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Kearny Financial Corp. - Quarter Report: 2017 December (Form 10-Q)

 

 

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

(Mark One)

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended December 31, 2017

OR

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from              to             

Commission File Number 001-37399

 

KEARNY FINANCIAL CORP.

(Exact name of registrant as specified in its charter)

 

 

Maryland

  

30-0870244

(State or other jurisdiction of
incorporation or organization)

  

(I.R.S. Employer
Identification Number)

 

 

 

120 Passaic Ave., Fairfield, New Jersey

  

07004

(Address of principal executive offices)

  

(Zip Code)

Registrant’s telephone number, including area code

973-244-4500

 

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

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, 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      No  

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filers,” “accelerated filers,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer

Accelerated filer

Non-accelerated filer

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  

The number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: February 1, 2018.

$0.01 par value common stock — 78,843,460 shares outstanding

 

 

 

 

 


 

KEARNY FINANCIAL CORP. AND SUBSIDIARIES

INDEX

 

 

 

 

 

Page

Number

PART I—FINANCIAL INFORMATION

 

 

 

 

 

 

 

Item 1:

 

Financial Statements

 

 

 

 

 

 

 

 

 

Consolidated Statements of Financial Condition at December 31, 2017 (Unaudited) and June 30, 2017

 

1

 

 

 

 

 

 

 

Consolidated Statements of Income for the Three and Six Months Ended December 31, 2017 and December 31, 2016 (Unaudited)

 

2

 

 

 

 

 

 

 

Consolidated Statements of Comprehensive Income for the Three and Six Months Ended December 31, 2017 and December 31, 2016 (Unaudited)

 

4

 

 

 

 

 

 

 

Consolidated Statements of Changes in Stockholders’ Equity for the Six Months Ended December 31, 2017 and December 31, 2016 (Unaudited)

 

5

 

 

 

 

 

 

 

Consolidated Statements of Cash Flows for the Six Months Ended December 31, 2017 and December 31, 2016 (Unaudited)

 

7

 

 

 

 

 

 

 

Notes to Consolidated Financial Statements (Unaudited)

 

9

 

 

 

 

 

Item 2:

 

Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

48

 

 

 

 

 

Item 3:

 

Quantitative and Qualitative Disclosure About Market Risk

 

65

 

 

 

 

 

Item 4:

 

Controls and Procedures

 

71

 

 

 

 

 

PART II—OTHER INFORMATION

 

 

 

 

 

 

 

Item 1:

 

Legal Proceedings

 

72

 

 

 

 

 

Item 1A:

 

Risk Factors

 

72

 

 

 

 

 

Item 2:

 

Unregistered Sales of Equity Securities and Use of Proceeds

 

72

 

 

 

 

 

Item 3:

 

Defaults Upon Senior Securities

 

72

 

 

 

 

 

Item 4:

 

Mine Safety Disclosures

 

72

 

 

 

 

 

Item 5:

 

Other Information

 

72

 

 

 

 

 

Item 6:

 

Exhibits

 

73

 

 

 

 

 

SIGNATURES

 

74

 

 

 

 


 

KEARNY FINANCIAL CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

(In Thousands, Except Share and Per Share Data)

 

 

December 31,

 

 

June 30,

 

 

2017

 

 

2017

 

 

(Unaudited)

 

 

 

 

 

Assets

 

 

 

 

 

 

 

Cash and amounts due from depository institutions

$

17,899

 

 

$

18,889

 

Interest-bearing deposits in other banks

 

32,786

 

 

 

59,348

 

Cash and cash equivalents

 

50,685

 

 

 

78,237

 

Debt securities available for sale, at fair value

 

485,954

 

 

 

444,497

 

Mortgage-backed securities available for sale, at fair value

 

151,717

 

 

 

169,263

 

Securities available for sale

 

637,671

 

 

 

613,760

 

Debt securities held to maturity (fair value $125,882 and $145,505)

 

125,671

 

 

 

144,713

 

Mortgage-backed securities held to maturity (fair value $344,649 and $350,289)

 

345,781

 

 

 

348,608

 

Securities held to maturity

 

471,452

 

 

 

493,321

 

Loans held-for-sale

 

3,490

 

 

 

4,692

 

Loans receivable, including unamortized yield adjustments of $1,999 and $2,808

 

3,291,516

 

 

 

3,245,261

 

Less allowance for loan losses

 

(30,066

)

 

 

(29,286

)

Net loans receivable

 

3,261,450

 

 

 

3,215,975

 

Premises and equipment

 

41,829

 

 

 

39,585

 

Federal Home Loan Bank of New York ("FHLB") stock

 

39,113

 

 

 

39,958

 

Accrued interest receivable

 

13,524

 

 

 

12,493

 

Goodwill

 

108,591

 

 

 

108,591

 

Bank owned life insurance

 

183,754

 

 

 

181,223

 

Deferred income tax assets, net

 

6,941

 

 

 

15,454

 

Other assets

 

25,347

 

 

 

14,838

 

Total Assets

$

4,843,847

 

 

$

4,818,127

 

 

 

 

 

 

 

 

 

Liabilities and Stockholders' Equity

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

Deposits:

 

 

 

 

 

 

 

Non-interest-bearing

$

275,065

 

 

$

267,412

 

Interest-bearing

 

2,758,701

 

 

 

2,662,715

 

Total deposits

 

3,033,766

 

 

 

2,930,127

 

Borrowings

 

798,864

 

 

 

806,228

 

Advance payments by borrowers for taxes

 

8,511

 

 

 

8,711

 

Other liabilities

 

13,433

 

 

 

15,880

 

Total Liabilities

 

3,854,574

 

 

 

3,760,946

 

 

 

 

 

 

 

 

 

Stockholders' Equity

 

 

 

 

 

 

 

Preferred stock, $1.00 par value, 100,000,000 shares authorized;

  none issued and outstanding

 

-

 

 

 

-

 

Common stock, $0.01 par value; 800,000,000 shares authorized;

  79,526,660 shares and 84,350,848 shares issued and outstanding, respectively

 

795

 

 

 

844

 

Paid-in capital

 

662,093

 

 

 

728,790

 

Retained earnings

 

353,536

 

 

 

361,039

 

Unearned employee stock ownership plan shares;

  3,462,033 shares and 3,562,382 shares, respectively

 

(33,563

)

 

 

(34,536

)

Accumulated other comprehensive income, net

 

6,412

 

 

 

1,044

 

Total Stockholders' Equity

 

989,273

 

 

 

1,057,181

 

Total Liabilities and Stockholders' Equity

$

4,843,847

 

 

$

4,818,127

 

 

See notes to unaudited consolidated financial statements

 

- 1 -


 

KEARNY FINANCIAL CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(In Thousands, Except Per Share Data)

(Unaudited)

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

December 31,

 

 

December 31,

 

 

 

2017

 

 

 

2016

 

 

2017

 

 

 

2016

 

Interest Income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans

 

$

30,610

 

 

$

27,407

 

 

$

61,083

 

 

$

53,104

 

Mortgage-backed securities

 

 

2,848

 

 

 

3,779

 

 

 

5,744

 

 

 

7,716

 

Debt securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Taxable

 

 

3,229

 

 

 

2,146

 

 

 

6,189

 

 

 

4,186

 

Tax-exempt

 

 

641

 

 

 

562

 

 

 

1,262

 

 

 

1,113

 

Other interest-earning assets

 

 

704

 

 

 

421

 

 

 

1,346

 

 

 

1,002

 

Total Interest Income

 

 

38,032

 

 

 

34,315

 

 

 

75,624

 

 

 

67,121

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest Expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deposits

 

 

6,649

 

 

 

5,410

 

 

 

12,868

 

 

 

10,771

 

Borrowings

 

 

4,548

 

 

 

3,289

 

 

 

9,111

 

 

 

6,713

 

Total Interest Expense

 

 

11,197

 

 

 

8,699

 

 

 

21,979

 

 

 

17,484

 

Net Interest Income

 

 

26,835

 

 

 

25,616

 

 

 

53,645

 

 

 

49,637

 

Provision for Loan Losses

 

 

936

 

 

 

1,255

 

 

 

1,566

 

 

 

2,384

 

Net Interest Income after Provision for

  Loan Losses

 

 

25,899

 

 

 

24,361

 

 

 

52,079

 

 

 

47,253

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-Interest Income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fees and service charges

 

 

1,409

 

 

 

1,289

 

 

 

2,670

 

 

 

1,952

 

Gain on sale and call of securities

 

 

-

 

 

 

21

 

 

 

-

 

 

 

21

 

Gain on sale of loans

 

 

200

 

 

 

459

 

 

 

531

 

 

 

759

 

Gain (loss) on sale and write down of real estate owned

 

 

23

 

 

 

12

 

 

 

(86

)

 

 

(3

)

Income from bank owned life insurance

 

 

1,264

 

 

 

1,321

 

 

 

2,531

 

 

 

2,640

 

Electronic banking fees and charges

 

 

302

 

 

 

270

 

 

 

580

 

 

 

553

 

Miscellaneous

 

 

65

 

 

 

74

 

 

 

131

 

 

 

153

 

Total Non-Interest Income

 

 

3,263

 

 

 

3,446

 

 

 

6,357

 

 

 

6,075

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-Interest Expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Salaries and employee benefits

 

 

12,926

 

 

 

11,592

 

 

 

25,793

 

 

 

22,501

 

Net occupancy expense of premises

 

 

2,122

 

 

 

1,976

 

 

 

4,103

 

 

 

3,917

 

Equipment and systems

 

 

2,193

 

 

 

2,030

 

 

 

4,383

 

 

 

4,078

 

Advertising and marketing

 

 

748

 

 

 

387

 

 

 

1,458

 

 

 

936

 

Federal deposit insurance premium

 

 

343

 

 

 

339

 

 

 

703

 

 

 

644

 

Directors' compensation

 

 

688

 

 

 

379

 

 

 

1,377

 

 

 

604

 

Merger-related expenses

 

 

1,193

 

 

 

-

 

 

 

1,193

 

 

 

-

 

Miscellaneous

 

 

2,551

 

 

 

2,670

 

 

 

5,040

 

 

 

5,353

 

Total Non-Interest Expense

 

 

22,764

 

 

 

19,373

 

 

 

44,050

 

 

 

38,033

 

Income before Income Taxes

 

 

6,398

 

 

 

8,434

 

 

 

14,386

 

 

 

15,295

 

Income taxes

 

 

5,129

 

 

 

2,970

 

 

 

7,885

 

 

 

5,164

 

Net Income

 

$

1,269

 

 

$

5,464

 

 

$

6,501

 

 

$

10,131

 

 

See notes to unaudited consolidated financial statements.

 

- 2 -


 

KEARNY FINANCIAL CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME (Continued)

(In Thousands, Except Per Share Data)

(Unaudited)

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

December 31,

 

 

December 31,

 

 

 

2017

 

 

 

2016

 

 

2017

 

 

 

2016

 

Net Income per Common Share (EPS)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.02

 

 

$

0.06

 

 

$

0.08

 

 

$

0.12

 

Diluted

 

$

0.02

 

 

$

0.06

 

 

$

0.08

 

 

$

0.12

 

Weighted Average Number of

  Common Shares Outstanding

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

77,174

 

 

 

85,174

 

 

 

78,411

 

 

 

85,710

 

Diluted

 

 

77,239

 

 

 

85,258

 

 

 

78,474

 

 

 

85,782

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Dividends Declared Per Common Share

 

$

0.03

 

 

$

0.02

 

 

$

0.18

 

 

$

0.04

 

 

See notes to unaudited consolidated financial statements.

 

 

 

- 3 -


 

KEARNY FINANCIAL CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In Thousands, Unaudited)

 

 

Three Months Ended

 

 

Six Months Ended

 

 

December 31,

 

 

December 31,

 

 

2017

 

 

2016

 

 

2017

 

 

2016

 

Net Income

$

1,269

 

 

$

5,464

 

 

$

6,501

 

 

$

10,131

 

Other Comprehensive Income, net of tax:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net unrealized loss on securities available

for sale

 

(1,208

)

 

 

(5,314

)

 

 

(60

)

 

 

(4,241

)

Net gain (loss) on securities transferred from

   available for sale to held to maturity

 

44

 

 

 

(25

)

 

 

61

 

 

 

(21

)

Net realized gain on securities available for sale

 

-

 

 

 

6

 

 

 

-

 

 

 

6

 

Fair value adjustments on derivatives

 

4,429

 

 

 

14,051

 

 

 

5,403

 

 

 

17,212

 

Benefit plan adjustments

 

7

 

 

 

10

 

 

 

(36

)

 

 

(214

)

Total Other Comprehensive Income

 

3,272

 

 

 

8,728

 

 

 

5,368

 

 

 

12,742

 

Total Comprehensive Income

$

4,541

 

 

$

14,192

 

 

$

11,869

 

 

$

22,873

 

 

See notes to unaudited consolidated financial statements.

 

 

 

- 4 -


 

KEARNY FINANCIAL CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

Six Months Ended December 31, 2016

(In Thousands, Unaudited)

 

 

Common Stock

 

 

Paid-In

 

 

Retained

 

 

Unearned

ESOP

 

 

Accumulated

Other

Comprehensive

 

 

 

 

 

 

Shares

 

 

Amount

 

 

Capital

 

 

Earnings

 

 

Shares

 

 

Loss

 

 

Total

 

Balance - June 30, 2016

 

91,822

 

 

$

918

 

 

$

849,173

 

 

$

350,806

 

 

$

(36,481

)

 

$

(16,787

)

 

$

1,147,629

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

-

 

 

 

-

 

 

 

-

 

 

 

10,131

 

 

 

-

 

 

 

-

 

 

 

10,131

 

Other comprehensive income, net

  of income tax expense

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

12,742

 

 

 

12,742

 

ESOP shares committed to be

  released (100 shares)

 

-

 

 

 

-

 

 

 

434

 

 

 

-

 

 

 

973

 

 

 

-

 

 

 

1,407

 

Stock option expense

 

-

 

 

 

-

 

 

 

231

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

231

 

Share repurchases

 

(4,033

)

 

 

(40

)

 

 

(54,478

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(54,518

)

Issuance of shares for stock benefit plan

 

1,387

 

 

 

14

 

 

 

(14

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Restricted stock plan shares

  earned (30 shares)

 

-

 

 

 

-

 

 

 

427

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

427

 

Cash dividends declared

  ($0.04 per common share)

 

-

 

 

 

-

 

 

 

-

 

 

 

(3,397

)

 

 

-

 

 

 

-

 

 

 

(3,397

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance - December 31, 2016

 

89,176

 

 

$

892

 

 

$

795,773

 

 

$

357,540

 

 

$

(35,508

)

 

$

(4,045

)

 

$

1,114,652

 

 

See notes to unaudited consolidated financial statements.

 

- 5 -


 

KEARNY FINANCIAL CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

Six Months Ended December 31, 2017

(In Thousands, Unaudited)

 

 

Common Stock

 

 

Paid-In

 

 

Retained

 

 

Unearned

ESOP

 

 

Accumulated

Other

Comprehensive

 

 

 

 

 

 

Shares

 

 

Amount

 

 

Capital

 

 

Earnings

 

 

Shares

 

 

Income

 

 

Total

 

Balance - June 30, 2017

 

84,351

 

 

$

844

 

 

$

728,790

 

 

$

361,039

 

 

$

(34,536

)

 

$

1,044

 

 

$

1,057,181

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

-

 

 

 

-

 

 

 

-

 

 

 

6,501

 

 

 

-

 

 

 

-

 

 

 

6,501

 

Other comprehensive income, net

  of income tax expense

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

5,368

 

 

 

5,368

 

ESOP shares committed to be

  released (100 shares)

 

-

 

 

 

-

 

 

 

503

 

 

 

-

 

 

 

973

 

 

 

-

 

 

 

1,476

 

Stock option exercise

 

10

 

 

 

-

 

 

 

102

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

102

 

Stock option expense

 

-

 

 

 

-

 

 

 

1,045

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

1,045

 

Share repurchases

 

(4,747

)

 

 

(48

)

 

 

(69,266

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(69,314

)

Restricted stock plan shares

  earned (146 shares)

 

-

 

 

 

-

 

 

 

2,196

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

2,196

 

Cancellation of shares issued for

  restricted stock awards

 

(87

)

 

 

(1

)

 

 

(1,277

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(1,278

)

Cash dividends declared

  ($0.18 per common share)

 

-

 

 

 

-

 

 

 

-

 

 

 

(14,004

)

 

 

-

 

 

 

-

 

 

 

(14,004

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance - December 31, 2017

 

79,527

 

 

$

795

 

 

$

662,093

 

 

$

353,536

 

 

$

(33,563

)

 

$

6,412

 

 

$

989,273

 

 

See notes to unaudited consolidated financial statements.

 

 

 

- 6 -


 

 

KEARNY FINANCIAL CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In Thousands, Unaudited)

 

 

Six Months Ended

 

 

December 31,

 

 

2017

 

 

2016

 

Cash Flows from Operating Activities:

 

 

 

 

 

 

 

Net income

$

6,501

 

 

$

10,131

 

Adjustment to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

 

 

Depreciation and amortization of premises and equipment

 

1,475

 

 

 

1,471

 

Net amortization of premiums, discounts and loan fees and costs

 

2,250

 

 

 

2,785

 

Deferred income taxes

 

4,783

 

 

 

342

 

Amortization of intangible assets

 

60

 

 

 

72

 

Amortization of benefit plans’ unrecognized net (gain) loss

 

(61

)

 

 

33

 

Provision for loan losses

 

1,566

 

 

 

2,384

 

Loss on write-down and sales of real estate owned

 

86

 

 

 

3

 

Loans originated for sale

 

(41,833

)

 

 

(58,305

)

Proceeds from sale of loans held-for-sale

 

43,448

 

 

 

55,344

 

Realized gain on sale of loans held-for-sale, net

 

(413

)

 

 

(409

)

Realized gain on sale of loans

 

(118

)

 

 

(350

)

Realized loss on call of debt securities available for sale

 

-

 

 

 

10

 

Realized gain on call of debt securities held to maturity

 

-

 

 

 

(31

)

Realized loss (gain) on disposition of premises and equipment

 

7

 

 

 

(11

)

Increase in cash surrender value of bank owned life insurance

 

(2,531

)

 

 

(2,640

)

ESOP, stock option plan and restricted stock plan expenses

 

4,717

 

 

 

2,065

 

Increase in interest receivable

 

(1,031

)

 

 

(597

)

(Increase) decrease in other assets

 

(1,672

)

 

 

154

 

Increase in interest payable

 

292

 

 

 

100

 

Decrease in other liabilities

 

(2,555

)

 

 

(1,319

)

Net Cash Provided by Operating Activities

 

14,971

 

 

 

11,232

 

 

 

 

 

 

 

 

 

Cash Flows from Investing Activities:

 

 

 

 

 

 

 

Purchases of:

 

 

 

 

 

 

 

Debt securities available for sale

 

(76,074

)

 

 

(36,926

)

Debt securities held to maturity

 

(16,419

)

 

 

(22,793

)

Mortgage-backed securities available for sale

 

-

 

 

 

(30,663

)

Mortgage-backed securities held to maturity

 

(20,478

)

 

 

-

 

Proceeds from:

 

 

 

 

 

 

 

Repayments/calls/maturities of debt securities available for sale

 

35,458

 

 

 

30,476

 

Repayments/calls/maturities of debt securities held to maturity

 

35,315

 

 

 

52,198

 

Repayments/maturities of mortgage-backed securities available for sale

 

16,462

 

 

 

32,446

 

Repayments/maturities of mortgage-backed securities held to maturity

 

22,656

 

 

 

28,902

 

Purchase of loans

 

(48,905

)

 

 

(133,101

)

Proceeds from sale of loans

 

1,264

 

 

 

4,217

 

Net increase in loans receivable

 

(1,322

)

 

 

(173,739

)

Proceeds from sale of real estate owned

 

1,290

 

 

 

505

 

Additions to premises and equipment

 

(3,726

)

 

 

(1,416

)

Purchase of FHLB stock

 

(4,140

)

 

 

(10,080

)

Redemption of FHLB stock

 

4,985

 

 

 

6,167

 

Net Cash Used in Investing Activities

$

(53,634

)

 

$

(253,807

)

 

See notes to unaudited consolidated financial statements.

- 7 -


 

KEARNY FINANCIAL CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)

(In Thousands, Unaudited)

 

 

Six Months Ended

 

 

December 31,

 

 

2017

 

 

2016

 

Cash Flows from Financing Activities:

 

 

 

 

 

 

 

Net increase in deposits

$

103,485

 

 

 

51,189

 

Repayment of term FHLB advances

 

(1,250,054

)

 

 

(853,051

)

Proceeds from term FHLB advances

 

1,250,000

 

 

 

850,000

 

Net change in overnight borrowings

 

-

 

 

 

90,000

 

Net (decrease) increase in other short-term borrowings

 

(7,317

)

 

 

472

 

Net decrease in advance payments by borrowers for taxes

 

(200

)

 

 

(288

)

Repurchase and cancellation of common stock of Kearny Financial Corp.

 

(69,314

)

 

 

(54,518

)

Cancellation of shares issued for restricted stock awards

 

(1,278

)

 

 

-

 

Issuance of shares in consideration of exercise of stock options

 

102

 

 

 

-

 

Dividends paid

 

(14,313

)

 

 

(3,397

)

Net Cash Provided by Financing Activities

 

11,111

 

 

 

80,407

 

Net Decrease in Cash and Cash Equivalents

 

(27,552

)

 

 

(162,168

)

Cash and Cash Equivalents - Beginning

 

78,237

 

 

 

199,200

 

Cash and Cash Equivalents - Ending

$

50,685

 

 

$

37,032

 

 

 

 

 

 

 

 

 

Supplemental Disclosures of Cash Flows Information:

 

 

 

 

 

 

 

Cash paid during the period for:

 

 

 

 

 

 

 

Income taxes, net of refunds

$

10,156

 

 

$

3,934

 

Interest

$

21,687

 

 

$

17,385

 

 

 

 

 

 

 

 

 

Non-cash investing and financing activities:

 

 

 

 

 

 

 

Acquisition of real estate owned in settlement of loans

$

1,437

 

 

$

1,719

 

 

See notes to unaudited consolidated financial statements.

 

 

 

- 8 -


 

KEARNY FINANCIAL CORP. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

 

1.     PRINCIPLES OF CONSOLIDATION

The unaudited consolidated financial statements include the accounts of Kearny Financial Corp. (the “Company”), its wholly-owned subsidiary, Kearny Bank (the “Bank”) and the Bank’s wholly-owned subsidiaries, CJB Investment Corp. and KFS Financial Services, Inc. and its wholly-owned subsidiary, KFS Insurance Services, Inc. The Company conducts its business principally through the Bank. Management prepared the unaudited consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”), including the elimination of all significant inter-company accounts and transactions during consolidation.

 

 

2.     BASIS OF PRESENTATION

The accompanying unaudited consolidated financial statements were prepared in accordance with instructions for Form 10-Q and Regulation S-X and do not include information or footnotes necessary for a complete presentation of financial condition, income, comprehensive income, changes in stockholders’ equity and cash flows in conformity with GAAP. However, in the opinion of management, all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of the unaudited consolidated financial statements have been included. The results of operations for the three-month and six-month periods ended December 31, 2017 are not necessarily indicative of the results that may be expected for the entire fiscal year or any other period.

The data in the consolidated statement of financial condition for June 30, 2017 was derived from the Company’s 2017 annual report on Form 10-K. That data, along with the interim unaudited financial information presented in the consolidated statements of financial condition, income, comprehensive income, changes in stockholders’ equity and cash flows should be read in conjunction with the audited consolidated financial statements, including the notes thereto, included in the Company’s 2017 annual report on Form 10-K.

 

 

3.     NET INCOME PER COMMON SHARE (“EPS”)

Basic EPS is based on the weighted average number of common shares actually outstanding including both vested and unvested restricted stock awards adjusted for Employee Stock Ownership Plan (“ESOP”) shares not yet committed to be released. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock, such as outstanding stock options, were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the Company. Diluted EPS is calculated by adjusting the weighted average number of shares of common stock outstanding to include the effect of contracts or securities exercisable or which could be converted into common stock, if dilutive, using the treasury stock method. Shares issued and reacquired during any period are weighted for the portion of the period they were outstanding.

The following is a reconciliation of the numerators and denominators of the basic and diluted earnings per share computations:

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

December 31, 2017

 

 

December 31, 2017

 

 

 

Income

(Numerator)

 

 

Shares

(Denominator)

 

 

Per

Share

Amount

 

 

Income

(Numerator)

 

 

Shares

(Denominator)

 

 

Per

Share

Amount

 

 

 

(In Thousands, Except Per Share Data)

 

 

(In Thousands, Except Per Share Data)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

1,269

 

 

 

 

 

 

 

 

 

 

$

6,501

 

 

 

 

 

 

 

 

 

Basic earnings per share, income

  available to common stockholders

 

$

1,269

 

 

 

77,174

 

 

$

0.02

 

 

$

6,501

 

 

 

78,411

 

 

$

0.08

 

Effect of dilutive securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stock options

 

 

 

 

 

 

65

 

 

 

 

 

 

 

 

 

 

 

63

 

 

 

 

 

 

 

$

1,269

 

 

 

77,239

 

 

$

0.02

 

 

$

6,501

 

 

 

78,474

 

 

$

0.08

 

 

- 9 -


 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

December 31, 2016

 

 

December 31, 2016

 

 

 

Income

(Numerator)

 

 

Shares

(Denominator)

 

 

Per

Share

Amount

 

 

Income

(Numerator)

 

 

Shares

(Denominator)

 

 

Per

Share

Amount

 

 

 

(In Thousands, Except Per Share Data)

 

 

(In Thousands, Except Per Share Data)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

5,464

 

 

 

 

 

 

 

 

 

 

$

10,131

 

 

 

 

 

 

 

 

 

Basic earnings per share, income

  available to common stockholders

 

$

5,464

 

 

 

85,174

 

 

$

0.06

 

 

$

10,131

 

 

 

85,710

 

 

$

0.12

 

Effect of dilutive securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stock options

 

 

 

 

 

 

84

 

 

 

 

 

 

 

 

 

 

 

72

 

 

 

 

 

 

 

$

5,464

 

 

 

85,258

 

 

$

0.06

 

 

$

10,131

 

 

 

85,782

 

 

$

0.12

 

 

During the three and six months ended December 31, 2017, the average number of options which were considered anti-dilutive totaled approximately 3,290,000 and 3,290,000, respectively.   During the three and six months ended December 31, 2016, the average number of options which were considered anti-dilutive totaled approximately 1,108,587 and 554,293, respectively.

 

 

4.     SUBSEQUENT EVENTS

The Company has evaluated events and transactions occurring subsequent to the statement of financial condition date of December 31, 2017, for items that should potentially be recognized or disclosed in these consolidated financial statements.  The evaluation was conducted through the date this document was filed.

 

 

5.    PROPOSED ACQUISITION OF CLIFTON BANCORP INC.

On November 1, 2017, the Company and Clifton Bancorp Inc. (“Clifton”), the holding company for Clifton Savings Bank (“Clifton Bank”), announced that the companies have entered into a definitive agreement pursuant to which the Company will acquire Clifton in an all-stock transaction. Under the terms of the agreement, Clifton will merge with and into the Company and each outstanding share of Clifton common stock will be exchanged for 1.191 shares of the Company common stock.

As of December 31, 2017, Clifton had approximately $1.7 billion of assets, $1.2 billion of loans, and $935 million of deposits held across a network of 12 branches located in New Jersey throughout Bergen, Passaic, Hudson, and Essex counties.  Upon closing, the Company stockholders and Clifton stockholders will own approximately 76% and 24% of the combined company, respectively.

 

 

6.    MERGER RELATED EXPENSES

Merger-related expenses are recorded in the Consolidated Statements of Income and include costs relating to the Company’s proposed acquisition of Clifton, as described above.  These charges represent one-time costs associated with acquisition activities and do not represent ongoing costs of the fully integrated combined organization.  Accounting guidance requires that acquisition-related transactional and restructuring costs incurred by the Company be charged to expense as incurred.

 

 

7.     RECENT ACCOUNTING PRONOUNCEMENTS

In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606).  The objective of this amendment is to clarify the principles for recognizing revenue and to develop a common revenue standard for U.S. GAAP and IFRS. This update affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are in the scope of other standards.  For public entities, the guidance is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2017.  Subsequently, the FASB issued the following standards related to ASU 2014-09: ASU 2016-08, “Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations” ASU 2016-10, “Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing” ASU 2016-11, “Revenue Recognition (Topic 605) and Derivatives and Hedging (Topic 815): Rescission of SEC Guidance Because of Accounting Standards Updates 2014-09 and 2014-16 Pursuant to Staff Announcements at the March 3, 2016 EITF Meeting” ASU 2016-12, “Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients” and ASU 2017-05, “Other Income-Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20): Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of

- 10 -


 

Nonfinancial Assets.” These amendments are intended to improve and clarify the implementation guidance of ASU 2014-09 and have the same effective date as the original standard.  The Company’s main source of revenue is comprised of net interest income on interest earning assets and liabilities and non-interest income.  The scope of this ASU explicitly excludes net interest income as well as other revenues associated with financial assets and liabilities, including loans, leases, securities, certain insurance revenues and derivatives.  Accordingly, the majority of the Company’s revenues will not be affected.

In January 2016, the FASB issued ASU 2016-01, Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities.  The ASU requires an entity to: (i) measure equity investments at fair value through net income, with certain exceptions; (ii) present in OCI the changes in instrument-specific credit risk for financial liabilities measured using the fair value option; (iii) present financial assets and financial liabilities by measurement category and form of financial asset; (iv) calculate the fair value of financial instruments for disclosure purposes based on an exit price and; (v) assess a valuation allowance on deferred tax assets related to unrealized losses of AFS debt securities in combination with other deferred tax assets. The Update provides an election to subsequently measure certain nonmarketable equity investments at cost less any impairment and adjusted for certain observable price changes. The Update also requires a qualitative impairment assessment of such equity investments and amends certain fair value disclosure requirements. For public business entities, the amendments in this Update are effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years.  The Company is currently evaluating the impact of adopting this ASU on its consolidated financial statements.

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842).  The ASU requires all lessees to recognize a lease liability and right-of-use asset, measured at the present value of the future minimum lease payments, at the lease commencement date for leases classified as operating leases or finance leases.  This update also requires new quantitative disclosures related to leases in the Company’s consolidated financial statements.  There are practical expedients in this update that relate to leases that commenced before the effective date, initial direct costs and the use of hindsight to extend or terminate a lease or purchase the lease asset.  Lessor accounting remains largely unchanged under the new guidance.  For public business entities, the amendments in this Update are effective for fiscal years beginning after December 15, 2018, including interim reporting periods within that reporting period, with early adoption permitted.  A modified retrospective approach must be applied for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements.  The Company continues to evaluate the impact of the guidance, including determining whether other contracts exist that are deemed to be in scope.  As such, no conclusions have yet been reached regarding the potential impact on adoption on the Company’s consolidated financial statements and regulatory capital and risk-weighted assets; however, the Company does not expect the amendment to have a material impact on its results of operations.

In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.  The ASU requires credit losses on most financial assets measured at amortized cost and certain other instruments to be measured using an expected credit loss model (referred to as the current expected credit loss (CECL) model). Under this model, entities will estimate credit losses over the entire contractual term of the instrument (considering estimated prepayments, but not expected extensions or modifications unless reasonable expectation of a troubled debt restructuring exists) from the date of initial recognition of that instrument.

The ASU also replaces the current accounting model for purchased credit impaired loans and debt securities. The allowance for credit losses for purchased financial assets with a more-than insignificant amount of credit deterioration since origination (“PCD assets”), should be determined in a similar manner to other financial assets measured on an amortized cost basis. However, upon initial recognition, the allowance for credit losses is added to the purchase price (“gross up approach”) to determine the initial amortized cost basis. The subsequent accounting for PCD financial assets is the same expected loss model described above.

Further, the ASU made certain targeted amendments to the existing impairment model for available-for-sale (AFS) debt securities. For an AFS debt security for which there is neither the intent nor a more-likely-than-not requirement to sell, an entity will record credit losses as an allowance rather than a write-down of the amortized cost basis.

For public business entities that are SEC filers, the amendments are effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years.  The Company will apply the standard’s provisions as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective (i.e. modified retrospective approach).  The Company has begun its evaluation of this ASU including the potential impact on its Consolidated Financial Statements.  The extent of change is indeterminable at this time as it will be dependent upon portfolio composition and credit quality at the adoption date, as well as economic conditions and forecasts at that time.  Upon adoption, any impact to the allowance for credit losses, currently allowance for loan and lease losses, will have an offsetting impact on retained earnings.

In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230), a consensus of the FASB’s Emerging Issues Task Force.  The new guidance is intended to reduce diversity in practice in how certain transactions are classified in the statement of cash flows.  The new guidance addresses eight classification issues related to the statement of cash flows, which include

- 11 -


 

proceeds from settlement of corporate-owned and bank-owned life insurance policies.  For a public entity, ASU 2016-15 is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years.  The Company is currently evaluating the impact of adopting this ASU on its consolidated financial statements.

In January 2017, the FASB issued ASU 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. This ASU simplifies subsequent measurement of goodwill by eliminating Step 2 of the impairment test while retaining the option to perform the qualitative assessment for a reporting unit to determine whether the quantitative impairment test is necessary. The ASU also eliminates the requirements for any reporting unit with a zero or negative carrying amount to perform a qualitative assessment and, if it fails that qualitative test, to perform Step 2 of the goodwill impairment test. Therefore, the same impairment assessment applies to all reporting units. For public entities, ASU 2017-04 is effective for fiscal years beginning after December 15, 2019 with early adoption permitted for interim or annual goodwill impairment testing dates beginning after January 1, 2017. The Company is currently evaluating the impact of adopting this ASU on its consolidated financial statements.

In March 2017, the FASB issued ASU 2017-07, Compensation-Retirement Benefits (Topic715), to improve the presentation of net periodic pension cost and net periodic postretirement benefit cost in the income statement, and to narrow the amounts eligible for capitalization in assets. Topic 715 does not currently prescribe where the amount of net benefit cost should be presented in an employer’s income statement, nor does it require entities to disclose by line item the amount of net benefit cost that is included in the income statement or capitalized in assets. This lack of guidance has resulted in diversity in practice in the presentation of such costs.  For public entities, ASU 2017-07 becomes effective for fiscal years beginning after December 15, 2017, including interim periods within those years. The company is currently evaluating the impact of adopting this ASU on its consolidated financial statements.

In March 2017, the FASB issued ASU 2017-08, Receivables-Nonrefundable Fees and Other Costs (Subtopic 310-20), to amend the amortization period to the earliest call date for purchased callable debt securities held at a premium. Previously, Generally Accepted Accounting Principles (GAAP); generally required an investor to amortize the premium on a callable debt security as a component of interest income over the contractual life of the instrument (i.e., yield-to-maturity amortization) even when the issuer was certain to exercise the call option at an earlier date. This resulted in the investor recording a loss equal to the unamortized premium when the call option was exercised by the issuer. For public entities, ASU 2017-08 becomes effective for fiscal years beginning after December 15, 2018 including interim periods within those years.  The company is currently evaluating the impact of adopting this ASU on its consolidated financial statements.

In May 2017, the FASB issued ASU 2017-09, Compensation—Stock Compensation (Topic 718): Scope of Modification Accounting, to clarify which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718.  Topic 718 provides an accounting framework applicable to modifications of share-based payments, and currently defines a modification as “a change in any of the terms or conditions of a share-based payment award.”  This definition is open to a broad range of interpretation and has resulted in diversity in practice as to whether certain changes in terms or conditions are treated as modifications.  ASU 2017-09 further clarifies that an entity must apply modification accounting to changes in the terms or conditions of a share-based payment award unless certain criteria are met.  For public entities, ASU 2017-09 becomes effective for fiscal years beginning after December 15, 2017.  The company is currently evaluating the impact of adopting this ASU on its consolidated financial statements.

In August 2017, the FASB issued ASU 2017-12, Derivatives and Hedging: Targeted Improvements to Accounting for Hedging Activities, to improve its hedge accounting guidance and simplify and expand eligible hedging strategies for financial and nonfinancial risks. ASU 2017-12 also enhances the transparency of how hedging results are presented and disclosed and provides partial relief on the timing of certain aspects of hedge documentation and eliminates the requirement to recognize hedge ineffectiveness separately in earnings.  This ASU more closely aligns hedge accounting with a company’s risk management activities and simplifies its application through targeted improvements in key practice areas.  This includes expanding the list if items eligible to be hedged and amending the methods used to measure the effectiveness of hedging relationships.  ASU 2017-12 eliminates the concept of benchmark interest rates, instead an entity can hedge any contractually specified interest rate, however for fair value hedges; the concept of benchmark interest rates was retained.  Similar to the amendments for cash flow hedges of interest-rate risk, this ASU permits an entity to hedge the variability in cash flows attributable to changes in any contractually specified component of a nonfinancial asset.  ASU 2017-12 eliminates the concept of hedge ineffectiveness for financial statement recognition purposes.  While the hedging relationship is still required to be highly effective in order to apply hedge accounting, the ineffective portion of the hedging instrument is no longer required to be recognized currently in earnings or disclosed.  Further, for cash flow and net investment hedges, all changes in the fair value of the hedging instrument, both the effective and ineffective portions, will be deferred to other comprehensive income and recognized in earnings at the same time that the hedged item affects earnings.  For fair value hedges, the entire fair value change of the hedging instruments is presented in the same income statement line item that included the hedged item’s impact on earnings.  For public entities, the amendments in this Update are effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years.  Early adoption is permitted in any interim period or annual period for existing hedging relationships on the

- 12 -


 

date of adoption.  The effect of adoption should be reflected as of the beginning of the fiscal year of adoption. The company is currently evaluating the impact of adopting this ASU on its consolidated financial statements.

 

 

8.     SECURITIES AVAILABLE FOR SALE

The amortized cost, gross unrealized gains and losses and fair values of debt and mortgage-backed securities available for sale at December 31, 2017 and June 30, 2017 and stratification by contractual maturity of debt securities available for sale at December 31, 2017 are presented below:

 

 

December 31, 2017

 

 

Amortized

Cost

 

 

Gross

Unrealized

Gains

 

 

Gross

Unrealized

Losses

 

 

Fair

Value

 

 

(In Thousands)

 

Securities available for sale:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Debt securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. agency securities

$

4,830

 

 

$

7

 

 

$

27

 

 

$

4,810

 

Obligations of state and political subdivisions

 

27,452

 

 

 

89

 

 

 

113

 

 

 

27,428

 

Asset-backed securities

 

169,207

 

 

 

826

 

 

 

549

 

 

 

169,484

 

Collateralized loan obligations

 

133,246

 

 

 

338

 

 

 

243

 

 

 

133,341

 

Corporate bonds

 

143,012

 

 

 

519

 

 

 

1,134

 

 

 

142,397

 

Trust preferred securities

 

8,916

 

 

 

-

 

 

 

422

 

 

 

8,494

 

Total debt securities

 

486,663

 

 

 

1,779

 

 

 

2,488

 

 

 

485,954

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage-backed securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Collateralized mortgage obligations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Federal Home Loan Mortgage Corporation

 

8,836

 

 

 

-

 

 

 

142

 

 

 

8,694

 

Federal National Mortgage Association

 

19,219

 

 

 

-

 

 

 

726

 

 

 

18,493

 

Total collateralized mortgage obligations

 

28,055

 

 

 

-

 

 

 

868

 

 

 

27,187

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage pass-through securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential pass-through securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Federal Home Loan Mortgage Corporation

 

86,363

 

 

 

133

 

 

 

1,102

 

 

 

85,394

 

Federal National Mortgage Association

 

31,025

 

 

 

282

 

 

 

205

 

 

 

31,102

 

Total residential pass-through securities

 

117,388

 

 

 

415

 

 

 

1,307

 

 

 

116,496

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial pass-through securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Federal National Mortgage Association

 

8,028

 

 

 

12

 

 

 

6

 

 

 

8,034

 

Total commercial pass-through securities

 

8,028

 

 

 

12

 

 

 

6

 

 

 

8,034

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total mortgage-backed securities

 

153,471

 

 

 

427

 

 

 

2,181

 

 

 

151,717

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total securities available for sale

$

640,134

 

 

$

2,206

 

 

$

4,669

 

 

$

637,671

 

 

 

December 31, 2017

 

 

Amortized

Cost

 

 

Fair

Value

 

 

(In Thousands)

 

Debt securities available for sale:

 

 

 

 

 

 

 

Due in one year or less

$

-

 

 

$

-

 

Due after one year through five years

 

54,792

 

 

 

54,981

 

Due after five years through ten years

 

146,192

 

 

 

145,249

 

Due after ten years

 

285,679

 

 

 

285,724

 

Total

$

486,663

 

 

$

485,954

 

 

 

 

 

 

 

 

 

- 13 -


 

 

 

June 30, 2017

 

 

Amortized

Cost

 

 

Gross

Unrealized

Gains

 

 

Gross

Unrealized

Losses

 

 

Fair

Value

 

 

(In Thousands)

 

Securities available for sale:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Debt securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. agency securities

$

5,304

 

 

$

35

 

 

$

23

 

 

$

5,316

 

Obligations of state and political subdivisions

 

27,465

 

 

 

305

 

 

 

30

 

 

 

27,740

 

Asset-backed securities

 

163,120

 

 

 

316

 

 

 

1,007

 

 

 

162,429

 

Collateralized loan obligations

 

98,078

 

 

 

185

 

 

 

109

 

 

 

98,154

 

Corporate bonds

 

143,017

 

 

 

826

 

 

 

1,525

 

 

 

142,318

 

Trust preferred securities

 

8,912

 

 

 

-

 

 

 

372

 

 

 

8,540

 

Total debt securities

 

445,896

 

 

 

1,667

 

 

 

3,066

 

 

 

444,497

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage-backed securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Collateralized mortgage obligations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Federal Home Loan Mortgage Corporation

 

9,902

 

 

 

38

 

 

 

66

 

 

 

9,874

 

Federal National Mortgage Association

 

21,222

 

 

 

-

 

 

 

560

 

 

 

20,662

 

Total collateralized mortgage obligations

 

31,124

 

 

 

38

 

 

 

626

 

 

 

30,536

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage pass-through securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential pass-through securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Federal Home Loan Mortgage Corporation

 

95,501

 

 

 

352

 

 

 

999

 

 

 

94,854

 

Federal National Mortgage Association

 

35,516

 

 

 

425

 

 

 

245

 

 

 

35,696

 

Total residential pass-through securities

 

131,017

 

 

 

777

 

 

 

1,244

 

 

 

130,550

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial pass-through securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Federal National Mortgage Association

 

8,108

 

 

 

69

 

 

 

-

 

 

 

8,177

 

Total commercial pass-through securities

 

8,108

 

 

 

69

 

 

 

-

 

 

 

8,177

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total mortgage-backed securities

 

170,249

 

 

 

884

 

 

 

1,870

 

 

 

169,263

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total securities available for sale

$

616,145

 

 

$

2,551

 

 

$

4,936

 

 

$

613,760

 

 

There were no sales of securities available for sale during the three months and six months ended December 31, 2017 and December 31, 2016.

At December 31, 2017 and June 30, 2017, securities available for sale with carrying values of approximately $41.0 million and $41.8 million, respectively, were utilized as collateral for borrowings through the FHLB of New York.  At December 31, 2017 and June 30, 2017, securities available for sale with carrying values of approximately $33.2 million and $41.5 million, respectively, were utilized as collateral for potential borrowings through the Federal Reserve Bank of New York.  As of those same dates, securities available for sale with total carrying values of approximately $9.4 million and $8.2 million, respectively, were utilized as collateral for depositor sweep accounts.

 

 

- 14 -


 

9.     SECURITIES HELD TO MATURITY

The amortized cost, gross unrecognized gains and losses and fair values of debt and mortgage-backed securities held to maturity at December 31, 2017 and June 30, 2017 and stratification by contractual maturity of debt securities held to maturity at December 31, 2017 are presented below:

 

 

December 31, 2017

 

 

Amortized

Cost

 

 

Gross

Unrecognized

Gains

 

 

Gross

Unrecognized

Losses

 

 

Fair

Value

 

 

(In Thousands)

 

Securities held to maturity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Debt securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Obligations of state and political subdivisions

$

100,671

 

 

$

542

 

 

$

481

 

 

$

100,732

 

Subordinated debt

 

25,000

 

 

 

150

 

 

 

-

 

 

 

25,150

 

Total debt securities

 

125,671

 

 

 

692

 

 

 

481

 

 

 

125,882

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage-backed securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Collateralized mortgage obligations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Government National Mortgage Association

 

22,263

 

 

 

-

 

 

 

259

 

 

 

22,004

 

Federal Home Loan Mortgage Corporation

 

13,480

 

 

 

-

 

 

 

435

 

 

 

13,045

 

Federal National Mortgage Association

 

99

 

 

 

8

 

 

 

-

 

 

 

107

 

Non-agency securities

 

19

 

 

 

-

 

 

 

-

 

 

 

19

 

Total collateralized mortgage obligations

 

35,861

 

 

 

8

 

 

 

694

 

 

 

35,175

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage pass-through securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential pass-through securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Federal Home Loan Mortgage Corporation

 

31,549

 

 

 

1

 

 

 

613

 

 

 

30,937

 

Federal National Mortgage Association

 

128,938

 

 

 

356

 

 

 

902

 

 

 

128,392

 

Total residential pass-through securities

 

160,487

 

 

 

357

 

 

 

1,515

 

 

 

159,329

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial pass-through securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Government National Mortgage Association

 

1,882

 

 

 

-

 

 

 

5

 

 

 

1,877

 

Federal National Mortgage Association

 

147,551

 

 

 

866

 

 

 

149

 

 

 

148,268

 

Total commercial pass-through securities

 

149,433

 

 

 

866

 

 

 

154

 

 

 

150,145

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total mortgage-backed securities

 

345,781

 

 

 

1,231

 

 

 

2,363

 

 

 

344,649

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total securities held to maturity

$

471,452

 

 

$

1,923

 

 

$

2,844

 

 

$

470,531

 

 

 

December 31, 2017

 

 

Amortized

Cost

 

 

Fair

Value

 

 

(In Thousands)

 

Debt securities held to maturity:

 

 

 

 

 

 

 

Due in one year or less

$

5,428

 

 

$

5,418

 

Due after one year through five years

 

25,907

 

 

 

25,873

 

Due after five years through ten years

 

83,180

 

 

 

83,356

 

Due after ten years

 

11,156

 

 

 

11,235

 

Total

$

125,671

 

 

$

125,882

 

 

 

- 15 -


 

 

June 30, 2017

 

 

Amortized

Cost

 

 

Gross

Unrecognized

Gains

 

 

Gross

Unrecognized

Losses

 

 

Fair

Value

 

 

(In Thousands)

 

Securities held to maturity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Debt securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. agency securities

$

35,000

 

 

$

-

 

 

$

48

 

 

$

34,952

 

Obligations of state and political subdivisions

 

94,713

 

 

 

996

 

 

 

156

 

 

 

95,553

 

Subordinated debt

 

15,000

 

 

 

-

 

 

 

-

 

 

 

15,000

 

Total debt securities

 

144,713

 

 

 

996

 

 

 

204

 

 

 

145,505

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage-backed securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Collateralized mortgage obligations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Government National Mortgage Association

 

2,199

 

 

 

-

 

 

 

46

 

 

 

2,153

 

Federal Home Loan Mortgage Corporation

 

15,522

 

 

 

-

 

 

 

357

 

 

 

15,165

 

Federal National Mortgage Association

 

111

 

 

 

10

 

 

 

-

 

 

 

121

 

Non-agency securities

 

22

 

 

 

-

 

 

 

-

 

 

 

22

 

Total collateralized mortgage obligations

 

17,854

 

 

 

10

 

 

 

403

 

 

 

17,461

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage pass-through securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential pass-through securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Federal Home Loan Mortgage Corporation

 

35,289

 

 

 

1

 

 

 

338

 

 

 

34,952

 

Federal National Mortgage Association

 

143,524

 

 

 

428

 

 

 

597

 

 

 

143,355

 

Total residential pass-through securities

 

178,813

 

 

 

429

 

 

 

935

 

 

 

178,307

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial pass-through securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Government National Mortgage Association

 

1,989

 

 

 

-

 

 

 

11

 

 

 

1,978

 

Federal National Mortgage Association

 

149,952

 

 

 

2,622

 

 

 

31

 

 

 

152,543

 

Total commercial pass-through securities

 

151,941

 

 

 

2,622

 

 

 

42

 

 

 

154,521

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total mortgage-backed securities

 

348,608

 

 

 

3,061

 

 

 

1,380

 

 

 

350,289

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total securities held to maturity

$

493,321

 

 

$

4,057

 

 

$

1,584

 

 

$

495,794

 

 

There were no sales of securities held to maturity during the three and six months ended December 31, 2017 and December 31, 2016.  

At December 31, 2017 and June 30, 2017, securities held to maturity with carrying values of approximately $121.4 million and $117.5 million, respectively, were utilized as collateral for borrowings from the FHLB of New York. As of those same dates, securities held to maturity with total carrying values of approximately $6.5 million and $6.9 million, respectively, were pledged to secure public funds on deposit.  At December 31, 2017 and June 30, 2017, securities held to maturity with carrying values of approximately $95.5 million and $88.8 million, respectively, were utilized as collateral for potential borrowings from the Federal Reserve Bank of New York.  As of those same dates, securities held to maturity with carrying values of approximately $27.8 million and $32.7 million, respectively, were utilized as collateral for depositor sweep accounts.

 

 

- 16 -


 

10.     IMPAIRMENT OF SECURITIES

The following two tables summarize the fair values and gross unrealized losses within the available for sale and held to maturity portfolios at December 31, 2017 and June 30, 2017. The gross unrealized and unrecognized losses, presented by security type, represent temporary impairments of value within each portfolio as of the dates presented. Temporary impairments within the available for sale portfolio have been recognized through other comprehensive income as reductions in stockholders’ equity on a tax-effected basis.

The tables are followed by a discussion that summarizes the Company’s rationale for recognizing impairments, where applicable, as “temporary” versus those identified as “other-than-temporary”. Such rationale is presented by investment type and generally applies consistently to both the “available for sale” and “held to maturity” portfolios, except where specifically noted.

 

 

December 31, 2017

 

 

Less than 12 Months

 

 

12 Months or More

 

 

Total

 

 

Fair

Value

 

 

Unrealized

Losses

 

 

Fair

Value

 

 

Unrealized

Losses

 

 

Fair

Value

 

 

Unrealized

Losses

 

 

(In Thousands)

 

Securities Available for Sale:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. agency securities

$

363

 

 

$

4

 

 

$

1,605

 

 

$

23

 

 

$

1,968

 

 

$

27

 

Obligations of state and political

  subdivisions

 

16,450

 

 

 

107

 

 

 

571

 

 

 

6

 

 

 

17,021

 

 

 

113

 

Asset-backed securities

 

16,871

 

 

 

91

 

 

 

38,559

 

 

 

458

 

 

 

55,430

 

 

 

549

 

Collateralized loan obligations

 

71,100

 

 

 

243

 

 

 

-

 

 

 

-

 

 

 

71,100

 

 

 

243

 

Corporate bonds

 

-

 

 

 

-

 

 

 

68,886

 

 

 

1,134

 

 

 

68,886

 

 

 

1,134

 

Trust preferred securities

 

-

 

 

 

-

 

 

 

7,494

 

 

 

422

 

 

 

7,494

 

 

 

422

 

Collateralized mortgage obligations

 

5,181

 

 

 

45

 

 

 

22,006

 

 

 

823

 

 

 

27,187

 

 

 

868

 

Residential pass-through securities

 

65,920

 

 

 

368

 

 

 

29,612

 

 

 

939

 

 

 

95,532

 

 

 

1,307

 

Commercial pass-through securities

 

4,029

 

 

 

6

 

 

 

-

 

 

 

-

 

 

 

4,029

 

 

 

6

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

$

179,914

 

 

$

864

 

 

$

168,733

 

 

$

3,805

 

 

$

348,647

 

 

$

4,669

 

 

 

June 30, 2017

 

 

Less than 12 Months

 

 

12 Months or More

 

 

Total

 

 

Fair

Value

 

 

Unrealized

Losses

 

 

Fair

Value

 

 

Unrealized

Losses

 

 

Fair

Value

 

 

Unrealized

Losses

 

 

(In Thousands)

 

Securities Available for Sale:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. agency securities

$

440

 

 

$

-

 

 

$

1,746

 

 

$

23

 

 

$

2,186

 

 

$

23

 

Obligations of state and political

  subdivisions

 

3,872

 

 

 

30

 

 

 

-

 

 

 

-

 

 

 

3,872

 

 

 

30

 

Asset-backed securities

 

16,860

 

 

 

84

 

 

 

86,975

 

 

 

923

 

 

 

103,835

 

 

 

1,007

 

Collateralized loan obligations

 

46,016

 

 

 

108

 

 

 

6,000

 

 

 

1

 

 

 

52,016

 

 

 

109

 

Corporate bonds

 

-

 

 

 

-

 

 

 

73,500

 

 

 

1,525

 

 

 

73,500

 

 

 

1,525

 

Trust preferred securities

 

-

 

 

 

-

 

 

 

7,540

 

 

 

372

 

 

 

7,540

 

 

 

372

 

Collateralized mortgage obligations

 

26,090

 

 

 

626

 

 

 

-

 

 

 

-

 

 

 

26,090

 

 

 

626

 

Residential pass-through securities

 

77,301

 

 

 

1,244

 

 

 

-

 

 

 

-

 

 

 

77,301

 

 

 

1,244

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

$

170,579

 

 

$

2,092

 

 

$

175,761

 

 

$

2,844

 

 

$

346,340

 

 

$

4,936

 

 

- 17 -


 

The number of available for sale securities with unrealized losses at December 31, 2017 totaled 92 and included seven U.S. agency securities, 40 municipal obligations, seven asset-backed securities, eight collateralized loan obligations, six corporate obligations, four trust preferred securities, seven collateralized mortgage obligations and twelve residential pass-through securities and one commercial pass-through security. The number of available for sale securities with unrealized losses at June 30, 2017 totaled 57 and included seven U.S. agency securities, nine municipal obligations, nine asset-backed securities, eight collateralized loan obligations, seven corporate obligations, four trust preferred securities and five collateralized mortgage obligations and eight residential pass-through securities. 

 

 

December 31, 2017

 

 

Less than 12 Months

 

 

12 Months or More

 

 

Total

 

 

Fair

Value

 

 

Unrecognized

Losses

 

 

Fair

Value

 

 

Unrecognized

Losses

 

 

Fair

Value

 

 

Unrecognized

Losses

 

 

(In Thousands)

 

Securities Held to Maturity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Obligations of state and political

  subdivisions

$

47,007

 

 

$

374

 

 

$

4,114

 

 

$

107

 

 

$

51,121

 

 

$

481

 

Collateralized mortgage obligations

 

20,134

 

 

 

194

 

 

 

14,927

 

 

 

500

 

 

 

35,061

 

 

 

694

 

Residential pass-through securities

 

47,939

 

 

 

306

 

 

 

72,364

 

 

 

1,209

 

 

 

120,303

 

 

 

1,515

 

Commercial pass-through securities

 

15,464

 

 

 

149

 

 

 

1,877

 

 

 

5

 

 

 

17,341

 

 

 

154

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

$

130,544

 

 

$

1,023

 

 

$

93,282

 

 

$

1,821

 

 

$

223,826

 

 

$

2,844

 

 

 

June 30, 2017

 

 

Less than 12 Months

 

 

12 Months or More

 

 

Total

 

 

Fair

Value

 

 

Unrecognized

Losses

 

 

Fair

Value

 

 

Unrecognized

Losses

 

 

Fair

Value

 

 

Unrecognized

Losses

 

 

(In Thousands)

 

Securities Held to Maturity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. agency securities

$

24,969

 

 

$

31

 

 

$

9,983

 

 

$

17

 

 

$

34,952

 

 

$

48

 

Obligations of state and political

  subdivisions

 

19,232

 

 

 

150

 

 

 

409

 

 

 

6

 

 

 

19,641

 

 

 

156

 

Collateralized mortgage obligations

 

17,317

 

 

 

403

 

 

 

22

 

 

 

-

 

 

 

17,339

 

 

 

403

 

Residential pass-through securities

 

119,538

 

 

 

887

 

 

 

1,750

 

 

 

48

 

 

 

121,288

 

 

 

935

 

Commercial pass-through securities

 

11,110

 

 

 

42

 

 

 

-

 

 

 

-

 

 

 

11,110

 

 

 

42

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

$

192,166

 

 

$

1,513

 

 

$

12,164

 

 

$

71

 

 

$

204,330

 

 

$

1,584

 

 

The number of held to maturity securities with unrecognized losses at December 31, 2017 totaled 187 and included 105 municipal obligations, seven collateralized mortgage obligations, 70 residential pass-through securities and five commercial pass-through securities.  The number of held to maturity securities with unrecognized losses at June 30, 2017 totaled 90 and included two U.S. agency securities, 44 municipal obligations, seven collateralized mortgage obligations, 34 residential pass-through securities and three commercial pass-through securities.

In general, if the fair value of a debt security is less than its amortized cost basis at the time of evaluation, the security is “impaired” and the impairment is to be evaluated to determine if it is other than temporary.  The Company evaluates the impaired securities in its portfolio for possible other than temporary impairment (OTTI) on at least a quarterly basis.  The following represents the circumstances under which an impaired security is determined to be other than temporarily impaired:

 

When the Company intends to sell the impaired debt security;

 

When the Company more likely than not will be required to sell the impaired debt security before recovery of its amortized cost (for example, whether liquidity requirements or contractual or regulatory obligations indicate that the security will be required to be sold before a forecasted recovery occurs); or

 

When an impaired debt security does not meet either of the two conditions above, but the Company does not expect to recover the entire amortized cost of the security.  According to applicable accounting guidance for debt securities, this is generally when the present value of cash flows expected to be collected is less than the amortized cost of the security.

- 18 -


 

In the first two circumstances noted above, the amount of OTTI recognized in earnings is the entire difference between the security’s amortized cost basis and its fair value at the balance sheet date.  In the third circumstance, however, the OTTI is to be separated into the amount representing the credit loss from the amount related to all other factors.  The credit loss component is to be recognized in earnings while the non-credit loss component is to be recognized in other comprehensive income.  In these cases, OTTI is generally predicated on an adverse change in cash flows (e.g. principal and/or interest payment deferrals or losses) versus those expected at the time of purchase.  The absence of an adverse change in expected cash flows generally indicates that a security’s impairment is related to other “non-credit loss” factors and is thereby generally not recognized as OTTI.

The Company considers a variety of factors when determining whether a credit loss exists for an impaired security including, but not limited to:

 

The length of time and the extent (a percentage) to which the fair value has been less than the amortized cost basis;

 

Adverse conditions specifically related to the security, an industry, or a geographic area (e.g. changes in the financial condition of the issuer of the security, or in the case of an asset backed debt security, in the financial condition of the underlying loan obligors, including changes in technology or the discontinuance of a segment of the business that may affect the future earnings potential of the issuer or underlying loan obligors of the security or changes in the quality of the credit enhancement);

 

The historical and implied volatility of the fair value of the security;

 

The payment structure of the debt security;

 

Actual or expected failure of the issuer of the security to make scheduled interest or principal payments;

 

Changes to the rating of the security by external rating agencies; and

 

Recoveries or additional declines in fair value subsequent to the balance sheet date.

At December 31, 2017 and June 30, 2017, the Company held no securities for which credit-related OTTI had been recognized in earnings based on the Company’s analysis and determination that the impairment reported in the tables above was “temporary” in nature as of both dates.

The rationale for making that determination is based on several factors which are generally shared among the various sectors represented in the Company’s available for sale and held to maturity portfolios.  The most significant of these is the general mitigation of credit risk arising from the U.S. government, agency and GSE guarantees supporting the Company’s mortgage-backed securities, U.S. agency debt securities and asset-backed securities.

While not supported by such guarantees, the Company’s collateralized loan obligations represent tranches within a larger investment vehicle that reallocate cash flows and credit risk among the individual tranches comprised within that vehicle.  Through this structure, the Company is afforded significant protection against the risk that the securities within this sector will be adversely impacted by borrowers defaulting on the underlying loans.

In the absence of the guarantor or structural protections noted above, the securities within the other sectors of the Company’s securities portfolio, including its municipal obligations, corporate bonds and single-issuer trust preferred securities are generally issued by credit-worthy entities with the ability and resources to fully meet their financial obligations.  The Company regularly monitors the historical cash flows and financial strength of all issuers and/or guarantors to confirm that security impairment, where applicable, is not due to an actual or expected adverse change in security cash flows that would result in the recognition of credit-related OTTI.

With credit risk being mitigated in the manner outlined above, the unrealized and unrecognized losses on the Company’s securities are due largely to the combined effects of several market-related factors including, most notably, changes in market interest rates and changing market conditions which affect the supply and demand for such securities.  Those market conditions may fluctuate over time resulting in certain securities being impaired for periods in excess of 12 months.  However, the longevity of such impairment is not necessarily reflective of an expectation for an adverse change in cash flows signifying a credit loss.  Consequently, the impairments of value resulting directly from these changing market conditions are considered “noncredit-related” and “temporary” in nature.

The Company has the stated ability and intent to “hold until forecasted recovery” those securities so designated at December 31, 2017 and does not intend to sell the temporarily impaired available for sale securities prior to the recovery of their fair value to a level equal to or greater than the Company’s amortized cost.  Furthermore, the Company has concluded that the possibility of being required to sell the securities prior to their anticipated recovery is unlikely based upon its strong liquidity, asset quality and capital

- 19 -


 

position as of that date.  In light of the factors noted above, the Company does not consider its balance of securities with unrealized and unrecognized losses at December 31, 2017 and June 30, 2017, to be “other-than-temporarily” impaired as of those dates.

 

 

11.     LOAN QUALITY AND ALLOWANCE FOR LOAN LOSSES

Acquired Credit-Impaired Loans. At December 31, 2017, the remaining outstanding principal balance and carrying amount of acquired credit-impaired loans totaled approximately $592,000 and $388,000, respectively. By comparison, at June 30, 2017, the remaining outstanding principal balance and carrying amount of acquired credit-impaired loans totaled approximately $839,000 and $594,000, respectively.

The carrying amount of acquired credit-impaired loans for which interest is not being recognized due to the uncertainty of the cash flows relating to such loans totaled $365,000 and $371,000 at December 31, 2017 and June 30, 2017, respectively.

There were no valuation allowances for specifically identified impairment attributable to acquired credit-impaired loans at December 31, 2017 and June 30, 2017, respectively.

The following table presents the changes in the accretable yield relating to the acquired credit-impaired loans for the three months ended December 31, 2017 and December 30, 2016.

 

 

Three Months Ended December 31,

 

 

2017

 

 

2016

 

 

(In Thousands)

 

Beginning balance

$

206

 

 

$

314

 

Accretion to interest income

 

-

 

 

 

(2

)

Disposals

 

-

 

 

 

-

 

Reclassifications from nonaccretable difference

 

-

 

 

 

-

 

Ending balance

$

206

 

 

$

312

 

 

 

Six Months Ended December 31,

 

 

2017

 

 

2016

 

 

(In Thousands)

 

Beginning balance

$

215

 

 

$

335

 

Accretion to interest income

 

(9

)

 

 

(4

)

Disposals

 

-

 

 

 

(19

)

Reclassifications from nonaccretable difference

 

-

 

 

 

-

 

Ending balance

$

206

 

 

$

312

 

 

 

Residential Mortgage Loans in Foreclosure. We may obtain physical possession of one- to four-family real estate collateralizing a residential mortgage loan via foreclosure or through an in-substance repossession. As of December 31, 2017, we held four single-family properties in real estate owned with an aggregate carrying value of $1.6 million that were acquired through foreclosures on residential mortgage loans.  As of that same date, we held 12 residential mortgage loans with aggregate carrying values totaling $2.3 million which were in the process of foreclosure.  By comparison, as of June 30, 2017, we held two single-family properties in real estate owned with an aggregate carrying value of $981,000 that were acquired through foreclosures on residential mortgage loans.  As of that same date, we held 18 residential mortgage loans with aggregate carrying values totaling $3.7 million which were in the process of foreclosure.


- 20 -


 

Loan Quality. The following tables present the balance of the allowance for loan losses at December 31, 2017 and June 30, 2017 based upon the calculation methodology as described in the Company’s Form 10-K for the fiscal year ended June 30, 2017. The tables identify the valuation allowances attributable to specifically identified impairments on individually evaluated loans, including those acquired with deteriorated credit quality, as well as valuation allowances for impairments on loans evaluated collectively. The tables include the underlying balance of loans receivable applicable to each category as of those dates as well as the activity in the allowance for loan losses for the three months and six months ended December 31, 2017 and December 31, 2016. Unless otherwise noted, the balance of loans reported in the tables below excludes yield adjustments and the allowance for loan loss.

 

Allowance for Loan Losses and Loans Receivable

 

At December 31, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential

Mortgage

 

 

Multi-Family Mortgage

 

 

Non-

Residential

Mortgage

 

 

Construction

 

 

Commercial

Business

 

 

Home

Equity

Loans

 

 

Other

Consumer

 

 

Total

 

 

(In Thousands)

 

Balance of allowance for loan losses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans acquired with deteriorated

  credit quality

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

Loans individually

  evaluated for impairment

 

37

 

 

 

-

 

 

 

4

 

 

 

-

 

 

 

2

 

 

 

-

 

 

 

-

 

 

 

43

 

Loans collectively

  evaluated for impairment

 

2,403

 

 

 

13,909

 

 

 

9,661

 

 

 

246

 

 

 

2,704

 

 

 

457

 

 

 

643

 

 

 

30,023

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total allowance for loan losses

$

2,440

 

 

$

13,909

 

 

$

9,665

 

 

$

246

 

 

$

2,706

 

 

$

457

 

 

$

643

 

 

$

30,066

 

 

 

 

Allowance for Loan Losses and Loans Receivable

 

At December 31, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential

Mortgage

 

 

Multi-Family Mortgage

 

 

Non-

Residential

Mortgage

 

 

Construction

 

 

Commercial

Business

 

 

Home

Equity

Loans

 

 

Other

Consumer

 

 

Total

 

 

(In Thousands)

 

Balance of loans receivable:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans acquired with deteriorated

  credit quality

$

106

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

282

 

 

$

-

 

 

$

-

 

 

$

388

 

Loans individually

  evaluated for impairment

 

7,983

 

 

 

135

 

 

 

7,205

 

 

 

-

 

 

 

2,569

 

 

 

1,556

 

 

 

-

 

 

 

19,448

 

Loans collectively

  evaluated for impairment

 

566,233

 

 

 

1,438,251

 

 

 

1,062,049

 

 

 

22,205

 

 

 

89,591

 

 

 

79,405

 

 

 

11,947

 

 

 

3,269,681

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total loans

$

574,322

 

 

$

1,438,386

 

 

$

1,069,254

 

 

$

22,205

 

 

$

92,442

 

 

$

80,961

 

 

$

11,947

 

 

$

3,289,517

 

Unamortized yield

  adjustments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,999

 

Loans receivable, net of

   yield adjustments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

3,291,516

 

- 21 -


 

 

 

Allowance for Loan Losses and Loans Receivable

 

Period Ended December 31, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential

Mortgage

 

 

Multi-Family Mortgage

 

 

Non-

Residential

Mortgage

 

 

Construction

 

 

Commercial

Business

 

 

Home

Equity

Loans

 

 

Other

Consumer

 

 

Total

 

 

(In Thousands)

 

Changes in the allowance for loan

  losses for the three months ended

  December 31, 2017:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At September 30, 2017:

$

2,501

 

 

$

13,807

 

 

$

9,893

 

 

$

89

 

 

$

1,948

 

 

$

470

 

 

$

737

 

 

$

29,445

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total charge offs

 

(143

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(263

)

 

 

(406

)

Total recoveries

 

57

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

34

 

 

 

91

 

Total provisions

 

25

 

 

 

102

 

 

 

(228

)

 

 

157

 

 

 

758

 

 

 

(13

)

 

 

135

 

 

 

936

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total allowance for loan losses

$

2,440

 

 

$

13,909

 

 

$

9,665

 

 

$

246

 

 

$

2,706

 

 

$

457

 

 

$

643

 

 

$

30,066

 

 

 

Allowance for Loan Losses and Loans Receivable

 

Period Ended December 31, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential

Mortgage

 

 

Multi-Family Mortgage

 

 

Non-

Residential

Mortgage

 

 

Construction

 

 

Commercial

Business

 

 

Home

Equity

Loans

 

 

Other

Consumer

 

 

Total

 

 

(In Thousands)

 

Changes in the allowance for loan

  losses for the six months ended

  December 31, 2017:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At June 30, 2017:

$

2,384

 

 

$

13,941

 

 

$

9,939

 

 

$

35

 

 

$

1,709

 

 

$

501

 

 

$

777

 

 

$

29,286

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total charge offs

 

(410

)

 

 

-

 

 

 

(38

)

 

 

-

 

 

 

(6

)

 

 

-

 

 

 

(560

)

 

 

(1,014

)

Total recoveries

 

77

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

34

 

 

 

65

 

 

 

52

 

 

 

228

 

Total provisions

 

389

 

 

 

(32

)

 

 

(236

)

 

 

211

 

 

 

969

 

 

 

(109

)

 

 

374

 

 

 

1,566

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total allowance for loan losses

$

2,440

 

 

$

13,909

 

 

$

9,665

 

 

$

246

 

 

$

2,706

 

 

$

457

 

 

$

643

 

 

$

30,066

 

 

 

 

 

 

 

 

- 22 -


 

Allowance for Loan Losses and Loans Receivable

 

Period Ended December 31, 2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential

Mortgage

 

 

Multi-Family Mortgage

 

 

Non-

Residential

Mortgage

 

 

Construction

 

 

Commercial

Business

 

 

Home

Equity

Loans

 

 

Other

Consumer

 

 

Total

 

 

(In Thousands)

 

Changes in the allowance for loan

  losses for the three months ended

  December 31, 2016:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At September 30, 2016:

$

2,806

 

 

$

10,269

 

 

$

8,316

 

 

$

39

 

 

$

2,319

 

 

$

534

 

 

$

720

 

 

$

25,003

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total charge offs

 

(41

)

 

 

-

 

 

 

(37

)

 

 

-

 

 

 

-

 

 

 

(74

)

 

 

(241

)

 

 

(393

)

Total recoveries

 

182

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

1

 

 

 

1

 

 

 

11

 

 

 

195

 

Total provisions

 

(517

)

 

 

1,957

 

 

 

76

 

 

 

(10

)

 

 

(541

)

 

 

95

 

 

 

195

 

 

 

1,255

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total allowance for loan losses

$

2,430

 

 

$

12,226

 

 

$

8,355

 

 

$

29

 

 

$

1,779

 

 

$

556

 

 

$

685

 

 

$

26,060

 

 

 

 

Allowance for Loan Losses and Loans Receivable

 

Period Ended December 31, 2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential

Mortgage

 

 

Multi-Family Mortgage

 

 

Non-

Residential

Mortgage

 

 

Construction

 

 

Commercial

Business

 

 

Home

Equity

Loans

 

 

Other

Consumer

 

 

Total

 

 

(In Thousands)

 

Changes in the allowance for loan

  losses for the six months ended

  December 31, 2016:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At June 30, 2016:

$

2,370

 

 

$

9,995

 

 

$

7,846

 

 

$

24

 

 

$

2,784

 

 

$

432

 

 

$

778

 

 

$

24,229

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total charge offs

 

(64

)

 

 

-

 

 

 

(78

)

 

 

-

 

 

 

(194

)

 

 

(95

)

 

 

(336

)

 

 

(767

)

Total recoveries

 

182

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

16

 

 

 

1

 

 

 

15

 

 

 

214

 

Total provisions

 

(58

)

 

 

2,231

 

 

 

587

 

 

 

5

 

 

 

(827

)

 

 

218

 

 

 

228

 

 

 

2,384

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total allowance for loan losses

$

2,430

 

 

$

12,226

 

 

$

8,355

 

 

$

29

 

 

$

1,779

 

 

$

556

 

 

$

685

 

 

$

26,060

 

 

 

 

 

 

 

 

 

- 23 -


 

Allowance for Loan Losses and Loans Receivable

 

At June 30, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential

Mortgage

 

 

Multi-Family Mortgage

 

 

Non-

Residential

Mortgage

 

 

Construction

 

 

Commercial

Business

 

 

Home

Equity

Loans

 

 

Other

Consumer

 

 

Total

 

 

(In Thousands)

 

Balance of allowance for loan losses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans acquired with deteriorated

  credit quality

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

Loans individually

  evaluated for impairment

 

154

 

 

 

-

 

 

 

39

 

 

 

-

 

 

 

6

 

 

 

-

 

 

 

-

 

 

 

199

 

Loans collectively

  evaluated for impairment

 

2,230

 

 

 

13,941

 

 

 

9,900

 

 

 

35

 

 

 

1,703

 

 

 

501

 

 

 

777

 

 

 

29,087

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total allowance for loan losses

$

2,384

 

 

$

13,941

 

 

$

9,939

 

 

$

35

 

 

$

1,709

 

 

$

501

 

 

$

777

 

 

$

29,286

 

 

 

Allowance for Loan Losses and Loans Receivable

 

At June 30, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential

Mortgage

 

 

Multi-Family Mortgage

 

 

Non-

Residential

Mortgage

 

 

Construction

 

 

Commercial

Business

 

 

Home

Equity

Loans

 

 

Other

Consumer

 

 

Total

 

 

(In Thousands)

 

Balance of loans receivable:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans acquired with deteriorated

  credit quality

$

97

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

497

 

 

$

-

 

 

$

-

 

 

 

594

 

Loans individually

  evaluated for impairment

 

10,546

 

 

 

158

 

 

 

5,877

 

 

 

612

 

 

 

2,365

 

 

 

1,894

 

 

 

-

 

 

 

21,452

 

Loans collectively

  evaluated for impairment

 

556,680

 

 

 

1,412,417

 

 

 

1,079,187

 

 

 

3,203

 

 

 

71,609

 

 

 

80,928

 

 

 

16,383

 

 

 

3,220,407

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total loans

$

567,323

 

 

$

1,412,575

 

 

$

1,085,064

 

 

$

3,815

 

 

$

74,471

 

 

$

82,822

 

 

$

16,383

 

 

$

3,242,453

 

Unamortized yield

  adjustments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2,808

 

Loans receivable, net of

   yield adjustments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

3,245,261

 

- 24 -


 

The following tables present key indicators of credit quality regarding the Company’s loan portfolio based upon loan classification and contractual payment status at December 31, 2017 and June 30, 2017 based upon the methodology for identifying and reporting such loans as described in the Company’s Form 10-K for the fiscal year ended June 30, 2017.

 

Credit-Rating Classification of Loans Receivable

 

At December 31, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential

Mortgage

 

 

Multi-Family Mortgage

 

 

Non-

Residential

Mortgage

 

 

Construction

 

 

Commercial

Business

 

 

Home

Equity

Loans

 

 

Other

Consumer

 

 

Total

 

 

(In Thousands)

 

Non-classified

$

563,388

 

 

$

1,438,251

 

 

$

1,058,926

 

 

$

21,902

 

 

$

84,839

 

 

$

78,771

 

 

$

11,841

 

 

$

3,257,918

 

Classified:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Special Mention

 

607

 

 

 

-

 

 

 

-

 

 

 

303

 

 

 

1,137

 

 

 

112

 

 

 

72

 

 

 

2,231

 

Substandard

 

10,327

 

 

 

135

 

 

 

10,328

 

 

 

-

 

 

 

6,466

 

 

 

2,078

 

 

 

32

 

 

 

29,366

 

Doubtful

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

2

 

 

 

2

 

Loss

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Total classified loans

 

10,934

 

 

 

135

 

 

 

10,328

 

 

 

303

 

 

 

7,603

 

 

 

2,190

 

 

 

106

 

 

 

31,599

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total loans

$

574,322

 

 

$

1,438,386

 

 

$

1,069,254

 

 

$

22,205

 

 

$

92,442

 

 

$

80,961

 

 

$

11,947

 

 

$

3,289,517

 

 

 

 

 

Credit-Rating Classification of Loans Receivable

 

At June 30, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential

Mortgage

 

 

Multi-Family Mortgage

 

 

Non-

Residential

Mortgage

 

 

Construction

 

 

Commercial

Business

 

 

Home

Equity

Loans

 

 

Other

Consumer

 

 

Total

 

 

(In Thousands)

 

Non-classified

$

552,961

 

 

$

1,412,417

 

 

$

1,078,711

 

 

$

2,894

 

 

$

66,886

 

 

$

80,393

 

 

$

16,166

 

 

$

3,210,428

 

Classified:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Special Mention

 

928

 

 

 

-

 

 

 

-

 

 

 

309

 

 

 

1,098

 

 

 

120

 

 

 

139

 

 

 

2,594

 

Substandard

 

13,434

 

 

 

158

 

 

 

6,353

 

 

 

612

 

 

 

6,487

 

 

 

2,309

 

 

 

75

 

 

 

29,428

 

Doubtful

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

3

 

 

 

3

 

Loss

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Total classified loans

 

14,362

 

 

 

158

 

 

 

6,353

 

 

 

921

 

 

 

7,585

 

 

 

2,429

 

 

 

217

 

 

 

32,025

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total loans

$

567,323

 

 

$

1,412,575

 

 

$

1,085,064

 

 

$

3,815

 

 

$

74,471

 

 

$

82,822

 

 

$

16,383

 

 

$

3,242,453

 

 

 

- 25 -


 

 

Contractual Payment Status of Loans Receivable

 

At December 31, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential

Mortgage

 

 

Multi-Family Mortgage

 

 

Non-

Residential

Mortgage

 

 

Construction

 

 

Commercial

Business

 

 

Home

Equity

Loans

 

 

Other

Consumer

 

 

Total

 

 

(In Thousands)

 

Current

$

568,948

 

 

$

1,438,386

 

 

$

1,063,235

 

 

$

22,205

 

 

$

90,293

 

 

$

80,537

 

 

$

11,752

 

 

$

3,275,356

 

Past due:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

30-59 days

 

2,190

 

 

 

-

 

 

 

2,226

 

 

 

-

 

 

 

255

 

 

 

134

 

 

 

96

 

 

 

4,901

 

60-89 days

 

312

 

 

 

-

 

 

 

137

 

 

 

-

 

 

 

2

 

 

 

8

 

 

 

68

 

 

 

527

 

90+ days

 

2,872

 

 

 

-

 

 

 

3,656

 

 

 

-

 

 

 

1,892

 

 

 

282

 

 

 

31

 

 

 

8,733

 

Total past due

 

5,374

 

 

 

-

 

 

 

6,019

 

 

 

-

 

 

 

2,149

 

 

 

424

 

 

 

195

 

 

 

14,161

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total loans

$

574,322

 

 

$

1,438,386

 

 

$

1,069,254

 

 

$

22,205

 

 

$

92,442

 

 

$

80,961

 

 

$

11,947

 

 

$

3,289,517

 

 

 

Contractual Payment Status of Loans Receivable

 

At June 30, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential

Mortgage

 

 

Multi-Family Mortgage

 

 

Non-

Residential

Mortgage

 

 

Construction

 

 

Commercial

Business

 

 

Home

Equity

Loans

 

 

Other

Consumer

 

 

Total

 

 

(In Thousands)

 

Current

$

560,054

 

 

$

1,412,575

 

 

$

1,083,736

 

 

$

3,560

 

 

$

72,826

 

 

$

81,946

 

 

$

16,083

 

 

$

3,230,780

 

Past due:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

30-59 days

 

1,749

 

 

 

-

 

 

 

60

 

 

 

255

 

 

 

29

 

 

 

187

 

 

 

91

 

 

 

2,371

 

60-89 days

 

403

 

 

 

-

 

 

 

318

 

 

 

-

 

 

 

-

 

 

 

141

 

 

 

135

 

 

 

997

 

90+ days

 

5,117

 

 

 

-

 

 

 

950

 

 

 

-

 

 

 

1,616

 

 

 

548

 

 

 

74

 

 

 

8,305

 

Total past due

 

7,269

 

 

 

-

 

 

 

1,328

 

 

 

255

 

 

 

1,645

 

 

 

876

 

 

 

300

 

 

 

11,673

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total loans

$

567,323

 

 

$

1,412,575

 

 

$

1,085,064

 

 

$

3,815

 

 

$

74,471

 

 

$

82,822

 

 

$

16,383

 

 

$

3,242,453

 

 

- 26 -


 

The following tables present information relating to the Company’s nonperforming and impaired loans at December 31, 2017 and June 30, 2017 based upon the methodology for identifying and reporting such loans as described in the Company’s Form 10-K for the fiscal year ended June 30, 2017. Loans reported as “90+ days past due accruing” in the table immediately below are also reported in the preceding contractual payment status table under the heading “90+ days past due”.

 

Performance Status of Loans Receivable

 

At December 31, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential

Mortgage

 

 

Multi-Family Mortgage

 

 

Non-

Residential

Mortgage

 

 

Construction

 

 

Commercial

Business

 

 

Home

Equity

Loans

 

 

Other

Consumer

 

 

Total

 

 

(In Thousands)

 

Performing

$

568,953

 

 

$

1,438,251

 

 

$

1,062,196

 

 

$

22,205

 

 

$

89,616

 

 

$

80,034

 

 

$

11,916

 

 

$

3,273,171

 

Nonperforming:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

90+ days past due accruing

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

31

 

 

 

31

 

Nonaccrual

 

5,369

 

 

 

135

 

 

 

7,058

 

 

 

-

 

 

 

2,826

 

 

 

927

 

 

 

-

 

 

 

16,315

 

Total nonperforming

 

5,369

 

 

 

135

 

 

 

7,058

 

 

 

-

 

 

 

2,826

 

 

 

927

 

 

 

31

 

 

 

16,346

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total loans

$

574,322

 

 

$

1,438,386

 

 

$

1,069,254

 

 

$

22,205

 

 

$

92,442

 

 

$

80,961

 

 

$

11,947

 

 

$

3,289,517

 

 

 

Performance Status of Loans Receivable

 

At June 30, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential

Mortgage

 

 

Multi-Family Mortgage

 

 

Non-

Residential

Mortgage

 

 

Construction

 

 

Commercial

Business

 

 

Home

Equity

Loans

 

 

Other

Consumer

 

 

Total

 

 

(In Thousands)

 

Performing

$

558,533

 

 

$

1,412,417

 

 

$

1,079,344

 

 

$

3,560

 

 

$

71,837

 

 

$

81,581

 

 

$

16,309

 

 

$

3,223,581

 

Nonperforming:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

90+ days past due accruing

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

74

 

 

 

74

 

Nonaccrual

 

8,790

 

 

 

158

 

 

 

5,720

 

 

 

255

 

 

 

2,634

 

 

 

1,241

 

 

 

-

 

 

 

18,798

 

Total nonperforming

 

8,790

 

 

 

158

 

 

 

5,720

 

 

 

255

 

 

 

2,634

 

 

 

1,241

 

 

 

74

 

 

 

18,872

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total loans

$

567,323

 

 

$

1,412,575

 

 

$

1,085,064

 

 

$

3,815

 

 

$

74,471

 

 

$

82,822

 

 

$

16,383

 

 

$

3,242,453

 

 

 

 

- 27 -


 

Impairment Status of Loans Receivable

 

At December 31, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential

Mortgage

 

 

Multi-Family Mortgage

 

 

Non-

Residential

Mortgage

 

 

Construction

 

 

Commercial

Business

 

 

Home

Equity

Loans

 

 

Other

Consumer

 

 

Total

 

 

(In Thousands)

 

Carrying value of impaired loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-impaired loans

$

566,233

 

 

$

1,438,251

 

 

$

1,062,049

 

 

$

22,205

 

 

$

89,591

 

 

$

79,405

 

 

$

11,947

 

 

$

3,269,681

 

Impaired loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Impaired loans with no allowance

  for impairment

 

7,772

 

 

 

135

 

 

 

6,863

 

 

 

-

 

 

 

2,849

 

 

 

1,556

 

 

 

-

 

 

 

19,175

 

Impaired loans with allowance

  for impairment:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Recorded investment

 

317

 

 

 

-

 

 

 

342

 

 

 

-

 

 

 

2

 

 

 

-

 

 

 

-

 

 

 

661

 

Allowance for impairment

 

(37

)

 

 

-

 

 

 

(4

)

 

 

-

 

 

 

(2

)

 

 

-

 

 

 

-

 

 

 

(43

)

Balance of impaired loans net

  of allowance for impairment

 

280

 

 

 

-

 

 

 

338

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

618

 

Total impaired loans, excluding

  allowance for impairment:

 

8,089

 

 

 

135

 

 

 

7,205

 

 

 

-

 

 

 

2,851

 

 

 

1,556

 

 

 

-

 

 

 

19,836

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total loans

$

574,322

 

 

$

1,438,386

 

 

$

1,069,254

 

 

$

22,205

 

 

$

92,442

 

 

$

80,961

 

 

$

11,947

 

 

$

3,289,517

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unpaid principal balance

  of impaired loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total impaired loans

$

12,656

 

 

$

930

 

 

$

10,549

 

 

$

106

 

 

$

6,777

 

 

$

2,528

 

 

$

-

 

 

$

33,546

 

 

 

 

Impairment Status of Loans Receivable

 

At June 30, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential

Mortgage

 

 

Multi-Family Mortgage

 

 

Non-

Residential

Mortgage

 

 

Construction

 

 

Commercial

Business

 

 

Home

Equity

Loans

 

 

Other

Consumer

 

 

Total

 

 

(In Thousands)

 

Carrying value of impaired loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-impaired loans

$

556,680

 

 

$

1,412,417

 

 

$

1,079,187

 

 

$

3,203

 

 

$

71,609

 

 

$

80,928

 

 

$

16,383

 

 

$

3,220,407

 

Impaired loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Impaired loans with no allowance

  for impairment

 

8,971

 

 

 

158

 

 

 

4,521

 

 

 

612

 

 

 

2,755

 

 

 

1,894

 

 

 

-

 

 

 

18,911

 

Impaired loans with allowance

  for impairment:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Recorded investment

 

1,672

 

 

 

-

 

 

 

1,356

 

 

 

-

 

 

 

107

 

 

 

-

 

 

 

-

 

 

 

3,135

 

Allowance for impairment

 

(154

)

 

 

-

 

 

 

(39

)

 

 

-

 

 

 

(6

)

 

 

-

 

 

 

-

 

 

 

(199

)

Balance of impaired loans net

  of allowance for impairment

 

1,518

 

 

 

-

 

 

 

1,317

 

 

 

-

 

 

 

101

 

 

 

-

 

 

 

-

 

 

 

2,936

 

Total impaired loans, excluding

  allowance for impairment:

 

10,643

 

 

 

158

 

 

 

5,877

 

 

 

612

 

 

 

2,862

 

 

 

1,894

 

 

 

-

 

 

 

22,046

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total loans

$

567,323

 

 

$

1,412,575

 

 

$

1,085,064

 

 

$

3,815

 

 

$

74,471

 

 

$

82,822

 

 

$

16,383

 

 

$

3,242,453

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unpaid principal balance

  of impaired loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total impaired loans

$

16,479

 

 

$

930

 

 

$

10,002

 

 

$

691

 

 

$

6,682

 

 

$

2,961

 

 

$

-

 

 

$

37,745

 

 

 

- 28 -


 

 

Impairment Status of Loans Receivable

 

Periods Ended December 31, 2017 and 2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential

Mortgage

 

 

Multi-Family Mortgage

 

 

Non-

Residential

Mortgage

 

 

Construction

 

 

Commercial

Business

 

 

Home

Equity

Loans

 

 

Other

Consumer

 

 

Total

 

 

(In Thousands)

 

For the three months ended

  December 31, 2017:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average balance of impaired loans

$

8,860

 

 

$

141

 

 

$

7,254

 

 

$

63

 

 

$

2,865

 

 

$

1,579

 

 

$

-

 

 

$

20,762

 

Interest earned on impaired loans

$

31

 

 

$

-

 

 

$

2

 

 

$

-

 

 

$

1

 

 

$

7

 

 

$

-

 

 

$

41

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the six months ended

  December 31, 2017:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average balance of impaired loans

$

9,441

 

 

$

146

 

 

$

6,755

 

 

$

196

 

 

$

2,836

 

 

$

1,747

 

 

$

-

 

 

$

21,121

 

Interest earned on impaired loans

$

66

 

 

$

-

 

 

$

4

 

 

$

-

 

 

$

2

 

 

$

15

 

 

$

-

 

 

$

87

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the three months ended

  December 31, 2016:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average balance of impaired loans

$

13,262

 

 

$

187

 

 

$

6,263

 

 

$

282

 

 

$

3,225

 

 

$

2,072

 

 

$

-

 

 

$

25,291

 

Interest earned on impaired loans

$

28

 

 

$

-

 

 

$

7

 

 

$

-

 

 

$

2

 

 

$

10

 

 

$

-

 

 

$

47

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the six months ended

  December 31, 2016:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average balance of impaired loans

$

13,140

 

 

$

193

 

 

$

6,515

 

 

$

313

 

 

$

3,166

 

 

$

2,117

 

 

$

-

 

 

$

25,444

 

Interest earned on impaired loans

$

49

 

 

$

-

 

 

$

19

 

 

$

-

 

 

$

6

 

 

$

24

 

 

$

-

 

 

$

98

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

- 29 -


 

The following table presents information regarding the restructuring of the Company’s troubled debts during the three months ended December 31, 2017 and 2016 and any defaults during those periods of TDRs that were restructured within 12 months of the date of default.

 

Troubled Debt Restructurings of Loans Receivable

 

Period Ended December 31, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential

Mortgage

 

 

Multi-Family Mortgage

 

 

Non-

Residential

Mortgage

 

 

Construction

 

 

Commercial

Business

 

 

Home

Equity

Loans

 

 

Other

Consumer

 

 

Total

 

 

(In Thousands)

 

Troubled debt restructuring activity

  for the three months ended

  December 31, 2017:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number of loans

 

1

 

 

 

-

 

 

 

1

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

2

 

Pre-modification outstanding

  recorded investment

$

24

 

 

$

-

 

 

$

179

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

203

 

Post-modification outstanding

  recorded investment

 

47

 

 

 

-

 

 

 

201

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

248

 

Charge offs against the allowance

  for loan loss recognized at

  modification

 

87

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

87

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Troubled debt restructuring defaults

  for the three months ended

  December 31, 2017:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number of loans

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Outstanding recorded investment

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Troubled Debt Restructurings of Loans Receivable

 

Period Ended December 31, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential

Mortgage

 

 

Multi-Family Mortgage

 

 

Non-

Residential

Mortgage

 

 

Construction

 

 

Commercial

Business

 

 

Home

Equity

Loans

 

 

Other

Consumer

 

 

Total

 

 

(In Thousands)

 

Troubled debt restructuring activity

  for the six months ended

  December 31, 2017:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number of loans

 

2

 

 

 

-

 

 

 

1

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

3

 

Pre-modification outstanding

  recorded investment

$

449

 

 

$

-

 

 

$

179

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

628

 

Post-modification outstanding

  recorded investment

 

414

 

 

 

-

 

 

 

201

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

615

 

Charge offs against the allowance

  for loan loss recognized at

  modification

 

87

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

87

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Troubled debt restructuring defaults

  for the six months ended

  December 31, 2017:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number of loans

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Outstanding recorded investment

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

- 30 -


 

 

Troubled Debt Restructurings of Loans Receivable

 

Period Ended December 31, 2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential

Mortgage

 

 

Multi-Family Mortgage

 

 

Non-

Residential

Mortgage

 

 

Construction

 

 

Commercial

Business

 

 

Home

Equity

Loans

 

 

Other

Consumer

 

 

Total

 

 

(In Thousands)

 

Troubled debt restructuring activity

  for the three months ended

  December 31, 2016:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number of loans

 

1

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

1

 

 

 

-

 

 

 

2

 

Pre-modification outstanding

  recorded investment

$

197

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

87

 

 

$

-

 

 

$

284

 

Post-modification outstanding

  recorded investment

 

186

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

95

 

 

 

-

 

 

 

281

 

Charge offs against the allowance

  for loan loss recognized at

  modification

 

14

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

9

 

 

 

-

 

 

 

23

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Troubled debt restructuring defaults

  for the three months ended

  December 31, 2016:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number of loans

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Outstanding recorded investment

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Troubled Debt Restructurings of Loans Receivable

 

Period Ended December 31, 2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential

Mortgage

 

 

Multi-Family Mortgage

 

 

Non-

Residential

Mortgage

 

 

Construction

 

 

Commercial

Business

 

 

Home

Equity

Loans

 

 

Other

Consumer

 

 

Total

 

 

(In Thousands)

 

Troubled debt restructuring activity

  for the six months ended

  December 31, 2016:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number of loans

 

1

 

 

 

-

 

 

 

1

 

 

 

-

 

 

 

-

 

 

 

2

 

 

 

-

 

 

 

4

 

Pre-modification outstanding

  recorded investment

$

197

 

 

$

-

 

 

$

244

 

 

$

-

 

 

$

-

 

 

$

271

 

 

$

-

 

 

$

712

 

Post-modification outstanding

  recorded investment

 

186

 

 

 

-

 

 

 

223

 

 

 

-

 

 

 

-

 

 

 

279

 

 

 

-

 

 

 

688

 

Charge offs against the allowance

  for loan loss recognized at

  modification

 

14

 

 

 

-

 

 

 

27

 

 

 

-

 

 

 

-

 

 

 

12

 

 

 

-

 

 

 

53

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Troubled debt restructuring defaults

  for the six months ended

  December 31, 2016:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number of loans

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Outstanding recorded investment

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

- 31 -


 

 

 

 

The manner in which the terms of a loan are modified through a troubled debt restructuring generally includes one or more of the following changes to the loan’s repayment terms:

 

Interest Rate Reduction: Temporary or permanent reduction of the interest rate charged against the outstanding balance of the loan.

 

Capitalization of Prior Past Dues: Capitalization of prior amounts due to the outstanding balance of the loan.

 

Extension of Maturity or Balloon Date: Extending the term of the loan past its original balloon or maturity date.

 

Deferral of Principal Payments: Temporary deferral of the principal portion of a loan payment.

 

Payment Recalculation and Re-amortization: Recalculation of the recurring payment obligation and resulting loan amortization/repayment schedule based on the loan’s modified terms.

 

 

12.     DEPOSITS

Deposits are summarized as follows:

 

December 31,

 

 

June 30,

 

 

2017

 

 

2017

 

 

(Dollars in Thousands)

 

Non-interest-bearing demand

$

275,065

 

 

$

267,412

 

Interest-bearing demand

 

879,732

 

 

 

847,663

 

Savings and club

 

517,400

 

 

 

523,984

 

Certificates of deposits

 

1,361,569

 

 

 

1,291,068

 

Total deposits

$

3,033,766

 

 

$

2,930,127

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

13.     BORROWINGS

Fixed rate advances from the FHLB of New York mature as follows:

 

 

December 31, 2017

 

 

June 30, 2017

 

 

 

Balance

 

 

Weighted

Average

Interest Rate

 

 

Balance

 

 

Weighted

Average

Interest Rate

 

 

 

(Dollars in Thousands)

Maturing in years ending June 30:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2018

 

630,225

 

 

 

1.60

 

 

 

630,225

 

 

 

1.29

 

 

2021

 

415

 

 

 

4.94

 

 

 

469

 

 

 

4.94

 

 

2023

 

145,000

 

 

 

3.04

 

 

 

145,000

 

 

 

3.04

 

 

Total advances

 

775,640

 

 

 

1.87

 

%

 

775,694

 

 

 

1.62

 

%

Unamortized fair value adjustments

 

9

 

 

 

 

 

 

 

2

 

 

 

 

 

 

Total advances, net of

  fair value adjustments

$

775,649

 

 

 

 

 

 

$

775,696

 

 

 

 

 

 

 

At December 31, 2017, $630.2 million in advances are due within one year while the remaining $145.4 million in advances are due after one year of which $145.0 million are callable in April 2018.

At December 31, 2017, FHLB advances were collateralized by the FHLB capital stock owned by the Bank and mortgage loans and securities with carrying values totaling approximately $2.0 billion and $162.3 million, respectively. At June 30, 2017, FHLB advances were collateralized by the FHLB capital stock owned by the Bank and mortgage loans and securities with carrying values totaling approximately $1.9 billion and $159.4 million, respectively.

- 32 -


 

Borrowings at December 31, 2017 and June 30, 2017 also included overnight borrowings in the form of depositor sweep accounts totaling $23.2 million and $30.5 million, respectively. Depositor sweep accounts are short term borrowings representing funds that are withdrawn from a customer’s noninterest-bearing deposit account and invested in an uninsured overnight investment account that is collateralized by specified investment securities owned by the Bank.

 

 

14.     DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

Risk Management Objective of Using Derivatives

The Company uses various financial instruments, including derivatives, to manage its exposure to interest rate risk.  The Company’s derivative financial instruments are used to manage differences in the amount, timing, and duration of the Company’s known or expected cash receipts and its known or expected cash payments principally related to specific wholesale funding positons.

 

Fair Values of Derivative Instruments on the Statement of Financial Condition

The table below presents the fair value of the Company’s derivative financial instruments as well as their classification on the Statement of Financial Condition as of December 31, 2017 and June 30, 2017:

 

 

December 31, 2017

 

 

Asset Derivatives

 

 

Liability Derivatives

 

 

Location

 

Fair Value

 

 

Location

 

Fair Value

 

 

(Dollars in Thousands)

 

Derivatives designated as hedging

   instruments:

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

Other assets

 

$

15,921

 

 

Other liabilities

 

$

-

 

Interest rate caps

Other assets

 

 

142

 

 

Other liabilities

 

 

-

 

Total

 

 

$

16,063

 

 

 

 

$

-

 

 

 

 

 

June 30, 2017

 

 

Asset Derivatives

 

 

Liability Derivatives

 

 

Location

 

Fair Value

 

 

Location

 

Fair Value

 

 

(Dollars in Thousands)

 

Derivatives designated as hedging

   instruments:

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

Other assets

 

$

7,670

 

 

Other liabilities

 

$

298

 

Interest rate caps

Other assets

 

 

140

 

 

Other liabilities

 

 

-

 

Total

 

 

$

7,810

 

 

 

 

$

298

 

 

Cash Flow Hedges of Interest Rate Risk

The Company’s objectives in using derivatives are primarily to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish this objective, the Company has entered into interest rate swaps and caps as part of its interest rate risk management strategy.  These interest rate products are designated as cash flow hedges.  As of December 31, 2017, the Company had fifteen interest rate swaps with a notional of $1.2 billion and two interest rate caps with a notional of $75.0 million hedging certain FHLB advances and brokered deposits.

For derivatives designated as cash flow hedges, the effective portion of changes in the fair value of the derivative is initially reported in other comprehensive income, net of tax, and subsequently reclassified to earnings when the hedged transaction affects earnings, and the ineffective portion of changes in the fair value of the derivative is recognized directly in earnings. The Company assesses the effectiveness of each hedging relationship by comparing the changes in cash flows of the derivative hedging instrument with the changes in cash flows of the designated hedged transactions.  The Company did not recognize any hedge ineffectiveness in earnings during the three and six months ended December 31, 2017 and 2016.

Amounts reported in accumulated other comprehensive income related to derivatives will be reclassified to interest expense as interest payments are made on the Company’s variable rate wholesale funding positions.  During the three and six months ended

- 33 -


 

December 31, 2017, the Company had $1.3 million and $2.7 million, respectively, of reclassifications to interest expense.  During the next twelve months, the Company estimates that $31,000 will be reclassified as a reduction in interest expense.

The table below presents the pre-tax effects of the Company’s derivative instruments on the Consolidated Statements of Income for the three and six months ended December 31, 2017 and 2016:

 

 

Three Months Ended December 31, 2017

 

 

Amount of Gain

(Loss) Recognized

in OCI on

Derivatives

(Effective Portion)

 

 

Location of Gain

(Loss) Reclassified

from Accumulated

OCI into Income

(Effective Portion)

 

Amount of Gain

(Loss) Reclassified

from Accumulated

OCI into Income

(Effective Portion)

 

 

Location of Gain

(Loss) Recognized

in Income on

Derivatives

(Ineffective Portion)

 

Amount of Gain

(Loss) Recognized

in Income on

Derivatives

(Ineffective Portion)

 

 

(Dollars in Thousands)

 

Derivatives in cash flow

   hedging relationships:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

$

6,167

 

 

Interest expense

 

$

(997

)

 

Not applicable

 

$

-

 

Interest rate caps

 

40

 

 

Interest expense

 

 

(285

)

 

Not applicable

 

 

-

 

Total

$

6,207

 

 

 

 

$

(1,282

)

 

 

 

$

-

 

 

 

 

Six Months Ended December 31, 2017

 

 

Amount of Gain

(Loss) Recognized

in OCI on

Derivatives

(Effective Portion)

 

 

Location of Gain

(Loss) Reclassified

from Accumulated

OCI into Income

(Effective Portion)

 

Amount of Gain

(Loss) Reclassified

from Accumulated

OCI into Income

(Effective Portion)

 

 

Location of Gain

(Loss) Recognized

in Income on

Derivatives

(Ineffective Portion)

 

Amount of Gain

(Loss) Recognized

in Income on

Derivatives

(Ineffective Portion)

 

 

(Dollars in Thousands)

 

Derivatives in cash flow

   hedging relationships:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

$

6,426

 

 

Interest expense

 

$

(2,122

)

 

Not applicable

 

$

-

 

Interest rate caps

 

26

 

 

Interest expense

 

 

(560

)

 

Not applicable

 

 

-

 

Total

$

6,452

 

 

 

 

$

(2,682

)

 

 

 

$

-

 

 

 

 

Three Months Ended December 31, 2016

 

 

Amount of Gain

(Loss) Recognized

in OCI on

Derivatives

(Effective Portion)

 

 

Location of Gain

(Loss) Reclassified

from Accumulated

OCI into Income

(Effective Portion)

 

Amount of Gain

(Loss) Reclassified

from Accumulated

OCI into Income

(Effective Portion)

 

 

Location of Gain

(Loss) Recognized

in Income on

Derivatives

(Ineffective Portion)

 

Amount of Gain

(Loss) Recognized

in Income on

Derivatives

(Ineffective Portion)

 

 

(Dollars in Thousands)

 

Derivatives in cash flow

   hedging relationships:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

$

21,969

 

 

Interest expense

 

$

(1,515

)

 

Not applicable

 

$

-

 

Interest rate caps

 

80

 

 

Interest expense

 

 

(191

)

 

Not applicable

 

 

-

 

Total

$

22,049

 

 

 

 

$

(1,706

)

 

 

 

$

-

 

 

 

- 34 -


 

 

Six Months Ended December 31, 2016

 

 

Amount of Gain

(Loss) Recognized

in OCI on

Derivatives

(Effective Portion)

 

 

Location of Gain

(Loss) Reclassified

from Accumulated

OCI into Income

(Effective Portion)

 

Amount of Gain

(Loss) Reclassified

from Accumulated

OCI into Income

(Effective Portion)

 

 

Location of Gain

(Loss) Recognized

in Income on

Derivatives

(Ineffective Portion)

 

Amount of Gain

(Loss) Recognized

in Income on

Derivatives

(Ineffective Portion)

 

 

(Dollars in Thousands)

 

Derivatives in cash flow

   hedging relationships:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

$

25,422

 

 

Interest expense

 

$

(3,235

)

 

Not applicable

 

$

-

 

Interest rate caps

 

90

 

 

Interest expense

 

 

(352

)

 

Not applicable

 

 

-

 

Total

$

25,512

 

 

 

 

$

(3,587

)

 

 

 

$

-

 

 

 

Offsetting Derivatives

 

The table below presents a gross presentation, the effects of offsetting, and a net presentation of the Company’s derivatives in the Consolidated Statement of Condition as of December 31, 2017 and June 30, 2017, respectively. The net amounts presented for derivative assets or liabilities can be reconciled to the tabular disclosure of fair value. The tabular disclosure of fair value provides the location that derivative assets and liabilities are presented on the Consolidated Statement of Condition.

 

 

December 31, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross Amounts Not Offset

 

 

 

 

 

 

Gross Amount Recognized

 

 

Gross Amounts Offset

 

 

Net Amounts Presented

 

 

Financial Instruments

 

 

Cash Collateral Received

 

 

Net Amount

 

 

(Dollars in Thousands)

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

$

17,788

 

 

$

(1,867

)

 

$

15,921

 

 

$

-

 

 

$

(16,063

)

 

$

(142

)

Interest rate caps

 

142

 

 

 

-

 

 

 

142

 

 

 

-

 

 

 

-

 

 

 

142

 

Total

$

17,930

 

 

$

(1,867

)

 

$

16,063

 

 

$

-

 

 

$

(16,063

)

 

$

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross Amounts Not Offset

 

 

 

 

 

 

Gross Amount Recognized

 

 

Gross Amounts Offset

 

 

Net Amounts Presented

 

 

Financial Instruments

 

 

Cash Collateral Posted

 

 

Net Amount

 

 

(Dollars in Thousands)

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

$

1,867

 

 

$

(1,867

)

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

Interest rate caps

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Total

$

1,867

 

 

$

(1,867

)

 

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

 

- 35 -


 

 

June 30, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross Amounts Not Offset

 

 

 

 

 

 

Gross Amount Recognized

 

 

Gross Amounts Offset

 

 

Net Amounts Presented

 

 

Financial Instruments

 

 

Cash Collateral Received

 

 

Net Amount

 

 

(Dollars in Thousands)

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

$

12,839

 

 

$

(5,169

)

 

$

7,670

 

 

$

-

 

 

$

(5,770

)

 

$

1,900

 

Interest rate caps

 

140

 

 

 

-

 

 

 

140

 

 

 

-

 

 

 

-

 

 

 

140

 

Total

$

12,979

 

 

$

(5,169

)

 

$

7,810

 

 

$

-

 

 

$

(5,770

)

 

$

2,040

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross Amounts Not Offset

 

 

 

 

 

 

Gross Amount Recognized

 

 

Gross Amounts Offset

 

 

Net Amounts Presented

 

 

Financial Instruments

 

 

Cash Collateral Posted

 

 

Net Amount

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

$

5,467

 

 

$

(5,169

)

 

$

298

 

 

$

-

 

 

$

(298

)

 

$

-

 

Interest rate caps

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Total

$

5,467

 

 

$

(5,169

)

 

$

298

 

 

$

-

 

 

$

(298

)

 

$

-

 

 

Credit-risk-related Contingent Features

The Company has agreements with each of its derivative counterparties that contain a provision where if the Company defaults on any of its indebtedness, then the Company could also be declared in default on its derivative obligations and could be required to terminate its derivative positions with the counterparty.  The Company also has agreements with its derivative counterparties that contain a provision where if the Company fails to maintain its status as a well-capitalized institution, then the Company could be required to terminate its derivative positions with the counterparty. As of December 31, 2017 and June 30, 2017, the termination value of derivatives in a net liability position, which includes accrued interest but excludes any adjustment for nonperformance risk, related to those agreements was $0 and $302,000, respectively.  

As required under the enforceable master netting arrangement with its derivatives counterparties, at December 31, 2017, the Company received financial collateral of $16.2 million that was not included as an offsetting amount.  By comparison, at June 30, 2017, the Company received financial collateral of $5.8 million and posted financial collateral in the amount of $1.0 million that were not included as offsetting amounts.

In addition to the derivative instruments noted above, the Company’s pipeline of loans held for sale at December 31, 2017 and June 30, 2017, included $15.8 million and $18.4 million, respectively, of “in process” loans whose terms included interest rate locks to borrowers, which are considered free-standing derivative instruments whose fair values are not material to our financial condition or results of operations.

 

- 36 -


 

15.     BENEFIT PLANS

Components of Net Periodic Expense

The following table sets forth the aggregate net periodic benefit expense for the Bank’s Benefit Equalization Plan, Postretirement Welfare Plan, Directors’ Consultation and Retirement Plan and Atlas Bank Retirement Income Plan:

 

 

Three Months Ended

 

 

Six Months Ended

 

 

December 31,

 

 

December 31,

 

 

2017

 

 

 

2016

 

 

2017

 

 

 

2016

 

 

(In Thousands)

 

 

(In Thousands)

 

Service cost

$

12

 

 

$

8

 

 

$

24

 

 

$

16

 

Interest cost

 

93

 

 

 

95

 

 

 

186

 

 

 

190

 

Amortization of unrecognized past service liability

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Amortization of unrecognized loss

 

11

 

 

 

16

 

 

 

22

 

 

 

32

 

Expected return on assets

 

(30

)

 

 

(62

)

 

 

(60

)

 

 

(124

)

Net periodic benefit cost

$

86

 

 

$

57

 

 

$

172

 

 

$

114

 

 

 

16.      INCOME TAXES

 

The following table presents a reconciliation between the reported income taxes for the periods presented and the income taxes which would be computed by applying the federal income tax rates applicable to those periods.  The income tax rate of 28%, applicable to the reported periods in the current year ending June 30, 2018, reflects the transitional effect of a reduction in the Company’s federal income tax rate from 35%, applicable to the prior year ended June 30, 2017, to 21%, applicable to the forthcoming year ending June 30, 2019.  The noted decrease in the Company’s federal income tax rate reflects the impact of federal income tax reform that was codified through the passage of the Tax Cuts and Jobs Act on December 22, 2017.

 

 

Three Months Ended

 

 

Six Months Ended

 

 

December 31,

 

 

December 31,

 

 

2017

 

 

 

2016

 

 

2017

 

 

 

2016

 

Income before income taxes

$

6,398

 

 

$

8,434

 

 

$

14,386

 

 

$

15,295

 

Statutory federal tax rate

 

28

%

 

 

35

%

 

 

28

%

 

 

35

%

Federal income tax expense at statutory rate

$

1,791

 

 

$

2,952

 

 

$

4,028

 

 

$

5,353

 

(Reduction) increases in income taxes resulting from:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Tax exempt interest

 

(177

)

 

 

(203

)

 

 

(349

)

 

 

(394

)

New Jersey state tax, net of federal tax effect

 

461

 

 

 

519

 

 

 

970

 

 

 

859

 

Incentive stock options compensation expense

 

37

 

 

 

23

 

 

 

72

 

 

 

35

 

Income from bank-owned life insurance

 

(354

)

 

 

(462

)

 

 

(710

)

 

 

(901

)

Disqualifying disposition on incentive stock

  options

 

(11

)

 

 

-

 

 

 

(11

)

 

 

-

 

Non-deductible merger-related expenses

 

200

 

 

 

-

 

 

 

200

 

 

 

-

 

Other items, net

 

113

 

 

 

141

 

 

 

199

 

 

 

212

 

Impact of federal income tax reform

 

3,069

 

 

 

-

 

 

 

3,486

 

 

 

-

 

Total income tax expense

$

5,129

 

 

$

2,970

 

 

$

7,885

 

 

$

5,164

 

Effective income tax rate

 

80.17

%

 

 

35.21

%

 

 

54.81

%

 

 

33.76

%

 

- 37 -


 

The tax effects of existing temporary differences that give rise to deferred income tax assets and liabilities are as follows:

 

 

 

 

 

 

December 31,

 

 

June 30,

 

 

 

 

 

 

2017

 

 

 

2017

 

 

 

 

 

 

(Unaudited)

 

 

 

 

 

Deferred income tax assets:

 

 

 

 

 

 

 

 

 

 

 

Purchase accounting

 

 

 

 

$

234

 

 

$

466

 

Accumulated other comprehensive income:

 

 

 

 

 

 

 

 

 

 

 

Defined benefit plans

 

 

 

 

 

315

 

 

 

434

 

Unrealized loss on securities available for sale

 

 

 

 

 

677

 

 

 

975

 

Unrealized loss on securities available for sale

  transferred to held to maturity

 

 

 

 

 

283

 

 

 

453

 

Allowance for loan losses

 

 

 

 

 

8,452

 

 

 

11,963

 

Benefit plans

 

 

 

 

 

2,035

 

 

 

2,675

 

Compensation

 

 

 

 

 

353

 

 

 

1,146

 

Stock-based compensation

 

 

 

 

 

1,206

 

 

 

2,278

 

Uncollected interest

 

 

 

 

 

1,339

 

 

 

2,700

 

Depreciation

 

 

 

 

 

891

 

 

 

1,221

 

Charitable contribution carryover

 

 

 

 

 

1,276

 

 

 

2,139

 

Other items

 

 

 

 

 

506

 

 

 

642

 

 

 

 

 

 

 

17,567

 

 

 

27,092

 

Valuation allowance

 

 

 

 

 

(135

)

 

 

(135

)

 

 

 

 

 

 

17,432

 

 

 

26,957

 

Deferred income tax liabilities:

 

 

 

 

 

 

 

 

 

 

 

Deferred costs

 

 

 

 

 

1,454

 

 

 

2,083

 

Derivatives

 

 

 

 

 

4,344

 

 

 

2,582

 

Goodwill

 

 

 

 

 

4,240

 

 

 

6,167

 

Other items

 

 

 

 

 

453

 

 

 

671

 

 

 

 

 

 

 

10,491

 

 

 

11,503

 

Net deferred income tax asset

 

 

 

 

$

6,941

 

 

$

15,454

 

 

 

 

17.     FAIR VALUE OF FINANCIAL INSTRUMENTS

The guidance on fair value measurement establishes a hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy describes three levels of inputs that may be used to measure fair value:

 

 

Level 1:

  

Quoted prices in active markets for identical assets or liabilities.

 

 

Level 2:

  

 

Observable inputs other than Level 1 prices, such as quoted for similar assets or liabilities; quoted prices in markets that are not active; or inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

 

 

Level 3:

  

 

Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Level 3 assets and liabilities include financial instruments whose value is determined using pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which the determination of fair value requires significant management judgment or estimation.

In addition, the guidance requires the Company to disclose the fair value for assets and liabilities on both a recurring and non-recurring basis.

- 38 -


 

Those assets and liabilities measured at fair value on a recurring basis are summarized below:

 

 

December 31, 2017

 

 

Quoted

Prices

in Active

Markets for

Identical

Assets

(Level 1)

 

 

Significant

Other

Observable

Inputs

(Level 2)

 

 

Significant

Unobservable

Inputs

(Level 3)

 

 

Total

 

 

(In Thousands)

 

Debt securities available for sale:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. agency securities

$

-

 

 

$

4,810

 

 

$

-

 

 

$

4,810

 

Obligations of state and political subdivisions

 

-

 

 

 

27,428

 

 

 

-

 

 

 

27,428

 

Asset-backed securities

 

-

 

 

 

169,484

 

 

 

-

 

 

 

169,484

 

Collateralized loan obligations

 

-

 

 

 

133,341

 

 

 

-

 

 

 

133,341

 

Corporate bonds

 

-

 

 

 

142,397

 

 

 

-

 

 

 

142,397

 

Trust preferred securities

 

-

 

 

 

7,494

 

 

 

1,000

 

 

 

8,494

 

Total debt securities

 

-

 

 

 

484,954

 

 

 

1,000

 

 

 

485,954

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage-backed securities available for sale:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Collateralized mortgage obligations

 

-

 

 

 

27,187

 

 

 

-

 

 

 

27,187

 

Residential pass-through securities

 

-

 

 

 

116,496

 

 

 

-

 

 

 

116,496

 

Commercial pass-through securities

 

-

 

 

 

8,034

 

 

 

-

 

 

 

8,034

 

Total mortgage-backed securities

 

-

 

 

 

151,717

 

 

 

-

 

 

 

151,717

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total securities available for sale

$

-

 

 

$

636,671

 

 

$

1,000

 

 

$

637,671

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivative instruments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

$

-

 

 

$

15,921

 

 

$

-

 

 

$

15,921

 

Interest rate caps

 

-

 

 

 

142

 

 

 

-

 

 

 

142

 

Total derivatives

$

-

 

 

$

16,063

 

 

$

-

 

 

$

16,063

 

 

 

- 39 -


 

 

June 30, 2017

 

 

Quoted Prices

in Active

Markets for

Identical

Assets

(Level 1)

 

 

Significant

Other

Observable

Inputs

(Level 2)

 

 

Significant

Unobservable

Inputs

(Level 3)

 

 

Total

 

 

(In Thousands)

 

Debt securities available for sale:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. agency securities

$

-

 

 

$

5,316

 

 

$

-

 

 

$

5,316

 

Obligations of state and political subdivisions

 

-

 

 

 

27,740

 

 

 

-

 

 

 

27,740

 

Asset-backed securities

 

-

 

 

 

162,429

 

 

 

-

 

 

 

162,429

 

Collateralized loan obligations

 

-

 

 

 

98,154

 

 

 

-

 

 

 

98,154

 

Corporate bonds

 

-

 

 

 

142,318

 

 

 

-

 

 

 

142,318

 

Trust preferred securities

 

-

 

 

 

7,540

 

 

 

1,000

 

 

 

8,540

 

Total debt securities

 

-

 

 

 

443,497

 

 

 

1,000

 

 

 

444,497

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage-backed securities available for sale:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Collateralized mortgage obligations

 

-

 

 

 

30,536

 

 

 

-

 

 

 

30,536

 

Residential pass-through securities

 

-

 

 

 

130,550

 

 

 

-

 

 

 

130,550

 

Commercial pass-through securities

 

-

 

 

 

8,177

 

 

 

-

 

 

 

8,177

 

Total mortgage-backed securities

 

-

 

 

 

169,263

 

 

 

-

 

 

 

169,263

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total securities available for sale

$

-

 

 

$

612,760

 

 

$

1,000

 

 

$

613,760

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivative instruments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

$

-

 

 

$

7,372

 

 

$

-

 

 

$

7,372

 

Interest rate caps

 

-

 

 

 

140

 

 

 

-

 

 

 

140

 

Total derivatives

$

-

 

 

$

7,512

 

 

$

-

 

 

$

7,512

 

 

The fair values of securities available for sale (carried at fair value) or held to maturity (carried at amortized cost) are primarily determined by obtaining matrix pricing, which is a mathematical technique widely used in the industry to value debt securities without relying exclusively on quoted prices for the specific securities but rather by relying on the securities’ relationship to other benchmark quoted securities (Level 2 inputs).

 

The Company held one trust preferred security whose fair value of $1.0 million at December 31, 2017 was determined using Level 3 inputs. For the periods ended December 31, 2017 and June 30, 2017, management has been unable to obtain a market quote for this security.  Consequently, the security’s fair value as reported at December 31, 2017 and June 30, 2017, is based upon the present value of expected future cash flows assuming the security continues to meet all of its payment obligations and utilizing a discount rate based upon the security’s contractual interest rate.

The Company has contracted with a third party vendor to provide periodic valuations for its interest rate derivatives to determine the fair value of its interest rate caps and swaps. The vendor utilizes standard valuation methodologies applicable to interest rate derivatives such as discounted cash flow analysis and extensions of the Black-Scholes model. Such valuations are based upon readily observable market data and are therefore considered Level 2 valuations by the Company.

In addition to the financial instruments noted above, at December 31, 2017 and June 30, 2017, the Company’s pipeline of loans held for sale included $15.8 million and $18.4 million, respectively, of “in process” loans whose terms included interest rate locks to borrowers that were paired with a “non-binding” best-efforts commitment to sell the loan to a buyer at a fixed price and within a predetermined timeframe after the sale commitment was established.

 

- 40 -


 

Those assets and liabilities measured at fair value on a non-recurring basis are summarized below:

 

 

December 31, 2017

 

 

Quoted Prices

in Active

Markets for

Identical

Assets

(Level 1)

 

 

Significant

Other

Observable

Inputs

(Level 2)

 

 

Significant

Unobservable

Inputs

(Level 3)

 

 

Total

 

 

(In Thousands)

 

Impaired loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential mortgage

$

-

 

 

$

-

 

 

$

3,712

 

 

$

3,712

 

Non-residential mortgage

 

-

 

 

 

-

 

 

 

1,139

 

 

 

1,139

 

Commercial business

 

-

 

 

 

-

 

 

 

114

 

 

 

114

 

Total

$

-

 

 

$

-

 

 

$

4,965

 

 

$

4,965

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate owned, net:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential mortgage

$

-

 

 

$

-

 

 

$

-

 

 

$

-

 

Non-residential mortgage

 

-

 

 

 

-

 

 

 

108

 

 

 

108

 

Total

$

-

 

 

$

-

 

 

$

108

 

 

$

108

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30, 2017

 

 

Quoted Prices

in Active

Markets for

Identical

Assets

(Level 1)

 

 

Significant

Other

Observable

Inputs

(Level 2)

 

 

Significant

Unobservable

Inputs

(Level 3)

 

 

Total

 

 

(In Thousands)

 

Impaired loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential mortgage

$

-

 

 

$

-

 

 

$

5,711

 

 

$

5,711

 

Non-residential mortgage

 

-

 

 

 

-

 

 

 

2,126

 

 

 

2,126

 

Commercial business

 

-

 

 

 

-

 

 

 

119

 

 

 

119

 

Total

$

-

 

 

$

-

 

 

$

7,956

 

 

$

7,956

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

- 41 -


 

The following table presents additional quantitative information about assets measured at fair value on a non-recurring basis and for which the Company has utilized adjusted Level 3 inputs to determine fair value:

 

 

December 31, 2017

 

 

Fair

Value

 

 

Valuation

Techniques

 

Unobservable

Input

 

Range

 

 

Weighted

Average

 

 

(In Thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

Impaired loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential mortgage

$

3,712

 

 

Market valuation of collateral

(1)

Selling costs

(3)

6% - 25%

 

 

 

10.39

%

Non-residential mortgage

 

1,139

 

 

Market valuation of collateral

(1)

Selling costs

(3)

8% - 13%

 

 

 

12.01

%

Commercial business

 

114

 

 

Market valuation of collateral

(1)

Selling costs

(3)

11% - 20%

 

 

 

13.76

%

Total

$

4,965

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate owned, net:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential mortgage

$

-

 

 

Market valuation of property

(2)

Selling costs

(3)

N/A

 

 

N/A

 

Non-residential mortgage

 

108

 

 

Market valuation of property

(2)

Selling costs

(3)

6%

 

 

 

6.00

%

Total

$

108

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30, 2017

 

 

Fair

Value

 

 

Valuation

Techniques

 

Unobservable

Input

 

Range

 

Weighted

Average

 

 

(In Thousands)

 

 

 

 

 

 

 

 

 

 

 

Impaired loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential mortgage

$

5,711

 

 

Market valuation of collateral

(1)

Selling costs

(3)

6% - 21%

 

 

8.12

%

Non-residential mortgage

 

2,126

 

 

Market valuation of collateral

(1)

Selling costs

(3)

0% - 12%

 

 

6.93

%

Commercial business

 

119

 

 

Market valuation of collateral

(1)

Selling costs

(3)

9% - 20%

 

 

12.79

%

Total

$

7,956

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1)

The fair value of impaired loans is generally determined based on an independent appraisal of the market value of a loan’s underlying collateral.

 

(2)

The fair value basis of impaired loans and real estate owned is adjusted to reflect management estimates of selling costs including, but not necessarily limited to, real estate brokerage commissions and title transfer fees.

 

(3)

The fair value basis of real estate owned is generally determined based upon the lower of an independent appraisal of the property’s market value or the applicable listing price or contracted sales price.

 

An impaired loan is evaluated and valued at the time the loan is identified as impaired at the lower of cost or market value. Loans for which it is probable that payment of interest and principal will not be made in accordance with the contractual terms of the loan agreement are considered impaired. Market value is measured based on the value of the collateral securing the loan and is classified at a Level 3 in the fair value hierarchy. Once a loan is identified as individually impaired, management measures impairment in accordance with the FASB’s guidance on accounting by creditors for impairment of a loan with the fair value estimated using the market value of the collateral reduced by estimated disposal costs. Those impaired loans not requiring an allowance represent loans for which the fair value of the expected repayments or collateral exceeds the recorded investments in such loans. Impaired loans are reviewed and evaluated on at least a quarterly basis for additional impairment and adjusted accordingly.

At December 31, 2017, impaired loans valued using Level 3 inputs comprised loans with principal balances totaling $5.0 million and valuation allowances of $43,000 reflecting fair values of $5.0 million. By comparison, at June 30, 2017, impaired loans valued using Level 3 inputs comprised loans with principal balances totaling $8.2 million and valuation allowances of $199,000 reflecting fair values of $8.0 million.

Once a loan is foreclosed, the fair value of the real estate owned continues to be evaluated based upon the market value of the repossessed real estate originally securing the loan.  At December 31, 2017, the Company held real estate owned totaling $108,000 whose carrying value was written down utilizing Level 3 inputs.  At June 30, 2017, the Company held no real estate owned whose carrying value was written down utilizing Level 3 inputs.

- 42 -


 

The following methods and assumptions were used to estimate the fair value of each class of financial instruments at December 31, 2017 and June 30, 2017:

Cash and Cash Equivalents, Interest Receivable and Interest Payable. The carrying amounts for cash and cash equivalents, interest receivable and interest payable approximate fair value because they mature in three months or less.

Securities. See the discussion presented above concerning assets measured at fair value on a recurring basis.

Loans Receivable. Except for certain impaired loans as previously discussed, the fair value of loans receivable is estimated by discounting the future cash flows, using the current rates at which similar loans would be made to borrowers with similar credit ratings and for the same remaining maturities, of such loans.

FHLB of New York Stock. The carrying amount of restricted investment in bank stock approximates fair value, and considers the limited marketability of such securities.

Deposits. The fair value of demand, savings and club accounts is equal to the amount payable on demand at the reporting date. The fair value of certificates of deposit is estimated using rates currently offered for deposits of similar remaining maturities. The fair value estimates do not include the benefit that results from the low-cost funding provided by deposit liabilities compared to the cost of borrowing funds in the market.

Advances from FHLB. Fair value is estimated using rates currently offered for advances of similar remaining maturities.

Interest Rate Derivatives. See the discussion presented above concerning assets measured at fair value on a recurring basis.

Commitments. The fair value of commitments to fund credit lines and originate or participate in loans is estimated using fees currently charged to enter into similar agreements taking into account the remaining terms of the agreements and the present creditworthiness of the counterparties. For fixed rate loan commitments, fair value also considers the difference between current levels of interest and the committed rates. The carrying value, represented by the net deferred fee arising from the unrecognized commitment, and the fair value, determined by discounting the remaining contractual fee over the term of the commitment using fees currently charged to enter into similar agreements with similar credit risk, is not considered material for disclosure.

 

 


- 43 -


 

The carrying amounts and fair values of financial instruments are as follows:

 

 

December 31, 2017

 

 

Carrying

Amount

 

 

Fair

Value

 

 

Quoted

Prices

in Active

Markets for

Identical

Assets

(Level 1)

 

 

Significant

Other

Observable

Inputs

(Level 2)

 

 

Significant

Unobservable

Inputs

(Level 3)

 

 

(In Thousands)

 

Financial assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

$

50,685

 

 

$

50,685

 

 

$

50,685

 

 

$

-

 

 

$

-

 

Debt securities available for sale

 

485,954

 

 

 

485,954

 

 

 

-

 

 

 

484,954

 

 

 

1,000

 

Mortgage-backed securities

  available for sale

 

151,717

 

 

 

151,717

 

 

 

-

 

 

 

151,717

 

 

 

-

 

Debt securities held to maturity

 

125,671

 

 

 

125,882

 

 

 

-

 

 

 

125,882

 

 

 

-

 

Mortgage-backed securities

  held to maturity

 

345,781

 

 

 

344,649

 

 

 

-

 

 

 

344,649

 

 

 

-

 

Loans held-for-sale

 

3,490

 

 

 

3,490

 

 

 

-

 

 

 

3,490

 

 

 

-

 

Net loans receivable

 

3,261,450

 

 

 

3,180,407

 

 

 

-

 

 

 

-

 

 

 

3,180,407

 

FHLB Stock

 

39,113

 

 

N/A

 

 

N/A

 

 

N/A

 

 

N/A

 

Interest receivable

 

13,524

 

 

 

13,524

 

 

 

5

 

 

 

3,557

 

 

 

9,962

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deposits (1)

 

3,033,766

 

 

 

3,047,812

 

 

 

1,672,197

 

 

 

-

 

 

 

1,375,615

 

Borrowings

 

798,864

 

 

 

814,732

 

 

 

-

 

 

 

-

 

 

 

814,732

 

Interest payable on borrowings

 

1,530

 

 

 

1,530

 

 

 

-

 

 

 

-

 

 

 

1,530

 

 

(1)

Includes accrued interest payable on deposits of $535,000 at December 31, 2017.

 

 

- 44 -


 

 

June 30, 2017

 

 

Carrying

Amount

 

 

Fair

Value

 

 

Quoted

Prices

in Active

Markets for

Identical

Assets

(Level 1)

 

 

Significant

Other

Observable

Inputs

(Level 2)

 

 

Significant

Unobservable

Inputs

(Level 3)

 

 

(In Thousands)

 

Financial assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

$

78,237

 

 

$

78,237

 

 

$

78,237

 

 

$

-

 

 

$

-

 

Debt securities available for sale

 

444,497

 

 

 

444,497

 

 

 

-

 

 

 

443,497

 

 

 

1,000

 

Mortgage-backed securities

  available for sale

 

169,263

 

 

 

169,263

 

 

 

-

 

 

 

169,263

 

 

 

-

 

Debt securities held to maturity

 

144,713

 

 

 

145,505

 

 

 

-

 

 

 

145,505

 

 

 

-

 

Mortgage-backed securities

  held to maturity

 

348,608

 

 

 

350,289

 

 

 

-

 

 

 

350,289

 

 

 

-

 

Loans held-for-sale

 

4,692

 

 

 

4,692

 

 

 

-

 

 

 

4,692

 

 

 

-

 

Net loans receivable

 

3,215,975

 

 

 

3,137,304

 

 

 

-

 

 

 

-

 

 

 

3,137,304

 

FHLB Stock

 

39,958

 

 

N/A

 

 

N/A

 

 

N/A

 

 

N/A

 

Interest receivable

 

12,493

 

 

 

12,493

 

 

 

6

 

 

 

3,169

 

 

 

9,318

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deposits (1)

 

2,930,127

 

 

 

2,943,908

 

 

 

1,639,059

 

 

 

-

 

 

 

1,304,849

 

Borrowings

 

806,228

 

 

 

823,435

 

 

 

-

 

 

 

-

 

 

 

823,435

 

Interest payable on borrowings

 

1,391

 

 

 

1,391

 

 

 

-

 

 

 

-

 

 

 

1,391

 

 

(1)

Includes accrued interest payable on deposits of $382,000 at June 30, 2017.

Limitations. Fair value estimates are made at a specific point in time based on relevant market information and information about the financial instruments. These estimates do not reflect any premium or discount that could result from offering for sale at one time the entire holdings of a particular financial instrument. Because no market value exists for a significant portion of the financial instruments, fair value estimates are based on judgments regarding future expected loss experience, current economic conditions, risk characteristics of various financial instruments and other factors. These estimates are subjective in nature, involve uncertainties and matters of judgment and, therefore, cannot be determined with precision. Changes in assumptions could significantly affect the estimates.

The fair value estimates are based on existing on-and-off balance sheet financial instruments without attempting to value anticipated future business and the value of assets and liabilities that are not considered financial instruments. Other significant assets and liabilities that are not considered financial assets and liabilities include premises and equipment, and advances from borrowers for taxes. In addition, the ramifications related to the realization of the unrealized gains and losses can have a significant effect on fair value estimates and have not been considered in any of the estimates.

Finally, reasonable comparability between financial institutions may not be likely due to the wide range of permitted valuation techniques and numerous estimates which must be made given the absence of active secondary markets for many of the financial instruments. This lack of uniform valuation methodologies introduces a greater degree of subjectivity to these estimated fair values.

 

 

 

- 45 -


 

18.     COMPREHENSIVE INCOME

The components of accumulated other comprehensive income included in stockholders’ equity at December 31, 2017 and June 30, 2017 are as follows:

 

 

December 31,

 

 

June 30,

 

 

2017

 

 

2017

 

 

(In Thousands)

 

Net unrealized loss on securities available for sale

$

(2,463

)

 

$

(2,385

)

Stranded tax effect (1)

 

316

 

 

 

-

 

Tax effect

 

677

 

 

 

975

 

Net of tax amount

 

(1,470

)

 

 

(1,410

)

 

 

 

 

 

 

 

 

Net unrealized loss on securities available for sale transferred to held to maturity

 

(1,006

)

 

 

(1,109

)

Stranded tax effect (1)

 

128

 

 

 

-

 

Tax effect

 

283

 

 

 

453

 

Net of tax amount

 

(595

)

 

 

(656

)

 

 

 

 

 

 

 

 

Fair value adjustments on derivatives

 

15,453

 

 

 

6,319

 

Stranded tax effect (1)

 

(1,969

)

 

 

-

 

Tax effect

 

(4,344

)

 

 

(2,582

)

Net of tax amount

 

9,140

 

 

 

3,737

 

 

 

 

 

 

 

 

 

Benefit plan adjustments

 

(1,122

)

 

 

(1,061

)

Stranded tax effect (1)

 

144

 

 

 

-

 

Tax effect

 

315

 

 

 

434

 

Net of tax amount

 

(663

)

 

 

(627

)

 

 

 

 

 

 

 

 

Total accumulated other comprehensive income

$

6,412

 

 

$

1,044

 

 

 

 

(1)

Represents amounts related to the tax effects of items within accumulated other comprehensive income that do not reflect the appropriate tax rate.

- 46 -


 

 

Other comprehensive income and related tax effects for the three and six months ended December 31, 2017 and December 31, 2016 are presented in the following table:

 

 

Three Months Ended

 

 

Six Months Ended

 

 

December 31,

 

 

December 31,

 

 

2017

 

 

2016

 

 

2017

 

 

2016

 

 

(In Thousands)

 

 

(In Thousands)

 

Net unrealized holding gain on securities

  available for sale

$

(2,011

)

 

$

(8,251

)

 

$

(78

)

 

$

(6,436

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortization of net unrealized holding gain on

  securities available for sale transferred to held

  to maturity (1)

 

74

 

 

 

(43

)

 

 

103

 

 

 

(36

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net realized gain on securities available for sale

 

-

 

 

 

10

 

 

 

-

 

 

 

10

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net unrealized gain on derivatives

 

7,489

 

 

 

23,755

 

 

 

9,134

 

 

 

29,099

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Benefit plans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortization of actuarial loss (2)

 

11

 

 

 

16

 

 

 

22

 

 

 

32

 

Net actuarial loss

 

-

 

 

 

-

 

 

 

(83

)

 

 

(394

)

Net change in benefit plan accrued expense

 

11

 

 

 

16

 

 

 

(61

)

 

 

(362

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income before taxes

 

5,563

 

 

 

15,487

 

 

 

9,098

 

 

 

22,275

 

Stranded tax effects (3)

 

(1,381

)

 

 

-

 

 

 

(1,381

)

 

 

-

 

Tax effect (4)

 

(910

)

 

 

(6,759

)

 

 

(2,349

)

 

 

(9,533

)

Total other comprehensive income

$

3,272

 

 

$

8,728

 

 

$

5,368

 

 

$

12,742

 

 

(1)

Represents amounts reclassified out of accumulated other comprehensive income and included in interest income on taxable securities.

(2)

Represents amounts reclassified out of accumulated other comprehensive income and included in the computation of net periodic pension expense. See Note 15 – Benefit Plans for additional information.

(3)

Represents amounts related to the tax effects of items within accumulated other comprehensive income that do not reflect the appropriate tax rate.

(4)

The amounts included in income taxes for items reclassified out of accumulated other comprehensive income totaled $148 and $119 for the three and six months ended December 31, 2017, respectively, and $10 and $(144) for the three and six months ended December 31, 2016, respectively.

 

 

 

 

 

 

 

 

- 47 -


 

ITEM 2.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

Forward-Looking Statements

This report on Form 10-Q may include certain forward-looking statements based on current management expectations. Such forward-looking statements may be identified by reference to a future period or periods or by the use of forward-looking terminology, such as “may”, “will”, “believe”, “expect”, “estimate”, “anticipate”, “continue”, or similar terms or variations on those terms, or the negative of those terms. The actual results of the Company could differ materially from those management expectations. This includes statements regarding the planned merger of Clifton Bancorp Inc. (“Clifton”) with and into the Company, with the Company surviving the merger as the surviving corporation (the “Merger").  Factors that could cause future results to vary from current management expectations include, but are not limited to, the inability to obtain requisite approvals and/or meet the other closing conditions required to close the Merger in a timely manner, general economic conditions, legislative and regulatory changes, monetary and fiscal policies of the federal government and changes in tax policies, rates and regulations of federal, state and local tax authorities. Additional potential factors include changes in interest rates, deposit flows, cost of funds, demand for loan products and financial services, competition and changes in the quality or composition of loan and investment portfolios of the Company. Other factors that could cause future results to vary from current management expectations include changes in accounting principles, policies or guidelines, and other economic, competitive, governmental and technological factors affecting the Company’s operations, markets, products, services and prices. Further description of the risks and uncertainties to the business are included in the Company’s other filings with the Securities and Exchange Commission.

Except as required by applicable law or regulation, the Company does not undertake, and specifically disclaims any obligation, to release publicly the result of any revisions that may be made to any forward-looking statements to reflect events or circumstances after the date of the statements or to reflect the occurrence of anticipated or unanticipated events.

Proposed Merger with Clifton Bancorp Inc.

On November 1, 2017, Kearny Financial Corp. and Clifton Bancorp Inc., announced that the companies have entered into a definitive agreement pursuant to which the Company will acquire Clifton in an all-stock transaction. Under the terms of the agreement, Clifton will merge with and into the Company, and each outstanding share of Clifton common stock will be exchanged for 1.191 shares of the Company’s common stock.

As of December 31, 2017, Clifton had approximately $1.7 billion of assets, $1.2 billion of loans, and $935 million of deposits held across a network of 12 branches located in New Jersey throughout Bergen, Passaic, Hudson, and Essex counties.  The Merger is subject to obtaining stockholder and regulatory approvals, among other closing conditions, and is expected to close late in the first calendar quarter or early in the second calendar quarter of 2018.

 

Comparison of Financial Condition at December 31, 2017 and June 30, 2017

General. Total assets increased $25.7 million to $4.84 billion at December 31, 2017 from $4.82 billion at June 30, 2017. The net increase in total assets primarily reflected increases in net loans receivable and securities available for sale that were partially offset by decreases in the balances of cash and cash equivalents, securities held to maturity and deferred income taxes.  The net increase in total assets was largely funded by an increase in deposits that was partially offset by decreases in the balance of borrowings and stockholders’ equity.

Cash and Cash Equivalents. Cash and cash equivalents, which consist primarily of interest-earning and non-interest-earning deposits in other banks, decreased by $27.6 million to $50.7 million at December 31, 2017 from $78.2 million at June 30, 2017.  The decrease in the balance of cash and cash equivalents at December 31, 2017 largely reflected the continuing effort to limit the balance of cash and cash equivalents to the levels needed to meet its day-to-day funding obligations and overall liquidity risk management objectives while reinvesting excess liquidity into comparatively higher-yielding assets.  Toward that end, the average balance of other interest-earning assets decreased to $81.2 million for the six months ended December 31, 2017 compared to $114.1 million for the prior year ended June 30, 2017.  Other interest-earning assets generally include the balance of interest-earning cash deposits held in other banks coupled with the balance of the Bank’s mandatory investment in the capital stock of the Federal Home Loan Bank of New York.

Debt Securities Available for Sale. Debt securities classified as available for sale increased by $41.5 million to $486.0 million at December 31, 2017 from $444.5 million at June 30, 2017. The net increase in the portfolio partly reflected security purchases totaling $76.1 million for the six months ended December 31, 2017 coupled with a $689,000 increase in the fair value of the portfolio to a net unrealized loss of $709,000 at December 31, 2017 from a net unrealized loss of $1.4 million at June 30, 2017.  The increase in

- 48 -


 

the fair value of the portfolio was partly attributable to movements in market interest rates coupled with a tightening of pricing spreads within certain sectors in the portfolio.  The noted increases in the portfolio were partially offset by principal repayments, net of premium amortization and discount accretion, totaling $35.3 million during the six months ended December 31, 2017.

The increase in the fair value of debt securities available for sale was primarily reflected within the applicable “credit sectors” of the portfolio which include asset-backed securities, collateralized loan obligations, corporate bonds and non-pooled trust preferred securities.  The fair value of this subset of securities increased by $1.0 million to a net unrealized loss of $665,000 at December 31, 2017 from a net unrealized loss of $1.7 million at June 30, 2017.  The decrease in the unrealized loss largely reflected a general tightening of pricing spreads within these sectors resulting in an overall increase in the market price of such securities.  The decrease in the net unrealized loss on the noted securities was partially offset by a $331,000 decline in the fair value of government and agency securities, including U.S. agency debentures and municipal obligations, to an unrealized loss of $44,000 at December 31, 2017 from an unrealized gain of $287,000 at June 30, 2017.

Mortgage-backed Securities Available for Sale. Mortgage-backed securities available for sale decreased by $17.5 million to $151.7 million at December 31, 2017 from $169.3 million at June 30, 2017. The net decrease partly reflected cash repayment of principal, net of discount accretion and premium amortization, totaling $16.8 million coupled with a $767,000 decrease in the fair value of the portfolio to a net unrealized loss of $1.8 million at December 31, 2017 from a net unrealized loss of $986,000 at June 30, 2017.  

Additional information regarding securities available for sale at December 31, 2017 is presented in Note 8 and Note 10 to the unaudited consolidated financial statements.

Debt Securities Held to Maturity. Debt securities classified as held to maturity decreased by $19.0 million to $125.7 million at December 31, 2017 from $144.7 million at June 30, 2017. The net decrease in the portfolio partly reflected cash repayment of principal, net of discount accretion and premium amortization, totaling $35.5 million for the six months ended December 31, 2017 that was partially offset by security purchases totaling $16.4 million during the same period.  

Mortgage-backed Securities Held to Maturity. Mortgage-backed securities held to maturity decreased by $2.8 million to $345.8 million at December 31, 2017 from $348.6 million at June 30, 2017. The net decrease in the portfolio partly reflected cash repayment of principal, net of discount accretion and premium amortization, totaling $23.3 million for the six months ended December 31, 2017 that was partially offset by security purchases totaling $20.5 million during the same period.  

At December 31, 2017, the held to maturity mortgage-backed securities portfolio primarily included agency pass-through securities and agency collateralized mortgage obligations. As of that date, we also held three non-agency mortgage-backed securities in the held to maturity portfolio whose aggregate carrying value and fair value both totaled $19,000. Based on its evaluation, management has concluded that no other-than-temporary impairment is present within this segment of the investment portfolio as of that date.

Additional information regarding securities held to maturity at December 31, 2017 is presented in Note 9 and Note 10 to the unaudited consolidated financial statements.

Loans Held-for-Sale.  The Company continues to expand its residential lending infrastructure to support strategies focused on increasing the origination volume of residential mortgage loans for sale into the secondary market.  The increase in residential mortgage loan origination and sale activity has increased the Company’s level of non-interest income through the recognition of recurring loan sale gains while helping to manage the Company’s exposure to interest rate risk.  During the six months ended December 31, 2017, we sold $43.0 million of residential mortgage loans resulting in net sale gains totaling $413,000 for the period.  Loans held for sale totaled $3.5 million at December 31, 2017 compared to $4.7 million at June 30, 2017 and are reported separately from the balance of net loans receivable as of those dates.

Loans Receivable.  Loans receivable, net of unamortized premiums, deferred costs and the allowance for loan losses, increased by $45.5 million to $3.26 billion at December 31, 2017 from $3.22 billion at June 30, 2017. The increase in net loans receivable was primarily attributable to new loan origination and purchase volume outpacing loan repayments during the six months ended December 31, 2017.

Residential mortgage loans held in portfolio, including home equity loans and lines of credit, increased by $5.1 million to $655.3 million at December 31, 2017 from $650.1 million at June 30, 2017. The increase was primarily attributable to an increase in the balance of one-to-four family first mortgage loans of $7.0 million to $574.3 million at December 31, 2017 from $567.3 million at June 30, 2017.  The increase in one-to-four family first mortgage loans was partially offset be an aggregate decrease of $1.9 million in

- 49 -


 

the balance of home equity loans and home equity lines of credit to $81.0 million at December 31, 2017 from $82.8 million at June 30, 2017.  

Residential mortgage loan origination volume for the six months ended December 31, 2017 totaled $28.7 million, comprised of $19.1 million of one-to-four family first mortgage loan originations and $9.6 million of home equity loan and home equity line of credit originations during the period.  Residential mortgage loan originations were augmented with the purchase of one-to-four family first mortgage loans totaling $22.2 million during the six months ended December 31, 2017.  The Company may continue to modestly increase the outstanding balance of residential mortgage loans held in portfolio in the future while allowing the segment to continue to decline as a percentage of total loans and earning assets.

Commercial and construction loans, in aggregate, increased by $46.4 million to $2.62 billion at December 31, 2017 from $2.58 billion at June 30, 2017. The components of the aggregate increase included an increase in commercial mortgage loans totaling $10.0 million that was augmented by increases in the outstanding balances of construction loans and commercial business loans of $18.4 million and $18.0 million, respectively.  The outstanding balance of commercial mortgage loans at December 31, 2017 totaled $2.51 billion while the outstanding balances of construction and commercial business loans, totaled $22.2 million and $92.4 million, respectively, as of that date.

Commercial loan origination volume for the six months ended December 31, 2017 totaled $198.5 million, comprised of $164.7 million of commercial mortgage loan originations augmented by $14.5 million of commercial business loan originations and construction loan disbursements totaling $19.4 million during the period.  Commercial loan originations were augmented with the purchase of business loans totaling $26.7 million during the six months ended December 31, 2017.

Other loans, primarily account loans, deposit account overdraft lines of credit and other consumer loans, decreased by $4.5 million to $11.9 million at December 31, 2017 from $16.4 million at June 30, 2017.  The balance of other consumer loans at December 31, 2017 included loans with outstanding balances totaling $8.6 million that were originally acquired through the Company’s relationship with Lending Club, an established peer-to-peer (i.e. marketplace) lender.  The Company limited its original investment in Lending Club loans to approximately $25.0 million in aggregate outstanding balances.  Since their original acquisition, the Company has independently monitored and validated the performance of its portfolio of Lending Club loans.  During that time, the return on the portfolio has been generally consistent with the range of performance expectations forecast by Lending Club’s proprietary credit risk model.  While the Company continues to carefully monitor and assess the performance of its portfolio and the quality of loan servicing and reporting rendered by Lending Club, it has suspended future purchases of such loans in favor of investing in other loan alternatives.

The Company originated $884,000 of consumer loans during the six months ended December 31, 2017 while no additional consumer loans were purchased during the period.

Nonperforming Loans.  Nonperforming loans decreased by $2.6 million to $16.3 million, or 0.50% of total loans at December 31, 2017, from $18.9 million, or 0.58% of total loans at June 30, 2017. Nonperforming loans generally include loans reported as “accruing loans over 90 days past due” and loans reported as “nonaccrual” with such balances totaling $31,000 and $16.3 million, respectively, at December 31, 2017.

Additional information about the Company’s nonperforming loans at December 31, 2017 is presented in Note 11 to the unaudited consolidated financial statements.

Allowance for Loan Losses. During the six months ended December 31, 2017, the balance of the allowance for loan losses increased by $780,000 to $30.1 million or 0.91% of total loans at December 31, 2017 from $29.3 million or 0.90% of total loans at June 30, 2017. The increase resulted from provisions of $1.6 million during the six months ended December 31, 2017 that were partially offset by charge-offs, net of recoveries, totaling $786,000 during that same period.

With regard to loans individually evaluated for impairment, the balance of our allowance for loan losses attributable to such loans decreased by $156,000 to $43,000 at December 31, 2017 from $199,000 at June 30, 2017. The balance at December 31, 2017 reflected the allowance for impairment identified on $661,000 of impaired loans while an additional $19.2 million of impaired loans had no allowance for impairment as of that date. By comparison, the balance at June 30, 2017 reflected the allowance for impairment identified on $3.1 million of impaired loans while an additional $18.9 million of impaired loans had no allowance for impairment as of that date. The outstanding balances of impaired loans reflect the cumulative effects of various adjustments including, but not limited to, purchase accounting valuations and prior charge-offs, where applicable, which are considered in the evaluation of impairment.

With regard to loans evaluated collectively for impairment, the balance of our allowance for loan losses attributable to such loans increased by $936,000 to $30.0 million at December 31, 2017 from $29.1 million at June 30, 2017.  The increase in valuation

- 50 -


 

was partly attributable to a $49.3 million increase in the aggregate outstanding balance of loans collectively evaluated for impairment to $3.27 billion at December 31, 2017 from $3.22 billion at June 30, 2017, as well as the ongoing reallocation of loans within the portfolio in favor of commercial and construction loans, to which we generally assign comparatively higher historical and environmental loss factors in our allowance for loan loss calculation.  The increase in the allowance also reflected updates to historical and environmental loss factors during the six months ended December 31, 2017.

With regard to historical loss factors, our loan portfolio experienced a net annualized average charge-off rate of 0.05% for the six months ended December 31, 2017 representing an increase of four basis points from the 0.01% of average charge offs reported for the year ended June 30, 2017.  The annual average net charge off rate for the year ended June 30, 2017 had previously decreased by seven basis points from 0.08% for the prior year ended June 30, 2016. The historical loss factors used in our allowance for loan loss calculation methodology were updated to reflect the effect of these changes by individual loan segment reflecting the two year look-back period used by that methodology.  Together with the impact of the increase in the overall balance of the unimpaired portion of the loan portfolio during the period, the applicable portion of the allowance attributable to historical loss factors increased by approximately $456,000 to $2.6 million at December 31, 2017 from $2.1 million at June 30, 2017.

With regard to environmental loss factors, the portion of the allowance for loan loss attributable to such factors increased by $480,000 to $27.4 million at December 31, 2017 from $27.0 million at June 30, 2017.  The noted increase in the allowance was primarily attributable to the growth in the unimpaired portion of the loan portfolio.  Such growth was concentrated in specific segments of the loan portfolio whose estimated credit losses for ALLL calculation purposes are based on comparatively higher loss factors compared to other segments in the portfolio.  Additionally, periodic updates to environmental loss factors resulted in a nominal increase in the applicable portion of the allowance during the period.

The calculation of probable incurred losses within a loan portfolio and the resulting allowance for loan losses is subject to estimates and assumptions that are susceptible to significant revisions as more information becomes available and as events or conditions effecting individual borrowers and the marketplace as a whole change over time.  Future additions to the allowance for loan losses may be necessary if economic and market conditions deteriorate in the future from those currently prevalent in the marketplace.  In addition, the federal and state banking regulators, as an integral part of their examination process, periodically review our loan and foreclosed real estate portfolios and the related allowance for loan losses and valuation allowance for foreclosed real estate.  The regulators may require the allowance for loan losses to be increased based on their review of information available at the time of the examination, which may negatively affect our earnings.  Finally, changes in accounting standards promulgated by the Financial Accounting Standards Board, such as those discussed in Note 7 to the unaudited consolidated financial statements regarding the use of a current expected credit loss (“CECL”) model to calculate credit losses, may require increases in the allowance for loan losses upon adoption of the applicable accounting standard.

Additional information about the allowance for loan losses at December 31, 2017 is presented in Note 11 to the unaudited consolidated financial statements.

Other Assets. The aggregate balance of other assets, including premises and equipment, FHLB stock, interest receivable, goodwill, bank owned life insurance, deferred income taxes and other assets, increased by $7.0 million to $419.1 million at December 31, 2017 from $412.1 million at June 30, 2017.

The increase in other assets partly reflected an $8.3 million increase in the fair value of the Company’s interest rate derivatives portfolio to a net asset value of $16.1 million at December 31, 2017 compared to a net asset value of $7.8 million at June 30, 2017. Less noteworthy increases in other assets included a $2.5 million increase in the cash surrender value of the Company’s bank-owned life insurance policies as well as increases of $2.2 million and $1.0 million in premises and equipment and interest receivable, respectively.  The balance of real estate owned (“REO”) also increased to $1.7 million, representing the carrying value of five properties at December 31, 2017, from $1.6 million, representing the carrying value of four properties at June 30, 2017.

The noted increases in other assets were partially offset by an $8.6 million decrease in the balance of deferred income tax assets to $6.9 million at December 31, 2017 from $15.5 million at June 30, 2017.  The decrease partly reflected the impact of federal income tax reform that was codified through the passage of the Tax Cuts and Jobs Act (the “Act”) on December 22, 2017.  The Act permanently reduced the Company’s federal income tax rate from 35% to 21% while also including other provisions that altered the deductibility of certain recurring expenses recognized by the Company.  While, collectively, the provisions of the Act are expected to benefit the Company’s future earnings, it resulted in a $3.5 million net reduction in the carrying value of the Company’s deferred income tax assets and liabilities with an equal and offsetting charge to income tax expense during the three months ended December 31, 2017.  The $3.5 million charge to income tax expense resulted from a $4.9 million charge to reflect the reduced carrying value of the Company’s net deferred tax asset attributable to timing differences in the recognition of certain income and expense items for financial statement reporting purposes versus that recognized for income tax reporting purposes.  That charge was partially offset by a $1.4 million reduction in the net deferred income tax liability primarily attributable to the net unrealized gains and losses on the

- 51 -


 

Company’s interest rate derivatives and available for sale securities portfolios.  The remaining change in the balance of the Company’s net deferred income tax asset was attributable to recurring changes in its underlying components, as discussed above.

The remaining increases and decreases in other assets for the six months ended December 31, 2017 generally comprised normal operating fluctuations in their respective balances.

Deposits. Total deposits increased by $103.6 million to $3.03 billion at December 31, 2017 from $2.93 billion at June 30, 2017.  The increase in deposit balances reflected a $7.7 million increase in non-interest-bearing deposits coupled with a $96.0 million increase in interest-bearing deposits.  The increase in interest-bearing deposits included increases in the balances of interest-bearing checking accounts and certificates of deposit totaling $32.1 million and $70.5 million, respectively, that were partially offset by a decrease in the balance of savings and clubs accounts totaling $6.6 million for the period.

The change in deposit balances for the period reflected changes in the balances of retail deposits as well as “non-retail” deposits acquired through various wholesale channels. The $32.1 million increase in the balance of interest-bearing checking accounts primarily reflected a $32.6 million increase in the balance of retail accounts.  The increase in retail account balances was partially offset by a $566,000 decrease in the balance of brokered money market deposits acquired through Promontory Interfinancial Network’s (“Promontory”) Insured Network Deposits (“IND”) program to $222.0 million, or 7.3% of total deposits at December 31, 2017 from $222.6 million, or 7.6% of total deposits at June 30, 2017. The terms of the IND program generally establish a reciprocal commitment for Promontory to deliver and for us to accept such deposits for a period of no less than five years during which time total aggregate balances shall be maintained within a range of $200.0 million to $230.0 million. Such deposits are generally sourced by Promontory from large retail and institutional brokerage firms whose individual clients seek to have a portion of their investments held in interest-bearing accounts at FDIC-insured institutions.

We continued to utilize a deposit listing service through which we attract “non-brokered” wholesale time deposits targeting institutional investors with an original investment horizon of two-to-five years. We generally prohibit the withdrawal of our listing service deposits prior to maturity. The balance of the Bank’s listing service time deposits decreased by $7.5 million to $93.9 million, or 3.1% of total deposits at December 31, 2017, compared to $101.4 million, or 3.5% of total deposits at June 30, 2017.

We also maintain a portfolio of longer-term, brokered certificates of deposit whose balances increased by $35.5 million to $57.1 million at December 31, 2017 from $21.6 million at June 30, 2017.  In combination with our Promontory IND money market deposits, our brokered deposits totaled $279.1 million, or 9.2% of deposits at December 31, 2017 compared to $244.2 million, or 8.3% of deposits at June 30, 2017.

Borrowings. The balance of borrowings decreased by $7.3 million to $798.9 million at December 31, 2017 from $806.2 million at June 30, 2017. The decrease in borrowings primarily reflected a $7.3 million decrease in the outstanding balance of overnight “sweep account” balances linked to customer demand deposits that generally reflected normal operating fluctuations in such balances.

Other Liabilities. The balance of other liabilities, including advance payments by borrowers for taxes and other miscellaneous liabilities, decreased by $2.7 million to $21.9 million at December 31, 2017 from $24.6 million at June 30, 2017. The change generally reflected normal operating fluctuations in the balances of other liabilities during the period.

Stockholders’ Equity.  Stockholders’ equity decreased by $67.9 million to $989.3 million at December 31, 2017 from $1.06 billion at June 30, 2017.  The decrease in stockholders’ equity largely reflected the impact of the Company’s share repurchases during the first six months of fiscal 2018.  The Company had previously announced its second share repurchase program in May 2017 through which it intends to repurchase a total of 8,559,084 shares, or 10%, of its outstanding shares. During the six months ended December 31, 2017, the Company repurchased 4,746,840 shares at a total cost of $69.3 million, or an average cost of $14.60 per share.  Cumulatively, the Company has repurchased a total of 5,986,840 shares, or 70% of the shares to be repurchased under its second share repurchase program at a total cost of $87.0 million, or an average cost of $14.54 per share.  The cumulative cost of the Company’s repurchased shares has directly reduced the balance of stockholders’ equity at December 31, 2017.

The net decrease in stockholders’ equity was partially offset by net income of $6.5 million for the six months ended December 31, 2017 from which the Company declared and paid regular quarterly cash dividends totaling $0.06 per share to stockholders during the period.  Additionally, in September 2017, the Company declared a $0.12 special cash dividend payable to stockholders in October 2017.  When combined with the regular cash dividends of $0.10 declared and paid during the prior fiscal year, the special dividend of $0.12 effectively increased the Company’s dividend payout ratio to approximately 100% based on its basic and diluted earnings per share of $0.22 reported for the prior fiscal year ended June 30, 2017.  Together, the regular and special cash dividends declared during the six months ended December 31, 2017 reduced stockholders’ equity by $14.0 million during the period.

- 52 -


 

Finally, the change in stockholders’ equity also reflected a $5.4 million increase in accumulated other comprehensive income, due primarily to changes in the fair value of the Company’s available for sale securities portfolio and outstanding derivatives, while also reflecting a $973,000 decrease in unearned ESOP shares for shares earned by plan participants during the six months ended December 31, 2017.

 

 

Comparison of Operating Results for the Three Months Ended December 31, 2017 and December 31, 2016

General. Net income for the three months ended December 31, 2017 was $1.3 million, or $0.02 per diluted share; a decrease of $4.2 million from $5.5 million or $0.06 per diluted share for the three months ended December 31, 2016. The decrease in net income primarily reflected increases in non-interest expense and income tax expense as well as a decrease in non-interest income.  These factors were partially offset by an increase in net interest income and a decrease in the provision for loan losses.

As discussed in greater detail below, the noted increase in income tax expense primarily reflected the impact of federal income tax reform that was codified by the Act during the three months ended December 31, 2017 while the noted increase in non-interest expense partly reflected the recognition of certain merger-related expenses related to the Company’s proposed acquisition of Clifton during the period.

Net Interest Income. Net interest income for the three months ended December 31, 2017 was $26.8 million; an increase of $1.2 million from $25.6 million for the three months ended December 31, 2016. The increase in net interest income between the comparative periods resulted from an increase in interest income of $3.7 million that was partially offset by an increase of $2.5 million in interest expense. The increase in interest income was attributable to an increase in the average balance of interest-earning assets coupled with an increase in their average yield. The increase in interest expense resulted from an increase in the average balance of interest-bearing liabilities coupled with an increase in their average cost.

These factors contributed to a four basis points decrease in our net interest rate spread to 2.14% for the three months ended December 31, 2017 from 2.18% for the three months ended December 31, 2016. The decrease in the net interest rate spread reflected a 16 basis points increase in the average cost on interest-bearing liabilities to 1.27% for three months ended December 31, 2017 from 1.11% for the three months ended December 31, 2016.  For those same comparative periods, the average yield of interest-earning assets increased by 12 basis points to 3.41% from 3.29%.  A discussion of the factors contributing to changes in the average yield and average cost of categories within interest-earning assets and interest-bearing liabilities, respectively, is presented in the separate discussion and analysis of interest income and interest expense below.

The factors resulting in the reported decrease in our net interest rate spread also affected our net interest margin.  In total, the Company’s net interest margin decreased four basis points to 2.41% for the three months ended December 31, 2017 compared to 2.45% for the three months ended December 31, 2016.

Interest Income. Total interest income increased $3.7 million to $38.0 million for the three months ended December 31, 2017 from $34.3 million for the three months ended December 31, 2016. The increase in interest income partly reflected a $284.4 million increase in the average balance of interest-earning assets to $4.46 billion for the three months ended December 31, 2017 from $4.18 billion for the three months ended December 31, 2016.  For those same comparative periods, the yield on earning assets increased by 12 basis points to 3.41% from 3.29%.

Interest income from loans increased $3.2 million to $30.6 million for the three months ended December 31, 2017 from $27.4 million for the three months ended December 31, 2016. The increase in interest income on loans was attributable to a net increase in the average balance of loans that was partially offset by a decline in the average yield.

The average balance of loans increased by $356.1 million to $3.26 billion for the three months ended December 31, 2017 from $2.90 billion for the three months ended December 31, 2016. The increase in the average balance of loans primarily reflected an aggregate increase of $384.7 million in the average balance of commercial and construction loans to $2.60 billion for the three months ended December 31, 2017 from $2.21 billion for the three months ended December 31, 2016. Our commercial loans generally comprise commercial mortgage loans, including multi-family and nonresidential mortgage loans, as well as secured and unsecured commercial business loans while construction loans generally include loans secured by one- to four-family residential, multi-family and non-residential properties.

The increase in the average balance of commercial and construction loans was partially offset by an $18.6 million decrease in the average balance of residential mortgage loans to $645.3 million for the three months ended December 31, 2017 from $663.9 million for the three months ended December 31, 2016. Our residential mortgages generally comprise one- to four-family first mortgage loans, home equity loans and home equity lines of credit.  

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For those same comparative periods, the average balance of other loans, primarily comprising unsecured consumer term loans, account loans and deposit account overdraft lines of credit, decreased by $8.8 million to $12.9 million from $21.7 million.  The decrease in the average balance of other loans largely reflected a decrease in the average outstanding balance of unsecured consumer term loans acquired through Lending Club.

The effect on interest income attributable to the net increase in the average balance of loans was partially offset by the noted decrease in their average yield. The average yield on loans decreased by two basis points to 3.76% for the three months ended December 31, 2017 from 3.78% for the three months ended December 31, 2016. The reduction in the overall yield on our loan portfolio largely reflected the effect of the comparatively lower average yield on most newly originated loans in relation to that of the portfolio of existing loans which has reduced the overall yield of the aggregate portfolio.  To a lesser extent, the decline in the average yield generally reflects the effects of low market interest rates that provide “rate reduction” refinancing incentive to existing borrowers.

Interest income from mortgage-backed securities decreased by $930,000 to $2.8 million for the three months ended December 31, 2017 from $3.8 million for the three months ended December 31, 2016. The decrease in interest income reflected a decrease in the average balance of mortgage-backed securities partially offset by an increase in their average yield.

The average balance of mortgage-backed securities decreased by $172.5 million to $501.1 million for the three months ended December 31, 2017 from $673.6 million for the three months ended December 31, 2016. The decrease in the average balance of mortgage-backed securities largely reflected the level of aggregate principal repayments outpacing aggregate security purchases.  For those same comparative periods, the average yield on mortgage-backed securities increased by three basis points to 2.27% from 2.24%.

Interest income from debt securities increased by $1.2 million to $3.9 million for the three months ended December 31, 2017 from $2.7 million for the three months ended December 31, 2016. The increase in interest income reflected an increase in the average balance of debt securities coupled with an increase in their average yield.

The increase in the average balance of debt securities was partly attributable to a $75.3 million increase in the average balance of taxable securities to $495.3 million for the three months ended December 31, 2017 from $420.0 million for the three months ended December 31, 2016. The increase in taxable securities was augmented with a $14.0 million increase in the average balance of tax-exempt securities to $126.2 million from $112.2 million.

The average yield on debt securities increased by 45 basis points to 2.49% for the three months ended December 31, 2017 from 2.04% for the three months ended December 31, 2016.  The increase in the average yield reflected a 57 basis points increase in the yield on taxable securities to 2.61% during the three months ended December 31, 2017 from 2.04% during the three months ended December 31, 2016.  The increase in yield on taxable securities was largely attributable to floating rate securities whose interest rates have increased due to recent increases in short-term market interest rates.  For those same comparative periods, the yield on tax-exempt securities increased by three basis points to 2.03% from 2.00%.

Interest income from other interest-earning assets increased by $283,000 to $704,000 for the three months ended December 31, 2017 from $421,000 for the three months ended December 31, 2016 reflecting an increase in their average yield coupled with an increase in their average balance.  The average yield on other interest-earning assets increased by 105 basis points to 3.42% for the three months ended December 31, 2017 from 2.37% for the three months ended December 31, 2016.  For those same comparative periods, the average balance of other interest-earning assets increased by $11.4 million to $82.5 million from $71.1 million.  The increase in average yield of other interest earning assets primarily reflected the effects of recent increases in short-term market interest rates on the yield on Company’s short-term liquid assets while the increase in the average balance largely reflected an increase in the average balance of the Bank’s required investment in FHLB stock.

Interest Expense. Total interest expense increased by $2.5 million to $11.2 million for the three months ended December 31, 2017 from $8.7 million for the three months ended December 31, 2016. The increase in interest expense resulted from an increase in the average balance of interest-bearing liabilities coupled with an increase in their average cost. The average balance of interest-bearing liabilities increased by $384.5 million to $3.52 billion for the three months ended December 31, 2017 from $3.13 billion for the three months ended December 31, 2016. For those same comparative periods, the average cost of interest-bearing liabilities increased 16 basis points to 1.27% from 1.11%.

Interest expense attributed to deposits increased by $1.2 million to $6.6 million for the three months ended December 31, 2017 from $5.4 million for the three months ended December 31, 2016. The increase in interest expense was attributable to increases in the average balance and average cost of interest-bearing deposits.

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The average balance of interest-bearing deposits increased by $205.9 million to $2.71 billion for the three months ended December 31, 2017 from $2.50 billion for the three months ended December 31, 2016. The increase in the average balance was reflected across all categories of interest-bearing deposits. For the comparative periods noted, the average balance of interest-bearing checking accounts increased by $92.6 million to $854.4 million from $761.8 million, the average balance of certificates of deposit increased by $113.0 million to $1.34 billion from $1.22 billion and the average balance of savings and club accounts increased by $317,000 to $518.5 million from $518.2 million.

The average cost of interest-bearing deposits increased by 12 basis points to 0.98% for the three months ended December 31, 2017 from 0.86% for the three months ended December 31, 2016. The net increase in the average cost largely reflected increases in the average cost of certificates of deposit and interest-bearing checking accounts. For the comparative periods noted, the average cost of certificates of deposit increased 10 basis points to 1.43% from 1.33% while the average cost of interest-bearing checking accounts increased 18 basis points to 0.80% from 0.62%.  For these same comparative periods, the average cost of savings and club accounts was unchanged at 0.12%.

Interest expense attributed to borrowings increased by $1.2 million to $4.5 million for the three months ended December 31, 2017 from $3.3 million for the three months ended December 31, 2016. The increase in interest expense on borrowings reflected an increase in their average balance coupled with an increase in their average cost.  The average balance of borrowings increased by $178.6 million to $808.1 million for the three months ended December 31, 2017, from $629.5 million for the three months ended December 31, 2016.  For those same comparative periods, the average cost of borrowings increased by 16 basis points to 2.25% from 2.09%.

The increase in the average balance of borrowings partly reflected a $183.2 million increase in the average balance of FHLB advances to $777.5 million for the three months ended December 31, 2017 from $594.2 million for the three months ended December 31, 2016. For those same comparative periods, the average cost of FHLB advances increased 13 basis points to 2.33% from 2.20%.  The increase in average balance of borrowings primarily reflected the effect of additional short-term FHLB advances drawn during the latter half of fiscal 2017 to fund a portion of our growth during the prior fiscal year.  We utilized interest rate derivatives at the time the borrowings were drawn to effectively swap their rolling 90-day maturity/repricing characteristics into fixed rates for longer terms.

The increase in the average balance of borrowings also reflected a $4.7 million decrease in the average balance of other borrowings, comprised primarily of depositor sweep accounts, to $30.6 million from $35.3 million. The average cost of sweep accounts decreased by two basis points to 0.27% from 0.29% between the same comparative periods.

Provision for Loan Losses. The provision for loan losses decreased by $319,000 to $936,000 for the three months ended December 31, 2017 from $1.3 million for the three months ended December 31, 2016.  The decrease was partly attributable to a lower provision on non-impaired loans evaluated collectively for impairment that was partially offset by an increase in the provision attributable to losses recognized on loans individually reviewed for impairment.

Regarding the provision on non-impaired loans, the net decrease in the provision expense largely reflected the lower growth in the outstanding balance of loans collectively evaluated for impairment during the three months ended December 31, 2017 compared to the three months ended December 31, 2016.  To a lesser extent, the change in the provision on such loans also reflected the comparative effects periodic updates to historical and environmental loss factors between periods.

The decrease in provision expense attributable to non-impaired loans was partially offset by an increase in the provision for specific losses recognized on nonperforming loans charged off or individually evaluated for impairment between comparative periods.

Additional information regarding the allowance for loan losses and the associated provisions recognized during the three months ended December 31, 2017 is presented in Note 11 to the unaudited consolidated financial statements as well as the Comparison of Financial Condition at December 31, 2017 and June 30, 2017.

Non-Interest Income. Non-interest income, excluding gains and losses on the sale of securities and gains and losses on the sale and write-down of real estate owned, decreased by $173,000 to $3.2 million for the three month period ended December 31, 2017 from $3.4 million for the three months ended December 31, 2016.  The decrease in non-interest income largely reflected a decrease in the gain on sale of loans of $259,000. The decrease in loan sale gains partly reflected a decrease in gains associated with residential mortgage loans sold in conjunction with the Company’s mortgage banking strategy coupled by a decrease in SBA loan sale gains between comparative periods. In both cases, such decreases primarily reflected a lower volume of loans originated and sold between comparative periods.

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The decrease in non-interest income also reflected a $57,000 decrease in the income recognized on bank-owned life insurance attributable to the continuing effects of lower market interest rates on the yields earned by the Company on its underlying policies.

The noted decreases in non-interest income were partially offset by a $152,000 increase in fees and service charges, including electronic banking fees and charges.  The noted increase included an increase in loan-related fees and charges, primarily attributable to an increase in loan prepayment penalties, while also reflecting an increase in deposit-related service charges.  

We also recognized net gains totaling $23,000 arising from the write down and sale of REO during the three months ended December 31, 2017 compared to net gains totaling $12,000 recognized during the earlier comparative period.  Additionally, we previously recognized $21,000 in gain on sale of securities during the three months ended December 31, 2016 for which no such gains were recognized during the three months ended December 31, 2017.

The remaining changes in the other components of non-interest income between comparative periods generally reflected normal operating fluctuations within those line items.

Non-Interest Expenses. Non-interest expense increased by $3.4 million to $22.8 million for the three months ended December 31, 2017 from $19.4 million for the three months ended December 31, 2016. The increase in non-interest expense partly reflected the recognition of certain merger-related expenses related to the Company’s proposed acquisition of Clifton.  The Company estimates that net income was adversely impacted by approximately $1.0 million for merger-related expenses recognized during the three months ended December 31, 2017 due to their limited income tax deductibility.

The remaining $2.2 million increase in non-interest expense primarily included increases in salary and employee benefits expense, premises occupancy expense, equipment and systems expense, advertising and marketing expense and director compensation expense that were partially offset by a decrease in miscellaneous expense.

Salaries and employee benefits expense increased by $1.3 million to $12.9 million for the three months ended December 31, 2017 from $11.6 million for the three months ended December 31, 2016.  The increase in salaries and employee benefit expense was partly attributable to an increase in employee stock benefit plan expenses arising from the granting of benefits to employees under the terms of the Company’s 2016 Equity Incentive Plan approved by stockholders in October 2016.  The increase also reflected annual increases in non-executive wages and salaries for fiscal 2017 and the cost of staffing additions within certain lending, business development and operational support functions.  The noted increase in salaries and employee benefits expense also reflected increases in expenses associated with health insurance and employee retirement plan expenses.  These increases were partially offset by decreases in employee incentive and commission compensation expenses between comparative periods.

The increase in premises occupancy expense partly reflected increases in facility lease expenses, arising primarily from costs associated with forthcoming branch additions and relocations, coupled with increases in facility repairs and maintenance and depreciation expenses relating to existing administrative and branch facilities.  These increases were partially offset by a decrease in property tax expense arising from successful real estate tax appeals negotiated in prior periods.

The increase in equipment and systems expense was partly attributable to increases in service provider expenses supporting electronic banking delivery channels as well as increases in internal information technology infrastructure costs.

The increase in advertising and marketing expense largely reflected increases in advertising expenses across a variety of advertising formats including outdoor and electronic media reflecting normal fluctuations in the timing of certain advertising campaigns supporting the Company’s loan and deposit growth initiatives.

The increase in director compensation expense was fully attributable to the additional expense arising from the granting of restricted stock and stock option benefits to directors, as noted above.

The noted increases in non-interest expense were partially offset by a decrease in miscellaneous expense that was largely attributable to a decrease in regulatory oversight and examination expense primarily attributable to the Bank’s conversion from a federally-charted stock savings bank to a nonmember New Jersey state-chartered stock savings bank in June 2017.

Provision for Income Taxes. The provision for income taxes increased by $2.1 million to $5.1 million for the three months ended December 31, 2017 from $3.0 million for the three months ended December 31, 2016.  As noted earlier, the increase in income tax expense primarily reflected the impact of federal income tax reform that was codified through the passage of the Act on December 22, 2017.  The Act permanently reduced the Company’s federal income tax rate from 35% to 21% while also including other provisions that altered the deductibility of certain recurring expenses recognized by the Company. While, collectively, the provisions

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of the Act are expected to benefit the Company’s future earnings, it resulted in a $3.5 million net reduction in the carrying value of the Company’s deferred income tax assets and liabilities with an equal and offsetting charge to income tax expense during the three months ended December 31, 2017.  The $3.5 million charge to income tax expense resulted from a $4.9 million charge to reflect the reduced carrying value of the Company’s net deferred tax asset attributable to timing differences in the recognition of certain income and expense items for financial statement reporting purposes versus that recognized for income tax reporting purposes.  That charge was partially offset by a $1.4 million reduction in the net deferred income tax liability primarily attributable to the net unrealized gains and losses on the Company’s interest rate derivatives and available for sale securities portfolios.

The net charge of $3.5 million attributable to the changes in the carrying value of deferred income tax items was partially offset by a $769,000 reduction in current-year income tax expense attributable to the noted reduction in the Company’s income tax rate.  For the current transition year ending June 30, 2018, the Company’s statutory federal income tax rate has been reduced to 28%, reflecting effective statutory rates of 35% and 21% for the first and second halves of the year, respectively.  For the fiscal year ending June 30, 2019 and thereafter, the Company’s statutory federal income tax rate will be reduced to 21%.  

The remaining variance in income tax expense primarily reflected the impact of the underlying differences in the level of the taxable portion of pre-tax income between comparative periods.

Our effective tax rates during the three month periods ended December 31, 2017 and December 31, 2016 were 80.2% and 35.2%.  In relation to statutory income tax rates, the effective tax rate for both periods reflected the effects of recurring sources of tax-favored income included in pre-tax income.  However, the effective tax rate for the three months ended December 31, 2017 further reflected the effects of federal income tax reform and certain non-deductible merger-related expenses recognized during the period, as discussed above.

 

Comparison of Operating Results for the Six Months Ended December 31, 2017 and December 31, 2016

General. Net income for the six months ended December 31, 2017 was $6.5 million, or $0.08 per diluted share; a decrease of $3.6 million from $10.1 million or $0.12 per diluted share for the six months ended December 31, 2016. The decrease in net income primarily reflected increases in non-interest expense and income tax expense.  These factors were partially offset by increases in net interest income and non-interest income as well as a decrease in the provision for loan losses.

As discussed in greater detail below, the noted increase in income tax expense primarily reflected the impact of federal income tax reform that was codified during the six months ended December 31, 2017 while the noted increase in non-interest expense partly reflected the recognition of certain merger-related expenses related to the Company’s proposed acquisition of Clifton during the period.

Net Interest Income. Net interest income for the six months ended December 31, 2017 was $53.6 million; an increase of $4.0 million from $49.6 million for the six months ended December 31, 2016. The increase in net interest income between the comparative periods resulted from an increase in interest income of $8.5 million that was partially offset by a $4.5 million increase in interest expense. The increase in interest income was attributable to an increase in the average balance of interest-earning assets coupled with an increase in their average yield. The increase in interest expense resulted from an increase in the average balance of interest-bearing liabilities coupled with an increase in their average cost.

These factors contributed to a three basis points increase in our net interest rate spread to 2.13% for the six months ended December 31, 2017 from 2.10% for the six months ended December 31, 2016. The increase in the net interest rate spread reflected a 17 basis points increase in the average yield on interest-earning assets to 3.39% for the six months ended December 31, 2017 from 3.22% for the six months ended December 31, 2016.  For those same comparative periods, the average cost of interest-bearing liabilities increased by 14 basis points to 1.26% from 1.12%.  A discussion of the factors contributing to changes in the average yield and average cost of categories within interest-earning assets and interest-bearing liabilities, respectively, is presented in the separate discussion and analysis of interest income and interest expense below.

The factors resulting in the reported increase in our net interest rate spread also affected our net interest margin.  In total, the Company’s net interest margin increased two basis points to 2.40% for the six months ended December 31, 2017 compared to 2.38% for the six months ended December 31, 2016.

Interest Income. Total interest income increased $8.5 million to $75.6 million for the six months ended December 31, 2017 from $67.1 million for the six months ended December 31, 2016. The increase in interest income partly reflected a $298.1 million increase in the average balance of interest-earning assets to $4.46 billion for the six months ended December 31, 2017 from $4.16

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billion for the six months ended December 31, 2016.  For those same comparative periods, the yield on earning assets increased by 17 basis points to 3.39% from 3.22%.

Interest income from loans increased $8.0 million to $61.1 million for the six months ended December 31, 2017 from $53.1 million for the six months ended December 31, 2016. The increase in interest income on loans was attributable to a net increase in the average balance of loans that was partially offset by a decline in the average yield.

The average balance of loans increased by $458.2 million to $3.26 billion for the six months ended December 31, 2017 from $2.80 billion for the six months ended December 31, 2016.  The increase in the average balance of loans primarily reflected an aggregate increase of $496.1 million in the average balance of commercial and construction loans to $2.59 billion for the six months ended December 31, 2017 from $2.10 billion for the six months ended December 31, 2016. Our commercial loans generally comprise commercial mortgage loans, including multi-family and nonresidential mortgage loans, as well as secured and unsecured commercial business loans while construction loans generally include loans secured by one- to four-family residential, multi-family and non-residential properties.

The increase in the average balance of commercial and construction loans was partially offset by a $28.3 million decrease in the average balance of residential mortgage loans to $647.5 million for the six months ended December 31, 2017 from $675.8 million for the six months ended December 31, 2016. Our residential mortgages generally comprise one- to four-family first mortgage loans, home equity loans and home equity lines of credit.

For those same comparative periods, the average balance of other loans, primarily comprising unsecured consumer term loans, account loans and deposit account overdraft lines of credit, decreased by $9.2 million to $13.8 million from $23.0 million.  The decrease in the average balance of other loans largely reflected a decrease in the average outstanding balance of unsecured consumer term loans acquired through Lending Club.

The effect on interest income attributable to the net increase in the average balance of loans was partially offset by the noted decrease in their average yield. The average yield on loans decreased by five basis points to 3.75% for the six months ended December 31, 2017 from 3.80% for the six months ended December 31, 2016.  The reduction in the overall yield on our loan portfolio largely reflected the effect of the comparatively lower average yield on most newly originated loans in relation to that of the portfolio of existing loans which has reduced the overall yield of the aggregate portfolio.  To a lesser extent, the decline in the average yield generally reflects the effects of low market interest rates that provide “rate reduction” refinancing incentive to existing borrowers.

Interest income from mortgage-backed securities decreased by $2.0 million to $5.7 million for the six months ended December 31, 2017 from $7.7 million for the six months ended December 31, 2016. The decrease in interest income reflected a decrease in the average balance of mortgage-backed securities that was partially offset by an increase in their average yield.

The average balance of mortgage-backed securities decreased by $178.2 million to $506.5 million for the six months ended December 31, 2017 from $684.7 million for the six months ended December 31, 2016. The decrease in the average balance of mortgage-backed securities largely reflected the level of aggregate principal repayments outpacing aggregate security purchases.  For those same comparative periods, the average yield on mortgage-backed securities increased by two basis points to 2.27% from 2.25%.

Interest income from debt securities increased by $2.2 million to $7.5 million for the six months ended December 31, 2017 from $5.3 million for the six months ended December 31, 2016. The increase in interest income reflected an increase in the average balance of debt securities coupled with an increase in their average yield.

The increase in the average balance of debt securities was partly attributable to a $61.2 million increase in the average balance of taxable securities to $492.3 million for the six months ended December 31, 2017 from $431.1 million for the six months ended December 31, 2016. The increase in taxable securities was augmented with a $13.5 million increase in the average balance of tax-exempt securities to $124.4 million from $110.9 million.

The average yield on debt securities increased by 46 basis points to 2.42% for the six months ended December 31, 2017 from 1.96% for the six months ended December 31, 2016.  The increase in the average yield reflected a 57 basis points increase in the yield on taxable securities to 2.51% during the six months ended December 31, 2017 from 1.94% during the six months ended December 31, 2016.  The increase in yield on taxable securities was largely attributable to floating rate securities whose interest rates have increased due to recent increases in short-term market interest rates.  For those same comparative periods, the yield on tax-exempt securities increased by two basis points to 2.03% from 2.01%.

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Interest income from other interest-earning assets increased by $344,000 to $1.3 million for the six months ended December 31, 2017 from $1.0 million for the six months ended December 31, 2016 reflecting an increase in their average yield that was partially offset by a decrease in their average balance.  The average yield on other interest-earning assets increased by 186 basis points to 3.31% for the six months ended December 31, 2017 from 1.45% for the six months ended December 31, 2016.  For those same comparative periods, the average balance of other interest-earning assets decreased by $56.6 million to $81.2 million from $137.8 million.  The increase in average yield of other interest earning assets primarily reflected the effects of recent increases in short-term market interest rates on the yield on Company’s short-term liquid assets.  The corresponding the decrease in the average balance largely reflected the Company’s efforts to reduce the opportunity cost of maintaining excess liquidity by reinvesting a portion of cash and cash equivalents into the loan portfolio.  The effect of these efforts was partially offset by an increase in the average balance of the Bank’s required investment in FHLB stock.

Interest Expense. Total interest expense increased by $4.5 million to $22.0 million for the six months ended December 31, 2017 from $17.5 million for the six months ended December 31, 2016. The increase in interest expense resulted from an increase in the average balance of interest-bearing liabilities coupled with an increase in their average cost. The average balance of interest-bearing liabilities increased by $385.7 million to $3.50 billion for the six months ended December 31, 2017 from $3.11 billion for the six months ended December 31, 2016. For those same comparative periods, the average cost of interest-bearing liabilities increased 14 basis points to 1.26% from 1.12%.

Interest expense attributed to deposits increased by $2.1 million to $12.9 million for the six months ended December 31, 2017 from $10.8 million for the six months ended December 31, 2016. The increase in interest expense was attributable to increases in the average balance and average cost of interest-bearing deposits.

The average balance of interest-bearing deposits increased by $196.8 million to $2.69 billion for the six months ended December 31, 2017 from $2.49 billion for the six months ended December 31, 2016. The increase in the average balance was reflected across all categories of interest-bearing deposits. For the comparative periods noted, the average balance of interest-bearing checking accounts increased by $101.2 million to $856.3 million from $755.1 million, the average balance of certificates of deposit increased by $91.9 million to $1.31 billion from $1.22 billion and the average balance of savings and club accounts increased by $3.7 million to $520.6 million from $516.9 million.

The average cost of interest-bearing deposits increased by 10 basis points to 0.96% for the six months ended December 31, 2017 from 0.86% for the six months ended December 31, 2016. The net increase in the average cost largely reflected increases in the average cost of certificates of deposit and interest-bearing checking accounts that were partially offset by a decrease in the cost of savings and club accounts.  For the comparative periods noted, the average cost of certificates of deposit increased eight basis points to 1.40% from 1.32% while the average cost of interest-bearing checking accounts increased 15 basis points to 0.78% from 0.63%.  For these same comparative periods, the average cost of savings and club accounts decreased two basis points to 0.12% from 0.14%.

Interest expense attributed to borrowings increased by $2.4 million to $9.1 million for the six months ended December 31, 2017 from $6.7 million for the six months ended December 31, 2016. The increase in interest expense on borrowings reflected an increase in their average balance coupled with an increase in their average cost.  The average balance of borrowings increased by $188.9 million to $809.1 million for the six months ended December 31, 2017, from $620.2 million for the six months ended December 31, 2016.  For those same comparative periods, the average cost of borrowings increased by nine basis points to 2.25% from 2.16%.

The increase in the average balance of borrowings primarily reflected a $192.0 million increase in the average balance of FHLB advances to $777.8 million for the six months ended December 31, 2017 from $585.8 million for the six months ended December 31, 2016. For those same comparative periods, the average cost of FHLB advances increased six basis points to 2.33% from 2.27%.  The increase in the average balance of borrowings primarily reflected the effect of additional short-term FHLB advances drawn during the latter half of fiscal 2017 to fund a portion of our growth during the prior fiscal year.  We utilized interest rate derivatives at the time the borrowings were drawn to effectively swap their rolling 90-day maturity/repricing characteristics into fixed rates for longer terms.

The increase in the average balance of borrowings was partially offset by a $3.1 million decrease in the average balance of other borrowings, comprised primarily of depositor sweep accounts, to $31.3 million from $34.4 million. The average cost of sweep accounts decreased by eight basis points to 0.27% from 0.35% between the same comparative periods.

Provision for Loan Losses. The provision for loan losses decreased by $818,000 to $1.6 million for the six months ended December 31, 2017 from $2.4 million for the six months ended December 31, 2016.  The decrease was partly attributable to a lower provision on non-impaired loans evaluated collectively for impairment that was partially offset by an increase in the provision attributable to losses recognized on loans individually reviewed for impairment.

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Regarding the provision on non-impaired loans, the net decrease in the provision expense largely reflected the lower growth in the outstanding balance of loans collectively evaluated for impairment during the six months ended December 31, 2017 compared to the six months ended December 31, 2016.  To a lesser extent, the change in the provision on such loans also reflected the comparative effects periodic updates to historical and environmental loss factors between periods.

The decrease in provision expense attributable to non-impaired loans was partially offset by an increase in the provision for specific losses recognized on nonperforming loans charged off or individually evaluated for impairment between comparative periods.

Additional information regarding the allowance for loan losses and the associated provisions recognized during the six months ended December 31, 2017 is presented in Note 11 to the unaudited consolidated financial statements as well as the Comparison of Financial Condition at December 31, 2017 and June 30, 2017.

Non-Interest Income. Non-interest income, excluding gains and losses on the sale of securities and gains and losses on the sale and write-down of real estate owned, increased by $386,000 to $6.4 million for the six month period ended December 31, 2017 from $6.1 million for the six months ended December 31, 2016.  The increase in non-interest income primarily reflected a $745,000 increase in fees and service charges, including electronic banking fees and charges.  The noted increase included an increase in loan-related fees and charges, primarily attributable to an increase in loan prepayment penalties, while also reflecting an increase in deposit-related service charges.

The increase in non-interest income was partially offset by a decrease in the gain on sale of loans of $228,000. The decrease in loan sale gains partly reflected a decrease in gains associated with residential mortgage loans sold in conjunction with the Company’s mortgage banking strategy coupled with a decrease in SBA loan sale gains between comparative periods. In both cases, such decreases primarily reflected a lower volume of loans originated and sold between comparative periods.

The decrease in non-interest income also reflected a $109,000 decrease in the income recognized on bank-owned life insurance attributable to the continuing effects of lower market interest rates on the yields earned by the Company on its underlying policies.

We also recognized net losses totaling $86,000 arising from the write down and sale of REO during the six months ended December 31, 2017 compared to net losses of $3,000 recognized during the earlier comparative period.  Additionally, we previously recognized $21,000 in gain on sale of securities during the six months ended December 31, 2016 for which no such gains were recognized during the six months ended December 31, 2017.

The remaining changes in the other components of non-interest income between comparative periods generally reflected normal operating fluctuations within those line items.

Non-Interest Expenses. Non-interest expense increased by $6.0 million to $44.0 million for the six months ended December 31, 2017 from $38.0 million for the six months ended December 31, 2016. The net increase in non-interest expense partly reflected the recognition of certain merger-related expenses related to the Company’s proposed acquisition of Clifton.  The Company estimates that net income was adversely impacted by approximately $1.0 million for merger-related expenses recognized during the six months ended December 31, 2017 due to their limited income tax deductibility.

The remaining $4.8 million increase in non-interest expense primarily included increases in salary and employee benefits expense, premises occupancy expense, equipment and systems expense, advertising and marketing expense and director compensation expense that were partially offset by a decrease in miscellaneous expense.

Salaries and employee benefits expense increased by $3.3 million to $25.8 million for the six months ended December 31, 2017 from $22.5 million for the six months ended December 31, 2016.  The increase in salaries and employee benefit expense was partly attributable to an increase in employee stock benefit plan expenses arising from the granting of benefits to employees under the terms of the Company’s 2016 Equity Incentive Plan approved by stockholders in October 2016.  The increase also reflected annual increases in non-executive wages and salaries for fiscal 2017 and the cost of staffing additions within certain lending, business development and operational support functions.  The noted increase in salaries and employee benefits expense also reflected increases in expenses associated with health insurance and employee retirement plan expenses.  These increases were partially offset by decreases in employee incentive and commission compensation expenses between comparative periods.

The increase in premises occupancy expense partly reflected increases in facility lease expenses, arising primarily from costs associated with forthcoming branch additions and relocations, coupled with increases in facility repairs and maintenance and depreciation expenses relating to existing administrative and branch facilities.  These increases were partially offset by a decrease in property tax expense arising from successful real estate tax appeals negotiated in prior periods.

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The increase in equipment and systems expense was partly attributable to increases in service provider expenses supporting electronic banking delivery channels as well as increases in internal information technology infrastructure costs.

The increase in advertising and marketing expense largely reflected increases in advertising expenses across a variety of advertising formats including outdoor and electronic media reflecting normal fluctuations in the timing of certain advertising campaigns supporting the Company’s loan and deposit growth initiatives.

The increase in director compensation expense was fully attributable to the additional expense arising from the granting of restricted stock and stock option benefits to directors, as noted above.

The noted increases in non-interest expense were partially offset by a decrease in miscellaneous expense that was largely attributable to a decrease in regulatory oversight and examination expense.  The decrease was primarily attributable to the Bank’s conversion from a federally-charted stock savings bank to a nonmember New Jersey state-chartered stock savings bank in June 2017.

Provision for Income Taxes. The provision for income taxes increased by $2.7 million to $7.9 million for the six months ended December 31, 2017 from $5.2 million for the six months ended December 31, 2016.  As noted earlier, increase in income tax expense primarily reflected the impact of federal income tax reform that was codified through the passage of the Act on December 22, 2017.  The Act permanently reduced the Company’s federal income tax rate from 35% to 21% while also including other provisions that altered the deductibility of certain recurring expenses recognized by the Company.  While, collectively, the provisions of the Act are expected to benefit the Company’s future earnings, it resulted in a $3.5 million net reduction in the carrying value of the Company’s deferred income tax assets and liabilities with an equal and offsetting charge to income tax expense during the six months ended December 31, 2017.  The $3.5 million charge to income tax expense resulted from a $4.9 million charge to reflect the reduced carrying value of the Company’s net deferred tax asset attributable to timing differences in the recognition of certain income and expense items for financial statement reporting purposes versus that recognized for income tax reporting purposes.  That charge was partially offset by a $1.4 million reduction in the net deferred income tax liability primarily attributable to the net unrealized gains and losses on the Company’s interest rate derivatives and available for sale securities portfolios.

The net charge of $3.5 million attributable to the changes in the carrying value of deferred income tax items was partially offset by a $769,000 reduction in current-year income tax expense attributable to the noted reduction in the Company’s income tax rate.  For the current transition year ending June 30, 2018, the Company’s statutory federal income tax rate has been reduced to 28%, reflecting effective statutory rates of 35% and 21% for the first and second halves of the year, respectively.  For the fiscal year ending June 30, 2019 and thereafter, the Company’s statutory federal income tax rate will be reduced to 21%.  

The remaining variance in income tax expense primarily reflected the impact of the underlying differences in the level of the taxable portion of pre-tax income between comparative periods.

Our effective tax rates during the six month periods ended December 31, 2017 and December 31, 2016 were 54.8% and 33.8%.  In relation to statutory income tax rates, the effective tax rate for both periods reflected the effects of recurring sources of tax-favored income included in pre-tax income.  However, the effective tax rate for the six months ended December 31, 2017 further reflected the effects of federal income tax reform and certain non-deductible merger-related expenses recognized during the period, as discussed above.

 

Liquidity and Capital Resources

Our liquidity, represented by cash and cash equivalents, is a product of our operating, investing and financing activities. Our primary sources of funds are deposits, borrowings, amortization, prepayments and maturities of mortgage-backed securities and outstanding loans, maturities and calls of debt securities and funds provided from operations. In addition to cash and cash equivalents, we invest excess funds in short-term interest-earning assets such as overnight deposits or U.S. agency securities, which provide liquidity to meet lending requirements. While scheduled payments from the amortization of loans and mortgage-backed securities and maturing securities and short-term investments are relatively predictable sources of funds, general interest rates, economic conditions and competition greatly influence deposit flows and prepayments on loans and mortgage-backed securities.

The Bank is required to have enough investments that qualify as liquid assets in order to maintain sufficient liquidity to ensure a safe operation. The balance of our cash and cash equivalents decreased by $27.6 million to $50.7 million at December 31, 2017 from $78.2 million at June 30, 2017.  The decrease in the balance of cash and cash equivalents largely reflected the Company’s ongoing effort to enhance earnings by generally reducing the level of lower-yielding, short-term liquid assets to only the amount needed to fund the Company’s strategic initiatives while meeting its operational and risk management objectives.  Toward that end, the Company’s average balance of cash and equivalents declined to $61.5 million for the six months ended December 31, 2017 compared to their average balance of $100.3 million for the prior fiscal year ended June 30, 2017.

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Investments that formally qualify as liquid assets are supplemented by our portfolio of securities classified as available for sale whose balances at December 31, 2017 included $151.7 million of mortgage-backed securities and $486.0 million of debt securities that can readily be sold if necessary.

At December 31, 2017, the Company had outstanding commitments to originate and purchase loans held in portfolio totaling approximately $64.0 million while such commitments totaled $95.2 million at June 30, 2017.  As of those same dates, the Company’s pipeline of loans held for sale included $15.8 million and $18.4 million of “in process” loans, respectively, whose terms included interest rate locks to borrowers that were paired with a “non-binding” best-efforts commitment to sell the loan to a buyer at a fixed price and within a predetermined timeframe after the sale commitment is established.

Construction loans in process and unused lines of credit were $16.4 million and $60.6 million, respectively, at December 31, 2017 compared to $8.1 million and $60.7 million, respectively, at June 30, 2017. The Company is also subject to the contingent liabilities resulting from letters of credit whose outstanding balances totaled $1.1 million and $715,000 at December 31, 2017 and June 30, 2017, respectively.

Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee by the customer. Our exposure to credit loss in the event of nonperformance by the other party to the financial instrument for commitments to extend credit is represented by the contractual notional amount of those instruments. We use the same credit policies in making commitments and conditional obligations as we do for on-balance-sheet instruments. Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements.

As noted earlier, for the six months ended December 31, 2017, the balance of total deposits increased by $103.6 million to $3.03 billion from $2.93 billion at June 30, 2017.  The net increase in deposits reflected a net increase in non-interest-bearing checking accounts totaling $7.7 million coupled with an increase in interest-bearing deposits totaling $96.0 million.  The increase in interest-bearing deposits included an increase in the balance of interest-bearing checking accounts totaling $32.1 million and an increase in the balance of certificates of deposit totaling $70.5 million that were partially offset by a decrease in the balance of savings and club accounts totaling $6.6 million.  The balance of certificates of deposit with maturities within one year increased to $617.6 million at December 31, 2017 compared to $610.8 million at June 30, 2017 with such balances representing 45.4% and 47.3% of total certificates of deposit at the close of each period, respectively.

Advances from the FHLB of New York are available to supplement the Company’s liquidity position and, to the extent that maturing deposits do not remain with the Company, management may replace such funds with advances. As of December 31, 2017, the Company’s outstanding balance of FHLB advances, excluding fair value adjustments, totaled $775.6 million. Of these advances, $145.0 million represent long-term, fixed-rate advances maturing in 2023 that have terms enabling the FHLB to call the borrowing at their option prior to maturity. The remaining balance of long-term, fixed rate advances includes one $5.2 million term advance maturing during fiscal 2018 and one fixed-rate, amortizing advance maturing in 2021 with an outstanding balance of $415,000 at December 31, 2017.  Short-term FHLB advances at December 31, 2017 included $625.0 million of fixed-rate borrowings which have been effectively converted to longer duration funding sources through the use of interest rate derivatives.

The Company has the capacity to borrow additional funds from the FHLB, through a line of credit or by taking additional short-term or long-term advances. Such borrowings are an option available to management if funding needs change or to lengthen the duration of liabilities. Most of the Bank’s mortgage-backed and debt securities are held in safekeeping at the FHLB of New York and the Federal Reserve Bank of New York, with a majority being available as collateral if necessary. As of December 31, 2017, the Bank’s remaining borrowing potential at the FHLB of New York totaled $922.1 million. In addition to the FHLB advances, the Bank has other borrowings totaling $23.2 million at December 31, 2017 representing overnight “sweep account” balances linked to customer demand deposits.

Consistent with its goals to operate a sound and profitable financial organization, the Bank actively seeks to maintain its status as a well-capitalized institution in accordance with regulatory standards. As of December 31, 2017, the Company and the Bank exceeded all capital requirements of federal banking regulators.

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The following table sets forth the Bank’s capital position at December 31, 2017 and June 30, 2017, as compared to the minimum regulatory capital requirements that were in effect as of those dates:

 

 

At December 31, 2017

 

Actual

 

 

For Capital

Adequacy Purposes

 

 

To Be Well Capitalized

Under Prompt

Corrective Action

Provisions

 

Amount

 

 

Ratio

 

 

Amount

 

 

Ratio

 

 

Amount

 

 

Ratio

 

(Dollars in Thousands)

Total capital (to risk-weighted assets)

$

766,693

 

 

 

23.83

 

%

$

257,430

 

 

 

8.00

 

%

$

321,788

 

 

 

10.00

 

%

Tier 1 capital (to risk-weighted assets)

 

736,627

 

 

 

22.89

 

%

 

193,073

 

 

 

6.00

 

%

 

257,430

 

 

 

8.00

 

%

Common equity tier 1 capital (to risk-weighted assets)

 

736,627

 

 

 

22.89

 

%

 

144,805

 

 

 

4.50

 

%

 

209,162

 

 

 

6.50

 

%

Tier 1 capital (to adjusted total assets)

 

736,627

 

 

 

15.68

 

%

 

187,961

 

 

 

4.00

 

%

 

234,952

 

 

 

5.00

 

%

  

 

At June 30, 2017

 

Actual

 

 

For Capital

Adequacy Purposes

 

 

To Be Well Capitalized

Under Prompt

Corrective Action

Provisions

 

Amount

 

 

Ratio

 

 

Amount

 

 

Ratio

 

 

Amount

 

 

Ratio

 

(Dollars in Thousands)

Total capital (to risk-weighted assets)

$

753,790

 

 

 

23.30

 

%

$

258,809

 

 

 

8.00

 

%

$

323,512

 

 

 

10.00

 

%

Tier 1 capital (to risk-weighted assets)

 

724,504

 

 

 

22.39

 

%

 

194,107

 

 

 

6.00

 

%

 

258,809

 

 

 

8.00

 

%

Common equity tier 1 capital (to risk-weighted assets)

 

724,504

 

 

 

22.39

 

%

 

145,580

 

 

 

4.50

 

%

 

210,283

 

 

 

6.50

 

%

Tier 1 capital (to adjusted total assets)

 

724,504

 

 

 

15.47

 

%

 

187,308

 

 

 

4.00

 

%

 

234,136

 

 

 

5.00

 

%

 


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The following table sets forth the Company’s capital position at December 31, 2017 and June 30, 2017, as compared to the minimum regulatory capital requirements that were in effect as of those dates:

 

 

At December 31, 2017

 

Actual

 

 

For Capital

Adequacy Purposes

 

Amount

 

 

Ratio

 

 

Amount

 

 

Ratio

 

(Dollars in Thousands)

Total capital (to risk-weighted assets)

$

903,056

 

 

 

27.93

 

%

$

258,709

 

 

 

8.00

 

%

Tier 1 capital (to risk-weighted assets)

 

872,990

 

 

 

27.00

 

%

 

194,032

 

 

 

6.00

 

%

Common equity tier 1 capital (to risk-weighted assets)

 

872,990

 

 

 

27.00

 

%

 

145,524

 

 

 

4.50

 

%

Tier 1 capital (to adjusted total assets)

 

872,990

 

 

 

18.50

 

%

 

188,707

 

 

 

4.00

 

%

 

 

At June 30, 2017

 

Actual

 

 

For Capital

Adequacy Purposes

 

Amount

 

 

Ratio

 

 

Amount

 

 

Ratio

 

(Dollars in Thousands)

Total capital (to risk-weighted assets)

$

974,545

 

 

 

29.98

 

%

$

260,065

 

 

 

8.00

 

%

Tier 1 capital (to risk-weighted assets)

 

945,259

 

 

 

29.08

 

%

 

195,049

 

 

 

6.00

 

%

Common equity tier 1 capital (to risk-weighted assets)

 

945,259

 

 

 

29.08

 

%

 

146,287

 

 

 

4.50

 

%

Tier 1 capital (to adjusted total assets)

 

945,259

 

 

 

20.11

 

%

 

188,012

 

 

 

4.00

 

%

Off-Balance Sheet Arrangements

We are a party to financial instruments with off-balance-sheet risk in the normal course of our business of investing in loans and securities as well as in the normal course of maintaining and improving Kearny Bank’s facilities. These financial instruments include significant purchase commitments, such as commitments related to capital expenditure plans and commitments to purchase securities or mortgage-backed securities and commitments to extend credit to meet the financing needs of our customers. At December 31, 2017, we had no significant off-balance sheet commitments to purchase securities or for capital expenditures.

Recent Accounting Pronouncements

For a discussion of the expected impact of recently issued accounting pronouncements that have yet to be adopted by the Company, please refer to Note 7 to the unaudited consolidated financial statements.

 

 

 

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ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK

Qualitative Analysis. The majority of our assets and liabilities are sensitive to changes in interest rates. Consequently, interest rate risk is a significant form of business risk that we must manage. Interest rate risk is generally defined in regulatory nomenclature as the risk to our earnings or capital arising from the movement of interest rates. It arises from several risk factors including: the differences between the timing of rate changes and the timing of cash flows (re-pricing risk); the changing rate relationships among different yield curves that affect bank activities (basis risk); the changing rate relationships across the spectrum of maturities (yield curve risk); and the interest-rate-related options embedded in bank products (option risk).

Regarding the risk to our earnings, movements in interest rates significantly influence the amount of net interest income we recognized. Net interest income is the difference between:

 

the interest income recorded on our interest-earning assets, such as loans, securities and other interest-earning assets; and

 

the interest expense recorded on our interest-bearing liabilities, such as interest-bearing deposits and borrowings.

Net interest income is, by far, our largest revenue source to which we add our non-interest income and from which we deduct our provision for loan losses, non-interest expense and income taxes to calculate net income. Movements in market interest rates, and the effect of such movements on the risk factors noted above, significantly influence the “spread” between the interest earned on our loans, securities and other interest-earning assets and the interest paid on our deposits and borrowings. Movements in interest rates that increase, or “widen”, that net interest spread enhance our net income. Conversely, movements in interest rates that reduce, or “tighten”, that net interest spread adversely impact our net income.

For any given movement in interest rates, the resulting degree of movement in an institution’s yield on interest-earning assets compared with that of its cost of interest-bearing liabilities determines if an institution is deemed “asset sensitive” or “liability sensitive”. An asset sensitive institution is one whose yield on interest-earning assets reacts more quickly to movements in interest rates than its cost of interest-bearing liabilities. In general, the earnings of asset sensitive institutions are enhanced by upward movements in interest rates through which the yield on its interest-earning assets increases faster than its cost of interest-bearing liabilities resulting in a widening of its net interest spread. Conversely, the earnings of asset sensitive institutions are adversely impacted by downward movements in interest rates through which the yield on its interest-earning assets decreases faster than its cost of interest-bearing liabilities resulting in a tightening of its net interest spread.

In contrast, a liability sensitive institution is one whose cost of interest-bearing liabilities reacts more quickly to movements in interest rates than its yield on interest-earning assets. In general, the earnings of liability sensitive institutions are enhanced by downward movements in interest rates through which the cost of interest-bearing liabilities decreases faster than its yield on its interest-earning assets resulting in a widening of its net interest spread. Conversely, the earnings of liability sensitive institutions are adversely impacted by upward movements in interest rates through which the cost of interest-bearing liabilities increases faster than its yield on its interest-earning assets resulting in a tightening of its net interest spread.

The degree of an institution’s asset or liability sensitivity is traditionally represented by its “gap position”. In general, gap is a measurement that describes the net mismatch between the balance of an institution’s interest-earning assets that are maturing and/or re-pricing over a selected period of time compared to that of its interest-costing liabilities. Positive gaps represent the greater dollar amount of interest-earning assets maturing or re-pricing over the selected period of time than interest-costing liabilities. Conversely, negative gaps represent the greater dollar amount of interest-costing liabilities than interest-earning assets maturing or re-pricing over the selected period of time. The degree to which an institution is asset or liability sensitive is reported as a negative or positive percentage of assets, respectively. The industry commonly focuses on cumulative one-year and three-year gap percentages as fundamental indicators of interest rate risk sensitivity.

Based upon the findings of our internal interest rate risk analysis, we are considered to be liability sensitive. Liability sensitivity is generally attributable to the comparatively shorter contractual maturity and/or re-pricing characteristics of the institution’s deposits and borrowings versus those of its loans and investment securities.

With respect to the maturity and re-pricing of our interest-bearing liabilities, at December 31, 2017, $617.6 million, or 45.4%, of our certificates of deposit mature within one year with an additional $438.3 million, or 32.2%, of our certificates of deposit maturing after one year but within two years. The remaining $305.7 million or 22.4% of certificates, at December 31, 2017 have remaining terms to maturity exceeding two years.

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Excluding fair value adjustments, the balance of FHLB advances totaled $775.6 million at December 31, 2017 and comprised both short-term and long-term advances with fixed rates of interest. Short-term FHLB advances generally have original maturities of less than one year and may include overnight borrowings which the Bank typically utilizes to address short term funding needs as they arise. Short-term FHLB advances at December 31, 2017 included $625.0 million of 90-day FHLB term advances that are generally forecasted to be periodically redrawn at maturity for the same 90 day term as the original advance. Based on this presumption, the Bank has utilized interest rate swaps to effectively extend the duration of each of these advances at the time they were drawn to effectively fix their cost for longer periods of time.  

Long-term advances generally include advances with original maturities of greater than one year. At December 31, 2017, our outstanding balance of long-term FHLB advances totaled $150.6 million. Such advances included $145.0 million of fixed-rate, callable term advances and $5.2 million of fixed-rate, non-callable term advances as well as a $415,000 fixed-rate amortizing advance.

With respect to the maturity and re-pricing of our interest-earning assets, at December 31, 2017, $39.2 million, or 1.2% of our total loans, will reach their contractual maturity dates within one year with the remaining $3.25 billion, or 98.8% of total loans having remaining terms to contractual maturity in excess of one year. Of loans maturing after one year, $1.46 billion had fixed rates of interest while the remaining $1.79 billion had adjustable rates of interest, with such loans representing 44.5% and 54.3% of total loans, respectively.

At December 31, 2017, $5.5 million, or 0.5% of our total securities, will reach their contractual maturity dates within one year with the remaining $1.10 billion, or 99.5% of total securities, having remaining terms to contractual maturity in excess of one year. Of the latter category, $623.8 million comprising 56.2% of our total securities had fixed rates of interest while the remaining $479.9 million comprising 43.3% of our total securities had adjustable or floating rates of interest.

At December 31, 2017, mortgage-related assets, including mortgage loans and mortgage-backed securities, totaled $3.66 billion and comprised 75.6% of total assets. In addition to remaining term to maturity and interest rate type as discussed above, other factors contribute significantly to the level of interest rate risk associated with mortgage-related assets. In particular, the scheduled amortization of principal and the borrower’s option to prepay any or all of a mortgage loan’s principal balance, where applicable, have a significant effect on the average lives of such assets and, therefore, the interest rate risk associated with them. In general, the prepayment rate on lower yielding assets tends to slow as interest rates rise due to the reduced financial incentive for borrowers to refinance their loans. By contrast, the prepayment rate of higher yielding assets tends to accelerate as interest rates decline due to the increased financial incentive for borrowers to prepay or refinance their loans to comparatively lower interest rates. These characteristics tend to diminish the benefits of falling interest rates to liability sensitive institutions while exacerbating the adverse impact of rising interest rates.

We generally retained our liability sensitivity during the first six months of fiscal 2018 while the degree of that sensitivity, as measured internally by the institution’s one-year and three-year gap percentages decreased nominally during the period. Specifically, our cumulative one-year gap percentage changed to (13.15)% at December 31, 2017 from (13.73)% at June 30, 2017 while our cumulative three-year gap percentage changed to (6.94)% from (8.27)% over those same comparative periods.

As a liability-sensitive institution, our net interest spread is generally expected to benefit from overall reductions in market interest rates. Conversely, our net interest spread is generally expected to be adversely impacted by overall increases in market interest rates. However, the general effects of movements in market interest rates can be diminished or exacerbated by “nonparallel” movements in interest rates across a yield curve. Nonparallel movements in interest rates generally occur when shorter term and longer term interest rates move disproportionately in a directionally consistent manner. For example, shorter term interest rates may decrease faster than longer term interest rates which would generally result in a “steeper” yield curve. Alternately, nonparallel movements in interest rates may also occur when shorter term and longer term interest rates move in a directionally inconsistent manner. For example, shorter term interest rates may rise while longer term interest rates remain steady or decline which would generally result in a “flatter” yield curve.

In general, the interest rates paid on our deposits tend to be determined based upon the level of shorter term interest rates. By contrast, the interest rates earned on our loans and investment securities generally tend to be based upon the level of comparatively longer term interest rates to the extent such assets are fixed-rate in nature. As such, the overall “spread” between shorter term and longer term interest rates when earning assets and costing liabilities re-price greatly influences our overall net interest spread over time. In general, a wider spread between shorter term and longer term interest rates, implying a “steeper” yield curve, is beneficial to our net interest spread. By contrast, a narrower spread between shorter term and longer term interest rates, implying a “flatter” yield curve, or a negative spread between those measures, implying an inverted yield curve, adversely impacts our net interest spread.

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We continue to execute various strategies to mitigate the risk to our net interest rate spread and margin arising from adverse changes in interest rates and the shape of the yield curve. Such strategies include deploying excess liquidity in higher yielding interest-earning assets, such as commercial loans and investment securities, while continuing to generally maintain our cost of interest-bearing liabilities at low levels while extending their duration through various deposit pricing strategies. For example, we have extended the duration of our wholesale funding sources through cost effective use of interest rate derivatives that effectively converted short-term wholesale funding sources into longer-term, fixed-rate funding sources.

Notwithstanding these efforts, the risk of further net interest rate spread and margin compression is significant as the yield on our interest-earning assets continues to reflect the impact of the greater declines in longer term market interest rates in prior years compared to the lesser concurrent reductions in shorter term market interest rates that affect the cost of our interest-bearing liabilities. Our liability sensitivity may adversely affect net income in the future as market interest rates continue to increase from their prior historical lows and our cost of interest-bearing liabilities may rise faster than our yield on interest-earning assets.  This risk to earnings could be exacerbated by a flattening of the yield curve in which an increase in shorter term market interest rates rise might outpace an increase in longer term market interest rates.

Given the inherent liability sensitivity of our balance sheet, our business plan also calls for greater expansion into C&I and construction lending. Toward that end, we are continuing to expand our retail lending resources with an experienced team of business lenders focused on the origination of floating-rate and shorter-term fixed-rate loans and the corresponding core deposit account balances typically associated with such relationships. We are also developing an interest rate risk management strategy through which certain longer-duration, fixed-rate commercial mortgage loan originations may be effectively converted into floating-rate assets through the use of interest rate derivatives in loan hedging transactions.  As a complement to these retail business lending strategies, we have also implemented strategies through which floating-rate and other shorter-term fixed-rate C&I and consumer loans are acquired through wholesale resources.

We maintain an Asset/Liability Management (“ALM”) Program to address all matters relating to the management of interest rate risk and liquidity risk. The program is overseen by the Board of Directors through our Interest Rate Risk Management Committee comprising five members of the Board with our Chief Operating Officer, Chief Financial Officer, Treasurer/Chief Investment Officer and Chief Risk Officer participating as management’s liaison to the committee. The committee meets quarterly to address management of our assets and liabilities, including review of our liquidity and interest rate risk profiles, loan and deposit pricing and production volumes, investment and wholesale funding strategies, and a variety of other asset and liability management topics. The results of the committee’s quarterly review are reported to the full Board, which adjusts our ALM policies and strategies, as it considers necessary and appropriate.

The Board of Directors has assigned the responsibility for the operational aspects of the ALM program to our Asset/Liability Management Committee (“ALCO”). The ALCO is a management committee comprising the Chief Executive Officer, Chief Operating Officer, Chief Financial Officer, Chief Lending Officer, Director of Retail Banking, Chief Risk Officer, Treasurer/Chief Investment Officer and Controller. Additional members of our management team may be asked to participate on the ALCO, as appropriate.

Responsibilities conveyed to the ALCO by the Board of Directors include:

 

developing ALM-related policies and associated operating procedures and controls that will identify and measure the risks associated with ALM while establishing the limits and thresholds relating thereto;

 

developing ALM-related operating strategies and tactics designed to manage the relevant risks within the applicable policy thresholds and limits while supporting the achievement of the goals and objectives of our strategic business plan;

 

developing, implementing and maintaining a management- and Board-level ALM monitoring and reporting system;

 

ensuring that the ALCO and the Board of Directors are kept abreast of current technologies, procedures and industry best practices that may be utilized to carry out their ALM-related duties and responsibilities;

 

ensuring the periodic independent validation of Kearny Bank’s ALM risk management policies and operating practices and controls; and

 

conducting periodic ALCO committee meetings to review all matters relating to ALM strategies and risk management activities.

Quantitative Analysis. The quantitative analysis regularly conducted by management measures interest rate risk from both a capital and earnings perspective. With regard to capital, our internal interest rate risk analysis calculates the sensitivity of our Economic Value of Equity (“EVE”) ratio to movements in interest rates. EVE represents the present value of the expected cash flows from our assets less the present value of the expected cash flows arising from our liabilities adjusted for the value of off-balance sheet

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contracts. The EVE ratio represents the dollar amount of our EVE divided by the present value of our total assets for a given interest rate scenario. In essence, EVE attempts to quantify our economic value using a discounted cash flow methodology while the EVE ratio reflects that value as a form of capital ratio. The degree to which the EVE ratio changes for any hypothetical interest rate scenario from its “base case” measurement is a reflection of an institution’s sensitivity to interest rate risk.

Our EVE ratio is first calculated in a “base case” scenario that assumes no change in interest rates as of the measurement date. The model then measures the change in the EVE ratio throughout a series of interest rate scenarios representing immediate and permanent, parallel shifts in the yield curve up and down 100, 200 and 300 basis points with additional scenarios modeled where appropriate. The model requires that interest rates remain positive for all points along the yield curve for each rate scenario which may preclude the modeling of certain “down rate” scenarios during periods of lower market interest rates. Our interest rate risk management policy establishes acceptable floors for the EVE ratio and caps for the maximum percentage change in the dollar amount of EVE throughout the scenarios modeled.

As illustrated in the tables below, our EVE would be negatively impacted by an increase in interest rates. This result is expected given our liability sensitivity noted earlier. Specifically, based upon the comparatively shorter maturity and/or re-pricing characteristics of our interest-bearing liabilities compared with that of our interest-earning assets, an upward movement in interest rates would have a disproportionately adverse impact on the present value of our assets compared to the beneficial impact arising from the reduced present value of our liabilities. Hence, our EVE and EVE ratio decline in the increasing interest rate scenarios. The low level of interest rates prevalent at December 31, 2017 and June 30, 2017 precluded the modeling of most decreasing rate scenarios as parallel downward shifts in the yield curve would have resulted in negative interest rates for many points along that curve as of those analysis dates.

The following tables present the results of our internal EVE analysis as of December 31, 2017 and June 30, 2017, respectively.

 

 

 

December 31, 2017

 

 

Economic Value of

Equity ("EVE")

 

EVE as a % of

Present Value of Assets

Change in

Interest Rates

 

$ Amount

of EVE

 

 

$ Change

in EVE

 

 

% Change

in EVE

 

EVE Ratio

 

Change in

EVE Ratio

 

 

(Dollars in Thousands)

 

 

 

 

 

 

 

 

 

 

+300 bps

 

 

804,455

 

 

 

(152,204

)

 

 

(16

)

%

 

 

18.50

 

%

 

 

(193

)

bps

+200 bps

 

 

861,427

 

 

 

(95,232

)

 

 

(10

)

%

 

 

19.32

 

%

 

 

(111

)

bps

+100 bps

 

 

914,127

 

 

 

(42,532

)

 

 

(4

)

%

 

 

19.99

 

%

 

 

(44

)

bps

0 bps

 

 

956,659

 

 

-

 

 

-

 

 

 

 

20.43

 

%

 

-

 

 

-100 bps

 

 

982,389

 

 

 

25,730

 

 

 

3

 

%

 

 

20.53

 

%

 

 

10

 

bps

 

 

 

June 30, 2017

 

 

Economic Value of

Equity ("EVE")

 

EVE as a % of

Present Value of Assets

Change in

Interest Rates

 

$ Amount

of EVE

 

 

$ Change

in EVE

 

 

% Change

in EVE

 

EVE Ratio

 

Change in

EVE Ratio

 

 

(Dollars in Thousands)

 

 

 

 

 

 

 

 

 

 

+300 bps

 

 

846,983

 

 

 

(147,879

)

 

 

(15

)

%

 

 

19.60

 

%

 

 

(176

)

bps

+200 bps

 

 

903,090

 

 

 

(91,772

)

 

 

(9

)

%

 

 

20.37

 

%

 

 

(99

)

bps

+100 bps

 

 

954,652

 

 

 

(40,210

)

 

 

(4

)

%

 

 

20.99

 

%

 

 

(37

)

bps

0 bps

 

 

994,862

 

 

-

 

 

-

 

 

 

 

21.36

 

%

 

-

 

 

-100 bps

 

 

1,020,221

 

 

 

25,359

 

 

 

3

 

%

 

 

21.42

 

%

 

 

6

 

bps

 

As seen in the table above, the dollar amount of EVE and the EVE ratio have declined between comparative periods across most scenarios modeled while the sensitivity of those measures to movements in interest rates remained generally stable between comparative periods.  The decrease in the EVE ratios across all rate scenarios largely reflected the overall decrease in stockholders’ equity arising from the Company’s repurchase of its shares of common stock during the six months ended December 31, 2017.  

In addition to the specific considerations noted above, there are numerous internal and external factors that may also contribute to changes in an institution’s EVE ratio and its sensitivity. Internally, changes in the composition and allocation of an institution’s balance sheet and the interest rate risk characteristics of its components can significantly alter the exposure to interest rate risk as quantified by the changes in the EVE sensitivity measures. In that regard, the stability in the sensitivity of EVE to movements in interest rates largely reflected a corresponding stability in both the composition and allocation of the Company’s interest-earning

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assets and interest-bearing liabilities between the comparative periods noted.  Changes to certain external factors, most notably changes in the level of market interest rates and overall shape of the yield curve, can also alter the projected cash flows of the institution’s interest-earning assets and interest-costing liabilities and the associated present values thereof.  Changes in internal and external factors from period to period can complement one another’s effects to reduce overall sensitivity, partly or wholly offset one another’s effects, or exacerbate one another’s adverse effects and thereby increase the institution’s exposure to interest rate risk as quantified by EVE sensitivity measures.

Our internal interest rate risk analysis also includes an “earnings-based” component.  A quantitative, earnings-based approach to measuring interest rate risk is strongly encouraged by bank regulators as a complement to the “EVE-based” methodology. However, there are no commonly accepted “industry best practices” that specify the manner in which “earnings-based” interest rate risk analysis should be performed with regard to certain key modeling variables. Such variables include, but are not limited to, those relating to rate scenarios (e.g., immediate and permanent rate “shocks” versus gradual rate change “ramps”, “parallel” versus “nonparallel” yield curve changes), measurement periods (e.g., one year versus two year, cumulative versus noncumulative), measurement criteria (e.g., net interest income versus net income) and balance sheet composition and allocation (“static” balance sheet, reflecting reinvestment of cash flows into like instruments, versus “dynamic” balance sheet, reflecting internal budget and planning assumptions).

The absence of a commonly shared, industry-standard set of analysis criteria and assumptions on which to base an “earnings-based” analysis could result in inconsistent or misinterpreted disclosure concerning an institution’s level of interest rate risk. Consequently, we limit the presentation of our earnings-based interest rate risk analysis to the scenarios presented in the table below. Consistent with the EVE analysis above, such scenarios utilize immediate and permanent rate “shocks” that result in parallel shifts in the yield curve. For each scenario, projected net interest income is measured over a one year period utilizing a static balance sheet assumption through which incoming and outgoing asset and liability cash flows are reinvested into the same instruments. Product pricing and earning asset prepayment speeds are appropriately adjusted for each rate scenario.

As illustrated in the tables below, at both December 31, 2017 and June 30, 2017, our net interest income (“NII”) would have been only nominally impacted by a parallel upward shift in the yield curve.  In large part, the stability of NII sensitivity between comparative periods largely reflected the corresponding stability in both the composition and allocation of the Company’s interest-earning assets and interest-bearing liabilities between the comparative periods, as noted above.

To some degree, the NII-based findings contrast with those of the EVE-based analysis discussed above that indicates that the Company was generally liability sensitive at both December 31, 2017 and June 30, 2017. To a large extent, the level and direction of risk exposure assessed by the NII-based and EVE-based methodologies may differ based on the comparative terms over which risk exposure is measured by those methodologies.  As noted earlier, EVE-based analysis generally takes a longer-term view of interest rate risk by measuring changes in the present value of cash flows of interest-earning assets and interest-bearing liabilities over their expected lives.  By contrast, the NII-based analysis presented below takes a comparatively shorter-term view of interest rate risk by measuring the forecasted changes in the net interest income generated by those interest-earning assets and interest-bearing liabilities over a one-year period. As noted above, the low level of interest rates prevalent at December 31, 2017 and June 30, 2017 precluded the modeling of most decreasing rate scenarios as parallel downward shifts in the yield curve would have resulted in negative interest rates for many points along that curve as of those analysis dates.

- 69 -


 

The following tables present the results of our internal NII analysis as of December 31, 2017 and June 30, 2017, respectively.

 

 

 

 

 

 

 

December 31, 2017

 

 

 

 

 

 

Net Interest

Income ("NII")

Change in

Interest Rates

 

Balance Sheet

Composition

 

Measurement

Period

 

$ Amount

of NII

 

 

$ Change

in NII

 

 

% Change

in NII

 

 

 

 

 

 

(Dollars In Thousands)

 

 

 

 

 

 

+300 bps

 

Static

 

One Year

 

$

107,752

 

 

$

(1,920

)

 

 

(1.75

)

%

+200 bps

 

Static

 

One Year

 

 

109,833

 

 

 

161

 

 

 

0.15

 

 

+100 bps

 

Static

 

One Year

 

 

110,242

 

 

 

570

 

 

 

0.52

 

 

0 bps

 

Static

 

One Year

 

 

109,672

 

 

 

-

 

 

 

-

 

 

-100 bps

 

Static

 

One Year

 

 

107,695

 

 

 

(1,977

)

 

 

(1.80

)

 

 

 

 

 

 

 

 

June 30, 2017

 

 

 

 

 

 

Net Interest

Income ("NII")

Change in

Interest Rates

 

Balance Sheet

Composition

 

Measurement

Period

 

$ Amount

of NII

 

 

$ Change

in NII

 

 

% Change

in NII

 

 

 

 

 

 

(Dollars In Thousands)

 

 

 

 

 

 

+300 bps

 

Static

 

One Year

 

$

105,658

 

 

$

(727

)

 

 

(0.68

)

%

+200 bps

 

Static

 

One Year

 

 

106,436

 

 

 

51

 

 

 

0.05

 

 

+100 bps

 

Static

 

One Year

 

 

106,614

 

 

 

229

 

 

 

0.22

 

 

0 bps

 

Static

 

One Year

 

 

106,385

 

 

 

-

 

 

 

-

 

 

-100 bps

 

Static

 

One Year

 

 

104,900

 

 

 

(1,485

)

 

 

(1.40

)

 

 

Notwithstanding the rate change scenarios presented in the EVE and earnings-based analyses above, future interest rates and their effect on net portfolio value or net interest income are not predictable. Computations of prospective effects of hypothetical interest rate changes are based on numerous assumptions, including relative levels of market interest rates, prepayments and deposit run-offs and should not be relied upon as indicative of actual results. Certain shortcomings are inherent in this type of computation. Although certain assets and liabilities may have similar maturity or periods of re-pricing, they may react at different times and in different degrees to changes in market interest rates. The interest rate on certain types of assets and liabilities, such as demand deposits and savings accounts, may fluctuate in advance of changes in market interest rates, while rates on other types of assets and liabilities may lag behind changes in market interest rates. Certain assets, such as adjustable-rate mortgages, generally have features which 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, prepayments and early withdrawal levels could deviate significantly from those assumed in making calculations set forth above. Additionally, an increased credit risk may result as the ability of many borrowers to service their debt may decrease in the event of an interest rate increase.

 

 

 

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ITEM 4.

CONTROLS AND PROCEDURES

As of the end of the period covered by the report, an evaluation was performed under the supervision and with the participation of the Company’s management, including the Chief Executive Officer and the Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) promulgated under the Securities and Exchange Act of 1934, as amended). Based on that evaluation, the Company’s management, including the Chief Executive Officer and the Chief Financial Officer, concluded that the Company’s disclosure controls and procedures were effective.

During the quarter ended December 31, 2017, there were no changes in the Company’s internal control over financial reporting (as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934) that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

 

 

 

- 71 -


 

PART II

ITEM 1.

Legal Proceedings

At December 31, 2017, neither the Company nor the Bank were involved in any pending legal proceedings other than routine legal proceedings occurring in the ordinary course of business, which involve amounts in the aggregate believed by management to be immaterial to the financial condition of the Company and the Bank.

ITEM 1A.

Risk Factors

There have been no material changes to the Risk Factors previously disclosed under Item 1A of the Company’s Form 10-Q for the quarter ended September 30, 2017 and Risk Factors previously disclosed under Item 1A of the Company’s Form 10-K for the year ended June 30, 2017, previously filed with the Securities and Exchange Commission.

ITEM 2.

Unregistered Sales of Equity Securities and Use of Proceeds

ISSUER PURCHASES OF EQUITY SECURITIES

The following table reports information regarding repurchases of the Company’s common stock during the quarter ended December 31, 2017.

 

Period

 

Total Number

of Shares

Purchased

 

 

Average Price

Paid per Share

 

 

Total Number

of Shares

Purchased as

Part of Publicly

Announced Plans

or Programs (1)

 

 

Maximum

Number of Shares

that May Yet Be

Purchased Under

the  Plans or

Programs

 

October 1-31, 2017

 

 

530,000

 

 

$

15.39

 

 

 

530,000

 

 

 

3,986,084

 

November 1-30, 2017

 

 

579,663

 

 

$

14.50

 

 

 

579,663

 

 

 

3,406,421

 

December 1-31, 2017

 

 

834,177

 

 

$

14.70

 

 

 

834,177

 

 

 

2,572,244

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

 

1,943,840

 

 

$

14.83

 

 

 

1,943,840

 

 

 

2,572,244

 

 

(1)

On May 24, 2017, the Company announced the authorization of a second stock repurchase plan for up to 8,559,084 shares or 10% of shares then outstanding. This plan has no expiration date.

ITEM 3.

Defaults Upon Senior Securities

Not applicable.

ITEM 4.

Mine Safety Disclosures

Not applicable.

ITEM 5.

Other Information

None.

- 72 -


 

 ITEM 6.

Exhibits

The following Exhibits are filed as part of this report:

 

3.1

Articles of Incorporation of Kearny Financial Corp. (Incorporated by reference to the Registrant’s Registration Statement on Form S-1 (File No. 333-198602), originally filed on September 5, 2014)

 

3.2

Bylaws of Kearny Financial Corp. (Incorporated by reference to the Registrant’s Registration Statement on Form S-1 (File No. 333-198602), originally filed on September 5, 2014)

 

4

Form of Common Stock Certificate of Kearny Financial Corp. (Incorporated by reference to the Registrant’s Registration Statement on Form S-1 (File No. 333-198602), originally filed on September 5, 2014)

 

31.1

Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

 

31.2

Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

 

32.1

Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 

32.2

Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 

101

The following materials from the Company’s Form 10-Q for the quarter ended December 31, 2017, formatted in XBRL (Extensible Business Reporting Language): (i) the Consolidated Statements of Financial Condition, (ii) the Consolidated Statements of Income; (iii) the Consolidated Statements of Comprehensive Income, (iv) the Consolidated Statements of Changes in Stockholder’s Equity, (v) the Consolidated Statements of Cash Flows and (vi) the Notes to Consolidated Financial Statements.

 

101.INS

XBRL Instance Document

 

101.SCH

XBRL Taxonomy Extension Schema Document

 

101.CAL

XBRL Taxonomy Extension Calculation Linkbase Document

 

101.DEF

XBRL Taxonomy Extension Definition Linkbase Document

 

101.LAB

XBRL Taxonomy Extension Labels Linkbase Document

 

101.PRE

XBRL Taxonomy Extension Presentation Linkbase Document

 

 

 

- 73 -


 

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.

 

 

KEARNY FINANCIAL CORP.

 

 

 

Date: February 8, 2018

By:

  /s/ Craig L. Montanaro

 

 

  Craig L. Montanaro

 

 

  President and Chief Executive Officer

 

 

  (Duly authorized officer and principal executive officer)

 

 

 

Date: February 8, 2018

By:

  /s/ Eric B. Heyer

 

 

  Eric B. Heyer

 

 

  Executive Vice President and

 

 

  Chief Financial Officer

 

 

  (Principal financial and accounting officer)

 

 

- 74 -