WEST BANCORPORATION INC - Quarter Report: 2017 March (Form 10-Q)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended March 31, 2017 | |
or | |
o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from __________ to __________ |
Commission File Number: 0-49677
WEST BANCORPORATION, INC.
(Exact Name of Registrant as Specified in its Charter)
IOWA | 42-1230603 |
(State of Incorporation) | (I.R.S. Employer Identification No.) |
1601 22nd Street, West Des Moines, Iowa | 50266 | ||
(Address of principal executive offices) | (Zip Code) |
Registrant's telephone number, including area code: (515) 222-2300
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 x No o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
Yes x No o
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 filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer | o | ||||
Non-accelerated filer | o | (Do not check if a smaller reporting company) | |||
Accelerated filer | x | ||||
Smaller reporting company | o | ||||
Emerging growth company | o |
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. o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes o No x
As of April 26, 2017, there were 16,187,161 shares of common stock, no par value, outstanding.
WEST BANCORPORATION, INC.
INDEX
Page | ||
PART I. | ||
Item 1. | ||
Consolidated Balance Sheets as of March 31, 2017 and December 31, 2016 | ||
Consolidated Statements of Income for the three months ended March 31, 2017 and 2016 | ||
Consolidated Statements of Comprehensive Income for the three months ended March 31, 2017 and 2016 | ||
Consolidated Statements of Stockholders' Equity for the three months ended March 31, 2017 and 2016 | ||
Consolidated Statements of Cash Flows for the three months ended March 31, 2017 and 2016 | ||
Item 2. | ||
"Safe Harbor" Concerning Forward-Looking Statements | ||
Critical Accounting Policies | ||
Item 3. | ||
Item 4. | ||
PART II. | ||
Item 1. | ||
Item 1A. | ||
Item 2. | ||
Item 3. | ||
Item 4. | ||
Item 5. | ||
Item 6. | ||
Exhibit Index |
3
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
West Bancorporation, Inc. and Subsidiary | ||||||||
Consolidated Balance Sheets | ||||||||
(unaudited) | ||||||||
(dollars in thousands, except per share data) | March 31, 2017 | December 31, 2016 | ||||||
ASSETS | ||||||||
Cash and due from banks | $ | 34,994 | $ | 40,943 | ||||
Federal funds sold | 7,536 | 35,893 | ||||||
Cash and cash equivalents | 42,530 | 76,836 | ||||||
Investment securities available for sale, at fair value | 261,426 | 260,637 | ||||||
Investment securities held to maturity, at amortized cost (fair value of $48,079 and $47,789 at March 31, 2017 and December 31, 2016, respectively) | 48,366 | 48,386 | ||||||
Federal Home Loan Bank stock, at cost | 12,110 | 10,771 | ||||||
Loans | 1,446,735 | 1,399,870 | ||||||
Allowance for loan losses | (16,427 | ) | (16,112 | ) | ||||
Loans, net | 1,430,308 | 1,383,758 | ||||||
Premises and equipment, net | 23,005 | 23,314 | ||||||
Accrued interest receivable | 5,585 | 5,321 | ||||||
Bank-owned life insurance | 33,121 | 33,111 | ||||||
Deferred tax assets, net | 5,850 | 6,957 | ||||||
Other assets | 5,518 | 5,113 | ||||||
Total assets | $ | 1,867,819 | $ | 1,854,204 | ||||
LIABILITIES AND STOCKHOLDERS' EQUITY | ||||||||
LIABILITIES | ||||||||
Deposits: | ||||||||
Noninterest-bearing demand | $ | 453,604 | $ | 479,311 | ||||
Interest-bearing demand | 256,777 | 282,592 | ||||||
Savings | 699,338 | 668,688 | ||||||
Time of $250 or more | 12,456 | 10,446 | ||||||
Other time | 106,579 | 105,568 | ||||||
Total deposits | 1,528,754 | 1,546,605 | ||||||
Federal funds purchased | 1,425 | 9,690 | ||||||
Short-term borrowings | 36,000 | — | ||||||
Subordinated notes, net | 20,402 | 20,398 | ||||||
Federal Home Loan Bank advances, net | 100,254 | 99,886 | ||||||
Long-term debt, net | 4,300 | 5,126 | ||||||
Accrued expenses and other liabilities | 6,912 | 7,123 | ||||||
Total liabilities | 1,698,047 | 1,688,828 | ||||||
COMMITMENTS AND CONTINGENCIES (NOTE 8) | ||||||||
STOCKHOLDERS' EQUITY | ||||||||
Preferred stock, $0.01 par value; authorized 50,000,000 shares; no shares issued and outstanding at March 31, 2017 and December 31, 2016 | — | — | ||||||
Common stock, no par value; authorized 50,000,000 shares; 16,187,161 and 16,137,999 shares issued and outstanding at March 31, 2017 and December 31, 2016, respectively | 3,000 | 3,000 | ||||||
Additional paid-in capital | 21,423 | 21,462 | ||||||
Retained earnings | 145,319 | 141,956 | ||||||
Accumulated other comprehensive income (loss) | 30 | (1,042 | ) | |||||
Total stockholders' equity | 169,772 | 165,376 | ||||||
Total liabilities and stockholders' equity | $ | 1,867,819 | $ | 1,854,204 |
See Notes to Consolidated Financial Statements.
4
West Bancorporation, Inc. and Subsidiary | ||||||||
Consolidated Statements of Income | ||||||||
(unaudited) | ||||||||
Three Months Ended March 31, | ||||||||
(dollars in thousands, except per share data) | 2017 | 2016 | ||||||
Interest income: | ||||||||
Loans, including fees | $ | 14,969 | $ | 13,466 | ||||
Investment securities: | ||||||||
Taxable | 1,027 | 1,155 | ||||||
Tax-exempt | 778 | 883 | ||||||
Federal funds sold | 17 | 20 | ||||||
Total interest income | 16,791 | 15,524 | ||||||
Interest expense: | ||||||||
Deposits | 1,195 | 705 | ||||||
Federal funds purchased | 11 | 2 | ||||||
Short-term borrowings | 35 | 14 | ||||||
Subordinated notes | 212 | 187 | ||||||
Federal Home Loan Bank advances | 917 | 872 | ||||||
Long-term debt | 32 | 45 | ||||||
Total interest expense | 2,402 | 1,825 | ||||||
Net interest income | 14,389 | 13,699 | ||||||
Provision for loan losses | — | 200 | ||||||
Net interest income after provision for loan losses | 14,389 | 13,499 | ||||||
Noninterest income: | ||||||||
Service charges on deposit accounts | 600 | 596 | ||||||
Debit card usage fees | 440 | 447 | ||||||
Trust services | 392 | 297 | ||||||
Increase in cash value of bank-owned life insurance | 154 | 168 | ||||||
Gain from bank-owned life insurance | 307 | 443 | ||||||
Realized investment securities losses, net | (3 | ) | — | |||||
Other income | 270 | 279 | ||||||
Total noninterest income | 2,160 | 2,230 | ||||||
Noninterest expense: | ||||||||
Salaries and employee benefits | 4,337 | 4,256 | ||||||
Occupancy | 1,097 | 951 | ||||||
Data processing | 688 | 579 | ||||||
FDIC insurance | 213 | 218 | ||||||
Professional fees | 293 | 234 | ||||||
Director fees | 211 | 240 | ||||||
Other expenses | 1,204 | 1,321 | ||||||
Total noninterest expense | 8,043 | 7,799 | ||||||
Income before income taxes | 8,506 | 7,930 | ||||||
Income taxes | 2,400 | 2,234 | ||||||
Net income | $ | 6,106 | $ | 5,696 | ||||
Basic earnings per common share | $ | 0.38 | $ | 0.35 | ||||
Diluted earnings per common share | $ | 0.37 | $ | 0.35 | ||||
Cash dividends declared per common share | $ | 0.17 | $ | 0.16 |
See Notes to Consolidated Financial Statements.
5
West Bancorporation, Inc. and Subsidiary | ||||||||
Consolidated Statements of Comprehensive Income | ||||||||
(unaudited) | ||||||||
Three Months Ended March 31, | ||||||||
(dollars in thousands) | 2017 | 2016 | ||||||
Net income | $ | 6,106 | $ | 5,696 | ||||
Other comprehensive income: | ||||||||
Unrealized gains on investment securities: | ||||||||
Unrealized holding gains arising during the period | 1,607 | 2,685 | ||||||
Less: reclassification adjustment for net losses realized in net income | 3 | — | ||||||
Less: reclassification adjustment for amortization of net unrealized gains to interest income on securities transferred from available for sale to held to maturity | (7 | ) | (24 | ) | ||||
Income tax (expense) | (609 | ) | (1,011 | ) | ||||
Other comprehensive income on investment securities | 994 | 1,650 | ||||||
Unrealized gains (losses) on derivatives: | ||||||||
Unrealized holding gains (losses) arising during the period | 9 | (830 | ) | |||||
Less: reclassification adjustment for net loss on derivatives realized in net income | 90 | 124 | ||||||
Less: reclassification adjustment for amortization of derivative termination costs | 27 | 27 | ||||||
Income tax (expense) benefit | (48 | ) | 258 | |||||
Other comprehensive income (loss) on derivatives | 78 | (421 | ) | |||||
Total other comprehensive income | 1,072 | 1,229 | ||||||
Comprehensive income | $ | 7,178 | $ | 6,925 |
See Notes to Consolidated Financial Statements.
6
West Bancorporation, Inc. and Subsidiary | |||||||||||||||||||||||||||
Consolidated Statements of Stockholders' Equity | |||||||||||||||||||||||||||
(unaudited) | |||||||||||||||||||||||||||
Accumulated | |||||||||||||||||||||||||||
Additional | Other | ||||||||||||||||||||||||||
Preferred | Common Stock | Paid-In | Retained | Comprehensive | |||||||||||||||||||||||
(in thousands, except share and per share data) | Stock | Shares | Amount | Capital | Earnings | Income (Loss) | Total | ||||||||||||||||||||
Balance, December 31, 2015 | $ | — | 16,064,435 | $ | 3,000 | $ | 20,067 | $ | 129,740 | $ | (430 | ) | $ | 152,377 | |||||||||||||
Net income | — | — | — | — | 5,696 | — | 5,696 | ||||||||||||||||||||
Other comprehensive income, net of tax | — | — | — | — | — | 1,229 | 1,229 | ||||||||||||||||||||
Cash dividends declared, $0.16 per common share | — | — | — | — | (2,571 | ) | — | (2,571 | ) | ||||||||||||||||||
Stock-based compensation costs | — | — | — | 461 | — | — | 461 | ||||||||||||||||||||
Issuance of common stock upon vesting of restricted | |||||||||||||||||||||||||||
stock units, net of shares withheld for payroll taxes | — | 42,105 | — | (348 | ) | — | — | (348 | ) | ||||||||||||||||||
Excess tax benefits from vesting of restricted stock units | — | — | — | 82 | — | — | 82 | ||||||||||||||||||||
Balance, March 31, 2016 | $ | — | 16,106,540 | $ | 3,000 | $ | 20,262 | $ | 132,865 | $ | 799 | $ | 156,926 | ||||||||||||||
Balance, December 31, 2016 | $ | — | 16,137,999 | $ | 3,000 | $ | 21,462 | $ | 141,956 | $ | (1,042 | ) | $ | 165,376 | |||||||||||||
Net income | — | — | — | — | 6,106 | — | 6,106 | ||||||||||||||||||||
Other comprehensive income, net of tax | — | — | — | — | — | 1,072 | 1,072 | ||||||||||||||||||||
Cash dividends declared, $0.17 per common share | — | — | — | — | (2,743 | ) | — | (2,743 | ) | ||||||||||||||||||
Stock-based compensation costs | — | — | — | 514 | — | — | 514 | ||||||||||||||||||||
Issuance of common stock upon vesting of restricted | |||||||||||||||||||||||||||
stock units, net of shares withheld for payroll taxes | — | 49,162 | — | (553 | ) | — | — | (553 | ) | ||||||||||||||||||
Balance, March 31, 2017 | $ | — | 16,187,161 | $ | 3,000 | $ | 21,423 | $ | 145,319 | $ | 30 | $ | 169,772 |
See Notes to Consolidated Financial Statements.
7
West Bancorporation, Inc. and Subsidiary | ||||||||
Consolidated Statements of Cash Flows | ||||||||
(unaudited) | ||||||||
Three Months Ended March 31, | ||||||||
(dollars in thousands) | 2017 | 2016 | ||||||
Cash Flows from Operating Activities: | ||||||||
Net income | $ | 6,106 | $ | 5,696 | ||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||
Provision for loan losses | — | 200 | ||||||
Net amortization and accretion | 904 | 1,106 | ||||||
Investment securities losses, net | 3 | — | ||||||
Stock-based compensation | 514 | 461 | ||||||
Increase in cash value of bank-owned life insurance | (154 | ) | (168 | ) | ||||
Gain from bank-owned life insurance | (307 | ) | (443 | ) | ||||
Depreciation | 341 | 241 | ||||||
Deferred income taxes | 450 | 460 | ||||||
Change in assets and liabilities: | ||||||||
(Increase) in accrued interest receivable | (264 | ) | (585 | ) | ||||
(Increase) decrease in other assets | (418 | ) | 252 | |||||
(Decrease) in accrued expenses and other liabilities | (99 | ) | (39 | ) | ||||
Net cash provided by operating activities | 7,076 | 7,181 | ||||||
Cash Flows from Investing Activities: | ||||||||
Proceeds from sales of securities available for sale | 8,999 | — | ||||||
Proceeds from maturities and calls of investment securities | 12,437 | 12,072 | ||||||
Purchases of securities available for sale | (21,108 | ) | — | |||||
Purchases of Federal Home Loan Bank stock | (7,034 | ) | (7,527 | ) | ||||
Proceeds from redemption of Federal Home Loan Bank stock | 5,695 | 7,621 | ||||||
Net increase in loans | (46,550 | ) | (28,128 | ) | ||||
Purchases of premises and equipment | (32 | ) | (5,977 | ) | ||||
Proceeds of principal and earnings from bank-owned life insurance | 451 | 621 | ||||||
Net cash used in investing activities | (47,142 | ) | (21,318 | ) | ||||
Cash Flows from Financing Activities: | ||||||||
Net increase (decrease) in deposits | (17,851 | ) | 5,018 | |||||
Net (decrease) in federal funds purchased | (8,265 | ) | (1,075 | ) | ||||
Net increase (decrease) in short-term borrowings | 36,000 | (2,000 | ) | |||||
Principal payments on long-term debt | (828 | ) | (815 | ) | ||||
Common stock dividends paid | (2,743 | ) | (2,571 | ) | ||||
Restricted stock units withheld for payroll taxes | (553 | ) | (348 | ) | ||||
Net cash provided by (used in) financing activities | 5,760 | (1,791 | ) | |||||
Net (decrease) in cash and cash equivalents | (34,306 | ) | (15,928 | ) | ||||
Cash and Cash Equivalents: | ||||||||
Beginning | 76,836 | 72,651 | ||||||
Ending | $ | 42,530 | $ | 56,723 | ||||
Supplemental Disclosures of Cash Flow Information: | ||||||||
Cash payments for: | ||||||||
Interest | $ | 2,361 | $ | 1,811 | ||||
Income taxes | — | — |
See Notes to Consolidated Financial Statements.
8
West Bancorporation, Inc. and Subsidiary
Notes to Consolidated Financial Statements
(unaudited)
(dollars in thousands, except per share data)
1. Basis of Presentation
The accompanying unaudited consolidated financial statements have been prepared by West Bancorporation, Inc. (the Company) pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements have been condensed or omitted pursuant to such rules and regulations. Although management believes that the disclosures are adequate to make the information presented understandable, it is suggested that these interim consolidated financial statements be read in conjunction with the Company's Annual Report on Form 10-K for the year ended December 31, 2016. In the opinion of management, the accompanying consolidated financial statements of the Company contain all adjustments necessary to fairly present its financial position as of March 31, 2017 and December 31, 2016, and net income, comprehensive income and cash flows for the three months ended March 31, 2017 and 2016. The results for these interim periods may not be indicative of results for the entire year or for any other period.
The consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (GAAP) established by the Financial Accounting Standards Board (FASB). References to GAAP issued by the FASB in these footnotes are to the FASB Accounting Standards Codification™, sometimes referred to as the Codification or ASC. In preparing the consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses for the reporting period. Actual results could differ from those estimates. Material estimates that are particularly susceptible to significant change in the near term are the fair value and other than temporary impairment (OTTI) of financial instruments and the allowance for loan losses.
The accompanying unaudited consolidated financial statements include the accounts of the Company, West Bank and West Bank's wholly-owned subsidiary WB Funding Corporation (which had no activity). All significant intercompany transactions and balances have been eliminated in consolidation. In accordance with GAAP, West Bancorporation Capital Trust I is recorded on the books of the Company using the equity method of accounting and is not consolidated.
Current accounting developments: In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606): Summary and Amendments that Create Revenue from Contracts with Customers (Topic 606) and Other Assets and Deferred Costs—Contracts with Customers (Subtopic 340-40). The guidance in this update supersedes the revenue recognition requirements in ASC Topic 605, Revenue Recognition, and most industry-specific guidance throughout the industry topics of the Codification. For public companies, this update will be effective for interim and annual periods beginning after December 15, 2017. The Company has assessed the impact of this guidance and does not expect the guidance to have a material impact on the Company's consolidated financial statements.
In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. The update enhances the reporting model for financial instruments to provide users of financial statements with more decision-useful information by updating certain aspects of recognition, measurement, presentation and disclosure of financial instruments. Among other changes, the update requires public business entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes, and clarifies that entities should evaluate the need for a valuation allowance on a deferred tax asset related to available for sale securities in combination with the entities' other deferred tax assets. For public companies, this update will be effective for interim and annual periods beginning after December 15, 2017, and is to be applied on a modified retrospective basis. The Company is currently assessing the impact of this guidance, but does not expect the guidance to have a material impact on the Company's consolidated financial statements.
In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842). The guidance in the update supersedes the requirements in ASC Topic 840, Leases. The update will require business entities to recognize lease assets and liabilities on the balance sheet and to disclose key information about leasing arrangements. A lessee would recognize a liability to make lease payments and a right-of-use asset representing its right to use the leased asset for the lease term. For public companies, this update will be effective for interim and annual periods beginning after December 15, 2018, and is to be applied on a modified retrospective basis. The Company is currently assessing the impact of this guidance, but does not expect the guidance to have a material impact on the Company's consolidated financial statements.
9
West Bancorporation, Inc. and Subsidiary
Notes to Consolidated Financial Statements
(unaudited)
(dollars in thousands, except per share data)
In March 2016, the FASB issued ASU No. 2016-09, Compensation—Stock Compensation (Topic 718). The update simplifies several aspects of accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. The guidance also allows an entity to make an entity-wide accounting policy election to either estimate expected forfeitures or account for forfeitures as they occur. For public companies, the update was effective for annual periods beginning after December 15, 2016. Portions of the amended guidance were to be applied using a modified retrospective transition method, and others require prospective application. Upon adoption of this update on January 1, 2017, the Company made the accounting policy election to account for forfeitures as they occur. This resulted in no effect on the Company's consolidated financial statements, as prior stock-based compensation expense assumed no expected forfeitures. Also upon adoption, the Company, on a prospective basis, changed the treatment for recognizing the tax effects of differences between the deduction of an award for tax purposes and the cumulative compensation costs of that award upon vesting as an adjustment to tax expense rather than through equity. The calculation of the assumed proceeds of the treasury stock method was changed on a prospective basis to eliminate deferred taxes from the calculation. The net impact on the income statement is dependent upon the change in the Company's stock price from grant date to vesting date and cannot be predicted with any certainty.
In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326). The amendments in this update require a financial asset (or a group of financial assets) measured at amortized cost basis to be presented at the net amount expected to be collected. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of the financial assets to present the net carrying value at the amount expected to be collected on the financial assets. The income statement reflects the measurement of credit losses for newly recognized financial assets, as well as the expected increases or decreases of expected credit losses that have taken place during the period. The measurement of expected credit losses is based on relevant information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectibility of the reported amount of financial assets. An entity must use judgment in determining the relevant information and estimation methods that are appropriate in its circumstances. The allowance for credit losses for purchased financial assets with a more-than-insignificant amount of credit deterioration since origination that are measured at amortized cost basis is determined in a similar manner to other financial assets measured at amortized cost basis; however, the initial allowance for credit losses is added to the purchase price rather than being reported as a credit loss expense. Only subsequent changes in the allowance for credit losses are recorded as a credit loss expense for these assets. Off-balance-sheet arrangements such as commitments to extend credit, guarantees, and standby letters of credit that are not considered derivatives under ASC 815 and are not unconditionally cancellable are also within the scope of this update. Credit losses relating to available-for-sale debt securities should be recorded through an allowance for credit losses. For public companies, the update is effective for annual periods beginning after December 15, 2019, including interim periods within those fiscal years. All entities may adopt the amendments in this update earlier as of fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. An entity will apply the amendments in this update on a modified retrospective basis through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective. The Company is currently planning for the implementation of this accounting standard. It is too early to assess the impact that this guidance will have on the Company's consolidated financial statements.
In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. The amendments in this update provide guidance for eight specific cash flow classification issues for which current guidance is unclear or does not exist, thereby reducing diversity in practice. For public companies, the update is effective for annual periods beginning after December 15, 2017, with early adoption permitted. The Company's early adoption of the update as of January 1, 2017, did not have a material impact on the Company's consolidated financial statements.
In October 2016, the FASB issued ASU 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other than Inventory. This update simplifies the accounting for the income tax consequences of intra-entity transfers of assets other than inventory. Current GAAP prohibits the recognition of current and deferred income taxes for an intra-entity asset transfer until the asset has been sold to an outside party. The new guidance states that an entity should recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. Consequently, the amendments in this update eliminate the exception for an intra-entity transfer of an asset other than inventory. For public companies, the update is effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods. Early adoption is permitted. The Company is currently assessing the impact of this guidance, but does not expect the guidance to have a material impact on the Company's consolidated financial statements.
10
West Bancorporation, Inc. and Subsidiary
Notes to Consolidated Financial Statements
(unaudited)
(dollars in thousands, except per share data)
In March 2017, the FASB issued ASU 2017-08, Receivables—Nonrefundable Fees and Other Costs (Subtopic 310-20). This update amends the amortization period for certain purchased callable debt securities held at a premium. The update shortens the premium's amortization period to the earliest call date. For public companies, the update is effective for annual periods beginning after December 15, 2018, and is to be applied on a modified retrospective basis with a cumulative-effect adjustment directly to retained earnings as of the beginning of the adoption period. Early adoption is permitted, including adoption in an interim period. If an entity early adopts the amendments in an interim period, any adjustments must be reflected as of the beginning of the fiscal year that includes that interim period. The Company is currently assessing the impact of this guidance, but does not expect the guidance to have a material impact on the Company's consolidated financial statements.
2. Earnings per Common Share
Basic earnings per common share are computed by dividing net income by the weighted average number of common shares outstanding for the period. Diluted earnings per common share reflect the potential dilution that could occur if the Company's outstanding restricted stock units were vested. The dilutive effect was computed using the treasury stock method, which assumes all stock-based awards were exercised and the hypothetical proceeds from exercise were used by the Company to purchase common stock at the average market price during the period. The incremental shares, to the extent they would have been dilutive, were included in the denominator of the diluted earnings per common share calculation. The calculations of earnings per common share and diluted earnings per common share for the three months ended March 31, 2017 and 2016 are presented in the following table.
Three Months Ended March 31, | ||||||||
(in thousands, except per share data) | 2017 | 2016 | ||||||
Net income | $ | 6,106 | $ | 5,696 | ||||
Weighted average common shares outstanding | 16,141 | 16,070 | ||||||
Weighted average effect of restricted stock units outstanding | 151 | 41 | ||||||
Diluted weighted average common shares outstanding | 16,292 | 16,111 | ||||||
Basic earnings per common share | $ | 0.38 | $ | 0.35 | ||||
Diluted earnings per common share | $ | 0.37 | $ | 0.35 | ||||
Number of anti-dilutive common stock equivalents excluded from diluted earnings per share computation | — | 152 |
11
West Bancorporation, Inc. and Subsidiary
Notes to Consolidated Financial Statements
(unaudited)
(dollars in thousands, except per share data)
3. Investment Securities
The following tables show the amortized cost, gross unrealized gains and losses, and fair value of investment securities, by investment security type as of March 31, 2017 and December 31, 2016.
March 31, 2017 | |||||||||||||||
Amortized Cost | Gross Unrealized Gains | Gross Unrealized (Losses) | Fair Value | ||||||||||||
Securities available for sale: | |||||||||||||||
U.S. government agencies and corporations | $ | 2,517 | $ | 48 | $ | — | $ | 2,565 | |||||||
State and political subdivisions | 61,629 | 528 | (200 | ) | 61,957 | ||||||||||
Collateralized mortgage obligations (1) | 106,651 | 274 | (995 | ) | 105,930 | ||||||||||
Mortgage-backed securities (1) | 76,133 | 431 | (292 | ) | 76,272 | ||||||||||
Trust preferred security | 1,786 | — | (526 | ) | 1,260 | ||||||||||
Corporate notes | 13,299 | 158 | (15 | ) | 13,442 | ||||||||||
$ | 262,015 | $ | 1,439 | $ | (2,028 | ) | $ | 261,426 | |||||||
Securities held to maturity: | |||||||||||||||
State and political subdivisions | $ | 48,366 | $ | 187 | $ | (474 | ) | $ | 48,079 | ||||||
December 31, 2016 | |||||||||||||||
Amortized Cost | Gross Unrealized Gains | Gross Unrealized (Losses) | Fair Value | ||||||||||||
Securities available for sale: | |||||||||||||||
U.S. government agencies and corporations | $ | 2,524 | $ | 69 | $ | — | $ | 2,593 | |||||||
State and political subdivisions | 64,551 | 376 | (591 | ) | 64,336 | ||||||||||
Collateralized mortgage obligations (1) | 103,038 | 255 | (1,343 | ) | 101,950 | ||||||||||
Mortgage-backed securities (1) | 80,614 | 341 | (797 | ) | 80,158 | ||||||||||
Trust preferred security | 1,784 | — | (534 | ) | 1,250 | ||||||||||
Corporate notes | 10,326 | 25 | (1 | ) | 10,350 | ||||||||||
$ | 262,837 | $ | 1,066 | $ | (3,266 | ) | $ | 260,637 | |||||||
Securities held to maturity: | |||||||||||||||
State and political subdivisions | $ | 48,386 | $ | 70 | $ | (667 | ) | $ | 47,789 |
(1) | All collateralized mortgage obligations and mortgage-backed securities consist of residential mortgage pass-through securities guaranteed by GNMA or issued by FNMA and real estate mortgage investment conduits guaranteed by FHLMC or GNMA. |
Investment securities with an amortized cost of approximately $130,847 and $141,995 as of March 31, 2017 and December 31, 2016, respectively, were pledged to secure access to the Federal Reserve discount window, for public fund deposits, and for other purposes as required or permitted by law or regulation.
12
West Bancorporation, Inc. and Subsidiary
Notes to Consolidated Financial Statements
(unaudited)
(dollars in thousands, except per share data)
The amortized cost and fair value of investment securities available for sale as of March 31, 2017, by contractual maturity, are shown below. Certain securities have call features that allow the issuer to call the securities prior to maturity. Expected maturities may differ from contractual maturities for collateralized mortgage obligations and mortgage-backed securities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties. Therefore, collateralized mortgage obligations and mortgage-backed securities are not included in the maturity categories within the following maturity summary.
March 31, 2017 | |||||||
Amortized Cost | Fair Value | ||||||
Due in one year or less | $ | 7,976 | $ | 8,032 | |||
Due after one year through five years | 7,296 | 7,398 | |||||
Due after five years through ten years | 34,063 | 34,290 | |||||
Due after ten years | 29,896 | 29,504 | |||||
79,231 | 79,224 | ||||||
Collateralized mortgage obligations and mortgage-backed securities | 182,784 | 182,202 | |||||
$ | 262,015 | $ | 261,426 |
The amortized cost and fair value of investment securities held to maturity as of March 31, 2017, by contractual maturity, are shown below. Certain securities have call features that allow the issuer to call the securities prior to maturity.
March 31, 2017 | |||||||
Amortized Cost | Fair Value | ||||||
Due in one year or less | $ | — | $ | — | |||
Due after one year through five years | 485 | 477 | |||||
Due after five years through ten years | 20,445 | 20,308 | |||||
Due after ten years | 27,436 | 27,294 | |||||
$ | 48,366 | $ | 48,079 |
The details of the sales of investment securities available for sale for the three months ended March 31, 2017 and 2016 are summarized in the following table.
Three Months Ended March 31, | ||||||||
2017 | 2016 | |||||||
Proceeds from sales | $ | 8,999 | $ | — | ||||
Gross gains on sales | 39 | — | ||||||
Gross losses on sales | 42 | — |
13
West Bancorporation, Inc. and Subsidiary
Notes to Consolidated Financial Statements
(unaudited)
(dollars in thousands, except per share data)
The following tables show the fair value and gross unrealized losses, aggregated by investment type and length of time that individual securities have been in a continuous loss position, as of March 31, 2017 and December 31, 2016.
March 31, 2017 | |||||||||||||||||||||||
Less than 12 months | 12 months or longer | Total | |||||||||||||||||||||
Fair Value | Gross Unrealized (Losses) | Fair Value | Gross Unrealized (Losses) | Fair Value | Gross Unrealized (Losses) | ||||||||||||||||||
Securities available for sale: | |||||||||||||||||||||||
U.S. government agencies and corporations | $ | — | $ | — | $ | — | $ | — | $ | — | $ | — | |||||||||||
State and political subdivisions | 23,378 | (200 | ) | — | — | 23,378 | (200 | ) | |||||||||||||||
Collateralized mortgage obligations | 78,029 | (926 | ) | 2,400 | (69 | ) | 80,429 | (995 | ) | ||||||||||||||
Mortgage-backed securities | 51,814 | (292 | ) | — | — | 51,814 | (292 | ) | |||||||||||||||
Trust preferred security | — | — | 1,260 | (526 | ) | 1,260 | (526 | ) | |||||||||||||||
Corporate notes | 1,485 | (15 | ) | — | — | 1,485 | (15 | ) | |||||||||||||||
$ | 154,706 | $ | (1,433 | ) | $ | 3,660 | $ | (595 | ) | $ | 158,366 | $ | (2,028 | ) | |||||||||
Securities held to maturity: | |||||||||||||||||||||||
State and political subdivisions | $ | 22,392 | $ | (239 | ) | $ | 4,208 | $ | (235 | ) | $ | 26,600 | $ | (474 | ) | ||||||||
December 31, 2016 | |||||||||||||||||||||||
Less than 12 months | 12 months or longer | Total | |||||||||||||||||||||
Fair Value | Gross Unrealized (Losses) | Fair Value | Gross Unrealized (Losses) | Fair Value | Gross Unrealized (Losses) | ||||||||||||||||||
Securities available for sale: | |||||||||||||||||||||||
U.S. government agencies and corporations | $ | — | $ | — | $ | — | $ | — | $ | — | $ | — | |||||||||||
State and political subdivisions | 34,903 | (591 | ) | — | — | 34,903 | (591 | ) | |||||||||||||||
Collateralized mortgage obligations | 75,771 | (1,255 | ) | 2,538 | (88 | ) | 78,309 | (1,343 | ) | ||||||||||||||
Mortgage-backed securities | 60,221 | (797 | ) | — | — | 60,221 | (797 | ) | |||||||||||||||
Trust preferred security | — | — | 1,250 | (534 | ) | 1,250 | (534 | ) | |||||||||||||||
Corporate notes | 1,499 | (1 | ) | — | — | 1,499 | (1 | ) | |||||||||||||||
$ | 172,394 | $ | (2,644 | ) | $ | 3,788 | $ | (622 | ) | $ | 176,182 | $ | (3,266 | ) | |||||||||
Securities held to maturity: | |||||||||||||||||||||||
State and political subdivisions | $ | 32,976 | $ | (458 | ) | $ | 3,968 | $ | (209 | ) | $ | 36,944 | $ | (667 | ) |
As of March 31, 2017, the available for sale and held to maturity securities with unrealized losses that have existed for longer than one year included 12 state and political subdivision securities, one collateralized mortgage obligation security and one trust preferred security. The Company believes the unrealized losses on investments available for sale and held to maturity as of March 31, 2017 were due to market conditions rather than reduced estimated cash flows. The Company does not intend to sell these securities, does not anticipate that these securities will be required to be sold before anticipated recovery, and expects full principal and interest to be collected. Therefore, the Company did not consider these investments to have OTTI as of March 31, 2017.
14
West Bancorporation, Inc. and Subsidiary
Notes to Consolidated Financial Statements
(unaudited)
(dollars in thousands, except per share data)
4. Loans and Allowance for Loan Losses
Loans consisted of the following segments as of March 31, 2017 and December 31, 2016.
March 31, 2017 | December 31, 2016 | ||||||
Commercial | $ | 332,771 | $ | 334,014 | |||
Real estate: | |||||||
Construction, land and land development | 234,010 | 205,610 | |||||
1-4 family residential first mortgages | 48,158 | 47,184 | |||||
Home equity | 17,909 | 18,057 | |||||
Commercial | 807,319 | 788,000 | |||||
Consumer and other loans | 7,964 | 8,355 | |||||
1,448,131 | 1,401,220 | ||||||
Net unamortized fees and costs | (1,396 | ) | (1,350 | ) | |||
$ | 1,446,735 | $ | 1,399,870 |
Real estate loans of approximately $710,000 and $680,000 were pledged as security for Federal Home Loan Bank (FHLB) advances as of March 31, 2017 and December 31, 2016, respectively.
Loans are stated at the principal amounts outstanding, net of unamortized loan fees and costs, with interest income recognized on the interest method based upon those outstanding loan balances. Loan origination fees, net of certain direct origination costs, are deferred and recognized as an adjustment of the related loan yield using the interest method. Loans are reported by the portfolio segments identified above and are analyzed by management on this basis. All loan policies identified below apply to all segments of the loan portfolio.
Delinquencies are determined based on the payment terms of the individual loan agreements. The accrual of interest on past due and other impaired loans is generally discontinued at 90 days past due or when, in the opinion of management, the borrower may be unable to make all payments pursuant to contractual terms. Unless considered collectible, all interest accrued but not collected for loans that are placed on nonaccrual or charged off is reversed against interest income, if accrued in the current year, or charged to the allowance for loan losses, if accrued in the prior year. Generally, all payments received while a loan is on nonaccrual status are applied to the principal balance of the loan. Loans are returned to accrual status when all principal and interest amounts contractually due are brought current and future payments are reasonably assured.
A loan is classified as a troubled debt restructured (TDR) loan when the Company separately concludes that a borrower is experiencing financial difficulties and a concession is granted that would not otherwise be considered. Concessions may include a restructuring of the loan terms to alleviate the burden of the borrower's cash requirements, such as an extension of the payment terms beyond the original maturity date or a change in the interest rate charged. TDR loans with extended payment terms are accounted for as impaired until performance is established. A change to the interest rate would change the classification of a loan to a TDR loan if the restructured loan yields a rate that is below a market rate for that of a new loan with comparable risk. TDR loans with below-market rates are considered impaired until fully collected. TDR loans may also be reported as nonaccrual or past due 90 days if they are not performing per the restructured terms.
Based upon its ongoing assessment of credit quality within the loan portfolio, the Company maintains a Watch List, which includes loans classified as Doubtful, Substandard and Watch according to the Company's classification criteria. These loans involve the anticipated potential for payment defaults or collateral inadequacies. A loan on the Watch List is considered impaired when management believes it is probable the Company will be unable to collect all contractual principal and interest payments due in accordance with the terms of the loan agreement. Impaired loans are measured based on the present value of expected future cash flows discounted at the loan's effective interest rate or, as a practical expedient, at the loan's observable market price or the fair value of the collateral if the loan is collateral dependent. The amount of impairment, if any, and any subsequent changes are included in the allowance for loan losses.
15
West Bancorporation, Inc. and Subsidiary
Notes to Consolidated Financial Statements
(unaudited)
(dollars in thousands, except per share data)
TDR loans totaled $391 and $426 as of March 31, 2017 and December 31, 2016, respectively, and were included in nonaccrual loans. There were no loan modifications considered to be TDR that occurred during the three months ended March 31, 2017 and 2016. No TDR loans that have been modified within the 12 months preceding March 31, 2017 and 2016 have subsequently had a payment default. A TDR loan is considered to have a payment default when it is past due 30 days or more.
The following table summarizes the recorded investment in impaired loans by segment, broken down by loans with no related allowance for loan losses and loans with a related allowance and the amount of that allowance as of March 31, 2017 and December 31, 2016.
March 31, 2017 | December 31, 2016 | ||||||||||||||||||||||
Recorded Investment | Unpaid Principal Balance | Related Allowance | Recorded Investment | Unpaid Principal Balance | Related Allowance | ||||||||||||||||||
With no related allowance recorded: | |||||||||||||||||||||||
Commercial | $ | — | $ | — | $ | — | $ | 35 | $ | 35 | $ | — | |||||||||||
Real estate: | |||||||||||||||||||||||
Construction, land and land development | — | — | — | — | — | — | |||||||||||||||||
1-4 family residential first mortgages | 104 | 104 | — | 108 | 108 | — | |||||||||||||||||
Home equity | 29 | 29 | — | 41 | 41 | — | |||||||||||||||||
Commercial | 304 | 304 | — | 335 | 335 | — | |||||||||||||||||
Consumer and other loans | — | — | — | — | — | — | |||||||||||||||||
437 | 437 | — | 519 | 519 | — | ||||||||||||||||||
With an allowance recorded: | |||||||||||||||||||||||
Commercial | 87 | 87 | 87 | 91 | 91 | 91 | |||||||||||||||||
Real estate: | |||||||||||||||||||||||
Construction, land and land development | — | — | — | — | — | — | |||||||||||||||||
1-4 family residential first mortgages | — | — | — | — | — | — | |||||||||||||||||
Home equity | 264 | 264 | 264 | 276 | 276 | 276 | |||||||||||||||||
Commercial | 132 | 132 | 132 | 136 | 136 | 136 | |||||||||||||||||
Consumer and other loans | — | — | — | — | — | — | |||||||||||||||||
483 | 483 | 483 | 503 | 503 | 503 | ||||||||||||||||||
Total: | |||||||||||||||||||||||
Commercial | 87 | 87 | 87 | 126 | 126 | 91 | |||||||||||||||||
Real estate: | |||||||||||||||||||||||
Construction, land and land development | — | — | — | — | — | — | |||||||||||||||||
1-4 family residential first mortgages | 104 | 104 | — | 108 | 108 | — | |||||||||||||||||
Home equity | 293 | 293 | 264 | 317 | 317 | 276 | |||||||||||||||||
Commercial | 436 | 436 | 132 | 471 | 471 | 136 | |||||||||||||||||
Consumer and other loans | — | — | — | — | — | — | |||||||||||||||||
$ | 920 | $ | 920 | $ | 483 | $ | 1,022 | $ | 1,022 | $ | 503 |
The balance of impaired loans at March 31, 2017 and December 31, 2016 was composed of 8 and 10 different borrowers, respectively. The Company has no commitments to advance additional funds on any of the impaired loans.
16
West Bancorporation, Inc. and Subsidiary
Notes to Consolidated Financial Statements
(unaudited)
(dollars in thousands, except per share data)
The following table summarizes the average recorded investment and interest income recognized on impaired loans by segment for the three months ended March 31, 2017 and 2016.
Three Months Ended March 31, | ||||||||||||||||
2017 | 2016 | |||||||||||||||
Average Recorded Investment | Interest Income Recognized | Average Recorded Investment | Interest Income Recognized | |||||||||||||
With no related allowance recorded: | ||||||||||||||||
Commercial | $ | 26 | $ | — | $ | — | $ | — | ||||||||
Real estate: | ||||||||||||||||
Construction, land and land development | — | — | 28 | — | ||||||||||||
1-4 family residential first mortgages | 107 | — | 347 | 1 | ||||||||||||
Home equity | 38 | — | — | — | ||||||||||||
Commercial | 319 | — | 440 | — | ||||||||||||
Consumer and other loans | — | — | — | — | ||||||||||||
490 | — | 815 | 1 | |||||||||||||
With an allowance recorded: | ||||||||||||||||
Commercial | 89 | — | 140 | — | ||||||||||||
Real estate: | ||||||||||||||||
Construction, land and land development | — | — | — | — | ||||||||||||
1-4 family residential first mortgages | — | — | — | — | ||||||||||||
Home equity | 272 | — | 267 | — | ||||||||||||
Commercial | 134 | — | 152 | — | ||||||||||||
Consumer and other loans | — | — | — | — | ||||||||||||
495 | — | 559 | — | |||||||||||||
Total: | ||||||||||||||||
Commercial | 115 | — | 140 | — | ||||||||||||
Real estate: | ||||||||||||||||
Construction, land and land development | — | — | 28 | — | ||||||||||||
1-4 family residential first mortgages | 107 | — | 347 | 1 | ||||||||||||
Home equity | 310 | — | 267 | — | ||||||||||||
Commercial | 453 | — | 592 | — | ||||||||||||
Consumer and other loans | — | — | — | — | ||||||||||||
$ | 985 | $ | — | $ | 1,374 | $ | 1 |
17
West Bancorporation, Inc. and Subsidiary
Notes to Consolidated Financial Statements
(unaudited)
(dollars in thousands, except per share data)
The following tables provide an analysis of the payment status of the recorded investment in loans as of March 31, 2017 and December 31, 2016.
March 31, 2017 | |||||||||||||||||||||||||||
30-59 Days Past Due | 60-89 Days Past Due | 90 Days or More Past Due | Total Past Due | Current | Nonaccrual Loans | Total Loans | |||||||||||||||||||||
Commercial | $ | 44 | $ | — | $ | — | $ | 44 | $ | 332,640 | $ | 87 | $ | 332,771 | |||||||||||||
Real estate: | |||||||||||||||||||||||||||
Construction, land and | |||||||||||||||||||||||||||
land development | — | — | — | — | 234,010 | — | 234,010 | ||||||||||||||||||||
1-4 family residential | |||||||||||||||||||||||||||
first mortgages | — | — | — | — | 48,054 | 104 | 48,158 | ||||||||||||||||||||
Home equity | — | — | — | — | 17,616 | 293 | 17,909 | ||||||||||||||||||||
Commercial | — | — | — | — | 806,883 | 436 | 807,319 | ||||||||||||||||||||
Consumer and other | — | — | — | — | 7,964 | — | 7,964 | ||||||||||||||||||||
Total | $ | 44 | $ | — | $ | — | $ | 44 | $ | 1,447,167 | $ | 920 | $ | 1,448,131 |
December 31, 2016 | |||||||||||||||||||||||||||
30-59 Days Past Due | 60-89 Days Past Due | 90 Days or More Past Due | Total Past Due | Current | Nonaccrual Loans | Total Loans | |||||||||||||||||||||
Commercial | $ | 109 | $ | — | $ | — | $ | 109 | $ | 333,779 | $ | 126 | $ | 334,014 | |||||||||||||
Real estate: | |||||||||||||||||||||||||||
Construction, land and | |||||||||||||||||||||||||||
land development | — | — | — | — | 205,610 | — | 205,610 | ||||||||||||||||||||
1-4 family residential | |||||||||||||||||||||||||||
first mortgages | 64 | — | — | 64 | 47,012 | 108 | 47,184 | ||||||||||||||||||||
Home equity | — | — | — | — | 17,740 | 317 | 18,057 | ||||||||||||||||||||
Commercial | — | — | — | — | 787,529 | 471 | 788,000 | ||||||||||||||||||||
Consumer and other | — | — | — | — | 8,355 | — | 8,355 | ||||||||||||||||||||
Total | $ | 173 | $ | — | $ | — | $ | 173 | $ | 1,400,025 | $ | 1,022 | $ | 1,401,220 |
18
West Bancorporation, Inc. and Subsidiary
Notes to Consolidated Financial Statements
(unaudited)
(dollars in thousands, except per share data)
The following tables present the recorded investment in loans by credit quality indicator and loan segment as of March 31, 2017 and December 31, 2016.
March 31, 2017 | |||||||||||||||||||
Pass | Watch | Substandard | Doubtful | Total | |||||||||||||||
Commercial | $ | 328,736 | $ | 2,763 | $ | 1,272 | $ | — | $ | 332,771 | |||||||||
Real estate: | |||||||||||||||||||
Construction, land and land development | 232,972 | — | 1,038 | — | 234,010 | ||||||||||||||
1-4 family residential first mortgages | 47,203 | 851 | 104 | — | 48,158 | ||||||||||||||
Home equity | 17,462 | 60 | 387 | — | 17,909 | ||||||||||||||
Commercial | 787,868 | 18,717 | 734 | — | 807,319 | ||||||||||||||
Consumer and other | 7,919 | 45 | — | — | 7,964 | ||||||||||||||
Total | $ | 1,422,160 | $ | 22,436 | $ | 3,535 | $ | — | $ | 1,448,131 |
December 31, 2016 | |||||||||||||||||||
Pass | Watch | Substandard | Doubtful | Total | |||||||||||||||
Commercial | $ | 329,366 | $ | 3,303 | $ | 1,345 | $ | — | $ | 334,014 | |||||||||
Real estate: | |||||||||||||||||||
Construction, land and land development | 204,572 | — | 1,038 | — | 205,610 | ||||||||||||||
1-4 family residential first mortgages | 46,278 | 798 | 108 | — | 47,184 | ||||||||||||||
Home equity | 17,646 | — | 411 | — | 18,057 | ||||||||||||||
Commercial | 769,010 | 18,392 | 598 | — | 788,000 | ||||||||||||||
Consumer and other | 8,355 | — | — | — | 8,355 | ||||||||||||||
Total | $ | 1,375,227 | $ | 22,493 | $ | 3,500 | $ | — | $ | 1,401,220 |
All loans are subject to the assessment of a credit quality indicator. Risk ratings are assigned for each loan at the time of approval, and they change as circumstances dictate during the term of the loan. The Company utilizes a 9-point risk rating scale as shown below, with ratings 1 - 5 included in the Pass column, rating 6 included in the Watch column, ratings 7 - 8 included in the Substandard column and rating 9 included in the Doubtful column. All loans classified as impaired that are included in the specific evaluation of the allowance for loan losses are included in the Substandard column along with all other loans with ratings of 7 - 8.
Risk rating 1: The loan is secured by cash equivalent collateral.
Risk rating 2: The loan is secured by properly margined marketable securities, bonds or cash surrender value of life insurance.
Risk rating 3: The borrower is in strong financial condition and has strong debt service capacity. The loan is performing as agreed, and the financial characteristics and trends of the borrower exceed industry statistics.
Risk rating 4: The borrower's financial condition is satisfactory and stable. The borrower has satisfactory debt service capacity, and the loan is well secured. The loan is performing as agreed, and the financial characteristics and trends fall in line with industry statistics.
Risk rating 5: The borrower's financial condition is less than satisfactory. The loan is still generally paying as agreed, but strained cash flows may cause some slowness in payments. The collateral values adequately preclude loss on the loan. Financial characteristics and trends lag industry statistics. There may be noncompliance with loan covenants.
Risk rating 6: The borrower's financial condition is deficient. Payment delinquencies may be more common. Collateral values still protect from loss, but margins are narrow. The loan may be reliant on secondary sources of repayment, including liquidation of collateral and guarantor support.
19
West Bancorporation, Inc. and Subsidiary
Notes to Consolidated Financial Statements
(unaudited)
(dollars in thousands, except per share data)
Risk rating 7: The loan is inadequately protected by the current sound worth and paying capacity of the obligor or of the collateral pledged, if any. Well-defined weaknesses exist that jeopardize the liquidation of the debt. The Company is inadequately protected by the valuation or paying capacity of the collateral pledged. If deficiencies are not corrected, there is a distinct possibility that a loss will be sustained.
Risk rating 8: All the characteristics of rating 7 exist with the added condition that the loan is past due more than 90 days or there is reason to believe the Company will not receive its principal and interest according to the terms of the loan agreement.
Risk rating 9: All the weaknesses inherent in risk ratings 7 and 8 exist with the added condition that collection or liquidation, on the basis of currently known facts, conditions and values, is highly questionable and improbable. A loan reaching this category would most likely be charged off.
Credit quality indicators for all loans and the Company's risk rating process are dynamic and updated on a continuous basis. Risk ratings are updated as circumstances that could affect the repayment of an individual loan are brought to management's attention through an established monitoring process. Individual lenders initiate changes as appropriate for ratings 1 through 5, and changes for ratings 6 through 9 are initiated via communications with management. The likelihood of loss increases as the risk rating increases and is generally preceded by a loan appearing on the Watch List, which consists of all loans with a risk rating of 6 or worse. Written action plans with firm target dates for resolution of identified problems are maintained and reviewed on a quarterly basis for all segments of criticized loans.
In addition to the Company's internal credit monitoring practices and procedures, an outsourced independent credit review function is in place to further assess assigned internal risk classifications and monitor compliance with internal lending policies and procedures.
In all portfolio segments, the primary risks are that a borrower's income stream diminishes to the point that the borrower is not able to make scheduled principal and interest payments and any collateral securing the loan declines in value. The risk of declining collateral values is present for most types of loans.
Commercial loans consist primarily of loans to businesses for various purposes, including revolving lines to finance current operations, inventory and accounts receivable, and capital expenditure loans to finance equipment and other fixed assets. These loans generally have short maturities, have either adjustable or fixed interest rates, and are either unsecured or secured by inventory, accounts receivable and/or fixed assets. For commercial loans, the primary source of repayment is from the operation of the business.
Real estate loans include various types of loans for which the Company holds real property as collateral, and consist of loans on commercial properties and single and multifamily residences. Real estate loans are typically structured to mature or reprice every five years with payments based on amortization periods up to 30 years. The majority of construction loans are to contractors and developers for construction of commercial buildings or residential real estate. These loans typically have maturities of up to 24 months. The Company's loan policy includes minimum appraisal and other credit guidelines.
Consumer loans include loans extended to individuals for household, family and other personal expenditures not secured by real estate. The majority of the Company's consumer lending is for vehicles, consolidation of personal debts and household improvements. The repayment source for consumer loans, including 1-4 family residential and home equity loans, is typically wages.
The allowance for loan losses is established through a provision for loan losses charged to expense. The allowance is an amount that management believes will be adequate to absorb probable losses on existing loans based on an evaluation of the collectability of loans and prior loss experience. This evaluation also takes into consideration such factors as changes in the nature and volume of the loan portfolio, overall portfolio quality, the review of specific problem loans, and the current economic conditions that may affect the borrower's ability to pay. Loans are charged-off against the allowance for loan losses when management believes that collectability of the principal is unlikely. While management uses the best information available to make its evaluations, future adjustments to the allowance may be necessary if there are significant changes in economic conditions or the other factors relied upon.
20
West Bancorporation, Inc. and Subsidiary
Notes to Consolidated Financial Statements
(unaudited)
(dollars in thousands, except per share data)
The allowance for loan losses consists of specific and general components. The specific component relates to loans that meet the definition of impaired. The general component covers the remaining loans and is based on historical loss experience adjusted for qualitative factors such as delinquency trends, loan growth, economic elements and local market conditions. These same policies are applied to all segments of loans. In addition, regulatory agencies, as an integral part of their examination processes, periodically review the Company's allowance for loan losses, and may require the Company to make additions to the allowance based on their judgment about information available to them at the time of their examinations.
The following tables detail the changes in the allowance for loan losses by segment for the three months ended March 31, 2017 and 2016.
Three Months Ended March 31, 2017 | |||||||||||||||||||||||||||
Real Estate | |||||||||||||||||||||||||||
Commercial | Construction and Land | 1-4 Family Residential | Home Equity | Commercial | Consumer and Other | Total | |||||||||||||||||||||
Beginning balance | $ | 3,881 | $ | 2,639 | $ | 317 | $ | 478 | $ | 8,697 | $ | 100 | $ | 16,112 | |||||||||||||
Charge-offs | (60 | ) | — | — | — | — | — | (60 | ) | ||||||||||||||||||
Recoveries | 59 | 303 | 1 | 8 | 3 | 1 | 375 | ||||||||||||||||||||
Provision (1) | (80 | ) | (28 | ) | (3 | ) | (39 | ) | 148 | 2 | — | ||||||||||||||||
Ending balance | $ | 3,800 | $ | 2,914 | $ | 315 | $ | 447 | $ | 8,848 | $ | 103 | $ | 16,427 | |||||||||||||
Three Months Ended March 31, 2016 | |||||||||||||||||||||||||||
Real Estate | |||||||||||||||||||||||||||
Commercial | Construction and Land | 1-4 Family Residential | Home Equity | Commercial | Consumer and Other | Total | |||||||||||||||||||||
Beginning balance | $ | 4,369 | $ | 2,338 | $ | 508 | $ | 481 | $ | 7,254 | $ | 17 | $ | 14,967 | |||||||||||||
Charge-offs | — | — | — | — | — | — | — | ||||||||||||||||||||
Recoveries | 42 | 44 | 11 | 7 | 3 | 6 | 113 | ||||||||||||||||||||
Provision (1) | (268 | ) | 280 | (123 | ) | 31 | 227 | 53 | 200 | ||||||||||||||||||
Ending balance | $ | 4,143 | $ | 2,662 | $ | 396 | $ | 519 | $ | 7,484 | $ | 76 | $ | 15,280 |
(1) | The negative provisions for the various segments are either related to the decline in outstanding balances in each of those portfolio segments during the time periods disclosed and/or improvement in the credit quality factors related to those portfolio segments. |
21
West Bancorporation, Inc. and Subsidiary
Notes to Consolidated Financial Statements
(unaudited)
(dollars in thousands, except per share data)
The following tables present a breakdown of the allowance for loan losses disaggregated on the basis of impairment analysis method by segment as of March 31, 2017 and December 31, 2016.
March 31, 2017 | |||||||||||||||||||||||||||
Real Estate | |||||||||||||||||||||||||||
Commercial | Construction and Land | 1-4 Family Residential | Home Equity | Commercial | Consumer and Other | Total | |||||||||||||||||||||
Ending balance: | |||||||||||||||||||||||||||
Individually evaluated for impairment | $ | 87 | $ | — | $ | — | $ | 264 | $ | 132 | $ | — | $ | 483 | |||||||||||||
Collectively evaluated for impairment | 3,713 | 2,914 | 315 | 183 | 8,716 | 103 | 15,944 | ||||||||||||||||||||
Total | $ | 3,800 | $ | 2,914 | $ | 315 | $ | 447 | $ | 8,848 | $ | 103 | $ | 16,427 | |||||||||||||
December 31, 2016 | |||||||||||||||||||||||||||
Real Estate | |||||||||||||||||||||||||||
Commercial | Construction and Land | 1-4 Family Residential | Home Equity | Commercial | Consumer and Other | Total | |||||||||||||||||||||
Ending balance: | |||||||||||||||||||||||||||
Individually evaluated for impairment | $ | 91 | $ | — | $ | — | $ | 276 | $ | 136 | $ | — | $ | 503 | |||||||||||||
Collectively evaluated for impairment | 3,790 | 2,639 | 317 | 202 | 8,561 | 100 | 15,609 | ||||||||||||||||||||
Total | $ | 3,881 | $ | 2,639 | $ | 317 | $ | 478 | $ | 8,697 | $ | 100 | $ | 16,112 |
The following tables present the recorded investment in loans, exclusive of unamortized fees and costs, disaggregated on the basis of impairment analysis method by segment as of March 31, 2017 and December 31, 2016.
March 31, 2017 | |||||||||||||||||||||||||||
Real Estate | |||||||||||||||||||||||||||
Commercial | Construction and Land | 1-4 Family Residential | Home Equity | Commercial | Consumer and Other | Total | |||||||||||||||||||||
Ending balance: | |||||||||||||||||||||||||||
Individually evaluated for impairment | $ | 87 | $ | — | $ | 104 | $ | 293 | $ | 436 | $ | — | $ | 920 | |||||||||||||
Collectively evaluated for impairment | 332,684 | 234,010 | 48,054 | 17,616 | 806,883 | 7,964 | 1,447,211 | ||||||||||||||||||||
Total | $ | 332,771 | $ | 234,010 | $ | 48,158 | $ | 17,909 | $ | 807,319 | $ | 7,964 | $ | 1,448,131 |
December 31, 2016 | |||||||||||||||||||||||||||
Real Estate | |||||||||||||||||||||||||||
Commercial | Construction and Land | 1-4 Family Residential | Home Equity | Commercial | Consumer and Other | Total | |||||||||||||||||||||
Ending balance: | |||||||||||||||||||||||||||
Individually evaluated for impairment | $ | 126 | $ | — | $ | 108 | $ | 317 | $ | 471 | $ | — | $ | 1,022 | |||||||||||||
Collectively evaluated for impairment | 333,888 | 205,610 | 47,076 | 17,740 | 787,529 | 8,355 | 1,400,198 | ||||||||||||||||||||
Total | $ | 334,014 | $ | 205,610 | $ | 47,184 | $ | 18,057 | $ | 788,000 | $ | 8,355 | $ | 1,401,220 |
22
West Bancorporation, Inc. and Subsidiary
Notes to Consolidated Financial Statements
(unaudited)
(dollars in thousands, except per share data)
5. Derivatives
The Company has entered into various forward-starting interest rate swap transactions to effectively convert variable rate FHLB advances and junior subordinated notes to fixed rate debt as of forward-starting dates. The swap transactions were designated as cash flow hedges. Three interest rate swaps, with a total notional amount of $70,000, were terminated in 2015, subject to termination fees totaling $541. The termination fees are being reclassified from accumulated other comprehensive income to interest expense over the remaining life of the underlying cash flows through June 2020. One interest rate swap, with a notional amount of $30,000, became effective in December 2015. One interest rate swap, with a notional amount of $20,000, has a forward-starting date in September 2018. No amount of ineffectiveness was included in net income for the three months ended March 31, 2017 or 2016, and the Company estimates there will be approximately $426 of cash payments and reclassification from accumulated other comprehensive income to interest expense through the 12 months ended March 31, 2018. Derivative contracts are executed with a Credit Support Annex, which is a bilateral ratings-sensitive agreement that requires collateral postings at established credit threshold levels. These agreements protect the interests of the Company and its counterparties should either party suffer a credit rating deterioration. As of March 31, 2017 and December 31, 2016, the Company pledged $470 and $470, respectively, of collateral to the counterparty in the form of cash on deposit with a third party. The Company's counterparty was required to pledge $1,110 and $1,070 at March 31, 2017 and December 31, 2016, respectively.
The table below identifies the balance sheet category and fair values of the Company's derivative instruments designated as cash flow hedges as of March 31, 2017 and December 31, 2016.
Interest Rate Swap | Notional Amount | Fair Value | Balance Sheet Category | Weighted Average Receive Rate | Weighted Average Pay Rate | Maturity | |||||||||||||
March 31, 2017 | |||||||||||||||||||
Interest rate swap | $ | 30,000 | $ | (384 | ) | Other Liabilities | 1.46 | % | 2.52 | % | 9/21/2020 | ||||||||
Interest rate swap(1) | 20,000 | 1,055 | Other Assets | — | 4.81 | % | 9/30/2026 | ||||||||||||
December 31, 2016 | |||||||||||||||||||
Interest rate swap | 30,000 | (496 | ) | Other Liabilities | 1.30 | % | 2.52 | % | 9/21/2020 | ||||||||||
Interest rate swap(1) | 20,000 | 1,068 | Other Assets | — | 4.81 | % | 9/30/2026 |
(1) This swap is a forward starting swap with a weighted average pay rate of 4.81 percent beginning September 30, 2018. No interest payments are required related to this swap until December 30, 2018.
The following table identifies the pre-tax gains (losses) recognized on the Company's derivative instruments designated as cash flow hedges for the three months ended March 31, 2017 and 2016.
Effective Portion | Ineffective Portion | ||||||||||||||||
Amount of | Reclassified from AOCI into Income | Recognized in Income on Derivatives | |||||||||||||||
Pre-tax Gain | |||||||||||||||||
(Loss) Recognized | Amount of | Amount of | |||||||||||||||
Interest Rate Swap | in OCI | Category | Gain (Loss) | Category | Gain (Loss) | ||||||||||||
March 31, 2017 | $ | 9 | Interest Expense | $ | (117 | ) | Other Income | $ | — | ||||||||
March 31, 2016 | (830 | ) | Interest Expense | (151 | ) | Other Income | — |
23
West Bancorporation, Inc. and Subsidiary
Notes to Consolidated Financial Statements
(unaudited)
(dollars in thousands, except per share data)
6. Deferred Income Taxes
Net deferred tax assets consisted of the following as of March 31, 2017 and December 31, 2016.
March 31, 2017 | December 31, 2016 | ||||||
Deferred tax assets: | |||||||
Allowance for loan losses | $ | 6,242 | $ | 6,123 | |||
Net unrealized losses on securities available for sale | 110 | 719 | |||||
Intangibles | 385 | 462 | |||||
Accrued expenses | 464 | 706 | |||||
Restricted stock compensation | 215 | 446 | |||||
State net operating loss carryforward | 1,299 | 1,271 | |||||
Other | 186 | 190 | |||||
8,901 | 9,917 | ||||||
Deferred tax liabilities: | |||||||
Net deferred loan fees and costs | 311 | 321 | |||||
Net unrealized gains on interest rate swaps | 128 | 80 | |||||
Premises and equipment | 1,068 | 1,027 | |||||
Other | 245 | 261 | |||||
1,752 | 1,689 | ||||||
Net deferred tax assets before valuation allowance | 7,149 | 8,228 | |||||
Valuation allowance | (1,299 | ) | (1,271 | ) | |||
Net deferred tax assets | $ | 5,850 | $ | 6,957 |
The Company has recorded a valuation allowance against the tax effect of the state net operating loss carryforwards, as management believes it is more likely than not that this carryforward will expire without being utilized.
7. Accumulated Other Comprehensive Income (Loss)
The following table summarizes the changes in the balances of each component of accumulated other comprehensive income (loss), net of tax, for the three months ended March 31, 2017 and 2016.
Unrealized | Unrealized | Accumulated | ||||||||||
Gains | Gains | Other | ||||||||||
(Losses) on | (Losses) on | Comprehensive | ||||||||||
Securities | Derivatives | Income (Loss) | ||||||||||
Balance, December 31, 2015 | $ | 342 | $ | (772 | ) | $ | (430 | ) | ||||
Other comprehensive income (loss) before reclassifications | 1,665 | (515 | ) | 1,150 | ||||||||
Amounts reclassified from accumulated other comprehensive income | (15 | ) | 94 | 79 | ||||||||
Net current period other comprehensive income (loss) | 1,650 | (421 | ) | 1,229 | ||||||||
Balance, March 31, 2016 | $ | 1,992 | $ | (1,193 | ) | $ | 799 | |||||
Balance, December 31, 2016 | $ | (1,172 | ) | $ | 130 | $ | (1,042 | ) | ||||
Other comprehensive income before reclassifications | 996 | 6 | 1,002 | |||||||||
Amounts reclassified from accumulated other comprehensive income | (2 | ) | 72 | 70 | ||||||||
Net current period other comprehensive income | 994 | 78 | 1,072 | |||||||||
Balance, March 31, 2017 | $ | (178 | ) | $ | 208 | $ | 30 |
24
West Bancorporation, Inc. and Subsidiary
Notes to Consolidated Financial Statements
(unaudited)
(dollars in thousands, except per share data)
8. Commitments and Contingencies
Financial instruments with off-balance-sheet risk: The Company is party to financial instruments with off-balance-sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments include commitments to extend credit and standby letters of credit. These instruments involve, to varying degrees, elements of credit risk in excess of the amount recognized in the consolidated balance sheets. The Company's exposure to credit loss in the event of nonperformance by the other party to the financial instrument for commitments to extend credit and standby letters of credit is represented by the contractual amount of those instruments. The Company uses the same credit policies in making commitments and conditional obligations that it uses for on-balance-sheet instruments. The Company's commitments consisted of the following approximate amounts as of March 31, 2017 and December 31, 2016.
March 31, 2017 | December 31, 2016 | ||||||
Commitments to extend credit | $ | 658,652 | $ | 614,681 | |||
Standby letters of credit | 5,811 | 5,487 | |||||
$ | 664,463 | $ | 620,168 |
West Bank previously executed Mortgage Partnership Finance (MPF) Master Commitments (Commitments) with the FHLB of Des Moines to deliver residential mortgage loans and to guarantee the payment of any realized losses that exceed the FHLB's first loss account for mortgages delivered under the Commitments. West Bank receives credit enhancement fees from the FHLB for providing this guarantee and continuing to assist with managing the credit risk of the MPF Program residential mortgage loans. At March 31, 2017, the liability represented by the present value of the credit enhancement fees less any expected losses in the mortgages delivered under the Commitments was approximately $187. The outstanding balance of mortgage loans sold under the MPF Program was $106,699 and $112,084 at March 31, 2017 and December 31, 2016, respectively.
Contractual commitments: The Company has remaining commitments to invest in five qualified affordable housing projects totaling $5,447 and $5,768 as of March 31, 2017 and December 31, 2016, respectively.
Contingencies: Neither the Company nor West Bank is a party, and no property of these entities is subject, to any material pending legal proceedings, other than ordinary routine litigation incidental to West Bank's business. The Company does not know of any proceeding contemplated by a governmental authority against the Company or West Bank.
25
West Bancorporation, Inc. and Subsidiary
Notes to Consolidated Financial Statements
(unaudited)
(dollars in thousands, except per share data)
9. Fair Value Measurements
Accounting guidance on fair value measurements and disclosures defines fair value and establishes a framework for measuring the fair value of assets and liabilities using a hierarchy system. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants in the market in which the reporting entity transacts business.
The Company's balance sheet contains investment securities available for sale and derivative instruments that are recorded at fair value on a recurring basis. The three-level valuation hierarchy for disclosure of fair value is as follows:
Level 1 uses quoted market prices in active markets for identical assets or liabilities.
Level 2 uses observable market-based inputs or unobservable inputs that are corroborated by market data.
Level 3 uses unobservable inputs that are not corroborated by market data.
The Company's policy is to recognize transfers between Levels at the end of each reporting period, if applicable. There were no transfers between Levels of the fair value hierarchy during the three months ended March 31, 2017.
The following is a description of valuation methodologies used for financial assets and liabilities recorded at fair value on a recurring basis.
Investment securities available for sale: When available, quoted market prices are used to determine the fair value of investment securities. If quoted market prices are not available, the Company determines fair value based on various sources and may apply matrix pricing with observable prices for similar bonds where a price for the identical bond is not observable. The fair values of these securities are determined by pricing models that consider observable market data such as interest rate volatilities, LIBOR yield curve, credit spreads, prices from market makers and live trading systems. Level 1 securities include certain corporate bonds and preferred stocks, and would include U.S. Treasuries, if any were held. Level 2 securities include U.S. government and agency securities, collateralized mortgage obligations, mortgage-backed securities, state and political subdivision securities, and one trust preferred security. The Company currently holds no investment securities classified as Level 3.
Generally, management obtains the fair value of investment securities at the end of each reporting period via a third-party pricing service. Management reviewed the valuation process used by the third party and believed that process was valid. On a quarterly basis, management corroborates the fair values of a randomly selected sample of investment securities by obtaining pricing from an independent investment portfolio management firm and compares the two sets of fair values. Any significant variances are reviewed and investigated. In addition, the Company has a practice of further testing the fair values by selecting a sample of investment securities from each category of securities. For that sample, the prices are further validated by management, with assistance from an independent investment portfolio management firm, by obtaining details of the inputs used by the pricing service. Those inputs were independently tested, and management concluded the fair values were consistent with GAAP requirements and the investment securities were properly classified in the fair value hierarchy as of the end of the period covered by this report.
Derivative instruments: The Company's derivative instruments consist of interest rate swaps, which are accounted for as a cash flow hedge. The Company's derivative positions are classified within Level 2 of the fair value hierarchy and are valued using models generally accepted in the financial services industry and that use actively quoted or observable market input values from external market data providers and/or non-binding broker-dealer quotations. The fair value of the derivatives are determined using discounted cash flow models. These models’ key assumptions include the contractual terms of the contract along with significant observable inputs, including interest rates, yield curves, nonperformance risk and volatility.
26
West Bancorporation, Inc. and Subsidiary
Notes to Consolidated Financial Statements
(unaudited)
(dollars in thousands, except per share data)
The following tables present the balances of financial assets and liabilities measured at fair value on a recurring basis by level as of March 31, 2017 and December 31, 2016.
March 31, 2017 | ||||||||||||||||
Total | Level 1 | Level 2 | Level 3 | |||||||||||||
Financial assets: | ||||||||||||||||
Investment securities available for sale: | ||||||||||||||||
U.S. government agencies and corporations | $ | 2,565 | $ | — | $ | 2,565 | $ | — | ||||||||
State and political subdivisions | 61,957 | — | 61,957 | — | ||||||||||||
Collateralized mortgage obligations | 105,930 | — | 105,930 | — | ||||||||||||
Mortgage-backed securities | 76,272 | — | 76,272 | — | ||||||||||||
Trust preferred security | 1,260 | — | 1,260 | — | ||||||||||||
Corporate notes | 13,442 | 13,142 | 300 | — | ||||||||||||
Derivative instrument, interest rate swap | 1,055 | — | 1,055 | — | ||||||||||||
Financial liabilities: | ||||||||||||||||
Derivative instrument, interest rate swap | $ | 384 | $ | — | $ | 384 | $ | — |
December 31, 2016 | ||||||||||||||||
Total | Level 1 | Level 2 | Level 3 | |||||||||||||
Financial assets: | ||||||||||||||||
Investment securities available for sale: | ||||||||||||||||
U.S. government agencies and corporations | $ | 2,593 | $ | — | $ | 2,593 | $ | — | ||||||||
State and political subdivisions | 64,336 | — | 64,336 | — | ||||||||||||
Collateralized mortgage obligations | 101,950 | — | 101,950 | — | ||||||||||||
Mortgage-backed securities | 80,158 | — | 80,158 | — | ||||||||||||
Trust preferred security | 1,250 | — | 1,250 | — | ||||||||||||
Corporate notes | 10,350 | 10,050 | 300 | — | ||||||||||||
Derivative instrument, interest rate swap | 1,068 | — | 1,068 | — | ||||||||||||
Financial liabilities: | ||||||||||||||||
Derivative instrument, interest rate swap | $ | 496 | $ | — | $ | 496 | $ | — |
Certain assets are measured at fair value on a nonrecurring basis. That is, they are subject to fair value adjustments in certain circumstances (for example, when there is evidence of impairment). As of both March 31, 2017 and December 31, 2016, impaired loans for which a fair value adjustment was recorded were recorded at a net value of $0 as of each date. Impaired loans are evaluated and valued at the lower of cost or fair value when the loan is identified as impaired. Fair value is measured based on the value of the collateral securing these loans. The types of collateral vary widely and could include accounts receivables, inventory, a variety of equipment and real estate. Evaluations of the underlying assets are completed for each impaired loan with a specific reserve. Collateral evaluations are reviewed and discounted as appropriate based on knowledge of the specific type of collateral. In the case of real estate, an independent appraisal may be obtained. Types of discounts considered included aging of receivables, condition of the collateral, potential market for the collateral and estimated disposal costs. These discounts will vary from loan to loan and may be discounted based on management's opinions concerning market developments or the client's business.
27
West Bancorporation, Inc. and Subsidiary
Notes to Consolidated Financial Statements
(unaudited)
(dollars in thousands, except per share data)
GAAP requires disclosure of the fair value of financial assets and financial liabilities, including those that are not measured and reported at fair value on a recurring or nonrecurring basis. The methodologies for estimating the fair value of financial assets and financial liabilities that are measured at fair value on a recurring or nonrecurring basis are discussed above. The methodologies for other financial assets and financial liabilities are discussed below.
Cash and due from banks: The carrying amount approximates fair value.
Federal funds sold: The carrying amount approximates fair value.
Investment securities held to maturity: The fair values of these securities, which are all state and political subdivisions, are determined by the same method previously described for investment securities available for sale.
FHLB stock: The fair value of this restricted stock is estimated at its carrying value and redemption price of $100 per share.
Loans: The fair values of fixed rate loans are estimated using discounted cash flow analysis based on observable market interest rates currently being offered for loans with similar terms to borrowers with similar credit quality. The carrying values of variable rate loans approximate their fair values.
Deposits: The carrying amounts for demand and savings deposits, which represent the amounts payable on demand, approximate their fair values. The fair values for time deposits are estimated using discounted cash flow analysis, based on observable market interest rates currently being offered on time deposits with similar terms.
Accrued interest receivable and payable: The fair values of both accrued interest receivable and payable approximate their carrying amounts.
Borrowings: The carrying amounts of federal funds purchased, short-term borrowings, variable rate FHLB advances, and variable rate long-term borrowings approximate their fair values. Fair values of subordinated notes, a fixed rate FHLB advance and other long-term borrowings are estimated using discounted cash flow analysis, based on observable market interest rates currently being offered with similar terms.
Commitments to extend credit and standby letters of credit: The approximate fair values of commitments and standby letters of credit are based on the fees currently charged to enter into similar agreements, taking into account the remaining terms of the agreements and creditworthiness of the counterparties.
28
West Bancorporation, Inc. and Subsidiary
Notes to Consolidated Financial Statements
(unaudited)
(dollars in thousands, except per share data)
The following table presents the carrying amounts and approximate fair values of financial assets and liabilities as of March 31, 2017 and December 31, 2016.
March 31, 2017 | December 31, 2016 | ||||||||||||||||
Fair Value Hierarchy Level | Carrying Amount | Approximate Fair Value | Carrying Amount | Approximate Fair Value | |||||||||||||
Financial assets: | |||||||||||||||||
Cash and due from banks | Level 1 | $ | 34,994 | $ | 34,994 | $ | 40,943 | $ | 40,943 | ||||||||
Federal funds sold | Level 1 | 7,536 | 7,536 | 35,893 | 35,893 | ||||||||||||
Investment securities available for sale | See previous table | 261,426 | 261,426 | 260,637 | 260,637 | ||||||||||||
Investment securities held to maturity | Level 2 | 48,386 | 48,079 | 48,386 | 47,789 | ||||||||||||
Federal Home Loan Bank stock | Level 1 | 12,110 | 12,110 | 10,771 | 10,771 | ||||||||||||
Loans, net(1) | Level 2 | 1,430,308 | 1,421,808 | 1,383,758 | 1,382,569 | ||||||||||||
Accrued interest receivable | Level 1 | 5,585 | 5,585 | 5,321 | 5,321 | ||||||||||||
Interest rate swap | See previous table | 1,055 | 1,055 | 1,068 | 1,068 | ||||||||||||
Financial liabilities: | |||||||||||||||||
Deposits | Level 2 | $ | 1,528,754 | $ | 1,528,615 | $ | 1,546,605 | $ | 1,546,307 | ||||||||
Federal funds purchased | Level 1 | 1,425 | 1,425 | 9,690 | 9,690 | ||||||||||||
Short-term borrowings | Level 1 | 36,000 | 36,000 | — | — | ||||||||||||
Subordinated notes, net | Level 2 | 20,402 | 12,883 | 20,398 | 12,703 | ||||||||||||
Federal Home Loan Bank advances, net | Level 2 | 100,254 | 100,293 | 99,886 | 99,959 | ||||||||||||
Long-term debt, net | Level 2 | 4,300 | 4,229 | 5,126 | 5,054 | ||||||||||||
Accrued interest payable | Level 1 | 321 | 321 | 280 | 280 | ||||||||||||
Interest rate swap | See previous table | 384 | 384 | 496 | 496 | ||||||||||||
Off-balance-sheet financial instruments: | |||||||||||||||||
Commitments to extend credit | Level 3 | — | — | — | — | ||||||||||||
Standby letters of credit | Level 3 | — | — | — | — |
(1) All loans are Level 2 except impaired loans with a net value of $0 as of both March 31, 2017 and December 31, 2016, which are Level 3.
29
West Bancorporation, Inc.
Management's Discussion and Analysis
(in thousands, except share and per share data)
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.
"SAFE HARBOR" CONCERNING FORWARD-LOOKING STATEMENTS
Certain statements in this report, other than purely historical information, including estimates, projections, statements relating to the Company's business plans, objectives and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements” within the meanings of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the Exchange Act). Forward-looking statements may appear throughout this report. These forward-looking statements are generally identified by the words “believes,” “expects,” “intends,” “anticipates,” “projects,” “future,” “may,” “should,” “will,” “strategy,” “plan,” “opportunity,” “will be,” “will likely result,” “will continue” or similar references, or references to estimates, predictions or future events. Such forward-looking statements are based upon certain underlying assumptions, risks and uncertainties. Because of the possibility that the underlying assumptions are incorrect or do not materialize as expected in the future, actual results could differ materially from these forward-looking statements. Risks and uncertainties that may affect future results include: interest rate risk; competitive pressures; pricing pressures on loans and deposits; changes in credit and other risks posed by the Company's loan and investment portfolios, including declines in commercial or residential real estate values or changes in the allowance for loan losses dictated by new market conditions or regulatory requirements; actions of bank and nonbank competitors; changes in local, national and international economic conditions; changes in regulatory requirements, limitations and costs; changes in customers' acceptance of the Company's products and services; cyber-attacks; unexpected outcomes of existing or new litigation involving the Company; and any other risks described in the “Risk Factors” sections of this and other reports filed by the Company with the Securities and Exchange Commission. The Company undertakes no obligation to revise or update such forward-looking statements to reflect current or future events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.
CRITICAL ACCOUNTING POLICIES
The discussion and analysis of the Company's financial condition and results of operations are based upon the Company's consolidated financial statements that have been prepared in accordance with GAAP. The preparation of these financial statements requires management to make estimates and judgments that affect the reported amounts of assets, liabilities, income and expenses. These estimates are based upon historical experience and on various other assumptions that management believes are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. The estimates and judgments that management believes have the most effect on the Company's reported financial position and results of operations are described as critical accounting policies in the Company's Annual Report on Form 10-K for the year ended December 31, 2016, as filed with the Securities and Exchange Commission on March 1, 2017. There have been no significant changes in the critical accounting policies or the assumptions and judgments utilized in applying these policies since the year ended December 31, 2016.
30
West Bancorporation, Inc.
Management's Discussion and Analysis
(in thousands, except share and per share data)
THREE MONTHS ENDED MARCH 31, 2017
OVERVIEW
The following discussion describes the consolidated operations and financial condition of the Company, West Bank and West Bank's wholly owned subsidiary WB Funding Corporation (which had no activity). Results of operations for the three months ended March 31, 2017 are compared to the results for the same period in 2016, and the consolidated financial condition of the Company as of March 31, 2017 is compared to December 31, 2016. The Company operates in three markets: central Iowa, which is generally the greater Des Moines metropolitan area; eastern Iowa, which is the area including and surrounding Iowa City and Coralville, Iowa; and the Rochester, Minnesota area.
Net income for the three months ended March 31, 2017 was $6,106, or $0.37 per diluted common share, compared to $5,696, or $0.35 per diluted common share, for the three months ended March 31, 2016. The Company's annualized return on average assets and return on average equity for the three months ended March 31, 2017 were 1.35 and 14.80 percent, respectively, compared to 1.31 and 14.77 percent, respectively, for the first three months of 2016.
The increase in net income for the three months ended March 31, 2017 compared to the same period in 2016 was primarily due to growth in net interest income associated with loan growth and a decrease in the provision for loan losses. Partially offsetting these positive changes for the first three months of 2017 compared to the first three months of 2016 was a moderate increase in noninterest expense and a slight decrease in noninterest income.
Net interest income for the three months ended March 31, 2017 grew $690, or 5.0 percent, compared to the three months ended March 31, 2016. The increase in net interest income was primarily due to the $165,221 increase in average loans outstanding for the first three months of 2017 compared to the first three months of 2016. The Company recorded no provision for loan losses for the three months ended March 31, 2017, compared to a $200 provision in the three months ended March 31, 2016. Despite no provision for loan losses in the three months ended March 31, 2017, the allowance for loan losses grew $315 as a result of net recoveries during that time period.
Total loans outstanding increased $46,865, or 3.3 percent, during the first three months of 2017. The credit quality of the loan portfolio remained strong as evidenced by the Company's Texas ratio, which was 0.49 percent as of March 31, 2017. As of March 31, 2017, the allowance for loan losses was 1.14 percent of outstanding loans, and management believed the allowance was adequate to absorb any losses inherent in the loan portfolio.
Each quarter throughout the year, the Company's four key performance metrics are compared to those of our identified peer group of 16 companies. The group of 16 Midwestern, publicly traded peer financial institutions against which we compare our performance each quarter consists of BankFinancial Corporation, Farmers Capital Bank Corporation, First Business Financial Services, First Defiance Financial Corp., First Mid-Illinois Bancshares, Inc., Hills Bancorporation, Horizon Bancorp, Isabella Bank Corporation, Mercantile Bank Corporation, MidWestOne Financial Group, Inc., MutualFirst Financial, Inc., Nicolet Bankshares, Inc., Peoples Bancorp, QCR Holdings, Inc., Southwest Bancorp and Waterstone Financial, Inc. The members of the peer group are selected based on their business focus, scope and location of operations, size and other considerations. The Company is in the middle of the group in terms of asset size. The group is periodically reviewed, with changes made primarily to reflect merger and acquisition activity. Our goal is to perform at or near the top of these peers relative to what we consider to be four key metrics: return on average assets, return on average equity, efficiency ratio and Texas ratio. We believe these measures encompass the factors that define the performance of a community bank. When contrasted with the peer group's metrics for the year ended December 31, 2016 (latest data available), the Company's metrics for the three months ended March 31, 2017 were better than those of each company in the peer group as shown in the table below, except for one peer that had a higher return on average assets.
West Bancorporation, Inc. | Peer Group Range | ||
Three months ended March 31, 2017 | Year ended December 31, 2016 | ||
Return on average assets | 1.35% | 0.49% - 1.45% | |
Return on average equity | 14.80% | 3.60% - 10.56% | |
Efficiency ratio* | 46.84% | 54.33% - 75.15% | |
Texas ratio* | 0.49% | 3.49% - 20.51% |
* A lower ratio is more desirable.
31
West Bancorporation, Inc.
Management's Discussion and Analysis
(in thousands, except share and per share data)
In March 2017, the Company was recognized as a recipient of the 2016 Raymond James Community Bankers Cup. Raymond James, an investment bank and research firm, identified America's top performing community banks with assets between $500 million and $10 billion. They ranked the Company among the top 4 community banks in the nation as of December 31, 2016. The Raymond James Community Bankers Cup recognized the top 10 percent of the 281 exchange-traded community banks based on various profitability, operational efficiency and balance sheet metrics. This is the fourth consecutive year we have made this list.
At its meeting on April 26, 2017, the Board of Directors declared a quarterly dividend of $0.18 per common share. The dividend is payable on May 24, 2017, to stockholders of record as of May 10, 2017. This represents the highest quarterly dividend ever paid by the Company and an increase of 5.9 percent from the $0.17 dividend paid per common share in each of the four prior quarters.
32
West Bancorporation, Inc.
Management's Discussion and Analysis
(in thousands, except share and per share data)
RESULTS OF OPERATIONS
The following table shows selected financial results and measures for the three months ended March 31, 2017 compared with the same period in 2016.
Three Months Ended March 31, | ||||||||||||||
2017 | 2016 | Change | Change % | |||||||||||
Net income | $ | 6,106 | $ | 5,696 | $ | 410 | 7.20 | % | ||||||
Average assets | 1,839,301 | 1,744,098 | 95,203 | 5.46 | % | |||||||||
Average stockholders' equity | 167,288 | 155,119 | 12,169 | 7.84 | % | |||||||||
Return on average assets | 1.35 | % | 1.31 | % | 0.04 | % | ||||||||
Return on average equity | 14.80 | % | 14.77 | % | 0.03 | % | ||||||||
Net interest margin | 3.48 | % | 3.51 | % | (0.03 | )% | ||||||||
Efficiency ratio* | 46.84 | % | 46.91 | % | (0.07 | )% | ||||||||
Dividend payout ratio | 44.92 | % | 45.13 | % | (0.21 | )% | ||||||||
Average equity to average assets ratio | 9.10 | % | 8.89 | % | 0.21 | % | ||||||||
As of March 31, | ||||||||||||||
2017 | 2016 | Change | ||||||||||||
Texas ratio* | 0.49 | % | 0.76 | % | (0.27 | )% | ||||||||
Equity to assets ratio | 9.09 | % | 8.94 | % | 0.15 | % | ||||||||
Tangible common equity ratio | 9.09 | % | 8.94 | % | 0.15 | % |
* A lower ratio is more desirable.
Definitions of ratios:
• | Return on average assets - annualized net income divided by average assets. |
• | Return on average equity - annualized net income divided by average stockholders' equity. |
• | Net interest margin - annualized tax-equivalent net interest income divided by average interest-earning assets. |
• | Efficiency ratio - noninterest expense (excluding other real estate owned expense) divided by noninterest income (excluding net securities gains and gains/losses on disposition of premises and equipment) plus tax-equivalent net interest income. |
• | Dividend payout ratio - dividends paid to common stockholders divided by net income. |
• | Texas ratio - total nonperforming assets divided by tangible common equity plus the allowance for loan losses. |
• | Equity to assets ratio - equity divided by assets. |
• | Tangible common equity ratio - common equity less intangible assets (none held) divided by tangible assets. |
33
West Bancorporation, Inc.
Management's Discussion and Analysis
(in thousands, except share and per share data)
Net Interest Income
The following table presents average balances and related interest income or interest expense, with the resulting annualized average yield or rate by category of interest-earning assets or interest-bearing liabilities. Interest income and the resulting net interest income are shown on a fully taxable basis.
Data for the three months ended March 31: |
Average Balance | Interest Income/Expense | Yield/Rate | ||||||||||||||||||||||||||||||||||||
2017 | 2016 | Change | Change- % | 2017 | 2016 | Change | Change- % | 2017 | 2016 | Change | ||||||||||||||||||||||||||||
Interest-earning assets: | ||||||||||||||||||||||||||||||||||||||
Loans: (1) (2) | ||||||||||||||||||||||||||||||||||||||
Commercial | $ | 336,317 | $ | 349,635 | $ | (13,318 | ) | (3.81 | )% | $ | 3,478 | $ | 3,615 | $ | (137 | ) | (3.79 | )% | 4.19 | % | 4.16 | % | 0.03 | % | ||||||||||||||
Real estate (3) | 1,074,179 | 896,510 | 177,669 | 19.82 | % | 11,642 | 10,026 | 1,616 | 16.12 | % | 4.40 | % | 4.50 | % | (0.10 | )% | ||||||||||||||||||||||
Consumer and other | 8,284 | 7,414 | 870 | 11.73 | % | 82 | 73 | 9 | 12.33 | % | 4.00 | % | 3.94 | % | 0.06 | % | ||||||||||||||||||||||
Total loans | 1,418,780 | 1,253,559 | 165,221 | 13.18 | % | 15,202 | 13,714 | 1,488 | 10.85 | % | 4.35 | % | 4.40 | % | (0.05 | )% | ||||||||||||||||||||||
Investment securities: | ||||||||||||||||||||||||||||||||||||||
Taxable | 206,582 | 256,681 | (50,099 | ) | (19.52 | )% | 1,027 | 1,155 | (128 | ) | (11.08 | )% | 1.99 | % | 1.80 | % | 0.19 | % | ||||||||||||||||||||
Tax-exempt (3) | 112,586 | 124,153 | (11,567 | ) | (9.32 | )% | 1,163 | 1,332 | (169 | ) | (12.69 | )% | 4.13 | % | 4.29 | % | (0.16 | )% | ||||||||||||||||||||
Total investment securities | 319,168 | 380,834 | (61,666 | ) | (16.19 | )% | 2,190 | 2,487 | (297 | ) | (11.94 | )% | 2.74 | % | 2.61 | % | 0.13 | % | ||||||||||||||||||||
Federal funds sold | 8,577 | 14,630 | (6,053 | ) | (41.37 | )% | 17 | 20 | (3 | ) | (15.00 | )% | 0.80 | % | 0.55 | % | 0.25 | % | ||||||||||||||||||||
Total interest-earning assets (3) | $ | 1,746,525 | $ | 1,649,023 | $ | 97,502 | 5.91 | % | 17,409 | 16,221 | 1,188 | 7.32 | % | 4.04 | % | 3.96 | % | 0.08 | % | |||||||||||||||||||
Interest-bearing liabilities: | ||||||||||||||||||||||||||||||||||||||
Deposits: | ||||||||||||||||||||||||||||||||||||||
Interest-bearing demand, | ||||||||||||||||||||||||||||||||||||||
savings and money | ||||||||||||||||||||||||||||||||||||||
market | $ | 937,297 | $ | 861,065 | $ | 76,232 | 8.85 | % | 977 | 537 | 440 | 81.94 | % | 0.42 | % | 0.25 | % | 0.17 | % | |||||||||||||||||||
Time deposits | 117,952 | 112,036 | 5,916 | 5.28 | % | 218 | 168 | 50 | 29.76 | % | 0.75 | % | 0.60 | % | 0.15 | % | ||||||||||||||||||||||
Total deposits | 1,055,249 | 973,101 | 82,148 | 8.44 | % | 1,195 | 705 | 490 | 69.50 | % | 0.46 | % | 0.29 | % | 0.17 | % | ||||||||||||||||||||||
Other borrowed funds | 147,609 | 141,600 | 6,009 | 4.24 | % | 1,207 | 1,120 | 87 | 7.77 | % | 3.32 | % | 3.18 | % | 0.14 | % | ||||||||||||||||||||||
Total interest-bearing | ||||||||||||||||||||||||||||||||||||||
liabilities | $ | 1,202,858 | $ | 1,114,701 | $ | 88,157 | 7.91 | % | 2,402 | 1,825 | 577 | 31.62 | % | 0.81 | % | 0.66 | % | 0.15 | % | |||||||||||||||||||
Tax-equivalent net interest income | $ | 15,007 | $ | 14,396 | $ | 611 | 4.24 | % | ||||||||||||||||||||||||||||||
Net interest spread | 3.23 | % | 3.30 | % | (0.07 | )% | ||||||||||||||||||||||||||||||||
Net interest margin | 3.48 | % | 3.51 | % | (0.03 | )% |
(1) | Average loan balances include nonaccrual loans. Interest income recognized on nonaccrual loans has been included. |
(2) | Interest income on loans includes amortization of loan fees and costs and prepayment penalties collected, which are not material. |
(3) | Tax-exempt income has been adjusted to a tax-equivalent basis using an incremental federal income tax rate of 35 percent and is adjusted to reflect the effect of the nondeductible interest expense associated with owning tax-exempt investment securities and loans. |
The Company's largest component of net income is net interest income, which is the difference between interest earned on interest-earning assets, consisting primarily of loans and investment securities, and interest paid on interest-bearing liabilities, consisting of deposits and borrowings. Fluctuations in net interest income can result from the combination of changes in the average balances of asset and liability categories and changes in interest rates. Interest rates earned and paid are affected by general economic conditions, particularly changes in market interest rates, and by competitive factors, government policies and the actions of regulatory authorities. The Board of Governors of the Federal Reserve System increased the targeted federal funds interest rate by 25 basis points in December 2015, December 2016 and March 2017.
34
West Bancorporation, Inc.
Management's Discussion and Analysis
(in thousands, except share and per share data)
Net interest margin is a measure of the net return on interest-earning assets and is computed by dividing annualized tax-equivalent net interest income by total average interest-earning assets for the period. The net interest margin for the three months ended March 31, 2017 declined three basis points, compared to the three months ended March 31, 2016. The primary drivers of the decline in the net interest margin were an increase in interest rates paid on certain deposit categories, an increase in the rate paid on other borrowed funds, and a reduction in yield on loans. Despite the decline in the net interest margin, tax-equivalent net interest income for the three months ended March 31, 2017 increased $611 compared to the same time period in 2016. The increase in net interest income for the first three months of 2017 compared to the three months ended March 31, 2016 was largely due to the increase in average outstanding loans. Management expects the current interest rate environment to continue to put pressure on the net interest margin throughout the remainder of 2017. Management continually develops and applies strategies to maintain the net interest margin.
Tax-equivalent interest income on loans increased $1,488 for the three months ended March 31, 2017 compared to the three months ended March 31, 2016. The improvement was due to the significant increase in average loan balances outstanding between the first three months of 2017 compared to the same period in 2016. The average yields on loans declined by five basis points for the three months ended March 31, 2017 compared to the three months ended March 31, 2016. The Company continues to focus on expanding existing and entering into new customer relationships while maintaining strong credit quality. The yield on the Company's loan portfolio is affected by the mix of the loans in the portfolio, the interest rate environment, the effects of competition, the level of nonaccrual loans and reversals of previously accrued interest on charged-off loans. The political and economic environments can also influence the volume of new loan originations and the mix of variable rate versus fixed rate loans.
The average balance of investment securities was lower during the three months ended March 31, 2017 than during the same period in 2016. Cash flows from investment securities paydowns, calls and maturities during 2016 were primarily used to fund loan growth instead of reinvested in the investment portfolio. The overall portfolio yield increased 13 basis points for the three months ended March 31, 2017 compared to the same period last year.
The average balance of interest-bearing demand, savings and money market deposits increased for the three months ended March 31, 2017 compared to the three months ended March 31, 2016, mainly due to an increase in average balances of money market accounts, including public funds from municipalities. The average rate paid on interest-bearing demand, savings and money market deposits for the three months ended March 31, 2017 increased 17 basis points compared to the three months ended March 31, 2016. The increase in interest expense was primarily due to increasing interest rates on certain money market deposit products in late December 2016 and the mix of new deposits in 2017. The average balance of time deposits increased for the three months ended March 31, 2017 compared to the same period in 2016, primarily in the Certificate of Deposit Account Registry Service (CDARS) program. Interest rates on time deposits increased 15 basis points for the three months ended March 31, 2017 compared to the same period in 2016, primarily due to higher market interest rates paid at the time new and renewed CDARS deposits were issued.
The average rate paid on other borrowed funds increased 14 basis points for the three months ended March 31, 2017 compared to the three months ended March 31, 2016. The increase in the average rate paid was due to increases in rates for variable rate FHLB advances and a subordinated note. The increase in the average balance of other borrowed funds for the three months ended March 31, 2017 compared to the same period in 2016 was caused by higher average overnight borrowings, which were offset by scheduled principal payments on long-term borrowings.
35
West Bancorporation, Inc.
Management's Discussion and Analysis
(in thousands, except share and per share data)
Provision for Loan Losses and the Related Allowance for Loan Losses
The provision for loan losses represents charges made to earnings to maintain an adequate allowance for loan losses. The adequacy of the allowance for loan losses is evaluated quarterly by management and reviewed by the Board of Directors. The allowance for loan losses is management's best estimate of probable losses inherent in the loan portfolio as of the balance sheet date. Based upon the evaluations, the provision for loan losses was $0 and $200, respectively, for the three months ended March 31, 2017 and 2016. No provision was recorded for the three months ended March 31, 2017, as recoveries on previously charged off loans during the period were sufficient to increase the allowance for loan losses to a level deemed appropriate in relation to the 2017 year-to-date loan growth.
Factors considered in establishing an appropriate allowance include: the borrower's financial condition; the value and adequacy of loan collateral; the condition of the local economy and the borrower's specific industry; the levels and trends of loans by segment; and a review of delinquent and classified loans. The quarterly evaluation focuses on factors such as specific loan reviews, changes in the components of the loan portfolio given the current and forecasted economic conditions, and historical loss experience. Any one of the following conditions may result in the review of a specific loan: concern about whether the customer's cash flow or net worth is sufficient to repay the loan; delinquency status; criticism of the loan in a regulatory examination; the suspension of interest accrual; or other factors, including whether the loan has other special or unusual characteristics that suggest special monitoring is warranted. The Company's concentration risks include geographic concentration in central and eastern Iowa and southeastern Minnesota. The local economies are composed primarily of service industries and state and county governments.
West Bank has a significant portion of its loan portfolio in commercial real estate loans, commercial lines of credit, commercial term loans, and construction and land development loans. West Bank's typical commercial borrower is a small- or medium-sized, privately owned business entity. West Bank's commercial loans typically have greater credit risks than residential mortgages or consumer loans because they often have larger balances and repayment usually depends on the borrowers' successful business operations. Commercial loans also involve additional risks because they generally are not fully repaid over the loan period and, thus, may require refinancing or a large payoff at maturity. When the economy turns downward, commercial borrowers may not be able to repay their loans, and the value of their assets, which are usually pledged as collateral, may decrease rapidly and significantly.
While management uses available information to recognize losses on loans, further reduction in the carrying amounts of loans may be necessary based on changes in circumstances, changes in the overall economy in the markets we currently serve, or later acquired information. Identifiable sectors within the general economy are subject to additional volatility, which at any time may have a substantial impact on the loan portfolio. In addition, regulatory agencies, as integral parts of their examination processes, periodically review the credit quality of the loan portfolio and the level of the allowance for loan losses. Such agencies may require West Bank to recognize additional losses based on such agencies' review of information available to them at the time of their examinations.
36
West Bancorporation, Inc.
Management's Discussion and Analysis
(in thousands, except share and per share data)
West Bank's policy is to charge off loans when, in management's opinion, a loan or a portion of a loan is deemed uncollectible. Concerted efforts are made to maximize subsequent recoveries. The following table summarizes the activity in the Company's allowance for loan losses for the three months ended March 31, 2017 and 2016 and related ratios.
Three Months Ended March 31, | |||||||||||
2017 | 2016 | Change | |||||||||
Balance at beginning of period | $ | 16,112 | $ | 14,967 | $ | 1,145 | |||||
Charge-offs | (60 | ) | — | (60 | ) | ||||||
Recoveries | 375 | 113 | 262 | ||||||||
Net recoveries | 315 | 113 | 202 | ||||||||
Provision for loan losses charged to operations | — | 200 | (200 | ) | |||||||
Balance at end of period | $ | 16,427 | $ | 15,280 | $ | 1,147 | |||||
Average loans outstanding | $ | 1,418,780 | $ | 1,253,559 | |||||||
Ratio of annualized net (recoveries) during the period to average loans outstanding | (0.09 | )% | (0.04 | )% | |||||||
Ratio of allowance for loan losses to average loans outstanding | 1.16 | % | 1.22 | % |
In general, the U.S. economy is growing, but at a lower rate than was considered normal before the financial crisis. Average monthly job growth in 2017 has dropped below 200,000, while the national unemployment rate has declined slightly to 4.5 percent as of March 31, 2017, the lowest level since May 2007. Activity in the housing market continues at a moderate pace. Interest rates are expected to continue to gradually rise. The economic environments in Iowa and Minnesota continue to improve. Based on the current economic indicators, the Company decided to maintain the economic factors within the allowance for loan losses evaluation at the same levels used in 2016. In the first three months of 2017, the Company continued to use experience factors based on the highest losses calculated over a rolling 12-, 16-, or 20-quarter period. The loan growth in the first three months of 2017 resulted in the portion of the allowance for loan losses related to loans collectively evaluated for impairment to increase by $335 to a total of $15,944, which was 1.10 percent of loans collectively evaluated for impairment as of March 31, 2017 compared to $15,609, or 1.11 percent, as of December 31, 2016. Management believes the resulting allowance for loan losses as of March 31, 2017 was adequate to absorb the losses inherent in the loan portfolio at the end of the quarter.
37
West Bancorporation, Inc.
Management's Discussion and Analysis
(in thousands, except share and per share data)
Noninterest Income
The following table shows the variance from the prior year in the noninterest income categories shown in the Consolidated Statements of Income. In addition, accounts within the “Other income” category that represent a significant portion of the total or a significant variance are shown below.
Three Months Ended March 31, | ||||||||||||||
Noninterest income: | 2017 | 2016 | Change | Change % | ||||||||||
Service charges on deposit accounts | $ | 600 | $ | 596 | $ | 4 | 0.67 | % | ||||||
Debit card usage fees | 440 | 447 | (7 | ) | (1.57 | )% | ||||||||
Trust services | 392 | 297 | 95 | 31.99 | % | |||||||||
Increase in cash value of bank-owned life insurance | 154 | 168 | (14 | ) | (8.33 | )% | ||||||||
Gain from bank-owned life insurance | 307 | 443 | (136 | ) | (30.70 | )% | ||||||||
Realized investment securities losses, net | (3 | ) | — | (3 | ) | N/A | ||||||||
Other income: | ||||||||||||||
Discount on purchased income tax credits | 16 | 17 | (1 | ) | (5.88 | )% | ||||||||
All other income | 254 | 262 | (8 | ) | (3.05 | )% | ||||||||
Total other income | 270 | 279 | (9 | ) | (3.23 | )% | ||||||||
Total noninterest income | $ | 2,160 | $ | 2,230 | $ | (70 | ) | (3.14 | )% |
The slight increase in service charges on deposit accounts for the three months ended March 31, 2017 compared to the three months ended March 31, 2016 was primarily due to changes in terms for one retail checking account product in March 2017. The remainder of the retail checking account product restructuring plan was completed early in the second quarter of 2017. We expect to see further increases in the retail service charge income for the remainder of 2017, but it is not possible to predict how customers may modify their banking behavior in response to the change in checking account terms related to the product restructuring. Approximately $76 million of noninterest-bearing accounts were reclassified to interest-bearing accounts in April 2017. Based on the current interest rate on the new product and the current amount of deposits, annual interest expense could increase by approximately $40. During the three months ended March 31, 2017, nonsufficient funds fees declined $23 compared to the same time period in 2016, consistent with the trend of the past several years.
Revenue from trust services was higher during the three months ended March 31, 2017 compared to the same time period in 2016 due to the combination of asset growth through ongoing business development efforts and a higher amount of one-time estate fees.
The increase in cash value of bank-owned life insurance was lower in the three months ended March 31, 2017 than in the three months ended March 31, 2016, as crediting rates within the policies declined slightly. Gain from bank-owned life insurance was recognized for both the three months ended March 31, 2017 and 2016.
Discounts on purchased State of Iowa wind energy income tax credits are expected to decline for the remainder of 2017. The Company's agreement to purchase wind energy credits at a discount ends effective May 1, 2017. The Company is currently reviewing an opportunity to purchase additional transferable State of Iowa income tax credits at a discount during the remainder of 2017.
38
West Bancorporation, Inc.
Management's Discussion and Analysis
(in thousands, except share and per share data)
Noninterest Expense
The following table shows the variance from the prior year in the noninterest expense categories shown in the Consolidated Statements of Income. In addition, accounts within the “Other expenses” category that represent a significant portion of the total or a significant variance are shown below.
Three Months Ended March 31, | ||||||||||||||
Noninterest expense: | 2017 | 2016 | Change | Change % | ||||||||||
Salaries and employee benefits | $ | 4,337 | $ | 4,256 | $ | 81 | 1.90 | % | ||||||
Occupancy | 1,097 | 951 | 146 | 15.35 | % | |||||||||
Data processing | 688 | 579 | 109 | 18.83 | % | |||||||||
FDIC insurance expense | 213 | 218 | (5 | ) | (2.29 | )% | ||||||||
Professional fees | 293 | 234 | 59 | 25.21 | % | |||||||||
Director fees | 211 | 240 | (29 | ) | (12.08 | )% | ||||||||
Other expenses: | ||||||||||||||
Marketing | 68 | 56 | 12 | 21.43 | % | |||||||||
Business development | 172 | 176 | (4 | ) | (2.27 | )% | ||||||||
Insurance expense | 90 | 88 | 2 | 2.27 | % | |||||||||
Investment advisory fees | 41 | 140 | (99 | ) | (70.71 | )% | ||||||||
Postage and courier | 86 | 86 | — | — | % | |||||||||
Trust | 105 | 96 | 9 | 9.38 | % | |||||||||
Consulting fees | 61 | 66 | (5 | ) | (7.58 | )% | ||||||||
Supplies | 66 | 63 | 3 | 4.76 | % | |||||||||
Low income housing projects amortization | 116 | 109 | 7 | 6.42 | % | |||||||||
All other | 399 | 441 | (42 | ) | (9.52 | )% | ||||||||
Total other | 1,204 | 1,321 | (117 | ) | (8.86 | )% | ||||||||
Total noninterest expense | $ | 8,043 | $ | 7,799 | $ | 244 | 3.13 | % |
Salaries and employee benefits increased for the three months ended March 31, 2017 when contrasted with the three months ended March 31, 2016, mainly as the result of an increase in stock-based employee compensation costs.
When compared with the three months ended March 31, 2016, occupancy costs increased for the three months ended March 31, 2017, partially as the result of operating costs associated with the new Rochester, Minnesota, office, which opened in November 2016. Also impacting the increase in occupancy costs compared to the prior year was a one-time reversal of previously accrued rent related to the terms of the previous lease for the Waukee, Iowa, branch facility at the time the branch was acquired in February 2016.
The increase in data processing expense for the three months ended March 31, 2017 compared to the same time period in 2016 was primarily because of costs associated with upgrading credit analysis software, ongoing implementation of additional security measures and an annual contractual increase in fees paid to our core processor service provider that is based upon an inflation factor.
Professional fees increased for the three months ended March 31, 2017 compared to the same time period in 2016, chiefly due to increased legal fees associated with preparation and adoption of the West Bancorporation, Inc. 2017 Equity Incentive Plan and the filing a new shelf registration statement with the Securities and Exchange Commission (which allows us to issue more publicly traded equity and debt instruments), and ongoing legal fees at West Bank.
Director fees declined for the three months ended March 31, 2017 compared to the same period in 2016 as a result of the retirement of one director from the Board of Directors effective as of the April 2016 Annual Meeting and corresponding reduction in the number of directors on the Board.
The increase in marketing expense for the three months ended March 31, 2017 compared to the three months ended March 31, 2016 was because of costs associated with the retail checking account product updates.
39
West Bancorporation, Inc.
Management's Discussion and Analysis
(in thousands, except share and per share data)
Investment advisory fees declined for the three months ended March 31, 2017 as contrasted to the three months ended March 31, 2016, mainly as a result of bringing the administration of the investment portfolio in-house, effective October 1, 2016. The Company also pays an administrative fee to an investment management firm for assisting with the purchase and administration of public company floating rate commercial loans. Total loans outstanding under that program were approximately $26 million as of March 31, 2017.
All other expenses declined for the three months ended March 31, 2017 compared to the same period last year, as 2016 all other expenses included a one-time cost associated with a bank-owned life insurance claim.
Income Tax Expense
The Company recorded income tax expense of $2,400 (28.2 percent of pre-tax income) for the three months ended March 31, 2017 compared with $2,234 (28.2 percent of pre-tax income) for the three months ended March 31, 2016. The Company's consolidated income tax rate differs from the federal statutory income tax rate, primarily due to tax-exempt interest income, the tax-exempt increase in cash value of bank-owned life insurance, tax-exempt gain on bank-owned life insurance, disallowed interest expense, and state income taxes.
Two other items impacted the effective tax rate for the three months ended March 31, 2017 compared to the three months ended March 31, 2016. First, the adoption of ASU No. 2016-09, Compensation—Stock Compensation (Topic 718), effective January 1, 2017, simplified the recording of income taxes related to vesting of equity compensation. The impact of an increase in the fair value of restricted stock over the vesting period is now recorded as a reduction in income tax expense rather than as additional paid-in capital. During the three months ended March 31, 2017, a tax benefit of $193 was recorded as a result of this change in accounting method. By comparison, the tax benefit recorded in additional paid-in capital for the three months ended March 31, 2016 was $82. Second, the tax rate for the first three months of 2017 and 2016 was also impacted by year-to-date federal low income housing tax credits of approximately $103 and $88, respectively.
FINANCIAL CONDITION
The Company had total assets of $1,867,819 as of March 31, 2017, an increase of 0.73 percent compared to total assets as of December 31, 2016. The most significant changes in the balance sheet were increases in loans and short-term borrowings, and decreases in cash and cash equivalents and deposits. A summary of changes in the components of the balance sheet is provided below.
Investment Securities
The balance of investment securities available for sale increased by $789 during the three months ended March 31, 2017. The Company purchased $21,108 of investment securities available for sale during the three months ended March 31, 2017. Approximately $8,999 of state and political subdivision securities were sold and the proceeds primarily reinvested in higher yielding state and political subdivision securities that have a similar risk profile. The remaining purchases were primarily the reinvestment of normal principal paydowns, calls and maturities.
As of March 31, 2017, approximately 70 percent of the available for sale investment securities portfolio consisted of government agency guaranteed collateralized mortgage obligations and mortgage-backed securities. Management believes these securities provide relatively good yields, have little to no credit risk and provide fairly consistent cash flows.
Loans and Nonperforming Assets
Loans outstanding increased $46,865, from $1,399,870 as of December 31, 2016 to $1,446,735 as of March 31, 2017. Growth in the loan portfolio during the first three months of 2017 was primarily the result of increases of $28,400 in construction loans and $19,319 in commercial real estate loans. The Company continues to focus on business development efforts in all of its markets. Management believes loan growth will continue in all three of our markets during the remainder of 2017.
Credit quality of the Company's loan portfolio remains strong and stable. The Company's Texas ratio, which is computed by dividing total nonperforming assets by tangible common equity plus the allowance for loan losses, was 0.49 percent as of March 31, 2017, compared to 0.56 percent as of December 31, 2016. The ratio for both dates was significantly better than the December 31, 2016 peer group average (latest data available), which was approximately 9.67 percent, according to data in the December 2016 Bank Holding Company Performance Report prepared by the Division of Supervision and Regulation of the Federal Reserve.
40
West Bancorporation, Inc.
Management's Discussion and Analysis
(in thousands, except share and per share data)
The following table sets forth the amount of nonperforming assets held by the Company and common ratio measurements of those assets as of the dates shown.
March 31, 2017 | December 31, 2016 | Change | |||||||||
Nonaccrual loans | $ | 920 | $ | 1,022 | $ | (102 | ) | ||||
Loans past due 90 days and still accruing interest | — | — | — | ||||||||
Troubled debt restructured loans (1) | — | — | — | ||||||||
Total nonperforming loans | 920 | 1,022 | (102 | ) | |||||||
Other real estate owned | — | — | — | ||||||||
Total nonperforming assets | $ | 920 | $ | 1,022 | $ | (102 | ) | ||||
Nonperforming loans to total loans | 0.06 | % | 0.07 | % | (0.01 | )% | |||||
Nonperforming assets to total assets | 0.05 | % | 0.06 | % | (0.01 | )% |
(1) | While TDR loans are commonly reported by the industry as nonperforming, those not classified in the nonaccrual category are accruing interest due to payment performance. TDR loans on nonaccrual status are categorized as nonaccrual. There were two TDR loans as of March 31, 2017, and December 31, 2016, with aggregate balances of $391 and $426, respectively, categorized as nonaccrual. |
For additional information, refer to “Provision for Loan Losses and the Related Allowance for Loan Losses” in this section, and Notes 4 and 9 to the financial statements.
Deposits
Deposits declined $17,851 during the first three months of 2017, or 1.15 percent, compared to December 31, 2016. Interest-bearing demand accounts declined $25,815, and noninterest-bearing demand accounts declined $25,707, from December 31, 2016 to March 31, 2017. Savings deposits, which include money market and insured cash sweep money market accounts, increased $30,650 from December 31, 2016 to March 31, 2017. These changes were primarily due to normal fluctuations, as corporate customers' liquidity needs vary at any given time. Total time deposits increased $3,021 during the first three months of 2017. As of March 31, 2017, a significant related party relationship maintained total deposit balances with West Bank of approximately $163,000.
Borrowings
Short-term borrowings, in the form of overnight funding, increased to $36,000 as of March 31, 2017 from $0 as of December 31, 2016. The need for overnight funding is primarily dependent on corporate customer deposit fluctuations, loan fundings and loan repayments. Long-term debt declined $826 during the first three months of 2017 due to scheduled repayments.
Liquidity and Capital Resources
The objectives of liquidity management are to ensure the availability of sufficient cash flows to meet all financial commitments and to capitalize on opportunities for profitable business expansion. The Company's principal source of funds is deposits. Other sources include loan principal repayments, proceeds from the maturity and sale of investment securities, principal payments on collateralized mortgage obligations and mortgage-backed securities, federal funds purchased, advances from the FHLB, and funds provided by operations. Liquidity management is conducted on both a daily and a long-term basis. Investments in liquid assets are adjusted based on expected loan demand, projected loan and investment securities maturities and payments, expected deposit flows and the objectives set by the Company's asset-liability management policy. The Company had liquid assets (cash and cash equivalents) of $42,530 as of March 31, 2017 compared with $76,836 as of December 31, 2016.
As of March 31, 2017, West Bank had additional borrowing capacity available from the FHLB of approximately $276,000, as well as $67,000 through unsecured federal funds lines of credit with correspondent banks. Net cash from operating activities contributed $7,076 to liquidity for the three months ended March 31, 2017. Management believed that the combination of high levels of potentially liquid assets, cash flows from operations, and additional borrowing capacity provided the Company with strong liquidity as of March 31, 2017.
The Company's total stockholders' equity increased to $169,772 at March 31, 2017 from $165,376 at December 31, 2016. The increase was primarily the result of net income less dividends paid, and an increase in accumulated other comprehensive income.
41
West Bancorporation, Inc.
Management's Discussion and Analysis
(in thousands, except share and per share data)
At March 31, 2017, the Company's tangible common equity as a percent of tangible assets was 9.09 percent compared to 8.92 percent as of December 31, 2016.
The Company and West Bank are subject to various regulatory capital requirements administered by federal and state banking agencies. Failure to meet minimum capital requirements (as shown in the following table) can result in certain mandatory and possibly additional discretionary actions by regulators, which, if undertaken, could have a direct material effect on the Company's consolidated financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Company and West Bank must meet specific capital guidelines that involve quantitative measures of their assets, liabilities and certain off-balance sheet items as calculated under regulatory accounting practices. The Company's and West Bank's capital amounts and classifications are also subject to qualitative judgments by the regulators about components, risk weightings and other factors. Management believes the Company and West Bank met all capital adequacy requirements to which they were subject as of March 31, 2017.
The Company's and West Bank's capital amounts and ratios are presented in the following table.
Actual | For Capital Adequacy Purposes With Capital Conservation Buffer | To Be Well-Capitalized Under Prompt Corrective Action Provisions | ||||||||||||||||||
Amount | Ratio | Amount | Ratio | Amount | Ratio | |||||||||||||||
As of March 31, 2017: | ||||||||||||||||||||
Total Capital (to Risk-Weighted Assets) | ||||||||||||||||||||
Consolidated | $ | 206,169 | 11.69 | % | $ | 163,097 | 9.25 | % | N/A | N/A | ||||||||||
West Bank | 188,885 | 10.83 | % | 161,299 | 9.25 | % | $ | 174,377 | 10.00 | % | ||||||||||
Tier 1 Capital (to Risk-Weighted Assets) | ||||||||||||||||||||
Consolidated | 189,742 | 10.76 | % | 127,833 | 7.25 | % | N/A | N/A | ||||||||||||
West Bank | 172,458 | 9.89 | % | 126,423 | 7.25 | % | 139,502 | 8.00 | % | |||||||||||
Common Equity Tier 1 Capital (to Risk-Weighted Assets) | ||||||||||||||||||||
Consolidated | 169,742 | 9.63 | % | 101,385 | 5.75 | % | N/A | N/A | ||||||||||||
West Bank | 172,458 | 9.89 | % | 100,267 | 5.75 | % | 113,345 | 6.50 | % | |||||||||||
Tier 1 Capital (to Average Assets) | ||||||||||||||||||||
Consolidated | 189,742 | 10.31 | % | 73,625 | 4.00 | % | N/A | N/A | ||||||||||||
West Bank | 172,458 | 9.47 | % | 72,849 | 4.00 | % | 91,061 | 5.00 | % | |||||||||||
As of December 31, 2016: | ||||||||||||||||||||
Total Capital (to Risk-Weighted Assets) | ||||||||||||||||||||
Consolidated | $ | 202,530 | 11.87 | % | $ | 147,108 | 8.625 | % | N/A | N/A | ||||||||||
West Bank | 186,118 | 11.04 | % | 145,414 | 8.625 | % | $ | 168,597 | 10.00 | % | ||||||||||
Tier 1 Capital (to Risk-Weighted Assets) | ||||||||||||||||||||
Consolidated | 186,418 | 10.93 | % | 112,996 | 6.625 | % | N/A | N/A | ||||||||||||
West Bank | 170,006 | 10.08 | % | 111,695 | 6.625 | % | 134,877 | 8.00 | % | |||||||||||
Common Equity Tier 1 Capital (to Risk-Weighted Assets) | ||||||||||||||||||||
Consolidated | 166,418 | 9.76 | % | 87,412 | 5.125 | % | N/A | N/A | ||||||||||||
West Bank | 170,006 | 10.08 | % | 86,406 | 5.125 | % | 109,588 | 6.50 | % | |||||||||||
Tier 1 Capital (to Average Assets) | ||||||||||||||||||||
Consolidated | 186,418 | 10.14 | % | 73,530 | 4.00 | % | N/A | N/A | ||||||||||||
West Bank | 170,006 | 9.34 | % | 72,807 | 4.00 | % | 91,009 | 5.00 | % |
42
West Bancorporation, Inc.
Management's Discussion and Analysis
(in thousands, except share and per share data)
On January 1, 2015, the Company and West Bank became subject to the rules of the Basel III regulatory capital framework and related Dodd-Frank Wall Street Reform and Consumer Protection Act changes. The new rules included the implementation of a capital conservation buffer that is added to the minimum requirements for capital adequacy purposes. The capital conservation buffer is subject to a three year phase-in period that began on January 1, 2016 and will be fully phased-in on January 1, 2019 at 2.5 percent. The required phase-in capital conservation buffer during 2017 is 1.25 percent. A banking organization with a conservation buffer of less than the required amount will be subject to limitations on capital distributions, including dividend payments and certain discretionary bonus payments to executive officers. At March 31, 2017, the ratios for the Company and West Bank were sufficient to meet the fully phased-in conservation buffer.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Market risk is the risk of earnings volatility that results from adverse changes in interest rates and market prices. The Company's market risk is primarily interest rate risk arising from its core banking activities of lending and deposit taking. Interest rate risk is the risk that the change in market interest rates may adversely affect the Company's net interest income. Management continually develops and implements strategies to mitigate this risk. The analysis of the Company's interest rate risk as of December 31, 2016 was presented in the Company's Form 10-K filed with the Securities and Exchange Commission on March 1, 2017. The Company has not experienced any material changes to its interest rate risk position since December 31, 2016. Management does not believe that the Company's primary market risk exposure and management of that exposure in the first three months of 2017 materially changed compared to those in the year ended December 31, 2016.
Item 4. Controls and Procedures
a. Evaluation of disclosure controls and procedures. As of the end of the period covered by this report, an evaluation of the effectiveness of the Company's disclosure controls and procedures (as defined in Exchange Act Rule 13a-15(e)) was performed under the supervision, and with the participation, of the Company's Chief Executive Officer and Chief Financial Officer. Based on that evaluation, the Chief Executive Officer and the Chief Financial Officer have concluded that the Company's disclosure controls and procedures were effective as of the end of the period covered by this report to ensure that the information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act was recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms.
b. Changes in internal controls over financial reporting. There were no changes in the Company's internal control over financial reporting that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.
Part II - OTHER INFORMATION
Item 1. Legal Proceedings
Neither the Company nor West Bank is a party, and no property of these entities is subject, to any material pending legal proceedings, other than ordinary routine litigation incidental to West Bank's business. The Company does not know of any proceeding contemplated by a governmental authority against the Company or West Bank.
Item 1A. Risk Factors
Management does not believe there have been any material changes in the risk factors that were disclosed in the Company's Form 10-K filed with the Securities and Exchange Commission on March 1, 2017.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
None.
Item 3. Defaults Upon Senior Securities
None.
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Item 4. Mine Safety Disclosures
Not applicable.
Item 5. Other Information
None.
Item 6. Exhibits
The following exhibits are filed as part of this report:
Exhibits | Description |
31.1 | Certification of Chief Executive Officer under Section 302 of the Sarbanes-Oxley Act of 2002 |
31.2 | Certification of Chief Financial Officer under Section 302 of the Sarbanes-Oxley Act of 2002 |
32.1 | Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
32.2 | Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
101.INS | XBRL Instance Document |
101.SCH | XBRL Taxonomy Extension Schema Document |
101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document |
101.DEF | XBRL Taxonomy Extension Definition Linkbase Document |
101.LAB | XBRL Taxonomy Extension Label Linkbase Document |
101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document |
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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.
West Bancorporation, Inc. | |||
(Registrant) | |||
April 27, 2017 | By: | /s/ David D. Nelson | |
Date | David D. Nelson | ||
Chief Executive Officer and President | |||
(Principal Executive Officer) | |||
April 27, 2017 | By: | /s/ Douglas R. Gulling | |
Date | Douglas R. Gulling | ||
Executive Vice President, Treasurer and Chief Financial Officer | |||
(Principal Financial Officer) | |||
April 27, 2017 | By: | /s/ Marie I. Roberts | |
Date | Marie I. Roberts | ||
Senior Vice President, Controller and Chief Accounting Officer | |||
(Principal Accounting Officer) |
45
EXHIBIT INDEX
The following exhibits are filed herewith:
Exhibit No. | Description |
31.1 | Certification of Chief Executive Officer under Section 302 of the Sarbanes-Oxley Act of 2002 |
31.2 | Certification of Chief Financial Officer under Section 302 of the Sarbanes-Oxley Act of 2002 |
32.1 | Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
32.2 | Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
101.INS | XBRL Instance Document |
101.SCH | XBRL Taxonomy Extension Schema Document |
101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document |
101.DEF | XBRL Taxonomy Extension Definition Linkbase Document |
101.LAB | XBRL Taxonomy Extension Label Linkbase Document |
101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document |
46