EXHIBIT 13
PORTIONS OF THE ANNUAL REPORT TO STOCKHOLDERS
FOR FISCAL YEAR ENDED DECEMBER 31, 2009
46
Comm Bancorp, Inc.
CONSOLIDATED SELECTED FINANCIAL DATA
(Dollars in thousands, except per share data)
|
|
|
|
|
|
|
|
|
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|
|
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|
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|
|
|
|
|
|
Year Ended December 31 |
|
2009 |
|
|
2008 |
|
|
2007 |
|
|
2006 |
|
|
2005 |
|
Condensed statements of financial performance: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income |
|
$ |
30,490 |
|
|
$ |
32,901 |
|
|
$ |
35,654 |
|
|
$ |
33,040 |
|
|
$ |
28,359 |
|
Interest expense |
|
|
10,100 |
|
|
|
12,467 |
|
|
|
14,449 |
|
|
|
12,505 |
|
|
|
10,103 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income |
|
|
20,390 |
|
|
|
20,434 |
|
|
|
21,205 |
|
|
|
20,535 |
|
|
|
18,256 |
|
Provision for loan losses |
|
|
10,430 |
|
|
|
1,760 |
|
|
|
525 |
|
|
|
890 |
|
|
|
782 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income after provision for loan losses |
|
|
9,960 |
|
|
|
18,674 |
|
|
|
20,680 |
|
|
|
19,645 |
|
|
|
17,474 |
|
Noninterest income |
|
|
6,517 |
|
|
|
3,961 |
|
|
|
3,543 |
|
|
|
3,408 |
|
|
|
3,884 |
|
Noninterest expense |
|
|
18,968 |
|
|
|
16,317 |
|
|
|
15,420 |
|
|
|
14,829 |
|
|
|
14,897 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) before income taxes |
|
|
(2,491 |
) |
|
|
6,318 |
|
|
|
8,803 |
|
|
|
8,224 |
|
|
|
6,461 |
|
Provision for income tax expense (benefit) |
|
|
(2,541 |
) |
|
|
618 |
|
|
|
1,903 |
|
|
|
1,874 |
|
|
|
1,251 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
50 |
|
|
$ |
5,700 |
|
|
$ |
6,900 |
|
|
$ |
6,350 |
|
|
$ |
5,210 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
|
|
|
|
|
|
|
|
|
Condensed statements of financial position: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment securities |
|
$ |
108,005 |
|
|
$ |
80,574 |
|
|
$ |
39,407 |
|
|
$ |
91,213 |
|
|
$ |
104,965 |
|
Net loans |
|
|
466,482 |
|
|
|
480,627 |
|
|
|
466,720 |
|
|
|
403,639 |
|
|
|
384,475 |
|
Other assets |
|
|
82,286 |
|
|
|
42,840 |
|
|
|
42,860 |
|
|
|
45,552 |
|
|
|
54,137 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
$ |
656,773 |
|
|
$ |
604,041 |
|
|
$ |
548,987 |
|
|
$ |
540,404 |
|
|
$ |
543,577 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deposits |
|
$ |
590,783 |
|
|
$ |
542,291 |
|
|
$ |
491,357 |
|
|
$ |
483,442 |
|
|
$ |
491,365 |
|
Long-term debt |
|
|
8,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other liabilities |
|
|
3,036 |
|
|
|
3,952 |
|
|
|
3,257 |
|
|
|
2,844 |
|
|
|
2,523 |
|
Stockholders equity |
|
|
54,954 |
|
|
|
57,798 |
|
|
|
54,373 |
|
|
|
54,118 |
|
|
|
49,689 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and stockholders equity |
|
$ |
656,773 |
|
|
$ |
604,041 |
|
|
$ |
548,987 |
|
|
$ |
540,404 |
|
|
$ |
543,577 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
|
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|
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|
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|
Per share data: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
0.03 |
|
|
$ |
3.26 |
|
|
$ |
3.87 |
|
|
$ |
3.43 |
|
|
$ |
2.80 |
|
Cash dividends declared |
|
|
0.98 |
|
|
|
1.08 |
|
|
|
1.04 |
|
|
|
1.00 |
|
|
|
0.92 |
|
Stockholders equity |
|
$ |
31.93 |
|
|
$ |
33.41 |
|
|
$ |
31.01 |
|
|
$ |
29.27 |
|
|
$ |
26.86 |
|
Cash dividends declared as a percentage of net income |
|
|
* |
|
|
|
33.09 |
% |
|
|
26.81 |
% |
|
|
29.18 |
% |
|
|
32.84 |
% |
Average common shares outstanding |
|
|
1,722,493 |
|
|
|
1,748,489 |
|
|
|
1,784,495 |
|
|
|
1,853,089 |
|
|
|
1,860,563 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selected ratios (based on average balances): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income as a percentage of total assets |
|
|
0.01 |
% |
|
|
0.98 |
% |
|
|
1.24 |
% |
|
|
1.17 |
% |
|
|
0.97 |
% |
Net income as a percentage of stockholders equity |
|
|
0.09 |
|
|
|
10.10 |
|
|
|
12.94 |
|
|
|
12.18 |
|
|
|
10.68 |
|
Stockholders equity as a percentage of total assets |
|
|
9.37 |
|
|
|
9.73 |
|
|
|
9.62 |
|
|
|
9.62 |
|
|
|
9.13 |
|
Tier I capital as a percentage of adjusted total assets |
|
|
8.64 |
|
|
|
9.62 |
|
|
|
9.54 |
|
|
|
9.74 |
|
|
|
9.04 |
|
Net interest income as a percentage of earning assets |
|
|
3.80 |
|
|
|
4.07 |
|
|
|
4.33 |
|
|
|
4.28 |
|
|
|
3.88 |
|
Loans, net, as a percentage of deposits |
|
|
93.80 |
% |
|
|
96.39 |
% |
|
|
93.75 |
% |
|
|
87.58 |
% |
|
|
82.59 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selected ratios and data (based on period end balances): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tier I capital as a percentage of risk-weighted assets |
|
|
10.56 |
% |
|
|
11.12 |
% |
|
|
11.17 |
% |
|
|
12.50 |
% |
|
|
11.99 |
% |
Total capital as a percentage of risk-weighted assets |
|
|
13.39 |
|
|
|
12.17 |
|
|
|
12.15 |
|
|
|
13.55 |
|
|
|
13.02 |
|
Allowance for loan losses as a percentage of loans, net |
|
|
2.19 |
% |
|
|
1.08 |
% |
|
|
0.98 |
% |
|
|
1.09 |
% |
|
|
1.06 |
% |
Full-time equivalent employees |
|
|
189 |
|
|
|
185 |
|
|
|
197 |
|
|
|
186 |
|
|
|
194 |
|
Locations |
|
|
16 |
|
|
|
16 |
|
|
|
17 |
|
|
|
17 |
|
|
|
16 |
|
Note: Average balances were calculated using average daily balances. Average balances for loans
include nonaccrual loans. Tax-equivalent adjustments were calculated using the prevailing statutory
rate of 34.0 percent.
47
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS
(Dollars in thousands, except per share data)
Managements Discussion and Analysis appearing on the following pages should be read in
conjunction with the Consolidated Financial Statements beginning on page 106.
Forward-Looking Discussion:
Certain statements in this Form 10-K are forward-looking statements that involve numerous risks and
uncertainties. The following factors, among others, may cause actual results to differ materially
from projected results:
Local, domestic and international economic and political conditions and governmental monetary and
fiscal policies affect banking both directly and indirectly. Inflation, recession, unemployment,
volatile interest rates, tight money supply, real estate values, international conflicts and other
factors beyond our control may also adversely affect our future results of operations. Our
management team, consisting of the Board of Directors and executive officers, expects that no
particular factor will affect the results of operations. The continuation of downward trends in
areas such as real estate, construction and consumer spending may continue to adversely impact our
ability to increase profitability.
Our earnings depend largely upon net interest income. The relationship between our cost of funds,
deposits and borrowings, and the yield on our interest-earning assets, loans and investments, all
influence net interest income levels. This relationship, defined as the net interest spread,
fluctuates and is affected by regulatory, economic and competitive factors that influence interest
rates, the volume, rate and mix of interest-earning assets and interest-bearing liabilities and the
level of nonperforming assets. As part of our interest rate risk (IRR) strategy, we monitor the
maturity and repricing characteristics of interest-earning assets and interest-bearing liabilities
to control our exposure to interest rate changes.
To a certain extent, our success depends upon the general economic conditions in the geographic
market area that we serve. Further adverse changes to economic conditions would likely impair loan
collections and may continue to adversely affect our consolidated results of operations and
financial position.
The banking industry is highly competitive, with rapid changes in product delivery systems
and consolidation of service providers. We compete with many larger institutions in terms of asset
size. These competitors also have substantially greater technical, marketing and financial
resources. The larger size of these companies affords them the opportunity to offer some
specialized products and services not offered by us. We are constantly striving to meet the
convenience and needs of our customers and to enlarge our customer base, however, we cannot assure
that these efforts will be successful.
48
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
Critical Accounting Policies:
Our financial statements are prepared in accordance with United States generally accepted
accounting principles (GAAP). The preparation of financial statements in conformity with GAAP
requires us to establish critical accounting policies and make accounting estimates and assumptions
that affect the reported amounts of assets and liabilities at the date of the financial statements,
as well as the reported amounts of revenues and expenses during those reporting periods.
For a discussion of the recent Accounting Standards Updates (ASU) issued by the Financial
Accounting Standards Board (FASB) refer to the note entitled Summary of significant accounting
policies Recent accounting standards, in the Notes to Consolidated Financial Statements to this
Annual Report.
An accounting estimate requires assumptions about uncertain matters that could have a material
effect on the financial statements if a different amount within a range of estimates were used or
if estimates changed from period to period. Readers of this report should understand that estimates
are made considering facts and circumstances at a point in time, and changes in those facts and
circumstances could produce results that differ from when those estimates were made. Significant
estimates that are particularly susceptible to material change in the next year relate to the
allowance for loan losses, fair value of financial instruments, the valuations of real estate
acquired through foreclosure, deferred tax assets and liabilities and intangible assets. Actual
amounts could differ from those estimates.
We maintain the allowance for loan losses at a level we believe adequate to absorb probable credit
losses related to specifically identified loans, as well as probable incurred losses inherent in
the remainder of the loan portfolio as of the balance sheet date. The balance in the allowance for
loan losses account is based on past events and current economic conditions.
The allowance for loan losses account consists of an allocated element and an unallocated
element. The allocated element consists of a specific portion for the impairment of loans
individually evaluated and a formula portion for the impairment of those loans collectively
evaluated. The unallocated element is used to cover inherent losses that exist as of the evaluation
date, but which have not been identified as part of the allocated allowance using our impairment
evaluation methodology due to limitations in the process.
49
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
We monitor the adequacy of the allocated portion of the allowance quarterly and adjust the
allowance for any deficiencies through normal operations. This ongoing evaluation reduces potential
differences between estimates and actual observed losses. In addition, the unallocated portion of
the allowance is examined quarterly to ensure that it is consistent with changes in the related
criteria that would indicate a need to either increase or decrease it. The determination of the
level of the allowance for loan losses is inherently subjective as it requires estimates that are
susceptible to significant revision as more information becomes available. Accordingly, we cannot
ensure that charge-offs in future periods will not exceed the allowance for loan losses or that
additional increases in the allowance for loan losses will not be required, resulting in an adverse
impact on operating results.
In the third quarter of 2009, we reevaluated our methodology for determining the adequacy of the
allowance for loan losses account, as a result of the rapidly changing economic conditions in our
market area. As part of this reevaluation, we reduced the number of periods used to determine
historical loss factors for homogeneous pools of loans collectively evaluated and measured for
impairment under FASB Accounting Standards Codification (ASC) 450, Contingencies, from the most
recent rolling 20 quarters to the most recent rolling eight quarters. The reduction in the number
of quarters better reflects the rapid deterioration in our local economic conditions. Moreover, we
placed a higher weight on the latest four quarters to place a greater emphasis on the current
periods compared to the previous four quarters in arriving at historical loss factors. This change
in accounting estimate was applied prospectively in accordance with FASB ASC 250, Accounting
Changes and Error Corrections. The impact of this change resulted in an increase in the provision
for loan losses charged to operations of $3.6 million in the third quarter of 2009.
Fair values of financial instruments, in cases where quoted market prices are not available, are
based on estimates using present value or other valuation techniques which are subject to change.
Real estate acquired in connection with foreclosures or in satisfaction of loans is adjusted to
fair value based upon current estimates derived through independent appraisals less cost to sell.
However, proceeds realized from sales may ultimately be higher or lower than those estimates.
50
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
Deferred tax assets and liabilities are recognized for the estimated future tax effects of
temporary differences by applying enacted statutory tax rates to differences between the financial
statement carrying amounts and the tax bases of existing assets and liabilities. The amount of
deferred tax assets is reduced, if necessary, to the amount that, based on available evidence, will
more likely than not be realized. As changes in tax laws or rates are enacted, deferred tax assets
and liabilities are adjusted through the provision for income taxes.
Intangible assets include goodwill. The valuation of goodwill is analyzed at least annually for
impairment.
For a further discussion of our critical accounting policies, refer to the note entitled, Summary
of significant accounting policies, in the Notes to Consolidated Financial Statements to this
Annual Report. This note lists the significant accounting policies used by us in the development
and presentation of our financial statements. This Managements Discussion and Analysis, the Notes
to the Consolidated Financial Statements and other financial statement disclosures identify and
address key variables and other qualitative and quantitative factors that are necessary for the
understanding and evaluation of our financial position, results of operations and cash flows.
Operating Environment:
Although the United States economy contracted in 2009, as the gross domestic product (GDP), the
value of all goods and services produced in the Nation, decreased 2.4 percent, the economy began
slowly recovering from the recession and the largest financial crisis since the Great Depression
in the second half of the year. Supported by an improvement in financial conditions and monetary
and fiscal stimulus policies, the GDP gained 2.2 percent in the third quarter of 2009 and then grew
by a strong 5.9 percent in the fourth quarter. Specifically, increases in consumer and federal
government spending, and business investment for equipment and software all factored into the
recovery.
As a result of economic weakness which emerged late in 2007, the Federal Open Market Committee
(FOMC) lowered the federal funds rate over 400 basis points to a target range of 0 to 25 basis
points during 2008. Despite the apparent recovery in 2009, many areas of the economy such as
employment conditions and the housing market remained weak. Given these weaknesses, the FOMC
decided that this extraordinary monetary policy accommodation was necessary to support the
recovery. As a result, the target range for the federal funds rate remained at 0 to 25 basis points
for the entire year and into the first quarter of 2010. At their most recent meeting on March 16,
2010, the FOMC indicated that economic conditions will continue to warrant policy accommodation for
an extended period.
51
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
Fiscal stimulus initiatives were the main support for a nearly 2.5 percent increase in
consumer spending in the second half of 2009. Specifically, on June 24, 2009, President Obama
signed the Car Allowance Rebate System or Cash-for-Clunkers. This legislation provided
consumers with a credit of up to $4,500 dollars to help pay for new, more fuel efficient vehicles.
The program, which ended on November 1, 2009, provided $3.0 billion toward the purchase of new cars
and trucks and resulted in an increase in the average annual rate of new motor vehicles sold to
11.3 million units in the second half of 2009 from 9.5 million units in the first half of 2009. In
addition, the rise in consumer spending was bouyed by an increase in household wealth created by a
rebound in equity prices. However, consumer sentiment remained low by historical standards, as
continued weakness in employment conditions and the housing market continued to dampen their
confidence in the recovery.
Although still below pre-recessionary levels, corporate profits rebounded over the course of 2009.
The rebound in profits, coupled with an improvement in sales prospects, led to a 2.9 percent
increase in business investment in the fourth quarter. This was the first increase in business
spending since the second quarter of 2008. However, for all of 2009, business investment fell 17.9
percent. The spending increase in the fourth quarter was concentrated in outlays for equipment and
software, specifically light motor vehicles and information technology. Contrarily, businesses
continued to dramatically cut spending on nonresidential structures. Spending on structures
decreased 15.4 percent in the fourth quarter of 2009 and 19.7 percent for the entire year.
Although business investment improved in the fourth quarter, uncertainty with regard to the overall
state of the economy influenced employment conditions in 2009. Businesses were very reluctant to
add to their payrolls during the year. Although the civilian labor force decreased by 1.4 million,
the number of people employed fell 5.5 million. As a result, the unemployment rate for the Nation
spiked to a seasonally-adjusted rate of 10.1 percent in October 2009 from 7.4 percent in December
2008. The unemployment rate settled at 10.0 percent in December 2009. Similar to 2008, every
industry, except for education and health services, experienced substantial job losses. Goods
producing industries, which include construction and manufacturing, lost over 2.3 million jobs,
while cutbacks in service producing industries totaled over 1.9 million. Despite the job losses,
the labor market shows signs of stabilizing as the unemployment rate, although still very high,
fell to 9.7 percent in February 2010.
52
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
National, Pennsylvania and our market areas seasonally-adjusted unemployment rates at
December 31, 2009 and 2008, are summarized as follows:
|
|
|
|
|
|
|
|
|
December 31 |
|
2009 |
|
|
2008 |
|
National |
|
|
10.0 |
% |
|
|
7.4 |
% |
Pennsylvania |
|
|
8.9 |
|
|
|
6.4 |
|
Lackawanna County |
|
|
9.2 |
|
|
|
7.4 |
|
Luzerne County |
|
|
10.1 |
|
|
|
7.8 |
|
Monroe County |
|
|
9.7 |
|
|
|
8.0 |
|
Susquehanna County |
|
|
8.8 |
|
|
|
8.0 |
|
Wayne County |
|
|
8.1 |
|
|
|
7.0 |
|
Wyoming County |
|
|
9.6 |
% |
|
|
7.5 |
% |
Employment conditions deteriorated for the Commonwealth of Pennsylvania, as the unemployment
rate rose to 8.9 percent for 2009 from 6.4 percent in 2008. Similarly, the unemployment rate
increased for all counties in our market area. The unemployment rate for the Scranton/Wilkes-Barre
metropolitan area rose to 9.5 percent in December 2009, the highest level since April 1996.
Retailers and manufacturers, as well as professional and business services, continued to cut jobs
in the midst of uncertainty in economic conditions.
Weak labor conditions and rising unemployment led to a 31.5 percent increase in the number of
personal bankruptcy filings in the United States to 1,412,838 filings in 2009 from 1,074,108
filings in 2008. In addition, the number of personal filings in our circuit and district increased
10.9 percent to 12,225 filings in 2009 from 11,025 filings in 2008. On a positive note, although
foreclosure rates in our market area are elevated, the Scranton/Wilkes-Barre region has fewer
bank-owned foreclosures than other regions. According to the MetroMonitor Report issued by the
Brookings Institution, a nonprofit, public policy organization based in Washington D.C., the rate
of bank-owned homes in our region was 1.24 for every 1,000 mortgage properties, the eighth lowest
rate in the Nation.
It was another troublesome year for the banking industry, characterized by operating losses,
further asset quality deterioration and the largest number of bank failures since 1992. Earnings
for all Federal Deposit Insurance Corporation (FDIC)-insured commercial banks fell $7.9 billion
or 42.2 percent to $10.8 billion in 2009 from $18.7 billion in 2008. For the third consecutive
year, the primary factor responsible for the earnings decline was a marked increase in loan loss
provisions. According to FDIC statistics, 29.4 percent of insured commercial banks were
unprofitable, while 120 commercial banks failed and another six applied for FDIC assistance. These
statistics were significantly higher than the previous year in which 23.4 percent of insured
commercial banks were unprofitable, 20 commercial banks failed and four banks applied for
assistance. At the end of 2008, the FDIC Deposit Insurance Fund (DIF) had fallen below the
minimum required reserve ratio and reached the lowest level since 1993. In 2009, due to the rising
number of bank failures, the DIF fell to negative 0.39 percent of insured deposits by year end. On
October 7, 2008, the FDIC proposed a Restoration Plan for the DIF. The final Restoration Plan was
approved on February 27, 2009, and called for an increase in assessment rates in order to return
the DIF to 1.15 percent within seven years. On May 22, 2009, the FDIC issued a final rule which
levied a special emergency assessment of 5 basis points of total assets less Tier I capital as of
June 30, 2009, on all insured depository institutions. In addition, on November 12, 2009, the FDIC
issued another final rule that required all insured depository institutions to prepay their
estimated quarterly assessments for the fourth quarter of 2009, and all of 2010, 2011 and 2012.
Under this latest final rule, the FDIC adopted a uniform assessment rate increase of $0.03 per $100
dollars of assessable deposits effective January 1, 2011.
53
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
With regard to bank balance sheets, total assets for all FDIC-insured commercial banks, which grew
10.2 percent in 2008, decreased 3.8 percent in 2009. The decline, for the most part, resulted from
a substantial reduction in loan demand, as total loans and leases decreased $338.6 billion or 5.0
percent to $6,499.8 billion at December 31, 2009, from $6,838.4 billion at the end of 2008. On the
other hand, FDIC-insured commercial banks experienced strong demand for their deposit products.
Total deposits for all FDIC-insured commercial banks grew $251.0 billion or 3.1 percent in 2009.
Interest-bearing deposits rose $114.6 billion or 1.7 percent, while noninterest-bearing deposits
increased $136.4 billion or 9.5 percent. Asset quality continued to deteriorate in the banking
industry as growth in noncurrent assets accelerated further in 2009. Increased delinquencies and
foreclosures of real estate loans had the greatest impact on nonperforming asset levels. As
evidenced by an increase in risk-based capital ratios, FDIC-insured commercial banks remained well
capitalized. Equity capital increased 15.4 percent in 2009. The Leverage ratio for these
institutions equaled 8.6 percent at December 31, 2009, and 7.4 percent at the end of 2008.
As previously mentioned, the banking industry experienced an earnings decrease for the third
consecutive year. Higher net interest income and noninterest income were overshadowed by greater
noninterest expense and a substantial increase in loan loss provisions. The poor earnings
performance was concentrated in community banks with total assets between $100.0 million and $1.0
billion and regional banks with total assets between $1.0 billion and $10.0 billion. For all
FDIC-insured commercial banks, the provision for loan losses amounted to $229.6 billion in 2009, an
increase of $77.1 billion or 50.6 percent from $152.5 billion in 2008. The significant increase was
in response to the 78.4 percent growth in noncurrent assets and a 94.4 percent increase in net
charge-offs. Return on average assets (ROAA) and return on average equity (ROAE) decreased
dramatically. ROAA for insured commercial banks decreased to 0.09 percent in 2009 from 0.13 percent
in 2008, while ROAE fell to 0.85 percent from 1.32 percent comparing 2009 and 2008.
54
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
Similarly, FDIC-insured commercial banks located in Pennsylvania recorded decreased earnings in
2009. For these banks, net income declined $369.0 million or 25.3 percent. Similar to all
FDIC-insured commercial banks, higher net interest income and noninterest income were more than
entirely offset by increases in the loan loss provisions and noninterest expense. This marked the
fourth year in a row insured Pennsylvania banks recorded an earnings decrease. In addition to the
decline in net income, growth in both assets and equity caused a further deterioration in ROAA and
ROAE. For these banks, ROAA and ROAE equaled 0.27 percent and 2.62 percent in 2009 compared to 0.54
percent and 5.22 percent in 2008.
U.S. equity markets recovered remarkably in 2009 after being poised on the brink of disaster one
year earlier. U.S. equity markets, as well as every major world market, plunged at the end of 2008
amid what has been tagged as the worst financial crisis since the Great Depression. In 2009, the
Dow Jones Industrial Average (DJIA) rose 18.8 percent after plummeting 33.8 percent in 2008,
which was the worst drop in the DJIA since 1931. Similarly, the Standard & Poors 500 and the
NASDAQ Composite gained 23.5 percent and 43.9 percent in 2009. These indices fell 38.5 percent and
40.5 percent in 2008. With regard to the banking industry, reported losses continued to weigh
heavily on bank stocks as the NASDAQ Bank Index Composite fell 374.90 points or 18.5 percent
comparing year-end 2009 and 2008. The composite of bank stocks on this index fell 637.04 points or
23.9 percent in 2008.
The United States economy is expected to continue a slow recovery in 2010. Moderate economic growth
is expected with GDP advancing between 2.5 percent and 3.5 percent according to the February 24,
2010, Board of Governors of the Federal Reserve Systems (Federal Reserve Board) Monetary Report
to Congress. Labor markets are expected to further stabilize, with a slight decrease in
unemployment, and inflation is expected to remain subdued. Given the very slow pace of recovery and
sustained weakness in certain areas, the FOMC has indicated that they will keep interest rates low
for some time. Our earnings, along with those of all financial institutions, could be strained
further in 2010 should the pace of recovery be slower than anticipated, which may cause a
continuation of asset quality issues. In addition, operating income of financial institutions will
be strained by the mounting burden of deposit insurance premiums.
55
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
Review of Financial Position:
We are located in Northeastern Pennsylvania and offer traditional bank products and services,
including loans, deposits and trust and wealth management services, through our primary subsidiary,
Community Bank and Trust Company (Community Bank). Our other subsidiary, Comm Realty Corporation
(Comm Realty), holds, manages and sells foreclosed or distressed assets on behalf of Community
Bank. Community Bank operates 15 full-service branch banking offices and one loan production office
located within a contiguous six-county market area and primarily services individuals and small-
and medium-sized businesses. Community Bank has three subsidiaries, Community Leasing Corporation
(Community Leasing), Comm Financial Services Corporation (Comm Financial Services) and
Community Abstract Services, LLC (Community Abstract). Community Leasing provides direct lease
financing to commercial customers, Comm Financial Services offers various types of insurance
products and asset management services to both individuals and businesses and Community Abstract
offers title insurance and abstract services to residential and commercial mortgage loan customers.
Due to the strain on the banking industry and the recent escalation in the number of bank failures,
regulatory oversight of banks intensified in 2009. Regulators are extremely critical in their
evaluations of capital adequacy, and in particular, the reserves banks set aside for potential loan
losses. As a result of this emphasis, coupled with the recent deterioration evidenced in the
commercial and construction sectors of our loan portfolio and the continuation of the downturn in
economic conditions, we reevaluated our loan review process and our allowance for loan loss
methodology. The result of this reevaluation led us to record additional reserves through an $8.7
million provision for loan losses in the third quarter of 2009. The rapid devaluation of collateral
values used to measure impairment on specifically identified loans, coupled with a shortening of
the loss experience period utilized to estimate losses in the remainder of the portfolio,
necessitated the large provision. With this provision, we believe the allowance for loan losses is
adequate to absorb probable credit losses related to specifically identified loans, as well as
probable incurred losses inherent in the remainder of the loan portfolio as of December 31, 2009.
For 2009, we reported net income significantly lower than that reported in recent years. The
earnings reduction was a direct result of asset quality weakness. In addition to the $8.7 million
provision for loan losses recorded in the third quarter, we experienced a reduction in net interest
income due in part to higher levels of nonaccrual loans. Asset quality deterioration also factored
into an increase in noninterest expense. Loan collection expense, legal and consulting fees,
appraisal costs, credit reports and searches expense, other real estate expense and losses on sales
of foreclosed assets all increased comparing the years ended December 31, 2009 and 2008.
56
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
Our challenges appear to be specifically limited to certain sectors of the loan portfolio,
accounting for less than 5.0 percent of the overall balance sheet. Moreover, many financial
institutions experienced major losses in their investment portfolios due to impaired securities. We
were not subject to any such losses. Furthermore, Community Banks regulatory capital ratios
continue to exceed the levels required to be considered well capitalized under applicable
regulatory standards at December 31, 2009.
With regard to our financial position, total assets increased $52.8 million or 8.7 percent to
$656.8 million at December 31, 2009, from $604.0 million at December 31, 2008. For the year ended
December 31, 2009, total assets averaged $621.9 million, an increase of $42.2 million or 7.3
percent from $579.7 million for the same period of 2008. Earning assets averaged $594.1 million and
equaled 95.5 percent of total average assets in 2009, compared to $550.5 million or 95.0 percent of
total average assets in 2008.
The balance sheet growth was driven by a $48.5 million or 8.9 percent increase in total deposits to
$590.8 million at the end of 2009, from $542.3 million at year-end 2008. Total interest-bearing
deposits increased $39.8 million or 8.6 percent, while noninterest-bearing deposits rose $8.7
million or 10.9 percent. With regard to interest-bearing deposits, interest-bearing transaction
accounts, which include money market, NOW and savings accounts increased $39.7 million or 18.8
percent comparing December 31, 2009 and 2008. The growth in these types of accounts reflected
cyclical deposit trends of our municipal and local school district accounts, as well as the reduced
risk tolerance of our customer base due to uncertainty in the stock market. The balance in total
time deposits was stable from year-end 2008 to the end of 2009. As previously mentioned, short-term
interest rates remained at historically low levels in 2009. As a result, we experienced a 73 basis
point reduction in our cost of funds to 2.11 percent in 2009 from 2.84 percent in 2008.
A decline in loan demand, coupled with tightened lending standards, led to a $9.0 million
reduction in loans, net of unearned income, to $476.9 million at December 31, 2009, from $485.9
million at December 31, 2008. Loans averaged $512.2 million and represented 86.2 percent of average
earning assets in 2009, compared to $495.3 million or 90.0 percent in 2008. The tax-equivalent
yield on the loan portfolio decreased 77 basis points to 5.66 percent in 2009 from 6.43 percent in
2008. Excess deposits not used to fund loans were directed into the investment portfolio.
Available-for-sale investment securities increased $27.4 million to $108.0 million at the end of
2009 from $80.6 million at December 31, 2008. We had $25.3 million in federal funds sold
outstanding at December 31, 2009, compared to $12.7 million at year-end 2008. Overall, we
experienced an 83 basis point reduction in the tax-equivalent yield on earning assets to 5.50
percent in 2009 from 6.33 percent in 2008.
57
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
Stockholders equity equaled $55.0 million or $31.93 per share at December 31, 2009, and $57.8
million or $33.41 per share at December 31, 2008. Our Leverage ratio was 8.64 percent at the end of
2009, compared to 9.62 percent at December 31, 2008. The Leverage ratio, as well as our risk-based
capital ratios, exceeded regulatory standards for capital adequacy purposes.
Our foremost goal for 2010 is to work diligently to increase our Companys profitability. In order
to accomplish this goal, we and Community Bank drafted a Capital Plan, which was approved by each
of our Boards of Directors early in 2010. In addition, we have implemented cost curtailment
initiatives in the latter part of 2009, which extended into 2010.
The cost curtailment initiatives that were implemented during 2009 included, among others:
|
|
|
The cancellation of 2009 Board of Director and management bonuses; |
|
|
|
|
The elimination of paid expenses for Board of Director seminars and conventions; |
|
|
|
|
The suspension of 2009 annual employee salary increases; and |
|
|
|
|
The reduction of marketing-related expenses in 2009 and 2010. |
There are two broad objectives with regard to the Capital Plan: (i) to improve asset quality by
reducing the level of problem assets and (ii) to strengthen our capital position thereby increasing
our regulatory capital ratios. We have already taken concrete steps in regard to the first
objective of improving asset quality including, hiring an independent loan review company to assist
us with credit risk management, enhancing staff within our Special Assets Division and tightening
our underwriting standards.
With regard to the objective of strengthening our capital position, on December 31, 2009, Community
Bank completed an $8.0 million subordinated debt offering. The offering, which was oversubscribed,
matures on December 31, 2016, and bears interest at an annual rate of 8.0 percent. Our ability to
raise capital within a short time span is a testimonial to the markets perception of our ability
to meet our goals in these very challenging times.
58
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
Investment Portfolio:
Primarily, our investment portfolio provides a source of liquidity needed to meet expected loan
demand and generates a reasonable return in order to increase our profitability. Additionally, we
utilize the investment portfolio to meet pledging requirements and reduce income taxes. At December
31, 2009, our portfolio consisted primarily of short-term U.S. Government agency mortgage-backed
securities, which provide a source of liquidity and intermediate-term, tax-exempt state and
municipal obligations, which mitigate our tax burden.
Our investment portfolio is subject to various risk elements that may negatively impact our
liquidity and profitability. The greatest risk element affecting our portfolio is market risk or
IRR. Understanding IRR, along with other inherent risks and their potential effects, is essential
in effectively managing the investment portfolio.
Market risk or IRR relates to the inverse relationship between bond prices and market yields. It is
defined as the risk that increases in general market interest rates will result in market value
depreciation. A marked reduction in the value of the investment portfolio could subject us to
liquidity strains and reduced earnings if we are unable or unwilling to sell these investments at a
loss. Moreover, the inability to liquidate these assets could require us to seek alternative
funding, which may further reduce profitability and expose us to greater risk in the future. In
addition, since our entire investment portfolio is designated as available-for-sale and carried at
estimated fair value, with net unrealized gains and losses reported as a separate component of
stockholders equity, market value depreciation could negatively impact our capital position.
As previously mentioned, the FOMC indicated that throughout 2009 economic conditions
warranted exceptionally low levels for the federal funds rate for an extended period. Yields on
short-term U.S. Treasury securities hovered around the target range for the federal funds rate of 0
to 25 basis points in 2009, as economic data suggested weak employment conditions and relatively
low inflation. However, the majority of incoming data suggested improved economic conditions. As a
result, yields on intermediate-term and longer-term Treasury securities increased throughout 2009
as the market anticipated higher interest rates in the future. Our investment portfolio consists
primarily of fixed-rate bonds. As a result, changes in general market interest rates have a
significant influence on the fair value of our portfolio. Specifically, the parts of the yield
curve most closely related to our investments include the 3-year and 10-year U.S. Treasury
securities. The yield on the 3-year U.S. Treasury note affects the values of our mortgage-backed
securities, whereas the 10-year U.S. Treasury note influences the value of tax-exempt state and
municipal obligations. The yield on the 3-year U.S. Treasury, which started the year at 1.00
percent, rose 64 basis points to 1.64 percent at June 30, 2009, and another 6 basis points to close
the year at 1.70 percent. In addition, the yield on the 10-year U.S. Treasury rose 128 basis points
to 3.53 percent at June 30, 2009, and another 32 basis points to 3.85 percent at December 31, 2009.
Since bond prices move inversely to yields, we experienced a decrease in the aggregate fair value
of our investment portfolio.
59
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
We reported net unrealized holding gains, included as a separate component of stockholders equity
of $819, net of income taxes of $422, at December 31, 2009, and $1,671, net of income taxes of
$861, at December 31, 2008. We realize that the market value of our investments and our capital
position could be negatively impacted by increases in interest rates. In order to monitor the
potential effects an increase in interest rates could have on the value of our investments, we
perform stress test modeling on the portfolio. Stress tests conducted on our portfolio at December
31, 2009, indicated that should general market rates instantaneously increase by 100, 200 and 300
basis points, we would anticipate declines of 4.0 percent, 8.1 percent and 12.0 percent in the
market value of our portfolio. Our IRR exposure with regard to market value depreciation weakened
slightly in comparison to the previous year end. At December 31, 2008, we anticipated market value
depreciation of 2.8 percent, 5.9 percent and 8.9 percent given the same rate shocks.
In order to independently measure our performance, we monitor and evaluate our investment portfolio
with respect to total return in comparison to a national industry benchmark. Total return is a
comprehensive industry-wide approach measuring investment portfolio performance. This measure is
superior to measuring performance strictly on the basis of yield since it not only considers income
earned similar to the yield approach, but also includes the reinvestment income on repayments and
capital gains and losses, whether realized or unrealized. The total return of our investment
portfolio was 6.1 percent in 2009, compared to 8.3 percent in 2008. Despite the decrease from the
prior year, the total return on our investment portfolio outperformed the Barclays Capital U.S.
Aggregate Bond Index, a benchmark used by most investment managers, which scored a total return of
5.9 percent in 2009.
60
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
The carrying values of the major classifications of available-for-sale securities as they
relate to the total investment portfolio for the past five years are summarized as follows:
Distribution of investment securities available-for-sale
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2009 |
|
|
2008 |
|
|
2007 |
|
|
2006 |
|
|
2005 |
|
December 31 |
|
Amount |
|
|
% |
|
|
Amount |
|
|
% |
|
|
Amount |
|
|
% |
|
|
Amount |
|
|
% |
|
|
Amount |
|
|
% |
|
U.S. Government-sponsored |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
39,201 |
|
|
|
42.98 |
% |
|
$ |
42,711 |
|
|
|
40.69 |
% |
State and municipals: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Taxable |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
5,227 |
|
|
|
13.26 |
% |
|
|
11,912 |
|
|
|
13.06 |
|
|
|
15,268 |
|
|
|
14.54 |
|
Tax-exempt |
|
$ |
26,862 |
|
|
|
24.87 |
% |
|
$ |
47,007 |
|
|
|
58.34 |
% |
|
|
30,897 |
|
|
|
78.41 |
|
|
|
30,956 |
|
|
|
33.94 |
|
|
|
33,795 |
|
|
|
32.20 |
|
Mortgage-backed securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Government |
|
|
78,155 |
|
|
|
72.36 |
|
|
|
31,957 |
|
|
|
39.66 |
|
|
|
1,087 |
|
|
|
2.76 |
|
|
|
1,458 |
|
|
|
1.60 |
|
|
|
1,826 |
|
|
|
1.74 |
|
U.S. Government-sponsored |
|
|
220 |
|
|
|
0.21 |
|
|
|
269 |
|
|
|
0.33 |
|
|
|
817 |
|
|
|
2.07 |
|
|
|
6,302 |
|
|
|
6.91 |
|
|
|
10,391 |
|
|
|
9.90 |
|
Equity securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restricted |
|
|
2,537 |
|
|
|
2.35 |
|
|
|
1,116 |
|
|
|
1.39 |
|
|
|
1,128 |
|
|
|
2.86 |
|
|
|
1,206 |
|
|
|
1.32 |
|
|
|
808 |
|
|
|
0.77 |
|
Other |
|
|
231 |
|
|
|
0.21 |
|
|
|
225 |
|
|
|
0.28 |
|
|
|
251 |
|
|
|
0.64 |
|
|
|
178 |
|
|
|
0.19 |
|
|
|
166 |
|
|
|
0.16 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
108,005 |
|
|
|
100.00 |
% |
|
$ |
80,574 |
|
|
|
100.00 |
% |
|
$ |
39,407 |
|
|
|
100.00 |
% |
|
$ |
91,213 |
|
|
|
100.00 |
% |
|
$ |
104,965 |
|
|
|
100.00 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Available-for-sale investment securities increased $27.4 million to $108.0 million at December
31, 2009, from $80.6 million at December 31, 2008. Due to continued uncertainty with regard to
economic conditions, loan demand remained subdued in 2009. Deposit gathering was strong, as stock
market volatility caused investors to seek safer alternatives and landowners in our market area
continue to receive proceeds from leasing their properties to natural gas drilling companies. As a
result, excess deposited funds were directed into the investment portfolio. Security purchases
totaled $94.5 million in 2009, with the majority of the purchases occurring in the third and fourth
quarters of the year. Specifically, we purchased $93.0 million in Government National Mortgage
Association federal agency mortgage-backed securities, which are direct obligations of the U.S.
Government and $1.5 million in restricted equity securities.
Repayments of investment securities totaled $10.1 million in 2009. We received proceeds of
$56.8 million from the sale of investment securities in 2009. In the fourth quarter of 2009, we
began making a significant investment in an elderly, low income housing project, which will provide
us with investment tax credits. In order to mitigate the possibility of being subject to
alternative minimum tax in the future as a result of this investment, we sold $13.9 million of
tax-exempt state and municipal obligations. In addition to tax-exempt securities, we sold certain
U.S. Government agency mortgage-backed securities that had values based on the 3-year U.S. Treasury
yield. Economic conditions during the second half of 2009 caused an unprecedented run up in the
price of U.S. Treasury securities, which resulted in a tightening of spreads between comparable
U.S. Treasury and U.S. Agency securities and a significant increase in the fair value of these
securities. Based on this increase and implementing asset/liability strategies, we sold $41.3
million of U.S. Government Agency mortgage-backed securities during the second half of 2009. Net
gains recognized on the sale of available-for-sale investment securities totaled $1.6 million in
2009. No securities were sold in 2008.
61
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
Investment securities averaged $65.0 million and equaled 10.9 percent of average earning assets in
2009, compared to $44.2 million and 8.0 percent in 2008. The tax-equivalent yield on the investment
portfolio decreased 81 basis points to 5.60 percent in 2009 from 6.41 percent in 2008.
At December 31, 2009, investment securities with an amortized cost of $58.8 million were pledged to
secure deposits, to qualify for fiduciary powers and for other purposes required or permitted by
law. At December 31, 2008, the amortized cost of pledged securities equaled $31.9 million. The fair
value of such securities equaled $58.4 million at December 31, 2009, and $32.2 million at December
31, 2008.
At December 31, 2009 and 2008, there were no securities of any individual issuer, except for U.S.
Government agency mortgage-backed securities, that exceeded 10.0 percent of stockholders equity.
The maturity distribution of the amortized cost, fair value and weighted-average, tax-equivalent
yield of the available-for-sale portfolio at December 31, 2009, is summarized as follows. The
weighted-average yield, based on amortized cost, has been computed for tax-exempt state and
municipals on a tax-equivalent basis using the prevailing federal statutory tax rate of 34.0
percent. The distributions are based on contractual maturity with the exception of mortgage-backed
securities and equity securities. Mortgage-backed securities are presented based upon estimated
cash flows, assuming no change in the current interest rate environment. Equity securities with no
stated contractual maturities are included in the After ten years maturity distribution. Expected
maturities may differ from contractual maturities, or estimated maturities for mortgage-backed
securities, because borrowers have the right to call or prepay obligations with or without call or
prepayment penalties.
62
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
Maturity distribution of available-for-sale portfolio
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
After one |
|
|
After five |
|
|
|
|
|
|
|
|
|
Within |
|
|
but within |
|
|
but within |
|
|
After |
|
|
|
|
|
|
one year |
|
|
five years |
|
|
ten years |
|
|
ten years |
|
|
Total |
|
December 31, 2009 |
|
Amount |
|
|
Yield |
|
|
Amount |
|
|
Yield |
|
|
Amount |
|
|
Yield |
|
|
Amount |
|
|
Yield |
|
|
Amount |
|
|
Yield |
|
Amortized cost: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
State and municipals |
|
$ |
2,024 |
|
|
|
7.74 |
% |
|
$ |
2,825 |
|
|
|
7.84 |
% |
|
$ |
11,293 |
|
|
|
7.36 |
% |
|
$ |
9,201 |
|
|
|
7.08 |
% |
|
$ |
25,343 |
|
|
|
7.34 |
% |
Mortgage-backed securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Government |
|
|
15,504 |
|
|
|
3.95 |
|
|
|
35,002 |
|
|
|
3.53 |
|
|
|
27,798 |
|
|
|
3.71 |
|
|
|
233 |
|
|
|
4.62 |
|
|
|
78,537 |
|
|
|
3.68 |
|
U.S. Government-sponsored |
|
|
64 |
|
|
|
6.75 |
|
|
|
134 |
|
|
|
6.71 |
|
|
|
10 |
|
|
|
6.65 |
|
|
|
|
|
|
|
|
|
|
|
208 |
|
|
|
6.72 |
|
Equity securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restricted |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,537 |
|
|
|
0.25 |
|
|
|
2,537 |
|
|
|
0.25 |
|
Other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
139 |
|
|
|
1.49 |
|
|
|
139 |
|
|
|
1.49 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
17,592 |
|
|
|
4.40 |
% |
|
$ |
37,961 |
|
|
|
3.86 |
% |
|
$ |
39,101 |
|
|
|
4.76 |
% |
|
$ |
12,110 |
|
|
|
5.54 |
% |
|
$ |
106,764 |
|
|
|
4.47 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
State and municipals |
|
$ |
2,080 |
|
|
|
|
|
|
$ |
2,930 |
|
|
|
|
|
|
$ |
12,223 |
|
|
|
|
|
|
$ |
9,629 |
|
|
|
|
|
|
$ |
26,862 |
|
|
|
|
|
Mortgage-backed securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Government |
|
|
15,403 |
|
|
|
|
|
|
|
34,739 |
|
|
|
|
|
|
|
27,780 |
|
|
|
|
|
|
|
233 |
|
|
|
|
|
|
|
78,155 |
|
|
|
|
|
U.S. Government-sponsored |
|
|
68 |
|
|
|
|
|
|
|
142 |
|
|
|
|
|
|
|
10 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
220 |
|
|
|
|
|
Equity securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restricted |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,537 |
|
|
|
|
|
|
|
2,537 |
|
|
|
|
|
Other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
231 |
|
|
|
|
|
|
|
231 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
17,551 |
|
|
|
|
|
|
$ |
37,811 |
|
|
|
|
|
|
$ |
40,013 |
|
|
|
|
|
|
$ |
12,630 |
|
|
|
|
|
|
$ |
108,005 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loan Portfolio:
Economic factors and how they affect loan demand are of extreme importance to us and the overall
banking industry, as lending is a primary business activity. Loans are the most significant
component of earning assets and they generate the greatest amount of revenue for us. Similar to the
investment portfolio, there are risks inherent in the loan portfolio that must be understood and
considered in managing the lending function. These risks include IRR, credit concentrations and
fluctuations in demand. Changes in economic conditions and interest rates affect these risks which
influence loan demand, the composition of the loan portfolio and profitability of the lending
function. According to a February 24, 2010, Wall Street Journal article, United States banks
posted their sharpest decline in lending since 1941. Continued low corporate profit levels,
weakness in loan demand, staggering delinquency rates and tightened lending standards all factored
into a drastic decline in commercial lending. In addition, residential mortgage lending weakened,
as depressed home values offset the positive effects of low mortgage rates. Finally, despite a
rebound in equity prices, consumers continued to de-leverage, resulting in a steep contraction in
consumer loans.
The January 2010 Senior Loan Officers Opinion Survey on Bank Lending Practices, issued by
the Federal Reserve Board, indicated that a majority of responding banks in the United States
reported that demand for business loans continued to weaken in the second half of 2009. Respondents
noted that reduced demand reflected business customers reduced need to finance investment in plant
and equipment, accounts receivable, inventories and mergers and acquisitions. In addition, due to
severe asset quality deterioration, banks further tightened lending standards during 2009.
Commercial loans, including commercial real estate loans, for all FDIC-insured commercial banks,
decreased $237.4 billion or 10.0 percent to $2,138.4 billion at December 31, 2009, from $2,375.8
billion at the end of 2008. In addition, construction and land development loans declined $117.1
billion or 22.0 percent comparing year end 2009 and 2008.
63
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
Mortgage rates remained at historically low levels in 2009. The rate for a fixed-rate first
mortgage was 4.93 percent at December 31, 2009, a decrease of 40 basis points from 5.33 percent at
December 31, 2008. In addition, one of the key provisions of the American Recovery and Reinvestment
Act signed into law on February 17, 2009, was an $8 tax credit available to first-time home buyers
for the purchase of a principal residence. Despite these favorable conditions, the housing market
continued to contract in 2009. According to the U.S. Commerce Department, the percentage of
Americans who owned their home fell to 67.3 percent at the end of 2009, the lowest percentage since
the second quarter of 2000. In addition, home sales fell 22.9 percent in 2009. For all FDIC-insured
commercial banks, one-to-four family residential mortgages, including home equity loans, increased
$68.0 billion or 3.3 percent in 2009 contrary to the downturn in housing market statistics.
We experienced unprecedented demand in our Secondary Mortgage Banking Division. The volume of
mortgages originated by us and subsequently sold in the secondary market totaled $69.1 million in
2009, an increase of $51.1 million from $18.0 million in 2008. Gains realized on the sale of these
loans were $1,350 in 2009 and $467 in 2008. Residential mortgage loans serviced for the Federal
National Mortgage Association (FNMA) totaled $151.9 million at December 31, 2009, an increase of
$27.3 million or 21.9 percent from $124.6 million at the end of 2008. Mortgage loans held for sale
totaled $2.0 million at December 31, 2009, and $1.4 million at the end of 2008.
As a result of the historically low mortgage rates, we experienced a slight increase in refinancing
activity in 2009. Refinancings totaled $8.6 million, an increase of $1.5 million or 21.1 percent
from $7.1 million in 2008.
64
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
The composition of the loan portfolio at year end for the past five years is summarized as
follows:
Distribution of loan portfolio
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2009 |
|
|
2008 |
|
|
2007 |
|
|
2006 |
|
|
2005 |
|
December 31 |
|
Amount |
|
|
% |
|
|
Amount |
|
|
% |
|
|
Amount |
|
|
% |
|
|
Amount |
|
|
% |
|
|
Amount |
|
|
% |
|
Commercial, financial and others |
|
$ |
160,945 |
|
|
|
33.75 |
% |
|
$ |
170,305 |
|
|
|
35.05 |
% |
|
$ |
181,417 |
|
|
|
38.49 |
% |
|
$ |
141,868 |
|
|
|
34.77 |
% |
|
$ |
137,034 |
|
|
|
35.27 |
% |
Real estate: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Construction |
|
|
23,195 |
|
|
|
4.86 |
|
|
|
25,332 |
|
|
|
5.21 |
|
|
|
12,810 |
|
|
|
2.72 |
|
|
|
5,513 |
|
|
|
1.35 |
|
|
|
2,575 |
|
|
|
0.66 |
|
Residential |
|
|
104,925 |
|
|
|
22.00 |
|
|
|
112,053 |
|
|
|
23.06 |
|
|
|
110,633 |
|
|
|
23.47 |
|
|
|
98,262 |
|
|
|
24.08 |
|
|
|
92,717 |
|
|
|
23.86 |
|
Commercial |
|
|
155,269 |
|
|
|
32.55 |
|
|
|
142,641 |
|
|
|
29.36 |
|
|
|
128,852 |
|
|
|
27.33 |
|
|
|
129,411 |
|
|
|
31.71 |
|
|
|
125,438 |
|
|
|
32.28 |
|
Consumer, net |
|
|
29,447 |
|
|
|
6.18 |
|
|
|
32,812 |
|
|
|
6.76 |
|
|
|
35,149 |
|
|
|
7.46 |
|
|
|
31,500 |
|
|
|
7.72 |
|
|
|
29,157 |
|
|
|
7.50 |
|
Lease financing, net |
|
|
3,163 |
|
|
|
0.66 |
|
|
|
2,739 |
|
|
|
0.56 |
|
|
|
2,483 |
|
|
|
0.53 |
|
|
|
1,520 |
|
|
|
0.37 |
|
|
|
1,682 |
|
|
|
0.43 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans, net of unearned income |
|
|
476,944 |
|
|
|
100.00 |
% |
|
|
485,882 |
|
|
|
100.00 |
% |
|
|
471,344 |
|
|
|
100.00 |
% |
|
|
408,074 |
|
|
|
100.00 |
% |
|
|
388,603 |
|
|
|
100.00 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Less: allowance for loan losses |
|
|
10,462 |
|
|
|
|
|
|
|
5,255 |
|
|
|
|
|
|
|
4,624 |
|
|
|
|
|
|
|
4,435 |
|
|
|
|
|
|
|
4,128 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loans |
|
$ |
466,482 |
|
|
|
|
|
|
$ |
480,627 |
|
|
|
|
|
|
$ |
466,720 |
|
|
|
|
|
|
$ |
403,639 |
|
|
|
|
|
|
$ |
384,475 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans, net of unearned income, decreased $9.0 million or 1.9 percent to $476.9 million at
December 31, 2009, from $485.9 million at the end of 2008. Reductions in residential mortgages,
construction loans and consumer loans, partially offset by an increase in business lending,
factored into the overall decrease in the loan portfolio. Business loans, including commercial
loans, commercial mortgages and lease financing, increased $3.7 million to $319.4 million at
December 31, 2009, from $315.7 million at year-end 2008. Residential mortgage loans decreased $7.2
million to $104.9 million at the close of 2009 from $112.1 million at December 31, 2008.
Construction loans, which include land development loans, decreased $2.1 million. Consumer loans,
including ready reserve and credit card loans, decreased $3.4 million or 10.4 percent to $29.4
million at December 31, 2009, from $32.8 million at December 31, 2008.
Loans averaged $512.2 million in 2009, an increase of $16.9 million or 3.4 percent compared to
$495.3 million in 2008. Taxable loans increased $5.7 million, while tax-exempt loans rose $11.2
million. Due to the decline in loan demand, the loan portfolio played a less prominent role in our
earning asset mix. As a percentage of earning assets, average loans equaled 86.2 percent in 2009
compared to 90.0 percent in 2008.
The prime rate was unchanged at 3.25 percent for 2009. The unprecedented low prime rate,
coupled with a high level of nonaccrual loans, caused the tax-equivalent yield on our loan
portfolio to decrease 77 basis points to 5.66 percent in 2009 from 6.43 percent in 2008. The effect
of an unchanged, low prime rate on our loan portfolios yield can be evidenced by evaluating
quarterly loan yields, which continued to decline during 2009. After being relatively unchanged in
the first quarter, the tax-equivalent yield on the loan portfolio fell 8 basis points to 5.78
percent in the second quarter from 5.86 percent in the first quarter of 2009. The yield on the loan
portfolio fell another 28 basis points in the third quarter. Loan yields stabilized in the fourth
quarter, increasing 2 basis points. The FOMC has indicated that interest rates will remain at
extremely low levels for most of 2010 in order to support economic recovery. As a result, we
anticipate a possible decline in the tax-equivalent yield on our loan portfolio, as there are still
adjustable-rate loans that will reprice downward throughout the year.
65
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
The maturity distribution and repricing information of the loan portfolio by major classification
at December 31, 2009, is summarized as follows:
Maturity distribution and interest sensitivity of loan portfolio
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
After one |
|
|
|
|
|
|
|
|
|
Within |
|
|
but within |
|
|
After |
|
|
|
|
December 31, 2009 |
|
one year |
|
|
five years |
|
|
five years |
|
|
Total |
|
Maturity schedule: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial, financial and others |
|
$ |
68,546 |
|
|
$ |
45,957 |
|
|
$ |
46,442 |
|
|
$ |
160,945 |
|
Real estate: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Construction |
|
|
18,001 |
|
|
|
2,458 |
|
|
|
2,736 |
|
|
|
23,195 |
|
Residential |
|
|
13,846 |
|
|
|
48,346 |
|
|
|
42,733 |
|
|
|
104,925 |
|
Commercial |
|
|
21,661 |
|
|
|
58,345 |
|
|
|
75,263 |
|
|
|
155,269 |
|
Consumer, net |
|
|
3,937 |
|
|
|
20,889 |
|
|
|
4,621 |
|
|
|
29,447 |
|
Lease financing, net |
|
|
632 |
|
|
|
2,531 |
|
|
|
|
|
|
|
3,163 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
126,623 |
|
|
$ |
178,526 |
|
|
$ |
171,795 |
|
|
$ |
476,944 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Predetermined interest rates |
|
$ |
45,551 |
|
|
$ |
99,760 |
|
|
$ |
63,657 |
|
|
$ |
208,968 |
|
Floating or adjustable interest rates |
|
|
81,072 |
|
|
|
78,766 |
|
|
|
108,138 |
|
|
|
267,976 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
126,623 |
|
|
$ |
178,526 |
|
|
$ |
171,795 |
|
|
$ |
476,944 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As previously mentioned, there are numerous risks inherent in the loan portfolio. We manage
the portfolio by employing sound credit policies and utilizing various modeling techniques in order
to limit the effects of such risks. In addition, we utilize private mortgage insurance (PMI) and
guaranteed Small Business Administration and Federal Home Loan Bank of Pittsburgh (FHLB-Pgh) loan
programs to mitigate credit risk in the loan portfolio.
Federal regulators are specifically concerned with certain high-risk loan products offered
by the banking industry. Our loan portfolio does not contain option adjustable-rate mortgage
products, high loan-to-value ratio mortgages, subprime loans or loans with initial teaser rates. At
December 31, 2009, we had $28.4 million in junior-lien mortgages and $106.6 million in
interest-only loans. We mitigate credit risk associated with these loans having junior-lien
positions by limiting the loan-to-value ratios to supervisory limits set forth in the Federal
Financial Institutions Examination Council (FFIEC) Interagency Guidelines for Real Estate Lending
Policies. Risk associated with interest-only loans is reduced through ensuring adequate
collateralization within our policy guidelines. Generally, collateral for interest-only loans
includes deposits, real estate and marketable equity securities. The loan-to-value ratios for
junior-lien mortgages and interest-only loans is 80.0 percent. The amount of refinanced or modified
interest-only loans was $165 for the 12 months ended December 31, 2009. There were no junior-lien
mortgages refinanced or modified during this same period. Nonperforming junior-lien mortgages
totaled $619 and nonperforming interest-only loans amounted to $4.4 million at December 31, 2009.
There were two loans totaling $211 of junior-lien mortgages and two loans totaling $2.4 million of
interest-only loans considered troubled debt restructures at December 31, 2009. In addition, we had
one junior-lien, interest-only loan of $431, which was considered a troubled debt restructure at
the close of 2009.
66
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
We continuously monitor our liquidity position so that adequate funds are available to meet loan
demand. Based on our asset/liability simulation model, we feel confident that loan demand can be
facilitated through payments and prepayments on investments and loans, and increases in core
deposits. We expect to receive approximately $144.2 million from repayments on loans and investment
securities during 2010. In the event an unforeseen increase in loan demand arises, we could fund
the demand by aggressively competing for deposits, by selling available-for-sale securities or by
utilizing various credit products available through the FHLB-Pgh.
In an attempt to limit IRR and liquidity strains, we continually examine the maturity distribution
and interest rate sensitivity of the loan portfolio. For 2009, market interest rates remained at
historically low levels. Accordingly, we continued to place emphasis on originating loans with
interest rates that have short repricing terms. Upon the threat of rising interest rates, we will
shift to promoting floating-rate loans that reprice immediately with changes in the prime rate.
Adjustable-rate loans represented 56.2 percent of the loan portfolio at December 31, 2009, compared
to 50.2 percent at the end of 2008. Approximately 41.3 percent of the loan portfolio is expected to
reprice within the next 12 months.
Additionally, our secondary market mortgage banking program provides us with an additional source
of liquidity and a means to limit our exposure to IRR. Through this program, we are able to
competitively price conforming one-to-four family residential mortgage loans without taking on IRR
which would result from retaining these long-term, low fixed-rate loans on our books. The loans
originated are subsequently sold in the secondary market, with the sales price locked in at the
time of commitment, thereby greatly reducing our exposure to IRR.
Loan concentrations are considered to exist when the total amount of loans to any one
borrower, or a multiple number of borrowers engaged in similar business activities or having
similar characteristics, exceeds 10.0 percent of loans outstanding in any one category. We provide
deposit and loan products and other financial services to individual and corporate customers in our
six-county market area. There are no significant concentrations of credit risk from any individual
counterparty or groups of counterparties, except for geographic concentrations.
67
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
In addition to the risks inherent in our loan portfolio, in the normal course of business, we are
also a party to financial instruments with off-balance sheet risk to meet the financing needs of
our customers. These instruments include legally binding commitments to extend credit, unused
portions of lines of credit and commercial letters of credit, and may involve, to varying degrees,
elements of credit risk and IRR in excess of the amount recognized in the financial statements.
Credit risk is the principal risk associated with these instruments. Our involvement and exposure
to credit loss in the event that the instruments are fully drawn upon and the customer defaults is
represented by the contractual amounts of these instruments. In order to control credit risk
associated with entering into commitments and issuing letters of credit, we employ the same credit
quality and collateral policies in making commitments that we use in other lending activities. We
evaluate each customers creditworthiness on a case-by-case basis, and if deemed necessary, obtain
collateral. The amount and nature of the collateral obtained is based on our credit evaluation.
The contractual amounts of off-balance sheet commitments at year-end for the past five years are
summarized as follows:
Distribution of off-balance sheet commitments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31 |
|
2009 |
|
|
2008 |
|
|
2007 |
|
|
2006 |
|
|
2005 |
|
Commitments to extend credit |
|
$ |
81,945 |
|
|
$ |
69,235 |
|
|
$ |
80,675 |
|
|
$ |
60,878 |
|
|
$ |
59,135 |
|
Unused portions of lines of credit |
|
|
24,723 |
|
|
|
19,855 |
|
|
|
17,901 |
|
|
|
21,091 |
|
|
|
20,257 |
|
Commercial letters of credit |
|
|
20,982 |
|
|
|
15,447 |
|
|
|
19,634 |
|
|
|
21,405 |
|
|
|
18,565 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
127,650 |
|
|
$ |
104,537 |
|
|
$ |
118,210 |
|
|
$ |
103,374 |
|
|
$ |
97,957 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
We record an allowance for off-balance sheet credit losses, if deemed necessary, separately as
a liability. No allowance was deemed necessary at December 31, 2009 and 2008. We do not anticipate
that losses, if any, that may occur as a result of funding off-balance sheet commitments, would
have a material adverse effect on our operating results or financial position.
68
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
Asset Quality:
Credit quality continued to be of great concern to the banking industry and bank regulators
given the current state of the economy, characterized by high unemployment and record foreclosure
and delinquency rates. The Mortgage Bankers Association (MBA) reported that delinquency rates,
which reached record levels in 2008, continued climbing in 2009. According to the Fourth Quarter
of 2009 U.S. Housing Market Conditions report issued by the U.S. Department of Housing and Urban
Development, the MBA reported that delinquency rates for all mortgage loans increased to 9.64
percent in the third quarter of 2009, from 6.99 percent for the third quarter of 2008. The
delinquency rate for prime mortgages increased to 6.84 percent in the third quarter of 2009, from
4.34 percent one year ago, while the delinquency rate for subprime mortgages increased to 26.42
percent from 20.03 percent for the respective periods. In addition, newly initiated foreclosures
represented 1.42 percent of all mortgage loans in the third quarter of 2009 compared to 1.07
percent one year earlier. Foreclosures started on prime loans rose to 1.14 percent in the third
quarter of 2009, compared to 0.61 percent for the same quarter of 2008. Contrarily, foreclosures
started on subprime loans fell to 3.76 percent from 4.23 percent for the third quarters of 2009 and
2008. The increase in foreclosures on prime loans suggests a shift away from mortgage defaults due
to interest rate increases on subprime adjustable-rate mortgages to defaults caused by unemployment
and the recession.
Subprime lending generally refers to lending to borrowers who do not qualify for prime interest
rates because of one or more of the following criteria: (i) weakened credit histories; (ii)
previous charge-offs; (iii) judgments or bankruptcies; (iv) low credit scores; (v) high debt-burden
ratios; or (vi) high loan-to-value ratios. These borrowers are charged either higher or adjustable
interest rates to compensate for the greater credit risk. We do not have a subprime lending
program. Our residential mortgage portfolio consists primarily of one-to-four family residential
mortgages originated with loan-to-value ratios not exceeding 80.0 percent. Borrowers wanting to
finance more than 80.0 percent of the appraised value are required to obtain PMI. The majority of
these loans are sold without recourse to FNMA.
In addition to concerns over residential mortgage foreclosures, another area of concern for the
banking industry, specifically small community banks, is exposure related to market devaluations of
commercial real estate collateralizing loans to small businesses. According to findings released by
a Congressional Oversight Panel in February 2010, approximately 36.9 percent of U.S. banks have a
problematic exposure to commercial real-estate loans. In addition, the majority of the exposure is
concentrated in the Nations smaller institutions. Banks are faced with several risks associated
with commercial real estate loans including: (i) borrowers that will not be able to cover principal
and interest payments due to turbulent economic conditions; (ii) borrowers that will not be able to
refinance the loan because of tougher underwriting standards or decreases in property values; and
(iii) should the borrower default, loan balances that will not be recouped due to significant
devaluations in collateral values consequently forcing banks to realize substantial losses.
69
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
As a result of these influences, the banking industry experienced substantial deterioration
in asset quality for the third consecutive year. For all FDIC-insured commercial banks,
nonperforming loans and leases increased $157.9 billion or 78.4 percent to $359.4 billion at
December 31, 2009, from $201.5 billion at the end of 2008. The ratio of nonperforming assets to
total assets for these institutions increased to 3.36 percent at December 31, 2009, from 1.84
percent at year-end 2008. In addition, net charge-offs for these institutions increased 94.4
percent comparing 2009 and 2008. As a result, FDIC-insured commercial banks increased their loan
loss provisions 50.6 percent in 2009. As a percentage of total loans and leases, loan and lease
loss reserves for FDIC-insured commercial banks equaled 3.27 percent, the highest level since the
creation of the FDIC.
Similar to all FDIC-insured commercial banks, insured Pennsylvania banks also experienced even
greater asset quality deterioration, as evidenced by a 381.3 percent increase in nonperforming
assets to $13,861.3 billion at December 31, 2009, from $2,879.7 billion at the end of 2008. In
addition, net charge-offs for these institutions increased 334.9 percent while their loan loss
provisions increased 239.6 percent.
With regard to managing our exposure to credit risk caused by devaluations in real estate values,
according to our Loan Policy, maximum loan-to-value ratios for commercial mortgage loans cannot
exceed 75.0 percent of the lower of cost or appraised value. With regard to residential mortgages,
customers with loan-to-value ratios between 80.0 percent and 100.0 percent are required to obtain
PMI. There are no residential mortgage loans outstanding with loan-to-value ratios in excess of
100.0 percent. The 80.0 percent loan-to-value threshold provides a cushion in the event the
property is devalued. PMI is used to protect us from loss in the event loan-to-value ratios exceed
80.0 percent and the customer defaults on the loan. Written appraisals are obtained prior to
approval for all real estate loans. Appraisals are performed by an independent appraiser engaged by
us, not the customer, who is either state certified or state licensed depending upon collateral
type and loan amount.
We are committed to developing and maintaining sound, quality assets through our credit risk
management policies and procedures. Credit risk is the risk to earnings or capital which arises
from a borrowers failure to meet the terms of their loan agreement. We manage credit risk by
diversifying the loan portfolio and applying policies and procedures designed to foster sound
lending practices. These policies include certain standards that assist lenders in making judgments
regarding the character, capacity, capital structure and collateral of the borrower. As a result of
our heightened asset quality issues, our Board of Directors adopted two plans in 2010 specifically
designed to address these issues. As mentioned previously, commercial real estate loans have become
an increasing concern for smaller banks. Accordingly, management developed a Commercial Real Estate
Concentration Risk Management Plan in order to address this concern. The purpose of this Plan is to
outline steps to help establish specific commercial real estate limits and promote sound risk
management practices to enable Community Bank to pursue commercial real estate lending in a safe
and sound manner. The Plan enhances monitoring and requires stress tests of the commercial real
estate portfolio in accordance with regulatory guidance. The second plan, the Problem Loan
Management Plans primary objectives include: (i) ensuring adequate resources are dedicated to
resolving problem loans in a timely manner; (ii) enhancing the monitoring of loans throughout their
life cycle; (iii) requiring updated supporting documentation of the current status of credits; and
(iv) ensuring the prompt charge-off of loans determined to be confirmed losses.
70
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
With respect to lending procedures, lenders must determine the borrowers ability to repay the
credit based on prevailing and expected market conditions prior to requesting approval for the
loan. The Board of Directors establishes and reviews, at least annually, the lending authority for
all loan officers and branch managers. Credits beyond the scope of the loan officers and branch
managers are forwarded to the Directors Loan Committee. This Committee, comprised of senior
management and board members, attempts to assure the quality of the loan portfolio through careful
analysis of credit applications, adherence to credit policies and the examination of outstanding
loans and delinquencies. These procedures assist in the early detection and timely follow-up of
problem loans. Credits in excess of $2.0 million are subject to approval by our Board of Directors.
Credit risk is also minimized by quarterly internal reviews of our loan portfolio. These reviews
aid us in identifying deteriorating financial conditions of borrowers, allowing us to assist
customers in remedying these situations.
Nonperforming assets consist of nonperforming loans and foreclosed assets. Nonperforming loans
include nonaccrual loans, restructured loans and accruing loans past due 90 days or more. For a
discussion of our policy regarding nonperforming assets, refer to the note entitled, Summary of
significant accounting policies Nonperforming assets, in the Notes to Consolidated Financial
Statements to this Annual Report.
71
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
Information concerning nonperforming assets for the past five years is summarized as
follows. The table includes credits classified for regulatory purposes and all material credits
that cause us to have serious doubts as to the borrowers ability to comply with present loan
repayment terms.
Distribution of nonperforming assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31 |
|
2009 |
|
|
2008 |
|
|
2007 |
|
|
2006 |
|
|
2005 |
|
Nonaccrual loans: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial, financial and others |
|
$ |
7,438 |
|
|
$ |
7,608 |
|
|
$ |
2,444 |
|
|
$ |
1,060 |
|
|
$ |
1,574 |
|
Real estate: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Construction |
|
|
4,532 |
|
|
|
8,775 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Residential |
|
|
1,797 |
|
|
|
1,070 |
|
|
|
755 |
|
|
|
414 |
|
|
|
1,088 |
|
Commercial |
|
|
5,196 |
|
|
|
5,498 |
|
|
|
2,057 |
|
|
|
442 |
|
|
|
626 |
|
Consumer, net |
|
|
52 |
|
|
|
117 |
|
|
|
77 |
|
|
|
94 |
|
|
|
98 |
|
Lease financing, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total nonaccrual loans |
|
|
19,015 |
|
|
|
23,068 |
|
|
|
5,333 |
|
|
|
2,010 |
|
|
|
3,386 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructured loans: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial, financial and others |
|
|
1,777 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real estate: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Construction |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Residential |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial |
|
|
2,525 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consumer, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Lease financing, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total restructured loans |
|
|
4,302 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accruing loans past due 90 days or more: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial, financial and others |
|
|
263 |
|
|
|
170 |
|
|
|
80 |
|
|
|
13 |
|
|
|
62 |
|
Real estate: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Construction |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Residential |
|
|
603 |
|
|
|
75 |
|
|
|
295 |
|
|
|
217 |
|
|
|
230 |
|
Commercial |
|
|
469 |
|
|
|
417 |
|
|
|
1,757 |
|
|
|
|
|
|
|
103 |
|
Consumer, net |
|
|
134 |
|
|
|
104 |
|
|
|
85 |
|
|
|
60 |
|
|
|
118 |
|
Lease financing, net |
|
|
165 |
|
|
|
69 |
|
|
|
17 |
|
|
|
2 |
|
|
|
33 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total accruing loans past due 90 days or more |
|
|
1,634 |
|
|
|
835 |
|
|
|
2,234 |
|
|
|
292 |
|
|
|
546 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total nonperforming loans |
|
|
24,951 |
|
|
|
23,903 |
|
|
|
7,567 |
|
|
|
2,302 |
|
|
|
3,932 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreclosed assets |
|
|
3,209 |
|
|
|
336 |
|
|
|
125 |
|
|
|
352 |
|
|
|
363 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total nonperforming assets |
|
$ |
28,160 |
|
|
$ |
24,239 |
|
|
$ |
7,692 |
|
|
$ |
2,654 |
|
|
$ |
4,295 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratios: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nonperforming loans as a percentage of loans, net |
|
|
5.23 |
% |
|
|
4.92 |
% |
|
|
1.61 |
% |
|
|
0.56 |
% |
|
|
1.01 |
% |
Nonperforming assets as a percentage of loans, net, and foreclosed
assets |
|
|
5.86 |
% |
|
|
4.99 |
% |
|
|
1.63 |
% |
|
|
0.65 |
% |
|
|
1.10 |
% |
Similar to the banking industry in general, we continued to experience asset quality
deterioration in 2009. The economic malaise in our market area continued to adversely affect our
commercial customer base and the market values of the collateral supporting their loans with us.
Nonperforming assets increased $4.0 million to $28.2 million or 5.86 percent of loans, net of
unearned income, and foreclosed assets at December 31, 2009, from $24.2 million or 4.99 percent at
the end of 2008. The deterioration resulted from increases of $4.3 million in loans with terms
modified under troubled debt restructures, $2.9 million in foreclosed assets and $0.8 million in
loans past due 90 days or more and still accruing. Partially offsetting these increases was a
decrease of $4.0 million in nonaccrual loans.
72
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
There were three properties with an aggregate fair value less cost to sell of $336 in foreclosed
assets at December 31, 2008. During 2009, 15 properties with an aggregate fair value less cost to
sell of $4,871 were transferred to foreclosed assets. Ten properties with an aggregate carrying
value of $1,798 were sold for $1,531, resulting in a net realized loss of $267. In addition, the
carrying value of one property, which was sold in 2009, was written down $200 during 2009. At
December 31, 2009, there were eight properties with an aggregate fair value less cost to sell of
$3,209 in foreclosed assets.
As a result of the significant deterioration over the past two years, during the second half of
2009, we initiated several remedial steps to improve asset quality. These steps include:
|
|
|
Hiring an independent loan review company to assist and advise us with our credit
risk management practices, including the review of and recommendations for enhancing the
allowance for loan loss policy, loan review function and credit related processes such
as underwriting, approval and monitoring of loans; |
|
|
|
|
Enhancing the oversight and workout of classified assets by hiring an internal
attorney to expedite the process of loan foreclosures and redeploying existing staff to
the workout and loan review functions; |
|
|
|
|
Initiating the formation of a problem loan committee for the purpose of
monitoring the status of problem assets and devising action plans for the timely workout
or liquidation of these assets; |
|
|
|
|
Overhauling the appraisal process by requiring new appraisals on all impaired
loans subject to evaluation under FASB ASC 310, Receivables, and any loan that is
delinquent over 60 days; and |
|
|
|
|
Tightening underwriting standards to ensure a more rigorous review of potential
loans and more conservative lending standards. |
We maintain the allowance for loan losses at a level we believe adequate to absorb probable
credit losses related to specifically identified loans, as well as probable incurred losses
inherent in the remainder of the loan portfolio as of the balance sheet date. The balance in the
allowance for loan losses account is based on past events and current economic conditions. We
employ the FFIEC Interagency Policy Statement, as amended, and GAAP in assessing the adequacy of
the allowance account. Under GAAP, the adequacy of the allowance account is determined based on the
provisions of FASB ASC 310 for loans specifically identified to be individually evaluated for
impairment and the requirements of FASB ASC 450, for large groups of smaller-balance homogeneous
loans to be collectively evaluated for impairment.
73
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
We follow our systematic methodology in accordance with procedural discipline by applying it in the
same manner regardless of whether the allowance is being determined at a high point or a low point
in the economic cycle. Each quarter, our loan review division identifies those loans to be
individually evaluated for impairment and those to be collectively evaluated for impairment
utilizing a standard criteria. Internal loan review grades are assigned quarterly to loans
identified to be individually evaluated. A loans grade may differ from period to period based on
current conditions and events, however, we consistently utilize the same grading system each
quarter.
In the third quarter of 2009, as part of our remedial initiatives, we reevaluated our methodology
for determining the adequacy of the allowance for loan losses account. This reevaluation was
performed as a result of the rapidly changing economic conditions in our market area. As part of
this reevaluation, we reduced the number of periods utilized to determine historical loss factors
for homogeneous pools of loans collectively evaluated and measured for impairment under FASB ASC
450 from the most recent rolling 20 quarters to the most recent rolling eight quarters to better
reflect the rapid deterioration in local economic conditions. Moreover, we placed a higher weight
on the latest four quarters to place greater emphasis on the current periods compared to the
previous four quarters in arriving at historical loss factors. Total loss factors, which include
historical loss factors and qualitative factors, were also affected by changes in the impairment
status of certain credits evaluated and measured for impairment under FASB ASC 310, which migrated
from unconfirmed losses, having an allocation included in the allowance for loan losses to
confirmed losses with realization of those losses being charged-off through the allowance for loan
losses.
For a further discussion of our accounting policies for determining the amount of the allowance and
a description of the systematic analysis and procedural discipline applied, refer to the notes
entitled, Summary of significant accounting policies Use of estimates, and Summary of
significant accounting policies Allowance for loan losses, in the Notes to Consolidated
Financial Statements to this Annual Report.
74
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
Information concerning impaired loans for the past five years is summarized as follows. The
table includes credits classified for regulatory purposes and all material credits that cause us to
have serious doubts as to the borrowers ability to comply with present loan repayment terms.
Distribution of impaired loans
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31 |
|
2009 |
|
|
2008 |
|
|
2007 |
|
|
2006 |
|
|
2005 |
|
Nonaccrual loans: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial, financial and others |
|
$ |
7,438 |
|
|
$ |
7,608 |
|
|
$ |
2,444 |
|
|
$ |
1,060 |
|
|
$ |
1,574 |
|
Real estate: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Construction |
|
|
4,532 |
|
|
|
8,775 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Residential |
|
|
1,797 |
|
|
|
1,070 |
|
|
|
755 |
|
|
|
414 |
|
|
|
1,088 |
|
Commercial |
|
|
5,196 |
|
|
|
5,498 |
|
|
|
2,057 |
|
|
|
442 |
|
|
|
626 |
|
Consumer, net |
|
|
52 |
|
|
|
117 |
|
|
|
77 |
|
|
|
94 |
|
|
|
98 |
|
Lease financing, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total nonaccrual loans |
|
|
19,015 |
|
|
|
23,068 |
|
|
|
5,333 |
|
|
|
2,010 |
|
|
|
3,386 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accruing loans: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial, financial and others |
|
|
3,400 |
|
|
|
1,920 |
|
|
|
2,338 |
|
|
|
1,312 |
|
|
|
638 |
|
Real estate: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Construction |
|
|
|
|
|
|
1,512 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Residential |
|
|
55 |
|
|
|
486 |
|
|
|
|
|
|
|
|
|
|
|
158 |
|
Commercial |
|
|
5,198 |
|
|
|
6,904 |
|
|
|
7,247 |
|
|
|
6,334 |
|
|
|
1,464 |
|
Consumer, net |
|
|
|
|
|
|
9 |
|
|
|
|
|
|
|
44 |
|
|
|
61 |
|
Lease financing, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total accruing loans |
|
|
8,653 |
|
|
|
10,831 |
|
|
|
9,585 |
|
|
|
7,690 |
|
|
|
2,321 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total impaired loans |
|
$ |
27,668 |
|
|
$ |
33,899 |
|
|
$ |
14,918 |
|
|
$ |
9,700 |
|
|
$ |
5,707 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratio: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Impaired loans as a percentage of loans, net |
|
|
5.80 |
% |
|
|
6.98 |
% |
|
|
3.16 |
% |
|
|
2.38 |
% |
|
|
1.47 |
% |
Impaired loans decreased $6.2 million or 18.4 percent to $27.7 million at December 31, 2009,
from $33.9 million at December 31, 2008. The decrease in impaired loans resulted from a $4.0
million decrease in nonaccrual loans, coupled with a $2.2 million decrease in impaired loans still
accruing. Intense remedial and workout efforts played an integral role in reducing the balance of
impaired loans.
At December 31, 2009 and 2008, we had a recorded investment in impaired loans of $27.7
million and $33.9 million. The recorded investment in impaired loans averaged $31.8 million in 2009
and $32.8 million in 2008. As of December 31, 2009, the amount of recorded investment in impaired
loans for which there was a related allowance for loan losses was $13.5 million. The amount of the
corresponding allowance was $5.8 million. Comparatively, the amount of these loans and their
related allowance was $19.7 million and $3.6 million at December 31, 2008. The amount of recorded
investment for which there was no related allowance for loan losses was $14.2 million at December
31, 2009 and 2008. Interest income, related to impaired loans, would have been $1,789 in 2009 and
$2,349 in 2008 had the loans been current and the terms of the loans not been modified. Interest
recognized on impaired loans amounted to $956 in 2009 and $1,621 in 2008. Included in these amounts
was interest recognized on a cash basis of $785 and $1,400. Cash received on impaired loans,
applied as a reduction of principal, totaled $4,217 in 2009 and $2,900 in 2008. At December 31,
2009, we had commitments in the form of letters of credit, which aggregated $1,546, to guarantee
the performance of four commercial customers with impaired loans. At December 31, 2008, we had a
$508 commitment to one commercial customer with impaired loans.
75
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
At December 31, 2009 and 2008, we had a recorded investment in impaired loans of $27.7 million and
$33.9 million. The recorded investment in impaired loans averaged $31.8 million in 2009 and $32.8
million in 2008. As of December 31, 2009, the amount of recorded investment in impaired loans for
which there was a related allowance for loan losses was $13.5 million. The amount of the
corresponding allowance was $5.8 million. Comparatively, the amount of these loans and their
related allowance was $19.7 million and $3.6 million at December 31, 2008. The amount of recorded
investment for which there was no related allowance for loan losses was $14.2 million at December
31, 2009 and 2008. Interest income, related to impaired loans, would have been $1,789 in 2009 and
$2,349 in 2008 had the loans been current and the terms of the loans not been modified. Interest
recognized on impaired loans amounted to $956 in 2009 and $1,621 in 2008. Included in these amounts
was interest recognized on a cash basis of $785 and $1,400. Cash received on impaired loans,
applied as a reduction of principal, totaled $4,217 in 2009 and $2,900 in 2008. At December 31,
2009, we had commitments in the form of letters of credit, which aggregated $1,546, to guarantee
the performance of four commercial customers with impaired loans. At December 31, 2008, we had a
$508 commitment to one commercial customer with impaired loans.
A reconciliation of the allowance for loan losses and an illustration of charge-offs and recoveries
by major loan category for the past five years are summarized as follows:
Reconciliation of allowance for loan losses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31 |
|
2009 |
|
|
2008 |
|
|
2007 |
|
|
2006 |
|
|
2005 |
|
Allowance for loan losses at beginning of period |
|
$ |
5,255 |
|
|
$ |
4,624 |
|
|
$ |
4,435 |
|
|
$ |
4,128 |
|
|
$ |
3,859 |
|
Loans charged-off: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial, financial and others |
|
|
1,396 |
|
|
|
172 |
|
|
|
177 |
|
|
|
199 |
|
|
|
45 |
|
Real estate: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Construction |
|
|
3,048 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Residential |
|
|
42 |
|
|
|
58 |
|
|
|
15 |
|
|
|
187 |
|
|
|
116 |
|
Commercial |
|
|
745 |
|
|
|
749 |
|
|
|
24 |
|
|
|
33 |
|
|
|
128 |
|
Consumer, net |
|
|
187 |
|
|
|
241 |
|
|
|
225 |
|
|
|
298 |
|
|
|
297 |
|
Lease financing, net |
|
|
|
|
|
|
16 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
5,418 |
|
|
|
1,236 |
|
|
|
441 |
|
|
|
717 |
|
|
|
586 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans recovered: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial, financial and others |
|
|
131 |
|
|
|
12 |
|
|
|
32 |
|
|
|
12 |
|
|
|
1 |
|
Real estate: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Construction |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Residential |
|
|
5 |
|
|
|
3 |
|
|
|
3 |
|
|
|
4 |
|
|
|
13 |
|
Commercial |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consumer, net |
|
|
59 |
|
|
|
92 |
|
|
|
70 |
|
|
|
118 |
|
|
|
59 |
|
Lease financing, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
195 |
|
|
|
107 |
|
|
|
105 |
|
|
|
134 |
|
|
|
73 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loans charged-off |
|
|
5,223 |
|
|
|
1,129 |
|
|
|
336 |
|
|
|
583 |
|
|
|
513 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Provision for loan losses |
|
|
10,430 |
|
|
|
1,760 |
|
|
|
525 |
|
|
|
890 |
|
|
|
782 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Allowance for loan losses at end of period |
|
$ |
10,462 |
|
|
$ |
5,255 |
|
|
$ |
4,624 |
|
|
$ |
4,435 |
|
|
$ |
4,128 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratios: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loans charged-off as a percentage of average loans outstanding |
|
|
1.02 |
% |
|
|
0.23 |
% |
|
|
0.07 |
% |
|
|
0.14 |
% |
|
|
0.13 |
% |
Allowance for loan losses as a percentage of period end loans |
|
|
2.19 |
% |
|
|
1.08 |
% |
|
|
0.98 |
% |
|
|
1.09 |
% |
|
|
1.06 |
% |
The allowance for loan losses increased $5,207 to $10,462 at December 31, 2009, from $5,255 at
the end of 2008. The increase resulted from a provision for loan losses of $10,430 exceeding net
loans charged-off of $5,223. The allowance for loan losses, as a percentage of loans, net of
unearned income, was 2.19 percent at the end of 2009, compared to 1.08 percent at the end of 2008.
76
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
Past due loans not satisfied through repossession, foreclosure or related actions are
evaluated individually to determine if all or part of the outstanding balance should be charged
against the allowance for loan losses account. Any subsequent recoveries are credited to the
allowance account. Net loans charged-off increased $4,094 or 362.6 percent to $5,223 in 2009 from
$1,129 in 2008. Net charge-offs, as a percentage of average loans outstanding, equaled 1.02 percent
in 2009 and 0.23 percent in 2008. For our peer group, a group of 439 bank holding companies
located within the Federal Reserve District of Philadelphia with consolidated assets between $500.0
million and $1.0 billion, net charge-offs, as a percentage of average loans outstanding, increased
to 1.12 percent in 2009 from 0.52 percent in 2008.
The allocation of the allowance for loan losses for the past five years is summarized as follows:
Allocation of the allowance for loan losses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2009 |
|
|
2008 |
|
|
2007 |
|
|
2006 |
|
|
2005 |
|
|
|
|
|
|
|
Category |
|
|
|
|
|
|
Category |
|
|
|
|
|
|
Category |
|
|
|
|
|
|
Category |
|
|
|
|
|
|
Category |
|
|
|
|
|
|
|
as a |
|
|
|
|
|
|
as a |
|
|
|
|
|
|
as a |
|
|
|
|
|
|
as a |
|
|
|
|
|
|
as a |
|
|
|
|
|
|
|
% of |
|
|
|
|
|
|
% of |
|
|
|
|
|
|
% of |
|
|
|
|
|
|
% of |
|
|
|
|
|
|
% of |
|
December 31 |
|
Amount |
|
|
loans |
|
|
Amount |
|
|
loans |
|
|
Amount |
|
|
loans |
|
|
Amount |
|
|
loans |
|
|
Amount |
|
|
loans |
|
Allocated allowance: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Specific: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial, financial and others |
|
$ |
3,679 |
|
|
|
2.27 |
% |
|
$ |
1,533 |
|
|
|
1.96 |
% |
|
$ |
2,216 |
|
|
|
1.01 |
% |
|
$ |
1,000 |
|
|
|
0.58 |
% |
|
$ |
1,549 |
|
|
|
0.57 |
% |
Real estate: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Construction |
|
|
1,002 |
|
|
|
0.95 |
|
|
|
1,516 |
|
|
|
2.12 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Residential |
|
|
265 |
|
|
|
0.39 |
|
|
|
169 |
|
|
|
0.32 |
|
|
|
63 |
|
|
|
0.16 |
|
|
|
4 |
|
|
|
0.10 |
|
|
|
298 |
|
|
|
0.32 |
|
Commercial |
|
|
812 |
|
|
|
2.18 |
|
|
|
253 |
|
|
|
2.55 |
|
|
|
860 |
|
|
|
1.97 |
|
|
|
1,292 |
|
|
|
1.66 |
|
|
|
234 |
|
|
|
0.54 |
|
Consumer, net |
|
|
4 |
|
|
|
0.01 |
|
|
|
101 |
|
|
|
0.03 |
|
|
|
77 |
|
|
|
0.02 |
|
|
|
114 |
|
|
|
0.03 |
|
|
|
125 |
|
|
|
0.04 |
|
Lease financing, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total specific |
|
|
5,762 |
|
|
|
5.80 |
|
|
|
3,572 |
|
|
|
6.98 |
|
|
|
3,216 |
|
|
|
3.16 |
|
|
|
2,410 |
|
|
|
2.37 |
|
|
|
2,206 |
|
|
|
1.47 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Formula: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial, financial and others |
|
|
1,024 |
|
|
|
31.48 |
|
|
|
253 |
|
|
|
33.09 |
|
|
|
247 |
|
|
|
37.48 |
|
|
|
120 |
|
|
|
34.19 |
|
|
|
123 |
|
|
|
34.70 |
|
Real estate: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Construction |
|
|
1,645 |
|
|
|
3.91 |
|
|
|
37 |
|
|
|
3.09 |
|
|
|
|
|
|
|
2.72 |
|
|
|
|
|
|
|
1.35 |
|
|
|
|
|
|
|
0.66 |
|
Residential |
|
|
103 |
|
|
|
21.61 |
|
|
|
246 |
|
|
|
22.74 |
|
|
|
108 |
|
|
|
23.31 |
|
|
|
231 |
|
|
|
23.98 |
|
|
|
201 |
|
|
|
23.54 |
|
Commercial |
|
|
1,413 |
|
|
|
30.37 |
|
|
|
522 |
|
|
|
26.81 |
|
|
|
118 |
|
|
|
25.36 |
|
|
|
289 |
|
|
|
30.05 |
|
|
|
271 |
|
|
|
31.74 |
|
Consumer, net |
|
|
184 |
|
|
|
6.17 |
|
|
|
511 |
|
|
|
6.73 |
|
|
|
344 |
|
|
|
7.44 |
|
|
|
374 |
|
|
|
7.69 |
|
|
|
360 |
|
|
|
7.46 |
|
Lease financing, net |
|
|
12 |
|
|
|
0.66 |
|
|
|
7 |
|
|
|
0.56 |
|
|
|
|
|
|
|
0.53 |
|
|
|
|
|
|
|
0.37 |
|
|
|
|
|
|
|
0.43 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total formula |
|
|
4,381 |
|
|
|
94.20 |
|
|
|
1,576 |
|
|
|
93.02 |
|
|
|
817 |
|
|
|
96.84 |
|
|
|
1,014 |
|
|
|
97.63 |
|
|
|
955 |
|
|
|
98.53 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total allocated allowance |
|
|
10,143 |
|
|
|
100.00 |
% |
|
|
5,148 |
|
|
|
100.00 |
% |
|
|
4,033 |
|
|
|
100.00 |
% |
|
|
3,424 |
|
|
|
100.00 |
% |
|
|
3,161 |
|
|
|
100.00 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unallocated allowance |
|
|
319 |
|
|
|
|
|
|
|
107 |
|
|
|
|
|
|
|
591 |
|
|
|
|
|
|
|
1,011 |
|
|
|
|
|
|
|
967 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
10,462 |
|
|
|
|
|
|
$ |
5,255 |
|
|
|
|
|
|
$ |
4,624 |
|
|
|
|
|
|
$ |
4,435 |
|
|
|
|
|
|
$ |
4,128 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The allocated element of the allowance for loan losses account increased $4,995 to
$10,143 at December 31, 2009, compared to $5,148 at December 31, 2008. Both the specific and
formula portions of the allowance for loan losses increased from the end of 2008. The specific
portion of the allowance for impairment of loans individually evaluated under FASB ASC 310, rose
$2,190 to $5,762 at December 31, 2009, from $3,572 at year-end 2008 due primarily to a reduction in
the fair values of the underlying collateral supporting certain impaired loans according to the
updated appraisals received during the third quarter. In addition, the formula portion of the
allowance for loans collectively evaluated for impairment under FASB ASC 450, increased $2,805 to
$4,381 at December 31, 2009, from $1,576 at December 31, 2008. The total loss factors for
collectively evaluated loans increased from year-end 2008 due to the shortening in the number of
periods used to calculate loss history and a higher amount of average net charge-offs resulting
from the previous discussion of confirmed losses.
77
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
The unallocated element equaled $319 or 3.0 percent of the total allowance for loan losses at
December 31, 2009, compared to $107 or 2.0 percent at December 31, 2008. As is inherent with all
estimates, the allowance for loan losses methodology is subject to a certain level of imprecision
as it provides reasonable, but not absolute, assurance that the allowance will be able to absorb
probable losses, in their entirety, as of the financial statement date. Factors, among others,
including judgments made in identifying those loans considered impaired, appraisals of collateral
values and measurements of certain qualitative factors, all cause this imprecision and support the
establishment of the unallocated element. We believe the unallocated element is sufficient to cover
any inherent losses in the loan portfolio that have not been identified as part of the allocated
element at December 31, 2009.
The coverage ratio, the allowance for loan losses account, as a percentage of nonperforming loans,
is an industry ratio used to test the ability of the allowance account to absorb potential losses
arising from nonperforming loans. Due to the increase in the allowance for loan losses account, the
coverage ratio improved to 41.9 percent at December 31, 2009, from 22.0 percent at December 31,
2008. As a result of implementing the recent enhancements to our methodology for assessing the
adequacy of the allowance for loan losses account, we believe that our allowance account was
adequate to absorb all potential losses associated with nonperforming loans at December 31, 2009.
The amount of impaired loans having sufficient collateral coverage was stable at $14.2 million for
December 31, 2009 and 2008. No allowance would be necessary to absorb potential losses on these
loans as the collateral, based on appraised values, should meet or exceed any shortfall in case of
default.
As previously mentioned, during the third quarter of 2009, we hired an independent consulting firm
to validate our methodology for determining the adequacy of the allowance for loan losses. The
scope of the validation included:
|
|
|
A review of the methodology for compliance with Bank policies and accounting and
regulatory guidance; |
|
|
|
An evaluation to determine that qualitative and environmental factors were
supported in accordance with FASB ASC 450; |
78
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
|
|
|
An assessment that loans evaluated in accordance with FASB ASC 310 were
appropriately documented and were within the intentions of the accounting guidance; and |
|
|
|
A determination to provide reasonable assurance that our internal loan review had identified
those loans which should have been considered for evaluation and measurement under FASB ASC
310 and the resulting impairment measurement was generally complete and reasonable in the
current environment. |
The independent consulting firm provided us with an opinion that our methodology and the level of
the allowance for loan losses at December 31, 2009, was reasonable and adequate given the current
market conditions and considering the risk profile of our institution.
Deposits:
Disposable personal income in the United States of America rose by a modest 1.4 percent in 2009.
The fiscal stimulus package, including tax cuts and higher social benefit payments, accounted for
the majority of the income, as the employee compensation component of personal income decreased 2.6
percent. However, household wealth, after falling for the previous two and a half years, improved
in 2009. The recovery in household wealth reflected a rebound in equity prices. Consumers continued
to curtail spending. Instead, they chose to de-leverage, paying off consumer debt and revolving
credit, and increase their level of savings. The savings rate increased to 4.6 percent in 2009,
compared to 2.7 percent in 2008. Despite the rebound, investors were still leery about investing
more money into the stock market given the uncertainty of economic conditions. As a result, total
deposits for FDIC-insured commercial banks grew $251.0 billion or 3.1 percent in 2009 after
increasing $772.2 billion or 10.6 percent in 2008. For 2009, interest-bearing deposits grew $114.6
billion or 1.7 percent, while noninterest-bearing deposits rose $136.4 billion or 9.5 percent.
FDIC-insured Pennsylvania banks also experienced strong deposit growth, with total deposits
increasing $107.7 billion to $286.0 billion at December 31, 2009, from $178.3 billion at the end of
2008.
Our deposit base is the primary source of funds to support our operations. We offer a
variety of deposit products to meet the needs of our individual and commercial customers. Similar
to the banking industry, we also experienced strong demand for our deposit products for the second
consecutive year. Total deposits grew $48.5 million or 8.9 percent to $590.8 million at December
31, 2009, from $542.3 million at the end of 2008. In comparison, total deposits increased $50.9
million or 10.4 percent in 2008. For 2009, interest-bearing accounts increased $39.8 million or 8.6
percent. We experienced an influx of monies in the fourth quarter from our municipal and local area
school district customers. These customers depend on State funding from the Commonwealth of
Pennsylvania. The Commonwealth was several months late in passing their 2009-2010 budget, which
resulted in these customers not receiving anticipated State funds until the fourth quarter of 2009.
As a result, we experienced an aggregate increase in interest-bearing transaction accounts, which
include money market, NOW and savings accounts of $39.7 million. Noninterest-bearing accounts rose
$8.7 million or 10.9 percent.
79
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
The average amount of, and the rate paid on, the major classifications of deposits for the past
five years are summarized as follows:
Deposit distribution
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2009 |
|
|
2008 |
|
|
2007 |
|
|
2006 |
|
|
2005 |
|
|
|
Average |
|
|
Average |
|
|
Average |
|
|
Average |
|
|
Average |
|
|
Average |
|
|
Average |
|
|
Average |
|
|
Average |
|
|
Average |
|
Year Ended December 31 |
|
Balance |
|
|
Rate |
|
|
Balance |
|
|
Rate |
|
|
Balance |
|
|
Rate |
|
|
Balance |
|
|
Rate |
|
|
Balance |
|
|
Rate |
|
Interest-bearing: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Money market accounts |
|
$ |
28,384 |
|
|
|
0.93 |
% |
|
$ |
25,871 |
|
|
|
1.74 |
% |
|
$ |
27,466 |
|
|
|
2.84 |
% |
|
$ |
30,220 |
|
|
|
2.58 |
% |
|
$ |
24,694 |
|
|
|
1.56 |
% |
NOW accounts |
|
|
80,096 |
|
|
|
1.43 |
|
|
|
71,820 |
|
|
|
2.16 |
|
|
|
67,612 |
|
|
|
3.07 |
|
|
|
60,814 |
|
|
|
2.40 |
|
|
|
54,354 |
|
|
|
1.66 |
|
Savings accounts |
|
|
107,367 |
|
|
|
0.53 |
|
|
|
103,237 |
|
|
|
0.99 |
|
|
|
102,767 |
|
|
|
1.46 |
|
|
|
109,588 |
|
|
|
1.32 |
|
|
|
120,550 |
|
|
|
0.93 |
|
Time deposits less than $100 |
|
|
163,383 |
|
|
|
3.30 |
|
|
|
171,337 |
|
|
|
3.96 |
|
|
|
177,372 |
|
|
|
4.40 |
|
|
|
187,385 |
|
|
|
4.05 |
|
|
|
180,457 |
|
|
|
3.65 |
|
Time deposits $100 or more |
|
|
84,988 |
|
|
|
3.11 |
|
|
|
60,161 |
|
|
|
4.14 |
|
|
|
40,888 |
|
|
|
4.76 |
|
|
|
24,599 |
|
|
|
4.38 |
|
|
|
28,484 |
|
|
|
3.52 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total interest-bearing |
|
|
464,218 |
|
|
|
2.16 |
% |
|
|
432,426 |
|
|
|
2.84 |
% |
|
|
416,105 |
|
|
|
3.39 |
% |
|
|
412,606 |
|
|
|
2.99 |
% |
|
|
408,539 |
|
|
|
2.45 |
% |
Noninterest-bearing |
|
|
81,860 |
|
|
|
|
|
|
|
81,521 |
|
|
|
|
|
|
|
75,779 |
|
|
|
|
|
|
|
71,853 |
|
|
|
|
|
|
|
71,606 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total deposits |
|
$ |
546,078 |
|
|
|
|
|
|
$ |
513,947 |
|
|
|
|
|
|
$ |
491,884 |
|
|
|
|
|
|
$ |
484,459 |
|
|
|
|
|
|
$ |
480,145 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total deposits averaged $546.1 million in 2009, an increase of $32.1 million or 6.3 percent,
compared to $514.0 million in 2008. Average noninterest-bearing deposits were relatively stable,
increasing only $0.3 million, while average interest-bearing accounts grew $31.8 million or 7.4
percent. With regard to average interest-bearing deposits, average total time deposits increased
$16.9 million. We continued to experience strong growth in large denomination certificates of
deposit, as customers continued to receive lease payments and royalties from gas companies for
drilling rights to their properties. We also experienced growth in all interest-bearing transaction
accounts, as average money market, NOW and savings accounts grew $2.5 million, $8.3 million and
$4.1 million.
The banking industry experienced a sharp decrease in funding costs caused by increased savings,
stability of market interest rates and the need for banks to reduce costs in order to offset the
higher costs related to asset quality issues. For insured institutions, the cost of funding earning
assets declined 94 basis points from 2.13 percent in 2008 to 1.19 percent in 2009. Similarly,
funding costs for Pennsylvania banks decreased 75 basis points comparing 2009 and 2008.
80
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
We regularly monitor interest rates of local competitors and prevailing market rates when
setting interest rates on our deposit products. Price competition for deposits in our market area
was, for the most part, subdued during 2009. As previously mentioned, the FOMC held short-term
interest rates steady over the course of the year. In addition, short-term U.S. Treasury rates
remained low by historical standards. For community banks in our market area, the average rate paid
for a 6-month certificate fell 26 basis points during the first half of the year, from 1.44 percent
at January 1, 2009, to 1.18 percent at June 30, 2009. Similarly, the average rate paid for the
24-month certificate decreased 20 basis points to 1.74 percent mid-year, from 1.94 percent at the
beginning of 2009. In addition, the rate paid for a longer-term, 60-month certificate decreased 20
basis points to 2.71 percent at the close of the second quarter from 2.91 percent at the beginning
of 2009. Later in the year, short-term and long-term certificate of deposit rates decreased further
as the supply of funds outweighed bank demand. The average rate paid for the 6-month and 24-month
certificates decreased 34 basis points and 23 basis points to 0.84 percent and 1.51 percent at
December 31, 2009, while the average rate on a 60-month certificate declined 6 basis points to 2.65
percent.
As a result of a strong liquidity position, we did not have to aggressively compete for deposits in
2009. In an effort to mitigate stress placed on our tax-equivalent net interest margin from high
levels of nonperforming loans, we aggressively lowered our short-term certificate of deposit rates.
At January 1, 2009, our 6-month certificate of deposit rate was 0.50 percent, 94 basis points lower
than the average for our competition. Similarly, the rate paid for our 24-month certificate of
deposit at the beginning of 2009 was 1.24 percent, 70 basis points lower than the average for the
other community banks in our market area. Our rate offerings for these certificates remained
unchanged for the remainder of 2009. Our competitors began to gradually lower their rates
throughout the year and by the end of 2009, the spread between us and our competition decreased.
Being a community bank, we still wanted to retain our current customer base and protect our market
share despite realizing the need to lower operating expenses. For 2009, we continued to offer
promotional rates on long-term certificates of deposit with 72- and 90-month maturity terms, in
order to entice depositors to lock in for a longer term at comparatively lower interest rates than
historically offered. At the beginning of 2009, the rates offered for these certificates of deposit
were 3.46 percent for the 72-month term and 3.70 percent for the 90-month term. Similar to
short-term certificate rates, the rates remained in effect for all of 2009.
81
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
Our cost of deposits fell 68 basis points to 2.16 percent in 2009, from 2.84 percent in
2008. Short-term interest rates were steady throughout 2009, after falling drastically in 2008. As
a result, the decline in deposit costs was more pronounced in the first half of the year, as
certificates of deposit continued to reprice downward before stabilizing. In addition, at the
beginning of 2009, due to the steep decline in market interest rates throughout 2008, management
reduced the standard rate paid for interest-bearing transaction accounts, including money market,
NOW and savings accounts, 25 basis points to 0.25 percent from 0.50 percent. For the first quarter
of 2009, our cost of deposits averaged 2.38 percent, a decrease of 20 basis points compared to 2.58
percent in the fourth quarter of 2008. Deposit costs fell another 20 basis points to 2.18 percent
in the second quarter. However, for the third and fourth quarters deposit costs declined only 10
basis points and 7 basis points. The FOMC has indicated that interest rates will remain low for the
majority of 2010. As a result, we anticipate that our cost of deposits will remain favorable.
However, no assurance can be given that interest rates will remain low. In addition, should
competition increase in our market areas, we may need to compete more aggressively for deposits to
support our liquidity position, thereby adversely affecting our deposit costs.
Volatile deposits, time deposits $100 or more, increased $7.4 million to $88.9 million at December
31, 2009, from $81.5 million at the end of 2008. Large denomination time deposits averaged $85.0
million in 2009, an increase of $24.8 million or 41.2 percent from $60.2 million in 2008. Our
average cost of these funds decreased 103 basis points to 3.11 percent in 2009, from 4.14 percent
in 2008. This type of funding is susceptible to withdrawal by the depositor in order to obtain a
higher yield at any time and is therefore not considered to be a strong source of liquidity.
Despite the increase in time deposits, we continued to be less reliant on this type of funding as
compared to our peer group. Our ratio of average volatile deposits, as a percentage of average
total assets, equaled 13.7 percent in 2009, compared to 16.2 percent for our peer group.
Maturities of time deposits $100 or more for the past five years are summarized as follows:
Maturity distribution of time deposits $100 or more
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31 |
|
2009 |
|
|
2008 |
|
|
2007 |
|
|
2006 |
|
|
2005 |
|
Within three months |
|
$ |
13,860 |
|
|
$ |
19,271 |
|
|
$ |
11,336 |
|
|
$ |
5,307 |
|
|
$ |
3,964 |
|
After three months but within six months |
|
|
31,501 |
|
|
|
20,470 |
|
|
|
8,040 |
|
|
|
6,923 |
|
|
|
2,547 |
|
After six months but within twelve months |
|
|
22,289 |
|
|
|
25,522 |
|
|
|
12,702 |
|
|
|
13,136 |
|
|
|
4,238 |
|
After twelve months |
|
|
21,287 |
|
|
|
16,272 |
|
|
|
11,148 |
|
|
|
10,554 |
|
|
|
12,830 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
88,937 |
|
|
$ |
81,535 |
|
|
$ |
43,226 |
|
|
$ |
35,920 |
|
|
$ |
23,579 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
In addition to deposit gathering, we have in place a secondary source of liquidity to fund
operations through exercising existing credit arrangements with the FHLB-Pgh. We had only minimal
reliance on this type of funding in 2009 and 2008. For a further discussion of our borrowings and
their terms, refer to the note entitled, Short-term borrowings, in the Notes to Consolidated
Financial Statements to this Annual Report.
82
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
As an alternative to using investment securities as collateral for deposits, we utilized
irrevocable letters of credit issued by the FHLB-Pgh on our behalf to secure public funds in 2009
and 2008. The FHLB-Pgh guarantees payment to the depositors in the event of our default. We are
obligated to reimburse the FHLB-Pgh for all payments made under the irrevocable letters of credit.
The notional amount of the FHLB-Pgh irrevocable letters of credit that serve as collateral for
deposits was $2.1 million at December 31, 2009, and $17.0 million at December 31, 2008.
Market Risk Sensitivity:
Market risk is the risk to our earnings and/or financial position resulting from adverse changes in
market rates or prices, such as interest rates, foreign exchange rates or equity prices. Our
exposure to market risk is primarily IRR associated with our lending, investing and deposit
gathering activities. During the normal course of business, we are not exposed to foreign exchange
risk or commodity price risk. Our exposure to IRR can be explained as the potential for change in
our reported earnings and/or the market value of our net worth. Variations in interest rates affect
the underlying economic value of our assets, liabilities and off-balance sheet items. These changes
arise because the present value of future cash flows, and often the cash flows themselves, change
with interest rates. The effects of the changes in these present values reflect the change in our
underlying economic value, and provide a basis for the expected change in future earnings related
to interest rates. Interest rate changes affect earnings by changing net interest income and the
level of other interest-sensitive income and operating expenses. IRR is inherent in the role of
banks as financial intermediaries. However, a bank with a high degree of IRR may experience lower
earnings, impaired liquidity and capital positions, and most likely, a greater risk of insolvency.
Therefore, banks must carefully evaluate IRR to promote safety and soundness in their activities.
The FOMC has maintained the target range for the federal funds rate at 0 to 25 basis points
and has indicated that economic conditions are likely to continue to warrant these exceptionally
low interest rate levels for some time. Given these conditions, IRR and the ability to effectively
manage it, are extremely critical to both bank management and regulators. On January 6, 2010, the
FFIEC issued an advisory reiterating the importance of effective corporate governance, policies and
procedures, risk measuring and monitoring systems, stress testing and internal controls related to
the IRR exposure of depository institutions. According to the advisory, the bank regulators believe
that the current financial market and economic conditions present significant risk management
challenges to all financial institutions. In addition, increased loan losses and sharp declines in
the values of some investment portfolios are placing downward pressure on capital and earnings.
Although the bank regulators
recognize that some degree of IRR is inherent in banking, they expect
institutions to have sound risk management practices in place to measure, monitor and control IRR
exposure. The advisory states that the adequacy and effectiveness of an institutions IRR
management process and the level of IRR exposure are critical factors in the bank regulators
evaluation of an institutions sensitivity to changes in interest rates and capital adequacy.
Material weaknesses in risk management processes or high levels of IRR exposure relative to capital
will require corrective action. We believe our risk management practices with regard to IRR were
sound, suitable and adequate given the level of IRR exposure at December 31, 2009.
83
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
The Asset/Liability Committee (ALCO), comprised of members of our Board of Directors, senior
management and other appropriate officers, oversees our IRR management program. Specifically, ALCO
analyzes economic data and market interest rate trends, as well as competitive pressures, and
utilizes several computerized modeling techniques to reveal potential exposure to IRR. This allows
us to monitor and attempt to control the influence these factors may have on our rate sensitive
assets (RSA), rate sensitive liabilities (RSL) and overall operating results and financial
position.
Management analyzes our exposure to market risk with respect to financial position through
simulation analysis utilizing interest rate shocks. The model analyzes the effects instantaneous
parallel shifts of plus or minus 100 basis points will have on the economic values of other
financial instruments. The results of the model at December 31, 2009, are summarized as follows:
Changes in fair value of financial instruments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair Value |
|
December 31, 2009 |
|
+100 BPS |
|
|
Level |
|
|
-100 BPS |
|
Financial assets: |
|
|
|
|
|
|
|
|
|
|
|
|
Cash and due from banks |
|
$ |
23,978 |
|
|
$ |
23,978 |
|
|
$ |
23,978 |
|
Federal funds sold |
|
|
25,300 |
|
|
|
25,300 |
|
|
|
25,300 |
|
Investment securities |
|
|
103,762 |
|
|
|
108,005 |
|
|
|
112,107 |
|
Loans held for sale, net |
|
|
2,016 |
|
|
|
2,016 |
|
|
|
2,016 |
|
Net loans |
|
|
467,680 |
|
|
|
474,018 |
|
|
|
480,820 |
|
Mortgage servicing rights |
|
|
893 |
|
|
|
893 |
|
|
|
893 |
|
Accrued interest receivable |
|
|
2,122 |
|
|
|
2,122 |
|
|
|
2,122 |
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
625,751 |
|
|
$ |
636,332 |
|
|
$ |
647,236 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
Noninterest-bearing deposits |
|
$ |
88,335 |
|
|
$ |
88,335 |
|
|
$ |
88,335 |
|
Money market, NOW and savings accounts |
|
|
250,597 |
|
|
|
250,597 |
|
|
|
250,597 |
|
Time deposits |
|
|
252,696 |
|
|
|
256,749 |
|
|
|
260,849 |
|
Long-term debt |
|
|
7,612 |
|
|
|
8,066 |
|
|
|
8,557 |
|
Accrued interest payable |
|
|
1,296 |
|
|
|
1,296 |
|
|
|
1,296 |
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
600,536 |
|
|
$ |
605,043 |
|
|
$ |
609,634 |
|
|
|
|
|
|
|
|
|
|
|
84
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
With respect to evaluating our exposure to IRR on earnings, we utilize a gap analysis
model that considers repricing frequencies of RSA and RSL. Gap analysis attempts to measure our
interest rate exposure by calculating the net amount of RSA and RSL that reprice within specific
time intervals. A positive gap occurs when the amount of RSA repricing in a specific period is
greater than the amount of RSL repricing within that same time frame and is indicated by a RSA/RSL
ratio greater than 1.0. A negative gap occurs when the amount of RSL repricing is greater than the
amount of RSA and is indicated by a RSA/RSL ratio less than 1.0. A positive gap implies that
earnings will be impacted favorably if interest rates rise and adversely if interest rates fall
during the period. A negative gap tends to indicate that earnings will be affected inversely to
interest rate changes.
Our interest rate sensitivity gap position, illustrating RSA and RSL at their related carrying
values, is summarized as follows. The distributions in the table are based on a combination of
maturities, call provisions, repricing frequencies and prepayment patterns. Adjustable-rate assets
and liabilities are distributed based on the repricing frequency of the instrument. Mortgage
instruments are distributed in accordance with estimated cash flows, assuming there is no change in
the current interest rate environment.
Interest rate sensitivity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Due after |
|
|
Due after |
|
|
|
|
|
|
|
|
|
|
|
|
|
three months |
|
|
one year |
|
|
|
|
|
|
|
|
|
Due within |
|
|
but within |
|
|
but within |
|
|
Due after |
|
|
|
|
December 31, 2009 |
|
three months |
|
|
twelve months |
|
|
five years |
|
|
five years |
|
|
Total |
|
Rate-sensitive assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment securities |
|
$ |
4,446 |
|
|
$ |
13,105 |
|
|
$ |
37,811 |
|
|
$ |
52,643 |
|
|
$ |
108,005 |
|
Loans held for sale, net |
|
|
2,016 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,016 |
|
Loans, net of unearned income |
|
|
127,283 |
|
|
|
69,642 |
|
|
|
214,635 |
|
|
|
65,384 |
|
|
|
476,944 |
|
Federal funds sold |
|
|
25,300 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
25,300 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
159,045 |
|
|
$ |
82,747 |
|
|
$ |
252,446 |
|
|
$ |
118,027 |
|
|
$ |
612,265 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Rate-sensitive liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Money market accounts |
|
$ |
29,201 |
|
|
$ |
9,013 |
|
|
|
|
|
|
|
|
|
|
$ |
38,214 |
|
NOW accounts |
|
|
82,909 |
|
|
|
19,818 |
|
|
|
|
|
|
|
|
|
|
|
102,727 |
|
Savings accounts |
|
|
6,119 |
|
|
|
|
|
|
$ |
103,537 |
|
|
|
|
|
|
|
109,656 |
|
Time deposits less than $100 |
|
|
24,430 |
|
|
|
56,552 |
|
|
|
71,006 |
|
|
$ |
10,926 |
|
|
|
162,914 |
|
Time deposits $100 or more |
|
|
13,860 |
|
|
|
53,790 |
|
|
|
20,450 |
|
|
|
837 |
|
|
|
88,937 |
|
Long-term debt |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8,000 |
|
|
|
8,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
156,519 |
|
|
$ |
139,173 |
|
|
$ |
194,993 |
|
|
$ |
19,763 |
|
|
$ |
510,448 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Rate-sensitivity gap: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Period |
|
$ |
2,526 |
|
|
$ |
(56,426 |
) |
|
$ |
57,453 |
|
|
$ |
98,264 |
|
|
|
|
|
Cumulative |
|
$ |
2,526 |
|
|
$ |
(53,900 |
) |
|
$ |
3,553 |
|
|
$ |
101,817 |
|
|
$ |
101,817 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RSA/RSL ratio: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Period |
|
|
1.02 |
|
|
|
0.59 |
|
|
|
1.29 |
|
|
|
5.97 |
|
|
|
|
|
Cumulative |
|
|
1.02 |
|
|
|
0.82 |
|
|
|
1.01 |
|
|
|
1.20 |
|
|
|
1.20 |
|
85
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
At December 31, 2009, we were in a negative gap position with a cumulative one-year
RSA/RSL ratio of 0.82. Similarly, at December 31, 2008, our cumulative one-year RSA/RSL ratio was
0.81. However, at September 30, 2009, we were at a more balanced position with an RSA/RSL ratio of
0.99. Given the economic conditions which included an exceptionally low short-term interest rate
environment, the focus of ALCO during 2009 was to reduce the negative gap position in order to
provide equilibrium between RSA and RSL. Specifically throughout 2009, we attempted to increase the
volume of loans with short repricing terms in order to restore a balanced IRR position. In
addition, we discontinued our short-term certificate of deposit promotions and began offering
preferential rates on longer-term certificates of deposit, including 60-, 72- and 90-month
maturities. ALCO will reemphasize these strategies in 2010 in an attempt to restore equilibrium
between RSA and RSL. However, these forward-looking statements are qualified in the aforementioned
section entitled Forward-Looking Discussion in this Managements Discussion and Analysis.
Specifically, the change in our RSA/RSL ratio from the previous quarter resulted primarily from a
$26.2 million or 9.8 percent decrease in RSA maturing or repricing within one year, coupled with a
$24.6 million or 9.1 percent increase in RSL maturing or repricing within one year. Both changes
were due, for the most part, to changes in our banking relationships with local municipal
customers. Specifically, the decrease in RSA resulted primarily from a $21.0 million decrease in
loans, net of unearned income, maturing or repricing within the next 12 months. At December 31,
2009, tax and revenue anticipation notes of three municipal customers totaling $28.0 million
matured and were not renewed. In addition to the decrease in loans, a $20.8 million decline in
federal funds sold, partially offset by increases of $13.8 million in investment securities and
$2.0 million in loans held for sale also affected RSA maturing or repricing within 12 months. With
regard to RSL, cyclical changes in deposit accounts of school districts due to an influx of tax
monies and an increase in the deposit relationships of municipal customers resulted in a $28.3
million increase in NOW accounts and $4.0 million increase in money market accounts. Partially
offsetting these increases were reductions in savings accounts repricing within 12 months of $6.0
million and total time deposits maturing or repricing within this time frame of $1.7 million.
Static gap analysis, although a credible measuring tool, does not fully illustrate the
impact of interest rate changes on future earnings. First, market rate changes normally do not
equally or simultaneously affect all categories of assets and liabilities. Second, assets and
liabilities that can contractually reprice within the same period may not do so at the same time or
to the same magnitude. Third, the interest rate sensitivity table presents a one-day position and
variations occur daily as we adjust our rate sensitivity throughout the year. Finally, assumptions
must be made in constructing such a table. For example, the conservative nature of our
Asset/Liability Management Policy assigns personal money market and NOW accounts to the Due after
three months but within twelve months repricing interval. In reality, these accounts may reprice
less frequently and in different magnitudes than changes in general market interest rate levels.
86
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
We utilize a simulation model to address the failure of the static gap model to address the dynamic
changes in the balance sheet composition or prevailing interest rates and to enhance our
asset/liability management. This model creates pro forma net interest income scenarios under
various interest rate shocks. Given instantaneous and parallel shifts in general market rates of
plus 100 basis points, our projected net interest income for the 12 months ending December 31,
2010, would decrease 1.5 percent from model results using current interest rates. Model results
under a minus 100 basis point scenario were not meaningful, as the majority of short-term general
market rates are already near zero.
We will continue to monitor our IRR position in 2010 and employ deposit and loan pricing strategies
and direct the reinvestment of loan and investment payments and prepayments in order to maintain a
favorable IRR position.
Financial institutions are affected differently by inflation than commercial and industrial
companies that have significant investments in fixed assets and inventories. Most of our assets are
monetary in nature and change correspondingly with variations in the inflation rate. It is
difficult to precisely measure the impact inflation has on us, however, we believe that our
exposure to inflation can be mitigated through our asset/liability management program.
Liquidity:
Liquidity management is essential to our continuing operations as it gives us the ability to meet
our financial obligations as they come due, as well as to take advantage of new business
opportunities as they arise. Our financial obligations include, but are not limited to, the
following:
|
|
|
Funding new and existing loan commitments; |
|
|
|
Payment of deposits on demand or at their contractual maturity; |
|
|
|
Repayment of borrowings as they mature; |
|
|
|
Payment of lease obligations; and |
|
|
|
Payment of operating expenses. |
Our liquidity position is impacted by several factors which include, among others, loan
origination volumes, loan and investment maturity structure and cash flows, demand for core
deposits and certificate of deposit maturity structure and retention. We manage these liquidity
risks daily, thus enabling us to effectively monitor fluctuations in our position and to adapt our
position according to market influence and balance sheet trends.
We also forecast future liquidity needs and develop strategies to ensure adequate liquidity at all
times.
87
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
Historically, core deposits have been our primary source of liquidity because of their stability
and lower cost, in general, than other types of funding. Providing additional sources of funds are
loan and investment payments and prepayments and the ability to sell both available-for-sale
securities and mortgage loans held for sale. We believe our liquidity is adequate to meet both
present and future financial obligations and commitments on a timely basis.
On February 19, 2010, the Board of Directors of Community Bank adopted a Contingency Funding Plan
to address liquidity in the event of a funding crisis. Examples of some of the causes of a
liquidity crisis include, among others, natural disasters, war, events causing reputational harm
and severe and prolonged asset quality problems. The Plan recognizes the need to provide
alternative funding sources in times of crisis that go beyond our core deposit base. As a result,
we have created a funding program that ensures the availability of various alternative wholesale
funding sources that can be used whenever appropriate. Identified alternative funding sources
include:
|
|
|
FHLB-Pgh liquidity contingency line of credit; |
|
|
|
Federal Reserve Bank discount window; |
|
|
|
Internet certificates of deposit; |
|
|
|
Institutional Deposit Corporation deposits; |
|
|
|
Repurchase agreements; and |
|
|
|
Federal funds purchased. |
Based on our liquidity position at December 31, 2009, we do not anticipate the need to utilize any
of these sources in the near term.
We employ a number of analytical techniques in assessing the adequacy of our liquidity
position. One such technique is the use of ratio analysis to illustrate our reliance on noncore
funds to fund our investments and loans maturing after 2010. At December 31, 2009, our noncore
funds consisted entirely of time deposits in denominations of $100 or more. Large denomination time
deposits are not considered to be a strong source of liquidity since they are very interest rate
sensitive and are considered to be highly volatile. At December 31, 2009, our net noncore funding
dependence ratio, the difference between noncore funds and short-term investments to long-term
assets, was 8.6 percent. Our net short-term noncore funding dependence ratio, noncore funds
maturing within one year, less short-term investments to long-term assets equaled 4.6 percent.
Comparatively, our ratios equaled 11.2 percent and 8.2 percent at the end of 2008, which indicated
a decrease in reliance on noncore funds. The decrease in noncore funding reliance resulted
primarily from an increase in short-term investments, coupled with an increase in federal funds
sold. Although we have some reliance on noncore funds, our reliance was significantly less than
that of our peer group. According to the December 31, 2009, Bank Holding Company Performance Report
for our Federal Reserve District, these ratios for our peer group were 26.2 percent and 14.8
percent. We believe that by supplying adequate volumes of short-term investments and implementing
competitive pricing strategies on deposits, we can ensure adequate liquidity to support future
growth.
88
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
The Consolidated Statements of Cash Flows present the change in cash and cash equivalents from
operating, investing and financing activities. Cash and cash equivalents consist of cash on hand,
cash items in the process of collection, noninterest-bearing deposits with other banks, balances
with the Federal Reserve Bank of Philadelphia and the FHLB-Pgh and federal funds sold. Cash and
cash equivalents increased $28.6 million for the year ended December 31, 2009. Conversely, for the
year ended December 31, 2008, cash and cash equivalents decreased $1.2 million. During 2009, cash
provided by financing and operating activities more than offset cash used in investing activities.
Operating activities provided net cash of $3.1 million in 2009 and $9.2 million in 2008. Net
income, adjusted for the effects of noncash transactions such as depreciation and the provision for
loan losses is the primary source of funds from operations.
Net cash provided by financing activities equaled $54.2 million in 2009 and $48.1 million in 2008.
Deposit gathering, which is our predominant financing activity, increased significantly in both
2009 and 2008. Deposit gathering provided a net cash inflow in 2009 of $48.5 million and $50.9
million in 2008. In addition, we received proceeds from the issuance of subordinated notes in 2009.
Partially offsetting the cash provided by deposit gathering in 2009 was $0.7 million in funds used
for the repurchase and retirement of common shares and $1.9 million for the payment of dividends to
stockholders. Proceeds received from the issuance of common shares as part of our dividend
reinvestment plan (DRP) provided us with another source of funds generated by financing
activities.
Our primary investing activities involve transactions related to our investment and loan
portfolios. Net cash used in investing activities totaled $28.7 million in 2009, a decrease of
$29.8 million from $58.5 million in 2008. The demand for loans remained subdued due to continued
weakness in local economic conditions. Net cash used in lending activities decreased $14.9 million
to $1.5 million in 2009 from $16.4 million in 2008. Activities related to our investment portfolio
used net cash of $27.5 million in 2009 and $40.5 million in 2008. Repayments, coupled with sales,
of investment securities amounted to $67.0 million in 2009, were more than offset by purchases of
investment securities of $94.5 million. Similarly, in 2008, repayments of $70.5 million were more
than offset by $111.0 million in purchases of investment securities.
89
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
We anticipate our liquidity position to be stable in 2010. Due to our conservative posture toward
to lending and tightening our underwriting standards, loan demand is expected to remain subdued. In
addition, continued weakness in economic conditions may result in increased demand for deposits, as
consumers continue to save rather than spend. However, we cannot predict the economic climate or
the savings habits of consumers. Should economic conditions improve, deposit gathering may be
negatively impacted. Regardless of economic conditions and stock market fluctuations, we believe
that through constant monitoring and adherence to our liquidity plan, we will have the means to
provide adequate cash to fund our normal operations in 2010.
Capital Adequacy:
We believe a strong capital position is essential to our continued growth and profitability. We
strive to maintain a relatively high level of capital to provide our depositors and stockholders
with a margin of safety. In addition, a strong capital base allows us to take advantage of
profitable opportunities, support future growth and provide protection against any unforeseen
losses.
In light of the recent bank failures and crisis within the financial industry, maintaining a high
level of capital is of extreme importance to federal regulators as well as our management and Board
of Directors. Our ALCO continually reviews our capital position. As part of its review, the ALCO
considers:
|
|
|
The current and expected capital requirements, including the maintenance of
capital ratios in excess of minimum regulatory guidelines; |
|
|
|
The market value of our securities and the resulting effect on capital; |
|
|
|
Nonperforming asset levels and the effect deterioration in asset quality will
have on capital; |
|
|
|
Any planned asset growth; |
|
|
|
The anticipated level of net earnings and capital position, taking into account the
projected asset/liability position and exposure to changes in interest rates; and |
|
|
|
The source and timing of additional funds to fulfill future capital requirements. |
90
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
Based on the heightened level of stress on capital caused by the recent rise in problem assets, the
Board of Directors approved a revised Capital Plan on February 10, 2010. Among other specific
objectives, this comprehensive plan will:
|
|
|
Provide an appropriate capital cushion for the possible realization of unexpected
credit losses over the next 12 to 18 months; |
|
|
|
Ensure that we and Community Bank remain well capitalized under the regulatory
framework for prompt corrective action; |
|
|
|
Identify realistic and readily available alternative sources for augmenting
capital if higher capital levels are required; and |
|
|
|
Incorporate periodic stress testing in accordance with the Federal Reserve
Boards Supervisory Capital Assessment Program (SCAP). |
Bank regulatory agencies consider capital to be a significant factor in ensuring the safety
of a depositors accounts. These agencies have adopted minimum capital adequacy requirements that
include mandatory and discretionary supervisory actions for noncompliance. Our and Community Banks
risk-based capital ratios are strong and have consistently exceeded the minimum regulatory capital
ratios of 4.0 percent and 8.0 percent required for adequately capitalized institutions. Our ratio
of Tier I capital to risk-weighted assets and off-balance sheet items was 10.6 percent at December
31, 2009, and 11.1 percent at December 31, 2008. Our Total capital ratio was 13.4 percent and 12.2
percent at the close of 2009 and 2008. Similarly, our Leverage ratio, which equaled 8.6 percent at
December 31, 2009, and 9.6 percent at December 31, 2008, exceeded the minimum of 4.0 percent for
capital adequacy purposes. Community Bank reported Tier I capital, Total capital and Leverage
ratios of 9.6 percent, 12.4 percent and 7.8 percent at December 31, 2009, and 10.2 percent, 11.2
percent and 8.8 percent at December 31, 2008. Based on the most recent notification from the FDIC,
Community Bank was categorized as well capitalized at December 31, 2009 and 2008. There are no
conditions or events since this notification that we believe have changed Community Banks
category. For a further discussion of these risk-based capital standards and supervisory actions
for noncompliance, refer to the note entitled, Regulatory matters, in the Notes to Consolidated
Financial Statements to this Annual Report.
91
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
According to federal bank regulatory agencies, minimum capital adequacy requirements serve only as
a starting point for regulators in determining the adequacy of a bank and bank holding companys
capital relative to its risk profile. Given this period of extraordinary economic uncertainty,
federal bank regulatory agencies believe it to be important for banks and bank holding companies to
have a capital buffer sufficient to withstand losses and sustain lending even in a significantly
more adverse economic environment. As a result, the federal bank regulatory agencies conducted the
SCAP, a forward-looking exercise designed to estimate losses, revenue, and reserve needs for
eligible U.S. bank holding companies with assets exceeding $100.0 billion. SCAP assessed the bank
holding companies under two macroeconomic scenarios: (i) a baseline scenario, which reflects the
February 2009 consensus expectation among professional forecasters of the depth and duration of the
recession; and (ii) a more adverse scenario, which reflects a longer and more severe recession than
that of the consensus expectation. From these two scenarios, the agencies developed a range of loss
estimates and the amount to which these large banks would need to alter either the amount or
composition of their capital today to comfortably exceed minimum regulatory requirements at
year-end 2010, even under a more adverse economic scenario. Although Community Bank does not meet
the asset size criteria required to be evaluated under the SCAP test, management took a
conservative posture by including a requirement to perform quarterly SCAP testing in its revised
capital plan. At December 31, 2009, the results of the SCAP test indicated Community Bank continued
to exceed the minimum levels for capital adequacy purposes given losses under both the baseline and
more adverse scenarios.
In light of the severe downturn in economic conditions in our market area and recent deterioration
in asset quality, management, in a proactive measure raised additional capital in order to support
our current capital position should further contributions to the allowance for loan losses be
necessary. On December 31, 2009, Community Bank issued an aggregate of $8.0 million of subordinated
notes (the Notes), on a private placement basis to accredited investors. The Notes have an
original term of seven years, with principal payable on the maturity date of December 31, 2016. The
Notes bear interest, payable on January 1, April 1, July 1, and October 1 each year, at a fixed
rate of 8.0 percent per year. Beginning on January 1, 2012, Community Bank may, at its option and
subject to required regulatory approvals, may redeem some or all of the Notes on any interest
payment date at a redemption price of 100.0 percent of the principal amount of the redeemed Notes,
plus any accrued interest. The Notes qualify as Tier II capital for regulatory purposes.
92
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
Stockholders equity decreased $2.8 million to $55.0 million or $31.93 per share at December
31, 2009, from $57.8 million or $33.41 per share at December 31, 2008. Net income of $50, was
offset by net cash dividends declared of $1,358, common shares repurchased of $684 and an other
comprehensive loss related to a decrease in net unrealized gains on available-for-sale investment
securities of $852.
We declared dividends totaling $1,687 or $0.98 per share in 2009, compared to $1,886 or $1.08 per
share in 2008. Our ability to declare and pay dividends in the future is based on our operating
results, financial and economic conditions, capital and growth objectives, appropriate dividend
restrictions and other relevant factors. We rely on dividends received from our subsidiary,
Community Bank, for payment of dividends to stockholders. Community Banks ability to pay dividends
is subject to federal and state regulations. For a further discussion on our ability to declare and
pay dividends in the future and dividend restrictions, refer to the note entitled, Regulatory
matters, in the Notes to Consolidated Financial Statements to this Annual Report.
Stockholders may automatically reinvest their dividends in shares of our common stock through our
DRP. The DRP not only provides stockholders with a convenient means to invest in our common stock
without brokerage commissions, but also furnishes us with additional funds for general corporate
purposes. Shares issued under the DRP amounted to 9,062 in 2009 and 10,629 in 2008.
We have in the past periodically purchased shares of our common stock under a Board-approved stock
repurchase program. Under this program, we repurchased and retired 18,117 shares for $684 in 2009
and 34,189 shares for $1,418 in 2008. On August 19, 2009, our Board of Directors approved a
resolution to suspend the stock repurchase program.
Review of Financial Performance:
We reported net income of $50 or $0.03 per share in 2009. In comparison, in 2008 we reported
net income of $5,700 or $3.26 per share. The reduction in earnings in 2009 was a direct result of
asset quality weakness, which was centralized in the commercial mortgage and land development
sectors of the loan portfolio, as a result of a further deterioration in local economic conditions.
This weakness caused an increase of $8.7 million in the provision for loan losses in 2009 compared
to the amount charged to operations in 2008. In addition, we experienced a reduction in interest
income due to an increase in nonaccrual loans. Previously recognized interest income from loans
placed on nonaccrual status was reversed in the current period. Higher noninterest expense,
partially offset by an increase in noninterest revenue, also affected earnings in 2009. ROAA and
ROAE were 0.01 percent and 0.09 percent for the year ended December 31, 2009, compared to 0.98
percent and 10.10 percent for the previous year.
93
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
Tax-equivalent net interest income increased $180 in 2009. A $2,367 decrease in interest expense
mitigated a $2,187 reduction in tax-equivalent interest income. Unfavorable changes in the net
spread between the yield on earning assets and the cost of interest-bearing liabilities almost
entirely offset the impact of the favorable volume variance on net interest income. As a result, we
experienced a 27 basis point reduction in our net interest margin to 3.80 percent in 2009 compared
to 4.07 percent in 2008.
With regard to noninterest income, despite the downturn in the housing market, net income generated
in our secondary mortgage department increased 125.8 percent. Service charges, fees and commissions
decreased 2.6 percent. We also realized gains on the sale of investment securities
available-for-sale of $1,590, and a net gain of $294 on the disposition of our former Tunkhannock
and Eaton Township, Pennsylvania branch offices.
Noninterest expense increased 16.2 percent comparing 2009 and 2008. The increase was concentrated
in other expenses, which rose $2,693 or 50.6 percent. Both employee-related expense and net
occupancy and equipment expense decreased in comparison to the previous year. We measure our
productivity using two industry ratios, the operating efficiency ratio and overhead ratio. The
operating efficiency ratio, defined as noninterest expense divided by the total of net interest
income and noninterest income, weakened to 70.5 percent in 2009 from 66.9 percent in 2008.
Similarly, our overhead ratio, noninterest expense divided by total average assets, weakened to 3.0
percent in 2009 from 2.8 percent in 2008. However, our productivity surpassed that of our peer
group, which deteriorated in comparison to the previous year. The operating efficiency ratio for
our peer group was 77.0 percent in 2009 compared to 72.8 percent in 2008.
Net Interest Income:
Net interest income is still the fundamental source of earnings for commercial banks. Moreover,
fluctuations in the level of noninterest income can have the greatest impact on net profits. Net
interest income is defined as the difference between interest revenue, interest and fees earned on
interest-earning assets, and interest expense, the cost of interest-bearing liabilities supporting
those assets. The primary sources of earning assets are loans and investment securities, while
interest-bearing deposits and short-term borrowings comprise interest-bearing liabilities. Net
interest income is impacted by:
|
|
|
Variations in the volume, rate and composition of earning assets and
interest-bearing liabilities; |
|
|
|
Changes in general market interest rates; and |
|
|
|
The level of nonperforming assets. |
94
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
Changes in net interest income are measured by the net interest spread and net interest
margin. Net interest spread, the difference between the average yield earned on earning assets and
the average rate incurred on interest-bearing liabilities, illustrates the effects changing
interest rates have on profitability. Net interest margin, net interest income as a percentage of
average earning assets, is a more comprehensive ratio, as it reflects not only the spread, but also
the change in the composition of interest-earning assets and interest-bearing liabilities.
Tax-exempt loans and investments carry pretax yields lower than their taxable counterparts.
Therefore, in order to make the analysis of net interest income more comparable, tax-exempt income
and yields are reported in this analysis on a tax-equivalent basis using the prevailing federal
statutory tax rate of 34.0 percent.
The net interest margin for FDIC-insured commercial banks increased for the first time in six
years. For these institutions, the net interest margin rose 29 basis points to 3.50 percent in 2009
from 3.21 percent in 2008. However, the margin growth was concentrated in the largest banks with
assets greater than $10.0 billion. The net interest margin for banks with total assets between
$100.0 million and $1.0 billion compressed 9 basis points comparing 2009 and 2008. The net interest
margin for insured-Pennsylvania banks improved 64 basis points to 3.86 percent in 2009 from 3.22
percent in 2008. A significant decrease in funding costs was the primary factor leading to the
margin improvement. The net interest margin for banks in our peer group decreased 6 basis points to
3.60 percent in 2009 from 3.66 percent in 2008.
Similar to all banks, we consider the maintenance of an adequate net interest margin to be of
primary concern. The current economic environment has been very challenging for the banking
industry. In addition to market rates and competition, rising nonperforming asset levels are of
particular concern for the banking industry and may place additional pressure on net interest
margins. Nonperforming assets may increase given the downturn in economic growth and softening in
labor markets. No assurance can be given as to how general market conditions will change or how
such changes will affect net interest income. Therefore, we believe through prudent deposit and
loan pricing practices, careful investing, and constant monitoring of nonperforming assets, our net
interest margin will remain strong.
95
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
We analyze interest income and interest expense by segregating rate and volume components of
earning assets and interest-bearing liabilities. The impact changes in the interest rates earned
and paid on assets and liabilities, along with changes in the volumes of earning assets and
interest-bearing liabilities, have on net interest income are summarized as follows. The net change
or mix component, attributable to the combined impact of rate and volume changes within earning
assets and interest-bearing liabilities categories, has been allocated proportionately to the
change due to rate and the change due to volume.
Net interest income changes due to rate and volume
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2009 vs. 2008 |
|
|
|
Increase (decrease) |
|
|
|
attributable to |
|
|
|
Total |
|
|
|
|
|
|
|
|
|
Change |
|
|
Rate |
|
|
Volume |
|
Interest income: |
|
|
|
|
|
|
|
|
|
|
|
|
Loans: |
|
|
|
|
|
|
|
|
|
|
|
|
Taxable |
|
$ |
(3,174 |
) |
|
$ |
(3,532 |
) |
|
$ |
358 |
|
Tax-exempt |
|
|
314 |
|
|
|
(367 |
) |
|
|
681 |
|
Investments: |
|
|
|
|
|
|
|
|
|
|
|
|
Taxable |
|
|
462 |
|
|
|
(63 |
) |
|
|
525 |
|
Tax-exempt |
|
|
345 |
|
|
|
(76 |
) |
|
|
421 |
|
Federal funds sold |
|
|
(134 |
) |
|
|
(189 |
) |
|
|
55 |
|
|
|
|
|
|
|
|
|
|
|
Total interest income |
|
|
(2,187 |
) |
|
|
(4,227 |
) |
|
|
2,040 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense: |
|
|
|
|
|
|
|
|
|
|
|
|
Money market accounts |
|
|
(185 |
) |
|
|
(225 |
) |
|
|
40 |
|
NOW accounts |
|
|
(406 |
) |
|
|
(569 |
) |
|
|
163 |
|
Savings accounts |
|
|
(450 |
) |
|
|
(489 |
) |
|
|
39 |
|
Time deposits less than $100 |
|
|
(1,398 |
) |
|
|
(1,095 |
) |
|
|
(303 |
) |
Time deposits $100 or more |
|
|
154 |
|
|
|
(714 |
) |
|
|
868 |
|
Short-term borrowings |
|
|
(82 |
) |
|
|
(200 |
) |
|
|
118 |
|
|
|
|
|
|
|
|
|
|
|
Total interest expense |
|
|
(2,367 |
) |
|
|
(3,292 |
) |
|
|
925 |
|
|
|
|
|
|
|
|
|
|
|
Net interest income |
|
$ |
180 |
|
|
$ |
(935 |
) |
|
$ |
1,115 |
|
|
|
|
|
|
|
|
|
|
|
For the year ended December 31, 2009, tax-equivalent net interest income increased $180 to
$22,568 from $22,388 in 2008. A positive volume variance, partially offset by a negative rate
variance led to the improvement.
Changes in the volumes of earning assets and interest-bearing liabilities contributed to an
increase of $1,115 in net interest income. Average earning assets grew $43.6 million to $594.1
million in 2009 from $550.5 million in 2008 and accounted for a $2,040 increase in interest income.
Average loans, net of unearned income, rose $16.9 million or 3.4 percent, which caused interest
income to increase by $1,039. In addition, average investments grew $20.8 million or 47.2 percent
comparing 2009 and 2008, which resulted in additional interest income of $946.
96
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
Average interest-bearing liabilities rose $39.5 million or 9.0 percent to $478.2 million in
2009 from $438.7 million in 2008. The growth resulted in a net increase in interest expense of
$925. Having the greatest impact was a $24.8 million increase in large denomination time deposits,
which caused interest expense to increase $868. In addition, interest-bearing transaction accounts,
including money market, NOW and savings accounts grew $14.9 million, which in aggregate caused a
$242 increase in interest expense. Short-term borrowings averaged $7.7 million higher and added
$118 to interest expense comparing 2009 and 2008. Partially offsetting these increases was a
decline of $7.9 million in average time deposits less than $100. This decrease resulted in a
corresponding reduction in interest expense of $303.
An unfavorable rate variance resulted in a decrease of $935 in tax-equivalent net interest income.
Reductions in loan and investment yields, more than offset decreases in funding costs. The
tax-equivalent yield on earning assets decreased 83 basis points to 5.50 percent in 2009 from 6.33
percent in 2008, resulting in a reduction in interest income of $4,227. Specifically, the
tax-equivalent yield on the loan portfolio decreased 77 basis points to 5.66 percent in 2009 from
6.43 percent in 2008. In addition to a reduction in general market rates, an increase in the volume
of nonaccrual loans caused the reduction in the yield on the loan portfolio. The decrease in loan
yields resulted in a decline in interest income of $3,899 or 92.2 percent of the entire reduction
in interest income due to changes in rates.
The reduction in interest income was partially mitigated by a decrease of $3,292 in interest
expense, which resulted from a 73 basis point decrease in the cost of funds to 2.11 percent in 2009
from 2.84 percent in 2008. We experienced significant reductions in the rates paid for both
interest-bearing transaction accounts as well as time deposits and short-term borrowings.
Specifically, the cost of money market, NOW and savings accounts decreased 81 basis points, 73
basis points and 46 basis points comparing 2009 and 2008. These decreases resulted in reductions in
interest expense of $225, $569 and $489. With regard to time deposits, the average rate paid for
time deposits less than $100 and time deposits $100 or more decreased 66 basis points and 103 basis
points, which together resulted in a $1,809 decrease in interest expense. The average rate paid on
short-term borrowings declined 217 basis points, resulting in a $200 reduction in interest expense.
97
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
The average balances of assets and liabilities, corresponding interest income and expense
and resulting average yields or rates paid are summarized as follows. Averages for earning assets
include nonaccrual loans. Investment averages include available-for-sale securities at amortized
cost. Income on investment securities and loans is adjusted to a tax-equivalent basis using the
prevailing federal statutory tax rate of 34.0 percent.
Summary of net interest income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2009 |
|
|
2008 |
|
|
|
|
|
|
|
Interest |
|
|
Average |
|
|
|
|
|
|
Interest |
|
|
Average |
|
|
|
Average |
|
|
Income/ |
|
|
Interest |
|
|
Average |
|
|
Income/ |
|
|
Interest |
|
|
|
Balance |
|
|
Expense |
|
|
Rate |
|
|
Balance |
|
|
Expense |
|
|
Rate |
|
ASSETS: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earning assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Taxable |
|
$ |
448,062 |
|
|
$ |
25,247 |
|
|
|
5.63 |
% |
|
$ |
442,430 |
|
|
$ |
28,421 |
|
|
|
6.42 |
% |
Tax-exempt |
|
|
64,164 |
|
|
|
3,765 |
|
|
|
5.87 |
|
|
|
52,943 |
|
|
|
3,451 |
|
|
|
6.52 |
|
Investments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Taxable |
|
|
28,995 |
|
|
|
996 |
|
|
|
3.44 |
|
|
|
13,876 |
|
|
|
534 |
|
|
|
3.85 |
|
Tax-exempt |
|
|
35,969 |
|
|
|
2,641 |
|
|
|
7.34 |
|
|
|
30,267 |
|
|
|
2,296 |
|
|
|
7.59 |
|
Federal funds sold |
|
|
16,955 |
|
|
|
19 |
|
|
|
0.11 |
|
|
|
10,934 |
|
|
|
153 |
|
|
|
1.40 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total earning assets |
|
|
594,145 |
|
|
|
32,668 |
|
|
|
5.50 |
% |
|
|
550,450 |
|
|
|
34,855 |
|
|
|
6.33 |
% |
Less: allowance for loan losses |
|
|
7,295 |
|
|
|
|
|
|
|
|
|
|
|
4,981 |
|
|
|
|
|
|
|
|
|
Other assets |
|
|
35,070 |
|
|
|
|
|
|
|
|
|
|
|
34,220 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
$ |
621,920 |
|
|
|
|
|
|
|
|
|
|
$ |
579,689 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS EQUITY: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest-bearing liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Money market accounts |
|
$ |
28,384 |
|
|
|
265 |
|
|
|
0.93 |
% |
|
$ |
25,871 |
|
|
|
450 |
|
|
|
1.74 |
% |
NOW accounts |
|
|
80,096 |
|
|
|
1,142 |
|
|
|
1.43 |
|
|
|
71,820 |
|
|
|
1,548 |
|
|
|
2.16 |
|
Savings accounts |
|
|
107,367 |
|
|
|
570 |
|
|
|
0.53 |
|
|
|
103,237 |
|
|
|
1,020 |
|
|
|
0.99 |
|
Time deposits less than $100 |
|
|
163,383 |
|
|
|
5,384 |
|
|
|
3.30 |
|
|
|
171,337 |
|
|
|
6,782 |
|
|
|
3.96 |
|
Time deposits $100 or more |
|
|
84,988 |
|
|
|
2,642 |
|
|
|
3.11 |
|
|
|
60,161 |
|
|
|
2,488 |
|
|
|
4.14 |
|
Short-term borrowings |
|
|
13,908 |
|
|
|
97 |
|
|
|
0.70 |
|
|
|
6,230 |
|
|
|
179 |
|
|
|
2.87 |
|
Long-term debt |
|
|
22 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total interest-bearing liabilities |
|
|
478,148 |
|
|
|
10,100 |
|
|
|
2.11 |
% |
|
|
438,656 |
|
|
|
12,467 |
|
|
|
2.84 |
% |
Noninterest-bearing deposits |
|
|
81,860 |
|
|
|
|
|
|
|
|
|
|
|
81,521 |
|
|
|
|
|
|
|
|
|
Other liabilities |
|
|
3,623 |
|
|
|
|
|
|
|
|
|
|
|
3,080 |
|
|
|
|
|
|
|
|
|
Stockholders equity |
|
|
58,289 |
|
|
|
|
|
|
|
|
|
|
|
56,432 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and stockholders equity |
|
$ |
621,920 |
|
|
|
|
|
|
|
|
|
|
$ |
579,689 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income/spread |
|
|
|
|
|
$ |
22,568 |
|
|
|
3.39 |
% |
|
|
|
|
|
$ |
22,388 |
|
|
|
3.49 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest margin |
|
|
|
|
|
|
|
|
|
|
3.80 |
% |
|
|
|
|
|
|
|
|
|
|
4.07 |
% |
Tax-equivalent adjustments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans |
|
|
|
|
|
$ |
1,280 |
|
|
|
|
|
|
|
|
|
|
$ |
1,173 |
|
|
|
|
|
Investments |
|
|
|
|
|
|
898 |
|
|
|
|
|
|
|
|
|
|
|
781 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total adjustments |
|
|
|
|
|
$ |
2,178 |
|
|
|
|
|
|
|
|
|
|
$ |
1,954 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Note: Average balances were calculated using average daily balances. Interest income on loans
includes fees of $765 in 2009, $427 in 2008, $439 in 2007, $360 in 2006 and $541 in 2005.
Available-for-sale securities, included in investment securities, are stated at amortized cost with
the related average unrealized holding gains of $2,553 in 2009, $1,485 in 2008, $1,378 in 2007,
$1,265 in 2006 and $1,956 in 2005 included in other assets. Tax-equivalent adjustments were
calculated using the prevailing federal statutory tax rate of 34.0 percent.
98
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
Summary of net interest income (continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2007 |
|
|
|
|
2006 |
|
|
2005 |
|
|
|
|
|
Interest |
|
|
Average |
|
|
|
|
|
|
|
|
Interest |
|
|
Average |
|
|
|
|
|
|
Interest |
|
|
Average |
|
Average |
|
|
Income/ |
|
|
Interest |
|
|
|
|
Average |
|
|
Income/ |
|
|
Interest |
|
|
Average |
|
|
Income/ |
|
|
Interest |
|
Balance |
|
|
Expense |
|
|
Rate |
|
|
|
|
Balance |
|
|
Expense |
|
|
Rate |
|
|
Balance |
|
|
Expense |
|
|
Rate |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
420,067 |
|
|
$ |
30,730 |
|
|
|
7.32 |
% |
|
|
|
$ |
386,268 |
|
|
$ |
27,457 |
|
|
|
7.11 |
% |
|
$ |
358,326 |
|
|
$ |
22,985 |
|
|
|
6.41 |
% |
|
41,095 |
|
|
|
2,796 |
|
|
|
6.80 |
|
|
|
|
|
38,036 |
|
|
|
2,358 |
|
|
|
6.20 |
|
|
|
38,246 |
|
|
|
2,014 |
|
|
|
5.27 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
35,323 |
|
|
|
1,445 |
|
|
|
4.09 |
|
|
|
|
|
56,578 |
|
|
|
2,276 |
|
|
|
4.02 |
|
|
|
72,155 |
|
|
|
2,201 |
|
|
|
3.05 |
|
|
29,636 |
|
|
|
2,235 |
|
|
|
7.54 |
|
|
|
|
|
30,374 |
|
|
|
2,258 |
|
|
|
7.43 |
|
|
|
31,792 |
|
|
|
2,359 |
|
|
|
7.42 |
|
|
3,381 |
|
|
|
159 |
|
|
|
4.70 |
|
|
|
|
|
5,064 |
|
|
|
261 |
|
|
|
5.15 |
|
|
|
7,943 |
|
|
|
287 |
|
|
|
3.61 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
529,502 |
|
|
|
37,365 |
|
|
|
7.06 |
% |
|
|
|
|
516,320 |
|
|
|
34,610 |
|
|
|
6.70 |
% |
|
|
508,462 |
|
|
|
29,846 |
|
|
|
5.87 |
% |
|
4,595 |
|
|
|
|
|
|
|
|
|
|
|
|
|
4,363 |
|
|
|
|
|
|
|
|
|
|
|
4,025 |
|
|
|
|
|
|
|
|
|
|
29,498 |
|
|
|
|
|
|
|
|
|
|
|
|
|
30,219 |
|
|
|
|
|
|
|
|
|
|
|
30,299 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
554,405 |
|
|
|
|
|
|
|
|
|
|
|
|
$ |
542,176 |
|
|
|
|
|
|
|
|
|
|
$ |
534,736 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
27,466 |
|
|
|
780 |
|
|
|
2.84 |
% |
|
|
|
$ |
30,220 |
|
|
|
780 |
|
|
|
2.58 |
% |
|
$ |
24,694 |
|
|
|
385 |
|
|
|
1.56 |
% |
|
67,612 |
|
|
|
2,073 |
|
|
|
3.07 |
|
|
|
|
|
60,814 |
|
|
|
1,459 |
|
|
|
2.40 |
|
|
|
54,354 |
|
|
|
901 |
|
|
|
1.66 |
|
|
102,767 |
|
|
|
1,503 |
|
|
|
1.46 |
|
|
|
|
|
109,588 |
|
|
|
1,452 |
|
|
|
1.32 |
|
|
|
120,550 |
|
|
|
1,121 |
|
|
|
0.93 |
|
|
177,372 |
|
|
|
7,806 |
|
|
|
4.40 |
|
|
|
|
|
187,385 |
|
|
|
7,587 |
|
|
|
4.05 |
|
|
|
180,457 |
|
|
|
6,586 |
|
|
|
3.65 |
|
|
40,888 |
|
|
|
1,945 |
|
|
|
4.76 |
|
|
|
|
|
24,599 |
|
|
|
1,078 |
|
|
|
4.38 |
|
|
|
28,484 |
|
|
|
1,004 |
|
|
|
3.52 |
|
|
6,354 |
|
|
|
342 |
|
|
|
5.38 |
|
|
|
|
|
3,102 |
|
|
|
149 |
|
|
|
4.80 |
|
|
|
3,894 |
|
|
|
106 |
|
|
|
2.72 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
422,459 |
|
|
|
14,449 |
|
|
|
3.42 |
% |
|
|
|
|
415,708 |
|
|
|
12,505 |
|
|
|
3.01 |
% |
|
|
412,433 |
|
|
|
10,103 |
|
|
|
2.45 |
% |
|
75,779 |
|
|
|
|
|
|
|
|
|
|
|
|
|
71,853 |
|
|
|
|
|
|
|
|
|
|
|
71,606 |
|
|
|
|
|
|
|
|
|
|
2,833 |
|
|
|
|
|
|
|
|
|
|
|
|
|
2,476 |
|
|
|
|
|
|
|
|
|
|
|
1,897 |
|
|
|
|
|
|
|
|
|
|
53,334 |
|
|
|
|
|
|
|
|
|
|
|
|
|
52,139 |
|
|
|
|
|
|
|
|
|
|
|
48,800 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
554,405 |
|
|
|
|
|
|
|
|
|
|
|
|
$ |
542,176 |
|
|
|
|
|
|
|
|
|
|
$ |
534,736 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
22,916 |
|
|
|
3.64 |
% |
|
|
|
|
|
|
|
$ |
22,105 |
|
|
|
3.69 |
% |
|
|
|
|
|
$ |
19,743 |
|
|
|
3.42 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4.33 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
4.28 |
% |
|
|
|
|
|
|
|
|
|
|
3.88 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
951 |
|
|
|
|
|
|
|
|
|
|
|
|
$ |
802 |
|
|
|
|
|
|
|
|
|
|
$ |
685 |
|
|
|
|
|
|
|
|
|
|
760 |
|
|
|
|
|
|
|
|
|
|
|
|
|
768 |
|
|
|
|
|
|
|
|
|
|
|
802 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
1,711 |
|
|
|
|
|
|
|
|
|
|
|
|
$ |
1,570 |
|
|
|
|
|
|
|
|
|
|
$ |
1,487 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
99
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
Provision for Loan Losses:
As previously mentioned, asset quality in the banking industry further deteriorated in 2009.
Nonperforming assets for all FDIC-insured commercial banks rose 78.4 percent in 2009 after
increasing 129.0 percent in 2008. Net charge-off levels also increased dramatically for these
institutions. The ratio of net charge-offs, as a percentage of loans, rose to 2.57 percent in 2009
from 1.32 percent in 2008. As a result of this severe deterioration, banks increased their
provisions for loan losses by $77.1 billion or 50.6 percent in 2009. Asset quality deterioration
for Pennsylvania banks was more severe than that of the overall banking industry, as these
institutions experienced a 381.4 percent increase in nonperforming asset levels. In addition, the
amount of loans charged-off by these banks rose 334.9 percent, which caused Pennsylvania banks to
increase loan loss provisions by 239.6 percent.
We evaluate the adequacy of the allowance for loan losses account on a quarterly basis utilizing
our systematic analysis in accordance with procedural discipline. We take into consideration
certain factors such as composition of the loan portfolio, volumes of nonperforming loans, volumes
of net charge-offs, prevailing economic conditions and other relevant factors when determining the
adequacy of the allowance for loan losses account. We make monthly provisions to the allowance for
loan losses account in order to maintain the allowance at an appropriate level. The provision for
loan losses equaled $10,430 in 2009, an increase of $8,670 compared to $1,760 in 2008. The large
change in the provision for loan losses in 2009 reflects the effect of obtaining revised collateral
valuations on certain large commercial real estate loans from independent appraisals which
indicated significant market devaluations brought on by the swift and severe deterioration in the
local economy. In addition, management revised its methodology for estimating losses in the
remainder of the loan portfolio by shortening the number of periods considered for estimating loss
factors in order to better reflect current market conditions. Management believed that recent
historical data is a more accurate basis for determining loss factors given the rapid economic
decline in our market area.
Noninterest Income:
The banking industry experienced a 25.0 percent increase in noninterest income. However, the
increase was concentrated in larger banks which experienced a significant increase in trading
revenue. Banks with asset sizes similar to ours, between $100.0 million and $1.0 billion, reported
a decrease in noninterest income, as evidenced by a decrease in the ratio of noninterest income to
earning assets to 1.11 percent in 2009 from 1.18 percent in 2008. Insured Pennsylvania banks
experienced an increase in noninterest income. The ratio of noninterest income to earning assets
improved to 2.08 percent in 2009 from 1.57 percent in 2008.
100
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
We experienced a $2,556 or 64.5 percent increase in noninterest income to $6,517 in 2009 from
$3,961 in 2008. Included in noninterest income in 2009 were net gains of $1,590 from the sale of
available-for-sale investment securities and a net gain of $294 from the disposition of the former
Tunkhannock and Eaton Township, Pennsylvania branch offices. Adjusting for these gains, noninterest
income increased $672 or 17.0 percent in 2009. Due to significantly lower mortgage rates, mortgage
banking income increased $760. Service charges, fees and commissions decreased $88.
Noninterest Expense:
FDIC-insured commercial banks experienced an increase in noninterest expense of $21.9 billion or
6.6 percent in 2009. Despite the increase, bank productivity improved slightly in comparison to the
prior year, as evidenced by the change in the efficiency ratio for all FDIC-insured commercial
banks to 55.4 percent in 2009 from 58.3 percent in 2008. Noninterest expense for insured
Pennsylvania banks increased 92.8 percent in 2009.
In general, our noninterest expense is categorized into three main groups, including
employee-related expense, occupancy and equipment expense and other expenses. Employee-related
expenses are costs associated with providing salaries, including payroll taxes and benefits to our
employees. Occupancy and equipment expenses, the costs related to the maintenance of facilities and
equipment, include depreciation, general maintenance and repairs, real estate taxes, rental expense
offset by any rental income and utility costs. Other expenses include general operating expenses
such as marketing, other taxes, stationery and supplies, contractual services, insurance, including
FDIC assessment and loan collection costs. Several of these costs and expenses are variable while
the remainder are fixed. We utilize budgets and other related strategies in an effort to control
the variable expenses.
Our noninterest expense increased $2,651 or 16.2 percent to $18,968 in 2009 from $16,317 in 2008. A
50.6 percent increase in other expenses was entirely responsible for the overall increase.
101
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
The major components of noninterest expense for the past five years are summarized as
follows:
Noninterest expense
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31 |
|
2009 |
|
|
2008 |
|
|
2007 |
|
|
2006 |
|
|
2005 |
|
Salaries and employee benefits expense: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Salaries and payroll taxes |
|
$ |
6,879 |
|
|
$ |
6,788 |
|
|
$ |
6,210 |
|
|
$ |
6,122 |
|
|
$ |
5,880 |
|
Employee benefits |
|
|
1,634 |
|
|
|
1,743 |
|
|
|
1,794 |
|
|
|
1,526 |
|
|
|
1,354 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Salaries and employee benefits expense |
|
|
8,513 |
|
|
|
8,531 |
|
|
|
8,004 |
|
|
|
7,648 |
|
|
|
7,234 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net occupancy and equipment expense: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net occupancy expense |
|
|
1,182 |
|
|
|
1,189 |
|
|
|
1,140 |
|
|
|
1,158 |
|
|
|
1,183 |
|
Equipment expense |
|
|
1,256 |
|
|
|
1,273 |
|
|
|
1,256 |
|
|
|
1,195 |
|
|
|
1,179 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net occupancy and equipment expense |
|
|
2,438 |
|
|
|
2,462 |
|
|
|
2,396 |
|
|
|
2,353 |
|
|
|
2,362 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Marketing expense |
|
|
723 |
|
|
|
807 |
|
|
|
714 |
|
|
|
569 |
|
|
|
634 |
|
Other taxes |
|
|
609 |
|
|
|
513 |
|
|
|
470 |
|
|
|
503 |
|
|
|
449 |
|
Stationery and supplies |
|
|
243 |
|
|
|
303 |
|
|
|
401 |
|
|
|
330 |
|
|
|
367 |
|
Contractual services |
|
|
2,203 |
|
|
|
1,738 |
|
|
|
1,800 |
|
|
|
1,777 |
|
|
|
1,982 |
|
Insurance, including FDIC assessment |
|
|
1,705 |
|
|
|
311 |
|
|
|
247 |
|
|
|
278 |
|
|
|
277 |
|
Loan collection expense |
|
|
528 |
|
|
|
260 |
|
|
|
133 |
|
|
|
169 |
|
|
|
68 |
|
Other |
|
|
2,006 |
|
|
|
1,392 |
|
|
|
1,255 |
|
|
|
1,202 |
|
|
|
1,524 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other expenses |
|
|
. 8,017 |
|
|
|
5,324 |
|
|
|
5,020 |
|
|
|
4,828 |
|
|
|
5,301 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total noninterest expense |
|
$ |
18,968 |
|
|
$ |
16,317 |
|
|
$ |
15,420 |
|
|
$ |
14,829 |
|
|
$ |
14,897 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Salaries and employee benefits expense, which constitutes a significant portion of our
noninterest expense decreased $18 to $8,513 in 2009 from $8,531 in 2008. Salaries and payroll
taxes rose $91 or 1.3 percent, while employee benefits expense decreased $109 or 6.3 percent. Due
to the challenges brought on by the economy, we initiated several cost cutting initiatives related
to personnel costs as follows:
|
|
|
There were no management bonuses awarded in 2009; |
|
|
|
There were no annual employee pay increases distributed in 2009; and |
|
|
|
There was no annual discretionary contribution to the profit sharing plan in
2009. |
For 2009, net occupancy and equipment expense decreased $24 to $2,438 from $2,462 in 2008.
Specifically, building-related costs decreased $7, while equipment-related costs decreased $17.
With regard to building-related expenses, a reduction in rental expense due to the disposition of
our Eaton Township, Pennsylvania branch office was partially offset by increases in building
maintenance and real estate taxes. In 2009, we converted the copiers in our entire branch network,
loan processing center, and administrative office to comprehensive business machines that have
copy, facsimile and scanning capabilities. As a result, we experienced an increase in
equipment-related expenses due to the operating equipment lease rentals on these machines. We
believe the slight increase in equipment-related expenses from taking this action will be more than
offset by the benefits derived from reducing the costs of supplies, maintenance, and depreciation
while increasing overall efficiency.
102
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
Other expenses increased $2,693 or 50.6 percent to $8,017 in 2009 from $5,324 in 2008. The increase
was due largely to an increase in the costs of FDIC insurance, contractual services and loan
collection. Contractual services rose as a result of incurring additional problem loan resolution
related expenses including legal and consulting, credit reports and searches and appraisal fees.
Our deposits are insured up to regulatory limits by the FDIC and accordingly, are subject to
deposit insurance assessments. Under the provisions of The Federal Deposit Insurance Reform Act of
2005 (the Reform Act), the Bank Insurance Fund and the Savings Association Insurance Fund were
merged into the DIF. Under the Reform Act, the annual DIF assessment rate is based upon statutory
factors that include the balance of insured deposits as well as the degree of risk the institution
poses to the insurance fund. Each institution is placed into one of four risk categories depending
on the institutions capital ratios and supervisory ratings. At December 31, 2009, we were included
in Risk Category I, the lowest risk category. Institutions in Risk Category I are charged between
$0.07 and $0.24 per $100 dollars of assessable deposits. Our annual assessment rate for 2009 was
approximately $0.13 per $100 dollars of assessable deposits.
On February 27, 2009, the FDIC adopted a restoration plan designed to replenish the DIF over a
period of seven years ending December 31, 2015. In order to implement this restoration plan, the
FDIC has changed its risk-based assessment system and its base assessment rates. For the first
quarter of 2009 only, the FDIC increased all deposit assessment rates by $0.07 per $100 dollars of
assessable deposits. These new rates range from $0.12 to $0.14 per $100 dollars of assessable
deposits for Risk Category I institutions to $0.50 per $100 dollars of assessable deposits for Risk
Category IV institutions. Beginning April 1, 2009, the base assessment rates ranged from $0.12 to
$0.16 per $100 dollars of assessable deposits for Risk Category I institutions to $0.45 per $100
dollars of assessable deposits for Risk Category IV institutions. Changes to the risk-based
assessment system included increasing premiums for institutions that rely on excessive amounts of
brokered deposits, increasing premiums for excessive use of secured liabilities, including FHLB-Pgh
advances, lowering premiums for small institutions with very high capital levels, and adding
financial ratios and debt issuer ratings to the premium calculations for banks with over $10.0
billion in assets, while providing a reduction for their unsecured debt.
103
Comm Bancorp, Inc.
MANAGEMENTS DISCUSSION AND ANALYSIS (CONTINUED)
(Dollars in thousands, except per share data)
On May 22, 2009, the FDIC issued a final rule which levied a special emergency assessment of
5 basis points of total assets less Tier I Capital as of June 30, 2009, on all insured depository
institutions. Based on these new assessment rates, our FDIC insurance expense was $798 for the
first three quarters of 2009. In addition, we paid $277 for the special emergency assessment on
September 30, 2009.
On November 12, 2009, the FDIC issued a final rule that required all insured depository
institutions to prepay their estimated quarterly risk-based assessments for the fourth quarter of
2009 and for all of 2010, 2011, and 2012. The FDIC also adopted a uniform increase in assessment
rates of $0.03 per $100 dollars of assessable deposits effective January 1, 2011. On December 31,
2009, Community Bank paid $3.5 million in prepaid deposit insurance assessments.
There is a separate levy assessed on all FDIC-insured institutions to bear the cost of Finance
Corporation (FICO) funding. The FDIC established the annual FICO assessment rates effective for
the fourth quarter of 2009 and the first quarter of 2010 at $0.0110 and $0.0114 per $100 dollars of
DIF-assessable deposits. Our FICO assessments were $56 for each of the years ended December 31,
2009 and 2008.
Income Taxes:
For the year ended December 31, 2009, we recorded an income tax benefit of $2,541. In comparison,
we had income tax expense of $618 for the year ended December 31, 2008. The income tax benefit in
2009 was due primarily to the pre-tax loss of $2,491.
We utilize interest income from tax-exempt loans and investments and tax credits from our
investment as a limited partner in an elderly housing project to reduce our federal income taxes.
The elderly housing project will afford us approximately $3.7 million in investment tax credits
over a 10-year period, which began in 2007.
In December 2009, Community Bank made an investment in another elderly, low-income housing project.
For the investment, Community Bank will receive a one-time historical tax credit of approximately
$1.5 million in 2010 and approximately $5.5 million in low-income housing tax credits spread over a
period beginning in 2010 and ending in 2021.
The difference between the amount of income tax currently payable and the provision for
income tax expense reflected in the income statements arises from temporary differences. Temporary
differences are differences between the tax bases of assets and liabilities and their reported
amounts in the financial statements, which result in deferred tax assets or liabilities. We perform
quarterly reviews on the tax criteria related to the recognition of deferred tax assets. We decided
not to establish a valuation reserve for the deferred tax assets since it is likely that these
assets will be realized through carry-back to taxable income in prior years and by future reversals
of existing taxable temporary differences or, to a lesser extent, through future taxable income.
104
Comm Bancorp, Inc.
REPORT OF MANAGEMENT
We are responsible for the preparation and fair presentation of the accompanying consolidated
balance sheets of Comm Bancorp, Inc. and subsidiaries (the Company) as of December 31, 2009 and
2008, and the related consolidated statements of income and comprehensive income (loss), changes in
stockholders equity and cash flows for the years then ended, in accordance with United States
generally accepted accounting principles. This responsibility includes: establishing, implementing
and maintaining adequate internal controls relevant to the preparation and fair presentation of
financial statements that are free from material misstatement, whether due to fraud or error;
selecting and applying appropriate accounting policies; and making accounting estimates that are
reasonable under the circumstances. We are also responsible for compliance with the laws and
regulations relating to safety and soundness that are designated by the Federal Deposit Insurance
Corporation, Board of Governors of the Federal Reserve System and the Pennsylvania Department of
Banking.
The Companys internal controls are designed to provide reasonable assurance that assets are
safeguarded and transactions are initiated, executed, recorded and reported in accordance with our
intentions and authorizations and to comply with applicable laws and regulations. The internal
control system includes an organizational structure that provides appropriate delegation of
authority and segregation of duties, established policies and procedures and comprehensive internal
audit and loan review programs. To enhance the reliability of internal controls, we recruit and
train highly qualified personnel and maintain sound risk management practices. The internal control
system is maintained through a monitoring process that includes a program of internal audits.
Under Section 404 of the Sarbanes-Oxley Act of 2002, we are required to assess the effectiveness of
the Companys internal control over financial reporting at the end of each fiscal year and report,
based on that assessment, whether the Companys internal control over financial reporting is
effective. Our assessment includes controls over initiating, recording, processing and reconciling
account balances, classes of transactions and disclosure and related assertions included in the
financial statements. Our assessment also includes controls related to the initiation and
processing of non-routine and non-systematic transactions, to the selection and application of
appropriate accounting policies and to the prevention, identification and detection of fraud.
There are inherent limitations in any internal control system, including the possibility of human
error and the circumvention or overriding of controls. Accordingly, even effective internal
controls can provide only reasonable assurance with respect to financial statement preparation.
105
Comm Bancorp, Inc.
REPORT OF MANAGEMENT (CONTINUED)
Furthermore, due to changes in conditions, the effectiveness of internal controls may vary over
time. The internal auditor of the Company reviews,
evaluates and makes recommendations on policies and procedures, which serves as an integral, but
independent, component of our internal control.
ParenteBeard LLC, an independent registered public accounting firm, audited the Companys
consolidated financial statements in accordance with standards of the Public Company Accounting
Oversight Board (United States). The audits involve selecting and performing procedures to obtain
audit evidence about the amounts and disclosures in the financial statements. The procedures
selected depend on the auditors judgment, including an assessment of the risks of material
misstatement of the financial statements, whether due to fraud or error. In making those risk
assessments, the auditors gain an understanding of the internal controls relevant to the Companys
preparation and fair presentation of the consolidated financial statements in order to design audit
procedures that are appropriate under the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Companys internal controls. This annual report does not
include an attestation report of the Companys independent registered public accounting firm
regarding internal control over financial reporting. Our report was not subject to attestation by
the Companys independent registered public accounting firm pursuant to the temporary rules of the
Securities and Exchange Commission that permit the Company to provide only our report in this
annual report.
The Companys financial reporting and internal controls are under the general oversight of the
Board of Directors, acting through the Joint Audit Committee. The Joint Audit Committee is composed
entirely of independent directors. The independent registered public accounting firm and the
internal auditor have direct and unrestricted access to the Joint Audit Committee at all times. The
Joint Audit Committee meets periodically with us, the internal auditor and the independent
registered public accounting firm to determine that each is fulfilling its responsibilities and to
support actions to identify, measure and control risks and augment internal controls.
We assessed the effectiveness of the Companys internal controls over financial reporting and
compliance with designated laws and regulations as of December 31, 2009. In making the assessment,
we used the criteria established in Internal Control-Integrated Framework issued by the Committee
of Sponsoring Organizations of the Treadway Commission. These criteria are in the areas of control
environment, risk assessment, control activities, information and communication, and monitoring.
Our assessment included extensive documenting, evaluating and testing the design and operating
effectiveness of the Companys internal control over financial reporting.
106
Comm Bancorp, Inc.
REPORT OF MANAGEMENT (CONTINUED)
Based on our assessment, we believe that the Companys internal control over financial reporting
was effective and that the Company was compliant with all designated laws and regulations as of
December 31, 2009.
|
|
|
|
|
/s/ William F. Farber, Sr.
|
|
William F. Farber, Sr. |
|
President and Chief Executive Officer
(Principal Executive Officer) |
|
|
|
|
/s/ Scott A. Seasock
|
|
Scott A. Seasock |
|
Executive Vice President and
Chief Financial Officer
(Principal Financial Officer) |
|
March 29, 2010
107
Comm Bancorp, Inc.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Board of Directors
and Stockholders
Comm Bancorp, Inc.
Clarks Summit, Pennsylvania
We have audited the accompanying consolidated balance sheets of Comm Bancorp, Inc. and subsidiaries
(the Company) as of December 31, 2009 and 2008, and the related consolidated statements of income
and comprehensive income (loss), changes in stockholders equity and cash flows for the years then
ended. The Companys management is responsible for these consolidated financial statements. Our
responsibility is to express an opinion on these consolidated financial statements based on our
audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight
Board (United States). Those standards require that we plan and perform the audits to obtain
reasonable assurance about whether the financial statements are free of material misstatement. The
Company is not required to have, nor were we engaged to perform, an audit of its internal control
over financial reporting. Our audits included consideration of internal control over financial
reporting as a basis for designing audit procedures that are appropriate in the circumstances, but
not for the purpose of expressing an opinion on the effectiveness of the Companys internal control
over financial reporting. Accordingly, we express no such opinion. An audit includes examining, on
a test basis, evidence supporting the amounts and disclosures in the financial statements,
assessing the accounting principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to above present fairly, in all
material respects, the financial position of the Company as of December 31, 2009 and 2008, and the
results of their operations and their cash flows for the years then ended in conformity with
accounting principles generally accepted in the United States of America.
Allentown, Pennsylvania
March 29, 2010
108
Comm Bancorp, Inc.
CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (LOSS)
(Dollars in thousands, except per share data)
|
|
|
|
|
|
|
|
|
Year Ended December 31 |
|
2009 |
|
|
2008 |
|
Interest income: |
|
|
|
|
|
|
|
|
Interest and fees on loans: |
|
|
|
|
|
|
|
|
Taxable |
|
$ |
25,247 |
|
|
$ |
28,421 |
|
Tax-exempt |
|
|
2,485 |
|
|
|
2,278 |
|
Interest and dividends on investment securities available-for-sale: |
|
|
|
|
|
|
|
|
Taxable |
|
|
987 |
|
|
|
489 |
|
Tax-exempt |
|
|
1,743 |
|
|
|
1,515 |
|
Dividends |
|
|
9 |
|
|
|
45 |
|
Interest on federal funds sold |
|
|
19 |
|
|
|
153 |
|
|
|
|
|
|
|
|
Total interest income |
|
|
30,490 |
|
|
|
32,901 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense: |
|
|
|
|
|
|
|
|
Interest on deposits |
|
|
10,003 |
|
|
|
12,288 |
|
Interest on short-term borrowings |
|
|
97 |
|
|
|
179 |
|
|
|
|
|
|
|
|
Total interest expense |
|
|
10,100 |
|
|
|
12,467 |
|
|
|
|
|
|
|
|
Net interest income |
|
|
20,390 |
|
|
|
20,434 |
|
Provision for loan losses |
|
|
10,430 |
|
|
|
1,760 |
|
|
|
|
|
|
|
|
Net interest income after provision for loan losses |
|
|
9,960 |
|
|
|
18,674 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Noninterest income: |
|
|
|
|
|
|
|
|
Service charges, fees and commissions |
|
|
3,269 |
|
|
|
3,357 |
|
Mortgage banking income |
|
|
1,364 |
|
|
|
604 |
|
Net gain on sale of premises and equipment |
|
|
294 |
|
|
|
|
|
Net gain on sale of investment securities available-for-sale |
|
|
1,590 |
|
|
|
|
|
|
|
|
|
|
|
|
Total noninterest income |
|
|
6,517 |
|
|
|
3,961 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Noninterest expense: |
|
|
|
|
|
|
|
|
Salaries and employee benefits expense |
|
|
8,513 |
|
|
|
8,531 |
|
Net occupancy and equipment expense |
|
|
2,438 |
|
|
|
2,462 |
|
Other expenses |
|
|
8,017 |
|
|
|
5,324 |
|
|
|
|
|
|
|
|
Total noninterest expense |
|
|
18,968 |
|
|
|
16,317 |
|
|
|
|
|
|
|
|
Income (loss) before income taxes |
|
|
(2,491 |
) |
|
|
6,318 |
|
Provision for income tax expense (benefit) |
|
|
(2,541 |
) |
|
|
618 |
|
|
|
|
|
|
|
|
Net income |
|
|
50 |
|
|
|
5,700 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income (loss): |
|
|
|
|
|
|
|
|
Unrealized holding gains on investment securities available-for-sale |
|
|
299 |
|
|
|
843 |
|
Reclassification adjustment for gains included in net income |
|
|
(1,590 |
) |
|
|
|
|
Income tax expense (benefit) related to other comprehensive income (loss) |
|
|
(439 |
) |
|
|
287 |
|
|
|
|
|
|
|
|
Other comprehensive income (loss), net of income taxes |
|
|
(852 |
) |
|
|
556 |
|
|
|
|
|
|
|
|
Comprehensive income (loss) |
|
$ |
(802 |
) |
|
$ |
6,256 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Per share data: |
|
|
|
|
|
|
|
|
Net income |
|
$ |
0.03 |
|
|
$ |
3.26 |
|
Cash dividends declared |
|
$ |
0.98 |
|
|
$ |
1.08 |
|
Average common shares outstanding |
|
|
1,722,493 |
|
|
|
1,748,489 |
|
See Notes to Consolidated Financial Statements.
109
Comm Bancorp, Inc.
CONSOLIDATED BALANCE SHEETS
(Dollars in thousands, except per share data)
|
|
|
|
|
|
|
|
|
December 31 |
|
2009 |
|
|
2008 |
|
Assets: |
|
|
|
|
|
|
|
|
Cash and due from banks |
|
$ |
23,978 |
|
|
$ |
8,017 |
|
Federal funds sold |
|
|
25,300 |
|
|
|
12,700 |
|
Investment securities available-for-sale |
|
|
108,005 |
|
|
|
80,574 |
|
Loans held for sale, net |
|
|
2,016 |
|
|
|
1,390 |
|
Loans, net of unearned income |
|
|
476,944 |
|
|
|
485,882 |
|
Less: allowance for loan losses |
|
|
10,462 |
|
|
|
5,255 |
|
|
|
|
|
|
|
|
Net loans |
|
|
466,482 |
|
|
|
480,627 |
|
Premises and equipment, net |
|
|
11,616 |
|
|
|
11,753 |
|
Accrued interest receivable |
|
|
2,122 |
|
|
|
2,143 |
|
Other assets |
|
|
17,254 |
|
|
|
6,837 |
|
|
|
|
|
|
|
|
Total assets |
|
$ |
656,773 |
|
|
$ |
604,041 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities: |
|
|
|
|
|
|
|
|
Deposits: |
|
|
|
|
|
|
|
|
Noninterest-bearing |
|
$ |
88,335 |
|
|
$ |
79,674 |
|
Interest-bearing |
|
|
502,448 |
|
|
|
462,617 |
|
|
|
|
|
|
|
|
Total deposits |
|
|
590,783 |
|
|
|
542,291 |
|
Long-term debt |
|
|
8,000 |
|
|
|
|
|
Accrued interest payable |
|
|
1,296 |
|
|
|
1,815 |
|
Other liabilities |
|
|
1,740 |
|
|
|
2,137 |
|
|
|
|
|
|
|
|
Total liabilities |
|
|
601,819 |
|
|
|
546,243 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stockholders equity: |
|
|
|
|
|
|
|
|
Common stock, par value $0.33, authorized 12,000,000 shares, issued and outstanding: 2009, 1,721,007 shares; 2008, 1,730,062 shares |
|
|
568 |
|
|
|
571 |
|
Capital surplus |
|
|
7,966 |
|
|
|
7,694 |
|
Retained earnings |
|
|
45,601 |
|
|
|
47,862 |
|
Accumulated other comprehensive income |
|
|
819 |
|
|
|
1,671 |
|
|
|
|
|
|
|
|
Total stockholders equity |
|
|
54,954 |
|
|
|
57,798 |
|
|
|
|
|
|
|
|
Total liabilities and stockholders equity |
|
$ |
656,773 |
|
|
$ |
604,041 |
|
|
|
|
|
|
|
|
See Notes to Consolidated Financial Statements.
110
Comm Bancorp, Inc.
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS EQUITY
(Dollars in thousands, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other |
|
|
Total |
|
|
|
Common |
|
|
Capital |
|
|
Retained |
|
|
Comprehensive |
|
|
Stockholders |
|
For the Two Years Ended December 31, 2009 |
|
Stock |
|
|
Surplus |
|
|
Earnings |
|
|
Income |
|
|
Equity |
|
Balance, December 31, 2007 |
|
$ |
579 |
|
|
$ |
7,326 |
|
|
$ |
45,353 |
|
|
$ |
1,115 |
|
|
$ |
54,373 |
|
Net income |
|
|
|
|
|
|
|
|
|
|
5,700 |
|
|
|
|
|
|
|
5,700 |
|
Dividends declared: $1.08 per share |
|
|
|
|
|
|
|
|
|
|
(1,886 |
) |
|
|
|
|
|
|
(1,886 |
) |
Dividend reinvestment plan: 10,629 shares issued |
|
|
3 |
|
|
|
470 |
|
|
|
|
|
|
|
|
|
|
|
473 |
|
Repurchase and retirement: 34,189 shares |
|
|
(11 |
) |
|
|
(102 |
) |
|
|
(1,305 |
) |
|
|
|
|
|
|
(1,418 |
) |
Other comprehensive income, net of income taxes |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
556 |
|
|
|
556 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, December 31, 2008 |
|
|
571 |
|
|
|
7,694 |
|
|
|
47,862 |
|
|
|
1,671 |
|
|
|
57,798 |
|
Net income |
|
|
|
|
|
|
|
|
|
|
50 |
|
|
|
|
|
|
|
50 |
|
Dividends declared: $0.98 per share |
|
|
|
|
|
|
|
|
|
|
(1,687 |
) |
|
|
|
|
|
|
(1,687 |
) |
Dividend reinvestment plan: 9,062 shares issued |
|
|
3 |
|
|
|
326 |
|
|
|
|
|
|
|
|
|
|
|
329 |
|
Repurchase and retirement: 18,117 shares |
|
|
(6 |
) |
|
|
(54 |
) |
|
|
(624 |
) |
|
|
|
|
|
|
(684 |
) |
Other comprehensive loss, net of income taxes |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(852 |
) |
|
|
(852 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, December 31, 2009 |
|
$ |
568 |
|
|
$ |
7,966 |
|
|
$ |
45,601 |
|
|
$ |
819 |
|
|
$ |
54,954 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See Notes to Consolidated Financial Statements.
111
Comm Bancorp, Inc.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars in thousands, except per share data)
|
|
|
|
|
|
|
|
|
Year Ended December 31 |
|
2009 |
|
|
2008 |
|
Cash flows from operating activities: |
|
|
|
|
|
|
|
|
Net income |
|
$ |
50 |
|
|
$ |
5,700 |
|
Adjustments to reconcile net income to net cash provided by operating activities: |
|
|
|
|
|
|
|
|
Provision for loan losses |
|
|
10,430 |
|
|
|
1,760 |
|
Depreciation and amortization of premises and equipment |
|
|
882 |
|
|
|
941 |
|
Net amortization of investment securities |
|
|
365 |
|
|
|
159 |
|
Amortization of net loan costs |
|
|
386 |
|
|
|
360 |
|
Amortization of mortgage servicing rights |
|
|
376 |
|
|
|
217 |
|
Deferred income tax benefit |
|
|
(1,623 |
) |
|
|
(376 |
) |
Net gain on sale of investment securities |
|
|
(1,590 |
) |
|
|
|
|
Net gain on sale of loans |
|
|
(1,350 |
) |
|
|
(467 |
) |
Net gain on sale of premises and equipment |
|
|
(294 |
) |
|
|
|
|
Net loss (gain) on sale of foreclosed assets |
|
|
467 |
|
|
|
(12 |
) |
Changes in: |
|
|
|
|
|
|
|
|
Loans held for sale, net |
|
|
724 |
|
|
|
325 |
|
Accrued interest receivable |
|
|
21 |
|
|
|
491 |
|
Other assets |
|
|
(5,480 |
) |
|
|
(255 |
) |
Accrued interest payable |
|
|
(519 |
) |
|
|
507 |
|
Other liabilities |
|
|
272 |
|
|
|
(114 |
) |
|
|
|
|
|
|
|
Net cash provided by operating activities |
|
|
3,117 |
|
|
|
9,236 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
Proceeds from repayments of investment securities available-for-sale |
|
|
10,117 |
|
|
|
70,495 |
|
Proceeds from sale of investment securities available-for-sale |
|
|
56,839 |
|
|
|
|
|
Purchases of investment securities available-for-sale |
|
|
(94,453 |
) |
|
|
(110,978 |
) |
Purchases of investment in residential housing program |
|
|
(818 |
) |
|
|
|
|
Proceeds from sale of premises and equipment |
|
|
509 |
|
|
|
|
|
Purchases of premises and equipment |
|
|
(960 |
) |
|
|
(1,803 |
) |
Proceeds from sale of foreclosed assets |
|
|
1,531 |
|
|
|
137 |
|
Net increase in lending activities |
|
|
(1,542 |
) |
|
|
(16,363 |
) |
|
|
|
|
|
|
|
Net cash used in investing activities |
|
|
(28,777 |
) |
|
|
(58,512 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
Net changes in: |
|
|
|
|
|
|
|
|
Money market, NOW, savings and noninterest-bearing accounts |
|
|
48,392 |
|
|
|
5,666 |
|
Time deposits |
|
|
100 |
|
|
|
45,268 |
|
Proceeds from the issuance of long-term debt |
|
|
8,000 |
|
|
|
|
|
Proceeds from the issuance of common shares |
|
|
329 |
|
|
|
473 |
|
Repurchase and retirement of common shares |
|
|
(684 |
) |
|
|
(1,418 |
) |
Cash dividends paid |
|
|
(1,916 |
) |
|
|
(1,872 |
) |
|
|
|
|
|
|
|
Net cash provided by financing activities |
|
|
54,221 |
|
|
|
48,117 |
|
|
|
|
|
|
|
|
Net increase (decrease) in cash and cash equivalents |
|
|
28,561 |
|
|
|
(1,159 |
) |
Cash and cash equivalents at beginning of year |
|
|
20,717 |
|
|
|
21,876 |
|
|
|
|
|
|
|
|
Cash and cash equivalents at end of year |
|
$ |
49,278 |
|
|
$ |
20,717 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Supplemental disclosures: |
|
|
|
|
|
|
|
|
Cash paid during the period for: |
|
|
|
|
|
|
|
|
Interest |
|
$ |
10,619 |
|
|
$ |
11,960 |
|
Income taxes |
|
|
691 |
|
|
|
1,320 |
|
Noncash items: |
|
|
|
|
|
|
|
|
Transfers of loans to foreclosed assets |
|
|
4,871 |
|
|
|
336 |
|
Unrealized losses (gains) on investment securities available-for-sale, net |
|
$ |
852 |
|
|
$ |
(556 |
) |
See Notes to Consolidated Financial Statements.
112
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands, except per share data)
1. Summary of significant accounting policies:
Nature of operations:
Comm Bancorp, Inc., a bank holding company incorporated under the laws of Pennsylvania, provides a
full range of financial services through its wholly-owned subsidiaries: Community Bank and Trust
Company (Community Bank), including its subsidiaries, Community Leasing Corporation, Comm
Financial Services Corporation and Community Abstract Services, LLC; and Comm Realty Corporation
(collectively, the Company). The Company services its individual and commercial customers through
15 full-service branches and one loan production office located within the Lackawanna, Luzerne,
Monroe, Susquehanna, Wayne and Wyoming counties of Northeastern Pennsylvania.
Community Banks primary product is loans to small- and medium-sized businesses. Other lending
products include one-to-four family residential mortgages and consumer loans. Community Bank
primarily funds its loans by offering certificates of deposit to commercial enterprises and
individuals. Other deposit product offerings include various demand and savings accounts. In
addition, Community Bank provides fiduciary services through its Trust and Wealth Management
Division.
Community Leasing Corporation provides equipment lease financing to small- and middle-market
commercial customers. Comm Financial Services Corporation sells insurance products and services and
provides wealth management services to individuals and small- and medium-sized businesses.
Community Abstract Services, LLC offers title insurance and abstract services to residential and
commercial mortgage loan customers. Comm Realty Corporation holds, manages and sells foreclosed or
distressed assets on behalf of Community Bank. Community Leasing Corporation, Comm Financial
Services Corporation, Community Abstract Services, LLC and Comm Realty Corporation did not meet the
quantitative thresholds for required segment disclosure under United States generally accepted
accounting principles (GAAP).
The Company faces competition primarily from commercial banks, thrift institutions and credit
unions within the Northeastern Pennsylvania market, many of which are substantially larger in terms
of assets and capital. In addition, mutual funds and security brokers compete for various types of
deposits, and consumer, mortgage, leasing and insurance companies compete for various types of
loans and leases. Principal methods of competing for banking and permitted nonbanking services
include price, nature of product, quality of service and convenience of location.
The Company is subject to regulations of certain federal and state regulatory agencies and
undergoes periodic examinations.
113
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
1. Summary of significant accounting policies (continued):
Basis of presentation:
The consolidated financial statements of the Company have been prepared in conformity with GAAP,
Regulation S-X and reporting practices applied in the banking industry. All significant
intercompany balances and transactions have been eliminated in consolidation. The Company also
presents herein condensed parent company only financial information regarding Comm Bancorp, Inc.
(Parent Company). Prior period amounts are reclassified when necessary to conform with the
current years presentation.
The Company has evaluated events and transactions occurring subsequent to the balance sheet date of
December 31, 2009, for items that should potentially be recognized or disclosed in these financial
statements. The evaluation was conducted through the date these financial statements were issued.
Use of estimates and change in accounting estimate:
The preparation of financial statements in conformity with GAAP requires management to make certain
estimates and assumptions. These estimates and
assumptions affect the reported amounts of assets and liabilities and disclosure of contingent
assets and liabilities at the date of the financial statements, as well as the reported amounts of
revenues and expenses during the reporting periods. Significant estimates that are particularly
susceptible to material change in the next year relate to the allowance for loan losses, fair value
of financial instruments, the valuations of real estate acquired through foreclosure, deferred tax
assets and liabilities and intangible assets. Actual results could differ from those estimates.
In the third quarter of 2009, management reevaluated its methodology for determining the adequacy
of the allowance for loan losses. This reevaluation was performed as a result of the rapidly
changing economic conditions in the Companys market area. As part of the reevaluation, management
reduced the number of periods utilized to determine historical loss factors for homogeneous pools
of loans collectively evaluated and measured for impairment under Financial Accounting Standards
Board (FASB) Accounting Standards Codification (ASC) 450, Contingencies, from the most recent
rolling 20 quarters to the most recent rolling eight quarters to better reflect the current credit
environment. This change in accounting estimate was applied prospectively in accordance with FASB
ASC 250, Accounting Changes and Error Corrections. The impact of this change resulted in an
increase in the provision for loan losses charged to operations of $3.6 million in the third
quarter of 2009.
114
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
1. Summary of significant accounting policies (continued):
Management maintains the allowance for loan losses at a level it believes adequate to absorb
probable credit losses related to specifically identified loans, as well as probable incurred
losses inherent in the remainder of the loan portfolio as of the balance sheet dates. The balance
in the allowance for loan losses account is based on past events and current economic conditions.
The Company employs the Federal Financial Institutions Examination Council Interagency Policy
Statement on the Allowance for Loan and Lease Losses as the primary analytical guidance in
assessing the adequacy of the allowance account. This Statement requires adherence to GAAP for
determining the adequacy of the allowance for loan losses account for both financial and regulatory
reporting purposes. Under GAAP, the adequacy of the allowance account is determined based on the
provisions of FASB ASC 310, Receivables, for loans specifically identified to be individually
evaluated for impairment, and the requirements of FASB ASC 450 for large groups of smaller-balance
homogeneous loans to be collectively evaluated for impairment.
The allowance for loan losses account consists of an allocated element and an unallocated element.
The allocated element consists of a specific portion for the impairment of loans individually
evaluated under FASB ASC 310, and a formula portion for the impairment of those loans collectively
evaluated under FASB ASC 450.
Identified loans individually evaluated for impairment under FASB ASC 310 include: (i) loans past
due 90 days or more; (ii) nonaccrual loans;
(iii) restructured loans; and (iv) criticized loans, including regulatory risk ratings of Special
Mention, Substandard, Doubtful and Loss.
A loan is considered impaired when, based on current information and events, it is probable that
the Company will be unable to collect all amounts due according to the contractual terms of the
loan agreement. All amounts due according to the contractual terms means that both the contractual
interest and principal payments of a loan will be collected as scheduled in the loan agreement.
Factors considered by management in determining impairment include payment status, ability to pay
and the probability of collecting scheduled principal and interest payments when due. Loans that
experience insignificant payment delays and payment shortfalls generally are not classified as
impaired. Management determines the significance of payment delays and payment shortfalls on a
case-by-case basis, taking into consideration all of the circumstances surrounding the loan and the
borrower, including the length of the delay, the reasons for the delay, the borrowers prior
payment record, and the amount of the shortfall in relation to the principal and interest owed.
Loans considered impaired under FASB ASC 310 are measured for impairment based on the present value
of expected future cash flows discounted at the loans
effective interest rate or the fair value of the collateral if the loan is collateral dependent. If
the present value of expected future cash flows discounted at the loans effective interest rate or
the fair value of the
collateral, if the loan is collateral dependent, is less than the recorded
investment in the loan, including accrued interest and net deferred loan fees or costs, the Company
will recognize the impairment by adjusting the allowance for loan losses account through charges to
earnings as a provision for loan losses. Identified loans considered not impaired are grouped and
collectively evaluated for impairment under FASB ASC 450.
115
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
1. Summary of significant accounting policies (continued):
Large groups of smaller-balance homogeneous loans and those identified loans considered not
impaired having similar characteristics as these groups are segregated into major pools and are
collectively evaluated, on a pool-by-pool basis, for impairment under FASB ASC 450. Impairment for
each of the major loan pools is determined by applying a total loss factor to the current balance
outstanding for each individual pool. The total loss factor is comprised of a historical loss
factor using the loss migration method plus a qualitative factor, which adjusts the historical loss
factor for changes in trends, conditions and other relevant factors that may affect repayment of
the loans in these pools as of the evaluation date. Loss migration involves determining the
percentage of each pool that is expected to ultimately result in loss based on historical loss
experience. Historical loss factors are based on the ratio of net loans charged-off to loans, net
of unearned income, for each of the major groups of loans evaluated and measured for impairment
under FASB ASC 450. The historical loss factor for each pool is a weighted average of the Companys
historical net charge-off ratio for the most recent rolling eight quarters. A weight of 10.0
percent is applied to the first four quarters in the eight-quarter series and a 15.0 percent weight
is applied to the second or most recent four quarters. Management adjusts these historical loss
factors by a qualitative factor that represents a number of environmental risks that may cause
estimated credit losses associated with the current portfolio to differ from historical loss
experience. These environmental risks include: (i) changes in lending policies and procedures
including underwriting standards and collection, charge-off and recovery practices; (ii) changes in
the composition and volume of the portfolio; (iii) changes in national, local and industry
conditions, including the effects of such changes on the value of underlying collateral for
collateral-dependent loans; (iv) changes in the volume and severity of classified loans, including
past due, nonaccrual, troubled debt restructures and other loan modifications; (v) changes in the
levels of, and trends in, charge-offs and recoveries; (vi) the existence and effect of any
concentrations of credit and changes in the level of such concentrations; (vii) changes in the
experience, ability and depth of lending management and other relevant staff; (viii) changes in the
quality of the loan review system and the degree of oversight by the board
of directors; and (ix) the effect of external factors such as competition and legal and regulatory
requirements on the level of estimated credit losses in the current loan portfolio.
116
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
1. Summary of significant accounting policies (continued):
Loans identified to be collectively evaluated for impairment under FASB ASC 450 are separated into
three major pools in order to determine applicable loss factors. These pools include: (i) loans
with a regulatory risk rating of Special Mention and considered but not identified to be evaluated
and measured for impairment under FASB ASC 310; (ii) loans with a regulatory risk rating of
Substandard and considered but not identified to be evaluated and measured for impairment under
FASB ASC 310; and (iii) loans not considered for evaluation and measurement of impairment under
FASB ASC 310. Specifically, management applies loss factors to pools of loans with a regulatory
risk rating of Special Mention and considered but not identified to be evaluated and measured for
impairment under FASB ASC 310 based on the weighted-average net charge-off ratio, adjusted for
current environmental risks, for the Companys portfolio of loans classified as Special Mention.
Loss factors applied to pools of loans with a regulatory risk rating of Substandard and considered
but not identified to be evaluated and measured for impairment under FASB ASC 310 are based on the
weighted-average net charge-off ratio, adjusted for current environmental risks, for the Companys
portfolio of loans classified as Substandard. Loans not considered for evaluation and measurement
of impairment under FASB ASC 310 are applied a loss factor based on the weighted-average net
charge-off ratio for all loans not considered under FASB ASC 310. The loss factors for each of
these pools are further segmented into major classifications of loan types including: (i)
commercial, financial and others; (ii) real estate-construction, including land development; (iii)
real estate-residential; (iv) real estate-commercial; (v) consumer; and (vi) lease financing.
The unallocated element is used to cover inherent losses that exist as of the evaluation date, but
which have not been identified as part of the allocated allowance using the above impairment
evaluation methodology due to limitations in the process. One such limitation is the imprecision of
accurately estimating the impact current economic conditions will have on historical loss rates.
Variations in the magnitude of impact may cause estimated credit losses associated with the current
portfolio to differ from historical loss experience, resulting in an allowance that is higher or
lower than the anticipated level. Management establishes the unallocated element of the allowance
by considering a number of environmental risks similar to the ones used for determining the
qualitative factors. Management continually monitors trends in historical and qualitative factors,
including trends in the volume, composition and credit quality of
the portfolio. The reasonableness of the unallocated element is evaluated through monitoring trends
in its level to determine if changes from period to period are directionally consistent with
changes in the factors giving rise to the change.
117
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
1. Summary of significant accounting policies (continued):
Management monitors the adequacy of the allocated portion of the allowance quarterly and adjusts
the allowance for any deficiencies through normal operations. This ongoing evaluation reduces
potential differences between estimates and actual observed losses. In addition, the unallocated
portion of the allowance is examined quarterly to ensure that it remains relatively constant in
relation to the total allowance unless there are changes in the related criteria that would
indicate a need to either increase or decrease it. The determination of the allowance for loan
losses level is inherently subjective as it requires estimates that are susceptible to significant
revision as more information becomes available. Management continually monitors the level of the
allowance for loan losses to ensure it is directionally consistent with changes in loss factors,
characteristics and quality of the loan portfolio and economic conditions. However, management
cannot ensure that charge-offs in future periods will not exceed the allowance for loan losses or
that additional increases in the allowance for loan losses will not be required resulting in an
adverse impact on operating results.
As subsequently discussed in this note, in cases where quoted market prices are not available, fair
values of financial instruments are based on estimates using present value or other valuation
techniques which are subject to change.
Real estate acquired in connection with foreclosures or in satisfaction of loans is written-down to
fair value based upon current estimates derived through independent appraisals less cost to sell.
However, proceeds realized from sales may ultimately be higher or lower than those estimates.
Deferred tax assets and liabilities are recognized for the estimated future tax effects of
temporary differences by applying enacted statutory tax rates to differences between the financial
statement carrying amounts and the tax bases of existing assets and liabilities. The amount of
deferred tax assets is reduced, if necessary, to the amount that, based on available evidence, will
more likely than not be realized. As changes in tax laws or rates are enacted, deferred tax assets
and liabilities are adjusted through the provision for income taxes.
118
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
1. Summary of significant accounting policies (continued):
Intangible assets include goodwill. Goodwill is evaluated at least annually for impairment. Any
impairment losses arising from such testing are reported in the income statement in the current
period as a separate line item within operations.
Investment securities:
Investment securities are classified and accounted for as either held-to-maturity,
available-for-sale or trading based on managements intent at the
time of acquisition. Management is required to reassess the appropriateness of the classifications
at each reporting date. The Company does not buy or hold securities principally for the purpose of
selling them in the near term in order to generate profits from market appreciation. Accordingly,
there were no investment securities classified as trading during 2009 or 2008.
Transfers of securities between categories are recorded at fair value at the date of the transfer.
The accounting for the resulting unrealized gains or losses is determined by the category into
which the security is transferred. There were no transfers of securities between categories during
the years ended December 31, 2009 and 2008.
Investment securities are classified as held-to-maturity when management has the positive intent
and ability to hold the securities to maturity. Held-to-maturity securities are stated at cost,
adjusted for amortization of premium and accretion of discount. The Company did not have any
investment securities classified as held-to-maturity at December 31, 2009 and 2008.
All of the Companys investment securities are classified as available-for-sale and are held for
indefinite periods of time for the purpose of implementing managements asset/liability strategies.
The Company may also sell these securities in response to changes in interest rates, prepayment
risk, liquidity requirements or other circumstances identified by management.
Available-for-sale securities are carried at estimated fair value. Unrealized gains and losses, net
of their related income tax effect, are included in other comprehensive income, which is reported
as a separate component of stockholders equity. Estimated fair values for debt securities are
based on quoted market prices from a national pricing service. Community Bank is a member of both
the Federal Home Loan Bank of Pittsburgh (FHLB-Pgh) and the Federal Reserve Bank of Philadelphia
(FRB) and is required to maintain an investment in the capital stock of
each. FHLB-Pgh and FRB stock are restricted equity investment securities as they can only be
redeemed by the issuer at par value. Restricted equity investment securities are carried at cost.
Fair values for marketable equity investment securities of other banks are based on quoted market
prices from active exchange markets. Except for restricted equity investment securities, all of the
Companys investments trade actively in a liquid market.
119
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
1. Summary of significant accounting policies (continued):
Realized gains and losses are computed using the specific identification method and are included in
noninterest income. Premiums are amortized and discounts are accreted over the contractual lives of
investment securities using the interest method.
Except for restricted equity investments, management evaluates each investment security to
determine if a decline in fair value below its amortized cost is other-than-temporary at least
quarterly, and more frequently when economic or market concerns warrant an evaluation. Factors
considered in determining whether an other-than-temporary impairment was incurred include: (i) the
length of time and the extent to which the fair value has been less than the amortized cost; (ii)
the financial condition and near-term prospects of the issuer; and (iii) the intent and ability of
the Company to retain the investment security for a period of time sufficient to allow for any
anticipated recovery in fair value. If a decline is judged to be other-than-temporary, the credit
component of the other-than-temporary impairment would be recognized in earnings and the remaining
portion would be recognized in other comprehensive income. Restricted equity investment securities
are evaluated quarterly for potential other-than-temporary impairment based on: (i) the credit
quality and long-term operating performance of the issuer; (ii) the severity of a decline in the
net assets of the issuer as compared to the capital stock amount of the issuer and length of time
this decline has persisted; (iii) the overall liquidity position of the issuer and their ability to
meet commitments to and redeem stock from its members; and (iv) the effects of legislative and
regulatory changes on the ultimate recoverability of the par value of the issuers capital stock.
Management does not believe an other-than-temporary impairment was incurred on restricted equity
investment securities held by the Company during 2009 and 2008.
Loans held for sale, net:
Loans held for sale consist of one-to-four family residential mortgages originated and intended for
sale in the secondary market. The loans are carried in aggregate at the lower of cost or estimated
market value, based
upon current delivery prices in the secondary mortgage market. Net
unrealized losses are recognized through a valuation allowance by corresponding charges to income.
Gains or losses on the sale of these loans are recognized in noninterest income at the time of sale
using the specific identification method. Loan origination fees, net of certain direct loan
origination costs, are included in net gains or losses upon the sale of the related mortgage loan.
All loans are sold without recourse. The aggregate cost of these loans was lower than their
estimated market value at December 31, 2009 and 2008, accordingly, no valuation allowance was
deemed necessary.
120
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
1. Summary of significant accounting policies (continued):
Loans:
Loans are stated at their outstanding principal balances, net of unearned interest and net deferred
loan fees or costs. Interest income is accrued on
the principal amount outstanding, except for certain scheduled payment loans for which interest is
accrued based on a predetermined amortization schedule. Direct financing leases, included in loans,
are reported at the aggregate of lease payments receivable and estimated residual values, net of
unearned interest. Unearned interest on installment loans and direct financing leases is recognized
over the respective loan terms using the effective interest method. Loan origination fees, net of
certain direct loan origination costs, are deferred and recognized over the contractual life of the
related loan as an adjustment to yield using the effective interest method. Delinquency fees are
recognized in income when chargeable,
assuming collectibility is reasonably assured. For direct financing leases, residual values are
reviewed periodically for other-than-temporary impairment, with valuation adjustments, if any,
included in noninterest expense. Any gain or loss realized upon disposal of equipment returned at
the end of the lease term is included in noninterest income or noninterest expense.
Nonperforming assets:
Nonperforming assets consist of nonperforming loans and foreclosed assets. Nonperforming loans
include nonaccrual loans, restructured loans and accruing loans past due 90 days or more. Past due
status is based on
contractual terms of the loan. Generally, a loan is classified as nonaccrual when it is determined
that the collection of all or a portion of interest or principal is doubtful or when a default of
interest or principal has existed for 90 days or more, unless the loan is well secured and in the
process of collection. When a loan is placed on nonaccrual, interest accruals discontinue and
uncollected accrued interest is reversed against income in the current period. Interest collections
after a loan has been placed on nonaccrual status are credited to a suspense account until
either the loan is returned to performing status or charged-off. The interest accumulated in the
suspense account is credited to income if the nonaccrual loan is returned to performing status.
However, if the nonaccrual loan is charged-off, the accumulated interest is applied as a reduction
to principal at the time the loan is charged-off. A nonaccrual loan is returned to performing
status when the loan is current as to principal and interest and has performed according to the
contractual terms for a minimum of six months.
121
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
1. Summary of significant accounting policies (continued):
Restructured loans are loans with original terms, interest rate, or both, that have been modified
as a result of a deterioration in the borrowers financial condition. Interest income on
restructured loans is recognized when earned, using the interest method.
The Company recognizes interest income on impaired loans, including the recording of cash receipts,
based on its policy for nonaccrual, restructured loans or accruing loans depending on the status of
the impaired loan.
Foreclosed assets are comprised of properties acquired through foreclosure proceedings or
acceptance of a deed-in-lieu of foreclosure and loans classified as in-substance foreclosures. The
Company includes such properties in other assets. A loan is classified as in-substance foreclosure
when the Company has taken possession of the collateral regardless of whether formal foreclosure
proceedings take place. Foreclosed assets are recorded at fair value less cost to sell at the time
of acquisition. Any excess of the loan balance over the recorded value is charged to the allowance
for loan losses. Subsequent declines in the recorded values of the properties prior to their
disposal and cost to maintain the assets are included in other expenses. No allowance has been
established subsequent to the acquisition of foreclosed assets during 2009 or 2008. Any gain or
loss realized upon disposal of foreclosed assets is included in noninterest income or noninterest
expense. The historical average holding period for such properties is less than 12 months.
Allowance for loan losses:
The allowance for loan losses account is maintained through a provision for loan losses charged to
earnings. Loans, or portions of loans, determined to be confirmed losses are charged against the
allowance account and subsequent recoveries, if any, are credited to the account. A loss is
considered confirmed when information available at the financial statement date indicates the loan,
or a portion thereof, is determined to be uncollectible. Nonaccrual, restructured and large
delinquent commercial and
real estate loans are reviewed monthly to determine if carrying value reductions are warranted or
if these classifications should be changed. Consumer loans are considered losses when they are 120
days past due, except those expected to be recovered through insurance or collateral disposition
proceeds.
122
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
1. Summary of significant accounting policies (continued):
Management evaluates the adequacy of the allowance for loan losses account quarterly. Identified
loans individually evaluated for impairment under FASB ASC 310 are reviewed to determine if
impairment exists or if the level of impairment has changed. Historical loss factors and
qualitative factors are updated and used to estimate the level of impairment for loans collectively
evaluated under FASB ASC 450. Based on these evaluations, the allowance for loan losses account is
adjusted through the provision for loan losses in the current period.
Off-balance sheet financial instruments:
In the ordinary course of business, the Company has entered into off-balance sheet financial
instruments consisting of commitments to extend credit, unused portions of lines of credit and
commercial letters of credit. These financial instruments are recorded in the financial statements
when they are exercised. Fees on commercial letters of credit and on unused, available lines of
credit are recorded as service charges, fees and commissions and are included in noninterest income
when earned.
Premises and equipment, net:
Land is stated at cost. Premises, equipment and leasehold improvements are stated at cost less
accumulated depreciation and amortization. The cost of routine maintenance and repairs is expensed
as incurred. The cost of major replacements, renewals and betterments is capitalized. When assets
are retired or otherwise disposed of, the cost and related accumulated depreciation and
amortization are eliminated and any resulting gain or loss
is reflected in noninterest income or noninterest expense. Depreciation and
amortization are computed principally using the straight-line method based on the following
estimated useful lives of the related assets, or in the case of leasehold improvements, to the
expected terms of the leases, if shorter:
|
|
|
|
|
Premises |
|
15-45 years |
|
Equipment |
|
3-10 years |
|
Leasehold improvements |
|
15 years |
|
123
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
1. Summary of significant accounting policies (continued):
Mortgage servicing rights:
Mortgage servicing rights are recognized as a separate asset when generated through sales of loan
originations. For sales of mortgage loans prior to January 1, 2007, a portion of the cost of the
loan was allocated to the servicing rights based on relative fair values. The Company adopted FASB
ASC 860-50 on January 1, 2007, and for sales of mortgage loans beginning in 2007 servicing rights
are initially recorded at fair value at the date of transfer. Mortgage servicing rights are
included in other assets and are amortized into noninterest income in proportion to, and over the
period of, the estimated future net servicing income of the underlying mortgage loans. In addition,
mortgage servicing rights are evaluated for impairment at each reporting date based on the fair
value of those rights. To determine the fair value, the Company estimates the present value of
future cash flows incorporating assumptions such as cost of servicing, discount rates, prepayment
speeds and default rates. For purposes of measuring impairment, the rights are stratified by loan
type, term and interest rate. The amount of impairment recognized, through a valuation allowance,
is the amount by which the mortgage servicing rights for a stratum exceed their fair value.
Intangible assets:
Goodwill is included in other assets, and as required by GAAP, tested for impairment annually or
when circumstances arise indicating impairment has occurred. Any impairment losses arising from
such testing are reported in the income statement as a separate line item within operations. There
were
no impairment losses recognized as a result of periodic impairment testing in 2009 and 2008.
Trust and wealth management assets:
Assets held in a fiduciary or agency capacity for customers are not included in the accompanying
consolidated balance sheets since they are not the Companys assets. Fees associated with providing
trust and wealth management services are recorded on a cash basis, which is not materially
different than if reported on an accrual basis, and are included in noninterest income.
Statements of Cash Flows:
The Consolidated Statements of Cash Flows are presented using the indirect method. For the purpose
of cash flow, cash and cash equivalents include cash on hand, cash items in the process of
collection, noninterest-bearing deposits with other banks, balances with the FRB and FHLB-Pgh and
federal funds sold. Federal funds sold are highly-liquid investments sold for one-day periods.
124
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
1. Summary of significant accounting policies (continued):
Fair value of financial instruments:
The Company uses fair value measurements to record fair value adjustments to certain assets and
liabilities and to determine fair value disclosure under GAAP. Fair value estimates are calculated
for existing financial instruments without attempting to estimate the value of anticipated future
business and the value of certain assets and liabilities that are not considered financial.
Accordingly, such assets and liabilities are excluded from disclosure requirements. For example, no
benefit is recorded for the value of low-cost funding subsequently discussed. In addition,
Community Banks Trust and Wealth Management Division contributes fee income annually. Trust assets
and liabilities are not considered financial instruments for this disclosure, and their values have
not been incorporated into the fair value estimates.
The Companys assets that were considered financial instruments approximated 95.7 percent of total
assets at December 31, 2009, and 97.0 percent of total assets at December 31, 2008. Liabilities
that were considered financial instruments approximated 99.7 percent of total liabilities at
December 31, 2009, and 99.6 percent of total liabilities at December 31, 2008.
In accordance with FASB ASC 820, Fair Value Measurements and Disclosures, the fair value of a
financial instrument is the price that would be received to sell an asset or transfer a liability
in an orderly transaction between market participants at the measurement date. Fair value is best
determined based upon quoted market prices. In cases where quoted market prices are not available,
fair values are based on estimates using present value or other valuation techniques. Those
techniques are significantly affected by the assumptions used, including the discount rate and
estimates of future cash flows. In that regard, the derived fair value estimates cannot be
substantiated by comparison to independent markets. In many cases, these values cannot be realized
in immediate settlement of the instrument.
Current fair value guidance provides a consistent definition of fair value, which focuses on exit
price in an orderly transaction that is not a forced liquidation or distressed sale between
participants at the measurement date under current market conditions. If there has been a
significant decrease in the volume and level of activity for the asset or liability, a change in
valuation technique or the use of multiple valuation techniques may be appropriate. In such
instances, determining the price at which willing market participants would transact at the
measurement date under current
market conditions depends on the facts and circumstances and requires the use of significant
judgment. The fair value is a reasonable point within the range that is most representative of fair
value under current market conditions.
125
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
1. Summary of significant accounting policies (continued):
In accordance with GAAP, the Company groups its assets and liabilities generally measured at fair
value into three levels based on market information or other fair value estimates in which the
assets and liabilities are traded or valued and the reliability of the assumptions used to
determine fair value. These levels include:
|
|
|
Level 1: Unadjusted quoted prices of identical assets or liabilities in active
markets that the entity has the ability to access as of the measurement date. |
|
|
|
|
Level 2: Significant other observable inputs other than Level 1 prices such as
quoted prices for similar assets or liabilities; quoted prices in markets that are not
active; or other inputs that are observable or can be corroborated by observable market
data. |
|
|
|
|
Level 3: Significant unobservable inputs that reflect a reporting entitys own
assumptions about the assumptions that market participants would use in pricing an asset
or liability. |
An assets or liabilitys level within the fair value hierarchy is based on the lowest level of
input that is significant to the fair value measurement.
The following methods and assumptions were used by the Company to construct the summary table in
Note 11 containing the fair values and related carrying amounts of financial instruments:
Cash and cash equivalents: The carrying values of cash and cash equivalents as reported on the
balance sheet approximate fair value.
Investment securities available-for-sale: The fair value of marketable equity securities are based
on quoted market prices from active exchange markets. The fair value of debt securities are based
on pricing from a matrix pricing model. The carrying values of restricted equity securities
approximate fair value.
Loans held for sale, net: The fair value of loans held for sale, net, are based on quoted market
prices.
126
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
1. Summary of significant accounting policies (continued):
Net loans: For adjustable-rate loans that reprice immediately and with no significant credit risk,
fair values are based on carrying values. The fair
values of other nonimpaired loans are estimated using discounted cash flow analysis, using interest
rates currently offered in the market for loans with similar terms to borrowers of similar credit
risk. Fair values for impaired loans are estimated using discounted cash flow analysis determined
by the loan review function or underlying collateral values, where applicable.
Mortgage servicing rights: The fair value of mortgage servicing rights is based on observable
market prices when available or the present value of future cash flows when not available.
Accrued interest receivable: The carrying value of accrued interest receivable as reported on the
balance sheet approximates fair value.
Deposits without stated maturities: The fair value of noninterest-bearing deposits and savings, NOW
and money market accounts is the amount payable on demand at the reporting date. The fair value
estimates do not include the benefit that results from such low-cost funding provided by the
deposit liabilities compared to the cost of borrowing funds in the market.
Deposits with stated maturities: The carrying value of adjustable-rate, fixed-term time deposits
approximates their fair value at the reporting date. For fixed-rate time deposits, the present
value of future cash flows
is used to estimate fair value. The discount rates used are the current rates offered for time
deposits with similar maturities.
Long-term debt: The fair value of fixed-rate long-term debt is based on the present value of future
cash flows. The discount rate used is the current rates offered for long-term debt with the same
maturity.
Accrued interest payable: The carrying value of accrued interest payable as reported on the balance
sheet approximates fair value.
Off-balance sheet financial instruments: The majority of commitments to extend credit, unused
portions of lines of credit and commercial letters of credit carry current market interest rates if
converted to loans. Because such commitments are generally unassignable by either the Company or
the borrower, they only have value to the Company and the borrower. None of the commitments are
subject to undue credit risk. The estimated fair values of off-balance sheet financial instruments
are based on fees currently charged to enter into similar agreements, taking into account the
remaining terms of the agreements and the counterparties credit standing. The fair value of
off-balance sheet financial instruments was not material at December 31, 2009 and 2008.
127
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
1. Summary of significant accounting policies (continued):
Comprehensive income (loss):
The components of comprehensive income and their related tax effects are reported in the
Consolidated Statements of Income and Comprehensive Income (Loss). The accumulated other
comprehensive income included in the Consolidated Statements of Changes in Stockholders Equity
relates entirely to the net unrealized gains and losses on available-for-sale securities.
Advertising costs:
Advertising costs are expensed as incurred and totaled $625 in 2009 and $675 in 2008.
Other expenses:
Items included in other expenses on the Consolidated Statements of Income and Comprehensive Income
(Loss), which exceeded 1.0 percent of the aggregate of total interest income and noninterest
income, are summarized as follows:
|
|
|
|
|
|
|
|
|
For the year ended December 31, |
|
2009 |
|
|
2008 |
|
Appraisal fees |
|
$ |
433 |
|
|
$ |
247 |
|
Deposit insurance |
|
|
1,445 |
|
|
|
72 |
|
Loan collection expense |
|
$ |
528 |
|
|
$ |
260 |
|
Income taxes:
The Company accounts for income taxes in accordance with FASB ASC 740, Income Taxes. On January
1, 2007, the Company adopted the recent accounting guidance related to accounting for uncertainty
in income taxes, which sets out a consistent framework to determine the appropriate level of tax
reserves to maintain for uncertain tax positions.
The Company recognizes the current and deferred tax consequences of all transactions that have been
recorded in the financial statements using the provisions of the enacted tax laws. The Company and
its subsidiaries file a consolidated federal income tax return. The subsidiaries provide for income
taxes on a separate return basis, and remit amounts determined to be currently payable to the
Company.
As applicable, the Company recognizes accrued interest and penalties assessed as a result of an
Internal Revenue Service (IRS) examination through income tax expense. The Company files income
tax returns in the United States of America and various states jurisdictions. The Company is no
longer subject to federal and state income tax examinations by taxing authorities for years before
2006.
128
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
1. Summary of significant accounting policies (continued):
Earnings per common share:
The Company had no dilutive potential common shares outstanding during the two-year period ended
December 31, 2009, therefore, the per share data presented on the face of the Consolidated
Statements of Income and Comprehensive Income (Loss) relates to basic per share amounts.
Recent accounting standards:
During 2009, the FASB launched the FASB ASC as the single source of authoritative nongovernmental
GAAP. The ASC was effective for interim and annual periods ending after September 15, 2009. The ASC
does not change GAAP. Instead, it takes all individual pronouncements that currently comprise GAAP
and reorganizes them into approximately 90 accounting Topics, and displays all Topics using a
consistent structure. Changes to the ASC subsequent to June 30, 2009, are referred to as Accounting
Standards Updates (ASU).
On June 30, 2009, the FASB issued ASU 2009-01, Topic 105 Generally Accepted Accounting
Principles, amendments based on Statement of Financial Accounting Standards No. 168 The FASB
Accounting Standards CodificationÔ and the Hierarchy of Generally Accepted
Accounting Principles. This ASU amends the FASB ASC for the issuance of FASB Statement of
Financial Accounting Standards (SFAS) No. 168, The FASB Accounting Standards
CodificationÔ and the Hierarchy of Generally Accepted Accounting Principles. This
ASU includes FASB SFAS No. 168 in its entirety. ASU 2009-01 was effective for interim and annual
periods ending after September 15, 2009. The adoption of ASU 2009-01 had no effect on the operating
results or the financial position of the Company.
On August 26, 2009, the FASB issued ASU 2009-05, Fair Value Measurements and Disclosures (Topic
820): Measuring Liabilities at Fair Value. ASU 2009-05 provides guidance on the fair value
measurement of liabilities. When a quoted price in an active market for the identical liability is
not available, a reporting entity is required to measure fair value using one or more of the
following valuation techniques: (i) the quoted price of an identical liability when traded as an
asset; (ii) quoted prices for similar liabilities or similar liabilities when traded as assets; or
(iii) another valuation technique consistent with the principles of FASB ASC 820 such as an income
approach or a market approach. ASU 2009-05 is effective for the first reporting period, including
interim periods, beginning after issuance. The adoption of ASU 2009-05 on October 1, 2009, did not
have a material effect on the operating results or financial position of the Company.
129
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
1. Summary of significant accounting policies (continued):
On September 30, 2009, the FASB issued ASU 2009-12, Fair Value Measurements and Disclosures (Topic
820): Investments in Certain Entities That Calculate Net Asset Value per Share or Its Equivalent.
ASU 2009-12 allows an entity to measure the fair value of an investment that has no readily
determinable fair value on the basis of the investees net asset value per share as provided by the
investee. This allowance assumes that the investee has calculated net asset value in accordance
with the GAAP measurement principles of FASB ASC 946, Financial Services Investment Companies,
as of the entitys measurement date. Examples of such investments include hedge, private equity,
real estate and venture capital funds. ASU 2009-12 also provides guidance on how the investment
should be classified within the fair value hierarchy based on the value for which the investment
can be redeemed. ASU 2009-12 is effective for interim and annual periods ending after December 15,
2009, with early adoption permitted. The adoption of this ASU on October 1, 2009, did not have a
material effect on the operating results or financial position of the Company.
On December 23, 2009, the FASB issued ASU 2009-16, Transfers and Servicing (Topic 860): Accounting
for Transfers of Financial Assets. ASU 2009-16 amends the Codification for the issuance of SFAS
No. 166, Accounting for Transfers of Financial Assets an Amendment of SFAS No. 140. The
amendments in ASU 2009-16 improve financial reporting by eliminating the exceptions for qualifying
special-purpose entities from the consolidation guidance, and the exception that permitted sale
accounting for certain mortgage securitizations when a transferor has not surrendered control over
the financial assets. In addition, the amendments require enhanced disclosures about the risks that
a transferor continues to be exposed to because of its continuing involvement in transferred
financial assets. Comparability and consistency in accounting for transferred financial assets will
also be improved through clarifications of the requirements for isolation and limitations on
portions of financial assets that are eligible for sale accounting. ASU 2009-16 is effective for
fiscal years beginning after November 15, 2009. Early application is not permitted. The adoption of
ASU 2009-16 on January 1, 2010, is not expected to have a material effect on the operating results
or financial position of the Company.
On December 23, 2009, the FASB issued ASU 2009-17, Consolidations (Topic 810): Improvements to
Financial Reporting by Enterprises Involved with Variable Interest Entities. ASU 2009-17 amends
the Codification for the issuance of SFAS No. 167, Amendments to FASB Interpretation No. 46(R).
The amendments in this ASU replace the quantitative-based risk and rewards calculation for
determining which reporting entity, if any, has a controlling financial interest in a variable
interest entity with an approach focused on identifying which reporting entity has the power to
direct the activities of a variable interest entity that most significantly
impacts the entitys economic performance and (i) the obligation to absorb losses of the entity or
(ii) the right to receive benefits from the entity. An approach that is expected to be primarily
qualitative will be more effective for identifying which reporting entity has a controlling
financial interest in a variable interest entity. The amendments in ASU 2009-17 also require
additional disclosures about a reporting entitys involvement in variable interest entities, which
will enhance the information provided to users of financial statements. ASU 2009-17 is effective
for the fiscal years beginning after November 15, 2009. Early application is not permitted. The
adoption of this ASU on January 1, 2010, is not expected to have a material effect on the operating
results or financial position of the Company.
130
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
1. Summary of significant accounting policies (continued):
On January 5, 2010, the FASB issued ASU 2010-01, Equity (Topic 505): Accounting for Distributions
to Shareholders with Components of Stock and Cash. The amendments in ASU 2010-01 clarify that the
stock portion of a distribution to shareholders that allows them to elect to receive cash or stock
with a potential limitation on the total amount of cash that all shareholders can elect to receive
in the aggregate is considered a share issuance that is reflected in earnings per share
prospectively and is not a stock dividend. ASU 2010-01 codifies the consensus reached in Emerging
Issues Task Force Issue No. 09-E, Accounting for Stock Dividends, Including Distributions to
Shareholders with Components of Stock and Cash. ASU 2010-01 is effective for interim and annual
periods ending on or after December 15, 2009, and should be applied on a retrospective basis. The
adoption of ASU 2010-01 on December 31, 2009, did not have a material effect on the operating
results or financial position of the Company.
On January 6, 2010, FASB issued ASU 2010-02, Consolidation (Topic 810): Accounting and Reporting
for Decreases in Ownership of a Subsidiary A Scope Clarification. ASU 2010-02 clarifies that the
scope of the decrease in ownership provisions of Subtopic 810-10 and related guidance applies to:
(i) a subsidiary or group of assets that is a business or nonprofit activity; (ii) a subsidiary
that is a business or nonprofit activity that is transferred to an equity method investee or joint
venture; and (iii) an exchange of a group of assets that constitutes a business or nonprofit
activity for a noncontrolling interest in an entity, including an equity method investee or joint
venture. ASU 2010-02 also clarifies that the decrease in ownership guidance in Subtopic 810-10 does
not apply to sales of in-substance real estate and conveyances of oil and gas mineral rights, even
if these transfers involve businesses. The amendments in ASU 2010-02 expand the disclosure
requirements about deconsolidation of a subsidiary or derecognition of a group of assets to
include: (i) the valuation techniques used to measure the fair value of any retained investment;
(ii) the nature of any continuing involvement with the subsidiary or entity acquiring the
group of assets; and (iii) whether the transaction that resulted in the deconsolidation or
derecognition was with a related party or whether the former subsidiary or entity acquiring the
assets will become a related party after the transaction. ASU 2010-02 is effective beginning in the
period that an entity adopts SFAS No. 160, Noncontrolling Interests in Consolidated Financial
Statements an Amendment of Accounting Research Bulletin 51, now included in FASB ASC 810-10. The
amendments in the ASU should be applied retrospectively to the first period that an entity adopts
SFAS No. 160. The adoption of ASU 2010-02 on January 1, 2009, did not have a material effect on the
operating results or financial position of the Company.
131
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
1. Summary of significant accounting policies (continued):
On January 21, 2010, the FASB issued ASU 2010-06, Fair Value Measurements and Disclosures (Topic
820): Improving Disclosures about Fair Value Measurements. ASU 2010-06 requires some new
disclosures and clarifies some existing disclosure requirements about fair value measurement as set
forth in FASB ASC 820-10. The FASBs objective is to improve these disclosures in order to improve
the transparency in financial reporting. Specifically, ASU 2010-06 amends FASB ASC 820-10 to now
require: (i) a reporting entity to disclose separately the amounts of significant transfers in and
out of Level 1 and Level 2 fair value measurements and describe the reasons for the transfers; and
(ii) in the reconciliation for fair value measurements using significant unobservable inputs, a
reporting entity should present separately information about purchases, sales, issuances and
settlements. In addition, ASU 2010-06 clarifies the requirements of the following existing
disclosures: (i) for purposes of reporting fair value measurement for each class of assets and
liabilities, a reporting entity needs to use judgement in determining the appropriate classes of
assets and liabilities; and (ii) a reporting entity should provide disclosures about the valuation
techniques and inputs used to measure fair value for both recurring and nonrecurring fair value
measurements. ASU 2010-06 is effective for interim and annual reporting periods beginning after
December 15, 2009, except for disclosure about purchases, sales, issuances and settlements in the
roll forward of activity in Level 3 fair value measurements. Those disclosures are effective for
fiscal years beginning after December 15, 2010, and for interim periods within those fiscal years.
Early adoption is permitted. The adoption of ASU 2010-06 on January 1, 2010, is not expected to
have a material effect on the operating results or financial position of the Company.
132
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
1. Summary of significant accounting policies (continued):
On February 24, 2010, the FASB issued ASU 2010-09, Subsequent Events (Topic 855): Amendments to
Certain Recognition and Disclosure Requirements. ASU 2010-09 clarifies which entities are required
to evaluate subsequent events through the date the financial statements are issued and the scope of
subsequent event disclosures. In order to alleviate
potential conflicts with the Securities and Exchange Commission (SEC) guidance, ASU 2010-09
removes the requirement for an SEC filer to disclose the date through which subsequent events have
been evaluated in both issued and revised financial statements. The ASU also clarifies that revised
financial statements for a non SEC filer should disclose both the date the financial statements
were issued or available to be issued and the date the revised financial statements were issued or
available to be issued. ASU 2010-09 was effective upon issuance. The adoption of ASU 2010-09 on
February 24, 2010, is not expected to have a material effect on the operating results or financial
position of the Company.
On March 5, 2010, the FASB issued ASU 2010-11, Derivatives and Hedging (Topic 815): Scope
Exception Related to Embedded Credit Derivatives. ASU 2010-11 clarifies the type of credit
derivative that is exempt from embedded derivative bifurcation requirements. According to ASU
2010-11, the only form of embedded credit derivative that qualifies for the exemption is one that
is related to the subordination of one financial instrument to another. Entities that have
contracts containing an embedded credit derivative feature in a form other than such subordination
may need to separately account for the embedded credit derivative feature. ASU 2010-11 is
effective for fiscal quarters beginning after June 15, 2010, with early adoption permitted. The
adoption of ASU 2010-11 on July 1, 2010, is not expected to have a material effect on the operating
results or financial position of the Company.
2. Cash and due from banks:
The Federal Reserve Act, as amended, imposes reserve requirements on all member depository
institutions. The Companys required reserve balances, which were satisfied through the restriction
of vault cash, were $3,783 and $4,200 at December 31, 2009 and 2008, respectively. These reserve
requirements averaged $4,308 in 2009 and $4,158 in 2008.
133
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
3. Investment securities:
All investment securities were classified as available-for-sale for the years ended December 31,
2009 and 2008. The amortized cost and fair value of available-for-sale securities aggregated by
investment category at December 31, 2009 and 2008, are summarized as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortized |
|
|
Unrealized |
|
|
Unrealized |
|
|
Fair |
|
December 31, 2009 |
|
Cost |
|
|
Gains |
|
|
Losses |
|
|
Value |
|
State and municipals |
|
$ |
25,343 |
|
|
$ |
1,520 |
|
|
$ |
1 |
|
|
$ |
26,862 |
|
Mortgage-backed securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Government agencies |
|
|
78,537 |
|
|
|
17 |
|
|
|
399 |
|
|
|
78,155 |
|
U.S. Government-sponsored enterprises |
|
|
208 |
|
|
|
12 |
|
|
|
|
|
|
|
220 |
|
Equity securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restricted |
|
|
2,537 |
|
|
|
|
|
|
|
|
|
|
|
2,537 |
|
Other |
|
|
139 |
|
|
|
94 |
|
|
|
2 |
|
|
|
231 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
106,764 |
|
|
$ |
1,643 |
|
|
$ |
402 |
|
|
$ |
108,005 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortized |
|
|
Unrealized |
|
|
Unrealized |
|
|
Fair |
|
December 31, 2008 |
|
Cost |
|
|
Gains |
|
|
Losses |
|
|
Value |
|
State and municipals |
|
$ |
44,873 |
|
|
$ |
2,288 |
|
|
$ |
154 |
|
|
$ |
47,007 |
|
Mortgage-backed securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Government agencies |
|
|
31,654 |
|
|
|
359 |
|
|
|
56 |
|
|
|
31,957 |
|
U.S. Government-sponsored enterprises |
|
|
262 |
|
|
|
7 |
|
|
|
|
|
|
|
269 |
|
Equity securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restricted |
|
|
1,116 |
|
|
|
|
|
|
|
|
|
|
|
1,116 |
|
Other |
|
|
137 |
|
|
|
90 |
|
|
|
2 |
|
|
|
225 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
78,042 |
|
|
$ |
2,744 |
|
|
$ |
212 |
|
|
$ |
80,574 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net unrealized holding gains and losses on available-for-sale securities are included as a
separate component in stockholders equity. The Company had net unrealized holding gains of $819,
net of deferred income taxes of $422, at December 31, 2009, and $1,671, net of deferred income
taxes of $861, at December 31, 2008. Proceeds from the sale of available-for-sale investment
securities amounted to $56,839 in 2009. Gross gains of $1,591 and gross losses of $1 were realized
on the sale of securities in 2009. The income tax provision applicable to net realized gains
amounted to $541 in 2009. There were no sales of investment securities in 2008. As a result, the
Company recorded no gains or losses which were required to be reclassified out of other
comprehensive income and into noninterest income for the year ended December 31, 2008.
134
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
3. Investment securities (continued):
The fair value and gross unrealized losses of available-for-sale securities with unrealized losses
for which an other-than-temporary impairment has not been recognized at December 31, 2009 and 2008,
aggregated by investment category and length of time that the individual securities have been in a
continuous unrealized loss position, are summarized as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Less than 12 months |
|
|
12 months or more |
|
|
Total |
|
|
|
Fair |
|
|
Unrealized |
|
|
Fair |
|
|
Unrealized |
|
|
Fair |
|
|
Unrealized |
|
December 31, 2009 |
|
Value |
|
|
Losses |
|
|
Value |
|
|
Losses |
|
|
Value |
|
|
Losses |
|
State and municipals |
|
$ |
686 |
|
|
$ |
1 |
|
|
|
|
|
|
|
|
|
|
$ |
686 |
|
|
$ |
1 |
|
Mortgage-backed securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Government agencies |
|
|
30,651 |
|
|
|
399 |
|
|
|
|
|
|
|
|
|
|
|
30,651 |
|
|
|
399 |
|
U.S. Government-sponsored enterprises |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restricted |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other |
|
|
|
|
|
|
|
|
|
$ |
7 |
|
|
$ |
2 |
|
|
|
7 |
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
31,337 |
|
|
$ |
400 |
|
|
$ |
7 |
|
|
$ |
2 |
|
|
$ |
31,344 |
|
|
$ |
402 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Less than 12 months |
|
|
12 months or more |
|
|
Total |
|
|
|
Fair |
|
|
Unrealized |
|
|
Fair |
|
|
Unrealized |
|
|
Fair |
|
|
Unrealized |
|
December 31, 2008 |
|
Value |
|
|
Losses |
|
|
Value |
|
|
Losses |
|
|
Value |
|
|
Losses |
|
State and municipals |
|
$ |
4,102 |
|
|
$ |
154 |
|
|
|
|
|
|
|
|
|
|
$ |
4,102 |
|
|
$ |
154 |
|
Mortgage-backed securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Government agencies |
|
|
6,071 |
|
|
|
56 |
|
|
|
|
|
|
|
|
|
|
|
6,071 |
|
|
|
56 |
|
U.S. Government-sponsored enterprises |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restricted |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other |
|
|
7 |
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
7 |
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
10,180 |
|
|
$ |
212 |
|
|
|
|
|
|
|
|
|
|
$ |
10,180 |
|
|
$ |
212 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31, 2009, the Company had 111 investment securities, consisting of 89
tax-exempt state and municipal obligations, 13 mortgage-backed securities, including collateralized
mortgage obligations, and two restricted and seven marketable equity securities. There were eight
investment securities in an unrealized loss position at December 31, 2009, including one tax-exempt
state and municipal obligation, six mortgage-backed securities and one marketable equity security.
Except for the marketable equity security, there were no securities that were in a continuous
unrealized loss position for 12 months or more. Community Bank holds all of the Companys debt
securities and is a state member bank of the Federal Reserve System which imposes strict
limitations and restrictions on the types of securities that may be acquired. As a result,
securities held are Bank Quality Investment grade, defined as bearing a credit quality rating of
Baa or higher from Moodys or BBB or higher from Standard and Poors rating services, and are
readily marketable, but are still subject to price fluctuations because of changes in interest
rates. The decline in the fair value below the amortized cost basis of each of the debt securities was attributable to changes in interest rates and was not indicative of a
downgrade in the credit quality of the issuer. Management does not consider the unrealized losses,
as a result of changes in interest rates, to be other-than-temporary based on historical evidence that indicates the cost
of these securities is recoverable within a reasonable period of time in relation to normal
cyclical changes in the market rates of interest.
135
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
3. Investment securities (continued):
Tax-exempt state and municipal securities consisted entirely of insured general obligation bonds at
December 31, 2009. The duration of the unrealized loss position for the tax-exempt state and
municipal security having an unrealized loss at December 31, 2009, was less than 12 months. The
insured general obligations have a credit quality rating of AAA and are secured by the unlimited
taxing power of the issuer and are further safeguarded against default by the unconditional
guarantee of an insurance company over the term of the bond to pay the bondholder any principal or
interest that is due on a stated maturity date not paid by the issuer. Because there has been no
material change in the credit quality of the issuer or other events or circumstances that may cause
a significant adverse impact on the fair value of this security, and management does not intend to
sell the security and it is unlikely that the Company will be required to sell the security before
recovery of their amortized cost bases, which may be maturity, the Company does not consider the
unrealized loss to be an other-than-temporary impairment at December 31, 2009.
Mortgage-backed securities consisted of obligations of the Federal National Mortgage Association, a
federally-sponsored enterprise of the U.S. Government, and Government National Mortgage Association
(GNMA) federal agency bonds which are direct obligations of the U.S. Government. The six
mortgage-backed securities that were in an unrealized loss position at December 31, 2009, were GNMA
securities, which are backed by the full faith and credit of the U.S. Government and thus are
considered to have no risk of default. The unrealized loss position for each of these six bonds was
less than 12 months. The unrealized losses at December 31, 2009, are not considered to be
other-than-temporary because they were a direct result of interest rate fluctuations and management
does not intend to sell the securities and it is unlikely that the Company will be required to sell
the securities before recovery of their amortized cost bases, which may be maturity.
Marketable equity securities are held by the Parent Company and consist of common stocks of
commercial banks. At December 31, 2009, the market value of common stock held in Wells Fargo and
Company was below its amortized
cost basis of $7. This common stock was originally held in Wachovia Corporation, which was acquired
by Wells Fargo and Company after the close of business on December 31, 2008. Wells Fargo and
Company had a credit rating of AA and was categorized as well capitalized under regulatory
capital guidelines at year-end 2009. The Company does not consider the unrealized loss to be
other-than-temporary because it was directly related to the financial weakness of the former
issuer. At the current time, management does not intend to sell, and it is unlikely that management
will have to sell the security as the entire amortized cost basis is expected to be recovered.
136
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
3. Investment securities (continued):
Investment securities with an amortized cost of $58,751 at December 31, 2009, and $31,917 at
December 31, 2008, were pledged to secure deposits, to
qualify for fiduciary powers and for other purposes required or permitted by law. The fair value of
these securities was $58,384 at December 31, 2009, and $32,226 at December 31, 2008.
The maturity distribution of the fair value, which is the net carrying amount, of the debt
securities classified as available-for-sale at December 31, 2009, is summarized in the table that
follows. The distributions are based on contractual maturity with the exception of mortgage-backed
securities. Mortgage-backed securities have been presented based upon estimated cash flows,
assuming no change in the current interest rate environment. Expected maturities may differ from
contracted maturities, or estimated maturities for mortgage-backed securities, because borrowers
have the right to call or prepay obligations with or without call or prepayment penalties.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
After one |
|
|
After five |
|
|
|
|
|
|
|
|
|
Within |
|
|
but within |
|
|
but within |
|
|
After |
|
|
|
|
December 31, 2009 |
|
one year |
|
|
five years |
|
|
ten years |
|
|
ten years |
|
|
Total |
|
State and municipals |
|
$ |
2,080 |
|
|
$ |
2,930 |
|
|
$ |
12,223 |
|
|
$ |
9,629 |
|
|
$ |
26,862 |
|
Mortgage-backed securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Government agencies |
|
|
15,403 |
|
|
|
34,739 |
|
|
|
27,780 |
|
|
|
233 |
|
|
|
78,155 |
|
U.S. Government-sponsored enterprises |
|
|
68 |
|
|
|
142 |
|
|
|
10 |
|
|
|
|
|
|
|
220 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
17,551 |
|
|
$ |
37,811 |
|
|
$ |
40,013 |
|
|
$ |
9,862 |
|
|
$ |
105,237 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31, 2009 and 2008, there were no securities of any individual issuer, except for
U.S. Government agency mortgage-backed securities, that exceeded 10.0 percent of stockholders
equity.
137
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
4. Loans, nonperforming assets and allowance for loan losses:
The major classifications of loans outstanding, net of unearned interest and net deferred loan
costs at December 31, 2009 and 2008, are summarized as follows. Unearned interest totaled $2,478
and $2,520 at December 31, 2009 and 2008, respectively. Net deferred loan costs were $577 at
December 31, 2009, and $573 at December 31, 2008.
|
|
|
|
|
|
|
|
|
December 31 |
|
2009 |
|
|
2008 |
|
Commercial, financial and others |
|
$ |
160,945 |
|
|
$ |
170,305 |
|
Real estate: |
|
|
|
|
|
|
|
|
Construction |
|
|
23,195 |
|
|
|
25,332 |
|
Residential |
|
|
104,925 |
|
|
|
112,053 |
|
Commercial |
|
|
155,269 |
|
|
|
142,641 |
|
Consumer, net |
|
|
29,447 |
|
|
|
32,812 |
|
Lease financing, net |
|
|
3,163 |
|
|
|
2,739 |
|
|
|
|
|
|
|
|
Total |
|
$ |
476,944 |
|
|
$ |
485,882 |
|
|
|
|
|
|
|
|
Fixed-rate loans totaled $208,968 and $242,067, while loans with adjustable interest rates
were $267,976 and $243,815, respectively, at December 31, 2009 and 2008.
Loans outstanding to directors, executive officers, principal stockholders or to their affiliates
totaled $6,755 at December 31, 2009, and $7,572 at December 31, 2008. Advances and repayments
during 2009 totaled $504 and $1,321, respectively. These loans are made during the ordinary course
of business at normal credit terms. There were no related party loans that were classified as
nonaccrual, past due, restructured or considered a potential credit risk at December 31, 2009 and
2008.
At December 31, 2009, the majority of the Companys loans were at least partially secured by real
estate in Northeastern Pennsylvania. Therefore, a primary concentration of credit risk is directly
related to the real estate market in this area. Changes in the general economy, local economy or in
the real estate market could affect the ultimate collectibility of this portion of the loan
portfolio. Management does not believe there are any other significant concentrations of credit
risk that could affect the loan portfolio.
The analysis of changes affecting the allowance for loan losses account for each of the two years
ended December 31, 2009 and 2008, is summarized as follows:
|
|
|
|
|
|
|
|
|
|
|
2009 |
|
|
2008 |
|
Balance, January 1 |
|
$ |
5,255 |
|
|
$ |
4,624 |
|
Provision for loan losses |
|
|
10,430 |
|
|
|
1,760 |
|
Loans charged-off |
|
|
(5,418 |
) |
|
|
(1,236 |
) |
Loans recovered |
|
|
195 |
|
|
|
107 |
|
|
|
|
|
|
|
|
Balance, December 31 |
|
$ |
10,462 |
|
|
$ |
5,255 |
|
|
|
|
|
|
|
|
138
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
4. Loans, nonperforming assets and allowance for loan losses (continued):
Information concerning nonperforming assets at December 31, 2009 and 2008, is summarized as
follows:
|
|
|
|
|
|
|
|
|
December 31 |
|
2009 |
|
|
2008 |
|
Nonaccrual loans: |
|
|
|
|
|
|
|
|
Commercial, financial and others |
|
$ |
7,438 |
|
|
$ |
7,608 |
|
Real estate: |
|
|
|
|
|
|
|
|
Construction |
|
|
4,532 |
|
|
|
8,775 |
|
Residential |
|
|
1,797 |
|
|
|
1,070 |
|
Commercial |
|
|
5,196 |
|
|
|
5,498 |
|
Consumer, net |
|
|
52 |
|
|
|
117 |
|
Lease financing, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total nonaccrual loans |
|
|
19,015 |
|
|
|
23,068 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructured loans: |
|
|
|
|
|
|
|
|
Commercial, financial and others |
|
|
1,777 |
|
|
|
|
|
Real estate: |
|
|
|
|
|
|
|
|
Construction |
|
|
|
|
|
|
|
|
Residential |
|
|
|
|
|
|
|
|
Commercial |
|
|
2,525 |
|
|
|
|
|
Consumer, net |
|
|
|
|
|
|
|
|
Lease financing, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total restructured loans |
|
|
4,302 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accruing loans past due 90 days or more: |
|
|
|
|
|
|
|
|
Commercial, financial and others |
|
|
263 |
|
|
|
170 |
|
Real estate: |
|
|
|
|
|
|
|
|
Construction |
|
|
|
|
|
|
|
|
Residential |
|
|
603 |
|
|
|
75 |
|
Commercial |
|
|
469 |
|
|
|
417 |
|
Consumer, net |
|
|
134 |
|
|
|
104 |
|
Lease financing, net |
|
|
165 |
|
|
|
69 |
|
|
|
|
|
|
|
|
Total accruing loans past due 90 days or more |
|
|
1,634 |
|
|
|
835 |
|
|
|
|
|
|
|
|
Total nonperforming loans |
|
|
24,951 |
|
|
|
23,903 |
|
|
|
|
|
|
|
|
Foreclosed assets |
|
|
3,209 |
|
|
|
336 |
|
|
|
|
|
|
|
|
Total nonperforming assets |
|
$ |
28,160 |
|
|
$ |
24,239 |
|
|
|
|
|
|
|
|
139
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
4. Loans, nonperforming assets and allowance for loan losses (continued):
Information related to the recorded investment in impaired loans for which there is a related
allowance and the amount of that allowance and the recorded investment in impaired loans for which
there is no allowance at December 31, 2009 and 2008, is summarized as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2009 |
|
|
2008 |
|
|
|
Recorded |
|
|
Related |
|
|
Recorded |
|
|
Related |
|
December 31 |
|
Investment |
|
|
Allowance |
|
|
Investment |
|
|
Allowance |
|
Impaired loans: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
With a related allowance |
|
$ |
13,481 |
|
|
$ |
5,762 |
|
|
$ |
19,707 |
|
|
$ |
3,572 |
|
With no related allowance |
|
|
14,187 |
|
|
|
|
|
|
|
14,192 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
27,668 |
|
|
$ |
5,762 |
|
|
$ |
33,899 |
|
|
$ |
3,572 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income on impaired loans that would have been recognized had the loans been current
and the terms of the loans not been modified, the aggregate amount of interest income recognized
and the amount recognized using the cash-basis method, and the average recorded investment in
impaired loans for each of the years ended December 31, 2009 and 2008, are summarized as follows:
|
|
|
|
|
|
|
|
|
Year Ended December 31 |
|
2009 |
|
|
2008 |
|
Gross interest due under terms |
|
$ |
1,789 |
|
|
$ |
2,349 |
|
Interest income recognized |
|
|
956 |
|
|
|
1,621 |
|
|
|
|
|
|
|
|
Interest income not recognized |
|
$ |
833 |
|
|
$ |
728 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income recognized (cash-basis) |
|
$ |
785 |
|
|
$ |
1,400 |
|
|
|
|
|
|
|
|
|
|
Average recorded investment in impaired loans |
|
$ |
31,779 |
|
|
$ |
32,817 |
|
Cash received on impaired loans applied as a reduction of principal totaled $4,217 in 2009 and
$2,900 in 2008. At December 31, 2009, the Company had commitments in the form of letters of credit,
which aggregated $1,546, to guarantee the performance of four commercial customers with impaired
loans at December 31, 2009. At December 31, 2008, the Company had a $508 commitment to one
commercial customer with impaired loans.
5. Commitments, concentrations and contingent liabilities:
In the normal course of business, the Company is a party to financial instruments with off-balance
sheet risk to meet the financing needs of its customers. These instruments involve, to varying
degrees, elements of credit and interest rate risk in excess of the amount recognized in the
financial statements. Management does not anticipate that losses, if any, that may occur as a
result of funding off-balance sheet commitments, would have a material adverse effect on the
operating results or financial position of the Company.
140
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
5. Commitments, concentrations and contingent liabilities (continued):
The contractual amounts of off-balance sheet commitments at December 31, 2009 and 2008, are
summarized as follows:
|
|
|
|
|
|
|
|
|
December 31 |
|
2009 |
|
|
2008 |
|
Commitments to extend credit |
|
$ |
81,945 |
|
|
$ |
69,235 |
|
Unused portions of lines of credit |
|
|
24,723 |
|
|
|
19,855 |
|
Commercial letters of credit |
|
|
20,982 |
|
|
|
15,447 |
|
|
|
|
|
|
|
|
Total |
|
$ |
127,650 |
|
|
$ |
104,537 |
|
|
|
|
|
|
|
|
The Companys involvement in, and exposure to, credit loss in the event of nonperformance by
the other party to the financial instrument for commitments to extend credit, unused portions of
lines of credit and commercial letters of credit is represented by the contractual amounts of
those instruments. The Company follows the same credit policies in making commitments as it does
for on-balance sheet instruments.
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. The commitments for lines of credit may
expire without being drawn upon. Therefore, the total commitment amounts do not necessarily
represent future cash requirements. The amount of the collateral obtained, if deemed necessary by
the Company, is based on managements credit evaluation of the customer.
Unused portions of lines of credit, including home equity and credit card lines and overdraft
protection agreements, are commitments for possible future extensions of credit to existing
customers. Unused portions of home equity lines are collateralized and generally have fixed
expiration dates. Credit card lines and overdraft protection agreements are uncollateralized and
usually do not carry specific maturity dates. Unused portions of lines of credit ultimately may not
be drawn upon to the total extent to which the Company is committed.
Commercial letters of credit are conditional commitments issued by the Company to guarantee the
performance of a customer to a third party. Commercial letters of credit are primarily issued to
support public and private borrowing arrangements. Essentially, all commercial letters of credit
have expiration dates within one year. Collateral supporting commercial letters of credit amounted
to $19,234 at December 31, 2009, and $13,653 at December 31, 2008. Commercial letters of credit
with collateral values less than the contractual amount of the commitment are supported by existing
lines of credit with the Company. The carrying value of the liability for the Companys obligations
under guarantees was not material at December 31, 2009 and 2008.
141
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
5. Commitments, concentrations and contingent liabilities (continued):
The Company provides deposit and loan products and other financial services to individual and
corporate customers in its six-county market area of Lackawanna, Luzerne, Monroe, Susquehanna,
Wayne and Wyoming. There are no significant concentrations of credit risk from any individual
counterparty
or groups of counterparties, except for geographic concentrations. The concentrations of the credit
portfolio by loan type are set forth in Note 4. Collateral is required for all real estate exposure
and for most other
loans, including off-balance sheet commitments upon extension of credit. Loan-to-value ratios of no
greater than 75.0 percent are maintained, except in the case of loans secured by deposits or U.S.
Government securities. The amount of collateral obtained is based on managements credit evaluation
of the customer. Collateral varies but may include property, plant and equipment, primary
residential properties, and to a lesser extent, income-producing properties. Although the credit
portfolio is diversified, the Company and its borrowers are dependent on the continued viability of
the
Northeastern Pennsylvania economy. The loan portfolio does not include any form of credit involving
highly-leveraged transactions, defined as financing transactions that involve the buyout,
acquisition or recapitalization of an existing business, including credit extended to
highly-leveraged industries. The Companys underwriting procedures include monitoring the abilities
of its borrowers to continue to service loans in periods of rising interest rates through stress
testing which could expose the Company to increased credit risk. The Company was not exposed to any
potential changes in the terms of loan products that may give rise to a concentration of credit
risk at December 31, 2009 and 2008.
Securities and short-term investment activities are conducted with a diverse group of government
entities, corporations and depository institutions. The counterpartys creditworthiness and type of
collateral is evaluated on a case-by-case basis. At December 31, 2009 and 2008, there were no
significant concentrations of credit risk from any one issuer, with the exception of
mortgage-backed securities issued by U.S. Government agencies.
Neither the Company nor any of its property is subject to any material legal proceedings.
Management, after consultation with legal counsel, does not anticipate that the ultimate liability,
if any, arising out of pending and threatened lawsuits will have a material effect on the operating
results or financial position of the Company.
142
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
6. Premises and equipment, net:
Premises and equipment at December 31, 2009 and 2008, are summarized as follows:
|
|
|
|
|
|
|
|
|
December 31 |
|
2009 |
|
|
2008 |
|
Land |
|
$ |
4,309 |
|
|
$ |
3,993 |
|
Premises |
|
|
9,573 |
|
|
|
10,038 |
|
Leasehold improvements |
|
|
112 |
|
|
|
291 |
|
Furniture and equipment |
|
|
11,058 |
|
|
|
11,079 |
|
|
|
|
|
|
|
|
Total premises and equipment |
|
|
25,052 |
|
|
|
25,401 |
|
Less: accumulated depreciation and amortization |
|
|
13,436 |
|
|
|
13,648 |
|
|
|
|
|
|
|
|
Premises and equipment, net |
|
$ |
11,616 |
|
|
$ |
11,753 |
|
|
|
|
|
|
|
|
Depreciation and amortization charged to noninterest expense amounted to $882 in 2009 and $941
in 2008. Occupancy expense has been reduced by rental income from premises leased to others in the
amount of $60 in 2009 and 2008.
Certain facilities are leased under operating lease agreements expiring on various dates until the
year 2014. One of the leases contains an escalation clause that provides for inflation adjustments.
The effects of such adjustments are included in the following table. One of the leases contains
renewal options that provide for extensions of the original lease terms up to 20 years. The cost of
such rentals is not included in the following table. The realty leases require the Company to pay
real estate taxes, insurances, utilities and repair costs. Rental expense on operating leases
amounted to $221 in 2009 and $240 in 2008.
Future minimum annual rentals required under noncancellable leases are summarized as follows:
|
|
|
|
|
2010 |
|
$ |
107 |
|
2011 |
|
|
107 |
|
2012 |
|
|
106 |
|
2013 |
|
|
77 |
|
2014 |
|
|
11 |
|
2015 and thereafter |
|
|
|
|
|
|
|
|
Total |
|
$ |
408 |
|
|
|
|
|
143
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
7. Other assets:
The major components of other assets at December 31, 2009 and 2008, are summarized as follows:
|
|
|
|
|
|
|
|
|
December 31 |
|
2009 |
|
|
2008 |
|
Goodwill |
|
$ |
349 |
|
|
$ |
349 |
|
Deferred income taxes |
|
|
2,541 |
|
|
|
479 |
|
Foreclosed assets |
|
|
3,209 |
|
|
|
336 |
|
Prepaid deposit insurance |
|
|
3,481 |
|
|
|
97 |
|
Mortgage servicing rights |
|
|
893 |
|
|
|
578 |
|
Investment in residential housing program |
|
|
3,641 |
|
|
|
3,094 |
|
Other |
|
|
3,140 |
|
|
|
1,904 |
|
|
|
|
|
|
|
|
Total |
|
$ |
17,254 |
|
|
$ |
6,837 |
|
|
|
|
|
|
|
|
The net cost of operating foreclosed assets, including gains and losses on the sale of such
properties, was $642 in 2009 and $3 in 2008.
The Company originates one-to-four family residential mortgage loans for sale in the secondary
market with servicing rights retained. Mortgage loans serviced for others are not included in the
accompanying Consolidated Balance Sheets. The unpaid principal balances of mortgage loans serviced
for others were $151,922 at December 31, 2009, and $124,579 at December 31,
2008. Custodial escrow balances, maintained in connection with the loan servicing and included in
demand deposits, were $695 and $162 at December 31, 2009 and 2008, respectively.
The analysis of the changes in the balances of mortgage servicing rights for the years ended
December 31, 2009 and 2008, is summarized as follows:
|
|
|
|
|
|
|
|
|
|
|
2009 |
|
|
2008 |
|
Balance, January 1 |
|
$ |
578 |
|
|
$ |
580 |
|
Additions |
|
|
691 |
|
|
|
215 |
|
Amortization |
|
|
(376 |
) |
|
|
(217 |
) |
|
|
|
|
|
|
|
Balance, December 31 |
|
$ |
893 |
|
|
$ |
578 |
|
|
|
|
|
|
|
|
At December 31, 2009 and 2008, the fair value of the mortgage servicing rights approximated
their carrying value, therefore, no valuation allowance was deemed necessary.
144
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
8. Deposits:
The major components of interest-bearing and noninterest-bearing deposits at December 31, 2009 and
2008, are summarized as follows:
|
|
|
|
|
|
|
|
|
December 31 |
|
2009 |
|
|
2008 |
|
Interest-bearing deposits: |
|
|
|
|
|
|
|
|
Money market accounts |
|
$ |
38,214 |
|
|
$ |
28,207 |
|
NOW accounts |
|
|
102,727 |
|
|
|
81,709 |
|
Savings accounts |
|
|
109,656 |
|
|
|
100,951 |
|
Time deposits less than $100 |
|
|
162,914 |
|
|
|
170,215 |
|
Time deposits $100 or more |
|
|
88,937 |
|
|
|
81,535 |
|
|
|
|
|
|
|
|
Total interest-bearing deposits |
|
|
502,448 |
|
|
|
462,617 |
|
Noninterest-bearing deposits |
|
|
88,335 |
|
|
|
79,674 |
|
|
|
|
|
|
|
|
Total deposits |
|
$ |
590,783 |
|
|
$ |
542,291 |
|
|
|
|
|
|
|
|
Deposits of directors, executive officers, principal stockholders or their affiliates are
accepted on the same terms and at the prevailing interest rates offered at the time of deposit for
comparable transactions with unrelated parties. The amount of related party deposits totaled $4,535
at December 31, 2009, and $5,563 at December 31, 2008.
The aggregate amounts of maturities for all time deposits at December 31, 2009, are summarized as
follows:
|
|
|
|
|
2010 |
|
$ |
148,632 |
|
2011 |
|
|
19,201 |
|
2012 |
|
|
26,604 |
|
2013 |
|
|
24,725 |
|
2014 |
|
|
20,926 |
|
2015 and thereafter |
|
|
11,763 |
|
|
|
|
|
Total |
|
$ |
251,851 |
|
|
|
|
|
The aggregate amount of deposits reclassified as loans was $76 at December 31, 2009, and $132
at December 31, 2008. Management evaluates transaction accounts that are overdrawn for
collectibility as part of its evaluation for credit losses. During 2009 and 2008, no deposits were
received on terms other than those available in the normal course of business.
As an alternative to using investment securities to serve as collateral for deposits, management
utilizes irrevocable letters of credit issued by the FHLB-Pgh on behalf of the Company to secure
public funds. The FHLB-Pgh guarantees payment to the depositors in the event of default by the
Company. The Company is obligated to reimburse the FHLB-Pgh for all payments made under the
irrevocable letters of credit. The notional amount of the FHLB-Pgh irrevocable letters of credit
that serve as collateral for deposits was $2,100 at December 31, 2009, and $17,000 at December 31,
2008.
145
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
9. Short-term borrowings:
Short-term borrowings available to the Company consist of a line of credit and advances with the
FHLB-Pgh secured under terms of a blanket collateral agreement by a pledge of FHLB-Pgh stock and
certain other qualifying collateral, such as investment and mortgage-backed securities and mortgage
loans. The line of credit is limited to the Companys maximum borrowing capacity (MBC) with the
FHLB-Pgh, which is based on a percentage of qualifying collateral assets. At December 31, 2009, the
MBC was $187,418. Interest accrues daily on the line based on the rates of FHLB-Pgh discount notes.
This rate resets each day. The line has no expiration date and carries no associated commitment
fees. The FHLB-Pgh has the right to reduce or terminate the line at any time without prior notice
and the Company may repay the line at any time without incurring prepayment penalties. Short-term
advances are issued with maturities less than one year based on the FHLB-Pghs current cost of
funds rate. Advances are limited to the MBC and are not prepayable. There are no commitment fees
associated with the advances, except those for forward settlement that are based on FHLB-Pgh
hedging costs.
There were no short-term borrowings outstanding at December 31, 2009 and 2008. The maximum amount
of all short-term borrowings outstanding under the line of credit agreement at any month-end was
$36,300 during 2009 and $20,400 during 2008. The average daily balance and weighted-average rate on
aggregate short-term borrowings, which consisted entirely of the FHLB-Pgh line of credit, was
$13,908 at 0.7 percent in 2009 and $6,230 at 2.9 percent in 2008.
10. Long-term debt:
On December 31, 2009, the Companys subsidiary, Community Bank, issued $8.0 million in fixed-rate
subordinated notes due December 31, 2016. The notes, which qualify as Tier II capital for both the
Company and Community Bank, bear interest at the rate of 8.0 percent per annum, payable quarterly
on January 1, April 1, July 1, and October 1 of each year, commencing on April 1, 2010, until
principal is paid or made available for payment. The notes are subordinate and junior in right of
payment to Community Banks obligations to depositors, its obligations under bankers acceptances
and letters of credit, and its obligations to its other creditors. Community Bank may elect to
redeem the notes, subject to regulatory approval, in whole or in part, on any interest payment date
on or after January 1, 2012, at a redemption price equal to 100.0 percent of the principal amount
plus accrued and unpaid interest.
146
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
11. Fair value of financial instruments:
Assets and liabilities measured at fair value on a recurring basis at December 31, 2009 and 2008,
are summarized as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair Value Measurements Using |
|
|
|
|
|
|
|
Quoted Prices in |
|
|
|
|
|
|
|
|
|
|
|
|
|
Active Markets |
|
|
|
|
|
|
|
|
|
|
|
|
|
for Identical |
|
|
Significant Other |
|
|
Significant |
|
|
|
|
|
|
|
Assets |
|
|
Observable Inputs |
|
|
Unobservable Inputs |
|
December 31, 2009 |
|
Amount |
|
|
(Level 1) |
|
|
(Level 2) |
|
|
(Level 3) |
|
Assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment securities available-for-sale: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
State and municipals |
|
$ |
26,862 |
|
|
|
|
|
|
$ |
26,862 |
|
|
|
|
|
Mortgage-backed securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Government agencies |
|
|
78,155 |
|
|
|
|
|
|
|
78,155 |
|
|
|
|
|
U.S. Government-sponsored enterprises |
|
|
220 |
|
|
|
|
|
|
|
220 |
|
|
|
|
|
Equity securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restricted |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other |
|
|
231 |
|
|
$ |
231 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
105,468 |
|
|
$ |
231 |
|
|
$ |
105,237 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair Value Measurements Using |
|
|
|
|
|
|
|
Quoted Prices in |
|
|
|
|
|
|
|
|
|
|
|
|
|
Active Markets |
|
|
|
|
|
|
|
|
|
|
|
|
|
for Identical |
|
|
Significant Other |
|
|
Significant |
|
|
|
|
|
|
|
Assets |
|
|
Observable Inputs |
|
|
Unobservable Inputs |
|
December 31, 2008 |
|
Amount |
|
|
(Level 1) |
|
|
(Level 2) |
|
|
(Level 3) |
|
Assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment securities available-for-sale: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
State and municipals |
|
$ |
47,007 |
|
|
|
|
|
|
$ |
47,007 |
|
|
|
|
|
Mortgage-backed securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Government agencies |
|
|
31,957 |
|
|
|
|
|
|
|
31,957 |
|
|
|
|
|
U.S. Government-sponsored enterprises |
|
|
269 |
|
|
|
|
|
|
|
269 |
|
|
|
|
|
Equity securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restricted |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other |
|
|
225 |
|
|
$ |
225 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
79,458 |
|
|
$ |
225 |
|
|
$ |
79,233 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment securities available-for-sale reported at fair value using Level 1 inputs include
marketable equity securities trading in active exchange markets. The fair value of investment
securities available-for-sale
utilizing Level 2 inputs include debt securities with prices based on a matrix pricing model. This
method for determining fair value is a
mathematical technique widely used in the industry to value debt securities without relying
exclusively on quoted prices for the specific securities, but rather by relying on the securities
relationship to other benchmark quoted securities.
147
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
11. Fair value of financial instruments (continued):
Assets and liabilities measured at fair value on a non-recurring basis at December 31, 2009 and
2008, are summarized as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair Value Measurements Using |
|
|
|
|
|
|
|
Quoted Prices in |
|
|
|
|
|
|
|
|
|
|
|
|
|
Active Markets |
|
|
|
|
|
|
|
|
|
|
|
|
|
for Identical |
|
|
Significant Other |
|
|
Significant |
|
|
|
|
|
|
|
Assets |
|
|
Observable Inputs |
|
|
Unobservable Inputs |
|
December 31, 2009 |
|
Amount |
|
|
(Level 1) |
|
|
(Level 2) |
|
|
(Level 3) |
|
Assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Impaired loans |
|
$ |
7,719 |
|
|
|
|
|
|
|
|
|
|
$ |
7,719 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair Value Measurements Using |
|
|
|
|
|
|
|
Quoted Prices in |
|
|
|
|
|
|
|
|
|
|
|
|
|
Active Markets |
|
|
|
|
|
|
|
|
|
|
|
|
|
for Identical |
|
|
Significant Other |
|
|
Significant |
|
|
|
|
|
|
|
Assets |
|
|
Observable Inputs |
|
|
Unobservable Inputs |
|
December 31, 2008 |
|
Amount |
|
|
(Level 1) |
|
|
(Level 2) |
|
|
(Level 3) |
|
Assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Impaired loans |
|
$ |
16,135 |
|
|
|
|
|
|
|
|
|
|
$ |
16,135 |
|
Impaired loans, which are measured for impairment using the fair value of the collateral for
collateral dependent loans, had a recorded investment of $13,481 and a related allowance of $5,762
at December 31, 2009. The recorded investment and related allowance for impaired loans were $19,707
and $3,572, respectively, at December 31, 2008.
148
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
11. Fair value of financial instruments (continued):
The estimated fair value of financial instruments at December 31, 2009 and 2008, is summarized as
follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2009 |
|
|
2008 |
|
|
|
Carrying |
|
|
Fair |
|
|
Carrying |
|
|
Fair |
|
December 31 |
|
Value |
|
|
Value |
|
|
Value |
|
|
Value |
|
Financial assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
49,278 |
|
|
$ |
49,278 |
|
|
$ |
20,717 |
|
|
$ |
20,717 |
|
Investment securities available-for-sale |
|
|
108,005 |
|
|
|
108,005 |
|
|
|
80,574 |
|
|
|
80,574 |
|
Loans held for sale, net |
|
|
2,016 |
|
|
|
2,016 |
|
|
|
1,390 |
|
|
|
1,390 |
|
Net loans |
|
|
466,482 |
|
|
|
474,018 |
|
|
|
480,627 |
|
|
|
487,917 |
|
Mortgage servicing rights |
|
|
893 |
|
|
|
893 |
|
|
|
578 |
|
|
|
578 |
|
Accrued interest receivable |
|
|
2,122 |
|
|
|
2,122 |
|
|
|
2,143 |
|
|
|
2,143 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
628,796 |
|
|
$ |
636,332 |
|
|
$ |
586,029 |
|
|
$ |
593,319 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deposits without stated maturities |
|
$ |
338,932 |
|
|
$ |
338,932 |
|
|
$ |
290,541 |
|
|
$ |
290,541 |
|
Deposits with stated maturities |
|
|
251,851 |
|
|
|
256,749 |
|
|
|
251,750 |
|
|
|
260,019 |
|
Long-term debt |
|
|
8,000 |
|
|
|
8,066 |
|
|
|
|
|
|
|
|
|
Accrued interest payable |
|
|
1,296 |
|
|
|
1,296 |
|
|
|
1,815 |
|
|
|
1,815 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
600,079 |
|
|
$ |
605,043 |
|
|
$ |
544,106 |
|
|
$ |
552,375 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12. Employee benefit plan:
The Company has a defined contribution plan covering all employees who have completed 1,000 hours
of service, attained 21 years of age and have been employed by the Company for at least one year.
Discretionary contributions to the plan are determined by the Board of Directors and are based on a
prescribed percentage of annual net income allocated to each participant based on their pro rata
share of annual compensation. Pension costs are accrued monthly to salaries and benefits expense
with the plan being funded annually. In addition, the defined contribution plan includes the
provisions under section 401(k) of the Internal Revenue Code (401(k)). The 401(k) feature of the
plan permits employees to make voluntary, pre-tax contributions up to 25.0 percent of their
compensation. Company contributions to the 401(k) are determined by the Board of Directors and are
currently based on 100.0 percent matching of voluntary contributions up to 3.0 percent of the
employees eligible compensation. Company matching contributions to the 401(k) are funded biweekly
and are included in salaries and benefits expense. Employee contributions under the 401(k) vest
immediately, while matched contributions and discretionary annual contributions made under the
defined contribution plan vest proportionally over five years of credited service.
149
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
12. Employee benefit plan (continued):
The Company did not make a discretionary annual contribution to the plan in 2009. A discretionary
annual contribution of $128 was made to the plan in 2008. Discretionary matching contributions
under the 401(k) feature of the plan totaled $168 in 2009 and $163 in 2008.
13. Income taxes:
The current and deferred amounts of the provision for income tax expense (benefit) for each of the
years ended December 31, 2009 and 2008, are summarized as follows:
|
|
|
|
|
|
|
|
|
Year Ended December 31 |
|
2009 |
|
|
2008 |
|
Current |
|
$ |
(918 |
) |
|
$ |
994 |
|
Deferred |
|
|
(1,623 |
) |
|
|
(376 |
) |
|
|
|
|
|
|
|
Total |
|
$ |
(2,541 |
) |
|
$ |
618 |
|
|
|
|
|
|
|
|
A reconciliation between the amount of the effective income tax expense (benefit) and the
income tax expense (benefit) that would have been provided at the federal statutory tax rate of
34.0 percent for each of the years ended December 31, 2009 and 2008, is summarized as follows:
|
|
|
|
|
|
|
|
|
Year Ended December 31 |
|
2009 |
|
|
2008 |
|
Federal income tax (benefit) at statutory rate |
|
$ |
(847 |
) |
|
$ |
2,148 |
|
Differences resulting from: |
|
|
|
|
|
|
|
|
Tax-exempt interest, net |
|
|
(1,329 |
) |
|
|
(1,167 |
) |
Residential housing program tax credit |
|
|
(372 |
) |
|
|
(372 |
) |
Other |
|
|
7 |
|
|
|
9 |
|
|
|
|
|
|
|
|
Federal income tax (benefit) on income (loss) before income taxes |
|
$ |
(2,541 |
) |
|
$ |
618 |
|
|
|
|
|
|
|
|
150
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
13. Income taxes (continued):
Temporary differences between financial statement carrying amounts and tax bases of assets and
liabilities that represent the deferred tax assets and liabilities at December 31, 2009 and 2008,
are summarized as follows:
|
|
|
|
|
|
|
|
|
December 31 |
|
2009 |
|
|
2008 |
|
Deferred tax assets: |
|
|
|
|
|
|
|
|
Allowance for loan losses |
|
$ |
3,054 |
|
|
$ |
1,555 |
|
Accrued interest receivable |
|
|
580 |
|
|
|
392 |
|
Contribution carryover |
|
|
33 |
|
|
|
|
|
Vacation salaries payable |
|
|
26 |
|
|
|
21 |
|
Core deposit intangible |
|
|
144 |
|
|
|
193 |
|
|
|
|
|
|
|
|
Total |
|
|
3,837 |
|
|
|
2,161 |
|
|
|
|
|
|
|
|
Deferred tax liabilities: |
|
|
|
|
|
|
|
|
Investment securities available-for-sale |
|
|
422 |
|
|
|
861 |
|
Loans, net of unearned income |
|
|
196 |
|
|
|
195 |
|
Prepaid expenses |
|
|
151 |
|
|
|
160 |
|
Premises and equipment, net |
|
|
457 |
|
|
|
396 |
|
Other |
|
|
70 |
|
|
|
70 |
|
|
|
|
|
|
|
|
Total |
|
|
1,296 |
|
|
|
1,682 |
|
|
|
|
|
|
|
|
Net deferred tax assets |
|
$ |
2,541 |
|
|
$ |
479 |
|
|
|
|
|
|
|
|
The Company has determined that the establishment of a valuation reserve for the deferred tax
assets is not required, since it is more likely than not that the net deferred tax assets could be
principally realized through carryback to taxable income in prior years, and by future reversals of
existing taxable temporary differences, or to a lesser extent, through future taxable income. A
review of the accounting criteria related to the recognition of deferred tax assets is performed
quarterly. Banks in Pennsylvania are not subject to state or local income taxes, but rather are
assessed a tax based on capital. This capital shares tax, which is included in other expenses, was
$550 in 2009 and $492 in 2008.
In addition to tax-exempt loans and investments, the Company utilizes a tax credit available
through our investment in an elderly and low- to moderate-income residential housing program to
mitigate our tax burden. This investment tax credit is being recognized as a credit against federal
income tax expense based on the straight-line method over ten years beginning with the in-service
date of the project on October 1, 2007. By utilizing the credit, we reduced our income tax expense
by $372 in 2009 and 2008. The aggregate amount of tax credit available from this project that will
be recognized over ten years ending September 30, 2017, is $3,725.
In December 2009, Community Bank began making an investment in an elderly, low-income housing
project. For this investment, Community Bank will receive a one-time historical tax credit of
approximately $1.5 million in 2010 and approximately $5.5 million in low-income housing tax credits
spread over a period beginning in 2010 and ending in 2021.
151
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
14. Parent Company financial statements:
CONDENSED STATEMENTS OF INCOME
|
|
|
|
|
|
|
|
|
Year Ended December 31 |
|
2009 |
|
|
2008 |
|
Income: |
|
|
|
|
|
|
|
|
Dividends from subsidiaries |
|
$ |
2,076 |
|
|
$ |
2,880 |
|
Management fees from subsidiaries |
|
|
400 |
|
|
|
240 |
|
Other income |
|
|
2 |
|
|
|
6 |
|
|
|
|
|
|
|
|
Total income |
|
|
2,478 |
|
|
|
3,126 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expense: |
|
|
|
|
|
|
|
|
Other expenses |
|
|
555 |
|
|
|
660 |
|
|
|
|
|
|
|
|
Total expenses |
|
|
555 |
|
|
|
660 |
|
|
|
|
|
|
|
|
Income before income taxes and undistributed income of subsidiaries |
|
|
1,923 |
|
|
|
2,466 |
|
Income tax benefit |
|
|
(425 |
) |
|
|
(514 |
) |
|
|
|
|
|
|
|
Income before undistributed income of subsidiaries |
|
|
2,348 |
|
|
|
2,980 |
|
Equity in (excess of) undistributed income (loss) of subsidiaries |
|
|
(2,298 |
) |
|
|
2,720 |
|
|
|
|
|
|
|
|
Net income |
|
$ |
50 |
|
|
$ |
5,700 |
|
|
|
|
|
|
|
|
CONDENSED BALANCE SHEETS
|
|
|
|
|
|
|
|
|
December 31 |
|
2009 |
|
|
2008 |
|
Assets: |
|
|
|
|
|
|
|
|
Cash |
|
$ |
76 |
|
|
$ |
95 |
|
Investment in bank subsidiary |
|
|
49,433 |
|
|
|
52,586 |
|
Investment securities available-for-sale |
|
|
231 |
|
|
|
225 |
|
Other assets |
|
|
5,570 |
|
|
|
5,476 |
|
|
|
|
|
|
|
|
Total assets |
|
$ |
55,310 |
|
|
$ |
58,382 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities: |
|
|
|
|
|
|
|
|
Dividends payable |
|
$ |
241 |
|
|
$ |
470 |
|
Other liabilities |
|
|
115 |
|
|
|
114 |
|
|
|
|
|
|
|
|
Total liabilities |
|
|
356 |
|
|
|
584 |
|
Stockholders equity |
|
|
54,954 |
|
|
|
57,798 |
|
|
|
|
|
|
|
|
Total liabilities and stockholders equity |
|
$ |
55,310 |
|
|
$ |
58,382 |
|
|
|
|
|
|
|
|
152
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
14. Parent Company financial statements (continued):
CONDENSED STATEMENTS OF CASH FLOWS
|
|
|
|
|
|
|
|
|
Year Ended December 31 |
|
2009 |
|
|
2008 |
|
Cash flows from operating activities: |
|
|
|
|
|
|
|
|
Net income |
|
$ |
50 |
|
|
$ |
5,700 |
|
Adjustments: |
|
|
|
|
|
|
|
|
Excess of (equity in) undistributed income (loss) of subsidiaries |
|
|
2,298 |
|
|
|
(2,720 |
) |
Changes in other assets |
|
|
(94 |
) |
|
|
(144 |
) |
|
|
|
|
|
|
|
Net cash provided by operating activities |
|
|
2,254 |
|
|
|
2,836 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
Proceeds from repayments of investment securities |
|
|
|
|
|
|
1 |
|
Purchases of investment securities |
|
|
(2 |
) |
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used in) investing activities |
|
|
(2 |
) |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
Issuance of common shares |
|
|
329 |
|
|
|
473 |
|
Repurchase and retirement of common shares |
|
|
(684 |
) |
|
|
(1,418 |
) |
Cash dividends paid |
|
|
(1,916 |
) |
|
|
(1,872 |
) |
|
|
|
|
|
|
|
Net cash used in financing activities |
|
|
(2,271 |
) |
|
|
(2,817 |
) |
|
|
|
|
|
|
|
Net increase (decrease) in cash |
|
|
(19 |
) |
|
|
20 |
|
Cash at beginning of year |
|
|
95 |
|
|
|
75 |
|
|
|
|
|
|
|
|
Cash at end of year |
|
$ |
76 |
|
|
$ |
95 |
|
|
|
|
|
|
|
|
15. Regulatory matters:
Under the Pennsylvania Business Corporation Law of 1988, as amended, the Company may not pay a
dividend if, after payment, either the Company could not pay its debts as they become due in the
usual course of business, or the Companys total assets would be less than its total liabilities.
The determination of total assets and liabilities may be based upon: (i) financial statements
prepared on the basis of GAAP; (ii) financial statements that are prepared on the basis of other
accounting practices and principles that are reasonable under the circumstances; or (iii) a fair
valuation or other method that is reasonable under the circumstances.
In addition, the Company is subject to dividend restrictions under the Pennsylvania Banking Code
of 1965, as amended, which allows cash dividends to be declared and paid out of accumulated net
earnings. More stringent dividend restrictions apply under Federal Reserve Regulation H, which
restricts calendar year dividend payments of member banks to the total of its net profits for
that year combined with its retained net profits of the preceding two calendar years, less any
required transfer to surplus, unless a bank has received prior approval from the Board of
Governors of the Federal Reserve System (Federal Reserve Board). At December 31, 2009,
Community Bank had no retained net profits available for dividend
declaration under Federal Reserve Regulation H.
153
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
15. Regulatory matters (continued):
On February 24, 2009, the Federal Reserve Board issued Supervisory Release (SR) 09-4, Applying
Supervisory Guidance and Regulations on the Payment of Dividends, Stock Redemptions, and Stock
Repurchases at Bank Holding Companies. SR 09-4 clarifies previously issued supervisory guidance
regarding payment of cash dividends in times of stress on earnings and capital ratios. According to
the provisions of SR 09-4, a bank holding company should inform the Federal Reserve Board and
should eliminate, defer or significantly reduce its dividends if: (i) the bank holding companys
net income available to shareholders for the past four quarters, net of dividends previously paid
during the period, is not sufficient to fully fund the dividends; (ii) the bank holding companys
prospective rate of earnings is not consistent with the bank holding companys capital needs and
overall current and prospective financial condition and risk profile; or (iii) the bank holding
company will not meet, or is in danger of not meeting, its regulatory capital adequacy ratios.
Subsequent to year-end 2009, management requested the Federal Reserve Boards approval for the
Company and Community Bank to declare or pay a dividend for the first quarter of 2010. On March 1,
2010, management received notification from the Federal Reserve Board recommending the Company and
Community Bank not declare or pay a dividend for the first quarter of 2010. The Company and
Community Bank must inform the Federal Reserve Board prior to declaring any future dividends, and
there can be no assurance that the Federal Reserve Board will not object to the payment of these
dividends.
Although subject to the aforementioned regulatory restrictions, the Companys consolidated
retained earnings at December 31, 2009 and 2008, were not restricted in any other manner as to
payment of dividends or reacquisition of common stock.
The amount of funds available for transfer from Community Bank to the Company in the form of loans
and other extensions of credit is also limited. Under the provisions of Section 23A of the Federal
Reserve Act, transfers to any one affiliate are limited to 10.0 percent of capital and surplus. At
December 31, 2009, the maximum amount available for transfer from Community Bank to the Company in
the form of loans amounted to $6,259. At December 31, 2009 and 2008, there were no loans
outstanding, nor were any advances made during 2009 and 2008.
154
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
15. Regulatory matters (continued):
The Company and Community Bank are subject to certain regulatory capital requirements administered
by the federal banking agencies, which are defined in Section 38 of the Federal Deposit Insurance
Corporation Improvement Act of 1991 (FDICIA). Failure to meet minimum capital requirements can
initiate certain mandatory and possibly additional discretionary actions by regulators that, if
undertaken, could have a direct material effect on the Companys and Community Banks financial
statements. In the event an institution is deemed to be undercapitalized by such standards, FDICIA
prescribes an increasing amount of regulatory intervention, including the required institution of a
capital restoration
plan and restrictions on the growth of assets, branches or lines of business. Further restrictions
are applied to the significantly or critically undercapitalized institutions including restrictions
on interest payable on accounts, dismissal of management and appointment of a receiver. For well
capitalized institutions, FDICIA provides authority for regulatory intervention when the
institution is deemed to be engaging in unsafe and unsound practices or receives a less than
satisfactory examination report
rating. Under capital adequacy guidelines and the regulatory framework for
prompt corrective action, the Company and Community Bank must meet specific capital guidelines that
involve quantitative measures of their assets, liabilities and certain off-balance sheet items as
calculated under regulatory accounting practices. The capital amounts and classifications are also
subject to qualitative judgements by the regulators about components, risk weightings and other
factors. Prompt corrective action provisions are not applicable to bank holding companies.
Community Bank was categorized as well capitalized under the regulatory framework for prompt
corrective action at December 31, 2009 and 2008, based on the most recent notification from the
Federal Deposit Insurance Corporation. To be categorized as well capitalized, Community Bank must
maintain certain minimum Tier I risk-based, total risk-based and Tier I Leverage ratios as set
forth in the following tables. The Tier I Leverage ratio is defined as Tier I capital to total
average assets less intangible assets. There are no conditions or events since the most recent
notification that management believes have changed Community Banks category.
155
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
15. Regulatory matters (continued):
The Companys and Community Banks capital ratios at December 31, 2009 and 2008, as well as the
required minimum ratios for capital adequacy purposes and to be well capitalized under the prompt
corrective action provisions as defined by FDICIA, are summarized as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Minimum to be Well |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capitalized under |
|
|
|
|
|
|
|
|
|
|
|
Minimum for Capital |
|
|
Prompt Corrective |
|
|
|
Actual |
|
|
Adequacy Purposes |
|
|
Action Provisions |
|
December 31, 2009 |
|
Amount |
|
|
Ratio |
|
|
Amount |
|
|
Ratio |
|
|
Amount |
|
|
Ratio |
|
Tier I capital to risk-weighted assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated |
|
$ |
53,698 |
|
|
|
10.6 |
% |
|
$ |
20,340 |
|
|
|
4.0 |
% |
|
|
|
|
|
|
|
|
Community Bank |
|
|
48,238 |
|
|
|
9.6 |
|
|
|
20,155 |
|
|
|
4.0 |
|
|
$ |
30,233 |
|
|
|
6.0 |
% |
Total capital to risk-weighted assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated |
|
|
68,106 |
|
|
|
13.4 |
|
|
|
40,680 |
|
|
|
8.0 |
|
|
|
|
|
|
|
|
|
Community Bank |
|
|
62,589 |
|
|
|
12.4 |
|
|
|
40,310 |
|
|
|
8.0 |
|
|
|
50,388 |
|
|
|
10.0 |
|
Tier I capital to total average assets
less intangible assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated |
|
|
53,698 |
|
|
|
8.6 |
|
|
|
24,859 |
|
|
|
4.0 |
|
|
|
|
|
|
|
|
|
Community Bank |
|
$ |
48,238 |
|
|
|
7.8 |
% |
|
$ |
24,712 |
|
|
|
4.0 |
% |
|
$ |
30,890 |
|
|
|
5.0 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Risk-weighted assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated |
|
$ |
491,151 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Community Bank |
|
|
486,529 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Risk-weighted off-balance sheet items: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated |
|
|
17,346 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Community Bank |
|
|
17,346 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average assets for Leverage ratio: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated |
|
|
621,483 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Community Bank |
|
$ |
617,793 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Minimum to be Well |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capitalized under |
|
|
|
|
|
|
|
|
|
|
|
Minimum for Capital |
|
|
Prompt Corrective |
|
|
|
Actual |
|
|
Adequacy Purposes |
|
|
Action Provisions |
|
December 31, 2008 |
|
Amount |
|
|
Ratio |
|
|
Amount |
|
|
Ratio |
|
|
Amount |
|
|
Ratio |
|
Tier I capital to risk-weighted assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated |
|
$ |
55,721 |
|
|
|
11.1 |
% |
|
$ |
20,049 |
|
|
|
4.0 |
% |
|
|
|
|
|
|
|
|
Community Bank |
|
|
50,567 |
|
|
|
10.2 |
|
|
|
19,907 |
|
|
|
4.0 |
|
|
$ |
29,861 |
|
|
|
6.0 |
% |
Total capital to risk-weighted assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated |
|
|
60,976 |
|
|
|
12.2 |
|
|
|
40,097 |
|
|
|
8.0 |
|
|
|
|
|
|
|
|
|
Community Bank |
|
|
55,822 |
|
|
|
11.2 |
|
|
|
39,814 |
|
|
|
8.0 |
|
|
|
49,768 |
|
|
|
10.0 |
|
Tier I capital to total average assets
less intangible assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated |
|
|
55,721 |
|
|
|
9.6 |
|
|
|
23,171 |
|
|
|
4.0 |
|
|
|
|
|
|
|
|
|
Community Bank |
|
$ |
50,567 |
|
|
|
8.8 |
% |
|
$ |
23,019 |
|
|
|
4.0 |
% |
|
$ |
28,774 |
|
|
|
5.0 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Risk-weighted assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated |
|
$ |
487,531 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Community Bank |
|
|
483,993 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Risk-weighted off-balance sheet items: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated |
|
|
13,687 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Community Bank |
|
|
13,687 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average assets for Leverage ratio: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated |
|
|
579,283 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Community Bank |
|
$ |
575,474 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
156
Comm Bancorp, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Dollars in thousands, except per share data)
15. Regulatory matters (continued):
Management periodically purchases shares of the Companys common stock under a stock repurchase
program. For the years ended December 31, 2009 and 2008, 18,117 shares and 34,189 shares having an
aggregate cost of $684 and $1,418, respectively, were purchased and retired under the program. On
August 19, 2009, the Board of Directors approved a resolution to suspend the stock repurchase
program.
The Company offers its stockholders a Dividend Reinvestment Plan (DRP). Under the DRP, the
Company registered 300,000 shares of its common stock to be sold pursuant to this plan. The DRP
provides stockholders with a simple and convenient method to invest cash dividends in the Companys
common stock without payment of any brokerage commissions, while also furnishing the Company with
additional funds for general corporate purposes. Main features of the DRP include the following:
(i) shares will be purchased from original issuances; (ii) no optional cash payments; (iii)
eligibility for all registered and street name stockholders; (iv) no minimum or maximum
number of shares participation restrictions; and (v) availability of full or partial dividend
reinvestment. Shares issued under the DRP were 9,062 shares in 2009 and 10,629 shares in 2008.
157
Comm Bancorp, Inc.
DIRECTORS AND OFFICERS
BOARD OF DIRECTORS
Comm Bancorp, Inc.
DAVID L. BAKER
Senior Vice President,
Community Bank and Trust Company
WILLIAM F. FARBER, SR.
PRESIDENT AND CHIEF EXECUTIVE OFFICER
CHAIRMAN OF THE BOARD
JUDD B. FITZE
Attorney, Farr, Davis & Fitze
DEAN L. HESSER
President, Tom Hesser Chevrolet, Inc. and
Tom Hesser Nissan, LLC
JOHN P. KAMEEN
SECRETARY
Publisher, The Forest City News
ERWIN T. KOST
President, Kost Tire Distributors, Inc.
SUSAN F. MANCUSO
Partner, Mancuso & Mancuso
Accounting & Tax Service
JOSEPH P. MOORE, III
Auto Dealer, Manheim Imports
CORPORATE OFFICERS
Comm Bancorp, Inc.
WILLIAM R. BOYLE
Executive Vice President
Chief Credit Officer
WILLIAM F. FARBER, SR.
President and Chief Executive Officer
Chairman of the Board
JOHN P. KAMEEN
Secretary
SCOTT A. SEASOCK
Executive Vice President
Chief Financial Officer
DIRECTORS EMERITUS
THOMAS M. CHESNICK
Retired
MICHAEL T. GOSKOWSKI
President, Kartri Sales Co., Inc.,
M.G. Manufacturing Co., Inc.
WILLIAM A. KERL
President, Kerl Coal Oil and Trucking Company, Inc.; Partner, Machek Fuel
WILLIAM B. LOPATOFSKY
Retired
J. ROBERT McDONNELL
Owner, McDonnells Restaurant
JOSEPH P. MOORE, JR.
President, Elk Mountain Ski Resort, Inc.
158
Comm Bancorp, Inc.
DIRECTORS AND OFFICERS (CONTINUED)
ADVISORY BOARDS
Community Bank and Trust Company
CARBONDALE BRANCH
JOSEPH J. BRENNAN
Brennan and Brennan Funeral Home
JOHN J. CERRA
Attorney
HENRY E. DEECKE
Henry E. Deecke Real Estate
ROBERT W. FARBER
Quality Perforating, Inc.
JOSEPH R. MAZZA
Mazza Linen Service
CLIFFORD BRANCH
THOMAS J. LOPATOFSKY, JR.
Lenox Propane
SEAN P. McGRAW
Attorney, McGraw, Peterson & Nepa
PATRICK J. OLIVERI
Oliveris Crystal Lake Hotel
HEIDI L. STEPHENS
H.L. Stephens and Sons
LAKE WINOLA AND
TUNKHANNOCK BRANCHES
DOUGLAS A. GAY
Gays True Value, Inc.
THOMAS S. HENRY
Mile Hill Auto Parts
JEFFREY KINTNER
Kintner Modular Homes
and Nostalgia Car Wash
DONNA L. LABAR
Century 21 Sherlock Homes Inc.
MONTROSE BRANCH
EDGAR B. BAKER
Consultant
THOMAS R. KERR
Tom Kerr Incorporated
FRANCIS J. PINKOWSKI
Country Landmarks Real Estate, Inc.
DONNA L. WILLIAMS
Livestock Dealer/Farmer
NICHOLSON BRANCH
RICHARD S. LOCHEN
Lochens Market
MARK W. NOVITCH
Sherwoods Freightliner
Western Star Sterling
MARK D. VANKO
Gins Restaurant
SIMPSON BRANCH
WILLIAM F. FARBER, JR.
Quality Perforating, Inc.
FRANCIS X. LAPERA, SR.
Lapera Oil Company, Inc.
ROBERT M. McDONNELL
McDonnells Restaurant
GERALD G. SALKO, D.D.S.
Dentist
TANNERSVILLE BRANCH
TIMOTHY B. FISHER, II
Attorney, Fisher & Fisher
GARY HAZEN, CPA
John J. Riley, Inc.
Certified Public Accountants
CHARLES R. MARZZACCO
Weichert Realtors Acclaim
159
Comm Bancorp, Inc.
DIRECTORS AND OFFICERS (CONTINUED)
OFFICERS
Community Bank and Trust Company
DAVID L. BAKER
Senior Vice President
JANICE M. BEVACQUA
Clifford Branch Manager
WILLIAM R. BOYLE
Executive Vice President
Chief Credit Officer
SHARON A. BYRNE
Commercial Loan Officer
ROBIN M. BULZONI
Trust Officer
DEBRA A. CARR
Dickson City and Eynon Regional Manager
MARK E. CATERSON
Montrose Branch Manager
ROBERT F. DAVIS
Commercial Loan Officer
WILLIAM F. FARBER, SR.
President and Chief Executive Officer
Chairman of the Board
MICHAEL J. GAGLIARDI
Special Assets Officer
DEBRA A. GAY
Lake Winola and Tunkhannock Regional Manager
DONALD J. GIBBS
Scranton Branch Manager
DAVID A. JONES
Director of Mortgage Lending
DEBORAH J. KENNEDY
Clarks Summit Branch Manager
RICHARD J. LAPERA
Internal Auditor
GARY S. LAVELLE
Director of Consumer Lending
ANNETTE M. LYNCH
Loan Administration Officer
PAMELA S. MAGNOTTI
Compliance Officer
MARIA MARSILI, ESQUIRE
Legal Counsel
MARY ANN MUSHO
Human Resources Director
MICHAEL A. NARCAVAGE
Vice President
Chief Operations Officer
THOMAS G. NOREK
Corporate Trust Officer
ROBERT P. OMALLEY
Indirect Loan Officer
M. EVELYN PANTZAR
Vice President
JOHN PASH, III
Comptroller
MARY BETH PASQUALICCHIO
Director of Marketing
STEPHEN J. PELLESCHI
Commercial Loan Officer
JAMES R. PIETROWSKI
Senior Commercial Loan Officer
SCOTT PREBICH
Commercial Loan Officer
MARK D. RENZINI, CPA
Director of Wealth Management
CHERYL A. RUPP
Simpson Branch Manager
THOMAS A. SALUS
Credit Administration Officer
SCOTT A. SEASOCK
Executive Vice President
Chief Financial Officer
M. JAMES SHIELDS
Commercial Loan Officer
RONALD K. SMITH
Branch Administrator
TAMI L. SNYDER
Information Services Officer
BRIAN C. URBAS
Forest City and Lakewood Regional Manager
ANN E. VADELLA
Carbondale Branch Manager
STEPHANIE A. WESTINGTON, CPA
Finance and Planning Officer
THERESA YOCUM
Business Development Officer
LOUIS J. ZEFRAN
Business Development Officer
160
Comm Bancorp, Inc.
DIRECTORS AND OFFICERS (CONTINUED)
BOARD OF DIRECTORS
Comm Realty Corporation
WILLIAM F. FARBER, SR.
CHAIRMAN OF THE BOARD
WILLIAM R. BOYLE
SCOTT A. SEASOCK
OFFICERS
Comm Realty Corporation
THOMAS A. SALUS
President
STEPHANIE A. WESTINGTON, CPA
Treasurer
MICHAEL J. GAGLIARDI
Secretary
BOARD OF DIRECTORS
Community Leasing Corporation
WILLIAM F. FARBER, SR.
CHAIRMAN OF THE BOARD
JOHN P. KAMEEN
JOSEPH J. MUSKEY
OFFICERS
Community Leasing Corporation
JOSEPH J. MUSKEY
President
STEPHANIE A. WESTINGTON, CPA
Treasurer
JAMES R. PIETROWSKI
Secretary
BOARD OF DIRECTORS
Comm Financial Services Corporation
WILLIAM F. FARBER, SR.
CHAIRMAN OF THE BOARD
JOHN P. KAMEEN
MARK D. RENZINI, CPA
OFFICERS
Comm Financial Services Corporation
GEORGE J. COBB
President
JOHN PASH, III
Treasurer
MARY ANN MUSHO
Secretary
BOARD OF DIRECTORS
Community Abstract Services, LLC
WILLIAM F. FARBER, SR.
CHAIRMAN OF THE BOARD
WILLIAM R. BOYLE
SCOTT A. SEASOCK
OFFICERS
Community Abstract Services, LLC
WILLIAM F. FARBER, SR.
President
SCOTT A. SEASOCK
Vice President
STEPHANIE A. WESTINGTON, CPA
Treasurer
WILLIAM R. BOYLE
Secretary
161
Comm Bancorp, Inc.
OTHER INFORMATION
LOCATIONS
Community Bank and Trust Company
Carbondale Branches*
37 Dundaff Street
Carbondale, PA 18407
570-282-7500
92 Brooklyn Street
Carbondale, PA 18407
570-282-2276
Clarks Summit Branch*
125 N. State Street
Clarks Summit, PA 18411
570-586-6876
Clifford Branch*
60 Main Street
Clifford, PA 18413
570-222-3168
Dickson City Branch*
1601 Main Street
Dickson City, PA 18519
570-489-8900
Eynon Branch*
Eynon Plaza
Route 6
Eynon, PA 18403
570-876-4881
Forest City Branch*
521 Main Street
Forest City, PA 18421
570-785-3181
Lake Winola Branch*
Winola Plaza
Lake Winola, PA 18625
570-378-3195
Lakewood Branch
18 Como Road, Suite D
Lakewood, PA 18439
570-798-2900
Montrose Branch*
61 Church Street
Montrose, PA 18801
570-278-3824
Nicholson Branch*
57 Main Street
Nicholson, PA 18446
570-942-6135
Scranton Branch*
601 W. Lackawanna Avenue
Scranton, PA 18504
570-558-3600
Simpson Branch*
347 Main Street
Simpson, PA 18407
570-282-4821
Tannersville Branch*
Route 611
Tannersville, PA 18372
570-619-6620
Tunkhannock Branch*
74 E. Tioga Street
Tunkhannock, PA 18657
570-836-5555
Wilkes-Barre**
140 Maffet Street
Suite 4
Wilkes-Barre, PA 18705
570-851-8400
Trust Services
125 N. State Street
Clarks Summit, PA 18411
800-217-3501
Loan Operations Center
1212 S. Abington Road
Clarks Summit, PA 18411
570-586-0377
Remote ATM Location
Moses Taylor Hospital
700 Quincy Avenue
Scranton, PA 18510
Community Abstract Services, LLC
125 N. State Street
Clarks Summit, PA 18411
570-586-0377
Comm Financial Services Corporation
125 N. State Street
Clarks Summit, PA 18411
570-586-0377
Community Leasing Corporation
125 N. State Street
Clarks Summit, PA 18411
570-586-0377
Comm Realty Corporation
125 N. State Street
Clarks Summit, PA 18411
570-586-0377
CB&T
DIRECTSMRemote Deposit
570-587-3421, Ext. 359
KlickSMBanking via the Internet
www.combk.com
800-820-4642, Ext. 109
InTouchSMTelephone Banking System
800-820-4642
|
|
|
* |
|
ATM Locations |
|
** |
|
Loan Production Office |
162
Comm Bancorp, Inc.
OTHER INFORMATION (CONTINUED)
Stockholder Information
Corporate Headquarters:
125 N. State Street
Clarks Summit, PA 18411
Legal Counsel:
Saidis, Flower & Lindsay
26 W. High Street
Carlisle, PA 17013
Independent Auditors:
ParenteBeard LLC
One Windsor Plaza
7535 Windsor Drive
Suite 300
Allentown, PA 18195
Transfer Agent:
American Stock Transfer & Trust Company
59 Maiden Lane
New York, NY 10007
Market Makers:
Janney Montgomery Scott, LLC
570-963-9203
Knight Equity Markets, LP
800-222-4910
UBS Securities, LLC
203-719-7400
Common Stock Market Information:
Shares of Comm Bancorp, Inc. common stock are listed on The NASDAQ Global Market_
(NASDAQ) as CommBcp under the symbol CCBP. As of March 10, 2010, three firms were listed on the
NASDAQ system as market makers for the Companys common stock.
The high and low closing sale prices and dividends per share of the Companys common stock for the
four quarters of 2009 and 2008 are summarized as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash |
|
|
|
|
|
|
|
|
|
|
|
Dividends |
|
|
|
High |
|
|
Low |
|
|
Declared |
|
2009: |
|
|
|
|
|
|
|
|
|
|
|
|
First Quarter |
|
$ |
40.99 |
|
|
$ |
35.04 |
|
|
$ |
0.28 |
|
Second Quarter |
|
|
40.00 |
|
|
|
35.31 |
|
|
|
0.28 |
|
Third Quarter |
|
|
40.00 |
|
|
|
31.00 |
|
|
|
0.28 |
|
Fourth Quarter |
|
$ |
34.50 |
|
|
$ |
21.80 |
|
|
$ |
0.14 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2008: |
|
|
|
|
|
|
|
|
|
|
|
|
First Quarter |
|
$ |
47.25 |
|
|
$ |
41.00 |
|
|
$ |
0.27 |
|
Second Quarter |
|
|
48.00 |
|
|
|
41.00 |
|
|
|
0.27 |
|
Third Quarter |
|
|
44.92 |
|
|
|
40.75 |
|
|
|
0.27 |
|
Fourth Quarter |
|
$ |
42.00 |
|
|
$ |
35.00 |
|
|
$ |
0.27 |
|
Dividend Reinvestment:
Comm Bancorp, Inc. offers a Dividend Reinvestment Plan whereby stockholders can increase their
investment in additional shares of common stock without incurring fees or commissions. A prospectus
and enrollment form may be obtained by contacting American Stock Transfer & Trust Company, Dividend
Reinvestment Department, 59 Maiden Lane, New York, NY 10007, 1-800-278-4353.
Dividend Direct Deposit:
Comm Bancorp, Inc. stockholders not participating in the Dividend Reinvestment Plan may opt to
have their dividends deposited directly into their bank account by contacting American Stock
Transfer & Trust Company at 1-800-937-5449.
Website Information:
The Company files reports, proxy and information statements and other information
electronically with the Securities and Exchange Commission (SEC). Stockholders and other
interested parties may read and copy any materials that the Company files with the SEC at the SECs
Public Reference Room at 100 F Street, N.E., Washington, DC 20549 on official business days between
the hours of 10:00 am and 3:00 pm EST. Information on the operation of the Public Reference Room
can be obtained by calling the SEC at 1-800-SEC-0330. The SEC maintains an Internet site that
contains reports, proxy and information statements and other information regarding issuers that
file electronically. The SECs website address is http://www.sec.gov. Copies of the Companys
Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and
amendments to those reports filed with the SEC may be obtained without charge by writing to Comm
Bancorp, Inc., 125 North State Street, Clarks Summit, PA 18411, Attn: Investor Relations or through
our website at http://www.combk.com.
Community Reinvestment:
Copies of Community Bank and Trust Companys Community Reinvestment Statement may be obtained
without charge by writing to Pamela S. Magnotti, Compliance Officer, at corporate headquarters.
163