Annual Statements Open main menu

Kearny Financial Corp. - Quarter Report: 2021 December (Form 10-Q)

 

UNITED STATES

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, 2021

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

 

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

 

Trading Symbol(s)

 

Name of each exchange on which registered

Common Stock, $0.01 par value

 

KRNY

 

The NASDAQ Stock Market LLC

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 every Interactive Data File required to be submitted 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 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 2, 2022.

$0.01 par value common stock — 72,753,040 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, 2021 (Unaudited) and June 30, 2021

 

1

 

 

 

 

 

 

 

Consolidated Statements of Income for the Quarter and Six Months ended December 31, 2021 and December 31, 2020 (Unaudited)

 

2

 

 

 

 

 

 

 

Consolidated Statements of Comprehensive Income for the Quarter and Six Months ended December 31, 2021 and December 31, 2020 (Unaudited)

 

4

 

 

 

 

 

 

 

Consolidated Statements of Changes in Stockholders’ Equity for the Quarter and Six Months Ended December 31, 2021 and December 31, 2020 (Unaudited)

 

5

 

 

 

 

 

 

 

Consolidated Statements of Cash Flows for the Six Months ended December 31, 2021 and December 31, 2020 (Unaudited)

 

7

 

 

 

 

 

 

 

Notes to Consolidated Financial Statements (Unaudited)

 

9

 

 

 

 

 

Item 2:

 

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

 

42

 

 

 

 

 

Item 3:

 

Quantitative and Qualitative Disclosure About Market Risk

 

55

 

 

 

 

 

Item 4:

 

Controls and Procedures

 

57

 

 

 

 

 

PART II—OTHER INFORMATION

 

 

 

 

 

 

 

Item 1:

 

Legal Proceedings

 

58

 

 

 

 

 

Item 1A:

 

Risk Factors

 

58

 

 

 

 

 

Item 2:

 

Unregistered Sales of Equity Securities and Use of Proceeds

 

58

 

 

 

 

 

Item 3:

 

Defaults Upon Senior Securities

 

58

 

 

 

 

 

Item 4:

 

Mine Safety Disclosures

 

58

 

 

 

 

 

Item 5:

 

Other Information

 

58

 

 

 

 

 

Item 6:

 

Exhibits

 

59

 

 

 

 

 

SIGNATURES

 

60

 

 

 


 

KEARNY FINANCIAL CORP. AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

(In Thousands, Except Share and Per Share Data)

 

 

December 31,

 

 

June 30,

 

 

2021

 

 

2021

 

 

(Unaudited)

 

 

 

 

Assets

 

 

 

 

 

Cash and amounts due from depository institutions

$

19,909

 

 

$

21,463

 

Interest-bearing deposits in other banks

 

40,543

 

 

 

46,392

 

Cash and cash equivalents

 

60,452

 

 

 

67,855

 

Investment securities available for sale (amortized cost $1,595,802 and $1,666,853,
 respectively), net of allowance for credit losses of $
0 at December 31, 2021
 and June 30, 2021

 

1,591,066

 

 

 

1,676,864

 

Investment securities held to maturity (fair value $54,056 and $39,610, respectively),
 net of allowance for credit losses of $
0 at December 31, 2021 and June 30, 2021

 

53,142

 

 

 

38,138

 

Loans held-for-sale

 

12,549

 

 

 

16,492

 

Loans receivable

 

4,826,404

 

 

 

4,851,394

 

Less: allowance for credit losses on loans

 

(48,216

)

 

 

(58,165

)

Net loans receivable

 

4,778,188

 

 

 

4,793,229

 

Premises and equipment

 

54,067

 

 

 

56,338

 

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

 

36,622

 

 

 

36,615

 

Accrued interest receivable

 

18,495

 

 

 

19,362

 

Goodwill

 

210,895

 

 

 

210,895

 

Core deposit intangibles

 

3,344

 

 

 

3,705

 

Bank owned life insurance

 

286,433

 

 

 

283,310

 

Deferred income tax assets, net

 

25,709

 

 

 

29,323

 

Other real estate owned

 

658

 

 

 

178

 

Other assets

 

54,603

 

 

 

51,431

 

Total Assets

$

7,186,223

 

 

$

7,283,735

 

 

 

 

 

 

 

Liabilities and Stockholders' Equity

 

 

 

 

 

Liabilities

 

 

 

 

 

Deposits:

 

 

 

 

 

Non-interest-bearing

$

604,805

 

 

$

593,718

 

Interest-bearing

 

4,849,220

 

 

 

4,891,588

 

Total deposits

 

5,454,025

 

 

 

5,485,306

 

Borrowings

 

686,105

 

 

 

685,876

 

Advance payments by borrowers for taxes

 

16,772

 

 

 

15,752

 

Other liabilities

 

33,851

 

 

 

53,857

 

Total Liabilities

 

6,190,753

 

 

 

6,240,791

 

 

 

 

 

 

 

Stockholders' Equity

 

 

 

 

 

Preferred stock, $0.01 par value, 100,000,000 shares authorized;
  
none issued and outstanding

 

-

 

 

 

-

 

Common stock, $0.01 par value; 800,000,000 shares authorized;
  
73,453,230 shares and 78,964,859 shares issued and outstanding, respectively

 

735

 

 

 

790

 

Paid-in capital

 

587,392

 

 

 

654,396

 

Retained earnings

 

431,549

 

 

 

408,367

 

Unearned employee stock ownership plan shares;
  
2,659,244 shares and 2,759,594 shares, respectively

 

(25,780

)

 

 

(26,753

)

Accumulated other comprehensive income

 

1,574

 

 

 

6,144

 

Total Stockholders' Equity

 

995,470

 

 

 

1,042,944

 

Total Liabilities and Stockholders' Equity

$

7,186,223

 

 

$

7,283,735

 

 

See notes to unaudited consolidated financial statements.

 

- 1 -


 

KEARNY FINANCIAL CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(In Thousands, Except Per Share Data)

(Unaudited)

 

 

 

Quarter Ended

 

 

Six Months Ended

 

 

 

December 31,

 

 

December 31,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Interest Income

 

 

 

 

 

 

 

 

 

 

 

 

Loans

 

$

47,575

 

 

$

50,806

 

 

$

95,805

 

 

$

103,617

 

Taxable investment securities

 

 

7,595

 

 

 

7,707

 

 

 

15,807

 

 

 

15,043

 

Tax-exempt investment securities

 

 

327

 

 

 

433

 

 

 

660

 

 

 

887

 

Other interest-earning assets

 

 

415

 

 

 

787

 

 

 

846

 

 

 

1,701

 

Total Interest Income

 

 

55,912

 

 

 

59,733

 

 

 

113,118

 

 

 

121,248

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest Expense

 

 

 

 

 

 

 

 

 

 

 

 

Deposits

 

 

3,663

 

 

 

8,647

 

 

 

7,728

 

 

 

19,709

 

Borrowings

 

 

3,562

 

 

 

5,193

 

 

 

7,113

 

 

 

10,853

 

Total Interest Expense

 

 

7,225

 

 

 

13,840

 

 

 

14,841

 

 

 

30,562

 

Net Interest Income

 

 

48,687

 

 

 

45,893

 

 

 

98,277

 

 

 

90,686

 

(Reversal of) provision for credit losses

 

 

(2,420

)

 

 

(1,365

)

 

 

(7,820

)

 

 

2,694

 

Net Interest Income after (Reversal of)
 Provision for Credit Losses

 

 

51,107

 

 

 

47,258

 

 

 

106,097

 

 

 

87,992

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-Interest Income

 

 

 

 

 

 

 

 

 

 

 

 

Fees and service charges

 

 

698

 

 

 

556

 

 

 

1,305

 

 

 

1,001

 

Gain on sale and call of securities

 

 

-

 

 

 

813

 

 

 

1

 

 

 

436

 

Gain on sale of loans

 

 

970

 

 

 

2,378

 

 

 

1,976

 

 

 

4,268

 

Income from bank owned life insurance

 

 

1,562

 

 

 

1,596

 

 

 

3,123

 

 

 

3,192

 

Electronic banking fees and charges

 

 

421

 

 

 

404

 

 

 

828

 

 

 

809

 

Bargain purchase gain

 

 

-

 

 

 

-

 

 

 

-

 

 

 

3,053

 

Other income

 

 

482

 

 

 

67

 

 

 

700

 

 

 

157

 

Total Non-Interest Income

 

 

4,133

 

 

 

5,814

 

 

 

7,933

 

 

 

12,916

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-Interest Expense

 

 

 

 

 

 

 

 

 

 

 

 

Salaries and employee benefits

 

 

18,096

 

 

 

17,081

 

 

 

36,713

 

 

 

34,058

 

Net occupancy expense of premises

 

 

3,156

 

 

 

3,120

 

 

 

7,703

 

 

 

6,242

 

Equipment and systems

 

 

3,723

 

 

 

3,902

 

 

 

7,548

 

 

 

7,472

 

Advertising and marketing

 

 

448

 

 

 

513

 

 

 

840

 

 

 

1,013

 

Federal deposit insurance premium

 

 

721

 

 

 

490

 

 

 

1,213

 

 

 

962

 

Directors' compensation

 

 

649

 

 

 

748

 

 

 

1,452

 

 

 

1,496

 

Merger-related expenses

 

 

-

 

 

 

-

 

 

 

-

 

 

 

4,349

 

Debt extinguishment expenses

 

 

-

 

 

 

796

 

 

 

-

 

 

 

796

 

Other expense

 

 

2,877

 

 

 

3,860

 

 

 

6,004

 

 

 

7,695

 

Total Non-Interest Expense

 

 

29,670

 

 

 

30,510

 

 

 

61,473

 

 

 

64,083

 

Income before Income Taxes

 

 

25,570

 

 

 

22,562

 

 

 

52,557

 

 

 

36,825

 

Income tax expense

 

 

6,801

 

 

 

5,614

 

 

 

14,073

 

 

 

8,498

 

Net Income

 

$

18,769

 

 

$

16,948

 

 

$

38,484

 

 

$

28,327

 

 

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)

 

 

 

Quarter Ended

 

 

Six Months Ended

 

 

 

December 31,

 

 

December 31,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Net Income per Common Share (EPS)

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.26

 

 

$

0.20

 

 

$

0.53

 

 

$

0.33

 

Diluted

 

$

0.26

 

 

$

0.20

 

 

$

0.53

 

 

$

0.33

 

Weighted Average Number of Common Shares
 Outstanding

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

72,011

 

 

 

85,120

 

 

 

73,274

 

 

 

85,564

 

Diluted

 

 

72,037

 

 

 

85,123

 

 

 

73,297

 

 

 

85,566

 

 

See notes to unaudited consolidated financial statements.

 

- 3 -


 

KEARNY FINANCIAL CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In Thousands, Unaudited)

 

 

Quarter Ended

 

 

Six Months Ended

 

 

December 31,

 

 

December 31,

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Net Income

$

18,769

 

 

$

16,948

 

 

$

38,484

 

 

$

28,327

 

Other Comprehensive (Loss) Income, net of tax:

 

 

 

 

 

 

 

 

 

 

 

Net unrealized (loss) gain on securities available for sale

 

(5,451

)

 

 

504

 

 

 

(10,432

)

 

 

1,292

 

Net realized gain on sale and call of securities available for sale

 

-

 

 

 

(571

)

 

 

(1

)

 

 

(306

)

Fair value adjustments on derivatives

 

4,675

 

 

 

2,531

 

 

 

5,840

 

 

 

4,176

 

Benefit plan adjustments

 

14

 

 

 

15

 

 

 

23

 

 

 

34

 

Total Other Comprehensive (Loss) Income

 

(762

)

 

 

2,479

 

 

 

(4,570

)

 

 

5,196

 

Total Comprehensive Income

$

18,007

 

 

$

19,427

 

 

$

33,914

 

 

$

33,523

 

 

See notes to unaudited consolidated financial statements.

 

- 4 -


 

KEARNY FINANCIAL CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

(In Thousands, Except Per Share Data, Unaudited)

 

 

 

Common Stock

 

 

Paid-In

 

 

Retained

 

 

Unearned
ESOP

 

 

Accumulated
Other
Comprehensive

 

 

 

 

 

Shares

 

 

Amount

 

 

Capital

 

 

Earnings

 

 

Shares

 

 

Income

 

 

Total

 

Balance - September 30, 2020

 

89,510

 

 

$

895

 

 

$

769,269

 

 

$

378,134

 

 

$

(28,212

)

 

$

3,974

 

 

$

1,124,060

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

-

 

 

 

-

 

 

 

-

 

 

 

16,948

 

 

 

-

 

 

 

-

 

 

 

16,948

 

Other comprehensive income, net
  of income tax

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

2,479

 

 

 

2,479

 

ESOP shares committed to be
  released (
50 shares)

 

-

 

 

 

-

 

 

 

(12

)

 

 

-

 

 

 

486

 

 

 

-

 

 

 

474

 

Stock option expense

 

-

 

 

 

-

 

 

 

455

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

455

 

Share repurchases

 

(4,509

)

 

 

(45

)

 

 

(45,659

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(45,704

)

Restricted stock plan shares
  earned (
69 shares)

 

-

 

 

 

-

 

 

 

975

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

975

 

Cancellation of shares issued for
  restricted stock awards

 

(63

)

 

 

(1

)

 

 

(639

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(640

)

Cash dividends declared
  ($
0.08 per common share)

 

-

 

 

 

-

 

 

 

-

 

 

 

(6,706

)

 

 

-

 

 

 

-

 

 

 

(6,706

)

Balance - December 31, 2020

 

84,938

 

 

$

849

 

 

$

724,389

 

 

$

388,376

 

 

$

(27,726

)

 

$

6,453

 

 

$

1,092,341

 

 

 

Common Stock

 

 

Paid-In

 

 

Retained

 

 

Unearned
ESOP

 

 

Accumulated
Other
Comprehensive

 

 

 

 

 

Shares

 

 

Amount

 

 

Capital

 

 

Earnings

 

 

Shares

 

 

Income

 

 

Total

 

Balance - June 30, 2020

 

83,663

 

 

$

837

 

 

$

722,871

 

 

$

387,911

 

 

$

(28,699

)

 

$

1,257

 

 

$

1,084,177

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cumulative effect of change in
 accounting principle - Topic 326

 

-

 

 

 

-

 

 

 

-

 

 

 

(14,239

)

 

 

-

 

 

 

-

 

 

 

(14,239

)

Balance - July 1, 2020 as
 adjusted for change in
 accounting principle

 

83,663

 

 

 

837

 

 

 

722,871

 

 

 

373,672

 

 

 

(28,699

)

 

 

1,257

 

 

 

1,069,938

 

Net income

 

-

 

 

 

-

 

 

 

-

 

 

 

28,327

 

 

 

-

 

 

 

-

 

 

 

28,327

 

Other comprehensive income, net
  of income tax

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

5,196

 

 

 

5,196

 

ESOP shares committed to be
  released (
100 shares)

 

-

 

 

 

-

 

 

 

(112

)

 

 

-

 

 

 

973

 

 

 

-

 

 

 

861

 

Stock option expense

 

-

 

 

 

-

 

 

 

911

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

911

 

Stock repurchases

 

(4,509

)

 

 

(45

)

 

 

(45,659

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(45,704

)

Restricted stock plan shares
  earned (
138 shares)

 

-

 

 

 

-

 

 

 

1,991

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

1,991

 

Cancellation of shares issued for
  restricted stock awards

 

(70

)

 

 

(1

)

 

 

(688

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(689

)

Shares issued in conjunction with
 the acquisition of MSB
 Financial Corp.

 

5,854

 

 

 

58

 

 

 

45,075

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

45,133

 

Cash dividends declared
  ($
0.16 per common share)

 

-

 

 

 

-

 

 

 

-

 

 

 

(13,623

)

 

 

-

 

 

 

-

 

 

 

(13,623

)

Balance - December 31, 2020

 

84,938

 

 

$

849

 

 

$

724,389

 

 

$

388,376

 

 

$

(27,726

)

 

$

6,453

 

 

$

1,092,341

 

 

See notes to unaudited consolidated financial statements.

 

 

- 5 -


 

KEARNY FINANCIAL CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

(In Thousands, Except Per Share Data, Unaudited)

 

 

 

Common Stock

 

 

Paid-In

 

 

Retained

 

 

Unearned
ESOP

 

 

Accumulated
Other
Comprehensive

 

 

 

 

 

Shares

 

 

Amount

 

 

Capital

 

 

Earnings

 

 

Shares

 

 

Income

 

 

Total

 

Balance - September 30, 2021

 

75,800

 

 

$

758

 

 

$

616,894

 

 

$

420,701

 

 

$

(26,266

)

 

$

2,336

 

 

$

1,014,423

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

-

 

 

 

-

 

 

 

-

 

 

 

18,769

 

 

 

-

 

 

 

-

 

 

 

18,769

 

Other comprehensive loss, net
  of income tax

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(762

)

 

 

(762

)

ESOP shares committed to be
  released (
50 shares)

 

-

 

 

 

-

 

 

 

173

 

 

 

-

 

 

 

486

 

 

 

-

 

 

 

659

 

Stock option expense

 

-

 

 

 

-

 

 

 

316

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

316

 

Stock repurchases

 

(2,290

)

 

 

(22

)

 

 

(29,980

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(30,002

)

Restricted stock plan shares
  earned (
53 shares)

 

-

 

 

 

-

 

 

 

707

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

707

 

Cancellation of shares issued for
  restricted stock awards

 

(57

)

 

 

(1

)

 

 

(718

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(719

)

Cash dividends declared
  ($
0.11 per common share)

 

-

 

 

 

-

 

 

 

-

 

 

 

(7,921

)

 

 

-

 

 

 

-

 

 

 

(7,921

)

Balance - December 31, 2021

 

73,453

 

 

$

735

 

 

$

587,392

 

 

$

431,549

 

 

$

(25,780

)

 

$

1,574

 

 

$

995,470

 

 

 

Common Stock

 

 

Paid-In

 

 

Retained

 

 

Unearned
ESOP

 

 

Accumulated
Other
Comprehensive

 

 

 

 

 

Shares

 

 

Amount

 

 

Capital

 

 

Earnings

 

 

Shares

 

 

Income

 

 

Total

 

Balance - June 30, 2021

 

78,965

 

 

$

790

 

 

$

654,396

 

 

$

408,367

 

 

$

(26,753

)

 

$

6,144

 

 

 

1,042,944

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

-

 

 

 

-

 

 

 

-

 

 

 

38,484

 

 

 

-

 

 

 

-

 

 

 

38,484

 

Other comprehensive loss, net
  of income tax

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(4,570

)

 

 

(4,570

)

ESOP shares committed to be
  released (
100 shares)

 

-

 

 

 

-

 

 

 

306

 

 

 

-

 

 

 

973

 

 

 

-

 

 

 

1,279

 

Stock option expense

 

-

 

 

 

-

 

 

 

772

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

772

 

Stock repurchases

 

(5,448

)

 

 

(54

)

 

 

(68,944

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(68,998

)

Restricted stock plan shares
  earned (
125 shares)

 

-

 

 

 

-

 

 

 

1,669

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

1,669

 

Cancellation of shares issued for
  restricted stock awards

 

(64

)

 

 

(1

)

 

 

(807

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(808

)

Cash dividends declared
  ($
0.21 per common share)

 

-

 

 

 

-

 

 

 

-

 

 

 

(15,302

)

 

 

-

 

 

 

-

 

 

 

(15,302

)

Balance - December 31, 2021

 

73,453

 

 

$

735

 

 

$

587,392

 

 

$

431,549

 

 

$

(25,780

)

 

$

1,574

 

 

$

995,470

 

 

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,

 

 

2021

 

 

2020

 

Cash Flows from Operating Activities:

 

 

 

 

 

Net income

$

38,484

 

 

$

28,327

 

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

 

 

 

 

 

Depreciation and amortization of premises and equipment

 

2,999

 

 

 

2,883

 

Net accretion of premiums, discounts and loan fees and costs

 

(3,108

)

 

 

(7,620

)

Deferred income taxes and valuation allowance

 

5,484

 

 

 

2,262

 

Bargain purchase gain

 

-

 

 

 

(3,053

)

Amortization of intangible assets

 

361

 

 

 

534

 

Amortization of benefit plans’ unrecognized net gain

 

39

 

 

 

42

 

(Reversal of) provision for credit losses

 

(7,820

)

 

 

2,694

 

Loans originated for sale

 

(127,458

)

 

 

(212,037

)

Proceeds from sale of mortgage loans held-for-sale

 

133,285

 

 

 

224,141

 

Gain on sale of mortgage loans held-for-sale, net

 

(1,884

)

 

 

(3,916

)

Realized gain on sale/call of investment securities available for sale

 

(1

)

 

 

(436

)

Realized loss on debt extinguishment

 

-

 

 

 

796

 

Realized gain on sale of loans receivable

 

(92

)

 

 

(352

)

Realized (gain) loss on disposition of premises and equipment

 

(356

)

 

 

26

 

Increase in cash surrender value of bank owned life insurance

 

(3,123

)

 

 

(3,192

)

ESOP, stock option plan and restricted stock plan expenses

 

3,720

 

 

 

3,763

 

Decrease (increase) in interest receivable

 

867

 

 

 

(752

)

Decrease (increase) in other assets

 

4,391

 

 

 

(3,225

)

Increase (decrease) in interest payable

 

50

 

 

 

(237

)

(Decrease) increase in other liabilities

 

(19,319

)

 

 

172

 

Net Cash Provided by Operating Activities

 

26,519

 

 

 

30,820

 

 

 

 

 

 

 

Cash Flows from Investing Activities:

 

 

 

 

 

Purchases of:

 

 

 

 

 

Investment securities available for sale

 

(140,550

)

 

 

(604,971

)

Investment securities held to maturity

 

(16,162

)

 

 

-

 

Proceeds from:

 

 

 

 

 

Repayments/calls/maturities of investment securities available for sale

 

209,742

 

 

 

253,802

 

Repayments/calls/maturities of investment securities held to maturity

 

1,086

 

 

 

2,930

 

Sales of investment securities available for sale

 

-

 

 

 

44,842

 

Purchase of loans

 

(72,345

)

 

 

(23,508

)

Net decrease in loans receivable

 

98,554

 

 

 

192,081

 

Proceeds from sale of loans receivable

 

1,126

 

 

 

43,931

 

Additions to premises and equipment

 

(728

)

 

 

(2,224

)

Proceeds from cash settlement of premises and equipment

 

599

 

 

 

-

 

(Purchase) redemption of FHLB stock

 

(7

)

 

 

16,421

 

Net cash acquired in acquisition

 

-

 

 

 

4,296

 

Net Cash Provided by (Used in) Investing Activities

$

81,315

 

 

$

(72,400

)

 

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,

 

 

2021

 

 

2020

 

Cash Flows from Financing Activities:

 

 

 

 

 

Net (decrease) increase in deposits

$

(30,866

)

 

$

423,187

 

Repayment of term FHLB advances

 

(780,000

)

 

 

(1,667,796

)

Proceeds from term FHLB advances

 

780,000

 

 

 

1,365,000

 

Net decrease in other short-term borrowings

 

-

 

 

 

(68,635

)

Net increase (decrease) in advance payments by borrowers for taxes

 

1,020

 

 

 

(1,263

)

Repurchase and cancellation of common stock of Kearny Financial Corp.

 

(68,998

)

 

 

(45,704

)

Cancellation of shares repurchased on vesting to pay taxes

 

(808

)

 

 

(689

)

Dividends paid

 

(15,585

)

 

 

(13,793

)

Net Cash Used in Financing Activities

 

(115,237

)

 

 

(9,693

)

Net Decrease in Cash and Cash Equivalents

 

(7,403

)

 

 

(51,273

)

Cash and Cash Equivalents - Beginning

 

67,855

 

 

 

180,967

 

Cash and Cash Equivalents - Ending

$

60,452

 

 

$

129,694

 

 

 

 

 

 

 

Supplemental Disclosures of Cash Flows Information:

 

 

 

 

 

Cash paid during the period for:

 

 

 

 

 

Income taxes, net of refunds

$

9,631

 

 

$

9,189

 

Interest

$

14,791

 

 

$

30,798

 

 

 

 

 

 

 

Non-cash investing and financing activities:

 

 

 

 

 

Acquisition of other real estate owned in settlement of loans

$

480

 

 

$

-

 

Transfers from loans receivable to loans receivable held-for-sale

$

-

 

 

$

43,579

 

Fair value of assets acquired, net of cash and cash equivalents acquired

$

-

 

 

$

567,816

 

Fair value of liabilities assumed

$

-

 

 

$

523,926

 

 

 

 

 

 

 

 

See notes to unaudited consolidated financial statements.

- 8 -


 

KEARNY FINANCIAL CORP. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

 

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

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 subsidiary, CJB Investment Corp. 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.

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 quarter and six months ended December 31, 2021 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, 2021 was derived from the Company’s 2021 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 2021 Annual Report on Form 10-K.

The accounting and reporting policies of the Company conform to U.S. GAAP and to general practice within the financial services industry. A discussion of these policies can be found in Note 1, Summary of Significant Accounting Policies, included in the Company’s 2021 Annual Report on Form 10-K. There have been no material changes to the Company’s significant accounting policies since June 30, 2021.

We have reclassified certain amounts in the prior period's financial statements to conform to the current period's presentation. Specifically, effective July 1, 2021, loan prepayment penalty income was reclassified to interest income on loans. Previously, loan prepayment penalty income was recorded within non-interest income. Interest income and non-interest income for all periods presented reflect this reclassification.

Update to Significant Accounting Policies

Allowance for Credit Losses on Loans ("ACL"). In accordance with the ACL policy, the methodology is reviewed no less than annually. During the quarter ended September 30, 2021, the Company updated the econometric factors used in the determination of the probability of default for certain loan portfolio segments used in its ACL methodology for pooled loans. Econometric factors are selected based on the correlation of the factor to credit losses for each loan portfolio segment. Effective July 1, 2021, the primary econometric factor utilized in the determination of the probability of default for each loan portfolio segment is the national unemployment rate (“NUR”). Prior to July 1, 2021, NUR and gross domestic product (“GDP”) econometric factors were used in the determination of the probability of default for each loan portfolio segment.


  

- 9 -


 

2. SUBSEQUENT EVENTS

The Company has evaluated events and transactions occurring subsequent to the statement of financial condition date of December 31, 2021, 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.

 

3. RECENT ACCOUNTING PRONOUNCEMENTS

In December 2019, the Financial Accounting Standards Board (the “FASB”) issued ASU 2019-12, “Income taxes (Topic 740); Simplifying the Accounting for Income Taxes”. ASU 2019-12 provides amendments intended to reduce the cost and complexity in accounting for income taxes while maintaining or improving the usefulness of the information provided to users of financial statements. ASU 2019-12 removes the following exceptions from ASC 740, Income Taxes: (i) exceptions to the incremental approach for intraperiod tax allocation; (ii) exceptions to accounting for basis differences when a foreign subsidiary becomes an equity method investment or a foreign equity method investment become a subsidiary; and (iii) exception in interim period income tax accounting for year-to-date losses that exceed anticipated losses. ASU 2019-12 provides the following amendments that simplify and improve guidance with Topic 740: (i) franchise taxes that are based partially on income; (ii) transactions that result in a step up in the tax basis of goodwill; (iii) separate financial statements of legal entities that are not subject to tax; (iv) enacted changes in tax laws in interim periods; and (v) employee stock ownership plans and investments in qualified affordable housing projects accounted for using the equity method. For public business entities, the amendments in the ASU 2019-12 are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020. The Company adopted ASU 2019-12 in July 2021, and its adoption did not have a significant impact on the Company’s consolidated financial statements.

- 10 -


 

4. SECURITIES

At December 31, 2021, there was no allowance for credit losses on available for sale and held to maturity securities. The following tables present the amortized cost, gross unrealized gains and losses and estimated fair values for available for sale securities and the amortized cost, gross unrecognized gains and losses and estimated fair values for held to maturity securities as of the dates indicated:

 

 

December 31, 2021

 

 

Amortized
Cost

 

 

Gross
Unrealized
Gains

 

 

Gross
Unrealized
Losses

 

 

Allowance for Credit Losses

 

 

Fair
Value

 

 

(In Thousands)

 

Available for sale:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Debt securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Obligations of state and political subdivisions

$

32,594

 

 

$

580

 

 

$

-

 

 

$

-

 

 

$

33,174

 

Asset-backed securities

 

224,825

 

 

 

1,979

 

 

 

90

 

 

 

-

 

 

 

226,714

 

Collateralized loan obligations

 

290,589

 

 

 

64

 

 

 

173

 

 

 

-

 

 

 

290,480

 

Corporate bonds

 

157,973

 

 

 

2,476

 

 

 

205

 

 

 

-

 

 

 

160,244

 

Total debt securities

 

705,981

 

 

 

5,099

 

 

 

468

 

 

 

-

 

 

 

710,612

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage-backed securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Collateralized mortgage obligations (1)

 

9,608

 

 

 

93

 

 

 

-

 

 

 

-

 

 

 

9,701

 

Residential pass-through securities (1)

 

646,188

 

 

 

4,003

 

 

 

11,643

 

 

 

-

 

 

 

638,548

 

Commercial pass-through securities (1)

 

234,025

 

 

 

2,651

 

 

 

4,471

 

 

 

-

 

 

 

232,205

 

Total mortgage-backed securities

 

889,821

 

 

 

6,747

 

 

 

16,114

 

 

 

-

 

 

 

880,454

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total securities available for sale

$

1,595,802

 

 

$

11,846

 

 

$

16,582

 

 

$

-

 

 

$

1,591,066

 

 

(1)
Government-sponsored enterprises.

 

 

June 30, 2021

 

 

Amortized
Cost

 

 

Gross
Unrealized
Gains

 

 

Gross
Unrealized
Losses

 

 

Allowance for Credit Losses

 

 

Fair
Value

 

 

(In Thousands)

 

Available for sale:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Debt securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Obligations of state and political subdivisions

$

33,800

 

 

$

803

 

 

$

-

 

 

$

-

 

 

$

34,603

 

Asset-backed securities

 

240,217

 

 

 

2,835

 

 

 

63

 

 

 

-

 

 

 

242,989

 

Collateralized loan obligations

 

189,873

 

 

 

177

 

 

 

170

 

 

 

-

 

 

 

189,880

 

Corporate bonds

 

155,622

 

 

 

2,802

 

 

 

73

 

 

 

-

 

 

 

158,351

 

Total debt securities

 

619,512

 

 

 

6,617

 

 

 

306

 

 

 

-

 

 

 

625,823

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage-backed securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Collateralized mortgage obligations (1)

 

13,420

 

 

 

319

 

 

 

-

 

 

 

-

 

 

 

13,739

 

Residential pass-through securities (1)

 

744,196

 

 

 

7,443

 

 

 

7,148

 

 

 

-

 

 

 

744,491

 

Commercial pass-through securities (1)

 

289,725

 

 

 

5,738

 

 

 

2,652

 

 

 

-

 

 

 

292,811

 

Total mortgage-backed securities

 

1,047,341

 

 

 

13,500

 

 

 

9,800

 

 

 

-

 

 

 

1,051,041

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total securities available for sale

$

1,666,853

 

 

$

20,117

 

 

$

10,106

 

 

$

-

 

 

$

1,676,864

 

 

(1)
Government-sponsored enterprises.

 

- 11 -


 

 

December 31, 2021

 

 

Amortized
Cost

 

 

Gross
Unrecognized
Gains

 

 

Gross
Unrecognized
Losses

 

 

Allowance for Credit Losses

 

 

Fair
Value

 

 

(In Thousands)

 

Held to maturity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Debt securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Obligations of state and political subdivisions

$

24,698

 

 

$

983

 

 

$

-

 

 

$

-

 

 

$

25,681

 

Total debt securities

 

24,698

 

 

 

983

 

 

 

-

 

 

 

-

 

 

 

25,681

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage-backed securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential pass-through securities (1)

 

16,146

 

 

 

-

 

 

 

74

 

 

 

-

 

 

 

16,072

 

Commercial pass-through securities (1)

 

12,298

 

 

 

5

 

 

 

-

 

 

 

-

 

 

 

12,303

 

Total mortgage-backed securities

 

28,444

 

 

 

5

 

 

 

74

 

 

 

-

 

 

 

28,375

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total securities held to maturity

$

53,142

 

 

$

988

 

 

$

74

 

 

$

-

 

 

$

54,056

 

 

(1)
Government-sponsored enterprises.

 

 

June 30, 2021

 

 

Amortized
Cost

 

 

Gross
Unrecognized
Gains

 

 

Gross
Unrecognized
Losses

 

 

Allowance for Credit Losses

 

 

Fair
Value

 

 

(In Thousands)

 

Held to maturity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Debt securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Obligations of state and political subdivisions

$

25,824

 

 

$

1,204

 

 

$

-

 

 

$

-

 

 

$

27,028

 

Total debt securities

 

25,824

 

 

 

1,204

 

 

 

-

 

 

 

-

 

 

 

27,028

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage-backed securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial pass-through securities (1)

 

12,314

 

 

 

268

 

 

 

-

 

 

 

-

 

 

 

12,582

 

Total mortgage-backed securities

 

12,314

 

 

 

268

 

 

 

-

 

 

 

-

 

 

 

12,582

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total securities held to maturity

$

38,138

 

 

$

1,472

 

 

$

-

 

 

$

-

 

 

$

39,610

 

 

(1)
Government-sponsored enterprises.

 

Excluding the balances of mortgage-backed securities, the following table presents the amortized cost and estimated fair values of debt securities available for sale and held to maturity, by contractual maturity, at December 31, 2021:

 

 

 

 

December 31, 2021

 

 

 

 

 

 

Amortized
Cost

 

 

Fair
Value

 

 

 

 

(In Thousands)

 

Debt securities:

 

 

 

 

 

 

 

 

 

Due in one year or less

 

 

 

 

$

7,273

 

 

$

7,317

 

Due after one year through five years

 

 

 

 

 

38,529

 

 

 

39,570

 

Due after five years through ten years

 

 

 

 

 

358,834

 

 

 

361,685

 

Due after ten years

 

 

 

 

 

326,043

 

 

 

327,721

 

Total

 

 

 

 

$

730,679

 

 

$

736,293

 

 

- 12 -


 

Sales of securities available for sale were as follows for the periods presented below:

 

 

Quarter Ended

 

 

Six Months Ended

 

 

December 31,

 

 

December 31,

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

 

(In Thousands)

 

Available for sale securities sold:

 

 

 

 

 

 

 

 

 

 

 

Proceeds from sales of securities

$

-

 

 

$

25,242

 

 

$

-

 

 

$

44,842

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross realized gains

$

-

 

 

$

800

 

 

$

-

 

 

$

800

 

Gross realized losses

 

-

 

 

 

-

 

 

 

-

 

 

 

(385

)

Net gain on sales of securities

$

-

 

 

$

800

 

 

$

-

 

 

$

415

 

 

Calls of securities available for sale during quarter ended December 31, 2021 resulted in no gain or loss. Calls of securities available for sale during the quarter ended December 31, 2020 resulted in gross gains of $13,000. Calls of securities available for sale during the six months ended December 31, 2021 and 2020 resulted in gross gains of $1,000 and $21,000, respectively. During the quarter and six months ended December 31, 2021 and 2020, there were no gains or losses recognized on sales of securities held to maturity.

 

The carrying value of securities pledged for borrowings at the FHLB and other institutions, and securities pledged for public funds and other purposes, were as follows as of the dates presented below:

 

 

 

 

 

 

December 31,

 

 

June 30,

 

 

 

 

 

 

2021

 

 

2021

 

 

 

 

 

 

(In Thousands)

 

Securities pledged:

 

 

 

 

 

 

 

 

 

Pledged for borrowings at the FHLB of New York

 

 

 

 

$

154,731

 

 

$

170,120

 

Pledged to secure public funds on deposit

 

 

 

 

 

250,943

 

 

 

137,778

 

Pledged for potential borrowings at the Federal Reserve Bank of New York

 

 

 

 

 

371,112

 

 

 

274,076

 

Total carrying value of securities pledged

 

 

 

 

$

776,786

 

 

$

581,974

 

 

 

The following tables present the gross unrealized losses on securities and the estimated fair value of the related securities, aggregated by investment category and length of time that securities have been in a continuous unrealized loss position within the available for sale portfolio at December 31, 2021 and June 30, 2021:

 

 

December 31, 2021

 

 

Less than 12 Months

 

 

12 Months or More

 

 

Total

 

 

Fair
Value

 

 

Unrealized
Losses

 

 

Fair
Value

 

 

Unrealized
Losses

 

 

Number of Securities

 

 

Fair
Value

 

 

Unrealized
Losses

 

 

(Dollars in Thousands)

 

Securities Available for Sale:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Asset-backed securities

$

25,833

 

 

$

85

 

 

$

5,531

 

 

$

5

 

 

 

5

 

 

$

31,364

 

 

$

90

 

Collateralized loan obligations

 

133,703

 

 

 

90

 

 

 

53,697

 

 

 

83

 

 

 

15

 

 

 

187,400

 

 

 

173

 

Corporate bonds

 

36,186

 

 

 

205

 

 

 

-

 

 

 

-

 

 

 

8

 

 

 

36,186

 

 

 

205

 

Commercial pass-through securities

 

48,569

 

 

 

1,656

 

 

 

80,731

 

 

 

2,815

 

 

 

8

 

 

 

129,300

 

 

 

4,471

 

Residential pass-through securities

 

247,436

 

 

 

3,923

 

 

 

247,750

 

 

 

7,720

 

 

 

12

 

 

 

495,186

 

 

 

11,643

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

$

491,727

 

 

$

5,959

 

 

$

387,709

 

 

$

10,623

 

 

 

48

 

 

$

879,436

 

 

$

16,582

 

 

- 13 -


 

 

 

June 30, 2021

 

 

Less than 12 Months

 

 

12 Months or More

 

 

Total

 

 

Fair
Value

 

 

Unrealized
Losses

 

 

Fair
Value

 

 

Unrealized
Losses

 

 

Number of Securities

 

 

Fair
Value

 

 

Unrealized
Losses

 

 

(Dollars in Thousands)

 

Securities Available for Sale:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Asset-backed securities

$

12,159

 

 

$

63

 

 

$

-

 

 

$

-

 

 

 

2

 

 

$

12,159

 

 

$

63

 

Collateralized loan obligations

 

36,741

 

 

 

9

 

 

 

58,605

 

 

 

161

 

 

 

8

 

 

 

95,346

 

 

 

170

 

Corporate bonds

 

15,952

 

 

 

73

 

 

 

-

 

 

 

-

 

 

 

4

 

 

 

15,952

 

 

 

73

 

Commercial pass-through securities

 

145,055

 

 

 

2,652

 

 

 

-

 

 

 

-

 

 

 

7

 

 

 

145,055

 

 

 

2,652

 

Residential pass-through securities

 

424,112

 

 

 

7,148

 

 

 

-

 

 

 

-

 

 

 

10

 

 

 

424,112

 

 

 

7,148

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

$

634,019

 

 

$

9,945

 

 

$

58,605

 

 

$

161

 

 

 

31

 

 

$

692,624

 

 

$

10,106

 

 

 

December 31, 2021

 

 

Less than 12 Months

 

 

12 Months or More

 

 

Total

 

 

Fair
Value

 

 

Unrecognized
Losses

 

 

Fair
Value

 

 

Unrecognized
Losses

 

 

Number of Securities

 

 

Fair
Value

 

 

Unrecognized
Losses

 

 

(Dollars in Thousands)

 

Securities Held to Maturity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential pass-through securities

$

16,072

 

 

$

74

 

 

$

-

 

 

$

-

 

 

 

2

 

 

$

16,072

 

 

$

74

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

$

16,072

 

 

$

74

 

 

$

-

 

 

$

-

 

 

 

2

 

 

$

16,072

 

 

$

74

 

 

At June 30, 2021, there were no held to maturity securities with unrecognized losses.

Available for sale securities are evaluated to determine if a decline in fair value below the amortized cost basis has resulted from a credit loss or from other factors. An impairment related to credit factors would be recorded through an allowance for credit losses. The allowance is limited to the amount by which the security’s amortized cost basis exceeds the fair value. An impairment that has not been recorded through an allowance for credit losses shall be recorded through other comprehensive income, net of applicable taxes. Investment securities will be written down to fair value through the consolidated statement of income when management intends to sell, or may be required to sell, the securities before they recover in value. The issuers of these securities continue to make timely principal and interest payments and none of these securities were past due or were placed in nonaccrual status at December 31, 2021. Management believes that the unrealized losses on these securities are a function of changes in market interest rates and credit spreads, not changes in credit quality. Therefore, no allowance for credit losses was recorded at December 31, 2021.

At December 31, 2021, the held to maturity securities portfolio consists of agency mortgage-backed securities and obligations of state and political subdivisions. The mortgage-backed securities are issued by U.S. government agencies and are implicitly guaranteed by the U.S. government. The obligations of state and political subdivisions in the portfolio are highly rated by major rating agencies and have a long history of no credit losses. The Company regularly monitors the obligations of state and political subdivisions sector of the market and reviews collectability including such factors as the financial condition of the issuers as well as credit ratings in effect as of the reporting period.

- 14 -


 

5. LOANS RECEIVABLE

The following table sets forth the composition of the Company’s loan portfolio at December 31, 2021 and June 30, 2021:

 

 

December 31,

 

 

June 30,

 

 

2021

 

 

2021

 

 

(In Thousands)

 

Commercial loans:

 

 

 

 

 

Multi-family mortgage

$

2,007,431

 

 

$

2,039,260

 

Nonresidential mortgage

 

1,026,447

 

 

 

1,079,444

 

Commercial business

 

180,429

 

 

 

168,951

 

Construction

 

110,703

 

 

 

93,804

 

Total commercial loans

 

3,325,010

 

 

 

3,381,459

 

 

 

 

 

 

 

One- to four-family residential mortgage

 

1,477,267

 

 

 

1,447,721

 

 

 

 

 

 

 

Consumer loans:

 

 

 

 

 

Home equity loans

 

43,934

 

 

 

47,871

 

Other consumer

 

3,040

 

 

 

3,259

 

Total consumer loans

 

46,974

 

 

 

51,130

 

 

 

 

 

 

 

Total loans

 

4,849,251

 

 

 

4,880,310

 

 

 

 

 

 

 

Unaccreted yield adjustments

 

(22,847

)

 

 

(28,916

)

 

 

 

 

 

 

Total loans receivable, net of yield adjustments

$

4,826,404

 

 

$

4,851,394

 

 

 

- 15 -


 

Past Due Loans

Past due status is based on the contractual payment terms of the loans. The following tables present the payment status of past due loans as of December 31, 2021 and June 30, 2021, by loan segment:

 

 

December 31, 2021

 

 

Multi-
Family
Mortgage

 

 

Non-
Residential
Mortgage

 

 

Commercial
Business

 

 

Construction

 

 

Residential
Mortgage

 

 

Home
Equity
Loans

 

 

Other
Consumer

 

 

Total

 

 

(In Thousands)

 

Current

$

1,979,128

 

 

$

1,000,240

 

 

$

180,075

 

 

$

109,712

 

 

$

1,471,842

 

 

$

43,742

 

 

$

3,040

 

 

$

4,787,779

 

Past due:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

30-59 days

 

-

 

 

 

-

 

 

 

72

 

 

 

991

 

 

 

1,544

 

 

 

-

 

 

 

-

 

 

 

2,607

 

60-89 days

 

10,285

 

 

 

-

 

 

 

48

 

 

 

-

 

 

 

309

 

 

 

59

 

 

 

-

 

 

 

10,701

 

90 days and over

 

18,018

 

 

 

26,207

 

 

 

234

 

 

 

-

 

 

 

3,572

 

 

 

133

 

 

 

-

 

 

 

48,164

 

Total past due

 

28,303

 

 

 

26,207

 

 

 

354

 

 

 

991

 

 

 

5,425

 

 

 

192

 

 

 

-

 

 

 

61,472

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total loans

$

2,007,431

 

 

$

1,026,447

 

 

$

180,429

 

 

$

110,703

 

 

$

1,477,267

 

 

$

43,934

 

 

$

3,040

 

 

$

4,849,251

 

 

 

June 30, 2021

 

 

Multi-
Family
Mortgage

 

 

Non-
Residential
Mortgage

 

 

Commercial
Business

 

 

Construction

 

 

Residential
Mortgage

 

 

Home
Equity
Loans

 

 

Other
Consumer

 

 

Total

 

 

(In Thousands)

 

Current

$

2,023,166

 

 

$

1,046,553

 

 

$

168,550

 

 

$

93,804

 

 

$

1,439,501

 

 

$

47,828

 

 

$

3,258

 

 

$

4,822,660

 

Past due:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

30-59 days

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

382

 

 

 

6

 

 

 

1

 

 

 

389

 

60-89 days

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

2,734

 

 

 

5

 

 

 

-

 

 

 

2,739

 

90 days and over

 

16,094

 

 

 

32,891

 

 

 

401

 

 

 

-

 

 

 

5,104

 

 

 

32

 

 

 

-

 

 

 

54,522

 

Total past due

 

16,094

 

 

 

32,891

 

 

 

401

 

 

 

-

 

 

 

8,220

 

 

 

43

 

 

 

1

 

 

 

57,650

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total loans

$

2,039,260

 

 

$

1,079,444

 

 

$

168,951

 

 

$

93,804

 

 

$

1,447,721

 

 

$

47,871

 

 

$

3,259

 

 

$

4,880,310

 

 

Nonperforming Loans

Loans are generally placed on nonaccrual status when contractual payments become 90 or more days past due or when the Company does not expect to receive all principal and interest payments (“P&I”) owed substantially in accordance with the terms of the loan agreement, regardless of past due status. Loans that become 90 days past due, but are well secured and in the process of collection, may remain on accrual status. Nonaccrual loans are generally returned to accrual status when all payments due are brought current and we expect to receive all remaining P&I payments owed substantially in accordance with the terms of the loan agreement. Payments received in cash on nonaccrual loans, including both the principal and interest portions of those payments, are generally applied to reduce the carrying value of the loan. The Company did not recognize interest income on non-accrual loans during the quarter and six months ended December 31, 2021 and 2020.

- 16 -


 

The following tables present information relating to the Company’s nonperforming loans as of December 31, 2021 and June 30, 2021:

 

 

December 31, 2021

 

 

Multi-
Family
Mortgage

 

 

Non-
Residential
Mortgage

 

 

Commercial
Business

 

 

Construction

 

 

Residential
Mortgage

 

 

Home
Equity
Loans

 

 

Other
Consumer

 

 

Total

 

 

(In Thousands)

 

Performing

$

1,976,220

 

 

$

996,970

 

 

$

179,994

 

 

$

108,774

 

 

$

1,469,806

 

 

$

42,309

 

 

$

3,040

 

 

$

4,777,113

 

Nonperforming:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

90 days and over past due accruing

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Nonaccrual loans with allowance for credit losses

 

18,415

 

 

 

818

 

 

 

-

 

 

 

-

 

 

 

2,827

 

 

 

324

 

 

 

-

 

 

 

22,384

 

Nonaccrual loans with no allowance for credit losses

 

12,796

 

 

 

28,659

 

 

 

435

 

 

 

1,929

 

 

 

4,634

 

 

 

1,301

 

 

 

-

 

 

 

49,754

 

Total nonperforming

 

31,211

 

 

 

29,477

 

 

 

435

 

 

 

1,929

 

 

 

7,461

 

 

 

1,625

 

 

 

-

 

 

 

72,138

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total loans

$

2,007,431

 

 

$

1,026,447

 

 

$

180,429

 

 

$

110,703

 

 

$

1,477,267

 

 

$

43,934

 

 

$

3,040

 

 

$

4,849,251

 

 

 

June 30, 2021

 

 

Multi-
Family
Mortgage

 

 

Non-
Residential
Mortgage

 

 

Commercial
Business

 

 

Construction

 

 

Residential
Mortgage

 

 

Home
Equity
Loans

 

 

Other
Consumer

 

 

Total

 

 

(In Thousands)

 

Performing

$

2,020,734

 

 

$

1,042,257

 

 

$

168,039

 

 

$

91,576

 

 

$

1,428,551

 

 

$

46,127

 

 

$

3,259

 

 

$

4,800,543

 

Nonperforming:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

90 days and over past due accruing

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Nonaccrual loans with allowance for credit losses

 

8,300

 

 

 

12,612

 

 

 

236

 

 

 

-

 

 

 

7,422

 

 

 

452

 

 

 

-

 

 

 

29,022

 

Nonaccrual loans with no allowance for credit losses

 

10,226

 

 

 

24,575

 

 

 

676

 

 

 

2,228

 

 

 

11,748

 

 

 

1,292

 

 

 

-

 

 

 

50,745

 

Total nonperforming

 

18,526

 

 

 

37,187

 

 

 

912

 

 

 

2,228

 

 

 

19,170

 

 

 

1,744

 

 

 

-

 

 

 

79,767

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total loans

$

2,039,260

 

 

$

1,079,444

 

 

$

168,951

 

 

$

93,804

 

 

$

1,447,721

 

 

$

47,871

 

 

$

3,259

 

 

$

4,880,310

 

 

- 17 -


 

Troubled Debt Restructurings (“TDRs”)

TDRs are loans where the Company has modified the contractual terms of the loan as a result of the financial condition of the borrower. Subsequent to their modification, TDRs are placed on non-accrual until such time as satisfactory payment performance has been demonstrated, at which time the loan may be returned to accrual status. On a case-by-case basis, the Company may agree to modify the contractual terms of a loan to assist a borrower who may be experiencing financial difficulty, as well as to preserve the Company’s position in the loan. If the borrower is experiencing financial difficulties and a concession has been made at the time of such modification, the loan is classified as a TDR. The Company had TDRs totaling $19.2 million and $17.8 million as of December 31, 2021 and June 30, 2021, respectively. The allowance for credit losses associated with the TDRs presented in the tables below totaled $711,000 and $256,000 as of December 31, 2021 and June 30, 2021, respectively. As of December 31, 2021, there were no significant commitments to lend additional funds to borrowers whose loans had been restructured in a TDR.

The following tables present total TDR loans at December 31, 2021 and June 30, 2021:

 

 

December 31, 2021

 

 

Accrual

 

 

Non-accrual

 

 

Total

 

 

# of Loans

 

 

Amount

 

 

# of Loans

 

 

Amount

 

 

# of Loans

 

 

Amount

 

 

(Dollars In Thousands)

 

Commercial loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Multi-family mortgage loans

 

-

 

 

$

-

 

 

 

2

 

 

$

5,699

 

 

 

2

 

 

$

5,699

 

Nonresidential mortgage

 

3

 

 

 

248

 

 

 

4

 

 

 

2,000

 

 

 

7

 

 

 

2,248

 

Commercial business

 

4

 

 

 

3,735

 

 

 

4

 

 

 

329

 

 

 

8

 

 

 

4,064

 

Construction

 

-

 

 

 

-

 

 

 

1

 

 

 

1,929

 

 

 

1

 

 

 

1,929

 

Total commercial loans

 

7

 

 

 

3,983

 

 

 

11

 

 

 

9,957

 

 

 

18

 

 

 

13,940

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

One- to four-family residential
 mortgage

 

32

 

 

 

4,527

 

 

 

4

 

 

 

595

 

 

 

36

 

 

 

5,122

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Consumer loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Home equity loans

 

5

 

 

 

175

 

 

 

-

 

 

 

-

 

 

 

5

 

 

 

175

 

Total

 

44

 

 

$

8,685

 

 

 

15

 

 

$

10,552

 

 

 

59

 

 

$

19,237

 

 

 

June 30, 2021

 

 

Accrual

 

 

Non-accrual

 

 

Total

 

 

# of Loans

 

 

Amount

 

 

# of Loans

 

 

Amount

 

 

# of Loans

 

 

Amount

 

 

(Dollars In Thousands)

 

Commercial loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Multi-family mortgage loans

 

-

 

 

$

-

 

 

 

1

 

 

$

2,896

 

 

 

1

 

 

$

2,896

 

Nonresidential mortgage

 

1

 

 

 

105

 

 

 

6

 

 

 

2,275

 

 

 

7

 

 

 

2,380

 

Commercial business

 

3

 

 

 

3,755

 

 

 

6

 

 

 

693

 

 

 

9

 

 

 

4,448

 

Construction

 

-

 

 

 

-

 

 

 

1

 

 

 

2,228

 

 

 

1

 

 

 

2,228

 

Total commercial loans

 

4

 

 

 

3,860

 

 

 

14

 

 

 

8,092

 

 

 

18

 

 

 

11,952

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

One- to four-family residential
 mortgage

 

18

 

 

 

2,216

 

 

 

20

 

 

 

3,405

 

 

 

38

 

 

 

5,621

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Consumer loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Home equity loans

 

4

 

 

 

159

 

 

 

3

 

 

 

68

 

 

 

7

 

 

 

227

 

Total

 

26

 

 

$

6,235

 

 

 

37

 

 

$

11,565

 

 

 

63

 

 

$

17,800

 

 

- 18 -


 

The following tables present information regarding troubled debt restructurings that occurred during quarter and six months ended December 31, 2021 and 2020:

 

 

Quarter Ended December 31, 2021

 

 

Six Months Ended December 31, 2021

 

 

# of Loans

 

 

Pre-modification
Recorded
Investment

 

 

Post-modification
Recorded
Investment

 

 

# of Loans

 

 

Pre-modification
Recorded
Investment

 

 

Post-modification
Recorded
Investment

 

 

(Dollars In Thousands)

 

 

(Dollars In Thousands)

 

Multi-family mortgage loans

 

-

 

 

$

-

 

 

$

-

 

 

 

1

 

 

$

2,987

 

 

$

2,972

 

One- to four-family residential
 mortgage

 

2

 

 

 

261

 

 

 

261

 

 

 

2

 

 

 

261

 

 

 

261

 

Total

 

2

 

 

$

261

 

 

$

261

 

 

 

3

 

 

$

3,248

 

 

$

3,233

 

 

 

Quarter Ended December 31, 2020

 

 

Six Months Ended December 31, 2020

 

 

# of Loans

 

 

Pre-modification
Recorded
Investment

 

 

Post-modification
Recorded
Investment

 

 

# of Loans

 

 

Pre-modification
Recorded
Investment

 

 

Post-modification
Recorded
Investment

 

 

(Dollars In Thousands)

 

 

(Dollars In Thousands)

 

One- to four-family residential
 mortgage

 

-

 

 

$

-

 

 

$

-

 

 

 

1

 

 

$

309

 

 

$

308

 

Total

 

-

 

 

$

-

 

 

$

-

 

 

 

1

 

 

$

309

 

 

$

308

 

 

During the quarter and six months ended December 31, 2021 and 2020, there were no charge-offs related to TDRs. During quarter and six months ended December 31, 2021 and 2020, there were no troubled debt restructuring defaults.

Loan modifications generally involve a reduction in interest rates and/or extension of maturity dates and also may include step up interest rates in their modified terms which will impact their weighted average yield in the future. The loans which qualified as TDRs during the quarter and six months ended December 31, 2021 and 2020, capitalized prior past due amounts and modified the loan’s repayment terms.

In March 2020, various regulatory agencies, including the Board of Governors of the Federal Reserve System (the “FRB”) and the Federal Deposit Insurance Corporation (the “FDIC”), issued an interagency statement on loan modifications and reporting for financial institutions working with customers affected by COVID-19. The interagency statement was effective immediately and impacted accounting for loan modifications. The agencies confirmed with the staff of the FASB that short-term modifications made on a good faith basis in response to COVID-19 to borrowers who were current prior to any relief, are not to be considered TDRs. This includes short-term modifications such as payment deferrals, fee waivers, extension of repayment terms, or other delays in payment that are insignificant. Provisions of the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) largely mirrored the provisions of the interagency statement, providing that modified loans were not to be considered TDRs if they were performing at December 31, 2019 and other considerations set forth in the interagency statements were met. Borrowers considered current are those that were less than 30 days past due at the time a modification program was implemented or at December 31, 2019.

On December 27, 2020, the 2021 Consolidated Appropriations Act was signed into law. The $900 billion relief package includes legislation that extends certain relief provisions of the CARES Act that were set to expire on December 31, 2020. The legislation that extended this relief was terminated on January 1, 2022. As of December 31, 2021, the Company had five non-TDR loan modifications granted under the CARES Act totaling approximately $2.6 million.

- 19 -


 

Individually Analyzed Loans

Effective July 1, 2020, individually analyzed loans include loans which do not share similar risk characteristics with other loans. TDR’s will generally be evaluated for individual impairment, however, after a period of sustained repayment performance which permits the credit to be returned to accrual status, a TDR would generally be removed from individual impairment analysis and returned to its corresponding pool. As of December 31, 2021, the carrying value of individually analyzed loans totaled $72.1 million, of which $65.0 million were considered collateral dependent.

For collateral dependent loans where management has determined that foreclosure of the collateral is probable, or where the borrower is experiencing financial difficulty and repayment of the loan is to be provided substantially through the operation or sale of the collateral, the ACL is measured based on the difference between the fair value of the collateral, less costs to sell, and the amortized cost basis of the loan as of the measurement date. See Note 12 for additional disclosure regarding fair value of individually analyzed collateral dependent loans.

The following tables presents the carrying value and related allowance of collateral dependent individually analyzed loans at the dates indicated:

 

 

December 31, 2021

 

 

Carrying Value

 

 

Related Allowance

 

 

(In Thousands)

 

Commercial loans:

 

 

 

 

 

Multi-family mortgage

$

31,211

 

 

$

2,691

 

Nonresidential mortgage (1)

 

26,207

 

 

 

429

 

Commercial business (2)

 

176

 

 

 

-

 

Construction

 

1,929

 

 

 

-

 

Total commercial loans

 

59,523

 

 

 

3,120

 

 

 

 

 

 

 

One- to four-family residential
 mortgage
(3)

 

5,359

 

 

 

220

 

 

 

 

 

 

 

Consumer loans:

 

 

 

 

 

Home equity loans (3)

 

161

 

 

 

-

 

 

 

 

 

 

 

Total

$

65,043

 

 

$

3,340

 

 

 

June 30, 2021

 

 

Carrying Value

 

 

Related Allowance

 

 

(In Thousands)

 

Commercial loans:

 

 

 

 

 

Multi-family mortgage

$

18,526

 

 

$

1,368

 

Nonresidential mortgage (1)

 

32,891

 

 

 

4,724

 

Commercial business (2)

 

183

 

 

 

-

 

Construction

 

-

 

 

 

-

 

Total commercial loans

 

51,600

 

 

 

6,092

 

 

 

 

 

 

 

One- to four-family residential
 mortgage
(3)

 

7,612

 

 

 

420

 

 

 

 

 

 

 

Consumer loans:

 

 

 

 

 

Home equity loans (3)

 

31

 

 

 

-

 

 

 

 

 

 

 

Total

$

59,243

 

 

$

6,512

 

 

(1)
Secured by income-producing nonresidential property.
(2)
Secured by business assets.
(3)
Secured by one- to four-family residential properties.

- 20 -


 

Credit Quality Indicators

The Company categorizes loans into risk categories based on relevant information about the ability of borrowers to service their debt such as: current financial information, historical payment experience, credit documentation, public information, and current economic trends, among other factors. The Company analyzes loans individually to classify the loans as to credit risk. The Company uses the following definitions for risk ratings:

Pass – Loans that are well protected by the current net worth and paying capacity of the obligor (or guarantors, if any) or by the fair value, less cost to acquire and sell, of any underlying collateral in a timely manner.

Special Mention – Loans which do not currently expose the Company to a sufficient degree of risk to warrant an adverse classification but have some credit deficiencies or other potential weaknesses.

Substandard – Loans which are inadequately protected by the paying capacity and net worth of the obligor or the collateral pledged, if any. Substandard assets include those characterized by the distinct possibility that the Company will sustain some loss if the deficiencies are not corrected.

Doubtful – Loans which have all of the weaknesses inherent in those classified as Substandard, with the added characteristic that the weaknesses present make collection or liquidation in full highly questionable and improbable, on the basis of currently existing facts, conditions and values.

Loss – Loans which are considered uncollectible or of so little value that their continuance as assets is not warranted.

- 21 -


 

The following table presents the risk category of loans as of December 31, 2021 by loan segment and vintage year:

 

 

Term Loans by Origination Year for Fiscal Years ended June 30,

 

 

 

 

 

 

 

 

2022

 

 

2021

 

 

2020

 

 

2019

 

 

2018

 

 

Prior

 

 

Revolving Loans

 

 

Total

 

 

(In Thousands)

 

Multi-family mortgage:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

$

257,520

 

 

$

276,031

 

 

$

243,081

 

 

$

273,672

 

 

$

284,322

 

 

$

606,354

 

 

$

-

 

 

$

1,940,980

 

Special Mention

 

-

 

 

 

-

 

 

 

-

 

 

 

16,461

 

 

 

5,023

 

 

 

4,788

 

 

 

-

 

 

 

26,272

 

Substandard

 

-

 

 

 

-

 

 

 

-

 

 

 

10,286

 

 

 

2,790

 

 

 

27,103

 

 

 

-

 

 

 

40,179

 

Doubtful

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Total multi-family mortgage

 

257,520

 

 

 

276,031

 

 

 

243,081

 

 

 

300,419

 

 

 

292,135

 

 

 

638,245

 

 

 

-

 

 

 

2,007,431

 

Non-residential mortgage:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

 

97,596

 

 

 

97,060

 

 

 

61,367

 

 

 

52,144

 

 

 

49,719

 

 

 

594,931

 

 

 

6,112

 

 

 

958,929

 

Special Mention

 

-

 

 

 

-

 

 

 

-

 

 

 

23,458

 

 

 

4,089

 

 

 

9,312

 

 

 

-

 

 

 

36,859

 

Substandard

 

-

 

 

 

727

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

29,932

 

 

 

-

 

 

 

30,659

 

Doubtful

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Total non-residential mortgage

 

97,596

 

 

 

97,787

 

 

 

61,367

 

 

 

75,602

 

 

 

53,808

 

 

 

634,175

 

 

 

6,112

 

 

 

1,026,447

 

Commercial business:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

 

31,192

 

 

 

40,381

 

 

 

10,942

 

 

 

4,330

 

 

 

9,569

 

 

 

8,215

 

 

 

70,059

 

 

 

174,688

 

Special Mention

 

-

 

 

 

-

 

 

 

68

 

 

 

-

 

 

 

2,240

 

 

 

916

 

 

 

457

 

 

 

3,681

 

Substandard

 

-

 

 

 

40

 

 

 

139

 

 

 

-

 

 

 

1,447

 

 

 

286

 

 

 

-

 

 

 

1,912

 

Doubtful

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

145

 

 

 

3

 

 

 

148

 

Total commercial business

 

31,192

 

 

 

40,421

 

 

 

11,149

 

 

 

4,330

 

 

 

13,256

 

 

 

9,562

 

 

 

70,519

 

 

 

180,429

 

Construction loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

 

4,320

 

 

 

70,251

 

 

 

8,353

 

 

 

2,818

 

 

 

14,419

 

 

 

2,878

 

 

 

5,735

 

 

 

108,774

 

Special Mention

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Substandard

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

1,929

 

 

 

-

 

 

 

1,929

 

Doubtful

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Total construction loans

 

4,320

 

 

 

70,251

 

 

 

8,353

 

 

 

2,818

 

 

 

14,419

 

 

 

4,807

 

 

 

5,735

 

 

 

110,703

 

Residential mortgage:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

 

209,786

 

 

 

539,163

 

 

 

94,541

 

 

 

55,958

 

 

 

61,352

 

 

 

497,899

 

 

 

375

 

 

 

1,459,074

 

Special Mention

 

-

 

 

 

-

 

 

 

-

 

 

 

1,219

 

 

 

-

 

 

 

893

 

 

 

-

 

 

 

2,112

 

Substandard

 

-

 

 

 

-

 

 

 

1,718

 

 

 

658

 

 

 

-

 

 

 

13,705

 

 

 

-

 

 

 

16,081

 

Doubtful

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Total residential mortgage

 

209,786

 

 

 

539,163

 

 

 

96,259

 

 

 

57,835

 

 

 

61,352

 

 

 

512,497

 

 

 

375

 

 

 

1,477,267

 

Home equity loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

 

1,212

 

 

 

738

 

 

 

1,856

 

 

 

3,357

 

 

 

2,370

 

 

 

8,140

 

 

 

24,006

 

 

 

41,679

 

Special Mention

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

271

 

 

 

-

 

 

 

271

 

Substandard

 

-

 

 

 

-

 

 

 

-

 

 

 

129

 

 

 

-

 

 

 

1,855

 

 

 

-

 

 

 

1,984

 

Doubtful

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Total home equity loans

 

1,212

 

 

 

738

 

 

 

1,856

 

 

 

3,486

 

 

 

2,370

 

 

 

10,266

 

 

 

24,006

 

 

 

43,934

 

Other consumer loans

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

 

311

 

 

 

344

 

 

 

493

 

 

 

469

 

 

 

250

 

 

 

1,042

 

 

 

44

 

 

 

2,953

 

Special Mention

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Substandard

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Doubtful

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

87

 

 

 

87

 

Other consumer loans

 

311

 

 

 

344

 

 

 

493

 

 

 

469

 

 

 

250

 

 

 

1,042

 

 

 

131

 

 

 

3,040

 

Total loans

$

601,937

 

 

$

1,024,735

 

 

$

422,558

 

 

$

444,959

 

 

$

437,590

 

 

$

1,810,594

 

 

$

106,878

 

 

$

4,849,251

 

 

 

- 22 -


 

The following table presents the risk category of loans as of June 30, 2021 by loan segment and vintage year:

 

 

Term Loans by Origination Year for Fiscal Years ended June 30,

 

 

 

 

 

 

 

 

2021

 

 

2020

 

 

2019

 

 

2018

 

 

2017

 

 

Prior

 

 

Revolving Loans

 

 

Total

 

 

(In Thousands)

 

Multi-family mortgage:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

$

281,402

 

 

$

257,970

 

 

$

374,871

 

 

$

341,304

 

 

$

343,370

 

 

$

374,909

 

 

$

-

 

 

$

1,973,826

 

Special Mention

 

-

 

 

 

-

 

 

 

26,974

 

 

 

5,079

 

 

 

4,834

 

 

 

1,054

 

 

 

-

 

 

 

37,941

 

Substandard

 

-

 

 

 

-

 

 

 

-

 

 

 

2,896

 

 

 

13,198

 

 

 

11,399

 

 

 

-

 

 

 

27,493

 

Doubtful

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Total multi-family mortgage

 

281,402

 

 

 

257,970

 

 

 

401,845

 

 

 

349,279

 

 

 

361,402

 

 

 

387,362

 

 

 

-

 

 

 

2,039,260

 

Non-residential mortgage:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

 

99,602

 

 

 

77,146

 

 

 

56,435

 

 

 

64,616

 

 

 

254,940

 

 

 

441,696

 

 

 

6,150

 

 

 

1,000,585

 

Special Mention

 

-

 

 

 

-

 

 

 

23,520

 

 

 

4,146

 

 

 

8,801

 

 

 

4,513

 

 

 

-

 

 

 

40,980

 

Substandard

 

743

 

 

 

-

 

 

 

-

 

 

 

4,934

 

 

 

20,602

 

 

 

11,600

 

 

 

-

 

 

 

37,879

 

Doubtful

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Total non-residential mortgage

 

100,345

 

 

 

77,146

 

 

 

79,955

 

 

 

73,696

 

 

 

284,343

 

 

 

457,809

 

 

 

6,150

 

 

 

1,079,444

 

Commercial business:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

 

44,514

 

 

 

18,988

 

 

 

4,701

 

 

 

12,654

 

 

 

3,322

 

 

 

12,892

 

 

 

65,657

 

 

 

162,728

 

Special Mention

 

-

 

 

 

-

 

 

 

-

 

 

 

2,304

 

 

 

945

 

 

 

12

 

 

 

461

 

 

 

3,722

 

Substandard

 

41

 

 

 

76

 

 

 

160

 

 

 

1,474

 

 

 

132

 

 

 

189

 

 

 

-

 

 

 

2,072

 

Doubtful

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

420

 

 

 

9

 

 

 

429

 

Total commercial business

 

44,555

 

 

 

19,064

 

 

 

4,861

 

 

 

16,432

 

 

 

4,399

 

 

 

13,513

 

 

 

66,127

 

 

 

168,951

 

Construction loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

 

40,332

 

 

 

17,404

 

 

 

11,203

 

 

 

13,860

 

 

 

1,641

 

 

 

1,382

 

 

 

5,735

 

 

 

91,557

 

Special Mention

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Substandard

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

2,247

 

 

 

-

 

 

 

2,247

 

Doubtful

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Total construction loans

 

40,332

 

 

 

17,404

 

 

 

11,203

 

 

 

13,860

 

 

 

1,641

 

 

 

3,629

 

 

 

5,735

 

 

 

93,804

 

Residential mortgage:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

 

560,543

 

 

 

124,606

 

 

 

69,917

 

 

 

74,754

 

 

 

119,238

 

 

 

472,587

 

 

 

375

 

 

 

1,422,020

 

Special Mention

 

-

 

 

 

-

 

 

 

1,233

 

 

 

-

 

 

 

-

 

 

 

712

 

 

 

-

 

 

 

1,945

 

Substandard

 

-

 

 

 

1,040

 

 

 

671

 

 

 

511

 

 

 

1,468

 

 

 

20,066

 

 

 

-

 

 

 

23,756

 

Doubtful

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Total residential mortgage

 

560,543

 

 

 

125,646

 

 

 

71,821

 

 

 

75,265

 

 

 

120,706

 

 

 

493,365

 

 

 

375

 

 

 

1,447,721

 

Home equity loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

 

834

 

 

 

2,508

 

 

 

4,585

 

 

 

2,778

 

 

 

2,241

 

 

 

7,798

 

 

 

24,788

 

 

 

45,532

 

Special Mention

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

393

 

 

 

-

 

 

 

393

 

Substandard

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

11

 

 

 

1,935

 

 

 

-

 

 

 

1,946

 

Doubtful

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Total home equity loans

 

834

 

 

 

2,508

 

 

 

4,585

 

 

 

2,778

 

 

 

2,252

 

 

 

10,126

 

 

 

24,788

 

 

 

47,871

 

Other consumer loans

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

 

550

 

 

 

517

 

 

 

633

 

 

 

256

 

 

 

127

 

 

 

1,044

 

 

 

44

 

 

 

3,171

 

Special Mention

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Substandard

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

1

 

 

 

1

 

Doubtful

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

87

 

 

 

87

 

Other consumer loans

 

550

 

 

 

517

 

 

 

633

 

 

 

256

 

 

 

127

 

 

 

1,044

 

 

 

132

 

 

 

3,259

 

Total loans

$

1,028,561

 

 

$

500,255

 

 

$

574,903

 

 

$

531,566

 

 

$

774,870

 

 

$

1,366,848

 

 

$

103,307

 

 

$

4,880,310

 

 

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, 2021, we held two single-family properties in other real estate owned with an aggregate carrying value of $658,000 that were acquired through foreclosure on residential mortgage loans. As of that same date, we held 10 residential mortgage loans with aggregate carrying values totaling $1.8 million which were in the process of foreclosure. As of June 30, 2021, we held one single-family property in other real estate owned with an aggregate carrying value of $178,000 that was acquired through a foreclosure on a residential mortgage loan. As of that same date, we held 11 residential mortgage loans with aggregate carrying values totaling $2.1 million which were in the process of foreclosure.

New Jersey's moratorium on evictions ended on December 31, 2021. Under New Jersey's new eviction protections for people under certain income levels, no evictions may occur now or in the future based on rent due during the time period of March 1, 2020 through August 31, 2021, for certain moderate income families, or March 1, 2020 through December 31, 2021 for certain low income families. The moratorium on home foreclosures ended on November 15, 2021, for all income levels. This included landlords facing foreclosure who currently have tenants. New York's moratorium on evictions for tenants who have endured COVID-related hardships and on foreclosures ended on January 15, 2022. As a result, the Company has resumed residential property foreclosure sales and evictions. Eviction laws may be subject to legal challenges and could change based on the results of court proceedings.

- 23 -


 

6. ALLOWANCE FOR CREDIT LOSSES

Adoption of Topic 326

On July 1, 2020, the Company adopted ASU 2016-13, “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments”, which replaces the incurred loss methodology with an expected loss methodology, referred to as the “CECL” methodology.

Allowance for Credit Losses on Loans Receivable

The following tables present the balance of the allowance for credit losses at December 31, 2021 and June 30, 2021. For the quarter and six months ended December 31, 2021 and 2020, the balance of the allowance for credit losses is based on the CECL methodology, as noted above. 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.

 

Allowance for Credit Losses

 

December 31, 2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Multi-Family Mortgage

 

 

Non-
Residential
Mortgage

 

 

Commercial
Business

 

 

Construction

 

 

Residential
Mortgage

 

 

Home
Equity
Loans

 

 

Other
Consumer

 

 

Total

 

 

(In Thousands)

 

Balance of allowance for
credit losses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans acquired with deteriorated credit quality individually analyzed

$

-

 

 

$

429

 

 

$

-

 

 

$

-

 

 

$

-

 

 

$

22

 

 

$

-

 

 

$

451

 

Loans acquired with deteriorated credit quality collectively analyzed

 

-

 

 

 

637

 

 

 

2

 

 

 

4

 

 

 

288

 

 

 

-

 

 

 

-

 

 

 

931

 

Loans individually
evaluated

 

2,690

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

252

 

 

 

-

 

 

 

-

 

 

 

2,942

 

Loans collectively
evaluated

 

23,105

 

 

 

9,012

 

 

 

1,901

 

 

 

1,437

 

 

 

8,061

 

 

 

286

 

 

 

90

 

 

 

43,892

 

Total allowance for credit losses

$

25,795

 

 

$

10,078

 

 

$

1,903

 

 

$

1,441

 

 

$

8,601

 

 

$

308

 

 

$

90

 

 

$

48,216

 

 

 

Balance of Loans Receivable

 

December 31, 2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Multi-Family Mortgage

 

 

Non-
Residential
Mortgage

 

 

Commercial
Business

 

 

Construction

 

 

Residential
Mortgage

 

 

Home
Equity
Loans

 

 

Other
Consumer

 

 

Total

 

 

(In Thousands)

 

Balance of loans
receivable:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans acquired with deteriorated credit quality individually evaluated

$

-

 

 

$

818

 

 

$

176

 

 

$

-

 

 

$

752

 

 

$

355

 

 

$

-

 

 

$

2,101

 

Loans acquired with deteriorated credit quality collectively evaluated

 

-

 

 

 

23,564

 

 

 

1,424

 

 

 

5,735

 

 

 

7,180

 

 

 

61

 

 

 

-

 

 

 

37,964

 

Loans individually
evaluated

 

31,211

 

 

 

28,659

 

 

 

259

 

 

 

1,929

 

 

 

6,709

 

 

 

1,270

 

 

 

-

 

 

 

70,037

 

Loans collectively
evaluated

 

1,976,220

 

 

 

973,406

 

 

 

178,570

 

 

 

103,039

 

 

 

1,462,626

 

 

 

42,248

 

 

 

3,040

 

 

 

4,739,149

 

Total loans

$

2,007,431

 

 

$

1,026,447

 

 

$

180,429

 

 

$

110,703

 

 

$

1,477,267

 

 

$

43,934

 

 

$

3,040

 

 

$

4,849,251

 

Unaccreted yield adjustments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(22,847

)

Loans receivable, net of yield adjustments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

4,826,404

 

 

- 24 -


 

 

Allowance for Credit Losses

 

June 30, 2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Multi-Family Mortgage

 

 

Non-
Residential
Mortgage

 

 

Commercial
Business

 

 

Construction

 

 

Residential
Mortgage

 

 

Home
Equity
Loans

 

 

Other
Consumer

 

 

Total

 

 

(In Thousands)

 

Balance of allowance for
credit losses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans acquired with deteriorated credit quality individually analyzed

$

-

 

 

$

2,700

 

 

$

-

 

 

$

-

 

 

$

122

 

 

$

21

 

 

$

-

 

 

$

2,843

 

Loans acquired with deteriorated credit quality collectively analyzed

 

155

 

 

 

692

 

 

 

15

 

 

 

49

 

 

 

204

 

 

 

1

 

 

 

-

 

 

 

1,116

 

Loans individually
evaluated

 

1,368

 

 

 

2,025

 

 

 

33

 

 

 

-

 

 

 

447

 

 

 

1

 

 

 

-

 

 

 

3,874

 

Loans collectively
evaluated

 

26,927

 

 

 

10,826

 

 

 

2,038

 

 

 

1,121

 

 

 

8,974

 

 

 

410

 

 

 

36

 

 

 

50,332

 

Total allowance for loan losses

$

28,450

 

 

$

16,243

 

 

$

2,086

 

 

$

1,170

 

 

$

9,747

 

 

$

433

 

 

$

36

 

 

$

58,165

 

 

 

Balance of Loans Receivable

 

June 30, 2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Multi-Family Mortgage

 

 

Non-
Residential
Mortgage

 

 

Commercial
Business

 

 

Construction

 

 

Residential
Mortgage

 

 

Home
Equity
Loans

 

 

Other
Consumer

 

 

Total

 

 

(In Thousands)

 

Balance of loans
receivable:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans acquired with deteriorated credit quality individually evaluated

$

-

 

 

$

6,519

 

 

$

183

 

 

$

-

 

 

$

3,617

 

 

$

380

 

 

$

-

 

 

$

10,699

 

Loans acquired with deteriorated credit quality collectively evaluated

 

5,599

 

 

 

25,844

 

 

 

2,533

 

 

 

12,970

 

 

 

4,785

 

 

 

65

 

 

 

-

 

 

 

51,796

 

Loans individually
evaluated

 

18,526

 

 

 

30,668

 

 

 

729

 

 

 

2,228

 

 

 

15,553

 

 

 

1,364

 

 

 

-

 

 

 

69,068

 

Loans collectively
evaluated

 

2,015,135

 

 

 

1,016,413

 

 

 

165,506

 

 

 

78,606

 

 

 

1,423,766

 

 

 

46,062

 

 

 

3,259

 

 

 

4,748,747

 

Total loans

$

2,039,260

 

 

$

1,079,444

 

 

$

168,951

 

 

$

93,804

 

 

$

1,447,721

 

 

$

47,871

 

 

$

3,259

 

 

$

4,880,310

 

Unaccreted yield adjustments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(28,916

)

Loans receivable, net of yield adjustments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

4,851,394

 

 

- 25 -


 

The following tables present the activity in the allowance for credit losses on loans for the quarter and six months ended December 31, 2021 and 2020.

 

 

Quarter Ended December 31, 2021

 

 

Multi-Family Mortgage

 

 

Non-
Residential
Mortgage

 

 

Commercial
Business

 

 

Construction

 

 

Residential
Mortgage

 

 

Home
Equity
Loans

 

 

Other
Consumer

 

 

Total

 

 

(In Thousands)

 

At September 30, 2021:

$

24,982

 

 

$

13,845

 

 

$

1,994

 

 

$

1,430

 

 

$

9,129

 

 

$

318

 

 

$

87

 

 

$

51,785

 

Charge offs

 

-

 

 

 

(1,284

)

 

 

(15

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(1,299

)

Recoveries

 

-

 

 

 

-

 

 

 

4

 

 

 

-

 

 

 

145

 

 

 

1

 

 

 

-

 

 

 

150

 

Provision for (reversal of) credit losses

 

813

 

 

 

(2,483

)

 

 

(80

)

 

 

11

 

 

 

(673

)

 

 

(11

)

 

 

3

 

 

 

(2,420

)

At December 31, 2021:

$

25,795

 

 

$

10,078

 

 

$

1,903

 

 

$

1,441

 

 

$

8,601

 

 

$

308

 

 

$

90

 

 

$

48,216

 

 

 

Six Months Ended December 31, 2021

 

 

Multi-Family Mortgage

 

 

Non-
Residential
Mortgage

 

 

Commercial
Business

 

 

Construction

 

 

Residential
Mortgage

 

 

Home
Equity
Loans

 

 

Other
Consumer

 

 

Total

 

 

(In Thousands)

 

At June 30, 2021

$

28,450

 

 

$

16,243

 

 

$

2,086

 

 

$

1,170

 

 

$

9,747

 

 

$

433

 

 

$

36

 

 

$

58,165

 

Charge offs

 

(104

)

 

 

(2,097

)

 

 

(175

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(2

)

 

 

(2,378

)

Recoveries

 

-

 

 

 

-

 

 

 

101

 

 

 

-

 

 

 

147

 

 

 

1

 

 

 

-

 

 

 

249

 

(Reversal of) provision for credit losses

 

(2,551

)

 

 

(4,068

)

 

 

(109

)

 

 

271

 

 

 

(1,293

)

 

 

(126

)

 

 

56

 

 

 

(7,820

)

At December 31, 2021:

$

25,795

 

 

$

10,078

 

 

$

1,903

 

 

$

1,441

 

 

$

8,601

 

 

$

308

 

 

$

90

 

 

$

48,216

 

 

 

Quarter Ended December 31, 2020

 

 

Multi-Family Mortgage

 

 

Non-
Residential
Mortgage

 

 

Commercial
Business

 

 

Construction

 

 

Residential
Mortgage

 

 

Home
Equity
Loans

 

 

Other
Consumer

 

 

Total

 

 

(In Thousands)

 

At September 30, 2020:

$

28,566

 

 

$

15,094

 

 

$

4,355

 

 

$

1,105

 

 

$

14,835

 

 

$

858

 

 

$

47

 

 

$

64,860

 

Charge offs

 

-

 

 

 

(66

)

 

 

-

 

 

 

-

 

 

 

(13

)

 

 

(32

)

 

 

(4

)

 

 

(115

)

Recoveries

 

-

 

 

 

-

 

 

 

3

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

3

 

 

 

6

 

Provision for (Reversal of) credit losses

 

934

 

 

 

905

 

 

 

(1,010

)

 

 

100

 

 

 

(2,197

)

 

 

(101

)

 

 

4

 

 

 

(1,365

)

At December 31, 2020:

$

29,500

 

 

$

15,933

 

 

$

3,348

 

 

$

1,205

 

 

$

12,625

 

 

$

725

 

 

$

50

 

 

$

63,386

 

 

 

Six Months Ended December 31, 2020

 

 

Multi-Family Mortgage

 

 

Non-
Residential
Mortgage

 

 

Commercial
Business

 

 

Construction

 

 

Residential
Mortgage

 

 

Home
Equity
Loans

 

 

Other
Consumer

 

 

Total

 

 

(In Thousands)

 

At June 30, 2020 (prior to
adoption of ASC 326):

$

20,916

 

 

$

8,763

 

 

$

1,926

 

 

$

236

 

 

$

4,860

 

 

$

568

 

 

$

58

 

 

$

37,327

 

Impact of adopting Topic 326

 

8,408

 

 

 

2,390

 

 

 

(421

)

 

 

80

 

 

 

9,106

 

 

 

92

 

 

 

(15

)

 

 

19,640

 

Charge offs

 

-

 

 

 

(66

)

 

 

(64

)

 

 

-

 

 

 

(13

)

 

 

(32

)

 

 

(13

)

 

 

(188

)

Recoveries

 

-

 

 

 

-

 

 

 

5

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

7

 

 

 

12

 

Initial allowance on PCD loans

 

250

 

 

 

1,720

 

 

 

1,007

 

 

 

99

 

 

 

720

 

 

 

105

 

 

 

-

 

 

 

3,901

 

(Reversal of) provision for credit losses

 

(74

)

 

 

3,126

 

 

 

895

 

 

 

790

 

 

 

(2,048

)

 

 

(8

)

 

 

13

 

 

 

2,694

 

At December 31, 2020:

$

29,500

 

 

$

15,933

 

 

$

3,348

 

 

$

1,205

 

 

$

12,625

 

 

$

725

 

 

$

50

 

 

$

63,386

 

 

- 26 -


 

Allowance for Credit Losses on Off Balance Sheet Commitments

The following tables present the activity in the allowance for credit losses on off balance sheet commitments for the quarter and six months ended December 31, 2021 and 2020:

 

 

Quarter Ended

 

 

December 31, 2021

 

 

(In Thousands)

 

At September 30, 2021:

$

1,584

 

Provision reversal recorded in other non-interest expense

 

(436

)

At December 31, 2021:

$

1,148

 

 

 

Six Months Ended

 

 

December 31, 2021

 

 

(In Thousands)

 

At June 30, 2021:

$

1,708

 

Provision reversal recorded in other non-interest expense

 

(560

)

At December 31, 2021:

$

1,148

 

 

 

Quarter Ended

 

 

December 31, 2020

 

 

(In Thousands)

 

At September 30, 2020:

$

1,004

 

Provision recorded in other non-interest expense

 

54

 

At December 31, 2020:

$

1,058

 

 

 

Six Months Ended

 

 

December 31, 2020

 

 

(In Thousands)

 

At June 30, 2020

$

-

 

Impact of adopting Topic 326 (1)

 

536

 

Provision recorded in other non-interest expense

 

522

 

At December 31, 2020:

$

1,058

 

 

(1)
Adoption of CECL accounting standard effective July 1, 2020. 

- 27 -


 

7. DEPOSITS

Deposits are summarized as follows:

 

 

December 31,

 

 

June 30,

 

 

2021

 

 

2021

 

 

(In Thousands)

 

Non-interest-bearing demand

$

604,805

 

 

$

593,718

 

Interest-bearing demand

 

2,106,693

 

 

 

1,902,478

 

Savings

 

1,087,740

 

 

 

1,111,364

 

Certificates of deposits

 

1,654,787

 

 

 

1,877,746

 

Total deposits

$

5,454,025

 

 

$

5,485,306

 

 

 

8. BORROWINGS

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

 

 

December 31, 2021

 

 

June 30, 2021

 

 

 

Balance

 

 

Weighted
Average
Interest Rate

 

 

Balance

 

 

Weighted
Average
Interest Rate

 

 

 

(Dollars in Thousands)

 

 

By remaining period to maturity:

 

 

 

 

 

 

 

 

 

 

 

 

Less than one year

$

390,000

 

 

 

0.36

 

%

$

390,000

 

 

 

0.33

 

%

One to two years

 

145,000

 

 

 

3.04

 

 

 

145,000

 

 

 

3.04

 

 

Two to three years

 

103,500

 

 

 

2.65

 

 

 

22,500

 

 

 

2.63

 

 

Three to four years

 

29,000

 

 

 

2.77

 

 

 

103,500

 

 

 

2.68

 

 

Four to five years

 

-

 

 

 

-

 

 

 

6,500

 

 

 

2.82

 

 

Greater than five years

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

Total advances

 

667,500

 

 

 

1.40

 

%

 

667,500

 

 

 

1.38

 

%

Unamortized fair value adjustments

 

(1,395

)

 

 

 

 

 

(1,624

)

 

 

 

 

Total advances, net of fair value adjustments

$

666,105

 

 

 

 

 

$

665,876

 

 

 

 

 

 

At December 31, 2021, FHLB advances were collateralized by the FHLB capital stock owned by the Bank and mortgage loans and securities with carrying values totaling approximately $3.41 billion and $154.7 million, respectively. At June 30, 2021, FHLB advances were collateralized by the FHLB capital stock owned by the Bank and mortgage loans and securities with carrying values totaling approximately $3.27 billion and $170.1 million, respectively.

Borrowings at both December 31, 2021 and June 30, 2021 included overnight borrowings totaling $20.0 million.

 

- 28 -


 

9. 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 positions.

 

Fair Values of Derivative Instruments on the Statement of Financial Condition

The tables below present 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, 2021 and June 30, 2021:

 

 

December 31, 2021

 

 

Asset Derivatives

 

 

Liability Derivatives

 

 

Location

 

Fair Value

 

 

Location

 

Fair Value

 

 

(In Thousands)

 

Derivatives designated as hedging
  instruments:

 

 

 

 

 

 

 

 

 

Interest rate contracts

Other assets

 

$

9,622

 

 

Other liabilities

 

$

210

 

Total

 

 

$

9,622

 

 

 

 

$

210

 

 

 

June 30, 2021

 

 

Asset Derivatives

 

 

Liability Derivatives

 

 

Location

 

Fair Value

 

 

Location

 

Fair Value

 

 

(In Thousands)

 

Derivatives designated as hedging
  instruments:

 

 

 

 

 

 

 

 

 

Interest rate contracts

Other assets

 

$

1,832

 

 

Other liabilities

 

$

673

 

Total

 

 

$

1,832

 

 

 

 

$

673

 

 

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, 2021, the Company had a total of 11 interest rate swaps and caps with a total notional amount of $840.0 million hedging specific wholesale funding positions.

For derivatives designated as cash flow hedges, the gain or loss on the derivative is recorded in other comprehensive income, net of tax, and subsequently reclassified into interest expense in the same period during which the hedged transaction affects earnings.

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 quarter and six months ended December 31, 2021 the Company had $1.5 million and $3.0 million, respectively, of reclassifications to interest expense. During the next twelve months, the Company estimates that $2.7 million will be reclassified as an increase in interest expense.

- 29 -


 

The tables below present the pre-tax effects of the Company’s derivative instruments on the Consolidated Statements of Income for the quarter and six months ended December 31, 2021 and 2020:

 

 

Quarter Ended December 31, 2021

 

 

Amount of Gain
(Loss) Recognized
in OCI on
Derivatives

 

 

Location of Gain
(Loss) Reclassified
from Accumulated
OCI into Income

 

Amount of Gain
(Loss) Reclassified
from Accumulated
OCI into Income

 

 

(In Thousands)

 

Derivatives in cash flow
 hedging relationships:

 

 

 

 

 

 

 

Interest rate contracts

$

5,110

 

 

Interest expense

 

$

(1,506

)

Total

$

5,110

 

 

 

 

$

(1,506

)

 

 

Six Months Ended December 31, 2021

 

 

Amount of Gain
(Loss) Recognized
in OCI on
Derivatives

 

 

Location of Gain
(Loss) Reclassified
from Accumulated
OCI into Income

 

Amount of Gain
(Loss) Reclassified
from Accumulated
OCI into Income

 

 

(In Thousands)

 

Derivatives in cash flow
 hedging relationships:

 

 

 

 

 

 

 

Interest rate contracts

$

5,264

 

 

Interest expense

 

$

(3,003

)

Total

$

5,264

 

 

 

 

$

(3,003

)

 

 

Quarter Ended December 31, 2020

 

 

Amount of Gain
(Loss) Recognized
in OCI on
Derivatives

 

 

Location of Gain
(Loss) Reclassified
from Accumulated
OCI into Income

 

Amount of Gain
(Loss) Reclassified
from Accumulated
OCI into Income

 

 

(In Thousands)

 

Derivatives in cash flow
 hedging relationships:

 

 

 

 

 

 

 

Interest rate contracts

$

1,389

 

 

Interest expense

 

$

(2,217

)

Total

$

1,389

 

 

 

 

$

(2,217

)

 

 

Six Months Ended December 31, 2020

 

 

Amount of Gain
(Loss) Recognized
in OCI on
Derivatives

 

 

Location of Gain
(Loss) Reclassified
from Accumulated
OCI into Income

 

Amount of Gain
(Loss) Reclassified
from Accumulated
OCI into Income

 

 

(In Thousands)

 

Derivatives in cash flow
 hedging relationships:

 

 

 

 

 

 

 

Interest rate contracts

$

1,278

 

 

Interest expense

 

$

(4,589

)

Total

$

1,278

 

 

 

 

$

(4,589

)

 

- 30 -


 

Offsetting Derivatives

The tables below present a gross presentation, the effects of offsetting, and a net presentation of the Company’s derivatives in the Consolidated Statements of Financial Condition as of December 31, 2021 and June 30, 2021, 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 Statements of Financial Condition.

 

 

December 31, 2021

 

 

 

 

 

 

 

 

 

 

 

Gross Amounts Not Offset

 

 

 

 

 

Gross Amount Recognized

 

 

Gross Amounts Offset

 

 

Net Amounts Presented

 

 

Financial Instruments

 

 

Cash Collateral Received

 

 

Net Amount

 

 

(In Thousands)

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate contracts

$

11,754

 

 

$

(2,132

)

 

$

9,622

 

 

$

-

 

 

$

-

 

 

$

9,622

 

Total

$

11,754

 

 

$

(2,132

)

 

$

9,622

 

 

$

-

 

 

$

-

 

 

$

9,622

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross Amounts Not Offset

 

 

 

 

 

Gross Amount Recognized

 

 

Gross Amounts Offset

 

 

Net Amounts Presented

 

 

Financial Instruments

 

 

Cash Collateral Posted

 

 

Net Amount

 

 

(In Thousands)

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate contracts

$

2,342

 

 

$

(2,132

)

 

$

210

 

 

$

-

 

 

$

(210

)

 

$

-

 

Total

$

2,342

 

 

$

(2,132

)

 

$

210

 

 

$

-

 

 

$

(210

)

 

$

-

 

 

 

 

June 30, 2021

 

 

 

 

 

 

 

 

 

 

 

Gross Amounts Not Offset

 

 

 

 

 

Gross Amount Recognized

 

 

Gross Amounts Offset

 

 

Net Amounts Presented

 

 

Financial Instruments

 

 

Cash Collateral Received

 

 

Net Amount

 

 

(In Thousands)

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate contracts

$

6,847

 

 

$

(5,015

)

 

$

1,832

 

 

$

-

 

 

$

-

 

 

$

1,832

 

Total

$

6,847

 

 

$

(5,015

)

 

$

1,832

 

 

$

-

 

 

$

-

 

 

$

1,832

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross Amounts Not Offset

 

 

 

 

 

Gross Amount Recognized

 

 

Gross Amounts Offset

 

 

Net Amounts Presented

 

 

Financial Instruments

 

 

Cash Collateral Posted

 

 

Net Amount

 

 

(In Thousands)

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate contracts

$

5,688

 

 

$

(5,015

)

 

$

673

 

 

$

-

 

 

$

(673

)

 

$

-

 

Total

$

5,688

 

 

$

(5,015

)

 

$

673

 

 

$

-

 

 

$

(673

)

 

$

-

 

 

- 31 -


 

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, 2021, 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 $217,000.

As required under the enforceable master netting arrangement with its derivatives counterparties, at December 31, 2021, the Company posted financial collateral of $220,000 that was not included as an offsetting amount.

In addition to the derivative instruments noted above, the Company’s pipeline of loans held for sale at December 31, 2021 and June 30, 2021, included $19.6 million and $48.4 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.

 

10. 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:

 

 

Quarter Ended

 

 

Six Months Ended

 

 

Affected Line Item in the Consolidated

 

December 31,

 

 

December 31,

 

 

Statements of Income

 

2021

 

 

2020

 

 

2021

 

 

2020

 

 

 

 

 

 

(In Thousands)

 

 

(In Thousands)

 

 

 

 

 

Service cost

$

29

 

 

$

27

 

 

$

58

 

 

$

53

 

 

Salaries and employee benefits

Interest cost

 

69

 

 

 

65

 

 

 

138

 

 

 

131

 

 

Miscellaneous non-interest expense

Amortization of unrecognized loss

 

20

 

 

 

21

 

 

 

40

 

 

 

42

 

 

Miscellaneous non-interest expense

Expected return on assets

 

(28

)

 

 

(29

)

 

 

(56

)

 

 

(57

)

 

Miscellaneous non-interest expense

Net periodic benefit cost

$

90

 

 

$

84

 

 

$

180

 

 

$

169

 

 

 

 

 

 

 

- 32 -


 

11. 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 rate of 21% to income for the quarter and six months ended December 31, 2021 and 2020:

 

 

Quarter Ended

 

 

Six Months Ended

 

 

December 31,

 

 

December 31,

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

 

(Dollars in Thousands)

 

 

(Dollars in Thousands)

 

Income before income taxes

$

25,570

 

 

$

22,562

 

 

$

52,557

 

 

$

36,825

 

Statutory federal tax rate

 

21

%

 

 

21

%

 

 

21

%

 

 

21

%

Federal income tax expense at statutory rate

$

5,370

 

 

$

4,738

 

 

$

11,037

 

 

$

7,733

 

(Reduction) increase in income taxes resulting from:

 

 

 

 

 

 

 

 

 

 

 

Tax exempt interest

 

(68

)

 

 

(91

)

 

 

(138

)

 

 

(185

)

State tax, net of federal tax effect

 

1,990

 

 

 

1,456

 

 

 

4,118

 

 

 

2,240

 

Incentive stock option compensation expense

 

16

 

 

 

20

 

 

 

39

 

 

 

40

 

Income from bank-owned life insurance

 

(328

)

 

 

(338

)

 

 

(656

)

 

 

(665

)

Non-deductible merger-related expenses

 

-

 

 

 

-

 

 

 

-

 

 

 

49

 

Bargain purchase gain

 

-

 

 

 

-

 

 

 

-

 

 

 

(641

)

Other items, net

 

(179

)

 

 

352

 

 

 

(327

)

 

 

450

 

 

$

6,801

 

 

$

6,137

 

 

$

14,073

 

 

$

9,021

 

Reversal of valuation allowance

 

-

 

 

 

(523

)

 

 

-

 

 

 

(523

)

Total income tax expense

$

6,801

 

 

$

5,614

 

 

$

14,073

 

 

$

8,498

 

Effective income tax rate

 

26.60

%

 

 

24.88

%

 

 

26.78

%

 

 

23.08

%

 

 

12. FAIR VALUE OF FINANCIAL INSTRUMENTS

Fair value is the exchange price that would be received for an asset or paid to transfer a liability (exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. There are three levels of inputs that may be used to measure fair values:

 

 

Level 1:

 

Quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity has the ability to access as of the measurement date.

 

 

Level 2:

 

Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These might include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability or inputs that are derived principally from, or corroborated by, market data by correlation or other means.

 

 

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.

 

 

- 33 -


 

Assets Measured on a Recurring Basis:

The following methods and significant assumptions were used to estimate the fair values of the Company’s assets measured at fair value on a recurring basis at December 31, 2021 and June 30, 2021:

Investment Securities Available for Sale

The Company’s available for sale investment securities are reported at fair value utilizing Level 2 inputs. For these securities, the Company obtains fair value measurements from an independent pricing service. The fair value measurements consider observable data that may include dealer quotes, market spreads, cash flows, the U.S. Treasury yield curve, live trading levels, trade execution data, market consensus prepayment speeds, credit information and the securities’ terms and conditions, among other things. From time to time, the Company validates prices supplied by the independent pricing service by comparison to prices obtained from third-party sources or derived using internal models.

Derivatives

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.

 

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

 

 

December 31, 2021

 

 

Quoted
Prices
in Active
Markets for
Identical
Assets
(Level 1)

 

 

Significant
Other
Observable
Inputs
(Level 2)

 

 

Significant
Unobservable
Inputs
(Level 3)

 

 

Total

 

 

(In Thousands)

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

Debt securities available for sale:

 

 

 

 

 

 

 

 

 

 

 

Obligations of state and political subdivisions

 

-

 

 

 

33,174

 

 

 

-

 

 

 

33,174

 

Asset-backed securities

 

-

 

 

 

226,714

 

 

 

-

 

 

 

226,714

 

Collateralized loan obligations

 

-

 

 

 

290,480

 

 

 

-

 

 

 

290,480

 

Corporate bonds

 

-

 

 

 

160,244

 

 

 

-

 

 

 

160,244

 

Total debt securities

 

-

 

 

 

710,612

 

 

 

-

 

 

 

710,612

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage-backed securities available for sale:

 

 

 

 

 

 

 

 

 

 

 

Collateralized mortgage obligations

 

-

 

 

 

9,701

 

 

 

-

 

 

 

9,701

 

Residential pass-through securities

 

-

 

 

 

638,548

 

 

 

-

 

 

 

638,548

 

Commercial pass-through securities

 

-

 

 

 

232,205

 

 

 

-

 

 

 

232,205

 

Total mortgage-backed securities

 

-

 

 

 

880,454

 

 

 

-

 

 

 

880,454

 

Total securities available for sale

$

-

 

 

$

1,591,066

 

 

$

-

 

 

$

1,591,066

 

Interest rate contracts

 

-

 

 

 

9,622

 

 

 

-

 

 

 

9,622

 

 

 

 

 

 

 

 

 

 

 

 

 

Total assets

$

-

 

 

$

1,600,688

 

 

$

-

 

 

$

1,600,688

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

Interest rate contracts

$

-

 

 

$

210

 

 

$

-

 

 

$

210

 

Total liabilities

$

-

 

 

$

210

 

 

$

-

 

 

$

210

 

 

 

- 34 -


 

 

June 30, 2021

 

 

Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)

 

 

Significant
Other
Observable
Inputs
(Level 2)

 

 

Significant
Unobservable
Inputs
(Level 3)

 

 

Total

 

 

(In Thousands)

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

Debt securities available for sale:

 

 

 

 

 

 

 

 

 

 

 

Obligations of state and political subdivisions

 

-

 

 

 

34,603

 

 

 

-

 

 

 

34,603

 

Asset-backed securities

 

-

 

 

 

242,989

 

 

 

-

 

 

 

242,989

 

Collateralized loan obligations

 

-

 

 

 

189,880

 

 

 

-

 

 

 

189,880

 

Corporate bonds

 

-

 

 

 

158,351

 

 

 

-

 

 

 

158,351

 

Total debt securities

 

-

 

 

 

625,823

 

 

 

-

 

 

 

625,823

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage-backed securities available for sale:

 

 

 

 

 

 

 

 

 

 

 

Collateralized mortgage obligations

 

-

 

 

 

13,739

 

 

 

-

 

 

 

13,739

 

Residential pass-through securities

 

-

 

 

 

744,491

 

 

 

-

 

 

 

744,491

 

Commercial pass-through securities

 

-

 

 

 

292,811

 

 

 

-

 

 

 

292,811

 

Total mortgage-backed securities

 

-

 

 

 

1,051,041

 

 

 

-

 

 

 

1,051,041

 

Total securities available for sale

 

-

 

 

 

1,676,864

 

 

 

-

 

 

 

1,676,864

 

Interest rate contracts

 

-

 

 

 

1,832

 

 

 

-

 

 

 

1,832

 

 

 

 

 

 

 

 

 

 

 

 

 

Total assets

$

-

 

 

$

1,678,696

 

 

$

-

 

 

$

1,678,696

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

Interest rate contracts

$

-

 

 

$

673

 

 

$

-

 

 

$

673

 

Total liabilities

$

-

 

 

$

673

 

 

$

-

 

 

$

673

 

 

Assets Measured on a Non-Recurring Basis:

The following methods and assumptions were used to estimate the fair values of the Company’s assets measured at fair value on a non-recurring basis at December 31, 2021 and June 30, 2021:

Collateral Dependent Individually Analyzed Loans:

The fair value of collateral dependent loans that are individually analyzed is determined based upon the appraised fair value of the underlying collateral, less costs to sell. Such collateral primarily consists of real estate and, to a lesser extent, other business assets. Management may also adjust appraised values to reflect estimated changes in market values or apply other adjustments to appraised values resulting from its knowledge of the collateral. Internal valuations may be utilized to determine the fair value of other business assets. For non-collateral-dependent loans, management estimates fair value using discounted cash flows based on inputs that are largely unobservable and instead reflect management’s own estimates of the assumptions as a market participant would in pricing such loans. Collateral dependent individually analyzed loans are considered a Level 3 valuation by the Company.

- 35 -


 

Other Real Estate Owned

Other real estate owned is recorded at estimated fair value, less estimated selling costs when acquired, thus establishing a new cost basis. Fair value is generally based on independent appraisals. These appraisals include adjustments to comparable assets based on the appraisers’ market knowledge and experience. When an asset is acquired, the excess of the loan balance over fair value, less estimated selling costs, is charged to the allowance for credit losses. If further declines in the estimated fair value of the asset occur, a write-down is recorded through expense. The valuation of foreclosed assets is subjective in nature and may be adjusted in the future because of changes in economic conditions.

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

 

 

December 31, 2021

 

 

Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)

 

 

Significant
Other
Observable
Inputs
(Level 2)

 

 

Significant
Unobservable
Inputs
(Level 3)

 

 

Total

 

 

(In Thousands)

 

Collateral dependent loans:

 

 

 

 

 

 

 

 

 

 

 

Residential mortgage

$

-

 

 

$

-

 

 

$

2,257

 

 

$

2,257

 

Multi-family mortgage

 

-

 

 

 

-

 

 

 

15,725

 

 

 

15,725

 

Non-residential mortgage

 

-

 

 

 

-

 

 

 

5,942

 

 

 

5,942

 

Total

$

-

 

 

$

-

 

 

$

23,924

 

 

$

23,924

 

 

 

 

 

 

 

 

 

 

 

 

 

Other real estate owned, net:

 

 

 

 

 

 

 

 

 

 

 

Residential

 

 

 

$

-

 

 

$

658

 

 

$

658

 

Total

$

-

 

 

$

-

 

 

$

658

 

 

$

658

 

 

 

June 30, 2021

 

 

Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)

 

 

Significant
Other
Observable
Inputs
(Level 2)

 

 

Significant
Unobservable
Inputs
(Level 3)

 

 

Total

 

 

(In Thousands)

 

Collateral dependent loans:

 

 

 

 

 

 

 

 

 

 

 

Residential mortgage

$

-

 

 

$

-

 

 

$

3,051

 

 

$

3,051

 

Multi-family mortgage

 

 

 

 

 

 

 

6,932

 

 

 

6,932

 

Non-residential mortgage

 

-

 

 

 

-

 

 

 

8,679

 

 

 

8,679

 

Total

$

-

 

 

$

-

 

 

$

18,662

 

 

$

18,662

 

 

 

 

 

 

 

 

 

 

 

 

 

Other real estate owned, net:

 

 

 

 

 

 

 

 

 

 

 

Residential

 

-

 

 

 

-

 

 

 

178

 

 

 

178

 

Total

$

-

 

 

$

-

 

 

$

178

 

 

$

178

 

 

- 36 -


 

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, 2021

 

 

Fair
Value

 

 

Valuation
Techniques

 

Unobservable
Input

 

Range

 

Weighted
Average

 

 

(Dollars in Thousands)

 

Collateral dependent loans:

 

 

 

 

 

 

 

 

 

 

 

Residential mortgage

$

2,257

 

 

Market valuation of underlying collateral

(1)

Adjustments to reflect current conditions/selling costs

(2)

7% - 14%

 

 

10.26

%

Multi-family mortgage

 

15,725

 

 

Market valuation of underlying collateral

(1)

Adjustments to reflect current conditions/selling costs

(2)

10% - 13%

 

 

12.05

%

Non-residential mortgage

 

5,942

 

 

Market valuation of underlying collateral

(1)

Adjustments to reflect current conditions/selling costs

(2)

9% - 16%

 

 

13.12

%

Total

$

23,924

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other real estate owned, net:

 

 

 

 

 

 

 

 

 

 

 

Residential

$

658

 

 

Market valuation of underlying collateral

(3)

Adjustments to reflect current conditions/selling costs

(2)

6.00%

 

 

6.00

%

Total

$

658

 

 

 

 

 

 

 

 

 

 

 

 

June 30, 2021

 

 

Fair
Value

 

 

Valuation
Techniques

 

Unobservable
Input

 

Range

 

Weighted
Average

 

 

(Dollars in Thousands)

 

Collateral dependent loans:

 

 

 

 

 

 

 

 

 

 

 

Residential mortgage

$

3,051

 

 

Market valuation of underlying collateral

(1)

Adjustments to reflect current conditions/selling costs

(2)

7% - 13%

 

 

9.77

%

Multi-family mortgage

 

6,932

 

 

Market valuation of underlying collateral

(1)

Adjustments to reflect current conditions/selling costs

(2)

10% - 11%

 

 

10.39

%

Non-residential mortgage

 

8,679

 

 

Market valuation of underlying collateral

(1)

Adjustments to reflect current conditions/selling costs

(2)

9% - 16%

 

 

14.48

%

Total

$

18,662

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other real estate owned, net:

 

 

 

 

 

 

 

 

 

 

 

Residential

$

178

 

 

Market valuation of underlying collateral

(3)

Adjustments to reflect current conditions/selling costs

(2)

6.00%

 

 

6.00

%

Total

$

178

 

 

 

 

 

 

 

 

 

 

 

(1)
The fair value of collateral dependent individually analyzed loans is generally determined based on an independent appraisal of the fair value of a loan’s underlying collateral.
(2)
The fair value basis of collateral dependent individually analyzed loans and other real estate owned is adjusted to reflect management’s estimates of selling costs including, but not necessarily limited to, real estate brokerage commissions and title transfer fees.
(3)
The fair value of other real estate owned is generally determined based upon the lower of an independent appraisal of the property’s fair value or the applicable listing price or contracted sales price.

 

- 37 -


 

At December 31, 2021, collateral dependent loans valued using Level 3 inputs comprised loans with principal balances totaling $27.3 million and valuation allowances of $3.3 million reflecting fair values of $23.9 million. By comparison, at June 30, 2021, collateral dependent loans valued using Level 3 inputs comprised loans with principal balances totaling $25.2 million and valuation allowances of $6.5 million reflecting fair values of $18.7 million.

Once a loan is foreclosed, the fair value of the other real estate owned continues to be evaluated based upon the fair value of the repossessed real estate originally securing the loan. At December 31, 2021 and June 30, 2021, the Company held other real estate owned totaling $658,000 and $178,000, respectively, at December 31, 2021 and June 30, 2021, whose carrying value was written down utilizing Level 3 inputs.

 

The following tables present the carrying amount, fair value, and placement in the fair value hierarchy of the Company’s financial instruments as of December 31, 2021 and June 30, 2021:

 

 

December 31, 2021

 

 

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

$

60,452

 

 

$

60,452

 

 

$

60,452

 

 

$

-

 

 

$

-

 

Investment securities available for sale

 

1,591,066

 

 

 

1,591,066

 

 

 

-

 

 

 

1,591,066

 

 

 

-

 

Investment securities held to maturity

 

53,142

 

 

 

54,056

 

 

 

-

 

 

 

54,056

 

 

 

-

 

Loans held-for-sale

 

12,549

 

 

 

12,732

 

 

 

-

 

 

 

12,732

 

 

 

-

 

Net loans receivable

 

4,778,188

 

 

 

4,785,409

 

 

 

-

 

 

 

-

 

 

 

4,785,409

 

FHLB Stock

 

36,622

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Interest receivable

 

18,495

 

 

 

18,495

 

 

 

-

 

 

 

4,331

 

 

 

14,164

 

Interest rate contracts

 

9,622

 

 

 

9,622

 

 

 

-

 

 

 

9,622

 

 

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deposits

 

5,454,025

 

 

 

5,453,304

 

 

 

3,799,238

 

 

 

-

 

 

 

1,654,066

 

Borrowings

 

686,105

 

 

 

687,555

 

 

 

-

 

 

 

-

 

 

 

687,555

 

Interest payable on deposits

 

152

 

 

 

152

 

 

 

89

 

 

 

-

 

 

 

63

 

Interest payable on borrowings

 

1,379

 

 

 

1,379

 

 

 

-

 

 

 

-

 

 

 

1,379

 

Interest rate contracts

 

210

 

 

 

210

 

 

 

-

 

 

 

210

 

 

 

-

 

 

 

- 38 -


 

 

June 30, 2021

 

 

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

$

67,855

 

 

$

67,855

 

 

$

67,855

 

 

$

-

 

 

$

-

 

Investment securities available for sale

 

1,676,864

 

 

 

1,676,864

 

 

 

-

 

 

 

1,676,864

 

 

 

-

 

Investment securities held to maturity

 

38,138

 

 

 

39,610

 

 

 

-

 

 

 

39,610

 

 

 

-

 

Loans held-for-sale

 

16,492

 

 

 

16,934

 

 

 

-

 

 

 

16,934

 

 

 

-

 

Net loans receivable

 

4,793,229

 

 

 

4,830,136

 

 

 

-

 

 

 

-

 

 

 

4,830,136

 

FHLB Stock

 

36,615

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Interest receivable

 

19,362

 

 

 

19,362

 

 

 

1

 

 

 

4,238

 

 

 

15,123

 

Interest rate contracts

 

1,832

 

 

 

1,832

 

 

 

-

 

 

 

1,832

 

 

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deposits

 

5,485,306

 

 

 

5,490,923

 

 

 

3,607,560

 

 

 

-

 

 

 

1,883,363

 

Borrowings

 

685,876

 

 

 

701,419

 

 

 

-

 

 

 

-

 

 

 

701,419

 

Interest payable on deposits

 

145

 

 

 

145

 

 

 

96

 

 

 

-

 

 

 

49

 

Interest payable on borrowings

 

1,335

 

 

 

1,335

 

 

 

-

 

 

 

-

 

 

 

1,335

 

Interest rate contracts

 

673

 

 

 

673

 

 

 

-

 

 

 

673

 

 

 

-

 

 

Commitments. The fair value of commitments to fund credit lines and originate or participate in loans held in portfolio or loans held for sale 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, including those relating to loans held for sale that are considered derivative instruments for financial statement reporting purposes, the 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.

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 fair 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 and insurance. 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.

 

- 39 -


 

13. COMPREHENSIVE INCOME

The components of accumulated other comprehensive income included in stockholders’ equity at December 31, 2021 and June 30, 2021 are as follows:

 

 

December 31,

 

 

June 30,

 

 

2021

 

 

2021

 

 

(In Thousands)

 

Net unrealized (loss) gain on securities available for sale

$

(4,736

)

 

$

10,011

 

Tax effect

 

1,432

 

 

 

(2,882

)

Net of tax amount

 

(3,304

)

 

 

7,129

 

 

 

 

 

 

 

Fair value adjustments on derivatives

 

7,955

 

 

 

(312

)

Tax effect

 

(2,333

)

 

 

94

 

Net of tax amount

 

5,622

 

 

 

(218

)

 

 

 

 

 

 

Benefit plan adjustments

 

(1,053

)

 

 

(1,093

)

Tax effect

 

309

 

 

 

326

 

Net of tax amount

 

(744

)

 

 

(767

)

 

 

 

 

 

 

Total accumulated other comprehensive income

$

1,574

 

 

$

6,144

 

 

Other comprehensive (loss) income and related tax effects for the quarter and six months ended December 31, 2021 and 2020 are presented in the following table:

 

 

Quarter Ended

 

 

Six Months Ended

 

 

December 31,

 

 

December 31,

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

 

(In Thousands)

 

Net unrealized holding (loss) gain on securities
  available for sale

$

(7,700

)

 

$

730

 

 

$

(14,746

)

 

$

1,912

 

 

 

 

 

 

 

 

 

 

 

 

 

Net realized gain on sale and call of securities
  available for sale
(1)

 

-

 

 

 

(813

)

 

 

(1

)

 

 

(436

)

 

 

 

 

 

 

 

 

 

 

 

 

Fair value adjustments on derivatives

 

6,616

 

 

 

3,606

 

 

 

8,267

 

 

 

5,867

 

 

 

 

 

 

 

 

 

 

 

 

 

Benefit plans:

 

 

 

 

 

 

 

 

 

 

 

Amortization of actuarial loss

 

20

 

 

 

21

 

 

 

40

 

 

 

42

 

Net actuarial gain (2)

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Net change in benefit plan accrued expense

 

20

 

 

 

21

 

 

 

40

 

 

 

42

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive (loss) income before taxes

 

(1,064

)

 

 

3,544

 

 

 

(6,440

)

 

 

7,385

 

Tax effect

 

302

 

 

 

(1,065

)

 

 

1,870

 

 

 

(2,189

)

Total other comprehensive (loss) income

$

(762

)

 

$

2,479

 

 

$

(4,570

)

 

$

5,196

 

 

(1)
Represents amounts reclassified out of accumulated other comprehensive income and included in gain on sale of securities on the consolidated statements of income.
(2)
Represents amounts reclassified out of accumulated other comprehensive income and included in the computation of net periodic pension expense. See Note 10 – Benefit Plans for additional information.

 

- 40 -


 

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

The following schedule shows the Company’s earnings per share calculations for the periods presented:

 

 

Quarter Ended December 31,

 

 

Six Months Ended December 31,

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

 

(In Thousands, Except Per Share Data)

 

Net income

$

18,769

 

 

$

16,948

 

 

$

38,484

 

 

$

28,327

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of common shares
 outstanding - basic

 

72,011

 

 

 

85,120

 

 

 

73,274

 

 

 

85,564

 

Effect of dilutive securities

 

26

 

 

 

3

 

 

 

23

 

 

 

2

 

Weighted average number of common shares
 outstanding - diluted

 

72,037

 

 

 

85,123

 

 

 

73,297

 

 

 

85,566

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic earnings per share

$

0.26

 

 

$

0.20

 

 

$

0.53

 

 

$

0.33

 

Diluted earnings per share

$

0.26

 

 

$

0.20

 

 

$

0.53

 

 

$

0.33

 

 

Stock options for 3,115,000 and 3,280,648 shares of common stock were not considered in computing diluted earnings per share at December 31, 2021 and December 31, 2020, respectively, because they were considered anti-dilutive.

 

- 41 -


 

ITEM 2.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

Forward-Looking Statements

This Quarterly 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 general economic conditions, public health crisis such as the governmental, social and economic effects of the novel coronavirus, legislative and regulatory changes, monetary and fiscal policies of the federal government, changes in tax policies, rates and regulations of federal, state and local tax authorities and failure to integrate or profitably operate acquired businesses. 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.

In addition, the COVID-19 pandemic has had, and may continue to have, an adverse impact on the Company, its clients and the communities it serves. Given its ongoing and dynamic nature, it is difficult to predict the full impact of the COVID-19 pandemic on our business. The extent of such impact will depend on future developments, which are highly uncertain, including whether the coronavirus can continue to be controlled and abated. As the result of the COVID-19 pandemic and the related adverse local and national economic consequences, we could be subject to any of the following risks, any of which could have a material, adverse effect on our business, financial condition, liquidity, and results of operations: the demand for our products and services may decline, making it difficult to grow assets and income; if the economy worsens, loan delinquencies, problem assets, and foreclosures may increase, resulting in increased charges and reduced income; collateral for loans, especially real estate, may decline in value, which could cause loan losses to increase; our allowance for credit losses may increase if borrowers experience financial difficulties, which will adversely affect our net income; the net worth and liquidity of loan guarantors may decline, impairing their ability to honor commitments to us; as the result of the decline in the Federal Reserve Board’s target federal funds rate to near 0%, the yield on our assets may decline to a greater extent than the decline in our cost of interest-bearing liabilities, reducing our net interest margin and spread and reducing net income; due to a decline in our stock price or other factors, goodwill may become impaired and be required to be written down; and our cyber security risks are increased as the result of an increase in the number of employees working remotely. Reference is made to Item 1A “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended June 30, 2021.

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.

Critical Accounting Policies

Our accounting policies are integral to understanding the results reported. We consider accounting policies that require management to exercise significant judgment or discretion or to make significant assumptions that have, or could have, a material impact on the carrying value of certain assets or on income to be critical accounting policies. At December 31, 2021, the Company considers the determination of the allowance for credit losses on loans, individually evaluating loans, calculating the allowance of credit losses on acquired loans, accounting for business combinations and the valuation of goodwill and identifiable intangible assets to be our critical accounting policies. Reference is made to Item 7 “Management's Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s Annual Report on Form 10-K for the year ended June 30, 2021, for a description of the Company's critical accounting policies.

- 42 -


 

Comparison of Financial Condition at December 31, 2021 and June 30, 2021

Executive Summary. Total assets decreased $97.5 million to $7.19 billion at December 31, 2021 from $7.28 billion at June 30, 2021. The decrease primarily reflected decreases in investment securities and net loans receivable.

Investment Securities. Investment securities available for sale decreased $85.8 million, to $1.59 billion at December 31, 2021, from $1.68 billion at June 30, 2021. This decrease was largely the result of principal repayments of $209.7 million, partially offset by security purchases of $140.6 million. Investment securities held to maturity increased $15.0 million to $53.1 million at December 31, 2021 from $38.1 million at June 30, 2021. This increase was largely the result of security purchases of $16.2 million, partially offset by principal repayments of $1.1 million.

Additional information regarding investment securities at December 31, 2021 and June 30, 2021 is presented in Note 4 to the unaudited consolidated financial statements.

Loans Held-for-Sale. Loans held-for-sale totaled $12.5 million at December 31, 2021 as compared to $16.5 million at June 30, 2021 and are reported separately from the balance of net loans receivable. During the six months ended December 31, 2021, $131.4 million of residential mortgage loans were sold, resulting in a gain on sale of $1.9 million.

Net Loans Receivable. Net loans receivable decreased $15.0 million, or 0.3%, to $4.78 billion at December 31, 2021 from $4.79 billion at June 30, 2021. Detail regarding the change in the loan portfolio, by loan segment, is presented below:

 

 

December 31,

 

 

June 30,

 

 

Increase/

 

 

2021

 

 

2021

 

 

(Decrease)

 

 

(In Thousands)

 

Commercial loans:

 

 

 

 

 

 

 

 

Multi-family mortgage

$

2,007,431

 

 

$

2,039,260

 

 

$

(31,829

)

Nonresidential mortgage

 

1,026,447

 

 

 

1,079,444

 

 

 

(52,997

)

Commercial business

 

180,429

 

 

 

168,951

 

 

 

11,478

 

Construction

 

110,703

 

 

 

93,804

 

 

 

16,899

 

Total commercial loans

 

3,325,010

 

 

 

3,381,459

 

 

 

(56,449

)

 

 

 

 

 

 

 

 

 

One- to four-family residential mortgage

 

1,477,267

 

 

 

1,447,721

 

 

 

29,546

 

 

 

 

 

 

 

 

 

 

Consumer loans:

 

 

 

 

 

 

 

 

Home equity loans

 

43,934

 

 

 

47,871

 

 

 

(3,937

)

Other consumer

 

3,040

 

 

 

3,259

 

 

 

(219

)

Total consumer

 

46,974

 

 

 

51,130

 

 

 

(4,156

)

 

 

 

 

 

 

 

 

 

Total loans

 

4,849,251

 

 

 

4,880,310

 

 

 

(31,059

)

 

 

 

 

 

 

 

 

 

Unaccreted yield adjustments

 

(22,847

)

 

 

(28,916

)

 

 

6,069

 

Allowance for credit losses

 

(48,216

)

 

 

(58,165

)

 

 

9,949

 

 

 

 

 

 

 

 

 

 

Net loans receivable

$

4,778,188

 

 

$

4,793,229

 

 

$

(15,041

)

 

Commercial loan origination volume for the six months ended December 31, 2021 totaled $432.7 million, comprised of $307.0 million of commercial mortgage loan originations, $84.3 million of commercial business loan originations and construction loan disbursements of $41.4 million. Commercial loan origination volume was augmented with the funding of purchased commercial mortgage loans totaling $48.4 million.

One- to four-family residential mortgage loan origination volume for the six months ended December 31, 2021, excluding loans held-for-sale, totaled $190.8 million and was augmented with the funding of purchased loans totaling $23.9 million. Home equity loan and line of credit origination volume for the same period totaled $8.9 million.

- 43 -


 

Loan-to-value ("LTV") ratios are based on current period loan balances and original appraised values at the time of origination unless a current appraisal has been obtained as a result of the loan being deemed collateral dependent and individually analyzed. The following table sets forth the composition of our real estate secured loans indicating the LTV, by loan category, at December 31, 2021 and June 30, 2021:

 

 

December 31, 2021

 

 

June 30, 2021

 

 

Balance

 

 

LTV

 

 

Balance

 

 

LTV

 

 

(In Thousands)

 

Commercial mortgage loans:

 

 

 

 

 

 

 

 

 

 

 

Multi-family mortgage loans

$

2,007,431

 

 

 

64

%

 

$

2,039,260

 

 

 

64

%

Nonresidential mortgage loans

 

1,026,447

 

 

 

54

%

 

 

1,079,444

 

 

 

54

%

Construction loans

 

110,703

 

 

 

59

%

 

 

93,804

 

 

 

61

%

Total commercial mortgage loans

 

3,144,581

 

 

 

61

%

 

 

3,212,508

 

 

 

61

%

 

 

 

 

 

 

 

 

 

 

 

 

One- to four-family residential mortgage

 

1,477,267

 

 

 

60

%

 

 

1,447,721

 

 

 

59

%

 

 

 

 

 

 

 

 

 

 

 

 

Consumer loans:

 

 

 

 

 

 

 

 

 

 

 

Home equity loans

 

43,934

 

 

 

47

%

 

 

47,871

 

 

 

47

%

 

 

 

 

 

 

 

 

 

 

 

 

Total mortgage loans

$

4,665,782

 

 

 

60

%

 

$

4,708,100

 

 

 

60

%

 

Additional information about the Company’s loans at December 31, 2021 and June 30, 2021 is presented in Note 5 to the unaudited consolidated financial statements.

Nonperforming Assets and TDRs. Nonperforming assets decreased by $7.1 million to $72.8 million, or 1.01% of total assets at December 31, 2021, from $79.9 million, or 1.10% of total assets at June 30, 2021. At December 31, 2021, the Company had accruing TDRs totaling $8.7 million, an increase of $2.5 million from $6.2 million at June 30, 2021. At December 31, 2021, the Company had non-accrual TDRs totaling $10.6 million, a decrease of $1.0 million from $11.6 million at June 30, 2021.

Based on Section 4013 of the CARES Act, the 2021 Consolidated Appropriations Act and related regulatory guidance promulgated by federal banking regulators, qualifying loan modifications made in response to the COVID-19 pandemic, including short-term payment deferrals, are not considered to be TDRs. The Company had active payment deferrals, which were not considered TDRs, of $2.6 million and $5.6 million, respectively, as of December 31, 2021 and June 30, 2021.

Additional information about the Company’s nonperforming loans and TDRs at December 31, 2021 and June 30, 2021 is presented in Note 5 to the unaudited consolidated financial statements.

Allowance for Credit Losses. At December 31, 2021, the ACL totaled $48.2 million, or 0.99% of total loans, reflecting a decrease of $9.9 million from $58.2 million, or 1.19% of total loans, at June 30, 2021. The decrease during the six months ended December 31, 2021 was largely attributable to a provision for credit loss reversal of $7.8 million, primarily resulting from continued improvement in the Company's credit risk outlook, a reduction in the expected life of various segments of the loan portfolio and a net reduction in reserves on loans individually evaluated for impairment. Also contributing to this decrease were net charge-offs of $2.1 million, all of which had been individually reserved for within the ACL at June 30, 2021.

Additional information about the ACL at December 31, 2021 and June 30, 2021 is presented in Note 6 to the unaudited consolidated financial statements.

Other Assets. The aggregate balance of other assets, including premises and equipment, FHLB stock, interest receivable, goodwill, core deposit intangibles, bank owned life insurance, deferred income taxes, OREO and other assets, decreased $331,000 to $690.8 million at December 31, 2021 from $691.2 million at June 30, 2021. The decrease in the balance of these other assets during the six months ended December 31, 2021 generally reflected normal operating fluctuations in their respective balances.

- 44 -


 

Deposits. Total deposits decreased $31.3 million, or 0.6%, to $5.45 billion at December 31, 2021 from $5.49 billion at June 30, 2021. The decrease in deposits largely reflected the controlled run-off of time deposits, which was partially offset by growth in core non-maturity deposits. The following table sets forth the distribution of, and changes in, deposits, by type, for the periods indicated:

 

 

December 31,

 

 

June 30,

 

 

Increase/

 

 

2021

 

 

2021

 

 

(Decrease)

 

 

(In Thousands)

 

Non-interest-bearing deposits

$

604,805

 

 

$

593,718

 

 

$

11,087

 

 

 

 

 

 

 

 

 

 

Interest-bearing deposits:

 

 

 

 

 

 

 

 

Interest-bearing demand

 

2,106,693

 

 

 

1,902,478

 

 

 

204,215

 

Savings

 

1,087,740

 

 

 

1,111,364

 

 

 

(23,624

)

Certificates of deposit

 

1,654,787

 

 

 

1,877,746

 

 

 

(222,959

)

Interest-bearing deposits

 

4,849,220

 

 

 

4,891,588

 

 

 

(42,368

)

Total deposits

$

5,454,025

 

 

$

5,485,306

 

 

$

(31,281

)

 

Additional information about the Company’s deposits at December 31, 2021 and June 30, 2021 is presented in Note 7 to the unaudited consolidated financial statements.

Borrowings. The balance of borrowings increased by $229,000, to $686.1 million at December 31, 2021 from $685.9 million at June 30, 2021.

Additional information about the Company’s borrowings at December 31, 2021 and June 30, 2021 is presented in Note 8 to the unaudited consolidated financial statements.

Other Liabilities. The balance of other liabilities, including advance payments by borrowers for taxes and other miscellaneous liabilities, decreased $19.0 million to $50.6 million at December 31, 2021 from $69.6 million at June 30, 2021. The decrease in these other liabilities largely reflected the payment of a $12.5 million loan participation liability which was outstanding at June 30, 2021. The remaining change in the balance of these other liabilities generally reflected normal operating fluctuations during the period.

Stockholders’ Equity. Stockholders’ equity decreased $47.5 million to $995.5 million at December 31, 2021 from $1.04 billion at June 30, 2021. The decrease in stockholders’ equity during the six months ended December 31, 2021 largely reflected share repurchases totaling $69.0 million and cash dividends totaling $15.3 million, partially offset by net income of $38.5 million.

Book value per share increased by $0.34 to $13.55 at December 31, 2021 while tangible book value per share increased by $0.15 to $10.64 at December 31, 2021.

On September 22, 2021, the Company announced the authorization of a new stock repurchase plan, which authorized the repurchase of up to 7,602,021 shares, or 10% of the shares then outstanding. During the quarter ended December 31, 2021, the Company repurchased 2,289,537 shares of common stock at a cost of $30.0 million, or $13.10 per share. Through December 31, 2021, the Company repurchased a total of 2,502,676 shares, or 32.9% of the shares authorized for repurchase under the current repurchase program, at a total cost of $32.6 million or $13.05 per share.

- 45 -


 

Comparison of Operating Results for the Quarter ended December 31, 2021 and December 31, 2020

Net Income. Net income for the quarter ended December 31, 2021 was $18.8 million, or $0.26 per diluted share, compared to $16.9 million, or $0.20 per diluted share for the quarter ended December 31, 2020. The increase in net income reflected an increase in net interest income, a decrease in the provision for credit losses and a decrease in non-interest expense, partially offset by a decrease in non-interest income and an increase in income tax expense.

Net Interest Income. Effective July 1, 2021, loan prepayment penalty income was reclassified to interest income on loans. Previously, loan prepayment penalty income was recorded within non-interest income. Interest income and non-interest income for all periods presented reflect this reclassification.

Net interest income increased by $2.8 million to $48.7 million for the quarter ended December 31, 2021 compared to $45.9 million for the quarter ended December 31, 2020. The increase between the comparative periods resulted from a decrease of $6.6 million in interest expense, partially offset by a decrease of $3.8 million in interest income. Included in net interest income for the quarters ended December 31, 2021 and December 31, 2020, respectively, was purchase accounting accretion of $2.6 million and $3.7 million and loan prepayment penalty income of $1.5 million and $1.3 million.

Net interest margin increased 24 basis points to 2.96% for the quarter ended December 31, 2021, from 2.72% for the quarter ended December 31, 2020 and reflected a decrease in the average cost of interest-bearing liabilities that was partially offset by a decrease in the average yield on interest-earning assets.

Details surrounding the composition of, and changes to, net interest income are presented in the table below which reflects the components of the average balance sheet and of net interest income for the periods indicated. We derived the average yields and costs by dividing income or expense by the average balance of assets or liabilities, respectively, for the periods presented with daily balances used to derive average balances. No tax equivalent adjustments have been made to yield or costs. Non-accrual loans were included in the calculation of average balances, however interest receivable on these loans has been fully reserved for and therefore not included in interest income. The yields and costs set forth below include the effect of deferred fees, discounts and premiums that are amortized or accreted to interest income or expense.

- 46 -


 

 

 

 

For the Quarter Ended December 31,

 

 

2021

 

2020

 

 

Average
Balance

 

 

Interest

 

 

Average
Yield/
Cost

 

Average
Balance

 

 

Interest

 

 

Average
Yield/
Cost

 

 

(Dollars in Thousands)

Interest-earning assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans receivable (1)

 

$

4,822,959

 

 

$

47,575

 

 

 

3.95

 

%

 

$

4,871,268

 

 

$

50,806

 

 

 

4.17

 

%

Taxable investment securities (2)

 

 

1,610,395

 

 

 

7,595

 

 

 

1.89

 

 

 

 

1,544,095

 

 

 

7,707

 

 

 

2.00

 

 

Tax-exempt securities (2)

 

 

57,686

 

 

 

327

 

 

 

2.26

 

 

 

 

79,044

 

 

 

433

 

 

 

2.19

 

 

Other interest-earning assets (3)

 

 

77,811

 

 

 

415

 

 

 

2.13

 

 

 

 

266,114

 

 

 

787

 

 

 

1.18

 

 

Total interest-earning assets

 

 

6,568,851

 

 

 

55,912

 

 

 

3.40

 

 

 

 

6,760,521

 

 

 

59,733

 

 

 

3.53

 

 

Non-interest-earning assets

 

 

611,390

 

 

 

 

 

 

 

 

 

 

632,084

 

 

 

 

 

 

 

 

Total assets

 

$

7,180,241

 

 

 

 

 

 

 

 

 

$

7,392,605

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest-bearing liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest-bearing demand

 

$

2,027,021

 

 

$

1,134

 

 

 

0.22

 

 

 

$

1,683,222

 

 

$

1,987

 

 

 

0.47

 

 

Savings

 

 

1,086,903

 

 

 

288

 

 

 

0.11

 

 

 

 

1,058,675

 

 

 

872

 

 

 

0.33

 

 

Certificates of deposit

 

 

1,693,423

 

 

 

2,241

 

 

 

0.53

 

 

 

 

1,899,406

 

 

 

5,788

 

 

 

1.22

 

 

Total interest-bearing deposits

 

 

4,807,347

 

 

 

3,663

 

 

 

0.30

 

 

 

 

4,641,303

 

 

 

8,647

 

 

 

0.75

 

 

Borrowings

 

 

692,062

 

 

 

3,562

 

 

 

2.06

 

 

 

 

1,057,958

 

 

 

5,193

 

 

 

1.96

 

 

Total interest-bearing liabilities

 

 

5,499,409

 

 

 

7,225

 

 

 

0.53

 

 

 

 

5,699,261

 

 

 

13,840

 

 

 

0.97

 

 

Non-interest-bearing liabilities (4)

 

 

675,070

 

 

 

 

 

 

 

 

 

 

576,162

 

 

 

 

 

 

 

 

Total liabilities

 

 

6,174,479

 

 

 

 

 

 

 

 

 

 

6,275,423

 

 

 

 

 

 

 

 

Stockholders' equity

 

 

1,005,762

 

 

 

 

 

 

 

 

 

 

1,117,182

 

 

 

 

 

 

 

 

Total liabilities and stockholders'
  equity

 

$

7,180,241

 

 

 

 

 

 

 

 

 

$

7,392,605

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net interest income

 

 

 

 

$

48,687

 

 

 

 

 

 

 

 

 

$

45,893

 

 

 

 

 

Interest rate spread (5)

 

 

 

 

 

 

 

 

2.87

 

%

 

 

 

 

 

 

 

 

2.56

 

%

Net interest margin (6)

 

 

 

 

 

 

 

 

2.96

 

%

 

 

 

 

 

 

 

 

2.72

 

%

Ratio of interest-earning assets
  to interest-bearing liabilities

 

 

1.19

 

 X

 

 

 

 

 

 

 

 

1.19

 

 X

 

 

 

 

 

 

 

(1)
Loans held-for-sale and non-accruing loans have been included in loans receivable and the effect of such inclusion was not material. Allowance for credit losses has been included in non-interest-earning assets.
(2)
Fair value adjustments have been excluded in the balances of interest-earning assets.
(3)
Includes interest-bearing deposits at other banks and FHLB of New York capital stock.
(4)
Includes average balances of non-interest-bearing deposits of $624,200,000 and $502,480,000, for the quarter ended December 31, 2021, and 2020, respectively.
(5)
Interest rate spread represents the difference between the yield on interest-earning assets and the cost of interest-bearing liabilities.
(6)
Net interest margin represents net interest income as a percentage of average interest-earning assets.

Provision for Credit Losses. The provision for credit losses decreased $1.1 million to a provision for credit losses reversal of $2.4 million for the quarter ended December 31, 2021, compared to a provision for credit losses reversal of $1.4 million for the quarter ended December 31, 2020. The provision reversal for the quarter ended December 31, 2021 was largely attributable to a net reduction in reserves on individually evaluated loans and a reduction in the expected life of various segments of the loan portfolio. By comparison, the provision reversal for the quarter ended December 31, 2020, was largely attributable to an improved economic forecast and credit risk outlook resulting in a release of reserves within multiple loan segments.

Additional information regarding the ACL and the associated provisions recognized during the quarters ended December 31, 2021 and 2020 is presented in Note 6 to the unaudited consolidated financial statements as well as the Comparison of Financial Condition at December 31, 2021 and June 30, 2021.

- 47 -


 

Non-Interest Income. Non-interest income decreased $1.7 million to $4.1 million for the quarter ended December 31, 2021, primarily due to a $1.4 million decrease in gain on sale of loans.

Fees and service charges increased $142,000 to $698,000 for the quarter ended December 31, 2021. The increase primarily reflected increases in various loan-related and deposit-related fees and charges.

Gain on sale and call of securities reflected a net gain of $813,000 during the quarter ended December 31, 2020 for which no such gains were recorded during the current period.

Gain on sale of loans decreased $1.4 million to $970,000 for the quarter ended December 31, 2021. The decrease in loan sale gains largely reflected a decrease in the volume of loans originated and sold between comparative periods coupled with a decrease in the average net price at which such loans were sold.

Other non-interest income increased $415,000 to $482,000 for the quarter ended December 31, 2021. The increase in other non-interest income primarily reflected $356,000 of non-recurring gains on asset disposals.

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 Expense. Total non-interest expense decreased $840,000 to $29.7 million for the quarter ended December 31, 2021.

Salaries and employee benefits increased $1.0 million to $18.1 million for quarter ended December 31, 2021. This increase was largely due to the impact of staff additions, annual merit increases and increases in benefit plan expense, including employee medical benefit, post-retirement plan and ESOP expense.

Net occupancy expense of premises increased $36,000 to $3.2 million for the quarter ended December 31, 2021. The increase was largely attributable to non-recurring expenses of $187,000 associated with the closure of a leased office facility acquired in conjunction with the MSB acquisition. This increase was partially offset by a decrease in building maintenance expense.

Equipment and systems expense decreased $179,000 to $3.7 million for the quarter ended December 31, 2021, largely attributable to cost savings related to the Company's core system contract.

Advertising and marketing expense decreased $65,000 to $448,000 for the quarter ended December 31, 2021. This decrease largely reflected changes in advertising expense across a variety of advertising formats reflecting normal fluctuations in the timing of certain campaigns supporting our loan and deposit growth initiatives.

Debt extinguishment expenses totaled $796,000 for the quarter ended December 31, 2020 for which no such costs were recorded in the current period.

FDIC insurance premiums increased $231,000 to $721,000 for the quarter ended December 31, 2021. The increase was largely attributable to an updated assessment rate from the FDIC based on changes to underlying bank capital ratios.

Director compensation decreased $99,000 to $649,000 for the quarter end December 31, 2021. The decrease in expense primarily reflected a decrease in director stock-based compensation.

Other non-interest expense decreased $983,000 to $2.9 million for the quarter ended December 31, 2021. The decrease in other expense during the quarter was primarily attributable to the reversal of provision for credit losses on off-balance sheet credit exposures and decreases in loan expenses. This decrease was also attributable to non-recurring asset impairment charges of $347,000, recognized during the prior comparative quarter, related to branch consolidation activity.

- 48 -


 

Provision for Income Taxes. Provision for income taxes increased $1.2 million to $6.8 million for the quarter ended December 31, 2021, from $5.6 million for the quarter ended December 31, 2020.

The increase in income tax expense reflected a higher level of pre-tax net income, as compared to the prior period, resulting in a higher provision for income tax expense. The change in income tax expense also reflected the reversal of a valuation allowance totaling $523,000 which was associated with the realization of a capital loss carryforward recorded in the prior comparative period for which no such amount was recorded in the current period.

Effective tax rates for the quarter ended December 31, 2021 and 2020 were 26.6% and 24.9%, respectively. The effective tax rate for the prior comparative period reflected the reversal of a valuation allowance, as noted above.

Comparison of Operating Results for the Six Months ended December 31, 2021 and December 31, 2020

Net Income. Net income for the six months ended December 31, 2021 was $38.5 million, or $0.53 per diluted share, compared to $28.3 million, or $0.33 per diluted share for the quarter ended December 31, 2020. The increase in net income reflected an increase in net interest income, a decrease in the provision for credit losses and a decrease in non-interest expense, partially offset by a decrease in non-interest income and an increase in income tax expense.

Net Interest Income. As noted above, effective July 1, 2021, loan prepayment penalty income was reclassified to interest income on loans. Previously, loan prepayment penalty income was recorded within non-interest income. Interest income and non-interest income for all periods presented reflect this reclassification.

Net interest income increased by $7.6 million to $98.3 million for the six months ended December 31, 2021 compared to $90.7 million for the six months ended December 31, 2021. The increase between the comparative periods resulted from a decrease of $15.7 million in interest expense, partially offset by a decrease of $8.1 million in interest income. Included in net interest income, for the six months ended December 31, 2021 and 2020, respectively, was purchase accounting accretion of $5.5 million and $8.7 million and loan prepayment penalty income of $3.2 million and $2.0 million.

Net interest margin increased 27 basis points to 2.98% for the six months ended December 31, 2021, from 2.71% for six months ended December 31, 2020 and reflected a decrease in the average cost of interest-bearing liabilities that was partially offset by a decrease in the average yield on interest-earning assets.

Details surrounding the composition of, and changes to, net interest income are presented in the table below which reflects the components of the average balance sheet and of net interest income for the periods indicated. We derived the average yields and costs by dividing income or expense by the average balance of assets or liabilities, respectively, for the periods presented with daily balances used to derive average balances. No tax equivalent adjustments have been made to yield or costs. Non-accrual loans were included in the calculation of average balances, however interest receivable on these loans has been fully reserved for and therefore not included in interest income. The yields and costs set forth below include the effect of deferred fees, discounts and premiums that are amortized or accreted to interest income or expense.

- 49 -


 

 

 

 

For the Six Months Ended December 31,

 

 

2021

 

2020

 

 

Average
Balance

 

 

Interest

 

 

Average
Yield/
Cost

 

Average
Balance

 

 

Interest

 

 

Average
Yield/
Cost

 

 

(Dollars in Thousands)

Interest-earning assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans receivable (1)

 

$

4,829,318

 

 

$

95,805

 

 

 

3.97

 

%

 

$

4,914,780

 

 

$

103,617

 

 

 

4.22

 

%

Taxable investment securities (2)

 

 

1,630,174

 

 

 

15,807

 

 

 

1.94

 

 

 

 

1,447,303

 

 

 

15,043

 

 

 

2.08

 

 

Tax-exempt securities (2)

 

 

58,400

 

 

 

660

 

 

 

2.26

 

 

 

 

80,824

 

 

 

887

 

 

 

2.19

 

 

Other interest-earning assets (3)

 

 

81,780

 

 

 

846

 

 

 

2.07

 

 

 

 

256,828

 

 

 

1,701

 

 

 

1.32

 

 

Total interest-earning assets

 

 

6,599,672

 

 

 

113,118

 

 

 

3.43

 

 

 

 

6,699,735

 

 

 

121,248

 

 

 

3.62

 

 

Non-interest-earning assets

 

 

614,062

 

 

 

 

 

 

 

 

 

 

628,168

 

 

 

 

 

 

 

 

Total assets

 

$

7,213,734

 

 

 

 

 

 

 

 

 

$

7,327,903

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest-bearing liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest-bearing demand

 

$

1,990,646

 

 

$

2,280

 

 

 

0.23

 

 

 

$

1,573,730

 

 

$

4,169

 

 

 

0.53

 

 

Savings

 

 

1,094,884

 

 

 

622

 

 

 

0.11

 

 

 

 

1,032,375

 

 

 

2,317

 

 

 

0.45

 

 

Certificates of deposit

 

 

1,745,948

 

 

 

4,826

 

 

 

0.55

 

 

 

 

1,944,047

 

 

 

13,223

 

 

 

1.36

 

 

Total interest-bearing deposits

 

 

4,831,478

 

 

 

7,728

 

 

 

0.32

 

 

 

 

4,550,152

 

 

 

19,709

 

 

 

0.87

 

 

Borrowings

 

 

693,255

 

 

 

7,113

 

 

 

2.05

 

 

 

 

1,096,181

 

 

 

10,853

 

 

 

1.98

 

 

Total interest-bearing liabilities

 

 

5,524,733

 

 

 

14,841

 

 

 

0.54

 

 

 

 

5,646,333

 

 

 

30,562

 

 

 

1.08

 

 

Non-interest-bearing liabilities (4)

 

 

671,116

 

 

 

 

 

 

 

 

 

 

567,462

 

 

 

 

 

 

 

 

Total liabilities

 

 

6,195,849

 

 

 

 

 

 

 

 

 

 

6,213,795

 

 

 

 

 

 

 

 

Stockholders' equity

 

 

1,017,885

 

 

 

 

 

 

 

 

 

 

1,114,108

 

 

 

 

 

 

 

 

Total liabilities and stockholders'
  equity

 

$

7,213,734

 

 

 

 

 

 

 

 

 

$

7,327,903

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net interest income

 

 

 

 

$

98,277

 

 

 

 

 

 

 

 

 

$

90,686

 

 

 

 

 

Interest rate spread (5)

 

 

 

 

 

 

 

 

2.89

 

%

 

 

 

 

 

 

 

 

2.54

 

%

Net interest margin (6)

 

 

 

 

 

 

 

 

2.98

 

%

 

 

 

 

 

 

 

 

2.71

 

%

Ratio of interest-earning assets
  to interest-bearing liabilities

 

 

1.19

 

 X

 

 

 

 

 

 

 

 

1.19

 

 X

 

 

 

 

 

 

 

(1)
Loans held-for-sale and non-accruing loans have been included in loans receivable and the effect of such inclusion was not material. Allowance for credit losses has been included in non-interest-earning assets.
(2)
Fair value adjustments have been excluded in the balances of interest-earning assets.
(3)
Includes interest-bearing deposits at other banks and FHLB of New York capital stock.
(4)
Includes average balances of non-interest-bearing deposits of $617,235,000 and $490,810,000, for the six months ended December 31, 2021, and 2020, respectively.
(5)
Interest rate spread represents the difference between the yield on interest-earning assets and the cost of interest-bearing liabilities.
(6)
Net interest margin represents net interest income as a percentage of average interest-earning assets.

Provision for Credit Losses. The provision for credit losses decreased $10.5 million to a provision for credit losses reversal of $7.8 million for the six months ended December 31, 2021, compared to a provision for credit losses of $2.7 million for the six months ended December 31, 2020. The provision reversal for the six months ended December 31, 2021 was largely attributable to a release of reserves, reflecting a continued improvement in the Company’s credit risk outlook and a reduction in the expected life of various segments of the loan portfolio. By comparison, the provision for the six months ended December 31, 2020, was largely attributable to $5.1 million of provision expense on non-PCD loans acquired in connection with the acquisition of MSB.

Additional information regarding the ACL and the associated provisions recognized during the six months ended December 31, 2021 and 2020 is presented in Note 6 to the unaudited consolidated financial statements as well as the Comparison of Financial Condition at December 31, 2021 and June 30, 2021.

- 50 -


 

Non-Interest Income. Non-interest income decreased $5.0 million to $7.9 million for the six months ended December 31, 2021, primarily due to the $3.1 million bargain purchase gain that was recognized in the prior comparative period in connection with the acquisition of MSB and a $2.3 million decrease in gain on sale of loans.

Fees and service charges increased $304,000 to $1.3 million for the six months ended December 31, 2021. The increase primarily reflected increases in loan-related and deposit-related fees and charges.

Gain on sale and call of securities reflected a net gain of $1,000 during the six months ended December 31, 2021 compared to a net gain of $436,000, recorded during the earlier comparative period.

Gain on sale of loans decreased $2.3 million to $2.0 million for the six months ended December 31, 2021. The decrease in loan sale gains largely reflected a decrease in the volume of loans originated and sold between comparative periods coupled with a decrease in the average net price at which such loans were sold.

Other non-interest income increased $543,000 to $700,000 for the six months ended December 31, 2021. The increase primarily reflected $44,000 of referral fees related to PPP loans, $88,000 of broker fees related to residential mortgage loans and $356,000 of non-recurring gains on asset disposals.

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 Expense. Total non-interest expense decreased $2.6 million to $61.5 million for the six months ended December 31, 2021.

Salaries and employee benefits increased $2.7 million to $36.7 million for the six months ended December 31, 2021. This increase was largely due to the impact of staff additions, annual merit increases and increases in benefit plan expense, including employee medical, post-retirement plan and ESOP expense.

Net occupancy expense of premises increased $1.5 million to $7.7 million for the six months ended December 31, 2021. This increase was primarily due to non-recurring expenses of $1.3 million related to the consolidation of three retail branch locations, $250,000 related to facility repairs made in connection with damage incurred during Tropical Storm Ida and $187,000 related to the closure of a leased office facility acquired in conjunction with the MSB acquisition.

Equipment and systems expense increased $76,000 to $7.5 million for the six months ended December 31, 2021, largely attributable to increases in technology expense associated with the Company's ongoing digital banking initiatives, partially offset by cost savings related to the Company's core system contract.

Advertising and marketing expense decreased $173,000 to $840,000 for the six months ended December 31, 2021. This decrease largely reflected changes in advertising expense across a variety of advertising formats reflecting normal fluctuations in the timing of certain campaigns supporting our loan and deposit growth initiatives.

FDIC insurance premiums increased $251,000 to $1.2 million for the six months ended December 31, 2021. The increase was largely attributable to an updated assessment rate from the FDIC based on changes to underlying bank capital ratios.

Merger-related expenses, associated with the Company’s acquisition of MSB, totaled $4.3 million for the six months ended December 31, 2020 for which no such costs were recorded in the current period.

Debt extinguishment expenses totaled $796,000 for the six months ended December 31, 2020 for which no such costs were recorded in the current period.

Other non-interest expense decreased $1.7 million to $6.0 million for the six months ended December 31, 2021. The decrease in other expense during the period was primarily attributable to the reversal of provision for credit losses on off-balance sheet credit exposures and decreases in loan expenses.

Provision for Income Taxes. Provision for income taxes increased $5.6 million to $14.1 million for the six months ended December 31, 2021, from $8.5 million for the six months ended December 31, 2020.

- 51 -


 

The increase in income tax expense reflected a higher level of pre-tax net income, as compared to the prior period, resulting in a higher provision for income tax expense. The increase also reflected the effects of various non-recurring items recorded in conjunction with the Company’s acquisition of MSB, recorded in the prior comparative period, including non-deductible merger related expenses, which were partially offset by a non-taxable bargain purchase gain. The change in income tax expense also reflected the reversal of a valuation allowance totaling $523,000 which was associated with the realization of a capital loss carryforward recorded in the prior comparative period for which no such amount was recorded in the current period.

Effective tax rates for the six months ended December 31, 2021 and 2020 were 26.8% and 23.1%, respectively. The effective tax rate for the prior comparative period reflected the effects of various non-recurring items recorded in conjunction with the Company’s acquisition of MSB and reversal of a valuation allowance, as noted above.

Liquidity and Capital Resources

Liquidity, represented by cash and cash equivalents, is a product of operating, investing and financing activities. The Company’s primary sources of funds are deposits, borrowings, cash flows from investment securities and loans receivable and funds provided from operations. While scheduled payments from the amortization and maturity of loans and investment securities are relatively predictable sources of funds, general interest rates, economic conditions and competition greatly influence deposit flows and prepayments on loans and securities.

At December 31, 2021, liquidity included $60.5 million of short-term cash and equivalents supplemented by $1.59 billion of investment securities classified as available for sale. In addition, as of December 31, 2021, the Company had the capacity to borrow additional funds totaling $2.24 billion and $301.2 million from the FHLB of New York and FRB, respectively, without pledging additional collateral. As of that same date, the Company also had access to unsecured overnight borrowings with other financial institutions totaling $890.0 million of which $20.0 million was outstanding.

At December 31, 2021, the Company had outstanding commitments to originate and purchase loans totaling approximately $177.1 million while such commitments totaled $192.8 million at June 30, 2021. As of those same dates, the Company’s pipeline of loans held for sale included $19.6 million and $48.4 million, respectively, of loans in process 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 $98.5 million and $154.5 million, respectively, at December 31, 2021 compared to $138.3 million and $181.1 million, respectively, at June 30, 2021. The Company is also subject to the contingent liabilities resulting from letters of credit whose outstanding balances totaled $180,000 and $739,000, at December 31, 2021 and June 30, 2021, 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.

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.

- 52 -


 

The following table sets forth the Bank’s capital position at December 31, 2021 and June 30, 2021, as compared to the minimum regulatory capital requirements that were in effect as of those dates:

 

 

At December 31, 2021

 

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)

$

667,328

 

 

 

14.88

 

%

$

358,891

 

 

 

8.00

 

%

$

448,614

 

 

 

10.00

 

%

Tier 1 capital (to risk-weighted assets)

 

637,487

 

 

 

14.21

 

%

 

269,168

 

 

 

6.00

 

%

 

358,891

 

 

 

8.00

 

%

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

 

637,487

 

 

 

14.21

 

%

 

201,876

 

 

 

4.50

 

%

 

291,599

 

 

 

6.50

 

%

Tier 1 capital (to adjusted total assets)

 

637,487

 

 

 

9.15

 

%

 

278,563

 

 

 

4.00

 

%

 

348,204

 

 

 

5.00

 

%

 

 

At June 30, 2021

 

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)

$

761,883

 

 

 

17.22

 

%

$

353,970

 

 

 

8.00

 

%

$

442,462

 

 

 

10.00

 

%

Tier 1 capital (to risk-weighted assets)

 

726,737

 

 

 

16.42

 

%

 

265,477

 

 

 

6.00

 

%

 

353,970

 

 

 

8.00

 

%

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

 

726,737

 

 

 

16.42

 

%

 

199,108

 

 

 

4.50

 

%

 

287,600

 

 

 

6.50

 

%

Tier 1 capital (to adjusted total assets)

 

726,737

 

 

 

10.23

 

%

 

284,114

 

 

 

4.00

 

%

 

355,142

 

 

 

5.00

 

%

 

 

The following table sets forth the Company’s capital position at December 31, 2021 and June 30, 2021, as compared to the minimum regulatory capital requirements that were in effect as of those dates:

 

 

At December 31, 2021

 

Actual

 

 

For Capital
Adequacy Purposes

 

Amount

 

 

Ratio

 

 

Amount

 

 

Ratio

 

(Dollars in Thousands)

Total capital (to risk-weighted assets)

$

822,216

 

 

 

18.32

 

%

$

358,967

 

 

 

8.00

 

%

Tier 1 capital (to risk-weighted assets)

 

792,375

 

 

 

17.66

 

%

 

269,225

 

 

 

6.00

 

%

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

 

792,375

 

 

 

17.66

 

%

 

201,919

 

 

 

4.50

 

%

Tier 1 capital (to adjusted total assets)

 

792,375

 

 

 

11.35

 

%

 

279,156

 

 

 

4.00

 

%

 

 

At June 30, 2021

 

Actual

 

 

For Capital
Adequacy Purposes

 

Amount

 

 

Ratio

 

 

Amount

 

 

Ratio

 

(Dollars in Thousands)

Total capital (to risk-weighted assets)

$

872,823

 

 

 

19.65

 

%

$

355,274

 

 

 

8.00

 

%

Tier 1 capital (to risk-weighted assets)

 

837,677

 

 

 

18.86

 

%

 

266,456

 

 

 

6.00

 

%

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

 

837,677

 

 

 

18.86

 

%

 

199,842

 

 

 

4.50

 

%

Tier 1 capital (to adjusted total assets)

 

837,677

 

 

 

11.76

 

%

 

284,877

 

 

 

4.00

 

%

 

- 53 -


 

In March 2020, the federal banking agencies announced an interim final rule to delay the estimated impact on regulatory capital stemming from the implementation of CECL. The interim final rule provides banks the option to delay for two years an estimate of CECL’s effect on regulatory capital, relative to the incurred loss method, followed by a three-year transition period established in the previous rule (five-year transition option). The Company has adopted the capital transition relief over the permissible five-year period.

Off-Balance Sheet Arrangements

In the normal course of our business of investing in loans and securities we are a party to financial instruments with off-balance-sheet risk. These financial instruments include significant purchase commitments, such as commitments related to capital expenditure plans and commitments to extend credit to meet the financing needs of our customers. We had no significant off-balance sheet commitments for capital expenditures as of December 31, 2021.

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 3 to the unaudited consolidated financial statements.

 

- 54 -


 

ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK

The majority of our assets and liabilities are sensitive to changes in interest rates and as such interest rate risk is a significant form of market risk that we must manage. Interest rate risk is generally defined in regulatory nomenclature as the risk to earnings or capital arising from the movement of interest rates and arises from several risk factors including re-pricing risk, basis risk, yield curve risk and option risk. We maintain an Asset/Liability Management (“ALM”) program in order manage our interest rate risk. The program is overseen by the Board of Directors through its Interest Rate Risk Management Committee which has assigned the responsibility for the operational aspects of the ALM program to our Asset/Liability Management Committee (“ALCO”), which is comprised of various members of the senior and executive management team.

The quantitative analysis that we conduct measures interest rate risk from both a capital and earnings perspective. With regard to earnings, movements in interest rates and the shape of the yield curve significantly influence the amount of net interest income (“NII”) that we recognize. 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 interest-earning assets and the interest paid on our interest-bearing liabilities. Our internal interest rate risk analysis calculates the sensitivity of our projected NII over a one year period utilizing a static balance sheet assumption through which incoming and outgoing asset and liability cash flows are reinvested into similar instruments. Product pricing and earning asset prepayment speeds are appropriately adjusted for each rate scenario.

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 instruments. 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.

For both earnings and capital at risk, our interest rate risk analysis calculates a base case scenario that assumes no change in interest rates. The model then measures changes 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 falling rate scenarios during periods of lower market interest rates. The relatively low level of interest rates prevalent at December 31, 2021 and June 30, 2021 precluded the modeling of certain falling rate scenarios.

The following tables present the results of our internal EVE analysis as of December 31, 2021 and June 30, 2021, respectively:

 

 

 

December 31, 2021

 

 

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

 

 

1,114,584

 

 

 

(87,695

)

 

 

(7.29

)

 %

 

 

17.20

 

 %

 

 

4

 

 bps

+200 bps

 

 

1,153,298

 

 

 

(48,981

)

 

 

(4.07

)

 %

 

 

17.33

 

 %

 

 

17

 

 bps

+100 bps

 

 

1,198,856

 

 

 

(3,423

)

 

 

(0.28

)

 %

 

 

17.51

 

 %

 

 

35

 

 bps

0 bps

 

 

1,202,279

 

 

-

 

 

-

 

 

 

 

17.16

 

 %

 

 

-

 

 

-100 bps

 

 

1,105,647

 

 

 

(96,632

)

 

 

(8.04

)

%

 

 

15.52

 

%

 

 

(164

)

 bps

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30, 2021

 

 

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

 

 

1,083,847

 

 

 

(104,809

)

 

 

(8.82

)

 %

 

 

16.45

 

 %

 

 

(20

)

 bps

+200 bps

 

 

1,132,915

 

 

 

(55,741

)

 

 

(4.69

)

 %

 

 

16.72

 

 %

 

 

7

 

 bps

+100 bps

 

 

1,176,890

 

 

 

(11,766

)

 

 

(0.99

)

 %

 

 

16.89

 

 %

 

 

24

 

 bps

0 bps

 

 

1,188,656

 

 

-

 

 

-

 

 

 

 

16.65

 

 %

 

-

 

 

-100 bps

 

 

1,071,463

 

 

 

(117,193

)

 

 

(9.86

)

%

 

 

14.84

 

%

 

 

(181

)

 bps

 

- 55 -


 

There are numerous internal and external factors that may contribute to changes in our EVE ratio and its sensitivity. Changes in the composition and allocation of our balance sheet, or utilization of off-balance sheet instruments such as derivatives, can significantly alter the exposure to interest rate risk as quantified by the changes in the EVE sensitivity measures. 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 our interest-earning assets and interest-costing liabilities and the associated present values thereof.

The following tables present the results of our internal NII analysis as of December 31, 2021 and June 30, 2021, respectively:

 

 

 

 

 

 

 

December 31, 2021

 

 

 

 

 

 

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

 

$

177,165

 

 

$

(14,457

)

 

 

(7.54

)

 %

+200 bps

 

Static

 

One Year

 

 

183,325

 

 

 

(8,297

)

 

 

(4.33

)

 

+100 bps

 

Static

 

One Year

 

 

188,938

 

 

 

(2,684

)

 

 

(1.40

)

 

0 bps

 

Static

 

One Year

 

 

191,622

 

 

 

-

 

 

 

-

 

 

-100 bps

 

Static

 

One Year

 

 

180,969

 

 

 

(10,653

)

 

 

(5.56

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30, 2021

 

 

 

 

 

 

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

 

$

175,830

 

 

$

(16,078

)

 

 

(8.38

)

 %

+200 bps

 

Static

 

One Year

 

 

182,089

 

 

 

(9,819

)

 

 

(5.12

)

 

+100 bps

 

Static

 

One Year

 

 

187,961

 

 

 

(3,947

)

 

 

(2.06

)

 

0 bps

 

Static

 

One Year

 

 

191,908

 

 

 

-

 

 

 

-

 

 

-100 bps

 

Static

 

One Year

 

 

181,645

 

 

 

(10,263

)

 

 

(5.35

)

 

Notwithstanding the rate change scenarios presented in the EVE and NII-based analyses above, future interest rates and their effect on 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 maturities 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 the analyses set forth above. Additionally, an increase in credit risk may result as the ability of borrowers to service their debt may decrease in the event of an interest rate increase.

 

- 56 -


 

ITEM 4.

CONTROLS AND PROCEDURES

As of the end of the period covered by this 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 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, 2021, 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.

 

- 57 -


 

PART II

At December 31, 2021, 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 Annual Report on Form 10-K for the year ended June 30, 2021, 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, 2021:

 

Period

 

Total Number
of Shares
Purchased

 

 

Average Price
Paid per Share

 

 

Total Number
of Shares
Purchased as
Part of Publicly
Announced Plans
or Programs

 

 

Maximum
Number of Shares
that May Yet Be
Purchased Under
the Plans or
Programs

 

October 1-31, 2021

 

 

690,000

 

 

$

13.02

 

 

 

690,000

 

 

 

6,698,882

 

November 1-30, 2021

 

 

640,000

 

 

$

13.48

 

 

 

640,000

 

 

 

6,058,882

 

December 1-31, 2021

 

 

959,537

 

 

$

12.91

 

 

 

959,537

 

 

 

5,099,345

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

 

2,289,537

 

 

$

13.10

 

 

 

2,289,537

 

 

 

5,099,345

 

 

On September 22, 2021, the Company announced the authorization of a new stock repurchase plan to repurchase up to 7,602,021 shares, or 10% of the shares then outstanding. This current 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.

- 58 -


 

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, 2021, formatted in Inline 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

 

Inline XBRL Instance Document (The instance document does not appear in the interactive data file because its XBRL tags are embedded within the Inline XBRL document)

101.SCH

 

Inline XBRL Taxonomy Extension Schema Document

101.CAL

 

Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF

 

Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB

 

Inline XBRL Taxonomy Extension Labels Linkbase Document

101.PRE

 

Inline XBRL Taxonomy Extension Presentation Linkbase Document

104

 

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

 

- 59 -


 

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, 2022

By:

  /s/ Craig L. Montanaro

 

 

  Craig L. Montanaro

 

 

  President and Chief Executive Officer

 

 

  (Principal Executive Officer)

 

 

 

Date: February 8, 2022

By:

  /s/ Keith Suchodolski

 

 

  Keith Suchodolski

 

 

  Executive Vice President and Chief Financial Officer

 

 

  (Principal Financial and Accounting Officer)

 

- 60 -