form of Change of Control Agreement with each of John B. Dicus, Kent G. Townsend, and Rick C. Jackson filed on January 20, 2011 as Exhibit 10.1 to the Registrant's Current Report on Form 8-K and incorporated herein by reference
10.1(iii)
 
Form of Change of Control Agreement with each of Natalie G. Haag and Carlton A. Ricketts filed on November 29, 2012 as Exhibit 10.1(iv) to the Registrant's Annual Report on Form 10-K and incorporated herein by reference
10.1(iv)
 
Form of Change of Control Agreement with Daniel L. Lehman filed on November 29, 2016 as Exhibit 10.1(v) to the Registrant's Annual Report on Form 10-K and incorporated herein by reference
10.2
 
Capitol Federal Financial's 2000 Stock Option and Incentive Plan (the "Stock Option Plan") filed on April 13, 2000 as Appendix A to Capitol Federal Financial's Revised Proxy Statement (File No. 000-25391) and incorporated herein by reference
10.3
 
Capitol Federal Financial Deferred Incentive Bonus Plan, as amended, filed on May 5, 2009 as Exhibit 10.4 to the March 31, 2009 Form 10-Q for Capitol Federal Financial and incorporated herein by reference
10.4
 
Form of Incentive Stock Option Agreement under the Stock Option Plan filed on February 4, 2005 as Exhibit 10.5 to the December 31, 2004 Form 10-Q for Capitol Federal Financial and incorporated herein by reference
10.5
 
Form of Non-Qualified Stock Option Agreement under the Stock Option Plan filed on February 4, 2005 as Exhibit 10.6 to the December 31, 2004 Form 10-Q for Capitol Federal Financial and incorporated herein by reference
10.6
 
Description of Named Executive Officer Salary and Bonus Arrangements filed on November 25, 2015 as Exhibit 10.6 to the Registrant's Annual Report on Form 10-K and incorporated herein by reference
10.7
 
Description of Director Fee Arrangements filed on August 1, 2014 as Exhibit 10.9 to the Registrant's June 30, 2014 Form 10-Q and incorporated herein by reference
10.8
 
Short-term Performance Plan filed on August 4, 2015 as Exhibit 10.10 to the Registrant's June 30, 2015 Form 10-Q and incorporated herein by reference
10.9
 
Capitol Federal Financial, Inc. 2012 Equity Incentive Plan (the "Equity Incentive Plan") filed on December 22, 2011 as Appendix A to Capitol Federal Financial, Inc.'s Proxy Statement (File No. 001-34814) and incorporated herein by reference
10.10
 
Form of Incentive Stock Option Agreement under the Equity Incentive Plan filed on February 6, 2012 as Exhibit 10.12 to the Registrant's December 31, 2011 Form 10-Q and incorporated herein by reference
10.11
 
Form of Non-Qualified Stock Option Agreement under the Equity Incentive Plan filed on February 6, 2012 as Exhibit 10.13 to the Registrant's December 31, 2011 Form 10-Q and incorporated herein by reference
10.12
 
Form of Stock Appreciation Right Agreement under the Equity Incentive Plan filed on February 6, 2012 as Exhibit 10.14 to the Registrant's December 31, 2011 Form 10-Q and incorporated herein by reference
10.13
 
Form of Restricted Stock Agreement under the Equity Incentive Plan filed on February 6, 2012 as Exhibit 10.15 to the Registrant's December 31, 2011 Form 10-Q and incorporated herein by reference
11
 
Calculations of Basic and Diluted EPS (See "Part I, Item 1. Financial Statements – Notes to Consolidated Financial Statements – Note 2 – Earnings Per Share")
31.1
 
Certification pursuant to section 302 of the Sarbanes-Oxley Act of 2002 made by John B. Dicus, Chairman, President and Chief Executive Officer
31.2
 
Certification pursuant to section 302 of the Sarbanes-Oxley Act of 2002 made by Kent G. Townsend, Executive Vice President, Chief Financial Officer and Treasurer
32
 
Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 made by John B. Dicus, Chairman, President and Chief Executive Officer, and Kent G. Townsend, Executive Vice President, Chief Financial Officer and Treasurer

82


101
 
The following information from the Company's Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2017, filed with the Securities and Exchange Commission on August 9, 2017, has been formatted in eXtensible Business Reporting Language: (i) Consolidated Balance Sheets at June 30, 2017 and September 30, 2016, (ii) Consolidated Statements of Income for the three and nine months ended June 30, 2017 and 2016, (iii) Consolidated Statements of Comprehensive Income for the three and nine months ended June 30, 2017 and 2016, (iv) Consolidated Statement of Stockholders' Equity for the nine months ended June 30, 2017, (v) Consolidated Statements of Cash Flows for the nine months ended June 30, 2017 and 2016, and (vi) Notes to the Unaudited Consolidated Financial Statements

83