e10vq
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
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þ |
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended September 30, 2009.
Or
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o |
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT |
For
the transition period from
to
.
No. 0-19028
(Commission file number)
CCFNB BANCORP, INC.
(Exact name of registrant as specified in its charter)
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PENNSYLVANIA
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23-2254643 |
(State or other jurisdiction of
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(I.R.S. Employer |
incorporation or organization)
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Identification Number) |
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232 East Street, Bloomsburg, PA
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17815 |
(Address of principal executive offices)
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(Zip Code) |
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Registrants telephone
number, including area code: (570) 784-4400
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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 requirings for the past 90 days. Yes þ 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 þ No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a
non-accelerated filer, or a smaller reporting company. See the definitions of larger accelerated
filer, accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act.
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Large accelerated filer o
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Accelerated filer o
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Non-accelerated filer o
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Smaller reporting company þ |
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(Do not check if a smaller reporting company) |
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Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the
Exchange Act.)
Yes
o No þ
On October 31, 2009, there were 2,254,480 shares of the Registrants common stock outstanding, par
value $1.25.
CCFNB Bancorp, Inc. and Subsidiary
Index to Quarterly Report on Form 10-Q
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Page |
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Number |
Part I Financial Information |
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Item1. Financial Statements |
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Consolidated Balance Sheets as of September 30, 2009 (unaudited)
and December 31, 2008
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3 |
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Consolidated Statements of Income (unaudited) for the three and
nine months ended September 30, 2009 and 2008
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4 |
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Consolidated Statement of Changes in Stockholders Equity
(unaudited) for the nine months ended September 30, 2009 and 2008
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5 |
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Consolidated Statements of Cash Flows (unaudited) for the nine
Months ended September 30, 2009 and 2008
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6 |
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Notes to Consolidated Financial Statements (unaudited)
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7 |
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Report of Independent Registered Public Accounting Firm
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17 |
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Item 2. Managements Discussion and Analysis of Financial
Condition and Results of Operations
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18 |
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Item 3. Quantitative and Qualitative Disclosures About Market Risk
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28 |
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Item 4. Controls and Procedures
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28 |
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Part II Other Information
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28 |
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Item 1. Legal Proceedings
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28 |
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Item 1A. Risk Factors
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28 |
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Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
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29 |
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Item 3. Defaults Upon Senior Securities
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29 |
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Item 4. Submission of Matters to a Vote of Security Holders
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29 |
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Item 5. Other Information
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29 |
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Item 6. Exhibits
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29 |
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Signatures
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30 |
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Exhibits
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2
PART I Financial Information
Item 1. Financial Statements
CCFNB Bancorp, Inc.
Consolidated Balance Sheets
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(Unaudited) |
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September 30, |
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December 31, |
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(In Thousands) |
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2009 |
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2008 |
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ASSETS |
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Cash and due from banks |
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$ |
6,817 |
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$ |
10,173 |
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Interest-bearing deposits in other banks |
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92 |
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149 |
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Federal funds sold |
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742 |
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5,163 |
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Total cash and cash equivalents |
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7,651 |
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15,485 |
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Investment securities, available for sale, at fair value |
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218,583 |
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196,580 |
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Loans,net of unearned income |
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331,099 |
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320,068 |
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Less: Allowance for loan losses |
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3,934 |
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3,758 |
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Loans, net |
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327,165 |
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316,310 |
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Premises and equipment, net |
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12,063 |
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12,609 |
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Accrued interest receivable |
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2,089 |
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2,388 |
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Cash surrender value of bank-owned life insurance |
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11,319 |
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10,943 |
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Investment in limited partnerships |
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727 |
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845 |
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Intangible Assets: |
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Core deposit |
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2,919 |
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3,411 |
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Goodwill |
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7,937 |
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7,937 |
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Other assets |
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2,445 |
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1,811 |
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TOTAL ASSETS |
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$ |
592,898 |
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$ |
568,319 |
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LIABILITIES |
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Interest-bearing deposits |
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$ |
393,096 |
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$ |
381,849 |
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Non interest-bearing deposits |
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49,562 |
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52,460 |
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Total deposits |
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442,658 |
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434,309 |
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Short-term borrowings |
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61,995 |
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55,462 |
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Long-term borrowings |
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15,129 |
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9,133 |
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Junior subordinate debentures |
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4,640 |
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4,640 |
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Accrued interest payable |
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907 |
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1,075 |
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Other liabilities |
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2,771 |
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2,925 |
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TOTAL LIABILITIES |
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528,100 |
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507,544 |
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STOCKHOLDERS EQUITY |
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Common stock, par value $1.25 per share; authorized
5,000,000 shares; issued 2,266,980 shares
in 2009 and 2,253,080 shares in 2008 |
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2,834 |
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2,816 |
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Surplus |
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27,443 |
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27,173 |
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Retained earnings |
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32,030 |
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29,164 |
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Accumulated other comprehensive income |
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2,764 |
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1,622 |
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Treasury stock , at cost; 12,500 shares in 2009 and 0
shares in 2008 |
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(273 |
) |
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TOTAL STOCKHOLDERS EQUITY |
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64,798 |
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60,775 |
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TOTAL LIABILITIES AND STOCKHOLDERS EQUITY |
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$ |
592,898 |
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$ |
568,319 |
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See accompanying notes to unaudited consolidated financial statements.
3
CCFNB Bancorp, Inc.
Consolidated Statements of Income
(Unaudited)
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For the Three Months Ended September 30, |
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For the Nine Months Ended September 30, |
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(In Thousands, Except Per Share Data) |
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2009 |
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2008 |
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2009 |
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2008 |
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INTEREST AND DIVIDEND INCOME |
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Interest and fees on loans: |
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Taxable |
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$ |
4,682 |
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$ |
4,535 |
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$ |
14,086 |
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$ |
9,614 |
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Tax-exempt |
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215 |
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197 |
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622 |
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495 |
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Interest and dividends on investment securities: |
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Taxable |
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1,968 |
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1,967 |
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6,195 |
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3,220 |
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Tax-exempt |
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123 |
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80 |
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315 |
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164 |
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Dividend and other interest income |
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11 |
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39 |
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48 |
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88 |
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Federal funds sold |
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5 |
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45 |
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11 |
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153 |
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Deposits in other banks |
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3 |
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1 |
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23 |
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TOTAL INTEREST AND DIVIDEND INCOME |
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7,004 |
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6,866 |
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21,278 |
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13,757 |
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INTEREST EXPENSE |
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Deposits |
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1,842 |
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1,979 |
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5,775 |
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4,005 |
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Short-term borrowings |
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95 |
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222 |
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254 |
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580 |
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Long-term borrowings |
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175 |
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140 |
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462 |
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|
432 |
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Junior subordinate debentures |
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28 |
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44 |
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|
104 |
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44 |
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TOTAL INTEREST EXPENSE |
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2,140 |
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|
2,385 |
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6,595 |
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5,061 |
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NET INTEREST INCOME |
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4,864 |
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4,481 |
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14,683 |
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8,696 |
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PROVISION FOR LOAN LOSSES |
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310 |
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530 |
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NET INTEREST INCOME AFTER PROVISION
FOR LOAN LOSSES |
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4,554 |
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4,481 |
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14,153 |
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8,696 |
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NON-INTEREST INCOME |
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Service charges and fees |
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427 |
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317 |
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1,251 |
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|
797 |
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Gain on sale of loans |
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201 |
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74 |
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|
547 |
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|
194 |
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Earnings on bank-owned life insurance |
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107 |
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|
111 |
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|
324 |
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|
244 |
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Brokerage |
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83 |
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82 |
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|
190 |
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|
174 |
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Trust |
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150 |
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|
143 |
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|
462 |
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|
217 |
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Investment security losses |
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(10 |
) |
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(283 |
) |
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(71 |
) |
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(283 |
) |
Other |
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328 |
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|
427 |
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1,110 |
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565 |
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TOTAL NON-INTEREST INCOME |
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1,286 |
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|
871 |
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3,813 |
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1,908 |
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NON-INTEREST EXPENSE |
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Salaries |
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1,632 |
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1,637 |
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4,776 |
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3,056 |
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Employee benefits |
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398 |
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1,125 |
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1,232 |
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1,595 |
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Occupancy |
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249 |
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240 |
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|
810 |
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|
496 |
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Furniture and equipment |
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319 |
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|
361 |
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|
944 |
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|
583 |
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State shares tax |
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128 |
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|
114 |
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|
400 |
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|
277 |
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Professional fees |
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|
172 |
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|
250 |
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|
447 |
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|
382 |
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Directors fees |
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|
74 |
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|
55 |
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|
215 |
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|
152 |
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FDIC assessments |
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|
105 |
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|
19 |
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|
543 |
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|
29 |
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Other |
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|
839 |
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|
496 |
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|
2,621 |
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|
1,111 |
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TOTAL NON-INTEREST EXPENSE |
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3,916 |
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|
|
4,297 |
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|
11,988 |
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|
7,681 |
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INCOME BEFORE INCOME TAX PROVISION |
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1,924 |
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|
1,055 |
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|
5,978 |
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|
2,923 |
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INCOME TAX PROVISION |
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|
463 |
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|
|
183 |
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|
1,423 |
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|
653 |
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|
|
|
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NET INCOME |
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$ |
1,461 |
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|
$ |
872 |
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|
$ |
4,555 |
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|
$ |
2,270 |
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EARNINGS PER SHARE |
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$ |
0.65 |
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$ |
0.43 |
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$ |
2.02 |
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$ |
1.51 |
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CASH DIVIDENDS PER SHARE |
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$ |
0.27 |
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$ |
0.24 |
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$ |
0.75 |
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$ |
0.66 |
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WEIGHTED AVERAGE SHARES OUTSTANDING |
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2,252,039 |
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2,056,686 |
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2,253,872 |
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|
|
1,503,955 |
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See accompanying notes to the unaudited consolidated financial statements.
4
CCFNB Bancorp, Inc.
Consolidated Statements of Changes in Stockholders Equity
(Unaudited)
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Accumulated |
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Common |
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Other |
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Total |
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|
Stock |
|
|
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Retained |
|
|
Comprehensive |
|
|
Treasury |
|
|
Stockholders |
|
(In Thousands Except Per Share Data) |
|
Shares |
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Amount |
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Surplus |
|
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Earnngs |
|
|
Income (Loss) |
|
|
Stock |
|
|
Equity |
|
Balance, December 31, 2007 |
|
|
1,226,536 |
|
|
$ |
1,533 |
|
|
$ |
2,271 |
|
|
$ |
27,679 |
|
|
$ |
144 |
|
|
$ |
|
|
|
$ |
31,627 |
|
Comprehensive Income: |
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|
|
|
|
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|
|
|
|
|
|
|
|
|
Net income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,270 |
|
|
|
|
|
|
|
|
|
|
|
2,270 |
|
Change in net unrealized gain (loss) on
investment securities available-for-sale,
net of reclassification adjustment and
tax effects. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2 |
) |
|
|
|
|
|
|
(2 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,268 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Par value of new shares issued to acquire
Columbia Financial |
|
|
1,030,286 |
|
|
|
1,288 |
|
|
|
25,026 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
26,314 |
|
Common stock issuance under dividend
reinvestment and stock purchase plans |
|
|
8,188 |
|
|
|
10 |
|
|
|
181 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
191 |
|
Recognition of employee stock purchase
plan expense |
|
|
|
|
|
|
|
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2 |
|
Purchase of treasury stock (16,000 shares) |
|
|
0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(398 |
) |
|
|
(398 |
) |
Retirement of treasury stock |
|
|
(16,000 |
) |
|
|
(20 |
) |
|
|
(378 |
) |
|
|
|
|
|
|
|
|
|
|
398 |
|
|
|
|
|
Cash dividends, ($0.66 per share) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1,053 |
) |
|
|
|
|
|
|
|
|
|
|
(1,053 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, September 30, 2008 |
|
|
2,249,010 |
|
|
$ |
2,811 |
|
|
$ |
27,102 |
|
|
$ |
28,896 |
|
|
$ |
142 |
|
|
$ |
|
|
|
$ |
58,951 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, December 31, 2008 |
|
|
2,253,080 |
|
|
$ |
2,816 |
|
|
$ |
27,173 |
|
|
$ |
29,164 |
|
|
$ |
1,622 |
|
|
$ |
|
|
|
$ |
60,775 |
|
Comprehensive Income: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,555 |
|
|
|
|
|
|
|
|
|
|
|
4,555 |
|
Change in net unrealized gain on
investment securities available-for-sale,
net of reclassification adjustment and
tax effects. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,142 |
|
|
|
|
|
|
|
1,142 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,697 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common stock issuance under dividend
reinvestment and stock purchase plans |
|
|
13,900 |
|
|
|
18 |
|
|
|
265 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
283 |
|
Recognition of employee stock purchase
plan expense |
|
|
|
|
|
|
|
|
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5 |
|
Purchase of treasury stock (12,500 shares) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(273 |
) |
|
|
(273 |
) |
Cash dividends, ($0.75 per share) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1,689 |
) |
|
|
|
|
|
|
|
|
|
|
(1,689 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, September 30, 2009 |
|
|
2,266,980 |
|
|
$ |
2,834 |
|
|
$ |
27,443 |
|
|
$ |
32,030 |
|
|
$ |
2,764 |
|
|
$ |
(273 |
) |
|
$ |
64,798 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See accompanying notes to the unaudited consolidated financial statements.
5
CCFNB Bancorp, Inc.
Consolidated Statements of Cash Flows
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
For The Nine Months Ended September 30, |
|
(In Thousands) |
|
2009 |
|
|
2008 |
|
OPERATING ACTIVITIES |
|
|
|
|
|
|
|
|
Net Income |
|
$ |
4,555 |
|
|
$ |
2,270 |
|
Adjustments to reconcile net income to net cash
provided by operating activities: |
|
|
|
|
|
|
|
|
Provision for loan losses |
|
|
530 |
|
|
|
|
|
Depreciation and amortization of premises and equipment |
|
|
766 |
|
|
|
422 |
|
Impairment loss on securities |
|
|
71 |
|
|
|
283 |
|
Amortization and accretion on investment securities |
|
|
404 |
|
|
|
181 |
|
Gain on sale of premises and equipment |
|
|
(185 |
) |
|
|
|
|
Loss on sale of other real estate owned |
|
|
81 |
|
|
|
|
|
Deferred income taxes benefit (provision) |
|
|
119 |
|
|
|
(165 |
) |
Gain on sale of loans |
|
|
(547 |
) |
|
|
(194 |
) |
Proceeds from sale of mortgage loans |
|
|
87,380 |
|
|
|
11,194 |
|
Originations of mortgage loans held for resale |
|
|
(87,633 |
) |
|
|
(11,775 |
) |
Amortization of intangibles and invesment in limited
partnerships |
|
|
610 |
|
|
|
140 |
|
Decrease in accrued interest receivable |
|
|
299 |
|
|
|
(186 |
) |
Increases in cash surrender value of bank-owned life insurance |
|
|
(376 |
) |
|
|
(275 |
) |
Decrease in accrued interest payable |
|
|
(168 |
) |
|
|
(127 |
) |
Other, net |
|
|
(1,482 |
) |
|
|
(339 |
) |
|
|
|
|
|
|
|
Net cash provided by operating activities |
|
|
4,424 |
|
|
|
1,429 |
|
|
|
|
|
|
|
|
INVESTING ACTIVITIES |
|
|
|
|
|
|
|
|
Investment securities available for sale: |
|
|
|
|
|
|
|
|
Purchases |
|
|
(91,271 |
) |
|
|
(48,283 |
) |
Proceeds from sales, maturities and redemptions |
|
|
71,340 |
|
|
|
34,380 |
|
Proceeds from redemption of regulatory stock |
|
|
|
|
|
|
1,387 |
|
Purchase of regulatory stock |
|
|
(817 |
) |
|
|
(1,825 |
) |
Net (increase) decrease in loans |
|
|
(11,017 |
) |
|
|
(412 |
) |
Acquisition of bank cash |
|
|
|
|
|
|
5,803 |
|
Proceeds from sale of premises and equipment |
|
|
1,294 |
|
|
|
|
|
Proceeds from sale of other real estate owned |
|
|
343 |
|
|
|
|
|
Acquisition of premises and equipment |
|
|
(1,329 |
) |
|
|
(515 |
) |
|
|
|
|
|
|
|
Net cash used for investing activities |
|
|
(31,457 |
) |
|
|
(9,465 |
) |
|
|
|
|
|
|
|
FINANCING ACTIVITIES |
|
|
|
|
|
|
|
|
Net increase in deposits |
|
|
8,349 |
|
|
|
2,622 |
|
Net decrease in short-term borrowings |
|
|
6,533 |
|
|
|
7,444 |
|
Proceeds from long-term borrowings |
|
|
6,000 |
|
|
|
|
|
Repayment of long-term borrowings |
|
|
(4 |
) |
|
|
(2,003 |
) |
Acquisition of treasury stock |
|
|
(273 |
) |
|
|
(398 |
) |
Proceeds from issuance of common stock |
|
|
283 |
|
|
|
191 |
|
Cash dividends paid |
|
|
(1,689 |
) |
|
|
(1,053 |
) |
|
|
|
|
|
|
|
Net cash (used for) provided by financing activities |
|
|
19,199 |
|
|
|
6,803 |
|
|
|
|
|
|
|
|
NET DECREASE IN CASH AND CASH EQUIVALENTS |
|
|
(7,834 |
) |
|
|
(1,233 |
) |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD |
|
|
15,485 |
|
|
|
13,401 |
|
|
|
|
|
|
|
|
CASH AND CASH EQUIVALENTS, END OF PERIOD |
|
$ |
7,651 |
|
|
$ |
12,168 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest paid |
|
$ |
6,763 |
|
|
$ |
4,424 |
|
Income taxes paid |
|
|
1,419 |
|
|
|
735 |
|
Loans transferred to other real estate owned |
|
|
432 |
|
|
|
242 |
|
See accompanying notes to the unaudited consolidated financial statements.
6
CCFNB
BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The accounting and reporting policies of CCFNB Bancorp, Inc. (the Corporation) are in
accordance with the accounting principles generally accepted in the United States of America and
conform to common practices within the banking industry. The more significant policies follow:
PRINCIPLES OF CONSOLIDATION
The consolidated financial statements include the accounts of CCFNB Bancorp, Inc. and its
wholly-owned subsidiary, First Columbia Bank & Trust Co. (
Bank). Columbia Financial Corporation
(CFC), the former parent company of the Bank was acquired by CCFNB Bancorp, Inc. on July 18, 2008
and Columbia County Farmers National Bank (CCFNB) merged with and into the Bank on July 18, 2008.
All significant inter-company balances and transactions have been eliminated in consolidation.
NATURE OF OPERATIONS
The Corporation is a financial holding company that provides full-banking services, including
trust services, through the Bank, to individuals and corporate customers. The Bank has thirteen
offices covering an area of approximately 752 square miles in Northcentral Pennsylvania. The
Corporation and Bank are subject to the regulation of the Pennsylvania Department of Banking, the
Federal Deposit Insurance Corporation, and the Federal Reserve Bank of Philadelphia.
Procuring deposits and making loans are the major lines of business. The deposits are mainly
deposits of individuals and small businesses and include various types of checking accounts,
passbook and statement savings, money market accounts, interest checking accounts, individual
retirement accounts, and certificates of deposit. The Bank also offers non-insured Repo sweep
accounts. Lending products include commercial, consumer, and mortgage loans. The trust services,
trading under the name of B.B.C.T.,Co. include administration of various estates, pension plans,
self-directed IRAs and other services. A third-party brokerage arrangement is also resident in
the Lightstreet branch. This investment center offers a full line of stocks, bonds and other
non-insured financial services.
SEGMENT REPORTING
The Bank acts as an independent community financial services provider, and offers traditional
banking and related financial services to individual, business and government customers. Through
its branch, internet banking, telephone and automated teller machine network, the Bank offers a
full array of commercial and retail financial services, including the taking of time, savings and
demand deposits; the making of commercial, consumer and mortgage loans; and the providing of other
financial services. The Bank also performs personal, corporate, pension and fiduciary services
through its B.B.C.T., Co. as well as offering diverse investment products through its investment
center.
Management does not separately allocate expenses, including the cost of funding loan demand,
between the commercial, retail, trust and investment center operations of the Corporation. As
such, discrete financial information is not available and segment reporting would not be
meaningful.
USE OF ESTIMATES
The preparation of these consolidated financial statements in conformity with accounting
principles in the United States of America requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and disclosure of contingent assets and
liabilities at the date of these consolidated financial statements and the reported amounts of
revenue and expenses during the reporting periods. Actual results could differ from those
estimates.
INVESTMENT SECURITIES
The Corporation classifies its investment securities as either held-to-maturity or
available-for-sale at the time of purchase. Debt securities are classified as held-to-maturity
when the Corporation has the ability and positive intent to hold the securities to maturity.
Investment securities held-to-maturity are carried at cost adjusted for amortization of premiums
and accretion of discounts to maturity.
Debt securities not classified as held-to-maturity and equity securities included in the
available-for-sale category, are carried at fair value, and the amount of any unrealized gain or
loss net of the effect of deferred income taxes is reported as other comprehensive income in the
Consolidated Statement of Changes in Stockholders Equity. Managements decision to sell
available-for-sale securities is based on changes in economic conditions controlling the sources
and uses of funds, terms, availability of and yield of alternative investments, interest rate risk,
and the need for liquidity.
The cost of debt securities classified as held-to-maturity or available-for-sale is adjusted
for amortization of premiums and accretion of discounts to maturity. Such amortization and
accretion, as well as interest and dividends, is included in interest income
7
from investments.
Realized gains and losses are included in net investment securities gains. The cost of investment
securities sold, redeemed or matured is based on the specific identification method.
LOANS
Loans are stated at their outstanding principal balances, net of deferred fees or costs,
unearned income, and the allowance for loan losses. Interest on loans is accrued on the principal
amount outstanding, primarily on an actual day basis. Non-refundable loan fees and certain direct
costs are deferred and amortized over the life of the loans using the interest method. The
amortization is reflected as an interest yield adjustment, and the deferred portion of the net fees
and costs is reflected as a part of the loan balance. Real estate mortgage loans held for resale are carried at the lower of cost or market on an
aggregate basis. A portion of these loans are sold with limited recourse by the Corporation.
Past Due Loans Generally, a loan is considered past due when a payment is in
arrears for a period of 10 or 15 days, depending on the type of loan. Delinquent notices are
issued at this point and related collection efforts will commence and continue until final
resolution. Past due loans are continually evaluated with determination for charge-off being made
when no reasonable chance remains that the status of the loan can be improved.
Non-Accrual Loans Generally, a loan is classified as non-accrual, with the accrual
of interest on such a loan discontinued when the contractual payment of principal or interest has
become 90-days past due or management has serious doubts about further collectability of principal
or interest, even though the loan currently may be performing. A loan may remain on accrual status
if it is in the process of collection and is either guaranteed or well-secured. When a loan is
placed on non-accrual status, unpaid interest credited to income in the current year is reversed,
and unpaid interest accrued in prior years is charged against the allowance for loan losses.
Certain non-accrual loans may continue to perform wherein payments are still being received with
those payments generally applied to principal. Non-accrual loans remain under constant scrutiny
and if performance continues, interest income may be recorded on a cash basis based on managements
judgment as to collectability of principal.
Impaired Loans A loan is considered impaired when, based on current information and
events, it is probable that the Corporation will be unable to collect all amounts due according to
the contractual terms of the loan agreement. Under current accounting standards, the allowance for
loan losses related to impaired loans is based on discounted cash flows using the loans effective
interest rate or the fair value of the collateral for certain collateral dependent loans. The
recognition of interest income on impaired loans is the same as for non-accrual loans discussed
above.
Allowance for Loan Losses The allowance for loan losses is established through
provisions for loan losses charged against income. Loans deemed to be uncollectible are charged
against the allowance for loan losses, and subsequent recoveries, if any, are credited to the
allowance.
The allowance for loan losses is maintained at a level established by management to be
adequate to absorb estimated potential loan losses. Managements periodic evaluation of the
adequacy of the allowance for loan losses is based on the Corporations past loan loss experience,
known and inherent risks in the portfolio, adverse situations that may affect the borrowers
ability to repay (including the timing of future payments), the estimated value of any underlying
collateral, composition of the loan portfolio, current economic conditions, and other relevant
factors. This evaluation is inherently subjective as it requires material estimates, including the
amounts and timing of future cash flows expected to be received on impaired loans that may be
susceptible to significant change.
In addition, an allowance is provided for possible credit losses on off-balance sheet credit
exposures. The allowance is estimated by management and is classified in other liabilities.
PREMISES AND EQUIPMENT
Premises and equipment are stated at cost less accumulated depreciation computed principally
on the straight-line method over the estimated useful lives of the assets. Maintenance and minor
repairs are charged to operations as incurred. The cost and accumulated depreciation of the
premises and equipment retired or sold are eliminated from the property accounts at the time of
retirement or sale, and the resulting gain or loss is reflected in current operations.
MORTGAGE SERVICING RIGHTS
The Bank originates and sells real estate loans to investors in the secondary mortgage market.
After the sale, the Bank retains the right to service a portion of these loans. When originated
mortgage loans are sold and servicing is retained, a servicing asset is capitalized based on
relative fair value at the date of sale. Servicing assets are amortized as an offset to other fees
in proportion to, and over the period of, estimated net servicing income. The unamortized cost is
included in other assets in the accompanying consolidated balance sheets. The servicing rights are
periodically evaluated for impairment based on their relative fair value.
JUNIOR SUBORDINATE DEBENTURES
During 2006, CFC issued $4,640,000 in junior debentures due December 15, 2036 to Columbia
Financial Statutory Trust I (Trust). On July 18, 2008, the Corporation became the successor to
CFC and to this Trust, respectively. The Corporation owns all of the $140,000 in common equity of
the Trust and the debentures are the sole asset of the Trust. The Trust, a wholly-owned
unconsolidated subsidiary of the Corporation, issued $4,500,000 of floating-rate trust capital
securities in a non-public offering in
reliance on Section 4 (2) of the Securities Act of 1933. The floating-rate capital securities
provide for quarterly distributions at a variable annual coupon rate, reset quarterly, based on the
3-month LIBOR plus 1.75%. The coupon rate was 2.05% at September 30,
8
2009 and 3.75% at December
31, 2008. The securities are callable by the Corporation, subject to any required regulatory
approval, at par, after five years. The Corporation unconditionally guarantees the trust capital
securities. The terms of the junior subordinated debentures and the common equity of the trust
mirror the terms of the trust capital securities issued by the Trust.
INTANGIBLE ASSETS GOODWILL
Goodwill represents the excess for the purchase price over the fair market value of net assets
acquired. The Corporation has recorded net goodwill of $7,937,000 at September 30, 2009 and
December 31, 2008 related to the 2008 acquisition of Columbia Financial Corporation and its
subsidiary, First Columbia Bank & Trust Co. In accordance with current accounting standards,
goodwill is not amortized, but evaluated at least annually for impairment. Any impairment of
goodwill results in a charge to income. The Corporation periodically assesses whether events or
changes in circumstances indicate that the carrying amounts of goodwill and other intangible assets
may be impaired. Goodwill is tested for impairment at the reporting unit level and an impairment
loss is recorded to the extent that the carrying amount of goodwill exceeds its implied fair value.
The Company employs general industry practices in evaluating the impairment of its goodwill and
other intangible assets. The Company calculates the value of goodwill using a combination of the
following valuation methods: dividend discount analysis under the income approach, which calculates
the present value of all excess cash flows plus the present value of a terminal value, the
price/earnings multiple under the market approach and the change in control premium to market price
approach. Management performed its annual review of goodwill at July 31, 2009. Based upon these
reviews, management determined there was no impairment of goodwill at July 31, 2009. No assurance
can be given that future impairment tests will not result in a charge to earnings.
INTANGIBLE ASSETS CORE DEPOSIT
The Corporation has an amortizable intangible asset related to the deposit premium paid for
the acquisition of Columbia Financial Corporations subsidiary, First Columbia Bank & Trust Co.
This intangible asset is being amortized on a sum of the years digits method over 10 years and has
a carrying value of $2,919,000 and $3,411,000, net of accumulated amortization of $771,000 and
$279,000, as of September 30, 2009 and December 31, 2008, respectively. The recoverability of the
carrying value is evaluated on an ongoing basis, and permanent declines in value, if any, are
charged to expense. Amortization of the core deposit intangible amounted to $492,000 and $112,000
for the nine months ended September 30, 2009 and 2008, respectively.
The estimated amortization expense of the core deposit intangible over its remaining life is as
follows:
|
|
|
|
|
For the Year Ended: |
|
|
|
|
Remainder of 2009 |
|
$ |
151,000 |
|
2010 |
|
|
576,000 |
|
2011 |
|
|
509,000 |
|
2012 |
|
|
442,000 |
|
2013 |
|
|
374,000 |
|
Thereafter |
|
|
867,000 |
|
|
|
|
|
Total |
|
$ |
2,919,000 |
|
|
|
|
|
OTHER REAL ESTATE OWNED
Real estate properties acquired through, or in lieu of, loan foreclosure are held for sale and
are initially recorded at fair value on the date of foreclosure establishing a new cost basis.
After foreclosure, valuations are periodically performed by management and the real estate is
carried at the lower of carrying amount or fair value less cost to sell and is included in other
assets. Revenues derived from and costs to maintain the assets and subsequent gains and losses on
sales are included in other non-interest income and expense. The amount of other real estate owned
was $380,000 and $373,000 as of September 30, 2009 and December 31, 2008, respectively and is
included in other assets in the accompanying consolidated balance sheets.
BANK OWNED LIFE INSURANCE
The Corporation invests in Bank Owned Life Insurance (BOLI). Purchase of BOLI provides life
insurance coverage on certain present and retired employees and directors with the Corporation
being owner and primary beneficiary of the policies.
INVESTMENTS IN LIMITED PARTNERSHIPS
The Corporation is a limited partner in three partnerships at September 30, 2009 that provide
low income elderly housing in the Corporations geographic market area. The investments are
accounted for under the effective yield method. Under the effective yield method, the Corporation
recognizes tax credits as they are allocated and amortizes the initial cost of the investment to
provide a constant effective yield over the period that the tax credits are allocated to the
Corporation. Under this method, the tax credits allocated, net of any amortization of the
investment in the limited partnerships, are recognized in the consolidated statements of income as
a component of income tax expense. The amount of 2009 tax credits allocated to the Corporation
were $140,000 and the amortization of the investments in limited partnerships was $119,000 and
$28,000 for the nine months ended September 30, 2009 and
9
2008, respectively. The carrying value of
the Corporations investments in limited partnerships was $727,000 and $845,000 as of September 30,
2009 and December 31, 2008, respectively.
INVESTMENT IN INSURANCE AGENCY
The Corporation owns a 50 percent interest in a local insurance agency, a corporation
organized under the laws of the Commonwealth of Pennsylvania. The income or loss from this
investment is accounted for under the equity method of accounting. The carrying value of this
investment as of September 30, 2009 and December 31, 2008 was $230,000 and $218,000, respectively,
and is included in other assets in the accompanying consolidated balance sheets.
INCOME TAXES
The provision for income taxes is based on the results of operations, adjusted primarily for
tax-exempt income. Certain items of income and expense are reported in different periods for
financial reporting and tax return purposes. Deferred tax assets and liabilities are determined
based on the differences between the consolidated financial statement and income tax basis of
assets and liabilities measured by using the enacted tax rates and laws expected to be in effect
when the timing differences are expected to reverse. Deferred tax expense or benefit is based on
the difference between deferred tax asset or liability from period to period.
PER SHARE DATA
Basic earnings per share is calculated by dividing net income by the weighted average number
of shares of common stock outstanding at the end of each period. Diluted earnings per share is
calculated by increasing the denominator for the assumed conversion of all potentially dilutive
securities. The Corporation does not have any securities which have or will have a dilutive
effect, so accordingly, basic and diluted per share data are the same.
CASH FLOW INFORMATION
For purposes of reporting consolidated cash flows, cash and cash equivalents include cash on
hand and due from banks, interest-bearing deposits in other banks and federal funds sold. The
Corporation considers cash classified as interest-bearing deposits with other banks as a cash
equivalent because they are represented by cash accounts essentially on a demand basis. Federal
funds are also included as a cash equivalent because they are generally purchased and sold for
one-day periods.
TRUST ASSETS AND INCOME
Property held by the Corporation in a fiduciary or agency capacity for its customers is not
included in the accompanying consolidated financial statements because such items are not assets of
the Corporation and the Bank. Trust Department income is generally recognized on a cash basis and
is not materially different than if it was reported on an accrual basis.
ACCUMULATED OTHER COMPREHENSIVE INCOME
The Corporation is required to present accumulated other comprehensive income in a full set of
general-purpose financial statements for all periods presented. Accumulated other comprehensive
income is comprised of unrealized holding gains on the available for sale investment securities
portfolio. The Corporation has elected to report the effects of other comprehensive income as part
of the Consolidated Statement of Changes in Stockholders Equity.
ADVERTISING COSTS
It is the Corporations policy to expense advertising costs in the period in which they are
incurred Advertising expense for the nine months ended September 30, 2009 and 2008 was
approximately $135,000 and $77,000, respectively.
SUBSEQUENT EVENTS
Management has evaluated subsequent events for reporting and disclosure in these financial
statements through November 10, 2009, the date the financial statements were issued.
RECENT ACCOUNTING PRONOUNCEMENTS
FASB ASC 105-10 In June 2009, the Financial Accounting Standards Board (FASB) issued
Statement No. 168 The FASB Accounting Standards Codification and the Hierarchy of Generally
Accepted Accounting Principles (FASB ASC 105-10, Generally Accepted Accounting Principles). SFAS
No. 168 replaces SFAS No. 162 and establishes the FASB Accounting Standards Codification as the
source of authoritative accounting principles recognized by the FASB to be applied by
nongovernmental entities in the preparation of financial statements in conformity with generally
accepted accounting principles (GAAP). Rules and interpretive releases of the Securities and
Exchange Commission under federal securities laws are also sources of authoritative GAAP for SEC
registrants. The FASB Accounting Standards Codification (ASC) will be effective for financial
statements that cover interim and annual periods ending after September 15, 2009. Other than
resolving certain minor inconsistencies in current GAAP, the FASB Accounting Standards Codification
is not intended to change GAAP, but rather to make it easier to review and research GAAP
applicable to a particular transaction or accounting issue. Technical references to generally
accepted accounting principles included in the Notes to Consolidated Financial Statements are
provided under the new FASB ASC structure with the prior terminology included parenthetically.
10
FASB ASC 805 In December 2007, the FASB issued new guidance impacting FASB ASC 805,
Business Combinations (SFAS No. 141(R) Business Combinations). The new guidance establishes
principles and requirements for how an acquiring corporation (1) recognizes and measures in its
financial statements the identifiable assets acquired, the liabilities assumed and any
noncontrolling interest in the acquired, (2) recognizes and measures the goodwill acquired in the
business combination or a gain from a bargain purchase, and (3) determines what information to
disclose to enable users of the financial statements to evaluate the nature and financial effects
of the business combination.
The Corporation was required to prospectively apply FASB ASC 805 to all business combinations
completed on or after January 1, 2009. Early adoption is not permitted. For business combinations
in which the acquisition date was before the effective date, the provisions of FASB ASC 805 will
apply to the subsequent accounting for deferred income tax valuation allowances and income tax
contingencies and will require any changes in those amounts to be recorded in earnings. The
Corporation adopted FASB ASC 805 for any business combinations occurring at or subsequent to
January 1, 2009. The adoption of this standard did not have a material impact on the
Corporations consolidated financial condition, results of operations or liquidity.
FASB ASC 810-10 In December 2007, the FASB issued FASB ASC 810-10, Consolidation (Statement
No. 160 Noncontrolling Interests in Consolidated Financial Statements, an Amendment of ARB 51).
FASB ASC 810-10 establishes new accounting and reporting standards for noncontrolling interests in
a subsidiary and for the deconsolidation of a subsidiary. The new standard will require entities
to classify noncontrolling interests as a component of stockholders equity and will require
subsequent changes in ownership interest in a subsidiary to be accounted for as an equity
transaction. Additionally, the new standard will require entities to recognize a gain or loss upon
the loss of control of a subsidiary and to remeasure any ownership interest retained at fair value
on that date. This statement also requires expanded disclosures that clearly identify and
distinguish between the interests of the parent and the interests of the noncontrolling owners.
The new standard is effective on a prospective basis for fiscal years, and interim periods within
those fiscal years, beginning on or after December 15, 2008, except for the presentation and
disclosure requirements, which are required to be applied retrospectively. Early adoption is not
permitted. The adoption of this standard did not have a material impact on the Corporations
consolidated financial condition, results of operations or liquidity.
FASB ASC 815-10 In March 2008 the FASB issued FASB ASC 815-10, Derivatives and Hedging
(Statement No. 161-Disclosures about Derivative Instruments and Hedging Activities an amendment
of FASB Statement No. 133). FASB ASC 815-10 requires enhanced disclosures about how and why an
entity uses derivative instruments, how derivative instruments and related items are accounted for
and how derivative instruments and related hedged items affect an entitys financial position,
financial performance and cash flows. The new standard became effective for the Corporation on
January 1, 2009. The adoption of this standard did not have a material impact on the Corporations
consolidated financial position or results of operations.
FASB ASC 855 In May 2009, the FASB issued FASB ASC 855, Subsequent Events (Statement No.
164 Subsequent Events). FASB ASC 855 established the period after the balance sheet date during
which management shall evaluate events or transactions that may occur for potential recognition or
disclosure in the financial statements and the circumstances under which an entity shall recognize
events or transactions that occur after the balance sheet date. FASB ASC 855 also requires
disclosure of the date through which subsequent events have been evaluated. The Corporation
adopted this standard for the interim reporting period ending June 30, 2009. The adoption of this
standard did not have a material impact on the Corporations consolidated financial position or
results of operations.
FASB ASC 860 In June 2009, the FASB issued new guidance impacting FASH ASC 860, Transfers
and servicing (Statement No. 166 Accounting for Transfers of Financial Assets an amendment
of FASB Statement No. 140). The new guidance removes the concept of a qualifying special-purpose
entity and limits the circumstances in which a financial asset, or portion of a financial asset,
should be derecognized when the transferor has not transferred the entire financial asset to an
entity that is not consolidated with the transferor in the financial statements being presented
and/or when the transferor has continuing involvement with the transferred financial asset. The
new standard will become effective for the Corporation on January 1, 2010. The Corporation is
currently evaluating the impact of adopting the new standard on the consolidated financial
statements.
FASB ASC 810-10 In June 2009, the FASB issued new guidance impacting FASB ASC 810-10,
Consolidation (Statement No. 167 Amendments to FASB Interpretation No. 46 (R). The new guidance
amends tests for variable interest entities to determine whether a variable interest entity must be
consolidated. FASB ASC 810-10 requires an entity to perform an analysis to determine whether an
entitys variable interest or interests give it a controlling financial interest in a variable
interest entity. This standard requires ongoing reassessments of whether an entity is the primary
beneficiary of the variable interest entity and enhanced disclosures that provide more transparent
information about an entitys involvement with a variable interest entity. The new guidance will
become effective for the Corporation on January 1, 2010 and the Corporation is currently evaluating
the impact of adopting the standard on the consolidated financial statements.
FASB ASC 715-20-50 In December 2008, the FASB issued new guidance impacting FASB ASC
715-20-50, Compensation Retirement Benefits Defined Benefit Plans General (FASB Staff
Position No. 132(R)-1, Employers Disclosures about Postretirement Benefit Plan Assets). This
provides guidance on an employers disclosures about plan assets of a defined benefit pension or
other postretirement plan. The guidance requires disclosure of the fair value of each major
category of plan assets
11
for pension plans and other postretirement benefit plans. This standard
becomes effective for the Corporation on January 1, 2010. The Corporation is currently evaluating
the impact of adopting the new guidance on the consolidated financial statements, but it is not
expected to have a material impact.
FASB ASC 825-10-50 In April 2009, the FASB issued new guidance impacting FASB ASC
825-10-50, Financial Instruments (FASB Staff Position No. FAS 107-1 and APB 28-1, Interim
Disclosures about Fair Value of Financial Instruments). This guidance amends existing GAAP to
require disclosures about fair values of financial instruments for interim reporting periods as
well as in annual financial statements. The guidance also amends existing GAAP to require those
disclosures in summarized financial information at interim reporting periods. The Corporation
adopted this standard for the interim reporting period ending March 31, 2009.
FASB ASC 320-10 In April 2009, the FASB issued new guidance impacting FASB ASC 320-10,
Investments Debt and Equity Securities (FASB Staff Position No. FAS 115-2 and FAS 124-2,
Recognition and Presentation of Other-Than-Temporary Impairments). This guidance amends the
other-than-temporary impairment guidance in U. S. generally accepted accounting principles for debt
securities. If an entity determines that it has an other-than temporary impairment on a security,
it must recognize the credit loss on the security in the income statement. The credit loss is
defined as the difference between the present value of the cash flows expected to be collected and
the amortized cost basis. FASB ASC 320-10 expands disclosures about other-than-temporary
impairment and requires that the annual disclosures in existing generally accepted accounting
principles be made for interim reporting periods. The Corporation adopted this guidance for the
interim reporting period ending March 31, 2009 and it did not have a material impact on the
Corporations consolidated financial position or results of operations.
FASB ASC 820 In April 2009, the FASB issued new guidance impacting FASB ASC 820, Fair Value
Measurements and Disclosures (FASB Staff Position No. FAS 157-4, Determining Fair Value When the
Volume and Level of Activity for the Asset or Liability Have Significantly Decreased and
Identifying Transactions That Are Not Orderly). This provides additional guidance on determining
fair value when the volume and level of activity for the asset or liability have significantly
decreased when compared with normal market activity of the asset or liability. A significant
decrease in the volume or level of activity for the asset or liability is an indication that
transactions or quoted prices may not be determinative of fair value because transactions may not
be orderly. In that circumstance, further analysis of transactions or quoted prices is needed, and
an adjustment to the transactions or quoted prices may be necessary to estimate fair value. The
Corporation adopted this guidance for the interim reporting period ending March 31, 2009 and it did
not have a material impact on the Corporations consolidated financial position or results of
operations.
SAB 111 In April 2009, the Securities and Exchange Commission issued Staff Accounting
Bulletin No. 111 (SAB 111). SAB 111 amends Topic 5.M. in the Staff Accounting Bulletin series
entitled Other Than Temporary Impairment of Certain Investments in Debt and Equity Securities. On
April 9, 2009, the FASB issued new guidance impacting FASB ASC 320-10, Investments Debt and
Equity Securities (FASB Staff Position No. FAS 115-2 and FAS 124-2, Recognition and Presentation of
Other-Than-Temporary Impairments). SAB 111 maintains the previous views related to equity
securities an amends Topic 5.M. to exclude debt securities from its scope. SAB 111 was effective
for the Corporation as of March 31, 2009. There was no material impact to CCFNB Bancorp, Inc.s
consolidated financial position or results of operations upon adoption.
SAB 112 In June 2009, the Securities and Exchange Commission issued Staff Accounting
Bulletin No. 112 (SAB 112). SAB 112 revises or rescinds portions of the interpretative guidance
included in the Staff Accounting Bulletin series in order to make the interpretive guidance
consistent with recent pronouncements by the FASB, specifically FASB ASC 805 and FASB ASC 810-10
(SFAS No. 141 (R) and SAFAS No. 160). SAB 112 was effective for the Corporation as of June 30,
2009. There was no material impact to CCFNB Bancorp, Inc.s consolidated financial position or
results of operations upon adoption.
FASB ASC 323 In November 2008, the FASB Emerging Issues Task Force reached a consensus on
FASB ASC 323, Investments Equity Method and Joint Ventures (Issue No. 08-6, Equity Method
Investment Accounting Considerations). The new guidance clarifies the accounting for certain
transactions and impairment considerations involving equity method investments. An equity investor
shall not separately test an investees underlying assets for impairment but will recognize its
share of any impairment charge recorded by an investee in earning and consider the effect of the
impairment on its investment. An equity investor shall account for a share issuance by an investee
as if the investor had sold a proportionate share of its investment, with any gain or loss
recognized in earnings. The new guidance became effective for the Corporation on January 1, 2009
and did not have a material impact on the Corporations consolidated financial position or results
of operations.
FASB ASC 350 In November 2008, the FASB Emerging Issues Task Force reached a consensus on
FASB ASC 350, Intangibles Goodwill and Other (Issue No. 08-7, Accounting for Defensive
Intangible Assets). The new guidance clarifies how to account for defensive intangible assets
subsequent to initial measurement. The guidance applies to acquired intangible assets in
situations in which an entity does not intend to actively use an asset but intends to hold the
asset to prevent others from obtaining access to the asset. A defensive intangible asset should be
accounted for as a separate unit of accounting with an expected life that reflects the consumption
of the expected benefits related to that asset. The benefit from holding a defensive intangible
asset is the direct and indirect cash flows resulting from the entity preventing others from using
the asset. The new guidance was effective for
12
intangible assets acquired on or after January 1,
2009 and did not have a material impact on the Corporations consolidated financial position or
results of operations.
FASB ASC 260-10 In June 2008, the FASB issued new guidance impacting FASB ASC 260-10,
Earnings Per Share (FSP No. EITF 03-06-1, Determining Whether Instruments Granted in Share-Based
Payment Transactions are Participating Securities). This new guidance concluded that all
outstanding unvested share-based payment awards that contain rights to nonforfeitable dividends
participate in undistributed earnings with common shareholders and therefore are considered
participating securities for purposes of computing earning per share. Entities that have
participating securities that are not convertible into common stock are required to use the
two-class method of computing earnings per share. The two-class method is an earnings allocation
formula that determines earnings per share for each class of common stock and participating
security according to dividends declared (or accumulated) and participation rights in undistributed
earnings. This new guidance was effective for fiscal years beginning after December 15, 2008 and
interim periods within those fiscal years. This new guidance became effective for the Corporation
on January 1, 2009 and did not have a material impact on the Corporations consolidated financial
position or results of operations.
FASB ASC 820-10 In August 2009, the FASB issued an update (ASC No. 1009-05, Measuring
Liabilities at Fair Value) impacting FASB ASC 820-10, Fair Value Measurements and Disclosures. The
update provides clarification about measuring liabilities at fair value in circumstances where a
quoted price in an active market for an identical liability is not available and the valuation
techniques that should be used. The update also clarifies that when estimating the fair value of a
liability, a reporting entity is not required to include a separate input or adjustment to other
inputs relating to the existence of a restriction that prevents the transfer of the liability.
This update became effective for the Corporation for the reporting period ending September 30, 2009
and did not have a material impact on the Corporations consolidate financial postion or results of
operations.
FASB ASC 820-10 In September 2009, the FASB issued an update (ASC No. 2009-12, Investments
in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent)) impacting FASB
ASC 820-10, Fair Value Measurements and Disclosures. The amendments in this update permit, as a
practical expedient, a reporting entity to measure the fair value of an investment (or its
equivalent) if the net asset value of the investment is calculated in a manner consistent with the
measurement principles of Topic 946, Financial Services-Investment Companies. The amendments in
this update also require disclosures by major category of investment about the attributes of
investments within the scope of the amendments in this update, such as the nature of an
restrictions on the ability to redeem an investment on the measurement date. This update becomes
effective for the Corporation for interim an annual reporting periods ending after December 15,
2009. The Corporation is currently evaluating the impact of adopting the new guidance on the
consolidate financial statements, but it is not expected to have a material impact.
RECLASSIFICATIONS
Certain amounts in the consolidated financial statements of the prior years have been
reclassified to conform with presentations used in the 2009 consolidated financial statements.
Such reclassifications had no effect on the Corporations consolidated financial condition or net
income.
2. ALLOWANCE FOR LOAN LOSSES
Changes in the allowance for loan losses for the nine months ended September 30, 2009 and 2008
were as follows:
|
|
|
|
|
|
|
|
|
(In Thousands) |
|
2009 |
|
|
2008 |
|
Balance, beginning of year |
|
$ |
3,758 |
|
|
$ |
1,437 |
|
Provision charged to operations |
|
|
530 |
|
|
|
|
|
Allowance acquired |
|
|
|
|
|
|
1,683 |
|
Loans charged off |
|
|
(375 |
) |
|
|
(94 |
) |
Recoveries |
|
|
21 |
|
|
|
29 |
|
|
|
|
|
|
|
|
Balance, September 30, |
|
$ |
3,934 |
|
|
$ |
3,055 |
|
|
|
|
|
|
|
|
As of September 30, 2009, the total recorded investment in loans that are considered to be
impaired was $5,903,000. These impaired loans had a related allowance for loan losses of $503,000.
No additional charge to operations was required to provide for
the impaired loans since the total allowance for loan losses is estimated by management to be
adequate to provide for the estimated loan loss as of September 30, 2009.
3. SHORT-TERM BORROWINGS
Securities sold under agreements to repurchase and Federal Home Loan Bank advances generally
represented overnight or less than 30-day borrowings. U.S. Treasury tax and loan notes for
collections made by the Bank were payable on demand.
13
4. LONG-TERM BORROWINGS
Long-term borrowings consist of advances due to the FHLB Pittsburgh.
5. DEFERRED COMPENSATION PLANS
The Bank has entered into certain non-qualified deferred compensation agreements with certain
present and retired executive officers and directors. Expenses related to these non-qualified
deferred compensation plans amounted to $131,000 and $116,000 for the nine month periods ended
September 30, 2009 and 2008, respectively.
On May 26, 2009, the Bank entered into a Supplemental Executive Retirement Benefit Agreement
with the Chief Lending Officer. A copy of the agreement is attached to Form 8-K filed by the
Corporation on May 28, 2009. There were no other substantial changes in other plans as disclosed
in the 2008 Annual Report.
6. ACQUISITION
On July 18, 2008, the Corporation completed its acquisition of Columbia Financial
Corporation(CFC). Under the terms of the Agreement and Plan of Reorganization dated as of
November 29, 2007, CFC merged with and into the Corporation; and the Corporations wholly-owned
subsidiary, Columbia County Farmers National Bank merged with and into the Bank. The Corporation
acquired 100% of the outstanding shares of CFC for a total purchase price of $26,316,000. The
transaction was accounted for in accordance with FASB ASC 805, Business Combinations (SFAS No. 141-
Business Combinations). In connection therewith, the Corporation issued approximately 1,030,286
shares of its common stock and paid cash of approximately $3,000 in lieu of the issuance of
fractional shares in exchange for all of the issued and outstanding shares of CFC common stock.
Assets and liabilities of CFC are recorded at estimated fair values as of the acquisition date and
the results of the acquired entity operations are included in income from that date. The fair
values of acquired assets and liabilities, including identified intangible assets, were finalized
as quickly as possible following the acquisition. The CFC purchase price allocation is complete.
The following table shows the excess purchase price of the carrying value of net assets
acquired, purchase price allocation and resulting goodwill recorded for this acquisition. Changes
to the carrying amount of goodwill, premises and equipment and junior subordinate debentures, since
the merger date, reflect additional information obtained about the fair value of the assets
acquired and liabilities assumed.
|
|
|
|
|
(In Thousands) |
|
|
|
|
Purchase price |
|
$ |
26,316 |
|
Carrying value of net assets acquired |
|
|
(17,855 |
) |
|
|
|
|
Excess of purchase price over carrying value
of net assets acquired |
|
|
8,461 |
|
|
|
|
|
|
Purchase accounting adjustments: |
|
|
|
|
Loans |
|
|
30 |
|
Premises and equipment |
|
|
853 |
|
Deposits |
|
|
1,235 |
|
Severance and related costs |
|
|
840 |
|
Deferred taxes |
|
|
208 |
|
|
|
|
|
Subtotal |
|
|
11,627 |
|
Core deposit intangibles |
|
|
(3,690 |
) |
|
|
|
|
Goodwill |
|
$ |
7,937 |
|
|
|
|
|
The following table summarized the estimated fair value of net assets acquired:
14
|
|
|
|
|
(In Thousands) |
|
|
|
|
Assets |
|
|
|
|
Cash and cash equivalents |
|
$ |
5,157 |
|
Interest-bearing deposits in other banks |
|
|
129 |
|
Federal funds sold |
|
|
517 |
|
Investment securities |
|
|
138,257 |
|
Loans, net of allowance for loan losses |
|
|
160,724 |
|
Premises and equipment |
|
|
6,492 |
|
Accrued interest receivable |
|
|
1,534 |
|
Bank-owned life insurance |
|
|
3,462 |
|
Investment in limited partnerships |
|
|
919 |
|
Goodwill and other intangibles |
|
|
11,627 |
|
Other assets |
|
|
564 |
|
|
|
|
|
Total assets |
|
$ |
329,382 |
|
|
|
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
Deposits |
|
$ |
264,692 |
|
Borrowings |
|
|
31,883 |
|
Junior subordinate debentures |
|
|
4,640 |
|
Accrued interest payable |
|
|
764 |
|
Other liabilities |
|
|
1,087 |
|
|
|
|
|
Total liabilities |
|
$ |
303,066 |
|
|
|
|
|
|
|
|
|
|
Fair value of net assets acquired |
|
$ |
26,316 |
|
|
|
|
|
7. FINANCIAL INSTRUMENTS WITH OFF-BALANCE SHEET RISK AND CONCENTRATIONS OF CREDIT RISK
The Corporation is a 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, standby letters of credit and commercial letters of credit.
Those instruments involve, to varying degrees, elements of credit and interest rate risk in excess
of the amount recognized in the consolidated balance sheets. The contract or notional amounts of
those instruments reflect the extent of involvement the Corporation has in particular classes of
financial instruments. The Corporation does not engage in trading activities with respect to any
of its financial instruments with off-balance sheet risk.
The Corporation may require collateral or other security to support financial instruments with
off-balance sheet credit risk. The contract or notional amounts at September 30, 2009 and December
31, 2008 were as follows:
|
|
|
|
|
|
|
|
|
(In Thousands) |
|
2009 |
|
|
2008 |
|
Financial instruments whose contract amounts represent credit risk: |
|
|
|
|
|
|
|
|
Commitments to extend credit |
|
$ |
82,474 |
|
|
$ |
68,412 |
|
Standby letters of credit |
|
|
2,938 |
|
|
|
3,064 |
|
Dealer floor plans |
|
|
1,389 |
|
|
|
1,129 |
|
Loans held for sale |
|
|
1,420 |
|
|
|
72 |
|
Commitments to extend credit are agreements to lend to a customer as long as there is no
violation of any condition established in the contract. Commitments generally have fixed
expiration dates or other termination clauses and may require payment of a fee. Because many of
the commitments are expected to expire without being drawn upon, the total commitment amounts do
not necessarily represent future cash requirements. The Corporation evaluates each customers
creditworthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary
by the Corporation upon extension of credit, is based on managements credit evaluation of the
counter-party. Collateral held varies but may include accounts receivable, inventory, property,
plant, equipment and income-producing commercial properties.
Standby letters of credit and commercial letters of credit are conditional commitments issued
by the Corporation to guarantee payment to a third party when a customer either fails to repay an
obligation or fails to perform some non-financial obligation. The credit risk involved in issuing
letters of credit is essentially the same as that involved in extending loan facilities to
customers. The Corporation holds collateral supporting those commitments for which collateral is
deemed necessary.
15
The Corporations exposure to credit loss in the event of nonperformance by the other party to
the financial instrument for commitments to extend credit and letters of credit is represented by
the contractual notional amount of those instruments. The Corporation uses the same credit
policies in making commitments and conditional obligations, as it does for on-balance sheet
instruments.
The Corporation granted commercial, consumer and residential loans to customers primarily
within Pennsylvania. Of the total loan portfolio at September 30, 2009, 82.2% was for real estate
loans. It was the opinion of management that this high
concentration did not pose an adverse credit risk. Further, it is managements opinion that
the remainder of the loan portfolio was balanced and diversified to the extent necessary to avoid
any significant concentration of credit.
8. FAIR VALUE MEASUREMENTS
Effective January 1, 2008, the Corporation adopted FASB ASC 820-10 (SFAS No. 157), which,
among other things, requires enhanced disclosures about assets and liabilities carried at fair
value. FASB ASC 820-10 establishes a hierarchal disclosure framework associated with the level of
pricing observability utilized in measuring assets and liabilities at fair value. The standard
describes three levels of inputs that may be used to measure fair values:
Level I: |
|
Quoted prices are available in active markets for identical assets or liabilities as of
the reported date. |
|
Level II: |
|
Pricing inputs are other than quoted prices in active markets, which are either
directly or indirectly
observables as of the reported date. The nature of these assets and liabilities include
items for which quoted prices are available but traded less frequently, and items that
are fair valued using other financial instruments of which can be directly observed. |
|
Level III: |
|
Assets and liabilities that have little or no pricing observability as of the
reported date. These items do not have two-way markets and are measured using
managements best estimate of fair value, where the inputs into determination of fair
value require significant management judgment or estimation. |
The following table presents the assets reported on the consolidated statements of financial
condition at their fair value as of September 30, 2009 by level within the fair value hierarchy.
As required by FASB ASC 820-10, financial assets and liabilities are classified in their entirety
based on the lowest level of input that is significant to the fair value measurement.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30, 2009 |
|
(In Thousands) |
|
Level I |
|
|
Level II |
|
|
Level III |
|
|
Total |
|
Assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment Securities, available-for-sale |
|
$ |
1,903 |
|
|
$ |
216,680 |
|
|
$ |
|
|
|
$ |
218,583 |
|
At September 30, 2009, investments measured at fair value on a recurring basis and the
valuation methods used are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In Thousands) |
|
Level I |
|
|
Level II |
|
|
Level III |
|
|
Total |
|
Available for sale securities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Obligation of US Government Agencies |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mortgage-backed |
|
$ |
|
|
|
$ |
141,578 |
|
|
$ |
|
|
|
$ |
141,578 |
|
Other |
|
|
|
|
|
|
59,062 |
|
|
|
|
|
|
|
59,062 |
|
Obligations of state and political subdivisions |
|
|
|
|
|
|
13,056 |
|
|
|
|
|
|
|
13,056 |
|
Equity securities |
|
|
1,903 |
|
|
|
|
|
|
|
|
|
|
|
1,903 |
|
Restricted equity securities |
|
|
|
|
|
|
2,984 |
|
|
|
|
|
|
|
2,984 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
1,903 |
|
|
$ |
216,680 |
|
|
$ |
|
|
|
$ |
218,583 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The estimated fair values of equity securities classified as Level I are derived from quoted
market prices in active markets; these assets consists mainly of stocks held in other banks. The
estimated fair values of all debt securities classified as Level II are obtained from
nationally-recognized third-party pricing agencies. The estimated fair values are derived
primarily from cash flow models, which include assumptions for interest rates, credit losses, and
prepayment speeds. The significant inputs utilized in the cash flow models are based on market
data obtained from sources independent of the Corporation (observable inputs), and are therefore
classified as Level II within the fair value hierarchy.
16
NOTE 9 MANAGEMENTS ASSERTIONS AND COMMENTS REQUIRED TO BE PROVIDED WITH FORM 10Q FILING
In managements opinion, the consolidated interim financial statements reflect fair
presentation of the consolidated financial position of the Corporation, and the results of their
operations and their cash flows for the interim periods presented. Further, the consolidated
interim financial statements are unaudited, however they reflect all adjustments, which are in the
opinion of management, necessary to present fairly the consolidated financial condition and
consolidated results of operations and cash flows for the interim periods presented and that all
such adjustments to the consolidated financial statements are of a normal recurring nature.
These consolidated interim financial statements have been prepared in accordance with
requirements of Form 10Q and therefore do not include all disclosures normally required by
accounting principles generally accepted in the United States of America applicable to financial
institutions as included with consolidated financial statements included in the Corporations
annual Form 10K filing. The reader of these consolidated interim financial statements may wish to
refer to the Corporations annual report or Form 10K for the period ended December 31, 2008 filed
with the Securities and Exchange Commission.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Board of Directors and Stockholders of CCFNB Bancorp, Inc.:
We have reviewed the accompanying consolidated balance sheet of CCFNB Bancorp, Inc. and
Subsidiary as of September 30, 2009, the related consolidated statements of income for the three
and nine month periods ended September 30, 2009 and 2008 and changes in stockholders equity and
cash flows for the nine-month periods ended September 30, 2009 and 2008. These consolidated
interim financial statements are the responsibility of the management of CCFNB Bancorp, Inc. and
Subsidiary.
We conducted our reviews in accordance with the standards of the Public Company Accounting
Oversight Board (United States). A review of interim financial information consists principally of
applying analytical procedures and making inquiries of persons responsible for financial and
accounting matters. It is substantially less in scope than an audit conducted in accordance with
the standards of the Public Company Accounting Oversight Board (United States), the objective of
which is the expression of an opinion regarding the financial statements taken as a whole.
Accordingly, we do not express such an opinion.
Based on our reviews, we are not aware of any material modifications that should be made to
the consolidated interim financial statements referred to above for them to be in conformity with
accounting principles generally accepted in the United States of America.
We have previously audited, in accordance with the auditing standards of the Public Company
Accounting Oversight Board (United States), the consolidated balance sheet of CCFNB Bancorp, Inc.
and Subsidiary as of December 31, 2008, and the related consolidated statements of income, changes
in stockholders equity, and cash flows for the year then ended (not presented herein); and in our
report dated March 10, 2009, we expressed an unqualified opinion on those consolidated financial
statements. In our opinion, the information set forth in the accompanying consolidated balance
sheet as of December 31, 2008, is fairly stated, in all material respects, in relation to the
consolidated balance sheet from which it has been derived.
|
|
|
|
|
|
|
|
/s/ J. H. Williams & Co., LLP
|
|
|
J.H. Williams & Co., LLP |
|
|
Kingston, Pennsylvania |
|
|
November 10, 2009 |
|
|
17
|
|
|
Item 2. |
|
Managements Discussion and Analysis of Financial Condition and Results of Operations |
CAUTIONARY STATEMENT
Certain statements in this section and elsewhere in this Quarterly Report on Form 10-Q,
other periodic reports filed by us under the Securities Exchange Act of 1934, as amended, and any
other written or oral statements made by or on behalf of us may include forward looking
statements within the meaning of the Private Securities Litigation Reform Act of 1995 which
reflect our current views with respect to future events and financial performance. Such forward
looking statements are based on general assumptions and are subject to various risks,
uncertainties, and other factors that may cause actual results to differ materially from the views,
beliefs and projections expressed in such statements. These risks, uncertainties and other factors
include, but are not limited to:
|
|
|
Our business and financial results are affected by business and economic
conditions, both generally and specifically in the Northcentral Pennsylvania market
in which we operate. In particular, our business and financial results may be
impacted by: |
|
|
|
|
Changes in interest rates and valuations in the debt, equity and other financial
markets. |
|
|
|
|
Disruptions in the liquidity and other functioning of financial markets,
including such disruptions in the market for real estate and other assets commonly
securing financial products. |
|
|
|
|
Actions by the Federal Reserve Board and other government agencies, including
those that impact money supply and market interest rates. |
|
|
|
|
Changes in our customers and suppliers performance in general and their
creditworthiness in particular. |
|
|
|
|
Changes in customer preferences and behavior, whether as a result of changing
business and economic conditions or other factors. |
|
|
|
|
Changes resulting from the newly enacted Emergency Economic Stabilization Act of
2008. |
|
|
|
|
A continuation of recent turbulence in significant segments of the United States
and global financial markets, particularly if it worsens, could impact our
performance, both directly by affecting our revenues and the value of our assets and
liabilities and indirectly by affecting our customers and suppliers and the economy
generally. |
|
|
|
|
Our business and financial performance could be impacted as the financial
industry restructures in the current environment by changes in the competitive
landscape. |
|
|
|
|
Given current economic and financial market conditions, our forward-looking
financial statements are subject to the risk that these conditions will be
substantially different than we are currently expecting. These statements are based
on our current expectations that interest rates will remain low through 2009 with
continued wide market credit spreads and our view that national economic trends
currently point to a continuation of severe recessionary conditions through 2009
followed by a subdued recovery. |
|
|
|
|
Legal and regulatory developments could have an impact on our ability to operate
our business or our financial condition or results of operations or our competitive
position or reputation. Reputational impacts, in turn, could affect matters such as
business generation and retention, our ability to attract and retain management,
liquidity and funding. These legal and regulatory developments could include: (a)
the unfavorable resolution of legal proceedings or regulatory and other governmental
inquiries; (b) increased litigation risk from recent regulatory and other
governmental developments; (c) the results of the regulatory examination process,
and regulators future use of supervisory and enforcement tools; (d) legislative and
regulatory reforms, including changes to laws and regulations involving tax,
pension, education and mortgage lending, the protection of confidential customer
information, and other aspects of the financial institution industry; and (e)
changes in accounting policies and principles.
|
18
|
|
|
Our business and operating results are affected by our ability to identify and
effectively manage risks inherent in our businesses, including, where appropriate,
through the effective use of third-party insurance and capital management
techniques. |
|
|
|
|
Our ability to anticipate and respond to technological changes can have an impact
on our ability to respond to customer needs and to meet competitive demands. |
|
|
|
|
Our ability to implement our business initiatives and strategies could affect our
financial performance over the next several years. |
|
|
|
|
Competition can have an impact on customer acquisition, growth and retention, as
well as on our credit spreads and product pricing, which can affect market share,
deposits and revenues. |
|
|
|
|
Our business and operating results can also be affected by widespread natural
disasters, terrorist activities or international hostilities, either as a result of
the impact on the economy and capital and other financial markets generally or on us
or on our customers and suppliers. |
The words believe, expect, anticipate, project and similar expressions signify forward
looking statements. Readers are cautioned not to place undue reliance on any forward looking
statements made by or on behalf of us. Any such statement speaks only as of the date the statement
was made. We undertake no obligation to update or revise any forward looking statements.
The following discussion and analysis should be read in conjunction with the detailed
information and consolidated financial statements, including notes thereto, included elsewhere in
this Form 10Q. Our consolidated financial condition and results of operations are essentially
those of our subsidiary, the Bank. Therefore, the analysis that follows is directed to the
performance of the Bank.
RESULTS OF OPERATIONS
NET INTEREST INCOME
2009 vs. 2008
Tax-equivalent net interest income increased $6.0 million to $15.0 million for the nine
months ended September 30, 2009. Reported tax-equivalent interest income increased $7.5 million
to $21.6 million for the nine months ended September 30, 2009. The increase primarily resulted
from the acquisition of Columbia Financial Corporation (CFC) as described in Note 6 of the Notes
to the Consolidated Financial Statements included in Item 1 of this Form 10-Q. The acquisition of
CFC contributed to an increase in net loans in the amount of $160.7 million, an increase in
investment securities in the amount of $138.3 million, an increase in federal funds sold in the
amount of $517,000, and an increase in interest-bearing deposits in other banks of $129,000.
Reported interest expense increased $1.5 million or 30.3 percent to $6.6 million. The acquisition
of CFC contributed an increase in deposits in the amount of $264.7 million, an increase in other
borrowings of $31.9 million, and an increase of $4.6 million in junior subordinate debentures.
Net interest margin decreased to 3.77 percent at September 30, 2009 from 3.85 percent at
September 30, 2008. The net decrease in margin resulted primarily from the yield on
interest-bearing deposits decreasing 46 basis points to 1.95 percent at September 30, 2009 while
the yield on total borrowings decreased 130 basis points to 1.75 percent at September 30, 2009. A
decrease of 144 basis points on the short-term borrowings for the nine months ended September 30,
2009 was the primary reason for the yield decrease in the total borrowings as the long-term
borrowing yield decreased 75 basis points over the same period. The short-term borrowing had an
average balance of $46.5 million and $35.7 million as of September 30, 2009 and 2008, respectively.
The yield decreases were driven by the rate decreases enacted throughout 2008 by the Federal Open
Market Committee (FOMC) as well as local market competition. The yield on interest-earning assets
decreased 58 basis points to 5.42 percent for the nine months ended September 30, 2009. The yield
on total loans decreased 62 basis points to 6.12 percent for the nine months ended September 30,
2009.
The following Average Balance Sheet and Rate Analysis table presents the average assets,
actual income or expense and the average yield on assets, liabilities and stockholders equity for
the nine months ended September 30, 2009 and 2008.
19
AVERAGE BALANCE SHEET AND RATE ANALYSIS
NINE MONTHS ENDED SEPTEMBER 30,
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2009 |
|
|
2008 |
|
|
|
Average Balance |
|
|
Interest |
|
|
Average Rate |
|
|
Average Balance |
|
|
Interest |
|
|
Average Rate |
|
(In Thousands) |
|
(1) |
|
|
|
|
|
|
|
|
|
|
(1) |
|
|
|
|
|
|
|
|
|
ASSETS: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tax-exempt loans |
|
$ |
19,684 |
|
|
$ |
834 |
|
|
|
5.66 |
% |
|
$ |
14,994 |
|
|
$ |
750 |
|
|
|
6.69 |
% |
All other loans |
|
|
306,078 |
|
|
|
14,086 |
|
|
|
6.15 |
% |
|
|
190,492 |
|
|
|
9,614 |
|
|
|
6.75 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total loans (2)(3)(4) |
|
|
325,762 |
|
|
|
14,920 |
|
|
|
6.12 |
% |
|
|
205,486 |
|
|
|
10,364 |
|
|
|
6.74 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Taxable securities |
|
|
184,914 |
|
|
|
6,243 |
|
|
|
4.50 |
% |
|
|
93,239 |
|
|
|
3,309 |
|
|
|
4.73 |
% |
Tax-exempt securitites (3) |
|
|
10,745 |
|
|
|
422 |
|
|
|
5.24 |
% |
|
|
5,205 |
|
|
|
248 |
|
|
|
6.35 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total securities |
|
|
195,659 |
|
|
|
6,665 |
|
|
|
4.54 |
% |
|
|
98,444 |
|
|
|
3,557 |
|
|
|
4.82 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Federal funds sold |
|
|
9,883 |
|
|
|
11 |
|
|
|
0.15 |
% |
|
|
|
|
|
|
|
|
|
|
0.00 |
% |
Interest-bearing deposits |
|
|
551 |
|
|
|
1 |
|
|
|
0.24 |
% |
|
|
9,870 |
|
|
|
176 |
|
|
|
2.38 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total interest-earning assets |
|
|
531,855 |
|
|
|
21,597 |
|
|
|
5.42 |
% |
|
|
313,800 |
|
|
|
14,097 |
|
|
|
6.00 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other assets |
|
|
44,599 |
|
|
|
|
|
|
|
|
|
|
|
25,220 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TOTAL ASSETS |
|
$ |
576,454 |
|
|
|
|
|
|
|
|
|
|
$ |
339,020 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Savings |
|
$ |
56,307 |
|
|
|
168 |
|
|
|
0.40 |
% |
|
$ |
33,760 |
|
|
|
101 |
|
|
|
0.40 |
% |
Now deposits |
|
|
68,789 |
|
|
|
75 |
|
|
|
0.15 |
% |
|
|
41,056 |
|
|
|
86 |
|
|
|
0.28 |
% |
Money market deposits |
|
|
44,278 |
|
|
|
353 |
|
|
|
1.07 |
% |
|
|
16,570 |
|
|
|
190 |
|
|
|
1.53 |
% |
Time deposits |
|
|
226,875 |
|
|
|
5,179 |
|
|
|
3.05 |
% |
|
|
130,352 |
|
|
|
3,628 |
|
|
|
3.72 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total deposits |
|
|
396,249 |
|
|
|
5,775 |
|
|
|
1.95 |
% |
|
|
221,738 |
|
|
|
4,005 |
|
|
|
2.41 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short-term borrowings |
|
|
46,535 |
|
|
|
254 |
|
|
|
0.73 |
% |
|
|
35,684 |
|
|
|
580 |
|
|
|
2.17 |
% |
Long-term borrowings |
|
|
11,603 |
|
|
|
462 |
|
|
|
5.32 |
% |
|
|
9,508 |
|
|
|
432 |
|
|
|
6.07 |
% |
Junior subordinate debentures |
|
|
4,640 |
|
|
|
104 |
|
|
|
3.00 |
% |
|
|
1,087 |
|
|
|
44 |
|
|
|
5.41 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total borrowings |
|
|
62,778 |
|
|
|
820 |
|
|
|
1.75 |
% |
|
|
46,279 |
|
|
|
1,056 |
|
|
|
3.05 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total interest-bearing liabilities |
|
|
459,027 |
|
|
|
6,595 |
|
|
|
1.92 |
% |
|
|
268,017 |
|
|
|
5,061 |
|
|
|
2.52 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Demand deposits |
|
|
51,004 |
|
|
|
|
|
|
|
|
|
|
|
29,061 |
|
|
|
|
|
|
|
|
|
Other liabilities |
|
|
3,656 |
|
|
|
|
|
|
|
|
|
|
|
2,340 |
|
|
|
|
|
|
|
|
|
Stockholders equity |
|
|
62,767 |
|
|
|
|
|
|
|
|
|
|
|
39,602 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TOTAL LIABILITIES AND
STOCKHOLDERS EQUITY |
|
$ |
576,454 |
|
|
|
|
|
|
|
|
|
|
$ |
339,020 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest rate spread (6) |
|
|
|
|
|
|
|
|
|
|
3.50 |
% |
|
|
|
|
|
|
|
|
|
|
3.48 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income/margin (5) |
|
|
|
|
|
$ |
15,002 |
|
|
|
3.77 |
% |
|
|
|
|
|
$ |
9,036 |
|
|
|
3.85 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Average volume information was compared using daily (or monthly) averages for
interest-earning and bearing accounts.
Certain balance sheet items utilized quarter-end balances for
averages. |
|
(2) |
|
Interest on loans includes fee income. |
|
(3) |
|
Tax exempt interest revenue is shown on a tax-equivalent basis using a statutory federal income
tax rate of 34 percent for 2009 and 2008. |
|
(4) |
|
Nonaccrual loans have been included with loans for
the purpose of analyzing net interest earnings. |
|
(5) |
|
Net interest margin is computed by dividing annualized net interest income by total interest
earning assets. |
|
(6) |
|
Interest rate spread represents the difference between the average rate earned on
interest-earning assets and the average rate paid on interest-bearing liabilities. |
20
Reconcilement of Taxable Equivalent Net Interest Income
For the Nine Months Ended September 30,
|
|
|
|
|
|
|
|
|
(In Thousands) |
|
2009 |
|
|
2008 |
|
Total interest income |
|
$ |
21,278 |
|
|
$ |
13,757 |
|
Total interest expense |
|
|
6,595 |
|
|
|
5,061 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income |
|
|
14,683 |
|
|
|
8,696 |
|
Tax equivalent adjustment |
|
|
319 |
|
|
|
340 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income
(fully taxable equivalent) |
|
$ |
15,002 |
|
|
$ |
9,036 |
|
|
|
|
|
|
|
|
Rate/Volume Analysis
To enhance the understanding of the effects of volumes (the average balance of earning assets
and costing liabilities) and average interest rate fluctuations on the balance sheet as it pertains
to net interest income, the table below reflects these changes for 2009 versus 2008:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended September 30, |
|
|
|
2009 vs 2008 |
|
|
|
Increase (Decrease) |
|
|
|
Due to |
|
(In Thousands) |
|
Volume |
|
|
Rate |
|
|
Net |
|
Interest income: |
|
|
|
|
|
|
|
|
|
|
|
|
Loans, tax-exempt |
|
$ |
199 |
|
|
$ |
(115 |
) |
|
$ |
84 |
|
Loans |
|
|
5,319 |
|
|
|
(847 |
) |
|
|
4,472 |
|
Taxable investment securities |
|
|
3,095 |
|
|
|
(161 |
) |
|
|
2,934 |
|
Tax-exempt investment securities |
|
|
218 |
|
|
|
(44 |
) |
|
|
174 |
|
Federal funds sold |
|
|
11 |
|
|
|
|
|
|
|
11 |
|
Interest bearing deposits |
|
|
(17 |
) |
|
|
(158 |
) |
|
|
(175 |
) |
|
|
|
|
|
|
|
|
|
|
Total interest-earning assets |
|
|
8,825 |
|
|
|
(1,325 |
) |
|
|
7,500 |
|
|
|
|
|
|
|
|
|
|
|
Interest expense: |
|
|
|
|
|
|
|
|
|
|
|
|
Savings |
|
|
67 |
|
|
|
|
|
|
|
67 |
|
NOW deposits |
|
|
30 |
|
|
|
(41 |
) |
|
|
(11 |
) |
Money market deposits |
|
|
221 |
|
|
|
(58 |
) |
|
|
163 |
|
Time deposits |
|
|
2,203 |
|
|
|
(652 |
) |
|
|
1,551 |
|
Short-term borrowings |
|
|
59 |
|
|
|
(385 |
) |
|
|
(326 |
) |
Long-term borrowings, FHLB |
|
|
83 |
|
|
|
(53 |
) |
|
|
30 |
|
Junior subordinate debentures |
|
|
80 |
|
|
|
(20 |
) |
|
|
60 |
|
|
|
|
|
|
|
|
|
|
|
Total interest-bearing liabilities |
|
|
2,743 |
|
|
|
(1,209 |
) |
|
|
1,534 |
|
|
|
|
|
|
|
|
|
|
|
Change in net interest income |
|
$ |
6,082 |
|
|
$ |
(116 |
) |
|
$ |
5,966 |
|
|
|
|
|
|
|
|
|
|
|
21
PROVISION FOR LOAN LOSSES
2009 vs. 2008
The provision for loan losses is based upon managements quarterly review of the loan
portfolio. The purpose of the review is to assess loan quality, identify impaired loans, analyze
delinquencies, evaluate potential charge-offs and recoveries, and assess the general conditions in
the markets served. Management remains committed to an aggressive and thorough program of problem
loan identification and resolution. Periodically, an independent loan review is performed for the
Bank. The allowance for loan losses is evaluated quarterly and is calculated by applying historic
loss factors to the various outstanding loans types while excluding loans for which a specific
allowance has already been determined. Loss factors are based on managements consideration of the
nature of the portfolio segments, historical loan loss experience, industry standards and trends
with respect to nonperforming loans, and its core knowledge and experience with specific loan
segments.
Although management believes that it uses the best information available to make such
determinations and that the allowance for loan losses is adequate at September 30, 2009, future
adjustments could be necessary if circumstances or economic conditions differ substantially from
the assumptions used in making the initial determinations. A downturn in the local economy or
employment and delays in receiving financial information from borrowers could result in increased
levels of nonperforming assets and charge-offs, increased loan loss provisions and reductions in
interest income. Also, as part of the examination process, bank regulatory agencies periodically
review the Banks loan loss allowance. The bank regulators could require the recognition of
additions or reductions to the loan loss allowance based on their judgment of information available
to them at the time of their examination.
The provision for loan losses amounted to $530,000 and $0 for the nine months ended September
30, 2009 and 2008, respectively. Management concluded the increase of the provision was
appropriate considering the gross loan growth experience of $11,031,000, increases in nonperforming
assets, and the general downturn in the national economy. Utilizing the resources noted above,
management concluded that the allowance for loan losses remains at a level adequate to provide for
probable losses inherent in the loan portfolio.
NON-INTEREST INCOME
2009 vs. 2008
Total non-interest income increased $1.9 million or 99.8 percent to $3.8 million for the nine
months ended September 30, 2009. The increase primarily resulted from the acquisition of CFC as
described in Note 6 of the Notes to the Consolidated Financial Statements included in Item 1 of
this Form 10-Q. The service charges and fees increased $454,000 or 57.0 percent to $1.3 million
for the nine months ended September 30, 2009. Gain on sale of loans increased $353,000 or 182.0
percent from $194,000 in 2008 to $547,000 in 2009. Brokerage income increased $16,000 or 9.2
percent from $174,000 in 2008 to $190,000 in 2009. Trust income increased $245,000 or 112.9
percent from $217,000 in 2008 to $462,000 in 2009. Other income increased $545,000 from $565,000
in 2008 to $1.1 million in 2009 primarily as a result of $183,000 in gains recorded on the sale of
property and equipment as well as increased ATM transaction revenue and related surcharges.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For The Nine Months Ended |
|
|
September 30, 2009 |
|
September 30, 2008 |
|
Change |
(In Thousands) |
|
Amount |
|
% Total |
|
Amount |
|
% Total |
|
Amount |
|
% |
Service charges and fees |
|
$ |
1,251 |
|
|
|
32.8 |
% |
|
$ |
797 |
|
|
|
41.8 |
% |
|
$ |
454 |
|
|
|
57.0 |
% |
Gain on sale of loans |
|
|
547 |
|
|
|
14.3 |
|
|
|
194 |
|
|
|
10.2 |
|
|
|
353 |
|
|
|
182.0 |
|
Earnings on bank-owned life insurance |
|
|
324 |
|
|
|
8.5 |
|
|
|
244 |
|
|
|
12.8 |
|
|
|
80 |
|
|
|
32.8 |
|
Brokerage and insurance |
|
|
190 |
|
|
|
5.0 |
|
|
|
174 |
|
|
|
9.1 |
|
|
|
16 |
|
|
|
9.2 |
|
Trust |
|
|
462 |
|
|
|
12.1 |
|
|
|
217 |
|
|
|
11.4 |
|
|
|
245 |
|
|
|
112.9 |
|
Investment security losses |
|
|
(71 |
) |
|
|
(1.9 |
) |
|
|
(283 |
) |
|
|
(14.8 |
) |
|
|
212 |
|
|
|
(74.9 |
) |
Other |
|
|
1,110 |
|
|
|
29.2 |
|
|
|
565 |
|
|
|
29.5 |
|
|
|
545 |
|
|
|
96.5 |
|
|
|
|
|
|
|
|
Total non-interest income |
|
$ |
3,813 |
|
|
|
100.0 |
% |
|
$ |
1,908 |
|
|
|
100.0 |
% |
|
$ |
1,905 |
|
|
|
99.8 |
% |
|
|
|
|
|
|
|
NON-INTEREST EXPENSE
2009 vs. 2008
Total non-interest expense increased $4.3 million or 56.1 percent from $7.7 million in 2008 to
$12.0 million in 2009. The increases primarily resulted from the acquisition of CFC as described
in Note 6 of the Notes to the Consolidated Financial Statements included in Item 1 of this Form
10-Q. Salaries and employee benefits increased $1.4 million or 33.5 percent for the nine months
ended September 30, 2009. Professional fees increased $65,000 or 17.0 percent from $382,000 in
2008 to $447,000 in 2009. FDIC assessments increased $514,000 due to the imposition of a 5 basis
point special assessment and an increase in the regular quarterly
22
assessment rate. Other expenses,
Occupancy, Furniture and Equipment, and Directors fees all experienced net increases as a result of
the CFC acquisition.
One standard to measure non-interest expense is to express annualized non-interest expense as
a percentage of average total assets. As of September 30, 2009 this percentage was 2.77 percent
compared to 3.02 percent in 2008.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For The Nine Months Ended |
|
|
September 30, 2009 |
|
September 30, 2008 |
|
Change |
(In Thousands) |
|
Amount |
|
% Total |
|
Amount |
|
% Total |
|
Amount |
|
% |
Salaries |
|
$ |
4,776 |
|
|
|
39.8 |
% |
|
$ |
3,056 |
|
|
|
39.8 |
% |
|
$ |
1,720 |
|
|
|
56.3 |
% |
Employee benefits |
|
|
1,232 |
|
|
|
10.3 |
|
|
|
1,595 |
|
|
|
20.8 |
|
|
|
(363 |
) |
|
|
(22.8 |
) |
Occupancy |
|
|
810 |
|
|
|
6.8 |
|
|
|
496 |
|
|
|
6.5 |
|
|
|
314 |
|
|
|
63.3 |
|
Furniture and equipment |
|
|
944 |
|
|
|
7.9 |
|
|
|
583 |
|
|
|
7.6 |
|
|
|
361 |
|
|
|
61.9 |
|
State shares tax |
|
|
400 |
|
|
|
3.3 |
|
|
|
277 |
|
|
|
3.6 |
|
|
|
123 |
|
|
|
44.4 |
|
Professional fees |
|
|
447 |
|
|
|
3.7 |
|
|
|
382 |
|
|
|
5.0 |
|
|
|
65 |
|
|
|
17.0 |
|
Directors fees |
|
|
215 |
|
|
|
1.8 |
|
|
|
152 |
|
|
|
2.0 |
|
|
|
63 |
|
|
|
41.4 |
|
FDIC assessments |
|
|
543 |
|
|
|
4.5 |
|
|
|
29 |
|
|
|
0.4 |
|
|
|
514 |
|
|
|
1,772.4 |
|
Other |
|
|
2,621 |
|
|
|
21.9 |
|
|
|
1,111 |
|
|
|
14.3 |
|
|
|
1,510 |
|
|
|
135.9 |
|
|
|
|
|
|
|
|
Total non-interest expense |
|
$ |
11,988 |
|
|
|
100.0 |
% |
|
$ |
7,681 |
|
|
|
100.0 |
% |
|
$ |
4,307 |
|
|
|
56.1 |
% |
|
|
|
|
|
|
|
FINANCIAL CONDITION
Our consolidated assets at September 30, 2009 were $592.9 million which represented an
increase of $24.6 million from $568.3 million at December 31, 2008.
Gross loans increased 3.4 percent from $320.1 million at December 31, 2008 to $331.1 million
at September 30, 2009.
The loan-to-deposit ratio is a key measurement of liquidity. Our loan-to-deposit ratio
increased during 2009 to 74.8 percent compared to 73.7 percent at December 31, 2008.
INVESTMENTS
All of our securities are available-for-sale and are carried at estimated fair value.
Available-for-sale securities are reported on the consolidated balance sheet at fair value with an
offsetting adjustment to deferred taxes. The possibility of material price volatility in a changing
interest rate environment is offset by the availability to the bank of restructuring the portfolio
for gap positioning at any time through the securities classified as available-for-sale. The impact
of the fair value accounting was an unrealized gain, net of tax, on September 30, 2009 of
$2,764,000 compared to an unrealized gain, net of tax, on December 31, 2008 of $1,622,000, which
represents an unrealized gain, net of tax, of $1,142,000 for the nine months ended September 30,
2009. The following table shows the amortized cost and estimated fair value of the investment
securities as of the dates shown:
|
|
|
|
|
|
|
|
|
|
|
September 30, 2009 |
|
|
|
|
|
|
|
Estimated |
|
|
|
Amortized |
|
|
Fair |
|
(In Thousands) |
|
Cost |
|
|
Value |
|
Obligation of U.S.Government Corporations
and Agencies: |
|
|
|
|
|
|
|
|
Mortgage-backed |
|
$ |
137,500 |
|
|
$ |
141,578 |
|
Other |
|
|
58,521 |
|
|
|
59,062 |
|
Obligations of state and political subdivisions |
|
|
12,839 |
|
|
|
13,056 |
|
|
|
|
|
|
|
|
Total debt securities |
|
|
208,860 |
|
|
|
213,696 |
|
Marketable equity securities |
|
|
2,551 |
|
|
|
1,903 |
|
Restricted equity securities |
|
|
2,984 |
|
|
|
2,984 |
|
|
|
|
|
|
|
|
Total investment securities AFS |
|
$ |
214,395 |
|
|
$ |
218,583 |
|
|
|
|
|
|
|
|
23
|
|
|
|
|
|
|
|
|
|
|
December 31, 2008 |
|
|
|
|
|
|
|
Estimated |
|
|
|
Amortized |
|
|
Fair |
|
(In Thousands) |
|
Cost |
|
|
Value |
|
Obligation of U.S.Government Corporations
and Agencies: |
|
|
|
|
|
|
|
|
Mortgage-backed |
|
$ |
116,357 |
|
|
$ |
118,046 |
|
Other |
|
|
63,031 |
|
|
|
64,080 |
|
Obligations of state and political subdivisions |
|
|
9,944 |
|
|
|
9,994 |
|
|
|
|
|
|
|
|
Total debt securities |
|
|
189,332 |
|
|
|
192,120 |
|
Marketable equity securities |
|
|
2,623 |
|
|
|
2,293 |
|
Restricted equity securities |
|
|
2,167 |
|
|
|
2,167 |
|
|
|
|
|
|
|
|
Total investment securities AFS |
|
$ |
194,122 |
|
|
$ |
196,580 |
|
|
|
|
|
|
|
|
LOANS
The loan portfolio increased 3.4 percent from $320.1 million at December 31, 2008 to $331.1
million at September 30, 2009. The percentage distribution in the loan portfolio was 82.2 percent
in real estate loans at $272.3 million; 9.5 percent in commercial loans at $31.3 million; 2.4
percent in consumer loans at $7.9 million; and 5.9 percent in tax exempt loans at $19.6 million.
The following table presents the breakdown of loans by type as of the date indicated:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Change |
|
(In Thousands) |
|
September 30, 2009 |
|
|
December 31, 2008 |
|
|
Amount |
|
|
% |
|
|
|
|
|
|
|
|
Commercial, financial and agricultural |
|
$ |
31,305 |
|
|
$ |
27,165 |
|
|
$ |
4,140 |
|
|
|
15.2 |
% |
Tax-exempt |
|
|
19,558 |
|
|
|
16,762 |
|
|
|
2,796 |
|
|
|
16.7 |
|
Real estate |
|
|
267,172 |
|
|
|
262,539 |
|
|
|
4,633 |
|
|
|
1.8 |
|
Real estate construction |
|
|
5,087 |
|
|
|
5,307 |
|
|
|
(220 |
) |
|
|
(4.1 |
) |
Installment loans to individuals |
|
|
7,893 |
|
|
|
8,202 |
|
|
|
(309 |
) |
|
|
(3.8 |
) |
Add (deduct): Unearned discount |
|
|
(18 |
) |
|
|
(24 |
) |
|
|
6 |
|
|
|
(25.0 |
) |
Unamortized loan costs, net of fees |
|
|
102 |
|
|
|
117 |
|
|
|
(15 |
) |
|
|
(12.8 |
) |
|
|
|
|
|
|
Gross loans |
|
$ |
331,099 |
|
|
$ |
320,068 |
|
|
$ |
11,031 |
|
|
|
3.4 |
% |
|
|
|
|
|
|
The following table presents the percentage distribution of loans by category as of the date
indicated:
|
|
|
|
|
|
|
|
|
|
|
September 30, 2009 |
|
|
December 31, 2008 |
|
Commercial, financial and agricultural |
|
|
9.5 |
% |
|
|
8.5 |
% |
Tax-exempt |
|
|
5.9 |
|
|
|
5.2 |
|
Real estate |
|
|
80.7 |
|
|
|
82.1 |
|
Real estate construction |
|
|
1.5 |
|
|
|
1.7 |
|
Installment loans to individuals |
|
|
2.4 |
|
|
|
2.5 |
|
|
|
|
|
|
|
|
Gross loans |
|
|
100.0 |
% |
|
|
100.0 |
% |
|
|
|
|
|
|
|
ALLOWANCE FOR LOAN LOSSES
The allowance for loan losses was $3.9 million at September 30, 2009, compared to $3.1 million
at September 30, 2008. This allowance equaled 1.19 percent and .94 percent of total loans, net of
unearned income, as of September 30, 2009 and 2008, respectively. The loan loss reserve is
analyzed quarterly and reviewed by the Banks Board of Directors. No concentration or apparent
deterioration in classes of loans or pledged collateral was evident. Semi-monthly loan meetings
with the Banks Director Loan Committee reviewed new loans. Delinquent loans, loan exceptions and
certain large loans are addressed by the full Board no less than monthly to determine compliance
with policies. Allowance for loan losses was considered adequate based on delinquency trends and
actual loans written as it relates to the loan portfolio.
The following table presents a summary of the Banks loan loss experience as of the dates
indicated:
24
|
|
|
|
|
|
|
|
|
|
|
For the Nine Months Ended September 30, |
|
(In Thousands) |
|
2009 |
|
|
2008 |
|
Average Loans Outstanding during
the period |
|
$ |
325,762 |
|
|
$ |
205,486 |
|
|
|
|
|
|
|
|
Balance, beginning of year |
|
$ |
3,758 |
|
|
$ |
1,437 |
|
Provision charged to operations |
|
|
530 |
|
|
|
|
|
Allowance acquired |
|
|
|
|
|
|
1,683 |
|
|
|
|
|
|
|
|
|
|
Loans charged off: |
|
|
|
|
|
|
|
|
Commercial, financial, and agricultural |
|
|
(114 |
) |
|
|
|
|
Real estate mortgages |
|
|
(233 |
) |
|
|
|
|
Installment loans to indiviuals |
|
|
(28 |
) |
|
|
(94 |
) |
|
|
|
|
|
|
|
|
|
Recoveries: |
|
|
|
|
|
|
|
|
Commercial, financial, and agricultural |
|
|
1 |
|
|
|
|
|
Real estate mortgages |
|
|
9 |
|
|
|
2 |
|
Installment loans to indiviuals |
|
|
11 |
|
|
|
27 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, end of period |
|
$ |
3,934 |
|
|
$ |
3,055 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net charge-offs to Average loans
outstanding during the period |
|
|
-0.11 |
% |
|
|
-0.03 |
% |
|
|
|
|
|
|
|
NON-PERFORMING LOANS
As of September 30, 2009, loans 30-89 days past due totaled $1.8 million compared to $1.6
million at December 31, 2008. Non-accrual loans totaled $5.8 million at September 30, 2009 and
$4.5 at December 31, 2008. Overall, past due and non-accrual loans increased $1.7 million to $7.8
million at September 30, 2009 from $6.1 million at December 31, 2008.
The following table presents past due and non-accrual loans by loan type and in summary as of
the dates indicated:
|
|
|
|
|
|
|
|
|
(In Thousands) |
|
September 30, 2009 |
|
|
December 31, 2008 |
|
|
|
|
Commercial, financial and agricultural |
|
|
|
|
|
|
|
|
Days 30-89 |
|
$ |
410 |
|
|
$ |
61 |
|
Days 90 plus |
|
|
126 |
|
|
|
|
|
Non-accrual |
|
|
414 |
|
|
|
581 |
|
Real estate |
|
|
|
|
|
|
|
|
Days 30-89 |
|
|
1,330 |
|
|
|
1,528 |
|
Days 90 plus |
|
|
|
|
|
|
|
|
Non-accrual |
|
|
5,358 |
|
|
|
3,780 |
|
Installment loans to individuals |
|
|
|
|
|
|
|
|
Days 30-89 |
|
|
50 |
|
|
|
9 |
|
Days 90 plus |
|
|
|
|
|
|
|
|
Non-accrual |
|
|
63 |
|
|
|
92 |
|
|
|
|
|
|
|
|
|
|
$ |
7,751 |
|
|
$ |
6,051 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Days 30-89 |
|
$ |
1,790 |
|
|
$ |
1,598 |
|
Days 90 plus |
|
|
126 |
|
|
|
|
|
Non-accrual |
|
|
5,835 |
|
|
|
4,453 |
|
|
|
|
|
|
|
|
|
|
$ |
7,751 |
|
|
$ |
6,051 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructured loans still accruing |
|
$ |
380 |
|
|
$ |
58 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other real estate owned |
|
$ |
380 |
|
|
$ |
373 |
|
|
|
|
|
|
|
|
25
DEPOSITS
Total deposits increased by 1.9 percent from $434.3 million at December 31, 2008 to $442.7
million at September 30, 2009. Savings deposits increased 1.3 percent to $55.4 million at
September 30, 2009 from $54.7 million at December 31, 2008. Money market deposits increased 12.5
percent to $41.7 million as of September 30, 2009 from $37.1 million as of December 31, 2008.
Interest bearing NOW accounts increased 1.7 percent from $63.8 million at December 31, 2008 to
$64.8 million at September 30, 2009.
The actual balances and average rate paid on deposits are summarized as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30, 2009 |
|
|
December 31, 2008 |
|
|
|
|
|
|
|
|
|
|
Average |
|
|
|
|
|
|
Average |
|
|
Change |
|
(In Thousands) |
|
Balance |
|
|
Rate |
|
|
Balance |
|
|
Rate |
|
|
Amount |
|
|
% |
|
Non-interest bearing |
|
$ |
49,562 |
|
|
|
|
% |
|
$ |
52,460 |
|
|
|
|
% |
|
$ |
(2,898 |
) |
|
|
(5.5 |
)% |
Savings |
|
|
55,431 |
|
|
|
0.40 |
|
|
|
54,717 |
|
|
|
0.40 |
|
|
|
714 |
|
|
|
1.3 |
|
Now deposits |
|
|
64,846 |
|
|
|
0.15 |
|
|
|
63,776 |
|
|
|
0.27 |
|
|
|
1,070 |
|
|
|
1.7 |
|
Money market deposits |
|
|
41,743 |
|
|
|
1.12 |
|
|
|
37,120 |
|
|
|
1.66 |
|
|
|
4,623 |
|
|
|
12.5 |
|
Time deposits |
|
|
231,076 |
|
|
|
3.15 |
|
|
|
226,236 |
|
|
|
3.53 |
|
|
|
4,840 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total deposits |
|
$ |
442,658 |
|
|
|
1.82 |
% |
|
$ |
434,309 |
|
|
|
2.07 |
% |
|
$ |
8,349 |
|
|
|
1.9 |
% |
|
|
|
|
|
|
|
|
|
|
BORROWED FUNDS
Short-term borrowings, including securities sold under agreements to repurchase and day-to-day
FHLB Pittsburgh borrowings increased 11.8 percent from $55.5 million at December 31, 2008 to
$62.0 million at September 30, 2009. Long-term borrowings increased $6.0 million from $9.1 million
at December 31, 2008 to $15.1 million at September 30, 2009.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30, 2009 |
|
|
December 31, 2008 |
|
|
Change |
|
(In Thousands) |
|
Amount |
|
|
% Total |
|
|
Amount |
|
|
% Total |
|
|
Amount |
|
|
% |
|
Short-term borrowings: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FHLB repurchase agreements |
|
$ |
|
|
|
|
|
% |
|
$ |
|
|
|
|
|
% |
|
$ |
|
|
|
|
|
% |
Short-term borrowings, FHLB |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Securities sold under agreement to repurchase |
|
|
61,995 |
|
|
|
75.8 |
|
|
|
55,462 |
|
|
|
80.1 |
|
|
|
6,533 |
|
|
|
11.8 |
|
|
|
|
|
|
|
|
|
|
|
Total short-term borrowings |
|
|
61,995 |
|
|
|
75.8 |
% |
|
|
55,462 |
|
|
|
80.1 |
% |
|
|
6,533 |
|
|
|
11.8 |
|
Junior subordinate debentures |
|
|
4,640 |
|
|
|
5.7 |
|
|
|
4,640 |
|
|
|
6.7 |
|
|
|
|
|
|
|
|
|
Long-term borrowings, FHLB |
|
|
15,129 |
|
|
|
18.5 |
|
|
|
9,133 |
|
|
|
13.2 |
|
|
|
5,996 |
|
|
|
65.7 |
|
|
|
|
|
|
|
|
|
|
|
Total borrowed funds |
|
$ |
81,764 |
|
|
|
100.0 |
% |
|
$ |
69,235 |
|
|
|
100.0 |
% |
|
$ |
12,529 |
|
|
|
18.1 |
% |
|
|
|
|
|
|
|
|
|
|
LIQUIDITY
Liquidity management is required to ensure that adequate funds will be available to meet
anticipated and unanticipated deposit withdrawals, debt service payments, investment commitments,
commercial and consumer loan demand, and ongoing operating expenses. Funding sources include
principal repayments on loans, sale of assets, growth in core deposits, short and long-term
borrowings, investment securities coming due, loan prepayments and repurchase agreements. Regular
loan payments are a dependable source of funds, while the sale of investment securities, deposit
growth and loan prepayments are significantly influenced by general economic conditions and the
level of interest rates.
We manage liquidity on a daily basis. We believe that our liquidity is sufficient to meet
present and future financial obligations and commitments on a timely basis.
CAPITAL RESOURCES
Capital continues to be a strength for the Bank. Capital is critical as it must provide
growth, payment to shareholders, and absorption of unforeseen losses. The federal regulators
provide standards that must be met.
As of September 30, 2009, the Bank was categorized as well-capitalized under the regulatory
framework for prompt corrective action. To be categorized as well-capitalized, the Bank must
maintain minimum total risk-based, Tier I risk-based, and Tier I leverage ratios.
Our actual consolidated capital amounts and ratios as of September 30, 2009 and December 31,
2008 are in the following table:
26
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2009 |
|
2008 |
(In Thousands) |
|
Amount |
|
Ratio |
|
Amount |
|
Ratio |
Total Capital (to Risk-weighted Assets) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Actual |
|
$ |
58,896 |
|
|
|
17.8 |
% |
|
$ |
55,851 |
|
|
|
16.5 |
% |
For Capital Adequacy Purposes |
|
|
26,404 |
|
|
|
8.0 |
|
|
|
27,112 |
|
|
|
8.0 |
|
To Be Well-Capitalized |
|
|
33,005 |
|
|
|
10.0 |
|
|
|
33,890 |
|
|
|
10.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tier I Capital (to Risk-weighted Assets) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Actual |
|
$ |
54,962 |
|
|
|
16.7 |
% |
|
$ |
52,083 |
|
|
|
15.4 |
% |
For Capital Adequacy Purposes |
|
|
13,202 |
|
|
|
4.0 |
|
|
|
13,556 |
|
|
|
4.0 |
|
To Be Well-Capitalized |
|
|
19,803 |
|
|
|
6.0 |
|
|
|
20,334 |
|
|
|
6.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tier I Capital (to Average Assets) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Actual |
|
$ |
54,962 |
|
|
|
9.7 |
% |
|
$ |
52,083 |
|
|
|
9.3 |
% |
For Capital Adequacy Purposes |
|
|
22,624 |
|
|
|
4.0 |
|
|
|
22,476 |
|
|
|
4.0 |
|
To Be Well-Capitalized |
|
|
28,280 |
|
|
|
5.0 |
|
|
|
28,095 |
|
|
|
5.0 |
|
Our capital ratios are not materially different from those of the Bank.
INTEREST RATE RISK MANAGEMENT
Interest rate risk management involves managing the extent to which interest-sensitive assets
and interest-sensitive liabilities are matched. Interest rate sensitivity is the relationship
between market interest rates and earnings volatility due to the repricing characteristics of
assets and liabilities. The Banks net interest income is affected by changes in the level of
market interest rates. In order to maintain consistent earnings performance, the Bank seeks to
manage, to the extent possible, the repricing characteristics of its assets and liabilities.
One major objective of the Bank when managing the rate sensitivity of its assets and
liabilities is to stabilize net interest income. The management of and authority to assume
interest rate risk is the responsibility of the Banks Asset/Liability Committee (ALCO), which is
comprised of senior management and Board members. ALCO meets quarterly to monitor the ratio of
interest sensitive assets to interest sensitive liabilities. The process to review interest rate
risk management is a regular part of management of the Bank. Consistent policies and practices of
measuring and reporting interest rate risk exposure, particularly regarding the treatment of
noncontractual assets and liabilities, are in effect. In addition, there is an annual process to
review the interest rate risk policy with the Board of Directors which includes limits on the
impact to earnings from shifts in interest rates.
The ratio between assets and liabilities repricing in specific time intervals is referred to
as an interest rate sensitivity gap. Interest rate sensitivity gaps can be managed to take
advantage of the slope of the yield curve as well as forecasted changes in the level of interest
rate changes.
To manage the interest sensitivity position, an asset/liability model called gap analysis is
used to monitor the difference in the volume of the Banks interest sensitive assets and
liabilities that mature or reprice within given periods. A positive gap (asset sensitive)
indicates that more assets reprice during a given period compared to liabilities, while a negative
gap (liability sensitive) has the opposite effect. The Bank employs computerized net interest
income simulation modeling to assist in quantifying interest rate risk exposure. This process
measures and quantifies the impact on net interest income through varying interest rate changes and
balance sheet compositions. The use of this model assists the ALCO to gauge the effects of the
interest rate changes on interest sensitive assets and liabilities in order to determine what
impact these rate changes will have upon our net interest spread.
At September 30, 2009, our cumulative gap positions and the potential earnings change
resulting from a 200 basis point change in rates were both within the internal risk management
guidelines.
In addition to gap analysis, the Bank uses earnings simulation to assist in measuring and
controlling interest rate risk. The Bank also simulates the impact on net interest income of plus
and minus 100, 200 and 300 basis point rate shocks. The results of these theoretical rate shocks
provide an additional tool to help manage the Banks interest rate risk.
It is our opinion that the asset/liability mix and the interest rate risk associated with the
balance sheet is within manageable parameters. Additionally, the Banks Asset/Liability Committee
meets quarterly with an investment consultant.
27
|
|
|
Item 3. |
|
Quantitative and Qualitative Disclosures about Market Risk |
In the normal course of conducting business activities, the Corporation is exposed to market
risk, principally interest rate risk, through the operations of its banking subsidiary. Interest
rate risk arises from market driven fluctuations in interest rates that affect cash flows, income,
expense and values of financial instruments and was discussed previously in this Form 10-Q.
No material changes in market risk occurred during the current period. A detailed discussion
of market risk is provided in the Annual Report on Form 10-K for the period ended December 31,
2008.
|
|
|
Item 4. |
|
Controls and Procedures |
Our Chief Executive Officer (CEO) and Chief Financial Officer (CFO) have concluded that our
disclosure controls and procedures (as defined in Rules 13a 15(e) and 15d 15(e) under the
Securities Exchange Act of 1934, as amended), based on their evaluation of these controls and
procedures as of the end of the period covered by this Report, were effective as of such date at
the reasonable assurance level as discussed below to ensure that information required to be
disclosed by us in the reports we file under the Securities Exchange Act of 1934, as amended, is
recorded, processed, summarized and reported within the time periods specified in the rules and
forms of the Securities and Exchange Commission and that such information is accumulated and
communicated to our management, including its principal executive officer and principal financial
officer, as appropriate to allow timely decisions regarding required disclosure.
Our management, including the CEO and CFO, does not expect that our disclosure controls and
internal controls will prevent all errors and all fraud. A control system, no matter how well
conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of
the system are met. Because of the inherent limitations in all control systems, no evaluation of
controls can provide absolute assurance that all control issues and instances of fraud, if any,
within our company have been detected. These inherent limitations include the realities that
judgments in decision-making can be faulty, and that breakdowns can occur because of simple error
or mistake. In addition, controls can be circumvented by the individual acts of some persons, by
collusion of two or more people or by management override of the controls.
The CEO and CFO have evaluated the changes to our internal controls over financial reporting
that occurred during our fiscal Quarter Ended September 30, 2009, as required by paragraph (d)
Rules 13a 15 and 15d 15 under the Securities Exchange Act of 1934, as amended, and have
concluded that there were no changes that materially affected, or are reasonably likely to
materially affect, our internal controls over financial reporting.
PART II Other Information
|
|
|
Item 1. |
|
Legal Proceedings |
Management and the Corporations legal counsel are not aware of any litigation that would have
a material adverse effect on the consolidated financial position of the Corporation. There are no
proceedings pending other than the ordinary routine litigation incident to the business of the
Corporation and its subsidiary, First Columbia Bank & Trust Co.. In addition, no material
proceedings are pending or are known to be threatened or contemplated against the Corporation and
the Bank by government authorities.
In addition to the other information set forth in this report, you should carefully consider
the factors discussed in Part I, Item 1.A. Risk Factors in our Annual Report on Form 10-K for
the year ended December 31, 2008, which could materially affect our business, financial condition
or future results. At September 30, 2009 the risk factors of the Corporation have not changed
materially from those in our Annual Report on Form 10-K. However, the risks described in our
Annual Report on Form 10-K are not the only risks that we face. Additional risks and uncertainties
not currently known to us or that we currently deem to be immaterial also may materially adversely
affect our business, financial condition and/or operating results.
28
|
|
|
Item 2. |
|
Unregistered Sales of Equity Securities and Use of Proceeds |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
Average |
|
Total Number of |
|
Maximum Number (or |
|
|
Number of |
|
Price Paid |
|
Shares (or Units) |
|
Approximate Dollar Value) |
|
|
Shares (or |
|
per Share |
|
Purchased as Part of |
|
of Shares (or Units) that |
|
|
Units) |
|
(or Units) |
|
Publicly Announced |
|
May Yet Be Purchased |
Period |
|
Purchased |
|
Purchased |
|
Plans or Programs (1) |
|
Under the Plans or Programs |
Month #1 (July 1 - July 31, 2009) |
|
|
3,500 |
|
|
$ |
21.75 |
|
|
|
3,500 |
|
|
|
189,500 |
|
|
Month #2 (August 1 - August 31, 2009) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
189,500 |
|
|
Month #3 (September 1 - September 30, 2009) |
|
|
2,000 |
|
|
|
22.50 |
|
|
|
2,000 |
|
|
|
187,500 |
|
|
|
|
(1) |
|
This program was announced in 2009 and represents the third buy-back program. The
Board of Directors approved the purchase of 200,000 shares. There was no expiration date
associated with this program. |
|
|
|
Item 3. |
|
Defaults Upon Senior Securities |
Not applicable.
|
|
|
Item 4. |
|
Submission of Matters to a Vote of Security Holders |
None
|
|
|
Item 5. |
|
Other Information |
None
|
|
|
31.1
|
|
Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer |
|
|
|
31.2
|
|
Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer |
|
|
|
32
|
|
Section 1350 Certification of Chief Executive Officer and Chief Financial Officer |
29
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused
this quarterly report on Form 10-Q for the period ended September 30, 2009, to be signed on its
behalf by the undersigned thereunto duly authorized.
|
|
|
|
|
|
CCFNB BANCORP, INC.
(Registrant)
|
|
|
By |
/s/ Lance O. Diehl
|
|
|
|
Lance O. Diehl |
|
|
|
President and CEO
|
|
|
|
Date: November 10, 2009 |
|
|
|
|
By |
/s/ Jeffrey T. Arnold
|
|
|
|
Jeffrey T. Arnold, CPA, CIA |
|
|
|
Chief Financial Officer
|
|
|
|
Date: November 10, 2009 |
30